dxpe-20260805
0001020710false00010207102026-08-062026-08-06

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported):  August 5, 2026
Commission file number 0-21513
DXP Enterprises, Inc.
(Exact name of registrant as specified in its charter)

Texas76-0509661
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification Number)
5301 Hollister(713)996-4700
Houston, Texas77040
(Address of principal executive offices)(Registrant’s telephone number, including area code)
_________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of Each ClassTrading SymbolName of Exchange on which Registered
Common Stock par value $0.01DXPENASDAQ Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company    ⃞
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  




ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The following information is furnished pursuant to Regulation FD.
On August 5, 2026, DXP Enterprises, Inc., issued a press release announcing financial results for the second quarter ended June 30, 2026. A copy of the release is furnished herewith as Exhibit 99.1, and incorporated herein by reference. Such exhibit (i) is furnished pursuant to Item 2.02 of Form 8-K, (ii) is not to be considered "filed" under the Securities Exchange Act of 1934, as amended (the "Exchange Act") and (iii) shall not be incorporated by reference into any previous or future filings made by or to be made by the Company with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act.





ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
99.1     Press Release dated August 5, 2026 announcing the earnings results for the second quarter ended June 30, 2026.



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
DXP ENTERPRISES, INC.
(Registrant)
By:/s/ Kent Yee
Kent Yee
Senior Vice President/Finance and Chief Financial Officer
By:/s/ David Molero Santos
David Molero Santos
Vice President/Finance and Chief Accounting Officer
Dated:August 6, 2026




INDEX TO EXHIBITS
Introductory Note: The following exhibit is furnished pursuant to Item 2.02 of Form 8-K and is not to be considered “filed” under the Exchange Act and shall not be incorporated by reference into any of the Company’s previous or future filings under the Securities Act or the Exchange Act.
Exhibit No.Description
99.1


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NEWS RELEASE
CONTACT: Kent Yee
Senior Vice President, CFO
713-996-4700
www.dxpe.com

DXP ENTERPRISES, INC. REPORTS SECOND QUARTER 2026 RESULTS

$226.6 million in cash
$576.5 million in sales, a 15.6 percent year-over-year increase
GAAP diluted EPS of $1.76
$70.4 million in earnings before interest, taxes, depreciation & amortization and other non-cash charges ("Adjusted EBITDA")
Free cash flow of $29.8 million, compared to $8.3 million last year
Completed four acquisitions through Q2

Houston, TX – August 5, 2026 – DXP Enterprises, Inc. ("DXP" or the "Company") (NASDAQ: DXPE) today announced financial results for the second quarter ended June 30, 2026. The following are results for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. A reconciliation of the non-GAAP financial measures can be found in the back of this press release.

Second Quarter 2026 Financial Highlights:

Sales increased 15.6 percent to $576.5 million compared to $498.7 million for the second quarter of 2025.
Net income increased 21.6 percent for the second quarter to $28.7 million, compared to $23.6 million for the second quarter of 2025.
Earnings per diluted share for the second quarter was $1.76 based upon 16.3 million diluted shares, compared to $1.43 earnings per diluted share in the second quarter of 2025, based on 16.5 million diluted shares.
Adjusted EBITDA for the second quarter was $70.4 million compared to $57.3 million for the second quarter of 2025, an increase of 22.8 percent. Adjusted EBITDA as a percentage of sales, or Adjusted EBITDA margin, was 12.2 percent and 11.5 percent, respectively.
Cash flow from operating activities for the second quarter was $32.4 million, compared to $18.6 million for the second quarter of 2025.
Free Cash Flow (cash flow from operating activities less capital expenditures) for the second quarter was $29.8 million, compared to $8.3 million for second quarter of 2025.

Business segment financial highlights:

Service Centers’ revenue for the second quarter was $367.9 million, an increase of 8.3 percent year-over-year, with a 14.7 percent operating income margin.
Innovative Pumping Solutions’ revenue for the second quarter was $142.7 million, an increase of 52.6 percent year-over-year, with a 18.7 percent operating income margin.
Supply Chain Services’ revenue for the second quarter was $65.8 million, an increase of 0.6 percent year-over-year, with a 9.9 percent operating income margin.

David R. Little, Chairman and Chief Executive Officer commented, "DXP delivered a strong second quarter and first half of 2026, with sales of $576.5 million, diluted earnings per share of $1.76, Adjusted EBITDA of $70.4 million, growing 22.8 percent, and free cash flow of $29.8 million. Our results reflect continued execution of our growth strategy, solid organic performance, contribution from recent acquisitions, and sustained strength in EBITDA margins. During the quarter, organic sales were $526.6 million, while acquisitions contributed $49.8 million in sales. We also saw continued strength across our business segments, with Service Centers generating $367.9 million in sales, Innovative Pumping Solutions generating $142.7 million, and Supply Chain Services generating $65.8 million. While the macro environment remains uncertain, including fiscal uncertainty, cautious central bank policies, market volatility, and geopolitical concerns, we believe DXP is well positioned to finish the second half of 2026 with momentum. We remain focused on executing our strategic initiatives, integrating and pursuing acquisitions, generating strong cash flow, and positioning the Company for continued growth in 2027. Overall, we are pleased with our performance, proud of the progress DXP continues to make, and grateful to our customers, suppliers, shareholders, and all of our DXPeople."



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Kent Yee, Chief Financial Officer and Senior Vice President, remarked, "Our second quarter sales and adjusted EBITDA continue to set new high watermarks. Specifically, this quarter reflects continued execution of our strategic goals and the confidence we have in our balanced mix of business, tremendous teams, and a strong balance sheet to support our key initiatives. DXP performed well in the second quarter with $576.5 million in sales. We closed four acquisitions through the first half of the year and look forward to closing more during the second half of 2026. Total debt outstanding as of June 30, 2026, was $842.5 million. DXP’s secured leverage ratio or net debt to EBITDA ratio was 2.30:1.0 with a covenant EBITDA of $267.3 million for the last twelve months ending June 30, 2026. We expect to finish fiscal year 2026 with strong momentum."

Conference Call Information

DXP Enterprises, Inc. management will host a conference call, August 6, 2026, at 10:30 a.m. Central Time, to discuss the Company’s financial results. The conference call may be accessed by going to https://ir.dxpe.com.

Interested investors and other parties can listen to a webcast of the live conference call by logging onto the Investor Relations section of the Company's website at https://ir.dxpe.com. The online replay will be available on the same website immediately following the call. A slide presentation highlighting the Company’s results and key performance indicators will also be available on the Investor Relations section of the Company’s website.

To learn more about DXP Enterprises, Inc., please visit the Company's website at https://www.dxpe.com.

About DXP Enterprises, Inc.

DXP Enterprises, Inc. is a leading products and service distributor that adds value and total cost savings solutions to industrial customers throughout North America. DXP provides innovative pumping solutions, supply chain services and maintenance, repair, operating and production ("MROP") services that emphasize and utilize DXP’s vast product knowledge and technical expertise in rotating equipment, bearings, power transmission, metal working, industrial supplies and safety products and services. DXP's breadth of MROP products and service solutions allows DXP to be flexible and customer-driven, creating competitive advantages for our customers. DXP’s business segments include Service Centers, Innovative Pumping Solutions and Supply Chain Services. For more information, go to www.dxpe.com.

Non-GAAP Financial Measures

DXP supplements reporting of net income with certain non-GAAP measurements, including EBITDA, Adjusted EBITDA, EBITDA Margin, Adjusted EBITDA Margin, Free Cash Flow, Adjusted Net Income, and Adjusted Diluted EPS. This supplemental information should not be considered in isolation or as a substitute for the unaudited GAAP measurements. Additional information regarding EBITDA, Adjusted EBITDA, EBITDA Margin, Adjusted EBITDA Margin, Free Cash Flow, Adjusted Net Income, Adjusted Diluted EPS, and net debt referred to in this press release are included below under "Unaudited Reconciliation of Non-GAAP Financial Information".

The Company believes EBITDA provides additional information about: (i) operating performance, because it assists in comparing the operating performance of the business, as it removes the impact of non-cash depreciation and amortization expense as well as items not directly resulting from core operations such as interest expense and income taxes and (ii) the performance and the effectiveness of operational strategies. Additionally, EBITDA performance is a component of a measure of the Company’s financial covenants under its credit facilities. Furthermore, some investors use EBITDA as a supplemental measure to evaluate the overall operating performance of companies in the industry. Management believes that some investors’ understanding of performance is enhanced by including this non-GAAP financial measure as a reasonable basis for comparing ongoing results of operations. By providing this non-GAAP financial measure, together with a reconciliation to its most directly comparable GAAP financial measure, the Company believes it is enhancing investors’ understanding of the business and results of operations, as well as assisting investors in evaluating how well the Company is executing strategic initiatives. Free Cash Flow reconciles to the most directly comparable GAAP financial measure of cash flows from operations as provided below. We believe Free Cash Flow is an important liquidity metric because it measures, during a given period, the amount of cash generated that is available to fund acquisitions, make investments, repay debt obligations, repurchase shares of the Company's common stock, and for certain other activities. Adjusted Net Income reconciles to the most directly comparable GAAP financial measure of Net Income as provided below. We believe Adjusted Net Income is important because it provides the investor with further clarity around Net Income excluding the impact of unique or one-time items during the respective period.

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713-996-4700
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Information Related to Forward-Looking Statements

The Private Securities Litigation Reform Act of 1995 provides a “safe-harbor” for forward-looking statements. Certain information included in this press release (as well as information included in oral statements or other written statements made by or to be made by the Company) contains statements that are forward-looking. These forward-looking statements include, without limitation, those about the Company’s expectations regarding the Company's expectations regarding the filing of the Form 10-Q; the description of the anticipated changes in the Company's consolidated balance sheet and the results of operations and the Company's assessment of the impact of such anticipated changes; the Company’s business, the Company’s future profitability, cash flow, liquidity, and growth. Such forward-looking information involves important risks and uncertainties that could significantly affect anticipated results in the future; and accordingly, such results may differ from those expressed in any forward-looking statement made by or on behalf of the Company. These risks and uncertainties include, but are not limited to: the effectiveness of management’s strategies and decisions; our ability to implement our internal growth and acquisition growth strategies; general economic and business conditions specific to our primary customers; changes in government regulations; our ability to effectively integrate businesses we may acquire; new or modified statutory or regulatory requirements; availability of materials and labor; inability to obtain or delay in obtaining government or third-party approvals and permits; non-performance by third parties of their contractual obligations; unforeseen hazards such as weather conditions, acts of war or terrorist acts and the governmental or military response thereto; cyber-attacks adversely affecting our operations; other geological, operating and economic considerations and declining prices and market conditions, including supply or demand for maintenance, repair and operating products, equipment and service; inability of the Company or its independent auditors to complete the work necessary in order to file the Form 10-Q in the expected time frame; unanticipated changes to the Company's operating results in the Form 10-Q as filed or in relation to prior periods, including as compared to the anticipated changes stated here; unanticipated impact of such changes and its materiality; ability to obtain needed capital, dependence on existing management, leverage and debt service, domestic or global economic conditions, ability to manage changes and the continued health or availability of management personnel and changes in customer preferences and attitudes. In some cases, you can identify forward-looking statements by terminology such as, but not limited to, “may,” “will,” “should,” “intend,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “goal,” or “continue” or the negative of such terms or other comparable terminology. More information on these risks and other potential factors that could affect the Company’s business and financial results is included in the Company’s filings with the Securities and Exchange Commission, including in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s most recently filed periodic reports on Form 10-K and Form 10-Q and subsequent filings. The Company assumes no obligation to update any forward-looking statements or information, which speak as of their respective dates.

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DXP ENTERPRISES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
($ thousands, except share amounts)

Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Sales$576,461 $498,682 $1,098,119 $975,251 
Cost of sales393,394 340,869 746,446 667,173 
Gross profit183,067 157,813 351,673 308,078 
Selling, general and administrative expenses127,574 111,827 253,706 221,577 
Income from operations55,493 45,986 97,967 86,501 
Interest expense
16,831 14,744 33,274 29,404 
Other (income) expense, net(1,059)(354)(1,653)(1,672)
Income before income taxes39,721 31,596 66,346 58,769 
Provision for income taxes 11,013 7,984 17,660 14,568 
Net income 28,708 23,612 48,686 44,201 
Preferred stock dividend22 22 45 45 
Net income attributable to common shareholders$28,686 $23,590 $48,641 $44,156 
Net income$28,708 $23,612 $48,686 $44,201 
Foreign currency translation adjustments(1,491)2,563 (2,955)2,649 
Comprehensive income$27,217 $26,175 $45,731 $46,850 
Earnings per share:
Basic$1.85 $1.50 $3.13 $2.81 
Diluted$1.76 $1.43 $2.98 $2.67 
Weighted average common shares outstanding:
Basic15,505 15,694 15,518 15,696 
Diluted16,345 16,534 16,358 16,536 

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713-996-4700
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DXP ENTERPRISES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
($ thousands, except share amounts)

June 30, 2026December 31, 2025
ASSETS
Current assets:
Cash$226,618 $303,783 
Accounts receivable, net of allowance of $3,999 and $3,995, respectively439,938 397,502 
Inventories121,394 108,144 
Costs and estimated profits in excess of billings58,958 53,855 
Prepaid expenses and other current assets41,907 47,033 
Total current assets888,815 910,317 
Property and equipment, net120,193 114,822 
Goodwill560,526 494,561 
Other intangible assets, net116,452 81,351 
Operating lease right of use assets, net72,058 74,709 
Other long-term assets11,466 9,395 
Total assets$1,769,510 $1,685,155 
LIABILITIES AND EQUITY
Current liabilities:
Current maturities of debt$8,580 $8,580 
Trade accounts payable133,724 116,765 
Accrued wages and benefits50,855 51,180 
Customer advances12,760 15,460 
Billings in excess of costs and estimated profits21,633 15,689 
Short-term operating lease liabilities19,522 19,038 
Other current liabilities49,875 45,769 
Total current liabilities296,949 272,481 
Long-term debt, net of unamortized debt issuance costs and discounts816,365 818,476 
Long-term operating lease liabilities54,534 57,509 
Other long-term liabilities60,921 38,250 
Total long-term liabilities931,820 914,235 
Total liabilities1,228,769 1,186,716 
Commitments and Contingencies
Shareholders' equity:
Series A preferred stock, $1.00 par value; 1,000,000 shares authorized11
Series B preferred stock, $1.00 par value; 1,000,000 shares authorized15 15 
Common stock, $0.01 par value, 100,000,000 shares authorized; 20,395,157 issued and 15,505,100 outstanding at June 30, 2026 and 20,403,647 issued and 15,513,590 outstanding at December 31, 2025204 204 
Additional paid-in capital217,297 220,681 
Retained earnings526,898 478,257 
Accumulated other comprehensive loss(33,562)(30,607)
Treasury stock, at cost 4,890,057 and 4,890,057 shares, respectively(170,112)(170,112)
Total DXP Enterprises, Inc. equity540,741 498,439 
Total liabilities and equity$1,769,510 $1,685,155 
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713-996-4700
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SEGMENT DATA
($ thousands, unaudited)
Three Months Ended June 30,Six Months Ended June 30,
Sales2026202520262025
Service Centers$367,898 $339,731 $705,874 $666,806 
Innovative Pumping Solutions142,739 93,540 261,399 179,722 
Supply Chain Services65,824 65,411 130,846 128,723 
Total Sales$576,461 $498,682 $1,098,119 $975,251 
Three Months Ended June 30,Six Months Ended June 30,
Operating Income2026202520262025
Service Centers$54,165 $50,171 $103,840 $97,215 
Innovative Pumping Solutions26,661 18,642 48,333 32,049 
Supply Chain Services6,484 5,229 12,898 10,792 
Total Segments Operating Income
$87,310 $74,042 $165,071 $140,056 


RECONCILIATION OF OPERATING INCOME FOR REPORTABLE SEGMENTS
($ thousands, unaudited)
Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Income from operations for reportable segments$87,310 $74,042 $165,071 $140,056 
Adjustment for:
Amortization of intangibles
6,798 5,327 13,815 10,684 
Corporate expenses25,019 22,729 53,289 42,871 
Income from operations$55,493 $45,986 $97,967 $86,501 
Interest expense16,831 14,744 33,274 29,404 
Other (income) expense, net(1,059)(354)(1,653)(1,672)
Income before income taxes$39,721 $31,596 $66,346 $58,769 
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CONTACT: Kent Yee
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713-996-4700
www.dxpe.com

RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION
($ thousands, unaudited)

We define and calculate EBITDA as Net income attributable to DXP Enterprises, Inc., plus interest, taxes, depreciation, and amortization. We define and calculate Adjusted EBITDA as Net income attributable to DXP Enterprises, Inc., plus interest, taxes, depreciation, and amortization plus stock-based compensation expense and all other non-cash charges, adjustments, and non-recurring items. We identify the impact of all other non-cash charges, adjustments and non-recurring items because we believe these items do not directly reflect our underlying operations.

We define and calculate EBITDA Margin as EBITDA divided by sales. We define and calculate Adjusted EBITDA Margin as Adjusted EBITDA divided by sales.

The following table sets forth the reconciliation of EBITDA, EBITDA Margin, Adjusted EBITDA and Adjusted EBITDA Margin to the most comparable U.S. GAAP financial measure (in thousands):

Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Income before income taxes
$39,721 $31,596 $66,346 $58,769 
Plus: Interest expense
16,831 14,744 33,274 29,404 
Plus: Depreciation and amortization
12,203 9,490 24,254 18,624 
EBITDA$68,755 $55,830 $123,874 $106,797 
Plus: stock compensation expense1,466 1,483 3,268 2,800 
Plus: other non-recurring items(1)
155 — 1,046 235 
Adjusted EBITDA$70,376 $57,313 $128,188 $109,832 
Operating Income Margin9.6 %9.2 %8.9 %8.9 %
Net Income Margin
5.0 %4.7 %4.4 %4.5 %
EBITDA Margin11.9 %11.2 %11.3 %11.0 %
Adjusted EBITDA Margin12.2 %11.5 %11.7 %11.3 %
(1) Other non-recurring items include non-recurring costs not related to continuing business operations.



















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CONTACT: Kent Yee
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We define and calculate organic sales to include locations and acquisitions under our ownership for at least twelve months. "Acquisition Sales" are sales from acquisitions that have been under our ownership for less than twelve months and are excluded in our calculation of Organic Sales.

"Business Days" are days of the week, excluding Saturdays, Sundays, and holidays, that our locations are open during the year. Depending on the location and the season, our branches may be open on Saturdays and Sundays; however, for consistency, those days have been excluded from the calculation of Business Days.

We define and calculate Sales per Business Day as sales divided by the number of Business Days in the relevant reporting period.

We define and calculate Organic Sales per Business Day as Organic Sales divided by the number of Business Days in the relevant reporting period.

The following table sets forth the reconciliation of Acquisition Sales, Organic Sales and Organic Sales per Business Day to the most comparable U.S. GAAP financial measure (in thousands):

Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Sales by Business Segment
Service Centers$367,898 $339,731 $705,874 $666,806 
Innovative Pumping Solutions142,739 93,540 261,399 179,722 
Supply Chain Services65,824 65,411 130,846 128,723 
Total DXP Sales$576,461 $498,682 $1,098,119 $975,251 
Acquisition Sales$49,848 $24,605 $90,593 $55,717 
Organic Sales$526,613 $474,077 $1,007,526 $919,534 
Business Days6363126126
Sales per Business Day$9,150 $7,916 $8,715 $7,740 
Organic Sales per Business Day$8,359 $7,525 $7,996 $7,298 

We define and calculate free cash flow as net cash (used in) provided by operating activities less purchases of property and equipment.

The following table sets forth the reconciliation of Free Cash Flow to the most comparable GAAP financial measure (in thousands):

Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Net cash from operating activities$32,386 $18,646 $61,955 $21,619 
Less: purchases of property and equipment(2,621)(10,346)(5,915)(30,260)
Free Cash Flow$29,765 $8,300 $56,040 $(8,641)

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CONTACT: Kent Yee
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The following table is a reconciliation of adjusted net income attributable to DXP Enterprises, Inc., a non-GAAP financial measure, to net income, calculated and reported in accordance with U.S. GAAP (in thousands):

Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Net Income
$28,708 $23,612 $48,686 $44,201 
One-time non-recurring costs
155 — 1,046 235 
Adjustment for taxes
(43)— (278)(57)
Adjusted Net Income
$28,820 $23,612 $49,454 $44,379 
Weighted average common shares outstanding
Diluted16,345 16,534 16,358 16,536 
Diluted Earnings per Share $1.76 $1.43 $2.98 $2.67 
Adjusted Diluted Earnings per Share$1.76 $1.43 $3.02 $2.68 
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