ROLLINS INC
Latest Filing: Apr 23, 2026 • 25 Total Filings
Total Assets
2026
$3.16B
Total Revenue
2026
$906.42M
Net Income
2026
$107.84M
Operating Cash Flow
2026
$118.37M
ROLLINS INC — Management's Discussion & Analysis

Management's explanation of the reported results — what drove revenue, margins, and cash flow — from the annual 10-K filing (Item 7, MD&A).

10-K
Item 7Period ending 2025-12-31View source filing on SEC EDGAR

The text below is reproduced verbatim from ROL’s SEC filing. See also ROL’s supply chain and financial statements.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Item 7.    Management’s Discussion and Analysis of Financial Condition and Results of Operations. Caution Regarding Forward-Looking Statements This Annual Report on Form 10-K as well as other written or oral statements by the Company may contain “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. We have based these forward-looking statements on our current opinions, expectations, intentions, beliefs, plans, objectives, assumptions and projections about future events and financial trends affecting the operating results and financial condition of our business. Although we believe that these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions, or expectations. Generally, statements that do not relate to historical facts, including statements concerning possible or assumed future actions, business strategies, events or results of operations, are forward-looking statements. The words “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “should,” “will,” “would,” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. 23 Table of Contents Forward-looking statements in this Annual Report on Form 10-K include, but are not limited to, statements regarding: • expectations with respect to our financial and business performance and strategy; • expansion efforts and growth opportunities, including, but not limited, to anticipated organic and acquisition growth and recent and future acquisitions in the United States and in foreign markets where we have a presence and integration efforts with respect to recent acquisitions; • our anticipation of another year of strong organic revenue growth; • that maintaining and enhancing our brands increases our ability to enter new markets and launch new and innovative services that better serve the needs of our customers; • the Saela acquisition expanding the Rollins family of brands and driving long-term value; • the Company's credit risk, including that we do not believe that a one percent increase in interest rates would have a material effect on our results of operations or cash flows, and our belief that foreign exchange rate risk will not have a material impact upon the Company’s results of operations going forward; • the impact of inflation, changing interest rates, tariffs, trade disputes, foreign exchange rate risk, business interruptions due to natural disasters and changes in the weather patterns, seasonality, employee shortages, and supply chain issues; • our belief that we maintain a sufficient level of products, materials, and other supplies and have qualified comparable products and materials and our ability to foresee potential supply disruptions; • our belief that the contracted and recurring nature of our services provide us with visibility into a significant portion of our future revenue; • our belief that our key strategic objectives will help us to drive continued success for Rollins; • our belief that our alignment around key strategic areas will enable us to grow faster than our market, position our business for the future, and deliver value for all stakeholders, including our customers, our teammates, our communities and our shareholders; • our belief that our scale enables delivery of great service and provides us with a significant and reinforcing competitive advantage; • that we have strategically invested in proprietary routing and scheduling technologies to increase our competitive advantage; • our belief that geographic diversity allows us to increase brand recognition, meet demands of global customers, and draw on business and technical expertise from teams in several countries, and offers us an opportunity to access new markets; • that our acquisition strategy targets businesses that have the potential to achieve organic growth and margin expansion; • our belief that, through our wholly-owned subsidiaries, we compete effectively and favorably with our competitors as one of the world’s largest pest and termite control companies; • that we remain committed to developing exceptional talent and investing in our teams; • that we continue to execute various strategies previously implemented to help mitigate the impact of economic disruptors; • our belief that interest expense will be approximately $30 million in 2026 associated with borrowings under our 2035 Senior Notes and commercial paper program; • our belief that we expect to realize an effective tax rate of 24.5% to 25% in 2026; • our belief that, as we look to 2026, demand for our services is solid and our pipeline for acquisitions is robust; • as we start 2026, we remain focused on continuous improvement initiatives to enhance profitability across our business; 24 Table of Contents • that compounding operating cash flow and a strong balance sheet should continue to enable us to follow a balanced capital allocation strategy; • our belief that we expect to report 7% to 8% organic revenue* growth in 2026; • our belief that while we may see a slower start to the year in the first quarter, the strength of our recurring revenue and ancillary services gives us confidence in our ability to meet our financial outlook for 2026; • that we intend to continue to grow the business in the international markets where we have a presence, and that foreign cash earnings in excess of working capital and cash needed for strategic investments and acquisitions are not intended to be indefinitely reinvested offshore; • the economic impact of changes to global trade policies, including the imposition of tariffs; • expectations with respect to new and innovative products and services; • our approach to human capital management, including training, development, retention, inclusion, and engaging with our local communities; • continuously improving our safety culture and monitoring safety goals, including, but not limited to, our proactive approach with respect to safety and risk management; • our increasing reliance on AI technologies in services and operations as well as the related risks that could materially adversely affect our business; • our policies and procedures that are designed to identify, assess, and manage material risks arising from cybersecurity incidents and AI technologies; • new information systems and technology will lead to new or improving business capabilities and streamline business processes, financial reporting, and acquisition integration; • expectations with respect to interest costs and effective tax rates; • our focus on pricing, ongoing modernization efforts, and a culture of continuous improvement should support healthy incremental margins; • our belief that our current cash and cash equivalents balances, future cash flows expected to be generated from operating activities, access to debt financing based on our creditworthiness, our $1 billion commercial paper program which is backstopped by our Revolving Credit Facility, as defined below, and available borrowings under our Revolving Credit Facility will be sufficient to finance our current operations and obligations and fund expansion of the business for the foreseeable future; • our expectations to fund our contractual commitments including lease obligations and debt payments primarily through cash generated from our operations; • that our focus on creating the best customer experience will enable a loyal customer base and in turn reduce the amount of churn across our customer base, and that, by focusing on this key objective, we expect it to enable growth that will outpace our market growth; • our belief that the Company has adequate liquid assets, funding sources and insurance accruals to accommodate potential future insurance claims; • our approach to capital allocation inclusive of our intent to pay cash dividends to common shareholders and to invest in acquisitions; • our belief that no pending or threatened claim, proceeding, litigation, regulatory action or investigation, either alone or in the aggregate, including, but not limited to, the inquiry by the FTC and claims filed under California's Private Attorneys General Act, will have a material adverse effect on our financial position, results of operations or liquidity; • the suitability and adequacy of our facilities to meet our current and reasonably anticipated future needs; and • estimates, assumptions, and projections related to our application of critical accounting policies, described in more detail under “Critical Accounting Estimates.” 25 Table of Contents These forward-looking statements are based on information available as of the date of this report, and current expectations, forecasts, and assumptions, and involve a number of judgments, risks and uncertainties. Important factors could cause actual results to differ materially from those indicated or implied by forward-looking statements including, but not limited to, those set forth in Item 1A “Risk Factors” of Part I, Item 7 “Management’s Discussion and Analysis of Financial condition and Results of Operations” of Part II, and elsewhere in this Annual Report on Form 10-K for our fiscal year ended December 31, 2025 and may also be described from time to time in our future reports filed with the SEC. Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date, and we do not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required by law. Presentation This discussion should be read in conjunction with our audited financial statements and related notes included elsewhere in this document. Discussions of 2023 items and year-to-year comparisons of 2024 and 2023 that are not included in this Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2024. The following discussion (as well as other discussions in this document) contains forward-looking statements. Please see “Cautionary Statement Regarding Forward-Looking Statements” and "Risk Factors" for a discussion of uncertainties, risks and assumptions associated with these statements. The Company Rollins, Inc. (“Rollins,” “we,” “us,” “our,” or the “Company”), is an international services company headquartered in Atlanta, Georgia that provides pest and termite control services to both residential and commercial customers through its wholly-owned subsidiaries and independent franchises in the United States, Canada, Australia, Europe, and Asia with international franchises in Canada, Central and South America, the Caribbean, Europe, the Middle East, Asia, Africa, and Australia. Our pest and termite control services are performed pursuant to terms of contracts that specify the pricing arrangement with the customer. The Company operates as one reportable segment and the results of operations and its financial condition are not reliant upon any single customer. Strategic Update We are focused on continuous improvement throughout the business. During 2025, we continued to make strides in all four pillars of our strategic objectives: 1) people first 2) customer loyalty 3) growth mindset and 4) operational efficiency. People First We continue to focus on the development of our people. We continued to make strategic improvements to both our support functions, as well as the customer-facing side of our business, by hiring and onboarding the right people into the right roles. We introduced The Co-Lab, where our people managers develop servant leadership skills to help them develop themselves, their people and ultimately our business. We remain committed to developing exceptional talent and investing in our teams. Customer Loyalty We remain committed to providing our customers with the best customer experience. Effective sales and service staffing levels helped us to capitalize on continued demand and deliver solid results for the year, with organic revenues* growing by 6.9% compared to 2024. Growth Mindset 2025 marked another record year in terms of revenues, totaling approximately $3.8 billion, an increase of 11.0% over 2024, with acquisition revenues* contributing 4.1% growth in the year. We completed 26 transactions in 2025, including 22 acquisitions and 4 franchise buybacks, driving inorganic growth at our brands both domestically and internationally. Operational Efficiency 26 Table of Contents We saw healthy margins in 2025, with gross margin improving 10 basis points to 52.8% in 2025 compared to 52.7% in 2024. Operating margin was 19.3% of revenue, a decrease of 10 basis points as compared to 2024 and adjusted operating margin* was 20.0%, an increase of 10 basis points over the prior year. Our 2025 operating margin reflects weaker volumes in the fourth quarter, but our ongoing modernization efforts position us to deliver an improving margin profile as we look to 2026. *Amounts are non-GAAP financial measures. See the schedules below for definitions and a discussion of non-GAAP financial metrics, including a reconciliation to the most directly comparable GAAP measure. Impact of Economic Trends The continued disruption in economic markets due to inflation, changing interest rates, tariffs, trade disputes, business interruptions due to natural disasters and changes in weather patterns, employee shortages, and supply chain issues, all pose challenges which may adversely affect our future performance. The Company continues to execute various strategies previously implemented to help mitigate the impact of these economic disruptors. However, the Company cannot reasonably estimate whether these strategies will help mitigate the impact of these economic disruptors in the future. The Company’s consolidated financial statements reflect estimates and assumptions made by management that affect the reported amounts of assets and liabilities and related disclosures as of the date of the consolidated financial statements. The Company considered the impact of economic trends on the assumptions and estimates used in preparing the consolidated financial statements. In the opinion of management, all material adjustments necessary for a fair presentation of the Company’s financial results for the year have been made. These adjustments are of a normal recurring nature but are complicated by the continued uncertainty surrounding these macro economic trends. The severity, magnitude and duration of certain economic trends continue to be uncertain and are difficult to predict. Therefore, our accounting estimates and assumptions may change over time in response to economic trends and may change materially in future periods. The extent to which changing interest rates, inflation and other economic trends will continue to impact the Company’s business, financial condition and results of operations is uncertain. Therefore, we cannot reasonably estimate the full future impacts of these matters at this time. Results of Operations—2025 Compared to 2024 Twelve Months Ended December 31, Variance (in thousands, except per share data and margins) 2025 2024 $ % GAAP Metrics Revenues $ 3,761,050   $ 3,388,708  372,342  11.0 Gross profit (1) $ 1,984,044   $ 1,785,511  198,533  11.1 Gross profit margin (1) 52.8   % 52.7  % 10 bps Operating income $ 726,068   $ 657,224  68,844  10.5 Operating margin 19.3   % 19.4  % -10 bps Net income $ 526,705   $ 466,379  60,326  12.9 EPS $ 1.09   $ 0.96  0.13  13.5 Net cash provided by operating activities $ 678,107   $ 607,653  70,454  11.6 Non-GAAP Metrics Adjusted operating income (2) $ 752,200   $ 675,126  77,074  11.4 Adjusted operating margin (2) 20.0   % 19.9  % 10 bps Adjusted net income (2) $ 544,412   $ 479,190  65,222  13.6 Adjusted EPS (2) $ 1.12   $ 0.99  0.13  13.1 Adjusted EBITDA (2) $ 855,144   $ 771,493  83,651  10.8 Adjusted EBITDA margin (2) 22.7   % 22.8  % -10 bps Free cash flow (2) $ 650,021   $ 580,081  69,940  12.1 27 Table of Contents (1) Exclusive of depreciation and amortization (2) Amounts are non-GAAP financial measures. See "Non-GAAP Financial Measures" below for a discussion of non-GAAP financial metrics including a reconciliation to the most directly comparable GAAP measure. The following table presents financial information, including our significant expense categories, for the twelve months ended December 31, 2025 and 2024 Twelve Months Ended December 31, (in thousands) 2025 2024 $ % of Revenue $ % of Revenue Revenue $ 3,761,050   100.0   % $ 3,388,708  100.0  % Less: Cost of services provided (exclusive of depreciation and amortization below): Employee expenses 1,166,044   31.0   % 1,048,992  31.0  % Materials and supplies 225,462   6.0   % 212,296  6.3  % Insurance and claims 66,897   1.8   % 68,326  2.0  % Fleet expenses 157,461   4.2   % 131,898  3.9  % Other cost of services provided (1) 161,142   4.3   % 141,685  4.2  % Total cost of services provided (exclusive of depreciation and amortization below) 1,777,006   47.2   % 1,603,197  47.3  % Sales, general and administrative: Selling and marketing expenses 484,859   12.9   % 427,916  12.6  % Administrative employee expenses 345,643   9.2   % 313,814  9.3  % Insurance and claims 40,816   1.1   % 41,434  1.2  % Fleet expenses 39,608   1.1   % 33,580  1.0  % Other sales, general and administrative (2) 222,306   5.9   % 198,323  5.9  % Total sales, general and administrative 1,133,232   30.1   % 1,015,067  30.0  % Depreciation and amortization 124,744   3.3   % 113,220  3.3  % Interest expense, net 28,558   0.8   % 27,677  0.8  % Other (income) expense, net (3,416) (0.1) % (683) —  % Income tax expense 174,221   4.6   % 163,851  4.8  % Net income $ 526,705   14.0   % $ 466,379  13.8  %

  1. Other cost of services provided includes facilities costs, professional services, maintenance and repairs, software license costs, and other expenses directly related to providing services.
  2. Other sales, general and administrative includes facilities costs, professional services, maintenance and repairs, software license costs, bad debt expense, and other administrative expenses. 28 Table of Contents Revenues The following presents a summary of revenues by service offering: Revenues for the year ended December 31, 2025 were $3.8 billion, an increase of $372.3 million, or 11.0%, from 2024 revenues of $3.4 billion. The increase in revenues was largely driven by demand from our customers that remained strong throughout the year across all major service offerings. Comparing 2025 to 2024, organic revenue* growth was 6.9% with acquisitions adding 4.1% during the year. Residential pest control revenue increased approximately 10%, commercial pest control revenue increased approximately 11% and termite and ancillary services grew approximately 14% including both organic and acquisition-related growth in each area. Organic revenue* growth was strong across our service offerings, growing approximately 5% in residential, approximately 8% in commercial, and approximately 10% in termite and ancillary activity. The Company’s foreign operations accounted for approximately 7% of total revenues for the years ended December 31, 2025 and 2024. Revenue growth was healthy throughout the year, but we did see weaker volumes in the fourth quarter due to weakness in one-time services associated with less favorable weather conditions. Amounts are non-GAAP financial measures. See the schedules below for definitions and a discussion of non-GAAP financial metrics, including a reconciliation to the most directly comparable GAAP measure. Gross Profit (exclusive of Depreciation and Amortization) Gross profit for the twelve months ended December 31, 2025 was $2.0 billion, an increase of $198.5 million, or 11.1%, compared to $1.8 billion for the year ended December 31, 2024. Gross margin improved 10 basis points to 52.8% in 2025 compared to 52.7% in 2024. We saw leverage across a number of cost categories including 30 basis points in materials and supplies and 20 basis points in insurance and claims, partially offset by 30 basis points of higher fleet costs, while employee expenses were flat as a percentage of revenue. Sales, General and Administrative For the twelve months ended December 31, 2025, sales, general and administrative ("SG&A") expenses increased $118.2 million, or 11.6%, compared to the twelve months ended December 31, 2024. As a percentage of revenue, SG&A increased 10 basis points to 30.1% in 2025 compared to 30.0% in 2024. Lower volumes negatively impacted leverage across several categories, partially offset by lower insurance and claims costs. 29 Table of Contents Depreciation and Amortization For the twelve months ended December 31, 2025, depreciation and amortization increased $11.5 million, or 10.2%, compared to the twelve months ended December 31, 2024. The increase was primarily due to higher amortization of intangible assets from acquisitions, most notably from the acquisition of Saela. Operating Income For the twelve months ended December 31, 2025, operating income increased $68.8 million or 10.5% compared to the prior year. As a percentage of revenue, operating income decreased to 19.3% from 19.4% in the prior year. Operating margin decreased mostly due to higher fleet costs and higher selling and marketing costs. This was partially offset by lower insurance and claims costs, lower materials and supplies costs, and lower administrative costs. Interest Expense, Net During the twelve months ended December 31, 2025, interest expense, net increased $0.9 million compared to the prior year, due to the increase in the average debt balance associated primarily with the issuance of our 2035 Senior Notes, as well as borrowings under our commercial paper program. This was partially offset by a lower average effective interest rate on our borrowings. We expect interest expense to be approximately $30 million in 2026 associated with borrowings under our 2035 Senior Notes and commercial paper program. Other (Income) Expense, Net During the twelve months ended December 31, 2025, other (income) expense, net increased $2.7 million primarily due to higher gains on sales of non-operational assets. Income Taxes The Company’s effective tax rate was 24.9% in 2025 compared to 26.0% in 2024. The reduced rate is primarily due to the purchase of transferable federal income tax credits in 2025. We expect to realize an effective tax rate of 24.5% to 25% in 2026. General Commentary Our team delivered solid results in 2025, producing double-digit revenue, EPS, and operating cash flow growth for the full year. As we look to 2026, demand for our services is solid and our pipeline for acquisitions is robust. We continued to invest meaningfully in our business throughout 2025 and we are well-positioned as we begin 2026. While we had solid full year results, our fourth quarter results were impacted by slower growth in certain parts of our business and a negative impact from weather. Our 2025 operating margin reflects weaker volumes in the fourth quarter, but our ongoing modernization efforts position us to deliver an improving margin profile as we look to 2026. We continue to execute a balanced capital allocation program enabled by compounding operating cash flow and a strong balance sheet. 2026 Outlook For 2026, the Company anticipates: • The underlying health of core pest control markets, as well as Rollins’ ongoing commitment to operational execution, should support another year of strong organic revenue growth, further complemented by a strategic and disciplined approach to acquisitions. • A focus on ongoing modernization efforts, a culture of continuous improvement and pricing should support an improving margin profile. • Compounding operating cash flow and a strong balance sheet should continue to enable a balanced capital allocation strategy. 30 Table of Contents The Company expects to report 7% to 8% organic revenue* growth in 2026. While we may see a slower start to the year in the first quarter, the strength of our recurring revenue and ancillary services gives us confidence in our ability to meet our financial outlook for 2026. Our outlook reflects current expectations and is subject to significant uncertainty, including factors described under "Risk Factors," many of which are outside the Company's control. *Amounts are non-GAAP financial measures. See the schedules below for definitions and a discussion of non-GAAP financial metrics, including a reconciliation to the most directly comparable GAAP measure. Non-GAAP Financial Measures Reconciliation of GAAP and non-GAAP Financial Measures A non-GAAP financial measure is a numerical measure of financial performance, financial position, or cash flows that either 1) excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with GAAP in the consolidated statements of operations, financial position, or statements of cash flows, or 2) includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the most directly comparable measure so calculated and presented. These measures should not be considered in isolation or as a substitute for revenues, net income, earnings per share or other performance measures prepared in accordance with GAAP. Management believes all of these non-GAAP financial measures are useful to provide investors with information about current trends in, and period-over-period comparisons of, the Company's results of operations. An analysis of any non-GAAP financial measure should be used in conjunction with results presented in accordance with GAAP. The Company has used the following non-GAAP financial measures in this Form 10-K: Organic revenues Organic revenues are calculated as revenues less the revenues from acquisitions completed within the prior 12 months and excluding the revenues from divested businesses. Acquisition revenues are based on the trailing 12-month revenue of our acquired entities. Management uses organic revenues, and organic revenues by type to compare revenues over various periods excluding the impact of acquisitions and divestitures. Adjusted operating income and adjusted operating margin Adjusted operating income and adjusted operating margin are calculated by adding back to operating income those expenses associated with the amortization of intangible assets and adjustments to the fair value of contingent consideration resulting from the acquisitions of Fox Pest Control and Saela Pest Control. Adjusted operating margin is calculated as adjusted operating income divided by revenues. Management uses adjusted operating income and adjusted operating margin as measures of operating performance because these measures allow the Company to compare performance consistently over various periods. Adjusted net income and adjusted EPS Adjusted net income and adjusted EPS are calculated by adding back to the GAAP measures amortization of intangible assets and adjustments to the fair value of contingent consideration resulting from the acquisitions of Fox Pest Control and Saela Pest Control, excluding gains and losses on the sale of non-operational assets and gains on the sale of businesses, and by further subtracting the tax impact of those expenses, gains, or losses. Management uses adjusted net income and adjusted EPS as measures of operating performance because these measures allow the Company to compare performance consistently over various periods. EBITDA, EBITDA margin, adjusted EBITDA, adjusted EBITDA margin, incremental EBITDA margin and adjusted incremental EBITDA margin EBITDA is calculated by adding back to net income depreciation and amortization, interest expense, net, and provision for income taxes. EBITDA margin is calculated as EBITDA divided by revenues. Adjusted EBITDA and adjusted EBITDA margin are calculated by further adding back those expenses associated with the adjustments to the fair value of contingent consideration resulting from the acquisitions of Fox Pest Control and Saela Pest Control, and excluding gains and losses on the sale of non-operational assets and gains on the sale of businesses. Management uses EBITDA, EBITDA margin, adjusted EBITDA and adjusted EBITDA margin as measures of operating performance because these measures allow the Company to compare performance consistently over various periods. Incremental EBITDA margin is calculated as the change in EBITDA divided by the change in revenue. Management uses incremental EBITDA margin as a measure of 31 Table of Contents operating performance because this measure allows the Company to compare performance consistently over various periods. Adjusted incremental EBITDA margin is calculated as the change in adjusted EBITDA divided by the change in revenue. Management uses adjusted incremental EBITDA margin as a measure of operating performance because this measure allows the Company to compare performance consistently over various periods. Free cash flow, free cash flow conversion, adjusted free cash flow, and adjusted free cash flow conversion Free cash flow is calculated by subtracting capital expenditures from cash provided by operating activities. Management uses free cash flow to demonstrate the Company’s ability to maintain its asset base and generate future cash flows from operations. Free cash flow conversion is calculated as free cash flow divided by net income. Adjusted free cash flow is calculated by adding back to cash provided by operating activities the impact of certain delayed income tax payments. Adjusted free cash flow conversion is calculated as adjusted free cash flow divided by net income. Management uses free cash flow conversion and adjusted free cash flow conversion to demonstrate how much net income is converted into cash. Management believes that free cash flow and adjusted free cash flow are important financial measures for use in evaluating the Company’s liquidity. Free cash flow and adjusted free cash flow should be considered in addition to, rather than as a substitute for, net cash provided by operating activities as a measure of our liquidity. Additionally, the Company’s definition of free cash flow and adjusted free cash flow is limited, in that it does not represent residual cash flows available for discretionary expenditures, due to the fact that the measure does not deduct the payments required for debt service and other contractual obligations or payments made for business acquisitions. Therefore, management believes it is important to view free cash flow and adjusted free cash flow as measures that provide supplemental information to our consolidated statements of cash flows. Adjusted sales, general and administrative ("SG&A") Adjusted SG&A is calculated by removing the adjustments to the fair value of contingent consideration resulting from the acquisitions of Fox Pest Control and Saela Pest Control. Management uses adjusted SG&A to compare SG&A expenses consistently over various periods. Leverage ratio Leverage ratio, a financial valuation measure, is calculated by dividing adjusted net debt by adjusted EBITDAR. Adjusted net debt is calculated by adding short-term debt and operating lease liabilities to total long-term debt less a cash adjustment of 90% of total consolidated cash. Adjusted EBITDAR is calculated by adding back to net income depreciation and amortization, interest expense, net, provision for income taxes, operating lease cost, and stock-based compensation expense. Management uses leverage ratio as an assessment of overall liquidity, financial flexibility, and leverage. 32 Table of Contents Set forth below is a reconciliation of the non-GAAP financial measures contained in this report with their most directly comparable GAAP measures (unaudited, in thousands, except per share data and margins). Twelve Months Ended December 31, Variance 2025 2024 $ % Reconciliation of Revenues to Organic Revenues Revenues $ 3,761,050   $ 3,388,708  372,342  11.0 Revenues from acquisitions (138,587) —  (138,587) 4.1 Organic revenues $ 3,622,463   $ 3,388,708  233,755  6.9 Reconciliation of Residential Revenues to Organic Residential Revenues Residential revenues $ 1,693,244   $ 1,535,104  158,140  10.3 Residential revenues from acquisitions (80,778) —  (80,778) 5.3 Residential organic revenues $ 1,612,466   $ 1,535,104  77,362  5.0 Reconciliation of Commercial Revenues to Organic Commercial Revenues Commercial revenues $ 1,244,733   $ 1,125,964  118,769  10.5 Commercial revenues from acquisitions (32,686) —  (32,686) 2.9 Commercial organic revenues $ 1,212,047   $ 1,125,964  86,083  7.6 Reconciliation of Termite and Ancillary Revenues to Organic Termite and Ancillary Revenues Termite and ancillary revenues $ 781,542   $ 688,186  93,356  13.6 Termite and ancillary revenues from acquisitions (25,123) —  (25,123) 3.7 Termite and ancillary organic revenues $ 756,419   $ 688,186  68,233  9.9 Reconciliation of Franchise and Other Revenues to Organic Franchise and Other Revenues Franchise and other revenues $ 41,531   $ 39,454  2,077  5.3 Franchise and other revenues from acquisitions —   —  —  — Franchise and other organic revenues $ 41,531   $ 39,454  2,077  5.3 33 Table of Contents Twelve Months Ended December 31, Variance 2025 2024 $ % Reconciliation of Operating Income and Operating Margin to Adjusted Operating Income and Adjusted Operating Margin Operating income $ 726,068   $ 657,224 Acquisition-related expenses (1) 26,132   17,902 Adjusted operating income $ 752,200   $ 675,126  77,074  11.4 Revenues $ 3,761,050   $ 3,388,708 Operating margin 19.3   % 19.4  % Adjusted operating margin 20.0   % 19.9  % Reconciliation of Net Income and EPS to Adjusted Net Income and Adjusted EPS Net income $ 526,705   $ 466,379 Acquisition-related expenses (1) 26,132   17,902 (Gain) loss on sale of assets, net (2) (2,332) (683) Tax impact of adjustments (3) (6,093) (4,408) Adjusted net income $ 544,412   $ 479,190  65,222  13.6 EPS - basic and diluted $ 1.09   $ 0.96 Acquisition-related expenses (1) 0.05   0.04 (Gain) loss on sale of assets, net (2) —   — Tax impact of adjustments (3) (0.01) (0.01) Adjusted EPS - basic and diluted (4) $ 1.12   $ 0.99  0.13  13.1 Weighted average shares outstanding - basic 484,105   484,249 Weighted average shares outstanding - diluted 484,147   484,295 Reconciliation of Net Income to EBITDA, Adjusted EBITDA, EBITDA Margin, Incremental EBITDA Margin, Adjusted EBITDA Margin, and Adjusted Incremental EBITDA Margin Net income $ 526,705   $ 466,379 Depreciation and amortization 124,744   113,220 Interest expense, net 28,558   27,677 Provision for income taxes 174,221   163,851 EBITDA 854,228   771,127  83,101  10.8 Acquisition-related expenses (1) $ 3,248   $ 1,049 (Gain) loss on sale of assets, net (2) (2,332) (683) Adjusted EBITDA $ 855,144   $ 771,493  83,651  10.8 Revenues $ 3,761,050   $ 3,388,708 EBITDA margin 22.7   % 22.8  % Incremental EBITDA margin 22.3  % Adjusted EBITDA margin 22.7   % 22.8  % Adjusted incremental EBITDA margin 22.5  % Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow, Free Cash Flow Conversion, Adjusted Free Cash Flow, and Adjusted Free Cash Flow Conversion Net cash provided by operating activities $ 678,107   607,653 Capital expenditures $ (28,086) $ (27,572) Free cash flow $ 650,021   $ 580,081  69,940  12.1 Delayed income tax payments (5) 21,710   (21,710) Adjusted free cash flow $ 671,731   $ 558,371  113,360  20.3 Free cash flow conversion 123.4   % 124.4  % Adjusted free cash flow conversion 127.5   % 119.7  % 34 Table of Contents Twelve Months Ended December 31, 2025 2024 Reconciliation of SG&A to Adjusted SG&A SG&A $ 1,133,232   $ 1,015,067 Acquisition-related expenses (1) 3,248   1,049 Adjusted SG&A $ 1,129,984   $ 1,014,018 Revenues $ 3,761,050   $ 3,388,708 Adjusted SG&A as a % of revenues 30.0   % 29.9  % Twelve Months Ended December 31, 2025 2024 Reconciliation of Debt and Net Income to Leverage Ratio Short-term debt (6) $ 123,683   $ — Long-term debt (7) 500,000   397,000 Operating lease liabilities (8) 428,175   417,218 Cash adjustment (9) (90,004) (80,667) Adjusted net debt $ 961,854   $ 733,551 Net income $ 526,705   $ 466,379 Depreciation and amortization 124,744   113,220 Interest expense, net 28,558   27,677 Provision for income taxes 174,221   163,851 Operating lease cost (10) 159,924   133,420 Stock-based compensation expense 39,707   29,984 Adjusted EBITDAR $ 1,053,859   $ 934,531 Leverage ratio 0.9x 0.8x (1) Consists of expenses associated with the amortization of intangible assets and adjustments to the fair value of contingent consideration resulting from the acquisitions of Fox Pest Control and Saela Pest Control. While we exclude such expenses in this non-GAAP measure, the revenue from the acquired company is reflected in this non-GAAP measure and the acquired assets contribute to revenue generation. (2) Consists of the gain or loss on the sale of non-operational assets. (3) The tax effect of the adjustments is calculated using the applicable statutory tax rates for the respective periods. (4) In some cases, the sum of the individual EPS amounts may not equal total non-GAAP EPS calculations due to rounding. (5) The U.S. Internal Revenue Service provided disaster relief to all State of Georgia taxpayers due to the impact of Hurricane Helene. Therefore, we did not make an estimated payment for U.S. federal income tax purposes in the fourth quarter of 2024. That tax payment was made during the second quarter of 2025. (6) As of December 31, 2025, the Company had outstanding borrowings of $114.4 million under our commercial paper program and $9.3 million in bank overdrafts. The Company's short-term borrowings are presented under the short-term debt caption of our consolidated statements of financial position, net of unamortized discounts. (7) As of December 31, 2025, the Company had outstanding borrowings of $500.0 million from the issuance of our 2035 Senior Notes and no outstanding borrowings under the Revolving Credit Facility. These borrowings are presented under the long-term debt caption of our consolidated statements of financial position, net of a $7.1 million unamortized discount and $6.7 million in unamortized debt issuance costs as of December 31, 2025. As of December 31, 2024, the Company had outstanding borrowings of $397.0 million, under the Revolving Credit Facility. Borrowings under the Revolving Credit Facility are presented under the long-term debt caption of our consolidated statements of financial position, net of $1.7 million in unamortized debt issuance costs as of December 31, 2024. (8) Operating lease liabilities are presented under the operating lease liabilities - current and operating lease liabilities, less current portion captions of our consolidated statements of financial position. (9) Represents 90% of cash and cash equivalents per our consolidated statements of financial position as of both periods presented. (10) Operating lease cost excludes short-term lease cost associated with leases that have a duration of 12 months or less. 35 Table of Contents LIQUIDITY AND CAPITAL RESOURCES Sources and Uses of Cash The Company’s $100.0 million of total cash at December 31, 2025 is held at various banking institutions. Approximately $50.5 million is held in cash by foreign subsidiaries and the remaining $49.5 million is held at domestic banks and also includes cash-in-transit. We intend to continue to grow the business in the international markets where we have a presence. As it relates to our unremitted earnings in foreign jurisdictions, we assert that foreign cash earnings in excess of working capital and cash needed for strategic investments and acquisitions are not intended to be indefinitely reinvested offshore. We believe our current cash and cash equivalents balances, future cash flows expected to be generated from operating activities, access to debt financing based on our creditworthiness, our $1 billion commercial paper program which is backstopped by our Revolving Credit Facility, as defined below, and available borrowings under our Revolving Credit Facility will be sufficient to finance our current operations and obligations and fund expansion of the business for the foreseeable future. 2035 Senior Notes In February 2025, we issued ten-year notes with an aggregate principal amount of $500 million due on February 24, 2035 (the “2035 Senior Notes”) in a private placement to qualified institutional buyers pursuant to Section 4(a)(2) and Rule 144A under the Securities Act. We issued the 2035 Senior Notes at 98.443% of par, representing a discount of $7.8 million, and paid approximately $6.1 million for debt issuance costs. The interest is payable semi-annually in arrears on February 24 and August 24 of each year at 5.25% per annum, beginning on August 24, 2025, and the entire principal amount is due at the time of maturity. We used the net proceeds from this offering primarily to repay outstanding borrowings under the Revolving Credit Facility, as well as for general corporate purposes. On May 6, 2025, we commenced an offer to exchange $500 million of the 2035 Senior Notes privately placed in February 2025 (“Initial Notes”) for the $500 million of the 2035 Senior Notes that have been registered under the Securities Act of 1933 (“Exchange Notes”). Approximately 99.6% of the $500 million aggregate principal amount of the Initial Notes were validly tendered and not withdrawn prior to the expiration of the exchange offer, and were exchanged for Exchange Notes as of June 4, 2025, pursuant to the terms of the exchange offer. The Exchange Notes are identical in all material respects to the Initial Notes, except that the Exchange Notes will have no transfer restrictions or registration rights. Commercial Paper Program In March 2025, we established a commercial paper program under which we may issue unsecured commercial paper up to a total of $1 billion outstanding at any time, with maturities of up to 397 days from the date of issue. Borrowings under this program are generally outstanding for 30 days or less. The net proceeds from the issuance of commercial paper are used for various purposes, including general corporate purposes and funding for acquisitions. As of December 31, 2025, there were $114.4 million outstanding borrowings under the commercial paper program. Revolving Credit Facility In February 2023, the Company entered into a credit agreement (the "Credit Agreement") with, among others, JPMorgan Chase Bank, N.A. (“JPMorgan Chase”), as administrative agent (in such capacity, the “Administrative Agent”). The Credit Agreement provides for a $1.0 billion revolving credit facility ("Revolving Credit Facility"), which may be denominated in U.S. Dollars and other currencies, subject to a $400 million foreign currency sublimit. Rollins has the ability to expand its borrowing availability under the Credit Agreement in the form of increased revolving commitments or one or more tranches of term loans by up to an additional $750 million, subject to the agreement of the participating lenders and certain other customary conditions. The maturity date of the loans under the Credit Agreement is February 24, 2028. As of December 31, 2025, the Company had no outstanding borrowings under the Revolving Credit Facility. As of December 31, 2024, the Company had outstanding borrowings of $397.0 million under the Revolving Credit Facility, which were repaid with the proceeds from the 2035 Senior Notes. 36 Table of Contents Letters of Credit The Company maintained $82.4 million in letters of credit as of December 31, 2025 and $72.0 million as of December 31, 2024. These letters of credit are required by the Company’s insurance carriers, due to the Company’s high deductible insurance program, to secure various workers’ compensation and casualty insurance contracts coverage. The Company believes that it has adequate liquid assets, funding sources and insurance accruals to accommodate potential future insurance claims. The following table sets forth a summary of our cash flows from operating, investing and financing activities for the years ended December 31, 2025 and 2024: Year Ended December 31, (in thousands) 2025 2024 Net cash provided by operating activities 678,107   607,653 Net cash used in investing activities (326,699) (176,232) Net cash used in financing activities (343,579) (440,708) Effect of exchange rate on cash 2,545   (4,908) Net increase (decrease) in cash and cash equivalents $ 10,374   $ (14,195) Cash Provided by Operating Activities Cash from operating activities is the principal source of cash generation for our businesses. The most significant source of cash in our cash flow from operations is customer-related activities, the largest of which is collecting cash resulting from services sold. The most significant operating use of cash is to pay our suppliers, employees, and tax authorities. The Company’s operating activities generated net cash of $678.1 million and $607.7 million for the twelve months ended December 31, 2025 and 2024, respectively. The $70.5 million, or 11.6%, increase was driven primarily by strong operating results and the timing of cash receipts and cash payments to and from customers, vendors, employees, and tax and regulatory authorities. The Company deferred its fourth quarter 2024 estimated federal income tax payment to the second quarter of 2025 under the federal Hurricane Helene disaster relief. In 2025 we also purchased federal income tax credits for use on our 2024 and 2025 federal income tax returns. Cash Used in Investing Activities The Company’s investing activities used cash of $326.7 million and $176.2 million for the twelve months ended December 31, 2025 and 2024, respectively. Cash paid for acquisitions totaled $309.5 million for the twelve months ended December 31, 2025, compared to $157.5 million for the twelve months ended December 31, 2024, primarily driven by the acquisition of Saela Pest Control in 2025. The Company invested $28.1 million in capital expenditures during the year, offset by $7.5 million in cash proceeds from the sale of assets, compared with $27.6 million of capital expenditures and $4.1 million in cash proceeds from asset sales in 2024. The Company’s investing activities were funded primarily through existing cash balances, operating cash flows, and proceeds from borrowings, including our commercial paper program. Cash Used in Financing Activities Cash used in financing activities was $343.6 million and $440.7 million during the twelve months ended December 31, 2025 and 2024, respectively. A total of $327.9 million was paid in cash dividends ($0.68 per share) during the twelve months ended December 31, 2025, compared to $298.0 million in cash dividends paid ($0.62 per share) during the twelve months ended December 31, 2024. During the twelve months ended December 31, 2025, the Company received proceeds of $492.2 million and paid $6.1 million of debt issuance costs related to the issuance of the 2035 Senior Notes. Those proceeds were used primarily to repay borrowings under the credit agreement. Net proceeds from borrowings during the twelve months ended December 31, 2025 were $209.6 million, compared to net repayments of $96.0 million during 2024. 37 Table of Contents During the twelve months ended December 31, 2025, the Company paid $14.2 million of contingent consideration, compared to $39.8 million during the twelve months ended December 31, 2024. In addition, during the twelve months ended December 31, 2025, the Company completed the repurchase of 3,478,260 of the shares of common stock for approximately $200.0 million in conjunction with the transaction described below. On November 10, 2025, the Company entered into an underwriting agreement (the “2025 Underwriting Agreement”) with LOR, Inc. and Rollins Holding Company, Inc. (together, the “Selling Stockholders”), and Morgan Stanley & Co. LLC, as sole underwriter (the “Underwriter”), relating to the sale by the Selling Stockholders of 17,391,305 shares of the Company’s common stock, par value $1.00 per share (the “Common Stock”), at a public offering price of $57.50 per share (the “2025 Offering”). In connection with the 2025 Offering, the Selling Stockholders granted the Underwriter an option to purchase up to an additional 2,608,695 shares of Common Stock (the “2025 Optional Shares”). The 2025 Offering, including the sale of the 2025 Optional Shares, closed on November 12, 2025. The Company did not sell any shares in the 2025 Offering and did not receive any proceeds from the 2025 Offering. In addition, the Company completed the repurchase of 3,478,260 of the shares of Common Stock offered in the 2025 Offering for approximately $200 million at the same per share price paid by the Underwriter to the Selling Stockholders in the 2025 Offering. The Company also withheld $16.2 million and $11.6 million of common stock for the twelve months ended December 31, 2025 and 2024, respectively, in connection with tax withholding obligations of its employees upon vesting of such employees’ equity awards. Share Repurchase Program In 2012, the Company’s Board of Directors authorized the purchase of up to 5 million shares of the Company’s common stock. After adjustments for stock splits, the total authorized shares under the share repurchase plan is 16.9 million shares. As of December 31, 2025, we have a remaining authorization of 11.4 million shares under the share repurchase program. The Company did not repurchase shares of its common stock on the open market during 2025 or 2024. Active Shelf Registration The Form S-3 shelf registration statement on file with the SEC registered $1.5 billion of the Company’s common stock, preferred stock, debt securities, depositary shares, warrants, rights, purchase contracts and units for future issuance by the Company. The Company may offer and sell some or all of such securities from time to time or through underwriters, brokers or dealers, directly to one or more other purchasers, through a block trade, through agents on a best-efforts basis, through a combination of any of the above methods of sale or through other types of transactions described in the Form S-3. The Company has not sold any such securities in a primary offering as of the date of this Form 10-K. Management is continually evaluating the Company's financial structure and the potential need or desirability of raising additional liquidity through the sale of debt or equity securities. The Form S-3 will expire in June 2026. Litigation For discussion on the Company’s legal contingencies, see Note 12, Commitments and Contingencies to the accompanying financial statements, and Part I, Item 3, Legal Proceedings. Contractual Commitments We have material cash requirements for known contractual obligations and commitments in the form of operating leases and debt obligations. We expect to fund these obligations primarily through cash generated from our operations. Refer to Note 6, Leases and Note 10, Debt to the accompanying financial statements for further details. Critical Accounting Estimates The Company views critical accounting estimates to be those that are very important to the portrayal of our financial condition and results of operations, and that require management’s most difficult, complex or subjective judgments. The circumstances that make these judgments difficult or complex relate to the need for management to make estimates about the effect of matters that are inherently uncertain. We believe our critical accounting estimate to be as follows: Accrued Insurance— The Company retains, up to specified limits, certain risks related to U.S. general liability, workers’ compensation and auto liability. Risks are managed through either high deductible insurance or, for Clark Pest Control 38 Table of Contents only, a non-affiliated group captive insurance member arrangement. The estimated costs of existing and future claims under the retained loss program are accrued based upon historical trends as incidents occur, whether reported or unreported (although actual settlement of the claims may not be made until future periods) and may be subsequently revised based on developments relating to such claims. The group captive is subject to a third-party actuarial study retained by the captive manager, independent from the Company. For the high deductible insurance program, the Company contracts with an independent third-party actuary to provide the Company an estimated liability based upon historical claims information. The actuarial study is a major consideration in establishing the reserve, along with management’s knowledge of changes in business practice and existing claims compared to current balances. Management’s judgment is inherently subjective as a number of factors are outside management’s knowledge and control. Additionally, historical information is not always an accurate indication of future events. The accruals and reserves we hold are based on estimates that involve a degree of judgment and are inherently variable and could be overestimated or insufficient. If actual claims exceed our estimates, our operating results could be materially affected, and our ability to take timely corrective actions to limit future costs may be limited. The Company continues to be proactive in safety and risk management to develop and maintain ongoing programs to reduce and prevent incidents and claims. Initiatives that have been implemented include required pre-employment screening and ongoing motor vehicle record review for all drivers, post-offer physicals for new employees, pre-hire, random and post incident drug testing, driver training and post-injury nurse triage for work-related injuries. Recent Accounting Guidance and Other Policies and Estimates See Note 1, Summary of Significant Accounting Policies to the accompanying financial statements (Part II, Item 8 of this Form 10-K) for further discussion. Item 7A.    Quantitative and Qualitative Disclosures about Market Risk Market Risk The Company is subject to interest rate risk exposure through borrowings on its $1.0 billion revolving credit facility (the "Revolving Credit Facility") and on its commercial paper program. As of December 31, 2025, the Company had no outstanding borrowings under the Revolving Credit Facility and $114.4 million of outstanding commercial paper borrowings. See Note 10, Debt to the accompanying financial statements for further details regarding debt. We do not believe that a one percent increase in interest rates, for example, would have a material effect on our results of operations or cash flows. The Company is also exposed to market risks arising from changes in foreign exchange rates. The Company believes that this foreign exchange rate risk will not have a material impact upon the Company’s results of operations going forward. 39 Table of Contents Item 8.    Financial Statements and Supplementary Data MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING To the Stockholders of Rollins, Inc.: The management of Rollins, Inc. and subsidiaries is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Rollins, Inc. maintains a system of internal accounting controls designed to provide reasonable assurance, at a reasonable cost, that assets are safeguarded against loss or unauthorized use and that the financial records are adequate and can be relied upon to produce financial statements in accordance with accounting principles generally accepted in the United States of America. The internal control system is augmented by written policies and procedures, an internal audit program and the selection and training of qualified personnel. This system includes policies that require adherence to ethical business standards and compliance with all applicable laws and regulations. Under the supervision and with the participation of our management, including our principal executive officer and principal financial and principal accounting officer, we conducted an evaluation of the effectiveness of the design and operation of internal controls over financial reporting as of December 31, 2025 based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, management’s assessment is that Rollins, Inc. maintained effective internal control over financial reporting as of December 31, 2025. The independent registered public accounting firm, Deloitte & Touche LLP has audited the consolidated financial statements as of and for the year ended December 31, 2025, and has also issued their report on the effectiveness of the Company’s internal control over financial reporting, included in this report on page 41 . /s/ Jerry E. Gahlhoff, Jr. /s/ Kenneth D. Krause Jerry E. Gahlhoff, Jr. Kenneth D. Krause President and Chief Executive Officer Executive Vice President and Chief Financial Officer Principal Executive Officer Principal Financial Officer Atlanta, Georgia February 12, 2026 40 Table of Contents REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the stockholders and the Board of Directors of Rollins, Inc. Opinion on Internal Control over Financial Reporting We have audited the internal control over financial reporting of Rollins, Inc. and subsidiaries (the “Company”) as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2025, of the Company and our report dated February 12, 2026, expressed an unqualified opinion on those financial statements. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Deloitte & Touche LLP Atlanta, Georgia February 12, 2026 41 Table of Contents REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the stockholders and the Board of Directors of Rollins, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated statements of financial position of Rollins, Inc. and subsidiaries (the "Company") as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income, stockholders' equity, and cash flows, for each of the three years in the period ended December 31, 2025, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 12, 2026, expressed an unqualified opinion on the Company's internal control over financial reporting. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matters Critical audit matters are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters. /s/ Deloitte & Touche LLP Atlanta, Georgia February 12, 2026 We have served as the Company's auditor since 2023. 42 Table of Contents CONSOLIDATED STATEMENTS OF FINANCIAL POSITION Rollins, Inc. and Subsidiaries (in thousands except share information) December 31, 2025 December 31, 2024 ASSETS Cash and cash equivalents $ 100,004   $ 89,630 Trade receivables, net of allowance for expected credit losses of $ 23,528 and $ 19,770 , respectively 202,518   196,081 Financed receivables, short-term, net of allowance for expected credit losses of $ 3,112 and $ 2,536 , respectively 44,723   40,301 Materials and supplies 42,982   39,531 Other current assets 82,455   77,080 Total current assets 472,682   442,623 Equipment and property, net of accumulated depreciation of $ 237,815 and $ 382,266 , respectively 126,187   124,839 Goodwill 1,374,664   1,161,085 Customer contracts, net 407,516   383,092 Trademarks & tradenames, net 166,779   149,895 Other intangible assets, net 8,089   8,602 Operating lease right-of-use assets 424,528   414,474 Financed receivables, long-term, net of allowance for expected credit losses of $ 7,922 and $ 6,150 , respectively 110,057   89,932 Other assets 50,021   45,153 Total assets $ 3,140,523   $ 2,819,695 LIABILITIES Short-term debt $ 123,683   $ — Accounts payable 44,361   49,625 Accrued insurance – current 44,123   54,840 Accrued compensation and related liabilities 128,259   122,869 Unearned revenues 187,670   180,851 Operating lease liabilities – current 137,410   121,319 Other current liabilities 120,019   115,658 Total current liabilities 785,525   645,162 Accrued insurance, less current portion 79,157   61,946 Operating lease liabilities, less current portion 290,765   295,899 Long-term debt 486,147   395,310 Other long-term accrued liabilities 124,608   90,785 Total liabilities 1,766,202   1,489,102 Commitments and contingencies (see Note 12) STOCKHOLDERS’ EQUITY Preferred stock, without par value; 500,000 shares authorized, zero shares issued —   — Common stock, par value $ 1 per share; 800,000,000 shares authorized, 481,193,751 and 484,372,303 shares issued and outstanding at December 31, 2025 and December 31, 2024, respectively 481,194   484,372 Additional paid-in capital 179,406   155,205 Accumulated other comprehensive (loss) income ( 25,194 ) ( 43,634 ) Retained earnings 738,915   734,650 Total stockholders’ equity 1,374,321   1,330,593 Total liabilities and stockholders’ equity $ 3,140,523   $ 2,819,695 The accompanying notes are an integral part of these consolidated financial statements. 43 Table of Contents CONSOLIDATED STATEMENTS OF INCOME Rollins, Inc. and Subsidiaries (in thousands except per share information) Year Ended December 31, 2025 2024 2023 REVENUES Customer services $ 3,761,050   $ 3,388,708   $ 3,073,278 COSTS AND EXPENSES Cost of services provided (exclusive of depreciation and amortization below) 1,777,006   1,603,197   1,469,871 Sales, general and administrative 1,133,232   1,015,067   915,233 Restructuring costs —   —   5,196 Depreciation and amortization 124,744   113,220   99,752 Total operating expenses 3,034,982   2,731,484   2,490,052 OPERATING INCOME 726,068   657,224   583,226 Interest expense, net 28,558   27,677   19,055 Other (income) expense, net ( 3,416 ) ( 683 ) ( 22,086 ) CONSOLIDATED INCOME BEFORE INCOME TAXES 700,926   630,230   586,257 PROVISION FOR INCOME TAXES 174,221   163,851   151,300 NET INCOME $ 526,705   $ 466,379   $ 434,957 NET INCOME PER SHARE - BASIC AND DILUTED $ 1.09   $ 0.96   $ 0.89 Weighted average shares outstanding – basic 484,105 484,249 489,949 Weighted average shares outstanding – diluted 484,147 484,295 490,130 DIVIDENDS PAID PER SHARE $ 0.6775   $ 0.6150   $ 0.5400 The accompanying notes are an integral part of these consolidated financial statements. 44 Table of Contents CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME Rollins, Inc. and Subsidiaries (in thousands) Year Ended December 31, 2025 2024 2023 NET INCOME $ 526,705   $ 466,379   $ 434,957 Other comprehensive income (loss), net of tax: Pension and other postretirement benefit plans 493   —   ( 215 ) Foreign currency translation adjustments 17,848   ( 17,025 ) 4,816 Unrealized gain (loss) on available for sale securities 99   146   206 Other comprehensive income (loss), net of tax 18,440   ( 16,879 ) 4,807 Comprehensive income $ 545,145   $ 449,500   $ 439,764 The accompanying notes are an integral part of these consolidated financial statements. 45 Table of Contents CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY Rollins, Inc. and Subsidiaries (in thousands) Common Stock Additional Paid-in Capital Accumulated Other Comprehensive (Loss) Income Retained Earnings Total Shares Amount Balance at December 31, 2022 492,448 $ 492,448   $ 119,242   $ ( 31,562 ) $ 687,069   $ 1,267,197 Net income —  —  —  —  434,957   434,957 Other comprehensive (loss) income, net of tax: Pension liability adjustment —  —  —  ( 215 ) —  ( 215 ) Foreign currency translation adjustments —  —  4,816   —  4,816 Unrealized losses on available for sale securities —  —  —  206   —  206 Cash dividends —  —  —  —  ( 264,348 ) ( 264,348 ) Stock compensation 630 630   25,929   —  —  26,559 Shares withheld for payment of employee taxes ( 274 ) ( 274 ) ( 10,532 ) —  —  ( 10,806 ) Repurchase and retirement of common stock, including excise tax ( 8,724 ) ( 8,724 ) ( 2,799 ) —  ( 291,276 ) ( 302,799 ) Balance at December 31, 2023 484,080 $ 484,080   $ 131,840   $ ( 26,755 ) $ 566,402   $ 1,155,567 Net income —  —  —  —  466,379   466,379 Other comprehensive (loss) income, net of tax: Foreign currency translation adjustments —  —  —  ( 17,025 ) —  ( 17,025 ) Unrealized gains on available for sale securities —  —  —  146   —  146 Cash dividends —  —  —  —  ( 298,131 ) ( 298,131 ) Stock compensation 562 562   34,701   —  —  35,263 Shares withheld for payment of employee taxes ( 270 ) ( 270 ) ( 11,336 ) —  —  ( 11,606 ) Balance at December 31, 2024 484,372   $ 484,372   $ 155,205   $ ( 43,634 ) $ 734,650   $ 1,330,593 Net income —  —  —  —  526,705   526,705 Other comprehensive (loss) income, net of tax: Pension settlement —  —  —  493   —  493 Foreign currency translation adjustments —  —  —  17,848   —  17,848 Unrealized gains on available for sale securities —  —  —  99   —  99 Cash dividends —  —  —  —  ( 327,901 ) ( 327,901 ) Stock compensation 604 604   41,774   —  —  42,378 Shares withheld for payment of employee taxes ( 304 ) ( 304 ) ( 15,861 ) —  —  ( 16,165 ) Repurchase and retirement of common stock, including excise tax ( 3,478 ) ( 3,478 ) ( 1,712 ) —  ( 194,539 ) ( 199,729 ) Balance at December 31, 2025 481,194 $ 481,194   $ 179,406   $ ( 25,194 ) $ 738,915   $ 1,374,321 The accompanying notes are an integral part of these consolidated financial statements. 46 Table of Contents CONSOLIDATED STATEMENTS OF CASH FLOWS Rollins, Inc. and Subsidiaries (in thousands) 2025 2024 2023 OPERATING ACTIVITIES Net income $ 526,705   $ 466,379   $ 434,957 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 124,744   113,220   99,752 Stock-based compensation expense 39,707   29,984   24,605 Provision for expected credit losses 35,893   34,026   26,860 Gain on sale of assets, net ( 2,332 ) ( 1,492 ) ( 6,635 ) Gain on sale of businesses, net —   —   ( 15,450 ) (Benefit) provision for deferred income taxes 19,152   ( 10,336 ) ( 7,644 ) Other operating activities, net ( 758 ) —   — Changes in operating assets and liabilities: Trade accounts receivable ( 36,407 ) ( 49,351 ) ( 45,874 ) Financed receivables ( 21,460 ) ( 17,299 ) ( 15,794 ) Materials and supplies ( 1,723 ) ( 5,874 ) ( 4,279 ) Other current assets ( 4,964 ) ( 24,964 ) ( 16,126 ) Accounts payable and accrued expenses ( 9,485 ) 47,670   43,407 Unearned revenue 2,719   7,470   6,777 Other long-term assets and liabilities 6,316   18,220   3,810 Net cash provided by operating activities 678,107   607,653   528,366 INVESTING ACTIVITIES Acquisitions, net of cash acquired ( 309,518 ) ( 157,471 ) ( 366,854 ) Capital expenditures ( 28,086 ) ( 27,572 ) ( 32,465 ) Proceeds from sale of assets 7,480   4,070   12,489 Proceeds from sale of businesses —   —   15,903 Other investing activities, net 3,425   4,741   ( 1,968 ) Net cash (used in) investing activities ( 326,699 ) ( 176,232 ) ( 372,895 ) FINANCING ACTIVITIES Payment of contingent consideration ( 14,215 ) ( 39,754 ) ( 12,489 ) Issuance of senior notes 492,215   —   — Borrowings under revolving commitment 11,000   476,000   1,070,000 Borrowings under commercial paper, net 114,430   —   — Repayments of term loan —   —   ( 55,000 ) Repayments of revolving commitment ( 408,000 ) ( 572,000 ) ( 577,000 ) Payment of debt issuance costs ( 6,087 ) —   — Payment of dividends ( 327,901 ) ( 297,989 ) ( 264,348 ) Cash paid for common stock purchased ( 216,855 ) ( 11,606 ) ( 315,013 ) Other financing activities, net 11,834   4,641   4,430 Net cash (used in) financing activities ( 343,579 ) ( 440,708 ) ( 149,420 ) Effect of exchange rate changes on cash 2,545   ( 4,908 ) 2,428 Net (decrease) increase in cash and cash equivalents 10,374   ( 14,195 ) 8,479 Cash and cash equivalents at beginning of period 89,630   103,825   95,346 Cash and cash equivalents at end of period $ 100,004   $ 89,630   $ 103,825 Supplemental disclosure of cash flow information: Cash paid for interest $ 20,177   $ 32,559   $ 19,239 Cash paid for income taxes, net $ 162,900   $ 145,638   $ 159,154 Non-cash additions to operating lease right-of-use assets $ 149,278   $ 210,282   $ 146,558 The accompanying notes are an integral part of these consolidated financial statements. 47 Table of Contents NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Years ended December 31, 2025, 2024, and 2023 Rollins, Inc. and Subsidiaries 1.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Business Description —Rollins, Inc. (“Rollins,” “we,” “us,” “our,” or the “Company”), is an international services company headquartered in Atlanta, Georgia that provides pest and termite control services to both residential and commercial customers through its wholly-owned subsidiaries and independent franchises in the United States ("U.S."), Canada, Australia, Europe, and Asia with international franchises in Canada, Central and South America, the Caribbean, Europe, the Middle East, Asia, Africa, and Australia. Principles of Consolidation —The Company’s consolidated financial statements include the accounts of Rollins, Inc. and the Company’s wholly-owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”). The Company does not consolidate the financial statements of any company in which it does not have a controlling financial interest. The Company is not the primary beneficiary of, nor does it have a controlling financial interest in, any variable interest entity. Accordingly, the Company has not consolidated any variable interest entity. All material intercompany accounts and transactions have been eliminated. Segment Reporting —We evaluated our segment reporting and determined that we have three operating segments and three goodwill reporting units. We continue to operate under one reportable segment which contains our residential, commercial, and termite service offerings. Subsequent Events —The Company evaluates its financial statements through the date the financial statements are issued. Refer to Note 20, Subsequent Events for further details. Use of Estimates —The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenue and expenses and certain financial statement disclosures. Estimates and assumptions are used for, but not limited to, accrued insurance, revenue recognition, right-of-use ("ROU") asset and liability valuations, accounts and financed receivable reserves, inventory (materials and supplies) valuation, employee benefit plans, income tax contingency accruals and valuation allowances, contingency accruals, goodwill and other intangible asset valuations. Although these estimates are based on management's knowledge of current events and actions it may undertake in the future, actual results may ultimately differ from these estimates and assumptions. In the opinion of management, all adjustments necessary for a fair presentation of the Company’s financial results for the year have been made. These adjustments are of a normal recurring nature. The results of operations for the year ended December 31, 2025 are not necessarily indicative of results for future years. Revenue Recognition —The Company’s revenue recognition policy is to recognize revenue upon transfer of control of promised products and services to customers in an amount that reflects the consideration we expect to receive in exchange for those products or services. We enter into contracts that can include various combinations of products and services, each of which are distinct and accounted for as separate performance obligations. Revenue is recognized net of allowances for returns and any taxes collected from customers, which are subsequently remitted to governmental authorities. Nature of Goods and Services and Performance Obligations The Company contracts with its customers to provide the following goods and services, each of which is a distinct performance obligation: Pest control services - Rollins provides pest control services to protect residential and commercial properties from common pests, including rodents and insects. Pest control generally consists of assessing a customer’s property for conditions that invite pests, addressing current infestations, and stopping the life cycle to prevent future invaders. Revenue from pest control services is recognized as services are rendered. The Company’s revenue recognition policies are designed to recognize revenues upon satisfaction of the performance obligation at the time services are performed. Residential and commercial pest control services are primarily recurring in nature on a monthly, bi-monthly or quarterly basis, while certain types of commercial customers may receive multiple treatments within a given month. In general, pest control customers sign an initial one-year contract, and revenues are recognized at the time services are performed. The Company defers recognition of advance payments and recognizes the 48 Table of Contents revenue as the services are rendered. The Company classifies discounts related to the advance payments as a reduction in revenues. Termite control services - Rollins provides a variety of termite protection services. Termite protection programs include liquid treatments, wet and dry foam applications, termite baiting and wood treatments. Revenue from initial termite treatment services is recognized as services are provided. Termite maintenance/monitoring/inspection - In connection with the initial termite service offerings, Rollins provides recurring maintenance, monitoring or inspection services to help protect customers’ property from any future sign of termite activities after the original treatment. This recurring service is a service-type warranty under ASC 606, “Revenue from Contracts with Customers,” as it is routinely sold and purchased separately from the initial treatment services and is typically purchased or renewed annually. Termite baiting revenues are recognized based on the transfer of control of the individual units of accounting. At the inception of a new baiting services contract, upon quality control review of the installation, the Company recognizes revenue for the installation of the monitoring stations, initial directed liquid termiticide treatment and servicing of the monitoring stations. A portion of the contract amount is deferred for the undelivered monitoring performance obligation. This portion is recognized as income on a straight-line basis over the remaining contract term, which results in recognition of revenue that depicts the Company’s performance in transferring control of the service. The allocation of the transaction price to the two deliverables is based on the relative stand-alone selling price. There are no contingencies related to the delivery of additional items or meeting other specified performance conditions. Baiting renewal revenue is deferred and recognized over the annual contract period on a straight-line basis that depicts the Company’s performance in transferring control of the service. Revenue received for conventional termite renewals is deferred and recognized on a straight-line basis over the remaining contract term that depicts the Company’s performance in transferring control of the service, and the cost of reinspections, reapplications and repairs and associated labor and chemicals are expensed as incurred. For outstanding claims, an estimate is made of the costs to be incurred based upon current factors and historical information. The performance of reinspections tends to be close to the contract renewal date, and while reapplications and repairs involve an insubstantial number of the contracts, these costs are incurred over the contract term. As the revenue is being deferred, the future cost of reinspections, reapplications and repairs and associated labor and chemicals applicable to the deferred revenue are expensed as incurred. The Company accrues for known claims. The costs of providing termite services upon renewal are compared to the expected revenue to be received and a provision is made for any expected losses. Miscellaneous services - In certain agreements with customers, Rollins may offer other miscellaneous services, including restroom cleaning (eliminating foul odors, grease and grime which could attract pests) and training (seminars covering good manufacturing practices and product stewardship). Revenue from miscellaneous services is recognized when services are provided. Contract Balances Timing of revenue recognition may differ from the timing of invoicing to customers. We record unearned revenue when revenue is recognized subsequent to billing. Unearned revenue mainly relates to the Company’s termite baiting offering, conventional renewals, and year-in-advance pest control services for which we have been paid in advance and earn the revenue when we transfer control of the product or perform the service. For multi-year agreements, we generally invoice customers annually at the beginning of each annual coverage period. Refer to Note 3, Revenue for further information, including changes in unearned revenue for the year. The Company extends terms to certain customers on higher dollar termite and ancillary work, as well as to certain franchisees for initial funding on the sale of franchises. These financed receivables are segregated from our trade receivables. Payment terms and conditions vary by contract type, although terms generally include a requirement of payment within 30 to 60 days. In instances where the timing of revenue recognition differs from the timing of invoicing, we have determined our contracts generally do not include a significant financing component. The primary purpose of our invoicing terms is to provide customers with simplified and predictable ways of purchasing our products and services, not to receive financing from our customers or to provide customers with financing. 49 Table of Contents Incremental Costs of Obtaining a Contract with a Customer Incremental costs of obtaining a contract include only those costs that we incur to obtain a contract that we would not have incurred if the contract had not been obtained, primarily sales commissions. These costs are considered incremental costs to obtain a contract and are, therefore, recognized as an asset and amortized to expense over the life of the contract to the extent such costs are expected to be recovered. Capitalized costs of obtaining a contract are recorded within other current assets and other assets on our consolidated statements of financial position. Amortization of capitalized costs is recorded within sales, general and administrative expense on our consolidated statements of income. Practical Expedients and Exemptions In certain cases, we expense sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within selling, general and administrative expenses in our consolidated statements of income. We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. Allowance for Expected Credit Losses —The Company maintains an allowance for expected credit losses based on the expected collectability of accounts receivable. Management uses historical collection results as well as accounts receivable aging in order to determine the expected collectability of accounts receivable. Substantially all of the Company’s receivables are due from pest control and termite services in the United States and select international locations. The Company’s allowance for expected credit losses is determined using a combination of factors. The Company’s established credit evaluation procedures seek to minimize the amount of business we conduct with higher risk customers. Provisions for expected credit losses are recorded in selling, general and administrative expenses. Accounts are written off against the allowance for expected credit losses when the Company determines that amounts are uncollectible, and recoveries of amounts previously written off are recorded when collected. Significant recoveries will generally reduce the required provision in the period of recovery. Therefore, the provision for expected credit losses can fluctuate from period to period. We record specific provisions when we become aware of a customer’s inability to meet its financial obligations to us, such as in the case of bankruptcy filings or deterioration in the customer’s operating results or financial position. If circumstances related to customers change, our estimates of the realizability of receivables would be further adjusted, either upward or downward. Advertising — Advertising costs are charged to sales, general and administrative expense during the period in which they are incurred. Years ended December 31, 2025 2024 2023 (in thousands) Advertising $ 128,541   $ 119,573   $ 115,987 Cash and Cash Equivalents —The Company considers all investments with an original maturity of three months or less when purchased to be cash equivalents. The Company’s $ 100.0 million of total cash at December 31, 2025 is held at various banking institutions and also includes cash-in-transit. Approximately $ 50.5 million is held in cash by foreign subsidiaries and the remaining $ 49.5 million is held at domestic banks. At December 31, 2025 2024 (in thousands) Cash held in foreign bank accounts $ 50,510   $ 48,504 50 Table of Contents Marketable Securities —From time to time, the Company maintains investments held by various financial institutions. The Company’s investment policy does not allow investment in any securities rated less than “investment grade” by national rating services. Management determines the appropriate classification of debt securities at the time of purchase and re-evaluates such designations as of each balance sheet date. Debt securities are classified as available-for-sale because the Company does not have the intent to hold the securities to maturity. Available-for-sale securities are stated at their fair values, with the unrealized gains and losses reported in other comprehensive income. The Company had no marketable securities other than an international bond investment and those held in the nonqualified Deferred Compensation Plan at December 31, 2025 and 2024. See Note 9 and Note 11 for further details. Materials and Supplies —Materials and supplies are stated at the lower of cost or net realizable value. Cost is determined on the first-in, first-out method. Other Current Assets —Other current assets include prepaid expenses, the current portion of capitalized costs to obtain a contract and an international bond investment. Cloud Computing Costs —The Company capitalizes software license fees and implementation costs associated with cloud hosting arrangements that are service contracts. These amounts are included in other current assets and other assets in the accompanying consolidated statements of financial position. Amortization of the software license fees is calculated using the straight-line method over the term of the service contract. Amortization of the implementation costs is calculated using the straight-line method based on the term of the service contract or based on the expected utilization of the asset and commences once the module or component is ready for its intended use. Income Taxes —The Company provides for income taxes based on Financial Accounting Standards Board ("FASB") ASC topic 740 “Income Taxes,” which requires recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. The Company provides an allowance for deferred tax assets when it determines that it is more likely than not that the deferred tax assets will not be utilized. The Company establishes additional provisions for income taxes when, despite the belief that tax positions are fully supportable, there remain certain positions that do not meet the minimum probability threshold. The Company’s policy is to record interest and penalties related to income tax matters in income tax expense. Equipment and Property —Equipment and property are stated at cost, net of accumulated depreciation, and are depreciated on a straight-line basis over the estimated useful lives of the related assets. Depreciation expense is computed using the following asset lives: buildings, 10 to 40 years; and furniture, fixtures and operating equipment, 2 to 10 years. Expenditures for additions, major renewals and betterments are capitalized and expenditures for maintenance and repairs are expensed as incurred. The cost of assets retired or otherwise disposed of and the related accumulated depreciation and amortization are eliminated from the accounts in the year of disposal with the resulting gain or loss credited or charged to other income, net on our consolidated statements of income. Certain internal-use software and systems development costs are capitalized. Accordingly, the specific identified costs incurred to develop and obtain software, which is intended for internal use, are not capitalized until the software is put into use. Management, with the relevant authority, authorizes and commits to funding a software project and it is probable that the project will be completed and the software will be used to perform the function intended. Costs incurred during a software development’s discovery phase and post-integration stage, are expensed as incurred. Application development activities that are eligible for capitalization include software design and configuration, development of interfaces, coding, testing and installation. Capitalized internal-use software and systems costs are subsequently amortized on a straight-line basis over a three to seven years period after project completion and when the related software or system is ready for intended use. Impairment of Long-Lived Assets —In accordance with the FASB ASC Topic 360, “Property, Plant and Equipment,” the Company’s long-lived assets, such as property and equipment and intangible assets with definite lives are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of these assets may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated undiscounted future cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. We periodically evaluate the appropriateness of remaining 51 Table of Contents depreciable lives assigned to long-lived assets, including customer contracts and assets that may be subject to a management plan for disposition. Goodwill and Other Intangible Assets —In accordance with the FASB ASC Topic 350, “Intangibles - Goodwill and other,” the Company classifies intangible assets into three categories: (1) intangible assets with definite lives subject to amortization; (2) intangible assets with indefinite lives not subject to amortization; and (3) goodwill. The Company does not amortize intangible assets with indefinite lives or goodwill. Goodwill and other intangible assets with indefinite useful lives are tested for impairment annually or more frequently if events or circumstances indicate the assets might be impaired. Such conditions may include an economic downturn or a change in the assessment of future operations. The Company performs impairment tests of goodwill at the reporting unit level annually on October 1st. Such an impairment test for goodwill includes comparing the fair value of the appropriate reporting unit with its carrying value. If the fair value of the reporting unit is below the carrying value, the Company recognizes a goodwill impairment charge for the amount by which the carrying value exceeds the reporting unit’s fair value. The Company performs an impairment test for indefinite-lived intangible assets by comparing the fair value of each indefinite-lived intangible asset to its carrying value. The Company recognizes an impairment charge if the asset’s carrying value exceeds its estimated fair value. The Company completed its most recent annual impairment analysis as of October 1, 2025. Based upon the results of these analyses, the Company has concluded that no impairment of its goodwill or intangible assets with indefinite lives was indicated. There were no goodwill or indefinite-lived intangible asset impairments recognized in the years ended December 31, 2025, 2024, and 2023. Other Assets —Other assets is mostly comprised of deferred compensation plan assets, the non-current portion of capitalized costs to obtain a contract, deferred implementation costs associated with cloud hosting arrangements that are service contracts, deferred tax assets, and an international bond investment. Accrued Insurance —The Company retains, up to specified limits, certain risks related to general liability, workers’ compensation and auto liability. Risks are managed through either high deductible insurance or, for Clark Pest Control only, a non-affiliated group captive insurance member arrangement. The estimated costs of existing and future claims under the retained loss program are accrued based upon historical trends as incidents occur, whether reported or unreported (although actual settlement of the claims may not be made until future periods) and may be subsequently revised based on developments relating to such claims. The group captive is subject to a third-party actuary retained by the captive manager, independent from the Company. For the high deductible insurance program, the Company contracts with an independent third-party actuary to provide the Company an estimated liability based upon historical claims information. The actuarial study is a major consideration in establishing the reserve, along with management’s knowledge of changes in business practice and existing claims compared to current balances. Management’s judgment is inherently subjective as a number of factors are outside management’s knowledge and control. Additionally, historical information is not always an accurate indication of future events. The accruals and reserves we hold are based on estimates that involve a degree of judgment and are inherently variable and could be overestimated or insufficient. If actual claims exceed our estimates, our operating results could be materially affected, and our ability to take timely corrective actions to limit future costs may be limited. Accrual for Termite Contracts —The Company maintains an accrual for termite claims representing the estimated costs of reapplications, repairs and associated labor and chemicals, settlements, awards and other costs relative to termite control services. Factors that may impact future costs include termiticide life expectancy and government regulation. An accrual for termite contracts is included in other current liabilities and long-term accrued liabilities on the Company’s consolidated statements of financial position. Other Current Liabilities —Other current liabilities are mostly comprised of the current portion of acquisition holdback and earnout liabilities (see Note 9), contingency accruals, deferred compensation plan liabilities (see Note 11) and taxes payable. Other Long-term Accrued Liabilities —Other long-term accrued liabilities include long-term balances for deferred compensation plan liabilities, acquisition holdback and earnout liabilities, deferred tax liabilities, contingency accruals, and the long-term portion of unearned revenue. Contingency Accruals —The Company is a party to legal proceedings with respect to matters in the ordinary course of business. In accordance with the FASB ASC Topic 450 “Contingencies,” management estimates and accrues for its liability and costs associated with the pending and threatened legal and regulatory proceedings. Estimates and accruals are often determined in consultation with outside counsel. Because it is not possible to accurately predict the ultimate result of 52 Table of Contents the proceedings, judgments concerning accruals for liabilities and costs associated with litigation are inherently uncertain and actual liability may vary from amounts estimated or accrued. However, in the opinion of management, the outcome of the proceedings will not have a material adverse impact on the Company’s financial condition or results of operations. Contingency accruals are included in other current liabilities and long-term accrued liabilities on the Company’s consolidated statements of financial position. Earnings Per Share —the FASB ASC Topic 260-10 “Earnings Per Share-Overall,” requires a basic earnings per share and diluted earnings per share presentation. Further, all outstanding unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents, whether paid or unpaid, are considered participating securities and an entity is required to include participating securities in its calculation of basic earnings per share. The Company calculates basic and diluted earnings per share using the two-class method. Under the two-class method, net earnings are allocated to each class of common stock and participating security as if all of the net earnings for the period had been distributed. The Company's participating securities consist of share-based payment awards that contain a nonforfeitable right to receive dividends and, therefore, are considered to participate in undistributed earnings with common shareholders. See Note 13 for further information on restricted stock granted to employees. See Note 18 for the calculation of basic and diluted earnings per share under the two-class method. Translation of Foreign Currencies —Assets and liabilities reported in functional currencies other than U.S. dollars are translated into U.S. dollars at the year-end rate of exchange. Revenues and expenses are translated at the weighted average exchange rates for the year. The resulting translation adjustments are charged or credited to other comprehensive income. Gains or losses from foreign currency transactions, such as those resulting from the settlement of receivables or payables, denominated in foreign currency are included in the earnings of the current period. Stock-Based Compensation —The Company accounts for its stock-based compensation in accordance with the FASB ASC Topic 718 “ Compensation – Stock Compensation .” Time-lapsed restricted stock awards and restricted stock units ("restricted shares") and performance share units ("PSUs") have been issued to officers and other management employees under the Company’s Employee Stock Incentive Plan. The Company issues new shares from its authorized but unissued share pool. Restricted shares and PSUs provide for the issuance of a share of the Company’s common stock at no cost to the holder and generally vest after a certain stipulated number of years from the grant date, depending on the terms of the issue. During these years, certain restricted share award grantees receive all dividends declared and retain voting rights for the granted shares. The agreements under which the restricted shares are issued provide that shares awarded may not be sold or otherwise transferred until restrictions established under the plans have lapsed. The fair value of each restricted share and PSUs with Company-specific performance criteria is equal to the market value of a share of the Company's common stock on the grant date. For PSUs that are granted with a total shareholder return ("TSR") component, management estimates the fair value using a Monte Carlo simulation valuation model, as these awards are subject to a market condition. The fair value of these awards is recognized as compensation expense, net of estimated forfeitures, on a straight-line basis over the requisite service period. Comprehensive Income (Loss) —Other Comprehensive Income (Loss) results from foreign currency translations, pension settlement and unrealized gains and losses on available for sale securities. Franchising Program —The Company has franchise programs through Orkin, MissQuito, Critter Control, and its Australian subsidiaries. We had a total of 131 domestic franchise agreements as of December 31, 2025. International franchise agreements totaled 66 as of December 31, 2025. Transactions with our franchises involve sales of territories and customer contracts to establish new franchises and the payment of initial franchise fees and royalties by franchisees. The territories, customer contracts and initial franchise fees are typically paid for by a combination of cash and notes. Combined domestic and international revenues from our franchises were $ 16.0 million, $ 16.9 million and $ 16.5 million for the years ended December 31, 2025, 2024 and 2023, respectively. Total franchising revenues were less than 1.0 % of the Company’s annual revenues for each of the three years. Right to access intellectual property (Franchise) —The right to access Orkin’s, MissQuito’s, Critter Control’s, and our Australia franchisors’ intellectual property is an essential part of our franchise agreements. These agreements provide the franchisee a license to use the brand name and trademark when advertising and selling services to end customers in their 53 Table of Contents normal course of business. Orkin and Critter Control franchise agreements contain a clause allowing the respective franchisor to purchase certain assets of the franchisee at the conclusion of their franchise agreement or upon termination. This is only an option for the franchisor to re-purchase the assets selected by the franchisor and is not a performance obligation or a form of consideration. Recent Accounting Guidance Recently adopted accounting standards In 2025, the Company adopted the Accounting Standard Update ("ASU") 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” which is intended to enhance the transparency and decision usefulness of income tax disclosures. This amendment modifies the rules on income tax disclosures to require entities to disclose (1) specific categories in the rate reconciliation and additional information for reconciling items that meet a quantitative threshold, (2) the amount of income taxes paid (net of refunds received) (disaggregated by federal, state, and foreign taxes) as well as individual jurisdictions in which income taxes paid is equal to or greater than 5 percent of total income taxes paid net of refunds, (3) the income or loss from continuing operations before income tax expense or benefit (disaggregated between domestic and foreign) and (4) income tax expense or benefit from continuing operations (disaggregated by federal, state and foreign). The company has applied this update retrospectively across all periods presented to allow for greater comparability. Refer to Note 15, Income Taxes for further details. Accounting standards issued but not yet adopted In October 2023, the FASB issued ASU 2023-06, “Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative,” to amend certain disclosure and presentation requirements for a variety of topics within the ASC. These amendments align the requirements in the ASC to the removal of certain disclosure requirements set out in Regulation S-X and Regulation S-K, announced by the SEC. The effective date for each amended topic in the ASC is either the date on which the SEC’s removal of the related disclosure requirement from Regulation S-X or Regulation S-K becomes effective, or on June 30, 2027, if the SEC has not removed the requirements by that date. Early adoption is prohibited. The Company does not expect that the application of this standard will have a material impact on its consolidated financial statements or disclosures. In November 2024, the FASB issued ASU 2024-03, "Disaggregation of Income Statement Expenses (DISE)", which requires additional disclosure of the nature of expenses included in the income statement in response to longstanding requests from investors for more information about an entity’s expenses. The new standard requires disclosures about specific types of expenses included in the expense captions presented on the face of the income statement as well as disclosures about selling expenses. The guidance will be effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027. The requirements will be applied prospectively with the option for retrospective application. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of this ASU will have on its consolidated financial statements and related disclosures. In July 2025, the FASB issued ASU 2025-05, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets. The guidance provides an optional practical expedient when applying the guidance related to the estimation of expected credit losses for current accounts receivable and current contract assets resulting from transactions arising from contracts with customers. The amendments in ASU 2025-05 are effective for fiscal years beginning after December 15, 2025, and interim reporting periods within those annual reporting periods, with early adoption permitted. The requirements will be applied prospectively. The Company does not expect that the application of this standard will have a material impact on its consolidated financial statements or disclosures. In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. The guidance modernizes and clarifies the threshold for when an entity is required to start capitalizing software costs and is based on when (i) management has authorized and committed to funding the software project and (ii) it is probable that the project will be completed and the software will be used to perform the function intended. The amendments in ASU 2025-06 are effective for fiscal years beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. The requirements will be applied prospectively with the option for a modified or retrospective application. Early adoption is permitted as of the beginning of an annual reporting period. The Company does not expect that the application of this standard will have a material impact on its consolidated financial statements or disclosures. 54 Table of Contents In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements. The update improves the guidance in Topic 270, Interim Reporting, by improving the navigability of the required interim disclosures and clarifying when that guidance is applicable. The amendments in ASU 2025-11 are effective for interim reporting periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. The amendments can be applied either prospectively or retrospectively to any or all prior periods presented in the financial statements. The Company is currently evaluating the impact that the adoption of this ASU will have on its consolidated financial statements and related disclosures. In December 2025, the FASB issued ASU 2025-12, Codification Improvements (Evergreen). This evergreen project facilitates Codification updates for a broad range of Topics arising from technical corrections, the unintended application of the Codification, clarifications, and other minor improvements. The Company is currently evaluating the impact that the adoption of this ASU will have on its consolidated financial statements and related disclosures. 2.     ACQUISITIONS Saela Pest Control Acquisition On April 1, 2025, the Company acquired 100 % of Saela Holdings, LLC ("Saela") for $ 207.2  million. The Company funded this acquisition using cash on hand and borrowings under the commercial paper program. The acquisition expands the Rollins family of brands, and management believes the acquisition will drive long-term value given Saela's attractive financial profile and complementary end market exposure. The Saela acquisition has been accounted for as a business combination, and Saela's results of operations are included in the Company's operations from the acquisition date. During the year ended December 31, 2025, Saela contributed revenues and net earnings of $ 54.9  million and $ 5.0  million, respectively. The valuation of the Saela acquisition was performed by a third-party valuation specialist under management’s supervision. The estimated purchase price allocation disclosed as of June 30, 2025 was revised during the measurement period as new information was received and analyzed resulting in an increase in customer contracts, a decrease in goodwill, and other immaterial changes, as presented in the table below. The initial and updated preliminary values of identified assets acquired and liabilities assumed for Saela are summarized as follows: (in thousands) Initial Preliminary Allocation as of 4/1/2025 Measurement Period Adjustments Updated Preliminary Allocation as of 4/1/2025 Cash $ 1,506   $ 16   $ 1,522 Accounts receivable 832   ( 27 ) 805 Materials and supplies 573   —   573 Other current assets 414   —   414 Equipment and property 4,648   9   4,657 Goodwill 132,959   ( 3,698 ) 129,261 Customer contracts 52,200   4,100   56,300 Trademarks & tradenames 17,300   —   17,300 Operating lease right-of-use assets 991   —   991 Accounts payable ( 1,961 ) ( 23 ) ( 1,984 ) Accrued compensation and related liabilities ( 949 ) ( 115 ) ( 1,064 ) Other current liabilities ( 389 ) ( 168 ) ( 557 ) Operating lease liabilities ( 991 ) —   ( 991 ) Assets acquired and liabilities assumed $ 207,133   $ 94   $ 207,227 Included in the total consideration above are cash payments of $ 193.7  million made upon closing, contingent consideration valued at $ 8.8  million that is based on Saela's expected financial performance in the two years following the acquisition, and holdback liabilities valued at $ 4.7  million to be held by the Company to settle indemnity claims and purchase price 55 Table of Contents adjustments. The fair value of the contingent consideration was estimated using a Monte Carlo simulation. During the year ended December 31, 2025, we recognized a charge of $ 3.2 million, related to adjustments to the fair value of contingent consideration resulting from the acquisition of Saela. This charge is reported in sales, general and administrative expenses on our consolidated statements of income. The acquired Saela customer contracts are estimated to have a remaining useful life of 7 years. The acquired trademarks and tradenames are expected to have an indefinite useful life. See Note 8, Customer Contracts, Tradenames and Trademarks, and Other Intangible Assets, for further details. Goodwill from this acquisition represents the excess of the purchase price over the fair value of net assets of the business acquired. The factors contributing to the amount of goodwill are based on strategic and synergistic benefits that are expected to be realized. The recognized goodwill is expected to be deductible for tax purposes. Valuations of certain assets and liabilities, including intangible assets and goodwill, as of the acquisition date have not been finalized at this time and are provisional. Pro Forma Financial Information The following table presents unaudited consolidated pro forma information as if the acquisition of Saela had occurred on January 1, 2024. This information presented below is for illustrative purposes only and is not necessarily indicative of results that would have been achieved if the acquisition had actually occurred as of the beginning of such years or results which may be achieved in the future. Year Ended December 31, (in thousands) 2025 2024 Revenues $ 3,776,331   $ 3,451,891 Net income 523,632   470,369 This information adjusts for the effects of material business combination items, including the alignment of accounting policies, the effect of fair value adjustments including the amortization of acquired intangible assets, and income tax effects. 56 Table of Contents Other 2025 Acquisitions The Company made 25 other acquisitions during 2025. The aggregate preliminary values of major classes of assets acquired and liabilities assumed recorded at the dates of acquisition, as adjusted during the valuation period, are included in the reconciliation of the total preliminary consideration as follows: (in thousands) 2025 Cash $ 633 Accounts receivable 2,312 Materials and supplies 976 Other current assets 498 Equipment and property 6,865 Goodwill 74,875 Customer contracts 49,522 Trademarks & tradenames 1,786 Other intangible assets 1,716 Current liabilities ( 859 ) Unearned revenue ( 2,907 ) Other assets and liabilities, net ( 5,317 ) Assets acquired and liabilities assumed $ 130,100 Included in the total consideration of $ 130.1 million are acquisition holdback liabilities and other contingent consideration of $ 15.0 million. The Company also made payments of $ 2.8  million for prior year acquisitions during the year ended December 31, 2025. Goodwill from these acquisitions represents the excess of the purchase price over the fair value of net assets of businesses acquired. The factors contributing to the amount of goodwill are based on strategic and synergistic benefits that are expected to be realized. A majority of the recognized goodwill is expected to be deductible for tax purposes. Valuations of certain assets and liabilities, including intangible assets and goodwill, as of the acquisition date have not been finalized at this time and are provisional. 57 Table of Contents 2024 Acquisitions The Company made 44 acquisitions during 2024. The aggregate values of major classes of assets acquired and liabilities assumed recorded at the dates of acquisition, as adjusted during the valuation period, are included in the reconciliation of the total consideration as follows: (in thousands) 2024 Cash $ 1,671 Accounts receivable 4,954 Materials and supplies 1,053 Other current assets 446 Equipment and property 8,251 Goodwill 97,914 Customer contracts 72,509 Trademarks & tradenames 1,566 Other intangible assets 2,609 Current liabilities ( 2,167 ) Unearned revenue ( 1,289 ) Other assets and liabilities, net ( 4,764 ) Assets acquired and liabilities assumed $ 182,753 Included in the total consideration of $ 182.8 million were acquisition holdback liabilities and other contingent consideration of $ 20.9 million, as well as $ 3.1 million of notes payable issued as consideration. The Company also made payments of $ 0.4 million related to prior year acquisitions during the year ended December 31, 2024. Goodwill from these acquisitions represents the excess of the purchase price over the fair value of net assets of businesses acquired. The factors contributing to the amount of goodwill were based on strategic and synergistic benefits that are expected to be realized. A majority of the recognized goodwill is expected to be deductible for tax purposes. Fox Pest Control Acquisition On April 1, 2023, the Company acquired 100 % of FPC Holdings, LLC (“Fox Pest Control”, or "Fox"). As part of funding the Fox Pest Control acquisition, on April 3, 2023, the Company borrowed incremental amounts under the Credit Agreement of $ 305.0  million. The proceeds were used to pay cash consideration at closing. 58 Table of Contents The Fox acquisition was accounted for as a business combination. The valuation of the Fox acquisition was performed by a third-party valuation specialist under our management’s supervision. The values of identified assets acquired and liabilities assumed were finalized as of March 31, 2024 and are summarized in the table below: (in thousands) Fox Pest Control Cash $ 4,560 Accounts receivable 1,542 Materials and supplies 431 Operating lease right-of-use assets 8,689 Other current assets 487 Goodwill 188,176 Customer contracts 118,000 Trademarks & tradenames 38,000 Current liabilities ( 5,538 ) Unearned revenue ( 6,144 ) Operating lease liabilities ( 8,689 ) Assets acquired and liabilities assumed $ 339,514 The Company purchased Fox for $ 339.5  million. Included in the total consideration were cash payments of $ 302.8  million made upon closing, contingent consideration valued at $ 28.0  million that were based on Fox's financial performance in the twelve months following acquisition, and holdback liabilities valued at $ 8.7  million held by the Company to settle indemnity claims and working capital adjustments. The fair value of the contingent consideration was estimated using a Monte Carlo simulation. During the year ended December 31, 2024, we recognized a charge of $ 1.0  million related to adjustments to the fair value of contingent consideration resulting from the acquisition of Fox. This charge is reported within sales, general and administrative expenses in our consolidated statements of income. Acquired customer contracts were estimated to have a remaining useful life of 7 years. The acquired trademarks and tradenames are expected to have an indefinite useful life. See Note 8, Customer Contracts, Tradenames and Trademarks, and Other Intangible Assets for further details. Goodwill from this acquisition represents the excess of the purchase price over the fair value of net assets of the business acquired. The factors contributing to the amount of goodwill were based on strategic and synergistic benefits that are expected to be realized. The recognized goodwill is deductible for tax purposes. Pro Forma Financial Information The following table presents unaudited consolidated pro forma information as if the acquisition of Fox had occurred on January 1, 2022. The information presented below is for illustrative purposes only and is not necessarily indicative of results that would have been achieved if the acquisition had actually occurred as of the beginning of such years or results which may be achieved in the future. Year Ended December 31, (in thousands) 2023 2022 Revenues $ 3,102,186   $ 2,817,629 Net income 424,735   358,930 The pro forma financial information above adjusts for the effects of material business combination items, including the alignment of accounting policies, the effect of fair value adjustments including the amortization of acquired intangible assets, interest expense related to the incremental borrowings under the Credit Agreement, and income tax effects as if Fox had been part of Rollins since January 1, 2022. 59 Table of Contents Other 2023 Acquisitions The Company made 23 other acquisitions during 2023. The aggregate values of major classes of assets acquired and liabilities assumed recorded at the dates of acquisition, as adjusted during the valuation period, are included in the reconciliation of the total consideration as follows: (in thousands) 2023 Cash $ 531 Accounts receivable 1,190 Materials and supplies 592 Other current assets 198 Equipment and property 5,002 Goodwill 37,319 Customer contracts 31,996 Trademarks & tradenames 1,457 Other intangible assets 2,357 Current liabilities ( 1,462 ) Other assets and liabilities, net ( 2,472 ) Assets acquired and liabilities assumed $ 76,708 Included in the total consideration of $ 76.7 million were acquisition holdback liabilities of $ 7.8 million. Goodwill from these acquisitions represents the excess of the purchase price over the fair value of net assets of businesses acquired. The factors contributing to the amount of goodwill were based on strategic and synergistic benefits that are expected to be realized. The recognized goodwill is deductible for tax purposes. 3.     REVENUE Sales and usage-based taxes are excluded from revenues. No sales to an individual customer or in a country other than the United States accounted for 10% or more of the sales for the periods listed in the following tables. Revenue, classified by the major geographic areas in which our customers are located, was as follows: 2025 2024 2023 (in thousands) United States $ 3,491,325   $ 3,143,372   $ 2,853,321 Other countries 269,725   245,336   219,957 Total revenues $ 3,761,050   $ 3,388,708   $ 3,073,278 Revenue from external customers, classified by significant service offering, was as follows: (in thousands) 2025 2024 2023 Residential revenues $ 1,693,244   $ 1,535,104   $ 1,409,872 Commercial revenues 1,244,733   1,125,964   1,024,176 Termite and ancillary revenues 781,542   688,186   605,533 Franchise revenues 16,034   16,935   16,475 Other revenues 25,497   22,519   17,222 Total revenues $ 3,761,050   $ 3,388,708   $ 3,073,278 The Company records unearned revenue when we have either received payment or contractually have the right to bill for services in advance of the services or performance obligations being performed. Unearned revenue recognized in the 60 Table of Contents twelve months ended December 31, 2025 and 2024 was $ 279.0 million and $ 253.3 million, respectively. Changes in unearned revenue were as follows: Year Ended December 31, 2025 2024 (in thousands) Beginning balance $ 223,872   $ 210,059 Deferral of unearned revenue 288,145   267,100 Recognition of unearned revenue ( 279,031 ) ( 253,287 ) Ending balance $ 232,986   $ 223,872 As of December 31, 2025 and December 31, 2024, the Company had long-term unearned revenue of $ 45.3 million and $ 43.0 million, respectively, recorded in other long-term accrued liabilities on our consolidated statements of financial position. Unearned short-term revenue is recognized over the next 12-month period. We recognized $ 180.9 million and $ 172.4 million of revenue in the years ended December 31, 2025 and December 31, 2024, respectively, that was included in the balance of unearned revenue at the beginning of each respective fiscal year. The majority of unearned long-term revenue is recognized over a period of five years or less with immaterial amounts recognized through 2035. Incremental Costs of Obtaining a Contract with a Customer Incremental costs of obtaining a contract include only those costs that we incur to obtain a contract that we would not have incurred if the contract had not been obtained, primarily sales commissions. These costs are recorded as an asset and amortized to expense over the life of the contract to the extent such costs are expected to be recovered. As of December 31, 2025, we have $ 39.1 million of unamortized capitalized costs to obtain a contract, of which $ 28.9 million is recorded within other current assets and $ 10.2 million is recorded within other assets on our consolidated statements of financial position. During the year ended December 31, 2025, we recorded approximately $ 34.1 million in amortization of capitalized costs, which is recorded within sales, general and administrative expense on our consolidated statements of income. As of December 31, 2024, we had $ 23.4 million of unamortized capitalized costs to obtain a contract, of which $ 19.3 million was recorded within other current assets and $ 4.1 million was recorded within other assets on our consolidated statements of financial position. During the years ended December 31, 2024 and 2023, we recorded approximately $ 22.1 million and $ 8.6 million in amortization of capitalized costs, respectively. 4.     ALLOWANCE FOR EXPECTED CREDIT LOSSES The Company is exposed to credit losses primarily related to accounts receivables and financed receivables derived from customer services revenue. To reduce credit risk for residential accounts receivable, we promote enrollment in our auto-pay programs. In general, we may suspend future services for customers with past due balances. The Company’s credit risk is generally low, as Rollins’ customer base is comprised of a large number of individual customers and dispersed across many different geographical regions. The Company manages its financed receivables on an aggregate basis when assessing and monitoring credit risks. The Company’s established credit evaluation and monitoring procedures seek to minimize the amount of business we conduct with higher risk customers. The credit quality of a potential obligor is evaluated at the loan origination based on an assessment of the individual’s credit score. Rollins requires a potential obligor to have good creditworthiness with low risk before entering into a contract. Depending upon the individual’s credit score, the Company may accept with 100 % financing or require a down payment or turn down the contract. Delinquent accounts are monitored each month. Financed receivables include installment receivable amounts, some of which are due subsequent to one year from the balance sheet dates. Financed receivables are generally written-off when deemed uncollectible or when 180 days have elapsed since the date of the last full contractual payment. The Company’s write-off policy has been consistently applied during the periods reported. Management considers the charge-off policy when evaluating the appropriateness of the allowance for expected credit losses. Gross write-offs as a percentage of average financed receivables were 6.9 % and 8.1 % for the twelve months ended December 31, 2025 and December 31, 2024, respectively. The Company offers 90 days same-as-cash financing to some customers based on their creditworthiness. Interest is not recognized until the 91 st day at which time it is calculated retrospectively back to the first day if the contract has not been 61 Table of Contents paid in full. In certain circumstances, such as when delinquency is deemed to be of an administrative nature, accounts may still accrue interest when they reach 180 days past due. As of December 31, 2025, there were immaterial accounts greater than 180 days past due. Included in financed receivables are notes receivable from franchise owners. The majority of these notes are low risk as the repurchase of these franchises is guaranteed by the Company’s wholly-owned subsidiary, Orkin Systems, LLC, and the repurchase price of the franchise is currently estimated and has historically been well above the receivable due from the franchise owner. Also included in notes receivables are franchise notes from other brands which are not guaranteed and do not have the same historical valuation. The carrying amount of notes receivable approximates fair value as the interest rates approximate market rates for these types of contracts. The Company’s allowances for credit losses for trade accounts receivable and financed receivables are developed using historical collection experience, current economic and market conditions, reasonable and supportable forecasts, and a review of the current status of customers’ receivables. The Company’s receivable pools are classified between residential customers, commercial customers, large commercial customers, and financed receivables. Accounts are written off against the allowance for credit losses when the Company determines that amounts are uncollectible, and recoveries of amounts previously written off are recorded when collected. The Company stops accruing interest to these receivables when they are deemed uncollectible. Below is a roll forward of the Company’s allowance for credit losses for the years ended December 31, 2025, 2024, and 2023. Allowance for Credit Losses (in thousands) Trade Receivables Financed Receivables Total Receivables Balance at December 31, 2022 $ 14,073   $ 4,968   $ 19,041 Provision for expected credit losses 16,309   10,551   26,860 Write-offs charged against the allowance ( 20,397 ) ( 9,917 ) ( 30,314 ) Recoveries collected 5,812   —   5,812 Balance at December 31, 2023 $ 15,797   $ 5,602   $ 21,399 Provision for expected credit losses 22,695   11,331   34,026 Write-offs charged against the allowance ( 24,819 ) ( 9,167 ) ( 33,986 ) Recoveries collected 6,097   920   7,017 Balance at December 31, 2024 $ 19,770   $ 8,686   $ 28,456 Provision for expected credit losses 23,777   12,117   35,894 Write-offs charged against the allowance ( 27,141 ) ( 9,769 ) ( 36,910 ) Recoveries collected 7,122   —   7,122 Balance at December 31, 2025 $ 23,528   $ 11,034   $ 34,562 The following is a summary of the past due financed receivables: At December 31, 2025 2024 (in thousands) 30-59 days past due $ 6,376   $ 4,473 60-89 days past due 3,289   2,256 90 days or more past due 7,268   4,329 Total $ 16,933   $ 11,058 62 Table of Contents The following is a summary of percentage of gross financed receivables: At December 31, 2025 2024 Current 89.8   % 91.9   % 30-59 days past due 3.8   % 3.3   % 60-89 days past due 2.0   % 1.6   % 90 days or more past due 4.4   % 3.2   % Total 100.0   % 100.0   % 5.     EQUIPMENT AND PROPERTY, NET Equipment and property are presented at cost less accumulated depreciation and are detailed as follows: December 31, 2025 2024 (in thousands) Buildings $ 45,470   $ 54,600 Operating equipment 156,394   145,973 Furniture and fixtures 24,536   25,383 Computer equipment and systems 116,438   259,992 342,838   485,948 Less: accumulated depreciation ( 237,815 ) ( 382,266 ) 105,023   103,682 Land 21,164   21,157 Equipment and property, net $ 126,187   $ 124,839 Included in computer equipment and systems at December 31, 2025 and 2024, are costs for internal use software of $ 51.6 million and $ 160.4 million, respectively. The related accumulated depreciation was $ 36.3 million and $ 137.1 million at December 31, 2025 and 2024, respectively. Included in equipment and property, net at December 31, 2025 and 2024, are fixed assets held in foreign countries of $ 14.7 million, and $ 14.0 million, respectively. Total depreciation expense was approximately $ 34.4 million in 2025, $ 34.1 million in 2024 and $ 33.3 million in 2023. 6.     LEASES The Company leases certain buildings, vehicles, and equipment in order to reduce the risk associated with ownership. The Company elected the practical expedient approach permitted under ASC Topic 842, “Leases” not to include short-term leases with a duration of 12 months or less on the consolidated statements of financial position. As of December 31, 2025 and 2024, all leases were classified as operating leases. Building leases generally carry terms of 5 to 10 years with annual rent escalations at fixed amounts per the lease. Vehicle leases generally carry a fixed term of one year with renewal options to extend the lease on a monthly basis resulting in lease terms up to 7 years depending on the class of vehicle. The exercise of renewal options is at the Company’s sole discretion. It is reasonably certain that the Company will exercise the renewal options on its vehicle leases. The measurement of right-of-use assets and liabilities for vehicle leases includes the fixed payments associated with such renewal periods. We separate lease and non-lease components of contracts. Our lease agreements do not contain any material variable payments, residual value guarantees, early termination penalties or restrictive covenants. 63 Table of Contents The Company uses the rate implicit in the lease when available; however, most of our leases do not provide a readily determinable implicit rate. Accordingly, we estimate our incremental borrowing rate based on information available at lease commencement. (in thousands, except Other Information) Years Ended December 31, Components of Lease Expense Financial Statement Classification 2025 2024 2023 Short-term lease cost Cost of services provided, Sales, general, and administrative expenses $ 7,281   $ 16,618   $ 14,753 Operating lease cost Cost of services provided, Sales, general, and administrative expenses 159,924   133,420   110,627 Total lease expense $ 167,205   $ 150,038   $ 125,380 Cash Flow Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 159,060   $ 132,588   $ 109,631 Other Information Weighted-average remaining lease term - operating leases 4.1 Yrs 4.4 Yrs Weighted-average discount rate - operating leases 4.50   % 4.30   % Lease Commitments Future minimum lease payments, including assumed exercise of renewal options at December 31, 2025 were as follows: (in thousands) 2026 $ 154,557 2027 129,257 2028 85,169 2029 40,392 2030 21,726 Thereafter 45,398 Total future minimum lease payments 476,499 Less: amount representing interest ( 48,324 ) Total future minimum lease payments, net of interest $ 428,175 Future commitments presented in the table above include lease payments in renewal periods for which it is reasonably certain that the Company will exercise the renewal option. Total future minimum lease payments for operating leases, including the amount representing interest, are comprised of $ 189.8 million for building leases and $ 286.7 million for vehicle leases. As of December 31, 2025, the Company had additional future obligations of $ 11.1 million for leases that had not yet commenced. 7.     GOODWILL Goodwill represents the excess of the purchase price over the fair value of net assets of businesses acquired. The carrying amount of goodwill was $ 1.4 billion as of December 31, 2025 and $ 1.2 billion as of December 31, 2024. 64 Table of Contents The changes in the carrying amount of goodwill for the twelve months ended December 31, 2025 and 2024 were as follows (in thousands): Goodwill: Balance at December 31, 2023 $ 1,070,310 Additions 97,914 Measurement adjustments 464 Adjustments due to currency translation and other ( 7,603 ) Balance at December 31, 2024 1,161,085 Additions 207,834 Measurement adjustments ( 3,573 ) Adjustments due to currency translation and other 9,318 Balance at December 31, 2025 $ 1,374,664 8.     CUSTOMER CONTRACTS, TRADENAMES AND TRADEMARKS, AND OTHER INTANGIBLE ASSETS Customer contracts are amortized on a straight-line basis as this best approximates the ratio that current revenues bear to the total of current and anticipated revenues based on the estimated lives of the assets. The Company has determined that customer contracts should be amortized over a life of 7 to 20 years. The carrying amount and accumulated amortization for customer contracts were as follows: December 31, (in thousands) 2025 2024 Customer contracts $ 741,568   $ 671,242 Less: accumulated amortization ( 334,052 ) ( 288,150 ) Customer contracts, net $ 407,516   $ 383,092 Trademarks and tradenames are amortized on a straight-line basis over the period of their useful lives. The Company has determined these assets have useful lives between 7 and 20 years. The Company also has non-amortizable, indefinite-lived tradenames of $ 157.0 million and $ 137.8 million as of December 31, 2025 and 2024, respectively. The carrying amount and accumulated amortization for trademarks and tradenames were as follows: December 31, (in thousands) 2025 2024 Trademarks and tradenames $ 183,167   $ 162,375 Less: accumulated amortization ( 16,388 ) ( 12,480 ) Trademarks and tradenames, net $ 166,779   $ 149,895 Other intangible assets include non-compete agreements and patents. Non-compete agreements are amortized on a straight-line basis over periods ranging from 3 to 20 years and patents are amortized on a straight-line basis over 15 years. The carrying amount and accumulated amortization for other intangible assets were as follows: December 31, (in thousands) 2025 2024 Other intangible assets $ 28,240   $ 26,507 Less: accumulated amortization ( 20,151 ) ( 17,905 ) Other intangible assets, net $ 8,089   $ 8,602 65 Table of Contents Total amortization expense was approximately $ 90.4 million in 2025, $ 79.2 million in 2024 and $ 66.5 million in 2023. Estimated amortization expense for the existing carrying amount of customer contracts, finite-lived trademarks and tradenames, and other intangible assets for each of the five succeeding fiscal years are as follows: (in thousands) 2026 $ 91,375 2027 86,564 2028 78,257 2029 63,782 2030 42,329 9.     FAIR VALUE MEASUREMENT Assets and liabilities recorded at fair value are measured using a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The levels of the fair value hierarchy are: • Level 1: observable inputs such as quoted prices in active markets for identical assets or liabilities; • Level 2: inputs other than quoted prices in active markets in Level 1 that are either directly or indirectly observable; and • Level 3: unobservable inputs for which little or no market data exists. Assets and Liabilities Measured at Fair Value on a Recurring Basis Debt Securities As of December 31, 2025 and 2024, we had investments in international bonds of $ 6.2 million and $ 8.2 million, respectively. These bonds are accounted for as available for sale securities and are Level 2 assets under the fair value hierarchy. The bonds are recorded at their fair market values and reported within other current assets and other assets on our consolidated statements of financial position. The unrealized gain or loss activity during the twelve months ended December 31, 2025, 2024 and 2023 was not significant. Contingent Consideration As of December 31, 2025 and 2024, the Company had $ 37.1 million and $ 21.0 million of acquisition holdback and earnout liabilities payable to former owners of acquired companies, respectively. Holdback and earnout liabilities are considered Level 3 liabilities under the fair value hierarchy. The earnout liabilities were adjusted to reflect the expected probability of payout, and both earnout and holdback liabilities were discounted to their net present value on the Company’s consolidated statements of financial position. The table below presents a summary of the changes in fair value for these liabilities. Years Ended December 31, (in thousands) 2025 2024 2023 Beginning balance $ 21,008   $ 46,104   $ 13,496 New acquisitions and measurement adjustments 28,438   21,052   44,548 Payouts ( 14,215 ) ( 43,948 ) ( 12,489 ) Interest and fair value adjustments 994   ( 1,099 ) 2,981 Charge offset, forfeit and other 852   ( 1,101 ) ( 2,432 ) Ending balance $ 37,077   $ 21,008   $ 46,104 66 Table of Contents Other Fair Value Disclosures The carrying amount of cash and cash equivalents, trade and financed receivables, accounts payable, and short-term liabilities, including short-term borrowings under our commercial paper program, approximate fair value due to their short-term nature. The carrying amounts of borrowings outstanding under our Revolving Credit Facility approximate fair value, as interest rates are variable and reflective of market rates. The following table presents the aggregate fair value and carrying value of our 2035 Senior Notes, which are classified as Level 2 within the fair value hierarchy: December 31, 2025 December 31, 2024 (in thousands) Fair Value Carrying Value Fair Value Carrying Value 2035 Senior Notes $ 512,160   $ 486,147   $ —   $ — 10.     DEBT Long-term Debt Components of long-term debt were as follows: (in thousands) Years Ended December 31, 2025 2024 2035 Senior Notes $ 500,000   $ — Revolving Credit Facility —   397,000 Total long-term debt $ 500,000   $ 397,000 Less: unamortized debt discount ( 7,125 ) — Less: unamortized debt issuance costs ( 6,728 ) ( 1,690 ) Total long-term debt, net $ 486,147   $ 395,310 2035 Senior Notes and Exchange Offer In February 2025, we issued ten-year notes with an aggregate principal amount of $ 500  million due on February 24, 2035 (the “2035 Senior Notes”) in a private placement to qualified institutional buyers pursuant to Section 4(a)(2) and Rule 144A under the Securities Act. We issued the 2035 Senior Notes at 98.443 % of par, representing a discount of $ 7.8  million and paid approximately $ 6.1  million for debt issuance costs. The interest is payable semi-annually in arrears on February 24 and August 24 of each year at 5.25 % per annum, beginning on August 24, 2025, and the entire principal amount is due at the time of maturity. We used the net proceeds from this offering primarily to repay outstanding borrowings under the Revolving Credit Facility, as defined below, as well as for general corporate purposes. The 2035 Senior Notes are senior unsecured obligations of the Company and, at the time of issuance, were guaranteed by the Company’s subsidiaries that were guarantors under its Revolving Credit Facility, provided for by the Credit Agreement defined below. Subsequent to the issuance of the 2035 Senior Notes, and described further below, we amended our Credit Agreement to release the Company's subsidiaries as guarantors, which also released them as guarantors on the 2035 Senior Notes. The indenture governing the 2035 Senior Notes contains customary covenants that limit the Company and its subsidiaries’ ability to, among other things, incur liens and certain types of indebtedness. The indenture also provides for customary events of default, which, if any of them occurs, would permit or require the principal, premium, if any, interest and any other monetary obligations on all the then outstanding 2035 Senior Notes to be due and payable immediately. We were in compliance with all financial covenants as of December 31, 2025. 67 Table of Contents On May 6, 2025, we commenced an offer to exchange $ 500  million of the 2035 Senior Notes privately placed in February 2025 (“Initial Notes”) for the $ 500  million of the 2035 Senior Notes that have been registered under the Securities Act of 1933 (“Exchange Notes”). Approximately 99.6 % of the $ 500  million aggregate principal amount of the Initial Notes were validly tendered and not withdrawn prior to the expiration of the exchange offer, and were exchanged for Exchange Notes as of June 4, 2025, pursuant to the terms of the exchange offer. The Exchange Notes are identical in all material respects to the Initial Notes, except that the Exchange Notes will have no transfer restrictions or registration rights. The effective interest rate of our 2035 Senior Notes was 5.6 % as of December 31, 2025. Revolving Credit Facility On February 24, 2023, the Company entered into a revolving credit agreement ("the Credit Agreement") with, among others, JPMorgan Chase Bank, N.A. (“JPMorgan Chase”), as administrative agent (in such capacity, the “Administrative Agent”), which refinanced its previous credit facility described below. In March 2025, the Company entered into Amendment No. 1 to the Credit Agreement (the “Amendment No 1”), among the Company, JPMorgan Chase, and the lenders party thereto, which amended the Credit Agreement with, among others, the Company and the Administrative Agent. The Amendment No. 1, among other things, released each of Orkin, LLC, Northwest Exterminating Co., LLC, Clark Pest Control of Stockton, Inc. and Hometeam Pest Defense, Inc. (collectively, the “Existing Guarantors”) as guarantors under the Credit Agreement. Following the release of the Existing Guarantors from their guarantees of the obligations under the Credit Agreement, no subsidiary of the Company guarantees the obligations under the Credit Agreement. The Credit Agreement provides for a $ 1.0  billion revolving credit facility (the “Revolving Credit Facility”), which may be denominated in U.S. Dollars and other currencies, including Euros, Australian Dollars, Canadian Dollars, New Zealand Dollars, Pounds Sterling and Japanese Yen, subject to a $ 400  million foreign currency sublimit. The Revolving Credit Facility also includes sub-facilities for the issuance of letters of credit of up to $ 150  million and swing line loans at the Administrative Agent’s discretion of up to $ 50  million. Certain subsidiaries of Rollins provide unsecured guarantees of the Revolving Credit Facility. Rollins has the ability to expand its borrowing availability under the Credit Agreement in the form of increased revolving commitments or one or more tranches of term loans by up to an additional $ 750  million, subject to the agreement of the participating lenders and certain other customary conditions. The maturity date of the loans under the Credit Agreement is February 24, 2028. Loans under the Credit Agreement bear interest, at Rollins’ election, at (i) for loans denominated in U.S. Dollars, (A) an alternate base rate (subject to a floor of 0.00 %), which is the greatest of (x) the prime rate publicly announced from time to time by JPMorgan Chase, (y) the greater of the federal funds effective rate and the Federal Reserve Bank of New York overnight bank funding rate, plus 50 basis points, and (z) Adjusted Term SOFR for a one month interest period, plus a margin ranging from 0.00 % to 0.50 % per annum based on Rollins’ consolidated total net leverage ratio; or (B) the greater of term SOFR for the applicable interest period plus 10 basis points (“Adjusted Term SOFR”) and zero , plus a margin ranging from 1.00 % to 1.50 % per annum based on Rollins’ consolidated total net leverage ratio; and (ii) for loans denominated in other currencies, including Euros, Australian Dollars, Canadian Dollars, New Zealand Dollars, Pounds Sterling and Japanese Yen, such interest rates as set forth in the Credit Agreement. The Credit Agreement contains customary terms and conditions, including, without limitation, certain financial covenants including covenants restricting Rollins’ ability to incur certain indebtedness or liens, or to merge or consolidate with or sell substantially all of its assets to another entity. Further, the Credit Agreement contains a financial covenant restricting Rollins’ ability to permit the ratio of Rollins’ consolidated total net debt to EBITDA to exceed 3.50 to 1.00. Following certain acquisitions, Rollins may elect to increase the financial covenant level to 4.00 to 1.00 temporarily. The Company is in compliance with applicable financial debt covenants as of December 31, 2025. As of December 31, 2025, the Company had no outstanding borrowings under the Revolving Credit Facility. As of December 31, 2024, the Company had outstanding borrowings of $ 397.0  million under the Revolving Credit Facility. The aggregate effective interest rate on the debt outstanding as of December 31, 2024 was 5.5 %. 68 Table of Contents Short-term Debt Commercial Paper Program In March 2025, we established a commercial paper program under which we may issue unsecured commercial paper up to a total of $ 1  billion outstanding at any time, with maturities of up to 397 days from the date of issue. Borrowings under this program are generally outstanding for 30 days or less. The net proceeds from the issuance of commercial paper are used for various purposes, including general corporate purposes and funding for acquisitions. Information with respect to our outstanding commercial paper borrowings is as follows: Years Ended December 31, (in thousands) 2025 2024 Outstanding borrowings (1) $ 114,430   $ — Weighted average annual interest rate 3.94   % — Weighted average remaining term 6.3 days — (1) Outstanding commercial paper borrowings are net of unamortized discount and are presented under the short-term debt caption of our consolidated statements of financial position. Bank Overdrafts As of December 31, 2025, we had $ 9.3  million of bank overdrafts. As of December 31, 2024, we had no bank overdrafts. Letters of Credit The Company maintains $ 82.4 million in letters of credit as of December 31, 2025. These letters of credit are required by the Company’s insurance carriers, due to the Company’s high deductible insurance program, to secure various workers’ compensation and casualty insurance contracts coverage and were increased from $ 72.0 million as of December 31, 2024. The Company believes that it has adequate liquid assets, funding sources and insurance accruals to accommodate potential future insurance claims. 11.     EMPLOYEE BENEFIT PLANS Defined Contribution 401(k) Savings Plan The Company sponsors a defined contribution 401(k) Savings Plan (the “Plan”) that is available to a majority of the Company’s full-time employees the first day of the calendar month following completion of 90 days of service. The Plan is available to non-full-time employees the first day of the calendar quarter following one year of service upon completion of 1,000 hours in that year. The Plan provides for a matching contribution of one dollar ($1.00) for each one dollar ($1.00) of a participant’s contributions to the Plan that do not exceed 3 percent of his or her eligible compensation (which includes commissions, overtime, and bonuses) and fifty cents ($0.50) for each one dollar ($1.00) of a participant’s contributions to the Plan over the initial 3 percent that do not exceed 6 percent of his or her eligible compensation (which includes commissions, overtime and bonuses). The charge to expense for the Company match was approximately $ 38.7 million, $ 35.8 million and $ 32.9 million for the years ended December 31, 2025, 2024 and 2023, respectively. At December 31, 2025, 2024, and 2023 approximately 29.1 %, 28.4 %, and 30.4 %, respectively, of the fair value of plan assets consisted of Rollins, Inc. common stock. Total administrative fees paid by the Company for the Plan were insignificant for each of the years ended December 31, 2025, 2024 and 2023. Nonqualified Deferred Compensation Plan The Deferred Compensation Plan provides that participants may defer up to 50 % of their base salary and up to 85 % of their annual bonus with respect to any given plan year, subject to a $ 2 thousand per plan year minimum. For each payment of a participant's annual regular compensation or annual bonus payment from which a participant elects to have amounts deferred under this plan, the Deferred Compensation Plan provides a matching contribution equal to 50 % of the amount of such deferrals that do not exceed 3 % of such eligible compensation. The Company may make discretionary contributions to participant accounts but has not done so since 2011. 69 Table of Contents Accounts will be credited with hypothetical earnings, and/or debited with hypothetical losses, based on the performance of certain “Measurement Funds.” Account values are calculated as if the funds from deferrals and Company credits had been converted into shares or other ownership units of selected Measurement Funds by purchasing (or selling, where relevant) such shares or units at the current purchase price of the relevant Measurement Fund at the time of the participant’s selection. Deferred Compensation Plan benefits are unsecured general obligations of the Company to the participants, and these obligations rank in parity with the Company’s other unsecured and unsubordinated indebtedness. The Company has established a “rabbi trust,” which it uses to voluntarily set aside amounts to indirectly fund any obligations under the Deferred Compensation Plan. To the extent that the Company’s obligations under the Deferred Compensation Plan exceed assets available under the trust, the Company would be required to seek additional funding sources to fund its liability under the Deferred Compensation Plan. Generally, the Deferred Compensation Plan provides for distributions of any deferred amounts upon the earliest to occur of a participant’s death, disability, retirement or other termination of employment (a “Termination Event”). However, for any deferrals of salary and bonus (but not Company contributions), participants would be entitled to designate a distribution date which is prior to a Termination Event. Generally, the Deferred Compensation Plan allows a participant to elect to receive distributions under the Deferred Compensation Plan in installments or lump-sum payments. At December 31, 2025, the Deferred Compensation Plan had 73 life insurance policies with a net face value of $ 53.5 million compared to 73 policies with a face value of $ 50.7 million at December 31, 2024. The cash surrender value of these life insurance policies was $ 30.0 million and $ 27.6 million at December 31, 2025 and 2024, respectively. These policies are valued using the NAV practical expedient. The following table presents our nonqualified Deferred Compensation Plan assets using the fair value hierarchy as of December 31, 2025 and 2024. (in thousands) Level 1 Level 2 Level 3 NAV Total December 31, 2025 $ 25   $ —   $ —   $ 29,984   $ 30,009 December 31, 2024 $ 25   $ —   $ —   $ 27,558   $ 27,583 Cash and cash equivalents, which are used to pay benefits and deferred compensation plan administrative expenses, are held in money market funds. Total expense related to deferred compensation was $ 0.3 million, $ 0.3 million, and $ 0.3 million in 2025, 2024, and 2023, respectively. The Company had $ 30.0 million and $ 27.6 million in deferred compensation assets as of December 31, 2025 and 2024, respectively, included within other assets on the Company’s consolidated statements of financial position and $ 20.6 million and $ 18.9 million in deferred compensation liability as of December 31, 2025 and 2024, respectively, located within other current liabilities and long-term accrued liabilities on the Company’s consolidated statements of financial position. The amounts of assets were marked to fair value. 12.     COMMITMENTS AND CONTINGENCIES In the normal course of business, the Company and its subsidiaries are involved in, and will continue to be involved in, various claims, arbitrations, contractual disputes, inquiries, investigations, litigation, and tax and other regulatory matters relating to, and arising out of, our businesses and our operations. These matters may involve, but are not limited to, allegations that our services or vehicles caused damage or injury, claims that our services did not achieve the desired results, claims related to acquisitions and allegations by federal, state or local authorities, including taxing authorities, of violations of regulations or statutes. In addition, we are parties to employment-related investigations, cases, and claims from time to time, which may include claims on a representative or class action basis alleging wage and hour law violations, claims filed under California's Private Attorneys General Act and claims and investigations related to our enforcement of post-employment restrictive covenants. We are also involved from time to time in certain environmental matters primarily arising in the normal course of business. We evaluate pending and threatened claims and establish loss contingency reserves based upon outcomes we currently believe to be probable and reasonably estimable in accordance with ASC 450. The Company retains, up to specified limits, certain risks related to general liability, workers’ compensation and auto liability. The estimated costs of existing and future claims under the retained loss program are accrued based upon historical trends as incidents occur, whether reported or unreported (although actual settlement of the claims may not be 70 Table of Contents made until future periods) and may be subsequently revised based on developments relating to such claims. The Company contracts with an independent third party to provide the Company an estimated liability based upon historical claims information. The actuarial study is a major consideration in establishing the reserve, along with management’s knowledge of changes in business practice and existing claims compared to current balances. Management’s judgment is inherently subjective as a number of factors are outside management’s knowledge and control. Additionally, historical information is not always an accurate indication of future events. The accruals and reserves we hold are based on estimates that involve a degree of judgment and are inherently variable and could be overestimated or insufficient. If actual claims exceed our estimates, our operating results could be materially affected, and our ability to take timely corrective actions to limit future costs may be limited. Item 103 of SEC Regulation S-K requires disclosure of certain environmental legal proceedings if the proceeding reasonably involves potential monetary sanctions of $300,000 or more. In January 2023, the Company received a notice of alleged violations and information requests from local governmental authorities in California for our Orkin and Clark Pest Control operations, relating to compliance with environmental and other regulations governing the management of certain waste streams and pesticide disposal. The investigation was part of a broader effort to investigate waste handling and disposal processes of a number of industries. The Company and district attorneys reached a settlement and a payment was made during 2025. For future periods, pursuant to Item 103 of Regulation S‑K, we have elected to use a threshold of $1.0 million (which does not exceed the lesser of $1.0 million or 1% of our current assets as of December 31, 2025) for disclosing environmental proceedings to which a governmental authority is a party and that involve potential monetary sanctions. We will apply this threshold consistently in our annual and quarterly reports. We will continue to disclose any environmental proceedings that we determine are otherwise material, regardless of the amount of potential monetary sanctions. Management does not believe that any pending or threatened claim, proceeding, litigation, regulatory action or investigation, either alone or in the aggregate, will have a material adverse effect on the Company’s financial position, results of operations or liquidity; however, it is possible that an unfavorable outcome of some or all of the matters could result in a charge that might be material to the results of an individual quarter or year.
  1. STOCKHOLDERS' EQUITY During the year ended December 31, 2025, the Company paid $ 327.9  million, or $ 0.6775 per share, in cash and stock dividends compared to $ 298.1  million, or $ 0.6150 per share and $ 264.3  million or $ 0.5400 per share, during the same period in 2024 and 2023. 2025 Secondary Offering On November 10, 2025, the Company entered into an underwriting agreement (the “2025 Underwriting Agreement”) with LOR, Inc. (“LOR”) (a company controlled by Mr. Gary W. Rollins and certain members of his family) and Rollins Holding Company, Inc. (together, the “Selling Stockholders”), and Morgan Stanley & Co. LLC, as sole underwriter (the “Underwriter”), relating to the sale by the Selling Stockholders of 17,391,305 shares of the Company’s common stock, par value $ 1.00 per share (the “Common Stock”), at a public offering price of $ 57.50 per share (the “2025 Offering”). In connection with the 2025 Offering, the Selling Stockholders granted the Underwriter an option to purchase up to an additional 2,608,695 shares of Common Stock (the “2025 Optional Shares”). The 2025 Offering, including the sale of the 2025 Optional Shares, closed on November 12, 2025. The Company did not sell any shares in the 2025 Offering and did not receive any proceeds from the 2025 Offering. In addition, the Company completed the repurchase of 3,478,260 of the shares of Common Stock offered in the 2025 Offering for approximately $ 200  million at the same per share price paid by the Underwriter to the Selling Stockholders in the 2025 Offering, or $ 56.93 per share. 2023 Secondary Offering On September 6, 2023, the Company entered into an underwriting agreement (the “2023 Underwriting Agreement”) with LOR and Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters (the “Underwriters”), relating to the offer by LOR of 38,724,100 shares of the Company’s Common Stock at a public offering price of $ 35.00 per share (the “2023 Offering”). In connection with the 2023 Offering, LOR granted the Underwriters an option to purchase up to an additional 5,785,714 shares of Common Stock (the “2023 Optional Shares”). The 2023 Offering, including the sale of the 2023 Optional Shares, closed on September 11, 2023. The Company did not sell any shares in the 2023 Offering and did not receive any proceeds from the 2023 Offering. In addition, the Company completed 71 Table of Contents the repurchase of 8,724,100 of the shares of Common Stock offered in the 2023 Offering for approximately $ 300  million at $ 34.39 per share. As we repurchase our common stock, we reduce common stock for par value of the shares repurchased, with the excess of the purchase price over par value recorded as a reduction to additional paid-in capital and retained earnings. The Company did not repurchase shares on the open market during the years ended December 31, 2025, 2024 and 2023. The Company repurchases shares from employees for the payment of their taxes on equity awards that have vested. The Company repurchased $ 16.2  million, $ 11.6  million and $ 10.8  million during the years ended December 31, 2025, 2024 and 2023 respectively. During the years ended December 31, 2025, 2024 and 2023, the Company issued $ 5.4  million, $ 4.8  million and $ 2.0  million of shares to employees in connection with the Employee Stock Purchase Plan ("ESPP") discussed below. Stock Compensation Plans Time-Lapsed Restricted Shares and Performance Share Unit Awards Time-lapsed restricted share awards and restricted stock units (“restricted shares”), as well as performance share units ("PSUs"), have been issued to officers and other employees, and annual share awards are made to non-employee directors, under the Company’s Employee Stock Incentive Plan. The Company recognizes compensation expense for the unvested portion of awards outstanding over the remainder of the requisite service period. The compensation cost recorded for these awards is based on the Company's closing stock price at the grant date less the cost of estimated forfeitures. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods to reflect actual forfeitures. For PSUs that are granted with a total shareholder return ("TSR") component, management estimates the fair value using a Monte Carlo simulation valuation model, as these awards are subject to a market condition. Restricted shares and PSUs provide for the issuance of a share of the Company’s common stock at no cost to the holder and generally vest after a certain stipulated number of years from the grant date, depending on the terms of the issue. The PSUs will vest and convert to shares of common stock at the end of a three-year performance period upon the Company's successful achievement of certain financial and market performance goals. Restricted shares and PSUs typically vest over approximately one to six-year periods. During these years, grantees of certain awards receive all dividends declared and retain voting rights for the granted shares. The agreements under which the one-time grant of restricted stock is issued provide that shares awarded may not be sold or otherwise transferred until restrictions established under the plans have lapsed. The Company issued time-lapsed restricted shares and PSUs of 0.7 million, 0.7 million, and 0.7 million for the years ended December 31, 2025, 2024, and 2023, respectively. The Company issues new shares from its authorized but unissued share pool. At December 31, 2025, approximately 3.9 million shares of the Company’s common stock were reserved for issuance. The following table summarizes the components of the Company’s stock-based compensation programs recorded as expense: (in thousands) 2025 2024 2023 Restricted shares and PSUs: Compensation expense $ 38,835   $ 28,795   $ 24,222 The total income tax benefit related to stock-based compensation awards recognized in income was $ 7.0 million, $ 5.5 million, and $ 5.2 million for the years ended December 31, 2025, 2024, and 2023, respectively. As of December 31, 2025 and 2024, $ 53.4 million and $ 55.3 million, respectively, of total unrecognized compensation cost related to restricted shares and PSUs are expected to be recognized over a weighted average period of approximately 1.4 years and 3.1 years at December 31, 2025 and 2024, respectively. 72 Table of Contents The following table summarizes information on unvested awards outstanding as of December 31, 2025, 2024 and 2023. (number of shares in thousands) Number of Shares Weighted Average Grant-Date Fair Value Unvested as of December 31, 2022 2,685 $ 28.97 Forfeited ( 98 ) 29.83 Vested ( 840 ) 26.87 Granted 678 36.10 Unvested as of December 31, 2023 2,425 $ 31.66 Forfeited ( 113 ) 35.19 Vested ( 758 ) 29.87 Granted 873 40.39 Performance Attainment Adjustment 62 $ 36.30 Unvested as of December 31, 2024 2,489 $ 35.46 Forfeited ( 66 ) 40.67 Vested ( 867 ) 33.91 Granted 715 51.57 Performance Attainment Adjustment 39 42.38 Unvested as of December 31, 2025 2,310 $ 39.33 Employee Stock Purchase Plan On April 26, 2022, shareholders approved the Rollins, Inc. 2022 Employee Stock Purchase Plan (“ESPP”) which provides eligible employees with the option to purchase shares of Company common stock, at a discount, through payroll deductions during six-month offering periods. Initially, a maximum of 1,000,000 shares of the Company’s common stock are authorized for issuance under the ESPP. Under the ESPP, shares of common stock may be purchased by eligible participants during defined purchase periods at 90 % of the lesser of the closing price of the Company’s common stock on the first day or last day of each purchase period. The first offering period for the ESPP began on July 1, 2022. The Company recorded compensation expense of $ 0.9 million, $ 1.2 million, and $ 0.4 million in connection with the ESPP for the years ended December 31, 2025, 2024, and 2023, respectively. Compensation expense for the ESPP is included in cost of services provided and sales, general and administrative expenses in our consolidated statements of income. 73 Table of Contents
  2. ACCUMULATED OTHER COMPREHENSIVE LOSS Accumulated other comprehensive loss consists of the following (in thousands): Pension Liability Adjustment Foreign Currency Translation Available for Sale Securities Total Balance at December 31, 2022 $ ( 322 ) $ ( 30,304 ) $ ( 936 ) $ ( 31,562 ) Change during 2023: Before-tax amount ( 290 ) 4,816   206   4,732 Tax (expense) benefit 75   —   —   75 Other comprehensive income (loss) ( 215 ) 4,816   206   4,807 Balance at December 31, 2023 ( 537 ) ( 25,488 ) ( 730 ) ( 26,755 ) Change during 2024: Before-tax amount —   ( 17,318 ) 146   ( 17,172 ) Tax (expense) benefit —   293   —   293 Other comprehensive income (loss) —   ( 17,025 ) 146   ( 16,879 ) Balance at December 31, 2024 ( 537 ) ( 42,513 ) ( 584 ) ( 43,634 ) Change during 2025: Before-tax amount 520   18,147   99   18,766 Tax (expense) benefit ( 27 ) ( 299 ) —   ( 326 ) Other comprehensive income (loss) 493   17,848   99   18,440 Balance at December 31, 2025 $ ( 44 ) $ ( 24,665 ) $ ( 485 ) $ ( 25,194 )
  3. INCOME TAXES For the years ended December 31, income from continuing operations before income taxes consisted of the following: (in thousands) 2025 2024 2023 Income before income taxes Domestic $ 664,780   $ 592,704   $ 548,428 Foreign 36,146   37,526   37,829 Total income from continuing operations before income taxes $ 700,926   $ 630,230   $ 586,257 For the years ended December 31, the Company’s income tax provision consisted of the following: 2025 2024 2023 (in thousands) Current: Federal $ 105,940   $ 126,246   $ 112,647 State 35,326   36,328   33,516 Foreign 13,803   11,613   12,781 Total current tax expense 155,069   174,187   158,944 Deferred: Federal 17,541   ( 6,848 ) ( 2,349 ) State 5,253   ( 2,336 ) ( 2,925 ) Foreign ( 3,642 ) ( 1,152 ) ( 2,370 ) Total deferred tax expense (benefit) 19,152   ( 10,336 ) ( 7,644 ) Total income tax provision $ 174,221   $ 163,851   $ 151,300 74 Table of Contents The following table presents the principal components of the difference between the effective tax rate and the U.S. federal statutory income tax rate for the years ended December 31: 2025 2024 2023 (in thousands) $ % $ % $ % Income tax at statutory rate $ 147,210   21.0   % $ 132,361   21.0   % $ 123,114   21.0   % State and local income taxes, net of federal income tax effect (1) 32,485   4.6   % 26,647   4.2   % 23,653   4.0   % Foreign tax effects 3,330   0.5   % 3,303   0.5   % 841   0.1   % Effect of changes in tax laws or rates enacted in the current period —   —   % —   —   % —   —   % Effect of cross-border tax laws ( 883 ) ( 0.1 ) % 384   0.1   % 505   0.1   % Tax credits: Investment tax credits ( 7,687 ) ( 1.1 ) % —   —   % —   —   % Other tax credits ( 1,506 ) ( 0.2 ) % ( 1,308 ) ( 0.2 ) % ( 1,300 ) ( 0.2 ) % Changes in valuation allowances —   —   % —   —   % —   —   % Nontaxable or nondeductible items 2,893   0.5   % 2,163   0.3   % 1,940   0.3   % Changes in unrecognized tax benefits ( 1,411 ) ( 0.2 ) % 44   —   % 958   0.2   % Other adjustments ( 210 ) ( 0.1 ) % 257   0.1   % 1,589   0.3   % Total income tax provision $ 174,221   24.9   % —  $ 163,851   26.0   % $ 151,300   25.8   % (1) State taxes in California, Florida, Georgia, Illinois, and New Jersey make up the majority (greater than 50 percent) of the tax effect in this category. Deferred income taxes reflect the net tax effects of the temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and income tax purposes. The Company’s deferred tax assets and liabilities as of December 31, 2025 and 2024 are as follows: 2025 2024 (in thousands) Deferred tax assets: Employee compensation and benefits $ 16,644   $ 15,146 Unearned revenues 16,056   15,243 Insurance reserves 31,285   29,773 Lease liabilities 103,960   118,382 Non-amortizable intangible assets 8,680   7,792 Other deferred tax assets 14,129   16,415 Total deferred tax assets 190,754   202,751 Valuation allowance ( 8,680 ) ( 7,792 ) Net deferred tax assets $ 182,074   $ 194,959 Deferred tax liabilities: Fixed assets and depreciation $ 11,546   $ 9,599 Intangible assets 106,162   93,872 Right of use assets 99,649   102,299 Total deferred tax liabilities $ 217,357   $ 205,770 Net deferred taxes Deferred tax assets 1,715   4,841 Deferred tax liabilities ( 36,998 ) ( 15,652 ) Net deferred taxes $ ( 35,283 ) $ ( 10,811 ) 75 Table of Contents Deferred tax assets are included in "Other assets" and deferred tax liabilities are included in "Other long-term accrued liabilities" on the consolidated statements of financial position In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all the deferred tax assets will not be realized. As of December 31, 2025, the Company increased its valuation allowance by approximately $ 0.9  million related to deferred tax assets on intangible assets held in Australia. The Company does not expect to recognize such deferred tax assets as it expects to continue its operations in Australia for the foreseeable future and the related intangible assets are not amortizable for tax purposes in Australia. The changes in the Company’s valuation allowance for deferred tax assets are as follows: (in thousands) December 31, 2023 $ 6,883 Charged to income tax expense 909 Charged to other accounts — December 31, 2024 7,792 Charged to income tax expense 888 Charged to other accounts — December 31, 2025 $ 8,680 As of December 31, 2025, the Company has no net operating loss carryforwards in any federal, state, or foreign jurisdictions. The Company has state tax credit carryforwards of $ 0.4 million which will begin to expire in 2035 if not fully utilized. As of December 31, 2025, we assert that foreign cash earnings in excess of working capital and cash needed for strategic investments and acquisitions are not intended to be indefinitely reinvested offshore and we have included the tax effects of such current and/or future repatriations, including applicable state taxes and foreign withholding tax of such cash earnings in these financial statements. Any non-cash unremitted earnings in our foreign subsidiaries are considered permanently reinvested and deferred taxes have not been provided on these earnings. The total amount of unrecognized tax benefits as of December 31, 2025 that, if recognized, would affect the effective tax rate is $ 0.1 million. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: (in thousands) 2025 2024 2023 Unrecognized tax benefits at beginning of year $ 1,584   $ 1,784   $ 1,394 Additions for tax positions of prior years —   —   653 Reductions for tax positions of prior years ( 844 ) ( 39 ) ( 263 ) Settlements with taxing authorities ( 614 ) ( 161 ) — Unrecognized tax benefits at end of year $ 126   $ 1,584   $ 1,784 The Company’s policy is to record interest and penalties related to income tax matters in income tax expense. Accrued interest and penalties were $ 0.6 million and $ 0.6 million as of December 31, 2024 and 2023, respectively. The Company had no interest and penalties related to income tax matters during the year ended December 31, 2025. The Company files U.S. federal income tax returns, as well as separate and combined income tax returns in numerous state and foreign jurisdictions. The Company is under examination in certain state jurisdictions for years ranging from 2019 through 2023. The Company regularly assesses the outcomes of both ongoing and future examinations for the current or prior years to determine whether the Company’s provision for income taxes is sufficient. The Company recognizes liabilities based on estimates of whether additional taxes will be due and believes its reserves are adequate in relation to any potential assessments. The outcome of any one examination, some of which may conclude during the next 12 months, is not expected to have a material impact on the Company’s financial position or results of operations. 76 Table of Contents For the years ended December 31, income taxes paid consisted of the following: (in thousands) 2025 2024 2023 Federal (1) $ 111,662   $ 93,748   $ 109,568 State 35,718   36,635   39,426 Foreign 15,520   15,255   10,160 Total income taxes paid (net of refunds) $ 162,900   $ 145,638   $ 159,154 (1) 2025 amount includes $ 56.2  million paid to third parties to purchase federal investment tax credits. For the years ended December 31, income taxes paid (net of refunds) exceeded 5 percent of total income taxes paid (net of refunds) in the following jurisdictions: (in thousands) 2025 2024 2023 State California $ 8,489   $ 8,642   $ 11,862 Foreign Canada $ 11,149   $ 11,397   * *Jurisdiction below the threshold for the period presented
  4. RELATED PARTY TRANSACTIONS Aircraft and Administrative Arrangements In 2014, P.I.A. LLC, a company then owned by our late Chairman of the Board of Directors, R. Randall Rollins, purchased a Lear Model 35A jet and entered into a lease arrangement with the Company for company use of the aircraft for business purposes. P.I.A. LLC is now owned by a trust for the benefit of the late Mr. Rollins’ family. The Company terminated the lease in 2024. The Company paid $ 100 per month in rent for the leased aircraft, and all variable costs and expenses associated with the leased aircraft, such as the costs for fuel, maintenance, storage and pilots. The Company had the priority right to use of the aircraft on business days, and Rollins family members and guests had the right to use the aircraft for personal use through the terms of an Aircraft Time Sharing Agreement with the Company. During the year ended December 31, 2023, the Company paid or incurred approximately $ 0.6 million in rent and operating costs under the Aircraft Time Sharing Agreement. The Company made $ 500 in rent payments in 2024 and no payments in 2025. In August 2023, GWRG450, LLC (“GWR LLC”), a company wholly-owned by Mr. Gary W. Rollins, purchased a Gulfstream 450 aircraft (the “G450”). In connection with the G450 purchase, the Company entered into a lease arrangement with GWR LLC to lease the G450 for corporate purposes from time to time. That lease arrangement was superseded and replaced effective January 1, 2024 with a Non-Exclusive Part 91 (Dry) Aircraft Lease Agreement between the Company and GWR, LLC (the “Dry Lease”). Pursuant to the Dry Lease, the Company has access to the aircraft for business purposes. The Company pays GWR, LLC an hourly flight rent with a minimum charge per use of $ 15,000 per round trip with a minimum annual rental commitment of $ 300,000 . In addition, as consideration for access to the aircraft, the Company pays $ 300,000 of its annual maintenance charges, a portion of costs for the maintenance contractor and the state and local sales tax on the rental payments. The Dry Lease expires on June 30, each year and is auto-extended per its terms unless sooner terminated. During the years ended December 31, 2025 and 2024, the Company paid approximately $ 0.7  million and $ 0.6 million to GWR LLC respectively, pursuant to the Dry Lease. Pursuant to a Pilot Sharing Agreement (the “Pilot Sharing Agreement”), amended September 30, 2024, among the Company, LOR, and Mr. Gary W. Rollins: (1) the Company agrees to provide pilot services and training to LOR and Mr. Gary W. Rollins to operate aircraft they own directly or indirectly, (2) LOR agrees to reimburse the Company for 50 % of the pilot services and training, and (3) LOR agrees to reimburse the Company for the pilot expenses for the LOR aircraft. Charges to LOR under the Pilot Sharing Agreement totaled $ 0.4 million, $ 0.5 million and $ 0.5 million for the years ended December 31, 2025, 2024 and 2023, respectively. Pursuant to the Administrative Services Agreement (the “Administrative Services Agreement”) among the Company, LOR and GWR LLC, the Company provides certain services to LOR and GWR LLC. Among other fees, LOR and GWR LLC each agree to pay for a third of all aircraft hanger related expenses, and LOR agrees to pay a hut rental fee. The Company 77 Table of Contents also provides accounting services and accounts payable services related to all aviation activities and employs or contracts for pilots for all such aircraft. Charges to LOR and GWR LLC for rent and administrative services totaled $ 2.3 million, $ 2.2 million and $ 1.1 million for the years ended December 31, 2025, 2024 and 2023, respectively. The foregoing aircraft and administrative services arrangements were previously approved by the Company’s Nominating and Corporate Governance Committee. Related Party Franchise Agreement On each of December 1, 2019 and October 1, 2024, Orkin, a subsidiary of the Company entered into a franchise agreement with Wilson Pest Management, Inc. The franchises are owned 100 % by John Wilson IV. The Company received a total of approximately $ 0.5 million, $ 0.2 million and $ 0.2 million during each of the years ended December 31, 2025, 2024 and 2023, respectively. John Wilson IV is the son of John F. Wilson, Executive Chairman of the Company. The Company's Nominating and Corporate Governance Committee approved the agreements in accordance with its Related Party Transactions policy. 2025 Secondary Offering On November 10, 2025, the Company entered into the 2025 Underwriting Agreement with the Selling Stockholders and the Underwriter relating the 2025 Offering. In connection with the 2025 Offering, the Selling Stockholders granted the Underwriter an option to purchase the 2025 Optional Shares. The 2025 Offering, including the sale of the 2025 Optional Shares, closed on November 12, 2025. The Company did not sell any shares in the 2025 Offering and did not receive any proceeds from the 2025 Offering. In addition, the Company completed the repurchase of 3,478,260 of the shares of Common Stock offered in the 2025 Offering for approximately $ 200  million at the same per share price paid by the Underwriter to the Selling Stockholders in the 2025 Offering, or $ 56.93 per share. In connection with the 2025 Offering, each of the Selling Stockholders entered into lock-up agreements for a period of 365 days from the pricing date of the 2025 Offering, during which time the Selling Stockholders will be restricted from engaging in certain transactions with respect to their shares of the Company’s common stock. The 2025 Offering was made pursuant to the Company’s existing registration statement on Form S-3, previously filed with the SEC and declared effective by the SEC on June 22, 2023, as supplemented by the prospectus supplement dated November 10, 2025, filed with the SEC pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended. The 2025 Underwriting Agreement contains customary representations, warranties and covenants of the Company and the Selling Shareholders and also provides for customary indemnification by each of the Company, the Selling Shareholders and the Underwriter against certain liabilities. The foregoing description of the 2025 Underwriting Agreement is not meant to be a complete description and is qualified in its entirety by the 2025 Underwriting Agreement. 2023 Secondary Offering On September 6, 2023, the Company entered into the 2023 Underwriting Agreement with LOR and the Underwriters relating to the 2023 Offering. In connection with the 2023 Offering, LOR granted the Underwriters an option to purchase the 2023 Optional Shares. The 2023 Offering, including the sale of the 2023 Optional Shares, closed on September 11, 2023. The Company did not sell any shares in the 2023 Offering and did not receive any proceeds from the 2023 Offering. In addition, the Company completed the repurchase from LOR of 8,724,100 of the shares of Common Stock offered in the 2023 Offering for approximately $ 300  million at the same per share price paid by the Underwriters to LOR in the 2023 Offering, or $ 34.39 per share. In connection with the 2023 Offering, LOR entered into a lock-up agreement with the Underwriters for a period of 365 days from the pricing date of the 2023 Offering, during which time LOR was restricted from engaging in certain transactions with respect to its shares of the Company’s common stock. The 2023 Offering was made pursuant to the Company’s existing registration statement on Form S-3, previously filed with the SEC and declared effective by the SEC on June 22, 2023, as supplemented by the prospectus supplement dated September 6, 2023, filed with the SEC pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended. The 2023 Underwriting Agreement contains customary representations, warranties and covenants of the Company and LOR and also provides for customary indemnification by each of the Company, LOR and the Underwriters against certain 78 Table of Contents liabilities. The foregoing description of the 2023 Underwriting Agreement is not meant to be a complete description and is qualified in its entirety by the 2023 Underwriting Agreement. Registration Rights Agreement On June 5 2023, the Company entered into a registration rights agreement (the “Registration Rights Agreement”) with LOR and LOR paid $ 1.5  million to the Company and upon closing the 2023 Offering, LOR paid $ 3.5  million to the Company pursuant to the Registration Rights Agreement. Pursuant to the Registration Rights Agreement, the Company will pay all costs, fees and expenses incident to the Company’s performance or compliance with the Registration Rights Agreement with respect to a total of five ( 5 ) requested offerings, and thereafter, LOR will be responsible for all such expenses in connection with any subsequent offering. These cash receipts were included in other financing activities in our consolidated statements of cash flows.
  5. RESTRUCTURING COSTS During 2023, the Company executed a restructuring program to modernize its workforce. These changes were primarily across corporate-related functions and enabled us to make more strategic improvements in our support functions. As a result of this program, the Company incurred $ 5.2  million in restructuring costs, consisting mainly of one-time termination benefits, including severance and outplacement services, stock-based compensation, and other benefits-related costs. These costs are recorded within restructuring costs in our consolidated statements of income. No such costs were incurred during 2025 or 2024 and as of December 31, 2025 and 2024 we had no remaining obligation associated with this program.
  6. EARNINGS PER SHARE The Company reports both basic and diluted earnings per share. Basic earnings per share is computed by dividing net income available to participating common stockholders by the weighted average number of participating common shares outstanding for the period. Diluted earnings per share is calculated by dividing the net income available to participating common stockholders by the diluted weighted average number of shares outstanding for the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive equity. 79 Table of Contents The following table sets forth the computation of basic and diluted earnings per share under the two-class method (in thousands, except per share data): Year Ended December 31, 2025 2024 2023 Net income available to stockholders $ 526,705   $ 466,379   $ 434,957 Less dividends paid: Common stock ( 326,693 ) ( 296,818 ) ( 263,016 ) Time-lapse restricted awards ( 1,208 ) ( 1,313 ) ( 1,332 ) Undistributed earnings for the period $ 198,804   $ 168,248   $ 170,609 Allocation of undistributed earnings: Common stock $ 198,072   $ 167,507   $ 169,687 Time-lapse restricted awards 732   741   859 Restricted stock units —   —   63 Weighted-average shares outstanding: Weighted-average outstanding common shares 482,322 482,117 487,480 Add participating securities: Weighted-average time-lapse restricted awards 1,783 2,132 2,469 Total weighted-average shares outstanding – basic 484,105 484,249 489,949 Dilutive effect of restricted stock units 42 46 181 Total weighted-average shares outstanding – diluted 484,147 484,295 490,130 Basic earnings per share: Common stock: Distributed earnings $ 0.68   $ 0.62   $ 0.54 Undistributed earnings 0.41   0.34   0.35 Basic earnings per share $ 1.09   $ 0.96   $ 0.89 Diluted earnings per share: Common stock: Distributed earnings $ 0.68   $ 0.62   $ 0.54 Undistributed earnings 0.41   0.34   0.35 Diluted earnings per share $ 1.09   $ 0.96   $ 0.89
  7. SEGMENT AND GEOGRAPHIC INFORMATION The Company operates under one reportable segment which contains our residential, commercial, and termite service offerings. The Company's chief operating decision maker ("CODM") is the chief executive officer. The CODM uses net income to assess financial performance and allocate resources. This financial metric is used by the CODM to make key operating decisions, such as the determination of the rate of growth investments and the allocation of budget between cost categories. The measure of segment assets is reported on the consolidated statements of financial position as total consolidated assets. 80 Table of Contents The following table presents selected financial information with respect to the Company’s single reportable segment for the years ended December 31: (in thousands) 2025 2024 2023 Revenue $ 3,761,050   $ 3,388,708   $ 3,073,278 Less: Cost of services provided (exclusive of depreciation and amortization below): Employee expenses 1,166,044   1,048,992   953,600 Materials and supplies 225,462   212,296   197,825 Insurance and claims 66,897   68,326   60,390 Fleet expenses 157,461   131,898   127,390 Other cost of services provided (1) 161,142   141,685   130,666 Total cost of services provided (exclusive of depreciation and amortization below) 1,777,006   1,603,197   1,469,871 Sales, general and administrative: Selling and marketing expenses 484,859   427,916   375,805 Administrative employee expenses 345,643   313,814   291,772 Insurance and claims 40,816   41,434   37,946 Fleet expenses 39,608   33,580   31,415 Other sales, general and administrative (2) 222,306   198,323   178,295 Total sales, general and administrative 1,133,232   1,015,067   915,233 Restructuring costs —   —   5,196 Depreciation and amortization 124,744   113,220   99,752 Interest expense, net 28,558   27,677   19,055 Other (income) expense, net ( 3,416 ) ( 683 ) ( 22,086 ) Income tax expense 174,221   163,851   151,300 Net income $ 526,705   $ 466,379   $ 434,957 (1) Other cost of services provided includes facilities costs, professional services, maintenance and repairs, software license costs, and other expenses directly related to providing services. (2) Other sales, general and administrative includes facilities costs, professional services, maintenance and repairs, software license costs, bad debt expense, and other administrative expenses. See the consolidated financial statements for other financial information regarding the Company’s reportable segment. See Note 3, Revenue for further information on revenue. The Company's long-lived tangible assets, as well as the Company's operating lease right-of-use assets recognized on the consolidated statements of financial position were located as follows: December 31, 2025 2024 (in thousands) United States $ 504,593   $ 503,767 International 46,122   35,546 81 Table of Contents
  8. SUBSEQUENT EVENTS Quarterly Dividend On January 22, 2026, the Company’s Board of Directors declared a regular quarterly cash dividend on its common stock of $ 0.1825 per share payable March 10, 2026 to stockholders of record at the close of business February 25, 2026. The Company expects to continue to pay cash dividends to the common stockholders, subject to the earnings and financial condition of the Company and other relevant factors. Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosures. None. Item 9A. Controls and Procedures Evaluation of Disclosure Controls and Procedures The Company has a Disclosure Committee, consisting of certain members of management, to assist our Chief Executive Officer (principal executive officer) and Chief Financial Officer (principal financial officer) in preparing the disclosures required under the SEC rules and to help confirm that the Company’s disclosure controls and procedures are properly implemented. The Disclosure Committee meets on a quarterly basis and otherwise as may be necessary. Our management, with the participation of our principal executive officer and principal financial officer, conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of December 31, 2025 (the “Evaluation Date”). Based on this evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of the Evaluation Date to confirm that the information required to be included in reports filed under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. Management’s Report on Internal Control Over Financial Reporting —Management’s Report on Internal Control Over Financial Reporting is contained on page 40 . The effectiveness of our internal control over financial reporting as of December 31, 2025 has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in its report on page 41 . Changes in Internal Controls —There were no changes in the Company’s internal control over financial reporting, as defined in Rule 13a-15(f) under the Exchange Act, during the quarter ended December 31, 2025 that were identified in connection with the evaluation described above and that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. 82 Table of Contents Item 9B. Other Information Rule 10b5-1 Trading Plans Securities Trading Plans of Directors and Executive Officers During the three months ended December 31, 2025, the following directors and “officers” (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended) adopted, modified or terminated contracts, instructions or written plans for the sale of the Company’s securities, each of which is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act, referred to as Rule 10b5-1 trading plans. Name and Title Date of Adoption of the Rule 10b5-1 Trading Plan Scheduled Expiration Date of the Rule 10b5-1 Trading Plan Total Amount of Securities to Be Sold Transactions Pursuant to 10b5-1 Trading Plan Early Termination of the Rule 10b5-1 Trading Plan Elizabeth B. Chandler Chief Legal Officer, General Counsel and Corporate Secretary November 26, 2025 May 31, 2026 Net shares of Company common stock obtained upon vesting of 22,722 shares subject to currently unvested restricted stock grants Sales to occur on or after February 25, 2026, if certain limit prices are met and if restricted stock has vested If all net shares of Company common stock obtained upon vesting of 22,722 shares subject to currently unvested restricted stock grants are sold prior to the scheduled expiration date, the trading plan will terminate on such earlier date Board Transition On February 11, 2026, Gary W. Rollins informed the Board of Directors (the “Board”) of the Company that he will retire from the Board as of the Company’s 2026 Annual Meeting of Shareholders (the “Annual Meeting”). Mr. Rollins joined the Board in 1981, served as Chairman of the Board from 2020 until January 2025, and currently serves as Executive Chairman Emeritus of the Board. Mr. Gary W. Rollins will remain Chairman Emeritus and a non-voting participant at Rollins Board meetings. There has been no disagreement between Mr. Gary W. Rollins and the Company with respect to any matter relating to the Company’s operations, policies or practices. On February 11, 2026, Timothy C. Rollins was nominated by the Board as a director nominee for election to the Board at the Annual Meeting. Timothy C. Rollins is the vice president and a director of LOR, Inc. Over the past three decades he has held several leadership positions with the Rollins family businesses, including Rollins Protective Service, Hydradyne Hydraulics and Ran Mar Construction. Mr. Timothy C. Rollins is also a director of Marine Products Corporation and RPC, Inc., two publicly traded companies, and serves on the board of trustees for Emory University. He also serves on the boards of the O. Wayne Rollins Foundation, and The Ma-Ran Foundation. Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. Not Applicable. PART III Item 10. Directors, Executive Officers and Corporate Governance. The information required by this Item, except that set forth below regarding the Company’s code of ethics and insider trading policy, will be set forth in our Proxy Statement for the 2026 Annual Meeting of Stockholders and is incorporated herein by reference. The Proxy Statement will be filed with the SEC within 120 days of the fiscal year ended December 31, 2025, or by the following business day. 83 Table of Contents The Company has adopted a Code of Business Conduct that applies to all employees. In addition, the Company has adopted a Code of Business Conduct and Ethics for Directors and Executive Officers and Related Party Transactions. Both of these documents are available on the Company’s website at www.rollins.com, under the heading “Governance- Governance Documents,” and a copy is available by writing to Investor Relations at 2170 Piedmont Road, Atlanta, Georgia 30324. The Company intends to satisfy the disclosure requirement under Item 5.05 of Form 8-K regarding an amendment to, or waiver from, a provision of its code of ethics that relates to any elements of the code of ethics definition enumerated in SEC rules by posting such information on its internet website, the address of which is provided above. The Company has adopted an Insider Trading Policy and procedures governing the purchase, sale and/or other dispositions of our securities by directors, officers, and employees that is reasonably designed to promote compliance with insider trading laws, rules and regulations, and the New York Stock Exchange listing standards applicable to us. A copy of our Insider Trading Policy is filed as Exhibit 19.1 hereto. In addition, with regard to the Company's trading in its own securities, it is the Company's policy to comply with the federal securities laws and the applicable exchange listing requirements. Item 11. Executive Compensation. The information required by this Item will be set forth in our Proxy Statement for the 2026 Annual Meeting of Stockholders and is incorporated herein by reference. The Proxy Statement will be filed with the SEC within 120 days of the fiscal year ended December 31, 2025, or by the following business day. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. The information required by this Item will be set forth in our Proxy Statement for the 2026 Annual Meeting of Stockholders and is incorporated herein by reference. The Proxy Statement will be filed with the SEC within 120 days of the fiscal year ended December 31, 2025, or by the following business day. Item 13. Certain Relationships and Related Party Transactions, and Director Independence. The information required by this Item will be included in the Proxy Statement for the 2026 Annual Meeting of Stockholders and is incorporated herein by reference. The Proxy Statement will be filed with the SEC within 120 days of the fiscal year ended December 31, 2025, or by the following business day. Item 14. Principal Accounting Fees and Services. The information required by this Item will be included in the Proxy Statement for the 2026 Annual Meeting of Stockholders and is incorporated herein by reference. The Proxy Statement will be filed with the SEC within 120 days of the fiscal year ended December 31, 2025, or by the following business day. 84 Table of Contents PART IV Item 15. Exhibits and Financial Statement Schedules (a) Consolidated Financial Statements, Financial Statement Schedule and Exhibits.
  9. Consolidated financial statements listed in the accompanying Index to Consolidated Financial Statements and Schedule are filed as part of this report.
  10. All schedules have been omitted as not applicable, immaterial or disclosed in the Consolidated Financial Statements or notes thereto.
  11. Exhibits listed in the accompanying Index to Exhibits are filed as part of this report. Exhibit No. Exhibit Description Incorporated By Reference Filed Herewith Form Date Number 3.1 Restated Certificate of Incorporation of Rollins, Inc., dated July 28, 1981 10-Q August 1, 2005 (3)(i)(A) 3.2 Certificate of Amendment of Certificate of Incorporation of Rollins, Inc., dated August 20, 1987 10-K March 11, 2005 (3)(i)(B) 3.3 Certificate of Change of Location of Registered Office and of Registered Agent, dated March 22, 1994 10-Q August 1, 2005 (3)(i)(C) 3.4 Certificate of Amendment of Certificate of Incorporation of Rollins, Inc., dated April 26, 2011 10-K February 25, 2015 (3)(i)(E) 3.5 Certificate of Amendment of Certificate of Incorporation of Rollins, Inc., dated April 28, 2015 10-Q July 29, 2015 (3)(i)(F) 3.6 Certificate of Amendment of Certificate of Incorporation of Rollins, Inc., dated April 23, 2019 10-Q April 26, 2019 (3)(i)(G) 3.7 Certificate of Amendment of Certificate of Incorporation of Rollins, Inc., dated April 27, 2021 10-Q July 30, 2021 (3)(i)(H) 3.8 Amended and Restated By-laws of Rollins, Inc., dated July 23, 2024 10-Q July 25, 2024 3.8 4.1 Form of Common Stock Certificate of Rollins, Inc . 10-K March 26, 1999 (4) 4.2 Description of Registrant’s Securities X 4.3 Indenture, dated as of February 24, 2025, among Rollins, Inc., the subsidiary guarantors party thereto from time to time and Regions Bank, as trustee. 8-K February 24, 2025 4.1 4.4 Registration Rights Agreement, dated as of February 24, 2025, among Rollins, Inc., the subsidiary guarantors party thereto, BofA Securities, Inc., J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC. 8-K February 24, 2025 4.2 4.5 Form of Note for Rollins, Inc.’s 5.25% Senior Notes due 2035 (attached as Exhibit A to the Indenture filed as Exhibit 4.3 to this Annual Report on Form 10-K). 8-K February 24, 2025 4.3 4.6 First Supplemental Indenture, dated as of March 21, 2025, among Rollins, Inc., the subsidiary guarantors party thereto and Regions Bank, as trustee. 8-K March 21, 2025 4.2 10.1* 2018 Stock Incentive Plan DEF 14A March 21, 2018 Appendix A 10.2* Offer Letter dated July 25, 2022, between Kenneth D. Krause and the Company 10-Q October 27, 2022 10.19 10.3 Credit Agreement, dated as of February 24, 2023, among Rollins, as borrower, certain other subsidiaries of Rollins from time to time party thereto as borrowers, each lender from time to time party thereto and JPMorgan Chase, N.A., as administrative agent. 8-K February 27, 2023 10.1 10.4 Registration Rights Agreement, dated as of June 5, 2023 between Rollins, Inc. and LOR, Inc. S-3 June 5, 2023 4.11 10.5* Form of Indemnification Agreement entered into by the registrant with each of its executive officers and directors 10-K February 13, 2025 10.5 10.6* Form of Change-in-Control Severance and Restrictive Covenant Agreement entered into by the registrant with each of its executive officers 10-K February 13, 2025 10.6 10.7* Rollins, Inc. Amended and Restated Deferred Compensation Plan 10-K February 13, 2025 10.7 85 Table of Contents 10.8* Form of Time-Lapse Restricted Stock Agreement 10-Q April 27, 2012 10.1 10.9* Form of Time-Lapse Restricted Stock Agreement for Section 16 Reporting Persons 10-Q October 27, 2022 10.18 10.10* Form of Rollins, Inc. Performance Share Unit Award Agreement 10-K February 15, 2024 10.1 10.11* Form of 2024 Time-Lapse Restricted Stock Agreement for Section 16 Reporting Persons 10-K February 15, 2024 10.23 10.12* Form of 2024 Rollins Inc. Performance Share Unit Award Agreement 10-K February 15, 2024 10.24 10.13* Form of 2025 Time-Lapse Restricted Stock Agreement for Section 16 Reporting Persons 10-K February 13, 2025 10.13 10.14* Form of 2025 Rollins Inc. Performance Share Unit Award Agreement 10-K February 13, 2025 10.14 10.15* Form of 2026 Time-Lapse Restricted Stock Agreement for Section 16 Reporting Persons X 10.16* Form of 2026 Rollins Inc. Performance Share Unit Award Agreement X 10.17* Rollins, Inc. 2026 Executive Bonus Agreement–Thomas D. Tesh X 10.18* Rollins, Inc. 2026 Executive Bonus Agreement–John F. Wilson X 10.19* Rollins, Inc. 2026 Executive Bonus Agreement–Jerry E. Gahlhoff, Jr. X 10.20* Rollins, Inc. 2026 Executive Bonus Agreement–Kenneth D. Krause X 10.21* Rollins, Inc. 2026 Executive Bonus Agreement–Elizabeth B. Chandler X 10.22* Rollins, Inc. 2025 Executive Bonus Agreement–John F. Wilson 10-K February 13, 2025 10.20 10.23* Rollins, Inc. 2025 Executive Bonus Agreement–Jerry E. Gahlhoff, Jr. 10-K February 13, 2025 10.21 10.24* Rollins, Inc. 2025 Executive Bonus Agreement–Kenneth D. Krause 10-K February 13, 2025 10.22 10.25* Rollins, Inc. 2025 Executive Bonus Agreement–Elizabeth B. Chandler 10-K February 13, 2025 10.23 10.26* Rollins, Inc. 2025 Executive Bonus Agreement–Thomas D. Tesh 10-K February 13, 2025 10.24 10.27 Form of Commercial Paper Dealer Agreement between Rollins, Inc., as issuer and the applicable Dealer party thereto. 8-K March 21, 2025 10.1 10.28 Amendment No. 1 to Credit Agreement dated as of March 21, 2025, by and among Rollins, Inc. the Lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent. 8-K March 21, 2025 10.2 19.1 Rollins, Inc. Insider Trading Policy 10-K February 13, 2025 19.1 21 Subsidiaries of Registrant X 23.1 Consent of Deloitte & Touche LLP, Independent Registered Public Accounting Firm X 24 Powers of Attorney for Directors X 31.1 Certification of Chief Executive Officer Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 X 31.2 Certification of Chief Financial Officer Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 X 32.1** Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 X 97.1 Rollins, Inc. Incentive-Based Compensation Recovery Policy, effective as of October 2, 2023 10-K February 15, 2024 97.10 101.INS Inline XBRL Instance Document X 101.SCH Inline XBRL Schema Document X 101.CAL Inline XBRL Calculation Linkbase Document X 101.LAB Inline XBRL Labels Linkbase Document X 101.PRE Inline XBRL Presentation Linkbase Document X 86 Table of Contents 101.DEF Inline XBRL Definition Linkbase Document X 104 Cover Page Interactive Data File (embedded with the Inline XBRL document) X
  • Indicates management contract or compensatory plan or arrangement. ** This certification is deemed furnished, and not filed, with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of Rollins, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing. Item 16. Form 10-K Summary None. 87 Table of Contents SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. ROLLINS, INC. By: /s/ Jerry E. Gahlhoff, Jr. Jerry E. Gahlhoff, Jr. President and Chief Executive Officer (Principal Executive Officer) Date: February 12, 2026 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. By: /s/ Jerry E. Gahlhoff, Jr. By: /s/ Kenneth D. Krause Jerry E. Gahlhoff, Jr. Kenneth D. Krause President and Chief Executive Officer Executive Vice President and Chief Financial Officer (Principal Executive Officer) (Principal Financial Officer) Date: February 12, 2026 Date: February 12, 2026 By: /s/ William W. Harkins William W. Harkins Chief Accounting Officer (Principal Accounting Officer) Date: February 12, 2026 The Directors of Rollins, Inc. (listed below) executed a power of attorney appointing Jerry E. Gahlhoff, Jr. their attorney-in-fact, empowering him to sign this report on their behalf. Gary W. Rollins, Executive Chairman Emeritus John F. Wilson, Executive Chairman of the Board Louise S. Sams, Lead Director Susan R. Bell, Director Donald P. Carson, Director Paul D. Donahue, Director Patrick J. Gunning, Director P. Russell Hardin, Director Dale E. Jones, Director Gregory B. Morrison, Director Pamela R. Rollins, Director /s/ Jerry E. Gahlhoff, Jr. Jerry E. Gahlhoff, Jr. As Attorney-in-Fact & Director February 12, 2026 88 Table of Contents ROLLINS, INC. AND SUBSIDIARIES INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULE The following documents are filed as part of this report. Financial statements and reports Page Number From This Form 10-K Management’s Report on Internal Control Over Financial Reporting 40 Reports of Independent Registered Public Accounting Firm (PCAOB ID Number 34 ) 42 Consolidated Financial Statements Consolidated Statements of Financial Position as of December 31, 202 5 and 20 24 43 Consolidated Statements of Income for each of the three years in the period ended December 31, 20 25 44 Consolidated Statements of Comprehensive Income for each of the three years in the period ended December 31, 202 5 45 Consolidated Statements of Stockholders’ Equity for each of the three years in the period ended December 31, 202 5 46 Consolidated Statements of Cash Flows for each of the three years in the period ended December 31, 202 5 47 Notes to Consolidated Financial Statements 48 Financial Statement Schedules All schedules have been omitted as not applicable, immaterial or disclosed in the Consolidated Financial Statements or notes thereto. 89
More from ROL’s filings:Business OverviewRisk Factors