CSW INDUSTRIALS, INC. (CSW)

CIK: 0001624794. SIC: 2891 Adhesives & Sealants. Latest 10-K as of: 2026-05-26.

SIC breadcrumb: Manufacturing > Chemicals And Allied Products > SIC 2891 Adhesives & Sealants

SEC company page: https://www.sec.gov/edgar/browse/?CIK=1624794. Latest filing source: 0001624794-26-000027.

Selected Fundamentals

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-26. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001624794.json. Derived margins are computed from the extracted annual SEC facts.

Flow metrics use full-year FY periods from 10-K/10-K/A filings; balance-sheet metrics use FY-end instants. Missing metrics are omitted rather than fabricated.

Financial Charts

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-26. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001624794.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

Quarterly Charts

Macro Cross-References

• CPIAUCSL - Consumer Price Index for All Urban Consumers: All Items in U.S. City Average
• UNRATE - Unemployment Rate
• FEDFUNDS - Federal Funds Effective Rate
• CES0500000003 - Average Hourly Earnings of All Employees, Total Private
• DFEDTARU - Federal Funds Target Range - Upper Limit
• DFEDTARL - Federal Funds Target Range - Lower Limit
• DGS3MO - Market Yield on U.S. Treasury Securities at 3-Month Constant Maturity
• DGS2 - Market Yield on U.S. Treasury Securities at 2-Year Constant Maturity
• DGS10 - Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity
• DGS30 - Market Yield on U.S. Treasury Securities at 30-Year Constant Maturity
• T10Y2Y - 10-Year Treasury Constant Maturity Minus 2-Year Treasury Constant Maturity
• CPILFESL - Consumer Price Index for All Urban Consumers: All Items Less Food and Energy
• CPIUFDSL - Consumer Price Index for All Urban Consumers: Food
• CPIENGSL - Consumer Price Index for All Urban Consumers: Energy
• CUSR0000SAH1 - Consumer Price Index for All Urban Consumers: Shelter
• PCEPI - Personal Consumption Expenditures: Chain-type Price Index
• PCEPILFE - Personal Consumption Expenditures Excluding Food and Energy: Chain-type Price Index
• PPIACO - Producer Price Index by Commodity: All Commodities
• T10YIE - 10-Year Breakeven Inflation Rate
• U6RATE - Total Unemployed, Plus All Marginally Attached Workers Plus Total Employed Part Time for Economic Reasons
• PAYEMS - All Employees, Total Nonfarm
• CIVPART - Labor Force Participation Rate
• EMRATIO - Employment-Population Ratio
• UNEMPLOY - Unemployed
• CE16OV - Employment Level
• ICSA - Initial Claims
• JTSJOL - Job Openings: Total Nonfarm
• JTSQUR - Quits: Total Nonfarm
• GDPC1 - Real Gross Domestic Product
• A191RL1Q225SBEA - Real Gross Domestic Product: Percent Change from Preceding Period
• INDPRO - Industrial Production: Total Index
• TCU - Capacity Utilization: Total Index
• HOUST - New Privately-Owned Housing Units Started: Total Units
• PERMIT - New Privately-Owned Housing Units Authorized in Permit-Issuing Places: Total Units
• RSAFS - Advance Retail Sales: Retail Trade
• PCE - Personal Consumption Expenditures
• DSPIC96 - Real Disposable Personal Income
• PSAVERT - Personal Saving Rate
• M2SL - M2
• BOPGSTB - U.S. International Trade in Goods and Services: Balance
• MSPUS - Median Sales Price of Houses Sold for the United States
• HSN1F - New One Family Houses Sold: United States
• RHORUSQ156N - Homeownership Rate in the United States
• TTLCONS - Total Construction Spending: Total Construction in the United States
• RRVRUSQ156N - Rental Vacancy Rate in the United States
• TOTALSL - Total Consumer Credit Owned and Securitized
• REVOLSL - Revolving Consumer Credit Owned and Securitized
• DRCCLACBS - Delinquency Rate on Credit Card Loans, All Commercial Banks
• GDP - Gross Domestic Product
• GPDI - Gross Private Domestic Investment
• GCE - Government Consumption Expenditures and Gross Investment
• PCEC - Personal Consumption Expenditures
• NETEXP - Net Exports of Goods and Services
• GFDEBTN - Federal Debt: Total Public Debt
• GFDEGDQ188S - Federal Debt: Total Public Debt as Percent of Gross Domestic Product
• FYFSD - Federal Surplus or Deficit
• FGRECPT - Federal Government Current Receipts
• FGEXPND - Federal Government: Current Expenditures
• MANEMP - All Employees, Manufacturing
• USCONS - All Employees, Construction
• USTRADE - All Employees, Retail Trade
• USFIRE - All Employees, Financial Activities
• USGOVT - All Employees, Government
• AWHAETP - Average Weekly Hours of All Employees, Total Private
• DGORDER - Manufacturers' New Orders: Durable Goods
• NEWORDER - Manufacturers' New Orders: Nondefense Capital Goods Excluding Aircraft
• BUSINV - Total Business Inventories
• EXPGS - Exports of Goods and Services
• IMPGS - Imports of Goods and Services
• IR - Import Price Index (End Use): All Commodities
• PPIFIS - Producer Price Index by Commodity: Final Demand

Latest quarter (10-Q)

Latest 10-Q source: 0001624794-26-000014.

Extracted between Part I Item 2 and the next Item 3/4 or Part II heading after HTML sanitization. Confidence: high. Filing date: 2026-01-29. Report date: 2025-12-31.

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

The following discussion and analysis of our financial condition and results of operations should be read together with our consolidated financial statements and related notes included in this Quarterly Report, as well as our consolidated financial statements and related notes for the fiscal year ended March 31, 2025 included in our Annual Report. This discussion and analysis contains forward-looking statements based on current expectations relating to future events and our future performance that involve risks and uncertainties. See “Cautionary Note Regarding Forward-Looking Statements” below. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of many factors, including those risk factors set forth in our Annual Report and in this Quarterly Report.

Overview

CSW Industrials, Inc. (the “Company,” “CSW,” “we,” “our” or “us”) is a diversified industrial growth company with a strategic focus on providing niche, value-added products in the end markets we serve. We operate in three business segments: Contractor Solutions, Specialized Reliability Solutions and Engineered Building Solutions. Our products include mechanical products for heating, ventilation, air conditioning and refrigeration (“HVAC/R”), plumbing products, grilles, registers and diffusers (“GRD”), building safety solutions and high-performance specialty lubricants and sealants. End markets that we serve include HVAC/R, architecturally-specified building products, plumbing, electrical, general industrial, energy, rail transportation and mining. Our manufacturing operations are concentrated in the United States (“U.S.”), Vietnam and Canada, and we have distribution operations in the U.S., Australia, Canada and the United Kingdom (“U.K.”). Our products are sold directly to end users or through designated channels in over 100 countries around the world, primarily including the U.S., Canada, the U.K. and Australia.

Drawing on our innovative and proven technologies, we seek to deliver solutions primarily to contractors that place a premium on superior performance and reliability. We believe our brands are well-known in the specific end markets we serve and have a reputation for high quality. We rely on both organic growth and inorganic growth through acquisitions to provide an increasingly broad portfolio of performance optimizing solutions that meet our customers’ ever-changing needs. We have a successful record of making attractive, synergistic acquisitions in support of this objective, and we remain focused on identifying additional acquisition opportunities in our core end markets.

Many of our products are used to protect the capital assets of our customers that are expensive to repair or replace and are critical to their operations. We have a source of recurring revenue from the maintenance, repair and overhaul and consumable nature of many of our products. We also provide some custom engineered products that strengthen and enhance our customer relationships. The reputation of our product portfolio is built on more than 100 well-respected brand names, such as AC Guard®, Air Sentry®, Aspen ManufacturingTM, Balco®, Cover Guard®, Deacon®, Dust Free®, Falcon Stainless®, Greco®, Hydrotex®, Jet-Lube®, Kopr-Kote®, Leak Freeze®, MARS®, Metacaulk®, No. 5®, OilSafe®, PF WaterWorksTM, ProAction Fluids®, PSP ProductsTM, RectorSeal®, Safe-T-Switch®, Shoemaker Manufacturing®, Smoke Guard®, TRUaire® and Whitmore®.

As of the date of this report, there continues to be uncertainty regarding overall macroeconomic conditions, including increased geopolitical tensions, risk of recessions, and the effects of potential trade policies including tariffs. In April 2025, the President of the United States issued an executive order to regulate imports by imposing country-specific tariffs on multiple nations around the world, including Vietnam and China, which are relevant to our business due to our manufacturing presence in Vietnam and our use of third-party manufacturing in China and other foreign countries. In addition, the United States imposed and/or reimposed certain commodity-specific tariffs, including tariffs on steel, aluminum and copper, which are used as inputs for some of our products. We have responded by negotiating cost reductions with certain suppliers, transitioning certain sources of supply, and by raising prices to our customers on certain products across our three segments to partially offset the impact. The current situation is dynamic, and the ultimate effect will be dependent on the magnitude and duration of the tariffs and the countries implicated, as well as our ability to mitigate their impact, where we continue to actively assess and implement mitigation options.

On June 9, 2025, we transferred the listing of our common stock from the Nasdaq Global Select Market to the New York Stock Exchange. Our common stock now trades on the New York Stock Exchange under the stock symbol “CSW”.

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Our Outlook

We expect to maintain a strong balance sheet in fiscal year 2026, which provides us with access to capital through our cash on hand, internally-generated cash flow, and availability under our Revolving Credit Facility and Senior Secured Term Loan A ("TLA"). Our capital allocation strategy continues to guide our investing decisions, with a priority to direct capital to the highest risk adjusted return opportunities, within the categories of organic growth, strategic acquisitions and the return of cash to shareholders through our share repurchase and dividend programs. With the strength of our financial position, we will continue to invest in financially and strategically attractive expanded product offerings, key elements of our long-term strategy of targeting long-term profitable growth. We will continue to invest our capital in maintaining our facilities and in continuous improvement initiatives. We recognize the importance of, and remain committed to, continuing to drive organic growth, as well as investing additional capital in opportunities with attractive risk-adjusted returns, driving increased penetration in the end markets we serve. We remain disciplined in our approach to acquisitions, particularly as it relates to our assessment of valuation, prospective synergies, diligence, cultural fit and ease of integration, especially in light of economic conditions.

RESULTS OF OPERATIONS

The following discussion provides an analysis of our consolidated results of operations and results for each of our segments.

All acquisitions are described in Note 2 to our consolidated financial statements included in this Quarterly Report. ProAction Fluids, LLC ("ProAction Fluids") activity has been included in our results within our Specialized Reliability Solutions segment since the November 20, 2025 acquisition date. Hydrotex Holdings Inc. ("Hydrotex") activity has been included in our results within our Specialized Reliability Solutions segment since the November 5, 2025 acquisition date. Dusk Acquisition Corporation and its wholly owned subsidiaries, Motors & Armatures Parts, LLC and HVAC South, LLC (collectively, “MARS Parts”) activity has been included in our results within our Contractor Solutions segment since the November 4, 2025 acquisition date. Aspen Manufacturing, LLC ("Aspen Manufacturing") activity has been included in our results within our Contractor Solutions segment since the May 1, 2025 acquisition date. PF WaterWorks, L.P. ("PF WaterWorks") activity has been included in our results within our Contractor Solutions segment since the November 4, 2024 acquisition date. PSP Products, Inc. (“PSP Products”) activity has been included in our results within our Contractor Solutions segment since the August 1, 2024 acquisition date.

Revenues, net

Three Months Ended December 31,

(Amounts in thousands)

2025

2024

Revenues, net

$

232,992 

$

193,649 

Nine Months Ended December 31,

(Amounts in thousands)

2025

2024

Revenues, net

$

773,589 

$

647,752 

Net revenues for the three months ended December 31, 2025 increased $39.3 million, or 20.3%, as compared with the three months ended December 31, 2024. The increase was primarily due to the acquisitions of MARS Parts, Aspen Manufacturing, Hydrotex, ProAction Fluids and PF WaterWorks ($45.0 million or 23.2%). Organic revenue decreased $5.7 million, or 2.9%, due to lower unit volumes partially offset by pricing actions. Net revenue increased in the HVAC/R, electrical, general industrial, plumbing, architecturally-specified building products, and mining end markets and decreased in the energy and rail transportation end markets.

Net revenues for the nine months ended December 31, 2025 increased $125.8 million, or 19.4%, as compared with the nine months ended December 31, 2024. The increase was primarily due to the acquisitions of MARS Parts, Aspen Manufacturing, PSP Products, and PF WaterWorks ($150.6 million or 23.2%). Organic revenue decreased $24.8 million, or 3.8%, due to lower unit volumes partially offset by pricing actions. Net revenue increased in the HVAC/R, electrical, plumbing, general industrial, mining, and architecturally-specified building product end markets and decreased in the energy and rail transportation end markets.

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Gross Profit and Gross Profit Margin

Three Months Ended December 31,

(Amounts in thousands, except percentages)

2025

2024

Gross profit

$

92,443 

$

80,106 

Gross profit margin

39.7 

%

41.4 

%

Nine Months Ended December 31,

(Amounts in thousands, except percentages)

2025

2024

Gross profit

$

327,070 

$

291,428 

Gross profit margin

42.3 

%

45.0 

%

Gross profit for the three months ended December 31, 2025 increased $12.3 million, or 15.4%, as compared with the three months ended December 31, 2024. The increase was primarily a result of increased revenue and favorable freight costs, partially offset by increases in tariffs and material costs directly and indirectly driven by tariffs. Gross profit margin of 39.7% for the three months ended December 31, 2025 decreased as compared to 41.4% for the three months ended December 31, 2024. The decrease was driven by the inclusion of recent acquisitions and increases in tariffs and material costs, partially offset by pricing actions and favorable freight costs.

Gross profit for the nine months ended December 31, 2025 increased $35.6 million, or 12.2%, as compared with the nine months ended December 31, 2024. The increase was primarily a result of the increase in revenue and favorable freight costs, partially offset by increases in tariffs and material costs directly and indirectly driven by tariffs. Gross profit margin of 42.3% for the nine months ended December 31, 2025 decreased as compared to 45.0% for the three months ended December 31, 2024. The decrease was driven by the inclusion of recent acquisitions and increases in aforementioned tariffs and material costs, partially offset by pricing actions and favorable freight costs.

Operating Expenses

Three Months Ended December 31,

(Amounts in thousands, except percentages)

2025

2024

Operating expenses

$

75,105 

$

50,511 

Operating expenses as a percentage of revenues, net

32.2 

%

26.1 

%

Nine Months Ended December 31,

(Amounts in thousands, except percentages)

2025

2024

Operating expenses

$

198,076 

$

155,224 

Operating expenses as a percentage of revenues, net

25.6 

%

24.0 

%

Operating expenses for the three months ended December 31, 2025 increased $24.6 million, or 48.7%, as compared with the three months ended December 31, 2024. The increase was primarily due to added expenses related to the inclusion of MARS Parts, Aspen Manufacturing, Hydrotex and PF WaterWorks in the current period, including amortization of intangible assets and the acquisition-related transaction and integration expenses, as well as a nonrec

[Excerpt truncated for page length; source filing is linked above.]

Latest 10-K MD&A

Extracted between Item 7 and the next Item 7A/8 heading after HTML sanitization. Confidence: high. Filing date: 2026-05-26. Report date: 2026-03-31.

ITEM 7: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis is provided to increase the understanding of, and should be read in conjunction with, the accompanying consolidated financial statements and notes. See “Item 1A. Risk Factors” and the “Forward-Looking Statements” included in this Annual Report for a discussion of the risks, uncertainties and assumptions associated with these statements. Unless otherwise noted, all amounts discussed herein are consolidated.

EXECUTIVE OVERVIEW

Our Company

We are a diversified industrial growth company with a strategic focus on providing niche, value-added products in the end markets we serve. We operate in three business segments: Contractor Solutions, Specialized Reliability Solutions and Engineered Building Solutions. Our products include mechanical products for heating, ventilation, air conditioning and refrigeration ("HVAC/R"), plumbing products, grilles, registers and diffusers ("GRD"), building safety solutions and high-performance specialty lubricants and sealants. End markets that we serve include HVAC/R, architecturally-specified building products, plumbing, general industrial, energy, mining, electrical and rail transportation. Our manufacturing operations are concentrated in the United States (“U.S.”), Vietnam and Canada, and we have distribution operations in the U.S., Australia, Canada and the United Kingdom (“U.K.”). Our products are sold directly to end-users or through designated channels in over 100 countries around the world, primarily including the U.S., Canada, the U.K. and Australia.

Drawing on our innovative and proven technologies, we seek to deliver solutions primarily to contractors that place a premium on superior performance and reliability. We believe our brands are well known in the specific end markets we serve and have a reputation for high quality. We rely on both organic growth and inorganic growth through acquisitions to provide an increasingly broad portfolio of performance optimizing solutions that meet our customers’ ever-changing needs. We have a successful record of making attractive, synergistic acquisitions in support of this objective, and we remain focused on identifying additional acquisition opportunities in our core end markets.

Many of our products are used to protect the capital assets of our customers that are expensive to repair or replace and are critical to their operations. We have a source of recurring revenue from the maintenance, repair and overhaul and consumable nature of many of our products. We also provide some custom engineered products that strengthen and enhance our customer relationships. The reputation of our product portfolio is built on more than 100 well-respected brand names, such as AC Guard®, Air Sentry®, Aspen ManufacturingTM, Balco®, Cover Guard®, Deacon®, Duckt-Strip®, Dust Free®, Falcon Stainless®, Greco®, Hydrotex®, Jet-Lube®, Kopr-Kote®, Leak Freeze®, MARS®, Metacaulk®, No. 5®, OilSafe®, PF WaterWorksTM, ProAction Fluids®, PSP ProductsTM, RectorSeal®, Safe-T-Switch®, Shoemaker Manufacturing®, Smoke Guard®, TRUaire®, Turbo 200® and Whitmore®.

Since February 2025, the President of the United States has issued various executive orders to regulate imports by imposing country-specific tariffs on multiple nations around the world, including Vietnam and China, which are relevant to our business due to our manufacturing presence in Vietnam and our use of third-party manufacturing in China and other foreign countries. In addition, the United States has imposed and/or reimposed certain commodity-specific tariffs, including tariffs on steel, aluminum and copper, which are used as inputs for some of our products. We have responded by negotiating cost reductions with certain suppliers, transitioning certain sources of supply, and by raising prices to our customers on certain products across our three segments to partially offset the impact. In February 2026, the U.S. Supreme Court issued a decision invalidating tariffs imposed under the International Emergency Economic Powers Act ("IEEPA"). The ruling may allow for recovery of IEEPA tariff amounts previously paid, although the timing and administration of any potential IEEPA tariff refunds is uncertain and may be subject to further legal and regulatory developments. We are assessing our potential refund rights and are pursuing for a recovery of amounts paid; however this recovery will likely be subject to applicable procedures and may add complexity and uncertainty into our operations. Additionally, the current presidential administration has imposed tariffs on goods imported into the United States pursuant to legislative authorities other than IEEPA and has indicated that it may continue to pursue these policies in the future. The current situation is dynamic, and the ultimate effect will be dependent on the magnitude and duration of the tariffs and the countries implicated, as well as our ability to mitigate their impact, where we continue to actively assess and implement mitigation options.

The ongoing conflict in the Middle East, including active military operations in Iran beginning February 28, 2026, has contributed to disruptions in global shipping lanes, particularly through the Strait of Hormuz and the broader Persian Gulf region. While we do not source materials directly from Iran or the Persian Gulf region, the conflict has contributed to elevated crude oil prices, ocean and domestic freight and certain commodity costs and extended lead times from Asian suppliers as

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carriers reroute through alternative passages including the Cape of Good Hope. We are working with our logistics partners to mitigate these impacts and do not currently believe they will have a material adverse effect on our ability to meet customer demand, though we continue to monitor the situation closely.

Business Developments

During the fourth quarter of fiscal 2026, we committed to a plan to pursue a sale of the Greco US business and a strategic exit of the Greco Canada business (the "Greco Canada Exit"). As a result of these initiatives, we recorded a non-cash impairment expense of $15.6 million for the Greco US and Canada businesses, and recorded additional expenses of $2.1 million in connection with the Greco Canada Exit, both of which are reported in our Engineered Building Solutions segment.

On March 12, 2026, we acquired certain assets of Joyce Sales Group, LLC and Copper2Glass, LLC (collectively, “Duckt-Strip”) for a cash consideration of $21.0 million, which was funded with borrowings under our existing Revolving Credit Facility (as defined in Note 9). Duckt-Strip offers a differentiated, code‑compliant electrical cable solution purpose‑built for ductless HVAC/R systems.

On November 20, 2025, we acquired certain assets of ProAction Fluids, LLC (“ProAction Fluids”) for a cash consideration of $9.5 million, which was funded with borrowings under our existing Revolving Credit Facility. ProAction Fluids offers performance-tested drilling fluids, lubricants, sealants, and compounds for the horizontal directional drilling ("HDD") market that expand upon, and are complementary to, our existing general industrial product portfolio.

On November 5, 2025, we acquired certain assets of Hydrotex Holdings, Inc. (“Hydrotex”) for an aggregate purchase price of $17.0 million. The cash consideration was funded with borrowings under our existing Revolving Credit Facility. Hydrotex offers high-performance lubricants designed to enhance operational efficiency, reduce equipment wear, and extend service life that expand upon, and are complementary to, our existing general industrial products portfolio.

On November 4, 2025, we entered into a Fourth Amended and Restated Credit agreement (the "Fourth Credit Agreement") with JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”) and collateral agent, and the lenders, issuing banks and swingline lender party thereto. The Fourth Credit Agreement, among other things, provides for: (i) the continuation of the existing Revolving Credit Facility in the aggregate principal committed amount of up to $700.0 million; (ii) the extension of the maturity date of the Revolving Credit Facility until November 4, 2030; and (iii) the establishment of a new senior secured term loan “A” credit facility (the “TLA”) in an aggregate principal amount of up to $600.0 million, and having a maturity date of November 4, 2030.

On November 4, 2025, we acquired 100% of the equity interests of Dusk Acquisition Corporation and its wholly owned subsidiaries, Motors & Armatures, LLC and HVAC South, LLC (collectively, “MARS Parts”) for an aggregate purchase price of $658.1 million. The cash consideration was funded with a combination of the TLA (as defined in Note 9) and borrowings under our existing Revolving Credit Facility. MARS Parts was one of the largest providers of HVAC/R parts and supplies in North America, and a leading provider of motors and capacitors. With a product mix more heavily focused on repair versus replacement, we expect MARS Parts will strategically complement our current HVAC/R end market, which traditionally has been more focused on new unit installations and replacements.

On May 2, 2025, the Company entered into a Third Amended and Restated Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent, and other lenders party thereto. The Third Amended and Restated Credit Agreement renewed the Company’s existing Revolving Credit Facility, which refreshed the term for five years and increased the commitment to $700.0 million. Refer to Note 9 for additional information.

On May 1, 2025, the Company completed the acquisition of 100% of the equity interests of Aspen Manufacturing, LLC ("Aspen Manufacturing") for an aggregate purchase price of $327.6 million, which was funded with cash on hand and borrowings under our existing Revolving Credit Facility. Aspen Manufacturing is one of the largest independent evaporator coil and air handler manufacturers for the HVAC/R industry and is recognized as a leader in product quality and indoor comfort. Aspen Manufacturing’s current product suite includes a vast range of high-quality residential and light commercial evaporator coils, blowers, and air handling units for single-family, multi-family, and manufactured homes.

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Our Markets

HVAC/R

The HVAC/R market is our largest market served and it represented approximately 59% and 56% of our net revenues in the years ended March 31, 2026 and 2025, respectively. We provide an extensive array of products for installation, repair and maintenance of HVAC/R systems that includes condensate switches, pans and pumps, GRD, refrigerant caps, line set covers and other chemical and mechanical products. The industry is driven by replacement and repair of existing HVAC/R systems, as well as new construction projects. New HVAC/R systems are heavily influenced by macro trends, while replacement and repair of existing HVAC/R systems are dependent on weather and age of unit. The HVAC/R market tends to be seasonal with the peak sales season beginning in March and continuing through August. Construction and repair is typically performed by contractors, and we utilize our global distribution network to drive sales of our brands to such contractors.

Architecturally-Specified Building Products

Architecturally-specified building products represented approximately 14% and 17% of our net revenues in the years ended March 31, 2026 and 2025, respectively. We manufacture and sell products such as engineered railings, smoke and fire protection systems, expansion joints and stair edge nosings for end use customers including multi-family residential buildings, educational facilities or institutions, warehouses, construction companies, plant maintenance customers, building contractors and repair service companies. Sales of these products are driven by architectural specifications and safety and building codes. The sales process is typically long as these can be multi-year construction projects. The construction market, both commercial and multi-family, is a key driver for sales of architecturally-specified building products.

Plumbing

The plumbing market represented approximately 9% and 8% of our net revenues in the years ended March 31, 2026 and 2025, respectively. We provide many products to the plumbing industry including thread sealants, solvent cements, fire-stopping products, condensate switches and trap guards, water and gas connectors, as well as other mechanical products, such as drain traps. Installation is typically performed by contractors, and we utilize our global distribution network to drive sales of our products to contractors.

General Industrial

The general industrial end market represented approximately 6% and 7% of our net revenues in the years ended March 31, 2026 and 2025, respectively. We provide products focused on asset protection and reliability, including lubricants, desiccant breathers and fluid management products. The general industrial market includes the manufacture of chemicals, steel, cement, food and beverage, pulp and paper and a wide variety of other processed materials. We serve this market primarily through a network of distributors.

Energy

The energy market represented approximately 4% and 5% of our net revenues in the years ended March 31, 2026 and 2025, respectively. We provide market-leading lubricants and anti-seize compounds, as well as greases, for use in oilfield drilling activity and maintenance of oilfield drilling and valve related equipment. We sell our products primarily through distributors that are strategically situated near the major oil and gas producing areas across the globe. The outlook for the energy industry is heavily dependent on the global demand expectations from developed and emerging economies, as well as oil price and local government policies relative to oil exploration, drilling, storage and transportation.

Mining

The mining market represented approximately 3% and 3% of our net revenues in the years ended March 31, 2026 and 2025, respectively. Across the globe, we provide market-leading lubricants to open gears used in large mining excavation equipment, primarily through direct sales agents, as well as a network of strategic distributors. The North American mining industry is heavily weighted toward coal production and has experienced headwinds due to continued decline in domestic coal demand, partially mitigated by the seaborne coal export market. Globally, coal demand has been robust, and focused efforts in coal markets outside of the U.S., coupled with enhanced focus on markets such as iron, gold, diamonds and uranium in Southeast Asia, South America, and Africa have delivered growth that has generally offset the weakness in North American coal demand. Outside of coal, the mining market tends to move with global industrial output as basic industrial metals such as copper, tin, aluminum, and zinc, which are critical inputs to many industrial products.

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Electrical

The electrical market represented approximately 3% and 2% of our net revenues in the years ended March 31, 2026 and 2025, respectively. We provide products for electrical wire installation such as wire pulling tools, accessories and cleaners as well as surge protection and load management products. We utilize differentiated technology for electrical management devices to ensure reliability, vigor, and strength. We serve this market primarily through a network of distributors.

Rail Transportation

The rail transportation market represented approximately 1% and 2% of our net revenues in each of the years ended March 31, 2026 and 2025. We provide an array of products into the rail transportation industry, including lubricants and lubricating devices for rail transportation lines, which increase efficiency, reduce noise and extend the life of rail transportation equipment such as rails and wheels. We leverage our technical expertise to build relationships with key decision makers to ensure our products meet required specifications. We sell our products primarily through a direct sales force, as well as through distribution partners. End markets for rail transportation include Class 1 Rail as the primary end market in North America and Transit Rail as the primary end market in all other geographies. Cyclical product classes such as farm products and petrochemical products can impact volumes in Class 1 Rail. While coal transport is diminishing demand for Class 1 Rail in North America, global investment in Transit Rail systems is expected to more than offset this decline.

Our Outlook

For fiscal 2027, we hold a positive view of our primary end markets and remain focused on competitive outperformance through our strategic and operational strengths. Each of our three segments is expected to deliver revenue and profit growth, driven by product expansion, market share gains, acquisition synergies and pricing improvements. Strong operating cash flows are anticipated to support our capital allocation strategy. We are confident in our strategy and our team's ability to execute.

We expect to maintain a strong balance sheet in fiscal year 2027, which provides us with access to capital through our cash on hand, internally-generated cash flow and availability under our Revolving Credit Facility. Our capital allocation strategy continues to guide our investing decisions, with a priority to direct capital to the highest risk adjusted return opportunities, within the categories of organic growth, strategic acquisitions and the return of cash to shareholders through our share repurchase and dividend programs. With the strength of our financial position, we will continue to invest in financially and strategically attractive expanded product offerings, key elements of our long-term strategy of targeting long-term profitable growth. We will continue to invest our capital in maintaining our facilities and in continuous improvement initiatives. We recognize the importance of, and remain committed to, continuing to drive organic growth, as well as investing additional capital in opportunities with attractive risk-adjusted returns, driving increased penetration in the end markets we serve. We remain disciplined in our approach to acquisitions, particularly as it relates to our assessment of valuation, prospective synergies, diligence, cultural fit and ease of integration, especially in light of economic conditions.

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RESULTS OF OPERATIONS

The following discussion provides an analysis of our consolidated results of operations and results for each of our segments.

Duckt-Strip activity has been included in our consolidated results of operations and in the operating results of our Contractor Solutions segment since the March 12, 2026 date of acquisition. MARS Parts activity has been included in our consolidated results of operations and in the operating results of our Contractor Solutions segment since the November 4, 2025 date of acquisition. Aspen Manufacturing activity has been included in our consolidated results of operations and in the operating results of our Contractor Solutions segment since the May 1, 2025 date of acquisition. ProAction Fluids activity has been included in our consolidated results of operations and in the operating results of our Specialized Reliability Solutions segment since the November 20, 2025 date of acquisition. Hydrotex activity has been included in our consolidated results of operations and in the operating results of our Specialized Reliability Solutions segment since the November 5, 2025 date of acquisition. PF Waterworks activity has been included in our consolidated results of operations and in the operating results of our Contractor Solutions segment since the November 4, 2024 date of acquisition. PSP Products activity has been included in our consolidated results of operations and in the operating results of our Contractor Solutions segment since the August 1, 2024 date of acquisition. Dust Free activity has been included in our consolidated results of operations and in the operating results of our Contractor Solutions segment since the February 6, 2024 date of acquisition. All acquisitions are described in Note 2 to our consolidated financial statements included in Item 8 of this Annual Report.

Net Revenues

Year Ended March 31,

(amounts in thousands)

2026

2025

2024

Revenues, net

$

1,082,549 

$

878,301 

$

792,840 

Net revenues for the year ended March 31, 2026 increased $204.2 million, or 23.3%, as compared with the year ended March 31, 2025. The increase was primarily due to the acquisitions of MARS Parts, Aspen Manufacturing, Hydrotex, ProAction Fluids and PF WaterWorks ($222.6 million, or 25.3%). Excluding the impact of the acquisitions, organic sales decreased $18.4 million, or 2.1%, from the prior year due to lower unit volumes partially offset by pricing actions. Net revenue increased in the HVAC/R, plumbing, electrical, mining, and general industrial end markets and decreased in the energy end market.

Net revenues for the year ended March 31, 2025 increased $85.5 million, or 10.8%, as compared with the year ended March 31, 2024. The increase was partially due to the acquisitions of Dust Free, PSP Products, and PF WaterWorks ($47.5 million or 6.0%). Excluding the impact of the acquisitions, organic sales increased $37.9 million, or 4.8%, from the prior year due to increased unit volumes and pricing actions. Net revenue increased in the HVAC/R, electrical, general industrial, architecturally-specified building products, and plumbing end markets and decreased in the energy, mining and rail transportation end markets.

Net revenues into the Americas, Europe, Middle East and Africa ("EMEA") and the Asia Pacific regions for the years ended March 31, 2026, 2025 and 2024 are presented below. The presentation of net revenues by geographic region is based on the location of the customer. For additional information regarding net revenues by geographic region, see Note 21 to our consolidated financial statements included in Item 8 of this Annual Report.

Year Ended March 31,

2026

2025

2024

Americas

95%

94%

94%

EMEA

3%

4%

4%

Asia Pacific Regions

2%

2%

2%

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Gross Profit and Gross Profit Margin

Year Ended March 31,

(amounts in thousands, except percentages)

2026

2025

2024

Gross profit

$

453,682 

$

393,312 

$

350,745 

Gross profit margin

41.9 

%

44.8 

%

44.2 

%

Gross profit for the year ended March 31, 2026 increased $60.4 million, or 15.3%, as compared with the year ended March 31, 2025. The increase was primarily a result of the increase in revenue and favorable freight costs, partially offset by increases in tariffs and material costs directly and indirectly driven by tariffs, acquisition integration expenses, a discrete inventory write-down associated with a realignment of our distribution strategy and Greco Canada Exit related expenses. Gross profit margin for the year ended March 31, 2026 of 41.9% decreased from 44.8% for the year ended March 31, 2025. The decrease was primarily driven by the inclusion of recent acquisitions and the aforementioned expenses, partially offset by pricing actions and favorable freight costs.

Gross profit for the year ended March 31, 2025 increased $42.6 million, or 12.1%, as compared with the year ended March 31, 2024. The increase was primarily a result of the increased net revenue, including the recent acquisitions of Dust Free, PSP Products, and PF WaterWorks. Gross profit margin for the year ended March 31, 2025 of 44.8% increased from 44.2% for the year ended March 31, 2024. The increase was primarily the result of the Contractor Solutions segment growing at a faster rate than the other segments.

Selling, General and Administrative Expense

Year Ended March 31,

(amounts in thousands, except percentages)

2026

2025

2024

Selling, general and administrative expenses (a)

$

285,147 

$

212,064 

$

191,627 

Selling, general and administrative expenses as a % of revenues

26.3 

%

24.1 

%

24.2 

%

(a) Impairment expenses included.

Selling, general and administrative expenses for the year ended March 31, 2026 increased $73.1 million, or 34.5%, as compared with the year ended March 31, 2025. The increase was primarily due to the inclusion of MARS Parts, Aspen Manufacturing, PSP Products, Hydrotex and PF WaterWorks acquisitions in the current period, including amortization of intangible assets, a $15.6 million impairment related to the Greco businesses, expenses related to the Greco Canada Exit, as well as acquisition related transaction and integration expenses. The increase in selling, general and administrative expenses as a percentage of sales was primarily attributable to the operating expenses increasing by a greater percentage than the revenue increase.

Selling, general and administrative expenses for the year ended March 31, 2025 increased $20.4 million, or 10.7%, as compared with the year ended March 31, 2024. The increase was primarily due to added expenses related to the inclusion of Dust Free, PSP Products, and PF WaterWorks in the current period, including amortization of intangible assets, and increased expenses related to completed and pending acquisitions (including a $2.1 million increase in the fair value of contingent consideration liability for PSP Products), business integrations, strategic development activities, and increased employee compensation to support business growth. The increase was partially offset by a prior year trademark impairment that did not recur. The Selling, general and administrative expenses as a percentage of sales in the current year was comparable to the prior year.

Operating Income and Operating Margin

Year Ended March 31,

(amounts in thousands, except percentages)

2026

2025

2024

Operating income

$

168,535 

$

181,248 

$

159,118 

Operating margin

15.6 

%

20.6 

%

20.1 

%

Operating income for the year ended March 31, 2026 decreased by $12.7 million, or 7.0%, as compared with the year ended March 31, 2025. The decrease was a result of the $73.1 million increase in selling, general and administrative expense as discussed above, partially offset by $60.4 million increase in gross profit.

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Operating income for the year ended March 31, 2025 increased by $22.1 million, or 13.9%, as compared with the year ended March 31, 2024. The increase was a result of the $42.6 million increase in gross profit, partially offset by the $20.4 million increase in selling, general and administrative expense as discussed above.

Other income and expense

Interest expense, net for the year ended March 31, 2026 increased $22.0 million, or 8,182.4%, to $22.2 million, as compared with the year ended March 31, 2025, due to increased borrowing under our Revolving Credit Facility and TLA to fund the acquisitions (discussed in Note 2) and share repurchasing activities (discussed in Note 13).

Interest expense, net for the year ended March 31, 2025 decreased $12.5 million to $0.3 million, or 97.9%, as compared with the year ended March 31, 2024, due to the lower average borrowing under our Revolving Credit Facility, as a result of strong operating cash flows generated and the repayment of the outstanding balance under our Revolving Credit Facility, as discussed in Note 9, using the proceeds from the follow-on equity offering completed in September 2024, as discussed in Note 13. The interest income generated by our cash proceeds from the equity offering and invested in money market funds also contributed to the net interest expense decrease

Other expense, net decreased by $0.1 million for the year ended March 31, 2026 to expense of $0.7 million as compared with the year ended March 31, 2025. The decrease was primarily due to the foreign currency gains/losses related to transactions in currencies other than functional currencies.

Other expense, net decreased by $5.1 million for the year ended March 31, 2025 to net expense of $0.9 million as compared with net expense of $5.9 million for the year ended March 31, 2024. During the year ended March 31, 2025, a non-cash $0.9 million tax indemnification asset related to the Falcon acquisition was released and recognized in other expense. During the year ended March 31, 2024, $8.5 million in non-cash tax indemnification assets related to the T.A. Industries, Inc. (“TRUaire”) and Falcon acquisitions were released and recognized in other expense. The decrease in other expense was due to the above mentioned releases of non-cash tax indemnification assets, as well as a $1.4 million gain reported in the previous year in connection with the sale of a property previously held for investment that did not recur. The remaining change is attributed to foreign currency gains/losses related to transactions in currencies other than functional currencies.

Provision for Income Taxes and Effective Tax Rate

The effective tax rates for the years ended March 31, 2026, 2025 and 2024 were 22.5%, 23.7% and 27.0%, respectively. As compared with the statutory rate for the year ended March 31, 2026, the provision for income taxes was primarily impacted by state tax expense (net of federal benefits), which increased the provision by $5.5 million and effective rate by 3.8%; executive compensation limitation, which increased the provision by $1.7 million and the effective tax rate by 1.2%; and Canada's foreign tax effect, driven primarily by an impairment impact of $1.2 million and 0.8%, which increased the provision by $1.7 million and the effective tax rate by 1.2%. This was partially offset by UTP which decreased the provision by $5.2 million ($6.4 million UTP release offset by $1.0 million of additional penalties and interest) and the effective tax rate by 3.6%.

As compared with the statutory rate for the year ended March 31, 2025, the provision for income taxes was primarily impacted by the state tax expense, which increased the provision by $6.3 million and the effective rate by 3.5%, executive compensation limitation, which increased the provision by $2.1 million and the effective rate by 1.1%. This was offset by UTP, which decreased the provision by $2.3 million ($3.6 million UTP release offset by $1.3 million additional penalties and interest) and the effective tax rate by 1.3%; tax benefits related to restricted stock vesting, which decreased the provision by $1.4 million and the effective tax rate of 0.8% and IRC section 250 deductions, which decreased the provision by $1.2 million and the effective tax rate of 0.7%.

Business Segments

We conduct our operations through three business segments based on the type of product and how we manage the businesses. We evaluate segment performance and allocate resources based on each segment’s operating income. The key operating results for our three business segments are discussed below.

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Contractor Solutions Segment Results

Our Contractor Solutions segment manufactures efficiency and performance enhancing products predominantly for residential and commercial HVAC/R and plumbing applications, which are designed primarily for the professional trades.

Year Ended March 31,

(amounts in thousands, except percentages)

2026

2025

2024

Revenues, net

$

810,317 

$

617,331 

$

536,494 

Operating income

175,676 

165,893 

142,037 

Operating margin

21.7 

%

26.9 

%

26.5 

%

Net revenues for the year ended March 31, 2026 increased $193.0 million, or 31.3%, as compared with the year ended March 31, 2025. The increase was due to the acquisitions of MARS Parts, Aspen Manufacturing, and PF WaterWorks ($215.1 million or 34.8%). Excluding the impact of acquisitions, organic sales decreased by $22.1 million, or 3.6%, due to lower unit volumes partially offset by pricing actions. Net revenue increased in all end markets served.

Net revenues for the year ended March 31, 2025 increased $80.8 million, or 15.1%, as compared with the year ended March 31, 2024. The increase was partially due to the acquisitions of Dust Free, PSP Products, and PF WaterWorks ($47.5 million or 8.9%). Excluding the impact of acquisitions, organic sales increased $33.3 million, or 6.2%, due primarily to an increase in unit volumes and pricing actions. Net revenue increased in the HVAC/R, electrical, and plumbing end markets and decreased in the architecturally-specified building products end market.

Operating income for the year ended March 31, 2026 increased $9.8 million, or 5.9%, as compared with the year ended March 31, 2025. The increase was primarily due to the increased revenue and favorable freight costs, partially offset by higher intangible assets amortization resulting from acquisitions, increased tariffs, $9.5 million of acquisition related transaction and integration expenses and a discrete inventory write-down associated with a realignment of our distribution strategy. Operating margin of 21.7% for the year ended March 31, 2026 decreased as compared to 26.9% for the year ended March 31, 2025. This decrease was due to the inclusion of recent acquisitions, including the related amortization, transaction and integration costs, and aforementioned expenses, partially offset by pricing actions and lower freight costs.

Operating income for the year ended March 31, 2025 increased $23.9 million, or 16.8%, as compared with the year ended March 31, 2024. The increase was primarily due to the increased net revenue, including the acquisition of Dust Free, PSP Products, and PF WaterWorks, which was partially offset by increased freight and expenses related to completed and pending acquisitions, including a $2.1 million increase in fair value of the contingent consideration liability related to PSP Products acquisition. Operating margin of 26.9% for the year ended March 31, 2025 increased as compared to 26.5% for the year ended March 31, 2024. This increase was primarily due to pricing actions and a prior year trademark impairment that did not recur, which offset the impact from the aforementioned increases in freight and acquisition related expenses, including amortization of intangible assets, and increased employee compensation.

Specialized Reliability Solutions Segment Results

The Specialized Reliability Solutions segment provides long-established products for increasing the reliability, performance and lifespan of industrial assets and solving equipment maintenance challenges.

Year Ended March 31,

(amounts in thousands, except percentages)

2026

2025

2024

Revenues, net

$

160,111 

$

147,641 

$

149,614 

Operating income

22,079 

22,673 

22,266 

Operating margin

13.8 

%

15.4 

%

14.9 

%

Net revenues for the year ended March 31, 2026 increased $12.5 million, or 8.4%, as compared with the year ended March 31, 2025. The increase was partially due to the acquisitions of Hydrotex and ProAction Fluids ($7.5 million or 5.1%). Organic revenue also increased $5.0 million, or 3.4% due to higher unit volume and pricing actions. Net revenue increased in the mining and general industrial end markets and decreased in the energy end market.

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Net revenues for the year ended March 31, 2025 decreased $2.0 million, or 1.3%, as compared with the year ended March 31, 2024. The decrease was primarily due to lower unit volumes. Net revenue decreased in the energy, mining and rail transportation end markets and increased in the general industrial end market.

Operating income for the year ended March 31, 2026 decreased $0.6 million, or 2.6%, as compared with the year ended March 31, 2025. The decrease was primarily due to the inclusion of acquisitions, including related amortization, transaction and integration expenses, increased material costs and restructuring expenses, partially offset by increased revenue. Operating margin of 13.8% for the year ended March 31, 2026 decreased as compared to 15.4% for the year ended March 31, 2025. This decrease was due to the aforementioned expenses, partially offset by higher revenue.

Operating income for the year ended March 31, 2025 increased $0.4 million, or 1.8%, as compared with the year ended March 31, 2024. The increase was primarily due to modest inventory adjustments, partially offset by an unfavorable product mix as revenue grew at a faster pace for our lower margin JV products, as well as increased shipping expenses to strategically transfer inventory to international locations ahead of the anticipated tariff changes. Operating margin of 15.4% for the year ended March 31, 2025 increased as compared to 14.9% for the year ended March 31, 2024. This increase was primarily due to gross margin improvement as a result of the aforementioned inventory adjustments, partially offset by the lower margin product mix in the current year and the increased shipping expenses related to inventory transfer.

Engineered Building Solutions Segment Results

The Engineered Building Solutions segment provides primarily code-driven products focused on life safety that are engineered to provide aesthetically-pleasing solutions for the construction, refurbishment and modernization of commercial, institutional, and multi-family residential buildings.

Year Ended March 31,

(amounts in thousands, except percentages)

2026

2025

2024

Revenues, net

$

119,911 

$

121,119 

$

114,741 

Operating income

(1,179)

19,187 

18,704 

Operating margin

(1.0)

%

15.8 

%

16.3 

%

Net revenues for the year ended March 31, 2026 decreased $1.2 million, or 1.0%, as compared with the year ended March 31, 2025. The decrease was primarily due to strategic pricing in response to competitive pressures.

Net revenues for the year ended March 31, 2025 increased $6.4 million, or 5.6%, as compared with the year ended March 31, 2024. The increase was primarily due to the continued conversion of strong project bookings into revenue and market expansion.

Operating income for the year ended March 31, 2026 decreased $20.4 million, or 106.1%, as compared with the year ended March 31, 2025. The decrease was driven by the $15.6 million impairment expense for the Greco business and expenses related to the Greco Canada Exit of $2.1 million, in addition to increased material costs and the aforementioned pricing strategies. Operating margin of (1.0)% for the year ended March 31, 2026 decreased as compared to 15.8% for the year ended March 31, 2025. This decrease was due to the aforementioned expenses.

Operating income for the year ended March 31, 2025 increased $0.5 million, or 2.6%, as compared with the year ended March 31, 2024. The increase was due to the higher net revenue and effective management of operating costs that were partially offset by the prior year $1.2 million gain recognized from the sale of a property previously used in operations that did not recur. Operating margin of 15.8% for the year ended March 31, 2025 decreased as compared to 16.3% for the year ended March 31, 2024. This decrease was primarily due to the aforementioned gain on sale of property that did not recur, partially offset by the effective management of operating costs.

For additional information on segments, see Note 21 to our consolidated financial statements included in Item 8 of this Annual Report.

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LIQUIDITY AND CAPITAL RESOURCES

General

Existing cash on hand, cash generated by operations and borrowings available under our Revolving Credit Facility ("Revolver Borrowings") are our primary sources of short-term liquidity. Our ability to consistently generate strong cash flow from our operations is one of our most significant financial strengths; it enables us to invest in our people and our brands, make capital investments and strategic acquisitions, provide a cash dividend program, and from time-to-time, repurchase shares of our common stock. Additionally, we use our Revolver Borrowings to support our working capital requirements, capital expenditures and strategic acquisitions. We seek to maintain adequate liquidity to meet working capital requirements, fund capital expenditures, make scheduled principal and interest payments on debt and meet our contingent consideration obligations. Absent significant deterioration of market conditions, we believe that cash flows from operating and financing activities, primarily Revolver Borrowings, will provide adequate resources to satisfy our working capital, scheduled principal and interest payments on debt, anticipated dividend payments, periodic share repurchases, contingent consideration obligations and anticipated capital expenditure requirements for both our short-term and long-term capital needs.

Cash Flow Analysis

Year Ended March 31,

(amounts in thousands)

2026

2025

2024

Net cash provided by operating activities

$

149,653 

$

168,362 

$

164,332 

Net cash used in investing activities

(1,043,073)

(102,221)

(42,504)

Net cash provided by (used in) provided by financing activities

701,474 

138,047 

(117,023)

Our cash balance at March 31, 2026 was $33.8 million, as compared with $225.8 million at March 31, 2025.

For the year ended March 31, 2026, our cash provided by operating activities was $149.7 million, as compared with $168.4 million and $164.3 million for the years ended March 31, 2025 and 2024, respectively.

•Working capital used cash for the year ended March 31, 2026 due to higher inventories ($36.8 million), higher accounts receivable ($27.1 million), higher prepaid expenses and other current assets ($5.2 million), partially offset by higher accounts payable and other current liabilities ($10.7 million).

•Working capital used cash for the year ended March 31, 2025 due to higher inventories ($35.7 million), higher accounts receivable ($9.1 million, and higher prepaid expenses and other current assets ($1.4 million), partially offset by higher accounts payable and other current liabilities ($21.7 million).

•Working capital provided cash for the year ended March 31, 2024 due to higher accounts payable and other current liabilities ($12.3 million), lower inventories ($10.4 million) and lower prepaid expenses and other current assets ($4.6 million), partially offset by higher accounts receivable ($17.9 million).

Cash flows used in investing activities during the year ended March 31, 2026 were $1,043.1 million as compared with $102.2 million and $42.5 million for the years ended March 31, 2025 and 2024, respectively.

•Capital expenditures during the years ended March 31, 2026, 2025 and 2024 were $17.3 million, $16.3 million and $16.6 million, respectively. Our capital expenditures have been focused on continuous improvement and automation, safety enhancements, capacity expansion, enterprise resource planning systems and new product introductions.

•During the year ended March 31, 2026, $4.8 million was paid to acquire long-term minority investments.

•During the year ended March 31, 2026, we acquired Duckt-Strip for a purchase price of $21.0 million.

•During the year ended March 31, 2026, we acquired MARS Parts for an aggregate purchase price of $658.1 million, including $650.0 million in cash consideration, estimated cash on balance sheet at close of $4.1 million, and contingent consideration initially measured at $4.0 million.

•During the year ended March 31, 2026, we acquired ProAction Fluids for a cash purchase price of $9.5 million.

•During the year ended March 31, 2026, we acquired Hydrotex for an aggregate purchase price of $17.0 million, including $17.0 million in cash consideration and working capital adjustment of less than $0.1 million.

•During the year ended March 31, 2026, we acquired Aspen Manufacturing for an aggregate purchase price of $327.6 million, including $313.5 million in cash consideration and working capital adjustment of $14.1 million.

•During the year ended March 31, 2025, we acquired PF WaterWorks for an aggregated purchase price of $45.6 million, including $40.0 million in cash consideration and a working capital true-up adjustment of $2.6 million at closing. We acquired PSP Products for an aggregated purchase price of $51.3 million, including $32.5 million in cash

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consideration at closing and a working capital true-up adjustment of $7.0 million. We also paid $3.2 million cash for an immaterial acquisition.

•During the year ended March 31, 2025, $2.5 million was paid to acquire long-term minority investments.

•During the year ended March 31, 2024, we acquired Dust Free for an aggregate purchase price of $34.2 million, including $27.3 million in cash consideration, net of cash received. We also paid $2.6 million cash for immaterial acquisitions.

Cash flows provided by (used in) in financing activities during the years ended March 31, 2026, 2025 and 2024 were $701.5 million, $138.0 million and $(117.0) million, respectively. Cash outflows resulted from:

•Net borrowings (payments) from our Revolving Credit Facility and TLA of $871.5 million, $(166.0) million and $(87.0) million during the years ended March 31, 2026, 2025 and 2024, respectively.

•Payments of $5.3 million, $0.0 million and $0.0 million of underwriting discounts and fees in connection with amending our Revolving Credit Facility and establishing our TLA during the years ended March 31, 2026, 2025 and 2024, respectively, as discussed in Note 9 to our consolidated financial statements included in Item 8 of this Annual Report.

•Distributions from the redeemable noncontrolling interest shareholder for its investment in the consolidated Whitmore JV of $2.0 million, $0.0 million and $0.0 million during the years ended March 31, 2026, 2025 and 2024, respectively, as discussed in Note 3 to our consolidated financial statements included in Item 8 of this Annual Report.

•Payments of contingent consideration of $12.0 million, $1.1 million and $3.0 million during the years ended March 31, 2026, 2025 and 2024, respectively.

•Repurchases of shares under our share repurchase programs (as discussed in Note 13 to our consolidated financial statements included in Item 8 of this Annual Report) of $127.5 million, $18.3 million and $10.5 million during the years ended March 31, 2026, 2025 and 2024, respectively.

•In connection with the vesting of share awards, $8.1 million, $9.4 million and $5.0 million were tendered by employees to satisfy minimum tax withholding requirements during the years ended March 31, 2026, 2025 and 2024, respectively.

•During the year ended March 31, 2025, we received proceeds of $347.4 million, net of underwriting fees and discounts and expenses incurred directly related to the offering, in connection with our September 2024 follow-on equity offering (as discussed in Note 13 to our consolidated financial statements included in Item 8 of this Annual Report).

•Dividend payments of $18.0 million, $14.6 million and $11.8 million were paid during the years ended March 31, 2026, 2025 and 2024, respectively.

We believe that available cash and cash equivalents, cash flows generated through operations and cash available under our Revolving Credit Facility will be sufficient to meet our liquidity needs, including capital expenditures, for at least the next 12 months.

Acquisitions

We regularly evaluate acquisition opportunities of various sizes. The cost and terms of any financing to be raised in conjunction with any acquisition, including our ability to raise capital, is a critical consideration in any such evaluation. During the year ended March 31, 2026, we acquired Duckt-Strip for an aggregate purchase price of $21.0 million, ProAction Fluids for an aggregate purchase price of $9.5 million, Hydrotex for an aggregate purchase price of $17.0 million, MARS Parts for an aggregate purchase price of $658.1 million, and Aspen Manufacturing for an aggregate purchase price of $327.6 million. During the year ended March 31, 2025, we acquired PF WaterWorks for an aggregate purchase price of $45.8 million and PSP Products for an aggregate purchase price of $51.3 million. These acquisitions were funded through a combination of cash on hand and borrowings under our Revolving Credit Facility and TLA. See Note 2 to our consolidated financial statements included in Item 8 of this Annual Report for a discussion of our acquisitions.

Debt

Our long-term debt obligation consists of the Revolving Credit Facility and TLA with a maturity date in fiscal 2030. As of March 31, 2026, we had $279.0 million and $592.5 million outstanding under the Revolving Credit Facility and TLA, respectively, which resulted in a borrowing capacity of $419.7 million (net of credit utilization). See Note 9 to our consolidated financial statements included in Item 8 of this Annual Report for a discussion of our indebtedness.

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Dividends

Total dividends of $18.0 million were paid during the year ended March 31, 2026. On April 2, 2026, we announced a quarterly dividend increase to $0.30 per share, which was paid on May 8, 2026 to shareholders of record as of April 24, 2026. We currently expect to continue to pay a regular quarterly dividend to shareholders in the future, but such payments are subject to approval of our Board of Directors and are dependent upon our financial condition, results of operations, capital requirements, and other factors, including those set forth under Item 1A. "Risk Factors" of this Annual Report. See Note 13 to our consolidated financial statements included in Item 8 of this Annual Report for a discussion of dividends.

Share Repurchase Program

On November 18, 2024, we announced that our Board of Directors authorized a new $200.0 million share repurchase program, which replaced the previously announced $100.0 million program. On December 15, 2025, we announced an expansion of our current share repurchase program authorization from $200.0 million to $250.0 million. Under the current $250.0 million repurchase program, 503,076 and 20,045 shares were repurchased during the year ended March 31, 2026 and 2025, respectively, for $127.5 million and $6.8 million, respectively. Under the prior $100.0 million repurchase program, no shares were repurchased during the year ended March 31, 2026 and 39,157 shares were repurchased during the year ended March 31, 2025 for $11.5 million. A total of 92,290 shares had been repurchased for an aggregate amount of $21.9 million under the prior $100.0 million program. As of March 31, 2026, a total of 523,121 shares were repurchased for an aggregate amount of $134.3 million under the current $250.0 million program. Our Board of Directors has established an expiration of December 31, 2026 for the current $250.0 million repurchase program and we currently expect to continue to repurchase shares in the near future, but such repurchases are dependent upon our financial condition, results of operations, capital requirements, and other factors, including those set forth under Item 1A. Risk Factors of this Annual Report. See Note 13 to our consolidated financial statements included in Item 8 of this Annual Report for a discussion of our share repurchase program.

Capital Expenditures

During the year ended March 31, 2026, we invested $17.3 million in capital expenditures related to continuous improvement and automation, safety, capacity expansion, enterprise resource planning systems and new product introductions. We plan to continue investing in capital expenditures in the future to improve manufacturing productivity, enhance operational safety, upgrade information technology infrastructure and security and implement advanced technologies for our existing facilities.

Contractual Obligations

Our contractual obligations as of March 31, 2026 primarily included purchase obligations and operating lease commitments. Purchase obligations include agreements to purchase goods or services that are enforceable, legally binding and specify all significant terms, including: fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. Purchase obligations exclude agreements that are cancellable without penalty. We expect to incur $80.4 million in purchase obligations over the next 12 months. For operating lease commitments, see Note 10 to our consolidated financial statements included in Item 8 of this Annual Report.

CRITICAL ACCOUNTING ESTIMATES

The process of preparing financial statements in conformity with U.S. GAAP requires the use of estimates and assumptions to determine reported amounts of certain assets, liabilities, revenues and expenses and the disclosure of related contingent assets and liabilities. These estimates and assumptions are based upon information available at the time of the estimates or assumptions, including our historical experience, where relevant. The most significant estimates made by management include the realization of the deferred taxes and measurement of tax reserves and valuation of goodwill and indefinite-lived intangible assets, both at the time of initial acquisition, as well as part of recurring impairment analyses, as applicable. The significant estimates are reviewed at least annually, if not quarterly, by management. Because of the uncertainty of factors surrounding the estimates, assumptions and judgments used in the preparation of our financial statements, actual results may differ from the estimates, and the difference may be material.

Our critical accounting policies are those policies that are both most important to our financial condition and results of operations and require the most difficult, subjective or complex judgments on the part of management in their application, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. We believe that the following represent our critical accounting policies. For a summary of all of our significant accounting policies, see Note 1 to our

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consolidated financial statements included in Item 8 of this Annual Report. Management has discussed our critical accounting estimates and policies with the Audit Committee of our Board of Directors.

Deferred Taxes and Tax Reserves

Deferred tax assets and liabilities are determined based on temporary differences between the financial statement carrying amounts and the tax basis of assets and liabilities, applying enacted tax rates expected to be in effect for the year in which the differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Based on the evaluation of available evidence, both positive and negative, we recognize future tax benefits, such as net operating loss carryforwards and tax credit carryforwards, to the extent that these benefits are more likely than not to be realized. We base our judgment of the recoverability of our deferred tax assets primarily on historical earnings, our estimate of current and expected future earnings using historical and projected future operating results, and prudent and feasible tax planning strategies.

The amount of income taxes we pay is subject to ongoing audits by federal, state and foreign tax authorities, which may result in proposed assessments. Significant judgment is required in determining income tax provisions and evaluating tax positions. We establish reserves for open tax years for uncertain tax positions that may be subject to challenge by various taxing authorities. The consolidated tax provision and related accruals include the impact of such reasonably estimable losses and related interest and penalties as deemed appropriate. Tax benefits recognized in the financial statements from uncertain tax positions are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement.

During the year ended March 31, 2026, we released a reserve of $6.4 million including accrued interest of $1.5 million and accrued penalty of $1.0 million, as a result of the lapse of statute for the 2018, 2020 and 2021 periods. We also recorded additional accrued interest of $0.9 million and accrued penalty of $0.1 million on historical tax positions, as well as an additional $1.1 million reserve and a corresponding tax indemnification asset in connection with the Falcon ($0.1 million) and Aspen ($1.0 million) acquisitions. The Company expects $6.4 million of existing reserves for UTPs to either be settled or expire within the next 12 months as the statutes of limitations expire.

During the year ended March 31, 2025, we released a reserve of $3.6 million including accrued interest of $0.6 million and accrued penalty of $0.5 million, as a result of the lapse of statute for the 2020 period. We also recorded additional accrued interest of $1.2 million and accrued penalty of $0.2 millions on historical tax positions.

Our federal income tax returns remain subject to examination for the years ended March 31, 2025, 2024 and 2023. Our income tax returns for Falcon's pre-acquisition periods including calendar years 2022 (partial year), 2021, 2020 and 2019 remain subject to examinations. Our income tax returns for TRUaire's pre-acquisition periods including calendar years 2017, 2018, 2019 and 2020 remain subject to examinations. Our income tax returns in certain state income tax jurisdictions remain subject to examination for various periods for the period ended September 30, 2015 and subsequent years.  

While we believe we have adequately provided for any reasonably foreseeable outcome related to these matters, our future results may include favorable or unfavorable adjustments to our estimated tax liabilities. To the extent that the expected tax outcome of these matters changes, such changes in estimate will impact the income tax provision in the period in which such determination is made.

Goodwill and Indefinite-Lived Intangible Assets

The initial recording of goodwill and intangible assets requires subjective judgments concerning estimates of the fair value of the acquired assets. Goodwill represents the excess of consideration paid over the net assets acquired. We test the value of goodwill for impairment as of January 31 each year or whenever events or circumstances indicate such asset may be impaired.

The test for goodwill impairment involves significant judgment in estimating projections of fair value generated through future performance of each of the reporting units. The identification of our reporting units began at the operating segment level and considered whether components one level below the operating segment levels should be identified as reporting units for purpose of testing goodwill for impairment based on certain conditions. These conditions included, among other factors, (i) the extent to which a component represents a business and (ii) the aggregation of economically similar components within the operating segments. Other factors that were considered in determining whether the aggregation of components was appropriate included the similarity of the nature of the products and services, the nature of the production processes, the methods of distribution and the types of industries served.

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Accounting Standards Codification ("ASC") 350 allows an optional qualitative assessment, prior to a quantitative assessment test, to determine whether it is more likely than not that the fair value of a reporting unit exceeds its carrying amount. We bypassed the qualitative assessment and proceeded directly to the quantitative test. If the carrying value of a reporting unit exceeds its fair value, the goodwill of that reporting unit is impaired and an impairment loss is recorded equal to the excess of the carrying value over its fair value. We estimate the fair value of our reporting units based on an income approach, whereby we calculate the fair value of a reporting unit based on the present value of estimated future cash flows. A discounted cash flow analysis requires us to make various judgmental assumptions about future sales, operating margins, growth rates and discount rates, which are based on our budgets, business plans, economic projections, anticipated future cash flows and market participants. Our quantitative test performed as of January 31, 2026 indicated that goodwill impairment loss should be recognized for the year ended March 31, 2026. We recorded a $7.5 million impairment loss for the Greco businesses for the year ended March 31, 2026. There was no impairment loss recognized for the years ended March 31, 2025 and 2024, respectively.

We have indefinite-lived intangible assets in the form of trademarks and license agreements. We test these intangible assets for impairment at least annually as of January 31 or whenever events or circumstances indicate that the carrying amount may not be recoverable. Significant assumptions used in the impairment test include the discount rate, royalty rate, future sales projections and terminal value growth rate. These inputs are considered non-recurring level III inputs within the fair value hierarchy. An impairment loss would be recognized when estimated future cash flows are less than their carrying amount. We recorded a $1.0 million impairment loss relating to a trademark for the year ended March 31, 2026, no impairment loss for the year ended March 31, 2025 and a $1.5 million impairment loss relating to a trademark for the year ended March 31, 2024.

ACCOUNTING DEVELOPMENTS

We have presented the information about accounting pronouncements not yet implemented in Note 1 to our consolidated financial statements included in Item 8 of this Annual Report.

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