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Red Flags Detected

  • Free Cash Flow Decline (worsened) — Free cash flow fell 34% year-over-year to $40.9M, driven by a 50% increase in capital expenditures and higher working capital usage.
  • Rouse Litigation Settlement Accrual (new) — The company recorded a $34.8M accrual for a probable loss in the Rouse grout lawsuit, compared to no accrual in the prior year.
  • Shareholder Activism Risk (new) — A new risk factor discloses an unsolicited proposal from Ancora to acquire the Building Adhesive Solutions segment, which the board rejected as undervaluing the business.
NYSE: FUL FULLER H B CO 10-Q

H.B. Fuller Q3 profit rises 17.9% to $79.2M on pricing, but free cash flow halves

Filed September 24, 2026 · Period ending August 29, 2026 · Compared to 10-Q Sep 25, 2025 · ~1 min read

Key Financials

SEC XBRL
Metric PriorAug 30, 2025 CurrentAug 29, 2026 Δ
Revenue $892.0M $938.2M ▲ +5.2%
Net income $67.2M $79.2M ▲ +17.9%
Diluted EPS $1.22 $1.44 ▲ +18.0%
Cash & equivalents $122.5M $97.2M ▼ -20.6%
Long-term debt (noncurrent) $2.08B $2.05B ▼ -1.2%
Total assets $5.17B $5.43B ▲ +5.1%

As reported in XBRL by the filer · 10-Q vs 10-Q. Income figures cover the fiscal quarter (not year-to-date); cash & assets are period-end balances. n/m = not meaningful (sign change; a % would mislead). about this table · verify on EDGAR →

Key Number Changes

environmental remediation liabilities Legal Proceedings

Prior filing · verify on EDGAR →

We recorded liabilities of $2,818 and $3,445 as of August 30, 2025 and November 30, 2024, respectively, for probable and reasonably estimable environmental remediation costs. Of the amount reserved, $508 and $1,055 as of August 30, 2025 and November 30, 2024, respectively, is attributable to a facility we own in Simpsonville, South Carolina that is a designated site under CERCLA.

Current filing · verify on EDGAR →

We recorded liabilities of $4,676 and $2,625 as of August 29, 2026 and November 29, 2025, respectively, for probable and reasonably estimable environmental remediation costs.

asbestos litigation settlements Legal Proceedings

Prior filing · verify on EDGAR →

Lawsuits and claims settled 7 9 25

Settlement amounts $ 369 $ 1,208 $ 5,704

Insurance payments received or expected to be received $ 252 $ 844 $ 3,418

Current filing · verify on EDGAR →

Lawsuits and claims settled 9 7 28

Settlement amounts $ 963 $ 369 $ 5,882

Insurance payments received or expected to be received $ 668 $ 252 $ 3,547

Gross profit margin MD&A

Prior filing · verify on EDGAR →

Gross profit margin increased 200 basis points primarily due to the higher product pricing, lower distribution costs, and the impact of acquisitions/divestitures.

Current filing · verify on EDGAR →

Gross profit margin increased 120 basis points primarily due to higher product pricing and the impact of restructuring actions.

Net income and EPS MD&A

Prior filing · verify on EDGAR →

Net income attributable to H.B. Fuller in the third quarter of 2025 was $67.2 million compared to $55.4 million in the third quarter of 2024. Diluted earnings per share for the third quarter of 2025 was $1.22 per share compared to $0.98 per share for the third quarter of 2024.

Current filing · verify on EDGAR →

Net income attributable to H.B. Fuller in the third quarter of 2026 was $79.2 million compared to $67.2 million in the third quarter of 2025. Diluted earnings per share for the third quarter of 2026 was $1.44 per share compared to $1.22 per share for the third quarter of 2025.

Other income, net MD&A

Prior filing · verify on EDGAR →

Other income, net in the third quarter of 2025 included $5.7 million of net defined benefit pension benefits and $0.1 million of other income, partially offset by a $0.5 million of currency transaction losses.

Current filing · verify on EDGAR →

Other income, net in the third quarter of 2026 included $6.5 million of net defined benefit pension benefits, $0.4 million of other income and $19.5 million of currency transaction gains. The currency transaction gains primarily consisted of a $19.7 million unrealized gain on a forward exchange contract related to a pending acquisition.

Interest expense MD&A

Prior filing · verify on EDGAR →

Interest expense in the third quarter of 2025 was $33.6 million compared to $35.3 million in the third quarter of 2024 due to lower interest rates partially offset by higher debt levels.

Current filing · verify on EDGAR →

Interest expense in the third quarter of 2026 was $40.9 million compared to $33.6 million in the third quarter of 2025 primarily due to higher debt levels and debt extinguishment costs.

Effective tax rate MD&A

Prior filing · verify on EDGAR →

Income tax expense of $16.5 million in the third quarter of 2025 includes $3.7 million of discrete tax benefit. Excluding the discrete tax benefit, the overall effective tax rate was 24.4 percent.

Current filing · verify on EDGAR →

Income tax expense of $24.7 million in the third quarter of 2026 includes $2.1 million of discrete tax benefit. Excluding the discrete tax benefit, the overall effective tax rate was 26.4 percent.

Income from equity method investments MD&A

Prior filing · verify on EDGAR →

Income from equity method investments | $ 0.8 | $ 1.3 | (38.5 )% | $ 2.7 | $ 3.0 | (10.0 )%

Current filing · verify on EDGAR →

Income from equity method investments | $ 2.6 | $ 0.8 | 225.0 % | $ 4.8 | $ 2.7 | 77.8 %

Cash and debt levels MD&A

Prior filing · verify on EDGAR →

Total cash and cash equivalents as of August 30, 2025 were $122.5 million compared to $169.4 million as of November 30, 2024 and $131.4 million as of August 31, 2024. T ... otal long and short-term debt was $2,080.5 million as of August 30, 2025, $2,010.6 million as of November 30, 2024 and $2,021.1 million as of August 31, 2024.

Current filing · verify on EDGAR →

Total cash and cash equivalents as of August 29, 2026 were $97.2 million compared to $107.2 million as of November 29, 2025 and $122.5 million as of August 30, 2025. T ... otal long and short-term debt was $2,054.5 million as of August 29, 2026, $2,016.9 million as of November 29, 2025 and $2,080.5 million as of August 30, 2025.

Free cash flow MD&A

Prior filing · verify on EDGAR →

Free cash flow | $ 62.2 | $ 104.0

Current filing · verify on EDGAR →

Free cash flow | $ 40.9 | $ 62.2

Working capital metrics MD&A

Prior filing · verify on EDGAR →

Accounts receivable DSO (in days)2 | 57 | 57 | Inventory days on hand (in days)3 | 78 | 75 | Trade accounts payable DPO (in days)4 | 69 | 70

Current filing · verify on EDGAR →

Accounts receivable DSO (in days)2 | 63 | 58 | Inventory DOH (in days)3 | 88 | 78 | Accounts payable DPO (in days)4 | 78 | 69

Capital expenditures MD&A

Prior filing · verify on EDGAR →

Purchases of property, plant and equipment were $94.6 million during the first nine months of 2025 compared to $112.8 million for the same period of 2024.

Current filing · verify on EDGAR →

Purchases of property, plant and equipment were $141.7 million during the first nine months of 2026 compared to $94.6 million for the same period of 2025.

Share repurchases MD&A

Prior filing · verify on EDGAR →

Repurchases of common stock were $60.7 million in the first nine months of 2025 compared to $39.4 million in the same period of 2024.

Current filing · verify on EDGAR →

Repurchases of common stock were $48.9 million in the first nine months of 2026 compared to $60.7 million in the same period of 2025.

supplier finance program obligations Notes

Prior filing · verify on EDGAR →

The outstanding payment obligations that were confirmed as valid and remained outstanding as of August 30, 2025, and November 30, 2024, were approximately $8,122 and $5,233, respectively.

Current filing · verify on EDGAR →

The outstanding payment obligations that were confirmed as valid and remained outstanding as of August 29, 2026, and November 29, 2025, were approximately $7,097 and $7,379, respectively.

Inventory balances Notes

Prior filing · verify on EDGAR →

Raw materials | $ 220,399 | $ 215,936 | Finished goods | 282,557 | 251,562 | Total inventories | $ 502,956 | $ 467,498

Current filing · verify on EDGAR →

Raw materials $ 265,487 $ 199,031 | Finished goods 317,158 272,932 | Total inventory $ 582,645 $ 471,963

Goodwill balances Notes

Prior filing · verify on EDGAR →

Balance at November 30, 2024 $ 399,513 $ 581,344 $ 551,364 $ 1,532,221

Acquisitions 90,198 2,572 (851 ) 91,919

Foreign currency translation effect 30,716 24,427 2,604 57,747

Balance at August 30, 2025 $ 520,427 $ 608,343 $ 553,117 $ 1,681,887

Current filing · verify on EDGAR →

Balance at November 29, 2025 $ 517,763 $ 610,107 $ 552,189 $ 1,680,059

Acquisitions 971 5,200 - 6,171

Foreign currency translation effect 7,292 (1,267 ) 5,961 11,986

Balance at August 29, 2026 $ 526,026 $ 614,040 $ 558,150 $ 1,698,216

Amortizable intangible assets Notes

Prior filing · verify on EDGAR →

Original cost $ 225,700 $ 1,000,997 $ 82,194 $ 7,930 $ 1,316,821

Accumulated amortization (48,520 ) (400,390 ) (33,171 ) (5,310 ) (487,391 )

Net identifiable intangibles $ 177,180 $ 600,607 $ 49,023 $ 2,620 $ 829,430

Current filing · verify on EDGAR →

Original cost $ 233,360 $ 968,871 $ 81,224 $ 1,283,455

Accumulated amortization (70,394 ) (425,247 ) (39,121 ) (534,762 )

Net identifiable intangibles $ 162,966 $ 543,624 $ 42,103 $ 748,693

Amortization expense Notes

Prior filing · verify on EDGAR →

Amortization expense with respect to amortizable intangible assets was $22,082 and $22,149 for the three months ended August 30, 2025 and August 31, 2024, respectively, and was $64,525 and $61,723 for the nine months ended August 30, 2025 and August 31, 2024, respectively.

Current filing · verify on EDGAR →

Amortization expense with respect to amortizable intangible assets was $21,536 and $22,082 for the three months ended August 29, 2026 and August 30, 2025, respectively, and was $65,182 and $64,525 for the nine months ended August 29, 2026 and August 30, 2025, respectively.

Estimated future amortization expense Notes

Prior filing · verify on EDGAR →

Remainder | Fiscal Year | 2025 | 2026 | 2027 | 2028 | 2029 | Thereafter

Amortization expense $ 23,632 $ 105,293 $ 103,909 $ 105,102 $ 99,473 $ 392,021

Current filing · verify on EDGAR →

Remainder | Fiscal Year | 2026 | 2027 | 2028 | 2029 | 2030 | Thereafter

Amortization expense $ 26,105 $ 109,015 $ 110,636 $ 104,229 $ 75,403 $ 323,305

Pension and postretirement benefit costs Notes

Prior filing · view on EDGAR →

Net periodic (benefit) cost $ (522 ) $ (1,932 ) $ 307 $ 814 $ (5,512 ) $ (2,436 )

Current filing · view on EDGAR →

Net periodic (benefit) cost $ (791 ) $ (522 ) $ 660 $ 307 $ (6,012 ) $ (5,512 )

Accumulated other comprehensive loss Notes

Prior filing · verify on EDGAR →

Accumulated other comprehensive loss $ (394,167 ) $ (393,747 ) $ (420 )

Current filing · verify on EDGAR →

Accumulated other comprehensive loss $ (325,965 ) $ (325,965 ) $ -

Unrecognized tax benefits and accrued interest Notes

Prior filing · verify on EDGAR →

As of August 30, 2025, we had a liability of $18,012 recorded for gross unrecognized tax benefits (excluding interest) compared to $15,590 as of November 30, 2024. As of August 30, 2025 and November 30, 2024, we had accrued $3,495 and $4,558 of gross interest relating to unrecognized tax benefits, respectively.

Current filing · verify on EDGAR →

As of August 29, 2026, we had a liability of $8,246 recorded for gross unrecognized tax benefits (excluding interest) compared to $9,206 as of November 29, 2025. As of August 29, 2026 and November 29, 2025, we had accrued $1,372 and $2,158 of gross interest relating to unrecognized tax benefits, respectively.

Antidilutive share-based awards Notes

Prior filing · verify on EDGAR →

Share-based compensation awards of 1,935,970 and 517,442 shares for the three months ended August 30, 2025 and August 31, 2024, respectively, were excluded from diluted earnings per share calculations because they were antidilutive. Share-based compensation awards of 2,132,875 and 957,127 shares for the nine months ended August 30, 2025 and August 31, 2024, respectively, were excluded from diluted earnings per share calculations because they were antidilutive.

Current filing · verify on EDGAR →

Share-based compensation awards of 2,635,442 and 1,935,970 shares for the three months ended August 29, 2026 and August 30, 2025, respectively, were excluded from diluted earnings per share calculations because they were antidilutive. Share-based compensation awards of 2,891,579 and 2,132,875 shares for the nine months ended August 29, 2026 and August 30, 2025, respectively, were excluded from diluted earnings per share calculations because they were antidilutive.

Fair value of Level 3 liabilities Notes

Prior filing · verify on EDGAR →

The fair value of the holdback liability related to the acquisition of GEM and Medifill, based on a discounted cash flow model, was $33,570 as of August 30, 2025.

Current filing · verify on EDGAR →

As of August 29, 2026, the fair value of our Level 3 liabilities includes a holdback liability of $22,521, based on a discounted cash flow model, related to the acquisition of GEM and Medifill. It also includes a $1,271 holdback liability and a $1,933 contingent consideration liability both related to the acquisition of Dongguan Nako.

Fair value of long-term debt Notes

Prior filing · verify on EDGAR →

Long-term debt had an estimated fair value of $2,082,934 and $2,015,468 as of August 30, 2025 and November 30, 2024, respectively.

Current filing · verify on EDGAR →

Long-term debt had an estimated fair value of $2,076,102 and $2,041,062 as of August 29, 2026 and November 29, 2025, respectively.

environmental remediation liabilities Notes

Prior filing · verify on EDGAR →

We recorded liabilities of $2,818 and $3,445 as of August 30, 2025 and November 30, 2024, respectively, for probable and reasonably estimable environmental remediation costs.

Current filing · verify on EDGAR →

We recorded liabilities of $4,676 and $2,625 as of August 29, 2026 and November 29, 2025, respectively, for probable and reasonably estimable environmental remediation costs.

share repurchase activity Notes

Prior filing · verify on EDGAR →

During the third quarter of 2025, there were no shares repurchased under this program. During the nine months ended August 30, 2025, we repurchased shares under this program with an aggregate value of $56,930. Of this amount, $978 reduced common stock and $55,953 reduced additional paid-in capital.

Current filing · verify on EDGAR →

During the third quarter ended August 29, 2026 there were no shares repurchased under this program and during the nine months ended August 29, 2026, we repurchased shares under this program with an aggregate value of $45,579. Of this amount, $750 reduced common stock and $44,829 reduced additional paid-in capital.

asbestos litigation activity Notes

Prior filing · verify on EDGAR →

Lawsuits and claims settled 7 9 25

Settlement amounts $ 369 $ 1,208 $ 5,704

Insurance payments received or expected to be received $ 252 $ 844 $ 3,418

Current filing · verify on EDGAR →

Lawsuits and claims settled 9 7 28

Settlement amounts $ 963 $ 369 $ 5,882

Insurance payments received or expected to be received $ 668 $ 252 $ 3,547

5 key changes 3 high relevance 3 red flags 4 sections

Key Changes

Summary

H.B. Fuller's third quarter showed solid operating momentum, with revenue up 5.2% to $938.2M and net income up 17.9% to $79.2M, or $1.44 per share. Pricing gains of 7.4% more than offset a 3.0% volume decline, and gross margin expanded 120 basis points.

However, the bottom line was also helped by a $19.7M unrealized gain on a forward exchange contract tied to the pending AMS acquisition, which boosted other income to $26.4M. Cash generation deteriorated sharply. Free cash flow fell to $40.9M, as capital expenditures jumped 50% to $141.7M and working capital metrics worsened—days sales outstanding rose to 63 from 58, and inventory days on hand increased to 88 from 78.

The company also recorded a $34.8M accrual for the Rouse grout lawsuit settlement, a new liability that did not exist a year ago. Looking ahead, investors should watch whether the AMS acquisition closes as planned and how the new $45M–$50M restructuring program affects margins. The shareholder activism risk from Ancora's unsolicited proposal for the Building Adhesive Solutions segment adds strategic uncertainty, and the higher capital spending needs to translate into revenue growth to reverse the free cash flow decline.

Section-by-Section Diff

MD&A

~9,800 words (+16% vs prior)

Revenue and margins improved on pricing and restructuring, but working capital and capex drove free cash flow down sharply.

1 Added 4 Modified 11 Numbers
Substantive Edit Revenue growth drivers high

Previous filing · verify on EDGAR →

Net revenue in the third quarter of 2025 decreased 2.8 percent from the third quarter of 2024. The decrease was due to a 2.9 percent decrease in acquisitions/divestitures, and a 1.9 percent decrease due to sales volume, partially offset by a 1.0 percent increase due to positive currency effects compared to the third quarter of 2024 and a 1.0 percent increase due to pricing.

Current filing · verify on EDGAR →

Net revenue in the third quarter of 2026 increased 5.2 percent from the third quarter of 2025. The increase was due to a 7.4 percent increase due to pricing, a 0.7 percent increase due to positive currency effects and a 0.1 percent increase due to acquisitions, partially offset by a 3.0 percent decrease due to sales volume compared to the third quarter of 2025.

The company shifted from a revenue decline driven by divestitures and volume to revenue growth driven primarily by pricing, with acquisitions contributing only slightly. This reflects a stronger pricing environment and the absence of the prior year's NA Flooring divestiture impact.

Number Change Gross profit margin medium

Previous filing · verify on EDGAR →

Gross profit margin increased 200 basis points primarily due to the higher product pricing, lower distribution costs, and the impact of acquisitions/divestitures.

Current filing · verify on EDGAR →

Gross profit margin increased 120 basis points primarily due to higher product pricing and the impact of restructuring actions.

Gross margin expansion slowed from 200 basis points to 120 basis points year-over-year, with the current period benefiting from pricing and restructuring rather than the prior year's distribution cost savings and acquisition/divestiture mix.

Number Change Net income and EPS high

Previous filing · verify on EDGAR →

Net income attributable to H.B. Fuller in the third quarter of 2025 was $67.2 million compared to $55.4 million in the third quarter of 2024. Diluted earnings per share for the third quarter of 2025 was $1.22 per share compared to $0.98 per share for the third quarter of 2024.

Current filing · verify on EDGAR →

Net income attributable to H.B. Fuller in the third quarter of 2026 was $79.2 million compared to $67.2 million in the third quarter of 2025. Diluted earnings per share for the third quarter of 2026 was $1.44 per share compared to $1.22 per share for the third quarter of 2025.

Net income and diluted EPS both increased significantly in the current quarter, continuing the upward trend from the prior year. The improvement is consistent with higher revenue and gross margin.

Substantive Edit Restructuring plans medium

Previous filing · verify on EDGAR →

During the second and third quarters of 2023, the Company approved restructuring plans (the “Plans”) related to organizational changes and other actions to optimize operations and integrate acquired businesses. In implementing the Plans, the Company currently expects to incur costs of approximately $70.0 million to $75.0 million ($47.8 million to $51.2 million after-tax), which include (i) cash expenditures of approximately $41.0 million to $42.0 million ($28.0 million to $28.7 million after tax) for severance and related employee costs globally and (ii) other restructuring costs related to the streamlining of processes and the payment of anticipated income taxes in certain jurisdictions related to the Plans. We have incurred costs of $69.7 million under the Plans as of August 30, 2025.

Current filing · verify on EDGAR →

During fiscal year 2023, the Company approved restructuring plans (the “Plans”) related to organizational changes and other actions to optimize operations and integrate acquired businesses. In implementing the Plans, the Company currently expects to incur costs of approximately $87.0 million to $90.0 million ($59.2 million to $61.4 million after tax), which include (i) cash expenditures of approximately $51.0 million to $52.0 million ($34.8 million to $35.5 million after tax) for severance and related employee costs globally and (ii) other restructuring costs related to the streamlining of processes and the payment of anticipated income taxes in certain jurisdictions related to the Plans. We have incurred costs of $85.2 million under the Plans as of August 29, 2026.

The company also added a new restructuring program for global footprint optimization with expected costs of -50 million.

Added New restructuring program medium

Added in current filing · verify on EDGAR →

The Company approved restructuring actions related to global footprint optimization during the fourth quarter of 2025. In implementing these restructuring actions, the Company currently expects to incur costs of approximately $45.0 million to $50.0 million ($33.3 million to $37.0 million after tax), which include (i) cash expenditures of approximately $14.0 million to $16.0 million ($10.4 million to $11.8 million after tax) for severance and related employee costs globally and (ii) other restructuring costs related to optimizing the Company’s footprint and the payment of anticipated income taxes in certain jurisdictions related to the other restructuring actions. We have incurred costs of $11.6 million under the other restructuring actions as of August 29, 2026.

This is a material new cost initiative not present in the baseline.

Number Change Other income, net high

Previous filing · verify on EDGAR →

Other income, net in the third quarter of 2025 included $5.7 million of net defined benefit pension benefits and $0.1 million of other income, partially offset by a $0.5 million of currency transaction losses.

Current filing · verify on EDGAR →

Other income, net in the third quarter of 2026 included $6.5 million of net defined benefit pension benefits, $0.4 million of other income and $19.5 million of currency transaction gains. The currency transaction gains primarily consisted of a $19.7 million unrealized gain on a forward exchange contract related to a pending acquisition.

Other income surged from $5.3 million to $26.4 million, driven by a $19.7 million unrealized gain on a forward exchange contract related to a pending acquisition. This is a significant non-operating item that boosted reported earnings.

Number Change Interest expense medium

Previous filing · verify on EDGAR →

Interest expense in the third quarter of 2025 was $33.6 million compared to $35.3 million in the third quarter of 2024 due to lower interest rates partially offset by higher debt levels.

Current filing · verify on EDGAR →

Interest expense in the third quarter of 2026 was $40.9 million compared to $33.6 million in the third quarter of 2025 primarily due to higher debt levels and debt extinguishment costs.

Interest expense increased 21.7% year-over-year, driven by higher debt levels and debt extinguishment costs, reversing the prior year's decline. This reflects increased borrowing and refinancing activity.

Number Change Effective tax rate medium

Previous filing · verify on EDGAR →

Income tax expense of $16.5 million in the third quarter of 2025 includes $3.7 million of discrete tax benefit. Excluding the discrete tax benefit, the overall effective tax rate was 24.4 percent.

Current filing · verify on EDGAR →

Income tax expense of $24.7 million in the third quarter of 2026 includes $2.1 million of discrete tax benefit. Excluding the discrete tax benefit, the overall effective tax rate was 26.4 percent.

The effective tax rate excluding discrete items increased from 24.4% to 26.4%, indicating a higher underlying tax burden in the current period.

Number Change Income from equity method investments medium

Previous filing · verify on EDGAR →

Income from equity method investments | $ 0.8 | $ 1.3 | (38.5 )% | $ 2.7 | $ 3.0 | (10.0 )%

Current filing · verify on EDGAR →

Income from equity method investments | $ 2.6 | $ 0.8 | 225.0 % | $ 4.8 | $ 2.7 | 77.8 %

Income from the Sekisui-Fuller joint venture increased significantly, from $0.8 million to $2.6 million in the quarter and from $2.7 million to $4.8 million year-to-date, driven by higher joint venture net income.

Substantive Edit Segment reporting metric change medium

Previous filing · verify on EDGAR →

The tables below provide certain information regarding the net revenue and operating income of each of our operating segments.

Current filing · verify on EDGAR →

The tables below provide certain information regarding the net revenue, Adjusted EBITDA and Adjusted EBITDA margin of each of our operating segments. Adjusted EBITDA margin is defined as Adjusted EBITDA divided by net revenue for each operating segment.

The company changed its segment performance metric from operating income to Adjusted EBITDA and Adjusted EBITDA margin. This aligns with management's stated use of Adjusted EBITDA for resource allocation and performance assessment.

Number Change Cash and debt levels medium

Previous filing · verify on EDGAR →

Total cash and cash equivalents as of August 30, 2025 were $122.5 million compared to $169.4 million as of November 30, 2024 and $131.4 million as of August 31, 2024. T ... otal long and short-term debt was $2,080.5 million as of August 30, 2025, $2,010.6 million as of November 30, 2024 and $2,021.1 million as of August 31, 2024.

Current filing · verify on EDGAR →

Total cash and cash equivalents as of August 29, 2026 were $97.2 million compared to $107.2 million as of November 29, 2025 and $122.5 million as of August 30, 2025. T ... otal long and short-term debt was $2,054.5 million as of August 29, 2026, $2,016.9 million as of November 29, 2025 and $2,080.5 million as of August 30, 2025.

Cash declined from $122.5 million to $97.2 million year-over-year, while total debt decreased slightly from $2,080.5 million to $2,054.5 million. The debt-to-capital ratio improved from 51.5% to 48.7%.

Number Change Free cash flow high

Previous filing · verify on EDGAR →

Free cash flow | $ 62.2 | $ 104.0

Current filing · verify on EDGAR →

Free cash flow | $ 40.9 | $ 62.2

Free cash flow declined from $62.2 million to $40.9 million year-over-year, driven by higher capital expenditures ($141.7 million vs $94.6 million) and increased working capital usage, despite higher operating cash flow.

Number Change Working capital metrics medium

Previous filing · verify on EDGAR →

Accounts receivable DSO (in days)2 | 57 | 57 | Inventory days on hand (in days)3 | 78 | 75 | Trade accounts payable DPO (in days)4 | 69 | 70

Current filing · verify on EDGAR →

Accounts receivable DSO (in days)2 | 63 | 58 | Inventory DOH (in days)3 | 88 | 78 | Accounts payable DPO (in days)4 | 78 | 69

DSO increased from 58 to 63 days, inventory days on hand increased from 78 to 88 days, and DPO increased from 69 to 78 days. The deterioration in receivables and inventory turnover contributed to the higher working capital use of cash.

Number Change Capital expenditures high

Previous filing · verify on EDGAR →

Purchases of property, plant and equipment were $94.6 million during the first nine months of 2025 compared to $112.8 million for the same period of 2024.

Current filing · verify on EDGAR →

Purchases of property, plant and equipment were $141.7 million during the first nine months of 2026 compared to $94.6 million for the same period of 2025.

Capital expenditures increased 50% year-over-year, from $94.6 million to $141.7 million, reflecting timing of capital projects and growth initiatives. This is a key driver of the free cash flow decline.

Number Change Share repurchases medium

Previous filing · verify on EDGAR →

Repurchases of common stock were $60.7 million in the first nine months of 2025 compared to $39.4 million in the same period of 2024.

Current filing · verify on EDGAR →

Repurchases of common stock were $48.9 million in the first nine months of 2026 compared to $60.7 million in the same period of 2025.

Share repurchases decreased from $60.7 million to $48.9 million year-over-year, indicating a slower pace of buybacks in the current period.

Substantive Edit Acquisition activity high

Previous filing · verify on EDGAR → · paraphrased

During the first nine months of 2025, we paid $162.1 million in cash for business acquisitions and received $75.7 million in cash related to the sale of our NA Flooring business.

Current filing · verify on EDGAR →

During the first nine months of 2026, we paid $3.8 million in cash for business acquisitions and $11.6 million of a holdback for our acquisitions.

Acquisition spending dropped dramatically from $162.1 million to $3.8 million, and the prior year's $75.7 million divestiture proceeds from NA Flooring did not recur. The current period reflects a much lower level of M&A activity.

Notes

~14,400 words (+11% vs prior)

Note 1 updates supplier finance balances, adds a new short-term notes disclosure, and removes a segment reporting ASU.

8 Added 5 Removed 9 Modified 15 Numbers
Added short-term notes classified as long-term debt medium

Added in current filing · verify on EDGAR →

As of August 29, 2026, the Company had 10-year unsecured public notes with an aggregate principal balance of $300,000 and a fixed coupon rate of 4.0 percent due February 15, 2027, classified as long term debt on the accompanying Consolidated Balance Sheets based on the Company’s intent and ability to refinance the notes on a long‑term basis. The Company maintains a revolving credit facility with maturity extending beyond twelve months from the balance sheet date and sufficient borrowing capacity to replace the notes with a long-term financing facility.

The current filing adds a new disclosure explaining that $300 million of 4.0% notes due February 2027 are classified as long-term debt because the company intends and has the ability to refinance them using its revolving credit facility. This is a new disclosure not present in the prior year's Note 1.

Added Pending acquisition of Advanced Medical Solutions Group plc high

Added in current filing · verify on EDGAR →

On June 25, 2026, the Company issued an announcement pursuant to Rule 2.7 of the UK City Code on Takeovers and Mergers, disclosing that the board of directors of the Company and the board of directors of Advanced Medical Solutions Group plc (“AMS”) had reached agreement on the terms of a recommended final cash offer by the Company for the entire issued and to be issued share capital of AMS.

The current filing discloses a new pending acquisition of AMS, a UK-listed medical products company, for approximately 659,000 British pounds. The transaction is expected to close by the end of the calendar year, subject to regulatory approvals. This is a significant new strategic development not present in the baseline.

Added Acquisition of Dongguan Nako Technology Co., Ltd. medium

Added in current filing · verify on EDGAR →

On August 26, 2026, we acquired certain assets of Dongguan Nako Technology Co., Ltd. ("Dongguan Nako") for a purchase price of 70,000 China Yuan Renminbi, or approximately $10,416 which was funded through existing cash.

The current filing discloses a new acquisition of Dongguan Nako, a Chinese automated fastener precoating business. The acquisition is expected to accelerate growth in China and includes goodwill. This is a new transaction not present in the baseline.

Added Acquisition of ND Industries Turkey medium

Added in current filing · verify on EDGAR →

On November 17, 2025, we completed the acquisition of ND Industries Fastening Elements Locking and Sealing Technologies Industry and Trade Inc. ("ND Industries Turkey") for a purchase price of 334,106 Turkish lira, or approximately $7,902 which was funded through existing cash.

The current filing discloses a new acquisition of ND Industries Turkey, a specialty adhesives and fastener locking business. The acquisition is expected to accelerate growth in EIMEA and includes goodwill. This is a new transaction not present in the baseline.

Substantive Edit Restructuring plans cost estimate medium

Previous filing · verify on EDGAR →

In implementing the Plans, the Company currently expects to incur pre-tax costs of approximately $70,000 to $75,000 for severance and related employee costs globally, other restructuring costs related to the streamlining of processes and the payment of anticipated income taxes in certain jurisdictions related to the Plans.

Current filing · verify on EDGAR →

In implementing the Plans, the Company currently expects to incur pre-tax costs of approximately $87,000 to $90,000 for severance and related employee costs globally, and other restructuring costs related to the streamlining of processes and the payment of anticipated income taxes in certain jurisdictions related to the Plans.

The estimated pre-tax costs for the fiscal 2023 restructuring plans have increased from - -. This indicates higher than initially expected restructuring costs.

Added Other restructuring actions medium

Added in current filing · verify on EDGAR →

The Company approved restructuring actions related to global footprint optimization during the fourth quarter of 2025. The Company incurred $4,924 of expenses in the fourth quarter of 2025 associated with these actions.

The current filing discloses new restructuring actions related to global footprint optimization, with expected pre-tax costs. These actions are expected to be completed during fiscal year 2028. This is a new restructuring program not present in the baseline.

Substantive Edit Long-term debt refinancing high

Previous filing · verify on EDGAR →

On March 6, 2025, we entered into a Refinancing Amendment (the “Refinancing Amendment”), which amended the Second Amended and Restated Credit Agreement dated as of February 15, 2023, as previously amended.

Current filing · verify on EDGAR →

On July 17, 2026, we entered into Amendment No. 3 (the “Amendment”) to our Second Amended and Restated Credit Agreement dated as of February 15, 2023, as previously amended which replaced our senior secured term loan A facility (“Term Loan A”) and our senior secured multicurrency revolving credit facility (“Revolver”).

The current filing discloses a new amendment to the credit agreement that refinanced Term Loan A and the Revolver, increasing the Revolver from $700 million to $800 million and extending the maturity date to July 17, 2031. The baseline filing disclosed a different refinancing amendment related to Term Loan B. This is a significant change in debt structure.

Added Bridge credit agreements for AMS acquisition high

Added in current filing · verify on EDGAR →

On June 25, 2026, we entered into (i) a Term Loan and Revolving Facility Secured Bridge Credit Agreement (“Secured Bridge Credit Agreement”) and (ii) a Term Loan Unsecured Bridge Credit Agreement (“Unsecured Bridge Credit Agreement”) to provide us certain borrowings in an aggregate amount of up to $3.0 billion in connection with our pending acquisition of AMS.

The current filing discloses new bridge credit agreements totaling up to $3.0 billion to fund the pending AMS acquisition. The Secured Bridge Credit Agreement was terminated on July 17, 2026, and the Unsecured Bridge Credit Agreement has $917 million of commitments with no amounts drawn as of August 29, 2026. This is a new financing arrangement not present in the baseline.

Number Change Inventory balances medium

Previous filing · verify on EDGAR →

Raw materials | $ 220,399 | $ 215,936 | Finished goods | 282,557 | 251,562 | Total inventories | $ 502,956 | $ 467,498

Current filing · verify on EDGAR →

Raw materials $ 265,487 $ 199,031 | Finished goods 317,158 272,932 | Total inventory $ 582,645 $ 471,963

Inventory balances have increased significantly, with total inventory rising. This reflects higher raw materials and finished goods levels, likely due to acquisitions and business growth.

Substantive Edit Income taxes - discrete items and effective rate medium

Previous filing · verify on EDGAR →

Income tax expense for the three and nine months ended August 30, 2025 includes $3,742 of discrete tax benefit and $11,210 of discrete tax expense, respectively. The discrete tax benefit for the three months ended August 30, 2025 relates to various U.S. and foreign tax matters. The discrete tax expense for the nine months ended August 30, 2025 relates to the impact of withholding tax recorded on earnings that are no longer permanently reinvested, offset by various U.S. and foreign tax matters. Excluding the discrete tax benefit and expense, the overall effective tax rate was 24.4 percent and 25.2 percent for the three and nine months ended August 30, 2025, respectively.

Current filing · verify on EDGAR →

Income tax expense for the three and nine months ended August 29, 2026 includes $2,075 and $1,621 of discrete tax benefit, respectively, relating to various U.S. and foreign tax matters. Excluding the discrete tax benefit, the overall effective tax rate was 26.4 percent and 26.8 percent for the three and nine months ended August 29, 2026, respectively.

The current period reports smaller discrete tax benefits ( and ) compared to the prior year's benefit and expense. The effective tax rate excluding discrete items increased from 24.4%/25.2% to 26.4%/26.8%, indicating a higher underlying tax rate.

Number Change Unrecognized tax benefits and accrued interest medium

Previous filing · verify on EDGAR →

As of August 30, 2025, we had a liability of $18,012 recorded for gross unrecognized tax benefits (excluding interest) compared to $15,590 as of November 30, 2024. As of August 30, 2025 and November 30, 2024, we had accrued $3,495 and $4,558 of gross interest relating to unrecognized tax benefits, respectively.

Current filing · verify on EDGAR →

As of August 29, 2026, we had a liability of $8,246 recorded for gross unrecognized tax benefits (excluding interest) compared to $9,206 as of November 29, 2025. As of August 29, 2026 and November 29, 2025, we had accrued $1,372 and $2,158 of gross interest relating to unrecognized tax benefits, respectively.

Gross unrecognized tax benefits decreased and accrued interest decreased. This suggests resolution or release of uncertain tax positions during the year.

Added Forward exchange contract for pending acquisition medium

Added in current filing · verify on EDGAR →

On June 25, 2026, the Company entered into a forward exchange contract with a notional amount of 675,000 British pounds to offset the impact of exchange rate fluctuations associated with our pending acquisition of AMS.

A new forward contract was entered into to hedge currency risk on the pending AMS acquisition, with a pretax gain of recognized in the current period.

Number Change Fair value of Level 3 liabilities medium

Previous filing · verify on EDGAR →

The fair value of the holdback liability related to the acquisition of GEM and Medifill, based on a discounted cash flow model, was $33,570 as of August 30, 2025.

Current filing · verify on EDGAR →

As of August 29, 2026, the fair value of our Level 3 liabilities includes a holdback liability of $22,521, based on a discounted cash flow model, related to the acquisition of GEM and Medifill. It also includes a $1,271 holdback liability and a $1,933 contingent consideration liability both related to the acquisition of Dongguan Nako.

The Level 3 holdback liability decreased and new liabilities related to Dongguan Nako were added. The rollforward shows a payment and additions.

Number Change environmental remediation liabilities medium

Previous filing · verify on EDGAR →

We recorded liabilities of $2,818 and $3,445 as of August 30, 2025 and November 30, 2024, respectively, for probable and reasonably estimable environmental remediation costs.

Current filing · verify on EDGAR →

We recorded liabilities of $4,676 and $2,625 as of August 29, 2026 and November 29, 2025, respectively, for probable and reasonably estimable environmental remediation costs.

The environmental remediation liability increased from $2,818 at August 30, 2025 to $4,676 at August 29, 2026, a 66% rise. The prior-year comparison also shifted, with the November 2025 balance of $2,625 now lower than the November 2024 balance of $3,445. The company removed the separate disclosure of the Simpsonville, South Carolina CERCLA site allocation that was present in the baseline.

Substantive Edit Rouse litigation settlement high

Previous filing · verify on EDGAR →

The named plaintiffs seek to represent a class but have not yet moved for class certification. The court has ordered the parties and their insurers to attend a meditation session on or around October 21 and 22, 2025. The Company intends to vigorously defend itself against the claims outlined in this lawsuit. As of August 30, 2025, we are unable to estimate any possible loss or range of possible losses and have not recorded a loss contingency for this matter.

Current filing · verify on EDGAR →

As previously disclosed, the Company and the plaintiffs agreed in principle to settle this matter for up to $75.0 million. Under the proposed settlement, in lieu of funding the maximum settlement amount, the Company’s payment obligations will be limited to validly submitted claims, settlement administration costs, service awards, and plaintiffs’ attorneys’ fees and expenses. Based upon the proposed settlement, the Company concluded that a loss is probable and reasonably estimable and recorded an accrual in anticipation of the settlement of $34.8 million ($26.3 million after tax) based on a range of possible outcomes. On June 10, 2026, the court granted preliminary approval of the terms of a definitive settlement agreement. As of August 29, 2026 and November 29, 2025, we have an accrued balance of $34.8 million included in other accrued expenses in the Consolidated Balance Sheets for both periods.

The Rouse litigation moved from an unestimable contingency with no accrual to a probable loss with a $34.8 million accrual ($26.3 million after tax). The company reached a settlement in principle for up to $75.0 million, with payment obligations limited to valid claims and related costs. Preliminary court approval was granted on June 10, 2026, and the accrual remains on the balance sheet at both August 29, 2026 and November 29, 2025.

Substantive Edit segment performance measure medium

Previous filing · verify on EDGAR →

Revenue and operating income of each of our segments are regularly reviewed by our chief operating decision maker to make decisions about resources to be allocated to the segments and assess their performance. Segment operating income is identified as gross profit less SG&A expenses.

Current filing · verify on EDGAR →

Revenue and Adjusted EBITDA of each of our segments are regularly reviewed by our chief executive officer, who acts as our chief operating decision maker, to make decisions about resources to be allocated to the segments and assess their performance. Adjusted EBITDA is defined as net income before interest, income taxes, and depreciation and amortization, adjusted for other items within a relevant period which are not reflective of the segment’s operating performance in the period.

The company changed its segment performance measure from operating income to Adjusted EBITDA. The chief operating decision maker is now explicitly identified as the chief executive officer. The segment tables now present Adjusted EBITDA, depreciation and amortization, and capital expenditures instead of operating income, and a reconciliation from net income to Adjusted EBITDA is provided.

Number Change share repurchase activity medium

Previous filing · verify on EDGAR →

During the third quarter of 2025, there were no shares repurchased under this program. During the nine months ended August 30, 2025, we repurchased shares under this program with an aggregate value of $56,930. Of this amount, $978 reduced common stock and $55,953 reduced additional paid-in capital.

Current filing · verify on EDGAR →

During the third quarter ended August 29, 2026 there were no shares repurchased under this program and during the nine months ended August 29, 2026, we repurchased shares under this program with an aggregate value of $45,579. Of this amount, $750 reduced common stock and $44,829 reduced additional paid-in capital.

Share repurchases under the program declined in the first nine months of fiscal 2025 in the first nine months of fiscal 2026, a 20% decrease. No shares were repurchased in the third quarter of either year. The company removed the prior-year comparison for the third quarter of 2024 and nine months ended August 31, 2024 that was present in the baseline.

Number Change asbestos litigation activity medium

Previous filing · verify on EDGAR →

Lawsuits and claims settled 7 9 25

Settlement amounts $ 369 $ 1,208 $ 5,704

Insurance payments received or expected to be received $ 252 $ 844 $ 3,418

Current filing · verify on EDGAR →

Lawsuits and claims settled 9 7 28

Settlement amounts $ 963 $ 369 $ 5,882

Insurance payments received or expected to be received $ 668 $ 252 $ 3,547

Asbestos-related lawsuit settlements increased from 7 to 9 in the nine-month period, with settlement amounts rising from $369 to $963. Insurance payments received or expected increased from $252 to $668. The three-year cumulative figures also shifted, with settlements of $5,882 and insurance payments of $3,547 in the current period compared to $5,704 and $3,418 in the baseline.

Show 19 minor / wording changes
Number Change supplier finance program obligations low

Previous filing · verify on EDGAR →

The outstanding payment obligations that were confirmed as valid and remained outstanding as of August 30, 2025, and November 30, 2024, were approximately $8,122 and $5,233, respectively.

Current filing · verify on EDGAR →

The outstanding payment obligations that were confirmed as valid and remained outstanding as of August 29, 2026, and November 29, 2025, were approximately $7,097 and $7,379, respectively.

The supplier finance program outstanding obligations decreased from $8,122 thousand at August 30, 2025 to $7,097 thousand at August 29, 2026, and the comparative period changed from November 30, 2024 to November 29, 2025. The amounts are updated for the new reporting periods.

Removed segment reporting ASU disclosure low

Removed from previous filing · verify on EDGAR →

In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This ASU requires enhanced disclosures regarding significant segment expenses and other segment items. The guidance requires public entities to provide in interim periods all disclosures about a reportable segment's profit or loss and assets that are currently required annually. Our effective date of this ASU is our fiscal year ending November 29, 2025. We are evaluating the effect this guidance will have on our Consolidated Financial Statements.

The current filing removes the entire paragraph about ASU 2023-07 (Segment Reporting).

Substantive Edit ND Industries Taiwan acquisition fair value measurement low

Previous filing · verify on EDGAR →

The acquisition fair value measurement was preliminary as of | August 30, 2025 and includes goodwill of | $2,422, other intangible assets of | $2,400 and other net assets of | $3,488.

Current filing · verify on EDGAR →

The acquisition fair value measurement was final as of November 29, 2025 and includes goodwill of $2,801, other intangible assets of $2,400 and other net assets of $3,109.

The fair value measurement for the ND Industries Taiwan acquisition has been finalized, with goodwill increasing and other net assets decreasing. This reflects the completion of purchase price allocation.

Substantive Edit GEM and Medifill acquisition fair value measurement low

Previous filing · verify on EDGAR →

The acquisition fair value measurement was preliminary as of August 30, 2025 and includes goodwill of $90,198, other intangible assets of $104,723 and other net liabilities of $2,069.

Current filing · verify on EDGAR →

The acquisition fair value measurement was final as of February 28, 2026 and includes goodwill of $91,430, other intangible assets of $104,723 and other net assets of $837.

The fair value measurement for the GEM and Medifill acquisitions has been finalized, with goodwill increasing and other net liabilities becoming other net assets. This reflects the completion of purchase price allocation.

Removed HS Butyl Limited acquisition disclosure low

Removed from previous filing · verify on EDGAR →

On August 5, 2024, we acquired HS Butyl Limited (“HS Butyl”) for a purchase price of 18,342 British pounds, or approximately $23,428 which was funded through existing cash.

The baseline filing disclosed the acquisition of HS Butyl Limited, a UK butyl tape manufacturer. This disclosure is absent from the current filing, likely because the acquisition is no longer considered material or has been fully integrated. This is a lifecycle removal of a completed acquisition.

Removed ND Industries, Inc. acquisition disclosure low

Removed from previous filing · verify on EDGAR →

On May 20, 2024, we acquired the assets of ND Industries, Inc. (“ND Industries”) for a base purchase price of $254,037 which was funded through borrowings on our credit facility and existing cash.

The baseline filing disclosed the acquisition of ND Industries, Inc., a specialty adhesives business. This disclosure is absent from the current filing, likely because the acquisition is no longer considered material or has been fully integrated. This is a lifecycle removal of a completed acquisition.

Removed Divestiture of North America Flooring business low

Removed from previous filing · verify on EDGAR →

On December 2, 2024, we completed the sale of certain assets in our North American Flooring business, which was included in our Construction Adhesives segment for $75,727.

The baseline filing disclosed the divestiture of the North America Flooring business for resulting in a loss. This disclosure is absent from the current filing, likely because the divestiture is no longer considered material or has been fully integrated. This is a lifecycle removal of a completed divestiture.

Number Change Goodwill balances low

Previous filing · verify on EDGAR →

Balance at November 30, 2024 $ 399,513 $ 581,344 $ 551,364 $ 1,532,221

Acquisitions 90,198 2,572 (851 ) 91,919

Foreign currency translation effect 30,716 24,427 2,604 57,747

Balance at August 30, 2025 $ 520,427 $ 608,343 $ 553,117 $ 1,681,887

Current filing · verify on EDGAR →

Balance at November 29, 2025 $ 517,763 $ 610,107 $ 552,189 $ 1,680,059

Acquisitions 971 5,200 - 6,171

Foreign currency translation effect 7,292 (1,267 ) 5,961 11,986

Balance at August 29, 2026 $ 526,026 $ 614,040 $ 558,150 $ 1,698,216

Goodwill balances have increased driven by acquisitions and foreign currency translation. The current period shows lower acquisition-related goodwill additions compared to the prior period.

Number Change Amortizable intangible assets low

Previous filing · verify on EDGAR →

Original cost $ 225,700 $ 1,000,997 $ 82,194 $ 7,930 $ 1,316,821

Accumulated amortization (48,520 ) (400,390 ) (33,171 ) (5,310 ) (487,391 )

Net identifiable intangibles $ 177,180 $ 600,607 $ 49,023 $ 2,620 $ 829,430

Current filing · verify on EDGAR →

Original cost $ 233,360 $ 968,871 $ 81,224 $ 1,283,455

Accumulated amortization (70,394 ) (425,247 ) (39,121 ) (534,762 )

Net identifiable intangibles $ 162,966 $ 543,624 $ 42,103 $ 748,693

The composition of amortizable intangible assets has changed, with the current period showing lower net identifiable intangibles compared in the baseline. This reflects changes in original cost, accumulated amortization, and the removal of the 'Other' category.

Number Change Amortization expense low

Previous filing · verify on EDGAR →

Amortization expense with respect to amortizable intangible assets was $22,082 and $22,149 for the three months ended August 30, 2025 and August 31, 2024, respectively, and was $64,525 and $61,723 for the nine months ended August 30, 2025 and August 31, 2024, respectively.

Current filing · verify on EDGAR →

Amortization expense with respect to amortizable intangible assets was $21,536 and $22,082 for the three months ended August 29, 2026 and August 30, 2025, respectively, and was $65,182 and $64,525 for the nine months ended August 29, 2026 and August 30, 2025, respectively.

Amortization expense has changed, with the current period showing for the three months and for the nine months, compared and in the baseline. This reflects changes in the intangible asset base.

Number Change Estimated future amortization expense low

Previous filing · verify on EDGAR →

Remainder | Fiscal Year | 2025 | 2026 | 2027 | 2028 | 2029 | Thereafter

Amortization expense $ 23,632 $ 105,293 $ 103,909 $ 105,102 $ 99,473 $ 392,021

Current filing · verify on EDGAR →

Remainder | Fiscal Year | 2026 | 2027 | 2028 | 2029 | 2030 | Thereafter

Amortization expense $ 26,105 $ 109,015 $ 110,636 $ 104,229 $ 75,403 $ 323,305

The estimated future amortization expense has been updated, with the current period showing different amounts for each fiscal year. This reflects changes in the intangible asset base and amortization schedules.

Removed Non-amortizable intangible assets disclosure low

Removed from previous filing · verify on EDGAR →

Non-amortizable intangible assets as of August 30, 2025 and November 30, 2024 were $0 and $461, respectively, and relate to trademarks and trade names. The change in non-amortizable assets as of August 30, 2025 compared to November 30, 2024 was due to impairment.

The baseline filing disclosed non-amortizable intangible assets of $0 and with the change due to impairment. This disclosure is absent from the current filing, likely because the amounts are no longer material.

Number Change Pension and postretirement benefit costs low

Previous filing · view on EDGAR →

Net periodic (benefit) cost $ (522 ) $ (1,932 ) $ 307 $ 814 $ (5,512 ) $ (2,436 )

Current filing · view on EDGAR →

Net periodic (benefit) cost $ (791 ) $ (522 ) $ 660 $ 307 $ (6,012 ) $ (5,512 )

Net periodic benefit costs have changed, with the current period showing different amounts for U.S. plans, non-U.S. plans, and other postretirement benefits. This reflects changes in actuarial assumptions and plan experience.

Number Change Accumulated other comprehensive loss low

Previous filing · verify on EDGAR →

Accumulated other comprehensive loss $ (394,167 ) $ (393,747 ) $ (420 )

Current filing · verify on EDGAR →

Accumulated other comprehensive loss $ (325,965 ) $ (325,965 ) $ -

Accumulated other comprehensive loss has decreased primarily due to changes in foreign currency translation and interest rate swaps. This reflects the impact of currency movements and hedging activities.

Number Change Antidilutive share-based awards low

Previous filing · verify on EDGAR →

Share-based compensation awards of 1,935,970 and 517,442 shares for the three months ended August 30, 2025 and August 31, 2024, respectively, were excluded from diluted earnings per share calculations because they were antidilutive. Share-based compensation awards of 2,132,875 and 957,127 shares for the nine months ended August 30, 2025 and August 31, 2024, respectively, were excluded from diluted earnings per share calculations because they were antidilutive.

Current filing · verify on EDGAR →

Share-based compensation awards of 2,635,442 and 1,935,970 shares for the three months ended August 29, 2026 and August 30, 2025, respectively, were excluded from diluted earnings per share calculations because they were antidilutive. Share-based compensation awards of 2,891,579 and 2,132,875 shares for the nine months ended August 29, 2026 and August 30, 2025, respectively, were excluded from diluted earnings per share calculations because they were antidilutive.

The number of antidilutive share-based awards excluded from diluted EPS increased significantly in the current period (2,635,442 vs 1,935,970 for Q3; 2,891,579 vs 2,132,875 for nine months). This may reflect higher stock prices or changes in award terms.

Substantive Edit Cash flow hedge fair values low

Previous filing · verify on EDGAR →

The combined fair value of the interest rate swap was a liability of $3,756 at August 30, 2025 and was included in other liabilities in the Consolidated Balance Sheets.

Current filing · verify on EDGAR →

The fair value of the interest rate swap was an asset of $2,094 at August 29, 2026 and was included in other assets in the Consolidated Balance Sheets.

The first interest rate swap moved from a liability to an asset, reflecting changes in interest rates. Similar shifts occurred for the other swaps, with the $300,000 swap moving from a liability to an asset, and the $100,000 swap from a liability to an asset.

Added Net investment hedge activity low

Added in current filing · verify on EDGAR →

On June 15, 2026, we entered into fixed-to-fixed cross-currency interest rate swap agreements for a total notional amount of €100,000 maturing in June 2030. On March 25, 2026, we entered into fixed-to-fixed cross-currency interest rate swap agreements for a total notional amount of €100,000 maturing in March 2029.

The company entered into two new cross-currency swap agreements in 2026 totaling €200,000 notional, expanding its net investment hedging program.

Number Change Fair value of long-term debt low

Previous filing · verify on EDGAR →

Long-term debt had an estimated fair value of $2,082,934 and $2,015,468 as of August 30, 2025 and November 30, 2024, respectively.

Current filing · verify on EDGAR →

Long-term debt had an estimated fair value of $2,076,102 and $2,041,062 as of August 29, 2026 and November 29, 2025, respectively.

The fair value of long-term debt decreased slightly while the prior year comparison increased.

Substantive Edit segment reorganization disclosure low

Previous filing · verify on EDGAR →

As of November 30, 2024, our three operating segments consisted of Hygiene, Health and Consumable Adhesives, Engineering Adhesives and Construction Adhesives. As of the beginning of fiscal 2025, we reorganized our operating segments by selling our North American Flooring business (“NA Flooring”), previously part of the Construction Adhesives operating segment, and combining our Insulated Glass, Woodworking and Composite businesses, previously part of the Engineering Adhesives operating segment, with Construction Adhesives Roofing and Building Envelope and Infrastructure businesses to form the newly named Building Adhesive Solutions operating segment.

Current filing · verify on EDGAR →

Our three reportable operating segments consist of Hygiene, Health and Consumable Adhesives, Engineering Adhesives and Building Adhesive Solutions.

The current filing states the three reportable segments without repeating the detailed reorganization narrative from the baseline. The baseline described the sale of NA Flooring and the formation of Building Adhesive Solutions effective at the beginning of fiscal 2025. The current filing omits the historical reorganization explanation and the inter-segment revenue policy disclosure.

Risk Factors

~600 words (+319% vs prior)

Added a new risk factor on shareholder activism, citing an unsolicited proposal from Ancora to acquire the Building Adhesive Solutions segment.

1 Added
Added shareholder activism high

Added in current filing · verify on EDGAR →

Shareholder activism efforts could be disruptive and costly and may create uncertainty regarding our strategic direction.

The company added a new risk factor describing potential shareholder activism, including an unsolicited proposal from Ancora Holdings Group to acquire the Building Adhesive Solutions segment. The board rejected the proposal as undervaluing the business, but the company notes ongoing threats of a public campaign and potential disruption.

Financial Statements

Primary statements as printed on the EDGAR filing (iXBRL face). Companyfacts is used only when a statement is not on the HTML face. Not generated by the model.

As filed

Consolidated Statements of Income (Unaudited)

(In thousands, except per share amounts)

Description Three months ended August 29, 2026 Three months ended August 30, 2025 Nine months ended August 29, 2026 Nine months ended August 30, 2025
Net revenue 938,175 892,043 2,659,289 2,578,801
Cost of sales (626,489) (606,929) (1,791,902) (1,780,228)
Gross profit 311,686 285,114 867,387 798,573
Selling, general and administrative expenses (198,481) (174,974) (585,297) (541,942)
Other income, net 26,429 5,308 38,805 15,655
Interest expense (40,915) (33,630) (106,542) (100,536)
Interest income 2,489 1,110 6,524 3,064
Income before income taxes and income from equity method investments 101,208 82,928 220,877 174,814
Income taxes (24,656) (16,527) (57,662) (55,198)
Income from equity method investments 2,630 832 4,816 2,726
Net income including non-controlling interest 79,182 67,233 168,031 122,342
Net income attributable to non-controlling interest - (73) - (106)
Net income attributable to H.B. Fuller 79,182 67,160 168,031 122,236
Earnings per share attributable to H.B. Fuller common stockholders:
Basic 1.46 1.23 3.09 2.24
Diluted 1.44 1.22 3.05 2.21
Weighted-average common shares outstanding:
Basic 54,235 54,428 54,465 54,623
Diluted 54,906 55,162 55,163 55,381

Consolidated Balance Sheets (Unaudited)

(In thousands, except share and per share amounts)

Description August 29, 2026 November 29, 2025
Assets
Current assets:
Cash and cash equivalents 97,230 107,213
Accounts receivable (net of allowances of $13,265 and $11,922, as of August 29, 2026 and November 29, 2025, respectively) 648,012 564,339
Inventory 582,645 471,963
Other current assets 157,985 119,750
Total current assets 1,485,872 1,263,265
Property, plant and equipment 2,061,887 1,956,209
Accumulated depreciation (1,083,003) (1,020,948)
Property, plant and equipment, net 978,884 935,261
Goodwill 1,698,216 1,680,059
Other intangibles, net 748,693 805,867
Other assets 515,383 498,254
Total assets 5,427,048 5,182,706
Liabilities, non-controlling interest and total equity
Current liabilities:
Accounts payable 537,126 470,132
Accrued compensation 100,075 114,302
Income taxes payable 33,078 25,018
Other accrued expenses 147,782 133,907
Total current liabilities 818,061 743,359
Long-term debt 2,054,547 2,016,937
Accrued pension liabilities 51,525 51,317
Other liabilities 334,898 367,899
Total liabilities 3,259,031 3,179,512
Commitments and contingencies (Note 13)
Equity
H.B. Fuller stockholders' equity:
Preferred stock (no shares outstanding) shares authorized 10,045,900 - -
Common stock, par value $1.00 per share, shares authorized 160,000,000, shares issued and outstanding – 53,818,019 and 54,174,963 as of August 29, 2026 and November 29, 2025, respectively 53,818 54,175
Additional paid-in capital 285,521 298,017
Retained earnings 2,154,643 2,026,071
Accumulated other comprehensive loss (325,965) (375,045)
Total H.B. Fuller stockholders' equity 2,168,017 2,003,218
Non-controlling interest - (24)
Total equity 2,168,017 2,003,194
Total liabilities, non-controlling interest and total equity 5,427,048 5,182,706

Consolidated Statements of Cash Flows (Unaudited)

(In thousands)

Description Nine months ended August 29, 2026 Nine months ended August 30, 2025
Cash flows from operating activities:
Net income including non-controlling interest 168,031 122,342
Adjustments to reconcile net income including non-controlling interest to net cash provided by operating activities:
Depreciation 73,278 68,314
Amortization 65,182 64,525
Deferred income taxes (15,478) (39,227)
Loss from equity method investments, net of dividends received 1,422 1,045
Loss on the sale of business - 1,515
Loss on impairment of intangible asset - 478
Gain on sale or disposal of assets (1,025) (178)
Share-based compensation 20,144 18,170
Pension and other post-retirement plan benefit (18,301) (16,393)
Loss on debt extinguishment and bridge financing fees 6,598 -
Unrealized gain on forward exchange contract related to a pending acquisition (19,713) -
Change in assets and liabilities, net of effects of acquisitions:
Accounts receivable, net (78,868) (3,336)
Inventory (106,440) (42,095)
Other assets (4,825) 2,176
Accounts payable 93,622 (25,764)
Accrued compensation (15,184) (19,230)
Other accrued expenses 21,131 6,856
Income taxes payable (3,409) (12,993)
Pension plan assets and liabilities 1,385 (177)
Other liabilities (5,110) 28,622
Foreign currency remeasurement 189 2,106
Net cash provided by operating activities 182,629 156,756
Cash flows from investing activities:
Purchased property, plant and equipment (141,653) (94,593)
Purchased businesses, net of cash acquired (3,817) (162,095)
Payment of holdback on acquisitions (11,627) -
Proceeds from sale of property, plant and equipment 4,638 843
Purchase of cost method investment - (2,549)
Proceeds from the sale of a business - 75,727
Net cash used in investing activities (152,459) (182,667)
Cash flows from financing activities:
Proceeds from issuance of long-term debt 1,643,500 1,114,300
Repayment of long-term debt (1,603,993) (1,053,593)
Payment of debt issuance costs (15,067) (1,047)
Net payment of notes payable - (585)
Dividends paid (39,149) (37,559)
Proceeds from stock options exercised 12,177 5,519
Repurchases of common stock (48,862) (60,728)
Net cash used in financing activities (51,394) (33,693)
Effect of exchange rate changes on cash and cash equivalents 11,241 12,710
Net change in cash and cash equivalents (9,983) (46,894)
Cash and cash equivalents at beginning of period 107,213 169,352
Cash and cash equivalents at end of period 97,230 122,458

Amounts as printed on the EDGAR/iXBRL face — (In thousands, except per share amounts); (In thousands, except share and per share amounts); (In thousands). Labels, columns, and figures are the filing face, not a GAAP stencil. Interactive statements & notes on EDGAR ↗

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Figures/quotes linked to EDGAR · Narrative written by AI · Sep 24, 2026 · How we verify