aca-20260331

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 March 31, 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 1-38494

Arcosa, Inc.

(Exact name of registrant as specified in its charter)


Delaware		82-5339416
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)

500 N. Akard Street, Suite 400
Dallas,	Texas	75201
(Address of principal executive offices)		(Zip Code)

(972) 942-6500

(Registrant's telephone number, including area code)

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 ($0.01 par value)	ACA	New York Stock Exchange
Common Stock ($0.01 par value)	ACA	NYSE Texas, Inc.

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 þ 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 þ 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 þ 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 þ

At April 15, 2026, the number of shares of common stock outstanding was 49,096,364.

ARCOSA, INC.

FORM 10-Q

TABLE OF CONTENTS


Caption			Page

PART I
Item 1. Financial Statements			3
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations			22
Item 3. Quantitative and Qualitative Disclosures about Market Risk			32
Item 4. Controls and Procedures			32

PART II
Item 1. Legal Proceedings			33
Item 1A. Risk Factors			33
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			33
Item 3. Defaults Upon Senior Securities			33
Item 4. Mine Safety Disclosures			33
Item 5. Other Information			33
Item 6. Exhibits			34

SIGNATURES			35

Table of Contents

PART I

Item 1. Financial Statements

Arcosa, Inc. and Subsidiaries

Consolidated Statements of Operations

(unaudited)


	Three Months Ended March 31,
	2026		2025

	(in millions)
Revenues	$	571.7	$	547.6

Cost of revenues	450.8		439.7
Gross profit	120.9		107.9

Selling, general, and administrative expenses	75.8		71.0
Other operating income	(2.0)		(4.1)




Operating profit	47.1		41.0

Interest expense	24.0		28.3
Interest income	(1.6)		(1.8)
Other nonoperating expense	0.1		0.1
Income from continuing operations before income taxes	24.6		14.4


Provision for income taxes	1.3		2.8
Income from continuing operations	23.3		11.6


Income from discontinued operations, net of income taxes	14.5		12.0

Net income	$	37.8	$	23.6

Net income per common share:
Basic from continuing operations	$	0.47	$	0.24
Basic from discontinued operations	$	0.30	$	0.24
Total basic	$	0.77	$	0.48

Diluted from continuing operations	$	0.47	$	0.24
Diluted from discontinued operations	$	0.30	$	0.24
Total diluted	$	0.77	$	0.48
Weighted average number of shares outstanding:
Basic	49.0		48.7
Diluted	49.2		49.2
Dividends declared per common share	$	0.05	$	0.05

See accompanying Notes to Consolidated Financial Statements.

Table of Contents

Arcosa, Inc. and Subsidiaries

Consolidated Statements of Comprehensive Income

(unaudited)


	Three Months Ended March 31,
	2026		2025

	(in millions)
Net income	$	37.8	$	23.6
Other comprehensive income (loss):



Currency translation adjustment:
Unrealized gains (losses) arising during the period, net of tax expense (benefit) of $0.0 and $0.0	(0.4)		—

	(0.4)		—
Comprehensive income	$	37.4	$	23.6

See accompanying Notes to Consolidated Financial Statements.

Table of Contents

Arcosa, Inc. and Subsidiaries

Consolidated Balance Sheets


	March 31, 2026		December 31, 2025
	(unaudited)
	(in millions)
ASSETS
Current assets:
Cash and cash equivalents	$	153.2	$	214.6

Receivables, net of allowance	413.9		412.6

Inventories:
Raw materials and supplies	129.7		118.4
Work in process	16.7		15.8
Finished goods	203.6		201.7
	350.0		335.9
Current assets held for sale	164.1		93.7
Other	52.2		49.7
Total current assets	1,133.4		1,106.5


Property, plant, and equipment, net	2,101.9		2,045.3
Goodwill	1,342.7		1,329.0
Intangibles, net	304.5		310.8
Deferred income taxes	7.2		7.2
Non-current assets held for sale	—		74.2
Other assets	112.6		112.2
	$	5,002.3	$	4,985.2
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	229.5	$	213.3
Accrued liabilities	141.7		169.7
Advance billings	27.3		25.9
Current liabilities held for sale	83.1		86.3
Current portion of long-term debt	8.0		8.5
Total current liabilities	489.6		503.7

Debt	1,513.1		1,514.3
Deferred income taxes	254.0		230.8
Non-current liabilities held for sale	—		2.9
Other liabilities	92.9		92.1
	2,349.6		2,343.8
Commitments and contingencies (Note 14)
Stockholders’ equity:

Common stock – 200.0 shares authorized	0.5		0.5
Capital in excess of par value	1,716.5		1,710.0
Retained earnings	982.7		947.3
Accumulated other comprehensive loss	(16.8)		(16.4)
Treasury stock	(30.2)		—
	2,652.7		2,641.4
	$	5,002.3	$	4,985.2

See accompanying Notes to Consolidated Financial Statements.

Table of Contents

Arcosa, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(unaudited)


	Three Months Ended March 31,
	2026		2025

	(in millions)
Operating activities:
Net income	$	37.8	$	23.6
Income from discontinued operations, net of income taxes	14.5		12.0
Income from continuing operations	23.3		11.6
Adjustments to reconcile net income to net cash provided (required) by operating activities:

Depreciation, depletion, and amortization	53.5		51.7

Stock-based compensation expense	6.3		6.4
Gain on disposition of assets and sale of businesses	(2.0)		(4.1)
Provision for deferred income taxes	9.5		0.9



(Increase) decrease in other assets	1.3		1.2
Increase (decrease) in other liabilities	(1.6)		(3.0)
Other	3.0		2.3
Changes in current assets and liabilities:
(Increase) decrease in receivables	—		(70.7)
(Increase) decrease in inventories	(14.6)		(4.1)
(Increase) decrease in other current assets	(2.4)		5.9
Increase (decrease) in accounts payable	15.3		43.8
Increase (decrease) in advance billings	1.4		(43.9)
Increase (decrease) in accrued liabilities	(34.9)		(19.1)

Net cash provided (required) by operating activities - continuing operations	58.1		(21.1)
Net cash provided by operating activities - discontinued operations	13.8		20.4
Net cash provided (required) by operating activities	71.9		(0.7)

Investing activities:

Proceeds from disposition of assets	6.6		5.0

Capital expenditures	(43.5)		(33.0)
Cash (paid) received for acquisitions	(60.0)		17.6


Net cash required by investing activities - continuing operations	(96.9)		(10.4)
Net cash required by investing activities - discontinued operations	(1.4)		(1.0)
Net cash required by investing activities	(98.3)		(11.4)

Financing activities:


Payments to retire debt	(2.4)		(3.3)

Shares repurchased	(17.5)		—
Dividends paid to common stockholders	(2.4)		(2.5)
Purchase of shares to satisfy employee tax on vested stock	(12.7)		(1.5)






Net cash required by financing activities - continuing operations	(35.0)		(7.3)
Net decrease in cash and cash equivalents	(61.4)		(19.4)
Cash and cash equivalents at beginning of period	214.6		187.3
Cash and cash equivalents at end of period	$	153.2	$	167.9

See accompanying Notes to Consolidated Financial Statements.

Table of Contents

Arcosa, Inc. and Subsidiaries

Consolidated Statements of Stockholders' Equity

(unaudited)


		Common Stock				Capital in Excess of Par Value		Retained Earnings		Accumulated Other Comprehensive Loss			Treasury Stock				Total Stockholders’ Equity
	Shares		$0.01 Par Value									Shares		Amount
	(in millions, except par value)
Balances at December 31, 2024		48.8		$	0.5	$	1,696.5	$	748.9	$	(17.7)		—		$	—	$	2,428.2
Net income		—		—		—		23.6		—			—		—		23.6

Cash dividends on common stock		—		—		—		(2.5)		—			—		—		(2.5)
Restricted shares, net		—		—		6.8		—		—			—		(1.6)		5.2



Balances at March 31, 2025		48.8		$	0.5	$	1,703.3	$	770.0	$	(17.7)		—		$	(1.6)	$	2,454.5


Balances at December 31, 2025		49.0		$	0.5	$	1,710.0	$	947.3	$	(16.4)		—		$	—	$	2,641.4
Net income		—		—		—		37.8		—			—		—		37.8
Other comprehensive loss		—		—		—		—		(0.4)			—		—		(0.4)
Cash dividends on common stock		—		—		—		(2.4)		—			—		—		(2.4)
Restricted shares, net		0.4		—		6.5		—		—			(0.1)		(12.7)		(6.2)
Shares repurchased		—		—		—		—		—			(0.2)		(17.5)		(17.5)


Balances at March 31, 2026		49.4		$	0.5	$	1,716.5	$	982.7	$	(16.8)		(0.3)		$	(30.2)	$	2,652.7

SEC Form 10-Q filed by Arcosa Inc.