Waste Connections Inc 2024年度报告

(Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to ___________ Ontario, Canada(State or other jurisdiction of incorporation or organization)98-1202763(I.R.S. Employer Identification No.)6220 Hwy 7, Suite 600WoodbridgeOntario L4H 4G3Canada(Address of principal executive offices) (905) 532-7510(Registrant’s telephone number, including area code)Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes þNo◻ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.Yes◻No þ 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 Actof 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subjectto such filing requirements for the past 90 days. Yes þNo◻ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes þNo◻ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, 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. (Check one): If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying withany new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.◻ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of itsinternal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accountingfirm that prepared or issued its audit report. þ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant includedin the filing reflect thecorrection of an error to previously issued financial statements.◻ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensationreceived byany of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).◻ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes ☐No þ As of June 30, 2024, the aggregate market value of shares held by non-affiliates of the registrant, based on the closing sales price for theregistrant’s common shares, as reported on the New York Stock Exchange, was $45,132,941,596. Number of common shares outstanding as of February 3, 2025: 258,085,200 DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive Management Information Circular and Proxy Statement for the 2025 Annual Meeting of Shareholders(which will be filed with the SEC pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended, or the Exchange Act, andwith the securities commissions or similar regulatory authorities in Canada within 120 days after the end of our 2024 fiscal year) are incorporatedby reference into Part III hereof. WASTE CONNECTIONS, INC.ANNUAL REPORT ON FORM 10-KTABLE OF CONTENTS Item No.PagePART I 1.BUSINESS11A.RISK FACTORS321B.UNRESOLVED STAFF COMMENTS471C.CYBERSECURITY472.PROPERTIES483.LEGAL PROCEEDINGS494.MINE SAFETY DISCLOSURE49 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDERMATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES506.[RESERVED]517.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION ANDRESULTS OF OPERATIONS527A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK788.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA809.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING ANDFINANCIAL DISCLOSURE1439A.CONTROLS AND PROCEDURES1439B.OTHER INFORMATION1449C.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENTINSPECTIONS144 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE14411.EXECUTIVE COMPENSATION14412.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENTAND RELATED SHAREHOLDER MATTERS14413.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIREC