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 17,800 individuals worldwide as of June 30, 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 17,600 individuals worldwide as of September 30, 2025.

Previous wording

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

Current wording

Results for the nine months ended September 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, 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.

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. Moreover, the unpredictability of changes in trade policy negatively affects our ability to respond to these actions and contributes to volatility in the securities markets that can materially affect the trading price of our securities. 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

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.

Current wording

The following is a discussion and analysis of our business, financial condition and results of operations as of and for thethree and nine months ended September 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

In the second quarter of 2025, the Company elected to change its method of accounting for certain inventories in the U.S. from last in, first out ("LIFO") to first in, first out ("FIFO"). The change to FIFO is preferable because it conforms the Company's inventory to a single method of accounting and improves comparability with the Company's peers. The Company retrospectively applied this change in accounting principle to all prior periods.

Current wording

In the second quarter of 2025, the Company elected to change its method of accounting for certain inventories in the U.S. from last in, first out ("LIFO") to first in, first out ("FIFO"). The change to FIFO is preferable because it conforms the Company's inventory to a single method of accounting and improves comparability with the Company's peers. The Company retrospectively applied this change in accounting principle to all prior periods. For further information regarding the change in accounting principle, see Note 1 Basis of Presentation within the condensed consolidated financial statements set forth above.

Previous wording

Second quarter 2025 net sales were$1,484.3 million and increased by 2.2%, driven by an increase in organic sales volume of 2.0%, due to favorable price realization and an increase from acquisitions of 0.3% from the acquisition of Ventev in the first quarter of 2025.

Current wording

Third quarter 2025 Net sales were$1,502.4 million and increased by 4.1%, driven by an increase in organic sales volume of 3.2%, primarily due to favorable price realization and an increase from acquisitions of 0.8% from the net sales contributed by Ventev and Nicor.

Previous 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.

Current wording

Organic net sales in the Electrical Solutions segment grew by 8.3% in the third quarter of 2025 led by continued strength in the datacenter and industrial markets and higher price realization. In the Utility Solutions segment, organic net sales increased 0.5% on higher volume from Grid Infrastructure products along with higher price realization, partially offset by lower volumes from Grid Automation due to weak AMI and meter project activity.

Previous 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.

Current wording

Operating margin in the third quarter of 2025 expanded by 30 basis points to 22.0%. Adjusted operating margin, which excludes amortization of acquisition-related intangibles and transaction, integration and separation costs, was 23.9% andincreased by 10 basis points. Margin expansion in the quarter was 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

The effect that acquisitions and divestitures may have on our results fluctuate significantly based on the timing, size and number of transactions, and therefore result in significant volatility in the costs to complete transactions and to integrate or separate the businesses.

Current wording

The effect that acquisitions and divestitures may have on our results can fluctuate significantly based on the timing, size and number of transactions, and therefore result in significant volatility in the costs to complete transactions and to integrate or separate the businesses.

Previous wording

The acquisition and divestiture actions taken by the Company in the fourth quarter of 2023 resulted in a significant increase in integration and separation costs. As a result, we believe excluding costs relating to these 2023 fourth quarter transactions provides useful and more comparable information for investors to better assess our operating performance.

Current wording

The acquisition and integration of DMC Power will result in significant transaction and integration costs, and the acquisitions and dispositions completed by the company in the fourth quarter of 2023 resulted in a significant increase in transaction, integration and separation costs. As a result, we believe excluding such costs relating to these transactions provides useful and more comparable information for investors to better assess our operating performance from period to period.

Previous wording

Net sales of $1,484.3 million in the second quarter of 2025 increased by $31.8 million compared to the second quarter of 2024. Organic net sales increased by 2.0% driven by a low single digit percentage increase in price realization, while volumes were flat. Acquisitions contributed an 0.3% increase to net sales, while foreign exchange resulted in a 0.1% decrease in net sales. These changes are discussed in more detail in the Segment Results section below.

Current wording

Net sales of $1,502.4 million in the third quarter of 2025 increased by $59.8 million compared to the third quarter of 2024. Organic net sales increased by 3.2% driven by a mid single digit percentage increase in price realization, while volumes were down low single digits. Acquisitions contributed an 0.8% increase to Net sales, while foreign exchange resulted in a 0.1% increase 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 180 basis points to 62.8% in the second quarter of 2025, resulting in gross profit margin expanding to 37.2%. Approximately four percentage points of gross profit margin expansion was driven by favorable price, improved operational productivity, lower acquisition-related intangible asset amortization, and improved business mix, partially offset by two percentage points of gross profit margin contraction due to material and other cost inflation, including tariff expense.

Current wording

As a percentage of Net sales, cost of goods sold decreased by 110 basis points to 63.8% in the third quarter of 2025, resulting in gross profit margin expanding to 36.2%. Approximately five percentage points of gross profit margin expansion was driven by favorable price realization, improved operational productivity, and lower acquisition-related intangible asset amortization, partially offset by approximately four percentage points of gross profit margin contraction due to material and other cost inflation, including tariff expense.

Previous wording

S&A expense in the second quarter of 2025 was $215.8 million and increased by $8.3 million or 4.0% compared to the prior year period. This increase was primarily driven by higher acquisition-related intangible asset amortization and higher professional services in the current year compared to the prior year. S&A expense as a percentage of Net sales was 14.5% in the second quarter of 2025, compared to 14.3% in the second quarter of 2024.

Current wording

S&A expense in the third quarter of 2025 was $213.7 million and increased by $20.4 million or 10.6% compared to the prior year period. This increase was primarily driven by higher acquisition-related intangible asset amortization, higher professional service costs and higher restructuring costs in the current year compared to the prior year. S&A expense as a percentage of Net sales was 14.2% in the third quarter of 2025, compared to 13.4% in the third quarter of 2024.

Previous 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.

Current wording

Net income attributable to Hubbell Incorporated was $255.5 million in the third quarter of 2025 and increased by 13.0% as compared to the same period of the prior year, reflecting the factors described above. As a result, earnings per diluted share in the third quarter of 2025 increased by 14% as compared to the third 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 was $276.6 million in the third quarter of 2025 and increased by 10.8% as compared to the third quarter of 2024.

Previous 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.

Current wording

Operating income in the Electrical Solutions segment for the third quarter of 2025 was $111.3 million and increased by 19.0% compared to the third quarter of 2024, while operating margin in the third quarter of 2025 expanded by 150 basis points to 19.9%. Excluding amortization of acquisition-related intangibles in both 2025 and 2024 and transaction, integration and separation costs in 2024, the adjusted operating margin expanded by 140 basis points to 20.8%. The increase in operating margin was primarily due to approximately seven percentage points of margin expansion from favorable price realization, operational productivity and higher unit volumes. Those factors were partially offset by approximately five percentage points of margin contraction driven by higher material and other cost inflation, including tariff expense and higher restructuring investments.

Previous 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.

Current wording

Net sales of $4,351.9 million in the first nine months of 2025 increased by $57.7 million compared to the first nine months of 2024. Organic Net sales increased by 1.6% driven by a low single digit increase in price realization, partially offset by a low single digit percentage decrease in volumes. Foreign currency exchange resulted in a 0.3% 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 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.

Current wording

As a percentage of Net sales, cost of goods sold decreased by 160 basis points to 64.6% in the first nine months of 2025, resulting in gross profit margin expanding to 35.4%. Approximately five 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 three 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 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.

Current wording

S&A expense in the first nine months of 2025 was $641.7 million and increased by $21.7 million or 3.5% 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 period compared to the prior year period. S&A expense as a percentage of Net sales was 14.8% in the first nine months of 2025, compared to 14.4% in the first nine months of 2024.

Previous 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.

Current wording

Total other expense decreased by $12.7 million in the first nine months of 2025 to $59.7 million, primarily due to lower net interest expense of $17.7 million, due to lower outstanding debt balances, along with a $4.9 million net decrease on the loss recognized on a 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 and higher non-service pension costs in the first nine months of 2025 compared to the same period in 2024.

Previous 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.

Current wording

The effective tax rate in the first nine months 2025 decreased to 20.4% as compared to 23.1% in the first nine months of 2024, primarily due to an income tax benefit of third quarter of 2025 international restructuring compared to the income tax costs of the sale of our residential lighting business in the first quarter of 2024, and a smaller benefit of third quarter of 2024 international restructuring.

Previous wording

Net income attributable to Hubbell Incorporated was $407.4 million in the first six months of 2025 and increased 14.9% 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 six months of 2025 increased by 15.7% as compared to the first six months of 2024. Adjusted net income attributable to Hubbell Incorporated, which excludes amortization of acquisition-related intangible assets and transaction, integration and separation costs and the loss on disposition of a business, was $446.7 million in the first six months of 2025 and increased by 5.1% as compared to the first six months of 2024.

Current wording

Net income attributable to Hubbell Incorporated was $662.9 million in the first nine months of 2025 and increased 14.1% 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 nine months of 2025 increased by 15.1% as compared to the first nine months of 2024. Adjusted net income attributable to Hubbell Incorporated, which excludes amortization of acquisition-related intangible assets and transaction, integration and separation costs and the loss on disposition of a business, was $722.1 million in the first nine months of 2025 and increased by 7.2% as compared to the first nine months of 2024.

Previous 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.

Current wording

Net sales in the Utility Solutions segment in the first nine months of 2025 were $2,736.4 million, and decreased by $17.2 million, or 0.6%, as compared to the first nine months of 2024. That decrease was driven by a 0.6% decrease in organic net sales, and a 0.2% decrease due to foreign currency exchange, partially offset by a 0.2% increase due to acquisitions. 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 due to weak AMI and meter project activity, partially offset by strength in substation and transmission markets.

Previous 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.

Current wording

Operating income in the Utility Solutions segment for the first nine months of 2025 was $588.3 million, an increase of 4.3% compared to the first nine months of 2024. Operating margin increased by 100 basis points to 21.5% in the first nine 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 10 basis points to 23.8%. That increase includes approximately four percentage points of margin expansion from favorable price realization, improved operational productivity, higher restructuring and related savings and beneficial business mix. Those factors were partially offset by slightly less than four 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 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.

Current wording

Net sales in the Electrical Solutions segment in the first nine months of 2025 were$1,615.5 million and increased by$74.9 million, or 4.9%, as compared to the first nine months of 2024. That increase includes 5.5% growth in organic net sales, which was partially offset by a 0.4% decline in net sales resulting from divestitures net of acquisitions and a 0.2% 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 nine months of 2025 was driven primarily by strength in the datacenter market, while broader industrial markets were steady and residential markets were softer.

Previous wording

Operating income in the Electrical Solutions segment for the first six months of 2025 was $197.7 million and increased by 12.5% compared to the first six months of 2024, while operating margin in the first six months of 2025 expanded by 170 basis points to 18.7%. Excluding amortization of acquisition-related intangibles and transaction, integration and separation costs, the adjusted operating margin expanded by 140 basis points to 19.7%. The increase in operating margin was primarily due to approximately four percentage points of margin expansion from favorable price realization, operational productivityand higher volumes. Those factors were partially offset by approximately three percentage points of margin contraction driven by higher material and other cost inflation, including tariff expense.

Current wording

Operating income in the Electrical Solutions segment for the first nine months of 2025 was $309.0 million an increase of 14.7% compared to the first nine months of 2024, while operating margin in the first nine months of 2025 expanded by 160 basis points to 19.1%. Excluding amortization of acquisition-related intangibles and transaction, integration and separation costs, the adjusted operating margin expanded by 140 basis points to 20.1%. The increase in operating margin was primarily due to approximately five percentage points of margin expansion from favorable price realization, operational productivity, higher unit volumes and increased savings from restructuring and related projects. Those factors were partially offset by approximately four percentage points of margin contraction driven by higher material and other cost inflation, including tariff expense.

Previous 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.

Current wording

Cash provided by operating activities for the nine months ended September 30, 2025 was$582.3 million compared to cash provided by operating activities of $558.8 million for the same period in 2024. The increase in cash provided by operations is due to higher net income and a lower use of cash for incentive payments in the first nine months of 2025 compared to the same period of the prior year. Those factors were partially offset by an increase in working capital, primarily within accounts receivable driven by higher sales volume, lower depreciation and amortization expense, and a $20.0 million contribution to our pension plan in 2025.

Previous 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.

Current wording

Cash used by investing activities was $215.4 million in the nine months ended September 30, 2025 compared to cash provided of $20.0 million during the comparable period in 2024. This change was driven by $129.1 million of cash used in 2025 to acquire Ventev and Nicor, and $122.9 million of cash proceeds in the first quarter of 2024 from the disposition of our residential lighting business.

Previous 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.

Current wording

Cash used by financing activities was $42.6 million in the nine months ended September 30, 2025 as compared to cash used of $476.4 million in the comparable period of 2024. The decrease in cash used by financing activities primarily reflects an increase in borrowings in 2025, including an approximately $225 million increase in a commercial paper borrowing in September 2025 to fund a portion of the DMC Power purchase price in the fourth quarter, as well as higher payments against term loan borrowings in 2024 and a $195.0 million increase in share repurchases in the first nine months of 2025 compared to the prior year period.

Previous 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.

Current wording

The favorable impact of foreign currency exchange rates on cash was $13.0 million for the nine months ended September 30, 2025 and the change compared to prior year is primarily related to the U.S. Dollar weakening against the Brazilian Real, British Pound, and Mexican Peso.

Previous wording

We also continue to invest in restructuring and related programs to maintain a competitive cost structure, to drive operational efficiencies and to mitigate the impact of rising material costs and administrative cost inflation. We expect our investments in restructuring and related activities to continue through 2025 as we continue to invest in previously initiated actions and initiate further footprint consolidation, and other cost reduction initiatives.

Current wording

We invested $96.4 million in capital expenditures on automation and productivity initiatives in the first nine months of 2025, and we also continue to invest in restructuring and related programs to maintain a competitive cost structure, to drive operational efficiencies and to mitigate the impact of rising material costs and administrative cost inflation. We expect our investments in restructuring and related activities to continue through the remainder of 2025 as we continue to invest in previously initiated actions and initiate further footprint consolidation, and other cost reduction initiatives.

Previous 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):

Current wording

The table below presents the restructuring and related costs incurred in the first nine months of 2025, additional expected costs, and the expected completion date of restructuring actions that have been initiated as of September 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 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.

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 expired on October 21, 2025. At September 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 had a total outstanding share repurchase authorization of approximately $535.0 million at September 30, 2025. 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 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.

Current wording

At September 30, 2025 and December 31, 2024, the Company had $1,044.8 million and $1,442.7 million, respectively, of long-term debt outstanding, net of the unamortized balance of capitalized debt issuance costs. At September 30, 2025, the Company also had $399.7 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

At both June 30, 2025 and December 31, 2024, the Company had outstanding unsecured, senior notes (the “Notes”) in principal amounts of $400 million due in 2026, $300 million due in 2027, $450 million due in 2028 and $300 million due in 2031.

Current wording

At both September 30, 2025 and December 31, 2024, the Company had outstanding unsecured, senior notes (the “Notes”) in principal amounts of $400 million due in 2026 (the "2026 Notes"), $300 million due in 2027, $450 million due in 2028 and $300 million due in 2031.

Previous 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.

Current wording

The carrying value of the Notes, net of unamortized discount and the unamortized balance of capitalized debt issuance costs, including $399.7 million relating to the 2026 Notes classified as current, was $1,445.5 million and $1,442.7 million at September 30, 2025 and December 31, 2024, respectively.

Previous 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:

Current wording

The Company had $951.5 million and $125.4 million of short-term debt and current portion of long-term debt outstanding at September 30, 2025 and December 31, 2024, respectively, composed of the following:

Previous wording

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

Current wording

•$399.7 million relating to the 2026 Notes due in March 2026 were classified as current at September 30, 2025.

Previous 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.

Current wording

•$550.0 million of commercial paper borrowings outstanding at September 30, 2025, and $123.0 million of commercial paper borrowings outstanding at December 31, 2024. The increase in commercial paper during the first nine months of 2025 was used for the repurchase of $225.0 million of treasury stock and to partially fund the acquisition of Ventev, Nicor and DMC Power.

Previous 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.

Current wording

•$1.8 million and $2.4 million of other short term debt outstanding at September 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 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.

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 nine months of 2025, we returned capital to our shareholders by paying $211.1 million of dividends on our common stock and using $225.0 million of cash for share repurchases.