NewMarket Q3 2026 earnings rise to $124M

Nine-month operating cash flow was $354.7 million, compared with $423.8 million in the same period of 2025.

Rhea-AI Filing Summary

NewMarket Corporation (NEU) reported third-quarter 2026 net sales of $716.5 million and net income of $124.1 million, versus $690.3 million and $100.3 million a year earlier; diluted earnings per share were $13.50 versus $10.67. Nine-month net sales were $2.133 billion and net income was $375.9 million, compared with $2.090 billion and $337.5 million. Quarterly dividends declared were $3.00 per share, versus $2.75.

Petroleum additives nine-month net sales were $1.936 billion versus $1.949 billion, while operating profit was $415.3 million versus $413.2 million. Specialty materials sales and operating profit were $187.3 million and $51.2 million, compared with $134.0 million and $39.7 million; the 2025 comparison excludes Calca, whose ultimate parent NewMarket acquired October 1, 2025, for $218 million. Worldwide petroleum additives product-shipment volume declined 6.1% in the nine-month comparison.

Nine-month operating cash flow was $354.7 million versus $423.8 million. Long-term debt was $830.1 million at September 30, 2026, versus $883.4 million at December 31, 2025. NewMarket expects 2026 capital spending of $100 million to $120 million; its AMPAC capacity project, up to $100 million, is expected to be completed in late 2026 and increase capacity by 50%.

2 points · 0 major

MixediHow this balance works

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

0 major · 1 point

How the balance works

Positive

• Moderate pointQuarterly net income: $124.1 million, versus $100.3 million.
• Minor pointQuarterly dividend declared: $3.00 per share, versus $2.75.

Negative

• Moderate pointNine-month operating cash flow: $354.7 million, versus $423.8 million.

Filing Explained

At September 30, $614 million of unused revolver capacity was borrowing availability, alongside $77.3 million in cash; it was not cash already held.

In its unaudited 10-Q, NewMarket reports $126.4 million of common-stock repurchases during the first nine months of 2026; outstanding shares were 9,196,910 on September 30, 2026, versus 9,397,364 on December 31, 2025, so fewer shares were outstanding at quarter-end.

Key Figures

Third-quarter net sales: $716.5 million Third-quarter net income: $124.1 million Diluted earnings per share: $13.50 +5 more

8 metrics

Third-quarter net sales $716.5 million Third quarter 2026; $690.3 million in third quarter 2025

Third-quarter net income $124.1 million Third quarter 2026; $100.3 million in third quarter 2025

Diluted earnings per share $13.50 Third quarter 2026; $10.67 in third quarter 2025

Cash dividends declared per share $3.00 per share Third quarter 2026; $2.75 per share in third quarter 2025

Operating cash flow $354.7 million Nine months ended September 30, 2026; $423.8 million in 2025

Long-term debt $830.1 million As of September 30, 2026; $883.4 million as of December 31, 2025

Expected capital spending $100 million to $120 million Expected for 2026

Expected AMPAC capacity increase 50% AMPAC ammonium perchlorate project expected to be completed in late 2026

Key Terms

two-class method, contract liability, Leverage Ratio, measurement period

4 terms

two-class method financial

"use the two-class method to compute basic and diluted earnings per share"

contract liability financial

"recorded as a contract liability until we recognize the revenue"

A contract liability is a legally binding obligation a company has under a contract to deliver goods, services, or a refund in the future in exchange for money or another benefit already received. Investors care because these obligations represent future cash outflows or performance risks—like an IOU on a household chore list—that can reduce available cash, affect earnings reliability, and change how risky or valuable a company’s financial position looks.

Leverage Ratio financial

"maintain a consolidated Leverage Ratio"

Leverage ratio measures how much a company relies on borrowed money compared with its own funds or assets, typically expressed as debt relative to equity or total assets. Like a homeowner with a mortgage, higher leverage can amplify returns when business is strong but also raises the chance of big losses or default if revenue falls, so investors use it to judge financial risk and resilience.

measurement period financial

"During the measurement period, we recorded adjustments"

FAQ

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

What were NEU's third-quarter 2026 sales and net income?

NEU reported net sales of $716.5 million and net income of $124.1 million for the third quarter of 2026, compared with $690.3 million and $100.3 million, respectively, in the third quarter of 2025.

What does NEU's AMPAC expansion involve?

NewMarket's AMPAC ammonium perchlorate project is expected to be completed in late 2026 and increase capacity by 50%. The project began in 2025, is up to $100 million, and will add a new production line.

Was NEU in compliance with its debt covenants in September 2026?

NewMarket reported compliance with all covenants under its senior notes and revolving credit facility as of September 30, 2026. The revolving facility requires a consolidated Leverage Ratio of no more than 3.75 to 1.00, except during an Increased Leverage Period; the reported ratio was 1.14.

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

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Table of Contents    

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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 September 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 1-32190

NEWMARKET CORPORATION

(Exact name of registrant as specified in its charter)

Virginia									20-0812170
(State or other jurisdiction of incorporation or organization)									(I.R.S. Employer Identification No.)
330 South Fourth Street									23219-4350
Richmond,			Virginia
(Address of principal executive offices)									(Zip Code)

Registrant’s telephone number, including area code - (804) 788-5000

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, with no par value			NEU			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  x    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 (Section 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  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a 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

x

Accelerated filer

¨

Non-accelerated filer

¨

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Table of Contents    

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes  ☐ No  x

Number of shares of common stock, with no par value, outstanding as of September 30, 2026: 9,196,910

Table of Contents

NEWMARKET CORPORATION

INDEX

			Page Number
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements (unaudited)
Consolidated Statements of Income - Third Quarter and Nine Months Ended September 30, 2026 and September 30, 2025			4
Consolidated Statements of Comprehensive Income - Third Quarter and Nine Months Ended September 30, 2026 and September 30, 2025			5
Condensed Consolidated Balance Sheets - September 30, 2026 and December 31, 2025			6
Consolidated Statements of Shareholders' Equity - Third Quarter and Nine Months Ended September 30, 2026 and September 30, 2025			7
Condensed Consolidated Statements of Cash Flows - Nine Months Ended September 30, 2026 and September 30, 2025			8
Notes to Condensed Consolidated Financial Statements			9
Financial Statement Presentation			9
Acquisition of Business			9
Net Sales			11
Segment Information			12
Pension Plans and Other Postretirement Benefits			14
Earnings Per Share			15
Inventories			16
Intangibles (Net of Amortization) and Goodwill			16
Long-term Debt			17
Commitments and Contingencies			17
Other Comprehensive Income (Loss) and Accumulated Other Comprehensive Loss			18
Fair Value Measurements			18
Recent Accounting Pronouncements			18
ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			20
ITEM 3. Quantitative and Qualitative Disclosures About Market Risk			26
ITEM 4. Controls and Procedures			26
PART II. OTHER INFORMATION
ITEM 1. Legal Proceedings			27
ITEM 5. Other Information			27
ITEM 6. Exhibits			27
SIGNATURES			28

3

Table of Contents    

PART I.    FINANCIAL INFORMATION

ITEM 1.     Financial Statements

NEWMARKET CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(in thousands, except per-share amounts)						Third Quarter Ended September 30,												Nine Months Ended September 30,
						2026						2025						2026						2025
Net sales						$	716,502					$	690,311					$	2,133,313					$	2,089,766
Cost of goods sold						494,138						480,667						1,447,641						1,423,145
Gross profit						222,364						209,644						685,672						666,621
Selling, general, and administrative expenses						48,916						43,944						143,306						132,350
Research, development, and testing expenses						30,504						35,024						92,528						100,574
Operating profit						142,944						130,676						449,838						433,697
Interest and financing expenses, net						7,984						8,374						25,573						29,809
Other income (expense), net						16,188						13,307						48,875						43,522
Income before income tax expense						151,148						135,609						473,140						447,410
Income tax expense						27,042						35,340						97,215						109,948
Net income						$	124,106					$	100,269					$	375,925					$	337,462
Earnings per share - basic and diluted						$	13.50					$	10.67					$	40.64					$	35.78
Cash dividends declared per share						$	3.00					$	2.75					$	9.00					$	8.25

See accompanying Notes to Condensed Consolidated Financial Statements

4

Table of Contents

NEWMARKET CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

(in thousands)						Third Quarter Ended September 30,												Nine Months Ended September 30,
						2026						2025						2026						2025
Net income						$	124,106					$	100,269					$	375,925					$	337,462
Other comprehensive income (loss):
Pension plans and other postretirement benefits:
Prior service credit (cost) arising during the period, net of income tax expense (benefit) of $0 in the third quarter 2026, $(8) in the third quarter 2025, $0 in the nine months 2026, and $(8) in nine months 2025						0						(24)						0						(24)
Amortization of prior service cost (credit) included in net periodic benefit cost (income), net of income tax expense (benefit) of $(175) in the third quarter 2026, $(175) in the third quarter 2025, $(526) in the nine months 2026, and $(527) in the nine months 2025						(497)						(495)						(1,493)						(1,494)
Actuarial net gain (loss) arising during the period, net of income tax expense (benefit) of $(1,473) in the third quarter 2026, $323 in the third quarter 2025, $(1,370) in the nine months 2026, and $323 in the nine months 2025						(4,214)						923						(3,972)						923
Amortization of actuarial net loss (gain) included in net periodic benefit cost (income), net of income tax expense (benefit) of $(319) in the third quarter 2026, $(363) in the third quarter 2025, $(1,122) in the nine months 2026, and $(1,048) in the nine months 2025						(935)						(1,053)						(3,274)						(3,043)
Total pension plans and other postretirement benefits						(5,646)						(649)						(8,739)						(3,638)
Foreign currency translation adjustments, net of income tax expense (benefit) of $(62) in the third quarter 2026, $224 in the third quarter 2025, $304 in the nine months 2026, and $1,097 in the nine months 2025						(590)						3,789						(6,178)						43,610
Other comprehensive income (loss)						(6,236)						3,140						(14,917)						39,972
Comprehensive income						$	117,870					$	103,409					$	361,008					$	377,434

See accompanying Notes to Condensed Consolidated Financial Statements

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CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(in thousands, except share amounts)						September 30, 2026						December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents						$	77,317					$	77,598
Trade and other accounts receivable, less allowance for credit losses						449,886						422,084
Inventories						576,618						502,257
Prepaid expenses and other current assets						55,509						57,773
Total current assets						1,159,330						1,059,712
Property, plant, and equipment, net						813,304						775,480
Intangibles (net of amortization) and goodwill						909,946						941,156
Prepaid pension cost						613,957						586,053
Operating lease right-of-use assets, net						85,769						78,267
Deferred charges and other assets						66,033						51,797
Total assets						$	3,648,339					$	3,492,465
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable						$	298,136					$	238,384
Accrued expenses						96,955						109,774
Dividends payable						26,303						23,805
Income taxes payable						19,794						17,190
Operating lease liabilities						17,792						16,205
Other current liabilities						11,914						13,921
Total current liabilities						470,894						419,279
Long-term debt						830,054						883,391
Operating lease liabilities - noncurrent						67,083						62,045
Other noncurrent liabilities						350,224						349,507
Total liabilities						1,718,255						1,714,222
Commitments and contingencies (Note 10)
Shareholders’ equity:
Common stock and paid-in capital (with no par value; authorized shares - 80,000,000; issued and outstanding shares - 9,196,910 at September 30, 2026 and 9,397,364 at December 31, 2025)						2,002						2,386
Accumulated other comprehensive income						91,906						106,823
Retained earnings						1,836,176						1,669,034
Total shareholders’ equity						1,930,084						1,778,243
Total liabilities and shareholders’ equity						$	3,648,339					$	3,492,465

See accompanying Notes to Condensed Consolidated Financial Statements

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CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(Unaudited)

(in thousands, except share and per-share amounts)						Common Stock and Paid-in Capital												Accumulated Other Comprehensive Income (Loss)						Retained Earnings						Total Shareholders’ Equity
						Shares						Amount
Balance at June 30, 2025						9,396,621						$	515					$	69,702					$	1,541,506					$	1,611,723
Net income																								100,269						100,269
Other comprehensive income (loss)																		3,140												3,140
Cash dividends ($2.75 per share)																								(25,841)						(25,841)
Repurchases of common stock						0						(180)																		(180)
Stock-based compensation						501						1,279												6						1,285
Balance at September 30, 2025						9,397,122						$	1,614					$	72,842					$	1,615,940					$	1,690,396
Balance at June 30, 2026						9,196,406						$	549					$	98,142					$	1,739,653					$	1,838,344
Net income																								124,106						124,106
Other comprehensive income (loss)																		(6,236)												(6,236)
Cash dividends ($3.00 per share)																								(27,591)						(27,591)
Repurchases of common stock						0						(9)												0						(9)
Stock-based compensation						504						1,462												8						1,470
Balance at September 30, 2026						9,196,910						$	2,002					$	91,906					$	1,836,176					$	1,930,084
Balance at December 31, 2024						9,524,789						$	0					$	32,870					$	1,428,713					$	1,461,583
Net income																								337,462						337,462
Other comprehensive income (loss)																		39,972												39,972
Cash dividends ($8.25 per share)																								(77,739)						(77,739)
Repurchases of common stock						(133,658)						(941)												(71,522)						(72,463)
Tax withholdings related to stock-based compensation						(1,846)						0												(1,002)						(1,002)
Stock-based compensation						7,837						2,555												28						2,583
Balance at September 30, 2025						9,397,122						$	1,614					$	72,842					$	1,615,940					$	1,690,396
Balance at December 31, 2025						9,397,364						$	2,386					$	106,823					$	1,669,034					$	1,778,243
Net income																								375,925						375,925
Other comprehensive income (loss)																		(14,917)												(14,917)
Cash dividends ($9.00 per share)																								(83,142)						(83,142)
Repurchases of common stock						(204,927)						(2,016)												(125,653)						(127,669)
Tax withholdings related to stock-based compensation						(2,091)						(1,325)												0						(1,325)
Stock-based compensation						6,564						2,957												12						2,969
Balance at September 30, 2026						9,196,910						$	2,002					$	91,906					$	1,836,176					$	1,930,084

See accompanying Notes to Condensed Consolidated Financial Statements

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(in thousands)						Nine Months Ended September 30,
						2026						2025
Cash and cash equivalents at beginning of year						$	77,598					$	77,476
Cash flows from operating activities:
Net income						375,925						337,462
Adjustments to reconcile net income to cash provided from operating activities:
Depreciation and amortization						94,622						90,371
Deferred income tax expense (benefit)						5,753						12,198
Working capital changes						(76,996)						4,517
Cash pension and postretirement contributions						(7,379)						(7,189)
Other, net						(37,213)						(13,560)
Cash provided from (used in) operating activities						354,712						423,799
Cash flows from investing activities:
Capital expenditures						(88,477)						(49,639)
Cash received from acquisition-related adjustment						1,158						0
Cash provided from (used in) investing activities						(87,319)						(49,639)
Cash flows from financing activities:
Net (repayments) borrowings under revolving credit facility						(4,000)						11,000
Payment on term loan						0						(150,000)
Principal payment on 3.78% senior notes						(50,000)						(50,000)
Repurchases of common stock						(126,427)						(77,218)
Dividends paid						(83,142)						(77,739)
Other, net						(4,943)						(6,150)
Cash provided from (used in) financing activities						(268,512)						(350,107)
Effect of foreign exchange on cash and cash equivalents						838						926
(Decrease) increase in cash and cash equivalents						(281)						24,979
Cash and cash equivalents at end of period						$	77,317					$	102,455

See accompanying Notes to Condensed Consolidated Financial Statements

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1.    Financial Statement Presentation

In the opinion of management, the accompanying consolidated financial statements of NewMarket Corporation and its subsidiaries contain all necessary adjustments for the fair presentation of, in all material respects, our consolidated financial position as of September 30, 2026 and December 31, 2025, our consolidated results of operations, comprehensive income, and changes in shareholders' equity for the third quarter and nine months ended September 30, 2026 and September 30, 2025, and our cash flows for the nine months ended September 30, 2026 and September 30, 2025. All adjustments are of a normal, recurring nature, unless otherwise disclosed. These financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial information and the instructions to Rule 10-01 of Regulation S-X of the Securities and Exchange Commission (SEC), but do not include all disclosures required by GAAP for complete annual consolidated financial statements. These financial statements should be read in conjunction with the consolidated financial statements and related notes included in the NewMarket Corporation Annual Report on Form 10-K for the year ended December 31, 2025 (2025 Annual Report), as filed with the SEC. The results of operations for the nine-month period ended September 30, 2026 are not necessarily indicative of the results to be expected for the full year ending December 31, 2026.

Unless the context otherwise indicates, all references to “we,” “us,” “our,” the “company,” and “NewMarket” are to NewMarket Corporation and its consolidated subsidiaries.

Supplier Finance Program

We offer our vendors a supplier finance program, which allows our vendors to receive payment from a third-party finance provider earlier than our normal payment terms would provide. NewMarket and its subsidiaries are not a party to any arrangement between our vendors and the finance provider, and there are no assets pledged as security or other forms of guarantees provided by NewMarket to the finance provider. For those vendors who opt to participate in the program, we pay the finance provider the full amount of the invoices on the normal due date. At both September 30, 2026 and December 31, 2025, the amount of confirmed invoices outstanding under the supplier finance program was not material.

2.    Acquisition of Business

We account for acquisitions using the acquisition method of accounting for business combinations under the provisions of Financial Accounting Standards Board (FASB) Accounting Standard Codification (ASC) Topic 805, Business Combinations and have included the results of operations of the acquired business in our Consolidated Statements of Income from the date of acquisition.

We develop the allocation of the purchase price of an acquired company to the tangible and intangible assets acquired and liabilities assumed using estimates of fair value.

On October 1, 2025, we completed the acquisition of Mars TopCo, LLC, the ultimate parent company of Calca Solutions, LLC (Calca) for $218 million. Calca has one manufacturing facility in Louisiana and is the nation's leading producer of Ultra Pure® and high-purity hydrazine - essential, mission-critical propellants that enable advanced aerospace and defense applications. Calca's products are integral to in-space propulsion systems for satellites, space probes, and other vehicles that operate in the most demanding environments. For more than 70 years, Calca has supplied high-purity hydrazine to the U.S. Department of War's Defense Logistics Agency - Energy.

This acquisition was funded by cash on hand and borrowings under our revolving credit facility. Acquisition-related charges totaling $1 million consisted primarily of legal and professional fees and are included in selling, general, and administrative expenses in the period incurred.

In the third quarter of 2026, we finalized the allocation of the purchase price of Calca determining the fair values of the tangible and intangible assets acquired and liabilities assumed and the amount of goodwill to be recognized as of the acquisition date. During the measurement period, we recorded adjustments to the preliminary purchase price allocation resulting from additional information obtained about facts and circumstances that existed as of the acquisition date. The measurement period adjustments primarily related to the valuation of acquired identifiable intangible assets. Intangible assets decreased by approximately $32 million, goodwill increased by approximately $28 million, and deferred tax liabilities decreased by approximately $4 million during the measurement period. The effect of the measurement period adjustments on net income was immaterial.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

The final allocation of the purchase price of Calca, reflecting adjustments made during the measurement period, is as follows (in millions):

Cash and cash equivalents						$	6
Trade and other accounts receivable, net						4
Inventories						5
Prepaid expenses and other current assets						1
Property, plant, and equipment, net						22
Goodwill						72
Intangible assets						143
Accounts payable						(3)
Accrued expenses						(4)
Other noncurrent liabilities						(28)
Fair value of net assets acquired						$	218

Identified intangible assets acquired consisted of the following (in millions):

						Fair Value						Estimated Useful Lives (in years)
Customer base						$	102					9 to 20
Backlog						18						5
Formulas and technology						22						10
Trademarks and trade names						1						5
Total identified intangible assets						$	143

As part of the acquisition, we recorded $72 million of goodwill. The goodwill recognized is attributable to increased access to mission-critical, resilient sectors with a role in global safety, security, and space exploration, as well as the skilled assembled workforce of Calca. All of the goodwill recognized is part of the specialty materials segment, and none is deductible for income tax purposes.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

3.    Net Sales

Our revenues are predominantly derived from the manufacture and sale of petroleum additives products. We sell petroleum additives products across the world to customers located in the North America (the United States and Canada), Latin America (Mexico, Central America, and South America), Asia Pacific, and EMEAI (Europe/Middle East/Africa/India) regions. Our petroleum additives customers primarily consist of global, national, and independent oil companies. Our petroleum additives contracts generally include one performance obligation, which is satisfied at a point in time when products are shipped, delivered, or consumed by the customer, depending on the underlying contracts.

Additionally, we have revenue from the manufacture and sale of critical specialty materials products used primarily in solid rocket motors for space launch and military defense applications, as well as propellants that enable advanced aerospace and defense applications and are integral to in-space propulsion systems for satellites and space probes. The sale of specialty materials products is predominantly to customers located in the United States, with limited amounts to customers in other countries. Our specialty materials customers are primarily contractors or subcontractors of the U.S. government, as well as the U.S. government. Specialty materials contracts generally include one performance obligation, which is typically satisfied at a point in time when the products are shipped from the plant sites.

In limited cases, we collect funds in advance of shipping product to our customers and recognizing the related revenue. These prepayments from customers are recorded as a contract liability until we recognize the revenue. Prepayments from our customers totaled $17 million at September 30, 2026 and $18 million at December 31, 2025. Some of our contracts also include variable consideration in the form of rebates, including tiered pricing, and/or business development funds. We regularly review these and make adjustments when necessary, recognizing the full amount of any adjustment in the period identified.

The following table provides information on our net sales by geographic area. Information on net sales by segment is presented in Note 4.

						Third Quarter Ended September 30,												Nine Months Ended September 30,
(in thousands)						2026						2025						2026						2025
Net sales
United States						$	288,922					$	273,333					$	836,667					$	813,356
Europe, Middle East, Africa, India						223,731						211,017						651,026						625,588
Asia Pacific						120,611						127,412						393,553						406,336
Other foreign						83,238						78,549						252,067						244,486
Net sales						$	716,502					$	690,311					$	2,133,313					$	2,089,766

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

4. Segment Information

We have two reportable segments – petroleum additives and specialty materials. The petroleum additives segment includes lubricant and fuel additives which are necessary for the efficient and reliable operation of vehicles and machinery. The specialty materials segment includes critical materials used in solid rocket motors for space launch and military defense applications as well as propellants that enable advanced aerospace and defense applications that are integral to in-space propulsion systems for satellites and space probes. The petroleum additives and specialty materials segments are managed separately by the president of Afton Chemical Corporation and the president of specialty materials, respectively. The “All other” category shown in the tables below includes the operations of the antiknock compounds business, as well as certain contracted manufacturing and related services.

We have determined that our chief executive officer is the chief operating decision maker (CODM) who makes key operating decisions and assesses the performance of the reportable segments. The CODM evaluates performance based on segment operating profit and considers budgeted and forecasted variances to actual results in allocating resources to the segments.

The segment accounting policies are the same as those described in Note 1 of our 2025 Annual Report. NewMarket Services Corporation expenses are billed to the companies in each of the segments and all other businesses based on the services provided. Depreciation on segment property, plant, and equipment, as well as amortization of segment definite-lived intangible assets and lease right-of-use assets are included in segment operating profit. No material transfers occurred between any of the petroleum additives segment, specialty materials segment, and the “All other” category during the periods presented.

The table below reports net sales and operating profit by segment, as well as a reconciliation to income before income tax expense, for the third quarter and nine months ended September 30, 2026 and September 30, 2025. No single customer accounted for 10% or more of our total net sales in any period presented.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

						Third Quarter Ended September 30,												Nine Months Ended September 30,
(in thousands)						2026						2025						2026						2025
Net sales
Petroleum additives
Lubricant additives						$	549,323					$	550,447					$	1,654,516					$	1,666,104
Fuel additives						101,627						98,638						281,825						282,410
Total						650,950						649,085						1,936,341						1,948,514
Specialty materials						62,009						38,178						187,315						133,936
All other						3,543						3,048						9,657						7,316
Total net sales						$	716,502					$	690,311					$	2,133,313					$	2,089,766
Segment operating profit
Petroleum additives
Net sales						$	650,950					$	649,085					$	1,936,341					$	1,948,514
Cost of goods sold						(457,395)						(449,666)						(1,330,021)						(1,335,886)
Research, development, and testing expenses						(30,504)						(35,024)						(92,528)						(100,574)
Other segment items						(32,116)						(33,088)						(98,488)						(98,805)
Petroleum additives segment operating profit						130,935						131,307						415,304						413,249
Specialty materials
Net sales						62,009						38,178						187,315						133,936
Other segment items						(45,622)						(32,193)						(136,160)						(94,217)
Specialty materials segment operating profit						16,387						5,985						51,155						39,719
Total segment operating profit						147,322						137,292						466,459						452,968
All other						(352)						(576)						(1,674)						(2,228)
Corporate, general, and administrative expenses						(4,018)						(5,692)						(14,887)						(16,992)
Interest and financing expenses, net						(7,984)						(8,374)						(25,573)						(29,809)
Other income (expense), net						16,180						12,959						48,815						43,471
Income before income tax expense						$	151,148					$	135,609					$	473,140					$	447,410

The significant expense categories of cost of goods sold and research, development, and testing expenses are shown in the above segment operating profit table for the petroleum additives segment and are regularly provided to the CODM. The other segment items for the petroleum additives segment represent selling, general, and administrative expenses, as well as corporate services allocated to the reporting segment.

The other segment items for the specialty materials segment include cost of goods sold; selling, general, and administrative expenses; and corporate services allocated to the reporting segment. Significant expense categories of the specialty materials segment are not regularly provided to the CODM.

Asset information by segment is not reported internally or otherwise regularly provided to the CODM.

The following tables show additions to long-lived assets by segment and depreciation and amortization by segment and the reconciliation of both to the consolidated amounts. The additions to long-lived assets include property, plant, and equipment and lease right-of-use assets.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

						Third Quarter Ended September 30,												Nine Months Ended September 30,
(in thousands)						2026						2025						2026						2025
Additions to long-lived assets
Petroleum additives						$	16,370					$	20,080					$	55,799					$	56,803
Specialty materials						26,570						8,654						59,984						13,681
Corporate						177						1,413						1,019						3,475
Total additions to long-lived assets						$	43,117					$	30,147					$	116,802					$	73,959
Depreciation and amortization
Petroleum additives						$	18,960					$	23,267					$	56,283					$	60,946
Specialty materials						11,258						8,885						35,410						26,607
All other						15						13						50						37
Corporate						928						936						2,879						2,781
Total depreciation and amortization						$	31,161					$	33,101					$	94,622					$	90,371

5.    Pension Plans and Other Postretirement Benefits

The table below shows cash contributions made during the nine months ended September 30, 2026, as well as the remaining cash contributions we expect to make during the year ending December 31, 2026, for our domestic and foreign pension plans and domestic postretirement benefit plan.

(in thousands)						Actual Cash Contributions for Nine Months Ended September 30, 2026						Expected Remaining Cash Contributions for Year Ending  December 31, 2026
Domestic plans
Pension benefits						$	2,508					$	836
Postretirement benefits						1,092						364
Foreign plans
Pension benefits						3,779						1,666

The tables below present information on net periodic benefit cost (income) for our domestic and foreign pension plans and domestic postretirement benefit plan. The service cost component of net periodic benefit cost (income) is reflected in cost of goods sold; selling, general, and administrative expenses; or research, development, and testing expenses, according to where other compensation costs arising from services rendered by the pertinent employee are recorded on the Consolidated Statements of Income. The remaining components of net periodic benefit cost (income) are recorded in other income (expense), net on the Consolidated Statements of Income.

						Domestic
						Pension Benefits												Postretirement Benefits
						Third Quarter Ended September 30,
(in thousands)						2026						2025						2026						2025
Service cost						$	2,896					$	2,770					$	128					$	144
Interest cost						6,594						6,196						405						371
Expected return on plan assets						(16,162)						(15,122)						(194)						(202)
Amortization of prior service cost (credit)						47						50						(757)						(757)
Amortization of actuarial net (gain) loss						(781)						(1,021)						(67)						(126)
Net periodic benefit cost (income)						$	(7,406)					$	(7,127)					$	(485)					$	(570)

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

						Domestic
						Pension Benefits												Postretirement Benefits
						Nine Months Ended September 30,
(in thousands)						2026						2025						2026						2025
Service cost						$	8,842					$	8,485					$	402					$	422
Interest cost						19,332						18,597						1,211						1,198
Expected return on plan assets						(48,517)						(45,350)						(587)						(600)
Amortization of prior service cost (credit)						140						140						(2,271)						(2,271)
Amortization of actuarial net (gain) loss						(2,966)						(3,044)						(219)						(266)
Net periodic benefit cost (income)						$	(23,169)					$	(21,172)					$	(1,464)					$	(1,517)

						Foreign
						Pension Benefits
						Third Quarter Ended September 30,												Nine Months Ended September 30,
(in thousands)						2026						2025						2026						2025
Service cost						$	866					$	884					$	2,614					$	2,550
Interest cost						1,765						1,765						5,313						5,124
Expected return on plan assets						(4,586)						(4,177)						(13,794)						(12,159)
Amortization of prior service cost (credit)						37						36						112						108
Amortization of actuarial net (gain) loss						(401)						(266)						(1,207)						(774)
Net periodic benefit cost (income)						$	(2,319)					$	(1,758)					$	(6,962)					$	(5,151)

6.    Earnings Per Share

We had 36,943 shares of nonvested restricted stock at September 30, 2026 and 36,983 shares of nonvested restricted stock at September 30, 2025 that were excluded from the calculation of diluted earnings per share, as their effect on earnings per share would be anti-dilutive. The nonvested restricted stock is considered a participating security since the restricted stock contains nonforfeitable rights to dividends. As such, we use the two-class method to compute basic and diluted earnings per share for all periods presented since this method yields the most dilutive result. The following table illustrates the earnings allocation method utilized in the calculation of basic and diluted earnings per share.

						Third Quarter Ended September 30,												Nine Months Ended September 30,
(in thousands, except per-share amounts)						2026						2025						2026						2025
Earnings per share numerator:
Net income attributable to common shareholders before allocation of earnings to participating securities						$	124,106					$	100,269					$	375,925					$	337,462
Earnings allocated to participating securities						(492)						(390)						(1,487)						(1,296)
Net income attributable to common shareholders after allocation of earnings to participating securities						$	123,614					$	99,879					$	374,438					$	336,166
Earnings per share denominator:
Weighted-average number of shares of common stock outstanding - basic and diluted						9,160						9,360						9,214						9,394
Earnings per share - basic and diluted						$	13.50					$	10.67					$	40.64					$	35.78

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

7.        Inventories

(in thousands)						September 30, 2026						December 31, 2025
Finished goods and work-in-process						$	442,740					$	394,787
Raw materials						97,494						76,629
Stores, supplies, and other						36,384						30,841
						$	576,618					$	502,257

8.    Intangibles (Net of Amortization) and Goodwill

The net carrying amount of intangibles and goodwill was $910 million at September 30, 2026 and $941 million at December 31, 2025. The gross carrying amount and accumulated amortization of each type of intangible asset and goodwill are presented in the table below.

						September 30, 2026												December 31, 2025
(in thousands)						Gross Carrying Amount						Accumulated Amortization						Gross Carrying Amount						Accumulated Amortization
Amortizing intangible assets
Customer bases						$	382,950					$	52,917					$	403,310					$	37,626
Formulas and technology						81,810						22,484						90,820						14,745
Trademarks and trade names						30,950						5,610						31,020						3,976
Backlog						17,940						3,588						19,870						1,036
Water rights						29,392												29,392
Goodwill						451,503												424,127
						$	994,545					$	84,599					$	998,539					$	57,383

Of the total intangibles (net of amortization) and goodwill, $124 million is attributable to the petroleum additives segment and $786 million is attributable to the specialty materials segment. The change in the gross carrying amount between December 31, 2025 and September 30, 2026 is due to measurement period adjustments related to the Calca acquisition and foreign currency fluctuation on goodwill in the petroleum additives segment. See Note 2 for further information on the intangibles and goodwill obtained with the Calca acquisition. There is no accumulated goodwill impairment.

Amortization expense was (in thousands):

Third quarter ended September 30, 2026			$	8,642
Nine months ended September 30, 2026			27,215
Third quarter ended September 30, 2025			6,351
Nine months ended September 30, 2025			19,053

Estimated amortization expense for the remainder of 2026, as well as estimated annual amortization expense related to our intangible assets for the next five years, is expected to be (in thousands):

2026			$	9,239
2027			36,626
2028			36,578
2029			36,436
2030			35,492
2031			32,658

We amortize the formulas and technology over a period of 8 to 10 years, the customer bases over 9 to 20 years, the trademarks and trade names over 5 to 15 years, and the backlog over 5 years.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

9.    Long-term Debt

(in thousands)						September 30, 2026						December 31, 2025
Senior notes - 2.70% due 2031 (net of related deferred financing costs)						$	396,054					$	395,391
Revolving credit facility						284,000						288,000
Senior notes - 3.78% due 2029						150,000						200,000
						$	830,054					$	883,391

Senior Notes - The 2.70% senior notes, which were issued in 2021, are unsecured with an aggregate principal amount of $400 million. The offer and sale of the notes were registered under the Securities Act of 1933, as amended.

The 3.78% senior notes are unsecured and were issued in a 2017 private placement with The Prudential Insurance Company of America and certain other purchasers. We have made two principal payments of $50 million each on January 4, 2025 and January 4, 2026. We have three remaining principal payments of $50 million due January 4 of each year through 2029.

We were in compliance with all covenants under all issuances of senior notes as of September 30, 2026 and December 31, 2025.

Revolving Credit Facility - The revolving credit facility has a borrowing capacity of $900 million, a term of five years, and matures on January 22, 2029. The obligations under the revolving credit facility are unsecured. The average interest rate for borrowings under the revolving credit agreement was 4.8% during the first nine months of 2026 and 5.3% during the year ended December 31, 2025.

Outstanding borrowings under the revolving credit facility amounted to $284 million at September 30, 2026 and $288 million at December 31, 2025. Outstanding letters of credit amounted to approximately $2 million at September 30, 2026 and $4 million at December 31, 2025. The unused portion of the revolving credit facility amounted to $614 million at September 30, 2026 and $608 million at December 31, 2025.

We were in compliance with all covenants under the revolving credit facility as of September 30, 2026 and December 31, 2025.

10.    Commitments and Contingencies

Legal Matters

We are involved in legal proceedings that are incidental to our business and may include administrative or judicial actions. Some of these legal proceedings involve governmental authorities and relate to environmental matters. For further information, see Environmental below.

While it is not possible to predict or determine with certainty the outcome of any legal proceeding, we believe the outcome of any of these proceedings, or all of them combined, will not result in a material adverse effect on our consolidated results of operations, financial condition, or cash flows.

Environmental

We are involved in environmental proceedings and potential proceedings relating to soil and groundwater contamination, disposal of hazardous waste, and other environmental matters at several of our current or former facilities, or at third-party sites where we have been designated as a potentially responsible party. While we believe we have adequately accrued for known environmental issues, it is possible that unexpected future costs could have a significant impact on our consolidated financial position, results of operations, and cash flows. Our total accruals for environmental remediation, dismantling, and decontamination were approximately $11 million at September 30, 2026 and $14 million at December 31, 2025. Of the total accrual, the current portion is included in accrued expenses, and the noncurrent portion is included in other noncurrent liabilities on the Condensed Consolidated Balance Sheets.

Our more significant environmental sites include a former plant site in Baton Rouge, Louisiana and a Houston, Texas plant site. On a discounted basis, accrued liabilities related to these sites represented approximately $6 million of the total accrual above at September 30, 2026 and $9 million at December 31, 2025, using discount rates ranging from 3% to 9% for both periods. The aggregate undiscounted amount for these sites was $8 million at September 30, 2026 and $11 million at December 31, 2025.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Leases

At September 30, 2026, we had operating lease commitments of approximately $2 million and finance lease commitments of approximately $14 million for leases that have not yet commenced.

11.    Other Comprehensive Income (Loss) and Accumulated Other Comprehensive Income (Loss)

The balances of and changes in the components of accumulated other comprehensive income (loss), net of tax, consist of the following:

(in thousands)						Pension Plans and Other Postretirement Benefits												Foreign Currency Translation Adjustments												Accumulated Other Comprehensive (Loss) Income
Balance at December 31, 2024						$	151,958											$	(119,088)											$	32,870
Other comprehensive income (loss) before reclassifications						899												43,610												44,509
Amounts reclassified from accumulated other comprehensive loss (a)						(4,537)												0												(4,537)
Other comprehensive income (loss)						(3,638)												43,610												39,972
Balance at September 30, 2025						$	148,320											$	(75,478)											$	72,842
Balance at December 31, 2025						$	182,544											$	(75,721)											$	106,823
Other comprehensive income (loss) before reclassifications						(3,972)												(6,178)												(10,150)
Amounts reclassified from accumulated other comprehensive loss (a)						(4,767)												0												(4,767)
Other comprehensive income (loss)						(8,739)												(6,178)												(14,917)
Balance at September 30, 2026						$	173,805											$	(81,899)											$	91,906

(a) The pension plan and other postretirement benefit components of accumulated other comprehensive income are included in the computation of net periodic benefit cost (income). See Note 5 in this Quarterly Report on Form 10-Q and Note 18 in our 2025 Annual Report for further information.

12.    Fair Value Measurements

The carrying amount of cash and cash equivalents in the Condensed Consolidated Balance Sheets, as well as the fair value, was $77 million at September 30, 2026 and $78 million at December 31, 2025. The fair value is classified as Level 1 in the fair value hierarchy.

No material events occurred during the nine months ended September 30, 2026 that required adjustment to the recognized balances of assets or liabilities which are recorded at fair value on a nonrecurring basis.

Long-term debt – We record the carrying amount of our long-term debt at historical cost, less deferred financing costs related to our outstanding senior notes. The estimated fair value of our long-term debt is shown in the table below and is based primarily on estimated current rates available to us for debt of the same remaining duration and adjusted for nonperformance risk and credit risk. The estimated fair value of our publicly traded outstanding senior notes included in the table below is based on the last quoted price closest to September 30, 2026. The fair value of our debt instruments is classified as Level 2 in the fair value hierarchy.

						September 30, 2026												December 31, 2025
(in thousands)						Carrying Amount						Fair Value						Carrying Amount						Fair Value
Long-term debt						$	830,054					$	780,865					$	883,391					$	850,535

13.        Recent Accounting Pronouncements

In November 2024, the FASB issued Accounting Standards Update No. 2024-03, "Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses" (ASU 2024-03). The FASB issued ASU 2024-03 to improve disclosures surrounding expenses in commonly

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presented captions including Cost of goods sold; Selling, general, and administrative expenses; and Research, development, and testing expenses. The additional expense information required to be disclosed includes purchases of inventory, employee compensation, depreciation, intangible assets amortization, and total selling expenses, as well as a qualitative description of amounts remaining that have not been separately presented. ASU 2024-03 is effective for our annual reporting period beginning January 1, 2027, and our quarterly reporting periods beginning January 1, 2028. Early adoption is permitted. We are currently assessing the impact that the adoption of ASU 2024-03 will have on the disclosures in our consolidated financial statements.

In September 2025, the FASB issued Accounting Standards Update No. 2025-06, "Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40) - Targeted Improvements to the Accounting for Internal-Use Software" (ASU 2025-06). The FASB issued ASU 2025-06 to modernize the accounting for costs related to internal-use software to better align with how software is developed and to clarify the threshold to be applied to begin capitalizing costs. ASU 2025-06 is effective for our annual and quarterly reporting periods beginning January 1, 2028. Early adoption is permitted. We are currently assessing the impact that the adoption of ASU 2025-06 will have on our consolidated financial statements.

In December 2025, the FASB issued Accounting Standards Update No. 2025-10, "Government Grants (Topic 832): Accounting for Government Grants Received by Business Entities" (ASU 2025-10). The FASB issued ASU 2025-10 to establish authoritative guidance on the accounting for government grants received by business entities. ASU 2025-10 is effective for our annual and quarterly reporting periods beginning January 1, 2029. Early adoption is permitted. We are currently assessing the impact that the adoption of ASU 2025-10 will have on our consolidated financial statements.

In May 2026, the FASB issued Accounting Standards Update No. 2026-02, "Environmental Credits and Environmental Credit Obligations (Topic 818)" (ASU 2026-02). The FASB issued ASU 2026-02 to provide recognition, measurement, presentation, and disclosure requirements for an entity that generates, purchases, or receives environmental credit obligations or has a

regulatory compliance obligation that can be settled with environmental credits. ASU 2026-02 is effective for our annual and quarterly reporting periods beginning January 1, 2028. Early adoption is permitted. We are currently assessing the impact that the adoption of ASU 2026-02 will have on our consolidated financial statements.

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ITEM 2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) discusses NewMarket's results of operations, general financial condition, and liquidity. The MD&A should be read in conjunction with Item 1, "Business" of our 2025 Annual Report and the Consolidated Financial Statements in Item 1, "Financial Statements" of this Form 10-Q. Specific Note references within this Item are to the Notes to the Condensed Consolidated Financial Statements included in Item 1, "Financial Statements" of this Form 10-Q.

Forward-Looking Statements

This report contains forward-looking statements about future events and expectations within the meaning of the Private Securities Litigation Reform Act of 1995. We have based these forward-looking statements on our current expectations and projections about future results. When we use words in this document such as “anticipates,” “intends,” “plans,” “believes,” “estimates,” “projects,” “expects,” “should,” “could,” “may,” “will,” and similar expressions, we do so to identify forward-looking statements. Examples of forward-looking statements include, but are not limited to, statements we make regarding future prospects of growth in the petroleum additives or specialty materials markets, other trends in these markets, our ability to maintain or increase our market share, our future capital expenditure levels, and our future financial results.

We believe our forward-looking statements are based on reasonable expectations and assumptions, within the bounds of what we know about our business and operations. However, we offer no assurance that actual results will not differ materially from our expectations due to uncertainties and factors that are difficult to predict and beyond our control.

Factors that could cause actual results to differ materially from expectations include, but are not limited to, the availability of raw materials and distribution systems; disruptions at production facilities, including single-sourced facilities; hazards common to chemical businesses; the ability to respond effectively to technological changes in our industries; failure to protect our intellectual property rights; sudden, sharp, or prolonged raw material price increases; competition from other manufacturers; current and future governmental regulations; the loss of significant customers; termination or changes to contracts with contractors and subcontractors of the U.S. government or directly with the U.S. government; failure to attract and retain a highly-qualified workforce; an information technology system failure or security breach; the occurrence or threat of extraordinary events, including natural disasters, terrorist attacks, wars or other conflicts, and health-related epidemics; risks related to operating outside of the United States, including tariffs and trade policy; political, economic, and regulatory factors concerning our products; the impact of substantial indebtedness on our operational and financial flexibility; the impact of fluctuations in foreign exchange rates; resolution of environmental liabilities or legal proceedings; limitation of our insurance coverage; our inability to realize expected benefits from investment in our infrastructure or from acquisitions, or our inability to successfully integrate acquisitions into our business; the underperformance of our pension assets resulting in additional cash contributions to our pension plans; and other factors detailed from time to time in the reports that NewMarket files with the SEC, including the risk factors in Part I, Item 1A. “Risk Factors” of our 2025 Annual Report, which is available to shareholders at www.newmarket.com.

You should keep in mind that any forward-looking statement made by us in this report or elsewhere speaks only as of the date on which we make it. New risks and uncertainties arise from time to time, and it is impossible for us to predict these events or how they may affect us. We have no duty to, and do not intend to, update or revise the forward-looking statements in this discussion after the date hereof, except as may be required by law. In light of these risks and uncertainties, any forward-looking statement made in this report or elsewhere might not occur.

Overview

When comparing the results of the petroleum additives segment for the first nine months of 2026 with the first nine months of 2025, net sales decreased 0.6%, resulting primarily from lower product shipments partially offset by higher selling prices. Operating profit increased 0.5% over the same comparative periods.

For the nine months comparison periods of 2026 and 2025, the specialty materials segment reported higher net sales, as well as higher operating profit. Specialty materials net sales and operating profit for the first nine months of 2025 do not reflect financial results of Calca since the acquisition of Calca occurred on October 1, 2025. We continue to expect to experience substantial variation in quarterly results for the specialty materials segment due to the nature of its business.

We continue to monitor the uncertain macroeconomic environment in which we operate, particularly the changes in international trade relations and tariffs, as well as the impact of the conflict in the Middle East, and assess the potential impacts to our operations. These impacts could include supply chain disruptions, customer demand fluctuations, and higher costs. Investing in technology to meet customer needs, enhancing our operational efficiency, and improving our portfolio profitability will remain priorities.

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Despite the challenging global environment, our financial position remains strong. We have sufficient access to capital, if needed, and do not anticipate any issues with meeting the covenants for all our debt agreements for the foreseeable future.

Our business typically generates significant amounts of cash beyond its operational needs. We continue to invest in and manage our business for the long-term with the goal of helping our customers succeed in their marketplaces. Our investments continue to be in organizational talent, technology development and processes, and global infrastructure.

Results of Operations

Net Sales

Consolidated net sales for the third quarter of 2026 totaled $716.5 million, representing an increase of $26.2 million, or 3.8%, from the third quarter of 2025. Consolidated net sales for the first nine months of 2026 totaled $2.1 billion, representing an increase of $43.5 million, or 2.1%, from the first nine months of 2025. The following table shows net sales by segment and product line. The net sales in the table below for the specialty materials segment do not include sales from Calca for the 2025 periods as the acquisition occurred on October 1, 2025.

						Third Quarter Ended September 30,												Nine Months Ended September 30,
(in millions)						2026						2025						2026						2025
Petroleum additives
Lubricant additives						$	549.3					$	550.5					$	1,654.5					$	1,666.1
Fuel additives						101.6						98.6						281.8						282.4
Total						650.9						649.1						1,936.3						1,948.5
Specialty materials						62.0						38.2						187.3						134.0
All other						3.6						3.0						9.7						7.3
Net sales						$	716.5					$	690.3					$	2,133.3					$	2,089.8

Petroleum Additives Segment

Petroleum additives net sales for the third quarter of 2026 were $650.9 million compared to $649.1 million for the third quarter of 2025, an increase of 0.3%. Increases in Latin America of 8.3%, North America of 1.7%, and EMEAI of 1.3% were substantially offset by a decrease in Asia Pacific of 8.1%.

Petroleum additives net sales for the first nine months of 2026 were $1.9 billion, a decrease of $12.2 million, or 0.6%, compared to the first nine months of 2025. Decreases in Asia Pacific of 4.9% and North America of 2.0% were mostly offset by increases in Latin America of 5.6% and EMEAI of 1.9%.

While regional sales fluctuate period to period, the percentage of net sales generated by region remained fairly consistent during the third quarter and first nine months of 2026 compared with the same periods in 2025.

The following table approximates the components of the changes in petroleum additives net sales between the third quarter and first nine months of 2026 and 2025.

(in millions)						Third Quarter						Nine Months
Period ended September 30, 2025						$	649.1					$	1,948.5
Lubricant additives shipments						(46.9)						(88.8)
Fuel additives shipments						(1.8)						(5.9)
Selling prices, including product mix						52.3						72.2
Foreign currency impact, net						(1.8)						10.3
Period ended September 30, 2026						$	650.9					$	1,936.3

When comparing the third quarter periods of 2026 and 2025, higher selling prices drove the increase in net sales, which was mostly offset by lower product shipments. For the first nine months comparison between 2026 and 2025, lower product shipments, partially offset by higher selling prices and a favorable foreign currency impact, resulted in the decrease in petroleum additives net sales. The higher selling prices for both the third quarter and first nine months of 2026 included surcharges implemented in response to higher costs from the supply chain disruptions in the Middle East. The decrease in product shipments for the third quarter comparison reflects broad market softness, particularly in lubricant additives. In

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addition to the current quarter market softness, the decrease in product shipments for the nine months comparison was impacted by the first half effects of our strategic decision to examine and reduce low-margin business.

On a worldwide basis, the volume of product shipments for petroleum additives decreased 7.7% for the third quarter of 2026 and 6.1% for the first nine months of 2026 compared with the same periods in 2025. The decline reflected lower shipments across both the lubricant additives and fuel additives product lines, with lubricant additives accounting for the majority of the decrease for both comparative periods. For the third quarter comparison, lubricant additives product shipments were lower across all regions while lower fuel additives shipments in North America were partially offset by increases in EMEAI and Asia Pacific. Fuel additives shipments for the Latin America region were substantially unchanged for the third quarter comparison. For the first nine months comparison, lubricant additives product shipments declined across all regions except for Latin America, which experienced modest growth. Fuel additives shipments for the first nine months comparison decreased in North America and Latin America but increased in EMEAI. Fuel additives shipments were substantially unchanged in Asia Pacific for the nine months comparison.

The primary foreign currencies in which we transact include the Euro, Pound Sterling, Japanese Yen, Chinese Renminbi, and Indian Rupee. Comparing the third quarters of 2026 and 2025, the United States Dollar strengthened against the Euro, Rupee, Yen, and Pound and weakened against the Renminbi, resulting in an unfavorable impact to net sales for the quarter in the table above. However, when comparing the first nine months periods of 2026 and 2025, the United States Dollar strengthened against the Rupee and Yen but weakened against the Euro, Pound, and Renminbi resulting in the overall favorable impact to net sales in the table above.

Specialty Materials Segment

Total net sales for the specialty materials segment were $62.0 million for the third quarter of 2026, compared to $38.2 million for the third quarter of 2025. For the nine months comparison, net sales were $187.3 million for 2026 and $134.0 million for 2025. The increase in net sales for both comparison periods was the result of higher selling prices from favorable product mix, as well as the inclusion of Calca's net sales following its acquisition on October 1, 2025.

All Other

“All other” includes the operations of the antiknock compounds business, as well as certain contracted manufacturing and related services associated with Ethyl.

Segment Operating Profit

NewMarket evaluates the performance of the petroleum additives and specialty materials businesses based on segment operating profit. NewMarket Services Corporation expenses are charged to NewMarket and each subsidiary pursuant to services agreements between the companies. Depreciation of segment property, plant, and equipment, as well as amortization of segment intangible assets and lease right-of-use assets, is included in segment operating profit.

The following table presents reporting segment operating profit for the third quarter and nine months ended September 30, 2026 and September 30, 2025 for the petroleum additives and specialty materials segments, as well as the operating loss for the "All other" businesses. A reconciliation of segment operating profit to income before income tax expense is included in Note 4.

						Third Quarter Ended September 30,												Nine Months Ended September 30,
(in millions)						2026						2025						2026						2025
Petroleum additives						$	130.9					$	131.3					$	415.3					$	413.2
Specialty materials						$	16.4					$	6.0					$	51.2					$	39.7
All other						$	(0.4)					$	(0.6)					$	(1.7)					$	(2.2)

Petroleum Additives Segment

Petroleum additives segment gross profit decreased $5.9 million and operating profit decreased $0.4 million when comparing the third quarter of 2026 to the third quarter of 2025. Gross profit decreased $6.3 million and operating profit increased $2.1 million when comparing the first nine months of 2026 to the first nine months of 2025.

Gross profit and operating profit for the third quarter comparison decreased primarily due to the impact of higher raw material costs and decreased sales volumes partially offset by higher selling prices. Despite broad market softness in lubricant additives that resulted in the decrease in shipments, we successfully implemented surcharges to selling prices to offset higher raw material and operating costs incurred due to the supply chain disruptions in the Middle East.

For the first nine months comparison, the factors contributing to the decrease in gross profit were generally consistent with those affecting the third quarter comparison discussed above, with higher operating costs also contributing to the year to date

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decrease. As discussed in the Net Sales section above, the decrease in product shipments for the nine months comparison reflected the first half impact of our strategic decision to examine and reduce low-margin business. The increase in operating profit for the first nine months comparison also benefited from lower costs for research, development, and testing.

The following table presents petroleum additives cost of goods sold as a percentage of net sales and the operating profit margin.

    

						Third Quarter Ended September 30,												Nine Months Ended September 30,
						2026						2025						2026						2025
Cost of goods sold as a percentage of net sales						70.3		%				69.3		%				68.7		%				68.6		%
Operating profit margin						20.1		%				20.2		%				21.5		%				21.2		%

For the rolling four quarters ended September 30, 2026, the operating profit margin for petroleum additives was 20.7%, which is within our historical range of operating profit margin. While operating margins will fluctuate from quarter to quarter due to multiple factors, we believe the fundamentals of our business and industry as a whole are unchanged.

Petroleum additives selling, general, and administrative (SG&A) expenses decreased $0.9 million in the third quarter of 2026 compared with the third quarter of 2025 and decreased $0.3 million in the first nine months of 2026 compared with the first nine months of 2025. SG&A expenses as a percentage of net sales were 4.9% for the third quarter of 2026 and 5.1% for each of the third quarter of 2025, the first nine months of 2026, and the first nine months of 2025. Our SG&A costs are primarily personnel-related and include salaries, benefits, and other costs associated with our workforce, including travel-related expenses. While personnel-related costs fluctuate from period to period, there were no significant changes in the drivers of these costs when comparing the periods.

Investments in petroleum additives research, development, and testing (R&D) decreased $4.5 million when comparing the third quarters of 2026 and 2025 and decreased $8.0 million when comparing the first nine months of 2026 and 2025. As a percentage of net sales, R&D investment was 4.7% for the third quarter of 2026, 5.4% for the third quarter of 2025, 4.8% for the first nine months of 2026, and 5.2% for the first nine months of 2025. R&D investments reflect our efforts to support the development of solutions that meet our customers' needs, meet new and evolving standards, and support our expansion into new product areas. Our approach to R&D investments, as it is with SG&A costs, is one of purposeful spending on programs to support our current product base and to ensure that we develop products to support our customers' programs in the future. R&D investments include personnel-related costs, as well as costs for internal and external testing of our products.

Specialty Materials Segment

The specialty materials segment reported operating profit of $16.4 million for the third quarter of 2026 as compared to $6.0 million for the third quarter of 2025. For the first nine months of 2026, operating profit was $51.2 million as compared to operating profit of $39.7 million for the first nine months of 2025. The increases in specialty materials operating profit for the third quarter and nine months comparisons were driven by factors consistent with those impacting specialty materials net sales as discussed above. We expect to experience substantial variation in quarterly results for the specialty materials segment due to the nature of its business.

The following discussion references certain captions on the Consolidated Statements of Income.

Interest and Financing Expenses, Net

For the third quarter comparison, interest and financing expenses were mostly unchanged at $8.0 million for the third quarter of 2026 and $8.4 million for the third quarter of 2025.

Interest and financing expenses were $25.6 million for the first nine months of 2026 and $29.8 million for the first nine months of 2025. The decrease for the nine months comparison resulted primarily from a lower average interest rate, as well as lower average debt outstanding.

Other Income (Expense), Net

Other income (expense), net was income of $16.2 million for the third quarter of 2026, $13.3 million for the third quarter of 2025, $48.9 million for the first nine months of 2026, and $43.5 million for the first nine months of 2025. The amounts for both the 2026 and 2025 third quarter and nine month periods primarily reflect the non-service cost components of net periodic benefit cost (income) from defined benefit pension and postretirement plans. See Note 5 for further information on total periodic benefit cost (income).

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Income Tax Expense

Income tax expense was $27.0 million for the third quarter of 2026 and $35.3 million for the third quarter of 2025. The effective tax rate was 17.9% for the third quarter of 2026 and 26.1% for the third quarter of 2025. Income tax expense decreased $8.3 million due to a $12.3 million decrease resulting from the lower effective tax rate partially offset by a $4.0 million increase due to higher income. The decrease in the effective tax rate was primarily driven by changes in estimates related to prior year taxes and lower taxes on foreign earnings.

Income tax expense was $97.2 million for the first nine months of 2026 and $109.9 million for the first nine months of 2025. The effective tax rate was 20.6% for the first nine months of 2026 and 24.6% for the first nine months of 2025. Income tax expense decreased $12.7 million due to a $19.0 million decrease resulting from the lower effective tax rate as discussed above, which was partially offset by a $6.3 million increase due to higher income.

The One Big Beautiful Bill Act (OBBBA) was enacted in the United States on July 4, 2025. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework, and the restoration of favorable tax treatment for certain business provisions, including permanently restoring 100% bonus depreciation for qualifying property and reinstating the ability for entities to immediately expense domestic research and development expenditures.

The OBBBA has multiple effective dates, with certain provisions which were effective in 2025 and others implemented through 2027. The 2026 impacts of the OBBBA have been reflected in the income tax provision for the third quarter and nine months ended September 30, 2026. These impacts were not material to our consolidated financial statements. We are continuing to assess the impact of the provisions of the OBBBA that are effective in the future.

Cash Flows, Financial Condition, and Liquidity

Cash and cash equivalents at September 30, 2026 were $77.3 million, a decrease of $0.3 million since December 31, 2025.

Cash and cash equivalents held by our foreign subsidiaries amounted to $71.1 million at September 30, 2026 and $68.3 million at December 31, 2025. Periodically, we repatriate cash from our foreign subsidiaries to the United States through intercompany dividends and loans. We do not anticipate significant tax consequences from future distributions of foreign earnings.

A portion of our foreign cash balances is associated with earnings that we have asserted are indefinitely reinvested. We plan to use these indefinitely reinvested earnings to support growth outside of the United States through funding of operating expenses, R&D expenses, capital expenditures, and other cash needs of our foreign subsidiaries.

We expect that cash from operations, together with borrowing available under our revolving credit facility, will continue to be sufficient to cover our operating needs for the foreseeable future, including planned short-term and long-term capital expenditures.

Cash Flows – Operating Activities

Cash provided from operating activities for the first nine months of 2026 was $354.7 million, including $77.0 million of higher working capital requirements.

When comparing the September 30, 2026 balances with those at December 31, 2025, the most significant changes in working capital included increases in trade and other accounts receivable, inventories, and accounts payable. The increase in trade and other accounts receivable primarily reflects higher sales during the third quarter of 2026 compared to the fourth quarter of 2025, partially offset by a reduction in a short-term income tax receivable. The increase in inventories is due mainly to higher raw material prices and transit times as a result of the conflict in the Middle East, as well as higher production volume during the third quarter of 2026. The increase in accounts payable is primarily the result of increased purchasing along with higher raw material costs during the first nine months of 2026 and normal invoice payment timing.

Including cash and cash equivalents, as well as the impact of changes in foreign currency exchange rates on the balance sheet, we had total working capital of $688.4 million at September 30, 2026 and $640.4 million at December 31, 2025. The current ratio was 2.46 at September 30, 2026 and 2.53 at December 31, 2025.

Cash Flows – Investing Activities

Cash used in investing activities totaled $87.3 million during the first nine months of 2026, comprised primarily of capital expenditures. We expect that our total capital spending during 2026 will be in the $100 million to $120 million range and will include improvements to our manufacturing and R&D infrastructure around the world.

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Expected 2026 capital expenditures include a project to expand AMPAC's ammonium perchlorate production capacity to meet growing solid rocket motor demand. The project of up to $100 million, which began in 2025 and is expected to be completed in late 2026, will add a new production line and increase capacity by 50%, strengthening supply for U.S. military and space launch programs and key U.S. allies.

We expect to continue to finance capital spending through cash on hand and cash provided from operations, together with borrowing available under our revolving credit facility.

Cash Flows – Financing Activities

Cash used in financing activities during the first nine months of 2026 amounted to $268.5 million. These cash flows included repurchases of our common stock of $126.4 million, cash dividends of $83.1 million, principal payments of $50.0 million on the 3.78% senior notes, and net repayments of $4.0 million on the revolving credit facility.

Debt

Our long-term debt was $830.1 million at September 30, 2026 compared to $883.4 million at December 31, 2025.

See Note 9 for additional information on the 2.70% senior notes, 3.78% senior notes, and revolving credit facility, including the unused portion of our revolving credit facility.

Our senior notes and the revolving credit facility contain covenants, representations, and events of default that management considers typical of credit arrangements of this nature. The covenants under the 3.78% senior notes include negative covenants, certain financial covenants, and events of default which are substantially similar to the covenants and events of default in our revolving credit facility.

The revolving credit facility contains financial covenants that require NewMarket to maintain a consolidated Leverage Ratio (as defined in the agreement) of no more than 3.75 to 1.00, except during an Increased Leverage Period (as defined in the agreement) at the end of each quarter. At September 30, 2026, the Leverage Ratio was 1.14 under the revolving credit facility.

At September 30, 2026, we were in compliance with all covenants under the 3.78% senior notes, 2.70% senior notes, and revolving credit facility.

As a percentage of total capitalization (total long-term debt and shareholders’ equity), our total long-term debt percentage decreased from 33.2% at December 31, 2025 to 30.1% at September 30, 2026. The change resulted from a net decrease in outstanding long-term debt along with an increase in shareholders' equity. The increase in shareholders’ equity primarily reflects our earnings partially offset by repurchases of shares of our common stock, dividend payments, an unfavorable impact from foreign currency translation adjustments, and a decrease in the funded position of our retirement plans. Generally, we repay any outstanding long-term debt with cash from operations or refinancing activities.

Critical Accounting Policies and Estimates

This Form 10-Q and our 2025 Annual Report include discussions of our accounting policies, as well as methods and estimates used in the preparation of our financial statements. We also provided a discussion of Critical Accounting Policies and Estimates in our 2025 Annual Report.

There have been no significant changes in our critical accounting policies and estimates from those reported in our 2025 Annual Report.

Recent Accounting Pronouncements

For a full discussion of the more significant recently issued accounting standards, see Note 13.

Outlook

Our goal is to provide a 10% compounded return per year for our shareholders over any ten-year period (defined as earnings per share growth plus dividend yield), although we may not necessarily achieve a 10% return each year. We continue to have confidence in our customer-focused strategy and approach to the market. We believe the fundamentals of how we run our business - a long-term view, safety-first culture, customer-focused solutions, technology-driven product offerings, and world-class supply chain capability - will continue to be beneficial for all of our stakeholders over the long term.

We expect our petroleum additives segment will continue to experience impacts to its operating performance during 2026 due to market softness and the uncertain macroeconomic environment in which we operate. Nonetheless, we anticipate solid results from this segment in 2026. We will continue to invest in technology to serve our customers, focus on cost control and margin

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management, and advance our initiatives to build a global manufacturing network that will enable more efficient product delivery to our customers in the years ahead.

Over the past several years we have made significant investments in our petroleum additives business as the industry fundamentals remain positive. These investments have been, and will continue to be, focused on operational efficiencies, organizational talent, and technology development and processes, as well as global infrastructure, including technical centers, production capabilities, and geographic expansion. We intend to utilize these investments to improve our ability to deliver the solutions that our customers value, expand our global reach, and enhance our operating results. We will continue to invest in our capabilities to provide even better value, service, technology, and customer solutions.

In addition to the ongoing investments we make in our petroleum additives business, we have committed approximately $1 billion to our specialty materials business since 2024, including acquisitions and investments in expanded capacity across the specialty materials business. We continue to focus on the integration of recent acquisitions into our business, and we anticipate solid results from this segment. We may experience substantial variation in quarterly results for this resilient, high-technology specialty materials segment due to the nature of the business, including any impact from shutdowns of the U.S. government.

Our business typically generates significant amounts of cash beyond its operational needs. We regularly review our many internal opportunities to utilize excess cash from technological, geographic, production capability, and product line perspectives. We believe our capital spending is creating the capability we need to grow and support our customers worldwide, and our research and development investments are positioning us well to provide added value to our customers.

While our most recent acquisitions in the specialty materials business were outside of our core petroleum additives business, we believe they presented an excellent opportunity to provide long-term value for our shareholders. Nonetheless, our primary focus in the acquisition area remains on the petroleum additives industry. It is our view that the petroleum additives industry will provide the greatest opportunity for solid returns on our investments while minimizing risk. We remain focused on this strategy and will evaluate any future opportunities. We will continue to evaluate all alternative uses of cash to enhance shareholder value, including stock repurchases and dividends.

ITEM 3.     Quantitative and Qualitative Disclosures About Market Risk

At September 30, 2026, there were no material changes in our market risk from the information provided in the 2025 Annual Report.

ITEM 4.     Controls and Procedures

Evaluation of Disclosure Controls and Procedures

We maintain a system of internal control over financial reporting to provide reasonable, but not absolute, assurance of the reliability of the financial records and the protection of assets. Under Rule 13a-15(b) of the Securities Exchange Act of 1934 (the Exchange Act), we carried out an evaluation, with the participation of our management, including our principal executive officer and our principal financial officer, of the effectiveness of our disclosure controls and procedures, as such term is defined in Rule 13a-15(e) of the Exchange Act, as of the end of the period covered by this report. Based upon that evaluation, our principal executive officer and our principal financial officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level.

There has been no change in our internal control over financial reporting, as such term is defined in Rule 13a-15(f) of the Exchange Act, which occurred during the quarter ended September 30, 2026 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II.     OTHER INFORMATION

ITEM 1.     Legal Proceedings

There have been no material changes to our legal proceedings as disclosed in "Legal Proceedings" in Item 3 of Part I of the 2025 Annual Report.

ITEM 5.    Other Information

During the quarter ended September 30, 2026, no director or officer (as defined in Rule 16a-1(f) under the Exchange Act) of NewMarket Corporation adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) of Regulation S-K.

ITEM 6.     Exhibits

Exhibit 3.1			Articles of Incorporation Amended and Restated effective April 27, 2012 (incorporated by reference to Exhibit 3.1 to Form 8-K (File No. 1-32190) filed April 30, 2012)
Exhibit 3.2			NewMarket Corporation Bylaws Amended and Restated effective August 6, 2015 (incorporated by reference to Exhibit 3.1 to Form 8-K (File No. 1- 32190) filed August 6, 2015)
Exhibit 31(a)			Certification pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 by Thomas E. Gottwald
Exhibit 31(b)			Certification pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 by Timothy K. Fitzgerald
Exhibit 32(a)			Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by Thomas E. Gottwald
Exhibit 32(b)			Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by Timothy K. Fitzgerald
Exhibit 101			Inline XBRL Instance Document and Related Items (the instance document does not appear in the Interactive Data File because its Inline XBRL tags are embedded within the Inline XBRL document)
Exhibit 104			Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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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.

			NEWMARKET CORPORATION
			(Registrant)
Date: October 29, 2026			By: /s/ Timothy K. Fitzgerald
			Timothy K. Fitzgerald
			Vice President and
			Chief Financial Officer
			(Principal Financial Officer)
Date: October 29, 2026			By: /s/ Susan M. Ridlehoover
			Susan M. Ridlehoover
			Controller
			(Principal Accounting Officer)

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