Amrize Ltd(AMRZ US)

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8-KDeparture of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers11 Sep
8-KDeparture of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers1 Sep
8-KDeparture of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers24 Aug
10-QQ2ended 30 Jun 202610 Aug
8-KAmrize Reports Second Quarter 2026 Results • Revenues up 8.6% with organic growth of 6.7% on strong demand and pricing • Net Income increased 14.4% to $476 million and Adjusted EBITDA grew 5.8% to $986 million • Diluted Earnings Per Share increased 14.7% and Adjusted Diluted Earnings Per Share grew 8.6% • $502 million returned to shareholders through share repurchases and dividends • Raised FY Revenues guidance on demand; Revised Adjusted EBITDA on oil price driven cost inflation CHICAGO/ZUG, Switzerland, August 6, 2026 – Amrize (AMRZ) announced today its second quarter 2026 financial results1. Jan Jenisch, Chairman and CEO: "We delivered strong revenue growth of 8.6% in the second quarter driven by increased mega-project demand from data centers and energy to advanced manufacturing plants and infrastructure modernization. With the strength of our network and strategic footprint in the most attractive markets, we were able to achieve industry-leading organic growth of 6.7%. We also grew Net Income by 14.4% and Adjusted EBITDA by 5.8% with strong customer demand, continued aggregates pricing growth and ASPIRE savings. Oil price driven cost inflation drove higher freight, diesel and raw materials costs, which we are proactively managing with pricing, fuel surcharges and ASPIRE. In our Building Materials business, we had a strong quarter with above-market volume growth, premium cement pricing and leading aggregates pricing growth. Our Building Envelope business achieved above- market sales momentum, driven by a strong pipeline of large-scale commercial projects and growth in residential roofing. Segment pricing improved sequentially as increases phased in throughout the quarter. We continue to invest for profitable growth with Capex and M&A. We invested $241 million in Capex in the quarter as we expand production and improve efficiency to best serve customers. We had excellent contributions from PB Materials, our recently acquired aggregates business in West Texas, and in July, we acquired Rapid Redi-Mix, bringing significant synergies with our cement and aggregates network in Texas. Looking to the back half of the year, we expect continued strong pricing for cement and aggregates. Additionally, we expect roofing price over cost to improve as the year progresses. Our ASPIRE program is building momentum and on track to deliver savings through the year. We expect strong demand and pricing to increase full year revenue, while oil price driven cost inflation will be a headwind to earnings. We remain well positioned to capitalize on growing demand while strengthening operational efficiency to deliver long term, profitable growth. I thank our over 19,000 empowered Amrize teammates for a strong quarter as we deliver for our customers as the partner of choice." Shareholder Return Amrize returned $502 million to shareholders in the second quarter. The company launched its $1 billion share buyback program and repurchased $197 million2 worth of Amrize shares in the second quarter. Amrize paid $305 million3 of dividends including the special dividend for 2025 of $0.44 per share on May 4, 2026, and the first quarter dividend of $0.11 per share on May 20, 2026. The Amrize Board of Directors declared a dividend of $0.11 per share for the second quarter to be paid on August 26, 2026. The last trading day with entitlement to receive the quarterly dividend, known as the cum-dividend date, is August 17, 2026. The shares will be traded ex-dividend on August 18, 2026, which is also the record date. Dividends are paid out of capital contribution reserves4 and are not subject to Swiss withholding tax. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] 1 1 Prior period financial information includes revisions that were not material to any previously issued consolidated financial statements. See additional information in 'Revision of Prior Period Financial Statements' and Exhibit 99.3 to the Company's Current Report on Form 8-K filed on August 6, 2026. 2 Share repurchases executed in the second quarter of 2026 include withholding taxes that will be paid in the third quarter of 2026. 3 Includes $1 million accrued for dividends on unvested share-based compensation to be paid upon vesting. 4 Dividends will be made in the form of distributions paid out of legal reserves from capital contributions and are not subject to Swiss withholding tax. The dividend is the second installment of the annual dividend of up to $0.44 per share approved at the Company's 2026 Annual General Meeting.Full Year 2026 Financial Guidance5 Amrize is updating its FY 2026 financial guidance reflecting increased demand and oil price driven cost inflation. Building Materials had a good first half of the year with strong revenue growth and 8.4% growth in Adjusted EBITDA. For the full year, we continue to expect volume growth in cement and aggregates. The company now expects cement pricing to be flat or up low single digits, and continues to expect aggregates pricing to be up mid-single digits on a freight adjusted basis. Building Envelope improved revenue and operational performance as the first half of the year progressed. The company continues to expect low-single digit growth in commercial roofing volumes and now expects high single digit volume growth in residential roofing for the full year. Price increases are phasing in across the Building Envelope portfolio and we expect second half price-cost to improve compared to the first half of the year. Amrize is making good progress with its ASPIRE program and expects to achieve $80 million of savings in 2026. Across both businesses, additional price increases are expected to be realized in the second half of the year. The timing difference between price realization and oil price driven cost inflation is expected to affect Full Year company earnings. Based on these drivers, Amrize is updating its 2026 financial guidance as follows: Revenues $12.5 billion to $12.7 billion Adjusted EBITDA $3.1 billion to $3.2 billion The company's 2026 financial guidance now includes the following underlying assumptions: Capital Expenditures ~$900 million Interest Expense, Net ~$340 million Adjusted Effective Tax Rate 23% - 25% Corporate Costs ~$200 million Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] 2 5 Amrize (Company) provides forward-looking guidance regarding Adjusted EBITDA. The Company cannot, without unreasonable effort, forecast certain adjusted items excluded from comparable U.S. GAAP financial measures. These items include Acquisition and integration-related costs, Litigation- related costs, Loss on impairments, Restructuring and other costs, Spin-off and separation-related costs, Other non-operating (expense) income, net, and Income from equity method investments, that are difficult to predict in advance to include in a U.S. GAAP estimate. For the same reasons, the Company is unable to address the probable significance of the items.Amrize Consolidated Results (Unaudited) For the three months For the six months ended June 30, ended June 30, $ in millions, except per share data 2026 20256 % Change 20266 20256 % Change Revenues $ 3,494 $ 3,218 8.6% $ 5,675 $ 5,307 6.9% Net income $ 476 $ 416 +14.4% $ 369 $ 322 +14.6% Net income margin 13.6% 12.9% +70bps 6.5% 6.1% +40bps Adjusted EBITDA7 $ 986 $ 932 +5.8% $ 1,178 $ 1,157 +1.8% Adjusted EBITDA margin8 28.2% 29.0% (80bps) 20.8% 21.8% (100bps) Diluted earnings per share (EPS) $ 0.86 $ 0.75 +14.7% $ 0.67 $ 0.58 +15.5% Adjusted diluted earnings per share9 $ 0.88 $ 0.81 +8.6% $ 0.74 $ 0.66 +12.1% Revenues were $3,494 million in the second quarter of 2026 compared to $3,218 million in 2025. Revenues were 8.6% higher in the quarter, which was primarily driven by strong volume growth of $200 million and contributions from acquisitions of $54 million from the Building Materials segment, aggregates price increases of $16 million and a $6 million favorable impact from foreign exchange. Net income was $476 million for the second quarter of 2026, or $0.86 per diluted share, compared with Net income of $416 million, or $0.75 per diluted share, in the second quarter of 2025. Adjusted diluted earnings per share for the second quarter of 2026 was $0.88 compared to $0.81 in the second quarter of 2025. Adjusted EBITDA was $986 million for the second quarter of 2026 compared to $932 million in 2025. The increase was driven by higher volumes, aggregates price increases, ASPIRE savings, partially offset by higher freight, diesel and raw materials costs, as well as lower insurance proceeds compared to the prior period. Adjusted EBITDA Margin was 28.2% for the three months ended June 30, 2026, compared to 29.0% for the three months ended June 30, 2025. Unallocated corporate costs in the second quarter of 2026 were $44 million compared to $72 million in the second quarter of 2025 and $56 million in the first quarter of 2026. The company invested $241 million and $511 million in capital expenditures, net for the three and six months ended June 30, 2026, respectively, and expects to invest approximately $900 million in 2026 to expand production, increase operational efficiency and best serve customers. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] 3 6 Prior period financial information includes revisions that were not material to any previously issued consolidated financial statements. See additional information in 'Revision of Prior Period Financial Statements' and Exhibit 99.3 to the Company's Current Report on Form 8-K filed on August 6, 2026. 7 Adjusted EBITDA represents a Non-GAAP measure, which is defined on page 9 and reconciled on pages 13-15. 8 Adjusted EBITDA Margin represents a Non-GAAP measure, which is defined on page 9 and reconciled on pages 13-15. 9 Adjusted diluted earnings per share represents a Non-GAAP measure, which is defined on page 9 and reconciled on pages 13-15.Amrize Building Materials Results (Unaudited) For the three months For the six months ended June 30, ended June 30, $ in millions 2026 202510 % Change 202610 202510 % Change Revenues $ 2,445 $ 2,259 8.2% $ 3,948 $ 3,600 9.7% Segment Adjusted EBITDA11 $ 793 $ 754 5.2% $ 960 $ 886 8.4% Segment Adjusted EBITDA margin12 32.4% 33.4% (100bps) 24.3% 24.6% (30bps) Volumes For the three months For the six months ended June 30, ended June 30, in millions 2026 2025 % Change 2026 2025 % Change Cement - tons sold13 6.3 6.0 5.0% 10.5 9.6 9.4% Aggregates - tons sold 34.3 32.2 6.5% 52.2 47.9 9.0% Average Selling Price For the three months ended June 30, $ per ton 2026 2025 % Change Constant Currency14 % Change Constant Currency Cement - price per ton13 $171.43 $171.52 (0.1%) $171.19 (0.2%) Aggregates - price per ton15 $14.67 $14.05 4.4% $14.61 4.0% Average Selling Price For the six months ended June 30, $ per ton 2026 2025 % Change Constant Currency14 % Change Constant Currency Cement - price per ton13 $170.39 $171.56 (0.7%) $169.78 (1.0%) Aggregates - price per ton15 $14.96 $14.41 3.8% $14.85 3.1% Building Materials Revenues were $2,445 million in the second quarter of 2026 compared to $2,259 million in 2025. Revenue growth of 8.2% in the second quarter of 2026 was driven by volume growth, contributions from acquisitions, and aggregates price increases. Cement volumes were up 5.0%. Supplementary Cementitious Materials volumes were up double digits. Pricing was down 0.2% on a constant currency basis and improved 2.1% compared to Q1 2026 as increases were realized. Aggregates volumes were up 6.5% and pricing grew 4.0% on a constant currency, freight adjusted basis, broadly supported throughout our geographies. Second quarter 2026 Segment Adjusted EBITDA for the Building Materials segment was up 5.2% to $793 million, compared to $754 million in 2025. The increase was mainly attributable to volume growth, aggregates price increases, contributions from acquisitions, and ASPIRE savings, partially offset by higher freight and diesel costs and higher insurance proceeds in the prior year related to insurable events in 2024. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] 4 10 Prior period financial information includes revisions that were not material to any previously issued consolidated financial statements. See additional information in 'Revision of Prior Period Financial Statements' and Exhibit 99.3 to the Company's Current Report on Form 8-K filed on August 6, 2026. 11 Segment Adjusted EBITDA represents a Non-GAAP measure, which is defined on page 9 and reconciled on pages 13-15. 12 Segment Adjusted EBITDA Margin represents a Non-GAAP measure, which is defined on page 9 and reconciled on pages 13-15. 13 Cement volume and pricing figures presented above exclude trading. 14 Constant Currency is a non-GAAP financial measure, which is defined on page 9. 15 Aggregates pricing figures presented above are freight adjusted, excluding freight revenues.Amrize Building Envelope Results (Unaudited) For the three months For the six months ended June 30, ended June 30, $ in millions 2026 202516 % Change 202616 202516 % Change Revenues $ 1,049 $ 959 9.4% $ 1,727 $ 1,707 1.2% Segment Adjusted EBITDA $ 237 $ 250 (5.2%) $ 318 $ 373 (14.7%) Segment Adjusted EBITDA margin 22.6% 26.1% (350bps) 18.4% 21.9% (350bps) Building Envelope Revenues were $1,049 million for the second quarter of 2026, compared to $959 million in 2025. Revenue growth of 9.4% in the second quarter of 2026 was primarily driven by above-market volume growth. Higher commercial roofing volumes were driven by increased system selling and large-scale projects, including data centers and warehousing, as well as resilient commercial re-roofing demand. Residential roofing volumes grew above-market, driven by investments in commercial capabilities and distributor inventory stocking. Commercial and residential volume growth was partially offset by softer demand for weatherproofing and insulation products. Pricing sequentially improved from the first quarter of 2026 as increases were phased in throughout the second quarter. Additional price increases were implemented in July and are planned in August for select brands. The company expects second half price-cost to improve compared to the first half of the year. Second quarter 2026 Segment Adjusted EBITDA for the Building Envelope segment was $237 million, compared to $250 million in 2025. The decrease in Segment Adjusted EBITDA was primarily attributable to higher freight and raw materials costs, partially offset by volumes. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] 5 16 Prior period financial information includes revisions that were not material to any previously issued consolidated financial statements. See additional information in 'Revision of Prior Period Financial Statements' and Exhibit 99.3 to the Company's Current Report on Form 8-K filed on August 6, 2026.Amrize Cash Flow and Debt For the six months ended June 30, 2026, net cash used in operating activities was $475 million as compared to $441 million for the six months ended June 30, 2025. The increase in cash used in operating activities of $34 million was primarily driven by higher accounts receivable and settlement of amounts due to related parties, partially offset by higher net income and non-cash expenses. Free Cash Flow17 was a use of $986 million for the six months ended June 30, 2026 compared to a use of $860 million for the six months ended June 30, 2025. The decrease in Free Cash Flow was primarily driven by higher Capex due to growth initiatives. Free Cash Flow is historically seasonal and the company generates the majority of its cash flow in the second half of the year. Gross Debt was $6,004 million and Cash and cash equivalents were $729 million as of June 30, 2026, resulting in Net Debt18 of $5,275 million. Net Leverage Ratio19 as of June 30, 2026 was 1.7x. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] 6 17 Free Cash Flow represents a Non-GAAP measure, which is defined on page 9 and reconciled on pages 13-15. 18 Net Debt represents a Non-GAAP measure, which is defined on page 9 and reconciled on pages 13-15. 19 Net Leverage Ratio represents a Non-GAAP measure, which is defined on page 9 and reconciled on pages 13-15.Revision of Prior Period Financial Statements During the three months ended June 30, 2026, the Company identified prior period misstatements. In evaluating these misstatements together with previously identified uncorrected misstatements (collectively, the “Other Misstatements”), the Company concluded that, while the aggregate misstatements were not material to any previously issued consolidated financial statements, correcting them in the current period would have been material to the Company's consolidated results of operations for the three and six months ended June 30, 2026 and would be material to the Company's forecasted consolidated results of operations for the year ended December 31, 2026. The most significant misstatement relates to an understatement of deferred revenue associated with extended warranty arising from its acquisitions of Duro-Last in 2023 and Malarkey in 2022, both within the Building Envelope segment. The understatement of deferred revenue was $78 million and $76 million as of December 31, 2025 and March 31, 2026, respectively. The Company evaluated the materiality of the extended warranty misstatement and the Other Misstatements, in consideration of both quantitative and qualitative factors, and determined that they were not material, individually or in the aggregate, to any previously issued consolidated financial statements. See Exhibit 99.3 to the Company’s Current Report on Form 8-K filed on August 6, 2026 for additional information. The Company has revised its previously issued financial statements and related disclosures as of the year ended December 31, 2025, as of and for the three months ended March 31, 2025, as of and for the three and six months ended June 30, 2025, and as of and for the three months ended March 31, 2026 to correct the extended warranty misstatement and other unrelated immaterial misstatements in its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2026 to be filed with the SEC, and will reflect these revisions in future filings that include the affected periods. Second Quarter Report and Webcast Information Amrize expects to file its second quarter 2026 Form 10-Q on or before August 10, 2026. Amrize will host a live webcast to discuss the company’s financial results at 7:30 am Central Time on Friday, August 7, 2026. Registration for the live webcast can be completed at https://amrize-quarterly-results-q2-2026.open- exchange.net/ Amrize’s financial results, presentation materials and webcast are accessible in the events section of www.amrize.com/investors. A replay and transcript will be available at the same location following the webcast. About Amrize Amrize (NYSE: AMRZ) is building North America, as the partner of choice for professional builders with advanced branded solutions from foundation to rooftop. With over 1,000 sites and a highly efficient distribution network, we deliver for our customers in every U.S. state and Canadian province. Our more than 19,000 teammates uniquely serve every construction market from infrastructure, commercial and residential to new build, repair and refurbishment. Amrize achieved $11.8 billion in revenues in 2025 and is listed on the New York Stock Exchange and the SIX Swiss Exchange. Learn more at www.amrize.com. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] 7CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Certain statements in this presentation may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act, such as statements regarding expected cost savings, future financial targets, business strategies, management’s views with respect to future events and financial performance, and the assumptions underlying such expected cost savings, targets, strategies, and statements. These forward-looking statements concern our goals, beliefs, expectations, strategies, objectives, plans, future operating results and underlying assumptions, and other statements that are not necessarily based on historical facts. Without limitation, you can identify these statements by the fact that they do not relate strictly to historical or current facts, and these statements may contain words such as “may,” “will,” “could,” “should,” “might,” “projects,” “expects,” “believes,” “anticipates,” “intends,” “plans,” “continue,” “estimate,” or “pursue,” or similar expressions, or the negative or other variations thereof or comparable terms. In particular, they include statements relating to, among other things, future actions, strategies, future performance, future revenues, income and cash flows, the outcome of contingencies such as legal proceedings, and regulatory compliance. Actual results may differ materially from those contemplated (expressed or implied) by such forward-looking statements because of, among other things, potential risks and uncertainties, such as: the effect of political, economic and market conditions and geopolitical events; the level of demand in the construction industry; the cyclicality of the industries and businesses in which our customers operate; changes in the cost and/or availability of raw materials required to run our business; energy and fuel costs; adverse weather conditions and natural disasters; the logistical and other challenges inherent in our operations; the actions and initiatives of current and potential competitors; the level and volatility of, interest rates and other market indices; the ability of Amrize to realize the expected synergies for our acquisitions; the ability of Amrize to achieve margin expansion goals; the ability of Amrize to maintain satisfactory credit ratings; the outcome of pending litigation or future litigation; the impact of current, pending and future legislation and regulation; factors related to the failure of Amrize to achieve some or all of the expected strategic benefits or opportunities expected from the separation from Holcim Ltd (“Holcim”); material costs and expenses as a result of the separation from Holcim; our limited history operating as an independent, publicly traded company; our obligation to indemnify Holcim pursuant to the agreements entered into connection with the separation and the risk Holcim may not fulfill any obligations to indemnify Amrize under such agreements; that under applicable tax law, Amrize may be liable for certain tax liabilities of Holcim following the separation if Holcim were to fail to pay such taxes; the fact that Amrize may receive worse commercial terms from third-parties for services it used to receive from Holcim prior to the separation; the fact that certain of Amrize's executive officers and directors may have actual or potential conflicts of interest because of their previous positions at Holcim; and potential difficulties in maintaining relationships with key personnel; and other factors which can be found in Amrize’s media releases and Amrize’s filings with the SEC. These statements are not guarantees of future performance and are subject to future events, risks and uncertainties – many of which are beyond our control, dependent on the actions of third parties, or currently unknown to us – as well as potentially inaccurate assumptions that could cause actual results to differ materially from our historical experience and our expectations and projections. Any forward-looking statement speaks only as of the date on which it is made. We do not undertake or assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future developments, or otherwise. You are advised, however, to review any further disclosures we make on related subjects in our filings with the Securities and Exchange Commission and in our other public statements. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] 8FINANCIAL MEASURES AND DEFINITIONS Adjusted EBITDA is defined as Segment Adjusted EBITDA including unallocated corporate costs. Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by Revenues. Adjusted Diluted EPS is defined as Diluted Earnings per Share, excluding the impact of Acquisition and integration- related costs, Litigation-related costs, Loss on impairments, Restructuring and other costs, Spin-off and separation- related costs. Capital Expenditures, Net includes purchases of property, plant and equipment, proceeds from property and casualty insurance income, proceeds from land expropriation, and proceeds from disposals of long-lived assets. Constant Currency Price per Ton is defined as price per ton adjusted to prior period foreign exchange rates, which is intended to eliminate the impact of foreign currency exchange rate fluctuations. Diluted Earnings per Share is computed by dividing net income attributable to the Company by the weighted-average number of shares outstanding during the applicable period, plus the effect of dilutive securities EBITDA is defined as Net income (loss), excluding Depreciation, depletion, accretion and amortization, Interest expense, net, and Income tax benefit. EBITDA Margin is defined as EBITDA divided by Revenues. Free Cash Flow is defined as Net cash used in operating activities less Capital Expenditures, Net. Gross Debt is defined as the total amount of short-term borrowings, current portion of long-term debt, and long term debt. Net Debt is defined as the sum of Short-term borrowings, Long-term debt and Current portion of long-term debt minus Cash and cash equivalents. Net Leverage Ratio is defined as Net Debt divided by trailing 12 months Adjusted EBITDA. Net Working Capital is defined as the change in accounts receivables, inventory, and accounts payable. Organic Growth is defined as change excluding the impact of acquisitions, divestitures, and foreign currency fluctuations. Segment Adjusted EBITDA is defined as Net income (loss), and excludes the impact of Depreciation, depletion, accretion and amortization, Interest expense, net, Income tax benefit, Acquisition and integration-related costs, Litigation-related costs, Loss on impairments, Restructuring and other costs, Spin-off and separation-related costs, Other non-operating (expense) income, net, Income from equity method investments, and unallocated corporate costs. Segment Adjusted EBITDA Margin is defined as Segment Adjusted EBITDA divided by Revenues. This media release contains certain financial measures of historical performance and financial positions that are not prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP"). We refer to these measures as "Non-GAAP financial measures". Non-GAAP financial measures are reconciled to the most comparable U.S. GAAP financial measures in the schedules attached hereto. Adjusted financial measures are Non-GAAP financial measures and exclude adjusting items as described and reconciled to comparable U.S. GAAP financial measures in the Reconciliation of U.S. GAAP to Non-GAAP financial measures contained in this Media Release. We believe these adjusted financial measures facilitate analysis and comparisons of our ongoing business operations because they exclude items that may not be indicative of, or are unrelated to, the Company’s and our business segments’ core operating performance, and may assist investors with comparisons to prior periods and assessing trends in our underlying businesses. These adjustments are consistent with how management views our businesses. Management uses these Non-GAAP financial measures in making financial, operating and planning decisions, and evaluating Amrize’s and each business segment’s ongoing performance. Our Non-GAAP financial measures are intended to supplement and should be read together with, and are not an alternative or substitute for, and should not be considered superior to, our reported financial results. Accordingly, users of our financial statements should not place undue reliance on these Non-GAAP financial measures. Because Non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ Non-GAAP financial measures having the same or similar names. As required by SEC rules, the tables on pages 13-15 below present a reconciliation of our presented Non-GAAP financial measures to the most directly comparable U.S. GAAP financial measures. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] 9Amrize Ltd Unaudited Condensed Consolidated Statement of Operations ($ in millions, except per share data) For the three months For the six months ended June 30, ended June 30, 2026 202520 202620 202520 Revenues $ 3,494 $ 3,218 $ 5,675 $ 5,307 Cost of revenues (2,501) (2,277) (4,474) (4,129) Gross profit 993 941 1,201 1,178 Selling, general and administrative expenses (283) (286) (568) (529) Gain on disposal of long-lived assets 3 4 8 5 Loss on impairments (2) (2) (2) (2) Operating income 711 657 639 652 Interest expense, net (89) (121) (167) (239) Other non-operating income, net (1) 1 1 2 Income before income tax expense and income from equity method investments 621 537 473 415 Income tax expense (146) (122) (105) (94) Income from equity method investments 1 1 1 1 Net income 476 416 369 322 Net loss attributable to noncontrolling interests 2 1 4 1 Net income attributable to the Company $ 478 $ 417 $ 373 $ 323 Earnings per share attributable to the Company: Basic $ 0.87 $ 0.75 $ 0.67 $ 0.58 Diluted $ 0.86 $ 0.75 $ 0.67 $ 0.58 Weighted-average number of shares outstanding: Basic 552.5 553.1 552.9 553.1 Diluted 553.6 553.1 554.1 553.1 Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] 10 20 Prior period financial information includes revisions that were not material to any previously issued consolidated financial statements. See additional information in 'Revision of Prior Period Financial Statements' and Exhibit 99.3 to the Company's Current Report on Form 8-K filed on August 6, 2026.Amrize Ltd Unaudited Condensed Consolidated Balance Sheets ($ in millions) As of June 30, As of December 31, 202621 202521 Assets Current Assets: Cash and cash equivalents $ 729 $ 1,922 Accounts receivable, net 2,057 1,113 Inventories, net 1,553 1,490 Prepaid expenses and other current assets 245 88 Total current assets 4,584 4,613 Property, plant and equipment, net 8,454 7,936 Goodwill 9,044 9,044 Intangible assets, net 1,682 1,728 Operating lease right-of-use assets, net 601 615 Other noncurrent assets 238 273 Total Assets $ 24,603 $ 24,209 Liabilities and Equity Current Liabilities: Accounts payable $ 1,347 $ 1,530 Short-term borrowings 735 — Current portion of long-term debt 1,034 333 Operating lease liabilities 132 136 Other current liabilities 906 886 Total current liabilities 4,154 2,885 Long-term debt 4,235 4,936 Deferred income tax liabilities 1,146 1,042 Noncurrent operating lease liabilities 497 500 Other noncurrent liabilities 1,713 1,725 Total Liabilities 11,745 11,088 Total Equity 12,858 13,121 Total Liabilities and Equity $ 24,603 $ 24,209 Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] 11 21 Prior period financial information includes revisions that were not material to any previously issued consolidated financial statements. See additional information in 'Revision of Prior Period Financial Statements' and Exhibit 99.3 to the Company's Current Report on Form 8-K filed on August 6, 2026.Amrize Ltd Unaudited Condensed Consolidated Statements of Cash Flow ($ in millions) For the six months ended June 30, 202622 202522 Cash Flows from Operating Activities: Net income $ 369 $ 322 Adjustments to reconcile net income to net cash used in operating activities: Depreciation, depletion, accretion and amortization 494 444 Share-based compensation 20 3 Deferred tax benefit (expense) 27 (2) Other items, net 72 54 Changes in operating assets and liabilities, net of effects of acquisitions: Accounts receivable, net (939) (827) Due from related party — 49 Inventories, net (40) (108) Accounts payable (186) 18 Due to related party — (96) Other assets (159) (115) Other liabilities (121) (170) Defined benefit pension plans and other postretirement benefit plans (12) (13) Net cash used in operating activities (475) (441) Cash Flows from Investing Activities: Purchases of property, plant and equipment (520) (448) Acquisitions, net of cash acquired (425) (78) Net decrease in short-term related-party notes receivable from cash pooling program — 522 Other investing activities, net 49 (7) Net cash used in investing activities (896) (11) Cash Flows from Financing Activities: Transfers to Holcim, net — (98) Proceeds from short-term borrowings, net 735 930 Proceeds from issuance of long-term debt, net of discount — 3,398 Payments of debt issuance costs — (24) Net repayments of short-term related-party debt — (129) Proceeds from debt-for-debt exchange with Holcim — 922 Proceeds from issuances of long-term related-party debt — 22 Repayments of long-term related-party debt — (5,541) Payments of finance lease obligations (64) (48) Repurchases of common stock (178) — Dividends paid (304) — Other financing activities, net (1) 2 Net cash provided by (used in) financing activities 188 (566) Effect of exchange rate changes on cash and cash equivalents (10) 34 Decrease in cash and cash equivalents (1,193) (984) Cash and cash equivalents at the beginning of period 1,922 1,585 Cash and cash equivalents at the end of period $ 729 $ 601 Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] 12 22 Prior period financial information includes revisions that were not material to any previously issued consolidated financial statements. See additional information in 'Revision of Prior Period Financial Statements' and Exhibit 99.3 to the Company's Current Report on Form 8-K filed on August 6, 2026.Amrize Ltd Reconciliation of Non-GAAP Financial Measures Analysis of Change of Total Revenues (Unaudited) Analysis of Change (In millions, except for percentage data) For the three months ended June 30, 202523 Organic Growth Acquisitions Foreign Exchange For the three months ended June 30, 2026 % ChangeVolume Price Total Revenues $ 3,218 200 16 54 6 $ 3,494 8.6 % Analysis of Change (In millions, except for percentage data) For the six months ended June 30, 202523 Organic Growth Acquisitions Foreign Exchange For the six months ended June 30, 202623 % ChangeVolume Price Total Revenues $ 5,307 278 (12) 77 25 5,675 6.9 % Adjusted EBITDA and Adjusted EBITDA Margin (Unaudited) For the three months For the six months ($ in millions, except percentage data) ended June 30, ended June 30, 2026 202523 202623 202523 Net income $ 476 $ 416 $ 369 $ 322 Depreciation, depletion, accretion and amortization 257 226 494 444 Interest expense, net 89 121 167 239 Income tax expense 146 122 105 94 EBITDA 968 885 1,135 1,099 Acquisition and integration-related costs(1) 10 17 28 21 Litigation-related (settlements) costs(2) (5) 4 (3) 4 Loss on impairments(3) 2 2 2 2 Restructuring and other costs(4) 5 9 8 9 Spin-off and separation-related costs(5) 6 17 10 25 Other non-operating expense (income), net(6) 1 (1) (1) (2) Income from equity method investments (1) (1) (1) (1) Adjusted EBITDA 986 932 1,178 1,157 Unallocated corporate costs 44 72 100 102 Total Segment Adjusted EBITDA $ 1,030 $ 1,004 $ 1,278 $ 1,259 Building Materials $ 793 $ 754 $ 960 $ 886 Building Envelope $ 237 $ 250 $ 318 $ 373 Net income margin 13.6% 12.9% 6.5% 6.1% EBITDA Margin 27.7% 27.5% 20.0% 20.7% Adjusted EBITDA Margin 28.2% 29.0% 20.8% 21.8% Building Materials 32.4% 33.4% 24.3% 24.6% Building Envelope 22.6% 26.1% 18.4% 21.9% (1) Acquisition and integration-related costs are those incurred for business combinations (including advisory, legal, valuation, and other professions fees) as well as the unfavorable effects of purchase accounting. Certain warranty charges related to pre-acquisition manufacturing issues are also included. (2) Litigation-related settlements (costs) include certain litigation settlements, environmental remediation, and legal-related consulting and professional fees that are not representative of expenses arising in the ordinary course of business. (3) Loss on impairments consist of one-time charges on the Company’s investments and property, plant, and equipment. (3) Restructuring and other costs include charges associated with non-core sites and termination-related severance costs (4) Spin-Off and separation-related costs notably include rebranding costs and professional services supporting Sarbanes-Oxley implementation efforts.(5) Other non-operating income, net primarily consists of costs related to gains on proceeds from property and casualty insurance. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] 13 23 Prior period financial information includes revisions that were not material to any previously issued consolidated financial statements. See additional information in 'Revision of Prior Period Financial Statements' and Exhibit 99.3 to the Company's Current Report on Form 8-K filed on August 6, 2026.Amrize Ltd Reconciliation of Non-GAAP Financial Measures (Unaudited) Net Debt Adjusted EBITDA Net Leverage Ratio ($ in millions, except ratio) As of June 30, 2026 Short-term borrowings $ 735 Current portion of long-term debt 1,034 Long-term debt 4,235 Gross Debt 6,004 Less: Cash and cash equivalents 729 Net Debt $ 5,275 For the trailing twelve months ended June 30, 202624 Net income $ 1,210 Depreciation, depletion, accretion and amortization 969 Interest expense, net 341 Income tax expense 355 EBITDA 2,875 Acquisition and integration-related costs(1) 63 Litigation-related (settlements) costs(2) 39 Loss on impairments(3) 15 Restructuring and other costs(4) 18 Spin-off and separation-related costs(5) 28 Other non-operating expense (income), net(6) (3) Income from equity method investments (11) Adjusted EBITDA $ 3,024 (1) Acquisition and integration-related costs are those incurred for business combinations (including advisory, legal, valuation, and other professions fees) as well as the unfavorable effects of purchase accounting. Certain warranty charges related to pre-acquisition manufacturing issues are also included. (2) Litigation-related settlements (costs) include certain litigation settlements, environmental remediation, and legal-related consulting and professional fees that are not representative of expenses arising in the ordinary course of business. (3) Loss on impairments consist of one-time charges on the Company’s investments and property, plant, and equipment. (4) Restructuring and other costs include charges associated with non-core sites and termination-related severance costs (5) Spin-Off and separation-related costs notably include rebranding costs and professional services supporting Sarbanes-Oxley implementation efforts. (6) Other non-operating income, net primarily consists of costs related to gains on proceeds from property and casualty insurance. As of June 30, 2026 Net Leverage Ratio 1.7x Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] 14 24 Adjusted EBITDA for the trailing twelve months ended June 30, 2026 calculated using third quarter of 2025, fourth quarter of 2025, and second quarter of 2026 figures as reported. First quarter 2026 figures included have been adjusted per revisions that were not material to any previously issued consolidated financial statements. See additional information in 'Revision of Prior Period Financial Statements' and Exhibit 99.3 to the Company's Current Report on Form 8-K filed on August 6, 2026.Amrize Ltd Reconciliation of Non-GAAP Financial Measures (Unaudited) Free Cash Flow Adjusted Diluted Earnings per Share ($ in millions, except ratios and per share amounts) For the three months For the six months ended June 30, ended June 30, 2026 202525 202625 202525 Net cash provided by (used in) operating activities $ 418 $ 406 $ (475) $ (441) Capital expenditures, net(1) (241) (208) (511) (419) Free Cash Flow $ 177 $ 198 $ (986) $ (860) (1) Capital expenditures, net includes purchases of property, plant and equipment, proceeds from property and casualty insurance income, proceeds from land expropriation and proceeds from disposals of long-lived assets, included within Other investing activities, net in our Condensed Consolidated Statements of Cash Flow. For the three months For the six months ended June 30, ended June 30, 2026 202525 202625 202525 Diluted Earnings per Share $ 0.86 $ 0.75 $ 0.67 $ 0.58 Acquisition and integration-related costs(1) 0.01 0.02 0.04 0.03 Litigation-related (settlements) costs(2) (0.01) 0.01 — 0.01 Loss on impairments(3) — — — — Restructuring and other costs(4) 0.01 0.01 0.02 0.01 Spin-off and separation-related costs(5) 0.01 0.02 0.01 0.03 Adjusted Diluted Earnings per Share $ 0.88 $ 0.81 $ 0.74 $ 0.66 (1) Acquisition and integration-related costs are those incurred for business combinations (including advisory, legal, valuation, and other professions fees) as well as the unfavorable effects of purchase accounting. Certain warranty charges related to pre-acquisition manufacturing issues are also included. (2) Litigation-related settlements (costs) include certain litigation settlements, environmental remediation, and legal-related consulting and professional fees that are not representative of expenses arising in the ordinary course of business. (3) Loss on impairments consist of one-time charges on the Company’s investments and property, plant, and equipment. (4) Restructuring and other costs include charges associated with non-core sites and termination-related severance costs (5) Spin-Off and separation-related costs notably include rebranding costs and professional services supporting Sarbanes-Oxley implementation efforts. For the U.S. GAAP to Adjusted diluted earnings per share reconciliation adjusted items are shown net of tax in aggregate of $4 million and $12 million for the for the three months ended June 30, 2026 and 2025, respectively, and in aggregate of $11 million and $15 million for the six months ended June 30, 2026 and 2025, respectively, based on applying the statutory tax rate for the jurisdictions in which the adjustment occurred or, by adjusting the tax effect to consider the impact of applying an annual effective tax rate on an interim basis. For purposes of reconciling adjusted diluted earnings per share with respect to taxes period-over-period, the Company utilizes a “rate approach” to highlight the impact of the adjusted tax rate. It is computed by multiplying the prior period adjusted rate by the current period adjusted income before taxes to determine the expected tax expense. Such expected tax expense is then compared to actual tax expense. Expected tax in excess of actual tax variance is favorable; actual tax in excess of expected tax variance is unfavorable. The variance divided by diluted shares outstanding at the end of the period yields the impact on earnings per share. Management believes the use of this measure best aids in explaining the impact of a changing tax rate. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] 15 25 Prior period financial information includes revisions that were not material to any previously issued consolidated financial statements. See additional information in 'Revision of Prior Period Financial Statements' and Exhibit 99.3 to the Company's Current Report on Form 8-K filed on August 6, 2026.6 Aug
10-QQ1ended 31 Mar 20267 May
8-KAmrize Grows Revenue 4.7% in First Quarter and Reaffirms 2026 Guidance • Revenues up 4.7% driven by accelerating customer demand • Building Materials grew revenue 12.9% with significant margin expansion • Building Envelope results affected by soft roofing demand • PB Materials acquisition completed • Board declares first quarterly dividend of $0.11 per share • Amrize plans to begin $1.0 billion share repurchase program after Q1 earnings results • Full Year 2026 guidance reaffirmed CHICAGO/ZUG, Switzerland, April 29, 2026 – Amrize (AMRZ) announced today its first quarter 2026 financial results. Jan Jenisch, Chairman and CEO: "I thank our 19,000 Amrize teammates for delivering 4.7% of revenue growth in the first quarter. While this is a seasonally small quarter for Amrize, we are encouraged by our progress and the acceleration of customer demand in Building Materials. With growing new project starts and multi-year supply agreements for mega-projects, we achieved double-digit volume growth in cement and aggregates. We also significantly expanded Building Materials margins with continued aggregates pricing, operational efficiency and ASPIRE savings. We completed the acquisition of PB Materials, the aggregates leader in high growth West Texas, which started to positively contribute to our results in the first quarter. With aggregates and U.S. cement price increases put in place in April and strong volumes continuing, our Building Materials business is well positioned for 2026. Our Building Envelope results were affected by soft roofing demand and pricing. Margins in the segment were impacted by lower volumes, price-cost and a temporary plant disruption. Commercial repair and refurbishment continues to be resilient and we expect the strong commercial new starts within Building Materials to convert to new roofing demand as those projects progress through construction. We implemented price increases beginning in April and we expect performance to improve as we move through the year. We are investing for growth with CapEx and M&A, and are returning value to our shareholders with our dividend program and $1.0 billion share repurchase authorization. With an excellent start to the year for Building Materials, we are well positioned to capitalize on accelerating customer demand and deliver profitable growth." Shareholder Return The Board of Directors declared the first quarterly dividend of $0.11 per share to be paid on May 20, 2026. The last trading day with entitlement to receive the quarterly dividend, known as the cum-dividend date, is May 11, 2026. The shares will be traded ex-dividend on May 12, 2026, which is also the record date. Dividends will be paid out of capital contribution reserves1 and are not subject to Swiss withholding tax. The Board previously approved a $1.0 billion share repurchase program, with a 12-month expiration. With approval of the company's 2025 financial statements at its Annual General Meeting, the company plans to begin the repurchase program after Q1 2026 earnings results. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 1 +1 773-355-4404 1 Dividends will be made in the form of distributions paid out of legal reserves from capital contributions and are not subject to Swiss withholding tax. The dividend is the first installment of the annual dividend of up to $0.44 per share approved at the company's Annual General Meeting.Full Year 2026 Financial Guidance Reaffirmed2 Amrize is reaffirming its 2026 financial guidance reflecting accelerating customer demand and profitable growth. Building Materials had an excellent start to the year and the company expects accelerated customer demand to drive growth and margin expansion in 2026. The company continues to expect cement pricing to be up low-single digits and aggregates pricing to be up mid-single digits on a freight adjusted basis for the full year. Aggregates and U.S. cement price increases were put in place in April and fuel surcharges are being implemented to offset cost inflation. In Building Envelope, Amrize continues to expect low-single digit growth in commercial roofing volumes and flat volumes in residential roofing with improvement in the second half of the year. Price increases have been put in place in commercial and residential roofing in April, and fuel surcharges are being implemented to offset cost inflation. As pricing actions are realized, the company expects price-cost to improve as it moves through the year. Based on these drivers, Amrize is reaffirming its financial guidance for full year 2026: Revenues $12.29 billion to $12.52 billion +4% to +6% Adjusted EBITDA $3.25 billion to $3.34 billion +8% to +11% The Company's 2026 financial guidance includes the following underlying assumptions: Capital Expenditures $900 million Interest Expense, Net $340 million Effective Tax Rate 21% - 23% Corporate Costs $200 million Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 2 +1 773-355-4404 2 Amrize (Company) provides forward-looking guidance regarding Adjusted EBITDA. The Company cannot, without unreasonable effort, forecast certain adjusted items excluded from comparable U.S. GAAP financial measures. These items include Acquisition and integration-related costs, Litigation- related costs, Loss on impairments, Restructuring and other costs, Spin-off and separation-related costs, Other non-operating (expense) income, net, and Income from equity method investments., that are difficult to predict in advance to include in a U.S. GAAP estimate. For the same reasons, the Company is unable to address the probable significance of the items.Amrize Consolidated Results (Unaudited) For the three months ended March 31, $ in millions, except per share data 2026 2025 % Change Revenues $ 2,178 $ 2,081 4.7% Net loss $ (118) $ (87) (35.6%) Net loss margin (5.4%) (4.2%) (120bps) Adjusted EBITDA3 $ 192 $ 214 (10.3%) Adjusted EBITDA margin4 8.8% 10.3% (150bps) Diluted loss per share (EPS) $ (0.21) $ (0.16) (31.3%) Adjusted diluted loss per share5 $ (0.16) $ (0.14) (14.3%) Revenues were $2,178 million in the first quarter of 2026 compared to $2,081 million in 2025. Revenues were 4.7% higher in the quarter which was primarily driven by volume growth of $79 million and contributions from acquisitions of $24 million from the Building Materials segment. These factors were partially offset by lower market demand as well as lower prices of $24 million within the Building Envelope segment. Foreign exchange benefitted Amrize by $18 million for the quarter, as the Canadian dollar strengthened against the U.S. dollar. Adjusted EBITDA was $192 million for the first quarter of 2026 compared with $214 million in 2025. The decline in Adjusted EBITDA was mainly driven by lower roofing volumes, price-cost and a temporary plant disruption in the Building Envelope segment, as well as higher unallocated corporate costs. This was partially offset by volume growth in cement and aggregates, aggregates pricing, operational efficiency and ASPIRE savings in the Building Materials segment. The organization operated on a standalone basis in the first quarter of 2026 compared to a carve-out basis in the first quarter of 2025. Excluding unallocated corporate costs, Total Segment Adjusted EBITDA was up 1.6% in the first quarter of 2026 compared to the first quarter of 2025. The company invested $272 million in capital expenditures in the first quarter and is on track to invest $900 million in 2026 to expand production, increase operational efficiency and best serve customers. Net loss was $118 million for the first quarter of 2026, or $0.21 per diluted share, compared with Net loss of $87 million, or $0.16 per diluted share, in the first quarter of 2025. Adjusted loss per diluted share for the first quarter of 2026 was $0.16 compared to $0.14 in the first quarter of 2025. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 3 +1 773-355-4404 3 Adjusted EBITDA represents a Non-GAAP measure, which is defined on page 7 and reconciled on pages 12-14. 4 Adjusted EBITDA Margin represents a Non-GAAP measure, which is defined on page 7 and reconciled on pages 12-14. 5 Adjusted diluted loss per share represents a Non-GAAP measure, which is defined on page 7 and reconciled on pages 12-14.Amrize Building Materials Results (Unaudited) For the three months ended March 31, $ in millions 2026 2025 % Change Revenues $ 1,500 $ 1,329 12.9% Segment Adjusted EBITDA6 $ 170 $ 120 41.7% Segment Adjusted EBITDA margin7 11.3% 9.0% 230bps Volumes For the three months ended March 31, in millions 2026 2025 % Change Cement - tons sold8 4.1 3.6 13.9% Aggregates - tons sold 17.8 15.6 14.1% Average Selling Price For the three months ended March 31, $ per ton 2026 2025 % Change Constant Currency9 % Change Constant Currency Cement - price per ton8 $168.83 $171.76 (1.7%) $167.67 (2.4%) Aggregates - price per ton10 $15.52 $15.14 2.5% $15.29 1.0% Building Materials Revenues were $1,500 million in the first quarter of 2026 compared to $1,329 million in 2025. Revenue growth of 12.9% in the first quarter of 2026 was driven by higher cement and aggregates volumes, reflecting accelerating customer demand with new project starts and multi-year supply agreements supporting mega-projects. In February, Amrize completed the acquisition of PB Materials, the aggregates leader in the high-growth West Texas region. PB Materials positively contributed to results in the six weeks it operated as part of Amrize in the first quarter of 2026. Cement volumes were up 13.9% with pricing down 2.4% on a constant currency basis. A large customer project impacted cement pricing, but benefitted margin during the quarter. Aggregates volumes were up 14.1% with freight adjusted pricing growth of 1.0% on a constant currency basis. Aggregates pricing in the first quarter was impacted by mix from large projects, geography and an acquisition. Aggregates and U.S. cement price increases were put in place in April and fuel surcharges are being implemented to offset cost inflation. First quarter 2026 Segment Adjusted EBITDA for the Building Materials segment was up 41.7% to $170 million, compared to $120 million in 2025. The increase was mainly attributable to continued volume growth, aggregates pricing, operational efficiency and ASPIRE. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 4 +1 773-355-4404 6 Segment Adjusted EBITDA represents a Non-GAAP measure, which is defined on page 7 and reconciled on pages 12-14. 7 Segment Adjusted EBITDA Margin represents a Non-GAAP measure, which is defined on page 7 and reconciled on pages 12-14. 8 Cement volume and pricing figures presented above exclude trading. 9 Constant Currency reflects price adjusted to prior period foreign exchange rates. 10 Aggregates pricing figures presented above are freight adjusted, excluding freight revenues.Amrize Building Envelope Results (Unaudited) For the three months ended March 31, $ in millions 2026 2025 % Change Revenues $ 678 $ 752 (9.8%) Segment Adjusted EBITDA $ 78 $ 124 (37.1%) Segment Adjusted EBITDA margin 11.5% 16.5% (500bps) Building Envelope Revenues were $678 million for the first quarter of 2026, compared to $752 million in 2025. This decrease was primarily on soft industry volumes and pricing. Commercial roofing repair and refurbishment remained resilient while new construction remained soft in the first quarter. Residential roofing was also soft in the first quarter. Seasonal trends are expected to support weather-related repair and refurbishment demand in the second half of 2026, while recovery in residential new construction is expected in 2027. Price increases were put in place in commercial and residential roofing in April, and fuel surcharges are being implemented to offset cost inflation. The company also announced price increases for select brands, effective in May and June. First quarter 2026 Segment Adjusted EBITDA for the Building Envelope segment was $78 million, compared to $124 million in 2025. The decrease in Adjusted EBITDA was mainly due to lower volumes, price-cost and a temporary plant disruption. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 5 +1 773-355-4404Amrize Cash Flow and Debt For the three months ended March 31, 2026, cash used in operating activities was $896 million as compared to $856 million for the three months ended March 31, 2025. The increase in cash used in operating activities of $40 million was primarily driven by a higher net loss of $31 million, and the timing of cash collections and payments. Free Cash Flow11 was a use of $1,163 million for the three months ended March 31, 2026 compared to a use of $1,065 million for the three months ended March 31, 2025. Free cash flow is historically seasonal and the company generates the majority of its cash flow in the second half of the year. Gross Debt was $6,046 million and Cash and cash equivalents were $1,099 million as of March 31, 2026, resulting in Net Debt12 of $4,947 million. Net Leverage Ratio13 as of March 31, 2026 was 1.7x. About Amrize Amrize (NYSE: AMRZ) is building North America, as the partner of choice for professional builders with advanced branded solutions from foundation to rooftop. With over 1,000 sites and a highly efficient distribution network, we deliver for our customers in every U.S. state and Canadian province. Our 19,000 teammates uniquely serve every construction market from infrastructure, commercial and residential to new build, repair and refurbishment. Amrize achieved $11.8 billion in revenues in 2025 and is listed on the New York Stock Exchange and the SIX Swiss Exchange. Learn more at www.amrize.com. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 6 +1 773-355-4404 11 Free Cash Flow represents a Non-GAAP measure, which is defined on page 7 and reconciled on pages 12-14. 12 Net Debt represents a Non-GAAP measure, which is defined on page 7 and reconciled on pages 12-14. 13 Net Leverage Ratio represents a Non-GAAP measure, which is defined on page 7 and reconciled on pages 12-14.CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Certain statements in this presentation may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act, such as statements regarding expected cost savings, future financial targets, business strategies, management’s views with respect to future events and financial performance, and the assumptions underlying such expected cost savings, targets, strategies, and statements. Forward-looking statements include those preceded by, followed by or that include the words such as “may,” “will,” “could,” “should,” “might,” “projects,” “expects,” “believes,” “anticipates,” “intends,” “plans,” “continue,” “estimate,” or “pursue,” or similar expressions. Such forward-looking statements are subject to risks, uncertainties and other factors which could cause actual results to differ materially from historical experience or from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to, the effect of political, economic and market conditions and geopolitical events; the level of demand in the construction industry; the cyclicality of the industries and businesses in which our customers operate; changes in the cost and/or availability of raw materials required to run our business; energy and fuel costs; adverse weather conditions and natural disasters; the logistical and other challenges inherent in our operations; the actions and initiatives of current and potential competitors; the level and volatility of, interest rates and other market indices; the ability of Amrize to realize the expected synergies for our acquisitions; the ability of Amrize to achieve margin expansion goals; the ability of Amrize to maintain satisfactory credit ratings; the outcome of pending litigation or future litigation; the impact of current, pending and future legislation and regulation; factors related to the failure of Amrize to achieve some or all of the expected strategic benefits or opportunities expected from the separation from Holcim Ltd (“Holcim”); material costs and expenses as a result of the separation from Holcim; our limited history operating as an independent, publicly traded company; our obligation to indemnify Holcim pursuant to the agreements entered into connection with the separation and the risk Holcim may not fulfill any obligations to indemnify Amrize under such agreements; that under applicable tax law, Amrize may be liable for certain tax liabilities of Holcim following the separation if Holcim were to fail to pay such taxes; the fact that Amrize may receive worse commercial terms from third-parties for services it used to receive from Holcim prior to the separation; the fact that certain of Amrize's executive officers and directors may have actual or potential conflicts of interest because of their previous positions at Holcim; and potential difficulties in maintaining relationships with key personnel; and other factors which can be found in Amrize’s media releases and Amrize’s filings with the SEC. These statements are not guarantees of future performance and are subject to future events, risks and uncertainties – many of which are beyond our control, dependent on the actions of third parties, or currently unknown to us – as well as potentially inaccurate assumptions that could cause actual results to differ materially from our historical experience and our expectations and projections. Any forward-looking statement speaks only as of the date on which it is made. We do not undertake or assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise. You are advised, however, to review any further disclosures we make on related subjects in our filings with the Securities and Exchange Commission and in our other public statements. FINANCIAL MEASURES AND DEFINITIONS Adjusted EBITDA is defined as Segment Adjusted EBITDA including unallocated corporate costs. Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by Revenues. Adjusted Diluted EPS is defined as Diluted Earnings (Loss) per share attributable to the Company, excluding the impact of Acquisition and integration-related costs, Litigation-related costs, Loss on impairments, Restructuring and other costs, Spin-off and separation-related costs. Capital Expenditures, Net includes purchases of property, plant and equipment, proceeds from property and casualty insurance income, proceeds from land expropriation, and proceeds from disposals of long-lived assets. EBITDA is defined as Net income (loss), excluding Depreciation, depletion, accretion and amortization, Interest expense, net, and Income tax benefit. EBITDA Margin is defined as EBITDA divided by Revenues. Free Cash Flow is defined as Net cash used in operating activities less Capital Expenditures, Net. Net Debt is defined as the sum of Short-term borrowings, Long-term debt and Current portion of long-term debt minus Cash and cash equivalents. Net Leverage Ratio is defined as Net Debt divided by trailing 12 months Adjusted EBITDA. Net Working Capital is defined as the change in accounts receivables, inventory, and accounts payable. Segment Adjusted EBITDA is defined as Net income (loss), and excludes the impact of Depreciation, depletion, accretion and amortization, Interest expense, net, Income tax benefit, Acquisition and integration-related costs, Litigation-related costs, Loss on impairments, Restructuring and other costs, Spin-off and separation-related costs, Other non-operating (expense) income, net, Income from equity method investments, and unallocated corporate costs. Segment Adjusted EBITDA Margin is defined as Segment Adjusted EBITDA divided by Revenues. This media release contains certain financial measures of historical performance and financial positions that are not prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP"). Non-GAAP financial measures are reconciled to the most comparable U.S. GAAP measures in the schedules attached hereto. Adjusted financial measures are Non-GAAP measures and exclude adjusting items as described and reconciled to comparable U.S. GAAP financial measures in the Reconciliation of U.S. GAAP to Non-GAAP Financial Measures contained in this Media Release. We believe these adjusted financial measures facilitate analysis and comparisons of our ongoing business operations because they exclude items that may not be indicative of, or are unrelated to, the Company’s and our business segments’ core operating performance, and may assist investors with comparisons to prior periods and assessing trends in our underlying businesses. These adjustments are consistent with how management views our businesses. Management uses these Non-GAAP financial measures in making financial, operating and planning decisions, and evaluating Amrize’s and each business segment’s ongoing performance. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 7 +1 773-355-4404Our Non-GAAP financial measures are intended to supplement and should be read together with, and are not an alternative or substitute for, and should not be considered superior to, our reported financial results. Accordingly, users of our financial statements should not place undue reliance on these Non-GAAP financial measures. Because Non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ Non-GAAP financial measures having the same or similar names. As required by SEC rules, the tables on pages 12-14 below present a reconciliation of our presented Non-GAAP financial measures to the most directly comparable U.S. GAAP measures. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 8 +1 773-355-4404Amrize Ltd Unaudited Condensed Consolidated Statement of Operations ($ in millions, except per share data) For the three months ended March 31, 2026 2025 Revenues $ 2,178 $ 2,081 Cost of revenues (1,967) (1,859) Gross profit 211 222 Selling, general and administrative expenses (292) (239) Gain on disposal of long-lived assets 5 1 Operating loss (76) (16) Interest expense, net (70) (118) Other non-operating income, net 1 1 Loss before income tax benefit (145) (133) Income tax benefit 27 46 Net loss (118) (87) Net loss attributable to noncontrolling interests 2 — Net loss attributable to the Company $ (116) $ (87) Loss per share attributable to the Company: Basic $ (0.21) $ (0.16) Diluted $ (0.21) $ (0.16) Weighted-average number of shares outstanding: Basic 553.2 553.1 Diluted 553.2 553.1 Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 9 +1 773-355-4404Amrize Ltd Unaudited Condensed Consolidated Balance Sheets ($ in millions) As of As of March 31, 2026 December 31, 2025 Assets Current Assets: Cash and cash equivalents $ 1,099 $ 1,922 Accounts receivable, net 1,358 1,120 Inventories, net 1,567 1,551 Prepaid expenses and other current assets 260 88 Total current assets 4,284 4,681 Property, plant and equipment, net 8,366 7,935 Goodwill 9,070 9,020 Intangible assets, net 1,703 1,728 Operating lease right-of-use assets, net 604 608 Other noncurrent assets 242 277 Total Assets $ 24,269 $ 24,249 Liabilities and Equity Current Liabilities: Accounts payable $ 1,021 $ 1,538 Short-term borrowings 777 — Current portion of long-term debt 333 333 Operating lease liabilities 131 136 Other current liabilities 792 850 Total current liabilities 3,054 2,857 Long-term debt 4,936 4,936 Deferred income tax liabilities 1,104 1,048 Noncurrent operating lease liabilities 492 500 Other noncurrent liabilities 1,595 1,654 Total Liabilities 11,181 10,995 Total Equity 13,088 13,254 Total Liabilities and Equity $ 24,269 $ 24,249 Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 10 +1 773-355-4404Amrize Ltd Unaudited Condensed Consolidated Statements of Cash Flow ($ in millions) For the three months ended March 31, 2026 2025 Cash Flows from Operating Activities: Net loss $ (118) $ (87) Adjustments to reconcile net income to net cash used in operating activities: Depreciation, depletion, accretion and amortization 236 218 Share-based compensation 9 1 Gain on disposal of long-lived assets (5) (1) Deferred tax benefit (17) — Net periodic benefit cost 3 3 Other items, net 26 27 Changes in operating assets and liabilities, net of effects of acquisitions: Accounts receivable, net (223) (310) Due from related party — 13 Inventories, net 16 (121) Accounts payable (521) (198) Due to related party — 78 Other assets (159) (44) Other liabilities (136) (429) Defined benefit pension plans and other postretirement benefit plans (7) (6) Net cash used in operating activities (896) (856) Cash Flows from Investing Activities: Purchases of property, plant and equipment (272) (211) Acquisitions, net of cash acquired (425) (9) Proceeds from disposals of long-lived assets 5 2 Net decrease in short-term related-party notes receivable from cash pooling program — 173 Other investing activities, net 33 (15) Net cash used in investing activities (659) (60) Cash Flows from Financing Activities: Transfers to Holcim, net — (89) Proceeds from short-term borrowings, net 777 — Net repayments of short-term related-party debt — (7) Proceeds from issuances of long-term related-party debt — 22 Payments of finance lease obligations (31) (22) Shares withheld for employees’ income tax obligations (3) — Other financing activities, net — (1) Net cash provided by (used in) financing activities 743 (97) Effect of exchange rate changes on cash and cash equivalents (11) 2 Increase (decrease) in cash and cash equivalents (823) (1,011) Cash and cash equivalents at the beginning of period 1,922 1,585 Cash and cash equivalents at the end of period $ 1,099 $ 574 Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 11 +1 773-355-4404Amrize Ltd Reconciliation of Non-GAAP Financial Measures Analysis of Change of Total Revenues (Unaudited) Analysis of Change Organic Growth (In millions, except for percentage data) For the three months ended March 31, 2025 Volume Price Acquisitions Foreign Exchange For the three months ended March 31, 2026 % change Total Revenues 2,081 79 (24) 24 18 2,178 4.7 % Adjusted EBITDA and Adjusted EBITDA Margin (Unaudited) ($ in millions, except percentage data) For the three months ended 2026 2025 Net loss $ (118) $ (87) Depreciation, depletion, accretion and amortization 236 218 Interest expense, net 70 118 Income tax benefit (27) (46) EBITDA 161 203 Acquisition and integration-related costs(1) 23 3 Litigation-related costs(2) 2 — Restructuring and other costs(3) 3 — Spin-off and separation-related costs(4) 4 9 Other non-operating income, net(5) (1) (1) Adjusted EBITDA 192 214 Unallocated corporate costs 56 30 Total Segment Adjusted EBITDA $ 248 $ 244 Building Materials $ 170 $ 120 Building Envelope $ 78 $ 124 Net loss margin (5.4%) (4.2%) EBITDA Margin 7.4% 9.8% Adjusted EBITDA Margin 8.8% 10.3% Building Materials 11.3% 9.0% Building Envelope 11.5% 16.5% (1) Acquisition and integration-related costs are those incurred for business combinations, including advisory, legal, valuation, and other professional fees. Certain warranty charges related to a pre-acquisition manufacturing issue are also included. (2) Litigation-related costs include certain litigation settlements, environmental remediation, and legal-related consulting and professional fees that are not representative of expenses arising in the ordinary course of business. (3) Restructuring and other costs include charges associated with non-core sites. (4) Spin-Off and separation-related costs notably include rebranding costs. (5) Other non-operating income, net primarily consists of costs related to gains on proceeds from property and casualty insurance. Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 12 +1 773-355-4404Amrize Ltd Reconciliation of Non-GAAP Financial Measures (Unaudited) Net Debt Adjusted EBITDA Net Leverage Ratio ($ in millions, except ratio) As of March 31, 2026 Short-term borrowings $ 777 Current portion of long-term debt 333 Long-term debt 4,936 Gross Debt 6,046 Less: Cash and cash equivalents 1,099 Net Debt $ 4,947 For the year ended (trailing twelve months ended) March 31, 2026 Net income $ 1,151 Depreciation, depletion, accretion and amortization 932 Interest expense, net 365 Income tax benefit 345 EBITDA 2,793 Acquisition and integration-related costs(1) 84 Litigation-related costs(2) 48 Loss on impairments(3) 15 Restructuring and other costs(4) 22 Spin-off and separation-related costs(5) 38 Other non-operating income(6) (4) Income from equity method investments (11) Adjusted EBITDA $ 2,985 (1) Acquisition and integration-related costs are those incurred for business combinations, including advisory, legal, valuation, and other professional fees. Certain warranty charges related to a pre-acquisition manufacturing issue are also included. (2) Litigation-related costs include certain litigation settlements, environmental remediation, and legal-related consulting and professional fees that are not representative of expenses arising in the ordinary course of business. (3) Loss on impairments consist of one-time charges on the Company’s investments and property, plant, and equipment. (4) Restructuring and other costs include charges associated with non-core sites. (5) Spin-Off and separation-related costs notably include rebranding costs. (6) Other non-operating income, net primarily consists of costs related to gains on proceeds from property and casualty insurance. As of March 31, 2026 Net Leverage Ratio 1.7x Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 13 +1 773-355-4404Amrize Ltd Reconciliation of Non-GAAP Financial Measures (Unaudited) Free Cash Flow Adjusted Diluted Loss per Share ($ in millions, except ratios and per share amounts) For the three months ended March 31, 2026 2025 Net cash used in operating activities $ (896) $ (856) Capital expenditures, net(1) (267) (209) Free Cash Flow $ (1,163) $ (1,065) (1) Capital expenditures, net includes purchases of property, plant and equipment, proceeds from property and casualty insurance income, proceeds from land expropriation and proceeds from disposals of long-lived assets. For the three months ended March 31, 2026 2025 Diluted loss per share $ (0.21) $ (0.16) Acquisition and integration-related costs(1) 0.03 0.01 Restructuring and other costs(2) 0.01 — Spin-off and separation-related costs(3) 0.01 0.01 Adjusted Diluted Loss per Share $ (0.16) $ (0.14) (1) Acquisition and integration-related costs are those incurred for business combinations, including advisory, legal, valuation, and other professional fees. Certain warranty charges related to a pre-acquisition manufacturing issue are also included. (2) Restructuring and other costs include charges associated with non-core sites. (3) Spin-Off and separation-related costs notably include rebranding costs. For the U.S. GAAP to Adjusted diluted loss per share reconciliation adjusted items are shown net of tax in aggregate of $8 million and $3 million for the for the three months ended March 31, 2026 and 2025 respectively, based on applying the statutory tax rate for the jurisdictions in which the adjustment occurred or, by adjusting the tax effect to consider the impact of applying an annual effective tax rate on an interim basis. For purposes of reconciling adjusted diluted loss per share with respect to taxes period-over-period, the Company utilizes a “rate approach” to highlight the impact of the adjusted tax rate. It is computed by multiplying the prior period adjusted rate by the current period adjusted income before taxes to determine the expected tax expense. Such expected tax expense is then compared to actual tax expense. Expected tax in excess of actual tax variance is favorable; actual tax in excess of expected tax variance is unfavorable. The variance divided by diluted shares outstanding at the end of the period yields the impact on loss per share. Management believes the use of this measure best aids in explaining the impact of a changing tax rate. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 14 +1 773-355-440429 Apr
8-KSubmission of Matters to a Vote of Security Holders21 Apr
8-KOther Events14 Apr
8-KDeparture of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers31 Mar
ARSAnnual report to security holders12 Mar
DEFA14ADefinitive additional materials12 Mar
DEF 14ADefinitive proxy statement12 Mar
PRE 14APreliminary proxy statement27 Feb
8-KChanges in Registrant's Certifying Accountant20 Feb
10-KFY 2025ended 31 Dec 202518 Feb
8-KAmrize Delivers Strong Free Cash Flow in 2025; Shareholder Return Plan Proposed Performance Highlights and 2026 Guidance • Revenues up 0.9% to $11.8 billion on infrastructure demand and improving commercial market • Net income of $1.2 billion and Adjusted EBITDA of $3.0 billion • Strong Operating Cash Flow of $2.2 billion and Free Cash Flow of $1.5 billion • Building Materials Revenue growth continued in fourth quarter with strong margin expansion • Strong commercial repair and refurbishment trends in Building Envelope; softer residential demand • 2026 guidance: Revenues +4-6%, Adjusted EBITDA +8-11% Shareholder Return Plan • Share Repurchase Authorization of $1.0 billion1 • Special one-time dividend of $0.44 per share2,3 • Annual ordinary dividend of $0.44 per share2,4 to be paid in quarterly installments CHICAGO/ZUG, February 17, 2026 – Amrize (AMRZ) announced today its fourth quarter and full year 2025 financial results. Jan Jenisch, Chairman and CEO: "2025 was a milestone year for Amrize as we completed our spin-off, delivered for our customers and set the foundation for our long-term, profitable growth. I thank our 19,000 empowered teammates who are serving our customers across North America as the partner of choice for their most important building projects. We increased revenues to $11.8 billion and delivered $3.0 billion of Adjusted EBITDA driven by infrastructure demand and an improving commercial market. As we closed the year, we saw growing customer demand in cement and aggregates, as well as continued positive pricing. Our Building Envelope business was affected by the soft residential roofing market, while commercial repair and refurbishment remained resilient. We generated strong Free Cash Flow on the year and achieved a Net Leverage Ratio of 1.1x. Our strong cash conversion and balance sheet provide the flexibility and firepower to fuel our growth and return cash to our shareholders. We invested $788 million in CapEx in 2025, and plan to increase these investments to $900 million in 2026 to accelerate our growth. We are also ramping up our value-accretive M&A to expand our footprint in the most attractive markets, demonstrated recently with our agreement to acquire PB Materials, the leading aggregates business in high-growth West Texas. Delivering shareholder return, our Board has authorized a $1.0 billion share repurchase program, and proposes a special one time dividend as well as an annual ordinary dividend. We are delivering on our commitment to invest for growth and create value for all stakeholders. We are well positioned in our $200 billion addressable market and have set our 2026 guidance reflecting accelerating customer demand and profitable growth." Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 1 +1 773-355-4404 1 Amrize Board of Directors approved a share repurchase authorization for up to $1.0 billion, with a 12-month expiration, pending approval of the 2025 financial statements at the Annual General Meeting. 2 Dividends will be paid out of legal capital reserves from tax capital contributions and are not subject to Swiss withholding tax. 3 Amrize Board of Directors proposes a special one-time dividend of $0.44 per share, to be paid following shareholder approval at the Annual General Meeting. 4 Amrize Board of Directors proposes an annual ordinary dividend of $0.44 per share, to be paid in up to four quarterly installments at the discretion of the Board, following shareholder approval at the Annual General Meeting.Shareholder Return Plan The Board of Directors has approved a $1.0 billion share repurchase program, pending approval of the 2025 financial statements at the AGM, with a 12-month expiration. The Board of Directors also proposes a special, one-time dividend of $0.44 per share, payable following approval by shareholders at the AGM, as well as a $0.44 ordinary annual dividend per share, payable in quarterly installments, at the discretion of the Board. Dividends will be paid out of capital contribution reserves and are not subject to Swiss withholding tax. Full Year 2026 Financial Guidance5 Amrize has established an efficient capital structure and operating model. 2025 Corporate costs were $210 million versus guidance of $300 to $320 million6. Net interest expense was $413 million versus $512 million in 2024 and the effective tax rate was 21.8% versus guidance of 22% to 24%. Cash and cash equivalents as of December 31, 2025 were $1,922 million and Net Debt7 was $3,347 million. The Net Leverage Ratio8 as of December 31, 2025 was 1.1x, compared to 1.7x as of September 30, 2025. This positions the company to continue generating growth and returns. Amrize has set 2026 guidance reflecting accelerating customer demand and profitable growth. In Building Materials, volumes and pricing are expected to be growth contributors with low single-digit percentage growth in cement pricing and mid-single-digit percentage growth in aggregates pricing. In Building Envelope, Amrize expects low-single digit growth in commercial roofing volumes and flat volumes in residential roofing with improvement in the second half of the year. Based on these drivers, Amrize is providing the following financial guidance for full year 2026: Revenues $12.29 billion to $12.52 billion +4% to +6% Adjusted EBITDA $3.25 billion to $3.34 billion + 8% to +11% The Company's 2026 financial guidance includes the following underlying assumptions: Capital Expenditures $900 million Interest Expense, Net $340 million Effective Tax Rate 21% - 23% Corporate Costs $200 million ASPIRE Program Update Amrize launched its ASPIRE program in 2025 to accelerate synergies and profitable growth. Leveraging its scale across 1,000 sites and two business segments, the company is optimizing third party spending and driving efficiencies in its operational footprint and logistics network. Amrize realized initial savings in the fourth quarter and the company is now targeting 70 basis points of margin expansion through ASPIRE in 2026 and is on track to achieve more than $250 million in synergies through 2028. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 2 +1 773-355-4404 5 Amrize (Company) provides forward-looking guidance regarding Adjusted EBITDA. The Company cannot, without unreasonable effort, forecast certain adjusted items excluded from comparable U.S. GAAP financial measures. These items include Acquisition and integration-related costs, Litigation- related costs, Loss on impairments, Restructuring and other costs, Spin-off and separation-related costs, Other non-operating (expense) income, net, and Income from equity method investments., that are difficult to predict in advance to include in a U.S. GAAP estimate. For the same reasons, the Company is unable to address the probable significance of the items. 6 FY 2025 corporate costs compared to the quarterly run rate of $75-$80 million corporate cost provided during Q2 2025. 7 Net Debt represents a non-GAAP measure, which is defined on page 7 and reconciled on pages 13-15. 8 Net Leverage Ratio represents a non-GAAP measure, which is defined on page 7 and reconciled on pages 13-15.Amrize Consolidated Results (Unaudited) For the three months ended December 31, For the years ended December 31, $ in millions, except per share data 2025 2024 % Change 2025 2024 % Change Revenues $ 2,839 $ 2,849 (0.4%) $ 11,815 $ 11,704 0.9% Net income $ 298 $ 292 +2.1% $ 1,182 $ 1,273 (7.1%) Net income margin 10.5% 10.2% +30bps 10.0% 10.9% (90bps) Adjusted EBITDA9 $ 779 $ 791 (1.5%) $ 3,007 $ 3,181 (5.5%) Adjusted EBITDA Margin10 27.4% 27.8% (40bps) 25.5% 27.2% (170bps) Diluted Earnings per Share (EPS) $ 0.54 $ 0.53 +1.9% $ 2.14 $ 2.30 (7.0%) Adjusted Diluted EPS11 $ 0.62 $ 0.57 +8.8% $ 2.40 $ 2.44 (1.6%) Revenues were $2,839 million in the fourth quarter of 2025 compared to $2,849 million in 2024. Revenues were 0.4% lower in the quarter, reflecting continued infrastructure spend, an improving commercial market and the soft residential roofing market. Adjusted EBITDA was $779 million for the fourth quarter of 2025 compared with $791 million in 2024. Adjusted EBITDA was driven by higher volumes and continued aggregates pricing growth in the Building Materials segment, offset by lower residential roofing volumes in the Building Envelope segment. Net income was $298 million for the fourth quarter of 2025, or $0.54 Diluted EPS, compared with Net income of $292 million, or $0.53 Diluted EPS, in 2024. Net income was $1,182 million for the full year 2025, or $2.14 Diluted EPS, compared with Net income of $1,273 million, or $2.30 Diluted EPS, in 2024. Adjusted Diluted EPS for the fourth quarter of 2025 was $0.62 compared to $0.57 in 2024. Adjusted Diluted EPS for the full year 2025 was $2.40 compared to $2.44 in 2024. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 3 +1 773-355-4404 9 Adjusted EBITDA represents a Non-GAAP measure, which is defined on page 7 and reconciled on pages 13-15. 10 Adjusted EBITDA Margin represents a Non-GAAP measure, which is defined on page 7 and reconciled on pages 13-15. 11 Adjusted Diluted EPS represents a Non-GAAP measure, which is defined on page 7 and reconciled on pages 13-15.Amrize Building Materials Results (Unaudited) For the three months ended December 31, For the years ended December 31, $ in millions 2025 2024 % Change 2025 2024 % Change Revenues $ 2,161 $ 2,080 3.9% $ 8,514 $ 8,329 2.2% Segment Adjusted EBITDA12 $ 705 $ 666 5.9% $ 2,485 $ 2,552 (2.6%) Segment Adjusted EBITDA Margin13 32.6% 32.0% 60bps 29.2% 30.6% (140bps) Volumes For the three months ended December 31, For the years ended December 31, in millions 2025 2024 % Change 2025 2024 % Change Cement - tons sold14 5.7 5.5 3.6% 22.4 22.6 (0.9%) Aggregates - tons sold15 30.9 30.0 3.0% 118.9 119.8 (0.8%) Average Selling Price For the three months ended December 31, $ per ton 2025 2024 % Change Constant Currency16 % Change Constant Currency Cement - price per ton9 $167.52 $167.80 (0.2%) $166.51 (0.8%) Aggregates - price per ton10 $13.79 $13.27 3.9% $13.77 3.8% For the years ended December 31, $ per ton 2025 2024 % Change Constant Currency % Change Constant Currency Cement - price per ton $170.05 $170.21 (0.1%) $170.65 0.3% Aggregates - price per ton $14.06 $13.35 5.3% $14.16 6.1% Building Materials Revenues were $2,161 million in the fourth quarter of 2025 compared to $2,080 million in 2024. Revenue growth of 3.9% in the fourth quarter of 2025 was driven by higher volumes and continued aggregates pricing growth. Cement volumes were up 3.6% with pricing down 0.8% coupled with increased aggregates volumes of 3.0% with freight-adjusted pricing up 3.8%. Fourth quarter 2025 Segment Adjusted EBITDA for the Building Materials segment was $705 million, compared to $666 million in 2024. The increase was mainly attributable to volume growth, aggregates pricing, production efficiency and ASPIRE savings. The company is executing on its strategy of investing for growth through CapEx and M&A in the most attractive markets. In the fourth quarter, Building Materials completed a 660,000 ton capacity expansion at its Ste. Genevieve cement plant, North America's largest and market leading plant. In January, Amrize announced an agreement to acquire PB Materials, expanding its aggregates business into high-growth West Texas. The company expects the acquisition to close in the first quarter. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 4 +1 773-355-4404 12 Segment Adjusted EBITDA represents a Non-GAAP measure, which is defined on page 7 and reconciled on pages 13-15. 13 Segment Adjusted EBITDA Margin represents a Non-GAAP measure, which is defined on page 7 and reconciled on pages 13-15. 14 Cement volume and pricing figures presented above exclude trading. 15 Aggregates pricing figures presented above are freight adjusted, excluding freight revenues. 16 Constant Currency reflects price adjusted to prior period foreign exchange rates.Amrize Building Envelope Results (Unaudited) For the three months ended December 31, For the years ended December 31, $ in millions 2025 2024 % Change 2025 2024 % Change Revenues $ 678 $ 769 (11.8%) $ 3,301 $ 3,375 (2.2%) Segment Adjusted EBITDA $ 130 $ 170 (23.5%) $ 732 $ 770 (4.9%) Segment Adjusted EBITDA Margin 19.2% 22.1% (290bps) 22.2% 22.8% (60bps) Building Envelope Revenues were $678 million for the fourth quarter of 2025, compared to $769 million in 2024. This decrease was primarily due to softer residential roofing demand, partially offset by strong commercial repair and refurbishment revenues. Fourth quarter 2025 Segment Adjusted EBITDA for the Building Envelope segment was $130 million, compared to $170 million in 2024. Lower Adjusted EBITDA was mainly due to lower residential roofing volumes and an $8 million increase in warranty provisions, which was partially offset by an improvement in commercial roofing margin on resilient repair and refurbishment demand. The company is on track to commission a new state-of-the-art Malarkey shingle factory in Franklin, Indiana by the end of 2026 to increase production and expand market share in the attractive Midwest and Eastern markets. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 5 +1 773-355-4404Amrize Cash Flow and Debt For the year ended December 31, 2025, cash provided by operating activities was $2,208 million as compared to $2,282 million for the year ended December 31, 2024. Free Cash Flow17 was $1,463 million for the year ended December 31, 2025 compared to $1,733 million for the year ended December 31, 2024, a decrease of $270 million. The decrease in cash provided by operating activities of $74 million was primarily driven by lower net income of $91 million and changes to net working capital. Gross Debt as of December 31, 2025 was $5,269 million. Cash and cash equivalents were $1,922 million, resulting in a decrease in Net Debt18 to $3,347 million. The Net Leverage Ratio19 as of December 31, 2025 was 1.1x, compared to 1.7x as of September 30, 2025. About Amrize Amrize (NYSE: AMRZ) is building North America, as the partner of choice for professional builders with advanced branded solutions from foundation to rooftop. With over 1,000 sites and a highly efficient distribution network, we deliver for our customers in every U.S. state and Canadian province. Our 19,000 teammates uniquely serve every construction market from infrastructure, commercial and residential to new build, repair and refurbishment. Amrize achieved $11.8 billion in revenues in 2025 and is listed on the New York Stock Exchange and the SIX Swiss Exchange. Learn more at www.amrize.com. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 6 +1 773-355-4404 17Free Cash Flow represents a non-GAAP measure, which is defined on page 7 and reconciled on pages 13-15. 18 Net Debt represents a non-GAAP measure, which is defined on page 7 and reconciled on pages 13-15. 19 Net Leverage Ratio represents a non-GAAP measure, which is defined on page 7 and reconciled on pages 13-15.CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Certain statements in this presentation may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act, such as statements regarding expected cost savings, future financial targets, business strategies, management’s views with respect to future events and financial performance, and the assumptions underlying such expected cost savings, targets, strategies, and statements. Forward-looking statements include those preceded by, followed by or that include the words such as “may,” “will,” “could,” “should,” “might,” “projects,” “expects,” “believes,” “anticipates,” “intends,” “plans,” “continue,” “estimate,” or “pursue,” or similar expressions. Such forward-looking statements are subject to risks, uncertainties and other factors which could cause actual results to differ materially from historical experience or from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to, the effect of political, economic and market conditions and geopolitical events; the level of demand in the construction industry; the cyclicality of the industries and businesses in which our customers operate; changes in the cost and/or availability of raw materials required to run our business; energy and fuel costs; adverse weather conditions and natural disasters; the logistical and other challenges inherent in our operations; the actions and initiatives of current and potential competitors; the level and volatility of, interest rates and other market indices; the ability of Amrize to realize the expected significant synergies for our acquisitions; the ability of Amrize to achieve margin expansion goals; the ability of Amrize to maintain satisfactory credit ratings; the outcome of pending litigation or future litigation; the impact of current, pending and future legislation and regulation; factors related to the failure of Amrize to achieve some or all of the expected strategic benefits or opportunities expected from the separation from Holcim Ltd (“Holcim”); material costs and expenses as a result of the separation from Holcim; our limited history operating as an independent, publicly traded company; our obligation to indemnify Holcim pursuant to the agreements entered into connection with the separation and the risk Holcim may not fulfill any obligations to indemnify Amrize under such agreements; that under applicable tax law, Amrize may be liable for certain tax liabilities of Holcim following the separation if Holcim were to fail to pay such taxes; the fact that Amrize may receive worse commercial terms from third-parties for services it used to receive from Holcim prior to the separation; the fact that certain of Amrize's executive officers and directors may have actual or potential conflicts of interest because of their previous positions at Holcim; and potential difficulties in maintaining relationships with key personnel; and other factors which can be found in Amrize’s media releases and Amrize’s filings with the SEC. These statements are not guarantees of future performance and are subject to future events, risks and uncertainties – many of which are beyond our control, dependent on the actions of third parties, or currently unknown to us – as well as potentially inaccurate assumptions that could cause actual results to differ materially from our historical experience and our expectations and projections. Any forward-looking statement speaks only as of the date on which it is made. We do not undertake or assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise. You are advised, however, to review any further disclosures we make on related subjects in our filings with the Securities and Exchange Commission and in our other public statements. FINANCIAL MEASURES AND DEFINITIONS Adjusted EBITDA is defined as Segment Adjusted EBITDA including unallocated corporate costs. Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by Revenues. Adjusted Diluted EPS is defined as Diluted Earnings per share attributable to the Company, excluding the impact of Acquisition and integration-related costs, Litigation-related costs, Loss on impairments, Restructuring and other costs, Spin-off and separation- related costs. Capital Expenditures, Net includes purchases of property, plant and equipment, proceeds from property and casualty insurance income, proceeds from land expropriation and proceeds from disposals of long-lived assets. EBITDA is defined as Net income, excluding Depreciation, depletion, accretion and amortization, Interest expense, net and Income tax expense. EBITDA Margin is defined as EBITDA divided by Revenues. Free Cash Flow is defined as Net cash provided by operating activities less Capital Expenditures, Net. Net Debt is defined as the sum of Short-term borrowings, Long-term debt and Current portion of long-term debt minus Cash and cash equivalents. Net Leverage Ratio is defined as Net Debt divided by trailing 12 months Adjusted EBITDA. Net Working Capital is defined as the change in accounts receivables, inventory, and accounts payable. Segment Adjusted EBITDA is defined as Net income, and excludes the impact of Depreciation, depletion, accretion and amortization, Interest expense, net, Income tax expense, Acquisition and integration-related costs, Litigation-related costs, Loss on impairments, Restructuring and other costs, Spin-off and separation-related costs, Other non-operating (expense) income, net, Income from equity method investments, and unallocated corporate costs. Segment Adjusted EBITDA Margin is defined as Segment Adjusted EBITDA divided by Revenues. This media release contains certain financial measures of historical performance and financial positions that are not prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP"). Non-GAAP financial measures are reconciled to the most comparable U.S. GAAP measures in the schedules attached hereto. Adjusted financial measures are Non-GAAP measures and exclude adjusting items as described and reconciled to comparable U.S. GAAP financial measures in the Reconciliation of U.S. GAAP to Non-GAAP Financial Measures contained in this Media Release. We believe these adjusted financial measures facilitate analysis and comparisons of our ongoing business operations because they exclude items that may not be indicative of, or are unrelated to, the Company’s and our business segments’ core operating performance, and may assist investors with comparisons to prior periods and assessing trends in our underlying businesses. These adjustments are consistent with how management views our businesses. Management uses these Non-GAAP financial measures in making financial, operating and planning decisions and evaluating Amrize’s and each business segment’s ongoing performance. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 7 +1 773-355-4404Our Non-GAAP financial measures are intended to supplement and should be read together with, and are not an alternative or substitute for, and should not be considered superior to, our reported financial results. Accordingly, users of our financial statements should not place undue reliance on these Non-GAAP financial measures. Because Non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ Non-GAAP financial measures having the same or similar names. As required by SEC rules, the tables on pages 13-15 below present a reconciliation of our presented Non-GAAP financial measures to the most directly comparable U.S. GAAP measures. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 8 +1 773-355-4404Amrize Ltd U.S. GAAP and Adjusted Measures Fourth Quarter 2025 (Unaudited) ($ in millions) For the three months ended December 31, For the years ended December 31, 2025 2024 % Change 2025 2024 % Change Revenues: Building Materials $ 2,161 $ 2,080 3.9% $ 8,514 $ 8,329 2.2% Building Envelope 678 769 (11.8%) 3,301 3,375 (2.2%) Total Revenues $ 2,839 $ 2,849 (0.4%) $ 11,815 $ 11,704 0.9% Segment Adjusted EBITDA: Building Materials $ 705 $ 666 5.9% $ 2,485 $ 2,552 (2.6%) Building Envelope 130 170 (23.5%) 732 770 (4.9%) Total Segment Adjusted EBITDA 835 836 (0.1%) 3,217 3,322 (3.2%) Reconciling items * (52) (71) (26.8%) (172) (139) 23.7% Depreciation, depletion, accretion and amortization (244) (225) 8.4% (914) (889) 2.8% Unallocated corporate costs (56) (45) 24.4% (210) (141) 48.9% Interest income 7 13 (46.2%) 48 35 37.1% Interest expense (92) (141) (34.8%) (461) (547) (15.7%) Income tax expense (100) (75) 33.3% (326) (368) (11.4%) Net income $ 298 $ 292 2.1% $ 1,182 $ 1,273 (7.1%) * The reconciling items are made up of Acquisition and integration-related costs, Litigation-related costs, Loss on impairments, Restructuring and other costs, Spin-off and separation-related costs, Other non-operating (expense) income, net, and Income from equity method investments. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 9 +1 773-355-4404Amrize Ltd Unaudited Condensed Consolidated Statement of Operations ($ in millions, except per share data) For the three months ended December 31, For the years ended December 31, 2025 2024 2025 2024 Revenues $ 2,839 $ 2,849 $ 11,815 $ 11,704 Cost of revenues (2,079) (2,072) (8,781) (8,634) Gross profit 760 777 3,034 3,070 Selling, general and administrative expenses (278) (262) (1,128) (944) Gain on disposal of long-lived assets 6 22 15 71 Loss on impairments (13) — (15) (2) Operating income 475 537 1,906 2,195 Interest expense, net (85) (128) (413) (512) Other non-operating income (expense), net 2 (48) 4 (55) Income before income tax expense and income from equity method investments 392 361 1,497 1,628 Income tax expense (100) (75) (326) (368) Income from equity method investments 6 6 11 13 Net income 298 292 1,182 1,273 Net (income) loss attributable to noncontrolling interests — (1) 3 1 Net income attributable to the Company $ 298 $ 291 $ 1,185 $ 1,274 Earnings per share attributable to the Company: Basic $ 0.54 $ 0.53 $ 2.14 $ 2.30 Diluted $ 0.54 $ 0.53 $ 2.14 $ 2.30 Weighted-average number of shares outstanding: Basic 553.1 553.1 553.1 553.1 Diluted 554.3 553.1 553.6 553.1 Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 10 +1 773-355-4404Amrize Ltd Unaudited Condensed Consolidated Balance Sheets ($ in millions) As of As of December 31, 2025 December 31, 2024 Assets Current assets: Cash and cash equivalents $ 1,922 $ 1,585 Accounts receivable, net 1,120 1,011 Due from related-party — 58 Inventories 1,551 1,452 Related-party notes receivable — 532 Prepaid expenses and other current assets 88 143 Total current assets 4,681 4,781 Property, plant and equipment, net 7,935 7,534 Goodwill 9,020 8,917 Intangible assets, net 1,728 1,832 Operating lease right-of-use assets, net 608 547 Other noncurrent assets 277 194 Total Assets $ 24,249 $ 23,805 Liabilities and Equity Current Liabilities: Accounts payable $ 1,538 $ 1,285 Due to related-party — 89 Current portion of long-term debt 333 5 Current portion of related-party notes payable — 129 Operating lease liabilities 136 149 Other current liabilities 850 893 Total current liabilities 2,857 2,550 Long-term debt 4,936 980 Related-party notes payable — 7,518 Deferred income tax liabilities 1,048 936 Noncurrent operating lease liabilities 500 386 Other noncurrent liabilities 1,654 1,521 Total Liabilities 10,995 13,891 Total Equity 13,254 9,914 Total Liabilities and Equity $ 24,249 $ 23,805 Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 11 +1 773-355-4404Amrize Ltd Unaudited Condensed Consolidated Statements of Cash Flow ($ in millions) For the years ended December 31, 2025 2024 Cash Flows from Operating Activities: Net income $ 1,182 $ 1,273 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, accretion and amortization 914 889 Loss on impairments 15 2 Share-based compensation 14 6 Gain on disposal of long-lived assets (15) (40) Gain on land expropriation — (31) Deferred tax expense (benefit) 78 (35) Net periodic benefit cost 12 71 Other items, net 134 109 Changes in operating assets and liabilities, net of effects of acquisitions: Accounts receivable, net (43) 211 Due from related party 49 (22) Inventories (61) (146) Accounts payable 190 28 Due to related party (82) (7) Other assets 45 (19) Other liabilities (199) 48 Defined benefit pension plans and other postretirement benefit plans (25) (55) Net cash provided by operating activities 2,208 2,282 Cash Flows from Investing Activities: Purchases of property, plant and equipment (788) (642) Acquisitions, net of cash acquired (86) (249) Proceeds from disposals of long-lived assets 21 61 Proceeds from land expropriation 20 32 Proceeds from property and casualty insurance 2 — Net decrease (increase) in short-term related-party notes receivable from cash pooling program 522 (383) Other investing activities, net (52) (27) Net cash used in investing activities (361) (1,208) Cash Flows from Financing Activities: Transfers to Holcim, net (91) (304) Proceeds from issuance of long-term debt, net of discount 3,395 — Payments of debt issuance costs (24) — Net repayments of short-term related-party debt (129) (101) Proceeds from debt-for-debt exchange with Holcim 922 — Proceeds from issuances of long-term related-party debt 22 230 Repayments of long-term related-party debt (5,541) (272) Payments of finance lease obligations (106) (82) Other financing activities, net (3) (8) Net cash used in financing activities (1,555) (537) Effect of exchange rate changes on cash and cash equivalents 45 (59) Increase in cash and cash equivalents 337 478 Cash and cash equivalents at the beginning of year 1,585 1,107 Cash and cash equivalents at the end of year $ 1,922 $ 1,585 Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 12 +1 773-355-4404Amrize Ltd Reconciliation of Non-GAAP Financial Measures Adjusted EBITDA and Adjusted EBITDA Margin (Unaudited) ($ in millions, except percentage data) For the three months ended December 31, For the years ended December 31, 2025 2024 2025 2024 Net income $ 298 $ 292 $ 1,182 $ 1,273 Depreciation, depletion, accretion and amortization 244 225 914 889 Interest expense, net 85 128 413 512 Income tax expense 100 75 326 368 EBITDA 727 720 2,835 3,042 Acquisition and integration-related costs(1) 31 13 64 46 Litigation-related costs(2) 2 6 46 9 Loss on impairments(3) 13 — 15 2 Restructuring and other costs(4) 6 5 19 16 Spin-off and separation-related costs(5) 8 5 43 24 Other non-operating (income) expense, net(6) (2) 48 (4) 55 Income from equity method investments (6) (6) (11) (13) Adjusted EBITDA 779 791 3,007 3,181 Unallocated corporate costs 56 45 210 141 Total Segment Adjusted EBITDA $ 835 $ 836 $ 3,217 $ 3,322 Building Materials $ 705 $ 666 $ 2,485 $ 2,552 Building Envelope $ 130 $ 170 $ 732 $ 770 Net income margin 10.5% 10.2% 10.0% 10.9% EBITDA Margin 25.6% 25.3% 24.0% 26.0% Adjusted EBITDA Margin 27.4% 27.8% 25.5% 27.2% Building Materials 32.6% 32.0% 29.2% 30.6% Building Envelope 19.2% 22.1% 22.2% 22.8% (1) Acquisition and integration-related costs are those incurred for business combinations, including advisory, legal, valuation, and other professional fees. Certain warranty charges related to a pre-acquisition manufacturing issue are also included. (2) Litigation-related costs include certain litigation settlements, environmental remediation, and legal-related consulting and professional fees that are not representative of expenses arising in the ordinary course of business. (3) Loss on impairments consist of one-time charges on the Company’s investments and property, plant and equipment. (4) Restructuring and other costs primarily include charges associated with non-core sites. (5) Spin-off and separation-related costs notably include rebranding costs. (6) Other non-operating (income) expense, net primarily consists of costs related to pension and other postretirement benefit plans and gains on proceeds from property and casualty insurance. Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 13 +1 773-355-4404Amrize Ltd Reconciliation of Non-GAAP Financial Measures (Unaudited) Net Debt Adjusted EBITDA Net Leverage Ratio ($ in millions, except ratio) As of December 31, 2025 Short-term borrowings $ — Current portion of long-term debt 333 Long-term debt 4,936 Gross Debt 5,269 Less: Cash and cash equivalents 1,922 Net Debt $ 3,347 For the year ended (trailing twelve months ended) December 31, 2025 Net income $ 1,182 Depreciation, depletion, accretion and amortization 914 Interest expense, net 413 Income tax expense 326 EBITDA 2,835 Acquisition and integration-related costs(1) 64 Litigation-related costs(2) 46 Loss on impairments(3) 15 Restructuring and other costs(4) 19 Spin-off and separation-related costs(5) 43 Other non-operating income(6) (4) Income from equity method investments (11) Adjusted EBITDA $ 3,007 (1) Acquisition and integration-related costs are those incurred for business combinations, including advisory, legal, valuation, and other professional fees. Certain warranty charges related to a pre-acquisition manufacturing issue are also included. (2) Litigation-related costs include certain litigation settlements, environmental remediation, and legal-related consulting and professional fees that are not representative of expenses arising in the ordinary course of business. (3) Loss on impairments consist of one-time charges on the Company’s investments and property, plant and equipment. (4) Restructuring and other costs primarily include charges associated with non-core sites. (5) Spin-off and separation-related costs notably include rebranding costs. (6) Other non-operating income, net primarily consists of costs related to pension and other postretirement benefit plans and gains on proceeds from property and casualty insurance. As of December 31, 2025 Net leverage ratio 1.1x Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 14 +1 773-355-4404Amrize Ltd Reconciliation of Non-GAAP Financial Measures (Unaudited) Free Cash Flow Adjusted Diluted EPS ($ in millions, except ratios and per share amounts) For the three months ended December 31, For the years ended December 31, 2025 2024 2025 2024 Net cash provided by operating activities $ 1,804 $ 1,727 $ 2,208 $ 2,282 Capital expenditures, net(1) (148) (56) (745) (549) Free Cash Flow $ 1,656 $ 1,671 $ 1,463 $ 1,733 (1) Capital expenditures, net includes purchases of property, plant and equipment, proceeds from property and casualty insurance income, proceeds from land expropriation and proceeds from disposals of long-lived assets. For the three months ended December 31, For the years ended December 31, 2025 2024 2025 2024 Diluted EPS $ 0.54 $ 0.53 $ 2.14 $ 2.30 Acquisition and integration-related costs(1) 0.04 0.02 0.09 0.06 Litigation-related costs(2) — 0.01 0.06 0.02 Loss on impairments(3) 0.02 — 0.02 — Restructuring and other costs(4) 0.01 — 0.03 0.02 Spin-off and separation-related costs(5) 0.01 0.01 0.06 0.04 Adjusted Diluted EPS $ 0.62 $ 0.57 $ 2.40 $ 2.44 (1) Acquisition and integration-related costs are those incurred for business combinations, including advisory, legal, valuation, and other professional fees. Certain warranty charges related to a pre-acquisition manufacturing issue are also included. (2) Litigation-related costs include certain litigation settlements, environmental remediation, and legal-related consulting and professional fees that are not representative of expenses arising in the ordinary course of business. (3) Loss on impairments consist of one-time charges on the Company’s investments and property, plant and equipment. (4) Restructuring and other costs primarily include charges associated with non-core sites. (5) Spin-off and separation-related costs notably include rebranding costs. For the U.S. GAAP to Adjusted Diluted EPS reconciliation, adjusted items are shown net of tax in aggregate of $14 million and $7 million for the three months ended December 31, 2025 and 2024, respectively, and in aggregate of $44 million and $23 million for the years ended December 31, 2025 and 2024, respectively, based on applying the statutory tax rate for the jurisdictions in which the adjustment occurred or, by adjusting the tax effect to consider the impact of applying an annual effective tax rate on an interim basis. For purposes of reconciling adjusted diluted earnings per share with respect to taxes period-over-period, the Company utilizes a “rate approach” to highlight the impact of the adjusted tax rate. It is computed by multiplying the prior period adjusted rate by the current period adjusted income before taxes to determine the expected tax expense. Such expected tax expense is then compared to actual tax expense. Expected tax in excess of actual tax variance is favorable; actual tax in excess of expected tax variance is unfavorable. The variance divided by diluted shares outstanding at the end of the period yields the impact on earnings per share. Management believes the use of this measure best aids in explaining the impact of a changing tax rate. Media Release Ad hoc announcement pursuant to Art. 53 LR Media Relations: [email protected] Investor Relations: [email protected] +1 773-676-4981 15 +1 773-355-440417 Feb
8-KDeparture of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers11 Feb
8-KMine Safety - Reporting of Shutdowns and Patterns of Violations9 Feb
8-KMine Safety - Reporting of Shutdowns and Patterns of Violations22 Jan

Amrize Ltd(AMRZ US)

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