Form 8-K

8-K — AECOM

Accession: 0001104659-26-058656

Filed: 2026-05-11

Period: 2026-05-11

CIK: 0000868857

SIC: 8711 (SERVICES-ENGINEERING SERVICES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — tm2614102d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2614102d1_ex99-1.htm)

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8-K (Primary)

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0000868857

2026-05-11

iso4217:USD

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UNITED STATES

SECURITIES AND

EXCHANGE COMMISSION

Washington, D.C.

20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION

13 OR 15(d) OF THE

SECURITIES EXCHANGE

ACT OF 1934

Date of Report (Date of earliest event reported):

May 11, 2026

AECOM

(Exact name of Registrant as specified in its charter)

Delaware

0-52423

61-1088522

(State or Other Jurisdiction

(Commission

(I.R.S. Employer

of Incorporation)

File Number)

Identification No.)

13355 Noel Road

Dallas, Texas

75240

(Address of Principal

Executive Offices)

(Zip

Code)

Registrant’s telephone number, including

area code: (972) 788-1000

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box

below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following

provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17

CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-(b) under the Exchange

Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under

the Exchange Act (17 CFR 240.13e-4(c))

Securities registered

pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

ACM

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging

growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of

the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging

Growth Company ¨

If an emerging

growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with

any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ¨

Item 2.02 Results of Operations and Financial Condition.

On May 11, 2026, AECOM issued a press release announcing its

financial results for the quarter ended March 31, 2026. A copy of the press release is attached to this report as Exhibit 99.1.

Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange

Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

AECOM reports its results of operations based on 52 or 53-week periods

ending on the Friday nearest September 30, December 31, March 31, and June 30. For clarity of presentation, all periods

are presented as if the periods ended on September 30, December 31, March 31, and June 30.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release, dated May 11, 2026 entitled “AECOM reports

second quarter fiscal 2026 results”.

104 Cover Page Interactive Data File (embedded within the Inline

XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934,

the registrant has duly caused this report to be signed on its behalf by the undersigned thereto duly authorized.

AECOM

Dated: May 11, 2026

By:

/s/ David Y. Gan

David Y. Gan

Executive Vice President, Chief Legal Officer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2614102d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

Press Release

Investor

Contact:

Will Gabrielski

Senior Vice President, Finance,

Treasurer

213.593.8208

William.Gabrielski@aecom.com

Media

Contact:

Brendan Ranson-Walsh

Senior Vice President, Global Communications

213.996.2367

Brendan.Ranson-Walsh@aecom.com

AECOM reports second quarter fiscal

2026 results

· Delivered

record second quarter performance

· Design

book-to-burn ratio of 1.2 drove 8% total backlog growth to a record high; 22nd

consecutive quarter with a book-to-burn ratio in excess of 1

· Continued

to execute returns-based capital allocation policy

· Raised

earnings guidance for a second consecutive quarter

DALLAS (May 11, 2026) —

AECOM (NYSE:ACM), the trusted global infrastructure leader, today reported second quarter fiscal 2026 results.

Second Quarter Highlights:

· Reflecting

as reported GAAP performance from continuing operations, second quarter revenue increased

1% to $3.8 billion, operating income declined 4% to $248 million, net income increased 19%

to $184 million and diluted earnings per share increased 22% to $1.42.

· Net

service revenue1 increased 4% on an as reported basis, or 2% on a constant-currency

basis, highlighted by 8% constant-currency growth in the Americas design business.

· The

segment adjusted2 operating margin3 increased by 50 basis points to

16.5% and the adjusted2 EBITDA margin4 increased by 20 basis points

to 16.5%, both of which set new all-time highs for a second quarter.

- As

a result, in the first half of the year, the segment adjusted operating margin and the adjusted

EBITDA margin were both 16.5%, increasing by 70 basis points and 50 basis points, respectively,

and set new records.

· Adjusted2

EBITDA5 increased by 8% and adjusted2 EPS increased by 27%.

· Total

backlog6 increased by 8% to a record high, driven by a 1.2 book-to-burn7

ratio in the design business.

- The

design pipeline increased by double-digits and reached a record level, driven by strong funding

across the Company’s markets and an expanding addressable market opportunity.

Second

Quarter Fiscal 2026

(from

Continuing Operations;

in millions, except EPS)

Reported

(GAAP)

YoY % Change

Adjusted2

(Non-GAAP)

YoY

% Change

Revenue

$ 3,801

1 %

Net

Service Revenue (NSR)1

$ 1,948

2 %

Operating Income

$ 248

(4 %)

$ 280

7 %

Segment

Operating Margin3

16.5 %

+50

bps

Net Income

$ 184

19 %

$ 205

23 %

EPS (Fully Diluted)

$ 1.42

22 %

$ 1.59

27 %

EBITDA5

$ 312

8 %

EBITDA

Margin4

16.5 %

+20

bps

Operating Cash Flow

$ 4

(98 %)

Free

Cash Flow8

($ 27 )

Total

Backlog6

$ 26,204

8 %

“Our strong second quarter and

fiscal year-to-date performance highlights the strength and resiliency of our business,” said Troy Rudd, AECOM’s chairman

and chief executive officer. “Our competitive advantages of scale, infrastructure domain and technical expertise, and strong client

relationships are key to our successes. We are continuing to invest at record levels to enhance our client value proposition and expand

our addressable market, which includes our proprietary AI investments and growing our Advisory practice. Taken together, we are well

positioned to deliver on both our twice-raised fiscal 2026 guidance and our long-term financial targets.”

“Our teams continue to build momentum

and our investments to extend our competitive advantages are contributing to a strengthened client value proposition,” said Lara

Poloni, AECOM’s president. “Now more than ever, we are positioned to deliver complex technical expertise at scale.”

“As our second quarter performance

and raised full year financial guidance underscore, we have an enduring competitive advantage that allows us to continue to deliver,”

said Gaurav Kapoor, AECOM’s chief financial and operations officer. “Our competitive advantages have enabled us to consistently

win increasingly valuable projects, and in turn, deliver continued earnings growth year after year.”

Cash Flow and Capital Allocation

· Underlying cash flow in the

second quarter was consistent with expectations, but was offset by delayed payment timing in the Middle East business, as well as

longer-than-anticipated claim resolution on certain projects.

· Importantly,

collections in the Middle East have already recovered in the fiscal third quarter and AECOM

reiterated its full year free cash flow guidance, as well as its long-term 100%+ free cash

flow conversion target.

· The

Company returned $155 million to shareholders through repurchases and dividends in the quarter.

- Since

the initiation of its repurchase program in September 2020, the Company has returned

more than $3.5 billion of capital to shareholders.

- The

Company remains committed to executing its returns-focused capital allocation policy, which

includes returning substantially all available cash flow to shareholders through repurchases

and dividends.

· The

Company maintains a strong balance sheet with net leverage9 of 1.2x.

Fiscal 2026 and Long-Term Financial

Guidance

· The

Company increased its fiscal 2026 earnings guidance, supported by its strong year-to-date

performance, another quarter of record backlog and double-digit pipeline growth.

· As

a result, the Company’s guidance now includes expectations for:

‒ Adjusted2

EPS of between $5.90 and $6.10, as compared to $5.85 to 6.05 previously, which now represents

14% year-over-year growth at the mid-point of the range.

‒ Adjusted2

EBITDA5 of between $1,275 million and $1,305 million, as compared to $1,270 million

and $1,305 million previously, which now represents 7% year-over-year growth at the mid-point

of the range.

‒ Reiterated

organic NSR1 growth range of between 6% and 8%, which excludes the expected approximately

200 basis point impact of fewer working days in fiscal 2026.

‒ A

segment adjusted operating margin3 of 16.8% and an adjusted EBITDA margin4

of 17.0%.

‒ Free

cash flow8 of approximately $400 million.

- An

average fully diluted share count of 130 million, which does not include any potential future

benefits from capital allocation actions not yet taken, including potential repurchases.

- An

adjusted effective tax rate of approximately 20 – 22%.

· In

addition, the Company reaffirmed its long-term financial targets, which includes its expectation

to deliver a 20%+ margin exit rate by fiscal 2028 and to grow adjusted2 EPS at

a 15%+ CAGR from fiscal 2026 to fiscal 2029.

· See

the Regulation G Information tables at the end of this release for a reconciliation of non-GAAP

measures to the most directly comparable GAAP measures.

Business Segments

Americas

Revenue in the second quarter was $2.9

billion, a 1% increase from the prior year. Net service revenue1 in the second quarter was $1.2 billion, a 5% increase from

the prior year, driven by 8% growth in the Americas design business.

Operating income increased by 5% over

the prior year to $228 million and on an adjusted2 basis increased by 10% to $239 million. The adjusted operating margin on

net service revenue increased by 60 basis points over the prior year to 20.0%, which marked a new all-time high for a second quarter.

This performance reflects a continued focus on driving operating efficiencies across the business and the high returns on the investments

the Company has made and continues to make in organic growth.

Backlog in the Americas segment grew

by 2% to a new record high, driven by a 1.0 book-to-burn ratio7. The Americas design business had a 1.1 book-to-burn ratio

led by strong wins in the Transportation, Environment and Water end markets.

International

Revenue in the second quarter was $890

million, a 2% increase from the prior year. Net service revenue1 was $754 million, a 3% decrease from the prior year, driven

by declines in the Asia and Middle East markets.

Operating income decreased by 6% over

the prior year to $77 million and on an adjusted2 basis increased 2% to $84 million. The adjusted operating margin on net

service revenue was effectively unchanged over the prior year at 11.1%. This performance includes an impact from lower revenues in certain

regions due to the conflict in the Middle East, as well as continued investments in business development and strategic growth initiatives.

Backlog in the International segment

grew 25% over the prior year to a new record high, driven by a 1.2 book-to-burn ratio7 and strong wins in the U.K. and Middle

East markets.

Tax Rate

The effective tax rate was 12.1% in

the second quarter. On an adjusted2 basis, the effective tax rate was 13.9%. The adjusted tax rate was derived by re-computing

the quarterly effective tax rate on adjusted net income10. The adjusted tax expense differs from the GAAP tax expense based

on the taxability or deductibility and tax rate applied to each of the adjustments.

Conference Call

AECOM is hosting a conference call tomorrow

at 8 a.m. Eastern Time, during which management will make a brief presentation focusing on the Company's results, strategy and operating

trends, and outlook. Interested parties can listen to the conference call and view accompanying slides via webcast at https://investors.aecom.com.

The webcast will be available for replay following the call.

1 Revenue, less pass-through

revenue; growth rates are presented on a constant-currency basis, unless otherwise noted.

2 Excludes the impact of

certain items, such as restructuring costs, amortization of intangible assets, non-core AECOM Capital and other items. See Regulation

G Information for a reconciliation of non-GAAP measures to the comparable GAAP measures.

3 Reflects segment operating

performance, excluding AECOM Capital and G&A, and margins are presented on a net service revenue basis.

4 Adjusted EBITDA margin

includes non-controlling interests in EBITDA and is on a net service revenue basis.

5 Net income before interest

expense, tax expense, depreciation and amortization.

6 Backlog represents the

total value of work for which AECOM has been selected that is expected to be completed by consolidated subsidiaries and includes the

proportionate share of work expected to be performed by unconsolidated joint ventures.

7 Book-to-burn ratio is defined

as the dollar amount of wins divided by revenue recognized during the period, including revenue related to work performed in unconsolidated

joint ventures.

8 Free cash flow is defined

as cash flow from operations less capital expenditures, net of proceeds from disposals of property and equipment; free cash flow conversion

is defined as free cash flow divided by adjusted net income attributable to AECOM.

9 Net leverage is comprised

of EBITDA as defined in the Company’s credit agreement dated October 17, 2014, as amended, and total debt on the Company’s

financial statements, net of total cash and cash equivalents.

10 Inclusive of non-controlling

interest deduction and adjusted for financing charges in interest expense, the amortization of intangible assets and is based on continuing

operations.

About AECOM

AECOM (NYSE: ACM) is the global infrastructure

leader, committed to delivering a better world. As a trusted professional services firm powered by deep technical abilities, we solve

our clients’ complex challenges in water, environment, energy, transportation and buildings. Our teams partner with public- and

private-sector clients to create innovative, sustainable and resilient solutions throughout the project lifecycle – from advisory,

planning, design and engineering to program and construction management. AECOM is a Fortune 500 firm that had revenue of $16.1 billion

in fiscal year 2025. Learn more at aecom.com.

Forward-Looking Statements

All statements in this communication

other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws,

including any statements of the plans, strategies and objectives for future operations, profitability, strategic value creation, capital

allocation strategy including stock repurchases, risk profile and investment strategies, and any statements regarding future economic

conditions or performance, and the expected financial and operational results of AECOM. Although we believe that the expectations reflected

in our forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any of our

forward-looking statements. Important factors that could cause our actual results, performance and achievements, or industry results

to differ materially from estimates or projections contained in our forward-looking statements include, but are not limited to, the following:

our business is cyclical and vulnerable to economic downturns and client spending reductions; government shutdowns; changes in administration

or other funding directives and circumstances that cause governmental agencies to modify, curtail or terminate our contracts; government

contracts are subject to audits and adjustments of contractual terms; long-term government contracts are subject to uncertainties related

to government contract appropriations; losses under fixed-price contracts; limited control over operations run through our joint venture

entities; liability for misconduct by our employees or consultants; changes in government laws, regulations and policies, including failure

to comply with laws or regulations applicable to our business; maintaining adequate surety and financial capacity; potential high leverage

and inability to service our debt and guarantees; our capital allocation strategy, including our ability to continue payment of dividends

and purchase stock; exposure to political and economic risks in different countries, including tariffs and trade policies, geopolitical

events, and conflicts; inflation, currency exchange rates and interest rate fluctuations; changes in capital markets and stock market

volatility; retaining and recruiting key technical and management personnel; legal claims and litigation; inadequate insurance coverage;

environmental law compliance and inadequate nuclear indemnification; unexpected adjustments and cancellations related to our backlog;

partners and third parties who may fail to satisfy their legal obligations; managing pension costs; AECOM Capital real estate development;

cybersecurity issues, IT outages and data privacy; risks associated with the benefits and costs of the sale of our Management Services

and self-perform at-risk civil infrastructure, power construction and oil and gas construction businesses, including the risk that any

purchase adjustments from those transactions could be unfavorable and any future proceeds owed to us as part of the transactions could

be lower than we expect; risks associated with our strategic initiatives, including AI investments and potential acquisitions and divestitures;

as well as other additional risks and factors that could cause actual results to differ materially from our forward-looking statements

set forth in our reports filed with the Securities and Exchange Commission. Any forward-looking statements are made as of the date hereof.

We do not intend, and undertake no obligation, to update any forward-looking statement.

Non-GAAP Financial Information

This communication contains financial

information calculated other than in accordance with U.S. generally accepted accounting principles (“GAAP”). The Company

believes that non-GAAP financial measures such as adjusted EPS, adjusted EBITDA, adjusted EBITDA margin, adjusted net/operating income,

segment adjusted operating margin, adjusted tax rate, net service revenue and free cash flow provide a meaningful perspective on its

business results as the Company utilizes this information to evaluate and manage the business. We use adjusted operating income, adjusted

net income, adjusted EBITDA, adjusted EBITDA margin, and adjusted EPS to exclude the impact of certain items, such as amortization expense

and taxes to aid investors in better understanding our core performance results. We use free cash flow to present the cash generated

from operations after capital expenditures to maintain our business. We present net service revenue (NSR) to exclude pass-through subcontractor

costs from revenue to provide investors with a better understanding of our operational performance. We present segment adjusted operating

margin to reflect segment operating performance of our Americas and International segments, excluding AECOM Capital.  We

present adjusted tax rate to reflect the tax rate on adjusted earnings. We also use constant-currency growth rates where appropriate,

which are calculated by conforming the current period results to the comparable period exchange rates.

Our non-GAAP disclosure has limitations

as an analytical tool, should not be viewed as a substitute for financial information determined in accordance with GAAP, and should

not be considered in isolation or as a substitute for analysis of our results as reported under GAAP, nor is it necessarily comparable

to non-GAAP performance measures that may be presented by other companies. A reconciliation of these non-GAAP measures is found in the

Regulation G Information tables at the back of this communication. The Company is unable to reconcile certain of its non-GAAP financial

guidance and long-term financial targets due to uncertainties in these non-operating items as well as other adjustments to net income. The

Company is unable to provide a reconciliation of its guidance for NSR to GAAP revenue because it is unable to predict with reasonable

certainty its pass-through revenue. In addition, the Company is unable to provide a reconciliation of its guidance for financial metrics

excluding the Construction Management business due to uncertainties in these non-operating items as well as other adjustments to these

measures.

AECOM

Consolidated

Statements of Income

(unaudited -

in thousands, except per share data)

Three Months Ended

Six Months Ended

March 31,

2026

March 31,

2025

Change

March 31,

2026

March 31,

2025

Change

Revenue

$ 3,801,143

$ 3,771,613

0.8 %

$ 7,631,977

$ 7,785,765

(2.0 )%

Cost of revenue

3,504,643

3,480,852

0.7 %

7,054,487

7,226,600

(2.4 )%

Gross profit

296,500

290,761

2.0 %

577,490

559,165

3.3 %

Equity in earnings of joint ventures

9,122

6,864

32.9 %

18,949

16,417

15.4 %

General and administrative expenses

(44,301 )

(40,054 )

10.6 %

(85,140 )

(80,513 )

5.7 %

Restructuring and acquisition costs

(13,565 )

(41,498 )

Income from operations

247,756

257,571

(3.8 )%

469,801

495,069

(5.1 )%

Other income (expense)

10,637

(8,748 )

(221.6 )%

18,456

(1,824 )

(1111.8 )%

Interest income

13,712

14,530

(5.6 )%

27,453

31,094

(11.7 )%

Interest expense

(50,570 )

(42,205 )

19.8 %

(95,836 )

(85,239 )

12.4 %

Income from continuing operations before taxes

221,535

221,148

0.2 %

419,874

439,100

(4.4 )%

Income tax expense for continuing operations

26,841

51,238

(47.6 )%

65,924

80,470

(18.1 )%

Income from continuing operations

194,694

169,910

14.6 %

353,950

358,630

(1.3 )%

Loss from discontinued operations

(4,246 )

(10,370 )

(59.1 )%

(70,150 )

(19,886 )

252.8 %

Net income

190,448

159,540

19.4 %

283,800

338,744

(16.2 )%

Net income attributable to noncontrolling

interests from continuing operations

(10,588 )

(15,812 )

(33.0 )%

(29,420 )

(27,182 )

8.2 %

Net income attributable to noncontrolling

interests from discontinued operations

(334 )

(100.0 )%

(1,126 )

(100.0 )%

Net income attributable to noncontrolling

interests

(10,588 )

(16,146 )

(34.4 )%

(29,420 )

(28,308 )

3.9 %

Net income attributable to AECOM from

continuing operations

184,106

154,098

19.5 %

324,530

331,448

(2.1 )%

Net loss attributable to AECOM from discontinued

operations

(4,246 )

(10,704 )

(60.3 )%

(70,150 )

(21,012 )

233.9 %

Net income attributable to AECOM

$ 179,860

$ 143,394

25.4 %

$ 254,380

$ 310,436

(18.1 )%

Net income (loss) attributable to AECOM

per share:

Basic continuing operations per share

$ 1.43

$ 1.16

23.3 %

$ 2.50

0.0 %

Basic discontinued operations per share

(0.03 )

(0.08 )

(62.5 )%

(0.54 )

(0.16 )

237.5 %

Basic earnings per share

$ 1.40

$ 1.08

29.6 %

$ 1.96

$ 2.34

(16.2 )%

Diluted continuing operations per share

$ 1.42

$ 1.16

22.4 %

$ 2.48

0.0 %

Diluted discontinued operations per share

(0.03 )

(0.08 )

(62.5 )%

(0.53 )

(0.15 )

253.3 %

Diluted earnings per share

$ 1.39

$ 1.08

28.7 %

$ 1.95

$ 2.33

(16.3 )%

Weighted average shares outstanding:

Basic

128,728

132,432

(2.8 )%

129,808

132,466

(2.0 )%

Diluted

129,235

133,139

(2.9 )%

130,609

133,382

(2.1 )%

AECOM

Balance Sheet

Information

(unaudited -

in thousands)

March 31, 2026

September 30, 2025

Balance Sheet Information:

Total cash and cash equivalents

$ 1,034,257

$ 1,585,739

Accounts receivable and contract assets – net

4,628,940

4,282,326

Working capital

618,264

801,411

Total debt, excluding unamortized debt issuance costs

2,747,720

2,743,719

Total assets

12,007,347

12,200,249

Total AECOM stockholders’ equity

2,270,592

2,492,584

AECOM

Reportable Segments

(unaudited - in thousands)

Americas

International

AECOM

Capital

Corporate

Total

Three

Months Ended March 31, 2026

Revenue

$ 2,911,571

$ 889,572

$ -

$ 3,801,143

Cost of revenue

2,688,473

816,170

3,504,643

Gross profit

223,098

73,402

296,500

Equity in earnings of joint ventures

4,841

3,583

698

9,122

General and administrative expenses

(2,238 )

(42,063 )

(44,301 )

Restructuring and acquisition costs

(13,565 )

Income (loss) from operations

$ 227,939

$ 76,985

$ (1,540 )

$ (55,628 )

$ 247,756

Gross profit as a % of revenue

7.7 %

8.3 %

7.8 %

Three

Months Ended March 31, 2025

Revenue

$ 2,896,772

$ 874,733

$ 108

$ -

$ 3,771,613

Cost of revenue

2,684,279

796,573

3,480,852

Gross profit

212,493

78,160

108

290,761

Equity in earnings (loss) of joint ventures

4,861

4,023

(2,020 )

6,864

General and administrative expenses

(2,807 )

(37,247 )

(40,054 )

Income (loss) from operations

$ 217,354

$ 82,183

$ (4,719 )

$ (37,247 )

$ 257,571

Gross profit as a % of revenue

7.3 %

8.9 %

7.7 %

Six

Months Ended March 31, 2026

Revenue

$ 5,888,856

$ 1,743,121

$ -

$ 7,631,977

Cost of revenue

5,456,162

1,598,289

7,054,487

Gross profit (loss)

432,694

144,832

(36 )

577,490

Equity in earnings of joint ventures

9,357

8,175

1,417

18,949

General and administrative expenses

(4,037 )

(81,103 )

(85,140 )

Restructuring and acquisition costs

(41,498 )

Income (loss) from operations

$ 442,051

$ 153,007

$ (2,656 )

$ (122,601 )

$ 469,801

Gross profit as a % of revenue

7.3 %

8.3 %

7.6 %

Contracted backlog

$ 8,977,642

$ 4,845,210

$ -

$ 13,822,852

Awarded backlog

9,122,890

3,257,814

12,380,704

Total backlog

$ 18,100,532

$ 8,103,024

$ -

$ 26,203,556

Total backlog – Design only

$ 16,561,215

$ 8,103,024

$ -

$ 24,664,239

Six

Months Ended March 31, 2025

Revenue

$ 6,008,727

$ 1,776,743

$ 295

$ -

$ 7,785,765

Cost of revenue

5,605,974

1,620,626

7,226,600

Gross profit

402,753

156,117

295

559,165

Equity in earnings (losses) of joint ventures

10,373

6,904

(860 )

16,417

General and administrative expenses

(5,202 )

(75,311 )

(80,513 )

Income (loss) from operations

$ 413,126

$ 163,021

$ (5,767 )

$ (75,311 )

$ 495,069

Gross profit as a % of revenue

6.7 %

8.8 %

7.2 %

Contracted backlog

$ 8,854,297

$ 4,475,858

$ -

$ 13,330,155

Awarded backlog

8,930,751

2,007,993

10,938,744

Total backlog

$ 17,785,048

$ 6,483,851

$ -

$ 24,268,899

Total backlog – Design only

$ 16,458,797

$ 6,483,851

$ -

$ 22,942,648

AECOM

Regulation G Information

(in millions)

Reconciliation of Revenue to Net Service Revenue (NSR)

Three Months Ended

Six Months Ended

Mar 31,

2026

Dec 31,

2025

Mar 31,

2025

Mar 31,

2026

Mar 31,

2025

Americas

Revenue

$ 2,911.6

$ 2,977.3

$ 2,896.7

$ 5,888.9

$ 6,008.7

Less: Pass-through revenue

1,717.3

1,862.6

1,772.0

3,579.9

3,833.1

Net service revenue

$ 1,194.3

$ 1,114.7

$ 1,124.7

$ 2,309.0

$ 2,175.6

International

Revenue

$ 889.6

$ 853.5

$ 874.8

$ 1,743.1

$ 1,776.8

Less: Pass-through revenue

135.5

117.3

132.5

252.8

284.3

Net service revenue

$ 754.1

$ 736.2

$ 742.3

$ 1,490.3

$ 1,492.5

Segment Performance (excludes ACAP)

Revenue

$ 3,801.2

$ 3,830.8

$ 3,771.5

$ 7,632.0

$ 7,785.5

Less: Pass-through revenue

1,852.8

1,979.9

1,904.5

3,832.7

4,117.4

Net service revenue

$ 1,948.4

$ 1,850.9

$ 1,867.0

$ 3,799.3

$ 3,668.1

Consolidated

Revenue

$ 3,801.2

$ 3,830.8

$ 3,771.6

$ 7,632.0

$ 7,785.8

Less: Pass-through revenue

1,852.8

1,979.9

1,904.5

3,832.7

4,117.4

Net service revenue

$ 1,948.4

$ 1,850.9

$ 1,867.1

$ 3,799.3

$ 3,668.4

Reconciliation of Total Debt to Net Debt

Balances at:

Mar 31, 2026

Dec 31, 2025

Mar 31, 2025

Short-term debt

$ 2.2

$ 3.3

$ 3.2

Current portion of long-term debt

60.7

62.6

67.1

Long-term debt, excluding unamortized debt issuance costs

2,684.8

2,672.6

2,476.6

Total debt

2,747.7

2,738.5

2,546.9

Less: Total cash and cash equivalents

1,034.3

1,246.7

1,600.1

Net debt

$ 1,713.4

$ 1,491.8

$ 946.8

Reconciliation of Net Cash Provided

by Operating Activities to Free Cash Flow

Three Months Ended

Six Months Ended

Mar 31,

2026

Dec 31,

2025

Mar 31,

2025

Mar 31,

2026

Mar 31,

2025

Net cash provided by operating activities

$ 3.8

$ 70.2

$ 190.7

$ 74.0

$ 341.8

Capital expenditures, net

(31.2 )

(28.3 )

(12.3 )

(59.5 )

(52.4 )

Free cash flow

$ (27.4 )

$ 41.9

$ 178.4

$ 14.5

$ 289.4

AECOM

Regulation G Information

(in millions, except per share data)

Three Months Ended

Six Months Ended

Mar 31,

2026

Dec 31,

2025

Mar 31,

2025

Mar 31,

2026

Mar 31,

2025

Reconciliation of Income from Operations to Adjusted Income from Operations to Adjusted EBITDA

with Noncontrolling Interests (NCI) to Adjusted EBITDA

Income from operations

$ 247.8

$ 222.0

$ 257.6

$ 469.8

$ 495.1

Noncore AECOM Capital loss

1.5

1.2

4.7

2.7

5.7

Restructuring and acquisition costs

13.6

27.9

41.5

Amortization of intangible assets

17.1

12.9

0.4

30.0

1.5

Adjusted income from operations

$ 280.0

$ 264.0

$ 262.7

$ 544.0

$ 502.3

Other income (expense)

10.5

7.9

(8.7 )

18.4

(1.8 )

Fair value adjustment included in other income

(7.9 )

(5.1 )

10.5

(13.0 )

5.5

Depreciation

38.9

37.7

39.9

76.6

79.7

Adjusted EBITDA with noncontrolling interests (NCI)

$ 321.5

$ 304.5

$ 304.4

$ 626.0

$ 585.7

Net income attributable to NCI from continuing operations excluding interest income included in NCI

(9.4 )

(17.7 )

(14.7 )

(27.1 )

(24.6 )

Adjusted EBITDA

$ 312.1

$ 286.8

$ 289.7

$ 598.9

$ 561.1

Reconciliation of Income from Continuing Operations Before Taxes to

Adjusted Income from Continuing Operations Before Taxes

Income from continuing operations before taxes

$ 221.6

$ 198.3

$ 221.1

$ 419.9

$ 439.1

Noncore AECOM Capital loss

1.5

1.2

4.7

2.7

5.7

Fair value adjustment

(8.3 )

(5.5 )

10.6

(13.8 )

5.0

Restructuring and acquisition costs

13.6

27.9

41.5

Amortization of intangible assets

17.1

12.9

0.4

30.0

1.5

Financing charges in interest expense

3.5

1.4

1.2

4.9

2.6

Adjusted income from continuing operations before taxes

$ 249.0

$ 236.2

$ 238.0

$ 485.2

$ 453.9

Reconciliation of Income Taxes for Continuing Operations to

Adjusted Income Taxes for Continuing Operations

Income tax expense for continuing operations

$ 26.9

$ 39.0

$ 51.2

$ 65.9

$ 80.5

Tax effect of the above adjustments(1) and valuation allowance

6.2

7.8

4.3

14.0

4.3

Adjusted income tax expense for continuing operations

$ 33.1

$ 46.8

$ 55.5

$ 79.9

$ 84.8

(1)Adjusts the income taxes during the period to exclude the impact on our effective tax rate of the pre-tax adjustments shown above.

AECOM

Regulation G Information

(in millions, except per share data)

Three Months Ended

Six Months Ended

Mar 31,

2026

Dec 31,

2025

Mar 31,

2025

Mar 31,

2026

Mar 31,

2025

Reconciliation of Net Income Attributable to AECOM from Continuing Operations to Adjusted Net Income Attributable to AECOM from Continuing Operations

Net income attributable to AECOM from continuing operations

$ 184.2

$ 140.4

$ 154.1

$ 324.6

$ 331.4

Noncore AECOM Capital loss, net of NCI

1.5

1.2

4.7

2.7

5.7

Fair value adjustment

(8.3 )

(5.5 )

10.6

(13.8 )

5.0

Restructuring and acquisition costs

13.6

27.9

41.5

Amortization of intangible assets

17.1

12.9

0.4

30.0

1.5

Financing charges in interest expense

3.5

1.4

1.2

4.9

2.6

Tax effect of the above adjustments(1) and valuation allowance

(6.2 )

(7.8 )

(4.3 )

(14.0 )

(4.3 )

Adjusted net income attributable to AECOM from continuing operations

$ 205.4

$ 170.5

$ 166.7

$ 375.9

$ 341.9

(1) Adjusts the income taxes during the period to exclude

the impact on our effective tax rate of the pre-tax adjustments shown above

Reconciliation of Net Income Attributable to AECOM from Continuing Operations per Diluted Share to Adjusted Net Income Attributable to AECOM from Continuing Operations per Diluted Share

Net income attributable to AECOM from continuing operations per diluted share

$ 1.42

$ 1.06

$ 1.16

$ 2.48

Per diluted share adjustments:

Noncore AECOM Capital loss, net of NCI

0.01

0.04

0.02

0.04

Fair value adjustment

(0.06 )

(0.04 )

0.08

(0.10 )

0.04

Restructuring and acquisition costs

0.11

0.21

0.32

Amortization of intangible assets

0.13

0.10

0.23

0.01

Financing charges in interest expense

0.03

0.01

0.04

0.02

Tax effect of the above adjustments(1) and valuation allowance

(0.05 )

(0.06 )

(0.04 )

(0.11 )

(0.03 )

Adjusted net income attributable to AECOM from continuing operations per diluted share

$ 1.59

$ 1.29

$ 1.25

$ 2.88

$ 2.56

Weighted average shares outstanding – basic

128.7

130.9

132.4

129.8

132.5

Weighted average shares outstanding – diluted

129.2

132.0

133.1

130.6

133.4

(1) Adjusts the income taxes

during the period to exclude the impact on our effective tax rate of the pre-tax adjustments shown above.

Reconciliation of Net Income Attributable to AECOM from Continuing Operations to Adjusted EBITDA

Net income attributable to AECOM from continuing operations

$ 184.2

$ 140.4

$ 154.1

$ 324.6

$ 331.4

Income tax expense

26.9

39.0

51.2

65.9

80.5

Depreciation and amortization

59.5

52.0

41.6

111.5

83.9

Interest income, net of NCI

(12.8 )

(12.5 )

(13.4 )

(25.3 )

(28.6 )

Interest expense

50.5

45.3

42.2

95.8

85.2

Amortized bank fees included in interest expense

(3.5 )

(1.4 )

(1.3 )

(4.9 )

(2.7 )

Noncore AECOM Capital loss, net of NCI

1.5

1.2

4.7

2.7

5.7

Fair value adjustment included in other income

(7.8 )

(5.1 )

10.6

(12.9 )

5.7

Restructuring and acquisition costs

13.6

27.9

41.5

Adjusted EBITDA

$ 312.1

$ 286.8

$ 289.7

$ 598.9

$ 561.1

AECOM

Regulation G Information

(in

millions, except per share data)

Three Months Ended

Six Months Ended

Mar 31,

2026

Dec 31,

2025

Mar 31,

2025

Mar 31,

2026

Mar 31,

2025

Reconciliation of Segment Income from Operations to Adjusted Segment Income from Operations

Americas Segment:

Segment Income from operations

$ 227.9

$ 214.1

$ 217.4

$ 442.0

$ 413.2

Amortization of intangible assets

10.6

8.1

0.3

18.7

1.4

Adjusted segment income from operations

$ 238.5

$ 222.2

$ 217.7

$ 460.7

$ 414.6

International Segment:

Segment Income from operations

$ 77.0

$ 76.0

$ 82.2

$ 153.0

$ 163.0

Amortization of intangible assets

6.6

4.8

11.4

Adjusted segment income from operations

$ 83.6

$ 80.8

$ 82.2

$ 164.4

$ 163.0

Segment Performance (excludes ACAP & G&A):

Segment Income from operations

$ 304.9

$ 290.1

$ 299.6

$ 595.0

$ 576.2

Amortization of intangible assets

17.2

12.9

0.3

30.1

1.4

Adjusted segment income from operations

$ 322.1

$ 303.0

$ 299.9

$ 625.1

$ 577.6

AECOM

Regulation G Information

FY2026 GAAP EPS Guidance based on Adjusted EPS Guidance

(all figures approximate)

Fiscal Year End 2026

GAAP EPS guidance

$4.25 to $4.86

Adjusted EPS excludes:

Amortization of intangible assets

$0.58 to $0.44

Amortization of deferred financing fees

$0.06

Noncore AECOM Capital

$0.02

Fair value adjustment

($0.11)

Restructuring and acquisition costs

$1.54 to $1.15

Tax effect of the above items

($0.44) to ($0.32)

Adjusted EPS guidance

$5.90 to $6.10

FY2026 GAAP Net Income from Continuing

Operations Guidance

based on Adjusted EBITDA Guidance

(in millions, all figures approximate)

Fiscal Year End 2026

GAAP net income from continuing operations guidance

$617 to $696

Net income attributable to noncontrolling interest from continuing operations

($65)

Net income attributable to AECOM from continuing operations

$552 to $631

Adjusted net income attributable to AECOM from continuing operations excludes:

Amortization of intangible assets

$75 to $57

Amortization of deferred financing fees

Noncore AECOM Capital

Fair value adjustment

($14)

Restructuring and acquisition costs

$200 to $150

Tax effect of the above items

($57) to ($42)

Adjusted net income attributable to AECOM from continuing operations

$767 to $793

Adjusted EBITDA excludes:

Depreciation

$160

Adjusted interest expense, net

$145

Tax expense, including tax effect of above items

$203 to $207

Adjusted EBITDA guidance

$1,275 to $1,305

FY2026 GAAP Interest Expense

Guidance based on Adjusted Interest Expense Guidance

(in millions, all figures approximate)

Fiscal Year End 2026

GAAP interest expense guidance

$195

Finance charges in interest expense

Interest income, net of NCI

($42)

Adjusted interest expense guidance, net

$145

FY2026

GAAP Income Tax Guidance based on Adjusted Income Tax Guidance

(in millions, all figures approximate)

Fiscal Year End 2026

GAAP income tax expense guidance

$146 to $165

Tax effect of adjusting items

$57 to $42

Adjusted income tax expense guidance

$203 to $207

Note: Variances in tables

are due to rounding.

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