FORM10-Q (Mark One)☒QUARTERLY REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACTOF 1934For the quarterly period endedSeptember 30, 2025OR☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACTOF 1934For the transition period fromtoCommission File No.1-9328ECOLAB INC.(Exact name of registrant as specified in its charter)Delaware41-0231510(State or other jurisdiction of(I.R.S. Employerincorporation or organization)Identification No.)1 Ecolab Place,St. Paul,Minnesota 55102(Address of principal executive offices)(Zip Code)1-800-232-6522(Registrant’s telephone number, including area code)(Not applicable)(Former name, former address and former fiscal year,if changed since last report)Securities registered pursuant to Section12(b)of the Act: Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the SecuritiesExchange 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 toRule405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant wasrequired 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, 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 Rule12b-2 of the Exchange Act. Large accelerated filer⌧Non-accelerated filer◻ 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 forcomplying 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 Rule12b-2 of the Exchange Act). Yes☐No⌧ The number of shares of each of the registrant’s classes of Common Stock outstanding as of September 30, 2025:283,235,653sharespar value $1.00 per share. Item 1. Financial Statements CONSOLIDATED STATEMENTS OF INCOME The accompanying notes are an integral part of the consolidated financial statements. CONSOLIDATED STATEMENTS OF EQUITY(unaudited) CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(unaudited) 1. CONSOLIDATED FINANCIAL INFORMATION The unaudited consolidated financial information for the third quarter ended September 30, 2025 and 2024 reflects, in theopinion of management, all adjustments necessary for a fair statement of the financial position, results of operations,comprehensive income, equity and cash flows of Ecolab Inc. ("Ecolab" or "the Company") for the interim periodspresented. Any adjustments consist of normal recurring items. The financial results for any interim period are not necessarily indicative of results for the full year.The consolidatedbalance sheet data as of December 31, 2024 was derived from the audited consolidated financial statements but doesnot include all disclosures required by accounting principles generally accepted in the United States of America.Theunaudited consolidated financial information should be read in conjunction with the consolidated financial statements andnotes thereto incorporated in the Company's Annual Report on Form 10-K for the year ended December 31, 2024 filedwith the Securities and Exchange Commission (“SEC”) on February 21, 2025. 2. SPECIAL (GAINS) AND CHARGES Special (gains) and charges reported on the Consolidated Statements of Income include the following: For segment reporting purposes, special (gains) and charges are not allocated to reportable segments, which isconsistent with the Company’s internal management reporting. One Ecolab On July 30, 2024, the Company announced the One Ecolab initiative, which will enhance its growth and marginexpansion journey. As a program within this initiative, the Company also announced that it commenced a restructuringplan to leverage its digital technologies to realign the functional work done in many countries into global centers ofexcellence. In September 2025, the Company expanded the One Ecolab initiative and anticipates restructuring costs of$240million ($187million after tax) and special charges of$60million ($47million after tax) by the end of 2027. TheCompany anticipates that the restructuring costs will primarily be cash expenditures for severance costs relating to teamreorganization. The Company recorded restructuring charges of$9.5million ($7.3million after tax) and$17.4million ($13.3million aftertax) during the third quarter 2025 and