SiteOne Landscape Supply, Inc.

Previous wording

The second quarter of 2025 continued to present economic challenges driven by trade policies and tariffs, elevated interest rates, housing affordability, inflation concerns, geopolitical conflicts, weakened consumer sentiment, and persistent PVC pipe and grass seed price deflation. We are monitoring the impacts of tariffs and the associated trade agreements. In response, we have implemented, and will continue to implement, various actions to mitigate the effects. These actions include controlling costs, pricing measures, and operational and supply chain enhancements. While we saw solid growth in the maintenance end market and our commercial initiatives drove market share gains during the first half of 2025, a challenging macroeconomic environment has continued to diminish consumer confidence and discretionary spending, leading to softer demand in the new residential construction and repair and upgrade end markets. We therefore anticipate continued pressure on Net sales growth and Net income for the foreseeable future. For the three and six months ended June 29, 2025, we achieved Net sales growth of 3% and 4%, respectively, primarily driven by acquisitions. Organic Daily Sales were flat for the three and six months ended June 29, 2025, respectively, as solid growth in the maintenance end market was offset by softer demand in the new residential construction and repair and upgrade end markets. Overall, we estimate pricing had a negligible impact on Organic Daily Sales for the three months ended June 29, 2025 and reduced Organic Daily Sales by approximately 1% for the six months ended June 29, 2025. The negative pricing trend that began in the second half of the 2023 Fiscal Year has moderated and is expected to improve through the remainder of 2025, with the impact of pricing projected to be approximately flat for the 2025 Fiscal Year. Gross margin increased 30 basis points for the three months ended June 29, 2025, primarily due to improved price realization, benefits from our initiatives, and a positive contribution from acquisitions with higher gross margins. Gross margin was flat for the six months ended June 29, 2025. Selling, general and administrative expenses (“SG&A”) increased 2% and 3% for the three and six months ended June 29, 2025, respectively, primarily reflecting the impact of acquisitions. SG&A as a percentage of Net sales decreased 40 basis points to 23.9% for the three months ended June 29, 2025 compared to 24.3% for the three months ended June 30, 2024, and decreased 20 basis points to 28.8% for the six months ended June 29, 2025 compared to 29.0% for the six months ended June 30, 2024. The improvement in SG&A as a percentage of Net sales for the three and six months ended June 29, 2025 is primarily due to our actions to increase efficiency and better align operating costs with the current market demand. Net income attributable to SiteOne increased to $129.0 million and $101.7 million for the three and six months ended June 29, 20…

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Current wording

The three and nine months ended September 28, 2025 continued to present challenges driven by ongoing economic uncertainty, elevated interest rates, weakened consumer confidence, low existing home sales, inflation concerns, and persistent grass seed and PVC pipe price deflation. While we saw solid growth in the maintenance end market and our commercial initiatives drove market share gains during the period, this environment has continued to negatively affect consumer confidence and diminish discretionary spending, resulting in softer demand in the new residential construction and repair and upgrade end markets. Accordingly, we anticipate continued pressure on Net sales growth and Net income for the foreseeable future. Net sales grew 4% for the three and nine months ended September 28, 2025, respectively, primarily driven by our sales initiatives and improved pricing in the third quarter as well as contributions from our acquisitions during the nine months ended September 28, 2025. Organic Daily Sales increased 3% and 1% for the three and nine months ended September 28, 2025, respectively, as solid growth in the maintenance end market, sales initiatives, and improved pricing were partially offset by softer demand in the new residential construction and repair and upgrade end markets. Overall, we estimate pricing increased Organic Daily Sales by approximately 1% for the three months ended September 28, 2025 and had a negligible impact on Organic Daily Sales for the nine months ended September 28, 2025. The negative pricing trend that began in the second half of the 2023 Fiscal Year has moderated and is expected to improve through the remainder of 2025, with the impact of pricing projected to be up approximately 1% to 2% for the fourth quarter of 2025. Gross margin increased 70 basis points in the third quarter and increased 20 basis points for the nine-month period ended September 28, 2025, primarily due to improved price realization, benefits from our commercial initiatives, and a positive contribution from acquisitions with higher gross margins. Selling, general and administrative expenses (“SG&A”) increased 2% and 3% for the three and nine months ended September 28, 2025, respectively, primarily reflecting the impact of acquisitions. SG&A as a percentage of Net sales decreased 50 basis points to 28.4% for the three months ended September 28, 2025 compared to 28.9% for the same quarter of 2024, and decreased 20 basis points to 28.7% for the nine months ended September 28, 2025 compared to 28.9% for the same period of last year. The improvement in SG&A as a percentage of Net sales for the three and nine months ended September 28, 2025 is primarily due to our actions to increase productivity and better align operating costs with the current market demand. Net income attributable to SiteOne increased to $59.1 million and $160.8 million for the three and nine months ended September 28, 2025, respectively, compared to $44.4 million and $145.3 million f…

Excerpt shortened here; the source contains the full paragraph.

Previous wording

Looking forward, the trend of consumers spending more time at home and investing in their outdoor living spaces is expected to continue. Increases in home values, lack of affordable new homes, rising insurance costs, and elevated mortgage interest rates for prolonged periods have resulted in existing homeowners remaining in place for longer periods. In the first half of 2025, constraint on affordability continued with increasingly weaker new and existing home demand as a result of the current macroeconomic environment. However, the long-term outlook for the landscape supply industry remains strong, driven by favorable population trends, housing demand, and continued interest in outdoor living. We remain confident in the landscape supply industry growth opportunities and our ability to continue providing our customers, suppliers, and shareholders with exceptional value. We are the only national full product line wholesale distributor of landscape supplies in the United States. With a robust acquisition pipeline and a flexible business model, we remain committed to our strategic and operational initiatives and will continue to focus on driving growth organically and through acquisitions while gaining market share and delivering margin expansion by leveraging our scale, resources, and capabilities. Our balanced end market mix, broad product portfolio, geographic coverage, and commercial and operational initiatives provide us with multiple opportunities to achieve growth and position us to be resilient in softer markets.

Current wording

Looking forward, the trend of consumers spending more time at home and investing in their outdoor living spaces is expected to continue. Increases in home values, lack of affordable new homes, rising insurance costs, and elevated mortgage interest rates for prolonged periods have resulted in existing homeowners remaining in place for longer periods. In the first nine months of 2025, constraint on affordability continued with increasingly weaker new and existing home demand as a result of the current macroeconomic environment. However, the long-term outlook for the landscape supply industry remains strong, driven by favorable population trends, housing demand, and continued interest in outdoor living. We remain confident in the landscape supply industry growth opportunities and our ability to continue providing our customers, suppliers, and shareholders with exceptional value. We are the only national full product line wholesale distributor of landscape supplies in the United States. With a large acquisition pipeline and a flexible business model, we remain committed to our strategic and operational initiatives and will continue to focus on driving growth organically and through acquisitions while gaining market share and delivering margin expansion by leveraging our scale, resources, and capabilities. Our balanced end market mix, broad product portfolio, geographic coverage, and commercial and operational initiatives provide us with multiple opportunities to achieve growth and position us to be resilient in softer markets.

Previous wording

As we continue to navigate through the current uncertainties presented by volatile market and economic conditions, we believe that we are prepared to meet the challenges ahead due to our well-balanced business, strong financial condition, dedicated and experienced teams, and focused business strategy. We continue to execute our disciplined cost control and gross margin management. Our balance sheet and liquidity position provide us the flexibility to operate effectively and execute our growth strategy, as well as to complete share repurchases through the evolving market conditions. We continue to closely monitor the impact on our business and the related risks and uncertainties of tariffs, interest rates, inflation, and consumer sentiment. These conditions are beyond our control, and we cannot estimate with certainty the full extent of their impact on our business, results of operations, cash flows, and/or financial condition. To mitigate the effects of these conditions, we may take actions that alter our business operations if required or that we determine are in the best interests of our associates, customers, suppliers, and shareholders. The forward-looking statements in this Business Environment and Trends section are subject to significant risks and uncertainties. See Part I, Item 1A. - “Risk Factors”, in our Annual Report on Form 10-K for the 2024 Fiscal Year for a discussion of the various risks that could have a material adverse effect on our reputation, business, financial position, results of operations, and cash flows.

Current wording

As we continue to navigate through the current uncertainties presented by volatile market and economic conditions, we believe that we are prepared to meet the challenges ahead due to our well-balanced business, strong financial condition, experienced teams, and focused business strategy. We continue to execute our disciplined cost control and gross margin management. Our balance sheet and liquidity position provide us the flexibility to operate effectively and execute our growth strategy, as well as complete share repurchases during the evolving market conditions. We continue to closely monitor the impact on our business and the related risks of softer end markets, interest rates, trade policy uncertainty, inflation, geopolitical conflicts, and consumer sentiment. These conditions are beyond our control, and we cannot estimate with certainty the full extent of their impact on our business, results of operations, cash flows, and/or financial condition. To mitigate the effects of these conditions, we may take actions that alter our business operations if required or that we determine are in the best interests of our associates, customers, suppliers, and shareholders. The forward-looking statements in this Business Environment and Trends section are subject to significant risks and uncertainties. See Part I, Item 1A. - “Risk Factors”, in our Annual Report on Form 10-K for the 2024 Fiscal Year for a discussion of the various risks that could have a material adverse effect on our reputation, business, financial position, results of operations, and cash flows.

Previous wording

Our financial statements included in this report have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). Our fiscal year is a 52- or 53-week period ending on the Sunday nearest to December 31 in each year. Our fiscal years ending December 28, 2025 (the “2025 Fiscal Year”) and December 29, 2024 (the “2024 Fiscal Year”) both include 52 weeks. Additionally, our fiscal quarters end on the Sunday nearest to March 31, June 30, and September 30, respectively. The three months ended June 29, 2025 and June 30, 2024 both included 13 weeks. The six months ended June 29, 2025 and June 30, 2024 both included 26 weeks.

Current wording

Our financial statements included in this report have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). Our fiscal year is a 52- or 53-week period ending on the Sunday nearest to December 31 in each year. Our fiscal years ending December 28, 2025 (the “2025 Fiscal Year”) and December 29, 2024 (the “2024 Fiscal Year”) both include 52 weeks. Additionally, our fiscal quarters end on the Sunday nearest to March 31, June 30, and September 30, respectively. The three months ended September 28, 2025 and September 29, 2024 both included 13 weeks. The nine months ended September 28, 2025 and September 29, 2024 both included 39 weeks.

Previous wording

We manage our business as a single reportable segment. Within our organizational framework, the same operational resources support multiple geographic regions, and performance is evaluated at a consolidated level. Each of our regions has similar operations and economic characteristics such as the nature of products and services, the types of customers we sell to, and the distribution methods utilized. In addition, our product categories have similar supply chain processes and classes of customers.

Current wording

We manage our business as a single reportable segment. Within our organizational framework, the same operational resources support multiple geographic regions, and performance is evaluated at a consolidated level. Each of our regions has similar operations and economic characteristics such as the nature of products and services, the types of customers to whom we sell, and the distribution methods utilized. In addition, our product categories have similar supply chain processes and classes of customers.

Previous wording

Non-GAAP Adjusted EBITDA. In addition to the metrics discussed above, we believe that Adjusted EBITDA is useful for evaluating the operating performance and efficiency of our business. EBITDA represents consolidated Net income (loss) plus the sum of income tax expense (benefit), interest expense, net of interest income, and depreciation and amortization. Adjusted EBITDA represents EBITDA as further adjusted for items such as stock-based compensation expense, (gain) loss on sale of assets and termination of finance leases not in the ordinary course of business, financing fees, as well as other fees and expenses related to acquisitions, and other non-recurring (income) loss. Adjusted EBITDA includes Adjusted EBITDA attributable to non-controlling interest. Refer to “Results of Operations – Quarterly Results of Operations Data” for more information regarding how we calculate EBITDA and Adjusted EBITDA and the limitations of those metrics.

Current wording

Non-GAAP Adjusted EBITDA. In addition to the metrics discussed above, we believe that Adjusted EBITDA is useful for evaluating the operating performance and efficiency of our business. EBITDA represents consolidated Net income (loss) plus the sum of income tax expense (benefit), interest expense, net of interest income, and depreciation and amortization. Adjusted EBITDA represents EBITDA as further adjusted for items such as stock-based compensation expense, (gain) loss on sale of assets and termination of finance leases not in the ordinary course of business, financing fees, as well as other fees and expenses related to acquisitions, and other non-recurring (income) loss. Adjusted EBITDA includes Adjusted EBITDA attributable to non-controlling interest. Refer to “Results of Operations – Quarterly Results of Operations Data” for more information regarding how we calculate EBITDA and Adjusted EBITDA and the limitations of those metrics, as well as for a reconciliation of Adjusted EBITDA to Net income (loss).

Previous wording

In a typical year, our operating results are impacted by seasonality. Our Net sales and Net income have been higher in the second and third quarters of each fiscal year due to favorable weather and longer daylight conditions during these quarters. Our Net sales have been significantly lower in the first and fourth quarters due to lower landscaping, irrigation, and turf maintenance activities in these quarters, and historically, we have incurred net losses in these quarters. Seasonal variations in operating results may also be significantly impacted by inclement weather conditions, such as snow and ice storms, wet weather, and hurricanes, which not only impact the demand for certain products like fertilizer and ice melt, but also may delay construction projects where our products are used.

Current wording

In a typical year, our operating results are impacted by seasonality. Our Net sales and Net income have been higher in the second and third quarters of each fiscal year due to favorable weather and longer daylight conditions during these quarters. Our Net sales have been significantly lower in the first and fourth quarters due to lower landscaping, irrigation, and turf maintenance activities during these quarters, and historically, we have incurred net losses in these quarters. Seasonal variations in operating results may also be significantly impacted by inclement weather conditions, such as snow and ice storms, wet weather, and hurricanes, which not only impact the demand for certain products like fertilizer and ice melt, but also may delay construction projects where our products are used.

Previous wording

•In December 2024, we acquired the assets and assumed the liabilities of Custom Stone. With six locations across Texas, Custom Stone is a wholesale distributor of hardscape products to landscape professionals.

Current wording

•In December 2024, we acquired the assets and assumed the liabilities of Custom Stone. With six locations across Texas, Custom Stone is a wholesale distributor of hardscapes products to landscape professionals.

Previous wording

•In April 2024, we entered into a Securities Purchase and Redemption Agreement, pursuant to which we acquired a 75% ownership interest in Devil Mountain Wholesale Nursery, LLC (“Devil Mountain”). We also entered into an amended operating agreement, the Second Amended and Restated Operating Agreement, in connection with the acquisition of our controlling interest that contains put and call options whereby the remaining 25% ownership interest in Devil Mountain may be sold to us through the exercise of the holders’ put option or purchased by us through the exercise of our call option. With eight wholesale nursery distribution branches and six growing facilities across California, Devil Mountain is a wholesale distributor of landscape trees and plants to landscape professionals.

Current wording

•In April 2024, we entered into a Securities Purchase and Redemption Agreement, pursuant to which we acquired a 75% ownership interest in Devil Mountain. We also entered into an amended operating agreement, the Second Amended and Restated Operating Agreement, in connection with the acquisition of our controlling interest that contains put and call options whereby the remaining 25% ownership interest in Devil Mountain may be sold to us through the exercise of the holders’ put option or purchased by us through the exercise of our call option. With eight wholesale nursery distribution branches and six growing facilities across California, Devil Mountain is a wholesale distributor of landscape trees and plants to landscape professionals.

Previous wording

In the following discussion of our results of operations, we make comparisons between the three and six months ended June 29, 2025 and June 30, 2024 (in millions, except percentages).

Current wording

In the following discussion of our results of operations, we make comparisons between the three and nine months ended September 28, 2025 and September 29, 2024 (in millions, except percentages).

Previous wording

Net sales for the three months ended June 29, 2025 increased 3% to $1,461.6 million compared to $1,413.9 million for the three months ended June 30, 2024, and increased 4% to $2,401.0 million for the six months ended June 29, 2025 compared to $2,318.7 million for the six months ended June 30, 2024. These increases were primarily due to contributions from acquisitions. Organic Daily Sales were flat in the second quarter and the first half of 2025, as solid growth in the maintenance end market was offset by softer demand in the new residential construction and repair and upgrade end markets. Based upon year-over-year price changes in our highest selling SKUs, we estimate pricing had a negligible impact on Organic Daily Sales for the three months ended June 29, 2025, and reduced Organic Daily Sales by 1% during the six months ended June 29, 2025. Organic Daily Sales for agronomic products (fertilizer, control products, ice melt, equipment, and other products) increased 7% during the three and six months ended June 29, 2025 primarily due to strong demand in the maintenance end market. Organic Daily Sales for landscaping products (irrigation supplies, hardscapes, landscape accessories, nursery goods, and outdoor lighting) decreased 1% in the second quarter of 2025 and decreased 2% in the first half of 2025 reflecting softer demand in the new residential construction and repair and upgrade end markets. Acquisitions contributed $40.9 million, or 3%, to the Net sales growth for the second quarter of 2025 and $86.0 million, or 4%, to the Net sales growth for the six months ended June 29, 2025.

Current wording

Net sales for the three months ended September 28, 2025 increased 4% to $1,258.2 million compared to $1,208.8 million for the three months ended September 29, 2024, and increased 4% to $3,659.2 million for the nine months ended September 28, 2025 compared to $3,527.5 million for the nine months ended September 29, 2024. Organic Daily Sales increased 3% for the third quarter of 2025 and 1% for the nine months ended September 28, 2025, as solid growth in the maintenance end market, sales initiatives, and improved pricing were partially offset by softer demand in the new residential construction and repair and upgrade end markets. Based upon year-over-year price changes in our highest selling SKUs, we estimate pricing increased Organic Daily Sales by approximately 1% for the third quarter of 2025, and had a negligible impact on Organic Daily Sales during the nine months ended September 28, 2025. Organic Daily Sales for agronomic products (fertilizer, control products, ice melt, equipment, and other products) increased 3% in the third quarter of 2025 and increased 6% for the nine months ended September 28, 2025 primarily due to solid demand in the maintenance end market. Organic Daily Sales for landscaping products (irrigation supplies, hardscapes, landscape accessories, nursery goods, and outdoor lighting) increased 3% in the third quarter of 2025 due to benefits from our sales initiatives, improved pricing, and favorable weather. Organic Daily Sales for landscaping products for the nine months ended September 28, 2025 was flat primarily due to softer demand in the new residential construction and repair and upgrade end markets offset by benefits from our sales initiatives. Acquisitions contributed $12.5 million, or 1%, to the Net sales growth for the third quarter of 2025 and $98.5 million, or 3%, to the Net sales growth for the nine months ended September 28, 2025.

Previous wording

Cost of goods sold increased 3% to $930.2 million for the three months ended June 29, 2025 compared to $903.6 million for the three months ended June 30, 2024, and increased 3% to $1,559.8 million for the six months ended June 29, 2025 compared to $1,507.2 million for the six months ended June 30, 2024. The increase in Cost of goods sold, including Inventory costs, net of supplier incentives and discounts, Freight, handling, and distribution expenses, and Other Cost of goods sold was primarily attributable to acquisitions.

Current wording

Cost of goods sold increased 3% to $821.0 million for the three months ended September 28, 2025 compared to $797.8 million for the three months ended September 29, 2024, and increased 3% to $2,380.8 million for the nine months ended September 28, 2025 compared to $2,305.0 million for the nine months ended September 29, 2024. The increase in Cost of goods sold, including Inventory costs, net of supplier incentives and discounts, Freight, handling, and distribution expenses, and Other Cost of goods sold was primarily attributable to increased Net sales growth.

Previous wording

Gross profit increased 4% to $531.4 million for the three months ended June 29, 2025 compared to $510.3 million for the three months ended June 30, 2024, and increased 4% to $841.2 million for the six months ended June 29, 2025 compared to $811.5 million for the six months ended June 30, 2024. Gross profit growth was driven by higher Net sales, including acquisitions. Gross margin increased 30 basis points to 36.4% for the second quarter of 2025 as compared to 36.1% for the second quarter of 2024 and remained flat at 35.0% for the six months ended June 29, 2025 and June 30, 2024. The increase in gross margin for the three months ended June 29, 2025 was primarily due to improved price realization, benefits from our initiatives, and a positive contribution from acquisitions with higher gross margins.

Current wording

Gross profit increased 6% to $437.2 million for the three months ended September 28, 2025 compared to $411.0 million for the three months ended September 29, 2024, and increased 5% to $1,278.4 million for the nine months ended September 28, 2025 compared to $1,222.5 million for the nine months ended September 29, 2024. Gross profit growth was primarily driven by higher Net sales. Gross margin increased 70 basis points to 34.7% for the third quarter of 2025 as compared to 34.0% for the third quarter of 2024 and increased 20 basis points to 34.9% for the nine months ended September 28, 2025 compared to 34.7% for the nine months ended September 29, 2024. The increase in gross margin for the three and nine months ended September 28, 2025 was primarily due to improved price realization, benefits from our commercial initiatives, and a positive contribution from acquisitions with higher gross margins.

Previous wording

SG&A increased 2% to $349.1 million for the three months ended June 29, 2025 compared to $343.8 million for the three months ended June 30, 2024, and increased 3% to $692.3 million for the six months ended June 29, 2025 compared to $671.5 million for the six months ended June 30, 2024. SG&A as a percentage of Net sales decreased 40 basis points to 23.9% for the three months ended June 29, 2025 compared to 24.3% for the three months ended June 30, 2024, and decreased 20 basis points to 28.8% for the six months ended June 29, 2025 compared to 29.0% for the six months ended June 30, 2024. The increase in SG&A, including Compensation, Facility, and Depreciation and amortization expenses was primarily due to the impact of acquisitions with higher operating costs. The improvement in SG&A as a percentage of Net sales for the three and six months ended June 29, 2025 reflected our actions to increase efficiency and better align operating costs with the current market demand.

Current wording

SG&A increased 2% to $357.4 million for the three months ended September 28, 2025 compared to $349.1 million for the three months ended September 29, 2024, and increased 3% to $1,049.7 million for the nine months ended September 28, 2025 compared to $1,020.6 million for the nine months ended September 29, 2024. SG&A as a percentage of Net sales decreased 50 basis points to 28.4% for the three months ended September 28, 2025 compared to 28.9% for the three months ended September 29, 2024, and decreased 20 basis points to 28.7% for the nine months ended September 28, 2025 compared to 28.9% for the nine months ended September 29, 2024. The increase in SG&A, including Compensation, Facility, and Depreciation and amortization expenses, was primarily due to the impact of acquisitions with higher operating costs. The improvement in SG&A as a percentage of Net sales for the three and nine months ended September 28, 2025 reflected our actions to increase productivity and better align operating costs with the current market demand.

Previous wording

Interest and other non-operating expenses, net increased $1.3 million to $10.3 million for the three months ended June 29, 2025 compared to $9.0 million for the three months ended June 30, 2024, and increased $2.0 million to $17.7 million for the six months ended June 29, 2025 compared to $15.7 million for the six months ended June 30, 2024. The increase in interest expense for the three and six months ended June 29, 2025 was primarily due to the maturity of the interest rate swaps on March 23, 2025.

Current wording

Interest and other non-operating expenses, net decreased $0.4 million to $9.1 million for the three months ended September 28, 2025 compared to $9.5 million for the three months ended September 29, 2024, and increased $1.6 million to $26.8 million for the nine months ended September 28, 2025 compared to $25.2 million for the nine months ended September 29, 2024. The decrease in interest expense for the three months ended September 28, 2025 was primarily due to lower average borrowings during the third quarter of 2025 compared to the third quarter of 2024. The increase in interest expense for the nine months ended September 28, 2025 compared to the nine months ended September 29, 2024 was primarily due to higher interest rates on borrowings resulting from the maturity of the interest rate swaps on March 23, 2025.

Previous wording

Income tax expense was $45.0 million for the three months ended June 29, 2025 compared to $40.0 million for the three months ended June 30, 2024. The effective tax rate was 25.4% for the three months ended June 29, 2025 compared to 24.9% for the three months ended June 30, 2024. The increase in the effective tax rate was primarily due to a decrease in the amount of excess tax benefits from stock-based compensations recognized as a component of Income tax expense in the Consolidated Statement of Operations. There were no excess tax benefits recognized for the three months ended June 29, 2025 as compared to $0.5 million for the three months ended June 30, 2024.

Current wording

Income tax expense was $15.5 million for the three months ended September 28, 2025 compared to $15.8 million for the three months ended September 29, 2024. The effective tax rate was 20.4% for the three months ended September 28, 2025 compared to 26.2% for the three months ended September 29, 2024. The decrease in the effective tax rate was primarily due to an increase in the amount of excess tax benefits from stock-based compensations recognized as a component of Income tax expense in the Consolidated Statements of Operations. Excess tax benefits of $4.0 million were recognized for the three months ended September 28, 2025 compared to $0.1 million for the three months ended September 29, 2024.

Previous wording

Income tax expense was $35.6 million for the six months ended June 29, 2025 as compared to $30.3 million for the six months ended June 30, 2024. The effective tax rate was 25.4% for the six months ended June 29, 2025 compared to 23.0% for the six months ended June 30, 2024. The increase in the effective tax rate was primarily due to a decrease in the amount of excess tax benefits from stock-based compensation recognized as a component of Income tax expense in the Consolidated Statements of Operations. Tax deficiencies of $0.3 million were recognized for the six months ended June 29, 2025 as compared to excess tax benefits of $2.8 million for the six months ended June 30, 2024.

Current wording

Income tax expense was $51.1 million for the nine months ended September 28, 2025 compared to $46.1 million for the nine months ended September 29, 2024. The effective tax rate was 23.6% for the nine months ended September 28, 2025 compared to 24.0% for the nine months ended September 29, 2024. The decrease in the effective tax rate was primarily due to an increase in the amount of excess tax benefits from stock-based compensation recognized as a component of Income tax expense in the Consolidated Statements of Operations. Excess tax benefits of $3.7 million were recognized for the nine months ended September 28, 2025 compared to $2.9 million for the nine months ended September 29, 2024.

Previous wording

Net income attributable to non-controlling interest increased $0.8 million to $1.2 million for the three months ended June 29, 2025 compared to $0.4 million for the three months ended June 30, 2024, and increased $0.6 million to $1.0 million for the six months ended June 29, 2025 compared to $0.4 million for the six months ended June 30, 2024. The increase in Net income attributable to non-controlling interest for the three and six months ended June 30, 2024 was the result of higher net income for the Devil Mountain business during the three and six months ended June 29, 2025 as compared to the same periods of 2024.

Current wording

Net income attributable to non-controlling interest increased $0.2 million to $0.4 million for the three months ended September 28, 2025 compared to $0.2 million for the three months ended September 29, 2024, and increased $0.8 million to $1.4 million for the nine months ended September 28, 2025 compared to $0.6 million for the nine months ended September 29, 2024. The increase in Net income attributable to non-controlling interest was the result of higher Net income for the Devil Mountain business during the three and nine months ended September 28, 2025 as compared to the same periods of 2024.

Previous wording

Adjustment of non-controlling interest to redemption value was $1.9 million for the three and six months ended June 29, 2025 as a result of an adjustment of the carrying amount of the Redeemable non-controlling interest to what would be the redemption value assuming the security was redeemable as of June 29, 2025. There was no Adjustment of non-controlling interest to redemption value for the three and six months ended June 30, 2024.

Current wording

Adjustment of non-controlling interest to redemption value was $1.1 million and $3.0 million for the three and nine months ended September 28, 2025, respectively, as a result of adjustments of the carrying amount of the Redeemable non-controlling interest to what would be the redemption value assuming the security was redeemable as of September 28, 2025. There was no Adjustment of non-controlling interest to redemption value for the three and nine months ended September 29, 2024.

Previous wording

Net income attributable to SiteOne increased $8.8 million to $129.0 million for the three months ended June 29, 2025 as compared to $120.2 million for the three months ended June 30, 2024, and increased $0.8 million to $101.7 million for the six months ended June 29, 2025 compared to $100.9 million for the six months ended June 30, 2024. The increase in Net income attributable to SiteOne for the three and six months ended June 29, 2025 was primarily due to higher Net sales, improved gross margin, and SG&A leverage.

Current wording

Net income attributable to SiteOne increased $14.7 million to $59.1 million for the three months ended September 28, 2025 as compared to $44.4 million for the three months ended September 29, 2024, and increased $15.5 million to $160.8 million for the nine months ended September 28, 2025 compared to $145.3 million for the nine months ended September 29, 2024. The increase in Net income attributable to SiteOne for the three and nine months ended September 28, 2025 was primarily due to higher Net sales, improved gross margin, and the achievement of SG&A leverage.

Previous wording

(e) Adjusted EBITDA excludes any earnings or loss of acquisitions prior to their respective acquisition dates for all periods presented. Adjusted EBITDA includes Adjusted EBITDA attributable to non-controlling interest of $1.8 million and $0.3 million for the second and first quarter of 2025, respectively, and $0.8 million, $0.8 million, and $0.9 million for the fourth, third, and second quarter of 2024, respectively.

Current wording

(e) Adjusted EBITDA excludes any earnings or loss of acquisitions prior to their respective acquisition dates for all periods presented. Adjusted EBITDA includes Adjusted EBITDA attributable to non-controlling interest of $1.0 million, $1.8 million, and $0.3 million for the third, second, and first quarter of 2025, respectively, and $0.8 million, $0.8 million, and $0.9 million for the fourth, third, and second quarter of 2024, respectively.

Previous wording

In October 2022, our Board of Directors approved a share repurchase authorization for up to $400.0 million of our common stock. We intend to purchase shares under the repurchase authorization from time to time on the open market at the discretion of management, subject to strategic considerations, market conditions, and other factors. The share repurchase authorization does not have an expiration date and may be amended, suspended, or terminated by our Board of Directors at any time. During the six months ended June 29, 2025, we repurchased 494,609 shares of our common stock at an average price per share of $116.71. As of June 29, 2025, the dollar value of shares that may yet be purchased under the share repurchase authorization was $254.3 million.

Current wording

In October 2022, our Board of Directors approved a share repurchase authorization for up to $400.0 million of our common stock. We intend to purchase shares under the repurchase authorization from time to time on the open market at the discretion of management, subject to strategic considerations, market conditions, and other factors. The share repurchase authorization does not have an expiration date and may be amended, suspended, or terminated by our Board of Directors at any time. In October 2025, we repurchased 161,486 shares for approximately $20.0 million at an average price of $123.83 under a 10b5-1 plan that authorized the purchase of our common stock. For the 2025 Fiscal Year through October 29, 2025, we repurchased 656,095 shares of our common stock for approximately $77.7 million at an average price per share of $118.46. As of October 29, 2025, the dollar value of shares that may yet be purchased under the share repurchase authorization was $234.3 million.

Previous wording

Our borrowing base capacity under the ABL Facility was $499.3 million as of June 29, 2025, after giving effect to $78.5 million of revolving credit loans under the ABL Facility and outstanding letters of credit of $22.2 million. Our borrowing base capacity under the ABL Facility was $581.2 million as of December 29, 2024, after giving effect to outstanding letters of credit of $18.8 million. As of June 29, 2025, we had total cash and cash equivalents of $78.6 million, total gross long-term debt of $474.5 million, and total finance lease obligations (excluding interest) of $140.3 million.

Current wording

Our borrowing base capacity under the ABL Facility was $577.8 million as of September 28, 2025, after giving effect to outstanding letters of credit of $22.2 million. Our borrowing base capacity under the ABL Facility was $581.2 million as of December 29, 2024, after giving effect to outstanding letters of credit of $18.8 million. As of September 28, 2025, we had total cash and cash equivalents of $106.9 million, total gross long-term debt of $392.8 million, and total finance lease obligations (excluding interest) of $141.0 million.

Previous wording

Working capital was $1,061.7 million as of June 29, 2025, an increase of $152.9 million compared to $908.8 million as of December 29, 2024. The change in working capital was primarily attributable to the seasonality of our business and the early purchases of inventory ahead of tariffs.

Current wording

Working capital was $1,059.0 million as of September 28, 2025, an increase of $150.2 million compared to $908.8 million as of December 29, 2024. The change in working capital was primarily attributable to the seasonality of our business and the early purchases of inventory ahead of tariffs.

Previous wording

Our gross long-term debt balance increased $81.2 million since December 29, 2024. This increase was primarily attributable to funding the seasonal increase in our working capital and early inventory purchases as noted above. We had current maturities on our long-term debt of $3.9 million, which related to the term loan facility. The projected interest payments on our debt only pertain to obligations and agreements outstanding as of June 29, 2025 and expected payments for agent administration fees. The projected interest payments are calculated for future periods through maturity dates of our long-term debt using interest rates in effect as of June 29, 2025. Certain of these projected interest payments may differ in the future based on changes in floating interest rates or other factors and events, including our entry into interest rate swap contracts and amendments of the term loan facility and the ABL Facility. The total amount of interest on long-term debt decreased $3.7 million since December 29, 2024 to $127.5 million, primarily due to a decrease in the interest rate on the term loan facility. Refer to “Note 9. Long-Term Debt” in the notes to the consolidated financial statements for further information regarding our debt instruments.

Current wording

Our gross long-term debt balance was $392.8 million as of September 28, 2025, which is comparable to our gross long-term debt balance of $393.3 million as of December 29, 2024. We had current maturities on our long-term debt of $3.9 million, which related to the term loan facility. The projected interest payments on our debt only pertain to obligations and agreements outstanding as of September 28, 2025 and expected payments for agent administration fees. The projected interest payments are calculated for future periods through maturity dates of our long-term debt using interest rates in effect as of September 28, 2025. Certain of these projected interest payments may differ in the future based on changes in floating interest rates or other factors and events, including our entry into interest rate swap contracts and amendments of the term loan facility and the ABL Facility. The total amount of interest on long-term debt decreased $22.2 million since December 29, 2024 to $109.0 million, primarily due to a decrease in the interest rate on the term loan facility. Refer to “Note 9. Long-Term Debt” in the notes to the consolidated financial statements for further information regarding our debt instruments.

Previous wording

Net cash provided by operating activities for the six months ended June 29, 2025 was $7.1 million compared to $48.1 million for the six months ended June 30, 2024. The decrease was primarily driven by a higher seasonal investment in inventory reflecting earlier purchases ahead of tariff impacts.

Current wording

Net cash provided by operating activities was $135.7 million for the nine months ended September 28, 2025 compared to $164.0 million for the nine months ended September 29, 2024. The decrease was primarily driven by a higher investment in inventory reflecting earlier purchases ahead of tariff impacts during the first nine months of 2025 compared to the same period of 2024.

Previous wording

Net cash used in investing activities was $37.9 million for the six months ended June 29, 2025 compared to $119.8 million for the six months ended June 30, 2024. The decrease reflects lower acquisition investments in the first six months of 2025 compared to the same period of 2024. Capital expenditures were $29.1 million for the first six months of 2025 compared to $21.0 million for the same period of 2024 due to increased investments in branch locations.

Current wording

Net cash used in investing activities was $53.4 million for the nine months ended September 28, 2025 compared to $140.3 million for the nine months ended September 29, 2024. The decrease reflects lower acquisition investments in the first nine months of 2025 compared to the same period of 2024. Capital expenditures were $39.2 million during the first nine months of 2025 compared to $31.0 million for the same period of 2024 due to increased investments in branch locations.

Previous wording

Net cash provided by financing activities was $1.3 million for the six months ended June 29, 2025 compared to $61.4 million for the six months ended June 30, 2024. The decrease primarily reflected lower borrowings under the ABL Facility to fund our acquisition investments during the first six months of 2025 compared to the same period of 2024.

Current wording

Net cash used in financing activities was $83.2 million for the nine months ended September 28, 2025 compared to $20.5 million for the nine months ended September 29, 2024. The increase primarily reflected lower net borrowings to fund our acquisition investments and an increase in share repurchases during the first nine months of 2025 compared to the same period of 2024.

Previous wording

On July 12, 2023, Landscape Holding, as representative for the Borrowers, entered into the Increase Supplement (the “Increase Supplement”) to the Second Amended and Restated Credit Agreement to provide for an additional $120.0 million of New Term Loans.

Current wording

On July 12, 2023, Landscape Holding, as representative for the Borrowers, entered into the Increase Supplement to the Second Amended and Restated Credit Agreement to provide for an additional $120.0 million of New Term Loans.

Previous wording

On July 2, 2024, Landscape Holding and Landscape entered into the Second Amendment that amends and restates the Second Amended and Restated Credit Agreement, dated as of March 23, 2021. The Second Amendment provides for, among other things, an aggregate principal amount of approximately $392.7 million in Tranche B Term Loans, and makes certain other changes to the existing credit agreement. Proceeds of the Tranche B Term Loans were used, among other things, (i) to repay in full the term loans outstanding immediately prior to the effectiveness of the Second Amendment, (ii) to repay certain loans outstanding under the ABL Facility, and (iii) to pay fees, costs, and expenses related to the foregoing transactions. The Tranche B Term Loans bear interest, at Landscape Holding’s option, at either (i) an adjusted Term SOFR rate plus an applicable margin equal to 1.75% (with a Term SOFR floor of 0.50%) or (ii) an alternative base rate plus an applicable margin equal to 0.75%. Voluntary prepayments of the Tranche B Term Loans are permitted at any time, in minimum principal amounts, without premium or penalty, unless in connection with certain repricing transactions that occur within the first six months after the date of effectiveness of the Second Amendment. The Tranche B Term Loans will mature on March 22, 2030. The interest rate on the outstanding balance of the Tranche B Term Loans was 6.06134% and 6.27397% as of June 29, 2025 and December 29, 2024, respectively.

Current wording

On July 2, 2024, Landscape Holding and Landscape entered into the Second Amendment that amends and restates the Second Amended and Restated Credit Agreement, dated as of March 23, 2021. The Second Amendment provides for, among other things, an aggregate principal amount of approximately $392.7 million in Tranche B Term Loans, and makes certain other changes to the existing credit agreement. Proceeds of the Tranche B Term Loans were used, among other things, (i) to repay in full the term loans outstanding immediately prior to the effectiveness of the Second Amendment, (ii) to repay certain loans outstanding under the ABL Facility, and (iii) to pay fees, costs, and expenses related to the foregoing transactions. The Tranche B Term Loans bear interest, at Landscape Holding’s option, at either (i) an adjusted Term SOFR rate plus an applicable margin equal to 1.75% (with a Term SOFR floor of 0.50%) or (ii) an alternative base rate plus an applicable margin equal to 0.75%. Voluntary prepayments of the Tranche B Term Loans are permitted at any time, in minimum principal amounts, without premium or penalty, unless in connection with certain repricing transactions that occur within the first six months after the date of effectiveness of the Second Amendment. The Tranche B Term Loans will mature on March 22, 2030. The interest rate on the outstanding balance of the Tranche B Term Loans was 5.92535% and 6.27397% as of September 28, 2025 and December 29, 2024, respectively.

Previous wording

The weighted average interest rate on outstanding balances under the ABL Facility was 5.66805% as of June 29, 2025. There was no outstanding balance under the ABL Facility as of December 29, 2024. The commitment fees on unfunded amounts were 0.25% as of June 29, 2025 and December 29, 2024.

Current wording

There was no outstanding balance under the ABL Facility as of September 28, 2025 and December 29, 2024. The commitment fees on unfunded amounts were 0.25% as of September 28, 2025 and December 29, 2024.

Previous wording

Loans under the Devil Mountain ABL Facility bear interest at either (i) an adjusted term SOFR rate equal to term SOFR plus an applicable margin of 1.90% or 2.10% or (ii) an alternate base rate plus an applicable margin of 0.80% or 1.00%, subject to a 0.20% reduction when the Fixed Charge Coverage Ratio (as defined in the Devil Mountain ABL Facility) is greater than 2.00:1.00. Additionally, undrawn commitments under the Devil Mountain ABL Facility bear a commitment fee of 0.25% on the actual undrawn portion of the commitments under the Devil Mountain ABL Facility based upon the daily utilization for the previous quarter. The interest rate on the outstanding balance under the Devil Mountain ABL Facility was 6.22413% and 6.65265% as of June 29, 2025 and December 29, 2024, respectively.

Current wording

Loans under the Devil Mountain ABL Facility bear interest at either (i) an adjusted Term SOFR rate equal to Term SOFR plus an applicable margin of 1.90% or 2.10% or (ii) an alternate base rate plus an applicable margin of 0.80% or 1.00%, subject to a 0.20% reduction when the Fixed Charge Coverage Ratio (as defined in the Devil Mountain ABL Facility) is greater than 2.00:1.00. Additionally, undrawn commitments under the Devil Mountain ABL Facility bear a commitment fee of 0.25% on the actual undrawn portion of the commitments under the Devil Mountain ABL Facility based upon the daily utilization for the previous quarter. The interest rate on the outstanding balance under the Devil Mountain ABL Facility was 6.18021% and 6.65265% as of September 28, 2025 and December 29, 2024, respectively.

Previous wording

The agreements governing the Second Amended and Restated Credit Agreement and the ABL Facility restrict the ability of our subsidiaries to pay dividends, make loans, or otherwise transfer assets to us. Further, our subsidiaries are permitted under the terms of the Second Amended and Restated Credit Agreement and the ABL Facility and other indebtedness to incur additional indebtedness that may restrict or prohibit the making of distributions, the payment of dividends, or the making of loans to us.

Current wording

The agreements governing the Second Amended and Restated Credit Agreement and the ABL Facility restrict the ability of our subsidiaries to pay dividends, make loans, or otherwise transfer assets to us. Further, our subsidiaries are permitted under the terms of the Second Amended and Restated Credit Agreement and the ABL Facility as well as other indebtedness to incur additional indebtedness that may restrict or prohibit the making of distributions, the payment of dividends, or the making of loans to us.

Previous wording

We recognized any differences between the variable interest rate payments and the fixed interest rate settlements from the swap counterparties as an adjustment to interest expense over the life of the swaps. We had designated these swaps as cash flow hedges and recorded the changes in the estimated fair value of the swaps to Accumulated other comprehensive income (loss) (“AOCI”) on our Consolidated Balance Sheets.

Current wording

We recognized any differences between the variable interest rate payments and the fixed interest rate settlements from the swap counterparties as an adjustment to interest expense over the life of the swaps. We had designated these swaps as cash flow hedges and recorded the changes in the estimated fair value of the swaps to Accumulated other comprehensive income (loss) on our Consolidated Balance Sheets.

Previous wording

During the first quarter of 2021, we amended and restructured certain of our interest rate swap contracts using a “blend and extend”. As a result, we reclassified $5.9 million from Accrued liabilities and Other long-term liabilities to long-term debt with $1.5 million classified as Long-term debt, current portion and $4.4 million classified as Long-term debt, less current portion on our Consolidated Balance Sheets for the interest rate swap arrangements executed during the first quarter of 2021 that were determined to be hybrid debt instruments. As of June 29, 2025, there was no outstanding amount as the interest rate swaps were terminated upon maturity on March 23, 2025.

Current wording

During the first quarter of 2021, we amended and restructured certain of our interest rate swap contracts using a strategy referred to as a “blend and extend”. As a result, we reclassified $5.9 million from Accrued liabilities and Other long-term liabilities to long-term debt with $1.5 million classified as Long-term debt, current portion and $4.4 million classified as Long-term debt, less current portion on our Consolidated Balance Sheets for the interest rate swap arrangements executed during the first quarter of 2021 that were determined to be hybrid debt instruments. As of September 28, 2025, there was no outstanding amount as the interest rate swaps were terminated upon maturity on March 23, 2025.

Previous wording

For additional information, refer to “Note 1. Nature of Business and Significant Accounting Polices”, “Note 4. Fair Value Measurement and Interest Rate Swaps”, and “Note 9. Long-Term Debt” in the notes to the consolidated financial statements.

Current wording

For additional information, refer to “Note 4. Fair Value Measurement and Interest Rate Swaps” and “Note 9. Long-Term Debt” in the notes to the consolidated financial statements.