WillScot Holdings Corporation Condensed Consolidated Balance Sheets (in thousands, except share data) June 30, 2026 (unaudited) December 31, 2025 Assets Cash and cash equivalents $ 18,167 $ 14,587 Trade receivables, net of allowances for credit losses at June 30, 2026 and December 31, 2025 of $70,737 and $61,755, respectively 422,041 394,708 Inventories 48,930 45,560 Prepaid expenses 16,220 27,709 Other current assets 50,613 41,328 Assets held for sale 1,159 1,159 Total current assets 557,130 525,051 Rental equipment, net 3,138,907 3,093,321 Property, plant and equipment, net 391,926 390,220 Operating lease assets 294,918 310,662 Goodwill 1,256,689 1,257,612 Intangible assets, net 203,186 224,088 Other non-current assets 22,753 15,213 Total long-term assets 5,308,379 5,291,116 Total assets $ 5,865,509 $ 5,816,167 Liabilities and equity Accounts payable $ 152,280 $ 109,864 Accrued expenses 133,813 125,896 Accrued employee benefits 47,638 36,176 Deferred revenue and customer deposits 250,567 237,322 Operating lease liabilities – current 68,797 70,752 Current portion of long-term debt 33,469 31,094 Total current liabilities 686,564 611,104 Long-term debt 3,461,831 3,557,074 Deferred tax liabilities 516,715 492,332 Operating lease liabilities - non-current 230,206 241,933 Other non-current liabilities 59,534 57,470 Long-term liabilities 4,268,286 4,348,809 Total liabilities 4,954,850 4,959,913 Preferred Stock: $0.0001 par, 1,000,000 shares authorized and zero shares issued and outstanding at June 30, 2026 and December 31, 2025 — — Common Stock: $0.0001 par, 500,000,000 shares authorized and 181,055,275 and 181,184,438 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively 19 19 Additional paid-in-capital 1,706,005 1,725,642 Accumulated other comprehensive loss (70,507) (69,453) Accumulated deficit (724,858) (799,954) Total shareholders' equity 910,659 856,254 Total liabilities and shareholders' equity $ 5,865,509 $ 5,816,167 The accompanying notes are an integral part of these condensed consolidated financial statements. 3 WillScot Holdings Corporation Condensed Consolidated Statements of Operations (Unaudited) (in thousands, except share and per share data) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Revenues: Leasing and services revenue: Leasing $ 449,684 $ 442,916 $ 875,206 $ 877,306 Delivery and installation 135,844 108,452 235,366 197,113 Sales revenue: New units 14,587 21,620 23,581 44,057 Rental units 12,036 16,095 26,626 30,158 Total revenues 612,151 589,083 1,160,779 1,148,634 Costs: Costs of leasing and services: Leasing 108,113 95,338 204,140 183,408 Delivery and installation 110,320 88,154 193,563 161,950 Costs of sales: New units 9,049 13,552 15,267 28,750 Rental units 6,165 7,525 14,868 15,694 Depreciation of rental equipment 72,240 88,444 141,002 162,396 Gross profit 306,264 296,070 591,939 596,436 Other operating expenses: Selling, general and administrative 160,258 145,013 314,266 301,784 Other depreciation and amortization 23,019 24,188 46,688 47,328 Restructuring costs 5,448 10 16,698 385 Other expense (income), net 45 (41) 130 605 Operating income 117,494 126,900 214,157 246,334 Interest expense, net 53,479 58,977 107,086 117,446 Income before income tax 64,015 67,923 107,071 128,888 Income tax expense 17,042 19,984 31,975 37,894 Net income $ 46,973 $ 47,939 $ 75,096 $ 90,994 Earnings per share Basic $ 0.26 $ 0.26 $ 0.41 $ 0.50 Diluted $ 0.26 $ 0.26 $ 0.41 $ 0.49 Weighted average shares outstanding: Basic 181,012,131 182,468,243 181,005,445 183,071,055 Diluted 181,808,591 183,439,165 181,641,748 184,367,127 The accompanying notes are an integral part of these condensed consolidated financial statements. 4 WillScot Holdings Corporation Condensed Consolidated Statements of Comprehensive Income (Unaudited) (in thousands) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Net income $ 46,973 $ 47,939 $ 75,096 $ 90,994 Other comprehensive (loss) income Foreign currency translation adjustments, net of income tax expense of $0 (4,745) 16,278 (8,161) 16,439 Net gain (loss) on derivatives, net of income tax expense (benefit) of $903 and $(1,298) for the three months ended June 30, 2026 and 2025, respectively, and $2,347 and $(3,991) for the six months ended June 30, 2026 and 2025, respectively 2,738 (3,922) 7,107 (12,063) Total other comprehensive (loss) income (2,007) 12,356 (1,054) 4,376 Total comprehensive income $ 44,966 $ 60,295 $ 74,042 $ 95,370 The accompanying notes are an integral part of these condensed consolidated financial statements. 5 WillScot Holdings Corporation Condensed Consolidated Statements of Changes in Equity (Unaudited) (in thousands) Six Months Ended June 30, 2026 Common Stock Additional Paid-in-Capital Accumulated Other Comprehensive Loss Accumulated Deficit Total Shareholders' Equity Shares Amount Balance at December 31, 2025 181,184 $ 19 $ 1,725,642 $ (69,453) $ (799,954) $ 856,254 Net income — — — — 28,123 28,123 Other comprehensive income — — — 953 — 953 Common Stock-based award activity 164 7,107 — — 7,107 Repurchase and cancellation of Common Stock (353) — (7,285) — — (7,285) Withholding taxes on net share settlement of stock-based compensation — — (1,857) — — (1,857) Dividends — — (12,771) — — (12,771) Balance at March 31, 2026 180,995 19 1,710,836 (68,500) (771,831) 870,524 Net income — — — — 46,973 46,973 Other comprehensive loss — — — (2,007) — (2,007) Common Stock-based award activity 49 — 7,895 — — 7,895 Dividends — — (12,868) — — (12,868) Issuance of Common Stock from the exercise of options 11 — 142 — — 142 Balance at June 30, 2026 181,055 $ 19 $ 1,706,005 $ (70,507) $ (724,858) $ 910,659 6 Six Months Ended June 30, 2025 Common Stock Additional Paid-in-Capital Accumulated Other Comprehensive Loss Accumulated Deficit Total Shareholders' Equity Shares Amount Balance at December 31, 2024 183,565 $ 19 $ 1,836,165 $ (70,627) $ (746,964) $ 1,018,593 Net income — — — — 43,055 43,055 Other comprehensive loss — — — (7,980) — (7,980) Common Stock-based award activity 451 — 8,341 — — 8,341 Repurchase and cancellation of Common Stock (1,095) — (32,117) — — (32,117) Issuance of Common Stock from the exercise of options 188 — 2,232 — — 2,232 Withholding taxes on net share settlement of stock-based compensation — — (7,718) — — (7,718) Dividends — — (13,044) — — (13,044) Balance at March 31, 2025 183,109 19 1,793,859 (78,607) (703,909) 1,011,362 Net income — — — — 47,939 47,939 Other comprehensive income — — — 12,356 — 12,356 Common Stock-based award activity 63 — 8,373 — — 8,373 Repurchase and cancellation of Common Stock (1,533) — (40,079) — — (40,079) Issuance of Common Stock from the exercise of options 598 — 7,808 — — 7,808 Withholding taxes on net share settlement of stock-based compensation — — (265) — — (265) Dividends — — (12,899) — — (12,899) Balance at June 30, 2025 182,237 $ 19 $ 1,756,797 $ (66,251) $ (655,970) $ 1,034,595 The accompanying notes are an integral part of these condensed consolidated financial statements. 7 WillScot Holdings Corporation Condensed Consolidated Statements of Cash Flows (Unaudited) (in thousands) Six Months Ended June 30, 2026 2025 Operating activities: Net income $ 75,096 $ 90,994 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 187,690 209,724 Provision for credit losses 39,737 19,756 Gain on sale of rental equipment and other property, plant and equipment (12,177) (14,338) Amortization of debt discounts and debt issuance costs 4,202 6,974 Stock-based compensation expense 15,002 16,714 Deferred income tax expense 23,679 1,129 Other 6,955 2,123 Changes in operating assets and liabilities Trade receivables (67,915) 18 Inventories (3,609) 530 Prepaid expenses and other assets 5,414 10,027 Operating lease assets and liabilities 2,016 239 Accounts payable and other accrued expenses 59,091 80,394 Deferred revenue and customer deposits 18,141 (12,346) Net cash provided by operating activities 353,322 411,938 Investing activities: Acquisitions, net of cash acquired (1,539) (136,815) Purchase of rental equipment and refurbishments (223,974) (157,821) Proceeds from sale of rental equipment 33,433 30,332 Purchase of property, plant and equipment (8,369) (10,920) Proceeds from sale of property, plant and equipment 2,924 1,593 Purchases of investments (1,179) (68) Maturities of marketable securities 1,172 600 Net cash used in investing activities (197,532) (273,099) Financing activities: Receipts from borrowings 278,931 860,307 Repayment of borrowings (381,431) (880,890) Payment of financing costs — (7,328) Payments on finance lease obligations (14,382) (11,231) Receipts from issuance of Common Stock from the exercise of options 142 10,040 Repurchase and cancellation of Common Stock (7,250) (73,225) Taxes paid on employee stock awards (1,857) (7,983) Dividends paid (25,422) (25,632) Net cash used in financing activities (151,269) (135,942) Effect of exchange rate changes on cash and cash equivalents (941) 952 Net change in cash and cash equivalents 3,580 3,849 Cash and cash equivalents at the beginning of the period 14,587 9,001 Cash and cash equivalents at the end of the period $ 18,167 $ 12,850 Supplemental cash flow information: Interest paid, net $ 103,660 $ 103,689 Income taxes paid, net $ 5,281 $ 10,812 Capital expenditures accrued or payable $ 22,759 $ 16,035 The accompanying notes are an integral part of these condensed consolidated financial statements. 8 WillScot Holdings Corporation Notes to the Condensed Consolidated Financial Statements (Unaudited) NOTE 1 - Summary of Significant Accounting Policies Organization and Nature of Operations WillScot Holdings Corporation (“WillScot” and, together with its subsidiaries, the “Company”) is a leading business services provider specializing in innovative and flexible turnkey space solutions in the United States (“US”), Canada, and Mexico. The Company leases, sells, delivers and installs modular space solutions (modular office complexes, mobile offices, classrooms, blast-resistant modules, clearspan structures and sanitation solutions) and portable storage products (portable storage containers and climate-controlled containers and trailers) through an integrated network of branch locations that spans North America. WillScot also offers its customers a thoughtfully curated selection of solutions with Value-Added Products ("VAPS"), such as workstations, furniture, appliances, media packages, power and solar solutions, telematics, connectivity and data solutions, security and protection products, entrance packages, electrical and lighting products, organization and space optimization assets, perimeter solutions and other items that improve the overall customer experience. The Company operates a hybrid in-house and outsourced logistics and service infrastructure that provides delivery, site work, installation, disassembly, removal and other services to customers for an additional fee as part of leasing and sales operations. Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all the information and notes required by accounting principles generally accepted in the US ("GAAP") for complete financial statements. The accompanying unaudited condensed consolidated financial statements comprise the financial statements of WillScot and its subsidiaries that it controls due to ownership of a majority voting interest, and contain all adjustments, which are of a normal and recurring nature, considered necessary by management to present fairly the financial position, results of operations and cash flows for the interim periods presented. Subsidiaries are fully consolidated from the date of acquisition, being the date on which the Company obtains control, and continue to be consolidated until the date when such control ceases. The financial statements of the subsidiaries are prepared for the same reporting period as WillScot. All intercompany balances and transactions are eliminated in consolidation. The results of operations for the three and six months ended June 30, 2026 are not necessarily indicative of the results to be expected for the full year. For further information, refer to the consolidated financial statements and notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2025. Recently Issued Accounting Standards In November 2024, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2024-03 Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses ("ASU 2024-03"). ASU 2024-03 requires incremental disclosures about specific expense categories, including purchases of inventory, employee compensation, depreciation, amortization, and selling expenses. The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted and the amendments may be applied either prospectively or retrospectively. The Company is evaluating the impact of ASU 2024-03 on its disclosures. In September 2025, the FASB issued ASU No. 2025-06 Intangibles - Goodwill and Other Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software ("ASU 2025-06") to modernize the accounting guidance for costs incurred to develop internal-use software, including which costs are required to be recognized as an asset. ASU 2025-06 is effective for annual and interim reporting periods beginning after December 15, 2027. The Company is evaluating the impact of ASU 2025-06 on its consolidated financial statements and disclosures. NOTE 2 - Restructuring In December 2025, the Company's Board of Directors (the "Board of Directors") approved a comprehensive network optimization initiative (the "Network Optimization Plan") designed to reduce real estate costs while maintaining market coverage and customer service capabilities. The Network Optimization Plan encompassed exiting approximately 665 acres of real estate representing 108 branch and drop lot locations and approximately 25% of the Company's leased acreage. To enable these exits, management identified rental fleet units with a net book value of $312.1 million to be abandoned, representing approximately 53,000 units (approximately 31,000 portable storage units and 22,000 modular space units). For the year ended December 31, 2025, the Company recorded restructuring costs for the Network Optimization Plan of $301.9 million, consisting of accelerated depreciation of rental equipment. As of June 30, 2026, the Company has disposed of approximately 23,000 portable storage units and 11,000 modular space units related to the Network Optimization Plan. The Company expects to substantially complete all real estate exits and related rental equipment disposals under the Network Optimization Plan by 2029. Expenses associated with the Network Optimization Plan include accelerated depreciation, disposal costs, relocation costs, and other related costs. Disposal costs consist of demolition costs, waste removal fees, and scrapping fees and are 9 recorded within restructuring costs when incurred. Relocation costs consist primarily of costs to relocate units to other branch locations and are recorded within costs of leasing when incurred. The Company does not expect to exit locations until the end of the contractual lease term; therefore, rental expense will continue to be incurred within selling, general and administrative ("SG&A") expense as the Company consumes its right to use the real estate. The following table presents charges relating to the Network Optimization Plan recognized in the three and six months ended June 30, 2026 and the total costs incurred to date: (in thousands) Three Months Ended June 30, 2026 Six Months Ended June 30, 2026 Costs to Date As of June 30, 2026 Disposal costs $ 5,086 $ 16,336 $ 16,336 Relocation costs 715 1,093 1,093 Accelerated depreciation — — 301,863 Other costs 362 362 362 Total charges $ 6,163 $ 17,791 $ 319,654 The following table presents cash activity and balances relating to the Network Optimization Plan liabilities: (in thousands) Disposal Costs Relocation Costs Other Costs Liability as of December 31, 2025 $ — $ — $ — Restructuring and related charges 16,336 1,093 362 Cash payments (14,002) (590) (260) Liability as of June 30, 2026 $ 2,334 $ 503 $ 102 As of June 30, 2026, the Company expects the initiative to result in total future costs of approximately $43 million, consisting of rental equipment disposal costs of approximately $27 million and rental equipment relocation costs of approximately $16 million. The amount and timing of the actual charges may vary due to a variety of factors, including the ability of vendors to accommodate disposal volumes and additional time needed to exit leased properties. The Company’s estimates for the charges discussed above exclude any potential income tax effects. NOTE 3 - Revenue Revenue Disaggregation Geographic Areas The Company had total revenue in the following geographic areas for the three and six months ended June 30, 2026 and 2025 as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2026 2025 2026 2025 US $ 571,557 $ 550,716 $ 1,089,117 $ 1,081,762 Canada 32,088 33,119 57,437 56,318 Mexico 8,506 5,248 14,225 10,554 Total revenues $ 612,151 $ 589,083 $ 1,160,779 $ 1,148,634 Major Product and Service Lines Equipment leasing is the Company's core business and the primary driver of the Company's revenue and cash flows. This includes turnkey space solutions along with VAPS. Leasing is complemented by new unit sales and sales of rental units. In connection with its leasing and sales activities, the Company provides services including delivery and installation, maintenance, removal, and other ad hoc services. 10 The Company’s revenue by major product and service line for the three and six months ended June 30, 2026 and 2025 was as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2026 2025 2026 2025 Modular space leasing revenue(a) $ 256,829 $ 251,374 $ 500,590 $ 497,238 Portable storage leasing revenue 74,944 79,563 147,467 156,598 VAPS and third-party leasing revenues(b) 103,386 100,030 200,521 196,369 Other leasing-related revenue(c) 14,525 11,949 26,628 27,101 Leasing revenue 449,684 442,916 875,206 877,306 Delivery and installation revenue 135,844 108,452 235,366 197,113 Total leasing and services revenue 585,528 551,368 1,110,572 1,074,419 New unit sales revenue 14,587 21,620 23,581 44,057 Rental unit sales revenue 12,036 16,095 26,626 30,158 Total revenues $ 612,151 $ 589,083 $ 1,160,779 $ 1,148,634 (a) Includes revenue from clearspan structures. (b) Includes $12.6 million and $9.5 million of service revenue for the three months ended June 30, 2026 and 2025, respectively and $22.8 million and $18.7 million of service revenue for the six months ended June 30, 2026 and 2025, respectively. (c) Includes primarily damage billings, delinquent payment charges, other processing fees associated with leasing arrangements, and is partially offset by write-offs of specific uncollectible lease receivables recorded as a reduction to revenue of $10.3 million and $15.1 million, for the three months ended June 30, 2026 and 2025, respectively and $23.4 million and $25.7 million for the six months ended June 30, 2026 and 2025, respectively. Revenue The majority of revenue (71% and 74% for the three months ended June 30, 2026 and 2025, respectively, and 73% and 75% for the six months ended June 30, 2026, and 2025, respectively) was generated by lease income subject to the guidance of Accounting Standards Codification ("ASC"), Leases (Topic 842) ("ASC 842"). The remaining revenue was generated by performance obligations in contracts with customers for services or the sale of units subject to the guidance of ASC, Revenue from Contracts with Customers (Topic 606) ("ASC 606"). Receivables The Company manages credit risk associated with its accounts receivable at the customer level. Because the same customers generate the revenues that are accounted for under both ASC 842 and ASC 606, the discussions below on credit risk and the Company's allowance for credit losses address the Company's total revenues. Concentration of credit risk with respect to the Company's receivables is limited because of a large number of geographically diverse customers who operate in a variety of end markets. The Company manages credit risk through credit approvals, credit limits, and other monitoring procedures. The Company's allowance for credit losses reflects its estimate of the amount of receivables that the Company will be unable to collect. The estimated losses are calculated using the loss rate method based upon a review of outstanding receivables, related aging, and historical collection experience. The Company's estimate is sensitive to changing circumstances, and the Company may be required to increase or decrease its allowance in future periods in response to changing circumstances, including changes in the economy or in the particular circumstances of individual customers. The Company has elected the practical expedient to assume that current conditions as of the balance sheet date do not change for the remaining life of the asset. Specifically identifiable receivables not deemed probable of collection are recorded as a reduction of revenue. The remaining provision for credit losses is recorded as selling, general and administrative expense. 11 Activity in the allowance for credit losses for the three and six months ended June 30, 2026 and 2025 was as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2026 2025 2026 2025 Balance at beginning of period $ 62,389 $ 100,291 $ 61,755 $ 101,693 Provision for credit losses 21,950 7,418 39,737 19,756 Write-offs to leasing revenue (10,348) (15,072) (23,373) (25,661) Write-offs to delivery and installation revenue (2,315) (3,522) (5,228) (6,007) Write-offs to new units sales revenue (545) (587) (1,230) (1,001) Write-offs to rental units sales revenue (408) (390) (923) (667) Total write-offs recorded as a reduction to revenue, net of recoveries (13,616) (19,571) (30,754) (33,336) Foreign currency translation and other 14 222 (1) 247 Balance at end of period $ 70,737 $ 88,360 $ 70,737 $ 88,360 Contract Assets and Liabilities When customers are billed in advance for services, the Company defers recognition of revenue until the related services are performed, which generally occurs at the end of the contract. The balance sheet classification of deferred revenue is determined based on the contractual lease term. For contracts that continue beyond their initial contractual lease term, revenue continues to be deferred until the services are performed. As of June 30, 2026 and December 31, 2025, the Company recorded deferred revenue related to service revenue billed in advance of $145.8 million and $134.6 million, respectively. During the three and six months ended June 30, 2026, the Company recognized revenue of $21.5 million and $47.3 million, respectively, for service revenue billed in advance that was recorded as deferred revenue as of December 31, 2025. The Company does not have material contract assets, and it did not recognize any material impairments of any contract assets. The Company's uncompleted contracts with customers have unsatisfied (or partially satisfied) performance obligations. For the future services revenues that are expected to be recognized within twelve months, the Company has elected to utilize the optional disclosure exemption made available regarding transaction price allocated to unsatisfied (or partially unsatisfied) performance obligations. The transaction price for performance obligations that will be completed in greater than twelve months is variable based on the market rate in place at the time those services are provided, and therefore, the Company is applying the optional exemption to omit disclosure of such amounts. The primary costs to obtain contracts for new and rental unit sales with the Company's customers are commissions. The Company pays its sales force commissions on the sale of new and rental units. For new and rental unit sales, the period benefited by each commission is less than one year. As a result, the Company has applied the practical expedient for incremental costs of obtaining a sales contract and expenses commissions as incurred. NOTE 4 - Rental Equipment Rental equipment, net at the respective balance sheet dates consisted of the following: (in thousands) June 30, 2026 December 31, 2025 Modular space units $ 3,805,857 $ 3,836,964 Portable storage units 996,648 1,097,908 Value added products 233,429 229,920 Total rental equipment 5,035,934 5,164,792 Less: accumulated depreciation (1,897,027) (2,071,471) Rental equipment, net $ 3,138,907 $ 3,093,321 At June 30, 2026 and December 31, 2025, rental equipment included $137.6 million and $312.1 million, respectively, related to rental fleet assets that the Company intends to dispose of in connection with the Network Optimization Plan. The assets will be derecognized when physically disposed. 12 NOTE 5 - Intangible Assets Intangible assets, net at the respective balance sheet dates consisted of the following: June 30, 2026 (in thousands) Weighted average remaining life (in years) Gross carrying amount Accumulated impairment loss Accumulated amortization Net book value Intangible assets subject to amortization: Customer relationships 2.6 $ 234,108 $ — $ (161,119) $ 72,989 Technology 0.0 1,500 — (1,500) — Trade names 1.5 165,500 (132,540) (27,763) 5,197 Indefinite-lived intangible assets: Trade name – WillScot 125,000 — — 125,000 Total intangible assets $ 526,108 $ (132,540) $ (190,382) $ 203,186 December 31, 2025 (in thousands) Weighted average remaining life (in years) Gross carrying amount Accumulated impairment loss Accumulated amortization Net book value Intangible assets subject to amortization: Customer relationships 3.0 $ 234,108 $ — $ (144,959) $ 89,149 Technology 0.5 1,500 — (1,375) 125 Trade names 1.8 165,500 (132,540) (23,146) 9,814 Indefinite-lived intangible assets: Trade name – WillScot 125,000 — — 125,000 Total intangible assets $ 526,108 $ (132,540) $ (169,480) $ 224,088 Amortization expense related to intangible assets was $10.2 million and $11.8 million for the three months ended June 30, 2026 and 2025, respectively, and $20.9 million and $23.1 million for the six months ended June 30, and 2025, respectively. As of June 30, 2026, the expected future amortization expense for intangible assets was as follows for the years ended December 31: (in thousands) 2026 (remaining) $ 19,308 2027 33,580 2028 18,037 2029 3,367 2030 3,117 Thereafter 777 Total $ 78,186 13 NOTE 6 - Debt The carrying value of debt outstanding at the respective balance sheet dates consisted of the following: (in thousands, except rates) Interest rate Year of maturity June 30, 2026 December 31, 2025 ABL Facility Varies 2030 $ 1,390,520 $ 1,491,267 2028 Secured Notes 4.625% 2028 497,307 496,718 2029 Secured Notes 6.625% 2029 494,609 493,803 2030 Secured Notes 6.625% 2030 494,773 494,180 2031 Secured Notes 7.375% 2031 445,671 445,342 Finance Leases Varies Varies 172,420 166,858 Total debt 3,495,300 3,588,168 Less: current portion of long-term debt 33,469 31,094 Total long-term debt $ 3,461,831 $ 3,557,074 Maturities of debt, including finance leases, during the periods subsequent to June 30, 2026 are as follows: (in thousands) 2026 (remaining) $ 21,919 2027 38,613 2028 541,107 2029 533,278 2030 1,932,911 Thereafter 483,907 Total $ 3,551,735 Asset-Based Lending Facility Certain subsidiaries of the Company, including Williams Scotsman, Inc. ("WSI"), have an asset-based credit agreement that provides for revolving credit facilities in the aggregate principal amount of up to $3.0 billion, consisting of: (i) a senior secured asset-based US dollar revolving credit facility in the aggregate principal amount of $2.75 billion (the “US Facility”), (ii) a $250.0 million senior secured asset-based multicurrency revolving credit facility (the "Multicurrency Facility," and together with the US Facility, the "ABL Facility"), available to be drawn in US Dollars or Canadian Dollars, and (iii) an accordion feature that permits the Company to increase the lenders' commitments in an aggregate amount not to exceed the greater of $1.0 billion and the amount of suppressed availability (as defined in the ABL Facility), plus any voluntary prepayments that are accompanied by permanent commitment reductions under the ABL Facility, subject to the satisfaction of customary conditions including lender approval. As of June 30, 2026, the weighted average interest rate for borrowings under the ABL Facility, as adjusted for the effects of the interest rate swap agreements, was 4.94%. Refer to Note 9 for a more detailed discussion on interest rate management. Borrowing availability under the US Facility and the Multicurrency Facility is equal to the lesser of (i) the aggregate revolver commitments and (ii) the borrowing base ("Line Cap"). At June 30, 2026, the Line Cap was $3.0 billion and the Company had $1.5 billion of available borrowing capacity under the ABL Facility, including $1.3 billion under the US Facility and $226.3 million under the Multicurrency Facility. Borrowing capacity under the ABL Facility is made available for up to $200.0 million letters of credit and $250.0 million of swingline loans. At June 30, 2026, the available capacity was $175.6 million of letters of credit and $250.0 million of swingline loans. At June 30, 2026, letters of credit and bank guarantees carried fees of 1.50%. The Company had issued $24.4 million of standby letters of credit under the ABL Facility at June 30, 2026. The Company had approximately $1.4 billion outstanding principal under the ABL Facility at June 30, 2026. Debt issuance costs of $15.0 million and $16.7 million were included in the carrying value of the ABL Facility at June 30, 2026 and December 31, 2025, respectively. The obligations of the US Facility borrowers are unconditionally guaranteed by WSI and each existing and subsequently acquired or organized direct or indirect wholly-owned US organized restricted subsidiary of WSI, other than excluded subsidiaries (together with WSI, the "US Guarantors"). The obligations of the Multicurrency Facility borrowers are unconditionally guaranteed by the US Facility borrowers and the US Guarantors, and each existing and subsequently acquired or organized direct or indirect wholly-owned Canadian organized restricted subsidiary of the Company other than certain excluded subsidiaries. 14 Senior Secured Notes The 2028 Secured Notes, 2029 Secured Notes, 2030 Secured Notes, and 2031 Secured Notes (collectively, “the Secured Notes”) are unconditionally guaranteed by certain subsidiaries of the Company (collectively, “the Note Guarantors”). WillScot is not a guarantor of the Secured Notes. The Note Guarantors are guarantors or borrowers under the ABL Facility. To the extent lenders under the ABL Facility release the guarantee of any Note Guarantor, such Note Guarantor will also be released from obligations under the Secured Notes. The Secured Notes and related guarantees are secured by a second priority security interest in substantially the same assets of WSI and the Note Guarantors securing the ABL Facility. Upon the repayment of the 2028 Secured Notes, if the lien associated with the ABL Facility represents the only lien outstanding on the collateral under the 2029 Secured Notes, 2030 Secured Notes, and the 2031 Secured Notes (other than certain permitted liens), the collateral securing the 2029 Secured Notes, 2030 Secured Notes, and the 2031 Secured Notes will be released and the 2029 Secured Notes, 2030 Secured Notes, and the 2031 Secured Notes will become unsecured subject to satisfaction of customary conditions. Finance Leases The Company maintains finance leases primarily for transportation-related equipment. Obligations under finance leases were $172.4 million at June 30, 2026 and $166.9 million at December 31, 2025. Covenant Compliance The Company was in compliance with all debt covenants and restrictions associated with its debt instruments as of June 30, 2026. NOTE 7 – Equity Common Stock In connection with stock compensation vesting and stock option exercises, the Company issued 223,737 shares of Common Stock during the six months ended June 30, 2026. Dividends In February 2025, the Board of Directors approved a quarterly dividend program. Dividends are subject to declaration by the Board of Directors and requirements of the ABL Facility, the indentures governing the Secured Notes, and Delaware law. The Board of Directors declared quarterly dividends of $0.07 per share for the first and second quarters of 2026 and 2025. Stock Repurchase Program In September 2024, the Board of Directors authorized a share repurchase program pursuant to which the Company may repurchase up to $1.0 billion of its outstanding shares of Common Stock. The stock repurchase program does not obligate the Company to purchase any particular number of shares, and the timing and exact amount of any repurchases will depend on various factors, including market pricing and conditions, business, legal, and other considerations. The Company may repurchase its shares in open-market transactions or through privately negotiated transactions in accordance with federal securities laws, at the Company's discretion. The repurchase program, which has no expiration date, may be increased, suspended, or terminated at any time and remains subject to the discretion of the Board of Directors. The program is expected to be implemented over the course of several years and will be conducted subject to the requirements of the ABL Facility, the indentures governing the Secured Notes, and Delaware law. During the six months ended June 30, 2026 and 2025, respectively, the Company repurchased 352,900 and 2,628,041 shares of Common Stock for $7.3 million and $71.9 million, respectively, excluding excise tax. As of June 30, 2026, $717.1 million of the authorization for future repurchases of Common Stock remained available. 15 Accumulated Other Comprehensive Loss The changes in accumulated other comprehensive loss ("AOCI"), net of tax, for the six months ended June 30, 2026 and 2025 were as follows: Six Months Ended June 30, 2026 (in thousands) Foreign currency translation Unrealized (losses) gains on hedging activities Total Balance at December 31, 2025 $ (66,004) $ (3,449) $ (69,453) Other comprehensive (loss) income before reclassifications (3,416) 4,813 1,397 Reclassifications from AOCI to income — (444) (444) Balance at March 31, 2026 (69,420) 920 (68,500) Other comprehensive (loss) income before reclassifications (4,745) 3,057 (1,688) Reclassifications from AOCI to income — (319) (319) Balance at June 30, 2026 $ (74,165) $ 3,658 $ (70,507) Six Months Ended June 30, 2025 (in thousands) Foreign currency translation Unrealized gains (losses) on hedging activities Total Balance at December 31, 2024 $ (80,720) $ 10,093 $ (70,627) Other comprehensive income (loss) before reclassifications 161 (5,710) (5,549) Reclassifications from AOCI to income — (2,431) (2,431) Balance at March 31, 2025 (80,559) 1,952 (78,607) Other comprehensive income (loss) before reclassifications 16,278 (1,469) 14,809 Reclassifications from AOCI to income — (2,453) (2,453) Balance at June 30, 2025 $ (64,281) $ (1,970) $ (66,251) The Company reclassified amounts from AOCI into the condensed consolidated statements of operations within interest expense related to the interest rate swaps. Associated with these reclassifications, the Company recorded tax expense of $0.1 million and $0.7 million for the three months ended June 30, 2026 and 2025, respectively, and $0.2 million and $1.3 million for the six months ended June 30, 2026 and 2025, respectively. The interest rate swaps are discussed in Note 9. NOTE 8 – Income Taxes The Company recorded $17.0 million and $32.0 million of income tax expense for the three and six months ended June 30, 2026, respectively, and $20.0 million and $37.9 million for the three and six months ended June 30, 2025, respectively. The Company’s effective tax rate was 26.6% and 29.9% for the three and six months ended June 30, 2026, respectively, and 29.4% for both the three and six months ended June 30, 2025. The effective tax rate for the three and six months ended June 30, 2026 and 2025 was higher than the US federal statutory rate of 21% primarily due to state and provincial taxes, non-deductible executive compensation and a discrete tax expense related to equity compensation. NOTE 9 - Derivatives The Company uses interest rate swaps designated as cash flow hedges to manage fluctuations in interest rates on variable rate debt. The gains and losses are recorded in accumulated other comprehensive loss and reclassified into interest expense, net during the hedged interest period. Cash inflows and outflows related to interest rate swaps are presented in interest paid, net within the supplemental section of the condensed consolidated statement of cash flows. In January 2023, the Company entered into two interest rate swap agreements with financial counterparties relating to $750.0 million in aggregate notional amount of variable-rate debt under the ABL Facility. Under the terms of the agreements, the Company receives a floating rate equal to one-month term Secured Overnight Financing Rate ("SOFR") and makes payments based on a fixed interest rate of 3.44% on the notional amount. In January 2024, the Company entered into two interest rate swap agreements with financial counterparties relating to $500.0 million in aggregate notional amount of variable-rate debt under the ABL Facility. Under the terms of the agreements, the Company receives a floating rate equal to one-month term SOFR and makes payments based on a fixed interest rate of 3.70% on the notional amount. The swap agreements were designated and qualified as hedges of the Company's exposure to changes in interest payment cash flows created by fluctuations in variable interest rates on the ABL Facility. The swap agreements terminate on 16 June 30, 2027. At June 30, 2026, the floating rate that the Company received under the terms of these swap agreements was 3.65% for the swap agreements entered in January 2023 and 3.64% for the swap agreements entered in January 2024. The location and the fair value of derivative instruments designated as hedges were as follows: (in thousands) Balance Sheet Location June 30, 2026 December 31, 2025 Cash Flow Hedges: Interest rate swaps Other current assets $ 4,874 $ 24 Interest rate swaps Accrued expenses $ — $ (1,862) Interest rate swaps Other non-current liabilities $ — $ (2,726) The fair value of the interest rate swaps was based on dealer quotes of market forward rates, a Level 2 input on the fair value hierarchy (see Note 10), and reflected the amount that the Company would receive or pay for contracts involving the same attributes and maturity dates. The following table discloses the impact of the interest rate swaps, excluding the impact of income taxes, on other comprehensive income (“OCI”), AOCI and the Company’s condensed consolidated statements of operations for the six months ended June 30, 2026 and 2025: Six Months Ended June 30, (in thousands) 2026 2025 Gain (loss) recognized in OCI $ 10,217 $ (11,170) Location of gain recognized in income Interest expense, net Interest expense, net Gain reclassified from AOCI into income $ 763 $ 4,884 See Note 7 for the net impact of the interest swaps, including the impact of income taxes, on OCI and AOCI. NOTE 10 - Fair Value Measures The fair value of financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The Company utilizes the following accounting guidance for the three levels of inputs that may be used to measure fair value: Level 1 - Observable inputs such as quoted prices in active markets for identical assets or liabilities; Level 2 - Observable inputs, other than Level 1 inputs in active markets, that are observable either directly or indirectly; and Level 3 - Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions. The Company has assessed that the fair values of cash and short-term deposits, marketable securities, trade receivables, trade payables, and other current liabilities approximate their carrying amounts. The Company's nonfinancial assets, which are measured at fair value on a nonrecurring basis, include rental equipment, property, plant and equipment, goodwill, intangible assets, and certain other assets. Based on the borrowing rates currently available for bank loans with similar terms and average maturities, the fair values of finance leases at June 30, 2026 and December 31, 2025 approximate their respective book values. The carrying value of the ABL Facility, excluding debt issuance costs, approximates fair value as the interest rates are variable and reflective of current market rates. The fair values of the Secured Notes are based on their last trading price at the end of each period obtained from a third party. The following table shows the carrying amounts and fair values of these financial liabilities measured using Level 2 inputs: June 30, 2026 December 31, 2025 (in thousands) Carrying Amount Fair Value Carrying Amount Fair Value 2028 Secured Notes $ 497,307 $ 496,135 $ 496,718 $ 498,640 2029 Secured Notes 494,609 511,205 493,803 516,455 2030 Secured Notes 494,773 515,440 494,180 517,465 2031 Secured Notes 445,671 466,110 445,342 470,304 Total $ 1,932,360 $ 1,988,890 $ 1,930,043 $ 2,002,864 As of June 30, 2026, the carrying values of the 2028 Secured Notes, the 2029 Secured Notes, the 2030 Secured Notes, and the 2031 Secured Notes included $2.7 million, $5.4 million, $5.2 million, and $4.3 million, respectively, of unamortized debt issuance costs, which were presented as direct reductions of the corresponding liabilities. As of December 31, 2025, the carrying values of the 2028 Secured Notes, the 2029 Secured Notes, the 2030 Secured Notes, and the 2031 17 Secured Notes included $3.3 million, $6.2 million, $5.8 million, and $4.7 million, respectively, of unamortized debt issuance costs, which were presented as direct reductions of the corresponding liabilities. The location and the fair value of derivative assets and liabilities in the condensed consolidated balance sheets are disclosed in Note 9. NOTE 11 - Stock-Based Compensation Stock-based compensation expense includes grants of stock options, time-based restricted stock units ("Time-Based RSUs"), performance-based restricted stock units ("Performance-Based RSUs," together with Time-Based RSUs, the "RSUs"), and restricted stock awards ("RSAs"). Stock options are valued based on the Black-Scholes option-pricing model. Time-Based RSUs and RSAs are valued based on the intrinsic value of the difference between the exercise price of the award, if any, and the fair market value of WillScot's Common Stock on the grant date. Restricted Stock Awards The following table summarizes the Company's RSA activity for the six months ended June 30, 2026 and 2025: Six Months Ended June 30, 2026 2025 Number of Shares Weighted-Average Grant Date Fair Value Number of Shares Weighted-Average Grant Date Fair Value Outstanding at beginning of period 67,365 $ 27.43 36,346 $ 38.11 Granted 44,219 $ 26.12 64,070 $ 27.86 Forfeited (14,358) $ 27.86 — $ — Vested (49,712) $ 27.86 (32,332) $ 38.20 Outstanding at end of period 47,514 $ 25.62 68,084 $ 28.42 Compensation expense for RSAs recognized in SG&A expense on the condensed consolidated statements of operations was $0.4 million for both the three months ended June 30, 2026 and 2025. Compensation expense for RSAs recognized in SG&A expense was $0.5 million and $0.7 million for the six months ended June 30, 2026 and 2025, respectively. At June 30, 2026, unrecognized compensation cost related to RSAs totaled $1.1 million and was expected to be recognized over the remaining weighted average vesting period of 0.9 years. Time-Based RSUs The following table summarizes the Company's Time-Based RSU activity for the six months ended June 30, 2026 and 2025: Six Months Ended June 30, 2026 2025 Number of Shares Weighted-Average Grant Date Fair Value Number of Shares Weighted-Average Grant Date Fair Value Outstanding at beginning of period 932,175 $ 35.95 576,652 $ 43.87 Granted 1,080,919 $ 22.53 391,843 $ 35.27 Forfeited (54,548) $ 32.15 (33,936) $ 41.25 Vested (243,830) $ 41.09 (240,020) $ 39.90 Outstanding at end of period 1,714,716 $ 26.88 694,539 $ 40.52 Compensation expense for Time-Based RSUs recognized in SG&A expense was $4.4 million and $2.6 million for the three months ended June 30, 2026 and 2025, respectively. Compensation expense for Time-Based RSUs recognized in SG&A expense was $8.0 million and $5.1 million for the six months ended June 30, 2026 and 2025, respectively. At June 30, 2026, unrecognized compensation cost related to Time-Based RSUs totaled $34.4 million and was expected to be recognized over the remaining weighted average vesting period of 2.4 years. For 88,771 Time-Based RSUs granted in February 2026, the awards cliff vest after three years. All other outstanding Time-Based RSUs vest ratably over periods ranging from one year to four years. 18 Performance-Based RSUs The following table summarizes the Company's Performance-Based RSU activity for the six months ended June 30, 2026 and 2025: Six Months Ended June 30, 2026 2025 Number of Shares Weighted-Average Grant Date Fair Value Number of Shares Weighted-Average Grant Date Fair Value Outstanding at beginning of period 1,188,986 $ 52.49 1,768,460 $ 47.02 Granted 331,112 $ 26.89 406,265 $ 44.16 Forfeited (41,581) $ 47.59 (30,955) $ 55.52 Vested(a) (314,086) $ 69.52 (620,326) $ 43.18 Outstanding at end of period 1,164,431 $ 40.79 1,523,444 $ 47.65 (a) The Performance-Based RSUs vested at a weighted average of 0% of target, or 0 shares, and 78% of target, or 482,083 shares, during the six months ended June 30, 2026 and 2025, respectively. Compensation expense for Performance-Based RSUs recognized in SG&A expense was $2.9 million and $5.3 million for the three months ended June 30, 2026 and 2025, respectively. Compensation expense for Performance-Based RSUs recognized in SG&A expense was $5.9 million and $10.9 million for the six months ended June 30, 2026 and 2025, respectively. At June 30, 2026, unrecognized compensation cost related to unvested Performance-Based RSUs, assuming maximum attainment of performance-based metrics, totaled $27.9 million, which would be recognized over the remaining weighted average vesting period of 1.4 years. For 274,410 Performance-Based RSUs granted in February 2026, the awards cliff vest based on the achievement of performance-based conditions over the vesting period of three years. At the end of each fiscal year during the vesting period, the target number of RSUs may be adjusted from 0% to 300% based on the Company's level of attainment of performance measures, including financial return metrics such as Revenue, Return on Invested Capital and Adjusted Free Cash Flow, as defined by the Company's Compensation Committee. For 56,702 Performance-Based RSUs granted in February 2026, the awards cliff vest based on achievement of the relative total stockholder return ("TSR") of the Company's Common Stock as compared to the TSR of the constituents in the S&P SmallCap 600 Index over the vesting period of three years. The target number of RSUs may be adjusted from 0% to 300% based on the TSR attainment levels defined by the Company's Compensation Committee at the end of each measurement period during the vesting period. The grant date fair value of the TSR Performance-Based RSUs was determined using a Monte Carlo simulation model. For 243,158 Performance-Based RSUs granted in 2021, the awards cliff vest based on achievement of specified share prices of the Company's Common Stock at annual measurement dates over a performance period of 4.8 years. The target number of RSUs may be adjusted from 0 to 583,334 based on the stock price attainment levels defined by the Company's Compensation Committee. The 243,159 RSU target payout is tied to a stock price of $47.50, with a payout ranging from 0 RSUs (for a stock price less than $42.50) to 583,334 RSUs (for a stock price of $60.00 or greater). All other outstanding Performance-Based RSUs cliff vest based on achievement of the relative TSR of the Company's Common Stock as compared to the TSR of the constituents in the S&P MidCap 400 Index over the vesting period of three years. The target number of RSUs may be adjusted from 0% to 200% based on the TSR attainment levels defined by the Company's Compensation Committee. Stock Options The following table summarizes the Company's stock options activity for the six months ended June 30, 2026: Six Months Ended June 30, 2026 WillScot Options Weighted-Average Exercise Price per Share Converted Mobile Mini Options Weighted-Average Exercise Price per Share Outstanding at beginning of period 754,188 $ 16.46 10,884 $ 13.08 Granted 100,000 $ 18.83 — $ — Exercised — $ — (10,884) $ 13.08 Outstanding at end of period 854,188 $ 16.74 — $ — Fully vested and exercisable at end of period 534,188 $ 13.60 — $ — 19 The following table summarizes the Company's stock options activity for the six months ended June 30, 2025: Six Months Ended June 30, 2025 WillScot Options Weighted-Average Exercise Price per Share Converted Mobile Mini Options Weighted-Average Exercise Price per Share Outstanding at beginning of period 534,188 $ 13.60 814,889 $ 12.77 Exercised — $ — (786,204) $ 12.77 Outstanding at end of period 534,188 $ 13.60 28,685 $ 12.86 Fully vested and exercisable at end of period 534,188 $ 13.60 28,685 $ 12.86 At June 30, 2026, the intrinsic value of stock options outstanding was $10.4 million, and the intrinsic value of stock options fully vested and exercisable was $8.2 million. At June 30, 2026, the weighted-average remaining contractual term of options fully vested and exercisable was 1.7 years. The weighted-average remaining contractual term of all outstanding options was 4.6 years. Compensation expense for stock options recognized in SG&A expense was $0.3 million for the three months ended June 30, 2026 and $0.6 million for the six months ended June 30, 2026. At June 30, 2026, unrecognized compensation cost related to stock options totaled $2.1 million and was expected to be recognized over the remaining weighted average vesting period of 1.9 years. The fair value of each stock option award granted during the six months ended June 30, 2026 was estimated on the grant date using the Black-Scholes option-pricing model. The assumptions are listed in the table below. Assumptions Expected volatility 46.30 % Expected dividend 1.50 % Risk-free rate 3.84 % Expected term 6.0 years Exercise price $ 18.83 Weighted-average grant date fair value $ 8.09 NOTE 12 - Commitments and Contingencies The Company is involved in various lawsuits, claims and legal proceedings that arise in the ordinary course of business. The Company assesses these matters on a case-by-case basis as they arise and establishes reserves as required. As of June 30, 2026, with respect to these outstanding matters, the Company believes that the amount or range of reasonably possible loss will not, either individually or in the aggregate, have a material adverse effect on the Company's consolidated financial position, results of operations, or cash flows. However, the outcome of such matters is inherently unpredictable and subject to significant uncertainties. NOTE 13 - Segment Reporting The Company has one reportable segment. Refer to Note 3 for revenue by geographic area and revenue by major product and service lines. Refer to the Condensed Consolidated Balance Sheets for total assets. Refer to the Condensed Consolidated Statements of Cash Flows for total expenditures for additions to long-lived assets. The Company defines EBITDA as net income plus interest (income) expense, income tax (benefit) expense, depreciation and amortization. The Company reflects further adjustments to EBITDA (“Adjusted EBITDA”) to exclude certain non-cash items and the effect of what the Company considers transactions or events not related to its core and ongoing business operations. The measure of profit or loss used by the Chief Operating Decision Maker ("CODM") to evaluate operating segment performance and allocate resources is Adjusted EBITDA. Adjusted EBITDA is used to determine capital allocation between operating segments and certain aspects of management's compensation. Management believes that evaluating operating segment performance excluding such items is meaningful because it provides insight with respect to the intrinsic and ongoing operating results of the Company. The Company considers Adjusted EBITDA to be an important metric because it reflects the business performance of the segment, inclusive of indirect costs. 20 The following table sets forth certain information regarding significant revenue and expense categories for the three and six months ended June 30, 2026 and 2025: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2026 2025 2026 2025 Revenues: Leasing and services revenue: Unit leasing and other rental-related $ 346,298 $ 342,886 $ 674,685 $ 680,937 VAPS and third-party leasing 103,386 100,030 200,521 196,369 Delivery revenue 59,730 55,384 106,609 104,419 Installation revenue 76,114 53,068 128,757 92,694 Sales revenue: New units 14,587 21,620 23,581 44,057 Rental units 12,036 16,095 26,626 30,158 Total revenues 612,151 589,083 1,160,779 1,148,634 Less:(a) Costs of leasing and services: Unit leasing and other rental-related 88,594 77,096 165,574 148,841 VAPS and third-party leasing 19,519 18,242 38,566 34,567 Delivery 52,008 45,081 93,063 85,636 Installation 58,312 43,073 100,500 76,314 Costs of sales: New units 9,049 13,552 15,267 28,750 Rental units 6,165 7,525 14,868 15,694 Employee SG&A expense(b) 72,703 67,471 144,412 135,736 Other segment items(c) 77,917 68,130 149,631 145,398 Adjusted EBITDA $ 227,884 $ 248,913 $ 438,898 $ 477,698 (a) The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM. (b) Employee SG&A expense consists of salaries and wages, bonuses, commissions, payroll taxes, and employee benefits. (c) Other segment items consist of service agreements, professional fees, real estate and occupancy costs, travel, bad debt expense, marketing and advertising, taxes, and other miscellaneous expenses. The following table presents reconciliations of the Company’s net income to Adjusted EBITDA for the three and six months ended June 30, 2026 and 2025: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2026 2025 2026 2025 Net income $ 46,973 $ 47,939 $ 75,096 $ 90,994 Income tax expense 17,042 19,984 31,975 37,894 Interest expense, net 53,479 58,977 107,086 117,446 Depreciation and amortization 95,259 112,632 187,690 209,724 Currency losses (gains), net 246 (79) 417 144 Restructuring costs, lease impairment expense and other related charges 5,482 205 16,755 907 Integration and transaction costs 13 1,511 79 1,772 Stock compensation expense 7,895 8,373 15,002 16,714 Other(a) 1,495 (629) 4,798 2,103 Adjusted EBITDA $ 227,884 $ 248,913 $ 438,898 $ 477,698 (a) For the six months ended June 30, 2026, other included $1.8 million in non-equity executive transition costs. 21 NOTE 14 - Earnings Per Share The following table reconciles the weighted average shares of Common Stock outstanding for the basic earnings per share calculation to the weighted average shares of Common Stock outstanding for the diluted earnings per share calculation: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2026 2025 2026 2025 Numerator: Net income $ 46,973 $ 47,939 $ 75,096 $ 90,994 Denominator: Weighted average shares outstanding – basic 181,012 182,468 181,005 183,071 Dilutive effect of outstanding securities: RSAs 31 20 32 21 Time-based RSUs 252 11 153 50 Performance-based RSUs 248 412 227 556 Stock options 266 528 225 669 Weighted average shares outstanding – dilutive 181,809 183,439 181,642 184,367 The following potential shares of Common Stock were excluded from the computation of dilutive EPS: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2026 2025 2026 2025 RSAs 44 — 22 — Time-based RSUs 379 634 919 601 Performance-based RSUs 1,413 968 1,443 989 Stock options — — 160 — Total shares 1,836 1,602 2,544 1,590 22