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

Everus Construction Group, Inc. · NYSE · Operative Builders · CIK 2015845 · All filings on SEC.gov

Everything below is quoted or computed from Everus Construction Group, Inc.'s public SEC filings. It is not a recommendation to buy or sell. Automated comparisons can contain errors; confirm with the original filing.

At a glance

31 / 30risk-factor paragraphs added / removed in latest 10-K
3new risk-factor headings
1Form 4 filings reporting open-market purchases (last 180 days)
1Form 4 filings reporting open-market sales (last 180 days)

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What changed in the latest 10-K

Comparing 10-K filed 2026-02-25 (period ending 2025-12-31) with 10-K filed 2025-02-28 (period ending 2024-12-31).

Risk Factors (10-K Item 1A)

31new paragraphs
30removed paragraphs
24reworded paragraphs
14,878 → 15,064words in section

New heading “We currently generate, and expect to continue to generate, at least in the short-term, a significant portion of our revenues from data center and other similar high tech and advanced technology contracts. The loss of, or reduction in business from, these types of contracts could have a material adverse effect on our business.”

New heading “Our business is based in part on government-funded infrastructure projects and building activities, and any associated regulatory changes or requirements in these areas could have an adverse effect on us.”

New heading “The trading market of our common stock has existed only for a limited period of time following the Separation and Distribution, and our stock price and trading volume may fluctuate significantly.”

Removed heading “Financial and Accounting Risks”

Removed heading “Reductions in our credit ratings could increase financing costs.”

Removed heading “Our business is based in part on government-funded infrastructure projects and building activities, and any associated regulatory changes or requirements in these areas could have an adverse affect on us.”

Removed heading “The trading market of our common stock has existed only for a minimal period of time following the Separation and Distribution, and our stock price and trading volume may fluctuate significantly.”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text topics: material weakness, lawsuit, penalt, regulation
“As a public company, we are subject to the reporting requirements of the Exchange Act, the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley Act”) and the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act”) and are required to prepare our financial statements according to the rules and regulations required by the SEC. Our failure to prepare and disclose this information in a timely manner or to otherwise comply with applicable law could subject us to penalties under federal securities laws, expose us to lawsuits and restrict our ability to access financing. …”
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Removed text topics: material weakness, lawsuit, penalt, regulation
“As a public company, we are subject to the reporting requirements of the Exchange Act, the Sarbanes-Oxley Act and the Dodd-Frank Act and are required to prepare our financial statements according to the rules and regulations required by the SEC. Our failure to prepare and disclose this information in a timely manner or to otherwise comply with applicable law could subject us to penalties under federal securities laws, expose us to lawsuits and restrict our ability to access financing. …”
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Removed text topics: tariff, sanction, russia, ukraine
“Additionally, our fixed-price contracts generally do not allow us to adjust our prices and, as a result, increases in material or fuel costs could reduce our profitability with respect to projects in progress. For example, in recent years, we experienced supply chain delays, including long lead times for certain materials and equipment, as well as an escalation in material and fuel prices, to varying degrees. These disruptions resulted in declines in gross profit and gross profit margin for certain of our operations. …”
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New text topics: tariff, sanction, supply chain
“Additionally, our fixed-price contracts generally do not allow us to adjust our prices and, as a result, increases in material or fuel costs could reduce our profitability with respect to projects in progress. For example, in recent years, we have experienced supply chain delays, including long lead times for certain materials and equipment, as well as an escalation in material and fuel prices, to varying degrees. These disruptions resulted in declines in gross profit and gross margin for certain of our operations. …”
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Removed text topics: credit rating
“Reductions in our credit ratings could increase financing costs.”
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New text topics: litigation, liquidity
“From time to time, we may pursue claims against customers to recover costs incurred on a project in excess of the original contract amount. These additional costs may be incurred in connection with project delays including other trades, or changes in project scope or specifications. While we generally negotiate with the customer for additional compensation, we may be unable to obtain, through negotiation, arbitration, litigation or otherwise, adequate compensation for the additional work performed or expenses incurred. …”
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Full comparison: every changed paragraph (85)

Green = added, red = removed. Unchanged paragraphs and tables are not shown. Read the complete text in the original filing.

Reworded

Our business and financial results are subject to a number of risks and uncertainties. The risk factors and other matters discussed herein are important factors that could cause our actual results or outcomes to differ materially from those discussed in the forward-looking statements included elsewhere in this 2025 Annual Report. If any of the risks described below actually occur, our business, prospects, financial condition or financial results could be materially impacted. The following are the most material risk factors applicable to our business and are not necessarily listed in order of importance or probability of occurrence. You should carefully consider the following risks and other information in this 2025 Annual Report in evaluating our business and common stock.

Added

From time to time, we may pursue claims against customers to recover costs incurred on a project in excess of the original contract amount. These additional costs may be incurred in connection with project delays including other trades, or changes in project scope or specifications. While we generally negotiate with the customer for additional compensation, we may be unable to obtain, through negotiation, arbitration, litigation or otherwise, adequate compensation for the additional work performed or expenses incurred. These claims can be the subject of lengthy and costly legal proceedings, making it often difficult to accurately predict when these claims will be fully resolved. When these types of events occur and unresolved claims are pending, we may invest significant working capital pending the resolution of the relevant claims. When appropriate, we establish provisions against possible exposures and adjust these provisions from time to time, but assumptions and estimates related to these exposures might prove to be inadequate or inaccurate. Failure to recover, or to recover in a timely manner, on these claims could have a material adverse effect on our liquidity and financial results.

Removed

Business operations and activities in certain locations are seasonal, and operations are affected by weather conditions. Construction services and related specialty contracting services typically follow the activity in the construction industry, with heavier workloads in the spring, summer and fall. As a result, seasonality could negatively affect our results of operations, financial position and cash flows.

Reworded

•hire and retain qualified personnel;personnel.

Reworded

The number of construction contracts we enter into is dependent on the level and timing of maintenance and construction programs undertaken by our customers. Utilities and independent contractors represent our largest customer base. Accordingly, utility and subcontract work accounts for a significant portion of the work performed by us. Most of our work is obtained on the basis of competitive bids or by negotiation of either cost-reimbursable or fixed-price contracts, and we benefit from repeat customers and strive to maintain successful long-term relationships with our customers.

Reworded

The loss of, or reduction in business from, certainone or more significant customers could have a material adverse effect on our business.

Reworded

OurFor 2025, our customer base iswas reasonably concentrated, with the top 10 customers accounting for approximately 33%43% of our total operating revenues inof 2024,$3.75 butbillion, nowith a single customer accounting for moreapproximately than17% 10%of individually.total However,operating atrevenues. At the segment level, revenue from atwo singleE&M customercustomers individually accounted for 17.2%approximately of21% total T&D segment revenues, but no single customer accounted for more thanand 10% of total E&M segment revenues, respectively. As for T&D, revenues infrom 2024.a single T&D customer accounted for approximately 16% of total T&D segment revenues.

Added

For 2024, our customer base was reasonably concentrated, with the top 10 customers accounting for approximately 33% of total operating revenues of $2.85 billion, but no single customer accounting for more than 10% individually. However, at the segment level, no single customer accounted for more than 10% of total E&M segment revenues, but revenues from a single customer accounted for approximately 17% of total T&D segment revenues.

Reworded

AlthoughOne weor have longstanding relationships with manymore of our significant customers, a significant customercustomers may unilaterally reduce or discontinue business at any time or merge or be acquired by a company that decides to reduce or discontinue business with us. AWe cannot assure: (i) the replacement of completed, delayed, cancelled or reduced orders with new business; (ii) that our current customers will continue to utilize our services consistent with historical volumes or at all; and/or (iii) that our customers will renew their long-term manufacturing or services contracts with us on acceptable terms or at all. In addition, one or more significant customercustomers may also encounter financial constraints, file for bankruptcy protection or cease operations, any of which could also result in reduced or discontinued business with us. The loss of business from aone or more significant customercustomers could have a material adverse effect on our business, financial condition, results of operations and cash flows. For more information, refer to Note 12 – Business Segment Data in the consolidated financial statements contained elsewhere in this 2025 Annual Report.

Reworded

We must estimate the total costs of a particular project to bid for fixed-price contracts. Cost and scheduling estimates are based on a number of assumptions, including those about future economic conditions, commodity and other materials pricing, cost and availability of labor, equipment and materials, and supply chain efficiency, among other factors. The actual cost of labor and materials, however, may vary from the costs we originally estimated, something which we have experienced and may continue to experience due to inflationary pressures, supply chain challenges, imposed tariffs and rising interest rates. These variations, along with other risks, inherent in the execution of projects subject to fixed-price contracts, may cause actual gross profit from projects to differ from those we originally estimated and could result in reduced profitability or losses on projects. Depending upon the size of a particular project, variations from the estimated contract costs can have a significant impact on our operating results for any fiscal quarter or year. All of these impacts could have an adverse effect on our business, financial position, results of operations, and cash flows.

Added

We currently generate, and expect to continue to generate, at least in the short-term, a significant portion of our revenues from data center and other similar high tech and advanced technology contracts. The loss of, or reduction in business from, these types of contracts could have a material adverse effect on our business.

Added

We currently generate a significant portion of our revenues from data center and other similar high tech and advanced technology contracts and our revenue mix has changed significantly in the last couple of years. Data center capacity and load growth, as well as other advanced technology growth, creates tremendous opportunities, but also presents risks and challenges for us and our customers. These types of projects generally require continuous, adequate power sources, transmission capacity and permitting obligations in some cases. With the rise in power generation required by these type of projects, it does however create some uncertainties surrounding the longevity of this type of work and if it will be sustained in the future. While we believe there is still strong demand for these types of projects in the foreseeable future, we cannot guarantee that will be the case. The loss of, or reduction in business from, these types of contracts could have a material adverse effect on our business, financial condition, results of operations and cash flows.

Added

Further, the timing of our price increases may lag behind the timing of the underlying increases in commodity or material prices. Even if we are able to raise the prices of our products, consumers might react negatively to such price increases, which could have a material adverse effect on, among other things, our brands, reputation, and sales. If our competitors substantially lower their prices, we may lose customers and mark down prices. Our profitability may be impacted by lower prices, which may negatively impact gross profit and gross margin.

Added

Additionally, our fixed-price contracts generally do not allow us to adjust our prices and, as a result, increases in material or fuel costs could reduce our profitability with respect to projects in progress. For example, in recent years, we have experienced supply chain delays, including long lead times for certain materials and equipment, as well as an escalation in material and fuel prices, to varying degrees. These disruptions resulted in declines in gross profit and gross margin for certain of our operations. Fluctuations in the price of energy and commodity materials, whether resulting from fluctuations in market supply or demand, geopolitical conditions, including supply chain disruptions and sanctions as a result of foreign wars or conflicts and recent shipping lane disruptions, an increase in trade protection measures such as tariffs, or the disruption, modification, or cancellation of multilateral trade agreements, may adversely affect our customers and as a result cause them to curtail the use of our services.

Added

Insurance losses are accrued based upon our estimates of the ultimate liability for claims reported and an estimate of claims incurred but not yet reported. Insurance liabilities are difficult to assess and estimate due to unknown factors, including the frequency and severity of injuries, the magnitude of damage to or loss of property or the environment, the determination of our liability in proportion to other parties, estimates of incidents not reported and the effectiveness of our safety programs, and as a result, our actual losses may exceed our estimates. There can be no assurance that our current or past insurance coverages will be sufficient or effective under all circumstances or against all claims and liabilities to which we may be subject.

Added

We generally renew our insurance policies on an annual basis; therefore, deductibles and levels of insurance coverages may change in future periods. There can be no assurance that any of our existing insurance coverages will be renewed upon the expiration of the coverage period or that future coverage will be available at reasonable and competitive rates or at the required limits. The cost of our insurance has increased over time, which was experienced during our most recent renewal process, and we expect it will continue to increase in the future. In addition, insurers may fail, cancel our coverage, increase the cost of coverage, determine to exclude certain items from coverage, or otherwise be unable to provide us with adequate insurance coverage.

Added

In addition, we perform work in hazardous environments and our employees are exposed to a number of hazards. In locations or environments where claims have become more frequent or severe in recent years, insurance may become difficult or impossible to obtain. Our contracts may require us to indemnify our customers, project owners and other parties for injury, damage or loss arising out of our presence at its customers’ location, or in the performance of our work, in both cases regardless of fault. Our contracts may also require warranties for materials and workmanship.

Added

Our contracts may also require us to name the customer and others as an additional insured party under our insurance policies. We maintain limited insurance coverage against these and other risks associated with our business. This insurance may not protect us against liability for certain events, and we cannot guarantee that our insurance will be adequate in risk coverage or policy limits to cover all losses or liabilities that we may incur. Any future damages caused by our services that are not covered by insurance or are in excess of policy limits could negatively affect our business, financial condition, results of operations and cash flows.

Removed

Backlog is a common measurement in the construction services industry. Our determination of backlog can include projects that have a written award, a letter of intent, a notice to proceed, an agreed upon work order to perform work on mutually accepted terms, and conditions and change orders or claims to the extent management believes additional contract revenues will be earned and are deemed probable of collection. Contracts are subject to delays, defaults or cancellations; changes in scope of services to be provided; and adjustments to costs. Backlog may also be affected by project delays or cancellations resulting from weather conditions, external market factors and economic factors beyond our control, among other things. Accordingly, there is no assurance that backlog will be realized. The timing of contract awards, including contracts awarded underneath Master Service Agreements (“MSAs”), duration of large new contracts and the mix of services can significantly affect backlog. Backlog at any given point in time may not accurately represent the revenue or net income that is realized in any period, and backlog as of the end of the quarter or year may not be indicative of the revenue and net income expected to be earned in the following year. Backlog should not be relied upon as a standalone indicator of future results.

Removed

From time to time, we may pursue claims against customers to recover costs incurred on a project in excess of the original contract amount. These additional costs may be incurred in connection with project delays including other trades, or changes in project scope or specifications. While we generally negotiate with the customer for additional compensation, we may be unable to obtain, through negotiation, arbitration, litigation or otherwise, adequate compensation for the additional work performed or expenses incurred. These claims can be the subject of lengthy and costly proceedings, making it often difficult to accurately predict when these claims will be fully resolved. When these types of events occur and unresolved claims are pending, we may invest significant working capital pending the resolution of the relevant claims. When appropriate, we establish provisions against possible exposures and adjust these provisions from time to time, but assumptions and estimates related to these exposures might prove to be inadequate or inaccurate. Failure to recover, or to recover in a timely manner, on these claims could have a material adverse effect on our liquidity and financial results.

Removed

Further, the timing of our price increases may lag behind the timing of the underlying increases in commodity or material prices. Even if we are able to raise the prices of our products, consumers might react negatively to such price increases, which could have a material adverse effect on, among other things, our brands, reputation, and sales. If our competitors substantially lower their prices, we may lose customers and mark down prices. Our profitability may be impacted by lower prices, which may negatively impact gross profit and gross profit margin.

Removed

Additionally, our fixed-price contracts generally do not allow us to adjust our prices and, as a result, increases in material or fuel costs could reduce our profitability with respect to projects in progress. For example, in recent years, we experienced supply chain delays, including long lead times for certain materials and equipment, as well as an escalation in material and fuel prices, to varying degrees. These disruptions resulted in declines in gross profit and gross profit margin for certain of our operations. Fluctuations in the price of energy and commodity materials, whether resulting from fluctuations in market supply or demand, geopolitical conditions, including supply chain disruptions and sanctions on Russian exports as a result of Russia’s invasion of Ukraine and recent shipping lane disruptions, an increase in trade protection measures such as tariffs, or the disruption, modification, or cancellation of multilateral trade agreements, may adversely affect our customers and as a result cause them to curtail the use of our services.

Added

Artificial intelligence ("AI") technologies present a growing range of risks to our business. Threat actors are using AI to execute increasingly sophisticated fraud schemes as well as advanced cyber attacks.

Added

Internally, the use of AI tools in business functions carries risks of inaccurate outputs, data exposure, and security vulnerabilities, while a rapidly evolving regulatory landscape around AI governance, data privacy, and algorithmic accountability could increase compliance costs and legal liability.

Added

Business operations and activities in certain locations are seasonal, and operations are affected by weather conditions. Construction services and related specialty contracting services typically follow the activity in the construction industry, with heavier workloads in the spring, summer and fall. As a result, seasonality has negatively affected, and could continue to negatively affect, our results of operations, financial position and cash flows.

Removed

Issues in the development and use of artificial intelligence (“AI”), combined with an uncertain regulatory environment, may result in reputational harm, liability or other adverse consequences to our business operations. We may adopt and integrate generative AI tools into our systems for specific use cases reviewed by legal and information security. Our vendors may incorporate generative AI tools into their offerings without disclosing this to us, and the providers of these generative AI tools may not meet existing or rapidly evolving regulatory or industry standards with respect to privacy and data protection and may inhibit our or our vendors’ ability to maintain an adequate level of service and experience.

Removed

If we, our vendors, or our third-party partners experience an actual or perceived breach of privacy or a security incident because of the use of generative AI, we may lose valuable intellectual property and confidential information and our reputation and the public perception of the effectiveness of our security measures could be harmed. Further, bad actors around the world use increasingly sophisticated methods, including the use of AI, to engage in illegal activities involving the theft and misuse of personal information, confidential information and intellectual property. Any of these outcomes could damage our reputation, result in the loss of valuable property and information, and adversely impact our business.

Reworded

Pandemics, including COVID-19, may have a negative impact on our business operations, revenues, results of operations, liquidity and cash flows.

Reworded

PandemicsIn the past, pandemics have disrupted national, state and local economies. To the extent a pandemic adversely impacts our business, operations, revenues, liquidity or cash flows, it could also have a heightened effect on other risks described in this section. The degree to which a pandemic will impact us depends on future developments, including but not limited to: the possible resurgence of COVID-19 and its variants, federal and state mandates, actions taken by governmental authorities, and the pace and extent to which the economy recovers and remains under relatively normal operating conditions.

Removed

Prior to the Separation we historically benefited from coverages under certain corporate level insurance policies held by MDU Resources, including MDU Resources captive insurance program. Insurance losses are accrued based upon our estimates of the ultimate liability for claims reported and an estimate of claims incurred but not yet reported. Insurance liabilities are difficult to assess and estimate due to unknown factors, including the frequency and severity of injuries, the magnitude of damage to or loss of property or the environment, the determination of our liability in proportion to other parties, estimates of incidents not reported and the effectiveness of our safety programs, and as a result, our actual losses may exceed our estimates. There can be no assurance that our current or past insurance coverages will be sufficient or effective under all circumstances or against all claims and liabilities to which we may be subject.

Removed

We generally renew our insurance policies on an annual basis; therefore, deductibles and levels of insurance coverages may change in future periods. There can be no assurance that any of our existing insurance coverages will be renewed upon the expiration of the coverage period or that future coverage will be available at reasonable and competitive rates or at the required limits. The cost of our insurance has significantly increased over time, which was experienced during our most recent renewal process following the Separation and may continue to increase in the future. In addition, insurers may fail, cancel our coverage, increase the cost of coverage, determine to exclude certain items from coverage, or otherwise be unable to provide us with adequate insurance coverage.

Removed

In addition, we perform work in hazardous environments and our employees are exposed to a number of hazards. In locations or environments where claims have become more frequent or severe in recent years, insurance may become difficult or impossible to obtain. Our contracts may require us to indemnify our customers, project owners and other parties for injury, damage or loss arising out of our presence at its customers’ location, or in the performance of our work, in both cases regardless of fault, and provide for warranties for materials and workmanship.

Removed

We may also be required to name the customer and others as an additional insured party under our insurance policies. We maintain limited insurance coverage against these and other risks associated with our business. This insurance may not protect us against liability for certain events, and we cannot guarantee that our insurance will be adequate in risk coverage or policy limits to cover all losses or liabilities that we may incur. Any future damages caused by our services that are not covered by insurance or are in excess of policy limits could negatively affect our business, financial condition, results of operations and cash flows.

Reworded

EconomicEconomic, Financial and IndustryAccounting Risks

Added

Our business is based in part on government-funded infrastructure projects and building activities, and any associated regulatory changes or requirements in these areas could have an adverse effect on us.

Added

Critical accounting estimates are defined as estimates that require us to make assumptions about matters that are uncertain at the time the estimates were made, and changes in the estimates could have a material impact on our financial position or results of operations. Our critical accounting estimates are subject to judgments and uncertainties that affect the application of the significant accounting policies. As additional information becomes available, or actual amounts are determinable, the recorded estimates are revised. Consequently, our financial position or results of operations may be materially different when reported under varying conditions or when using different assumptions in the application of the following critical accounting estimates. For more information, refer to Note 2 – Basis of Presentation and Summary of Significant Accounting Policies in the consolidated financial statements and Critical Accounting Estimates included in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations contained elsewhere in this 2025 Annual Report.

Added

As discussed in further detail in Note 2 – Basis of Presentation and Summary of Significant Accounting Policies in the consolidated financial statements and Critical Accounting Estimates included in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations contained elsewhere in this 2025 Annual Report, contract revenue is recognized over time using the input method, based on progress measured by costs incurred relative to total estimated costs for a performance obligation. Revenues are recorded proportionate to the costs incurred, reflecting progress toward the transfer of goods or services to the customer. Consequently, changes in estimates, or variations of actual results from previous projections, on an unusually large project, or on a number of average size projects, could be material and could have an adverse impact on our financial condition, results of operations, and cash flows.

Added

Backlog is a common measurement in the construction services industry. Our determination of backlog can include projects that have a written award, a letter of intent, a notice to proceed, an agreed upon work order to perform work on mutually accepted terms, and conditions and change orders or claims to the extent management believes additional contract revenues will be earned and are deemed probable of collection. Contracts are subject to delays, defaults or cancellations; changes in scope of services to be provided; and adjustments to costs. Backlog may also be affected by project delays or cancellations resulting from weather conditions, external market factors and economic factors beyond our control, among other things. Accordingly, there is no assurance that backlog will be realized. The timing of contract awards, including contracts awarded underneath master service agreements, duration of large new contracts and the mix of services can significantly affect backlog. Backlog at any given point in time may not accurately represent the revenue or net income that is realized in any period, and backlog as of the end of the quarter or year may not be indicative of the revenue and net income expected to be earned in the following year. Backlog should not be relied upon as a standalone indicator of future results.

Added

As a public company, we are subject to the reporting requirements of the Exchange Act, the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley Act”) and the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act”) and are required to prepare our financial statements according to the rules and regulations required by the SEC. Our failure to prepare and disclose this information in a timely manner or to otherwise comply with applicable law could subject us to penalties under federal securities laws, expose us to lawsuits and restrict our ability to access financing. In addition, the Sarbanes-Oxley Act requires that, among other things, we establish and maintain effective internal controls and procedures for financial reporting and disclosure purposes. Internal control over financial reporting is complex and may be revised over time to adapt to changes in our business, or changes in applicable accounting rules. We cannot guarantee that our internal control over financial reporting will be effective in the future or that a material weakness will not be discovered with respect to a prior period for which we had previously believed that internal controls were effective. If we are not able to maintain or document effective internal control over financial reporting, our independent registered public accounting firm will not be able to certify as to the effectiveness of our internal control over financial reporting.

Reworded

•pandemics, including COVID-19pandemics;

Removed

Financial and Accounting Risks

Removed

Critical accounting estimates are defined as estimates that require us to make assumptions about matters that are uncertain at the time the estimates were made, and changes in the estimates could have a material impact on our financial position or results of operations. Our critical accounting estimates are subject to judgments and uncertainties that affect the application of the significant accounting policies. As additional information becomes available, or actual amounts are determinable, the recorded estimates are revised. Consequently, our financial position or results of operations may be materially different when reported under varying conditions or when using different assumptions in the application of the following critical accounting estimates. For more information, refer to Note 2 – Basis of Presentation and Summary of Significant Accounting Policies in the audited consolidated financial statements and Critical Accounting Estimates included in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations contained elsewhere in this Annual Report.

Removed

As discussed in further detail in Note 2 – Basis of Presentation and Summary of Significant Accounting Policies in the audited consolidated financial statements and Critical Accounting Estimates included in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations contained elsewhere in this Annual Report, contract revenue is recognized over time using the input method, based on progress measured by costs incurred relative to total estimated costs for a performance obligation. Revenues are recorded proportionate to the costs incurred, reflecting progress toward the transfer of goods or services to the customer. Consequently, changes in estimates, or variations of actual results from previous projections, on an unusually large project, or on a number of average size projects, could be material and could have an adverse impact on our financial condition, results of operations, and cash flows.

Removed

Reductions in our credit ratings could increase financing costs.

Removed

There is no assurance our credit ratings will remain in effect or that a rating will not be lowered or withdrawn by a rating agency. Events affecting our financial results may impact our cash flows and credit metrics, potentially resulting in a change in our credit ratings. Our credit ratings may also change as a result of the differing methodologies or changes in the methodologies used by the rating agencies.

Reworded

•increasing the risk of a future credit ratings downgrade of our debt, which could increase future debt costs and limit the future availability of debt financing;

Added

When we acquire a business, goodwill is recorded for the excess amount paid for the business over the net fair value of the tangible and identifiable intangible assets of the business acquired. As of both December 31, 2025 and 2024, the balance sheet included goodwill of $143.2 million. Intangible assets were fully amortized during 2025, and as such, the Company wrote off the remaining $10.5 million of finite-lived intangible assets cost and associated accumulated amortization related to customer relationships. As of December 31, 2024, the balance sheet included $0.1 million of intangible assets related to customer relationships.

Reworded

When we acquire a business, goodwill is recorded for the excess amount paid for the business over the net fair value of the tangible and identifiable intangible assets of the business acquired. As of December 31, 2024, the balance sheet included goodwill of $143.2 million and other intangible assets of $116 thousand. Fair value is determined using a combination of the discounted cash flow, market multiple and market capitalization valuation approaches. Under current accounting rules, goodwill and other identifiable intangible assets that have indefinite useful lives cannot be amortized, but instead must be tested at least annually for impairment, while identifiable intangible assets that have finite useful lives are amortized over their useful lives. When testing for impairment, fair value is determined using a combination of the discounted cash flow and market capitalization valuation approaches. Significant judgmentjudgments isare required in completing these tests.tests, including the estimate of fair value. There can be no assurance that our estimates and assumptions will prove to be accurate predictions of the future. For further discussion of our impairment testing, refer to Note 2 – Basis of Presentation and Summary of Significant Accounting Policies and Note 5 – Goodwill and Other Intangible Assets in the audited consolidated financial statements and Critical Accounting Estimates included in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, contained elsewhere in this 2025 Annual Report.

Reworded

We are, and may become party to, among other things, personal injury, commercial, contract, warranty, antitrust, tax, property entitlements, shareholder actions, product liability, health and safety, and employment claims. The outcome of pending or future lawsuits, claims, investigations or proceedings is often difficult to predict and could be adverse and material in amount.

Reworded

In addition to the monetary cost, litigation can divert management’s attention from our core business opportunities. Development of new information in these matters can often lead to changes in management’s estimated liabilities associated with these proceedings including the judge’s rulings or judgements,judgments, jury verdicts, settlements or changes in applicable law. The outcome of such matters is often difficult to predict and unfavorable outcomes could have a material impact on our financial condition, results of operations and cash flows.

Added

There can be no assurance that we are in full compliance with all applicable laws and regulations or interpretations of these laws and regulations at all times or that we will be able to comply with any future laws, regulations or interpretations of these laws and regulations.

Removed

Our business is based in part on government-funded infrastructure projects and building activities, and any associated regulatory changes or requirements in these areas could have an adverse affect on us.

Removed

While we attempt to comply with all applicable laws and regulations, there can be no assurance that we are in full compliance with all applicable laws and regulations or interpretations of these laws and regulations at all times or that we will be able to comply with any future laws, regulations or interpretations of these laws and regulations.

Reworded

We are subject to some environmental laws and regulations affecting certain aspects of our operations, including the use of petroleum storage tanks. These laws and regulations generally require us to obtain and comply with a variety of environmental licenses, permits, inspections and other approvals. Although we strive to comply with all applicable environmental laws and regulations, publicPublic and private entities and private individuals may interpret our legal or regulatory requirements differently and seek injunctive relief or other remedies against us. We cannot predict the outcome, financial or operational, of any such litigation or administrative proceedings.

Reworded

As of December 31, 2025 and 2024, approximately 85% and 83% of our employees were covered by collective bargaining agreements.agreements, respectively. Although the majority of these agreements prohibit strikes and work stoppages, we cannot be certain that strikes or work stoppages will not occur in the future. Strikes or work stoppages would adversely impact relationships with customers and could have an adverse effect on our business. The ability to complete future acquisitions could be adversely affected because of our union status for a variety of reasons. For instance, in certain geographic areas, our union agreements may be incompatible with the union agreements of a business we want to acquire, and some businesses may not want to become affiliated with a union company.

Added

We are self-insured for the health care benefits for eligible employees, subject to certain deductible thresholds. However, health care costs continue to increase. Increasing quantities of large individual health care claims and an overall increase in total health care claims could have an adverse impact on our operating results, financial position and liquidity. Complying with any new legislation and regulation at both the federal and state level related to health care, unemployment tax rates and workers' compensation rates, among others, could adversely affect our financial position, results of operations and cash flows, as well change our benefit programs and costs.

Added

The trading market of our common stock has existed only for a limited period of time following the Separation and Distribution, and our stock price and trading volume may fluctuate significantly.

Added

A public market for our common stock has only existed for a limited period of time following the Separation and Distribution. The trading price of our common stock has been and may continue to be volatile and the trading volume may fluctuate and cause significant price variations to occur. For many reasons, including the other risks identified in this section, the market price of our common stock may be more volatile than that of our market peers. We cannot predict the prices at which our common stock may trade.

Added

In the future, your percentage ownership in us may be diluted because of equity awards that have been and will be granted to our directors, officers and employees or otherwise as a result of equity issuances for acquisitions or capital market transactions. Our employees have stock-based awards relating to shares of our common stock, including awards that were converted to Everus stock-based awards from MDU Resources stock-based awards following the Distribution. Any currently granted stock-based awards or awards that will be granted in future will have a dilutive effect on our earnings per share, which could adversely affect the market price of shares of our common stock. From time to time, we will issue additional stock-based awards to our employees under our employee benefits plans.

Added

In addition, our certificate of incorporation authorizes us to issue, without the approval of our stockholders, one or more classes or series of preferred stock that have such designation, powers, preferences and relative, participating, optional and other special rights, including preferences over our common stock respecting dividends and distributions, as our board of directors (“board”) generally may determine. The terms of one or more classes or series of preferred stock could dilute the voting power or reduce the value of our common stock. Similarly, the repurchase or redemption rights or liquidation preferences we could assign to holders of preferred stock could affect the residual value of the common stock.

Showing the first 60 of 85 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

Management's Discussion & Analysis (MD&A) (10-K Item 7)

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64removed paragraphs
70reworded paragraphs
12,040 → 11,476words in section

New heading “For a discussion and analysis of our results of operations and financial condition for the year ended December 31, 2024, as compared to the year ended December 31, 2023, refer to Part II. Item 7A. Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2024, which was filed with the Securities and Exchange Commission on February 28, 2025, which is available free of charge on the SEC’s website at www.sec.gov and our corporate website at investors.everus.com.”

New heading “Economic and Industry Factors Impacting Our Business”

New heading “Operating Revenues”

New heading “Operating Income”

New heading “Interest Income”

New heading “Operating Revenues”

New heading “Operating Income”

Removed heading “Year Ended December 31, 2024, Compared to Year Ended December 31, 2023”

Removed heading “Year Ended December 31, 2023, Compared to Year Ended December 31, 2022”

Removed heading “Selling, General and Administrative Expenses”

Removed heading “Interest Expense”

Removed heading “Income from Equity Method Investments”

Removed heading “Year Ended December 31, 2024, Compared to Year Ended December 31, 2023”

Removed heading “Year Ended December 31, 2023, Compared to Year Ended December 31, 2022”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text topics: securities and exchange commission
“For a discussion and analysis of our results of operations and financial condition for the year ended December 31, 2024, as compared to the year ended December 31, 2023, refer to Part II. Item 7A. Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2024, which was filed with the Securities and Exchange Commission on February 28, 2025, which is available free of charge on the SEC’s website at www.sec.gov and our corporate website at investors.everus.com.”
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Removed text topics: impairment, goodwill
“Under the market approach, we estimated fair value using various multiples derived from enterprise value to EBITDA for comparative peer companies. These multiples were applied to operating data for each reporting unit to arrive at an indication of fair value. We added a reasonable control premium when calculating the fair value utilizing peer multiples, which was estimated as the premium that would be received in a sale in an orderly transaction between market participants. We used a 20.0 percent control premium for the goodwill impairment tests performed in 2023 and 2022, respectively.”
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Reworded topics: impairment, goodwill

Paragraph as it now reads, with added and removed wording marked:

Determining the fair value of a reporting unit requires judgment and the use of significant estimates which include assumptions about our future revenue, profitability and cash flows, long-term growth rates, amount and timing of estimated capital expenditures, inflation rates, risk adjusted cost of capital, operational plans, and current and future economic conditions, among others. Prior to the Separation under MDU Resources, for 2023 and 2022, the fair value of each reporting unit was determined using a weighted combination of income and market approaches. Following the Separation as a standalone company, for 2024, the fair value of each reporting unit was determined using an income approach. We believe that the estimates and assumptions used in our goodwill impairment assessments are reasonable and based on available market information.
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Removed text topics: default
“In addition, some of our customers and vendors may require us to post letters of credit as a means of guaranteeing performance under our contracts and ensuring payment by us to subcontractors and vendors. If our customer has reasonable cause to effect payment under a letter of credit, we would be required to reimburse our creditor for the letter of credit and we may be required to record a charge to earnings for the reimbursement. …”
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New text topics: impairment, goodwill
“The fair value of each reporting unit was determined using an income approach. We believe that the estimates and assumptions used in our goodwill impairment assessments were reasonable and based on available market information.”
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Reworded topics: impairment, goodwill

Paragraph as it now reads, with added and removed wording marked:

We used significant judgment in estimating our five-year forecast. The assumptions underlying cash flow projections were in sync as applicable with our strategy and assumptions. Future projections were heavily correlated with the results of operations of the current year. Future results of operations may vary due to economic and financial impacts. The long-term growth rates were developed by management based on industry data, management’s knowledge of the industry and management’s strategic plans. The long-term growth rate used for the goodwill impairment tests was 3.03.0% percentfor both 2025 and 2024. In addition, the assumed tax rate used for the goodwill impairment tests was 26.8% in 2024, 20232025 and 2022,25.7% respectively.in 2024.
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Full comparison: every changed paragraph (177)

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Reworded

The following information should be read in conjunction with the audited consolidated financial statements and related notes included elsewhere in this 2025 Annual Report on Form 10-K (“2025 Annual Report”). The following discussion may contain forward-looking statements that are based upon current expectations and are subject to uncertainty and changes in circumstances.

Reworded

Our actual results could differ materially from those discussed in these forward-looking statements. Factors that could cause or contribute to these differences include those factors discussed in the following and elsewhere in this 2025 Annual Report, particularly in the sections entitled “Cautionary Note Regarding Forward-Looking Statements” and “Item 1A. Risk Factors.” References to the “Company,” “Everus,” “we,” “us,” and “our” refer to Everus Construction Group, Inc. and its consolidated subsidiaries, unless otherwise stated or indicated by context.

Added

For a discussion and analysis of our results of operations and financial condition for the year ended December 31, 2024, as compared to the year ended December 31, 2023, refer to Part II. Item 7A. Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2024, which was filed with the Securities and Exchange Commission on February 28, 2025, which is available free of charge on the SEC’s website at www.sec.gov and our corporate website at investors.everus.com.

Removed

We are a leading construction solutions provider offering specialty contracting services through two operating segments, which represent our two reportable segments, Electrical & Mechanical and Transmission & Distribution, which provide services to a diverse set of end markets across most of the United States. We focus on safely executing projects; providing a superior return on investment by building new and strengthening existing customer relationships; ensuring quality service; effectively managing costs; retaining, developing and recruiting talented employees; growing through organic and strategic acquisition opportunities; and focusing efforts on projects that will permit higher margins while properly managing risk. The growth we have experienced in recent years is due in part to the project awards in the end markets and submarkets served and the ability to support national customers in most of the regions in which we operate. Our strong presence in the Western, Midwestern and Eastern regions has driven opportunities in high-tech, data centers, hospitality and utilities, while customer expansion nationwide continues to extend our reach through partnerships through our 15 wholly-owned operating companies (the “Operating Companies”). At Everus, people are our core, and we prioritize integrity, safety and growth through comprehensive training, hands-on development, safety compliance metrics and strong union partnerships to instill a safety-first culture and ethical leadership across all levels.

Reworded

We provideare a leading construction solutions provider offering specialty contracting services to a diverse set of end markets, which are provided to commercial, industrial, institutional, service & other, renewables, utilities,service, transportation, manufacturingutility and governmentalother customers. We operate throughout most of the United States through two reportable, operating segments:

Reworded

Electrical & Mechanical (“E&M”): Contracting services including construction and maintenance of electrical and communication wiring and infrastructure, fire suppression systems, renewables infrastructure and mechanical piping and services in both the public and private sectors.

Reworded

Transmission & Distribution (“T&D"): Contracting services including construction and maintenance of overhead and underground electrical, gasgas, communication infrastructure and communicationtransportation-related infrastructure,lighting, as well as design,the manufacturingmanufacture and distribution of overhead and underground transmission line construction equipment and tools.

Added

We focus on safely executing projects; providing a superior return on investment by building new and strengthening existing customer relationships; ensuring quality service; effectively managing costs; retaining, developing and recruiting talented employees; growing through organic and strategic acquisition opportunities; and focusing efforts on projects that will permit higher margins while properly managing risk. The growth we have experienced in recent years is due in part to the project awards in the end markets and submarkets served and the ability to support national customers in most of the regions in which we operate. Our strong presence in the Western, Midwestern and Eastern regions of the United States has driven opportunities in data centers, high tech, hospitality and utilities, while customer expansion nationwide continues to extend our reach through partnerships through our 15 wholly owned operating companies. At Everus, people are our core, and we prioritize integrity, safety and growth through comprehensive training, hands-on development, safety compliance metrics and strong union partnerships to instill a safety first culture and ethical leadership across all levels.

Reworded

We face challenges, which are not under direct control of the business, in the markets in which we operate, including those described in the section entitled “Item 1A. Risk Factors” included elsewhere in this 2025 Annual Report. These factors, and those noted below, have caused fluctuations in revenues, gross profit and earnings in the past and are likely to cause fluctuations in the future.

Added

Economic and Industry Factors Impacting Our Business

Added

We have experienced increased insurance costs and anticipate continued increases in insurance costs. Premiums in the insurance industry have risen due to many factors, such as economic inflation and a rise in insurance carriers’ losses, in particular for wildfire risks. We experienced these aforementioned impacts with coverage for our insurance lines on a standalone basis following the Separation and again saw increases in insurance costs during our latest renewal cycle partially in part to our revenue growth during 2025 at the time of renewal. However, we are continuing to formulate strategies to minimize these costs and/or ensuring these costs are built into our bidding opportunities going forward.

Added

Despite these increased costs, we are focused on growing our total revenues, expanding gross margins, managing costs and generating cash, all of which would result in increased operating income.

Added

We continued to have bidding opportunities in the specialty contracting markets we operated in during 2025, as evidenced by our backlog, even with our revenue growth during the fiscal year. Our backlog supports strong project opportunities across our diverse service offerings, particularly for data center, undergrounding and hospitality work. With our successful track record of executing on complex projects, our long-term customer relationships, safe and skilled workforce, quality of service and effective cost management, we believe we remain well-positioned to benefit from favorable demand drivers, including high tech reshoring, data center construction and utility infrastructure investments, giving us the opportunity to continue securing and executing profitable projects in the future.

Removed

We continued to have bidding opportunities in the specialty contracting markets we operated in during 2024, as evidenced by our backlog. Although bidding remains highly competitive in all areas, we expect relationships with existing customers, our safe and skilled workforce, quality of service and effective cost management will continue to provide a benefit in securing and executing profitable projects in the future. We also have seen rapidly growing needs for services across the electric vehicle charging, renewable energy generation and energy storage markets that complement existing renewable projects performed by us.

Reworded

On November 2, 2023, MDU Resources Group, Inc. (“MDU Resources” or “MDU”) announced its intention to pursue a tax-free spinoff of Everus Construction, Inc. (formerly known as MDU Construction Services Group, Inc.) (“Everus Construction”) from MDU Resources (the “Separation”). Prior to the Separation, Everus Construction was the construction services segment of MDU and operated as a wholly-ownedwholly owned subsidiary of CEHI, LLC (“Centennial”), which is a wholly-ownedwholly owned subsidiary of MDU Resources. In anticipation of the Separation, MDU Resources formed a new wholly owned subsidiary, Everus Construction Group, Inc., that became the new parent company of Everus Construction.

Reworded

The Separation and Distribution was completed pursuant to a separation and distribution agreement as well as other agreements with MDU Resources, including, but not limited to, a transition services agreement, a tax matters agreement and an employee matters agreement. Refer to Note 15 – Related-Party Transactions in the audited consolidated financial statements contained elsewhere in this 2025 Annual Report for additional information on the transition services agreement. We have incurred costs related to becoming an independent public entity and expect additional ongoing expenses related to continued operations as such.

Reworded

For a complete discussion of the associated risks and uncertainties associated with the Separation and Distribution, see “Risk Factors—Separation and Distribution Risks” contained elsewhere in this 2025 Annual Report.

Reworded

Prior to the Separation, Everus Construction historically operated as a wholly owned subsidiary of Centennial and an indirect, wholly owned subsidiary of MDU Resources and not as a standalone company. For periods prior to the Separation, financial information included in the accompanying audited consolidated financial statements and related footnotes included in this 2025 Annual Report were prepared on a "carve-out” basis in connection with the Separation and were derived from the audited consolidated financial statements of MDU Resources as if we operated on a standalone basis. However, the auditedfinancial information included in the consolidated financial statements and related footnotes for periods prior to the Separation do not necessarily reflect what our results of operations, financial position and cash flows would have been had we operated as a separate, publicly traded company.company and may not be indicative of our future performance. For additional information related to our basis of presentation, refer to Note 2 – Basis of Presentation and Summary of Significant Accounting Policies in the audited consolidated financial statements contained elsewhere in this 2025 Annual Report.

Reworded

Prior toBefore the Separation, we historically participated in MDU Resources’ centralized cash management program through Centennial, including its overall financing arrangements. We had related-party agreements in place with Centennial for the financing of our capital needs, which were reflected as related-partyRelated-party notes payable on the audited consolidated balance sheets for periods prior to the Separation. Interest expense in the audited consolidated statements of income primarily reflected the allocation of interest on borrowing and funding associated with the related-party agreements for periods prior to the Separation. Refer to Note 15 – Related-Party Transactions in the audited consolidated financial statements contained elsewhere in this 2025 Annual Report for additional information. Following the Separation, we rely on our own credit and financing arrangements and incur interest expense associated with those arrangements. For additional information related to our current financing arrangements, refer to Note 7 – Debt in the audited consolidated financial statements contained elsewhere in this Annual Report.

Added

Following the Separation, we rely on our own credit and financing arrangements and incur interest expense associated with those arrangements. For additional information related to our current financing arrangements, refer to Note 7 – Debt in the consolidated financial statements contained elsewhere in this 2025 Annual Report.

Reworded

Cash-settled related-party transactions between Everus, MDU Resources, CentennialCentennial, and other MDU Resources subsidiaries were included in the audited consolidated financial statements for periods prior to the Separation. For additional information regarding the agreements between us, MDU Resources and Centennial, refer to the section contained elsewhere in this 2025 Annual Report entitled “Certain Relationships and Related Person Transactions, and Director Independence.”

Reworded

All intercompany balances and transactions between the businesses comprising Everus have been eliminated in the accompanying audited consolidated financial statements.

Reworded

Consolidated Results of Operations For the Years Ended December 31, 2024, 2023 and 2022

Reworded

The following table sets forth our consolidated selected statements of income data, with percentages of operating revenues for the years indicated, as well as the percentage change from the prior comparative prior year.year:

Added

Operating Revenues

Removed

Year Ended December 31, 2024, Compared to Year Ended December 31, 2023

Reworded

Operating revenues for the year ended December 31, 2024,2025, were $2,849.7$3.75 million,billion, aan decreaseincrease of $4.7$896.7 million, or 0.2%,31.5%, from $2,854.4$2.85 millionbillion for the year ended December 31, 2023.2024. E&MSee “Segment Results of Operations–Year Ended December 31, 2025, Compared to Year Ended December 31, 2024” for further comparative analysis of segment revenues declinedfor $103.4the million,years or 4.8%, partially offset by growth in T&D revenues of $102.5 million, or 14.0%.indicated.

Added

Changes in estimates associated with performance obligations that were satisfied or partially satisfied prior to the previous year end positively net impacted revenues and accounted for approximately 3.0% of revenues for the year ended December 31, 2025, compared to 2.9% of revenues for the year ended December 31, 2024.

Added

For the year ended December 31, 2025, the changes in estimates mentioned above favorably accounted for approximately 4.2% of revenues, compared to 3.8% of revenues for the year ended December 31, 2024. Favorable impacts to revenues were primarily due to project pull forward, labor efficiencies and favorable impacts from projected cost changes, including material costs, project risk mitigation and change orders. However, these changes in estimates unfavorably accounted for approximately 1.2% of revenues for the year ended December 31, 2025, compared to 0.9% of revenues for the year ended December 31, 2024. Unfavorable impacts to revenues were primarily due to labor inefficiencies related to sequencing on projects and unfavorable impacts from project delays and cost overruns.

Removed

E&M revenues decreased $103.4 million, or 4.8%, as a result of lower revenues for the industrial, service & other, renewables and commercial end markets, partially offset by higher revenues from the institutional end market.

Removed

•Industrial had lower revenues from reduced workloads in the general industrial, high tech and government submarkets, partially offset by higher workloads in manufacturing.

Removed

•Service & other and renewables revenues softened due to decreased repair and maintenance demand and the timing of projects within the generation submarket, respectively.

Removed

•Commercial had revenue shifts within the hospitality submarket from completion of large projects during 2023, partially offset by higher data center activity due to increased workloads.

Removed

•Institutional revenues increased, partially offsetting the decreases in other end markets, driven from higher workloads in the government and education submarkets.

Removed

T&D revenues increased $102.5 million, or 14.0%, due to higher utility and transportation end market revenues.

Removed

•Utility revenues increased from higher workloads and submarket activity across distribution, transmission, substation and telecommunication, partially offset by lower workloads due to timing of project availability in the other submarkets.

Removed

•Transportation had higher revenues due to submarket activity, with higher workloads in traffic signalization and street lighting.

Reworded

Cost of sales for the year ended December 31, 2024,2025, was $2,510.2$3.29 million,billion, aan decreaseincrease of $22.3$782.1 million, or 0.9%,31.2%, from $2,532.5$2.51 millionbillion for the year ended December 31, 2023.2024. This decreaseincrease primarily related to lowerhigher E&M operating costs supportingdue decreasedto E&Mincreased workloads and changes in project efficiencies, partially offset by highermix. T&D operating costs fromremained relatively consistent year over year. Labor, subcontractor, materials and equipment and tools costs increased workloads.$367.1 Labormillion, and$209.7 materialmillion, costs decreased by $89.0$141.5 million and $51.1$43.7 million, respectively, partiallyalong offset bywith higher subcontractor costs and other job expenses of $91.2$20.1 million and $26.7 million, respectively.million.

Added

Gross Profit

Added

Gross profit for the year ended December 31, 2025, was $454.1 million, an increase of $114.6 million, or 33.8%, from $339.5 million for the year ended December 31, 2024. The increase was primarily from continued revenue growth due to increased workloads and project timing, partially offset by changes in project mix. Gross margin increased to 12.1% for the year ended December 31, 2025, compared to 11.9% for the year ended December 31, 2024.

Reworded

Selling, general and administrative (“SG&A”) expenses for the year ended December 31, 2024,2025, were $149.6$189.3 million, an increase of $18.2$39.7 million, or 13.9%,26.5%, from $131.4$149.6 million for the year ended December 31, 2023.2024. The increase was driven primarily by higher payrolllabor, expensecorporate overhead and professional service-related expenses of $10.2$28.2 million, $3.9 million and $2.7 million, respectively, including incremental stand-alone operating costs, to support the operational growth of the business, and higher professionalother service-relatedSG&A expenses of $6.1 million, higher insurance expenses of $1.0 million and higher general expenses of $7.2 million, including office and rent expense. There were $6.4 million of public company stand-up costs as part of the increases in expense. Partially offsetting these increases was lower provision for expected credit losses of $6.3$4.9 million.

Added

Operating Income

Added

Operating income for the year ended December 31, 2025, was $264.8 million, an increase of $74.8 million, or 39.4%, from $189.9 million for the year ended December 31, 2024. The increase was primarily driven by increased gross profit, partially offset by increased SG&A expenses, both of which are discussed above. Operating income margin increased to 7.1% for the year ended December 31, 2025, compared to 6.7% for the year ended December 31, 2024. See “Segment Results of Operations–Year Ended December 31, 2025, Compared to Year Ended December 31, 2024” for further comparative analysis of segment operating income and “Corporate and Other” category operating income for the years indicated.

Added

Interest Income

Added

For the year ended December 31, 2025, we earned interest income of $4.6 million, including $4.3 million from our central cash management program, including daily cash sweep and money market deposit account programs, and $0.3 million from our Captive Cell. There were no such activities earning interest income for the year ended December 31, 2024.

Removed

Operating income for the year ended December 31, 2024, was $189.9 million, a decrease of $0.6 million, or 0.3%, from $190.5 million for the year ended December 31, 2023. The decrease was primarily driven by increased selling, general and administrative expenses as discussed above, largely offset by increased gross profit due to project efficiencies. Operating income, as a percentage of revenues, remained consistent at 6.7%.

Reworded

Interest expense for the year ended December 31, 2024,2025, was $14.0$21.5 million, aan decreaseincrease of $3.0$7.4 million, or 17.6%,53.6%, from $17.0$14.0 million for the year ended December 31, 2023.2024. ThisThe decreaseincrease primarily related to loweraverage fiscal year 2024 pre-Separation related-partyhigher debt balances utilizedunder the Term Loan (as defined below) during the year ended December 31, 2025, compared to the average debt balances from the related-party cash management program for working capital needs during the 2024 period prior to the Separation, partially offset by interest expense related to the debt balance under the MDUTerm ResourcesLoan cash management program, compared to full year 2023. Partially offsettingfor the lower2024 relatedstub party interest expense was $4.1 million of third-party interest expense associated with our financing arrangementsperiod following the Separation.

Reworded

Other IncomeIncome, Net

Reworded

Other incomeincome, net for the year ended December 31, 2024,2025, was $4.8$9.9 million, an increase of $0.8$5.2 million, or 20.0%,106.3%, from $4.0$4.8 million for the year ended December 31, 2023.2024. ThisThe increase primarily related to miscellaneous income activity, including settlements, rebatessettlements and rebates, partially offset by miscellaneous expense activity including bank fees.

Reworded

Income taxes for the year ended December 31, 2024,2025, were $49.5$72.3 million, an increase of $4.1$22.8 million, or 9.3%,46.1%, from $45.3$49.5 million for the year ended December 31, 2023,2024, reflecting higher income beforetaxes taxesfrom greater pretax income for the year. The effective tax rate was 26.4% for the year ended December 31, 2025, compared to 25.7% for the year ended December 31, 2024, compared to 24.8% for the year ended December 31, 2023.2024.

Reworded

Income from equity method investments for the year ended December 31, 2024,2025, was $12.2$16.3 million, an increase of $7.2$4.1 millionmillion, or 33.6%, from $5.0$12.2 million for the year ended December 31, 2023.2024. ThisThe increase primarily related to increased progressactivity on joint ventureventures activity.for the year.

Removed

Year Ended December 31, 2023, Compared to Year Ended December 31, 2022

Removed

Operating revenues for the year ended December 31, 2023, were $2,854.4 million, an increase of $155.2 million, or 5.7%, from $2,699.2 million for the year ended December 31, 2022. E&M revenues grew $137.1 million, or 6.9%, and T&D revenues rose $17.2 million, or 2.4%.

Removed

E&M revenues increased $137.1 million, or 6.9%, as a result of higher revenues for the commercial, industrial and institutional end markets, partially offset by lower revenues for the renewables end market.

Removed

•Commercial revenues increased due to submarket activity, including higher hospitality and data center workloads.

Removed

•Higher industrial revenues were driven by workload activity across submarkets, including increases for high tech and government.

Removed

•Higher institutional revenues were primarily the result of increased workload activity in the healthcare submarket.

Removed

•Renewables had lower revenues due to timing of project availability.

Removed

T&D revenue increased $17.2 million, or 2.4%, as a result of higher utility end market revenues, partially offset by lower transportation end market revenues.

Removed

•Utility revenues increased from higher workloads and submarket activity across distribution, transmission, gas, and underground projects, largely offset by lower electrical workloads due to timing of project availability.

Showing the first 60 of 177 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

What changed in the latest 10-Q

Comparing 10-Q filed 2026-08-05 (period ending 2026-06-30) with 10-Q filed 2026-05-06 (period ending 2026-03-31).

Risk Factors (10-Q Part II, Item 1A)

0new paragraphs
0removed paragraphs
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58 → 58words in section

The section in the latest 10-Q reads in full:

As of June 30, 2026, there were no material changes to the Company's risk factors that were previously disclosed in the Company’s 2025 Annual Report. Please refer to the Company's 2025 Annual Report for the risk factors that could materially harm the Company's business, prospects, financial results and/or financial condition if they occur.

Full comparison: every changed paragraph (1)

Green = added, red = removed. Unchanged paragraphs and tables are not shown. Read the complete text in the original filing.

Reworded

As of MarchJune 31,30, 2026, there were no material changes to the Company's risk factors that were previously disclosed in the Company’s 2025 Annual Report. Please refer to the Company's 2025 Annual Report for the risk factors that could materially harm the Company's business, prospects, financial results and/or financial condition if they occur.

Management's Discussion & Analysis (MD&A) (10-Q Part I, Item 2)

60new paragraphs
12removed paragraphs
47reworded paragraphs
6,936 → 9,617words in section

New heading “Six Months Ended June 30, 2026, Compared to Six Months Ended June 30, 2025”

New heading “Selling, General and Administrative Expenses”

New heading “Interest Income”

New heading “Interest Expense”

New heading “Other Income, Net”

New heading “Income from Equity Method Investments”

New heading “Six Months Ended June 30, 2026, Compared to Six Months Ended June 30, 2025”

New heading “Valuation of Intangible Assets”

New heading “Intangible Assets”

New heading “Contingent Consideration”

Removed heading “Operating Revenues”

Removed heading “Operating Income”

Removed heading “Operating Revenues”

Removed heading “Operating Income”

Removed heading “Corporate and Other”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text
“Six Months Ended June 30, 2026, Compared to Six Months Ended June 30, 2025”
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“Six Months Ended June 30, 2026, Compared to Six Months Ended June 30, 2025”
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“Selling, General and Administrative Expenses”
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“Income from Equity Method Investments”
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“Valuation of Intangible Assets”
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New text topics: fine
“On July 31, 2026, we entered into a definitive agreement to acquire Epsilon Industries, a premier designer and manufacturer of complex, modular mechanical and electrical building infrastructure systems, for $295 million in cash, subject to customary adjustments. The acquisition is expected to be funded through a combination of cash on hand and borrowings under the Credit Agreement (defined below). The transaction is expected to close later this year, subject to regulatory approvals and other customary closing conditions.”
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Full comparison: every changed paragraph (119)

Green = added, red = removed. Unchanged paragraphs, 1 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Reworded

We focus on safely executing projects; providing a superior return on investment by building new and strengthening existing customer relationships; ensuring quality service; effectively managing costs; retaining, developing and recruiting talented employees; growing through organic and strategic acquisition opportunities; and focusing efforts on projects that will permit higher margins while properly managing risk. The growth we have experienced in recent years is due in part to the project awards in the end markets and submarkets served and the ability to support national customers in most of the regions in which we operate. Our strong presence in the Western, Midwestern and Eastern regions of the United States has driven opportunities in data centers,center, high tech, hospitality and utilities,utilities work, while customer expansion nationwide continues to extend our reach through partnerships through our 16 wholly owned operating companies, including SE&M, which was acquired on April 1, 2026. SE&M expands our geographic footprint in the Southeast region of the United States.

Reworded

We continued to have bidding opportunities in the specialty contracting markets we have operated in during 2026, as evidenced by our backlog, even with our revenue growth during the fiscal year thus far. We believe our backlog supports our strong project pipeline across our diverse service offerings, particularly for data center, hospitalityhigh tech and high techhospitality work. With our successful track record of executing on complex projects, our long-term customer relationships, safe and skilled workforce, quality of service and effective cost management, we believe we remain well-positioned to benefit from favorable demand drivers, including high tech reshoring, data center construction and utility infrastructure investments, giving us the opportunity to continue securing and executing profitable projects in the future.

Reworded

Three Months Ended MarchJune 31,30, 2026, Compared to Three Months Ended MarchJune 31,30, 2025

Added

NM - Not Meaningful

Removed

Operating Revenues

Reworded

Operating revenues for the three months ended MarchJune 31,30, 2026, were $1.04$1.23 billion, an increase of $210.3$310.1 million, or 25.4%,33.7%, from $826.6$921.5 million for the three months ended MarchJune 31,30, 2025. E&M revenues grewrose $186.9$296.7 million, or 28.8%,41.6%, andwith SE&M contributing $33.4 million. T&D revenues increased $19.5$15.1 million, or 10.5%.7.1%. See “Segment Results of Operations–Three Months Ended MarchJune 31,30, 2026, Compared to Three Months Ended MarchJune 31,30, 2025” for further comparative analysis of segment revenues for the periods indicated.

Reworded

Changes in estimates associated with performance obligations that were satisfied or partially satisfied in prior periodsto the previous year end positively net impacted revenues and accounted for approximately 5.4%6.2% of revenues for the three months ended MarchJune 31,30, 2026, compared to 4.6%5.3% of revenues for the three months ended MarchJune 31,30, 2025.

Reworded

For the three months ended MarchJune 31,30, 2026, the changes in estimates mentioned above favorably accounted for approximately 6.4%7.5% of revenues, compared to 6.0%7.2% of revenues for the three months ended MarchJune 31,30, 2025. Favorable impacts to revenues were primarily due to project pull forward, labor efficiencies and favorable impacts from projected cost changes, including material costs, project risk mitigation and change orders. However, these changes in estimates unfavorably accounted for approximately 1.0%1.3% of revenues for the three months ended MarchJune 31,30, 2026, compared to 1.4%1.9% of revenues for the three months ended MarchJune 31,30, 2025. Unfavorable impacts to revenues were primarily due to labor inefficiencies related to sequencing on projects and unfavorable impacts from project delays and cost overruns.

Reworded

Cost of sales for the three months ended MarchJune 31,30, 2026, was $906.2$1,048.6 million, an increase of $172.1$247.0 million, or 23.4%,30.8%, from $734.1$801.6 million for the three months ended MarchJune 31,30, 2025. This increase primarily related to higher E&M and T&D operating costs due to increased workloads and changes in project mix, partially offset by efficient project execution. Subcontractor, labor,Labor, material, subcontractor, and equipment and tools costs increased $53.5$110.5 million, $51.6$67.2 million, $35.2$30.3 million and $17.4$18.0 million, respectively, along with higher other job expenses of $14.4$21.0 million.

Reworded

Gross profit for the three months ended MarchJune 31,30, 2026, was $130.7$183.0 million, an increase of $38.2$63.1 million, or 41.3%,52.6%, from $92.5$119.9 million for the three months ended MarchJune 31,30, 2025. The increase was primarily due to continuedfrom revenue growth fromand increasedgross margin expansion due to workloads, project timing and efficient project execution, partially offset by changes in project mix. Gross margin improvedincreased to 12.6%14.9% for the three months ended MarchJune 31,30, 2026, compared to 11.2%13.0% for the three months ended MarchJune 31,30, 2025.

Reworded

Selling, general and administrative expenses (“SG&A”) expenses for the three months ended MarchJune 31,30, 2026, were $53.0$71.2 million, an increase of $11.5$23.8 million, or 27.7%,50.2%, from $41.5$47.4 million for the three months ended MarchJune 31,30, 2025. The increase was primarily driven primarily by higher labor expenses of $5.9$14.6 million, to support the operational growth and performance of the business, higher amortization expenses of $3.2 million from the SE&M acquisition and higher business development expenses of $1.2 million, along with higher other SG&A expenses of $5.0$4.8 million,million including higher office including higher insurance, rent, and loweroffice net credit loss reversals of $1.7 million, partially offset by lower professional service-related expenses of $1.1 million.expenses.

Removed

Operating Income

Reworded

Operating income for the three months ended MarchJune 31,30, 20262026, was $77.7$111.8 million, an increase of $26.7$39.3 million, or 52.4%,54.2%, from $51.0$72.5 million for the three months ended MarchJune 31,30, 2025. The increase was primarily driven by increased gross profit, partially offset by increased SG&A expenses, both of which are discussed above. Operating income margin increased to 7.5%9.1% for the three months ended MarchJune 31,30, 2026, compared to 6.2%7.9% for the three months ended MarchJune 31,30, 2025. See “Segment Results of Operations–Three Months Ended MarchJune 31,30, 2026, Compared to Three Months Ended MarchJune 31,30, 2025” for further comparative analysis of segment operating income and “Corporate and Other” category operating income for the periods indicated.

Reworded

Interest income for the three months ended MarchJune 31,30, 2026 was $2.3$1.3 million, an increase of $1.4$0.7 million, from $0.9$0.6 million for the three months ended MarchJune 31,30, 2025. The increase was primarily driven by increased interest income of $1.3$0.6 million from our central cash management program, including daily cash sweep and money market deposit account programs, as well as $0.1 million of earned interest income from our captive insurance arrangement for the three months ended MarchJune 31,30, 2026.

Reworded

Interest expense for the three months ended MarchJune 31,30, 2026, was $4.6 million, a decrease of $1.0$0.8 million, or 17.9%,14.8%, from $5.6$5.4 million for the three months ended MarchJune 31,30, 2025. The decrease iswas primarily related to average lower debt balances under the Term Loan (as defined below) and average lower interest rates during the three months ended MarchJune 31,30, 2026, compared to the three months ended MarchJune 31,30, 2025.

Reworded

Other income, net for the three months ended MarchJune 31,30, 2026, was $0.6$1.5 million, flata decrease of $0.4 million, or 21.1%, from $0.6$1.9 million for the three months ended MarchJune 31,30, 2025. Other income, net contained miscellaneous income and expense activities, including rebates and bank fees.

Reworded

Income taxes for the three months ended MarchJune 31,30, 2026, were $20.3$29.4 million, an increase of $6.7$10.0 million, or 49.3%,51.5%, from $13.6$19.4 million for the three months ended MarchJune 31,30, 2025, reflecting higher income taxes from greater pretax income for the period. The effective tax rate was 25.8%25.9% for the three months ended MarchJune 31,30, 2026, compared to 27.0%26.9% for the three months ended MarchJune 31,30, 2025.

Reworded

Income from equity method investments for the three months ended MarchJune 31,30, 2026, was $2.6$3.3 million, aan decreaseincrease of $0.8$0.7 million, or 23.5%,26.9%, from $3.4$2.6 million for the three months ended MarchJune 31,30, 2025. TheThis decreaseincrease primarily related to decreasedincreased activity on joint ventures forduring the period.

Reworded

Net income for the three months ended MarchJune 31,30, 2026, was $58.3$83.9 million, an increase of $21.6$31.1 million, or 58.9%, from $36.7$52.8 million for the three months ended MarchJune 31,30, 2025. The increase was primarily from increased gross profit, partially offset by higher SG&A expenses,expenses and higher income taxes on greater pretax income. Net income margin increased to 5.6%6.8% for the three months ended MarchJune 31,30, 2026, compared to 4.4%5.7% for the three months ended MarchJune 31,30, 2025.

Added

Six Months Ended June 30, 2026, Compared to Six Months Ended June 30, 2025

Added

The following table sets forth our consolidated selected statements of income data, with percentages of operating revenues for the interim periods indicated, as well as the percentage change from the prior comparative interim period:

Added

Operating revenues for the six months ended June 30, 2026, were $2.27 billion, an increase of $520.4 million, or 29.8%, from $1.75 billion for the six months ended June 30, 2025. E&M revenues grew $483.6 million, or 35.5%, with SE&M contributing $33.4 million. T&D revenues increased $34.5 million, or 8.7%. See “Segment Results of Operations–Six Months Ended June 30, 2026, Compared to Six Months Ended June 30, 2025” for further comparative analysis of segment revenues for the periods indicated.

Added

Changes in estimates associated with performance obligations that were satisfied or partially satisfied in prior periods positively net impacted revenues and accounted for approximately 5.1% of revenues for the six months ended June 30, 2026, compared to 4.2% of revenues for the six months ended June 30, 2025.

Added

For the six months ended June 30, 2026, the changes in estimates mentioned above favorably accounted for approximately 5.9% of revenues, compared to 5.4% of revenues for the six months ended June 30, 2025. Favorable impacts to revenues were primarily due to labor efficiencies and favorable impacts from projected cost changes, including material costs, project risk mitigation and change orders. However, these changes in estimates unfavorably accounted for approximately 0.8% of revenues for the six months ended June 30, 2026, compared to 1.2% of revenues for the six months ended June 30, 2025. Unfavorable impacts to revenues were primarily due to labor inefficiencies related to sequencing on projects and unfavorable impacts from project delays and cost overruns.

Added

Cost of Sales

Added

Cost of sales for the six months ended June 30, 2026, was $1.95 billion, an increase of $419.1 million, or 27.3%, from $1.54 billion for the six months ended June 30, 2025. This increase primarily related to higher E&M and T&D operating costs due to increased workloads and changes in project mix, partially offset by efficient project execution. Labor, material, subcontractor, and equipment and tools costs increased $163.2 million, $102.4 million, $90.4 million, and $36.0 million, respectively, along with higher other job expenses of $27.1 million.

Added

Gross Profit

Added

Gross profit for the six months ended June 30, 2026, was $313.7 million, an increase of $101.3 million, or 47.7%, from $212.4 million for the six months ended June 30, 2025. The increase was primarily due to continued revenue growth from increased workloads, project timing and efficient project execution, partially offset by changes in project mix. Gross margin improved to 13.8% for the six months ended June 30, 2026, compared to 12.2% for the six months ended June 30, 2025.

Added

Selling, General and Administrative Expenses

Added

SG&A expenses for the six months ended June 30, 2026, were $124.2 million, an increase of $35.3 million, or 39.7%, from $88.9 million for the six months ended June 30, 2025. The increase was driven primarily by higher labor of $20.5 million, to support operational growth and performance of the business, higher business development expenses of $3.6 million, higher amortization expenses of $3.1 million largely from the SE&M acquisition, higher net credit loss expenses of $2.1 million, higher insurance expenses of $1.9 million and higher other SG&A expenses of $5.8 million, including higher insurance, rent, and office expenses, partially offset by lower professional service-related expenses of $1.7 million.

Added

Operating income for the six months ended June 30, 2026 was $189.5 million, an increase of $66.0 million, or 53.4%, from $123.5 million for the six months ended June 30, 2025. The increase was primarily driven by increased gross profit, partially offset by increased SG&A expenses, both of which are discussed above. Operating income margin increased to 8.4% for the six months ended June 30, 2026, compared to 7.1% for the six months ended June 30, 2025. See “Segment Results of Operations–Six Months Ended June 30, 2026, Compared to Six Months Ended June 30, 2025” for further comparative analysis of segment operating income and “Corporate and Other” category operating income for the periods indicated.

Added

Interest Income

Added

Interest income for the six months ended June 30, 2026 was $3.6 million, an increase of $2.1 million, from $1.5 million for the six months ended June 30, 2025. The increase was primarily driven by increased interest income of $1.9 million from our central cash management program, including daily cash sweep and money market deposit account programs, as well as $0.2 million of earned interest income from our captive insurance arrangement for the six months ended June 30, 2026.

Added

Interest Expense

Added

Interest expense for the six months ended June 30, 2026, was $9.2 million, a decrease of $1.8 million, or 16.4%, from $11.0 million for the six months ended June 30, 2025. The decrease is primarily related to average lower debt balances under the Term Loan and average lower interest rates during the six months ended June 30, 2026, compared to the six months ended June 30, 2025.

Added

Other Income, Net

Added

Other income, net for the six months ended June 30, 2026, was $2.1 million, a decrease of $0.4 million, or 16.0%, from $2.5 million for the six months ended June 30, 2025. Other income, net contained miscellaneous income and expense activities, including rebates and bank fees.

Added

Income Taxes

Added

Income taxes for the six months ended June 30, 2026, were $49.7 million, an increase of $16.7 million, or 50.6%, from $33.0 million for the six months ended June 30, 2025, reflecting higher income taxes from greater pretax income for the period. The effective tax rate was 25.9% for the six months ended June 30, 2026, compared to 26.9% for the six months ended June 30, 2025.

Added

Income from Equity Method Investments

Added

Income from equity method investments for the six months ended June 30, 2026, was $5.9 million, consistent with $6.0 million for the six months ended June 30, 2025.

Added

Net Income

Added

Net income for the six months ended June 30, 2026, was $142.2 million, an increase of $52.7 million, or 58.9%, from $89.5 million for the six months ended June 30, 2025. The increase was primarily from increased gross profit, partially offset by higher SG&A expenses and higher income taxes on greater pretax income. Net income margin increased to 6.3% for the six months ended June 30, 2026, compared to 5.1% for the six months ended June 30, 2025.

Reworded

Three Months Ended MarchJune 31,30, 2026, Compared to Three Months Ended MarchJune 31,30, 2025

Added

We report our results under two reportable, operating segments: E&M and T&D. The following table sets forth segment revenues, segment operating income and “Corporate and Other” category operating income for the periods indicated, with segment revenues compared to total consolidated revenues and operating income margins for the interim periods indicated, as well as the percentage change from the prior comparative interim period:

Added

1.Corporate and Other operating income percentage of revenues was calculated by dividing Corporate and Other operating income by consolidated revenues for the periods indicated.

Added

E&M segment revenues for the three months ended June 30, 2026, were $1,010.3 million, an increase of $296.7 million, or 41.6%, from $713.6 million for the three months ended June 30, 2025. The increase was primarily driven by higher workloads in the commercial and industrial end markets, particularly continued growth in the data center submarket, partially offset by lower institutional end market activity. SE&M contributed $33.4 million for the three months ended June 30, 2026.

Added

•Commercial revenues grew $245.4 million, primarily from higher data center and hospitality submarket activity due to increased workloads from increased demand for services, partially offset by lower project activity in the commercial submarket.

Added

•Industrial revenues increased $70.4 million, primarily due to increased activity in the high tech and manufacturing submarkets.

Added

•Service & other had higher revenues of $3.5 million, as a result of increased repair and maintenance demand.

Added

•Institutional revenues declined $19.5 million, primarily from lower project activity due to project timing and decreased demand for services in the education and government submarkets.

Added

•Renewables revenues decreased $3.1 million, reflecting decreased commercial submarket activity.

Added

Changes in estimates associated with performance obligations that were satisfied or partially satisfied prior to the previous year end positively net impacted E&M revenues and accounted for approximately 6.9% of E&M revenues for the three months ended June 30, 2026, compared to 5.1% of E&M revenues for the three months ended June 30, 2025.

Added

For the three months ended June 30, 2026, the changes in estimates mentioned above favorably accounted for approximately 7.8% of E&M revenues, compared to 7.0% of E&M revenues for the three months ended June 30, 2025. However, these changes in estimates unfavorably accounted for approximately 0.9% of E&M revenues for the three months ended June 30, 2026, compared to 1.9% of E&M revenues for the three months ended June 30, 2025. The primary drivers of favorable and unfavorable impacts to revenues were previously mentioned in the consolidated results of operations sections above.

Added

T&D segment revenues for the three months ended June 30, 2026, were $227.5 million, an increase of $15.1 million, or 7.1%, from $212.4 million for the three months ended June 30, 2025. The increase was driven by higher utility end-market revenues, partially offset by lower workloads in the transportation end market.

Added

•Utility revenues increased $20.1 million, primarily from increased project activity across several submarkets, particularly distribution and transmission, partially offset by decreased submarket activity in the gas submarket due to the timing of project availability.

Added

•Transportation revenues decreased $5.0 million, with reduced project activity in the traffic signalization and street lighting submarkets.

Added

Changes in estimates associated with performance obligations that were satisfied or partially satisfied prior to the previous year end positively net impacted T&D revenues and accounted for approximately 2.6% of T&D revenues for the three months ended June 30, 2026, compared to 5.8% of T&D revenues for the three months ended June 30, 2025.

Added

For the three months ended June 30, 2026, the changes in estimates mentioned above favorably accounted for approximately 5.9% of T&D revenues, compared to 7.6% of T&D revenues for the three months ended June 30, 2025. However, these changes in estimates unfavorably accounted for approximately 3.3% of T&D revenues for the three months ended June 30, 2026, compared to 1.8% of T&D revenues for the three months ended June 30, 2025. The primary drivers of favorable and unfavorable impacts to revenues were previously mentioned in the consolidated results of operations sections above.

Added

E&M segment operating income for the three months ended June 30, 2026, was $100.5 million, an increase of $41.3 million, or 69.8%, from $59.2 million for the three months ended June 30, 2025. The increase was primarily from E&M segment revenue growth and higher gross profit across multiple end markets, particularly commercial, institutional and service & other, due to increased workloads, project timing and efficiency gains on certain projects, partially offset by changes in project mix. E&M gross margin increased to 14.5% for the three months ended June 30, 2026, compared to 12.0% for the three months ended June 30, 2025.

Showing the first 60 of 119 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

ECG insider buying and selling (Form 4)

Since 2026-04-11, insiders reported open-market purchases in 1 Form 4 filing (1 insider, 1 trade date, 1,000 shares, about $144.9K) and open-market sales in 1 filing (1 insider, 1 trade date, 3,300 shares, about $451.1K). Net open-market shares: -2,300 (purchases minus sales); net value about -$306.1K.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.

Trade dateInsiderTransactionSharesPriceValueOwned afterFiling
2026-08-31Rosenthal Dale
Director
Grant/award 203$128.99 $26.2K13,582 SEC
2026-08-31Ryan Edward A
Director
Grant/award 121$128.99 $15.6K20,150 SEC
2026-08-17Sparby David M
Director
Open-market purchase 1,000$144.95 $144.9K19,658 SEC
2026-08-07Sanderson Paul R.
VP, CLO & Corporate Secretary
Open-market sale 3,300$136.69 $451.1K18,950 SEC
2026-05-29Rosenthal Dale
Director
Grant/award 169$154.72 $26.1K13,379 SEC
2026-05-29Ryan Edward A
Director
Grant/award 100$154.72 $15.5K20,029 SEC
2026-05-22Sznewajs Timothy Ryan
VP of Corp. Dev. & Strategy
Shares withheld for tax 1,361$148.65 $202.3K13,214 SEC
2026-05-12Wynn Betty R.
Director
Grant/award 1,015— —5,392 SEC
2026-05-12Wood Clark A.
Director
Grant/award 1,015— —5,392 SEC
2026-05-12Sparby David M
Director
Grant/award 1,015— —18,658 SEC
2026-05-12Ryan Edward A
Director
Grant/award 1,015— —19,929 SEC
2026-05-12Hernandez Helena Mercedes
Director
Grant/award 1,015— —3,125 SEC
2026-05-12Della Rocca Michael
Director
Grant/award 1,015— —7,028 SEC
2026-05-12Rosenthal Dale
Director
Grant/award 1,184— —13,210 SEC

Well-known investors holding ECG (13F)

InvestorQuarterSharesReported value% of their 13FChange vs prior quarter
D. E. Shaw & Co. COM2026-06-30397,696$66.0M0.04%Reduced 6%
Gotham Asset Management (Joel Greenblatt) COM2026-06-30218,203$36.2M0.08%Added 28%
Millennium Management (Israel Englander) COM2026-06-30199,162$33.1M0.02%Reduced 65%
AQR Capital Management (Cliff Asness) COM2026-06-30147,727$24.2M0.01%Reduced 36%
Renaissance Technologies COM2026-06-30129,200$21.4M0.03%Reduced 13%
Point72 Asset Management (Steve Cohen) COM2026-06-3023,776$2.8M—Sold out
Two Sigma Investments COM2026-06-309,200$1.5M0.0%New position
Citadel Advisors (Ken Griffin) COM2026-06-308,228$1.4M0.0%Reduced 86%
Bridgewater Associates COM2026-06-302,081$345.3K0.0%New position

13F reports are filed up to 45 days after quarter end and show long U.S. equity positions only; options positions are omitted here.

Coming soon: email alerts when ECG files, watchlists and downloadable comparisons.