Quanta Services (PWR) 10-K risk factor changes: FY2025 vs FY2024

- Our business and operating results are subject to physical risks associated with [removed: climate change.][added: changes in climate.]

- [removed: Increasing scrutiny] [added: Scrutiny] and expectations with respect to corporate sustainability practices may impose additional costs on us or expose us to reputational or other risks.

Certain industries in which we operate can be cyclical and our business is subject to seasonality and other factors that can result in significantly different operating results from quarter to quarter, and therefore our results in any particular quarter may [removed: not be indicative of future results.]

Many of our projects involve [removed: challenging] [added: complex] design, engineering, financing, permitting, right of way acquisition, procurement and construction phases that occur over extended time periods, sometimes several years, and we have encountered and may in the future encounter project delays, additional costs or project performance issues as a result of, among other things:

- protests and other public activism, legal challenges or other political activity or opposition to [removed: a project;][added: our operations or projects or those of our joint ventures;]

We also generate a significant portion of our revenues under fixed price contracts, including contracts for large projects and/or projects where we provide EPC services (e.g., large electric transmission and substation [removed: projects and renewable] [added: projects, power] generation [added: projects, data center facility] projects).

We have strategically expanded these service offerings in recent years, including with respect to [removed: renewable energy] [added: power generation] projects, and the size and scope of these projects continues to increase.

As a result, additional costs or penalties, a reduction in our productivity or efficiency or a project termination in any given period can have a [added: material adverse effect on our business, financial condition, results of operations and cash flows and can also adversely affect our ability to secure new contracts.]

[removed: *Financial Statements and Supplementary Data* in Part II of this Annual Report, two] [added: From time to time,] Quanta operating companies have received tenders of [removed: defense and] [added: defense,] demands for preservation of documents and indemnity [removed: in connection with a] [added: and subpoenas during the course of investigations and reviews of] wildfire [removed: event,] [added: events, which can often extend over a prolonged period of time,] and additional claims or legal proceedings involving Quanta and its operating companies related to wildfire events may be brought in the future.

[removed: Additionally, we] [added: We also] manufacture certain products, including power transformers and mobile energy storage systems, and a failure of one of our products could also lead to similar operational hazards (e.g., explosions or mechanical failures).

These claims and liabilities can arise through indemnification obligations to customers, our [added: negligence,] negligence [added: by our subcontractors] or otherwise, and such claims and liabilities can arise even if our operations are not the cause of the harm.

In addition, if any of these events or losses related thereto are alleged or found to be the result of our or our customer’s activities or services, we could be subject to government enforcement actions, [removed: regulatory] [added: civil or criminal] penalties, civil litigation and governmental actions, including investigations, citations, fines and suspension of operations.

In connection with such renewals, we evaluate the level of insurance coverage and adjust insurance levels [removed: based on risk tolerance, risk volatility, and premium expense.]

Our business and operating results are subject to physical risks associated with [removed: climate change.][added: changes in climate.]

Changes in climate have caused, and are expected to continue to cause, among other things, [removed: increasing mean annual temperatures, rising sea levels and] changes to meteorological and hydrological patterns, as well as impacts to the frequency and intensity of wildfires, hurricanes, floods, droughts, [added: extreme heat,] other storms and severe weather-related events and natural disasters.

These changes have and [removed: could continue to significantly] [added: may in the future] impact our future operating results and may have a long-term impact on our business, results of operation, financial condition and cash flows.

While we seek to mitigate [removed: our risks associated with climate change,] [added: these risks,] we recognize that [removed: there] [added: certain risks] are inherent [removed: climate-related risks regardless of] [added: given] how and where we conduct our operations.

Physical risks associated with [added: changes in] climate [removed: change] have also increased hazards associated with certain of our operations, which in turn has increased the potential for liability and increased the costs associated with such operations.

The pool of skilled workers in certain of our industries has also been reduced, and may be further reduced, due primarily to an aging utility workforce and longer-term labor availability issues, including with respect to experienced program managers and qualified journeyman linemen available for our Electric [removed: Power] segment and experienced supervisors and foremen for our Underground and Infrastructure segment.

Additionally, we may not be able to attract and retain the necessary skilled personnel for our expanding product and [removed: service offerings.]

Additionally, the [removed: recent] inflationary pressure in the United States and our other markets has increased our labor costs.

For example, our ten largest customers accounted for [removed: 31%] [added: 30%] of our consolidated revenues for the year ended December 31, [removed: 2024.][added: 2025.]

For example, as of December 31, [removed: 2024,] [added: 2025,] the amount recognized related to unapproved change orders and claims was [removed: $733.6] [added: $983.6] million, which is discussed further in [added: Note 4 of the Notes to Consolidated Financial Statements in Item 8.]

Furthermore, given [removed: our recent growth,] [added: the growth that] we have [added: experienced, we have] become a more attractive target for lawsuits by various third parties.

As of December 31, [removed: 2024,] [added: 2025,] the total amount of our outstanding performance bonds was estimated to be approximately [removed: $9.5] [added: $14.9] billion.

[added: Certain of our] customers assign work to us on a project-by-project basis under MSAs.

The length of these warranty periods varies and can extend for several years, and certain projects can have longer warranty [removed: periods and include facility performance warranties that are broader than the warranties we generally provide.]

Furthermore, our business involves professional judgments regarding the planning, design, development, construction, operations and management of electric power, [removed: renewable] [added: power] generation, communications, underground [removed: utility and] [added: utility,] pipeline [added: and other] infrastructure.

Furthermore, the [removed: energy] infrastructure systems [added: and facilities] on which we work are strategic targets that are at greater risk of cyber-attacks or acts of terrorism than other targets.

Our operations are decentralized with operating companies maintaining some of their own information systems, data and service [removed: providers.][added: providers, including some of their own security controls and processes.]

[removed: While our cybersecurity] risk management program and processes, including policies, controls and procedures, [removed: are] designed to [removed: cover] [added: apply to] our operating [removed: companies, there can be no assurance that these] [added: companies] will be fully implemented, complied with or effective in protecting all information systems and operations.

[removed: While we have] [added: Our] security measures and technology [removed: in place] to protect our and our clients’ confidential or proprietary company [removed: information,] [added: information may not be successful, and] there can be no assurance that our efforts will prevent all threats to our systems and information.

An attack could also cause material service disruptions to our internal systems [removed: or,] [added: or to our operating companies’ systems, or] in extreme circumstances, infiltration into, damage to or loss of control of our customers’ energy infrastructure systems.

Any such breach or disruption could subject us to material liabilities, cause damage to our reputation or customer relationships, or result in regulatory investigations or other actions by governmental [removed: authorities,] [added: authorities as well as litigation,] which could have a material adverse impact on our business, financial condition, results of operations and cash flows.

Furthermore, we may incur [removed: additional] [added: substantial] costs related to the investigation and reporting of any such breach or disruption.

[removed: In addition, any obligations] [added: Obligations] that may be imposed on us under the CMMC may be different from or in addition to those otherwise required by applicable laws and regulations, which may cause additional expense for compliance.

*•*failure to successfully perform, or negative publicity related to, a high-profile project, including, among others, our joint venture in LUMA and large-scale infrastructure projects [removed: designed to support the energy transition] (i.e., [removed: large] electric transmission [removed: and] [added: projects,] renewable [added: and other] generation [removed: projects)] [added: projects] and [removed: technological advancements (e.g.,] data center [added: and manufacturing] facilities);

- actual or potential involvement in a catastrophic fire, explosion, [added: aviation incident,] mechanical failure of infrastructure or similar event; or

[removed: In] addition, negative publicity relating to certain projects may result in increased regulatory scrutiny, adverse rulings or regulatory actions.

[removed: *Management*’*s] [added: *Management’s] Discussion and Analysis of Financial Condition* in Part II of this Annual Report for further information about our critical accounting estimates.

not be indicative of future results.

based on risk tolerance, risk volatility, and premium expense.

For more information see *Risk Management and Insurance* in Item 1.

*Business* in Part I of this Annual Report

service offerings.

periods and include facility performance warranties that are broader than the warranties we generally provide.

There can be no assurance that our cybersecurity

The DoD has also finalized the Cybersecurity Maturity Model Certification (CMMC) process and commenced in late 2025 the process of incorporating CMMC assessments in applicable procurements.

In

Quanta may also be exposed to reputational harm based on poor or incomplete

could have an adverse effect on demand for our services or our business, financial condition, results of operations and cash flows.

the reduction or elimination of spending on the services we provide.

The competitive environment we operate in can also

With respect to certain services within our Electric segment, current and potential legislative or regulatory initiatives may not be implemented or extended or result in incremental increased demand for our services, including legislation or regulation

material adverse effect on our business, financial condition, results of operations and cash flows and can also adversely affect our ability to secure new contracts.

As described further in *Legal Proceedings - Silverado Wildfire Matter* within Note 16 of the Notes to Consolidated Financial Statements in Item 8.

Note 4 of the Notes to Consolidated Financial Statements in Item 8.

Certain of our

The DoD is also in the process of implementing obligations relating to the Cyber Security Material Model Certificate (CMMC) into its contracts.

The DoD expects that new contracts will be required to comply with the CMMC by 2026.

time and become more severe than previously anticipated.

Additionally, the FTC has adopted new rules to, among other things, prohibit and make unenforceable any post-employment non-compete arrangement that restricts an employee or individual independent contractor, unless such arrangement was entered into in connection with an acquisition and meets certain conditions.

candidates to work remotely, could jeopardize our ability to successfully manage our decentralized operations or our ability to grow and expand our business.

Additionally, if the FTC rules regarding non-compete covenants discussed above are upheld and ultimately implemented, Quanta could be required to individually rescind any post-termination non-compete clauses in its employment and other service agreements with key management, other employees and individual independent contractors, which would increase the risk that key individuals, upon departure from Quanta, would compete with us despite any severance or other consideration paid or owed to any such individual.

primarily in the United States, Canada and Australia.

diversity-ownership requirements or otherwise, also limit our ability to self-perform our services, thereby potentially increasing performance risk associated with our services.

We may continue to be impacted by sourcing restrictions, including, but not limited to, taxes.

Additionally, to the extent we are required to transition our fleet to alternative sources of power, including EVs, and the availability of such vehicles is limited or fluctuates, we may be unable to efficiently plan for such transition, which could result in, among other things, the retirement of certain vehicles prior to the end of their useful life.

changes in demand for certain services, enhanced compliance or disclosure obligations, or other adverse impacts to our business, financial condition, or results of operations.

For example, if a portion of our operations are perceived to result in high greenhouse gas emissions, our reputation could suffer.

In addition, organizations that provide ratings information to investors on sustainability matters may assign unfavorable ratings to Quanta or our industries, which may lead to negative investor sentiment and the diversion of investment to other companies or industries, which could have a negative impact on our stock price and our costs of capital.

In addition, we expect there will likely be increasing levels of regulation, disclosure-related and otherwise, with respect to sustainability matters.

For example, certain jurisdictions in which we operate have adopted new requirements that would require companies to provide expanded emissions-related disclosures on an annual basis.

While certain of these rules are subject to ongoing legal challenges, if implemented these new and proposed regulatory requirements may require us to incur significant additional costs to comply, including the implementation of significant additional internal controls processes and procedures regarding matters that have not been subject to such controls in the past, and impose increased oversight obligations on our management and Board.

For example, future restrictions imposed on oil and gas production activities, including as a result of concerns about the impact of climate change, could have a material adverse effect on the oil and gas industry as a whole.

Certain of our operations within our Underground and Infrastructure segment could also experience reputational risks, such as how our values and practices regarding a low carbon transition are viewed by external and internal stakeholders, which could have a material adverse impact on our business, results of operations, financial condition and cash flows.

evolving industry standards.

Additionally, new regulations addressing greenhouse gas emissions from mobile sources could also significantly increase costs for our large fleet of vehicles, render portions of our fleet of vehicles obsolete or reduce the availability of vehicles we need to perform our services.

operations and cash flows.

are or may be responsible for maintaining, monitoring and/or remediating.

compliance with applicable laws, regulations and standards.

Furthermore, to the extent we are subject to penalties or delays that prevent the future transfer of our foreign employees to the United States, we may incur additional costs to hire and train new employees.

If our surety providers or lenders were to limit or eliminate our access to bonding, letters of credit or guarantees, our alternatives would

The discussion summarizing the significant factors which affected the results of operations and financial condition for the year ended December 31, [removed: 2023,] [added: 2024,] including the changes in results of operations between the years ended December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] can be found in Part II, Item 7.

*Management’s Discussion and Analysis of Financial Condition and Results of Operations* of our Annual Report on Form 10-K for the year ended December 31, [removed: 2023,] [added: 2024,] which was filed with the SEC on February [removed: 22, 2024.][added: 20, 2025.]

Our [removed: 2024] [added: 2025] results reflect increased demand for our services, as consolidated revenues and operating income increased as compared to [removed: 2023, primarily due to] [added: 2024, with] increased revenues and operating income [removed: for] [added: in both] our [removed: Renewable Energy Infrastructure Solutions (Renewable Energy) and] Electric [removed: Power] [added: and Underground and] Infrastructure [removed: Solutions (Electric Power)] segments.

With respect to our Electric [removed: Power] segment, utilities are continuing to invest significant capital in their electric power delivery systems through multi-year grid modernization and reliability programs, as well as system upgrades and hardening programs in response to recurring severe weather events.

Our acquisition of Cupertino Electric, Inc. (CEI) during 2024 also resulted in increased [removed: services] [added: demand] for our critical path electrical design and installation solutions from the technology and data center [removed: industry.][added: industry, as well as our utility scale solar and battery storage solutions.]

[removed: With respect to our Renewable Energy segment, the] [added: The] cost-effectiveness of solar, wind energy and battery storage, combined with a meaningful increase in current and forecasted electricity [removed: demand,] [added: demand] is continuing to drive demand for renewable generation and related infrastructure (e.g., high-voltage electric [removed: transmission,] [added: transmission and] substation infrastructure and battery storage), as well as interconnection services necessary to connect and transmit renewable-generated electricity to existing electric power delivery systems.

Despite these positive longer-term trends, in [removed: prior periods] [added: the past,] supply chain challenges, policy and regulatory uncertainty and other factors have resulted in project [removed: delays.][added: delays and increased project costs and could negatively impact future periods.]

[removed: We] [added: With respect to our Underground and Infrastructure segment, we] continue to believe the market for our industrial solutions and gas utility and pipeline integrity services remains solid given the recurring critical-path maintenance requirements and regulated spend dedicated to modernizing systems, reducing methane emissions, ensuring environmental compliance and improving safety and reliability.

However, revenues associated with large pipeline projects [removed: decreased] [added: have fluctuated] in [removed: 2024 as compared to 2023 and 2022,] [added: recent years,] and we anticipate that revenues associated with these projects will continue to fluctuate.

Additionally, as of December 31, [removed: 2024,] [added: 2025,] available commitments under our senior credit facility, combined with our cash and cash equivalents, totaled [removed: $3.35] [added: $2.86] billion.

[removed: These] [added: Our] debt financing arrangements are more fully described in Note 10 of the Notes to Consolidated Financial Statements in Item 8.

Our remaining performance obligations and backlog were [removed: $16.76] [added: $23.76] billion and [removed: $34.54] [added: $43.98] billion as of December 31, [removed: 2024,] [added: 2025,] representing increases of [removed: 20.6%,] [added: 41.8%,] and [removed: 14.7%] [added: 27.3%] relative to December 31, [removed: 2023.][added: 2024.]

Third [removed: quarter] and fourth quarter revenues are typically the highest of the year, as a greater number of projects are underway and operating conditions, including weather, are normally more accommodating.

[removed: We perform the majority] [added: Some] of our services [added: are provided] under [removed: existing] contracts, including MSAs and similar [removed: agreements] [added: agreements,] pursuant to which our customers are not committed to specific volumes of our services.

Our larger or more complex projects typically include, among others, transmission projects with higher voltage capacities; pipeline projects with larger-diameter throughput capacities; large-scale [removed: renewable] [added: power] generation projects; complex data center projects; and projects with increased engineering, design or construction complexities, more difficult terrain or geographical requirements, or longer distance [removed: requirements.]

A greater percentage of smaller scale or less complex work also could negatively impact margins due to the inefficiency of transitioning between a [added: greater number of smaller projects versus continuous production on fewer larger projects.]

| Equity in earnings of integral unconsolidated affiliates | | | | | | [removed: 50,484] [added: 55,635] | | | | | | 0.2 | | | | | | [removed: 41,609] [added: 50,484] | | | | | | 0.2 | | | | | | [removed: 8,875] [added: 5,151] | | | | | | [removed: 21.3] [added: 10.2] | | % |

| Selling, general and administrative expenses | | | | | | [removed: (1,824,754)] [added: (2,189,209)] | | | | | | (7.7) | | | | | | [removed: (1,555,137)] [added: (1,824,754)] | | | | | | [removed: (7.4)] [added: (7.7)] | | | | | | [removed: (269,617)] [added: (364,455)] | | | | | | [removed: 17.3] [added: 20.0] | | % |

| [removed: Change] [added: Increase] in fair value of contingent consideration liabilities | | | | | | [removed: (7,064) | | | | | | — | | | | | | (6,568) | | | | | | — | | | | | | (496)] [added: 31,203] | | | | | | [removed: 7.6] [added: 7,064] | | [removed: %] |

| Interest and other financing expenses | | | | | | [removed: (202,687)] [added: (261,445)] | | | | | | [removed: (0.9)] [added: (1.0)] | | | | | | [removed: (186,913)] [added: (202,687)] | | | | | | [removed: (1.0)] [added: (0.9)] | | | | | | [removed: (15,774)] [added: (58,758)] | | | | | | [removed: 8.4] [added: 29.0] | | % |

| Interest income | | | | | | [removed: 32,404] [added: 15,702] | | | | | | 0.1 | | | | | | [removed: 10,830] [added: 32,404] | | | | | | 0.1 | | | | | | [removed: 21,574] [added: (16,702)] | | | | | | [removed: 199.2] [added: (51.5)] | | % |

| Other income, net | | | | | | [removed: 35,845] [added: 23,739] | | | | | | [removed: 0.2] [added: 0.1] | | | | | | [removed: 18,063] [added: 35,845] | | | | | | [removed: 0.1] [added: 0.2] | | | | | | [removed: 17,782] [added: (12,106)] | | | | | | [removed: 98.4] [added: (33.8)] | | % |

| Provision for income taxes | | | | | | [removed: 284,747] [added: 347,588] | | | | | | 1.2 | | | | | | [removed: 219,267] [added: 284,747] | | | | | | [removed: 1.0] [added: 1.2] | | | | | | [removed: 65,480] [added: 62,841] | | | | | | [removed: 29.9] [added: 22.1] | | % |

| Less: Net income attributable to non-controlling interests | | | | | | [removed: 22,459] [added: 13,539] | | | | | | 0.1 | | | | | | [removed: 6,000] [added: 22,459] | | | | | | [removed: —] [added: 0.1] | | | | | | [removed: 16,459] [added: (8,920)] | | | | | | [removed: 274.3] [added: (39.7)] | | % |

| Net income attributable to common stock | | | | | | $ | [removed: 904,824] [added: 1,028,378] | | | | | [removed: 3.8] [added: 3.6] | | % | | | | $ | [removed: 744,689] [added: 904,824] | | | | | [removed: 3.6] [added: 3.8] | | % | | | | $ | [removed: 160,135] [added: 123,554] | | | | | [removed: 21.5] [added: 13.7] | | % |

*Revenues.* Revenues increased due to a [removed: $1.68] [added: $3.99] billion increase in revenues from our [removed: Renewable Energy] [added: Electric] segment and [removed: a $1.47 billion increase in revenues from our Electric Power segment, partially offset by a $354.6] [added: an $817.8] million [removed: decrease] [added: increase] in revenues from our Underground and Infrastructure segment.

*Amortization of intangible assets.* The increase was related to incremental amortization expense associated with [removed: recent] acquisitions, [removed: including] [added: primarily the acquisitions of Dynamic Systems and] CEI.

*Operating income.* Operating income was positively impacted by a [removed: $278.2] [added: $401.6] million increase in operating income for our Electric [removed: Power] segment and a [removed: $189.9] [added: $133.2] million increase in operating income for our [removed: Renewable Energy] [added: Underground and Infrastructure] segment, partially offset by a [removed: $112.9 million decrease in operating income for our Underground and Infrastructure segment and a $136.7] [added: $269.8] million increase in corporate and non-allocated costs, which includes amortization expense.

*Interest and other financing expenses.* [removed: Approximately half] [added: The majority] of the increase resulted from higher [added: levels of] principal [added: on fixed rate debt] balances [removed: and lease financing transactions] as compared to the year ended December 31, [removed: 2023.][added: 2024.]

[removed: *Interest income*.][added: | Interest income | | | | | | (15,702) | | | | | | (32,404) | | |]

The effective income tax rates for the years ended December 31, [removed: 2024] [added: 2025] and [removed: 2023] [added: 2024] were [removed: 23.5%] [added: 25.0%] and [removed: 22.6%, respectively.][added: 23.5%.]

The components of our provision for income taxes [removed: including changes in our valuation allowance] are quantified [removed: and described] in more detail in Note 12 of the Notes to Consolidated Financial Statements in Item 8.

[removed: Comprehensive] [added: Additionally, comprehensive] income [removed: increased by $42.6 million in] [added: for the year ended December 31,] 2024 [removed: as compared to 2023, primarily due to a $176.6 million increase in net income and] [added: included] $18.5 million of foreign currency translation losses recognized to net income in connection with our substantial liquidation from Latin American operations.

Foreign currency translation adjustment [removed: loss] [added: gain] in the year ended December 31, [removed: 2024] [added: 2025] primarily resulted from the [removed: strengthening] [added: weakening] of the U.S. dollar against both the Canadian and Australian dollars as of December 31, [removed: 2024] [added: 2025] when compared to December 31, [removed: 2023.][added: 2024.]

The following table sets forth segment revenues, segment operating [removed: income (loss)] [added: income, corporate] and [added: non-allocated costs and] operating margins for the periods indicated, as well as the dollar and percentage change from the prior period (dollars in thousands):

Electric [removed: Power] Segment Results

*Revenues.* The increase in revenues for the year ended December 31, 2024 was primarily due to approximately [removed: $1.22] [added: $1.54] billion in revenues attributable to acquired businesses in 2024 and the rising demand for our [removed: services.][added: services, including generation and transmission services for renewable generation projects.]

[removed: Renewable Energy] [added: Electric] Segment Results

*Revenues.* The increase in revenues for the year ended December 31, [removed: 2024] [added: 2025] was primarily due to increased demand for [removed: generation and transmission services for renewable generation projects,] [added: our services,] as well as approximately [removed: $320 million] [added: $1.87 billion] in revenues attributable to acquired businesses.

*Operating Income.* The increase in operating income [added: for the year ended December 31, 2025] was primarily due to the increase in [removed: revenues during the year ended December 31, 2024.][added: revenues.]

In conjunction with this change, certain prior period amounts have been recast to conform to this new segment reporting structure.

Our acquisition of Dynamic Systems (DSI), LLC (Dynamic Systems) during 2025 expanded our capabilities and solutions related to turnkey mechanical, plumbing and process infrastructure solutions.

We see strong demand for these services by data center, manufacturing, semiconductor and other large load facilities and believe there are also opportunities to provide these services to other core end markets.

During 2025, increased revenues and operating income contributed to $2.23 billion of net cash provided by operating activities, which was an 7.1% increase compared to 2024.

This cash provided by operating activities, along with borrowings under our credit facility and commercial paper program and issuance of senior notes described below, allowed us to execute our business plan, including the strategic acquisitions of certain businesses and investments in unconsolidated affiliates, for which we utilized $3.30 billion of cash; repurchases of $134.6 million of common stock, and payments of $60.4 million in dividends

associated with our common stock.

In August 2025, we issued $1.50 billion aggregate principal amount of senior notes and received net proceeds of $1.48 billion, net of the original issue discount, underwriting discounts and deferred financing costs, and used the proceeds to repay certain outstanding borrowings.

requirements.

| | | | | | | 2025 | | | | | | | | | | | | 2024 | | | | | | | | | | | | $ | | | | | | % | | |

| Revenues | | | | | | $ | 28,479,697 | | | | | 100.0 | | % | | | | $ | 23,672,795 | | | | | 100.0 | | % | | | | $ | 4,806,902 | | | | | 20.3 | | % |

| Cost of services | | | | | | 24,204,616 | | | | | | 85.0 | | | | | | 20,162,034 | | | | | | 85.2 | | | | | | 4,042,582 | | | | | | 20.1 | | % |

| Gross profit | | | | | | 4,275,081 | | | | | | 15.0 | | | | | | 3,510,761 | | | | | | 14.8 | | | | | | 764,320 | | | | | | 21.8 | | % |

| Amortization of intangible assets | | | | | | (498,795) | | | | | | (1.7) | | | | | | (382,959) | | | | | | (1.6) | | | | | | (115,836) | | | | | | 30.2 | | % |

| Operating income | | | | | | 1,611,509 | | | | | | 5.7 | | | | | | 1,346,468 | | | | | | 5.7 | | | | | | 265,041 | | | | | | 19.7 | | % |

| Income before income taxes | | | | | | 1,389,505 | | | | | | 4.9 | | | | | | 1,212,030 | | | | | | 5.1 | | | | | | 177,475 | | | | | | 14.6 | | % |

| Net income | | | | | | 1,041,917 | | | | | | 3.7 | | | | | | 927,283 | | | | | | 3.9 | | | | | | 114,634 | | | | | | 12.4 | | % |

*Selling, general and administrative expenses.* The increase was primarily attributable to $202.5 million related to recently acquired businesses and a $64.1 million increase in acquisition and integration costs.

Also contributing to the increase was a $30.8 million increase in compensation expense, largely associated with increased incentive compensation due to increased levels of profitability.

Selling, general and administrative expenses for the year ended December 31, 2024 included $18.5 million of foreign currency translation losses in connection with our substantial liquidation from Latin American operations.

The remaining increase primarily relates to growth of business.

This increase resulted primarily from the issuance of $1.50 billion of aggregate principal amount of senior notes in August 2025 and $1.25 billion of aggregate principal amount of senior notes in August 2024, partially offset by the repayment of $500 million principal amount of senior notes in October 2024.

The higher effective tax rate for the year ended December 31, 2025 was primarily due to a $24.8 million lower U.S.

federal and state tax benefit from vesting of equity incentive awards.

This increase in rate was partially offset by $12.0 million decrease in accruals for changes in uncertain tax positions compared to 2024.

Comprehensive income attributable to common stock increased by $278.8 million in 2025 as compared to 2024, primarily due to a $172.9 million increase in foreign currency translation adjustments and a $114.6 million increase in net income.

Year ended December 31, 2025 compared to the year ended December 31, 2024

The following table sets forth segment revenues, segment operating income, corporate and non-allocated costs and operating margins for the periods indicated, as well as the dollar and percentage change from the prior period (dollars in thousands), with certain of our segment results of operations recast to conform to our current segment reporting structure as described above:

| | | | | | | 2025 | | | | | | | | | | | | 2024 | | | | | | | | | | | | $ | | | | | | % | | |

| Electric | | | | | | $ | 23,001,468 | | | | | 80.8 | | % | | | | $ | 19,012,379 | | | | | 80.3 | | % | | | | $ | 3,989,089 | | | | | 21.0 | | % |

| Underground and Infrastructure | | | | | | 5,478,229 | | | | | | 19.2 | | | | | | 4,660,416 | | | | | | 19.7 | | | | | | 817,813 | | | | | | 17.5 | | % |

| Consolidated revenues | | | | | | $ | 28,479,697 | | | | | 100.0 | | % | | | | $ | 23,672,795 | | | | | 100.0 | | % | | | | $ | 4,806,902 | | | | | 20.3 | | % |

| Electric | | | | | | $ | 2,360,262 | | | | | 10.3 | | % | | | | $ | 1,958,692 | | | | | 10.3 | | % | | | | $ | 401,570 | | | | | 20.5 | | % |

| Underground and Infrastructure | | | | | | 398,276 | | | | | | 7.3 | | % | | | | 265,030 | | | | | | 5.7 | | % | | | | 133,246 | | | | | | 50.3 | | % |

| Corporate and Non-Allocated Costs | | | | | | (1,147,029) | | | | | | (4.0) | | % | | | | (877,254) | | | | | | (3.7) | | % | | | | (269,775) | | | | | | 30.8 | | % |

| Consolidated operating income | | | | | | $ | 1,611,509 | | | | | 5.7 | | % | | | | $ | 1,346,468 | | | | | 5.7 | | % | | | | $ | 265,041 | | | | | 19.7 | | % |

*Revenues.* The increase in revenues for the year ended December 31, 2025 was primarily due to approximately $925 million in revenues attributable to acquired businesses, partially offset by lower revenues from large pipeline projects in Canada.

*Operating Income.* The increase in operating income and operating margin for the year ended December 31, 2025 was primarily due to increased revenues, which contributed to higher levels of fixed cost absorption, as well as overall mix of work performed during the period including from the acquired businesses.

Additionally, the operating margin for the year ended December 31, 2024 was also negatively impacted by an $11.9 million loss related to the disposition of a non-core business.

The increase in corporate and non-allocated costs during the year ended December 31, 2025 was primarily due to a $115.8 million increase in intangible asset amortization expense and a $54.0 million increase in compensation expense, which was attributable to increased salaries, incentive compensation and non-cash stock compensation expense in support of business growth and, with respect to incentive compensation, increased levels of profitability.

Also contributing to the increase was a $44.5 million increase in acquisition and integration costs and a $24.1 million increase in expense related to change in fair value of contingent consideration liabilities.

*Financial Statements and Supplementary Data* in Part II of this Annual Report.

For example, shortages of, and increased costs for, materials necessary for certain projects, particularly sourcing restrictions related to solar panels necessary for the utility-scale solar industry and delays in availability of power transformers impacting the electric power and renewable energy industries impacted certain prior periods.

With respect to our Underground Utility and Infrastructure Solutions (Underground and Infrastructure) segment, during 2024, operating income margin was negatively impacted by cost absorption pressures across our gas operations in the United States due to reduced demand and project delays for our industrial operations along the U.S. Gulf Coast due to Hurricanes Beryl and Francine.

During 2024, increased revenues and operating income contributed to $2.08 billion of net cash provided by operating activities, a 32.1% increase compared to 2023, which allowed us to execute our business plan, including the strategic acquisition of certain businesses, for which we utilized $1.75 billion of cash, net of cash acquired, and the payment of $54.2 million in dividends associated with our common stock.

Additionally, we entered into certain debt financing arrangements in connection with our acquisition of CEI, and on October 1, 2024, we repaid the $500.0 million aggregate principal amount of our 0.95% senior notes, which were issued in 2021.

greater number of smaller projects versus continuous production on fewer larger projects.

| | | | | | | 2024 | | | | | | | | | | | | 2023 | | | | | | | | | | | | $ | | | | | | % | | |

| Revenues | | | | | | $ | 23,672,795 | | | | | 100.0 | | % | | | | $ | 20,882,206 | | | | | 100.0 | | % | | | | $ | 2,790,589 | | | | | 13.4 | | % |

| Cost of services | | | | | | 20,162,034 | | | | | | 85.2 | | | | | | 17,945,120 | | | | | | 85.9 | | | | | | 2,216,914 | | | | | | 12.4 | | % |

| Gross profit | | | | | | 3,510,761 | | | | | | 14.8 | | | | | | 2,937,086 | | | | | | 14.1 | | | | | | 573,675 | | | | | | 19.5 | | % |

| Amortization of intangible assets | | | | | | (382,959) | | | | | | (1.6) | | | | | | (289,014) | | | | | | (1.5) | | | | | | (93,945) | | | | | | 32.5 | | % |

| Operating income | | | | | | 1,346,468 | | | | | | 5.7 | | | | | | 1,127,976 | | | | | | 5.4 | | | | | | 218,492 | | | | | | 19.4 | | % |

| Income before income taxes | | | | | | 1,212,030 | | | | | | 5.1 | | | | | | 969,956 | | | | | | 4.6 | | | | | | 242,074 | | | | | | 25.0 | | % |

| Net income | | | | | | 927,283 | | | | | | 3.9 | | | | | | 750,689 | | | | | | 3.6 | | | | | | 176,594 | | | | | | 23.5 | | % |

*Selling, general and administrative expenses.* The increase was primarily attributable to a $165.6 million increase related to recently acquired businesses; a $46.0 million increase in compensation expense, largely associated with increased salaries and non-cash stock compensation expense due primarily to an increase in the number of employees to support business growth; a $21.1 million increase in travel and related expenses to support business growth; and $18.5 million of foreign currency translation losses in connection with our substantial liquidation from Latin American operations.

Approximately half of the increase resulted from higher interest-bearing cash and cash equivalent balances as compared to the year ended December 31, 2023.

*Other income, net*.

The increase was primarily attributable to a gain of $12.6 million resulting from the sale of an investment in a non-integral unconsolidated affiliate, $5.0 million of which was attributable to a non-controlling interest, as further described in Note 8 of the Notes to Consolidated Financial Statements in Item 8.

The tax rate for the year ended December 31, 2024 benefited from a $55.1 million benefit due to equity incentive awards vesting at a higher fair market value than their grant date fair market value, compared to a $35.0 million benefit in the year ended December 31, 2023.

Additionally, the 2024 tax rate was positively impacted by ongoing entity rationalization and restructuring efforts.

These efforts resulted in a $10.2 million deferred tax benefit and the release of a $4.6 million valuation allowance during the year ended December 31, 2024.

The tax rate for the year ended December 31, 2023 was favorably impacted by the realization of the loss on our investment in Starry Group Holdings, Inc. for tax purposes, and the corresponding release of the valuation allowance initially recorded during the year ended December 31, 2022.

*Net income attributable to non-controlling interests.* The increase in net income attributable to non-controlling interests is primarily related to increased activity on certain joint ventures and the $5.0 million gain on the sale of the investment in a non-integral equity unconsolidated affiliate recorded during the year ended December 31, 2024 as described above.

These increases in comprehensive income were partially offset by a $134.7 million foreign currency translation adjustment loss and the $16.5 million increase in comprehensive income attributable to non-controlling interests described above.

Through December 31, 2024, we reported our results under three reportable segments: Electric Power, Renewable Energy and Underground and Infrastructure.

| Electric Power | | | | | | $ | 11,166,495 | | | | | 47.2 | | % | | | | $ | 9,696,897 | | | | | 46.5 | | % | | | | $ | 1,469,598 | | | | | 15.2 | | % |

| Renewable Energy | | | | | | 7,845,884 | | | | | | 33.1 | | | | | | 6,170,301 | | | | | | 29.5 | | | | | | 1,675,583 | | | | | | 27.2 | | % |

| Electric Power | | | | | | $ | 1,291,580 | | | | | 11.6 | | % | | | | $ | 1,013,350 | | | | | 10.5 | | % | | | | $ | 278,230 | | | | | 27.5 | | % |

| Renewable Energy | | | | | | 667,112 | | | | | | 8.5 | | % | | | | 477,208 | | | | | | 7.7 | | % | | | | 189,904 | | | | | | 39.8 | | % |

Change in Reportable Segments

| | | | | | | 2024 | | | | | | 2023 | | |

| Interest income | | | | | | (32,404) | | | | | | (10,830) | | |

Our remaining performance obligations represent management’s estimate of consolidated revenues that are expected to be realized from the

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Remaining performance obligations | | | | | | $ | 4,250,978 | | | | | $ | 7,320,481 | | | | | $ | 2,762,608 | | | | | $ | 4,505,830 | |

| Backlog | | | | | | $ | 10,158,337 | | | | | $ | 19,904,055 | | | | | $ | 8,360,340 | | | | | $ | 15,501,028 | |

| Renewable Energy | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Remaining performance obligations | | | | | | $ | 6,046,432 | | | | | $ | 8,333,547 | | | | | $ | 5,512,159 | | | | | $ | 8,005,368 | |

| Backlog | | | | | | $ | 6,337,676 | | | | | $ | 8,723,752 | | | | | $ | 5,630,929 | | | | | $ | 8,125,002 | |

| Backlog | | | | | | $ | 3,275,924 | | | | | $ | 5,911,017 | | | | | $ | 3,239,678 | | | | | $ | 6,482,389 | |

Our primary exposure to market risk relates to unfavorable changes [removed: with respect to] [added: in] interest rates and currency exchange rates.

At December 31, [removed: 2024, 82%] [added: 2025, 84%] of our debt portfolio, on a gross basis, incurred interest at a fixed-rate and the remaining [removed: 18%] [added: 16%] of the portfolio incurred interest at a variable-rate.

As of December 31, [removed: 2024,] [added: 2025,] our fixed-rate debt primarily consisted of our senior notes outstanding.

The fair value of our senior notes was [removed: $2.90] [added: $4.53] billion as of December 31, [removed: 2024,] [added: 2025,] compared to a carrying value of [removed: $3.22] [added: $4.71] billion net of unamortized bond discount, underwriting discounts and deferred financing costs of [removed: $30.6] [added: $40.3] million.

A 10% change in the market price would cause a change in fair value of [removed: $289.6] [added: $453.1] million.

As of December 31, [removed: 2024,] [added: 2025,] our variable-rate debt consisted of [removed: $735.4] [added: $675.0] million outstanding under our senior credit [removed: facility.][added: facility and $316.0 million outstanding under our commercial paper program.]

The weighted average interest rate on our borrowings under our senior credit facility for the year ended December 31, [removed: 2024] [added: 2025] was [removed: 6.6%.][added: 5.6%.]

Based on these borrowings outstanding [added: under our senior credit facility] as of December 31, [removed: 2024,] [added: 2025,] we estimate that a 50 basis point increase or decrease in interest rates would impact annual interest expense by approximately [removed: $3.7] [added: $3.4] million.

The average daily amount outstanding and weighted average interest rate on our borrowings under our commercial paper program for the year ended December 31, [removed: 2024] [added: 2025] were [removed: $362.2] [added: $481.6] million and [removed: 5.37%.][added: 4.61%.]

Based on the weighted average interest rate and average borrowings outstanding during the year ended December 31, [removed: 2024,] [added: 2025,] we estimate that a 50 basis point increase or decrease in interest rates would impact annual interest expense by approximately [removed: $1.8] [added: $2.4] million.

For additional information about our debt [added: and interest] obligations, refer to Note 10 of the Notes to Consolidated Financial Statements in Item 8.

*Financial Statements and Supplementary Data* in Part II of this Annual Report reflects net foreign currency [removed: gains] [added: losses] of [removed: $5.6] [added: $2.7] million in the year ended December 31, [removed: 2024] [added: 2025] and net foreign currency [removed: losses] [added: gains] of [removed: $2.6] [added: $5.6] million in the year ended December 31, [removed: 2023.][added: 2024.]

As of December 31, 2024, we had no outstanding unsecured notes under our commercial paper program.

Quanta Services, Inc. (together with its subsidiaries, “Quanta,” “we,” “us” or “our”) is a leading provider of comprehensive infrastructure solutions for the electric and gas utility, [removed: renewable energy, technology,] [added: power generation, large load center, manufacturing,] communications, pipeline and energy industries in the United States, Canada, Australia and select other international markets.

We provide [added: design,] engineering, procurement, construction, upgrade and repair and maintenance services for infrastructure within each of these industries, including electric power transmission and distribution networks; substation facilities; [removed: wind and] [added: wind,] solar [added: and gas power] generation and transmission and battery storage facilities; [removed: electrical systems] [added: low voltage electrical, mechanical, plumbing and process infrastructure] for [added: large load centers, such as] data center, [removed: commercial] [added: advanced manufacturing, healthcare, pharmaceutical] and industrial facilities; communications and cable multi-system operator networks; gas utility systems; pipeline transmission systems and facilities; and downstream industrial facilities.

We have a large and diverse customer base, including many of the leading companies in the utility, renewable energy, [added: hyperscaler,] technology, communications, industrial and energy delivery markets.

We believe executing on these strategies places us in the position to [added: be a solutions provider to our customers and] capitalize on opportunities and trends in the industries we serve and expand our operations to select new markets.

[removed: Beginning in] [added: During] the three months [removed: ending] [added: ended] March 31, 2025, [removed: our] [added: Quanta’s] Chief Executive Officer reevaluated how [removed: he assesses] performance [added: of the business is assessed] and [removed: allocates resources,] [added: how resources are allocated,] which resulted in a change in the reporting of management’s internal financial information.

As a result, [removed: we will begin] [added: beginning with the three months ended March 31, 2025, Quanta began] reporting the results of [removed: our] [added: its] two operating segments, which [removed: will] [added: are] also [removed: be our] [added: its] two reportable segments: (1) Electric Infrastructure Solutions [added: (Electric)] and (2) Underground Utility and Infrastructure [removed: Solutions.][added: Solutions (Underground and Infrastructure).]

The Electric [removed: Infrastructure Solutions] segment [removed: will consist] [added: consists] of the historical Electric Power [added: Infrastructure Solutions] and [added: the] Renewable Energy [added: Infrastructure Solutions] segments.

We operate primarily in the United States; however, we derived approximately [removed: 8.7%, 14.2%] [added: 7.0%, 8.7%] and [removed: 15.7%] [added: 14.2%] of our revenues from foreign operations, primarily in Canada and Australia, during the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022.][added: 2023.]

[removed: Electric Power][added: Electric]

Our Electric [removed: Power] segment provides comprehensive services primarily for the electric power [added: grid, power generation] and [removed: also for the communications] [added: large load center] markets.

*•*design, procurement, new construction, upgrade and repair and maintenance services for electric power transmission and distribution infrastructure, both overhead and underground, and substation facilities, along with other [added: engineering and technical services, including services that support the implementation of upgrades by utilities to modernize and harden the electric power grid in order to ensure its safety and enhance reliability, to interconnect and transmit electricity from power generation and battery storage facilities and to accommodate increased residential and commercial use of electric vehicles;]

- design and installation of electrical systems for [added: large load centers, such as] data center, [removed: commercial] [added: advanced manufacturing] and industrial facilities;

- design and construction services to wireline and wireless communications companies, cable multi-system [removed: operators] [added: operators, technology companies] and other customers within the communications [removed: industry (including services in connection with 5G wireless deployment);][added: industry;]

This segment also includes (i) the majority of the financial results of our advanced training facility and our postsecondary educational institution, which specializes in pre-apprenticeship training, apprenticeship training and specialized utility task training for electric workers, as well as training for the gas distribution and communications industries; (ii) our portion of earnings of our unconsolidated integral affiliates, which includes, among others, our 50% equity interest in LUMA Energy, LLC (LUMA), a joint venture that was selected to operate, maintain, and modernize the approximately 18,000-mile electric transmission and distribution system in Puerto Rico; [added: as well as our investment in a company that specializes in harvesting, treating] and [added: manufacturing wood utility poles and laminated wood products for utility and telecommunication companies; and] (iii) financial results associated with our power [removed: transformer and] [added: transformer,] circuit breaker [added: and other] manufacturing operations.

With respect to our electric [removed: power] [added: infrastructure] service offerings, [removed: utilities] [added: utility and other customers] are continuing to invest significant capital in their [removed: gas- powered and renewable generation systems, as well as their electric power delivery systems, particularly transmission, substation and distribution infrastructure, through multi-year, multi-billion dollar grid modernization] [added: infrastructure systems] and [removed: reliability] programs.

To accommodate this growth, we expect continued demand for new or expanded transmission, substation and distribution infrastructure to reliably transport power to meet demand driven by electrification, data centers and manufacturing reshoring, [removed: and] [added: as well as] the modification and reengineering of existing infrastructure with increasing penetration of renewable generation and battery [removed: storage.][added: storage and the increased investment in new gas-powered generation.]

[removed: In] [added: Furthermore, in] order to reliably and efficiently deliver power and in preparation for emerging technologies, [removed: such as EVs, utilities] [added: utility customers] are also integrating smart grid technologies into distribution systems to improve grid management and create [removed: efficiencies.][added: efficiencies, and a number of utility customers continue to implement system upgrades and hardening programs in response to recurring severe weather events, including, among other things, initiatives to underground critical infrastructure.]

[removed: Additionally,] [added: In addition,] the [removed: technology industry is investing significant] [added: investment of] capital [removed: in] [added: into] the build out of data centers [added: by technology customers] in order [removed: to] [added: to, among other things,] expand cloud-based services and develop artificial intelligence (AI) training and [removed: inference.][added: inference, increases demand for our solutions offerings.]

[removed: Given this significant demand and resulting impact on the electric power grid,] [added: In particular,] we believe [removed: we are] [added: Quanta is] well positioned to provide turnkey infrastructure [removed: solutions,] [added: solutions for these facilities,] such as [removed: critical path] [added: critical-path] low-voltage electrical infrastructure solutions inside data [removed: centers, including] [added: centers (e.g.,] advanced [removed: manufactured,] [added: manufactured and] modular [removed: solutions, as well as the] [added: solutions);] high-voltage substation, [removed: transformers] [added: transformer] and transmission interconnection infrastructure [removed: connecting] [added: to connect] the [removed: facility] [added: facilities] to the power [removed: grid.][added: grid; and generation infrastructure necessary to power the facilities.]

Communications providers are utilizing fifth generation wireless (5G) infrastructure to support fixed wireless access, which is driving additional [added: fiber capacity requirements for consumer and commercial applications.]

Additionally, legislative and regulatory initiatives, including the Broadband Equity Access and Deployment (BEAD) [removed: Program and the Infrastructure Investment and Jobs Act (IIJA),] [added: Program,] have dedicated billions of dollars of funding to support broadband service to underserved markets.

*•*engineering, procurement, new [removed: construction,] [added: construction (EPC),] repowering and repair and maintenance services for renewable generation facilities, such as utility-scale wind, solar and hydropower generation facilities and battery storage facilities; [removed: and]

[removed: Importantly, increased adoption and technological] advancements and [removed: efficiencies have resulted in wind and solar energy providing] [added: efficiencies, renewable generation has] some of the lowest levelized costs of energy in the marketplace.

When coupled with consumer [added: and corporate] preferences for clean [removed: energy,] [added: energy and emissions-reduction initiatives,] demand for renewable [removed: generation] [added: generation, energy storage,] and related infrastructure has increased and is expected to result in [removed: sizeable,] [added: sizable,] long-term [removed: investments, including meaningful repowering and modernization of existing assets.][added: investments.]

[removed: These dynamics] [added: The development of power generation infrastructure can often] necessitate the development and construction of related infrastructure, including high-voltage electric transmission and substation infrastructure, that is necessary to [added: enhance grid resiliency and] interconnect and transmit electricity from new [removed: renewable energy] generation facilities into the existing electric power grid.

Our Underground and Infrastructure segment provides comprehensive infrastructure solutions to customers involved in the transportation, distribution, storage, development and processing of natural gas, oil and other [removed: products.][added: products, as well as customers that own and operate large load centers.]

- trenching, directional boring and mechanized welding services related to the services described above; [removed: and]

With respect to [removed: these] [added: gas utility] services, [added: pipeline integrity and transmission services and downstream industrial services,] we [added: believe these] are [removed: focused on] specialty services and industries that [removed: we believe] are driven by regulated utility spending; regulation, replacement and rehabilitation of aging infrastructure; and safety and environmental [removed: initiatives, including gas utility services, pipeline integrity and transmission services and downstream industrial services.][added: initiatives.]

We believe this [removed: strategic decision] provides a greater level of business sustainability and predictability and helps to offset the cyclicality of larger pipeline projects described below.

Revenues associated with large pipeline projects [added: have] decreased in [removed: 2024,] [added: recent years,] as compared to [removed: 2022 and 2023,] [added: prior years,] and we anticipate that revenues associated with these projects will continue to fluctuate.

Additionally, the significant increase in demand for electric power is resulting in an increase in planning for new natural gas generation [removed: facilities and a delay] [added: facilities, as well as delays] in the retirement of existing facilities, which could [added: in turn] increase the demand for [removed: natural gas and require] additional [removed: pipeline and] [added: pipeline,] related infrastructure [removed: construction, as well as pipeline] [added: and] integrity services.

On July 17, 2024, [removed: Quanta] [added: we] completed the acquisition of Cupertino Electric, Inc. (CEI), which provides electrical infrastructure solutions, including engineering, procurement, project management, construction and modularization services, to the technology, renewable energy and infrastructure and commercial industries.

CEI is located in the United States, and its results have been included in the Electric [removed: Power and Renewable Energy segments since the acquisition date.][added: segment.]

During the year ended December 31, 2024, we also acquired seven additional businesses located in the United States, including: a business that provides specialty environmental solutions to utility, industrial and petrochemical companies (primarily included in the Underground and Infrastructure segment); a business that specializes in testing, manufacturing and distributing safety equipment and supplies (primarily included in the Electric [removed: Power and Renewable Energy segments);] [added: segment);] a business that specializes in electrical infrastructure services for substations, data centers and governmental entities (primarily included in the Electric [removed: Power] segment); a business that manufactures transmission and distribution equipment for the [removed: electric utility industry (primarily included in the Electric Power and Renewable Energy segments); a business that provides services and equipment]

[added: electric utility industry (primarily included in the Electric segment); a business that provides services and equipment] related to aerial telecommunications infrastructure and networks (primarily included in the Electric [removed: Power] segment); a business that provides services related to fiber optic networks (primarily included in the Electric [removed: Power] segment); and a business that specializes in designing, manufacturing, and distributing liquid-filled power transformers primarily for electrical companies and utilities (primarily included in the Electric [removed: Power and Renewable Energy segments).][added: segment).]

During the year ended December 31, 2023, we acquired five businesses located in the United [removed: States,] [added: States that are primarily included in the Electric segment] including: a business that provides services related to high-voltage transmission lines, overhead and underground distribution, emergency restoration and industrial and commercial wiring and [removed: lighting (primarily included in the Electric Power segment);] [added: lighting;] a business that procures parts, assembles kits for sale, manages logistics and installs solar tracking equipment for utility and development [removed: customers (primarily included in the Renewable Energy segment);] [added: customers;] a business that provides concrete construction [removed: services (primarily included in the Electric Power and Renewable Energy segments);] [added: services;] a business specializing in power studies, maintenance testing and commissioning primarily for utility and commercial customers [removed: (included in the Electric Power segment)] and a business that manufactures power transformers for the electric utility, renewable energy, municipal power and industrial [removed: markets (included in the Electric Power and Renewable Energy segments).][added: markets.]

[removed: Subsequent to] [added: During the year ended] December 31, [removed: 2024,] [added: 2025,] we [added: also] acquired [removed: two] [added: seven additional] businesses, [removed: one] [added: including two businesses] located in the United States that [removed: specializes] [added: specialize] in civil solutions, including site clearing, earthwork, soil stabilization and infrastructure development (which [removed: will be primarily] [added: have been] included in the Underground and Infrastructure segment), [removed: and one] [added: a business] located in Australia that specializes in electrical engineering and the design and manufacturing of industrial technology solutions [removed: including control systems] (which [removed: will primarily be] [added: has been] included in [added: both] the Electric [removed: Power] and Underground and Infrastructure [removed: segments).][added: segments), a business located in the United States that specializes in utility construction and related support services (which has primarily been included in the Electric segment), a business located in the United States that specializes in the design, construction and repair of overhead and underground transmission and distribution infrastructure, civil construction services related to substations, as well as helicopter services for electric utility infrastructure (which has primarily been included in the Electric segment), a business located in the United States that specializes in electrical solutions including low voltage technology, testing, engineering, integration, renewable energy and electric prefabrication solutions (which has primarily been included in the Electric segment) and a business located in the United States that provides helicopter services (which has primarily been included in the Electric segment and was accounted for as an asset acquisition).]

For the year ended December 31, [removed: 2024,] [added: 2025,] our largest customer accounted for [removed: 6%] [added: 8%] of our consolidated revenues and our ten largest customers accounted for [removed: 31%] [added: 30%] of our consolidated revenues.

| l | | | [removed: American Electric Power Company, Inc.] [added: Lower Colorado River Authority] | | | l | | | [removed: Lower Colorado River Authority] [added: Xcel Energy Inc.] | | |

| l | | | [removed: Avangrid,] [added: American Electric Power Company,] Inc. | | | l | | | National Grid plc | | |

In conjunction with this change, certain prior period amounts have been recast to conform to this new segment reporting structure.

Our utility customers continue to face increased demand for electricity, including as a result of electrification trends and increased demand for data center and other technology infrastructure and advanced manufacturing facilities.

In addition, utility and other customers are increasing their investment in various forms of power generation in response to load growth expectations, which have accelerated based on demand for electricity driven by data centers, manufacturing and reshoring, industrialization, electrification and power grid expansion.

Due to increased adoption and technological

Utility and other customers are also increasing their investments in other forms of base load power generation, such as combined cycle gas generation and gas peaker generation plants.

These overall market dynamics support demand for our capabilities and our solutions-based approach for our high-quality customers.

- civil solutions, including site clearing, earthwork, soil stabilization and infrastructure development;

- turnkey mechanical, plumbing and process infrastructure solutions for large load centers in the technology, semiconductor, healthcare and other industries; and

Through recent acquisitions we have expanded our capabilities and solutions related to turnkey mechanical, plumbing and process infrastructure solutions, which we believe position us to meet strong demand for these services by data center, manufacturing, semiconductor and other large load facilities and provide opportunities in other core end markets.

We have also expanded our capabilities and solutions related to civil solutions through recent acquisitions, which allows us to meet strong demand for these services.

On July 25, 2025, we completed the acquisition of Dynamic Systems (DSI), LLC (Dynamic Systems), which provides turnkey mechanical, plumbing and process infrastructure solutions to a diversified customer base that includes technology, semiconductor, healthcare and other load center markets.

Dynamic Systems is located in the United States, and its results have been included primarily in the Underground and Infrastructure segment.

| l | | | Comcast Corporation | | | l | | | NiSource, Inc. | | |

| l | | | Exelon Corporation | | | l | | | RWE AG | | |

| l | | | FirstEnergy Corp. | | | l | | | Santos Limited | | |

| l | | | Hydro One Incorporated | | | l | | | Sempra Energy | | |

| l | | | Idaho Power Company | | | l | | | The Williams Companies, Inc. | | |

We depend on the availability of a wide range of equipment to perform our services.

We also own a large fleet of aircraft, primarily helicopters, that are utilized in connection with our solution offerings.

training programs and allow us to train employees in a controlled environment on a large variety of industry common structures.

These opportunities and

Changes in climate have in the past, and may in the future, impact the markets in which we operate.

For example, certain services within our Underground and Infrastructure segment, including large pipeline infrastructure services, have experienced periodic challenges as a result of concerns regarding the impact of fossil fuels or refined products on the environment.

However, such concerns have recently lessened as a result of the overall increase in demand for electricity, which has in turn increased demand for our services and solutions associated with all forms of power generation, including legacy energy resources such as natural gas.

Furthermore, in recent years, many utility customers have increased their renewable power generation portfolios (e.g., solar, wind, battery storage ) in part as a result of concerns associated with changes in climate, which has in turn increased demand for our services associated with renewable power generation and related electric power infrastructure.

We

We report our results under three reportable segments: Electric Power Infrastructure Solutions (Electric Power), Renewable Energy Infrastructure Solutions (Renewable Energy) and Underground Utility and Infrastructure Solutions (Underground and Infrastructure).

*Services*

Services performed generally include:

engineering and technical services, including services that support the implementation of upgrades by utilities to modernize and harden the electric power grid in order to ensure its safety and enhance reliability and to accommodate increased residential and commercial use of electric vehicles (EVs);

*Business Environment*

We also expect demand for electricity in North America to continue to grow, including through electrification trends (e.g., EV adoption) and increased demand for data center infrastructure and manufacturing facilities, and believe that certain segments of the North American electric power grid are not adequate to efficiently supply this future demand.

A number of utilities also continue to implement system upgrades and hardening programs in response to recurring severe weather events.

Utilities are also executing significant initiatives to underground critical infrastructure, including additional underground transmission and distribution initiatives by utilities in California, underground transmission projects in the northeast United States and underground distribution circuits along the U.S. coastlines.

As mentioned above, these facilities consume significant electricity and are a meaningful driver of increasing load demand throughout our service geographies.

fiber capacity requirements for consumer and commercial applications.

Renewable Energy

Our Renewable Energy segment provides comprehensive infrastructure solutions to customers that are involved in the renewable energy industry.

Like our Electric Power operations, as an industry leader in the renewable energy space, we believe our collaborative, customer-focused, solutions based approach coupled with our significant capabilities and scale differentiates us in the marketplace.

- engineering and construction services for substations and switchyards, transmission and other electrical infrastructure needed to interconnect and transmit electricity from renewable energy generation and battery storage facilities.

With respect to these services, we believe there is increasing demand for electricity due to, among other things, increased electrification trends and data center and other technology and manufacturing infrastructure construction, as well as certain regulatory requirements, consumer and investor preferences and state and federal policies.

To that end, renewable energy developers are expected to continue to make significant investments in wind and solar projects, as well as energy storage projects.

Utilities have increased the percentage of renewable electricity bought through power purchase agreements (PPAs) with renewable energy developers, and by investing directly in renewable generation facilities, which could expand significantly over time as they increase supply to meet load growth expectations and pursue clean energy strategies and emissions-reduction initiatives.

Also, a growing number of corporate enterprises, particularly technology companies, are entering into PPAs with renewable energy developers to source renewable electricity to supply power directly to their facilities, as well as achieve their own carbon-reduction initiatives.

Increased battery storage is also being constructed to enhance grid resiliency, balance load and integrate renewable energy.

Additionally, we believe various legislative and policy objectives throughout North America support these industry and market trends.

For example, the Inflation Reduction Act of 2022 (IRA) includes, among other things, favorable provisions targeting increases in utility-scale wind, solar and energy storage capacity and increased domestic manufacturing capacity and availability of products and components for these projects, that could reduce supply chain risks in the future.

Further, many states in the United States, several provinces in Canada and states in Australia have renewable portfolio standards and targets that are supporting and driving the development of renewable and other low-carbon forms of energy production.

To the extent these legislative and policy objectives continue to be supported, we expect they will create incremental demand for our renewable energy solutions.

| l | | | CenterPoint Energy, Inc. | | | l | | | Pattern Energy | | |

| l | | | Clearway Renew LLC | | | l | | | PG&E Corporation | | |

| l | | | EDF Renewables | | | l | | | Santos Limited | | |

| l | | | Enterprise Products Partners L.P. | | | l | | | TC Energy Corporation | | |

| l | | | Exelon Corporation | | | l | | | Vesper Energy Development LLC | | |

| l | | | FirstEnergy Corp. | | | l | | | Xcel Energy Inc. | | |

Additionally, certain legislation, such as

the IRA and the IIJA, as well as other policy and economic incentives and overall public sentiment, are designed to support and encourage renewable projects that can potentially increase demand for our services over the long term.

industrial services, lead and cable splicing, directional drilling, gas distribution services and pipeline integrity training.

Additionally, we have entered into strategic relationships with universities, the military and unions in order to attract potential employees and develop our workforce.

While the overall impact on our operations continues to

For example, hurricanes and tropical storms in the U.S. Gulf Coast region have impacted our ability to perform industrial services operations during certain periods.

Climate change has also caused, and is expected to continue to cause, changes in the markets in which we operate.

For example, many utility customers are transitioning toward more sustainable sources of power generation, such as renewables (e.g., wind and solar) coupled with battery storage technology, and are replacing aging, less efficient infrastructure, and there has been an increased electrification of consumer goods (e.g., EVs), which is expected to provide continued additional demand for new and expanded electric power infrastructure and reengineering of existing electric power infrastructure.

We believe these market dynamics and technological advances provide significant opportunities for us, including increased demand for our renewable energy infrastructure services, as well as our portfolio of electric power infrastructure services.

The focus on climate change has also impacted markets within our Underground and Infrastructure segment.

Certain services within this segment have experienced challenges, and could continue to experience challenges.

These actions typically seek, among other things, compensation for alleged personal injury, [added: property damage,] breach of contract, negligence or gross [removed: negligence and/or property damage,] [added: negligence,] environmental liabilities, wage and hour claims and other employment-related damages, punitive damages, consequential damages, civil penalties or other losses, or injunctive or declaratory relief, as well as interest and attorneys’ fees associated with such claims.

For the fiscal year ended December 31, [removed: 2024][added: 2025]

[removed: ][added: ]

As of June [removed: 28, 2024] [added: 30, 2025] (the last business day of the registrant’s most recently completed second fiscal quarter), the aggregate market value of the Common Stock of the registrant held by non-affiliates of the registrant, based on the last sale price of the Common Stock reported by the New York Stock Exchange on such date, was [removed: $36.9] [added: $55.8] billion.

As of February [removed: 17, 2025,] [added: 16, 2026,] the number of outstanding shares of Common Stock of the registrant was [removed: 148,198,321.][added: 149,619,428.]

Portions of the registrant’s Definitive Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Stockholders are incorporated by reference into Part III of this Form 10-K.

For the Year Ended December 31, [removed: 2024][added: 2025]

| ITEM 1. | | | [removed: [Business](#i5e4061b395994812bdd95f56e058169e_16)] [added: [Business](#i8575a55667fa4482a11d553f9bbfb6b9_16)] | | | [removed: [4](#i5e4061b395994812bdd95f56e058169e_16)] [added: [4](#i8575a55667fa4482a11d553f9bbfb6b9_16)] | | |

| ITEM 1A. | | | [Risk [removed: Factors](#i5e4061b395994812bdd95f56e058169e_19)] [added: Factors](#i8575a55667fa4482a11d553f9bbfb6b9_22)] | | | [removed: [15](#i5e4061b395994812bdd95f56e058169e_19)] [added: [15](#i8575a55667fa4482a11d553f9bbfb6b9_22)] | | |

| ITEM 1B. | | | [Unresolved Staff [removed: Comments](#i5e4061b395994812bdd95f56e058169e_28)] [added: Comments](#i8575a55667fa4482a11d553f9bbfb6b9_31)] | | | [removed: [38](#i5e4061b395994812bdd95f56e058169e_28)] [added: [37](#i8575a55667fa4482a11d553f9bbfb6b9_31)] | | |

| ITEM 1C. | | | [removed: [Cybersecurity](#i5e4061b395994812bdd95f56e058169e_31)] [added: [Cybersecurity](#i8575a55667fa4482a11d553f9bbfb6b9_34)] | | | [removed: [38](#i5e4061b395994812bdd95f56e058169e_31)] [added: [37](#i8575a55667fa4482a11d553f9bbfb6b9_34)] | | |

| ITEM 2. | | | [removed: [Properties](#i5e4061b395994812bdd95f56e058169e_34)] [added: [Properties](#i8575a55667fa4482a11d553f9bbfb6b9_37)] | | | [removed: [39](#i5e4061b395994812bdd95f56e058169e_34)] [added: [38](#i8575a55667fa4482a11d553f9bbfb6b9_37)] | | |

| ITEM 3. | | | [Legal [removed: Proceedings](#i5e4061b395994812bdd95f56e058169e_37)] [added: Proceedings](#i8575a55667fa4482a11d553f9bbfb6b9_40)] | | | [removed: [39](#i5e4061b395994812bdd95f56e058169e_37)] [added: [38](#i8575a55667fa4482a11d553f9bbfb6b9_40)] | | |

| ITEM 4. | | | [Mine Safety [removed: Disclosure](#i5e4061b395994812bdd95f56e058169e_40)s] [added: Disclosure](#i8575a55667fa4482a11d553f9bbfb6b9_43)s] | | | [removed: [39](#i5e4061b395994812bdd95f56e058169e_40)] [added: [39](#i8575a55667fa4482a11d553f9bbfb6b9_43)] | | |

| ITEM 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i5e4061b395994812bdd95f56e058169e_46)] [added: Securities](#i8575a55667fa4482a11d553f9bbfb6b9_49)] | | | [removed: [40](#i5e4061b395994812bdd95f56e058169e_46)] [added: [40](#i8575a55667fa4482a11d553f9bbfb6b9_49)] | | |

| ITEM 6. | | | [removed: [Reserved](#i5e4061b395994812bdd95f56e058169e_52)] [added: [Reserved](#i8575a55667fa4482a11d553f9bbfb6b9_55)] | | | [removed: [42](#i5e4061b395994812bdd95f56e058169e_52)] [added: [42](#i8575a55667fa4482a11d553f9bbfb6b9_55)] | | |

| ITEM 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i5e4061b395994812bdd95f56e058169e_58)] [added: Operations](#i8575a55667fa4482a11d553f9bbfb6b9_61)] | | | [removed: [43](#i5e4061b395994812bdd95f56e058169e_58)] [added: [43](#i8575a55667fa4482a11d553f9bbfb6b9_61)] | | |

| ITEM 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i5e4061b395994812bdd95f56e058169e_109)] [added: Risk](#i8575a55667fa4482a11d553f9bbfb6b9_112)] | | | [removed: [56](#i5e4061b395994812bdd95f56e058169e_109)] [added: [58](#i8575a55667fa4482a11d553f9bbfb6b9_112)] | | |

| ITEM 8. | | | [Financial Statements and Supplementary [removed: Data](#i5e4061b395994812bdd95f56e058169e_115)] [added: Data](#i8575a55667fa4482a11d553f9bbfb6b9_118)] | | | [removed: [58](#i5e4061b395994812bdd95f56e058169e_115)] [added: [59](#i8575a55667fa4482a11d553f9bbfb6b9_118)] | | |

| ITEM 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i5e4061b395994812bdd95f56e058169e_268)] [added: Disclosure](#i8575a55667fa4482a11d553f9bbfb6b9_274)] | | | [removed: [112](#i5e4061b395994812bdd95f56e058169e_268)] [added: [112](#i8575a55667fa4482a11d553f9bbfb6b9_274)] | | |

| ITEM 9A. | | | [Controls and [removed: Procedures](#i5e4061b395994812bdd95f56e058169e_271)] [added: Procedures](#i8575a55667fa4482a11d553f9bbfb6b9_277)] | | | [removed: [112](#i5e4061b395994812bdd95f56e058169e_271)] [added: [112](#i8575a55667fa4482a11d553f9bbfb6b9_277)] | | |

| ITEM 9B. | | | [Other [removed: Information](#i5e4061b395994812bdd95f56e058169e_277)] [added: Information](#i8575a55667fa4482a11d553f9bbfb6b9_283)] | | | [removed: [113](#i5e4061b395994812bdd95f56e058169e_277)] [added: [113](#i8575a55667fa4482a11d553f9bbfb6b9_283)] | | |

| ITEM 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i5e4061b395994812bdd95f56e058169e_280)] [added: Inspections](#i8575a55667fa4482a11d553f9bbfb6b9_289)] | | | [removed: [113](#i5e4061b395994812bdd95f56e058169e_280)] [added: [113](#i8575a55667fa4482a11d553f9bbfb6b9_289)] | | |

| ITEM 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i5e4061b395994812bdd95f56e058169e_286)] [added: Governance](#i8575a55667fa4482a11d553f9bbfb6b9_295)] | | | [removed: [114](#i5e4061b395994812bdd95f56e058169e_286)] [added: [114](#i8575a55667fa4482a11d553f9bbfb6b9_295)] | | |

| ITEM 11. | | | [Executive [removed: Compensation](#i5e4061b395994812bdd95f56e058169e_289)] [added: Compensation](#i8575a55667fa4482a11d553f9bbfb6b9_298)] | | | [removed: [114](#i5e4061b395994812bdd95f56e058169e_289)] [added: [114](#i8575a55667fa4482a11d553f9bbfb6b9_298)] | | |

| ITEM 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i5e4061b395994812bdd95f56e058169e_292)] [added: Matters](#i8575a55667fa4482a11d553f9bbfb6b9_301)] | | | [removed: [114](#i5e4061b395994812bdd95f56e058169e_292)] [added: [114](#i8575a55667fa4482a11d553f9bbfb6b9_301)] | | |

| ITEM 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i5e4061b395994812bdd95f56e058169e_295)] [added: Independence](#i8575a55667fa4482a11d553f9bbfb6b9_304)] | | | [removed: [114](#i5e4061b395994812bdd95f56e058169e_295)] [added: [114](#i8575a55667fa4482a11d553f9bbfb6b9_304)] | | |

| ITEM 14. | | | [Principal Accounting Fees and [removed: Services](#i5e4061b395994812bdd95f56e058169e_298)] [added: Services](#i8575a55667fa4482a11d553f9bbfb6b9_307)] | | | [removed: [114](#i5e4061b395994812bdd95f56e058169e_298)] [added: [114](#i8575a55667fa4482a11d553f9bbfb6b9_307)] | | |

| ITEM 15. | | | [Exhibits and Financial Statement [removed: Schedules](#i5e4061b395994812bdd95f56e058169e_304)] [added: Schedules](#i8575a55667fa4482a11d553f9bbfb6b9_313)] | | | [removed: [115](#i5e4061b395994812bdd95f56e058169e_304)] [added: [115](#i8575a55667fa4482a11d553f9bbfb6b9_313)] | | |

| ITEM 16. | | | [Form 10-K [removed: Summary](#i5e4061b395994812bdd95f56e058169e_310)] [added: Summary](#i8575a55667fa4482a11d553f9bbfb6b9_319)] | | | [removed: [121](#i5e4061b395994812bdd95f56e058169e_310)] [added: [122](#i8575a55667fa4482a11d553f9bbfb6b9_319)] | | |

- The potential benefits from, and future financial and operational performance of, acquired businesses and our [removed: investments;][added: investments, including our equity interest in LUMA (as defined herein);]

- The development of and opportunities with respect to future projects, including [added: projects involving] renewable energy [removed: projects,] [added: and other power generation,] electrical grid [removed: modernization projects,] [added: modernization,] upgrade and [removed: hardening projects,] [added: hardening; data centers and other technology infrastructure; advanced manufacturing facilities; and] larger transmission and pipeline [removed: projects and data center projects;][added: infrastructure;]

- The expected impact of changes and potential changes in climate and the physical and transition risks associated with [removed: climate change;][added: changes in climate;]

- Expectations regarding the outcome of pending or threatened legal [removed: proceedings, as well as the collection of amounts awarded in legal] proceedings; and

All of our forward-looking statements, whether written or oral, are expressly qualified by these cautionary statements and any other cautionary statements that may accompany such forward-looking statements or that are otherwise included in this [added: report.]

[removed: Although forward-looking statements reflect our good faith beliefs at the time they are made, reliance should not be] placed on forward-looking statements because they involve known and unknown risks, uncertainties and other factors, which may cause our actual results, performance or achievements to differ materially from anticipated future results, performance or achievements expressed or implied by such forward-looking statements.

| [SIGNATURES](#i8575a55667fa4482a11d553f9bbfb6b9_322) | | | | | | [123](#i8575a55667fa4482a11d553f9bbfb6b9_322) | | |

Although forward-looking statements reflect our good faith beliefs at the time they are made, reliance should not be

| [SIGNATURES](#i5e4061b395994812bdd95f56e058169e_313) | | | | | | [122](#i5e4061b395994812bdd95f56e058169e_313) | | |

report.

- a third-party risk management process for service [removed: providers;] [added: providers based on our assessment of each provider’s operational criticality, level of access to our IT systems] and [added: relative risk profile; and]

During the year ended December 31, [removed: 2024,] [added: 2025,] we have not identified risks from known cybersecurity threats, including as a result of any prior cybersecurity incidents, that have materially affected our operations, business strategy, results of operations or financial condition.

The [removed: Board] [added: Board, including through its Safety, Operations and Risk Committee,] oversees management’s implementation of our cybersecurity risk management program, receiving regular reports from management (including our Senior Vice President of Technology) on our cybersecurity risks, including briefings on our cyber risk management program [removed: and cybersecurity incidents, and reviewing cybersecurity topics impacting companies with management and external experts.]

Our cybersecurity function is responsible for assessing and managing our material risks from cybersecurity threats, as well as informing management about and monitoring the prevention, detection, mitigation, and remediation of cybersecurity risks and incidents through various means, which include briefings with internal security personnel, threat intelligence and other information obtained from governmental, public or private sources, including external cybersecurity service providers and alerts and reports produced by security tools deployed [added: in the IT environment.]

and cybersecurity incidents, and reviewing cybersecurity topics impacting companies with management and external experts.

The Safety, Operations and Risk Committee reports to the full Board regarding its activities, including those related to cybersecurity.

in the IT environment.

As of December 31, [removed: 2024,] [added: 2025,] we owned [removed: 101] [added: 123] of our facilities and certain real property and leased the remainder.

We operate a fleet of owned and leased trucks and trailers, as well as support vehicles and specialty construction equipment, such as bucket trucks, digger derricks, sidebooms, dozers, backhoes, excavators, trenchers, generators, boring machines, cranes, robotic arms, wire [removed: pullers, tensioners, helicopters] [added: pullers] and [removed: other aircraft.][added: tensioners.]

As of December 31, [removed: 2024,] [added: 2025,] the total size of our owned and leased fleet was approximately [removed: 77,000] [added: 80,000] units.

We also own a large fleet of aircraft, primarily helicopters, that are utilized in connection with our solution offerings.

Our common stock is listed on the New York Stock Exchange under the symbol “PWR.” On February [removed: 17, 2025,] [added: 16, 2026,] there were approximately [removed: 417] [added: 349] holders of record of our common stock.

[removed: Subsequent to] [added: On November 14, 2025 and] December [removed: 31, 2024,] [added: 9, 2025,] we completed [removed: two acquisitions, and] [added: three acquisitions in which] a portion of the consideration [added: for the acquisitions] consisted of the unregistered issuance of shares of our common stock.

The aggregate consideration [removed: for] [added: paid at closing in] these acquisitions included [removed: 515,822] [added: 413,823] shares of our common stock, valued at [removed: $161.6] [added: $187.0] million as of the respective acquisition dates.

The shares of common stock issued in these transactions were issued in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, [added: (the Securities Act),] as the shares were issued to the owners of the businesses acquired in a privately negotiated transaction not involving any public offering or solicitation.

For additional information about [removed: this acquisition,] [added: these acquisitions,] see Note 6 of the Notes to Consolidated Financial Statements in Item 8.

Issuer Purchases of Equity Securities During the Fourth Quarter of [removed: 2024][added: 2025]

The following table contains information about our purchases of equity securities during the three months ended December 31, [removed: 2024.][added: 2025.]

| Open Market Stock Repurchases (1) | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | [removed: 499,650,097] [added: 365,095,093] | |

(2)Includes shares withheld from employees to satisfy tax withholding obligations in connection with the vesting of restricted stock unit or performance stock unit awards or the settlement of previously vested but deferred restricted stock unit [removed: or] [added: and] performance stock unit awards.

*The following Performance Graph and related information shall not be deemed “soliciting material” or to be “filed” with the Securities and Exchange Commission, nor shall such information be incorporated by reference into any future filing under the Securities Act [removed: of 1933] or Securities Exchange Act of 1934, each as amended, except to the extent that we specifically incorporate it by reference into such filing.*

The following graph compares, for the period from December 31, [removed: 2019] [added: 2020] to December 31, [removed: 2024,] [added: 2025,] the cumulative stockholder return on our common stock with the cumulative total return of the S&P 500 Index (the S&P 500), the S&P 500 Industrials Index (the S&P 500 Industrials) and a peer group selected by our management that includes public companies within our industries.

The graph below assumes an investment of $100 (with reinvestment of all dividends) in our common stock, the S&P 500, the S&P 500 Industrials and the peer group on December 31, [removed: 2019] [added: 2020] and tracks their relative performance through December 31, [removed: 2024.][added: 2025.]

[removed: ![A.8] [added: ![PWR] Peer Chart [removed: Image v3.jpg](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000005/pwr-20241231_g2.jpg)][added: 123125.jpg](https://www.sec.gov/Archives/edgar/data/1050915/000105091526000006/pwr-20251231_g2.jpg)]

| | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2024] [added: 2025] | | |

| October 1 - 31, 2025 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Tax Withholding (2) | | | | | | 1,283 | | | | | | $ | 420.34 | | | | | — | | | | | | | | |

| November 1 - 30, 2025 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Open Market Stock Repurchases (1) | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 365,095,093 | |

| Tax Withholding (2) | | | | | | 21,018 | | | | | | $ | 449.02 | | | | | — | | | | | | | | |

| December 1 - 31, 2025 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Open Market Stock Repurchases (1) | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 365,095,093 | |

| Tax Withholding (2) | | | | | | 10,252 | | | | | | $ | 459.66 | | | | | — | | | | | | | | |

| As of December 31, 2025 | | | | | | 32,553 | | | | | | | | | | | | — | | | | | | $ | 365,095,093 | |

| Quanta Services, Inc. | | | | | | $ | 100.00 | | | | | $ | 159.50 | | | | | $ | 198.79 | | | | | $ | 301.57 | | | | | $ | 442.11 | | | | | $ | 591.12 | |

| S&P 500 | | | | | | $ | 100.00 | | | | | $ | 128.71 | | | | | $ | 105.40 | | | | | $ | 133.10 | | | | | $ | 166.40 | | | | | $ | 196.16 | |

| S&P 500 Industrials | | | | | | $ | 100.00 | | | | | $ | 121.12 | | | | | $ | 114.48 | | | | | $ | 135.24 | | | | | $ | 158.87 | | | | | $ | 189.72 | |

| Peer Group | | | | | | $ | 100.00 | | | | | $ | 139.96 | | | | | $ | 144.05 | | | | | $ | 164.72 | | | | | $ | 236.05 | | | | | $ | 280.39 | |

| October 1 - 31, 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Tax Withholding (2) | | | | | | 5,568 | | | | | | $ | 304.60 | | | | | — | | | | | | | | |

| November 1 - 30, 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Tax Withholding (2) | | | | | | 18,994 | | | | | | $ | 301.98 | | | | | — | | | | | | | | |

| December 1 - 31, 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Tax Withholding (2) | | | | | | 23,074 | | | | | | $ | 324.74 | | | | | — | | | | | | | | |

| As of December 31, 2024 | | | | | | 47,636 | | | | | | | | | | | | — | | | | | | $ | 499,650,097 | |

| Quanta Services, Inc. | | | | | | $ | 100.00 | | | | | $ | 177.74 | | | | | $ | 283.50 | | | | | $ | 353.32 | | | | | $ | 536.01 | | | | | $ | 785.80 | |

| S&P 500 | | | | | | $ | 100.00 | | | | | $ | 118.40 | | | | | $ | 152.39 | | | | | $ | 124.79 | | | | | $ | 157.59 | | | | | $ | 197.02 | |

| S&P 500 Industrials | | | | | | $ | 100.00 | | | | | $ | 111.06 | | | | | $ | 134.52 | | | | | $ | 127.15 | | | | | $ | 150.20 | | | | | $ | 176.44 | |

| Peer Group | | | | | | $ | 100.00 | | | | | $ | 114.51 | | | | | $ | 160.27 | | | | | $ | 164.96 | | | | | $ | 188.62 | | | | | $ | 270.31 | |

| [Report of Independent Registered Public Accounting [removed: Firm](#i5e4061b395994812bdd95f56e058169e_124)] [added: Firm](#i8575a55667fa4482a11d553f9bbfb6b9_127)] (PCAOB ID 238) | | | [removed: [60](#i5e4061b395994812bdd95f56e058169e_124)] [added: [61](#i8575a55667fa4482a11d553f9bbfb6b9_127)] | | |

| [Consolidated Balance [removed: Sheets](#i5e4061b395994812bdd95f56e058169e_127)] [added: Sheets](#i8575a55667fa4482a11d553f9bbfb6b9_130)] | | | [removed: [63](#i5e4061b395994812bdd95f56e058169e_127)] [added: [64](#i8575a55667fa4482a11d553f9bbfb6b9_130)] | | |

| [Consolidated Statements of [removed: Operations](#i5e4061b395994812bdd95f56e058169e_130)] [added: Operations](#i8575a55667fa4482a11d553f9bbfb6b9_133)] | | | [removed: [64](#i5e4061b395994812bdd95f56e058169e_130)] [added: [65](#i8575a55667fa4482a11d553f9bbfb6b9_133)] | | |

| [Consolidated Statements of Comprehensive [removed: Income](#i5e4061b395994812bdd95f56e058169e_133)] [added: Income](#i8575a55667fa4482a11d553f9bbfb6b9_136)] | | | [removed: [65](#i5e4061b395994812bdd95f56e058169e_133)] [added: [66](#i8575a55667fa4482a11d553f9bbfb6b9_136)] | | |

| [Consolidated Statements of Cash [removed: Flows](#i5e4061b395994812bdd95f56e058169e_136)] [added: Flows](#i8575a55667fa4482a11d553f9bbfb6b9_139)] | | | [removed: [66](#i5e4061b395994812bdd95f56e058169e_136)] [added: [67](#i8575a55667fa4482a11d553f9bbfb6b9_139)] | | |

| [Consolidated Statements of [removed: Equity](#i5e4061b395994812bdd95f56e058169e_142)] [added: Equity](#i8575a55667fa4482a11d553f9bbfb6b9_145)] | | | [removed: [67](#i5e4061b395994812bdd95f56e058169e_142)] [added: [68](#i8575a55667fa4482a11d553f9bbfb6b9_145)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i5e4061b395994812bdd95f56e058169e_145)] [added: Statements](#i8575a55667fa4482a11d553f9bbfb6b9_148)] | | | [removed: [68](#i5e4061b395994812bdd95f56e058169e_145)] [added: [69](#i8575a55667fa4482a11d553f9bbfb6b9_148)] | | |

Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) under the Securities Exchange Act of [removed: 1934.][added: 1934, as amended.]

Based on this evaluation, our management has concluded that our internal control over financial reporting was effective as of December 31, [removed: 2024] [added: 2025] to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with U.S. generally accepted accounting principles.

The effectiveness of Quanta Services, Inc.’s internal control over financial reporting as of December 31, [removed: 2024] [added: 2025] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in its report which appears herein.

Management’s assessment of the effectiveness of our internal control over financial reporting as of December 31, [removed: 2024] [added: 2025] excluded the eight businesses we acquired in [removed: 2024.][added: 2025.]

These acquisitions comprised approximately [removed: 5.5%] [added: 6.2%] and [removed: 6.7%] [added: 3.9%] of our consolidated assets and revenues as of and for the year ended December 31, [removed: 2024] [added: 2025] and included the acquisition of [removed: Cupertino Electric, Inc.,] [added: Dynamic Systems (DSI), LLC,] which comprised approximately [removed: 3.7%] [added: 1.5%] and [removed: 5.3%] [added: 1.4%] of our consolidated assets and revenues as of and for the year ended December 31, [removed: 2024.][added: 2025.]

We have audited the accompanying consolidated balance sheets of Quanta Services, Inc. and its subsidiaries (the [removed: "Company")] [added: “Company”)] as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the related consolidated statements of operations, of comprehensive income (loss), of equity and of cash flows for each of the three years in the period ended December 31, [removed: 2024,] [added: 2025,] including the related notes (collectively referred to as the [removed: "consolidated] [added: “consolidated] financial [removed: statements").][added: statements”).]

We also have audited the Company's internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2024] [added: 2025] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the COSO.

As described in Management’s Report on Internal Control over Financial Reporting, management has excluded eight businesses from its assessment of internal control over financial reporting as of December 31, [removed: 2024] [added: 2025] because they were acquired by the Company [removed: in purchase business combinations] during [removed: 2024.][added: 2025.]

These acquired businesses, each of which is wholly-owned, comprised, in the aggregate, total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting of [removed: appropriately 5.5%] [added: approximately 6.2%] and [removed: 6.7%,] [added: 3.9%,] respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, [removed: 2024.][added: 2025.]

The most significant of these acquired businesses, representing [removed: 3.7%] [added: 1.5%] of consolidated total assets and [removed: 5.3%] [added: 1.4%] of consolidated total revenues was [removed: Cupertino Electric, Inc.][added: Dynamic Systems (DSI), LLC.]

A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the [removed: company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.]

Under [added: fixed-price contracts, as well as] unit-price contracts with more than an insignificant amount of partially completed [removed: units and fixed price contracts, the Company recognizes] [added: units,] revenue [added: is recognized] as performance obligations are satisfied over time, with the percentage of completion generally measured as the percentage of costs incurred to total estimated costs for such performance obligation.

During the year ended December 31, [removed: 2024,] [added: 2025,] approximately [removed: 60.0%] [added: 63.8%] of the Company’s revenues recognized were associated with this revenue recognition method.

Contract costs include [removed: all direct materials, labor and] [added: labor,] subcontract costs and [added: certain direct material costs, as well as] indirect costs related to contract performance, such as indirect labor, supplies, tools, repairs and depreciation costs.

As of December 31, [removed: 2024,] [added: 2025,] the Company [removed: had] recognized revenues of [removed: $733.6] [added: $983.6] million related to unapproved change orders and claims included as contract price adjustments that were in the process of being negotiated in the normal course of business.

These procedures also included, among others, for a sample of contracts (i) testing management’s process for determining the total estimated contract costs, which included evaluating contracts and other documents, and testing the underlying contract costs; (ii) evaluating management’s ability to reasonably estimate total contract costs by performing a comparison of the total estimated contract costs as compared with prior period estimates, including evaluating the timely identification of circumstances that may warrant a modification to the total estimated contract costs; (iii) testing management’s process for determining the revenue related to estimated change orders and claims, which included evaluating management’s assessment of whether it is probable that the contract price will be adjusted, and testing the amount of any such adjustment for the change order or claim; and (iv) evaluating management’s methodologies and the consistency of management’s methodologies over the lives of [added: the] contracts.

As described in Note 6 to the consolidated financial statements, [added: on July 25, 2025,] the Company completed the acquisition of [removed: Cupertino Electric, Inc. on July 17, 2024.][added: Dynamic Systems.]

The acquisition resulted in [removed: $669] [added: $532.4] million of identifiable intangible assets being recorded, of which [removed: $404 million and $175] [added: $355.0] million related to [removed: the] customer [removed: relationships and trade name intangible assets, respectively.][added: relationships.]

[removed: The fair value of customer relationships is estimated as of the date a business is] acquired based on the value-in-use concept utilizing the income approach, specifically the multi-period excess earnings method.

The significant assumptions used by management in determining the fair values of customer relationships [removed: intangible assets] include future revenues, margins, discount rates and customer attrition rates.

[added: The significant assumptions used] by management in determining the fair [removed: value] [added: values] of [removed: trade name intangible assets] [added: customer relationships] include future revenues, [removed: royalty rates, and] [added: margins,] discount [added: rates and customer attrition] rates.

The principal considerations for our determination that performing procedures relating to the valuation of [removed: the] customer relationships [removed: and trade name intangible assets] acquired in the acquisition of [removed: Cupertino Electric, Inc.] [added: Dynamic Systems] is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the customer relationships [removed: and trade name intangible assets] acquired; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to future revenues, margins, and the customer attrition [removed: rate for the customer relationships intangible asset and future revenues and the royalty rate for the trade name intangible asset;] [added: rate;] and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

These procedures included testing the effectiveness of controls relating to the acquisition accounting, including controls over management’s valuation of the customer relationships [removed: and trade name intangible assets acquired and the development of significant assumptions related to future revenues, margins, and the customer attrition rate for the customer relationships intangible asset, and the significant assumptions related to future revenues and the royalty rate for the trade name intangible asset.][added: acquired.]

These procedures also included, among others (i) reading the purchase agreement; (ii) testing management’s process for developing the fair value estimate of the customer relationships [removed: and trade name intangible assets] acquired; (iii) evaluating the appropriateness of the multi-period excess earnings method [removed: and the reasonableness of the significant assumptions related to future revenues, margins, and the customer attrition rate for the customer relationships intangible asset;] [added: used by management;] (iv) [removed: evaluating the appropriateness of the relief-from-royalty method and the reasonableness of the significant assumptions related to future revenues and the royalty rate for the trade name intangible asset; and (v)] testing the completeness and accuracy of the underlying data used in the multi-period excess earnings [added: method;] and [removed: relief-from-royalty methods.][added: (v) evaluating the reasonableness of the significant assumptions used by management related to future revenues, margins, and the customer attrition rate.]

Evaluating [removed: the reasonableness of] [added: management's assumptions related to] future revenues [removed: for the customer relationships] and [removed: trade name intangible assets and] margins [removed: for the customer relationships intangible asset] involved considering (i) the current and past performance of the acquired business; (ii) the consistency with external market and industry data; and (iii) whether the assumptions were consistent with evidence obtained in other areas of the audit.

Professionals with specialized skill and knowledge were used to assist in [removed: the evaluation of] [added: evaluating (i)] the appropriateness of the multi-period excess earnings [removed: and relief-from-royalty methods] [added: method] and [added: (ii)] the reasonableness of the customer attrition rate [removed: assumption for the customer relationships intangible asset and the royalty rate assumption for the trade name intangible asset.][added: assumption.]

(In thousands, except share [added: and per share] information)

| | | | | | | [added: 2025 | | | | | |] 2024 | | | | | | 2023 | | |

| Cash and cash equivalents | | | | | | $ | [added: 439,508 | | | | | $ |] 741,960 | | | | | $ | 1,290,248 | | [added: | | | $ | 428,505 | |]

| Accounts receivable, net | | | | | | [removed: 5,170,935] [added: 6,847,091] | | | | | | [removed: 4,410,829] [added: 5,170,935] | | |

| Contract assets | | | | | | [added: $ | 1,522,186 | | | | | $ |] 1,208,619 | | | | | [added: $] | 1,413,057 | | [removed: |]

| [Report of Management](#i8575a55667fa4482a11d553f9bbfb6b9_121) | | | [60](#i8575a55667fa4482a11d553f9bbfb6b9_121) | | |

company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

*Acquisition of Dynamic Systems – Valuation of Customer Relationships*

The fair value of customer relationships is estimated as of the date a business is

February 19, 2026

| | | | | | | 2025 | | | | | | 2024 | | |

| Cash and cash equivalents | | | | | | $ | 439,508 | | | | | $ | 741,960 | |

| Provision for income taxes | | | | | | 347,588 | | | | | | 284,747 | | | | | | 219,267 | | |

| Net income | | | | | | $ | 1,041,917 | | | | | $ | 927,283 | | | | | $ | 750,689 | |

| Cash paid for asset acquisitions | | | | | | (103,370) | | | | | | — | | | | | | — | | |

| Payments of contingent consideration liabilities recorded at acquisition date | | | | | | (102,558) | | | | | | — | | | | | | (4,754) | | |

| Other comprehensive income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 65,497 | | | | | | — | | | | | | 65,497 | | | | | | — | | | | | | 65,497 | | |

| Acquisitions | | | 1,705,774 | | | | | | — | | | | | | 653,237 | | | | | | — | | | | | | — | | | | | | — | | | | | | 653,237 | | | | | | 84,380 | | | | | | 737,617 | | |

| Stock-based compensation activity | | | 731,837 | | | | | | — | | | | | | 181,396 | | | | | | — | | | | | | — | | | | | | (111,761) | | | | | | 69,635 | | | | | | — | | | | | | 69,635 | | |

| Common stock repurchases | | | (538,559) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (134,555) | | | | | | (134,555) | | | | | | — | | | | | | (134,555) | | |

| Other | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (254) | | | | | | (254) | | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | 1,028,378 | | | | | | — | | | | | | — | | | | | | 1,028,378 | | | | | | 13,539 | | | | | | 1,041,917 | | |

| Balance at December 31, 2025 | | | 149,577,564 | | | | | | $ | 2 | | | | | $ | 4,278,741 | | | | | $ | 6,673,990 | | | | | $ | (307,211) | | | | | $ | (1,707,273) | | | | | $ | 8,938,249 | | | | | $ | 89,625 | | | | | $ | 9,027,874 | |

| [1. Description of Business](#i8575a55667fa4482a11d553f9bbfb6b9_154) | | | [70](#i8575a55667fa4482a11d553f9bbfb6b9_154) | | |

| [5. Segment Information](#i8575a55667fa4482a11d553f9bbfb6b9_178) | | | [80](#i8575a55667fa4482a11d553f9bbfb6b9_178) | | |

| [6. Acquisitions](#i8575a55667fa4482a11d553f9bbfb6b9_184) | | | [82](#i8575a55667fa4482a11d553f9bbfb6b9_184) | | |

| [11. Leases](#i8575a55667fa4482a11d553f9bbfb6b9_214) | | | [93](#i8575a55667fa4482a11d553f9bbfb6b9_214) | | |

| [13. Equity](#i8575a55667fa4482a11d553f9bbfb6b9_226) | | | [98](#i8575a55667fa4482a11d553f9bbfb6b9_226) | | |

The results of Quanta have historically been subject to seasonal fluctuations.

The results of operations, comprehensive income and operating cash flows for the interim periods are not necessarily indicative of the results for the entire fiscal year.

Under the equity method of accounting, investments are stated

Quanta uses the flow-through method to account investment tax credits.

Under this method, the tax credits are recognized as a reduction in income tax expense, in the period the related qualified property is placed in service.

RSU awards to be settled in common stock are subject to forfeiture, restrictions on transfer and certain other conditions until vesting.

Quanta recognizes compensation expense for PSUs, net of estimated forfeitures, based on the forecasted achievement of the company financial and operational performance metrics and forecasted performance with respect to relative

Litigation Costs and Reserves

Quanta records reserves when the likelihood of incurring a loss is probable and the amount of loss can be reasonably estimated.

See Note 16 for additional information related to legal proceedings and other contingencies.

Quanta adopted this update in its Form 10-K for the year ended December 31, 2025 using the prospective approach.

In December 2025, the FASB issued an update that improves the navigability of the required interim disclosures and clarifies when that guidance is applicable.

The amendments also provide additional guidance on what disclosures should be provided in interim reporting periods and add a principle that requires entities to disclose events since the end of the last annual reporting period that have a material impact on the entity.

In September 2025, the FASB issued an update that clarifies the threshold entities apply to begin capitalizing costs related to software.

The standard removes all references to the project stages and requires entities to begin capitalizing software costs

when both of the following occur: (1) management, with the relevant authority, implicitly or explicitly authorizes and commits to funding a computer software project and (2) it is probable that the project will be completed and the software will be used to perform the function intended.

Early adoption and a prospective, retrospective or modified transition approach are permitted.

| [Report of Management](#i5e4061b395994812bdd95f56e058169e_118) | | | [59](#i5e4061b395994812bdd95f56e058169e_118) | | |

*Acquisition of Cupertino Electric, Inc. – Valuation of Customer Relationships and Trade Name Intangible Assets*

The fair value of trade names is estimated using the income approach, specifically the relief-from-royalty method, which is based on the assumption that in lieu of ownership, a company would be willing to pay a royalty for use of the trade name.

The significant assumptions used

February 20, 2025

QUANTA SERVICES, INC. AND SUBSIDIARIES

| | | | | | | | | | | | | | | | | | | | | |

| Asset impairment charges | | | | | | — | | | | | | — | | | | | | (14,457) | | |

| Distributions, net of equity in earnings of unconsolidated affiliates | | | | | | 2,247 | | | | | | 24,209 | | | | | | (19,238) | | |

| Loss from mark-to-market adjustment on investment | | | | | | — | | | | | | — | | | | | | 91,500 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balance at December 31, 2021 | | | 142,633,934 | | | | | | $ | 2 | | | | | $ | 2,615,410 | | | | | $ | 3,714,843 | | | | | $ | (237,689) | | | | | $ | (980,265) | | | | | $ | 5,112,301 | | | | | $ | 4,620 | | | | | $ | 5,116,921 | |

| Other comprehensive loss | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (72,988) | | | | | | — | | | | | | (72,988) | | | | | | — | | | | | | (72,988) | | |

| Stock-based compensation activity | | | 1,357,661 | | | | | | — | | | | | | 103,578 | | | | | | — | | | | | | — | | | | | | (80,049) | | | | | | 23,529 | | | | | | — | | | | | | 23,529 | | |

| Other | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 227 | | | | | | 227 | | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | 491,189 | | | | | | — | | | | | | — | | | | | | 491,189 | | | | | | 20,454 | | | | | | 511,643 | | |

| [1. Description of Business](#i5e4061b395994812bdd95f56e058169e_151) | | | [69](#i5e4061b395994812bdd95f56e058169e_151) | | |

| [5. Segment Information](#i5e4061b395994812bdd95f56e058169e_1904) | | | [79](#i5e4061b395994812bdd95f56e058169e_1904) | | |

| [6. Acquisitions](#i5e4061b395994812bdd95f56e058169e_178) | | | [82](#i5e4061b395994812bdd95f56e058169e_178) | | |

| [11. Leases](#i5e4061b395994812bdd95f56e058169e_208) | | | [93](#i5e4061b395994812bdd95f56e058169e_208) | | |

| [13. Equity](#i5e4061b395994812bdd95f56e058169e_220) | | | [98](#i5e4061b395994812bdd95f56e058169e_220) | | |

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

method or the average costing method.

straight-line basis if the pattern of economic benefit cannot otherwise be reliably estimated.

(expense), net” when the investee is not considered integral to the business.

In November 2023, the FASB issued an update that, among other things, requires public entities to disclose significant segment expenses that are regularly provided to the chief operating decision maker (CODM) and included within each reported measure of segment profit or loss, provide an amount for other segment items by reportable segment and provide all segment disclosures required on an annual basis in interim periods.

Additionally, the update requires entities to disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources.

Retrospective application is required.

Quanta adopted this update effective December 31, 2024.

In June 2022, the FASB issued an update that clarifies the guidance in FASB ASC 820 (Fair Value Measurement) for equity securities subject to contractual sale restrictions.

The update prohibits entities from taking into account contractual restrictions on the sale of equity securities when estimating fair value and introduces required disclosures for such transactions.

This guidance will increase the fair market value of the consideration paid in equity securities in a business combination, and therefore it may increase the amount allocated to goodwill.

Quanta adopted this update effective January 1, 2024, and it did not have a material impact on Quanta’s consolidated financial statements.

In March 2024, the U.S. Securities and Exchange Commission (SEC) issued its final climate disclosure rule (the Final Rule) that requires public entities to disclose certain material climate-related information in annual reports and registration statements, including disclosure of material impacts as a result of severe weather events and other natural conditions and material Scope 1 and Scope 2 greenhouse gas emissions.

The Final Rule requires disclosures to be made prospectively, with

information for prior periods required only to the extent the information was disclosed in a prior SEC filing.

Certain requirements of the Final Rule were originally effective for fiscal years beginning on or after January 1, 2025, with phase-in periods for additional requirements.

However, on April 4, 2024, the SEC issued a stay pending judicial review of the Final Rule in U.S. federal court.

performance obligation.

The majority of the materials associated with Quanta’s work are owner-furnished, and therefore not included in contract revenues and costs.

Based on this evaluation, these officers have concluded that, as of December 31, [removed: 2024,] [added: 2025,] our disclosure controls and procedures were effective to provide reasonable assurance of achieving their objectives.

As described in the Report of Management, management’s assessment of the effectiveness of our internal control over financial reporting as of December 31, [removed: 2024] [added: 2025] excluded the eight businesses we acquired in [removed: 2024.][added: 2025.]

These acquisitions comprised approximately [removed: 5.5%] [added: 6.2%] and [removed: 6.7%] [added: 3.9%] of our consolidated assets and revenues as of and for the year ended December 31, [removed: 2024] [added: 2025] and included the acquisition of [removed: Cupertino Electric, Inc.,] [added: Dynamic Systems,] which comprised approximately [removed: 3.7%] [added: 1.5%] and [removed: 5.3%] [added: 1.4%] of our consolidated assets and revenues as of and for the year ended December 31, [removed: 2024.][added: 2025.]

Except as noted above, there has been no change in our internal control over financial reporting that occurred during the quarter ended December 31, [removed: 2024] [added: 2025] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

During the three months ended December 31, 2025, no director or officer of Quanta adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

On November 25, 2024, Donald C.

Wayne, Executive Vice President and General Counsel of Quanta, adopted a Rule 10b5-1 trading arrangement (as such term is defined in Item 408 of Regulation S-K), with an expiration date of the earlier of May 30, 2025 or the date on which all contemplated transactions set forth in the plan are completed.

Mr. Wayne’s plan provides for the potential sale of up to 19,307 shares of Quanta common stock and is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act.

The information required by this Item 10 is incorporated by reference to the definitive proxy statement related to our [removed: 2025] [added: 2026] Annual Meeting of Stockholders, which is to be filed with the SEC pursuant to the Exchange Act within 120 days following the end of our [removed: 2024] [added: 2025] fiscal year.

The information required by this Item 11 is incorporated by reference to the definitive proxy statement related to our [removed: 2025] [added: 2026] Annual Meeting of Stockholders, which is to be filed with the SEC pursuant to the Exchange Act within 120 days following the end of our [removed: 2024] [added: 2025] fiscal year.

The information required by this Item 12 is incorporated by reference to the definitive proxy statement related to our [removed: 2025] [added: 2026] Annual Meeting of Stockholders, which is to be filed with the SEC pursuant to the Exchange Act within 120 days following the end of our [removed: 2024] [added: 2025] fiscal year.

The information required by this Item 13 is incorporated by reference to the definitive proxy statement related to our [removed: 2025] [added: 2026] Annual Meeting of Stockholders, which is to be filed with the SEC pursuant to the Exchange Act within 120 days following the end of our [removed: 2024] [added: 2025] fiscal year.

The information required by this Item 14 is incorporated by reference to the definitive proxy statement related to our [removed: 2025] [added: 2026] Annual Meeting of Stockholders, which is to be filed with the SEC pursuant to the Exchange Act within 120 days following the end of our [removed: 2024] [added: 2025] fiscal year.

| 2.1 | | | — | | | [Agreement and Plan of [removed: Merger] [added: Merger, dated as of July 17, 2024,] by and among [removed: Blattner Holding Company,] Quanta Services, Inc., Quanta Merger Sub, [removed: LLC and certain shareholders of Blattner Holding Company, dated] [added: Inc., Cupertino Electric, Inc., Fortis Advisors LLC,] as [added: Securityholder Representative, and solely for the purposes] of [removed: September 1, 2021] [added: certain sections specified in the Merger Agreement, the Designated Company Shareholders and the Designated Company SAR Holders] (previously filed as Exhibit 2.1 to [removed: the Company’s] [added: Quanta’s] Form 8-K filed [removed: October 15, 2021] [added: July 22, 2024] and incorporated herein by [removed: reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312521300152/d73735dex21.htm)] [added: reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312524182240/d841267dex21.htm)] | | |

| [removed: 4.9] [added: 4.12] | | | — | | | [Form of [removed: 2.90](https://www.sec.gov/Archives/edgar/data/1050915/000119312520254673/d940038dex42.htm)[%] [added: 2.90%] Senior Notes due 2030 (previously filed as Exhibit 4.3 to the Company's Form 8-K filed September 25, 2020 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312520254673/d940038dex42.htm) | | |

| [removed: 4.10] [added: 4.13] | | | — | | | [Form of [removed: 2.35](https://www.sec.gov/Archives/edgar/data/1050915/000119312521280711/d224279dex43.htm)[%] [added: 2.35%] Senior Notes due 2032 (previously filed as Exhibit 4.6 to the Company’s Form 8-K filed September 23, 2021 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312521280711/d224279dex43.htm) | | |

| [removed: 4.11] [added: 4.14] | | | — | | | [Form of [removed: 3.05](https://www.sec.gov/Archives/edgar/data/1050915/000119312521280711/d224279dex44.htm)[%] [added: 3.05%] Senior Notes due 2041 (previously filed as Exhibit 4.7 to the Company’s Form 8-K filed September 23, 2021 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312521280711/d224279dex44.htm) | | |

| [removed: 4.12] [added: 4.15] | | | — | | | [Form of [removed: 4.75](https://www.sec.gov/Archives/edgar/data/1050915/000119312524197895/d746340dex42.htm)[%] [added: 4.75%] Senior Notes due 2027 (previously filed as Exhibit 4.4 to the Company’s Form 8-K filed August 9, 2024 and incorporated therein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312524197895/d746340dex42.htm) | | |

| [removed: 4.13] [added: 4.16] | | | — | | | [Form of [removed: 5.25](https://www.sec.gov/Archives/edgar/data/1050915/000119312524197895/d746340dex43.htm)[%] [added: 5.25%] Senior Notes due 2034 (previously filed as Exhibit 4.5 to the Company’s Form 8-K filed August 9, 2024 and incorporated therein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312524197895/d746340dex43.htm) | | |

| [removed: 10.3*] [added: 10.4*] | | | — | | | [Form of RSU Award Agreement for awards to employees/consultants pursuant to the 2019 Omnibus Equity Incentive Plan (previously filed as Exhibit 10.2 to the Company’s Form 8-K filed May 24, 2019 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312519157174/d765169dex102.htm) | | |

| [removed: 10.4*] [added: 10.5*] | | | — | | | [Form of RSU Award Agreement for awards to non-employee directors pursuant to the 2019 Omnibus Equity Incentive Plan (previously filed as Exhibit 10.3 to the Company’s Form 8-K filed May 24, 2019 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312519157174/d765169dex103.htm) | | |

| [removed: 10.5*] [added: 10.6*] | | | — | | | [Form of PSU Award Agreement for awards to employees/consultants pursuant to the 2019 Omnibus Equity Incentive Plan (previously filed as Exhibit 10.4 to the Company’s Form 8-K filed May 24, 2019 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312519157174/d765169dex104.htm) | | |

| [removed: 10.6*] [added: 10.7*] | | | — | | | [Form of RSU Award Agreement for awards to employees/consultants pursuant to the 2019 Omnibus Equity Incentive Plan (adopted August 2023) (previously filed as Exhibit 10.5 to the Company’s Form 10-Q for the quarter ended September 30, 2023 filed November 2, 2023 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000105091523000164/pwr09-30x2023ex105.htm) | | |

| [removed: 10.7*] [added: 10.8*] | | | — | | | [Form of RSU Award Agreement for awards to non-employee directors pursuant to the 2019 Omnibus Equity Incentive Plan (adopted August 2023) (previously filed as Exhibit 10.6 to the Company’s Form 10-Q for the quarter ended September 30, 2023 filed November 2, 2023 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000105091523000164/pwr09-30x2023ex106.htm) | | |

| [removed: 10.8*] [added: 10.9*] | | | — | | | [Form of PSU Award Agreement for awards to employees/consultants pursuant to the 2019 Omnibus Equity Incentive Plan (adopted August 2023) (previously filed as Exhibit 10.7 to the Company’s Form 10-Q for the quarter ended September 30, 2023 filed November 2, 2023 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000105091523000164/pwr09-30x2023ex107.htm) | | |

| [removed: 10.9*] [added: 10.10*] | | | — | | | [Employment Agreement, dated August 1, 2023, by and between Quanta Services, Inc. and Earl C. (Duke) Austin, Jr. (previously filed as Exhibit 10.1 to the Company’s Form 8-K filed August 3, 2023 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312523202254/d470531dex101.htm) | | |

| [removed: 10.10*] [added: 10.11*] | | | — | | | [Employment Agreement, dated August 1, 2023, by and between Quanta Services, Inc. and Jayshree Desai (previously filed as Exhibit 10.2 to the Company’s Form 8-K filed August 3, 2023 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312523202254/d470531dex102.htm) | | |

| [removed: 10.11*] [added: 10.14*] | | | — | | | [Employment [removed: Agreement] [added: Agreement,] dated [removed: September 12, 2017, effective as of January] [added: August] 1, [removed: 2017,] [added: 2023,] by and between Quanta Services, Inc. and [removed: Paul C. Gregory] [added: Gerald A. Ducey, Jr.] (previously filed as Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended [removed: September 30, 2017] [added: March 31, 2024] filed [removed: November 9, 2017] [added: May 2, 2024] and incorporated herein by [removed: reference)](https://www.sec.gov/Archives/edgar/data/1050915/000105091517000057/pwr9-30x2017ex101.htm)] [added: reference)](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm)] | | |

| [removed: 10.14*] [added: 10.15*] | | | — | | | [Employment Agreement, dated [removed: August 1, 2023,] [added: May 24, 2024,] by and between Quanta Services, Inc. and [removed: Gerald A. Ducey, Jr.](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm)] [added: Karl W. Studer](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000047/pwr03-31x2025ex102.htm)] [(previously filed [removed: as](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm) [Ex](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm)[hib](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm)[it 10.1] [added: as Ex](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000047/pwr03-31x2025ex102.htm)[hibit 10.2] to the [removed: Company](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm)[’](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm)[s](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm) [Form 10-Q f](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm)[or] [added: Com](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000047/pwr03-31x2025ex102.htm)[pany](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000047/pwr03-31x2025ex102.htm)[’](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000047/pwr03-31x2025ex102.htm)[s Form](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000047/pwr03-31x2025ex102.htm) [10-Q for] the quarter ended [removed: March 31, 2024](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm) [filed](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm) [](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm)[May 2, 2024](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm) [and] [added: Marc](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000047/pwr03-31x2025ex102.htm)[h](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000047/pwr03-31x2025ex102.htm) [31. 2025 filed May 1, 2025 and] incorporated herein by [removed: refer](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm)[e](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm)[n](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm)[ce](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm)[)](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000082/pwr03-31x2024ex101.htm)] [added: reference)](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000047/pwr03-31x2025ex102.htm)] | | |

| [removed: 10.15*] [added: 10.17*] | | | — | | | [Quanta Services, Inc. Term Sheet for [removed: 2022] [added: 2023] Annual Incentive Plan – Corporate Employees, Quanta Services, Inc. Term Sheet for [removed: 2022] [added: 2023] Senior Leadership Long-Term Incentive Plan and Quanta Services, Inc. Term Sheet for [removed: 2022] [added: 2023] Discretionary Plan – All Employees (previously filed as Exhibit 10.1 to [removed: Quanta's] [added: Quanta’s] Form 8-K filed March [removed: 8, 2022] [added: 14, 2023] and incorporated herein by [removed: reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312522069303/d314907dex101.htm)] [added: reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312523070235/d485507dex101.htm)] | | |

| [removed: 10.16*] [added: 10.18*] | | | — | | | [Quanta Services, Inc. Term Sheet for [removed: 2023] [added: 2024] Annual Incentive Plan – Corporate Employees, Quanta Services, Inc. Term Sheet for [removed: 2023] [added: 2024] Senior Leadership Long-Term Incentive Plan and Quanta Services, Inc. Term Sheet for [removed: 2023] [added: 2024] Discretionary Plan – All Employees (previously filed as Exhibit 10.1 to Quanta’s Form 8-K filed March [removed: 14, 2023] [added: 8, 2024] and incorporated herein by [removed: reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312523070235/d485507dex101.htm)] [added: reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312524063768/d808539dex101.htm)] | | |

| [removed: 10.17*] [added: 10.19*] | | | — | | | [Quanta Services, Inc. Term Sheet for [removed: 2024] [added: 2025] Annual Incentive Plan – Corporate Employees, Quanta Services, Inc. Term Sheet for [removed: 2024] [added: 2025] Senior Leadership Long-Term Incentive Plan and Quanta Services, Inc. Term Sheet for [removed: 2024] [added: 2025] Discretionary Plan – All Employees (previously filed as Exhibit 10.1 to Quanta’s Form 8-K filed March [removed: 8, 2024] [added: 5, 2025] and incorporated herein by [removed: reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312524063768/d808539dex101.htm)] [added: reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312525047287/d878030dex101.htm)] | | |

| [removed: 10.18*] [added: 10.21*] | | | — | | | [Director Compensation Summary, adopted [removed: March 29, 2023 and effective as of May 23, 2023 (previously] [added: August 27, 2025](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000111/pwr09-30x2025ex101.htm) [(previou](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000111/pwr09-30x2025ex101.htm)[sly] filed as Exhibit 10.1 to [removed: the Company’s] [added: the](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000111/pwr09-30x2025ex101.htm) [Company](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000111/pwr09-30x2025ex101.htm)[’](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000111/pwr09-30x2025ex101.htm)[s] Form [removed: 10-Q] [added: 1](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000111/pwr09-30x2025ex101.htm)[0](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000111/pwr09-30x2025ex101.htm)[\-Q] for the [removed: quarter ended March 31, 2023 filed May 4, 2023] [added: quarter](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000111/pwr09-30x2025ex101.htm) [ended](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000111/pwr09-30x2025ex101.htm) [September 30, 2025 filed](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000111/pwr09-30x2025ex101.htm) [Oc](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000111/pwr09-30x2025ex101.htm)[tober 30, 2025] and incorporated herein by [removed: reference)](https://www.sec.gov/Archives/edgar/data/1050915/000105091523000080/pwr03-31x2023ex101.htm)] [added: referen](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000111/pwr09-30x2025ex101.htm)[ce)](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000111/pwr09-30x2025ex101.htm)] | | |

| [removed: 10.19*ˆ] [added: 10.20*] | | | — | | | [Director Compensation Summary, adopted November 20, 2024 and effective as of 2025 Annual Meeting of Stockholders](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000005/pwr-ex1019x12312024.htm) [added: [](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000005/pwr-ex1019x12312024.htm)[(previously filed](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000005/pwr-ex1019x12312024.htm) [as Exhibit 10.19 t](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000005/pwr-ex1019x12312024.htm)[o the Com](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000005/pwr-ex1019x12312024.htm)[pany](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000005/pwr-ex1019x12312024.htm)[’](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000005/pwr-ex1019x12312024.htm)[s Form 10-K for the year ended December 31, 2024 filed](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000005/pwr-ex1019x12312024.htm) [February](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000005/pwr-ex1019x12312024.htm) [2](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000005/pwr-ex1019x12312024.htm)[0](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000005/pwr-ex1019x12312024.htm)[, 2025 and incorporated herein by](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000005/pwr-ex1019x12312024.htm) [reference](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000005/pwr-ex1019x12312024.htm)[)](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000005/pwr-ex1019x12312024.htm)] | | |

| [removed: 10.20*] [added: 10.22*] | | | — | | | [Quanta Services, Inc. Non-Employee Director Deferred Compensation Plan dated effective January 1, 2017 (previously filed as Exhibit 10.25 to the Company’s Form 10-K for the year ended December 31, 2016 filed March 1, 2017 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312517064821/d295903dex1025.htm) | | |

| [removed: 10.21*] [added: 10.23*] | | | — | | | [Quanta Services, Inc. Nonqualified Deferred Compensation Plan, as restated effective January 1, 2017, including the Nonqualified Deferred Compensation Plan Adoption Agreement (previously filed as Exhibit 10.27 to the Company’s Form 10-K for the year ended December 31, 2016 filed March 1, 2017 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312517064821/d295903dex1027.htm) | | |

| [removed: 10.22] [added: 10.24] | | | — | | | [Form of Amended and Restated Indemnity Agreement (previously filed as Exhibit 10.1 to the Company’s Form 8-K filed December 11, 2018 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312518347045/d547415dex101.htm) | | |

| [removed: 10.23] [added: 10.25] | | | — | | | [Fourth Amended and Restated Credit Agreement, dated as of December 18, 2015, among Quanta Services, Inc. and certain subsidiaries of Quanta Services, Inc., as Borrowers, certain subsidiaries of Quanta Services, Inc. identified therein as Guarantors, Bank of America, N.A., as Administrative Agent, Domestic Swing Line Lender and an L/C Issuer, and the other Lenders party thereto (previously filed as Exhibit 99.1 to the Company’s Form 8-K filed December 23, 2015 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312515412933/d106967dex991.htm) | | |

| [removed: 10.24] [added: 10.26] | | | — | | | [First Amendment to Fourth Amended and Restated Credit Agreement dated as of June 27, 2016, among Quanta Services, Inc. and certain subsidiaries of Quanta Services, Inc., as Borrowers, certain subsidiaries of Quanta Services, Inc. identified therein as Guarantors, Bank of America, N.A., as Administrative Agent, Domestic Swing Line Lender and an L/C Issuer, and the other Lenders party thereto (previously filed as Exhibit 10.2 to the Company’s Form 10-Q filed August 8, 2016 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312516675265/d196610dex102.htm) | | |

| [removed: 10.25] [added: 10.27] | | | — | | | [Second Amendment to Fourth Amended and Restated Credit Agreement, dated as of October 31, 2017, among Quanta Services, Inc. and certain subsidiaries of Quanta Services, Inc., as Borrowers, certain subsidiaries of Quanta Services, Inc. identified therein as Guarantors, the lenders party thereto, Bank of America, N.A., as Administrative Agent, and the Swing Line Lenders and L/C Issuers party thereto (previously filed as Exhibit 10.1 to the Company’s Form 8-K filed November 6, 2017 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312517334394/d471826dex101.htm) | | |

| [removed: 10.26] [added: 10.28] | | | — | | | [Third Amendment to Fourth Amended and Restated Credit Agreement, dated as of August 24, 2018, among Quanta Services, Inc. and certain subsidiaries of Quanta Services, Inc., as Borrowers, certain subsidiaries of Quanta Services, Inc. identified therein as Guarantors, the lenders party thereto, Bank of America, N.A., as Administrative Agent, and the Swing Line Lenders and L/C Issuers party thereto (previously filed as Exhibit 10.1 to the Company’s Form 8-K filed October 15, 2018 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312518299299/d634676dex101.htm) | | |

| [removed: 10.27] [added: 10.29] | | | — | | | [Fourth Amendment to Fourth Amended and Restated Credit Agreement, dated as of October 10, 2018, among Quanta Services, Inc. and certain subsidiaries of Quanta Services, Inc., as Borrowers, certain subsidiaries of Quanta Services, Inc. identified therein as Guarantors, the lenders party thereto, Bank of America, N.A., as Administrative Agent, and the Swing Line Lenders and L/C Issuers party thereto (previously filed as Exhibit 10.2 to the Company’s Form 8-K filed October 15, 2018 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312518299299/d634676dex102.htm) | | |

| [removed: 10.28] [added: 10.30] | | | — | | | [Incremental Term Loan Amendment and Fifth Amendment to Fourth Amended and Restated Credit Agreement and Omnibus Amendment to Loan Documents, dated as of September 6, 2019, among Quanta Services, Inc. and certain subsidiaries of Quanta Services, Inc., as Borrowers, certain subsidiaries of Quanta Services, Inc. identified therein as Guarantors, the lenders party thereto, Bank of America, N.A., as Administrative Agent, and the L/C Issuers party thereto (previously filed as Exhibit 10.6 to the Company’s Form 8-K filed September 9, 2019 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312519240442/d766288dex106.htm) | | |

| [removed: 10.29] [added: 10.31] | | | — | | | [Incremental Revolving Credit Increase Agreement and Lender Joinder Agreement, dated as of September 12, 2019, among Quanta Services, Inc. and certain subsidiaries of Quanta Services, Inc., as Borrowers, certain subsidiaries of Quanta Services, Inc. identified therein as Guarantors, BNP Paribas, the Swing Line Lenders and L/C Issuers party thereto and Bank of America, N.A., as Administrative Agent (previously filed as Exhibit 10.4 to the Company’s Form 10-Q filed November 1, 2019 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000105091519000081/pwr9-30x2019ex104.htm) | | |

| [removed: 10.30] [added: 10.32] | | | — | | | [Sixth Amendment to Fourth Amended and Restated Credit Agreement, dated as of September 22, 2020, among Quanta Services, Inc. and certain subsidiaries of Quanta Services, Inc., as Borrowers, certain subsidiaries of Quanta Services, Inc. identified therein as Guarantors, the lenders party thereto, Bank of America, N.A., as Administrative Agent, and the Swing Line Lenders and L/C Issuers party thereto (previously filed as Exhibit 10.1 to the Company’s Form 8-K filed September 25, 2020 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312520254673/d940038dex101.htm) | | |

| [removed: 10.31] [added: 10.33] | | | — | | | [Seventh Amendment to Fourth Amended and Restated Credit Agreement, dated as of May 17, 2021, among Quanta Services, Inc. and certain subsidiaries of Quanta Services, Inc., as Borrowers, the lenders party thereto, Bank of America, N.A., as Administrative Agent, and the Swing Line Lenders and L/C Issuers party thereto (previously filed as Exhibit 10.1 to the Company’s Form 10-Q filed August 5, 2021 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000105091521000103/pwr06-30x2021ex101.htm) | | |

| [removed: 10.32] [added: 10.34] | | | — | | | [Eighth Amendment to Fourth Amended and Restated Credit Agreement, dated as of September 9, 2021, among Quanta Services, Inc. and certain subsidiaries of Quanta Services, Inc., as Borrowers, Quanta Services, Inc., as Guarantor, the lenders party thereto, Bank of America, N.A., as Administrative Agent, and the Swing Line Lenders and L/C Issuers party thereto (previously filed as Exhibit 10.1 to the Company’s Form 8-K filed October 15, 2021 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312521300152/d73735dex101.htm) | | |

| [removed: 10.33] [added: 10.35] | | | — | | | [Ninth Amendment to Fourth Amended and Restated Credit Agreement, dated as of October 8, 2021, among Quanta Services, Inc. and certain subsidiaries of Quanta Services, Inc., as Borrowers, Quanta Services, Inc., as Guarantor, the lenders party thereto, Bank of America, N.A., as Administrative Agent, and the Swing Line Lenders and L/C Issuers party thereto (previously filed as Exhibit 10.2 to the Company’s Form 8-K filed October 15, 2021 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312521300152/d73735dex102.htm) | | |

| [removed: 10.34] [added: 10.36] | | | — | | | [Tenth Amendment to Fourth Amended and Restated Credit Agreement, dated as of February 4, 2022, among Quanta Services, Inc. and certain subsidiaries of Quanta Services, Inc., as Borrowers, the lenders party thereto and Bank of America, N.A., as Administrative Agent (previously filed as Exhibit 10.37 to the Company](https://www.sec.gov/Archives/edgar/data/1050915/000105091522000008/pwr-ex1037x12x31x2021.htm)’[s Form 10-K filed February 25, 2022 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000105091522000008/pwr-ex1037x12x31x2021.htm) | | |

| [removed: 10.35] [added: 10.37] | | | — | | | [Eleventh Amendment to Fourth Amended and Restated Credit Agreement, dated as of August 23, 2022, among Quanta Services, Inc., as a borrower and the guarantor, certain subsidiaries of Quanta Services, Inc., as borrowers, the lenders party thereto and Bank of America, N.A., as Administrative Agent (previously filed as Exhibit 10.2 to Quanta](https://www.sec.gov/Archives/edgar/data/1050915/000119312522228039/d351102dex102.htm)’[s Form 8-K filed August 24, 2022 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312522228039/d351102dex102.htm) | | |

| [removed: 10.36] [added: 10.38] | | | — | | | [Twelfth Amendment to Fourth Amended and Restated Credit Agreement, dated as of June 10, 2024, among Quanta Services, Inc., as a borrower and the guarantor, certain subsidiaries of Quanta Services, Inc., as borrowers, the lenders party thereto and Bank of America, N.A., as Administrative [removed: Agent](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm) [(previously fi](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm)[led] [added: Agent (previously filed] as [removed: Exhib](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm)[it 10.](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm)[1](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm) [to Qu](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm)[anta](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm)[’](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm)[s] [added: Exhibit 10.1 to Quanta’s] Form 10-Q for the [removed: q](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm)[uarter](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm) [ended] [added: quarter ended] June [removed: 30](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm)[,](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm) [2024](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm) [](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm)[filed] [added: 30, 2024 filed] August 1, [removed: 2024](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm) [and] [added: 2024 and] incorporated [removed: her](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm)[ein](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm) [](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm)[by refer](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm)[e](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm)[nce)](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm)] [added: herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000105091524000140/executed-twelfthamendmen.htm)] | | |

| [removed: 10.37] [added: 10.39] | | | — | | | [Thirteenth Amendment to Fourth Amended and Restated Credit Agreement, dated as of July 31, 2024, among Quanta Services, Inc., as a borrower and the guarantor, certain subsidiaries of Quanta Services, Inc., as borrowers, the lenders party thereto and Bank of America, N.A., as Administrative Agent (previously filed as Exhibit 10.1 to Quanta’s Form 8-K filed August 1, 2024 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312524190572/d850925dex101.htm) | | |

| [removed: 10.38] [added: 10.40] | | | — | | | [Form of Commercial Paper Dealer Agreement between Quanta Services, Inc. and the Dealer party thereto (previously filed as Exhibit 10.1 to Quanta's Form 8-K filed August 24, 2022 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312522228039/d351102dex101.htm) | | |

| 4.9 | | | — | | | [Seventh Supplemental Indenture, dated as of August 7, 2025, between Quanta Services, Inc. and U.S. Bank Trust Company, National Association, as trustee (previously filed as Exhibit 4.2 to the Company’s Form 8-K filed August 7, 2025 and incorporated therein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312525175423/d943908dex42.htm) | | |

| 4.10 | | | — | | | [Eighth Supplemental Indenture, dated as of August 7, 2025, between Quanta Services, Inc. and U.S. Bank Trust Company, National Association, as trustee (previously filed as Exhibit 4.3 to the Company’s Form 8-K filed August 7, 2025 and incorporated therein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312525175423/d943908dex43.htm) | | |

| 4.11 | | | — | | | [Ninth Supplemental Indenture, dated as of August 7, 2025, between Quanta Services, Inc. and U.S. Bank Trust Company, National Association, as trustee (previously filed as Exhibit 4.4 to the Company’s Form 8-K filed August 7, 2025 and incorporated therein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312525175423/d943908dex44.htm) | | |

| 4.17 | | | — | | | [Form of 4.300% Senior Notes due 2028 (previously filed as Exhibit 4.5 to the Company’s Form 8-K filed August 7, 2025 and incorporated therein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312525175423/d943908dex42.htm) | | |

| 4.18 | | | — | | | [Form of 4.500% Senior Notes due 2031 (previously filed as Exhibit 4.6 to the Company’s Form 8-K filed August 7, 2025 and incorporated therein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312525175423/d943908dex43.htm) | | |

| 4.19 | | | — | | | [Form of 5.100% Senior Notes due 2035 (previously filed as Exhibit 4.7 to the Company’s Form 8-K filed August 7, 2025 and incorporated therein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312525175423/d943908dex44.htm) | | |

| 10.3* | | | — | | | [Amendment No. 2 to the Quanta Services, Inc. 2019 Omnibus Equity Incentive Plan (previously filed as Exhibit 10.3 to Quanta’s Form 8-K filed May 29, 2025 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312525130598/d14177dex103.htm) | | |

| 10.16* | | | — | | | [Employee Transition Agreement, dated May 29, 2025, by and between Quanta Services, Inc. and Derrick Jensen](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000103/pwr06-30x2025ex102.htm) [(](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000103/pwr06-30x2025ex102.htm)[previously](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000103/pwr06-30x2025ex102.htm) [filed as Exhibit 10.2 to the Company](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000103/pwr06-30x2025ex102.htm)[’](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000103/pwr06-30x2025ex102.htm)[s Fo](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000103/pwr06-30x2025ex102.htm)[rm 10-Q for the](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000103/pwr06-30x2025ex102.htm) [qu](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000103/pwr06-30x2025ex102.htm)[arter ended June](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000103/pwr06-30x2025ex102.htm) [30, 2025 filed July 3](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000103/pwr06-30x2025ex102.htm)[1, 202](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000103/pwr06-30x2025ex102.htm)[5](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000103/pwr06-30x2025ex102.htm) [and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000105091525000103/pwr06-30x2025ex102.htm) | | |

| 2.2 | | | — | | | [Agreement and Plan of Merger, dated as of July 17, 2024, by and among Quanta Services, Inc., Quanta Merger Sub, Inc., Cupertino Electric, Inc., Fortis Advisors LLC, as Securityholder Representative, and solely for the purposes of certain sections specified in the Merger Agreement, the Designated Company Shareholders and the Designated Company SAR Holders (previously filed as Exhibit 2.1 to Quanta’s Form 8-K filed July 22, 2024 and incorporated herein by reference)](https://www.sec.gov/Archives/edgar/data/1050915/000119312524182240/d841267dex21.htm) | | |

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Quanta Services, Inc. has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Houston, State of Texas, on February [removed: 20, 2025.][added: 19, 2026.]

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed by the following persons in the capacities indicated on February [removed: 20, 2025.][added: 19, 2026.]

| | | | | | | | | |

| /s/ VINCENT D. FOSTER | | | | | | Director | | |

| Vincent D. Foster | | | | | | | | |