Arcosa, Inc.
For the period ended May 13, 2026. Filed Mar 31, 2026.
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May 13, 2026 · Filed Mar 31, 2026
Contents
ADJUSTED SEGMENT EBITDA
"Segment EBITDA" is defined as segment operating profit plus depreciation, depletion, and amortization. "Adjusted Segment EBITDA" is defined solely for purposes of this Proxy as Segment EBITDA adjusted for certain items that are not reflective of the normal earnings of our business. GAAP does not define Segment EBITDA or Adjusted Segment EBITDA and they should not be considered as alternatives to earnings measures defined by GAAP, including segment operating profit. We use Adjusted Segment EBITDA in this Proxy to assess the operating performance of our businesses, as a metric for incentive-based compensation, and as a basis for strategic planning and forecasting as we believe that it closely correlates to long-term shareholder value. As a widely used metric by analysts, investors, and competitors in our industry, we believe Adjusted Segment EBITDA also assists investors in comparing a company's performance on a consistent basis without regard to depreciation, depletion, amortization, and other items, which can vary significantly depending on many factors.
| Year Ended December 31, | |||
|---|---|---|---|
| 2025 · 2024 · 2023 | |||
| Construction Products | |||
| Revenues | $1,310.2 | $1,105.1 | $1,001.3 |
| Operating Profit | 189.7 | 133.9 | 138.6 |
| Add: Depreciation, depletion, and amortization expense(1) | 164.7 | 134.7 | 111.7 |
| Segment EBITDA | 354.4 | 268.6 | 250.3 |
| Less: Gain on sale of businesses | — | (5.0) | — |
| Add: Impact of acquisition and divestiture-related expenses(2) | — | 12.2 | — |
| Less: Benefit from reduction in holdback obligation | — | — | (5.0) |
| Add: Impairment charge | 1.6 | 5.8 | — |
| Adjusted Segment EBITDA | 356.0 | 281.6 | 245.3 |
| Engineered Structures | |||
| Revenues | 1,189.9 | 1,047.3 | 873.5 |
| Operating Profit | 170.2 | 126.4 | 95.7 |
| Add: Depreciation and amortization expense(1) | 49.1 | 45.4 | 26.6 |
| Segment EBITDA | 219.3 | 171.8 | 122.3 |
| Add: Impact of acquisition and divestiture-related expenses(2) | — | 1.6 | — |
| Less: Gain on sale of storage tanks business | — | (14.5) | (6.4) |
| Adjusted Segment EBITDA | 219.3 | 158.9 | 115.9 |
| Transportation Products | |||
| Revenues | 383.3 | 417.6 | 433.5 |
| Operating Profit | 46.1 | 30.2 | 45.8 |
| Add: Depreciation and amortization expense | 7.5 | 12.6 | 16.0 |
| Segment EBITDA | 53.6 | 42.8 | 61.8 |
| Add: (Gain) Loss on sale of business | 14.7 | 21.6 | — |
| Adjusted Segment EBITDA | 68.3 | 64.4 | 61.8 |
| Operating Loss - Corporate | (64.1) | (92.9) | (62.8) |
| Add: Impact of acquisition and divestiture-related expenses - Corporate(2) | 2.1 | 32.7 | 2.2 |
| Add: Corporate depreciation expense | 1.7 | 2.3 | 5.2 |
| Enterprise Adjusted EBITDA | $583.3 | $447.0 | $367.6 |
Includes the impact of the fair value markup of acquired long-lived assets.
Expenses associated with acquisitions and divestitures, including the cost impact of the fair value markup of acquired inventory, advisory and professional fees, integration, separation, and other transaction costs.
A-2
| Table of Contents | Annex A |
|---|
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.