Primoris Services Corp 2025年度报告

Securities registered pursuant to Section12(g)of the Act:None Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d)of the Act. Yes◻No⌧ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Actof 1934 during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject tosuch filing requirements for the past 90days. 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 was required tosubmit 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 Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith any 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.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the correction 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-basedcompensation received by any 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 Rule12b-2 of the Exchange Act). Yes☐No⌧ The aggregate market value of the voting common equity held by non-affiliates of the registrant was approximately $4.2 billion based upon theclosing price of such common equity as of June 30, 2025 (the last business day of the Registrant’s most recently completed second fiscal quarter).For purposes of this Annual Report on Form10-K, in addition to those stockholders which fall within the definition of “affiliates” under Rule405 ofthe Securities Act of 1933, holders of ten percent or more of the Registrant’s common stock are deemed to be affiliates. On February 17, 2026, there were 54,056,502 shares of common stock, par value $0.0001, outstanding. DOCUMENTS INCORPORATED BY REFERENCEThe following documents are incorporated by reference into this Annual Report on Form 10-K: Portions of the registrant’s definitive Proxy Statement for its 2026 Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K. TABLE OF CONTENTS PartI Item1.Business4Item1A.Risk Factors11Item1B.Unresolved Staff Comments25Item1C.Cybersecurity25Item2.Properties27Item3.Legal Proceedings27Item4.Mine Safety Disclosures27 PartIIItem5.Market for Registrant’s Common Equity, Related Stockholder Matters andIssuer Purchases of Equity Securities28Item6.Reserved29Item7.Management’s Discussion and Analysis of Financial Condition and Results ofOperations30Item7A.Quantitative and Qualitative Disclosures About Market Risk49Item8.Financial Statements and Supplementary Data49Item9.Changes In and Disagreements With Accountants on Accounting and FinancialDisclosure49Item9A.Controls and Procedures50Item9B.Other Information51Item9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections51 PartIIIItem10.Directors, Executive Officers and Corporate Governance52Item11.Executive Compensation52Item12.Security Ownership of Certain Beneficial Owners and Management and RelatedStockholder Matters52Item13.Certain Relationships and Related Transactions, and Director Independence52Item14.Principal Accountant Fees and Services52 Item15.Exhibits and Financial Statement Schedules52Item16.Form 10-K Summary55 Index to Consolidated Financial StatementsF-1 FORWARD-LOOKING STATEMENTS This Annual Report on Form10-K contains forward-looking statements within the meaning ofSection27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section21E of theSecurities Exchange Act of 1934, as amended (the “Exchange Act”), which are subject to the “safeharbor” created by those sections. Forward-looking statements include informatio