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The following management discussion and analysis (“MD&A”) provides information we believe is useful in understanding our operating results, cash flows and financial condition. We provide quantitative or qualitative information about the material sales drivers including the impact of changes in volume and pricing and the effect of acquisitions and changes in foreign currency at the corporate and reportable segment level. We also provide quantitative information regarding special (gains) and charges, discrete tax items and other significant factors we believe are useful for understanding our results. Such quantitative drivers are supported by comments meant to be qualitative in nature. Qualitative factors are generally ordered based on estimated significance.
The MD&A should be read in conjunction with both the unaudited consolidated financial information and related notes included in this Form 10-Q, and Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2025. This discussion contains various Non-GAAP Financial Measures and also contains various Forward-Looking Statements within the meaning of the Private Securities Litigation Reform Act of 1995. We refer readers to the statements entitled “Non-GAAP Financial Measures” and “Forward-Looking Statements” located at the end of Part I of this report.
Comparability of Results
Impact of Acquisitions and Divestitures
Our non-GAAP financial measures for organic sales, organic operating income and organic operating income margin are at fixed currency and exclude the impact of special (gains) and charges, the results of our acquired businesses from the first twelve months post acquisition and the results of divested businesses from the twelve months prior to divestiture.
Comparability of Reportable Segments
Effective January 1, 2026, the Company’s former Light & Heavy operating segment was divided into three new operating segments, Heavy Water, Light Water and High-Tech, which continue to remain in the Global Water reportable segment. The Global Water reportable segment includes Heavy Water, Light Water, High-Tech, Food & Beverage and Paper operating segments. The Global Institutional & Specialty reportable segment continues to include the Institutional and Specialty operating segments. The Global Life Sciences and Global Pest Elimination segments remain standalone reportable segments. After these changes, the Company has nine operating segments.
Fixed Currency Foreign Exchange Rates
Management evaluates the sales and operating income performance of our non-U.S. dollar functional currency international operations based on fixed currency exchange rates, which eliminate the impact of exchange rate fluctuations on our international operations. Fixed currency amounts are updated annually at the beginning of each year based on translation into U.S. dollars at foreign currency exchange rates established by management, with all periods presented using such rates. Public currency rate data provided within the “Segment Performance” section of this MD&A reflect amounts translated at actual public average rates of exchange prevailing during the corresponding period and are provided for informational purposes only.
OVERVIEW OF THE SECOND QUARTER ENDED JUNE 30, 2026
Sales Performance
When comparing second quarter 2026 against second quarter 2025, sales performance was as follows:
•Reported net sales increased 10% to $4,415.4 million and organic sales increased 5%.
•Organic sales for our Global Water segment increased 4% to $2,098.5 million driven by accelerating growth in High-Tech, Food & Beverage and Light Water.
•Organic sales for our Global Institutional & Specialty segment increased 4% to $1,617.4 million driven by improved growth in Institutional and strong growth in Specialty.
•Organic sales for Global Pest Elimination increased 7% to $345.2 million.
•Organic sales for our Global Life Sciences segment accelerated 15% to $221.0 million.
Financial Performance
When comparing second quarter 2026 against second quarter 2025, our financial performance was as follows:
•Reported operating income increased 7% to $757.9 million. Adjusted operating income increased 10%.
•Net income attributable to Ecolab increased 2% to $534.9 million. Excluding the impact of special (gains) and charges and discrete tax items from both 2026 and 2025 reported results, our adjusted net income attributable to Ecolab increased 9%.
•Reported diluted EPS increased 3% to $1.90. Excluding the impact of special (gains) and charges and discrete tax items from both 2026 and 2025 reported results, adjusted diluted EPS increased 11% to $2.09 in the second quarter of 2026.
•Our reported tax rate was 22.3% during the second quarter of 2026, compared to 19.9% during the second quarter of 2025. Excluding the tax rate impact of special (gains) and charges and discrete tax items from both 2026 and 2025 results, our adjusted tax rate was 21.0% during the second quarter of 2026, compared to 20.8% during the second quarter of 2025.
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RESULTS OF OPERATIONS
Net Sales
Second Quarter Ended Six Months Ended
June 30 June 30
(millions) 2026 2025 Change 2026 2025 Change
Product and equipment sales $3,449.4 $3,156.8 $6,624.0 $6,058.7
Service and lease sales 966.0 868.4 1,857.5 1,661.5
Reported GAAP net sales 4,415.4 4,025.2 10 % 8,481.5 7,720.2 10 %
Effect of foreign currency translation (11.0) 64.8 (23.2) 192.9
Non-GAAP fixed currency sales 4,404.4 4,090.0 8 % 8,458.3 7,913.1 7 %
Effect of acquisitions and divestitures (122.3) - (218.9) -
Non-GAAP organic sales $4,282.1 $4,090.0 5 % $8,239.4 $7,913.1 4 %
Product and sold equipment revenue is generated from providing cleaning, sanitizing and water treatment products or selling equipment used in combination with specialized products. Service and lease equipment revenue is generated from providing services or leasing equipment to customers. All of our sales are subject to the same economic conditions.
The percentage components of the period-over-period 2026 sales change are shown below:
Second Quarter Ended Six Months Ended
June 30 June 30
2026 2026
(percent)
Volume 1 % 1 %
Pricing 4 3
Organic sales change 5 4
Acquisitions and divestitures 3 3
Fixed currency sales change 8 7
Foreign currency translation 2 3
Reported GAAP net sales change 10 % 10 %
Amounts do not necessarily sum due to rounding.
Cost of Sales (“COS”) and Gross Profit Margin
Second Quarter Ended Six Months Ended
June 30 June 30
2026 2025 2026 2025
(millions/percent) COS Gross Margin COS Gross Margin COS Gross Margin COS Gross Margin
Product and equipment cost of sales $1,918.9 $1,728.4 $3,705.1 $3,333.8
Service and lease cost of sales 550.6 494.4 1,059.7 949.2
Reported GAAP COS and gross margin 2,469.5 44.1 % 2,222.8 44.8 % 4,764.8 43.8 % 4,283.0 44.5 %
Special (gains) and charges 4.7 2.5 16.0 7.3
Non-GAAP adjusted COS and gross margin 2,464.8 44.2 % 2,220.3 44.8 % 4,748.8 44.0 % 4,275.7 44.6 %
Effect of foreign currency translation (7.5) 36.9 (14.6) 108.3
Non-GAAP adjusted fixed currency COS and gross margin 2,457.3 44.2 % 2,257.2 44.8 % 4,734.2 44.0 % 4,384.0 44.6 %
Effect of acquisition and divestitures (96.0) - (163.0) -
Non-GAAP organic COS and gross margin $2,361.3 44.9 % $2,257.2 44.8 % $4,571.2 44.5 % $4,384.0 44.6 %
Our COS and corresponding gross profit margin (“gross margin”) are shown in the table above. Gross margin is defined as net sales less cost of sales divided by net sales.
Our reported gross margin was 44.1% and 44.8% for the second quarter of 2026 and 2025, respectively. Our reported gross margin was 43.8% and 44.5% for the first six months of 2026 and 2025, respectively. Special (gains) and charges included in items impacting cost of sales are shown within the “Special (Gains) and Charges” table below.
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Excluding the impacts of special (gains) and charges, foreign currency translation and acquisitions and divestitures within COS, second quarter 2026 and 2025 organic gross margin was 44.9% and 44.8%, respectively, and for the first six months of 2026 and 2025 was 44.5% and 44.6%, respectively. Our organic gross margin increased when comparing the second quarter of 2026 against the second quarter of 2025 as accelerating pricing offset higher commodity costs.
Selling, General and Administrative Expense
Selling, general and administrative (“SG&A”) expenses as a percentage of sales were 25.9% and 26.5% for the second quarter and first six months of 2026, respectively, compared to 26.5% and 27.4% for the second quarter and first six months of 2025, respectively. The SG&A ratio to sales in the second quarter of 2026 decreased as good productivity gains and the favorable impact of recent acquisitions more than offset growth-oriented investments in the business.
Special (Gains) and Charges
Special (gains) and charges reported on the Consolidated Statements of Income include the following items:
Second Quarter Ended Six months ended
June 30 June 30
(millions) 2026 2025 2026 2025
Cost of sales
One Ecolab $1.1 $2.5 $2.7 $7.3
Other restructuring 3.6 - 13.3 -
Cost of sales subtotal 4.7 2.5 16.0 7.3
Special (gains) and charges
One Ecolab 27.7 26.5 59.1 65.9
Other restructuring 0.5 (12.0) 0.5 (12.0)
Acquisition and integration activities 4.6 7.3 18.7 8.8
Sale of global surgical solutions business - 0.8 - 2.4
Other 13.6 2.0 14.5 (11.0)
Special (gains) and charges subtotal 46.4 24.6 92.8 54.1
Interest expense, net 6.6 - 6.6 -
Total special (gains) and charges $57.7 $27.1 $115.4 $61.4
For segment reporting purposes, special (gains) and charges are not allocated to reportable segments, which is consistent with our internal management reporting.
Special (Gains) and Charges were $57.7 million ($50.5 million after tax) or $0.18 per diluted share and $115.4 million ($96.0 million after tax) or $0.34 per diluted share in the second quarter and first six months of 2026, respectively, primarily relating to our One Ecolab initiative and acquisition and integration activities. Special (Gains) and Charges were $27.1 million ($20.6 million after tax) or $0.07 per diluted share and $61.4 million ($45.7 million after tax) or $0.16 per diluted share in the second quarter and first six months of 2025, respectively, primarily relating to our One Ecolab initiative and gains relating to the sale of a facility and an equity method investment.
As it relates to the One Ecolab initiative, we anticipate total restructuring costs of $328 million ($256 million after tax) or $0.90 per diluted share and special charges of $97 million ($76 million after tax) or $0.26 per diluted share by the end of 2027, which is expected to generate estimated annualized cost savings of $325 million in continuing operations by 2027. One Ecolab has delivered $180 million of cumulative cost savings.
Further details related to special (gains) and charges are included in Note 2, “Special (Gains) and Charges,” of the Notes.
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Operating Income and Operating Income Margin
Second Quarter Ended Six Months Ended
June 30 June 30
(millions) 2026 2025 Change 2026 2025 Change
Reported GAAP operating income $757.9 $710.1 7 % $1,379.9 $1,265.4 9 %
Special (gains) and charges 51.1 27.1 108.8 61.4
Non-GAAP adjusted operating income 809.0 737.2 10 % 1,488.7 1,326.8 12 %
Effect of foreign currency translation (0.3) 14.1 (3.7) 40.7
Non-GAAP adjusted fixed currency operating income 808.7 751.3 8 % 1,485.0 1,367.5 9 %
Effect of acquisitions and divestitures (4.4) - (15.8) -
Non-GAAP organic operating income $804.3 $751.3 7 % $1,469.2 $1,367.5 7 %
Second Quarter Ended Six Months Ended
June 30 June 30
(percent) 2026 2025 2026 2025
Reported GAAP operating income margin 17.2 % 17.6 % 16.3 % 16.4 %
Non-GAAP adjusted operating income margin 18.3 % 18.3 % 17.6 % 17.2 %
Non-GAAP adjusted fixed currency operating income margin 18.4 % 18.4 % 17.6 % 17.3 %
Non-GAAP organic operating income margin 18.8 % 18.4 % 17.8 % 17.3 %
Our operating income and corresponding operating income margin are shown in the previous tables. Operating income margin is defined as operating income divided by net sales.
Our reported operating income increased 7% and 9% in the second quarter and first six months of 2026, respectively, versus the comparable periods of 2025. Our reported operating income for 2026 and 2025 was impacted by special (gains) and charges; excluding the impact of special (gains) and charges from 2026 and 2025 reported results, our adjusted operating income increased 10% and 12% in the second quarter and first six months of 2026, respectively.
As shown in the previous table, foreign currency had a 2 and 3 percentage point positive impact on adjusted operating income growth for the second quarter and first six months of 2026, respectively. Foreign currency had a neutral and 2 percentage point negative impact on adjusted operating income growth for the second quarter and first six months of 2025, respectively.
Other (Income) Expense
Second Quarter Ended Six Months Ended
June 30 June 30
(millions) 2026 2025 Change 2026 2025 Change
Reported GAAP other (income) expense ($8.8) ($13.0) (32) % ($17.6) ($26.0) (32) %
Reported other (income) expense decreased to ($8.8) million from ($13.0) million in the second quarter of 2026 compared to the second quarter of 2025, respectively, and decreased to ($17.6) million from ($26.0) million in the first six months of 2026 compared to the first six months of 2025, respectively.
Interest Expense, Net
Second Quarter Ended Six Months Ended
June 30 June 30
(millions) 2026 2025 Change 2026 2025 Change
Reported GAAP interest expense, net $73.1 $63.2 16 % $145.8 $121.5 20 %
Special (gains) and charges 6.6 - 6.6 -
Non-GAAP adjusted interest expense, net $66.5 $63.2 5 % $139.2 $121.5 15 %
Reported net interest expense was $73.1 million and $63.2 million in the second quarter of 2026 and 2025, respectively, and $145.8 million and $121.5 million in the first six months of 2026 and 2025, respectively. In the second quarter of 2026, we incurred $6.6 million of interest expense special charges associated with debt used to fund the CoolIT Systems acquisition. The increase in adjusted net interest expense when comparing 2026 against 2025 reflects the impact from higher interest expense from the Ovivo Electronics acquisition partially offset by lower interest rates.
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Provision for Income Taxes
The following table provides a summary of our tax rate:
Second Quarter Ended Six Months Ended
June 30 June 30
(percent) 2026 2025 2026 2025
Reported GAAP tax rate 22.3 % 19.9 % 22.1 % 20.1 %
Tax rate impact of:
Special (gains) and charges (0.7) 0.2 (0.5) 0.3
Discrete tax items (0.6) 0.7 (0.6) 0.4
Non-GAAP adjusted tax rate 21.0 % 20.8 % 21.0 % 20.8 %
Our reported tax rate was 22.3% and 19.9% for the second quarter of 2026 and 2025, respectively, and 22.1% and 20.1% for the first six months of 2026 and 2025, respectively. The change in our tax rate for the second quarter and first six months versus the comparable periods of 2025 was driven primarily by discrete tax items and special (gains) and charges. The change in our tax rate includes the tax impact of special (gains) and charges and discrete tax items, which have impacted the comparability of our historical reported tax rates, as amounts included in our special (gains) and charges are derived from tax jurisdictions with rates that vary from our tax rate, and discrete tax items are not necessarily consistent across periods. The tax impact of special (gains) and charges and discrete tax items will likely continue to impact comparability of our reported tax rate in the future.
We recognized net tax expense related to discrete tax items of $4.2 million and $8.6 million in the second quarter and first six months of 2026, respectively. This included a tax benefit of $2.3 million and $14.3 million in the second quarter and first six months of 2026, respectively, associated with share-based compensation excess tax benefits. The remaining net tax expense of $6.5 million and $22.9 million in the second quarter and first six months of 2026, respectively, is from prior year return adjustments, audit settlements, unrecognized tax benefits, and other changes in estimates.
We recognized net tax benefits related to discrete tax items of $5.0 million and $5.5 million in the second quarter and first six months of 2025, respectively. This included a tax benefit of $2.6 million and $9.9 million in the second quarter and first six months of 2025, respectively, associated with share-based compensation excess tax benefits. The remaining net tax benefit of $2.4 million and net tax expense of $4.4 million in the second quarter and first six months of 2025, respectively, is from the filing of foreign tax returns, audit settlements, unrecognized tax benefits, and other changes in estimates.
Net Income Attributable to Ecolab
Second Quarter Ended Six Months Ended
June 30 June 30
(millions) 2026 2025 Change 2026 2025 Change
Reported GAAP net income attributable to Ecolab $534.9 $524.2 2 % $967.5 $926.7 4 %
Adjustments:
Special (gains) and charges, after tax 50.5 20.6 96.0 45.7
Discrete tax expense (benefit) 4.2 (5.0) 8.6 (5.5)
Non-GAAP adjusted net income attributable to Ecolab $589.6 $539.8 9 % $1,072.1 $966.9 11 %
Diluted EPS
Second Quarter Ended Six Months Ended
June 30 June 30
(dollars) 2026 2025 Change 2026 2025 Change
Reported GAAP diluted EPS $1.90 $1.84 3 % $3.42 $3.25 5 %
Adjustments:
Special (gains) and charges, after tax 0.18 0.07 0.34 0.16
Discrete tax expense (benefit) 0.01 (0.02) 0.03 (0.02)
Non-GAAP adjusted diluted EPS $2.09 $1.89 11 % $3.79 $3.39 12 %
Per share amounts in the above tables do not necessarily sum due to rounding.
Currency translation had a favorable impact of approximately $0.04 and $0.12 per share on diluted EPS for the second quarter and first six months of 2026, respectively, when compared to the comparable periods of 2025.
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SEGMENT PERFORMANCE
The non-U.S. dollar functional international amounts included within our reportable segments are based on translation into U.S. dollars at the fixed currency exchange rates used by management for 2026. The difference between the fixed currency exchange rates and the actual currency exchange rates is reported as “effect of foreign currency translation” in the following tables. All other accounting policies of the reportable segments are consistent with U.S. GAAP and the accounting policies described in Note 2, “Significant Accounting Policies,” of the Notes to the Consolidated Financial Statements within our Annual Report on Form 10-K for the year ended December 31, 2025. Additional information about our reportable segments is included in Note 15, “Operating Segments,” of the Notes.
Fixed currency net sales and operating income for the second quarter and six months ended June 30, 2026 for our reportable segments are shown in the following tables:
Net Sales Second Quarter Ended Six Months Ended
June 30 June 30
(millions) 2026 2025 Change 2026 2025 Change
Global Water $2,215.5 $2,014.9 10 % $4,250.7 $3,914.4 9 %
Global Institutional & Specialty 1,617.4 1,562.5 4 3,125.1 3,017.3 4
Global Pest Elimination 350.5 321.2 9 660.6 608.6 9
Global Life Sciences 221.0 191.4 15 421.9 372.8 13
Subtotal at fixed currency 4,404.4 4,090.0 8 8,458.3 7,913.1 7
Effect of foreign currency translation 11.0 (64.8) 23.2 (192.9)
Consolidated reported GAAP net sales $4,415.4 $4,025.2 10 % $8,481.5 $7,720.2 10 %
Operating Income Second Quarter Ended Six Months Ended
June 30 June 30
(millions) 2026 2025 Change 2026 2025 Change
Global Water $347.7 $329.7 5 % $645.5 $608.4 6 %
Global Institutional & Specialty 389.9 368.1 6 737.4 676.5 9
Global Pest Elimination 70.5 62.5 13 122.2 110.2 11
Global Life Sciences 58.5 40.2 46 96.0 71.2 35
Corporate (110.0) (76.0) * (224.8) (159.5) *
Subtotal at fixed currency 756.6 724.5 4 1,376.3 1,306.8 5
Effect of foreign currency translation 1.3 (14.4) 3.6 (41.4)
Consolidated reported GAAP operating income $757.9 $710.1 7 % $1,379.9 $1,265.4 9 %
* Not meaningful
The following tables reconcile the impact of acquisitions and divestitures within our reportable segments:
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Second Quarter Ended
June 30
Net Sales 2026 2025
(millions) Fixed Currency Impact of Acquisitions and Divestitures Organic Fixed Currency Impact of Acquisitions and Divestitures Organic
Global Water $2,215.5 ($117.0) $2,098.5 $2,014.9 $- $2,014.9
Global Institutional & Specialty 1,617.4 - 1,617.4 1,562.5 - 1,562.5
Global Pest Elimination 350.5 (5.3) 345.2 321.2 - 321.2
Global Life Sciences 221.0 - 221.0 191.4 - 191.4
Subtotal at fixed currency 4,404.4 (122.3) 4,282.1 4,090.0 - 4,090.0
Effect of foreign currency translation 11.0 (64.8)
Consolidated reported GAAP net sales $4,415.4 $4,025.2
Operating Income 2026 2025
(millions) Fixed Currency Impact of Acquisitions and Divestitures Organic Fixed Currency Impact of Acquisitions and Divestitures Organic
Global Water $347.7 ($14.1) $333.6 $329.7 $- $329.7
Global Institutional & Specialty 389.9 - 389.9 368.1 - 368.1
Global Pest Elimination 70.5 (0.2) 70.3 62.5 - 62.5
Global Life Sciences 58.5 - 58.5 40.2 - 40.2
Corporate (57.9) 9.9 (48.0) (49.2) - (49.2)
Non-GAAP adjusted fixed currency operating income 808.7 (4.4) 804.3 751.3 - 751.3
Special (gains) and charges at fixed currency rates 52.1 26.8
Subtotal at fixed currency 756.6 724.5
Effect of foreign currency translation 1.3 (14.4)
Consolidated reported GAAP operating income $757.9 $710.1
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Six Months Ended
June 30
Net Sales 2026 2025
(millions) Fixed Currency Impact of Acquisitions and Divestitures Organic Fixed Currency Impact of Acquisitions and Divestitures Organic
Global Water $4,250.7 ($212.0) $4,038.7 $3,914.4 $- $3,914.4
Global Institutional & Specialty 3,125.1 - 3,125.1 3,017.3 - 3,017.3
Global Pest Elimination 660.6 (6.9) 653.7 608.6 - 608.6
Global Life Sciences 421.9 - 421.9 372.8 - 372.8
Subtotal at fixed currency 8,458.3 (218.9) 8,239.4 7,913.1 - 7,913.1
Effect of foreign currency translation 23.2 (192.9)
Consolidated reported GAAP net sales $8,481.5 $7,720.2
Operating Income 2026 2025
(millions) Fixed Currency Impact of Acquisitions and Divestitures Organic Fixed Currency Impact of Acquisitions and Divestitures Organic
Global Water $645.5 ($34.5) $611.0 $608.4 $- $608.4
Global Institutional & Specialty 737.4 - 737.4 676.5 - 676.5
Global Pest Elimination 122.2 0.4 122.6 110.2 - 110.2
Global Life Sciences 96.0 - 96.0 71.2 - 71.2
Corporate (116.1) 18.3 (97.8) (98.8) - (98.8)
Non-GAAP adjusted fixed currency operating income 1,485.0 (15.8) 1,469.2 1,367.5 - 1,367.5
Special (gains) and charges at fixed currency rates 108.7 60.7
Subtotal at fixed currency 1,376.3 1,306.8
Effect of foreign currency translation 3.6 (41.4)
Consolidated reported GAAP operating income $1,379.9 $1,265.4
Unless otherwise noted, the following segment performance commentary compares the second quarter and first six months of 2026 against the second quarter and first six months of 2025.
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Global Water
Second Quarter Ended Six Months Ended
June 30 June 30
2026 2025 2026 2025
Sales at fixed currency (millions) $2,215.5 $2,014.9 $4,250.7 $3,914.4
Sales at public currency (millions) 2,223.4 1,977.3 4,266.4 3,803.7
Organic sales change 4 % 3 %
Acquisitions and divestitures 6 % 5 %
Fixed currency sales change 10 % 9 %
Foreign currency translation 2 % 3 %
Public currency sales change 12 % 12 %
Operating income at fixed currency (millions) $347.7 $329.7 $645.5 $608.4
Operating income at public currency (millions) 348.8 321.9 648.1 586.0
Fixed currency operating income change 5 % 6 %
Fixed currency operating income margin 15.7 % 16.4 % 15.2 % 15.5 %
Organic operating income change 1 % 0 %
Organic operating income margin 15.9 % 16.4 % 15.1 % 15.5 %
Public currency operating income change 8 % 11 %
Percentages in the above table do not necessarily sum due to rounding.
Net Sales
Fixed currency sales increased 10% and 9% for the second quarter and first six months of 2026, respectively, including a benefit from the acquisition of Ovivo Electronics. Organic sales for Global Water increased 4% and 3% in the second quarter and first six months of 2026, respectively, driven by accelerating growth in High-Tech, Food & Beverage and Light Water.
Food & Beverage organic sales increased 7% and 6% in the second quarter and first six months of 2026, respectively, driven by new business wins and pricing. Heavy Water organic sales decreased 1% and 2% in the second quarter and first six months of 2026, respectively, as growth in downstream was offset by softer sales in basic industries. High-Tech organic sales increased 29% and 27% in the second quarter and first six months of 2026, respectively, reflecting new business wins across microelectronics and data centers. Light Water organic sales increased 3% in both the second quarter and first six months of 2026 driven by new business wins. Paper organic sales were flat and decreased 1% in the second quarter and first six months of 2026, respectively, driven by new business wins that overcame soft but stabilizing customer production rates.
Operating Income
Organic operating income increased and remained flat for Global Water in the second quarter and first six months of 2026, respectively. Organic operating income margins decreased for Global Water in the second quarter and first six months of 2026.
Organic operating income margins decreased 0.5 percentage points during the second quarter of 2026 as the 2.4 percentage point positive impact of accelerating pricing was offset by the 3.2 percentage point impact of investments in the business and higher commodity costs. Organic operating income margins decreased 0.4 percentage points during the first six months of 2026 as the 2.3 percentage point positive impact of pricing and volume growth was more than offset by the 2.8 percentage point impact of investments in the business and higher commodity costs.
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Global Institutional & Specialty
Second Quarter Ended Six Months Ended
June 30 June 30
2026 2025 2026 2025
Sales at fixed currency (millions) $1,617.4 $1,562.5 $3,125.1 $3,017.3
Sales at public currency (millions) 1,620.8 1,544.6 3,132.2 2,962.6
Organic sales change 4 % 4 %
Acquisitions and divestitures - % - %
Fixed currency sales change 4 % 4 %
Foreign currency translation 1 % 2 %
Public currency sales change 5 % 6 %
Operating income at fixed currency (millions) $389.9 $368.1 $737.4 $676.5
Operating income at public currency (millions) 390.3 364.4 738.5 665.6
Fixed currency operating income change 6 % 9 %
Fixed currency operating income margin 24.1 % 23.6 % 23.6 % 22.4 %
Organic operating income change 6 % 9 %
Organic operating income margin 24.1 % 23.6 % 23.6 % 22.4 %
Public currency operating income change 7 % 11 %
Percentages in the above table do not necessarily sum due to rounding.
Net Sales
Fixed currency and organic sales increased 4% in both the second quarter and first six months of 2026, respectively, with improved growth in Institutional and strong growth in Specialty.
At an operating segment level, Institutional organic sales increased 3% and 2% in the second quarter and first six months of 2026, respectively, driven by continued growth in sales to hospitality customers, which more than offset softer sales to hospitals. Specialty organic sales increased 6% and 7% in the second quarter and first six months of 2026, respectively, as new business wins and continued pricing more than offset softer industry trends.
Operating Income
Organic operating income and organic operating income margin increased in the second quarter and first six months of 2026 for our Global Institutional & Specialty segment.
Organic operating income margins increased 0.5 percentage points during the second quarter of 2026 as the 3.0 percentage point positive impact from accelerating pricing was partially offset by the 2.2 percentage point impact of higher supply chain costs, including commodity cost inflation, and investments in the business. Organic operating income margins increased 1.2 percentage points during the first six months of 2026 as the 2.9 percentage point positive impact of pricing was partially offset by the 1.6 percentage point impact of higher commodity costs and investments in the business.
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Global Pest Elimination
Second Quarter Ended Six Months Ended
June 30 June 30
2026 2025 2026 2025
Sales at fixed currency (millions) $350.5 $321.2 $660.6 $608.6
Sales at public currency (millions) 351.1 317.4 661.9 598.0
Organic sales change 7 % 7 %
Acquisitions and divestitures 2 % 1 %
Fixed currency sales change 9 % 9 %
Foreign currency translation 1 % 2 %
Public currency sales change 11 % 11 %
Operating income at fixed currency (millions) $70.5 $62.5 $122.2 $110.2
Operating income at public currency (millions) 70.6 61.8 122.5 108.3
Fixed currency operating income change 13 % 11 %
Fixed currency operating income margin 20.1 % 19.5 % 18.5 % 18.1 %
Organic operating income change 12 % 11 %
Organic operating income margin 20.4 % 19.5 % 18.8 % 18.1 %
Public currency operating income change 14 % 13 %
Percentages in the above table do not necessarily sum due to rounding.
Net Sales
Fixed currency sales increased 9% in both the second quarter and first six months of 2026, respectively, reflecting a 2% benefit in the second quarter and a 1% benefit in the first six months from attractive, targeted acquisitions in North America. Organic sales for Global Pest Elimination increased 7% in both the second quarter and first six months of 2026, driven by gains in restaurants, food retail, food & beverage, and healthcare.
Operating Income
Organic operating income and organic operating income margin increased in the second quarter and first six months of 2026 for our Global Pest Elimination segment.
Organic operating income margins increased 0.9 percentage points during the second quarter of 2026, as the 5.4 percentage point positive impact from pricing, higher volume and improved productivity was partially offset by the 4.7 percentage point impact of investments in the business, including pest intelligence. Organic operating income margins increased 0.7 percentage points during the first six months of 2026, as the 5.3 percentage point positive impact from pricing, higher volume and improved productivity was partially offset by the 4.8 percentage point impact of investments in the business, including pest intelligence.
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Global Life Sciences
Second Quarter Ended Six Months Ended
June 30 June 30
2026 2025 2026 2025
Sales at fixed currency (millions) $221.0 $191.4 $421.9 $372.8
Sales at public currency (millions) 220.1 185.9 421.0 355.9
Organic sales change 15 % 13 %
Acquisitions and divestitures - % - %
Fixed currency sales change 15 % 13 %
Foreign currency translation 2 % 4 %
Public currency sales change 18 % 18 %
Operating income at fixed currency (millions) $58.5 $40.2 $96.0 $71.2
Operating income at public currency (millions) 58.3 38.0 96.0 64.6
Fixed currency operating income change 46 % 35 %
Fixed currency operating income margin 26.5 % 21.0 % 22.8 % 19.1 %
Organic operating income change 46 % 35 %
Organic operating income margin 26.5 % 21.0 % 22.8 % 19.1 %
Public currency operating income change 53 % 49 %
Percentages in the above table do not necessarily sum due to rounding.
Net Sales
Fixed currency and organic sales for Global Life Sciences increased 15% and 13% in the second quarter and first six months of 2026, respectively, driven by continued growth in bioprocessing and pharmaceuticals & personal care, and improved growth in purification.
Operating Income
Organic operating income and organic operating income margins increased in the second quarter and first six months of 2026 for our Global Life Sciences segment.
Organic operating income margins increased 5.5 percentage points during the second quarter of 2026, as the 9.0 percentage point positive impact from higher volume, pricing and a spike in bioprocessing was partially offset by the 2.9 percentage point negative impact from investments in the business and higher commodity costs. Organic operating income margins increased 3.7 percentage points during the first six months of 2026, as the 6.0 percentage point positive impact from higher volume, pricing and a spike in bioprocessing was partially offset by the 2.5 percentage point negative impact from investments in the business and higher commodity costs.
Corporate
Consistent with our internal management reporting, Corporate amounts in the tables beginning on page 37 include intangible asset amortization specifically from the Nalco, Purolite and Ovivo Electronics transactions and special (gains) and charges that are not allocated to our reportable segments. Items included within special (gains) and charges are shown in the table on page 34.
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FINANCIAL POSITION, CASH FLOWS AND LIQUIDITY
Financial Position
Total assets were $29.9 billion as of June 30, 2026 and $24.7 billion as of December 31, 2025.
Total liabilities were $19.8 billion as of June 30, 2026, compared to total liabilities of $14.9 billion as of December 31, 2025. Total debt was $13.2 billion as of June 30, 2026 and $8.2 billion as of December 31, 2025. See further discussion of our debt activity within the “Liquidity and Capital Resources” section of this MD&A.
Our net debt to earnings before interest, taxes, depreciation and amortization (“EBITDA”) is shown in the following table. EBITDA is a non-GAAP measure discussed further in the “Non-GAAP Financial Measures” section of this MD&A.
The inputs to EBITDA reflect the trailing twelve months of activity for the period presented:
June 30, 2026 December 31, 2025
(ratio)
Net debt to EBITDA 2.0 2.0
(millions)
Total debt $13,176.2 $8,236.3
Cash 5,135.3 646.2
Net debt $8,040.9 $7,590.1
Net income including noncontrolling interest $2,133.6 $2,093.3
Provision for income taxes 496.1 454.6
Interest expense, net 265.4 241.1
Depreciation 709.0 672.6
Amortization 321.6 303.8
EBITDA $3,925.7 $3,765.4
Cash Flows
Operating Activities
Six Months Ended
June 30
(millions) 2026 2025 Change
Cash provided by operating activities $1,175.4 $1,071.2 $104.2
We continue to generate cash flow from operations, allowing us to fund our ongoing operations, acquisitions, investments in the business and pension obligations along with returning cash to our shareholders through dividend payments and share repurchases. Cash provided by operating activities increased by $104 million in the first six months of 2026 compared to the first six months of 2025, primarily driven by a favorable change in working capital and higher net income excluding noncash depreciation and amortization, partially offset by $60 million of one-time, equity incentive payments to the Ovivo Electronics employees relating to the acquisition.
Investing Activities
Six Months Ended
June 30
(millions) 2026 2025 Change
Cash used for investing activities ($629.5) ($448.4) ($181.1)
Cash (used for) provided by investing activities is primarily impacted by capital investments in the business. We continue to make capital investments in the business, including dispensing and monitoring equipment, manufacturing equipment and facilities. Total capital expenditures were $589 million and $455 million in the first six months of 2026 and 2025, respectively.
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Financing Activities
Six Months Ended
June 30
(millions) 2026 2025 Change
Cash provided by financing activities $3,928.6 $55.7 $3,872.9
Our cash flows from financing activities primarily reflect the issuances and repayment of debt, common stock repurchases, proceeds from common stock issuances related to our equity incentive programs and dividend payments.
We had net repayments of commercial paper and notes payable of $98 million and $1 million in the first six months of 2026 and 2025, respectively.
Shares are repurchased for the purpose of partially offsetting the dilutive effect of our equity compensation plans, to manage our capital structure and to efficiently return capital to shareholders. We reacquired a total of $669 million and $199 million shares in the first six months of 2026 and 2025, respectively. Cash proceeds and tax benefits from stock option exercises provide a portion of the funding for repurchase activity.
During the first six months of 2026, we issued $5.1 billion of long-term debt. We issued $500 million of long-term debt and there were no long-term debt repayments in the first six months of 2025.
We paid dividends of $424 million and $380 million in the first six months of 2026 and 2025, respectively.
Liquidity and Capital Resources
We currently expect to fund the cash requirements which are reasonably foreseeable for the next twelve months, including scheduled debt repayments, new investments in the business, share repurchases, dividend payments, possible business acquisitions and pension and postretirement contributions with cash from operating activities, and as needed, additional short-term and/or long-term borrowings. We continue to expect our operating cash flow to remain strong.
As of June 30, 2026, we had $5.1 billion of cash and cash equivalents on hand, of which $554 million was held outside of the U.S. We increased our cash balances during the period to fund the CoolIT Systems acquisition, which closed on July 2, 2026. We will continue to evaluate our cash position in light of future developments.
As of June 30, 2026, we had a $2.0 billion multi-year revolving credit facility which expires in March 2030. The credit facility has been established with a diverse syndicate of banks and supports our U.S. and Euro commercial paper programs. At the end of the second quarter of 2026, we had no outstanding commercial paper under our U.S. and Euro commercial paper programs. As of December 31, 2025, we had $100 million outstanding commercial paper under our U.S. program and none outstanding under our Euro commercial paper program. There were no borrowings under our credit facility as of June 30, 2026 or December 31, 2025. As of June 30, 2026, both programs were rated A-2 by Standard & Poor’s, P-2 by Moody’s and F-1 by Fitch.
During the first six months of 2026, we issued $5.0 billion aggregate principal amount of senior notes consisting of notes due in 2029, 2031, 2033 and 2036. The proceeds were used to fund the CoolIT Systems acquisition and for general corporate purposes. We had $500 million of long-term debt issuance activity in the first six months of 2025. There were no repayments of long-term debt in the first six months of 2026 or 2025.
One of our Chinese subsidiaries maintains a construction loan facility that provides up to 1.1 billion in Chinese Yuan (“CNY”) ($163 million) of proceeds to fund capital expenditures. This loan facility has a tenor of 13 years and is secured by certain assets of our Chinese subsidiaries.
We are in compliance with our debt covenants and other requirements of our credit agreements and indentures. We believe we have sufficient borrowing capacity to meet our foreseeable operating activities, as needed.
The schedule of contractual obligations included in the Financial Position and Liquidity section of our Form 10-K for the year ended December 31, 2025 disclosed total commercial paper, notes payable and long-term debt due within one year of $870 million. As of June 30, 2026, the total notes payable and long-term debt due within one year was $1,271 million. We had no outstanding commercial paper under our U.S. program as of June 30, 2026.
Our gross liability for unrecognized tax benefits was $61.6 million and $53.9 million as of June 30, 2026, and December 31, 2025, respectively. We are not able to reasonably estimate the amount by which the liability will increase or decrease over time; however, at this time, we do not expect significant payments related to these obligations within the next year.
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GLOBAL ECONOMIC ENVIRONMENT
Global Economies
Approximately half of our sales are outside of the U.S. Our international operations subject us to changes in economic conditions and foreign currency exchange rates as well as political uncertainty in some countries which could impact future operating results. In the near-term, the global operating environment remains unpredictable, including constantly evolving geopolitics and international trade policy, which are resulting in rising commodity costs. Due to the war in the Middle East, global energy markets have experienced significant price volatility in recent months driven by supply chain disruptions, transportation constraints, and geopolitical developments, contributing to major cost increases for raw materials, manufacturing, and logistics throughout our global supply chain. We have begun implementing our announced energy surcharge in the second quarter to offset the recent surge in such costs. This energy surcharge will be monitored closely and might be adjusted as market conditions evolve. We expect our pricing actions, along with continued volume growth and our other cost savings and productivity improvement efforts, to successfully offset the recent cost pressures.
Argentina, Turkiye and Egypt are classified as highly inflationary economies in accordance with U.S. GAAP, and the U.S. dollar is the functional currency for our subsidiaries in Argentina, Turkiye and Egypt. During the second quarter of 2026, sales in Argentina, Turkiye and Egypt represented approximately 1% of our consolidated sales. Assets held in Argentina, Turkiye and Egypt at the end of the second quarter of 2026 represented approximately 1% of our consolidated assets.
In light of Russia’s invasion of Ukraine and the sanctions against Russia by the United States and other countries, we have made the determination that we will limit our Russian business to operations that are essential to life, providing minimal support for our healthcare, life sciences, food and beverage and certain water businesses. We may further narrow our presence in Russia depending on future developments. During the second quarter of 2026, our Russian and Ukraine operations represented less than 1% of our consolidated net sales
NEW ACCOUNTING PRONOUNCEMENTS
For information on new accounting pronouncements, refer to Note 17, “New Accounting Pronouncements,” of the Notes to the Consolidated Financial Statements.
SUBSEQUENT EVENTS
On July 2, 2026, the Company completed its previously announced acquisition of CoolIT Systems. Refer to Note 3, "Acquisitions," of the Notes to the Consolidated Financial Statements.
In July 2026, the Company entered into cross-currency swap derivative contracts with aggregate notional amounts of CNH 3,385 million, €150 million and CAD 120 million. These cross-currency swap derivative contracts are designated as net investment hedges of the Company’s Chinese Yuan, Euro and Canadian dollar denominated exposures from its investments in certain of its Chinese Yuan, Euro and Canadian dollar denominated functional currency subsidiaries.
NON-GAAP FINANCIAL MEASURES
This Quarterly Report on Form 10-Q, including “Management’s Discussion and Analysis of Financial Condition and Results of Operation” in Item 2, contains financial measures that have not been calculated in accordance with accounting principles generally accepted in the U.S. (GAAP). These non-GAAP measures include:
•Fixed currency sales
•Organic sales
•Adjusted cost of sales
•Adjusted gross margin
•Adjusted fixed currency cost of sales
•Adjusted fixed currency gross margin
•Organic cost of sales
•Organic gross margin
•Fixed currency operating income
•Fixed currency operating income margin
•Adjusted operating income
•Adjusted operating income margin
•Adjusted fixed currency operating income
•Adjusted fixed currency operating income margin
•Organic operating income
•Organic operating income margin
•EBITDA
•Adjusted tax rate
•Adjusted net income attributable to Ecolab
•Adjusted diluted EPS
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We provide these measures as additional information regarding our operating results. We use these non-GAAP measures internally to evaluate our performance and in making financial and operational decisions, including with respect to incentive compensation. We believe that our presentation of these measures provides investors with greater transparency with respect to our results of operations and that these measures are useful for period-to-period comparison of results.
Our non-GAAP adjusted financial measures for cost of sales, gross margin and operating income exclude the impact of special (gains) and charges and our non-GAAP adjusted financial measures for tax rate, net income attributable to Ecolab and diluted earnings per share further exclude the impact of discrete tax items. We include items within special (gains) and charges and discrete tax items that we believe can significantly affect the period-over-period assessment of operating results and not necessarily reflect costs and/or income associated with historical trends and future results. After tax special (gains) and charges are derived by applying the applicable local jurisdictional tax rate to the corresponding pre-tax special (gains) and charges.
EBITDA is defined as net income including noncontrolling interest with the sum of provision for income taxes, net interest expense, depreciation and amortization added back. EBITDA is used in our net debt to EBITDA ratio, which we view as important indicators of the operational and financial health of our organization.
We evaluate the performance of our international operations based on fixed currency rates of foreign exchange. Fixed currency amounts included in this Form 10-Q are based on translation into U.S. dollars at the fixed foreign currency exchange rates established by management at the beginning of 2026. We also provide our segment results based on public currency rates for informational purposes.
Our reportable segments do not include the impact of intangible asset amortization from the Nalco, Purolite, and Ovivo Electronics transactions or the impact of special (gains) and charges as these are not allocated to our reportable segments.
Our non-GAAP financial measures for organic sales, organic cost of sales, organic gross margin, organic operating income and organic operating income margin are at fixed currency and exclude the impact of special (gains) and charges, the results of our acquired businesses from the first twelve months post acquisition and the results of divested businesses from the twelve months prior to divestiture.
These non-GAAP measures are not in accordance with, or an alternative to U.S. GAAP, and may be different from non-GAAP measures used by other companies. Investors should not rely on any single financial measure when evaluating our business. We recommend that investors view these measures in conjunction with the U.S. GAAP measures included in this MD&A and we have provided reconciliations of reported U.S. GAAP amounts to the non-GAAP amounts.
FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q, including “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 2, contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include our business performance and prospects; expectations concerning timing, amount and type of restructuring costs and savings from restructuring activities; Russian operations; working capital; capital investments, acquisitions and share repurchases; amortization expense; non-performance of financial counterparties; payments and contributions to pension and postretirement health care benefit plans; the impact of lawsuits, claims and environmental matters; impact of new accounting pronouncements and tax laws; cash flows, borrowing capacity and funding of cash requirements, including repayment of debt; payments related to uncertain tax positions; and implementation of ERP system upgrade.
Without limiting the foregoing, words or phrases such as “will likely result,” “are expected to,” “will continue,” “is anticipated,” “we believe,” “we expect,” “estimate,” “project” (including the negative or variations thereof) or similar terminology, generally identify forward-looking statements. Forward-looking statements may also represent challenging goals for us. These statements, which represent our expectations or beliefs concerning various future events, are based on current expectations that involve a number of risks and uncertainties that could cause actual results to differ materially from those of such forward-looking statements. In particular, the ultimate results of any restructuring or efficiency initiative, integration and business improvement actions, including cost synergies, depend on a number of factors, including the development of final plans, the impact of local regulatory requirements regarding employee terminations, the time necessary to develop and implement the restructuring or efficiency initiative and other business improvement initiatives and the level of success achieved through such actions in improving competitiveness, efficiency and effectiveness. We caution that undue reliance should not be placed on such forward-looking statements, which speak only as of the date made.
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Some of the factors which could cause results to differ materially from those expressed in any forward-looking statements are set forth under Item 1A of our most recent Form 10-K and our other public filings with the Securities and Exchange Commission (the "SEC"), and include the impact of economic factors such as the worldwide economy, interest rates, foreign currency risk, reduced sales and earnings in our international operations resulting from the weakening of local currencies versus the U.S. dollar, demand uncertainty, supply chain challenges and inflation; the vitality of the markets we serve; exposure to global economic, political and legal risks related to our international operations, including international trade policies, geopolitical instability and the escalation of armed conflicts; our ability to successfully execute organizational change and management transitions; information technology infrastructure failures or breaches in data security; difficulty in procuring raw materials or fluctuations in raw material costs; the occurrence of severe public health outbreaks not limited to COVID-19; our ability to acquire complementary businesses and to effectively integrate such businesses; our ability to execute key business initiatives; our ability to successfully compete with respect to value, innovation and customer support; our increasing reliance on artificial intelligence technologies in our products, services and operations; pressure on operations from consolidation of customers or vendors; restraints on pricing flexibility due to contractual obligations and our ability to meet our contractual commitments; the costs and effects of complying with laws and regulations, including those relating to the environment, climate change standards, and to the manufacture, storage, distribution, sale and use of our products, as well as to the conduct of our business generally, including labor and employment and anti-corruption; potential chemical spill or release; our commitments, goals, targets, objectives and initiatives related to sustainability; potential to incur significant tax liabilities or indemnification liabilities relating to the separation and split-off of our ChampionX business; the occurrence of litigation or claims, including class action lawsuits; the loss or insolvency of a major customer or distributor; repeated or prolonged government and/or business shutdowns or similar events; acts of war or terrorism; natural or man-made disasters; water shortages; severe weather conditions; changes in tax laws and unanticipated tax liabilities; potential loss of deferred tax assets; our indebtedness, and any failure to comply with covenants that apply to our indebtedness; potential losses arising from the impairment of goodwill or other assets; and other uncertainties or risks reported from time to time in our reports to the SEC. There can be no assurances that our earnings levels will meet investors’ expectations. Except as may be required under applicable law, we do not undertake, and expressly disclaim, any duty to update our Forward-Looking Statements.