Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

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Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The following section updates "Item 7A. Quantitative and Qualitative Disclosures About Market Risk" in the 2025 Form 10-K and should be read in conjunction with that report as well as our condensed consolidated financial statements.

Interest Rate Risk.

Our interest rate risk as of March 31, 2026 relates primarily to the impact of interest rate movements on the following:

  • our $5.2 billion of floating rate debt as of March 31, 2026, which represented approximately 21% of our total debt as of March 31, 2026; and

  • potential future borrowings of incremental debt, including borrowings under our 2016 Credit Facility (and 2026 Credit Facility, which replaced the 2016 Credit Facility as discussed in note 14 to our condensed consolidated financial statements) and issuances under our CP Program.

See also "Item 1A. Risk Factors" in the 2025 Form 10-K for a discussion of risks stemming from interest rate increases.

We currently have no interest rate swaps.

Subsequent to March 31, 2026, we repaid a portion of our outstanding floating rate debt, which was previously held under our 2016 Credit Facility. We intend to repay our remaining floating rate debt, held under our CP Program, as it matures during the second quarter of 2026. Accordingly, our floating‑rate exposure after March 31, 2026 differs from the amounts presented herein, which reflect our debt outstanding as of March 31, 2026. See note 14 to our condensed consolidated financial statements.

Sensitivity Analysis.

We manage our exposure to market interest rates on our existing debt by controlling the mix of fixed and floating rate debt. As of March 31, 2026, we had $5.2 billion of floating rate debt. As a result, a hypothetical unfavorable fluctuation in market interest rates on our existing debt of 1/4 of a percent point over a 12-month period would increase our interest expense by approximately $13 million based on floating-rate debt outstanding as of March 31, 2026.

Future Principal Payments and Interest Rates.

The following table provides information about our market risk related to changes in interest rates. The future principal payments and weighted-average interest rates are presented as of March 31, 2026. These debt maturities reflect final maturity dates and do not consider the impact of the principal payments that commence following the anticipated repayment date of certain debt (see footnotes (b) and (d) hereto). The information presented below regarding the variable rate debt is supplementary to our sensitivity analysis regarding the impact of changes in the interest rates. See notes 5 and 6 to our condensed consolidated financial statements and the 2025 Form 10-K for additional information regarding our debt.

Future Principal Payments and Interest Rates by the Debt Instruments' Contractual Year of Maturity
(In millions of dollars)2026**(g)**2027**(g)**202820292030ThereafterTotalFair Value**(a)**
Debt:
Fixed rate(b)$1,783$2,289$2,635$2,480$773$9,677$19,637$18,155
Average interest rate(b)(c)(d)2.2%3.5%4.5%4.6%3.3%3.7%3.8%
Variable rate(e)$1,967(f)$3,201$—$—$—$—$5,168$5,168
Average interest rate(e)4.3%4.7%—%—%—%—%4.5%

(a)The fair value of our debt is based on indicative quotes, non-binding quotes from brokers that require judgment to interpret market information, including implied credit spreads for similar borrowings on recent trades or bid/ask offers. These fair values are not necessarily indicative of the amount, which could be realized in a current market exchange.

(b)The impact of principal payments that will commence following an anticipated repayment date is not considered (see footnote (d) below). The Tower Revenue Notes, Series 2018-2 have a principal amount of $750 million, with an anticipated repayment date in 2028.

(c)The average interest rate represents the weighted-average stated coupon rate (see footnote (d) below).

(d)If the Tower Revenue Notes, Series 2018-2 are not repaid in full by the anticipated repayment date, the interest rate increases by approximately 5% per annum and monthly principal payments commence using the Excess Cash Flow (as defined in the indenture governing the Tower Revenue Notes, Series 2018-2) of the issuers of the Tower Revenue Notes, Series 2018-2. The Tower Revenue Notes, Series 2018-2 are presented based on their contractual maturity date in 2048 and include the impact of an assumed 5% increase in interest rate that would occur following the anticipated repayment date in July 2028 but exclude the impact of monthly principal payments that would commence using Excess Cash Flow of the issuers of the Tower Revenue Notes, Series 2018-2. The full year 2025 Excess Cash Flow of the issuers of the Tower Revenue Notes, Series 2018-2 was approximately $1.0 billion. We currently expect to refinance or repay these notes on or prior to the anticipated repayment date.

(e)See note 8 to our consolidated financial statements in the 2025 Form 10-K for information regarding potential upward or downward adjustments to the interest rate spread and unused commitment fee percentage on our 2016 Credit Facility if we achieve specified annual sustainability targets or fail to meet annual sustainability metrics. Each period presented assumes the downward adjustments in the interest rate spread and unused commitment fee percentage on our 2016 Credit Facility. The 2026 Credit Facility, which replaced the 2016 Credit Facility, does not have such upward or downward adjustments. See note 14 to our condensed consolidated financial statements.

(f)Predominately consists of outstanding indebtedness under our CP Program. Such amounts may be issued, repaid or re-issued from time to time.

(g)Subsequent to March 31, 2026 and prior to the issuance of these financial statements we repaid all amounts outstanding under the 2016 Credit Facility. We intend to repay all amounts owed under our CP Program in the second quarter of 2026. See note 14 to our condensed consolidated financial statements.

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