AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-2: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 6/6 · 18/10/2026
Moat56
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
structural advantage · 3/4 · A substantial technical service workforce and global footprint support a differentiated operating capability, corroborated by organic wins in several applications. Relative superiority is less firmly established than the capability itself.
durability · 2/4 · Replicating technical expertise and customer service coverage requires investment, but existing large competitors and missing longitudinal retention evidence limit confidence in persistence.
customer dependency · 2/4 · On-site involvement and embedded service support operational reliance indirectly. The passages do not establish unavoidable dependency, quantified switching costs or contractual lock-in.
erosion resilience · 2/4 · New-business wins and pricing coexist with Heavy Water sales declines and cost pressure that exceeded Global Water pricing benefits. This indicates mixed resilience rather than realized broad competitive collapse.
Pricing power50
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 3/4 · Management attributes 2024 and 2025 gross-margin gains partly to pricing, while 2026 disclosures identify pricing-supported sales and a quantified positive pricing contribution in Global Water. These are observed operating outcomes, although companywide price realization is not fully decomposed.
retention · 2/4 · Growing service and lease sales, customer-site involvement and embedded service obligations provide indirect evidence of continuing demand and relationship depth. Acquisitions and new wins can also drive growth; no retention rate is inferred.
margin resilience · 2/4 · Earlier pricing-supported improvement was followed by lower reported gross margins in first-half 2026, while organic gross margin was nearly stable. Global Water faced pressure despite pricing, whereas Institutional & Specialty expanded margins.
contractual freedom · 1/4 · The company explicitly discloses contractual restraints on pricing flexibility. This supports a constrained assessment, but the risk disclosure does not establish realized pricing failure or reveal the prevalence and duration of restrictions.
Predictability100
Five consecutive annual periods. Equal weights: nondeclining revenue frequency; revenue-growth volatility (5–40pp); positive FCF frequency; FCF-margin volatility (3–20pp). Stability indicator, not a growth forecast.
- Nondeclining revenue years (%)
- 100.00
- Revenue growth volatility (pp)
- 3.83
- Positive FCF years (%)
- 100.00
- FCF margin volatility (pp)
- 1.54
Financial strength49
Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, or reported pretax profit plus reported interest expense when operating income is unavailable. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.
- debtFcfGrade
- 52.50
- netDebtEbitGrade
- 44.55
- interestCoverageGrade
- 72.19
- currentRatioGrade
- 26.08
- Debt / FCF (x)
- 4.33
- Net debt / operating income (x)
- 2.77
- Interest coverage (x)
- 8.94
- Current ratio (x)
- 1.08
Capital allocation90
Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income or, if unavailable, EBIT calculated from reported pretax profit plus reported interest expense; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. Nonpositive invested capital has no defined return and remains unavailable. Does not establish acquisition quality or buyback timing.
- 3-year pre-tax operating return (%)
- 16.10
- 3-year average dilution (%)
- -0.22
- 3-year average SBC / revenue (%)
- 0.78
- cashConversionGrade
- 96.41
Management63
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · First-half 2026 operating cash flow rose to $1,175.4 million, but capital spending of $588.6 million left less cash than combined repurchases and dividends. Significant borrowing accumulated cash for the subsequently closed acquisition. Cash generation and lower share counts are positives, but acquisition returns and the discipline of the expanded commitments remain unproven.
incentive alignment · 2/4 · Actual equity compensation, three-year performance awards, ROIC and relative-return terms, and completed vesting support alignment. Adjusted measures and acquisition-related exclusions weaken the link to total capital outcomes. Aggregate beneficial ownership is disclosed, but includes qualifying options and units.
execution · 3/4 · Organic sales and operating income improved in 2025, with further first-half 2026 sales, operating-income and operating-cash-flow growth and application-specific wins. These are demonstrated operating results, although 2025 GAAP operating income fell and 2026 performance includes acquisitions.
governance · 3/4 · Independent audit and compensation committees, regular executive sessions without the CEO, and an adopted clawback policy establish substantive oversight mechanisms. Combined Chairman and CEO roles concentrate authority; the disclosures do not prove exceptional oversight effectiveness.
Evidence
Today, we have $16 billion in annual sales, 48,000 associates and customers in more than 170 countries and 40 industries.
Item 1 / operating footprint · Filed 23/02/2026
Our businesses in this segment compete on the basis of their demonstrated value, technical expertise, innovation, digital technology, chemical formulations, global customer support, detection equipment, monitoring capabilities and dosing and metering equipment.
Item 1 / Global Water competition · Filed 23/02/2026
Helping customers succeed From hotels, restaurants and healthcare facilities to food and beverage plants, data centers, manufacturing plants and power generation facilities across the globe, Ecolab’s 25,000-strong sales-and-service team uses innovative solutions to help solve the most pressing challenges our customers face.
Company overview / sales-and-service workforce · Filed 20/03/2026
Developing innovative solutions Our team of approximately 3,000 scientists, engineers, technical specialists and digital specialists create innovative solutions, including antimicrobials, dispensing and monitoring, personal and environmental hygiene, polymers, surfactants, solid chemistry, water management and data analytics, working to improve operational efficiency, product quality and safety for our customers.
Company overview / technical workforce · Filed 20/03/2026
Food & Beverage organic sales increased 7% and 6% in the second quarter and first six months of 2026, respectively, driven by new business wins and pricing.
MD&A / Food & Beverage organic sales and pricing · Filed 06/08/2026
High-Tech organic sales increased 29% and 27% in the second quarter and first six months of 2026, respectively, reflecting new business wins across microelectronics and data centers.
MD&A / High-Tech new-business wins · Filed 06/08/2026
Light Water organic sales increased 3% in both the second quarter and first six months of 2026 driven by new business wins.
MD&A / Light Water new-business wins · Filed 06/08/2026
Competition In general, the markets in which the businesses in our Global Water reportable segment compete are led by a few large companies, with the rest of the market served by smaller entities focusing on more limited geographic regions or a smaller subset of products and services.
Item 1 / Global Water market structure · Filed 23/02/2026
First, we compete with a small number of large companies selling directly or through distributors on a national or international scale.
Item 1 / Institutional & Specialty and Pest Elimination competition · Filed 23/02/2026
The profitability of our international operations is generally lower than the profitability of our businesses in the United States, due to (i) the additional cost of operating in numerous and diverse foreign jurisdictions with varying laws and regulations, (ii) higher costs of importing certain raw materials and finished goods in some regions, (iii) the smaller scale of international operations where certain operating locations are smaller in size and (iv) the additional reliance on distributors and agents in certain countries which can negatively impact our margins.
Item 1 / international profitability and scale limitations · Filed 23/02/2026
Organic operating income margins decreased 0.5 percentage points during the second quarter of 2026 as the 2.4 percentage point positive impact of accelerating pricing was offset by the 3.2 percentage point impact of investments in the business and higher commodity costs.
MD&A / Global Water pricing, investment and commodity-cost bridge · Filed 06/08/2026
Through this strategy and the breadth of our product and service mix, one customer may utilize the offerings of several of our operating segments.
Item 1 / cross-segment customer offerings · Filed 23/02/2026
Every customer challenge is unique, which is why we partner with customers in their facilities, providing innovative solutions, digital technologies and insights.
Company overview / service within customer facilities · Filed 20/03/2026
Judgment is used in determining the amount of service that is embedded within the Company’s contracts, which is based on the amount of time spent on the performance obligation activities.
Revenue recognition / service embedded in contracts · Filed 23/02/2026
Financial Statements CONSOLIDATED STATEMENTS OF INCOME (unaudited) Second Quarter Ended Six Months Ended June 30 June 30 (millions, except per share amounts) 2026 2025 2026 2025 Product and equipment sales $3,449.4 $3,156.8 $6,624.0 $6,058.7 Service and lease sales 966.0 868.4 1,857.5 1,661.5 Net sales 4,415.4 4,025.2 8,481.5 7,720.2 Product and equipment cost of sales 1,918.9 1,728.4 3,705.1 3,333.8 Service and lease cost of sales 550.6 494.4 1,059.7 949.2 Cost of sales (including special charges (a)) 2,469.5 2,222.8 4,764.8 4,283.0 Selling, general and administrative expenses 1,141.6 1,067.7 2,244.0 2,117.7 Special (gains) and charges 46.4 24.6 92.8 54.1 Operating income 757.9 710.1 1,379.9 1,265.4 Other (income) expense (8.8) (13.0) (17.6) (26.0) Interest expense, net (b) 73.1 63.2 145.8 121.5 Income before income taxes 693.6 659.9 1,251.7 1,169.9 Provision for income taxes 154.9 131.4 276.4 234.9 Net income including noncontrolling interest 538.7 528.5 975.3 935.0 Net income attributable to noncontrolling interest 3.8 4.3 7.8 8.3 Net income attributable to Ecolab $534.9 $524.2 $967.5 $926.7 Earnings attributable to Ecolab per common share Basic $1.91 $1.85 $3.44 $3.27 Diluted $1.90 $1.84 $3.42 $3.25 Weighted-average common shares outstanding Basic 280.7 283.5 281.3 283.4 Diluted 282.2 285.4 282.9 285.4 (a)Cost of sales includes special (gains) and charges of $4.7 million and $2.5 million in the second quarter of 2026 and 2025, respectively, and $16.0 million and $7.3 million in the first six months of 2026 and 2025, respectively, which is recorded in product and equipment cost of sales.
Consolidated statements of income / sales, operating income and earnings · Filed 06/08/2026
dollar, demand uncertainty, supply chain challenges and inflation; the vitality of the markets we serve; exposure to global economic, political and legal risks related to our international operations, including international trade policies, geopolitical instability and the escalation of armed conflicts; our ability to successfully execute organizational change and management transitions; information technology infrastructure failures or breaches in data security; difficulty in procuring raw materials or fluctuations in raw material costs; the occurrence of severe public health outbreaks not limited to COVID-19; our ability to acquire complementary businesses and to effectively integrate such businesses; our ability to execute key business initiatives; our ability to successfully compete with respect to value, innovation and customer support; our increasing reliance on artificial intelligence technologies in our products, services and operations; pressure on operations from consolidation of customers or vendors; restraints on pricing flexibility due to contractual obligations and our ability to meet our contractual commitments; the costs and effects of complying with laws and regulations, including those relating to the environment, climate change standards, and to the manufacture, storage, distribution, sale and use of our products, as well as to the conduct of our business generally, including labor and employment and anti-corruption; potential chemical spill or release; our commitments, goals, targets, objectives and initiatives related to sustainability; potential to incur significant tax liabilities or indemnification liabilities relating to the separation and split-off of our ChampionX business; the occurrence of litigation or claims, including class action lawsuits; the loss or insolvency of a major customer or distributor; repeated or prolonged government and/or business shutdowns or similar events; acts of war or terrorism; natural or man-made disasters; water shortages; severe weather conditions; changes in tax laws and unanticipated tax liabilities; potential loss of deferred tax assets; our indebtedness, and any failure to comply with covenants that apply to our indebtedness; potential losses arising from the impairment of goodwill or other assets; and other uncertainties or risks reported from time to time in our reports to the SEC.
Forward-looking risk factors / competition, customer consolidation and contractual pricing restraints · Filed 06/08/2026
Our adjusted gross margin increased when comparing 2025 against 2024 reflecting strong value pricing.
MD&A / 2025 adjusted gross-margin pricing attribution · Filed 23/02/2026
The increase primarily reflected strong value pricing and lower delivered product costs.
MD&A / 2024 gross-margin pricing and cost attribution · Filed 23/02/2026
Cost of Sales (“COS”) and Gross Profit Margin Second Quarter Ended Six Months Ended June 30 June 30 2026 2025 2026 2025 (millions/percent) COS Gross Margin COS Gross Margin COS Gross Margin COS Gross Margin Product and equipment cost of sales $1,918.9 $1,728.4 $3,705.1 $3,333.8 Service and lease cost of sales 550.6 494.4 1,059.7 949.2 Reported GAAP COS and gross margin 2,469.5 44.1 % 2,222.8 44.8 % 4,764.8 43.8 % 4,283.0 44.5 % Special (gains) and charges 4.7 2.5 16.0 7.3 Non-GAAP adjusted COS and gross margin 2,464.8 44.2 % 2,220.3 44.8 % 4,748.8 44.0 % 4,275.7 44.6 % Effect of foreign currency translation (7.5) 36.9 (14.6) 108.3 Non-GAAP adjusted fixed currency COS and gross margin 2,457.3 44.2 % 2,257.2 44.8 % 4,734.2 44.0 % 4,384.0 44.6 % Effect of acquisition and divestitures (96.0) - (163.0) - Non-GAAP organic COS and gross margin $2,361.3 44.9 % $2,257.2 44.8 % $4,571.2 44.5 % $4,384.0 44.6 % Our COS and corresponding gross profit margin (“gross margin”) are shown in the table above.
MD&A / reported, adjusted and organic gross-margin reconciliation · Filed 06/08/2026
4 Table of Contents CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) Six Months Ended June 30 (millions) 2026 2025 OPERATING ACTIVITIES Net income including noncontrolling interest $975.3 $935.0 Adjustments to reconcile net income to cash provided by operating activities: Depreciation 364.3 327.9 Amortization 167.7 149.9 Deferred income taxes 34.9 (60.7) Share-based compensation expense 75.1 75.9 Pension and postretirement plan contributions (32.8) (29.0) Pension and postretirement plan (income) expense, net 18.9 6.9 Restructuring charges, net of cash paid (2.8) 5.4 Sale of global surgical solutions business - 1.1 Other, net 28.1 6.8 Changes in operating assets and liabilities, net of effect of acquisitions: Accounts receivable (197.0) (122.4) Inventories (131.4) (76.9) Other assets (208.6) 22.3 Accounts payable 146.3 7.4 Other liabilities (62.6) (178.4) Cash provided by operating activities 1,175.4 1,071.2 INVESTING ACTIVITIES Capital expenditures (588.6) (454.6) Property and other assets sold 2.0 42.4 Acquisitions and investments in affiliates, net of cash acquired (27.0) (0.5) Divestiture of businesses, net of cash divested - (14.9) Other, net (15.9) (20.8) Cash used for investing activities (629.5) (448.4) FINANCING ACTIVITIES Net repayments of commercial paper and notes payable (98.2) (0.8) Long-term debt borrowings 5,081.2 500.0 Reacquired shares (669.3) (199.2) Dividends paid (424.1) (380.0) Exercise of employee stock options 94.8 139.0 Deferred financing costs (49.2) - Other, net (6.6) (3.3) Cash provided by financing activities 3,928.6 55.7 Effect of exchange rate changes on cash and cash equivalents 14.6 (14.4) Increase in cash and cash equivalents 4,489.1 664.1 Cash and cash equivalents, beginning of period 646.2 1,256.8 Cash and cash equivalents, end of period $5,135.3 $1,920.9 The accompanying notes are an integral part of the consolidated financial statements.
Consolidated statements of cash flows / operating cash, investment and financing · Filed 06/08/2026
We increased our cash balances during the period to fund the CoolIT Systems acquisition, which closed on July 2, 2026.
Liquidity and capital resources / cash accumulated for acquisition closed July 2, 2026 · Filed 06/08/2026
Twelve Months Ended December 31 (millions, except percent) 2025 2024 Net sales Reported GAAP net sales $ 16,081.2 $ 15,741.4 Impact of Ovivo Electronics on net sales (3.7) — Non-GAAP adjusted net sales 16,077.5 15,741.4 Effect of foreign currency translation (514.0) (468.0) Non-GAAP adjusted fixed currency sales 15,563.5 15,273.4 Effect of acquisitions and divestitures (87.2) (248.4) Non-GAAP organic sales $ 15,476.3 $ 15,025.0 Operating income Reported GAAP operating income $ 2,737.6 $ 2,802.4 Special (gains) and charges at public currency rates 162.6 (183.6) Impact of Ovivo Electronics on operating income 0.5 — Non-GAAP adjusted operating income 2,900.7 2,618.8 Effect of foreign currency translation (115.9) (103.4) Non-GAAP adjusted fixed currency operating income 2,784.8 2,515.4 Effect of acquisitions and divestitures (10.6) (52.7) Non-GAAP organic operating income $ 2,774.2 $ 2,462.7 Operating income margin Reported GAAP operating income margin 17.0% 17.8% Non-GAAP organic operating income margin 17.9% 16.4% Diluted EPS attributable to Ecolab Reported GAAP diluted EPS $ 7.28 $ 7.37 Special (gains) and charges, after tax 0.45 (0.44) Discrete tax net (benefit) expense (0.21) (0.28) Impact of Ovivo Electronics on diluted EPS 0.01 — Non-GAAP adjusted diluted EPS $ 7.53 $ 6.65 94 CONSISTENT HIGH PERFORMANCE TABLE OF CONTENTS TABLE OF CONTENTS VIEW MATERIALS &VOTEAs a.stockholder of Ecolab Inc you have.
Non-GAAP reconciliation / 2025 versus 2024 operating results · Filed 20/03/2026
The Company’s annual long-term incentive share-based compensation program is made up of 40% stock options and 60% PBRSUs for 2025, 2024 and 2023.
Equity compensation plans / actual annual incentive mix · Filed 23/02/2026
54 CONSISTENT HIGH PERFORMANCE TABLE OF CONTENTS Executive Compensation The material terms of the 2025 annual long-term equity incentive awards are as follows: AWARD TYPE MATERIAL TERMS PBRSUs ▪ Cliff-vests after three-year performance period, subject to attainment of three-year organic ROIC goals and modification based on relative TSR ▪ Target three-year organic ROIC goals were set at levels that would require significant year-over-year organic growth and focus our management team on our long-term fundamentals; the relative TSR modifier balances achievement of internal goals with performance against the broader market and demonstrates value creation for our stockholders ▪ Payout ranges from 0% to 200% of the target award, with a threshold payout of 40% of target ▪ Set 2026 — 2028 organic ROIC target of 15.9%, with a threshold of 11.8% and a maximum of 17.8% ▪ Organic ROIC is defined as the quotient of average annual net operating profit after taxes, over the average annual invested capital determined as total assets less cash and cash equivalents minus total liabilities less short- and long-term debt, as may be adjusted for acquisitions, accounting or tax changes, gains or losses from discontinued operations, and certain other unusual or infrequently occurring charges during the performance period.
Executive compensation / long-term award terms and organic ROIC definition · Filed 20/03/2026
King, held outstanding 2023 – 2025 PBRSUs granted by the Compensation & HCM Committee in December 2022, which vested on December 31, 2025.
Executive compensation / actual December 31, 2025 PBRSU vesting · Filed 20/03/2026
Adjusted ROIC is measured excluding the purchase accounting impact and special gains and charges relating to the Nalco and Purolite transactions considering the significant impact of these transactions on the calculation in accordance with the terms of the award.
Executive compensation / adjusted ROIC exclusions · Filed 20/03/2026
On March 10, 2026, our current executive officers and directors beneficially owned, in the aggregate, 1,325,765 shares of Common Stock constituting approximately 0.5% of our shares outstanding.
Security ownership / March 10, 2026 beneficial ownership · Filed 20/03/2026
The Audit Committee of the Board of Directors, composed of solely of independent directors, is responsible for monitoring the quality and integrity of the corporation’s consolidated financial statements, and management’s system of internal control over financial reporting.
Financial reporting responsibility / independent Audit Committee · Filed 23/02/2026
Zillmer ALL MEMBERS OF THE COMPENSATION & HUMAN CAPITAL MANAGEMENT COMMITTEE ARE INDEPENDENT Independence ▪ The Board of Directors has determined that each member of the Compensation Committee is “independent” under applicable NYSE and SEC rules.
Corporate governance / independent Compensation Committee · Filed 20/03/2026
▪ Our Lead Director chairs executive sessions of independent directors without the CEO present, which occur at every regularly scheduled meeting of the Board.
Corporate governance / independent director executive sessions · Filed 20/03/2026
As set out under “Corporate Governance — Board Leadership Structure” on page 25, the Board continues to believe that at this time, combining our CEO and Chairman offices, along with an independent Lead Director, is the most appropriate leadership structure for the Company and best serves the interests of our stockholders for the reasons stated above.
Corporate governance / combined Chairman and CEO · Filed 20/03/2026
Rule 10D-1 Clawback Policy, adopted November 2, 2023.
Exhibits / clawback policy adoption · Filed 23/02/2026
Heavy Water organic sales decreased 1% and 2% in the second quarter and first six months of 2026, respectively, as growth in downstream was offset by softer sales in basic industries.
MD&A / Heavy Water organic sales decline · Filed 06/08/2026
40 Table of Contents Global Institutional & Specialty Second Quarter Ended Six Months Ended June 30 June 30 2026 2025 2026 2025 Sales at fixed currency (millions) $1,617.4 $1,562.5 $3,125.1 $3,017.3 Sales at public currency (millions) 1,620.8 1,544.6 3,132.2 2,962.6 Organic sales change 4 % 4 % Acquisitions and divestitures - % - % Fixed currency sales change 4 % 4 % Foreign currency translation 1 % 2 % Public currency sales change 5 % 6 % Operating income at fixed currency (millions) $389.9 $368.1 $737.4 $676.5 Operating income at public currency (millions) 390.3 364.4 738.5 665.6 Fixed currency operating income change 6 % 9 % Fixed currency operating income margin 24.1 % 23.6 % 23.6 % 22.4 % Organic operating income change 6 % 9 % Organic operating income margin 24.1 % 23.6 % 23.6 % 22.4 % Public currency operating income change 7 % 11 % Percentages in the above table do not necessarily sum due to rounding.
MD&A / Institutional & Specialty organic performance · Filed 06/08/2026