Mueller Industries Q3 2026 10-Q 季报：营收+31.6% 但毛利率大幅压缩，另将回购授权延长至 2028 年 7 月

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM
10-Q
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended
September 26, 2026
OR
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______ to ______
Commission file number
1-6770
MUELLER INDUSTRIES, INC
.
(Exact name of registrant as specified in its charter)
Delaware
25-0790410
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
150 Schilling Boulevard
Suite 100
Collierville
Tennessee
38017
(Address of principal executive offices)
(Zip Code)
(
901
)
753-3200
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of exchange on which registered
Common Stock, $0.01 Par Value
MLI
NYSE
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes
☒
No
☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes
☒
No
☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company.  See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
☒
Accelerated filer
☐
Non-accelerated filer
☐
Smaller reporting company
☐
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes
☐
No
☒
The number of shares of the Registrant’s common stock outstanding as of October 16, 2026 was
217,974,381
.
MUELLER INDUSTRIES, INC.
FORM 10-Q
For the Quarterly Period Ended September 26, 2026
As used in this report, the terms “Company,” “Mueller,” and “Registrant” mean Mueller Industries, Inc. and its consolidated subsidiaries taken as a whole, unless the context indicates otherwise.
INDEX
Page Number
Part I.  Financial Information
Item 1.   – Financial Statements (Unaudited)
a.)  Condensed Consolidated Statements of Income
3
b.)  Condensed Consolidated Statements of Comprehensive Income
4
c.)  Condensed Consolidated Balance Sheets
5
d.)  Condensed Consolidated Statements of Cash Flows
7
e.)  Condensed Consolidated Statements of Changes in Equity
9
f.)  Notes to Condensed Consolidated Financial Statements
11
Item 2.   – Management's Discussion and Analysis of Financial Condition and Results of Operations
31
Item 3.   – Quantitative and Qualitative Disclosures About Market Risk
41
Item 4.   – Controls and Procedures
43
Part II.  Other Information
Item 1.   – Legal Proceedings
43
Item 1A. – Risk Factors
43
Item 2.   – Unregistered Sales of Equity Securities and Use of Proceeds
44
Item 5.   – Other Information
44
Item 6.   – Exhibits
45
Signatures
46
2
PART I. FINANCIAL INFORMATION
Item 1.  Financial Statements
MUELLER INDUSTRIES, INC
.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
For the Quarter Ended
For the Nine Months Ended
(In thousands, except per share data)
September 26, 2026
September 27, 2025
September 26, 2026
September 27, 2025
Net sales
$
1,418,598
$
1,077,824
$
4,039,526
$
3,216,162
Cost of goods sold
1,057,156
738,148
2,924,294
2,251,527
Depreciation and amortization
21,173
16,607
55,160
51,635
Selling, general, and administrative expense
63,048
61,657
197,683
192,238
(Gain) loss on disposal of assets, net
—
(
11,852
)
1,720
(
26,654
)
Gain on sale of business
—
—
(
41,407
)
—
Asset impairments
—
2,018
2,653
2,018
Gain on insurance proceeds
(
4,352
)
(
4,869
)
(
4,352
)
(
41,147
)
Operating income
281,573
276,115
903,775
786,545
Interest expense
(
136
)
(
6
)
(
270
)
(
48
)
Interest income
12,002
10,822
34,850
28,945
Unrealized gains (losses) on short-term investments
5,859
(
2,277
)
10,367
5,925
Pension plan termination expense
—
(
4,830
)
—
(
4,830
)
Other (expense) income, net
(
62
)
627
(
2,421
)
(
423
)
Income before income taxes
299,236
280,451
946,301
816,114
Income tax expense
(
76,607
)
(
73,904
)
(
239,031
)
(
204,236
)
Income from unconsolidated affiliates, net of foreign tax
1,688
3,701
8,723
6,140
Consolidated net income
224,317
210,248
715,993
618,018
Net income attributable to noncontrolling interests
(
3,117
)
(
2,125
)
(
6,120
)
(
6,539
)
Net income attributable to Mueller Industries, Inc.
$
221,200
$
208,123
$
709,873
$
611,479
Weighted average shares for basic earnings per share
(1)
216,988
218,228
217,530
219,066
Effect of dilutive stock-based awards
(1)
3,129
3,632
3,513
4,230
Adjusted weighted average shares for diluted earnings per share
(1)
220,117
221,860
221,043
223,296
Basic earnings per share
(1)
$
1.02
$
0.95
$
3.26
$
2.79
Diluted earnings per share
(1)
$
1.00
$
0.94
$
3.21
$
2.74
Dividends per share
(1)
$
0.175
$
0.125
$
0.525
$
0.375
See accompanying notes to condensed consolidated financial statements.
(1)
Adjusted retroactively to reflect the
two
-for-one stock split that occurred on June 30, 2026. Refer to
Note 2 - Earnings per Common Share
for additional information.
3
MUELLER INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
For the Quarter Ended
For the Nine Months Ended
(In thousands)
September 26, 2026
September 27, 2025
September 26, 2026
September 27, 2025
Consolidated net income
$
224,317
$
210,248
$
715,993
$
618,018
Other comprehensive income (loss), net of tax:
Foreign currency translation
3,087
(
6,701
)
(
7,933
)
20,318
Net change with respect to derivative instruments and hedging activities, net of tax of $(
70
), $
34
, $
181
, and $(
176
)
242
(
114
)
(
616
)
601
Net change in pension and postretirement obligation adjustments, net of tax of $
7
, $(
57
), $(
27
), and $(
765
)
(
19
)
135
50
2,344
Attributable to unconsolidated affiliates, net of tax of $
51
, $
353
, $
347
, and $
566
(
176
)
(
1,217
)
(
1,196
)
(
1,950
)
Total other comprehensive income (loss), net
3,134
(
7,897
)
(
9,695
)
21,313
Consolidated comprehensive income
227,451
202,351
706,298
639,331
Comprehensive income attributable to noncontrolling interests
(
4,696
)
(
1,588
)
(
7,298
)
(
6,048
)
Comprehensive income attributable to Mueller Industries, Inc.
$
222,755
$
200,763
$
699,000
$
633,283
See accompanying notes to condensed consolidated financial statements.
4
MUELLER INDUSTRIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands, except share data)
September 26,
2026
December 27,
2025
Assets
Current assets:
Cash and cash equivalents
$
1,447,799
$
1,367,003
Short-term investments
33,100
22,733
Accounts receivable, less allowance for credit losses of $
3,596
in 2026 and $
2,545
in 2025
723,993
475,566
Inventories
621,390
510,463
Other current assets
53,215
69,980
Total current assets
2,879,497
2,445,745
Property, plant, and equipment, net
602,787
536,466
Operating lease right-of-use assets
21,066
27,211
Goodwill, net
308,325
298,188
Intangible assets, net
342,674
287,080
Investments in unconsolidated affiliates
109,311
108,631
Other assets
33,934
29,708
Total assets
$
4,297,594
$
3,733,029
5
MUELLER INDUSTRIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands, except share data)
September 26,
2026
December 27,
2025
Liabilities
Current liabilities:
Accounts payable
$
297,923
$
180,577
Accrued wages and other employee costs
53,494
58,125
Current portion of operating lease liabilities
8,181
8,520
Other current liabilities
295,994
165,912
Total current liabilities
655,592
413,134
Long-term debt, less current portion
5,243
—
Pension liabilities
605
212
Postretirement benefits other than pensions
8,143
8,181
Environmental reserves
15,758
15,684
Deferred income taxes
46,345
31,640
Noncurrent operating lease liabilities
13,097
18,970
Other noncurrent liabilities
10,493
9,302
Total liabilities
755,276
497,123
Equity
Mueller Industries, Inc. stockholders' equity:
Preferred stock - $
1.00
par value; shares authorized
5,000,000
;
none
outstanding
—
—
Common stock - $
.01
par value; shares authorized
500,000,000
in 2026 and
250,000,000
in 2025; issued
320,732,016
; outstanding
217,997,781
in 2026 and
222,359,500
in 2025
(1)
3,208
1,604
Additional paid-in capital
362,735
345,033
Retained earnings
4,355,779
3,761,575
Accumulated other comprehensive loss
(
60,530
)
(
50,835
)
Treasury common stock, at cost
(
1,149,741
)
(
847,411
)
Total Mueller Industries, Inc. stockholders' equity
3,511,451
3,209,966
Noncontrolling interests
30,867
25,940
Total equity
3,542,318
3,235,906
Commitments and contingencies
—
—
Total liabilities and equity
$
4,297,594
$
3,733,029
See accompanying notes to condensed consolidated financial statements.
(1)
Adjusted retroactively to reflect the
two
-for-one stock split that occurred on June 30, 2026. Refer to
Note 2 - Earnings per Common Share
for additional information.
6
MUELLER INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
For the Nine Months Ended
(In thousands)
September 26, 2026
September 27, 2025
Cash flows from operating activities
Consolidated net income
$
715,993
$
618,018
Reconciliation of consolidated net income to net cash provided by operating activities:
Depreciation and amortization
55,160
51,635
Stock-based compensation expense
23,307
20,328
Provision for credit losses
802
67
Income from unconsolidated affiliates
(
8,723
)
(
6,140
)
Dividends from unconsolidated affiliates
5,701
5,440
Insurance proceeds - noncapital related
—
15,469
Loss (gain) on disposals of assets, net
1,720
(
26,654
)
Gain on sale of business
(
41,407
)
—
Unrealized gains on short-term investments
(
10,367
)
(
5,925
)
Impairment charges
2,653
2,018
Gain on insurance proceeds
(
4,352
)
(
41,147
)
Deferred income tax expense
17,282
10,627
Changes in assets and liabilities, net of effects of businesses acquired and sold:
Receivables
(
253,596
)
(
100,830
)
Inventories
(
95,916
)
(
40,669
)
Other assets
3,466
(
8,756
)
Current liabilities
219,818
120,796
Other liabilities
1,376
286
Other, net
(
3,952
)
(
330
)
Net cash provided by operating activities
$
628,965
$
614,233
Cash flows from investing activities
Capital expenditures
$
(
60,764
)
$
(
48,982
)
Acquisition of business, net of cash acquired
(
135,752
)
—
Proceeds from sale of business, net of cash sold
57,004
—
Insurance proceeds - capital related
4,352
4,531
Purchase of short-term investments
—
(
26,633
)
Purchase of long-term investments
(
5,834
)
(
781
)
Proceeds from sales of assets
62
38,478
Other
—
600
Net cash used in investing activities
$
(
140,932
)
$
(
32,787
)
7
MUELLER INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
For the Nine Months Ended
(In thousands)
September 26, 2026
September 27, 2025
Cash flows from financing activities
Dividends paid to stockholders of Mueller Industries, Inc.
$
(
113,869
)
$
(
81,723
)
Dividends paid to noncontrolling interests
(
5,051
)
(
12,240
)
Repurchase of common stock
(
278,297
)
(
243,615
)
Repayments of debt
—
(
185
)
Net cash used to settle stock-based awards
(
24,882
)
(
29,528
)
Other
3,100
—
Net cash used in financing activities
$
(
418,999
)
$
(
367,291
)
Effect of exchange rate changes on cash
(
4,214
)
9,836
Increase in cash, cash equivalents, and restricted cash
64,820
223,991
Cash, cash equivalents, and restricted cash at the beginning of the period
1,385,157
1,038,895
Cash, cash equivalents, and restricted cash at the end of the period
$
1,449,977
$
1,262,886
See accompanying notes to condensed consolidated financial statements.
8
MUELLER INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(Unaudited)
For the Quarter Ended
For the Nine Months Ended
(In thousands)
September 26, 2026
September 27, 2025
September 26, 2026
September 27, 2025
Common stock:
Balance at beginning of period
$
1,604
$
1,604
$
1,604
$
1,604
Issuance of shares under two-for-one stock split
1,604
—
1,604
—
Balance at end of period
$
3,208
$
1,604
$
3,208
$
1,604
Additional paid-in capital:
Balance at beginning of period
$
360,901
$
344,906
$
345,033
$
330,532
Exercise of stock options, net of shares withheld
234
(
95
)
201
590
Stock-based compensation expense
7,461
6,388
23,307
20,328
Issuance of restricted stock
(
4,257
)
(
9,791
)
(
4,622
)
(
10,042
)
Issuance of shares under two-for-one stock split
(
1,604
)
—
(
1,604
)
—
Transactions with noncontrolling interests
—
—
420
—
Balance at end of period
$
362,735
$
341,408
$
362,735
$
341,408
Retained earnings:
Balance at beginning of period
$
4,172,858
$
3,455,935
$
3,761,575
$
3,107,838
Net income attributable to Mueller Industries, Inc.
221,200
208,123
709,873
611,479
Dividends paid or payable to stockholders of Mueller Industries, Inc.
(
38,279
)
(
28,442
)
(
115,669
)
(
83,701
)
Balance at end of period
$
4,355,779
$
3,635,616
$
4,355,779
$
3,635,616
Accumulated other comprehensive loss:
Balance at beginning of period
$
(
63,664
)
$
(
51,115
)
$
(
50,835
)
$
(
80,279
)
Total other comprehensive income (loss) attributable to Mueller Industries, Inc.
3,134
(
7,360
)
(
9,695
)
21,804
Balance at end of period
$
(
60,530
)
$
(
58,475
)
$
(
60,530
)
$
(
58,475
)
9
MUELLER INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(Unaudited)
For the Quarter Ended
For the Nine Months Ended
(In thousands)
September 26, 2026
September 27, 2025
September 26, 2026
September 27, 2025
Treasury stock:
Balance at beginning of period
$
(
923,949
)
$
(
834,770
)
$
(
847,411
)
$
(
586,530
)
Issuance of shares under incentive stock plans
4,336
10,507
5,820
12,065
Repurchase of common stock
(
205,431
)
—
(
281,870
)
(
243,615
)
Shares withheld for stock option exercises and employee taxes
(
24,697
)
(
25,959
)
(
26,280
)
(
32,142
)
Balance at end of period
$
(
1,149,741
)
$
(
850,222
)
$
(
1,149,741
)
$
(
850,222
)
Noncontrolling interests:
Balance at beginning of period
$
26,266
$
24,063
$
25,940
$
31,243
Net income attributable to noncontrolling interests
3,117
2,125
6,120
6,539
Foreign currency translation
1,579
(
537
)
1,178
(
491
)
Transactions with noncontrolling interests
—
—
2,680
600
Dividends paid to noncontrolling interests
(
95
)
—
(
5,051
)
(
12,240
)
Balance at end of period
$
30,867
$
25,651
$
30,867
$
25,651
See accompanying notes to condensed consolidated financial statements.
10
MUELLER INDUSTRIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
General
Certain information and note disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) have been condensed or omitted.  Results of operations for the interim periods presented are not necessarily indicative of results which may be expected for any other interim period or for the year as a whole.  This Quarterly Report on Form 10-Q should be read in conjunction with the Company’s Annual Report on Form 10-K, including the annual financial statements incorporated therein.
The accompanying unaudited interim financial statements include all normal recurring adjustments which are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented herein.  Certain prior year balances have been reclassified to conform to current year presentation.
Note 1 –
Recently Issued Accounting Standards
In December 2025, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2025-12,
Codification Improvements
. The new guidance addresses suggestions received from stakeholders regarding the Accounting Standards Codification (ASC) and makes other incremental improvements to U.S. GAAP. The update represents changes to the ASC that clarify, correct errors in, or make other improvements to a variety of topics that are intended to make it easier to understand and apply. The ASU is effective for fiscal years beginning after December 15, 2026 and interim periods within those fiscal years. Entities are required to apply the amendments to ASC 260 retrospectively. All other amendments may be applied prospectively or retrospectively. Early adoption is permitted. The Company is evaluating the impact of this guidance on its Condensed Consolidated Financial Statements and related disclosures.
In December 2025, the FASB issued ASU 2025-11,
Interim Reporting (Topic 270): Narrow-Scope Improvements
. The new guidance is intended to improve the navigability of guidance in ASC 270,
Interim Reporting
, and clarify when it applies. The amendments also provide guidance on what disclosures should be provided in interim reporting periods. The ASU is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027. The guidance can be applied prospectively or retrospectively, and early adoption is permitted. The Company is in the process of analyzing the impact of the standard on its disclosures.
In November 2024, the FASB issued ASU 2024-03,
Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses
. The new guidance requires disclosure of additional information about specific expense categories. The guidance applies to all public entities and is effective for fiscal years beginning after December 15, 2026, and for interim periods beginning after December 15, 2027. The updated guidance requires prospective adoption but may be applied retrospectively, and early adoption is permitted. The Company is in the process of analyzing the impact of the standard on its disclosures.
Note 2 –
Earnings per Common Share
Basic earnings per share is computed based on the weighted average number of common shares outstanding.  Diluted earnings per share reflects the increase in weighted average common shares outstanding that would re
sult from the assumed exercise of outstanding stock options and vesting of restricted and performance stock awards calculated using the treasury stock method. There were
220
thousand and
153
thousand stock-based awards excluded from the computation of diluted earnings per share for the quarters ended September 26, 2026 and September 27, 2025, respectively, because they were antidilutive.
On May 29, 2026, the Company’s Board of Directors approved an amendment to the Company’s Restated Certificate of Incorporation to increase the total number of authorized shares of Common Stock from
250,000,000
to
500,000,000
. Subsequently, the Company announced a
two
-for-one stock split of its common stock effected in the form of a stock dividend of
one
share for each outstanding share. The record date for the stock split was June 25, 2026, and the additional shares were distributed on June 30, 2026. Shares authorized in prior periods are not adjusted. All other references to share and per share amounts presented in the Condensed Consolidated Financial Statements and this Quarterly Report on Form 10-Q have been adjusted retroactively to reflect the stock split.
11
Note 3 –
Acquisitions and Dispositions
Acquisitions
Bison Metals Technologies LLC
On March 30, 2026, the Company entered into a definitive agreement to acquire Bison Metals Technologies LLC (Bison) for approximately $
135.8
million in cash, as well as $
3.8
million of net debt assumed in the transaction,
net of cash acquired and working capital adjustme
nts. Bison is a U.S. manufacturer of copper tubes in Shawnee, Oklahoma for the industrial, technical, HVAC, plumbing and refrigeration markets. The acquisition complements and expands the Company’s existing businesses within the Piping Systems segment where the operating results are included in the Domestic Piping Systems Group subsequent to the acquisition date.
The purchase price is allocated to tangible and intangible assets acquired and liabilities assumed based on respective fair values at the acquisition date. The allocation, including the residual amount allocated to goodwill, is based on preliminary information and is subject to change as additional information concerning final asset and liability valuations are obtained and management completes its assessment of the valuations during the measurement period. Changes to the purchase price allocation from the amounts presented in the Company’s Quarterly Report on Form 10-Q for the quarter ended June 27, 2026 primarily included the final settlement of the closing statement and the valuation of inventory, property, plant, and equipment, and intangible assets. These changes resulted in a net decrease to goodwill of $
104.9
million, and the impact of these measurement period adjustments to depreciation and amortization was not material to the Condensed Consolidated Statement of Income.
The provisional purchase price allocation is as follows:
(In thousands)
Initial Allocation
Measurement Period Adjustments
Updated Allocation
Total consideration
$
138,269
$
1,295
$
139,564
Allocated to:
Cash
—
3,868
3,868
Inventories
17,651
5,389
23,040
Other current assets
7,020
(
6,221
)
799
Property, plant, and equipment
20,216
29,894
50,110
Tax-deductible goodwill
115,882
(
104,927
)
10,955
Intangible assets
—
73,530
73,530
Other assets
1,601
(
166
)
1,435
Total assets acquired
162,370
1,367
163,737
Accounts payable
15,832
292
16,124
Other current liabilities
3,026
(
220
)
2,806
Long-term debt
5,243
—
5,243
Total liabilities assumed
24,101
72
24,173
Net assets acquired
$
138,269
$
1,295
$
139,564
In determining the fair value of amounts above, the Company utilized various forms of the income, cost, and market approaches depending on the asset or liability being valued. The estimation of fair value required judgment related to future net cash flows, discount rates, customer attrition rates, competitive trends, market comparisons, and other factors. As a result, the Company utilized third-party valuation specialists to assist in determining the fair value of certain assets. Inputs were generally determined by taking into account independent appraisals and historical data, supplemented by current and anticipated market conditions. Management believes that the purchase price attributable to goodwill represents future expected economic benefits, including enhanced revenue growth and operational efficiencies.
12
The acquisition of Bison was not material to the Company's financial position or results of operations; therefore, pro forma operating results and other disclosures related to the acquisition are not presented as the results would not be significantly different than the reported results.
Chicago Extruded Metals
On June 12, 2026, the Company acquired certain assets formerly owned by Chicago Extruded Metals for approximately $
3.9
million in cash on hand.
Disposition
Sherwood Valve LLC
On December 17, 2025, the Company entered into a purchase agreement with CD OpCo Holdings, LLC pursuant to which the Company sold all of the outstanding membership interests of Sherwood Valve LLC (Sherwood) for approximately $
57.0
million, net of working capital adjustments. The transaction closed on January 7, 2026. This business manufactures brass, aluminum, and stainless steel valves and fluid control solutions for the compressed gas and specialty markets in the U.S. It was included in the Industrial Metals segment. The business reported net sales of $
10.5
million and operating income of $
1.8
million during the third quarter of 2025, and net sales of $
31.1
million and operating income of $
5.4
million during the first nine months of 2025. The carrying value of the assets disposed totaled $
17.7
million, consisting primarily of accounts receivable, inventories, and long-lived assets. The carrying value of the liabilities disposed totaled $
2.1
million, consisting primarily of accounts payable and accrued payroll. As a result of the transaction, the Company recognized a pre-tax gain of $
41.4
million on the sale of the business in the Condensed Consolidated Financial Statements during the first quarter of 2026.
Note 4 –
Segment Information
Each of the Company’s reportable segments is composed of certain operating segments that are aggregated primarily by the nature of products offered as follows:
Piping Systems
Piping Systems is composed of the following operating segments: Domestic Piping Systems Group, Great Lakes Copper, European Operations, Trading Group,
Jungwoo-Mueller (the Company’s South Korean joint venture), and Mueller Middle East (the Company’s Bahraini joint venture).  The Domestic Piping Systems Group manufactures and distributes copper tube, fittings, and line sets.  These products are manufactured in the U.S., sold in the U.S., and exported to markets worldwide.  Outside the U.S., Great Lakes Copper manufactures copper tube and line sets in Canada and sells the products primarily in Canada. European Operations manufactures copper tube in the U.K. which is sold primarily in Europe.  The Trading Group manufactures pipe nipples and resells brass and plastic plumbing valves, malleable iron fittings, faucets, and plumbing specialty products in the U.S. and Mexico.  Jungwoo-Mueller manufactures copper-based joining products that are sold worldwide.  Mueller Middle East manufactures copper tube and serves markets in the Middle East and Northern Africa. The Piping Systems segment’s products are sold primarily to plumbing, refrigeration, and air-conditioning wholesalers, hardware wholesalers and co-ops, building product retailers, and air-conditioning original equipment manufacturers (OEMs).
Industrial Metals
Industrial Metals is composed of the following operating segments: Brass Rod, Impacts & Micro Gauge, Brass Value-Added Products, Precision Tube, and Electrical Group.  These businesses manufacture brass rod, impact extrusions, forgings, specialty copper, copper alloy, and aluminum tube, as well as a wide variety of end products including plumbing brass, automotive components, and high-quality wire and cable solutions.  These products are manufactured in the U.S. and sold primarily to OEMs and utilities in the U.S., many of which are in the industrial, transportation, construction, heating, ventilation, and air-conditioning, plumbing, refrigeration, energy, telecommunication, and electrical transmission and distribution markets.
As disclosed in “
Note 3 – Acquisitions and Dispositions
,” during the first quarter of 2026 the Company sold the outstanding membership interests of Sherwood and recognized a $
41.4
million gain. The gain is reported within Corporate and Eliminations. The results of Sherwood, prior to the sale, were included within the Industrial Metals segment.
13
Climate
Climate is composed of the following operating segments: Refrigeration Products, Westermeyer, Turbotec,
Flex Duct
, and Linesets, Inc. The segment manufactures and sells refrigeration valves and fittings, high pressure components, coaxial heat exchangers, insulated HVAC flexible duct systems, and line sets primarily for the heating, ventilation, air-conditioning, and refrigeration markets in the U.S.
The Company’s chief operating decision maker (CODM) is the chief executive officer. Performance of segments is generally evaluated by their operating income.  Summarized product line and segment information is shown in the following tables. Unallocated expenses include general corporate expenses, plus certain charges or credits not included in segment activity.
The following tables represent a disaggregation of revenue from contracts with customers, along with the reportable segment for each category:
For the Quarter Ended September 26, 2026
(In thousands)
Piping Systems
Industrial Metals
Climate
Total
Tube and fittings
$
757,841
$
—
$
—
$
757,841
Brass rod, forgings, wire and cable
—
380,823
—
380,823
OEM components, tube and assemblies
—
12,806
41,367
54,173
Valves and plumbing specialties
132,769
—
—
132,769
Flex duct and other HVAC components
—
—
101,460
101,460
Other
—
15,748
—
15,748
$
890,610
$
409,377
$
142,827
$
1,442,814
Intersegment sales
(
24,216
)
Net sales
$
1,418,598
For the Quarter Ended September 27, 2025
(In thousands)
Piping Systems
Industrial Metals
Climate
Total
Tube and fittings
$
591,206
$
—
$
—
$
591,206
Brass rod, forgings, wire and cable
—
215,017
—
215,017
OEM components, tube and assemblies
—
20,236
33,237
53,473
Valves and plumbing specialties
127,198
—
—
127,198
Flex duct and other HVAC components
—
—
93,428
93,428
Other
—
13,686
—
13,686
$
718,404
$
248,939
$
126,665
$
1,094,008
Intersegment sales
(
16,184
)
Net sales
$
1,077,824
14
Disaggregation of revenue from contracts with customers (continued):
For the Nine Months Ended September 26, 2026
(In thousands)
Piping Systems
Industrial Metals
Climate
Total
Tube and fittings
$
2,172,787
$
—
$
—
$
2,172,787
Brass rod, forgings, wire and cable
—
1,005,209
—
1,005,209
OEM components, tube and assemblies
—
34,933
113,943
148,876
Valves and plumbing specialties
424,926
—
—
424,926
Flex duct and other HVAC components
—
—
297,601
297,601
Other
—
45,510
—
45,510
$
2,597,713
$
1,085,652
$
411,544
$
4,094,909
Intersegment sales
(
55,383
)
Net sales
$
4,039,526
For the Nine Months Ended September 27, 2025
(In thousands)
Piping Systems
Industrial Metals
Climate
Total
Tube and fittings
$
1,732,354
$
—
$
—
$
1,732,354
Brass rod, forgings, wire and cable
—
668,054
—
668,054
OEM components, tube and assemblies
—
59,174
101,878
161,052
Valves and plumbing specialties
369,208
—
—
369,208
Flex duct and other HVAC components
—
—
285,409
285,409
Other
—
44,222
—
44,222
$
2,101,562
$
771,450
$
387,287
$
3,260,299
Intersegment sales
(
44,137
)
Net sales
$
3,216,162
15
Summarized segment information is as follows:
For the Quarter Ended September 26, 2026
(In thousands)
Piping Systems
Industrial Metals
Climate
Total
External net sales
$
876,056
$
402,803
$
139,739
$
1,418,598
Internal net sales
14,554
6,574
3,088
24,216
890,610
409,377
142,827
1,442,814
Less:
(1)
Manufacturing costs
(2)
636,950
364,954
88,673
1,090,577
Sales and marketing expense
8,036
1,917
3,744
13,697
Distribution expense
11,347
614
501
12,462
Other segment items
(3)
9,017
8,179
3,639
20,835
Segment operating income
225,260
33,713
46,270
305,243
Reconciliation of segment operating income:
Corporate expenses
(
23,670
)
Interest expense
(
136
)
Interest income
12,002
Unrealized gains on short-term investments
5,859
Other expense, net
(
62
)
Income before income taxes
$
299,236
(1)
The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM. Intersegment expenses are included within the amounts shown.
(2)
Manufacturing costs include material, manufacturing conversion costs, and freight.
(3)
Other segment items include administrative employee compensation expense, professional fees, foreign currency exchange gains/losses, other overhead costs, and other items such as gains/losses on disposal of assets, impairment charges, and gains on insurance proceeds (as applicable).
16
Segment information (continued):
For the Quarter Ended September 27, 2025
(In thousands)
Piping Systems
Industrial Metals
Climate
Total
External net sales
$
709,669
$
241,857
$
126,298
$
1,077,824
Internal net sales
8,735
7,082
367
16,184
718,404
248,939
126,665
1,094,008
Less:
(1)
Manufacturing costs
(2)
473,936
208,456
80,475
762,867
Sales and marketing expense
6,683
1,619
3,394
11,696
Distribution expense
11,017
472
526
12,015
Other segment items
(3)
10,609
7,464
3,370
21,443
Segment operating income
216,159
30,928
38,900
285,987
Reconciliation of segment operating income:
Corporate expenses
(
9,872
)
Interest expense
(
6
)
Interest income
10,822
Unrealized losses on short-term investments
(
2,277
)
Pension plan termination expense
(
4,830
)
Other income, net
627
Income before income taxes
$
280,451
17
Segment information (continued):
For the Nine Months Ended September 26, 2026
(In thousands)
Piping Systems
Industrial Metals
Climate
Total
External net sales
$
2,564,188
$
1,068,810
$
406,528
$
4,039,526
Internal net sales
33,525
16,842
5,016
55,383
2,597,713
1,085,652
411,544
4,094,909
Less:
(1)
Manufacturing costs
(2)
1,808,300
933,958
266,594
3,008,852
Sales and marketing expense
25,047
5,796
11,246
42,089
Distribution expense
33,753
1,654
1,468
36,875
Other segment items
(3)
39,997
23,473
10,004
73,474
Segment operating income
690,616
120,771
122,232
933,619
Reconciliation of segment operating income:
Corporate expenses
(
71,251
)
Gain on sale of business
41,407
Interest expense
(
270
)
Interest income
34,850
Unrealized gains on short-term investments
10,367
Other expense, net
(
2,421
)
Income before income taxes
$
946,301
18
Segment information (continued):
For the Nine Months Ended September 27, 2025
(In thousands)
Piping Systems
Industrial Metals
Climate
Total
External net sales
$
2,074,222
$
755,455
$
386,485
$
3,216,162
Internal net sales
27,340
15,995
802
44,137
2,101,562
771,450
387,287
3,260,299
Less:
(1)
Manufacturing costs
(2)
1,431,571
650,255
246,438
2,328,264
Sales and marketing expense
22,990
4,179
10,364
37,533
Distribution expense
33,541
1,918
1,548
37,007
Other segment items
(3)
(
11,159
)
23,476
11,785
24,102
Segment operating income
624,619
91,622
117,152
833,393
Reconciliation of segment operating income:
Corporate expenses
(
46,848
)
Interest expense
(
48
)
Interest income
28,945
Unrealized gains on short-term investments
5,925
Pension plan termination expense
(
4,830
)
Other expense, net
(
423
)
Income before income taxes
$
816,114
Other segment disclosures:
For the Quarter Ended September 26, 2026
(In thousands)
Piping Systems
Industrial Metals
Climate
Corporate and Unallocated
Total
Depreciation and amortization
(4)
$
10,112
$
7,881
$
2,112
$
1,068
$
21,173
Gain on insurance proceeds
(
4,352
)
—
—
—
(
4,352
)
Expenditures for long-lived assets (including those resulting from business acquisitions)
35,128
5,830
3,833
—
44,791
Segment assets
1,621,488
970,384
289,214
1,416,508
4,297,594
(4)
The amount of depreciation and amortization disclosed by reportable segment is included within the other segment expense captions, such as manufacturing costs or other segment items.
19
Other segment disclosures (continued):
For the Quarter Ended September 27, 2025
(In thousands)
Piping Systems
Industrial Metals
Climate
Corporate and Unallocated
Total
Depreciation and amortization
(4)
$
5,531
$
8,346
$
1,657
$
1,073
$
16,607
Loss (gain) on disposal of assets, net
13
—
—
(
11,865
)
(
11,852
)
Asset impairments
2,018
—
—
—
2,018
Gain on insurance proceeds
(
4,869
)
—
—
—
(
4,869
)
Expenditures for long-lived assets (including those resulting from business acquisitions)
5,387
9,486
3,418
—
18,291
Segment assets
1,272,584
871,514
279,101
1,273,124
3,696,323
For the Nine Months Ended September 26, 2026
(In thousands)
Piping Systems
Industrial Metals
Climate
Corporate and Unallocated
Total
Depreciation and amortization
(4)
$
22,062
$
24,372
$
5,540
$
3,186
$
55,160
Loss on disposal of assets, net
1,590
8
122
—
$
1,720
Asset impairments
2,653
—
—
—
2,653
Gain on insurance proceeds
(
4,352
)
—
—
—
(
4,352
)
Gain on sale of business
—
—
—
(
41,407
)
(
41,407
)
Expenditures for long-lived assets (including those resulting from business acquisitions)
67,612
28,015
8,176
—
103,803
For the Nine Months Ended September 27, 2025
(In thousands)
Piping Systems
Industrial Metals
Climate
Corporate and Unallocated
Total
Depreciation and amortization
(4)
$
17,021
$
25,148
$
5,075
$
4,391
$
51,635
(Gain) loss on disposal of assets, net
(
15,796
)
(
3
)
1,010
(
11,865
)
(
26,654
)
Asset impairments
2,018
—
—
—
2,018
Gain on insurance proceeds
(
41,147
)
—
—
—
(
41,147
)
Expenditures for long-lived assets (including those resulting from business acquisitions)
17,410
25,717
5,855
—
48,982
Note 5 –
Cash, Cash Equivalents, and Restricted Cash
(In thousands)
September 26,
2026
December 27,
2025
Cash & cash equivalents
$
1,447,799
$
1,367,003
Restricted cash included within other current assets
2,051
18,052
Restricted cash included within other assets
127
102
Total cash, cash equivalents, and restricted cash
$
1,449,977
$
1,385,157
20
Amounts included in restricted cash relate to required deposits in brokerage accounts that facilitate the Company’s hedging activities as well as imprest funds for the Company’s self-insured workers’ compensation program.
Note 6 –
Inventories
(In thousands)
September 26,
2026
December 27,
2025
Raw materials and supplies
$
184,234
$
280,810
Work-in-process
135,816
127,369
Finished goods
312,083
113,362
Valuation reserves
(
10,743
)
(
11,078
)
Inventories
$
621,390
$
510,463
Inventories valued using the LIFO method totaled $
36.3
million at September 26, 2026 and $
7.5
million at December 27, 2025. At September 26, 2026 and December 27, 2025, the approximate FIFO cost of such inventories was $
213.8
million and $
147.2
million, respectively.
Note 7 –
Financial Instruments
Short-Term Investments
The fair value of short-term investments at September 26, 2026 and December 27, 2025, consisting of marketable securities, approximates the carrying value on that date. These marketable securities are stated at fair value and classified as level 1 within the fair value hierarchy. This classification is defined as a fair value determined using observable inputs that reflect quoted prices in active markets for identical assets.
Derivative Instruments and Hedging Activities
The Company’s earnings and cash flows are subject to fluctuations due to changes in commodity prices, foreign currency exchange rates, and interest rates.  The Company uses derivative instruments such as commodity futures contracts, foreign currency forward contracts, and interest rate swaps to manage these exposures.
All derivatives are recognized in the Condensed Consolidated Balance Sheets at their fair values.  On the date the derivative contract is entered into, it is either a) designated as a hedge of a forecasted transaction or the variability of cash flow to be paid (cash flow hedge) or b) not designated in a hedge accounting relationship, even though the derivative contract was executed to mitigate an economic exposure (economic hedge), as the Company does not enter into derivative contracts for trading purposes.  Changes in the fair value of a derivative that is qualified, designated, and highly effective as a cash flow hedge are recorded in stockholders’ equity within AOCI, to the extent effective, until they are reclassified to earnings in the same period or periods during which the hedged transaction affects earnings.  Changes in the fair value of undesignated derivatives executed as economic hedges are reported in current earnings.
The Company documents all relationships between derivative instruments and hedged items, as well as the risk-management objective and strategy for undertaking various hedge transactions.  This process includes linking all derivative instruments that are designated as fair value hedges to specific assets and liabilities in the Condensed Consolidated Balance Sheets and linking cash flow hedges to specific forecasted transactions or variability of cash flow.
The Company also assesses, both at the hedge’s inception and on an ongoing basis, whether the designated derivative instruments that are used in hedging transactions are highly effective in offsetting changes in cash flows or fair values of hedged items.  When a derivative instrument is determined not to be highly effective as a hedge or the underlying hedged transaction is no longer probable of occurring, hedge accounting is discontinued prospectively in accordance with the derecognition criteria for hedge accounting.
21
Commodity Futures Contracts
Copper and brass represent the largest component of the Company’s variable costs of production.  The cost of these materials is subject to global market fluctuations caused by factors beyond the Company’s control.  The Company occasionally enters into forward fixed-price arrangements with certain customers; the risk of these arrangements is generally managed with commodity futures contracts.  These futures contracts have been designated as cash flow hedges.
At September 26, 2026, the Company held open futures contracts to purchase approximately $
33.9
million of copper over the next
10
months related to fixed price sales orders.  The fair value of those futures contracts was a $
2.4
million net gain position, which was determined by obtaining quoted market prices (level 1 within the fair value hierarchy).  In the next 12 months, the Company will reclassify into earnings realized gains or losses relating to cash flow hedges.  At September 26, 2026, this amount was approximately $
1.9
million of deferred net gains, net of tax.
The Company may also enter into futures contracts to protect the value of inventory against market fluctuations.  At September 26, 2026, the Company held $
67.5
million of open futures contracts to sell copper over the next six months related to copper inventory.  The fair value of those futures contracts was a $
1.5
million net loss position, which was determined by obtaining quoted market prices (level 1 within the fair value hierarchy).
The Company presents its derivative assets and liabilities in the Condensed Consolidated Balance Sheets on a net basis by counterparty.
The following table summarizes the location and fair value of the derivative instruments and disaggregates the net derivative assets and liabilities into gross components on a contract-by-contract basis:
Asset Derivatives
Liability Derivatives
Fair Value
Fair Value
(In thousands)
Balance Sheet Location
September 26,
2026
December 27,
2025
Balance Sheet Location
September 26,
2026
December 27,
2025
Commodity contracts - gains
Other current assets
$
2,388
$
1,983
Other current liabilities
$
—
$
—
Commodity contracts - losses
Other current assets
—
—
Other current liabilities
(
1,463
)
(
17,336
)
Total derivatives
(1)
$
2,388
$
1,983
$
(
1,463
)
$
(
17,336
)
(1)
Does not include the impact of cash collateral provided to counterparties.
The following table summarizes the effects of derivative instruments on the Company’s Condensed Consolidated Statements of Income:
For the Quarter Ended
For the Nine Months Ended
(In thousands)
Location
September 26, 2026
September 27, 2025
September 26, 2026
September 27, 2025
Undesignated derivatives:
Gain on commodity contracts (nonqualifying)
Cost of goods sold
$
852
$
11,260
$
22,966
$
11,996
22
The following tables summarize amounts recognized in and reclassified from AOCI during the period:
For the Quarter Ended September 26, 2026
(In thousands)
Gain (Loss) Recognized in AOCI (Effective Portion), Net of Tax
Classification Gains (Losses)
Gain Reclassified from AOCI (Effective Portion), Net of Tax
Cash flow hedges:
Commodity contracts
$
2,903
Cost of goods sold
$
(
1,759
)
Other
(
902
)
Other
—
Total
$
2,001
Total
$
(
1,759
)
For the Quarter Ended September 27, 2025
(In thousands)
Gain (Loss) Recognized in AOCI (Effective Portion), Net of Tax
Classification Gains (Losses)
Gain Reclassified from AOCI (Effective Portion), Net of Tax
Cash flow hedges:
Commodity contracts
$
521
Cost of goods sold
$
(
630
)
Other
(
5
)
Other
—
Total
$
516
Total
$
(
630
)
For the Nine Months Ended September 26, 2026
(In thousands)
Gain (Loss) Recognized in AOCI (Effective Portion), Net of Tax
Classification Gains (Losses)
Gain Reclassified from AOCI (Effective Portion), Net of Tax
Cash flow hedges:
Commodity contracts
$
5,023
Cost of goods sold
$
(
4,709
)
Other
(
930
)
Other
—
Total
$
4,093
Total
$
(
4,709
)
For the Nine Months Ended September 27, 2025
(In thousands)
Gain Recognized in AOCI (Effective Portion), Net of Tax
Classification Gains (Losses)
Gain Reclassified from AOCI (Effective Portion), Net of Tax
Cash flow hedges:
Commodity contracts
$
3,593
Cost of goods sold
$
(
2,998
)
Other
6
Other
—
Total
$
3,599
Total
$
(
2,998
)
23
The Company primarily enters into International Swaps and Derivatives Association master netting agreements with major financial institutions that permit the net settlement of amounts owed under their respective derivative contracts.  Under these master netting agreements, net settlement generally permits the Company or the counterparty to determine the net amount payable for contracts due on the same date and in the same currency for similar types of derivative transactions.  The master netting agreements generally also provide for net settlement of all outstanding contracts with a counterparty in the case of an event of default or a termination event.  The Company does not offset fair value amounts for derivative instruments and fair value amounts recognized for the right to reclaim cash collateral.  At September 26, 2026 and December 27, 2025, the Company had recorded restricted cash in other current assets of $
1.9
million and $
17.9
million, respectively, as collateral related to open derivative contracts under the master netting arrangements.
Note 8 –
Investments in Unconsolidated Affiliates
Tecumseh
The Company owns a
50
percent interest in an unconsolidated affiliate that acquired Tecumseh Products Company LLC (Tecumseh) and an entity that provides financing to Tecumseh.  This investment is recorded using the equity method of accounting, as the Company can exercise significant influence but does not own a majority equity interest or otherwise control the entity.  Under the equity method of accounting, this investment is stated at initial cost and is adjusted for subsequent additional investments and the Company’s proportionate share of earnings or losses and distributions.
The Company records its proportionate share of the investee’s net income or loss, net of foreign taxes, one quarter in arrears as income (loss) from unconsolidated affiliates, net of foreign tax, in the Condensed Consolidated Statements of Income and its proportionate share of the investee’s other comprehensive income (loss), net of income taxes, in the Condensed Consolidated Statements of Comprehensive Income and the Condensed Consolidated Statements of Changes in Equity. The U.S. tax effect of the Company’s proportionate share of Tecumseh’s income or loss is recorded in income tax expense in the Condensed Consolidated Statements of Income. In general, the equity investment in unconsolidated affiliates is equal to the current equity investment plus the investee’s net accumulated losses.
The Company’s net
income
from unconsolidated affiliates, net of foreign tax, for the quarter ended
September 26, 2026
included losses of $
3.1
million for Tecumseh. The Company’s net income from unconsolidated affiliates, net of foreign tax, for the quarter ended
September 27, 2025
included
income
of
$
0.5
million
for Tecumseh.
The Company’s net
income
from unconsolidated affiliates, net of foreign tax, for the
nine months ended September 26, 2026
included
losses
of
$
3.3
million
for Tecumseh. The Company’s net income from unconsolidated affiliates, net of foreign tax, for the
nine months ended September 27, 2025
included
losses
of
$
2.0
million
for Tecumseh.
Retail Distribution
The Company owns a
28
percent noncontrolling equity interest in a limited liability company in the retail distribution business. This investment is recorded using the equity method of accounting. The Company records its proportionate share of the investee’s net income or loss one month in arrears as income (loss) from unconsolidated affiliates in the Condensed Consolidated Statements of Income. The Company’s proportionate share of the investee’s other comprehensive income (loss), net of income taxes, is recorded in the Condensed Consolidated Statements of Comprehensive Income and Condensed Consolidated Statement of Changes in Equity.
The Company’s net
income
from unconsolidated affiliates, net of foreign tax, for the quarter ended
September 26, 2026
included income of $
4.8
million for the retail distribution business. The Company’s net income from unconsolidated affiliates, net of foreign tax, for the quarter ended
September 27, 2025
included income of $
3.2
million for the retail distribution business.
The Company’s net
income
from unconsolidated affiliates, net of foreign tax, for the
nine months ended September 26, 2026
included
income
of
$
12.0
million
for the retail distribution business. The Company’s net income from unconsolidated affiliates, net of foreign tax, for the
nine months ended September 27, 2025
included
income
of
$
8.1
million
for the retail distribution business.
24
Note 9 –
Debt
On March 27, 2026, the Company entered into a Credit Agreement to replace its prior credit agreement that matured on March 31, 2026. The Credit Agreement provides for an unsecured $
100.0
million revolving credit facility, which matures March 27, 2031.
There were
no
borrowings outstanding under the Credit Agreement as of September 26, 2026. Borrowings under the revolving credit facility bear interest, at the Company’s option, at the Benchmark Rate which is determined by the underlying currency of the Credit Extension, or the Base Rate as defined by the Credit Agreement, plus an applicable margin. Advances may be based upon the one, three, six, or twelve-month interest period. The applicable margin is based upon the Company’s debt to total capitalization ratio, and can range from
112.5
to
162.5
basis points for Benchmark Rate loans and
12.5
to
62.5
basis points for Base Rate loans. Additionally, a commitment fee is payable quarterly on the total commitment less any outstanding loans or issued letters of credit, and varies from
15.0
to
30.0
basis points based upon the Company’s debt to total capitalization ratio. Availability of funds under the revolving credit facility is reduced by the amount of certain outstanding letters of credit, which are used to secure the Company’s payment of insurance deductibles, certain retiree health benefits, and other corporate obligations.
Note 10 –
Benefit Plans
Pension and Other Postretirement Plans
The Company sponsors several qualified and nonqualified pension plans and other postretirement benefit plans for certain of its employees.
The components of net periodic benefit cost (income) are as follows:
For the Quarter Ended
For the Nine Months Ended
(In thousands)
September 26, 2026
September 27, 2025
September 26, 2026
September 27, 2025
Pension benefits:
Interest cost
$
654
$
611
$
1,961
$
1,834
Expected return on plan assets
(
614
)
(
554
)
(
1,842
)
(
1,661
)
Amortization of net loss
78
81
233
245
Net periodic benefit cost
$
118
$
138
$
352
$
418
Other benefits:
Service cost
$
60
$
46
$
179
$
139
Interest cost
123
123
368
369
Amortization of prior service credit
—
—
(
1
)
(
1
)
Amortization of net gain
(
100
)
(
101
)
(
298
)
(
305
)
Net periodic benefit cost
$
83
$
68
$
248
$
202
The components of net periodic benefit cost (income) other than the service cost component are included in other (expense) income, net in the Condensed Consolidated Statements of Income.
Multiemployer Plan
On August 2, 2024, the Company entered into an equity purchase agreement to acquire all of the outstanding shares of Elkhart Products Corporation (Elkhart). Elkhart contributes to the IAM National Pension Fund (IAM Plan). The Employer Identification Number for this plan is 51-6031295.
The Company withdrew from the IAM Plan in 2025 and recognized $
4.8
million in related expenses during the third quarter of 2025, which represents the Company’s best estimate of probable loss for the related withdrawal liability.
25
Note 11 –
Commitments and Contingencies
The Company is involved in certain litigation as a result of claims that arose in the ordinary course of business, which management believes will not have a material adverse effect on the Company’s financial position, results of operations, or cash flows.  The Company may also realize the benefit of certain legal claims and litigation in the future; these gain contingencies are not recognized in the Condensed Consolidated Financial Statements.
Environmental
Non-operating Properties
Southeast Kansas Sites
The Kansas Department of Health and Environment (KDHE) has contacted the Company regarding environmental contamination at
three
former smelter sites in Kansas (Altoona, East La Harpe, and Lanyon).  The Company is not a successor to the companies that operated these smelter sites, but has explored possible settlement with KDHE and other potentially responsible parties (PRP) in order to avoid litigation.
In February 2022, the Company reached a settlement with another PRP relating to these
three
sites. Under the terms of that agreement, the Company paid $
5.6
million, which was previously reserved, in exchange for the other PRP’s agreement to conduct or fund any required remediation within the geographic boundaries of the
three
sites (namely, the parcel(s) on which the former smelters were located), plus coverage of certain off-site areas (namely, contamination that migrated by surface water runoff or air emissions from the Altoona or East La Harpe site, and smelter materials located within
50
feet of the geographic boundary of each site). The settlement does not cover certain matters, including potential liability related to the remediation of the town of Iola which is not estimable at this time. The other PRP has also provided an indemnity that would cover third-party cleanup claims for those sites, subject to a time limit and a cap.
Altoona.
Another PRP conducted a site investigation of the Altoona site under a consent decree with KDHE and submitted a removal site evaluation report recommending a remedy.  The remedial design plan, which covers both on-site and certain off-site cleanup costs, was approved by the KDHE in 2016.  Construction of the remedy was completed in 2018. Under the terms of the settlement with the other PRP, the Company expects the operations and maintenance costs for this remedy to be paid for entirely by the other PRP.
East La Harpe.
At the East La Harpe site, the Company and
two
other PRPs conducted a site study evaluation under KDHE supervision and prepared a site cleanup plan approved by KDHE.  In December 2018, KDHE provided a draft agreement which contemplates the use of funds KDHE obtained from
two
other parties (Peabody Energy and Blue Tee) to fund part of the remediation and removes Blue Tee from the PRPs’ agreement with KDHE. Pursuant to the terms of the settlement with the other PRP noted above, the Company expects the remediation to be conducted and paid for entirely by the other PRP, and for that other PRP to
negotiate and enter into an agreement with KDHE.
Lanyon.
With respect to the Lanyon Site, in 2016, the Company received a general notice letter from the United States Environmental Protection Agency (EPA) asserting that the Company is a PRP, which the Company has denied.  The EPA issued an interim record of decision in 2017 and has been remediating properties at the site. Approximately
1,371
properties were to be remediated. In August 2023, the EPA issued a
five-year
review indicating that the cleanup of approximately
300
remaining residential properties would be completed in 2026. A record of decision concerning the cleanup is scheduled for a future date.
Shasta Area Mine Sites
Mining Remedial Recovery Company (MRRC), a wholly owned subsidiary, owns certain inactive mines in Shasta County, California.  MRRC has continued a program, begun in the late 1980s, of implementing various remedial measures, including sealing mine portals with concrete plugs in portals that were discharging water.  The sealing program achieved significant reductions in the metal load in discharges from these adits; however, additional reductions are required pursuant to an order issued by the California Regional Water Quality Control Board (QCB).  In response to a 1996 QCB Order, MRRC completed a feasibility study in 1997 describing measures designed to mitigate the effects of acid rock drainage.  In December 1998, the QCB modified the 1996 order extending MRRC’s time to comply with water quality standards.  In September 2002, the QCB adopted a new order requiring MRRC to adopt Best Management Practices (BMP) to control discharges of acid mine drainage, and again extended the time to comply with water quality standards until September 2007.  During that time, implementation of BMP further reduced impacts of acid rock drainage; however, full compliance has not been achieved.  The QCB is presently renewing
26
MRRC’s discharge permit and will concurrently issue a new order.  It is expected that the new
10
-year permit will include an order requiring continued implementation of BMP through 2036 to address residual discharges of acid rock drainage.  The Company currently estimates that it will spend between approximately $
13.7
million and $
14.8
million for remediation at these sites over the next
30
years and has accrued a reserve at the low end of this range.
Lead Refinery Site
U.S.S. Lead Refinery, Inc. (Lead Refinery), a non-operating wholly owned subsidiary of MRRC, has conducted corrective action and interim remedial activities (collectively, Site Activities) at Lead Refinery’s East Chicago, Indiana site pursuant to the Resource Conservation and Recovery Act since December 1996.  Although the Site Activities have been substantially concluded, Lead Refinery is required to perform monitoring and maintenance-related activities pursuant to a post-closure permit issued by the Indiana Department of Environmental Management effective as of March 2, 2013.  Approximate costs to comply with the post-closure permit, including associated general and administrative costs, are estimated at between $
1.9
million and $
2.0
million over the next
11
years. The Company has recorded a reserve at the low end of this range.
On April 9, 2009, pursuant to the Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA), the EPA added the Lead Refinery site and surrounding properties to the National Priorities List (NPL).  On July 17, 2009, Lead Refinery received a written notice from the EPA indicating that it may be a PRP under CERCLA due to the release or threat of release of hazardous substances, including lead, into properties surrounding the Lead Refinery NPL site.  The EPA identified
two
other PRPs in connection with that matter.  In November 2012, the EPA adopted a remedy for the surrounding properties and in September 2014, the EPA announced that it had entered into a settlement with the
two
other PRPs whereby they will pay approximately $
26.0
million to fund the cleanup of approximately
300
properties surrounding the Lead Refinery NPL site (zones 1 and 3 of operable unit 1) and perform certain remedial action tasks.
On November 8, 2016, the Company, its subsidiary Arava Natural Resources Company, Inc. (Arava), and Arava’s subsidiary MRRC each received general notice letters from the EPA asserting that they may be PRPs in connection with the Lead Refinery NPL site.  The Company, Arava, and MRRC have denied liability for any remedial action and response costs associated with the Lead Refinery NPL site.
In June 2017, the EPA requested that Lead Refinery conduct, and the Company fund, a remedial investigation and feasibility study (RI/FS) of operable unit 2 of the Lead Refinery NPL site pursuant to a proposed administrative settlement agreement and order on consent. The Company and Lead Refinery entered into that agreement in September 2017. The Company has made a capital contribution to Lead Refinery to conduct the RI/FS with respect to operable unit 2 and has provided financial assurance in the amount of $
1.0
million. The RI/FS remains ongoing, and the Company has reserved currently estimated costs associated with its completion. The EPA has also asserted its position that the Company is a responsible party for the Lead Refinery NPL site, and accordingly is responsible for a share of remedial action and response costs at both operable units 1 and 2 of the site.
In January 2018, the EPA issued
two
unilateral administrative orders (UAOs) directing the Company, Lead Refinery, and
four
other PRPs to conduct soil and interior remediation of certain residences at the Lead Refinery NPL site (zones 2 and 3 of operable unit 1). Subsequent thereto, the Company and Lead Refinery reached agreement with the
four
other PRPs to implement these
two
UAOs, with the Company agreeing to pay, on an interim basis, (i) an estimated $
4.5
million (subject to potential change through a future reallocation process) of the approximately $
25.0
million the PRPs then estimated it would cost to implement the UAOs, which estimate is subject to change, and (ii) $
2.0
million relating to past costs incurred by other PRPs for work conducted at the site, as well as the possibility of up to $
0.7
million in further payments for ongoing work by those PRPs.  As of September 26, 2026, the Company has made payments of approximately $
7.6
million related to the aforementioned agreement with the other PRPs. The Company disputes that it was properly named in the UAOs. In March 2022, Lead Refinery entered into an administrative settlement agreement and order on consent with the EPA, along with the
four
other PRPs, which involves payment of certain past and future costs relating to operable unit 1, in exchange for certain releases and contribution protection for the Company, Lead Refinery, and their respective affiliates relating to that operable unit. The settlement became effective in September 2022. The Company reserved $
3.3
million for this settlement at the end of 2021.
In March 2018, a group of private plaintiffs sued the Company, Arava, MRRC, and Lead Refinery, along with other defendants, in a civil tort action relating to the site. The Company, Arava, and MRRC have been voluntarily dismissed from that litigation without prejudice. In July 2024, Lead Refinery was granted partial judgment on the pleadings with respect to plaintiffs’ amended complaint and settled the litigation for a payment of approximately $
0.1
million.
At this juncture, the Company is unable to determine the likelihood of a material adverse outcome or the amount or range of a potential loss in excess of the current reserve with respect to any remedial action or other litigation relating to the Lead Refinery
27
NPL site, either at Lead Refinery’s former operating site (operable unit 2) or the adjacent residential area (operable unit 1), including, but not limited to, EPA oversight costs for which the EPA may attempt to seek reimbursement from the Company, and past costs for which other PRPs may attempt to seek contribution from the Company.
Bonita Peak Mining District
Following an August 2015 spill from the Gold King Mine into the Animas River near Silverton, Colorado, the EPA listed the Bonita Peak Mining District on the NPL.  Said listing was finalized in September 2016.  The Bonita Peak Mining District encompasses
48
mining sites within the Animas River watershed, including the Sunnyside Mine, the American Tunnel, and the Sunbank Group.  On or about July 25, 2017, Washington Mining Company (Washington Mining) (a wholly-owned subsidiary of the Company’s wholly-owned subsidiary, Arava), received a general notice letter from the EPA stating that Washington Mining may be a PRP under CERCLA in connection with the Bonita Peak Mining District site and therefore responsible for the remediation of certain portions of the site, along with related costs incurred by the EPA.  Shortly thereafter, the Company received a substantively identical letter asserting that it may be a PRP at the site and similarly responsible for the cleanup of certain portions of the site.
On or about January 7, 2025, a similar general notice letter from the EPA was received by MRRC (also a wholly-owned subsidiary of Arava), stating that MRRC may be a PRP at the site.
Collectively, the general notice letters identify
three
other PRPs at the site. The U.S. government and State of Colorado have expressed their interest in discussing potential cost recovery claims against Washington Mining, MRRC and/or the Company, and ahead of anticipated discussions, tolling agreements have been entered into. At this juncture, however, no specific actions have yet been required and the Company is unable to determine the likelihood of a materially adverse outcome or the amount or range of a potential loss with respect to any litigation (including any enforcement action by the U.S. or any state) or remedial action related to the Bonita Peak Mining District NPL site, nor is the Company able to determine the outcome of potential litigation over indemnification rights that Washington Mining may assert against any third party in relation to the site.
Operating Properties
Mueller Copper Tube Products, Inc.
In 1999, Mueller Copper Tube Products, Inc. (MCTP), a wholly owned subsidiary, commenced a cleanup and remediation of soil and groundwater at its Wynne, Arkansas plant to remove trichloroethylene, a cleaning solvent formerly used by MCTP.  On August 30, 2000, MCTP received approval of its Final Comprehensive Investigation Report and Storm Water Drainage Investigation Report addressing the treatment of soils and groundwater from the Arkansas Department of Environmental Quality (ADEQ).  The Company established a reserve for this project in connection with the acquisition of MCTP in 1998.  Effective November 17, 2008, MCTP entered into a Settlement Agreement and Administrative Order by Consent to submit a Supplemental Investigation Work Plan (SIWP) and subsequent Final Remediation Work Plan (RWP) for the site.  By letter dated January 20, 2010, ADEQ approved the SIWP as submitted, with changes acceptable to the Company.  On December 16, 2011, MCTP entered into an amended Administrative Order by Consent to prepare and implement a revised RWP regarding final remediation for the site.  The remediation system was activated in February 2014.  Costs to implement the work plans, including associated general and administrative costs, are estimated to approximate between $
0.9
million and $
1.1
million over the next
five years
.
United States Department of Commerce Antidumping Review
On December 24, 2008, the Department of Commerce (DOC) initiated an antidumping administrative review of the antidumping duty order covering circular welded non-alloy steel pipe and tube from Mexico for the November 1, 2007 through October 31, 2008 period of review.  The DOC selected Mueller Comercial as a respondent in the review.  On April 19, 2010, the DOC published the final results of the review and assigned Mueller Comercial an antidumping duty rate of
48.33
percent.  On May 25, 2010, the Company appealed the final results to the U.S. Court of International Trade (CIT).  On December 16, 2011, the CIT issued a decision remanding the DOC’s final results.  While the matter was still pending, the Company and the United States reached an agreement to settle the appeal.  Subject to the conditions of the agreement, the Company anticipated that certain of its subsidiaries would incur antidumping duties on subject imports made during the period of review and, as such, established a reserve for this matter.  After the lapse of the statutory period of time during which U.S. Customs and Border Protection (CBP) was required, but failed, to liquidate the entries at the settled rate, the Company released the reserve.  Between October 30, 2015 and November 27, 2015, CBP sent a series of invoices to Southland Pipe Nipples Co., Inc. (Southland), requesting payment of duties and interest in connection with
795
import entries made during the November 1, 2007 through October 31, 2008 period.  On January 26, 2016 and January 27, 2016, Southland filed protests with CBP in connection with these invoices, noting that CBP’s asserted claims were not made in accordance with applicable law, including statutory provisions governing deemed liquidation. On April 8, 2026, CBP denied the protests and demanded payment by Southland of approximately $
5.1
million in duties and accrued interest. The Company continues to believe in the merits of the legal objections raised in Southland’s protests,
28
but in the interest of avoiding litigation, Southland has submitted an offer to compromise CBP’s claims for approximately $
0.5
million. Southland is awaiting a response from CBP to its offer. Given the procedural posture and issues raised by this legal dispute, the Company cannot estimate the amount of potential duty liability, if any, that may result from CBP’s asserted claims.
Guarantees
Guarantees, in the form of letters of credit, are issued by the Company generally to assure the payment of insurance deductibles, certain retiree health benefits, and debt at certain unconsolidated affiliates.  The terms of the guarantees are generally
one year
but are renewable annually as required.  These letters are primarily backed by the Company’s revolving credit facility.  The maximum payments that the Company could be required to make under its guarantees at September 26, 2026 were $
27.4
million.
Note 12 –
Income Taxes
The Company’s effective tax rate for the third quarter of 2026 was
26
percent compared with
26
percent for the same period last year.  The primary item impacting the effective tax rate for the third quarter of 2026 was an increase related to the provision for state income taxes, net of the federal benefit, of $
12.0
million.
The primary items impacting the effective tax rate for the third quarter of 2025 were increases related to the provision for state income taxes, net of the federal benefit, of $
11.0
million and other items of $
4.0
million.
The Company’s effective tax rate for the first nine months of 2026 was
25
percent compared with
25
percent for the same period last year. The primary items impacting the effective tax rate for the first nine months of 2026 were increases related to the provision for state income taxes, net of the federal benefit, of $
33.6
million and other items of $
6.7
million.
The items impacting the effective tax rate
for the first nine months of
2025 were increases related to the provision for state income taxes, net of the federal benefit, of $
27.9
million and other adjustments of $
5.0
million.
The Company files a consolidated U.S. federal income tax return and numerous consolidated and separate-company income tax returns in many state, local, and foreign jurisdictions. The statute of limitations is open for the Company’s federal tax return for 2022 and all subsequent years. The statutes of limitations for most state returns are open for 2022 and all subsequent years, and some state and foreign returns are also open for some earlier tax years due to differing statute periods. While the Company believes that it is adequately reserved for possible audit adjustments, the final resolution of these examinations cannot be determined with certainty and could result in final settlements that differ from current estimates.
Note 13 –
Accumulated Other Comprehensive Income (Loss)
AOCI includes certain foreign currency translation adjustments from those subsidiaries not using the U.S. dollar as their functional currency, net deferred gains and losses on certain derivative instruments accounted for as cash flow hedges, adjustments to pension and OPEB liabilities, and other comprehensive income attributable to unconsolidated affiliates.
29
The following tables provide changes in AOCI by component, net of taxes and noncontrolling interests (amounts in parentheses indicate debits to AOCI):
For the Nine Months Ended September 26, 2026
(In thousands)
Cumulative Translation Adjustment
Unrealized Gain (Loss) on Derivatives
Pension/OPEB Liability Adjustment
Attributable to Unconsol. Affiliates
Total
Balance as of December 27, 2025
$
(
52,079
)
$
1,694
$
(
3,295
)
$
2,845
$
(
50,835
)
Other comprehensive (loss) income before reclassifications
(
7,933
)
4,093
86
(
1,196
)
(
4,950
)
Amounts reclassified from AOCI
—
(
4,709
)
(
36
)
—
(
4,745
)
Net current-period other comprehensive (loss) income
(
7,933
)
(
616
)
50
(
1,196
)
(
9,695
)
Balance as of September 26, 2026
$
(
60,012
)
$
1,078
$
(
3,245
)
$
1,649
$
(
60,530
)
For the Nine Months Ended September 27, 2025
(In thousands)
Cumulative Translation Adjustment
Unrealized (Loss) Gain on Derivatives
Pension/OPEB Liability Adjustment
Attributable to Unconsol. Affiliates
Total
Balance as of December 28, 2024
$
(
75,926
)
$
(
191
)
$
(
6,282
)
$
2,120
$
(
80,279
)
Other comprehensive income (loss) before reclassifications
20,809
3,599
2,374
(
1,950
)
24,832
Amounts reclassified from AOCI
—
(
2,998
)
(
30
)
—
(
3,028
)
Net current-period other comprehensive income (loss)
20,809
601
2,344
(
1,950
)
21,804
Balance as of September 27, 2025
$
(
55,117
)
$
410
$
(
3,938
)
$
170
$
(
58,475
)
30
Reclassification adjustments out of AOCI were as follows:
Amount reclassified from AOCI
For the Quarter Ended
For the Nine Months Ended
(In thousands)
September 26, 2026
September 27, 2025
September 26, 2026
September 27, 2025
Affected line item
Unrealized gains on derivative commodity contracts
$
(
2,270
)
$
(
813
)
$
(
6,077
)
$
(
3,868
)
Cost of goods sold
511
183
1,368
870
Income tax expense
$
(
1,759
)
$
(
630
)
$
(
4,709
)
$
(
2,998
)
Net of tax and noncontrolling interests
Amortization of net (gain) loss and prior service (credit) cost on employee benefit plans
$
(
22
)
$
(
20
)
$
(
66
)
$
(
61
)
Other (expense) income, net
10
10
30
31
Income tax expense
$
(
12
)
$
(
10
)
$
(
36
)
$
(
30
)
Net of tax and noncontrolling interests
Note 14 –
Insurance Claims
Prior to its acquisition by the Company, Bison initiated litigation against several of its insurance carriers related to a claim that it made for weather-related roof damage in April 2023. In September 2026, the lawsuit was settled on mutually agreeable terms and, in connection therewith, the Company received a $
4.4
million cash payment. The amount recorded in the Condensed Consolidated Statement of Income is net of legal costs.
In March 2023, a portion of the Company’s Covington, Tennessee manufacturing operation was damaged by a tornado. Certain inventories, production equipment, and building structures were extensively damaged. To date, $
55.0
million of insurance proceeds have been received. During the second quarter of 2025, the Company recorded a pre-tax gain of $
36.3
million, or $
0.12
per diluted share after tax, for the excess of insurance proceeds received over the losses incurred for damaged inventories, equipment, and buildings, as there are no known contingencies and there is no expectation of repayment regarding the proceeds received to date and any additional costs associated with the event are expected to be minimal. During the third quarter of 2025, the Company recognized an additional pre-tax gain of $
4.9
million, or $
0.02
per diluted share after tax. The claim is not yet fully settled, and additional insurance recovery amounts are expected to be recorded in the future.
Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations
General Overview
We are a leading manufacturer of copper, brass, and aluminum products. The range of products we manufacture is broad: copper tube and fittings; line sets; brass rod, bar, and shapes; aluminum and brass forgings; aluminum impact extrusions; refrigeration valves and fittings; pressure vessels; steel nipples; insulated flexible duct systems; and high-quality wire and cable solutions. We also resell brass and plastic plumbing valves, plastic fittings, malleable iron fittings, faucets, and plumbing specialty products. Our operations are located throughout the United States and in Canada, Mexico, Great Britain, South Korea, the Middle East, and China.
Each of our reportable segments is composed of certain operating segments that are aggregated primarily by the nature of products offered as follows:
31
•
Piping Systems:
The Piping Systems segment is composed of Domestic Piping Systems Group, Great Lakes Copper, European Operations, Trading Group, Jungwoo-Mueller (our South Korean joint venture), and Mueller Middle East (our Bahraini joint venture). The Domestic Piping Systems Group manufactures and distributes copper tube, fittings, and line sets. These products are manufactured in the U.S., sold in the U.S., and exported to markets worldwide. Great Lakes Copper manufactures copper tube and line sets in Canada and sells the products primarily in Canada. European Operations manufactures copper tube in the United Kingdom, which is sold throughout Europe. The Trading Group manufactures pipe nipples and sources products for import distribution in North America. Jungwoo-Mueller manufactures copper-based joining products that are sold worldwide. Mueller Middle East manufactures copper tube and serves markets in the Middle East and Northern Africa. The Piping Systems segment sells products to wholesalers in the plumbing and refrigeration markets, distributors to the manufactured housing and recreational vehicle industries, building material retailers, and air-conditioning original equipment manufacturers (OEMs).
•
Industrial Metals: The Industrial Metals segment is composed of Brass Rod, Impacts & Micro Gauge, Brass Value-Added Products, Precision Tube, and Electrical Group. The segment manufactures and sells brass rod, bar, and shapes; aluminum and brass forgings; aluminum impact extrusions; specialty copper, copper alloy, and aluminum tube; and high-quality wire and cable solutions. The segment manufactures and sells its products primarily to domestic OEMs and distributors, and utilities in the industrial, transportation, construction, heating, ventilation, and air-conditioning, plumbing, refrigeration, energy, telecommunication, and electrical transmission and distribution markets.
•
Climate: The Climate segment is composed of Refrigeration Products, Westermeyer, Turbotec,
Flex Duct,
and Linesets, Inc. The segment manufactures and sells refrigeration valves and fittings, high pressure components, coaxial heat exchangers, insulated HVAC flexible duct systems, and line sets. The segment sells its products primarily to the heating, ventilation, air-conditioning, and refrigeration markets in the U.S.
New housing starts and commercial construction are important determinants of our sales to the heating, ventilation, and air-conditioning, refrigeration, and plumbing markets because the principal end use of a significant portion of our products is in the construction of single and multi-family housing and commercial buildings. Repairs and remodeling projects are also important drivers of underlying demand for these products. In addition, our products are used in various transportation, automotive, and industrial applications.
According to the U.S. Census Bureau, the September 2026 seasonally adjusted annual rate of new housing starts was 1.22 million, compared to the September 2025 rate of 1.32 million. The average 30-year fixed mortgage rate was 6.41 percent for the first nine months of 2026 and 6.60 percent for the year ended December 2025. The private nonresidential construction sector includes offices, industrial, health care, and retail projects. According to the U.S. Census Bureau, the seasonally adjusted annual value of private nonresidential construction put in place was $773.0 billion in August 2026 compared to the August 2025 rate of $780.4 billion.
Profitability of certain of our product lines depends upon the “spreads” between the cost of raw material and the selling prices of our products. The open market prices for copper cathode and copper and brass scrap, for example, influence the selling price of copper tube and brass rod, two principal products manufactured by the Company. We attempt to minimize the effects on profitability from fluctuations in material costs by passing through these costs to our customers; however, margins of our businesses that account for inventory on a FIFO basis may be impacted in periods of significant fluctuations in material costs. Our earnings and cash flow are dependent upon these spreads that fluctuate based upon market conditions.
Earnings and profitability are also impacted by unit volumes that are subject to market trends, such as substitute products, imports, technologies, and market share. We intensively manage our pricing structure while attempting to maximize profitability. From time-to-time, this practice results in lost sales opportunities and lower volume. For plumbing systems, plastics are the primary substitute product; these products represent an increasing share of consumption. For certain air-conditioning and refrigeration applications, aluminum-based systems are the primary substitution threat. We cannot predict the acceptance or the rate of switching that may occur. U.S. consumption of copper tube and brass rod is still predominantly supplied by U.S. manufacturers. In recent years, brass rod consumption in the U.S. has declined due to the outsourcing of many manufactured products to offshore regions.
32
Results of Operations
Consolidated Results
The following table compares summary operating results for the third quarter and first nine months of 2026 and 2025:
For the Quarter Ended
Percent Change
For the Nine Months Ended
Percent Change
(In thousands)
September 26, 2026
September 27, 2025
2026 vs. 2025
September 26, 2026
September 27, 2025
2026 vs. 2025
Net sales
$
1,418,598
$
1,077,824
31.6
%
$
4,039,526
$
3,216,162
25.6
%
Operating income
281,573
276,115
2.0
903,775
786,545
14.9
Net income attributable to Mueller Industries, Inc.
221,200
208,123
6.3
709,873
611,479
16.1
The increase in net sales during the third quarter of 2026 was primarily due to (i) higher net selling prices of $198.6 million in our core product lines, primarily copper tube, brass rod, and high-quality wire and cable, related to the rise in raw material costs, (ii) higher unit sales volume of $83.5 million in our core product lines, primarily brass rod and high-quality wire and cable, (iii) sales of $52.2 million recorded by Bison, acquired on March 30, 2026, and (iv) an increase in sales of $16.3 million in our non-core product lines. These increases were partially offset by a decrease in sales of $9.8 million as a result of the sale of Sherwood during the first quarter of 2026.
The increase in net sales during the first nine months of 2026 was primarily due to (i) higher net selling prices of $627.3 million in our core product lines, (ii) sales of $114.7 million recorded by Bison, (iii) higher unit sales volume of $69.4 million in our core product lines, and (iv) an increase in sales of $42.2 million in our non-core product lines. These increases were partially offset by a decrease in sales of $30.2 million as a result of the sale of Sherwood.
Net selling prices generally fluctuate with changes in raw material costs.  Changes in raw material costs are generally passed through to customers by adjustments to selling prices.  The following graph shows the Comex average copper price per pound by quarter for the current and prior fiscal years:
33
The following tables compare cost of goods sold and operating expenses as dollar amounts and as a percent of net sales for the third quarter and first nine months of 2026 and 2025:
For the Quarter Ended
For the Nine Months Ended
(In thousands)
September 26, 2026
September 27, 2025
September 26, 2026
September 27, 2025
Cost of goods sold
$
1,057,156
$
738,148
$
2,924,294
$
2,251,527
Depreciation and amortization
21,173
16,607
55,160
51,635
Selling, general, and administrative expense
63,048
61,657
197,683
192,238
(Gain) loss on disposal of assets, net
—
(11,852)
1,720
(26,654)
Gain on sale of business
—
—
(41,407)
—
Asset impairments
—
2,018
2,653
2,018
Gain on insurance proceeds
(4,352)
(4,869)
(4,352)
(41,147)
Operating expenses
$
1,137,025
$
801,709
$
3,135,751
$
2,429,617
For the Quarter Ended
For the Nine Months Ended
September 26, 2026
September 27, 2025
September 26, 2026
September 27, 2025
Cost of goods sold
74.5
%
68.5
%
72.4
%
70.0
%
Depreciation and amortization
1.5
1.5
1.4
1.6
Selling, general, and administrative expense
4.5
5.7
4.9
6.0
(Gain) loss on disposal of assets, net
—
(1.1)
—
(0.8)
Gain on sale of business
—
—
(1.0)
—
Asset impairments
—
0.2
0.1
0.1
Gain on insurance proceeds
(0.3)
(0.5)
(0.1)
(1.3)
Operating expenses
80.2
%
74.3
%
77.7
%
75.6
%
Q3
2026
compared to Q3
2025
Cost of goods sold increased in the third
quarter of 2026 primarily due to the factors noted above regarding the change in net sales. Gross margin as a percentage of sales was 25.5 percent compared with 31.5 percent in the prior year quarter. Depreciation and amortization increased in the third quarter of 2026 primarily as a result of incremental expenses associated with the acquisition of Bison. Selling, general, and administrative expense increased in the third quarter of 2026 primarily as a result of (i) higher legal and professional fees of $4.4 million and (ii) higher employment costs, including incentive compensation, of $2.7 million. These increases were largely offset by (i) the favorable settlement of product liability claims of $3.2 million and (ii) lower product-related costs of $1.7 million. In addition, during the third quarter of 2026, we recognized a gain of $4.4 million for the proceeds received related to a weather-related insurance claim at Bison. During the third quarter of 2025, we recognized net gains on the disposal of assets of $11.9 million and a gain of $4.9 million for the excess of insurance proceeds received over the losses incurred related to the March 2023 tornado at our Covington, Tennessee manufacturing operation. We also recognized fixed asset impairment charges on idled equipment of $2.0 million in 2025.
Interest income was higher in the third quarter of 2026 primarily as a result of higher interest rates. D
uring the third quarters of 2026 and
2025
, we recognized unrealized ga
ins and losses o
n short-term investments of
$5.9 million and $2.3 million, respectively. During the third quarter of 2025, we recognized a $4.8 million expense related to the complete withdrawal from a multiemployer pension plan.
Our effective tax rate for the third quarter of 2026 was 26 percent compared with 26 percent for the same period last year.  The primary item impacting the effective tax rate was an increase related to the provision for state income taxes, net of the federal benefit, of $12.0 million.
34
For the third quarter of 2025, the difference between the effective tax rate and the amount computed using the U.S. federal statutory rate was primarily attributable to (i) the provision for state income taxes, net of the federal benefit, of $11.0 million and (ii) other items of
$4.0 million.
During the third quarters of 2026 and 2025, we recognized net income of $1.7 million and $3.7 million, respectively, on our investments in unconsolidated affiliates.
YTD 2026 compared to YTD 2025
Cost of goods sold increased in
the first nine months of 2026 primarily due to the factors noted above regarding the change in net sales. Gross margin as a percentage of sales was 27.6 percent compared with 30.0 percent in the prior year. Depreciation and amortization increased in the first nine months of 2026 primarily as a result of incremental expenses associated with the acquisition of Bison, partially offset by several long-lived assets becoming fully depreciated and long-lived assets sold with Sherwood. Selling, general, and administrative expense increased in the first nine months of 2026 primarily as a result of (i) higher employment costs, including incentive compensation, of $11.2 million, (ii) higher legal and professional fees of $9.4 million, and (iii) incremental expenses of $1.7 million associated with Bison. These increases were partially offset by (i) lower product-related costs of $7.9 million, (ii) the favorable settlement of product liability claims of $3.2 million, (iii) lower foreign currency transaction losses of $1.5 million, (iv) the absence of $1.5 million of expenses associated with Sherwood, and (v) lower taxes and insurance of $1.5 million. In addition, during the first nine months of 2026, we recognized a gain of $41.4 million on the sale of our Sherwood business, as well as a gain of $4.4 million for the proceeds received related to a weather-related insurance claim at Bison. During the first nine months of 2025, we recognized a gain of $41.1 million for the excess of insurance proceeds received over the losses incurred related to the March 2023 tornado at our Covington, Tennessee manufacturing operation. Lastly, during the first nine months of 2026, we recognized net losses on the disposal of assets of $1.7 million and fixed asset impairment charges on idled equipment of $2.7 million, compared to net gains on the disposal of assets of $26.7 million and fixed asset impairment charges on idled equipment of $2.0 million during the first nine months of 2025.
Interest income increased during the first nine months of 2026 primarily as a result of higher interest rates. During the first nine months of 2026 and 2025, we recognized unrealized gains on short-term investments of $10.4 million and $5.9 million, respectively. During the first nine months of 2025, we recognized a $4.8 million expense related to the complete withdrawal from a multiemployer pension plan. Other expense, net, was slightly higher during the first nine months of 2026 primarily due to higher environmental remediation expense for our non-operating properties and lower dividend income earned on short-term investments in 2026.
Our effective tax rate for the first nine months of 2026 was 25 percent compared with 25 percent for the same period last year.  The items impacting the effective tax rate were primarily related to (i) the provision for state income taxes, net of the federal benefit, of $33.6 million and (ii) other adjustments of $6.7 million.
For the first nine months of 2025, the primary items impacting the effective tax rate were (i) an increase related to the provision for state income taxes, net of the federal benefit, of $27.9 million and (ii) other adjustments of
$5.0 million
.
During the first nine months of 2026 and 2025, we recognized net income of $8.7 million and $6.1 million, respectively, on our investments in unconsolidated affiliates.
Piping Systems Segment
The following table compares summary operating results for the third quarter and first nine months of 2026 and 2025 for the businesses comprising our Piping Systems segment:
For the Quarter Ended
Percent Change
For the Nine Months Ended
Percent Change
(In thousands)
September 26, 2026
September 27, 2025
2026 vs. 2025
September 26, 2026
September 27, 2025
2026 vs. 2025
Net sales
$
890,610
$
718,404
24.0
%
$
2,597,713
$
2,101,562
23.6
%
Operating income
225,260
216,159
4.2
690,616
624,619
10.6
35
The increase in net sales during the third quarter of 2026 was primarily attributable to (i) higher net selling prices in the segment’s core product lines, primarily copper tube, of $122.2 million and (ii) sales of $52.2 million recorded by Bison. These increases were partially offset by (i) lower unit sales volume of $6.5 million in the segment’s core product lines and (ii) a decrease in sales of $1.5 million in the segment’s non-core product lines.
Net sales during the first nine months of 2026 increased primarily as a result of (i) higher net selling prices in the segment’s core product lines of $431.1 million, (ii) sales of $114.7 million recorded by Bison, and (iii) an increase in sales of $15.2 million in the segment’s non-core product lines. These increases were partially offset by lower unit sales volume of $71.1 million in the segment’s core product lines.
The following tables compare cost of goods sold and operating expenses as dollar amounts and as a percent of net sales for the third quarter and first nine months of 2026 and 2025:
For the Quarter Ended
For the Nine Months Ended
(In thousands)
September 26, 2026
September 27, 2025
September 26, 2026
September 27, 2025
Cost of goods sold
$
630,067
$
469,495
$
1,791,887
$
1,417,825
Depreciation and amortization
10,112
5,531
22,062
17,021
Selling, general, and administrative expense
29,523
30,057
93,257
97,022
Loss (gain) on disposal of assets, net
—
13
1,590
(15,796)
Asset impairments
—
2,018
2,653
2,018
Gain on insurance proceeds
(4,352)
(4,869)
(4,352)
(41,147)
Operating expenses
$
665,350
$
502,245
$
1,907,097
$
1,476,943
For the Quarter Ended
For the Nine Months Ended
September 26, 2026
September 27, 2025
September 26, 2026
September 27, 2025
Cost of goods sold
70.7
%
65.4
%
69.0
%
67.5
%
Depreciation and amortization
1.1
0.8
0.8
0.8
Selling, general, and administrative expense
3.3
4.2
3.6
4.6
Loss (gain) on disposal of assets, net
—
—
0.1
(0.8)
Asset impairments
—
0.3
0.1
0.1
Gain on insurance proceeds
(0.5)
(0.7)
(0.2)
(2.0)
Operating expenses
74.6
%
70.0
%
73.4
%
70.2
%
The increase in cost of goods sold during the third quarter of 2026 was primarily due to the factors noted above regarding the change in n
et sales
.  Gros
s margin as a percentage of sales was 29.3 percent compared with 34.6 percent in the prior year quarter. Depreciation and amortization increased during the third quarter of 2026 primarily due to incremental expenses associated with the acquisition of Bison. Selling, general, and administrative expense decreased slightly for the third quarter of 2026 primarily as a result of lower product-related costs of $1.7 million. In addition, during the third quarter of 2026, the segment recognized a gain of $4.4 million for the proceeds received related to a weather-related insurance claim at Bison. During the third quarter of 2025, the segment recognized fixed asset impairment charges on idled equipment of $2.0 million and a gain of $4.9 million for the excess of insurance proceeds received over the losses incurred related to the March 2023 tornado at our Covington, Tennessee manufacturing operation.
The increase in cost of goods sold during the first nine months of 2026 was primarily due to the factors noted above regarding the change in
net sales.  Gross margin as a percentage of sales was 31.0 percent compared with 32.5 percent in the prior year. Depreciation and amortization increased in the first nine months of 2026 as a result of incremental expenses associated with the acquisition of Bison. Selling, general, and administrative expense decreased for the first nine months of 2026 primarily as a result
36
of (i) lower product-related costs of $7.9 million and (ii) lower foreign currency transaction losses of $2.0 million. These decreases were partially offset by (i) higher employment costs, including incentive compensation, of $4.1 million, (ii) incremental expenses of $1.7 million associated with Bison, and (iii) higher professional fees of $1.2 million. In addition, during the first nine months of 2026, the segment recognized fixed asset impairment charges on idled equipment of $2.7 million and net losses on the disposal of assets of $1.6 million. It also recognized a gain of $4.4 million for the proceeds received related to a weather-related insurance claim at Bison. During the first nine months of 2025, the segment recognized net gains on the disposal of assets of $15.8 million and a gain of $41.1 million for the excess of insurance proceeds received over the losses incurred related to the March 2023 tornado at our Covington, Tennessee manufacturing operation. The segment also recognized fixed asset impairment charges on idled equipment of $2.0 million in 2025.
Industrial Metals Segment
The following table compares summary operating results for the third quarter and first nine months of 2026 and 2025 for the businesses comprising our Industrial Metals segment:
For the Quarter Ended
Percent Change
For the Nine Months Ended
Percent Change
(In thousands)
September 26, 2026
September 27, 2025
2026 vs. 2025
September 26, 2026
September 27, 2025
2026 vs. 2025
Net sales
$
409,377
$
248,939
64.4
%
$
1,085,652
$
771,450
40.7
%
Operating income
33,713
30,928
9.0
120,771
91,622
31.8
The increase in net sales during the third quarter of 2026 was primarily due to (i) higher unit sales volume of $90.0 million in the segment’s core product lines, primarily brass rod and high-quality wire and cable, (ii) higher net selling prices of $76.5 million in the segment’s core product lines, and (iii) an increase in sales of $4.3 million in the segment’s non-core product lines. These increases were slightly offset by a decrease in sales of $9.8 million as a result of the sale of Sherwood.
The increase in net sales during the first nine months of 2026 was primarily due to (i) higher net selling prices of $196.2 million in the segment’s core product lines, (ii) higher unit sales volume of $140.4 million in the segment’s core product lines, and (iii) an increase in sales of $6.9 million in the segment’s non-core product lines. These increases were partially offset by a decrease in sales of $30.2 million as a result of the sale of Sherwood.
The following tables compare cost of goods sold and operating expenses as dollar amounts and as a percent of net sales for the third quarter and first nine months of 2026 and 2025:
For the Quarter Ended
For the Nine Months Ended
(In thousands)
September 26, 2026
September 27, 2025
September 26, 2026
September 27, 2025
Cost of goods sold
$
361,173
$
204,212
$
921,885
$
637,411
Depreciation and amortization
7,881
8,346
24,372
25,148
Selling, general, and administrative expense
6,610
5,453
18,616
17,272
(Gain) loss on disposal of assets, net
—
—
8
(3)
Operating expenses
$
375,664
$
218,011
$
964,881
$
679,828
37
For the Quarter Ended
For the Nine Months Ended
September 26, 2026
September 27, 2025
September 26, 2026
September 27, 2025
Cost of goods sold
88.2
%
82.0
%
84.9
%
82.6
%
Depreciation and amortization
1.9
3.4
2.2
3.3
Selling, general, and administrative expense
1.6
2.2
1.7
2.2
(Gain) loss on disposal of assets, net
—
—
—
—
Operating expenses
91.9
%
87.6
%
88.9
%
88.1
%
The ch
ange in cost of goods sold during the third quarter of 2026 was primarily due to the factors noted above regarding the change in net sales.  Gross margin as a percentage of sales was 11.8 percent compared with 18.0 percent in the prior year quarter. Depreciation and amortization was consistent with the third quarter of 2025. Selling, general, and administrative expense increased slightly during the third quarter of 2026 primarily due to (i) higher product liability claims of $0.9 million, (ii) higher employment costs of $0.6 million, and (iii) higher legal and professional fees of $0.5 million. These increases were partially offset by the absence of $0.5 million of expenses associated with Sherwood.
The increase in cost of goods sold during the first nine months of 2026 was primarily due to the factors noted above regarding the change in net sales.  Gross margin as a percentage o
f sales was 15.1 percent compared with 17.4 percent in the prior year. Depreciation and amortization decreased slightly during the first nine months of 2026 primarily as a result of several long-lived assets becoming fully depreciated and long-lived assets sold with Sherwood. Selling, general, and administrative expense increased slightly during the first nine months of 2026 primarily as a result of (i) higher employment costs of $1.5 million, (ii) higher professional fees of $0.9 million, and (iii) higher product liability claims of $0.9 million. These increases were largely offset by the absence of $1.5 million of expenses associated with Sherwood.
Climate Segment
The following table compares summary operating results for the third quarter and first nine months of 2026 and 2025 for the businesses comprising our Climate segment:
For the Quarter Ended
Percent Change
For the Nine Months Ended
Percent Change
(In thousands)
September 26, 2026
September 27, 2025
2026 vs. 2025
September 26, 2026
September 27, 2025
2026 vs. 2025
Net sales
$
142,827
$
126,665
12.8
%
$
411,544
$
387,287
6.3
%
Operating income
46,270
38,900
18.9
122,232
117,152
4.3
Net sales for the third quarter and first nine months of 2026 increased primarily as a result of higher demand, particularly for products utilized in commercial HVACR applications, and an increase in volume and price in certain product lines.
38
The following tables compare cost of goods sold and operating expenses as dollar amounts and as a percent of net sales for the third quarter and first nine months of 2026 and 2025:
For the Quarter Ended
For the Nine Months Ended
(In thousands)
September 26, 2026
September 27, 2025
September 26, 2026
September 27, 2025
Cost of goods sold
$
87,160
$
79,028
$
262,115
$
241,994
Depreciation and amortization
2,112
1,657
5,540
5,075
Selling, general and administrative expense
7,285
7,080
21,535
22,056
Loss on disposal of assets, net
—
—
122
1,010
Operating expenses
$
96,557
$
87,765
$
289,312
$
270,135
For the Quarter Ended
For the Nine Months Ended
September 26, 2026
September 27, 2025
September 26, 2026
September 27, 2025
Cost of goods sold
61.0
%
62.4
%
63.7
%
62.5
%
Depreciation and amortization
1.5
1.3
1.3
1.3
Selling, general and administrative expense
5.1
5.6
5.2
5.7
Loss on disposal of assets, net
—
—
—
0.3
Operating expenses
67.6
%
69.3
%
70.2
%
69.8
%
Cost of goods sold
increased
during the third quarter of 2026 primarily due
to the rise in raw material costs.  Gross margin as a percentage of sales was 39.0 percent compared with 37.6 percent in the prior year quarter. Depreciation and amortization and selling, general, and administrative expense were consistent with the third quarter of 2025.
Cost of goods sold increased during the first nine months of 2026 primarily due to factors noted above regarding the change in net sales.  Gross margin as a percentage of sales was 36.3 percent compared with 37.5 percent in the prior year. Depreciation and amortization and selling, general, and administrative expense were consistent with the first nine months of 2025. In addition, during the first nine months of 2025, the segment recorded a loss on the disposal of assets of $1.0 million.
39
Liquidity and Capital Resources
The following table presents selected financial information for the first nine months of 2026 and 2025:
(In thousands)
2026
2025
Increase (decrease) in:
Cash, cash equivalents, and restricted cash
$
64,820
$
223,991
Short-term investments
10,367
32,558
Property, plant, and equipment, net
66,321
15,571
Goodwill and intangible assets, net
65,731
(27,636)
Total debt
5,243
(1,094)
Working capital, net of cash and current debt
110,498
85,661
Net cash provided by operating activities
628,965
614,233
Net cash used in investing activities
(140,932)
(32,787)
Net cash used in financing activities
(418,999)
(367,291)
Cash Flows from Operating Activities
During the nine months ended September 26, 2026, net cash provided by operating activities was primarily attributable to (i) consolidated net income of $716.0 million and (ii) an increase in current liabilities of $219.8 million. There were also increases due to non-cash adjustments primarily consisting of (i) depreciation and amortization of $55.2 million and (ii) stock-based compensation expense of $23.3 million. These increases were partially offset by (i) an increase in accounts receivable of $253.6 million, (ii) an increase in inventories of $95.9 million, and (iii) a gain of $41.4 million related to the sale of the Sherwood business.
During the nine months ended September 27, 2025, net cash provided by operating activities was primarily attributable to (i) consolidated net income of $618.0 million, (ii) an increase in current liabilities of $120.8 million, and (iii) non-capital related insurance proceeds of $15.5 million for the March 2023 tornado in Covington, Tennessee. There were also increases due to non-cash adjustments primarily consisting of (i) depreciation and amortization of $51.6 million, (ii) stock-based compensation expense of $20.3 million, and (iii) deferred income tax expense of $10.6 million. These increases were partially offset by (i) an increase in accounts receivable of $100.8 million, (ii) the gain of $41.1 million related to insurance proceeds for the March 2023 tornado in Covington, Tennessee, (iii) an increase in inventories of $40.7 million, (iv) net gains on the disposal of assets of $26.7 million, and (v) unrealized gains on short-term investments of $5.9 million.
Cash Flows from I
nvesting Activities
The major components of net cash used in investing activities during the nine months ended September 26, 2026 included (i) $135.8 million for the purchase of Bison, net of cash acquired, and (ii) capital expenditures of $60.8 million. These uses were partially offset by proceeds from the sale of the Sherwood business, net of cash sold, of $57.0 million.
The major components of net cash used in investing activities during the nine months ended September 27, 2025 included (i) capital expenditures of $49.0 million and (ii) the purchase of short-term investments of $26.6 million. These uses were partially offset by (i) proceeds from the sale of properties of $38.5 million and (ii) insurance proceeds of $4.5 million for property and equipment related to the March 2023 tornado in Covington, Tennessee
.
Cash Flows from Financing Activities
For the nine months ended September 26, 2026, net cash used in financing activities consisted primarily of (i) $278.3 million used to repurchase common stock of the Company, (ii) $113.9 million used for the payment of regular quarterly dividends to stockholders of the Company, and (iii) $24.9 million net cash used to settle stock-based awards.
40
For the
nine months ended September 27, 2025
, net cash used in financing activities consisted primarily of (i) $243.6 million used to repurchase common stock of the Company, (ii) $81.7 million used for the payment of regular quarterly dividends to stockholders of the Company, (iii) $29.5 million net cash used to settle stock-based awards, and (iv)
$12.2 million used for the payment of dividends to noncontrolling interests
.
Liquidity and Outlook
We believe that cash provided by operations, funds available under the Credit Agreement, and cash on hand will be adequate to meet our liquidity needs, including working capital, capital expenditures, and debt payment obligations.
As of September 26, 2026, we had
$1.4 billion
of cash on
hand and $72.6 million availa
ble to be drawn under the Credit Agreement.
Our current ratio was 4.4 to 1.
We have significant environmental remediation obligations which we expect to pay over future years.  Cash used for environmental remediation acti
vities was approximately $2.1 million during the first nine months of 2026.  We expect to spend approximately $3.3 million ove
r the next twelve months for ongoing environmental remediation activities.
The Company declared a quarterly cash dividend of 17.5 cents per common share during the first, second, and third quarters of 2026, and 12.5 cents per common share during the first, second, and third quarters of 2025, respectively. Payment of dividends in the future is dependent upon our financial condition, cash flows, capital requirements, earnings, and other factors.
Long-Term Debt
As of September 26, 2026, the Company’s total debt was $5.2 million or 0.1 percent of its total capitalization.
The Company’s Credit Agreement provides for an unsecured $100.0 million revolving credit facility, which matures March 27, 2031.  There were no borrowings outstanding under the Credit Agreement as of September 26, 2026. The Credit Agreement backed approximately $27.4 million in letters of credit at the end of the third quarter of 2026.
Covenants contained in the Company’s financing obligations require, among other things, the maintenance of minimum levels of tangible net worth and the satisfaction of certain minimum financial ratios.  As of September 26, 2026, the Company was in compliance with all of its debt covenants.
Share Repurchase Program
The Board of Directors has extended, unti
l July 2028, t
he authorization to repurchase up to 80 million shares of the Company’s common stock through open market transactions or through privately negotiated transactions.  We may cancel, suspend, or extend the time period for the repurchase of shares at any time.  Any repurchases will be funded primarily through existing cash and cash from operations.  We may hold any shares repurchased in tr
easury or use a portion of the repurchased shares for our stock-based compensation plans, as well as for other corporate purposes.  From its initial authorization in 1999 through September 26, 2026, the Company has repurchased approxim
ately 42.5 mi
lli
on shares under this authorization.  See Part II., Item 2. below for information about the Company’s share repurchases during the quarter ended September 26, 2026.
Item 3.  Quantitative and Qualitative Disclosures About Market Risk
The Company is exposed to market risk from changes in raw material and energy costs, interest rates, and foreign currency exchange rates.  To reduce such risks, we may periodically use financial instruments.  Hedging transactions are authorized and executed pursuant to policies and procedures.  Further, we do not buy or sell financial instruments for trading purposes.
Cost and Availability of Raw Materials and Energy
Raw materials, primarily copper and brass, represent the largest component of the Company’s variable costs of production.  The cost of these materials is subject to global market fluctuations caused by factors beyond our control.  Significant increases in the cost of metal, to the extent not reflected in prices for our finished products, or the lack of availability could materially and adversely affect our business, results of operations, and financial condition.
The Company occasionally enters into future fixed-price arrangements with certain customers.  We may utilize futures contracts to hedge risks associated with these forward fixed-price arrangements.  We may also utilize futures contracts to manage price risk
41
associated with inventory.  Depending on the nature of the hedge, changes in the fair value of the futures contracts will either be offset against the change in fair value of the inventory through earnings or recognized as a component of accumulated other comprehensive income (AOCI) in equity and reflected in earnings upon the sale of inventory.  Periodic value fluctuations of the contracts generally offset the value fluctuations of the underlying fixed-price transactions or inventory.  At September 26, 2026, we held open futures contracts to purchase approximately $33.9 million of copper over the next 10 months related to fixed-price sales orders and to sell approximately $67.5 million of copper over the next six months related to copper inventory.
Interest Rates
At September 26, 2026, we had no variable-rate debt and $27.4 million in letters of credit outstanding.  At this borrowing level, a hypothetical 10 percent increase in interest rates would have had an insignificant unfavorable impact on our pre-tax earnings and cash flows.  The primary interest rate exposure on variable-rate debt is based on the Secured Overnight Financing Rate (SOFR).
Foreign Currency Exchange Rates
Foreign currency exposures arising from transactions include firm commitments and anticipated transactions denominated in a currency other than an entity’s functional currency.  The Company and its subsidiaries generally enter into transactions denominated in their respective functional currencies.  We may utilize certain futures or forward contracts with financial institutions to hedge foreign currency transactional exposures.  Gains and losses with respect to these positions are deferred in equity as a component of AOCI and reflected in earnings upon collection of receivables or payment of commitments.  At September 26, 2026, we had open forward contracts with a financial institution to sell approximately 7.4 million euros and 1.6 million Norwegian kroner through January 2027.
The Company’s primary foreign currency exposure arises from foreign-denominated revenues and profits and their translation into U.S. dollars.  The primary currencies to which we are exposed include the Canadian dollar, the British pound sterling, the Mexican peso, the South Korean won, and the Bahraini dinar.  The Company generally views its investments in foreign subsidiaries with a functional currency other than the U.S. dollar as long-term.  As a result, we generally do not hedge these net investments.
Cautionary Statement Regarding Forward Looking Information
This Quarterly Report contains various forward-looking statements and includes assumptions concerning the Company’s operations, future results, and prospects.  These forward-looking statements are based on current expectations and are subject to risk and uncertainties, and may be influenced by factors that could cause actual outcomes and results to be materially different from those predicted.  The forward-looking statements reflect knowledge and information available as of the date of preparation of the Quarterly Report, and the Company undertakes no obligation to update these forward-looking statements.  We identify the forward-looking statements by using the words “anticipates,” “believes,” “expects,” “intends” or similar expressions in such statements.
In connection with the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, the Company provides the following cautionary statement identifying important economic, political, and technological factors, among others, which could cause actual results or events to differ materially from those set forth in or implied by the forward-looking statements and related assumptions.  In addition to those factors discussed under “Risk Factors” in the Annual Report on Form 10-K for the year ended December 27, 2025, such factors include: (i) the current and projected future business environment, including interest rates and capital and consumer spending; (ii) the domestic housing and commercial construction industry environment; (iii) availability and price fluctuations in commodities (including copper, natural gas, and other raw materials); (iv) competitive factors and competitor responses to the Company’s initiatives; (v) stability of government laws and regulations, including taxes; (vi) the impact of enhanced U.S. tariffs, import/export restrictions or other trade barriers on global economic conditions, financial markets and our business; (vii) availability of financing; and (viii) continuation of the environment to make acquisitions, domestic and foreign, including regulatory requirements and market values of candidates.
42
Item 4.  Controls and Procedures
Evaluation of Disclosure Controls and Procedures
The Company maintains disclosure controls and procedures designed to ensure information required to be disclosed in Company reports filed under the Securities Exchange Act of 1934, as amended (the Exchange Act), is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms.  Disclosure controls and procedures are designed to provide reasonable assurance that information required to be disclosed in Company reports filed under the Exchange Act is accumulated and communicated to management, including the Company’s Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures pursuant to Rule 13a-15(e) of the Exchange Act as of September 26, 2026.  Based on that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures are effective as of September 26, 2026 to ensure that information required to be disclosed in Company reports filed under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms and (ii) accumulated and communicated to management, including the Company’s principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
Changes in Internal Control over Financial Reporting
There were no changes in the Company’s internal control over financial reporting during the Company’s fiscal quarter ended September 26, 2026, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
PART II.  OTHER INFORMATION
Item 1.  Legal Proceedings
General
The Company is involved in certain litigation as a result of claims that arose in the ordinary course of business.  Additionally, the Company may realize the benefit of certain legal claims and litigation in the future; these gain contingencies are not recognized in the Condensed Consolidated Financial Statements. For a description of material pending legal proceedings, see “
Note 11 - Commitments and Contingencies
” in the Notes to the Condensed Consolidated Financial Statements, which is incorporated herein by reference.
Item 1A.  Risk Factors
The Company is exposed to risk as it operates its businesses.  To provide a framework to understand the operating environment of the Company, we have provided a brief explanation of the more significant risks associated with our businesses in our 2025 Annual Report on Form 10-K.  There have been no material changes in risk factors that were previously disclosed in our 2025 Annual Report on Form 10-K. Additionally, the operating results of the Company’s unconsolidated affiliates may be adversely affected by unfavorable economic and market conditions.
43
Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Purchases of Equity Securities
The Company’s Board of Directors has extended,
until July 2028, the
authorization to repurchase up to 80 million shares of the Company’s common stock through open market transactions or through privately negotiated transactions.  The Company may cancel, suspend, or extend the time period for the repurchase of shares at any time.  Any repurchases will be funded primarily through existing cash and cash from operations.  The Company may hold any shares repurchased in treasury or use a portion of the repurchased shares for its stock-based compensation plans, as well as for other corporate
purposes.  From its initial authorization in 1999 through September 26, 2026, the Company had repurchased app
roximately 42.5 million s
hares un
der this authorization.  Below is a summary of the Company’s stock repurchases for the period ended September 26, 2026.
(a)
Total Number
of Shares Purchased
(1)
(b)
Average Price Paid per Share
(c)
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
(d)
Maximum Number of Shares That May Yet Be Purchased Under the Plans or Programs
(2)
June 28, 2026 - July 25, 2026
5,300
$
9.53
—
40,760,390
July 26, 2026 - August 22, 2026
700,697
$
63.47
312,821
40,447,569
August 23, 2026 - September 26, 2026
2,937,760
$
63.18
2,937,760
37,509,809
Total
3,643,757
3,250,581
(1)
Includes shares tendered to the Company by holders of stock-based awards in payment of the purchase price and/or withholding taxes upon exercise and/or vesting and shares purchased as part of a publicly announced plan. Also includes shares resulting from restricted stock forfeitures at the average cost of treasury stock.
(2)
Shares available to be purchased under the
Company’s 80 million share repurchase authorization until July 2028. The extension of the authorization was announced on October 21, 2026.
Item 5.  Other Information
During the quarter ended September 26, 2026, no director or officer (as defined in Rule 16a-1(f) under the Exchange Act) of the Company
adopted
or
terminated
a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (in each case, as defined in Item 408(a) of Regulation S-K).
44
Item 6.  Exhibits
31.1
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.
31.2
Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.
32.1
Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2
Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase
101.INS
Inline XBRL Instance Document
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase
101.PRE
Inline XBRL Presentation Linkbase Document
101.SCH
Inline XBRL Taxonomy Extension Schema
104
Cover Page Interactive Data File (embedded within the Inline XBRL document and included in exhibit 101)
Items 3 and 4 are not applicable and have been omitted.
45
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
MUELLER INDUSTRIES, INC.
/s/ Jeffrey A. Martin
Jeffrey A. Martin
October 21, 2026
Chief Financial Officer and Treasurer
Date
(Principal Financial and Accounting Officer)
/s/ Anthony J. Steinriede
October 21, 2026
Anthony J. Steinriede
Date
Vice President – Corporate Controller
46

----- q32026exhibit311.htm -----
EX-31.1
2
q32026exhibit311.htm
EX-31.1
Document
Exhibit 31.1
CERTIFICATION
I, Gregory L. Christopher, certify that:
1.
I have reviewed this quarterly report on Form 10-Q of Mueller Industries, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)), for the registrant and have:
a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;
c)
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: October 21, 2026
/s/ Gregory L. Christopher
Gregory L. Christopher
Chief Executive Officer

----- q32026exhibit312.htm -----
EX-31.2
3
q32026exhibit312.htm
EX-31.2
Document
Exhibit 31.2
CERTIFICATION
I, Jeffrey A. Martin, certify that:
1.
I have reviewed this quarterly report on Form 10-Q of Mueller Industries, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)), for the registrant and have:
a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;
c)
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: October 21, 2026
/
s/
Jeffrey A. Martin
Jeffrey A. Martin
Chief Financial Officer

----- q32026exhibit321.htm -----
EX-32.1
4
q32026exhibit321.htm
EX-32.1
Document
Exhibit 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Mueller Industries, Inc. (the "Company") on Form 10-Q for the period ending September 26, 2026 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Gregory L. Christopher, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
(1)
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
/s/ GREGORY L. CHRISTOPHER
Gregory L. Christopher
Chief Executive Officer
October 21, 2026

----- q32026exhibit322.htm -----
EX-32.2
5
q32026exhibit322.htm
EX-32.2
Document
Exhibit 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Mueller Industries, Inc. (the "Company") on Form 10-Q for the period ending September 26, 2026 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Jeffrey A. Martin, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
(1)
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
/s/ JEFFREY A. MARTIN
Jeffrey A. Martin
Chief Financial Officer
October 21, 2026