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ECOLAB INC.

For the period ended Jun 30, 2026. Filed Aug 6, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2026 · Filed Aug 6, 2026

ECL$300.68-1.7%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-03-31; filed 2026-05-07.

0001104659-26-056737

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-06.

0001628280-26-053886

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 125 previous paragraphs and 152 current paragraphs.

69 unchanged; 45 reworded; 37 added; 11 removed; 0 previous and 1 current paragraphs rearranged.

Tables are not compared: 45 previous and 21 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (37)

Current report

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report

•Reported net sales increased 10% to $4,415.4 million and organic sales increased 5%.

Current report

•Organic sales for our Global Water segment increased 4% to $2,098.5 million driven by accelerating growth in High-Tech, Food & Beverage and Light Water.

Current report

•Organic sales for our Global Institutional & Specialty segment increased 4% to $1,617.4 million driven by improved growth in Institutional and strong growth in Specialty.

Current report

•Organic sales for our Global Life Sciences segment accelerated 15% to $221.0 million.

Current report

•Reported operating income increased 7% to $757.9 million. Adjusted operating income increased 10%.

Current report

•Net income attributable to Ecolab increased 2% to $534.9 million. Excluding the impact of special (gains) and charges and discrete tax items from both 2026 and 2025 reported results, our adjusted net income attributable to Ecolab increased 9%.

Current report

•Reported diluted EPS increased 3% to $1.90. Excluding the impact of special (gains) and charges and discrete tax items from both 2026 and 2025 reported results, adjusted diluted EPS increased 11% to $2.09 in the second quarter of 2026.

Current report

•Our reported tax rate was 22.3% during the second quarter of 2026, compared to 19.9% during the second quarter of 2025. Excluding the tax rate impact of special (gains) and charges and discrete tax items from both 2026 and 2025 results, our adjusted tax rate was 21.0% during the second quarter of 2026, compared to 20.8% during the second quarter of 2025.

Current report

Excluding the impacts of special (gains) and charges, foreign currency translation and acquisitions and divestitures within COS, second quarter 2026 and 2025 organic gross margin was 44.9% and 44.8%, respectively, and for the first six months of 2026 and 2025 was 44.5% and 44.6%, respectively. Our organic gross margin increased when comparing the second quarter of 2026 against the second quarter of 2025 as accelerating pricing offset higher commodity costs.

Current report

Reported net interest expense was $73.1 million and $63.2 million in the second quarter of 2026 and 2025, respectively, and $145.8 million and $121.5 million in the first six months of 2026 and 2025, respectively. In the second quarter of 2026, we incurred $6.6 million of interest expense special charges associated with debt used to fund the CoolIT Systems acquisition. The increase in adjusted net interest expense when comparing 2026 against 2025 reflects the impact from higher interest expense from the Ovivo Electronics acquisition partially offset by lower interest rates.

Current report

Organic operating income margins increased 0.5 percentage points during the second quarter of 2026 as the 3.0 percentage point positive impact from accelerating pricing was partially offset by the 2.2 percentage point impact of higher supply chain costs, including commodity cost inflation, and investments in the business. Organic operating income margins increased 1.2 percentage points during the first six months of 2026 as the 2.9 percentage point positive impact of pricing was partially offset by the 1.6 percentage point impact of higher commodity costs and investments in the business.

Current report

Organic operating income margins increased 0.9 percentage points during the second quarter of 2026, as the 5.4 percentage point positive impact from pricing, higher volume and improved productivity was partially offset by the 4.7 percentage point impact of investments in the business, including pest intelligence. Organic operating income margins increased 0.7 percentage points during the first six months of 2026, as the 5.3 percentage point positive impact from pricing, higher volume and improved productivity was partially offset by the 4.8 percentage point impact of investments in the business, including pest intelligence.

Current report

Organic operating income margins increased 5.5 percentage points during the second quarter of 2026, as the 9.0 percentage point positive impact from higher volume, pricing and a spike in bioprocessing was partially offset by the 2.9 percentage point negative impact from investments in the business and higher commodity costs. Organic operating income margins increased 3.7 percentage points during the first six months of 2026, as the 6.0 percentage point positive impact from higher volume, pricing and a spike in bioprocessing was partially offset by the 2.5 percentage point negative impact from investments in the business and higher commodity costs.

Current report

During the first six months of 2026, we issued $5.1 billion of long-term debt. We issued $500 million of long-term debt and there were no long-term debt repayments in the first six months of 2025.

Current report

During the first six months of 2026, we issued $5.0 billion aggregate principal amount of senior notes consisting of notes due in 2029, 2031, 2033 and 2036. The proceeds were used to fund the CoolIT Systems acquisition and for general corporate purposes. We had $500 million of long-term debt issuance activity in the first six months of 2025. There were no repayments of long-term debt in the first six months of 2026 or 2025.

Current report

On July 2, 2026, the Company completed its previously announced acquisition of CoolIT Systems. Refer to Note 3, "Acquisitions," of the Notes to the Consolidated Financial Statements.
Removed paragraphs (11)

Previous report

Excluding the impact of special (gains) and charges within COS, first quarter 2026 and 2025 adjusted gross margin was 43.8% and 44.4%, respectively. Our adjusted gross margin decreased when comparing the first quarter of 2026 against the first quarter of 2025 due to the impact of recent acquisitions. Underlying gross margin was stable as strong value pricing was offset by higher commodity costs.

Previous report

Reported net interest expense was $72.7 million and $58.3 million in the first quarter of 2026 and 2025, respectively. The increase in net interest expense reflects the impact of lower cash balances and new debt used to fund the Ovivo Electronics acquisition.

Previous report

Organic operating income margins increased 1.8 percentage points during the first quarter of 2026 as the 2.7 percentage point positive impact from value pricing was partially offset by the 0.9 percentage point impact of higher commodity costs.

Previous report

Organic operating income margins increased 0.4 percentage points during the first quarter of 2026, as the 5.4 percentage point positive impact from value pricing, higher volumes and improved productivity were partially offset by the 4.9 percentage point impactof investments in the business, including pest intelligence.

Previous report

Organic operating income margins increased 1.6 percentage points during the first quarter of 2026, as the 4.3 percentage point positive impact from value pricing, higher volumes and lower supply chain costs were partially offset by the 2.9 percentage point impact of unfavorable mix and investments in the business.

Previous report

Cash used for dispositions, net of cash divested in the first quarter of 2025 related to the divestiture of our global surgical solutions business was $15 million.

Previous report

During the first quarter of 2026, there was no long-term debt issuance activity other than borrowings under our Chinese construction loan facility. There was no long-term debt issuance activity in the first quarter of 2025.

Previous report

During the first quarter of 2026, there was no long-term debt issuance activity other than borrowings under our Chinese construction loan facility. There was no long-term debt issuance activity in the first quarter of 2025.

Previous report

On April 10, 2026, we entered into a term credit agreement providing for a $4.75 billion unsecured committed delayed draw term loan credit facility, the proceeds from which may only be used to finance the pending acquisition of CoolIT Systems and to pay fees, costs and expenses related to the acquisition and the credit facility. No amounts had been drawn under the facility as of the date of this filing.

Previous report

In April 2026, we entered into forward-starting interest rate lock contracts to hedge the interest rate risk related to anticipated debt issuances for a total notional amount of $450 million.
Reworded paragraphs (45)

Previous wording

When comparing first quarter 2026 against first quarter 2025, sales performance was as follows:

Current wording

When comparing second quarter 2026 against second quarter 2025, sales performance was as follows:

Previous wording

When comparing first quarter 2026 against first quarter 2025, our financial performance was as follows:

Current wording

When comparing second quarter 2026 against second quarter 2025, our financial performance was as follows:

Previous wording

Our reported gross margin was 43.6% and 44.2% for the first quarter of 2026 and 2025, respectively. Special (gains) and charges included in items impacting cost of sales are shown within the “Special (Gains) and Charges” table below.

Current wording

Our reported gross margin was 44.1% and 44.8% for the second quarter of 2026 and 2025, respectively. Our reported gross margin was 43.8% and 44.5% for the first six months of 2026 and 2025, respectively. Special (gains) and charges included in items impacting cost of sales are shown within the “Special (Gains) and Charges” table below.

Previous wording

Selling, general and administrative (“SG&A”) expenses as a percentage of sales were 27.1% for the first quarter of 2026, compared to 28.4% for the first quarter of 2025, respectively. The SG&A ratio to sales in the first quarter of 2026 improved as productivity gains and the favorable impact of recent acquisitions more than offset growth-oriented investments in the business.

Current wording

Selling, general and administrative (“SG&A”) expenses as a percentage of sales were 25.9% and 26.5% for the second quarter and first six months of 2026, respectively, compared to 26.5% and 27.4% for the second quarter and first six months of 2025, respectively. The SG&A ratio to sales in the second quarter of 2026 decreased as good productivity gains and the favorable impact of recent acquisitions more than offset growth-oriented investments in the business.

Previous wording

Special (Gains) and Charges were $57.7 million ($45.5 million after tax) or $0.16 per diluted share, primarily relating to our One Ecolab initiative, acquisition and integration activities, and other restructuring activities in the period ended March 31, 2026. Special (Gains) and Charges were $34.3 million ($25.1 million after tax) or $0.09 per diluted share, primarily relating to our One Ecolab initiative and a gain on sale of an equity method investment in the period ended March 31, 2025.

Current wording

Special (Gains) and Charges were $57.7 million ($50.5 million after tax) or $0.18 per diluted share and $115.4 million ($96.0 million after tax) or $0.34 per diluted share in the second quarter and first six months of 2026, respectively, primarily relating to our One Ecolab initiative and acquisition and integration activities. Special (Gains) and Charges were $27.1 million ($20.6 million after tax) or $0.07 per diluted share and $61.4 million ($45.7 million after tax) or $0.16 per diluted share in the second quarter and first six months of 2025, respectively, primarily relating to our One Ecolab initiative and gains relating to the sale of a facility and an equity method investment.

Previous wording

As it relates to the One Ecolab initiative, we anticipate total restructuring costs of $328 million ($256 million after tax)or $0.90 per diluted share and special charges of $97 million ($76 million after tax)or $0.26 per diluted shareby the end of 2027, which is expected to generate estimated annualized cost savings of $325 million in continuing operations by 2027. One Ecolab has delivered $134 million of cumulative cost savings.

Current wording

As it relates to the One Ecolab initiative, we anticipate total restructuring costs of $328 million ($256 million after tax) or $0.90 per diluted share and special charges of $97 million ($76 million after tax) or $0.26 per diluted share by the end of 2027, which is expected to generate estimated annualized cost savings of $325 million in continuing operations by 2027. One Ecolab has delivered $180 million of cumulative cost savings.

Previous wording

Our reported operating income increased 12% in the first quarter of 2026 versus the comparable period of 2025. Our reported operating income for 2026 and 2025 was impacted by special (gains) and charges; excluding the impact of special (gains) and charges from 2026 and 2025 reported results, our adjusted operating income increased 15% in the first quarter of 2026.

Current wording

Our reported operating income increased 7% and 9% in the second quarter and first six months of 2026, respectively, versus the comparable periods of 2025. Our reported operating income for 2026 and 2025 was impacted by special (gains) and charges; excluding the impact of special (gains) and charges from 2026 and 2025 reported results, our adjusted operating income increased 10% and 12% in the second quarter and first six months of 2026, respectively.

Previous wording

As shown in the previous table, foreign currency had a 5 percentage point positive impact on adjusted operating income growth for the first quarter of 2026.

Current wording

As shown in the previous table, foreign currency had a 2 and 3 percentage point positive impact on adjusted operating income growth for the second quarter and first six months of 2026, respectively. Foreign currency had a neutral and 2 percentage point negative impact on adjusted operating income growth for the second quarter and first six months of 2025, respectively.

Previous wording

Reported other (income) expense decreased to ($8.8) million from ($13.0) million in the first quarter of 2026 compared to the first quarter of 2025.

Current wording

Reported other (income) expense decreased to ($8.8) million from ($13.0) million in the second quarter of 2026 compared to the second quarter of 2025, respectively, and decreased to ($17.6) million from ($26.0) million in the first six months of 2026 compared to the first six months of 2025, respectively.

Previous wording

Our reported tax rate was 21.8% and 20.3% for the first quarter of 2026 and 2025, respectively. The change in our tax rate for the first quarter versus the comparable periods of 2025 was driven primarily by discrete tax items and special (gains) and charges. The change in our tax rate includes the tax impact of special (gains) and charges and discrete tax items, which have impacted the comparability of our historical reported tax rates, as amounts included in our special (gains) and charges are derived from tax jurisdictions with rates that vary from our tax rate, and discrete tax items are not necessarily consistent across periods. The tax impact of special (gains) and charges and discrete tax items will likely continue to impact comparability of our reported tax rate in the future.

Current wording

Our reported tax rate was 22.3% and 19.9% for the second quarter of 2026 and 2025, respectively, and 22.1% and 20.1% for the first six months of 2026 and 2025, respectively. The change in our tax rate for the second quarter and first six months versus the comparable periods of 2025 was driven primarily by discrete tax items and special (gains) and charges. The change in our tax rate includes the tax impact of special (gains) and charges and discrete tax items, which have impacted the comparability of our historical reported tax rates, as amounts included in our special (gains) and charges are derived from tax jurisdictions with rates that vary from our tax rate, and discrete tax items are not necessarily consistent across periods. The tax impact of special (gains) and charges and discrete tax items will likely continue to impact comparability of our reported tax rate in the future.

Previous wording

We recognized net tax expense related to discrete tax items of $4.4 million in the first quarter of 2026. This included a tax benefit of $12.0 million associated with share-based compensation excess tax benefits. The remaining net tax expense of $16.4 million was primarily due to prior year return adjustments, unrecognized tax benefits, and other changes in estimates.

Current wording

We recognized net tax expense related to discrete tax items of $4.2 million and $8.6 million in the second quarter and first six months of 2026, respectively. This included a tax benefit of $2.3 million and $14.3 million in the second quarter and first six months of 2026, respectively, associated with share-based compensation excess tax benefits. The remaining net tax expense of $6.5 million and $22.9 million in the second quarter and first six months of 2026, respectively, is from prior year return adjustments, audit settlements, unrecognized tax benefits, and other changes in estimates.

Previous wording

We recognized net tax benefits related to discrete tax items of $0.5 million in the first quarter of 2025. This included $7.3 million associated with share-based compensation excess tax benefits. The remaining net expense of $6.8 million is from other income tax adjustments including audit settlements, unrecognized tax benefits, and other changes in estimates.

Current wording

We recognized net tax benefits related to discrete tax items of $5.0 million and $5.5 million in the second quarter and first six months of 2025, respectively. This included a tax benefit of $2.6 million and $9.9 million in the second quarter and first six months of 2025, respectively, associated with share-based compensation excess tax benefits. The remaining net tax benefit of $2.4 million and net tax expense of $4.4 million in the second quarter and first six months of 2025, respectively, is from the filing of foreign tax returns, audit settlements, unrecognized tax benefits, and other changes in estimates.

Previous wording

Currency translation had a favorable impact of approximately $0.08 per share on diluted EPS for the first quarter of 2026 when compared to the comparable period of 2025.

Current wording

Currency translation had a favorable impact of approximately $0.04 and $0.12 per share on diluted EPS for the second quarter and first six months of 2026, respectively, when compared to the comparable periods of 2025.

Previous wording

Fixed currency net sales and operating income for the first quarter of 2026 for our reportable segments are shown in the following tables:

Current wording

Fixed currency net sales and operating income for the second quarter and six months ended June 30, 2026 for our reportable segments are shown in the following tables:

Previous wording

Unless otherwise noted, the following segment performance commentary compares the first quarter of 2026 against the first quarter of 2025.

Current wording

Unless otherwise noted, the following segment performance commentary compares the second quarter and first six months of 2026 against the second quarter and first six months of 2025.

Previous wording

Fixed currency sales increased 7% in the first quarter of 2026, driven by a 5% benefit from the Ovivo Electronics acquisition. Organic sales for Global Water increased 2% in the first quarter of 2026, driven by double-digit growth in High-Tech, strong growth in Food & Beverage and steady growth in Light Water.

Current wording

Fixed currency sales increased 10% and 9% for the second quarter and first six months of 2026, respectively, including a benefit from the acquisition of Ovivo Electronics. Organic sales for Global Water increased 4% and 3% in the second quarter and first six months of 2026, respectively, driven by accelerating growth in High-Tech, Food & Beverage and Light Water.

Previous wording

Food & Beverage organic sales increased 5% in the first quarter of 2026 driven by new business and value pricing. Heavy Water organic sales decreased 2% in the first quarter of 2026, as growth in downstream was offset by softer sales in basic industries. High-Tech organic sales increased 25% in the first quarter of 2026, reflecting new business wins across microelectronics and data centers. Light Water organic sales increased 2% in the first quarter of 2026, driven by accelerating performance in transportation and green energy, and continued strong performance in pharmaceuticals. Paper organic sales decreased 2% in the first quarter of 2026, as continued new business wins were offset by stabilizing customer production rates.

Current wording

Food & Beverage organic sales increased 7% and 6% in the second quarter and first six months of 2026, respectively, driven by new business wins and pricing. Heavy Water organic sales decreased 1% and 2% in the second quarter and first six months of 2026, respectively, as growth in downstream was offset by softer sales in basic industries. High-Tech organic sales increased 29% and 27% in the second quarter and first six months of 2026, respectively, reflecting new business wins across microelectronics and data centers. Light Water organic sales increased 3% in both the second quarter and first six months of 2026 driven by new business wins. Paper organic sales were flat and decreased 1% in the second quarter and first six months of 2026, respectively, driven by new business wins that overcame soft but stabilizing customer production rates.

Previous wording

Organic operating income was stable for Global Water in the first quarter of 2026. Organic operating income margin decreased in the first quarter of 2026.

Current wording

Organic operating income increased and remained flat for Global Water in the second quarter and first six months of 2026, respectively. Organic operating income margins decreased for Global Water in the second quarter and first six months of 2026.

Previous wording

Organic operating income margins decreased 0.4 percentage points during the first quarter of 2026 as the 1.7 percentage point positive impact of value pricing and higher volumes were more than offset by the 2.3 percentage point impact of higher commodity costs andinvestments in the business.

Current wording

Organic operating income margins decreased 0.5 percentage points during the second quarter of 2026 as the 2.4 percentage point positive impact of accelerating pricing was offset by the 3.2 percentage point impact of investments in the business and higher commodity costs. Organic operating income margins decreased 0.4 percentage points during the first six months of 2026 as the 2.3 percentage point positive impact of pricing and volume growth was more than offset by the 2.8 percentage point impact of investments in the business and higher commodity costs.

Previous wording

Fixed currency and organic sales increased 4% in the first quarter of 2026, with improved growth in both operating segments.

Current wording

Fixed currency and organic sales increased 4% in both the second quarter and first six months of 2026, respectively, with improved growth in Institutional and strong growth in Specialty.

Previous wording

At an operating segment level, Institutional organic sales increased 2% in the first quarter of 2026, as growth in hospitality more than offset softer sales to hospitals. Specialty organic sales increased 9% in the first quarter of 2026, driven by new business wins and continued value pricing.

Current wording

At an operating segment level, Institutional organic sales increased 3% and 2% in the second quarter and first six months of 2026, respectively, driven by continued growth in sales to hospitality customers, which more than offset softer sales to hospitals. Specialty organic sales increased 6% and 7% in the second quarter and first six months of 2026, respectively, as new business wins and continued pricing more than offset softer industry trends.

Previous wording

Organic operating income and organic operating income margin increased in the first quarter of 2026 for our Global Institutional & Specialty segment.

Current wording

Organic operating income and organic operating income margin increased in the second quarter and first six months of 2026 for our Global Institutional & Specialty segment.

Previous wording

Fixed currency sales increased 8% in the first quarter of 2026 reflecting a benefit from attractive, targeted acquisitions in North America. Organic sales for Global Pest Elimination increased 7% in the first quarter of 2026 driven by gains in restaurants, food retail, food & beverage and healthcare.

Current wording

Fixed currency sales increased 9% in both the second quarter and first six months of 2026, respectively, reflecting a 2% benefit in the second quarter and a 1% benefit in the first six months from attractive, targeted acquisitions in North America. Organic sales for Global Pest Elimination increased 7% in both the second quarter and first six months of 2026, driven by gains in restaurants, food retail, food & beverage, and healthcare.

Previous wording

Organic operating income and organic operating income margin increased in the first quarter of 2026 for our Global Pest Elimination segment.

Current wording

Organic operating income and organic operating income margin increased in the second quarter and first six months of 2026 for our Global Pest Elimination segment.

Previous wording

Fixed currency and organic sales for Global Life Sciences increased 11% in the first quarter of 2026, driven by new business wins. Continued growth in bioprocessing and pharmaceutical & personal care overcame temporary capacity constraints within Life Sciences’ industrial water purification business.

Current wording

Fixed currency and organic sales for Global Life Sciences increased 15% and 13% in the second quarter and first six months of 2026, respectively, driven by continued growth in bioprocessing and pharmaceuticals & personal care, and improved growth in purification.

Previous wording

Organic operating income and organic operating income margins increased in the first quarter of 2026 for our Global Life Sciences segment.

Current wording

Organic operating income and organic operating income margins increased in the second quarter and first six months of 2026 for our Global Life Sciences segment.

Previous wording

Consistent with our internal management reporting, Corporate amounts in the tables on pages 32 and 33 include intangible asset amortization specifically from the Nalco, Purolite and Ovivo Electronics transactions and special (gains) and charges that are not allocated to our reportable segments. Items included within special (gains) and charges are shown in the table on page 30.

Current wording

Consistent with our internal management reporting, Corporate amounts in the tables beginning on page 37 include intangible asset amortization specifically from the Nalco, Purolite and Ovivo Electronics transactions and special (gains) and charges that are not allocated to our reportable segments. Items included within special (gains) and charges are shown in the table on page 34.

Previous wording

Total assets were $25.0 billion as of March 31, 2026 and $24.7 billion as of December 31, 2025.

Current wording

Total assets were $29.9 billion as of June 30, 2026 and $24.7 billion as of December 31, 2025.

Previous wording

Total liabilities were $15.0 billion as of March 31, 2026, compared to total liabilities of $14.9 billion as of December 31, 2025. Total debt was $8.5 billion as of March 31, 2026 and $8.2 billion as of December 31, 2025. See further discussion of our debt activity within the “Liquidity and Capital Resources” section of this MD&A.

Current wording

Total liabilities were $19.8 billion as of June 30, 2026, compared to total liabilities of $14.9 billion as of December 31, 2025. Total debt was $13.2 billion as of June 30, 2026 and $8.2 billion as of December 31, 2025. See further discussion of our debt activity within the “Liquidity and Capital Resources” section of this MD&A.

Previous wording

We continue to generate cash flow from operations, allowing us to fund our ongoing operations, acquisitions, investments in the business and pension obligations along with returning cash to our shareholders through dividend payments and share repurchases. Cash provided by operating activities increased by $77 million in the first quarter of 2026 compared to the first quarter of 2025, primarily driven by a favorable change in working capital and higher net income, partially offset by $60 million of one-time, equity incentive payments to the Ovivo Electronics employees relating to the acquisition.

Current wording

We continue to generate cash flow from operations, allowing us to fund our ongoing operations, acquisitions, investments in the business and pension obligations along with returning cash to our shareholders through dividend payments and share repurchases. Cash provided by operating activities increased by $104 million in the first six months of 2026 compared to the first six months of 2025, primarily driven by a favorable change in working capital and higher net income excluding noncash depreciation and amortization, partially offset by $60 million of one-time, equity incentive payments to the Ovivo Electronics employees relating to the acquisition.

Previous wording

Cash (used for) provided by investing activities is primarily impacted by capital investments in the business. We continue to make capital investments in the business, including dispensing and monitoring equipment, manufacturing equipment and facilities. Total capital expenditures were $349 million and $238 million in the first quarter of 2026 and 2025, respectively.

Current wording

Cash (used for) provided by investing activities is primarily impacted by capital investments in the business. We continue to make capital investments in the business, including dispensing and monitoring equipment, manufacturing equipment and facilities. Total capital expenditures were $589 million and $455 million in the first six months of 2026 and 2025, respectively.

Previous wording

We had net issuances of commercial paper and notes payable of $202 million and $5 million in the first quarter of 2026 and 2025, respectively.

Current wording

We had net repayments of commercial paper and notes payable of $98 million and $1 million in the first six months of 2026 and 2025, respectively.

Previous wording

Shares are repurchased for the purpose of partially offsetting the dilutive effect of our equity compensation plans, to manage our capital structure and to efficiently return capital to shareholders. We reacquired a total of $344 million and $154 million of shares in the first quarter of 2026 and 2025, respectively. Cash proceeds and tax benefits from stock option exercises provide a portion of the funding for repurchase activity.

Current wording

Shares are repurchased for the purpose of partially offsetting the dilutive effect of our equity compensation plans, to manage our capital structure and to efficiently return capital to shareholders. We reacquired a total of $669 million and $199 million shares in the first six months of 2026 and 2025, respectively. Cash proceeds and tax benefits from stock option exercises provide a portion of the funding for repurchase activity.

Previous wording

We paid dividends of $216 million and $192 million in the first quarter of 2026 and 2025, respectively.

Current wording

We paid dividends of $424 million and $380 million in the first six months of 2026 and 2025, respectively.

Previous wording

As of March 31, 2026, we had $520 million of cash and cash equivalents on hand, of which $385 million was held outside of the U.S. We will continue to evaluate our cash position in light of future developments.

Current wording

As of June 30, 2026, we had $5.1 billion of cash and cash equivalents on hand, of which $554 million was held outside of the U.S. We increased our cash balances during the period to fund the CoolIT Systems acquisition, which closed on July 2, 2026. We will continue to evaluate our cash position in light of future developments.

Previous wording

As of March 31, 2026, we had a $2.0 billion multi-year revolving credit facility which expires in March 2030. The credit facility has been established with a diverse syndicate of banks and supports our U.S. and Euro commercial paper programs. At the end of the first quarter of 2026, we had $300 million outstanding commercial paper under our U.S. program and none outstanding under our Euro program. As of December 31, 2025, we had $100 million outstanding commercial paper under our U.S. program and none outstanding under our Euro program. There were no borrowings under our credit facility as of March 31, 2026 or December 31, 2025. As of March 31, 2026, both programs were rated A-2 by Standard & Poor’s, P-2 by Moody’s and F-1 by Fitch.

Current wording

As of June 30, 2026, we had a $2.0 billion multi-year revolving credit facility which expires in March 2030. The credit facility has been established with a diverse syndicate of banks and supports our U.S. and Euro commercial paper programs. At the end of the second quarter of 2026, we had no outstanding commercial paper under our U.S. and Euro commercial paper programs. As of December 31, 2025, we had $100 million outstanding commercial paper under our U.S. program and none outstanding under our Euro commercial paper program. There were no borrowings under our credit facility as of June 30, 2026 or December 31, 2025. As of June 30, 2026, both programs were rated A-2 by Standard & Poor’s, P-2 by Moody’s and F-1 by Fitch.

Previous wording

One of our Chinese subsidiaries maintains a construction loan facility that provides up to 1.1 billion in Chinese Yuan (“CNY”) ($160 million) of proceeds to fund capital expenditures. This loan facility has a tenor of 13 years and is secured by certain assets of our Chinese subsidiaries.

Current wording

One of our Chinese subsidiaries maintains a construction loan facility that provides up to 1.1 billion in Chinese Yuan (“CNY”) ($163 million) of proceeds to fund capital expenditures. This loan facility has a tenor of 13 years and is secured by certain assets of our Chinese subsidiaries.

Previous wording

The schedule of contractual obligations included in the Financial Position and Liquidity section of our Form 10-K for the year ended December 31, 2025 disclosed total commercial paper, notes payable and long-term debt due within one year of $870 million. As of March 31, 2026, the total notes payable and long-term debt due within one year was $1,273 million. We had $300 million outstanding commercial paper under our U.S. program as of March 31, 2026.

Current wording

The schedule of contractual obligations included in the Financial Position and Liquidity section of our Form 10-K for the year ended December 31, 2025 disclosed total commercial paper, notes payable and long-term debt due within one year of $870 million. As of June 30, 2026, the total notes payable and long-term debt due within one year was $1,271 million. We had no outstanding commercial paper under our U.S. program as of June 30, 2026.

Previous wording

Our gross liability for unrecognized tax benefits was $61 million and $54 million as of March 31, 2026, and December 31, 2025, respectively. We are not able to reasonably estimate the amount by which the liability will increase or decrease over time; however, at this time, we do not expect significant payments related to these obligations within the next year.

Current wording

Our gross liability for unrecognized tax benefits was $61.6 million and $53.9 million as of June 30, 2026, and December 31, 2025, respectively. We are not able to reasonably estimate the amount by which the liability will increase or decrease over time; however, at this time, we do not expect significant payments related to these obligations within the next year.

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Current report — wording carried from elsewhere

•Organic sales for Global Pest Elimination increased 7% to $345.2 million.