Item 8. Financial Statements and Supplementary Data
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Item 8. Financial Statements and Supplementary Data
MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
To the Stockholders of Rollins, Inc.:
The management of Rollins, Inc. and subsidiaries is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Rollins, Inc. maintains a system of internal accounting controls designed to provide reasonable assurance, at a reasonable cost, that assets are safeguarded against loss or unauthorized use and that the financial records are adequate and can be relied upon to produce financial statements in accordance with accounting principles generally accepted in the United States of America. The internal control system is augmented by written policies and procedures, an internal audit program and the selection and training of qualified personnel. This system includes policies that require adherence to ethical business standards and compliance with all applicable laws and regulations.
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, 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, 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, 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 41.
| /s/ Jerry E. Gahlhoff, Jr. | /s/ Kenneth D. Krause | |||||||
| Jerry E. Gahlhoff, Jr. | Kenneth D. Krause | |||||||
| President and Chief Executive Officer | Executive Vice President and Chief Financial Officer | |||||||
| Principal Executive Officer | Principal Financial Officer | |||||||
| Atlanta, Georgia | ||||||||
| February 12, 2026 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the stockholders and the Board of Directors of Rollins, Inc.
Opinion on Internal Control over Financial Reporting
We have audited the internal control over financial reporting of Rollins, Inc. and subsidiaries (the “Company”) as of December 31, 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, 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, 2025, of the Company and our report dated February 12, 2026, expressed an unqualified opinion on those financial statements.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the 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.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Deloitte & Touche LLP
Atlanta, Georgia
February 12, 2026
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the stockholders and the Board of Directors of Rollins, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated statements of financial position of Rollins, Inc. and subsidiaries (the "Company") as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income, stockholders' equity, and cash flows, for each of the three years in the period ended December 31, 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, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 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, 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 12, 2026, expressed an unqualified opinion on the Company's internal control over financial reporting.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the 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.
We conducted our audits in accordance with the standards of the PCAOB. 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. Our audits 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. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
Critical audit matters are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.
/s/ Deloitte & Touche LLP
Atlanta, Georgia
February 12, 2026
We have served as the Company's auditor since 2023.
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
Rollins, Inc. and Subsidiaries
(in thousands except share information)
| December 31, 2025 | December 31, 2024 | ||||||||||
| ASSETS | |||||||||||
| Cash and cash equivalents | $ | 100,004 | $ | 89,630 | |||||||
| Trade receivables, net of allowance for expected credit losses of $23,528 and $19,770, respectively | 202,518 | 196,081 | |||||||||
| Financed receivables, short-term, net of allowance for expected credit losses of $3,112 and $2,536, respectively | 44,723 | 40,301 | |||||||||
| Materials and supplies | 42,982 | 39,531 | |||||||||
| Other current assets | 82,455 | 77,080 | |||||||||
| Total current assets | 472,682 | 442,623 | |||||||||
| Equipment and property, net of accumulated depreciation of $237,815 and $382,266, respectively | 126,187 | 124,839 | |||||||||
| Goodwill | 1,374,664 | 1,161,085 | |||||||||
| Customer contracts, net | 407,516 | 383,092 | |||||||||
| Trademarks & tradenames, net | 166,779 | 149,895 | |||||||||
| Other intangible assets, net | 8,089 | 8,602 | |||||||||
| Operating lease right-of-use assets | 424,528 | 414,474 | |||||||||
| Financed receivables, long-term, net of allowance for expected credit losses of $7,922 and $6,150, respectively | 110,057 | 89,932 | |||||||||
| Other assets | 50,021 | 45,153 | |||||||||
| Total assets | $ | 3,140,523 | $ | 2,819,695 | |||||||
| LIABILITIES | |||||||||||
| Short-term debt | $ | 123,683 | $ | — | |||||||
| Accounts payable | 44,361 | 49,625 | |||||||||
| Accrued insurance – current | 44,123 | 54,840 | |||||||||
| Accrued compensation and related liabilities | 128,259 | 122,869 | |||||||||
| Unearned revenues | 187,670 | 180,851 | |||||||||
| Operating lease liabilities – current | 137,410 | 121,319 | |||||||||
| Other current liabilities | 120,019 | 115,658 | |||||||||
| Total current liabilities | 785,525 | 645,162 | |||||||||
| Accrued insurance, less current portion | 79,157 | 61,946 | |||||||||
| Operating lease liabilities, less current portion | 290,765 | 295,899 | |||||||||
| Long-term debt | 486,147 | 395,310 | |||||||||
| Other long-term accrued liabilities | 124,608 | 90,785 | |||||||||
| Total liabilities | 1,766,202 | 1,489,102 | |||||||||
| Commitments and contingencies (see Note 12) | |||||||||||
| STOCKHOLDERS’ EQUITY | |||||||||||
| Preferred stock, without par value; 500,000 shares authorized, zero shares issued | — | — | |||||||||
| Common stock, par value $1 per share; 800,000,000 shares authorized, 481,193,751 and 484,372,303 shares issued and outstanding at December 31, 2025 and December 31, 2024, respectively | 481,194 | 484,372 | |||||||||
| Additional paid-in capital | 179,406 | 155,205 | |||||||||
| Accumulated other comprehensive (loss) income | (25,194) | (43,634) | |||||||||
| Retained earnings | 738,915 | 734,650 | |||||||||
| Total stockholders’ equity | 1,374,321 | 1,330,593 | |||||||||
| Total liabilities and stockholders’ equity | $ | 3,140,523 | $ | 2,819,695 |
The accompanying notes are an integral part of these consolidated financial statements.
CONSOLIDATED STATEMENTS OF INCOME
Rollins, Inc. and Subsidiaries
(in thousands except per share information)
| Year Ended December 31, | |||||||||||||||||
| 2025 | 2024 | 2023 | |||||||||||||||
| REVENUES | |||||||||||||||||
| Customer services | $ | 3,761,050 | $ | 3,388,708 | $ | 3,073,278 | |||||||||||
| COSTS AND EXPENSES | |||||||||||||||||
| Cost of services provided (exclusive of depreciation and amortization below) | 1,777,006 | 1,603,197 | 1,469,871 | ||||||||||||||
| Sales, general and administrative | 1,133,232 | 1,015,067 | 915,233 | ||||||||||||||
| Restructuring costs | — | — | 5,196 | ||||||||||||||
| Depreciation and amortization | 124,744 | 113,220 | 99,752 | ||||||||||||||
| Total operating expenses | 3,034,982 | 2,731,484 | 2,490,052 | ||||||||||||||
| OPERATING INCOME | 726,068 | 657,224 | 583,226 | ||||||||||||||
| Interest expense, net | 28,558 | 27,677 | 19,055 | ||||||||||||||
| Other (income) expense, net | (3,416) | (683) | (22,086) | ||||||||||||||
| CONSOLIDATED INCOME BEFORE INCOME TAXES | 700,926 | 630,230 | 586,257 | ||||||||||||||
| PROVISION FOR INCOME TAXES | 174,221 | 163,851 | 151,300 | ||||||||||||||
| NET INCOME | $ | 526,705 | $ | 466,379 | $ | 434,957 | |||||||||||
| NET INCOME PER SHARE - BASIC AND DILUTED | $ | 1.09 | $ | 0.96 | $ | 0.89 | |||||||||||
| Weighted average shares outstanding – basic | 484,105 | 484,249 | 489,949 | ||||||||||||||
| Weighted average shares outstanding – diluted | 484,147 | 484,295 | 490,130 | ||||||||||||||
| DIVIDENDS PAID PER SHARE | $ | 0.6775 | $ | 0.6150 | $ | 0.5400 |
The accompanying notes are an integral part of these consolidated financial statements.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Rollins, Inc. and Subsidiaries
(in thousands)
| Year Ended December 31, | |||||||||||||||||
| 2025 | 2024 | 2023 | |||||||||||||||
| NET INCOME | $ | 526,705 | $ | 466,379 | $ | 434,957 | |||||||||||
| Other comprehensive income (loss), net of tax: | |||||||||||||||||
| Pension and other postretirement benefit plans | 493 | — | (215) | ||||||||||||||
| Foreign currency translation adjustments | 17,848 | (17,025) | 4,816 | ||||||||||||||
| Unrealized gain (loss) on available for sale securities | 99 | 146 | 206 | ||||||||||||||
| Other comprehensive income (loss), net of tax | 18,440 | (16,879) | 4,807 | ||||||||||||||
| Comprehensive income | $ | 545,145 | $ | 449,500 | $ | 439,764 |
The accompanying notes are an integral part of these consolidated financial statements.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
Rollins, Inc. and Subsidiaries
(in thousands)
| Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive (Loss) Income | Retained Earnings | Total | |||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | ||||||||||||||||||||||||||||||||||||||||||||||
| Balance at December 31, 2022 | 492,448 | $ | 492,448 | $ | 119,242 | $ | (31,562) | $ | 687,069 | $ | 1,267,197 | ||||||||||||||||||||||||||||||||||||
| Net income | — | — | — | — | 434,957 | 434,957 | |||||||||||||||||||||||||||||||||||||||||
| Other comprehensive (loss) income, net of tax: | |||||||||||||||||||||||||||||||||||||||||||||||
| Pension liability adjustment | — | — | — | (215) | — | (215) | |||||||||||||||||||||||||||||||||||||||||
| Foreign currency translation adjustments | — | — | 4,816 | — | 4,816 | ||||||||||||||||||||||||||||||||||||||||||
| Unrealized losses on available for sale securities | — | — | — | 206 | — | 206 | |||||||||||||||||||||||||||||||||||||||||
| Cash dividends | — | — | — | — | (264,348) | (264,348) | |||||||||||||||||||||||||||||||||||||||||
| Stock compensation | 630 | 630 | 25,929 | — | — | 26,559 | |||||||||||||||||||||||||||||||||||||||||
| Shares withheld for payment of employee taxes | (274) | (274) | (10,532) | — | — | (10,806) | |||||||||||||||||||||||||||||||||||||||||
| Repurchase and retirement of common stock, including excise tax | (8,724) | (8,724) | (2,799) | — | (291,276) | (302,799) | |||||||||||||||||||||||||||||||||||||||||
| Balance at December 31, 2023 | 484,080 | $ | 484,080 | $ | 131,840 | $ | (26,755) | $ | 566,402 | $ | 1,155,567 | ||||||||||||||||||||||||||||||||||||
| Net income | — | — | — | — | 466,379 | 466,379 | |||||||||||||||||||||||||||||||||||||||||
| Other comprehensive (loss) income, net of tax: | |||||||||||||||||||||||||||||||||||||||||||||||
| Foreign currency translation adjustments | — | — | — | (17,025) | — | (17,025) | |||||||||||||||||||||||||||||||||||||||||
| Unrealized gains on available for sale securities | — | — | — | 146 | — | 146 | |||||||||||||||||||||||||||||||||||||||||
| Cash dividends | — | — | — | — | (298,131) | (298,131) | |||||||||||||||||||||||||||||||||||||||||
| Stock compensation | 562 | 562 | 34,701 | — | — | 35,263 | |||||||||||||||||||||||||||||||||||||||||
| Shares withheld for payment of employee taxes | (270) | (270) | (11,336) | — | — | (11,606) | |||||||||||||||||||||||||||||||||||||||||
| Balance at December 31, 2024 | 484,372 | $ | 484,372 | $ | 155,205 | $ | (43,634) | $ | 734,650 | $ | 1,330,593 | ||||||||||||||||||||||||||||||||||||
| Net income | — | — | — | — | 526,705 | 526,705 | |||||||||||||||||||||||||||||||||||||||||
| Other comprehensive (loss) income, net of tax: | |||||||||||||||||||||||||||||||||||||||||||||||
| Pension settlement | — | — | — | 493 | — | 493 | |||||||||||||||||||||||||||||||||||||||||
| Foreign currency translation adjustments | — | — | — | 17,848 | — | 17,848 | |||||||||||||||||||||||||||||||||||||||||
| Unrealized gains on available for sale securities | — | — | — | 99 | — | 99 | |||||||||||||||||||||||||||||||||||||||||
| 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.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Rollins, Inc. and Subsidiaries
(in thousands)
| 2025 | 2024 | 2023 | |||||||||||||||
| OPERATING ACTIVITIES | |||||||||||||||||
| Net income | $ | 526,705 | $ | 466,379 | $ | 434,957 | |||||||||||
| Adjustments to reconcile net income to net cash provided by operating activities: | |||||||||||||||||
| Depreciation and amortization | 124,744 | 113,220 | 99,752 | ||||||||||||||
| Stock-based compensation expense | 39,707 | 29,984 | 24,605 | ||||||||||||||
| Provision for expected credit losses | 35,893 | 34,026 | 26,860 | ||||||||||||||
| Gain on sale of assets, net | (2,332) | (1,492) | (6,635) | ||||||||||||||
| Gain on sale of businesses, net | — | — | (15,450) | ||||||||||||||
| (Benefit) provision for deferred income taxes | 19,152 | (10,336) | (7,644) | ||||||||||||||
| Other operating activities, net | (758) | — | — | ||||||||||||||
| Changes in operating assets and liabilities: | |||||||||||||||||
| Trade accounts receivable | (36,407) | (49,351) | (45,874) | ||||||||||||||
| Financed receivables | (21,460) | (17,299) | (15,794) | ||||||||||||||
| Materials and supplies | (1,723) | (5,874) | (4,279) | ||||||||||||||
| Other current assets | (4,964) | (24,964) | (16,126) | ||||||||||||||
| Accounts payable and accrued expenses | (9,485) | 47,670 | 43,407 | ||||||||||||||
| Unearned revenue | 2,719 | 7,470 | 6,777 | ||||||||||||||
| Other long-term assets and liabilities | 6,316 | 18,220 | 3,810 | ||||||||||||||
| Net cash provided by operating activities | 678,107 | 607,653 | 528,366 | ||||||||||||||
| INVESTING ACTIVITIES | |||||||||||||||||
| Acquisitions, net of cash acquired | (309,518) | (157,471) | (366,854) | ||||||||||||||
| Capital expenditures | (28,086) | (27,572) | (32,465) | ||||||||||||||
| Proceeds from sale of assets | 7,480 | 4,070 | 12,489 | ||||||||||||||
| Proceeds from sale of businesses | — | — | 15,903 | ||||||||||||||
| Other investing activities, net | 3,425 | 4,741 | (1,968) | ||||||||||||||
| Net cash (used in) investing activities | (326,699) | (176,232) | (372,895) | ||||||||||||||
| FINANCING ACTIVITIES | |||||||||||||||||
| Payment of contingent consideration | (14,215) | (39,754) | (12,489) | ||||||||||||||
| Issuance of senior notes | 492,215 | — | — | ||||||||||||||
| Borrowings under revolving commitment | 11,000 | 476,000 | 1,070,000 | ||||||||||||||
| Borrowings under commercial paper, net | 114,430 | — | — | ||||||||||||||
| Repayments of term loan | — | — | (55,000) | ||||||||||||||
| Repayments of revolving commitment | (408,000) | (572,000) | (577,000) | ||||||||||||||
| Payment of debt issuance costs | (6,087) | — | — | ||||||||||||||
| Payment of dividends | (327,901) | (297,989) | (264,348) | ||||||||||||||
| Cash paid for common stock purchased | (216,855) | (11,606) | (315,013) | ||||||||||||||
| Other financing activities, net | 11,834 | 4,641 | 4,430 | ||||||||||||||
| Net cash (used in) financing activities | (343,579) | (440,708) | (149,420) | ||||||||||||||
| Effect of exchange rate changes on cash | 2,545 | (4,908) | 2,428 | ||||||||||||||
| Net (decrease) increase in cash and cash equivalents | 10,374 | (14,195) | 8,479 | ||||||||||||||
| Cash and cash equivalents at beginning of period | 89,630 | 103,825 | 95,346 | ||||||||||||||
| Cash and cash equivalents at end of period | $ | 100,004 | $ | 89,630 | $ | 103,825 | |||||||||||
| Supplemental disclosure of cash flow information: | |||||||||||||||||
| Cash paid for interest | $ | 20,177 | $ | 32,559 | $ | 19,239 | |||||||||||
| Cash paid for income taxes, net | $ | 162,900 | $ | 145,638 | $ | 159,154 | |||||||||||
| Non-cash additions to operating lease right-of-use assets | $ | 149,278 | $ | 210,282 | $ | 146,558 |
The accompanying notes are an integral part of these consolidated financial statements.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years ended December 31, 2025, 2024, and 2023 Rollins, Inc. and Subsidiaries
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Business Description—Rollins, Inc. (“Rollins,” “we,” “us,” “our,” or the “Company”), is an international services company headquartered in Atlanta, Georgia that provides pest and termite control services to both residential and commercial customers through its wholly-owned subsidiaries and independent franchises in the United States ("U.S."), Canada, Australia, Europe, and Asia with international franchises in Canada, Central and South America, the Caribbean, Europe, the Middle East, Asia, Africa, and Australia.
Principles of Consolidation—The Company’s consolidated financial statements include the accounts of Rollins, Inc. and the Company’s wholly-owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”). The Company does not consolidate the financial statements of any company in which it does not have a controlling financial interest. The Company is not the primary beneficiary of, nor does it have a controlling financial interest in, any variable interest entity. Accordingly, the Company has not consolidated any variable interest entity. All material intercompany accounts and transactions have been eliminated.
Segment Reporting—We evaluated our segment reporting and determined that we have three operating segments and three goodwill reporting units. We continue to operate under one reportable segment which contains our residential, commercial, and termite service offerings.
Subsequent Events—The Company evaluates its financial statements through the date the financial statements are issued. Refer to Note 20, Subsequent Events for further details.
Use of Estimates—The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenue and expenses and certain financial statement disclosures. Estimates and assumptions are used for, but not limited to, accrued insurance, revenue recognition, right-of-use ("ROU") asset and liability valuations, accounts and financed receivable reserves, inventory (materials and supplies) valuation, employee benefit plans, income tax contingency accruals and valuation allowances, contingency accruals, goodwill and other intangible asset valuations. Although these estimates are based on management's knowledge of current events and actions it may undertake in the future, actual results may ultimately differ from these estimates and assumptions. In the opinion of management, all adjustments necessary for a fair presentation of the Company’s financial results for the year have been made. These adjustments are of a normal recurring nature. The results of operations for the year ended December 31, 2025 are not necessarily indicative of results for future years.
Revenue Recognition—The Company’s revenue recognition policy is to recognize revenue upon transfer of control of promised products and services to customers in an amount that reflects the consideration we expect to receive in exchange for those products or services. We enter into contracts that can include various combinations of products and services, each of which are distinct and accounted for as separate performance obligations. Revenue is recognized net of allowances for returns and any taxes collected from customers, which are subsequently remitted to governmental authorities.
Nature of Goods and Services and Performance Obligations
The Company contracts with its customers to provide the following goods and services, each of which is a distinct performance obligation:
Pest control services - Rollins provides pest control services to protect residential and commercial properties from common pests, including rodents and insects. Pest control generally consists of assessing a customer’s property for conditions that invite pests, addressing current infestations, and stopping the life cycle to prevent future invaders. Revenue from pest control services is recognized as services are rendered.
The Company’s revenue recognition policies are designed to recognize revenues upon satisfaction of the performance obligation at the time services are performed. Residential and commercial pest control services are primarily recurring in nature on a monthly, bi-monthly or quarterly basis, while certain types of commercial customers may receive multiple treatments within a given month. In general, pest control customers sign an initial one-year contract, and revenues are recognized at the time services are performed. The Company defers recognition of advance payments and recognizes the
revenue as the services are rendered. The Company classifies discounts related to the advance payments as a reduction in revenues.
Termite control services - Rollins provides a variety of termite protection services. Termite protection programs include liquid treatments, wet and dry foam applications, termite baiting and wood treatments. Revenue from initial termite treatment services is recognized as services are provided.
Termite maintenance/monitoring/inspection - In connection with the initial termite service offerings, Rollins provides recurring maintenance, monitoring or inspection services to help protect customers’ property from any future sign of termite activities after the original treatment. This recurring service is a service-type warranty under ASC 606, “Revenue from Contracts with Customers,” as it is routinely sold and purchased separately from the initial treatment services and is typically purchased or renewed annually.
Termite baiting revenues are recognized based on the transfer of control of the individual units of accounting. At the inception of a new baiting services contract, upon quality control review of the installation, the Company recognizes revenue for the installation of the monitoring stations, initial directed liquid termiticide treatment and servicing of the monitoring stations. A portion of the contract amount is deferred for the undelivered monitoring performance obligation. This portion is recognized as income on a straight-line basis over the remaining contract term, which results in recognition of revenue that depicts the Company’s performance in transferring control of the service. The allocation of the transaction price to the two deliverables is based on the relative stand-alone selling price. There are no contingencies related to the delivery of additional items or meeting other specified performance conditions. Baiting renewal revenue is deferred and recognized over the annual contract period on a straight-line basis that depicts the Company’s performance in transferring control of the service.
Revenue received for conventional termite renewals is deferred and recognized on a straight-line basis over the remaining contract term that depicts the Company’s performance in transferring control of the service, and the cost of reinspections, reapplications and repairs and associated labor and chemicals are expensed as incurred. For outstanding claims, an estimate is made of the costs to be incurred based upon current factors and historical information. The performance of reinspections tends to be close to the contract renewal date, and while reapplications and repairs involve an insubstantial number of the contracts, these costs are incurred over the contract term. As the revenue is being deferred, the future cost of reinspections, reapplications and repairs and associated labor and chemicals applicable to the deferred revenue are expensed as incurred. The Company accrues for known claims. The costs of providing termite services upon renewal are compared to the expected revenue to be received and a provision is made for any expected losses.
Miscellaneous services - In certain agreements with customers, Rollins may offer other miscellaneous services, including restroom cleaning (eliminating foul odors, grease and grime which could attract pests) and training (seminars covering good manufacturing practices and product stewardship). Revenue from miscellaneous services is recognized when services are provided.
Contract Balances
Timing of revenue recognition may differ from the timing of invoicing to customers. We record unearned revenue when revenue is recognized subsequent to billing. Unearned revenue mainly relates to the Company’s termite baiting offering, conventional renewals, and year-in-advance pest control services for which we have been paid in advance and earn the revenue when we transfer control of the product or perform the service. For multi-year agreements, we generally invoice customers annually at the beginning of each annual coverage period. Refer to Note 3, Revenue for further information, including changes in unearned revenue for the year.
The Company extends terms to certain customers on higher dollar termite and ancillary work, as well as to certain franchisees for initial funding on the sale of franchises. These financed receivables are segregated from our trade receivables.
Payment terms and conditions vary by contract type, although terms generally include a requirement of payment within 30 to 60 days. In instances where the timing of revenue recognition differs from the timing of invoicing, we have determined our contracts generally do not include a significant financing component. The primary purpose of our invoicing terms is to provide customers with simplified and predictable ways of purchasing our products and services, not to receive financing from our customers or to provide customers with financing.
Incremental Costs of Obtaining a Contract with a Customer
Incremental costs of obtaining a contract include only those costs that we incur to obtain a contract that we would not have incurred if the contract had not been obtained, primarily sales commissions. These costs are considered incremental costs to obtain a contract and are, therefore, recognized as an asset and amortized to expense over the life of the contract to the extent such costs are expected to be recovered. Capitalized costs of obtaining a contract are recorded within other current assets and other assets on our consolidated statements of financial position. Amortization of capitalized costs is recorded within sales, general and administrative expense on our consolidated statements of income.
Practical Expedients and Exemptions
In certain cases, we expense sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within selling, general and administrative expenses in our consolidated statements of income.
We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed.
Allowance for Expected Credit Losses—The Company maintains an allowance for expected credit losses based on the expected collectability of accounts receivable. Management uses historical collection results as well as accounts receivable aging in order to determine the expected collectability of accounts receivable. Substantially all of the Company’s receivables are due from pest control and termite services in the United States and select international locations. The Company’s allowance for expected credit losses is determined using a combination of factors. The Company’s established credit evaluation procedures seek to minimize the amount of business we conduct with higher risk customers. Provisions for expected credit losses are recorded in selling, general and administrative expenses. Accounts are written off against the allowance for expected credit losses when the Company determines that amounts are uncollectible, and recoveries of amounts previously written off are recorded when collected. Significant recoveries will generally reduce the required provision in the period of recovery. Therefore, the provision for expected credit losses can fluctuate from period to period. We record specific provisions when we become aware of a customer’s inability to meet its financial obligations to us, such as in the case of bankruptcy filings or deterioration in the customer’s operating results or financial position. If circumstances related to customers change, our estimates of the realizability of receivables would be further adjusted, either upward or downward.
Advertising—Advertising costs are charged to sales, general and administrative expense during the period in which they are incurred.
| Years ended December 31, | 2025 | 2024 | 2023 | ||||||||||||||
| (in thousands) | |||||||||||||||||
| Advertising | $ | 128,541 | $ | 119,573 | $ | 115,987 |
Cash and Cash Equivalents—The Company considers all investments with an original maturity of three months or less when purchased to be cash equivalents.
The Company’s $100.0 million of total cash at December 31, 2025 is held at various banking institutions and also includes cash-in-transit. Approximately $50.5 million is held in cash by foreign subsidiaries and the remaining $49.5 million is held at domestic banks.
| At December 31, | 2025 | 2024 | |||||||||
| (in thousands) | |||||||||||
| Cash held in foreign bank accounts | $ | 50,510 | $ | 48,504 |
Marketable Securities—From time to time, the Company maintains investments held by various financial institutions. The Company’s investment policy does not allow investment in any securities rated less than “investment grade” by national rating services.
Management determines the appropriate classification of debt securities at the time of purchase and re-evaluates such designations as of each balance sheet date. Debt securities are classified as available-for-sale because the Company does not have the intent to hold the securities to maturity. Available-for-sale securities are stated at their fair values, with the unrealized gains and losses reported in other comprehensive income.
The Company had no marketable securities other than an international bond investment and those held in the nonqualified Deferred Compensation Plan at December 31, 2025 and 2024. See Note 9 and Note 11 for further details.
Materials and Supplies—Materials and supplies are stated at the lower of cost or net realizable value. Cost is determined on the first-in, first-out method.
Other Current Assets—Other current assets include prepaid expenses, the current portion of capitalized costs to obtain a contract and an international bond investment.
Cloud Computing Costs—The Company capitalizes software license fees and implementation costs associated with cloud hosting arrangements that are service contracts. These amounts are included in other current assets and other assets in the accompanying consolidated statements of financial position. Amortization of the software license fees is calculated using the straight-line method over the term of the service contract. Amortization of the implementation costs is calculated using the straight-line method based on the term of the service contract or based on the expected utilization of the asset and commences once the module or component is ready for its intended use.
Income Taxes—The Company provides for income taxes based on Financial Accounting Standards Board ("FASB") ASC topic 740 “Income Taxes,” which requires recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. The Company provides an allowance for deferred tax assets when it determines that it is more likely than not that the deferred tax assets will not be utilized. The Company establishes additional provisions for income taxes when, despite the belief that tax positions are fully supportable, there remain certain positions that do not meet the minimum probability threshold. The Company’s policy is to record interest and penalties related to income tax matters in income tax expense.
Equipment and Property—Equipment and property are stated at cost, net of accumulated depreciation, and are depreciated on a straight-line basis over the estimated useful lives of the related assets. Depreciation expense is computed using the following asset lives: buildings, 10 to 40 years; and furniture, fixtures and operating equipment, 2 to 10 years. Expenditures for additions, major renewals and betterments are capitalized and expenditures for maintenance and repairs are expensed as incurred. The cost of assets retired or otherwise disposed of and the related accumulated depreciation and amortization are eliminated from the accounts in the year of disposal with the resulting gain or loss credited or charged to other income, net on our consolidated statements of income.
Certain internal-use software and systems development costs are capitalized. Accordingly, the specific identified costs incurred to develop and obtain software, which is intended for internal use, are not capitalized until the software is put into use. Management, with the relevant authority, authorizes and commits to funding a software project and it is probable that the project will be completed and the software will be used to perform the function intended. Costs incurred during a software development’s discovery phase and post-integration stage, are expensed as incurred. Application development activities that are eligible for capitalization include software design and configuration, development of interfaces, coding, testing and installation. Capitalized internal-use software and systems costs are subsequently amortized on a straight-line basis over a three to seven years period after project completion and when the related software or system is ready for intended use.
Impairment of Long-Lived Assets—In accordance with the FASB ASC Topic 360, “Property, Plant and Equipment,” the Company’s long-lived assets, such as property and equipment and intangible assets with definite lives are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of these assets may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated undiscounted future cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. We periodically evaluate the appropriateness of remaining
depreciable lives assigned to long-lived assets, including customer contracts and assets that may be subject to a management plan for disposition.
Goodwill and Other Intangible Assets—In accordance with the FASB ASC Topic 350, “Intangibles - Goodwill and other,” the Company classifies intangible assets into three categories: (1) intangible assets with definite lives subject to amortization; (2) intangible assets with indefinite lives not subject to amortization; and (3) goodwill. The Company does not amortize intangible assets with indefinite lives or goodwill. Goodwill and other intangible assets with indefinite useful lives are tested for impairment annually or more frequently if events or circumstances indicate the assets might be impaired. Such conditions may include an economic downturn or a change in the assessment of future operations. The Company performs impairment tests of goodwill at the reporting unit level annually on October 1st. Such an impairment test for goodwill includes comparing the fair value of the appropriate reporting unit with its carrying value. If the fair value of the reporting unit is below the carrying value, the Company recognizes a goodwill impairment charge for the amount by which the carrying value exceeds the reporting unit’s fair value. The Company performs an impairment test for indefinite-lived intangible assets by comparing the fair value of each indefinite-lived intangible asset to its carrying value. The Company recognizes an impairment charge if the asset’s carrying value exceeds its estimated fair value.
The Company completed its most recent annual impairment analysis as of October 1, 2025. Based upon the results of these analyses, the Company has concluded that no impairment of its goodwill or intangible assets with indefinite lives was indicated. There were no goodwill or indefinite-lived intangible asset impairments recognized in the years ended December 31, 2025, 2024, and 2023.
Other Assets—Other assets is mostly comprised of deferred compensation plan assets, the non-current portion of capitalized costs to obtain a contract, deferred implementation costs associated with cloud hosting arrangements that are service contracts, deferred tax assets, and an international bond investment.
Accrued Insurance—The Company retains, up to specified limits, certain risks related to general liability, workers’ compensation and auto liability. Risks are managed through either high deductible insurance or, for Clark Pest Control only, a non-affiliated group captive insurance member arrangement. The estimated costs of existing and future claims under the retained loss program are accrued based upon historical trends as incidents occur, whether reported or unreported (although actual settlement of the claims may not be made until future periods) and may be subsequently revised based on developments relating to such claims. The group captive is subject to a third-party actuary retained by the captive manager, independent from the Company. For the high deductible insurance program, the Company contracts with an independent third-party actuary to provide the Company an estimated liability based upon historical claims information. The actuarial study is a major consideration in establishing the reserve, along with management’s knowledge of changes in business practice and existing claims compared to current balances. Management’s judgment is inherently subjective as a number of factors are outside management’s knowledge and control. Additionally, historical information is not always an accurate indication of future events. The accruals and reserves we hold are based on estimates that involve a degree of judgment and are inherently variable and could be overestimated or insufficient. If actual claims exceed our estimates, our operating results could be materially affected, and our ability to take timely corrective actions to limit future costs may be limited.
Accrual for Termite Contracts—The Company maintains an accrual for termite claims representing the estimated costs of reapplications, repairs and associated labor and chemicals, settlements, awards and other costs relative to termite control services. Factors that may impact future costs include termiticide life expectancy and government regulation. An accrual for termite contracts is included in other current liabilities and long-term accrued liabilities on the Company’s consolidated statements of financial position.
Other Current Liabilities—Other current liabilities are mostly comprised of the current portion of acquisition holdback and earnout liabilities (see Note 9), contingency accruals, deferred compensation plan liabilities (see Note 11) and taxes payable.
Other Long-term Accrued Liabilities—Other long-term accrued liabilities include long-term balances for deferred compensation plan liabilities, acquisition holdback and earnout liabilities, deferred tax liabilities, contingency accruals, and the long-term portion of unearned revenue.
Contingency Accruals—The Company is a party to legal proceedings with respect to matters in the ordinary course of business. In accordance with the FASB ASC Topic 450 “Contingencies,” management estimates and accrues for its liability and costs associated with the pending and threatened legal and regulatory proceedings. Estimates and accruals are often determined in consultation with outside counsel. Because it is not possible to accurately predict the ultimate result of
the proceedings, judgments concerning accruals for liabilities and costs associated with litigation are inherently uncertain and actual liability may vary from amounts estimated or accrued. However, in the opinion of management, the outcome of the proceedings will not have a material adverse impact on the Company’s financial condition or results of operations. Contingency accruals are included in other current liabilities and long-term accrued liabilities on the Company’s consolidated statements of financial position.
Earnings Per Share—the FASB ASC Topic 260-10 “Earnings Per Share-Overall,” requires a basic earnings per share and diluted earnings per share presentation. Further, all outstanding unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents, whether paid or unpaid, are considered participating securities and an entity is required to include participating securities in its calculation of basic earnings per share.
The Company calculates basic and diluted earnings per share using the two-class method. Under the two-class method, net earnings are allocated to each class of common stock and participating security as if all of the net earnings for the period had been distributed. The Company's participating securities consist of share-based payment awards that contain a nonforfeitable right to receive dividends and, therefore, are considered to participate in undistributed earnings with common shareholders. See Note 13 for further information on restricted stock granted to employees. See Note 18 for the calculation of basic and diluted earnings per share under the two-class method.
Translation of Foreign Currencies—Assets and liabilities reported in functional currencies other than U.S. dollars are translated into U.S. dollars at the year-end rate of exchange. Revenues and expenses are translated at the weighted average exchange rates for the year. The resulting translation adjustments are charged or credited to other comprehensive income. Gains or losses from foreign currency transactions, such as those resulting from the settlement of receivables or payables, denominated in foreign currency are included in the earnings of the current period.
Stock-Based Compensation—The Company accounts for its stock-based compensation in accordance with the FASB ASC Topic 718 “Compensation – Stock Compensation.” Time-lapsed restricted stock awards and restricted stock units ("restricted shares") and performance share units ("PSUs") have been issued to officers and other management employees under the Company’s Employee Stock Incentive Plan. The Company issues new shares from its authorized but unissued share pool.
Restricted shares and PSUs provide for the issuance of a share of the Company’s common stock at no cost to the holder and generally vest after a certain stipulated number of years from the grant date, depending on the terms of the issue. During these years, certain restricted share award grantees receive all dividends declared and retain voting rights for the granted shares. The agreements under which the restricted shares are issued provide that shares awarded may not be sold or otherwise transferred until restrictions established under the plans have lapsed.
The fair value of each restricted share and PSUs with Company-specific performance criteria is equal to the market value of a share of the Company's common stock on the grant date. For PSUs that are granted with a total shareholder return ("TSR") component, management estimates the fair value using a Monte Carlo simulation valuation model, as these awards are subject to a market condition. The fair value of these awards is recognized as compensation expense, net of estimated forfeitures, on a straight-line basis over the requisite service period.
Comprehensive Income (Loss)—Other Comprehensive Income (Loss) results from foreign currency translations, pension settlement and unrealized gains and losses on available for sale securities.
Franchising Program—The Company has franchise programs through Orkin, MissQuito, Critter Control, and its Australian subsidiaries. We had a total of 131 domestic franchise agreements as of December 31, 2025. International franchise agreements totaled 66 as of December 31, 2025. Transactions with our franchises involve sales of territories and customer contracts to establish new franchises and the payment of initial franchise fees and royalties by franchisees. The territories, customer contracts and initial franchise fees are typically paid for by a combination of cash and notes.
Combined domestic and international revenues from our franchises were $16.0 million, $16.9 million and $16.5 million for the years ended December 31, 2025, 2024 and 2023, respectively. Total franchising revenues were less than 1.0% of the Company’s annual revenues for each of the three years.
Right to access intellectual property (Franchise)—The right to access Orkin’s, MissQuito’s, Critter Control’s, and our Australia franchisors’ intellectual property is an essential part of our franchise agreements. These agreements provide the franchisee a license to use the brand name and trademark when advertising and selling services to end customers in their
normal course of business. Orkin and Critter Control franchise agreements contain a clause allowing the respective franchisor to purchase certain assets of the franchisee at the conclusion of their franchise agreement or upon termination. This is only an option for the franchisor to re-purchase the assets selected by the franchisor and is not a performance obligation or a form of consideration.
Recent Accounting Guidance
Recently adopted accounting standards
In 2025, the Company adopted the Accounting Standard Update ("ASU") 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” which is intended to enhance the transparency and decision usefulness of income tax disclosures. This amendment modifies the rules on income tax disclosures to require entities to disclose (1) specific categories in the rate reconciliation and additional information for reconciling items that meet a quantitative threshold, (2) the amount of income taxes paid (net of refunds received) (disaggregated by federal, state, and foreign taxes) as well as individual jurisdictions in which income taxes paid is equal to or greater than 5 percent of total income taxes paid net of refunds, (3) the income or loss from continuing operations before income tax expense or benefit (disaggregated between domestic and foreign) and (4) income tax expense or benefit from continuing operations (disaggregated by federal, state and foreign). The company has applied this update retrospectively across all periods presented to allow for greater comparability. Refer to Note 15, Income Taxes for further details.
Accounting standards issued but not yet adopted
In October 2023, the FASB issued ASU 2023-06, “Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative,” to amend certain disclosure and presentation requirements for a variety of topics within the ASC. These amendments align the requirements in the ASC to the removal of certain disclosure requirements set out in Regulation S-X and Regulation S-K, announced by the SEC. The effective date for each amended topic in the ASC is either the date on which the SEC’s removal of the related disclosure requirement from Regulation S-X or Regulation S-K becomes effective, or on June 30, 2027, if the SEC has not removed the requirements by that date. Early adoption is prohibited. The Company does not expect that the application of this standard will have a material impact on its consolidated financial statements or disclosures.
In November 2024, the FASB issued ASU 2024-03, "Disaggregation of Income Statement Expenses (DISE)", which requires additional disclosure of the nature of expenses included in the income statement in response to longstanding requests from investors for more information about an entity’s expenses. The new standard requires disclosures about specific types of expenses included in the expense captions presented on the face of the income statement as well as disclosures about selling expenses. The guidance will be effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027. The requirements will be applied prospectively with the option for retrospective application. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of this ASU will have on its consolidated financial statements and related disclosures.
In July 2025, the FASB issued ASU 2025-05, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets. The guidance provides an optional practical expedient when applying the guidance related to the estimation of expected credit losses for current accounts receivable and current contract assets resulting from transactions arising from contracts with customers. The amendments in ASU 2025-05 are effective for fiscal years beginning after December 15, 2025, and interim reporting periods within those annual reporting periods, with early adoption permitted. The requirements will be applied prospectively. The Company does not expect that the application of this standard will have a material impact on its consolidated financial statements or disclosures.
In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. The guidance modernizes and clarifies the threshold for when an entity is required to start capitalizing software costs and is based on when (i) management has authorized and committed to funding the software project and (ii) it is probable that the project will be completed and the software will be used to perform the function intended. The amendments in ASU 2025-06 are effective for fiscal years beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. The requirements will be applied prospectively with the option for a modified or retrospective application. Early adoption is permitted as of the beginning of an annual reporting period. The Company does not expect that the application of this standard will have a material impact on its consolidated financial statements or disclosures.
In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements. The update improves the guidance in Topic 270, Interim Reporting, by improving the navigability of the required interim disclosures and clarifying when that guidance is applicable. The amendments in ASU 2025-11 are effective for interim reporting periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. The amendments can be applied either prospectively or retrospectively to any or all prior periods presented in the financial statements. The Company is currently evaluating the impact that the adoption of this ASU will have on its consolidated financial statements and related disclosures.
In December 2025, the FASB issued ASU 2025-12, Codification Improvements (Evergreen). This evergreen project facilitates Codification updates for a broad range of Topics arising from technical corrections, the unintended application of the Codification, clarifications, and other minor improvements. The Company is currently evaluating the impact that the adoption of this ASU will have on its consolidated financial statements and related disclosures.
2. ACQUISITIONS
Saela Pest Control Acquisition
On April 1, 2025, the Company acquired 100% of Saela Holdings, LLC ("Saela") for $207.2 million. The Company funded this acquisition using cash on hand and borrowings under the commercial paper program.
The acquisition expands the Rollins family of brands, and management believes the acquisition will drive long-term value given Saela's attractive financial profile and complementary end market exposure.
The Saela acquisition has been accounted for as a business combination, and Saela's results of operations are included in the Company's operations from the acquisition date. During the year ended December 31, 2025, Saela contributed revenues and net earnings of $54.9 million and $5.0 million, respectively.
The valuation of the Saela acquisition was performed by a third-party valuation specialist under management’s supervision. The estimated purchase price allocation disclosed as of June 30, 2025 was revised during the measurement period as new information was received and analyzed resulting in an increase in customer contracts, a decrease in goodwill, and other immaterial changes, as presented in the table below. The initial and updated preliminary values of identified assets acquired and liabilities assumed for Saela are summarized as follows:
| (in thousands) | Initial Preliminary Allocation as of 4/1/2025 | Measurement Period Adjustments | Updated Preliminary Allocation as of 4/1/2025 | ||||||||
| Cash | $ | 1,506 | $ | 16 | $ | 1,522 | |||||
| Accounts receivable | 832 | (27) | 805 | ||||||||
| Materials and supplies | 573 | — | 573 | ||||||||
| Other current assets | 414 | — | 414 | ||||||||
| Equipment and property | 4,648 | 9 | 4,657 | ||||||||
| Goodwill | 132,959 | (3,698) | 129,261 | ||||||||
| Customer contracts | 52,200 | 4,100 | 56,300 | ||||||||
| Trademarks & tradenames | 17,300 | — | 17,300 | ||||||||
| Operating lease right-of-use assets | 991 | — | 991 | ||||||||
| Accounts payable | (1,961) | (23) | (1,984) | ||||||||
| Accrued compensation and related liabilities | (949) | (115) | (1,064) | ||||||||
| Other current liabilities | (389) | (168) | (557) | ||||||||
| Operating lease liabilities | (991) | — | (991) | ||||||||
| Assets acquired and liabilities assumed | $ | 207,133 | $ | 94 | $ | 207,227 |
Included in the total consideration above are cash payments of $193.7 million made upon closing, contingent consideration valued at $8.8 million that is based on Saela's expected financial performance in the two years following the acquisition, and holdback liabilities valued at $4.7 million to be held by the Company to settle indemnity claims and purchase price
adjustments. The fair value of the contingent consideration was estimated using a Monte Carlo simulation. During the year ended December 31, 2025, we recognized a charge of $3.2 million, related to adjustments to the fair value of contingent consideration resulting from the acquisition of Saela. This charge is reported in sales, general and administrative expenses on our consolidated statements of income.
The acquired Saela customer contracts are estimated to have a remaining useful life of 7 years. The acquired trademarks and tradenames are expected to have an indefinite useful life. See Note 8, Customer Contracts, Tradenames and Trademarks, and Other Intangible Assets, for further details.
Goodwill from this acquisition represents the excess of the purchase price over the fair value of net assets of the business acquired. The factors contributing to the amount of goodwill are based on strategic and synergistic benefits that are expected to be realized. The recognized goodwill is expected to be deductible for tax purposes. Valuations of certain assets and liabilities, including intangible assets and goodwill, as of the acquisition date have not been finalized at this time and are provisional.
Pro Forma Financial Information
The following table presents unaudited consolidated pro forma information as if the acquisition of Saela had occurred on January 1, 2024. This information presented below is for illustrative purposes only and is not necessarily indicative of results that would have been achieved if the acquisition had actually occurred as of the beginning of such years or results which may be achieved in the future.
| Year Ended December 31, | |||||||||||
| (in thousands) | 2025 | 2024 | |||||||||
| Revenues | $ | 3,776,331 | $ | 3,451,891 | |||||||
| Net income | 523,632 | 470,369 |
This information adjusts for the effects of material business combination items, including the alignment of accounting policies, the effect of fair value adjustments including the amortization of acquired intangible assets, and income tax effects.
Other 2025 Acquisitions
The Company made 25 other acquisitions during 2025. The aggregate preliminary values of major classes of assets acquired and liabilities assumed recorded at the dates of acquisition, as adjusted during the valuation period, are included in the reconciliation of the total preliminary consideration as follows:
| (in thousands) | 2025 | ||||
| Cash | $ | 633 | |||
| Accounts receivable | 2,312 | ||||
| Materials and supplies | 976 | ||||
| Other current assets | 498 | ||||
| Equipment and property | 6,865 | ||||
| Goodwill | 74,875 | ||||
| Customer contracts | 49,522 | ||||
| Trademarks & tradenames | 1,786 | ||||
| Other intangible assets | 1,716 | ||||
| Current liabilities | (859) | ||||
| Unearned revenue | (2,907) | ||||
| Other assets and liabilities, net | (5,317) | ||||
| Assets acquired and liabilities assumed | $ | 130,100 |
Included in the total consideration of $130.1 million are acquisition holdback liabilities and other contingent consideration of $15.0 million.
The Company also made payments of $2.8 million for prior year acquisitions during the year ended December 31, 2025.
Goodwill from these acquisitions represents the excess of the purchase price over the fair value of net assets of businesses acquired. The factors contributing to the amount of goodwill are based on strategic and synergistic benefits that are expected to be realized. A majority of the recognized goodwill is expected to be deductible for tax purposes. Valuations of certain assets and liabilities, including intangible assets and goodwill, as of the acquisition date have not been finalized at this time and are provisional.
2024 Acquisitions
The Company made 44 acquisitions during 2024. The aggregate values of major classes of assets acquired and liabilities assumed recorded at the dates of acquisition, as adjusted during the valuation period, are included in the reconciliation of the total consideration as follows:
| (in thousands) | 2024 | ||||
| Cash | $ | 1,671 | |||
| Accounts receivable | 4,954 | ||||
| Materials and supplies | 1,053 | ||||
| Other current assets | 446 | ||||
| Equipment and property | 8,251 | ||||
| Goodwill | 97,914 | ||||
| Customer contracts | 72,509 | ||||
| Trademarks & tradenames | 1,566 | ||||
| Other intangible assets | 2,609 | ||||
| Current liabilities | (2,167) | ||||
| Unearned revenue | (1,289) | ||||
| Other assets and liabilities, net | (4,764) | ||||
| Assets acquired and liabilities assumed | $ | 182,753 |
Included in the total consideration of $182.8 million were acquisition holdback liabilities and other contingent consideration of $20.9 million, as well as $3.1 million of notes payable issued as consideration.
The Company also made payments of $0.4 million related to prior year acquisitions during the year ended December 31, 2024.
Goodwill from these acquisitions represents the excess of the purchase price over the fair value of net assets of businesses acquired. The factors contributing to the amount of goodwill were based on strategic and synergistic benefits that are expected to be realized. A majority of the recognized goodwill is expected to be deductible for tax purposes.
Fox Pest Control Acquisition
On April 1, 2023, the Company acquired 100% of FPC Holdings, LLC (“Fox Pest Control”, or "Fox"). As part of funding the Fox Pest Control acquisition, on April 3, 2023, the Company borrowed incremental amounts under the Credit Agreement of $305.0 million. The proceeds were used to pay cash consideration at closing.
The Fox acquisition was accounted for as a business combination. The valuation of the Fox acquisition was performed by a third-party valuation specialist under our management’s supervision. The values of identified assets acquired and liabilities assumed were finalized as of March 31, 2024 and are summarized in the table below:
| (in thousands) | Fox Pest Control | ||||
| Cash | $ | 4,560 | |||
| Accounts receivable | 1,542 | ||||
| Materials and supplies | 431 | ||||
| Operating lease right-of-use assets | 8,689 | ||||
| Other current assets | 487 | ||||
| Goodwill | 188,176 | ||||
| Customer contracts | 118,000 | ||||
| Trademarks & tradenames | 38,000 | ||||
| Current liabilities | (5,538) | ||||
| Unearned revenue | (6,144) | ||||
| Operating lease liabilities | (8,689) | ||||
| Assets acquired and liabilities assumed | $ | 339,514 |
The Company purchased Fox for $339.5 million. Included in the total consideration were cash payments of $302.8 million made upon closing, contingent consideration valued at $28.0 million that were based on Fox's financial performance in the twelve months following acquisition, and holdback liabilities valued at $8.7 million held by the Company to settle indemnity claims and working capital adjustments. The fair value of the contingent consideration was estimated using a Monte Carlo simulation. During the year ended December 31, 2024, we recognized a charge of $1.0 million related to adjustments to the fair value of contingent consideration resulting from the acquisition of Fox. This charge is reported within sales, general and administrative expenses in our consolidated statements of income.
Acquired customer contracts were estimated to have a remaining useful life of 7 years. The acquired trademarks and tradenames are expected to have an indefinite useful life. See Note 8, Customer Contracts, Tradenames and Trademarks, and Other Intangible Assets for further details.
Goodwill from this acquisition represents the excess of the purchase price over the fair value of net assets of the business acquired. The factors contributing to the amount of goodwill were based on strategic and synergistic benefits that are expected to be realized. The recognized goodwill is deductible for tax purposes.
Pro Forma Financial Information
The following table presents unaudited consolidated pro forma information as if the acquisition of Fox had occurred on January 1, 2022. The information presented below is for illustrative purposes only and is not necessarily indicative of results that would have been achieved if the acquisition had actually occurred as of the beginning of such years or results which may be achieved in the future.
| Year Ended December 31, | |||||||||||
| (in thousands) | 2023 | 2022 | |||||||||
| Revenues | $ | 3,102,186 | $ | 2,817,629 | |||||||
| Net income | 424,735 | 358,930 |
The pro forma financial information above adjusts for the effects of material business combination items, including the alignment of accounting policies, the effect of fair value adjustments including the amortization of acquired intangible assets, interest expense related to the incremental borrowings under the Credit Agreement, and income tax effects as if Fox had been part of Rollins since January 1, 2022.
Other 2023 Acquisitions
The Company made 23 other acquisitions during 2023. The aggregate values of major classes of assets acquired and liabilities assumed recorded at the dates of acquisition, as adjusted during the valuation period, are included in the reconciliation of the total consideration as follows:
| (in thousands) | 2023 | ||||
| Cash | $ | 531 | |||
| Accounts receivable | 1,190 | ||||
| Materials and supplies | 592 | ||||
| Other current assets | 198 | ||||
| Equipment and property | 5,002 | ||||
| Goodwill | 37,319 | ||||
| Customer contracts | 31,996 | ||||
| Trademarks & tradenames | 1,457 | ||||
| Other intangible assets | 2,357 | ||||
| Current liabilities | (1,462) | ||||
| Other assets and liabilities, net | (2,472) | ||||
| Assets acquired and liabilities assumed | $ | 76,708 |
Included in the total consideration of $76.7 million were acquisition holdback liabilities of $7.8 million.
Goodwill from these acquisitions represents the excess of the purchase price over the fair value of net assets of businesses acquired. The factors contributing to the amount of goodwill were based on strategic and synergistic benefits that are expected to be realized. The recognized goodwill is deductible for tax purposes.
3. REVENUE
Sales and usage-based taxes are excluded from revenues. No sales to an individual customer or in a country other than the United States accounted for 10% or more of the sales for the periods listed in the following tables. Revenue, classified by the major geographic areas in which our customers are located, was as follows:
| 2025 | 2024 | 2023 | |||||||||||||||
| (in thousands) | |||||||||||||||||
| United States | $ | 3,491,325 | $ | 3,143,372 | $ | 2,853,321 | |||||||||||
| Other countries | 269,725 | 245,336 | 219,957 | ||||||||||||||
| Total revenues | $ | 3,761,050 | $ | 3,388,708 | $ | 3,073,278 |
Revenue from external customers, classified by significant service offering, was as follows:
| (in thousands) | 2025 | 2024 | 2023 | ||||||||||||||
| Residential revenues | $ | 1,693,244 | $ | 1,535,104 | $ | 1,409,872 | |||||||||||
| Commercial revenues | 1,244,733 | 1,125,964 | 1,024,176 | ||||||||||||||
| Termite and ancillary revenues | 781,542 | 688,186 | 605,533 | ||||||||||||||
| Franchise revenues | 16,034 | 16,935 | 16,475 | ||||||||||||||
| Other revenues | 25,497 | 22,519 | 17,222 | ||||||||||||||
| Total revenues | $ | 3,761,050 | $ | 3,388,708 | $ | 3,073,278 |
The Company records unearned revenue when we have either received payment or contractually have the right to bill for services in advance of the services or performance obligations being performed. Unearned revenue recognized in the
twelve months ended December 31, 2025 and 2024 was $279.0 million and $253.3 million, respectively. Changes in unearned revenue were as follows:
| Year Ended December 31, | |||||||||||
| 2025 | 2024 | ||||||||||
| (in thousands) | |||||||||||
| Beginning balance | $ | 223,872 | $ | 210,059 | |||||||
| Deferral of unearned revenue | 288,145 | 267,100 | |||||||||
| Recognition of unearned revenue | (279,031) | (253,287) | |||||||||
| Ending balance | $ | 232,986 | $ | 223,872 |
As of December 31, 2025 and December 31, 2024, the Company had long-term unearned revenue of $45.3 million and $43.0 million, respectively, recorded in other long-term accrued liabilities on our consolidated statements of financial position. Unearned short-term revenue is recognized over the next 12-month period. We recognized $180.9 million and $172.4 million of revenue in the years ended December 31, 2025 and December 31, 2024, respectively, that was included in the balance of unearned revenue at the beginning of each respective fiscal year. The majority of unearned long-term revenue is recognized over a period of five years or less with immaterial amounts recognized through 2035.
Incremental Costs of Obtaining a Contract with a Customer
Incremental costs of obtaining a contract include only those costs that we incur to obtain a contract that we would not have incurred if the contract had not been obtained, primarily sales commissions. These costs are recorded as an asset and amortized to expense over the life of the contract to the extent such costs are expected to be recovered. As of December 31, 2025, we have $39.1 million of unamortized capitalized costs to obtain a contract, of which $28.9 million is recorded within other current assets and $10.2 million is recorded within other assets on our consolidated statements of financial position. During the year ended December 31, 2025, we recorded approximately $34.1 million in amortization of capitalized costs, which is recorded within sales, general and administrative expense on our consolidated statements of income. As of December 31, 2024, we had $23.4 million of unamortized capitalized costs to obtain a contract, of which $19.3 million was recorded within other current assets and $4.1 million was recorded within other assets on our consolidated statements of financial position. During the years ended December 31, 2024 and 2023, we recorded approximately $22.1 million and $8.6 million in amortization of capitalized costs, respectively.
4. ALLOWANCE FOR EXPECTED CREDIT LOSSES
The Company is exposed to credit losses primarily related to accounts receivables and financed receivables derived from customer services revenue. To reduce credit risk for residential accounts receivable, we promote enrollment in our auto-pay programs. In general, we may suspend future services for customers with past due balances. The Company’s credit risk is generally low, as Rollins’ customer base is comprised of a large number of individual customers and dispersed across many different geographical regions.
The Company manages its financed receivables on an aggregate basis when assessing and monitoring credit risks. The Company’s established credit evaluation and monitoring procedures seek to minimize the amount of business we conduct with higher risk customers. The credit quality of a potential obligor is evaluated at the loan origination based on an assessment of the individual’s credit score. Rollins requires a potential obligor to have good creditworthiness with low risk before entering into a contract. Depending upon the individual’s credit score, the Company may accept with 100% financing or require a down payment or turn down the contract. Delinquent accounts are monitored each month. Financed receivables include installment receivable amounts, some of which are due subsequent to one year from the balance sheet dates.
Financed receivables are generally written-off when deemed uncollectible or when 180 days have elapsed since the date of the last full contractual payment. The Company’s write-off policy has been consistently applied during the periods reported. Management considers the charge-off policy when evaluating the appropriateness of the allowance for expected credit losses. Gross write-offs as a percentage of average financed receivables were 6.9% and 8.1% for the twelve months ended December 31, 2025 and December 31, 2024, respectively.
The Company offers 90 days same-as-cash financing to some customers based on their creditworthiness. Interest is not recognized until the 91st day at which time it is calculated retrospectively back to the first day if the contract has not been
paid in full. In certain circumstances, such as when delinquency is deemed to be of an administrative nature, accounts may still accrue interest when they reach 180 days past due. As of December 31, 2025, there were immaterial accounts greater than 180 days past due.
Included in financed receivables are notes receivable from franchise owners. The majority of these notes are low risk as the repurchase of these franchises is guaranteed by the Company’s wholly-owned subsidiary, Orkin Systems, LLC, and the repurchase price of the franchise is currently estimated and has historically been well above the receivable due from the franchise owner. Also included in notes receivables are franchise notes from other brands which are not guaranteed and do not have the same historical valuation.
The carrying amount of notes receivable approximates fair value as the interest rates approximate market rates for these types of contracts.
The Company’s allowances for credit losses for trade accounts receivable and financed receivables are developed using historical collection experience, current economic and market conditions, reasonable and supportable forecasts, and a review of the current status of customers’ receivables. The Company’s receivable pools are classified between residential customers, commercial customers, large commercial customers, and financed receivables. Accounts are written off against the allowance for credit losses when the Company determines that amounts are uncollectible, and recoveries of amounts previously written off are recorded when collected. The Company stops accruing interest to these receivables when they are deemed uncollectible. Below is a roll forward of the Company’s allowance for credit losses for the years ended December 31, 2025, 2024, and 2023.
| Allowance for Credit Losses | |||||||||||||||||
| (in thousands) | Trade Receivables | Financed Receivables | Total Receivables | ||||||||||||||
| Balance at December 31, 2022 | $ | 14,073 | $ | 4,968 | $ | 19,041 | |||||||||||
| Provision for expected credit losses | 16,309 | 10,551 | 26,860 | ||||||||||||||
| Write-offs charged against the allowance | (20,397) | (9,917) | (30,314) | ||||||||||||||
| Recoveries collected | 5,812 | — | 5,812 | ||||||||||||||
| Balance at December 31, 2023 | $ | 15,797 | $ | 5,602 | $ | 21,399 | |||||||||||
| Provision for expected credit losses | 22,695 | 11,331 | 34,026 | ||||||||||||||
| Write-offs charged against the allowance | (24,819) | (9,167) | (33,986) | ||||||||||||||
| Recoveries collected | 6,097 | 920 | 7,017 | ||||||||||||||
| Balance at December 31, 2024 | $ | 19,770 | $ | 8,686 | $ | 28,456 | |||||||||||
| Provision for expected credit losses | 23,777 | 12,117 | 35,894 | ||||||||||||||
| Write-offs charged against the allowance | (27,141) | (9,769) | (36,910) | ||||||||||||||
| Recoveries collected | 7,122 | — | 7,122 | ||||||||||||||
| Balance at December 31, 2025 | $ | 23,528 | $ | 11,034 | $ | 34,562 |
The following is a summary of the past due financed receivables:
| At December 31, | 2025 | 2024 | |||||||||
| (in thousands) | |||||||||||
| 30-59 days past due | $ | 6,376 | $ | 4,473 | |||||||
| 60-89 days past due | 3,289 | 2,256 | |||||||||
| 90 days or more past due | 7,268 | 4,329 | |||||||||
| Total | $ | 16,933 | $ | 11,058 |
The following is a summary of percentage of gross financed receivables:
| At December 31, | 2025 | 2024 | |||||||||
| Current | 89.8 | % | 91.9 | % | |||||||
| 30-59 days past due | 3.8 | % | 3.3 | % | |||||||
| 60-89 days past due | 2.0 | % | 1.6 | % | |||||||
| 90 days or more past due | 4.4 | % | 3.2 | % | |||||||
| Total | 100.0 | % | 100.0 | % |
5. EQUIPMENT AND PROPERTY, NET
Equipment and property are presented at cost less accumulated depreciation and are detailed as follows:
| December 31, | 2025 | 2024 | |||||||||
| (in thousands) | |||||||||||
| Buildings | $ | 45,470 | $ | 54,600 | |||||||
| Operating equipment | 156,394 | 145,973 | |||||||||
| Furniture and fixtures | 24,536 | 25,383 | |||||||||
| Computer equipment and systems | 116,438 | 259,992 | |||||||||
| 342,838 | 485,948 | ||||||||||
| Less: accumulated depreciation | (237,815) | (382,266) | |||||||||
| 105,023 | 103,682 | ||||||||||
| Land | 21,164 | 21,157 | |||||||||
| Equipment and property, net | $ | 126,187 | $ | 124,839 |
Included in computer equipment and systems at December 31, 2025 and 2024, are costs for internal use software of $51.6 million and $160.4 million, respectively. The related accumulated depreciation was $36.3 million and $137.1 million at December 31, 2025 and 2024, respectively.
Included in equipment and property, net at December 31, 2025 and 2024, are fixed assets held in foreign countries of $14.7 million, and $14.0 million, respectively.
Total depreciation expense was approximately $34.4 million in 2025, $34.1 million in 2024 and $33.3 million in 2023.
6. LEASES
The Company leases certain buildings, vehicles, and equipment in order to reduce the risk associated with ownership. The Company elected the practical expedient approach permitted under ASC Topic 842, “Leases” not to include short-term leases with a duration of 12 months or less on the consolidated statements of financial position. As of December 31, 2025 and 2024, all leases were classified as operating leases. Building leases generally carry terms of 5 to 10 years with annual rent escalations at fixed amounts per the lease. Vehicle leases generally carry a fixed term of one year with renewal options to extend the lease on a monthly basis resulting in lease terms up to 7 years depending on the class of vehicle. The exercise of renewal options is at the Company’s sole discretion. It is reasonably certain that the Company will exercise the renewal options on its vehicle leases. The measurement of right-of-use assets and liabilities for vehicle leases includes the fixed payments associated with such renewal periods. We separate lease and non-lease components of contracts. Our lease agreements do not contain any material variable payments, residual value guarantees, early termination penalties or restrictive covenants.
The Company uses the rate implicit in the lease when available; however, most of our leases do not provide a readily determinable implicit rate. Accordingly, we estimate our incremental borrowing rate based on information available at lease commencement.
| (in thousands, except Other Information) | Years Ended December 31, | |||||||||||||||||||||||||
| Components of Lease Expense | Financial Statement Classification | 2025 | 2024 | 2023 | ||||||||||||||||||||||
| Short-term lease cost | Cost of services provided, Sales, general, and administrative expenses | $ | 7,281 | $ | 16,618 | $ | 14,753 | |||||||||||||||||||
| Operating lease cost | Cost of services provided, Sales, general, and administrative expenses | 159,924 | 133,420 | 110,627 | ||||||||||||||||||||||
| Total lease expense | $ | 167,205 | $ | 150,038 | $ | 125,380 | ||||||||||||||||||||
| Cash Flow Information | ||||||||||||||||||||||||||
| Cash paid for amounts included in the measurement of lease liabilities: | ||||||||||||||||||||||||||
| Operating cash flows for operating leases | $ | 159,060 | $ | 132,588 | $ | 109,631 | ||||||||||||||||||||
| Other Information | ||||||||||||||||||||||||||
| Weighted-average remaining lease term - operating leases | 4.1 Yrs | 4.4 Yrs | ||||||||||||||||||||||||
| Weighted-average discount rate - operating leases | 4.50 | % | 4.30 | % |
Lease Commitments
Future minimum lease payments, including assumed exercise of renewal options at December 31, 2025 were as follows:
| (in thousands) | |||||
| 2026 | $ | 154,557 | |||
| 2027 | 129,257 | ||||
| 2028 | 85,169 | ||||
| 2029 | 40,392 | ||||
| 2030 | 21,726 | ||||
| Thereafter | 45,398 | ||||
| Total future minimum lease payments | 476,499 | ||||
| Less: amount representing interest | (48,324) | ||||
| Total future minimum lease payments, net of interest | $ | 428,175 |
Future commitments presented in the table above include lease payments in renewal periods for which it is reasonably certain that the Company will exercise the renewal option. Total future minimum lease payments for operating leases, including the amount representing interest, are comprised of $189.8 million for building leases and $286.7 million for vehicle leases. As of December 31, 2025, the Company had additional future obligations of $11.1 million for leases that had not yet commenced.
7. GOODWILL
Goodwill represents the excess of the purchase price over the fair value of net assets of businesses acquired. The carrying amount of goodwill was $1.4 billion as of December 31, 2025 and $1.2 billion as of December 31, 2024.
The changes in the carrying amount of goodwill for the twelve months ended December 31, 2025 and 2024 were as follows (in thousands):
| Goodwill: | |||||
| Balance at December 31, 2023 | $ | 1,070,310 | |||
| Additions | 97,914 | ||||
| Measurement adjustments | 464 | ||||
| Adjustments due to currency translation and other | (7,603) | ||||
| Balance at December 31, 2024 | 1,161,085 | ||||
| Additions | 207,834 | ||||
| Measurement adjustments | (3,573) | ||||
| Adjustments due to currency translation and other | 9,318 | ||||
| Balance at December 31, 2025 | $ | 1,374,664 |
8. CUSTOMER CONTRACTS, TRADENAMES AND TRADEMARKS, AND OTHER INTANGIBLE ASSETS
Customer contracts are amortized on a straight-line basis as this best approximates the ratio that current revenues bear to the total of current and anticipated revenues based on the estimated lives of the assets. The Company has determined that customer contracts should be amortized over a life of 7 to 20 years.
The carrying amount and accumulated amortization for customer contracts were as follows:
| December 31, | |||||||||||
| (in thousands) | 2025 | 2024 | |||||||||
| Customer contracts | $ | 741,568 | $ | 671,242 | |||||||
| Less: accumulated amortization | (334,052) | (288,150) | |||||||||
| Customer contracts, net | $ | 407,516 | $ | 383,092 |
Trademarks and tradenames are amortized on a straight-line basis over the period of their useful lives. The Company has determined these assets have useful lives between 7 and 20 years. The Company also has non-amortizable, indefinite-lived tradenames of $157.0 million and $137.8 million as of December 31, 2025 and 2024, respectively.
The carrying amount and accumulated amortization for trademarks and tradenames were as follows:
| December 31, | |||||||||||
| (in thousands) | 2025 | 2024 | |||||||||
| Trademarks and tradenames | $ | 183,167 | $ | 162,375 | |||||||
| Less: accumulated amortization | (16,388) | (12,480) | |||||||||
| Trademarks and tradenames, net | $ | 166,779 | $ | 149,895 |
Other intangible assets include non-compete agreements and patents. Non-compete agreements are amortized on a straight-line basis over periods ranging from 3 to 20 years and patents are amortized on a straight-line basis over 15 years.
The carrying amount and accumulated amortization for other intangible assets were as follows:
| December 31, | |||||||||||
| (in thousands) | 2025 | 2024 | |||||||||
| Other intangible assets | $ | 28,240 | $ | 26,507 | |||||||
| Less: accumulated amortization | (20,151) | (17,905) | |||||||||
| Other intangible assets, net | $ | 8,089 | $ | 8,602 |
Total amortization expense was approximately $90.4 million in 2025, $79.2 million in 2024 and $66.5 million in 2023.
Estimated amortization expense for the existing carrying amount of customer contracts, finite-lived trademarks and tradenames, and other intangible assets for each of the five succeeding fiscal years are as follows:
| (in thousands) | |||||
| 2026 | $ | 91,375 | |||
| 2027 | 86,564 | ||||
| 2028 | 78,257 | ||||
| 2029 | 63,782 | ||||
| 2030 | 42,329 |
9. FAIR VALUE MEASUREMENT
Assets and liabilities recorded at fair value are measured using a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The levels of the fair value hierarchy are:
-
Level 1: observable inputs such as quoted prices in active markets for identical assets or liabilities;
-
Level 2: inputs other than quoted prices in active markets in Level 1 that are either directly or indirectly observable; and
-
Level 3: unobservable inputs for which little or no market data exists.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
Debt Securities
As of December 31, 2025 and 2024, we had investments in international bonds of $6.2 million and $8.2 million, respectively. These bonds are accounted for as available for sale securities and are Level 2 assets under the fair value hierarchy. The bonds are recorded at their fair market values and reported within other current assets and other assets on our consolidated statements of financial position. The unrealized gain or loss activity during the twelve months ended December 31, 2025, 2024 and 2023 was not significant.
Contingent Consideration
As of December 31, 2025 and 2024, the Company had $37.1 million and $21.0 million of acquisition holdback and earnout liabilities payable to former owners of acquired companies, respectively. Holdback and earnout liabilities are considered Level 3 liabilities under the fair value hierarchy. The earnout liabilities were adjusted to reflect the expected probability of payout, and both earnout and holdback liabilities were discounted to their net present value on the Company’s consolidated statements of financial position. The table below presents a summary of the changes in fair value for these liabilities.
| Years Ended December 31, | |||||||||||||||||
| (in thousands) | 2025 | 2024 | 2023 | ||||||||||||||
| Beginning balance | $ | 21,008 | $ | 46,104 | $ | 13,496 | |||||||||||
| New acquisitions and measurement adjustments | 28,438 | 21,052 | 44,548 | ||||||||||||||
| Payouts | (14,215) | (43,948) | (12,489) | ||||||||||||||
| Interest and fair value adjustments | 994 | (1,099) | 2,981 | ||||||||||||||
| Charge offset, forfeit and other | 852 | (1,101) | (2,432) | ||||||||||||||
| Ending balance | $ | 37,077 | $ | 21,008 | $ | 46,104 |
Other Fair Value Disclosures
The carrying amount of cash and cash equivalents, trade and financed receivables, accounts payable, and short-term liabilities, including short-term borrowings under our commercial paper program, approximate fair value due to their short-term nature. The carrying amounts of borrowings outstanding under our Revolving Credit Facility approximate fair value, as interest rates are variable and reflective of market rates.
The following table presents the aggregate fair value and carrying value of our 2035 Senior Notes, which are classified as Level 2 within the fair value hierarchy:
| December 31, 2025 | December 31, 2024 | ||||||||||||||||||||||
| (in thousands) | Fair Value | Carrying Value | Fair Value | Carrying Value | |||||||||||||||||||
| 2035 Senior Notes | $ | 512,160 | $ | 486,147 | $ | — | $ | — |
10. DEBT
Long-term Debt
Components of long-term debt were as follows:
| (in thousands) | Years Ended December 31, | ||||||||||
| 2025 | 2024 | ||||||||||
| 2035 Senior Notes | $ | 500,000 | $ | — | |||||||
| Revolving Credit Facility | — | 397,000 | |||||||||
| Total long-term debt | $ | 500,000 | $ | 397,000 | |||||||
| Less: unamortized debt discount | (7,125) | — | |||||||||
| Less: unamortized debt issuance costs | (6,728) | (1,690) | |||||||||
| Total long-term debt, net | $ | 486,147 | $ | 395,310 |
2035 Senior Notes and Exchange Offer
In February 2025, we issued ten-year notes with an aggregate principal amount of $500 million due on February 24, 2035 (the “2035 Senior Notes”) in a private placement to qualified institutional buyers pursuant to Section 4(a)(2) and Rule 144A under the Securities Act. We issued the 2035 Senior Notes at 98.443% of par, representing a discount of $7.8 million and paid approximately $6.1 million for debt issuance costs. The interest is payable semi-annually in arrears on February 24 and August 24 of each year at 5.25% per annum, beginning on August 24, 2025, and the entire principal amount is due at the time of maturity. We used the net proceeds from this offering primarily to repay outstanding borrowings under the Revolving Credit Facility, as defined below, as well as for general corporate purposes.
The 2035 Senior Notes are senior unsecured obligations of the Company and, at the time of issuance, were guaranteed by the Company’s subsidiaries that were guarantors under its Revolving Credit Facility, provided for by the Credit Agreement defined below. Subsequent to the issuance of the 2035 Senior Notes, and described further below, we amended our Credit Agreement to release the Company's subsidiaries as guarantors, which also released them as guarantors on the 2035 Senior Notes.
The indenture governing the 2035 Senior Notes contains customary covenants that limit the Company and its subsidiaries’ ability to, among other things, incur liens and certain types of indebtedness. The indenture also provides for customary events of default, which, if any of them occurs, would permit or require the principal, premium, if any, interest and any other monetary obligations on all the then outstanding 2035 Senior Notes to be due and payable immediately. We were in compliance with all financial covenants as of December 31, 2025.
On May 6, 2025, we commenced an offer to exchange $500 million of the 2035 Senior Notes privately placed in February 2025 (“Initial Notes”) for the $500 million of the 2035 Senior Notes that have been registered under the Securities Act of 1933 (“Exchange Notes”). Approximately 99.6% of the $500 million aggregate principal amount of the Initial Notes were validly tendered and not withdrawn prior to the expiration of the exchange offer, and were exchanged for Exchange Notes as of June 4, 2025, pursuant to the terms of the exchange offer. The Exchange Notes are identical in all material respects to the Initial Notes, except that the Exchange Notes will have no transfer restrictions or registration rights.
The effective interest rate of our 2035 Senior Notes was 5.6% as of December 31, 2025.
Revolving Credit Facility
On February 24, 2023, the Company entered into a revolving credit agreement ("the Credit Agreement") with, among others, JPMorgan Chase Bank, N.A. (“JPMorgan Chase”), as administrative agent (in such capacity, the “Administrative Agent”), which refinanced its previous credit facility described below.
In March 2025, the Company entered into Amendment No. 1 to the Credit Agreement (the “Amendment No 1”), among the Company, JPMorgan Chase, and the lenders party thereto, which amended the Credit Agreement with, among others, the Company and the Administrative Agent. The Amendment No. 1, among other things, released each of Orkin, LLC, Northwest Exterminating Co., LLC, Clark Pest Control of Stockton, Inc. and Hometeam Pest Defense, Inc. (collectively, the “Existing Guarantors”) as guarantors under the Credit Agreement. Following the release of the Existing Guarantors from their guarantees of the obligations under the Credit Agreement, no subsidiary of the Company guarantees the obligations under the Credit Agreement.
The Credit Agreement provides for a $1.0 billion revolving credit facility (the “Revolving Credit Facility”), which may be denominated in U.S. Dollars and other currencies, including Euros, Australian Dollars, Canadian Dollars, New Zealand Dollars, Pounds Sterling and Japanese Yen, subject to a $400 million foreign currency sublimit. The Revolving Credit Facility also includes sub-facilities for the issuance of letters of credit of up to $150 million and swing line loans at the Administrative Agent’s discretion of up to $50 million. Certain subsidiaries of Rollins provide unsecured guarantees of the Revolving Credit Facility. Rollins has the ability to expand its borrowing availability under the Credit Agreement in the form of increased revolving commitments or one or more tranches of term loans by up to an additional $750 million, subject to the agreement of the participating lenders and certain other customary conditions. The maturity date of the loans under the Credit Agreement is February 24, 2028.
Loans under the Credit Agreement bear interest, at Rollins’ election, at (i) for loans denominated in U.S. Dollars, (A) an alternate base rate (subject to a floor of 0.00%), which is the greatest of (x) the prime rate publicly announced from time to time by JPMorgan Chase, (y) the greater of the federal funds effective rate and the Federal Reserve Bank of New York overnight bank funding rate, plus 50 basis points, and (z) Adjusted Term SOFR for a one month interest period, plus a margin ranging from 0.00% to 0.50% per annum based on Rollins’ consolidated total net leverage ratio; or (B) the greater of term SOFR for the applicable interest period plus 10 basis points (“Adjusted Term SOFR”) and zero, plus a margin ranging from 1.00% to 1.50% per annum based on Rollins’ consolidated total net leverage ratio; and (ii) for loans denominated in other currencies, including Euros, Australian Dollars, Canadian Dollars, New Zealand Dollars, Pounds Sterling and Japanese Yen, such interest rates as set forth in the Credit Agreement.
The Credit Agreement contains customary terms and conditions, including, without limitation, certain financial covenants including covenants restricting Rollins’ ability to incur certain indebtedness or liens, or to merge or consolidate with or sell substantially all of its assets to another entity. Further, the Credit Agreement contains a financial covenant restricting Rollins’ ability to permit the ratio of Rollins’ consolidated total net debt to EBITDA to exceed 3.50 to 1.00. Following certain acquisitions, Rollins may elect to increase the financial covenant level to 4.00 to 1.00 temporarily. The Company is in compliance with applicable financial debt covenants as of December 31, 2025.
As of December 31, 2025, the Company had no outstanding borrowings under the Revolving Credit Facility. As of December 31, 2024, the Company had outstanding borrowings of $397.0 million under the Revolving Credit Facility. The aggregate effective interest rate on the debt outstanding as of December 31, 2024 was 5.5%.
Short-term Debt
Commercial Paper Program
In March 2025, we established a commercial paper program under which we may issue unsecured commercial paper up to a total of $1 billion outstanding at any time, with maturities of up to 397 days from the date of issue. Borrowings under this program are generally outstanding for 30 days or less. The net proceeds from the issuance of commercial paper are used for various purposes, including general corporate purposes and funding for acquisitions. Information with respect to our outstanding commercial paper borrowings is as follows:
| Years Ended December 31, | |||||||||||
| (in thousands) | 2025 | 2024 | |||||||||
| Outstanding borrowings (1) | $ | 114,430 | $ | — | |||||||
| Weighted average annual interest rate | 3.94 | % | — | ||||||||
| Weighted average remaining term | 6.3 days | — |
(1) Outstanding commercial paper borrowings are net of unamortized discount and are presented under the short-term debt caption of our consolidated statements of financial position.
Bank Overdrafts
As of December 31, 2025, we had $9.3 million of bank overdrafts. As of December 31, 2024, we had no bank overdrafts.
Letters of Credit
The Company maintains $82.4 million in letters of credit as of December 31, 2025. These letters of credit are required by the Company’s insurance carriers, due to the Company’s high deductible insurance program, to secure various workers’ compensation and casualty insurance contracts coverage and were increased from $72.0 million as of December 31, 2024. The Company believes that it has adequate liquid assets, funding sources and insurance accruals to accommodate potential future insurance claims.
11. EMPLOYEE BENEFIT PLANS
Defined Contribution 401(k) Savings Plan
The Company sponsors a defined contribution 401(k) Savings Plan (the “Plan”) that is available to a majority of the Company’s full-time employees the first day of the calendar month following completion of 90 days of service. The Plan is available to non-full-time employees the first day of the calendar quarter following one year of service upon completion of 1,000 hours in that year. The Plan provides for a matching contribution of one dollar ($1.00) for each one dollar ($1.00) of a participant’s contributions to the Plan that do not exceed 3 percent of his or her eligible compensation (which includes commissions, overtime, and bonuses) and fifty cents ($0.50) for each one dollar ($1.00) of a participant’s contributions to the Plan over the initial 3 percent that do not exceed 6 percent of his or her eligible compensation (which includes commissions, overtime and bonuses). The charge to expense for the Company match was approximately $38.7 million, $35.8 million and $32.9 million for the years ended December 31, 2025, 2024 and 2023, respectively. At December 31, 2025, 2024, and 2023 approximately 29.1%, 28.4%, and 30.4%, respectively, of the fair value of plan assets consisted of Rollins, Inc. common stock. Total administrative fees paid by the Company for the Plan were insignificant for each of the years ended December 31, 2025, 2024 and 2023.
Nonqualified Deferred Compensation Plan
The Deferred Compensation Plan provides that participants may defer up to 50% of their base salary and up to 85% of their annual bonus with respect to any given plan year, subject to a $2 thousand per plan year minimum. For each payment of a participant's annual regular compensation or annual bonus payment from which a participant elects to have amounts deferred under this plan, the Deferred Compensation Plan provides a matching contribution equal to 50% of the amount of such deferrals that do not exceed 3% of such eligible compensation. The Company may make discretionary contributions to participant accounts but has not done so since 2011.
Accounts will be credited with hypothetical earnings, and/or debited with hypothetical losses, based on the performance of certain “Measurement Funds.” Account values are calculated as if the funds from deferrals and Company credits had been converted into shares or other ownership units of selected Measurement Funds by purchasing (or selling, where relevant) such shares or units at the current purchase price of the relevant Measurement Fund at the time of the participant’s selection. Deferred Compensation Plan benefits are unsecured general obligations of the Company to the participants, and these obligations rank in parity with the Company’s other unsecured and unsubordinated indebtedness. The Company has established a “rabbi trust,” which it uses to voluntarily set aside amounts to indirectly fund any obligations under the Deferred Compensation Plan. To the extent that the Company’s obligations under the Deferred Compensation Plan exceed assets available under the trust, the Company would be required to seek additional funding sources to fund its liability under the Deferred Compensation Plan.
Generally, the Deferred Compensation Plan provides for distributions of any deferred amounts upon the earliest to occur of a participant’s death, disability, retirement or other termination of employment (a “Termination Event”). However, for any deferrals of salary and bonus (but not Company contributions), participants would be entitled to designate a distribution date which is prior to a Termination Event. Generally, the Deferred Compensation Plan allows a participant to elect to receive distributions under the Deferred Compensation Plan in installments or lump-sum payments.
At December 31, 2025, the Deferred Compensation Plan had 73 life insurance policies with a net face value of $53.5 million compared to 73 policies with a face value of $50.7 million at December 31, 2024. The cash surrender value of these life insurance policies was $30.0 million and $27.6 million at December 31, 2025 and 2024, respectively. These policies are valued using the NAV practical expedient.
The following table presents our nonqualified Deferred Compensation Plan assets using the fair value hierarchy as of December 31, 2025 and 2024.
| (in thousands) | Level 1 | Level 2 | Level 3 | NAV | Total | ||||||||||||||||||||||||
| December 31, 2025 | $ | 25 | $ | — | $ | — | $ | 29,984 | $ | 30,009 | |||||||||||||||||||
| December 31, 2024 | $ | 25 | $ | — | $ | — | $ | 27,558 | $ | 27,583 |
Cash and cash equivalents, which are used to pay benefits and deferred compensation plan administrative expenses, are held in money market funds.
Total expense related to deferred compensation was $0.3 million, $0.3 million, and $0.3 million in 2025, 2024, and 2023, respectively. The Company had $30.0 million and $27.6 million in deferred compensation assets as of December 31, 2025 and 2024, respectively, included within other assets on the Company’s consolidated statements of financial position and $20.6 million and $18.9 million in deferred compensation liability as of December 31, 2025 and 2024, respectively, located within other current liabilities and long-term accrued liabilities on the Company’s consolidated statements of financial position. The amounts of assets were marked to fair value.
12. COMMITMENTS AND CONTINGENCIES
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, inquiries, investigations, litigation, 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 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 investigations, cases, and claims from time to time, which may include claims on a representative or class action basis alleging wage and hour law violations, claims filed under California's Private Attorneys General Act and claims and investigations related to our enforcement of post-employment restrictive covenants. We are also involved from time to time in certain environmental 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 estimable in accordance with ASC 450.
The Company retains, up to specified limits, certain risks related to general liability, workers’ compensation and auto liability. The estimated costs of existing and future claims under the retained loss program are accrued based upon historical trends as incidents occur, whether reported or unreported (although actual settlement of the claims may not be
made until future periods) and may be subsequently revised based on developments relating to such claims. The Company contracts with an independent third party to provide the Company an estimated liability based upon historical claims information. The actuarial study is a major consideration in establishing the reserve, along with management’s knowledge of changes in business practice and existing claims compared to current balances. Management’s judgment is inherently subjective as a number of factors are outside management’s knowledge and control. Additionally, historical information is not always an accurate indication of future events. The accruals and reserves we hold are based on estimates that involve a degree of judgment and are inherently variable and could be overestimated or insufficient. If actual claims exceed our estimates, our operating results could be materially affected, and our ability to take timely corrective actions to limit future costs may be limited.
Item 103 of SEC Regulation S-K requires disclosure of certain environmental legal proceedings if the proceeding reasonably involves potential monetary sanctions of $300,000 or more. In January 2023, the Company received a notice of alleged violations and information requests from local governmental authorities in California for our Orkin and Clark Pest Control operations, relating to compliance with environmental and other regulations governing the management of certain waste streams and pesticide disposal. The investigation was part of a broader effort to investigate waste handling and disposal processes of a number of industries. 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.
Management does not believe that any pending or 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.
13. STOCKHOLDERS' EQUITY
During the year ended December 31, 2025, the Company paid $327.9 million, or $0.6775 per share, in cash and stock dividends compared to $298.1 million, or $0.6150 per share and $264.3 million or $0.5400 per share, during the same period in 2024 and 2023.
2025 Secondary Offering
On November 10, 2025, the Company entered into an underwriting agreement (the “2025 Underwriting Agreement”) with LOR, Inc. (“LOR”) (a company controlled by Mr. Gary W. Rollins and certain members of his family) and Rollins Holding Company, Inc. (together, the “Selling Stockholders”), and Morgan Stanley & Co. LLC, as sole underwriter (the “Underwriter”), relating to the sale by the Selling Stockholders of 17,391,305 shares of the Company’s common stock, par value $1.00 per share (the “Common Stock”), at a public offering price of $57.50 per share (the “2025 Offering”). In connection with the 2025 Offering, the Selling Stockholders granted the Underwriter an option to purchase up to an additional 2,608,695 shares of Common Stock (the “2025 Optional Shares”). The 2025 Offering, including the sale of the 2025 Optional Shares, closed on November 12, 2025. The Company did not sell any shares in the 2025 Offering and did not receive any proceeds from the 2025 Offering. In addition, the Company completed the repurchase of 3,478,260 of the shares of Common Stock offered in the 2025 Offering for approximately $200 million at the same per share price paid by the Underwriter to the Selling Stockholders in the 2025 Offering, or $56.93 per share.
2023 Secondary Offering
On September 6, 2023, the Company entered into an underwriting agreement (the “2023 Underwriting Agreement”) with LOR and Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters (the “Underwriters”), relating to the offer by LOR of 38,724,100 shares of the Company’s Common Stock at a public offering price of $35.00 per share (the “2023 Offering”). In connection with the 2023 Offering, LOR granted the Underwriters an option to purchase up to an additional 5,785,714 shares of Common Stock (the “2023 Optional Shares”). The 2023 Offering, including the sale of the 2023 Optional Shares, closed on September 11, 2023. The Company did not sell any shares in the 2023 Offering and did not receive any proceeds from the 2023 Offering. In addition, the Company completed
the repurchase of 8,724,100 of the shares of Common Stock offered in the 2023 Offering for approximately $300 million at $34.39 per share.
As we repurchase our common stock, we reduce common stock for par value of the shares repurchased, with the excess of the purchase price over par value recorded as a reduction to additional paid-in capital and retained earnings.
The Company did not repurchase shares on the open market during the years ended December 31, 2025, 2024 and 2023.
The Company repurchases shares from employees for the payment of their taxes on equity awards that have vested. The Company repurchased $16.2 million, $11.6 million and $10.8 million during the years ended December 31, 2025, 2024 and 2023 respectively.
During the years ended December 31, 2025, 2024 and 2023, the Company issued $5.4 million, $4.8 million and $2.0 million of shares to employees in connection with the Employee Stock Purchase Plan ("ESPP") discussed below.
Stock Compensation Plans
Time-Lapsed Restricted Shares and Performance Share Unit Awards
Time-lapsed restricted share awards and restricted stock units (“restricted shares”), as well as performance share units ("PSUs"), have been issued to officers and other employees, and annual share awards are made to non-employee directors, under the Company’s Employee Stock Incentive Plan.
The Company recognizes compensation expense for the unvested portion of awards outstanding over the remainder of the requisite service period. The compensation cost recorded for these awards is based on the Company's closing stock price at the grant date less the cost of estimated forfeitures. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods to reflect actual forfeitures. For PSUs that are granted with a total shareholder return ("TSR") component, management estimates the fair value using a Monte Carlo simulation valuation model, as these awards are subject to a market condition.
Restricted shares and PSUs provide for the issuance of a share of the Company’s common stock at no cost to the holder and generally vest after a certain stipulated number of years from the grant date, depending on the terms of the issue. 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. Restricted shares and PSUs typically vest over approximately one to six-year periods. During these years, grantees of certain awards receive all dividends declared and retain voting rights for the granted shares. The agreements under which the one-time grant of restricted stock is issued provide that shares awarded may not be sold or otherwise transferred until restrictions established under the plans have lapsed.
The Company issued time-lapsed restricted shares and PSUs of 0.7 million, 0.7 million, and 0.7 million for the years ended December 31, 2025, 2024, and 2023, respectively. The Company issues new shares from its authorized but unissued share pool. At December 31, 2025, approximately 3.9 million shares of the Company’s common stock were reserved for issuance.
The following table summarizes the components of the Company’s stock-based compensation programs recorded as expense:
| (in thousands) | 2025 | 2024 | 2023 | ||||||||||||||
| Restricted shares and PSUs: | |||||||||||||||||
| Compensation expense | $ | 38,835 | $ | 28,795 | $ | 24,222 |
The total income tax benefit related to stock-based compensation awards recognized in income was $7.0 million, $5.5 million, and $5.2 million for the years ended December 31, 2025, 2024, and 2023, respectively. As of December 31, 2025 and 2024, $53.4 million and $55.3 million, respectively, of total unrecognized compensation cost related to restricted shares and PSUs are expected to be recognized over a weighted average period of approximately 1.4 years and 3.1 years at December 31, 2025 and 2024, respectively.
The following table summarizes information on unvested awards outstanding as of December 31, 2025, 2024 and 2023.
| (number of shares in thousands) | Number of Shares | Weighted Average Grant-Date Fair Value | |||||||||
| Unvested as of December 31, 2022 | 2,685 | $ | 28.97 | ||||||||
| Forfeited | (98) | 29.83 | |||||||||
| Vested | (840) | 26.87 | |||||||||
| Granted | 678 | 36.10 | |||||||||
| Unvested as of December 31, 2023 | 2,425 | $ | 31.66 | ||||||||
| Forfeited | (113) | 35.19 | |||||||||
| Vested | (758) | 29.87 | |||||||||
| Granted | 873 | 40.39 | |||||||||
| Performance Attainment Adjustment | 62 | $ | 36.30 | ||||||||
| Unvested as of December 31, 2024 | 2,489 | $ | 35.46 | ||||||||
| Forfeited | (66) | 40.67 | |||||||||
| Vested | (867) | 33.91 | |||||||||
| Granted | 715 | 51.57 | |||||||||
| Performance Attainment Adjustment | 39 | 42.38 | |||||||||
| Unvested as of December 31, 2025 | 2,310 | $ | 39.33 |
Employee Stock Purchase Plan
On April 26, 2022, shareholders approved the Rollins, Inc. 2022 Employee Stock Purchase Plan (“ESPP”) which provides eligible employees with the option to purchase shares of Company common stock, at a discount, through payroll deductions during six-month offering periods. Initially, a maximum of 1,000,000 shares of the Company’s common stock are authorized for issuance under the ESPP. Under the ESPP, shares of common stock may be purchased by eligible participants during defined purchase periods at 90% of the lesser of the closing price of the Company’s common stock on the first day or last day of each purchase period. The first offering period for the ESPP began on July 1, 2022. The Company recorded compensation expense of $0.9 million, $1.2 million, and $0.4 million in connection with the ESPP for the years ended December 31, 2025, 2024, and 2023, respectively. Compensation expense for the ESPP is included in cost of services provided and sales, general and administrative expenses in our consolidated statements of income.
14. ACCUMULATED OTHER COMPREHENSIVE LOSS
Accumulated other comprehensive loss consists of the following (in thousands):
| Pension Liability Adjustment | Foreign Currency Translation | Available for Sale Securities | Total | ||||||||||||||||||||||||||
| Balance at December 31, 2022 | $ | (322) | $ | (30,304) | $ | (936) | $ | (31,562) | |||||||||||||||||||||
| Change during 2023: | |||||||||||||||||||||||||||||
| Before-tax amount | (290) | 4,816 | 206 | 4,732 | |||||||||||||||||||||||||
| Tax (expense) benefit | 75 | — | — | 75 | |||||||||||||||||||||||||
| Other comprehensive income (loss) | (215) | 4,816 | 206 | 4,807 | |||||||||||||||||||||||||
| Balance at December 31, 2023 | (537) | (25,488) | (730) | (26,755) | |||||||||||||||||||||||||
| Change during 2024: | |||||||||||||||||||||||||||||
| Before-tax amount | — | (17,318) | 146 | (17,172) | |||||||||||||||||||||||||
| Tax (expense) benefit | — | 293 | — | 293 | |||||||||||||||||||||||||
| Other comprehensive income (loss) | — | (17,025) | 146 | (16,879) | |||||||||||||||||||||||||
| Balance at December 31, 2024 | (537) | (42,513) | (584) | (43,634) | |||||||||||||||||||||||||
| Change during 2025: | |||||||||||||||||||||||||||||
| Before-tax amount | 520 | 18,147 | 99 | 18,766 | |||||||||||||||||||||||||
| Tax (expense) benefit | (27) | (299) | — | (326) | |||||||||||||||||||||||||
| Other comprehensive income (loss) | 493 | 17,848 | 99 | 18,440 | |||||||||||||||||||||||||
| Balance at December 31, 2025 | $ | (44) | $ | (24,665) | $ | (485) | $ | (25,194) |
15. INCOME TAXES
For the years ended December 31, income from continuing operations before income taxes consisted of the following:
| (in thousands) | 2025 | 2024 | 2023 | ||||||||||||||
| Income before income taxes | |||||||||||||||||
| Domestic | $ | 664,780 | $ | 592,704 | $ | 548,428 | |||||||||||
| Foreign | 36,146 | 37,526 | 37,829 | ||||||||||||||
| Total income from continuing operations before income taxes | $ | 700,926 | $ | 630,230 | $ | 586,257 |
For the years ended December 31, the Company’s income tax provision consisted of the following:
| 2025 | 2024 | 2023 | |||||||||||||||
| (in thousands) | |||||||||||||||||
| Current: | |||||||||||||||||
| Federal | $ | 105,940 | $ | 126,246 | $ | 112,647 | |||||||||||
| State | 35,326 | 36,328 | 33,516 | ||||||||||||||
| Foreign | 13,803 | 11,613 | 12,781 | ||||||||||||||
| Total current tax expense | 155,069 | 174,187 | 158,944 | ||||||||||||||
| Deferred: | |||||||||||||||||
| Federal | 17,541 | (6,848) | (2,349) | ||||||||||||||
| State | 5,253 | (2,336) | (2,925) | ||||||||||||||
| Foreign | (3,642) | (1,152) | (2,370) | ||||||||||||||
| Total deferred tax expense (benefit) | 19,152 | (10,336) | (7,644) | ||||||||||||||
| Total income tax provision | $ | 174,221 | $ | 163,851 | $ | 151,300 |
The following table presents the principal components of the difference between the effective tax rate and the U.S. federal statutory income tax rate for the years ended December 31:
| 2025 | 2024 | 2023 | ||||||||||||||||||||||||
| (in thousands) | $ | % | $ | % | $ | % | ||||||||||||||||||||
| Income tax at statutory rate | $ | 147,210 | 21.0 | % | $ | 132,361 | 21.0 | % | $ | 123,114 | 21.0 | % | ||||||||||||||
| State and local income taxes, net of federal income tax effect (1) | 32,485 | 4.6 | % | 26,647 | 4.2 | % | 23,653 | 4.0 | % | |||||||||||||||||
| Foreign tax effects | 3,330 | 0.5 | % | 3,303 | 0.5 | % | 841 | 0.1 | % | |||||||||||||||||
| Effect of changes in tax laws or rates enacted in the current period | — | — | % | — | — | % | — | — | % | |||||||||||||||||
| Effect of cross-border tax laws | (883) | (0.1) | % | 384 | 0.1 | % | 505 | 0.1 | % | |||||||||||||||||
| Tax credits: | ||||||||||||||||||||||||||
| Investment tax credits | (7,687) | (1.1) | % | — | — | % | — | — | % | |||||||||||||||||
| Other tax credits | (1,506) | (0.2) | % | (1,308) | (0.2) | % | (1,300) | (0.2) | % | |||||||||||||||||
| Changes in valuation allowances | — | — | % | — | — | % | — | — | % | |||||||||||||||||
| Nontaxable or nondeductible items | 2,893 | 0.5 | % | 2,163 | 0.3 | % | 1,940 | 0.3 | % | |||||||||||||||||
| Changes in unrecognized tax benefits | (1,411) | (0.2) | % | 44 | — | % | 958 | 0.2 | % | |||||||||||||||||
| Other adjustments | (210) | (0.1) | % | 257 | 0.1 | % | 1,589 | 0.3 | % | |||||||||||||||||
| Total income tax provision | $ | 174,221 | 24.9 | % | — | $ | 163,851 | 26.0 | % | $ | 151,300 | 25.8 | % |
(1) State taxes in California, Florida, Georgia, Illinois, and New Jersey make up the majority (greater than 50 percent) of the tax effect in this category.
Deferred income taxes reflect the net tax effects of the temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and income tax purposes. The Company’s deferred tax assets and liabilities as of December 31, 2025 and 2024 are as follows:
| 2025 | 2024 | ||||||||||
| (in thousands) | |||||||||||
| Deferred tax assets: | |||||||||||
| Employee compensation and benefits | $ | 16,644 | $ | 15,146 | |||||||
| Unearned revenues | 16,056 | 15,243 | |||||||||
| Insurance reserves | 31,285 | 29,773 | |||||||||
| Lease liabilities | 103,960 | 118,382 | |||||||||
| Non-amortizable intangible assets | 8,680 | 7,792 | |||||||||
| Other deferred tax assets | 14,129 | 16,415 | |||||||||
| Total deferred tax assets | 190,754 | 202,751 | |||||||||
| Valuation allowance | (8,680) | (7,792) | |||||||||
| Net deferred tax assets | $ | 182,074 | $ | 194,959 | |||||||
| Deferred tax liabilities: | |||||||||||
| Fixed assets and depreciation | $ | 11,546 | $ | 9,599 | |||||||
| Intangible assets | 106,162 | 93,872 | |||||||||
| Right of use assets | 99,649 | 102,299 | |||||||||
| Total deferred tax liabilities | $ | 217,357 | $ | 205,770 | |||||||
| Net deferred taxes | |||||||||||
| Deferred tax assets | 1,715 | 4,841 | |||||||||
| Deferred tax liabilities | (36,998) | (15,652) | |||||||||
| Net deferred taxes | $ | (35,283) | $ | (10,811) |
Deferred tax assets are included in "Other assets" and deferred tax liabilities are included in "Other long-term accrued liabilities" on the consolidated statements of financial position
In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all the deferred tax assets will not be realized. As of December 31, 2025, the Company increased its valuation allowance by approximately $0.9 million related to deferred tax assets on intangible assets held in Australia. The Company does not expect to recognize such deferred tax assets as it expects to continue its operations in Australia for the foreseeable future and the related intangible assets are not amortizable for tax purposes in Australia.
The changes in the Company’s valuation allowance for deferred tax assets are as follows:
| (in thousands) | |||||
| December 31, 2023 | $ | 6,883 | |||
| Charged to income tax expense | 909 | ||||
| Charged to other accounts | — | ||||
| December 31, 2024 | 7,792 | ||||
| Charged to income tax expense | 888 | ||||
| Charged to other accounts | — | ||||
| December 31, 2025 | $ | 8,680 |
As of December 31, 2025, the Company has no net operating loss carryforwards in any federal, state, or foreign jurisdictions. The Company has state tax credit carryforwards of $0.4 million which will begin to expire in 2035 if not fully utilized.
As of December 31, 2025, we assert 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 and we have included the tax effects of such current and/or future repatriations, including applicable state taxes and foreign withholding tax of such cash earnings in these financial statements. Any non-cash unremitted earnings in our foreign subsidiaries are considered permanently reinvested and deferred taxes have not been provided on these earnings.
The total amount of unrecognized tax benefits as of December 31, 2025 that, if recognized, would affect the effective tax rate is $0.1 million. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:
| (in thousands) | 2025 | 2024 | 2023 | ||||||||||||||
| Unrecognized tax benefits at beginning of year | $ | 1,584 | $ | 1,784 | $ | 1,394 | |||||||||||
| Additions for tax positions of prior years | — | — | 653 | ||||||||||||||
| Reductions for tax positions of prior years | (844) | (39) | (263) | ||||||||||||||
| Settlements with taxing authorities | (614) | (161) | — | ||||||||||||||
| Unrecognized tax benefits at end of year | $ | 126 | $ | 1,584 | $ | 1,784 |
The Company’s policy is to record interest and penalties related to income tax matters in income tax expense. Accrued interest and penalties were $0.6 million and $0.6 million as of December 31, 2024 and 2023, respectively. The Company had no interest and penalties related to income tax matters during the year ended December 31, 2025.
The Company files U.S. federal income tax returns, as well as separate and combined income tax returns in numerous state and foreign jurisdictions. The Company is under examination in certain state jurisdictions for years ranging from 2019 through 2023. The Company regularly assesses the outcomes of both ongoing and future examinations for the current or prior years to determine whether the Company’s provision for income taxes is sufficient. The Company recognizes liabilities based on estimates of whether additional taxes will be due and believes its reserves are adequate in relation to any potential assessments. The outcome of any one examination, some of which may conclude during the next 12 months, is not expected to have a material impact on the Company’s financial position or results of operations.
For the years ended December 31, income taxes paid consisted of the following:
| (in thousands) | 2025 | 2024 | 2023 | ||||||||||||||
| Federal (1) | $ | 111,662 | $ | 93,748 | $ | 109,568 | |||||||||||
| State | 35,718 | 36,635 | 39,426 | ||||||||||||||
| Foreign | 15,520 | 15,255 | 10,160 | ||||||||||||||
| Total income taxes paid (net of refunds) | $ | 162,900 | $ | 145,638 | $ | 159,154 |
(1) 2025 amount includes $56.2 million paid to third parties to purchase federal investment tax credits.
For the years ended December 31, income taxes paid (net of refunds) exceeded 5 percent of total income taxes paid (net of refunds) in the following jurisdictions:
| (in thousands) | 2025 | 2024 | 2023 | ||||||||||||||
| State | |||||||||||||||||
| California | $ | 8,489 | $ | 8,642 | $ | 11,862 | |||||||||||
| Foreign | |||||||||||||||||
| Canada | $ | 11,149 | $ | 11,397 | * |
*Jurisdiction below the threshold for the period presented
16. RELATED PARTY TRANSACTIONS
Aircraft and Administrative Arrangements
In 2014, P.I.A. LLC, a company then owned by our late Chairman of the Board of Directors, R. Randall Rollins, purchased a Lear Model 35A jet and entered into a lease arrangement with the Company for company use of the aircraft for business purposes. P.I.A. LLC is now owned by a trust for the benefit of the late Mr. Rollins’ family. The Company terminated the lease in 2024. The Company paid $100 per month in rent for the leased aircraft, and all variable costs and expenses associated with the leased aircraft, such as the costs for fuel, maintenance, storage and pilots. The Company had the priority right to use of the aircraft on business days, and Rollins family members and guests had the right to use the aircraft for personal use through the terms of an Aircraft Time Sharing Agreement with the Company. During the year ended December 31, 2023, the Company paid or incurred approximately $0.6 million in rent and operating costs under the Aircraft Time Sharing Agreement. The Company made $500 in rent payments in 2024 and no payments in 2025.
In August 2023, GWRG450, LLC (“GWR LLC”), a company wholly-owned by Mr. Gary W. Rollins, purchased a Gulfstream 450 aircraft (the “G450”). In connection with the G450 purchase, the Company entered into a lease arrangement with GWR LLC to lease the G450 for corporate purposes from time to time. That lease arrangement was superseded and replaced effective January 1, 2024 with a Non-Exclusive Part 91 (Dry) Aircraft Lease Agreement between the Company and GWR, LLC (the “Dry Lease”). Pursuant to the Dry Lease, the Company has access to the aircraft for business purposes. The Company pays GWR, LLC an hourly flight rent with a minimum charge per use of $15,000 per round trip with a minimum annual rental commitment of $300,000. In addition, as consideration for access to the aircraft, the Company pays $300,000 of its annual maintenance charges, a portion of costs for the maintenance contractor and the state and local sales tax on the rental payments. The Dry Lease expires on June 30, each year and is auto-extended per its terms unless sooner terminated. During the years ended December 31, 2025 and 2024, the Company paid approximately $0.7 million and $0.6 million to GWR LLC respectively, pursuant to the Dry Lease.
Pursuant to a Pilot Sharing Agreement (the “Pilot Sharing Agreement”), amended September 30, 2024, among the Company, LOR, and Mr. Gary W. Rollins: (1) the Company agrees to provide pilot services and training to LOR and Mr. Gary W. Rollins to operate aircraft they own directly or indirectly, (2) LOR agrees to reimburse the Company for 50% of the pilot services and training, and (3) LOR agrees to reimburse the Company for the pilot expenses for the LOR aircraft. Charges to LOR under the Pilot Sharing Agreement totaled $0.4 million, $0.5 million and $0.5 million for the years ended December 31, 2025, 2024 and 2023, respectively.
Pursuant to the Administrative Services Agreement (the “Administrative Services Agreement”) among the Company, LOR and GWR LLC, the Company provides certain services to LOR and GWR LLC. Among other fees, LOR and GWR LLC each agree to pay for a third of all aircraft hanger related expenses, and LOR agrees to pay a hut rental fee. The Company
also provides accounting services and accounts payable services related to all aviation activities and employs or contracts for pilots for all such aircraft. Charges to LOR and GWR LLC for rent and administrative services totaled $2.3 million, $2.2 million and $1.1 million for the years ended December 31, 2025, 2024 and 2023, respectively.
The foregoing aircraft and administrative services arrangements were previously approved by the Company’s Nominating and Corporate Governance Committee.
Related Party Franchise Agreement
On each of December 1, 2019 and October 1, 2024, Orkin, a subsidiary of the Company entered into a franchise agreement with Wilson Pest Management, Inc. The franchises are owned 100% by John Wilson IV. The Company received a total of approximately $0.5 million, $0.2 million and $0.2 million during each of the years ended December 31, 2025, 2024 and 2023, respectively. John Wilson IV is the son of John F. Wilson, Executive Chairman of the Company. The Company's Nominating and Corporate Governance Committee approved the agreements in accordance with its Related Party Transactions policy.
2025 Secondary Offering
On November 10, 2025, the Company entered into the 2025 Underwriting Agreement with the Selling Stockholders and the Underwriter relating the 2025 Offering. In connection with the 2025 Offering, the Selling Stockholders granted the Underwriter an option to purchase the 2025 Optional Shares. The 2025 Offering, including the sale of the 2025 Optional Shares, closed on November 12, 2025. The Company did not sell any shares in the 2025 Offering and did not receive any proceeds from the 2025 Offering. In addition, the Company completed the repurchase of 3,478,260 of the shares of Common Stock offered in the 2025 Offering for approximately $200 million at the same per share price paid by the Underwriter to the Selling Stockholders in the 2025 Offering, or $56.93 per share.
In connection with the 2025 Offering, each of the Selling Stockholders entered into lock-up agreements for a period of 365 days from the pricing date of the 2025 Offering, during which time the Selling Stockholders will be restricted from engaging in certain transactions with respect to their shares of the Company’s common stock. The 2025 Offering was made pursuant to the Company’s existing registration statement on Form S-3, previously filed with the SEC and declared effective by the SEC on June 22, 2023, as supplemented by the prospectus supplement dated November 10, 2025, filed with the SEC pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended.
The 2025 Underwriting Agreement contains customary representations, warranties and covenants of the Company and the Selling Shareholders and also provides for customary indemnification by each of the Company, the Selling Shareholders and the Underwriter against certain liabilities. The foregoing description of the 2025 Underwriting Agreement is not meant to be a complete description and is qualified in its entirety by the 2025 Underwriting Agreement.
2023 Secondary Offering
On September 6, 2023, the Company entered into the 2023 Underwriting Agreement with LOR and the Underwriters relating to the 2023 Offering. In connection with the 2023 Offering, LOR granted the Underwriters an option to purchase the 2023 Optional Shares. The 2023 Offering, including the sale of the 2023 Optional Shares, closed on September 11, 2023. The Company did not sell any shares in the 2023 Offering and did not receive any proceeds from the 2023 Offering. In addition, the Company completed the repurchase from LOR of 8,724,100 of the shares of Common Stock offered in the 2023 Offering for approximately $300 million at the same per share price paid by the Underwriters to LOR in the 2023 Offering, or $34.39 per share.
In connection with the 2023 Offering, LOR entered into a lock-up agreement with the Underwriters for a period of 365 days from the pricing date of the 2023 Offering, during which time LOR was restricted from engaging in certain transactions with respect to its shares of the Company’s common stock. The 2023 Offering was made pursuant to the Company’s existing registration statement on Form S-3, previously filed with the SEC and declared effective by the SEC on June 22, 2023, as supplemented by the prospectus supplement dated September 6, 2023, filed with the SEC pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended.
The 2023 Underwriting Agreement contains customary representations, warranties and covenants of the Company and LOR and also provides for customary indemnification by each of the Company, LOR and the Underwriters against certain
liabilities. The foregoing description of the 2023 Underwriting Agreement is not meant to be a complete description and is qualified in its entirety by the 2023 Underwriting Agreement.
Registration Rights Agreement
On June 5 2023, the Company entered into a registration rights agreement (the “Registration Rights Agreement”) with LOR and LOR paid $1.5 million to the Company and upon closing the 2023 Offering, LOR paid $3.5 million to the Company pursuant to the Registration Rights Agreement. Pursuant to the Registration Rights Agreement, the Company will pay all costs, fees and expenses incident to the Company’s performance or compliance with the Registration Rights Agreement with respect to a total of five (5) requested offerings, and thereafter, LOR will be responsible for all such expenses in connection with any subsequent offering. These cash receipts were included in other financing activities in our consolidated statements of cash flows.
17. RESTRUCTURING COSTS
During 2023, the Company executed a restructuring program to modernize its workforce. These changes were primarily across corporate-related functions and enabled us to make more strategic improvements in our support functions. As a result of this program, the Company incurred $5.2 million in restructuring costs, consisting mainly of one-time termination benefits, including severance and outplacement services, stock-based compensation, and other benefits-related costs. These costs are recorded within restructuring costs in our consolidated statements of income. No such costs were incurred during 2025 or 2024 and as of December 31, 2025 and 2024 we had no remaining obligation associated with this program.
18. EARNINGS PER SHARE
The Company reports both basic and diluted earnings per share. Basic earnings per share is computed by dividing net income available to participating common stockholders by the weighted average number of participating common shares outstanding for the period. Diluted earnings per share is calculated by dividing the net income available to participating common stockholders by the diluted weighted average number of shares outstanding for the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive equity.
The following table sets forth the computation of basic and diluted earnings per share under the two-class method (in thousands, except per share data):
| Year Ended December 31, | 2025 | 2024 | 2023 | ||||||||||||||
| Net income available to stockholders | $ | 526,705 | $ | 466,379 | $ | 434,957 | |||||||||||
| Less dividends paid: | |||||||||||||||||
| Common stock | (326,693) | (296,818) | (263,016) | ||||||||||||||
| Time-lapse restricted awards | (1,208) | (1,313) | (1,332) | ||||||||||||||
| Undistributed earnings for the period | $ | 198,804 | $ | 168,248 | $ | 170,609 | |||||||||||
| Allocation of undistributed earnings: | |||||||||||||||||
| Common stock | $ | 198,072 | $ | 167,507 | $ | 169,687 | |||||||||||
| Time-lapse restricted awards | 732 | 741 | 859 | ||||||||||||||
| Restricted stock units | — | — | 63 | ||||||||||||||
| Weighted-average shares outstanding: | |||||||||||||||||
| Weighted-average outstanding common shares | 482,322 | 482,117 | 487,480 | ||||||||||||||
| Add participating securities: | |||||||||||||||||
| Weighted-average time-lapse restricted awards | 1,783 | 2,132 | 2,469 | ||||||||||||||
| Total weighted-average shares outstanding – basic | 484,105 | 484,249 | 489,949 | ||||||||||||||
| Dilutive effect of restricted stock units | 42 | 46 | 181 | ||||||||||||||
| Total weighted-average shares outstanding – diluted | 484,147 | 484,295 | 490,130 | ||||||||||||||
| Basic earnings per share: | |||||||||||||||||
| Common stock: | |||||||||||||||||
| Distributed earnings | $ | 0.68 | $ | 0.62 | $ | 0.54 | |||||||||||
| Undistributed earnings | 0.41 | 0.34 | 0.35 | ||||||||||||||
| Basic earnings per share | $ | 1.09 | $ | 0.96 | $ | 0.89 | |||||||||||
| Diluted earnings per share: | |||||||||||||||||
| Common stock: | |||||||||||||||||
| Distributed earnings | $ | 0.68 | $ | 0.62 | $ | 0.54 | |||||||||||
| Undistributed earnings | 0.41 | 0.34 | 0.35 | ||||||||||||||
| Diluted earnings per share | $ | 1.09 | $ | 0.96 | $ | 0.89 | |||||||||||
19. SEGMENT AND GEOGRAPHIC INFORMATION
The Company operates under one reportable segment which contains our residential, commercial, and termite service offerings. The Company's chief operating decision maker ("CODM") is the chief executive officer. The CODM uses net income to assess financial performance and allocate resources. This financial metric is used by the CODM to make key operating decisions, such as the determination of the rate of growth investments and the allocation of budget between cost categories. The measure of segment assets is reported on the consolidated statements of financial position as total consolidated assets.
The following table presents selected financial information with respect to the Company’s single reportable segment for the years ended December 31:
| (in thousands) | 2025 | 2024 | 2023 | ||||||||||||||
| Revenue | $ | 3,761,050 | $ | 3,388,708 | $ | 3,073,278 | |||||||||||
| Less: | |||||||||||||||||
| Cost of services provided (exclusive of depreciation and amortization below): | |||||||||||||||||
| Employee expenses | 1,166,044 | 1,048,992 | 953,600 | ||||||||||||||
| Materials and supplies | 225,462 | 212,296 | 197,825 | ||||||||||||||
| Insurance and claims | 66,897 | 68,326 | 60,390 | ||||||||||||||
| Fleet expenses | 157,461 | 131,898 | 127,390 | ||||||||||||||
| Other cost of services provided (1) | 161,142 | 141,685 | 130,666 | ||||||||||||||
| Total cost of services provided (exclusive of depreciation and amortization below) | 1,777,006 | 1,603,197 | 1,469,871 | ||||||||||||||
| Sales, general and administrative: | |||||||||||||||||
| Selling and marketing expenses | 484,859 | 427,916 | 375,805 | ||||||||||||||
| Administrative employee expenses | 345,643 | 313,814 | 291,772 | ||||||||||||||
| Insurance and claims | 40,816 | 41,434 | 37,946 | ||||||||||||||
| Fleet expenses | 39,608 | 33,580 | 31,415 | ||||||||||||||
| Other sales, general and administrative (2) | 222,306 | 198,323 | 178,295 | ||||||||||||||
| Total sales, general and administrative | 1,133,232 | 1,015,067 | 915,233 | ||||||||||||||
| Restructuring costs | — | — | 5,196 | ||||||||||||||
| Depreciation and amortization | 124,744 | 113,220 | 99,752 | ||||||||||||||
| Interest expense, net | 28,558 | 27,677 | 19,055 | ||||||||||||||
| Other (income) expense, net | (3,416) | (683) | (22,086) | ||||||||||||||
| Income tax expense | 174,221 | 163,851 | 151,300 | ||||||||||||||
| Net income | $ | 526,705 | $ | 466,379 | $ | 434,957 |
(1) Other cost of services provided includes facilities costs, professional services, maintenance and repairs, software license costs, and other expenses directly related to providing services.
(2) Other sales, general and administrative includes facilities costs, professional services, maintenance and repairs, software license costs, bad debt expense, and other administrative expenses.
See the consolidated financial statements for other financial information regarding the Company’s reportable segment. See Note 3, Revenue for further information on revenue.
The Company's long-lived tangible assets, as well as the Company's operating lease right-of-use assets recognized on the consolidated statements of financial position were located as follows:
| December 31, | 2025 | 2024 | |||||||||
| (in thousands) | |||||||||||
| United States | $ | 504,593 | $ | 503,767 | |||||||
| International | 46,122 | 35,546 |
20. SUBSEQUENT EVENTS
Quarterly Dividend
On January 22, 2026, the Company’s Board of Directors declared a regular quarterly cash dividend on its common stock of $0.1825 per share payable March 10, 2026 to stockholders of record at the close of business February 25, 2026. The Company expects to continue to pay cash dividends to the common stockholders, subject to the earnings and financial condition of the Company and other relevant factors.
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