Rollins (ROL) 10-K risk factor changes: FY2025 vs FY2024

- expansion efforts and growth opportunities, including, but not [removed: limited to,] [added: limited, to anticipated] organic [added: and acquisition] growth and recent and future acquisitions in the United States and in foreign markets where we have a presence and integration efforts with respect to recent acquisitions;

- our belief [removed: that] [added: that, through our wholly-owned subsidiaries,] we compete effectively and favorably with our [removed: competitors;][added: competitors as one of the world’s largest pest and termite control companies;]

- our [added: belief that our] alignment around [removed: the] key strategic areas [removed: that] will enable us to grow faster than our market, position our business for the future, and deliver value for all [removed: stakeholders and] [added: stakeholders, including] our [removed: ability to execute on] [added: customers,] our [removed: strategic plan;][added: teammates, our communities and our shareholders;]

- our policies and procedures that are designed to identify, assess, and manage material risks arising from cybersecurity [removed: incidents;][added: incidents and AI technologies;]

- new information [removed: technology] systems and technology will lead to new or improving business capabilities and streamline business processes, financial reporting, and acquisition integration;

- [removed: our focus] [added: as we start 2026, we remain focused] on continuous improvement initiatives to enhance profitability across our business;

- our belief that no pending or threatened claim, proceeding, litigation, regulatory action or investigation, either alone or in the aggregate, including, but not limited to, the [removed: investigation] [added: inquiry] by [removed: certain California governmental authorities regarding compliance with environmental regulations] [added: the FTC] and claims filed under California's Private Attorneys General Act, will have a material adverse effect on our financial position, results of operations or liquidity;

Important factors could cause actual results to differ materially from those indicated or implied by forward-looking statements including, but not limited to, those [removed: described] [added: set forth] in Item 1A “Risk Factors” of Part I, Item 7 “Management’s Discussion and Analysis of Financial condition and Results of Operations” of Part II, and elsewhere in this Annual Report on Form 10-K for our fiscal year ended December 31, [removed: 2024] [added: 2025] and may also be described from time to time in our future reports filed with the SEC.

Discussions of [removed: 2022] [added: 2023] items and year-to-year comparisons of [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] that are not included in this Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, [removed: 2023.][added: 2024.]

During [removed: 2024,] [added: 2025,] we [removed: made significant] [added: continued to make] strides in all four pillars of our strategic objectives: 1) people first 2) customer loyalty 3) growth mindset and 4) operational efficiency.

[removed: During 2024, we] [added: We] continued to make strategic improvements to both our support functions, as well as the customer-facing side of our business, by hiring and onboarding the right people [added: into the right roles.]

Effective sales and service staffing levels helped us to capitalize on continued demand and deliver solid results for the year, with organic revenues* growing by [removed: 7.9%] [added: 6.9%] compared to [removed: 2023.][added: 2024.]

[removed: 2024] [added: 2025] marked [removed: a] [added: another] record year in terms of revenues, totaling [removed: $3.4] [added: approximately $3.8] billion, an increase of [removed: 10.3%] [added: 11.0%] over [removed: 2023,] [added: 2024,] with acquisition revenues* [removed: growing by 3.1% compared to 2023.][added: contributing 4.1% growth in the year.]

We completed [removed: 44 acquisitions] [added: 26 transactions] in [removed: 2024,] [added: 2025,] including [removed: 32] [added: 22] acquisitions and [removed: 12] [added: 4] franchise buybacks, driving inorganic growth at our brands both domestically and internationally.

We saw healthy margins in [removed: 2024,] [added: 2025,] with gross margin improving [removed: 50] [added: 10] basis points to [removed: 52.7%] [added: 52.8%] in [removed: 2024] [added: 2025] compared to [removed: 52.2%] [added: 52.7%] in [removed: 2023.][added: 2024.]

Operating margin was [removed: 19.4%] [added: 19.3%] of revenue, [removed: an increase] [added: a decrease] of [removed: 40] [added: 10] basis points [removed: over 2023] [added: as compared to 2024] and adjusted operating [removed: income] margin* was [removed: 19.9%,] [added: 20.0%,] an increase of [removed: 20] [added: 10] basis points over the prior year.

The Company’s consolidated financial statements reflect estimates and assumptions made by management that affect the reported amounts of assets and liabilities and related disclosures as of the date of the [removed: condensed] consolidated financial statements.

Results of [removed: Operations—2024] [added: Operations—2025] Compared to [removed: 2023][added: 2024]

| (in thousands, except per share data and margins) | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | $ | | | % | | |

| Gross profit margin (1) | | | [removed: 52.7] [added: 52.8] | | % | | | | [removed: 52.2] [added: 52.7] | | % | | | | | | | [removed: 50] [added: 10] bps | | |

| Operating income | | | [added: | | |] $ | [removed: 657,224] [added: 726,068] | | | | | $ | [removed: 583,226] [added: 657,224] | | | | | [removed: 73,998] | | | [removed: 12.7] | | | [added: | | |]

| Operating [removed: income] margin | | | [removed: 19.4] [added: 19.3] | | % | | | | [removed: 19.0] [added: 19.4] | | % | | | | | | | [removed: 40] [added: \-10] bps | | |

| Net income | | | [added: | | |] $ | [removed: 466,379] [added: 526,705] | | | | | $ | [removed: 434,957] [added: 466,379] | | | | | [removed: 31,422] | | | [removed: 7.2] | | | [added: | | |]

| Net cash provided by operating activities | | | [added: | | |] $ | [removed: 607,653] [added: 678,107] | | | | | [removed: $] [added: 607,653] | [removed: 528,366] | | | | | [removed: 79,287] | | | [removed: 15.0] | | | [added: | | |]

| Adjusted operating margin (2) | | | [removed: 19.9] [added: 20.0] | | % | | | | [removed: 19.7] [added: 19.9] | | % | | | | | | | [removed: 20] [added: 10] bps | | |

| Adjusted EBITDA margin (2) | | | [removed: 22.8] [added: 22.7] | | % | | | | [removed: 22.5] [added: 22.8] | | % | | | | | | | [removed: 30] [added: \-10] bps | | |

The following table presents financial information, including our significant expense categories, for the twelve months ended December 31, [removed: 2024] [added: 2025] and [removed: 2023:][added: 2024]

| (in thousands) | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | |

| Revenue | | | $ | [removed: 3,388,708] [added: 3,761,050] | | 100.0 | | % | $ | [removed: 3,073,278] [added: 3,388,708] | | 100.0 | | % |

| Employee expenses | | | [removed: 1,048,992] [added: 1,166,044] | | | 31.0 | | % | [removed: 953,600] [added: 1,048,992] | | | 31.0 | | % |

| Materials and supplies | | | [removed: 212,296] [added: 225,462] | | | [removed: 6.3] [added: 6.0] | | % | [removed: 197,825] [added: 212,296] | | | [removed: 6.4] [added: 6.3] | | % |

| Insurance and claims | | | [removed: 68,326] [added: 66,897] | | | [removed: 2.0] [added: 1.8] | | % | [removed: 60,390] [added: 68,326] | | | 2.0 | | % |

| Fleet expenses | | | [removed: 131,898] [added: 157,461] | | | [removed: 3.9] [added: 4.2] | | % | [removed: 127,390] [added: 131,898] | | | [removed: 4.1] [added: 3.9] | | % |

| Other cost of services provided (1) | | | [removed: 141,685] [added: 161,142] | | | [removed: 4.2] [added: 4.3] | | % | [removed: 130,666] [added: 141,685] | | | [removed: 4.3] [added: 4.2] | | % |

| Total cost of services provided (exclusive of depreciation and amortization below) | | | [removed: 1,603,197] [added: 1,777,006] | | | [removed: 47.3] [added: 47.2] | | % | [removed: 1,469,871] [added: 1,603,197] | | | [removed: 47.8] [added: 47.3] | | % |

| Selling and marketing expenses | | | [removed: 427,916] [added: 484,859] | | | [removed: 12.6] [added: 12.9] | | % | [removed: 375,805] [added: 427,916] | | | [removed: 12.2] [added: 12.6] | | % |

| Administrative employee expenses | | | [removed: 313,814] [added: 345,643] | | | [removed: 9.3] [added: 9.2] | | % | [removed: 291,772] [added: 313,814] | | | [removed: 9.5] [added: 9.3] | | % |

| Insurance and claims | | | [removed: 41,434] [added: 40,816] | | | [removed: 1.2] [added: 1.1] | | % | [removed: 37,946] [added: 41,434] | | | 1.2 | | % |

| Fleet expenses | | | [removed: 33,580] [added: 39,608] | | | [removed: 1.0] [added: 1.1] | | % | [removed: 31,415] [added: 33,580] | | | 1.0 | | % |

| Other sales, general and administrative (2) | | | [removed: 198,323] [added: 222,306] | | | 5.9 | | % | [removed: 178,295] [added: 198,323] | | | [removed: 5.8] [added: 5.9] | | % |

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- our anticipation of another year of strong organic revenue growth;

- that maintaining and enhancing our brands increases our ability to enter new markets and launch new and innovative services that better serve the needs of our customers;

- the Saela acquisition expanding the Rollins family of brands and driving long-term value;

- the Company's credit risk, including that we do not believe that a one percent increase in interest rates would have a material effect on our results of operations or cash flows, and our belief that foreign exchange rate risk will not have a material impact upon the Company’s results of operations going forward;

- our belief that the contracted and recurring nature of our services provide us with visibility into a significant portion of our future revenue;

- our belief that our key strategic objectives will help us to drive continued success for Rollins;

- our belief that our scale enables delivery of great service and provides us with a significant and reinforcing competitive advantage;

- that we have strategically invested in proprietary routing and scheduling technologies to increase our competitive advantage;

- our belief that geographic diversity allows us to increase brand recognition, meet demands of global customers, and draw on business and technical expertise from teams in several countries, and offers us an opportunity to access new markets;

- that our acquisition strategy targets businesses that have the potential to achieve organic growth and margin expansion;

- that we remain committed to developing exceptional talent and investing in our teams;

- that we continue to execute various strategies previously implemented to help mitigate the impact of economic disruptors;

- our belief that interest expense will be approximately $30 million in 2026 associated with borrowings under our 2035 Senior Notes and commercial paper program;

- our belief that we expect to realize an effective tax rate of 24.5% to 25% in 2026;

- our belief that, as we look to 2026, demand for our services is solid and our pipeline for acquisitions is robust;

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

- that compounding operating cash flow and a strong balance sheet should continue to enable us to follow a balanced capital allocation strategy;

- our belief that we expect to report 7% to 8% organic revenue* growth in 2026;

- our belief that while we may see a slower start to the year in the first quarter, the strength of our recurring revenue and ancillary services gives us confidence in our ability to meet our financial outlook for 2026;

- that we intend to continue to grow the business in the international markets where we have a presence, and that foreign cash earnings in excess of working capital and cash needed for strategic investments and acquisitions are not intended to be indefinitely reinvested offshore;

- the economic impact of changes to global trade policies, including the imposition of tariffs;

- our increasing reliance on AI technologies in services and operations as well as the related risks that could materially adversely affect our business;

- our belief that our current cash and cash equivalents balances, future cash flows expected to be generated from operating activities, access to debt financing based on our creditworthiness, our $1 billion commercial paper program which is backstopped by our Revolving Credit Facility, as defined below, and available borrowings under our Revolving Credit Facility will be sufficient to finance our current operations and obligations and fund expansion of the business for the foreseeable future;

- our expectations to fund our contractual commitments including lease obligations and debt payments primarily through cash generated from our operations;

- that our focus on creating the best customer experience will enable a loyal customer base and in turn reduce the amount of churn across our customer base, and that, by focusing on this key objective, we expect it to enable growth that will outpace our market growth;

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We introduced The Co-Lab, where our people managers develop servant leadership skills to help them develop themselves, their people and ultimately our business.

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

Our 2025 operating margin reflects weaker volumes in the fourth quarter, but our ongoing modernization efforts position us to deliver an improving margin profile as we look to 2026.

| Revenues | | | $ | 3,761,050 | | | | | $ | 3,388,708 | | | | | 372,342 | | | 11.0 | | |

| Gross profit (1) | | | $ | 1,984,044 | | | | | $ | 1,785,511 | | | | | 198,533 | | | 11.1 | | |

| Net income | | | $ | 526,705 | | | | | $ | 466,379 | | | | | 60,326 | | | 12.9 | | |

| EPS | | | $ | 1.09 | | | | | $ | 0.96 | | | | | 0.13 | | | 13.5 | | |

| Adjusted operating income (2) | | | $ | 752,200 | | | | | $ | 675,126 | | | | | 77,074 | | | 11.4 | | |

| Adjusted net income (2) | | | $ | 544,412 | | | | | $ | 479,190 | | | | | 65,222 | | | 13.6 | | |

| Adjusted EPS (2) | | | $ | 1.12 | | | | | $ | 0.99 | | | | | 0.13 | | | 13.1 | | |

| Adjusted EBITDA (2) | | | $ | 855,144 | | | | | $ | 771,493 | | | | | 83,651 | | | 10.8 | | |

| Free cash flow (2) | | | $ | 650,021 | | | | | $ | 580,081 | | | | | 69,940 | | | 12.1 | | |

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- our belief that we are starting 2025 with favorable demand and demand will continue to be solid;

- our robust pipeline for acquisitions;

- the underlying health of core pest control markets;

- sufficiency of current cash and cash equivalents balances, future cash flows, and available borrowings under our Credit Facility to finance our current and future operations;

into the right roles.

Additionally, we upgraded our training and onboarding programs to help improve our overall teammate retention.

*Amounts are non-GAAP financial measures.

See the schedules below for definitions and a discussion of non-GAAP financial metrics, including a reconciliation to the most directly comparable GAAP measure.

*Tax Legislation Developments*

The Organization for Economic Co-operation and Development ("OECD") has proposed a global minimum tax of 15% of reported profits ("Pillar Two") for multinational enterprises with annual global revenues exceeding €750 million.

Pillar Two has been agreed upon in principle by over 140 countries and is intended to apply for tax years beginning in 2024.

The OECD has issued administrative guidance (including transitional safe harbor rules) in conjunction with the implementation of the Pillar Two global minimum tax.

These rules did not have a material impact on financial results in 2024 due to certain transitional safe harbors.

The Company will continue to monitor the potential impact of Pillar Two proposals and developments on our consolidated financial statements and related disclosures as various tax jurisdictions begin enacting such legislation.

| Revenues | | | $ | 3,388,708 | | | | | $ | 3,073,278 | | | | | 315,430 | | | 10.3 | | |

| Gross profit (1) | | | $ | 1,785,511 | | | | | $ | 1,603,407 | | | | | 182,104 | | | 11.4 | | |

| EPS | | | $ | 0.96 | | | | | $ | 0.89 | | | | | 0.07 | | | 7.9 | | |

| Adjusted operating income (2) | | | $ | 675,126 | | | | | $ | 604,217 | | | | | 70,909 | | | 11.7 | | |

| Adjusted net income (2) | | | $ | 479,190 | | | | | $ | 434,142 | | | | | 45,048 | | | 10.4 | | |

| Adjusted EPS (2) | | | $ | 0.99 | | | | | $ | 0.89 | | | | | 0.10 | | | 11.2 | | |

| Adjusted EBITDA (2) | | | $ | 771,493 | | | | | $ | 691,322 | | | | | 80,171 | | | 11.6 | | |

| Free cash flow (2) | | | $ | 580,081 | | | | | $ | 495,901 | | | | | 84,180 | | | 17.0 | | |

| Restructuring costs | | | — | | | — | | % | 5,196 | | | 0.2 | | % |

Gross margin improved 50 basis points to 52.7% in 2024 compared to 52.2% in 2023, as pricing more than offset inflationary pressures.

The increase is driven by expenses associated with growth initiatives aimed at capitalizing on the health of our underlying markets.

Selling and marketing costs have increased 40 basis points as we continue to invest in growth initiatives.

This was partially offset by 20 basis points of leverage associated with lower administrative costs.

*Restructuring Costs*

For the twelve months ended December 31, 2024, restructuring costs decreased by $5.2 million.

During the twelve months ended December 31, 2023, we executed a restructuring program to modernize our workforce.

No such costs were incurred during the twelve months ended December 31, 2024.

The improvement in operating income as a percentage of revenue is primarily driven by the improvement in gross profit discussed previously.

The 2024 rate was negatively impacted by higher state income taxes and foreign income taxes compared to 2023.

Our team delivered a strong finish to the 2024 fiscal year, exceeding our own revenue expectations and delivering healthy earnings growth for the full year.

We invested meaningfully in our business throughout 2024, which helped accelerate the organic revenue growth* rate in the third and fourth quarter of the year.

We are capitalizing on this momentum as we start 2025, while remaining focused on continuous improvement initiatives to enhance profitability across our business.

We saw strong full year growth in revenue, cash flow and earnings in 2024.

We delivered double-digit revenue and operating cash flow growth, as well as a 40 basis point improvement in operating margins.

Growth investments and pressure from developments on legacy auto claims that materialized in December of 2024 impacted our incremental adjusted EBITDA margin* for the year.

2025 Outlook

The Company is subject to interest rate risk exposure through borrowings on its $1.0 billion revolving credit facility (the [removed: "Credit Facility").][added: "Revolving Credit Facility") and on its commercial paper program.]

As of December 31, [removed: 2024,] [added: 2025,] the Company had [added: no] outstanding borrowings [removed: of $397.0 million] under the [added: Revolving] Credit [removed: Facility.][added: Facility and $114.4 million of outstanding commercial paper borrowings.]

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The [removed: increase] [added: decrease] in pest presence and [removed: activity, as well as the metamorphosis of termites] [added: activity] in the [removed: spring] [added: fall] and [removed: summer (the occurrence of which is determined by the timing of the change in seasons),] [added: winter] has historically resulted in [removed: an increase] [added: a decrease] in the revenue [added: and income] of our pest and termite control operations during such [removed: periods as evidenced by the following table.][added: periods.]

[removed: Noncompliance with, changes in, expanded enforcement of, or] adoption of new laws and regulations governing hazardous waste disposal and other environmental matters, could result in operational changes and increased costs.

Any failure to comply with such applicable laws or regulations could result in [removed: fines] [added: fines, enforcement actions, class actions] or legal proceedings.

[removed: We] [added: Also, we] cannot assure investors that we will [removed: be able to identify and acquire acceptable acquisition targets on terms favorable to us in the future, that we will] receive necessary regulatory approvals, or that any acquisitions will achieve the anticipated financial benefits.

[removed: Our inability to achieve the anticipated financial benefits from any acquisition] transactions may not be realized due to any number of factors, including, but not limited to, unsuccessful onboarding efforts, unexpected or underestimated liabilities or increased costs, fees, expenses and charges related to such transactions.

Such adverse events could result in a decrease in the estimated fair value of goodwill or other intangible assets established as a result of such transactions, triggering an [removed: impairment.][added: impairment as well as a negative impact on inorganic and/or organic growth.]

Our strong brands, such as Orkin, HomeTeam Pest Defense, Clark Pest Control, Northwest Exterminating, Fox Pest Control, [added: Saela Pest Control,] Trutech, Western Pest Services, The Industrial Fumigant Company (IFC), Waltham Services, Okolona Pest Control (OPC), and Critter Control, have significantly contributed to the success of our business.

Our ability to remain productive and profitable will depend substantially on our ability to compete with other pest control and service companies to attract, adequately train, and retain skilled [removed: workers and key employees (including executive officers), and create leadership opportunities.][added: workers.]

The demand for [added: skilled] employees is high, and the supply is limited.

Our inability to fully or substantially meet customer demand due to distributor or supply chain issues could result in, among other things, unmet consumer demand leading to reduced preference for our products or services in the future, [removed: customers'] [added: customer] purchasing services from competitors, strained customer relationships, termination of customer contracts, additional competition and new entrants into the market, and loss of potential sales and revenue.

Our business is also affected by extreme weather such as hurricanes, wildfires, [added: snow storms,] and other storms which can impact our ability to operate as well as drought [added: and cold weather] which can greatly reduce the pest population for extended periods.

The possible effects of climate change could include changes in rainfall patterns, water shortages, changing storm patterns and intensities, changing temperature levels, as well as changes in legislation, regulation, and international accords, all of [removed: which could adversely impact our costs and business operations.]

We currently conduct business in international markets, with approximately 7% of our [removed: 2024] [added: 2025] revenues derived from our international operations.

Our ability to operate successfully in international markets may be adversely affected by political, economic and social conditions beyond our control and geopolitical [removed: conflicts, such as the conflict between Russia and Ukraine and the conflict in Gaza.][added: conflicts.]

Also, we may be adversely affected by local laws and customs and legal and regulatory constraints, including compliance with applicable export, anti-corruption and currency laws and regulations of the [added: United States and other] countries or regions in which we currently operate or [removed: intend to] [added: may] operate in the future.

These could include unauthorized access to or unintentional distribution of personal, financial, proprietary, confidential, or other protected data or information the Company is entrusted to keep about its customers, employees, business practices, or third parties; significant operational disruptions that result from a cybersecurity incident; or vulnerabilities through the use of evolving tools such as [removed: Artificial Intelligence.*][added: AI.*]

The Company has assigned responsibility for Board oversight of cybersecurity risk to the Audit Committee, which monitors the cybersecurity risk management and cyber control functions, including external security audits, and receives periodic updates from [added: the CISO and other] experienced senior management, outside legal counsel, and cybersecurity insurance carriers knowledgeable about assessing and managing cyber risks, including, as appropriate, updates on the prevention, detection, mitigation, and remediation of cyber incidents.

[added: We have processes to address risks of a key] service provider experiencing a significant cybersecurity incident that renders their services unavailable, but those processes may not cover all business losses.

Activities by bad actors, changes in computer and software capabilities and encryption technology, new tools and discoveries, [added: AI,] cloud applications, changes in multi-jurisdictional regulations, and other events or developments may result in a compromise or breach of our systems.

For example, the State of California has enacted legislation that will require large U.S. companies doing business in California to make broad-based climate-related [removed: disclosures, and other states are also considering similar measures.][added: disclosures.]

In the normal course of business, we have been and may in the future be involved in various claims, contractual disputes, [added: inquiries,] investigations, arbitration and litigation, including (1) claims that our acts, omissions, services or vehicles caused damage or injury, (2) claims that our pest control, termite and/or ancillary services did not achieve the desired results, (3) claims related to acquisitions, (4) claims related to violations of antitrust laws or consumer protection laws, (4) claims related to allegations by federal, state or local authorities, including the Securities and Exchange Commission, the Federal Trade Commission and Department of Justice, of violations of regulations or statutes, (5) claims related to federal securities laws, (6) claims related to employment or wage and hour violations, including class actions under the California Private [removed: Attorney] [added: Attorneys] General Act ("PAGA"), (7) claims related to environmental matters, and (8) claims related to additional laws and regulations.

Although we have sought to register or protect many of our marks either in the United States or in the countries in which they are or may be used, we have not sought to protect our marks in every [added: country.]

[removed: In addition,] our [removed: compliance with remedial or containment measures could impact our] day-to-day operations and could disrupt our business and operations, as well as that of our customers and suppliers, for an indefinite period of time.

[removed: Rollins, Board member, Pam Rollins,] [added: Rollins;] and certain persons acting as a group with them (the “Significant Shareholder”) which as of December 31, [removed: 2024,] [added: 2025,] beneficially held (in the aggregate, including direct and indirect ownership) approximately [removed: 42] [added: 38] percent of our common stock.

Rollins, Inc.’s certificate of incorporation, bylaws and other documents contain provisions including advance notice requirements for stockholder [removed: proposals and staggered terms for the Board of Directors.][added: proposals.]

The Company’s Incident Response and Breach Notification Policy outlines the procedures that the Company follows for evaluation and recovery from an incident, including containment of the affected systems, [removed: to restore our] [added: and restoring] systems to normal operations.

To date, the Company has not had a cybersecurity event that materially impacted or [removed: is reasonably likely to materially affect] [added: affected] its business strategy, results of operations, financial condition, or the security of its proprietary data.

The Company has assigned responsibility for Board oversight of cybersecurity risk to the Audit Committee, which monitors the cybersecurity risk management and cyber control functions, including external security audits, and receives periodic updates from experienced senior management, including the CISO, [added: who are] knowledgeable about assessing and managing cyber risks, including, as appropriate, [added: providing] updates on the prevention, detection, mitigation, and remediation of cyber incidents.

[removed: We have also] implemented policies and procedures for the assessment, identification, and management of material risks from cybersecurity threats, including internal training, system controls, and monitoring and audit processes to protect the Company from internal and external vulnerabilities and to comply with consumer privacy laws in the areas in which we operate.

[added: The Company also has a cross-functional group of representatives] from several departments that comprise the [removed: Cybersecurity and] Privacy Committee, which meets and discusses information at least quarterly related to cybersecurity and privacy compliance at the Company, including training, policies, and trends.

Annually the Company conducts an Enterprise Risk Assessment during which management identifies and quantifies risks, including cybersecurity risks, [removed: that] [added: which] could enhance or impede the Company’s ability to achieve current or future strategic objectives.

The conclusions of the annual Enterprise Risk Assessment are shared with the Audit [removed: Committee.][added: Committee and the full Board.]

We may not be able to identify and acquire acceptable acquisition targets on terms favorable to us in the future, as investors increase in our industry.

Our inability to achieve the anticipated financial benefits from any acquisition

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

In addition, acquired businesses may operate on legacy or incompatible information technology systems, maintain data security, privacy or compliance practices that differ from ours, or have undisclosed or underestimated cybersecurity, data protection, employment, regulatory or operational liabilities.

Difficulties integrating acquired companies’ systems, processes, personnel, data or controls, including cybersecurity and privacy controls, could increase costs, disrupt operations, delay realization of anticipated synergies, or expose us to additional risks.

Our increasing reliance on cloud-based platforms, third-party software providers, managed service providers, and emerging technologies, increases the complexity of our IT environment and may expose us to additional risks.

Failures, interruptions,

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

security incidents, or performance issues involving third-party systems or technologies on which we rely could disrupt operations, impair customer service, delay billing or collections, or result in increased costs and reputational harm.

*Our increasing reliance on artificial intelligence (“AI”) technologies in our services and operations, and corresponding reliance by our competitors, present several risks that could materially adversely impact our business, financial condition, and results of operations.*

We are increasingly incorporating AI capabilities into the development of technologies and our business operations, our services, and other operational and administrative processes.

While we believe these technologies enhance efficiency and service quality, their use presents risks that could adversely affect our business, financial condition, and results of operations.

AI technology is complex and rapidly evolving, and may subject us to significant competitive, legal, regulatory, operational and other risks.

We are committed to developing and using AI responsibly and to maintain our competitive position, but there can be no guarantee that we will successfully mitigate all associated risks.

Any failure in our AI initiatives could materially harm our business, financial condition, and results of operations.

*We are subject to evolving payment card network rules, including PCI DSS, and security risks associated with payment processing systems.*

We accept credit and debit card payments across multiple channels.

As a result, we are subject to payment card network rules and operating regulations, including the Payment Card Industry Data Security Standard (“PCI DSS”), which is a set of comprehensive security requirements designed to protect payment card account data during the storage, processing, and transmission of such data.

We rely on third-party payment processors, cloud service providers, telecommunications carriers, and other vendors in connection with payment card processing and related systems.

If we, or any of our third-party service providers, fail to maintain PCI DSS compliance, experience a security breach, or are otherwise found to have compromised payment card data, we could be subject to fines, penalties, higher transaction fees, remediation costs, litigation, reputational harm, and potential indemnification obligations.

In extreme circumstances, we could lose our ability to accept credit or debit card payments, whether temporarily or permanently, which would adversely affect our operations and customer relationships.

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

which could adversely impact our costs and business operations.

*Invasive pests as well as pest population resistance could materially and adversely impact our business*.

If a species previously not encountered arrives and becomes invasive, our business would be negatively impacted until appropriate methods for control are developed or deployed.

Additionally, pest populations can develop resistance to the pest management tools we use which may impact our ability to gain effective control and impact our business.

Moreover, there can be no assurance that current or future technologies to control invasive or resistant pest infestations would be effective.

Such infestations could increase costs and decrease revenues which may have a material adverse effect on our business, results of operations and financial condition.

*We currently conduct business in international markets, which presents unique challenges.*

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

Cybersecurity incidents, including ransomware attacks, social engineering, credential theft, or system outages, could result in business interruption, loss of revenue, increased costs, extortion demands, or delays in service delivery, even if no sensitive data is ultimately compromised.

Our contingency plans and insurance coverage may not be sufficient to prevent or fully mitigate all such impacts.

Noncompliance with, changes in, expanded enforcement of, or

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

Regulatory actions that restrict, suspend, or prohibit the use of certain pesticide products, active ingredients, or other pest management tools, or impose additional licensing, reporting or training requirements, have and could require operational changes, increase costs, reduce service effectiveness, or limit our ability to offer certain services in specific markets.

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

The commercial insurance market, including automobile and liability insurance, has experienced periods of increased premiums, reduced capacity, higher deductibles, or more restrictive terms.

If such trends continue or worsen, our insurance costs could increase materially, or coverage may become more difficult to obtain on acceptable terms.

In addition, our compliance with remedial or containment measures could impact

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

General Overview

Rollins, Inc. (“Rollins,” “we,” “us,” “our,” or the “Company”), is an international services company headquartered in Atlanta, Georgia.

Through our family of leading brands, we provide essential pest and wildlife control services and protection against termite damage, rodents and insects to more than two million residential and commercial customers from more than 800 Company-owned and franchised locations in approximately 70 countries.

Over the course of our lengthy operating history, we have garnered a reputation for providing great customer service.

The contracted and recurring nature of our services provide us with visibility into a significant portion of our future revenue.

In 1964, brothers O.

Wayne and John Rollins acquired Orkin Exterminating Company and in 1965 we changed our name from Rollins Broadcasting, Inc to Rollins, Inc. In 1968, Rollins began trading on the New York Stock Exchange under the symbol “ROL.” Since then, we have grown into a premier consumer and commercial services business with numerous industry leading brands including the world renowned Orkin, as well as HomeTeam Pest Defense, Clark Pest Control, Western Pest Services, Critter Control Wildlife, Northwest Exterminating, and Fox Pest Control, among others.

Pest control generally consists of assessing a customer's property for conditions that invite pests, tackling current infestations, and stopping the life cycle to prevent future invaders.

Termite protection programs include liquid treatments, wet and dry foam applications, termite baiting and wood treatments.

We operate under one reportable segment which contains our three service offerings:

- *Residential*: Pest control services protecting residential properties from common pests, including rodents, insects and wildlife;

- *Commercial*: Workplace pest control solutions for customers across diverse end markets such as healthcare, food service, logistics; and

- *Termite and Ancillary*: Termite protection services and ancillary services (wildlife exclusion, crawlspace encapsulation and moisture remediation, insulation) for both residential and commercial customers.

Risk factors associated with our business are discussed in Item 1.A.

"Risk Factors."

Our Strategic Objectives

We regularly assess the business environment, as well as our own strengths and opportunities, and have aligned around key strategic objectives that will help us to drive continued success for Rollins.

*People First*

We promote a people first mindset that prioritizes the well-being and development of the individual, as well as our collective team, in all aspects of our business.

To provide our customers with the best customer experience, we must focus on cultivating our position as the employer of choice in our industry.

This means not only investing in competitive wages and benefits, but also providing tools, training and development opportunities that drive a high level of teammate engagement.

*Customer Loyalty*

We focus on creating the best customer experience that will enable a loyal customer base and in turn reduce the amount of churn across our customer base.

This starts with our people and the interactions they have with our customers.

By focusing on this key objective, we expect it to enable growth that will outpace our market growth.

*Growth Mindset*

A growth mindset helps us consider ways to improve and best position our business.

Our focus here is to identify changes that may present both risks and opportunities to our business.

We focus on evaluating changes in the markets we compete

in but also across other industries to continue to identify changing dynamics that may impact our people and our customers that may impact our position in the markets we compete.

*Operational Efficiency*

As a complement to our growth mindset, our dedication to continuous improvement and operational efficiency is another key tenet of our strategy and culture.

We approach our operations from the perspective that everything we do can be improved upon.

We are constantly striving to improve our service levels by optimizing our business model and modernizing our business.

We believe that our alignment around the key strategic areas will enable us to grow faster than our market, position our business for the future, and deliver value for all stakeholders, including our customers, our teammates, our communities and our shareholders.

Our Competitive Strengths

Rollins is a leader in the global pest control market.

We have established a portfolio of premier brands with extensive service capabilities across a deep operating network with a focus on our core pest control market.

Our scale enables delivery of great service and provides a significant and reinforcing competitive advantage through (i) comprehensive capabilities to win new residential and commercial accounts, (ii) technology investments for operations optimization and enhanced customer experience, (iii) a diverse portfolio of brands of varying sizes of which to innovate, test, learn, and grow or expand, particularly when it comes to emerging technology, (iv) route density to manage variable costs, and (v) financial flexibility to generate organic growth and pursue acquisitions.

Robust Operating Platform with Proprietary Technology

In the normal course of business, the Company and its subsidiaries are involved in, and will continue to be involved in, various claims, arbitrations, contractual disputes, [added: inquiries,] investigations, litigation, [removed: environmental] and tax and other regulatory matters relating to, and arising out of, our businesses and our operations.

These matters may involve, but are not limited to, allegations that our services or vehicles caused damage or injury, claims that our services did not achieve the desired [removed: results (including claims that we are responsible for termite damage to a structure),] [added: results,] claims related to acquisitions and allegations by federal, state or local authorities, including taxing authorities, of violations of regulations or statutes.

In addition, we are parties to employment-related [removed: cases] [added: investigations, cases,] and claims from time to time, which may include claims on a representative or class action basis alleging wage and hour law [removed: violations or] [added: violations,] claims [added: filed under California's Private Attorneys General Act and claims and investigations] related to [removed: the operation of] our [removed: retirement benefit plans.][added: enforcement of post-employment restrictive covenants.]

We are also involved from time to time in certain environmental [removed: and tax] matters primarily arising in the normal course of business.

We evaluate pending and threatened claims and establish loss contingency reserves based upon outcomes we currently believe to be probable and reasonably [removed: estimable.][added: estimable in accordance with Accounting Standards Codification ("ASC") 450.]

[removed: The] [added: In January 2023, the] Company [removed: has] received a notice of alleged violations and information requests from local governmental authorities in California for our Orkin and Clark Pest Control [removed: operations and is currently working with several local governments regarding] [added: operations, relating to] compliance with environmental [added: and other] regulations [added: governing the management of certain waste streams and pesticide disposal.]

The investigation [removed: appears to be] [added: was] part of a broader effort to investigate waste handling and disposal processes of a number of industries.

Management does not believe that any pending [removed: claim, proceeding] or [added: threatened claim, proceeding,] litigation, regulatory action or investigation, either alone or in the aggregate, will have a material adverse effect on the Company’s financial position, results of operations or liquidity; however, it is possible that an unfavorable outcome of some or all of the matters could result in a charge that might be material to the results of an individual quarter or year.

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

The Federal Trade Commission ("FTC") has requested information regarding certain of the Company’s practices relating to post-employment restrictive covenants entered by the Company with certain of its employees.

Rollins has fully cooperated with the FTC’s requests for information and responded to any concerns they have identified, and we believe that our employee agreements and practices are, and have been, fully consistent with federal antitrust laws as well as common industry practices and applicable state employment laws.

Rollins, however, cannot predict the outcome of the FTC’s inquiry.

Any voluntary agreement with the FTC to resolve the FTC inquiry is unlikely to have a material impact on Rollins.

The FTC could also choose to proceed to litigation.

In the event of litigation, the Company is prepared to vigorously defend its practices, but we are unable to predict the outcome.

The Company and district attorneys reached a settlement and a payment was made during 2025.

For future periods, pursuant to Item 103 of Regulation S‑K, we have elected to use a threshold of $1.0 million (which does not exceed the lesser of $1.0 million or 1% of our current assets as of December 31, 2025) for disclosing environmental proceedings to which a governmental authority is a party and that involve potential monetary sanctions.

We will apply this threshold consistently in our annual and quarterly reports.

We will continue to disclose any environmental proceedings that we determine are otherwise material, regardless of the amount of potential monetary sanctions.

governing the management of hazardous waste and pesticide disposal.

While we are unable to predict the outcome of this investigation, we do not believe the outcome will have a material effect on our results of operations, financial condition, or cash flows.

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

Yes [removed: o No] x [added: No o]

The aggregate market value of Rollins, Inc. Common Stock held by non-affiliates on June 30, [removed: 2024] [added: 2025] was [removed: $13,610,264,265] [added: $15,803,310,776] based on the reported last sale price of common stock on June [removed: 28, 2024,] [added: 30, 2025,] which is the last business day of the registrant’s most recently completed second fiscal quarter.

Rollins, Inc. had [removed: 484,224,958] [added: 481,092,221] shares of Common Stock outstanding as of January 31, [removed: 2025.][added: 2026.]

Portions of the Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Stockholders of Rollins, Inc. are incorporated by reference into Part III, Items 10-14 of this Form 10-K to the extent described herein.

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

| [Item [removed: 1.](#ica465a1377744acaa62770ca1cca3d52_13)] [added: 1.](#i56aab0edb40940b1a32f6e72d77f19e0_13)] | | | | | | [removed: [Business.](#ica465a1377744acaa62770ca1cca3d52_13)] [added: [Business.](#i56aab0edb40940b1a32f6e72d77f19e0_13)] | | | [removed: [3](#ica465a1377744acaa62770ca1cca3d52_13)] [added: [3](#i56aab0edb40940b1a32f6e72d77f19e0_13)] | | |

| [Item [removed: 1.A.](#ica465a1377744acaa62770ca1cca3d52_16)] [added: 1.A.](#i56aab0edb40940b1a32f6e72d77f19e0_16)] | | | | | | [Risk [removed: Factors.](#ica465a1377744acaa62770ca1cca3d52_16)] [added: Factors.](#i56aab0edb40940b1a32f6e72d77f19e0_16)] | | | [removed: [10](#ica465a1377744acaa62770ca1cca3d52_16)] [added: [11](#i56aab0edb40940b1a32f6e72d77f19e0_16)] | | |

| [Item [removed: 1.B.](#ica465a1377744acaa62770ca1cca3d52_19)] [added: 1.B.](#i56aab0edb40940b1a32f6e72d77f19e0_19)] | | | | | | [Unresolved Staff [removed: Comments.](#ica465a1377744acaa62770ca1cca3d52_19)] [added: Comments.](#i56aab0edb40940b1a32f6e72d77f19e0_19)] | | | [removed: [17](#ica465a1377744acaa62770ca1cca3d52_19)] [added: [19](#i56aab0edb40940b1a32f6e72d77f19e0_19)] | | |

| [Item [removed: 1.C.](#ica465a1377744acaa62770ca1cca3d52_22)] [added: 1.C.](#i56aab0edb40940b1a32f6e72d77f19e0_22)] | | | | | | [removed: [Cybersecurity](#ica465a1377744acaa62770ca1cca3d52_22)] [added: [Cybersecurity](#i56aab0edb40940b1a32f6e72d77f19e0_22)] | | | [removed: [17](#ica465a1377744acaa62770ca1cca3d52_22)] [added: [19](#i56aab0edb40940b1a32f6e72d77f19e0_22)] | | |

| [Item [removed: 2.](#ica465a1377744acaa62770ca1cca3d52_25)] [added: 2.](#i56aab0edb40940b1a32f6e72d77f19e0_25)] | | | | | | [removed: [Properties.](#ica465a1377744acaa62770ca1cca3d52_25)] [added: [Properties.](#i56aab0edb40940b1a32f6e72d77f19e0_25)] | | | [removed: [18](#ica465a1377744acaa62770ca1cca3d52_25)] [added: [20](#i56aab0edb40940b1a32f6e72d77f19e0_25)] | | |

| [Item [removed: 3.](#ica465a1377744acaa62770ca1cca3d52_28)] [added: 3.](#i56aab0edb40940b1a32f6e72d77f19e0_28)] | | | | | | [Legal [removed: Proceedings.](#ica465a1377744acaa62770ca1cca3d52_28)] [added: Proceedings.](#i56aab0edb40940b1a32f6e72d77f19e0_28)] | | | [removed: [18](#ica465a1377744acaa62770ca1cca3d52_28)] [added: [20](#i56aab0edb40940b1a32f6e72d77f19e0_28)] | | |

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| [Item [removed: 14.](#ica465a1377744acaa62770ca1cca3d52_196)] [added: 14.](#i56aab0edb40940b1a32f6e72d77f19e0_202)] | | | | | | [Principal Accounting Fees and [removed: Services.](#ica465a1377744acaa62770ca1cca3d52_196)] [added: Services.](#i56aab0edb40940b1a32f6e72d77f19e0_202)] | | | [removed: [77](#ica465a1377744acaa62770ca1cca3d52_196)] [added: [84](#i56aab0edb40940b1a32f6e72d77f19e0_202)] | | |

| [Item [removed: 15.](#ica465a1377744acaa62770ca1cca3d52_202)] [added: 15.](#i56aab0edb40940b1a32f6e72d77f19e0_208)] | | | | | | [Exhibits and Financial Statement [removed: Schedules.](#ica465a1377744acaa62770ca1cca3d52_202)] [added: Schedules.](#i56aab0edb40940b1a32f6e72d77f19e0_208)] | | | [removed: [78](#ica465a1377744acaa62770ca1cca3d52_202)] [added: [85](#i56aab0edb40940b1a32f6e72d77f19e0_208)] | | |

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

| | | |

| --- | --- | --- |

|  | | |

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

| [Part I](#i56aab0edb40940b1a32f6e72d77f19e0_10) | | | | | | | | | | | |

| [Part II](#i56aab0edb40940b1a32f6e72d77f19e0_34) | | | | | | | | | | | |

| [Part III](#i56aab0edb40940b1a32f6e72d77f19e0_187) | | | | | | | | | | | |

| [Part IV](#i56aab0edb40940b1a32f6e72d77f19e0_205) | | | | | | | | | | | |

| | | | | | | [Signatures.](#i56aab0edb40940b1a32f6e72d77f19e0_214) | | | [88](#i56aab0edb40940b1a32f6e72d77f19e0_214) | | |

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

Item 1.

Business

General Overview

Rollins, Inc. (“Rollins,” “we,” “us,” “our,” or the “Company”), is an international services company headquartered in Atlanta, Georgia.

Through our family of leading brands, we provide essential pest and wildlife control services and protection against termite damage, rodents and insects to more than two million residential and commercial customers from more than 800 Company-owned and franchised locations in approximately 70 countries.

Over the course of our lengthy operating history, we have garnered a reputation for providing great customer service.

The contracted and recurring nature of our services provide us with visibility into a significant portion of our future revenue.

In 1964, brothers O.

Wayne and John Rollins acquired Orkin Exterminating Company and in 1965 we changed our name from Rollins Broadcasting, Inc to Rollins, Inc. In 1968, Rollins began trading on the New York Stock Exchange under the symbol “ROL.” Since then, we have grown into a premier global consumer and commercial services company with numerous industry leading brands including Aardwolf Pestkare, Clark Pest Control, Crane Pest Control, Critter Control, Fox Pest Control, HomeTeam Pest Defense, Industrial Fumigant Company, McCall Service, MissQuito, Northwest Exterminating, OPC Pest Services, Orkin, Orkin Australia, Orkin Canada, PermaTreat, Safeguard, Saela Pest Control, Trutech, Waltham Services, Western Pest Services, and more.

Pest control generally consists of assessing a customer's property for conditions that invite pests, tackling current infestations, and stopping the life cycle to prevent future invaders.

Termite protection programs include liquid treatments, wet and dry foam applications, termite baiting and wood treatments.

We operate under one reportable segment which contains our three service offerings:

- *Residential*: Pest control services protecting residential properties from common pests, including rodents, insects and wildlife;

- *Commercial*: Workplace pest control solutions for customers across diverse end markets such as healthcare, food service, logistics; and

- *Termite and Ancillary*: Termite protection services and ancillary services for both residential and commercial customers.

Recurring services, which make up the majority of our business, include ongoing pest prevention treatment under a scheduled service agreement and relationships often extend over multi-year periods.

Ancillary services include pest, rodent, and wildlife exclusion; crawlspace encapsulation and moisture remediation, and insulation, amongst other services, and represents an opportunity to increase our depth of relationship with our existing customers.

One-time services typically consist of single-service treatment for specific pest issues such as bed bugs, wildlife removal, termite treatments, and infestations.

As of December 31, 2025, approximately 75% of our business was recurring services, 10% was ancillary services, and 15% was one-time services.

Risk factors associated with our business are discussed in Item 1.A.

"Risk Factors."

Our Strategic Objectives

We regularly assess the business environment, as well as our own strengths and opportunities, and have aligned around key strategic objectives that will help us drive continued success for Rollins.

*People First*

We promote a people first mindset that prioritizes the well-being and development of the teammate, as well as our collective team, in all aspects of our business.

To provide our customers with the best customer experience, we must focus on cultivating our position as the employer of choice in our industry.

This means not only investing in competitive wages

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

and benefits, but also providing tools, training and development opportunities that drive a high level of teammate engagement.

| [Part I](#ica465a1377744acaa62770ca1cca3d52_10) | | | | | | | | | | | |

| [Part II](#ica465a1377744acaa62770ca1cca3d52_34) | | | | | | | | | | | |

| [Part III](#ica465a1377744acaa62770ca1cca3d52_181) | | | | | | | | | | | |

| [Part IV](#ica465a1377744acaa62770ca1cca3d52_199) | | | | | | | | | | | |

| | | | | | | [Signatures.](#ica465a1377744acaa62770ca1cca3d52_205) | | | [80](#ica465a1377744acaa62770ca1cca3d52_205) | | |

The Company owns or leases over [removed: 700] [added: 850] branch offices and operating facilities used in its business as well as the Rollins Training Center located in Atlanta, Georgia, and the Pacific Division Administration and Training Center in Riverside, California.

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

The common stock of the Company is listed on the New York Stock Exchange [removed: and is traded on the Philadelphia, Chicago and Boston Exchanges] under the symbol ROL.

As of January 31, [removed: 2025,] [added: 2026,] there were [removed: 8,135] [added: 7,410] holders of record of the Company’s common stock.

The Company did not repurchase shares on the open market during the quarter ended December 31, [removed: 2024.][added: 2025.]

The following table presents the Company's share repurchase activity for the period from October 1, [removed: 2024] [added: 2025] to December 31, [removed: 2024.][added: 2025.]

| Period | | | | | | Total number of shares purchased (1) | | | | | | Weighted- average price paid per share | | | | | | Total number of shares purchased as part of publicly announced repurchases (2) | | | | | | Maximum number of shares that may yet be purchased under the repurchase plan [removed: (2)] [added: (3)] | | |

| October 1 to 31, [removed: 2024] [added: 2025] | | | | | | [removed: —] [added: 93] | | | | | | $ | [removed: —] [added: 58.13] | | | | | — | | | | | | 11,415,625 | | |

[removed: (1)Represents] [added: (1)Includes 4,133] shares withheld by the Company in connection with tax withholding obligations of its employees upon vesting of such [removed: employees' restricted stock] [added: employees’ equity] awards.

[removed: (2)The] [added: (3)The] Company has a share repurchase plan, adopted in 2012, to repurchase up to 16.9 million shares of the Company’s common stock.

As of December 31, [removed: 2024,] [added: 2025,] the Company [removed: has] [added: had] a remaining authorization to repurchase 11.4 million shares of the Company's common stock under this program.

[removed: ][added: ]

*$100 invested on [removed: 12/31/19] [added: 12/31/20] in stock or index, including reinvestment of dividends.

Copyright© [removed: 2024] [added: 2025] Standard & Poor's, a division of S&P Global.

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

| November 1 to 30, 2025 | | | | | | 3,478,260 | | | | | | 56.93 | | | | | | 3,478,260 | | | | | | 11,415,625 | | |

| December 1 to 31, 2025 | | | | | | 4,040 | | | | | | 60.40 | | | | | | — | | | | | | 11,415,625 | | |

| Total | | | | | | 3,482,393 | | | | | | | | | | | | 3,478,260 | | | | | | | | |

(2)As further described in Note 13, Stockholders' Equity, and Note 16, Related Party Transactions, and announced on November 10, 2025, the Company entered into an underwriting agreement with certain selling shareholders and an underwriter relating to the sale by certain selling shareholders of a number of shares of the Company's common stock at a public offering price of $57.50 per share (the "2025 Offering").

The Company repurchased 3,478,260 shares of its common stock concurrently with the 2025 Offering for approximately $200.0 million at the same per share price paid by the underwriter, or $56.93 per share.

This repurchase was made in connection with a separate authorization approved by the Company's Board of Directors and did not reduce the remaining authorization of the share repurchase plan adopted in 2012.

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

| Rollins Inc. | | | $ | 100.00 | | | | | $ | 88.56 | | | | | $ | 95.72 | | | | | $ | 115.98 | | | | | $ | 124.72 | | | | | $ | 163.45 | |

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

| S&P 500 Commercial Services & Supplies | | | 100.00 | | | | | | 131.64 | | | | | | 124.61 | | | | | | 159.98 | | | | | | 189.38 | | | | | | 189.63 | | |

| November 1 to 30, 2024 | | | | | | — | | | | | | — | | | | | | — | | | | | | 11,415,625 | | |

| December 1 to 31, 2024 | | | | | | 817 | | | | | | 49.86 | | | | | | — | | | | | | 11,415,625 | | |

| Total | | | | | | 817 | | | | | | $ | — | | | | | — | | | | | | 11,415,625 | | |

| Rollins Inc. | | | $ | 100.00 | | | | | $ | 178.51 | | | | | $ | 158.09 | | | | | $ | 170.87 | | | | | $ | 207.05 | | | | | $ | 222.65 | |

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

| S&P 500 Commercial Services & Supplies | | | 100.00 | | | | | | 120.98 | | | | | | 159.25 | | | | | | 150.76 | | | | | | 193.54 | | | | | | 229.12 | | |

Under the supervision and with the participation of our management, including our principal executive officer and principal financial and principal accounting officer, we conducted an evaluation of the effectiveness of the design and operation of internal controls over financial reporting as of December 31, [removed: 2024] [added: 2025] based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Based on this evaluation, management’s assessment is that Rollins, Inc. maintained effective internal control over financial reporting as of December 31, [removed: 2024.][added: 2025.]

The independent registered public accounting firm, Deloitte & Touche LLP has audited the consolidated financial statements as of and for the year ended December 31, [removed: 2024,] [added: 2025,] and has also issued their report on the effectiveness of the Company’s internal control over financial reporting, included in this report on page [removed: [38](#ica465a1377744acaa62770ca1cca3d52_79).][added: [41](#i56aab0edb40940b1a32f6e72d77f19e0_82).]

We have audited the internal control over financial reporting of Rollins, Inc. and subsidiaries (the “Company”) 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 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 COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, [removed: 2024,] [added: 2025,] of the Company and our report dated February [removed: 13, 2025,] [added: 12, 2026,] expressed an unqualified opinion on those financial statements.

We have audited the accompanying consolidated statements of financial position of Rollins, Inc. and subsidiaries (the "Company") as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of income, comprehensive income, stockholders' equity, and cash flows, for each of the [removed: two] [added: three] years in the period ended December 31, [removed: 2024,] [added: 2025,] and the related notes (collectively referred to as the "financial statements").

In our opinion, the financial statements 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 [removed: two] [added: 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.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), 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 and our report dated February [removed: 13, 2025,] [added: 12, 2026,] expressed an unqualified opinion on the Company's internal control over financial reporting.

| | | | December 31, [removed: 2024] [added: 2025] | | | | | | December 31, [removed: 2023] [added: 2024] | | |

| Cash and cash equivalents [removed: |] [added: at beginning of period] | | [removed: $] | 89,630 | | | | | [removed: $] | 103,825 | | [added: | | | | 95,346 | | |]

| Trade receivables, net of allowance for expected credit losses of [removed: $19,770] [added: $23,528] and [removed: $15,797,] [added: $19,770,] respectively | | | [removed: 196,081] [added: 202,518] | | | | | | [removed: 178,214] [added: 196,081] | | |

| Financed receivables, short-term, net of allowance for expected credit losses of [removed: $2,536] [added: $3,112] and [removed: $1,874,] [added: $2,536,] respectively | | | [removed: 40,301] [added: 44,723] | | | | | | [removed: 37,025] [added: 40,301] | | |

| Materials and supplies | | | [removed: 39,531] [added: 42,982] | | | | | | [removed: 33,383] [added: 39,531] | | |

| Other current assets | | | [removed: 77,080] [added: 82,455] | | | | | | [removed: 54,192] [added: 77,080] | | |

| Total current assets | | | [removed: 442,623] [added: 472,682] | | | | | | [removed: 406,639] [added: 442,623] | | |

| Equipment and property, net of accumulated depreciation of [removed: $382,266] [added: $237,815] and [removed: $360,421,] [added: $382,266,] respectively | | | [removed: 124,839] [added: 126,187] | | | | | | [removed: 126,661] [added: 124,839] | | |

| Goodwill | | | [removed: 1,161,085] [added: 1,374,664] | | | | | | [removed: 1,070,310] [added: 1,161,085] | | |

| Customer contracts, net | | | [removed: 383,092] [added: 407,516] | | | | | | [removed: 386,152] [added: 383,092] | | |

| Trademarks & tradenames, net | | | [removed: 149,895] [added: 166,779] | | | | | | [removed: 151,368] [added: 149,895] | | |

| Other intangible assets, net | | | [removed: 8,602] [added: 8,089] | | | | | | [removed: 8,214] [added: 8,602] | | |

| Operating lease right-of-use assets | | | [removed: 414,474] [added: 424,528] | | | | | | [removed: 323,390] [added: 414,474] | | |

| Financed receivables, long-term, net of allowance for expected credit losses of [removed: $6,150] [added: $7,922] and [removed: $3,728,] [added: $6,150,] respectively | | | [removed: 89,932] [added: 110,057] | | | | | | [removed: 75,909] [added: 89,932] | | |

| Other assets | | | [removed: 45,153] [added: 50,021] | | | | | | [removed: 46,817] [added: 45,153] | | |

| Total assets | | | $ | [removed: 2,819,695] [added: 3,140,523] | | | | | $ | [removed: 2,595,460] [added: 2,819,695] | |

| Accounts payable | | | [removed: $] [added: 44,361] | [removed: 49,625] | | | | | [removed: $] [added: 49,625] | [removed: 49,200] | |

| Accrued insurance – current | | | [removed: 54,840] [added: 44,123] | | | | | | [removed: 46,807] [added: 54,840] | | |

| Accrued compensation and related liabilities | | | [removed: 122,869] [added: 128,259] | | | | | | [removed: 114,355] [added: 122,869] | | |

| Unearned revenues | | | [removed: 180,851] [added: 187,670] | | | | | | [removed: 172,380] [added: 180,851] | | |

| Operating lease liabilities – current | | | [removed: 121,319] [added: 137,410] | | | | | | [removed: 92,203] [added: 121,319] | | |

| Other current liabilities | | | [removed: 115,658] [added: 120,019] | | | | | | [removed: 101,744] [added: 115,658] | | |

| Total current liabilities | | | [removed: 645,162] [added: 785,525] | | | | | | [removed: 576,689] [added: 645,162] | | |

| Accrued insurance, less current portion | | | [removed: 61,946] [added: 79,157] | | | | | | [removed: 48,060] [added: 61,946] | | |

| Operating lease liabilities, less current portion | | | [removed: 295,899] [added: 290,765] | | | | | | [removed: 233,369] [added: 295,899] | | |

| Long-term debt | | | [removed: 395,310] [added: 486,147] | | | | | | [removed: 490,776] [added: 395,310] | | |

| Other long-term accrued liabilities | | | [removed: 90,785] [added: 124,608] | | | | | | [removed: 90,999] [added: 90,785] | | |

| Total liabilities | | | [removed: 1,489,102] [added: 1,766,202] | | | | | | [removed: 1,439,893] [added: 1,489,102] | | |

| Common stock, par value $1 per share; 800,000,000 shares authorized, [removed: 484,372,303] [added: 481,193,751] and [removed: 484,080,014] [added: 484,372,303] shares issued and outstanding at December 31, [removed: 2024] [added: 2025] and December 31, [removed: 2023,] [added: 2024,] respectively | | | [removed: 484,372] [added: 481,194] | | | | | | [removed: 484,080] [added: 484,372] | | |

| Additional paid-in capital | | | [removed: 155,205] [added: 179,406] | | | | | | [removed: 131,840] [added: 155,205] | | |

| Accumulated other comprehensive [removed: loss] [added: (loss) income] | | | [removed: (43,634)] [added: (25,194)] | | | | | | [removed: (26,755)] [added: (43,634)] | | |

| February 12, 2026 | | | | | | | | |

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

February 12, 2026

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

February 12, 2026

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

| Cash and cash equivalents | | | $ | 100,004 | | | | | $ | 89,630 | |

| Short-term debt | | | $ | 123,683 | | | | | $ | — | |

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

| Shares withheld for payment of employee taxes | | | (274) | | | | | | (274) | | | | | | | | | | | | | | | | | | (10,532) | | | | | | — | | | | | | — | | | | | | (10,806) | | |

| Other comprehensive (loss) income, net of tax: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Shares withheld for payment of employee taxes | | | (270) | | | | | | (270) | | | | | | | | | | | | | | | | | | (11,336) | | | | | | — | | | | | | — | | | | | | (11,606) | | |

| Net income | | | — | | | | | | — | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | 526,705 | | | | | | 526,705 | | |

| Other comprehensive (loss) income, net of tax: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Pension settlement | | | — | | | | | | — | | | | | | | | | | | | | | | | | | — | | | | | | 493 | | | | | | — | | | | | | 493 | | |

| Cash dividends | | | — | | | | | | — | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | (327,901) | | | | | | (327,901) | | |

| Stock compensation | | | 604 | | | | | | 604 | | | | | | | | | | | | | | | | | | 41,774 | | | | | | — | | | | | | — | | | | | | 42,378 | | |

| Shares withheld for payment of employee taxes | | | (304) | | | | | | (304) | | | | | | | | | | | | | | | | | | (15,861) | | | | | | — | | | | | | — | | | | | | (16,165) | | |

| Repurchase and retirement of common stock, including excise tax | | | (3,478) | | | | | | (3,478) | | | | | | | | | | | | | | | | | | (1,712) | | | | | | — | | | | | | (194,539) | | | | | | (199,729) | | |

| Balance at December 31, 2025 | | | 481,194 | | | | | | $ | 481,194 | | | | | | | | | | | | | | | | | $ | 179,406 | | | | | $ | (25,194) | | | | | $ | 738,915 | | | | | $ | 1,374,321 | |

*The accompanying notes are an integral part of these consolidated financial statements.*

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

| | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |

| Net income | | | $ | 526,705 | | | | | $ | 466,379 | | | | | $ | 434,957 | |

| Depreciation and amortization | | | 124,744 | | | | | | 113,220 | | | | | | 99,752 | | |

| Other operating activities, net | | | (758) | | | | | | — | | | | | | — | | |

| Issuance of senior notes | | | 492,215 | | | | | | — | | | | | | — | | |

| Borrowings under commercial paper, net | | | 114,430 | | | | | | — | | | | | | — | | |

| Payment of debt issuance costs | | | (6,087) | | | | | | — | | | | | | — | | |

*The accompanying notes are an integral part of these consolidated financial statements.*

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

revenue as the services are rendered.

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

Because it is not possible to accurately predict the ultimate result of

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

| February 13, 2025 | | | | | | | | |

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Basis for Opinion

We conducted our audit in accordance with the standards of the PCAOB.

We believe that our audit provides a reasonable basis for our opinion.

Atlanta, Georgia

February 13, 2025

Opinion on the Financial Statements

These financial statements are the responsibility of the Company's management.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Board of Directors and Stockholders

Rollins, Inc.

We have audited the accompanying consolidated statement of financial position of Rollins, Inc. (a Delaware corporation) and subsidiaries (the “Company”) as of December 31, 2022 (not presented herein), the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows for the year then ended, and the related notes (collectively referred to as the “financial statements”).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 (not presented herein), and the results of its operations and its cash flows for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

Our responsibility is to express an opinion on the Company’s financial statements based on our audit.

We are a public accounting firm registered with the Public Company Accounting Oversight Board ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.

/s/ GRANT THORNTON LLP

We served as the Company's auditor from 2004 to 2023.

February 16, 2023 (except for Note 19, as to which the date is February 13, 2025)

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

| Balance at December 31, 2021 | | | 491,911 | | | | | | $ | 491,911 | | | | | | | | | | | | | | | | | $ | 105,629 | | | | | $ | (16,411) | | | | | $ | 530,088 | | | | | $ | 1,111,217 | |

| Net income | | | — | | | | | | — | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | 368,599 | | | | | | 368,599 | | |

| Cash dividends | | | — | | | | | | — | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | (211,618) | | | | | | (211,618) | | |

| Stock compensation | | | 765 | | | | | | 765 | | | | | | | | | | | | | | | | | | 20,450 | | | | | | — | | | | | | — | | | | | | 21,215 | | |

| Employee stock buybacks | | | (228) | | | | | | (228) | | | | | | | | | | | | | | | | | | (6,837) | | | | | | — | | | | | | — | | | | | | (7,065) | | |

| Employee stock buybacks | | | (274) | | | | | | (274) | | | | | | | | | | | | | | | | | | (10,532) | | | | | | — | | | | | | — | | | | | | (10,806) | | |

| Employee stock buybacks | | | (270) | | | | | | (270) | | | | | | | | | | | | | | | | | | (11,336) | | | | | | — | | | | | | — | | | | | | (11,606) | | |

| Repayments of term loan | | | — | | | | | | (55,000) | | | | | | (245,000) | | |

| Cash and cash equivalents at end of period | | | $ | 89,630 | | | | | $ | 103,825 | | | | | $ | 95,346 | |

Segment Reporting—During 2024, we reorganized our operational leadership and management reporting structure.

recognized at the time services are performed.

The Company has not incurred any losses in these accounts.

Rollins maintains adequate liquidity and capital resources, without regard to its foreign deposits, that are directed to finance domestic operations and obligations and to fund expansion of its business for the foreseeable future.

The Company continues to be proactive in safety and risk management to develop and maintain ongoing programs to reduce and prevent incidents and claims.

Initiatives that have been implemented include required pre-employment screening and ongoing motor vehicle record review for all drivers, post-offer physicals for new employees, pre-hire, random and post incident drug testing, driver training and post-injury nurse triage for work-related injuries.

In addition, in 2023 and 2024, performance share units (“PSUs”) were granted to the Company’s executive officers.

The PSUs will vest and convert to shares of common stock at the end of a three-year performance period upon the Company’s successful achievement of certain financial and market performance goals.

The Company has a Disclosure Committee, consisting of certain members of [removed: management] [added: management,] to assist our Chief Executive Officer (principal executive officer) and Chief Financial Officer (principal financial officer) in preparing the disclosures required under the SEC rules and to help confirm that the Company’s disclosure controls and procedures are properly implemented.

Our management, with the participation of our principal executive officer and principal financial officer, conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in rules [removed: 13a 15(e)] [added: 13a-15(e)] and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange [removed: Act”)] [added: Act”),] as of December 31, [removed: 2024] [added: 2025] (the “Evaluation Date”).

Management’s Report on Internal Control Over Financial Reporting—Management’s Report on Internal Control Over Financial Reporting is contained on page [removed: [37](#ica465a1377744acaa62770ca1cca3d52_76).][added: [40](#i56aab0edb40940b1a32f6e72d77f19e0_79).]

The effectiveness of our internal control over financial reporting as of December 31, [removed: 2024] [added: 2025] has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in its report on page [removed: [38](#ica465a1377744acaa62770ca1cca3d52_79).][added: [41](#i56aab0edb40940b1a32f6e72d77f19e0_82).]

Changes in Internal Controls—There were no changes in the Company’s internal control over financial reporting, as defined in Rule 13a-15(f) under the Exchange Act, during the quarter ended December 31, [removed: 2024] [added: 2025] that [added: were identified in connection with the evaluation described above and that] have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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During the three months ended December 31, [removed: 2024,] [added: 2025,] the following directors and “officers” (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended) adopted, modified or terminated contracts, instructions or written plans for the sale of the Company’s securities, each of which is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act, referred to as Rule 10b5-1 trading plans.

| Elizabeth B. Chandler Chief Legal Officer, General Counsel and Corporate Secretary | | | [removed: October 25, 2024] [added: November 26, 2025] | | | [removed: April 25, 2025] [added: May 31, 2026] | | | Net shares of Company common stock obtained upon vesting of [removed: 20,377] [added: 22,722] shares subject to currently unvested restricted stock grants | | | Sales to occur on or after February [removed: 21, 2025,] [added: 25, 2026,] if certain limit prices are met and if restricted stock has vested | | | If all net shares of Company common stock obtained upon vesting of [removed: 20,377] [added: 22,722] shares subject to currently unvested restricted stock grants are sold prior to the scheduled expiration date, the trading plan will terminate on such earlier date | | |

Board Transition

On February 11, 2026, Gary W.

Rollins informed the Board of Directors (the “Board”) of the Company that he will retire from the Board as of the Company’s 2026 Annual Meeting of Shareholders (the “Annual Meeting”).

Mr. Rollins joined the Board in 1981, served as Chairman of the Board from 2020 until January 2025, and currently serves as Executive Chairman Emeritus of the Board.

Mr. Gary W.

Rollins will remain Chairman Emeritus and a non-voting participant at Rollins Board meetings.

There has been no disagreement between Mr. Gary W.

Rollins and the Company with respect to any matter relating to the Company’s operations, policies or practices.

On February 11, 2026, Timothy C.

Rollins was nominated by the Board as a director nominee for election to the Board at the Annual Meeting.

Timothy C.

Rollins is the vice president and a director of LOR, Inc. Over the past three decades he has held several leadership positions with the Rollins family businesses, including Rollins Protective Service, Hydradyne Hydraulics and Ran Mar Construction.

Mr. Timothy C.

Rollins is also a director of Marine Products Corporation and RPC, Inc., two publicly traded companies, and serves on the board of trustees for Emory University.

He also serves on the boards of the O.

Wayne Rollins Foundation, and The Ma-Ran Foundation.

On February 11, 2025, the Company’s Human Capital Management and Compensation Committee approved the following: (1) Change-in-Control and Restrictive Covenant Agreements with certain of its executive officers, including Jerry E.

Gahlhoff, Jr., Kenneth D.

Krause, and Elizabeth B.

Chandler; (2) Indemnification Agreements with each of its executive officers and directors; and (3) an Amended and Restated Deferred Compensation Plan.

The following description of these agreements and plan is a summary only and is qualified by reference to the form of agreements and plan themselves, which are filed as Exhibits 10.15, 10.6, and 10.7 hereto, respectively.

1.Each Change-in-Control and Restrictive Covenant Agreement provides that:

- In the event of a termination of the executive officer’s employment by the Company without “cause” or by the executive for “good reason”, in either case within twenty-four (24) months following a “change in control,” as such terms are defined in the agreement, the executive officer will be eligible to receive the following benefits, subject to his or her execution and non-revocation of a release of claims and compliance with the restrictive covenants outlined below:

◦a lump sum cash severance payment equal to a multiple of the executive officer’s base salary and target cash bonus (3x for the Chief Executive Officer; 2x for the Chief Financial Officer; and 1.5x for the Chief Legal Officer),

◦a pro-rated bonus payment for the year of termination,

◦payment of employer-portion of health plan premium for 18 months, and

◦vesting of performance share units based on assumed achievement of target level of performance.

- The executive officer will be subject to certain restrictive covenants following his or her termination of employment for any reason, including:

◦restrictions on the disclosure and use of confidential information,

◦2-year post-employment non-competition covenant,

◦2-year post-employment non-solicitation of protected customers covenant,

◦2-year post-employment non-recruitment of employees and independent contractors covenant, and

◦a non-disparagement obligation.

2.Each Indemnification Agreement provides that:

- In general, the Company will, to the extent permitted by applicable law and subject to certain limitations, indemnify the executive officer or director against all costs, expenses, liabilities and losses actually and reasonably incurred or suffered in connection with any threatened, pending or completed action, suit, arbitration or proceeding or any inquiry or investigation the defense or settlement of any civil, criminal, administrative, or investigative action, suit, or proceeding to which he or she is or may become a party or a witness or other participant based upon, arising from, relating to, or by reason of the fact that he or she is, was, shall be, or shall have been a director and/or officer of the Company or is or was serving, shall serve, or shall have served at the request of the Company as a director, officer, partner, trustee, employee, or agent.

- The Indemnification Agreement does not exclude any other rights to indemnification or advancement of expenses to which the executive officer or director may be entitled, including any rights arising under the Company’s articles, by-laws, law, agreement, policy of insurance or similar protection, vote of stockholders or directors.

3.Amended and Restated Deferred Compensation Plan

- The Plan provides Participants, which include all of our executive officers, with the right to elect to defer Annual Regular Compensation up to 50% and/or Annual Bonus Payments up to 85%.

- For each payment of Annual Regular Compensation or Annual Bonus Payment from which a Participant elects to have amounts deferred under the Plan, the Plan Committee shall credit to the Participant’s Company Match Account an amount equal to fifty percent (50%) of the amount of such deferrals subject to a maximum annual match credit of three percent (3%) of such payment of Annual Regular Compensation or Annual Bonus Payment, respectively.

| Thomas D. Tesh Chief Administrative Officer | | | December 9, 2024 | | | May 30, 2025 | | | 5,763 shares of Company common stock | | | Sales to occur on or after March 10, 2025, if certain limit prices are met and if restricted stock has vested | | | If all 5,763 shares are sold prior to the scheduled expiration date, the trading plan will terminate on such earlier date | | |

The information required by this Item, except that set forth below regarding the Company’s code of ethics and insider trading policy, will be set forth in our Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Stockholders and is incorporated herein by reference.

The Proxy Statement will be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2024,] [added: 2025,] or by the following business day.

The Company has adopted an [removed: insider trading policy which governs transactions in] [added: Insider Trading Policy and procedures governing the purchase, sale and/or other dispositions of] our securities by [removed: the Company and its] directors, officers, [removed: employees, consultants,] and [removed: contractors and] [added: employees that] is reasonably designed to promote compliance with insider trading laws, rules and [removed: regulations] [added: regulations, and the New York Stock Exchange listing standards] applicable to [removed: the Company.][added: us.]

A copy of our [removed: insider trading policy] [added: Insider Trading Policy] is filed [removed: with this Annual Report on Form 10-K] as Exhibit [removed: 19.1.][added: 19.1 hereto.]

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

In addition, with regard to the Company's trading in its own securities, it is the Company's policy to comply with the federal securities laws and the applicable exchange listing requirements.

The information required by this Item will be set forth in our Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Stockholders and is incorporated herein by reference.

The Proxy Statement will be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2024,] [added: 2025,] or by the following business day.

The information required by this Item will be set forth in our Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Stockholders and is incorporated herein by reference.

The Proxy Statement will be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2024,] [added: 2025,] or by the following business day.

[removed: Information concerning certain relationships and related party transactions and director independence] [added: The information required by this Item] will be included in the Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Stockholders and is incorporated herein by reference.

The Proxy Statement will be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2024,] [added: 2025,] or by the following business day.

[removed: Information regarding principal accounting fees and services] [added: The information required by this Item] will be included in the Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Stockholders and is incorporated herein by reference.

The Proxy Statement will be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2024,] [added: 2025,] or by the following business day.

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

| 4.2 | | | [Description of Registrant’s [removed: Securities](https://www.sec.gov/Archives/edgar/data/84839/000117120020000103/i20108_ex4b.htm)] [added: Securities](https://www.sec.gov/Archives/edgar/data/84839/000008483926000008/exhibit42.htm)] | | | [removed: 10-K] | | | [removed: February 28, 2020] | | | [removed: 4(b)] | | | [added: X] | | |

| [removed: 10.3*] [added: 10.3] | | | [Credit Agreement, dated as of February 24, 2023, among Rollins, as borrower, certain other subsidiaries of Rollins from time to time party thereto as borrowers, each lender from time to time party thereto and JPMorgan Chase, N.A., as administrative agent.](https://www.sec.gov/Archives/edgar/data/84839/000008483923000009/rol-20230224xex10d1.htm) | | | 8-K | | | February 27, 2023 | | | 10.1 | | | | | |

| [removed: 10.4*] [added: 10.4] | | | [Registration Rights Agreement, dated as of June 5, 2023 between Rollins, Inc. and LOR, Inc.](https://www.sec.gov/Archives/edgar/data/84839/000162828023020867/exhibit411-sx3.htm) | | | S-3 | | | June 5, 2023 | | | 4.11 | | | | | |

| 10.5* | | | [Form of Indemnification Agreement entered into by the registrant with each of its executive officers and directors](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit105.htm) | | | [added: 10-K] | | | [added: February 13, 2025] | | | [added: 10.5] | | | [removed: X] | | |

| 10.6* | | | [Form of Change-in-Control Severance and Restrictive Covenant Agreement entered into by the registrant with each of its executive officers](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit106.htm) | | | [added: 10-K] | | | [added: February 13, 2025] | | | [added: 10.6] | | | [removed: X] | | |

| 10.7* | | | [Rollins, Inc. Amended and Restated Deferred Compensation Plan](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit107.htm) | | | [added: 10-K] | | | [added: February 13, 2025] | | | [added: 10.7] | | | [removed: X] | | |

| 10.13* | | | [Form of 2025 Time-Lapse Restricted Stock Agreement for Section 16 Reporting Persons](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit1013.htm) | | | [added: 10-K] | | | [added: February 13, 2025] | | | [added: 10.13] | | | [removed: X] | | |

| 10.14* | | | [Form of 2025 Rollins Inc. Performance Share Unit Award Agreement](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit1014.htm) | | | [added: 10-K] | | | [added: February 13, 2025] | | | [added: 10.14] | | | [removed: X] | | |

| [removed: 10.15*] [added: 10.22*] | | | [Rollins, Inc. [removed: 2024] [added: 2025] Executive Bonus [removed: Agreement–Gary W. Rollins](https://www.sec.gov/Archives/edgar/data/84839/000008483924000025/exhibit1011.htm)] [added: Agreement–John F. Wilson](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit1020.htm)] | | | 10-K | | | February [removed: 15, 2024] [added: 13, 2025] | | | [removed: 10.11] [added: 10.20] | | | | | |

| [removed: 10.16*] [added: 10.18*] | | | [Rollins, Inc. [removed: 2024] [added: 2026] Executive Bonus Agreement–John F. [removed: Wilson](https://www.sec.gov/Archives/edgar/data/84839/000008483924000025/exhibit1014.htm)] [added: Wilson](https://www.sec.gov/Archives/edgar/data/84839/000008483926000008/exhibit1018.htm)] | | | [removed: 10-K] | | | [removed: February 15, 2024] | | | [removed: 10.14] | | | [added: X] | | |

| [removed: 10.17*] [added: 10.23*] | | | [Rollins, Inc. [removed: 2024] [added: 2025] Executive Bonus Agreement–Jerry E. Gahlhoff, [removed: Jr.](https://www.sec.gov/Archives/edgar/data/84839/000008483924000025/exhibit1012.htm)] [added: Jr.](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit1021.htm)] | | | 10-K | | | February [removed: 15, 2024] [added: 13, 2025] | | | [removed: 10.12] [added: 10.21] | | | | | |

| [removed: 10.18*] [added: 10.24*] | | | [Rollins, Inc. [removed: 2024] [added: 2025] Executive Bonus Agreement–Kenneth D. [removed: Krause](https://www.sec.gov/Archives/edgar/data/84839/000008483924000025/exhibit1013.htm)] [added: Krause](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit1022.htm)] | | | 10-K | | | February [removed: 15, 2024] [added: 13, 2025] | | | [removed: 10.13] [added: 10.22] | | | | | |

| [removed: 10.19*] [added: 10.25*] | | | [Rollins, Inc. [removed: 2024] [added: 2025] Executive Bonus Agreement–Elizabeth B. [removed: Chandler](https://www.sec.gov/Archives/edgar/data/84839/000008483924000025/exhibit1015.htm)] [added: Chandler](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit1023.htm)] | | | 10-K | | | February [removed: 15, 2024] [added: 13, 2025] | | | [removed: 10.15] [added: 10.23] | | | | | |

| 10.20* | | | [Rollins, Inc. [removed: 2025] [added: 2026] Executive Bonus [removed: Agreement–John F. Wilson](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit1020.htm)] [added: Agreement–Kenneth D. Krause](https://www.sec.gov/Archives/edgar/data/84839/000008483926000008/exhibit1020.htm)] | | | | | | | | | | | | X | | |

| [removed: 10.21*] [added: 10.19*] | | | [Rollins, Inc. [removed: 2025] [added: 2026] Executive Bonus Agreement–Jerry E. Gahlhoff, [removed: Jr.](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit1021.htm)] [added: Jr.](https://www.sec.gov/Archives/edgar/data/84839/000008483926000008/exhibit1019.htm)] | | | | | | | | | | | | X | | |

| [removed: 10.22*] [added: 10.26*] | | | [Rollins, Inc. 2025 Executive Bonus [removed: Agreement–Kenneth] [added: Agreement–Thomas] D. [removed: Krause](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit1022.htm)] [added: Tesh](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit1024.htm)] | | | [added: 10-K] | | | [added: February 13, 2025] | | | [added: 10.24] | | | [removed: X] | | |

| [removed: 10.23*] [added: 10.21*] | | | [Rollins, Inc. [removed: 2025] [added: 2026] Executive Bonus Agreement–Elizabeth B. [removed: Chandler](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit1023.htm)] [added: Chandler](https://www.sec.gov/Archives/edgar/data/84839/000008483926000008/exhibit1021.htm)] | | | | | | | | | | | | X | | |

| [removed: 10.24*] [added: 10.17*] | | | [Rollins, Inc. [removed: 2025] [added: 2026] Executive Bonus Agreement–Thomas D. [removed: Tesh](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit1024.htm)] [added: Tesh](https://www.sec.gov/Archives/edgar/data/84839/000008483926000008/exhibit1017.htm)] | | | | | | | | | | | | X | | |

| 19.1 | | | [Rollins, Inc. Insider Trading Policy](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit191.htm) | | | [added: 10-K] | | | [added: February 13, 2025] | | | [added: 19.1] | | | [removed: X] | | |

| 21 | | | [Subsidiaries of [removed: Registrant](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit21.htm)] [added: Registrant](https://www.sec.gov/Archives/edgar/data/84839/000008483926000008/exhibit21.htm)] | | | | | | | | | | | | X | | |

| 23.1 | | | [Consent of Deloitte & Touche LLP, Independent Registered Public Accounting [removed: Firm](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit231-deloitteconsent.htm)] [added: Firm](https://www.sec.gov/Archives/edgar/data/84839/000008483926000008/exhibit231-deloitteconsent.htm)] | | | | | | | | | | | | X | | |

| 24 | | | [Powers of Attorney for [removed: Directors](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit24.htm)] [added: Directors](https://www.sec.gov/Archives/edgar/data/84839/000008483926000008/exhibit24.htm)] | | | | | | | | | | | | X | | |

| 31.1 | | | [Certification of Chief Executive Officer Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/rol-20241231x10kxexx311.htm)] [added: 2002](https://www.sec.gov/Archives/edgar/data/84839/000008483926000008/rol-20251231x10kxexx311.htm)] | | | | | | | | | | | | X | | |

| 31.2 | | | [Certification of Chief Financial Officer Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/rol-20241231x10kxexx312.htm)] [added: 2002](https://www.sec.gov/Archives/edgar/data/84839/000008483926000008/rol-20251231x10kxexx312.htm)] | | | | | | | | | | | | X | | |

| 32.1 | | | [Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/rol-20241231x10kxexx321.htm)] [added: 2002](https://www.sec.gov/Archives/edgar/data/84839/000008483926000008/rol-20251231x10kxexx321.htm)] | | | | | | | | | | | | X | | |

| 4.3 | | | [Indenture, dated as of February 24, 2025, among Rollins, Inc., the subsidiary guarantors party thereto from time to time and Regions Bank, as trustee.](https://www.sec.gov/Archives/edgar/data/84839/000095014225000519/eh250594913_ex0401.htm) | | | 8-K | | | February 24, 2025 | | | 4.1 | | | | | |

| 4.4 | | | [Registration Rights Agreement, dated as of February 24, 2025, among Rollins, Inc., the subsidiary guarantors party thereto, BofA Securities, Inc., J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC.](https://www.sec.gov/Archives/edgar/data/84839/000095014225000519/eh250594913_ex0402.htm) | | | 8-K | | | February 24, 2025 | | | 4.2 | | | | | |

| 4.5 | | | [Form of Note for Rollins, Inc.’s 5.25% Senior Notes due 2035 (attached as Exhibit A to the Indenture filed as Exhibit 4.3 to this Annual Report on Form 10-K).](https://www.sec.gov/Archives/edgar/data/84839/000095014225000519/eh250594913_ex0401.htm) | | | 8-K | | | February 24, 2025 | | | 4.3 | | | | | |

| 4.6 | | | [First Supplemental Indenture, dated as of March 21, 2025, among Rollins, Inc., the subsidiary guarantors party thereto and Regions Bank, as trustee.](https://www.sec.gov/Archives/edgar/data/84839/000095014225000808/eh250606258_ex0402.htm) | | | 8-K | | | March 21, 2025 | | | 4.2 | | | | | |

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

| 10.15* | | | [Form of 2026 Time-Lapse Restricted Stock Agreement for Section 16 Reporting Persons](https://www.sec.gov/Archives/edgar/data/84839/000008483926000008/exhibit1015.htm) | | | | | | | | | | | | X | | |

| 10.16* | | | [Form of 2026 Rollins Inc. Performance Share Unit Award Agreement](https://www.sec.gov/Archives/edgar/data/84839/000008483926000008/exhibit1016.htm) | | | | | | | | | | | | X | | |

| 10.27 | | | [Form of Commercial Paper Dealer Agreement between Rollins, Inc., as issuer and the applicable Dealer party thereto.](https://www.sec.gov/Archives/edgar/data/84839/000095014225000808/eh250606258_ex1001.htm) | | | 8-K | | | March 21, 2025 | | | 10.1 | | | | | |

| 10.28 | | | [Amendment No. 1 to Credit Agreement dated as of March 21, 2025, by and among Rollins, Inc. the Lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.](https://www.sec.gov/Archives/edgar/data/84839/000095014225000808/eh250606258_ex1002.htm) | | | 8-K | | | March 21, 2025 | | | 10.2 | | | | | |

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

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

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| 23.2 | | | [Consent of Grant Thornton LLP, Independent Registered Public Accounting Firm](https://www.sec.gov/Archives/edgar/data/84839/000008483925000024/exhibit232-gtconsentx20241.htm) | | | | | | | | | | | | X | | |

| | | | Date: | | | February [removed: 13, 2025] [added: 12, 2026] | | |

| Date: | | | February [removed: 13, 2025] [added: 12, 2026] | | | | | | Date: | | | February [removed: 13, 2025] [added: 12, 2026] | | |

| Date: | | | February [removed: 13, 2025] [added: 12, 2026] | | | | | | | | | | | |

| [Management’s Report on Internal Control Over Financial [removed: Reporting](#ica465a1377744acaa62770ca1cca3d52_76)] [added: Reporting](#i56aab0edb40940b1a32f6e72d77f19e0_79)] | | | | | | [removed: [37](#ica465a1377744acaa62770ca1cca3d52_76)] [added: [40](#i56aab0edb40940b1a32f6e72d77f19e0_79)] | | |

| [Reports of Independent Registered Public Accounting [removed: Firm](#ica465a1377744acaa62770ca1cca3d52_82)] [added: Firm](#i56aab0edb40940b1a32f6e72d77f19e0_85)] (PCAOB ID Number 34) | | | | | | [removed: [39](#ica465a1377744acaa62770ca1cca3d52_82)] [added: [42](#i56aab0edb40940b1a32f6e72d77f19e0_85)] | | |

| [Consolidated Statements of Financial Position as of December 31, [removed: 202](#ica465a1377744acaa62770ca1cca3d52_88)[4](#ica465a1377744acaa62770ca1cca3d52_88)] [added: 202](#i56aab0edb40940b1a32f6e72d77f19e0_91)[5](#i56aab0edb40940b1a32f6e72d77f19e0_91)] [and [removed: 202](#ica465a1377744acaa62770ca1cca3d52_88)[3](#ica465a1377744acaa62770ca1cca3d52_88)] [added: 20](#i56aab0edb40940b1a32f6e72d77f19e0_91)[24](#i56aab0edb40940b1a32f6e72d77f19e0_91)] | | | | | | [removed: [41](#ica465a1377744acaa62770ca1cca3d52_88)] [added: [43](#i56aab0edb40940b1a32f6e72d77f19e0_91)] | | |

| [Consolidated Statements of [added: Comprehensive] Income for each of the three years in the period ended December 31, [removed: 202](#ica465a1377744acaa62770ca1cca3d52_91)[4](#ica465a1377744acaa62770ca1cca3d52_91)] [added: 202](#i56aab0edb40940b1a32f6e72d77f19e0_97)[5](#i56aab0edb40940b1a32f6e72d77f19e0_97)] | | | | | | [removed: [42](#ica465a1377744acaa62770ca1cca3d52_91)] [added: [45](#i56aab0edb40940b1a32f6e72d77f19e0_97)] | | |

| [Consolidated Statements of [removed: Comprehensive] Income for each of the three years in the period ended December 31, [removed: 202](#ica465a1377744acaa62770ca1cca3d52_94)[4](#ica465a1377744acaa62770ca1cca3d52_94)] [added: 20](#i56aab0edb40940b1a32f6e72d77f19e0_94)[25](#i56aab0edb40940b1a32f6e72d77f19e0_94)] | | | | | | [removed: [43](#ica465a1377744acaa62770ca1cca3d52_94)] [added: [44](#i56aab0edb40940b1a32f6e72d77f19e0_94)] | | |

| [Consolidated Statements of Stockholders’ Equity for each of the three years in the period ended December 31, [removed: 202](#ica465a1377744acaa62770ca1cca3d52_97)[4](#ica465a1377744acaa62770ca1cca3d52_97)] [added: 202](#i56aab0edb40940b1a32f6e72d77f19e0_100)[5](#i56aab0edb40940b1a32f6e72d77f19e0_100)] | | | | | | [removed: [44](#ica465a1377744acaa62770ca1cca3d52_97)] [added: [46](#i56aab0edb40940b1a32f6e72d77f19e0_100)] | | |

| [Consolidated Statements of Cash Flows for each of the three years in the period ended December 31, [removed: 202](#ica465a1377744acaa62770ca1cca3d52_100)[4](#ica465a1377744acaa62770ca1cca3d52_100)] [added: 202](#i56aab0edb40940b1a32f6e72d77f19e0_103)[5](#i56aab0edb40940b1a32f6e72d77f19e0_103)] | | | | | | [removed: [45](#ica465a1377744acaa62770ca1cca3d52_100)] [added: [47](#i56aab0edb40940b1a32f6e72d77f19e0_103)] | | |

| [Notes to Consolidated Financial [removed: Statements](#ica465a1377744acaa62770ca1cca3d52_103)] [added: Statements](#i56aab0edb40940b1a32f6e72d77f19e0_106)] | | | | | | [removed: [46](#ica465a1377744acaa62770ca1cca3d52_103)] [added: [48](#i56aab0edb40940b1a32f6e72d77f19e0_106)] | | |

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

| By: | | | /s/ William W. Harkins | | | | | | | | | | | |

| | | | William W. Harkins | | | | | | | | | | | |

| | | | Paul D. Donahue, Director | | | | | |

| | | | Dale E. Jones, Director | | | | | |

| February 12, 2026 | | | | | | | | |

[Table of](#i56aab0edb40940b1a32f6e72d77f19e0_7) [Contents](#i56aab0edb40940b1a32f6e72d77f19e0_7)

| By: | | | /s/ Traci Hornfeck | | | | | | | | | | | |

| | | | Traci Hornfeck | | | | | | | | | | | |

| | | | Jerry E. Gahlhoff, Director | | | | | |

| February 13, 2025 | | | | | | | | |

| [Reports of Independent Registered Public Accounting Firm](#ica465a1377744acaa62770ca1cca3d52_85) (PCAOB ID Number 248) | | | | | | [40](#ica465a1377744acaa62770ca1cca3d52_85) | | |