Pandemic – NewzIntel.com

MIL-OSI USA: Senator Baldwin Releases Statement on Bipartisan Bill to Fund Labor, Health, and Education Departments for Fiscal Year 2026

US Senate News:

Source: United States Senator for Wisconsin Tammy Baldwin

WASHINGTON, D.C. – Today, U.S. Senator Tammy Baldwin (D-WI), Ranking Member of the Senate Appropriations Subcommittee on Labor, Health, and Human Services, released the following statement after the full committee advanced her Fiscal Year 2026 funding legislation to the Senate floor. In addition to funding critical programs that the Trump Administration has tried to cut or withhold funding from – including Head Start, the National Institutes of Health, and Job Corps – the bipartisan bill takes further steps to mandate the timely delivery of Congressionally approved funding and adequate staffing levels at federal agencies to carry out the mission of these programs.

“At the end of the day, my North Star is delivering for the people of Wisconsin. While no one got everything they wanted in this bill, I’m proud to say we found common ground and are doing just that to address the challenges facing working families across the country. From investing in cancer and Alzheimer’s research, to protecting the Department of Education and early education funding, to strengthening my 988 Suicide Lifeline, we came together to deliver for our constituents,” said Senator Baldwin. “This bill not only puts Donald Trump’s budget in the trash, it also reins in this President’s efforts to dismantle and withhold funding for critical programs our constituents rely on. This bill takes on the kitchen table issues families face by addressing childcare costs, connecting more Americans with good-paying jobs, and taking on the mental health and opioid epidemics. While it is not perfect, I look forward to getting it over the finish line on behalf of Wisconsinites who want to see a Washington that works for them.”

As Ranking Member of the Subcommittee on Labor, Health, and Human Services, Senator Baldwin writes the bill that funds the Departments of Labor, Health and Human Services, and Education. A summary of the bill is available below.

Key Points & Highlights – Department of Health and Human Services

Department of Health and Human Services (HHS): The bill provides $116.6 billion, an increase of $446 million in discretionary funding for the Department of Health and Human Services over fiscal year 2025.

The bill rejects the Trump administration’s harmful efforts to defund and dismantle critical work that HHS oversees—maintaining important funding for programs across HHS that touch the lives of nearly every American, while providing targeted increases to important bipartisan priorities. The bill includes new requirements to help ensure adequate staffing and the timely awarding of funding to prevent completely unnecessary delays and disruptions in programs that families and communities across the country count on—from child care and Head Start to substance use and mental health—and that support lifesaving research into cures and treatments for devastating diseases.

Biomedical Research: The bill provides $48.7 billion in discretionary funding for the National Institutes of Health (NIH)—an increase of $400 million to propel lifesaving and life-changing cures and treatments across NIH’s 27 institutes and centers and the Advanced Research Projects Agency for Health (ARPA-H).

The bill rejects the catastrophic 40% cut to NIH proposed by President Trump, and instead of slashing funding for biomedical research, includes a:

$150 million increase for cancer research;
$100 million increase for Alzheimer’s disease research;
$30 million increase for the National Institute of Allergy and Infectious Diseases;
$30 million increase for the Office of Research on Women’s Health;
$25 million increase for ALS research, fully funding the $100 million as authorized by the ACT for ALS Act of 2021;
$20 million increase for the IMPROVE Initiative for research on maternal mortality;
$12 million increase for BRAIN Initiative research;
$10 million increase for diabetes research;
$10 million increase for rare disease research;
$9 million increase for the Undiagnosed Diseases Network; and a
$5 million to implement the National Parkinson’s Project.

The bill also rejects the Trump administration’s proposal—and illegal efforts—to cap indirect cost rates at 15%, which would devastate biomedical research, and continues a longstanding provision that prohibits NIH from implementing such a cap. The bill also rejects the Trump administration’s misguided elimination of programs across NIH by maintaining funding for HIV vaccine research, training programs that support the next generation of researchers, and the Safe to Sleep campaign, among others.

The bill also includes, as part of a manager’s amendment, a new provision that would prevent implementation of the Office of Management and Budget’s misguided policy for NIH to fund significantly more of its multi-year research grants in one lump sum. This poorly thought-out new policy would significantly cut the number of research grants NIH awards this year and next year—according to NIH’s own estimate, by 40% in fiscal year 2025, reducing the percentage of cancer research grants it will award from 13% to 7%, and Alzheimer’s disease grants from 18% to 6%. OMB’s attempt this week to explicitly and illegally withhold billions in funding and halt all remaining NIH research grants through the rest of the year makes its intentions crystal clear. More needs to be done to protect NIH research programs, but the provision included in this bill is an important step in preventing the Trump administration from decimating the biomedical research enterprise Congress has built in a bipartisan manner over decades, which has long been the envy of the world and drives medical innovation that has saved millions of lives.

The bill also includes a new authority for NIH to address loopholes in sexual harassment reporting and strengthen accountability by requiring institutions to complete investigations into concerns about harassment, bullying, retaliation, or hostile working conditions, even if the alleged perpetrator leaves their current position and is no longer employed by the institution. It provides the NIH Director the authority to decline the transfer of an award to a different institution, helping to close the “pass-the-harasser” loophole. It also provides the NIH Director the authority to share investigation reports on an as-needed basis with any institution that receives NIH funding.

Child Care and Early Learning Programs: The bill includes $8.8 billion for the Child Care and Development Block Grant (CCDBG)—an $85 million increase over fiscal year 2025; and $12.4 billion for Head Start, an $85 million increase. Much more needs to be done to address our broken child care system and ensure every working family can find and afford child care, which is critical for businesses and our economy too—but sustained annual increases in these programs are critical in the meantime. The bill also sustains funding for Preschool Development Grants, which President Trump proposed eliminating in his budget request.

Addressing Substance Use Disorders and Mental Health: The bill sustains funding to address the rising toll of opioid overdoses fueled by fentanyl, maintain access to substance use disorder prevention and treatment, and improve access to mental health services.

The bill rejects President Trump’s proposed cuts to SAMHSA programs and maintains SAMHSA as its own, independent agency to ensure substance use and mental health remain a priority at HHS. The bill includes targeted increases to SAMHSA programs, including $2.0 billion, a $20 million increase over fiscal year 2025, for the Substance Use Prevention, Treatment, and Recovery Services Block Grant; $1.6 billion for State Opioid Response grants, a $20 million increase; and $145 million for the Rural Communities Opioid Response Program.

It protects key investments in mental health programs by sustaining funding for the Mental Health Block Grant, Project AWARE, Mental Health Awareness Training, and the National Childhood Traumatic Stress Network. The bill also provides $535 million, a $15 million increase over fiscal year 2025, for the 988 Suicide Prevention Lifeline, to address continued increases in demand as 988 has been stood up over the last several years, and it restores dedicated funding for the LGBTQ+ youth specialized services line that President Trump eliminated this summer.

Additionally, it includes approximately $180 million in investments within the Department of Education to address the shortage of school-based mental health professionals and services in our nation’s K-12 schools.

Essential Health Care Programs: The bill protects investments in health care access and affordability and the health care workforce—maintaining investments in core programs, including $1.86 billion for Community Health Centers and $128.6 million for the National Health Service Corps. The United States Preventive Services Task Force (USPSTF) is fully funded, and the bill affirms support for the mission and scientific integrity of the task force. The bill also includes a $9.3 million increase in rural health programs to boost recruitment of health care providers to practice in rural areas and support rural hospitals.

Importantly, the bill provides a $5 million increase in funding for the Organ Procurement and Transplantation Network (OPTN) Modernization Initiative to strengthen and reform the nation’s organ donation and transplant system. There are more than 100,000 individuals on the organ transplant waitlist, and this initiative, which began during the Biden administration, will allow the OPTN to better serve patients and families and strengthen accountability.

Public Health: The bill rejects the approximately $4 billion—or 50%—cut to CDC programs proposed by President Trump’s budget request. CDC helps keep Americans safe and healthy by protecting against diseases and supporting states and local communities as they do the same. It also rejects the Trump administration’s haphazard proposal to dismantle CDC, which risks Americans’ health and safety, and requires HHS to support staffing levels to carry out the CDC’s programs.

The bill also helps support state and local health departments by sustaining critical programs across the CDC, including funding for chronic diseases, the Office of Smoking and Health, injury prevention programs (including firearm injury and mortality research), global health programs, and immunization and infectious disease prevention programs.

HIV/AIDS: The bill includes $613 million for the Ending the HIV Epidemic Initiative, which provides high-need jurisdictions with prevention and treatment services for people at high risk for HIV transmission. This includes $220 million within the CDC’s Domestic HIV/AIDS Prevention and Research programs to develop and deploy innovative data management solutions, increase access to PrEP, and better detect and respond to HIV clusters, and $128.9 million for the CDC’s global HIV/AIDS program. The bill also provides full funding for the Ryan White HIV/AIDS program, including dental services and training for health care practitioners, two initiatives that President Trump sought to eliminate in his budget proposal.

Women’s Health: The bill sustains funding for reproductive health programs, including Title X and the Teen Pregnancy Prevention Program, which President Trump eliminated in his budget proposal. The bill also increases investments in maternal health across CDC and NIH with a $53 million increase for programs that aim to address maternal mental health, prevent pregnancy-related deaths, support best practices to improve maternal health outcomes, and invest in women’s health research. The bill also provides funding for a new initiative to support survivors of sexual assault and creates a new menopause initiative within AHRQ to translate research best practices into clinical practice for women. Importantly, the bill includes increases in funding for the Maternal Mental Health Hotline and maternal health safety initiatives through the Alliance for Innovation on Maternal Health program.

Pandemic Preparedness and Biodefense: The bill includes $3.6 billion for the Administration for Strategic Preparedness and Response (ASPR). It sustains funding for the Biomedical Advanced Research and Development Authority (BARDA); Project Bioshield; the Strategic National Stockpile (SNS); and Industrial Base Management and Supply Chain (IBMSC) activities to help ensure that critical resources in the public health supply chain—including raw materials, medical countermeasures, and ancillary supplies—are manufactured in the United States. It also includes $4 million to support a new program to improve emergency medical services and trauma care during a public health emergency.

Administration for Community Living: The bill maintains funding for the Administration for Community Living as its own agency within HHS to help support seniors and Americans with disabilities so they can live and participate fully in their communities. This includes providing $1.1 billion for senior nutrition programs and providing targeted increases for family caregiver programs.

Home Heating and Cooling Assistance: The bill includes $4.045 billion for the Low Income Home Energy Assistance Program (LIHEAP), a $20 million increase over fiscal year 2025, to help low-income households heat and cool their homes.

Key Points & Highlights – Department of Education

Department of Education: The bill provides $79.0 billion in discretionary funding for the Department of Education.

The bill rejects the Trump administration’s call to eliminate the Department of Education and maintains funding across the Department, including funding for K-12 formula and competitive grant programs, CTE and adult education programs, federal student aid, postsecondary competitive grants, and civil rights enforcement to provide the resources needed to help schools improve educational outcomes for students and protect all students from discrimination.

The bill includes new requirements that the Department of Education maintain the staff necessary to ensure it carries out its statutory responsibilities, including carrying out programs and activities funded in this bill in a timely manner. The bill also includes new requirements for the Department of Education to make formula grants available to states and districts on time. While this should be unnecessary, this step prevents any administration from withholding key funding for students and creating chaos for states and schools, which distracts educators from helping kids thrive.

Supporting Elementary and Secondary Education Students: The bill strengthens investments in foundational formula grant programs for elementary and secondary education and in public schools, teachers, and students—rejecting the $4.5 billion cut and the proposed consolidations in President Trump’s budget request for a new $2 billion block grant program.

The bill boosts funding for Title I-A grants by $50 million above the fiscal year 2025 level to $18.457 billion. More than 80% of the nation’s school districts receive these funds, and nearly 25 million students go to schools receiving Title I funding. The bill also provides $15.224 billion, an increase of $50 million over fiscal year 2025, for all three IDEA Special Education State grant programs and retains each as a separate program. IDEA state grant programs support more than seven million students and children with disabilities and their families who receive IDEA services through these programs. The bill also includes new guardrails to prevent the administration from moving these formula grant programs to other federal agencies and disrupting the efficient and effective use of federal funds intended to improve outcomes for students.

The bill also continues current investments, except for a few targeted reductions, across a range of other important formula and competitive grant programs authorized to improve teaching and learning in elementary and secondary schools, rejecting President Trump’s proposed elimination of $1.5 billion in total funding for nine important programs.

Career and Technical Education (CTE): The bill provides $1.45 billion for CTE grants and $729 million for adult education grants and appropriates such funding to the Department of Education to carry out these programs, rejecting President Trump’s call to eliminate federal support for adult education. The bill includes new provisions requiring both CTE and adult education formula grants to be awarded in a timely way to prevent any administration from withholding these critical funds.

Higher Education: The bill provides a total maximum Pell Grant award of $7,395 for the 2026-2027 award year, rejecting President Trump’s proposal to cut the Pell grant by over $1000. This coming school year, Pell Grants are expected to help over 7 million students at all stages of life pursue postsecondary education and further their careers. The bill also rejects President Trump’s proposals to eliminate a range of postsecondary education programs.

Instead, the bill sustains funding for Federal Work Study and the Federal Supplemental Educational Opportunity Grant that provide additional need-based aid to students to help them afford postsecondary education. The bill also includes $65 million for the Teacher Quality Partnership program and $15 million for the Hawkins Centers of Excellence to help educator preparation programs address educator shortages. It also continues other investments available to recruit, develop, and retain an effective and diverse teacher and school leader workforce, including $90 million for the Supporting Effective Educator Development program.

The bill sustains funding for TRIO at $1.191 billion; $388 million for GEAR UP; $75 million for the Child Care Access Means Parents in School Program (CCAMPIS); a $10 million for the Basic Needs Program; and $40 million for the Postsecondary Student Success Grant Program to help students prepare for and succeed in post-secondary education. The bill also sustains funding for Title III and V programs that support HBCUs, MSIs, Tribal colleges, and other institutions. President Trump had proposed to eliminate CCAMPIS, TRIO, GEAR UP, International Education, the Basic Needs Program, and the Postsecondary Student Success Grant, among other programs in his budget request.

The bill also sustains funding for the administration of student aid programs. This funding supports a wide range of activities, including: implementing the FAFSA; disbursing student aid; ensuring services are available to student loan borrowers; implementing more affordable repayment plans; and fixing longstanding issues in student loan forgiveness programs. Finally, the bill includes important requirements to help Congress conduct oversight over the new higher education provisions contained in the One Big Beautiful Bill Act.

Protecting Students from Discrimination: The bill rejects President Trump’s proposed cut of $49 million, or one-third of the total budget, for the Office for Civil Rights. Instead, the bill maintains the current budget level of $140 million and requires the Department to support the staffing levels necessary for OCR to fulfill its statutory responsibilities.

Advancing Education Research, Statistics, and Assessments: The bill maintains current funding of $793 million for the Institute of Education Sciences for all programs and activities of IES funded in fiscal year 2024, rejecting the massive reduction of $532 million or 67% proposed in President Trump’s budget request. The Trump administration’s significant workforce reductions and program delays at IES this year have caused it to fail to meet statutory requirements. The bill requires the Department to support staffing levels necessary for IES and the National Center for Education Statistics to fulfill their statutory responsibilities.

Key Points & Highlights – Department of Labor

Department of Labor (DOL): The bill includes $13.7 billion in discretionary funding for the Department of Labor. The bill rejects the harmful cuts proposed by the Trump administration, including the administration’s proposal to block grant our nation’s workforce training programs.

Workforce Development: The bill includes $2.9 billion for Workforce Innovation and Opportunity Act (WIOA) formula grants, protecting essential investments made in recent years. It includes a new directive requiring DOL to award such funds in a timely manner. It provides $285 million for Registered Apprenticeships and $105 million for YouthBuild. The bill also rejects President Trump’s call to eliminate Job Corps and instead provides $1.76 billion for Job Corps. Rejecting President Trump’s proposed cuts for many of these programs and continuing funding for these key workforce development programs will help grow the economy, provide workers with the skills they need to secure good-paying jobs of the future, and help American businesses compete globally.

Worker Protection: The bill rejects drastic reductions proposed in President Trump’s request and sustains key investments in DOL’s worker protection agencies charged with enforcing requirements for employers to pay workers what they earn and provide safe and healthy workplaces. The bill maintains $191 million in funding for the Employee Benefits Security Administration, which is responsible for, among other things, ensuring private sector employment-based group health plans comply with mental health and substance use disorder parity requirements. The bill also maintains $260 million for Wage and Hour Division to support the Division’s work to recover wages workers are owed and to combat exploitative child labor. Last year, the Division secured more than $273 million in back wages collected and damages for nearly 152,000 workers nationwide.

The bill also provides $111 million, $41 million more than President Trump’s budget request, for the Bureau of International Labor Affairs to enforce labor provisions of free trade agreements and trade preference programs and combat international child labor and forced labor. Finally, the bill rejects the proposed elimination of the Office of Federal Contract Compliance Programs and Women’s Bureau, providing $106 million and $23 million, respectively.

Key Points & Highlights – Related Agencies

Social Security Administration (SSA): The bill includes $15.0 billion for SSA’s administrative expenses—an increase of $594 million over fiscal year 2025. This is $100 million more than President Trump’s budget request to help address staffing challenges and improve service to the public. The Trump administration has single-handedly created completely unnecessary chaos at SSA that has weakened Americans’ ability to get the benefits they are owed—and it has continually misled the public with easily disproven claims about widespread fraud. Instead of admitting to its lie, SSA has doubled down and pursued poorly planned and implemented policy changes. The American public and the beneficiaries SSA serves have paid the price, with unacceptable wait times to access the benefits and services Americans deserve, and that they have literally earned through a lifetime of work. Instead of chasing conspiracy theories, the administration should focus on actually improving services and addressing service delivery challenges impacting Americans across the country. The resources in this bill will help SSA do just that.

AmeriCorps: The bill rejects President Trump’s elimination of AmeriCorps and sustains funding for all of AmeriCorps’ grant programs by providing a total of $1.25 billion to the Corporation for National and Community Service (CNCS) to administer these programs. This bill also includes new provisions requiring any administration to award AmeriCorps state formula funding in a timely way and includes new requirements to ensure CNCS will award competitive grants in a timely fashion, too. The bill will support AmeriCorps members serving in communities across the country and working to address pressing challenges, including responding to natural disasters, assisting in schools, supporting our veterans, promoting economic opportunity, and conserving and protecting the environment.

Corporation for Public Broadcasting (CPB): As a result of Congressional Republicans’ approval of the Rescissions Act of 2025—the first ever partisan rescissions bill signed into law—no funds are provided in the bill for the Corporation for Public Broadcasting and the more than 1,500 locally owned public TV and radio stations nationwide that have, for over 50 years, been supported by CPB funds and infrastructure investments. Republicans’ devastating rescissions bill will particularly hurt 120 stations that rely on CPB for more than 25% of their revenue, who are now scrambling to find new sources of support or significantly reduce programming or close in the coming months.

Institute of Museum and Library Services (IMLS): The bill continues to invest $295 million in the nation’s libraries and museums through programs of the Institute of Museum and Library Services and requires IMLS to fund specified programs and activities at amounts identified in the Committee report.

MIL OSI USA News –

August 5, 2025

MIL-OSI USA: Attorney General Bonta, Coalition Secure Major Win as Education Department Restores Previously Withheld Funding

Source: US State of California

Thursday, July 31, 2025

Contact: (916) 210-6000, agpressoffice@doj.ca.gov

OAKLAND – California Attorney General Rob Bonta today responded to official confirmation that the U.S. Department of Education has released previously withheld education funding to California. Attorney General Bonta co-led a coalition in filing a lawsuit challenging the Trump Administration’s abrupt and unlawful decision to freeze this funding earlier this month.

“The Trump Administration has officially reversed course on its blatantly illegal, misguided effort to freeze critical education funds weeks before the school year was set to start,” said Attorney General Bonta. “Let’s be clear: This funding should never have been frozen in the first place – that’s why we filed our lawsuit. We’re glad to see the Administration back down from its illegal effort to withhold these funds, but we can’t lose sight of the long-term damage caused by the President’s campaign of chaos and uncertainty. California will not stop fighting to hold the President and his Administration accountable to the law and to protect our children’s educational future.”

BACKGROUND

On June 30, the Trump Administration abruptly and unlawfully froze funding for six longstanding programs administered by the U.S. Department of Education just weeks before the school year in many parts of California is set to start. For decades, California and other states have used funding under these programs to carry out a broad range of programs and services, including educational programs for migrant children and English learners; programs that promote effective classroom instruction, improve school conditions and the use of technology in the classroom; community learning centers that offer students a broad range of opportunities for academic and extracurricular enrichment; and adult education and workforce development efforts.

On July 14, Attorney General Bonta co-led a coalition of 23 attorneys general and two states together in filing a lawsuit and motion for a preliminary injunction, arguing that the freeze violates federal funding statutes and regulations authorizing these critical programs and appropriating funds for them, federal statutes governing the federal budgeting process, and the constitutional separation of powers doctrine and the Presentment Clause.

On July 25, the California Department of Education (CDE) received notice from ED that beginning the week of July 28, 2025, ED would begin releasing previously impounded federal funds for the current federal and education fiscal year. Yesterday, CDE received Grant Award Notifications confirming that the entirety of the funds is being released.

Attorney General Bonta is committed to defending California’s educational institutions and students against the Trump Administration’s illegal attacks. Attorney General Bonta has filed lawsuits challenging the unlawful termination of grant funding for K-12 teacher preparation programs; the mass firings and dismantling of the Education Department; unlawful conditioning of K-12 education funding; and the discontinuation of school mental health grant funding. He’s also secured other relief for California schools including the funding released this week and $200 million in previously awarded education funding to address the long-term effects of the COVID-19 pandemic on schools.

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MIL OSI USA News –

August 5, 2025

MIL-OSI Submissions: How can I tell if I am lonely? What are some of the signs?

Source: The Conversation – Global Perspectives – By Marlee Bower, Senior Research Fellow, Matilda Centre for Research in Mental Health and Substance Use, University of Sydney

gremlin/Getty Images

Without even realising it, your world sometimes gradually gets smaller: less walking, fewer days in the office, cancelling on friends. Watching plans disintegrate on the chat as friends struggle to settle on a date or place for a catch-up.

You might start to feel a bit flat or disconnected. Subtle changes in habit and mood take hold. Could you be … lonely?

It’s not a label many of us identify with easily, especially if you know you’ve got friends, or are in a happy relationship.

But loneliness can happen to us all from time to time – and identifying it is the first step to fixing it.

So, what is loneliness?

Loneliness is the distress we feel when our relationships don’t meet our needs – in quality or quantity.

It’s not the same as being objectively alone (otherwise known as “social isolation”).

You can feel deeply lonely even while surrounded by friends, or totally content on your own.

Loneliness is subjective; many people don’t realise they’re lonely until the feeling becomes persistent.

What are some of the signs to look for?

You may feel a physical coldness, emptiness or hollowness (I’ve heard it described as feeling like you are missing an organ). Some research shows social pain is experienced similarly in the brain to physical pain.

Behavioural signs may include:

changes in routine
trouble getting to sleep or staying asleep
changed appetite (maybe you’re eating more or less than you normally would, or have less variety in your diet)
withdrawing from plans you would usually enjoy (perhaps you’re skipping a regular exercise class, or going to shows or sports events less often).

Emotionally, you may feel:

a persistent sadness
tired
disconnected
like you don’t belong, even when you are with others.

You may also feel more sensitive to rejection or criticism.

Sometimes, your world shrinks so gradually you barely notice it – until things get quite bad.
francescoch/Getty Images

But you’re not alone and you’re not broken.

Loneliness is a normal response to disconnection.

The late US neuroscientist John Cacioppo described loneliness as an evolutionary alarm system.

In the past, being separated from your tribe meant danger and risk from predators, so our brains developed a way to push us back towards connection.

The pain of loneliness is designed to keep us connected and safe.

Why is it often hard to recognise loneliness?

Sadly, there’s still a lot of stigma around admitting loneliness, especially for men.

Many people resist identifying as lonely, or feel this marks them as a “loser”.

But this silence can make the problem worse.

When no one talks about it, it becomes harder to break the cycle of loneliness, and the stigma remains.

While passing loneliness is normal, chronic or persistent loneliness can hurt our health.

Research shows chronic loneliness is associated with:

depression
anxiety
weakened immunity
heart disease
earlier death.

Loneliness can also become self-reinforcing. When loneliness feels normal, it can start to shape how you see the world: you expect rejection, withdraw more and the cycle deepens.

The earlier you notice you’re lonely, the easier it is to break.

But I’m in a relationship, have loads of friends and a rewarding job

Yes, but you can still be lonely.

Most of us need different kinds of relationships to thrive. It’s not about how many people you know, but whether you feel connected and have a meaningful role in these relationships.

You may feel lonely even with strong friendships if you are lacking deeper connection, shared identity or a sense of community.

This doesn’t mean you’re ungrateful, or a bad friend.

It just means you need more or different kinds of connection.

OK, I’ve realised I am lonely. Now what?

Start by asking yourself: what kind of connection am I missing?

Is it one-to-one friendships? A partner? Casual social interactions? A shared purpose or community?

Then reflect on what’s helped you feel more connected in the past. For some, it’s joining a choir, a book club or a sports group. For others, it may be volunteering or just saying “yes” to small social moments, like chatting with your local barista or learning the name of the local butcher.

If you’re still struggling, a psychologist can help with tailored strategies for building connection.

The structural causes of loneliness

It’s also important to remember loneliness is often not because of personal failings or overall mental health.

My own research shows loneliness is often shaped by structural factors, such as poor planning in our local neighbourhood environments, financial inequality, work pressures, social norms, or even long-term effects of restrictions from the COVID pandemic.

We are also learning more about how climate change can disrupt social connection and worsen loneliness due to, for example, higher temperatures or bushfires.

Loneliness is normal, common, human and completely solvable.

Start by noticing it in yourself and reach out if you can.

Let’s start talking about it more, so others can feel less alone too.

Marlee Bower receives funding from the Henry Halloran Urban and Regional Research Initiative, the BHP Foundation, AHURI and NHMRC. She is affiliated with the University of Sydney Matilda Centre for Research in Mental Health and Substance Use and Australia’s Mental Health Think Tank.

– ref. How can I tell if I am lonely? What are some of the signs? – https://theconversation.com/how-can-i-tell-if-i-am-lonely-what-are-some-of-the-signs-261262

MIL OSI –

August 5, 2025

MIL-OSI USA: Senate Appropriations Committee Approves Defense and Labor, Health and Human Services, and Education Bills

US Senate News:

Source: United States Senator for Washington State Patty Murray

Committee approves Defense funding bill in a 26-3 vote — BILL SUMMARY HERE

Committee approves LHHS bill in a 26-3 vote — BILL SUMMARY HERE

***WATCH and READ: Senator Murray’s opening remarks***

Washington, D.C. – Today, the Senate Appropriations Committee met for a full committee markup to consider its draft fiscal year 2026 Defense and Labor, Health and Human Services, Education, and Related Agencies appropriations acts.

“These are not the bills I would have written on my own—but they nevertheless represent serious bipartisan work to make some truly critical investments in families and our country’s future. From defense funding that supports our military and keeps our country safe to funding for health care, child care, schools, seniors, medical research, public health, workforce training and safety—and so many other programs that keep our communities strong,” said Vice Chair Patty Murray in her opening remarks. “So I’m glad this Committee was able to reach a bipartisan compromise to write bills that deliver essential funds to help people, solve problems, and reject so many of the absolutely devastating cuts and so much of the chaos that President Trump is pushing for.”

Speaking on the path ahead for appropriations, Senator Murray said: “It remains clear as ever to me that we cannot afford to go down the path Trump and Russ Vought want to push us down. Their vision is one where this Committee becomes less bipartisan and less powerful. Where the president and the OMB director call the shots and Republicans in Congress spend their time cutting what they are told to cut, even at the expense of their own constituents. Where instead of securing new investments for folks back home through bipartisan agreements, lawmakers have to plead their case to this administration to unlock funds we’ve already delivered or secure special exceptions for spending cuts. Where biomedical research and education funding gets held up for no reason at all. Where we gut investments in working families while letting Trump’s corruption run rampant.That’s what Trump and Vought want. And we can—and must—reject it.”

In her opening remarks, Senator Murray also discussed the importance of accountability for this administration as it ignores existing laws and betrays working families nationwide: “I am clear-eyed: the investments we make in these bills today are really only half of the equation. Because the fact of the matter is we have an administration right now that is intent on ignoring Congress, breaking the law, and doing everything it can without any transparency to dismantle programs and agencies that help families. There is no magic bullet that will change that unfortunate reality. Our bills reject devastating cuts—and reject so many of this administration’s absurd proposals—to dismantle the Department of Education, destroy HHS, and more. But I still want to see us to do much more when it comes to demanding accountability, demanding transparency, and demanding the administration actually follow our laws. …. We need more members across the aisle to not only reject these [President Trump’s proposed] cuts but to speak up and speak out against what this administration is already doing to defy our laws and hurt the folks we represent.”

In a 26-3 vote, the Committee approved the draft fiscal year 2026 Defense appropriations bill.

“I’m proud of this bipartisan bill. First and foremost, it takes care of our troops with pay raises and quality of life improvements. It also recognizes that we are confronting a world more dangerous today than at any time since the Cold War, and that we all need to sober up, put politics aside, and get to work. This bill focuses on deterring China, and it strengthens our allies—our asymmetric advantage worldwide—from Ukraine to the Pacific to Africa. The strong bipartisan vote is also a powerful rebuke to Trump’s idea that we can run our national security apparatus, or any other part of our nation, on full-year continuing resolutions. I am committed to completing the appropriations process and getting all 12 of these bills across the finish line,” said Senator Chris Coons (D-DE), ranking member of the Defense Subcommittee.

“Thank you, Chair McConnell and Ranking Member Coons, for working to put together a bill that makes crucial investments in our military—and not just in weapons and infrastructure, though we do have important investments to modernize our military and strengthen our defense base, but we also have investments to support our allies and strengthen partnerships across globe,” said Vice Chair Murray in comments on the bill. “This bill makes crucial investments in the Indo-Pacific, Africa, Europe, and the Middle East—and it rejects dangerous Trump cuts to support our allies in Ukraine and the Baltics. And this legislation invests in our most important security asset: our brave men and women in uniform—from a pay increase for servicemembers to robust child care funding to new investments in preventing suicide, and sexual assault, and conducting lifesaving medical research.”

The following amendments to the bill were considered during today’s mark up:

Manager’s package offered by Chair McConnell.
- Adopted unanimously.
Shaheen amendment to prevent the use of taxpayer funds appropriated in this or any other act from being used to operate or modify a Boeing 747-8i from Qatar.
- Debated; withdrawn.
Durbin amendment to prohibit DOD from providing support to DHS on a non-reimbursable basis to conduct immigration enforcement—ensuring that funds provided by Congress for our national defense are used for our national defense.
- Republicans rejected the amendment in a 15-14 party line vote.
Murphy amendment to prevent the transfer of any presidential aircraft to a non-governmental entity—ensuring President Trump cannot take the plane gifted by Qatar with him after leaving office and the plane cannot be transferred to a future Trump presidential library.
- Republicans rejected the amendment in a 15-14 party line vote.
Merkley amendment to require DOD to produce a report on the use of the chemical 6PPD in the design and production of tires procured by DOD—with a listing of any relevant DOD initiatives researching potential alternatives.
- Adopted by voice vote.
Merkley amendment to prohibit funds provided in any fiscal year 2026 appropriations act from being eligible for rescissions or deferrals under the Impoundment Control Act’s fast-track procedures, ensuring they can only be considered through annual appropriations bills.
- Republicans rejected the amendment in a 15-14 party line vote.

A summary of the bill is available HERE.

Final bill text, report, and adopted amendments are available HERE.

In a 26-3 vote, the Committee approved the draft fiscal year 2026 Labor, Health and Human Services, Education, and Related Agencies appropriations bill.

“At the end of the day, my North Star is delivering for the people of Wisconsin. While no one got everything they wanted in this bill, I’m proud to say we found common ground and are doing just that to address the challenges facing working families across the country. From investing in cancer and Alzheimer’s research, to protecting the Department of Education and early education funding, to strengthening my 988 Suicide Lifeline, we came together to deliver for our constituents. This bill not only puts Donald Trump’s budget in the trash, it also reins in this President’s efforts to dismantle and withhold funding for critical programs our constituents rely on. This bill takes on the kitchen table issues families face by addressing childcare costs, connecting more Americans with good-paying jobs, and taking on the mental health and opioid epidemics. While it is not perfect, I look forward to getting it over the finish line on behalf of Wisconsinites who want to see a Washington that works for them,” said Senator Tammy Baldwin (D-WI), Ranking Member of the Labor, Health and Human Services, Education, and Related Agencies Subcommittee.

“This bill rejects Trump’s cuts that would devastate our work to fight substance use disorders, HIV, and pandemics, eliminate women’s health investments like Title X funding and the Teen Pregnancy Prevention program and essentially saw CDC in half. It rejects backward proposals from Trump that would hurt our students and workers—like eliminating preschool grants, slashing PELL, gutting public school funding, and ending Job Corps and AmeriCorps. It rejects efforts to gut agencies that protect the rights of patients, students, and workers. And, I’m especially pleased to note it rejects Trump’s 40% cut to lifesaving medical research—and increases the NIH budget by $400 million so that we continue making progress against cancer, Alzheimer’s disease, and so much more,” Vice Chair Murray said in comments on the bill. “At the end of the day, this isn’t about rejecting Trump, it is about investing in families—investing in schools, investing in medical research, investing in workforce training, and community health. In fact, this bill even increases funding for crucial programs with new investments to allow the Social Security Administration to actually help people and undo some of the damage Trump and DOGE have so recklessly caused—and increased investments in child care, something I will never stop fighting to make more progress on.”

The following amendments to the bill were considered during today’s mark up:

Manager’s package offered by Chair Capito.
- Adopted unanimously.
Baldwin amendment to restore funding for the Corporation for Public Broadcasting (CPB) after Republicans single-handedly rescinded funding for CPB earlier this month.
- Debated; withdrawn.
Durbin amendment to reinstate grants and other awards that have been terminated by the Trump administration at agencies—like NIH—that are funded by the bill—and to require disbursements to be made to payees within 72 hours of a request. The amendment contains an exception for cases of a finding of financial mismanagement, fraud, or malfeasance.
- Republicans rejected the amendment in a 15-14 party line vote.
Hyde Smith amendment to require CMS to notify the Committee, conduct an analysis, and consult with States prior to terminating critical access hospital (CAH) status for any hospital that met certain distance requirements prior to the 2022 CMS rulemaking. Senator Durbin and Appropriations Democrats voiced support for updating the amendment to provide better support for all rural hospitals, not just those impacted by the 2022 rules.
- Adopted in a 16-13 vote.
Van Hollen amendment to claw back the $100 million slush fund Republicans provided for Russ Vought’s Office of Management and Budget (OMB) in their reconciliation bill earlier this month and instead provide $95 million for the Social Security Administration to improve customer service for Americans seeking to access the benefits they are owed.
- Republicans rejected the amendment in a 15-14 party line vote.
Murphy amendment to withhold funds from the Department of Education’s Office of Civil Rights until the Department’s Inspector General certifies that all enforcement actions taken against colleges since January 20 are in accordance with existing laws. Since taking office, President Trump has withheld federal funding from colleges over claims of discrimination on campuses and other infractions. Instead of following established procedures under civil rights laws to thoroughly investigate such claims, President Trump continues to withhold federal funding from certain colleges unless they submit to his administration’s demands.
- Republicans rejected the amendment in a 15-14 party line vote.

A summary of the bill is available HERE.

Final bill text, report, Congressionally Directed Spending (CDS) projects, and adopted amendments are available HERE.

MIL OSI USA News –

August 5, 2025

Lok Sabha to take up Goa ST representation bill and Merchant shipping bill

Source: Government of India

Source: Government of India (4)

The Parliament has a list of important businesses for Friday, which includes The Readjustment of Representation of Scheduled Tribes in Assembly Constituencies of the State of Goa Bill, 2024, and ‘The Merchant Shipping Bill, 2024’.

According to the list of business in the Lok Sabha, the bills will be moved for passage. The House also has private members’ business.

Minister Prataprao Jadhav will make a statement regarding the status of implementation of the recommendations contained in the 137th and 150th reports of the Standing Committee on Health and Family Welfare on Vaccine Development, Distribution Management and Mitigation of Pandemic Covid-19 pertaining to the Ministry of Health and Family Welfare

The Lok Sabha will take up the ‘The Readjustment of Representation of Scheduled Tribes in Assembly Constituencies of the State of Goa Bill, 2024’ for further consideration.

The bill was introduced by the Union Law Minister, Arjun Ram Meghwal, on December 17, 2024.

The bill aims to enable reservation of seats in accordance with Article 332 of the Constitution for effective democratic participation of members of Scheduled Tribes and to provide for the readjustment of seats in the Legislative Assembly of the State of Goa, in so far as such readjustment is necessitated by inclusion of certain communities in the list of the Scheduled Tribes in the State of Goa, according to the list of business in Lok Sabha.

Minister of Ports, Shipping, and Waterways Sarbananda Sonowal will move ‘The Merchant Shipping Bill, 2024’ to update and unify existing law to align with international maritime treaties.

The legislation will consolidate the law relating to ports, promote integrated port development, facilitate ease of doing business and ensure the optimum utilisation of India’s coastline; establish and empower State Maritime Boards for effective management of ports other than major ports; establish the Maritime State Development Council for fostering structured growth and development of the port sector; provide for the management of pollution, disaster, emergencies, security, safety, navigation, and data at ports; ensure compliance with India’s obligations under international instruments to which it is a party; take measures for the conservation of ports; provide for adjudicatory mechanisms for the redressal of port-related disputes. The Bill will be tabled for consideration and passage.

In the Rajya Sabha, seven ministers will lay papers on the table concerning their ministries.

The House will also see statements made by two Ministers.

Union Minister of State for Communications and Rural Development Dr Pemmasani Chandra Sekha will make the following statements regarding: (a) Status of implementation of the Recommendations contained in the 2nd Report of the Department-related Parliamentary Standing Committee on Rural Development and Panchayati Raj (18th Lok Sabha) on Demands for Grants (2024-25) pertaining to the Ministry of Rural Development (Department of Land Resources).

(b) Status of implementation of the Recommendations contained in the 6th Report of the Department-related Parliamentary Standing Committee on Rural Development and Panchayati Raj (18th Lok Sabha) on Demands for Grants (2025-26) pertaining to the Ministry of Rural Development (Department of Land Resources).

Union Minister of State for Railways and Food Processing Industries Ravneet Singh Bittu will make a statement regarding the Status of implementation of Recommendations/Observations contained in the 3rd Report of the Department-related Parliamentary Standing Committee on Railways(18th Lok Sabha) on Demands for Grants (2025-26) about the Ministry of Railways.

(IANS)

August 5, 2025

MIL-OSI: Marquette National Corporation Reports Second Quarter 2025 Results

Source: GlobeNewswire (MIL-OSI)

CHICAGO, Aug. 01, 2025 (GLOBE NEWSWIRE) — Marquette National Corporation (OTCQX: MNAT) today reported year-to-date net income of $6.6 million compared to net income of $13.2 million for the first six months of 2024. Earnings per share for the first six months of 2025 were $1.52, as compared to income of $3.02 per share for the comparable period in 2024.

At June 30, 2025, total assets were $2.23 billion, an increase of $22 million, or 1%, compared to $2.21 billion at December 31, 2024. Total loans increased by $32 million to $1.44 billion compared to $1.41 billion at the end of 2024. Total deposits increased by $20 million, or 1%, to $1.76 billion compared to $1.74 billion at the end of 2024.

Paul M. McCarthy, Chairman & CEO, said, “the primary reason for the decrease in consolidated earnings was a lower level of unrealized gains on the Company’s equity portfolio in 2025. The decrease in unrealized gains on the Company’s equity portfolio was partially offset by an increase in realized gains on the Company’s equity portfolio and an increase in net interest income. Other comprehensive income was positive for the first six months of 2025 and helped deliver an increase to tangible book value per share in 2025. Tangible book value per share increased by $2.69 during the first six months of 2025.”

Marquette National Corporation is a diversified financial holding company and the parent of Marquette Bank, a full-service, community bank that serves the financial needs of communities in Chicagoland. The Bank has branches located in: Chicago, Bolingbrook, Bridgeview, Evergreen Park, Hickory Hills, Lemont, New Lenox, Oak Forest, Oak Lawn, Orland Park, Summit and Tinley Park, Illinois.

For further information on financial results, visit: https://www.otcmarkets.com/stock/MNAT/disclosure.

Special Note Concerning Forward-Looking Statements.
This document contains, and future oral and written statements of the Company and its management may contain, forward-looking statements with respect to the financial condition, results of operations, plans, objectives, future performance and business of the Company. Forward-looking statements, which may be based upon beliefs, expectations and assumptions of the Company’s management and on information currently available to management, are generally identifiable by the use of words such as “believe,” “expect,” “anticipate,” “bode”, “predict,” “suggest,” “project”, “appear,” “plan,” “intend,” “estimate,” ”annualize,” “may,” “will,” “would,” “could,” “should,” “likely,” “might,” “potential,” “continue,” “annualized,” “target,” “outlook,” as well as the negative forms of those words, or other similar expressions. Additionally, all statements in this document, including forward-looking statements, speak only as of the date they are made, and the Company undertakes no obligation to update any statement in light of new information or future events.

A number of factors, many of which are beyond the ability of the Company to control or predict, could cause actual results to differ materially from those in its forward-looking statements. These factors include, but are not limited to: (i) the strength of the local, state, national and international economies and financial markets (including effects of inflationary pressures and supply chain constraints); (ii) effects on the U.S. economy resulting from the implementation of policies proposed by the new presidential administration, including tariffs, mass deportations and tax regulations; (iii) the economic impact of any future terrorist threats and attacks, widespread disease or pandemics, acts of war or threats thereof (including the Russian invasion of Ukraine and ongoing conflicts in the Middle East), or other adverse events that could cause economic deterioration or instability in credit markets, and the response of the local, state and national governments to any such adverse external events; (iv) new or revised accounting policies and practices, as may be adopted by state and federal regulatory agencies, the Financial Accounting Standards Board or the Public Company Accounting Oversight Board; (v) changes in local, state and federal laws, regulations and governmental policies concerning the Company’s general business and any changes in response to the bank failures in 2023; (vi) the imposition of tariffs or other governmental policies impacting the value of products produced by the Company’s commercial borrowers; (vii) increased competition in the financial services sector, including from non-bank competitors such as credit unions and fintech companies, and the inability to attract new customers; (viii) changes in technology and the ability to develop and maintain secure and reliable electronic systems; (ix) unexpected results of acquisitions which may include failure to realize the anticipated benefits of the acquisitions and the possibility that transaction costs may be greater than anticipated; (x) the loss of key executives and employees, talent shortages and employee turnover; (xi) changes in consumer spending; (xii) unexpected outcomes and costs of existing or new litigation or other legal proceedings and regulatory actions involving the Company; (xiii) the economic impact on the Company and its customers of climate change, natural disasters and exceptional weather occurrences such as tornadoes, floods and blizzards; (xiv) fluctuations in the value of securities held in our securities portfolio, including as a result of changes in interest rates; (xv) credit risk and risks from concentrations (by type of borrower, geographic area, collateral and industry) within our loan portfolio and large loans to certain borrowers (including CRE loans); (xvi) the overall health of the local and national real estate market; (xvii) the ability to maintain an adequate level of allowance for credit losses on loans; (xviii) the concentration of large deposits from certain clients who have balances above current FDIC insurance limits and who may withdraw deposits to diversify their exposure; (xix) the ability to successfully manage liquidity risk, which may increase dependence on non-core funding sources such as brokered deposits, and may negatively impact the Company’s cost of funds; (xx) the level of non-performing assets on our balance sheets; (xxi) interruptions involving our information technology and communications systems or third-party servicers; (xxii) the occurrence of fraudulent activity, breaches or failures of our third-party vendors’ information security controls or cybersecurity-related incidents, including as a result of sophisticated attacks using artificial intelligence and similar tools or as a result of insider fraud; (xxiii) changes in the interest rates and repayment rates of the Company’s assets; (xxiv) the effectiveness of the Company’s risk management framework, and (xxv) the ability of the Company to manage the risks associated with the foregoing as well as anticipated. These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.

Marquette National Corporation and Subsidiaries
Financial Highlights
(Unaudited)
(in thousands, except share and per share data)


Balance Sheet
		06/30/25		12/31/24		Percent Change
	Total assets	$2,229,653		$2,207,663		1%
	Total loans, net		1,421,815		1,390,799	2%
	Total deposits		1,759,649		1,739,799	1%
	Total stockholders’ equity		185,298		173,579	7%

	Shares outstanding		4,366,911		4,367,477	0%
	Book value per share	$42.43		$39.74		7%
	Tangible book value per share	$34.34		$31.65		8%


Operating Results
		Six Months Ended June 30,				Percent Change
		2025		2024
	Net Interest income	$25,003		$22,486		10%
	Provision for credit losses		619		1,894	-67%
	Realized securities gains, net		9,996		1,261	*
	Unrealized holding gains (losses) on equity securities and exchange traded funds		(4,825)		16,294	*
	Other income		7,767		8,264	-6%
	Other expense		28,453		28,533	0%
	Income tax expense		2,233		4,645	-52%
	Net income		6,636		13,233	-50%

	Basic and fully diluted earnings per share	$1.52		$3.02		-50%
	Weighted average shares outstanding		4,367,277		4,381,037	0%

	Cash dividends declared per share	$0.62		$0.56		11%

	Comprehensive income	$14,442		$12,348		17%

	* Not meaningful

For more information:
Patrick Hunt
EVP & CFO
708-364-9019
phunt@emarquettebank.com

The MIL Network –

August 5, 2025

MIL-OSI: Brookfield Business Partners Reports Second Quarter 2025 Results

Source: GlobeNewswire (MIL-OSI)

BROOKFIELD, NEWS, Aug. 01, 2025 (GLOBE NEWSWIRE) — Brookfield Business Partners (NYSE: BBU, BBUC; TSX: BBU.UN, BBUC) announced today financial results for the quarter ended June 30, 2025.

“We had an active quarter, reaching an agreement on the sale of a partial interest in three businesses, investing $300 million to acquire two market-leading businesses, and repurchasing an additional 2.2 million of common equity at highly accretive levels,” said Anuj Ranjan, CEO of Brookfield Business Partners. “The strength of our financial results in an uneven macroeconomic environment underscores the resilience of our operations, while progress on our value creation plans and capital recycling initiatives enable us to continue compounding growth for investors.”

	Three Months Ended June 30,					Six Months Ended June 30,
US$ millions (except per unit amounts), unaudited		2025		2024			2025		2024
Net income (loss) attributable to Unitholders¹	$	26	$	(20	)	$	106	$	28
Net income (loss) per limited partnership unit²	$	*0.12*	$	(0.10	)	$	*0.49*	$	0.13

Adjusted EBITDA³	$	591	$	524		$	1,182	$	1,068

Net income attributable to Unitholders for the three months ended June 30, 2025 was $26 million ($0.12 per limited partnership unit), compared to net loss of $20 million (loss of $0.10 per limited partnership unit) in the prior period.

Adjusted EBITDA for the three months ended June 30, 2025 was $591 million, compared to $524 million in the prior period reflecting increased performance on a same store basis and contribution from recently completed acquisitions. Prior period results included $71 million of contribution from disposed operations including our offshore oil services’ shuttle tanker operation which was sold in January 2025.

Operational Update

The following table presents Adjusted EBITDA by segment:

	Three Months Ended June 30,						Six Months Ended June 30,
US$ millions, unaudited		2025			2024			2025			2024
Industrials	$	307		$	213		$	611		$	441
Business Services		205			182			418			387
Infrastructure Services		109			157			213			300
Corporate and Other		(30	)		(28	)		(60	)		(60	)
Adjusted EBITDA	$	591		$	524		$	1,182		$	1,068

Our Industrials segment generated Adjusted EBITDA of $307 million for the three months ended June 30, 2025, compared to $213 million during the same period in 2024, benefiting from strong operating performance at our advanced energy storage operation. Current period results included $71 million of tax recoveries as well as contribution from recent acquisitions including our electric heat tracing systems manufacturer which was acquired in January 2025. Prior period results included contribution from our Canadian aggregates production operation which was sold in June 2024.

Our Business Services segment generated Adjusted EBITDA of $205 million for the three months ended June 30, 2025, compared to $182 million during the same period in 2024 which reflected the impact of reduced contribution from our dealer software and technology services operation in the prior period. Prior period results included contribution from our road fuels operation which was sold in July 2024.

Our Infrastructure Services segment generated Adjusted EBITDA of $109 million for the three months ended June 30, 2025, compared to $157 million during the same period in 2024 primarily reflecting the sale of our offshore oil services’ shuttle tanker operation in January 2025.

The following table presents Adjusted EFO⁴ by segment:

	Three Months Ended June 30,						Six Months Ended June 30,
US$ millions, unaudited		2025			2024			2025			2024
Adjusted EFO
Industrials	$	154		$	206		$	284		$	386
Business Services		105			86			222			254
Infrastructure Services		38			76			204			148
Corporate and Other		(63	)		(79	)		(131	)		(168	)

Adjusted EFO included the benefit of lower interest expense due to a reduction in corporate borrowings compared to the prior period. Industrials Adjusted EFO reflected the impact of higher interest expense related to the funding of a distribution received from our advanced energy storage operation during the current year. Adjusted EFO in the prior period included $103 million of net gains related to the disposition of our Canadian aggregates production operation and the sale of public securities.

Strategic Initiatives

Capital Recycling
In July, we completed the previously announced sale of a partial interest in three businesses to a new evergreen private equity fund managed by Brookfield Asset Management. In exchange, BBU will receive units of the new evergreen fund with an initial redemption value of approximately $690 million, representing an aggregate 8.6% discount to net asset value (NAV) of the interests sold. In the 18-month period following the initial close of the new evergreen fund, the units are expected to be redeemed for cash.

Canadian Mortgage Lender
In July, we entered into a partnership to privatize First National Financial Corporation, a leading publicly-listed Canadian residential and multi-family mortgage lender, for $2.7 billion. The transaction is expected to be funded with approximately $1.3 billion of equity, of which BBU’s share is expected to be approximately $145 million for an 11% interest in the business. The transaction is expected to close later this year, subject to obtaining the required shareholder, court and regulatory approvals and the satisfaction of other customary closing conditions.

Specialty Consumables and Equipment Manufacturer
In May, we completed the previously announced acquisition of Antylia Scientific, a leading manufacturer and distributor of critical consumables and testing equipment serving life sciences and environmental labs for approximately $1.3 billion. BBU invested $168 million for a 26% interest.

Unit Repurchase Program
During the quarter, we invested $56 million to repurchase 2.2 million units and shares of Brookfield Business Partners at an average price of approximately $25 per unit and share. Since the start of the year, our buyback program has returned $157 million to owners through the repurchase of 6.5 million units and shares under our normal course issuer bid (NCIB), which we plan to renew once it expires later this month.

Liquidity

We ended the quarter with approximately $2.3 billion of liquidity at the corporate level, including $2.2 billion of availability on our credit facilities. Pro forma for announced and recently closed transactions, corporate liquidity is approximately $2.9 billion.

Distribution

The Board of Directors has declared a quarterly distribution in the amount of $0.0625 per unit, payable on September 29, 2025 to unitholders of record as at the close of business on August 29, 2025.

Additional Information

The Board has reviewed and approved this news release, including the summarized unaudited interim condensed consolidated financial statements contained herein.

Brookfield Business Partners’ Letter to Unitholders and the Supplemental Information are available on our website https://bbu.brookfield.com under Reports & Filings.

^{Notes:
1 Attributable to limited partnership unitholders, general partnership unitholders, redemption-exchange unitholders, special limited partnership unitholders and BBUC exchangeable shareholders.
2 Net income (loss) per limited partnership unit calculated as net income (loss) attributable to limited partners divided by the average number of limited partnership units outstanding for the three and six months ended June 30, 2025 which were 88.9 million and 84.5 million, respectively (June 30, 2024: 74.3 million and 74.3 million, respectively).
3 Adjusted EBITDA is a non-IFRS measure of operating performance presented as net income and equity accounted income at the partnership’s economic ownership interest in consolidated subsidiaries and equity accounted investments, respectively, excluding the impact of interest income (expense), net, income taxes, depreciation and amortization expense, gains (losses) on dispositions, net, transaction costs, restructuring charges, revaluation gains or losses, impairment expenses or reversals, other income or expenses, and preferred equity distributions. The partnership’s economic ownership interest in consolidated subsidiaries and equity accounted investments excludes amounts attributable to non-controlling interests consistent with how the partnership determines net income attributable to non-controlling interests in its unaudited interim condensed consolidated statements of operating results. The partnership believes that Adjusted EBITDA provides a comprehensive understanding of the ability of its businesses to generate recurring earnings which allows users to better understand and evaluate the underlying financial performance of the partnership’s operations and excludes items that the partnership believes do not directly relate to revenue earning activities and are not normal, recurring items necessary for business operations. Please refer to the reconciliation of net income (loss) to Adjusted EBITDA included in this news release.
4 Adjusted EFO is the partnership’s segment measure of profit or loss and is presented as net income and equity accounted income at the partnership’s economic ownership interest in consolidated subsidiaries and equity accounted investments, respectively, excluding the impact of depreciation and amortization expense, deferred income taxes, transaction costs, restructuring charges, unrealized revaluation gains or losses, impairment expenses or reversals and other income or expense items that are not directly related to revenue generating activities. The partnership’s economic ownership interest in consolidated subsidiaries excludes amounts attributable to non-controlling interests consistent with how the partnership determines net income attributable to non-controlling interests in its unaudited interim condensed consolidated statements of operating results. In order to provide additional insight regarding the partnership’s operating performance over the lifecycle of an investment, Adjusted EFO includes the impact of preferred equity distributions and realized disposition gains or losses recorded in net income, other comprehensive income, or directly in equity, such as ownership changes. Adjusted EFO does not include legal and other provisions that may occur from time to time in the partnership’s operations and that are one-time or non-recurring and not directly tied to the partnership’s operations, such as those for litigation or contingencies. Adjusted EFO includes expected credit losses and bad debt allowances recorded in the normal course of the partnership’s operations. Adjusted EFO allows the partnership to evaluate its segments on the basis of return on invested capital generated by its operations and allows the partnership to evaluate the performance of its segments on a levered basis.}

Brookfield Business Partners is a global business services and industrials company focused on owning and operating high-quality businesses that provide essential products and services and benefit from a strong competitive position. Investors have flexibility to invest in our company either through Brookfield Business Partners L.P. (NYSE: BBU; TSX: BBU.UN), a limited partnership or Brookfield Business Corporation (NYSE, TSX: BBUC), a corporation. For more information, please visit https://bbu.brookfield.com.

Brookfield Business Partners is the flagship listed vehicle of Brookfield Asset Management’s Private Equity Group. Brookfield Asset Management is a leading global alternative asset manager with over $1 trillion of assets under management.

Please note that Brookfield Business Partners’ previous audited annual and unaudited quarterly reports have been filed on SEDAR+ and EDGAR, and are available at https://bbu.brookfield.com under Reports & Filings. Hard copies of the annual and quarterly reports can be obtained free of charge upon request.

For more information, please contact:

Conference Call and Quarterly Earnings Webcast Details

Investors, analysts and other interested parties can access Brookfield Business Partners’ second quarter 2025 results as well as the Letter to Unitholders and Supplemental Information on our website https://bbu.brookfield.com under Reports & Filings.

The results call can be accessed via webcast on August 1, 2025 at 10:00 a.m. Eastern Time at BBU2025Q2Webcast or participants can preregister at BBU2025Q2ConferenceCall. Upon registering, participants will be emailed a dial-in number and unique PIN. A replay of the webcast will be available at https://bbu.brookfield.com.

Brookfield Business Partners L.P.
Consolidated Statements of Financial Position

	As at
US$ millions, unaudited	June 30, 2025				December 31, 2024

Assets
Cash and cash equivalents			$	3,329			$	3,239
Financial assets				11,658				12,371
Accounts and other receivable, net				7,148				6,279
Inventory and other assets				5,808				5,728
Property, plant and equipment				10,591				13,232
Deferred income tax assets				1,959				1,744
Intangible assets				19,158				18,317
Equity accounted investments				2,397				2,325
Goodwill				13,287				12,239
Total Assets			$	75,335			$	75,474

Liabilities and Equity
Liabilities
Corporate borrowings			$	1,116			$	2,142
Accounts payable and other				13,766				16,691
Non-recourse borrowings in subsidiaries of the partnership				42,493				36,720
Deferred income tax liabilities				2,639				2,613

Equity
Limited partners	$	2,291			$	1,752
Non-controlling interests attributable to:
Redemption-exchange units		1,330				1,644
Special limited partner		—				—
BBUC exchangeable shares		1,805				1,721
Preferred securities		740				740
Interest of others in operating subsidiaries		9,155				11,451
				15,321				17,308
Total Liabilities and Equity			$	75,335			$	75,474

Brookfield Business Partners L.P.
Consolidated Statements of Operating Results

US$ millions, unaudited	Three Months Ended June 30,						Six Months Ended June 30,
US$ millions, unaudited		2025			2024			2025			2024

Revenues	$	6,695		$	11,946		$	13,444		$	23,961
Direct operating costs		(5,465	)		(10,928	)		(10,867	)		(21,806	)
General and administrative expenses		(271	)		(307	)		(582	)		(624	)
Interest income (expense), net		(801	)		(778	)		(1,571	)		(1,574	)
Equity accounted income (loss)		23			31			15			54
Impairment reversal (expense), net		(14	)		—			(14	)		10
Gain (loss) on dispositions, net		6			84			220			99
Other income (expense), net		(103	)		(100	)		(186	)		16
Income (loss) before income tax		70			(52	)		459			136
Income tax (expense) recovery
Current		(119	)		(122	)		(316	)		(212	)
Deferred		184			239			248			344
Net income (loss)	$	135		$	65		$	391		$	268
Attributable to:
Limited partners	$	11		$	(7	)	$	41		$	10
Non-controlling interests attributable to:
Redemption-exchange units		6			(6	)		29			9
Special limited partner		—			—			—			—
BBUC exchangeable shares		9			(7	)		36			9
Preferred securities		13			13			26			26
Interest of others in operating subsidiaries		96			72			259			214

Brookfield Business Partners L.P.
Reconciliation of Non-IFRS Measure

US$ millions, unaudited	Three Months Ended June 30, 2025
US$ millions, unaudited	Business Services			Infrastructure Services			Industrials			Corporate and Other			Total

Net income (loss)	$	253		$	(173	)	$	95		$	(40	)	$	135

Add or subtract the following:
Depreciation and amortization expense		208			175			384			—			767
Impairment reversal (expense), net		—			—			14			—			14
Gain (loss) on dispositions, net		(6	)		—			—			—			(6	)
Other income (expense), net¹		(200	)		76			229			(2	)		103
Income tax (expense) recovery		9			10			(76	)		(8	)		(65	)
Equity accounted income (loss)		(5	)		(4	)		(14	)		—			(23	)
Interest income (expense), net		238			142			401			20			801
Equity accounted Adjusted EBITDA²		28			40			20			—			88
Amounts attributable to non-controlling interests³		(320	)		(157	)		(746	)		—			(1,223	)
Adjusted EBITDA	$	205		$	109		$	307		$	(30	)	$	591

^{Notes:
1 Other income (expense), net corresponds to amounts that are not directly related to revenue earning activities and are not normal, recurring income or expenses necessary for business operations. The components of other income (expense), net include $236 million of net gain recognized upon the deconsolidation of our healthcare services operation, $183 million of expenses related to employee incentive payments linked to the realization of value at our advanced energy storage operation, $59 million of net revaluation losses, $57 million of business separation expenses, stand-up costs and restructuring charges, $19 million of net loss on debt modification and extinguishment, $3 million of transaction costs and $18 million of other expenses.
2 Equity accounted Adjusted EBITDA corresponds to the Adjusted EBITDA attributable to the partnership that is generated by its investments in associates and joint ventures accounted for using the equity method.
3 Amounts attributable to non-controlling interests are calculated based on the economic ownership interests held by the non-controlling interests in consolidated subsidiaries.}

Brookfield Business Partners L.P.
Reconciliation of Non-IFRS Measure

US$ millions, unaudited	Six Months Ended June 30, 2025
US$ millions, unaudited	Business Services			Infrastructure Services			Industrials			Corporate and Other			Total

Net income (loss)	$	253		$	(17	)	$	240		$	(85	)	$	391

Add or subtract the following:
Depreciation and amortization expense		430			340			727			—			1,497
Impairment reversal (expense), net		—			—			14			—			14
Gain (loss) on dispositions, net		(6	)		(214	)		—			—			(220	)
Other income (expense), net¹		(132	)		(3	)		322			(1	)		186
Income tax (expense) recovery		27			35			25			(19	)		68
Equity accounted income (loss)		(8	)		22			(29	)		—			(15	)
Interest income (expense), net		468			291			767			45			1,571
Equity accounted Adjusted EBITDA²		52			73			35			—			160
Amounts attributable to non-controlling interests³		(666	)		(314	)		(1,490	)		—			(2,470	)
Adjusted EBITDA	$	418		$	213		$	611		$	(60	)	$	1,182

^{Notes:
1 Other income (expense), net corresponds to amounts that are not directly related to revenue earning activities and are not normal, recurring income or expenses necessary for business operations. The components of other income (expense), net include $236 million of net gain recognized upon the deconsolidation of our healthcare services operation, $183 million of expenses related to employee incentive payments linked to the realization of value at our advanced energy storage operation, $135 million of business separation expenses, stand-up costs and restructuring charges, $125 million of unrealized gains recorded on reclassification of property, plant and equipment to finance leases at our offshore oil services operation, $110 million of net revaluation losses, $38 million of transaction costs, $22 million of net loss on debt modification and extinguishment and $59 million of other expenses.
2 Equity accounted Adjusted EBITDA corresponds to the Adjusted EBITDA attributable to the partnership that is generated by our investments in associates and joint ventures accounted for using the equity method.
3 Amounts attributable to non-controlling interests are calculated based on the economic ownership interests held by the non-controlling interests in consolidated subsidiaries.}

Brookfield Business Partners L.P.
Reconciliation of Non-IFRS Measure

US$ millions, unaudited	Three Months Ended June 30, 2024
US$ millions, unaudited	Business Services			Infrastructure Services			Industrials			Corporate and Other			Total

Net income (loss)	$	(5	)	$	(92	)	$	216		$	(54	)	$	65

Add back or deduct the following:
Depreciation and amortization expense		248			222			339			—			809
Gain (loss) on dispositions, net		—			—			(84	)		—			(84	)
Other income (expense), net¹		51			22			26			1			100
Income tax expense (recovery)		(17	)		4			(91	)		(13	)		(117	)
Equity accounted income (loss)		(5	)		(11	)		(15	)		—			(31	)
Interest income (expense), net		253			178			309			38			778
Equity accounted Adjusted EBITDA²		18			44			15			—			77
Amounts attributable to non-controlling interests³		(361	)		(210	)		(502	)		—			(1,073	)
Adjusted EBITDA	$	182		$	157		$	213		$	(28	)	$	524

^{Notes:
1 Other income (expense), net corresponds to amounts that are not directly related to revenue earning activities and are not normal, recurring income or expenses necessary for business operations. The components of other income (expense), net include $82 million related to provisions recorded at our construction operation, $49 million of net gains on debt modification and extinguishment, $41 million of business separation expenses, stand-up costs, and restructuring charges, $21 million of net revaluation gains, $8 million of transaction costs and $39 million of other expenses.
2 Equity accounted Adjusted EBITDA corresponds to the Adjusted EBITDA attributable to the partnership that is generated by our investments in associates and joint ventures accounted for using the equity method.
3 Amounts attributable to non-controlling interests are calculated based on the economic ownership interests held by the non-controlling interests in consolidated subsidiaries.}

Brookfield Business Partners L.P.
Reconciliation of Non-IFRS Measure

US$ millions, unaudited	Six Months Ended June 30, 2024
US$ millions, unaudited	Business Services			Infrastructure Services			Industrials			Corporate and Other			Total

Net income (loss)	$	235		$	(157	)	$	314		$	(124	)	$	268

Add back or deduct the following:
Depreciation and amortization expense		502			434			681			—			1,617
Impairment reversal (expense), net		(4	)		(12	)		6			—			(10	)
Gain (loss) on dispositions, net		(15	)		—			(84	)		—			(99	)
Other income (expense), net¹		(89	)		4			58			11			(16	)
Income tax expense (recovery)		7			1			(118	)		(22	)		(132	)
Equity accounted income (loss), net		(6	)		(15	)		(33	)		—			(54	)
Interest income (expense), net		505			358			636			75			1,574
Equity accounted Adjusted EBITDA²		35			83			31			—			149
Amounts attributable to non-controlling interests³		(783	)		(396	)		(1,050	)		—			(2,229	)
Adjusted EBITDA	$	387		$	300		$	441		$	(60	)	$	1,068

^{Notes:
1 Other income (expense), net corresponds to amounts that are not directly related to revenue earning activities and are not normal, recurring income or expenses necessary for business operations. The components of other income (expense), net include $179 million of net revaluation gains, $82 million related to provisions recorded at our construction operation, $61 million of business separation expenses, stand-up costs and restructuring charges, $50 million of other income related to a distribution at our entertainment operation, $38 million of net gains on debt modification and extinguishment, $29 million of transaction costs and $79 million of other expenses.
2 Equity accounted Adjusted EBITDA corresponds to the Adjusted EBITDA attributable to the partnership that is generated by our investments in associates and joint ventures accounted for using the equity method.
3 Amounts attributable to non-controlling interests are calculated based on the economic ownership interests held by the non-controlling interests in consolidated subsidiaries.}

Brookfield Business Corporation Reports Second Quarter 2025 Results

Brookfield, News, August 1, 2025 – Brookfield Business Corporation (NYSE, TSX: BBUC) announced today its net income (loss) for the quarter ended June 30, 2025.

	Three Months Ended June 30,					Six Months Ended June 30,
US$ millions, unaudited		2025			2024		2025			2024

Net income (loss) attributable to Brookfield Business Partners	$	(120	)	$	124	$	(178	)	$	(26	)

Net loss attributable to Brookfield Business Partners for the three months ended June 30, 2025 was $120 million, compared to net income of $124 million during the same period in 2024. Current period results included $176 million of remeasurement loss on our exchangeable and class B shares that are classified as liabilities under IFRS and a net gain recognized upon the deconsolidation of our healthcare services operation due to loss of control. Prior period results reflect the impact of reduced contribution from our construction operation. As at June 30, 2025, the exchangeable and class B shares were remeasured to reflect the closing price of $25.93 per unit.

Dividend

The Board of Directors has declared a quarterly dividend in the amount of $0.0625 per share, payable on September 29, 2025 to shareholders of record as at the close of business on August 29, 2025.

Additional Information

Each exchangeable share of Brookfield Business Corporation has been structured with the intention of providing an economic return equivalent to one unit of Brookfield Business Partners L.P. Each exchangeable share will be exchangeable at the option of the holder for one unit. Brookfield Business Corporation will target that dividends on its exchangeable shares be declared and paid at the same time as distributions are declared and paid on the Brookfield Business Partners’ units and that dividends on each exchangeable share will be declared and paid in the same amount as distributions are declared and paid on each unit to provide holders of exchangeable shares with an economic return equivalent to holders of units.

In addition to carefully considering the disclosures made in this news release in its entirety, shareholders are strongly encouraged to carefully review the Letter to Unitholders, Supplemental Information and other continuous disclosure filings which are available at https://bbu.brookfield.com.

Please note that Brookfield Business Corporation’s previous audited annual and unaudited quarterly reports have been filed on SEDAR+ and EDGAR and are available at https://bbu.brookfield.com/bbuc under Reports & Filings. Hard copies of the annual and quarterly reports can be obtained free of charge upon request.

Brookfield Business Corporation
Consolidated Statements of Financial Position

	As at
US$ millions, unaudited	June 30, 2025					December 31, 2024

Assets
Cash and cash equivalents				$	613				$	1,008
Financial assets					290					353
Accounts and other receivable, net					3,234					3,229
Inventory, net					26					52
Other assets					517					627
Property, plant and equipment					181					2,480
Deferred income tax assets					236					197
Intangible assets					5,980					5,966
Equity accounted investments					187					198
Goodwill					5,018					4,988
Total Assets				$	16,282				$	19,098

Liabilities and Equity
Liabilities
Accounts payable and other				$	2,981				$	5,276
Non-recourse borrowings in subsidiaries of the company					7,940					8,490
Exchangeable and class B shares					1,815					1,709
Deferred income tax liabilities					967					988

Equity
Brookfield Business Partners	$	(159	)			$	(59	)
Non-controlling interests		2,738					2,694
					2,579					2,635
Total Liabilities and Equity				$	16,282				$	19,098

Brookfield Business Corporation
Consolidated Statements of Operating Results

US$ millions, unaudited	Three Months Ended June 30,						Six Months Ended June 30,
US$ millions, unaudited		2025			2024			2025			2024

Revenues	$	1,860		$	1,929		$	3,826		$	3,794
Direct operating costs		(1,695	)		(1,860	)		(3,484	)		(3,512	)
General and administrative expenses		(69	)		(77	)		(144	)		(141	)
Interest income (expense), net		(212	)		(203	)		(431	)		(413	)
Equity accounted income (loss)		2			2			5			3
Impairment reversal (expense), net		—			—			—			(2	)
Remeasurement of exchangeable and class B shares		(176	)		237			(183	)		126
Other income (expense), net		236			(59	)		202			(70	)
Income (loss) before income tax		(54	)		(31	)		(209	)		(215	)
Income tax (expense) recovery
Current		14			16			(9	)		(28	)
Deferred		17			55			60			109
Net income (loss)	$	(23	)	$	40		$	(158	)	$	(134	)
Attributable to:
Brookfield Business Partners		(120	)		124			(178	)		(26	)
Non-controlling interests	$	97		$	(84	)	$	20		$	(108	)

Cautionary Statement Regarding Forward-looking Statements and Information

Note: This news release contains “forward-looking information” within the meaning of Canadian provincial securities laws and “forward-looking statements” within the meaning of applicable Canadian and U.S. securities laws. Forward-looking statements include statements that are predictive in nature, depend upon or refer to future events or conditions, include statements regarding the operations, business, financial condition, expected financial results, performance, prospects, opportunities, priorities, targets, goals, ongoing objectives, strategies and outlook of Brookfield Business Partners, as well as regarding recently completed and proposed acquisitions, dispositions, and other transactions, and the outlook for North American and international economies for the current fiscal year and subsequent periods, and include words such as “expects”, “anticipates”, “plans”, “believes”, “estimates”, “seeks”, “intends”, “targets”, “projects”, “forecasts”, “views”, “potential”, “likely” or negative versions thereof and other similar expressions, or future or conditional verbs such as “may”, “will”, “should”, “would” and “could”.

Although we believe that our anticipated future results, performance or achievements expressed or implied by the forward-looking statements and information are based upon reasonable assumptions and expectations, investors and other readers should not place undue reliance on forward-looking statements and information because they involve assumptions, known and unknown risks, uncertainties and other factors, many of which are beyond our control, which may cause the actual results, performance or achievements of Brookfield Business Partners to differ materially from anticipated future results, performance or achievements expressed or implied by such forward-looking statements and information. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to us or are within our control. If a change occurs, our business, financial condition, liquidity and results of operations and our plans and strategies may vary materially from those expressed in the forward-looking statements and forward-looking information herein.

Factors that could cause actual results to differ materially from those contemplated or implied by forward-looking statements include, but are not limited to, the following: the cyclical nature of our operating businesses and general economic conditions and risks relating to the economy, including unfavorable changes in interest rates, foreign exchange rates, inflation, commodity prices and volatility in the financial markets; the ability to complete and effectively integrate acquisitions into existing operations and the ability to attain expected benefits; business competition, including competition for acquisition opportunities; strategic actions including our ability to complete dispositions and achieve the anticipated benefits therefrom; global equity and capital markets and the availability of equity and debt financing and refinancing within these markets; changes to U.S. laws or policies, including changes in U.S. domestic and economic policies as well as foreign trade policies and tariffs; technological change; litigation; cybersecurity incidents; the possible impact of international conflicts, wars and related developments including terrorist acts and cyber terrorism; operational, or business risks that are specific to any of our business services operations, infrastructure services operations or industrials operations; changes in government policy and legislation; catastrophic events, such as earthquakes, hurricanes and pandemics/epidemics; changes in tax law and practice; and other risks and factors detailed from time to time in our documents filed with the securities regulators in Canada and the United States including those set forth in the “Risk Factors” section in our annual report for the year ended December 31, 2024 filed on Form 20-F.

Statements relating to “reserves” are deemed to be forward-looking statements as they involve the implied assessment, based on certain estimates and assumptions, that the reserves described herein can be profitably produced in the future. We qualify any and all of our forward-looking statements by these cautionary factors.

We caution that the foregoing list of important factors that may affect future results is not exhaustive. When relying on our forward-looking statements and information, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Except as required by law, we undertake no obligation to publicly update or revise any forward-looking statements or information, whether written or oral, that may be as a result of new information, future events or otherwise.

Cautionary Statement Regarding the Use of a Non-IFRS Measure

This news release contains references to a Non-IFRS measure. Adjusted EBITDA is not a generally accepted accounting measure under IFRS and therefore may differ from definitions used by other entities. We believe this is a useful supplemental measure that may assist investors in assessing the financial performance of Brookfield Business Partners and its subsidiaries. However, Adjusted EBITDA should not be considered in isolation from, or as a substitute for, analysis of our financial statements prepared in accordance with IFRS.

References to Brookfield Business Partners are to Brookfield Business Partners L.P. together with its subsidiaries, controlled affiliates and operating entities. Unitholders’ results include limited partnership units, redemption-exchange units, general partnership units, BBUC exchangeable shares and special limited partnership units. More detailed information on certain references made in this news release will be available in our Management’s Discussion and Analysis of Financial Condition and Results of Operations in our interim report for the second quarter ended June 30, 2025 furnished on Form 6-K.

The MIL Network –

August 5, 2025

MIL-OSI Africa: Africa Centres for Disease Control and Prevention (Africa CDC) and European Commission Launch New Initiative to Strengthen Mpox Testing and Sequencing Across Africa

Source: APO

.

The Africa Centres for Disease Control and Prevention (Africa CDC) and the European Commission today announced the launch of the Partnership to Accelerate Mpox Testing and Sequencing in Africa (PAMTA), a landmark initiative to boost diagnostics and outbreak response capabilities in Mpox-affected African countries.

Co-funded under the EU4Health 2024 Work Programme, PAMTA reflects the growing momentum of Africa–EU health cooperation and aims to reinforce the continent’s resilience against current and future health threats. The initiative will accelerate testing, sequencing, capacity building, and local manufacturing efforts for mpox and other priority pathogens across Africa through a €9.4 million to Africa CDC and the African Society for Laboratory Medicine (ASLM), managed by the European Health and Digital Executive Agency (HaDEA). The project officially began on 1 June 2025 and will be implemented over three years.

Africa CDC Director General, H.E. Dr Jean Kaseya, welcomed the initiative as a timely and strategic intervention to close the diagnostic gap for Mpox and other outbreaks in Africa. “This partnership reflects our commitment to working with trusted partners to build agile and self-reliant public health systems across Africa. Together with the EU and our technical partners, we are setting a new benchmark for outbreak detection and response.”

The PAMTA initiative focuses on four key objectives: scaling up Mpox testing with the goal of supporting over 150,000 tests across the continent; strengthening genomic sequencing capacity to track viral evolution and spread; building human resource capacity in molecular diagnostics, genomics, bioinformatics and data interpretation; and promoting the production and validation of locally developed testing kits within Africa.

“PAMTA marks a historic milestone as the first initiative jointly signed between the European Commission and Africa CDC,” said Deputy Head of DG HERA, Laurent Muschel. “Building on HERA’s earlier donation of Mpox vaccines, this action enables a critical next step: strengthening diagnostic capacities as part of a broader medical countermeasures approach. It reflects our shared commitment to reinforcing epidemic preparedness across Africa — from vaccines to diagnostics, from innovation to manufacturing. This action shows that, together, the African Union and the European Union can deliver tangible results to protect lives.”

The launch of PAMTA builds on broader efforts by the EU and its partners to address the Mpox outbreak. By mid-2025, more than 600,000 vaccine doses had been delivered to African countries through HERA and Team Europe. Simultaneously, research initiatives such as MPX-RESPONSE and EDCTP3 continue to explore new therapeutic options, while the Africa Pathogen Genomics Initiative (PGI)—also funded through EU4Health—is enhancing public health laboratory networks and genomic surveillance across the continent through public private partnerships.

PAMTA marks a significant milestone in EU–Africa collaboration for health resilience. By supporting comprehensive diagnostics and fostering local innovation, the initiative is helping to lay a strong foundation for Africa’s long-term pandemic preparedness and response capabilities.

Distributed by APO Group on behalf of Africa Centres for Disease Control and Prevention (Africa CDC).

MIL OSI Africa –

August 5, 2025

MIL-OSI USA: AFL-CIO President Liz Shuler Visits Atlanta, Supports Delta Workers’ Union Effort

Source: US GOIAM Union

National AFL-CIO President Liz Shuler joined union leaders and Delta Air Lines employees in Atlanta to show strong support for their growing campaign to unionize. The visit was part of the AFL-CIO’s national “Better In A Union” bus tour. The goal of the bus tour is to lift up working people across the country who are organizing for better jobs, contracts, and respect on the job.

President Shuler met with the IAM Union, Association of Flight Attendants-CWA (AFA-CWA) and Delta workers who are fighting for a union on the job.

https://x.com/LizShuler/status/1948155852457746661

Delta Air Lines is the only U.S.-based mainline carrier where a union does not represent flight attendants, fleet service, and mechanics – only 20 percent of Delta workers are unionized. Delta produced nearly double the profits of other U.S. airlines in pre-pandemic years, and the airline is on a path to record profitability again.

VIEW PHOTOS HERE

The IAM recently responded to the U.S. Attorney’s Office for the Northern District of Georgia, ordering Delta Air Lines to pay $8.1 million to settle alleged False Claims Act violations related to the Payroll Support Program. This settlement confirms what the IAM has said since 2020—Delta Air Lines took billions in taxpayer-funded relief money under the condition that workers’ jobs, pay and benefits would be protected, and then violated that agreement.

“Delta workers are tired of being left behind while the airline earns billions,” said IAM Union International President Brian Bryant. “I want to thank President Shuler for encouraging the Delta workers to keep up the fight for fairness and a seat at the table.”

Delta workers are ready to secure a union and a contract so that they can keep their share of the profits they create in the communities where they live and work.

“Delta workers are leading one of the biggest labor campaigns in the country,” said IAM Union Air Transport General Vice President Richie Johnsen. “They are not just organizing for themselves. They are raising the bar for every worker in our nation. We are proud to continue this fight for the respect and dignity they deserve.”

https://x.com/IAM_Union/status/1948119343910592845

Earlier in the day, Labor leaders and union members in Atlanta gathered at the Electrical Workers (IBEW) Local 613’s Union Hall for a Workers Over Billionaires rally as part of the AFL-CIO’s nationwide bus tour.

The post AFL-CIO President Liz Shuler Visits Atlanta, Supports Delta Workers’ Union Effort appeared first on IAM Union.

MIL OSI USA News –

August 5, 2025

MIL-OSI Submissions: Medieval skeletons reveal the lasting damage of childhood malnutrition – new study

Source: The Conversation – UK – By Julia Beaumont, Researcher in Biological Anthropology, University of Bradford

Beneath churchyards in London and Lincolnshire lie the chemical echoes of famine, infection and survival preserved in the teeth of those who lived through some of the most catastrophic periods in English history.

In a new study, my colleagues and I examined over 270 medieval skeletons to investigate how early-life malnutrition affected long-term health and life expectancy.

We focused on people who lived through the devastating period surrounding the Black Death (1348-1350), which included years of famine during the little ice age and the great bovine pestilence (an epidemic that killed two-thirds of cattle in England and Wales). We found that the biological scars of childhood deprivation during this time left lasting marks on the body.

These findings suggest that early nutritional stress, whether in the 14th century or today, can have consequences that endure well beyond childhood.

Children’s teeth act like tiny time capsules. The hard layer inside each tooth, called dentine, sits beneath the enamel and forms while we’re growing up. Once formed, it stays unchanged for life, creating a permanent record of what we ate and experienced.

As our teeth develop, they absorb different chemical versions (isotopes) of carbon and nitrogen from our food, and these get locked into the tooth structure. This means scientists can read the story of someone’s childhood diet by analysing their teeth.

A method of measuring the chemical changes in sequential slices of the teeth is a recent advance used to identify dietary changes in past populations with greater accuracy.

When children are starving, their bodies break down their fat stores and muscle to continue growing. This gives a different signature in the newly formed dentine than the isotopes from food. These signatures make centuries-old famines visible today, showing exactly how childhood trauma affected health in medieval times.

We identified a distinctive pattern that had been seen before in victims of the great Irish famine. Normally, when people eat a typical diet, the levels of carbon and nitrogen in their teeth move in the same direction. For example, both might rise or fall together if someone eats more plants or animals. This is called “covariance” because the two markers vary together.

But during starvation, nitrogen levels in the teeth rise while carbon levels stay the same or drop. This opposite movement – called “opposing covariance” – is like a red flag in the teeth that shows when a child was starving. These patterns helped us pinpoint the ages at which people experienced malnutrition.

Lifelong legacy

Children who survived this period reached adulthood during the plague years, and the effect on their growth was recorded in the chemical signals in their teeth. People with famine markers in their dentine had different mortality rates than those who lacked these markers.

Children who are nutritionally deprived have poorer outcomes in later life: studies of modern children have suggested that children of low birth weight or who suffer stresses during the first 1,000 days of life have long-term effects on their health.

For example, babies born small, a possible sign of nutritional stress, seem to be more prone to illnesses such as heart disease and diabetes in adulthood than the population at large. These characteristics can also be passed to future offspring through changes in how genes are switched on or off, known as “epigenetic effects” – which can endure for three generations.

Epigenetics explained.

In medieval England, early nutritional deprivation may have been beneficial during catastrophic times by producing adults of short stature and the capacity to store fat, but these people were much more likely to die after the age of 30 than their peers with healthy childhood dentine patterns.

The patterns for childhood starvation increased in the decades leading up to the Black Death and declined after 1350. This suggests the pandemic may have indirectly improved living conditions by reducing population pressure and increasing access to food.

The medieval teeth tell us something urgent about today. Right now, millions of children worldwide are experiencing the same nutritional crises that scarred those long-dead English villagers – whether from wars in Gaza and Ukraine or poverty in countless countries.

Their bodies are writing the same chemical stories of survival into their growing bones and teeth, creating biological problems that will emerge decades later as heart disease, diabetes and early death.

Our latest findings aren’t just historical curiosities; they’re an urgent warning that the children we fail to nourish today will carry those failures in their bodies for life and pass them on to their own children. The message from the medieval graves couldn’t be clearer: feed the children now or pay the price for generations.

Get your news from actual experts, straight to your inbox. Sign up to our daily newsletter to receive all The Conversation UK’s latest coverage of news and research, from politics and business to the arts and sciences.

Julia Beaumont receives funding from Arts and Humanities research council, British Academy/Leverhulme.

– ref. Medieval skeletons reveal the lasting damage of childhood malnutrition – new study – https://theconversation.com/medieval-skeletons-reveal-the-lasting-damage-of-childhood-malnutrition-new-study-262081

MIL OSI –

August 5, 2025

MIL-OSI Security: Europe: Drug trafficking, organized crime increasing by “an order of magnitude”

Source: Interpol (news and events)

8 May 2023

At INTERPOL’s 50th European Regional Conference, delegates have gathered to discuss common crime threats from drug trafficking to cybercrime.

OHRID, North Macedonia – Strengthening international police cooperation to counter the rapidly escalating threat posed by organized crime networks was the key focus of INTERPOL’s 50^th European Regional Conference.

The three-day (8-10 May) conference brings together more than 140 participants from 53 countries in Europe and beyond to discuss the most pressing crime issues facing the region.

The conference takes place in Ohrid, North Macedonia, which itself marks 30 years as an INTERPOL member country this year.

“These past 30 years, through our membership in the world’s largest police organization, have witnessed our commitment and willingness to be engaged in global police cooperation,” said Oliver Spasovski, Minister of Interior of the Republic of North Macedonia, in remarks during the conference’s opening ceremony.

“With the establishment of the global INTERPOL I-24/7 communication system, our country was among the first to connect with this global police family, to exchange information between members and the General Secretariat, as well as directly access global criminal databases,” the Minister added.

Unprecedented scale

Fueled by historic levels of drug trafficking, organized crime groups are increasingly posing a direct threat to state authority in many countries, and there is evidence that levels of violence related to these criminal networks is also increasing.

“Organized crime is a top concern,” said INTERPOL President Ahmed Naser al-Raisi in the conference’s opening ceremony. “These transnational crimes not only threaten the safety and security of the region, but also have a spillover effect on the rest of the world.”

Last month, INTERPOL announced its largest ever firearms trafficking operations, which saw more than 14,000 suspects arrested across Central and South America, and an unprecedented USD 5.7 billion in illegal narcotics seized.

“Over the last five years, [drug] trafficking and consumption have increased by an order of magnitude, with Europe one of the main transit and destination markets,” said INTERPOL Secretary General Jürgen Stock.

“We continue to see record seizures at European borders and ports, and a corresponding rise in violent crime, corruption and money laundering of unprecedented scale,” added Secretary General Stock.

The global scale of many organized crime networks, often spanning multiple continents, has underlined that international cooperation through INTERPOL is often the only means for police in Europe and other regions to bring fugitives to justice or gather crucial intelligence.

European crime landscape

Beyond drug trafficking, the results of INTERPOL’s 2022 Global Crime Trend report, which surveyed police across the Organization’s 195-country membership, show that money laundering and cyber or cyber-enabled crimes also top European law enforcement’s list of concerns.

Money laundering ranked second among the crime trends most frequently indicated by member countries in the region as posing a ‘high’ or ‘very high’ threat, with financial fraud also ranking very high.

The report notes that the use of online tools by criminals to perpetrate financial fraud schemes has also rapidly expanded in recent years, particularly since the COVID-19 pandemic.

Especially concerning, 76 per cent of police respondents from Europe expect online child sexual exploitation and abuse to increase or increase significantly in the next three to five years.

The report notes that the demand for livestreaming abuse has steadily increased in recent years, likely intensifying during the pandemic. While live distance child abuse most often take place in Southeast Asia, cases in the European Union have also recently been detected.

Keeping Europe safe

Founded in the heart of Europe – in Vienna – during the region’s interwar period 100 years ago, INTERPOL’s history is closely intertwined with that of Europe.

Established in a 1920s context of geopolitical upheaval and concerns of rising international crime, the Organization’s founding representatives agreed that only through collaboration could police combat transnational crime threats – a common goal shared throughout periods of political or economic tension.

Later, in one of the Organization’s darkest chapters, the Nazis assumed control of the International Criminal Police Commission – as INTERPOL was then called – after deposing its President. In 1946, Belgium spearheaded INTERPOL’s rebuilding in the new postwar era.

Today, European member countries remain global leaders in their use of and contribution to INTERPOL capabilities – and this activity is quickly growing. With regards to INTERPOL databases, European member countries contribute more records, undertake more searches and – crucially – receive more hits than any other region.

New historical peaks for records, searches and hits in INTERPOL databases from European member countries were reached in 2022. In the past year alone, searches of INTERPOL databases by European law enforcement have risen by nearly a third.

The figures underscore the fundamental place INTERPOL capabilities occupy in European countries’ approaches to keeping their communities safe.

MIL Security OSI –

August 5, 2025

MIL-OSI Security: CEO and Medical Director Charged in $500M COVID-19 Test Billing Fraud

Source: Office of United States Attorneys

DETROIT – Two individuals were charged for their involvement in a $500 million, nationwide scheme that involved billing Medicare, Medicaid, TRICARE, and other health insurance programs for COVID-19 testing services that were never rendered, United States Attorney Jerome F. Gorgon Jr. announced today.

Cemhan “Jimmy” Biricik (age 46) of Boca Raton Florida, and Dr. Martin Perlin (age 74) of Fairfield, Connecticut were charged with conspiracy to commit health care fraud and more than 50 substantive counts of health care fraud. Biricik was the sole member and Chief Executive Officer of Fast Lab Technologies, LLC (Fast Lab). Dr. Perlin was Fast Lab’s Medical Director and provider responsible for ordering the majority of the tests. Both defendants were arrested this morning.

According to the Indictment, during the Covid-19 pandemic, New York-based Fast Lab operated a website offering “free” covid tests. When individuals went to the website to order tests, they were asked to provide their insurance information. Fast Lab then used this insurance information to fraudulently bill Medicare, Medicaid, TRICARE and numerous private insurances for both antigen (“rapid”) and PCR (“laboratory) tests, across multiple dates for each beneficiary. Specifically, Fast Lab’s claims represented that (1) the antigen tests had been observed by medical professionals, (2) saliva samples were collected by medical professionals, and (3) PCR testing was performed on those samples. In reality, the vast majority of antigen tests—if taken at all—were taken at home and not observed by medical professionals; saliva samples were never collected nor returned to Fast Lab; and PCR testing was never performed. Dr. Perlin was the ordering physician for these tests, despite not having a treating relationship with the beneficiaries. Further, Fast Lab would regularly submit insurance claims before the test kits were even delivered to the beneficiaries. In total, Biricik billed or caused to be billed more than $500 million in claims and was paid more than $50 million.

Gorgon was joined in the announcement by Special Agent in Charge Mario Pinto, U.S. Department of Health and Human Services Office of Inspector General (HHS-OIG), Chicago Regional Office; Special Agent in Charge Cheyvoryea Gibson, Federal Bureau of Investigation, Detroit Division; Special Agent in Charge Derek M. Holt of the U.S. Office of Personnel Management Office of the Inspector General; Acting Assistant Secretary of Labor for the Employee Benefits Security Administration Janet Dhillon (DOL-EBSA); Detroit Division; Acting Special Agent in Charge Christopher Silvestro, Defense Criminal Investigative Service (DCIS); Special Agent in Charge Charles Miller, Detroit Field Office, Internal Revenue Service – Criminal Investigation (IRS-CI); Special Agent in Charge Megan Howell, Great Lakes Region, U.S. Department of Labor, Office of Inspector General (DOL-OIG); Acting Inspector in Charge Sean McStravick, U.S. Postal Inspection Service (USPIS); Owen Cypher, U.S. Marshal for the Eastern District of Michigan and Michigan Attorney General Dana Nessel, Medicaid Fraud Control Unit (MFCU).

The public is reminded that an Indictment is not evidence of guilt. The defendants are presumed innocent and entitled to a fair trial at which the government has the burden of proving guilt beyond a reasonable doubt.

This case is being investigated by Special Agents from HHS-OIG, FBI, OPM-OIG, DOL-EBSA, DCIS, MFCU, IRS-CI, DOL-OIG, USPIS, and the U.S. Marshal’s Service. It is being prosecuted by Assistant U.S. Attorneys Regina R. McCullough and Ryan A. Particka. Assistant United States Attorney Ryan T. Nees of the United States Attorney’s Office for the Southern District of New York also provided assistance.

MIL Security OSI –

August 5, 2025

MIL-OSI: Alpine Banks of Colorado announces financial results for second quarter 2025

Source: GlobeNewswire (MIL-OSI)

GLENWOOD SPRINGS, Colo., July 31, 2025 (GLOBE NEWSWIRE) — Alpine Banks of Colorado (OTCQX: ALPIB) (“Alpine” or the “Company”), the holding company for Alpine Bank (the “Bank”), today announced results (unaudited) for the second quarter ended June 30, 2025. The Company reported net income of $17.6 million, or $1.10 per basic Class A common share and basic Class B common share, for second quarter 2025.

Highlights in second quarter 2025 include:

Basic earnings per Class A and Class B common shares increased 23.1%, or $0.21, during second quarter 2025.
Basic earnings per Class A and Class B common shares increased 44.3%, or $0.61, compared to second quarter 2024.
Net interest margin for second quarter 2025 was 3.50%, compared to 3.38% in first quarter 2025, and 2.87% in second quarter 2024.

“Our second quarter results reflect our continued improvement in both earnings and loan portfolio growth,” said Glen Jammaron, Alpine Banks of Colorado President and Vice Chairman. “Net income through the first six months of 2025 is up 43% over the first six months of 2024. Loan growth through the first half of 2025 is running at a 7.5% annualized pace. We look forward to what is to come in the second half of the year.”

Net Income
Net income for second quarter 2025 and first quarter 2025 was $17.6 million and $14.3 million, respectively. Interest income increased $3.0 million in second quarter 2025 compared to first quarter 2025, primarily due to increases in yields on the loan portfolio and due from bank balances along with increased volume in the loan portfolio. These increases were partially offset by decreases in yields and balances in the securities portfolio and decreased volume in due from bank balances. Interest expense increased $0.1 million in second quarter 2025 compared to first quarter 2025, primarily due to decreases in costs on the Company’s trust preferred securities, other borrowings, and cost of deposits. These increases were partially offset by a decrease in volume of deposits. Noninterest income increased $0.7 million in second quarter 2025 compared to first quarter 2025, primarily due to increases in service charges on deposit accounts and increases in other income. Noninterest expense decreased $0.5 million in second quarter 2025 compared to first quarter 2025, due to decreases in salary and employee benefit expenses and occupancy expenses, slightly offset by increases in furniture and fixture expenses and other expenses. A provision for loan losses of $1.6 million was recorded in second quarter 2025 compared to a $1.8 million provision for loan losses recorded in the first quarter 2025. Net income for the six months ended June 30, 2025, and June 30, 2024, was $31.9 million and $22.3 million, respectively. Interest income increased $7.7 million in the first six months of 2025 compared to the first six months of 2024, primarily due to increases in volume in the loan portfolio and balances due from banks, along with increases in yields on the loan portfolio and the securities portfolio. These increases were slightly offset by a decrease in volume in the securities portfolio and a decrease in yield on the balances due from banks. Interest expense decreased $10.5 million in the first six months of 2025 compared to the first six months of 2024, primarily due to decreases in costs on the Company’s trust preferred securities, other borrowings, and cost of deposits. These decreases were partially offset by an increase in the volume of deposit balances. Noninterest income increased $1.8 million in the first six months of 2025 compared to the first six months of 2024, primarily due to increases in earnings on bank‐owned life insurance, service charges on deposit accounts, and other income. Noninterest expense increased $3.8 million in the first six months of 2025 compared to the first six months of 2024, due to increases in other expenses, salary and employee benefit expenses, and occupancy expenses, partially offset a decrease in furniture and fixtures expenses, Provision for loan losses increased $3.9 million in the six months ended June 30, 2025 due to loan portfolio increases and a small volume of loan charge‐offs, compared to the six months ended June 30, 2024.

Net interest margin increased from 3.38% to 3.50% from first quarter 2025 to second quarter 2025. Net interest margin for the six months ended June 30, 2025, and June 30, 2024, were 3.44% and 2.84%, respectively.

Assets
Total assets decreased $57.6 million, or 0.9%, to $6.61 billion as of June 30, 2025, compared to March 31, 2025, primarily due to decreased cash and due from banks and investment securities balances partially offset by increased loans receivable. The Alpine Bank Wealth Management* division had assets under management of $1.36 billion on June 30, 2025, compared to $1.32 billion on March 31, 2025, an increase of 3.0%.

Loans
Loans outstanding as of June 30, 2025, totaled $4.2 billion. The loan portfolio increased $87.0 million, or 2.1%, during second quarter 2025 compared to March 31, 2025. This increase was driven by a $81.8 million increase in commercial real estate loans, a $77.0 million increase in residential real estate loans, a $3.0 million increase in consumer loans, and a $1.6 million increase in commercial and industrial loans. This increase was slightly offset by a $76.8 million decrease in real estate construction loans.

Loans outstanding as of June 30, 2025, reflected an increase of $145.7 million, or 3.6%, compared to loans outstanding of $4.1 billion on June 30, 2024. This growth was driven by a $131.2 million increase in commercial real estate loans, a $70.3 million increase in residential real estate loans, and a $8.8 million increase in consumer loans. This increase was slightly offset by a $56.7 million decrease in real estate construction loans and a $8.2 million decrease in commercial and industrial loans.

Deposits
Total deposits decreased $68.4 million, or 1.2%, to $5.9 billion during second quarter 2025 compared to March 31, 2025, primarily due to a $74.2 million decrease in demand deposits, a $7.8 million decrease in certificate of deposit accounts, and a $5.6 million decrease in savings accounts. This decrease was partially offset by a $15.2 million increase in money market accounts and a $2.9 million increase in interest‐bearing checking accounts. Brokered certificates of deposit decreased 13.5% to $160.0 million on June 30, 2025, compared to $185.0 million on March 31, 2025. Noninterest‐bearing demand accounts comprised 29.9% of all deposits on June 30, 2025, compared to 30.8% on March 31, 2025.

Total deposits of $5.87 billion on June 30, 2025, reflected an increase of $76.6 million, or 1.3%, compared to total deposits of $5.79 billion on June 30, 2024. This increase was due to a $228.2 million increase in money market accounts, a $64.4 million increase in demand deposits and a $18.9 million increase in interest‐bearing checking accounts. This increase was partially offset by a $226.6 million decrease in certificate of deposit accounts and a $8.4 million decrease in savings accounts. Brokered certificates of deposit decreased 59.0% to $160.0 million on June 30, 2025, compared to $390.5 million on June 30, 2024. Noninterest‐bearing demand accounts comprised 29.9% of all deposits on June 30, 2025, compared to 29.2% on June 30, 2024.

Amended and Restated Articles of Incorporation
On April 10, 2025, the shareholders of Alpine approved amended and restated articles of incorporation to affect the following actions, among other things:

Increase from 15,100,000 to 30,000,000 the total authorized shares of common stock that the Company is authorized to issue;
Increase from 100,000 to 15,000,000 the authorized shares of the Class A common stock;
Effect a forward stock split of the outstanding shares of the Class A common stock by a ratio of 150‐for‐one;
Provide that holders of Class A common stock and Class B common stock shall be entitled to share equally, on a per share basis based upon the number of shares issued and outstanding, in dividends and other distributions;
Provide that each one share of Class B common stock shall be entitled to one vote;
Provide that each one share of Class A common stock shall be entitled to twenty votes;
Provide that unless otherwise required by law the Class A common stock and Class B common stock will vote together as a single class on all matters, including the election of directors;
Provide that a majority of the total voting power of the outstanding shares of common stock entitled to vote shall constitute a quorum at any meeting of shareholders; and
Provide that the approval of certain corporate actions requires the approval of more than 66 2/3% of the voting power of the outstanding shares of common stock entitled to vote.

The amended and restated articles of incorporation and related stock split of the Class A common stock became effective on May 1, 2025. All Class A share and per share information for the quarter and six months ended June 30, 2024, set forth herein have been adjusted to reflect the 150‐for‐1 stock split. The stock split has no impact on the Class B share and per share information.

Capital
The Bank continues to be designated as a “well capitalized” institution as its capital ratios exceed the minimum requirements for this designation. As of June 30, 2025, the Bank’s Tier 1 Leverage Ratio was 9.90%, Tier 1 Risk‐Based Capital Ratio was 14.08%, and Total Risk‐Based Capital Ratio was 15.21%. On a consolidated basis, the Company’s Tier 1 Leverage Ratio was 9.63%, Tier 1 Risk‐Based Capital Ratio was 13.69%, and Total Risk‐Based Capital Ratio was 15.68% as of June 30, 2025.

Book value per share on June 30, 2025, was $33.97 per Class A and Class B common shares, an increase of $1.03 per share from March 31, 2025.

Dividends
During second quarter 2025, the Company paid cash dividends of $0.21 per Class A and Class B common shares. On July 10, 2025, the Company declared cash dividends of $0.21 per Class A and Class B common shares payable on July 28, 2025, to shareholders of record on July 21, 2025.

About Alpine Banks of Colorado
Alpine Banks of Colorado, through its wholly owned subsidiary Alpine Bank, is a $6.6 billion, independent, employee‐owned organization founded in 1973 with headquarters in Glenwood Springs, Colorado. Alpine Bank employs 890 people and serves 170,000 customers with personal, business, wealth management*, mortgage, and electronic banking services across Colorado’s Western Slope, mountains and Front Range. Alpine Bank has a five‐star rating – meaning it has earned a superior performance classification – from BauerFinancial, an independent organization that analyzes and rates the performance of financial institutions in the United States. Shares of the Class B voting common stock of Alpine Banks of Colorado trade under the symbol “ALPIB” on the OTCQX^® Best Market. Learn more at www.alpinebank.com.

*Alpine Bank Wealth Management services are not FDIC insured, may lose value, and are not guaranteed by the Bank.

Contacts:	Glen Jammaron	Eric A. Gardey
	President and Vice Chairman	Chief Financial Officer
	Alpine Banks of Colorado	Alpine Banks of Colorado
	2200 Grand Avenue	2200 Grand Avenue
	Glenwood Springs, CO 81601	Glenwood Springs, CO 81601
	(970) 384‐3266	(970) 384‐3257

A note about forward‐looking statements
This press release contains “forward‐looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward‐looking statements can be identified by words such as “anticipates,” “intends,” “plans,” “seeks,” “reflects,” “believes,” “can,” “would,” “should,” “will,” “estimates,” “looks forward to,” “continues,” “expects” and similar references to future periods. Examples of forward‐looking statements include, but are not limited to, statements we make regarding our evaluation of macro‐environment risks, Federal Reserve rate management, and trends reflecting things such as regulatory capital standards and adequacy. Forward‐looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions. Because forward‐looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Our actual results may differ materially from those contemplated by the forward‐looking statements. We caution you therefore against relying on any of these forward‐looking statements. They are neither statements of historical fact nor guarantees or assurances of future performance. Important factors that could cause actual results to differ materially from those in the forward‐looking statement include, but are not limited to:

The ability to attract new deposits and loans;
Demand for financial services in our market areas;
Competitive market‐pricing factors;
Changes in assumptions underlying the establishment of allowances for loan losses and other estimates;
Effects of future economic, business and market conditions, including higher inflation;
Adverse effects of public health events, such as the COVID‐19 pandemic, including governmental and societal responses;
Deterioration in economic conditions that could result in increased loan losses;
Actions by competitors and other market participants that could have an adverse impact on expected performance;
Risks associated with concentrations in real estate‐related loans;
Risks inherent in making loans, such as repayment risks and fluctuating collateral values;
Market interest rate volatility, including changes to the federal funds rate;
Stability of funding sources and continued availability of borrowings;
Geopolitical events, including global tariffs, acts of war, international hostilities and terrorist activities;
Assumptions and estimates used in applying critical accounting policies and modeling, including under the CECL model, which may prove unreliable, inaccurate, or not predictive of actual results;
Actions of government regulators, including potential future changes in the target range for the federal funds rate by the Board of Governors of the Federal Reserve;
Sale of investment securities in a loss position before their value recovers, including as a result of asset liability management strategies or in response to liquidity needs;
Any increases in FDIC assessments;
Risks associated with potential cybersecurity incidents, data breaches or failures of key information technology systems;
The ability to maintain adequate liquidity and regulatory capital, and comply with evolving federal and state banking regulations;
Changes in legal or regulatory requirements or the results of regulatory examinations that could restrict growth;
The ability to recruit and retain key management and staff;
The ability to raise capital or incur debt on reasonable terms; and
Effectiveness of legislation and regulatory efforts to help the U.S. and global financial markets.

There are many factors that could cause actual results to differ materially from those contemplated by forward‐looking statements. Any forward‐looking statement made by us in this press release or in any subsequent written or oral statements attributable to the Company are expressly qualified in their entirety by the cautionary statements above. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to update any forward‐looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

Key Financial Measures
The attached tables highlight the Company’s key financial measures for the periods indicated (unaudited).
https://alpinebank.kcmspreview.com/_/kcms-doc/1507/92807/Alpine-Banks-of-Colorado-Consolidated-Financial-Statements_06.30.25.pdf

Contact:		Eric A. Gardey, Chief Financial Officer
		Alpine Banks of Colorado
		(970) 384‐3257
		ericgardey@alpinebank.com

The MIL Network –

August 5, 2025

MIL-OSI Analysis: Accessible, high-quality summer programs and Black joy support Black children’s return to school

Source: The Conversation – Canada – By Ardavan Eizadirad, Associate Professor, Faculty of Education, Wilfrid Laurier University

Summer is popularly imagined as bringing joy to all young people. Yet it is not an equal break or of the same quality for all students.

Learning loss is the decline in academic skills and knowledge that can occur when students are not engaged in structured learning, especially during extended breaks like summer.

It disproportionately impacts Black and low-income students who face greater systemic disadvantages within the education system.

Black families face challenges in accessing culturally relevant and affirming summer opportunities. As work by education researcher Obianuju Juliet Bushi and others has documented, for many Black families, the question isn’t just “what will my child do this summer?” It’s “where can my child go to be safe, affirmed and supported?”

Without access to affordable enrichment programs during the summmer, many students fall behind in reading and math, further widening the opportunity gap when school resumes in September.

As the manager of research with the charitable, Black-led non-profit organization Youth Association for Academics, Athletics and Character Education (YAAACE) in the Jane Finch area of Toronto, I share insights about how culturally responsive community programs can address opportunity gaps, and how parents in Black families can support their kids’ successful transition back to school.

This article draws on insights from conversations I have had with various YAAACE program participants, parents and educators, as well as leadership, including Devon Jones, Nene, and Dave Mitchell.

Anti-Black racism in education

Despite Canada’s reputation for multiculturalism, systemic anti-Black racism remains deeply embedded in the education system, contributing to unequal opportunities for students.

The opportunity gap refers to the unequal access to resources, supports and learning experiences that affect students’ ability to succeed, often based on race, income and geography.

In March 2025, the Ontario Human Rights Commission released a report, “Dreams Delayed: Addressing Systemic Anti-Black Racism and Discrimination in Ontario’s Public Education System.”

The findings confirmed that Ontario’s schools are saturated with systemic barriers for Black children and their families. These barriers include: disproportionate discipline; being streamed into non-academic tracks; lack of Black leadership in schools; Eurocentric curriculum; insufficient disaggregated identity-based data collection; and lack of access to culturally affirming environments.

The cost is devastating and contributes to academic underachievement, racial trauma, disengagement and the reproduction of the school-to-prison pipeline.

This is particularly the case in low-income communities.

Centring Black excellence

Black youth often face higher exposure to poverty, systemic underemployment, community violence and the emotional weight of intergenerational trauma and racism.

While these experiences shape the mental health and academic outcomes of students, schools often lack culturally relevant supports or trauma-informed responses.

Summer programs are one important part of countering anti-Black racism in schools. These can support student transitions by mitigating learning loss and helping to close the opportunity gap.

Programs that centre Africentricity and Black excellence led by staff with lived experiences provide culturally responsive and emotionally supportive environments that affirm Black identities.

This builds confidence in Black students and ensures students return to school in the fall better prepared to thrive academically, socially, emotionally and culturally.

Community-driven youth programs

Since 2007, YAAACE has provided academic, athletic, family supports, employment and mentorship to more than 1,000 children and families annually across Toronto. Its programs are led by Black educators and mentors who reflect the community and understand the lived experiences of the youth they serve in low-income communities like the Jane and Finch neighbourhood.

YAAACE’s seven-week Summer Institute offers a model that affirms identity, cultivates belonging and accelerates achievement. Each summer, approximately 300 students from grades 3 through 12 attend the institute, which blends literacy and numeracy instruction with culturally responsive learning, arts-based programming, robotics, mentorship and athletics.

Students are taught by Ontario certified teachers and supported by Black staff and practitioners trained in trauma-informed care. For families who can’t afford camp fees, the program is free or subsidized.

This is a results-based, community-driven intervention that mitigates the opportunity gap for Black students from low-income communities by creating access to experiential learning opportunities. It’s also violence prevention and intervention that builds character and supports students, with a focus on the early years.

Cycle of empowerment

YAAACE’s Inspire Academy Mathematics Program provides early access to high school math courses. Grade 8 graduates earn a high school math credit through an intensive summer course led by a team of teachers and teacher assistants in a supportive, inclusive environment. In cases where students are behind provincial standards, they receive additional supports with low staff-to-student ratios.

Based on assessments administered by the teachers and reports provided to all the parents, students leave the institute more confident in their academics, better prepared to return to school and grounded culturally in who they are. Families report higher levels of engagement and lower levels of stress knowing their children are in safer, affirming spaces.

Many of YAAACE’s youth return as peer leaders and mentors, reinforcing a cycle of empowerment.

Programs like YAAACE do not just help kids do better in school. They also reduce long-term costs to the health-care, justice and social service systems by interrupting cycles of trauma and marginalization before they escalate.

Tips for parents

Summer is a crucial time to support children’s learning and well-being, especially for Black families navigating systems that often overlook their strengths.

Below are three practical ways to support your child during the summer break and when school starts in September.

Centre empowering examples of Black identity and culture: Expose your children to books, films, music and conversations that celebrate Black history and excellence, Africentricity and positive role models. Affirming cultural roots builds pride, resilience and a sense of belonging in systems that too often erase or distort those narratives from stereotypical perspectives.

Create routines that balance learning and Black joy: Set daily routines that include reading, writing or problem solving but just as much make space for rest, play, creativity and movement rooted in Black joy. Learning should be holistic and joyful. It’s important as parents, guardians and community leaders that we not only talk about this but more importantly model it.

‘Refresh, Revive, Thrive: Black Joy in Education’ with Andrew B. Campbell, assistant professor at the University of Toronto.

Stay engaged and be an advocate: Get to know your child’s teachers and school administrators, review school policies to be familiar with how to navigate them (for example, getting accommodations for your child’s needs) and request culturally affirming resources. Don’t hesitate to raise concerns, as your advocacy helps create more supportive learning environments and shows your child that their success is worth fighting for.

Partnerships with Black-led organizations

Trauma-informed, culturally responsive education must become a system-wide standard.

This becomes a reality by building long-term partnerships with Black-led community organizations. It means embedding mental health supports and curriculum content that reflect the cultural identities and lived realities of Black diasporas. And it means collecting disaggregated race-based data to track progress and guide informed decision-making.

It starts by funding proven data-driven programs, training educators and holding systems accountable to measurable outcomes.

Ardavan Eizadirad receives funding from Social Sciences and Humanities Research Council (SSHRC).

– ref. Accessible, high-quality summer programs and Black joy support Black children’s return to school – https://theconversation.com/accessible-high-quality-summer-programs-and-black-joy-support-black-childrens-return-to-school-261908

MIL OSI Analysis –

August 5, 2025

MIL-OSI Economics: Services trade growth slows in first quarter of 2025

Source: World Trade Organization

Services exports in Europe and North America increased by only 3% year-on-year in the first quarter of 2025, down from 8% and 11% respectively in the first quarter of 2024. In contrast, strong growth was sustained in Asia at 9%.

The overall slowdown in services trade was mainly due to “Other commercial services,” a category that encompasses a wide variety of mostly digitally deliverable services ranging from financial to professional services (Chart 1). In 2024, “Other commercial services” accounted for some 60% of global services trade, with Europe contributing 40% of those exports (Chart 2).

Chart 1: Commercial services trade growth by main sector, 2024Q1-2025Q1
Year-on-year % change

Note: Services trade measured as exports.
Source: WTO-UNCTAD estimates.

Chart 2: Structure of world exports of commercial services, 2024
% shares

Source: WTO-UNCTAD estimates.

Chart 3 shows a deceleration across selected subsectors of “Other commercial services” in the first quarter of 2025 compared with the same period of 2024. Growth in “Other business services,” covering various professional, technical and trade-related services, as well as research and development services, moderated. The United States posted a subdued 4% year-on-year increase in “Other business services” following an 8% expansion in the same period of 2024. Exports by the European Union remained flat in US dollar terms, although they rose by 4% when measured in euros.

Financial services exports grew by only 3% year-on-year in the first quarter of 2025, reflecting reduced investment activity amid increased global economic uncertainty. The sector was also affected by exchange rate movements, which dampened US dollar-denominated growth. Exports from both the European Union and the United States rose just 2% year-on-year while Switzerland’s exports fell by 3%. The United Kingdom, on the contrary, posted a robust 10% year-on-year increase sustained by double digit growth in exports to the United States (+13%).

Intellectual property related services expanded by 4% year-on-year in the first three months of 2025 in comparison with a 7% growth in the same quarter of 2024. Global trade in IP-related services remains highly concentrated, with the European Union and the United States accounting for nearly 70% of exports in 2024. EU exports, measured in US dollars, rose by just 3% year-on-year, held back by exchange rate volatility, despite stronger underlying growth of 6% in euro terms.

Global construction exports fell by 15% year-on-year in the first quarter of 2025, reversing part of the strong 25% growth recorded during the same period in 2024. The decline reflects weaker performance across several key economies, including China (-25%), which alone accounted for over 28% of global construction exports in 2024, the Republic of Korea (-15%), and the European Union (-6%). The downturn in the first quarter likely reflects delayed investment due to uncertainty and rising costs.

Computer services exports were only marginally affected by the broader slowdown, as strong global demand for artificial intelligence (AI), digital transformation, and cybersecurity solutions continued to drive growth. This momentum is expected to persist, supported by ongoing business adaptation to new technologies and rising consumer preferences for digital services. During the period, India’s computer services exports grew by 13%, while Ireland recorded a 9% increase.

Chart 3: Other commercial services exports by selected subsector, 2024 and Q1 2025
Year-on-year % change

Note: Sectors are ranked according to their relative share in services trade in 2024.
Source: WTO estimates for Q1 2025 and Q1 2024; WTO-UNCTAD estimates for 2024.

As for the other main sectors of commercial services, global transport exports were up 3% year-on-year in the first quarter of 2025, following rapid growth especially in the third and fourth quarter of 2024 due to frontloading. Asia recorded the fastest growth, up 10%, driven by a 31% rise in China, while Singapore and the Republic of Korea posted modest gains of 2%. Payments for shipping services increased by 19% in South and Central America and the Caribbean, as demand for goods surged.

Despite a difficult economic and geopolitical context, international travel expanded by 5% year-on-year in the first quarter of 2025. For the first time since the pandemic, international tourist arrivals were 3% above 2019 levels according to UN Tourism data. In Asia, travel receipts grew by 13%, driven by China (+96%), Viet Nam (+33%), Japan (+25%) and Thailand (+18%) as tourism continues to recover in the region. By contrast, North America’s travel receipts fell by 1%.

Services trade performance varied across major traders in the first five months of 2025 according to available monthly statistics. Double digit exports growth was recorded in Asian economies such as China (+13%, through June), India (+12%) and Japan (+11%). In North America, the United States and Canada saw diverging trends. US service exports rose by 5%, while Canada recorded a 6% decline. The EU’s service exports to non-member countries rose by 3%, while imports from outside the Union grew more sharply, increasing by 6%. The United Kingdom recorded marked growth, with exports up 9% and imports rising by 13%.

Chart 4: Services export and import growth of selected economies, January-May 2025
Year-on-year % change

Note: Statistics for Brazil, China and Pakistan refer to January-June.
Source : National sources and Eurostat.

Quarterly statistics are estimates as of time of publication and subject to frequent revisions. They are available for download at WTO Stats, as well as monthly statistics. Annual services trade data and related visualizations can be accessed at WTO | Statistics — Global Services Trade Data Hub and WTO | World Trade Statistics 2024.

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MIL OSI Economics –

August 5, 2025

MIL-OSI USA: Senator Murray Opening Remarks at Full Committee Mark Up of Defense and Labor, Health and Human Services, and Education Bills

US Senate News:

Source: United States Senator for Washington State Patty Murray

***WATCH: Senator Murray’s opening remarks***

Washington, D.C. – Today, U.S. Senator Patty Murray (D-WA), Vice Chair of the Senate Appropriations Committee, delivered the following opening remarks as the committee meets to consider the draft fiscal year 2026 Defense and Labor, Health and Human Services, Education, and Related Agencies appropriations acts.

Senator Murray’s opening remarks, as delivered, are below:

“As I have said, these are not the bills I would have written on my own—but they nevertheless represent serious bipartisan work to make some truly critical investments in families and our country’s future.

“From defense funding that supports our military and keeps our country safe to funding for health care, child care, schools, seniors, medical research, public health, workforce training and safety—and many other programs that keep our communities strong.

“The priorities laid out in both of these bills are fundamental to our nation’s security and Americans’ livelihoods and health.

“So I’m glad this Committee was able to deliver and reach a bipartisan compromise to write these bills that deliver essential funds to help people, solve problems, and reject many of the absolutely devastating cuts and much of the chaos that President Trump was pushing for.

“It remains clear as ever to me that we cannot afford to go down the path Trump and Russ Vought want to push us down. Their vision is one where this Committee becomes less bipartisan and less powerful. Where the president and the OMB director call the shots and some Republicans in Congress spend their time cutting what they are told to cut, even at the expense of their own constituents. Where instead of securing new investments for folks back home through bipartisan agreements, lawmakers have to plead their case to this administration to unlock funds we have already delivered or secure special exceptions for spending cuts. Where biomedical research and education funding gets held up for no reason at all. Where we gut investments in working families while letting Trump’s corruption run rampant.

“That’s what Trump and Vought want.

“We can—and we must—reject it.

“Because, there is no comparison between having a bipartisan process, that gives our constituents a say in how their tax dollars are spent. Or another slush fund CR that forfeits our power and lets Trump rob some states, and pick winners and losers regardless of what our communities actually need or the law says.

“The bills we are voting on today really show how big of a difference there is here. Anyone who has doubts about that, can just look at the LHHS bill.

“It rejects Trump’s cuts that would have devastated our work to fight substance use disorders, HIV, and pandemics, eliminate women’s health investments like Title X funding and the Teen Pregnancy Prevention program and essentially saw the CDC cut in half.

“It rejects backward proposals from Trump that would hurt our students and workers—like eliminating preschool grants, or slashing PELL, gutting public school funding, or ending Job Corps and AmeriCorps.

“It rejects efforts to gut agencies that protect the rights of patients, students, and workers.

“And, I’m especially pleased to note it rejects Trump’s 40% cut to lifesaving medical research—and increases the NIH budget by $400 million so we continue to make progress against cancer, Alzheimer’s disease, and so much more.

“To the scientists wondering if there will even be an NIH by the end of this administration: this committee’s resounding message is ‘yes.’

“Congress has your back—we’re not going to give up the fight against cancer, Alzheimer’s, or rare diseases.

“We support you and we need you to stay here and keep this research going.

“But I want to be clear—at the end of the day, this isn’t about rejecting Trump, it is about investing in our families.

“Investing in our schools, in medical research, in workforce training, and community health.

“In fact, this bill even increases funding for crucial programs with new investments to allow the Social Security Administration to actually help people and undo some of the damage that Trump and DOGE have recklessly caused and increased investments in child care—something I will never stop fighting to make more progress on.

“Now, one thing this bill does not do, unfortunately, is fund the Corporation for Public Broadcasting.

“As everyone knows, Republicans rescinded bipartisan funding we provided for CPB in the first ever partisan rescissions package.

“It is a shameful reality—and now communities across the country will suffer the consequences as over 1,500 stations lose critical funding.

“I really hope Republicans will join us to restore this funding down the line—and I want you to know I am going to keep pushing to do that.

“Before I close, I want to say: I am clear-eyed: the investments we make in these bills today are really only half of the equation.

“Because the fact of the matter is we have an administration right now that is intent on ignoring Congress, breaking the law, and doing everything it can without any transparency to dismantle programs and agencies that help families.

“There is no magic bullet that will change that unfortunate reality.

“Our bills reject devastating cuts—and reject many of this administration’s absurd proposals—like dismantling the Department of Education, like destroying HHS, and more.

“But I still want to see us to do much more when it comes to demanding accountability, demanding transparency, and demanding the administration actually follow our laws.

“We all know President Trump cannot dismantle the Department of Education or ship education programs to other agencies. Authorizing laws prevent that. Appropriations laws prevent that. Yet, that has not stopped him from shipping CTE and adult education programs to DOL in violation of our laws.

“And Secretary McMahon says she wants to do the same for Title I and IDEA.

“So I am very glad our LHHS bill takes new steps to ensure she cannot do that, and Title I and IDEA programs students depend on do not get dismantled or moved out of ED.

“But I’d like this bill to also do the same for every other education program that states administer, to prevent states from having to deal with the chaos of these dismantling efforts, and I’m disappointed there was not bipartisan support to do that. Still, I am going to keep making the case for more accountability and transparency.

“We need more members across the aisle to not only reject the cuts but to speak up and speak out against what this administration is already doing to defy our laws and hurt the people we represent.

“Because, as we speak now, Trump and Vought are holding up billions of dollars we have secured on a bipartisan basis. They are on course to impound billions of taxpayer dollars while agencies fail to meet basic requirements of law.

“Right now, they are illegally hiding apportionments data that would let us know whether funds we passed are being spent as intended and help us strengthen the bills we are in the middle of writing on. It is absurd we have to mark up bills—while being kept in the dark. And just this week, we learned Russ Vought—through a footnote—paused $15 billion in NIH funding.

“One footnote, from an unelected bureaucrat—overruling Congress and even NIH, to block $15 billion in funding for things like cancer research.

“That is not transparency. It is not what Congress intended. And it is not acceptable.

“We need our Republican colleagues to join us in insisting that all blocked funding gets out—not just the programs most important to them.

“So, in sum: these are critical, solid bills we are considering today that deliver vital funds for families and reject many devastating proposals.

“And of course I would have liked to do even more, and I will not stop discussing how we make that happen with my colleagues, I will be voting yes to advance both of these bills today.

“And I am glad we are on track to continue making progress on bipartisan bills that reject devastating cuts and invest in our communities and in our global strength.”

MIL OSI USA News –

August 5, 2025

MIL-OSI: Asure Announces Second Quarter 2025 Results

Source: GlobeNewswire (MIL-OSI)

Second Quarter 2025 Total Revenues Increased 7% to $30.1 million

Recurring Revenues Grew 6% from Prior Year

AUSTIN, Texas, July 31, 2025 (GLOBE NEWSWIRE) — Asure Software, Inc. (“we”, “us”, “our”, “Asure” or the “Company”) (Nasdaq: ASUR), a leading provider of cloud-based Human Capital Management (“HCM”) software solutions, today reported results for the second quarter ended June 30, 2025.

Second Quarter 2025 Financial Highlights

Revenue of $30.1 million, up 7% year over year, excluding ERTC up 10% from the prior year second quarter
Recurring revenue of $28.6 million versus $27.1 million during the prior year second quarter
Net loss of $6.1 million versus a net loss of $4.4 million during the prior year second quarter
EBITDA⁽¹⁾ of $1.4 million versus $1.3 million during the prior year second quarter
Adjusted EBITDA⁽¹⁾ of $5.2 million versus $4.1 million during the prior year second quarter
Gross profit of $19.9 million versus $18.9 million during the prior year second quarter
Non-GAAP gross profit⁽¹⁾ of $21.9 million (Non-GAAP gross margin⁽¹⁾ of 73%) versus $20.4 million (and 73% in prior year second quarter)

First Half 2025 Financial Highlights

Revenue of $65.0 million, up 9% from prior year first half
Revenue (excluding ERTC revenue) of $64.8 million, up 11% from prior year first half
Recurring revenue of $61.8 million, up 8% from prior year first half
Net loss of $8.5 million versus a net loss of $4.7 million in the prior year first half
EBITDA⁽¹⁾ of $5.6 million versus $5.7 million in the prior year first half
Adjusted EBITDA⁽¹⁾ of $12.6 million versus $10.9 million in the prior year first half
Gross profit of $44.5 million versus $41.5 million in the prior year first half
Non-GAAP gross profit⁽¹⁾ of $48.1 million (margin of 74%) versus $44.2 million (margin of 74%) in prior year first half

Recent Business Highlights

On July 1, 2025 Asure acquired Lathem Time Corporation, a trusted name in employee time and attendance solutions with more than a century of innovation for a purchase price of $39.5 million. The company has transformed into a modern software provider delivering cloud-based time and attendance solutions through its flagship platform PayClock® Online. Lathem’s customer base and go to market strategy of selling direct and via a strong reseller network are complementary to Asure’s focus on growing businesses.

⁽¹⁾This financial measure is not calculated in accordance with GAAP and is defined on page 3 of this press release. A reconciliation of this non-GAAP measure to the most applicable GAAP measure begins on page 11 of this release.

Management Commentary

“We are pleased to report another solid performance for the second quarter where our revenues of $30.1 million increased 7% from the prior year second quarter and excluding the impact of ERTC, revenue growth was 10%. Our results were driven by continued strong performances coming from our Payroll Tax Management product line and improving attach rates of our HCM products,” said Asure Chairman and CEO Pat Goepel.

“We are excited to have completed the acquisition of Lathem Time Corporation on July 1, 2025 which we believe will be a great addition to the Asure product offering. The acquisition is expected to add to the scale of our existing time and attendance business with additional high margin recurring revenue and drive the ability to accelerate further cross-selling opportunities of Asure’s suite of HCM products. Our continued positive momentum, the investments we have made in our technology plus recently acquired products we believe position us well for the continued growth of Asure.”

Third Quarter 2025 and Full Year 2025 Revenue Guidance Ranges

The Company provides guidance for the third quarter of 2025 and increases the full year 2025 revenue range based on the Company’s year-to-date results and recent business trends, including the acquisition of Lathem Time Corporation.

New Guidance for 2025

Guidance Range		Q3-2025		PRIOR FY-2025	NEW FY-2025
Revenue	$	35.0 M – 37.0 M	$	134.0-138.0 M	$138.0 M -142.0 M
Adjusted EBITDA⁽¹⁾	$	7.0M -9.0 M		23%-24%	22% -24%

Management uses GAAP, non-GAAP and adjusted measures when planning, monitoring, and evaluating the Company’s performance. The primary purpose of using non-GAAP and adjusted measures is to provide supplemental information that may prove useful to investors and to enable investors to evaluate the Company’s results in the same way management does.

Management believes that supplementing GAAP disclosures with non-GAAP and adjusted disclosures provides investors with a more complete view of the Company’s operational performance and allows for meaningful period-to-period comparisons and analysis of trends in the Company’s business. Further, to the extent that other companies use similar methods in calculating adjusted financial measures, the provision of supplemental non-GAAP and adjusted information can allow for a comparison of the Company’s relative performance against other companies that also report non-GAAP and adjusted operating results.

Management has not provided a reconciliation of guidance of GAAP to non-GAAP or adjusted disclosures because management is unable to predict the nature and materiality of non-recurring expenses without unreasonable effort.

Management’s projections are based on management’s current beliefs and assumptions about the Company’s business, and the industry and the markets in which it operates; there are known and unknown risks and uncertainties associated with these projections. There can be no assurance that our actual results will not differ from the guidance set forth above. The Company assumes no obligation to update publicly any forward-looking statements, including its 2025 earnings guidance, whether as a result of new information, future events or otherwise. Please refer to the “Use of Forward-Looking Statements” disclosures on page 5 of this press release as well as the risk factors in our quarterly and annual reports on file with the Securities and Exchange Commission for more information about risk that affect our business and industry.

⁽¹⁾This financial measure is not calculated in accordance with GAAP and is defined on page 3 of this press release. A reconciliation of this non-GAAP measure to the most applicable GAAP measure begins on page 11 of this release.

Conference Call Details

Asure management will host a conference call on Thursday, July 31, 2025, at 3:30 pm Central (4:30 pm Eastern). Asure Chairman and CEO Pat Goepel and CFO John Pence will participate in the conference call followed by a question-and-answer session. The conference call will be broadcast live and available for replay via the investor relations section of the Company’s website. Analysts may participate on the conference call by dialing 877-407-9219 or 201-689-8852.

About Asure Software, Inc.

Asure (Nasdaq: ASUR) provides cloud-based Human Capital Management (HCM) software solutions that assist organizations of all sizes in streamlining their HCM processes. Asure’s suite of HCM solutions includes HR, payroll, time and attendance, benefits administration, payroll tax management, and talent management. The company’s approach to HR compliance services incorporates AI technology to enhance scalability and efficiency while prioritizing client interactions. For more information, please visit www.asuresoftware.com.

Non-GAAP and Adjusted Financial Measures

This press release includes information about non-GAAP gross profit, non-GAAP sales and marketing expense, non-GAAP general and administrative expense, non-GAAP research and development expense, EBITDA, EBITDA margin, adjusted EBITDA, and adjusted EBITDA margin. These non-GAAP and adjusted financial measures are measurements of financial performance that are not prepared in accordance with U.S. generally accepted accounting principles and computational methods may differ from those used by other companies. Non-GAAP and adjusted financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read only in conjunction with the Company’s Condensed Consolidated Financial Statements prepared in accordance with GAAP. Non-GAAP and adjusted financial measures are reconciled to GAAP in the tables set forth in this release and are subject to reclassifications to conform to current period presentations.

Non-GAAP gross profit differs from gross profit in that it excludes amortization, share-based compensation, and one-time items.

Non-GAAP sales and marketing expense differs from sales and marketing expense in that it excludes share-based compensation and one-time items.

Non-GAAP general and administrative expense differs from general and administrative expense in that it excludes share-based compensation and one-time items.

Non-GAAP research and development expense differs from research and development expense in that it excludes share-based compensation and one-time items.

EBITDA differs from net income (loss) in that it excludes items such as interest, income taxes, depreciation, and amortization. Asure is unable to predict with reasonable certainty the ultimate outcome of these exclusions without unreasonable effort.

Adjusted EBITDA differs from EBITDA in that it excludes share-based compensation, other income (expense), net and one-time expenses. Asure is unable to predict with reasonable certainty the ultimate outcome of these exclusions without unreasonable effort.

All adjusted and non-GAAP measures presented as “margin” are computed by dividing the applicable adjusted financial measure by total revenue.

Specifically, as applicable to the respective financial measure, management is adjusting for the following items when calculating non-GAAP and adjusted financial measures as applicable for the periods presented. No additional adjustments have been made for potential income tax effects of the adjustments based on the Company’s current and anticipated de minimis effective federal tax rate, resulting from the Company’s continued losses for federal tax purposes and its tax net operating loss balances.

Share-Based Compensation Expenses. The Company’s compensation strategy includes the use of share-based compensation to attract and retain employees and executives. It is principally aimed at aligning their interests with those of our stockholders and at long-term employee retention, rather than to motivate or reward operational performance for any particular period. Thus, share-based compensation expense varies for reasons that are generally unrelated to operational decisions and performance in any particular period.

Depreciation. The Company excludes depreciation of fixed assets. Also included in the expense is the depreciation of capitalized software costs.

Amortization of Purchased Intangibles. The Company views amortization of acquisition-related intangible assets, such as the amortization of the cost associated with an acquired company’s research and development efforts, trade names, customer lists and customer relationships, and acquired lease intangibles, as items arising from pre-acquisition activities determined at the time of an acquisition. While these intangible assets are continually evaluated for impairment, amortization of the cost of purchased intangibles is a static expense, one that is not typically affected by operations during any particular period.

Interest Expense, Net. The Company excludes accrued interest expense, the amortization of debt discounts and deferred financing costs.

Income Taxes. The Company excludes income taxes, both at the federal and state levels.

One-Time Expenses. The Company’s adjusted financial measures exclude the following costs to normalize comparable reporting periods, as these are generally non-recurring expenses that do not reflect the ongoing operational results. These items are typically not budgeted and are infrequent and unusual in nature.

Settlements, Penalties and Interest. The Company excludes legal settlements, including separation agreements, penalties and interest that are generally one-time in nature and not reflective of the operational results of the business.

Acquisition and Transaction Related Costs. The Company excludes these expenses as they are transaction costs and expenses that are generally one-time in nature and not reflective of the underlying operational results of our business. Examples of these types of expenses include legal, accounting, regulatory, other consulting services, severance and other employee costs.

Other non-recurring Expenses. The Company excludes these as they are generally non-recurring items that are not reflective of the underlying operational results of the business and are generally not anticipated to recur. Some examples of these types of expenses, historically, have included write-offs or impairments of assets, demolition of office space and cybersecurity consultants.

Other (Expense) Income, Net. The Company’s adjusted financial measures exclude Other (Expense) Income, Net because it includes items that are not reflective of the underlying operational results of the business, such as loan forgiveness, adjustments to contingent liabilities and credits earned as part of the CARES Act, passed by Congress in the wake of the coronavirus pandemic.

Use of Forward-Looking Statements

This press release contains certain statements made by management that may constitute “forward-looking” statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements about our financial results may include expected or projected U.S GAAP and other operating and non-operating results. The words “believe,” “may,” “will,” “estimate,” “projects,” “anticipate,” “intend,” “expect,” “should,” “plan,” and similar expressions are intended to identify forward-looking statements. Examples of forward-looking statements include statements we make regarding our operating performance, future results of operations and financial position, revenue growth, earnings or other projections. We have based these forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. The achievement or success of the matters covered by such forward-looking statements involves risks, uncertainties and assumptions, over many of which we have no control. If any such risks or uncertainties materialize or if any of the assumptions prove incorrect, our results could differ materially from the results expressed or implied by the forward-looking statements we make. The risks and uncertainties referred to above include—but are not limited to—risks associated with breaches of our security measures; risks related to material weaknesses; possible fluctuations in our financial and operating results; privacy concerns and laws and other regulations may limit the effectiveness of our applications; the financial and other impact of any previous and future acquisitions; domestic and international regulatory developments, including changes to or applicability to our business of privacy and data securities laws, money transmitter laws and anti-money laundering laws; regulatory pressures on economic relief enacted as a result of the COVID-19 pandemic that change or cause different interpretations with respect to eligibility for such programs; risk of our software and solutions not functioning adequately; interruptions, delays or changes in our services or our Web hosting; potential debt incurred to meet future capital requirements; volatility and weakness in bank and capital markets; access to additional capital; significant costs as a result of operating as a public company; the expiration of Employee Retention Tax Credits (“ERTC”) and the impact of the Internal Revenue Service recent measures regarding ERTC claims and the corresponding cash collections of existing receivables; the inability to continue to release timely updates for changes in laws; the inability to develop new and improved versions of our services and technological developments; customer’s nonrenewal of their agreements and other similar changes could negatively impact revenue, operating results and financial conditions; the exposure of market, interest, credit and liquidity risk on client funds held in trust; our operations in highly competitive markets; risk that our clients could have insufficient funds that could result in limitations in the ability to transmit ACH transactions; impairment of intangible assets; litigation and any related claims, negotiations and settlements, including with respect to intellectual property matters or industry-specific regulations; various financial aspects of our Software-as-a-Service model; adverse effects to our business a result of claims, lawsuits, and other proceedings; issues in the use of artificial intelligence in our HCM products and services; adverse changes to financial accounting standards to us; inability to maintain third-party licensed software; evolving regulation of the Internet, changes in the infrastructure underlying the Internet or interruptions in Internet; factors affecting our deferred tax assets and ability to value and utilize them; the nature of our business model; inability to adopt new or correctly interpret existing money service and money transmitter business status; our ability to hire, retain and motivate employees and manage our growth; interruptions to supply chains and extended shut down of businesses; potential enactment of adverse tax laws, regulation, political, economic and social factors; potential sales of a substantial number of shares of our common stock along with its volatility; risks associate with potential equity-related transactions including dividends, rights under the stockholder plan to discourage certain actions and other impacts as a result of actions of our stockholders.

Please review the Company’s risk factors in its annual report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 6, 2025 and its quarterly report on Form 10Q filed with the SEC on May 01, 2025 and July 31, 2025.

The forward-looking statements, including the financial guidance and 2025 outlook, contained in this press release represent the judgment of the Company as of the date of this press release, and the Company expressly disclaims any intent, obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in the Company’s expectations with regard to these forward looking statements or any change in events, conditions or circumstances on which any such statements are based. © 2025 Asure Software, Inc. All rights reserved


ASURE SOFTWARE, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except per share amounts)

	June 30, 2025			December 31, 2024

ASSETS
Current assets:
Cash , cash equivalents, and restricted cash	$	66,000		$	21,425
Accounts receivable, net of allowance for credit losses of $7,279 and $6,328 at June 30, 2025 and December 31, 2024, respectively		13,623			18,154
Inventory		142			195
Prepaid expenses and other current assets		5,838			4,888
Total current assets before funds held for clients		85,603			44,662
Funds held for clients		213,972			192,615
Total current assets		299,575			237,277
Property and equipment, net		23,282			19,669
Goodwill		94,724			94,724
Intangible assets, net		69,596			69,114
Operating lease assets, net		4,748			4,041
Other assets, net		13,640			11,813
Total assets	$	505,565		$	436,638
LIABILITIES AND STOCKHOLDERS’EQUITY
Current liabilities:
Current portion of notes payable	$	3,032		$	7,008
Accounts payable		1,595			1,364
Accrued compensation and benefits		2,881			4,485
Operating lease liabilities, current		1,452			1,438
Other accrued liabilities		7,784			6,600
Deferred revenue		3,724			8,363
Total current liabilities before client fund obligations		20,468			29,258
Client fund obligations		214,839			194,378
Total current liabilities		235,307			223,636
Long-term liabilities:
Deferred revenue		2,635			3,430
Deferred tax liability		3,746			2,612
Notes payable, net of current portion		64,350			5,709
Operating lease liabilities, noncurrent		4,200			3,578
Other liabilities		1,075			358
Total long-term liabilities		76,006			15,687
Total liabilities		311,313			239,323
Stockholders’ equity:
Preferred stock, $0.01 par value; 1,500 shares authorized; none issued or outstanding		—			—
Common stock, $0.01 par value; 44,000 shares authorized; 27,365 and 26,671 shares issued, 27,365 and 26,671 shares outstanding at June 30, 2025 and December 31, 2024, respectively		274			267
Treasury stock at cost, zero⁽¹⁾shares at June 30, 2025 and December 31, 2024		—			—
Additional paid-in capital		509,630			504,849
Accumulated deficit		(315,747	)		(307,226	)
Accumulated other comprehensive income (loss)		95			(575	)
Total stockholders’ equity		194,252			197,315
Total liabilities and stockholders’ equity	$	505,565		$	436,638
(1) The aggregate Treasury stock of prior repurchases of the Company’s own common stock was retired and subsequently issued effective January 1, 2024. See the Consolidated Statement of Changes in Stockholders’ Equity for the impact of this transaction.


ASURE SOFTWARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (in thousands, except per share amounts)

	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025			2024

Revenue:
Recurring	$	28,596		$	27,051		$	61,783		$	57,324
Professional services, hardware and other		1,528			993			3,195			2,372
Total revenue		30,124			28,044			64,978			59,696
Cost of sales		10,213			9,176			20,459			18,221
Gross profit		19,911			18,868			44,519			41,475
Operating expenses:
Sales and marketing		8,149			6,924			16,535			14,691
General and administrative		10,968			10,118			22,868			20,181
Research and development		1,273			1,962			3,302			3,731
Amortization of intangible assets		4,173			4,046			8,481			7,495
Total operating expenses		24,563			23,050			51,186			46,098
Loss from operations		(4,652	)		(4,182	)		(6,667	)		(4,623	)
Interest income		277			261			448			597
Interest expense		(809	)		(208	)		(1,260	)		(388	)
Other income, net		(96	)		—			92			10
Loss from operations before income taxes		(5,280	)		(4,129	)		(7,387	)		(4,404	)
Income tax expense		843			231			1,134			264
Net loss		(6,123	)		(4,360	)		(8,521	)		(4,668	)
Other comprehensive income (loss):
Unrealized gain (loss) on marketable securities		228			9			670			(235	)
Comprehensive loss	$	(5,895	)	$	(4,351	)	$	(7,851	)	$	(4,903	)

Basic and diluted loss per share
Basic	$	(0.22	)	$	(0.17	)	$	(0.31	)	$	(0.18	)
Diluted	$	(0.22	)	$	(0.17	)	$	(0.31	)	$	(0.18	)

Weighted average basic and diluted shares
Basic		27,237			25,840			27,100			25,587
Diluted		27,237			25,840			27,100			25,587


ASURE SOFTWARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands)

	Six Months Ended June 30,
	2025			2024
Cash flows from operating activities:
Net loss	$	(8,521	)	$	(4,668	)
Adjustments to reconcile loss to net cash provided by (used in) operations:
Depreciation and amortization		12,155			10,359
Amortization of operating lease assets		740			677
Amortization of debt financing costs and discount		537			302
Non-cash interest expense		724			—
Net accretion of discounts on available-for-sale securities		(236	)		(170	)
Provision for expected losses		20			107
Provision for deferred income taxes		1,134			255
Loss on extinguishment of debt		103			—
Net realized gains on sales of available-for-sale securities		(1,310	)		(1,294	)
Share-based compensation		3,754			3,390
Gain on disposals of long-term assets		(7	)		—
Changes in operating assets and liabilities:
Accounts receivable		4,512			(2,178	)
Inventory		53			(108	)
Prepaid expenses and other assets		(1,462	)		(1,636	)
Operating lease right-of-use assets		21			98
Accounts payable		232			(1,330	)
Accrued expenses and other long-term obligations		(1,039	)		(1,858	)
Operating lease liabilities		(825	)		(374	)
Deferred revenue		(5,434	)		(3,291	)
Net cash provided by (used in) operating activities		5,151			(1,719	)
Cash flows from investing activities:
Acquisition of intangible assets		(6,346	)		(4,097	)
Purchases of property and equipment		(393	)		(375	)
Software capitalization costs		(6,470	)		(5,042	)
Purchases of available-for-sale securities		(12,304	)		(6,462	)
Proceeds from sales and maturities of available-for-sale securities		7,699			8,617
Net cash used in investing activities		(17,814	)		(7,359	)
Cash flows from financing activities:
Proceeds from notes payable, net of issuance costs		57,982			—
Payments of notes payable		(5,000	)		—
Debt extinguishment costs		(100	)		—
Payments made on amounts due for the acquisition of intangibles		(1,280	)		(236	)
Net proceeds from issuance of common stock		1,034			572
Capital raise fees		—			(46	)
Net change in client fund obligations		20,461			(28,225	)
Net cash provided by (used in) financing activities		73,097			(27,935	)
Net increase in cash, cash equivalents, restricted cash, and restricted cash equivalents		60,434			(37,013	)
Cash, cash equivalents, restricted cash and restricted cash equivalents, beginning of period		145,712			177,622
Cash, cash equivalents, restricted cash and restricted cash equivalents, end of period	$	206,146		$	140,609


ASURE SOFTWARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (continued) (in thousands)

	Six Months Ended June 30,
	2025		2024

Reconciliation of cash, cash equivalents, restricted cash, and restricted cash equivalents to the Condensed Consolidated Balance Sheets
Cash, cash equivalents, and restricted cash	$	66,000	$	20,736
Restricted cash and restricted cash equivalents included in funds held for clients		140,146		119,873
Total cash, cash equivalents, restricted cash, and restricted cash equivalents	$	206,146	$	140,609

Supplemental information:
Cash paid for interest	$	498	$	—

Non-cash investing and financing activities:
Acquisition of intangible assets	$	1,884	$	5,450
Notes payable issued for acquisitions	$	1,150	$	1,423
Shares issued for acquisitions	$	—	$	4,863


ASURE SOFTWARE, INC. RECONCILIATION OF NON-GAAP AND ADJUSTED FINANCIAL MEASURES (unaudited)

(in thousands)	Q2-25			Q1-25			Q4-24			Q3-24			Q2-24			Q1-24			Q4-23			Q2-23
Revenue⁽¹⁾	$	30,124		$	34,854		$	30,792		$	29,304		$	28,044		$	31,652		$	26,264		$	30,420

Gross Profit to non-GAAP Gross Profit
Gross Profit	$	19,911		$	24,608		$	20,928		$	19,704		$	18,868		$	22,607		$	17,839		$	22,018
Gross Margin		66.1	%		70.6	%		68.0	%		67.2	%		67.3	%		71.4	%		67.9	%		72.4	%

Share-based Compensation		46			44			44			44			43			40			32			46
Depreciation		1,378			1,369			1,190			1,232			1,145			1,110			921			1,309
Amortization – intangibles		370			50			50			50			50			50			50			50
One-time expenses
Settlements, penalties & interest		46			29			25			2			3			—			(6	)		—
Acquisition and transaction costs		—			167			221			367			264			39			—			—
Other non-recurring expenses		106			—			84			—			—			—			—			—
Non-GAAP Gross Profit	$	21,857		$	26,267		$	22,542		$	21,399		$	20,373		$	23,846		$	18,836		$	23,423
Non-GAAP Gross Margin		72.6	%		75.4	%		73.2	%		73.0	%		72.6	%		75.3	%		71.7	%		77.0	%

Sales and Marketing Expense to non-GAAP Sales and Marketing Expense
Sales and Marketing Expense	$	8,149		$	8,386		$	6,945		$	6,680		$	6,924		$	7,767		$	6,422		$	8,515

Share-based Compensation		332			322			251			269			237			243			180			149
Depreciation		1			1			—			1			—			1			1			—
One-time expenses
Settlements, penalties & interest		40			51			78			(5	)		5			18			6			4
Acquisition and transaction costs		30			30			9			68			37			11			—			—
Other non-recurring expenses		164			—			52			—			—			—			—			180
Non-GAAP Sales and Marketing Expense	$	7,582		$	7,982		$	6,555		$	6,347		$	6,645		$	7,494		$	6,235		$	8,182

General and Administrative Expense to non-GAAP General and Administrative Expense
General and Administrative Expense	$	10,968		$	11,900		$	9,940		$	10,378		$	10,118		$	10,063		$	9,747		$	10,336

Share-based Compensation		1,419			1,407			1,081			1,187			1,122			1,535			980			1,298
Depreciation		261			244			269			264			256			251			225			234
One-time expenses
Settlements, penalties & interest		365			492			142			377			304			98			284			432
Acquisition and transaction costs		812			491			282			371			245			57			51			—
Other non-recurring expenses		189			136			220			253			—			86			53			453
Non-GAAP General and Administrative Expense	$	7,922		$	9,130		$	7,946		$	7,926		$	8,191		$	8,036		$	8,154		$	7,919

Research and Development Expense to non-GAAP Research and Development Expense
Research and Development Expense	$	1,273		$	2,029		$	2,103		$	1,973		$	1,962		$	1,769		$	1,739		$	1,325

Share-based Compensation		94			90			87			90			86			85			69			89
Depreciation		(1	)		1			—		$	—		$	—		$	—		$	—		$	—
One-time expenses
Settlements, penalties & interest		33			9			21			—			27			31			—			—
Acquisition and transaction costs		—			91			153			195			369			147			—			—
Other non-recurring expenses		35			—			29			—			—			—			—			—
Non-GAAP Research and Development Expense	$	1,112		$	1,838		$	1,813		$	1,688		$	1,480		$	1,506		$	1,670		$	1,236

⁽¹⁾Note that first quarters are seasonally strong as recurring year-end W2/ACA revenue is recognized in this period.


ASURE SOFTWARE, INC. RECONCILIATION OF NON-GAAP AND ADJUSTED FINANCIAL MEASURES (cont.) (unaudited)

(in thousands)	Q2-25			Q1-25			Q4-24			Q3-24			Q2-24			Q1-24			Q4-23			Q3-23
Revenue⁽¹⁾	$	30,124		$	34,854		$	30,792		$	29,304		$	28,044		$	31,652		$	26,264		$	29,334

GAAP Net Loss to Adjusted EBITDA
GAAP Net Loss	$	(6,123	)	$	(2,398	)	$	(3,204	)	$	(3,901	)	$	(4,360	)	$	(308	)	$	(3,582	)	$	(2,206	)

Interest expense, net		532			280			211			109			(53	)		(156	)		(24	)		782
Income taxes		843			291			499			170			231			33			(158	)		(123	)
Depreciation		1,640			1,614			1,460			1,497			1,402			1,361			1,148			1,185
Amortization – intangibles		4,543			4,358			4,482			4,345			4,096			3,499			3,743			3,384
EBITDA	$	1,435		$	4,145		$	3,448		$	2,220		$	1,316		$	4,429		$	1,127		$	3,022
EBITDA Margin		4.8	%		11.9	%		11.2	%		7.6	%		4.7	%		14.0	%		4.3	%		10.3	%

Share-based Compensation		1,891			1,863			1,463			1,591			1,488			1,902			1,260			1,251
One Time Expenses
Settlements, penalties & interest		484			581			266			375			339			147			283			140
Acquisition and transaction costs		842			779			665			1,001			914			254			51			—
Other non-recurring expenses		494			136			385			253			—			86			53			—
Other expense (income), net		96			(188	)		2			—			—			(10	)		1			1,800
Adjusted EBITDA	$	5,242		$	7,316		$	6,229		$	5,440		$	4,057		$	6,808		$	2,775		$	6,213
Adjusted EBITDA Margin		17.4	%		21.0	%		20.2	%		18.6	%		14.5	%		21.5	%		10.6	%		21.2	%

⁽¹⁾Note that first quarters are seasonally strong as recurring year-end W2/ACA revenue is recognized in this period.

Investor Relations Contact
Patrick McKillop
Vice President, Investor Relations
617-335-5058
patrick.mckillop@asuresoftware.com

The MIL Network –

August 5, 2025

MIL-OSI: Monolithic Power Systems Provides Earnings Commentary for the Quarter Ended June 30, 2025

Source: GlobeNewswire (MIL-OSI)

KIRKLAND, Wash., July 31, 2025 (GLOBE NEWSWIRE) — MPS will report its results after the market closes on July 31, 2025 and host a question-and-answer webinar at 2:00 p.m. PT / 5:00 p.m. ET. The live event will be held via a Zoom webcast, which can be accessed at https://mpsic.zoom.us/j/98147401910.

Q2 2025 Financial Summary					(Unaudited)
GAAP

	Q2’25	Q1’25	Q2’24	QoQ Change	YoY Change
Revenue ($k)	$664,574	$637,554	$507,431	Up 4.2%	Up 31.0%
Gross Margin	55.1%	55.4%	55.3%	Down 0.3 pts	Down 0.2 pts
Opex ($k)	$201,258	$184,471	$164,042	Up 9.1%	Up 22.7%
Operating Margin	24.8%	26.5%	23.0%	Down 1.7 pts	Up 1.8 pts
Net income ($k)	$133,726	$133,791	$100,366	Flat	Up 33.2%
Diluted EPS	$2.78	$2.79	$2.05	Down 0.4%	Up 35.6%

Non-GAAP

	Q2’25	Q1’25	Q2’24	QoQ Change	YoY Change
Revenue ($k)	$664,574	$637,554	$507,431	Up 4.2%	Up 31.0%
Gross Margin	55.5%	55.7%	55.7%	Down 0.2 pts	Down 0.2 pts
Opex ($k)	$137,604	$133,526	$111,667	Up 3.1%	Up 23.2%
Operating Margin	34.8%	34.7%	33.7%	Up 0.1 pts	Up 1.1 pts
Net income ($k)	$202,180	$193,813	$155,076	Up 4.3%	Up 30.4%
Diluted EPS	$4.21	$4.04	$3.17	Up 4.2%	Up 32.8%
Tax Rate	15.0%	15.0%	12.5%	Flat	Up 2.5 pts

Revenue by End Market

	Revenue				YoY Change					% of Revenue
End Market ($M)	Q2’25		Q2’24		$			%		Q2’25		Q2’24
Storage & Computing		$195.3		$114.9		$80.4		70.0	%	29.4	%	22.7	%
Automotive		145.1		87.2		57.9		66.4	%	21.8		17.2
Enterprise Data		144.0		187.2		(43.2	)	(23.1	%)	21.7		36.9
Communications		73.8		43.6		30.2		69.3	%	11.1		8.5
Consumer		59.7		42.2		17.5		41.5	%	9.0		8.3
Industrial		46.7		32.3		14.4		44.6	%	7.0		6.4
Total		$664.6		$507.4		$157.2		31.0	%	100	%	100	%

Ongoing Business Conditions

In Q2 2025, MPS achieved record quarterly revenue of $664.6 million, 4.2% higher than revenue in the first quarter of 2025 and 31.0% higher than revenue in the second quarter of 2024.

Our performance during the quarter reflected the resilience of our diversified market strategy as we continued to see strong broad-based ordering patterns.

Q2 2025 highlights include:

We continued to see diversified revenue growth across all our end markets.
We began initial shipments of our power solutions to support our customers new ASIC based AI products.
Storage and Compute revenue grew sequentially off a strong Q1 as we continued to see demand for both memory and notebook power solutions.

MPS continues to focus on innovation, solving our customers’ most challenging problems, and maintaining the highest level of quality. We continue to invest in new technology, expand into new markets, and to diversify our end-market applications and global supply chain. This will allow us to capture future growth opportunities, maintain supply stability, and swiftly adapt to market changes as they occur.

“Our proven, long-term growth strategy remains intact as we continue our transformation from being a chip-only, semiconductor supplier to a full service, silicon-based solutions provider,” said Michael Hsing, CEO and founder of MPS.

Q2’25 Revenue Results

MPS reported second quarter revenue of $664.6 million, 4.2% higher than the first quarter of 2025 and 31.0% higher than the second quarter of 2024. Compared with the first quarter of 2025, sales improved sequentially across all end markets.

Second quarter 2025 Industrial revenue of $46.7 million increased 9.6% from the first quarter of 2025 primarily due to higher sales for instrumentation and security applications. Second quarter 2025 Industrial revenue was up 44.6% year over year. Industrial revenue represented 7.0% of our total second quarter 2025 revenue compared with 6.7% in the first quarter of 2025.

In our Enterprise Data market, second quarter 2025 revenue of $144.0 million increased 8.4% from the first quarter of 2025 from higher sales of our power management solutions for AI and server applications. Second quarter 2025 Enterprise Data revenue was down 23.1% year over year. Enterprise Data revenue represented 21.7% of our total second quarter 2025 revenue compared with 20.8% in the first quarter of 2025. Second quarter 2025 Consumer revenue of $59.7 million increased 4.9% from the first quarter of 2025 primarily from higher sales in monitors and gaming solutions. Second quarter 2025 Consumer revenue was up 41.5% year over year. Consumer revenue represented 9.0% of our total second quarter 2025 revenue compared with 8.9% in the first quarter of 2025.

Second quarter 2025 Storage and Computing revenue of $195.3 million increased 3.6% from the first quarter of 2025. The sequential increase was primarily driven by higher sales of power solutions for notebooks as well as memory. Second quarter 2025 Storage and Computing revenue was up 70.0% year over year. Storage and Computing revenue represented 29.4% of MPS’s second quarter 2025 revenue compared with 29.6% in the first quarter of 2025.

Second quarter 2025 Communications revenue of $73.8 million was up 2.8% from the first quarter of 2025 primarily on higher sales of power solutions for optical modules and routers. Second quarter 2025 Communications revenue was up 69.3% year over year. Communications sales represented 11.1% of our total second quarter 2025 revenue compared with 11.3% the first quarter of 2025.

Second quarter Automotive revenue of $145.1 million increased 0.1% from the from the first quarter of 2025. Second quarter 2025 Automotive revenue was up 66.4% year over year. Automotive revenue represented 21.8% of MPS’s second quarter 2025 revenue compared with 22.7% in the first quarter of 2025.

Q2’25 Gross Margin & Operating Income

GAAP gross margin was 55.1%, down 0.3 percentage points compared to the first quarter of 2025. Our GAAP operating income was $164.8 million compared to $168.8 million reported in the first quarter of 2025.

Non-GAAP gross margin for the second quarter of 2025 was 55.5%, down 0.2 percentage points compared to the first quarter of 2025. Our non-GAAP operating income was $231.2 million compared to $221.5 million reported in the first quarter of 2025.

Q2’25 Operating Expenses

Our GAAP operating expenses were $201.3 million in the second quarter of 2025 compared with $184.5 million in the first quarter of 2025.

Our Non-GAAP operating expenses were $137.6 million, up from $133.5 million in the first quarter of 2025.

The differences between non-GAAP operating expenses and GAAP operating expenses for the quarters discussed here are primarily stock-based compensation and related expenses and deferred compensation plan expense.

Total stock-based compensation and related expenses, including approximately $1.9 million charged to cost of goods sold, was $60.3 million compared with $53.8 million recorded in the first quarter of 2025.

The Bottom Line

Second quarter 2025 GAAP net income was $133.7 million or $2.78 per fully diluted share, compared with $133.8 million or $2.79 per share in the first quarter of 2025.

Second quarter 2025 non-GAAP net income was $202.2 million or $4.21 per fully diluted share, compared with $193.8 million or $4.04 per fully diluted share in the first quarter of 2025.

Second quarter 2025 non-GAAP tax rate of 15% was flat to the first quarter of 2025.

There were 48 million fully diluted shares outstanding at the end of the second quarter of 2025.

Balance Sheet and Cash Flow

Cash, cash equivalents and short-term investments were $1,146.1 million at the end of the second quarter of 2025 compared to $1,026.7 million at the end of the first quarter of 2025. For the second quarter of 2025, MPS generated operating cash flow of $237.6 million compared with the first quarter of 2025 operating cash flow of $256.4 million.

Accounts receivable at the end of the second quarter of 2025 were $194.8 million, representing 27 days of sales outstanding, which was 4 days lower than the 31 days reported at the end of the first quarter of 2025.

Our internal inventories at the end of the second quarter of 2025 were $490.6 million, up from $454.8 million at the end of the first quarter of 2025. Days of inventory of 150 days at the end of the second quarter of 2025 was 4 days higher than at the end of the first quarter of 2025.

We continue to manage our internal inventories, balancing the uncertainty in the market with being prepared to capture market upturns as they occur. Comparing current inventory levels using next quarter’s projected revenue, days of inventory at the end of the second quarter of 139 days was flat to the end of the first quarter of 2025.

Selected Balance Sheet and Inventory Data				(Unaudited)

	Q2’25	Q1’25	Q2’24
Cash, Cash Equivalents, and Short-Term Investments	$ 1,146.1 M	$ 1,026.7 M	$ 1,307.2 M
Operating Cash Flow	$ 237.6 M	$ 256.4 M	$ 141.0 M
Accounts Receivable	$ 194.8 M	$ 214.9 M	$ 157.9 M
Days of Sales Outstanding	27 Days	31 Days	28 Days
Internal Inventories	$ 490.6 M	$ 454.8 M	$ 426.8 M
Days of Inventory (current quarter revenue)	150 Days	146 Days	171 Days
Days of Inventory (next quarter revenue)	139 Days	139 Days	140 Days

Q3’25 Business Outlook

For the third quarter of 2025 ending September 30, we are forecasting:

Revenue in the range of $710 million to $730 million.
GAAP gross margin in the range of 54.9% to 55.5%.
Non-GAAP gross margin in the range of 55.2% to 55.8%, which excludes the impact from stock-based compensation and related expenses as well as the impact from amortization of acquisition-related intangible assets.
Total stock-based compensation and related expenses in the range of $60.1 million to $62.1 million including approximately $1.8 million that would be charged to cost of goods sold.
GAAP operating expenses between $201.3 million and $207.3 million.
Non-GAAP operating expenses in the range of $143.0 million to $147.0 million. This estimate excludes stock-based compensation and related expenses in the range of $58.3 million to $60.3 million.
Interest and other income in the range from $6.4 million to $6.8 million before foreign exchange gains or losses.
Non-GAAP tax rate of 15% for 2025.
Fully diluted shares outstanding in the range of 47.9 to 48.3 million shares.

For further information, contact:
Bernie Blegen
Executive Vice President and Chief Financial Officer
Monolithic Power Systems, Inc.
408-826-0777
MPSInvestor.Relations@monolithicpower.com

Safe Harbor Statement

This earnings commentary contains, and statements that will be made during the accompanying webinar will contain, forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995, including under the “Q3’25 Business Outlook” section herein, our statement regarding our business focus, our statement regarding the expansion and diversification of our global supply chain, our statement regarding the expected ramping of ASIC AI power products, our statement regarding geographically balanced capacity, our statement regarding our ability to capture future growth opportunities, maintain supply stability and swiftly adapt to market changes as they occur, and the quote from our CEO and founder, including, among other things, (i) projected revenue, GAAP and non-GAAP gross margin, GAAP and non-GAAP operating expenses, stock-based compensation and related expenses, amortization of acquisition-related intangible assets, other income before foreign exchange gains or losses, and fully diluted shares outstanding, (ii) our outlook for the third quarter of fiscal year 2025 and the near-term, medium-term and long-term prospects of MPS, including our ability to adapt to changing market conditions, performance against our business plan, our ability to grow despite the various challenges facing our business, our industry and the global economic environment, revenue growth in certain of our end markets, potential new business segments, our continued investment in research and development (“R&D”), expected revenue growth, customers’ acceptance of our new product offerings, the prospects of our new product development, our expectations regarding market and industry trends and prospects, and our projected expansion of capacity and the impact it may have on our business, (iii) our ability to penetrate new markets and expand our market share, (iv) the seasonality of our business, (v) our ability to reduce our expenses, and (vi) statements regarding the assumptions underlying or relating to any statement described in (i), (ii), (iii), (iv), or (v). These forward-looking statements are not historical facts or guarantees of future performance or events, are based on current expectations, estimates, beliefs, assumptions, goals, and objectives, and involve significant known and unknown risks, uncertainties and other factors that may cause actual results to be materially different from the results expressed by these statements. Readers of this earnings commentary and listeners to the accompanying conference call are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date hereof. Factors that could cause actual results to differ include, but are not limited to, continued uncertainties in the global economy, including due to the Russia-Ukraine and Middle East conflicts, global tariffs and retaliatory measures and announcements regarding same, inflation, consumer sentiment and other factors; adverse events arising from orders or regulations of governmental entities, including such orders or regulations that impact our customers or suppliers, and adoption of new or amended accounting standards; adverse changes in laws and government regulations such as tariffs on imports of foreign goods, export regulations and export classifications, and tax laws (including the recent H.R.1 Act signed into law on July 4, 2025) or the interpretation of same, including in foreign countries where MPS has offices or operations; the effect of export controls, trade and economic sanctions regulations and other regulatory or contractual limitations on our ability to sell or develop our products in certain foreign markets, particularly in China; our ability to obtain governmental licenses and approvals for international trading activities or technology transfers, including export licenses; acceptance of, or demand for, our products, in particular the new products launched recently, being different than expected; our ability to increase market share in our targeted markets; difficulty in predicting or budgeting for future customer demand and channel inventories, expenses and financial contingencies (including as a result of any continuing impact from the Russia-Ukraine and Middle East conflicts); our ability to efficiently and effectively develop new products and receive a return on our R&D expense investment; our ability to attract new customers and retain existing customers; our ability to meet customer demand for our products due to constraints on our third-party suppliers’ ability to manufacture sufficient quantities of our products or otherwise; our ability to expand manufacturing capacity to support future growth; adverse changes in production and testing efficiency of our products; any political, cultural, military, regulatory, economic, foreign exchange and operational changes in China, where a significant portion of our manufacturing capacity comes from; any market disruptions or interruptions in our schedule of new product development releases; our ability to manage our inventory levels; adequate supply of our products from our third-party manufacturing partners; adverse changes or developments in the semiconductor industry generally, which is cyclical in nature, and our ability to adjust our operations to address such changes or developments; the ongoing consolidation of companies in the semiconductor industry; competition generally and the increasingly competitive nature of our industry; our ability to realize the anticipated benefits of companies and products that MPS acquires, and our ability to effectively and efficiently integrate these acquired companies and products into our operations; the risks, uncertainties and costs of litigation in which MPS is involved; the outcome of any upcoming trials, hearings, motions and appeals; the adverse impact on our financial performance if its tax and litigation provisions are inadequate; our ability to effectively manage our growth and attract and retain qualified personnel; the effect of epidemics and pandemics on the global economy and on our business; the risks associated with the financial market, economy, global tariffs and retaliatory measures and announcements regarding same, and geopolitical uncertainties, including the Russia-Ukraine and Middle East conflicts; and other important risk factors identified under the caption “Risk Factors” and elsewhere in our Securities and Exchange Commission (“SEC”) filings, including, but not limited to, our Annual Report on Form 10-K filed with the SEC on March 3, 2025. MPS assumes no obligation to update the information in this earnings commentary or in the accompanying webinar.

Non-GAAP Financial Measures

This earnings commentary contains references to certain non-GAAP financial measures. Non-GAAP net income, non-GAAP net income per share, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income, non-GAAP other income, net, and non-GAAP income before income taxes differ from net income, net income per share, gross margin, operating expenses, other income, net, operating income and income before income taxes determined in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”). Non-GAAP net income and non-GAAP net income per share exclude the effect of stock-based compensation and related expenses, which include stock-based compensation expense and employer payroll taxes in relation to the stock-based compensation, net deferred compensation plan expense, amortization of acquisition-related intangible assets and related tax effects. Non-GAAP gross margin excludes the effect of stock-based compensation and related expenses, amortization of acquisition-related intangible assets and deferred compensation plan expense. Non-GAAP operating expenses exclude the effect of stock-based compensation and related expenses, amortization of acquisition-related intangible assets and deferred compensation plan expense. Non-GAAP operating income excludes the effect of stock-based compensation and related expenses, amortization of acquisition-related intangible assets and deferred compensation plan expense. Non-GAAP other income, net excludes the effect of deferred compensation plan income. Non-GAAP income before income taxes excludes the effect of stock-based compensation and related expenses, amortization of acquisition-related intangible assets and net deferred compensation plan expense. Projected non-GAAP gross margin excludes the effect of stock-based compensation and related expenses, and amortization of acquisition-related intangible assets. Projected non-GAAP operating expenses exclude the effect of stock-based compensation and related expenses. These non-GAAP financial measures are not prepared in accordance with GAAP and should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. A schedule reconciling non-GAAP financial measures is included at the end of this press release. MPS utilizes both GAAP and non-GAAP financial measures to assess what it believes to be its core operating performance and to evaluate and manage its internal business and assist in making financial operating decisions. MPS believes that the inclusion of non-GAAP financial measures, together with GAAP measures, provides investors with an alternative presentation useful to investors’ understanding of MPS’s core operating results and trends. Additionally, MPS believes that the inclusion of non-GAAP measures, together with GAAP measures, provides investors with an additional dimension of comparability to similar companies. However, investors should be aware that non-GAAP financial measures utilized by other companies are not likely to be comparable in most cases to the non-GAAP financial measures used by MPS. See the GAAP to Non-GAAP reconciliations in the tables set forth below.

RECONCILIATION OF NET INCOME TO NON-GAAP NET INCOME (Unaudited, in thousands, except per share amounts)

	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Net income	$	133,726	$	100,366	$	267,517	$	192,907

Adjustments to reconcile net income to non-GAAP net income:
Stock-based compensation and related expenses		60,280		52,704		114,091		104,473
Amortization of acquisition-related intangible assets		320		372		640		663
Deferred compensation plan expense, net		281		106		275		153
Tax effect		7,573		1,528		13,470		(5,628	)
Non-GAAP net income	$	202,180	$	155,076	$	395,993	$	292,568

Non-GAAP net income per share:
Basic	$	4.22	$	3.19	$	8.27	$	6.01
Diluted	$	4.21	$	3.17	$	8.25	$	5.98

Shares used in the calculation of non-GAAP net income per share:
Basic		47,887		48,687		47,869		48,660
Diluted		48,019		48,945		48,012		48,935

RECONCILIATION OF GROSS MARGIN TO NON-GAAP GROSS MARGIN (Unaudited, in thousands)

	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025			2024
Gross profit	$	366,016		$	280,578		$	719,246		$	533,019
Gross margin		55.1	%		55.3	%		55.2	%		55.2	%

Adjustments to reconcile gross profit to non-GAAP gross profit:
Stock-based compensation and related expenses		1,915			1,635			3,621			3,535
Amortization of acquisition-related intangible assets		287			339			574			597
Deferred compensation plan expense		605			100			442			540
Non-GAAP gross profit	$	368,823		$	282,652		$	723,883		$	537,691
Non-GAAP gross margin		55.5	%		55.7	%		55.6	%		55.7	%

RECONCILIATION OF OPERATING EXPENSES TO NON-GAAP OPERATING EXPENSES (Unaudited, in thousands)

	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025			2024
Total operating expenses	$	201,258		$	164,042		$	385,729		$	320,996

Adjustments to reconcile total operating expenses to non-GAAP total operating expenses:
Stock-based compensation and related expenses		(58,365	)		(51,069	)		(110,470	)		(100,938	)
Amortization of acquisition-related intangible assets		(33	)		(33	)		(66	)		(66	)
Deferred compensation plan expense		(5,256	)		(1,273	)		(4,063	)		(4,899	)
Non-GAAP operating expenses	$	137,604		$	111,667		$	271,130		$	215,093

RECONCILIATION OF OPERATING INCOME TO NON-GAAP OPERATING INCOME (Unaudited, in thousands)

	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Total operating income	$	164,758	$	116,536	$	333,517	$	212,023

Adjustments to reconcile total operating income to non-GAAP total operating income:
Stock-based compensation and related expenses		60,280		52,704		114,091		104,473
Amortization of acquisition-related intangible assets		320		372		640		663
Deferred compensation plan expense		5,861		1,373		4,505		5,439
Non-GAAP operating income	$	231,219	$	170,985	$	452,753	$	322,598

RECONCILIATION OF OTHER INCOME, NET, TO NON-GAAP OTHER INCOME, NET (Unaudited, in thousands)

	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025			2024
Total other income, net	$	12,220		$	7,512		$	17,351		$	17,052

Adjustments to reconcile other income, net to non-GAAP other income, net:
Deferred compensation plan income		(5,580	)		(1,266	)		(4,230	)		(5,285	)
Non-GAAP other income, net	$	6,640		$	6,246		$	13,121		$	11,767

RECONCILIATION OF INCOME BEFORE INCOME TAXES TO NON-GAAP INCOME BEFORE INCOME TAXES (Unaudited, in thousands)

	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Total income before income taxes	$	176,978	$	124,048	$	350,868	$	229,075

Adjustments to reconcile income before income taxes to non-GAAP income before income taxes:
Stock-based compensation and related expenses		60,280		52,704		114,091		104,473
Amortization of acquisition-related intangible assets		320		372		640		663
Deferred compensation plan expense, net		281		106		275		153
Non-GAAP income before income taxes	$	237,859	$	177,230	$	465,874	$	334,364

2025 THIRD QUARTER OUTLOOK RECONCILIATION OF GROSS MARGIN TO NON-GAAP GROSS MARGIN (Unaudited)

	Three Months Ending
	September 30, 2025
	Low			High
Gross margin		54.9	%		55.5	%
Adjustment to reconcile gross margin to non-GAAP gross margin:
Stock-based compensation and other expenses		0.3	%		0.3	%
Non-GAAP gross margin		55.2	%		55.8	%

RECONCILIATION OF OPERATING EXPENSES TO NON-GAAP OPERATING EXPENSES (Unaudited, in thousands)

	Three Months Ending
	September 30, 2025
	Low			High
Operating expenses	$	201,300		$	207,300
Adjustments to reconcile operating expenses to non-GAAP operating expenses:
Stock-based compensation and other expenses		(58,300	)		(60,300	)
Non-GAAP operating expenses	$	143,000		$	147,000

The MIL Network –

August 5, 2025

MIL-OSI: Monolithic Power Systems Announces Results for the Second Quarter Ended June 30, 2025

Source: GlobeNewswire (MIL-OSI)

KIRKLAND, Wash., July 31, 2025 (GLOBE NEWSWIRE) — Monolithic Power Systems, Inc. (“MPS”) (Nasdaq: MPWR), a fabless global company that provides high-performance, semiconductor-based power electronics solutions, today announced financial results for the quarter ended June 30, 2025.

The financial results for the quarter ended June 30, 2025 were as follows:

Revenue was $664.6 million for the quarter ended June 30, 2025, a 4.2% increase from $637.6 million for the quarter ended March 31, 2025 and a 31.0% increase from $507.4 million for the quarter ended June 30, 2024.
GAAP gross margin was 55.1% for the quarter ended June 30, 2025, compared with 55.3% for the quarter ended June 30, 2024.
Non-GAAP gross margin (1) was 55.5% for the quarter ended June 30, 2025, excluding the impact of $1.9 million for stock-based compensation and related expenses, $0.6 million for deferred compensation plan expense and $0.3 million for amortization of acquisition-related intangible assets, compared with 55.7% for the quarter ended June 30, 2024, excluding the impact of $1.6 million for stock-based compensation and related expenses, $0.3 million for amortization of acquisition-related intangible assets and $0.1 million for deferred compensation plan expense.
GAAP operating expenses were $201.3 million for the quarter ended June 30, 2025, compared with $164.0 million for the quarter ended June 30, 2024.
Non-GAAP operating expenses (1) were $137.6 million for the quarter ended June 30, 2025, excluding $58.4 million for stock-based compensation and related expenses and $5.3 million for deferred compensation plan expense, compared with $111.7 million for the quarter ended June 30, 2024, excluding $51.1 million for stock-based compensation and related expenses and $1.3 million for deferred compensation plan expense.
GAAP operating income was $164.8 million for the quarter ended June 30, 2025, compared with $116.5 million for the quarter ended June 30, 2024.
Non-GAAP operating income (1) was $231.2 million for the quarter ended June 30, 2025, excluding $60.3 million for stock-based compensation and related expenses, $5.9 million for deferred compensation plan expense and $0.3 million for amortization of acquisition-related intangible assets, compared with $171.0 million for the quarter ended June 30, 2024, excluding $52.7 million for stock-based compensation and related expenses, $1.4 million for deferred compensation plan expense and $0.4 million for amortization of acquisition-related intangible assets.
GAAP other income, net was $12.2 million for the quarter ended June 30, 2025, compared with $7.5 million for the quarter ended June 30, 2024.
Non-GAAP other income, net (1) was $6.6 million for the quarter ended June 30, 2025, excluding $5.6 million for deferred compensation plan income, compared with $6.2 million for the quarter ended June 30, 2024, excluding $1.3 million for deferred compensation plan income.
GAAP income before income taxes was $177.0 million for the quarter ended June 30, 2025, compared with $124.0 million for the quarter ended June 30, 2024.
Non-GAAP income before income taxes (1) was $237.9 million for the quarter ended June 30, 2025, excluding $60.3 million for stock-based compensation and related expenses, $0.3 million for amortization of acquisition-related intangible assets and $0.3 million for net deferred compensation plan expense, compared with $177.2 million for the quarter ended June 30, 2024, excluding $52.7 million for stock-based compensation and related expenses, $0.4 million for amortization of acquisition-related intangible assets and $0.1 million for net deferred compensation plan expense.
GAAP net income was $133.7 million and $2.78 per diluted share for the quarter ended June 30, 2025. Comparatively, GAAP net income was $100.4 million and $2.05 per diluted share for the quarter ended June 30, 2024.
Non-GAAP net income (1) was $202.2 million and $4.21 per diluted share for the quarter ended June 30, 2025, excluding $60.3 million for stock-based compensation and related expenses, $0.3 million for amortization of acquisition-related intangible assets, $0.3 million for net deferred compensation plan expense and $7.6 million for related tax effects, compared with $155.1 million and $3.17 per diluted share for the quarter ended June 30, 2024, excluding $52.7 million for stock-based compensation and related expenses, $0.4 million for amortization of acquisition-related intangible assets, $0.1 million for net deferred compensation plan expense and $1.5 million for related tax effects.

The financial results for the six months ended June 30, 2025 were as follows:

Revenue was $1,302.1 million for the six months ended June 30, 2025, a 34.9% increase from $965.3 million for the six months ended June 30, 2024.
GAAP gross margin was 55.2% for the six months ended June 30, 2025, flat as compared to the six months ended June 30, 2024.
Non-GAAP gross margin (1) was 55.6% for the six months ended June 30, 2025, excluding the impact of $3.6 million for stock-based compensation and related expenses, $0.6 million for amortization of acquisition-related intangible assets and $0.4 million for deferred compensation plan expense, compared with 55.7% for the six months ended June 30, 2024, excluding the impact of $3.5 million for stock-based compensation and related expenses, $0.6 million for amortization of acquisition-related intangible assets and $0.5 million for deferred compensation plan expense.
GAAP operating expenses were $385.7 million for the six months ended June 30, 2025, compared with $321.0 million for the six months ended June 30, 2024.
Non-GAAP operating expenses (1) were $271.1 million for the six months ended June 30, 2025, excluding $110.5 million for stock-based compensation and related expenses, $4.1 million for deferred compensation plan expense and $0.1 million for amortization of acquisition-related intangible assets, compared with $215.1 million for the six months ended June 30, 2024, excluding $100.9 million for stock-based compensation and related expenses, $4.9 million for deferred compensation plan expense and $0.1 million for amortization of acquisition-related intangible assets.
GAAP operating income was $333.5 million for the six months ended June 30, 2025, compared with $212.0 million for the six months ended June 30, 2024.
Non-GAAP operating income (1) was $452.8 million for the six months ended June 30, 2025, excluding $114.1 million for stock-based compensation and related expenses, $4.5 million for deferred compensation plan expense and $0.6 million for amortization of acquisition-related intangible assets, compared with $322.6 million for the six months ended June 30, 2024, excluding $104.5 million for stock-based compensation and related expenses, $5.4 million for deferred compensation plan expense and $0.7 million for amortization of acquisition-related intangible assets.
GAAP other income, net was $17.4 million for the six months ended June 30, 2025, compared with $17.1 million for the six months ended June 30, 2024.
Non-GAAP other income, net (1) was $13.1 million for the six months ended June 30, 2025, excluding $4.2 million for deferred compensation plan income, compared with $11.8 million for the six months ended June 30, 2024, excluding $5.3 million for deferred compensation plan income.
GAAP income before income taxes was $350.9 million for the six months ended June 30, 2025, compared with $229.1 million for the six months ended June 30, 2024.
Non-GAAP income before income taxes (1) was $465.9 million for the six months ended June 30, 2025, excluding $114.1 million for stock-based compensation and related expenses, $0.6 million for amortization of acquisition-related intangible assets and $0.3 million for net deferred compensation plan expense, compared with $334.4 million for the six months ended June 30, 2024, excluding $104.5 million for stock-based compensation and related expenses, $0.7 million for amortization of acquisition-related intangible assets and $0.2 million for net deferred compensation plan expense.
GAAP net income was $267.5 million and $5.57 per diluted share for the six months ended June 30, 2025. Comparatively, GAAP net income was $192.9 million and $3.94 per diluted share for the six months ended June 30, 2024.
Non-GAAP net income (1) was $396.0 million and $8.25 per diluted share for the six months ended June 30, 2025, excluding $114.1 million for stock-based compensation and related expenses, $0.6 million for amortization of acquisition-related intangible assets, $0.3 million for net deferred compensation plan expense and $13.5 million for related tax effects, compared with $292.6 million and $5.98 per diluted share for the six months ended June 30, 2024, excluding $104.5 million for stock-based compensation and related expenses, $0.7 million for amortization of acquisition-related intangible assets, $0.2 million for net deferred compensation plan expense and $5.6 million for related tax effects.

The following is a summary of revenue by end market (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
End Market	2025		2024		2025		2024
Storage and Computing	$	195,320	$	114,955	$	383,831	$	221,076
Automotive		145,132		87,193		290,036		174,285
Enterprise Data		143,964		187,211		276,888		336,938
Communications		73,783		43,566		145,454		90,211
Consumer		59,663		42,229		116,610		80,303
Industrial		46,712		32,277		89,309		62,503
Total	$	664,574	$	507,431	$	1,302,128	$	965,316

“Our proven, long-term growth strategy remains intact as we continue our transformation from being a chip-only, semiconductor supplier to a full service, silicon-based solutions provider,” said Michael Hsing, CEO and founder of MPS.

Business Outlook

The following are MPS’s financial targets for the third quarter ending September 30, 2025:

Revenue in the range of $710.0 million to $730.0 million.
GAAP gross margin between 54.9% and 55.5%. Non-GAAP gross margin (1) between 55.2% and 55.8%, which excludes the impact from stock-based compensation and related expenses as well as the impact from amortization of acquisition-related intangible assets.
GAAP operating expenses between $201.3 million and $207.3 million. Non-GAAP operating expenses (1) between $143.0 million and $147.0 million, which excludes estimated stock-based compensation and related expenses in the range of $58.3 million to $60.3 million.
Total stock-based compensation and related expenses of $60.1 million to $62.1 million including approximately $1.8 million that would be charged to cost of goods sold.
Interest and other income in the range of $6.4 million to $6.8 million before foreign exchange gains or losses.
Non-GAAP tax rate of 15% for 2025.
Fully diluted shares outstanding between 47.9 million and 48.3 million.

(1) Non-GAAP net income, non-GAAP net income per share, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income, non-GAAP other income, net and non-GAAP income before income taxes differ from net income, net income per share, gross margin, operating expenses, operating income, other income, net and income before income taxes determined in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”). Non-GAAP net income and non-GAAP net income per share exclude the effect of stock-based compensation and related expenses, which include stock-based compensation expense and employer payroll taxes in relation to the stock-based compensation, net deferred compensation plan expense, amortization of acquisition-related intangible assets and related tax effects. Non-GAAP gross margin excludes the effect of stock-based compensation and related expenses, amortization of acquisition-related intangible assets and deferred compensation plan expense. Non-GAAP operating expenses exclude the effect of stock-based compensation and related expenses, amortization of acquisition-related intangible assets and deferred compensation plan expense. Non-GAAP operating income excludes the effect of stock-based compensation and related expenses, amortization of acquisition-related intangible assets and deferred compensation plan expense. Non-GAAP other income, net excludes the effect of deferred compensation plan income. Non-GAAP income before income taxes excludes the effect of stock-based compensation and related expenses, amortization of acquisition-related intangible assets and net deferred compensation plan expense. Projected non-GAAP gross margin excludes the effect of stock-based compensation and related expenses, and amortization of acquisition-related intangible assets. Projected non-GAAP operating expenses exclude the effect of stock-based compensation and related expenses. These non-GAAP financial measures are not prepared in accordance with GAAP and should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. A schedule reconciling non-GAAP financial measures is included at the end of this press release. MPS utilizes both GAAP and non-GAAP financial measures to assess what it believes to be its core operating performance and to evaluate and manage its internal business and assist in making financial operating decisions. MPS believes that the inclusion of non-GAAP financial measures, together with GAAP measures, provides investors with an alternative presentation useful to investors’ understanding of MPS’s core operating results and trends. Additionally, MPS believes that the inclusion of non-GAAP measures, together with GAAP measures, provides investors with an additional dimension of comparability to similar companies. However, investors should be aware that non-GAAP financial measures utilized by other companies are not likely to be comparable in most cases to the non-GAAP financial measures used by MPS. See the GAAP to non-GAAP reconciliations in the tables set forth below.

Earnings Commentary
Earnings commentary on the results of operations for the quarter ended June 30, 2025 is available under the Investor Relations page on the MPS website.

Earnings Webinar
MPS plans to host a question-and-answer webinar covering its financial results at 2:00 p.m. PT / 5:00 p.m. ET, July 31, 2025. The live event will be held via a Zoom webcast, which can be accessed at: https://mpsic.zoom.us/j/98147401910. The Zoom webcast can also be accessed live over the phone by dialing (669) 444-9171; the webcast ID is 98147401910. A replay of the event will be archived and available for replay for one year under the Investor Relations page on the MPS website.

Safe Harbor Statement
This press release contains, and statements that will be made during the accompanying earnings webinar will contain, forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995, including under the “Business Outlook” section and the quote from our CEO herein, including, among other things, (i) projected revenue, GAAP and non-GAAP gross margin, GAAP and non-GAAP operating expenses, stock-based compensation and related expenses, amortization of acquisition-related intangible assets, other income before foreign exchange gains or losses, and fully diluted shares outstanding, (ii) our outlook for the third quarter of fiscal year 2025 and the near-term, medium-term and long-term prospects of MPS, including our ability to adapt to changing market conditions, performance against our business plan, our ability to grow despite the various challenges facing our business, our industry and the global economic environment, revenue growth in certain of our market segments, potential new business segments, our continued investment in research and development (“R&D”), expected revenue growth, customers’ acceptance of our new product offerings, the prospects of our new product development, our expectations regarding market and industry segment trends and prospects, and our projected expansion of capacity and the impact it may have on our business, (iii) our ability to penetrate new markets and expand our market share, (iv) the seasonality of our business, (v) our ability to reduce our expenses, and (vi) statements regarding the assumptions underlying or relating to any statement described in (i), (ii), (iii), (iv), or (v). These forward-looking statements are not historical facts or guarantees of future performance or events, are based on current expectations, estimates, beliefs, assumptions, goals, and objectives, and involve significant known and unknown risks, uncertainties and other factors that may cause actual results to be materially different from the results expressed by these statements. Readers of this press release and listeners to the accompanying earnings webinar are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date hereof. Factors that could cause actual results to differ include, but are not limited to, continued uncertainties in the global economy, including due to the Russia-Ukraine and Middle East conflicts, global tariffs and retaliatory measures and announcements regarding same, inflation, consumer sentiment and other factors; adverse events arising from orders or regulations of governmental entities, including such orders or regulations that impact our customers or suppliers, and adoption of new or amended accounting standards; adverse changes in laws and government regulations such as tariffs on imports of foreign goods, export regulations and export classifications, and tax laws (including the recent H.R.1 Act signed into law on July 4, 2025) or the interpretation of same, including in foreign countries where MPS has offices or operations; the effect of export controls, trade and economic sanctions regulations and other regulatory or contractual limitations on our ability to sell or develop our products in certain foreign markets, particularly in China; our ability to obtain governmental licenses and approvals for international trading activities or technology transfers, including export licenses; acceptance of, or demand for, our products, in particular the new products launched recently, being different than expected; our ability to increase market share in our targeted markets; difficulty in predicting or budgeting for future customer demand and channel inventories, expenses and financial contingencies (including as a result of any continuing impact from the Russia-Ukraine and Middle East conflicts); our ability to efficiently and effectively develop new products and receive a return on our R&D expense investment; our ability to attract new customers and retain existing customers; our ability to meet customer demand for our products due to constraints on our third-party suppliers’ ability to manufacture sufficient quantities of our products or otherwise; our ability to expand manufacturing capacity to support future growth; adverse changes in production and testing efficiency of our products; any political, cultural, military, regulatory, economic, foreign exchange and operational changes in China, where a significant portion of our manufacturing capacity comes from; any market disruptions or interruptions in our schedule of new product development releases; our ability to manage our inventory levels; adequate supply of our products from our third-party manufacturing partners; adverse changes or developments in the semiconductor industry generally, which is cyclical in nature, and our ability to adjust our operations to address such changes or developments; the ongoing consolidation of companies in the semiconductor industry; competition generally and the increasingly competitive nature of our industry; our ability to realize the anticipated benefits of companies and products that MPS acquires, and our ability to effectively and efficiently integrate these acquired companies and products into our operations; the risks, uncertainties and costs of litigation in which MPS is involved; the outcome of any upcoming trials, hearings, motions and appeals; the adverse impact on our financial performance if our tax and litigation provisions are inadequate; our ability to effectively manage our growth and attract and retain qualified personnel; the effect of epidemics and pandemics on the global economy and on our business; the risks associated with the financial market, economy, global tariffs and retaliatory measures and announcements regarding same, and geopolitical uncertainties, including the Russia-Ukraine and Middle East conflicts; and other important risk factors identified under the caption “Risk Factors” and elsewhere in our Securities and Exchange Commission (“SEC”) filings, including, but not limited to, our Annual Report on Form 10-K filed with the SEC on March 3, 2025. MPS assumes no obligation to update the information in this press release or in the accompanying earnings webinar.

About Monolithic Power Systems

Monolithic Power Systems, Inc. (“MPS”) is a fabless global company that provides high-performance, semiconductor-based power electronics solutions. MPS’s mission is to reduce energy and material consumption to improve all aspects of quality of life. Founded in 1997 by our CEO Michael Hsing, MPS has three core strengths: deep system-level knowledge, strong semiconductor expertise, and innovative proprietary technologies in the areas of semiconductor processes, system integration, and packaging. These combined advantages enable MPS to deliver reliable, compact, and monolithic solutions that are highly energy-efficient, cost-effective, and environmentally responsible while providing a consistent return on investment to our stockholders. MPS can be contacted through its website at www.monolithicpower.com or its support offices around the world.

Monolithic Power Systems, MPS, and the MPS logo are registered trademarks of Monolithic Power Systems, Inc. in the U.S. and trademarked in certain other countries.

Contact:
Bernie Blegen
Executive Vice President and Chief Financial Officer
Monolithic Power Systems, Inc.
408-826-0777
MPSInvestor.Relations@monolithicpower.com


Monolithic Power Systems, Inc. Condensed Consolidated Balance Sheets (Unaudited, in thousands, except par value)

	June 30,			December 31,
	2025			2024
ASSETS
Current assets:
Cash and cash equivalents	$	787,382		$	691,816
Short-term investments		358,695			171,130
Accounts receivable, net		194,821			172,518
Inventories		490,642			419,611
Other current assets		87,217			109,978
Total current assets		1,918,757			1,565,053
Property and equipment, net		563,885			494,945
Acquisition-related intangible assets, net		9,364			9,938
Goodwill		25,944			25,944
Deferred tax assets, net		1,309,981			1,326,840
Other long-term assets		144,279			194,377
Total assets	$	3,972,210		$	3,617,097

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	129,919		$	102,526
Accrued compensation and related benefits		81,296			63,918
Other accrued liabilities		172,293			128,123
Total current liabilities		383,508			294,567
Income tax liabilities		73,185			65,193
Other long-term liabilities		113,449			111,570
Total liabilities		570,142			471,330
Commitments and contingencies
Stockholders’ equity:
Common stock and additional paid-in capital: $0.001 par value; shares authorized: 150,000; shares issued and outstanding: 47,892 and 47,823, respectively		822,582			706,817
Retained earnings		2,603,177			2,487,461
Accumulated other comprehensive loss		(23,691	)		(48,511	)
Total stockholders’ equity		3,402,068			3,145,767
Total liabilities and stockholders’ equity	$	3,972,210		$	3,617,097

Monolithic Power Systems, Inc. Condensed Consolidated Statements of Operations (Unaudited, in thousands, except per share amounts)

	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Revenue	$	664,574	$	507,431	$	1,302,128	$	965,316
Cost of revenue		298,558		226,853		582,882		432,297
Gross profit		366,016		280,578		719,246		533,019
Operating expenses:
Research and development		96,266		77,945		188,493		153,935
Selling, general and administrative		104,992		86,097		197,236		167,061
Total operating expenses		201,258		164,042		385,729		320,996
Operating income		164,758		116,536		333,517		212,023
Other income, net		12,220		7,512		17,351		17,052
Income before income taxes		176,978		124,048		350,868		229,075
Income tax expense		43,252		23,682		83,351		36,168
Net income	$	133,726	$	100,366	$	267,517	$	192,907

Net income per share:
Basic	$	2.79	$	2.06	$	5.59	$	3.96
Diluted	$	2.78	$	2.05	$	5.57	$	3.94
Weighted-average shares outstanding:
Basic		47,887		48,687		47,869		48,660
Diluted		48,019		48,945		48,012		48,935

RECONCILIATION OF NET INCOME TO NON-GAAP NET INCOME

(Unaudited, in thousands, except per share amounts)

	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Net income	$	133,726	$	100,366	$	267,517	$	192,907

Adjustments to reconcile net income to non-GAAP net income:
Stock-based compensation and related expenses		60,280		52,704		114,091		104,473
Amortization of acquisition-related intangible assets		320		372		640		663
Deferred compensation plan expense, net		281		106		275		153
Tax effect		7,573		1,528		13,470		(5,628	)
Non-GAAP net income	$	202,180	$	155,076	$	395,993	$	292,568

Non-GAAP net income per share:
Basic	$	4.22	$	3.19	$	8.27	$	6.01
Diluted	$	4.21	$	3.17	$	8.25	$	5.98

Shares used in the calculation of non-GAAP net income per share:
Basic		47,887		48,687		47,869		48,660
Diluted		48,019		48,945		48,012		48,935

RECONCILIATION OF GROSS MARGIN TO NON-GAAP GROSS MARGIN

(Unaudited, in thousands)

	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025			2024
Gross profit	$	366,016		$	280,578		$	719,246		$	533,019
Gross margin		55.1	%		55.3	%		55.2	%		55.2	%

Adjustments to reconcile gross profit to non-GAAP gross profit:
Stock-based compensation and related expenses		1,915			1,635			3,621			3,535
Amortization of acquisition-related intangible assets		287			339			574			597
Deferred compensation plan expense		605			100			442			540
Non-GAAP gross profit	$	368,823		$	282,652		$	723,883		$	537,691
Non-GAAP gross margin		55.5	%		55.7	%		55.6	%		55.7	%

RECONCILIATION OF OPERATING EXPENSES TO NON-GAAP OPERATING EXPENSES

(Unaudited, in thousands)

	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025			2024
Total operating expenses	$	201,258		$	164,042		$	385,729		$	320,996

Adjustments to reconcile total operating expenses to non-GAAP total operating expenses:
Stock-based compensation and related expenses		(58,365	)		(51,069	)		(110,470	)		(100,938	)
Amortization of acquisition-related intangible assets		(33	)		(33	)		(66	)		(66	)
Deferred compensation plan expense		(5,256	)		(1,273	)		(4,063	)		(4,899	)
Non-GAAP operating expenses	$	137,604		$	111,667		$	271,130		$	215,093

RECONCILIATION OF OPERATING INCOME TO NON-GAAP OPERATING INCOME

(Unaudited, in thousands)

	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Total operating income	$	164,758	$	116,536	$	333,517	$	212,023

Adjustments to reconcile total operating income to non-GAAP total operating income:
Stock-based compensation and related expenses		60,280		52,704		114,091		104,473
Amortization of acquisition-related intangible assets		320		372		640		663
Deferred compensation plan expense		5,861		1,373		4,505		5,439
Non-GAAP operating income	$	231,219	$	170,985	$	452,753	$	322,598

RECONCILIATION OF OTHER INCOME, NET, TO NON-GAAP OTHER INCOME, NET

(Unaudited, in thousands)

	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025			2024
Total other income, net	$	12,220		$	7,512		$	17,351		$	17,052

Adjustments to reconcile other income, net to non-GAAP other income, net:
Deferred compensation plan income		(5,580	)		(1,266	)		(4,230	)		(5,285	)
Non-GAAP other income, net	$	6,640		$	6,246		$	13,121		$	11,767

RECONCILIATION OF INCOME BEFORE INCOME TAXES TO NON-GAAP INCOME BEFORE INCOME TAXES

(Unaudited, in thousands)

	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Total income before income taxes	$	176,978	$	124,048	$	350,868	$	229,075

Adjustments to reconcile income before income taxes to non-GAAP income before income taxes:
Stock-based compensation and related expenses		60,280		52,704		114,091		104,473
Amortization of acquisition-related intangible assets		320		372		640		663
Deferred compensation plan expense, net		281		106		275		153
Non-GAAP income before income taxes	$	237,859	$	177,230	$	465,874	$	334,364

2025 THIRD QUARTER OUTLOOK

RECONCILIATION OF GROSS MARGIN TO NON-GAAP GROSS MARGIN

(Unaudited)

	Three Months Ending
	September 30, 2025
	Low			High
Gross margin		54.9	%		55.5	%
Adjustment to reconcile gross margin to non-GAAP gross margin:
Stock-based compensation and other expenses		0.3	%		0.3	%
Non-GAAP gross margin		55.2	%		55.8	%

RECONCILIATION OF OPERATING EXPENSES TO NON-GAAP OPERATING EXPENSES

(Unaudited, in thousands)

	Three Months Ending
	September 30, 2025
	Low			High
Operating expenses	$	201,300		$	207,300
Adjustments to reconcile operating expenses to non-GAAP operating expenses:
Stock-based compensation and other expenses		(58,300	)		(60,300	)
Non-GAAP operating expenses	$	143,000		$	147,000

The MIL Network –

August 5, 2025

MIL-Evening Report: How can I tell if I am lonely? What are some of the signs?

Source: The Conversation (Au and NZ) – By Marlee Bower, Senior Research Fellow, Matilda Centre for Research in Mental Health and Substance Use, University of Sydney

gremlin/Getty Images

Without even realising it, your world sometimes gradually gets smaller: less walking, fewer days in the office, cancelling on friends. Watching plans disintegrate on the chat as friends struggle to settle on a date or place for a catch-up.

You might start to feel a bit flat or disconnected. Subtle changes in habit and mood take hold. Could you be … lonely?

It’s not a label many of us identify with easily, especially if you know you’ve got friends, or are in a happy relationship.

But loneliness can happen to us all from time to time – and identifying it is the first step to fixing it.

So, what is loneliness?

Loneliness is the distress we feel when our relationships don’t meet our needs – in quality or quantity.

It’s not the same as being objectively alone (otherwise known as “social isolation”).

You can feel deeply lonely even while surrounded by friends, or totally content on your own.

Loneliness is subjective; many people don’t realise they’re lonely until the feeling becomes persistent.

What are some of the signs to look for?

You may feel a physical coldness, emptiness or hollowness (I’ve heard it described as feeling like you are missing an organ). Some research shows social pain is experienced similarly in the brain to physical pain.

Behavioural signs may include:

changes in routine
trouble getting to sleep or staying asleep
changed appetite (maybe you’re eating more or less than you normally would, or have less variety in your diet)
withdrawing from plans you would usually enjoy (perhaps you’re skipping a regular exercise class, or going to shows or sports events less often).

Emotionally, you may feel:

a persistent sadness
tired
disconnected
like you don’t belong, even when you are with others.

You may also feel more sensitive to rejection or criticism.

Sometimes, your world shrinks so gradually you barely notice it – until things get quite bad.
francescoch/Getty Images

But you’re not alone and you’re not broken.

Loneliness is a normal response to disconnection.

The late US neuroscientist John Cacioppo described loneliness as an evolutionary alarm system.

In the past, being separated from your tribe meant danger and risk from predators, so our brains developed a way to push us back towards connection.

The pain of loneliness is designed to keep us connected and safe.

Why is it often hard to recognise loneliness?

Sadly, there’s still a lot of stigma around admitting loneliness, especially for men.

Many people resist identifying as lonely, or feel this marks them as a “loser”.

But this silence can make the problem worse.

When no one talks about it, it becomes harder to break the cycle of loneliness, and the stigma remains.

While passing loneliness is normal, chronic or persistent loneliness can hurt our health.

Research shows chronic loneliness is associated with:

depression
anxiety
weakened immunity
heart disease
earlier death.

Loneliness can also become self-reinforcing. When loneliness feels normal, it can start to shape how you see the world: you expect rejection, withdraw more and the cycle deepens.

The earlier you notice you’re lonely, the easier it is to break.

But I’m in a relationship, have loads of friends and a rewarding job

Yes, but you can still be lonely.

Most of us need different kinds of relationships to thrive. It’s not about how many people you know, but whether you feel connected and have a meaningful role in these relationships.

You may feel lonely even with strong friendships if you are lacking deeper connection, shared identity or a sense of community.

This doesn’t mean you’re ungrateful, or a bad friend.

It just means you need more or different kinds of connection.

OK, I’ve realised I am lonely. Now what?

Start by asking yourself: what kind of connection am I missing?

Is it one-to-one friendships? A partner? Casual social interactions? A shared purpose or community?

Then reflect on what’s helped you feel more connected in the past. For some, it’s joining a choir, a book club or a sports group. For others, it may be volunteering or just saying “yes” to small social moments, like chatting with your local barista or learning the name of the local butcher.

If you’re still struggling, a psychologist can help with tailored strategies for building connection.

The structural causes of loneliness

It’s also important to remember loneliness is often not because of personal failings or overall mental health.

My own research shows loneliness is often shaped by structural factors, such as poor planning in our local neighbourhood environments, financial inequality, work pressures, social norms, or even long-term effects of restrictions from the COVID pandemic.

We are also learning more about how climate change can disrupt social connection and worsen loneliness due to, for example, higher temperatures or bushfires.

Loneliness is normal, common, human and completely solvable.

Start by noticing it in yourself and reach out if you can.

Let’s start talking about it more, so others can feel less alone too.

Marlee Bower receives funding from the Henry Halloran Urban and Regional Research Initiative, the BHP Foundation, AHURI and NHMRC. She is affiliated with the University of Sydney Matilda Centre for Research in Mental Health and Substance Use and Australia’s Mental Health Think Tank.

– ref. How can I tell if I am lonely? What are some of the signs? – https://theconversation.com/how-can-i-tell-if-i-am-lonely-what-are-some-of-the-signs-261262

MIL OSI Analysis – EveningReport.nz –

August 5, 2025

MIL-OSI USA: Peters Takes to Senate Floor, Calls for Bipartisan Action to Address the Growing National Debt

US Senate News:

Source: United States Senator for Michigan Gary Peters

WASHINGTON, DC – U.S. Senator Gary Peters (MI) took to the Senate floor to share his concerns about the growing national debt and urge his colleagues to work in a bipartisan way to address this serious issue. The national debt now sits at more than $36.8 trillion, and as this number continues to rise, Peters underscored how it will negatively impact the daily lives of hardworking Americans.

“The larger our debt becomes, the more money we must dedicate to paying it off, and that often means fewer resources that we can invest back in our communities. Whether it’s to upgrade infrastructure, improve our schools, or support local economic development in our communities,” Peters said during his speech. “It means fewer resources for critical programs that support early childhood education, boost workforce development, expand access to quality, affordable housing, and more. Things that actually benefit every person in this country.”

During the speech, Peters also underscored the long-term impacts that high federal debt and interest payments have on both our economic and national security. This follows Peters’ work to introduce bipartisan legislation earlier this month that would require key Administration officials to issue a report every four years examining how the current U.S. financial situation may impact our ability to effectively respond to emerging economic or geopolitical crises and meet mandatory spending obligations.

To watch the full video of Peters’ speech on the Senate floor, click here.

“If we face another major emergency, like a pandemic or a global financial crisis, there’s serious concern that we may be too hamstrung by our debt to respond effectively.?This fact should concern every American,” Peters continues. “And as we work to address this issue in a tangible way, we need to make sure we understand the full scope of how our growing national debt threatens our national security.”

Peters went on to reiterate the need for cooperation and bipartisan action to address our current financial situation with the urgency it deserves.

“Instead of the political gamesmanship and polarization that has taken root in our democracy, this situation will require everyone, everyone rowing in the same direction. Congress will have to come together in a bipartisan manner to find commonsense measures that strategically address our nation’s debt, while investing in economic growth and hardworking, middle-class families,” said Peters.

In the coming months, Peters plans to give a series of speeches on the Senate floor to further examine the dire situation posed by our national debt and discuss solutions for how to best address the issue moving forward.

MIL OSI USA News –

August 5, 2025

MIL-OSI: Subsea 7 S.A. Announces Second Quarter and Half Year 2025 Results

Source: GlobeNewswire (MIL-OSI)

Luxembourg – 31 July 2025 – Subsea 7 S.A. (Oslo Børs: SUBC, ADR: SUBCY, ISIN: LU0075646355, the Company) announced today results of Subsea7 Group (the Group, Subsea7) for the second quarter and first half of 2025 which ended 30 June 2025.

Highlights

Second quarter Adjusted EBITDA of $360 million, up 23% on the prior year period, equating to a margin of 21%
Strong operational and financial performance from both Subsea and Conventional and Renewables, with Adjusted EBITDA margins of 21% and 17% respectively
Guidance for full year 2025 re-affirmed
A high-quality backlog of $11.8 billion gives over 90% visibility on 2025 revenue guidance
Balance sheet remains strong with net debt including lease liabilities of $695 million, equating to 0.6 times the Adjusted EBITDA generated in the last four quarters
On 23 July 2025 a definitive agreement with Saipem was signed for a merger of equals that will create a global leader in energy services

	Second Quarter		Half Year
For the period (in $ millions, except Adjusted EBITDA margin and per share data)	Q2 2025 Unaudited	Q2 2024 Unaudited	1H 2025 Unaudited	1H 2024 Unaudited
Revenue	1,756	1,739	3,285	3,134
Adjusted EBITDA^(a)	360	292	596	454
Adjusted EBITDA margin^(a)	21%	17%	18%	15%
Net operating income	186	137	263	157
Net income	131	63	148	92

Earnings per share – in $ per share
Basic	0.45	0.20	0.52	0.29
Diluted^(b)	0.45	0.20	0.51	0.29

At (in $ millions)			30 June 2025 Unaudited	31 Mar 2025 Unaudited
Backlog^(a)			11,823	10,819
Book-to-bill ratio^(a)			1.4x	0.6x
Cash and cash equivalents			413	459
Borrowings			(661)	(691)
Net debt excluding lease liabilities^(a)			(247)	(232)
Net debt including lease liabilities^(a)			(695)	(632)

(a) For explanations and reconciliations of Adjusted EBITDA, Adjusted EBITDA margin, Backlog, Book-to-bill ratio and Net debt refer to the ‘Alternative Performance Measures’ section of the Condensed Consolidated Financial Statements.

(b) For the explanation and a reconciliation of diluted earnings per share refer to Note 7 ‘Earnings per share’ to the Condensed Consolidated Financial Statements.

John Evans, Chief Executive Officer, said:

Subsea7 delivered strong growth in profitability in the second quarter of 2025 driven by the solid execution of our portfolio of projects in both Subsea and Conventional, and Renewables. The Group’s Adjusted EBITDA margin increased 370 bps year-on-year to 20.5% in the quarter, putting us on track to achieve our full year guidance and deliver over 20% growth in EBITDA in 2025 compared with 2024.

During the quarter we replenished the backlog with high-quality orders of $2.5 billion, equivalent to 1.4 times book-to-bill, demonstrating the resilience of our strategy that is focused on long-cycle subsea markets with advantaged economics, alongside a selective approach to offshore wind. In subsea, tendering activity remains high, with a balance of greenfield and tie-back prospects for a diverse range of clients and geographies. In the renewables industry, near-term momentum is dependent on progress of the UK CFD allocation round, but offshore wind remains a long-term structural growth market and we are confident that our selective approach to bidding leaves us well-placed to deliver profitable growth.

Second quarter project review
In Subsea and Conventional, Seven Arctic and Seven Borealis installed flexibles, umbilicals and manifolds at Agogo in Angola. Seven Pacific underwent a class survey after which it transited to Angola where it is expected to work on Agogo until year end. Seven Vega was active at the CLOV development, also in Angola.

Seven Oceans and Seven Seas continued to work on a range of US projects including Sunspear, Salamanca and Shenandoah, while in Brazil, Seven Cruzeiro completed its work at Bacalhau and began its new three-year charter for Petrobras.

In Norway, Seven Navica continued reel lay activities for Yggdrasil as well as IRPA while Seven Oceanic began its transit north, following completion of its campaign at the Scarborough field in Australia.

In Renewables, Seaway Strashnov and Seaway Alfa Lift started work at Dogger Bank C in the UK where they will install 87 monopiles. Seaway Ventus began work at the East Anglia THREE project in the UK, where it will install 95 monopiles and Seaway Aimery and Seaway Moxie installed cables at He Dreiht in Germany.

Second quarter financial review
Revenue was $1.8 billion, marginally better when compared with the prior year period. Adjusted EBITDA of $360 million equated to a margin of 20.5%, up from 16.8% in Q2 2024.

After depreciation and amortisation of $175 million, other gains and losses of $32 million driven by non-cash foreign exchange gains, net finance costs of $16 million and taxation of $71 million, net income was $131 million.

Net cash generated from operating activities in the second quarter was $339 million, including a $59 million favourable movement in net working capital. Net cash used in investing activities was $81 million mainly related to purchases of property, plant and equipment. Net cash used in financing activities was $306 million including dividend payments of $184 million and lease payments of $77 million. During the quarter, cash and cash equivalents decreased by $46 million to $413 million and, at 30 June 2025, net debt was $695 million, including lease liabilities of $448 million.

Second quarter order intake was $2.5 billion comprising new awards of $2.0 billion and escalations of $0.5 billion resulting in a book-to-bill ratio of 1.4 times. Backlog at the end of June was $11.8 billion, of which $3.6 billion is expected to be executed in the remainder of 2025, $4.5 billion in 2026 and $3.7 billion in 2027 and beyond.

Guidance

We continue to anticipate that revenue in 2025 will be between $6.8 billion and $7.2 billion, while the Adjusted EBITDA margin is expected to be within a range from 18% to 20%. Based on our firm backlog of contracts and the prospects in our tendering pipeline, we expect margins to exceed 20% in 2026.

Conference Call Information
Date: 31 July 2025
Time: 11:00 UK Time, 12:00 CET
Access the webcast https://edge.media-server.com/mmc/p/yja3wdd3/
Register for the conference call https://register-conf.media-server.com/register/BI59310f2a739a44ab86529d2cda595e97

For further information, please contact:
Katherine Tonks
Investor Relations
ir@subsea7.com
+44-20-8210-5568

Special Note Regarding Forward-Looking Statements

This document may contain ‘forward-looking statements’ (within the meaning of the safe harbour provisions of the U.S. Private Securities Litigation Reform Act of 1995). These statements relate to our current expectations, beliefs, intentions, assumptions or strategies regarding the future and are subject to known and unknown risks that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. Forward-looking statements may be identified by the use of words such as ‘anticipate’, ‘believe’, ‘estimate’, ‘expect’, ‘future’, ‘goal’, ‘intend’, ‘likely’, ‘may’, ‘plan’, ‘project’, ‘seek’, ‘should’, ‘strategy’, ‘will’, and similar expressions. The principal risks which could affect future operations of the Group are described in the ‘Risk Management’ section of the Group’s Annual Report. Factors that may cause actual and future results and trends to differ materially from our forward-looking statements include (but are not limited to): (i) our ability to deliver fixed-price projects in accordance with client expectations and within the parameters of our bids, and to avoid cost overruns; (ii) our ability to collect receivables, negotiate variation orders and collect the related revenue; (iii) our ability to recover costs on significant projects; (iv) capital expenditure by oil and gas companies, which is affected by fluctuations in the price of, and demand for, crude oil and natural gas; (v) unanticipated delays or cancellation of projects included in our backlog; (vi) competition and price fluctuations in the markets and businesses in which we operate; (vii) the loss of, or deterioration in our relationship with, any significant clients; (viii) the outcome of legal proceedings or governmental inquiries; (ix) uncertainties inherent in operating internationally, including economic, political and social instability, boycotts or embargoes, labour unrest, changes in foreign governmental regulations, corruption and currency fluctuations; (x) the effects of a pandemic or epidemic or a natural disaster; (xi) liability to third parties for the failure of our joint venture partners to fulfil their obligations; (xii) changes in, or our failure to comply with, applicable laws and regulations (including regulatory measures addressing climate change); (xiii) operating hazards, including spills, environmental damage, personal or property damage and business interruptions caused by adverse weather; (xiv) equipment or mechanical failures, which could increase costs, impair revenue and result in penalties for failure to meet project completion requirements; (xv) the timely delivery of vessels on order and the timely completion of ship conversion programmes; (xvi) our ability to keep pace with technological changes and the impact of potential information technology, cyber security or data security breaches; (xvii) global availability at scale and commercial viability of suitable alternative vessel fuels; and, (xviii) the effectiveness of our disclosure controls and procedures and internal control over financial reporting. Many of these factors are beyond our ability to control or predict. Given these uncertainties, you should not place undue reliance on the forward-looking statements. Each forward-looking statement speaks only as of the date of this document. We undertake no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

This information is considered to be inside information pursuant to the EU Market Abuse Regulation and is subject to the disclosure requirements pursuant to Section 5-12 of the Norwegian Securities Trading Act. This stock exchange release was published by Katherine Tonks, Investor Relations, Subsea7, on 31 July 2025 08:00 CET.

Attachments

The MIL Network –

August 5, 2025

MIL-OSI: Shell Plc 2nd QUARTER 2025 HALF YEAR UNAUDITED RESULTS

Source: GlobeNewswire (MIL-OSI)

SHELL PLC
2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS



SUMMARY OF UNAUDITED RESULTS
Quarters				$ million		Half year
Q2 2025	Q1 2025	Q2 2024	%¹		Reference	2025	2024	%
3,601	4,780	3,517	-25	Income/(loss) attributable to Shell plc shareholders		8,381	10,874	-23
4,264	5,577	6,293	-24	Adjusted Earnings	A	9,841	14,027	-30
13,313	15,250	16,806	-13	Adjusted EBITDA	A	28,563	35,517	-20
11,937	9,281	13,508	+29	Cash flow from operating activities		21,218	26,838	-21
(5,406)	(3,959)	(3,338)		Cash flow from investing activities		(9,365)	(6,866)
6,531	5,322	10,170		Free cash flow	G	11,853	19,972
5,817	4,175	4,719		Cash capital expenditure	C	9,993	9,211
8,265	8,575	8,950	-4	Operating expenses	F	16,840	17,947	-6
8,145	8,453	8,651	-4	Underlying operating expenses	F	16,598	17,704	-6
9.4%	10.4%	12.8%		ROACE	D	9.4%	12.8%
75,675	76,511	75,468		Total debt	E	75,675	75,468
43,216	41,521	38,314		Net debt	E	43,216	38,314
19.1%	18.7%	17.0%		Gearing	E	19.1%	17.0%
2,682	2,838	2,817	-5	Oil and gas production available for sale (thousand boe/d)		2,760	2,864	-4
0.61	0.79	0.55	-23	Basic earnings per share ($)		1.40	1.70	-18
0.72	0.92	0.99	-22	Adjusted Earnings per share ($)	B	1.64	2.19	-25
0.3580	0.3580	0.3440	—	Dividend per share ($)		0.7160	0.6880	+4

1.Q2 on Q1 change

Quarter Analysis1

Income attributable to Shell plc shareholders, compared with the first quarter 2025, reflected lower trading and optimisation margins and lower realised liquids and gas prices, partly offset by higher Marketing margins and lower operating expenses.

Second quarter 2025 income attributable to Shell plc shareholders also included impairment charges, gains on disposal of assets and favourable movements due to the fair value accounting of commodity derivatives. These items are included in identified items amounting to a net loss of $0.3 billion in the quarter. This compares with identified items in the first quarter 2025 which amounted to a net loss of $0.8 billion.

Adjusted Earnings and Adjusted EBITDA2 were driven by the same factors as income attributable to Shell plc shareholders and adjusted for the above identified items and the cost of supplies adjustment of $0.3 billion.

Cash flow from operating activities for the second quarter 2025 was $11.9 billion and primarily driven by Adjusted EBITDA. This inflow was partly offset by tax payments of $3.4 billion.

Cash flow from investing activities for the second quarter 2025 was an outflow of $5.4 billion, and included cash capital expenditure of $5.8 billion. This outflow was partly offset by interest received of $0.5 billion.

Net debt and Gearing: At the end of the second quarter 2025, net debt was $43.2 billion, compared with $41.5 billion at the end of the first quarter 2025. This reflects free cash flow of $6.5 billion, more than offset by share buybacks of $3.5 billion, cash dividends paid to Shell plc shareholders of $2.1 billion, lease additions of $1.4 billion and interest payments of $1.2 billion. Gearing was 19.1% at the end of the second quarter 2025, compared with 18.7% at the end of the first quarter 2025, mainly driven by higher net debt.

Shareholder distributions

Total shareholder distributions in the quarter amounted to $5.7 billion comprising repurchases of shares of $3.5 billion and cash dividends paid to Shell plc shareholders of $2.1 billion. Dividends to be paid to Shell plc shareholders for the

SHELL PLC
2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS

second quarter 2025 amount to $0.3580 per share. Shell has now completed $3.5 billion of share buybacks announced in the first quarter 2025 results announcement. Today, Shell announces a share buyback programme of $3.5 billion which is expected to be completed by the third quarter 2025 results announcement.

Half Year Analysis1

Income attributable to Shell plc shareholders, compared with the first half 2024, reflected lower trading and optimisation margins, lower realised liquids and LNG prices, and lower refining and chemical margins, partly offset by lower operating expenses and favourable tax movements.

Our continued focus on performance, discipline and simplification has helped deliver $3.9 billion of pre-tax structural cost reductions3 since 2022. Of these reductions, $0.8 billion was delivered in the first half 2025.

First half 2025 income attributable to Shell plc shareholders also included impairment charges, a charge related to the UK Energy Profits Levy and favourable movements due to the fair value accounting of commodity derivatives. These items are included in identified items amounting to a net loss of $1.2 billion. This compares with identified items in the first half 2024 which amounted to a net loss of $3.3 billion.

Adjusted Earnings and Adjusted EBITDA2 for the first half 2025 were driven by the same factors as income attributable to Shell plc shareholders and adjusted for identified items and the cost of supplies adjustment of $0.3 billion.

Cash flow from operating activities for the first half 2025 was $21.2 billion, and primarily driven by Adjusted EBITDA. This inflow was partly offset by tax payments of $6.3 billion and working capital outflows of $3.0 billion.

Cash flow from investing activities for the first half 2025 was an outflow of $9.4 billion and included cash capital expenditure of $10.0 billion, and net other investing cash outflows of $0.9 billion, which included the drawdowns on loan facilities provided at completion of the sale of The Shell Petroleum Development Company of Nigeria Limited (SPDC) in Nigeria. These outflows were partly offset by interest received of $1.0 billion.

This Unaudited Condensed Interim Financial Report, together with supplementary financial and operational disclosure for this quarter, is available at www.shell.com/investors 4.

1.All earnings amounts are shown post-tax, unless stated otherwise.

2.Adjusted EBITDA is without taxation, exploration well write-offs and depreciation, depletion and amortisation (DD&A) expenses.

3.Structural cost reductions describe decreases in underlying operating expenses as a result of operational efficiencies, divestments, workforce reductions and other cost-saving measures that are expected to be sustainable compared with 2022 levels.

4.Not incorporated by reference.

PORTFOLIO DEVELOPMENTS

Integrated Gas

In June 2025, we announced that the first cargo of liquefied natural gas (LNG) had left the LNG Canada facility on the west coast of Canada. Shell has a 40% working interest in the LNG Canada joint venture. Located in Kitimat, British Columbia, the facility will export LNG from two processing units or “trains” with a total capacity of 14 million tonnes per annum (mtpa).

Upstream

In May 2025, we completed the previously announced agreement to increase our working interest in the Shell-operated Ursa platform in the Gulf of America from 45.39% to 61.35%.

In May 2025, we announced the start of production at the floating production storage and offloading facility (FPSO) Alexandre de Gusmão in the Mero field in the Santos Basin offshore Brazil. The unitized Mero field is operated by Petrobras (38.6%), in partnership with Shell Brasil (19.3%), TotalEnergies (19.3%), CNPC (9.65%), CNOOC (9.65%) and Pré-Sal Petróleo S.A. (PPSA) (3.5%) representing the Government in the non-contracted area.

In May 2025, we signed an agreement to acquire a 12.5% interest in the OML 118 Production Sharing Contract (OML 118 PSC) from TotalEnergies EP Nigeria Limited. Upon completion, Shell’s working interest in the OML 118 PSC is expected to increase from 55% to a maximum of 67.5%.

Chemicals and Products

In April 2025, we completed the previously announced sale of our Energy and Chemicals Park in Singapore to CAPGC Pte. Ltd. (CAPGC), a joint venture between Chandra Asri Capital Pte. Ltd. and Glencore Asian Holdings Pte. Ltd.

In April 2025, we agreed to sell our 16.125% interest in Colonial Enterprises, Inc. (“Colonial”) to Colossus AcquireCo LLC, a wholly owned subsidiary of Brookfield Infrastructure Partners L.P. and its institutional partners (collectively, “Brookfield”), for $1.45 billion. The transaction is subject to regulatory approvals.

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PERFORMANCE BY SEGMENT



INTEGRATED GAS
Quarters				$ million		Half year
Q2 2025	Q1 2025	Q2 2024	%¹		Reference	2025	2024	%

1,838	2,789	2,454	-34	Income/(loss) for the period		4,627	5,215	-11
101	306	(220)		Of which: Identified items	A	407	(1,139)
1,737	2,483	2,675	-30	Adjusted Earnings	A	4,220	6,354	-34
3,875	4,735	5,039	-18	Adjusted EBITDA	A	8,610	11,175	-23
3,629	3,463	4,183	+5	Cash flow from operating activities	A	7,092	8,895	-20
1,196	1,116	1,151		Cash capital expenditure	C	2,313	2,192
129	126	137	+2	Liquids production available for sale (thousand b/d)		128	137	-7
4,545	4,644	4,885	-2	Natural gas production available for sale (million scf/d)		4,594	4,919	-7
913	927	980	-2	Total production available for sale (thousand boe/d)		920	986	-7
6.72	6.60	6.95	+2	LNG liquefaction volumes (million tonnes)		13.32	14.53	-8
17.77	16.49	16.41	+8	LNG sales volumes (million tonnes)		34.26	33.28	+3

1.Q2 on Q1 change

Integrated Gas includes liquefied natural gas (LNG), conversion of natural gas into gas-to-liquids (GTL) fuels and other products. It includes natural gas and liquids exploration and extraction, and the operation of the upstream and midstream infrastructure necessary to deliver these to market. Integrated Gas also includes the marketing, trading and optimisation of LNG.

Quarter Analysis1

Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes identified items.

Adjusted Earnings, compared with the first quarter 2025, reflected the combined effect of lower contributions from trading and optimisation and lower realised prices (decrease of $589 million), and higher depreciation, depletion and amortisation expenses (increase of $162 million).

Identified items in the second quarter 2025 included favourable movements of $454 million due to the fair value accounting of commodity derivatives, partly offset by impairment charges of $423 million. These favourable movements and impairment charges compare with the first quarter 2025 which included favourable movements of $362 million due to the fair value accounting of commodity derivatives. As part of Shell’s normal business, commodity derivative contracts are entered into as hedges for mitigation of economic exposures on future purchases, sales and inventory.

Adjusted EBITDA2 was driven by the same factors as Adjusted Earnings.

Cash flow from operating activities for the second quarter 2025 was primarily driven by Adjusted EBITDA, net cash inflows related to derivatives of $542 million and working capital inflows of $352 million. These inflows were partly offset by tax payments of $967 million.

Total oil and gas production, compared with the first quarter 2025, decreased by 2% mainly due to higher planned maintenance across the portfolio. LNG liquefaction volumes increased by 2% mainly due to ramp-up in Australia, following unplanned maintenance and weather constraints in the first quarter, partly offset by higher planned maintenance across the portfolio.

Half Year Analysis1

Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes identified items.

Adjusted Earnings, compared with the first half 2024, reflected the combined effect of lower contributions from trading and optimisation and lower realised prices (decrease of $1,894 million), lower volumes (decrease of $373 million), and higher depreciation, depletion and amortisation expenses (increase of $120 million), partly offset by lower operating expenses (decrease of $107 million), and favourable deferred tax movements ($99 million).

Identified items in the first half 2025 included favourable movements of $817 million due to the fair value accounting of commodity derivatives, partly offset by impairment charges of $423 million. These favourable movements and charges are part of identified items and compare with the first half 2024 which included unfavourable movements of $985 million due

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2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS

to the fair value accounting of commodity derivatives. As part of Shell’s normal business, commodity derivative contracts are entered into for mitigation of economic exposures on future purchases, sales and inventory.

Adjusted EBITDA2 was driven by the same factors as Adjusted Earnings.

Cash flow from operating activities for the first half 2025 was primarily driven by Adjusted EBITDA, and net cash inflows related to derivatives of $1,084 million. These inflows were partly offset by tax payments of $1,741 million and working capital outflows of $335 million.

Total oil and gas production, compared with the first half 2024, decreased by 7% mainly due to higher maintenance across the portfolio and weather constraints in Australia. LNG liquefaction volumes decreased by 8% mainly due to higher maintenance across the portfolio.

1.All earnings amounts are shown post-tax, unless stated otherwise.

2.Adjusted EBITDA is without taxation, exploration well write-offs and DD&A expenses.

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UPSTREAM
Quarters				$ million		Half year
Q2 2025	Q1 2025	Q2 2024	%¹		Reference	2025	2024	%

2,008	2,080	2,179	-3	Income/(loss) for the period		4,088	4,451	-8
276	(257)	(157)		Of which: Identified items	A	19	182
1,732	2,337	2,336	-26	Adjusted Earnings	A	4,068	4,270	-5
6,638	7,387	7,829	-10	Adjusted EBITDA	A	14,024	15,717	-11
6,500	3,945	5,739	+65	Cash flow from operating activities	A	10,445	11,466	-9
2,826	1,923	1,829		Cash capital expenditure	C	4,749	3,839
1,334	1,335	1,297	—	Liquids production available for sale (thousand b/d)		1,334	1,314	+2
2,310	3,020	2,818	-24	Natural gas production available for sale (million scf/d)		2,663	2,977	-11
1,732	1,855	1,783	-7	Total production available for sale (thousand boe/d)		1,793	1,828	-2

1.Q2 on Q1 change

The Upstream segment includes exploration and extraction of crude oil, natural gas and natural gas liquids. It also markets and transports oil and gas, and operates the infrastructure necessary to deliver them to the market.

Quarter Analysis1

Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes identified items.

Adjusted Earnings, compared with the first quarter 2025, reflected lower realised liquids and gas prices (decrease of $594 million) and higher depreciation, depletion and amortisation expenses (increase of $154 million), partly offset by higher volumes (increase of $112 million).

Identified items in the second quarter 2025 included gains of $350 million from disposal of assets. These favourable movements compare with the first quarter 2025 which included a charge of $509 million related to the UK Energy Profits Levy, partly offset by gains of $159 million from disposal of assets and gains of $95 million related to the impact of the strengthening Brazilian real on a deferred tax position.

Adjusted EBITDA2 was driven by the same factors as Adjusted Earnings.

Cash flow from operating activities for the second quarter 2025 was primarily driven by Adjusted EBITDA, dividends (net of profits) from joint ventures and associates of $1,542 million and working capital inflows of $655 million. These inflows were partly offset by tax payments of $1,948 million.

Total production, compared with the first quarter 2025, decreased mainly due to the SPDC divestment and higher planned maintenance, partly offset by new oil production.

Half Year Analysis1

Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes identified items.

Adjusted Earnings, compared with the first half 2024, reflected lower realised prices (decrease of $1,262 million) and the comparative unfavourable impact of gas storage effects (decrease of $499 million), partly offset by lower exploration well write-offs (decrease of $574 million), lower depreciation, depletion and amortisation expenses (decrease of $375 million), lower operating expenses (decrease of $245 million) and favourable tax movements ($143 million).

Identified items in the first half 2025 included gains of $509 million from disposal of assets and a gain of $168 million related to the impact of the strengthening Brazilian real on a deferred tax position, offset by a charge of $509 million related to the UK Energy Profits Levy. These favourable movements and charges compare with the first half 2024 which included gains of $599 million related to the impact of inflationary adjustments in Argentina on a deferred tax position, partly offset by a loss of $191 million related to the impact of the weakening Brazilian real on a deferred tax position and impairment charges of $169 million.

Adjusted EBITDA2 was driven by the same factors as Adjusted Earnings.

Cash flow from operating activities for the first half 2025 was primarily driven by Adjusted EBITDA and dividends (net of profits) from joint ventures and associates of $1,384 million. These inflows were partly offset by tax payments of $3,946 million.

Total production, compared with the first half 2024, decreased mainly due to the SPDC divestment and field decline largely offset by new oil production.

1.All earnings amounts are shown post-tax, unless stated otherwise.

2.Adjusted EBITDA is without taxation, exploration well write-offs and DD&A expenses.

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MARKETING
Quarters				$ million		Half year
Q2 2025	Q1 2025	Q2 2024	%¹		Reference	2025	2024	%

766	814	202	-6	Income/(loss) for the period		1,580	1,099	+44
(354)	(49)	(825)		Of which: Identified items	A	(402)	(832)

1,199	900	1,082	+33	Adjusted Earnings	A	2,100	1,863	+13
2,181	1,869	1,999	+17	Adjusted EBITDA	A	4,049	3,686	+10
2,718	1,907	1,958	+43	Cash flow from operating activities	A	4,625	3,277	+41
429	256	644		Cash capital expenditure	C	684	1,109
2,813	2,674	2,868	+5	Marketing sales volumes (thousand b/d)		2,744	2,816	-3

1.Q2 on Q1 change

The Marketing segment comprises the Mobility, Lubricants, and Sectors and Decarbonisation businesses. The Mobility business operates Shell’s retail network including electric vehicle charging services and the Wholesale commercial fuels business which provides fuels for transport and industry. The Lubricants business produces, markets and sells lubricants for road transport, and machinery used in manufacturing, mining, power generation, agriculture and construction. The Sectors and Decarbonisation business sells fuels, speciality products and services including low-carbon energy solutions to a broad range of commercial customers including the aviation, marine, and agricultural sectors.

Quarter Analysis1

Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes identified items.

Adjusted Earnings, compared with the first quarter 2025, reflected higher Marketing margins (increase of $282 million) mainly due to higher Mobility unit margins and seasonal impact of higher volumes, stable Lubricants margins and Sectors and Decarbonisation margins, and favourable tax movements ($92 million). These net gains were partly offset by higher operating expenses (increase of $41 million).

Identified items in the second quarter 2025 included net impairment charges and reversals of $285 million, net losses of $44 million related to the sale of assets, and charges of $44 million related to redundancy and restructuring. These charges and net losses compare with the first quarter 2025 which included net losses of $61 million related to the sale of assets.

Adjusted EBITDA2 was driven by the same factors as Adjusted Earnings.

Cash flow from operating activities for the second quarter 2025 was primarily driven by Adjusted EBITDA, inflows relating to the timing impact of payments related to emission certificates and biofuel programmes of $515 million, dividends (net of profits/losses) from joint ventures and associates of $161 million and working capital inflows of $67 million. These inflows were partly offset by tax payments of $132 million, and non-cash cost of supplies adjustment of $104 million.

Marketing sales volumes (comprising hydrocarbon sales), compared with the first quarter 2025, increased mainly due to seasonality.

Half Year Analysis1

Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes identified items.

Adjusted Earnings, compared with the first half 2024, reflected lower operating expenses (decrease of $199 million) and higher Marketing margins (increase of $71 million) including higher Mobility and Lubricants margins due to improved unit margins, partly offset by lower Sectors and Decarbonisation margins.

Identified items in the first half 2025 included net impairment charges and reversals of $278 million and net losses of $105 million related to sale of assets. These charges and net losses compare with the first half 2024 which included impairment charges of $786 million mainly relating to an asset in the Netherlands, charges of $65 million related to redundancy and restructuring, and net losses of $56 million related to the sale of assets, partly offset by favourable movements of $50 million relating to the fair value accounting of commodity derivatives.

Adjusted EBITDA2 was driven by the same factors as Adjusted Earnings.

Cash flow from operating activities for the first half 2025 was primarily driven by Adjusted EBITDA, inflows relating to the timing impact of payments related to emission certificates and biofuel programmes of $1,055 million, dividends (net of

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2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS

profits/losses) from joint ventures and associates of $365 million. These inflows were partly offset by tax payments of $306 million, working capital outflows of $277 million and non-cash cost of supplies adjustment of $156 million.

Marketing sales volumes (comprising hydrocarbon sales), compared with the first half 2024, decreased mainly in Mobility due to portfolio changes and in Sectors and Decarbonisation.

1.All earnings amounts are shown post-tax, unless stated otherwise.

2.Adjusted EBITDA is without taxation and DD&A expenses.

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CHEMICALS AND PRODUCTS
Quarters				$ million		Half year
Q2 2025	Q1 2025	Q2 2024	%¹		Reference	2025	2024	%

(174)	(77)	545	-125	Income/(loss) for the period		(252)	1,856	-114
(51)	(581)	(499)		Of which: Identified items	A	(631)	(956)

118	449	1,085	-74	Adjusted Earnings	A	567	2,700	-79
864	1,410	2,242	-39	Adjusted EBITDA	A	2,274	5,068	-55
1,372	130	2,249	+956	Cash flow from operating activities	A	1,502	1,900	-21
775	458	638		Cash capital expenditure	C	1,233	1,138
1,156	1,362	1,429	-15	Refinery processing intake (thousand b/d)		1,258	1,429	-12
2,164	2,813	3,052	-23	Chemicals sales volumes (thousand tonnes)		4,977	5,934	-16

1.Q2 on Q1 change

The Chemicals and Products segment includes chemicals manufacturing plants with their own marketing network, and refineries which turn crude oil and other feedstocks into a range of oil products which are moved and marketed around the world for domestic, industrial and transport use. The segment also includes the pipeline business, trading and optimisation of crude oil, oil products and petrochemicals, and Oil Sands activities (the extraction of bitumen from mined oil sands and its conversion into synthetic crude oil).

Quarter Analysis1

Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes identified items.

Adjusted Earnings, compared with the first quarter 2025, reflected lower Products margins (decrease of $450 million) mainly driven by lower margins from trading and optimisation, partly offset by higher refining margins. Adjusted Earnings also reflected lower Chemicals margins (decrease of $103 million). These net losses were partly offset by favourable tax movements ($96 million) and lower operating expenses (decrease of $58 million).

In the second quarter 2025, Chemicals had negative Adjusted Earnings of $192 million and Products had positive Adjusted Earnings of $310 million.

Identified items in the second quarter 2025 included impairment charges of $62 million. These charges compare with the first quarter 2025 which included impairment charges of $277 million and unfavourable movements of $202 million due to the fair value accounting of commodity derivatives that, as part of Shell’s normal business, are entered into as hedges for mitigation of economic exposures on future purchases, sales and inventory.

Adjusted EBITDA2 was driven by the same factors as Adjusted Earnings.

Cash flow from operating activities for the second quarter 2025 was primarily driven by Adjusted EBITDA, inflows relating to the timing impact of payments relating to emission certificates and biofuel programmes of $367 million and working capital inflows of $383 million. These inflows were partly offset by non-cash cost of supplies adjustment of $333 million.

Refinery utilisation was 94% compared with 85% in the first quarter 2025, mainly due to lower planned and unplanned maintenance.

Chemicals manufacturing plant utilisation was 72% compared with 81% in the first quarter 2025, mainly due to higher planned maintenance, and unplanned maintenance mainly in Monaca.

Half Year Analysis1

Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes identified items.

Adjusted Earnings, compared with the first half 2024, reflected lower Products margins (decrease of $1,960 million), driven mainly by lower margins from trading and optimisation and lower refining margins. Adjusted Earnings also reflected lower Chemicals margins (decrease of $415 million). These net losses were partly offset by lower operating expenses (decrease of $180 million) and favourable tax movements ($70 million).

Identified items in the first half 2025 included impairment charges of $339 million and unfavourable movements of $153 million due to the fair value accounting of commodity derivatives. These charges and unfavourable movements compare with the first half 2024 which included net impairment charges and reversals of $860 million mainly relating to assets in Singapore, and unfavourable movements of $163 million relating to the fair value accounting of commodity derivatives.

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2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS

Adjusted EBITDA2 was driven by the same factors as Adjusted Earnings.

In the first half 2025, Chemicals had negative Adjusted Earnings of $329 million and Products had positive Adjusted Earnings of $896 million.

Cash flow from operating activities for the first half 2025 was primarily driven by Adjusted EBITDA, inflows related to the timing impact of payments relating to emission certificates and biofuel programmes of $492 million, and dividends (net of profits) from joint ventures and associates of $124 million. These inflows were partly offset by working capital outflows of $698 million, net cash outflows relating to commodity derivatives of $504 million, and non-cash cost of supplies adjustment of $266 million.

Refinery utilisation was 89% compared with 92% in the first half 2024, mainly due to higher planned and unplanned maintenance.

Chemicals manufacturing plant utilisation was 77%, at the same level as in the first half 2024.

1.All earnings amounts are shown post-tax, unless stated otherwise.

2.Adjusted EBITDA is without taxation and DD&A expenses.

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RENEWABLES AND ENERGY SOLUTIONS
Quarters				$ million		Half year
Q2 2025	Q1 2025	Q2 2024	%¹		Reference	2025	2024	%

(254)	(247)	(75)	-3	Income/(loss) for the period		(501)	478	-205
(245)	(205)	112		Of which: Identified items	A	(450)	501
(9)	(42)	(187)	+78	Adjusted Earnings	A	(51)	(24)	-116
102	111	(91)	-8	Adjusted EBITDA	A	213	175	+21
1	367	847	-100	Cash flow from operating activities	A	368	3,313	-89
555	403	425		Cash capital expenditure	C	958	863
70	76	74	-9	External power sales (terawatt hours)2		146	151	-3
132	184	148	-28	Sales of pipeline gas to end-use customers (terawatt hours)3		315	338	-7

1.Q2 on Q1 change

2.Physical power sales to third parties; excluding financial trades and physical trade with brokers, investors, financial institutions, trading platforms, and wholesale traders.

3.Physical natural gas sales to third parties; excluding financial trades and physical trade with brokers, investors, financial institutions, trading platforms, and wholesale traders. Excluding sales of natural gas by other segments and LNG sales.

Renewables and Energy Solutions includes activities such as renewable power generation, the marketing and trading and optimisation of power and pipeline gas, as well as carbon credits, and digitally enabled customer solutions. It also includes the production and marketing of hydrogen, development of commercial carbon capture and storage hubs, investment in nature-based projects that avoid or reduce carbon emissions, and Shell Ventures, which invests in companies that work to accelerate the energy and mobility transformation.

Quarter Analysis1

Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes identified items.

Adjusted Earnings, compared with the first quarter 2025, reflected lower operating expenses (decrease of $54 million) and favourable tax movements ($33 million), partly offset by lower margins (decrease of $56 million).

Most Renewables and Energy Solutions activities were loss-making in the second quarter 2025, which was partly offset by positive Adjusted Earnings from trading and optimisation.

Identified items in the second quarter 2025 included unfavourable movements of $217 million due to the fair value accounting of commodity derivatives and impairment charges of $136 million, partly offset by gains of $108 million on sales of assets. These charges and favourable movements compare with the first quarter 2025 which included a loss of $143 million related to the disposal of assets. As part of Shell’s normal business, commodity derivative contracts are entered into as hedges for mitigation of economic exposures on future purchases, sales and inventory.

Adjusted EBITDA2 was driven by the same factors as Adjusted Earnings.

Cash flow from operating activities for the second quarter 2025 was primarily driven by Adjusted EBITDA. This inflow was offset by working capital outflows of $128 million.

Half Year Analysis1

Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes identified items.

Adjusted Earnings, compared with the first half 2024, reflected lower margins (decrease of $140 million), mainly from trading and optimisation, partly offset by lower operating expenses (decrease of $115 million).

Most Renewables and Energy Solutions activities were loss-making for the first half 2025, which was partly offset by positive Adjusted Earnings from trading and optimisation.

Identified items in the first half 2025 included unfavourable movements of $196 million relating to the fair value accounting of commodity derivatives and impairment losses of $167 million. These net charges compare with the first half 2024 which included favourable movements of $529 million relating to the fair value accounting of commodity derivatives, partly offset by net impairment charges and reversals of $78 million. As part of Shell’s normal business, commodity derivative contracts are entered into for mitigation of economic exposures on future purchases, sales and inventory.

Adjusted EBITDA2 was driven by the same factors as Adjusted Earnings.

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Cash flow from operating activities for the first half 2025 was primarily driven by working capital inflows of $252 million and Adjusted EBITDA. These inflows were partly offset by net cash outflows related to derivatives of $235 million.

1.All earnings amounts are shown post-tax, unless stated otherwise.

2.Adjusted EBITDA is without taxation and DD&A expenses.

Additional Growth Measures


Quarters					Half year
Q2 2025	Q1 2025	Q2 2024	%¹		2025	2024	%
				Renewable power generation capacity (gigawatt):
3.9	3.5	3.3	+10	– In operation2	3.9	3.3	+16
3.8	4.0	3.8	-5	– Under construction and/or committed for sale3	3.8	3.8	-1

1.Q2 on Q1 change

2.Shell’s equity share of renewable generation capacity post commercial operation date. It excludes Shell’s equity share of associates where information cannot be obtained.

3.Shell’s equity share of renewable generation capacity under construction and/or committed for sale under long-term offtake agreements (PPA). It excludes Shell’s equity share of associates where information cannot be obtained.



CORPORATE
Quarters			$ million		Half year
Q2 2025	Q1 2025	Q2 2024		Reference	2025	2024

(539)	(483)	(1,656)	Income/(loss) for the period		(1,022)	(2,010)
(77)	(26)	(1,080)	Of which: Identified items	A	(102)	(1,066)
(463)	(457)	(576)	Adjusted Earnings	A	(920)	(944)
(346)	(261)	(213)	Adjusted EBITDA	A	(607)	(304)
(2,283)	(531)	(1,468)	Cash flow from operating activities	A	(2,814)	(2,013)

The Corporate segment covers the non-operating activities supporting Shell. It comprises Shell’s holdings and treasury organisation, headquarters and central functions, self-insurance activities and centrally managed longer-term innovation portfolio. All finance expense, income and related taxes are included in Corporate Adjusted Earnings rather than in the earnings of business segments.

Quarter Analysis1

Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes identified items.

Adjusted Earnings, compared with the first quarter 2025, reflected unfavourable tax movements and unfavourable currency exchange rate effects, partly offset by favourable net interest movements.

Adjusted EBITDA2 was mainly driven by unfavourable currency exchange rate effects.

Cash flow from operating activities for the second quarter 2025 was primarily driven by working capital outflows of $1,715 million, which included a reduction in joint venture deposits, and Adjusted EBITDA.

Half Year Analysis1

Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes identified items.

Adjusted Earnings, compared with the first half 2024, were primarily driven by favourable tax movements, partly offset by unfavourable currency exchange rate effects and unfavourable net interest movements.

Identified items in the first half 2024 included reclassifications from equity to profit and loss of cumulative currency translation differences related to funding structures resulting in unfavourable movements of $1,122 million. These currency

translation differences were previously recognised in other comprehensive income and accumulated in equity as part of

accumulated other comprehensive income.

Adjusted EBITDA2 was mainly driven by unfavourable currency exchange rate effects.

Cash flow from operating activities for the first half 2025 was primarily driven by working capital outflows of $1,734 million, which included a reduction in joint venture deposits, and Adjusted EBITDA.

1.All earnings amounts are shown post-tax, unless stated otherwise.

2.Adjusted EBITDA is without taxation and DD&A expenses.

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OUTLOOK FOR THE THIRD QUARTER 2025

Full year 2024 cash capital expenditure was $21 billion. Our cash capital expenditure range for the full year 2025 is expected to be within $20 – $22 billion.

Integrated Gas production is expected to be approximately 910 – 970 thousand boe/d. LNG liquefaction volumes are expected to be approximately 6.7 – 7.3 million tonnes.

Upstream production is expected to be approximately 1,700 – 1,900 thousand boe/d.

Marketing sales volumes are expected to be approximately 2,600 – 3,100 thousand b/d.

Refinery utilisation is expected to be approximately 88% – 96%. Chemicals manufacturing plant utilisation is expected to be approximately 78% – 86%.

Corporate Adjusted Earnings1 were a net expense of $463 million for the second quarter 2025. Corporate Adjusted Earnings are expected to be a net expense of approximately $500 – $700 million in the third quarter 2025.

1.For the definition of Adjusted Earnings and the most comparable GAAP measure see Reference A.

FORTHCOMING EVENTS



Date			Event
October 30, 2025			Third quarter 2025 results and dividends

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2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS

UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS



CONSOLIDATED STATEMENT OF INCOME
Quarters			$ million	Half year
Q2 2025	Q1 2025	Q2 2024		2025	2024
65,406	69,234	74,463	Revenue1	134,640	146,942
712	615	898	Share of profit/(loss) of joint ventures and associates	1,327	2,216
326	302	(305)	Interest and other income/(expenses)2	628	602
66,443	70,152	75,057	Total revenue and other income/(expenses)	136,596	149,760
44,099	45,849	49,417	Purchases	89,948	96,284
4,909	5,549	5,593	Production and manufacturing expenses	10,459	11,403
3,077	2,840	3,094	Selling, distribution and administrative expenses	5,917	6,069
278	185	263	Research and development	464	475
360	210	496	Exploration	569	1,246
6,670	5,441	7,555	Depreciation, depletion and amortisation2	12,111	13,436
1,075	1,120	1,235	Interest expense	2,194	2,399
60,468	61,194	67,653	Total expenditure	121,662	131,312
5,975	8,959	7,404	Income/(loss) before taxation	14,934	18,447
2,332	4,083	3,754	Taxation charge/(credit)2	6,415	7,358
3,644	4,875	3,650	Income/(loss) for the period	8,519	11,089
43	95	133	Income/(loss) attributable to non-controlling interest	138	215
3,601	4,780	3,517	Income/(loss) attributable to Shell plc shareholders	8,381	10,874
0.61	0.79	0.55	Basic earnings per share ($)3	1.40	1.70
0.60	0.79	0.55	Diluted earnings per share ($)3	1.39	1.68

1.See Note 2 “Segment information”.

2.See Note 7 “Other notes to the unaudited Condensed Consolidated Interim Financial Statements”.

3.See Note 3 “Earnings per share”.



CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Quarters			$ million	Half year
Q2 2025	Q1 2025	Q2 2024		2025	2024
3,644	4,875	3,650	Income/(loss) for the period	8,519	11,089
			Other comprehensive income/(loss) net of tax:
			Items that may be reclassified to income in later periods:
4,127	1,711	698	– Currency translation differences1	5,837	(1,296)
7	6	(12)	– Debt instruments remeasurements	14	(19)
(109)	(25)	14	– Cash flow hedging gains/(losses)	(135)	67
5	(42)	(6)	– Deferred cost of hedging	(37)	(20)
113	74	(50)	– Share of other comprehensive income/(loss) of joint ventures and associates	187	(62)
4,143	1,723	644	Total	5,866	(1,330)
			Items that are not reclassified to income in later periods:
158	306	310	– Retirement benefits remeasurements	465	749
(8)	(16)	(81)	– Equity instruments remeasurements	(24)	(3)
(23)	(36)	44	– Share of other comprehensive income/(loss) of joint ventures and associates	(59)	55
128	254	273	Total	381	801
4,270	1,977	917	Other comprehensive income/(loss) for the period	6,248	(529)
7,914	6,852	4,567	Comprehensive income/(loss) for the period	14,767	10,560
122	105	123	Comprehensive income/(loss) attributable to non-controlling interest	227	180
7,792	6,748	4,443	Comprehensive income/(loss) attributable to Shell plc shareholders	14,540	10,381

1.See Note 7 “Other notes to the unaudited Condensed Consolidated Interim Financial Statements”.

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2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS



CONDENSED CONSOLIDATED BALANCE SHEET
$ million
	June 30, 2025	December 31, 2024
Assets
Non-current assets
Goodwill	16,332	16,032
Other intangible assets	11,338	9,480
Property, plant and equipment	186,461	185,219
Joint ventures and associates	23,456	23,445
Investments in securities	2,225	2,255
Deferred tax	7,524	6,857
Retirement benefits	10,980	10,003
Trade and other receivables	7,315	6,018
Derivative financial instruments1	692	374
	266,323	259,683
Current assets
Inventories	23,283	23,426
Trade and other receivables	45,570	45,860
Derivative financial instruments1	9,443	9,673
Cash and cash equivalents	32,682	39,110
	110,978	118,069
Assets classified as held for sale2	10,619	9,857
	121,597	127,926
Total assets	387,920	387,609
Liabilities
Non-current liabilities
Debt	65,218	65,448
Trade and other payables	5,876	3,290
Derivative financial instruments1	1,037	2,185
Deferred tax	12,921	13,505
Retirement benefits	6,983	6,752
Decommissioning and other provisions	20,777	21,227
	112,813	112,407
Current liabilities
Debt	10,457	11,630
Trade and other payables	58,379	60,693
Derivative financial instruments1	6,451	7,391
Income taxes payable	3,642	4,648
Decommissioning and other provisions	5,234	4,469
	84,164	88,831
Liabilities directly associated with assets classified as held for sale2	7,856	6,203
	92,020	95,034
Total liabilities	204,832	207,441
Equity attributable to Shell plc shareholders	181,137	178,307
Non-controlling interest	1,951	1,861
Total equity	183,088	180,168
Total liabilities and equity	387,920	387,609

1. See Note 6 “Derivative financial instruments and debt excluding lease liabilities”.

2. .See Note 7 “Other notes to the unaudited Condensed Consolidated Interim Financial Statements”.

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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
	Equity attributable to Shell plc shareholders
$ million	Share capital1	Shares held in trust	Other reserves²	Retained earnings	Total	Non-controlling interest	Total equity
At January 1, 2025	510	(803)	19,766	158,834	178,307	1,861	180,168
Comprehensive income/(loss) for the period	—	—	6,159	8,381	14,540	227	14,767
Transfer from other comprehensive income	—	—	18	(18)	—	—	—
Dividends³	—	—	—	(4,302)	(4,302)	(113)	(4,415)
Repurchases of shares4	(17)	—	17	(7,038)	(7,038)	—	(7,038)
Share-based compensation	—	516	(486)	(426)	(396)	—	(396)
Other changes	—	—	—	29	29	(24)	5
At June 30, 2025	493	(288)	25,473	155,458	181,137	1,951	183,088
At January 1, 2024	544	(997)	21,145	165,915	186,607	1,755	188,362
Comprehensive income/(loss) for the period	—	—	(494)	10,874	10,381	180	10,560
Transfer from other comprehensive income	—	—	170	(170)	—	—	—
Dividends3	—	—	—	(4,387)	(4,387)	(150)	(4,537)
Repurchases of shares4	(17)	—	17	(7,020)	(7,020)	—	(7,020)
Share-based compensation	—	544	(213)	(406)	(76)	—	(76)
Other changes	—	—	—	(96)	(96)	(1)	(98)
At June 30, 2024	528	(454)	20,625	164,709	185,407	1,783	187,190

1. See Note 4 “Share capital”.

2. See Note 5 “Other reserves”.

3. The amount charged to retained earnings is based on prevailing exchange rates on payment date.

4. Includes shares committed to repurchase under an irrevocable contract and repurchases subject to settlement at the end of the quarter.

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CONSOLIDATED STATEMENT OF CASH FLOWS
Quarters			$ million	Half year
Q2 2025	Q1 2025	Q2 2024		2025	2024
5,975	8,959	7,404	Income before taxation for the period	14,934	18,447
			Adjustment for:
515	636	619	– Interest expense (net)	1,151	1,195
6,670	5,441	7,555	– Depreciation, depletion and amortisation1	12,111	13,436
206	28	269	– Exploration well write-offs	234	823
(128)	127	(143)	– Net (gains)/losses on sale and revaluation of non-current assets and businesses	(1)	(154)
(712)	(615)	(898)	– Share of (profit)/loss of joint ventures and associates	(1,327)	(2,216)
2,361	523	792	– Dividends received from joint ventures and associates1	2,884	1,530
(27)	854	(954)	– (Increase)/decrease in inventories	827	(1,562)
3,635	(2,610)	1,965	– (Increase)/decrease in current receivables	1,025	1,770
(3,994)	(907)	(1,269)	– Increase/(decrease) in current payables	(4,901)	(3,218)
626	(244)	253	– Derivative financial instruments	381	1,638
(17)	(100)	(332)	– Retirement benefits	(118)	(392)
(425)	(480)	(332)	– Decommissioning and other provisions	(906)	(931)
684	570	2,027	– Other1	1,254	2,536
(3,432)	(2,900)	(3,448)	Tax paid	(6,331)	(6,064)
11,937	9,281	13,508	Cash flow from operating activities	21,218	26,838
(5,393)	(3,748)	(4,445)	Capital expenditure	(9,141)	(8,424)
(406)	(413)	(261)	Investments in joint ventures and associates	(819)	(761)
(17)	(15)	(13)	Investments in equity securities	(32)	(25)
(5,817)	(4,175)	(4,719)	Cash capital expenditure	(9,993)	(9,211)
(57)	559	710	Proceeds from sale of property, plant and equipment and businesses1	502	1,033
1	33	57	Proceeds from joint ventures and associates from sale, capital reduction and repayment of long-term loans	34	190
19	5	2	Proceeds from sale of equity securities	24	570
508	508	648	Interest received	1,016	1,224
360	506	883	Other investing cash inflows	866	1,740
(420)	(1,394)	(920)	Other investing cash outflows	(1,814)	(2,414)
(5,406)	(3,959)	(3,338)	Cash flow from investing activities	(9,365)	(6,866)
(208)	80	(179)	Net increase/(decrease) in debt with maturity period within three months	(127)	(286)
			Other debt:
180	139	132	– New borrowings	319	299
(4,075)	(2,514)	(4,154)	– Repayments	(6,589)	(5,686)
(1,212)	(846)	(1,287)	Interest paid	(2,059)	(2,198)
896	326	(115)	Derivative financial instruments	1,222	(412)
—	(25)	(1)	Change in non-controlling interest	(25)	(5)
			Cash dividends paid to:
(2,122)	(2,179)	(2,177)	– Shell plc shareholders	(4,300)	(4,387)
(27)	(86)	(82)	– Non-controlling interest	(113)	(150)
(3,533)	(3,311)	(3,958)	Repurchases of shares	(6,844)	(6,782)
(5)	(768)	(24)	Shares held in trust: net sales/(purchases) and dividends received	(773)	(486)
(10,106)	(9,183)	(11,846)	Cash flow from financing activities	(19,289)	(20,094)
655	353	(126)	Effects of exchange rate changes on cash and cash equivalents	1,008	(505)
(2,919)	(3,509)	(1,801)	Increase/(decrease) in cash and cash equivalents	(6,428)	(627)
35,601	39,110	39,949	Cash and cash equivalents at beginning of period	39,110	38,774
32,682	35,601	38,148	Cash and cash equivalents at end of period	32,682	38,148

1.See Note 7 “Other notes to the unaudited Condensed Consolidated Interim Financial Statements”.

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NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

1. Basis of preparation

These unaudited Condensed Consolidated Interim Financial Statements of Shell plc (“the Company”) and its subsidiaries (collectively referred to as “Shell”) have been prepared in accordance with IAS 34 Interim Financial Reporting as issued by the International Accounting Standards Board (“IASB”) and adopted by the UK, and on the basis of the same accounting principles as those used in the Company’s Annual Report and Accounts (pages 240 to 312) for the year ended December 31, 2024, as filed with the Registrar of Companies for England and Wales and as filed with the Autoriteit Financiële Markten (the Netherlands) and Amendment No. 1 to Form 20-F (“Form 20-F/A”) (pages 10 to 83) for the year ended December 31, 2024, as filed with the US Securities and Exchange Commission, and should be read in conjunction with these filings.

The financial information presented in the unaudited Condensed Consolidated Interim Financial Statements does not constitute statutory accounts within the meaning of section 434(3) of the Companies Act 2006 (“the Act”). Statutory accounts for the year ended December 31, 2024, were published in Shell’s Annual Report and Accounts, a copy of which was delivered to the Registrar of Companies for England and Wales. The auditor’s report on those accounts was unqualified, did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying the report and did not contain a statement under sections 498(2) or 498(3) of the Act.

Going Concern

These unaudited Condensed Consolidated Interim Financial Statements have been prepared on the going concern basis of accounting. In assessing the appropriateness of the going concern assumption over the period to December 31, 2026 (the ‘going concern period’), management have stress-tested Shell’s most recent financial projections to incorporate a range of potential future outcomes by considering Shell’s principal risks, potential downside pressures on commodity prices and long-term demand, and cash preservation measures, including reduced cash capital expenditure and shareholder distributions. This assessment confirmed that Shell has adequate cash, other liquid resources and undrawn credit facilities to enable it to meet its obligations as they fall due in order to continue its operations during the going concern period. Therefore, the Directors consider it appropriate to continue to adopt the going concern basis of accounting in preparing these unaudited Condensed Consolidated Interim Financial Statements.

Key accounting considerations, significant judgements and estimates

Future commodity price assumptions, which represent a significant estimate, were subject to change in the second quarter 2025 (See Note 7). Noting continued volatility in markets, price assumptions remain under review.

The discount rates applied for impairment testing and the discount rate applied to provisions are reviewed on a regular basis. Both discount rates applied in the first half year 2025 remain unchanged compared with 2024.

2. Segment information

With effect from January 1, 2025, segment earnings are presented on an Adjusted Earnings basis (Adjusted Earnings), which is the earnings measure used by the Chief Executive Officer, who serves as the Chief Operating Decision Maker, for the purposes of making decisions about allocating resources and assessing performance. This aligns with Shell’s focus on performance, discipline and simplification.

The Adjusted Earnings measure is presented on a current cost of supplies (CCS) basis and aims to facilitate a comparative understanding of Shell’s financial performance from period to period by removing the effects of oil price changes on inventory carrying amounts and removing the effects of identified items. Identified items are in some cases driven by external factors and may, either individually or collectively, hinder the comparative understanding of Shell’s financial results from period to period.

The segment earnings measure used until December 31, 2024 was CCS earnings. The difference between CCS earnings and Adjusted Earnings are the identified items. Comparative periods are presented below on an Adjusted Earnings basis.

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ADJUSTED EARNINGS BY SEGMENT



Q2 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Income/(loss) attributable to Shell plc shareholders							3,601
Income/(loss) attributable to non-controlling interest							43
Income/(loss) for the period	1,838	2,008	766	(174)	(254)	(539)	3,644
Add: Current cost of supplies adjustment before taxation			104	333			436
Add: Tax on current cost of supplies adjustment			(24)	(91)			(115)
Less: Identified items before taxation	(102)	271	(460)	(64)	(300)	(63)	(717)
Add: Tax on identified items	(203)	(5)	(106)	(13)	(55)	14	(369)
Adjusted Earnings	1,737	1,732	1,199	118	(9)	(463)	4,314
Adjusted Earnings attributable to Shell plc shareholders							4,264
Adjusted Earnings attributable to non-controlling interest							50



Q1 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Income/(loss) attributable to Shell plc shareholders							4,780
Income/(loss) attributable to non-controlling interest							95
Income/(loss) for the period	2,789	2,080	814	(77)	(247)	(483)	4,875
Add: Current cost of supplies adjustment before taxation			52	(67)			(15)
Add: Tax on current cost of supplies adjustment			(14)	12			(2)
Less: Identified items before taxation	348	121	(44)	(679)	(260)	4	(510)
Add: Tax on identified items	43	378	4	(99)	(54)	29	301
Adjusted Earnings	2,483	2,337	900	449	(42)	(457)	5,670
Adjusted Earnings attributable to Shell plc shareholders							5,577
Adjusted Earnings attributable to non-controlling interest							94



Q2 2024	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Income/(loss) attributable to Shell plc shareholders							3,517
Income/(loss) attributable to non-controlling interest							133
Income/(loss) for the period	2,454	2,179	202	545	(75)	(1,656)	3,650
Add: Current cost of supplies adjustment before taxation			74	59			133
Add: Tax on current cost of supplies adjustment			(19)	(17)			(36)
Less: Identified items before taxation	(260)	(215)	(1,111)	(333)	198	(1,105)	(2,826)
Add: Tax on identified items	(40)	(58)	(286)	165	87	(25)	(157)
Adjusted Earnings	2,675	2,336	1,082	1,085	(187)	(576)	6,415
Adjusted Earnings attributable to Shell plc shareholders							6,293
Adjusted Earnings attributable to non-controlling interest							122

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Half year 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Income/(loss) attributable to Shell plc shareholders							8,381
Income/(loss) attributable to non-controlling interest							138
Income/(loss) for the period	4,627	4,088	1,580	(252)	(501)	(1,022)	8,519
Add: Current cost of supplies adjustment before taxation			156	266			422
Add: Tax on current cost of supplies adjustment			(38)	(79)			(116)
Less: Identified items before taxation	246	392	(504)	(743)	(559)	(59)	(1,227)
Add: Tax on identified items	(160)	373	(102)	(111)	(110)	43	(68)
Adjusted Earnings	4,220	4,068	2,100	567	(51)	(920)	9,984
Adjusted Earnings attributable to Shell plc shareholders							9,841
Adjusted Earnings attributable to non-controlling interest							144



Half year 2024	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Income/(loss) attributable to Shell plc shareholders							10,874
Income/(loss) attributable to non-controlling interest							215
Income/(loss) for the period	5,215	4,451	1,099	1,856	478	(2,010)	11,089
Add: Current cost of supplies adjustment before taxation			(79)	(148)			(227)
Add: Tax on current cost of supplies adjustment			11	37			48
Less: Identified items before taxation	(1,336)	(261)	(1,123)	(908)	668	(1,111)	(4,070)
Add: Tax on identified items	(197)	(443)	(290)	48	167	(45)	(761)
Adjusted Earnings	6,354	4,270	1,863	2,700	(24)	(944)	14,219
Adjusted Earnings attributable to Shell plc shareholders							14,027
Adjusted Earnings attributable to non-controlling interest							192

CASH CAPITAL EXPENDITURE BY SEGMENT

Cash capital expenditure is a measure used by the Chief Executive Officer for the purposes of making decisions about allocating resources and assessing performance.



Q2 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Capital expenditure	988	2,774	427	704	468	32	5,393
Add: Investments in joint ventures and associates	209	52	1	71	72	1	406
Add: Investment in equity securities	—	—	—	—	16	2	17
Cash capital expenditure	1,196	2,826	429	775	555	36	5,817



Q1 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Capital expenditure	943	1,727	252	451	358	17	3,748
Add: Investments in joint ventures and associates	174	197	4	7	30	1	413
Add: Investments in equity securities	—	—	—	—	14	—	15
Cash capital expenditure	1,116	1,923	256	458	403	19	4,175

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Q2 2024	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Capital expenditure	1,024	1,769	644	601	377	30	4,445
Add: Investments in joint ventures and associates	127	60	—	37	35	1	261
Add: Investments in equity securities	—	—	—	—	13	—	13
Cash Capital expenditure	1,151	1,829	644	638	425	32	4,719



Half year 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Capital expenditure	1,930	4,501	679	1,155	826	49	9,141
Add: Investments in joint ventures and associates	383	248	5	78	102	3	819
Add: Investment in equity securities	—	—	—	—	30	2	32
Cash capital expenditure	2,313	4,749	684	1,233	958	54	9,993



Half year 2024	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Capital expenditure	1,882	3,535	1,071	1,074	797	64	8,424
Add: Investments in joint ventures and associates	310	304	38	63	43	2	761
Add: Investments in equity securities	—	—	—	—	22	3	25
Cash capital expenditure	2,192	3,839	1,109	1,138	863	69	9,211

REVENUE BY SEGMENT

Third-party revenue includes revenue from sources other than from contracts with customers, which mainly comprises the impact of fair value accounting of commodity derivatives.



Q2 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Revenue:
Third-party	9,576	1,193	28,241	18,388	7,996	12	65,406
Inter-segment	2,412	8,502	2,177	8,775	835	—	22,701



Q1 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Revenue:
Third-party	9,602	1,510	27,083	21,610	9,417	12	69,234
Inter-segment	2,675	9,854	1,849	8,255	1,164	—	23,797

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2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS



Q2 2024	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Revenue:
Third-party	9,052	1,590	32,005	24,583	7,222	11	74,463
Inter-segment	2,157	10,102	1,363	9,849	957	—	24,428



Half year 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Revenue:
Third-party	19,179	2,703	55,324	39,998	17,413	23	134,640
Inter-segment	5,086	18,356	4,026	17,030	1,999	—	46,498



Half year 2024	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Revenue:
Third-party	18,247	3,349	62,045	48,319	14,959	22	146,942
Inter-segment	4,560	20,390	2,718	20,161	1,962	—	49,791

Identified items

The objective of identified items is to remove material impacts on net income/loss arising from transactions which are generally uncontrollable and unusual (infrequent or non-recurring) in nature or giving rise to a mismatch between accounting and economic results, or certain transactions that are generally excluded from underlying results in the industry.

Identified items comprise: divestment gains and losses, impairments and impairment reversals, redundancy and restructuring, fair value accounting of commodity derivatives and certain gas contracts that gives rise to a mismatch between accounting and economic results, the impact of exchange rate movements and inflationary adjustments on certain deferred tax balances, and other items.

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Q2 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Identified items included in Income/(loss) before taxation
Divestment gains/(losses)	63	344	(56)	(9)	119	(4)	457
Impairment reversals/(impairments)	(672)	(3)	(370)	(78)	(138)	—	(1,261)
Redundancy and restructuring	(7)	(6)	(57)	(37)	(1)	(12)	(119)
Fair value accounting of commodity derivatives and certain gas contracts1	514	1	23	61	(280)	—	319
Other2	—	(65)	—	(1)	—	(47)	(113)
Total identified items included in Income/(loss) before taxation	(102)	271	(460)	(64)	(300)	(63)	(717)
Less: Total identified items included in Taxation charge/(credit)	(203)	(5)	(106)	(13)	(55)	14	(369)
Identified items included in Income/(loss) for the period
Divestment gains/(losses)	54	350	(44)	(7)	108	(3)	458
Impairment reversals/(impairments)	(423)	(2)	(285)	(62)	(136)	—	(908)
Redundancy and restructuring	(4)	(2)	(44)	(29)	—	(8)	(88)
Fair value accounting of commodity derivatives and certain gas contracts1	454	—	19	49	(217)	—	307
Impact of exchange rate movements and inflationary adjustments on tax balances3	20	22	—	—	—	(19)	23
Other2	—	(92)	—	(1)	—	(47)	(139)
Impact on Adjusted Earnings	101	276	(354)	(51)	(245)	(77)	(348)
Impact on Adjusted Earnings attributable to non-controlling interest	—	—	—	—	—	—	—
Impact on Adjusted Earnings attributable to Shell plc shareholders	101	276	(354)	(51)	(245)	(77)	(348)

1.Fair value accounting of commodity derivatives and certain gas contracts: In the ordinary course of business, Shell enters into contracts to supply or purchase oil and gas products, as well as power and environmental products. Shell also enters into contracts for tolling, pipeline and storage capacity. Derivative contracts are entered into for mitigation of resulting economic exposures (generally price exposure) and these derivative contracts are carried at period-end market price (fair value), with movements in fair value recognised in income for the period. Supply and purchase contracts entered into for operational purposes, as well as contracts for tolling, pipeline and storage capacity, are, by contrast, recognised when the transaction occurs; furthermore, inventory is carried at historical cost or net realisable value, whichever is lower. As a consequence, accounting mismatches occur because: (a) the supply or purchase transaction is recognised in a different period; or (b) the inventory is measured on a different basis. In addition, certain contracts are, due to pricing or delivery conditions, deemed to contain embedded derivatives or written options and are also required to be carried at fair value even though they are entered into for operational purposes. The accounting impacts are reported as identified items.

2.Other identified items represent other credits or charges that based on Shell management’s assessment hinder the comparative understanding of Shell’s financial results from period to period.

3.Impact of exchange rate movements and inflationary adjustments on tax balances represents the impact on tax balances of exchange rate movements and inflationary adjustments arising on: (a) the conversion to dollars of the local currency tax base of non-monetary assets and liabilities, as well as recognised tax losses (this primarily impacts the Integrated Gas and Upstream segments); and (b) the conversion of dollar-denominated inter-segment loans to local currency, leading to taxable exchange rate gains or losses (this primarily impacts the Corporate segment).

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Q1 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Identified items included in Income/(loss) before taxation
Divestment gains/(losses)	(1)	154	(57)	(15)	(187)	—	(106)
Impairment reversals/(impairments)	—	(21)	10	(293)	(38)	—	(341)
Redundancy and restructuring	(1)	(15)	(9)	(13)	(9)	4	(44)
Fair value accounting of commodity derivatives and certain gas contracts1	420	(1)	12	(258)	20	—	194
Other1	(70)	4	—	(101)	(46)	—	(212)
Total identified items included in Income/(loss) before taxation	348	121	(44)	(679)	(260)	4	(510)
Less: Total identified items included in Taxation charge/(credit)	43	378	4	(99)	(54)	29	301
Identified items included in Income/(loss) for the period
Divestment gains/(losses)	—	8	(61)	(12)	(143)	—	(208)
Impairment reversals/(impairments)	—	(15)	6	(277)	(31)	—	(317)
Redundancy and restructuring	(1)	(5)	(1)	(12)	(7)	2	(24)
Fair value accounting of commodity derivatives and certain gas contracts1	362	—	7	(202)	20	—	187
Impact of exchange rate movements and inflationary adjustments on tax balances1	4	132	—	—	—	(28)	108
Other1	(59)	(377)	—	(77)	(45)	—	(558)
Impact on Adjusted Earnings	306	(257)	(49)	(581)	(205)	(26)	(811)
Impact on Adjusted Earnings attributable to non-controlling interest	—	—	—	—	—	—	—
Impact on Adjusted Earnings attributable to Shell plc shareholders	306	(257)	(49)	(581)	(205)	(26)	(811)

1.For a detailed description, see the corresponding footnotes to the Q2 2025 identified items table above.



Q2 2024	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Identified items included in Income/(loss) before taxation
Divestment gains/(losses)	2	131	(60)	(8)	79	—	143
Impairment reversals/(impairments)	(18)	(80)	(1,055)	(619)	(161)	—	(1,932)
Redundancy and restructuring	(9)	(56)	(69)	(30)	(45)	(2)	(211)
Fair value accounting of commodity derivatives and certain gas contracts1	(102)	(29)	63	211	318	—	461
Other1,2	(133)	(181)	10	113	7	(1,103)	(1,287)
Total identified items included in Income/(loss) before taxation	(260)	(215)	(1,111)	(333)	198	(1,105)	(2,826)
Less: Total identified items included in Taxation charge/(credit)	(40)	(58)	(286)	165	87	(25)	(157)
Identified items included in Income/(loss) for the period
Divestment gains/(losses)	1	114	(45)	(6)	71	—	135
Impairment reversals/(impairments)	(15)	(67)	(783)	(708)	(155)	—	(1,728)
Redundancy and restructuring	(6)	(33)	(50)	(23)	(33)	(1)	(147)
Fair value accounting of commodity derivatives and certain gas contracts1	(98)	(7)	45	156	223	—	319
Impact of exchange rate movements and inflationary adjustments on tax balances1	10	(4)	—	—	—	43	49
Other1,2	(113)	(160)	7	83	5	(1,122)	(1,298)
Impact on Adjusted Earnings	(220)	(157)	(825)	(499)	112	(1,080)	(2,669)
Impact on Adjusted Earnings attributable to non-controlling interest	—	—	—	18	—	—	18
Impact on Adjusted Earnings attributable to Shell plc shareholders	(220)	(157)	(825)	(517)	112	(1,080)	(2,687)

1.For a detailed description, see the corresponding footnotes to the Q2 2025 identified items table above.

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2.Corporate includes reclassifications from equity to profit and loss of cumulative currency translation differences related to funding structures resulting in unfavourable movements of $1,122 million. These currency translation differences were previously recognised in other comprehensive income and accumulated in equity as part of accumulated other comprehensive income.



Half year 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Identified items included in Income/(loss) before taxation
Divestment gains/(losses)	62	498	(113)	(24)	(68)	(4)	351
Impairment reversals/(impairments)	(672)	(24)	(360)	(371)	(176)	—	(1,602)
Redundancy and restructuring	(8)	(21)	(66)	(50)	(10)	(9)	(164)
Fair value accounting of commodity derivatives and certain gas contracts1	934	—	35	(196)	(260)	—	512
Other1	(70)	(61)	—	(102)	(46)	(47)	(325)
Total identified items included in Income/(loss) before taxation	246	392	(504)	(743)	(559)	(59)	(1,227)
Less: Total identified items included in Taxation charge/(credit)	(160)	373	(102)	(111)	(110)	43	(68)
Identified items included in Income/(loss) for the period
Divestment gains/(losses)	53	358	(105)	(19)	(35)	(3)	250
Impairment reversals/(impairments)	(423)	(17)	(278)	(339)	(167)	—	(1,225)
Redundancy and restructuring	(5)	(7)	(45)	(42)	(7)	(6)	(112)
Fair value accounting of commodity derivatives and certain gas contracts1	817	—	26	(153)	(196)	—	494
Impact of exchange rate movements and inflationary adjustments on tax balances1	24	154	—	—	—	(47)	131
Other1	(59)	(469)	—	(78)	(45)	(47)	(697)
Impact on Adjusted Earnings	407	19	(402)	(631)	(450)	(102)	(1,160)
Impact on Adjusted Earnings attributable to non-controlling interest	—	—	—	—	—	—	—
Impact on Adjusted Earnings attributable to Shell plc shareholders	407	19	(402)	(631)	(450)	(102)	(1,160)

1.For a detailed description, see the corresponding footnotes to the Q2 2025 identified items table above.

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Half year 2024	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Identified items included in Income/(loss) before taxation
Divestment gains/(losses)	(1)	158	(75)	(17)	89	—	154
Impairment reversals/(impairments)	(26)	(176)	(1,059)	(797)	(102)	—	(2,159)
Redundancy and restructuring	(10)	(69)	(90)	(49)	(60)	(7)	(284)
Fair value accounting of commodity derivatives and certain gas contracts1	(1,169)	(31)	69	(205)	717	—	(619)
Other1,2	(129)	(143)	33	158	24	(1,103)	(1,161)
Total identified items included in Income/(loss) before taxation	(1,336)	(261)	(1,123)	(908)	668	(1,111)	(4,070)
Less: Total identified items included in Taxation charge/(credit)	(197)	(443)	(290)	48	167	(45)	(761)
Identified items included in Income/(loss) for the period
Divestment gains/(losses)	—	124	(56)	(13)	77	—	131
Impairment reversals/(impairments)	(20)	(169)	(786)	(860)	(78)	—	(1,914)
Redundancy and restructuring	(6)	(42)	(65)	(37)	(44)	(5)	(200)
Fair value accounting of commodity derivatives and certain gas contracts1	(985)	(8)	50	(163)	529	—	(576)
Impact of exchange rate movements and inflationary adjustments on tax balances1	(17)	408	—	—	—	61	452
Other1,2	(110)	(131)	25	118	18	(1,122)	(1,202)
Impact on Adjusted Earnings	(1,139)	182	(832)	(956)	501	(1,066)	(3,310)
Impact on Adjusted Earnings attributable to non-controlling interest	—	—	—	18	—	—	18
Impact on adjusted earnings attributable to Shell plc shareholders	(1,139)	182	(832)	(974)	501	(1,066)	(3,328)

1.For a detailed description, see the corresponding footnotes to the Q2 2025 identified items table above.

2.Corporate includes reclassifications from equity to profit and loss of cumulative currency translation differences related to funding structures resulting in unfavourable movements of $1,122 million. These currency translation differences were previously recognised in other comprehensive income and accumulated in equity as part of accumulated other comprehensive income.

The identified items categories above may include after-tax impacts of identified items of joint ventures and associates which are fully reported within “Share of profit/(loss) of joint ventures and associates” in the Consolidated Statement of Income, and fully reported as identified items included in Income/(loss) before taxation in the table above. Identified items related to subsidiaries are consolidated and reported across appropriate lines of the Consolidated Statement of Income.

3. Earnings per share



EARNINGS PER SHARE
Quarters				Half year
Q2 2025	Q1 2025	Q2 2024		2025	2024
3,601	4,780	3,517	Income/(loss) attributable to Shell plc shareholders ($ million)	8,381	10,874

			Weighted average number of shares used as the basis for determining:
5,947.9	6,033.5	6,355.4	Basic earnings per share (million)	5,990.5	6,397.7
6,004.7	6,087.8	6,417.6	Diluted earnings per share (million)	6,046.0	6,461.0

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2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS

4. Share capital



ISSUED AND FULLY PAID ORDINARY SHARES OF €0.07 EACH
	Number of shares	Nominal value ($ million)
At January 1, 2025	6,115,031,158	510
Repurchases of shares	(202,687,052)	(17)
At June 30, 2025	5,912,344,106	493
At January 1, 2024	6,524,109,049	544
Repurchases of shares	(199,993,563)	(17)
At June 30, 2024	6,324,115,486	528

At Shell plc’s Annual General Meeting on May 20, 2025, the Board was authorised to allot ordinary shares in Shell plc, and to grant rights to subscribe for, or to convert, any security into ordinary shares in Shell plc, up to an aggregate nominal amount of approximately €140 million (representing approximately 2,007 million ordinary shares of €0.07 each), and to list such shares or rights on any stock exchange. This authority expires at the earlier of the close of business on August 19, 2026, or the end of the Annual General Meeting to be held in 2026, unless previously renewed, revoked or varied by Shell plc in a general meeting.

5. Other reserves



OTHER RESERVES
$ million	Merger reserve	Share premium reserve	Capital redemption reserve	Share plan reserve	Accumulated other comprehensive income	Total
At January 1, 2025	37,298	154	270	1,417	(19,373)	19,766
Other comprehensive income/(loss) attributable to Shell plc shareholders	—	—	—	—	6,159	6,159
Transfer from other comprehensive income	—	—	—	—	18	18
Repurchases of shares	—	—	17	—	—	17
Share-based compensation	—	—	—	(486)	—	(486)
At June 30, 2025	37,298	154	287	930	(13,196)	25,473
At January 1, 2024	37,298	154	236	1,308	(17,851)	21,145
Other comprehensive income/(loss) attributable to Shell plc shareholders	—	—	—	—	(494)	(494)
Transfer from other comprehensive income	—	—	—	—	170	170
Repurchases of shares	—	—	17	—	—	17
Share-based compensation	—	—	—	(213)	—	(213)
At June 30, 2024	37,298	154	253	1,095	(18,175)	20,625

The merger reserve and share premium reserve were established as a consequence of Shell plc (formerly Royal Dutch Shell plc) becoming the single parent company of Royal Dutch Petroleum Company and The “Shell” Transport and Trading Company, p.l.c., now The Shell Transport and Trading Company Limited, in 2005. The merger reserve increased in 2016 following the issuance of shares for the acquisition of BG Group plc. The capital redemption reserve was established in connection with repurchases of shares of Shell plc. The share plan reserve is in respect of equity-settled share-based compensation plans.

6. Derivative financial instruments and debt excluding lease liabilities

As disclosed in the Consolidated Financial Statements for the year ended December 31, 2024, presented in the Annual Report and Accounts and Form 20-F/A for that year, Shell is exposed to the risks of changes in fair value of its financial assets and liabilities. The fair values of the financial assets and liabilities are defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the fair values at June 30, 2025, are consistent with those used in the year ended December 31, 2024, though the carrying amounts of derivative financial instruments have changed since that date.

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The movement of the derivative financial instruments between December 31, 2024 and June 30, 2025, is a decrease of $230 million for the current assets and a decrease of $940 million for the current liabilities.

The table below provides the comparison of the fair value with the carrying amount of debt excluding lease liabilities, disclosed in accordance with IFRS 7 Financial Instruments: Disclosures.



DEBT EXCLUDING LEASE LIABILITIES
$ million	June 30, 2025	December 31, 2024
Carrying amount1	46,720	48,376
Fair value2	42,864	44,119

1. Shell issued no debt under the US shelf or under the Euro medium-term note programmes since November 2021 and September 2020, respectively. The US shelf programme has lapsed and management aims to renew it during the second half of 2025.

2. Mainly determined from the prices quoted for these securities.

7. Other notes to the unaudited Condensed Consolidated Interim Financial Statements

Consolidated Statement of Income

Interest and other income



Quarters			$ million	Half year
Q2 2025	Q1 2025	Q2 2024		2025	2024
326	302	(305)	Interest and other income/(expenses)	628	602
			Of which:
559	481	616	Interest income	1,040	1,204
44	1	30	Dividend income (from investments in equity securities)	45	53
128	(127)	143	Net gains/(losses) on sales and revaluation of non-current assets and businesses	1	154
(447)	(137)	(1,169)	Net foreign exchange gains/(losses) on financing activities	(584)	(1,103)
42	85	74	Other	127	293

Depreciation, depletion and amortisation



Quarters			$ million	Half year
Q2 2025	Q1 2025	Q2 2024		2025	2024
6,670	5,441	7,555	Depreciation, depletion and amortisation	12,111	13,436
			Of which:
5,463	5,130	5,642	Depreciation	10,593	11,296
1,238	311	1,984	Impairments	1,549	2,365
(31)	(1)	(71)	Impairment reversals	(32)	(225)

Impairments recognised in the second quarter 2025 of $1,238 million pre-tax ($877 million post-tax) principally relate to Integrated Gas ($666 million) and Marketing ($399 million). Impairments recognised in Integrated Gas were triggered by lower commodity prices applied in impairment testing.

Impairments recognised in the second quarter 2024 of $1,984 million pre-tax ($1,778 million post-tax) mainly relate to Marketing ($1,055 million), Chemicals and Products ($690 million) and Renewables and Energy Solutions ($141 million).

Taxation charge/credit

Quarters

$ million

Half year

Q2 2025

Q1 2025

Q2 2024

2025

2024

2,332

4,083

3,754

Taxation charge/(credit)

6,415

7,358

Of which:

2,277

4,024

3,666

Income tax excluding Pillar Two income tax

6,301

7,192

55

59

88

Income tax related to Pillar Two income tax

113

167

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As required by IAS 12 Income Taxes, Shell has applied the exception to recognising and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes.

Consolidated Statement of Comprehensive Income

Currency translation differences

Quarters

$ million

Half year

Q2 2025

Q1 2025

Q2 2024

2025

2024

4,127

1,711

698

Currency translation differences

5,837

(1,296)

Of which:

4,117

1,618

(406)

Recognised in Other comprehensive income

5,736

(2,388)

9

92

1,104

(Gain)/loss reclassified to profit or loss

101

1,092

Condensed Consolidated Balance Sheet

Assets classified as held for sale



$ million
	June 30, 2025	December 31, 2024
Assets classified as held for sale	10,619	9,857
Liabilities directly associated with assets classified as held for sale	7,856	6,203

Assets classified as held for sale and associated liabilities at June 30, 2025, principally relate to Shell’s UK offshore oil and gas assets in Upstream and mining interests in Canada in Chemicals and Products. Upon completion of the sale, Shell’s UK offshore assets will be derecognised in exchange for a 50% interest in a newly formed joint venture.

The major classes of assets and liabilities classified as held for sale at June 30, 2025, are Property, plant and equipment ($9,759 million; December 31, 2024: $8,283 million), Deferred tax liabilities ($3,312 million; December 31, 2024: $2,042 million) and Decommissioning and other provisions ($3,165 million; December 31, 2024: $3,053 million).

Consolidated Statement of Cash Flows

Cash flow from operating activities – Other

Quarters

$ million

Half year

Q2 2025

Q1 2025

Q2 2024

2025

2024

684

570

2,027

Other

1,254

2,536

‘Cash flow from operating activities – Other’ for the second quarter 2025 includes $979 million of net inflows (first quarter 2025: $652 million net inflows; second quarter 2024: $620 million net inflows) due to the timing of payments relating to emission certificates and biofuel programmes in Europe and North America and $439 million in relation to reversal of currency exchange gains on Cash and cash equivalents (first quarter 2025: $255 million gains; second quarter 2024: $96 million losses). In addition, the second quarter 2024 includes $1,104 million inflow representing reversal of the non-cash recycling of currency translation losses from other comprehensive income.

Dividends received from joint ventures and associates

Quarters

$ million

Half year

Q2 2025

Q1 2025

Q2 2024

2025

2024

2,361

523

792

Dividends received from joint ventures and associates

2,884

1,530

In the second quarter 2025, a cash dividend of $1,727 million was received from a joint venture in Upstream.

Proceeds from sale of property, plant and equipment and businesses

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2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS

Quarters

$ million

Half year

Q2 2025

Q1 2025

Q2 2024

2025

2024

(57)

559

710

Proceeds from sale of property, plant and equipment and businesses

502

1,033

In the second quarter 2025, Shell completed the sale of a business that held $216 million of cash and cash equivalents, that was agreed to be transferred in the sale, resulting in a cash outflow in ‘Proceeds from sale of property, plant and equipment and businesses’. Sales proceeds were received and recognised in the Consolidated statement of Cash Flows in the first quarter 2025.

8. Reconciliation of Operating expenses and Total Debt



RECONCILIATION OF OPERATING EXPENSES
Quarters			$ million	Half year
Q2 2025	Q1 2025	Q2 2024		2025	2024
4,909	5,549	5,593	Production and manufacturing expenses	10,459	11,403
3,077	2,840	3,094	Selling, distribution and administrative expenses	5,917	6,069
278	185	263	Research and development	464	475
8,265	8,575	8,950	Operating expenses	16,840	17,947



RECONCILIATION OF TOTAL DEBT


June 30, 2025	March 31, 2025	June 30, 2024	$ million	June 30, 2025	June 30, 2024
10,457	11,391	10,849	Current debt	10,457	10,849
65,218	65,120	64,619	Non-current debt	65,218	64,619
75,675	76,511	75,468	Total debt	75,675	75,468

9. Post-balance sheet events

On July 1, 2023, new pension legislation (“Wet Toekomst Pensioenen” (WTP)) came into effect in the Netherlands, with an expected implementation required prior to January 1, 2028. In July 2025, the Trustee Board of the Stichting Shell Pensioen Fonds (“SSPF”), Shell’s defined benefit pension fund in the Netherlands, formally accepted the transition plan to transition from a defined benefit pension fund to a defined contribution plan with effect from January 1, 2027, subject to the local funding level of the plan remaining above an agreed level (125%) during a predetermined transition period.

In accordance with asset ceiling principles, in the third quarter 2025, Shell will recognise an adjustment to reduce the pension fund surplus (June 30, 2025: $5,521 million) to nil, and recognise a liability for a minimum funding requirement estimated at $750 million, resulting in a loss in Other Comprehensive Income. In addition, a net deferred tax liability of $1,617 million will be unwound, leading to an overall net post-tax loss of $4,654 million recognised in Other Comprehensive Income resulting in an increase in gearing of 0.4 percentage points. Subsequently, at the date of transition and settlement (expected December 31, 2026), the surplus at that date will be de-recognised, resulting in an identified loss in the Consolidated Statement of Income. The extent to which the funding level will meet the agreed 125% threshold is subject to uncertainty and the asset ceiling recognised will continue to be monitored in accordance with IAS 19 Employee Benefits.

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ALTERNATIVE PERFORMANCE (NON-GAAP) MEASURES

A.Adjusted Earnings, Adjusted earnings before interest, taxes, depreciation and amortisation (“Adjusted EBITDA”) and Cash flow from operating activities

The “Adjusted Earnings” measure aims to facilitate a comparative understanding of Shell’s financial performance from period to period by removing the effects of oil price changes on inventory carrying amounts and removing the effects of identified items. These items are in some cases driven by external factors and may, either individually or collectively, hinder the comparative understanding of Shell’s financial results from period to period. This measure excludes earnings attributable to non-controlling interest when presenting the total Shell Group result but includes these items when presenting individual segment Adjusted Earnings as set out in the table below.

See Note 2 “Segment information” for the reconciliation of Adjusted Earnings.

We define “Adjusted EBITDA” as “Income/(loss) for the period” adjusted for current cost of supplies; identified items; tax charge/(credit); depreciation, amortisation and depletion; exploration well write-offs and net interest expense. All items include the non-controlling interest component. Management uses this measure to evaluate Shell’s performance in the period and over time.



Q2 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Adjusted Earnings							4,264
Add: Non-controlling interest							50
Adjusted Earnings plus non-controlling interest	1,737	1,732	1,199	118	(9)	(463)	4,314
Add: Taxation charge/(credit) excluding tax impact of identified items	497	2,205	413	(103)	20	(217)	2,815
Add: Depreciation, depletion and amortisation excluding impairments	1,585	2,353	557	872	90	6	5,463
Add: Exploration well write-offs	3	203	—	—	—	—	206
Add: Interest expense excluding identified items	53	171	12	16	2	820	1,074
Less: Interest income	—	26	—	39	2	492	559
Adjusted EBITDA	3,875	6,638	2,181	864	102	(346)	13,313
Less: Current cost of supplies adjustment before taxation			104	333			436
Joint ventures and associates (dividends received less profit)	92	1,542	161	70	10	—	1,876
Derivative financial instruments	542	25	13	3	(66)	410	928
Taxation paid	(967)	(1,948)	(132)	(87)	(60)	(238)	(3,432)
Other	(265)	(413)	533	471	142	(395)	74
(Increase)/decrease in working capital	352	655	67	383	(128)	(1,715)	(386)
Cash flow from operating activities	3,629	6,500	2,718	1,372	1	(2,283)	11,937



Q1 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Adjusted Earnings							5,577
Add: Non-controlling interest							94
Adjusted Earnings plus non-controlling interest	2,483	2,337	900	449	(42)	(457)	5,670
Add: Taxation charge/(credit) excluding tax impact of identified items	803	2,619	391	99	63	(191)	3,784
Add: Depreciation, depletion and amortisation excluding impairments	1,404	2,213	566	852	90	6	5,130
Add: Exploration well write-offs	—	29	—	—	—	—	28
Add: Interest expense excluding identified items	51	200	12	14	2	841	1,119
Less: Interest income	4	11	—	4	2	461	481
Adjusted EBITDA	4,735	7,387	1,869	1,410	111	(261)	15,250
Less: Current cost of supplies adjustment before taxation			52	(67)			(15)
Joint ventures and associates (dividends received less profit)	(286)	(159)	203	54	10	—	(178)
Derivative financial instruments	542	14	10	(508)	(169)	73	(38)
Taxation paid	(773)	(1,999)	(174)	63	52	(68)	(2,900)
Other	(68)	(386)	396	125	(17)	(257)	(206)
(Increase)/decrease in working capital	(687)	(913)	(344)	(1,081)	380	(19)	(2,663)
Cash flow from operating activities	3,463	3,945	1,907	130	367	(531)	9,281

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SHELL PLC
2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS



Q2 2024	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Adjusted Earnings							6,293
Add: Non-controlling interest							122
Adjusted Earnings plus non-controlling interest	2,675	2,336	1,082	1,085	(187)	(576)	6,415
Add: Taxation charge/(credit) excluding tax impact of identified items	940	2,312	359	297	(10)	49	3,947
Add: Depreciation, depletion and amortisation excluding impairments	1,375	2,750	548	867	95	6	5,642
Add: Exploration well write-offs	5	264	—	—	—	—	269
Add: Interest expense excluding identified items	44	166	10	23	1	904	1,149
Less: Interest income	—	(1)	—	30	(9)	595	616
Adjusted EBITDA	5,039	7,829	1,999	2,242	(91)	(213)	16,806
Less: Current cost of supplies adjustment before taxation			74	59			133
Joint ventures and associates (dividends received less profit)	96	(288)	(54)	46	64	—	(135)
Derivative financial instruments	(133)	9	7	304	607	(79)	713
Taxation paid	(1,039)	(1,955)	(17)	(186)	(138)	(113)	(3,448)
Other	(104)	(341)	(57)	263	180	20	(38)
(Increase)/decrease in working capital	324	484	153	(361)	225	(1,083)	(258)
Cash flow from operating activities	4,183	5,739	1,958	2,249	847	(1,468)	13,508



Half year 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Adjusted Earnings							9,841
Add: Non-controlling interest							144
Adjusted Earnings plus non-controlling interest	4,220	4,068	2,100	567	(51)	(920)	9,984
Add: Taxation charge/(credit) excluding tax impact of identified items	1,299	4,824	804	(3)	83	(408)	6,599
Add: Depreciation, depletion and amortisation excluding impairments	2,988	4,566	1,123	1,724	180	13	10,593
Add: Exploration well write-offs	3	232	—	—	—	—	234
Add: Interest expense excluding identified items	104	371	24	29	4	1,661	2,193
Less: Interest income	4	37	1	43	3	953	1,040
Adjusted EBITDA	8,610	14,024	4,049	2,274	213	(607)	28,563
Less: Current cost of supplies adjustment before taxation			156	266			422
Joint ventures and associates (dividends received less profit)	(194)	1,384	365	124	20	—	1,698
Derivative financial instruments	1,084	39	23	(504)	(235)	484	891
Taxation paid	(1,741)	(3,946)	(306)	(24)	(8)	(306)	(6,331)
Other	(332)	(799)	928	597	126	(651)	(132)
(Increase)/decrease in working capital	(335)	(257)	(277)	(698)	252	(1,734)	(3,049)
Cash flow from operating activities	7,092	10,445	4,625	1,502	368	(2,814)	21,218



Half year 2024	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Adjusted Earnings							14,027
Add: Non-controlling interest							192
Adjusted Earnings plus non-controlling interest	6,354	4,270	1,863	2,700	(24)	(944)	14,219
Add: Taxation charge/(credit) excluding tax impact of identified items	1,936	4,834	717	635	(9)	(42)	8,071
Add: Depreciation, depletion and amortisation excluding impairments	2,785	5,477	1,084	1,737	201	12	11,296
Add: Exploration well write-offs	13	811	—	—	—	—	823
Add: Interest expense excluding identified items	87	335	22	40	2	1,825	2,312
Less: Interest income	—	9	—	44	(5)	1,155	1,204
Adjusted EBITDA	11,175	15,717	3,686	5,068	175	(304)	35,517
Less: Current cost of supplies adjustment before taxation			(79)	(148)			(227)
Joint ventures and associates (dividends received less profit)	(101)	(834)	38	102	78	—	(717)
Derivative financial instruments	(1,213)	5	(32)	(98)	2,585	(228)	1,019
Taxation paid	(1,506)	(3,757)	(191)	(205)	(382)	(23)	(6,064)
Other	(59)	(572)	337	(115)	151	124	(135)
(Increase)/decrease in working capital	599	905	(639)	(3,000)	706	(1,581)	(3,010)
Cash flow from operating activities	8,895	11,466	3,277	1,900	3,313	(2,013)	26,838

Page 31

SHELL PLC
2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS

Identified items

The objective of identified items is to remove material impacts on net income/loss arising from transactions which are generally uncontrollable and unusual (infrequent or non-recurring) in nature or giving rise to a mismatch between accounting and economic results, or certain transactions that are generally excluded from underlying results in the industry.

Identified items comprise: divestment gains and losses, impairments and impairment reversals, redundancy and restructuring, fair value accounting of commodity derivatives and certain gas contracts that gives rise to a mismatch between accounting and economic results, the impact of exchange rate movements and inflationary adjustments on certain deferred tax balances, and other items.

See Note 2 “Segment information” for details.

B. Adjusted Earnings per share

Adjusted Earnings per share is calculated as Adjusted Earnings (see Reference A), divided by the weighted average number of shares used as the basis for basic earnings per share (see Note 3).

C. Cash capital expenditure

Cash capital expenditure represents cash spent on maintaining and developing assets as well as on investments in the period. Management regularly monitors this measure as a key lever to delivering sustainable cash flows. Cash capital expenditure is the sum of the following lines from the Consolidated Statement of Cash Flows: Capital expenditure, Investments in joint ventures and associates and Investments in equity securities.

See Note 2 “Segment information” for the reconciliation of cash capital expenditure.

D. Capital employed and Return on average capital employed

Return on average capital employed (“ROACE”) measures the efficiency of Shell’s utilisation of the capital that it employs.

The measure refers to Capital employed which consists of total equity, current debt, and non-current debt reduced by cash and cash equivalents.

In this calculation, the sum of Adjusted Earnings (see Reference A) plus non-controlling interest (NCI) excluding identified items for the current and previous three quarters, adjusted for after-tax interest expense and after-tax interest income, is expressed as a percentage of the average capital employed excluding cash and cash equivalents for the same period.



$ million	Quarters
	Q2 2025	Q1 2025	Q2 2024
Current debt	10,849	11,046	12,114
Non-current debt	64,619	68,886	72,252
Total equity	187,190	188,304	192,094
Less: Cash and cash equivalents	(38,148)	(39,949)	(45,094)
Capital employed – opening	224,511	228,286	231,366
Current debt	10,457	11,391	10,849
Non-current debt	65,218	65,120	64,619
Total equity	183,088	180,670	187,190
Less: Cash and cash equivalents	(32,682)	(35,601)	(38,148)
Capital employed – closing	226,081	221,580	224,511
Capital employed – average	225,296	224,933	227,939

Page 32

SHELL PLC
2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS



$ million	Quarters
	Q2 2025	Q1 2025	Q2 2024
Adjusted Earnings – current and previous three quarters (Reference A)	19,529	21,558	27,558
Add: Income/(loss) attributable to NCI – current and previous three quarters	351	441	409
Add: Current cost of supplies adjustment attributable to NCI – current and previous three quarters	25	25	(25)
Less: Identified items attributable to NCI (Reference A) – current and previous three quarters	0	18	7
Adjusted Earnings plus NCI excluding identified items – current and previous three quarters	19,904	22,005	27,935
Add: Interest expense after tax – current and previous three quarters	2,577	2,639	2,650
Less: Interest income after tax on cash and cash equivalents – current and previous three quarters	1,206	1,329	1,395
Adjusted Earnings plus NCI excluding identified items before interest expense and interest income – current and previous three quarters	21,274	23,315	29,190
Capital employed – average	225,296	224,933	227,939
ROACE on an Adjusted Earnings plus NCI basis	9.4%	10.4%	12.8%

E. Net debt and gearing

Net debt is defined as the sum of current and non-current debt, less cash and cash equivalents, adjusted for the fair value of derivative financial instruments used to hedge foreign exchange and interest rate risk relating to debt, and associated collateral balances. Management considers this adjustment useful because it reduces the volatility of net debt caused by fluctuations in foreign exchange and interest rates, and eliminates the potential impact of related collateral payments or receipts. Debt-related derivative financial instruments are a subset of the derivative financial instrument assets and liabilities presented on the balance sheet. Collateral balances are reported under “Trade and other receivables” or “Trade and other payables” as appropriate.

Gearing is a measure of Shell’s capital structure and is defined as net debt (total debt less cash and cash equivalents) as a percentage of total capital (net debt plus total equity).



$ million
	June 30, 2025		March 31, 2025		June 30, 2024
Current debt	10,457		11,391		10,849
Non-current debt	65,218		65,120		64,619
Total debt	75,675		76,511		75,468
Of which: Lease liabilities	28,955		28,488		25,600
Add: Debt-related derivative financial instruments: net liability/(asset)	589		1,905		2,460
Add: Collateral on debt-related derivatives: net liability/(asset)	(366)		(1,295)		(1,466)
Less: Cash and cash equivalents	(32,682)		(35,601)		(38,148)
Net debt	43,216		41,521		38,314
Total equity	183,088		180,670		187,190
Total capital	226,304		222,190		225,505
Gearing	19.1	%	18.7	%	17.0	%

F. Operating expenses and Underlying operating expenses

Operating expenses

Operating expenses is a measure of Shell’s cost management performance, comprising the following items from the Consolidated Statement of Income: production and manufacturing expenses; selling, distribution and administrative expenses; and research and development expenses.

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SHELL PLC
2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS



Q2 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Production and manufacturing expenses	899	1,940	179	1,459	431	—	4,909
Selling, distribution and administrative expenses	30	43	2,319	441	138	106	3,077
Research and development	36	71	49	38	23	61	278
Operating expenses	965	2,055	2,547	1,939	592	168	8,265



Q1 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Production and manufacturing expenses	947	2,139	349	1,621	486	8	5,549
Selling, distribution and administrative expenses	38	42	2,053	442	153	111	2,840
Research and development	22	32	42	25	21	43	185
Operating expenses	1,006	2,213	2,444	2,088	661	162	8,575



Q2 2024	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Production and manufacturing expenses	1,050	2,219	320	1,573	422	10	5,593
Selling, distribution and administrative expenses	64	62	2,295	293	279	101	3,094
Research and development	32	61	47	37	24	62	263
Operating expenses	1,146	2,341	2,662	1,902	725	173	8,950



Half year 2025	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Production and manufacturing expenses	1,846	4,079	528	3,080	916	8	10,459
Selling, distribution and administrative expenses	67	85	4,371	884	292	218	5,917
Research and development	57	103	92	63	44	104	464
Operating expenses	1,971	4,268	4,991	4,027	1,253	330	16,840



Half year 2024	$ million
	Integrated Gas	Upstream	Marketing	Chemicals and Products	Renewables and Energy Solutions	Corporate	Total
Production and manufacturing expenses	2,006	4,487	685	3,207	1,001	16	11,403
Selling, distribution and administrative expenses	126	120	4,483	713	437	190	6,069
Research and development	58	119	81	71	36	111	475
Operating expenses	2,190	4,726	5,249	3,990	1,475	317	17,947

Underlying operating expenses

Underlying operating expenses is a measure aimed at facilitating a comparative understanding of performance from period to period by removing the effects of identified items, which, either individually or collectively, can cause volatility, in some cases driven by external factors.

Page 34

SHELL PLC
2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS

Quarters

$ million

Half year

Q2 2025

Q1 2025

Q2 2024

2025

2024

8,265

8,575

8,950

Operating expenses

16,840

17,947

(119)

(44)

(210)

Redundancy and restructuring (charges)/reversal

(162)

(283)

(1)

(101)

(212)

(Provisions)/reversal

(102)

(212)

—

23

123

Other

23

252

(120)

(121)

(299)

Total identified items

(241)

(242)

8,145

8,453

8,651

Underlying operating expenses

16,598

17,704

G. Free cash flow and Organic free cash flow

Free cash flow is used to evaluate cash available for financing activities, including dividend payments and debt servicing, after investment in maintaining and growing the business. It is defined as the sum of “Cash flow from operating activities” and “Cash flow from investing activities”.

Cash flows from acquisition and divestment activities are removed from Free cash flow to arrive at the Organic free cash flow, a measure used by management to evaluate the generation of free cash flow without these activities.



Quarters			$ million	Half year
Q2 2025	Q1 2025	Q2 2024		2025	2024
11,937	9,281	13,508	Cash flow from operating activities	21,218	26,838
(5,406)	(3,959)	(3,338)	Cash flow from investing activities	(9,365)	(6,866)
6,531	5,322	10,170	Free cash flow	11,853	19,972
(36)	597	769	Less: Divestment proceeds (Reference I)	560	1,794
98	45	—	Add: Tax paid on divestments (reported under “Other investing cash outflows”)	143	—
792	130	189	Add: Cash outflows related to inorganic capital expenditure1	921	251
7,458	4,899	9,590	Organic free cash flow2	12,357	18,429

1.Cash outflows related to inorganic capital expenditure includes portfolio actions which expand Shell’s activities through acquisitions and restructuring activities as reported in capital expenditure lines in the Consolidated Statement of Cash Flows.

2.Free cash flow less divestment proceeds, adding back outflows related to inorganic expenditure.

H. Cash flow from operating activities excluding working capital movements

Working capital movements are defined as the sum of the following items in the Consolidated Statement of Cash Flows: (i) (increase)/decrease in inventories, (ii) (increase)/decrease in current receivables, and (iii) increase/(decrease) in current payables.

Cash flow from operating activities excluding working capital movements is a measure used by Shell to analyse its operating cash generation over time excluding the timing effects of changes in inventories and operating receivables and payables from period to period.

Quarters

$ million

Half year

Q2 2025

Q1 2025

Q2 2024

2025

2024

11,937

9,281

13,508

Cash flow from operating activities

21,218

26,838

(27)

854

(954)

(Increase)/decrease in inventories

827

(1,562)

3,635

(2,610)

1,965

(Increase)/decrease in current receivables

1,025

1,770

(3,994)

(907)

(1,269)

Increase/(decrease) in current payables

(4,901)

(3,218)

(386)

(2,663)

(258)

(Increase)/decrease in working capital

(3,049)

(3,010)

12,323

11,944

13,766

Cash flow from operating activities excluding working capital movements

24,267

29,848

I. Divestment proceeds

Divestment proceeds represent cash received from divestment activities in the period. Management regularly monitors this measure as a key lever to deliver free cash flow.

Page 35

SHELL PLC
2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS



Quarters			$ million	Half year
Q2 2025	Q1 2025	Q2 2024		2025	2024
(57)	559	710	Proceeds from sale of property, plant and equipment and businesses	502	1,033
1	33	57	Proceeds from joint ventures and associates from sale, capital reduction and repayment of long-term loans	34	190
19	5	2	Proceeds from sale of equity securities	24	570
(36)	597	769	Divestment proceeds	560	1,794

J. Structural cost reduction

The structural cost reduction target is used for the purpose of demonstrating how management drives cost discipline across the entire organisation, simplifying our processes and portfolio, and streamlining the way we work.

Structural cost reduction describes the decrease in underlying operating expenses (see Reference F above) as a result of operational efficiencies, divestments, workforce reductions and other cost-saving measures that are expected to be sustainable compared with 2022 levels.

The total change between periods in underlying operating expenses will reflect both structural cost reductions and other changes in spend, including market factors, such as inflation and foreign exchange impacts, as well as changes in activity levels and costs associated with new operations.

Structural cost reductions are stewarded internally to support management’s oversight of spending over time. The 2028 target reflects annualised saving achieved by end-2028.



			$ million
Structural cost reduction up to second quarter 2025 compared with 2022 levels			(3,905)

Underlying operating expenses 2024			35,707
Underlying operating expenses 2022			39,456
Total decrease in Underlying operating expenses			(3,749)
Of which:
Structural cost reductions			(3,119)
Change in Underlying operating expenses excluding structural cost reduction			(630)

Underlying operating expenses first half 2025			16,598
Underlying operating expenses first half 2024			17,704
Total decrease in Underlying operating expenses			(1,106)
Of which:
Structural cost reductions			(786)
Change in Underlying operating expenses excluding structural cost reduction			(320)

Page 36

SHELL PLC
2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS

PRINCIPAL RISKS AND UNCERTAINTIES

The principal risks and uncertainties affecting Shell are described in the Risk management and risk factors section of the Annual Report and Accounts (pages 134 to 144) and Form 20-F (pages 25 to 34) for the year ended December 31, 2024 and are summarised below. There are no material changes expected in those Risk Factors for the remaining six months of the financial year.

1.Portfolio risks

We are exposed to risks that could adversely affect the resilience of our overall portfolio of businesses. These include external risks such as macroeconomic risks, including fluctuating commodity prices and competitive forces. Our future performance depends on the successful development and deployment of new technologies that provide new products and solutions. In addition, our future hydrocarbon production depends on the delivery of integrated projects and our ability to replace proved oil and gas reserves. Many of our major projects and operations are conducted in joint arrangements or with associates. This could reduce our degree of control and our ability to identify and manage risks.

2.Climate change and the energy transition

Rising concerns about climate change and the effects of the energy transition pose multiple risks to Shell, including declines in the demand for and prices of our products, commercial risks from growing our low-carbon business, and adverse litigation and regulatory developments. The physical impacts of climate change could also adversely affect our assets and supply chains.

3.Country risks

We operate in more than 70 countries which have differing degrees of political, legal and fiscal stability. This has exposed, and could expose, us to a wide range of political developments that could result in changes to contractual terms, laws and regulations.

4.Financial risks

We are exposed to treasury risks, including liquidity risk, interest rate risk, foreign exchange risk and credit risk. We are affected by the global macroeconomic environment and the conditions of financial markets. These, and changes to certain demographic factors, also impact our pension assets and liabilities.

5.Trading risks

We are exposed to market, regulatory and conduct risks in our trading operations.

6.Health, safety, security and the environment

The nature of our operations exposes us, and the communities in which we work, to a wide range of health, safety, security and environment risks.

7.Information technology and cybersecurity risks

We rely heavily on information technology systems in our operations.

8.Litigation and regulatory compliance

Violations of laws carry fines and could expose us and/or our employees to criminal sanctions and civil suits. We have faced, and could also face, the risk of litigation and disputes worldwide.

9.Reputation and risks to our licence to operate

An erosion of our business reputation could have a material adverse effect on our brand, on our ability to secure new hydrocarbon or low-carbon opportunities, to access capital markets, and to attract and retain people, and on our licence to operate.

10.Our people and culture

The successful delivery of our strategy is dependent on our people and on a culture that aligns to our goals and reflects the changes we need to make as part of the energy transition.

11.Other (generally applicable to an investment in securities)

The Company’s Articles of Association determine the jurisdiction for shareholder disputes. This could limit shareholder remedies.

Page 37

SHELL PLC
2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS

2025 PORTFOLIO DEVELOPMENTS

Integrated Gas

In March 2025, we completed the previously announced acquisition of 100% of the shares in Pavilion Energy Pte. Ltd. (Pavilion Energy). Pavilion Energy, headquartered in Singapore, operates a global LNG trading business with contracted supply volume of approximately 6.5 million tonnes per annum (mtpa).

In June 2025, we announced that the first cargo of liquefied natural gas (LNG) had left the LNG Canada facility on the west coast of Canada. Shell has a 40% working interest in the LNG Canada joint venture. Located in Kitimat, British Columbia, the facility will export LNG from two processing units or “trains” with a total capacity of 14 million tonnes per annum (mtpa).

Upstream

In January 2025, we announced the start of production at the Shell-operated Whale floating production facility in the Gulf of America. The Whale development is owned by Shell (60%, operator) and Chevron U.S.A. Inc. (40%).

In February 2025, we announced production restart at the Penguins field in the UK North Sea with a modern floating, production, storage and offloading (FPSO) facility (Shell 50%, operator; NEO Energy 50%). The previous export route for this field was via the Brent Charlie platform, which ceased production in 2021 and is being decommissioned.

In March 2025, we completed the sale of SPDC to Renaissance, as announced in January 2024.

In March 2025, we announced the Final Investment Decision (FID) for Gato do Mato, a deep-water project in the pre-salt area of the Santos Basin, offshore Brazil. The Gato do Mato Consortium includes Shell (operator, 50%), Ecopetrol (30%), TotalEnergies (20%) and Pré-Sal Petróleo S.A. (PPSA) acting as the manager of the production sharing contract (PSC).

In May 2025, we completed the previously announced agreement to increase our working interest in the Shell-operated Ursa platform in the Gulf of America from 45.39% to 61.35%.

In May 2025, we announced the start of production at the floating production storage and offloading facility (FPSO) Alexandre de Gusmão in the Mero field in the Santos Basin offshore Brazil. The unitized Mero field is operated by Petrobras (38.6%), in partnership with Shell Brasil (19.3%), TotalEnergies (19.3%), CNPC (9.65%), CNOOC (9.65%) and Pré-Sal Petróleo S.A. (PPSA) (3.5%) representing the Government in the non-contracted area.

In May 2025, we signed an agreement to acquire a 12.5% interest in the OML 118 Production Sharing Contract (OML 118 PSC) from TotalEnergies EP Nigeria Limited. Upon completion, Shell’s working interest in the OML 118 PSC is expected to increase from 55% to a maximum of 67.5%.

Chemicals and Products

In January 2025, CNOOC and Shell Petrochemicals Company Limited (CSPC), a 50:50 joint venture between Shell and CNOOC Petrochemicals Investment Ltd, took an FID to expand its petrochemical complex in Daya Bay, Huizhou, south China.

In April 2025, we completed the previously announced sale of our Energy and Chemicals Park in Singapore to CAPGC Pte. Ltd. (CAPGC), a joint venture between Chandra Asri Capital Pte. Ltd. and Glencore Asian Holdings Pte. Ltd.

In April 2025, we agreed to sell our 16.125% interest in Colonial Enterprises, Inc. (“Colonial”) to Colossus AcquireCo LLC, a wholly owned subsidiary of Brookfield Infrastructure Partners L.P. and its institutional partners (collectively, “Brookfield”), for $1.45 billion. The transaction is subject to regulatory approvals and is expected to close in the fourth quarter of 2025.

Renewables and Energy Solutions

In January 2025, we completed the previously announced acquisition of a 100% equity stake in RISEC Holdings, LLC, which owns a 609-megawatt (MW) two-unit combined-cycle gas turbine power plant in Rhode Island, USA.

Page 38

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RESPONSIBILITY STATEMENT

It is confirmed that to the best of our knowledge: (a) the unaudited Condensed Consolidated Interim Financial Statements have been prepared in accordance with IAS 34 Interim Financial Reporting as issued by the International Accounting Standards Board (“IASB”) and as adopted by the UK; (b) the interim management report includes a fair review of the information required by Disclosure Guidance and Transparency Rule (DTR) 4.2.7R (indication of important events during the first six months of the financial year, and their impact on the unaudited Condensed Consolidated Interim Financial Statements, and description of principal risks and uncertainties for the remaining six months of the financial year); and (c) the interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties transactions and changes thereto).

The Directors of Shell plc are shown on pages 152 to 155 in the Annual Report and Accounts for the year ended December 31, 2024.

On behalf of the Board

Wael Sawan

Sinead Gorman

Chief Executive Officer

Chief Financial Officer

July 31, 2025

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SHELL PLC
2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS

INDEPENDENT REVIEW REPORT TO SHELL PLC

Conclusion

We have been engaged by Shell plc to review the Condensed Consolidated Interim Financial Statements (“Interim Statements”) and half year unaudited results (“half-yearly financial report”) for the six months ended June 30, 2025, which comprise the Consolidated Statement of Income, the Consolidated Statement of Comprehensive Income, the Condensed Consolidated Balance Sheet, the Consolidated Statement of Changes in Equity, the Consolidated Statement of Cash Flows and Notes 1 to 9. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the Interim Statements.

Based on our review, nothing has come to our attention that causes us to believe that the Interim Statements in the half-yearly financial report for the six months ended June 30, 2025 are not prepared, in all material respects, in accordance with UK adopted International Accounting Standard 34 and the Disclosure Guidance and Transparency Rules of the United Kingdom’s Financial Conduct Authority.

Basis for Conclusion

We conducted our review in accordance with International Standard on Review Engagements (“ISRE”) 2410 (UK), “Review of Interim Financial Information Performed by the Independent Auditor of the Entity” (ISRE) issued by the Financial Reporting Council. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

As disclosed in Note 1, Shell’s annual financial statements are prepared in accordance with UK adopted international accounting standards. The Interim Statements included in the half-yearly financial report have been prepared in accordance with UK adopted International Accounting Standard 34 “Interim Financial Reporting”.

Conclusions Relating to Going Concern

Based on our review procedures, which are less extensive than those performed in an audit as described in the Basis of Conclusion section of this report, nothing has come to our attention to suggest that management have inappropriately adopted the going concern basis of accounting or that management have identified material uncertainties relating to going concern that are not appropriately disclosed.

This conclusion is based on the review procedures performed in accordance with this ISRE, however future events or conditions may cause the entity to cease to continue as a going concern.

Responsibilities of the Directors

The Directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure Guidance and Transparency Rules of the United Kingdom’s Financial Conduct Authority.

In preparing the half-yearly financial report, the Directors are responsible for assessing the company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor’s Responsibilities for the review of the financial information

In reviewing the half-yearly financial report, we are responsible for expressing to Shell plc a conclusion on the Interim Statements in the half-yearly financial report. Our conclusion, including our Conclusions Relating to Going Concern are based on procedures that are less extensive than audit procedures, as described in the Basis for Conclusion paragraph of this report.

Use of our report

This report is made solely to Shell plc in accordance with guidance contained in the International Standard on Review Engagements 2410 (UK) “Review of Interim Financial Information Performed by the Independent Auditor of the Entity” issued by the Financial Reporting Council. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Shell plc, for our work, for this report, or for the conclusions we have formed.

Ernst & Young LLP

London

July 31, 2025

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SHELL PLC
2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS

CAUTIONARY STATEMENT

All amounts shown throughout this Unaudited Condensed Interim Financial Report are unaudited. All peak production figures in Portfolio Developments are quoted at 100% expected production. The numbers presented throughout this Unaudited Condensed Interim Financial Report may not sum precisely to the totals provided and percentages may not precisely reflect the absolute figures, due to rounding.

The companies in which Shell plc directly and indirectly owns investments are separate legal entities. In this Unaudited Condensed Interim Financial Report, “Shell”, “Shell Group” and “Group” are sometimes used for convenience to reference Shell plc and its subsidiaries in general. Likewise, the words “we”, “us” and “our” are also used to refer to Shell plc and its subsidiaries in general or to those who work for them. These terms are also used where no useful purpose is served by identifying the particular entity or entities. ‘‘Subsidiaries’’, “Shell subsidiaries” and “Shell companies” as used in this Unaudited Condensed Interim Financial Report, refer to entities over which Shell plc either directly or indirectly has control. The terms “joint venture”, “joint operations”, “joint arrangements”, and “associates” may also be used to refer to a commercial arrangement in which Shell has a direct or indirect ownership interest with one or more parties. The term “Shell interest” is used for convenience to indicate the direct and/or indirect ownership interest held by Shell in an entity or unincorporated joint arrangement, after exclusion of all third-party interest.

Forward-Looking statements

This Unaudited Condensed Interim Financial Report contains forward-looking statements (within the meaning of the U.S. Private Securities Litigation Reform Act of 1995) concerning the financial condition, results of operations and businesses of Shell. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. Forward-looking statements are statements of future expectations that are based on management’s current expectations and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. Forward-looking statements include, among other things, statements concerning the potential exposure of Shell to market risks and statements expressing management’s expectations, beliefs, estimates, forecasts, projections and assumptions. These forward-looking statements are identified by their use of terms and phrases such as “aim”; “ambition”; ‘‘anticipate’’; “aspire”, “aspiration”, ‘‘believe’’; “commit”; “commitment”; ‘‘could’’; “desire”; ‘‘estimate’’; ‘‘expect’’; ‘‘goals’’; ‘‘intend’’; ‘‘may’’; “milestones”; ‘‘objectives’’; ‘‘outlook’’; ‘‘plan’’; ‘‘probably’’; ‘‘project’’; ‘‘risks’’; “schedule”; ‘‘seek’’; ‘‘should’’; ‘‘target’’; “vision”; ‘‘will’’; “would” and similar terms and phrases. There are a number of factors that could affect the future operations of Shell and could cause those results to differ materially from those expressed in the forward-looking statements included in this Unaudited Condensed Interim Financial Report, including (without limitation): (a) price fluctuations in crude oil and natural gas; (b) changes in demand for Shell’s products; (c) currency fluctuations; (d) drilling and production results; (e) reserves estimates; (f) loss of market share and industry competition; (g) environmental and physical risks, including climate change; (h) risks associated with the identification of suitable potential acquisition properties and targets, and successful negotiation and completion of such transactions; (i) the risk of doing business in developing countries and countries subject to international sanctions; (j) legislative, judicial, fiscal and regulatory developments including tariffs and regulatory measures addressing climate change; (k) economic and financial market conditions in various countries and regions; (l) political risks, including the risks of expropriation and renegotiation of the terms of contracts with governmental entities, delays or advancements in the approval of projects and delays in the reimbursement for shared costs; (m) risks associated with the impact of pandemics, regional conflicts, such as the Russia-Ukraine war and the conflict in the Middle East, and a significant cyber security, data privacy or IT incident; (n) the pace of the energy transition; and (o) changes in trading conditions. No assurance is provided that future dividend payments will match or exceed previous dividend payments. All forward-looking statements contained in this Unaudited Condensed Interim Financial Report are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Readers should not place undue reliance on forward-looking statements. Additional risk factors that may affect future results are contained in Shell plc’s Form 20-F and amendment thereto for the year ended December 31, 2024 (available at www.shell.com/investors/news-and-filings/sec-filings.html and www.sec.gov). These risk factors also expressly qualify all forward-looking statements contained in this Unaudited Condensed Interim Financial Report and should be considered by the reader. Each forward-looking statement speaks only as of the date of this Unaudited Condensed Interim Financial Report, July 31, 2025. Neither Shell plc nor any of its subsidiaries undertake any obligation to publicly update or revise any forward-looking statement as a result of new information, future events or other information. In light of these risks, results could differ materially from those stated, implied or inferred from the forward-looking statements contained in this Unaudited Condensed Interim Financial Report.

Shell’s net carbon intensity

Also, in this Unaudited Condensed Interim Financial Report we may refer to Shell’s “net carbon intensity” (NCI), which includes Shell’s carbon emissions from the production of our energy products, our suppliers’ carbon emissions in supplying energy for that production and our customers’ carbon emissions associated with their use of the energy products we sell. Shell’s NCI also includes the emissions associated with the production and use of energy products produced by others which Shell purchases for resale. Shell only controls its own emissions. The use of the terms Shell’s “net carbon intensity” or NCI is for convenience only and not intended to suggest these emissions are those of Shell plc or its subsidiaries.

Shell’s net-zero emissions target

Shell’s operating plan and outlook are forecasted for a three-year period and ten-year period, respectively, and are updated every year. They reflect the current economic environment and what we can reasonably expect to see over the next three and ten years. Accordingly, the outlook reflects our Scope 1, Scope 2 and NCI targets over the next ten years. However, Shell’s operating plan and outlook cannot reflect our 2050 net-zero emissions target, as this target is outside our planning period. Such future operating plans and outlooks could include changes to our portfolio, efficiency improvements and the use of carbon capture and storage and carbon credits. In the future, as society moves towards net-zero emissions, we expect Shell’s operating plans and outlooks to reflect this movement. However, if society is not net zero in 2050, as of today, there would be significant risk that Shell may not meet this target.

Forward-Looking non-GAAP measures

This Unaudited Condensed Interim Financial Report may contain certain forward-looking non-GAAP measures such as cash capital expenditure and Adjusted Earnings. We are unable to provide a reconciliation of these forward-looking non-GAAP measures to the most comparable GAAP financial measures because certain information needed to reconcile those non-GAAP measures to the most comparable GAAP financial measures is dependent on future events some of which are outside the control of Shell, such as oil and gas prices, interest rates and exchange rates. Moreover, estimating such GAAP measures with the required precision necessary to provide a meaningful reconciliation is extremely difficult and could not be accomplished without unreasonable effort. Non-GAAP measures in respect of future periods which cannot be reconciled to the most comparable GAAP financial measure are calculated in a manner which is consistent with the accounting policies applied in Shell plc’s consolidated financial statements.

The contents of websites referred to in this Unaudited Condensed Interim Financial Report do not form part of this Unaudited Condensed Interim Financial Report.

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SHELL PLC
2nd QUARTER 2025 AND HALF YEAR UNAUDITED RESULTS

We may have used certain terms, such as resources, in this Unaudited Condensed Interim Financial Report that the United States Securities and Exchange Commission (SEC) strictly prohibits us from including in our filings with the SEC. Investors are urged to consider closely the disclosure in our Form 20-F and any amendment thereto, File No 1-32575, available on the SEC website www.sec.gov.

This announcement contains inside information.

July 31, 2025


The information in this Unaudited Condensed Interim Financial Report reflects the unaudited consolidated financial position and results of Shell plc. Company No. 4366849, Registered Office: Shell Centre, London, SE1 7NA, England, UK.

Contacts:

– Sean Ashley, Company Secretary

– Media: International +44 (0) 207 934 5550; U.S. and Canada: https://www.shell.us/about-us/news-and-insights/media/submit-an-inquiry.html

LEI number of Shell plc: 21380068P1DRHMJ8KU70

Classification: Half yearly financial reports and audit reports / limited reviews; Inside Information

Page 42

The MIL Network –

August 5, 2025

MIL-OSI: Shell plc publishes second quarter 2025 press release

Source: GlobeNewswire (MIL-OSI)

London, July 31, 2025

“Shell generated robust cash flows reflecting strong operational performance in a less favourable macro environment. We continued to deliver on our strategy by enhancing our deep-water portfolio in Nigeria and Brazil, and achieved a key milestone by shipping the first cargo from LNG Canada.

Our continued focus on performance, discipline and simplification helped deliver $3.9 billion of structural cost reductions since 2022, with the majority delivered through non-portfolio actions. This focus enables us to commence another $3.5 billion of buybacks for the next three months, the 15th consecutive quarter of at least $3 billion in buybacks.”

Shell plc Chief Executive Officer, Wael Sawan

ROBUST CASH GENERATION; STRONG OPERATIONAL PERFORMANCE

Adjusted Earnings¹ of $4.3 billion despite lower trading contribution in a weaker margin environment.
Robust CFFO of $11.9 billion, supported by strong operational performance, enables commencement of another $3.5 billion share buyback programme for the next three months.
Strong balance sheet, with gearing of 19%. 2025 cash capex outlook unchanged at $20 – 22 billion. Total shareholder distributions paid over the last 4 quarters were 46% of CFFO.
Achieved $0.8 billion of structural cost reductions in the first half of 2025, of which $0.5 billion is through non-portfolio actions; cumulative reductions since 2022 are $3.9 billion, against CMD25 target of $5 – 7 billion by end of 2028.
First cargo shipped from LNG Canada, strengthening our leading LNG position and supporting our ambition to achieve LNG sales cumulative annual growth rate of 4 – 5% to 2030.
Further enhanced peer-leading deep-water position with start-up of Mero-4 (Brazil) and announced increase of interests in Gato do Mato (Brazil) and Bonga (Nigeria); continued to high-grade Downstream and R&ES portfolio.

$ million¹		Adj. Earnings	Adj. EBITDA	CFFO	Cash capex
Integrated Gas		1,737	3,875	3,629	1,196
Upstream		1,732	6,638	6,500	2,826
Marketing		1,199	2,181	2,718	429
Chemicals & Products²		118	864	1,372	775
Renewables & Energy Solutions (R&ES)		(9)	102	1	555
Corporate		(463)	(346)	(2,283)	36
Less: Non-controlling interest (NCI)		50
Shell	Q2 2025	4,264	13,313	11,937	5,817
Shell	Q1 2025	5,577	15,250	9,281	4,175

¹Income/(loss) attributable to shareholders for Q2 2025 is $3.6 billion. Reconciliation of non-GAAP measures can be found in the unaudited results, available at www.shell.com/investors.
²Chemicals & Products Adjusted Earnings at a subsegment level are as follows – Chemicals $(0.2) billion and Products $0.3 billion.

CFFO excluding working capital of $12.3 billion is helped by derivative inflows and JV dividends received.
Working capital outflow of $0.4 billion reflects a reduction in JV deposits. $1.7 billion of the JV dividends received were previously held in deposit in the Corporate segment.
Net debt excluding leases is $14.3 billion.

$ billion¹	Q2 2024	Q3 2024	Q4 2024	Q1 2025	Q2 2025
Working capital	(0.3)	2.7	2.4	(2.7)	(0.4)
Divestment proceeds	0.8	0.2	0.8	0.6	(0.0)
Free cash flow	10.2	10.8	8.7	5.3	6.5
Net debt	38.3	35.2	38.8	41.5	43.2

¹Reconciliation of non-GAAP measures can be found in the unaudited results, available at www.shell.com/investors.

Q2 2025 FINANCIAL PERFORMANCE DRIVERS

INTEGRATED GAS

Key data	Q1 2025	Q2 2025	Q3 2025 outlook
Realised liquids price ($/bbl)	64	60	—
Realised gas price ($/thousand scf)	7.4	7.2	—
Production (kboe/d)	927	913	910 – 970
LNG liquefaction volumes (MT)	6.6	6.7	6.7 – 7.3
LNG sales volumes (MT)	16.5	17.8	—

Adjusted Earnings were lower than in Q1 2025, reflecting lower prices and significantly lower trading and optimisation results.

UPSTREAM

Key data	Q1 2025	Q2 2025	Q3 2025 outlook
Realised liquids price ($/bbl)	71	64	—
Realised gas price ($/thousand scf)	7.4	6.9	—
Liquids production (kboe/d)	1,335	1,334	—
Gas production (million scf/d)	3,020	2,310	—
Total production (kboe/d)	1,855	1,732	1,700 – 1,900

Adjusted Earnings were lower than in Q1 2025, reflecting lower prices.

MARKETING

Key data	Q1 2025	Q2 2025	Q3 2025 outlook
Marketing sales volumes (kb/d)	2,674	2,813	2,600 – 3,100
Mobility (kb/d)	1,964	2,044	—
Lubricants (kb/d)	87	85	—
Sectors & Decarbonisation (kb/d)	623	684	—

Adjusted Earnings were higher than in Q1 2025, driven mainly by improved Mobility unit margins and seasonally higher volumes.

CHEMICALS & PRODUCTS

Key data	Q1 2025	Q2 2025	Q3 2025 outlook
Refinery processing intake (kb/d)	1,362	1,156	—
Chemicals sales volumes (kT)	2,813	2,164	—
Refinery utilisation (%)	85	94	88 – 96
Chemicals manufacturing plant utilisation (%)	81	72	78 – 86
Indicative refining margin (Updated¹ $/bbl)	6.2	8.9	—
Indicative chemical margin (Updated¹ $/t)	126	166	—

¹Q2 2025 indicative margins reflect the divestment of Singapore Energy and Chemicals (E&C) Park.
Q2 2025 indicative margins if including Singapore E&C Park would have been: Refining – 7.5$/bbl, Chemicals – 143$/t.

Adjusted Earnings were lower than in Q1 2025 with significantly lower trading and optimisation results, reflecting a disconnect between market volatility and supply-demand fundamentals. Chemicals results were impacted by unplanned downtime and a continued weak margin environment.

RENEWABLES & ENERGY SOLUTIONS

Key data	Q1 2025	Q2 2025
External power sales (TWh)	76	70
Sales of pipeline gas to end-use customers (TWh)	184	132
Renewables power generation capacity (GW)*	7.5	7.6
in operation (GW)	3.5	3.9
under construction and/or committed for sale (GW)	4.0	3.8

*Excludes Shell’s equity share of associates where information cannot be obtained.

Adjusted Earnings were in line with Q1 2025 with seasonally lower trading and marketing margins, offset by lower opex.

Renewables and Energy Solutions includes activities such as renewable power generation, the marketing and trading and optimisation of power and pipeline gas, as well as carbon credits, and digitally enabled customer solutions. It also includes the production and marketing of hydrogen, development of commercial carbon capture and storage hubs, investment in nature-based projects that avoid or reduce carbon emissions, and Shell Ventures, which invests in companies that work to accelerate the energy and mobility transformation.

CORPORATE

Key data	Q1 2025	Q2 2025	Q3 2025 outlook
Adjusted Earnings ($ billion)	(0.5)	(0.5)	(0.7) – (0.5)

UPCOMING INVESTOR EVENTS

October 30, 2025

Third quarter 2025 results and dividends

USEFUL LINKS

Results materials Q2 2025
Quarterly Databook Q2 2025
Webcast registration Q2 2025
Dividend announcement Q2 2025
Capital Markets Day 2025 materials

ALTERNATIVE PERFORMANCE (NON-GAAP) MEASURES

This announcement includes certain measures that are calculated and presented on the basis of methodologies other than in accordance with generally accepted accounting principles (GAAP) such as IFRS, including Adjusted Earnings, Adjusted EBITDA, CFFO excluding working capital movements, free cash flow, Divestment proceeds and Net debt. This information, along with comparable GAAP measures, is useful to investors because it provides a basis for measuring Shell plc’s operating performance and ability to retire debt and invest in new business opportunities. Shell plc’s management uses these financial measures, along with the most directly comparable GAAP financial measures, in evaluating the business performance.

This announcement may contain certain forward-looking non-GAAP measures such as Adjusted Earnings and divestments. We are unable to provide a reconciliation of these forward-looking non-GAAP measures to the most comparable GAAP financial measures because certain information needed to reconcile the non-GAAP measures to the most comparable GAAP financial measures is dependent on future events some of which are outside the control of the company, such as oil and gas prices, interest rates and exchange rates. Moreover, estimating such GAAP measures with the required precision necessary to provide a meaningful reconciliation is extremely difficult and could not be accomplished without unreasonable effort. Non-GAAP measures in respect of future periods which cannot be reconciled to the most comparable GAAP financial measure are estimated in a manner which is consistent with the accounting policies applied in Shell plc’s consolidated financial statements.

CAUTIONARY STATEMENT

The companies in which Shell plc directly and indirectly owns investments are separate legal entities. In this announcement, “Shell”, “Shell Group” and “Group” are sometimes used for convenience to reference Shell plc and its subsidiaries in general. Likewise, the words “we”, “us” and “our” are also used to refer to Shell plc and its subsidiaries in general or to those who work for them. These terms are also used where no useful purpose is served by identifying the particular entity or entities. “Subsidiaries”, “Shell subsidiaries” and “Shell companies” as used in this announcement refer to entities over which Shell plc either directly or indirectly has control. The terms “joint venture”, “joint operations”, “joint arrangements”, and “associates” may also be used to refer to a commercial arrangement in which Shell has a direct or indirect ownership interest with one or more parties. The term “Shell interest” is used for convenience to indicate the direct and/or indirect ownership interest held by Shell in an entity or unincorporated joint arrangement, after exclusion of all third-party interest.

This announcement contains forward-looking statements (within the meaning of the U.S. Private Securities Litigation Reform Act of 1995) concerning the financial condition, results of operations and businesses of Shell. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. Forward-looking statements are statements of future expectations that are based on management’s current expectations and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. Forward-looking statements include, among other things, statements concerning the potential exposure of Shell to market risks and statements expressing management’s expectations, beliefs, estimates, forecasts, projections and assumptions. These forward-looking statements are identified by their use of terms and phrases such as “aim”; “ambition”; “anticipate”; “aspire”; “aspiration”; ‘‘believe’’; “commit”; “commitment”; ‘‘could’’; “desire”; ‘‘estimate’’; ‘‘expect’’; ‘‘goals’’; ‘‘intend’’; ‘‘may’’; “milestones”; ‘‘objectives’’; ‘‘outlook’’; ‘‘plan’’; ‘‘probably’’; ‘‘project’’; ‘‘risks’’; “schedule”; ‘‘seek’’; ‘‘should’’; ‘‘target’’; “vision”; ‘‘will’’; “would” and similar terms and phrases. There are a number of factors that could affect the future operations of Shell and could cause those results to differ materially from those expressed in the forward-looking statements included in this announcement, including (without limitation): (a) price fluctuations in crude oil and natural gas; (b) changes in demand for Shell’s products; (c) currency fluctuations; (d) drilling and production results; (e) reserves estimates; (f) loss of market share and industry competition; (g) environmental and physical risks, including climate change; (h) risks associated with the identification of suitable potential acquisition properties and targets, and successful negotiation and completion of such transactions; (i) the risk of doing business in developing countries and countries subject to international sanctions; (j) legislative, judicial, fiscal and regulatory developments including tariffs and regulatory measures addressing climate change; (k) economic and financial market conditions in various countries and regions; (l) political risks, including the risks of expropriation and renegotiation of the terms of contracts with governmental entities, delays or advancements in the approval of projects and delays in the reimbursement for shared costs; (m) risks associated with the impact of pandemics, regional conflicts, such as the Russia-Ukraine war and the conflict in the Middle East, and a significant cyber security, data privacy or IT incident; (n) the pace of the energy transition; and (o) changes in trading conditions. No assurance is provided that future dividend payments will match or exceed previous dividend payments. All forward-looking statements contained in this announcement are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Readers should not place undue reliance on forward-looking statements. Additional risk factors that may affect future results are contained in Shell plc’s Form 20-F and amendment thereto for the year ended December 31, 2024 (available at www.shell.com/investors/news-and-filings/sec-filings.html and www.sec.gov). These risk factors also expressly qualify all forward-looking statements contained in this announcement and should be considered by the reader. Each forward-looking statement speaks only as of the date of this announcement, July 31, 2025. Neither Shell plc nor any of its subsidiaries undertake any obligation to publicly update or revise any forward-looking statement as a result of new information, future events or other information. In light of these risks, results could differ materially from those stated, implied or inferred from the forward-looking statements contained in this announcement.

All amounts shown throughout this announcement are unaudited. The numbers presented throughout this announcement may not sum precisely to the totals provided and percentages may not precisely reflect the absolute figures, due to rounding.

Shell’s Net Carbon Intensity

Also, in this announcement, we may refer to Shell’s “net carbon intensity” (NCI), which includes Shell’s carbon emissions from the production of our energy products, our suppliers’ carbon emissions in supplying energy for that production and our customers’ carbon emissions associated with their use of the energy products we sell. Shell’s NCI also includes the emissions associated with the production and use of energy products produced by others which Shell purchases for resale. Shell only controls its own emissions. The use of the terms Shell’s “net carbon intensity” or NCI is for convenience only and not intended to suggest these emissions are those of Shell plc or its subsidiaries.

Shell’s Net-Zero Emissions Target

Shell’s operating plan and outlook are forecasted for a three-year period and ten-year period, respectively, and are updated every year. They reflect the current economic environment and what we can reasonably expect to see over the next three and ten years. Accordingly, the outlook reflects our Scope 1, Scope 2 and NCI targets over the next ten years. However, Shell’s operating plan and outlook cannot reflect our 2050 net-zero emissions target, as this target is outside our planning period. Such future operating plans and outlooks could include changes to our portfolio, efficiency improvements and the use of carbon capture and storage and carbon credits. In the future, as society moves towards net-zero emissions, we expect Shell’s operating plans and outlooks to reflect this movement. However, if society is not net zero in 2050, as of today, there would be significant risk that Shell may not meet this target.

The content of websites referred to in this announcement does not form part of this announcement.

We may have used certain terms, such as resources, in this announcement that the United States Securities and Exchange Commission (SEC) strictly prohibits us from including in our filings with the SEC. Investors are urged to consider closely the disclosure in our Form 20-F and any amendment thereto, File No 1-32575, available on the SEC website www.sec.gov.

The financial information presented in this announcement does not constitute statutory accounts within the meaning of section 434(3) of the Companies Act 2006 (the “Act”). Statutory accounts for the year ended December 31, 2024 were published in Shell’s Annual Report and Accounts, a copy of which was delivered to the Registrar of Companies for England and Wales. The auditor’s report on those accounts was unqualified, did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying the report and did not contain a statement under sections 498(2) or 498(3) of the Act.

The information in this announcement does not constitute the unaudited condensed consolidated financial statements which are contained in Shell’s second quarter 2025 unaudited results available on www.shell.com/investors.

CONTACTS

Media: International +44 207 934 5550; U.S. and Canada: Contact form

The MIL Network –

August 5, 2025

MIL-OSI: Shell plc Second Quarter 2025 Interim Dividend

Source: GlobeNewswire (MIL-OSI)

London, July 31, 2025 − The Board of Shell plc (the “Company”) (XLON: SHEL, XNYS: SHEL, XAMS: SHELL) today announced an interim dividend in respect of the second quarter of 2025 of US$ 0.358 per ordinary share.

Details relating to the second quarter 2025 interim dividend

Per ordinary share (GB00BP6MXD84)	Q2 2025
Shell Shares (US$)	0.358

Shareholders will be able to elect to receive their dividends in US dollars, euros or pounds sterling.

An alternative ‘Electronic Election Entitlement’ (‘EEE’) process is available in CREST for dividends with options elections.

Absent any valid election to the contrary, persons holding their ordinary shares through Euroclear Nederland will receive their dividends in euros.

Absent any valid election to the contrary, shareholders (both holding in certificated and uncertificated form (CREST members)) and persons holding their shares through the Shell Corporate Nominee will receive their dividends in pounds sterling.

The pound sterling and euro equivalent dividend payments will be announced on September 8, 2025.

Per ADS (US7802593050)	Q2 2025
Shell ADSs (US$)	0.716

Cash dividends on American Depositary Shares (“ADSs”) will be paid, by default, in US dollars.

Each ADS represents two ordinary shares. ADSs are evidenced by an American Depositary Receipt (“ADR”) certificate. In many cases the terms ADR and ADS are used interchangeably.

Dividend timetable for the second quarter 2025 interim dividend

Event	Date
Announcement date	July 31, 2025
Ex- Dividend Date for ADSs	August 15, 2025
Ex- Dividend Date for ordinary shares	August 14, 2025
Record date	August 15, 2025
Closing of currency election date (see Note below)	September 1, 2025
Pound sterling and euro equivalents announcement date	September 8, 2025
Payment date	September 22, 2025

Note

A different currency election date may apply to shareholders holding shares in a securities account with a bank or financial institution ultimately holding through Euroclear Nederland. This may also apply to other shareholders who do not hold their shares either directly on the Register of Members or in the corporate sponsored nominee arrangement. Shareholders can contact their broker, financial intermediary, bank or financial institution for the election deadline that applies.

Taxation – cash dividends

If you are uncertain as to the tax treatment of any dividends you should consult your tax advisor.

Dividend Reinvestment Programmes (“DRIP”)

The following organisations offer Dividend Reinvestment Plans (“DRIPs”) which enable the Company’s shareholders to elect to have their dividend payments used to purchase the Company’s shares:

Equiniti Financial Services Limited (“EFSL”), for those holding shares (a) directly on the register as certificate holder or as CREST Member and (b) via the Shell Corporate Nominee;

ABN-AMRO NV (“ABN”) for Financial Intermediaries holding shares via Euroclear Nederland;

JPMorgan Chase Bank, N.A. (“JPM”) for holders of ADSs; and

Other DRIPs may also be available from the intermediary through which investors hold their shares and ADSs.

These DRIP offerors provide their DRIPs fully on their account and not on behalf of the Company. Interested parties should contact the relevant DRIP offeror directly.

More information can be found at https://www.shell.com/drip

To be eligible to participate in the DRIPs for the next dividend, shareholders must make a valid dividend reinvestment election before the published date for the close of elections.

Enquiries
Media: International +44 (0) 207 934 5550; U.S. and Canada: https://www.shell.us/about-us/news-and-insights/media/submit-an-inquiry.html

Cautionary Note

The companies in which Shell plc directly and indirectly owns investments are separate legal entities. In this announcement “Shell”, “Shell Group” and “Group” are sometimes used for convenience to reference Shell plc and its subsidiaries in general. Likewise, the words “we”, “us” and “our” are also used to refer to Shell plc and its subsidiaries in general or to those who work for them. These terms are also used where no useful purpose is served by identifying the particular entity or entities. ‘‘Subsidiaries’’, “Shell subsidiaries” and “Shell companies” as used in this announcement refer to entities over which Shell plc either directly or indirectly has control. The terms “joint venture”, “joint operations”, “joint arrangements”, and “associates” may also be used to refer to a commercial arrangement in which Shell has a direct or indirect ownership interest with one or more parties. The term “Shell interest” is used for convenience to indicate the direct and/or indirect ownership interest held by Shell in an entity or unincorporated joint arrangement, after exclusion of all third-party interest.

Forward-Looking statements

This announcement contains forward-looking statements (within the meaning of the U.S. Private Securities Litigation Reform Act of 1995) concerning the financial condition, results of operations and businesses of Shell. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. Forward-looking statements are statements of future expectations that are based on management’s current expectations and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. Forward-looking statements include, among other things, statements concerning the potential exposure of Shell to market risks and statements expressing management’s expectations, beliefs, estimates, forecasts, projections and assumptions. These forward-looking statements are identified by their use of terms and phrases such as “aim”; “ambition”; ‘‘anticipate’’; “aspire”; “aspiration”; ‘‘believe’’; “commit”; “commitment”; ‘‘could’’; “desire”; ‘‘estimate’’; ‘‘expect’’; ‘‘goals’’; ‘‘intend’’; ‘‘may’’; “milestones”; ‘‘objectives’’; ‘‘outlook’’; ‘‘plan’’; ‘‘probably’’; ‘‘project’’; ‘‘risks’’; “schedule”; ‘‘seek’’; ‘‘should’’; ‘‘target’’; “vision”; ‘‘will’’; “would” and similar terms and phrases. There are a number of factors that could affect the future operations of Shell and could cause those results to differ materially from those expressed in the forward-looking statements included in this announcement, including (without limitation): (a) price fluctuations in crude oil and natural gas; (b) changes in demand for Shell’s products; (c) currency fluctuations; (d) drilling and production results; (e) reserves estimates; (f) loss of market share and industry competition; (g) environmental and physical risks, including climate change; (h) risks associated with the identification of suitable potential acquisition properties and targets, and successful negotiation and completion of such transactions; (i) the risk of doing business in developing countries and countries subject to international sanctions; (j) legislative, judicial, fiscal and regulatory developments including tariffs and regulatory measures addressing climate change; (k) economic and financial market conditions in various countries and regions; (l) political risks, including the risks of expropriation and renegotiation of the terms of contracts with governmental entities, delays or advancements in the approval of projects and delays in the reimbursement for shared costs; (m) risks associated with the impact of pandemics, regional conflicts, such as the Russia-Ukraine war and the conflict in the Middle East, and a significant cyber security, data privacy, or IT incident; (n) the pace of the energy transition; and (o) changes in trading conditions. No assurance is provided that future dividend payments will match or exceed previous dividend payments. All forward-looking statements contained in this announcement are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Readers should not place undue reliance on forward-looking statements. Additional risk factors that may affect future results are contained in Shell plc’s Form 20-F and amendment thereto for the year ended December 31, 2024 (available at www.shell.com/investors/news-and-filings/sec-filings.html and www.sec.gov). These risk factors also expressly qualify all forward-looking statements contained in this announcement and should be considered by the reader. Each forward-looking statement speaks only as of the date of this announcement, July 31, 2025. Neither Shell plc nor any of its subsidiaries undertake any obligation to publicly update or revise any forward-looking statement as a result of new information, future events or other information. In light of these risks, results could differ materially from those stated, implied or inferred from the forward-looking statements contained in this announcement.

Shell’s net carbon intensity

Also, in this announcement we may refer to Shell’s “net carbon intensity” (NCI), which includes Shell’s carbon emissions from the production of our energy products, our suppliers’ carbon emissions in supplying energy for that production and our customers’ carbon emissions associated with their use of the energy products we sell. Shell’s NCI also includes the emissions associated with the production and use of energy products produced by others which Shell purchases for resale. Shell only controls its own emissions. The use of the terms Shell’s “net carbon intensity” or NCI is for convenience only and not intended to suggest these emissions are those of Shell plc or its subsidiaries.

Shell’s net-zero emissions target

Shell’s operating plan and outlook are forecasted for a three-year period and ten-year period, respectively, and are updated every year. They reflect the current economic environment and what we can reasonably expect to see over the next three and ten years. Accordingly, the outlook reflects our Scope 1, Scope 2 and NCI targets over the next ten years. However, Shell’s operating plan and outlook cannot reflect our 2050 net-zero emissions target, as this target is outside our planning period. Such future operating plans and outlooks could include changes to our portfolio, efficiency improvements and the use of carbon capture and storage and carbon credits. In the future, as society moves towards net-zero emissions, we expect Shell’s operating plans and outlooks to reflect this movement. However, if society is not net zero in 2050, as of today, there would be significant risk that Shell may not meet this target.

Forward-Looking non-GAAP measures

This announcement may contain certain forward-looking non-GAAP measures such as adjusted earnings and divestments. We are unable to provide a reconciliation of these forward-looking non-GAAP measures to the most comparable GAAP financial measures because certain information needed to reconcile those non-GAAP measures to the most comparable GAAP financial measures is dependent on future events some of which are outside the control of Shell, such as oil and gas prices, interest rates and exchange rates. Moreover, estimating such GAAP measures with the required precision necessary to provide a meaningful reconciliation is extremely difficult and could not be accomplished without unreasonable effort. Non-GAAP measures in respect of future periods which cannot be reconciled to the most comparable GAAP financial measure are calculated in a manner which is consistent with the accounting policies applied in Shell plc’s consolidated financial statements.

The contents of websites referred to in this announcement do not form part of this announcement.

We may have used certain terms, such as resources, in this announcement that the United States Securities and Exchange Commission (SEC) strictly prohibits us from including in our filings with the SEC. Investors are urged to consider closely the disclosure in our Form 20-F and any amendment thereto, File No 1-32575, available on the SEC website www.sec.gov.

LEI number of Shell plc: 21380068P1DRHMJ8KU70
Classification: Additional regulated information required to be disclosed under the laws of the United Kingdom

The MIL Network –

August 5, 2025

MIL-OSI Europe: OLAF Director-General Ville Itälä concludes 7-year mandate

Source: European Anti-Fraud Offfice

Press release no. 23/2025

PDF version

The European Anti-Fraud Office (OLAF) announces the departure of Ville Itälä, who has concluded his non-renewable seven-year term as Director-General of OLAF. Itälä played a pivotal role in strengthening the EU’s fight against fraud. During his tenure, OLAF closed 1,588 investigations, recommended the recovery of over €4 billion in misused EU funds, and prevented the undue spending of more than €810 million.

Appointed in 2018, Mr Itälä led OLAF through a period marked by major challenges and unprecedented developments in the protection of the European Union’s financial interests – from the COVID-19 pandemic, during which OLAF prevented the undue spending of billions on fake medical supplies and vaccines, to the EU’s response to Russian invasion of Ukraine, where OLAF worked to enforce sanctions and bolster Ukraine’s anti-fraud system.

During Mr Itälä’s tenure, OLAF successfully concluded numerous high-profile investigations and reinforced its role as a central pillar in the EU’s anti-fraud architecture. Moreover, over the course of seven years, OLAF continuously improved its effectiveness, built capacity and competences, helped to recover misused funds, protected citizens’ health and safety and safeguarded the environment.

Mr Itälä also enhanced OLAF’s cooperation with key anti-fraud partners including the European Court of Auditors (ECA) Europol, Eurojust, as well as the European Public Prosecutor’s Office (EPPO), whose creation he witnessed.

“It has been an honour to lead OLAF in its vital mission of protecting European taxpayers’ money and promoting integrity within the EU institutions. I am proud of what we have achieved together – from strengthening OLAF’s investigative capabilities to fostering strong partnerships across Europe and beyond. I extend my sincere thanks to my colleagues and partners for their unwavering dedication and professionalism,” said Ville Itälä.

With the conclusion of Mr Itälä’s mandate, current Deputy Director-General Salla Saastamoinen will assume the role of Acting Director-General of OLAF as of 1 August 2025, ensuring continuity of leadership until the appointment of a new Director-General, the selection process of which is ongoing.

OLAF remains fully committed to its mission to detect, investigate and prevent fraud and other illicit activities affecting the EU budget. The Office will continue its work in close cooperation with national, EU and international partners to safeguard Union’s financial interests.

Background

In line with procedures, the Director-General is appointed via a competitive selection process, followed by public hearings at the European Parliament and a formal appointment by the European Commission. As of the end of July 2025, the selection procedure remains in progress, with candidates being evaluated in accordance with applicable rules.

OLAF mission, mandate and competences:
OLAF’s mission is to detect, investigate and stop fraud with EU funds.

OLAF fulfils its mission by:
•    carrying out independent investigations into fraud and corruption involving EU funds, so as to ensure that all EU taxpayers’ money reaches projects that can create jobs and growth in Europe;
•    contributing to strengthening citizens’ trust in the EU Institutions by investigating serious misconduct by EU staff and members of the EU Institutions;
•    developing a sound EU anti-fraud policy.

In its independent investigative function, OLAF can investigate matters relating to fraud, corruption and other offences affecting the EU financial interests concerning:
•    all EU expenditure: the main spending categories are Structural Funds, agricultural policy and rural development funds, direct expenditure and external aid;
•    some areas of EU revenue, mainly customs duties;
•    suspicions of serious misconduct by EU staff and members of the EU institutions.

Once OLAF has completed its investigation, it is for the competent EU and national authorities to examine and decide on the follow-up of OLAF’s recommendations. All persons concerned are presumed to be innocent until proven guilty in a competent national or EU court of law.

For further details:

Pierluigi CATERINO
Spokesperson
European Anti-Fraud Office (OLAF)
Phone: +32(0)2 29-52335
Email: olaf-media ec [dot] europa [dot] eu (olaf-media[at]ec[dot]europa[dot]eu)
euantifraud.bsky.social

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MIL OSI Europe News –

August 5, 2025

MIL-OSI Asia-Pac: Exchange Fund Position at end-June 2025

Source: Hong Kong Government special administrative region

The following is issued on behalf of the Hong Kong Monetary Authority:

The Hong Kong Monetary Authority (HKMA) today (July 31) published the unaudited financial position of the Exchange Fund at end-June 2025.

The Exchange Fund recorded an investment income of HK$194.4 billion in the first half of 2025. The main components were:

gains on bonds of HK$75.3 billion;
gains on Hong Kong equities of HK$22.9 billion;
gains on other equities of HK$27.4 billion;
positive currency translation effect of HK$56.8 billion on non-Hong Kong dollar assets (Note 1); and
gains on other investments of HK$12.0 billion (Note 2).

Fees on placements by the Fiscal Reserves and placements by Hong Kong Special Administrative Region Government funds and statutory bodies were HK$8.5 billion (Note 3) and HK$8.3 billion respectively in the first half of 2025, with the rate of fee payment at 4.4 per cent for 2025.

Total assets of the Exchange Fund stood at HK$4,297.1 billion at end-June 2025, an increase of HK$216.1 billion from the end of 2024. Accumulated surplus stood at HK$877.9 billion at end-June 2025.

The Chief Executive of the HKMA, Mr Eddie Yue, said, “The global financial markets experienced significant volatility in the first half of 2025 due to escalating trade barriers and frictions, as well as intensifying geopolitical tensions in the Middle East. In particular, following the announcement of a series of aggressive tariff measures by the US Government in early April, the global financial markets underwent massive sell-offs, with the equity and bond markets experiencing sharp declines. The S&P 500 fell by roughly 12 per cent over a few days since April 3. The 10-year US Treasury yield also surged by 50 basis points to around 4.5 per cent within a week in April, registering the sharpest weekly change since the pandemic outbreak in 2020.

As the US and major economies made progress in tariff negotiations, investor confidence stabilised and global equity markets rebounded. The Hong Kong equities also benefitted from capital inflows and the Hang Seng Index rose by about 20 per cent in the first half. As for the bond market, the US Fed kept its monetary policy target unchanged in the first half of the year. Hence, US bond yields stayed at relatively high levels, generating good interest income for the Exchange Fund’s bond portfolio.

Against this backdrop, the Exchange Fund recorded a decent investment income in the first half of 2025, with positive returns across major asset classes of bonds, equities and alternative investments. The weakening of the US dollar against major currencies in the first half also resulted in significant positive currency translation effect on the Exchange Fund’s assets.”

He added, “While the Exchange Fund achieved good returns in the first half of the year, the investment landscape in the second half remains highly uncertain. The uncertainty of US Government’s economic and trade policies will affect international capital flows, as well as corporates’ earnings and investment decisions. Any increase in trade frictions or deterioration in geopolitical situations may cause a slowdown in global economic growth, and may also trigger a sharp reversal of market optimism, bringing shocks to the financial markets. In addition, the pace of adjustments of the Fed’s monetary policy and concerns over the US Government’s debt servicing ability may also affect the performance of US dollar assets and the US dollar against other currencies. While a sizeable part of the Exchange Fund’s investment income in the first half was from the positive foreign currency translation effect, these valuation changes are subject to fluctuations and may not be sustained in the second half of the year.

In the face of the complex and volatile investment environment, the HKMA will continue to adhere to the principle of capital preservation first while maintaining long-term growth. We will continue to manage the Exchange Fund with prudence and flexibility, implement appropriate defensive measures, and maintain a high degree of liquidity. We will also continue our investment diversification to strive for higher long-term returns, and ensure that the Exchange Fund remains effective in achieving its purpose of maintaining monetary and financial stability of Hong Kong.”

Note 1: This is primarily the effect of translating foreign currency assets into Hong Kong dollar after deducting the portion for currency hedging.
Note 2: This is the valuation change of investments held by investment holding subsidiaries of the Exchange Fund. This figure reflects the valuations at the end of March 2025. Valuation changes of these investments from April to June are not yet available.
Note 3: This does not include the 2025 fee payment to the Future Fund because such amount will only be disclosed when the composite rate for 2025 is available.

MIL OSI Asia Pacific News –

August 5, 2025

MIL-OSI United Kingdom: What’s The Story? Grassroots glory – Council reveals plan to turn big gig revenue into support for smaller venues

Source: City of Manchester

Manchester City Council is set to earmark almost £250,000 to support grassroots music venues in the city and help them share the success of the city’s summer of music.

In recent weeks, hundreds of thousands of music fans have converged on the city to celebrate its music scene – 340,000 at the five Oasis Heaton Park homecoming gigs alone. Other star names appearing in Manchester this summer include Olivia Rodrigo, Billie Eilish, Charlie XCX, Elbow, Fontaines DC and Robbie Williams.

Over the course of the summer it has been estimated that Manchester will have attracted 1.3 million music tourists – a tremendous boost for the city’s economy as a whole, especially the hospitality industry.

These huge events are also generating income for the Council, either by being hosted in the city’s largest parks – with commercial arrangements for their use – or through the business rates paid by major venues.

As well as reinvesting part of this revenue in parks, the Council is planning to set aside £245,000 to be made available in financial support for Manchester’s grassroots venues.

While exact details are being finalised, the intention is that the scheme will be administered by Music Venue Trust to ensure that the money gets to where it is needed as quickly and effectively as possible.

It comes as small venues across the country face a difficult economic climate, with a combination of increasing costs and reducing incomes leaving some in a precarious position. One particular challenge is an increase in nationally-set business rates. These had been significantly reduced for the sector in response to the impacts of the pandemic, but this financial year (2025/26) – while still being lower than pre-pandemic levels – they have gone back up significantly.

Councillor Bev Craig, Leader of Manchester City Council, said: “Manchester is a big noise in the music world. This summer all eyes have been on the city as we’ve hosted some huge concerts and seen unprecedented success in our large venues as the EMA MTV Music Awards showed.

“But while the biggest gigs – in the city’s arenas and parks – might dominate the headlines, we know they are only possible because they are part of a wider ecosystem with smaller, grassroots venues providing the launchpads for acts to develop and grow.

“We know that across the country grassroots venues are struggling. That’s why we want to ensure that our grassroots venues can share some of the benefit from the success of those big events.

“We’re blessed in Manchester with an array of great smaller venues. They are there to be enjoyed and I’d encouraged anyone who values them to get out and support them.”

Jay Taylor, Music Venue Trust National Co-ordinator, said: “Music Venue Trust wants to thank and congratulate Manchester City Council for leading on this crucial support for grassroots music venues. It’s inspiring to see Manchester recognise its place as one of the world’s leading music cities, and acknowledge that the fantastic grassroots music venue network in the city is an essential cornerstone of the amazing music being produced by Manchester artists.

“In April, the government reduced business rates relief in England for many grassroots music venues, significantly impacting their long-term sustainability. Manchester City Council has taken the lead with this bold and innovative action and we hope many more cities and towns across the country can join their efforts to secure the future of the UK’s grassroots music venue network.”

Kate Lowes, Director, Brighter Sound (sector lead Manchester Music City) said: “Grassroots venues sit at the heart of our city’s music scene – supporting emerging artists, bringing people together, and enriching local communities.

“Recent research, commissioned by Manchester Music City and delivered by the hub, has shown that business rates relief is one of the sector’s most pressing concerns. We therefore welcome this announcement and are encouraged to see Manchester City Council and Music Venue Trust working in partnership to deliver meaningful and targeted support.

“Manchester Music City is now working with the council to shape a full sector response and action plan, with a further set of actions to be announced this autumn. This type of collaborative approach and investment is essential to ensuring that Manchester remains a city where music and creativity can thrive at every level.”

MIL OSI United Kingdom –

August 5, 2025

MIL-OSI: WTW Reports Second Quarter 2025 Earnings

Source: GlobeNewswire (MIL-OSI)

Revenue¹of $2.3 billion was flat compared to prior-year quarter due to the sale of TRANZACT
Organic Revenue growth of 5% for the quarter
Diluted Earnings per Share was $3.32 for the quarter, up 144% over prior year
Adjusted Diluted Earnings per Share was $2.86 for the quarter, up 20% over prior year²
Operating Margin was 16.3% for the quarter, up 690 basis points over prior year
Adjusted Operating Margin was 18.5% for the quarter, up 150 basis points from prior year

LONDON, July 31, 2025 (GLOBE NEWSWIRE) — WTW (NASDAQ: WTW) (the “Company”), a leading global advisory, broking and solutions company, today announced financial results for the second quarter ended June 30, 2025.

“Our strong second quarter results demonstrate the meaningful progress we’ve made towards advancing our strategy, helping deliver solid topline results, along with margin and earnings growth,” said Carl Hess, WTW’s Chief Executive Officer. “I’m pleased with how our businesses continued to prove their value and resilience this quarter, providing our clients with critical solutions to help manage people, risk and capital amidst economic uncertainty. Building on our strong first-half performance and continued momentum, we enter the second half of 2025 on track to deliver on our financial framework, including mid-single digit organic revenue growth, operating margin expansion, adjusted earnings per share growth, and free-cash-flow margin expansion. I’d like to thank our colleagues for their consistent execution and dedication to delivering for our clients.”

Consolidated Results

As reported, USD millions, except %

Key Metrics	Q2-25	Q2-24²	Y/Y Change
Revenue¹	$2,261	$2,265	Reported (0)% \| CC (1)% \| Organic 5%
Income from Operations	$368	$212	74%
Operating Margin %	16.3%	9.4%	690 bps
Adjusted Operating Income	$419	$385	9%
Adjusted Operating Margin %	18.5%	17.0%	150 bps
Net Income	$332	$142	134%
Adjusted Net Income	$285	$247	15%
Diluted EPS	$3.32	$1.36	144%
Adjusted Diluted EPS	$2.86	$2.39	20%

¹	The revenue amounts included in this release are presented on a U.S. GAAP basis except where stated otherwise. The segment discussion is on an organic basis.

²	Refer to “WTW Non-GAAP Measures” below and the Q2-25 Supplemental Slides for recast of historical Non-GAAP measures.

Revenue was $2.26 billion for the second quarter of 2025, which was flat compared to $2.27 billion for the same period in the prior year due to the sale of TRANZACT. Excluding the impact of foreign currency, revenue decreased 1%. On an organic basis, revenue increased 5%. See Supplemental Segment Information for additional detail on book-of-business settlements and interest income included in revenue.

Net Income for the second quarter of 2025 was $332 million compared to Net Income of $142 million in the prior-year second quarter. Adjusted EBITDA for the second quarter was $470 million, or 20.8% of revenue, an increase of 6%, compared to Adjusted EBITDA of $445 million, or 19.6% of revenue, in the prior-year second quarter. The U.S. GAAP tax rate for the second quarter was (6.8)%, and the adjusted income tax rate for the second quarter used in calculating adjusted diluted earnings per share was 18.0%.

Cash Flow and Capital Allocation

Cash flows from operating activities were $326 million for the six months ended June 30, 2025, compared to cash flows from operating activities of $431 million for the same prior-year period. Free cash flow for the six months ended June 30, 2025 and 2024 was $217 million and $305 million, respectively, a decrease of $88 million. The decline was primarily due to increased compensation and cash tax payments as well as the absence of cash inflows from TRANZACT following its sale on December 31, 2024, partly offset by lower Transformation program spending and operational improvements. During the quarter ended June 30, 2025, the Company repurchased 1,614,427 of its outstanding shares for $500 million.

Second Quarter 2025 Segment Highlights

Health, Wealth & Career (“HWC”)

As reported, USD millions, except %

Health, Wealth & Career	Q2-25	Q2-24	Y/Y Change
Total Revenue	$1,180	$1,260	Reported (6)% \| CC (8)% \| Organic 4%
Operating Income	$280	$276	1%
Operating Margin %	23.8%	21.9%	190 bps

The HWC segment had revenue of $1.18 billion in the second quarter of 2025, a decrease of 6% (8% decrease constant currency and organic growth of 4%) from $1.26 billion in the prior year due to the sale of TRANZACT. Health delivered organic revenue growth driven by double-digit increases outside North America and solid performance in North America. Wealth generated organic revenue growth from higher levels of Retirement work globally alongside growth in our Investments business from new business wins and product launches. Career had modest revenue growth as healthy demand for advisory project work outside North America was offset by North America client postponement decisions made earlier in the year. Benefits Delivery & Outsourcing revenue was materially flat, as increased project and core administration work within Europe was tempered by lower commission revenue in the Individual Marketplace business compared to the prior year.

Operating margins in the HWC segment increased 190 basis points from the prior-year second quarter to 23.8%, primarily due to the sale of TRANZACT. Excluding TRANZACT operating margins increased 20 basis points. Please refer to the Supplemental Slides for TRANZACT’s standalone historical financial results.

Risk & Broking (“R&B”)

As reported, USD millions, except %

Risk & Broking	Q2-25	Q2-24	Y/Y Change
Total Revenue	$1,047	$979	Reported 7% \| CC 6% \| Organic 6%
Operating Income	$222	$202	10%
Operating Margin %	21.2%	20.6%	60 bps

The R&B segment had revenue of $1.05 billion in the second quarter of 2025, an increase of 7% (6% increase constant currency and organic) from $979 million in the prior year. Corporate Risk & Broking (CRB) had organic revenue growth driven by higher levels of new business activity and strong client retention globally. Insurance Consulting and Technology (ICT) revenue was flat for the quarter as clients managed spend more cautiously amid ongoing economic uncertainty.

Operating margins in the R&B segment increased 60 basis points from the prior-year second quarter to 21.2%, due primarily to operating leverage driven by strong organic revenue growth and savings from the Transformation program which were partially offset by headwinds from decreased interest income and foreign currency fluctuations.

Select 2025 Financial Considerations

Changes to Non-GAAP financial measures:

All reported non-GAAP metrics will exclude non-cash net periodic pension and postretirement benefits
Free cash flow and free cash flow margin will capture cash outflows for capitalized software costs
Refer to Supplemental Slides for recast of historical Non-GAAP measures

Business mix:

TRANZACT business, which contributed $1.14 to adjusted diluted earnings per share in 2024, is no longer part of the business portfolio following the completion of the TRANZACT sale in the fourth quarter of 2024
Reinsurance joint venture with Bain Capital expected to be a headwind on adjusted diluted earnings per share of approximately $0.20, which will be partially mitigated by gains from other equity investments, resulting in a net headwind of approximately $0.10 at the interest in earnings of associates level

Free cash flow:

Expect cash outflows in 2025 from the payment of accrued costs related to the Transformation program which concluded in 2024

Capital allocation:

Expect share repurchases of ~$1.5 billion, subject to market conditions and potential capital allocation to organic and inorganic investment opportunities

Foreign exchange:

Expect a foreign currency tailwind on adjusted diluted earnings per share of approximately $0.05 in 2025 at today’s rates

Adjusted operating margin outlook:

~100 basis points of average annual margin expansion over next 3 years in R&B
Incremental annual margin expansion at HWC and enterprise levels

The 2025 Financial Considerations above include Non-GAAP financial measures. We do not reconcile forward-looking Non-GAAP measures for reasons explained under “WTW Non-GAAP Measures” below.

Conference Call

The Company will host a conference call to discuss the financial results for the second quarter 2025. It will be held on Thursday, July 31, 2025, beginning at 9:00 a.m. Eastern Time. A live, listen-only webcast of the conference call will be available on WTW’s website. Analysts and institutional investors may participate in the conference call’s question-and-answer session by registering in advance here. An online replay will be available at investors.wtwco.com shortly after the call concludes.

About WTW

At WTW (NASDAQ: WTW), we provide data-driven, insight-led solutions in the areas of people, risk and capital. Leveraging the global view and local expertise of our colleagues serving 140 countries and markets, we help organizations sharpen their strategy, enhance organizational resilience, motivate their workforce and maximize performance. Working shoulder to shoulder with our clients, we uncover opportunities for sustainable success—and provide perspective that moves you. Learn more at www.wtwco.com.

WTW Non-GAAP Measures

In order to assist readers of our consolidated financial statements in understanding the core operating results that WTW’s management uses to evaluate the business and for financial planning, we present the following non-GAAP measures: (1) Constant Currency Change, (2) Organic Change, (3) Adjusted Operating Income/Margin, (4) Adjusted EBITDA/Margin, (5) Adjusted Net Income, (6) Adjusted Diluted Earnings Per Share, (7) Adjusted Income Before Taxes, (8) Adjusted Income Taxes/Tax Rate, (9) Free Cash Flow and (10) Free Cash Flow Margin.

We believe that those measures are relevant and provide pertinent information widely used by analysts, investors and other interested parties in our industry to provide a baseline for evaluating and comparing our operating performance, and in the case of free cash flow, our liquidity results.

Within the measures referred to as ‘adjusted’, we adjust for significant items which will not be settled in cash, or which we believe to be items that are not core to our current or future operations. Some of these items may not be applicable for the current quarter, however they may be part of our full-year results. Additionally, we have historically adjusted for certain items which are not described below, but for which we may adjust in a future period when applicable. Items applicable to the quarter or full year results, or the comparable periods, include the following:

Restructuring costs and transaction and transformation – Management believes it is appropriate to adjust for restructuring costs and transaction and transformation when they relate to a specific significant program with a defined set of activities and costs that are not expected to continue beyond a defined period of time, or significant acquisition-related transaction expenses. We believe the adjustment is necessary to present how the Company is performing, both now and in the future when the incurrence of these costs will have concluded.
Provisions for specified litigation matters – We will include provisions for litigation matters which we believe are not representative of our core business operations. Among other things, we determine this by reference to the amount of the loss (net of insurance and other recovery receivables) and by reference to whether the matter relates to an unusual and complex scenario that is not expected to be repeated as part of our ongoing, ordinary business. These amounts are presented net of insurance and other recovery receivables. See the footnotes to the reconciliation tables below for more specificity on the litigation matter excluded from adjusted results.
Gains and losses on disposals of operations – Adjustment to remove the gains or losses resulting from disposed operations that have not been classified as discontinued operations.
Net periodic pension and postretirement benefits – Adjustment to remove the recognition of net periodic pension and postretirement benefits (including pension settlements), other than service costs. We have included this adjustment as applicable in our prior-period disclosures in order to conform to the current-period presentation.
Tax effect of significant adjustments – Relates to the incremental tax expense or benefit resulting from significant or unusual events including significant statutory tax rate changes enacted in material jurisdictions in which we operate, internal reorganizations of ownership of certain businesses that reduced the investment held by our U.S.-controlled subsidiaries and the recovery of certain refunds or payment of taxes related to businesses in which we no longer participate.

We evaluate our revenue on an as reported (U.S. GAAP), constant currency and organic basis. We believe presenting constant currency and organic information provides valuable supplemental information regarding our comparable results, consistent with how we evaluate our performance internally.

We consider Constant Currency Change, Organic Change, Adjusted Operating Income/Margin, Adjusted EBITDA/Margin, Adjusted Net Income, Adjusted Diluted Earnings Per Share, Adjusted Income Before Taxes, Adjusted Income Taxes/Tax Rate and Free Cash Flow to be important financial measures, which are used to internally evaluate and assess our core operations and to benchmark our operating and liquidity results against our competitors. These non-GAAP measures are important in illustrating what our comparable operating and liquidity results would have been had we not incurred transaction-related and non-recurring items. Reconciliations of these measures are included in the accompanying tables with the following exception: The Company does not reconcile its forward-looking non-GAAP financial measures to the corresponding U.S. GAAP measures, due to variability and difficulty in making accurate forecasts and projections and/or certain information not being ascertainable or accessible; and because not all of the information, such as foreign currency impacts necessary for a quantitative reconciliation of these forward-looking non-GAAP financial measures to the most directly comparable U.S. GAAP financial measure, is available to the Company without unreasonable efforts. For the same reasons, the Company is unable to address the probable significance of the unavailable information. The Company provides non-GAAP financial measures that it believes will be achieved, however it cannot accurately predict all of the components of the adjusted calculations and the U.S. GAAP measures may be materially different than the non-GAAP measures.

Our non-GAAP measures and their accompanying definitions are presented as follows:

Constant Currency Change – Represents the year-over-year change in revenue excluding the impact of foreign currency fluctuations. To calculate this impact, the prior year local currency results are first translated using the current year monthly average exchange rates. The change is calculated by comparing the prior year revenue, translated at the current year monthly average exchange rates, to the current year as reported revenue, for the same period. We believe constant currency measures provide useful information to investors because they provide transparency to performance by excluding the effects that foreign currency exchange rate fluctuations have on period-over-period comparability given volatility in foreign currency exchange markets.

Organic Change – Excludes the impact of fluctuations in foreign currency exchange rates, as described above and the period-over-period impact of acquisitions and divestitures on current-year revenue. We believe that excluding transaction-related items from our U.S. GAAP financial measures provides useful supplemental information to our investors, and it is important in illustrating what our core operating results would have been had we not included these transaction-related items, since the nature, size and number of these transaction-related items can vary from period to period.

Adjusted Operating Income/Margin – Income from operations adjusted for amortization, restructuring costs, transaction and transformation and non-recurring items that, in management’s judgment, significantly affect the period-over-period assessment of operating results. Adjusted operating income margin is calculated by dividing adjusted operating income by revenue. We consider adjusted operating income/margin to be important financial measures, which are used internally to evaluate and assess our core operations and to benchmark our operating results against our competitors.

Adjusted EBITDA/Margin – Net Income adjusted for provision for income taxes, interest expense, depreciation and amortization, restructuring costs, transaction and transformation, gains and losses on disposals of operations, net periodic pension and postretirement benefits, and non-recurring items that, in management’s judgment, significantly affect the period-over-period assessment of operating results. Adjusted EBITDA Margin is calculated by dividing adjusted EBITDA by revenue. We consider adjusted EBITDA/margin to be important financial measures, which are used internally to evaluate and assess our core operations, to benchmark our operating results against our competitors and to evaluate and measure our performance-based compensation plans.

Adjusted Net Income – Net Income Attributable to WTW adjusted for amortization, restructuring costs, transaction and transformation, gains and losses on disposals of operations, net periodic pension and postretirement benefits, and non-recurring items that, in management’s judgment, significantly affect the period-over-period assessment of operating results and the related tax effect of those adjustments and the tax effects of internal reorganizations. This measure is used solely for the purpose of calculating adjusted diluted earnings per share.

Adjusted Diluted Earnings Per Share – Adjusted Net Income divided by the weighted-average number of ordinary shares, diluted. Adjusted diluted earnings per share is used to internally evaluate and assess our core operations and to benchmark our operating results against our competitors.

Adjusted Income Before Taxes – Income from operations before income taxes and interest in earnings of associates adjusted for amortization, restructuring costs, transaction and transformation, gains and losses on disposals of operations, net periodic pension and postretirement benefits, and non-recurring items that, in management’s judgment, significantly affect the period-over-period assessment of operating results. Adjusted income before taxes is used solely for the purpose of calculating the adjusted income tax rate.

Adjusted Income Taxes/Tax Rate – Provision for income taxes adjusted for taxes on certain items of amortization, restructuring costs, transaction and transformation, gains and losses on disposals of operations, net periodic pension and postretirement benefits, the tax effects of significant adjustments and non-recurring items that, in management’s judgment, significantly affect the period-over-period assessment of operating results, divided by adjusted income before taxes. Adjusted income taxes is used solely for the purpose of calculating the adjusted income tax rate. Management believes that the adjusted income tax rate presents a rate that is more closely aligned to the rate that we would incur if not for the reduction of pre-tax income for the adjusted items and the tax effects of internal reorganizations, which are not core to our current and future operations.

Free Cash Flow – Cash flows from operating activities less cash used to purchase fixed assets and software. Free Cash Flow is a liquidity measure and is not meant to represent residual cash flow available for discretionary expenditures. Management believes that free cash flow presents the core operating performance and cash-generating capabilities of our business operations. As a result of our change in presentation, free cash flow for the prior period has been adjusted to conform to the current period, which includes the deduction of our capitalized software costs.

Free Cash Flow Margin – Free Cash Flow as a percentage of revenue, which represents how much of revenue would be realized on a cash basis. We consider this measure to be a meaningful metric for tracking cash conversion on a year-over-year basis due to the non-cash nature of our pension income, which is included in our GAAP and Non-GAAP earnings metrics presented herein.

These non-GAAP measures are not defined in the same manner by all companies and may not be comparable to other similarly titled measures of other companies. Non-GAAP measures should be considered in addition to, and not as a substitute for, the information contained within our condensed consolidated financial statements.

WTW Forward-Looking Statements

This document contains ‘forward-looking statements’ within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934, which are intended to be covered by the safe harbors created by those laws. These forward-looking statements include information about possible or assumed future results of our operations. All statements, other than statements of historical facts, that address activities, events or developments that we expect or anticipate may occur in the future, including such things as: our outlook; the potential impact of natural or man-made disasters like health pandemics and other world health crises; future capital expenditures; ongoing working capital efforts; future share repurchases; financial results (including our revenue, costs or margins) and the impact of changes to tax laws on our financial results; existing and evolving business strategies including those related to acquisitions and dispositions; demand for our services and competitive strengths; strategic goals; the benefits of new initiatives; growth of our business and operations; the sustained health of our product, service, transaction, client, and talent assessment and management pipelines; our ability to successfully manage ongoing leadership, organizational and technology changes, including investments in improving systems and processes; our ability to implement and realize anticipated benefits of any cost-savings initiatives generated from our completed multi-year operational transformation program or other expense savings initiatives; our recognition of future impairment charges; and plans and references to future performance, including our future financial and operating results, short-term and long-term financial goals, plans, objectives, expectations and intentions, including with respect to free cash flow generation, adjusted net revenue, adjusted operating margin and adjusted earnings per share, are forward-looking statements. Also, when we use words such as ‘may’, ‘will’, ‘would’, ‘anticipate’, ‘believe’, ‘estimate’, ‘expect’, ‘intend’, ‘plan’, ‘continues’, ‘seek’, ‘target’, ‘goal’, ‘focus’, ‘probably’, or similar expressions, we are making forward-looking statements. Such statements are based upon the current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. All forward-looking disclosure is speculative by its nature.

There are important risks, uncertainties, events and factors that could cause our actual results or performance to differ materially from those in the forward-looking statements contained in this document, including the following: our ability to successfully establish, execute and achieve our global business strategy as it evolves; our ability to fully realize the anticipated benefits of our growth strategy, including inorganic growth through acquisitions; our ability to achieve our short-term and long-term financial goals, such as with respect to our cash flow generation, and the timing with respect to such achievement; the risks related to changes in general economic conditions, business and political conditions, changes in the financial markets, inflation, credit availability, increased interest rates, changes in trade policies, increased tariffs and retaliatory actions; the risks to our short-term and long-term financial goals from any of the risks or uncertainties set forth herein; the risks relating to the adverse impacts of macroeconomic trends, including those relating to changes in trade policies and tariffs, as well as political events, war, such as the Russia-Ukraine and Israel-Hamas wars, and other international disputes, terrorism, natural disasters, public health issues and other business interruptions on the global economy and capital markets, such as uncertainty in the global markets, inflation, changes in interest rates and recessionary trends, changes in spending by government agencies and contractors, which could have a material adverse effect on our business, financial condition, results of operations and long-term goals; our ability to successfully hedge against fluctuations in foreign currency rates; the risks relating to the adverse impacts of natural or man-made disasters such as health pandemics and other world health crises on the demand for our products and services, our cash flows and our business operations; material interruptions to or loss of our information processing capabilities, or failure to effectively maintain and upgrade our information technology resources and systems and related risks of cybersecurity breaches or incidents; our ability to comply with complex and evolving regulations related to data privacy, cybersecurity and artificial intelligence; the risks relating to the transitional arrangements in effect subsequent to our completed sale of TRANZACT; significant competition that we face and the potential for loss of market share and/or profitability; the impact of seasonality and differences in timing of renewals and non-recurring revenue increases from disposals and book-of-business sales; the insufficiency of client data protection, potential breaches of information systems or insufficient safeguards against cybersecurity breaches or incidents; the risk of increased liability or new legal claims arising from our new and existing products and services, and expectations, intentions and outcomes relating to outstanding litigation; the risk of substantial negative outcomes on existing or potential future litigation or investigation matters; changes in the regulatory environment in which we operate, including, among other risks, the impacts of pending competition law and regulatory investigations; various claims, government inquiries or investigations or the potential for regulatory action; our ability to make divestitures or acquisitions, including our ability to integrate or manage acquired businesses or carve-out businesses to be disposed, as well as our ability to identify and successfully execute on opportunities for strategic collaboration; our ability to integrate direct-to-consumer sales and marketing solutions with our existing offerings and solutions; our ability to successfully manage ongoing organizational changes, including as a result of our recently-completed multi-year operational transformation program, investments in improving systems and processes, and in connection with our acquisition and divestiture activities; disasters or business continuity problems; our ability to successfully enhance our billing, collection and other working capital efforts, and thereby increase our free cash flow; our ability to properly identify and manage conflicts of interest; reputational damage, including from association with third parties; reliance on third-party service providers and suppliers; risks relating to changes in our management structures and in senior leadership; the loss of key employees or a large number of employees and rehiring rates; our ability to maintain our corporate culture; doing business internationally, including the impact of global trade policies and retaliatory considerations as well as foreign currency exchange rates; compliance with extensive government regulation; the risk of sanctions imposed by governments, or changes to associated sanction regulations (such as sanctions imposed on Russia) and related counter-sanctions; our ability to effectively apply technology, data and analytics solutions, including through the use of artificial intelligence, for internal operations, maintaining industry standards, meeting client preferences and gaining competitive advantage, among other things; changes and developments in the insurance industry or the U.S. healthcare system, including those related to Medicare, and any other changes and developments in legal, regulatory, economic, business or operational conditions that could impact our businesses; the inability to protect our intellectual property rights, or the potential infringement upon the intellectual property rights of others; fluctuations in our pension assets and liabilities and related changes in pension income, including as a result of, related to, or derived from movements in the interest rate environment, investment returns, inflation, or changes in other assumptions that are used to estimate our benefit obligations and their effect on adjusted earnings per share; our capital structure, including indebtedness amounts, the limitations imposed by the covenants in the documents governing such indebtedness and the maintenance of the financial and disclosure controls and procedures of each; our ability to obtain financing on favorable terms or at all; adverse changes in our credit ratings; the impact of recent or potential changes to U.S. or foreign laws, and the enactment of additional, or the revision of existing, state, federal, and/or foreign laws and regulations, recent judicial decisions and development of case law, other regulations and any policy changes and legislative actions, including those that may impose additional excise taxes or impact our effective tax rate; U.S. federal income tax consequences to U.S. persons owning at least 10% of our shares; changes in accounting principles, estimates or assumptions; our recognition of future impairment charges; risks relating to or arising from environmental, social and governance (‘ESG’) practices; fluctuation in revenue against our relatively fixed or higher-than-expected expenses; the risk that investment levels increase; the laws of Ireland being different from the laws of the U.S. and potentially affording less protections to the holders of our securities; and our holding company structure potentially preventing us from being able to receive dividends or other distributions in needed amounts from our subsidiaries.

The foregoing list of factors is not exhaustive and new factors may emerge from time to time that could also affect actual performance and results. For more information, please see Part I, Item 1A in our Annual Report on Form 10-K, and our subsequent filings with the SEC. Copies are available online at http://www.sec.gov or www.wtwco.com.

Although we believe that the assumptions underlying our forward-looking statements are reasonable, any of these assumptions, and therefore also the forward-looking statements based on these assumptions, could themselves prove to be inaccurate. Given the significant uncertainties inherent in the forward-looking statements included in this document, our inclusion of this information is not a representation or guarantee by us that our objectives and plans will be achieved.

Our forward-looking statements speak only as of the date made and we will not update these forward-looking statements unless the securities laws require us to do so. With regard to these risks, uncertainties and assumptions, the forward-looking events discussed in this document may not occur, and we caution you against unduly relying on these forward-looking statements.

Contact

INVESTORS
Claudia De La Hoz | Claudia.Delahoz@wtwco.com

WTW Supplemental Segment Information (In millions of U.S. dollars) (Unaudited)

REVENUE
						Components of Revenue Change⁽ⁱ⁾
						Less:		Less:
	Three Months Ended June 30,				As Reported	Currency	Constant Currency	Acquisitions/	Organic
	2025		2024		% Change	Impact	Change	Divestitures	Change

Health, Wealth & Career
Revenue excluding interest income	$	1,173	$	1,251	(6)%	1%	(7)%	(12)%	4%
Interest income		7		9
Total		1,180		1,260	(6)%	1%	(8)%	(12)%	4%

Risk & Broking
Revenue excluding interest income	$	1,024	$	950	8%	1%	6%	0%	6%
Interest income		23		29
Total		1,047		979	7%	1%	6%	0%	6%

Segment Revenue	$	2,227	$	2,239	(1)%	1%	(2)%	(7)%	5%
Corporate, reimbursable expenses and other		24		20
Interest income		10		6
Revenue	$	2,261	$	2,265	0%	1%	(1)%	(6)%	5%⁽ⁱⁱ⁾

						Components of Revenue Change⁽ⁱ⁾
						Less:		Less:
	Six Months Ended June 30,				As Reported	Currency	Constant Currency	Acquisitions/	Organic
	2025		2024		% Change	Impact	Change	Divestitures	Change

Health, Wealth & Career
Revenue excluding interest income	$	2,331	$	2,578	(10)%	0%	(10)%	(13)%	3%
Interest income		14		18
Total		2,345		2,596	(10)%	0%	(10)%	(13)%	3%

Risk & Broking
Revenue excluding interest income	$	2,029	$	1,900	7%	0%	7%	0%	7%
Interest income		45		57
Total		2,074		1,957	6%	0%	6%	0%	6%

Segment Revenue	$	4,419	$	4,553	(3)%	0%	(3)%	(7)%	5%
Corporate, reimbursable expenses and other		45		41
Interest income		20		12
Revenue	$	4,484	$	4,606	(3)%	0%	(3)%	(7)%	5%⁽ⁱⁱ⁾

⁽ⁱ⁾	Components of revenue change may not add due to rounding.
⁽ⁱⁱ⁾	Interest income did not contribute to organic change for the three and six months ended June 30, 2025.

BOOK-OF-BUSINESS SETTLEMENTS AND INTEREST INCOME

	Three Months Ended June 30,
	HWC				R&B				Corporate				Total
	2025		2024		2025		2024		2025		2024		2025		2024
Book-of-business settlements	$	—	$	—	$	3	$	2	$	—	$	—	$	3	$	2
Interest income		7		9		23		29		10		6		40		44
Total	$	7	$	9	$	26	$	31	$	10	$	6	$	43	$	46

	Six Months Ended June 30,
	HWC				R&B				Corporate				Total
	2025		2024		2025		2024		2025		2024		2025		2024
Book-of-business settlements	$	2	$	—	$	3	$	4	$	—	$	—	$	5	$	4
Interest income		14		18		45		57		20		12		79		87
Total	$	16	$	18	$	48	$	61	$	20	$	12	$	84	$	91

SEGMENT OPERATING INCOME ⁽ⁱ⁾

	Three Months Ended June 30,
	2025		2024

Health, Wealth & Career	$	280	$	276
Risk & Broking		222		202
Segment Operating Income	$	502	$	478

	Six Months Ended June 30,
	2025		2024

Health, Wealth & Career	$	591	$	612
Risk & Broking		448		405
Segment Operating Income	$	1,039	$	1,017

⁽ⁱ⁾

Segment operating income excludes certain costs, including amortization of intangibles, restructuring costs, transaction and transformation expenses, certain litigation provisions, and to the extent that the actual expense based upon which allocations are made differs from the forecast/budget amount, a reconciling item will be created between internally-allocated expenses and the actual expenses reported for U.S. GAAP purposes.

SEGMENT OPERATING MARGINS

	Three Months Ended June 30,
	2025	2024
Health, Wealth & Career	23.8%	21.9%
Risk & Broking	21.2%	20.6%

	Six Months Ended June 30,
	2025	2024
Health, Wealth & Career	25.2%	23.6%
Risk & Broking	21.6%	20.7%

RECONCILIATIONS OF SEGMENT OPERATING INCOME TO INCOME FROM OPERATIONS BEFORE INCOME TAXES

	Three Months Ended June 30,
	2025			2024

Segment Operating Income	$	502		$	478
Amortization		(49	)		(60	)
Restructuring costs		—			(3	)
Transaction and transformation⁽ⁱ⁾		(2	)		(97	)
Unallocated, net⁽ⁱⁱ⁾		(83	)		(106	)
Income from Operations		368			212
Interest expense		(64	)		(68	)
Other income, net		9			23
Income from operations before income taxes and interest in earnings of associates	$	313		$	167

	Six Months Ended June 30,
	2025			2024

Segment Operating Income	$	1,039		$	1,017
Amortization		(97	)		(120	)
Restructuring costs		—			(21	)
Transaction and transformation⁽ⁱ⁾		(2	)		(222	)
Unallocated, net⁽ⁱⁱ⁾		(140	)		(162	)
Income from Operations		800			492
Interest expense		(129	)		(132	)
Other (loss)/income, net		(55	)		49
Income from operations before income taxes and interest in earnings of associates	$	616		$	409

⁽ⁱ⁾	In addition to legal fees and other transaction costs, includes primarily consulting fees and compensation costs related to the Transformation program.
⁽ⁱⁱ⁾	Includes certain costs, primarily related to corporate functions which are not directly related to the segments, and certain differences between budgeted expenses determined at the beginning of the year and actual expenses that we report for U.S. GAAP purposes.

WTW Reconciliations of Non-GAAP Measures (In millions of U.S. dollars, except per share data) (Unaudited)

RECONCILIATIONS OF NET INCOME ATTRIBUTABLE TO WTW TO ADJUSTED DILUTED EARNINGS PER SHARE

	Three Months Ended June 30,
	2025			2024

Net income attributable to WTW	$	331		$	141
Adjusted for certain items:
Amortization		49			60
Restructuring costs		—			3
Transaction and transformation		2			97
Provision for specified litigation matter ⁽ⁱ⁾		—			13
Net periodic pension and postretirement benefits		(13	)		(21	)
Tax effect on certain items listed above⁽ⁱⁱ⁾		(10	)		(39	)
Tax effect of significant adjustments		(74	)		(7	)
Adjusted Net Income	$	285		$	247

Weighted-average ordinary shares, diluted		100			103

Diluted Earnings Per Share	$	3.32		$	1.36
Adjusted for certain items:⁽ⁱⁱⁱ⁾
Amortization		0.49			0.58
Restructuring costs		—			0.03
Transaction and transformation		0.02			0.94
Provision for specified litigation matter ⁽ⁱ⁾		—			0.13
Net periodic pension and postretirement benefits		(0.13	)		(0.20	)
Tax effect on certain items listed above⁽ⁱⁱ⁾		(0.10	)		(0.38	)
Tax effect of significant adjustments		(0.74	)		(0.07	)
Adjusted Diluted Earnings Per Share⁽ⁱⁱⁱ⁾	$	2.86		$	2.39

	Six Months Ended June 30,
	2025			2024

Net income attributable to WTW	$	566		$	331
Adjusted for certain items:
Amortization		97			120
Restructuring costs		—			21
Transaction and transformation		2			222
Provision for specified litigation matter⁽ⁱ⁾		—			13
Net periodic pension and postretirement benefits		62			(43	)
Gain on disposal of operations		(14	)		—
Tax effect on certain items listed above⁽ⁱⁱ⁾		(38	)		(85	)
Tax effect of significant adjustments		(74	)		(7	)
Adjusted Net Income	$	601		$	572

Weighted-average ordinary shares, diluted		100			104

Diluted Earnings Per Share	$	5.64		$	3.20
Adjusted for certain items:⁽ⁱⁱⁱ⁾
Amortization		0.97			1.16
Restructuring costs		—			0.20
Transaction and transformation		0.02			2.14
Provision for specified litigation matter⁽ⁱ⁾		—			0.13
Net periodic pension and postretirement benefits		0.62			(0.42	)
Gain on disposal of operations		(0.14	)		—
Tax effect on certain items listed above⁽ⁱⁱ⁾		(0.38	)		(0.82	)
Tax effect of significant adjustments		(0.74	)		(0.07	)
Adjusted Diluted Earnings Per Share⁽ⁱⁱⁱ⁾	$	5.99		$	5.53

⁽ⁱ⁾	Represents a provision related to potential litigation arising out of a structured insurance program originally placed for a client over 15 years ago. The program is of a type and complexity that was highly bespoke to the client and for that reason is unlikely to be exactly replicated elsewhere. Because of this, while we do not believe the potential litigation is material, we believe excluding this matter from adjusted results makes results more comparable from period to period and more representative of our core business operations.
⁽ⁱⁱ⁾	The tax effect was calculated using an effective tax rate for each item.
⁽ⁱⁱⁱ⁾	Per share values and totals may differ due to rounding.

RECONCILIATIONS OF NET INCOME TO ADJUSTED EBITDA

	Three Months Ended June 30,
	2025				2024

Net Income	$	332		14.7%	$	142		6.3%
(Benefit from)/provision for income taxes		(21	)			26
Interest expense		64				68
Depreciation		57				57
Amortization		49				60
Restructuring costs		—				3
Transaction and transformation		2				97
Provision for specified litigation matter⁽ⁱ⁾		—				13
Net periodic pension and postretirement benefits		(13	)			(21	)
Adjusted EBITDA and Adjusted EBITDA Margin	$	470		20.8%	$	445		19.6%

	Six Months Ended June 30,
	2025				2024

Net Income	$	571		12.7%	$	336		7.3%
Provision for income taxes		44				74
Interest expense		129				132
Depreciation		111				116
Amortization		97				120
Restructuring costs		—				21
Transaction and transformation		2				222
Provision for specified litigation matter⁽ⁱ⁾		—				13
Net periodic pension and postretirement benefits		62				(43	)
Gain on disposal of operations		(14	)			—
Adjusted EBITDA and Adjusted EBITDA Margin	$	1,002		22.3%	$	991		21.5%

⁽ⁱ⁾

Represents a provision related to potential litigation arising out of a structured insurance program originally placed for a client over 15 years ago. The program is of a type and complexity that was highly bespoke to the client and for that reason is unlikely to be exactly replicated elsewhere. Because of this, while we do not believe the potential litigation is material, we believe excluding this matter from adjusted results makes results more comparable from period to period and more representative of our core business operations.

RECONCILIATIONS OF INCOME FROM OPERATIONS TO ADJUSTED OPERATING INCOME

	Three Months Ended June 30,
	2025			2024

Income from operations and Operating margin	$	368	16.3%	$	212	9.4%
Adjusted for certain items:
Amortization		49			60
Restructuring costs		—			3
Transaction and transformation		2			97
Provision for specified litigation matter⁽ⁱ⁾		—			13
Adjusted operating income and Adjusted operating income margin	$	419	18.5%	$	385	17.0%

	Six Months Ended June 30,
	2025			2024

Income from operations and Operating margin	$	800	17.8%	$	492	10.7%
Adjusted for certain items:
Amortization		97			120
Restructuring costs		—			21
Transaction and transformation		2			222
Provision for specified litigation matter⁽ⁱ⁾		—			13
Adjusted operating income and Adjusted operating income margin	$	899	20.0%	$	868	18.8%

⁽ⁱ⁾

Represents a provision related to potential litigation arising out of a structured insurance program originally placed for a client over 15 years ago. The program is of a type and complexity that was highly bespoke to the client and for that reason is unlikely to be exactly replicated elsewhere. Because of this, while we do not believe the potential litigation is material, we believe excluding this matter from adjusted results makes results more comparable from period to period and more representative of our core business operations.

RECONCILIATIONS OF GAAP INCOME TAXES/TAX RATE TO ADJUSTED INCOME TAXES/TAX RATE

	Three Months Ended June 30,
	2025			2024

Income from operations before income taxes and interest in earnings of associates	$	313		$	167

Adjusted for certain items:
Amortization		49			60
Restructuring costs		—			3
Transaction and transformation		2			97
Provision for specified litigation matter⁽ⁱ⁾		—			13
Net periodic pension and postretirement benefits		(13	)		(21	)
Adjusted income before taxes	$	351		$	319

(Benefit from)/provision for income taxes	$	(21	)	$	26
Tax effect on certain items listed above⁽ⁱⁱ⁾		10			39
Tax effect of significant adjustments		74			7
Adjusted income taxes	$	63		$	72

U.S. GAAP tax rate		(6.8	)%		15.6	%
Adjusted income tax rate		18.0	%		22.4	%

	Six Months Ended June 30,
	2025			2024

Income from operations before income taxes and interest in earnings of associates	$	616		$	409

Adjusted for certain items:
Amortization		97			120
Restructuring costs		—			21
Transaction and transformation		2			222
Provision for specified litigation matter⁽ⁱ⁾		—			13
Net periodic pension and postretirement benefits		62			(43	)
Gain on disposal of operations		(14	)		—
Adjusted income before taxes	$	763		$	742

Provision for income taxes	$	44		$	74
Tax effect on certain items listed above⁽ⁱⁱ⁾		38			85
Tax effect of significant adjustments		74			7
Adjusted income taxes	$	156		$	166

U.S. GAAP tax rate		7.1	%		18.1	%
Adjusted income tax rate		20.5	%		22.3	%

⁽ⁱ⁾

Represents a provision related to potential litigation arising out of a structured insurance program originally placed for a client over 15 years ago. The program is of a type and complexity that was highly bespoke to the client and for that reason is unlikely to be exactly replicated elsewhere. Because of this, while we do not believe the potential litigation is material, we believe excluding this matter from adjusted results makes results more comparable from period to period and more representative of our core business operations.

⁽ⁱⁱ⁾

The tax effect was calculated using an effective tax rate for each item.

RECONCILIATION OF CASH FLOWS FROM OPERATING ACTIVITIES TO FREE CASH FLOW

	Six Months Ended June 30,
	2025			2024

Cash flows from operating activities	$	326		$	431
Less: Additions to fixed assets and software		(109	)		(126	)
Free Cash Flow	$	217		$	305

WILLIS TOWERS WATSON PUBLIC LIMITED COMPANY Condensed Consolidated Statements of Income (In millions of U.S. dollars, except per share data) (Unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025			2024
Revenue	$	2,261		$	2,265		$	4,484		$	4,606

Costs of providing services
Salaries and benefits		1,449			1,397			2,773			2,739
Other operating expenses		336			439			701			896
Depreciation		57			57			111			116
Amortization		49			60			97			120
Restructuring costs		—			3			—			21
Transaction and transformation		2			97			2			222
Total costs of providing services		1,893			2,053			3,684			4,114

Income from operations		368			212			800			492

Interest expense		(64	)		(68	)		(129	)		(132	)
Other income/(loss), net		9			23			(55	)		49

INCOME FROM OPERATIONS BEFORE INCOME TAXES AND INTEREST IN EARNINGS OF ASSOCIATES		313			167			616			409

Benefit from/(provision for) income taxes		21			(26	)		(44	)		(74	)

INCOME FROM OPERATIONS BEFORE INTEREST IN EARNINGS OF ASSOCIATES		334			141			572			335

Interest in earnings of associates, net of tax		(2	)		1			(1	)		1

NET INCOME		332			142			571			336

Income attributable to non-controlling interests		(1	)		(1	)		(5	)		(5	)

NET INCOME ATTRIBUTABLE TO WTW	$	331		$	141		$	566		$	331

EARNINGS PER SHARE
Basic earnings per share	$	3.34		$	1.37		$	5.68		$	3.22
Diluted earnings per share	$	3.32		$	1.36		$	5.64		$	3.20

Weighted-average ordinary shares, basic		99			103			100			103
Weighted-average ordinary shares, diluted		100			103			100			104

WILLIS TOWERS WATSON PUBLIC LIMITED COMPANY Condensed Consolidated Balance Sheets (In millions of U.S. dollars, except share data) (Unaudited)

	June 30,			December 31,
	2025			2024
ASSETS
Cash and cash equivalents	$	1,963		$	1,890
Fiduciary assets		10,720			9,504
Accounts receivable, net		2,364			2,494
Prepaid and other current assets		558			1,217
Total current assets		15,605			15,105
Fixed assets, net		696			661
Goodwill		8,938			8,799
Other intangible assets, net		1,232			1,295
Right-of-use assets		495			485
Pension benefits assets		578			530
Other non-current assets		934			806
Total non-current assets		12,873			12,576
TOTAL ASSETS	$	28,478		$	27,681
LIABILITIES AND EQUITY
Fiduciary liabilities	$	10,720		$	9,504
Deferred revenue and accrued expenses		1,726			2,211
Current debt		549			—
Current lease liabilities		124			118
Other current liabilities		752			765
Total current liabilities		13,871			12,598
Long-term debt		4,762			5,309
Liability for pension benefits		550			615
Provision for liabilities		369			341
Long-term lease liabilities		500			502
Other non-current liabilities		246			299
Total non-current liabilities		6,427			7,066
TOTAL LIABILITIES		20,298			19,664
COMMITMENTS AND CONTINGENCIES
EQUITY⁽ⁱ⁾
Additional paid-in capital		11,012			10,989
(Accumulated deficit)/retained earnings		(206	)		109
Accumulated other comprehensive loss, net of tax		(2,706	)		(3,158	)
Total WTW shareholders’ equity		8,100			7,940
Non-controlling interests		80			77
Total Equity		8,180			8,017
TOTAL LIABILITIES AND EQUITY	$	28,478		$	27,681


⁽ⁱ⁾	Equity includes (a) Ordinary shares $0.000304635 nominal value; Authorized 1,510,003,775; Issued 97,853,208 (2025) and 99,805,780 (2024); Outstanding 97,853,208 (2025) and 99,805,780 (2024) and (b) Preference shares, $0.000115 nominal value; Authorized 1,000,000,000 and Issued none in 2025 and 2024.

WILLIS TOWERS WATSON PUBLIC LIMITED COMPANY Condensed Consolidated Statements of Cash Flows (In millions of U.S. dollars) (Unaudited)

	Six Months Ended June 30,
	2025			2024
CASH FLOWS FROM OPERATING ACTIVITIES
NET INCOME	$	571		$	336
Adjustments to reconcile net income to total net cash from operating activities:
Depreciation		111			116
Amortization		97			120
Non-cash restructuring charges		—			12
Non-cash lease expense		47			49
Net periodic cost/(benefit) of defined benefit pension plans		94			(11	)
Provision for doubtful receivables from clients		7			10
Benefit from deferred income taxes		(70	)		(25	)
Share-based compensation		68			54
Net gain on disposal of operations		(14	)		—
Non-cash foreign exchange loss/(gain)		30			(12	)
Other, net		18			22
Changes in operating assets and liabilities, net of effects from purchase of subsidiaries:
Accounts receivable		225			118
Other assets		(99	)		(161	)
Other liabilities		(778	)		(242	)
Provisions		19			45
Net cash from operating activities		326			431

CASH FLOWS FROM/(USED IN) INVESTING ACTIVITIES
Additions to fixed assets and software		(109	)		(126	)
Acquisitions of operations, net of cash acquired		(14	)		(18	)
Contributions to investments in associates		(8	)		—
Net proceeds from sale of operations		836			—
Net purchases of held-to-maturity securities		(50	)		—
Net purchases of available-for-sale securities		(43	)		(14	)
Net cash from/(used in) investing activities		612			(158	)

CASH FLOWS (USED IN)/FROM FINANCING ACTIVITIES
Senior notes issued		—			746
Debt issuance costs		—			(9	)
Repayments of debt		(2	)		(652	)
Repurchase of shares		(700	)		(301	)
Net proceeds from fiduciary funds held for clients		141			783
Payments of deferred and contingent consideration related to acquisitions		(15	)		—
Cash paid for employee taxes on withholding shares		(43	)		(24	)
Dividends paid		(179	)		(176	)
Acquisitions of and dividends paid to non-controlling interests		(2	)		(3	)
Net cash (used in)/from financing activities		(800	)		364

INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH		138			637
Effect of exchange rate changes on cash, cash equivalents and restricted cash		207			(53	)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF PERIOD ⁽ⁱ⁾		4,998			3,792
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD ⁽ⁱ⁾	$	5,343		$	4,376


⁽ⁱ⁾	The amounts of cash, cash equivalents and restricted cash, their respective classification on the condensed consolidated balance sheets, as well as their respective portions of the increase or decrease in cash, cash equivalents and restricted cash for each of the periods presented have been included in the Supplemental Disclosure of Cash Flow Information section.

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

	Six Months Ended June 30,
	2025			2024

Supplemental disclosures of cash flow information:
Cash and cash equivalents	$	1,963		$	1,247
Fiduciary funds (included in fiduciary assets)		3,380			3,129
Total cash, cash equivalents and restricted cash	$	5,343		$	4,376

Decrease in cash, cash equivalents and other restricted cash	$	(3	)	$	(154	)
Increase in fiduciary funds		141			791
Total ⁽ⁱ⁾	$	138		$	637

⁽ⁱ⁾	Does not include the effect of exchange rate changes on cash, cash equivalents and restricted cash.

The MIL Network –

August 5, 2025

MIL-OSI China: China’s tally of marriage registrations down in 2024

Source: People’s Republic of China – State Council News

China recorded a total of 6.106 million marriage registrations throughout 2024, down 20.5 percent year-on-year, according to a bulletin of statistics issued by the Ministry of Civil Affairs Wednesday.

The document also shows that the marriage rate among Chinese people was 4.3 per 1,000 people last year, a decrease of 0.11 percentage points from the previous year.

In 2024, a total of 3.513 million divorces were concluded in China, according to the document.

After nine consecutive years of decline from 2013 to 2022, China’s marriage registration numbers saw a brief rebound in 2023. However, the downward trend resumed in 2024 and continued into 2025.

According to statistics released in April, China recorded 1.81 million marriage registrations in the first quarter of this year, marking an 8 percent drop from the same period last year.

Li Ting, a population expert at Renmin University of China in Beijing, noted that last year’s decline in marriage registrations was partly due to the waning post-pandemic “compensatory” marriage effect and a shrinking population of people within the typical marriageable age range.

According to calculations based on data from the National Bureau of Statistics, the number of people aged 20 to 39, the core marriageable age group, stood at around 435 million in 2013. By 2023, that number had dropped to approximately 371 million, a decline of about 64 million.

Experts also point to shifting attitudes toward marriage and financial pressures as contributing factors behind the downward trend. Rising education levels and a growing emphasis on individualism have increasingly challenged traditional views on marriage, Li added.

The decline in marriage rates is widely believed to be a factor in falling birth rates, trends that are fueling growing public concern. In response, authorities across China have rolled out a series of pro-marriage policies and measures to reverse the trend.

In May, China’s revised marriage registration rules, which simplify paperwork and offer greater flexibility for couples, came into effect.

The updated regulations eliminate the need for household registration books, which have long been necessary for marriage applications. Under the new rules, couples can register their marriage at any eligible registry nationwide, regardless of their household registration location.

Besides, China has rolled out extended marriage leave in at least 27 provincial-level regions as part of ongoing efforts to foster a more family-friendly society.

Over recent years, China has also launched a persistent campaign against exorbitant bride prices alongside lavish weddings in rural areas, in a bid to address irrational burdens related to marriage.

A judicial interpretation on handling bride price-related disputes, issued by the Supreme People’s Court, came into effect in February 2024. It prohibited requesting money or other possessions in the name of marriage.

MIL OSI China News –

August 5, 2025

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Share

So, what is loneliness?

What are some of the signs to look for?

Why is it often hard to recognise loneliness?

But I’m in a relationship, have loads of friends and a rewarding job

OK, I’ve realised I am lonely. Now what?

The structural causes of loneliness