Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)
xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2026
OR
oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File No. 1-9328

ECOLAB INC.

(Exact name of registrant as specified in its charter)

Delaware41-0231510
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

1 Ecolab Place, St. Paul, Minnesota 55102

(Address of principal executive offices)(Zip Code)

1-800-232-6522

(Registrant’s telephone number, including area code)

(Not applicable)

(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 classTrading symbol(s)Name of each exchange on which registered
Common Stock, $1.00 par valueECLNew 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 x No o

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 x No o

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 filerxAccelerated filero
Non-accelerated fileroSmaller reporting companyo
Emerging growth companyo

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. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

The number of shares of each of the registrant’s classes of Common Stock outstanding as of June 30, 2026: 280,328,603 shares, par value $1.00 per share.

TABLE OF CONTENTS

Page
PART I - FINANCIAL INFORMATION2
Item 1. Financial Statements2
CONSOLIDATED STATEMENTS OF INCOME2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME3
CONSOLIDATED BALANCE SHEETS4
CONSOLIDATED STATEMENTS OF CASH FLOWS5
CONSOLIDATED STATEMENTS OF EQUITY6
CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS7
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations32
Item 3. Quantitative and Qualitative Disclosures about Market Risk48
Item 4. Controls and Procedures48
PART II - OTHER INFORMATION49
Item 1. Legal Proceedings49
Item 1A. Risk Factors49
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds49
Item 3. Defaults Upon Senior Securities49
Item 4. Mine Safety Disclosures49
Item 5. Other Information49
Item 6. Exhibits50
SIGNATURE51

PART I - FINANCIAL INFORMATION

Next: Item 1. Financial Statements