Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 27, 2026
or
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______ to ______
Commission File Number: 001-31429
Valmont Industries, Inc.
(Exact name of registrant as specified in its charter)
Delaware
47-0351813
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
15000 Valmont Plaza,
Omaha, Nebraska
68154
(Address of principal executive offices)
(Zip Code)
(402) 963-1000
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $1.00 par value
VMI
New York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☒Accelerated filer ☐
Non-accelerated filer ☐Smaller reporting company ☐
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No
As of July 24, 2026, there were 19,304,858 shares of the registrant’s common stock outstanding.
VALMONT INDUSTRIES, INC. AND SUBSIDIARIES
TABLE OF CONTENTS
PART I—FINANCIAL INFORMATION
Item 1.
Financial Statements
Condensed Consolidated Statements of Operations for the thirteen and twenty-six weeks ended June 27, 2026 and June 28, 2025
3
Condensed Consolidated Statements of Comprehensive Income for the thirteen and twenty-six weeks ended June 27, 2026 and June 28, 2025
4
Condensed Consolidated Balance Sheets as of June 27, 2026 and December 27, 2025
5
Condensed Consolidated Statements of Cash Flows for the twenty-six weeks ended June 27, 2026 and June 28, 2025
6
Condensed Consolidated Statements of Shareholders’ Equity and Redeemable Noncontrolling Interests for the thirteen and twenty-six weeks ended June 27, 2026 and June 28, 2025
7
Notes to Condensed Consolidated Financial Statements
8
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
21
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
32
Item 4.
Controls and Procedures
PART II—OTHER INFORMATION
Legal Proceedings
33
Item 1A.
Risk Factors
Unregistered Sales of Equity Securities and Use of Proceeds
Defaults Upon Senior Securities
Mine Safety Disclosures
Item 5.
Other Information
Item 6.
Exhibits
34
Signatures
35
2
ITEM 1. FINANCIAL STATEMENTS
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per-share amounts)
(Unaudited)
Thirteen weeks ended
Twenty-six weeks ended
June 27,
June 28,
2026
2025
Product sales
$
1,007,493
943,371
1,929,225
1,817,860
Service sales
111,196
107,177
218,661
202,002
Net sales
1,118,689
1,050,548
2,147,886
2,019,862
Product cost of sales
726,137
669,029
1,381,656
1,290,072
Service cost of sales
51,735
60,352
108,535
117,521
Total cost of sales
777,872
729,381
1,490,191
1,407,593
Gross profit
340,817
321,167
657,695
612,269
Selling, general, and administrative expenses
174,706
191,670
335,958
354,458
Impairment of long-lived assets
—
91,337
Realignment charges
8,884
Operating income
166,111
29,276
321,737
157,590
Other income (expenses):
Interest expense
(9,430)
(10,543)
(18,841)
(20,658)
Interest income
1,271
1,568
2,648
4,962
Gain on deferred compensation investments
3,786
2,384
2,228
1,543
Other, net
737
(3,675)
(158)
(6,405)
Total other expenses
(3,636)
(10,266)
(14,123)
(20,558)
Earnings before income taxes and equity method investment loss
162,475
19,010
307,614
137,032
Income tax expense (benefit):
Current
36,385
35,275
57,833
55,635
Deferred
5,604
(12,995)
21,271
(2,556)
Total income tax expense
41,989
22,280
79,104
53,079
Earnings (loss) before equity method investment loss
120,486
(3,270)
228,510
83,953
Equity method investment loss
(264)
(21)
(581)
Net earnings (loss)
120,222
(3,291)
228,246
83,372
Earnings attributable to redeemable noncontrolling interests
(304)
(729)
(295)
(131)
Net earnings (loss) attributable to Valmont Industries, Inc.
119,918
(4,020)
227,951
83,241
Net earnings (loss) attributable to Valmont Industries, Inc. per share:
Basic
6.19
(1.53)
11.74
2.86
Diluted
6.14
11.65
2.84
See accompanying Notes to Condensed Consolidated Financial Statements.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Dollars in thousands)
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments:
Unrealized translation gain (loss)
(4,658)
37,347
(3,438)
59,589
Hedging activities:
Unrealized gain on commodity hedges
1,787
760
5,896
857
Realized loss (gain) on commodity hedges included in net earnings (loss)
(886)
(630)
(1,190)
297
Unrealized gain (loss) on cross currency swaps
(64)
(4,966)
1,085
(6,306)
Amortization cost included in interest expense
(12)
(24)
Total hedging activities
825
(4,848)
5,767
(5,176)
Reclassification adjustment for pension costs included in net earnings (loss)
475
356
951
694
Total other comprehensive income (loss), net of tax
(3,358)
32,855
3,280
55,107
Comprehensive income
116,864
29,564
231,526
138,479
Comprehensive income attributable to redeemable noncontrolling interests
(247)
(2,009)
(50)
(987)
Comprehensive income attributable to Valmont Industries, Inc.
116,617
27,555
231,476
137,492
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except par value)
December 27,
ASSETS
Current assets:
Cash and cash equivalents
139,051
187,140
Receivables, less allowance of $50,634 and $54,991, respectively
648,703
590,127
Inventories
608,842
566,396
Contract assets
272,731
266,922
Income taxes receivable
15,388
38,365
Prepaid expenses and other current assets
97,738
70,698
Total current assets
1,782,453
1,719,648
Property, plant, and equipment, at cost
1,658,935
1,640,608
Less accumulated depreciation
(965,752)
(966,745)
Property, plant, and equipment, net
693,183
673,863
Goodwill
584,126
570,954
Other intangible assets, net
116,772
121,341
Defined benefit pension asset
38,798
39,666
Operating lease right-of-use assets
153,648
139,857
Deferred compensation investments
30,813
29,631
Non-current deferred tax asset
47,099
57,751
Other non-current assets
15,517
16,618
Non-current assets held for sale
3,296
Total assets
3,465,705
3,369,329
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS,AND SHAREHOLDERS’ EQUITY
Current liabilities:
Current installments of long-term debt
60
513
Mandatorily redeemable financial instrument
8,922
Accounts payable
387,899
359,539
Accrued employee compensation and benefits
113,453
128,155
Contract liabilities
79,785
52,013
Other accrued expenses
139,587
156,596
Income taxes payable
21,698
12,604
Dividends payable
14,864
13,278
Total current liabilities
757,346
731,620
Deferred income taxes
17,298
5,316
Long-term debt, excluding current installments
730,625
795,150
Operating lease liabilities
141,056
130,007
Deferred compensation liabilities
Other non-current liabilities
52,978
35,320
Total liabilities
1,730,116
1,727,044
Redeemable noncontrolling interests
8,836
9,498
Shareholders’ equity:
Common stock of $1 par value, authorized 75,000,000 shares; issued 27,900,000 shares
27,900
Retained earnings
3,351,715
3,156,235
Accumulated other comprehensive loss
(286,990)
(290,515)
Treasury stock
(1,365,872)
(1,260,833)
Total shareholders’ equity
1,726,753
1,632,787
Total liabilities, redeemable noncontrolling interests, and shareholders’ equity
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Cash flows from operating activities:
Net earnings
Adjustments to reconcile net earnings to net cash flows from operating activities:
Depreciation and amortization
46,832
43,781
Contribution to defined benefit pension plan
(1,492)
9,340
Stock-based compensation
11,419
13,377
Net periodic pension cost
2,154
529
Loss on sale of property, plant, and equipment
29
81
(3,128)
581
Changes in assets and liabilities:
Receivables
(58,746)
8,263
(40,704)
22,423
(6,047)
(7,257)
Prepaid expenses and other assets (current and non-current)
(19,317)
9,909
32,005
(649)
Contract liabilities (current and non-current)
27,340
(17)
Accrued expenses
(38,193)
(31,431)
Current income taxes
32,800
(2,248)
7,168
4,736
Net cash flows from operating activities
251,583
232,739
Cash flows from investing activities:
Purchases of property, plant, and equipment
(70,504)
(62,306)
Acquisition, net of cash acquired
(11,470)
Proceeds from sales of assets
1,502
724
Proceeds from property damage insurance claims
605
3,311
(2,737)
Net cash flows from investing activities
(76,556)
(64,319)
Cash flows from financing activities:
Proceeds from short-term borrowings
2,840
Repayments on short-term borrowings
(4,492)
Proceeds from long-term borrowings
65,211
130,000
Principal repayments on long-term borrowings
(130,558)
(130,358)
Dividends paid
(28,227)
(25,667)
Dividend to redeemable noncontrolling interest
(478)
(233)
Purchase of redeemable noncontrolling interest
(8,922)
Repurchases of common stock
(117,540)
(100,007)
Payments of excise taxes on share repurchases
(1,677)
Proceeds from exercises under stock plans
3,282
3,107
Tax withholdings on exercises under stock plans
(4,807)
(6,940)
527
Net cash flows from financing activities
(223,716)
(131,223)
Effect of exchange rate changes on cash and cash equivalents
600
7,021
Net change in cash and cash equivalents
(48,089)
44,218
Cash and cash equivalents—beginning of period
164,315
Cash and cash equivalents—end of period
208,533
Supplemental disclosures of cash flow information:
Interest paid
20,262
19,631
Income taxes paid
24,363
55,494
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
AND REDEEMABLE NONCONTROLLING INTERESTS
Accumulated
other
Total
Redeemable
Common
Retained
comprehensive
Treasury
shareholders’
noncontrolling
stock
earnings
loss
equity
interests
Balance as of December 27, 2025
108,033
(9)
Other comprehensive income (loss), net of tax
6,826
(188)
Cash dividends declared ($0.77 per share)
(14,948)
Repurchases of common stock; 131,197 shares acquired
(57,029)
Stock option and incentive plans
(5,296)
8,909
3,613
Balance as of March 28, 2026
3,244,024
(283,689)
(1,308,953)
1,679,282
9,301
304
Other comprehensive loss, net of tax
(3,301)
(57)
(14,864)
Dividends to redeemable noncontrolling interests
(712)
Repurchases of common stock; 118,719 shares acquired
(60,563)
2,637
3,644
6,281
Balance as of June 27, 2026
Balance as of December 28, 2024
2,940,838
(332,775)
(1,093,869)
1,542,094
51,519
87,261
(598)
22,676
(424)
Cash dividends declared ($0.68 per share)
(13,647)
(698)
Fair value adjustment on redeemable noncontrolling interests
(7,100)
7,100
(8,306)
12,024
3,718
Balance as of March 29, 2025
2,999,046
(310,099)
(1,081,845)
1,635,002
56,899
729
Other comprehensive income, net of tax
31,575
1,280
(13,419)
1,089
(1,089)
Change in redemption value of noncontrolling interests
(26,243)
26,243
Repurchases of common stock; 357,979 shares acquired
(100,855)
(91)
5,917
5,826
Balance as of June 28, 2025
2,956,362
(278,524)
(1,176,783)
1,528,955
84,062
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The accompanying unaudited Condensed Consolidated Financial Statements include the accounts of Valmont Industries, Inc. and its controlled subsidiaries (collectively, “Valmont” or the “Company”). Investments in affiliates and joint ventures over which the Company exercises significant influence but does not control are accounted for using the equity method of accounting. All intercompany accounts and transactions have been eliminated in consolidation.
The unaudited Condensed Consolidated Financial Statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnote disclosures required by U.S. GAAP for complete annual financial statements.
In the opinion of management, the unaudited Condensed Consolidated Financial Statements reflect all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation of the Company’s financial position, results of operations, and cash flows for the interim periods presented. The results of operations for any interim period are not necessarily indicative of the results to be expected for the full fiscal year or for any other period.
These Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 27, 2025.
There have been no material changes to the Company’s significant accounting policies from those disclosed in Note 1 to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 27, 2025.
Recently Issued Accounting Pronouncements
In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This update aims to enhance expense disclosures by providing more detailed information on the types of expenses within commonly presented categories. The guidance is effective on a prospective basis, with the option to apply it retrospectively, for the fiscal year ending December 25, 2027, with early adoption permitted. The Company does not expect any impact on its results of operations, as the changes primarily relate to enhanced disclosures.
In September 2025, the FASB issued ASU No. 2025-06, Intangibles—Goodwill and Other— Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. This update amends certain aspects of the accounting for and disclosure of software costs. The guidance will be adopted prospectively for the Form 10-K for the fiscal year ending December 30, 2028, with early adoption permitted. The Company is currently evaluating the impact of this standard on the Consolidated Financial Statements and related disclosures.
(2) REVENUE RECOGNITION
Contract Assets and Liabilities
Contract assets are recognized as revenue is earned over time and are reduced when the customer is invoiced. As of June 27, 2026 and December 27, 2025, the Company’s contract assets totaled $272,731 and $266,922, respectively, and were recorded as “Contract assets” in the Condensed Consolidated Balance Sheets.
Certain customers are invoiced through advance or progress billings. When the progress toward performance obligations is less than the amount billed to the customer, the excess is recorded as a contract liability. As of June 27, 2026, total contract liabilities were $80,114, with $79,785 recorded as “Contract liabilities” and $329 as “Other non-current
liabilities” in the Condensed Consolidated Balance Sheets. As of December 27, 2025, total contract liabilities were $52,475, with $52,013 recorded as “Contract liabilities” and $462 as “Other non-current liabilities” in the Condensed Consolidated Balance Sheets.
During the thirteen and twenty-six weeks ended June 27, 2026, the Company recognized $4,266 and $39,186 in revenue, respectively, from amounts included in contract liabilities as of December 27, 2025. During the thirteen and twenty-six weeks ended June 28, 2025, the Company recognized $32,560 and $56,943 from amounts included in contract liabilities as of December 28, 2024. This revenue reflects advance payments applied to performance obligations completed during the respective periods.
As of June 27, 2026, the Company had $329 in remaining performance obligations on contracts with an original expected duration of one year or more, which are expected to be fulfilled within the next 12 to 24 months.
Disaggregated Revenue
A breakdown of revenue recognized over time and at a point in time by segment for the thirteen and twenty-six weeks ended June 27, 2026 and June 28, 2025 is as follows:
Thirteen weeks ended June 27, 2026
Twenty-six weeks ended June 27, 2026
Point in Time
Over Time
Infrastructure
422,423
454,295
876,718
804,134
875,764
1,679,898
Agriculture
233,138
8,833
241,971
450,693
17,295
467,988
Total net sales
655,561
463,128
1,254,827
893,059
Thirteen weeks ended June 28, 2025
Twenty-six weeks ended June 28, 2025
423,581
339,511
763,092
789,724
676,859
1,466,583
279,000
8,456
287,456
537,703
15,576
553,279
702,581
347,967
1,327,427
692,435
(3) ACQUISITIONS
Acquisitions of Businesses
On January 12, 2026, the Company acquired the remaining 80% ownership interest in RMDS Innovation, Inc., a Quebec-based technology company, for total purchase consideration of approximately $15,428, including working capital adjustments. The consideration transferred was denominated in Canadian dollars and translated into U.S. dollars using the spot exchange rate in effect on the acquisition date. The consideration transferred included contingent consideration with an acquisition-date fair value of approximately $2,481, payable in two future earn-out installments based on the achievement of specified performance targets. The contingent consideration is classified as a liability and recorded in “Other non-current liabilities” in the Condensed Consolidated Balance Sheets. In connection with the acquisition, in the first quarter of fiscal 2026, the Company remeasured its previously held equity method investment to fair value as of the acquisition date and recognized a gain of approximately $1,557 within “Other, net” in the Condensed Consolidated Statements of Earnings.
The purchase price allocation is preliminary and subject to adjustment within the one-year measurement period as additional information becomes available. Approximately $15,095 of the purchase price has been classified as goodwill, which is not deductible for income tax purposes and is included in the Agriculture segment. The amounts allocated to goodwill were primarily attributable to anticipated synergies and other intangibles that do not qualify for separate recognition, such as an assembled workforce.
The results of this acquisition are included in the Agriculture segment and were not material to the Condensed Consolidated Statements of Operations for the thirteen and twenty-six weeks ended June 27, 2026.
9
Acquisitions of Redeemable Noncontrolling Interests
In the fourth quarter of fiscal 2025, the Company completed negotiations with the noncontrolling interest holders of Solbras Energia Solar do Brasil S.A. to acquire the remaining 45% ownership interest and entered into a revised shareholder purchase agreement with a final redemption amount of approximately 79,000 Brazilian reais ($14,246 U.S. dollars). Payment of this amount was made in the fourth quarter of fiscal 2025, thereby settling the related redeemable noncontrolling interest. The redemption resulted in an increase to “Retained earnings” of approximately $11,997.
In the fourth quarter of fiscal 2025, the Company completed negotiations with the noncontrolling interest holders of ConcealFab, Inc. to acquire the remaining 40% ownership interest outside of the existing redemption rights period. The Company entered into revised shareholder purchase agreements with each minority shareholder for an aggregate purchase price of approximately $81,822. Approximately $72,900 of this amount was paid during the fourth quarter of fiscal 2025 and approximately $8,922 was paid during the first quarter of fiscal 2026.
In the third quarter of fiscal 2025, following the exercise of put options by the minority shareholders, the Company acquired an additional approximately 30% ownership interest of Valmont Irrigation Argentina B.V. for $14,624.
These transactions involved acquiring additional shares of consolidated subsidiaries without resulting in changes in control.
(4) INVENTORIES
Inventories are valued at the lower of cost or net realizable value. Cost is determined using either the first-in, first-out method or the weighted average cost method, depending on inventory management practices at each location. As of June 27, 2026 and December 27, 2025, inventories, net of reserves, consisted of the following:
Raw materials and purchased parts
336,427
253,594
Work in process
42,923
36,388
Finished and manufactured goods
229,492
276,414
Total inventories
As of June 27, 2026 and December 27, 2025, the Company’s inventory reserves were $62,461 and $68,001, respectively.
(5) GOODWILL AND OTHER INTANGIBLE ASSETS
As of June 27, 2026 and December 27, 2025, the carrying amounts of goodwill by segment were as follows:
Gross balance as of December 27, 2025
481,838
323,367
805,205
Accumulated impairment losses
(114,251)
(120,000)
(234,251)
367,587
203,367
Acquisition
15,095
Foreign currency translation
(2,133)
210
(1,923)
365,454
218,672
10
Gross balance as of June 27, 2026
479,705
338,672
818,377
In the second quarter of fiscal 2025, the Company identified triggering events that required interim goodwill impairment testing for certain reporting units within the Infrastructure segment. Due to the Company’s strategic exit from the North American solar tracker market, increased competitive pressures in Brazil, and uncertainty surrounding European policies, an interim goodwill impairment test was conducted for the Solar reporting unit. The carrying amount of this reporting unit exceeded its estimated fair value, resulting in a goodwill impairment charge of $41,869 within the Infrastructure segment.
Additionally, due to a reduction in forecasted sales primarily resulting from general market weakness in Australia, an interim goodwill impairment test was also performed for the Access Systems reporting unit. The carrying amount exceeded its estimated fair value, resulting in a goodwill impairment charge of $23,000 within the Infrastructure segment.
The fair values of both reporting units were estimated using a discounted cash flow analysis, which required the Company to estimate the future cash flows as well as select a risk-adjusted discount rate to measure the present value of the anticipated cash flows.
Other Intangible Assets
As of June 27, 2026 and December 27, 2025, the components of other intangible assets were as follows:
June 27, 2026
December 27, 2025
Gross
Carrying
Amount
Amortization
Amortizing intangible assets:
Customer relationships
218,917
168,927
219,631
165,514
Patents and proprietary technology
28,986
16,900
28,166
16,374
Other
611
614
594
Non-amortizing intangible assets:
Trade names
54,696
55,412
303,210
186,438
303,823
182,482
The weighted-average remaining useful life of amortizing intangible assets is approximately seven years. Amortization expenses were $2,678 and $5,377 for the thirteen and twenty-six weeks ended June 27, 2026, respectively, and $2,982 and $5,840 for the thirteen and twenty-six weeks ended June 28, 2025, respectively. Amortization expense is expected to average $8,313 annually over the next five fiscal years, based on amortizing intangible assets reported as of June 27, 2026.
In the second quarter of fiscal 2025, the Company performed an impairment test on indefinite-lived trade names associated with the Solar and Access Systems reporting units. Using the relief-from-royalty method, the Company determined that the carrying amounts of the trade names exceeded their estimated fair values. As a result, impairment charges of $4,830 were recognized within the Infrastructure segment.
Additionally, in the second quarter of fiscal 2025, an impairment charge of $1,395 was recognized within the Agriculture segment for a customer relationship intangible asset that was determined not to be recoverable.
11
(6) DERIVATIVE FINANCIAL INSTRUMENTS
The fair value of derivative instruments as of June 27, 2026 and December 27, 2025 was as follows:
Condensed Consolidated
Derivatives designated as hedging instruments:
Balance Sheets location
Commodity contracts
7,487
1,590
(25)
Cross-currency swap contracts
1,170
(7,781)
(8,100)
851
(6,504)
Gains (losses) on derivatives recognized in the Condensed Consolidated Statements of Operations for the thirteen and twenty-six weeks ended June 27, 2026 and June 28, 2025 were as follows:
Statements of
Operations location
Product/service cost of sales
1,182
840
1,587
(396)
Interest rate hedge amortization
48
(16)
(32)
472
292
986
573
1,702
1,116
2,605
145
Cash Flow Hedges
The Company enters into commodity forward, swap, and option contracts to hedge variability in cash flows related to future purchases. Gains (losses) realized upon settlement are recorded in “Product cost of sales” in the Condensed Consolidated Statements of Operations in the period in which the hedged items are consumed. As of June 27, 2026, the details of these contracts were as follows:
Notional
Commodity Type
Purchase Quantity
Maturity Dates
Hot-rolled coil steel
30,734
27,000 short tons
June 2026 to June 2027
Natural gas
433
105,000 MMBtu
July 2026 to March 2027
Ultra-low-sulfur diesel fuel
7,371
2,520,000 gallons
Zinc
7,818
2,280 metric tons
June 2026 to December 2027
Net Investment Hedges
To manage foreign currency risk associated with its foreign currency investments and reduce interest expenses, the Company uses fixed-for-fixed cross-currency swaps (“CCS”). These swaps convert U.S. dollar-denominated principal and interest payments on a portion of its 5.00% senior unsecured notes due in 2044 into foreign-currency‑denominated payments. Interest payments are exchanged biannually on April 1 and October 1.
The Company designated the full notional amounts of its CCS as net investment hedges for certain subsidiaries under the spot method. Changes in fair value of the CCS attributable to spot exchange rates are recorded as cumulative foreign currency translation within accumulated other comprehensive loss, while net interest receipts reduce interest expense over the life of the CCS. Key terms as of June 27, 2026 were as follows:
Swapped
Settlement
Currency
Termination Date
Interest Rate
Canadian dollar
40,000
October 1, 2028
4.0900%
C$
54,776
Chinese yuan
30,000
October 1, 2032
3.1125%
¥
215,640
Euro
80,000
April 1, 2029
3.4610%
€
74,509
12
(7) FAIR VALUE MEASUREMENTS
The following tables present the carrying values and fair value measurements of the Company’s financial assets and liabilities measured at fair value on a recurring basis as of June 27, 2026 and December 27, 2025:
Carrying Value
Fair Value Measurement Using:
Level 1
Level 2
Level 3
Derivative financial instruments, net
Cash and cash equivalents—mutual funds
6,315
3,752
The fair value redemption amounts of certain redeemable noncontrolling interests are measured on a recurring basis utilizing Level 3 inputs, including estimates of future revenue, operating margins, growth rates, and discount rates. Goodwill and other intangible assets are measured at fair value on a non-recurring basis using Level 3 inputs. Unless otherwise specified, the Company believes the carrying values of financial instruments approximate their fair values.
In the second quarter of fiscal 2025, the carrying values of certain long-lived assets that will no longer be utilized were reduced to their respective fair values, based on Level 3 inputs, resulting in impairment charges totaling $19,657 in the Infrastructure segment and $586 in the Agriculture segment.
13
(8) NET EARNINGS (LOSS) PER SHARE
The table below provides a reconciliation between the net earnings (loss) attributable to Valmont Industries, Inc. and the weighted average share amounts used to compute both basic and diluted earnings (loss) per share:
Change in redemption value of redeemable noncontrolling interests
Net earnings (loss) attributable to Valmont Industries, Inc. including change in redemption value of redeemable noncontrolling interests
(30,263)
56,998
Weighted average shares outstanding (in thousands):
19,368
19,809
19,421
19,928
Dilutive effect of various stock awards
152
150
135
19,520
19,571
20,063
(0.05)
(0.09)
(0.02)
In the second quarter of fiscal 2025, the Company reported a net loss. In periods in which the Company recognizes a net loss, the Company excludes the impact of outstanding stock awards from the diluted loss per share calculation, as its inclusion would have an anti-dilutive effect.
As of June 27, 2026 and June 28, 2025, there were no outstanding stock options and 39,543 outstanding stock options, respectively, with exercise prices in excess of the average market price of common stock during the respective periods. These options were anti-dilutive and, accordingly, were excluded from the computation of diluted earnings per share.
(9) INCOME TAXES
The Company recorded income tax expense of $41,989 and $79,104 for the thirteen and twenty-six weeks ended June 27, 2026, respectively, and recorded income tax expense of $22,280 and $53,079 for the thirteen and twenty-six weeks ended June 28, 2025.
The Company’s effective income tax rate was 25.8%, and 25.7% for the thirteen and twenty-six weeks ended June 27, 2026, respectively, compared to 117.2% and 38.7% for the thirteen and twenty-six weeks ended June 28, 2025. The thirteen and twenty-six weeks ended June 28, 2025 included $64,869 of goodwill impairments that had no associated tax benefit as they were non-deductible for income tax purposes. See Note 5 for further information on goodwill impairments.
In the fourth quarter of fiscal 2025, the Company completed a legal entity reorganization that resulted in a deemed liquidation of the former Prospera business. In connection with this restructuring, the Prospera shares were determined to be worthless under Internal Revenue Code Section 165(g)(1), resulting in the recognition of a federal income tax benefit of approximately $66,094.
14
(10) STOCK-BASED COMPENSATION
For the thirteen and twenty-six weeks ended June 27, 2026 and June 28, 2025, stock-based compensation expense (included in “Selling, general, and administrative expenses” in the Condensed Consolidated Statements of Operations) and associated income tax benefits were as follows:
5,887
6,166
Income tax benefits
1,472
1,541
2,855
3,344
For the thirteen weeks ended June 27, 2026, the Company granted 3,410 restricted stock units at a weighted average grant date price of $497.99 per share unit and 579 performance stock units at a weighted average grant date price of $489.23 per share unit. For the twenty-six weeks ended June 27, 2026, the Company granted 7,805 restricted stock units at a weighted average grant date price of $456.83 per share unit and 20,985 performance stock units at a weighted average grant date price of $449.69 per share unit.
(11) ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
As of June 27, 2026 and December 27, 2025, the components of accumulated other comprehensive loss were as follows:
Foreign currency translation adjustments
(251,934)
(248,741)
Hedging activities
21,172
15,405
Defined benefit pension plan
(56,228)
(57,179)
(12) SHARE REPURCHASES
The Company maintains a share repurchase program with a total authorization of $2,100,000. During the thirteen weeks ended June 27, 2026, the Company repurchased 118,719 shares for $59,990. During the twenty-six weeks ended June 27, 2026, the Company repurchased 249,916 shares for $116,544. As of June 27, 2026, the Company had repurchased 9,093,196 shares for approximately $1,649,440 since the program's inception and had approximately $450,560 of remaining capacity under the program.
(13) SUPPLIER FINANCE PROGRAM
As of June 27, 2026 and December 27, 2025, outstanding payment obligations under the Company’s supplier finance program, included in “Accounts payable” in the Condensed Consolidated Balance Sheets, were $38,828 and $56,324, respectively.
(14) CONTINGENCIES
The Company is party to certain legal proceedings and claims arising in the normal course of business.
Brazil Litigation
The Company is involved in several litigation matters in Brazil related to its operations in the Agriculture market. During the fourth quarter of fiscal 2025, the Company received an unfavorable ruling in the Brazilian appellate court system. In the first quarter of fiscal 2026, the Company entered into a settlement agreement with the plaintiff for approximately
15
105,000 Brazilian reais (approximately $20,271 U.S. dollars), which was paid in full in the second quarter of fiscal 2026. This settlement amount excludes certain attorney’s fees that remain subject to final determination and was materially consistent with the estimate made as of December 27, 2025.
As of June 27, 2026 and December 27, 2025, the Company had accrued approximately $1,544 and $24,165, respectively, related to these matters, which are included in “Other accrued expenses” in the Condensed Consolidated Balance Sheets. The accrual reflects management's best estimate of losses based on currently available information. No additional losses beyond the amounts accrued are deemed probable at this time.
U.S. Customs and Border Protection Inquiry
During the first half of fiscal 2026, the Company received multiple inquiries from U.S. Customs and Border Protection (“CBP”) related to the valuation methodology applied to steel tariffs from Mexico into the U.S. While certain inquiries remain pending, the Company has received responses from CBP with respect to certain import entries. Those responses have reflected different conclusions regarding the application of Section 232 tariffs to particular entries. The Company continues to evaluate these matters and respond to CBP inquiries in the ordinary course of business. Based on management's assessment of the facts and circumstances currently available, including management's understanding of applicable CBP guidance, management does not believe these matters are reasonably likely to have a material impact on the Company's consolidated financial statements.
Section 232 Tariff Modifications
On April 2, 2026, a proclamation was issued modifying Section 232 tariffs on steel, aluminum, and certain derivative articles, effective April 6, 2026. Under the proclamation, tariffs on certain steel products, including utility poles, are determined based on sourcing requirements, with a 10% ad valorem rate applicable to products in which at least 95% of steel content was melted and poured in the U.S. Products that do not meet these requirements are subject to higher tariff rates, including up to 50% on full value. On June 1, 2026, a subsequent proclamation further adjusted the tariff framework by lowering the U.S.-content threshold for preferential rate eligibility from 95% to 85%.
The Company continuously assesses the full scope of affected products and the prospective financial impact on its results of operations and financial condition. At this time, the Company believes that the majority of its steel poles produced in Mexico will be subject to a 10% tariff rate.
The Company also continuously monitors developments in these matters and will adjust its accruals if and when additional information becomes available or circumstances change. At this time, the Company does not expect that any known lawsuits, claims, environmental costs, commitments, or contingent liabilities will have a material adverse effect on its consolidated results of operations, financial condition, or liquidity.
(15) BUSINESS SEGMENTS AND RELATED REVENUE INFORMATION
The Company’s chief operating decision maker (“CODM”) is the President and Chief Executive Officer. The CODM uses operating income as the profit measure to evaluate segment performance and allocate resources across segments. The CODM also uses operating income as an input to the overall compensation measures under the Company’s incentive compensation plans. Segment selling, general, and administrative expenses include certain corporate expense allocations, typically based on employee headcounts and sales volumes. For segment reporting purposes, the Company excludes unallocated corporate general and administrative expenses, interest expenses, non-operating income and deductions, and income taxes from operating income.
The reportable segments are as follows:
Infrastructure: This segment consists of the manufacture and distribution of products and solutions to serve the infrastructure markets of utility, lighting, transportation, and telecommunications, along with coatings services to protect metal products.
16
Agriculture: This segment consists of the manufacture of center pivot and linear irrigation equipment components for agricultural markets, including aftermarket parts and tubular products, and advanced technology solutions for precision agriculture.
Summary by Business Segment
Consolidated
Sales
878,941
243,699
1,122,640
Intersegment sales
(2,223)
(1,728)
(3,951)
Cost of sales
612,077
165,795
264,641
76,176
Selling, general, and administrative expenses (a)
110,265
36,293
146,558
Segment operating income
154,376
39,883
194,259
Unallocated corporate expenses
28,148
Total operating income
765,525
289,420
1,054,945
(2,433)
(1,964)
(4,397)
535,209
194,172
227,883
93,284
111,187
52,366
163,553
Impairment of goodwill and other intangible assets
89,356
1,981
1,426
2,886
4,312
25,914
36,051
61,965
28,117
Corporate realignment charges
4,572
1,684,862
470,695
2,155,557
(4,964)
(2,707)
(7,671)
1,171,067
319,124
508,831
148,864
211,432
75,478
286,910
297,399
73,386
370,785
49,048
17
1,471,746
556,691
2,028,437
(5,163)
(3,412)
(8,575)
1,025,825
381,768
440,758
171,511
206,850
94,356
301,206
143,126
72,288
215,414
53,252
In the first quarter of fiscal 2026, the Company revised its product line presentation to better reflect how the business is currently managed. Within the Infrastructure segment, product lines are now presented as North America Utility, North America Lighting and Transportation, North America Coatings, North America Telecommunications, and International Infrastructure and Solar, replacing the previous presentation of Utility, Lighting and Transportation, Coatings, Telecommunications, and Solar. Within the Agriculture segment, product lines are now presented as Agriculture, replacing the previous presentation of Irrigation Equipment and Parts and Technology Products and Services. The prior period product line amounts have been recast to conform to the current period presentation.
Intersegment
Geographical market:
North America
713,814
139,157
849,020
International
165,127
104,542
269,669
Total sales
Product line:
North America Utility
456,738
North America Lighting and Transportation
130,502
North America Coatings
69,037
66,814
North America Telecommunications
56,985
International Infrastructure and Solar
165,679
18
616,436
142,482
(4,329)
754,589
149,089
146,938
(68)
295,959
341,188
133,765
59,184
(2,365)
56,819
77,149
154,239
154,171
1,381,342
278,750
1,652,421
303,520
191,945
495,465
880,922
249,154
132,171
127,207
118,489
304,126
1,193,633
279,958
(8,441)
1,465,150
278,113
276,733
(134)
554,712
674,024
257,888
114,892
(5,029)
109,863
141,137
283,805
283,671
ASSETS:
2,383,977
2,312,500
801,428
768,715
Total segment assets
3,185,405
3,081,215
Unallocated corporate assets
280,300
288,114
19
CAPITAL EXPENDITURES:
32,022
28,441
62,828
54,373
3,627
3,214
6,249
5,446
Total segment capital expenditures
35,649
31,655
69,077
59,819
Unallocated corporate capital expenditures
287
332
1,427
2,487
Total capital expenditures
35,936
31,987
70,504
62,306
DEPRECIATION AND AMORTIZATION:
19,206
15,887
36,841
31,469
3,730
4,241
7,196
8,052
Total segment depreciation and amortization expense
22,936
20,128
44,037
39,521
Unallocated corporate depreciation and amortization expense
1,289
2,135
2,795
4,260
Total depreciation and amortization expense
24,225
22,263
20
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Valmont Industries, Inc., along with its subsidiaries (collectively referred to as the “Company,” “Valmont,” “we,” “us,” or “our”), is a diversified manufacturer of products and services for infrastructure and agriculture markets. Founded in 1946 and headquartered in Omaha, Nebraska, our purpose is to conserve resources and improve life.
Forward-Looking Statements
Management’s discussion and analysis contain forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. These statements are based on assumptions that management has made in light of experience in the industries in which the Company operates, as well as management’s perceptions of historical trends, current conditions, anticipated future developments, and other factors deemed to be relevant. However, these statements are not guarantees of future performance or results. They are subject to risks, uncertainties (some beyond the Company’s control), and various assumptions.
Management believes these forward-looking statements are based on reasonable assumptions. However, many factors could cause the actual financial results to differ materially from expectations. These factors include, among others, risk factors described in the Company’s reports to the Securities and Exchange Commission, as well as future economic and market conditions, industry trends, Company performance and financial results, operational efficiencies, availability and pricing of raw materials, availability and market acceptance of new products, product pricing, domestic and international competition, and actions or policy changes by domestic and foreign governments.
This discussion should be read in conjunction with the financial statements and notes thereto, and the management’s discussion and analysis included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 27, 2025.
Segment net sales in the following table and elsewhere are presented net of intersegment sales. See Note 15 of our Condensed Consolidated Financial Statements for additional information on segment sales and intersegment sales.
EXECUTIVE OVERVIEW
Results of Operations
June
Percent
Dollars in thousands, except per-share amounts
27, 2026
28, 2025
Change
6.5%
6.3%
6.1%
7.4%
as a percentage of net sales
30.5%
30.6%
30.3%
(8.9%)
(5.2%)
15.6%
18.2%
17.5%
NM
467.4%
104.2%
14.8%
2.8%
15.0%
7.8%
Net interest expense
8,159
8,975
(9.1%)
16,193
15,696
3.2%
Effective tax rate
25.8%
117.2%
25.7%
38.7%
Net earnings (loss) attrib. to Valmont Industries, Inc.
173.8%
Diluted earnings (loss) per share
310.2%
14.9%
14.5%
16.1%
15.4%
30.2%
29.9%
30.1%
(0.8%)
2.2%
12.6%
14.6%
14.1%
495.7%
107.8%
17.6%
3.4%
17.7%
9.8%
(15.8%)
(15.4%)
(18.3%)
(13.2%)
31.5%
32.5%
31.8%
31.0%
(30.7%)
(20.0%)
17.1%
10.6%
1.5%
16.5%
12.5%
15.7%
13.1%
Corporate
0.1%
(7.9%)
Operating loss
(28,148)
(32,689)
(13.9%)
(49,048)
(57,824)
NM = not meaningful
Overview
Consolidated net sales increased $68.1 million or 6.5% in the second quarter of fiscal 2026 and increased $128.0 million or 6.3% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025. The increases were primarily driven by higher net sales in the Infrastructure segment, particularly within the North America Utility product line, partially offset by lower net sales in the Agriculture segment, primarily from international markets.
Consolidated gross profit increased $19.7 million or 6.1% in the second quarter of fiscal 2026 and increased $45.4 million or 7.4% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025. The increases were primarily attributable to favorable pricing and higher sales volumes in the Infrastructure segment, particularly within the North America Utility product line. These improvements were partially offset by lower sales volumes in the Agriculture segment, primarily in the Middle East.
Consolidated selling, general, and administrative (“SG&A”) expenses decreased $17.0 million or 8.9% in the second quarter of fiscal 2026 and decreased $18.5 million or 5.2% in the first half of fiscal 2026, as compared to the same periods of
22
fiscal 2025. In the second quarter of fiscal 2025, the Company recognized $7.0 million of expenses associated with software licenses that were no longer expected to be used, in addition to a $3.2 million write-off related to the Company’s exit from the agriculture solar market in Brazil. The remaining decreases were primarily driven by lower expected credit losses, in part due to certain recoveries within our Agriculture segment operations in Brazil.
Consolidated operating income increased $136.8 million or 467.4% in the second quarter of fiscal 2026 and increased $164.1 million or 104.2% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025. The increases were primarily attributable to the impairment charges on certain long-lived assets of $91.3 million and realignment charges of $8.9 million recognized in the second quarter of fiscal 2025, as well as lower SG&A expenses in fiscal 2026.
Income Tax Expense
Our effective income tax rate in the second quarter and first half of fiscal 2026 was 25.8%, and 25.7%, respectively, as compared to 117.2% and 38.7% in the same periods of fiscal 2025. The decreases in the effective tax rate were primarily attributable to goodwill impairment charges recognized during the second quarter of fiscal 2025 for which no tax benefit was recorded.
Infrastructure Segment
Dollar
Dollars in thousands
115,550
33.9%
(3,263)
(2.4%)
9,853
16.6%
(20,164)
(26.1%)
11,440
113,416
128,462
206,898
30.7%
(8,734)
(3.4%)
17,279
(22,648)
(16.0%)
20,321
7.2%
213,116
154,273
Infrastructure segment sales increased $113.4 million or 14.8% in the second quarter of fiscal 2026 and increased $213.1 million or 14.5% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025. The increases were driven by favorable pricing and higher sales volumes in the North America Utility product line, as well as higher sales volumes in the North America Coatings product line. These increases more than offset lower sales volumes in the North America Telecommunications product line. Foreign currency translation favorably impacted results by approximately $7.4 million in the second quarter of fiscal 2026 and $19.4 million the first half of fiscal 2026.
North America Utility product line sales increased $115.6 million or 33.9% in the second quarter of fiscal 2026 and increased $206.9 million or 30.7% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025, reflecting favorable pricing and higher sales volumes. Demand remained strong, supported by increased electrical energy consumption and continued utility investment to expand and reinforce grid capacity, including investments to serve growing power demand from data centers and other sources of load growth.
North America Lighting and Transportation product line sales decreased $3.3 million or 2.4% in the second quarter of fiscal 2026 and decreased $8.7 million or 3.4% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025, primarily due to lower sales volumes resulting from certain operational challenges, partially offset by favorable pricing.
23
North America Coatings product line sales increased $9.9 million or 16.6% in the second quarter of fiscal 2026 and increased $17.3 million or 15.0% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025, driven by higher sales volumes resulting from continued strength in infrastructure-related and data center demand.
North America Telecommunications product line sales decreased $20.2 million or 26.1% in the second quarter of fiscal 2026 and decreased $22.6 million or 16.0% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025, primarily due to lower sales volumes associated with reduced carrier spending.
International Infrastructure and Solar product line sales increased $11.4 million or 7.4% in the second quarter of fiscal 2026 and increased $20.3 million or 7.2% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025. The increases were largely attributable to favorable foreign currency impacts of approximately $7.0 million in the second quarter of fiscal 2026 and $18.3 million in the first half of fiscal 2026.
Infrastructure segment gross profit increased $36.8 million or 16.1% in the second quarter of fiscal 2026 and increased $68.1 million or 15.4% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025, primarily due to favorable pricing and higher sales volumes in the North America Utility and the North America Coatings product lines.
Infrastructure segment SG&A expenses decreased $0.9 million or 0.8% in the second quarter of fiscal 2026 and increased $4.6 million or 2.2% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025. The second-quarter decrease was primarily driven by lower expected credit losses, partially offset by higher compensation costs. The increase in the first half of fiscal 2026 was primarily driven by higher compensation and incentive costs, partially offset by lower expected credit losses.
Infrastructure segment operating income increased $128.5 million or 495.7% in the second quarter of fiscal 2026 and increased $154.3 million or 107.8% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025. The increases were primarily attributable to the impairment charges of $89.4 million related to certain long-lived assets, primarily in the Solar and Access Systems reporting units, and realignment charges of $1.4 million recorded during the second quarter of fiscal 2025. The increases also reflected favorable pricing and higher sales volumes, partially offset by higher input costs.
Agriculture Segment
(3,325)
(2.3%)
(42,396)
(28.9%)
(45,721)
3,832
(1,208)
(0.4%)
(84,788)
(30.6%)
(85,996)
1,098
In North America, Agriculture segment sales decreased $3.3 million or 2.3% in the second quarter of fiscal 2026 and decreased $1.2 million or 0.4% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025. The decreases were primarily attributable to lower irrigation equipment sales volumes reflecting continued softness in the agricultural market, partially offset by higher average selling prices. This softness was driven by lower grain prices, uncertainty surrounding trade policy, and the timing of government funding.
In international markets, Agriculture segment sales decreased $42.4 million or 28.9% in the second quarter of fiscal 2026 and decreased $84.8 million or 30.6% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025. The declines were primarily driven by disruptions related to the ongoing Middle East conflict, as well as slightly lower sales
24
volumes in Brazil. These impacts were partially offset by favorable foreign currency impacts of approximately $6.8 million and $11.8 million during the second quarter and first half of fiscal 2026, respectively.
The Agriculture business is cyclical and influenced by factors including net farm income, commodity prices, weather volatility, geopolitical events, and farmer sentiment regarding future economic conditions. We closely monitor these variables across our key markets. In the U.S., net farm income estimates published by the U.S. Department of Agriculture are a key indicator of grower purchasing capacity. In Brazil, we monitor grain prices, projected farm input costs, interest rates, and net farm income trends, which collectively influence grower liquidity, credit availability, and purchasing behavior. We remain focused on managing through evolving market conditions and positioning the Agriculture business for long-term growth across both domestic and international markets.
Agriculture segment gross profit decreased $17.1 million or 18.3% in the second quarter of fiscal 2026 and decreased $22.6 million or 13.2% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025. The decreases were primarily attributable to lower sales volumes resulting from the ongoing Middle East conflict and continued market softness in North America, partially offset by higher average selling prices in North America.
Agriculture segment SG&A decreased $16.1 million or 30.7% in the second quarter of fiscal 2026 and decreased $18.9 million or 20.0% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025. The decreases were primarily driven by lower expected credit losses, which included $3.8 million of recoveries of previously aged accounts receivable in Brazil.
Agriculture segment operating income increased $3.8 million or 10.6% in the second quarter of fiscal 2026 and increased $1.1 million or 1.5% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025. The increases were primarily attributable to favorable pricing and lower SG&A expenses, partially offset by lower sales volumes. Results for the second quarter of fiscal 2025 were also impacted by impairment and other non-recurring charges of $5.9 million related to the agriculture solar business and realignment charges of $2.9 million.
Corporate SG&A expenses increased by 0.1% in the second quarter of fiscal 2026 and decreased by $4.2 million or 7.9% in the first half of fiscal 2026, as compared to the same periods of fiscal 2025. The second-quarter increase was primarily due to higher professional service fees, partially offset by lower compensation and incentive costs resulting from lower headcount. The first-half decrease was primarily due to lower compensation costs, partially offset by higher professional service fees.
KEY FACTORS AFFECTING FINANCIAL RESULTS
Acquisitions and Divestitures
We continue to strategically enhance our portfolio through targeted acquisitions and divestitures, demonstrating our commitment to refining our business focus and driving value within our core segments. In the first quarter of fiscal 2026, we acquired the remaining 80% ownership interest in RMDS Innovation, Inc., a Quebec-based technology company, included in the Agriculture Segment.
Macroeconomic and Geopolitical Impacts on Financial Results and Liquidity
We continue to actively monitor a range of macroeconomic and geopolitical uncertainties that have affected, and may continue to affect, our business operations and financial performance. These include volatility in the global economic and trade environment, inflationary cost pressures, supply chain disruptions, foreign currency fluctuations relative to the U.S. dollar, changing interest rates, ongoing international conflicts, and labor shortages. These factors may influence our operational costs, revenue streams, and overall financial stability. As conditions evolve, we are proactively adjusting our business strategies to mitigate potential risks, maintain financial resilience, and ensure sufficient liquidity to support ongoing operations and strategic initiatives.
The Middle East continued to experience military conflict and related geopolitical instability during the second quarter of fiscal 2026. We have agriculture operations headquartered in Dubai, United Arab Emirates, with business activities throughout the region. The conflict and broader regional instability have affected, and could continue to adversely affect, our regional operations through disruptions to logistics networks and transportation infrastructure, increased energy costs, and
25
volatility in regional currency and financial markets. Certain customers and suppliers in the region have been, and could continue to be, negatively affected by these developments. We continue to actively monitor the situation and are taking actions, as appropriate, to mitigate potential impacts on our operations, financial results, and liquidity.
On April 2, 2026, a proclamation was issued modifying Section 232 tariffs on steel, aluminum, and certain derivative articles, effective April 6, 2026. Under the proclamation, tariffs on certain steel products, including utility poles, are determined based on sourcing requirements, with a 10% ad valorem rate applicable to products in which at least 95% of steel content was melted and poured in the U.S. Products that do not meet these requirements are subject to higher tariff rates, including up to 50% on full value. On June 1, 2026, a subsequent proclamation further adjusted the tariff framework by lowering the U.S.-content threshold for preferential rate eligibility from 95% to 85%. During fiscal 2025, we imported approximately $220.0 million of fabricated steel structures from Mexico into the U.S., which represents the primary category of products affected by these modifications. Based on our current assessment, we believe that the majority of our steel poles produced at our Mexico facility will qualify for the 10% tariff rate, as those structures are produced using U.S. melted and poured steel. Management has interpreted the requirements of the proclamation based on its current understanding and available guidance. Regulatory interpretations may evolve, and authorities could reach conclusions that differ from management’s interpretation. If such differing interpretations were to occur, the Company may be required to modify its practices, which could result in increased costs or changes to reported results.
LIQUIDITY AND CAPITAL RESOURCES
Capital Allocation Philosophy
Our capital allocation priorities are intended to present a balanced approach to maintaining disciplined investments in organic and inorganic growth opportunities while delivering meaningful capital returns to shareholders over the next three to five years. These priorities are expected to be supported by our projected cash flow generation. We plan to allocate approximately 50% of operating cash flow to high-return growth opportunities, focused on:
We plan to allocate the remaining approximately 50% of operating cash flow to shareholder returns through the form of share repurchases and dividends.
In February 2025, the Board of Directors increased the authorized capacity under our share repurchase program by $700.0 million, bringing the total authorization to $2.1 billion, with no stated expiration date. We are not obligated to make repurchases and may discontinue the program at any time. Any purchases will be funded through available liquidity and ongoing cash flows, and will be made subject to prevailing market and economic conditions. As of June 27, 2026, we had approximately $450.6 million of remaining capacity under the share repurchase program. Since the program’s inception in May 2014, we have repurchased approximately 9.1 million shares for a total of $1.6 billion.
We remain committed to maintaining a capital structure that supports our investment-grade credit rating. As of the latest assessments, our credit ratings were Baa2 (stable outlook) by Moody’s Ratings and BBB+ (stable outlook) by S&P Global Ratings. To support these ratings, we aim to manage our debt-to-invested capital ratio within levels that reinforce our investment-grade status.
Supplier Finance Program
We have established a supplier finance program with a financial institution, allowing qualifying suppliers the option to sell their receivables from us to the financial institution under independently negotiated terms. Participation in the program is entirely voluntary for suppliers and does not affect our payment terms, amounts, timing, or liquidity. We have no economic interest in a supplier’s decision to participate. As of June 27, 2026 and December 27, 2025, our accounts payable in the Condensed Consolidated Balance Sheets included $38.8 million and $56.3 million, respectively, related to the obligations under this program.
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Sources of Financing
As of June 27, 2026, our available debt financing primarily included senior unsecured notes and a revolving credit facility.
Senior Unsecured Notes
As of June 27, 2026, our senior unsecured notes consisted of:
We retain the option to repurchase these notes by paying a make-whole premium. Both tranches are guaranteed by certain subsidiaries.
Revolving Credit Facility
Our revolving credit facility, managed by JPMorgan Chase Bank, N.A., as Administrative Agent, has a maturity date of July 10, 2030. The facility provides up to $800.0 million in unsecured revolving credit, with $400.0 million available for borrowings in foreign currencies. An additional $400.0 million may be added to the facility, subject to lender commitments.
Authorized borrowers include the Company and its wholly owned subsidiaries, Valmont Industries Holland B.V. and Valmont Group Pty. Ltd. Obligations under this facility are guaranteed by the Company and its wholly owned subsidiaries, Valmont Telecommunications, Inc., Valmont Coatings, Inc., Valmont Newmark, Inc., and Valmont Queensland Pty. Ltd.
The interest rate on our borrowings will be, at our option, either:
plus, in each case, 0 to 62.5 basis points, depending on our credit rating; or
Additionally, a commitment fee is applied to the average daily unused portion of the facility, ranging from 9 to 20 basis points, based on our credit rating.
As of June 27, 2026, we had no outstanding borrowings under this facility. As of December 27, 2025, we had outstanding borrowings of $65.0 million under this facility. The facility includes a financial covenant that may limit additional borrowing. As of June 27, 2026, we could borrow $799.8 million under the facility, after accounting for $0.2 million in standby letters of credit related to certain insurance obligations. Additionally, we maintain short‑term bank lines of credit totaling $5.7 million, all of which were unused as of June 27, 2026.
Covenants and Compliance
Both our senior unsecured notes and revolving credit facility contain cross-default provisions, which allow for the acceleration of debt if we default on other indebtedness that also permits acceleration.
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The revolving credit facility requires us to maintain a financial leverage ratio of 3.50 or lower, measured as of the last day of each fiscal quarter. A temporary increase to 3.75 is permitted for the four fiscal quarters following a material acquisition. The leverage ratio is defined as the ratio of: (a) interest-bearing debt, minus unrestricted cash in excess of $50.0 million (but not exceeding $500.0 million), to (b) earnings before interest, taxes, depreciation, and amortization, adjusted for non-cash stock-based compensation and non-recurring non-cash charges or gains, subject to certain limitations (“Adjusted EBITDA”). Additionally, in the event of an acquisition or divestiture, Adjusted EBITDA is calculated on a pro forma basis, reflecting the transaction as if it had occurred on the first day of the period.
Additional covenants restrict activities such as incurring indebtedness, placing liens, engaging in mergers, making investments, selling assets, paying dividends, conducting affiliate transactions, and making debt prepayments. Customary events of default may trigger the acceleration of obligations, subject to grace periods where applicable.
As of June 27, 2026, we were in compliance with all covenants related to these debt agreements. For detailed calculations of Adjusted EBITDA and the leverage ratio, please refer to the “Selected Financial Measures” section.
Cash Uses
Our primary cash needs include working capital, capital expenditures, debt service, taxes, and pension contributions. We may also pursue strategic investments, acquisitions, stock repurchases, or dividends, subject to market conditions and debt agreement restrictions.
Our business operates in cyclical markets, but our diverse portfolio—spanning various products, customers, and regions—has enabled us to navigate these cycles effectively while maintaining liquidity. Historically, we have consistently generated operating cash flows that exceed our capital expenditures, demonstrating our ability to manage cash effectively through economic cycles. For fiscal 2026 and beyond, we are confident in our liquidity position, supported by accessible credit facilities, capital markets, and a solid track record of positive operating cash flows.
As of June 27, 2026, we held $139.1 million in cash, including $110.9 million in non-U.S. subsidiaries. Distributions of this foreign cash would incur tax liabilities. As of June 27, 2026, we had liabilities of $1.6 million for foreign withholding taxes and $0.2 million for U.S. state income taxes.
We expect fiscal 2026 capital expenditures to range from $170.0 million to $200.0 million.
Cash Flows
The table below summarizes our cash flow information for the twenty-six weeks ended June 27, 2026 and June 28, 2025:
Operating Cash Flows and Working Capital – Cash provided by operating activities totaled $251.6 million in the first half of fiscal 2026, as compared to $232.7 million in the same period of fiscal 2025. The change in operating cash flows reflects higher net earnings and lower cash income tax payments, partially offset by unfavorable changes in working capital, including increases in receivables, inventories, and the $20.3 million settlement payment associated with our litigation matters in Brazil. The lower cash tax payments were a result of the worthless securities deduction that was recorded in the fourth quarter of fiscal 2025 that gave rise to a federal tax receivable that was used to reduce estimated tax payments through the first half of fiscal 2026.
Investing Cash Flows – Cash used in investing activities totaled $76.6 million in the first half of fiscal 2026, as compared to $64.3 million in the same period of fiscal 2025. Investing activities in the first half of fiscal 2026 primarily included capital spending of $70.5 million and the acquisition of RMDS Innovation, Inc., net of cash acquired, of $11.5 million. Investing activities in the first half of fiscal 2025 primarily included capital spending of $62.3 million.
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Financing Cash Flows – Cash used in financing activities totaled $223.7 million in the first half of fiscal 2026, as compared to $131.2 million in the same period of fiscal 2025. Our total interest-bearing debt was $755.2 million as of June 27, 2026 and $829.5 million as of December 27, 2025. Financing activities in the first half of fiscal 2026 primarily consisted of borrowings on the revolving credit facility of $65.2 million offset by payments of $130.6 million, dividends paid of $28.2 million, stock repurchases of $117.5 million, and the purchase of a redeemable noncontrolling interest of $8.9 million. Financing activities in the first half of fiscal 2025 primarily consisted of borrowings on the revolving credit facility and short-term notes of $132.8 million, offset by principal payments on our long-term debt and short-term borrowings of $134.9 million, dividends paid of $25.7 million, and stock repurchases of $100.0 million.
Guarantor Summarized Financial Information
This information is provided in compliance with Rule 3-10 and Rule 13-01 of Regulation S-X, relating to our two tranches of senior unsecured notes. These senior notes are jointly, severally, fully, and unconditionally guaranteed—subject to certain customary release provisions, including the sale of the subsidiary guarantor or of all or substantially all of its assets—by certain of our current and future direct and indirect domestic and foreign subsidiaries (collectively, the “Guarantors”). The Parent serves as the Issuer of the notes and consolidates all Guarantors.
The financial information for the Issuer and Guarantors is presented on a combined basis, with intercompany balances and transactions between the Issuer and the Guarantors eliminated. Any amounts due to or from the Issuer or Guarantors, as well as transactions with non-guarantor subsidiaries, are disclosed separately.
The combined financial information for the thirteen and twenty-six weeks ended June 27, 2026 and June 28, 2025 was as follows:
825,299
725,881
1,603,795
1,402,572
247,331
220,733
475,739
419,878
128,643
70,364
253,776
163,359
Net earnings attributable to Valmont Industries, Inc.
87,907
45,600
169,262
105,586
The combined financial information as of June 27, 2026 and December 27, 2025 was as follows:
Current assets
988,910
901,456
Non-current assets
850,759
851,743
Current liabilities
422,077
415,155
Non-current liabilities
1,283,245
1,241,800
As of June 27, 2026 and December 27, 2025, non-current assets included a receivable from non-guarantor subsidiaries of $67,171 and $83,641, respectively. As of June 27, 2026 and December 27, 2025, non-current liabilities included a payable to non-guarantor subsidiaries of $409,258 and $325,225, respectively.
Selected Financial Measures
The leverage ratio is a key financial metric we use to assess our maximum borrowing capacity. It is defined as the ratio of (a) interest-bearing debt, minus unrestricted cash in excess of $50.0 million (but not exceeding $500.0 million), to (b) Adjusted EBITDA. In the event of an acquisition or divestiture, Adjusted EBITDA is calculated on a pro forma basis, reflecting the transaction as if it had occurred on the first day of the period.
Our revolving credit facility requires us to maintain a leverage ratio of 3.50 or lower (or 3.75 or lower following certain material acquisitions) on a rolling four-fiscal-quarter basis, measured as of the last day of each fiscal quarter. Failure to comply with this financial covenant may result in higher financing costs or early debt repayment obligations.
The leverage ratio and Adjusted EBITDA are non-generally accepted accounting principles (“GAAP”) measures. As presented, these measures may not be directly comparable to similarly titled measures used by other companies. They should not be considered in isolation or as a substitute for net earnings, cash flows from operations, or other income or cash flow
data prepared in accordance with GAAP. Additionally, they should not be interpreted as indicators of operating performance or liquidity.
The calculation of Adjusted EBITDA for the four fiscal quarters ended June 27, 2026 was as follows:
Four fiscal quarters ended
475,328
38,725
Income tax expense
49,889
(9,340)
(4,631)
(3,579)
(2,677)
2,553
Changes in assets and liabilities
149,847
1,392
Realignment activities
6,272
Pro forma acquisition adjustment
4,709
Adjusted EBITDA
717,828
494,983
91,560
22,350
The calculation of the leverage ratio as of June 27, 2026 was as follows:
Interest-bearing debt, excluding origination fees and discounts of $24,522
755,207
Less: Cash and cash equivalents in excess of $50,000
89,051
Net indebtedness
666,156
Leverage ratio
0.93
FINANCIAL OBLIGATIONS AND COMMITMENTS
There were no material changes in the Company’s financial obligations and commitments during the twenty-six weeks ended June 27, 2026. For additional information on the Company’s financial obligations and commitments, refer to the “Cash Uses” section in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 27, 2025.
CRITICAL ACCOUNTING ESTIMATES
The accounting policies described below involve significant judgments and estimates that are used in preparing our Consolidated Financial Statements. Management exercises substantial judgment in determining these estimates, which are essential to our financial reporting. The key areas that involve such estimates include impairments of goodwill and other intangible assets, income taxes, revenue recognition for our Infrastructure product lines recognized over time, and inventory obsolescence. These estimates are based on our past experiences and other assumptions that we believe to be reasonable given the circumstances.
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We continually re-evaluate these estimates as circumstances evolve, understanding that actual results may differ due to changes in assumptions or conditions. To ensure accuracy and transparency in our financial reporting, the selection and application of our critical accounting policies are reviewed annually by our Audit Committee.
Other than the below, there were no material changes in the Company’s critical accounting estimates during the twenty-six weeks ended June 27, 2026. For additional information on the Company’s critical accounting estimates, refer to the “Critical Accounting Estimates” section in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 27, 2025.
Impairment of Goodwill and Other Intangible Assets
In fiscal 2025, there were no changes to the composition of our reporting units. However, the number of reporting units with recorded goodwill decreased from twelve to eleven during fiscal 2025 as a result of the full impairment of goodwill associated with our Solar reporting unit in the second quarter.
We periodically reassess our reporting unit structure based on changes in how the business is managed, including changes in organizational structure, leadership, and the manner in which financial information is reviewed by segment management. Determining reporting units requires judgment, including evaluating the level at which discrete financial information is available and regularly reviewed by segment management, how components of the business are organized and managed, and whether components of the business share similar economic characteristics.
These same considerations directly inform how acquired assets, liabilities, and goodwill are assigned or reallocated to reporting units. Specifically, items are assigned based on how the underlying operations are organized and how financial results are reviewed by segment management, including whether assets and liabilities are specifically identifiable to a reporting unit or are shared across reporting units.
In the first quarter of fiscal 2024, we reorganized certain operations within our Agriculture reportable segment. Specifically, the former Agriculture Technology reporting unit was integrated into the North America Irrigation and International Irrigation reporting units. This reorganization was driven by changes in senior leadership and a strategic determination that technology offerings are integral to the underlying irrigation equipment business rather than a separate independent line of business, which also resulted in a change to the manner in which discrete financial information is reviewed by segment management. Accordingly, management concluded that the Agriculture Technology operations no longer constituted a separate reporting unit.
In connection with this reorganization, we performed goodwill impairment assessments immediately before and after the reorganization and concluded that no impairment existed. This assessment reflected improved cash flow forecasts relative to the prior annual impairment test, primarily due to restructuring actions undertaken in the fourth quarter of fiscal 2023.
The assets and liabilities (excluding goodwill) of the former Agriculture Technology reporting unit were reassigned to the North America Irrigation and International Irrigation reporting units in a manner consistent with how the underlying operations and financial information are managed and reviewed by segment management following the reorganization. Assets and liabilities that were specifically identifiable to a reporting unit were directly assigned. For assets and liabilities that were not specifically identifiable, amounts were reallocated based on the reorganization of the business and the revised internal reporting structure used by segment management.
Goodwill of approximately $168.0 million, which includes the goodwill associated with our former Prospera business, was then allocated to these reporting units using a relative fair value approach in accordance with ASC 350-20-35-45. This approach was used because goodwill does not represent separately identifiable assets and must be reallocated based on the relative fair values of the reporting units expected to benefit from the reorganization. The estimated fair values were derived from projected revenues and cash flows of the respective reporting units. Accordingly, goodwill associated with the former Prospera business is included within these reporting units.
During fiscal 2025, management elected to abandon the use of Prospera’s proprietary technology and initiated actions to exit the business. Management performed a qualitative assessment and concluded that no triggering event existed, as the decision did not materially affect the expected future cash flows of the reporting units and no indicators were present that it was more likely than not that the fair value of any reporting unit was below its carrying amount prior to the annual impairment test. Accordingly, no after-tax cash flows associated with Prospera were included in the projected cash flows
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used in our fiscal 2025 annual goodwill impairment test, reflecting management’s expectation at the time of the annual test that Prospera would not contribute to the future operating performance of the reporting units.
In the fourth quarter of fiscal 2025, we completed a legal entity reorganization that resulted in a deemed liquidation of the Prospera business. Because the fiscal 2025 annual goodwill impairment test had already excluded Prospera-related cash flows, management concluded that the subsequent decision by the Board of Directors to formally exit the business and abandon its technology did not represent a change in the assumptions used in the annual impairment test. Accordingly, this event did not constitute a triggering event requiring an interim goodwill impairment assessment under ASC 350-20-35-30.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There were no material changes in the Company’s market risk during the twenty-six weeks ended June 27, 2026. For additional information on the Company’s market risk, refer to Part II, Item 7A of the Company’s Annual Report on Form 10-K for the fiscal year ended December 27, 2025.
ITEM 4. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
The Company, under the supervision and with the participation of management—including the Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”)—conducted an evaluation of the effectiveness of the design and operation of its disclosure controls and procedures, as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended.
Based on this evaluation, the CEO and CFO concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures are effective in providing reasonable assurance that the information required to be disclosed by the Company in its reports under the Securities Exchange Act of 1934 is (1) accumulated and communicated to management, including the CEO and CFO, to enable timely decisions regarding required disclosures and (2) recorded, processed, summarized, and reported within the periods specified by the Commission’s rules and forms.
Internal Control Over Financial Reporting
There were no changes in the Company’s internal control over financial reporting during the fiscal quarter covered by this report that have materially affected, or are reasonably likely to affect materially, the Company’s internal control over financial reporting.
ITEM 1. LEGAL PROCEEDINGS
For additional information on the Company’s legal proceedings, refer to Part I, Item 3 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 27, 2025, and Note 14 to the Condensed Consolidated Financial Statements contained in this Quarterly Report on Form 10-Q.
ITEM 1A. RISK FACTORS
There were no material changes in the Company’s risk factors during the twenty-six weeks ended June 27, 2026. For additional information on the Company’s risk factors, refer to Part I, Item 1A of the Company’s Annual Report on Form 10‑K for the fiscal year ended December 27, 2025.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
Total number of
Approximate dollar
shares purchased
value of shares that
Total number
Average
as part of publicly
may yet be purchased
of shares
price paid
announced plans
under the plans
Period
purchased
per share
or programs
or programs (1)
March 29, 2026 to April 25, 2026
510,551,000
April 26, 2026 to May 30, 2026
118,719
505.30
450,560,000
May 31, 2026 to June 27, 2026
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5. OTHER INFORMATION
Adoption of Executive Officer Severance Plan
On July 27, 2026, the Board of Directors, upon the recommendation of the Human Resources Committee (the “Committee”), adopted the Valmont Executive Severance Plan (the “Plan”). The Plan became effective on that date and covers full-time executives designated by the Committee. The Committee currently designates as participants the CEO and the CEO’s direct reports who are executive officers. Upon an involuntary termination without cause (as defined in the Plan), a covered executive is entitled to receive a target annual cash incentive, prorated through the date of termination, to the extent applicable performance criteria are satisfied. In addition, as severance pay, the CEO would receive severance equal to two times base salary and annual target cash incentive, and other covered executives would receive severance equal to one times base salary and annual target cash incentive. Upon an involuntary termination without cause, or a termination for good reason (as defined in the Plan), within two years following a change in control (as defined in the Plan), the CEO would receive severance equal to three times base salary and annual target cash incentive, and other covered executives would receive severance equal to two times base salary and annual target cash incentive. Severance benefits are subject to the covered executive’s execution of a customary release agreement and compliance with confidentiality and other covenants as provided
in the Plan. The foregoing summary is qualified in its entirety by reference to the Plan, which is filed herewith as Exhibit 10.2.
ITEM 6. EXHIBITS
Exhibit No.
Description
10.1
Separation and Release Agreement between Thomas Liguori and Valmont Industries, Inc. dated May 26, 2026. This document was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K (Commission file number 001-31429) dated May 26, 2026 and is incorporated by reference.
10.2*
Valmont Industries, Inc. Executive Officer Severance Plan.
22.1
List of Issuer and Guarantor Subsidiaries. This document was filed as Exhibit 22.1 to the Company’s Quarterly Report on Form 10-Q (Commission file number 001-31429) for the fiscal quarter ended September 25, 2021 and is incorporated herein by reference.
31.1*
Section 302 Certification of the Chief Executive Officer.
31.2*
Section 302 Certification of the Chief Financial Officer.
32.1*
Section 906 Certifications.
101
The following financial information from Valmont’s Quarterly Report on Form 10-Q for the quarter ended June 27, 2026, formatted in Inline XBRL (eXtensible Business Reporting Language): (i) the Condensed Consolidated Statements of Operations, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Cash Flows, (v) the Condensed Consolidated Statements of Shareholders’ Equity and Redeemable Noncontrolling Interests, (vi) Notes to Condensed Consolidated Financial Statements and (vii) document and entity information.
104
Cover Page Interactive File (formatted as Inline XBRL and contained in Exhibit 101)
* Filed herewith
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf and by the undersigned thereunto duly authorized.
VALMONT INDUSTRIES, INC.
/s/ JOHN SCHWIETZ
John Schwietz
Executive Vice President and Chief Financial Officer
Dated the 28th day of July 2026.