NYSE: LH

Additional paid-in capital — 2.8

Retained earnings 8,639.9 8,303.4

Accumulated other comprehensive loss (27.6) (261.6)

Total shareholders’ equity 8,619.8 8,052.2

Total liabilities and shareholders’ equity $ 18,392.7 $ 18,379.0

The accompanying notes are an integral part of these Consolidated Financial Statements.

F-5

CONSOLIDATED STATEMENTS OF OPERATIONS

(In Millions, Except Per Share Data)

Year Ended December 31,

2025 2024 2023

Revenues $ 13,951.7 $ 13,008.9 $ 12,161.6

Cost of revenues 9,939.2 9,384.5 8,796.7

Gross profit 4,012.5 3,624.4 3,364.9

Selling, general, and administrative expenses 2,216.3 2,230.0 2,021.4

Amortization of intangibles and other assets 280.0 256.4 219.8

Goodwill and other asset impairments 4.3 5.3 349.0

Restructuring and other charges 127.2 46.0 49.1

Operating income 1,384.7 1,086.7 725.6

Other (expense) income:

Interest expense (224.1) (208.3) (199.6)

Investment income 15.2 22.3 28.8

Equity method loss, net (13.3) (1.4) (1.4)

Other, net (55.0) 60.2 15.5

Earnings from continuing operations before income taxes
1,107.5 959.5 568.9

Provision for income taxes 229.8 212.4 188.5

Earnings from continuing operations 877.7 747.1 380.4

Earnings from discontinued operations, net of tax — — 38.8

Net earnings 877.7 747.1 419.2

Less: Net earnings attributable to the noncontrolling interest (1.2) (1.1) (1.2)

Net earnings attributable to Labcorp Holdings Inc. $ 876.5 $ 746.0 $ 418.0

Basic earnings per share:

Basic earnings per share from continuing operations $ 10.54 $ 8.89 $ 4.35

Basic earnings per share from discontinued operations $ — $ — $ 0.45

Basic earnings per share $ 10.54 $ 8.89 $ 4.80

Diluted earnings per share:

Diluted earnings per share from continuing operations $ 10.46 $ 8.84 $ 4.33

Diluted earnings per share from discontinued operations $ — $ — $ 0.44

Diluted earnings per share $ 10.46 $ 8.84 $ 4.77

The accompanying notes are an integral part of these Consolidated Financial Statements.

F-6

CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS

(In Millions)

Years Ended December 31,

2025 2024 2023

Net earnings $ 877.7 $ 747.1 $ 419.2

Foreign currency translation adjustments 231.7 (217.1) 183.1

Net benefit plan adjustments 3.2 20.7 14.6

Other comprehensive earnings (loss) before tax 234.9 (196.4) 197.7

Provision for income tax related to items of comprehensive earnings
(0.9) (5.9) (1.8)

Other comprehensive earnings (loss), net of tax 234.0 (202.3) 195.9

Comprehensive earnings 1,111.7 544.8 615.1

Less: Net earnings attributable to the noncontrolling interest (1.2) (1.1) (1.2)

Comprehensive earnings attributable to Labcorp Holdings Inc. $ 1,110.5 $ 543.7 $ 613.9

The accompanying notes are an integral part of these Consolidated Financial Statements.

F-7

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(In Millions)

Common

Stock
Additional

Paid-in

Capital

Retained

Earnings
Accumulated Other Comprehensive Loss Total

Shareholders’

Equity

BALANCE AT DECEMBER 31, 2022 $ 8.1 $ — $ 10,581.7 $ (493.2) $ 10,096.6

Net earnings attributable to Labcorp Holdings Inc. — — 418.0 — 418.0

Other comprehensive earnings, net of tax — — — 195.9 195.9

Fortrea Holdings Inc. spin-off — — (1,970.0) 238.0 (1,732.0)

Dividends declared — — (256.1) — (256.1)

Issuance of common stock under employee stock plans — 55.2 — — 55.2

Net share settlement tax payments from issuance of stock to employees — (40.9) — — (40.9)

Stock compensation — 147.3 — — 147.3

Purchase of common stock (0.4) (123.2) (885.4) — (1,009.0)

BALANCE AT DECEMBER 31, 2023 7.7 38.4 7,888.2 (59.3) 7,875.0

Net earnings attributable to Labcorp Holdings Inc. — — 746.0 — 746.0

Other comprehensive loss, net of tax — — — (202.3) (202.3)

Dividends declared — — (242.9) — (242.9)

Issuance of common stock under employee stock plans — 56.2 — — 56.2

Net share settlement tax payments from issuance of stock to employees — (46.4) — — (46.4)

Stock compensation — 116.7 — — 116.7

Purchase of common stock (0.1) (162.1) (87.9) — (250.1)

BALANCE AT DECEMBER 31, 2024 7.6 2.8 8,303.4 (261.6) 8,052.2

Net earnings attributable to Labcorp Holdings Inc. — — 876.5 — 876.5

Other comprehensive earnings, net of tax
— — — 234.0 234.0

Dividends declared — — (241.1) — (241.1)

Issuance of common stock under employee stock plans 0.1 54.2 — — 54.3

Net share settlement tax payments from issuance of stock to employees — (31.9) — — (31.9)

Stock compensation — 125.8 — — 125.8

Purchase of common stock (0.2) (150.9) (298.9) — (450.0)

BALANCE AT DECEMBER 31, 2025 $ 7.5 $ — $ 8,639.9 $ (27.6) $ 8,619.8

The accompanying notes are an integral part of these Consolidated Financial Statements.

F-8

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Millions)

Year Ended December 31,

2025 2024 2023

CASH FLOWS FROM OPERATING ACTIVITIES:

Net earnings $ 877.7 $ 747.1 $ 419.2

Earnings from discontinued operations — — (38.8)

Adjustments to reconcile net earnings to net cash provided by operating activities:

Depreciation and amortization 681.1 643.5 577.3

Stock compensation 125.8 116.7 128.7

Operating lease right-of-use asset expense 208.1 185.3 168.0

Goodwill and other asset impairments 4.3 5.3 349.0

Non-cash portion of Restructuring and other charges 101.3 — —

Deferred income taxes 97.6 (20.1) (78.1)

Other, net 70.7 62.1 38.9

Change in assets and liabilities (net of effects of acquisitions and divestitures):

Increase in accounts receivable
(125.5) (52.3) (103.8)

Decrease in unbilled services
3.3 30.4 28.5

Increase in supplies inventory (30.2) (12.6) (0.7)

Increase in prepaid expenses and other
(25.2) (54.5) (25.8)

(Decrease) increase in accounts payable
(52.8) 72.1 (42.4)

Increase (decrease) in unearned revenue
34.6 (24.6) 105.5

Decrease in accrued expenses and other (330.3) (112.6) (323.2)

Net cash provided by continuing operating activities 1,640.5 1,585.8 1,202.3

Net cash provided by discontinued operating activities — — 125.4

Net cash provided by operating activities 1,640.5 1,585.8 1,327.7

CASH FLOWS FROM INVESTING ACTIVITIES:

Capital expenditures (434.5) (489.9) (453.6)

Purchase of equity affiliates or other investments (192.4) (55.0) (29.0)

Proceeds from sale of assets 8.0 2.0 0.6

Proceeds from sale or distribution of equity affiliates or other investments 6.9 — 6.7

Proceeds from sale of business — 15.1 —

Acquisition of businesses, net of cash acquired (582.0) (839.0) (671.5)

Net cash used for continuing investing activities
(1,194.0) (1,366.8) (1,146.8)

Net cash used for discontinued investing activities
— — (24.7)

Net cash used for investing activities (1,194.0) (1,366.8) (1,171.5)

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from senior note offerings — 2,000.0 —

Payments on senior notes (1,000.0) (1,000.0) (300.0)

Proceeds from accounts receivable securitization 225.0 300.0 —

Proceeds from revolving credit facilities 64.8 2,463.7 2,488.2

Payments on revolving credit facilities (64.8) (2,463.7) (2,488.2)

Net share settlement tax payments from issuance of stock to employees (31.9) (46.4) (39.8)

Net proceeds from issuance of stock to employees 54.3 56.2 54.4

Dividends paid (240.7) (243.1) (254.0)

Purchase of common stock (450.0) (250.1) (1,000.0)

Other, net (13.7) (36.7) (19.6)

Net cash (used for) provided by continuing financing activities
(1,457.0) 779.9 (1,559.0)

Net cash provided by discontinued financing activities — — 1,499.7

Net cash (used for) provided by financing activities
(1,457.0) 779.9 (59.3)

Effect of exchange rate changes on cash and cash equivalents 24.1 (17.0) 9.9

Net (decrease) increase in cash and cash equivalents
(986.4) 981.9 106.8

Cash and cash equivalents at beginning of period 1,518.7 536.8 430.0

Cash and cash equivalents at end of period $ 532.3 $ 1,518.7 $ 536.8

The accompanying notes are an integral part of these Consolidated Financial Statements.

F-9

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Financial Statement Presentation

Labcorp® Holdings Inc. is a global leader of innovative and comprehensive laboratory services that provides vital information to help doctors, hospitals, pharmaceutical companies, researchers, and patients make clear and confident decisions. By leveraging its unparalleled diagnostics and drug development capabilities, the Company provides insights and accelerates innovations to improve health and improve lives.

The Company reports its business in two segments, Diagnostics Laboratories and Biopharma Laboratory Services. In 2025 and 2024, Dx and BLS contributed approximately 78% and 22%, respectively, of Revenues to the Company.

These Consolidated Financial Statements include the accounts of the Company and its majority-owned subsidiaries for which it exercises control. Long-term investments in affiliated companies in which the Company exercises significant influence, but which it does not control, are accounted for using the equity method. All significant intercompany transactions and accounts have been eliminated. The Company does not have any significant variable interest entities or special purpose entities whose financial results are not included in these Consolidated Financial Statements.

The financial statements of the Company’s operating foreign subsidiaries are measured using the local currency as the functional currency. Assets and liabilities are translated at exchange rates as of the balance sheet date. Revenues and expenses are translated at average monthly exchange rates prevailing during the year. Resulting translation adjustments are included in Accumulated other comprehensive loss within the Consolidated Balance Sheets.

On June 30, 2023, the Company completed the separation of Fortrea, formerly the Company’s CDCS business, into a separate, publicly traded company. All current and historical operating results of Fortrea are presented as Earnings from discontinued operations, net of tax, in the Consolidated Statements of Operations. In addition, as a result of the Spin-off, the Company recast segment results to exclude the historical results of the CDCS business for all periods presented.

These Consolidated Financial Statements are presented in accordance with the rules and regulations of the SEC and GAAP. The preparation of financial statements in conformity with GAAP, requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported periods. Significant estimates include implicit price concessions, revenue estimates, the allowance for credit losses, deferred tax assets, fair values of acquired assets and assumed liabilities in business combinations, fair value of goodwill and indefinite-lived intangible assets, amortization lives for acquired intangible assets, and accruals for self-insurance reserves, litigation reserves and pensions. Actual results could materially differ from those estimates.

Reimbursable Out-of-Pocket Expenses

BLS pays on behalf of its customers certain out-of-pocket costs for which the Company is reimbursed at cost, without mark-up or profit. Out-of-pocket costs paid by BLS are reflected in Cost of revenues in the Consolidated Statements of Operations, while the reimbursements received are reflected in Revenues in the Consolidated Statements of Operations.

Cost of Revenues

Cost of revenue includes direct labor and related benefit charges, reimbursable expenses, other direct costs, shipping and handling fees, and an allocation of facility charges and information technology costs.

Selling, General, and Administrative Expenses

Selling, general, and administrative expenses consist primarily of administrative payroll and related benefit charges, including stock compensation, administrative travel, and an allocation of facility charges and information technology costs.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable.

The Company maintains Cash and cash equivalents with various major financial institutions. The Company believes all financial institutions holding its cash are of high credit quality and does not believe the Company is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. The total Cash and cash equivalent

F-10

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

balances that exceeded the balances insured by the Federal Deposit Insurance Commission, were approximately $529.9 and $1,516.0 at December 31, 2025, and 2024, respectively.

Substantially all of the Company’s accounts receivable are with companies in the healthcare or pharmaceutical industry and individuals. However, concentrations of credit risk are mitigated due to the number of the Company’s customers as well as their dispersion across many different geographic regions.

Although Dx has receivables due from U.S. and state governmental agencies, the Company does not believe that such receivables represent a credit risk since the related healthcare programs are funded by U.S. and state governments, and payment is primarily dependent upon submitting appropriate documentation. Accounts receivable balances (gross) from Medicare and Medicaid were $126.1 and $97.4 at December 31, 2025, and 2024, respectively.

For the Company’s operations in Ontario, Canada, the Ontario Ministry of Health and Long-Term Care (Ministry) determines who can establish a licensed community medical laboratory and caps the amount that each of these licensed laboratories can bill the government sponsored healthcare plan. The Ontario government-sponsored healthcare plan covers the cost of commercial laboratory testing performed by the licensed laboratories. The provincial government discounts the annual testing volumes based on certain utilization discounts and establishes an annual maximum it will pay for all community laboratory tests. The agreed-upon reimbursement rates are subject to Ministry review at the end of year and can be adjusted (at the government’s discretion) based upon the actual volume and mix of test work performed by the licensed healthcare providers in the province during the year. The capitated accounts receivable balance from the Ontario government sponsored healthcare plan was CAD 5.8 and 6.4 at December 31, 2025, and 2024, respectively.

The portion of the Company’s accounts receivable due from patients comprises the largest portion of credit risk. At December 31, 2025, and 2024, receivables due from patients represented approximately 22.6% and 24.5% of the Company’s consolidated gross accounts receivable, respectively. The Company applies assumptions and judgments including historical experience and reasonable and supportable forecasts for assessing collectability from patients.

Earnings per Share

Basic earnings per share (Basic EPS) is computed by dividing Net earnings attributable to Labcorp Holdings Inc. by the weighted-average number of common shares outstanding. Diluted earnings per share (Diluted EPS) is computed by dividing Net earnings attributable to Labcorp Holdings Inc., and if applicable, including the impact of dilutive adjustments by the weighted-average number of common shares outstanding plus potentially dilutive shares, as if they had been issued at the earlier of the date of issuance or the beginning of the period presented. Potentially dilutive common shares result primarily from the Company’s outstanding stock options, restricted stock awards, and performance share awards.

The following represents a reconciliation of Basic EPS to Diluted EPS:

Year Ended December 31,

2025 2024 2023

Basic EPS Dilutive Effect Diluted EPS Basic EPS Dilutive Effect Diluted EPS Basic EPS Dilutive Effect Diluted EPS

Net earnings attributable to LHI $ 876.5 $ 876.5 $ 746.0 $ 746.0 $ 418.0 $ 418.0

Weighted-average common shares outstanding 83.2 0.6 83.8 83.9 0.5 84.4 87.1 0.5 87.6

Per share amount
$ 10.54 $ 10.46 $ 8.89 $ 8.84 $ 4.80 $ 4.77

The following table summarizes the potential common shares not included in the computation of Diluted EPS because their impact would have been antidilutive:

Year Ended December 31,

2025 2024 2023

Employee stock options and awards 0.1 0.2 0.2

F-11

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

Stock Compensation Plans

The Company measures stock compensation cost for all equity awards at fair value on the date of grant and recognizes compensation expense over the service period for awards expected to vest. The fair value of restricted stock units is determined based on the number of shares granted and the quoted price of the Company’s Common Stock on the grant date. To estimate the fair value of stock option awards, the Black-Scholes model is used, which relies on various key assumptions, including risk-free interest rate, expected term, and expected volatility. The grant date fair value of performance awards is based on a Monte Carlo simulated fair value for the relative (as compared to the peer companies) total shareholder return component of the performance awards. Such value is recognized as an expense over the service period and the Company’s determination of whether it is probable that the performance targets will be achieved. At the end of each reporting period, the Company reassesses the probability of achieving performance targets. Forfeitures are recognized as a reduction of expense in earnings in the period in which they occur.

Cash Equivalents

Cash equivalents consist of highly liquid instruments, such as commercial paper, time deposits, and/or other money market instruments, which have maturities when purchased of three months or less.

Supplies Inventory

Supplies inventory, consisting primarily of purchased laboratory and customer supplies and finished goods, are stated at the lower of cost (first-in, first-out) or net realizable value. Supplies accounted for $386.2 and $384.2 and finished goods accounted for $148.5 and $109.0 of total Supplies inventory at December 31, 2025, and 2024, respectively. The Company’s inventory reserve balance was $26.7 and $43.8, at December 31, 2025, and 2024, respectively.

Property, Plant, and Equipment, Net

Property, plant, and equipment are recorded at cost. Depreciation and amortization expense is computed on all classes of assets based on their estimated useful lives using the straight-line method.

Expenditures for repairs and maintenance are charged to operations as incurred. Retirements, sales, and other disposals of assets are recorded by removing the cost and accumulated depreciation from the related accounts with any resulting gain or loss reflected in the Consolidated Statements of Operations.

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. If the carrying value is no longer recoverable based upon the undiscounted future cash flows of the asset, the amount of the impairment is the difference between the carrying amount and the fair value of the asset.

Capitalized Software Costs

The Company capitalizes purchased software that is ready for service and capitalizes software development costs incurred on significant projects starting from the time that the preliminary project stage is completed, and the Company commits to funding a project until the project is substantially complete and the software is ready for its intended use. Capitalized software costs are included in Property, plant, and equipment, net within the Consolidated Balance Sheets and are mainly comprised of direct material and service costs and payroll and payroll-related costs. Computer software maintenance costs related to software development are expensed as incurred. Capitalized software costs are amortized using the straight-line method over the estimated useful life of the underlying system ranging from three to fifteen years, generally five years. Amortization begins once the underlying system is substantially complete and ready for its intended use.

Goodwill and Indefinite-lived Intangible Assets

The Company assesses goodwill and indefinite-lived intangible assets for impairment at least annually or whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The annual impairment test for goodwill includes an option to perform a qualitative assessment of whether it is more likely than not that a reporting unit’s fair value is less than its carrying value. Reporting units are businesses with discrete financial information that is available and reviewed by management. If the Company determines that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then the Company performs the quantitative goodwill impairment test. The Company may also choose to bypass the qualitative assessment for any reporting unit in its goodwill assessment and proceed directly to performing the quantitative assessment. The Company recognizes an impairment charge for the amount by which the reporting unit’s carrying amount exceeds its fair value.

F-12

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

In the qualitative assessment, the Company considers relevant events and circumstances for each reporting unit, including (i) current year results, (ii) financial performance versus management’s annual and five-year strategic plans, (iii) changes in the reporting unit carrying value since prior year, (iv) industry and market conditions in which the reporting unit operates, (v) macroeconomic conditions, including discount rate changes, and (vi) changes in offerings provided by the reporting unit. If applicable, performance in recent years is compared to forecasts included in prior quantitative valuations. Based on the results of the qualitative assessment, if the Company concludes that it is not more likely than not that the fair value of the reporting unit is less than its carrying values of the reporting unit, then no quantitative assessment is performed.

The quantitative assessment includes the estimation of the fair value of each reporting unit as compared to the carrying value of the reporting unit. The Company estimates the fair value of a reporting unit using both income-based and market-based valuation methods. The income-based approach is based on the reporting unit’s forecasted future cash flows that are discounted to the present value using the reporting unit’s weighted-average cost of capital. For the market-based approach, the Company utilizes a number of factors such as publicly available information regarding the market capitalization of the Company, as well as operating results, business plans, market multiples, and present value techniques. Based upon the range of estimated values developed from the income and market-based methods, the Company determines the estimated fair value for the reporting unit. If the estimated fair value of the reporting unit exceeds the carrying value, the goodwill is not impaired, and no further review is required.

Management performed its annual goodwill and indefinite-lived intangible asset impairment testing as of the beginning of the fourth quarter of 2025. The Company elected to perform a qualitative assessment for goodwill and indefinite-lived intangible assets for each of its reporting units. Based upon the results of the qualitative assessments, the Company concluded that the fair values of each of its reporting units, as of October 1, 2025, were greater than the carrying values.

Although the Company believes that the current assumptions and estimates used in its goodwill analysis are reasonable, supportable, and appropriate, the Company’s business could be impacted by unfavorable changes, including those that impact the existing assumptions used in the impairment analysis. Various factors could reasonably be expected to unfavorably impact existing assumptions, primarily a worsening economic environment and protracted economic downturn and related impacts, including delays in revenue from new customers, increases in customer termination activity, or increases in operating costs. Accordingly, there can be no assurance that the estimates and assumptions made for the purposes of the goodwill impairment analysis will prove to be accurate predictions of future performance.

The Company will continue to monitor the financial performance of, and assumptions for, its reporting units. A significant increase in the discount rate, decrease in the revenue and terminal growth rates, decreased operating margin, or substantial reductions in end markets and volume assumptions, could have a negative impact on the estimated fair value of the reporting units. A future impairment charge for goodwill or intangible assets could have a material effect on the Company’s consolidated financial position and results of operations.

Intangible Assets, Net

Intangible assets with finite lives are amortized on a straight-line basis over the expected periods to be benefited such as legal life for patents and technology, contractual lives for non-compete agreements and customer relationships.

Intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. If the carrying value is no longer recoverable based upon the undiscounted future cash flows of the asset, the amount of the impairment is the difference between the carrying amount and the fair value of the asset.

Investments

The Company has investments in other companies or investment funds that develop technology relating to the Company’s operations. Investments in which the Company does not exercise significant influence (generally, when the Company has an investment of less than 20% and no representation on the investee’s board of directors) are accounted for at fair value or at cost minus impairment adjusted for observable price changes in orderly transactions for an identical or similar investment of the same issuer for those investments that do not have readily determinable fair values. The carrying value of these type of investments was $201.9 and $199.7 at December 31, 2025, and 2024, respectively, and are included within Other assets, net in the Company’s Consolidated Balance Sheet.

Debt Issuance Costs

The costs related to the issuance of debt are capitalized, netted against the related debt for presentation purposes and amortized to interest expense over the terms of the related debt.

F-13

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

Professional Liability

The Company is self-insured (up to certain limits) for professional liability claims arising in the normal course of business, generally related to laboratory testing and reporting of test results. The Company estimates a liability that represents the ultimate exposure for aggregate losses below those limits. The liability is based on assumptions and factors for known and incurred but not reported claims, including the frequency and payment trends of historical claims.

Leases

All leases with a lease term greater than 12 months are recorded as an obligation in the Company’s Consolidated Balance Sheets with a corresponding ROU asset, while short-term leases with an initial term of 12 months or less are not recorded in the Company’s Consolidated Balance Sheets. Both finance and operating leases are reflected as liabilities on the commencement date of the lease based on the present value of the lease payments to be made over the lease term. ROU assets are valued at the initial measurement of the lease liability, plus any initial direct costs or rent prepayments, minus lease incentives and any deferred lease payments. The classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease.

A certain number of these leases contain rent escalation clauses either fixed or adjusted periodically for inflation or market rates that are factored into the Company’s determination of lease payments. The Company also has variable lease payments that do not depend on a rate or index, for items such as volume purchase commitments, which are recorded as variable cost when incurred. As most of the Company’s leases do not provide an implicit rate, the Company estimates an incremental borrowing rate based on the credit quality of the Company and by comparing interest rates available in the market for similar borrowings, and adjusting this amount based on the impact of collateral over the term of each lease. The Company uses this rate to discount payments to present value. Some operating leases contain renewal options, some of which also include options to early terminate the leases. The exercise of these options is at the Company’s discretion, and the Company evaluates each renewal option to determine if it is reasonably possible to be exercised and should be included in the accounting lease term.

Income Taxes

The Company accounts for income taxes utilizing the asset and liability method. Under this method deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and for tax loss carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company does not recognize a tax benefit unless the Company concludes that it is more likely than not that the benefit will be sustained on audit by the taxing authority based solely on the technical merits of the associated tax position. If the recognition threshold is met, the Company recognizes a tax benefit measured at the largest amount of the tax benefit that the Company believes is greater than 50% likely to be realized. The Company records interest and penalties in Provision for income taxes in the Consolidated Statements of Operations.

Derivative Financial Instruments

The Company addresses its exposure to market risks, principally the market risk associated with changes in interest rates and currency exchange rates, through a controlled program of risk management that includes, from time to time, the use of derivative financial instruments. The Company does not hold or issue derivative financial instruments for trading purposes. The Company does not believe that its exposure to market risk is material to the Company’s financial position or results of operations.

Interest rate swap agreements, which have been used by the Company from time to time in the management of interest rate exposure, are accounted for at fair value. These derivative financial instruments are accounted for as fair value hedges that increase or decrease the value of the Company’s senior notes with the offset being recorded as a component of other long-term assets or liabilities, as applicable. As the specific terms and notional amounts of the derivative financial instruments match those of the fixed-rate debt being hedged, the derivative instruments are assumed to be perfectly effective hedges and accordingly, there is no impact to the Company’s Consolidated Statements of Operations. Cash flows from the interest rate swaps are including in operating activities within the Consolidated Statements of Cash Flows.

Cross currency swap agreements, which have been used by the Company to hedge the foreign currency exposure of its net investment in a Swiss subsidiary, are accounted for at fair value. Changes in the fair value of the cross-currency swaps are charged or credited through Accumulated other comprehensive loss in the Consolidated Balance Sheet until the hedged item is

F-14

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

recognized in earnings. The cumulative amount of the fair value hedging adjustments are recognized as Foreign currency translation adjustments within the Consolidated Statements of Comprehensive Earnings.

Foreign currency forward contracts, which have been used by the Company to hedge foreign currency receivables, are recognized as assets or liabilities at their fair value. These contracts do not qualify for hedge accounting and the changes in fair value are recorded directly to earnings. The contracts are short-term in nature and the fair value of these contracts is based on market prices for comparable contracts.

Fair Value of Financial Instruments

Fair value measurements for financial assets and liabilities are determined based on the assumptions that a market participant would use in pricing an asset or liability. A three-tiered fair value hierarchy draws distinctions between market participant assumptions based on (i) observable inputs such as quoted prices in active markets (Level 1), (ii) inputs other than quoted prices in active markets that are observable either directly or indirectly (Level 2), and (iii) unobservable inputs that require the Company to use present value and other valuation techniques in the determination of fair value (Level 3).

Foreign Currencies

For subsidiaries outside of the U.S. that operate in a local currency environment, income and expense items are translated to USD at the monthly average rates of exchange prevailing during the period, assets and liabilities are translated at period-end exchange rates and equity accounts are translated at historical exchange rates. Translation adjustments are accumulated in a separate component of Shareholders’ equity in the Consolidated Balance Sheets and are included in the determination of comprehensive earnings in the Consolidated Statements of Comprehensive Earnings and Consolidated Statements of Changes in Shareholders’ Equity. Transaction gains and losses are included in the determination of Net earnings in the Consolidated Statements of Operations.

Recent Accounting Pronouncements Not Yet Adopted

In July 2025, the FASB issued Accounting Standards Update (ASU) 2025-05, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets. This accounting pronouncement provides all entities with a practical expedient to assume that current conditions as of the balance sheet date do not change for the remaining life of the assets when measuring credit losses. ASU 2025-05 is effective for fiscal years beginning after December 15, 2025. The Company anticipates that adopting this accounting pronouncement will not have a material impact on its Consolidated Financial Statements.

In September 2025, the FASB issued ASU 2025-06, Intangibles — Goodwill and Other — Internal-Use-Software (Topic 350): Targeted Improvements to the Accounting for Internal-Use Software. This accounting pronouncement improves the operability of the existing guidance by removing all references to software development project stages so that the guidance is neutral to different software development methods. ASU 2025-06 is effective for fiscal years beginning after December 15, 2027. The Company is currently assessing the impact that adopting this accounting pronouncement will have on its Consolidated Financial Statements.

In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements. This accounting pronouncement is intended to improve the navigability of guidance in ASC 270, Interim Reporting, and clarify when it applies. ASU 2025-11 is effective for fiscal years beginning after December 15, 2027. The Company is currently assessing the impact that adopting this accounting pronouncement will have on its future interim reporting.

In December 2025, the FASB issued ASU 2025-12, Codification Improvements. This accounting pronouncement addresses suggestions received from stakeholders regarding the Accounting Standards Codification and makes other incremental improvements to GAAP that clarify, correct errors in, or make other improvements to a variety of topics that are intended to make it easier to understand and apply. ASU 2025-12 is effective for fiscal years beginning after December 15, 2026. The Company is currently assessing the impact that adopting this accounting pronouncement will have on its Consolidated Financial Statements.

Enactment of the One Big Beautiful Bill Act

On July 4, 2025, the U.S. government enacted the OBBBA, which includes significant changes to federal tax law, including modifications to bonus depreciation, R&D expensing, and international tax regimes. The tax provisions of the OBBBA will enable the Company to accelerate the realization of $194.7 of deferred tax assets relating to R&D costs over the next two years, but will have no material net impact within the Consolidated Statement of Operations.

F-15

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

2. DISCONTINUED OPERATIONS

On June 30, 2023, (the Distribution Date), Labcorp completed the Spin-off. All historical operating results of Fortrea are presented as Earnings from discontinued operations, net of tax, in the Consolidated Statements of Operations. The Spin-off is expected to be treated as tax-free for the Company and its shareholders for U.S. federal income tax purposes.

The Spin-off was achieved through the Company’s pro-rata distribution of 100% of the outstanding shares of Fortrea common stock to holders of record of Labcorp common stock. Each holder of record of Labcorp common stock received one share of Fortrea common stock for every share of Labcorp common stock.

In connection with the Spin-off, the Company entered into several agreements with Fortrea on or prior to the Distribution Date that, among other things, provide a framework for the Company’s relationship with Fortrea after the Spin-off, including a separation and distribution agreement, a tax matters agreement, an employee matters agreement, and a TSA. These agreements contained the key provisions that related to the Spin-off, including provisions related to the principal intercompany transactions required to effect the Spin-off, the conditions to the Spin-off, and provisions that governed the relationship between Fortrea and the Company after the Spin-off. The costs to provide these services are included in Operating income and the service fees earned are included in Other, net in the Consolidated Statements of Operations. The TSA between Fortrea and LCAH expired on June 30, 2025, and all services provided under the TSA terminated on or before the expiration date.

Financial Information of Discontinued Operations

Earnings from discontinued operations, net of tax in the Consolidated Statements of Operations reflect the after-tax results of Fortrea’s business and Spin-off-related fees, and do not include any allocation of general corporate overhead expense or interest expense of the Company.

The following table summarizes the significant line items included in Earnings from discontinued operations, net of tax in the Consolidated Statements of Operations:

Year Ended December 31, 2023

Revenues $ 1,506.6

Cost of revenues 1,244.5

Gross profit 262.1

Selling, general, and administrative expenses 184.1

Amortization of intangibles and other assets 31.9

Restructuring and other charges 3.0

Operating income 43.1

Other (expense) income:

Interest expense (0.5)

Investment expense (1.2)

Other, net 4.2

Earnings before income taxes 45.6

Provision for income taxes 6.8

Net earnings attributable to Labcorp Holdings Inc. $ 38.8

F-16

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

3. REVENUES

Description of Revenues

Dx attributes revenues to a geographical region based upon where the diagnostic test is performed, while BLS attributes revenues to a geographical region based upon where the services are performed. The Company’s revenue by segment payer groups is as follows:

Year Ended December 31, 2025 Year Ended December 31, 2024 Year Ended December 31, 2023

North America Europe Other Total North America Europe Other Total North America Europe Other Total

Dx:

Clients 23 % — % — % 23 % 24 % — % — % 24 % 24 % — % — % 24 %

Patients 10 % — % — % 10 % 10 % — % — % 10 % 9 % — % — % 9 %

Medicare and Medicaid 8 % — % — % 8 % 8 % — % — % 8 % 8 % — % — % 8 %

Third party 37 % — % — % 37 % 36 % — % — % 36 % 36 % — % — % 36 %

Total Dx revenues
78 % — % — % 78 % 78 % — % — % 78 % 77 % — % — % 77 %

BLS:

Pharmaceutical, biotechnology, medical device, and diagnostic companies, and CROs
9 % 9 % 4 % 22 % 9 % 9 % 4 % 22 % 10 % 9 % 4 % 23 %

Total Revenues
87 % 9 % 4 % 100 % 87 % 9 % 4 % 100 % 87 % 9 % 4 % 100 %

Revenues in the U.S. were $11,650.1 (83.5%), $10,858.3 (83.5%), and $10,177.7 (83.7%) for the years ended December 31, 2025, 2024, and 2023.

The following is a description of the current revenue recognition policies of the Company:

Dx Revenues

Dx offers a comprehensive menu of frequently requested and specialty diagnostic tests through an integrated network of primary and specialty laboratories across the U.S. In addition to diagnostic testing along with occupational and wellness testing for employers and forensic deoxyribonucleic acid analysis, Dx also offered a range of other testing services.

Within the Dx segment, a majority of the revenue transactions are initiated when Dx receives a requisition form to perform a diagnostic test. The information provided on the requisition form is used to determine the party that will be billed for the testing performed and the expected reimbursement. Dx recognizes revenue and satisfies its performance obligation for services rendered when the testing process is complete and the associated results are reported. The Dx segment also enters into agreements that have monthly and non-testing-based fees which are recognized each month as the services are provided.

Revenues are distributed among four payer portfolios: clients, patients, Medicare and Medicaid, and third party. Dx considers negotiated discounts and anticipated adjustments, including historical collection experience for the payer portfolio, when revenues are recorded. Dx has a formal process to estimate implicit price concessions for uncollectable accounts. The majority of Dx’s collection risk is related to accounts receivable from both insured and uninsured patients who are unwilling or unable to pay. Anticipated write-offs are recorded as adjustments to revenue at an amount considered necessary to record the segment’s revenue at its net realizable value. In addition to contractual discounts, other adjustments, including anticipated payer denials and other external factors that could affect the collectability of its receivables, are considered when determining revenue and the net receivable amount. Any remaining adjustments to revenue are recorded at the time of final collection and settlement. These adjustments are not material to Dx’s results of operations in any period presented.

The following are descriptions of the Dx payer portfolios:

Clients

Client payers represent the portion of Dx’s revenue related to physicians, hospitals, health systems, ACOs, employers, and other entities where payment is received exclusively from the entity ordering the testing service. Generally, client sales are recorded on a fee-for-service basis at Dx’s client list price, less any negotiated discount. A portion of client billing is for laboratory management services, collection kits and other non-testing offerings. In these cases, revenue is recognized when services are rendered or delivered.

F-17

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

Patients

This portfolio includes revenue from uninsured patients and member cost-share for insured patients (e.g., coinsurance, deductibles, and non-covered services). Uninsured patients are billed based upon Dx’s patient list fee schedules, net of any discounts negotiated with physicians on behalf of their patients. Dx bills insured patients as directed by their health plan and after consideration of the fees and terms associated with an established health plan contract.

Medicare and Medicaid

This portfolio relates to fee-for-service revenue from traditional Medicare and Medicaid programs. Net revenue from these programs is based on the fee schedule established by the related government authority. In addition to contractual discounts, other adjustments including anticipated payer denials are considered when determining net revenue. Any remaining adjustments to revenue are recorded at the time of final collection and settlement. These adjustments are not material to Dx’s results of operations in any period presented.

Third Party

Third party includes revenue related to MCOs. The majority of Dx’s third-party revenue is reimbursed on a fee-for-service basis. These payers are billed at Dx’s established list price and revenue is recorded net of contractual discounts. The majority of Dx’s MCO revenues are recorded based upon contractually negotiated fee schedules with sales for non-contracted MCOs recorded based on historical reimbursement experience.

In addition to contractual discounts, other adjustments including anticipated payer denials are considered when determining revenue. Any remaining adjustments to revenue are recorded at the time of final collection and settlement. These adjustments are not material to Dx’s results of operations in any period presented.

Third-party reimbursement is also received through capitation agreements with MCOs and IPAs. Under capitated agreements, revenue is recognized based on a negotiated per-member, per-month payment for an agreed upon menu of tests or based upon the proportionate share earned by Dx from a capitation pool. When the agreed upon reimbursement is based solely on an established rate per member, revenue is not impacted by the volume of testing performed. Under a capitation pool arrangement, the aggregate value of an established rate per member is distributed based on the volume and complexity of the procedures performed by laboratories participating in the agreement. Dx recognizes revenue monthly, based upon the established capitation rate or anticipated distribution from a capitated pool.

BLS Revenues

BLS revenue is generally recognized over time, as the services are delivered to the customer, based on the extent of progress towards completion of the performance obligation. The selection of the method to measure progress towards completion requires judgment and is based on the nature of the services to be provided. The majority of the BLS’s contracts contain a single performance obligation, as BLS provides a significant service of integrating all promises in the contract and the promises are highly interdependent and interrelated with one another. For contracts that include multiple performance obligations, BLS allocates the contract value to the goods and services based on a customer price list, if available. If a price list is not available, BLS will estimate the transaction price using either market prices or an “expected cost plus margin” approach. The total contract value is estimated at the beginning of the contract and is equal to the amount expected to be billed to the customer. These contracts generally take the form of fixed-price or fee-for-service arrangements subject to pricing adjustments based on changes in scope.

Fixed-price contracts are typically recognized as revenue over time based on a proportional-performance basis, using either input or output methods that are specific to the service provided. In an output method, revenue is determined by dividing the actual units of output achieved by the total units of output required under the contract and multiplying that percentage by the total contract value. When using an input method, revenue is recognized by dividing the actual costs incurred by the total estimated cost expected to complete the contract and multiplying that percentage by the total contract value. Contract costs principally include direct labor costs, research model costs, and allocated overhead costs. The estimate of total costs expected to complete the contract requires significant judgment, and these estimates are reviewed periodically. Any adjustments to the estimates are recognized on a cumulative catch-up basis in the period they become known.

Fee-for-service contracts are typically priced based on transaction volume or time and materials. For volume-based contracts, the contract value is entirely variable, and revenue is recognized as the specific service is completed. For services billed based on time and materials, revenue is recognized using the right to invoice practical expedient.

F-18

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

Contracts are often modified to account for changes in contract specifications and requirements. Generally, when contract modifications create new performance obligations, the modification is considered to be a separate contract and revenue is recognized prospectively. When contract modifications change existing performance obligations, the impact on the existing transaction price and measure of progress for the performance obligation to which it relates is generally recognized as an adjustment to revenue (either as an increase in or a reduction of revenue) on a cumulative catch-up basis.

Most contracts are terminable with or without cause by the customer, either immediately or upon notice. These contracts often require payment to BLS of expenses, fees earned to date, and, in some cases, a termination fee or a payment to BLS of some portion of the fees or profits that could have been earned by BLS under the contract if it had not been terminated early. Termination fees are included in revenues when services have been performed and realization is assured.

BLS incurs sales commissions in the process of obtaining contracts with customers, which are recoverable through the service fees in the contract. Sales commissions that are payable upon contract award are recognized as assets and amortized over the expected contract term, along with related payroll tax expense. The amortization of commission expense is based on the weighted-average contract duration for all commissionable awards in the respective business in which the commission expense is paid, which approximates the period over which goods and services are transferred to the customer. The amortization period of sales commissions ranges from approximately 1 to 5 years, depending on the business. For businesses that enter into primarily short-term contracts, BLS applies the practical expedient, which allows costs to obtain a contract to be expensed when incurred if the amortization period of the assets that would otherwise have been recognized is one year or less. Amortization of assets from sales commissions is included in Selling, general, and administrative expenses in the Consolidated Statements of Operations.

Accounts Receivable, Unbilled Services, and Unearned Revenue

Differences in the timing of revenue recognition and associated billing and cash collections result in recording accounts receivable, unbilled services, and unearned revenue in the Consolidated Balance Sheets. Payments received in advance of services being provided are contract liabilities recognized as unearned revenue. Revenue recognized in advance of billing are recognized as unbilled services and the majority of BLS’s unbilled services represent unbilled receivables. Once a customer is invoiced, the contract asset is reduced for the amount billed, and a corresponding accounts receivable is recognized. All contract assets are billable to customers within one year from the respective balance sheet date.

The following table provides information about accounts receivable, unbilled services, and unearned revenue from contracts with customers:

December 31,

2025 2024

Dx accounts receivable $ 1,349.0 $ 1,259.3

BLS accounts receivable 791.2 729.5

Less: BLS allowance for credit losses (36.4) (44.7)

Accounts receivable, net $ 2,103.8 $ 1,944.1

Gross unbilled services $ 164.0 $ 160.5

Less: reserve for unbilled services (7.1) (7.6)

Unbilled services, net
$ 156.9 $ 152.9

Revenues recognized during the period that were included in the unearned revenue balance at the beginning of the period, for the years ended December 31, 2025, 2024, and 2023 were $129.5, $113.0, and $78.9, respectively.

F-19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

Allowance for Credit Losses

BLS estimates future expected credit losses on Accounts receivable, net and Unbilled services, net over the remaining collection period of the instrument. The rollforward for the allowance for credit losses was as follows:

Accounts Receivable, net Unbilled Services, net Total

Allowance for credit losses at December 31, 2023 $ 32.7 $ 7.5 $ 40.2

Credit loss expense 14.6 0.1 14.7

Write-offs (2.2) — (2.2)

Foreign currency impact (0.4) — (0.4)

Allowance for credit losses at December 31, 2024 44.7 7.6 52.3

Credit loss expense 4.3 — 4.3

Write-offs (14.3) (0.8) (15.1)

Foreign currency impact 1.7 0.3 2.0

Allowance for credit losses at December 31, 2025 $ 36.4 $ 7.1 $ 43.5

4. BUSINESS ACQUISITIONS AND DISPOSITIONS

2025

During the year ended December 31, 2025, the Company acquired various businesses and related assets for approximately $582.0, net of cash acquired. The preliminary purchase considerations for these acquisitions were allocated under the acquisition method of accounting to the estimated fair market value of the net assets acquired. A residual amount of tax deductible goodwill, including measurement period adjustments relating to prior acquisitions, of $298.2 was recorded at December 31, 2025. The purchase price allocations for these acquisitions were preliminary at December 31, 2025. The valuation of acquired assets and assumed liabilities included the following:

BioReference Health (2025) Community Health Systems Inc. Other Acquisitions Closed During the Year Ended December 31, 2025 Measurement Period Adjustments Amounts Acquired During Year Ended December 31, 2025

Cash and cash equivalents $ — $ — $ 0.2 $ — $ 0.2

Accounts receivable — — 0.6 — 0.6

Inventories — — 0.9 — 0.9

Property, plant, and equipment — — 7.9 (0.8) 7.1

Goodwill 105.8 91.4 90.6 10.4 298.2

Intangible assets 119.2 103.1 100.8 (23.3) 299.8

Total assets acquired 225.0 194.5 201.0 (13.7) 606.8

Accrued expenses and other 32.5 — 25.3 (20.6) 37.2

Lease liabilities — — 3.0 — 3.0

Other liabilities — — 2.5 6.9 9.4

Total liabilities acquired 32.5 — 30.8 (13.7) 49.6

Net assets acquired 192.5 194.5 170.2 — 557.2

Escrow payments for pending acquisitions
25.0

Cash paid for acquisitions $ 192.5 $ 194.5 $ 170.2 $ — $ 582.2

F-20

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

Intangible assets recognized from business acquisitions that closed during the year ended December 31, 2025, including the related measurement period adjustments, and their respective weighted-average amortization periods are as follows:

Amount
Weighted-average Amortization Period

(in Years)

Customer relationships $ 262.3 15.0

Non-compete agreements 53.6 4.9

Total
$ 315.9

On September 17, 2024, the Company announced that it entered into an agreement with Cinven, Inc. to acquire a 15% minority interest in SYNLAB, a leader in medical diagnostic services and specialty testing in Europe, for approximately $151.6 (€140.4). The transaction closed in March 2025 and is accounted for as an equity method investment within the Company’s Consolidated Financial Statements.

On September 15, 2025, the Company entered into an agreement with Empire City Laboratories, Inc. to acquire select clinical laboratory assets, which serves the New York Tri-State area. The transaction closed during the first quarter of 2026. The purchase price for the transaction is up to $250.0, including $165.0 paid at closing and up to $85.0 of additional consideration contingent on performance.

On November 13, 2025, the Company announced that it entered into an agreement with Parkview Health System, Inc. to acquire select assets of the health system’s outreach laboratory services for a purchase price of approximately $165.0. The transaction is anticipated to close in 2026, subject to customary closing conditions and applicable regulatory approvals for a transaction of this type.

Unaudited Pro Forma Information for 2025 Acquisitions

Had the aggregate of the Company’s 2025 acquisitions, that were accounted for as business combinations, been completed at January 1, 2024, the Company’s pro forma results would have been as follows:

Year Ended December 31,

2025 2024

Revenues $ 14,100.6 $ 13,213.1

Net earnings attributable to LHI $ 903.5 $ 782.5

Dispositions

During the year ended December 31, 2025, the Company exited an equity method investment for cash proceeds of $6.0 included within Proceeds from sale or distribution of equity affiliates or other investments in the Company’s Consolidated Statement of Cash Flows.

F-21

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

2024

During the year ended December 31, 2024, the Company acquired several businesses and related assets for cash of approximately $839.0. The preliminary purchase considerations for these acquisitions were allocated under the acquisition method of accounting to the estimated fair market value of the net assets acquired, including approximately $440.3 in identifiable intangible assets. A residual amount of tax deductible goodwill of approximately $299.9 was recorded as of December 31, 2024. The weighted-average amortization period for customer relationships, technology, non-compete agreements, and trade names assets acquired from these businesses are 14.4, 11.0, 5.0, and 2.0 years, respectively. The purchase price allocations for these acquisitions were preliminary at December 31, 2024. The valuation of acquired assets and assumed liabilities include the following:

Baystate Medical Center Providence Medical Foundation Westpac Labs, Inc. Invitae Corp. BioReference Health (2024)
Other Acquisitions Closed During the Year Ended December 31, 2024
Measurement Period Adjustments Amounts Acquired During the Year Ended December 31, 2024

Inventories $ — $ — $ 1.8 $ 12.1 $ — $ — $ 2.0 $ 15.9

Prepaid expenses and other — — — — — — 8.4 8.4

Property, plant, and equipment 7.2 0.9 — 76.7 9.1 1.3 28.1 123.3

Goodwill 70.7 25.9 45.1 100.4 107.4 41.0 (90.6) 299.9

Intangible assets 79.8 29.2 50.8 113.2 121.1 46.2 44.3 484.6

Total assets acquired 157.7 56.0 97.7 302.4 237.6 88.5 (7.8) 932.1

Accrued expenses and other — — — — — — (3.9) (3.9)

Unearned revenue — — — 3.3 — — (3.3) —

Lease liabilities 7.2 0.9 — 58.3 — 0.6 — 67.0

Total liabilities acquired 7.2 0.9 — 61.6 — 0.6 (7.2) 63.1

Net assets acquired 150.5 55.1 97.7 240.8 237.6 87.9 (0.6) 869.0

Less 2023 escrow payment 30.0 — — — — — — 30.0

Cash paid for acquisitions $ 120.5 $ 55.1 $ 97.7 $ 240.8 $ 237.6 $ 87.9 $ (0.6) $ 839.0

Unaudited Pro Forma Information for 2024 Acquisitions

Had the aggregate of the Company’s 2024 acquisitions, that were accounted for as business combinations, been completed at January 1, 2023, the Company’s pro forma results would have been as follows:

Year Ended December 31,

2024 2023

Revenues $ 13,353.6 $ 12,716.4

Net earnings attributable to LHI $ 761.8 $ 423.3

Dispositions

During the year ended December 31, 2024, the Company sold the assets of Beacon Laboratory Benefit Solutions, Inc. for cash proceeds of $13.5 included within Proceeds from sale of business in the Company’s Consolidated Statement of Cash Flows and recorded a gain of $6.4 included within Other, net in the Consolidated Statement of Operations.

F-22

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

2023

During the year ended December 31, 2023, the Company acquired several businesses and related assets for cash of approximately $671.5. The preliminary purchase considerations for these acquisitions were allocated under the acquisition method of accounting to the estimated fair market value of the net assets acquired, including approximately $340.8 in identifiable intangible assets and a residual amount of tax-deductible goodwill of approximately $296.9. The goodwill reflects the Company’s expectations to utilize the acquired businesses’ workforce and established relationships and the benefits of being able to leverage operational efficiencies with favorable growth opportunities in these markets. The amortization period for non-compete agreements and customer list assets acquired from these businesses are 5 and 15 years, respectively. These acquisitions were made primarily to extend the Company’s geographic reach in important market areas and to partner with hospitals and health systems. The purchase price allocations for these acquisitions were preliminary at December 31, 2023. The preliminary valuation of acquired assets and assumed liabilities, include the following:

Jefferson Health Enzo BioChem Providence Health and Services - Oregon Tufts Medicine Legacy
Other Acquisitions Closed During the Year Ended December 31, 2023
Measurement Period Adjustments Amounts Acquired During the Year Ended December 31, 2023

Accounts receivable $ — $ (2.8) $ — $ — $ — $ 2.0 $ 0.2 $ (0.6)

Inventories — — 1.3 — — — — 1.3

Prepaid expenses and other — 0.4 — — 0.2 0.3 0.6 1.5

Property, plant, and equipment — — 4.7 — 3.3 6.5 (1.5) 13.0

Goodwill 50.8 54.1 50.7 73.8 49.0 18.5 (29.4) 267.5

Intangible assets 57.2 61.1 57.2 83.2 55.2 26.9 19.5 360.3

Other assets 2.2 — — — — 17.9 — 20.1

Total assets acquired 110.2 112.8 113.9 157.0 107.7 72.1 (10.6) 663.1

Accounts payable — — — — — 1.2 — 1.2

Accrued expenses and other — — 3.9 — — 1.2 (8.3) (3.2)

Deferred income taxes — — — — — — (2.3) (2.3)

Other liabilities — — — — — (4.1) — (4.1)

Total liabilities acquired — — 3.9 — — (1.7) (10.6) (8.4)

Net assets acquired $ 110.2 $ 112.8 $ 110.0 $ 157.0 $ 107.7 $ 73.8 $ — $ 671.5

Unaudited Pro Forma Information for 2023 Acquisitions

Had the aggregate of the Company’s 2023 acquisitions, that were accounted for as business combinations, been completed at January 1, 2022, the Company’s pro forma results would have been as follows:

Year Ended December 31,

2023 2022

Revenues $ 12,350.1 $ 12,126.3

Earnings from continuing operations $ 397.2 $ 1,030.3

F-23

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

5. RESTRUCTURING AND OTHER CHARGES

Restructuring and other charges represent amounts incurred in connection with the elimination of redundant positions and facilities within the organization in connection with cost saving initiatives, the Spin-off, and acquisitions or dispositions of businesses by the Company.

The components of Restructuring and other charges were as follows:

Year Ended December 31,

2025 2024 2023

Severance and other personnel costs $ 27.2 $ 43.0 $ 33.4

Facility-related costs 17.9 5.9 22.3

Contract termination costs
13.9 — —

Long-lived asset impairment and other non-cash charges
101.3 — —

Reversal of previously established restructuring accruals
(33.1) (2.9) (6.6)

Total Restructuring and other charges (1)
$ 127.2 $ 46.0 $ 49.1

(1)Includes $105.5 of costs and charges associated with the restructuring of ED for the year ended December 31, 2025, which mainly consisted of impairment charges related to property, plant, and equipment, intangible assets, and other assets of $61.4, $16.0, and $8.2, respectively.

The activity within the restructuring liabilities established were as follows:

Severance and Other

Personnel Costs

Facility-related Costs

Contract Termination Costs
Total

Liability balance at December 31, 2023 $ 7.6 $ 13.0 $ — $ 20.6

Restructuring charges 43.0 5.9 — 48.9

Reduction of prior restructuring accruals (2.5) (0.4) — (2.9)

Cash payments and other adjustments (39.7) (5.6) — (45.3)

Liability balance at December 31, 2024 8.4 12.9 — 21.3

Restructuring charges 27.2 17.9 13.9 59.0

Reduction of prior restructuring accruals (2.5) (30.6) — (33.1)

Cash payments and other adjustments (32.1) 4.7 — (27.4)

Liability balance at December 31, 2025 $ 1.0 $ 4.9 $ 13.9 $ 19.8

Liability balance classified as current $ 7.8

Liability balance classified as non-current 12.0

Total liability balance at December 31, 2025
$ 19.8

The non-current portion of the restructuring liability balance is expected to be paid out over 2.5 years.

6. LEASES

The Company has operating and finance leases for PSCs, laboratories and testing facilities, clinical facilities, general office spaces, vehicles, and office and laboratory equipment. Leases have remaining lease terms of less than a year to approximately 20 years, some of which include options to extend the leases for up to an additional 20 years.

The components of lease expense were as follows:

Year Ended December 31,

2025 2024 2023

Operating lease cost $ 240.7 $ 220.9 $ 202.6

Finance lease cost:

Amortization of ROU assets
$ 5.5 $ 7.5 $ 7.1

Interest on lease liabilities
3.6 4.4 4.8

Total finance lease cost
$ 9.1 $ 11.9 $ 11.9

F-24

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

Supplemental cash flow information related to leases was as follows:

Year Ended December 31,

2025 2024 2023

Cash paid for amounts included in the measurement of lease liabilities:

Operating cash flows used from operating leases $ (245.1) $ (229.7) $ (209.7)

Operating cash flows used from finance leases
$ (3.6) $ (4.4) $ (4.8)

Financing cash flows used from finance leases
$ (8.8) $ (11.9) $ (12.6)

ROU assets obtained in exchange for lease obligations:

Operating leases
$ 63.0 $ 226.8 $ 106.4

Finance leases
$ 0.2 $ 23.9 $ 2.3

Supplemental balance sheet information related to leases was as follows:

December 31,

2025 2024

Operating Leases:

Operating lease ROU assets (included in Property, plant, and equipment, net) $ 803.9 $ 784.5

Short-term operating lease liabilities $ 191.1 $ 184.6

Operating lease liabilities 682.6 676.3

Total operating lease liabilities $ 873.7 $ 860.9

Finance Leases:

Finance lease ROU assets (included in Other assets, net)
$ 52.8 $ 64.1

Short-term finance lease liabilities $ 4.6 $ 6.1

Financing lease liabilities 63.0 74.3

Total finance lease liabilities $ 67.6 $ 80.4

Weighted-average Remaining Lease Term (in Years):

Operating leases 8.1 8.2

Finance leases 14.4 14.1

Weighted-average Discount Rate:

Operating leases 4.5 % 4.4 %

Finance leases 5.1 % 5.2 %

Maturities of lease liabilities were as follows:

December 31, 2025

Operating Leases Finance Leases

2026 $ 224.1 $ 7.9

2027 171.8 7.4

2028 126.7 6.8

2029 92.8 6.5

2030 79.1 6.4

Thereafter 350.9 61.4

Total lease payments 1,045.4 96.4

Less imputed interest (171.7) (28.8)

Less current portion (191.1) (4.6)

Total maturities, due beyond one year $ 682.6 $ 63.0

The Company elected, for all classes of underlying assets, to account for lease components and non-lease components as a single lease component.

Rent expense for short-term leases for the years ended December 31, 2025, 2024, and 2023 amounted to $37.7, $31.1, $31.9, respectively. The Company has variable lease payments that do not depend on a rate index, primarily for purchase

F-25

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

volume commitments, which are recorded as variable cost when incurred. Total variable payments for the year ended December 31, 2025, 2024, and 2023 were $24.6, $32.4, and $32.7, respectively.

7. PROPERTY, PLANT, AND EQUIPMENT, NET

December 31,

Range of Useful Lives (in Years) 2025 2024

Land $ 87.5 $ 112.3

Buildings and building improvements 10 - 55 1,171.6 1,098.4

Machinery and equipment 3 - 10 2,123.8 2,108.2

Software 3 - 10 1,100.8 1,023.1

Furniture and fixtures 5 - 10 104.6 105.9

Leasehold improvements (1)
577.9 550.6

Construction in progress 381.5 333.4

Operating lease ROU assets 803.9 784.5

Total property, plant, and equipment
6,351.6 6,116.4

Less accumulated depreciation (3,270.1) (3,071.0)

Total Property, plant, and equipment, net
$ 3,081.5 $ 3,045.4

(1)Leasehold improvements are amortized over the shorter of their estimated useful lives or the term of the related leases.

Depreciation expense of property, plant, and equipment was $401.1, $387.1, and $361.1 for 2025, 2024, and 2023, respectively.

8. GOODWILL AND INTANGIBLE ASSETS

The balances, net of impairment, and changes in the carrying amount of goodwill were as follows:

Dx BLS Total

December 31, 2025 December 31, 2024 December 31, 2025 December 31, 2024 December 31, 2025 December 31, 2024

Beginning Balance $ 5,102.5 $ 4,813.9 $ 1,267.2 $ 1,328.6 $ 6,369.7 $ 6,142.5

Goodwill acquired, excluding measurement period adjustments
287.8 390.5 — — 287.8 390.5

Foreign currency impact and other adjustments to goodwill 44.5 (101.9) 87.5 (61.4) 132.0 (163.3)

Ending Balance $ 5,434.8 $ 5,102.5 $ 1,354.7 $ 1,267.2 $ 6,789.5 $ 6,369.7

During 2025, the Company recorded $0.0 and $16.0 of goodwill and intangible assets impairment charges, respectively. These intangible asset impairment charges are associated with the restructuring of ED and are reflected in Restructuring and other charges in the Consolidated Statements of Operations.

During 2024, the Company did not record goodwill or intangible asset impairment charges.

During 2023, the Company recorded goodwill and other asset impairment charges of $349.0 which was primarily comprised of goodwill impairment for the ED reporting unit and the impairment of a technology intangible asset, which are reflected in Goodwill and other asset impairments in the Consolidated Statements of Operations.

The cumulative goodwill impairment for the Company at December 31, 2025, and 2024 was $648.5 and primarily represents the goodwill of the Company’s ED reporting unit within the BLS segment.

F-26

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

The components of identifiable intangible assets were as follows:

Range of Useful Lives

(in Years) December 31, 2025 December 31, 2024

Gross

Carrying

Amount Accumulated

Amortization Net

Carrying

Amount Gross

Carrying

Amount Accumulated

Amortization Net

Carrying

Amount

Definite-lived intangible assets:

Customer relationships 10 - 36 $ 4,525.3 $ (1,816.3) $ 2,709.0 $ 4,114.7 $ (1,540.7) $ 2,574.0

Patents, licenses, and technology 3 - 15 548.7 (337.5) 211.2 541.0 (298.3) 242.7

Non-compete agreements 3 - 5 213.5 (108.0) 105.5 180.2 (83.9) 96.3

Other 1 - 15 40.0 (28.9) 11.1 39.9 (21.5) 18.4

Total definite-lived intangible assets
$ 5,327.5 $ (2,290.7) $ 3,036.8 $ 4,875.8 $ (1,944.4) $ 2,931.4

Indefinite-lived intangible assets:

Canadian and other licenses 559.2 N/A 559.2 557.5 N/A 557.5

Total intangible assets $ 5,886.7 $ (2,290.7) $ 3,596.0 $ 5,433.3 $ (1,944.4) $ 3,488.9

Amortization of intangible assets was $280.0, $256.4 and $219.8 in 2025, 2024, and 2023, respectively. Amortization expense of intangible assets is estimated to be $290.0 in 2026, $277.2 in 2027, $269.4 in 2028, $256.3 in 2029, $247.0 in 2030, and $1,696.9 thereafter.

9. ACCRUED EXPENSES AND OTHER

December 31,

2025 2024

Employee compensation and benefits $ 423.9 $ 495.4

Accrued taxes payable 160.3 152.7

Other 263.6 223.1

Total Accrued expenses and other
$ 847.8 $ 871.2

10. OTHER LIABILITIES

December 31,

2025 2024

Deferred compensation plan obligation $ 150.5 $ 132.5

Defined-benefit plan obligation 60.4 59.5

Worker’s compensation and auto 50.8 46.5

Cross currency swaps liability 274.0 142.7

Other 112.1 136.2

Total Other liabilities
$ 647.8 $ 517.4

11. DEBT

Short-term borrowings and the current portion of long-term debt consisted of the following:

December 31,

2025 2024

3.60% senior notes due 2025
$ — $ 1,000.0

1.55% senior notes due 2026
500.0 —

Debt issuance costs (0.2) (0.1)

Current portion of note payable 0.3 0.4

Total Short-term borrowings and current portion of long-term debt $ 500.1 $ 1,000.3

F-27

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

Long-term debt consisted of the following:

December 31,

2025 2024

1.55% senior notes due 2026
$ — $ 500.0

3.60% senior notes due 2027
600.0 600.0

2.95% senior notes due 2029
650.0 650.0

4.35% senior notes due 2030
650.0 650.0

2.70% senior notes due 2031
447.3 423.2

4.55% senior notes due 2032
500.0 500.0

4.80% senior notes due 2034
850.0 850.0

4.70% senior notes due 2045
900.0 900.0

Debt issuance costs (37.7) (42.3)

AR facility 525.0 300.0

Note payable — 0.3

Total Long-term debt $ 5,084.6 $ 5,331.2

Credit Facilities

The Company maintains a senior revolving credit facility, which was amended and restated on June 27, 2025. It consists of a five-year revolving facility in the principal amount of up to $1,000.0, with the option of increasing the facility by up to an additional $500.0, subject to certain conditions, including obtaining additional commitments from new or existing lenders. The revolving credit facility also provides for a subfacility of up to $100.0 for swing line borrowings and a subfacility of up to $150.0 for issuances of letters of credit. Borrowings under the revolving credit facility bear interest at a floating rate equal to either (i) a SOFR-based rate plus a margin ranging from 0.805% to 1.300% or (ii) a base rate plus a margin ranging from 0.0% to 0.300%, in each case depending on the Company’s long-term debt ratings. The Company is required to pay a facility fee quarterly on the aggregate amount of commitments under the revolving credit facility, at a per annum rate ranging from 0.070% to 0.200%, depending on the Company’s long term debt ratings, regardless of usage. The revolving credit facility is permitted to be used for general corporate purposes, including working capital, capital expenditures, funding of share repurchases and certain other payments, acquisitions, and other investments. There were no balances outstanding on the Company’s current revolving credit facility and $110.2 in outstanding letters of credit on the Company’s subfacility at December 31, 2025. At December 31, 2025, the effective interest rate on the revolving credit facility was 4.73%. The revolving credit facility expires in June 2030.

Under the Company’s revolving credit facility, the Company is subject to negative covenants limiting subsidiary indebtedness and certain other covenants typical for investment grade-rated borrowers and the Company is required to maintain certain leverage ratios. The Company was in compliance with all covenants in its term loans, the revolving credit facility, and AR Facility at December 31, 2025, and expects that it will remain in compliance with its existing debt covenants for the next 12 months.

On August 23, 2024, the Company and a bankruptcy-remote special purpose vehicle (SPV) entered into a $300.0 three-year accounts receivable securitization facility with PNC Bank, National Association (PNC) as administrative agent (AR Facility). The AR Facility provides for purchases of accounts receivable by PNC in an amount of up to $300.0 through August of 2027, and may increase up to $700.0, subject to the satisfaction of certain conditions.

The SPV is a variable interest entity for which the Company is the primary beneficiary. The SPV’s sole business consists of the continuous purchase of receivables from the Company which is used as collateral for the loan. Although the SPV is included in the Company’s Consolidated Financial Statements, it is a separate legal entity with separate creditors.

Upon the transfer of ownership and control of the receivables to the SPV, the Company has no retained interests in the receivables sold and they become unavailable to the Company’s creditors should the relevant seller become insolvent. The Company has collection and administrative responsibilities for the receivables sold to the SPV.

On January 31, 2025, the Company amended its AR Facility (AR Facility Amendment). The AR Facility Amendment increased the amount the Company can borrow from PNC from $300.0 to $700.0 through August of 2027. In addition, pursuant to the terms of the AR Facility Amendment (i) the Toronto-Dominion Bank became a party to the underlying receivables purchase agreement as a committed purchaser through January 2026 and (ii) MUFG Bank Ltd. and certain of its related conduit purchasers became parties to the underlying receivables purchase agreement as purchasers and the loans or investments of such conduit purchasers may accrue interest as specified in the AR Facility Amendment and receivables purchase agreement.

F-28

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

During the year ended December 31, 2025, and 2024, the Company received loan proceeds of $225.0 and $300.0, respectively under the AR Facility, which is included in cash from financing activities in the Consolidated Statements of Cash Flows.

On January 28, 2026, the Company further amended its AR Facility. Among other things, this amendment extended the scheduled termination date to January 26, 2029 and permits the Company at its option to increase the facility limit from $700.0 to $825.0 at any time on or before May 29, 2026.

Senior Notes

On September 23, 2024, LCAH (the Issuer) entered into a base indenture with U.S. Bank Trust Company, National Association, as trustee (the Trustee) (the 2024 Indenture). On September 23, 2024, the Company, the Issuer and the Trustee entered into supplemental indentures to the 2024 Indenture under which the Issuer issued, and the Company guaranteed, $2,000.0 in debt securities, consisting of $650.0 aggregate principal amount of 4.35% senior notes due 2030, $500.0 aggregate principal amount of 4.55% senior notes due 2032, and $850.0 aggregate principal amount of 4.80% senior notes due 2034 with interest payable semi-annually on April 1 and October 1 of each year, commencing April 1, 2025. Net proceeds from the offering were $1,983.0 after deducting underwriting discounts and other estimated expenses of the offering. The net proceeds were used to redeem or repay indebtedness and, to the extent not used for such purpose, for other general corporate purposes. Indebtedness redeemed or repaid at or prior to maturity were the Company’s 2.30% senior notes due December 2024, its 3.60% senior notes due February 2025, and $500.0 of borrowings under its revolving credit facility.

Other Information

Scheduled payments of long-term debt are as follows:

December 31, 2025

2026 $ 500.3

2027 600.0

2028 —

2029 1,175.0

2030 650.0

Thereafter 2,697.3

Total scheduled payments 5,622.6

Less current portion (500.3)

Long-term debt, due beyond one year $ 5,122.3

12. PREFERRED STOCK AND COMMON SHAREHOLDERS’ EQUITY

The Company is authorized to issue up to 265.0 shares of its Common Stock. The Company is authorized to issue up to 30.0 shares of preferred stock, par value $0.10 per share. There were no preferred shares outstanding at December 31, 2025, and 2024.

The changes in the Company’s shares of Common Stock issued and outstanding are summarized below:

Year Ended December 31,

2025 2024 2023

Beginning balance 83.4 83.9 88.2

Shares issued under employee stock plans 0.6 0.6 0.5

Shares repurchased (1.8) (1.1) (4.8)

Ending balance 82.2 83.4 83.9

Share Repurchase Program

On July 24, 2024, the Company’s Board adopted a share repurchase plan authorizing the repurchase of up to $1,000.0 maximum value of the Company’s shares in addition to the remaining amount outstanding under the previous plan.

During the twelve months ended December 31, 2025, the Company purchased 1.8 shares of its Common Stock at an average price of $254.17 for a total cost of $450.0. During the twelve months ended December 31, 2024, the Company purchased 1.1 shares of its Common Stock at an average price of $219.57 for a total cost of $250.1. At December 31, 2025, the Company had outstanding authorization from its Board to purchase up to $830.4 maximum value of the Company’s Common Stock.

F-29

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

On August 8, 2023, the Company entered into accelerated share repurchase agreements (collectively, the ASR Agreements) with two different banks, Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC (collectively, the Financial Institutions), to repurchase approximately $1,000.0 in the aggregate of the Company’s Common Stock, as part of the Company’s Common Stock repurchase program. The remaining repurchase authorization has no expiration date.

Under the ASR Agreements, the Company made an aggregate payment of $1,000.0 to the Financial Institutions and received an aggregate initial number of approximately 3.7 shares of Common Stock from the Financial Institutions, which were removed from the outstanding share count in connection with entering into the ASR Agreements. In December 2023, the Company received 1.1 shares of its Common Stock as a final settlement from the Financial Institutions. The average daily volume weighted-average price less discount per share was $206.85. The Company had accrued $9.0 of excise tax related to this accelerated share repurchase which was paid in April 2024.

During the fourth quarter of 2021, the Company’s Board adopted a share repurchase plan authorizing up to $2,500.0 of the Company’s shares in addition to the remaining amount outstanding under the previous plan.

When the Company repurchases shares of Common Stock, the amount paid to repurchase the shares in excess of the par or stated value is allocated to Additional paid-in-capital within the Consolidated Balance Sheet unless subject to limitation or the balance in Additional paid-in-capital is exhausted. Remaining amounts are recognized as a reduction in Retained earnings within the Company’s Consolidated Balance Sheets.

Dividends

The Company started declaring quarterly cash dividends in the second quarter of 2022, with a total of $2.88 per share declared in 2025, 2024, and 2023.

On January 14, 2026, the Company announced a cash dividend of $0.72 per share of Common Stock, or approximately $61.0 in the aggregate. The dividend will be paid on March 12, 2026, to stockholders of record of all issued and outstanding shares of Common Stock as of the close of business on February 27, 2026. The declaration and payment of any future dividends will be at the discretion of the Board.

Accumulated Other Comprehensive Loss

The components of Accumulated other comprehensive loss were as follows:

Foreign

Currency

Translation

Adjustments Net

Benefit

Plan

Adjustments Accumulated

Other

Comprehensive

Loss

Balance at December 31, 2022
$ (462.3) $ (30.9) $ (493.2)

Fortrea Holdings Inc. spin-off
231.6 6.4 238.0

Current year adjustments
183.1 30.1 213.2

Pension settlement charge — (10.9) (10.9)

Amounts reclassified from accumulated other comprehensive earnings (1)
— (4.6) (4.6)

Tax effect of adjustments
— (1.8) (1.8)

Balance at December 31, 2023 $ (47.6) $ (11.7) $ (59.3)

Current year adjustments (217.1) (2.6) (219.7)

Amounts reclassified from Accumulated other comprehensive earnings (1)
— 23.3 23.3

Tax effect of adjustments — (5.9) (5.9)

Balance at December 31, 2024 $ (264.7) $ 3.1 $ (261.6)

Current year adjustments 231.7 16.2 247.9

Pension settlement charge — (11.1) (11.1)

Amounts reclassified from Accumulated other comprehensive earnings (1)
— (1.9) (1.9)

Tax effect of adjustments — (0.9) (0.9)

Balance at December 31, 2025 $ (33.0) $ 5.4 $ (27.6)

(1) The amortization of prior service cost is included in the computation of net periodic benefit cost.

F-30

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

13. INCOME TAXES

The sources of Earnings from continuing operations before income taxes, classified between domestic and foreign entities, are as follows:

Year Ended December 31,

2025 2024 2023

Domestic $ 728.9 $ 629.7 $ 504.0

Foreign 378.6 329.8 64.9

Total Earnings from continuing operations before income taxes
$ 1,107.5 $ 959.5 $ 568.9

The components of income tax expense attributable to continuing operations are as follows:

Year Ended December 31,

2025 2024 2023

Current tax expense:

Federal $ 64.6 $ 125.9 $ 183.1

State 12.5 46.2 38.9

Foreign 55.1 60.4 44.6

$ 132.2 $ 232.5 $ 266.6

Deferred tax expense (benefit):

Federal $ 83.1 $ (6.3) $ (63.1)

State 15.9 (11.1) (31.6)

Foreign (1.4) (2.7) 16.6

97.6 (20.1) (78.1)

Total Provision for income taxes
$ 229.8 $ 212.4 $ 188.5

F-31

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

The effective tax rates on earnings before income taxes are reconciled to statutory U.S. income tax rates as follows:

Year Ended December 31,

2025 2024 2023

Amount % Amount % Amount %

Statutory U.S. rate
$ 232.6 21.0 % $ 201.5 21.0 % $ 119.5 21.0 %

State and local income taxes, net of federal income tax effects (1)
24.3 2.2 % 23.4 2.4 % 2.7 0.5 %

Foreign tax effects:

Canada:

Deferred tax adjustments
0.4 — % 0.5 0.1 % 9.9 1.7 %

Other 1.1 0.1 % (2.5) (0.3) % 3.3 0.6 %

Germany:

Deferred tax adjustments
(0.2) — % (0.2) — % (6.8) (1.2) %

Other 1.1 0.1 % 1.1 0.1 % 5.8 1.0 %

United Kingdom:

Goodwill impairment
— — % — — % 39.1 6.9 %

Deferred tax adjustments
0.3 — % — — % 12.9 2.3 %

Other (0.3) — % (0.4) — % 5.1 0.8 %

Switzerland:

Foreign rate differential
(16.9) (1.5) % (16.0) (1.7) % (16.1) (2.8) %

Other 2.7 0.2 % 3.8 0.4 % 0.6 0.1 %

Other foreign jurisdictions
(0.4) — % (0.3) — % 1.0 0.2 %

Enactment of new tax laws
— — % — — % — — %

Effect of cross-border tax laws:

Other 3.0 0.3 % 4.5 0.5 % 2.1 0.4 %

Tax credits:

R&D tax credits
(16.2) (1.5) % (18.0) (1.9) % (13.2) (2.3) %

Other (1.1) (0.1) % (0.7) (0.1) % (1.3) (0.2) %

Valuation allowances
0.5 — % (1.4) (0.1) % — — %

Nontaxable or nondeductible items:

Goodwill impairment
— — % — — % 18.1 3.2 %

Officer compensation
8.3 0.7 % 6.9 0.7 % 9.9 1.7 %

Worthless stock loss
— — % — — % (14.8) (2.6) %

Other 5.3 0.5 % 7.5 0.8 % 5.7 1.0 %

Changes in unrecognized tax benefits
(8.3) (0.7) % 1.9 0.2 % (1.0) (0.2) %

Other adjustments:

Deferred tax adjustments
0.1 — % 3.2 0.3 % 6.4 1.1 %

Other (6.5) (0.6) % (2.4) (0.3) % (0.4) (0.1) %

Effective tax rate
$ 229.8 20.7 % $ 212.4 22.1 % $ 188.5 33.1 %

(1) State taxes in California, New Jersey, and New York contributed to the majority of the tax effect in this category

F-32

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are as follows:

December 31,

2025 2024

Deferred tax assets:

Derivative instruments
$ 69.7 $ 36.5

Employee compensation and benefits 69.0 70.8

Operating lease liability 198.0 199.3

Credit carryforwards
45.2 0.4

Capitalized R&D costs
98.2 194.7

Tax loss carryforwards 226.4 224.0

Other 118.2 114.3

Total gross deferred tax assets 824.7 840.0

Less: valuation allowance (128.1) (127.2)

Deferred tax assets, net of valuation allowance $ 696.6 $ 712.8

Deferred tax liabilities:

Right of use asset $ (182.9) $ (181.6)

Intangible assets (663.3) (626.7)

Property, plant, and equipment (216.7) (177.7)

Other (64.5) (71.7)

Total gross deferred tax liabilities $ (1,127.4) $ (1,057.7)

Net deferred tax liabilities $ (430.8) $ (344.9)

The table below provides a rollforward of the valuation allowance:

Year Ended December 31,

2025 2024 2023

Beginning balance $ 127.2 $ 150.2 $ 151.3

Movements charged to expense 0.3 (22.8) (8.9)

Reductions and other adjustments 0.6 (0.2) 7.8

Ending balance $ 128.1 $ 127.2 $ 150.2

The Company has U.S. federal tax loss carryforwards of approximately $88.6, which expire periodically through 2037, as well as post-2017 carryforwards of $148.7, which have indefinite carryforwards. The Company has U.S. state tax loss carryforwards of $660.7, a portion of which expire annually. In addition to federal and state net operating losses, the Company has a federal capital loss carryforward of $12.0, which expires in 2030. Credit carryforwards for federal and state income tax purposes are $45.2, the majority of which have indefinite carryforwards. The Company has foreign tax loss carryforwards of $112.4, the majority of which have indefinite carryforwards, as well as foreign tax loss carryforwards of $444.9, which expire periodically through 2041. In addition to the foreign net operating losses, the Company has foreign capital loss carryforwards of $30.5, which have indefinite carryforwards. Deferred tax assets associated with loss and credit carryforwards of $271.6 have been reduced by valuation allowances of $128.1.

The valuation allowance increased from $127.2 in 2024 to $128.1 in 2025 primarily due to the establishment of valuation allowances on certain federal and foreign capital losses which were partially offset by decreases in valuation allowances on certain state and foreign net operating losses.

Unrecognized income tax benefits were $24.5 and $32.2 at December 31, 2025, and 2024, respectively. The Company recognizes interest and penalties related to unrecognized income tax benefits in Provision for income taxes in the Consolidated Statements of Operations. Accrued interest and penalties related to uncertain tax positions totaled $0.0 and $0.2 at December 31, 2025, and 2024, respectively. During the years ended December 31, 2025, 2024, and 2023, the Company recognized $0.0, $0.1 and $0.0, respectively, in interest and penalties expense, which was offset by a benefit from reversing previous accruals for interest and penalties of $0.2, $0.0 and $1.8, respectively.

F-33

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

The following table shows a reconciliation of the unrecognized income tax benefits, excluding interest and penalties, from uncertain tax positions:

Year Ended December 31,

2025 2024 2023

Beginning balance $ 32.2 $ 29.9 $ 37.5

Increase in reserve for tax positions taken in the current year 2.2 2.2 1.8

Increase in reserve for tax positions taken in a prior period 5.5 3.8 10.4

Decrease in reserve for tax positions taken in a prior period (15.4) (3.4) (4.0)

Decrease in reserve as a result of settlements — (0.1) (7.2)

Decrease in reserve as a result of lapses in the statute of limitations — (0.2) (8.6)

Ending balance $ 24.5 $ 32.2 $ 29.9

At December 31, 2025, 2024, and 2023, there are $24.5, $32.2 and $29.9, respectively, of tax benefits that, if recognized, would favorably impact the effective income tax rate.

The Company has substantially concluded all U.S. federal income tax matters for years through 2018 and is currently under Internal Revenue Service examination for tax years 2019 through 2022. Substantially all material state and local and foreign income tax matters have been concluded through 2017 and 2019, respectively. The Company has various state and foreign income tax examinations ongoing throughout the year. The Company believes adequate provisions have been recorded related to all open tax years.

Pillar Two legislation arising from the Organisation for Economic Co-operation and Development’s base erosion and profit shifting initiative has been enacted or substantively enacted in certain jurisdictions in which the Company operates. The legislation was effective for the Company’s financial year beginning January 1, 2024. The Company is in scope of the enacted or substantively enacted legislation and has performed an assessment of the Company’s potential exposure to Pillar Two income taxes. The assessment of the potential exposure to Pillar Two income taxes is based on the most recent tax filings, country-by-country reporting, and financial statements for the constituent entities in the Company. Based on the assessment, the Pillar Two effective tax rates in most of the jurisdictions in which the Company operates are above 15%. We expect to qualify for the transitional safe harbor relief in all significant jurisdictions and have not provisioned for any incremental income tax expense attributable to Pillar Two.

14. STOCK COMPENSATION PLANS

Stock Incentive Plans

In May 2025, the shareholders approved the Labcorp Holdings Inc. 2025 Omnibus Incentive Plan (the 2025 Plan). Under the 2025 Plan, at December 31, 2025, there were 3.1 shares authorized for future issuance and 3.0 shares available for future grant. With the adoption of the 2025 Plan, there are no shares authorized for future issuance or future grant under the previous Labcorp Holdings Inc. Amended and Restated 2016 Omnibus Incentive Plan.

Stock Options

The following table summarizes grants of non-qualified options made by the Company to officers, key employees, and non-employee directors under all plans. Stock options are typically granted at an exercise price equal to or greater than the fair market price per share on the date of grant, vest ratably over a period of three years on the anniversaries of the grant date, and have a contractual exercise period of 10 years subject to their earlier expiration or termination.

Changes in options outstanding were as follows:

Number of

Options Weighted-Average

Exercise Price

per Option
Weighted-Average

Remaining

Contractual Term

(in Years)
Aggregate

Intrinsic

Value

Outstanding at December 31, 2024 0.6 $ 180.29

Granted 0.1 $ 245.14

Outstanding at December 31, 2025 0.7 $ 187.16 4.9 $ 43.7

Exercisable at December 31, 2025 0.5 $ 174.47 3.9 $ 41.1

F-34

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

Cash received by the Company from option exercises, the actual tax benefit realized for the tax deductions and the aggregate intrinsic value of options exercised from option exercises under all share-based payment arrangements were as follows:

Year Ended December 31,

2025 2024 2023

Cash received by the Company $ 2.5 $ 6.5 $ 2.9

Tax benefits realized $ 0.6 $ 1.6 $ 0.7

Aggregate intrinsic value $ 1.4 $ 1.6 $ 0.7

The following table shows the weighted-average grant-date fair values of options issued during the respective year and the weighted-average assumptions that the Company used to develop the fair value estimates:

Year Ended December 31,

2025 2024 2023

Fair value per option $ 83.22 $ 73.08 $ 72.27

Weighted-average expected life (in years) 6.0 6.0 6.0

Risk free interest rate 4.4 % 4.1 % 3.4 %

Expected volatility 29.7 % 30.0 % 29.8 %

Expected dividend yield 1.2 % 1.3 % 1.4 %

The Black-Scholes model incorporates assumptions to value stock-based awards. The risk-free interest rate for periods within the contractual life of the option is based on a zero-coupon U.S. government instrument over the contractual term of the equity instrument. Expected volatility of the Company’s stock is based on historical volatility of the Company’s stock. The Company estimates expected option terms through an analysis of actual, historical post-vesting exercise, cancellation and expiration behavior by employees and projected post-vesting activity of outstanding options. Groups of employees and non-employee directors that have similar exercise behavior with regard to option exercise timing and forfeiture rates are considered separately for valuation purposes. For 2025, 2024, and 2023, expense related to the Company’s stock option plan totaled $5.9, $5.2, and $3.8, respectively.

Restricted Stock, Restricted Stock Units and Performance Shares

The Company grants restricted stock, restricted stock units, and performance shares (non-vested shares) to officers and key employees and grants restricted stock and restricted stock units to non-employee directors. Restricted stock and units typically vest annually in equal one-third increments beginning on the first anniversary of the grant. A performance share grant in 2023 represents a three-year award opportunity for the period 2023-2025, and if earned, vests fully (to the extent earned) in the first quarter of 2026. A performance share grant in 2024, represents a three-year award opportunity for the period of 2024-2026 and, if earned, vests fully (to the extent earned) in the first quarter of 2027. A performance share grant in 2025, represents a three-year award opportunity for the period of 2025-2027 and, if earned, vests fully (to the extent earned) in the first quarter of 2028. Performance share awards are subject to certain earnings per share, revenue, and total shareholder return targets, the achievement of which may increase or decrease the number of shares which the grantee earns and therefore receives upon vesting. Unearned restricted stock and performance share compensation is amortized to expense, when probable, over the applicable vesting periods. For 2025, 2024, and 2023, total restricted stock, restricted stock unit, and performance share compensation expense was $104.8, $96.6, and $111.1, respectively.

The following table shows a summary of non-vested shares for the year ended December 31, 2025:

Number of

Shares Weighted-Average

Grant Date Fair Value

Beginning balance 0.9 $ 226.44

Granted 0.5 $ 251.06

Vested (0.4) $ 226.54

Canceled (0.1) $ 235.13

Ending balance 0.9 $ 237.94

Unrecognized Compensation Cost

At December 31, 2025, there was $106.2 of total unrecognized compensation cost related to non-vested stock options, restricted stock, restricted stock unit, and performance share-based compensation arrangements granted under the Company’s

F-35

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

stock incentive plans. That cost is expected to be recognized over a weighted-average period of 1.7 years and will be included in Cost of revenues and Selling, general, and administrative expenses in the Consolidated Statements of Operations.

Employee Stock Purchase Plan

In May 2025, the shareholders approved the Labcorp Holdings Inc. 2025 Employee Stock Purchase Plan (the ESPP Plan), which replaced the 2016 Employee Stock Purchase Plan. Under the ESPP Plan, the Company is authorized to issue 2.5 shares of Common Stock. The ESPP Plan permits substantially all U.S., Canada, and U.K. employees to purchase a limited number of shares of Company stock at 85% of market value. The Company issues Common Stock to participating employees semi-annually in January and July of each year. Approximately 0.3 shares were purchased by eligible employees in 2025, 2024, and 2023. For 2025, 2024, and 2023, expense related to the Company’s employee stock purchase plans were $15.1, $14.9, and $13.8, respectively.

The Company uses the Black-Scholes model to calculate the fair value of the employee’s purchase right. The fair value of the employee’s purchase right and the assumptions used in its calculation are as follows:

Year Ended December 31,

2025 2024 2023

Fair value of the employee’s purchase right $ 49.33 $ 47.56 $ 49.19

Valuation assumptions:

Risk free interest rate 4.3 % 5.0 % 5.0 %

Expected volatility 22.8 % 27.9 % 30.0 %

Expected dividend yield 1.2 % 1.3 % 1.4 %

15. COMMITMENTS AND CONTINGENCIES

Commitments

The Company has a noncancelable contract with a vendor to purchase inventory supplies pursuant to which the Company is obligated to make expected total future minimum payments of $129.2, including $34.7 in 2026, $20.5 in 2027, and $74.0 in 2028.

Legal Contingencies

The Company is involved from time to time in various claims and legal actions, including arbitrations, class actions, and other litigation (including those described in more detail below), arising in the ordinary course of business. Some of these actions involve claims that are substantial in amount. These matters include, but are not limited to, intellectual property disputes, commercial and contract disputes, professional liability claims, employee-related matters, transaction-related disputes, securities and corporate law matters, and inquiries, including subpoenas and other civil investigative demands, from governmental agencies, Medicare or Medicaid payers, and MCOs reviewing billing practices or requesting comment on allegations of billing irregularities that are brought to their attention through billing audits or third parties. The Company receives civil investigative demands or other inquiries from various governmental bodies in the ordinary course of its business. Such inquiries can relate to the Company or other parties, including physicians and other health care providers. The Company works cooperatively to respond to appropriate requests for information.

The Company also is named from time to time in suits brought under the qui tam provisions of the False Claims Act and comparable state laws. These suits typically allege that the Company has made false statements and/or certifications in connection with claims for payment from U.S. federal or state healthcare programs. The suits may remain under seal (hence, unknown to the Company) for some time while the government decides whether to intervene on behalf of the qui tam plaintiff. Such claims are an inevitable part of doing business in the healthcare field today.

The Company believes that it is in compliance in all material respects with all statutes, regulations, and other requirements applicable to its commercial laboratory operations and drug development support services. The healthcare diagnostics and drug development industries are, however, subject to extensive regulation, and the courts have not interpreted many of the applicable statutes and regulations. Therefore, the applicable statutes and regulations could be interpreted or applied by a prosecutorial, regulatory, or judicial authority in a manner that would adversely affect the Company. Potential sanctions for violation of these statutes and regulations include significant civil and criminal penalties, fines, the loss of various licenses, certificates and authorizations, additional liabilities from third-party claims, and/or exclusion from participation in government programs.

Many of the current claims and legal actions against the Company are in preliminary stages, and many of these cases seek an indeterminate amount of damages. The Company records an aggregate legal reserve, which is determined using calculations

F-36

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

based on historical loss rates and assessment of trends experienced in settlements and defense costs. In accordance with FASB Accounting Standards Codification Topic 450 “Contingencies,” the Company establishes reserves for judicial, regulatory, and arbitration matters outside the aggregate legal reserve if and when those matters present loss contingencies that are both probable and reasonably estimable and would exceed the aggregate legal reserve. If the reasonable estimate of a known or probable loss is a range, and no amount within the range is a better estimate than any other, the minimum amount of the range is accrued. If a loss is reasonably possible but not known or probable, and may be reasonably estimated, the estimated loss or range of loss is disclosed. When loss contingencies are not both probable and reasonably estimable, the Company does not establish separate reserves.

The Company is unable to estimate a range of reasonably possible loss for the proceedings described in more detail below in which damages either have not been specified or, in the Company’s judgment, are unsupported and/or exaggerated and (i) the proceedings are in early stages, (ii) there is uncertainty as to the outcome of pending appeals or motions, (iii) there are significant factual issues to be resolved, and/or (iv) there are novel legal issues to be presented. For these proceedings, however, the Company does not believe, based on currently available information, that the adverse outcomes are probable and reasonably estimable, and it does not believe they will have a material adverse effect on the Company’s financial statements.

The Company has received various subpoenas and other civil investigative demands related to Medicaid billing. In October 2013, the Company received a Civil Investigative Demand from the State of Texas Office of the Attorney General requesting documents related to its billing to Texas Medicaid. The Company cooperated with this request. On October 5, 2018, the Company received a second Civil Investigative Demand from the State of Texas Office of the Attorney General requesting documents related to its billing to Texas Medicaid. The Company cooperated with this request. On January 26, 2021, the Company was notified that a qui tam Petition was pending under seal in the District Court, 250th Judicial District, Travis County, Texas, and that the State of Texas had intervened. On April 14, 2021, the Petition was unsealed. The Petition alleges that the Company submitted claims for reimbursement to Texas Medicaid that were higher than permitted under Texas Medicaid’s alleged “best price” regulations, and that the Company offered remuneration to Texas healthcare providers in the form of discounted pricing for certain laboratory testing services in exchange for the providers’ referral of Texas Medicaid business to the Company. The Petition seeks actual and double damages and civil penalties, as well as recovery of costs, attorney’s fees, and legal expenses. On August 1, 2022, the District Court entered an order granting the Company’s Motion for Partial Summary Judgment with respect to the claim that the Company submitted claims for reimbursement to Texas Medicaid that were higher than permitted under Texas Medicaid’s alleged “best price” regulations. Plaintiffs filed a Notice of Non-Suit and Motion for Entry of Final Judgment and, on November 11, 2022, the court entered a Judgment. Plaintiffs filed a Notice of Appeal with respect to the court’s order granting the Company’s Motion for Partial Summary Judgment, referenced above. On December 31, 2024, the Texas Court of Appeals issued a decision reversing the District Court’s order granting the Company’s Motion for Partial Summary Judgment. On February 28, 2025, the Company filed in the Texas Supreme Court a Petition for Review with respect to the Texas Court of Appeals decision. On January 16, 2026, the Texas Supreme Court granted the Petition for Review. The Company will vigorously defend the lawsuit.

On May 14, 2019, Retrieval-Masters Creditors Bureau, Inc. d/b/a AMCA, an external collection agency, notified the Company about a security incident AMCA experienced that may have involved certain personal information about some of the Company’s patients (the AMCA Incident). The Company referred patient balances to AMCA only when direct collection efforts were unsuccessful. The Company’s systems were not impacted by the AMCA Incident. Upon learning of the AMCA Incident, the Company promptly stopped sending new collection requests to AMCA and stopped AMCA from continuing to work on any pending collection requests from the Company. AMCA informed the Company that it appeared that an unauthorized user had access to AMCA’s system between August 1, 2018, and March 30, 2019, and that AMCA could not rule out the possibility that personal information on AMCA’s system was at risk during that time period. Information on AMCA’s affected system from the Company may have included name, address, and balance information for the patient and person responsible for payment, along with the patient’s phone number, date of birth, referring physician, and date of service. The Company was later informed by AMCA that health insurance information may have been included for some individuals, and because some insurance carriers utilize the Social Security Number as a subscriber identification number, the Social Security Number for some individuals may also have been affected. No ordered tests, laboratory test results, or diagnostic information from the Company were in the AMCA affected system. The Company notified individuals for whom it had a valid mailing address. For the individuals whose Social Security Number was affected, the notice included an offer to enroll in credit monitoring and identity protection services that was provided free of charge for 24 months.

Twenty-three putative class action lawsuits were filed against the Company related to the AMCA Incident in various U.S. District Courts. Numerous similar lawsuits have been filed against other healthcare providers who used AMCA. These lawsuits were consolidated into a multidistrict litigation in the District of New Jersey. On November 15, 2019, the Plaintiffs filed a Consolidated Class Action Complaint in the U.S. District Court of New Jersey. The consolidated Complaint generally alleged

F-37

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

that the Company did not adequately protect its patients’ data and failed to timely notify those patients of the AMCA Incident. The Complaint asserted various causes of action, including but not limited to negligence, breach of implied contract, unjust enrichment, and the violation of state data protection statutes. The Complaint sought damages on behalf of a class of all affected Company customers. On January 22, 2020, the Company filed Motions to Dismiss all claims. On December 16, 2021, the court granted in part and denied in part the Company’s Motion to Dismiss. On March 31, 2022, the Plaintiffs filed an Amended Complaint alleging claims for negligence, negligence per se, breach of confidence, invasion of privacy, and various state statutory claims, including a claim under the California Confidentiality of Medical Information Act. The Company filed a Motion to Dismiss certain claims of the Amended Complaint. On May 5, 2023, the court granted in part and denied in part the Company’s Motion to Dismiss. On November 1, 2024, Plaintiffs served their motion for class certification. On November 25, 2025, the parties reached a term sheet and are in the process of drafting a formal settlement agreement, which will be subject to court approval.

The Company was served with a shareholder derivative lawsuit, Raymond Eugenio, Derivatively on Behalf of Nominal Defendant, Laboratory Corporation of America Holdings v. Lance Berberian, et al., filed in the Court of Chancery of the State of Delaware on April 23, 2020. The complaint asserts derivative claims on the Company’s behalf against the Company’s board of directors and certain executive officers. The complaint generally alleges that the defendants failed to ensure that the Company utilized proper cybersecurity safeguards and failed to implement a sufficient response to data security incidents, including the AMCA Incident. The complaint asserts derivative claims for breach of fiduciary duty and seeks relief including damages, certain disclosures, and certain changes to the Company’s internal governance practices. On June 2, 2020, the Company filed a Motion to Stay the lawsuit due to its overlap with the multi-district litigation referenced above. On July 2, 2020, the Company filed a Motion to Dismiss. On July 14, 2020, the court entered an order staying the lawsuit pending the resolution of the multi-district litigation. The Company will vigorously defend the lawsuit.

Certain governmental entities have requested information from the Company related to the AMCA Incident. The Company received a request for information from the OCR of the Department of Health and Human Services. On April 28, 2020, OCR notified the Company of the closure of its inquiry. The Company has also received requests from a multi-state group of state Attorneys General and is cooperating with these requests for information.

On January 31, 2020, the Company was served with a putative class action lawsuit, Luke Davis and Julian Vargas, et al. v. Laboratory Corporation of America Holdings, filed in the U.S. District Court for the Central District of California. The lawsuit alleges that visually impaired patients are unable to use the Company’s touchscreen kiosks at Company PSCs in violation of the Americans with Disabilities Act and similar California statutes. The lawsuit seeks statutory damages, injunctive relief, and attorney’s fees and costs. On March 20, 2020, the Company filed a Motion to Dismiss Plaintiffs’ Complaint and to Strike Class Allegations. In August 2020, the Plaintiffs filed an Amended Complaint. On April 26, 2021, the Plaintiffs and the Company each filed Motions for Summary Judgment and the Plaintiffs filed a Motion for Class Certification. On May 23, 2022, the court entered an order granting Plaintiffs’ Motion for Class Certification. On June 6, 2022, the Company filed a Petition for Permission to Appeal the Order Granting Class Certification with the U.S. Court of Appeals for the Ninth Circuit. On September 22, 2022, the Ninth Circuit granted the Company’s Petition for Permission to Appeal the Order Granting Class Certification. On February 8, 2024, the Ninth Circuit affirmed the trial court’s decision to certify both a California damages class and a nationwide injunctive class. On March 25, 2024, the Company filed a Petition for Rehearing En Banc with the Ninth Circuit. On April 18, 2024, the Ninth Circuit denied the Petition for Rehearing En Banc. On September 13, 2024, the Company filed a Petition for Writ of Certiorari with the U.S. Supreme Court, which was granted on January 24, 2025, and then dismissed on June 5, 2025. The Company will vigorously defend the lawsuit.

On October 16, 2020, Ravgen Inc. filed a patent infringement lawsuit, Ravgen Inc. v. Laboratory Corporation of America Holdings, in the U.S. District Court for the Western District of Texas, alleging infringement of two Ravgen-owned U.S. patents. The lawsuit sought monetary damages, enhancement of those damages for willfulness, and recovery of attorney’s fees and costs. On September 28, 2022, a jury rendered a verdict in favor of the Plaintiff on the sole asserted patent finding that the Company willfully infringed Ravgen’s patent, and awarded damages of $272.0. Plaintiff filed post-trial motions seeking enhanced damages of up to $817.0 based on the finding of willfulness, as well as attorney’s fees and costs. On May 12, 2023, the court issued an order granting Plaintiff’s motion in part and awarding enhanced damages of $100.0. On January 23, 2025, the court issued an order awarding Plaintiff post-verdict supplemental damages of $2.6, an ongoing royalty of one hundred dollars and 00/100 cents per test through the life of the patent at issue, pre- and post-judgment interest, and other relief. In January and February 2025, the trial court entered orders denying the Company’s post-trial motions and the Company has filed an appeal. On March 18, 2025, the Company filed an appeal bond with the Court to stay enforcement of the judgment pending appeal. The Company strongly disagrees with the verdict, based on a number of legal factors, and will vigorously defend the lawsuit through the appeal process.

F-38

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

On June 7, 2023, the Company was served with a putative class action lawsuit, Connie Howard, Yadira Yazmin Hernandez, and Deborah Reynolds, et al. v. Laboratory Corporation of America, Laboratory Corporation of America Holdings, and Meta Platforms, Inc., filed in the U.S. District Court for the Northern District of California, alleging that the Company’s website includes a tracking code created by Meta, known as the Meta Pixel, that sent information related to Plaintiffs and their online activities to Meta. Plaintiffs assert claims against the Company under California and Pennsylvania law and seek to represent classes of all persons in California, or in Pennsylvania, who allegedly entered search terms into the Company’s website and who used Facebook during a time that Plaintiffs allege the Meta Pixel was active on the Company’s website. Plaintiffs seek an injunction, damages, attorneys’ fees, and costs. On August 23, 2023, the Company filed a Motion to Dismiss. On September 5, 2023, the lawsuit was transferred to the U.S. District Court for the Middle District of North Carolina. On September 9, 2023, Plaintiffs filed an Amended Complaint. Among other things, the Amended Complaint contains allegations that in addition to the Meta Pixel, the Company’s website uses Google Analytics and other online tracking technologies. On October 11, 2023, the Company filed a Motion to Dismiss the Amended Complaint. On January 16, 2026, the parties reached a settlement in principle, which is subject to the execution of a settlement agreement and court approval. If approved, the settlement will resolve the lawsuit.

On June 27, 2022, the Company was served with a Subpoena Duces Tecum issued by the DOJ in Boston, Massachusetts requiring the production of documents related to urine drug testing. The Company is cooperating with the DOJ.

There are various other pending legal proceedings involving the Company including, but not limited to, additional employment-related lawsuits, professional liability lawsuits, and commercial lawsuits. While it is not feasible to predict the outcome of such proceedings, in the opinion of the Company, the likelihood of loss is remote and any reasonably possible loss associated with the resolution of such proceedings is not expected to be material to the Company’s financial condition, results of operations, or cash flows, either individually or in the aggregate.

Under the Company’s present insurance programs, coverage is obtained for catastrophic exposure as well as those risks required to be insured by law or contract. The Company is responsible for the uninsured portion of losses related primarily to general, professional and vehicle liability, certain medical costs and workers’ compensation. The self-insured retentions are on a per-occurrence basis without any aggregate annual limit. Provisions for losses expected under these programs are recorded based upon the Company’s estimates of the aggregated liability of claims incurred.

16. PENSION AND POSTRETIREMENT PLANS

Defined Contribution Retirement Plans

The Company has various U.S. defined contribution retirement plans (401K Plans). Under these 401K Plans, employees can contribute a portion of their salary to the plan and the Company makes minimum non-elective contributions, discretionary contributions, and matching contributions, depending on the terms of the specific plan. On January 1, 2021, all of the 401K Plans were modified to provide for 100% match of employee contributions up to 5% of their salary. Total expense relating to the 401K Plans for the years ended December 31, 2025, 2024, and 2023 was $166.1, $153.5, and $167.6, respectively.

Defined Benefit Pension Plans

The Company sponsors both funded and unfunded defined benefit pension plans which provide benefits based on various criteria such as years of service and salary. The Company maintained two plans in the U.S., two plans in the U.K., and one in Germany.

The two plans in the U.S. (U.S. Plans) were closed to new entrants and the accrual of service credits at the end of 2009. The U.K. pension plan was closed to new entrants and the accrual of service credits for one plan as of December 31, 2002, and the accrual of service credits for the other plan as of December 31, 2019. The German plan was closed to new entrants on December 31, 2009, but participants continue to accrue service credits. The U.K. and German plans are aggregated for disclosure as the Non-U.S. Plans.

F-39

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

Net Periodic Benefit Costs

The components of the net periodic benefit costs for the defined benefit pension plans are as follows:

U. S. Plans Non-U.S. Plans

Year Ended December 31,

2025 2024 2023 2025 2024 2023

Service cost
$ 2.6 $ 3.7 $ 3.9 $ 1.5 $ 1.5 $ 1.4

Interest cost
11.2 11.1 12.3 15.9 14.7 15.2

Expected return on plan assets (11.0) (11.0) (11.6) (17.8) (16.0) (16.7)

Net amortization and deferral 2.2 3.3 4.5 0.2 0.5 0.1

Settlements 11.1 — 10.9 — — —

Defined-benefit plan costs (benefits)
$ 16.1 $ 7.1 $ 20.0 $ (0.2) $ 0.7 $ —

Service costs are the only component of net periodic benefit costs recorded within Operating income in the Company’s Consolidated Statements of Operations. For the year ended December 31, 2025, and 2023, the Company recognized a partial plan settlement charge of $11.1 and $10.9, respectively, as a component of Other, net in the Company’s Consolidated Statements of Operations.

The amounts recognized in Accumulated other comprehensive loss in the Company’s Consolidated Balance Sheets are as follows:

U. S. Plans Non-U.S. Plans

December 31,

2025 2024 2025 2024

Net actuarial loss in accumulated other comprehensive earnings
$ 26.0 $ 30.7 $ 13.7 $ 12.8

Change in Projected Benefit Obligation

The change in the projected benefit obligation is as follows:

U.S. Plans Non-U.S. Plans

Year Ended December 31,

2025 2024 2025 2024

Beginning balance $ 213.4 $ 231.9 $ 298.0 $ 345.7

Service cost 2.6 3.7 1.5 1.5

Interest cost 11.2 11.1 15.9 14.7

Actuarial loss (gain)
13.0 (10.6) (9.0) (43.1)

Benefits and administrative expenses paid (9.9) (22.7) (17.1) (14.4)

Settlements
(56.1) — — —

Foreign currency exchange rate changes — — 24.3 (6.4)

Ending balance $ 174.2 $ 213.4 $ 313.6 $ 298.0

Change in Fair Value of Plan Assets

The change in plan assets is as follows:

U.S. Plans Non-U.S. Plans

Year Ended December 31,

2025 2024 2025 2024

Beginning balance $ 199.0 $ 195.3 $ 303.7 $ 335.9

Company contributions — 10.2 5.3 7.6

Actual return on plan assets 15.3 13.7 7.9 (20.9)

Benefits and administrative expenses paid (7.2) (20.2) (16.3) (13.7)

Foreign currency exchange rate changes — — 23.3 (5.2)

Settlements
(56.1) — — —

Ending balance $ 151.0 $ 199.0 $ 323.9 $ 303.7

F-40

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

Change in Funded Status and Reconciliation of Amounts Recorded in the Consolidated Balance Sheets

The change in the funded status of the plan and a reconciliation of such funded status to the amounts reported in the Company’s Consolidated Balance Sheets is as follows:

U.S. Plans Non-U.S. Plans

December 31,

2025 2024 2025 2024

Funded status — (deficit) surplus
$ (23.2) $ (14.4) $ 10.3 $ 5.7

Recorded as:

Other assets $ 9.8 $ 18.9 $ 39.6 $ 33.9

Accrued expenses and other $ 2.7 $ 2.6 $ 0.8 $ 0.7

Other liabilities $ 30.3 $ 30.7 $ 28.5 $ 27.5

Assumptions

Weighted-average assumptions used to determine net periodic benefit costs are as follows:

U. S. Plans Non-U.S. Plans

Year Ended December 31,

2025 2024 2023 2025 2024 2023

Discount rate 5.6 % 5.1 % 5.5 % 4.5 % 3.7 % 4.0 %

Salary increases N/A N/A N/A 2.0 % 2.0 % 2.0 %

Expected long term rate of return 6.0 % 6.0 % 6.0 % 5.7 % 4.1 % 5.3 %

Cash balance interest credit rate 4.0 % 4.0 % 4.0 % N/A N/A N/A

A one percentage point decrease or increase in the discount rate would have resulted in a respective increase or decrease in 2025 retirement plan expense of $0.3 for the U.S. Plans. A one percentage point decrease or increase in the discount rate would have resulted in a respective increase or decrease in 2025 retirement plan expense of $0.6 for the Non-U.S. Plans.

Weighted-average assumptions used to determine net periodic benefit obligations are as follows:

U.S. Plans Non-U.S. Plans

Year Ended December 31,

2025 2024 2025 2024

Discount rate 5.2 % 5.6 % 5.3 % 5.2 %

Salary increases N/A N/A 2.0 % 2.0 %

The discount rate is determined using the weighted-average yields on high-quality fixed income securities that have maturities consistent with the timing of benefit payments. Lower discount rates increase the size of the benefit obligation and generally increase pension expense in the following year; higher discount rates reduce the size of the benefit obligation and generally reduce subsequent-year pension expense.

The expected return on plan assets is the estimated long-term rate of return that will be earned on the investments used to fund the pension obligations. To determine this rate, the Company considers the composition of plan investments, historical returns earned, and expectations about the future. Actual asset over/under performance compared to expected returns will respectively decrease/increase unrecognized loss. The change in the unrecognized loss will change amortization cost in upcoming periods. A one percentage point increase or decrease in the expected return on plan assets would have resulted in a corresponding change in 2025 pension expense of $1.8 for the U.S. Plans. A one percentage point increase or decrease in the expected return on plan assets would have resulted in a corresponding change in 2025 pension expense of $3.1 for the Non-U.S. Plans.

The salary increase assumptions are used to estimate the annual rate at which pay of plan participants will grow. If the rate of growth assumed increases, the size of the pension obligations will increase, as will the amount recorded in Accumulated other comprehensive loss in the Company’s Consolidated Balance Sheets and amortized into earnings in subsequent periods.

The Company evaluates other assumptions periodically, such as retirement age, mortality, and turnover, and updates them as necessary to reflect the Company’s actual experience and expectations for the future. Differences between actual results and assumptions utilized are recorded in Accumulated other comprehensive income each period. These differences are amortized

F-41

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

into earnings over the remaining average future service of active participating employees or the expected life of inactive participants, as applicable.

Plan Assets

The fair values of the assets by asset category are as follows:

December 31, 2025

Asset Category Level of Valuation Input Fair Value Investments valued using NAV per share Total

U.S Plans:

Cash and cash equivalents Level 1 $ 2.8 $ — $ 2.8

U.S. equity index funds — 20.4 20.4

International equity index funds — 8.9 8.9

Real estate index fund
— 2.8 2.8

General bond index funds — 116.1 116.1

Total fair value $ 2.8 $ 148.2 $ 151.0

Non-U.S. Plans:

Cash and cash equivalents Level 1 $ 32.5 $ — $ 32.5

Annuities Level 3 48.1 — 48.1

Pooled investment funds — 243.3 243.3

Total fair value $ 80.6 $ 243.3 $ 323.9

December 31, 2024

Asset Category Level of Valuation Input Fair Value Investments valued using NAV per share Total

U.S Plans:

Cash and cash equivalents Level 1 $ 4.9 $ — $ 4.9

U.S. equity index funds — 25.9 25.9

International equity index funds — 10.6 10.6

Real estate index fund — 3.8 3.8

General bond index funds — 153.8 153.8

Total fair value $ 4.9 $ 194.1 $ 199.0

Non-U.S. Plans:

Cash and cash equivalents Level 1 $ 4.1 $ — $ 4.1

Annuities Level 3 45.8 — 45.8

Pooled investment funds — 253.8 253.8

Total fair value $ 49.9 $ 253.8 $ 303.7

The fair market value of index funds and pooled investment funds are valued using the NAV unit price provided by the fund administrator. The NAV is based on the value of the underlying assets owned by the fund. The fair value of annuity investments are based on discounted cash flow techniques using unobservable valuation inputs such as discount rates and actuarial mortality tables.

Fair Value Measurement of Level 3 Pension Assets Annuities

Balance at December 31, 2023
$ 52.8

Actual return on plan assets (7.0)

Balance at December 31, 2024 45.8

Actual return on plan assets 2.3

Balance at December 31, 2025 $ 48.1

Investment Policies

Plan fiduciaries of various plans set investment policies and strategies, based on consultation with professional advisors, and oversee investment allocation, which includes selecting investment managers and setting long-term strategic targets. The

F-42

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

primary strategic investment objectives are balancing investment risk and return and monitoring the plan’s liquidity position in order to meet the near-term benefit payment and other cash needs. Target allocation percentages are established at an asset class level by plan fiduciaries. Target allocation ranges are guidelines, not limitations, and occasionally plan fiduciaries will approve allocations above or below a target range.

The allocation of the plan assets by asset category is as follows:

December 31, 2025

U.S. Plans Non-U.S. Plans

Equity securities 19.4 % 9.8 %

Debt securities 76.8 % 64.4 %

Annuities — % 14.9 %

Real estate 1.9 % 0.9 %

Other 1.9 % 10.0 %

The target allocation of the plan assets by asset category is as follows:

December 31, 2025

U.S. Plans Non-U.S. Plans

Equity securities 13.0 % to 25.5% — % to 20.0%

Debt securities 67.0 % to 87.0% 45.0 % to 80.0%

Annuities — % to —% — % to 30.0%

Real estate 0.5 % to 4.3% — % to 5.0%

Other — % to 5.0% — % to 20.0%

Pension Funding and Cash Flows

The Company expects to make approximately $8.4 required contributions to its defined benefit pension plans during 2026. The Company targets funding the minimum required contributions but may make additional contributions into the pension plans in 2026, depending upon factors such as how the funded status of those plans change or to reduce the administrative costs of the plan.

At December 31, 2025, the estimated benefit payments, which were used in the calculation of projected benefit obligations, are expected to be paid as follows:

December 31, 2025

U.S. Plans Non-U.S. Plans

2026 $ 20.4 $ 18.0

2027 $ 16.4 $ 19.0

2028 $ 17.9 $ 19.0

2029 $ 18.4 $ 20.0

2030 $ 18.7 $ 20.0

Years 2031 to 2035 $ 68.0 $ 103.0

Post-employment Retiree Health and Welfare Plan

The Company sponsors a post-employment retiree health and welfare plan for the benefit of eligible employees at certain U.S. subsidiaries who retire after satisfying service and age requirements. This plan is funded on a pay-as-you-go basis and the cost of providing these benefits is shared with the retirees.

F-43

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

Post-retirement Medical Plan

The Company assumed obligations under a subsidiary’s post-retirement medical plan. Coverage under this plan is restricted to a limited number of existing employees of the subsidiary. This plan is unfunded and the Company’s policy is to fund benefits as claims are incurred. The effect on operations of the post-retirement medical plan is shown in the following table:

Year Ended December 31,

2025 2024 2023

Interest cost on benefit obligation $ 0.2 $ 0.2 $ 0.2

Net amortization and deferral (0.3) (0.2) —

Post-retirement medical plan (benefits) costs
$ (0.1) $ — $ 0.2

For the year ended December 31, 2025, and 2024, amounts included in Accumulated other comprehensive loss in the Company’s Consolidated Balance Sheets consist of unamortized net income of $0.5 and $0.8, respectively.

A summary of the changes in the accumulated post-retirement benefit obligation follows:

Year Ended December 31,

2025 2024

Beginning balance $ 3.2 $ 3.6

Interest cost on benefit obligation 0.2 0.2

Actuarial loss (gain)
0.1 (0.2)

Benefits paid (0.6) (0.4)

Ending balance $ 2.9 $ 3.2

Recorded as:

Accrued expenses and other $ 0.4 $ 0.5

Other liabilities 2.5 2.7

$ 2.9 $ 3.2

The weighted-average discount rates used in the calculation of the accumulated post-retirement benefit obligation were 5.4% and 5.6% at December 31, 2025, and 2024, respectively. The healthcare cost trend rate was removed due to the expectation of future funding to be at the same level as the previous year’s funding.

The following assumed benefit payments under the Company’s post-retirement benefit plan, which reflect expected future service, as appropriate, and which were used in the calculation of projected benefit obligations, are expected to be paid as follows:

December 31, 2025

2026 $ 0.4

2027 $ 0.3

2028 $ 0.3

2029 $ 0.3

2030 $ 0.2

Years 2031 to 2035 $ 1.0

Deferred Compensation Plan

The Company has a DCP under which certain of its executives may elect to defer up to 100.0% of their annual cash incentive pay and/or up to 50.0% of their annual base salary and/or eligible commissions subject to annual limits established by the U.S. government. The DCP provides executives a tax efficient strategy for retirement savings and capital accumulation without significant cost to the Company. The Company makes no contributions to the DCP. Amounts deferred by a participant are credited to a bookkeeping account maintained on behalf of each participant, which is used for measurement and determination of amounts to be paid to a participant, or his or her designated beneficiary, pursuant to the terms of the DCP. The amounts accrued under these plans were $150.5 and $132.5 at December 31, 2025, and 2024, respectively. Deferred amounts are the Company’s general unsecured obligations and are subject to claims by the Company’s creditors. The Company’s general assets may be used to fund obligations and pay DCP benefits.

F-44

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

17. FAIR VALUE MEASUREMENTS

The Company’s population of financial assets and liabilities subject to fair value measurements were as follows:

Fair Value Measurements

December 31, 2025

Consolidated Balance Sheets Classification
Fair Value at December 31, 2025 Using Fair Value Hierarchy

Level 1 Level 2 Level 3

Noncontrolling interest put Noncontrolling interest $ 16.9 $ — $ 16.9 $ —

Cross currency swaps Other liabilities $ 274.0 $ — $ 274.0 $ —

Interest rate swaps Other liabilities $ 52.7 $ — $ 52.7 $ —

Cash surrender value of life insurance policies Other assets, net $ 99.6 $ — $ 99.6 $ —

Deferred compensation asset Other assets, net $ 53.1 $ — $ 53.1 $ —

Deferred compensation liability Other liabilities $ 150.5 $ — $ 150.5 $ —

Contingent consideration Accrued expenses and other/Other liabilities $ 50.0 $ — $ — $ 50.0

Fair Value Measurements

December 31, 2024

Consolidated Balance Sheets Classification
Fair Value at December 31, 2024 Using Fair Value Hierarchy

Level 1 Level 2 Level 3

Noncontrolling interest put Noncontrolling interest $ 14.3 $ — $ 14.3 $ —

Cross currency swaps Other liabilities $ 142.7 $ — $ 142.7 $ —

Interest rate swaps Other liabilities $ 76.8 $ — $ 76.8 $ —

Cash surrender value of life insurance policies Other assets, net $ 102.1 $ — $ 102.1 $ —

Deferred compensation asset Other assets, net $ 35.7 $ — $ 35.7 $ —

Deferred compensation liability Other liabilities $ 132.5 $ — $ 132.5 $ —

Contingent consideration Accrued expenses and other/Other liabilities $ 10.8 $ — $ — $ 10.8

Fair Value Measurement of Level 3 Liabilities Contingent Consideration

Balance at December 31, 2023
$ 66.1

Cash payments and adjustments (55.3)

Balance at December 31, 2024 10.8

Cash payments and adjustments (4.6)

Additions from business acquisitions 43.8

Balance at December 31, 2025 $ 50.0

The Company has a noncontrolling interest put option related to its Ontario subsidiary that has been classified as mezzanine equity in the Company’s Consolidated Balance Sheets. The noncontrolling interest put is valued at its contractually determined value, which approximates fair value.

The fair values of derivative financial instruments have been determined based on market value equivalents at the balance sheet date, taking into account the current interest rate environment and therefore were classified as Level 2 measurements in the fair value hierarchy.

The Company offers certain employees the opportunity to participate in an employee funded DCP. A participant’s deferrals are allocated by the participant to one or more of multiple measurement funds, which are indexed to externally managed funds. From time to time, to offset the cost of the growth in the participant’s investment accounts, the Company purchases life insurance policies, with the Company named as beneficiary of the policies. Changes in the cash surrender value of the life insurance policies are based upon earnings and changes in the value of the underlying investments, which are typically invested in a similar manner to the participant’s allocations. Changes in the fair value of the DCP obligation are derived using quoted prices in active markets based on the market price per unit multiplied by the number of units. The cash surrender value and the DCP obligations are classified within Level 2 because their inputs are derived principally from observable market data by correlation to the hypothetical investments.

The Company measured the fair value of contingent consideration liabilities as Level 3 instruments. These contingent consideration liabilities were recorded at fair value on the acquisition date and are remeasured quarterly based on the then

F-45

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

assessed fair value and adjusted if necessary. The increases or decreases in the fair value of contingent consideration payable can result from changes in anticipated revenue levels and changes in assumed discount periods and rates. As the fair value measure is based on significant inputs that are not observable in the market, they are categorized as Level 3.

The carrying amounts of cash and cash equivalents, accounts receivable, income taxes receivable, and accounts payable are considered to be representative of their respective fair values due to their short-term nature. Although recorded at amortized cost on the Company’s Consolidated Balance Sheets, the fair market value of the Company’s senior notes was $4,963.6 and $5,762.6 at December 31, 2025, and 2024, respectively. The Company’s senior notes are considered Level 2 instruments, as the fair market values of these instruments are based on observable market pricing.

18. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

Interest Rate Swaps

During the second quarter of 2021, the Company entered into fixed-to-variable interest rate swap agreements for its 2.70% senior notes due 2031 with an aggregate notional amount of $500.0 and variable interest rates currently based on the three-month SOFR, plus 1.7060%. These agreements were designated as hedges against changes in the fair value of a portion of the Company’s long-term debt.

Cross Currency Swaps

During the first quarter of 2024, the Company terminated its 2024 and 2025 USD to Swiss Franc cross currency swaps and entered into two new swaps, each with a notional value of $300.0, and maturity dates of 2031 and 2034, respectively.

During the third quarter of 2024, the Company entered into five new USD to Swiss Franc cross currency swaps, with an aggregate notional value of $600.0, of which $300.0 matures in 2029 and $300.0 matures in 2034.

The table below provides information regarding the location and amount of pretax losses of derivatives designated in fair value hedging relationships:

Amounts included in other comprehensive income

Year Ended December 31,

2025 2024 2023

Cross currency swaps $ (131.3) $ (33.7) $ (63.3)

19. SUPPLEMENTAL CASH FLOW INFORMATION

Year Ended December 31,

2025 2024 2023

Cash paid during the period for:

Interest
$ 217.7 $ 209.2 $ 221.5

Income taxes, net of refunds:

U.S. Federal
$ 84.2 $ 135.7 $ 154.6

U.S. State
15.1 43.1 15.8

Switzerland
28.1 21.7 21.1

Germany
24.0 0.9 0.8

Other foreign
19.7 14.0 14.5

Total
$ 171.1 $ 215.4 $ 206.8

Disclosure of non-cash financing and investing activities:

Change in accrued property, plant, and equipment
$ 9.2 $ (22.5) $ 13.2

F-46

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

20. BUSINESS SEGMENT INFORMATION

The following table is a summary of segment information for the year ended December 31, 2025, 2024, and 2023. The “management approach” has been used to present the following segment information. This approach is based upon the way the management of the Company organizes segments within an enterprise for making operating decisions and assessing performance. Financial information is reported on the basis that it is used internally by the CODM for evaluating segment performance and deciding how to allocate resources to segments. The Company’s chief executive officer has been identified as the CODM.

The Company’s CODM uses segment operating income to evaluate segment performance and to allocate resources. This segment performance measure excludes the amortization of intangibles and other assets, restructuring and other charges, goodwill and other asset impairments, and certain corporate charges for items such as transaction costs, and other special items. Other operating expenses are comprised primarily of rent, maintenance, sendout testing, utilities, travel and entertainment, and other segment expenses, including shipping costs for Dx. Segment asset information is not presented because it is not used by the CODM.

Year Ended December 31, 2025

Revenues: Dx BLS Intercompany eliminations and other LHI

Revenues $ 10,876.5 $ 3,098.2 $ (23.0) $ 13,951.7

Operating Earnings:

Labor 4,687.6 1,221.6

Supplies 2,357.0 478.5

Shipping costs 398.8

Depreciation 258.8 116.0

Other operating expenses 1,793.2 384.8

Segment operating income $ 1,779.9 $ 498.5 $ 2,278.4

General corporate and unallocated expenses (482.2)

Amortization of intangibles and other assets (280.0)

Restructuring and other charges (127.2)

Goodwill and other asset impairments (4.3)

Total Operating income 1,384.7

Other (expense) income:

Interest expense (224.1)

Investment income 15.2

Equity method loss, net (13.3)

Other, net (55.0)

Earnings from operations before income taxes
$ 1,107.5

F-47

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

Year Ended December 31, 2024

Revenues: Dx BLS Intercompany eliminations and other LHI

Revenues $ 10,144.3 $ 2,922.6 $ (58.0) $ 13,008.9

Operating Earnings:

Labor 4,438.7 1,165.3

Supplies 2,209.6 441.9

Shipping costs 365.8

Depreciation 259.0 122.6

Other operating expenses 1,630.7 368.1

Segment operating income $ 1,606.3 $ 458.9 $ 2,065.2

General corporate and unallocated expenses (670.8)

Amortization of intangibles and other assets (256.4)

Restructuring and other charges (46.0)

Goodwill and other asset impairments (5.3)

Total Operating income 1,086.7

Other (expense) income:

Interest expense (208.3)

Investment income 22.3

Equity method loss, net (1.4)

Other, net 60.2

Earnings from operations before income taxes
$ 959.5

Year Ended December 31, 2023

Revenues: Dx BLS Intercompany eliminations and other LHI

Revenues $ 9,415.1 $ 2,774.2 $ (27.7) $ 12,161.6

Operating Earnings:

Labor 4,095.7 1,094.0

Supplies 2,066.0 452.2

Shipping costs 333.0

Depreciation 236.1 112.5

Other operating expenses 1,426.0 386.2

Segment operating income $ 1,591.3 396.3 $ 1,987.6

General corporate and unallocated expenses (644.1)

Amortization of intangibles and other assets (219.8)

Restructuring and other charges (49.1)

Goodwill and other asset impairments (349.0)

Total Operating income 725.6

Other (expense) income:

Interest expense (199.6)

Investment income 28.8

Equity method income, net (1.4)

Other, net 15.5

Earnings from continuing operations before income taxes
$ 568.9

F-48

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

Geographic distribution of Property, plant, and equipment, net:

Year Ended December 31,

2025 2024

North America $ 2,587.1 $ 2,576.1

Europe 370.4 355.5

Other 124.0 113.8

Total Property, plant, and equipment, net $ 3,081.5 $ 3,045.4

F-49