Slides
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Fourth Quarter 2025 Results February 11, 2026
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings 2 Cautionary Statement Regarding Forward-Looking Statements This presentation, and other statements that Vertiv may make in connection therewith, may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to Vertiv’s future financial or business performance, strategies or expectations, and as such are not historical facts. This includes, without limitation, statements regarding Vertiv’s financial position, capital structure, indebtedness, business strategy and plans and objectives of Vertiv management for future operations, as well as statements regarding growth, anticipated demand for our products and services and our business prospects during 2025 and 2026, as well as expected impacts from our pricing actions, statements regarding our guidance for fourth quarter and full year 2025 and statements regarding tariffs, global trade and any actions we may take in response thereto. These statements constitute projections, forecasts and forward-looking statements, and are not guarantees of performance. Vertiv cautions that forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time. Such statements can be identified by the fact that they do not relate strictly to historical or current facts. When used in this presentation, words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “strive,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. The forward-looking statements contained or incorporated by reference in this presentation are based on current expectations and beliefs concerning future developments and their potential effects on Vertiv. There can be no assurance that future developments affecting Vertiv will be those that Vertiv has anticipated. Vertiv undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond Vertiv’s control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. Should one or more of these risks or uncertainties materialize, or should any of the assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. Vertiv has previously disclosed risk factors in its Securities and Exchange Commission (“SEC”) reports, including those set forth in the Vertiv 2024 Annual Report on Form 10-K filed with the SEC on February 18, 2025. These risk factors and those identified elsewhere in this presentation, among others, could cause actual results to differ materially from historical performance and include, but are not limited to:risks relating to a decrease in continued growth of our customers’ markets; long sales cycles for certain Vertiv products and solutions offerings, as well as unpredictable placing or canceling of customer orders; failure to realize sales expected from our backlog of orders and contracts; disruption of or consolidation in our customer’s orders or markets, or categorical shifts in customer technology spending; less leverage with large customer contract terms; failure to mitigate risks associated with long-term fixed price contracts; competition in the industry in which we operate in a highly competitive environment; failure to obtain performance and other guarantees from financial institutions; government contracts may contain onerous terms and subject us to audits, investigations, and potential penalties, sanctions, or fines; risks associated with production cost changes and supply chain management; risks associated with failing to anticipate market changes and develop competitive products in a timely manner; risks associated with information technology disruption or cyber-security incidents; risks associated with the implementation and enhancement of information systems; failure to realize the expected benefit from any rationalization, restructuring, and improvement efforts; disruption of, or changes in, Vertiv’s independent sales representatives, distributors and original equipment manufacturers; increase of variability in our effective tax rate due to global operations subjecting us to income and other taxes in the U.S. and numerous foreign entities; costs or liabilities associated with product liability and damage to our reputation and brands; the global scope of Vertiv’s operations, especially in emerging markets; failure to benefit from future significant corporate transactions; risks associated with operating and expanding global production facilities; risks associated with future legislation and regulation of Vertiv’s customers’ markets both in the United States and abroad; our ability to comply with various laws and regulations, including, but not limited to, laws and regulations relating to data protection and data privacy; failure to properly address legal compliance issues, particularly those related to imports/exports, anti-corruption laws, and foreign operations; risks associated with export controls, import restrictions, and sanctions programs; risks associated with foreign trade policies, including tariffs or global trade conflicts; risks associated with litigation or claims against the Company, including the risk of adverse outcomes in any such legal claims or proceedings; our ability to protect or enforce our intellectual property and proprietary rights on which our business depends and risk of third-party intellectual property infringement claims; liabilities associated with environmental, health and safety matters; risks related to various environmental and sustainability- related matters, metrics and goals which may impact our business and reputation; failure to realize the value of goodwill and intangible assets; exposure to fluctuations in foreign currency exchange rates; failure to remediate material weaknesses in our internal controls over financial reporting; our level of indebtedness and ability to comply with covenants included in our debt documents; our ability to access funds through capital markets; resales of Vertiv securities may cause volatility in the market price of our securities; our organizational documents contain provisions that may discourage unsolicited takeover proposals; our certificate of incorporation includes a forum selection clause, which could discourage or limit stockholders’ ability to make a claim against us; the ability of our subsidiaries to pay dividends; factors relating to the business, operations and financial performance of Vertiv and its subsidiaries, including: global economic weakness and uncertainty; our ability to attract, train and retain key members of our leadership team and other qualified personnel; the adequacy of our insurance coverage; fluctuations in interest rates materially affecting our financial results and increasing the risk our counterparties default on our interest rate hedges; our incurrence of significant costs and devotion of substantial management time as a result of operating as a public company; and other risks and uncertainties indicated in Vertiv’s SEC reports or documents filed or to be filed with the SEC by Vertiv. Forward-looking statements included or incorporated by reference in this presentation speak only as of the date of this presentation or any earlier date specified for such statements. All subsequent written or oral forward-looking statements attributable to Vertiv or persons acting on Vertiv’s behalf may be qualified in their entirety by this Cautionary Statement Concerning Forward-Looking Statements. This presentation also includes certain non-GAAP financial measures, such as organic net sales growth, adjusted operating profit, adjusted operating margin, adjusted diluted EPS and adjusted free cash flow, that may not be directly comparable to other similarly titled measures used by other companies and therefore may not be comparable among companies. The Company has provided reconciliations of non-GAAP financial measures to the most directly comparable GAAP financial measures on pages 14-26 of this presentation and our current earnings release dated February 11, 2026, which are available on the Company’s website at investors.vertiv.com. Information reconciling certain forward-looking GAAP measures to non-GAAP measures related to first quarter and full year 2026 guidance, including organic net sales growth, adjusted operating margin, and adjusted free cash flow is not available without unreasonable effort due to high variability, complexity and uncertainty with respect to forecasting and quantifying certain amounts that are necessary for such reconciliations. For the same reasons, we are unable to compute the probable significance of the unavailable information, which could have a potentially unpredictable, and potentially significant, impact on our future GAAP financial results.
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Fourth quarter 2025 key messages 3 Fourth quarter organic net sales up ~19% compared to fourth quarter 2024 primarily driven by continued strength in the Americas (up 46%) with APAC down 9% and EMEA down 14%. Fourth quarter adjusted operating margin of 23.2%, exceeding guidance and up 170 bps vs fourth quarter 2024. Strong margin performance and higher organic net sales contributed to adjusted operating profit of $668M, up 33% year-over-year. Fourth quarter organic(1) orders up ~252% with backlog increasing to ~$15.0B, up ~$7.8B or ~109% vs fourth quarter 2024. Trailing twelve-month (TTM) organic orders growth of ~81%. Book-to-bill ratio of ~2.9x for fourth quarter 2025. Expected 2026 adjusted diluted EPS of $5.97 - $6.07 up ~43% at midpoint on projected full year 2026 organic net sales growth of 27% - 29%, adjusted operating profit of $2,980M - $3,100M and adjusted operating margin 22.0% - 23.0%. (1) Adjusted for foreign exchange and acquisitions Note: see “Non-GAAP Financial Measures” beginning on slide 14 of the Appendix. Full year 2025 adjusted free cash flow of $1,887M up ~66% vs prior year driven by higher adjusted operating profit and working capital efficiency. Adjusted Free Cash Flow Conversion of 115%. Robust ~252% orders growth driving ~$15B Backlog • 4Q adjusted diluted EPS ~37% higher than fourth quarter 2024 • Strong finish to 2025 positions us for another year of expected significant revenue and earnings growth in 2026 Fourth quarter adjusted diluted earnings per share of $1.36, up ~37% from fourth quarter 2024 primarily driven by higher adjusted operating profit from the 19% organic net sales increase.
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Americas Regional market dynamics 4 EMEA APAC accelerating with India and Rest of Asia strength • EMEA sales marginally down in 2025. Market sentiment has significantly improved. • Opportunity pipeline growth rate has accelerated. Strong Q4 opportunity generation. • Q4 orders acceleration. Expecting strong orders in 2026. • Expect to return to sales growth in 2nd half 2026. • Sales growth in 2025 driven by strong, broad-based growth across product line and customer segments. • Market is very strong and accelerating. We are outpacing market. • Opportunity pipeline continuing to grow, even net of the large Q4 order intake. • Expect continued strong orders levels in 2026. • Backlog and pipeline point to strong sales growth in 2026. APAC • Sales growth in 2025 driven by market robustly accelerating in India and Rest of Asia. Growth rates in China remain muted. • Accelerating opportunity pipelines and strong Q4 opportunity generation. • Q4 orders acceleration. Expecting strong orders in 2026 Americas robust growth rates expected to continue EMEA – the “coiled spring” is uncoiling
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Business dynamics 5 Customer demand Manufacturing and supply chain Strong orders and pipeline growth. Continued disciplined execution and ongoing investment to scale the business • Effectively mitigating material inflation risk from commodities and the evolving tariff environment ▪ Continue to demonstrate agility with customers and mitigate inflationary pressures through various commercial actions ▪ Supply chain and operational resiliency allows us the ability to drive further productivity savings to help offset inflation • Expecting an increase in Capital expenditures to 3-4% of sales in 2026 (from 2-3% historically) as we expand global capabilities and capacity to support long-term growth • Partnering closely with suppliers to align on capacity, quality and service expectations in support of consistent delivery to customers • Trailing Twelve-month (TTM) organic orders growth of ~81% vs. prior year. Fourth quarter orders up ~252% year-over-year and up ~117% sequentially. Book-to-bill ratio of ~2.9x. • Strong backlog at end of fourth quarter of $15.0B up ~$7.8B or ~109% vs. same prior year period and up 57% sequentially. • Robust global orders pipeline growth in fourth quarter across all product technologies and regions primarily fueled by continued expansion in AI and data center infrastructure investments • Continued significant growth in global orders pipeline supports another year of expected strong orders in 2026. Expect 2026 orders to be up year-over-year.(1) • Pricing continues to be favorable. 2025 pricing exceeded inflation, and we expect that trend to continue in 2026. (1) See additional details on slide 26 of the Appendix.
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Converged data center and IT white space solutions 6 Vertiv Infrastructure Solutions delivering speed to token with end-to-end, pre-engineered, and pre-fabricated systems to enable growth Data Hall Service Modules Cooling Modules / Skids Power Module/Skids Hydro Modules Chillers / Heat Rejection • End-to-end full data center solution that simplifies and accelerates the customer journey from construction to operational • Multiple 12.5MW AI Data Center Design building blocks that scale to gigawatt sites VertivTM OneCore Video Link VertivTM OneCore Video Link Vertiv TM OneCore Vertiv TM SmartRun Customer Spotlight: • Manufactured at Vertiv facilities for ease of on-site installation to shorten contract to commissioning timeline For scale reference VertivTM SmartRun • Prefabricated whitespace infrastructure solution to speed up data hall readiness • Flexible and scalable across multiple generations of compute • High-density power distribution, liquid cooling, networking and containment in an all-in-one deliverable platform VertivTM SmartRun & Compass Deployment Link Collaboratively engineered for speed, simplicity and repeatability, complementing Compass’ speed-to-ready initiatives Customer Spotlight:
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Vertiv services are strategically aligned to the evolving customer needs 7 Vertiv acquires PurgeRite(1) to expand capabilities in specialized fluid management services Vertiv’s unique service capabilities enables resiliency to endure, evolve and excel Enabling the future – Advisory-led, lifecycle powered services that fulfill complex customer needs • Services designed to deliver customer value across every phase of the infrastructure journey and turning complexity, e.g., liquid cooling, higher voltages, into business opportunity (1) December 4, 2025, Vertiv announced the successful completion of the acquisition of PurgeRite Intermediate LLC (“PurgeRite”) When microns matter in multi-million-dollar compute performance, specialists are required to design, commission, and preserve cooling. • Engineering precise flow – critical fluid flow rate and pipework design analysis to deliver right-first-time onsite services • Commissioning optimal flow – Ultra-clean, air-free, chemically stable fluid from source through chip where a single particle can be the difference between sustained compute and thermal shutdown • Maintaining lifecycle balance – Providing stable cooling performance and reliability in changing whitespace environments The Circulatory System of the AI Factory Engineering flow and maintaining balance of the critical fluid network
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Fourth quarter 2025 financial results 8 Fourth quarter adjusted diluted EPS ~37% higher than fourth quarter 2024 $Millions; deltas to midpoint of guidance range $0.99 $1.36 Q4 2025 (1) Adjusted for foreign exchange and acquisitions Note: see “Non-GAAP Financial Measures” beginning on slide 14 of the Appendix. Adjusted free cash flow equals cash from operations less capital expenditures and investments in capitalized software. Adj. Diluted EPS + ~$0.35 after-tax adj. op. profit + ~$0.03 after-tax net interest expense + ~$0.01 income taxes − ~($0.02) higher share count Up ~$0.37 Up ~37% vs. prior year Up ~$0.10 vs. guidance Q4 2024 Net Sales Adj. Operating Profit • Higher sales driven by +46% AMER growth, offsetting declines in other regions, (9%) APAC and (14%) EMEA(1) • ~$33M FX tailwind Net Sales Adj. Operating Margin Up ~$164M Up ~33% vs. prior year Up ~$29M vs. guidance Up ~170 bps Up ~80 bps vs. guidance 2,346 2,880 Q4 2024 Q4 2025 504 668 Q4 2024 Q4 2025 21.5% 23.2% Q4 2024 Q4 2025 Up ~$534M Organic up ~19% vs. prior year Up ~$30M vs. guidance Adj. Free Cash Flow + ~$164M higher adj. op profit + ~$451M working capital & other − ~($67M) higher cash taxes Up ~$548M Up ~151% vs. prior year 362 910 Q4 2024 Q4 2025 Net leverage: ~0.5x • 170 bps of year-over-year margin expansion driven by leverage, productivity and favorable price-cost, partially offset by tariff impact • Continued investment in capacity and ER&D, enabling AI- driven demand growth
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings 68 145 49 111 APAC EMEA 25.6% 12.6% 26.6%30.1% 9.9% 22.1% 322 568 Americas 544 547 492 502 APAC EMEA 1,256 1,886 Americas Fourth quarter 2025 financial results 9 $Millions Three months ended December 31, 2024 December 31, 2025 Net sales Adjusted operating profit & margin • Organic sales impacted by macroeconomic conditions in China while markets in rest of Asia remain strong • Margins negatively impacted primarily by volume de- leverage and mix APAC Up 50% Organic +46% Down 10% Organic -9% Down 8% Organic -14% Note: see “Non-GAAP Financial Measures” beginning on slide 14 of the Appendix. Adj. Operating Profit Adj. Operating Margin • Organic sales growth driven by strong, broad-based growth across product lines and customer segments • Higher adjusted operating margin driven by operational leverage, price-cost management and productivity partially offset by negative impact of tariffs Americas • Organic sales remain soft due to data center industry constraints • Strong orders growth in the fourth quarter and robust orders pipeline supports revenue growth in the second half of 2026 • Strong sequential margin improvement as anticipated. Operating leverage headwind being primary driver of lower margins compared to prior year EMEA
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Full year 2025 financial results 10 Strong year - improvements across all key financial measures $Millions; deltas to midpoint of guidance range $2.85 $4.20 FY 2025 Adj. Diluted EPS + ~$1.10 after-tax adj. op. profit + ~$0.14 after-tax net interest expense + ~$0.14 income taxes − ~($0.03) higher share count Up ~$1.35 Up ~47% vs. prior year Up ~$0.10 vs. guidance FY 2024 Net Sales Adj. Operating Profit • Higher sales driven by +41% AMER growth and +18% APAC growth, offsetting (2%) EMEA (1) • ~$50M FX tailwind Net Sales Adj. Operating Margin Up ~$538M Up ~35% vs. prior year Up ~$30M vs. guidance Up ~100 bps Up ~20 bps vs. guidance 8,012 10,230 FY 2024 FY 2025 1,552 2,090 FY 2024 FY 2025 19.4% 20.4% FY 2024 FY 2025 Up ~$2,218M Organic up ~26% vs. prior year Up ~$30M vs. guidance Adj. Free Cash Flow + ~$538M higher adj. op profit + ~$333M working capital & other + ~$75M lower cash interest − ~($156M) higher cash taxes − ~($38M) higher net capex Up ~$752M Up ~66% vs. prior year 1,135 1,887 FY 2024 FY 2025 • Adj. operating margin 20 bps higher than prior guidance primarily due to operating leverage on strong organic sales growth and continued operational improvement. • Margin expansion from 2024 primarily driven by productivity benefits and favorable price-cost, partially offset by negative tariff impact. • Continued investment in capacity and ER&D, enabling AI-driven demand growth (1) Adjusted for foreign exchange and acquisitions Note: see “Non-GAAP Financial Measures” beginning on slide 14 of the Appendix. Adjusted free cash flow equals cash from operations less capital expenditures and investments in capitalized software.
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Full year 2026 financial guidance 11 Expect another year of strong performance across all key metrics $Millions; deltas to midpoint of guidance range $4.20 $6.02 FY 2026E Adj. Diluted EPS + ~$1.98 after-tax adj. op. profit + ~$0.04 after-tax net interest expense − ~($0.19) income tax − ~($0.01) higher share count Up ~$1.82 Up ~43% vs. prior year FY 2025 Adj. Operating Profit • Organic growth rate: AMER high-30s, APAC mid-20s and EMEA flat to down mid single digits (1) • Expecting 2nd half EMEA year- over-year sales growth • ~$82M FX tailwind Net Sales Adj. Operating Margin Up ~$950M Up ~45% vs. prior year Up ~210bps 10,230 13,500 FY 2025 FY 2026E 2,090 3,040 FY 2025 FY 2026E 20.4% 22.5% FY 2025 FY 2026E Up ~$3,270M Organic up ~28% vs. prior year Adj. Free Cash Flow + ~$950M higher adj. op profit + ~$19M lower cash interest − ~($347M) higher cash taxes − ~($249M) higher net capex − ~($60M) working capital & other Up ~$313M Up ~17% vs. prior year 1,887 2,200 FY 2025 FY 2026E • ~210 bps adjusted operating margin expansion from 2025 on 28% organic sales growth and continued operational leverage • Expect to be price-cost positive • Fixed cost leverage while investing in growth, ER&D, and capacity Range: $13,250M - $13,750M Range: $2,980M - $3,100M Range: 22.0% - 23.0%Range: $5.97 - $6.07 Range: $2,100M - $2,300M (1) Adjusted for foreign exchange and acquisitions Note: See “Non-GAAP Financial Measures” beginning on slide 14 of the Appendix.
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings First quarter 2026 financial guidance 12 First quarter adjusted diluted EPS projected to be 53% higher than first quarter 2025 $Millions; deltas to midpoint of guidance range Net Sales Adj. Operating Profit • Organic growth rate: AMER high-30s, APAC low-20s and EMEA down mid-20s (1) • ~$35M FX tailwind Net Sales Adj. Operating Margin Up ~$158M Up ~47% vs. prior year Up ~250 bps 2,036 2,600 Q1 2025 Q1 2026E 337 495 Q1 2025 Q1 2026E 16.5% 19.0% Q1 2025 Q1 2026E Up ~$564M Organic up ~22% vs. prior year Range: $2,500M - $2,700M Range: $475M - $515M Range: 18.5% - 19.5% Adj. Diluted EPS + ~$0.33 after-tax adj. op. profit + ~$0.01 after-tax net interest expense Up ~$0.34 Up ~53% vs. prior year Range: $0.95 - $1.01 $0.64 $0.98 Q1 2025 Q1 2026E • Adjusted operating margin up 250 bps on strong organic sales growth and fixed cost leverage • Expect to materially offset unfavorable margin impact from tariffs exiting first quarter 2026 (1) Adjusted for foreign exchange and acquisitions Note: See “Non-GAAP Financial Measures” beginning on slide 14 of the Appendix.
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Key takeaways 13 Q4 & FY 2025 EXCEEDED GUIDANCE: Adjusted diluted EPS • Adjusted operating margin • Strong net sales outperformance • Higher adjusted operating profit ORDERS UP ~252% FROM FOURTH QUARTER 2024: $15.0B Backlog (+109%) • 2.9x Book-to-bill ratio • ~81% TTM Organic Orders Growth 2026 GUIDANCE: Adjusted diluted EPS + ~43% • Organic net sales + ~28% • Adjusted operating profit + ~45% PURGERITE ACQUISITION: Strengthens our fluid management and liquid cooling capabilities and expands higher-margin services portfolio Positioned well to expand market leadership - Expecting strong 2026 performance Note: See “Non-GAAP Financial Measures” beginning on slide 14 of the Appendix. VERTIV IS SHAPING THE FUTURE OF INFRASTRUCTURE: Convergence and interoperability of power, thermal, IT whitespace and rapid deployment, e.g., VertivTM OneCore and VertivTM SmartRun
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© 2026 Vertiv. All Rights Reserved. Non-GAAP financial reconciliations 14
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Non-GAAP financial measures – fourth quarter results 15 Note: Segment operating profit (loss) is the measure of profitability disclosed in Note 13 to the consolidated financial statements for the year ended December 31, 2025. (1) Refer to the reconciliation on Slide 24 for the change in net sales to the change in organic net sales. Reconciliation from operating profit (loss) margin to adjusted operating profit (loss) margin ($M | FULL YEAR) 4Q25 4Q24 Net sales $2,880.0 $2,346.4 $533.6 Operating profit 579.9 457.2 122.7 Operating margin 20.1% 19.5% 0.6% Amortization of intangibles 59.3 47.1 12.2 Restructuring costs – global programs 18.8 - 18.8 Contingent consideration 4.9 - 4.9 Mergers and acquisition costs 5.2 - 5.2 Adjusted operating profit 668.1 504.3 163.8 Adjusted operating margin 23.2% 21.5% 1.7% Reconciliation of segment operating profit (loss) to operating profit (loss) and adjusted operating profit (loss) ($M | FULL YEAR) 4Q25 4Q24 Americas $568.2 $321.5 Asia Pacific 48.7 68.4 Europe, Middle East & Africa 111.0 145.2 Total reportable segments $727.9 $535.1 Foreign currency gain (loss) (6.2) (0.6) Corporate (82.5) (30.2) Total corporate and other (88.7) (30.8) Amortization of intangibles (59.3) (47.1) Operating profit (loss) $579.9 $457.2 Amortization of intangibles 59.3 47.1 Restructuring costs – global programs 18.8 - Contingent consideration 4.9 - Mergers and acquisition costs 5.2 - Adjusted operating profit (loss) $668.1 $504.3 Net Sales and Organic Net Sales Change by Segment(1) ($M | FULL YEAR) 4Q25 4Q24 % Organic % Americas $1,886.3 $1,255.9 50.2% 46.2% APAC 492.0 544.0 (9.6%) (9.3%) EMEA 501.7 546.5 (8.2%) (14.1%) Total $2,880.0 $2,346.4 22.7% 19.3% Reconciliation of Net cash provided by (used for) operating activities to Adjusted Free Cash Flow ($M | FULL YEAR) 4Q25 4Q24 Net cash provided by (used for) operating activities $1,004.9 $425.2 Less: Capital expenditures (93.3) (60.7) Less: Investments in capitalized software (1.7) (2.7) Adjusted free cash flow $909.9 $361.8
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Non-GAAP financial measures – fourth quarter results (cont.) 16 (1) Diluted EPS and adjusted diluted EPS is based on 391.7 million shares (includes 382.5 million basic shares and 9.2 million potential dilutive equity awards). (2) Diluted EPS and adjusted diluted EPS is based on 386.5 million shares (includes 376.6 million basic shares and 9.9 million potential dilutive equity awards). We believe that this presentation is more representative of operating results by removing the impact of warrant liability accounting and the associated impact on diluted share count. (3) Nonrecurring tax benefit includes $27.1 million of valuation allowance release as a result of the Company’s updated assessment of the realization of deferred tax assets in certain countries. Reconciliation of diluted EPS to adjusted diluted EPS and operating profit (loss) to adjusted operating profit (loss) ($M, except EPS | 4th QUARTER 2025) Operating profit (loss) Interest expense, net Income tax expense (benefit) Net income (loss) Diluted EPS(1) GAAP $579.9 $16.7 $117.6 $445.6 $1.14 Amortization of intangibles 59.3 - - 59.3 0.15 Restructuring costs – global programs 18.8 - - 18.8 0.05 Contingent consideration 4.9 - - 4.9 0.01 Mergers and acquisition costs 5.2 - - 5.2 0.01 Non-GAAP Adjusted $668.1 $16.7 $117.6 $533.8 $1.36 Diluted shares (in millions) 391.7 Reconciliation of diluted EPS to adjusted diluted EPS and operating profit (loss) to adjusted operating profit (loss) ($M, except EPS | 4th QUARTER 2024) Operating profit (loss) Interest expense, net Loss on extinguishment of debt Change in warrant liability Income tax expense (benefit) Net income (loss) Diluted EPS(2) GAAP $457.2 $30.7 $1.3 $180.0 $98.2 $147.0 $0.38 Amortization of intangibles 47.1 - - - - 47.1 0.12 Change in warrant liability - - - (180.0) (37.5) 217.5 0.56 Nonrecurring tax benefit, net(3) - - - - 27.1 (27.1) (0.07) Non-GAAP Adjusted $504.3 $30.7 $1.3 $- $87.8 $384.5 $0.99 Diluted Shares (in millions) 386.5
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Non-GAAP financial measures – full year results 17 Note: Segment operating profit (loss) is the measure of profitability disclosed in Note 13 to the consolidated financial statements for the year ended December 31, 2025. (1) Refer to the reconciliation on Slide 24 for the change in net sales to the change in organic net sales. Reconciliation from operating profit (loss) margin to adjusted operating profit (loss) margin ($M | FULL YEAR) FY25 FY24 Net sales $10,229.9 $8,011.8 $2,218.1 Operating profit 1,829.7 1,367.4 462.3 Operating margin 17.9% 17.1% 0.8% Amortization of intangibles 200.4 184.2 16.2 Restructuring costs – global programs 49.5 - 49.5 Contingent consideration 4.9 - 4.9 Mergers and acquisition costs 5.2 - 5.2 Adjusted operating profit 2,089.7 1,551.6 538.1 Adjusted operating margin 20.4% 19.4% 1.0% Reconciliation of segment operating profit (loss) to operating profit (loss) and adjusted operating profit (loss) ($M | FULL YEAR) FY25 FY24 Americas $1,714.3 $1,097.8 Asia Pacific 222.1 175.2 Europe, Middle East & Africa 377.4 439.4 Total reportable segments $2,313.8 $1,712.4 Foreign currency gain (loss) (12.0) (9.3) Corporate (271.7) (151.5) Total corporate and other (283.7) (160.8) Amortization of intangibles (200.4) (184.2) Operating profit (loss) $1,829.7 $1,367.4 Amortization of intangibles 200.4 184.2 Restructuring costs – global programs 49.5 - Contingent consideration 4.9 - Mergers and acquisition costs 5.2 - Adjusted operating profit (loss) $2,089.7 $1,551.6 Net Sales and Organic Net Sales Change by Segment(1) ($M | FULL YEAR) FY25 FY24 % Organic % Americas $6,386.3 $4,500.6 41.9% 40.8% APAC 2,019.2 1,717.8 17.5% 18.2% EMEA 1,824.4 1,793.4 1.7% (2.1%) Total $10,229.9 $8,011.8 27.7% 26.3% Reconciliation of Net cash provided by (used for) operating activities to Adjusted Free Cash Flow ($M | FULL YEAR) FY25 FY24 Net cash provided by (used for) operating activities $2,113.8 $1,319.3 Less: Capital expenditures (220.0) (167.0) Less: Investments in capitalized software (6.4) (17.1) Adjusted free cash flow $1,887.4 $1,135.2
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Reconciliation of diluted EPS to adjusted diluted EPS and operating profit (loss) to adjusted operating profit (loss) ($M, except EPS | FULL YEAR 2025) Operating profit (loss) Interest expense, net Loss on extinguishment of debt Income tax expense (benefit) Net income (loss) Diluted EPS(1) GAAP $1,829.7 $86.1 $1.7 $409.1 $1,332.8 $3.41 Amortization of intangibles 200.4 - - - 200.4 0.52 Restructuring costs – global programs 49.5 - - - 49.5 0.13 Contingent consideration 4.9 - - - 4.9 0.01 Mergers and acquisition costs 5.2 - - - 5.2 0.01 Nonrecurring tax benefit, net(2) - - - (39.5) 39.5 0.10 Term loan due 2032 amendment expense(3) - (6.2) (1.7) - 7.9 0.02 Non-GAAP Adjusted $2,089.7 $79.9 $- $369.6 $1,640.2 $4.20 Diluted shares (in millions) 390.7 Non-GAAP financial measures – full year results (cont.) 18 (1) Diluted EPS and adjusted diluted EPS is based on 390.7 million shares (includes 381.7 million basic shares and 9.0 million po tential dilutive equity awards). (2) Nonrecurring tax benefit includes $39.5 million of valuation allowance release as a result of the Company's updated assessmen t of the realization of deferred tax assets in certain countries. (3) Costs associated with the August 12, 2025 amendment of the Term Loan due 2032. (4) Diluted EPS and adjusted diluted EPS based on 386.3 million shares (includes 376.4 million basic shares and 9.9 million poten tial dilutive equity awards). We believe that this presentation is more representative of operating results by removing the impa ct of warrant liability accounting and the associated impact on diluted share count. (5) Nonrecurring tax benefit includes $27.1 million of valuation allowance release as a result of the Company’s updated assessmen t of the realization of deferred tax assets in certain countries. Reconciliation of diluted EPS to adjusted diluted EPS and operating profit (loss) to adjusted operating profit (loss) ($M, except EPS | FULL YEAR 2024) Operating profit (loss) Interest expense, net Loss on extinguishment of debt Change in warrant liability Income tax expense (benefit) Net income (loss) Diluted EPS(4) GAAP $1,367.4 $150.4 $2.4 $449.2 $269.6 $495.8 $1.28 Amortization of intangibles 184.2 - - - - 184.2 0.48 Change in warrant liability - - - (449.2) - 449.2 1.16 Nonrecurring tax benefit(5) - - - - 27.1 (27.1) (0.07) Non-GAAP Adjusted $1,551.6 $150.4 $2.4 $- $296.7 $1,102.1 $2.85 Diluted Shares (in millions) 386.3
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Non-GAAP financial measures – first quarter 2026 guidance 19 Source: Management estimates (1) Diluted EPS and adjusted diluted EPS is calculated using 392.0 million shares (includes 383.0 million basic shares and 9.0 million potential dilutive equity awards). (2) Diluted EPS and adjusted diluted EPS is calculated using 390.1 million shares (includes 380.8 million basic shares and 9.3 million potential dilutive equity awards). (3) Nonrecurring tax adjustment of $39.5 million due to recently issued guidance which changes our assessment of our realizability of certain deferred tax assets. Reconciliation of diluted EPS to adjusted diluted EPS and operating profit (loss) to adjusted operating profit (loss) ($M, except EPS | 1st QUARTER 2026) Operating profit (loss) Interest expense, net Income tax expense (benefit) Net income (loss) Diluted EPS(1) GAAP $424.8 $18.7 $93.4 $312.7 $0.80 Amortization of intangibles 70.4 - - 70.4 0.18 Non-GAAP Adjusted $495.2 $18.7 $93.4 $383.1 $0.98 Diluted Shares (in millions) 392.0 Reconciliation of diluted EPS to adjusted diluted EPS and operating profit (loss) to adjusted operating profit (loss) ($M, except EPS | 1st QUARTER 2025) Operating profit (loss) Interest expense, net Income tax expense (benefit) Net income (loss) Diluted EPS(2) GAAP $290.7 $25.3 $100.9 $164.5 $0.42 Amortization of intangibles 46.0 - - 46.0 0.12 Nonrecurring tax benefit, net(3) - - (39.5) 39.5 0.10 Non-GAAP Adjusted $336.7 $25.3 $61.4 $250.0 $0.64 Diluted Shares (in millions) 390.1 At midpoint of guidance range
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Non-GAAP financial measures – FY 2026 guidance 20 At midpoint of guidance range (1) Diluted EPS and adjusted diluted EPS based on 392.0 million shares (includes 383.0 million basic shares and 9.0 million potential dilutive equity awards). (2) Diluted EPS and adjusted diluted EPS based on 390.7 million shares (includes 381.7 million basic shares and 9.0 million potential dilutive equity awards). (3) Nonrecurring tax benefit including $39.5 million of valuation allowance release as a result of the Company's updated assessment of the realization of deferred tax assets in certain countries. (4) Costs associated with the August 12, 2025 amendment of the Term Loan due 2032. Reconciliation of diluted EPS to adjusted diluted EPS and operating profit (loss) to adjusted operating profit (loss) ($M, except EPS | FULL YEAR 2025) Operating profit (loss) Interest expense, net Loss on extinguishment of debt Income tax expense (benefit) Net income (loss) Diluted EPS(2) GAAP $1,829.7 $86.1 $1.7 $409.1 $1,332.8 $3.41 Amortization of intangibles 200.4 - - - 200.4 0.52 Restructuring costs 49.5 - - - 49.5 0.13 Contingent consideration 4.9 - - - 4.9 0.01 Mergers and acquisition costs 5.2 - - - 5.2 0.01 Nonrecurring tax benefit(3) - - - (39.5) 39.5 0.10 Term loan due 2032 amendment expense(4) - (6.2) (1.7) - 7.9 0.02 Non-GAAP Adjusted $2,089.7 $79.9 $- $369.6 $1,640.2 $4.20 Diluted Shares (in millions) 390.7 Reconciliation of diluted EPS to adjusted diluted EPS and operating profit (loss) to adjusted operating profit (loss) ($M, except EPS | FULL YEAR 2026) Operating profit (loss) Interest expense, net Income tax expense (benefit) Net income (loss) Diluted EPS(1) GAAP $2,765.4 $59.0 $622.5 $2,083.9 $5.32 Amortization of intangibles 274.4 - - 274.4 0.70 Non-GAAP Adjusted $3,039.8 $59.0 $622.5 $2,358.3 $6.02 Diluted Shares (in millions) 392.0 Source: Management estimates
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Non-GAAP financial measures: Q1 2024 – Q4 2025 results 21 Adjusted operating profit (loss)(2) ($M) 1Q24 2Q24 3Q24 4Q24 FY24 1Q25 2Q25 3Q25 4Q25 FY25 Americas $187.8 $285.1 $303.4 $321.5 $1,097.8 $259.7 $384.6 $501.8 $568.2 $1,714.3 Asia Pacific 30.4 32.3 44.1 68.4 175.2 45.7 59.2 68.5 48.7 222.1 Europe, Middle East & Africa 70.3 109.5 114.4 145.2 439.4 78.7 104.2 83.5 111.0 377.4 Corporate(3) (39.9) (45.1) (45.0) (30.8) (160.8) (47.4) (58.7) (58.2) (59.8) (224.1) Adjusted operating profit (loss) Total $248.6 $381.8 $416.9 $504.3 $1,551.6 $336.7 $489.3 $595.6 $668.1 $2,089.7 Net Sales(1) ($M) 1Q24 2Q24 3Q24 4Q24 FY24 1Q25 2Q25 3Q25 4Q25 FY25 Americas $925.0 $1,121.1 $1,198.6 $1,255.9 $4,500.6 $1,185.3 $1,602.3 $1,712.4 $1,886.3 $6,386.3 Asia Pacific 332.3 409.1 432.4 544.0 1,717.8 447.2 560.2 519.8 492.0 2,019.2 EMEA 381.8 422.6 442.5 546.5 1,793.4 403.5 475.6 443.6 501.7 1,824.4 Total $1,639.1 $1,952.8 $2,073.5 $2,346.4 $8,011.8 $2,036.0 $2,638.1 $2,675.8 $2,880.0 $10,229.9 (1) Segment net sales are presented excluding intercompany sales. (2) Adjusted operating profit (loss) is only adjusted at the Corporate segment. There are no adjustments at the reportable se gment level between operating profit (loss) and adjusted operating profit (loss). (3) Corporate costs consist of headquarters management costs, asset impairments, and costs that support centralized global fu nctions including Finance, Treasury, Risk Management, Strategy & Marketing, Legal , and Human Resources. (4) Adjusted operating margins calculated as adjusted operating profit (loss) divided by net sales. Adjusted operating margins(4) ($M) 1Q24 2Q24 3Q24 4Q24 FY24 1Q25 2Q25 3Q25 4Q25 FY25 Americas 20.3% 25.4% 25.3% 25.6% 24.4% 21.9% 24.0% 29.3% 30.1% 26.8% Asia Pacific 9.1% 7.9% 10.2% 12.6% 10.2% 10.2% 10.6% 13.2% 9.9% 11.0% Europe, Middle East & Africa 18.4% 25.9% 25.9% 26.6% 24.5% 19.5% 21.9% 18.8% 22.1% 20.7% Vertiv 15.2% 19.6% 20.1% 21.5% 19.4% 16.5% 18.5% 22.3% 23.2% 20.4%
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Non-GAAP financial measures: Q1 2024 – Q4 2025 results 22 Reconciliation from operating profit (loss) margin to adjusted operating profit (loss) margin ($M) 1Q24 2Q24 3Q24 4Q24 FY24 1Q25 2Q25 3Q25 4Q25 FY25 Net sales $1,639.1 $1,952.8 $2,073.5 $2,346.4 $8,011.8 $2,036.0 $2,638.1 $2,675.8 $2,880.0 $10,229.9 Operating profit 202.6 336.0 371.6 457.2 1,367.4 290.7 442.4 516.7 597.9 1,829.7 Operating margin 12.4% 17.2% 17.9% 19.5% 17.1% 14.3% 16.8% 19.3% 20.1% 17.9% Amortization of intangibles 46.0 45.8 45.3 47.1 184.2 46.0 46.9 48.2 59.3 200.4 Restructuring costs – global programs - - - - - - - 30.7 18.8 49.5 Contingent consideration - - - - - - - - 4.9 4.9 Mergers and acquisition costs - - - - - - - - 5.2 5.2 Adjusted operating profit 248.6 381.8 416.9 504.3 1,551.6 336.7 489.3 595.6 668.1 2,089.7 Adjusted operating margin(1) 15.2% 19.6% 20.1% 21.5% 19.4% 16.5% 18.5% 22.3% 23.2% 20.4% Reconciliation of net cash provided by (used for) operating activities to adjusted free cash flow ($M) 1Q24 2Q24 3Q24 4Q24 FY24 1Q25 2Q25 3Q25 4Q25 FY25 Net cash provided by (used for) operating activities $137.5 $381.5 $375.1 $425.2 $1,319.3 $303.3 $322.9 $482.7 $1,004.9 $2,113.8 Less: Capital expenditures (35.8) (34.1) (36.4) (60.7) (167.0) (36.5) (45.0) (45.2) (93.3) (220.0) Less: Investments in capitalized software (0.7) (10.9) (2.8) (2.7) (17.1) (2.3) (0.9) (1.5) (1.7) (6.4) Adjusted free cash flow $101.0 $336.5 $335.9 $361.8 $1,135.2 $264.5 $277.0 $436.0 $909.9 $1,887.4 (1) Adjusted operating margins calculated as adjusted operating profit (loss) divided by net sales.
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Non-GAAP financial measures: Q1 2024 – Q4 2025 results 23 Reconciliation of segment operating profit (loss) to operating profit (loss) and adjusted operating profit (loss) ($M) 1Q24 2Q24 3Q24 4Q24 FY24 1Q25 2Q25 3Q25 4Q25 FY25 Americas $187.8 $285.1 $303.4 $321.5 $1,097.8 $259.7 $384.6 $510.8 $568.2 $1,714.3 Asia Pacific 30.4 32.3 44.1 68.4 175.2 45.7 59.2 68.5 48.7 222.1 Europe, Middle East & Africa 70.3 109.5 114.4 145.2 439.4 78.7 104.2 83.5 111.0 377.4 Total reportable segments $288.5 $426.9 $461.9 $535.1 $1,712.4 $384.1 $548.0 $653.8 $727.9 $2,313.8 Foreign currency gain (loss) (3.2) (0.2) (5.3) (0.6) (9.3) (2.6) (2.3) (0.9) (6.2) (12.0) Corporate (36.7) (44.9) (39.7) (30.2) (151.5) (44.8) (56.4) (88.0) (82.5) (271.7) Total corporate and other (39.9) (45.1) (45.0) (30.8) (160.8) (47.4) (58.7) (88.9) (88.7) (283.7) Amortization of intangibles (46.0) (45.8) (45.3) (47.1) (184.2) (46.0) (46.9) (48.2) (59.3) (200.4) Operating profit (loss) $202.6 $336.0 $371.6 $457.2 $1,367.4 $290.7 $442.4 $516.7 $579.9 $1,829.7 Amortization of intangibles 46.0 45.8 45.3 47.1 184.2 46.0 46.9 48.2 59.3 200.4 Restructuring costs – global programs - - - - - - - 30.7 18.8 49.5 Contingent consideration - - - - - - - - 4.9 4.9 Mergers and acquisition costs - - - - - - - - 5.2 5.2 Adjusted operating profit (loss) $248.6 $381.8 $416.9 $504.3 $1,551.6 $336.7 $489.3 $595.6 $668.1 $2,089.7 Net sales and organic net sales change by segment(1) ($M | 4th QUARTER) 4Q25 4Q24 % Organic % Americas $1,886.3 $1,255.9 50.2% 46.2% APAC 492.0 544.0 (9.6%) (9.3%) EMEA 501.7 546.5 (8.2%) (14.1%) Total $2,880.0 $2,346.4 22.7% 19.3% (1) Refer to the reconciliation on Slide 24 for the change in net sales to the change in organic net sales.
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Non-GAAP financial measures – organic net sales growth reconciliation 24 Reconciliation of change in net sales to organic change in net sales (1) The change in acquisition sales includes sales for the three months ended December 31, 2025, for acquisitions completed in the year ended December 31, 2025. (2) Organic growth percentage change is calculated as organic growth divided by comparable prior period net sales. (3) The change in acquisition sales includes sales for the year ended December 31, 2025, for acquisitions completed in the year ended December 31, 2025. ($M | 4th QUARTER 2025) Americas: Net Sales Δ FX Δ Acquisition Δ(1) Organic growth Organic Δ %(2) $630.4 ($4.0) ($45.9) 580.5 46.2% Asia Pacific: (52.0) 1.4 - (50.6) (9.3%) EMEA: (44.8) (30.7) (1.6) (77.1) (14.1%) Total: $533.6 ($33.3) ($47.5) $452.8 19.3% ($M | FULL YEAR 2025) Americas: Net Sales Δ FX Δ Acquisition Δ(3) Organic growth Organic Δ %(2) $1,885.7 $6.3 ($57.1) $1,834.9 40.8% Asia Pacific: 301.4 11.5 - 312.9 18.2% EMEA: 31.0 (67.4) (1.7) (38.1) (2.1%) Total: $2,218.1 ($49.6) ($58.8) $2,109.7 26.3%
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings Tax Assumptions Guidance assumptions 25 $Millions unless otherwise specified Avg 2025 2026 Plan CNY / USD 7.15 6.94 USD / EUR $1.14 1.18 USD / GBP $1.33 1.36 INR / USD 87.69 90.32 1-mo SOFR 3.8% (1) Excludes FX transaction gain / (loss) FX translation impact(1) 2025 vs. 2024 Q1 Q2 Q3 Q4 FY Sales ~(17) ~21 ~13 ~33 ~50 Adj. OP ~(4) ~1 ~1 ~4 ~3 Q4 2025 ETR was 21%, below prior guidance of 23% Favorability is primarily driven by tax benefits related to stock- based compensation and changes in tax attributes, including foreign tax credit utilization. These items are subject to volatility driven by stock-based award activity and geographic mix of earnings. 1Q26 and FY26 Guidance assumes adjusted ETR of 23%
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© 2026 Vertiv. All Rights Reserved. Q4 2025 Earnings AMERICAS APAC EMEA NET SALES $9,100 - $9,300 $2,400 - $2,600 $1,700 - $1,800 ORGANIC GROWTH High 30s Mid 20s Flat to down mid single digits Additional 2026 guidance assumptions 26 SEGMENT EXPECTATIONS(1) ADJUSTED FREE CASH FLOW $Millions (1) Includes favorable FX impact on net sales of ~$35M in Americas and ~$50M in EMEA FY 2026 FY 2025 B/(W) Adjusted operating profit 3,040$ 2,090$ 950$ Depreciation & amortization 163 108 55 Adjusted EBITDA 3,202 2,198 1,005 Change in working capital 300 415 (115) Cash taxes (775) (428) (347) Cash net interest (52) (71) 19 Net cash provided by operations 2,675 2,114 562 Net capital expenditures (475) (226) (249) Adjusted free cash flow 2,200$ 1,887$ 313$ ORDERS Moving forward, we will not provide actual orders, or orders forecasts, as these disclosures can generate unnecessary volatility instead of reflecting the business momentum. We will continue to provide our full year historical disclosures regarding sales and backlog in our Form 10-K, as well as our view of the market in our quarterly earnings calls. We had an extremely strong year in orders, and we expect to further grow in 2026.