Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the material under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in the Annual Report on Form 10-K of The Mosaic Company filed with the Securities and Exchange Commission for the year ended December 31, 2025 (the “10-K Report”) and the material under Item 1 of Part I of this report.

Throughout the discussion below, we measure units of production, sales and raw materials in metric tonnes, which are the equivalent of 2,205 pounds, unless we specifically state we mean long ton(s), which are the equivalent of 2,240 pounds. In the following tables, there are certain percentages that are not considered to be meaningful and are represented by “NM.”

Results of Operations

The following table shows the results of operations for the three months ended March 31, 2026 and March 31, 2025:

			Three months ended
			March 31,												2026-2025
(in millions, except per share data)			2026						2025						Change						Percent
Net sales			$	2,998.0					$	2,620.9					$	377.1					14		%
Cost of goods sold			2,762.4						2,132.5						629.9						30		%
Gross margin			235.6						488.4						(252.8)						(52)		%
Gross margin percentage			8%						19%						(11)		%
Selling, general and administrative expenses			135.9						122.6						13.3						11		%
Loss on assets to be sold			232.6						—						232.6						NM
Other operating expense			240.0						27.3						212.7						NM
Operating earnings (loss)			(372.9)						338.5						(711.4)						(210)		%
Interest expense, net			(55.3)						(40.7)						(14.6)						36		%
Foreign currency transaction gain			37.6						133.1						(95.5)						(72)		%
Other income (expense)			104.7						(118.1)						222.8						(189)		%
Earnings (loss) from consolidated companies before income taxes			(285.9)						312.8						(598.7)						(191)		%
(Benefit) provision for income taxes			(31.0)						63.3						(94.3)						(149)		%
Earnings (loss) from consolidated companies			(254.9)						249.5						(504.4)						(202)		%
Equity in net earnings of nonconsolidated companies			0.4						0.5						(0.1)						(20)		%
Net earnings (loss) including noncontrolling interests			(254.5)						250.0						(504.5)						(202)		%
Less: Net earnings attributable to noncontrolling interests			3.1						11.9						(8.8)						(74)		%
Net earnings (loss) attributable to Mosaic			$	(257.6)					$	238.1					$	(495.7)					(208)		%
Diluted net earnings (loss) per share attributable to Mosaic			$	(0.81)					$	0.75					$	(1.56)					(208)		%
Diluted weighted average number of shares outstanding			317.5						318.2

Overview of Consolidated Results for the three months ended March 31, 2026 and 2025

For the three months ended March 31, 2026, Mosaic incurred a net loss of $(257.6) million, or $(0.81) per diluted share, compared to net income of $238.1 million, or $0.75 per diluted share, for the same period last year. Gross margin for the current year period was unfavorably impacted by higher raw material and input costs, driven largely by increased sulfur prices as compared to the prior year period, as discussed further below. Net income for the three months ended March 31, 2026 was also negatively impacted by the strategic decision to idle and divest the Araxá mining and chemical complex and idle the related mining activities at the Patrocínio complex in Brazil, which resulted in additional expenses of approximately $442 million. Net income for the three months ended March 31, 2026 was favorably impacted by a foreign currency transaction gain of $37.6 million and an unrealized mark-to-market gain of approximately $112.0 million on the investment in Ma’aden shares, included in other income (expense).

Significant factors affecting our results of operations and financial condition are listed below. Certain of these factors are discussed in more detail in the following sections of this Management’s Discussion and Analysis of Financial Condition and Results of Operations.

In the first quarter of 2026, geopolitical events drove volatility throughout global commodities markets. The escalation of conflict in the Middle East and renewed attacks on the Russian/Ukrainian industry have restricted exports of fertilizers and raw materials (namely sulfur and ammonia), further tightening global supplies and pressuring affordability of fertilizer products. While average selling prices increased during the quarter, compared to the prior year period, the increases were more than offset by elevated input costs, particularly sulfur and ammonia, which pressured margins and limited the benefit of higher phosphate prices.

In our Phosphate segment, the operating loss for the three months ended March 31, 2026 was $(48) million compared to operating earnings of $139 million in the prior year period. In the current year period, operating results were negatively impacted by higher raw material costs, primarily sulfur, compared to the prior year period. The increased raw materials costs reflect the tightened global supply conditions mentioned above. The unfavorable impact of increased costs in the current year period was partially offset by favorable sales prices and increased sales volumes, reflecting increased global demand and stronger starting inventories that enabled fulfillment of export demand.

In our Potash segment, operating earnings for the three months ended March 31, 2026 were $177 million, compared to $157 million in the prior year. Operating results benefited from higher average selling prices and sales volumes in the current year period. Prices have improved due to tight global supply conditions and continued strength in international demand. These benefits were partially offset by higher fixed costs and unfavorable cost absorption. In addition, the operating results were unfavorably impacted by higher Canadian resource taxes resulting from higher revenue and margins.

In our Mosaic Fertilizantes segment, the operating loss for the three months ended March 31, 2026 was $(422) million, compared to operating earnings of $99 million in the prior year. As mentioned above, in March 2026, we committed to a plan to divest of the Araxá mining and chemical complex and idle the related mining activities at the Patrocínio complex in Brazil. This decision resulted in charges during the quarter of approximately $442 million, primarily related to impairment of the disposal group, write-off of other assets, termination of contracts no longer in use, idle facility costs and accelerated depreciation. In addition, higher costs of purchased products for resale and higher raw material costs, primarily sulfur, contributed to the unfavorable operating results. These unfavorable impacts were partially offset by higher average selling prices in the current year period. Sales volumes of finished goods were lower in the current year period due to reduced production resulting from idling our Araxa and Fospar facilities

Corporate, Eliminations and Other had an operating loss of $(80) million for the three months ended March 31, 2026, compared to a loss of $(56) million in the prior year. Corporate, Eliminations and Other includes the results of the China and India distribution businesses, the Mosaic Bioscience business, intersegment eliminations, including profit on intersegment sales, unrealized mark-to-market gains and unrealized losses on derivatives and debt expenses.

In the second quarter of 2026, raw material prices, particularly sulfur, remain elevated due to limited availability. As a result, we are closely monitoring markets and are reviewing our phosphate production plans in the U.S. and Brazil. As part of this review, we are taking initial steps to partially curtail production at our Louisiana and Bartow, Florida locations and scaling back production in Brazil.

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Phosphate Net Sales and Gross Margin

The following table summarizes the Phosphate segment’s net sales, gross margin, sales volume, selling prices and raw material prices:

			Three months ended
			March 31,												2026-2025
(in millions, except price per tonne or unit)			2026						2025						Change						Percent
Net sales:
North America			$	921.9					$	832.9					$	89.0					11		%
International			504.1						265.7						238.4						90		%
Total			1,426.0						1,098.6						327.4						30		%
Cost of goods sold			1,422.6						931.3						491.3						53		%
Gross margin			$	3.4					$	167.3					$	(163.9)					(98)		%
Gross margin as a percentage of net sales			—		%				15		%
Sales volumes(a) (in thousands of metric tonnes)
DAP/MAP			1,116						846						270						32		%
Performance and Other(b)			820						652						168						26		%
Total finished product tonnes			1,936						1,498						438						29		%
Rock			322						450						(128)						(28)		%
Total Phosphate Segment Tonnes(a)			2,258						1,948						310						16		%
Realized prices ($/tonne)
Average finished product selling price(c)			$	653					$	632					$	21					3		%
DAP selling price (fob plant)			$	668					$	623					$	45					7		%
Average cost per unit consumed in cost of goods sold:
Ammonia (metric tonne)			$	626					$	416					$	210					50		%
Sulfur (long ton)			$	379					$	157					$	222					141		%
Blended rock (metric tonne)			$	86					$	77					$	9					12		%
Production volume (in thousands of metric tonnes) - North America			1,641						1,423						218						15		%

____________________________

(a) Includes intersegment sales volumes.

(b) Includes sales volumes of MicroEssentials® and animal feed ingredients.

(c) Excludes sales revenue and tonnes associated with rock sales. Average finished product selling price is calculated as finished goods sales revenue divided by finished goods sales volumes.

Three months ended March 31, 2026 and March 31, 2025

The Phosphate segment’s net sales were $1.4 billion for the three months ended March 31, 2026, compared to $1.1 billion for the three months ended March 31, 2025. The year-over-year increase was primarily driven by higher sales volumes, which contributed approximately $280 million to net sales compared to the prior year period. Additionally, higher average finished goods sales prices added approximately $40 million, while freight and other product revenue contributed approximately $10 million compared to the prior year period.

Our average finished product selling price increased 3% to $653 per tonne for the three months ended March 31, 2026, compared to $632 per tonne in the prior year period, due to the factors discussed in the Overview.

The Phosphate segment’s sales volumes of finished products increased to 1.9 million for the three months ended March 31, 2026, compared to 1.5 million in the prior year period due to the factors discussed in the Overview.

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Gross margin for the Phosphate segment decreased to $3.4 million for the three months ended March 31, 2026, from $167.3 million for the three months ended March 31, 2025. Gross margin in the current year period was negatively impacted by higher raw material costs, primarily sulfur and ammonia, of approximately $280 million. In addition, higher water treatment costs of approximately $20 million and higher freight expense of approximately $15 million attributed to the decrease in gross margin in the current year period. These negative impacts were partially offset by higher sales volumes of approximately $80 million and higher average selling prices of approximately $40 million in the current year period. Additionally, lower conversion costs of approximately $20 million and freight and other non product margin of approximately $15 million positively impacted current period gross margin.

The average consumed price for ammonia for our North America operations increased 50%, to $626 per tonne, for the three months ended March 31, 2026, from $416 in the same period a year ago. The average consumed sulfur price for our North America operations increased 141%, to $379 per long ton, for the three months ended March 31, 2026, from $157 in the same period a year ago. The purchase prices of these raw materials are driven by global supply and demand. The consumed ammonia and sulfur prices also include transportation, transformation and storage costs.

The average consumed cost of purchased and produced phosphate rock increased to $86 per tonne for the three months ended March 31, 2026, from $77 per tonne for the three months ended March 31, 2025. For the three months ended March 31, 2026 our North America phosphate rock production was unfavorably impacted by moving into new mining areas, which resulted in production of 1.9 million tonnes compared to 2.4 million tonnes in the prior year period.

The Phosphate segment’s production of crop nutrient dry concentrates and animal feed ingredients increased 15% for the three months ended March 31, 2026 from the prior year period. This resulted in an operating rate for processed phosphate production of 66% for the three months ended March 31, 2026, up from 58% for the same period in 2025, when we had downtime for planned maintenance.

Potash Net Sales and Gross Margin

The following table summarizes the Potash segment’s net sales, gross margin, sales volume and selling price:

			Three months ended
			March 31,												2026-2025
(in millions, except price per tonne or unit)			2026						2025						Change						Percent
Net sales:
North America			$	344.2					$	346.5					$	(2.3)					(1)		%
International (a)			323.2						223.7						99.5						44		%
Total			667.4						570.2						97.2						17		%
Cost of goods sold			476.1						401.6						74.5						19		%
Gross margin			$	191.3					$	168.6					$	22.7					13		%
Gross margin as a percentage of net sales			29		%				30		%
Sales volume(b) (in thousands of metric tonnes)
MOP			1,971						1,947						24						1		%
Performance and Other(c)			188						166						22						13		%
Total Potash Segment Tonnes			2,159						2,113						46						2		%
Realized prices ($/tonne)
Average finished product selling price(d)			$	277					$	234					$	43					18		%
MOP selling price (fob mine)			$	265					$	223					$	42					19		%
Production volume (in thousands of metric tonnes)			2,209						2,256						(47)						(2)		%

______________________________

(a) Includes Canpotex sales to international customers.

(b) Includes intersegment sales volumes.

(c) Includes sales volumes of K-Mag®, Aspire® and animal feed ingredients.

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(d)Average finished product selling price is calculated as finished goods sales revenue divided by finished goods sales volumes.

Three months ended March 31, 2026 and March 31, 2025

The Potash segment’s net sales increased to $667.4 million for the three months ended March 31, 2026, compared to $570.2 million in the same period a year ago. The increase was primarily due to higher average selling prices, which favorably impacted net sales by approximately $90 million, compared to the same period in the prior year. Higher sales volumes also contributed approximately $10 million to the increase in sales from the prior year.

Our average finished product selling price was $277 per tonne for the three months ended March 31, 2026, compared to $234 per tonne for the same period a year ago, as a result of the factors described in the Overview.

The Potash segment’s sales volumes of finished products were 2.2 million tonnes for the three months ended March 31, 2026, slightly higher than 2.1 million tonnes for the same period a year ago.

Gross margin for the Potash segment increased to $191.3 million for the three months ended March 31, 2026, up from $168.6 million in the prior year period. The increase was primarily driven by favorable finished goods pricing, which contributed approximately $90 million. This benefit was partially offset by higher fixed costs and inventory absorption of approximately $30 million and higher plant costs of approximately $20 million compared to the prior year period. In addition, Canadian resources taxes increased by approximately $20 million, compared to the prior year period, as discussed further below.

We incurred $66.8 million in Canadian resource taxes for the three months ended March 31, 2026, compared to $47.3 million in the same period a year ago. Canadian royalty expense increased to $11.7 million for the three months ended March 31, 2026, compared to $8.9 million for the three months ended March 31, 2025. The fluctuations in Canadian resource taxes and royalties are a result of increases in our sales revenue and margins.

Our operating rate for potash production was 77% for the three months ended March 31, 2026, which was comparable to 78% for the same period in 2025.

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Mosaic Fertilizantes Net Sales and Gross Margin

The following table summarizes the Mosaic Fertilizantes segment’s net sales, gross margin, sales volume and selling price.

			Three months ended
			March 31,												2026-2025
(in millions, except price per tonne or unit)			2026						2025						Change						Percent
Net Sales			$	937.1					$	933.8					$	3.3					—		%
Cost of goods sold			902.5						806.8						95.7						12		%
Gross margin			$	34.6					$	127.0					$	(92.4)					(73)		%
Gross margin as a percent of net sales			4		%				14		%
Sales volume (in thousands of metric tonnes)
Fertilizer produced in Brazil sold to third parties(a)			282						331						(49)						(15)		%
Fertilizer produced in Brazil sold through distribution			300						358						(58)						(16)		%
Purchased nutrients for distribution			1,036						1,158						(122)						(11)		%
Total Mosaic Fertilizantes Segment Tonnes			1,618						1,847						(229)						(12)		%
Realized prices ($/tonne)
Average finished product selling price(b)			$	527					$	452					$	75					17		%
Brazil MAP price (delivered price to third party)			$	728					$	681					$	47					7		%
Purchases ('000 tonnes)
DAP/MAP from Mosaic			38						62						(24)						(39)		%
MicroEssentials® from Mosaic			310						120						190						158		%
Potash from Mosaic/Canpotex			542						355						187						53		%
Average cost per unit consumed in cost of goods sold:
Ammonia (metric tonne)			$	722					$	684					$	38					6		%
Sulfur (long ton)			$	466					$	219					$	247					113		%
Blended rock (metric tonne)			$	104					$	97					$	7					7		%
Production volume (in thousands of metric tonnes)			656						876						(220)						(25)		%

______________________________

(a) Excludes internally produced volumes used in purchased nutrients for distribution.

(b) Average finished product selling price is calculated as finished goods sales revenue divided by finished goods sales volumes.

Three months ended March 31, 2026 and March 31, 2025

The Mosaic Fertilizantes segment’s net sales of $937.1 million for the three months ended March 31, 2026, were comparable to the prior year period of $933.8 million. The $3.3 million increase in net sales from the prior year period was driven by approximately $125 million of higher finished product sales prices, partially offset by lower sales volumes, which impacted net sales by approximately $105 million. Additionally, lower sales volumes of other products, primarily gypsum, unfavorably impacted net sales by approximately $15 million compared to the prior year.

Our average finished product selling price was $527 per tonne for the three months ended March 31, 2026, compared to $452 per tonne for the same period a year ago, due to the factors discussed in the Overview.

The Mosaic Fertilizantes segment’s sales volumes of finished products decreased 12% for the three months ended March 31, 2026, compared to the same period a year ago, due to the factor discussed in the Overview.

Gross margin for the Mosaic Fertilizantes segment decreased to $34.6 million for the three months ended March 31, 2026, from $127.0 million in the same period of the previous year. This decrease was primarily driven by higher product costs of approximately $110 million in our distribution operations, and higher raw material costs, primarily sulfur, of approximately $40 million in our production operations. In addition, accelerated depreciation related to the idling of mining operations at

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Patrocinio unfavorably impacted gross margin by approximately $26 million in the current period. The decrease in sales volumes also reduced gross margin by approximately $30 million. These impacts were partially offset by higher average selling prices during the current year period, which contributed approximately $125 million to gross margin compared to the prior year period.

The average consumed price for ammonia for our Brazilian operations increased to $722 per tonne for the three months ended March 31, 2026, compared to $684 per tonne in the prior year period. The average consumed sulfur price for our Brazilian operations increased to $466 per long ton for the three months ended March 31, 2026, compared to $219 per long ton in the prior year period. The purchase prices of ammonia and sulfur are driven by global supply and demand, and also include transportation, transformation and storage costs.

The Mosaic Fertilizantes segment’s production of crop nutrient dry concentrates and animal feed ingredients decreased 25% for the three months ended March 31, 2026, compared to the prior year period, primarily due to idling our Araxa and Fospar facilities in the current year period. For the three months ended March 31, 2026 our phosphate operating rate decreased to 66%, compared to 78% in the same period of the prior year.

For the three months ended March 31, 2026 our Brazilian phosphate rock production decreased to 0.7 million tonnes compared to 1.0 million in the prior year period, due to idling our Patrocínio mine in Brazil.

Corporate, Eliminations and Other

In addition to our three operating segments, we assign certain costs to Corporate, Eliminations and Other, which is presented separately in Note 17 to our Notes to Condensed Consolidated Financial Statements. The Corporate, Eliminations and Other category includes intersegment eliminations, including profit on intersegment sales, unrealized mark-to-market gains and losses on derivatives and the investment in equity securities of Ma’aden, debt expenses, corporate functional costs, the results of the China and India distribution businesses and Mosaic Biosciences sales in China, India and North America.

For the three months ended March 31, 2026, gross margin for Corporate, Eliminations and Other was $6.3 million, compared to $25.5 million for the same period in the prior year. Sales in China and India, collectively, resulted in revenue of $177.0 million and gross margin of $21.4 million in the current year period, compared to revenue of $147.4 million and gross margin of $20.3 million in the prior year period. The China and India gross margin was favorably impacted by increased selling prices and higher sales volumes, which was partially offset by an increase in product costs. In addition, gross margin in the current year was favorably impacted by intersegment profit eliminations of approximately $5 million compared to an unfavorable impact of approximately $50 million in the prior year. Gross margin was unfavorably impact by approximately $2 million of net unrealized loss, primarily on foreign currency derivatives, compared to $60 million of net unrealized gain on derivatives in the prior year, and other costs of approximately $15 million in the current year period.

Other Income Statement Items

			Three months ended
			March 31,												2026-2025
(in millions)			2026						2025						Change						Percent
Selling, general and administrative expenses			$	135.9					$	122.6					$	13.3					11		%
Loss on assets to be sold			232.6						—						232.6						NM
Other operating expense			240.0						27.3						212.7						NM
Interest expense			(65.3)						(52.2)						(13.1)						25		%
Interest income			10.0						11.5						(1.5)						(13)		%
Interest expense, net			(55.3)						(40.7)						(14.6)						36		%
Foreign currency transaction gain			37.6						133.1						(95.5)						(72)		%
Other income (expense)			104.7						(118.1)						222.8						NM
(Benefit) provision for income taxes			(31.0)						63.3						(94.3)						NM

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Selling, General and Administrative Expenses

Selling, general and administrative expenses for the three months ended March 31, 2026 increased by $13.3 million compared to the same period of prior year. The current year quarter includes approximately $6 million for a bad debt reserve in our Mosaic Fertilizantes segment and higher incentive compensation of approximately $3 million.

Loss On Assets To Be Sold

During March 2026, we committed to a plan to dispose of the Araxá mining and chemical complex in Brazil and classified the disposal group as held for sale. This resulted in an impairment loss of approximately $232.6 million in the current year period. See further discussion in Note 18 of our Notes to Consolidated Financial Statements.

Other Operating Expense

For the three months ended March 31, 2026, other operating expenses were $240.0 million, up from $27.3 million reported for the same period of the prior year. In connection with the decision to divest of the Araxá mining and chemical complex and idle the related mining activities at the Patrocínio complex in Brazil, we recorded charges totaling approximately $159 million during the three months ended March 31, 2026. These expenses consisted of approximately $72 million for contract terminations, $56 million for impairment of property, plant and equipment, $21 million for write‑off of inventory and other costs, and $10 million for severance and other employee costs. We also incurred approximately $24 million of idle costs related to these sites. In addition, the period was unfavorably impacted by approximately $25 million related to environmental reserves. Partially offsetting these expenses was a gain on the sale of land of approximately $31 million recorded in the current year period.

Interest Expense, Net

For the three months ended March 31, 2026, net interest expense increased to $55.3 million compared to $40.7 million for the same period in the prior year. The increase was primarily due to higher debt levels in the current year period.

Foreign Currency Transaction Gain

For the three months ended March 31, 2026, fluctuations in foreign currency rates led to a transaction gain of $37.6 million compared to a gain of $133.1 million for the same period of the prior year.

Other Income (Expense)

For the three months ended March 31, 2026, we reported other income of $104.7 million compared to expense of $118.1 million for the same period in the prior year. The significant increase in other income for the current year was primarily driven by unrealized mark-to-market gains on our investment in Ma’aden shares of approximately $112 million, compared to an unrealized loss on investment in Ma’aden shares of approximately $120 million in the prior year period.

Provision for Income Taxes

Three months ended						Effective Tax Rate						Provision for Income Taxes
March 31, 2026						10.8		%				$	(31.0)
March 31, 2025						20.2		%				$	63.3

Income tax expense was a benefit of $31.0 million, and the effective tax rate was 10.8%, for the three months ended March 31, 2026.

For the three months ended March 31, 2026, discrete tax items recorded in tax expense was a benefit of approximately $27.2 million. The benefit primarily related to the tax effects of notable items recorded as discrete, partially offset by discrete changes to valuation allowances in Brazil and share-based excess costs that resulted in additional tax expense. In addition to items specific to the period, our income tax rate is impacted by the mix of earnings across the jurisdictions in which we operate, by a benefit associated with depletion, by a benefit associated with foreign-derived deduction eligible income, and by the impact of

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certain entities being taxed in both their foreign jurisdiction and the U.S., including foreign tax credits for various taxes incurred.

On July 4, 2025, the U.S. enacted budget reconciliation package H.R. 1 otherwise known as the One Big Beautiful Bill Act (“OBBBA”). The OBBBA includes a broad range of tax law changes, including the permanent extension of certain expired or expiring provisions of the Tax Cuts and Jobs Act and changes to certain other U.S. tax provisions. The legislation has multiple effective dates, with provisions effective beginning in 2025 and 2026. The Company reflects the impact of the enacted provisions as they become effective. There was no material change to our effective tax rates for the quarter ended March 31, 2026 compared to the prior year quarter due to the provisions becoming effective.

Critical Accounting Estimates

The Condensed Consolidated Financial Statements are prepared in conformity with GAAP. In preparing the Condensed Consolidated Financial Statements, we are required to make various judgments, estimates and assumptions that could have a significant impact on the results reported in the Condensed Consolidated Financial Statements. We base these estimates on historical experience and other assumptions believed to be reasonable by management under the circumstances. Changes in these estimates could have a material effect on our Condensed Consolidated Financial Statements.

The basis for our financial statement presentation, including our significant accounting estimates, is summarized in Note 2 to the Condensed Consolidated Financial Statements in this report. A summary description of our significant accounting policies is included in Note 2 to the Consolidated Financial Statements in our 10-K Report. Further detailed information regarding our critical accounting estimates is included in Management’s Discussion and Analysis of Results of Operations and Financial Condition in our 10-K Report.

Liquidity and Capital Resources

As of March 31, 2026, we had cash and cash equivalents of $281.8 million, short-term debt of $1.2 billion, long-term debt, including current maturities, of approximately $4.3 billion, and stockholders’ equity of approximately $12.0 billion. We have a target liquidity buffer of up to $3.0 billion, including cash and available committed and uncommitted credit lines. We expect our liquidity to fluctuate from time to time, especially in the first quarter of each year, to manage through the seasonality of our business. We also target debt leverage ratios that are consistent with investment grade credit metrics. Our capital allocation priorities include maintaining our target investment grade metrics and financial strength, sustaining our assets, including ensuring the safety of our employees and reliability of our assets, investing to grow our business, either through organic growth or taking advantage of strategic opportunities, and returning excess cash to shareholders, including by paying dividends. During the three months ended March 31, 2026, we paid cash dividends of $70.8 million and invested $0.4 billion in capital expenditures.

Funds generated by operating activities, available cash and cash equivalents, and our credit facilities continue to be our most significant sources of liquidity. We believe funds generated from the expected results of operations and available cash, cash equivalents and borrowings under our committed and uncommitted credit facilities, as needed, will be sufficient to finance our operations, including our capital expenditures, existing strategic initiatives, debt repayments and expected dividend payments, for the next 12 months and beyond. There can be no assurance, however, that we will continue to generate cash flows at or above current levels. As of March 31, 2026, we had approximately $0.6 billion available under our uncommitted facilities and $1.7 billion available under our $2.5 billion commercial paper program that is backed by the revolving credit facility. We consider amounts borrowed under our commercial paper program as a reduction of availability under our revolving credit facility. Our credit facilities, including the revolving credit facility, require us to maintain certain financial ratios, as discussed in Note 11 of our Notes to Consolidated Financial Statements in our 10-K Report. We were in compliance with these ratios as of March 31, 2026.

All of our cash equivalents are diversified in highly rated investment vehicles. Our cash and cash equivalents are held either in the U.S. or held by non-U.S. subsidiaries and are not subject to significant foreign currency exposures, as the majority are held in investments denominated in U.S. dollars as of March 31, 2026. These funds may create foreign currency transaction gains or losses, however, depending on the functional currency of the entity holding the cash. In addition, there are no significant restrictions that would preclude us from bringing these funds back to the U.S., aside from withholding taxes.

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The following table represents a comparison of the net cash provided by operating activities, net cash used in investing activities and net cash provided by financing activities for the three months ended March 31, 2026 and March 31, 2025:

(in millions)			Three months ended
March 31,												2026-2025
Cash Flow			2026						2025						Change						Percent
Net cash provided by operating activities			$	104.2					$	42.9					$	61.3					143		%
Net cash used in investing activities			(369.0)						(340.8)						(28.2)						8		%
Net cash provided by financing activities			263.0						272.0						(9.0)						(3)		%

Operating Activities

During the three months ended March 31, 2026, net cash provided by operating activities was $104.2 million, compared to net cash provided by operating activities of $42.9 million for the same period in the prior year. Our results of operations, after non-cash adjustments, contributed $175.6 million to cash flows from operating activities during the three months ended March 31, 2026, compared to $434.4 million as computed on the same basis as the prior year period. During the three months ended March 31, 2026, we had an unfavorable change in assets and liabilities of $71.4 million, compared to an unfavorable change of $391.5 million during the three months ended March 31, 2025.

The change in assets and liabilities for the three months ended March 31, 2026 was primarily driven by a decrease in accounts payable and accrued liabilities of $66.4 million and a change in asset retirement obligations (“AROs”) of $49.9 million, partially offset by a favorable impact from a decrease in accounts receivable of $58.4 million. The decrease in accounts payable and accrued liabilities was primarily due to the timing of employee incentive payments and a decrease in customer prepayments in Brazil. The change in AROs was primarily due to payments for our ongoing obligations. Accounts receivable decreased primarily due to lower sales volumes at the end of the first quarter of 2026 compared to the fourth quarter of 2025.

Investing Activities

Net cash used in investing activities was $369.0 million for the three months ended March 31, 2026, compared to $340.8 million for the same period a year ago. We had capital expenditures of $356.8 million for the three months ended March 31, 2026, compared to $340.8 million in the prior year period. For the three months ended March 31, 2026, we received proceeds from the sale of assets of $31.4 million compared to $5.8 million in the prior year period.

Financing Activities

Net cash provided by financing activities for the three months ended March 31, 2026 was $263.0 million, compared to $272.0 million for the same period in the prior year. During the three months ended March 31, 2026, we received net proceeds of $101.1 million under our inventory financing arrangement and $342.0 million under other short-term debt arrangements. During the current year period, we paid dividends of $70.8 million, made net payments on our structured accounts payable arrangements of $84.4 million and payments on long-term debt, net of borrowings, of $16.7 million.

Debt Instruments, Guarantees and Related Covenants

See Notes 11 and 17 to the Consolidated Financial Statements in our 10-K Report.

Financial Assurance Requirements

In addition to various operational and environmental regulations related to our Phosphate segment, we are subject to financial assurance requirements. In various jurisdictions in which we operate, particularly Florida and Louisiana, we are required to pass a financial strength test or provide credit support, typically in the form of surety bonds, letters of credit, certificates of deposit or trust funds. Further information regarding financial assurance requirements is included in Management’s Discussion and Analysis of Results of Operations and Financial Condition in our 10-K Report, under “EPA RCRA Initiative,” and in Note 8 to our Condensed Consolidated Financial Statements in this report.

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Off-Balance Sheet Arrangements and Obligations

Information regarding off-balance sheet arrangements and obligations is included in Management’s Discussion and Analysis of Results of Operations and Financial Condition in our 10-K Report and Note 16 to our Condensed Consolidated Financial Statements in this report.

Contingencies

Information regarding contingencies is hereby incorporated by reference to Note 16 to our Condensed Consolidated Financial Statements in this report.

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Forward-Looking Statements

Cautionary Statement Regarding Forward Looking Information

All statements, other than statements of historical fact, appearing in this report constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, among other things, statements about our expectations, beliefs, intentions or strategies for the future, including statements about proposed or pending future transactions or strategic plans, statements concerning our future operations, financial condition and prospects, statements regarding our expectations for capital expenditures, and other information, and any statements of assumptions regarding any of the foregoing. In particular, forward-looking statements may include words such as “anticipate”, “believe”, “could”, “estimate”, “expect”, “intend”, “may”, “potential”, “predict”, “project” or “should”. These statements involve certain risks and uncertainties that may cause actual results to differ materially from expectations as of the date of this filing.

Factors that could cause reported results to differ materially from those expressed or implied by the forward-looking statements include, but are not limited to, the following:

• business and economic conditions and governmental policies affecting the agricultural industry where we or our customers operate, including price and demand volatility resulting from periodic imbalances of supply and demand;

• because of political and economic instability, civil unrest or changes in government policies in Brazil, Peru or other countries in which we do business, our operations could be disrupted as higher costs of doing business could result, including those associated with implementation of new freight tables and new mining legislation;

• potential changes in trade policies, including the impact of U.S. tariffs and retaliatory tariffs on prices of raw materials and commodities and other economic conditions;

• changes in farmers’ application rates for crop nutrients;

• changes in the operation of world phosphate or potash markets, including consolidation in the crop nutrient industry, particularly if we do not participate in the consolidation;

• the expansion or contraction of production capacity or selling efforts by competitors or new entrants in the industries in which we operate, including the effects of actions by the other member of Canpotex to prove the production capacity of potash expansion projects, through proving runs or otherwise;

• the effect of future product innovations or development of new technologies on demand for our products;

• seasonality in our business that results in the need to carry significant amounts of inventory and seasonal peaks in working capital requirements, which may result in excess inventory or product shortages;

• changes in the costs, or constraints on supplies, of raw materials or energy used in manufacturing our products, or in the costs or availability of transportation for our products;

• economic and market conditions, including supply chain challenges and increased costs and delays caused by transportation and labor shortages;

• declines in our selling prices or significant increases in costs that can require us to write down our inventories to the lower of cost or market, or require us to impair goodwill or other long-lived assets, or establish a valuation allowance against deferred tax assets;

• the lag in realizing the benefit of falling market prices for the raw materials we use to produce our products that can occur while we consume raw materials that we purchased or committed to purchase in the past at higher prices;

• disruptions of our operations at any of our key production, distribution, transportation or terminaling facilities, including those of Canpotex or any joint venture in which we participate;

• shortages or other unavailability of trucks, railcars, tugs, barges and ships for carrying our products and raw materials;

• the effects of and change in trade, monetary, environmental, tax and fiscal policies, laws and regulations, other than tariffs;

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• a material adverse change in our Ma’aden investment with respect to the financial position, performance, operations or prospects of Ma’aden;

• foreign exchange rates and fluctuations in those rates;

• tax regulations, currency exchange controls and other restrictions that may affect our ability to optimize the use of our liquidity;

• adverse weather and climate conditions affecting our operations, including the impact of potential hurricanes, excessive heat, cold, snow, rainfall or drought;

• difficulties or delays in receiving, challenges to, increased costs of obtaining or satisfying conditions of, or revocation or withdrawal of required governmental and regulatory approvals, including permitting activities;

• changes in the environmental and other governmental regulations that apply to our operations, including federal legislation or regulatory action expanding the types and extent of water resources regulated under federal law and the possibility of further federal or state legislation or regulatory action affecting or related to greenhouse gas emissions, including carbon taxes or other measures that may be implemented in Canada or other jurisdictions in which we operate, or of restrictions or liabilities related to elevated levels of naturally-occurring radiation that arise from disturbing the ground in the course of mining activities or possible efforts to reduce the flow of nutrients into the Gulf of America, the Mississippi River basin or elsewhere;

• the potential costs and effects of implementation of federal or state water quality standards for the discharge of nitrogen and/or phosphorus into Florida waterways;

• the financial resources of our competitors, including state-owned and government-subsidized entities in other countries;

• the possibility of defaults by our customers on trade credit that we extend to them or on indebtedness that they incur to purchase our products and that we guarantee;

• any significant reduction in customers’ liquidity or access to credit that they need to purchase our products;

• the effectiveness of the processes we put in place to manage our significant strategic priorities and to successfully integrate and grow acquired businesses;

• actual costs of various items differing from management’s current estimates, including, among others, asset retirement, environmental remediation, reclamation or other environmental obligations;

• the costs and effects of legal and administrative proceedings and regulatory matters affecting us, including environmental, tax or administrative proceedings, complaints that our operations are adversely impacting nearby farms, businesses, other property uses or properties, settlements thereof and actions taken by courts with respect to approvals of settlements, costs related to defending and resolving global audit, appeal or court activity and other further developments in legal proceedings and regulatory matters;

• the success of our efforts to attract and retain highly qualified and motivated employees;

• strikes, labor stoppages or slowdowns by our work force or increased costs resulting from unsuccessful labor contract negotiations, and the potential costs and effects of compliance with new regulations affecting our workforce, which increasingly focus on wages and hours, healthcare, retirement and other employee benefits;

• brine inflows at our potash mines;

• accidents or other incidents involving our properties or operations, including potential fires, explosions, seismic events, sinkholes, unsuccessful tailings management, ineffective mine safety procedures or releases of hazardous or volatile chemicals;

• terrorism, armed conflict, disruptions associated with geopolitical conflict, or other malicious intentional acts, including cybersecurity risks such as attempts to gain unauthorized access to, or disable, our information technology systems, or our costs of addressing malicious intentional acts;

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• actions by the holders of controlling equity interests in businesses in which we hold a noncontrolling interest;

• changes in our relationships with the other member of Canpotex or any joint venture in which we participate or its or our exit from participation in Canpotex or any such export association or joint venture, and other changes in our commercial arrangements with unrelated third parties; and

*•*other risk factors reported from time to time in our SEC reports.

Material uncertainties and other factors known to us are discussed in Item 1A, “Risk Factors,” of our 10-K Report, and of this report, and incorporated by reference herein as if fully stated herein.

We base our forward-looking statements on information currently available to us, and we undertake no obligation to update or revise any of these statements, whether as a result of changes in underlying factors, new information, future events or other developments.

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