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AZZ Inc. (NYSE: AZZ) reports record FY26 earnings and keeps 2027 guidance

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

AZZ Inc. reported strong results for fiscal 2026, with sales of $1.65 billion, up 4.6% from 2025, and net income of $317.3 million, up 146.3%. Adjusted diluted EPS rose 19.0% to $6.19, reflecting organic growth and margin improvement.

Metal Coatings sales grew 14.1% to $758.7 million with a 31.0% Adjusted EBITDA margin, while Precoat Metals sales declined 2.3% to $891.4 million with a 19.8% margin. Operating cash flow reached $525.4 million, enabling $385.3 million of debt reduction and bringing net leverage down to 1.4x.

In Q4 2026, sales were $385.1 million, up 9.4%. GAAP diluted EPS fell 20.9% to $0.53, but adjusted diluted EPS increased 36.7% to $1.34. AZZ reiterated fiscal 2027 guidance for sales of $1.725–$1.775 billion, Adjusted EBITDA of $360–$400 million, and adjusted diluted EPS of $6.50–$7.00.

Positive

  • Record FY2026 profitability and strong margins: Net income rose 146.3% to $317.3 million and adjusted diluted EPS increased 19.0% to $6.19, with consolidated Adjusted EBITDA margin at 22.3% and Metal Coatings margin at 31.0%.
  • Significant deleveraging and cash generation: Operating cash flow reached $525.4 million, enabling $385.3 million of debt reduction and lowering the net leverage ratio to 1.4x from 2.5x year over year.
  • Confident FY2027 outlook: Management reiterated guidance for FY2027 sales of $1.725–$1.775 billion, Adjusted EBITDA of $360–$400 million, and adjusted diluted EPS of $6.50–$7.00.

Negative

  • Precoat Metals revenue pressure: Precoat Metals full-year sales declined 2.3% to $891.4 million, and Q4 2026 sales fell 2.4% versus the prior-year quarter amid softer demand in construction, transportation, and HVAC end markets.
  • Volatility from AVAIL joint venture: Equity in earnings swung from $16.2 million in FY2025 to $209.7 million in FY2026, including gains and losses tied to EPG and WSI divestitures and Brazil-related adjustments, contributing to GAAP EPS variability.
  • Q4 GAAP earnings decline: Despite higher sales, fourth quarter 2026 GAAP diluted EPS decreased 20.9% to $0.53 compared with the prior-year quarter.

Insights

Record FY26 profitability, deleveraging, and reiterated FY27 guidance signal durable momentum.

AZZ delivered fiscal 2026 net income of $317.3 million, up 146.3%, on sales of $1.65 billion, up 4.6%. Adjusted diluted EPS rose 19.0% to $6.19, with consolidated Adjusted EBITDA of $367.6 million (22.3% margin). Metal Coatings led, growing sales 14.1% and sustaining a 31.0% margin.

Cash generation was notable: operating cash flow reached $525.4 million, aided by $273.2 million of AVAIL JV distributions. Management used this to cut debt by $385.3 million, lowering the net leverage ratio to 1.4x from 2.5x, while still funding $80.8 million in capex and returning $43.1 million via buybacks and dividends.

Fourth quarter GAAP EPS declined 20.9% to $0.53 as AVAIL-related equity income swung to a loss, yet adjusted EPS grew 36.7% to $1.34, highlighting underlying operations. Management reiterated FY27 guidance for sales of $1.725–$1.775 billion, Adjusted EBITDA of $360–$400 million, and adjusted EPS of $6.50–$7.00 for the year ending February 28, 2027, assuming $80–$100 million capex and further debt reduction of $130–$170 million.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
FY2026 Sales $1.65 billion Year ended February 28, 2026; up 4.6% vs 2025
FY2026 Net Income $317.3 million Year ended February 28, 2026; up 146.3% vs 2025
FY2026 Adjusted Diluted EPS $6.19 Year ended February 28, 2026; up 19.0% vs 2025
Q4 2026 Sales $385.1 million Three months ended February 28, 2026; up 9.4% YoY
Q4 2026 GAAP Diluted EPS $0.53 Three months ended February 28, 2026; down 20.9% YoY
Operating Cash Flow $525.4 million Year ended February 28, 2026; includes $273.2M AVAIL JV distributions
Debt Reduction $385.3 million Fiscal 2026 total debt paid down; net leverage reduced to 1.4x
FY2027 Sales Guidance $1.725–$1.775 billion Guidance for year ending February 28, 2027
Adjusted EBITDA financial
"Consolidated Adjusted EBITDA of $367.6 million, or 22.3% of sales"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Adjusted net income financial
"Adjusted net income of $187.1 million, up 19.3%"
Adjusted net income is a company's reported profit after removing unusual, one-time, or non-operational items so the number reflects the business’s regular earning power. Investors use it like a cleaned-up scorecard — similar to judging a player’s season performance without a few fluke games — to compare companies or assess trends without being misled by rare gains or losses that won’t affect future cash flow.
net leverage ratio financial
"Net leverage ratio of 1.4x, down from prior year of 2.5x"
The net leverage ratio measures how much debt a company has compared to its available assets or earnings, after accounting for its cash and liquid assets. It helps investors understand how heavily a company relies on borrowed money to finance its operations and growth. A higher ratio indicates greater financial risk, while a lower ratio suggests a more cautious approach to borrowing.
hot-dip galvanizing technical
"leading independent provider of hot-dip galvanizing and coil coating solutions"
A metal-protection process where steel or iron is dipped into molten zinc to form a durable, corrosion-resistant coating — like giving metal a long-lasting raincoat. It matters to investors because hot-dip galvanizing extends product life, reduces maintenance and warranty costs, and can be a regulatory or quality requirement in construction, infrastructure and manufacturing markets; changes in demand, energy or zinc prices and environmental rules can affect company margins and capital needs.
non-GAAP financial measures financial
"we provide Adjusted Net Income, Adjusted Earnings per Share and Adjusted EBITDA, which are non-GAAP measures"
Non-GAAP financial measures are numbers companies use to show their financial performance that exclude certain expenses or income. They help investors see how the company might perform without one-time costs or other unusual items, giving a different perspective from official reports. However, since they can be adjusted, they don’t always tell the full story and should be looked at alongside standard financial figures.
equity in earnings of unconsolidated subsidiaries financial
"Equity in earnings (loss) of unconsolidated subsidiaries 209,733"
FY2026 Sales $1.65 billion +4.6% vs FY2025
FY2026 Net Income $317.3 million +146.3% vs FY2025
FY2026 Adjusted EBITDA $367.6 million vs $347.9 million in FY2025
Q4 2026 Sales $385.1 million +9.4% vs Q4 2025
Q4 2026 Adjusted Diluted EPS $1.34 +36.7% vs Q4 2025
Guidance

For FY2027, AZZ guides to sales of $1.725–$1.775 billion, Adjusted EBITDA of $360–$400 million, and adjusted diluted EPS of $6.50–$7.00.

Understanding 8-K Material Events →
0000008947false00000089472026-04-222026-04-22

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
April 22, 2026
Date of Report (Date of earliest event reported)

AZZ Inc.
(Exact name of Registrant as specified in its charter)
Texas1-1277775-0948250
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
One Museum Place, Suite 500
3100 West 7th Street
Fort Worth, Texas 76107
(Address of principal executive offices) (Zip Code)
(817) 810-0095
(Registrant’s telephone number, including area code)
Not applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class  Trading SymbolName of each exchange on which registered
Common Stock  AZZNew York Stock Exchange
NYSE Texas, Inc.
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 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. ☐




Item 2.02 Results of Operations and Financial Condition.

On April 22, 2026, AZZ Inc. ("AZZ") issued a press release reporting AZZ’s fourth quarter financial results for the period ended February 28, 2026. A copy of this press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information in this Item 2.02 (including Exhibit 99.1) is being furnished and shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. Nor shall the information in this Current Report be incorporated by reference in any other filing with the U.S. Securities and Exchange Commission made by AZZ, whether made before or after the date hereof, unless specifically identified therein as being incorporated therein by reference in such filing.

Item 9.01 Financial Statements and Exhibits.

The following exhibits are filed as part of this report.
ExhibitDescription
99.1
Press release, reporting financial results for the fourth quarter of fiscal year 2026, ended February 28, 2026.



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 hereunto duly authorized.

AZZ Inc.
Date:
April 22, 2026
By:
 /s/ Jason Crawford
Jason Crawford
Senior Vice President, Chief Financial Officer and
Principal Accounting Officer







AZZ Inc. Reports Fourth Quarter and Fiscal Year 2026
Full-Year Results

Achieved Record Full-Year Sales Growth, Profitability, and Cash Generation

April 22, 2026 - FORT WORTH, TX - AZZ Inc. (NYSE: AZZ), the leading independent provider of hot-dip galvanizing and coil coating solutions, today issued its audited consolidated financial statements contained in the Company's Fiscal Year 2026 Annual Report on Form 10-K for the year ended February 28, 2026.
Fiscal Year 2026 Overview (as compared to prior fiscal year 2025(1)):
◦Total Sales of $1.65 billion, up 4.6%
▪Metal Coatings sales of $758.7 million, up 14.1%
▪Precoat Metals sales of $891.4 million, down 2.3%
◦Net Income of $317.3 million, up 146.3%; Adjusted net income of $187.1 million, up 19.3%
◦GAAP diluted EPS of $10.50 per share, up 486.6%; fiscal 2026 was meaningfully impacted by the equity in earnings from the AVAIL joint venture divestitures, while fiscal 2025 included full redemption of Series A Preferred Stock. Adjusted diluted EPS was $6.19, up 19.0%, primarily due to organic growth
◦Consolidated Adjusted EBITDA of $367.6 million, or 22.3% of sales, versus prior year of $347.9 million, or 22.0% of sales
◦Segment Adjusted EBITDA margin of 31.0% for Metal Coatings and 19.8% for Precoat Metals
◦Cash flow from operations of $525.4 million, included $273.2 million from AVAIL JV cash distributions
◦Repurchased 201,416 shares of common stock, or approximately $20.0 million at an average price of $99.28
◦Cash dividend payments totaling $23.1 million
◦Net leverage ratio of 1.4x, down from prior year of 2.5x; debt reduction of $385.3 million
Fourth Quarter 2026 Overview (as compared to prior fiscal year fourth quarter(1)):
◦Total Sales of $385.1 million, up 9.4%
▪Metal Coatings sales of $186.5 million, up 25.7%, primarily due to increased volume
▪Precoat Metals sales of $198.6 million, down 2.4%, primarily due to lower volume
◦Net Income of $15.9 million, down 21.2%; Adjusted net income of $40.4 million, up 36.4%
◦GAAP diluted EPS of $0.53 per share, down 20.9%, and Adjusted diluted EPS of $1.34, up 36.7%
◦Consolidated Adjusted EBITDA of $81.3 million, or 21.1% of sales, versus prior year of $71.2 million, or 20.2% of sales
◦Segment Adjusted EBITDA margins of 30.2% for Metal Coatings and 18.2% for Precoat Metals
(1) Adjusted Net Income, Adjusted EPS, Adjusted EBITDA and net leverage ratio are non-GAAP financial measures as defined and reconciled in the tables below.
Tom Ferguson, President, and Chief Executive Officer of AZZ, commented, "Fiscal year 2026 represents record full year sales and profitability, and AZZ's 39th consecutive year of profitability from continuing operations, as we continued to execute upon our growth strategy. We are pleased with full-year sales of $1.65 billion, up 4.6%, based primarily on organic growth and strong execution. For the year, our Metal Coatings segment delivered sales of $758.7 million, and 31.0% EBITDA margin, and Precoat Metals delivered sales of $891.4 million and 19.8% EBITDA margin. We are encouraged by the performance of our new Washington facility, which reached profitability in the fourth quarter, underscoring the success of our strategic investment.
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"Looking forward, we remain focused on disciplined execution of our organic growth strategies while capitalizing on strong U.S. infrastructure investment across our key end markets. The Company is well-positioned to capitalize on a growing pipeline of M&A opportunities to augment organic growth in the new fiscal year. Finally, I want to thank our dedicated AZZ employees for their hard work, disciplined focus, and pride and passion for delivering quality and service to our customers." Ferguson concluded.
Segment Performance
Full Year 2026 Metal Coatings
Strong sales of $758.7 million, up 14.1% from prior year. Improved sales were driven by an increase in volume for hot-dip galvanizing, supported by continued strength within construction, electrical transmission and distribution, and industrial end markets. Segment Adjusted EBITDA of $235.5 million was up 14.7% versus the prior year. Adjusted EBITDA margin of 31.0% was at the upper end of stated range of 27%-32%, and increased 10 basis points due to a higher volume of steel processed and operational efficiencies.
Full Year 2026 Precoat Metals
Sales of $891.4 million, down 2.3% from prior year. Segment EBITDA of $176.2 million or 19.8% of sales, was down 1.6%, driven by materially lower volume within residential construction, HVAC and transportation end markets, and partially offset by higher average selling price.
Fourth Quarter 2026 Metal Coatings
Sales increased 25.7% to $186.5 million and EBITDA increased 30.1% to $56.3 million versus the prior quarter in fiscal 2025. Sales were higher this year due to increased infrastructure-related demand, and unfavorable weather conditions in last year's quarter. Segment EBITDA margin increased to 30.2% of sales, or 100 basis points higher than the prior year fourth quarter EBITDA margin.
Fourth Quarter 2026 Precoat Metals
Sales decreased 2.4% to $198.6 million and EBITDA increased 0.2% to $36.2 million, versus the prior quarter in fiscal 2025. Sales were lower as a result of decreased volume due to lower end market demand in construction, transportation, and HVAC. Segment EBITDA margin increased to 18.2% of sales, or 40 basis points higher than the prior year fourth quarter EBITDA margin.

Balance Sheet, Liquidity and Capital Allocation
The Company generated significant operating cash flow of $525.4 million for fiscal 2026 through improved earnings, as well as cash distributions during the year totaling $273.2 million from the AVAIL JV following the sale of its Electrical Products Group ("EPG") and welding services businesses ("WSI"), coupled with a continued focus on working capital management. At the end of the fourth quarter, the Company's net leverage was 1.4x for the trailing twelve months ended February 28, 2026. Consistent with the capital allocation strategy, the Company paid down debt of $385.3 million, repurchased $20.0 million of common shares, completed an acquisition in the Metal Coatings segment of $30.1 million, and returned cash to common shareholders through cash dividend payments totaling $23.1 million. Capital expenditures were $80.8 million during the year, which included $7.8 million for the greenfield facility in Washington, Missouri. Fiscal 2027 capital expenditures are expected to be approximately $80 - $100 million, reflecting an increase in growth capital for hot-dip galvanizing capacity expansions and technology improvements. In fiscal 2027, we will continue to allocate our strong cash flow generated from operations to support our capital allocation strategy, which includes strategic M&A, managing leverage and returning capital to shareholders through share repurchases and dividends.

Financial Outlook — Reiterating Fiscal Year 2027 Guidance
We are reiterating our fiscal year guidance for the year ending February 28, 2027, which reflects our confidence in the Company's strategic execution, operational resilience, and market positioning. Fiscal year 2027 guidance reflects our best estimates given expected market conditions for the full year, lower interest expense, an annualized effective tax rate of 25% and excludes M&A activity and any federal regulatory changes that may emerge.
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FY2027 Guidance(1)
Sales$1.725 - $1.775 billion
Adjusted EBITDA$360 - $400 million
Adjusted Diluted EPS$6.50 - $7.00
(1) FY2027 Guidance Assumptions:
a.The newly built Washington, Missouri plant is expected to be accretive to earnings in FY2027.
b.Capital expenditures are expected to be approximately $80 to $100 million, reflecting an increase in growth capital for hot-dip galvanizing capacity expansions and technology improvements for both Metal Coatings and Precoat Metals.
c.Interest expense is expected to be $35 to $45 million.
d.The annualized effective tax rate of 25% excludes federal regulatory changes that may emerge.
e.Debt reduction in the range of $130 to $170 million.
f.Adjusted Diluted EPS guidance includes adding back amortization related to the Company's intangible assets.
g.Excludes all potential M&A activities.
h.Excludes the potential for equity in income (or loss) and cash distributions from AZZ's minority interest in its unconsolidated subsidiary.
Conference Call Details
AZZ Inc. will conduct a live conference call with Tom Ferguson, Chief Executive Officer, Jason Crawford, Chief Financial Officer, and David Nark, Chief Marketing, Communications, and Investor Relations Officer to discuss financial results for the fourth quarter of the fiscal year 2026, Thursday, April 23, 2026, at 11:00 A.M. ET. Interested parties can access the conference call by dialing (844) 855-9499 or (412) 317-5497 (international). A webcast of the call will be available on the Company's Investor Relations page at http://www.azz.com/investor-relations.
A replay of the call will be available at (855) 669-9658 or (412) 317-0088 (international), replay access code: 5871094 through April 30, 2026, or by visiting http://www.azz.com/investor-relations for the next 12 months.
About AZZ Inc.
AZZ Inc. is the leading independent provider of hot-dip galvanizing and coil coating solutions to a broad range of end-markets in North America. Collectively, our business segments provide sustainable, unmatched metal coating solutions that enhance the longevity and appearance of buildings, products and infrastructure that are essential to everyday life.
Safe Harbor Statement
Certain statements herein about our expectations of future events or results constitute forward-looking statements for purposes of the safe harbor provisions of The Private Securities Litigation Reform Act of 1995. You can identify forward-looking statements by terminology such as "may," "could," "should," "expects," "plans," "will," "might," "would," "projects," "currently," "intends," "outlook," "forecasts," "targets," "anticipates," "believes," "estimates," "predicts," "potential," "continue," or the negative of these terms or other comparable terminology. Such forward-looking statements are based on currently available competitive, financial, and economic data and management’s views and assumptions regarding future events. Such forward-looking statements are inherently uncertain, and investors must recognize that actual results may differ from those expressed or implied in the forward-looking statements. Forward-looking statements speak only as of the date they are made and are subject to risks that could cause them to differ materially from actual results. Certain factors could affect the outcome of the matters described herein. This press release may contain forward-looking statements that involve risks and uncertainties including, but not limited to, changes in customer demand for our manufactured solutions, including demand by the construction markets, the industrial markets, and the metal coatings markets. We could also experience additional increases, including increases due to inflation, in labor costs, components and raw materials including zinc and natural gas, which are used in our hot-dip galvanizing process, paint used in our coil coating process; customer requested delays of our manufactured solutions; delays in additional acquisition opportunities; an increase in our debt leverage and/or interest rates on our debt, of which a significant portion is tied to variable interest rates; availability of experienced management and employees to implement AZZ’s growth strategy; a downturn in market conditions in any industry relating to the manufactured solutions that we provide; economic volatility, including a prolonged economic downturn or macroeconomic conditions such as inflation or changes in the political stability in the United States and other foreign markets in which we operate; tariffs, acts of war or terrorism inside the United
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States or abroad; and other changes in economic and financial conditions. AZZ has provided additional information regarding risks associated with the business, including in Part I, Item 1A. Risk Factors, in AZZ's Annual Report on Form 10-K for the fiscal year ended February 28, 2026, and other filings with the SEC, available for viewing on AZZ's website at www.azz.com and on the SEC's website at www.sec.gov.You are urged to consider these factors carefully when evaluating the forward-looking statements herein and are cautioned not to place undue reliance on such forward-looking statements, which are qualified in their entirety by this cautionary statement. These statements are based on information as of the date hereof and AZZ assumes no obligation to update any forward-looking statements, whether as a result of new information, future events, or otherwise.

Company Contact:
David Nark, Chief Marketing, Communications, and Investor Relations Officer
AZZ Inc.
(817) 810-0095
www.azz.com

Investor Contact:
Sandy Martin / Phillip Kupper
Three Part Advisors
(214) 616-2207 or (817) 368-2556
www.threepa.com










---Financial tables on the following page---
4

AZZ Inc.
Condensed Consolidated Statements of Income
(dollars in thousands, except per share data)
(unaudited)
Three Months Ended February 28,Year Ended February 28,
2026202520262025
Sales$385,097 $351,875 $1,650,080 $1,577,744 
Cost of sales297,505 273,157 1,255,125 1,195,064 
Gross margin87,592 78,718 394,955 382,680 
Selling, general and administrative30,464 38,284 130,338 146,316 
Operating income57,128 40,434 264,617 236,364 
Interest expense, net(11,216)(17,375)(55,650)(81,282)
Equity in earnings (loss) of unconsolidated subsidiaries(21,698)3,693 209,733 16,163 
Other income (expense), net376 (420)1,615 (562)
Income before income taxes24,590 26,332 420,315 170,683 
Income tax expense8,659 6,122 103,055 41,850 
Net income15,931 20,210 317,260 128,833 
Series A Preferred Stock Dividends— — — (1,200)
Redemption premium on Series A Preferred Stock— — — (75,198)
Net income available to common shareholders$15,931 $20,210 $317,260 $52,435 
Basic earnings per common share$0.53 $0.68 $10.59 $1.80 
Diluted earnings per common share$0.53 $0.67 $10.50 $1.79 
Weighted average shares outstanding - Basic29,872 29,898 29,955 29,086 
Weighted average shares outstanding - Diluted30,138 30,169 30,211 29,344 
Cash dividends declared per common share$0.20 $0.17 $0.77 $0.68 
5

AZZ Inc.
Segment Reporting
(dollars in thousands)
(unaudited)
Three Months Ended February 28,Year Ended February 28,
2026202520262025
Sales:
Metal Coatings$186,512 $148,357 $758,709 $665,107 
Precoat Metals
198,585 203,518 891,371 912,637 
Total Sales$385,097 $351,875 $1,650,080 $1,577,744 
Adjusted EBITDA:
Metal Coatings$56,279 $43,248 $235,503 $205,362 
Precoat Metals
36,240 36,175 176,161 179,013 
Infrastructure Solutions667 3,488 5,129 15,892 
Total Segment Adjusted EBITDA(1)
$93,186 $82,911 $416,793 $400,267 
(1)
See the non-GAAP disclosure section below for a reconciliation between the various measures calculated in accordance with GAAP to the non-GAAP financial measures.
AZZ Inc.
Condensed Consolidated Balance Sheets
(dollars in thousands)
(unaudited)
As of
February 28, 2026February 28, 2025
Assets:
Current assets$395,368 $375,444 
Property, plant and equipment, net609,305 592,941 
Other non-current assets, net1,208,801 1,258,716 
Total Assets$2,213,474 $2,227,101 
Liabilities and Shareholders’ equity:
Current liabilities$232,274 $220,992 
Long-term debt, net477,738 852,365 
Other non-current liabilities166,431 108,249 
Shareholders' equity1,337,031 1,045,495 
Total Liabilities and Shareholders' equity$2,213,474 $2,227,101 


6

AZZ Inc.
Condensed Consolidated Statements of Cash Flows
(dollars in thousands)
(unaudited)
Year Ended February 28,
20262025
Net cash provided by operating activities(1)
$525,446 $249,909 
Net cash used in investing activities(91,482)(114,997)
Net cash used in financing activities(434,122)(138,695)
Effect of exchange rate changes on cash(625)922 
Net decrease in cash and cash equivalents(783)(2,861)
Cash and cash equivalents at beginning of period1,488 4,349 
Cash and cash equivalents at end of period$705 $1,488 
(1)
For the year ended February 28, 2026, net cash provided by operating activities includes distributions from AVAIL of $273.2 million. Refer to footnote 8 on page 12.


7

AZZ Inc.
Non-GAAP Disclosure
Adjusted Net Income, Adjusted Earnings Per Share and Adjusted EBITDA

In addition to reporting financial results in accordance with Generally Accepted Accounting Principles in the United States ("GAAP"), we provide Adjusted Net Income, Adjusted Earnings per Share and Adjusted EBITDA (collectively, the "Adjusted Earnings Measures"), which are non-GAAP measures. Management believes that the presentation of these measures provides investors with greater transparency when comparing operating results across a broad spectrum of companies, which provides a more complete understanding of our financial performance, competitive position, prospects for future capital investment and debt reduction. Management also believes that investors regularly rely on non-GAAP financial measures, such as Adjusted Net Income, Adjusted Earnings per Share and Adjusted EBITDA to assess operating performance and that such measures may highlight trends in our business that may not otherwise be apparent when relying on financial measures calculated in accordance with GAAP.
In calculating adjusted net income and adjusted earnings per share, management excludes: 1) intangible asset amortization, 2) restructuring charges, 3) certain legal settlements and accruals, 4) retirement and other severance expenses, 5) redemption premium on Series A Preferred Stock, 6) additional stock compensation expense related to the adoption of our executive retiree long-term incentive program, and 7) certain adjustments related to the Company's unconsolidated joint venture from the reported GAAP measure. Management defines Adjusted EBITDA as adjusted net income excluding depreciation, amortization, interest and provision for income taxes. Management believes Adjusted EBITDA is used by investors to analyze operating performance and evaluate the Company's ability to incur and service debt, as well as its capacity for making capital expenditures in the future.
Management provides non-GAAP financial measures for informational purposes and to enhance understanding of the Company's GAAP consolidated financial statements. Readers should consider these measures in addition to, but not instead of or superior to, the Company's financial statements prepared in accordance with GAAP, and undue reliance should not be placed on these non-GAAP financial measures. Additionally, these non-GAAP financial measures may be determined or calculated differently by other companies, limiting the usefulness of those measures for comparative purposes.
The following tables provide a reconciliation for the three months ended and year ended February 28, 2026 and February 28, 2025 between the non-GAAP Adjusted Earnings Measures to the most comparable measures, calculated in accordance with GAAP (in thousands, except per share data):

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Adjusted Net Income and Adjusted Earnings Per Share

Three Months Ended February 28,Year Ended February 28,
2026202520262025
Amount
Per
 Diluted Share(1)
Amount
Per
 Diluted Share(1)
Amount
Per
 Diluted Share(1)
Amount
Per
 Diluted Share(1)
Net income$15,931 $20,210 $317,260 $128,833 
Less: Series A Preferred Stock dividends— — — (1,200)
Less: Redemption premium on Series A Preferred Stock— — — (75,198)
Net income available to common shareholders(2)
15,931 $0.53 20,210 $0.67 317,260 $10.50 52,435 $1.74 
Impact of Series A Preferred Stock dividends(2)
— — — — — — 1,200 0.04 
Net income and diluted earnings per share for Adjusted net income calculation(2)
15,931 0.53 20,210 0.67 317,260 10.50 53,635 1.79 
Adjustments:
Amortization of intangible assets5,726 0.19 5,758 0.19 23,083 0.76 23,111 0.77 
Restructuring charges(3)
— — — — 3,827 0.13 — — 
Legal settlement and accrual(4)
— — 6,466 0.21 — — 9,949 0.33 
Retirement and other severance expense(5)
— — 188 0.01 — — 3,741 0.12 
Redemption premium on Series A Preferred Stock(6)
— — — — — — 75,198 2.50 
Executive retiree long-term incentive program(7)
— — — — 2,185 0.07 — — 
AVAIL JV equity in earnings adjustment(8)
22,369 0.74 — — (204,474)(6.77)— — 
Subtotal28,095 0.93 12,412 0.41 (175,379)(5.81)111,999 3.72 
Tax impact(9)
(3,593)(0.12)(2,979)(0.10)45,241 1.50 (8,832)(0.29)
Total adjustments24,502 0.81 9,433 0.31 (130,138)(4.31)103,167 3.42 
Adjusted net income and adjusted earnings per share (non-GAAP)$40,433 $1.34 $29,643 $0.98 $187,122 $6.19 $156,802 $5.20 
Weighted average shares outstanding—Diluted for Adjusted earnings per share(2)
30,138 30,169 30,211 30,134 
    
See notes on page 12.

9

Adjusted EBITDA
Three Months Ended February 28,Year Ended February 28,
2026202520262025
Net income$15,931 $20,210 $317,260 $128,833 
Interest expense11,216 17,375 55,650 81,282 
Income tax expense8,659 6,122 103,055 41,850 
Depreciation and amortization23,080 20,821 90,056 82,205 
Adjustments:
Restructuring charges(3)
— — 3,827 — 
Legal settlement and accrual(4)
— 6,466 — 9,949 
Retirement and other severance expense(5)
— 188 — 3,741 
Executive retiree long-term incentive program(7)
— — 2,185 — 
AVAIL JV equity in earnings adjustment(8)
22,369 — (204,474)— 
Adjusted EBITDA (non-GAAP)$81,255 $71,182 $367,559 $347,860 
See notes on page 12.

Adjusted EBITDA by Segment
Three Months Ended February 28, 2026
Metal CoatingsPrecoat MetalsInfra-
structure Solutions		CorporateTotal
Net income (loss)$49,116 $26,344 $(21,702)$(37,827)$15,931 
Interest expense— — — 11,216 11,216 
Income tax expense— — — 8,659 8,659 
Depreciation and amortization7,163 9,896 — 6,021 23,080 
Adjustments:
AVAIL JV equity in earnings adjustment(8)
— — 22,369 — 22,369 
Adjusted EBITDA (non-GAAP)$56,279 $36,240 $667 $(11,931)$81,255 
See notes on page 12.

Three Months Ended February 28, 2025
Metal CoatingsPrecoat MetalsInfra-
structure Solutions		CorporateTotal
Net income (loss)$36,564 $28,124 $(2,978)$(41,500)$20,210 
Interest expense— — — 17,375 17,375 
Income tax expense— — — 6,122 6,122 
Depreciation and amortization6,684 8,051 — 6,086 20,821 
Adjustments:
Legal settlement and accrual(4)
— — 6,466 — 6,466 
Retirement and other severance expense(5)
— — — 188 188 
Adjusted EBITDA (non-GAAP)$43,248 $36,175 $3,488 $(11,729)$71,182 
See notes on page 12.

10

Year Ended February 28, 2026
Metal CoatingsPrecoat MetalsInfra-
structure Solutions		CorporateTotal
Net income (loss)$203,595 $138,102 $209,603 $(234,040)$317,260 
Interest expense— — — 55,650 55,650 
Income tax expense— — — 103,055 103,055 
Depreciation and amortization27,723 38,059 — 24,274 90,056 
Adjustments:
Restructuring charges(3)
3,827 — — — 3,827 
Executive retiree long-term incentive program(7)
358 — — 1,827 2,185 
AVAIL JV equity in earnings adjustment(8)
— — (204,474)— (204,474)
Adjusted EBITDA (non-GAAP)$235,503 $176,161 $5,129 $(49,234)$367,559 
See notes on page 12.

Year Ended February 28, 2025
Metal CoatingsPrecoat MetalsInfra-
structure Solutions		CorporateTotal
Net income (loss)$178,722 $147,828 $9,426 $(207,143)$128,833 
Interest expense— — — 81,282 81,282 
Income tax expense— — — 41,850 41,850 
Depreciation and amortization26,640 31,185 — 24,380 82,205 
Adjustments:
Legal settlement and accrual(4)
— — 6,466 3,483 9,949 
Retirement and other severance expense(5)
— — — 3,741 3,741 
Adjusted EBITDA (non-GAAP)$205,362 $179,013 $15,892 $(52,407)$347,860 
See notes on page 12.
11

Debt Leverage Ratio Reconciliation
Trailing Twelve Months Ended
February 28, 2026February 28, 2025
Gross debt$515,000 $900,250 
Less: Cash per bank statement(13,227)(12,670)
Add: Finance lease liability13,746 6,647 
Consolidated indebtedness$515,519 $894,227 
Net income$317,260 $128,833 
Depreciation and amortization90,056 82,205 
Interest expense55,650 81,282 
Income tax expense103,055 41,850 
EBITDA566,021 334,170 
Cash items(10)
5,426 15,325 
Non-cash items(11)
14,832 12,161 
Equity in earnings, net of distributions(209,733)(3,598)
Adjusted EBITDA per Credit Agreement$376,546 $358,058 
Net leverage ratio1.4x2.5x
(1)
Earnings per share amounts included in the "Adjusted Net Income and Adjusted Earnings Per Share" table above may not sum due to rounding differences.
(2)
For the year ended February 28, 2025, diluted earnings per share is based on weighted average shares outstanding of 29,344, as the Series A Preferred Stock that was redeemed May 9, 2024, is anti-dilutive for this calculation. The calculation of adjusted diluted earnings per share is based on weighted average shares outstanding of 30,134, as the Series A Preferred Stock is dilutive to adjusted diluted earnings per share. Adjusted net income for adjusted earnings per share also includes the addback of Series A Preferred Stock dividends for the period noted above. For further information regarding the calculation of earnings per share, see "Item 8. Financial Statements and Supplementary Data—Note 14" in the Company's Form 10-K for the year ended 2026.
(3)
Includes restructuring charges related to the closure of two surface technology facilities in our Metal Coatings segment. See "Item 8. Financial Statements and Supplementary Data—Note 21" in the Company's Form 10-K for the year ended 2026.
(4)
For the year ended February 28, 2025, consists of a $3.5 million legal settlement and accrual related to a non-operating entity, and is classified as "Corporate" in our operating segment disclosure and $6.5 million for the write off of receivable and related legal fees due to the unfavorable resolution of a litigation matter related to the AIS segment that was retained following the sale of the AIS business. See "Item 8. Financial Statements and Supplementary Data—Note 22" in the Company's Form 10-K for the year ended 2026.
(5)
Related to retention and transition of certain executive management employees.
(6)
On May 9, 2024, we redeemed AZZ's Series A Preferred Stock. The redemption premium represents the difference between the redemption amount paid and the book value of the Series A Preferred Stock.
(7)
During the year ended February 28, 2026, we recognized additional stock-based compensation expense of $2.2 million upon the adoption of the Executive Retiree Long-term Incentive Program. For further information regarding the adoption of the ERP, see "Item 8. Financial Statements and Supplementary Data—Note 16" in the Company's Form 10-K for the year ended 2026.
(8)
During fiscal year 2026, AVAIL completed the sale of EPG and WSI. The three months ended February 28, 2026, includes a loss related to the sale of WSI, and a prior period adjustment for accounting errors within the Brazil operations of the AVAIL JV. The year ended February 28, 2026, includes a net gain related to the sale of the EPG and WSI, partially offset by the recognition of an impairment loss on the AVAIL JV, a prior period adjustment for accounting errors within the Brazil operations of the AVAIL JV, and an adjustment related to a change in AVAIL's transfer pricing policy. For further information, see "Item 8. Financial Statements and Supplementary Data—Note 18" in the Company's Form 10-K for the year ended 2026.
(9)
For the three months ended February 28, 2026, the tax impact includes a non-GAAP effective tax rate of 24.0% for amortization of intangible assets, 25.5% for the AVAIL JV equity in earnings adjustment and an additional tax adjustment related to the AVAIL JV of $3.5 million. For the year ended February 28, 2026, the non-GAAP effective tax rate is 24.0% for amortization of intangible assets, restructuring charges, and executive retiree long-term incentive program, and is 25.5% for the AVAIL JV equity in earnings adjustment. For the year ended February 28, 2025, the non-GAAP effective tax rate is 24.0% for all adjustments, except the Redemption premium on Series A Preferred Stock, which is not tax effected.
(10)
Cash items include certain legal settlements, accruals, retirement and other severance expenses, and restructuring charges associated with the Metal Coatings segment.
(11)
Non-cash items include stock-based compensation expense.
12

Source: View Original Filing on SEC EDGAR

FAQ

How did AZZ (AZZ) perform financially in fiscal year 2026?

AZZ delivered higher profitability in fiscal 2026, with sales of $1.65 billion up 4.6% and net income of $317.3 million up 146.3%. Adjusted diluted EPS increased 19.0% to $6.19, supported by strong Metal Coatings margins and improved operational efficiency.

What were AZZ (AZZ) fourth quarter 2026 results?

In Q4 2026, AZZ generated sales of $385.1 million, a 9.4% increase year over year. GAAP diluted EPS fell 20.9% to $0.53, while adjusted diluted EPS rose 36.7% to $1.34. Adjusted EBITDA reached $81.3 million, or 21.1% of sales.

How did AZZ (AZZ) segments Metal Coatings and Precoat Metals perform?

For fiscal 2026, Metal Coatings sales grew 14.1% to $758.7 million with a 31.0% Adjusted EBITDA margin. Precoat Metals sales declined 2.3% to $891.4 million, but maintained a solid 19.8% Adjusted EBITDA margin despite weaker volumes in several end markets.

What is AZZ (AZZ) saying about its balance sheet and leverage?

AZZ emphasized stronger leverage metrics, reporting operating cash flow of $525.4 million and debt reduction of $385.3 million in fiscal 2026. This reduced the company’s net leverage ratio to 1.4x from 2.5x, while supporting capital expenditures and shareholder returns.

What fiscal 2027 guidance has AZZ (AZZ) provided?

For fiscal 2027, AZZ reiterated guidance for sales of $1.725–$1.775 billion, Adjusted EBITDA of $360–$400 million, and adjusted diluted EPS of $6.50–$7.00. Assumptions include $80–$100 million in capital expenditures and debt reduction of $130–$170 million.

How much cash did AZZ (AZZ) return to shareholders in fiscal 2026?

AZZ returned capital through both dividends and buybacks, repurchasing 201,416 shares for approximately $20.0 million at an average price of $99.28 and paying cash dividends totaling $23.1 million. These actions accompanied sizable debt reduction and growth investments.

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