Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Report of Independent Registered Public Accounting Firm (PCAOB ID: 42)			60
Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting (PCAOB ID: 42)			62
Consolidated Balance Sheets as of December 31, 2025 and 2024			63
Consolidated Statements of Income for Each of the Three Years in the Period Ended December 31, 2025			64
Consolidated Statements of Comprehensive Income for Each of the Three Years in the Period Ended December 31, 2025			65
Consolidated Statements of Stockholders' Equity for Each of the Three Years in the Period Ended December 31, 2025			66
Consolidated Statements of Cash Flows for Each of the Three Years in the Period Ended December 31, 2025			67
Notes to Consolidated Financial Statements			68

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and the Board of Directors of Republic Services, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Republic Services, Inc. (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 “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at 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 U.S. generally accepted accounting principles.

We also have 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 issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 17, 2026, expressed an unqualified opinion thereon.

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

The critical audit matters communicated below 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. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

						Landfill Development Asset Depletion
Description of the Matter						Landfill development asset depletion expense for the year ended December 31, 2025 was $433 million. As discussed in Note 2, management updates the assumptions used to estimate the landfill development asset depletion expense at least annually, or more often if there is a significant change in facts and circumstances related to a landfill. Significant assumptions used in the calculation of the expense include estimated future development costs and available disposal capacity.
						Auditing landfill development asset depletion expense is complex due to the highly judgmental nature of the significant assumptions, as discussed above, used in the calculation of the expense.

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How We Addressed the Matter in Our Audit						We obtained an understanding of, evaluated the design, and tested the operating effectiveness of the Company’s controls over landfill development asset depletion expense. Our audit procedures included, among others, testing controls over the Company’s process for evaluating and updating the significant assumptions used in the calculation of landfill development asset depletion expense and the accuracy of depletion expense recorded.
						To test the landfill development asset depletion expense, our audit procedures included, among others, assessing methodologies and testing the significant assumptions discussed above. To test the future development costs, we compared the estimated costs used by management to comparable landfills accepting the same type of waste. We also tested the completeness and accuracy of the data utilized in the development of depletion expense. Regarding disposal capacity, we evaluated the Company’s annual utilization and estimation of the landfill disposal capacity through a comparison of airspace to historical estimates and annual aerial surveys. In addition, we considered the professional qualifications and objectivity of management’s specialist responsible for performing the aerial surveys with involvement from EY engineering specialists.
						Landfill Final Capping, Closure and Post-Closure Costs
Description of the Matter						At December 31, 2025, the carrying value of the Company’s landfill final capping, closure and post-closure costs totaled $2,313 million. As discussed in Notes 2 and 8 of the consolidated financial statements, management updates the assumptions used to estimate the asset retirement obligations at least annually, or more often if there is a significant change in facts and circumstances related to a landfill. These assumptions include estimated future costs associated with the final capping, closure and post-closure activities at each landfill, projected timing of future cash outflows, and estimated inflation rate.
						Auditing the landfill asset retirement obligations is complex due to the highly judgmental nature of the significant assumptions, as discussed above, used in the calculation of the asset retirement obligations.
How We Addressed the Matter in Our Audit						We obtained an understanding of, evaluated the design, and tested the operating effectiveness of the Company’s controls over the calculation of asset retirement obligations. Our procedures included, among others, testing controls over the Company’s process for evaluating and updating the significant assumptions used in the calculation of the landfill asset retirement obligations and the accuracy of the asset retirement obligations recorded.
						To test the landfill asset retirement obligations, our audit procedures included, among others, assessing methodologies used by the Company, testing the completeness of activities included in the estimate and testing the significant assumptions discussed above. To test the estimated future costs, we compared the estimated future costs used by management to comparable landfills accepting the same type of waste. We also tested the completeness and accuracy of the data utilized in preparing the cost estimate. Regarding the projected timing of future cash outflows assumption, we evaluated the Company’s annual utilization and estimation of the landfill disposal capacity through a comparison of airspace to historical estimates and annual aerial surveys. We also performed a sensitivity analysis of the inflation rate assumption. In addition, we considered the professional qualifications and objectivity of management’s specialist responsible for performing the aerial surveys. We involved EY engineering specialists to assist us with evaluating assumptions used in estimated costs for the capping, closure and post-closure activities.

/s/ Ernst & Young LLP

We have served as the Company’s auditor since 2002.

Phoenix, Arizona

February 17, 2026

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and the Board of Directors of Republic Services, Inc.

Opinion on Internal Control Over Financial Reporting

We have audited Republic Services, Inc.’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Republic Services, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of 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 and our report dated February 17, 2026, expressed an unqualified opinion thereon.

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 Report of Management on Republic Services, Inc.’s 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/ Ernst & Young LLP

Phoenix, Arizona

February 17, 2026

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REPUBLIC SERVICES, INC.

CONSOLIDATED BALANCE SHEETS

(in millions, except per share data)

			December 31, 2025						December 31, 2024
ASSETS
Current assets:
Cash and cash equivalents			$	76					$	74
Accounts receivable, less allowance for doubtful accounts and other of $66 and $74, respectively			1,897						1,821
Prepaid expenses and other current assets			550						511
Total current assets			2,523						2,406
Restricted cash and marketable securities			259						208
Property and equipment, net			12,639						11,877
Goodwill			16,715						15,982
Other intangible assets, net			655						546
Other assets			1,575						1,383
Total assets			$	34,366					$	32,402
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable			$	1,374					$	1,345
Notes payable and current maturities of long-term debt			596						862
Deferred revenue			496						485
Accrued landfill and environmental costs, current portion			148						159
Accrued interest			109						101
Other accrued liabilities			1,205						1,176
Total current liabilities			3,928						4,128
Long-term debt, net of current maturities			12,985						11,851
Accrued landfill and environmental costs, net of current portion			2,608						2,432
Deferred income taxes and other long-term tax liabilities, net			1,884						1,594
Insurance reserves, net of current portion			436						402
Other long-term liabilities			556						588
Commitments and contingencies
Stockholders’ equity:
Preferred stock, par value $0.01 per share; 50 shares authorized; none issued			—						—
Common stock, par value $0.01 per share; 750 shares authorized; 313 and 313 issued including shares held in treasury, respectively			3						3
Additional paid-in capital			1,833						1,767
Retained earnings			11,161						9,774
Treasury stock, at cost; 5 and 1 shares, respectively			(1,000)						(113)
Accumulated other comprehensive income, net of tax			(29)						(26)
Total Republic Services, Inc. stockholders’ equity			11,968						11,405
Non-controlling interests in consolidated subsidiary			1						2
Total stockholders’ equity			11,969						11,407
Total liabilities and stockholders’ equity			$	34,366					$	32,402

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

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REPUBLIC SERVICES, INC.

CONSOLIDATED STATEMENTS OF INCOME

(in millions, except per share data)

			Years Ended December 31,
			2025						2024						2023
Revenue			$	16,591					$	16,032					$	14,965
Expenses:
Cost of operations			9,630						9,350						8,943
Depreciation, depletion and amortization			1,814						1,677						1,501
Accretion			114						107						98
Selling, general and administrative			1,710						1,674						1,609
Adjustment to withdrawal liability for multiemployer pension funds			1						—						5
Gain on business divestitures and impairments, net			—						(1)						(4)
Restructuring charges			20						29						33
Operating income			3,302						3,196						2,780
Interest expense			(574)						(539)						(508)
Loss from unconsolidated equity method investments			(163)						(255)						(94)
Loss on extinguishment of debt			—						(2)						—
Interest income			8						9						6
Other income, net			21						23						7
Income before income taxes			2,594						2,432						2,191
Provision for income taxes			455						388						460
Net income			2,139						2,044						1,731
Net income attributable to non-controlling interests in consolidated subsidiary			—						(1)						—
Net income attributable to Republic Services, Inc.			$	2,139					$	2,043					$	1,731
Basic earnings per share attributable to Republic Services, Inc. stockholders:
Basic earnings per share			$	6.86					$	6.50					$	5.47
Weighted average common shares outstanding			311.9						314.4						316.2
Diluted earnings per share attributable to Republic Services, Inc. stockholders:
Diluted earnings per share			$	6.85					$	6.49					$	5.47
Weighted average common and common equivalent shares outstanding			312.2						314.8						316.7
Cash dividends per common share			$	2.410					$	2.230					$	2.060

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

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REPUBLIC SERVICES, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in millions)

			Years Ended December 31,
			2025						2024						2023
Net income			$	2,139					$	2,044					$	1,731
Other comprehensive loss, net of tax			(3)						(14)						—
Comprehensive income			2,136						2,030						1,731
Comprehensive income attributable to non-controlling interests			—						(1)						—
Comprehensive income attributable to Republic Services, Inc.			$	2,136					$	2,029					$	1,731

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

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REPUBLIC SERVICES, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(in millions)

			Republic Services, Inc. Stockholders’ Equity
			Common Stock												Additional Paid-In Capital						Retained Earnings						Treasury Stock												Accumulated Other Comprehensive Loss, Net of Tax						Non-controlling Interests In Consolidated Subsidiary						Total
			Shares						Amount												Shares						Amount
Balance as of December 31, 2022			321						$	3					$	2,843					$	7,356					(4)						$	(505)					$	(12)					$	1					$	9,686
Net income			—						—						—						1,731						—						—						—						—						1,731
Other comprehensive income (loss)			—						—						—						—						—						—						—						—						—
Cash dividends declared			—						—						—						(650)						—						—						—						—						(650)
Issuances of common stock			—						—						14						—						—						(15)						—						—						(1)
Stock-based compensation			—						—						44						(3)						—						—						—						—						41
Purchase of common stock for treasury			—						—						—						—						(2)						(264)						—						—						(264)
Distributions paid			—						—						—						—						—						—						—						—						—
Balance as of December 31, 2023			321						3						2,901						8,434						(6)						(784)						(12)						1						10,543
Net income			—						—						—						2,043						—						—						—						1						2,044
Other comprehensive income (loss)			—						—						—						—						—						—						(14)						—						(14)
Cash dividends declared			—						—						—						(699)						—						—						—						—						(699)
Issuances of common stock			—						—						16						—						—						(30)						—						—						(14)
Stock-based compensation			—						—						45						(4)						—						—						—						—						41
Purchase of common stock for treasury			—						—						—						—						(3)						(494)						—						—						(494)
Shares returned to unissued status			(8)						—						(1,195)						—						8						1,195						—						—						—
Distributions paid			—						—						—						—						—						—						—						—						—
Balance as of December 31, 2024			313						3						1,767						9,774						(1)						(113)						(26)						2						11,407
Net income			—						—						—						2,139						—						—						—						—						2,139
Other comprehensive income (loss)			—						—						—						—						—						—						(3)						—						(3)
Cash dividends declared			—						—						—						(749)						—						—						—						—						(749)
Issuances of common stock			—						—						19						—						—						(24)						—						—						(5)
Stock-based compensation			—						—						47						(3)						—						—						—						—						44
Purchase of common stock for treasury			—						—						—						—						(4)						(863)						—						—						(863)
Shares returned to unissued status			—						—						—						—						—						—						—						—						—
Distributions paid			—						—						—						—						—						—						—						(1)						(1)
Balance as of December 31, 2025			313						$	3					$	1,833					$	11,161					(5)						$	(1,000)					$	(29)					$	1					$	11,969

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

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REPUBLIC SERVICES, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)

			Years Ended December 31,
			2025						2024						2023
Cash provided by operating activities:
Net income			$	2,139					$	2,044					$	1,731
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation, depletion, amortization and accretion			1,928						1,784						1,599
Non-cash interest expense			75						71						86
Deferred tax provision			269						87						102
Loss from unconsolidated equity method investments			163						255						94
Other non-cash items			81						49						94
Change in assets and liabilities, net of effects from business acquisitions and divestitures:
Accounts receivable			(87)						(76)						(71)
Prepaid expenses and other assets			(174)						(171)						(30)
Accounts payable			(14)						(27)						83
Capping, closure and post-closure expenditures			(70)						(56)						(61)
Remediation expenditures			(54)						(62)						(55)
Other liabilities			40						14						43
Payments from retirement of certain hedging relationships			—						24						3
Cash provided by operating activities			4,296						3,936						3,618
Cash used in investing activities:
Purchases of property and equipment			(1,887)						(1,855)						(1,631)
Proceeds from sales of property and equipment			13						47						29
Cash used in acquisitions and investments, net of cash and restricted cash acquired			(1,430)						(753)						(2,065)
Cash received from business divestitures			11						2						6
Other			(20)						(2)						(6)
Cash used in investing activities			(3,313)						(2,561)						(3,667)
Cash (used in) provided by financing activities:
Proceeds from credit facilities and notes payable, net of fees			37,715						24,020						39,221
Proceeds from issuance of senior notes, net of discount and fees			1,183						889						2,172
Payments of credit facilities and notes payable			(38,206)						(25,109)						(40,411)
Issuances of common stock, net			(5)						(14)						(1)
Purchases of common stock for treasury			(870)						(482)						(262)
Cash dividends paid			(738)						(687)						(638)
Distributions paid to non-controlling interests in consolidated subsidiary			(1)						—						—
Contingent consideration payments			(16)						(15)						(19)
Cash (used in) provided by financing activities			(938)						(1,398)						62
Effect of foreign exchange rate changes on cash			1						(2)						1
Increase (decrease) in cash, cash equivalents, restricted cash and restricted cash equivalents			46						(25)						14
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of year			203						228						214
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of year			$	249					$	203					$	228

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

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REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

**1.**BASIS OF PRESENTATION

Republic Services, Inc., a Delaware corporation, and its consolidated subsidiaries (also referred to collectively as Republic, the Company, we, us, or our), is one of the largest providers of environmental services in the United States, as measured by revenue. Our senior management evaluates, oversees and manages the financial performance of our operations through three field groups, referred to as Group 1, Group 2 and Group 3. Group 1 is our recycling and waste business operating primarily in geographic areas located in the western United States. Group 2 is our recycling and waste business operating primarily in geographic areas located in the southeastern and mid-western United States, the eastern seaboard of the United States, and Canada. Group 3 is our environmental solutions business operating primarily in geographic areas located across the United States and Canada. These groups represent our reportable segments, which provide integrated environmental services, including but not limited to collection, transfer, recycling, and disposal.

The consolidated financial statements include the accounts of Republic Services, Inc. and its wholly owned and majority-owned subsidiaries in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). We account for investments in entities in which we do not have a controlling financial interest under the equity method of accounting or, for investments that do not meet the criteria to be accounted for under the equity method, we reflect these investments at their fair value when it is readily determinable. If fair value is not readily determinable, we use an alternative measurement approach. All material intercompany accounts and transactions have been eliminated in consolidation.

For comparative purposes, certain prior year amounts have been reclassified to conform to the current year presentation and are not material to our consolidated financial statements. All dollar amounts in tabular presentations are in millions, except per share amounts and unless otherwise noted.

**2.**SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Management’s Estimates and Assumptions

In preparing our financial statements, we make numerous estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. We must make these estimates and assumptions because certain information we use is dependent on future events, cannot be calculated with a high degree of precision from data available or simply cannot be readily calculated based on generally accepted methodologies. In preparing our financial statements, the more significant and subjective areas that deal with the greatest amount of uncertainty relate to our accounting for our long-lived assets, including recoverability, landfill development costs and final capping, closure and post-closure costs; our liabilities for potential litigation, claims and assessments; our liabilities for environmental remediation, deferred taxes, uncertain tax positions and insurance reserves; and our estimates of the fair values of assets acquired and liabilities assumed in acquisitions. Each of these items is discussed in more detail elsewhere in these Notes to Consolidated Financial Statements. Our actual results may differ significantly from our estimates.

Cash and Cash Equivalents

We consider liquid investments with a maturity at the date of acquisition of three months or less to be cash equivalents.

We may have net book credit balances in our primary disbursement accounts at the end of a reporting period. We classify such credit balances as accounts payable in our consolidated balance sheets as checks presented for payment to these accounts are not payable by our banks under overdraft arrangements, and, therefore, do not represent short-term borrowings. As of December 31, 2025 and 2024, there were net book credit balances of $119 million and $121 million, respectively, in our primary disbursement accounts that were classified as accounts payable on our consolidated balance sheets.

Concentration of Credit Risk

Financial instruments that potentially subject us to concentrations of credit risk consist of cash and cash equivalents, trade accounts receivable and derivative instruments. We place our cash and cash equivalents with high quality financial institutions. Such balances may be in excess of FDIC insured limits. To manage the related credit exposure, we continually monitor the credit worthiness of the financial institutions where we have deposits. Concentrations of credit risk with respect to trade accounts receivable are limited due to the wide variety of customers and markets in which we provide services, as well as the dispersion of our operations across many geographic areas. We provide services to small-container, large-container, municipal and residential and environmental solutions customers primarily in the United States and Canada. We perform ongoing credit evaluations of our customers, but generally do not require collateral to support customer receivables. We establish an allowance

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

for doubtful accounts based on various factors including the credit risk of specific customers, age of receivables outstanding, historical trends, economic conditions and other information.

Accounts Receivable, Net

Accounts receivable represents receivables from customers for environmental services, including collection and processing of recyclable materials, collection, transfer and disposal of solid waste and environmental solutions. Our receivables are recorded when billed or when the related revenue is earned and represent claims against third parties that will be settled in cash. The carrying value of our receivables, net of the allowance for doubtful accounts and customer credits, represents the estimated net realizable value.

We establish an allowance for doubtful accounts based on various factors including the age of receivables outstanding, historical trends, economic conditions and other information. We also review outstanding balances on an account-specific basis based on the credit risk of the customer. We determined that all of our accounts receivable share similar risk characteristics. We monitor our credit exposure on an ongoing basis and assess whether assets in the pool continue to display similar risk characteristics.

The following table reflects the activity in our allowance for doubtful accounts for the years ended December 31:

			2025						2024						2023
Balance at beginning of year			$	74					$	83					$	52
Additions charged to expense			40						27						53
Accounts written-off			(48)						(36)						(22)
Balance at end of year			$	66					$	74					$	83

Restricted Cash and Marketable Securities

As of December 31, 2025 and 2024, we had $259 million and $208 million, respectively, of restricted cash and marketable securities, of which $192 million and $149 million, respectively, supports our insurance programs for workers' compensation, commercial general liability and commercial auto liability. Additionally, we obtain funds through the issuance of tax-exempt bonds for the purpose of financing qualifying expenditures at our landfills, transfer stations, collection and recycling centers. The funds are deposited directly into trust accounts by the bonding authorities at the time of issuance. As the use of these funds is contractually restricted, and we do not have the ability to use these funds for general operating purposes, they are classified as restricted cash and marketable securities in our consolidated balance sheets.

In the normal course of business, we may be required to provide financial assurance to governmental agencies and a variety of other entities in connection with, among other things, municipal residential collection contracts, closure or post-closure of landfills, environmental remediation, environmental permits and business licenses and permits as a financial guarantee of our performance. At several of our landfills, we satisfy financial assurance requirements by depositing cash into restricted trust funds or escrow accounts.

Property and Equipment

We record property and equipment at cost. Expenditures for major additions and improvements to facilities are capitalized, while maintenance and repairs are expensed as incurred. When property is retired or otherwise disposed, the related cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in the consolidated statements of income.

We revise the estimated useful lives of property and equipment acquired through business acquisitions to conform with our policies. We depreciate property and equipment over their estimated useful lives using the straight-line method. We assume no salvage value for our depreciable property and equipment. The estimated useful lives of our property and equipment are as follows:

Buildings and improvements			5 - 30 years
Vehicles			5 - 20 years
Landfill equipment			5 - 7 years
Other equipment			3 - 25 years
Furniture and fixtures			3 - 10 years

Landfill development costs also are included in property and equipment. Landfill development costs include direct costs incurred to obtain landfill permits and direct costs incurred to acquire, construct and develop sites, as well as final capping,

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

closure and post-closure assets. These costs are depleted or amortized based on consumed airspace. All indirect landfill development costs are expensed as incurred. For additional information, see Note 8, Landfill and Environmental Costs.

Capitalized Interest

We capitalize interest on all landfill cell construction and other construction or development projects. Interest is capitalized on qualified assets while they undergo activities to ready them for their intended use. Capitalization of interest ceases once an asset is placed into service or if construction activity is suspended for more than a brief period of time. Our interest capitalization rate is based on our weighted average cost of indebtedness. Capitalized interest is immaterial to the Company’s consolidated financial statements.

Fair Value of Financial Instruments

Our financial instruments include cash and cash equivalents, restricted cash and marketable securities, derivatives, long-term debt, and contingent consideration arrangements. Accounting standards include disclosure requirements around fair values used for certain financial instruments and establish a fair value hierarchy. The hierarchy prioritizes valuation inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of three levels:

• Level 1 – inputs are based upon unadjusted quoted prices for identical instruments traded in active markets.

• Level 2 – inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

• Level 3 – inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models and similar techniques.

See Note 17, Financial Instruments, for fair value disclosures related to our financial instruments.

Investments Other Than Derivatives

Investments other than derivatives primarily include money market funds, mutual funds, and municipal and corporate bonds. In general, and where applicable, we use quoted prices in active markets for identical assets or liabilities to determine fair value. This pricing methodology applies to our Level 1 investments, such as money market funds and certain mutual funds. If quoted prices in active markets for identical assets or liabilities are not available to determine fair value, then we use quoted prices for similar assets and liabilities or inputs other than the quoted prices that are observable either directly or indirectly. These investments are included in Level 2 and consist primarily of corporate bonds.

Landfill and Environmental Costs

Life Cycle Accounting

We use life-cycle accounting and the units-of-consumption method to recognize certain landfill costs over the life of the site. In life cycle accounting, all current and future capitalized costs to acquire and construct a site are calculated, and charged to expense based on the consumption of cubic yards of available airspace.

Costs and airspace estimates are developed at least annually by engineers. We use these estimates to adjust the rates we use to deplete capitalized costs. Changes in these estimates primarily relate to changes in cost estimates, available airspace, inflation and applicable regulations. Changes in available airspace include, but are not limited to, changes due to the addition of airspace attributable to probable expansion areas, airspace consumed and changes in engineering estimates.

Probable Expansion Airspace

We classify landfill disposal capacity as either permitted (having received the final permit from the applicable regulatory agency) or as probable expansion airspace. Before airspace included in an expansion area is determined to be probable expansion airspace and, therefore, is included in our calculation of total available disposal capacity, all of the following criteria must be met:

• We own the land associated with the expansion airspace or control it pursuant to an agreement;

• We are committed to supporting the expansion project financially and with appropriate resources;

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

• There are no identified fatal flaws or impediments associated with the project, including political impediments;

• Progress is being made on the project;

• The expansion is attainable within a reasonable time frame; and

• We believe it is probable the expansion permit will be received.

Upon meeting our expansion criteria, the rates used at each applicable landfill to expense costs to acquire, construct, cap, close and maintain a site during the post-closure period are adjusted to include both the probable expansion airspace and the additional costs to be capitalized or accrued associated with that expansion airspace.

We have identified three steps that landfills generally follow to obtain expansion permits. These steps are as follows:

• Obtaining approval from local authorities;

• Submitting a permit application to state authorities; and

• Obtaining permit approval from state authorities.

We continually monitor our progress toward obtaining permits for each of our sites with probable airspace. If we determine that a landfill expansion area no longer meets our criteria, the probable expansion airspace is removed from the landfill’s total available disposal capacity and the rates used at the landfill to deplete costs to acquire, construct, cap, close and maintain a site during the post-closure period are adjusted accordingly. In addition, any amounts capitalized for the probable expansion airspace are charged to expense in the period in which it is determined that the criteria are no longer met.

Capitalized Landfill Costs

Capitalized landfill costs include expenditures for land, permitting, cell construction and environmental structures. Capitalized permitting and cell construction costs are limited to direct costs relating to these activities, including legal, engineering and construction costs associated with excavation, natural and synthetic liners, construction of leachate collection systems, installation of methane gas collection and monitoring systems, installation of groundwater monitoring wells and other costs associated with the development of the site. Interest is capitalized on landfill construction projects while the assets are undergoing activities to ready them for their intended use. Capitalized landfill costs also include final capping, closure and post-closure assets and are depleted as airspace is consumed using the units-of-consumption method.

Costs related to acquiring land, excluding the estimated residual value of unpermitted, non-buffer land, and costs related to permitting and cell construction are depleted as airspace is consumed using the units-of-consumption method.

Capitalized landfill costs also may include an allocation of purchase price paid for landfills. For landfills purchased as part of a group of assets, the purchase price assigned to the landfill is determined based on the estimated fair value of the landfill. If the landfill meets our expansion criteria, the purchase price is further allocated between permitted airspace and expansion airspace based on the respective ratios to total available airspace. Landfill purchase price is depleted using the units-of-consumption method over the total available airspace, including probable expansion airspace, where appropriate.

Final Capping, Closure and Post-Closure Costs

Final capping

We have future obligations for final capping, closure and post-closure costs with respect to the landfills we own or operate as set forth in applicable landfill permits. The permit requirements are based on the Subtitle C and Subtitle D regulations of the Resource Conservation and Recovery Act, as implemented and applied on a state-by-state basis. We define final capping as activities required to permanently cover a portion of a landfill that has been completely filled with waste. Final capping typically includes installing flexible membrane and geosynthetic clay liners, drainage and compact soil layers and topsoil and is constructed over an area of the landfill where total available disposal capacity has been consumed and waste disposal operations have ceased. These final capping activities occur in phases as needed throughout the operating life of a landfill as specific areas are filled to capacity and the final elevation for that specific area is reached in accordance with the provisions of the operating permit. We consider final capping events to be discrete activities that are recognized as asset retirement obligations separately from other closure and post-closure obligations. As a result, we use a separate rate per ton for recognizing the principal amount of the liability and related asset associated with each capping event. We amortize the asset recorded pursuant to this approach as waste volume related to the capacity covered by the capping event is placed into the landfill based on the consumption of cubic yards of available airspace.

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Closure and post-closure

Closure and post-closure activities occur after the entire landfill ceases to accept waste and closes. These activities involve methane gas control, leachate management and groundwater monitoring, surface water monitoring and control and other operational and maintenance activities that occur after the site ceases to accept waste. Obligations associated with monitoring and controlling methane gas migration and emissions are set forth in applicable landfill permits and these requirements are based on the provisions of the Clean Air Act. The post-closure period generally runs for 30 years after final site closure for municipal solid waste landfills and a shorter period for construction and demolition landfills and inert landfills. We recognize asset retirement obligations and the related amortization expense for closure and post-closure (excluding obligations for final capping) using the units-of-consumption method over the total remaining disposal capacity of the landfill, including probable expansion airspace, where appropriate.

Estimated future expenditures

Estimates of future expenditures for final capping, closure and post-closure are developed at least annually by engineers. Management reviews these estimates and our operating and accounting personnel use them to adjust the rates used to capitalize and amortize these costs. These estimates involve projections of costs that will be incurred during the remaining life of the landfill for final capping activities, after the landfill ceases operations and during the legally required post-closure monitoring period. As of December 31, 2025, we had 124 closed landfills.

Fair value measurements

In general, we engage third parties to perform most of our final capping, closure and post-closure activities. Accordingly, the fair value of these activities is based on quoted and actual prices paid for similar work. We also perform some of our final capping, closure and post-closure activities using internal resources. Where we expect internal resources to be used to fulfill an asset retirement obligation, we add a profit margin to the estimated cost of such services to better reflect their fair value. If we perform these services internally, the added profit margin is recognized as a component of operating income in the period the obligation is settled.

Our estimates of costs to discharge asset retirement obligations for landfills are developed in today’s dollars. These costs are inflated each year to reflect a normal escalation of prices up to the year they are expected to be paid. Our inflation rate was 2.0% for the years ended December 31, 2025 and 2024, which was primarily based on the twenty-year historical moving average increase of the United States Core Consumer Price Index. Our inflation rate was 2.0% for the year ended December 31, 2023, which was primarily based on the ten-year historical moving average increase of the United States Consumer Price Index. These estimated costs are then discounted to their present values using a credit-adjusted, risk-free interest rate.

Changes in assets retirement obligations

A liability for an asset retirement obligation is recognized in the period in which it is incurred and is initially measured at fair value. The offset to the liability is capitalized as part of the carrying amount of the related long-lived asset. Changes in the liabilities due to revisions to estimated future cash flows are recognized by increasing or decreasing the liabilities with the offsets adjusting the carrying amounts of the related long-lived assets, and may also require immediate adjustments to amortization expense in the consolidated statements of income. Upward revisions in the amount of undiscounted estimated cash flows used to record a liability are discounted using the credit-adjusted, risk-free interest rate in effect at the time of the change. Downward revisions in the amount of undiscounted estimated cash flows used to record a liability are discounted using the credit-adjusted, risk-free rate that existed when the original liability was recognized.

Changes in asset retirement obligations due to the passage of time are measured by recognizing accretion expense in a manner that results in a constant effective interest rate being applied to the average carrying amount of the liability. The effective interest rate used to calculate accretion expense is our credit-adjusted, risk-free interest rate in effect at the time the liabilities were recorded.

We review our calculations with respect to landfill asset retirement obligations at least annually. If there is a significant change in the facts and circumstances related to a landfill during the year, we will review our calculations for the landfill as soon as practical after the change has occurred.

Landfill operating expenses

Costs associated with daily maintenance activities and environmental compliance during the operating life of the landfill are expensed as incurred. These costs include, among other things, leachate treatment and disposal, methane gas and groundwater monitoring and systems maintenance, interim cap maintenance, costs associated with the application of daily cover materials and the legal and administrative costs of ongoing environmental compliance.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Environmental Liabilities

We are subject to an array of laws and regulations relating to the protection of the environment, and we remediate sites in the ordinary course of our business. Under current laws and regulations, we may be responsible for environmental remediation at sites that we either own or operate, including sites that we have acquired, or sites where we have (or a company that we have acquired has) delivered waste. Our environmental remediation liabilities primarily include costs associated with remediating groundwater, surface water and soil contamination, as well as controlling and containing methane gas migration and the legal costs related to these remediation efforts. To estimate our ultimate liability at these sites, we evaluate several factors, including the nature and extent of contamination at each identified site, the required remediation methods, timing of expenditures, the apportionment of responsibility among the potentially responsible parties and the financial viability of those parties. We accrue for costs associated with environmental remediation obligations when such costs are probable and reasonably estimable in accordance with accounting for loss contingencies. Changes in our liabilities are recognized currently in earnings in the period in which the adjustment is known. Adjustments to estimates are reasonably possible in the near term and may result in changes to recorded amounts. With the exception of those obligations assumed in certain business combinations, environmental obligations are recorded on an undiscounted basis. Adjustments arising from changes in amounts and timing of estimated costs and settlements may result in increases or decreases in these obligations and are calculated on a discounted basis as they were initially estimated on a discounted basis. These adjustments are charged to operating income when they are known. We perform a comprehensive review of our environmental obligations annually and also review changes in facts and circumstances associated with these obligations at least quarterly and update our estimates of the likelihood of and future expenditures for remediation as necessary. We have not reduced the liabilities we have recorded for recoveries from other potentially responsible parties or insurance companies.

Business Combinations

We acquire businesses in the environmental services industry as part of our growth strategy. Businesses are included in the consolidated financial statements from the date of acquisition.

We recognize, separately from goodwill, the identifiable assets acquired and liabilities assumed at their estimated acquisition-date fair values. We measure and recognize goodwill as of the acquisition date as the excess of: (1) the aggregate of the fair value of consideration transferred, the fair value of any non-controlling interest in the acquiree (if any) and the acquisition date fair value of our previously held equity interest in the acquiree (if any), over (2) the fair value of assets acquired and liabilities assumed. If information about facts and circumstances existing as of the acquisition date is incomplete by the end of the reporting period in which a business combination occurs, we report provisional amounts for the items for which the accounting is incomplete. The measurement or allocation period ends once we receive the information we are seeking; however, this period will generally not exceed one year from the acquisition date. Any material adjustments recognized during the measurement period will be reflected in the consolidated financial statements of the subsequent period. We recognize third-party transaction-related costs as expense in the period in which they are incurred.

Goodwill and Other Intangible Assets

We evaluate goodwill for impairment annually as of October 1st, or when an indicator of impairment exists, at the reporting unit level. Our reporting units are our three field groups: Group 1, Group 2 and Group 3.

We may use both qualitative and quantitative approaches when testing goodwill for impairment. If, after assessing qualitative factors, we determine it is more likely than not that a reporting unit's goodwill is impaired, then we perform a quantitative test for that reporting unit. The quantitative impairment test for goodwill encompasses calculating a fair value of goodwill and comparing the fair value to its carrying value. If the carrying value exceeds the fair value, impairment is recognized for the difference.

As of October 1, 2025, we performed a qualitative assessment to evaluate circumstances and events impacting our reporting units to determine the likelihood of goodwill impairment. Examples of such events or circumstances include: (1) a significant adverse change in legal factors or in the business climate; (2) an adverse action or assessment by a regulator; (3) a more likely than not expectation that a reporting unit or a significant portion thereof will be sold; (4) continued or sustained losses at a reporting unit; (5) a significant decline in our market capitalization as compared to our book value; or (6) we conclude that we may not recover a significant asset group within the reporting unit. We determined it was more likely than not that the fair values of our reporting units exceeded their carrying amounts. No impairment losses were recorded for goodwill during the years ended December 31, 2025, 2024 or 2023.

Other intangible assets include values assigned to customer relationships, which are amortized on a straight-line basis over periods ranging from 1 to 15 years.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Asset Impairments

We continually consider whether events or changes in circumstances have occurred that may warrant revision of the estimated useful lives of our long-lived assets (other than goodwill) or whether the remaining balances of those assets should be evaluated for possible impairment. Long-lived assets include, for example, capitalized landfill costs, other property and equipment and identifiable intangible assets.

Events or changes in circumstances that may indicate that an asset may be impaired include the following:

• A significant decrease in the market price of an asset or asset group;

• A significant adverse change in the extent or manner in which an asset or asset group is being used or in its physical condition;

• A significant adverse change in legal factors or in the business climate that could affect the value of an asset or asset group, including an adverse action or assessment by a regulator;

• An accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset;

• A current period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group;

• A current expectation that, more likely than not, a long-lived asset or asset group will be sold or otherwise disposed of significantly before the end of its previously estimated useful life; or

• An impairment of goodwill at a reporting unit.

There are certain indicators listed above that require judgment and understanding of the environmental services industry when applied to landfill development or expansion. For example, a regulator may initially deny a landfill expansion permit application though the expansion permit is ultimately granted. In addition, management may periodically divert waste from one landfill to another to conserve remaining permitted landfill airspace. Therefore, certain events could occur in the ordinary course of business and not necessarily be considered indicators of impairment due to the unique nature of the environmental services industry.

If indicators of impairment exist, the asset or asset group is reviewed to determine whether its recoverability is impaired. We assess the recoverability of the asset or asset group by comparing its carrying value to an estimate (or estimates) of its undiscounted future cash flows over its remaining life. If the estimated undiscounted cash flows are not sufficient to recover the carrying value of the asset or asset group, we measure an impairment loss as the amount by which the carrying amount of the asset exceeds its fair value. The loss is recorded in the consolidated statements of income in the period in which such impairment is identified. Estimating future cash flows requires significant judgment, and our projections of future cash flows and remaining useful lives may vary materially from actual results. No impairment losses were recorded for long-lived assets during the years ended December 31, 2025, 2024 or 2023.

Insurance Reserves

Our insurance programs for workers' compensation, commercial general and auto liability, environmental and remediation liability and employee-related health care benefits are subject to high deductible insurance policies. Accruals for insurance reserves are based on claims filed and estimates of claims incurred but not reported. We consider our past claims experience, including both frequency and settlement amount of claims, in determining these estimates. It is possible that recorded reserves may not be adequate to fund the future payment of claims. Adjustments, if any, to estimates recorded resulting from ultimate claim payments will be reflected in the consolidated statements of income in the periods in which such adjustments are known. In general, our insurance reserves are recorded on an undiscounted basis; however, the insurance liabilities we assumed in business combinations are recorded at estimated fair value, and therefore have been discounted to present value based on our estimate of the timing of the related cash flows.

Contingent Liabilities

We are subject to various legal proceedings, claims and regulatory matters, the outcomes of which are subject to significant uncertainty. In general, we determine whether to disclose or accrue for loss contingencies based on an assessment of whether the risk of loss is remote, reasonably possible or probable, and whether it can be reasonably estimated. We assess our potential liability relating to litigation and regulatory matters based on information available to us. Management develops its assessment based on an analysis of possible outcomes under various strategies. We accrue for loss contingencies when such amounts are probable and reasonably estimable. If a contingent liability is only reasonably possible, we disclose the potential range of the

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

loss, if estimable. Contingent liabilities recorded in purchase accounting are recorded at their fair values. These fair values may be different from the values we would have otherwise recorded, had the contingent liability not been assumed as part of an acquisition of a business.

Accumulated Other Comprehensive Income

Accumulated other comprehensive income is a component of stockholders’ equity and includes the amortization of our settled interest rate locks and foreign currency translation adjustments.

Revenue Recognition

We generally provide services under contracts with municipalities or individual customers. Municipal and small-container

contracts are generally long-term and often have renewal options. Revenue may be billed in advance of the service being performed, such as the treatment or disposal of the waste. Advance billings are recorded as deferred revenue, and revenue is recognized over the period services are provided.

We recognize revenue, net of tax, when control is transferred to the customer, generally at the time we provide a service. Revenue is measured as the amount of consideration we expect to receive in exchange for providing a service. We make payments to certain of our customers, including payments to our municipal customers or commodity rebates to customers in our recycling business, which reduce the amount of revenue we recognize.

Income Taxes

We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, we record deferred income taxes to reflect the effects of temporary differences between the carrying amounts of assets and liabilities and their tax bases using enacted tax rates that we expect to be in effect when the taxes are actually paid or recovered. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date.

We record net deferred tax assets to the extent we believe these assets will more likely than not be realized. In making these determinations, we consider all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, tax planning strategies, projected future taxable income and recent financial operating results. The weight given to the positive and negative evidence is commensurate with the extent such evidence can be objectively verified. If we determine that we would be able to realize a deferred income tax asset in the future in excess of its net recorded amount, we would make an adjustment to the valuation allowance, which would reduce the provision for income taxes.

We record uncertain tax positions in accordance with ASC 740. A tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits. Income tax positions must meet a more-likely-than-not recognition threshold at the effective date to be recognized.

We recognize interest and penalties related to uncertain tax positions in the provision for income taxes in the accompanying consolidated statements of income. Accrued interest and penalties are included in other accrued liabilities, deferred income taxes and other long-term tax liabilities in the consolidated balance sheets.

We use the flow-through method to account for investment tax credits earned on eligible development expenditures. Under this method, the investment tax credits are recognized as a reduction to income tax expense in the year they are earned.

Share Repurchases

Share repurchases under our share repurchase authorization may be made through open market purchases or privately negotiated transactions at the current market prices. From time-to-time, we return treasury shares acquired through share repurchases to the status of authorized but unissued. Our accounting policy is to deduct the par value from common stock and to reflect any excess of cost over par value as a deduction from additional paid-in capital.

Leases

We lease property and equipment in the ordinary course of business under various lease agreements. The most significant lease obligations are for real property and equipment specific to our industry, including property operated as a landfill or transfer station and operating equipment. Our leases have varying terms. Some may include renewal or purchase options, escalation clauses, restrictions, penalties or other obligations that we consider in determining minimum lease payments. Our lease terms include options to renew the lease when it is reasonably certain that we will exercise the option.

Certain leases require payments that are variable in nature based on volume measurements, e.g. a fixed rate per ton at our

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

landfills. In addition, certain rental payments are adjusted annually based on changes in an underlying base index such as a consumer price index. Variable lease payments are recognized in our consolidated statements of income in the period incurred. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. We generally account for lease components separately from non-lease components.

Leases are classified as either operating leases or finance leases, as appropriate. Leases with an initial term of 12 months or less are not recorded on our consolidated balance sheet.

Operating Leases

Many of our leases are operating leases. Operating lease classification generally can be attributed to either (1) relatively low fixed minimum lease payments (including, for example, real property lease payments that are not fixed and vary based on the volume of material we receive or process), or (2) minimum lease terms that are shorter than the asset's economic useful life. We expect that, in the ordinary course of business, our operating leases will be renewed, replaced by other leases, or replaced with capital expenditures. We recognize rent expense for these leases on a straight-line basis over the lease term.

We recognize a right-of-use liability and right-of-use asset for leases classified as operating leases in our consolidated balance sheet upon lease commencement. The right-of-use liability represents the present value of the remaining lease payments. An implicit rate is often not readily available for these leases. As such, we use our incremental borrowing rate at the commencement date to determine the present value of the lease payments. Our incremental borrowing rate represents the rate of interest that we would have to pay to borrow on a collateralized basis over a similar term in a similar economic environment. In addition, we recognize a corresponding right-of-use asset, which represents our right to use an underlying asset for the lease term. The right-of-use asset is adjusted for certain favorable or unfavorable leases recognized through acquisition, prepaid or accrued rent, asset impairments and lease incentives, including but not limited to cash incentives, rent abatement or leasehold improvements paid by the lessor.

Finance Leases

We capitalize assets acquired under finance leases at lease commencement and amortize them to depreciation expense over the lesser of the useful life of the asset or the lease term on either a straight-line or a units-of-consumption basis, depending on the asset leased. We record the present value of the related lease payments as a debt obligation. Our finance lease liabilities relate primarily to real property, including certain long-term landfill operating agreements that require minimum lease payments with offsetting finance lease assets recorded as part of the landfill development costs.

Related Party Transactions

It is our policy that transactions with related parties must be on terms that, on the whole, are no less favorable than those that would be available from unaffiliated parties.

New Accounting Pronouncements

Accounting Standards Adopted

Improvements to Income Tax Disclosures

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (ASU 2023-09). ASU 2023-09 requires entities to provide additional information in the rate reconciliation and additional disclosures about income taxes paid. The amendments in this update are effective for fiscal years beginning after December 15, 2024. The Company adopted ASU 2023-09 on a retrospective basis in this Annual Report on Form 10-K. The adoption of this ASU did not have a material impact on our consolidated financial statements. The required additional information can be found in Note 11, Income Taxes, in Part II, Item 8 of this Annual Report on Form 10-K for the year ended December 31, 2025.

Accounting Standards Updates Issued but not yet Adopted as of December 31, 2025

Accounting Standards Update Codification Improvements

In December 2025, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2025-12, Codification Improvements: The amendments from this ASU address a range of various accounting topics that represent changes that clarify and make minor improvements to the existing codification. The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. Early adoption is permitted. We are currently assessing the effect this guidance may have on our consolidated financial statements.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Narrow-Scope Improvements

In December 2025, the FASB issued Accounting Standards Update 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements: This guidance clarifies interim disclosure requirements and the applicability of Topic 270 resulting in a comprehensive list of interim disclosures required by GAAP and a disclosure principal for disclosing material events since the last reporting period. The amendments are effective for interim reporting periods within annual reporting periods beginning after December 15, 2027.

Accounting for Government Grants Received by Business Entities

In December 2025, the FASB issued Accounting Standards Update 2025-10, Government Grants (Topic 832): Accounting for Government Grants Received by Business Entities. This ASU adds guidance to ASC 832 on the recognition, measurement, and presentation of government grants. In the absence of such guidance, many for-profit entities historically have analogized to other GAAP, including IAS 20 or ASC 958-605, when accounting for government grants. This ASU will be effective for annual and interim periods in fiscal years beginning after December 15, 2028. We are currently assessing the effect this guidance may have on our consolidated financial statements.

Targeted Improvements to the Accounting for Internal-Use Software

In September 2025, the FASB issued Accounting Standards Update 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. This guidance removes references to prescriptive and sequential development stages, requiring companies to capitalize internal-use software costs when management commits to funding the software project and it is probable the project will be completed. The amendments are effective for annual reporting periods beginning after December 15, 2027 and interim reporting periods within those annual reporting periods. Entities may apply the guidance using a prospective, retrospective or modified transition approach. We are currently assessing the effect this guidance may have on our consolidated financial statements.

Measurement of Credit Losses for Accounts Receivable and Contract Assets

In July 2025, the FASB issued Accounting Standards Update 2025-05, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets (ASU 2025-05), which simplifies the application of the current expected credit loss model for current accounts receivable and current contract assets under Topic 606. In developing reasonable and supportable forecasts as part of estimating expected credit losses, the amendments in this update provide entities with a practical expedient that assumes that the current conditions as of the balance sheet date do not change for the remaining life of the asset. The update is effective for fiscal years beginning after December 15, 2025 and interim reporting periods within those annual reporting periods. We are currently assessing the effect this guidance may have on our consolidated financial statements.

Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity

In May 2025, the FASB issued Accounting Standards Update 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity (ASU 2025-03), revising guidance on identifying the accounting acquirer in business combinations involving variable interest entities (VIEs). In accordance with ASU 2025-03, when a reporting entity exchanges equity interests in a business combination, it must evaluate specific factors to determine the accounting acquirer, irrespective of the legal acquiree's classification as a VIE. This may lead to the conclusion that a VIE involves a reverse acquisition, treating the legal acquirer as the acquiree for accounting purposes. This update improves comparability with combinations including voting interest entities (VOEs) and will be effective for fiscal years starting after December 15, 2026.

Disaggregation of Income Statement Expenses

In November 2024, the FASB issued Accounting Standards Update No. 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (ASU 2024-03). ASU 2024-03 requires an entity to disclose the amount of purchases of inventory, employee compensation, depreciation, and intangible asset amortization included in each relevant expense caption. It also requires an entity to include certain amounts that are already required to be disclosed under GAAP in the same disclosure. Additionally, it requires an entity to disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, and to disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. The amendments in ASU 2024-03 are effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, with early adoption permitted. An entity may apply the amendments prospectively for reporting periods after the effective date or retrospectively to any or all prior periods presented in the financial statements. The Company is currently evaluating the impact of ASU 2024-03 on its future consolidated financial statements.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Codification Amendments in Response to the SEC's Disclosure Update and Simplification Initiative

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 modify the disclosure or presentation requirements of a variety of topics, which will allow users to more easily compare entities subject to the SEC's existing disclosures with those entities that were not previously subject to the SEC's requirements, and to align the requirements in the FASB accounting standard codification with the SEC's regulations. The effective date for each topic's amendment is the date on which the SEC's removal of the topic's related disclosure from Regulation S-X or Regulation S-K becomes effective, with early adoption prohibited.

**3.**BUSINESS ACQUISITIONS, INVESTMENTS AND RESTRUCTURING CHARGES

We acquired various environmental services businesses during the years ended December 31, 2025 and 2024. The purchase price paid for these business acquisitions and the allocations of the purchase price follows:

			2025						2024
Purchase price:
Cash used in acquisitions, net of cash acquired of $8 and $1, respectively			$	1,063					$	274
Holdbacks			20						7
Fair value, future minimum lease payments			1						—
Total			$	1,084					$	281
Allocated as follows:
Accounts receivable			29						6
Property and equipment			189						57
Other assets			23						4
Accounts payable			(5)						—
Accrued landfill and environmental costs			(24)						—
Other liabilities			(44)						(6)
Fair value of tangible assets acquired and liabilities assumed			168						61
Excess purchase price to be allocated			$	916					$	220
Excess purchase price allocated as follows:
Other intangible assets			$	199					$	44
Goodwill			717						176
Total allocated			$	916					$	220

Certain of the purchase price allocations are preliminary and based on information existing at the acquisition dates. Accordingly, the purchase price allocations are subject to change. For the acquisitions that closed during the year ended December 31, 2025, we expect that a majority of the goodwill and intangible assets recognized as a result of these acquisitions will not be deductible for tax purposes.

These acquisitions are not material to the Company's results of operations, individually or in the aggregate. As a result, no pro forma financial information is provided.

In February 2025, we acquired all of the issued and outstanding shares of COP Shamrock Parent, Inc. (Shamrock). Shamrock is a leading provider of environmental solutions offering industrial waste and wastewater treatment services. Shamrock’s environmental solutions operations are primarily located in the northeastern and southeastern United States and provide us with a platform to pursue additional growth in our environmental solutions line of business. The preliminary purchase price allocation for the Shamrock acquisition is reflected in the table above and remains subject to revisions as additional information is obtained about the facts and circumstances that existed at the valuation date. The preliminary allocation of purchase price, including the value of certain tangible and intangible assets acquired, such as property and equipment, other intangible assets, and environmental remediation liabilities assumed, is based on the best estimates of management and is subject to revision based on the final valuations. We expect our final valuations to be completed in 2026.

In February 2026, we acquired certain assets and assumed certain liabilities from Hamm, LLC, N.R. Hamm Quarry, LLC, N.R. Hamm Contractor, LLC, and Cornejo & Sons, LLC constituting a vertically-integrated recycling and waste business located in Kansas.

As of February 17, 2026, we paid approximately $400 million for acquisitions closed through that date.

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Investments

We invest in non-controlling equity interests in certain limited liability companies that qualify for investment tax credits under Section 48 of the Internal Revenue Code. We account for these investments under the equity method of accounting utilizing the Hypothetical Liquidation at Book Value (“HLBV”) method. In exchange for our non-controlling interests, we made capital contributions of approximately $227 million and $236 million, which were recorded to other assets in our December 31, 2025 and 2024 consolidated balance sheets, respectively. During 2025 and 2024, the carrying value of these investments was decreased by $135 million and $254 million, respectively, as a result of our share of income and loss pursuant to the terms of the limited liability company agreements. Additionally, our tax provisions reflect benefits of approximately $175 million and $222 million for the years ended December 31, 2025 and 2024, respectively, due to tax credits net of nondeductible items, related to these investments. For further discussion of the income tax benefits, refer to Note 11, Income Taxes, in Part II, Item 8 of this Annual Report on Form 10-K for the year ended December 31, 2025.

In 2022, we acquired a non-controlling equity interest in a joint venture with a landfill gas-to-energy developer to construct renewable natural gas projects at our landfills across the United States. Certain of these investments qualified for investment tax credits under Section 48 of the Internal Revenue Code. As of December 31, 2025 and 2024, our carrying value in the joint venture was approximately $314 million and $270 million, respectively. During the years ended December 31, 2025, 2024 and 2023, we contributed $61 million, $98 million and $68 million, respectively, into the joint venture. The investment is accounted for under the equity method of accounting.

In 2022, we acquired a non-controlling equity interest in Blue Polymers, LLC, a joint venture with Ravago, intended to help create vertical integration in the recycling market, and to further advance circularity by acquiring all olefins produced by the Company's Polymer Centers and produce custom blended pellets for food-grade and non-food-grade packaging. As of December 31, 2025 and 2024, our carrying value in the joint venture was $101 million and $55 million, respectively. During the years ended December 31, 2025, 2024 and 2023, we contributed $57 million, $38 million and $9 million, respectively, into the joint venture. This investment is an unconsolidated VIE for which we do not have the power to direct the significant activities of the business, and it is accounted for under the equity method of accounting. Our risk of loss is materially consistent with our contributions to-date.

These investments were recorded as other assets in our consolidated financial statements as of December 31, 2025.

Restructuring Charges

In 2025, 2024 and 2023 we incurred restructuring charges of $20 million, $29 million, and $33 million, respectively. The 2025 charges primarily related to the design and implementation of a new accounts receivable system. The 2024 charges primarily related to the redesign of our asset management, and customer and order management software systems. Of the 2023 charges, $9 million related to the early termination of certain leases and $24 million related to the redesign of our asset management, and customer and order management software systems. We paid $12 million, $25 million, and $39 million during 2025, 2024 and 2023, respectively, related to these restructuring efforts.

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

**4.**PROPERTY AND EQUIPMENT, NET

A summary of property and equipment, net as of December 31 follows:

			2025						2024
Land			$	1,016					$	897
Landfill development costs			11,335						10,518
Vehicles and equipment			11,785						10,998
Buildings and improvements			2,578						2,119
Construction-in-progress – landfill			326						437
Construction-in-progress – other			423						575
			$	27,463					$	25,544
Less: accumulated depreciation, depletion and amortization
Landfill development costs			$	(6,578)					$	(6,031)
Vehicles and equipment			(7,191)						(6,692)
Buildings and improvements			(1,055)						(944)
			(14,824)						(13,667)
Property and equipment, net			$	12,639					$	11,877

Depreciation, depletion and amortization of property and equipment was $1.6 billion, $1.5 billion and $1.4 billion for the years ended December 31, 2025, 2024 and 2023, respectively.

**5.**GOODWILL AND OTHER INTANGIBLE ASSETS, NET

Goodwill

A summary of the activity and balances in goodwill accounts by reporting segment follows:

			Balance as of December 31, 2024						Acquisitions						Divestitures						Adjustments and Other						Balance as of December 31, 2025
Group 1			$	7,492					$	71					$	(1)					$	11					$	7,573
Group 2			6,438						154						(1)						6						6,597
Group 3			2,052						492						(1)						2						2,545
Total			$	15,982					$	717					$	(3)					$	19					$	16,715

			Balance as of December 31, 2023						Acquisitions						Divestitures						Adjustments and Other						Balance as of December 31, 2024
Group 1			$	7,312					$	161					$	—					$	19					$	7,492
Group 2			6,445						—						—						(7)						6,438
Group 3			2,077						15						—						(40)						2,052
Total			$	15,834					$	176					$	—					$	(28)					$	15,982

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Other Intangible Assets, Net

Other intangible assets, net, are primarily comprised of values assigned to customer relationships, which are amortized over periods ranging from 1 to 15 years. A summary of the activity and balances by intangible asset type follows:

			Gross Intangible Assets																								Accumulated Amortization																								Other Intangible Assets, Net as of December 31, 2025
			Balance as of December 31, 2024						Acquisitions						Adjustments and Other						Balance as of December 31, 2025						Balance as of December 31, 2024						Additions Charged to Expense						Adjustments and Other						Balance as of December 31, 2025
Customer relationships			$	690					$	198					$	(7)					$	881					$	(215)					$	(81)					$	7					$	(289)					$	592
Other intangible assets			91						1						(8)						84						(20)						(8)						7						(21)						63
Total			$	781					$	199					$	(15)					$	965					$	(235)					$	(89)					$	14					$	(310)					$	655

			Gross Intangible Assets																								Accumulated Amortization																								Other Intangible Assets, Net as of December 31, 2024
			Balance as of December 31, 2023						Acquisitions						Adjustments and Other						Balance as of December 31, 2024						Balance as of December 31, 2023						Additions Charged to Expense						Adjustments and Other						Balance as of December 31, 2024
Customer relationships			$	632					$	38					$	20					$	690					$	(166)					$	(69)					$	20					$	(215)					$	475
Other intangible assets			53						6						32						91						(23)						(10)						13						(20)						71
Total			$	685					$	44					$	52					$	781					$	(189)					$	(79)					$	33					$	(235)					$	546

Based on the amortizable intangible assets recorded in the consolidated balance sheet as of December 31, 2025, amortization expense for each of the next five years is estimated as follows:

2026			$	87
2027			$	80
2028			$	77
2029			$	71
2030			$	60

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

**6.**OTHER ASSETS

Prepaid Expenses and Other Current Assets

A summary of prepaid expenses and other current assets as of December 31 follows:

			2025						2024
Income taxes receivable			$	146					$	124
Prepaid expenses			131						$	127
Parts and supplies			106						98
Other non-trade receivables			94						96
Reinsurance receivable			32						30
Other			41						36
Total			$	550					$	511

Other Assets

A summary of other assets as of December 31 follows:

			2025						2024
Investments			$	815					$	637
Operating right-of-use lease assets			208						232
Prepaid fees and capitalized implementation costs for cloud-based hosting arrangements			159						123
Deferred compensation plan			143						125
Reinsurance receivable			90						86
Deferred contract costs and sales commissions			81						82
Derivative and hedging assets			32						55
Other			47						43
Total			$	1,575					$	1,383

**7.**OTHER LIABILITIES

Other Accrued Liabilities

A summary of other accrued liabilities as of December 31 follows:

			2025						2024
Accrued payroll and benefits			$	313					$	339
Insurance reserves, current			251						220
Accrued fees and taxes			214						206
Accrued dividends			193						181
Operating right-of-use lease liabilities, current			48						55
Ceded insurance reserves, current			32						30
Accrued professional fees and legal settlement reserves			32						12
Contingent purchase price and acquisition holdbacks			25						14
Other			97						119
Total			$	1,205					$	1,176

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Other Long-Term Liabilities

A summary of other long-term liabilities as of December 31 follows:

			2025						2024
Operating right-of-use lease liabilities			$	177					$	189
Deferred compensation plan liability			125						120
Ceded insurance reserves			90						86
Contingent purchase price and acquisition holdbacks			59						60
Derivative and hedging liabilities			46						72
Withdrawal liability - multiemployer pension funds			20						19
Other			39						42
Total			$	556					$	588

Insurance Reserves

Our liabilities for unpaid and incurred but not reported claims as of December 31, 2025 and 2024 (which include claims for workers’ compensation, commercial general and auto liability and employee-related health care benefits) were $687 million and $622 million, respectively, under our risk management program and are included in other accrued liabilities and insurance reserves, net of current portion, in our consolidated balance sheets. While the ultimate amount of claims incurred depends on future developments, we believe the recorded reserves are adequate to cover the future payment of claims; however, it is possible that these recorded reserves may not be adequate to cover the future payment of claims. Adjustments, if any, to estimates recorded resulting from ultimate claim payments will be reflected in our consolidated statements of income in the periods in which such adjustments are known.

The following table summarizes the activity in our insurance reserves for the years ended December 31:

			2025						2024						2023
Balance at beginning of year			$	622					$	566					$	503
Additions charged to expense			673						671						656
Payments			(717)						(701)						(636)
Premium written for third party risk assumed			109						86						43
Balance at end of year			687						622						566
Less: current portion			(251)						(220)						(217)
Long-term portion			$	436					$	402					$	349

**8.**LANDFILL AND ENVIRONMENTAL COSTS

As of December 31, 2025, we owned or operated 207 active landfills with total available disposal capacity estimated to be 5 billion in-place cubic yards. Additionally, we have post-closure responsibility for 124 closed landfills.

Accrued Landfill and Environmental Costs

A summary of our accrued landfill asset retirement obligations and environmental liabilities as of December 31 follows:

			2025						2024
Landfill final capping, closure and post-closure liabilities			$	2,313					$	2,144
Environmental remediation			443						447
Total accrued landfill and environmental costs			2,756						2,591
Less: current portion			(148)						(159)
Long-term portion			$	2,608					$	2,432

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Final Capping, Closure and Post-Closure Costs

The following table summarizes the activity in our asset retirement obligations, which includes liabilities for final capping, closure and post-closure, for the years ended December 31:

			2025						2024						2023
Asset retirement obligations, beginning of year			$	2,144					$	1,937					$	1,786
Non-cash additions			73						61						61
Acquisitions, net of divestitures and other adjustments			2						4						12
Asset retirement obligation adjustments			50						91						41
Payments			(70)						(56)						(61)
Accretion expense			114						107						98
Asset retirement obligations, end of year			2,313						2,144						1,937
Less: Current portion			(87)						(96)						(72)
Long-term portion			$	2,226					$	2,048					$	1,865

We review annually, in the fourth quarter, and update as necessary, our estimates of asset retirement obligations. As a result, we increased amortization expense by $3 million, $13 million and $5 million for the years ended December 31, 2025, 2024 and 2023, respectively, primarily related to changes in estimates and assumptions concerning the anticipated waste flow, cost and timing of future final capping, closure and post-closure activities.

The expected future payments for final capping, closure and post-closure as of December 31, 2025 follows:

2026			$	87
2027			112
2028			96
2029			80
2030			112
Thereafter			8,247
			$	8,734

The estimated remaining final capping, closure and post-closure expenditures presented above are not inflated and not discounted and reflect the total estimated future payments for liabilities which include those incurred and recorded as of December 31, 2025 as well as liabilities yet to be incurred over the remaining life of our landfills.

Environmental Remediation Liabilities

We accrue for remediation costs when they become probable and can be reasonably estimated. There can sometimes be a range of reasonable estimates of the costs associated with remediation of a site. In these cases, we use the amount within the range that constitutes our best estimate. If no amount within the range appears to be a better estimate than any other, we use the amount that is at the low end of such range. It is reasonably possible that we will need to adjust the liabilities recorded for remediation to reflect the effects of new or additional information, to the extent such information impacts the costs, timing or duration of the required actions. If we used the reasonably possible high ends of our ranges, our aggregate potential remediation liability as of December 31, 2025 would be approximately $276 million higher than the amounts recorded. Future changes in our estimates of the cost, timing or duration of the required actions could have a material adverse effect on our consolidated financial position, results of operations and cash flows.

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

The following table summarizes the activity in our environmental remediation liabilities for the years ended December 31:

			2025						2024						2023
Environmental remediation liabilities, beginning of year			$	447					$	485					$	487
Net additions charged to expense			1						7						2
Payments			(54)						(62)						(55)
Accretion expense (non-cash interest expense)			17						17						18
Acquisitions, net of divestitures and other adjustments			32						—						33
Environmental remediation liabilities, end of year			443						447						485
Less: current portion			(61)						(63)						(69)
Long-term portion			$	382					$	384					$	416

The expected undiscounted future payments for remediation costs as of December 31, 2025 follows:

2026			$	61
2027			46
2028			39
2029			31
2030			36
Thereafter			286
			$	499

The following is a discussion of certain of our significant remediation matters:

West Lake Landfill Superfund Site. Our subsidiary Bridgeton Landfill, LLC is one of several currently designated Potentially Responsible Parties for the West Lake Landfill Superfund site (West Lake) in Missouri. On September 27, 2018, the United States Environmental Protection Agency (EPA) issued a Record of Decision Amendment for West Lake that includes a total undiscounted cost estimate of $229 million over a four to five year design and construction timeline. On March 11, 2019, the EPA issued special notice letters under the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (CERCLA) to Bridgeton Landfill, LLC and the other currently designated Potentially Responsible Parties to initiate negotiations to implement the remedy. On January 17, 2025, the EPA issued an Explanation of Significant Differences (ESD) applying the prior Record of Decision Amendment to an increased number of acres at the site found to contain radiologically-impacted material. The ESD includes a revised undiscounted cost estimate of $392 million. At this time we are neither able to predict the final design of that remedy, nor estimate how much of the future response costs of the site our subsidiary may agree or be required to pay. During any subsequent administrative proceedings or litigation, our subsidiary will vigorously contest liability for the costs of remediating radiologically-impacted materials generated on behalf of the federal government during the Manhattan Project and delivered to the site by an Atomic Energy Commission licensee and its subcontractor. However, subsequent events related to remedy design, divisibility, or allocation may require us to modify our expected remediation liability.

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

**9.**DEBT

The carrying value of our credit facilities, finance leases and long-term debt as of December 31, 2025 and 2024 is listed in the following table, and is adjusted for unamortized discounts, deferred issuance costs and the unamortized portion of adjustments to fair value recorded in purchase accounting. Original issue discounts and adjustments to fair value recorded in purchase accounting are amortized to interest expense over the term of the applicable instrument using the effective interest method.

												December 31, 2025																		December 31, 2024
Maturity						Interest Rate						Principal						Adjustments						Carrying Value						Principal						Adjustments						Carrying Value
Credit facilities:
Uncommitted Credit Facility						Variable						$	—					$	—					$	—					$	—					$	—					$	—
The Credit Facility						Variable						425						—						425						514						—						514
Commercial Paper						Variable						1,000						(1)						999						477						—						477
Senior notes:
March 2025						3.200						—						—						—						500						—						500
November 2025						0.875						—						—						—						350						—						350
July 2026						2.900						500						—						500						500						(1)						499
November 2027						3.375						650						(1)						649						650						(2)						648
May 2028						3.950						800						(5)						795						800						(7)						793
April 2029						4.875						750						(5)						745						750						(6)						744
November 2029						5.000						400						(3)						397						400						(4)						396
March 2030						2.300						600						(3)						597						600						(4)						596
July 2030						4.750						500						(5)						495						—						—						—
February 2031						1.450						650						(5)						645						650						(5)						645
February 2032						1.750						750						(4)						746						750						(5)						745
March 2033						2.375						700						(5)						695						700						(6)						694
December 2033						5.000						650						(8)						642						650						(9)						641
April 2034						5.000						800						(9)						791						800						(10)						790
November 2034						5.200						500						(5)						495						500						(6)						494
March 2035						6.086						182						(10)						172						182						(11)						171
March 2035						5.150						700						(10)						690						—						—						—
March 2040						6.200						400						(3)						397						400						(3)						397
May 2041						5.700						386						(5)						381						386						(5)						381
March 2050						3.050						400						(7)						393						400						(7)						393
Debentures:
September 2035						7.400						148						(26)						122						148						(27)						121
Tax-exempt:
2026 - 2054						3.000 - 4.375						1,378						(9)						1,369						1,418						(9)						1,409
Finance leases and other:
2026 - 2063						1.726 - 9.750						441						—						441						315						—						315
Total Debt												$	13,710					$	(129)					13,581						$	12,840					$	(127)					12,713
Less: current portion																								(596)																		(862)
Long-term portion																								$	12,985																	$	11,851

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Future Maturities of Debt

Aggregate principal maturities of notes payable, finance leases and other long-term debt as of December 31, 2025 follow:

2026			$	596
2027			663
2028			845
2029			2,614
2030			1,128
Thereafter			7,864
			$	13,710

Credit Facilities

Uncommitted Credit Facility

In January 2022, we entered into a $200 million unsecured uncommitted revolving credit facility (the Uncommitted Credit Facility). The Uncommitted Credit Facility bears interest at an annual percentage rate to be agreed upon by both parties. Borrowings under the Uncommitted Credit Facility can be used for working capital, letters of credit and other general corporate purposes. The agreement governing our Uncommitted Credit Facility requires us to comply with certain covenants. The Uncommitted Credit Facility may be terminated by either party at any time. As of December 31, 2025 and 2024, we had no borrowings outstanding under our Uncommitted Credit Facility.

The Credit Facility

In July 2024, we and our subsidiary, USE Canada Holdings, Inc. (the Canadian Borrower) entered into the Second Amended and Restated Credit Agreement (the Credit Facility) which amended and restated the unsecured revolving credit facility we entered into in August 2021. The total outstanding principal amount that we may borrow under the Credit Facility may not exceed the current aggregate lenders' commitments of $3.5 billion, and borrowings under the Credit Facility mature in July 2029. As permitted by the Credit Facility, we have the right to request two one-year extensions of the maturity date, but none of the lenders are committed to participate in such extensions. The Credit Facility also includes a feature that allows us to increase availability, at our option, by an aggregate amount of up to $1.0 billion through increased commitments from existing lenders or the addition of new lenders.

All loans to the Canadian Borrower and all loans denominated in Canadian dollars cannot exceed $1.0 billion (the Canadian Sublimit). The Canadian Sublimit is part of, and not in addition to, the aggregate commitments under the Credit Facility.

Borrowings under the Credit Facility in United States dollars bear interest at a Base Rate, a daily floating SOFR or a term SOFR plus a current applicable margin of 0.805% based on our Debt Ratings (all as defined in the Credit Facility agreement). The Canadian dollar-denominated loans bear interest based on the Canadian Prime Rate or the Canadian Dollar Offered Rate plus a current applicable margin of 0.805% based on our Debt Ratings. As of December 31, 2025 and 2024, C$204 million and C$232 million, respectively, were outstanding against the Canadian Sublimit.

The Credit Facility is subject to facility fees based on applicable rates defined in the Credit Facility agreement and the aggregate commitment, regardless of usage. The Credit Facility can be used for working capital, capital expenditures, acquisitions, letters of credit and other general corporate purposes. The Credit Facility agreement requires us to comply with financial and other covenants. We may pay dividends and repurchase common stock if we are in compliance with these covenants.

We had $425 million and $514 million outstanding under the Credit Facility as of December 31, 2025 and 2024, respectively. We had $319 million and $317 million of letters of credit outstanding under the Credit Facility as of December 31, 2025 and 2024, respectively. We also had $1.0 billion and $477 million of principal borrowings outstanding under our commercial paper program as of December 31, 2025 and 2024, respectively. As a result, availability under the Credit Facility was $1.8 billion and $2.2 billion as of December 31, 2025 and 2024, respectively.

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Commercial Paper Program

In May 2022, we entered into a commercial paper program for the issuance and sale of unsecured commercial paper in an aggregate principal amount not to exceed $500 million outstanding at any one time (the Commercial Paper Cap). In August 2022, the Commercial Paper Cap was increased to $1.0 billion, and in October 2023, was increased to $1.5 billion. The weighted average interest rate for borrowings outstanding as of December 31, 2025 was 4.044%. The weighted average interest rate for borrowings outstanding as of December 31, 2024 was 4.646%.

We had $1.0 billion and $477 million principal value of commercial paper issued and outstanding under the program as of December 31, 2025 and 2024, respectively. In the event of a failed re-borrowing, we currently have availability under our Credit Facility to fund amounts currently borrowed under the commercial paper program until they are re-borrowed successfully. Accordingly, we have classified these borrowings as long-term in our consolidated balance sheet as of December 31, 2025 and 2024, respectively.

Senior Notes and Debentures

In June 2024, we issued $400 million of 5.000% senior notes due 2029 and $500 million of 5.200% senior notes due 2034. We used the proceeds from the June 2024 notes issuance for general corporate purposes, including the repayment of a portion of amounts outstanding under the Commercial Paper Program and the Credit Facility; and repayment of all amounts then outstanding under the Uncommitted Credit Facility and certain other debt obligations.

In March 2025, we issued $500 million of 4.750% senior notes due 2030 and $700 million of 5.150% senior notes due 2035. We used the proceeds from the March 2025 notes issuance for general corporate purposes, including the repayment of a portion of amounts outstanding on our Credit Facility and a portion of outstanding borrowings under the Commercial Paper Program.

Our senior notes and debentures are general unsecured and unsubordinated obligations and rank equally with our other unsecured obligations.

Tax-Exempt Financings

As of both December 31, 2025 and December 31, 2024 we had $1.4 billion of tax-exempt financings outstanding with maturities ranging from 2026 to 2054 for both periods.

In June 2024, the Mission Economic Development Corporation issued, for our benefit, $50 million in principal amount of Solid Waste Disposal Revenue Bonds. The proceeds from the issuance, after deferred issuance costs, were used to fund the acquisition, construction, improvement, installation, and/or equipping of certain solid waste disposal facilities located within Texas.

In March 2024, the California Municipal Finance Authority issued, for our benefit, $100 million in principal amount of Solid Waste Disposal Revenue Bonds. The proceeds from the issuance, after deferred issuance costs, were used to fund the acquisition, construction, improvement, installation, and/or equipping of certain solid waste disposal facilities located within California.

We have $250 million of tax-exempt financings that have an initial remarketing period of 10 years. Our remaining tax-exempt financings are remarketed either quarterly or semiannually by remarketing agents to effectively maintain a variable yield. The holders of the bonds can put them back to the remarketing agents at the end of each interest period. If the remarketing agents are unable to remarket our bonds, the remarketing agents can put the bonds to us. In the event of a failed remarketing, we currently have availability under our Credit Facility to fund these bonds until they are remarketed successfully. Accordingly, we classified these borrowings as long-term in our consolidated balance sheets as of December 31, 2025 and December 31, 2024.

Finance Leases and Other

As of December 31, 2025, we had finance lease liabilities and other debt obligations of $441 million with maturities ranging from 2026 to 2063. As of December 31, 2024, we had finance lease liabilities and other debt obligations of $315 million with maturities ranging from 2025 to 2063.

In our consolidated balance sheet as of December 31, 2025, finance leases and other included $148 million related to construction costs for our corporate office building located in Phoenix, Arizona, which has been accounted for as a financing obligation. The amount is recorded within long-term debt, net of current maturities.

Interest Paid

Interest paid, excluding net swap settlements for interest rate swaps, was $500 million, $487 million and $423 million for the years ended December 31, 2025, 2024 and 2023, respectively.

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

**10.**LEASES

A summary of the lease classification on our consolidated balance sheet as of December 31, 2025 and 2024 follows:

						2025						2024
Assets
Operating right-of-use lease assets			Other assets			$	208					$	232
Finance lease assets			Property and equipment, net			318						294
Total leased assets						$	526					$	526
Liabilities
Current
Operating			Other accrued liabilities			$	48					$	55
Finance			Notes payable and current maturities of long-term debt			15						13
Long-term
Operating			Other long-term liabilities			177						189
Finance			Long-term debt, net of current maturities			278						249
Total lease liabilities						$	518					$	506

A summary of the lease cost reflected in our consolidated statements of income for the years ended December 31, 2025 and 2024 follows:

						2025						2024
Operating lease cost
Fixed lease cost			Cost of operations			$	62					$	50
Short-term lease cost			Cost of operations			86						105
Variable lease cost			Cost of operations			26						26
Finance lease cost
Amortization of leased assets			Depreciation, depletion and amortization			16						17
Interest on lease liabilities			Interest expense			11						9
Variable lease cost			Interest expense			25						26
Total lease cost						$	226					$	233

During the years ended December 31, 2025 and 2024, we recognized changes in our operating right-of-use lease liabilities and assets, resulting from the recognition of non-cash lease expense of $47 million and $46 million, respectively.

As of December 31, 2025, maturities for operating and finance lease liabilities were as follows:

			Operating Leases						Finance Leases						Total
2026			$	59					$	23					$	82
2027			50						23						73
2028			42						23						65
2029			32						22						54
2030			22						20						42
Thereafter			43						374						417
Total lease payments			248						485						733
Less: interest			(23)						(192)						(215)
Present value of lease liabilities			$	225					$	293					$	518

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

A summary of the weighted-average remaining lease term and weighted-average discount rate as of December 31, 2025 and 2024 follows:

						2025						2024
Weighted-average remaining lease term (years)
Operating leases						5.7						6.1
Finance leases						26.0						27.8
Weighted-average discount rate
Operating leases						3.7		%				3.3		%
Finance leases						4.2		%				4.3		%

Supplemental cash flow and other non-cash information for the years ended December 31, 2025, 2024, and 2023 follow:

						2025						2024						2023
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases						$	174					$	181					$	177
Operating cash flows from finance leases						$	36					$	35					$	31
Financing cash flows from finance leases						$	12					$	10					$	12
Leased assets obtained in exchange for new operating lease liabilities						$	45					$	44					$	33
Leased assets obtained in exchange for new finance lease liabilities						$	44					$	25					$	17

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

**11.**INCOME TAXES

The components of the provision for income taxes for the years ended December 31 follow:

			2025						2024						2023
Current:
Federal			$	81					$	204					$	260
Foreign			10						13						9
State			95						84						90
Deferred:
Federal			240						55						72
Foreign			(11)						2						(3)
State			40						30						32
Provision for income taxes			$	455					$	388					$	460

On July 4, 2025, the One Big Beautiful Bill Act (the "Act”) was signed into law. The Act, among other things, implemented changes to the tax treatment relating to bonus depreciation, research and experimental expenditures and interest expense, and included phase-outs and restrictions on several clean energy tax incentives. The Act did not have a material impact on our effective tax rate.

The reconciliations of the statutory federal income tax rate to our effective tax rate for the years ended December 31 follow:

			2025									2024									2023
US Federal Statutory Tax Rate			$	545		21.0		%				$	510		21.0		%				$	460		21.0		%
State and Local Income Taxes, Net of Federal Income Tax Effect(1)			110			4.2						107			4.4						97			4.4
Tax Credits
Renewable energy assets			(189)			(7.3)						(238)			(9.8)						(100)			(4.6)
Other			(46)			(1.8)						(23)			(0.9)						(3)			(0.1)
Nontaxable or Nondeductible Items			42			1.6						37			1.5						36			1.6
Other Adjustments			(7)			(0.2)						(5)			(0.2)						(30)			(1.3)
Effective Tax Rate			$	455		17.5		%				$	388		16.0		%				$	460		21.0		%

(1) State taxes in California, Illinois, Massachusetts, & Texas made up the majority (greater than 50 percent) of the tax effect in this category for 2025, 2024, and 2023.

The impact of foreign tax effects, effect of changes in tax laws or rates enacted in the current period, effect of cross-border tax laws, changes in valuation allowances and changes in unrecognized tax benefits were each immaterial to the periods presented.

During 2023 through 2025, we acquired non-controlling interests in limited liability companies established to own renewable energy assets that qualified for investment tax credits under Section 48 of the Internal Revenue Code. We account for these investments under the equity method of accounting utilizing the HLBV method and recognize our share of income or loss and other reductions or increases in the value of our investment in loss from unconsolidated equity method investments within our consolidated statements of income. For further discussion regarding our equity method accounting, see Note 3, Business Acquisitions, Investments and Restructuring Charges of the notes to our consolidated financial statements in Part II, Item 8 of this Annual Report on Form 10-K.

In addition, during 2023 we resolved IRS examinations for our 2014 to 2018 tax years, that in the aggregate, reduced our tax provision by approximately $21 million.

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

The components of the income tax payments (net of refunds received) for the period ended December 31 follow:

			2025						2024						2023
Federal			$	98					$	195					$	243
State
California			29						27						24
Texas			11						10						—
Other			52						71						59
Foreign			16						10						17
Income tax payments (net of refunds received)			$	206					$	313					$	343

We made income tax payments (net of refunds) of $206 million, $313 million and $343 million for 2025, 2024, and 2023, respectively. Income taxes paid in 2025 reflect benefits from the Act as well as tax credits from our continuing investments in qualified renewable energy projects. Income taxes paid in 2024 and 2023 reflect benefits from tax credits from our continuing investments in qualified renewable energy projects.

The components of the net deferred income tax asset and liability as of December 31 follow:

			2025						2024
Deferred tax liabilities relating to:
Differences between book and tax basis of property and equipment			$	(1,400)					$	(1,258)
Difference between book and tax basis of intangible assets			(722)						(637)
Operating right-of-use lease assets			(52)						(57)
Basis difference due to redemption of partnership interests			(80)						(82)
Other			(10)						—
Total deferred tax liabilities			$	(2,264)					$	(2,034)
Deferred tax assets relating to:
Environmental reserves			$	182					$	218
Accruals not currently deductible			116						105
Net operating loss carryforwards			60						61
Difference between book and tax basis of other assets			9						48
Operating right-of-use lease liabilities			56						59
Other			15						15
Total deferred tax assets			438						506
Valuation allowance			(45)						(51)
Net deferred tax asset			393						455
Net overall deferred tax liability			$	(1,871)					$	(1,579)

Changes in the deferred tax valuation allowance for the years ended December 31 follow:

			2025						2024						2023
Valuation allowance, beginning of year			$	51					$	49					$	44
Additions charged to provision for income taxes			3						6						3
Deferred tax assets realized or written-off			(6)						—						—
Other, net			(3)						(4)						2
Valuation allowance, end of year			$	45					$	51					$	49

We have deferred tax assets related to state net operating loss carryforwards with an estimated tax effect of $51 million available as of December 31, 2025. These state net operating loss carryforwards expire at various times between 2026 and 2045. We believe that it is more likely than not that the benefit from some of our state net operating loss carryforwards will not be realized due to limitations on these loss carryforwards in certain states. In recognition of this risk, as of December 31, 2025, we have provided a valuation allowance of $40 million.

We are subject to income tax in the United States and Canada, as well as multiple state and provincial jurisdictions. Our compliance with income tax rules and regulations is periodically audited by taxing authorities. These authorities may challenge

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

the positions taken in our tax filings. Thus, to provide for certain potential tax exposures, we maintain liabilities for uncertain tax positions for our estimate of the final outcome of the examinations. Our federal statute of limitations applicable to our federal tax returns is closed through 2021. In addition, we are currently under state examination or administrative review in various jurisdictions for tax years 2013 through 2024.

The following table summarizes the activity in our gross unrecognized tax benefits for the years ended December 31:

			2025						2024						2023
Balance at beginning of year			$	28					$	42					$	111
Additions for tax positions of current year			3						—						1
Additions for tax positions of prior years			—						1						3
Reductions for tax positions of prior years			—						(5)						(7)
Reductions for tax positions resulting from lapse of statute of limitations			(1)						(1)						—
Settlements			(7)						(9)						(66)
Balance at end of year			$	23					$	28					$	42

Included in our gross unrecognized tax benefits as of December 31, 2025, 2024 and 2023 are $18 million, $22 million and $33 million, respectively, of unrecognized tax benefits (net of the federal benefit) that, if recognized, would affect our effective income tax rate in future periods.

During 2023, we settled our 2014-2018 tax years with the Internal Revenue Service. These settlements reduced our gross unrecognized tax benefits by $66 million.

We recognize interest and penalties as incurred within the provision for income taxes in our consolidated statements of income. Related to the unrecognized tax benefits previously noted, we recorded a reduction to interest expense of $1 million during 2025 and, in total as of December 31, 2025, have recognized a liability for penalties of $4 million and interest of $4 million. During 2024, we recorded a reduction to interest expense of $6 million and, in total as of December 31, 2024, had recognized a liability for penalties of $1 million and interest of $5 million. During 2023, we recorded interest expense of $1 million and, in total as of December 31, 2023, had recognized a liability for interest of $14 million.

We believe the recorded liabilities for uncertain tax positions are adequate. However, a significant assessment against us in excess of the liabilities recorded could have a material adverse effect on our consolidated financial position, results of operations and cash flows.

**12.**EMPLOYEE BENEFIT PLANS

Stock-Based Compensation

In October 2020, our Board of Directors amended and restated the Republic Services, Inc. Executive Incentive Plan (the 2021 Plan) to remove references to the performance-based compensation exception that was previously permitted but is no longer applicable under Section 162(m) of the Internal Revenue Code. The purposes of the 2021 Plan are to promote the success of the Company; to provide designated Executive Officers with an opportunity to receive incentive compensation dependent upon that success; and to attract, retain and motivate such individuals. We currently have approximately 10 million shares of common stock reserved for future grants under the 2021 Plan.

In February 2007, our Board of Directors approved the 2007 Stock Incentive Plan (the 2007 Plan); in May 2007 our shareholders approved the 2007 Plan. In March 2011, our Board of Directors approved the Amended and Restated 2007 Stock Incentive Plan (the Amended and Restated 2007 SIP); in May 2011 our shareholders approved the Amended and Restated 2007 SIP. In March 2013, our Board of Directors approved the Republic Services, Inc. Amended and Restated 2007 Stock Incentive Plan (the Republic Amended and Restated 2007 SIP); in May 2013 our shareholders approved the Republic Amended and Restated 2007 SIP (the 2007 Plan, the Amended and Restated 2007 SIP and the Republic Amended and Restated 2007 SIP are collectively referred to as the Amended and Restated 2007 Stock Incentive Plan). No further awards will be made under the Amended and Restated 2007 Stock Incentive Plan.

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Restricted Stock Units

The following table summarizes restricted stock unit (RSU) activity for the years ended December 31, 2025, 2024 and 2023:

			Number of RSUs (in thousands)						Weighted-Average Grant Date Fair Value per Share						Weighted-Average Remaining Contractual Term (years)						Aggregate Intrinsic Value (in millions)
Unissued as of December 31, 2022			914						$	85.43
Granted			250						$	133.03
Vested and issued			(208)						$	95.24
Forfeited			(41)						$	117.54
Unissued as of December 31, 2023			915						$	93.35
Granted			184						$	184.28
Vested and issued			(228)						$	102.81
Forfeited			(30)						$	139.24
Unissued as of December 31, 2024			841						$	107.81
Granted			153						$	221.18
Vested and issued			(206)						$	119.81
Forfeited			(21)						$	177.62
Unissued as of December 31, 2025			767						$	125.39					1.1						$	162.62
Vested and unissued as of December 31, 2025			410						$	76.87

During the years ended December 31, 2025, 2024 and 2023, we awarded our non-employee directors 13,800, 16,540 and 20,324 RSUs, respectively, which vested upon issuance.

During the years ended December 31, 2025, 2024 and 2023, we awarded 132,585, 158,789 and 216,610 RSUs, respectively, to executives and employees that vest in four equal annual installments beginning on the anniversary date of the original grant.

During the years ended December 31, 2025, 2024 and 2023, we granted an additional 6,980, 8,868 and 12,751 RSUs, respectively, as dividend equivalents.

The RSUs do not carry any voting or dividend rights, except the right to receive additional RSUs in lieu of dividends.

Compensation Expense

The fair value of RSUs is based on the closing market price on the date of the grant. The compensation expense related to RSUs is amortized ratably over the vesting period, or to the employee's retirement eligible date, if earlier.

During the years ended December 31, 2025, 2024 and 2023, compensation expense related to RSUs totaled $26 million, $25 million and $24 million, respectively. As of December 31, 2025, total unrecognized compensation expense related to outstanding RSUs was $43 million, which will be recognized over a weighted average period of approximately 2.5 years.

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Performance Shares

The following table summarizes performance stock unit (PSU) activity for the years ended December 31, 2025, 2024 and 2023:

			Number of PSUs (in thousands)						Weighted Average Grant Date Fair Value per Share
Outstanding as of December 31, 2022			756						$	95.19
Granted			200						$	138.03
Vested and issued			(227)						$	100.06
Forfeited			(41)						$	123.30
Outstanding as of December 31, 2023			688						$	101.48
Granted			281						$	142.50
Vested and issued			(420)						$	90.54
Forfeited			(25)						$	136.27
Outstanding as of December 31, 2024			524						$	125.70
Granted			222						$	199.58
Vested and issued			(209)						$	117.01
Forfeited			(6)						$	176.82
Outstanding and Exercisable as of December 31, 2025			531						$	159.77

During the years ended December 31, 2025, 2024 and 2023, we awarded 117,968, 153,883 and 80,452 PSUs to our executive officers, respectively. These awards are performance-based as the number of shares ultimately earned depends on performance against pre-determined targets for return on invested capital (ROIC), cash flow value creation (CFVC) and total shareholder return relative to the S&P 500 index (RTSR). The PSUs are payable 50% in shares of common stock and 50% in cash after the end of a three-year performance period, when our financial performance for the entire performance period is reported, typically in February of the succeeding year. At the end of the performance period, the number of PSUs awarded can range from 0% to 220% of the targeted amount, depending on the performance against the pre-determined targets.

During the years ended December 31, 2025, 2024 and 2023, we awarded 98,613, 120,433 and 108,560 PSUs to our employees other than our executive officers, respectively. The PSUs are payable 100% in shares of common stock after the end of a three-year performance period, when our financial performance for the entire performance period is reported, typically in February of the succeeding year. At the end of the performance period, the number of PSUs awarded can range from 0% to 220% of the targeted amount, depending on the performance against the pre-determined targets.

The PSUs do not carry any voting or dividend rights, except the right to accumulate additional PSUs in lieu of dividends.

During the years ended December 31, 2025, 2024 and 2023, we granted an additional 5,666, 6,795 and 10,511 PSUs to our executive officers, respectively, as dividend equivalents.

Compensation Expense

For the stock-settled portion of the award that vests based on future ROIC and CFVC performance, compensation expense is measured using the fair value of our common stock at the grant date. For the cash-settled portion of the award that vests based on future ROIC and CFVC performance, compensation expense is recorded based on the fair value of our common stock at the end of each reporting period. Compensation expense is recognized ratably over the performance period based on our estimated achievement of the established performance criteria. Compensation expense is only recognized for the portion of the award that we expect to vest, which we estimate based on an assessment of the probability that the performance criteria will be achieved.

For the stock-settled portion of the award that vests based on RTSR, the grant date fair value is based on a Monte Carlo valuation and compensation expense is recognized on a straight-line basis over the vesting period. For the cash-settled portion of the award that vests based on RTSR, compensation expense also incorporates the fair value of our PSUs at the end of each reporting period. Compensation expense is recognized for the RTSR portion of the award whether or not the market conditions are achieved.

During the years ended December 31, 2025, 2024 and 2023, compensation expense related to PSUs totaled $27 million, $30 million and $29 million, respectively. As of December 31, 2025, total unrecognized compensation expense related to outstanding PSUs was $30 million, which will be recognized over a weighted average period of approximately 1.7 years.

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Collective Bargaining Agreements

As of December 31, 2025, approximately 22% of our workforce was covered by collective bargaining agreements (CBAs), and approximately 8% of our workforce was covered by CBAs that will expire during 2026.

Multiemployer Pension Plans

We participate in multiemployer pension plans that generally provide retirement benefits to participants of contributing employers. We do not administer these plans. In general, these plans are managed by a board of trustees with the unions appointing certain trustees and other contributing employers of the plan appointing certain members. We generally are not represented on the board of trustees.

Based on the information available to us, we believe that some of the multiemployer plans to which we contribute are either critical or endangered as those terms are defined in the Pension Protection Act (PPA). The PPA requires underfunded pension plans to improve their funding ratios within prescribed intervals based on the level of their underfunding. Until the plan trustees develop the funding improvement plans or rehabilitation plans as required by the PPA, we cannot determine the amount of any additional contribution or other financial obligations that we may be subject to, if any. Accordingly, we cannot presently determine the effect that the PPA may have on our consolidated financial position, results of operations or cash flows.

Furthermore, under current law regarding multiemployer benefit plans, a plan’s termination, our voluntary withdrawal (which we consider from time to time), or the mass withdrawal from any under-funded multiemployer pension plan would require us to make payments to the plan for our proportionate share of the multiemployer plan’s unfunded vested liabilities. During the course of operating our business, we may incur withdrawal events regarding certain of the multiemployer pension plans in which we participate. We accrue for such events when losses become probable and reasonably estimable.

Republic’s participation in individually significant multiemployer pension plans for the year ended December 31, 2025 is outlined in the table below. Only with respect to multiemployer pension plans, we considered contributions in excess of $10 million in any period disclosed to be individually significant. The most recent PPA zone status available in 2025 and 2024 is for the plans’ year ended September 30, or December 31, 2024 and 2023, respectively. The status is based on information that Republic received from the plans and is certified by the plans’ actuary. Among other factors, plans in the critical red zone are generally less than 65% funded, plans in the endangered yellow zone are less than 80% funded and plans in the safe green zone are at least 80% funded. Plans in the critical and declining zone are classified as critical and projected to be insolvent in the current year or any of the 14 following plan years. The last column lists the expiration dates of the CBAs to which the plans are subject.

									Pension Protection Act Zone Status												Funding Improvement or Rehabilitation Plan Status Pending /						Republic Contributions to Plan																		Surcharge						Expiration Dates
Legal Plan Name			EIN						2025						2024						Implemented						2025						2024						2023						Imposed						of CBAs
Western Conference of Teamsters Pension Plan			91-6145047						Safe						Safe						No						$	83					$	75					$	70					No						Various dates through 9/30/2030
All other plans			N/A						N/A						N/A						N/A						29						29						29						N/A
Total																											$	112					$	104					$	99

Defined Contribution Plan

We maintain the Republic Services 401(k) Plan (the 401(k) Plan), which is a defined contribution plan covering all eligible employees. Under the 401(k) Plan, participants may direct us to defer a portion of their compensation to the 401(k) Plan, subject to Internal Revenue Code limitations. We provide for an employer matching contribution equal to 100% of the first 3% of eligible compensation and 50% of the next 2% of eligible compensation contributed by each employee, which is funded in cash. All contributions vest immediately.

Total expense recorded for matching 401(k) contributions in 2025, 2024 and 2023 was $98 million, $95 million and $82 million, respectively.

Deferred Compensation Plan

We provide eligible Republic employees, officers and directors with the opportunity to voluntarily defer base salary, bonus payments, long-term incentive awards and other compensation, as applicable, on a pre-tax basis through the Republic Services, Inc. Deferred Compensation Plan (the DCP). The DCP is a nonqualified deferred compensation plan that conforms to Section 409A of the Internal Revenue Code. Eligible participants can defer up to 80% of base salary and up to 100% of bonus,

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

long-term compensation and directors’ fees. Under the DCP, some participants also are eligible for matching contributions. The matching contribution under the DCP is equal to the lesser of 2% of the participant’s compensation over established 401(k) limits or 50% of the amount the participant has deferred. The DCP participants have no ownership or security interest in any of the amounts deferred or the measurement funds under the DCP. The right of each participant in the DCP is solely that of a general, unsecured creditor of Republic with respect to his or her own interest under the DCP. Deferred amounts may be subject to forfeiture and are deemed invested among investment funds offered under the DCP, as directed by each participant. Payments of deferred amounts are payable following separation from service or at a date or dates elected by the participant when the deferral is elected. Payments of deferred amounts are made in either a lump sum or in annual installments over a period not exceeding 15 years.

Republic invested in corporate-owned life insurance policies to satisfy future obligations under the DCP. These corporate-owned life insurance policies are held in a Rabbi Trust and are recorded at the amount that can be realized under insurance contracts at the balance sheet date, which is the cash surrender value adjusted for other charges or other amounts due that are probable at settlement. The aggregate cash surrender value of these life insurance policies was $143 million and $125 million as of December 31, 2025 and 2024, respectively, and is classified in other assets in our consolidated balance sheets. The DCP liability was $125 million and $120 million as of December 31, 2025 and 2024, respectively, and is classified in other long-term liabilities in our consolidated balance sheets.

**13.**SHARE REPURCHASES AND DIVIDENDS

Available Shares

We currently have approximately 10 million shares of common stock reserved for future grants under the Republic Services, Inc. 2021 Stock Incentive Plan.

Share Repurchases

In October 2020, our Board of Directors approved a $2.0 billion share repurchase authorization effective starting January 1, 2021, extending through December 31, 2023. In October 2023, our Board of Directors approved a $3.0 billion share repurchase authorization effective January 1, 2024 and extending through December 31, 2026. Share repurchases under the program may be made through open market purchases or privately negotiated transactions in accordance with applicable federal securities laws. While the Board of Directors has approved the program, the timing of any purchases, the prices and the number of shares of common stock to be purchased will be determined by our management, at its discretion, and will depend upon market conditions and other factors. The share repurchase program may be extended, suspended or discontinued at any time. On a quarterly basis, our Board of Directors reviews the intrinsic value of our stock and the parameters around which we repurchase our shares.

Share repurchase activity during the years ended December 31, 2025, 2024 and 2023 follows (in millions, except per share amounts):

			2025						2024						2023
Number of shares repurchased			3.8						2.5						1.8
Amount paid			$	864					$	480					$	262
Weighted average cost per share			$	224.50					$	193.59					$	145.72

The average price paid per share, total repurchase costs and approximate maximum dollar value of the shares that may yet be purchased under the plans or programs exclude a 1% excise tax.

As of December 31, 2025, there were no repurchased shares pending settlement. As of December 31, 2024, there were less than 1 million repurchased shares pending settlement, resulting in an associated $10 million of share repurchases unpaid and included within other accrued liabilities. As of December 31, 2023, there were no repurchased shares pending settlement. As of December 31, 2025, the remaining authorized purchase capacity under our October 2023 repurchase program was $1.7 billion.

In December 2024, our board of directors changed the status of 8 million treasury shares to authorized and unissued. In doing so, the number of our issued shares was reduced by the stated amount. Our accounting policy is to deduct the par value from common stock and to reflect the excess of cost over par value as a deduction from additional paid-in capital. The reduction in issued shares resulted in a change of $1.2 billion in treasury stock which was reclassified as less than 1 million in common stock, and $1.2 billion in additional paid-in capital. There was no effect on our total stockholders' equity position as a result of the change.

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Dividends

In October 2025, our Board of Directors approved a quarterly dividend of $0.625 per share. Aggregate cash dividends declared were $749 million, $699 million and $650 million for the years ended December 31, 2025, 2024 and 2023, respectively. As of December 31, 2025, we recorded a quarterly dividend payable of $193 million to shareholders of record at the close of business on January 2, 2026.

**14.**EARNINGS PER SHARE

Basic earnings per share is computed by dividing net income attributable to Republic Services, Inc. by the weighted average number of common shares (including vested but unissued restricted stock units and performance stock units) outstanding during the period. Diluted earnings per share is based on the combined weighted average number of common shares and common share equivalents outstanding, which include, where appropriate, the assumed exercise of employee stock options, unvested RSUs and unvested PSUs at the expected attainment levels. We use the treasury stock method in computing diluted earnings per share.

Earnings per share for the years ended December 31, 2025, 2024 and 2023 are calculated as follows (in thousands, except per share amounts):

			2025						2024						2023
Basic earnings per share:
Net income attributable to Republic Services, Inc.			$	2,139,249					$	2,043,173					$	1,730,985
Weighted average common shares outstanding			311,880						314,399						316,182
Basic earnings per share			$	6.86					$	6.50					$	5.47
Diluted earnings per share:
Net income attributable to Republic Services, Inc.			$	2,139,249					$	2,043,173					$	1,730,985
Weighted average common shares outstanding			311,880						314,399						316,182
Effect of dilutive securities:
Unvested RSU awards			92						126						104
Unvested PSU awards			196						284						379
Weighted average common and common equivalent shares outstanding			312,168						314,809						316,665
Diluted earnings per share			$	6.85					$	6.49					$	5.47

15. SEGMENT REPORTING

Our senior management evaluates, oversees and manages the financial performance of our operations through three field groups, referred to as Group 1, Group 2 and Group 3. Group 1 is our recycling and waste business operating primarily in geographic areas located in the western United States. Group 2 is our recycling and waste business operating primarily in geographic areas located in the southeastern and mid-western United States, the eastern seaboard of the United States, and Canada. Group 3 is our environmental solutions business operating in geographic areas located across the United States and Canada. These groups are presented below as our reportable segments, which each provide integrated environmental services, including but not limited to collection, transfer, recycling and disposal.

We generated $188 million, $182 million and $170 million of revenue in Canada for the years ended December 31, 2025, 2024 and 2023, respectively. As of December 31, 2025 and 2024, we had $136 million and $128 million, respectively, of long-lived assets in Canada. The remainder of our revenue and assets were related to our United States operations.

Our chief operating decision maker (CODM) is Jon Vander Ark, President and Chief Executive Officer of Republic Services, Inc. Adjusted EBITDA is the single financial measure our CODM uses to evaluate segment profitability and returns, which informs resource allocation. For all segments, the CODM uses adjusted EBITDA to evaluate income generated from segment assets (return on invested capital). The CODM considers budget-to-actual variances and year-over-year growth on a monthly basis to assess the performance of each segment. Cost of operations and selling, general and administrative expenses are significant segment expenses used in the evaluation.

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Summarized financial information concerning our reportable segments for the years ended December 31, 2025, 2024 and 2023 follows:

			Group 1						Group 2						Recycling & Waste Subtotal(1)						Group 3 (Environmental Solutions)						Corporate entities and other						Total
2025
Gross revenue			$	8,630					$	8,244					$	16,874					$	1,784					$	369					$	19,027
Intercompany revenue			(1,271)						(1,069)						(2,340)						(48)						(48)						(2,436)
Revenue allocations			150						141						291						30						(321)						—
Net revenue			$	7,509					$	7,316					$	14,825					$	1,766					$	—					$	16,591
Cost of operations			4,248						4,265						8,513						1,117						—						9,630
Selling, general and administrative			750						683						1,433						277						—						1,710
Other segment items			(11)						(45)						(56)						—						—						(56)
Adjusted EBITDA			$	2,522					$	2,413					$	4,935					$	372					$	—					$	5,307
Capital expenditures			$	876					$	633					$	1,509					$	181					$	197					$	1,887
Total assets			$	14,441					$	11,616					$	26,057					$	5,217					$	3,092					$	34,366

			Group 1						Group 2						Recycling & Waste Subtotal(1)						Group 3 (Environmental Solutions)						Corporate entities and other						Total
2024
Gross revenue			$	8,130					$	8,084					$	16,214					$	1,860					$	344					$	18,418
Intercompany revenue			(1,208)						(1,064)						(2,272)						(49)						(65)						(2,386)
Revenue allocations			125						122						247						32						(279)						—
Net revenue			$	7,047					$	7,142					$	14,189					$	1,843					$	—					$	16,032
Cost of operations			4,043						4,161						8,204						1,146						—						9,350
Selling, general and administrative			721						689						1,410						264						—						1,674
Other segment items			—						29						29						—						—						29
Adjusted EBITDA			$	2,283					$	2,263					$	4,546					$	433					$	—					$	4,979
Capital expenditures			$	883					$	614					$	1,497					$	141					$	217					$	1,855
Total assets			$	13,978					$	11,318					$	25,296					$	4,462					$	2,644					$	32,402

			Group 1						Group 2						Recycling & Waste Subtotal(1)						Group 3 (Environmental Solutions)						Corporate entities and other						Total
2023
Gross revenue			$	7,573					$	7,756					$	15,329					$	1,697					$	253					$	17,279
Intercompany revenue			(1,145)						(1,036)						(2,181)						(57)						(76)						(2,314)
Revenue allocations			96						97						193						(16)						(177)						—
Net revenue			$	6,524					$	6,817					$	13,341					$	1,624					$	—					$	14,965
Cost of operations			3,797						4,114						7,911						1,032						—						8,943
Selling, general and administrative			664						666						1,330						279						—						1,609
Other segment items			—						—						—						(34)						—						(34)
Adjusted EBITDA			$	2,063					$	2,037					$	4,100					$	347					$	—					$	4,447
Capital expenditures			$	672					$	576					$	1,248					$	145					$	238					$	1,631
Total assets			$	13,397					$	11,256					$	24,653					$	4,471					$	2,286					$	31,410

(1) The Recycling & Waste Subtotal represents the combined results of our Group 1 and Group 2 reportable segments.

Corporate entities and other includes marketing, operations support, business development, legal, tax, treasury, information technology, risk management, human resources and other administrative functions. National Accounts revenue included in Corporate entities and other represents the portion of revenue generated from nationwide and regional contracts in markets

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

outside our operating areas where the associated material handling is subcontracted to local operators. Revenue and overhead costs of Corporate entities and other are either specifically assigned or allocated on a rational and consistent basis among our reportable segments to calculate adjusted EBITDA.

Intercompany revenue reflects transactions within and between segments. Capital expenditures for Corporate entities and other for the year ended December 31, 2025 largely included investments in our digital platforms and our third Polymer Center. Capital expenditures for Corporate entities and other for the years ended December 31, 2024 and December 31, 2023 primarily included vehicle inventory acquired but not yet assigned to operating locations and facilities.

As presented in the tables above, adjusted EBITDA reflects certain adjustments for loss from unconsolidated equity method investments, adjustments to withdrawal liability for multiemployer pension funds, restructuring charges, gain on certain divestitures and impairments, net, loss on extinguishment of debt and other related costs, and labor disruption. This presentation is consistent with how our CODM reviews our results of operations to make resource allocation decisions.

Other segment items during the year ended December 31, 2025, consist of the impact from labor disruptions that we experienced in certain isolated markets. Other segment items during the year ended December 31, 2024, consist of a gain on the sale of a transfer station facility. Other segment items during the year ended December 31, 2023, consist of US Ecology, Inc. acquisition integration and deal costs.

A reconciliation of the Company's single measure of segment profitability (segment adjusted EBITDA) to income before income taxes in the Consolidated Statements of Net Income is as follows:

			2025						2024						2023
Group 1 Adjusted EBITDA			$	2,522					$	2,283					$	2,063
Group 2 Adjusted EBITDA			2,413						2,263						2,037
Group 3 Adjusted EBITDA			372						433						347
Total Adjusted EBITDA			5,307						4,979						4,447
Other income			(21)						(23)						(7)
Interest income			(8)						(9)						(6)
Interest expense			574						539						508
Depreciation, depletion and amortization			1,814						1,677						1,501
Accretion			114						107						98
Loss from unconsolidated equity method investments			163						255						94
Adjustments to withdrawal liability for multiemployer pension funds			1						—						5
Restructuring charges			20						29						33
Gain on certain divestitures and impairments, net			—						(30)						(4)
US Ecology, Inc. acquisition integration and deal costs			—						—						34
Loss on extinguishment of debt and other related costs			—						2						—
Labor disruption			56						—						—
Income before income taxes			$	2,594					$	2,432					$	2,191

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

**16.**REVENUE

Our operations primarily consist of providing environmental services. The following table disaggregates our revenue by service line for the years ended December 31 (in millions of dollars and as a percentage of revenue):

			2025												2024												2023
Collection:
Residential			$	3,010					18.1		%				$	2,939					18.3		%				$	2,823					18.9		%
Small-container			5,055						30.5						4,820						30.1						4,439						29.7
Large-container			3,098						18.7						3,024						18.9						2,922						19.5
Other			70						0.4						72						0.4						69						0.4
Total collection			11,233						67.7						10,855						67.7						10,253						68.5
Transfer			1,833												1,780												1,699
Less: intercompany			(985)												(975)												(933)
Transfer, net			848						5.1						805						5.0						766						5.1
Landfill			3,202												2,981												2,885
Less: intercompany			(1,282)												(1,240)												(1,206)
Landfill, net			1,920						11.6						1,741						10.9						1,679						11.2
Environmental solutions			1,828												1,907												1,701
Less: intercompany			(62)												(64)												(76)
Environmental solutions, net			1,766						10.6						1,843						11.5						1,625						10.9
Other:
Recycling processing and commodity sales			433						2.6						409						2.5						312						2.1
Other non-core			391						2.4						379						2.4						330						2.2
Total other			824						5.0						788						4.9						642						4.3
Total revenue			$	16,591					100.0		%				$	16,032					100.0		%				$	14,965					100.0		%

Other non-core revenue consists primarily of revenue from National Accounts, which represents the portion of revenue generated from nationwide or regional contracts in markets outside our operating areas where the associated material handling is subcontracted to local operators. Consequently, substantially all of this revenue is offset with related subcontract costs, which are recorded in cost of operations.

Intercompany revenue reflects transactions within and between lines of business.

See Note 15, Segment Reporting, for additional information regarding revenue by reportable segment.

Revenue by Service Line

Collection Services

Our collection business involves the collection of material for transport to transfer stations, or directly to landfills or recycling centers. Our collection services business includes both recurring and temporary customer relationships. Our standard contract duration is three years, although some of our exclusive franchises are for significantly longer periods. The fees received for collection services are based primarily on the market, collection frequency, type of service, type and volume or weight of the material collected, the distance to the disposal facility and the cost of disposal.

In general, small-container and residential collection fees are billed monthly or quarterly in advance. Our large-container customers are typically billed on a monthly basis based on the nature of the services provided during the period.

Revenue recognized under these collection services agreements is variable in nature based on the number of residential homes or businesses serviced during the period, the frequency of collection and the volume of material collected. In addition, certain of our contracts have annual price escalation clauses that are tied to changes in an underlying base index such as a consumer price index which are unknown at contract inception.

Transfer Services

Revenue at our transfer stations is primarily generated by charging tipping or disposal fees. The fees received for transfer services are based primarily on the market, type and volume or weight of the material accepted, the distance to the disposal

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

facility and the cost of disposal. In general, fees are billed and revenue is recognized at the time the service is performed. Revenue recognized under these transfer services agreements is variable in nature based on the volume and nature of the material accepted at the transfer station.

Landfill Services

Revenue at our landfills is primarily generated by charging tipping fees to third parties based on the volume disposed and the nature of the waste. In general, fees are variable in nature and revenue is recognized at the time the waste is disposed at the facility.

Environmental Solutions

Environmental solutions revenue is primarily generated from the fees we charge for the collection, treatment, consolidation, disposal and recycling of hazardous and non-hazardous waste, field and industrial services, equipment rental, emergency response and standby services and in-plant services, such as transportation and logistics, including at our treatment, storage and disposal facilities (TSDF). Activity for this service line varies across markets and reflects the regulatory environment, pricing and disposal alternatives available in any given market. Revenue recognized under these environmental solutions agreements is variable in nature and primarily based on the volume and type of waste accepted or processed during the period. For certain field and industrial services contracts, we have a right to consideration from our customers in an amount that corresponds directly with the value to the customer of the Company's performance completed to date. Therefore, we have applied the practical expedient to recognize revenue in the amount to which we have the right to invoice.

Recycling Processing and Commodity Sales

Our recycling centers generate revenue through the processing and sale of old corrugated cardboard (OCC), old newsprint (ONP), aluminum, glass, plastic and other materials at market prices. In certain instances, we issue recycling rebates to our municipal or large-container customers, which can be based on the price we receive upon the final sale of recycled commodities, a fixed contractual rate or other measures. We also receive rebates when we dispose of recycled commodities at third-party facilities. The fees received are based primarily on the market, type and volume or weight of the materials sold. In general, fees are billed and revenue is recognized at the time title is transferred. Revenue recognized under these recycling processing and commodity sales agreements is variable in nature based on the volume and type of materials sold. In addition, the amount of revenue recognized is based on commodity prices at the time of sale, which are unknown at contract inception.

Revenue Recognition

Our service obligations of a long-term nature, e.g., certain collection service contracts, are satisfied over time, and we recognize revenue based on the value provided to the customer during the period. The amount billed to the customer is based on variable elements such as the number of residential homes or businesses for which collection services are provided, the volume of material collected, treated, transported and disposed, and the nature of the material accepted. We do not disclose the value of unsatisfied performance obligations for these contracts as our right to consideration corresponds directly to the value provided to the customer for services completed to date and all future variable consideration is allocated to wholly unsatisfied performance obligations.

Additionally, certain elements of our long-term customer contracts are unknown upon entering into the contract, including the amount that will be billed in accordance with annual price escalation clauses, our fuel recovery fee program and commodity prices. The amount to be billed is often tied to changes in an underlying base index such as a consumer price index or a fuel or commodity index, and revenue can be recognized once the index is established for the period.

Deferred Revenue

The factors that impact the timing and amount of revenue recognized for each service line may vary based on the nature of the service performed. Generally, we recognize revenue at the time we perform a service. In the event that we bill for services in advance of performance, we recognize deferred revenue for the amount billed and subsequently recognize revenue at the time the service is provided. Depending on the nature of the contract, we may also generate revenue through the collection of fuel recovery fees and environmental fees which are designed to recover our internal costs of providing services to our customers.

Substantially all of the deferred revenue recognized as of December 31, 2024 was recognized as revenue during 2025 when the service was performed.

Deferred Contract Costs

We incur certain upfront payments to acquire customer contracts which are recognized as other assets in our consolidated balance sheet, and we amortize the asset over the respective contract life. In addition, we recognize sales commissions that represent an incremental cost of the contract as other assets in our consolidated balance sheet, and we amortize the asset over

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

the average life of the customer relationship. As of December 31, 2025 and 2024, we recognized $81 million and $82 million, respectively, of deferred contract costs and capitalized sales commissions.

17. FINANCIAL INSTRUMENTS

Fair Value Measurements

In measuring fair values of assets and liabilities, we use valuation techniques that maximize the use of observable inputs (Level 1) and minimize the use of unobservable inputs (Level 3). We also use market data or assumptions that we believe market participants would use in pricing an asset or liability, including assumptions about risk when appropriate.

The carrying value for certain of our financial instruments, including cash, accounts receivable, accounts payable and certain other accrued liabilities, approximates fair value because of their short-term nature.

As of December 31, 2025 and 2024, our assets and liabilities that are measured at fair value on a recurring basis include the following:

			December 31, 2025
									Fair Value
			Carrying Amount						Total						Quoted Prices in Active Markets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)
Assets:
Money market mutual funds - restricted cash and marketable securities and other assets			$	75					$	75					$	75					$	—					$	—
Bonds and fixed income - restricted cash and marketable securities and other assets			97						97						—						97						—
Derivative and hedging assets - other assets, prepaid expenses and other current assets			32						32						—						32						—
Total assets			$	204					$	204					$	75					$	129					$	—
Liabilities:
Derivative and hedging liabilities - other accrued liabilities and other long-term liabilities			$	46					$	46					$	—					$	46					$	—
Contingent consideration - other accrued liabilities and other long-term liabilities			63						63						—						—						63
Total liabilities			$	109					$	109					$	—					$	46					$	63

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

			December 31, 2024
									Fair Value
			Carrying Amount						Total						Quoted Prices in Active Markets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)
Assets:
Money market mutual funds - restricted cash and marketable securities and other assets			$	62					$	62					$	62					$	—					$	—
Bonds and fixed income - restricted cash and marketable securities and other assets			90						90						—						90						—
Derivative and hedging assets - other assets, prepaid expenses and other current assets			55						55						—						55						—
Total assets			$	207					$	207					$	62					$	145					$	—
Liabilities:
Derivative and hedging liabilities - other accrued liabilities and other long-term liabilities			$	72					$	72					$	—					$	72					$	—
Contingent consideration - other accrued liabilities and other long-term liabilities			65						65						—						—						65
Total liabilities			$	137					$	137					$	—					$	72					$	65

Total Debt

As of December 31, 2025 and 2024, the carrying value of our total debt was $13.6 billion and $12.7 billion, respectively, and the fair value of our total debt was $13.5 billion and $12.2 billion, respectively. The estimated fair value of our fixed rate senior notes, debentures and certain tax-exempt financings is based on quoted market prices. The fair value of our remaining notes payable, tax-exempt financings and borrowings under our credit facilities approximates the carrying value because the interest rates are variable. The fair value estimates are based on Level 2 inputs of the fair value hierarchy as of December 31, 2025 and 2024. See Note 9, Debt, for further information related to our debt.

18. COMMITMENTS AND CONTINGENCIES

Legal Proceedings

We are subject to extensive and evolving laws and regulations and have implemented safeguards to respond to regulatory requirements. In the normal course of our business, we become involved in legal proceedings. Some may result in fines, penalties or judgments against us, or settlements, which may impact earnings and cash flows for a particular period. Although we cannot predict the ultimate outcome of any legal matter with certainty, we do not believe the outcome of any of our pending legal proceedings will have a material adverse impact on our consolidated financial position, results of operations or cash flows.

As used herein, the term legal proceedings refers to litigation and similar claims against us and our subsidiaries, excluding: (1) ordinary course accidents, general commercial liability and workers' compensation claims, which are covered by insurance programs, subject to customary deductibles, and which, together with insured employee health care costs, are discussed in Note 7, Other Liabilities; and (2) environmental remediation liabilities, which are discussed in Note 8, Landfill and Environmental Costs.

We accrue for legal proceedings when losses become probable and reasonably estimable. As of the end of each applicable reporting period, we review each of our legal proceedings and, where it is probable that a liability has been incurred, we accrue for all probable and reasonably estimable losses. Where we can reasonably estimate a range of losses we may incur regarding such a matter, we record an accrual for the amount within the range that constitutes our best estimate. If we can reasonably estimate a range but no amount within the range appears to be a better estimate than any other, we use the amount that is the low end of such range. As of December 31, 2025, we estimate that the probable and reasonably estimable outcomes of any such legal proceedings, as well as the aggregate potential liability using reasonably possible high ends of our ranges, are immaterial to the Company's consolidated financial statements.

Multiemployer Pension Plans

We participate in multiemployer pension plans that generally provide retirement benefits to participants of contributing employers. We do not administer these plans.

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Under current law regarding multiemployer pension plans, our withdrawal (which we consider from time to time) or the mass withdrawal from any under-funded multiemployer pension plan (each, a Withdrawal Event) could require us to make payments to the plan for our proportionate share of the plan’s unfunded vested liabilities. During the course of operating our business, we incur Withdrawal Events regarding certain of the multiemployer pension plans in which we participate. We accrue for such events when losses become probable and reasonably estimable.

Unconditional Purchase Commitments

Royalties

We have entered into agreements to pay royalties to prior landowners or host communities, based on, among other things, revenue received and waste tonnage disposed at specified landfills. These royalties are generally payable quarterly and amounts incurred, but not paid, are accrued in our consolidated balance sheets. Royalties are accrued as revenue is received or tonnage is disposed of, as applicable, in the landfills.

Disposal Agreements

We have several agreements that require us to dispose of a minimum number of tons at third-party disposal facilities. Under these put-or-pay agreements, we must pay for agreed-upon minimum volumes regardless of the actual number of tons placed at the facilities.

Our unconditional purchase commitments have varying expiration dates, with some extending through the remaining life of the respective landfill. Future minimum payments under unconditional purchase commitments, consisting primarily of (1) disposal related agreements, which include fixed or minimum royalty payments, host agreements and take-or-pay and put-or-pay agreements, and (2) other obligations including committed capital expenditures and consulting service agreements, as of December 31, 2025 are as follows:

2026			$	196
2027			140
2028			90
2029			70
2030			64
Thereafter			384
			$	944

Cash and Cash Equivalents and Restricted Cash and Marketable Securities

Restricted cash and restricted cash equivalents are included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statements of cash flows. Beginning-of-period and end-of-period cash, cash equivalents, restricted cash and restricted cash equivalents as presented in the statements of cash flows are reconciled as follows:

						December 31, 2025						December 31, 2024						December 31, 2023
Cash and cash equivalents						$	76					$	74					$	140
Restricted cash and marketable securities						259						208						164
Less: restricted marketable securities						(86)						(79)						(76)
Cash, cash equivalents, restricted cash and restricted cash equivalents						$	249					$	203					$	228

Our restricted cash and marketable securities includes amounts pledged to regulatory agencies and governmental entities as financial guarantees of our performance under certain collection, landfill and transfer station contracts and permits and relating to our final capping, closure and post-closure obligations at our landfills and restricted cash and marketable securities related to our insurance obligations.

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

The following table summarizes our restricted cash and marketable securities as of December 31:

			2025						2024
Capping, closure and post-closure obligations			$	67					$	59
Insurance			192						149
Total restricted cash and marketable securities			$	259					$	208

We must provide financial assurance to governmental agencies and a variety of other entities under applicable environmental regulations relating to our landfill operations for capping, closure and post-closure costs and our performance under certain collection, landfill and transfer station contracts. We satisfy our financial assurance requirements by providing surety bonds, letters of credit, insurance policies or trust deposits. The amount of the financial assurance requirements for capping, closure and post-closure costs is determined by applicable state environmental regulations, which vary by state. The financial assurance requirements for capping, closure and post-closure costs can either be for costs associated with a portion of the landfill or the entire landfill. Generally, states will require a third-party engineering specialist to determine the estimated capping, closure and post-closure costs that are used to determine the required amount of financial assurance for a landfill. The amount of financial assurance required can, and generally will, differ from the obligation determined and recorded under U.S. GAAP. The amount of the financial assurance requirements related to contract performance varies by contract. Additionally, we are required to provide financial assurance for our insurance program and collateral for certain performance obligations.

We had the following financial instruments and collateral in place to secure our financial assurances as of December 31:

			2025						2024
Letters of credit			$	474					$	464
Surety bonds			$	5,414					$	5,045

We had $319 million and $317 million of letters of credit outstanding under our Credit Facility as of December 31, 2025 and 2024, respectively. Surety bonds subject to expiration will expire on various dates through 2033.

These financial instruments are issued in the normal course of business and are not classified as debt. Because we currently have no liability for this financial assurance, it is not reflected in our consolidated balance sheets. However, we have recorded capping, closure and post-closure obligations and insurance reserves as they are incurred.

We own a 19.9% interest in a company that, among other activities, issues financial surety bonds to secure capping, closure and post-closure obligations for companies operating in the environmental services industry. We account for this investment using an alternative measurement approach. There have been no identified events or changes in circumstances that may have a significant adverse effect on the recoverability of this investment. This investee company and the parent company of the investee had written surety bonds for us relating primarily to our landfill operations for capping, closure and post-closure, of which $2.0 billion were outstanding as of December 31, 2025. Our reimbursement obligations under these bonds are secured by an indemnity agreement with the investee.

Off-Balance Sheet Arrangements

We have no off-balance sheet debt or similar obligations, other than short-term operating leases and financial assurances, which are not classified as debt. We have no transactions or obligations with related parties that are not disclosed, consolidated into or reflected in our reported financial position or results of operations. We have not guaranteed any third-party debt.

Guarantees

We enter into contracts in the normal course of business that include indemnification clauses. Indemnifications relating to known liabilities are recorded in the consolidated financial statements based on our best estimate of required future payments. Certain of these indemnifications relate to contingent events or occurrences, such as the imposition of additional taxes due to a change in the tax law or adverse interpretation of the tax law and indemnifications made in divestiture agreements where we indemnify the buyer for liabilities that relate to our activities prior to the divestiture and that may become known in the future. We do not believe that these contingent obligations will have a material effect on our consolidated financial position, results of operations or cash flows.

We have entered into agreements with property owners to guarantee the value of property that is adjacent to certain of our landfills. These agreements have varying terms. We do not believe that these contingent obligations will have a material effect on our consolidated financial position, results of operations or cash flows.

REPUBLIC SERVICES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Other Matters

Our business activities are conducted in the context of a developing and changing statutory and regulatory framework. Governmental regulation of the environmental services industry requires us to obtain and retain numerous governmental permits to conduct various aspects of our operations. These permits are subject to revocation, modification or denial. The costs and other capital expenditures that may be required to obtain or retain the applicable permits or comply with applicable regulations could be significant. Any revocation, modification or denial of permits could have a material adverse effect on us.