QUAKER CHEMICAL CORP

Note 8 –Share-Based Compensation

The Company recognized $3.5 million and $10.4 million, respectively, of share-based compensation expense in its Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2025, compared to $4.3 million and $12.4 million, respectively, for the three and nine months ended September 30, 2024.

Restricted Stock Awards

As of September 30, 2025, unrecognized compensation expense related to non-vested restricted shares was $0.2 million, to be recognized over a weighted average remaining period of 0.4 years.

Restricted Stock Units

During the nine months ended September 30, 2025, the Company granted 80,100 restricted stock units under its LTIP, which are subject to time-based vesting, generally overone tothree years. The fair value of these grants is based on the closing price of the Company’s common stock on the date of grant. As of September 30, 2025, unrecognized compensation expense related to non-vested restricted stock units was $9.1 million, to be recognized over a weighted average remaining period of 1.5 years.

Performance Stock Units

As a component of its LTIP, the Company grants performance-based stock unit awards (“PSUs”). The number of shares that may ultimately be issued as settlement for each award may range from 0% up to 200% of the target award, subject to the achievement of the Company’s market-based total shareholder return (“TSR”) metric relative to the performance of a selected peer group, and separately the achievement of a performance-based return on invested capital (“ROIC”) measure. The service vesting period required for the PSUs is generally three years and the measurement period of the market-based and performance objectives is generally from January 1 of the year of grant through December 31 of the year prior to issuance of the shares.

As mentioned above, a portion of the Company’s PSUs are subject to the achievement of the Company’s TSR relative to the performance of a selected peer group. For PSUs subject to relative TSR performance granted in 2025 and 2024, the Company’s peer group was the S&P Composite 1500 Chemicals index.

Compensation expense for PSUs is measured based on the grant date fair value and is recognized on a straight-line vesting method basis over the applicable vesting period. During the nine months ended September 30, 2025, the Company granted 26,658 PSUs with a ROIC condition. The fair value of these grants is based on the closing trading price of the Company’s common stock on the date of grant. During the nine months ended September 30, 2025, the Company granted 26,608 PSUs with a relative TSR condition. These PSUs are valued using a Monte Carlo simulation on the grant date and had a grant-date fair value of $150.90 per unit, which was developed based on the assumptions set forth in the table below:

As of September 30, 2025, there was approximately $7.6 million of total unrecognized compensation cost related to PSUs, which the Company expects to recognize over a weighted-average period of 2.1 years.