UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: ~~March~~September 3130, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _______

Commission file number 1-5318

KENNAMETAL INC.

(Exact name of registrant as specified in its charter)


Pennsylvania		25-0900168
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

525 William Penn Place
Suite 3300
Pittsburgh,	Pennsylvania	15219
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (412) 248-8000

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol	Name of each exchange on which registered
Capital Stock, par value $1.25 per share	KMT	New York Stock Exchange
Preferred Stock Purchase Rights		New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of ~~April~~October 3031, 2025, 76,~~233~~093,~~564~~136 shares of the Registrant’s Capital Stock, par value $1.25 per share, were outstanding.

Table of Contents

KENNAMETAL INC.

FORM 10-Q

FOR THE THREE ~~AND NINE~~ MONTHS ENDED ~~MARCH~~SEPTEMBER 3130, 2025

TABLE OF CONTENTS

Item No.		Page No.
PART I - FINANCIAL INFORMATION
1.	Financial Statements
	Condensed Consolidated Statements of Income (Unaudited)Three and nine months ended March 31, 2025 and 2024	4
	Condensed Consolidated Statements of Income (Unaudited)Three months ended September 30, 2025 and 2024	4
	Condensed Consolidated Statements of Comprehensive Income (Unaudited)Three and nine months ended March 31, 2025 and 2024	4
	Condensed Consolidated Statements of Comprehensive Income (Unaudited)Three months ended September 30, 2025 and 2024	4
	Condensed Consolidated Balance Sheets (Unaudited)March 31, 2025 and June 30, 2024	5
	Condensed Consolidated Balance Sheets (Unaudited)September 30, 2025 and June 30, 2025	5
	Condensed Consolidated Statements of Cash Flow (Unaudited)Nine months ended March 31, 2025 and 2024	6
	Condensed Consolidated Statements of Cash Flow (Unaudited)Three months ended September 30, 2025 and 2024	6
	Notes to Condensed Consolidated Financial Statements (Unaudited)	7
2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2321
3.	Quantitative and Qualitative Disclosures About Market Risk	3431
4.	Controls and Procedures	3431
5.	Other Information	3431
PART II - OTHER INFORMATION
1.	Legal Proceedings	3532
2.	Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities	3532
6.	Exhibits	3633
Signatures		3734

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FORWARD-LOOKING INFORMATION

This Quarterly Report on Form 10-Q contains “forward-looking” statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are statements that do not relate strictly to historical or current facts. You can identify forward-looking statements by words such as “should,” “anticipate,” “estimate,” “approximate,” “expect,” “may,” “will,” “project,” “intend,” “plan,” “believe” and other words of similar meaning and expression in connection with any discussion of future operating or financial performance or events. We have also included forward-looking statements in this Quarterly Report on Form 10-Q concerning, among other things, our strategy, goals, plans and projections regarding our financial position, liquidity and capital resources, results of operations, market position and product development. These statements are based on current estimates that involve inherent risks and uncertainties. Should one or more of these risks or uncertainties materialize, or should the assumptions underlying the forward-looking statements prove incorrect, our actual results could vary materially from our current expectations. There are a number of factors that could cause our actual results to differ from those indicated in the forward-looking statements. They include: uncertainties related to changes in macroeconomic and/or global conditions, including as a result of increased inflation, tariffs, and Russia's invasion of Ukraine and the resulting sanctions on Russia; the conflict in the Middle East; other economic recession; our ability to achieve all anticipated benefits of restructuring, simplification and modernization initiatives; Commercial Excellence growth initiatives and Operational Excellence initiatives; our foreign operations and international markets, such as currency exchange rates, different regulatory environments, trade barriers, exchange controls, and social and political instability, including the conflicts in Ukraine and the Middle East; changes in the regulatory environment in which we operate, including environmental, health and safety regulations; potential for future goodwill and other intangible asset impairment charges; our ability to protect and defend our intellectual property; continuity of information technology infrastructure; competition; our ability to retain our management and employees; demands on management resources; availability and cost of the raw materials we use to manufacture our products; product liability claims; integrating acquisitions and achieving the expected savings and synergies; global or regional catastrophic events; demand for and market acceptance of our products; business divestitures; energy costs; commodity prices; labor relations; and implementation of environmental remediation matters. We provide additional information about many of the specific risks we face in the “Risk Factors” section of our Annual Report on Form 10-K and in other periodic reports we file from time to time with the Securities and Exchange Commission. We can give no assurance that any goal or plan set forth in our forward-looking statements will be achieved and readers are cautioned not to place undue reliance on such statements, which speak only as of the date made. Except as required by law, we do not intend to release publicly any revisions to forward-looking statements as a result of future events or developments.

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PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

KENNAMETAL INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

Three Months Ended March 31,

Nine Months Ended March 31,

Three Months Ended September 30,

(in thousands, except per share amounts)

2025

2024

~~2025~~

~~2024~~

Sales

~~486~~497,~~399~~974

~~515~~481,~~794~~948

~~1,450,398~~

~~1,503,591~~

Cost of goods sold

~~330~~343,~~034~~424

~~362~~330,~~532~~939

~~997,993~~

~~1,047,834~~

Gross profit

~~156~~154,~~365~~550

~~153~~151,~~262~~009

~~452,405~~

~~455,757~~

Operating expense

~~104~~113,~~013~~028

~~108~~111,~~684~~653

~~324,975~~

~~327,674~~

Restructuring and other charges, net (Note 6)

51,589

~~6,465~~611

~~7,535~~

~~10,585~~

Amortization of intangibles

2,~~703~~374

2,~~886~~718

~~8,142~~

~~8,674~~

Operating income

4437,~~060~~559

3536,~~227~~027

~~111,753~~

~~108,824~~

Interest expense

6,~~213~~186

6,~~777~~312

~~18,705~~

~~20,225~~

Other income, net

(52,~~454~~322)

(761,657)

~~(8,589)~~

~~(674)~~

Income before income taxes

4333,~~301~~695

2831,~~526~~372

~~101,637~~

~~89,273~~

Provision for income taxes

109,~~219~~064

7,~~816~~906

~~26,052~~

~~13,866~~

Net income

3324,~~082~~631

2023,~~710~~466

~~75,585~~

~~75,407~~

Less: Net income attributable to noncontrolling interests

1,~~600~~333

1,~~734~~343

~~4,052~~

~~3,266~~

Net income attributable to Kennametal

3123,~~482~~298

1822,~~976~~123

~~71,533~~

~~72,141~~

PER SHARE DATA ATTRIBUTABLE TO KENNAMETAL SHAREHOLDERS

Basic earnings per share

0.4131

0.2428

~~0.92~~

~~0.91~~

Diluted earnings per share

0.4130

0.2428

~~0.91~~

~~0.90~~

Basic weighted average shares outstanding

7776,~~037~~128

7978,~~229~~067

~~77,614~~

~~79,655~~

Diluted weighted average shares outstanding

7776,~~651~~829

7978,~~849~~657

~~78,208~~

~~80,197~~

KENNAMETAL INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

Three Months Ended March 31,

Nine Months Ended March 31,

Three Months Ended September 30,

(in thousands)

2025

2024

~~2025~~

~~2024~~

Net income

3324,~~082~~631

2023,~~710~~466

~~75,585~~

~~75,407~~

Other comprehensive income (loss), net of tax

Other comprehensive (loss) income, net of tax

Unrealized (loss) gain on derivatives designated and qualified as cash flow hedges

(258)

827

(43)

Unrealized loss on derivatives designated and qualified as cash flow hedges

(8)

(84)

Reclassification of unrealized gain on derivatives designated and qualified as cash flow hedges

(~~768~~166)

(~~159~~222)

~~(1,160)~~

~~(544)~~

Unrecognized net pension and other postretirement benefit plans (loss) gain

(1,502)

474

(886)

239

Unrecognized net pension and other postretirement benefit plans gain (loss)

646

(2,575)

Reclassification of net pension and other postretirement benefit plans loss

12,~~552~~353

12,~~066~~186

~~5,277~~

~~3,191~~

Foreign currency translation adjustments

22(3,~~880~~254)

~~(19~~35,~~143)~~036

~~919~~

~~(7,541)~~

Total other comprehensive income (loss), net of tax

21,904

(17,746)

4,977

(4,698)

Total other comprehensive (loss) income, net of tax

(429)

34,341

Total comprehensive income

5424,~~986~~202

257,~~964~~807

~~80,562~~

~~70,709~~

Less: comprehensive income attributable to noncontrolling interests

~~2,246~~709

12,~~258~~066

~~3,643~~

~~2,816~~

Comprehensive income attributable to Kennametal Shareholders

5223,~~740~~493

155,~~706~~741

~~76,919~~

~~67,893~~

The accompanying notes are an integral part of these condensed consolidated financial statements.

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KENNAMETAL INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(in thousands, except per share data)	~~March~~September 3130, 2025		June 30, ~~2024~~2025
ASSETS
Current assets:
Cash and cash equivalents	$	97103,~~467~~497	$	~~127~~140,~~971~~540
Accounts receivable, less allowance for doubtful accounts of $8,773 and $7,831, respectively	290,944		302,810
Accounts receivable, less allowance for doubtful accounts of $8,258 and $8,819, respectively	288,014		295,401
Inventories (Note 9)	~~555~~565,~~989~~194		~~514~~538,~~632~~237
Other current assets	6876,~~960~~093		5765,~~179~~092
Total current assets	1,~~013~~032,~~360~~798		1,~~002~~039,~~592~~270
Property, plant and equipment:
Land and buildings	~~426~~439,~~771~~880		~~415~~440,~~376~~187
Machinery and equipment	2,~~035~~057,~~178~~966		12,~~992~~058,~~001~~497
Less accumulated depreciation	(1,~~550~~599,~~082~~982)		(1,~~469~~578,~~314~~770)
Property, plant and equipment, net	~~911~~897,~~867~~864		~~938~~919,~~063~~914
Other assets:
Goodwill (Note 17)	~~272~~282,~~857~~545		~~271~~282,~~567~~726
Other intangible assets, less accumulated amortization of $192,700 and $184,352, respectively (Note 17)	73,348		81,421
Other intangible assets, less accumulated amortization of $177,962 and $175,501, respectively (Note 17)	64,862		67,209
Operating lease right-of-use assets	4342,~~852~~779		4845,~~142~~221
Deferred income taxes	7990,~~799~~065		7990,~~333~~473
Other	95108,~~420~~011		82100,~~640~~599
Total other assets	~~565~~588,~~276~~262		~~563~~586,~~103~~228
Total assets	$	2,~~490~~518,~~503~~924	$	2,~~503~~545,~~758~~412
LIABILITIES
Current liabilities:
Revolving and other lines of credit and notes payable (Note 11)	$	121,~~561~~405	$	~~1,377~~977
Current operating lease liabilities	12,~~195~~197		12,~~766~~187
Accounts payable	~~192~~193,~~923~~443		~~191~~195,~~541~~929
Accrued income taxes	105,~~695~~932		138,~~152~~546
Accrued expenses	4648,~~894~~252		5355,~~013~~584
Other current liabilities	~~140~~135,~~358~~749		~~144~~149,~~112~~106
Total current liabilities	~~415~~396,~~626~~978		~~415~~422,~~961~~329
Long-term debt, less current maturities (Note 10)	596,~~586~~990		~~595~~596,~~980~~788
Operating lease liabilities	3130,~~967~~997		3533,~~631~~408
Deferred income taxes	3532,~~877~~641		3632,~~171~~609
Accrued pension and postretirement benefits	~~110~~112,~~080~~890		~~109~~112,~~915~~715
Accrued income taxes	1,~~763~~956		1,~~484~~936
Other liabilities	1920,~~688~~875		20,~~017~~979
Total liabilities	1,~~211~~193,~~587~~327		1,~~215~~220,~~159~~764
Commitments and contingencies (Note 18)
EQUITY (Note 15)
Kennametal Shareholders’ Equity:
Preferred stock, no par value; 5,000 shares authorized; none issued	—		—
Capital stock, $1.25 par value; 120,000 shares authorized; 76,233 and 77,889 shares issued, respectively	95,291		97,361
Capital stock, $1.25 par value; 120,000 shares authorized; 78,083 and 76,012 shares issued, respectively	95,104		95,015
Additional paid-in capital	~~375~~365,~~368~~696		~~416~~373,~~620~~902
Retained earnings	1,~~195~~209,~~411~~917		1,~~170~~201,~~482~~755
Accumulated other comprehensive loss	(~~429~~386,~~202~~497)		(~~434~~386,~~588~~693)
Total Kennametal Shareholders’ Equity	1,~~236~~284,~~868~~220		1,~~249~~283,~~875~~979
Noncontrolling interests	4241,~~048~~377		3840,~~724~~669
Total equity	1,~~278~~325,~~916~~597		1,~~288~~324,~~599~~648
Total liabilities and equity	$	2,~~490~~518,~~503~~924	$	2,~~503~~545,~~758~~412

The accompanying notes are an integral part of these condensed consolidated financial statements.

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KENNAMETAL INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW (UNAUDITED)

	Nine Months Ended March 31,
	Three Months Ended September 30,
(in thousands)	2025		2024
OPERATING ACTIVITIES
Net income	$	7524,~~585~~631	$	7523,~~407~~466
Adjustments to reconcile to cash from operations:
Depreciation	9332,~~279~~671		9130,~~056~~839
Amortization	82,~~142~~374		82,~~674~~718
Stock-based compensation expense	188,~~329~~239		207,~~651~~937
Restructuring and other charges, net (Note 6)	71,~~535~~589		~~10,585~~611
Deferred income taxes	~~(1,917)~~7		(71,~~661~~253)
Gain on insurance recoveries	~~(7,500)~~—		—(5,000)
Other	817		131,~~511~~742
Changes in certain assets and liabilities:
Accounts receivable	107,~~516~~026		326,~~875~~605
Inventories	(4128,~~269~~027)		7(17,~~044~~455)
Accounts payable and accrued liabilities	(1413,~~140~~547)		(2622,~~014~~270)
Accrued income taxes	(112,~~668~~937)		~~(17~~1,~~459)~~976
Accrued pension and postretirement benefits	(~~5,023~~281)		(81,~~529~~195)
Other	(215,~~956~~075)		(72,~~680~~975)
Net cash flow provided by operating activities	~~129~~17,~~730~~487		~~163~~45,~~460~~746
INVESTING ACTIVITIES
Purchases of property, plant and equipment	(6722,~~506~~982)		(8424,~~240~~748)
Disposals of property, plant and equipment	~~460~~14		~~5,270~~93
Business acquisitions	—		(4,010)
Proceeds from insurance recoveries	—		4,693
Proceeds from insurance recoveries	7,193		—
Other	262		9
Other	(202)		(3,131)
Net cash flow used in investing activities	(22,706)		(19,953)
Net cash flow used in investing activities	(60,055)		(86,111)
FINANCING ACTIVITIES
Net increase in notes payable	~~944~~421		~~4,132~~—
Net increase in revolving and other lines of credit	10,200		7,500
Purchase of capital stock	(10,030)		(15,030)
Purchase of capital stock	(55,081)		(43,786)
The effect of employee benefit and stock plans and dividend reinvestment	(6,327)		(5,768)
The effect of employee benefit and stock plans and dividend reinvestment	(6,570)		(7,949)
Cash dividends paid to Shareholders	(15,136)		(15,582)
Cash dividends paid to Shareholders	(46,604)		(47,697)
Other	(3)		26
Other	(915)		(859)
Net cash flow used in financing activities	(31,075)		(36,354)
Net cash flow used in financing activities	(98,026)		(88,659)
Effect of exchange rate changes on cash and cash equivalents	(749)		2,178
Effect of exchange rate changes on cash and cash equivalents	(2,153)		(2,592)
CASH AND CASH EQUIVALENTS
Net decrease in cash and cash equivalents	(3037,~~504~~043)		(138,~~902~~383)
Cash and cash equivalents, beginning of period	~~127~~140,~~971~~540		~~106~~127,~~021~~971
Cash and cash equivalents, end of period	$	97103,~~467~~497	$	~~92,~~119,588

The accompanying notes are an integral part of these condensed consolidated financial statements.

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KENNAMETAL INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1.BASIS OF PRESENTATION

The condensed consolidated financial statements and accompanying notes included in this Quarterly Report on Form 10-Q, which include our accounts and those of our subsidiaries in which we have a controlling interest, should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the fiscal year ended June 30, ~~2024~~2025 (the “~~2024~~2025 Annual Report”). The condensed consolidated balance sheet as of June 30, ~~2024~~2025 was derived from the audited balance sheet included in our ~~2024~~2025 Annual Report. The interim statements are unaudited; however, we believe that all adjustments necessary for a fair statement of the results of the interim periods were made and all adjustments are normal recurring adjustments. The results for the ~~nine~~three months ended ~~March~~September 3130, 2025 are not necessarily indicative of the results to be expected for a full fiscal year. Unless otherwise specified, any reference to a “year” is to a fiscal year ended June 30. For example, a reference to ~~2025~~2026 is to the fiscal year ending June 30, ~~2025~~2026. When used in this Quarterly Report on Form 10-Q, unless the context requires otherwise, the terms “the Company,” “we,” “our” and “us” refer to Kennametal Inc. and its subsidiaries.

2.SUPPLEMENTAL CASH FLOW DISCLOSURES

	Nine Months Ended March 31,
	Three Months Ended September 30,
(in thousands)	2025		2024
Cash paid during the period for:
Interest	$	174,~~090~~709	$	184,~~631~~860
Income taxes	3911,~~636~~994		327,~~458~~184
Supplemental disclosure of non-cash information:
Changes in accounts payable related to purchases of property, plant and equipment	(~~346~~9,854)		(72,~~209~~827)

3. SUPPLIER FINANCE PROGRAM

We have a supplier finance program managed through two global financial institutions under which we agree to pay the financial institutions the stated amount of confirmed invoices from our participating suppliers on the invoice due date. We, or the global financial institutions, may terminate our agreements at any time upon 30 days written notice. We do not provide any forms of guarantees under these agreements. Supplier participation in the program is solely up to the supplier. We have no economic interest in a supplier’s decision to participate in the program, and their participation has no bearing on our payment terms or amounts due. The payment terms that we have with our suppliers under this program are considered commercially reasonable. As of ~~March~~September 3130, 2025 and June 30, ~~2024~~2025, the obligations outstanding that the Company has confirmed as valid to the financial institutions under the program were $1525.90 million and $2617.13 million, respectively, and were recorded within trade accounts payable.

4. FAIR VALUE MEASUREMENTS

Fair value is defined as the price that would be received on the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy consists of three levels to prioritize the inputs used in valuations, as defined below:

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

Level 3: Inputs that are unobservable.

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KENNAMETAL INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

As of ~~March~~September 3130, 2025, the fair values of our financial assets and financial liabilities are categorized as follows:

(in thousands)	Level 1		Level 2		Level 3		Total
Assets:
Derivatives (1)	$	—	$	~~245~~56	$	—	$	~~245~~56
Total assets at fair value	$	—	$	~~245~~56	$	—	$	~~245~~56
Liabilities:
Derivatives (1)	$	—	$	420	$	—	$	420
Total liabilities at fair value	$	—	$	420	$	—	$	420

As of June 30, ~~2024~~2025, the fair values of our financial assets and financial liabilities are categorized as follows:

(in thousands)	Level 1		Level 2		Level 3		Total
Assets:
Derivatives (1)	$	—	$	9188	$	—	$	9188
Total assets at fair value	$	—	$	9188	$	—	$	9188
Liabilities:
Derivatives (1)	$	—	$	8981	$	—	$	8981
Total liabilities at fair value	$	—	$	8981	$	—	$	8981

(1) Currency derivatives are valued based on observable market spot and forward rates and are classified within Level 2 of the fair value hierarchy.

There have been no changes in classification and transfers between levels in the fair value hierarchy in the current period.

5. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

As part of our financial risk management program, we use certain derivative financial instruments. We do not enter into derivative transactions for speculative purposes and, therefore, we do not hold any derivative instruments for trading purposes. We account for derivative instruments as a hedge of the related asset, liability, firm commitment or anticipated transaction, when the derivative is specifically designated and qualifies as a hedge of such items. Our objective in managing foreign exchange exposures with derivative instruments is to reduce volatility in cash flow. We measure hedge effectiveness by assessing the changes in the fair value or expected future cash flows of the hedged item.

The fair value of derivatives designated and not designated as hedging instruments in the condensed consolidated balance sheets are as follows:

(in thousands)	~~March~~September 3130, 2025		June 30, ~~2024~~2025
Derivatives designated as hedging instruments
Other current assets - range forward contracts	$	~~207~~11	$	43—
Total derivatives designated as hedging instruments	207		43
Other current liabilities - range forward contracts	—		(9)
Total derivatives designated as hedging instruments	11		(9)
Derivatives not designated as hedging instruments
Other current assets - currency forward contracts	$	3845	$	4888
Other current liabilities - currency forward contracts	(420)		(8972)
Total derivatives not designated as hedging instruments	3425		~~(41)~~16
Total derivatives	$	~~241~~36	$	27

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KENNAMETAL INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Certain currency forward contracts that hedge significant cross-border intercompany loans are considered as other derivatives and therefore do not qualify for hedge accounting. These contracts are recorded at fair value in the condensed consolidated balance sheets, with the offset to other income, net. Losses (~~Gains~~gains) ~~losses~~ related to derivatives not designated as hedging instruments have been recognized as follows:

	Three Months Ended March 31,				Nine Months Ended March 31,
	Three Months Ended September 30,
(in thousands)	2025		2024		~~2025~~		~~2024~~
Other (income) expense, net - currency forward contracts	$	(56)	$	14	$	(68)	$	43
Other expense (income), net - currency forward contracts	$	3	$	(14)

CASH FLOW HEDGES

Range forward contracts (a transaction where both a put option is purchased and a call option is sold) are designated as cash flow hedges and hedge anticipated cash flows from cross-border intercompany sales of products and services. Gains and losses realized on these contracts are recorded in accumulated other comprehensive loss and are recognized as a component of cost of goods sold when the underlying sale of products or services is recognized into earnings. The notional amount of the contracts translated into U.S. dollars at ~~March~~September 3130, 2025 and June 30, ~~2024~~2025 was $~~19.~~4.7 million and $6.4.7 million, respectively. The time value component of the fair value of range forward contracts is excluded from the assessment of hedge effectiveness.

The following represents (losses~~) gains~~, net of tax, related to cash flow hedges:

	Three Months Ended March 31,				Nine Months Ended March 31,
	Three Months Ended September 30,
(in thousands)	2025		2024		~~2025~~		~~2024~~
Unrealized (loss) gain recognized in other comprehensive income	$	(258)	$	16	$	827	$	(43)
Unrealized loss recognized in other comprehensive income	$	(8)	$	(84)

No portion of the gains or losses recognized in earnings was due to ineffectiveness and no amounts were excluded from our effectiveness testing for the three ~~and nine~~ months ended ~~March~~September 3130, 2025 and 2024.

NET INVESTMENT HEDGES

As of ~~March~~September 3130, 2025, we had certain foreign currency-denominated intercompany loans payable with total aggregate principal amounts of ¥~~409~~168.26 million and €5110.10 million, designated as net investment hedges to hedge the foreign exchange exposure of our net investment in our China-based and Euro-based subsidiaries, respectively. As of June 30, ~~2024~~2025, we had ¥~~279~~82.73 million foreign currency-denominated intercompany loans payable designated as net investment hedges to hedge the foreign exchange exposure of our net investment in our China-based subsidiaries. A loss of $10.21 million and aan immaterial gain ~~of $0.3 million~~ were recorded as a component of foreign currency translation adjustments in other comprehensive ~~income~~ (loss) for the three months ended March 31, 2025 and 2024, respectively. A loss of $0.6 million and a loss of $0.1 million were recorded as a component of foreign currency translation adjustments in other comprehensive income ~~(loss)~~ for the ~~nine~~three months ended ~~March~~September 3130, 2025 and 2024, respectively.

As of September 30, 2025, the foreign currency-denominated intercompany loans payable designated as net investment hedges consisted of:


Instrument	Notional (CNY and EUR in thousands)(2)		Notional (USD in thousands)(2)		Maturity

Foreign currency-denominated intercompany loan payable	¥	82,931	$	11,649	March 2026
Foreign currency-denominated intercompany loan payable	€	10,011	$	11,751	June 2026



Foreign currency-denominated intercompany loan payable	¥	85,695	$	12,038	August 2026

(2) Includes principal and accrued interest.

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KENNAMETAL INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

As of March 31, 2025, the foreign currency-denominated intercompany loans payable designated as net investment hedges consisted of:

Instrument	Notional (CNY and EUR in thousands)(2)		Notional (USD in thousands)(2)		Maturity
Foreign currency-denominated intercompany loan payable	¥	59,541	$	8,208	April 2025
Foreign currency-denominated intercompany loan payable	€	7,158	$	7,733	June 2025
Foreign currency-denominated intercompany loan payable	€	12,614	$	13,628	June 2025
Foreign currency-denominated intercompany loan payable	€	14,182	$	15,322	June 2025
Foreign currency-denominated intercompany loan payable	€	17,157	$	18,535	June 2025
Foreign currency-denominated intercompany loan payable	¥	93,947	$	12,952	August 2025
Foreign currency-denominated intercompany loan payable	¥	128,684	$	17,740	October 2025
Foreign currency-denominated intercompany loan payable	¥	127,022	$	17,511	February 2026

(2) Includes principal and accrued interest.

6. RESTRUCTURING AND OTHER CHARGES, NET

In ~~the~~January ~~June~~2025, ~~quarter~~we ofannounced ~~fiscal~~several ~~2024,~~actions weto ~~announced~~support anthe ~~initiative~~long-term competitiveness of the Company and to ~~streamline~~mitigate ~~our~~softer ~~cost~~market ~~structure~~conditions. Total restructuring and related charges for this program of $2215.0 6 million, compared to a target of approximately $25 million, were recorded through ~~December 31~~September 30, ~~2024~~2025, consisting of $1613.60 million in Metal Cutting and $52.56 million in Infrastructure. ~~This~~The ~~action~~Company issubstantially ~~considered~~completed ~~substantially~~the ~~complete~~closure of a facility in Greenfield, MA and the consolidation of facilities in Barcelona, Spain during 2025 as a part of these actions.

InWe ~~January~~recorded ~~2025,~~restructuring weand ~~announced~~related ~~several~~charges ~~actions~~of to$3.2 ~~support~~million for the ~~long-term~~three ~~competitiveness~~months ended September 30, 2025, which consisted of ~~the~~$3.3 ~~Company~~million in Metal Cutting and toa ~~mitigate~~reversal ~~softer~~of ~~market~~$0.1 ~~conditions~~million in Infrastructure. WeIncluded ~~expect~~in tothis ~~incur~~amount ~~pre-tax~~was restructuring related charges of ~~approximately~~ $251.6 million included in ~~connection~~cost ~~with the execution~~ of ~~these~~goods ~~actions~~sold.

We recorded restructuring and related charges of $50.86 million for the three months ended ~~March~~September 3130, ~~2025~~2024, which consisted of $~~4.3 million in Metal Cutting and $1.5 million in Infrastructure. Of this amount, restructuring-related charges of $~~0.~~2 million were included in cost of goods sold. We recorded restructuring and related charges of $7.9 million for the nine months ended March 31, 2025, which consisted of $~~6.2 million in Metal Cutting and ~~$1.7~~an ~~million~~immaterial ~~in Infrastructure. Of this~~ amount, ~~restructuring-related charges of $0.4 million were included~~ in ~~cost of goods sold~~Infrastructure.

WeAs ~~recorded restructuring and related charges~~ of ~~$6.5 million for the three months ended March~~September 3130, ~~2024~~2025, ~~which consisted of~~ $48.56 million ~~in Metal Cutting~~ and $2.02 million inof ~~Infrastructure.~~the ~~We recorded~~ restructuring ~~and~~accrual ~~related~~was ~~charges~~recorded ofin ~~$11.2 million~~other ~~for~~current ~~the~~liabilities ~~nine~~and ~~months~~other ~~ended March 31~~liabilities, ~~2024~~respectively, ~~which~~in ~~consisted~~our ofcondensed $7consolidated balance sheet.~~7 million~~ inAs ~~Metal~~of ~~Cutting~~June 30, ~~and~~2025, $311.5 0 million inand ~~Infrastructure~~$2.4 ~~Included~~million inof ~~other charges, net during~~ the ~~nine~~restructuring ~~months~~accrual ~~ended~~was ~~March 31,~~recorded ~~2024~~in isother acurrent ~~net~~liabilities ~~benefit~~and ofother ~~$0.6 million~~liabilities, ~~primarily~~respectively. ~~due~~The toamounts ~~the~~are ~~sale~~as offollows: ~~property.~~

As of March 31, 2025, $9.0 million and $2.1 million of the restructuring accrual was recorded in other current liabilities and other liabilities, respectively, in our condensed consolidated balance sheet. As of June 30, 2024, $8.4 million and $2.4 million of the restructuring accrual was recorded in other current liabilities and other liabilities, respectively. The amounts are as follows:


(in thousands)	June 30, 2025		Expense		Asset Write-Down		Translation		Cash Expenditures		September 30, 2025
Severance	$	13,394	$	924	$	—	$	15	$	(3,501)	$	10,832
Facilities	—		665		(665)		—		—		—

Total	$	13,394	$	1,589	$	(665)	$	15	$	(3,501)	$	10,832

(in thousands)	June 30, 2024		Expense		Translation		Cash Expenditures		March 31, 2025
Severance	$	10,799	$	7,535	$	144	$	(7,386)	$	11,092
Total	$	10,799	$	7,535	$	144	$	(7,386)	$	11,092

7. STOCK-BASED COMPENSATION

Stock Options

Changes in our stock options for the three months ended September 30, 2025 were as follows:


	Options	Weighted Average Exercise Price		Weighted Average Remaining Life (years)	Aggregate Intrinsic Value (in thousands)
Options outstanding, June 30, 2025	101,947	$	30.20

Exercised	—	—
Lapsed or forfeited	(87,947)	31.69
Options outstanding, September 30, 2025	14,000	$	20.87	0.4	$	1
Options vested, September 30, 2025	14,000	$	20.87	0.4	$	1
Options exercisable, September 30, 2025	14,000	$	20.87	0.4	$	1

As of September 30, 2025 and June 30, 2025, there was no unrecognized compensation cost related to options outstanding, and all options were fully vested as of September 30, 2025 and June 30, 2025.

There was no cash received from the exercise of options during the three months ended September 30, 2025 and 2024. The total intrinsic value of options exercised during the three months ended September 30, 2025 and 2024 was zero.

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KENNAMETAL INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

7. STOCK-BASED COMPENSATION

Stock Options

	Options	Weighted Average Exercise Price		Weighted Average Remaining Life (years)	Aggregate Intrinsic Value (in thousands)
Options outstanding, June 30, 2024	165,310	$	34.78
Exercised	—	—
Lapsed or forfeited	(63,363)	42.13
Options outstanding, March 31, 2025	101,947	$	30.20	0.4	$	6
Options vested, March 31, 2025	101,947	$	30.20	0.4	$	6
Options exercisable, March 31, 2025	101,947	$	30.20	0.4	$	6

As of March 31, 2025 and June 30, 2024, there was no unrecognized compensation cost related to options outstanding, and all options were fully vested as of March 31, 2025 and June 30, 2024.

There was no cash received from the exercise of options during the nine months ended March 31, 2025 and 2024. The total intrinsic value of options exercised during the nine months ended March 31, 2025 and 2024 was zero.

Restricted Stock Units – Performance Vesting and Time Vesting

Changes in our performance vesting and time vesting restricted stock units for the ~~nine~~three months ended ~~March~~September 3130, 2025 were as follows:

	Performance Vesting Stock Units	Performance Vesting Weighted Average Fair Value		Time Vesting Stock Units	Time Vesting Weighted Average Fair Value
Unvested, June 30, 2024	552,461	$	28.73	1,122,569	$	27.36
Unvested, June 30, 2025	568,332	$	24.76	1,197,215	$	25.50
Granted	~~303~~365,~~546~~215	2521.1502		~~756~~831,~~963~~312	2521.0704
Vested	(~~112~~221,~~598~~398)	3627.7227		(~~536~~541,~~640~~871)	2825.7387
Performance metric adjustments, net	(~~107~~38,~~780~~930)	3226.9828		—	—
Forfeited	(344,~~999~~805)	2623.1109		(9816,~~309~~274)	2523.6756
Unvested, March 31, 2025	600,630	$	24.81	1,244,583	$	25.51
Unvested, September 30, 2025	668,414	$	21.81	1,470,382	$	22.87

During the ~~nine~~three months ended ~~March~~September 3130, 2025 and 2024, compensation expense related to time vesting and performance vesting restricted stock units was $177.14 million and $197.84 million, respectively. Performance vesting stock units were adjusted by ~~107~~38,~~780~~930 units during the ~~nine~~three months ended ~~March~~September 3130, 2025 related to the fiscal ~~2024~~2025 performance year. As of ~~March~~September 3130, 2025, the total unrecognized compensation cost related to unvested time vesting and performance vesting restricted stock units was $2735.01 million and is expected to be recognized over a weighted average period of 12.80 years.

8. PENSION AND OTHER POSTRETIREMENT BENEFITS

The table below summarizes the components of net periodic pension expense:


	Three Months Ended September 30,
(in thousands)	2025		2024
Service cost	$	277	$	228
Interest cost	8,128		8,505
Expected return on plan assets	(9,572)		(10,662)

Amortization of prior service credit	(4)		(2)
Recognition of actuarial loss	2,922		2,102
Settlement	—		837

Net periodic pension expense	$	1,751	$	1,008

During the three months ended September 30, 2024, the Company completed the wind-up of its Canadian defined benefit pension plans and recorded a settlement charge of $0.8 million.

The table below summarizes the components of net periodic other postretirement benefit cost:


	Three Months Ended September 30,
(in thousands)	2025		2024

Interest cost	$	87	$	98
Amortization of prior service credit	(63)		(63)
Recognition of actuarial loss	31		34
Net periodic other postretirement benefit cost	$	55	$	69

The service cost component of net periodic pension expense is reported as a component of cost of goods sold and operating expense. All other components of net periodic pension expense and net periodic other postretirement benefit cost are reported as a component of other income, net.

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KENNAMETAL INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

8. PENSION AND OTHER POSTRETIREMENT BENEFITS

The table below summarizes the components of net periodic pension expense (income):

	Three Months Ended March 31,				Nine Months Ended March 31,
(in thousands)	2025		2024		2025		2024
Service cost	$	221	$	298	$	678	$	888
Interest cost	8,441		8,901		25,460		26,665
Expected return on plan assets	(10,629)		(11,156)		(31,964)		(33,442)
Amortization of transition obligation	—		19		—		57
Amortization of prior service credit	(1)		(1)		(6)		(4)
Recognition of actuarial loss	2,082		1,442		6,292		4,315
Settlement	—		—		836		—
Net periodic pension expense (income)	$	114	$	(497)	$	1,296	$	(1,521)

During the fiscal 2025 September quarter, the Company completed the wind-up of its Canadian defined benefit pension plans and recorded a settlement charge of $0.8 million.

The table below summarizes the components of net periodic other postretirement benefit cost:

	Three Months Ended March 31,				Nine Months Ended March 31,
(in thousands)	2025		2024		2025		2024
Interest cost	$	98	$	106	$	294	$	318
Amortization of prior service credit	(64)		(63)		(190)		(190)
Recognition of actuarial loss	35		35		104		106
Net periodic other postretirement benefit cost	$	69	$	78	$	208	$	234

The service cost component of net periodic pension expense (income) is reported as a component of cost of goods sold and operating expense. All other components of net periodic pension expense (income) and net periodic other postretirement benefit cost are reported as a component of other income, net.

9. INVENTORIES

We used the last-in, first-out (LIFO) method of valuing inventories for 33 percent and 3334 percent of total inventories at ~~March~~September 3130, 2025 and June 30, ~~2024~~2025, respectively. Inventory valuations under the LIFO method are based on an annual determination of quantities and costs as of June 30 of each year; therefore, the interim LIFO valuations are based on our projections of expected year-end inventory levels and costs and are subject to any final year-end LIFO inventory adjustments.

Inventories consisted of the following:

(in thousands)	~~March~~September 3130, 2025		June 30, ~~2024~~2025
Finished goods	$	~~319~~329,~~245~~202	$	~~310~~328,~~965~~243
Work in process and powder blends	~~241~~250,~~159~~392		~~216~~225,~~203~~726
Raw materials	89102,~~643~~432		7790,~~050~~257
Inventories at current cost	~~650~~682,~~047~~026		~~604~~644,~~218~~226
Less: LIFO valuation	(94116,~~058~~832)		(89105,~~586~~989)
Total inventories	$	~~555~~565,~~989~~194	$	~~514~~538,~~632~~237

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KENNAMETAL INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

10. LONG-TERM DEBT

Fixed rate debt had a fair market value of $~~565~~576.36 million and $~~545~~570.98 million at ~~March~~September 3130, 2025 and June 30, ~~2024~~2025, respectively. The Level 2 fair value is determined based on the quoted market prices for similar debt instruments as of ~~March~~September 3130, 2025 and June 30, ~~2024~~2025, respectively.

11. REVOLVING AND OTHER LINES OF CREDIT AND NOTES PAYABLE

During fiscal 2022, we entered into the Sixth Amended and Restated Credit Agreement dated as of June 14, 2022 (the Credit Agreement). The Credit Agreement is a five-year, multi-currency, revolving credit facility, which we use to augment cash from operations and as an additional source of funds. The Credit Agreement provides for revolving credit loans of up to $700.0 million for working capital, capital expenditures and general corporate purposes. The Credit Agreement allows for borrowings in U.S. dollars, euros, pounds sterling and Japanese yen. Interest payable under the Credit Agreement is based upon the type of borrowing under the facility and may be (1) Euro Interbank Offered Rate (EURIBOR), Sterling Overnight Index Average (SONIA), Tokyo Interbank Offered Rate (TIBOR) and Secured Overnight Financing Rate (SOFR) for any borrowings in euros, pounds sterling, yen, and U.S. dollars, respectively, plus an applicable margin, (2) the greater of the prime rate or the Federal Funds effective rate plus an applicable margin, or (3) fixed as negotiated by us. The Credit Agreement matures in June 2027.

The Credit Agreement requires us to comply with various restrictive and affirmative covenants, including one financial covenant: a maximum leverage ratio where debt, net of domestic cash in excess of $25 million and sixty percent of the unrestricted cash held outside of the United States, must be less than or equal to 3.75 times trailing twelve months EBITDA, adjusted for certain non-cash expenses.

As of ~~March~~September 3130, 2025, we were in compliance with all the covenants of the Credit Agreement, and there were ~~$10.2~~no ~~million of~~ borrowings outstanding and $~~689~~700.80 million of additional availability. There were no borrowings outstanding as of June 30, ~~2024~~2025.

Borrowings on other lines of credit and notes payable were $21.4 million and $1.40 million at ~~March~~September 3130, 2025 and June 30, ~~2024~~2025, respectively.

12. ENVIRONMENTAL MATTERS

The operation of our business has exposed us to certain liabilities and compliance costs related to environmental matters. We are involved in various environmental cleanup and remediation activities at certain sites associated with our current or former operations.

We establish and maintain accruals for estimated liabilities associated with certain environmental matters. At ~~March~~September 3130, 2025, the balance of such accruals was $1011.90 million, of which $1.4 million was current. At June 30, ~~2024~~2025, the balance was $11.0 million, of which $1.64 million was current.

We record a loss contingency when the available information indicates it is probable that we have incurred a liability and the amount of the loss is reasonably estimable. The likelihood of a loss with respect to a particular environmental matter is often difficult to predict, and determining a meaningful estimate of the loss or a range of loss may not be practicable based on information available. When a material loss contingency is probable but a reasonable estimate cannot be made, or when a material loss contingency is at least reasonably possible, disclosure is provided. The accruals we have established for estimated environmental liabilities represent our best current estimate of the probable and reasonably estimable costs of addressing identified environmental situations, based on our review of currently available evidence, and taking into consideration our prior experience in remediation and that of other companies, as well as public information released by the United States Environmental Protection Agency (USEPA), other governmental agencies and by the Potentially Responsible Party (PRP) groups in which we are participating. The accrued liabilities for all environmental concerns could change substantially due to factors such as the nature and extent of contamination, changes in remedial requirements, technological changes, discovery of new information, the financial strength of other PRPs, the identification of new PRPs and the involvement of and direction taken by the government or the courts on these matters.12

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KENNAMETAL INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Among other environmental laws, we are subject to the Comprehensive Environmental Response Compensation and Liability Act of 1980 (CERCLA), under which we have been identified by the USEPA or other third party as a PRP with respect to environmental remedial costs at certain Superfund sites. We have evaluated our claims and estimated liability associated with these sites based upon the best information currently available to us. We believe our environmental accruals are adequate to cover our portion of the environmental remedial costs at the sites where we have been designated a PRP, to the extent these expenses are probable and reasonably estimable.

13. INCOME TAXES

The effective income tax rates for the three months ended ~~March~~September 3130, 2025 and 2024 were 2326.69 percent and 2725.42 percent, respectively. The year-over-year change is primarily due to abenefits ~~benefit~~recorded ~~from~~in the ~~advanced~~current ~~manufacturing~~year ~~production~~quarter ~~credit~~for ~~under~~ the ~~Inflation~~advanced ~~Reduction~~manufacturing ~~Act~~production ~~recorded~~credit ~~during~~and ~~the~~a ~~current~~tax ~~year~~rate ~~quarter,~~change ~~partially~~enacted ~~offset~~in byGermany, ~~discrete~~a ~~tax~~benefit ~~benefits~~ recorded in the prior year quarter ~~related~~for tointerest ~~provision~~received to ~~return~~resolve ~~adjustments,~~an income tax dispute in India and geographical mix.

~~The~~On ~~effective~~July ~~income tax rates for the nine months ended March 31~~4, 2025 ~~and 2024 were 25.6 percent and 15.5 percent~~, ~~respectively.~~the ~~The~~One ~~year-over-year~~Big ~~change~~Beautiful isBill ~~primarily~~Act ~~due to adjustments for the nine months ended March 31~~(OBBBA), ~~2024~~which ~~that~~includes ~~include~~ a ~~$7.8~~broad ~~million~~range ~~benefit~~of ~~related to a~~ tax ~~rate~~reform ~~change enacted in Switzerland~~provisions, awas ~~$6.2 million~~signed ~~benefit~~into ~~associated~~law ~~with a change~~ in ~~unrecognized~~the ~~tax~~United ~~benefits and a $2~~States.~~9 million~~ ~~charge~~We todo ~~settle~~not ~~tax~~expect ~~litigation in Italy, which were partially offset by adjustments for~~ the ~~nine~~OBBBA ~~months~~to ~~ended~~have ~~March 31,~~a ~~2025~~material ~~that~~impact ~~include~~on ~~benefits~~our ~~from~~consolidated ~~the~~financial ~~advanced~~statements ~~manufacturing~~in ~~production credit under~~ the ~~Inflation~~current ~~Reduction~~fiscal ~~Act~~year and ~~$1.4 million~~are ~~due~~currently toevaluating ~~interest~~the ~~received~~potential toimpact ~~resolve~~it anwill ~~income~~have ~~tax~~on ~~dispute~~future ~~in India, and geographical mix~~periods.

14. EARNINGS PER SHARE

Basic earnings per share is computed using the weighted average number of shares outstanding during the period, while diluted earnings per share is calculated to reflect the potential dilution that would occur related to the issuance of capital stock under stock option grants, performance awards and restricted stock units. The difference between basic and diluted earnings per share relates solely to the effect of capital stock options, performance awards and restricted stock units.

The following table provides the computation of diluted shares outstanding for the three ~~and nine~~ months ended ~~March~~September 3130, 2025 and 2024:

Three Months Ended March 31,

Nine Months Ended March 31,

Three Months Ended September 30,

(in thousands)

2025

2024

~~2025~~

~~2024~~

Weighted-average shares outstanding during the period

7776,~~037~~128

7978,~~229~~067

~~77,614~~

~~79,655~~

Add: Unexercised stock options and unvested restricted stock units

~~614~~701

~~620~~590

~~594~~

~~542~~

Number of shares on which diluted earnings per share is calculated

7776,~~651~~829

7978,~~849~~657

~~78,208~~

~~80,197~~

Unexercised stock options with an exercise price greater than the average market price and restricted stock units not included in the computation because they were anti-dilutive

~~319~~653

~~349~~666

~~276~~

~~420~~

1413

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KENNAMETAL INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

15. EQUITY

A summary of the changes in the carrying amounts of total equity, Kennametal Shareholders’ equity and equity attributable to noncontrolling interests for the three months ended ~~March~~September 3130, 2025 and 2024 is as follows:

	Kennametal Shareholders’ Equity
(in thousands, except per share amounts)	Capital stock		Additional paid-in capital		Retained earnings		Accumulated other comprehensive loss		Non-controlling interests		Total equity
Balance as of December 31, 2024	$	96,661	$	394,394	$	1,179,385	$	(450,460)	$	40,121	$	1,260,101
Balance as of June 30, 2025	$	95,015	$	373,902	$	1,201,755	$	(386,693)	$	40,669	$	1,324,648
Net income	—		—		3123,~~482~~298		—		1,~~600~~333		3324,~~082~~631
Other comprehensive income	—		—		—		21,258		646		21,904
Other comprehensive loss	—		—		—		196		(625)		(429)
Dividend reinvestment	2		4037		—		—		—		4239
Capital stock issued under employee benefit and stock plans(3)	49		4,532		—		—		—		4,581
Capital stock issued under employee benefit and stock plans(2)	683		1,191		—		—		—		1,874
Purchase of capital stock	(~~1,421~~596)		(239,~~598~~434)		—		—		—		(2510,~~019~~030)
Cash dividends ($0.20 per share)	—		—		(15,~~456~~136)		—		—		(15,~~456~~136)
Cash dividends to non-controlling interests	—		—		—		—		(319)		(319)
Total equity, September 30, 2025	$	95,104	$	365,696	$	1,209,917	$	(386,497)	$	41,377	$	1,325,597
Total equity, March 31, 2025	$	95,291	$	375,368	$	1,195,411	$	(429,202)	$	42,048	$	1,278,916

	Kennametal Shareholders’ Equity
(in thousands, except per share amounts)	Capital stock		Additional paid-in capital		Retained earnings		Accumulated other comprehensive loss		Non-controlling interests		Total equity
Balance as of December 31, 2023	$	99,071	$	444,162	$	1,145,911	$	(401,321)	$	40,281	$	1,328,104
Balance as of June 30, 2024	$	97,361	$	416,620	$	1,170,482	$	(434,588)	$	38,724	$	1,288,599
Net income	—		—		1822,~~976~~123		—		1,~~734~~343		2023,~~710~~466
Other comprehensive loss	—		—		—		(17,270)		(476)		(17,746)
Other comprehensive income	—		—		—		33,618		723		34,341
Dividend reinvestment	2		4240		—		—		—		4442
Capital stock issued under employee benefit and stock plans(3)	18		5,851		—		—		—		5,869
Capital stock issued under employee benefit and stock plans(2)	534		1,593		—		—		—		2,127
Purchase of capital stock	(~~762~~752)		(14,~~268~~278)		—		—		—		(15,030)
Cash dividends ($0.20 per share)	—		—		(15,~~853~~582)		—		—		(15,~~853~~582)
Cash dividends to non-controlling interests	—		—		—		—		(204)		(204)
Total equity, September 30, 2024	$	97,145	$	403,975	$	1,177,023	$	(400,970)	$	40,790	$	1,317,963
Total equity, March 31, 2024	$	98,329	$	435,787	$	1,149,034	$	(418,591)	$	41,335	$	1,305,894

15(2) Net of restricted stock units delivered upon vesting to satisfy tax withholding requirements.

The amounts of comprehensive (loss) income attributable to Kennametal Shareholders and noncontrolling interests are disclosed in the condensed consolidated statements of comprehensive income.

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KENNAMETAL INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

A summary of the changes in the carrying amounts of total equity, Kennametal Shareholders’ equity and equity attributable to noncontrolling interests for the nine months ended March 31, 2025 and 2024 is as follows:

	Kennametal Shareholders’ Equity
(in thousands, except per share amounts)	Capital stock		Additional paid-in capital		Retained earnings		Accumulated other comprehensive loss		Non-controlling interests		Total equity
Balance as of June 30, 2024	$	97,361	$	416,620	$	1,170,482	$	(434,588)	$	38,724	$	1,288,599
Net income	—		—		71,533		—		4,052		75,585
Other comprehensive income	—		—		—		5,386		(409)		4,977
Dividend reinvestment	6		121		—		—		—		127
Capital stock issued under employee benefit and stock plans(3)	755		10,877		—		—		—		11,632
Purchase of capital stock	(2,831)		(52,250)		—		—		—		(55,081)
Cash dividends ($0.60 per share)	—		—		(46,604)		—		—		(46,604)
Cash dividends to non-controlling interests	—		—		—		—		(319)		(319)
Total equity, March 31, 2025	$	95,291	$	375,368	$	1,195,411	$	(429,202)	$	42,048	$	1,278,916

	Kennametal Shareholders’ Equity
(in thousands, except per share amounts)	Capital stock		Additional paid-in capital		Retained earnings		Accumulated other comprehensive loss		Non-controlling interests		Total equity
Balance as of June 30, 2023	$	99,794	$	465,406	$	1,124,590	$	(414,343)	$	38,721	$	1,314,168
Net income	—		—		72,141		—		3,266		75,407
Other comprehensive loss	—		—		—		(4,248)		(450)		(4,698)
Dividend reinvestment	7		128		—		—		—		135
Capital stock issued under employee benefit and stock plans(3)	708		11,859		—		—		—		12,567
Purchase of capital stock	(2,180)		(41,606)		—		—		—		(43,786)
Cash dividends ($0.60 per share)	—		—		(47,697)		—		—		(47,697)
Cash dividends to non-controlling interests	—		—		—		—		(202)		$	(202)
Total equity, March 31, 2024	$	98,329	$	435,787	$	1,149,034	$	(418,591)	$	41,335	$	1,305,894

(3) Net of restricted stock units delivered upon vesting to satisfy tax withholding requirements.

The amounts of comprehensive income (loss) attributable to Kennametal Shareholders and noncontrolling interests are disclosed in the condensed consolidated statements of comprehensive income.

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KENNAMETAL INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

16. ACCUMULATED OTHER COMPREHENSIVE LOSS

The components of, and changes in, accumulated other comprehensive loss (AOCL) were as follows, net of tax, for the ~~nine~~three months ended ~~March~~September 3130, 2025:

(in thousands)	Pension and other postretirement benefits		Currency translation adjustment		Derivatives		Total
Attributable to Kennametal:
Balance, June 30, 2024	$	(221,308)	$	(216,263)	$	2,983	$	(434,588)
Balance, June 30, 2025	$	(223,016)	$	(165,859)	$	2,182	$	(386,693)
Other comprehensive (loss) income before reclassifications	(887)		1,329		827		1,269
Other comprehensive income (loss) before reclassifications	646		(2,629)		(8)		(1,991)
Amounts reclassified from AOCL	52,~~277~~353		—		(~~1,160~~166)		42,~~117~~187
Net other comprehensive income (loss)	42,~~390~~999		1(2,~~329~~629)		(~~333~~174)		~~5,386~~196
AOCL, March 31, 2025	$	(216,918)	$	(214,934)	$	2,650	$	(429,202)
AOCL, September 30, 2025	$	(220,017)	$	(168,488)	$	2,008	$	(386,497)
Attributable to noncontrolling interests:
Balance, June 30, 2024	$	—	$	(8,680)	$	—	$	(8,680)
Balance, June 30, 2025	$	—	$	(7,844)	$	—	$	(7,844)
Other comprehensive loss before reclassifications	—		(~~409~~625)		—		(~~409~~625)
Net other comprehensive loss	—		(~~409~~625)		—		(~~409~~625)
AOCL, March 31, 2025	$	—	$	(9,089)	$	—	$	(9,089)
AOCL, September 30, 2025	$	—	$	(8,469)	$	—	$	(8,469)

The components of, and changes in, AOCL were as follows, net of tax, for the ~~nine~~three months ended ~~March~~September 3130, 2024:

(in thousands)	Pension and other postretirement benefits		Currency translation adjustment		Derivatives		Total
Attributable to Kennametal:
Balance, June 30, 2023	$	(215,435)	$	(202,641)	$	3,733	$	(414,343)
Balance, June 30, 2024	$	(221,308)	$	(216,263)	$	2,983	$	(434,588)
Other comprehensive income (loss) before reclassifications	239		(7,091)		(43)		(6,895)
Other comprehensive (loss) income before reclassifications	(2,575)		34,313		(84)		31,654
Amounts reclassified from AOCL	32,~~191~~186		—		(~~544~~222)		21,~~647~~964
Net other comprehensive income (loss)	3,430		(7,091)		(587)		(4,248)
Net other comprehensive (loss) income	(389)		34,313		(306)		33,618
AOCL, March 31, 2024	$	(212,005)	$	(209,732)	$	3,146	$	(418,591)
AOCL, September 30, 2024	$	(221,697)	$	(181,950)	$	2,677	$	(400,970)
Attributable to noncontrolling interests:
Balance, June 30, 2023	$	—	$	(8,139)	$	—	$	(8,139)
Balance, June 30, 2024	$	—	$	(8,680)	$	—	$	(8,680)
Other comprehensive loss before reclassifications	—		(450)		—		(450)
Other comprehensive income before reclassifications	—		723		—		723
Net other comprehensive loss	—		(450)		—		(450)
Net other comprehensive income	—		723		—		723
AOCL, March 31, 2024	$	—	$	(8,589)	$	—	$	(8,589)
AOCL, September 30, 2024	$	—	$	(7,957)	$	—	$	(7,957)

1715

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KENNAMETAL INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Reclassifications out of AOCL for the three ~~and nine~~ months ended ~~March~~September 3130, 2025 and 2024 consisted of the following:

Three Months Ended March 31,

Nine Months Ended March 31,

Three Months Ended September 30,

(in thousands)

2025

2024

~~2025~~

~~2024~~

Affected line item in the Income Statement

Gains on cash flow hedges:

Forward starting interest rate swaps

(255)

~~(766)~~

Interest expense

Currency exchange contracts

~~(762)~~35

36(42)

~~(770)~~

Cost of goods sold

Total before tax

(~~1,017~~220)

(~~219~~297)

~~(1,536)~~

~~(749)~~

Tax impact

~~249~~54

6075

~~376~~

~~205~~

Provision for income taxes

Net of tax

(~~768~~166)

(~~159~~222)

~~(1,160)~~

~~(544)~~

Pension and other postretirement benefits:

Amortization of transition obligations

—

19—

—

Other income, net

Amortization of prior service credit

(6567)

(6465)

~~(196)~~

~~(194)~~

Other income, net

Recognition of actuarial losses

2,~~117~~953

12,~~477~~136

~~6,396~~

~~4,421~~

Other income, net

Settlement

—

—837

~~836~~

—

Other income, net

Total before tax

2,~~052~~886

12,~~432~~908

~~7,036~~

~~4,284~~

Tax impact

(~~500~~533)

(~~366~~722)

~~(1,759)~~

~~(1,093)~~

Provision for income taxes

Net of tax

12,~~552~~353

12,~~066~~186

~~5,277~~

~~3,191~~

The amount of income tax allocated to each component of other comprehensive ~~income~~ (loss) income for the three months ended ~~March~~September 3130, 2025 and 2024 were as follows:

			2025						2024
(in thousands)	Pre-tax		Tax impact		Net of tax		Pre-tax		Tax impact		Net of tax
Unrealized (loss) gain on derivatives designated and qualified as cash flow hedges	$	(342)	$	84	$	(258)	$	22	$	(6)	$	16
Unrealized loss on derivatives designated and qualified as cash flow hedges	$	(11)	$	3	$	(8)	$	(112)	$	28	$	(84)
Reclassification of unrealized gain on derivatives designated and qualified as cash flow hedges	(~~1,017~~220)		~~249~~54		(~~768~~166)		(~~219~~297)		6075		(~~159~~222)
Unrecognized net pension and other postretirement benefit plans (loss) gain	(2,033)		531		(1,502)		655		(181)		474
Unrecognized net pension and other postretirement benefit plans gain (loss)	860		(214)		646		(3,469)		894		(2,575)
Reclassification of net pension and other postretirement benefit plans loss	2,~~052~~886		(~~500~~533)		12,~~552~~353		12,~~432~~908		(~~366~~722)		12,~~066~~186
Foreign currency translation adjustments	22(3,~~880~~254)		—		22(3,~~880~~254)		~~(19~~35,~~229)~~036		86—		~~(19~~35,~~143)~~036
Other comprehensive income (loss)	$	21,540	$	364	$	21,904	$	(17,339)	$	(407)	$	(17,746)
Other comprehensive (loss) income	$	261	$	(690)	$	(429)	$	34,066	$	275	$	34,341

1816

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KENNAMETAL INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

The amount of income tax allocated to each component of other comprehensive (loss) income for the nine months ended March 31, 2025 and 2024 were as follows:

			2025						2024
(in thousands)	Pre-tax		Tax impact		Net of tax		Pre-tax		Tax impact		Net of tax
Unrealized gain (loss) on derivatives designated and qualified as cash flow hedges	$	1,095	$	(268)	$	827	$	(59)	$	16	$	(43)
Reclassification of unrealized gain on derivatives designated and qualified as cash flow hedges	(1,536)		376		(1,160)		(749)		205		(544)
Unrecognized net pension and other postretirement benefit plans (loss) gain	(1,189)		303		(886)		324		(85)		239
Reclassification of net pension and other postretirement benefit plans loss	7,036		(1,759)		5,277		4,284		(1,093)		3,191
Foreign currency translation adjustments	919		—		919		(7,517)		(24)		(7,541)
Other comprehensive income (loss)	$	6,325	$	(1,348)	$	4,977	$	(3,717)	$	(981)	$	(4,698)

17. GOODWILL AND OTHER INTANGIBLE ASSETS

A summary of the carrying amount of goodwill attributable to each segment, as well as the changes in such, is as follows:

(in thousands)	Metal Cutting		Infrastructure		Total
Gross goodwill	$	~~449~~460,~~228~~387	$	633,211	$	1,~~082~~093,~~439~~598
Accumulated impairment losses	(177,661)		(633,211)		(810,872)
Balance as of June 30, 2024	$	271,567	$	—	$	271,567
Balance as of June 30, 2025	$	282,726	$	—	$	282,726
Activity for the nine months ended March 31, 2025:
Activity for the three months ended September 30, 2025:
Change in gross goodwill due to translation	~~1,290~~(181)		—		~~1,290~~(181)
Gross goodwill	~~450~~460,~~518~~206		633,211		1,~~083~~093,~~729~~417
Accumulated impairment losses	(177,661)		(633,211)		(810,872)
Balance as of March 31, 2025	$	272,857	$	—	$	272,857
Balance as of September 30, 2025	$	282,545	$	—	$	282,545

The components of our other intangible assets were as follows:

EstimatedUseful Life(in years)

~~March~~September 3130, 2025

June 30, ~~2024~~2025

(in thousands)

Gross CarryingAmount

AccumulatedAmortization

Gross CarryingAmount

AccumulatedAmortization

Technology-based and other

4 to 20

3132,~~786~~723

(2526,~~158~~464)

3132,~~715~~699

(2426,~~476~~243)

Customer-related

10 to 21

~~179~~159,~~630~~765

(~~125~~112,~~631~~752)

~~179~~159,~~529~~722

(~~120~~111,~~091~~184)

Unpatented technology

10 to 30

3126,~~490~~397

(2824,~~416~~645)

3126,~~485~~373

(2724,~~130~~281)

Trademarks

5 to 20

23,~~142~~939

(1314,~~495~~101)

23,~~044~~917

(1213,~~655~~793)

Total

~~266~~242,~~048~~824

(~~192~~177,~~700~~962)

~~265~~242,~~773~~711

(~~184~~175,~~352~~501)

18. COMMITMENTS AND CONTINGENCIES

In February 2025, MachiningCloud, Inc. filed a lawsuit against the Company in the Superior Court of the State of California alleging breach of a contract and other matters and is seeking more than $330 million in damages. The Company removed the case to federal court in the Western District of California Western Division. At this early stage of the litigation, no determination can be made with regard to the outcome of the litigation, including the probability of an unfavorable outcome. The Company intends to vigorously defend the action, including without limitation, bringing counterclaims against MachiningCloud, Inc.

19. SEGMENT DATA

We operate in two reportable segments consisting of Metal Cutting and Infrastructure. Our reportable operating segments have been determined in accordance with our internal management structure, which is organized based on operating activities, the manner in which we organize segments for allocating resources, making operating decisions and assessing performance and the availability of separate financial results. We do not allocate certain corporate expenses related to executive retirement plans, our Board of Directors, strategic initiatives, and certain other costs and report them in Corporate. Our reportable operating segments do not represent the aggregation of two or more operating segments.

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KENNAMETAL INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

19. SEGMENT DATA

METAL CUTTING The Metal Cutting segment develops and manufactures high performance tooling and metal cutting products and services and offers an assortment of standard and custom metal cutting solutions to diverse end markets, including Aerospace & Defense, General Engineering, Energy and Transportation. The products include milling, hole making, turning, threading and toolmaking systems used in the manufacture of airframes, aero engines, trucks and automobiles, ships and various types of industrial equipment. We leverage advanced manufacturing capabilities in combination with varying levels of customization to solve our customers’ toughest challenges and deliver improved productivity for a wide range of applications. Metal Cutting markets its products under the Kennametal®, WIDIA®, WIDIA Hanita® and WIDIA GTD® brands through its direct sales force, a network of independent and national distributors, integrated supplier channels and via the Internet. Application engineers and technicians are critical to the sales process and directly assist our customers with specified product design, selection, application and support.

INFRASTRUCTURE Our Infrastructure segment produces engineered tungsten carbide and ceramic components, earth-cutting tools, and advanced metallurgical powders, primarily for the Aerospace & Defense, Energy, Earthworks and General Engineering end markets. These wear-resistant products include compacts, nozzles, frac seats and custom components used in oil and gas and petrochemical industries; rod blanks and abrasive water jet nozzles for general industries; earth cutting tools and systems used in underground mining, trenching and foundation drilling and road milling; tungsten carbide powders for the oil and gas, aerospace and process industries; high temperature critical wear components, tungsten penetrators and armor solutions for aerospace and defense; and ceramics used by the packaging industry for metallization of films and papers. We combine deep metallurgical and engineering expertise with advanced manufacturing capabilities, such as 3D printing, to deliver solutions that drive improved productivity for our customers. Infrastructure markets its products primarily under the Kennametal® brand and sells through a direct sales force as well as through distributors.

	Three Months Ended March 31,				Nine Months Ended March 31,
(in thousands)	2025		2024		2025		2024
Sales:
Metal Cutting	$	304,349	$	326,561	$	899,035	$	946,237
Infrastructure	182,050		189,233		551,363		557,354
Total sales	$	486,399	$	515,794	$	1,450,398	$	1,503,591
Operating income:
Metal Cutting	$	24,900	$	30,809	$	65,308	$	88,453
Infrastructure	19,423		5,140		47,770		22,020
Corporate	(263)		(722)		(1,325)		(1,649)
Total operating income	44,060		35,227		111,753		108,824
Interest expense	6,213		6,777		18,705		20,225
Other income, net	(5,454)		(76)		(8,589)		(674)
Income before income taxes	$	43,301	$	28,526	$	101,637	$	89,273

Segment data is summarized as follows:


	Three Months Ended September 30,
(in thousands)	2025		2024
Sales:
Metal Cutting	$	310,625	$	296,900
Infrastructure	187,349		185,048
Total sales	$	497,974	$	481,948

Cost of goods sold:
Metal Cutting	$	200,775	$	187,506
Infrastructure	142,595		143,427

Operating expense:
Metal Cutting	$	86,173	$	84,571
Infrastructure	26,264		26,557

Restructuring and other charges, net:
Metal Cutting	$	1,718	$	621
Infrastructure	(129)		(10)

Amortization of intangibles:
Metal Cutting	$	396	$	380
Infrastructure	1,979		2,338

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KENNAMETAL INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


Operating income:
Metal Cutting	$	21,564	$	23,822
Infrastructure	16,639		12,734
Total segment operating income	38,203		36,556
Unallocated corporate expenses	(644)		(529)
Total operating income	$	37,559	$	36,027

Interest expense	$	6,186	$	6,312
Other income, net	(2,322)		(1,657)
Income before income taxes	$	33,695	$	31,372

Depreciation and amortization:
Metal Cutting	$	24,447	$	22,999
Infrastructure	10,598		10,558

Total depreciation and amortization	$	35,045	$	33,557







Segment assets(3):
Metal Cutting	$	1,394,560	$	1,425,968
Infrastructure	701,801		695,288
Corporate	422,563		400,673
Total assets	$	2,518,924	$	2,521,929

Capital expenditures:
Metal Cutting	$	11,615	$	16,368
Infrastructure	11,367		8,380
Total capital expenditures	$	22,982	$	24,748

(3) Metal Cutting and Infrastructure segment assets are principally accounts receivable, less allowance for doubtful accounts; inventories; property, plant and equipment, net; goodwill; other intangible assets, net of accumulated amortization; and operating lease ROU assets. Corporate assets are principally cash and cash equivalents, other current assets, long-term prepaid pension benefit, deferred income taxes and other assets.

The following table presents Kennametal's revenue disaggregated by geography:

	Three Months Ended
	March 31, 2025			March 31, 2024
	September 30, 2025			September 30, 2024
(in percentages)	Metal Cutting	Infrastructure	Total Kennametal	Metal Cutting	Infrastructure	Total Kennametal
Americas	4546%	57%	4950%	4445%	5856%	49%
Europe, the Middle East and Africa (EMEA)	3736	21	31	3936	2021	3230
Asia Pacific	18	22	2019	1719	2223	1921

	Nine Months Ended
	March 31, 2025			March 31, 2024
(in percentages)	Metal Cutting	Infrastructure	Total Kennametal	Metal Cutting	Infrastructure	Total Kennametal
Americas	45%	56%	49%	44%	58%	49%
EMEA	36	21	31	38	19	31
Asia Pacific	19	23	20	18	23	20

The following tables presents Kennametal's revenue disaggregated by end market:

	Three Months Ended March 31, 2025
(in percentages)	Metal Cutting	Infrastructure	Total Kennametal
General Engineering	53%	33%	45%
Transportation	27	—	17
Aerospace & Defense	13	10	12
Energy	7	24	13
Earthworks	—	33	13

	Three Months Ended March 31, 2024
(in percentages)	Metal Cutting	Infrastructure	Total Kennametal
General Engineering	54%	33%	46%
Transportation	26	—	17
Aerospace & Defense	13	8	11
Energy	7	24	13
Earthworks	—	35	13

	Nine Months Ended March 31, 2025
(in percentages)	Metal Cutting	Infrastructure	Total Kennametal
General Engineering	53%	33%	46%
Transportation	27	—	16
Aerospace & Defense	13	9	12
Energy	7	23	13
Earthworks	—	35	13

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KENNAMETAL INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

	Nine Months Ended March 31, 2024
(in percentages)	Metal Cutting	Infrastructure	Total Kennametal
General Engineering	54%	34%	47%
Transportation	27	—	17
Aerospace & Defense	12	7	10
Energy	7	23	13
Earthworks	—	36	13

The following table presents Kennametal's revenue disaggregated by end market:


	Three Months Ended
	September 30, 2025			September 30, 2024
(in percentages)	Metal Cutting	Infrastructure	Total Kennametal	Metal Cutting	Infrastructure	Total Kennametal
General Engineering	52%	31%	44%	53%	33%	46%
Transportation	26	—	16	27	—	16
Aerospace & Defense	14	11	13	13	8	11
Energy	8	21	13	7	23	13
Earthworks	—	37	14	—	36	14

Table of Contents

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (MD&A)

OVERVIEW

Kennametal Inc. was founded based on a tungsten carbide technology breakthrough in 1938. The Company was incorporated in Pennsylvania in 1943 as a manufacturer of tungsten carbide metal cutting tooling and was listed on the New York Stock Exchange (NYSE) in 1967. With more than 85 years of materials expertise, the Company is a global industrial technology leader, helping customers across the Aerospace & Defense, Earthworks, Energy, General Engineering and Transportation industries manufacture with precision and efficiency. This expertise includes the development and application of tungsten carbides, ceramics, super-hard materials and solutions used in metal cutting and extreme wear applications to keep customers up and running longer against conditions such as corrosion and high temperatures.

Our standard and custom product offering spans metal cutting and wear applications including turning, milling, hole making, tooling systems and services, as well as specialized wear components and metallurgical powders. End users of the Company's metal cutting products include manufacturers engaged in a diverse array of industries including: the manufacturers of transportation vehicles and components, machine tools and light and heavy machinery; airframe and aerospace components; and energy-related components for the oil and gas industry, as well as power generation. The Company’s wear and metallurgical powders are used by producers and suppliers in equipment-intensive operations such as road construction, mining, quarrying, oil and gas exploration, refining, production and supply, and for aerospace and defense.

Throughout MD&A, we refer to measures used by management to evaluate performance. We also refer to a number of financial measures that are not defined under accounting principles generally accepted in the United States of America (U.S. GAAP), including organic sales growth (decline), constant currency regional sales growth (decline) and constant currency end market sales growth (decline). We provide the definitions of these non-GAAP financial measures at the end of the MD&A section as well as details on the use and derivation of these financial measures.

Our sales of $~~486~~498.40 million for the three months ended ~~March~~September 3130, 2025 ~~decreased~~increased 63 percent from $~~515~~481.89 million in the prior year quarter, reflecting an organic sales ~~decline~~growth of 3 percent and ana ~~unfavorable~~favorable currency exchange effect of 31 percent, partially offset by a divestiture effect of 1 percent.

Operating income for the three months ended ~~March~~September 3130, 2025 was $4437.16 million compared to $3536.20 million in the prior year quarter. The year-over-year increase of $81.85 million was ~~primarily~~driven ~~due~~by topricing anand ~~advanced~~tariff ~~manufacturing~~surcharges ~~production~~and ~~credit~~incremental ~~under~~year-over-year ~~the~~restructuring ~~Inflation~~savings ~~Reduction Act~~ of approximately $108 million, ~~within~~partially ~~the~~offset ~~Infrastructure~~by ~~segment,~~higher ~~lower~~compensation ~~raw material~~ costs, ~~pricing,~~tariffs and ~~incremental~~general ~~year-over-year~~inflation, ~~restructuring~~a ~~savings~~prior ofyear ~~approximately~~benefit $6from ~~million.~~net ~~These~~insurance ~~factors~~proceeds ~~were~~of ~~partially~~$4 ~~offset~~million bythat ~~lower~~did ~~sales~~not ~~and~~repeat ~~production~~in ~~volumes,~~the ~~higher~~current ~~wages~~year and ~~general~~an ~~inflation~~increase ~~and~~in anincremental ~~unfavorable~~restructuring ~~currency~~and ~~exchange~~related ~~effect~~charges of approximately $3 million.

Operating margin for the three months ended ~~March~~September 3130, 2025 was 97.15 percent compared to 67.85 percent in the prior year quarter. The Metal Cutting and Infrastructure segments had operating margins of 86.29 percent and 108.79 percent, respectively, for the three months ended ~~March~~September 3130, 2025.

Uncertainties with respect to evolving global trade policies and tariffs have negatively affected the global economy. ~~We are currently estimating a potential exposure of approximately $80 million related to additional tariffs on an annual basis.~~ The Company's results of operations, cash flows and financial condition could be negatively impacted by a decrease in demand for our products or an inability to effectively mitigate tariff-related cost increases through pricing and sourcing strategies. These factors could also increase the potential for future impairment charges, including goodwill and other intangible asset impairments. We ~~continue~~have toexecuted ~~monitor~~tariff mitigation actions including the ~~situation~~implementation of surcharges on certain product sales and, ~~are~~where ~~working~~appropriate, torerouted ~~mitigate~~internal ~~any~~supply ~~negative~~chains. ~~impacts~~The unmitigated net effect from increased tariffs. was immaterial during the three months ended September 30, 2025.

Additionally, our business has been negatively affected by foreign currency exchange and inflationary headwinds. We have been able to partially mitigate the effects of inflation, foreign currency exchange challenges and other disruptions through price increases on our products. We cannot predict the ultimate effect of these issues on our business, operating results or financial condition, but we will continue to monitor macroeconomic conditions and attempt to mitigate the negative effect to the extent possible.

For the three months ended ~~March~~September 3130, 2025, earnings per diluted share (EPS) was $0.4130 compared to EPS of $0.2428 in the prior year quarter. ~~EPS for the three months ended March 31, 2025 was unfavorably affected by restructuring and related charges of $0.06 per share.~~

Net cash flow provided by operating activities was $~~129~~17.75 million during the ~~nine~~three months ended ~~March~~September 3130, 2025 compared to $~~163~~45.57 million during the prior year period. Capital expenditures were $6723.50 million and $8424.27 million during the ~~nine~~three months ended ~~March~~September 3130, 2025 and 2024, respectively. During the ~~nine~~three months ended ~~March~~September 3130, 2025, the Company returned $~~101~~25.71 million to shareholders through $5510.10 million in share repurchases and $4615.61 million in dividends. The Company has a long history of consistently paying dividends to shareholders since its listing on the New York Stock Exchange in 1967.

2321

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

RESULTS OF CONTINUING OPERATIONS

SALES Sales for the three months ended ~~March~~September 3130, 2025 were $~~486~~498.40 million, aan ~~decrease~~increase of $2916.40 million, or 63 percent, from $~~515~~481.89 million in the prior year quarter, reflecting an organic sales ~~decline~~growth of 3 percent and ana ~~unfavorable~~favorable currency exchange effect of 31 percent., partially offset by a divestiture effect of 1 percent.

Sales for the nine months ended March 31, 2025 were $1,450.4 million, a decrease of $53.2 million, or 4 percent, from $1,503.6 million in the prior year period. The decrease in sales was driven by an organic sales decline of 3 percent and an unfavorable currency exchange effect of 2 percent, partially offset by a favorable business days effect of 1 percent.

Our sales growth (decline) by end market and region are as follows:

Three Months Ended March 31, 2025

Nine Months Ended March 31, 2025

Three Months Ended September 30, 2025

(in percentages)

As Reported

Constant Currency(1)

~~As Reported~~

~~Constant Currency~~

End market sales growth (decline):

Aerospace & Defense

422%

720%

~~10%~~

~~11%~~

Energy

(31)

(1)

—

General Engineering

~~(8)~~—

~~(5)~~—

~~(5)~~

~~(4)~~

Transportation

~~(6)~~1

(21)

~~(7)~~

~~(4)~~

Earthworks

~~(8)~~6

~~(7)~~5

~~(6)~~

~~(7)~~

Regional sales decline:

Regional sales growth (decline):

Americas

~~(5)~~4%

~~(3)~~7%

~~(3)%~~

~~(2)%~~

Europe, the Middle East and Africa (EMEA)

~~(8)~~5

~~(4)~~—

~~(5)~~

~~(4)~~

Asia Pacific

(41)

(1)

~~(2)~~

~~(1)~~

~~GROSS PROFIT Gross profit for the three months ended March 31, 2025 was $156.4 million, an increase of $3.~~(1) ~~million~~Constant ~~from~~currency ~~$153.3~~excludes ~~million in~~ the ~~prior~~effect ~~year quarter. The increase was primarily due to an advanced manufacturing production credit under the Inflation Reduction Act~~ of ~~approximately~~divestiture ~~$10 million within the Infrastructure segment, lower raw material costs~~ and ~~pricing.~~currency ~~These factors were partially offset by lower sales and production volumes and higher wages and general inflation~~exchange. ~~Gross profit margin for the three months ended March 31, 2025 was 32.1 percent, as compared to 29.7 percent in the prior year quarter.~~

GROSS PROFIT Gross profit for the ~~nine~~three months ended ~~March~~September 3130, 2025 was $~~452~~154.46 million, aan ~~decrease~~increase of $3.45 million from $~~455~~151.80 million in the prior year ~~period~~quarter. The ~~decrease~~increase was ~~primarily~~driven ~~due~~by topricing ~~lower sales~~ and ~~production~~tariff ~~volumes~~surcharges and ~~higher~~incremental ~~wages~~year-over-year ~~and~~restructuring ~~general~~savings, ~~inflation. These factors were~~ partially offset by ~~lower~~higher ~~raw~~compensation ~~material~~ costs, ~~pricing,~~tariffs anand ~~advanced~~general ~~manufacturing~~inflation, ~~production~~and ~~credit~~a ~~under~~prior ~~the~~year ~~Inflation~~benefit ~~Reduction~~from ~~Act~~net ofinsurance ~~approximately~~proceeds of $134 million ~~within~~that ~~the~~did ~~Infrastructure~~not ~~segment,~~repeat ~~and~~in athe ~~net~~current ~~benefit of $6 million from insurance recoveries~~year. Gross profit margin for the ~~nine~~three months ended ~~March~~September 3130, 2025 was 31.20 percent, as compared to 3031.3 percent in the prior year ~~period~~quarter.

OPERATING EXPENSE Operating expense for the three months ended ~~March~~September 3130, 2025 was $~~104~~113.0 million compared to $~~108~~111.7 million for the three months ended ~~March~~September 3130, 2024. ~~Operating expense for the nine months ended March 31, 2025 was $325.0 million compared to $327.7 million for the nine months ended March 31, 2024.~~

Research and development expenses included in operating expense totaled $1110.16 million and $11.31 million for the three months ended ~~March~~September 3130, 2025 and 2024, respectively~~, and $33~~.~~2 million and $33.3 million for the nine months ended March 31, 2025 and 2024, respectively.~~

RESTRUCTURING AND OTHER CHARGES, NET In January 2025, we announced several actions to support the long-term competitiveness of the Company and to mitigate softer market conditions. ~~These~~Total ~~actions~~restructuring ~~are~~and ~~currently~~related ~~expected~~charges tofor ~~deliver~~this ~~annualized~~program ~~run~~of ~~rate~~$15.6 ~~pre-tax~~million, ~~savings~~compared to a target of approximately $1525 million, bywere ~~the~~recorded ~~end~~through ofSeptember 30, ~~fiscal~~ 2025., Weconsisting ~~expect~~of to$13.0 ~~incur~~million ~~pre-tax~~in ~~charges~~Metal ofCutting ~~approximately~~and $252.6 million in ~~connection~~Infrastructure. ~~with~~The Company substantially completed the ~~execution~~closure of a facility in Greenfield, MA and the consolidation of facilities in Barcelona, Spain during 2025 as a part of these actions.

24We recorded restructuring and related charges of $3.2 million for the three months ended September 30, 2025, which consisted of $3.3 million in Metal Cutting and a reversal of $0.1 million in Infrastructure. Included in this amount was restructuring related charges of $1.6 million included in cost of goods sold.

We recorded restructuring and related charges of $0.6 million for the three months ended September 30, 2024, which consisted of $0.6 million in Metal Cutting and an immaterial amount in Infrastructure.

INTEREST EXPENSE Interest expense for the three months ended September 30, 2025 decreased to $6.2 million compared to $6.3 million for the three months ended September 30, 2024.

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

WeOTHER ~~recorded~~INCOME, ~~restructuring~~NET ~~and~~Other ~~related~~income, ~~charges~~net ~~of $5.8 million~~ for the three months ended ~~March~~September 3130, 2025, ~~which~~was ~~consisted of~~ $42.3 million incompared ~~Metal~~to ~~Cutting and~~ $1.~~5 million in Infrastructure. Of this amount, restructuring-related charges of $0.2 million were included in cost of goods sold. We recorded restructuring and related charges of $~~7.9 million ~~for~~during the ~~nine~~three months ended ~~March~~September 3130, ~~2025, which consisted of $6~~2024.2 ~~million~~The increase in ~~Metal~~other ~~Cutting~~income ~~and~~was ~~$1.7~~primarily ~~million~~due into ~~Infrastructure.~~foreign Ofcurrency ~~this~~transaction ~~amount,~~gains ~~restructuring-related~~including ~~charges~~preferential ofexchange ~~$0.4~~rates ~~million were included~~ in ~~cost of goods sold~~Bolivia.

~~INTEREST~~PROVISION ~~EXPENSE~~FOR ~~Interest~~INCOME ~~expense~~TAXES The effective income tax rates for the three months ended ~~March~~September 3130, 2025 ~~decreased~~and to2024 $6were 26.29 ~~million~~percent ~~compared~~and ~~to $6~~25.82 ~~million~~percent, ~~for~~respectively. ~~the~~The ~~three~~year-over-year ~~months~~change ~~ended~~is ~~March 31,~~primarily ~~2024.~~due ~~Interest~~to ~~expense~~benefits ~~for~~recorded in the ~~nine~~current ~~months~~year ~~ended~~quarter ~~March 31,~~for ~~2025~~the ~~decreased~~advanced tomanufacturing ~~$18.7~~production ~~million~~credit ~~compared~~and toa ~~$20.2~~tax ~~million~~rate ~~for~~change ~~the~~enacted ~~nine~~in ~~months ended March 31~~Germany, ~~2024.~~a ~~The~~benefit ~~decrease~~recorded in ~~interest~~the ~~expense~~prior isyear ~~due~~quarter ~~primarily~~for interest received to ~~decreased~~resolve ~~amounts~~an ~~outstanding~~income ~~under~~tax ~~the~~dispute ~~Credit~~in ~~Agreement~~India and geographical mix.

~~OTHER~~On ~~INCOME~~July 4, ~~NET Other income~~2025, ~~net~~the ~~for~~One ~~the~~Big ~~three~~Beautiful ~~months~~Bill ~~ended~~Act ~~March 31~~(OBBBA), ~~2025~~which ~~was~~includes ~~$5.5~~a ~~million~~broad ~~compared~~range toof ~~$0.1~~tax ~~million~~reform ~~during the three months ended March 31~~provisions, ~~2024.~~was ~~Other~~signed ~~income,~~into ~~net~~law ~~for~~in the ~~nine~~United ~~months~~States. ~~ended~~We ~~March 31,~~do ~~2025~~not ~~was~~expect ~~$8.6~~the ~~million~~OBBBA ~~compared~~ to ~~$0.7~~have ~~million~~a ~~during~~material ~~the~~impact ~~nine~~on ~~months~~our ~~ended~~consolidated ~~March 31,~~financial ~~2024.~~statements ~~The increase~~ in ~~other~~the ~~income~~current ~~was~~fiscal ~~primarily~~year ~~due~~and toare ~~foreign~~currently ~~currency~~evaluating ~~transaction~~the ~~gains~~potential ~~including~~impact ~~preferential~~it ~~exchange~~will ~~rates~~have inon ~~Bolivia,~~future ~~partially offset by higher net periodic pension expense~~periods.

PROVISION FOR INCOME TAXES The effective income tax rates for the three months ended March 31, 2025 and 2024 were 23.6 percent and 27.4 percent, respectively. The year-over-year change is primarily due to a benefit from the advanced manufacturing production credit under the Inflation Reduction Act recorded during the current year quarter, partially offset by discrete tax benefits recorded in the prior year quarter related to provision to return adjustments, and geographical mix.

The effective income tax rates for the nine months ended March 31, 2025 and 2024 were 25.6 percent and 15.5 percent, respectively. The year-over-year change is primarily due to adjustments for the nine months ended March 31, 2024 that include a $7.8 million benefit related to a tax rate change enacted in Switzerland, a $6.2 million benefit associated with a change in unrecognized tax benefits and a $2.9 million charge to settle tax litigation in Italy, which were partially offset by adjustments for the nine months ended March 31, 2025 that include benefits from the advanced manufacturing production credit under the Inflation Reduction Act and $1.4 million due to interest received to resolve an income tax dispute in India, and geographical mix.

BUSINESS SEGMENT REVIEW

Our sales and operating income by segment are as follows:


	Three Months Ended September 30,
(in thousands)	2025		2024
Sales:
Metal Cutting	$	310,625	$	296,900
Infrastructure	187,349		185,048
Total sales	$	497,974	$	481,948
Operating income:
Metal Cutting	$	21,564	$	23,822
Infrastructure	16,639		12,734
Corporate	(644)		(529)
Total operating income	37,559		36,027
Interest expense	6,186		6,312
Other income, net	(2,322)		(1,657)
Income before income taxes	$	33,695	$	31,372

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

	Three Months Ended March 31,				Nine Months Ended March 31,
(in thousands)	2025		2024		2025		2024
Sales:
Metal Cutting	$	304,349	$	326,561	$	899,035	$	946,237
Infrastructure	182,050		189,233		551,363		557,354
Total sales	$	486,399	$	515,794	$	1,450,398	$	1,503,591
Operating income:
Metal Cutting	$	24,900	$	30,809	$	65,308	$	88,453
Infrastructure	19,423		5,140		47,770		22,020
Corporate	(263)		(722)		(1,325)		(1,649)
Total operating income	44,060		35,227		111,753		108,824
Interest expense	6,213		6,777		18,705		20,225
Other income, net	(5,454)		(76)		(8,589)		(674)
Income before income taxes	$	43,301	$	28,526	$	101,637	$	89,273

METAL CUTTING

Three Months Ended March 31,

Nine Months Ended March 31,

Three Months Ended September 30,

(in thousands, except operating margin)

2025

2024

~~2025~~

~~2024~~

Sales

~~304~~310,~~349~~625

~~326~~296,~~561~~900

~~899,035~~

~~946,237~~

Operating income

2421,~~900~~564

3023,~~809~~822

~~65,308~~

~~88,453~~

Operating margin

86.29

98.40

~~7.3~~

~~9.3~~

	Three Months Ended March 31, 2025	Nine Months Ended March 31, 2025
(in percentages)
Organic sales decline	(4)%	(5)%
Foreign currency exchange effect(1)	(3)	(2)
Business days effect(4)	—	2
Sales decline	(7)%	(5)%

	Three Months Ended March 31, 2025		Nine Months Ended March 31, 2025
(in percentages)	As Reported	Constant Currency	As Reported	Constant Currency
End market sales (decline) growth:
Aerospace & Defense	(3)%	—%	2%	3%
Energy	(2)	2	(1)	1
Transportation	(6)	(2)	(7)	(4)
General Engineering	(9)	(5)	(6)	(5)
Regional sales decline:
Americas	(4)%	(1)%	(3)%	(1)%
EMEA	(11)	(6)	(9)	(7)
Asia Pacific	(4)	(1)	(1)	—

Table of Contents

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

For the three months ended March 31, 2025, Metal Cutting sales decreased 7 percent compared to the prior year quarter. This was driven by an organic sales decline of 4 percent and an unfavorable currency exchange effect of 3 percent. Energy end market sales increased in Asia Pacific due to wind energy and to a lesser extent in the Americas, the effects of which were offset by an unfavorable currency exchange effect and a decrease in EMEA. Aerospace & Defense end market sales decreased in Asia Pacific due to lower production resulting from a customer quality issue and in the Americas due to strike impacts, the effects of which were partially offset by an increase in EMEA due to the easing of supply chain challenges and improved build rates. Transportation end market sales decreased in EMEA as a result of lower auto production rates, partially offset by an increase in Asia Pacific and the Americas due to order timing. Sales in the General Engineering end market declined in EMEA, the Americas and Asia Pacific due to lower manufacturing activity.


			Three Months Ended September 30, 2025
(in percentages)
Organic sales growth			3%
Foreign currency exchange effect(1)			2
Business days effect(4)			—


Sales growth			5%

On a regional basis, sales in the Americas declined primarily due to lower manufacturing activity in the General Engineering end market. Sales decreased in EMEA primarily as a result of the General Engineering, Transportation and Energy end markets. Sales in Asia Pacific decreased primarily due to the General Engineering and Aerospace & Defense end markets, partially offset by the Transportation and Energy end markets.


	Three Months Ended September 30, 2025
(in percentages)	As Reported	Constant Currency(1)
End market sales growth (decline) :
Aerospace & Defense	18%	16%
Energy	15	12
Transportation	1	(1)
General Engineering	2	—
Regional sales growth (decline) :
Americas	6%	6%
EMEA	6	1
Asia Pacific	(2)	(1)

~~For~~(1) ~~the~~Constant ~~three~~currency ~~months~~excludes ~~ended March 31, 2025, Metal Cutting operating income was $24.9 million compared to $30.8 million in~~ the ~~prior year quarter. The decrease in operating income was primarily due to lower sales and production volumes, an unfavorable currency exchange~~ effect of ~~approximately~~divestiture ~~$3 million~~ and ~~higher~~currency ~~wages and general inflation~~exchange. ~~These factors were partially offset by pricing, incremental year-over-year restructuring savings of approximately $4 million and lower raw material costs.~~

For the ~~nine~~three months ended ~~March~~September 3130, 2025, Metal Cutting sales ~~decreased~~increased 5 percent compared to the prior year ~~period~~quarter. This was driven by an organic sales ~~decline~~growth of 53 percent and ~~an unfavorable currency effect of 2 percent, partially offset by~~ a favorable ~~business~~currency ~~days~~exchange effect of 2 percent. Aerospace & Defense end market sales increased in the Americas, EMEA and ~~the~~Asia ~~Americas~~Pacific as a result of ~~our~~higher ~~focused~~volume ~~execution~~in ~~on our growth initiatives,~~ the ~~effects~~Americas ~~of which were partially offset by a decline in Asia Pacific due to lower economic activity~~ and ~~certain~~global ~~production~~strategic ~~challenges at our OEM customers~~focus. Energy end market sales increased ~~primarily~~ in the Americas and to a lesser extent in Asia Pacific primarily due to ~~wind~~our ~~energy~~strategic focus, the effects of which were partially offset by anlower ~~unfavorable~~market ~~currency~~activity ~~exchange~~in ~~effect~~EMEA. ~~and~~Sales ~~a decline~~ in ~~EMEA.~~the ~~Transportation~~General Engineering end market ~~sales~~increased ~~decreased~~ in EMEA and ~~the~~Asia ~~Americas~~Pacific ~~resulting~~due ~~from~~to ~~lower~~slightly ~~volumes~~higher ~~and~~industrial ~~project~~ activity, partially offset by ana ~~increase~~decrease in the Americas. Transportation end market sales decreased in Asia Pacific due to ~~increased~~project ~~auto~~timing, ~~production~~ and ~~our~~to ~~focused~~a ~~execution~~lesser onextent ~~our~~in ~~growth~~EMEA ~~initiatives.~~as ~~Sales~~a result of a decline in ~~the~~vehicle ~~General~~production, ~~Engineering~~the ~~end~~effects ~~market~~of ~~declined~~which inwere ~~EMEA,~~partially ~~the~~offset ~~Americas~~by ~~and~~favorable ~~Asia~~currency ~~Pacific~~exchange ~~due~~and toan ~~lower~~increase ~~manufacturing~~in ~~activity~~the Americas.

On a regional basis, sales in the Americas ~~decreased~~increased primarily due to ~~the~~our ~~General~~strategic ~~Engineering~~focus in Aerospace & Defense and Energy, and to a lesser extent in the Transportation end ~~markets~~market, partially offset by lower industrial activity in General Engineering. Sales ~~decreased~~increased in EMEA primarily ~~due~~as toa ~~the~~result ~~General~~of ~~Engineering~~our ~~and~~strategic ~~Transportation~~focus ~~end~~in ~~markets.~~Aerospace ~~Sales~~& inDefense ~~Asia~~and ~~Pacific~~higher ~~increased~~industrial activity in ~~the~~ General Engineering. ~~and~~Sales ~~Aerospace~~in &Asia ~~Defense~~Pacific ~~and~~decreased ~~end~~primarily ~~markets,~~due ~~the~~to ~~effects~~project oftiming ~~which~~in ~~were~~Transportation, partially offset by our strategic focus in the ~~Transportation~~Aerospace ~~end~~& ~~markets~~Defense and ~~unfavorable~~Energy ~~currency~~end ~~exchange~~markets.

For the ~~nine~~three months ended ~~March~~September 3130, 2025, Metal Cutting operating income was $6521.3 6 million compared to $8823.58 million in the prior year ~~period~~quarter. The decrease in operating income was primarily due to ~~lower~~higher ~~sales~~compensation costs, tariffs and ~~production~~general ~~volumes~~inflation, and ~~higher~~incremental ~~wages~~restructuring and ~~general~~related ~~inflation.~~charges ~~These~~of ~~factors~~approximately ~~were~~$3 million, partially offset by pricing, and tariff surcharges and incremental year-over-year restructuring savings of approximately $126 million ~~and lower raw material costs~~.

INFRASTRUCTURE

Three Months Ended March 31,

Nine Months Ended March 31,

Three Months Ended September 30,

(in thousands)

2025

2024

~~2025~~

~~2024~~

Sales

~~182~~187,~~050~~349

~~189~~185,~~233~~048

~~551,363~~

~~557,354~~

Operating income

1916,~~423~~639

512,~~140~~734

~~47,770~~

~~22,020~~

Operating margin

108.79

26.79

~~8.7~~

~~4.0~~

2724

Table of Contents

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

	Three Months Ended March 31, 2025	Nine Months Ended March 31, 2025
	Three Months Ended September 30, 2025
(in percentages)
Organic sales decline	(2)%	(1)%
Organic sales growth	3%
Foreign currency exchange effect(1)	~~(2)~~1	—
Business days effect(4)	—	—
Sales decline	(4)%	(1)%
Divestiture effect(3)	(3)
Sales growth	1%

Three Months Ended March 31, 2025

Nine Months Ended March 31, 2025

Three Months Ended September 30, 2025

(in percentages)

As Reported

Constant Currency(1)

~~As Reported~~

~~Constant Currency~~

End market sales growth (decline) :

Aerospace & Defense

2431%

28%

~~33%~~

~~34%~~

Energy

(39)

(35)

—

General Engineering

(64)

~~(4)~~—

~~(3)~~

~~(2)~~

Earthworks

~~(8)~~6

~~(7)~~5

~~(6)~~

~~(7)~~

Regional sales (decline) growth:

Regional sales growth (decline) :

Americas

~~(6)~~2%

~~(5)~~7%

~~(3)%~~

EMEA

5(3)

Asia Pacific

~~(3)~~—

~~(1)~~—

~~(3)~~

~~(2)~~

~~For~~(1) ~~the~~Constant ~~three~~currency ~~months~~excludes ~~ended March 31, 2025, Infrastructure sales decreased 4 percent from~~ the ~~prior~~effect ~~year quarter. This was driven by an organic sales decline~~ of 2divestiture ~~percent~~ and ~~an unfavorable~~ currency exchange ~~effect of 2 percent~~. Aerospace & Defense end market sales increased in EMEA and the Americas as a result of project timing and the execution of our growth initiatives. Energy end market sales decreased in the Americas due to lower global oil and gas activities as rig counts decreased year-over-year and order timing. Sales in the General Engineering end market decreased in the Americas and EMEA due to declines in industrial activity year-over-year. Earthworks end market sales decreased in the Americas due to lower mining activity, including customer mine closures and competitive pressures, partially offset by higher construction activity and an increase in sales in EMEA. Earthworks end market sales decreased in Asia Pacific due to lower customer capital investment from lower coal prices.

OnFor ~~a regional basis, sales in~~ the ~~Americas~~three ~~decreased~~months ~~due~~ended toSeptember 30, a2025, ~~decline~~Infrastructure insales ~~the~~increased ~~Earthworks~~1 ~~end~~percent ~~market~~ from ~~lower~~the ~~mining~~prior ~~activity,~~year ~~including~~quarter. ~~customer~~This ~~mine~~was ~~closures~~driven ~~and~~by ~~competitive~~an ~~pressures,~~organic assales ~~well~~growth asof in3 ~~the~~percent ~~General Engineering~~ and ~~Energy~~a ~~end~~favorable ~~markets~~currency ~~due~~exchange toeffect ~~declines~~of in1 ~~industrial~~percent, ~~activity year-over-year. This was~~ partially offset by ~~the~~a ~~execution~~divestiture effect of ~~our~~3 ~~growth~~percent. ~~initiatives in the~~ Aerospace & Defense end market. ~~Sales~~sales increased in EMEA ~~increased~~and in the ~~Aerospace~~Americas &as ~~Defense~~a ~~end~~result ~~market~~of ~~from~~project ~~order~~ timing and the execution of our ~~strategic~~growth initiatives,. asEarthworks ~~well~~end market sales increased as ana ~~increase~~result inof ~~sales~~higher global construction demand, especially in the ~~Earthworks~~Americas ~~end~~partially ~~market~~due to order timing, partially offset by a decline in Asia Pacific mining stemming from lower ~~demand~~customer capital investment from lower coal prices. Sales in the General Engineering end market ~~from~~increased in the Americas and Asia Pacific due to higher demand, offset by declines in ~~industrial~~EMEA ~~activity~~due ~~year-over-year~~to softer market conditions and order timing. ~~Sales~~Energy inend ~~Asia~~market ~~Pacific~~sales decreased ~~due~~in toEMEA aand ~~decline~~the inAmericas ~~underground~~due ~~mining~~to ~~from~~order timing and lower ~~customer~~global ~~capital~~oil ~~investment~~and asgas aactivities ~~result~~as ofrig ~~lower~~counts ~~coal~~decreased ~~prices~~year-over-year.

~~For~~On ~~the~~a ~~three~~regional ~~months~~basis, ~~ended~~sales ~~March 31,~~in ~~2025,~~the ~~Infrastructure~~Americas ~~operating~~increased ~~income~~in ~~was~~all ~~$19~~end markets except for Energy.4 ~~million~~Sales ~~compared~~in EMEA decreased due to ~~$5.1~~a ~~million~~decline in the ~~prior~~General ~~year~~Engineering ~~quarter.~~end ~~The~~market ~~increase~~from order timing and softer market conditions as well as a decline in ~~operating~~the ~~income~~Energy ~~was~~end ~~primarily~~market due to order timing. This was offset by favorable currency exchange, an ~~advanced~~Aerospace ~~manufacturing~~& ~~production~~Defense ~~credit~~end ~~under~~market ~~the~~sales ~~Inflation~~increase ~~Reduction~~driven ~~Act~~by project timing and the execution of ~~approximately~~our ~~$10~~growth ~~million~~initiatives, ~~the~~as ~~favorable~~well ~~timing~~as ofhigher ~~pricing~~Earthworks ~~compared~~end tomarket ~~raw~~sales ~~material~~from ~~costs~~higher ~~and~~global ~~incremental~~construction ~~year-over-year~~demand. ~~restructuring~~Sales ~~savings~~in Asia Pacific remained flat as a result of ~~approximately~~a $2decline ~~million.~~in ~~These~~Earthworks ~~factors~~end ~~were~~market ~~partially~~sales being offset bywith ~~lower~~an ~~sales~~increase ~~and~~in ~~production~~General ~~volumes~~Engineering.

28For the three months ended September 30, 2025, Infrastructure operating income was $16.6 million compared to $12.7 million in the prior year quarter. The increase in operating income was driven by pricing and incremental year-over-year restructuring savings of approximately $2 million, partially offset by a prior year benefit from net insurance proceeds of $4 million that did not repeat in the current year, and higher compensation costs and general inflation.

CORPORATE


	Three Months Ended September 30,
(in thousands)	2025		2024
Corporate expense	$	(644)	$	(529)

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

For the ~~nine~~three months ended ~~March~~September 3130, 2025, ~~Infrastructure~~Corporate ~~sales~~expense ~~decreased~~increased ~~1 percent compared to the prior year period. This was driven~~ by ~~an organic sales decline of~~ $0.1 ~~percent.~~million ~~Aerospace~~from ~~& Defense end market sales increased in EMEA and~~ the ~~Americas,~~prior reflecting project timing and the execution of our growth initiatives. Energy end market sales increased in Asia Pacific and the Americas primarily due to project timing, partially offset by lower global oil and gas activities as rig counts decreased year~~-over-year.~~ ~~General Engineering end market sales decreased due to industrial activity year-over-year and temporary plant shutdowns in the Americas, partially offset by an increase in Asia Pacific~~quarter. Earthworks end market sales decreased in the Americas due to lower mining activity, including customer mine closures and competitive pressures, partially offset by higher construction activity and an increase in sales in EMEA. Earthworks end market sales decreased in Asia Pacific due to lower customer capital investment from lower coal prices.

On a regional basis, sales in the Americas decreased due to a decline in the Earthworks and General Engineering end markets. This was partially offset by the execution of our growth initiatives in the Aerospace & Defense end market. Sales in EMEA increased in the Aerospace & Defense end market from order timing and execution of our strategic initiatives as well as higher Earthworks demand. This was partially offset by a decline in the General Engineering end market from declines in industrial activity year over year. Sales in Asia Pacific decreased due to a decline in underground mining from lower customer capital investment as a result of lower coal prices, partially offset by the General Engineering and Energy end markets.

For the nine months ended March 31, 2025, Infrastructure operating income was $47.8 million compared to $22.0 million in the prior year period. The increase in operating income was primarily due to the favorable timing of pricing compared to raw material costs, an advanced manufacturing production credit under the Inflation Reduction Act of approximately $13 million, a net benefit of $6 million from insurance recoveries related to the tornado that struck the Rogers, Arkansas facility late in fiscal 2024, and incremental year-over-year restructuring savings of approximately $5 million. These factors were partially offset by lower sales and production volumes and higher wages and general inflation.

CORPORATE

	Three Months Ended March 31,				Nine Months Ended March 31,
(in thousands)	2025		2024		2025		2024
Corporate expense	$	(263)	$	(722)	$	(1,325)	$	(1,649)

For the three months ended March 31, 2025, Corporate expense decreased by $0.5 million from the prior year quarter. For the nine months ended March 31, 2025, Corporate expense decreased by $0.3 million from the prior year period.

LIQUIDITY AND CAPITAL RESOURCES

Cash flow from operations is the primary source of funding for our capital expenditures. For the ~~nine~~three months ended ~~March~~September 3130, 2025, cash flow provided by operating activities was $~~129~~17.75 million.

During fiscal 2022, we entered into the Sixth Amended and Restated Credit Agreement dated as of June 14, 2022 (the Credit Agreement). The Credit Agreement is a five-year, multi-currency, revolving credit facility, which we use to augment cash from operations and as an additional source of funds. The Credit Agreement provides for revolving credit loans of up to $700.0 million for working capital, capital expenditures and general corporate purposes. The Credit Agreement allows for borrowings in U.S. dollars, euros, pounds sterling and Japanese yen. Interest payable under the Credit Agreement is based upon the type of borrowing under the facility and may be (1) Euro Interbank Offered Rate (EURIBOR), Sterling Overnight Index Average (SONIA), Tokyo Interbank Offered Rate (TIBOR), and Secured Overnight Financing Rate (SOFR) for any borrowings in euros, pounds sterling, yen, and U.S. dollars, respectively, plus an applicable margin, (2) the greater of the prime rate or the Federal Funds effective rate plus an applicable margin, or (3) fixed as negotiated by us. The Credit Agreement matures in June 2027.

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

We consider the majority of the unremitted earnings of our non-U.S. subsidiaries to be permanently reinvested. With regard to these unremitted earnings, we have not, nor do we anticipate the need to, repatriate funds to the U.S. to satisfy domestic liquidity needs arising in the ordinary course of business, including liquidity needs associated with our domestic debt service requirements. With regard to the small portion of unremitted earnings that are not indefinitely reinvested, we maintain a deferred tax liability for foreign withholding and U.S. state income taxes.

At ~~March~~September 3130, 2025, cash and cash equivalents were $97103.5 million. Total Kennametal shareholders' equity was $1,~~236~~284.92 million and total debt was $~~609~~598.14 million. Our current senior credit ratings are at investment grade levels. We believe that our current financial position, liquidity and credit ratings provide us access to the capital markets. We believe that we have sufficient resources available to meet cash requirements for the next 12 months. We continue to closely monitor our liquidity position and the condition of the capital markets, as well as the counterparty risk of our credit providers. There have been no material changes in our contractual obligations and commitments since June 30, ~~2024~~2025.

Share Repurchase Program In February 2024, the Board of Directors of the Company authorized the Company to purchase up to $200 million of the Company's common stock over a three-year period. During the ~~nine~~three months ended ~~March~~September 3130, 2025, the Company repurchased $5510 million of Kennametal common stock. ~~Inception-to-date the Company has repurchased $55 million of Kennametal common stock under the $200 million three-year program.~~

Dividends During the ~~nine~~three months ended ~~March~~September 3130, 2025, the Company paid a total of $4615.61 million in dividends to Kennametal Shareholders.

Cash Flow Provided by Operating Activities

During the ~~nine~~three months ended ~~March~~September 3130, 2025, cash flow provided by operating activities was $~~129~~17.75 million, compared to $~~163~~45.57 million for the prior year period. Cash flow provided by operating activities for the current year period consisted of net income and non-cash items amounting to an inflow of $~~194~~70.3 million and changes in certain assets and liabilities netting to an outflow of $6452.58 million. Contributing to the changes in certain assets and liabilities were an increase in inventories of $4128.30 million, aan ~~decrease~~increase in ~~accounts~~other, ~~payable~~primarily ~~and~~prepaid ~~accrued~~assets, ~~liabilities~~ of ~~$14~~15.1 million and a decrease in ~~accrued~~accounts ~~income~~payable ~~taxes~~and accrued liabilities of $1113.75 million. Partially offsetting these cash outflows was a decrease in accounts receivable of $107.50 million.

During the nine months ended March 31, 2024, cash flow provided by operating activities was $163.5 million and consisted of net income and non-cash items amounting to an inflow of $212.2 million and changes in certain assets and liabilities netting to an outflow of $48.8 million. Contributing to the changes in certain assets and liabilities were a decrease in accounts payable and accrued liabilities of $26.0 million, a decrease in accrued income taxes of $17.5 million and a decrease in accrued pension and postretirement benefits of $8.5 million. Partially offsetting these cash outflows was a decrease in inventories of $7.0 million and a decrease in accounts receivable of $3.9 million.

Cash Flow Used in Investing Activities

Cash flow used in investing activities was $60.1 million for the nine months ended March 31, 2025, compared to $86.1 million for the prior year period. During the current year period, cash flow used in investing activities included capital expenditures of $67.5 million, which consisted primarily of equipment upgrades, partially offset by proceeds from insurance recoveries of $7.2 million.

Cash flow used in investing activities was $86.1 million for the nine months ended March 31, 2024 and included capital expenditures of $84.2 million, which consisted primarily of equipment upgrades, the acquisition of a business for $4.0 million and an investment in a strategic partnership, partially offset by disposals of property, plant, and equipment of $5.3 million.

Cash Flow Used in Financing Activities

Cash flow used in financing activities was $98.0 million for the nine months ended March 31, 2025 compared to $88.7 million in the prior year period. During the current year period, cash flow used in financing activities primarily included $55.1 million in common shares repurchased, $46.6 million of cash dividends paid to Kennametal Shareholders and $6.6 million of the effect of employee benefit and stock plans and dividend reinvestment, partially offset by borrowings of $10.2 million under the Credit Agreement.

Cash flow used in financing activities was $88.7 million for the nine months ended March 31, 2024 and included $47.7 million of cash dividends paid to Kennametal Shareholders, $43.8 million in common shares repurchased and $7.9 million of the effect of employee benefit and stock plans and dividend reinvestment, partially offset by borrowings of $7.5 million under the Credit Agreement and $4.1 million in notes payable.

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

During the three months ended September 30, 2024, cash flow provided by operating activities was $45.7 million and consisted of net income and non-cash items amounting to an inflow of $61.1 million and changes in certain assets and liabilities netting to an outflow of $15.3 million. Contributing to the changes in certain assets and liabilities were a decrease in accounts payable and accrued liabilities of $22.3 million and an increase in inventories of $17.5 million. Partially offsetting these cash outflows was a decrease in accounts receivable of $26.6 million.

Cash Flow Used in Investing Activities

Cash flow used in investing activities was $22.7 million for the three months ended September 30, 2025, compared to $20.0 million for the prior year period. During the current year period, cash flow used in investing activities included capital expenditures of $23.0 million, which consisted primarily of equipment upgrades.

Cash flow used in investing activities was $20.0 million for the three months ended September 30, 2024 and primarily included capital expenditures of $24.7 million, which consisted primarily of equipment upgrades, partially offset by proceeds from insurance recoveries of $4.7 million.

Cash Flow Used in Financing Activities

Cash flow used in financing activities was $31.1 million for the three months ended September 30, 2025 compared to $36.4 million in the prior year period. During the current year period, cash flow used in financing activities primarily included $15.1 million of cash dividends paid to Kennametal Shareholders, $10.0 million in common shares repurchased and $6.3 million of the effect of employee benefit and stock plans and dividend reinvestment.

Cash flow used in financing activities was $36.4 million for the three months ended September 30, 2024 and primarily included $15.6 million of cash dividends paid to Kennametal Shareholders, $15.0 million in common shares repurchased and $5.8 million of the effect of employee benefit and stock plans and dividend reinvestment.

FINANCIAL CONDITION

Working capital was $~~597~~635.78 million at ~~March~~September 3130, 2025, an increase of $1118.19 million from $~~586~~616.69 million at June 30, ~~2024~~2025. The increase in working capital was primarily driven by an increase in inventories of $4127.40 million, ana ~~increase~~decrease in other current ~~assets~~liabilities of $1113.84 million, aan ~~decrease~~increase ofin ~~accrued~~other ~~expenses~~current assets of $611.10 million and a decrease inof ~~other~~accrued ~~current~~expenses ~~liabilities~~ of $37.83 million, partially offset by a decrease in cash and cash equivalents of $3037.50 million, and a decrease in accounts receivable of $117.94 million. ~~and~~Currency anexchange ~~increase~~rate ineffects ~~revolving~~decreased ~~and~~working ~~other~~capital ~~lines~~by a total of ~~credit~~approximately ~~and~~$2.0 ~~notes~~million, ~~payable~~the effects of ~~$11.2~~which ~~million.~~are included in the aforementioned changes.

Property, plant and equipment, net decreased $2622.21 million from $~~938~~919.19 million at June 30, ~~2024~~2025 to $~~911~~897.9 million at ~~March~~September 3130, 2025, primarily due to depreciation expense of $9332.37 million, ~~partially~~and ~~offset~~currency byexchange ~~net~~effects ~~capital additions~~ of $~~67.~~0.5 million, ~~and~~partially ~~currency~~offset ~~exchange~~by ~~effects~~net capital additions of $023.80 million.

At ~~March~~September 3130, 2025, total other assets were $~~565~~588.3 million, an increase of $2.20 million from $~~563~~586.12 million at June 30, ~~2024~~2025. The increase was primarily due to an increase in other of $127.84 million ~~and currency exchange rate effects of approximately $3 million~~, partially offset by amortization of intangibles of $82.14 million, ~~and~~ a decrease in lease right-of-use assets of $2.4 million and currency exchange rate effects of approximately $0.36 million.

Kennametal Shareholders' equity was $1,~~236~~284.92 million at ~~March~~September 3130, 2025, aan ~~decrease~~increase of $~~13.~~0.2 million from $1,~~249~~284.90 million at June 30, ~~2024~~2025. The ~~decrease~~increase was primarily due to ~~the~~net ~~repurchase~~income ofattributable ~~capital~~to ~~stock~~Kennametal of $5523.13 million, ~~primarily~~and ~~under~~capital ~~the~~stock ~~share~~issued ~~repurchase~~under ~~program~~employee benefit and ~~cash~~stock ~~dividends~~plans ~~paid to Kennametal Shareholders~~ of $461.69 million, ~~partially~~and ~~offset~~other bycomprehensive ~~net~~ income attributable to Kennametal of $710.52 million, ~~and~~partially ~~capital~~offset ~~stock~~by ~~issued~~cash ~~under~~dividends ~~employee~~paid ~~benefit~~to ~~and~~Kennametal ~~stock~~Shareholders ~~plans~~ of $1115.61 million and ~~other~~the ~~comprehensive~~repurchase ~~income~~of ~~attributable~~capital tostock ~~Kennametal~~ of $510.40 million primarily under the share repurchase program.

DISCUSSION OF CRITICAL ACCOUNTING POLICIES

There have been no changes to our critical accounting policies since June 30, ~~2024~~2025.

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

RECONCILIATION OF FINANCIAL MEASURES NOT DEFINED BY U.S. GAAP

In accordance with SEC rules, below are the definitions of the non-GAAP financial measures we use in this report and the reconciliation of these measures to the most closely related GAAP financial measures. We believe that these measures provide useful perspective on underlying business trends and results and provide a supplemental measure of year-over-year results. The non-GAAP financial measures described below are used by management in making operating decisions, allocating financial resources and for business strategy purposes. We believe these measures may be useful to investors as they provide supplemental information about business performance and provide investors a view of our business results through the eyes of management. These non-GAAP financial measures are not intended to be considered by the user in place of the related GAAP financial measure, but rather as supplemental information to our business results. These non-GAAP financial measures may not be the same as similar measures used by other companies due to possible differences in method and in the items or events being adjusted.

Organic sales growth (decline) Organic sales growth (decline) is a non-GAAP financial measure of sales growth (decline) (which is the most directly comparable GAAP measure) excluding the effects of acquisitions, divestitures, business days and foreign currency exchange from year-over-year comparisons. We believe this measure provides investors with a supplemental understanding of underlying sales trends by providing sales growth (decline) on a consistent basis. Also, we report organic sales growth (decline) at the consolidated and segment levels.

Constant currency end market sales growth (decline) Constant currency end market sales growth (decline) is a non-GAAP financial measure of sales growth (decline) (which is the most directly comparable GAAP measure) by end market excluding the effects of acquisitions, divestitures and foreign currency exchange from year-over-year comparisons. We note that, unlike organic sales growth, constant currency end market sales growth does not exclude the effect of business days. We believe this measure provides investors with a supplemental understanding of underlying end market trends by providing end market sales growth (decline) on a consistent basis. Also, we report constant currency end market sales growth (decline) at the consolidated and segment levels.

Constant currency regional sales growth (decline) Constant currency regional sales growth (decline) is a non-GAAP financial measure of sales growth (decline) (which is the most directly comparable GAAP measure) by region excluding the effects of acquisitions, divestitures and foreign currency exchange from year-over-year comparisons. We note that, unlike organic sales growth, constant currency regional sales growth does not exclude the effect of business days. We believe this measure provides investors with a supplemental understanding of underlying regional trends by providing regional sales growth (decline) on a consistent basis. Also, we report constant currency regional sales growth (decline) at the consolidated and segment levels.

31Reconciliations of organic sales growth to sales growth are as follows:


Three Months Ended September 30, 2025	Metal Cutting	Infrastructure	Total
Organic sales growth	3%	3%	3%
Foreign currency exchange effect(2)	2	1	1
Business days effect(5)	—	—	—
Divestiture effect(4)	—	(3)	(1)

Sales growth	5%	1%	3%

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

Reconciliations of organic sales decline to sales decline are as follows:

Three Months Ended March 31, 2025	Metal Cutting	Infrastructure	Total
Organic sales decline	(4)%	(2)%	(3)%
Foreign currency exchange effect(1)	(3)	(2)	(3)
Business days effect(4)	—	—	—
Sales decline	(7)%	(4)%	(6)%

Nine Months Ended March 31, 2025	Metal Cutting	Infrastructure	Total
Organic sales decline	(5)%	(1)%	(3)%
Foreign currency exchange effect(1)	(2)	—	(2)
Business days effect(4)	2	—	1
Sales decline	(5)%	(1)%	(4)%

Reconciliations of constant currency end market sales (decline) growth to end market sales (decline) growth(2) are as follows:

Metal Cutting
Three Months Ended March 31, 2025	General Engineering	Transportation	Aerospace & Defense	Energy
Three Months Ended September 30, 2025	General Engineering	Transportation	Aerospace & Defense	Energy
Constant currency end market sales (decline) growth	~~(5)~~—%	(21)%	—16%	212%
Foreign currency exchange effect(1)	(4)	(4)	(3)	(4)
Foreign currency exchange effect(2)	2	2	2	3
End market sales decline(2)	(9)%	(6)%	(3)%	(2)%
End market sales growth(3)	2%	1%	18%	15%

Infrastructure
Three Months Ended March 31, 2025	Energy	Earthworks	General Engineering	Aerospace & Defense
Three Months Ended September 30, 2025	Energy	Earthworks	General Engineering	Aerospace & Defense
Constant currency end market sales (decline) growth	(35)%	~~(7)~~5%	~~(4)~~—%	28%
Foreign currency exchange effect(1)	—	(1)	(2)	(4)
Foreign currency exchange effect(2)	—	1	1	5
End market sales (decline) growth(2)	(3)%	(8)%	(6)%	24%
Divestiture effect(4)	(4)	—	(5)	(2)
End market sales (decline) growth(3)	(9)%	6%	(4)%	31%

Total
Three Months Ended March 31, 2025	General Engineering	Transportation	Aerospace & Defense	Energy	Earthworks
Three Months Ended September 30, 2025	General Engineering	Transportation	Aerospace & Defense	Energy	Earthworks
Constant currency end market sales (decline) growth	~~(5)~~—%	(21)%	720%	(1)%	~~(7)~~5%
Foreign currency exchange effect(1)	(3)	(4)	(3)	(2)	(1)
Foreign currency exchange effect(2)	1	2	3	1	1
End market sales (decline) growth(2)	(8)%	(6)%	4%	(3)%	(8)%
Divestiture effect(4)	(1)	—	(1)	(3)	—
End market sales growth (decline)(3)	—%	1%	22%	(1)%	6%

Metal Cutting
Nine Months Ended March 31, 2025	General Engineering	Transportation	Aerospace & Defense	Energy
Constant currency end market sales (decline) growth	(5)%	(4)%	3%	1%
Foreign currency exchange effect(1)	(1)	(3)	(1)	(2)
End market sales (decline) growth(2)	(6)%	(7)%	2%	(1)%

Infrastructure
Nine Months Ended March 31, 2025	Energy	Earthworks	General Engineering	Aerospace & Defense
Constant currency end market sale (decline) growth	—%	(7)%	(2)%	34%
Foreign currency exchange effect(1)	—	1	(1)	(1)
End market sales (decline) growth(2)	—%	(6)%	(3)%	33%

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

Total
Nine Months Ended March 31, 2025	General Engineering	Transportation	Aerospace & Defense	Energy	Earthworks
Constant currency end market sales (decline) growth	(4)%	(4)%	11%	—%	(7)%
Foreign currency exchange effect(1)	(1)	(3)	(1)	—	1
End market sales (decline) growth(2)	(5)%	(7)%	10%	—%	(6)%

Reconciliations of constant currency regional sales growth (decline) to reported regional sales growth (decline) (3) are as follows:

Reconciliations of constant currency regional sales (decline) growth to reported regional sales (decline) growth(3) are as follows:


	Three Months Ended September 30, 2025
	Americas	EMEA	Asia Pacific
Metal Cutting
Constant currency regional sales growth (decline)	6%	1%	(1)%
Foreign currency exchange effect(2)	—	5	(1)


Regional sales growth (decline)(6)	6%	6%	(2)%

Infrastructure
Constant currency regional sales growth (decline)	7%	(3)%	—%
Foreign currency exchange effect(2)	—	5	—
Divestiture effect(4)	(5)	—	—

Regional sales growth(6)	2%	2%	—%

Total
Constant currency regional sales growth (decline)	7%	—%	(1)%
Foreign currency exchange effect(2)	—	5	—
Divestiture effect(4)	(3)	—	—

Regional sales growth (decline)(6)	4%	5%	(1)%

	Three Months Ended March 31, 2025			Nine Months Ended March 31, 2025
	Americas	EMEA	Asia Pacific	Americas	EMEA	Asia Pacific
Metal Cutting
Constant currency regional sales decline	(1)%	(6)%	(1)%	(1)%	(7)%	—%
Foreign currency exchange effect(1)	(3)	(5)	(3)	(2)	(2)	(1)
Regional sales decline(3)	(4)%	(11)%	(4)%	(3)%	(9)%	(1)%
Infrastructure
Constant currency regional sales (decline) growth	(5)%	5%	(1)%	(3)%	8%	(2)%
Foreign currency exchange effect(1)	(1)	(3)	(2)	—	—	(1)
Regional sales (decline) growth(3)	(6)%	2%	(3)%	(3)%	8%	(3)%
Total
Constant currency regional sales decline	(3)%	(4)%	(1)%	(2)%	(4)%	(1)%
Foreign currency exchange effect(1)	(2)	(4)	(3)	(1)	(1)	(1)
Regional sales decline(3)	(5)%	(8)%	(4)%	(3)%	(5)%	(2)%

(2) Foreign currency exchange effect is calculated by dividing the difference between current period sales and current period sales at prior period foreign exchange rates by prior period sales.

(13) ~~Foreign~~Aggregate ~~currency~~sales ~~exchange~~for ~~effect~~all isend ~~calculated~~markets bysum ~~dividing~~to the ~~difference between current period~~ sales ~~and~~amount ~~current~~presented ~~period~~on ~~sales~~Kennametal's atfinancial ~~prior period foreign exchange rates by prior period sales~~statements.

(24) ~~Aggregate~~Divestiture ~~sales~~effect ~~for~~is ~~all~~calculated ~~end~~by ~~markets~~dividing ~~sum~~prior toperiod ~~the~~ sales ~~amount~~attributable ~~presented~~to ondivested ~~Kennametal's~~businesses ~~financial~~by ~~statements~~prior period sales.

(35) ~~Aggregate~~Business ~~sales~~days ~~for~~effect ~~all~~is ~~regions~~calculated ~~sum~~by todividing the ~~sales~~year-over-year ~~amount~~change ~~presented~~in weighted average working days (based on ~~Kennametal's~~mix ~~financial~~of ~~statements~~sales by country) by prior period weighted average working days.

(46) ~~Business~~Aggregate ~~days~~sales ~~effect~~for isall ~~calculated~~regions bysum ~~dividing~~to the ~~year-over-year~~sales ~~change~~amount inpresented ~~weighted average working days (based~~ on ~~mix~~Kennametal's offinancial ~~sales by country) by prior period weighted average working days~~statements.

3330

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes to our market risk exposures since June 30, ~~2024~~2025.


ITEM 4. CONTROLS AND PROCEDURES

As of the end of the period covered by this Quarterly Report on Form 10-Q, the Company's management evaluated, with the participation of the Company's Chief Executive Officer and Chief Financial Officer, the effectiveness of the Company's disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)). The Company's disclosure controls were designed to provide a reasonable assurance that information required to be disclosed in reports that we file or submit under the Securities Exchange Act of 1934, as amended (Exchange Act), is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. It should be noted that the design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote. However, the controls have been designed to provide reasonable assurance of achieving the controls' stated goals. Based on that evaluation, the Company's Chief Executive Officer and Chief Financial Officer have concluded that the Company's disclosure controls and procedures are effective to provide reasonable assurance at ~~March~~September 3130, 2025 that information required to be disclosed in the reports that we file or submit under the Exchange Act is (i) accumulated and communicated to management, including the Company's Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure and (ii) recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission.

There were no changes in the Company's internal control over financial reporting that occurred during the Company's most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.


ITEM 5. OTHER INFORMATION

Rule 10b5-1 Trading Arrangements

In the quarter ended ~~March~~September 3130, 2025, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, modified or terminated a plan for the purchase or sale of our securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or a non-Rule 10b5-1 trading arrangement for the purchase or sale of our securities, within the meaning of Item 408 of Regulation S-K.

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PART II. OTHER INFORMATION


ITEM 1. LEGAL PROCEEDINGS

From time to time, we are party to legal claims and proceedings that arise in the ordinary course of business, which may relate to our operations or assets, including real, tangible or intellectual property assets. Although we currently believe that the amount of ultimate liability, if any, we may face with respect to these actions will not materially affect our financial position, results of operations or liquidity, the ultimate outcome of any litigation is uncertain. Were an unfavorable outcome to occur or if protracted litigation were to ensue, the effect on us could be material. See Notes to Condensed Consolidated Financial Statements for further information.


ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES, USE OF PROCEEDS, AND ISSUER PURCHASES OF EQUITY SECURITIES

ISSUER PURCHASES OF EQUITY SECURITIES

Period	Total Number of Shares Purchased (1)	Average PricePaid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Approximate Dollar Value of of Shares that MayYet Be PurchasedUnder the Plans orPrograms (2)
January 1 through January 31, 2025	6,445	$	24.01	—	$	170,000,000
July 1 through July 31, 2025	3,448	$	23.05	—	$	140,000,000
February 1 through February 28, 2025	582,895	22.33		580,000	157,000,000
August 1 through August 31, 2025	674,952	21.02		455,000	130,400,000
March 1 through March 31, 2025	557,440	21.66		555,364	145,000,000
September 1 through September 30, 2025	22,051	21.45		19,859	130,000,000
Total	1700,~~146,780~~451	$	2221.0105	1474,~~135,364~~859

(1)During the current period, 1,~~887~~801 shares were purchased on the open market on behalf of Kennametal to fund the Company’s dividend reinvestment program. Also, during the current period employees delivered 9223,~~529~~791 shares of restricted stock to Kennametal, upon vesting, to satisfy tax withholding requirements.

(2)In February 2024, the Board of Directors of the Company authorized a $200 million, three-year share repurchase program outside of the Company's dividend reinvestment program.

UNREGISTERED SALES OF EQUITY SECURITIES

None.

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ITEM 6. EXHIBITS

Rule 13a-14(a)/15d-14(a) Certifications

31.1

Certification executed by Sanjay Chowbey, President and Chief Executive Officer of Kennametal Inc.

Filed herewith.

31.2

Certification executed by Patrick S. Watson, Vice President and Chief Financial Officer of Kennametal Inc.

Filed herewith.

Section 1350 Certifications

32.1

Certification Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, executed by Sanjay Chowbey, President and Chief Executive Officer of Kennametal Inc., and Patrick S. Watson, Vice President and Chief Financial Officer of Kennametal Inc.

Filed herewith.

101

XBRL

101.INS (3)

XBRL Instance Document

Filed herewith.

101.SCH (4)

XBRL Taxonomy Extension Schema Document

Filed herewith.

101.CAL (4)

XBRL Taxonomy Extension Calculation Linkbase Document

Filed herewith.

101.DEF (4)

XBRL Taxonomy Definition Linkbase

Filed herewith.

101.LAB (4)

XBRL Taxonomy Extension Label Linkbase Document

Filed herewith.

101.PRE (4)

XBRL Taxonomy Extension Presentation Linkbase Document

Filed herewith.

(3)The instance document does not appear in the Interactive Data File because its XBRL (Extensible Business Reporting Language) tags are embedded within the Inline XBRL document.

(4)Attached as Exhibit 101 to this report are the following documents formatted in Inline XBRL: (i) the Condensed Consolidated Statements of Income for the three ~~and nine~~ months ended ~~March~~September 3130, 2025 and 2024, (ii) the Condensed Consolidated Statements of Comprehensive Income for the three ~~and nine~~ months ended ~~March~~September 3130, 2025 and 2024, (iii) the Condensed Consolidated Balance Sheets at ~~March~~September 3130, 2025 and June 30, ~~2024~~2025, (iv) the Condensed Consolidated Statements of Cash Flows for the ~~nine~~three months ended ~~March~~September 3130, 2025 and 2024 and (v) Notes to Condensed Consolidated Financial Statements for the three ~~and nine~~ months ended ~~March~~September 3130, 2025 and 2024.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

KENNAMETAL INC.

Date:

~~May~~November 75, 2025

By:

/s/ John W. Witt

John W. WittVice President Finance and Corporate Controller

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Filing Compare · KENNAMETAL INC