Brady (NYSE: BRC) posts growth and plans $1.4B Honeywell PSS acquisition

Rhea-AI Filing Summary

Brady Corporation delivered solid growth for the quarter and nine months ended April 30, 2026 while positioning for a major acquisition. Quarterly net sales rose to $435.2 million from $382.6 million, with net income up to $57.8 million from $52.3 million. Diluted earnings per share were $1.21 for both Class A and Class B shares.

For the nine-month period, net sales increased to $1,224.7 million from $1,116.3 million, and net income grew to $159.8 million from $139.4 million, as gross margin improved to 51.3%. Organic sales rose 8.2% in the quarter and 4.3% year-to-date, with both the Americas & Asia and Europe & Australia segments showing higher segment profit.

Brady closed the Mecco acquisition for $18.9 million and agreed to acquire Honeywell’s PSS business for $1.4 billion in cash, supported by a $1.8 billion bridge financing commitment. Operating cash flow reached $164.9 million, cash stood at $175.5 million, and credit agreement borrowings were modest at $26.9 million, leaving significant liquidity for growth, dividends and share repurchases.

Insights

Equity analyst

Brady posts healthy growth and readies sizeable Honeywell PSS acquisition.

Brady increased quarterly net sales to $435.2M and nine-month net sales to $1.22B, with organic sales up 8.2% in the quarter. Gross margin expanded to 51.8%, supporting nine-month net income of $159.8M.

The company agreed to buy Honeywell’s PSS business for $1.4B, backed by a $1.8B bridge facility. Current leverage is low, with only $26.9M drawn on the main credit agreement and strong operating cash flow of $164.9M for the nine-month period.

The acquisition would be large relative to Brady’s size and will materially increase debt and integration complexity if completed. Investors will likely focus on regulatory approvals and, after closing, how quickly cost synergies and cross-selling opportunities appear in reported results for periods following calendar 2026.

Key Figures

Quarterly net sales: $435.2M Nine-month net sales: $1,224.7M Nine-month net income: $159.8M +5 more

8 metrics

Quarterly net sales $435.2M Net sales for three months ended April 30, 2026

Nine-month net sales $1,224.7M Net sales for nine months ended April 30, 2026

Nine-month net income $159.8M Net income for nine months ended April 30, 2026

Diluted EPS Class A $1.21 Diluted EPS for three months ended April 30, 2026

Honeywell PSS purchase price $1.4B Base cash purchase price for PSS business

Bridge facility commitments $1.8B Debt commitment for 364-day bridge facilities

Operating cash flow $164.9M Net cash provided by operating activities, nine months 2026

Credit agreement debt $26.9M Outstanding under main credit agreement at April 30, 2026

Key Terms

organic sales, segment profit, bridge facilities, cash flow hedges, +1 more

5 terms

organic sales financial

"References in this Quarterly Report... to “organic sales” refer to sales calculated in accordance with GAAP, excluding the impact of foreign currency translation..."

Organic sales are the change in a company’s revenue that comes from its existing business operations, excluding effects of acquisitions, divestitures, and currency swings. Think of it like measuring how much a garden grows from the plants you already tended, rather than adding new pots; investors use organic sales to judge whether demand and core business performance are genuinely improving or if growth is driven by one‑time deals or accounting shifts.

segment profit financial

"The Company’s Chief Executive Officer... uses segment profit in measuring segment performance, allocating resources, evaluating performance..."

Segment profit is the portion of a company's earnings produced by a single business unit or division after subtracting the costs directly tied to that unit. It shows how much money that part of the company actually contributes, like checking which room in a house uses most of the electricity. Investors use it to identify strong or weak businesses inside a company, guide capital allocation, and make clearer comparisons between divisions.

bridge facilities financial

"a debt commitment letter with BMO Capital Markets that provides for 364-day bridge facilities with aggregate commitments of up to $1.8 billion"

cash flow hedges financial

"The Company has designated a portion of its forward foreign exchange contracts as cash flow hedges and recorded these contracts at fair value..."

A cash flow hedge is an accounting label companies use when they enter financial contracts—like currency or interest-rate agreements—to protect expected future cash payments or receipts from unpredictable moves. For investors, it signals that the company is trying to smooth out future cash variability (think of locking in a price to avoid surprises), which can reduce reported profit swings but also means the company has exposure to derivative instruments and their associated risks.

net investment hedges financial

"The Company has designated certain third party foreign currency denominated debt... as net investment hedges to hedge portions of the Company’s net investment..."

A net investment hedge is a financial step a company takes to protect the reported value of its ownership in foreign subsidiaries from swings in exchange rates. By using derivatives or foreign‑currency borrowings to offset translation gains or losses, the company reduces how much its balance sheet and reported equity jump around when currencies move — like locking a price tag on a foreign store so its value in the home currency stays steadier for investors.

Earnings Snapshot

Net sales: $1,224.7M

Nine months ended April 30, 2026

Net sales $1,224.7M +9.7% vs prior year

Net income $159.8M +$20.4M vs prior year

Gross margin 51.3% +1.1 percentage points vs prior year

Operating income $203.4M +14.7% vs prior year

10-Q Quarterly Reports: What Changes Quarter to Quarter →

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Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended April 30, 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 1-14959

BRADY CORPORATION

(Exact name of registrant as specified in its charter)

Wisconsin						39-0178960
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

6555 West Good Hope Road

Milwaukee, Wisconsin 53223

(Address of principal executive offices and zip code)

(414) 358-6600

(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 each exchange on which registered
Class A Nonvoting Common Stock, par value $0.01 per share			BRC			New York Stock Exchange

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

☐

Emerging growth company

☐

Non-accelerated filer

☐

Smaller reporting 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  ☑ 

As of May 14, 2026, there were 43,574,162 outstanding shares of Class A Nonvoting Common Stock and 3,538,628 shares of Class B Voting Common Stock. The Class B Voting Common Stock, all of which is held by affiliates of the Registrant, is the only voting stock.

Table of Contents

INDEX

			Page
PART I. Financial Information			3
Item 1. Financial Statements (Unaudited)			3
Condensed Consolidated Balance Sheets			3
Condensed Consolidated Statements of Income			4
Condensed Consolidated Statements of Comprehensive Income			5
Condensed Consolidated Statements of Stockholders’ Equity			6
Condensed Consolidated Statements of Cash Flows			8
Notes to Condensed Consolidated Financial Statements			9
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			18
Item 3. Quantitative and Qualitative Disclosures About Market Risk			26
Item 4. Controls and Procedures			26
PART II. Other Information			27
Item 1. Legal Proceedings			27
Item 1A. Risk Factors			27
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			27
Item 5. Other Information			28
Item 6. Exhibits			29
Signatures			30

2

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

BRADY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in Thousands)

			April 30, 2026						July 31, 2025
			(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents			$	175,491					$	174,349
Accounts receivable, net of allowance for credit losses of $7,274 and $7,876, respectively			266,354						231,944
Inventories			220,252						200,881
Prepaid expenses and other current assets			16,832						14,661
Total current assets			678,929						621,835
Property, plant and equipment—net			243,720						225,572
Goodwill			689,415						676,945
Other intangible assets			103,425						105,374
Deferred income taxes			18,503						20,862
Operating lease assets			61,154						58,422
Other assets			36,805						25,243
Total			$	1,831,951					$	1,734,253
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable			$	108,454					$	105,028
Accrued compensation and benefits			92,253						92,657
Taxes, other than income taxes			22,308						21,537
Accrued income taxes			4,787						5,547
Current operating lease liabilities			16,382						15,234
Other current liabilities			93,620						90,329
Total current liabilities			337,804						330,332
Long-term debt			26,857						99,766
Long-term operating lease liabilities			45,270						43,565
Other liabilities			78,035						68,379
Total liabilities			487,966						542,042
Stockholders’ equity:
Class A nonvoting common stock—Issued 51,261,487 shares, and outstanding 43,650,910 and 43,530,012 shares, respectively			513						513
Class B voting common stock—Issued and outstanding, 3,538,628 shares			35						35
Additional paid-in capital			363,578						359,269
Retained earnings			1,442,868						1,317,739
Treasury stock—7,610,577 and 7,731,475 shares, respectively, of Class A nonvoting common stock, at cost			(393,992)						(393,186)
Accumulated other comprehensive loss			(69,017)						(92,159)
Total stockholders’ equity			1,343,985						1,192,211
Total			$	1,831,951					$	1,734,253

See Notes to Condensed Consolidated Financial Statements.

3

Table of Contents

BRADY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Dollars in Thousands, Except Per Share Amounts, Unaudited)

			Three months ended April 30,												Nine months ended April 30,
			2026						2025						2026						2025
Net sales			$	435,237					$	382,590					$	1,224,661					$	1,116,330
Cost of goods sold			209,768						187,531						595,966						555,739
Gross margin			225,469						195,059						628,695						560,591
Operating expenses:
Research and development			23,531						19,191						71,132						56,835
Selling, general and administrative			128,732						108,678						354,195						326,410
Total operating expenses			152,263						127,869						425,327						383,245
Operating income			73,206						67,190						203,368						177,346
Other income (expense):
Investment and other income (expense)			1,431						(509)						3,948						2,850
Interest expense			(1,269)						(936)						(3,467)						(3,604)
Income before income taxes			73,368						65,745						203,849						176,592
Income tax expense			15,568						13,482						44,062						37,212
Net income			$	57,800					$	52,263					$	159,787					$	139,380
Net income per Class A Nonvoting Common Share:
Basic			$	1.22					$	1.10					$	3.38					$	2.92
Diluted			$	1.21					$	1.09					$	3.35					$	2.89
Net income per Class B Voting Common Share:
Basic			$	1.22					$	1.10					$	3.36					$	2.90
Diluted			$	1.21					$	1.09					$	3.33					$	2.88
Weighted average common shares outstanding:
Basic			47,357						47,644						47,313						47,743
Diluted			47,814						48,066						47,761						48,196

See Notes to Condensed Consolidated Financial Statements.

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BRADY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Dollars in Thousands, Unaudited)

			Three months ended April 30,												Nine months ended April 30,
			2026						2025						2026						2025
Net income			$	57,800					$	52,263					$	159,787					$	139,380
Other comprehensive income (loss):
Foreign currency translation adjustments			(12,891)						38,161						22,169						16,902
Cash flow hedges:
Net gain (loss) recognized in other comprehensive income (loss)			81						(423)						1,404						(826)
Reclassification adjustment for (gains) losses included in net income			(202)						210						105						209
			(121)						(213)						1,509						(617)
Pension and other post-retirement benefits actuarial gain amortization			(152)						(152)						(454)						(454)
Other comprehensive income (loss), before tax			(13,164)						37,796						23,224						15,831
Income tax (expense) benefit related to items of other comprehensive (loss) income			(104)						297						(82)						57
Other comprehensive (loss) income, net of tax			(13,268)						38,093						23,142						15,888
Comprehensive income			$	44,532					$	90,356					$	182,929					$	155,268

See Notes to Condensed Consolidated Financial Statements.

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BRADY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Dollars in Thousands, Unaudited)

						Three months ended April 30, 2026
						Common Stock						Additional  Paid-In Capital						Retained Earnings						Treasury Stock						Accumulated Other Comprehensive Loss						Total Stockholders’ Equity
Balances at January 31, 2026						$	548					$	361,567					$	1,396,642					$	(389,988)					$	(55,749)					$	1,313,020
Net income						—						—						57,800						—						—						57,800
Other comprehensive income, net of tax						—						—						—						—						(13,268)						(13,268)
Issuance of shares of Class A Common Stock under stock plan						—						(335)						—						1,162						—						827
Stock-based compensation expense						—						2,346						—						—						—						2,346
Repurchase of shares of Class A Common Stock, including excise taxes						—						—						—						(5,166)						—						(5,166)
Cash dividends on Common Stock:
Class A — $0.2450 per share						—						—						(10,707)						—						—						(10,707)
Class B — $0.2450 per share						—						—						(867)						—						—						(867)
Balances at April 30, 2026						$	548					$	363,578					$	1,442,868					$	(393,992)					$	(69,017)					$	1,343,985

						Nine months ended April 30, 2026
						Common Stock						Additional  Paid-In Capital						Retained Earnings						Treasury Stock						Accumulated Other Comprehensive Loss						Total Stockholders’ Equity
Balances at July 31, 2025						$	548					$	359,269					$	1,317,739					$	(393,186)					$	(92,159)					$	1,192,211
Net income						—						—						159,787						—						—						159,787
Other comprehensive income, net of tax						—						—						—						—						23,142						23,142
Issuance of shares of Class A Common Stock under stock plan						—						(7,562)						—						13,324						—						5,762
Tax benefit and withholdings from deferred compensation distributions						—						266						—						—						—						266
Stock-based compensation expense						—						11,605						—						—						—						11,605
Repurchase of shares of Class A Common Stock, including excise taxes						—						—						—						(14,130)						—						(14,130)
Cash dividends on Common Stock:
Class A — $0.7350 per share						—						—						(32,116)						—						—						(32,116)
Class B — $0.7184 per share						—						—						(2,542)						—						—						(2,542)
Balances at April 30, 2026						$	548					$	363,578					$	1,442,868					$	(393,992)					$	(69,017)					$	1,343,985

See Notes to Condensed Consolidated Financial Statements.

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						Three months ended April 30, 2025
						Common Stock						Additional  Paid-In Capital						Retained Earnings						Treasury Stock						Accumulated Other Comprehensive Loss						Total Stockholders’ Equity
Balances at January 31, 2025						$	548					$	356,531					$	1,238,275					$	(343,059)					$	(131,827)					$	1,120,468
Net income						—						—						52,263						—						—						52,263
Other comprehensive loss, net of tax						—						—						—						—						38,093						38,093
Issuance of shares of Class A Common Stock under stock plan						—						(755)						—						415						—						(340)
Stock-based compensation expense						—						1,769						—						—						—						1,769
Repurchase of shares of Class A Common Stock, including excise taxes						—						—						—						(33,330)						—						(33,330)
Cash dividends on Common Stock:
Class A — $0.2400 per share						—						—						(10,521)						—						—						(10,521)
Class B — $0.2400 per share						—						—						(849)						—						—						(849)
Balances at April 30, 2025						$	548					$	357,545					$	1,279,168					$	(375,974)					$	(93,734)					$	1,167,553

						Nine months ended April 30, 2025
						Common Stock						Additional  Paid-In Capital						Retained Earnings						Treasury Stock						Accumulated Other Comprehensive Loss						Total Stockholders’ Equity
Balances at July 31, 2024						$	548					$	353,654					$	1,174,025					$	(351,947)					$	(109,622)					$	1,066,658
Net income						—						—						139,380						—						—						139,380
Other comprehensive loss, net of tax						—						—						—						—						15,888						15,888
Issuance of shares of Class A Common Stock under stock plan						—						(6,061)						—						9,303						—						3,242
Tax benefit and withholdings from deferred compensation distributions						—						190						—						—						—						190
Stock-based compensation expense						—						9,762						—						—						—						9,762
Repurchase of shares of Class A Common Stock, including excise taxes						—						—						—						(33,330)						—						(33,330)
Cash dividends on Common Stock:
Class A — $0.7200 per share						—						—						(31,749)						—						—						(31,749)
Class B — $0.7034 per share						—						—						(2,488)						—						—						(2,488)
Balances at April 30, 2025						$	548					$	357,545					$	1,279,168					$	(375,974)					$	(93,734)					$	1,167,553

See Notes to Condensed Consolidated Financial Statements.

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BRADY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in Thousands, Unaudited)

			Nine months ended April 30,
			2026						2025
Operating activities:
Net income			$	159,787					$	139,380
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			33,549						30,279
Stock-based compensation expense			11,605						9,762
Deferred income taxes			9,506						(6,038)
Other			(4,857)						(181)
Changes in operating assets and liabilities:
Accounts receivable			(28,102)						(6,869)
Inventories			(12,970)						(8,209)
Prepaid expenses and other assets			(1,098)						(3,754)
Accounts payable and accrued liabilities			(1,638)						(26,415)
Income taxes			(883)						(5,081)
Net cash provided by operating activities			164,899						122,874
Investing activities:
Purchases of property, plant and equipment			(32,994)						(18,685)
Acquisition of businesses, net of cash acquired			(17,416)						(147,248)
Other			6,848						854
Net cash used in investing activities			(43,562)						(165,079)
Financing activities:
Payment of dividends			(34,658)						(34,237)
Proceeds from exercise of stock options			9,168						5,759
Payments for employee taxes withheld from stock-based awards			(3,406)						(2,518)
Purchase of treasury stock			(14,130)						(33,155)
Proceeds from borrowing on credit agreement			73,500						206,249
Repayment of borrowing on credit agreement			(146,409)						(194,365)
Other			(9,534)						190
Net cash used in financing activities			(125,469)						(52,077)
Effect of exchange rate changes on cash and cash equivalents			5,274						(3,682)
Net increase (decrease) in cash and cash equivalents			1,142						(97,964)
Cash and cash equivalents, beginning of period			174,349						250,118
Cash and cash equivalents, end of period			$	175,491					$	152,154

See Notes to Condensed Consolidated Financial Statements.

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BRADY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Nine Months Ended April 30, 2026

(Unaudited)

(In thousands, except share and per share amounts)

NOTE A — Basis of Presentation

The condensed consolidated financial statements included herein have been prepared by Brady Corporation and subsidiaries (the “Company,” “Brady,” “we,” or “our”) without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. In the opinion of the Company, the foregoing statements contain all adjustments, consisting only of normal recurring adjustments necessary to present fairly the financial position of the Company as of April 30, 2026 and July 31, 2025, its results of operations, comprehensive income and changes in stockholders’ equity for the three and nine months ended April 30, 2026 and 2025, and cash flows for the nine months ended April 30, 2026 and 2025. The condensed consolidated balance sheet as of July 31, 2025 has been derived from the audited consolidated financial statements as of that date. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts therein. Due to the inherent uncertainty involved in making estimates, actual results in future periods may differ from the estimates.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted pursuant to rules and regulations of the Securities and Exchange Commission. Accordingly, the condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statement presentation. It is suggested that these condensed consolidated financial statements be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended July 31, 2025.

NOTE B — New Accounting Pronouncements

Adopted Standards

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.” The guidance requires expanded interim and annual disclosures of segment information including the disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within segment profit and loss. The Company adopted ASU 2023-07 for the year ended July 31, 2025, with retrospective application of the expanded segment information for the years ended July 31, 2024 and 2023. Additional information regarding the Company’s reportable segments, including the application of the provisions of ASU 2023-07 for the three and nine months ended April 30, 2026 and 2025, is included in Note H to the condensed consolidated financial statements.

Standards not yet adopted

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” The guidance requires expanded annual disclosures including the standardization and disaggregation of income tax rate reconciliation categories and the amount of income taxes paid by jurisdiction. The guidance is effective for the Company’s fiscal 2026 Form 10-K. The Company is currently assessing its income tax disclosures in connection with the adoption of ASU 2023-09.

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 guidance requires expanded interim and annual disclosures of expense information including the amounts of inventory purchases, employee compensation, depreciation, amortization, and depletion within commonly presented expense captions during the period. The guidance is effective for the Company’s fiscal 2028 Form 10-K and interim periods thereafter. The Company is currently evaluating the ASU to determine the impact this guidance will have on the Company’s disclosures.

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NOTE C — Additional Balance Sheet Information

Inventories

Inventories consisted of the following as of April 30, 2026 and July 31, 2025:

			April 30, 2026						July 31, 2025
Finished products			$	118,475					$	109,726
Work-in-process			34,658						32,787
Raw materials and supplies			67,119						58,368
Total inventories			$	220,252					$	200,881

Property, plant and equipment

Property, plant and equipment is presented net of accumulated depreciation of $322,884 and $313,778 as of April 30, 2026 and July 31, 2025, respectively.

NOTE D — Other Intangible Assets

Other intangible assets as of April 30, 2026 and July 31, 2025 consisted of the following: 

			April 30, 2026																								July 31, 2025
			Weighted Average Amortization Period (Years)						Gross Carrying Amount						Accumulated Amortization						Net Book Value						Weighted Average Amortization Period (Years)						Gross Carrying Amount						Accumulated Amortization						Net Book Value
Amortized other intangible assets:
Tradenames			2						$	904					$	(791)					$	113					2						$	912					$	(456)					$	456
Customer relationships			8						137,440						(51,289)						86,151						8						125,497						(38,427)						87,070
Technology			5						18,622						(9,223)						9,399						5						20,471						(10,275)						10,196
Unamortized other intangible assets:
Tradenames			N/A						7,762						—						7,762						N/A						7,652						—						7,652
Total									$	164,728					$	(61,303)					$	103,425											$	154,532					$	(49,158)					$	105,374

The change in the gross carrying amount of other intangible assets as of April 30, 2026 compared to July 31, 2025 was primarily due to the acquisition of MECCO Partners LLC (“Mecco”) completed during the nine months ended April 30, 2026, partially offset by the removal of a fully amortized technology asset. Refer to Note N, “Acquisitions,” for additional information on intangible assets acquired.

Amortization expense on intangible assets was $5,255 and $4,754 for the three months ended April 30, 2026 and 2025, respectively, and $15,768 and $14,138 for the nine months ended April 30, 2026 and 2025, respectively.

NOTE E — Leases

The Company leases certain manufacturing facilities, warehouse and office spaces, and vehicles accounted for as operating leases. Lease terms typically range from one year to ten years. As of April 30, 2026, the Company did not have any finance leases.

Operating lease expense was $5,327 and $4,714 for the three months ended April 30, 2026 and 2025, respectively, and $15,823 and $13,988 for the nine months ended April 30, 2026 and 2025, respectively, which was recognized in either “Cost of goods sold” or “Selling, general and administrative” expenses in the condensed consolidated statements of income, based on the nature of the lease. Short-term lease expense, variable lease expenses, and sublease income were immaterial to the condensed consolidated statements of income for the three and nine months ended April 30, 2026 and 2025.

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Supplemental cash flow information related to the Company’s operating leases for the nine months ended April 30, 2026 and 2025 was as follows:

			Nine months ended April 30,
			2026						2025
Operating cash outflows from operating leases			$	15,462					$	13,780
Operating lease assets obtained in exchange for new operating lease liabilities (1)			13,805						30,964

(1) Includes new leases, acquired leases and remeasurements or modifications of existing leases.

NOTE F — Accumulated Other Comprehensive Loss

Other comprehensive loss consists of foreign currency translation adjustments, which includes net investment hedges and long-term intercompany loan translation adjustments, unrealized gains and losses from cash flow hedges, and the unamortized gain or loss on post-retirement plans, net of their related tax effects.

The following table illustrates the changes in the balances of each component of accumulated other comprehensive loss, net of tax, for the nine months ended April 30, 2026:

			Unrealized (loss) gain on cash flow hedges						Unamortized gain (loss) on post-retirement plans						Foreign currency translation adjustments						Accumulated other comprehensive loss
Beginning balance, July 31, 2025			$	(394)					$	5					$	(91,770)					$	(92,159)
Other comprehensive income before reclassification			1,348						—						22,169						23,517
Amounts reclassified from accumulated other comprehensive loss			79						(454)						—						(375)
Ending balance, April 30, 2026			$	1,033					$	(449)					$	(69,601)					$	(69,017)

The decrease in accumulated other comprehensive loss as of April 30, 2026 compared to July 31, 2025 was primarily due to the depreciation of the U.S. dollar against certain other currencies during the nine-month period.

The changes in accumulated other comprehensive loss by component, net of tax, for the nine months ended April 30, 2025 were as follows:

			Unrealized loss on cash flow hedges						Unamortized gain on post-retirement plans						Foreign currency translation adjustments						Accumulated other comprehensive loss
Beginning balance, July 31, 2024			$	(149)					$	462					$	(109,935)					$	(109,622)
Other comprehensive (loss) income before reclassification			(716)						—						16,902						16,186
Amounts reclassified from accumulated other comprehensive loss			156						(454)						—						(298)
Ending balance, April 30, 2025			$	(709)					$	8					$	(93,033)					$	(93,734)

The decrease in accumulated other comprehensive loss as of April 30, 2025 compared to July 31, 2024 was primarily due to the depreciation of the U.S. dollar against certain other currencies during the nine-month period.

Of the amounts reclassified from accumulated other comprehensive loss during the nine months ended April 30, 2026 and 2025, unrealized gains or losses on cash flow hedges were reclassified to “Cost of goods sold” and unamortized gains or losses on post-retirement plans were reclassified into “Investment and other income (expense)” on the condensed consolidated statements of income.

The following table illustrates the income tax (expense) benefit on the components of other comprehensive loss for the three and nine months ended April 30, 2026 and 2025:

			Three months ended April 30,												Nine months ended April 30,
			2026						2025						2026						2025
Income tax (expense) benefit related to items of other comprehensive loss:
Cash flow hedges			$	(104)					$	297					$	(82)					$	57

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NOTE G — Revenue Recognition

The Company recognizes revenue when control of the product or service transfers to the customer at an amount that represents the consideration expected to be received in exchange for those products and services. The Company’s revenues are primarily from the sale of identification and direct part marking solutions, high-performance materials and workplace safety products that are shipped and billed to customers. All revenue is from contracts with customers and is included in “Net sales” on the condensed consolidated statements of income.

Disaggregation of Revenue

The following is a summary of net sales by segment and geographic region for the three and nine months ended April 30, 2026 and 2025:

			Three months ended April 30,												Nine months ended April 30,
			2026						2025						2026						2025
Net sales:
Americas & Asia
Americas			$	251,665					$	219,913					$	700,851					$	636,493
Asia			38,390						33,739						109,701						96,433
Total			$	290,055					$	253,652					$	810,552					$	732,926
Europe & Australia
Europe			$	130,060					$	115,715					$	371,228					$	342,345
Australia			15,122						13,223						42,881						41,059
Total			$	145,182					$	128,938					$	414,109					$	383,404
Total Company			$	435,237					$	382,590					$	1,224,661					$	1,116,330

Contract Balances

The Company offers extended warranty coverage that is included in the sales price of certain products, which it accounts for as service warranties. The Company accounts for the deferred revenue associated with extended service warranties as a contract liability. The balance of contract liabilities associated with service warranty performance obligations was $3,402 and $3,060 as of April 30, 2026 and July 31, 2025, respectively. The current portion and non-current portion of contract liabilities are included in “Other current liabilities” and “Other liabilities,” respectively, on the condensed consolidated balance sheets. The Company recognized revenue of $382 and $343 during the three months ended April 30, 2026 and 2025, respectively, and $1,137 and $1,021 during the nine months ended April 30, 2026 and 2025, respectively, that was included in the contract liability balance at the beginning of the respective period from the amortization of extended service warranties. Of the contract liability balance outstanding at April 30, 2026, the Company expects to recognize 12% by the end of fiscal 2026, an additional 38% by the end of fiscal 2027, and the remaining balance thereafter. 

The Company records deferred revenue for payments received in advance for certain software and services. These amounts are classified as contract liabilities and recognized as revenue over the service period. The balance of contract liabilities related to software and services was $11,423 and $9,246 as of April 30, 2026 and July 31, 2025, respectively. The Company recognized revenue of $1,714 and $1,204 during the three months ended April 30, 2026 and 2025, respectively, and $6,740 and $4,934 during the nine months ended April 30, 2026 and 2025, respectively, which was previously included in the beginning balance of deferred revenue as of July 31, 2025 and July 31, 2024.

NOTE H — Segment Information

The Company is organized and managed within two regions: Americas & Asia and Europe & Australia, which are the reportable segments. The Company’s Chief Executive Officer (“CEO”), who is also the Company’s Chief Operating Decision Maker (“CODM”), uses segment profit in measuring segment performance, allocating resources, evaluating performance in periodic reviews, and during the development of the annual budget and the regular forecasting process. The CODM considers budget-to-actual variances on a quarterly basis, as well as segment-specific forecasting, when making decisions about the allocation of operating and capital resources to each segment. The CODM also uses the segment’s net sales in measuring segment performance.

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The following is a summary of segment information as of and for the three and nine months ended April 30, 2026 and 2025:

			Three months ended April 30,												Nine months ended April 30,
			2026						2025						2026						2025
Americas & Asia
Net sales			$	290,055					$	253,652					$	810,552					$	732,926
Cost of goods sold			139,782						123,827						395,479						362,078
Gross margin			150,273						129,825						415,073						370,848
Segment expenses:
Research and development			16,954						13,318						51,168						39,445
Selling, general and administrative			64,589						59,343						181,561						173,255
Total segment expenses			81,543						72,661						232,729						212,700
Segment profit			$	68,730					$	57,164					$	182,344					$	158,148
Europe & Australia
Net sales			$	145,182					$	128,938					$	414,109					$	383,404
Cost of goods sold			69,986						63,704						200,487						193,661
Gross margin			75,196						65,234						213,622						189,743
Segment expenses:
Research and development			6,577						5,873						19,964						17,390
Selling, general and administrative			47,149						41,883						138,034						130,481
Total segment expenses			53,726						47,756						157,998						147,871
Segment profit			$	21,470					$	17,478					$	55,624					$	41,872
Total profit from reportable segments			$	90,200					$	74,642					$	237,968					$	200,020
Reconciliation to income before income taxes
Total profit from reportable segments			$	90,200					$	74,642					$	237,968					$	200,020
Unallocated costs:
Administrative costs			(16,994)						(7,452)						(34,600)						(22,674)
Investment and other income (expense)			1,431						(509)						3,948						2,850
Interest expense			(1,269)						(936)						(3,467)						(3,604)
Income before income taxes			$	73,368					$	65,745					$	203,849					$	176,592
Other Segment Information
Depreciation & amortization:
Americas & Asia			$	7,452					$	6,573					$	22,110					$	19,670
Europe & Australia			3,892						3,609						11,439						10,609
Total Company			$	11,344					$	10,182					$	33,549					$	30,279
Expenditures for property, plant & equipment:
Americas & Asia			$	9,907					$	2,550					$	27,259					$	12,003
Europe & Australia			1,140						1,712						5,735						6,682
Total Company			$	11,047					$	4,262					$	32,994					$	18,685

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NOTE I — Net Income per Common Share

Reconciliations of the numerator and denominator of the basic and diluted per share computations for the Company’s Class A and Class B common stock are summarized as follows:

			Three months ended April 30,												Nine months ended April 30,
			2026						2025						2026						2025
Numerator (in thousands):
Net income (Numerator for basic and diluted income per Class A Nonvoting Common Share)			$	57,800					$	52,263					$	159,787					$	139,380
Less:
Preferential dividends			—						—						(728)						(736)
Preferential dividends on dilutive stock options			—						—						(8)						(8)
Numerator for basic and diluted income per Class B Voting Common Share			$	57,800					$	52,263					$	159,051					$	138,636
Denominator (in thousands):
Denominator for basic income per share for both Class A and Class B			47,357						47,644						47,313						47,743
Plus: Effect of dilutive equity awards			457						422						448						453
Denominator for diluted income per share for both Class A and Class B			47,814						48,066						47,761						48,196
Net income per Class A Nonvoting Common Share:
Basic			$	1.22					$	1.10					$	3.38					$	2.92
Diluted			$	1.21					$	1.09					$	3.35					$	2.89
Net income per Class B Voting Common Share:
Basic			$	1.22					$	1.10					$	3.36					$	2.90
Diluted			$	1.21					$	1.09					$	3.33					$	2.88

Potentially dilutive securities attributable to outstanding stock options and restricted stock units were excluded from the calculation of diluted earnings per share where the combined exercise price and average unamortized fair value were greater than the average market price of the Company’s Class A Nonvoting Common Stock because the effect would have been anti-dilutive. There were no anti-dilutive shares for the three months ended April 30, 2026 and 2025. The amount of anti-dilutive shares were 6,156 and 5,759 for the nine months ended April 30, 2026 and 2025, respectively.

NOTE J — Fair Value Measurements

In accordance with fair value accounting guidance, the Company determines fair value based on the exchange price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. The inputs used to measure fair value are classified into the following hierarchy:

Level 1 — Unadjusted quoted prices in active markets for identical instruments that are accessible as of the reporting date.

Level 2 — Other significant pricing inputs that are either directly or indirectly observable.

Level 3 — Significant unobservable pricing inputs, which result in the use of management’s own assumptions.

The following table summarizes the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of April 30, 2026 and July 31, 2025:

			April 30, 2026						July 31, 2025						Fair Value Hierarchy
Assets:
Deferred compensation plan assets			$	21,273					$	19,998					Level 1
Foreign exchange contracts			636						—						Level 2
Liabilities:
Foreign exchange contracts			37						198						Level 2

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The following methods and assumptions were used to estimate the fair value of each class of financial instrument:

Deferred compensation plan assets: The Company’s deferred compensation investments consist of investments in mutual funds, which are included in “Other assets” on the condensed consolidated balance sheets. These investments were classified as Level 1 as the shares of these investments trade with sufficient frequency and volume to enable us to obtain pricing information on an ongoing basis.

Foreign exchange contracts: The Company’s foreign exchange contracts were classified as Level 2 as the fair value was based on the present value of the future cash flows using external models that use observable inputs, such as interest rates, yield curves and foreign exchange rates. See Note K, “Derivatives and Hedging Activities,” for additional information.

The fair values of cash and cash equivalents, accounts receivable, accounts payable, and other liabilities approximated carrying values due to their short-term nature.

NOTE K — Derivatives and Hedging Activities

The Company utilizes forward foreign exchange currency contracts to reduce the exchange rate risk of specific foreign currency denominated transactions. These contracts typically require the exchange of a foreign currency for U.S. dollars at a fixed rate on a future date, with maturities of less than 18 months, which qualify as cash flow hedges or net investment hedges under the accounting guidance for derivative instruments and hedging activities. The primary objective of the Company’s foreign currency exchange risk management program is to minimize the impact of currency movements due to transactions in other than the respective subsidiaries’ functional currency and to minimize the impact of currency movements on the Company’s net investment denominated in a currency other than the U.S. dollar. To achieve this objective, the Company hedges a portion of known exposures using forward foreign exchange currency contracts.

Main foreign currency exposures are related to transactions denominated in the British Pound, Euro, Canadian dollar, Australian dollar, Mexican Peso, Chinese Yuan, Malaysian Ringgit and Singapore dollar. Generally, these risk management transactions will involve the use of foreign currency derivatives to minimize the impact of currency movements on non-functional currency transactions.

The U.S. dollar equivalent notional amounts of outstanding forward exchange contracts were as follows:

			April 30, 2026						July 31, 2025
Designated as cash flow hedges			$	13,438					$	53,542
Non-designated hedges			4,776						4,380
Total foreign exchange contracts			$	18,214					$	57,922

Cash Flow Hedges

The Company has designated a portion of its forward foreign exchange contracts as cash flow hedges and recorded these contracts at fair value on the condensed consolidated balance sheets. For these instruments, the effective portion of the gain or loss on the derivative is reported as a component of other comprehensive income (“OCI”) and reclassified into income in the same period or periods during which the hedged transaction affects income. As of April 30, 2026 and July 31, 2025, unrealized gains of $1,015 and unrealized losses of $493 have been included in OCI, respectively.

Net Investment Hedges

The Company has designated certain third party foreign currency denominated debt borrowed under its credit agreement as net investment hedges. These debt obligations, denominated in Euros and British Pounds, were designated as net investment hedges to hedge portions of the Company’s net investment in its European operations. The Company’s foreign currency denominated debt obligations are valued under a market approach using publicized spot prices, and the net gains or losses attributable to the changes in spot prices are recorded as cumulative translation within AOCI and are included in the foreign currency translation adjustments section of the condensed consolidated statements of comprehensive income. During the three months ended April 30, 2026, the Company settled outstanding foreign currency denominated debt previously designated as a hedge of its net investment in foreign operations. As of April 30, 2026 and July 31, 2025, the cumulative balances recognized in accumulated other comprehensive income were losses of $3,105 and $2,753, respectively.

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The following table summarizes the amount of pre-tax gains and losses related to derivatives designated as hedging instruments:

			Three months ended April 30,												Nine months ended April 30,
			2026						2025						2026						2025
Gains (losses) recognized in OCI:
Forward exchange contracts (cash flow hedges)			$	81					$	(423)					$	1,404					$	(826)
Foreign currency denominated debt (net investment hedges)			1,289						(2,883)						(352)						(1,613)
Gains (losses) reclassified from OCI into cost of goods sold
Forward exchange contracts (cash flow hedges)			202						(210)						(105)						(209)

Fair values of derivative instruments in the condensed consolidated balance sheets were as follows:

			April 30, 2026																		July 31, 2025
			Prepaid expenses and other current assets						Other current liabilities						Long-term obligations						Prepaid expenses and other current assets						Other current liabilities						Long-term obligations
Derivatives designated as hedging instruments:
Foreign exchange contracts (cash flow hedges)			$	636					$	36					$	—					$	—					$	197					$	—
Foreign currency denominated debt (net investment hedges)			—						—						—						—						—						34,536
Derivatives not designated as hedging instruments:
Foreign exchange contracts (non-designated hedges)			—						1						—						—						1						—
Total derivative instruments			$	636					$	37					$	—					$	—					$	198					$	34,536

NOTE L — Income Taxes

The income tax rate for the three months ended April 30, 2026 and 2025 was 21.2% and 20.5%, respectively. The income tax rate for the nine months ended April 30, 2026 and 2025, was 21.6% and 21.1%, respectively.

NOTE M — Contingencies

In the normal course of business, the Company is subject to a variety of investigations, claims, suits, and other legal proceedings, including but not limited to, intellectual property, employment, unclaimed property, tort, and breach of contract matters. Any legal proceedings are subject to inherent uncertainties, and these matters and their potential effects may change in the future. The Company records a liability for contingencies when a loss is deemed to be probable and the loss can be reasonably estimated. The Company currently believes that the outcomes of such proceedings will not have a material adverse impact on its business, financial position, results of operations or cash flows.

NOTE N — Acquisitions

On August 4, 2025, the Company acquired all of the membership interest of Mecco for $18,918, net of cash acquired. The purchase price includes a cash payment of $17,416 and a holdback liability of $1,502. Based in Pittsburgh, Pennsylvania, Mecco specializes in industrial product marking and identification systems designed for a variety of applications and industries. The acquisition of Mecco complements the Company’s existing offering of direct part marking solutions and advances the Company’s strategy to provide customers with a variety of end-to-end direct part marking and specialty identification products. The acquisition was funded through cash on hand. The Company recorded its preliminary purchase price allocation based on its estimates of the fair value of the acquired assets and assumed liabilities as of the acquisition date. The preliminary purchase price allocation included goodwill of $3,164, intangible assets of $14,040, and net tangible assets of $1,714. The goodwill for this acquisition is assigned to the Americas & Asia segment and is deductible for tax purposes. The final purchase price allocation is subject to post-closing adjustments and the finalization of certain intangible asset valuations and deferred tax adjustments. The accompanying condensed consolidated financial statements include the results of Mecco from the date of acquisition through April 30, 2026. Pro forma and other financial information are not presented for the Mecco acquisition because its impact on the Company’s results of operations and financial position is immaterial.

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On April 20, 2026, the Company entered into an Equity Purchase Agreement with Honeywell International Inc. (“Honeywell”) to acquire Honeywell’s Productivity Solutions and Services (“PSS”) business, a global manufacturer and provider of mobile computers, barcode scanners, and printing solutions, for a base purchase price of $1.4 billion in cash, subject to customary adjustments related to cash, indebtedness, working capital and transaction expenses. The transaction is subject to customary closing conditions, including regulatory approvals, and is expected to close in the second half of calendar year 2026. During the three months ended April 30, 2026, the Company incurred $13,506 of acquisition-related costs associated with the pending transaction, which were recorded in selling, general and administrative expenses.

NOTE O — Debt

There have been no material changes to the terms of the Company’s credit agreement from those disclosed in the Company’s Annual Report on Form 10-K for the year ended July 31, 2025.

On April 20, 2026, in connection with the Company’s pending acquisition of the PSS business, the Company entered into a debt commitment letter with BMO Capital Markets that provides for 364-day bridge facilities with aggregate commitments of up to $1.8 billion, subject to customary conditions, including completion of the acquisition. The Company incurred financing costs related to the bridge facilities, which were capitalized in “Other assets” on the condensed consolidated balance sheet. As of April 30, 2026, the acquisition had not been completed, the conditions to availability under the bridge financing had not been satisfied, and no amounts were drawn or outstanding.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Brady Corporation is a global manufacturer and supplier of identification and direct part marking solutions, high-performance materials and workplace safety products that identify and protect premises, products and people. The Company is organized and managed on a geographic basis with two reportable segments: Americas & Asia and Europe & Australia. This regional operating structure allows the Company to further integrate its businesses, support continued growth through the application of the best go-to-market strategies in key geographies, facilitate new product development within recent acquisitions and further simplify and scale the global business.

Within each of the reportable segments, the Company markets, sells and distributes a broad range of identification and safety products and solutions across the following primary product categories:

•Safety and facility identification, which includes safety signs, traffic signs and control products, floor-marking tape, pipe markers, labeling systems, spill control products, lockout/tagout devices, personal protection equipment, first aid products, and software and services for safety compliance auditing, procedures writing and training.

•Product identification, which includes materials, printing systems, radio frequency identification (“RFID”) and barcode scanners for product identification, direct part marking, engraving equipment, brand protection labeling, work in process labeling, finished product identification, asset tracking labels, asset tags and industrial track and trace applications.

•Wire identification, which includes handheld printers, wire markers, sleeves, and tags.

•Healthcare identification, which includes wristbands, labels, printing systems, and other products used in hospital, laboratory, and other healthcare settings for tracking and improving the safety of patients.

•People identification, which includes name tags, badges, lanyards, rigid card printing systems, and access control software.

The ability to provide customers with a broad range of proprietary, customized and diverse products for use in various applications across multiple industries and geographies, along with a commitment to quality and service, have made Brady a leader in many of its markets. Brady’s long-term sales growth and profitability will depend not only on the overall economic environment and our ability to successfully navigate changes in the macro environment, but also on our ability to develop and market innovative products, deliver a high level of customer service, advance our digital capabilities, and continuously improve the efficiency of our global operations. Our strategy for growth includes an increased focus on certain industries and products, streamlining our product offerings, expanding into higher growth end-markets, intensifying efforts to leverage our diverse product portfolio and synergies across our business, improving the overall customer experience, developing technologically advanced, innovative, and proprietary products, and improving our digital capabilities.

The following are key initiatives supporting our strategy in fiscal 2026:

•Investing in organic growth by enhancing our research and development process and utilizing customer feedback and observations to develop innovative new products that solve customer needs and improve environmental sustainability.

•Delivering a high-quality customer experience by aligning with customers’ preferred communications channels and leveraging technology to strengthen engagement.

•Expanding and enhancing sales capabilities through an improved digital presence and the use of data-driven marketing automation tools.

•Maintaining profitability through pricing mechanisms to mitigate the impacts of ongoing supply chain disruptions and inflationary pressures while ensuring prices remain competitive.

•Integrating recent acquisitions and advancing the pending acquisition of PSS business to enhance our strategic position and accelerate long-term sales growth.

•Advancing operational excellence by executing sustainable efficiency gains within our selling, general and administrative structures and within our global operations, including cost reduction initiatives, insourcing of critical products and manufacturing activities, and reducing the Company’s environmental footprint.

•Continuing to build a high-performance culture, which rewards execution, fosters inclusion, and strengthens employee engagement, recruitment, and retention.

Pending Acquisition of the PSS Business

On April 20, 2026, the Company entered into an Equity Purchase Agreement with Honeywell International Inc. (“Honeywell”) to acquire Honeywell’s Productivity Solutions and Services (“PSS”) business, a global manufacturer and provider of mobile computers, barcode scanners and printing solutions, for a base purchase price of $1.4 billion in cash, subject to customary adjustments related to cash, indebtedness, working capital and transaction expenses. We believe the pending

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acquisition of the PSS business, if completed, will provide a complementary product portfolio that will add scale and extend the Company’s reach into adjacent workflows and large enterprise customers.

We intend to fund the acquisition and related transaction costs through a combination of cash on hand and new debt financing. In connection with the pending acquisition, we entered into a debt commitment letter that provides for 364-day bridge facilities with aggregate commitments of up to $1.8 billion, subject to customary closing conditions. We expect to replace or reduce the commitments under the bridge facilities contemplated by the debt commitment letter with permanent financing prior to closing. The transaction is not subject to a financing condition.

The transaction is subject to customary closing conditions, including regulatory approvals, and is expected to close in the second half of calendar year 2026.

Macroeconomic Conditions and Trends

The Company’s operations and financial performance are subject to the risks and uncertainties inherent in the global economic environment, including inflationary pressures, supply chain disruptions, changes in trade policy, and other macroeconomic and geopolitical challenges. These conditions may impact the Company’s business, financial condition and results of operations as the global economic outlook remains uncertain.

The global trade environment remains complex and continues to evolve, driven by the imposition of tariffs on goods entering the U.S. and countermeasures from other nations. Our business has incurred additional costs related to these incremental tariffs and countermeasures, and future impacts will depend on changes in trade policy and the timing, availability and amount of potential refunds of tariffs previously paid. We also continue to face broader macroeconomic pressures impacting the cost and availability of certain raw materials, components, freight and other inputs. The Company has taken and will continue to take action to mitigate these pressures through a combination of targeted price increase, strategic sourcing adjustments, product portfolio optimization, as well as our ongoing efforts to drive sustainable efficiency gains in our operations and administrative structures. However, these actions may not fully offset the impact of tariffs, inflationary pressures or other macroeconomic pressures on our results.

The Company continues to evaluate developments related to tariff policy, including the timing, availability and amount of potential refunds of tariffs previously paid. Any such refunds remain subject to ongoing administrative processes and uncertainty.

Notwithstanding the uncertain macroeconomic environment, we believe our financial strength positions us well to continue investing in acquisitions and organic growth opportunities, such as expanded sales channels, marketing programs, and research and development (“R&D”). We remain focused on driving sustainable efficiency gains and automation across our operations and selling, general and administrative (“SG&A”) functions, while also returning capital to our shareholders through dividends and opportunistic share repurchases.

We believe that our financial resources and liquidity levels, including the undrawn portion of our credit agreement and available financing commitments are sufficient to support the execution of our growth strategy and to manage the impact of economic or geopolitical events that could potentially reduce sales, net income, or cash provided by operating activities. In addition, in connection with the pending acquisition of the PSS business, we entered into a debt commitment letter that provides for 364-day bridge facilities with aggregate commitments of up to $1.8 billion, subject to customary closing conditions, including completion of the acquisition. Refer to Risk Factors, included in Part I, Item 1A of our Annual Report on Form 10-K for the year ended July 31, 2025, and Part II, Item 1A of this Quarterly Report on Form 10-Q, for further discussion of the possible impact of global economic or geopolitical events on our business and additional risks relating to our acquisition of the PSS business.

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Results of Operations

The comparability of the operating results for the three and nine months ended April 30, 2026 compared to the same periods in the prior year have been impacted by the acquisitions of Microfluidic Solutions business unit of Funai Electric Co., Ltd. (“Microfluidic Solutions”) on April 1, 2025 and MECCO Partners LLC (“Mecco”) on August 4, 2025. The comparability of the operating results for the nine months ended April 30, 2026 compared to the same period in the prior year has also been impacted by the acquisition of American Barcode and RFID Incorporated (“AB&R”) on October 1, 2024. All three entities have been included in the Americas & Asia reportable segment since their respective acquisition dates.

A comparison of results of operating income for the three and nine months ended April 30, 2026 and 2025, is as follows:

			Three months ended April 30,																								Nine months ended April 30,
(Dollars in thousands)			2026						% Sales						2025						% Sales						2026						% Sales						2025						% Sales
Net sales			$	435,237											$	382,590											$	1,224,661											$	1,116,330
Gross margin			225,469						51.8		%				195,059						51.0		%				628,695						51.3		%				560,591						50.2		%
Operating expenses:
Research and development			23,531						5.4		%				19,191						5.0		%				71,132						5.8		%				56,835						5.1		%
Selling, general and administrative			128,732						29.6		%				108,678						28.4		%				354,195						28.9		%				326,410						29.2		%
Total operating expenses			152,263						35.0		%				127,869						33.4		%				425,327						34.7		%				383,245						34.3		%
Operating income			$	73,206					16.8		%				$	67,190					17.6		%				$	203,368					16.6		%				$	177,346					15.9		%

References in this Quarterly Report on Form 10-Q to “organic sales” refer to sales calculated in accordance with GAAP, excluding the impact of foreign currency translation, sales recorded from acquired companies prior to the first anniversary date of their acquisition, and sales recorded from divested companies up to the first anniversary of their divestiture. The Company’s organic sales disclosures exclude the effects of foreign currency translation as foreign currency translation is subject to volatility that can obscure underlying business trends. Management believes that the non-GAAP financial measure of organic sales is meaningful to investors as it provides them with useful information to aid in identifying underlying sales trends in our businesses and facilitating comparisons of our sales performance with prior periods.

Net sales for the three months ended April 30, 2026 increased 13.8% to $435.2 million compared to $382.6 million in the same period in the prior year. The increase consisted of organic sales growth of 8.2%, sales growth from acquisitions of 2.1%, and a 3.5% increase from foreign currency translation. Organic sales grew 10.1% in the Americas & Asia segment and 4.5% in the Europe & Australia segment during the three months ended April 30, 2026 compared to the same period in the prior year.

Net sales for the nine months ended April 30, 2026 increased 9.7% to $1,224.7 million compared to $1,116.3 million in the same period in the prior year. The increase consisted of organic sales growth of 4.3%, sales growth from acquisitions of 2.5%, and a 2.9% increase from foreign currency translation. Organic sales grew 6.0% in the Americas & Asia segment sales and 0.9% in the Europe & Australia segment during the nine months ended April 30, 2026 compared to the same period in the prior year.

Gross margin increased 15.6% to $225.5 million in the three months ended April 30, 2026 compared to $195.1 million in the same period in the prior year. As a percentage of net sales, gross margin increased to 51.8% from 51.0% in the three-month period. Gross margin increased 12.1% to $628.7 million in the nine months ended April 30, 2026 compared to $560.6 million in the same period in the prior year. As a percentage of net sales, gross margin increased to 51.3% from 50.2% in the nine-month period. The increase in gross margin as a percentage of net sales was primarily driven by organic sales growth in higher gross margin products lines during both the three and nine-month periods compared to the same periods in the prior year. The absence of a $4.1 million non-recurring fair value adjustment related to acquisition inventory, as well as facility closure and other reorganization costs recorded in the prior-year period also contributed to the increase in the nine-month period.

R&D expenses increased 22.6% to $23.5 million in the three months ended April 30, 2026 compared to $19.2 million in the same period in the prior year. As a percentage of net sales, R&D expenses increased to 5.4% in the three-month period compared to 5.0% in the same period in the prior year. R&D expenses increased 25.2% to $71.1 million in the nine months ended April 30, 2026 compared to $56.8 million in the same period in the prior year. As a percentage of net sales, R&D expenses increased to 5.8% from 5.1% in the nine-month period. The increase in R&D spending was primarily due to the acquisitions of Microfluidic Solutions and Mecco, and, to a lesser extent, an increase in R&D headcount within the Company’s organic business. The Company remains committed to investing in innovative product development to drive long-term organic sales growth. Investments in new printing systems, pressure sensitive materials, engraving systems, microfluidic technologies, scanners and software remain the primary focus of R&D expenditures in fiscal 2026.

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SG&A expenses include selling and administrative costs directly attributed to the Americas & Asia and Europe & Australia segments, as well as certain other corporate administrative expenses including finance, information technology, human resources and other administrative expenses. SG&A expenses increased 18.5% to $128.7 million in the three months ended April 30, 2026 compared to $108.7 million in the same period in the prior year. As a percentage of net sales, SG&A expenses increased to 29.6% from 28.4% in the three-month period. The increase in SG&A as a percentage of net sales for the three-month period is primarily due to costs incurred related to the pending acquisition of the PSS business of $13.5 million, partially offset by cost reductions from facility closures and other reorganization activities completed in the prior fiscal year, as well as the absence of charges related to those activities recorded in the prior-year period.

SG&A expenses increased 8.5% to $354.2 million for the nine months ended April 30, 2026 compared to $326.4 million in the same period in the prior year. As a percentage of net sales, SG&A expenses decreased to 28.9% from 29.2% in the nine-month period. The increase in SG&A expenses during the nine months ended April 30, 2026 was primarily due to costs incurred related to the pending acquisition of the PSS business, as well as increased headcount and other costs from previous acquisitions. The decrease in SG&A as a percentage of net sales for the nine-month period is primarily due to cost reductions from facility closures and other reorganization activities completed in the prior fiscal year, as well as the absence of $6.6 million of charges related to those activities recorded in the prior-year period.

Operating income increased 9.0% to $73.2 million and increased 14.7% to $203.4 million in the three and nine months ended April 30, 2026, respectively, compared to $67.2 million and $177.3 million in the same periods in the prior year. The increase in operating income in both the three and nine-month periods was driven by organic sales growth in both reportable segments, gross margin improvement across both reportable segments, and SG&A cost efficiencies in the Europe & Australia segment, which was partially offset by PSS transaction related costs of $13.5 million. Additionally, operating income for the three and nine months ended April 30, 2025 included facility closure and other reorganization costs of $3.9 million and $9.6 million, respectively. Operating income for the nine months ended April 30, 2025 also included non-recurring acquisition-related and other costs of $5.1 million.

OPERATING INCOME TO NET INCOME

			Three months ended April 30,																								Nine months ended April 30,
(Dollars in thousands)			2026						% Sales						2025						% Sales						2026						% Sales						2025						% Sales
Operating income			$	73,206					16.8		%				$	67,190					17.6		%				$	203,368					16.6		%				$	177,346					15.9		%
Other income (expense):
Investment and other income (expense)			1,431						0.3		%				(509)						(0.1)		%				3,948						0.3		%				2,850						0.3		%
Interest expense			(1,269)						(0.3)		%				(936)						(0.2)		%				(3,467)						(0.3)		%				(3,604)						(0.3)		%
Income before income taxes			73,368						16.9		%				65,745						17.2		%				203,849						16.6		%				176,592						15.8		%
Income tax expense			15,568						3.6		%				13,482						3.5		%				44,062						3.6		%				37,212						3.3		%
Net income			$	57,800					13.3		%				$	52,263					13.7		%				$	159,787					13.0		%				$	139,380					12.5		%

The Company’s income tax rate was 21.2% and 20.5% for the three months ended April 30, 2026 and 2025, respectively, and the income tax rate was 21.6% and 21.1% for the nine months ended April 30, 2026 and 2025, respectively.

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Business Segment Operating Results

The Company evaluates short-term segment performance based on segment profit and customer sales. Interest expense, investment and other income, income tax expense, and certain corporate administrative expenses are excluded when evaluating segment performance.

The following is a summary of segment information for the three and nine months ended April 30, 2026 and 2025:

			Three months ended April 30,												Nine months ended April 30,
			2026						2025						2026						2025
SALES GROWTH INFORMATION
Americas & Asia
Organic			10.1		%				5.4		%				6.0		%				5.0		%
Acquisitions			3.1		%				8.6		%				3.9		%				7.9		%
Currency			1.2		%				(1.1)		%				0.7		%				(1.0)		%
Divestiture			—		%				—		%				—		%				(0.5)		%
Total			14.4		%				12.9		%				10.6		%				11.4		%
Europe & Australia
Organic			4.5		%				(5.4)		%				0.9		%				(1.9)		%
Acquisitions			—		%				14.2		%				—		%				14.8		%
Currency			8.1		%				(0.1)		%				7.1		%				(0.1)		%
Total			12.6		%				8.7		%				8.0		%				12.8		%
Total Company
Organic			8.2		%				1.6		%				4.3		%				2.6		%
Acquisitions			2.1		%				10.5		%				2.5		%				10.2		%
Currency			3.5		%				(0.7)		%				2.9		%				(0.5)		%
Divestiture			—		%				—		%				—		%				(0.4)		%
Total			13.8		%				11.4		%				9.7		%				11.9		%
SEGMENT PROFIT
Americas & Asia			$	68,730					$	57,164					$	182,344					$	158,148
Europe & Australia			21,470						17,478						55,624						41,872
Total			$	90,200					$	74,642					$	237,968					$	200,020
SEGMENT PROFIT AS A PERCENT OF NET SALES
Americas & Asia			23.7		%				22.5		%				22.5		%				21.6		%
Europe & Australia			14.8		%				13.6		%				13.4		%				10.9		%
Total			20.7		%				19.5		%				19.4		%				17.9		%

Americas & Asia

Americas & Asia net sales increased 14.4% to $290.1 million in the three months ended April 30, 2026 compared to $253.7 million in the same period in the prior year, which consisted of organic sales growth of 10.1%, sales growth from acquisitions of 3.1%, and a 1.2% increase from foreign currency translation. Americas & Asia net sales increased 10.6% to $810.6 million in the nine months ended April 30, 2026 compared to $732.9 million in the same period in the prior year, which consisted of organic sales growth of 6.0%, sales growth from acquisitions of 3.9%, and a 0.7% increase from foreign currency translation.

Organic sales in the Americas increased approximately 10% in the three months ended April 30, 2026 and in the mid-single digits in the nine months ended April 30, 2026 compared to the same periods in the prior year. Organic sales growth in both the three and nine-month periods was driven by growth in the wire identification, product identification and safety and facility identification product lines, which was partially offset by an organic sales decline in the people identification product line in the nine-month period. Organic sales growth in the wire identification product line was supported by datacenter construction projects.

Organic sales in Asia increased approximately 12% in the three months ended April 30, 2026, and increased approximately 13% in the nine months ended April 30, 2026 compared to the same periods in the prior year. The organic sales increase in both the three month and nine-month periods was realized throughout Asia with continued growth from electronics manufacturing services providers, technology companies, and industrial suppliers across the region. Organic sales growth in both the three and

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nine-month periods was primarily driven by increased organic sales across Southeast Asia, India and China, as well as Japan in the nine-month period.

Americas & Asia segment profit increased 20.2% to $68.7 million in the three months ended April 30, 2026 compared to $57.2 million in the same period in the prior year. Segment profit increased 15.3% to $182.3 million in the nine months ended April 30, 2026 compared to $158.1 million in the same period in the prior year. As a percentage of net sales, segment profit increased to 23.7% from 22.5% in the three-month period and segment profit increased to 22.5% from 21.6% in the nine-month period ended April 30, 2026 compared to the same periods in the prior year. The increase in segment profit as a percentage of net sales was due to increased profit from organic sales growth in both the three and nine-month periods, as well as the absence of costs related to the closure of two facilities from both prior year periods and purchase accounting adjustments in the prior nine-month period.

Europe & Australia

Europe & Australia net sales increased 12.6% to $145.2 million in the three months ended April 30, 2026 compared to $128.9 million in the same period in the prior year, which consisted of organic sales growth of 4.5% and an 8.1% increase due to foreign currency translation. Europe & Australia net sales increased 8.0% to $414.1 million in the nine months ended April 30, 2026 compared to $383.4 million in the same period in the prior year, which consisted of organic sales growth of 0.9% and a 7.1% increase from foreign currency translation.

Organic sales in Europe increased in the mid-single digits in the three months ended April 30, 2026 and in the low-single digits in the nine months ended April 30, 2026 compared to the same periods in the prior year. Organic sales increased across all major product lines during the three-month period with the wire identification and product identification product lines driving the organic sales growth in both the three and nine-month periods.

Organic sales in Australia increased in the low-single digits in both the three and nine months ended April 30, 2026 compared to the same periods in the prior year. Organic sales growth in both the three and nine-month periods was driven by growth in the safety and facility identification and wire identification product lines, which was partially offset by an organic sales decline in the product identification product line.

Europe & Australia segment profit increased 22.8% to $21.5 million in the three months ended April 30, 2026 compared to $17.5 million in the same period in the prior year. Segment profit increased 32.8% to $55.6 million in the nine months ended April 30, 2026 compared to $41.9 million in the same period in the prior year. As a percentage of net sales, segment profit increased to 14.8% from 13.6% for the three-month period and segment profit increased to 13.4% from 10.9% for the nine-month period ended April 30, 2026, compared to the same periods in the prior year. The increase in segment profit as a percentage of net sales was primarily driven by a more efficient cost structure following reorganization activities completed in the prior fiscal year. Additionally, segment profit for the three and nine months ended April 30, 2025 included reorganization costs and purchase accounting adjustments.

Liquidity and Capital Resources

The Company’s cash balances are generated and held in numerous locations throughout the world. At April 30, 2026, approximately 97% of the Company’s cash and cash equivalents were held outside the United States. The Company’s organic and inorganic growth has historically been funded by a combination of cash provided by operating activities and debt financing. The Company believes that its cash flow from operating activities and its borrowing capacity are sufficient to fund its anticipated requirements for working capital, capital expenditures, research and development, share repurchases, and dividend payments for the next 12 months. Although the Company believes these sources of cash are currently sufficient to fund domestic operations, annual cash needs could require repatriation of cash to the U.S. from foreign jurisdictions, which may result in additional tax payments.

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Cash Flows

Cash and cash equivalents were $175.5 million at April 30, 2026, an increase of $1.1 million from July 31, 2025. The significant changes were as follows:

			Nine months ended April 30,
(Dollars in thousands)			2026						2025
Net cash flow provided by (used in):
Operating activities			$	164,899					$	122,874
Investing activities			(43,562)						(165,079)
Financing activities			(125,469)						(52,077)
Effect of exchange rate changes on cash			5,274						(3,682)
Net increase (decrease) in cash and cash equivalents			$	1,142					$	(97,964)

Net cash provided by operating activities was $164.9 million in the nine months ended April 30, 2026 compared to $122.9 million in the same period of the prior year. The increase in cash provided by operating activities was primarily due to increased net income and higher non-cash adjustments, driven by changes in deferred taxes, in the current nine-month period.

Net cash used in investing activities was $43.6 million in the nine months ended April 30, 2026 compared to $165.1 million in the same period of the prior year. The decrease in net cash used in investing activities was primarily due to the acquisition of Gravotech for $123.6 million in the prior nine-month period, compared to the acquisition of Mecco for $17.4 million in the current nine-month period.

Net cash used in financing activities was $125.5 million compared to $52.1 million in the same period of the prior year. The increase in cash used in financing activities was primarily due to net repayments on the Company’s credit agreement in the current-year period, compared to net borrowings in the prior-year period, which included borrowings used to fund the Gravotech acquisition.

Material Cash Requirements

Our material cash requirements for known contractual obligations include capital expenditures, repayment of borrowings on our credit agreement and lease obligations. We believe that net cash provided by operating activities will continue to be adequate to meet our liquidity and capital needs for these items over the next 12 months and in the long-term beyond the next 12 months. We also have cash requirements for purchase orders and contracts for the purchase of inventory and other goods and services, which are based on current and anticipated customer needs and are fulfilled by our suppliers within short time horizons. We do not have significant agreements for the purchase of inventory or other goods or services specifying minimum order quantities. In addition, we may have liabilities for uncertain tax positions, but we do not believe that the cash requirements to meet any of these liabilities will be material.

In connection with the pending acquisition of the PSS business, we entered into a debt commitment letter that provides for 364-day bridge facilities with aggregate commitments of up to $1.8 billion, subject to customary conditions, including completion of the acquisition. We expect to fund the acquisition with cash on hand and new debt financing, and we expect to replace or reduce the commitments under the bridge facilities contemplated by the debt commitment letter with permanent financing prior to closing. Following completion of the acquisition, we expect cash flows from operations of the combined company, together with available liquidity, to be sufficient to satisfy our currently anticipated debt service obligations and other cash requirements.

Credit Agreement

On August 1, 2019, the Company and certain of its subsidiaries entered into an unsecured $200 million multi-currency credit agreement with a group of five banks.

On November 14, 2022, the Company and certain of its subsidiaries entered into a second amendment to the credit agreement to, among other items, (a) increase the lending commitments by $100 million for total lending commitments of $300 million, (b) extend the final maturity date to November 14, 2027, (c) increase the interest rate on certain borrowings by 0.125%, and (d) increase the available amount under the credit agreement, at the Company’s option and subject to certain conditions, from $300 million up to (i) an amount equal to the incremental borrowing necessary to bring the Company’s consolidated net debt-to-EBITDA ratio as defined in the credit agreement to 2.5 to 1.0 plus (ii) $200 million.

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On October 10, 2024, the Company and certain of its subsidiaries entered into a third amendment to the credit agreement to, among other items, change the applicable benchmark rate for borrowings denominated in Canadian Dollars under the credit agreement.

As of April 30, 2026, the outstanding balance on the Company’s credit agreement was $26.9 million. The maximum amount outstanding on the credit agreement during the nine months ended April 30, 2026 was $119.6 million. As of April 30, 2026, the outstanding balance consists of Euro-denominated borrowings of €23.0 million bearing interest at 2.9%. The Company had letters of credit outstanding under the credit agreement of $1.8 million as of April 30, 2026, and there was $271.3 million available for future borrowing, which can be increased to $1,306.3 million at the Company’s option, subject to certain conditions. The credit agreement has a final maturity date of November 14, 2027. As such, borrowings were classified as long-term on the condensed consolidated balance sheets.

Covenant Compliance

The Company’s credit agreement requires it to maintain certain financial covenants, including a ratio of debt to the trailing twelve months EBITDA, as defined in the debt agreements, of not more than a 3.5 to 1.0 ratio (leverage ratio) and the trailing twelve months EBITDA to interest expense of not less than a 3.0 to 1.0 ratio (interest expense coverage). As of April 30, 2026, the Company was in compliance with these financial covenants, with a ratio of debt to EBITDA, as defined by the agreements, equal to 0.1 to 1.0 and the interest expense coverage ratio equal to 75.2 to 1.0.

Pending Acquisition Financing

In connection with the pending acquisition of the PSS business, we entered into a debt commitment letter that provides for 364-day bridge facilities with aggregate commitments of up to $1.8 billion, subject to customary conditions, including completion of the acquisition. As of April 30, 2026, the acquisition had not been completed, the conditions to availability under the bridge facilities had not been satisfied and no amounts were drawn or outstanding. We expect to fund the acquisition with cash on hand and new debt financing, and we expect to replace or reduce the commitments under the bridge facilities contemplated by the debt commitment letter with permanent financing prior to closing. If the acquisition is completed, we expect our outstanding indebtedness, debt service obligations and interest expense to increase.

Forward-Looking Statements

In this Quarterly Report on Form 10-Q, statements that are not reported financial results or other historic information are “forward-looking statements.” These forward-looking statements relate to, among other things, the Company’s future financial position, business strategy, targets, projected sales, costs, income, capital expenditures, debt levels and cash flows, and plans and objectives of management for future operations.

The use of words such as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe,” “should,” “project” or “plan” or similar terminology are generally intended to identify forward-looking statements. These forward-looking statements by their nature address matters that are, to different degrees, uncertain and are subject to risks, assumptions, and other factors, some of which are beyond Brady’s control, that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. For Brady, uncertainties arise from:

•Increased cost of raw materials, labor, material shortages and supply chain disruptions, including as a result of tariffs or other impacts of the global trade environment

•Decreased demand for the Company’s products

•Ability to compete effectively or to successfully execute the Company’s strategy

•Ability to develop technologically advanced products that meet customer demands

•Ability to identify, integrate, and grow acquired companies

•Difficulties in protecting websites, networks, and systems against security breaches and difficulties in preventing phishing attacks, social engineering or malicious break-ins

•Risks associated with the loss of key employees

•Litigation, including product liability claims

•Global climate change and environmental regulations

•Foreign currency fluctuations

•Changes in tax legislation and tax rates

•Potential write-offs of goodwill and other intangible assets

•Differing interests of voting and non-voting shareholders and changes in the regulatory and business environment around dual-class voting structures

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•The possibility that events, changes or other circumstances could result in termination of the agreement to acquire the PSS business

•The Company’s ability to complete the pending acquisition of the PSS business on the anticipated timeline or at all, including risks related to the timing, receipt and terms of required governmental and regulatory approvals and the satisfaction or waiver of other closing conditions

•The potential effects of the pending acquisition and related integration planning on the Company’s and the PSS business’s relationships with customers, suppliers and other business partners, ability to retain and hire key personnel, operating results and businesses generally

•The Company’s ability to realize the anticipated strategic and financial benefits of the pending acquisition of the PSS business, including expected synergies, within the anticipated timeframe or at all

•Numerous other matters of national, regional and global scale, including major public health crises and government responses thereto and those of a political, economic, business, competitive, and regulatory nature contained from time to time in Brady’s U.S. Securities and Exchange Commission (“SEC”) filings, including, but not limited to, those factors listed in the “Risk Factors” section within Item 1A of Part I of Brady’s Form 10-K for the year ended July 31, 2025, and Part II, Item 1A of this Quarterly Report on Form 10-Q.

These uncertainties may cause Brady’s actual future results to be materially different than those expressed in its forward-looking statements. Brady does not undertake to update its forward-looking statements except as required by law.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Refer to the Company’s annual report on Form 10-K for the year ended July 31, 2025 (“2025 Form 10-K”). There has been no material change in this information since the 2025 Form 10-K.

ITEM 4. CONTROLS AND PROCEDURES

Brady Corporation maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed by the Company in the reports filed by the Company 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 include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports the Company files under the Exchange Act is accumulated and communicated to the Company’s management, including the Company’s principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. The Company carried out an evaluation, under the supervision and with the participation of its management, including its President and Chief Executive Officer (the “Chief Executive Officer”) and its Chief Financial Officer, Chief Accounting Officer and Treasurer (the “Chief Financial Officer”), of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Rule 13a-15 of the Exchange Act. Based on that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of the end of the period covered by this report.

There were no changes in the Company’s internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) that occurred during the Company’s most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The information set forth in Note M, “Contingencies” included in this Quarterly Report on Form 10-Q is incorporated herein by reference.

ITEM 1A. RISK FACTORS

The Company’s business, results of operations, financial condition, and cash flows are subject to various risks and uncertainties, including those described in Part I, Item 1A, “Risk Factors” of Company’s Annual Report on Form 10-K for the year ended July 31, 2025. There have been no material changes from the risk factors set forth in the 2025 Form 10-K, except as discussed below.

We may not complete the pending acquisition of Honeywell’s Productivity Solutions and Services business on the anticipated timeline, or at all, and, if completed, the acquisition may not achieve the expected benefits and will increase our leverage.

We have entered into an agreement to acquire Honeywell International Inc.’s Productivity Solutions and Services (“PSS”) business. Completion of the acquisition is subject to regulatory approvals and other customary closing conditions. While we expect the transaction to close in the second half of calendar year 2026, we cannot provide assurance that all required regulatory approvals will be received, that the other required closing conditions will be satisfied or waived, or that the transaction will be completed on the anticipated timeline or at all.

If the acquisition is completed, we expect to fund the purchase price with cash on hand and new debt financing. Although we have obtained committed bridge financing to support our ability to fund the acquisition, we expect to replace or reduce the commitments under the bridge facilities contemplated by the debt commitment letter with permanent financing prior to closing. There can be no assurance that permanent financing will be available on terms favorable to us, or at all. If we are unable to obtain permanent financing prior to closing, we may be required to draw on the bridge facilities, which may be on less favorable terms than anticipated permanent financing. In addition, incurring additional debt to finance the acquisition will increase our leverage and debt service obligations, which may reduce our financial flexibility, limit our ability to pursue other strategic opportunities, increase our exposure to interest rate and credit market conditions, and require us to dedicate a greater portion of our cash flows to debt service.

The acquisition is significant relative to our existing business and involves the separation of the PSS business from Honeywell. As a result, the transaction may involve greater operational complexity than the acquisition of a standalone business, including our reliance on transition services following the completion of the acquisition, the separation and integration of systems, processes and personnel, and the establishment or expansion of certain standalone functions for the PSS business. These activities may take longer, cost more, or be more disruptive to our existing business or to the PSS business than anticipated. We may not realize the anticipated strategic and financial benefits of the acquisition, including expected synergies, within the anticipated timeframe or at all. Delays in completing the acquisition, increased financing or integration costs, operational disruption, or our inability to achieve the expected benefits or synergies could adversely affect our business, financial condition, results of operations and cash flows.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The Company maintains a share repurchase program for the Company’s Class A Nonvoting Common Stock. The program may be implemented by purchasing shares in the open market or in privately negotiated transactions, with repurchased shares available for use in connection with the Company’s stock-based plans and for other corporate purposes.

On September 4, 2024, the Company’s Board of Directors authorized an increase in the Company’s share repurchase program, authorizing the repurchase of an additional $100.0 million of the Company’s Class A Nonvoting Common Stock, which expanded upon the Company’s prior authorization for a total authorized amount of $137.8 million. The share repurchase program may be implemented from time to time on the open market or in privately negotiated transactions and has no expiration date. As of April 30, 2026, there was $72.8 million worth of shares authorized to purchase remaining pursuant to the existing share repurchase program.

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The following table provides information with respect to the purchases by the Company of Class A Nonvoting Common Stock during the three months ended April 30, 2026:

Period						Total Number of Shares Purchased						Average Price Paid per Share						Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs						Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (Dollars in Thousands)
February 1, 2026 - February 28, 2026						—						$	—					—						$	77,987
March 1, 2026 - March 31, 2026						—						—						—						77,987
April 1, 2026 - April 30, 2026						63,323						81.59						63,323						72,821
Total						63,323						$	81.59					63,323						$	72,821

ITEM 5. OTHER INFORMATION

During the three months ended April 30, 2026, no director or Section 16 officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is identified in Item 408(a) of Regulation S-K.

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ITEM 6. EXHIBITS

Exhibit No.						Exhibit Description
2.1						Equity Purchase Agreement, dated April 20, 2026, by and among Brady Corporation, Brady Worldwide, Inc. and Honeywell International, Inc. (incorporated by reference to Registrant’s Current report on Form 8-K filed April 21, 2026). Schedules and exhibits to this document are not being filed herewith pursuant to Item 601(b)(2) of Regulation S-K.*
31.1						Rule 13a-14(a)/15d-14(a) Certification of Russell R. Shaller
31.2						Rule 13a-14(a)/15d-14(a) Certification of Ann E. Thornton
32.1						Section 1350 Certification of Russell R. Shaller
32.2						Section 1350 Certification of Ann E. Thornton
101.INS						Inline XBRL Instance Document (The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document.)
101.SCH						Inline XBRL Taxonomy Extension Schema Document
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE						Inline XBRL Taxonomy Extension Presentation Label Linkbase Document
104						Cover Page Interactive Data File (Formatted as Inline XBRL contained in Exhibit 101)

* The registrant agrees to furnish a copy of any such schedule or exhibit to the Securities and Exchange Commission upon request.

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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.

BRADY CORPORATION

Date: May 18, 2026

/s/ RUSSELL R. SHALLER

Russell R. Shaller

President and Chief Executive Officer

(Principal Executive Officer)

Date: May 18, 2026

/s/ ANN E. THORNTON

Ann E. Thornton

Chief Financial Officer, Chief Accounting Officer and Treasurer

(Principal Financial Officer and Principal Accounting Officer)

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FAQ

How did Brady Corporation (BRC) perform financially in the quarter ended April 30, 2026?

Brady reported solid quarterly growth, with net sales of $435.2 million and net income of $57.8 million. Sales rose from $382.6 million a year earlier, supported by 8.2% organic growth, acquisitions and favorable currency, while diluted EPS reached $1.21 for both share classes.

What are the key nine-month 2026 results for Brady Corporation (BRC)?

For the nine months ended April 30, 2026, Brady generated $1,224.7 million in net sales and $159.8 million in net income. Sales increased 9.7% versus the prior year, gross margin improved to 51.3%, and diluted EPS reached $3.35 for Class A and $3.33 for Class B.

What major acquisition is Brady Corporation (BRC) planning with Honeywell’s PSS business?

Brady agreed to acquire Honeywell’s Productivity Solutions and Services business for a base purchase price of $1.4 billion in cash. The transaction is subject to regulatory approvals and other customary closing conditions and is expected to close in the second half of calendar 2026.

How will Brady Corporation (BRC) finance the Honeywell PSS acquisition?

Brady plans to fund the PSS purchase with cash on hand and new debt financing. It entered a debt commitment letter for 364-day bridge facilities with aggregate commitments up to $1.8 billion, which it expects to replace or reduce with permanent financing prior to closing.

What is Brady Corporation’s (BRC) current debt and liquidity position?

As of April 30, 2026, Brady had $26.9 million outstanding under its $300 million credit agreement and cash of $175.5 million. It had $271.3 million of undrawn capacity on the facility, plus the separate $1.8 billion bridge commitments tied to the pending PSS acquisition.

How are Brady Corporation’s (BRC) business segments performing?

The Americas & Asia segment posted net sales of $290.1 million and segment profit of $68.7 million for the quarter. Europe & Australia delivered $145.2 million in sales and $21.5 million in segment profit, with segment profit margins rising in both regions compared to the prior year.

What shareholder return actions did Brady Corporation (BRC) take in the quarter?

Brady repurchased 63,323 Class A shares at an average price of $81.59 and continued paying dividends. Quarterly dividends were $0.2450 per Class A share and $0.2450 per Class B share, and $72.8 million remained authorized for future repurchases under its share buyback program.