CMP 10-K & 10-Q changes, risk factors and insider trading

We are subject to a number of risks whichthat could have a material adverse effect on our business, financial condition, results of operations and the value of our securities. You should carefully consider the following risks and all of the information set forth in this report.Form 10-K. The risks described below are not the only ones facing our company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may also materially and adversely affect our business, financial condition or results of operations.

Management identified material weaknesses in internal control over financial reporting in conjunction with the restatement described in the Explanatory Note of our Form 10-K/A, filed with the SEC on October 29, 2024. The description of the material weaknesses that were determined to exist as of September 30, 20232024 and 2024September 30, 2023 is included under Part II Item 9A of this Form 10-K.

Our operations can involve or be subject to significant risks and hazards, including environmental hazards, industrial accidents and natural disasters. Our underground salt mining operations and related processing activities have in the past, and may in the futurefuture, be subject to hazards such as industrial and mining accidents, fire, natural disasters, explosions, unusual or unexpected geological formations or movements, water intrusion and flooding. For example, MSHA considers our Cote Blanche mine to be a “gaseous mine” and, as a result, is subject to a heightened risk of explosion and fire. These potential risks include damage or impacts from pipeline and storage tank leaks and ruptures; explosions and fires; mechanical failures; earthquakes, tornadoes, hurricanes, flooding and other natural disasters; and chemical spills and other discharges or releases of toxic or hazardous substances or gases at our sites or during transportation.

The results of our operations are dependent on and vary due to weather conditions.conditions and lake level fluctuations. Additionally, adverse weather conditions or significant changes in weather patterns could adversely affect us.

In addition, our ability to produce SOP, sodium chloride and magnesium chloride, from our solar evaporation ponds located near Ogden, Utah, is dependent upon sufficient lake brine levels in the Great Salt Lake and hot, arid summer weather conditions. Prolonged periods of precipitation, lack of sunshine, cooler weather or increased mountain water run-off during the evaporation season could reduce mineral concentrations and evaporation rates, leading to decreases in our production levels. Other factors such as state or federal actions to manage the salinity of the Great Salt Lake could also alter north arm lake levels and disrupt our evaporation production cycle, impact our access to ambient lake brine in the Great Salt Lake or increase our related capital expenditures and production costs. Similarly, in recent years drought ordrought, decreased mountain snowfall and associated fresh water run-off have reduced brine intake levels, whichimpacting subsequent harvests in 2024 and 2025. Future occurrences of drought and/or reduced runoff could also impact mineral composition and our mineral harvesting process, amount and timing. Lake level fluctuations and other factors could alter brine levels or mineral concentration levels, which may disrupt our typical two- to three-year evaporation production cycle. Similar factors could negatively impact the lake level and concentration of sulfates at the Big Quill Lake, impacting the operations at our Wynyard, Saskatchewan, Canada, facility.facility, Theand occurrencepotentially of these events at the Great Salt Lake or Big Quill Lake (as a result of climate change or otherwise) could leadleading to decreased production levels, increased operating costs and significant additional capital expenditures.

Weather conditions have historically caused volatility in the agricultural industry (and indirectly in our results of operations) by causing crop failures or significantly reduced harvests, which can adversely affect application rates, demand for our SOP products and our customers’ creditworthiness. Weather conditions can also lead to a reduction in farmable acres,acres due to flooding, drought or wildfires, which could also adversely impact the number of acres planted, growers’ crop yields and the uptake of plant nutrients, reducing the need for application of plant nutrition products for the next planting season, which could result in lower demand for our SOP products and impact sale prices. Weather conditions also impact our fire retardant business, since hotter and drier summer weather is generally correlated with a higher prevalence of wildfires.

•historical production from the area compared with production from other producing areas; and

Nearly 50% of our workforce in the U.S., Canada and the U.K.UK is represented by collective bargaining agreements.CBAs. Of our 12 collective bargaining agreementsCBAs in effect on September 30, 2024, six will expire in fiscal 2025 (including our Cote Blanche mine), four will expire in fiscal 2026 (including our Goderich mine), and two will expire in fiscal 2027.:

Unsuccessful contract negotiations, adversestrained labor relations at any of our locations or other labor-related factors have in the past, and could in the future, result in strikes, work stoppages, work slowdowns, dissatisfied employees or other actions,forms whichof couldlabor disrupt our business and operations.disruption. These disruptions couldmay negatively impact our business, our operations, our abilitylead to produceincreased oroperational sellcosts, ourdelays products,in ourfulfilling abilitycustomer to service our customerscommitments and ourreputational abilityharm. toUltimately, recruit and retain personnel andthey could result in significant additional costs as well as adversely affect our reputation, financial conditioncondition, operating results and operatinglong-term results.strategic objectives.

Our production processes rely on the consumption of natural gas, electricityelectricity, diesel, and certain other raw materials. A significant interruption in the supply or an increase in the price of any of these could adversely affect our business.

Energy costs, primarily natural gasgas, electricity, and electricity,diesel represent a substantial part of our total production costs. Our profitability is impacted by the price and availability of natural gasgas, electricity, and electricitydiesel we purchase from third parties. Natural gas is a primary energy source used in the mechanically evaporated salt production process. Our contractual arrangements for the supply of natural gas have terms of up to three years, do not specify quantities and are automatically renewed unless either party elects not to do so. We do not have arrangements in place with back-up suppliers. We use natural gas derivatives to hedge some of our financial exposure to the price volatility of natural gas. A significant increase in the price of energy that is not recovered through an increase in the price of our products or covered through our hedging arrangements, or an extended interruption in the supply of natural gas or electricity to our production facilities, could have a material adverse effect on our business, financial condition and results of operations.

We have a significant amount of indebtedness and may incur additional debt in the future. As of September 30, 2024,2025, we had $922.8$845.8 million of outstanding indebtedness, including $383.9 million of borrowings under our senior secured credit facilities, which are further described in Part II, Item 8, Note 1210. Long Term Debt and Finance Lease Liabilities of our Consolidated Financial Statements. We pay significant interest on our indebtedness, with variable interest on ourborrowings borrowingmade under both our senior securedrevolving credit facilities and account receivable securitization facility based on prevailing interest rates. Significant increases in interest rates will increase the interest we pay on our debt. Our indebtedness could:

The credit agreement governing our senior secured credit facilities also requires us to maintain financial ratios, including ana consolidated interest coverage ratio and a totalconsolidated first lien net leverage ratio, which we may be unable to maintain. As of September 30, 2024,2025, our totalconsolidated first lien net leverage ratio (as calculated under the terms of our credit agreement) was 4.89x.0.01x. We would be in default under our credit agreement if our consolidated first lien net leverage ratio exceeds 6.5x2.75x as of the last day of any quarter through the fiscal quarter ended September 30, 2025, gradually stepping down to 4.5x2.5x for the fiscal quarter ended December 31, 20262025 and thereafter.

We are subject to income tax primarily in the U.S., Canada and the U.K.UK. Our effective tax raterate, tax expense, and cash flows could be adversely affected by changes in the mix of earnings in countriesjurisdictions with differing statutory tax rates, changes in the valuation of deferred tax assetslaws and liabilitiesregulations and the discovery of new information in the course of our tax return preparation process. Our effective tax rate, tax expense and cash flowsrate could also be adversely affected by changes in the valuation of deferred tax laws.assets and liabilities. We are also subject to audits in various jurisdictions and may be assessed additional taxes as a consequence of an audit.

A Canadian provincial tax authoritiesauthority havehas challenged our tax positions and assessed additional taxes and interest on us, which are described in Part II, Item 8, Note 108. toIncome Taxes of our Consolidated Financial Statements. These tax assessments and future tax assessments could be material if the disputes are not resolved in our favor. Also see Part II, Item 8, Note 18. Subsequent Event for discussion of subsequent event concerning settlement of tax dispute for 2002-2018.

Some of our customers require access to credit in order to purchase our products. A lack of available credit to customers, due to global or local economic conditions or for other reasons, could adversely affect demand for our productsfor, and the sales ofof, our products.

We extend trade credit to our customers primarily in the U.S.U.S., UK, Mexico and throughout the world,Canada, in some cases for extended periods of time. If these customers are unable to repay the trade credit from us, the results of our operations could be adversely affected. Our customers may be unable to repay the trade credit from us as a result of supply chain disruptions, market conditions in the agricultural sector, adverse weather conditions and increases in prices for other products and inputs that could increase the working capital requirements, indebtedness and other liabilities of our customers. We may not be able to limit our credit and collectability risk or avoid losses.

In connection with our dispute of tax assessments made by Canadian provincial tax authorities (described in more detail in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Investments, Liquidity and Capital Resources”, and Part II, Item 8, Note 108. Income Taxes and Note 18. Subsequent Event of our Consolidated Financial Statements), we are required to post and maintain financial performance bonds. In addition, as part of our business operations, we are required to maintain financial surety or performance bonds with certain of our North American deicing customers and to fund reclamation and site cleanup following the ultimate closure of our mines and certain other facilities. We incur costs to maintain these financial assurance bonds and failure to satisfy these financial assurance requirements could materially affect our business, the results of our operations and our financial condition.

We hold numerous environmental and mineral extraction permits, water rights and other permits, licenses and approvals from governmental authorities authorizing operations at each of our facilities. A decision by a governmental agency to revoke, substantially modify, deny or delay renewal of or apply conditions to an existing permit, license or approval could have a material adverse effect on our ability to continue operations at the affected facility and result in significant costs. For example, certain indigenous groups have challenged the Canadian government’s ownership of the land under which our Goderich mine is operated. There can be no assurances that the Canadian government’s ownership will be upheld or that our existing mining and operating permits will not be revoked or otherwise affected. In addition, although we do not engage in fracking, laws and regulations targeting fracking could lead to increased permit requirements and compliance costs for non-fracking operations, including our salt operations, which require permitted wastewater disposal wells. Rulemaking implementing Utah House Bill 513 (now codified as amended Utah Code §65A-6-4) may adversely impact mineral extraction on the Great Salt Lake, including our existing SOP, sodium chloride and magnesium chloride production. We may be impacted by the Voluntary Agreement we entered into with the Utah Division of FFSL, which outlines brine withdrawal caps based on annual lake elevation, discussed further in Item 1.1, “Business—Environmental, Health and Safety Matters and Other Regulatory Matters”.

We are currently, and may in the future become, subject to litigation, arbitration or other legal proceedings with other parties. Any claim that is successfully asserted against us in these legal proceedings, or others that could be brought against us in the future, may adversely affect our financial condition, results of operations or prospects. For example, on October 21, 2022 we and certain of our former officers, were named as defendants in a putative securities class action lawsuit filed in the United States District Court for the District of Kansas, alleging that we and such officers made misleading statements damaging shareholders. WeOn intendJuly 30, 2025, the court held a hearing at which it approved the settlement of $48.0 million, including fees and expenses awarded to vigorouslylead defendcounsel theseand allegations.plaintiffs Atand thisour time,insurers wehave arefunded unablethe toagreed assessupon with any certainty, what, if any, damages could be awarded in this matter.settlement. We are also involved periodically in other reviews, inquiries, investigations and other proceedings initiated by or involving government agencies (including litigation brought by Canadian provincial tax authorities as described in Part II, Item 8, Note 108. toIncome Taxes and Note 18. Subsequent Event of our Consolidated Financial Statements), some of which may result in adverse judgments, settlements, fines, penalties, injunctions or other relief. In these types of matters, it is inherently difficult to determine whether any loss is probable or whether it is possible to estimate the amount of any reasonably possible loss. We cannot predict with certainty if, how or when such proceedings will be resolved or what the eventual judgment, settlement, fine, penalty or other relief, conditions or restrictions, if any, may be. Any eventual judgment, settlement, fine, penalty or other relief, conditions or restrictions could have a material impact on us. For further discussion of pending litigation and governmental proceedings and investigations, see Part II, Item 8, Note 108. Income Taxes, Note 11. Commitments and Contingencies, and Note 1318. toSubsequent Event of our Consolidated Financial Statements.

Additionally, we previously sold a portion of our U.K.UK salt mine to a third party, which operates a waste management business. The third party’s business, under governmental permits, is allowed to securely dispose certain hazardous waste at the property they own and they pay us fees for engaging in this activity.

Our operations and activities inside and outside the U.S., as well as the shipment of our products across international borders, require us to comply with a number of federal, state, local and foreign laws and regulations, which are complex and increase our cost of doing business. These laws and regulations include import and export requirements, economic sanctions laws, customs laws, tax laws and anti-corruption laws, such as the FCPA, the U.K.UK Bribery Act and the Canadian Corruption of Foreign Public Officials Act. We cannot predict how these or other laws or their interpretation, administration and enforcement will change over time. There can be no assurance that our employees, contractors, agents, distributors, customers, payment parties or third parties working on our behalf will not take actions in violation of these laws. Any violations of these laws could subject us to civil or criminal penalties, including fines or prohibitions on our ability to offer our products in one or more countries, debarment from government contracts (and termination of existing contracts) and could also materially damage our reputation, brand, international expansion efforts, business and operating results. In addition, changes to trade or anti-corruption laws and regulations could affect our operating practices or impose liability on us in a manner that could materially and adversely affect our business, financial condition and results of operations.

Our global business is subject to complex requirements of federal, state, local and foreign laws, regulations, treaties and regulatory authorities as well as industry standard-setting authorities. These requirements are subject to change. Changes in the standards and requirements imposed by these laws, regulations, treaties and authorities or adoption of any new laws, regulations or treaties could negatively affect our ability to serve our customers or our business. In the event that we are unable to meet any existing, new or modified standards when adopted, our business could be adversely affected. Some of the federal, state, local and foreign laws and regulations that affect us include those relating to EHS matters; taxes; antitrust and anti-competition laws; data protection and privacy; advertisement and marketing; labor and employment; import, export and anti-corruption; product liability; product registrations and labeling requirements; and intellectual property. We could be adversely affected by the adoption of global minimum taxes as countries implement the Organization for Economic Co-operation and Development’s (“OECD”) Pillar II regime.regime or the side-by-side global minimum tax framework conceptually agreed to amongst the G-7 countries in late June 2025.

If significant import duties were imposed on the salt we import into the U.S. from our Goderich mine, or if we were unable to include the transfer price of such salt in the cost of goods sold for U.S. tax purposes, our financial condition and operating results would be materially and adversely affected. We could also be adversely impacted by changes in tariffs imposed by countries or other trade protection measures, which could decrease our sales in markets where we sell our products. Certain U.S. states have either enacted or proposed legislation that would provide a preference for their agencies or municipalities to use salt mined in the U.S., their home state or selected states. If such legislation is adopted, it could adversely impact the amount of salt sales contracts awarded to us for salt supplied from our Goderich or Cote Blanche mines in the applicable state. Proposed rulemaking implementing Utah House Bill 513 (now codified as amended Utah Code §65A-6-4) may adversely impact mineral extraction on the Great Salt Lake, including our existing SOP, sodium chloride and magnesium chloride production. Failure to comply with applicable laws, regulations or treaties or to comply with any of contracts we have with governmental entities could preclude us from conducting business with governmental entities and lead to penalties, injunctions, civil remedies or fines. For example, our fire retardant products are subject to extensive government regulation, including the USFS qualification process and laws and regulations relating to the award, administration and performance of U.S. government contracts.

We face exposure to product liability and other claims if our products cause harm, are alleged to have caused harm or have the potential to cause harm to consumers or their property. In addition, our products or products manufactured by our customers using our products could be subject to a product recall as a result of product contamination, our failure to meet product specifications or other causes. For example, our customers use our food-grade salt products in food items they produce, such as cheese and bread, which could be subject to a product recall if our products are contaminated or adulterated. For example, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Product Recall”. Similarly, the use and application of our animal feed and plant nutrition products could result in a product recall if it were alleged that they were contaminated. If our fire retardant products fail to provide the intended protection, they could be subject to a product recall or subject us to liability.

A product recall could result in significant losses due to the costs of a recall, the destruction of product inventory and production delays to identify the underlying cause of the recall. We could be held liable for costs related to our customers’ product recall if our products cause the recall or other product liability claims if our products cause harm to our customers or their property. Additionally, a significant product liability case, product recall or failure to meet product specifications could result in adverse publicity, harm to our brand and reputation and significant costs, which could have a material adverse effect on our business and financial performance. Our insurance coverage may be insufficient to cover all losses related to product liability claims and product recalls.

Intellectual property rights, including patents, trademarks, and trade secrets, are a valuable aspect of our business. We attempt to protect our intellectual property rights primarily through a combination of patent, trademark, and trade secret protection. The patent rights that we obtain may not provide meaningful protection to prevent others from selling competitive products or using similar production processes. Pending patent applications may not result in an issued patent. If we do receive an issued patent, we cannot guarantee that our patent rights will not be challenged, invalidated, circumvented, or rendered unenforceable.

The statements in this discussion regarding the industry outlook, our expectations for the future performance of our business, and the other non-historical statements in this discussion are forward-looking statements. These forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, the risks and uncertainties described in Item 1A, “Risk Factors.” You should read the following discussion together with Item 1A, “Risk Factors” and the Consolidated Financial Statements and Notes thereto included elsewhere in this report.Form 10-K.

•The largest dedicated rock salt mine in the U.K.UK in Winsford, Cheshire;

Our Salt segment provides highway deicing salt to customers in North America and the U.K.UK as well as consumer deicing and water conditioning products, ingredients used in consumer and commercial food preparation, and other salt-based products for consumer, industrial, chemical and agricultural applications in North America. In the U.K.,UK, we operate a records management business utilizing excavated areas of our Winsford salt mine with one other location in London, England.

CONSOLIDATED RESULTS COMMENTARY: — For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024 – Fiscal Year Ended September 30, 2023

•Total sales decreasedincreased 7%,11.3%, or $87.3$126.5 million, due to lowerhigher Salt and Plant Nutrition segment sales, partially offset by sales by thelower Fortress fire retardant business and higher Plant Nutrition segment sales. The decreaseincrease in Salt sales was primarily driven by lowerhigher sales volumes, partially offset by higherlower combined average sales price.prices. The increase in Plant Nutrition salessales, fromin comparison to the prior yearfiscal year, primarily reflects higher sales volumes, partially offset by lower average sales price. The results of operations of Fortress included sales of $14.7 million for the fiscal year ended September 30, 2024 and no sales in fiscal 2025. On May 30, 2025, we completed the sale of the Fortress fire retardant assets.

•Diluted net loss per share of $4.99$1.91 decreasedimproved by $5.24$3.08 from a net earningsloss of $0.25$4.99 per common share in the prior fiscal year period.

GROSS PROFIT & GROSS MARGIN COMMENTARY: — For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024 – Fiscal Year Ended September 30, 2023

•Salt segment gross profit decreased $9.1$18.9 millionmillion, primarily due to lower average combined sales volumesprices and higher per-unit product costs, which were partially offset by higher average sales pricesvolumes (see “—OperatingSalt Segmentoperating Performance—Salt” for additional informationresults).

•Gross profit for the Plant Nutrition segment decreasedincreased $28.4$23.1 million due to lower averagehigher sales prices,volumes whichand werelower per-unit product costs, partially offset by lower average sales prices and higher per-unit distribution costs and higher sales volumes (see “—Operating Segment Performance—Plant Nutrition” foroperating additional informationresults).

OTHER EXPENSES AND INCOME COMMENTARY: — For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024 – Fiscal Year Ended September 30, 2023

SG&A: Decreased $12.4$24.5 million; Decreased 0.23.2 percentage points as a percentage of sales tofrom 12.3% fromto 12.5%9.1%

•The increasedecrease in SG&A expense was primarily due to higher debt levelsreductions in thecorporate currentcompensation fiscalexpense yearand period.professional services.

OtherLoss Expense,on NetImpairments: Decreased $2.1$137.3 million to $2.2$53.7 million

Interest Income Tax Expense from Continuing Operations: Increased $0.8$0.3 million to $17.9$1.3 million

Compass Minerals is a leading global provider of essential minerals, including salt, sulfate of potash (“SOP”) specialty fertilizer and magnesium chloride. As of MarchJune 31,30, 2026, we operate 11 production and packaging facilities, including:

Redemption of 2027 Notes. On March 30, 2026, we redeemed in full the remaining $150.0 million outstanding 6.75% Senior Notes due 2027 (the “2027 Notes”) using cash on hand at 100% of principal plus accrued interest. See Note 7. Long-Term Debt and Finance Lease Liabilities in the Notes to Condensed Consolidated Financial Statements under Item 1 of the Part I of this Form 10-Q for further information.

OBBBA. On July 4, 2025, the U.S. enacted a budget reconciliation package known as the “One Big Beautiful Bill Act of 2025” (“OBBBA”), which includes both tax and non-tax provisions. While thewe Company isare benefiting from the relaxing of interest deduction limitations, thewe Company doesdo not view the OBBBA to significantly impact itsour income tax profile.

The following is a summary of our consolidated results of operations for the three and sixnine months ended MarchJune 31,30, 2026 (also referred to as “QTR 2026” and “YTD 2026,” respectively) and three and sixnine months ended MarchJune 31,30, 2025 (also referred to as “QTR 2025” and “YTD 2025,” respectively). The following discussion should be read in conjunction with the information contained in our Condensed Consolidated Financial Statements and the notes thereto included in this Quarterly Report on Form 10-Q.

THREE AND SIXNINE MONTHS ENDED MARCHJUNE 3130

•Operating income ofdecreased $56.0by $5.0 million improvedto by $59.1$10.9 million from an operating lossincome of $3.1$15.9 million in the prior-yearprior- year period, primarily reflecting lower Salt operating income, partially offset by higher Plant Nutrition operating income and no loss on impairment recorded during the three months ended March 31, 2026, compared to a $53.0 million loss on impairment recorded during the three months ended March 31, 2025.income. Salt operating income decreased by $1.7 million, primarily due to lower sales volumes and higher per-unit product and per-unit shipping and handling costs.costs, partially offset by higher average sales prices. Plant Nutrition operating income was $7.6 million and improved from a prior period operating loss of $1.8 million,increased primarily due to higher average sales prices,prices and lower per-unit product and per-unit shipping and handling costs, andpartially higheroffset by lower sales volumes.

•Diluted net incomeloss per common share of $0.30 improved byto $1.07$0.13 from $0.77$0.41 net loss per common share in the prior-year period.

•Net incomeloss was $12.7$5.7 million for the three months ended MarchJune 31,30, 2026, compared to a net loss of $32.0$17.0 million for the three months ended MarchJune 31,30, 2025, primarily reflecting higher foreign exchange gains, lower loss on debt extinguishments, and lower impairment losses, higherpartially offset by lower gross profit and foreign exchange gains, and reducedhigher selling, general and administrative expense,expense partially offset by aand higher income tax expense and recognition of a loss on the sale of the Wynyard SOP business.expense.

•Total sales increased 5.9%,4.7%, or $47.5$48.2 million, duringprimarily the six months ended March 31, 2026 compareddue to the prior-year period. The higher Salt segment sales wasand driven bymodestly higher Plant Nutrition sales. Salt combined average sale prices of 6.6% and higher consumer and industrial sales volumes of 6.5%, partially offset by lower highway deicing sales volumes of 1.9%. Plant Nutrition sales increased 6.8%, compared to the prior-year period, primarily due to higher average sales prices, partially offset by lower sales volumes.

•Operating income ofincreased $92.6by $90.2 million improvedto by$103.5 $95.2 millionmillion, from an operating lossincome of $2.6$13.3 million in the prior-year period, primarily reflecting higher Salt and Plant Nutrition operating income and nothe lossabsence onof an impairment recordedloss during the sixnine months ended MarchJune 31,30, 2026, compared to a $53.0$53.7 million loss on impairment recorded during the sixnine months ended MarchJune 31,30, 2025. Salt operating income increased $18.0 million, primarily due to higher combined average sales prices, partially offset by lower sales volumes and higher per-unit product and per-unit shipping and handling costs.costs and lower sales volumes. Plant Nutrition operating income was $13.0 million and improved from a prior-year period operating loss of $4.9 million,increased primarily due to higher average sales prices andprices, lower per-unit product and per-unit shipping and handling costs, partially offset by lower sales volumes.

•Diluted net income per common share of $0.73 improved byto $2.07$0.59, fromcompared $1.34to a net loss per common share of $1.74 in the prior-year period.

•Net income was $31.3$25.6 million for the sixnine months ended MarchJune 31,30, 2026, compared to a net loss of $55.6$72.6 million for the sixnine months ended MarchJune 31,30, 2025, primarily reflecting lower impairment losses, higher gross profit, higher foreign exchange gains, reduced selling, general and administrative expenses, and lower income tax expense, and other expense, partially offset by the recognition of a loss on the sale of the Wynyard SOP business.

THREE AND SIXNINE MONTHS ENDED MARCHJUNE 3130

•Gross profit increaseddecreased 8.1%,8.0%, or $6.2$3.3 million, primarily due to thelower higher Plant NutritionSalt segment gross profit, partially offset by lowerhigher SaltPlant Nutrition segment gross profit. Gross margin increaseddecreased 2.8by 1.6 percentage points to 18.3%.17.6%.

•Salt segment gross profit decreased $3.7$6.8 million, primarily due to lower sales volumes and higher per-unit product and per-unit shipping and handling costs.costs, partially offset by higher average sales prices. Salt per-unit shipping and handling cost increases were due to a combination of inflationary pressure on logisticlogistics rates and fuel and wider mix of shipping points.

•The gross profit of the Plant Nutrition segment gross profit increased $8.8$3.2 million, primarily due to higher average sales prices and lower per-unit product and per-unit shipping and handling costs.costs, partially offset by lower sales volumes. Plant Nutrition per-unit shipping and handling cost decreases reflect a combination of changes in customer and mode of transportation mix and inflationary pressure on logisticlogistics rates.

•Gross profit increased 31.6%,20.9%, or $35.1$31.8 million, drivenprimarily byreflecting higher Plant Nutrition and Salt segment gross profits. Gross margin increased 3.3by 2.3 percentage points to 17.2%.17.3%.

•Salt segment gross profit increased $15.2$8.4 million, primarily due to higher average sales prices, partially offset by lower sales volumes and higher per-unit product and per-unit shipping and handling costs. Salt per-unit shipping and handling cost increases were due to a combination of inflationary pressure on logisticlogistics rates and fuel and wider mix of shipping points.

•The gross profit of the Plant Nutrition segment gross profit increased $17.3$20.5 million, due to higher average sales prices and lower per-unit product and per-unit shipping and handling costs, which were partially offset by lower sales volumes. Plant Nutrition per-unit shipping and handling cost decreases reflect a combination of changes in customer and mode of transportation mix and inflationary pressure on logisticlogistics rates.

•The decreaseincrease of $2.6$3.0 million in selling, general and administrative expense from $29.6$24.0 million to $27.0 million during the three months ended MarchJune 31,30, 2026, compared to three months ended MarchJune 31,30, 2025, was primarily due to higher incentive compensation expense and increased consulting costs incurred to support executive leadership initiatives and operational improvements at our manufacturing facilities. These increases were partially offset by a reductiondecrease in corporateoutside compensationlegal expense.costs.

•No impairment loss was recorded during the three months ended MarchJune 31,30, 2026. During the three months ended MarchJune 31,30, 2025, we recorded an impairment loss of $53.0long-lived assets of $0.7 million related to the exit of the Fortress fire retardant business. See Note 3. Dispositions in the Notes to Condensed Consolidated Financial Statements under Item 1 of Part I of this Form 10-Q.10-Q for further information.

•Other operating income was $0.0 and $2.7 million,million for the threenine months ended MarchJune 31,30, 2026 andcompared Marchto 31,$1.6 2025,million respectively.in the prior-year period. Other operating income in the prior-year period was primarilymostly due to a gain from changes in contingent consideration related to the Fortress acquisition, partially offset by severance costs associatedresulting withfrom the decision to exit the Fortress fire retardant business. See Note 3. Dispositions in the Notes to Condensed Consolidated Financial Statements under Item 1 of Part I of this Form 10-Q.

•Interest expense wasdecreased relatively$0.6 unchangedmillion atto $17.9$50.6 million for the threenine months ended MarchJune 31,30, 2026, comparedfrom $51.2 million in the prior-year period, primarily due to $18.0lower millionaverage for the three months ended March 31, 2025.borrowings.

•The sale of our Wynyard SOP business during the threenine months ended MarchJune 31,30, 2026, resulted in a pre-tax loss on sale of business, net, of $14.6$14.5 million, which included $13.1 million of cumulative foreign currency translation adjustments reclassified from Accumulated other comprehensive loss.loss, with no comparable activity in the prior-year period. See Note 3. Dispositions in the Notes to Condensed Consolidated Financial Statements under Item 1 of Part I of this Form 10-Q.

•During the threenine months ended MarchJune 31,30, 2026, we recorded a $0.5 million loss on extinguishment of debt related to the write-off of unamortized deferred financing costs from the redemption of the 2027 Notes,Notes. with no comparable activity inDuring the prior-yearnine period.months ended June 30, 2025, we recorded a loss on extinguishment of debt of $7.6 million, comprised of a $3.9 million prepayment premium related to the partial redemption of the 2027 Notes and a $3.7 million write-off of unamortized deferred financing costs related to the partial redemption of 2027 Notes and repayment of our term loan.

•Other expense was $0.5$1.0 million for the threenine months ended MarchJune 31,30, 2026, compared to $1.4$2.0 million for the threenine months ended MarchJune 31,30, 2025, which was primarily reflecteddue to fees paid and the write-off of previously capitalized deferred financing costs when we modified our credit agreement modification fees incurred in Decemberthe 2024.prior-year period.