RELIANCE, INC. (RS)

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

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The terms “Company,” “Reliance,” “we,” “our,” and “us” refer to Reliance, Inc. and all its subsidiaries that are consolidated in accordance with U.S. generally accepted accounting principles (“GAAP”), unless otherwise indicated.

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This report contains certain statements that are, or may be deemed to be, forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Our forward-looking statements may include, but are not limited to, discussions of our: industry and end markets; business strategies; acquisitions; expectations concerning our future growth and profitability; ability to generate industry leading returns for our stockholders; future demand and metals pricing; results of operations; margins; profitability; taxes; liquidity; cash flows; capital expenditures; expectations for and impacts from macroeconomic conditions, including inflation, and the possibility of an economic recession or slowdown; anticipated effects from regulations and regulatory changes, including taxation, tariffs and other trade barriers; litigation matters and capital resources. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “preliminary,” “range,” “intend” and “continue,” the negative of these terms, and similar expressions. All statements contained in this report that are not statements of historical fact are forward-looking statements. These forward-looking statements are based on management’s estimates, projections and assumptions as of the date of such statements. We caution readers not to place undue reliance on forward-looking statements.

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Forward-looking statements involve known and unknown risks and uncertainties and are not guarantees of future performance. Actual outcomes and results may differ materially from what is expressed or forecasted in these forward-looking statements as a result of various important factors, including, but not limited to, actions taken by us, as well as developments beyond our control, including, but not limited to: changes in domestic and worldwide political and economic conditions; changes in U.S. and foreign trade policies and programs, including tariffs and trade policies and programs specifically affecting metal product markets and pricing; slowing economic growth, inflation, rising unemployment or other macroeconomic factors that could materially impact us, our customers and suppliers; metals pricing; demand for our products and services; the possibility that the expected benefits of government contracts, including the U.S. border wall project, acquisitions and capital expenditures may not materialize as expected; and the impacts of labor constraints and supply chain disruptions. Deteriorations in economic conditions, including as a result of tariffs or trade barriers, economic policies, inflation, economic recession, slowing growth, outbreaks of infectious disease, or geopolitical conflicts such as in Ukraine and Iran, could lead to a decline in demand for our products and services and negatively impact our business, and may also impact financial markets and corporate credit markets which could adversely impact our access to financing, or the terms of any financing. Other factors which could cause actual results to differ materially from our forward-looking statements include those disclosed in this report and in other reports we have filed with the United States Securities and Exchange Commission (the “SEC”). Important risks and uncertainties about our business can be found elsewhere in this Quarterly Report on Form 10-Q and in Item 1A “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC and in other documents Reliance files or furnishes with the SEC. The Company cannot at this time predict all of the impacts of domestic and foreign tariffs and trade policies, inflation, product price fluctuations, economic recession, outbreaks of infectious disease, geopolitical conflicts and related economic effects, but these factors, individually or in any combination, could have a material adverse effect on the Company’s business, financial position, results of operations and cash flows.

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The statements contained in this Quarterly Report on Form 10-Q speak only as of the date that they were made, and we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law. Except as required by law, we disclaim any obligation or undertaking to update or revise any forward-looking statements contained herein to reflect any change in assumptions, beliefs, or expectations or any change in events, conditions, or

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circumstances upon which any such forward-looking statements are based. You should review any additional disclosures we make in our press releases and other documents we file with or furnish to the SEC.

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This Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2025 and other sections of this Quarterly Report on Form 10-Q, including the consolidated financial statements and related notes contained in Item 1.

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Results of Operations

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The following sets forth certain income statement data for the second quarters and first six months of 2026 and 2025 (dollars are shown in millions, except per share amounts, and certain percentages may not calculate due to rounding):

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

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This Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the other sections of this Annual Report on Form 10-K, including the consolidated financial statements and related notes contained in Item 8, and the discussion of cautionary statements and significant risks to the Company’s business under Item 1A. “Risk Factors” of this Annual Report on Form 10-K.

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Results of Operations

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The following sets forth certain income statement data for each of the last three fiscal years (in millions, except per share amounts, and certain percentages may not calculate due to rounding):

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Overview

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Net sales were $14.29 billion in 2025, an increase of 3.3% compared to 2024, driven by record tons sold, which increased 6.2% and more than offset a 2.6% decline in average selling price per ton sold. Fourth quarter

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2025 net sales increased 11.9% year-over-year, with tons sold increasing 5.8%, representing the strongest fourth quarter growth since 2021. Shipments grew across most of the end markets we serve, with notably strong underlying demand in non-residential construction, our largest end market by tons.

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Operating results reported under our LIFO method of inventory accounting declined in 2025 due to temporary tariff-related pressure on gross profit margin and higher SG&A expense. However, excluding significant LIFO impacts in both 2025 and 2024, FIFO gross profit margin and profitability improved.

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Growth in tons sold during 2025 exceeded the industry-wide decline of 1.0% reported by the Metals Service Center Institute (“MSCI”) by more than 7 percentage points. We believe that our scale, diversified business model, and customer service capabilities, including next-day delivery and extensive value-added processing, enabled us to expand our market share despite a declining industry trend.

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Tariff-related carbon steel and aluminum cost increases during the first half of 2025 initially supported higher metals pricing following the declining pricing environment experienced throughout 2024. However, because these increases were not demand-driven, our gross profit margin softened beginning in the third quarter as higher metal costs were not fully passed through to customers, particularly for aluminum products amid soft demand and ample supply in the commercial aerospace and semiconductor markets.

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Our LIFO gross profit margin was 28.7% in 2025, down 100 basis points year-over-year, mainly due to a swing in LIFO inventory valuation adjustments—from $144.4 million of income in 2024 to $113.7 million of expense in 2025—driven in part by higher aluminum costs that had a disproportionate impact on LIFO expense. However, higher metal prices supported by tariff actions drove FIFO gross profit margin up 80 basis points to 29.5%.

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Same-store SG&A expense increased 4.2% while tons sold grew 5.3% in 2025 compared to 2024, resulting in a 1.0% decline in same-store SG&A expense per ton sold and demonstrating improved operating leverage.  Increases in total and same-store SG&A expense reflected inflationary wage adjustments and higher variable warehousing and delivery costs associated with increased shipment volumes. Higher FIFO profitability also contributed to increased incentive-based compensation.

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Earnings per diluted share were $13.98 in 2025 compared to $15.56 in 2024, a decrease of 10.2%. The impacts of a lower average selling price per ton sold and tariff-related gross profit margin pressure on our earnings per share were partially mitigated by significant growth in tons sold, lower SG&A expense per ton sold, and a 4% reduction in outstanding shares resulting from share repurchases. However, profitability excluding the impacts of LIFO inventory valuation adjustments increased 14.5% year-over-year.

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Cash flow from operations was $831.4 million in 2025, a decrease of $598.4 million from $1.43 billion in 2024, which represented the third-highest level in our history. The decline in operating cash flow was driven primarily by higher working capital requirements related to higher tons sold volume and higher metals pricing.

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Spending on growth-related activities decreased by $463.5 million in 2025 compared to 2024, primarily due to the absence of acquisition activity ($361.8 million) and a $101.7 million reduction in capital expenditures.

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Returns to stockholders totaled $848.8 million in 2025, consisting of $594.1 million of share repurchases and $254.7 million of cash dividends, reflecting a 9.1% increase in the regular quarterly dividend rate.

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Effect of Demand and Pricing Changes on our Operating Results

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Customer demand has a significant impact on our results of operations. When volume increases, our revenue dollars generally increase, which contributes to increased gross profit dollars. Conversely, when volume declines, we typically produce fewer revenue dollars, which can reduce our gross profit dollars. Variable costs such as certain warehouse, delivery and selling, general and administrative expenses also increase with

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volume. While we can and do reduce certain variable expenses when volumes decline, we cannot easily reduce our fixed costs.

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Pricing for our products generally has a much more significant impact on our results of operations than customer demand. Our revenues generally increase as a result of pricing increases as overall customer demand is not usually impacted by typical mill pricing increases, although customer buying patterns may change. Our selling prices generally increase when the cost of the metals we purchase increase as we are typically able to pass higher metals costs on to our customers. If prices increase and we maintain the same gross profit percentage, we generate higher levels of gross profit and pretax income dollars for the same operational efforts. Conversely, if pricing declines, we will typically generate lower levels of gross profit and pretax income dollars. For more information, see Item 1A. “Risk Factors”.

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We primarily purchase and sell inventory in the spot market, with the majority valued using the last-in, first-out (“LIFO”) method. Under this method, cost of sales reflects current inventory costs associated with the corresponding sales. During periods of fluctuating metals prices, we believe the LIFO method can provide stability in our reported gross profit margin as compared to the first-in, first-out (“FIFO”) method, which is used in our day-to-day operations and incentive-based compensation programs at many of our operating locations.

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In addition, when volume or pricing increases, our working capital requirements typically increase, which decreases operating cash flow. Conversely, when customer demand or pricing falls, our investment in working capital typically decreases, whic

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