STOCK TITAN

Knife River TTM revenue $3.3B, EBITDA $502M

The presentation pairs long-term growth plans with second-quarter headwinds and an expected 9% to 10% contracting-services margin for 2H 2026.

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Knife River Corporation (KNF) posted its September 2026 investor presentation for management use in meetings and presentations to the investment community. For the twelve months ended June 30, 2026, it reported revenue of $3,307.5 million, net income of $139.9 million and Adjusted EBITDA of $501.6 million. For the twelve months ended December 31, 2025, the presentation lists $3,146.0 million, $157.1 million and $496.5 million, respectively. It also reports Adjusted EBITDA up 60% and Adjusted EBITDA margin up 280 basis points from full-year 2022 to TTM June 30, 2026.

For 2Q 2026, the presentation cites Adjusted EBITDA impacts of approximately $8 million, $10 million and $6 million amid fewer public bid lettings, delayed work, adverse weather and fuel-cost pressures. It says diesel prices increased approximately 40% since early July and management expects 2H 2026 contracting services margins of approximately 9% to 10%. The slides also describe acquisition and organic-growth plans, including materials investments and operations modernization with process improvements and AI.

Positive

  • Adjusted EBITDA was up 60% from full-year 2022 to TTM June 30, 2026.

Negative

  • TTM net income declined to $139.9 million for the period ended June 30, 2026, from $157.1 million for the period ended December 31, 2025.

Filing Explained

Knife River posted and furnished its September 2026 presentation with this 8-K; the materials are not deemed filed for Exchange Act Section 18 purposes or automatically incorporated into other SEC filings unless specifically referenced.

Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Revenue $3,307.5 million Twelve months ended June 30, 2026
Net income $139.9 million Twelve months ended June 30, 2026
Net income $157.1 million Twelve months ended December 31, 2025
Adjusted EBITDA $501.6 million Twelve months ended June 30, 2026
Adjusted EBITDA change Up 60% From full-year 2022 to TTM June 30, 2026
Adjusted EBITDA margin change Up 280 basis points From full-year 2022 to TTM June 30, 2026
Contracting services margins Approximately 9% to 10% Expected for 2H 2026
Adjusted EBITDA impacts Approximately $8 million, $10 million and $6 million 2Q 2026
Adjusted EBITDA financial
"Adjusted EBITDA $501.6"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Adjusted EBITDA Margin financial
"Adjusted EBITDA Margin 15.2%"
Adjusted EBITDA margin shows how much profit a company makes from its core operations, expressed as a percentage of its total revenue, after removing certain one-time or unusual expenses and income. It helps investors understand the company's true earning ability from regular business activities, making it easier to compare performance over time or with other companies. Think of it as measuring the efficiency of a business in turning sales into profits, excluding irregular adjustments.
non-GAAP financial measures financial
"considered non-GAAP financial measures"
Non-GAAP financial measures are numbers companies use to show their financial performance that exclude certain expenses or income. They help investors see how the company might perform without one-time costs or other unusual items, giving a different perspective from official reports. However, since they can be adjusted, they don’t always tell the full story and should be looked at alongside standard financial figures.
Vertical integration technical
"Vertical integration driving healthy aggregate volumes"
Vertical integration occurs when a company controls multiple stages of its production or supply chain, such as making its own products and also distributing or selling them. This can help the company reduce costs and increase control over quality and delivery. For investors, it often signals a company’s effort to become more self-sufficient and competitive in its industry.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What financial results did KNF report for the twelve months ended June 30, 2026?

KNF reported $3,307.5 million in revenue, $139.9 million in net income and $501.6 million in Adjusted EBITDA for the twelve months ended June 30, 2026.

How much did KNF's Adjusted EBITDA increase?

The presentation says Adjusted EBITDA was up 60% from full-year 2022 to TTM June 30, 2026. It also reports that Adjusted EBITDA margin was up 280 basis points over that period.

What second-quarter 2026 headwinds did KNF describe?

The presentation cites Adjusted EBITDA impacts of approximately $8 million, $10 million and $6 million. It also describes fewer public bid lettings, delayed work, adverse weather and fuel-cost pressures.

What contracting services margin does KNF expect for the second half of 2026?

Management expects approximately 9% to 10% contracting services margins in 2H 2026.

How many acquisitions did KNF report completing?

Knife River reports 100 acquisitions since 1992 and 16 acquisitions since its 2023 spin.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
0001955520false00019555202026-09-232026-09-23




UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549


FORM 8-K


CURRENT REPORT


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


Date of Report (Date of earliest event reported) September 23, 2026


Knife River Corporation
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of(Commission File Number)(I.R.S. Employer Identification No.)
incorporation)
Delaware1-4164292-1008893

1150 West Century Avenue
P.O. Box 5568
Bismarck, North Dakota 58506-5568
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code (701) 530-1400

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 

Securities registered pursuant to Section 12(b) of the Act:
(Title of each class)(Trading Symbol(s))(Name of each exchange on which registered)
Common Stock, $0.01 par valueKNFNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 7.01 Regulation FD Disclosure.

On September 23, 2026, Knife River Corporation (the “Company”) posted presentation materials on the investor relations section of the Company’s website at https://investors.kniferiver.com/events-and-presentations. Company management may use all or a portion of these materials from time to time in meetings with or when making presentations to the investment community, current or potential stakeholders and others. The presentation materials are furnished herewith as Exhibit 99.1.

In accordance with General Instructions B.2 of Form 8-K, the information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The information set forth herein will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

Item 9.01.     Financial Statements and Exhibits.

(d)    Exhibits.


Exhibit Number    Description

99.1                Investor Presentation dated September 2026.                

104                Cover Page Interactive Data File (embedded within the Inline XBRL document).


2


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Knife River Corporation


Date September 23, 2026
By /s/ Nathan W. Ring
Nathan W. Ring
Vice President and Chief Financial Officer
3
Sept. 2026 Conference Presentation


 

Forward-Looking Statements The information in this presentation highlights the key growth strategies, projections and certain assumptions for the company and its subsidiaries. Many of these highlighted statements and other statements not historical in nature are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are generally identified with words like “believe,” “expect,” “target,” “project,” “may,” “could,” “would,” “approximately,” “possible,” “will,” “should,” “intend,” “plan,” “anticipate,” “commit,” "confident," “estimate,” “potential,” “ambitions,” “outlook,” or “continue,” the negative of these words, other terms of similar meaning or the use of future dates. Although the company believes that its expectations are expressed in good faith and based on reasonable assumptions, there is no assurance the company’s statements with respect to its EDGE initiatives, shareholder value creation, near-term market dynamics, expected long-term goals, expected backlog margin, acquisitions, financing plans, expected federal and state funding for infrastructure or other proposed strategies will be achieved. Please refer to assumptions contained in this presentation, as well as the various important factors listed in Part I, Item 1A - Risk Factors in the company’s most recent Form 10- K and subsequent filings with the Securities and Exchange Commission (SEC). Changes in such assumptions and factors could cause actual future results to differ materially from those expressed in the forward-looking statements. All forward-looking statements in this presentation are expressly qualified by such cautionary statements and by reference to the underlying assumptions. Undue reliance should not be placed on forward-looking statements, which speak only as of the date they are made. Except as required by law, the company does not undertake to update forward-looking statements, whether as a result of new information, future events or otherwise. Throughout this presentation, the company presents financial information prepared in accordance with GAAP, as well as EBITDA, EBITDA margin, Adjusted EBITDA, Adjusted EBITDA margin, as well as total segment measures, as applicable, which are considered non-GAAP financial measures. The use of these non-GAAP financial measures should not be construed as alternatives to net income (loss), net income (loss) margin, operating income (loss) or total debt, as applicable. Please refer to the "Non-GAAP Financial Measures" section contained in this document and our most recent filings with the SEC for additional information.


 

Strong Long-Term Fundamentals Investment Thesis ▪ Vertical integration driving healthy aggregate volumes ▪ Proven growth strategy through acquisitions and organic investments ▪ Continue to refine “self-help” initiatives to improve margins ▪ Unique Life at Knife culture – relentless drive for excellence ▪ Population in KNF states growing approx. 2X non-KNF states1 ▪ Significant national need for infrastructure investment ▪ Strong public funding environment, with 40% of IIJA funds yet to be spent2 ▪ Expanding private construction opportunities (data centers, semiconductor facilities, energy infrastructure) 1University of Virginia, Weldon Cooper Center for Public Service, 2024 2 ARTBA as of 7/30/26 3 Market BackdropStrategy and Initiatives


 

Update on Key Factors 2Q headwinds continue ... … into busiest time of year 3-Yr Avg. Revenue 2023-2025 1Q 2Q 3Q 4Q 11% 27% 39% 23% – Fewer public bid lettings, driving increased competition ▪ Market Dynamics – Expect 2H26 contracting services margins to be approx. 9 to 10% – Construction phasing-related delays ▪ Delayed Jobs – Highway 6 and 190 in TX progressing slower than anticipated – Adverse weather in Texas, Hawaii and Alaska ▪ Fuel Costs – Adjusted EBITDA1 impact in 2Q 2026: Approx. $8M – Adjusted EBITDA1 impact in 2Q 2026: Approx. $10M – Diesel prices increased approx. 40%2 since early July – Delays in recouping escalation payments – Adjusted EBITDA1 impact in 2Q 2026: Approx. $6M – Fewer higher-margin, late-season bidding opportunities – Higher mix of lower-risk, lower-margin paving projects – Work remaining on P-209 in HI pushed to 2027 2 Based on weekly average diesel price per gallon for the West Coast & Rocky Mountains (Source: EIA) 41 See Appendix for reconciliation of this non-GAAP financial measure to the most directly comparable GAAP financial measure measure. . 2


 

Managing Through Headwinds Right-sizing crews and equipment to reflect market conditions Targeting upstream materials sales to contracting competitors Strategically expanding private work opportunities Bidding as general and subcontractor to increase opportunities Actions We’re Taking Private Construction Opportunities Accelerating timing on non-delayed projects Collecting fuel surcharges/escalators, dynamic pricing ▪ Market Opportunities – Operations well-positioned to serve growth ▪ KNF Strategy and Advantages – Data centers – Semiconductor facilities – Energy infrastructure – Warehouses – Vertical integration enhances reliability and execution – Well-respected technical services and quality capabilities – Proven team experienced with major-project execution KNF Location Planned Data Center Approx. 230 Data Center Opportunities in KNF Markets1 5


 

We have built the right team, we operate in the right markets, and are executing the right strategy to drive solid growth Diverse Markets Knife River Growth Strategy Vertical Integration Self-Help Opportunities Life @ Knife 6


 

Diverse Markets Aggregate site (213 active sites) Ready-Mix plant (137 total plants) Asphalt plant (56 total plants) Liquid asphalt plant (9 total terminals) Strongly Positioned in Mid-Sized Markets … … Expected to Grow Faster than the U.S. Average1 1Source: University of Virginia, Weldon Cooper Center for Public Service, 2024 Population Growth Non-KNF States Total USAll KNF States 7 7% 14% 20% 5% 7% 9% 6% 9% 12% 2020-2030 2020-2040 2020-2050


 

Product Lines2 Granular material consisting of crushed stone and sand & gravel Key raw material in the production of ready-mix concrete and asphalt Aggregates (16%) 1 Ready-Mix (21%) 1 Mixture principally comprised of cement, aggregates and water Most widely used material in the construction sector today Asphalt (11%) 1 Approx. 95% aggregates and 5% liquid asphalt Used in new road construction and road maintenance/ repair Includes general contractor and subcontractor, aggregate laydown, asphalt paving, concrete construction, site development and bridges 1 % 2025 gross revenue 2 Totals do not equate to 100% due to other product lines Vertical Integration Benefits Pull-through of higher-margin materials Multiple opportunities to engage in projects Greater supply-chain reliability Higher utilization of labor and equipment Multiple product line growth opportunities Contracting Services (37%) 1 Binding agent used in combination with aggregates to produce asphalt mix for road construction, street, parking lots, driveways and more Liquid Asphalt (8%) 1 8


 

Growth Opportunity: Acquisitions Current States of Operation Potential Aggregate Acquisition Opportunities Proprietary assessment of acquisition opportunities 9 Opportunity to Expand Through Acquisitions … Materials-Focused Building an aggregates-based, vertically integrated platform Proven Acquisition Platform 100 acquisitions completed since 1992 Disciplined Approach Strategic fit, valuation discipline, attractive multiples, successful integration Hundreds of Opportunities Highly fragmented markets


 

Growth Opportunity: Organic … And Organic Investments Midwest Aggregates Expansion Expected Benefits ▪ Expands market and production capabilities ▪ Rail-served ▪ Expected completion in 2027 ▪ Initially designed for over 1M ton/yr at highly accretive margins ▪ State-of-the-art plant in Pacific NW ▪ Expanded capacity, capabilities, market reach ▪ Secured large semiconductor project for 2027 ▪ Add 35% more capacity to serve large impact projects ▪ Revenue growth well in excess of historical trends Spokane Prestress Plant Texas Aggregates Improvements Benefits Expected Benefits ▪ Reconfigure plant to increase tons/hour ▪ Reduce variable operating cost by 25% ▪ Improved productivity 20%▪ Commissioned in 2023 ▪ Expected completion in 2027 ▪ Install additional rail capacity ▪ Evolution of mining plan to lower costs ▪ Future production and market expansion opportunities 10


 

Ongoing Initiatives EDGE Accomplishments2 ExcellenceAcquisitions + Organic Growth Self Help: Progress on Growth Initiatives Financial Discipline ▪ Adj. EBITDA1 up 60% EBITDA Margin1 Improvement Strategic Priority ▪ Adj. EBITDA Margin1 up 280 bps ▪ Aggregate GPM up 410 bps ▪ Maintenance CapEx consistently 5-7% of revenue ▪ 16 acquisitions since 2023 spin` ▪ Proven playbook ▪ Chief Excellence Officer position ▪ Established PIT Crews ▪ Dynamic pricing ▪ Continue strategic M&A ▪ Pursue aggregates-led organic investments ▪ Modernize operations with process improvements and AI 1 See Appendix for reconciliation of this non-GAAP financial measure to the most directly comparable GAAP financial measure. 2 From full-year 2022 to TTM 6/30/26. ▪ Improve aggregate margins ▪ Reduce per-unit variable costs across materials product lines ▪ Reduce SG&A as a percent of revenue 11 ▪ Valuation discipline ▪ Disciplined capital allocation ▪ Maintain healthy balance sheet ▪ Drive commercial excellence ▪ Safest year ever in 2025


 

• Selfless culture, win as team • Deep institutional knowledge • Adding experienced talent from industry peers Life at Knife Culture People Safety Quality Environment Commitment to Core Values Drives Excellence • Choice, commitment, courage • All injuries are preventable • Safest year in history (2025) • Goal: Best in class in all we do • Consistent and dependable • Embrace innovation • Environmental stewardship • Meet/exceed all standards • Support customer goals People-First I Choose Safety Set Ourselves Apart Sustainable Operations 12


 

Compelling Long-Term Investment Mid-Sized, Higher-Growth Markets Proven Growth Strategy with Self-Help Opportunities Unique Life @ Knife Culture Vertical Integration Driving Opportunities and Resiliency 13


 

Appendix and Non-GAAP Financial Measures 14


 

Adjusted EBITDA TTM Reconciliation ($ in millions) Twelve Months Ended June 30, 2026 Six Months Ended June 30, 2026 Twelve Months Ended December 31, 2025 Six Months Ended June 30, 2025 Net income (loss) $139.9 ($35.3) $157.1 ($18.1) Depreciation, depletion and amortization 213.3 108.5 193.7 88.9 Interest expense, net 86.8 44.1 77.4 34.7 Income taxes 50.9 (12.5) 56.1 (7.3) EBITDA $490.9 $104.8 $484.3 $98.2 Unrealized (gains) losses on benefit plan investments (4.2) (2.4) (2.9) (1.1) Stock-based compensation expense 11.1 5.4 11.4 5.7 Impact of selling acquired inventory after markup to fair value as part of acquisition accounting 3.8 0.1 3.7 Adjusted EBITDA $501.6 $107.9 $496.5 $102.8 Revenue 3,307.5 1,348.7 3,146.0 1,187.2 Net income (loss) Margin 3.9 % (2.6) % 5.0 % (1.5) % EBITDA Margin 14.9 % 7.8 % 15.4 % 8.3 % Adjusted EBITDA Margin 15.2 % 8.0 % 15.8 % 8.7 % 15


 

Adjusted EBITDA TTM Reconciliation ($ in millions) Twelve Months Ended December 31, 2022 Net income $116.2 Depreciation, depletion and amortization 117.8 Interest expense, net 30.1 Income taxes 42.6 EBITDA $306.7 Unrealized losses on benefit plan investments 4.0 Stock-based compensation expense 2.7 Adjusted EBITDA $313.4 Revenue $2,534.7 Net income Margin 4.6 % EBITDA Margin 12.1 % Adjust EBITDA Margin 12.4 % 16


 

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