HUBBELL INC

Previous wording

Hubbell is a global manufacturer of quality electrical products and utility solutions for a broad range of customer and end market applications. We provide utility and electrical solutions that enable our customers to operate critical infrastructure reliably and efficiently, and we empower and energize communities through innovative solutions supporting energy infrastructure In Front of the Meter, on The Edge, and Behind the Meter. In Front of the Meter is where utilities transmit and distribute energy to their customers. The Edge connects utilities with owner and operators and allows energy and data to be distributed back and forth. Behind the Meter is where owners and operators of buildings and other critical infrastructure consume energy. Products are either sourced complete, manufactured or assembled by subsidiaries in the United States, Canada, Puerto Rico, Mexico, China, the UK, Brazil, Australia, Spain, Ireland and the Republic of the Philippines. The Company also participates in joint ventures in Hong Kong and the Republic of the Philippines, and maintains offices in Singapore, Italy, China, India, Mexico, South Korea, Chile, and countries in the Middle East. The Company employed approximately 17,700 individuals worldwide as of March 31, 2025.

Current wording

Hubbell is a global manufacturer of quality electrical products and utility solutions for a broad range of customer and end market applications. We provide utility and electrical solutions that enable our customers to operate critical infrastructure reliably and efficiently, and we empower and energize communities through innovative solutions supporting energy infrastructure In Front of the Meter, on The Edge, and Behind the Meter. In Front of the Meter is where utilities transmit and distribute energy to their customers. The Edge connects utilities with owner and operators and allows energy and data to be distributed back and forth. Behind the Meter is where owners and operators of buildings and other critical infrastructure consume energy. Products are either sourced complete, manufactured or assembled by subsidiaries in the United States, Canada, Puerto Rico, Mexico, China, the UK, Brazil, Australia, Spain, Ireland and the Republic of the Philippines. The Company also participates in joint ventures in Hong Kong and the Republic of the Philippines, and maintains offices in Singapore, Italy, China, India, Mexico, South Korea, Chile, and countries in the Middle East. The Company employed approximately 17,800 individuals worldwide as of June 30, 2025.

Previous wording

Results for the three months ended March 31, 2025 by segment are included under “Segment Results” within this Management’s Discussion and Analysis.

Current wording

Results for the six months ended June 30, 2025 by segment are included under “Segment Results” within this Management’s Discussion and Analysis.

Previous wording

Additionally, international tensions, such as the conflicts in the Middle East and Ukraine, as well as trade and other tensions, including those with China, may affect demand for our products, as well as our production costs. In particular, recent tariff actions by the U.S. and other countries and the widespread uncertainty and international tensions resulting therefrom, including, without limitation, the effect on the value of the U.S. dollar relative to other currencies, may adversely affect demand for our products, disrupt our supply chains, increase manufacturing costs and adversely affect our revenues, cost of sales and production volumes, any of which could materially and adversely harm our business, financial condition and results of operations. See also Item 1A Risk Factors in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, for further information.

Current wording

Additionally, international tensions, such as the conflicts in the Middle East and Ukraine, as well as trade and other tensions, including those with China, Mexico and Canada may affect demand for our products, as well as our production costs. In particular, recent tariff and other trade actions by the U.S. and other countries and the widespread uncertainty and international tensions resulting therefrom, including, without limitation, the effect on the value of the U.S. dollar relative to other currencies, may adversely affect demand for our products, disrupt our supply chains, increase manufacturing costs and adversely affect our revenues, cost of sales and production volumes, any of which could materially and adversely harm our business, financial condition and results of operations. See also Item 1A Risk Factors in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, and in this Quarterly Report on Form 10-Q for further information.

Previous wording

In the first quarter of 2025, the Company acquired all of the issued and outstanding equity of Alliance USAcqCo2, Inc. (“Ventev”), a leading manufacturer and provider of a complete ecosystem of solutions to power, protect, and connect wireless networks. The Ventev business has been added to the Electrical Solutions segment.

Current wording

In the first quarter of 2025, the Company acquired all of the issued and outstanding equity of Alliance USAcqCo 2, Inc. (“Ventev”), a leading manufacturer and provider of a complete ecosystem of solutions to power, protect, and connect wireless networks. The Ventev business has been added to the Electrical Solutions segment.

Previous wording

The following is a discussion and analysis of our business, financial condition and results of operations as of and for the three months ended March 31, 2025 and 2024. This discussion and analysis should be read in conjunction with our Condensed Consolidated Financial Statements and notes thereto in Item 1 of this Quarterly Report on Form 10-Q (the“Condensed Financial Statements”), and the audited consolidated financial statements, accompanying notes and Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

Current wording

The following is a discussion and analysis of our business, financial condition and results of operations as of and for thethree and six months ended June 30, 2025 and 2024. This discussion and analysis should be read in conjunction with our Condensed Consolidated Financial Statements and notes thereto in Item 1 of this Quarterly Report on Form 10-Q (the“Condensed Financial Statements”), and the audited consolidated financial statements, accompanying notes and Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

Previous wording

Organic net sales in the Electrical Solutions segment grew by 4.8% in the first quarter of 2025 led by continued strength in the datacenter vertical. In the Utility Solutions segment, organic net sales contracted 3.7% on lower volume from Grid Automation products due to the timing of large metering and AMI projects which drove a strong first quarter of 2024, as well as in our enclosures products on continued weakness in telcom markets.

Current wording

Organic net sales in the Electrical Solutions segment grew by 3.5% in the second quarter of 2025 led by continued strength in the datacenter vertical. In the Utility Solutions segment, organic net sales increased 1.1% on higher volume from Grid Infrastructure products along with higher price realization, partially offset by lower volumes from Grid Automation due to the timing of large metering and AMI projects which drove a strong second quarter of 2024.

Previous wording

Operating margin in the first quarter of 2025 expanded by 120 basis points to 17.5% and includes the effect of lower amortization of acqusition-related intangibles and transaction, integration and separation costs in the first quarter of 2025. Adjusted operating margin, which excludes amortization of acquisition-related intangibles and transaction, integration and separation costs, was 19.3% and contracted by 40 basis points. That result includes margin expansion in the quarter primarily driven by benefits from operational productivity and favorable price realization, however, those factors were more than overcome by contraction driven by continued material and other cost inflation, including tariff expense and the impact of lower volumes. See the further discussion within Segment Results below.

Current wording

Operating margin in the second quarter of 2025 expanded by 160 basis points to 22.7%. Adjusted operating margin, which excludes amortization of acquisition-related intangibles and transaction, integration and separation costs, was 24.4% andincreased by 120 basis points. That result includes margin expansion in the quarter primarily driven by benefits from operational productivity and favorable price realization, partially offset by margin contraction driven by continued material and other cost inflation, including tariff expense. See further discussion within Segment Results below.

Previous wording

Certain of the Company's adjusted measures exclude these gains or losses because we believe they enhance management's and investors' ability to analyze underlying business performance and facilitate comparisons of our financial results over multiple periods. In the first quarter of 2024 the Company recognized a$5.3 million pre-tax loss on the disposition of the residential lighting business and also recognized $6.8 million of income tax expense relating to that transaction, primarily driven by differences between book and tax basis in goodwill. That loss and the related income tax expense are excluded from our adjusted operating measures.

Current wording

Certain of the Company's adjusted measures exclude these gains or losses because we believe they enhance management's and investors' ability to analyze underlying business performance and facilitate comparisons of our financial results over multiple periods. In the first quarter of 2024 the Company recognized a$5.3 million pre-tax loss on the disposition of the residential lighting business and also recognized $6.8 million of income tax expense relating to that transaction, primarily driven by differences between book and tax basis in goodwill. In the second quarter of 2025 the Company recognized a$0.4 million pre-tax loss on the disposition of a product line in the Electrical Solutions segment. Those losses and the related income tax expense are excluded from our adjusted operating measures.

Previous wording

Net income attributable to Hubbell Incorporated was $169.7 million in the first quarter of 2025 and increased 14.8% as compared to the same period of the prior year, reflecting the factors described above. As a result, earnings per diluted share in the first quarter of 2025 increased 15% as compared to the first quarter of 2024. Adjusted net income attributable to Hubbell Incorporated, which excludes amortization of acquisition-related intangible assets and transaction, integration & separation costs for both periods and the loss on disposition of a business for the first quarter of 2024, was $188.6 million in the first quarter of 2025 and decreased by 3.4% as compared to the first quarter of 2024.

Current wording

Net income attributable to Hubbell Incorporated was $244.2 million in the second quarter of 2025 and increased 12.3% as compared to the same period of the prior year, reflecting the factors described above. As a result, earnings per diluted share in the second quarter of 2025 increased 14% as compared to the second quarter of 2024. Adjusted net income attributable to Hubbell Incorporated, which excludes amortization of acquisition-related intangible assets and transaction, integration and separation costs for both periods and the loss on disposition of a business for the second quarter of 2025, was $264.3 million in the second quarter of 2025 and increased by 9.9% as compared to the second quarter of 2024.

Previous wording

Operating income in the Electrical Solutions segment for the first quarter of 2025 was $79.0 million and increased by 11.3% compared to the first quarter of 2024, while operating margin in the first quarter of 2025 expanded by 140 basis points to 15.5%. Excluding amortization of acquisition-related intangibles and transaction, integration and separation costs, the adjusted operating margin expanded by 70 basis points to 16.5%. The increase in operating margin was primarily due to approximately four percentage points of margin expansion from improved operational productivity, favorable price realization, lower transaction, integration & separation costs and higher volume. Those factors were partially offset by approximately three percentage points of margin contraction driven by higher material and other cost inflation, including tariff expense and mix.

Current wording

Operating income in the Electrical Solutions segment for the second quarter of 2025 was $118.1 million and increased by 8.2% compared to the second quarter of 2024, while operating margin in the second quarter of 2025 expanded by 80 basis points to 21.5%. Excluding amortization of acquisition-related intangibles and transaction, integration and separation costs, the adjusted operating margin expanded by 100 basis points to 22.5%. The increase in operating margin was primarily due to approximately four percentage points of margin expansion from favorable price realization and operational productivity. Those factors were partially offset by approximately three percentage points of margin contraction driven by higher material and other cost inflation, including tariff expense.

Previous wording

Net sales of $1,365.2 million in the first quarter of 2025 decreased by $33.9 million compared to the first quarter of 2024. Organic net sales decreased by 0.6% driven by a low single digit percentage decrease in volumes, partially offset by a low single digit increase in price realization. Divestitures net of acquisitions reflect a 1.2% reduction to net sales, while foreign exchange resulted in a 0.6% decrease in net sales. These changes are discussed in more detail in the Segment Results section below.

Current wording

Net sales of $2,849.5 million in the first six months of 2025 decreased by $2.1 million compared to the first six months of 2024. Organic net sales increased by 0.7% driven by a low single digit increase in price realization, partially offset by a low single digit percentage decrease in volumes. Divestitures net of acquisitions resulted in a 0.4% reduction in net sales, while foreign currency exchange resulted in a 0.4% decrease in net sales. These changes are discussed in more detail in the Segment Results section below.

Previous wording

As a percentage of Net sales, cost of goods sold decreased by 110 basis points to 66.9% in the first quarter of 2025, resulting in gross profit margin expanding to 33.1%. Approximately four percentage points of gross profit margin expansion was driven by lower acquisition-related intangible asset amortization, improved operational productivity and favorable price realization, partially offset by three percentage points of gross profit margin contraction due to material and other cost inflation, including tariff expense and lower volume.

Current wording

As a percentage of Net sales, cost of goods sold decreased by 170 basis points to 65.1% in the first six months of 2025, resulting in gross profit margin expanding to 34.9%. Approximately four percentage points of gross profit margin expansion was driven by improved operational productivity, favorable price and lower acquisition-related intangible asset amortization, partially offset by two percentage points of gross profit margin contraction due to material and other cost inflation, including tariff expense and lower volume.

Previous wording

S&A expense in the first quarter of 2025 was $212.2 million and decreased by $7.0 million or 3.2% compared to the prior year period. This decrease was primarily driven by lower transaction, integration and separation costs in the current year compared to the prior year. S&A expense as a percentage of Net sales was 15.6% in the first quarter of 2025, compared to 15.7% in the first quarter of 2024.

Current wording

S&A expense in the first six months of 2025 was $428.0 million and increased by $1.3 million or 0.3% compared to the prior year period. This increase was primarily driven by higher intangible amortization expense, partially offset by lower transaction, integration and separation costs in the current year compared to the prior year. S&A expense as a percentage of Net sales was 15.0% in the first six months of 2025, compared to 14.9% in the first six months of 2024.

Previous wording

Total other expense decreased by $8.0 million in the first quarter of 2025 to $19.1 million, primarily due to lower net interest expense of $7.3 million, due to lower outstanding debt balances, along with the $5.3 million loss recognized on the disposition of the residential lighting business during the first quarter of 2024. These decreases were partially offset by an unfavorable impact of foreign exchange and higher non-service pension cost in the first quarter of 2025 compared to the same period in 2024.

Current wording

Total other expense decreased by $7.9 million in the first six months of 2025 to $40.2 million, primarily due to lower net interest expense of $12.6 million, due to lower outstanding debt balances, along with a $4.9 million net decrease on the loss recognized on business disposition, primarily due to the disposal of the residential lighting business in the first quarter of 2024. These decreases were partially offset by lower transaction service revenue, higher non-service pension costs and an unfavorable impact of foreign currency exchange in the first six months of 2025 compared to the same period in 2024.

Previous wording

The effective tax rate in the first quarter of 2025 decreased to 22.2% as compared to 26.0% in the first quarter of 2024, primarilydue to income tax expense incurred in the first quarter of 2024 relating to the divestiture of our residential lighting business.

Current wording

The effective tax rate in the first six months 2025 decreased to 22.1% as compared to 24.4% in the first six months of 2024, primarily due to income tax expense related to the sale of our residential lighting business in the first quarter of 2024, partially offset by a stock-based compensation benefit and lower state effective tax rate in the first six months of 2025.

Previous wording

Net sales in the Utility Solutions segment in the first quarter of 2025 were $857.1 million, and decreased by $36.9 million, or 4.2%, as compared to the first quarter of 2024. That decrease was driven by a 3.7% decrease in organic net sales, and a 0.5% decrease due to foreign exchange. The decrease in organic net sales was driven by a mid single digit percentage decrease in unit volume, partially offset by a low single digit increase in price realization. The decrease in unit volume resulted largely from volume declines in Grid Automation products on the timing of large metering and AMI projects which drove a stronger first quarter of 2024, as well as in enclosures products led by lower volume in telcom markets.

Current wording

Net sales in the Utility Solutions segment in the first six months of 2025 were $1,792.6 million, and decreased by $27.9 million, or 1.5%, as compared to the first six months of 2024. That decrease was driven by a 1.2% decrease in organic net sales, and a 0.3% decrease due to foreign currency exchange. The decrease in organic net sales was driven by a low single digit percentage decrease inunit volume, partially offset by a low single digit increase in price realization. The decrease in unit volume resulted largely from volume declines in Grid Automation products on the timing of large metering and AMI projects which was partially offset by strength in substation and transmission markets.

Previous wording

Operating income in the Utility Solutions segment for the first quarter of 2025 was $160.0 million, an increase of 1.6% compared to the first quarter of 2024. Operating margin increased by 110 basis points to 18.7% in the first quarter of 2025, and includes the effect of lower amortization of acqusition-related intangible assets and transaction, integration & separation costs. Excluding amortization of acquisition-related intangible assets and transaction, integration & separation costs, the adjusted operating margin decreased by 80 basis points to 21.0%. That decrease includes approximately four percentage points of margin contraction due to material and other cost inflation, including tariff expense and the impact of lower unit volume, which was partially offset by three percentage points of margin expansion from improved operational productivity and favorable price realization.

Current wording

Operating income in the Utility Solutions segment for the first six months of 2025 was $369.0 million, an increase of 7.0% compared to the first six months of 2024. Operating margin increased by 170 basis points to 20.6% in the first six months of 2025, and includes the effect of lower amortization of acqusition-related intangible assets and transaction, integration and separation costs. Excluding amortization of acquisition-related intangible assets and transaction, integration and separation costs, the adjusted operating margin increased by 40 basis points to 22.8%. That increase includes approximately three percentage points of margin expansion from favorable price realization, and improved operational productivity. Those factors were partially offset by approximately two percentage points of margin contraction due to material and other cost inflation, including tariff expense.

Previous wording

Net sales in the Electrical Solutions segment in the first quarter of 2025 were $508.1 million and increased by $3.0 million, or 0.6%, as compared to the first quarter of 2024. That increase includes 4.8% growth in organic net sales, which was partially offset by a 3.3% decline in net sales resulting from divestitures net of acquisitions and a 0.9% decline due to foreign exchange. The increase in organic net sales was driven by a low single digit percentage increase in unit volume and a low single digit percentage increase in price realization. Volume growth in the first quarter of 2025 was driven primarily by strength in the datacenter market, while broader industrial markets were steady and commercial markets were softer.

Current wording

Net sales in the Electrical Solutions segment in the first six months of 2025 were$1,056.9 million and increased by$25.8 million, or 2.5%, as compared to the first six months of 2024. That increase includes 4.1% growth in organic net sales, which was partially offset by a 1.1% decline in net sales resulting from divestitures net of acquisitions and a 0.5% decline due to foreign currency exchange. The increase in organic net sales was driven by a low single digit percentage increase in unit volumes and a low single digit percentage increase in price realization. Volume growth in the first six months of 2025 was driven primarily by strength in the datacenter market, while broader industrial markets were steady and commercial and residential markets were softer.

Previous wording

Cash provided by operating activities for the three months ended March 31, 2025 was$37.4 million compared to cash provided by operating activities of $92.2 million for the same period in 2024. The decrease in cash provided by operations is due to an increase in working capital, primarily within accounts receivable driven by the timing of sales, a $20.0 million contribution to our pension plan, and lower depreciation and amortization expense in 2025. Those factors are partially offset by higher net income and a lower use of cash for incentive payments in the first quarter of 2025 compared to the same prior year period.

Current wording

Cash provided by operating activities for the six months ended June 30, 2025 was$298.0 million compared to cash provided by operating activities of $331.8 million for the same period in 2024. The decrease in cash provided by operations is due to an increase in working capital, primarily within accounts receivable driven by higher sales volume and higher cash outflows for accounts payable based on timing of disbursements, along with a $20.0 million contribution to our pension plan in 2025. Those factors were partially offset by higher net income and a lower use of cash for incentive payments in the first six months of 2025 compared to the same period of the prior year.

Previous wording

Cash used by investing activities was $99.3 million in the three months ended March 31, 2025 compared to cash provided of $88.6 million during the comparable period in 2024. This change was driven by $73.3 million of cash used in the first quarter of 2025 to acquire Ventev, and $122.9 million of cash proceeds in the first quarter of 2024 from the disposition of our residential lighting business.

Current wording

Cash used by investing activities was $140.6 million in the six months ended June 30, 2025 compared to cash provided of $56.1 million during the comparable period in 2024. This change was driven by $73.2 million of cash used in the first quarter of 2025 to acquire Ventev, and $122.9 million of cash proceeds in the first quarter of 2024 from the disposition of our residential lighting business.

Previous wording

Cash provided by financing activities was $75.0 million in the three months ended March 31, 2025 as compared to cash used of $125.3 million in the comparable period of 2024. The increase in cash provided by financing activities primarily reflects higher net borrowings partially offset by a $115.0 million increase in share repurchases in the first three months of 2025 compared to the same prior year period.

Current wording

Cash used by financing activities was $117.5 million in the six months ended June 30, 2025 as compared to cash used of $319.3 million in the comparable period of 2024. The decrease in cash used by financing activities primarily reflects higher net borrowings partially offset by a $205.0 million increase in share repurchases in the first six months of 2025 compared to the same prior year period.

Previous wording

The favorable impact of foreign currency exchange rates on cash was $4.1 million for the three months ended March 31, 2025 and the change compared to prior year is primarily related to the U.S. Dollar weakening against the Brazilian Real and British Pound.

Current wording

The favorable impact of foreign currency exchange rates on cash was $13.1 million for the six months ended June 30, 2025 and the change compared to prior year is primarily related to the U.S. Dollar weakening against the British Pound, Brazilian Real and Canadian Dollar.

Previous wording

In the first quarter of 2025, we acquired Ventev for $73.3 million, expanding our portfolio ofwireless network solutions within the Electrical Solutions segment, and also invested $26.0 million in capital expenditures on automation and productivity initiatives.

Current wording

In the first six months of 2025, we acquired Ventev for $73.2 million, expanding our portfolio ofwireless network solutions within the Electrical Solutions segment, and also invested $65.9 million in capital expenditures on automation and productivity initiatives.

Previous wording

The table below presents the restructuring and related costs incurred in the first three months of 2025, additional expected costs, and the expected completion date of restructuring actions that have been initiated as of March 31, 2025 and in prior years (in millions):

Current wording

The table below presents the restructuring and related costs incurred in the first six months of 2025, additional expected costs, and the expected completion date of restructuring actions that have been initiated as of June 30, 2025 and in prior years (in millions):

Previous wording

On October 21, 2022, our Board of Directors approved a share repurchase program (the “2022 Program”) that authorized the repurchase of up to $300 million of common stock, which expires in October 2025. At March 31, 2025, our remaining share repurchase authorization under the 2022 Program was $135.0 million. On February 12, 2025, our Board of Directors approved a new stock repurchase program (the “2025 Program”) that authorized the repurchase of up to $500.0 million of common stock and expires in February 2028. When combined with the $135.0 million of remaining share repurchase authorization under the 2022 Program, we have a total outstanding share repurchase authorization of approximately $635.0 million. Subject to numerous factors, including market conditions and alternative uses of cash, we may conduct discretionary repurchases through open market or privately negotiated transactions, which may include repurchases under plans complying with Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended.

Current wording

On October 21, 2022, our Board of Directors approved a share repurchase program (the “2022 Program”) that authorized the repurchase of up to $300 million of common stock, which expires in October 2025. At June 30, 2025, our remaining share repurchase authorization under the 2022 Program was $35.0 million. On February 12, 2025, our Board of Directors approved a new stock repurchase program (the “2025 Program”) that authorized the repurchase of up to $500.0 million of common stock and expires in February 2028. When combined with the $35.0 million of remaining share repurchase authorization under the 2022 Program, we have a total outstanding share repurchase authorization of approximately $535.0 million. Subject to numerous factors, including market conditions and alternative uses of cash, we may conduct discretionary repurchases through open market or privately negotiated transactions, which may include repurchases under plans complying with Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended.

Previous wording

At March 31, 2025 and December 31, 2024, the Company had $1,044.0 million and $1,442.7 million, respectively, of long-term debt outstanding, net of the unamortized balance of capitalized debt issuance costs. At March 31, 2025, the Company also had $399.4 million of long-term debt maturing within the next 12 months relating to the 2026 Notes described below, which is classified within short term debt in the Condensed Consolidated Balance Sheets.

Current wording

At June 30, 2025 and December 31, 2024, the Company had $1,044.4 million and $1,442.7 million, respectively, of long-term debt outstanding, net of the unamortized balance of capitalized debt issuance costs. At June 30, 2025, the Company also had $399.5 million of long-term debt maturing within the next 12 months relating to the 2026 Notes described below, which is classified within short term debt in the Condensed Consolidated Balance Sheets.

Previous wording

The carrying value of the Notes, net of unamortized discount and the unamortized balance of capitalized debt issuance costs, including $399.4 million relating to the 2026 Notes classified as current, was $1,443.4 million and $1,442.7 million at March 31, 2025 and December 31, 2024, respectively.

Current wording

The carrying value of the Notes, net of unamortized discount and the unamortized balance of capitalized debt issuance costs, including $399.5 million relating to the 2026 Notes classified as current, was $1,443.9 million and $1,442.7 million at June 30, 2025 and December 31, 2024, respectively.

Previous wording

The Company had $816.1 million and $125.4 million of short-term debt and current portion of long-term debt outstanding at March 31, 2025 and December 31, 2024, respectively, composed of the following:

Current wording

The Company had $802.7 million and $125.4 million of short-term debt and current portion of long-term debt outstanding at June 30, 2025 and December 31, 2024, respectively, composed of the following:

Previous wording

•$399.4 million relating to the 2026 Notes due in March 2026 are classified as current at March 31, 2025.

Current wording

•$399.5 million relating to the 2026 Notes due in March 2026 were classified as current at June 30, 2025.

Previous wording

•$415.0 million of commercial paper borrowings outstanding at March 31, 2025, and $123.0 million of commercial paper borrowings outstanding at December 31, 2024. The increase in commercial paper during the first three months of 2025 was utilized to repurchase $125.0 million of treasury stock and to fund the $73.3 million acquisition of Ventev.

Current wording

•$401.0 million of commercial paper borrowings outstanding at June 30, 2025, and $123.0 million of commercial paper borrowings outstanding at December 31, 2024. The increase in commercial paper during the first six months of 2025 contributed to funding the repurchase of $225.0 million of treasury stock and to fund the $73.2 million acquisition of Ventev.

Previous wording

•$1.7 million and $2.4 million of other short term debt outstanding at March 31, 2025 and December 31, 2024, respectively, which consisted of borrowings to support our international operations in China and amounts outstanding under our commercial card program.

Current wording

•$2.2 million and $2.4 million of other short term debt outstanding at June 30, 2025 and December 31, 2024, respectively, which consisted of borrowings outstanding under our commercial card program.

Previous wording

We measure liquidity on the basis of our ability to meet short-term and long-term operational funding needs, to fund additional investments in our business, including acquisitions, and to make dividend payments to shareholders. Significant factors affecting the management of liquidity are cash flows from operating activities, capital expenditures, cash dividend payments, stock repurchases, access to bank lines of credit and our ability to attract long-term capital with satisfactory terms. In the first three months of 2025, we returned capital to our shareholders by paying $70.7 million of dividends on our common stock and using $125.0 million of cash for share repurchases.

Current wording

We measure liquidity on the basis of our ability to meet short-term and long-term operational funding needs, to fund additional investments in our business, including acquisitions, and to make dividend payments to shareholders. Significant factors affecting the management of liquidity are cash flows from operating activities, capital expenditures, cash dividend payments, stock repurchases, access to bank lines of credit and our ability to attract long-term capital with satisfactory terms. In the first six months of 2025, we returned capital to our shareholders by paying $140.9 million of dividends on our common stock and using $225.0 million of cash for share repurchases.

Previous wording

We also require cash outlays to fund our operations, capital expenditures, and working capital requirements to accommodate anticipated levels of business activity, as well as our rate of cash dividends, and potential future acquisitions. We have contractual obligations for long-term debt, operating leases, purchase obligations, and certain other long-term liabilities that are summarized in the Financial Condition, Liquidity and Capital Resources section in our Annual Report on Form 10-K for the year ended December 31, 2024. As a result of the Tax Cuts and Jobs Act of 2017 (the“TCJA”), we also have an obligation to fund, by annual installments through 2025, the Company's liability for the transition tax on the deemed repatriation of foreign earnings.

Current wording

We also require cash outlays to fund our operations, capital expenditures, and working capital requirements to accommodate anticipated levels of business activity, as well as our rate of cash dividends, and potential future acquisitions. We have contractual obligations for long-term debt, operating leases, purchase obligations, and certain other long-term liabilities that are summarized in the Financial Condition, Liquidity and Capital Resources section in our Annual Report on Form 10-K for the year ended December 31, 2024.

Previous wording

Our sources of funds and available resources to meet these funding needs are as follows:

Current wording

Our sources of funds and available resources to meet our funding needs are as follows:

Previous wording

◦Cash flows from operating activities and existing cash resources: In addition to cash flows from operating activities, we also had $346.9 million of cash and cash equivalents at March 31, 2025, of which approximately 16% was held inside the United States and the remainder held internationally.

Current wording

◦Cash flows from operating activities and existing cash resources: In addition to cash flows from operating activities, we also had $382.6 million of cash and cash equivalents at June 30, 2025, of which approximately 13% was held inside the United States and the remainder held internationally.

Previous wording

A summary of our critical accounting estimates is included in Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the year ended December 31, 2024. We are required to make estimates and judgments in the preparation of our financial statements that affect the reported amounts of assets and liabilities, revenues and expenses and related disclosures. We continually review these estimates and their underlying assumptions to ensure they are appropriate for the circumstances. Changes in the estimates and assumptions we use could have a material impact on our financial results. During the three months ended March 31, 2025, there were no material changes in our estimates and critical accounting policies.

Current wording

A summary of our critical accounting estimates is included in Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the year ended December 31, 2024. We are required to make estimates and judgments in the preparation of our financial statements that affect the reported amounts of assets and liabilities, revenues and expenses and related disclosures. We continually review these estimates and their underlying assumptions to ensure they are appropriate for the circumstances. Changes in the estimates and assumptions we use could have a material impact on our financial results.

Previous wording

•Impact of trade tariffs, import quotas or other trade restrictions or measures taken by the United States, China, Mexico, the United Kingdom, member states of the European Union, and other countries, including the recent and ongoing potential changes in U.S. trade policies, that may be made by the current or a future presidential administration and changes in trade policies in other countries made in response to changes in the U.S. trade policies.

Current wording

•Impact of trade tariffs, import quotas or other trade actions, restrictions or measures taken by the United States, China, Mexico, the United Kingdom, member states of the European Union, and other countries, including the recent and ongoing potential changes in U.S. trade policies, that may be made by the current or a future presidential administration and changes in trade policies in other countries made in response to changes in the U.S. trade policies.

Previous wording

•Other factors described in our Securities and Exchange Commission filings, including in the “Business”, “Risk Factors”, “Management's Discussion and Analysis of Financial Condition and Results of Operations”, and “Quantitative and Qualitative Disclosures about Market Risk” sections in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

Current wording

•Other factors described in our Securities and Exchange Commission filings, including in the “Business”, “Risk Factors”, “Management's Discussion and Analysis of Financial Condition and Results of Operations”, and “Quantitative and Qualitative Disclosures about Market Risk” sections in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 and in the Company's Quarterly Reports on Form 10-Q.