NLI Holdings Inc 2026年季度报告

☒QUARTERLY REPORT PURSUANT TO SECTION13 OR 15(d)OFTHE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended June 30, 2026OR☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OFTHE SECURITIES EXCHANGE ACT OF 1934For the transition period fromtoCommission file number 1-640 NLI HOLDINGS,INC. (Exact name of Registrant as specified in its charter) Delaware13-5267260(State or other jurisdiction ofincorporation or organization)(IRS EmployerIdentification No.)5430 LBJ Freeway, Suite1700Dallas, Texas 75240-2620(Address of principal executive offices)Registrant’s telephone number, including area code: (972)233-1700 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 or15(d)of the Securities Exchange Act of 1934 during the preceding 12months and (2)has been subject to suchfiling requirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File requiredto be submitted pursuant to Rule405 of Regulation S-T during the preceding 12months (or for such shorterperiod 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 “largeaccelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” inRule12b-2 of the Exchange Act. Accelerated filer☐ Large accelerated filerNon-accelerated filerEmerging growth company Smaller reporting company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transitionperiod for complying with any new or revised financial accounting standards provided pursuant to Section13(a)of theExchange Act.☐ Number of shares of the registrant’s common stock, $.125 par value per share, outstanding on July 31, 202648,898,734. NLI HOLDINGS,INC. AND SUBSIDIARIES INDEX Part I.FINANCIAL INFORMATION Item 1.Financial Statements Condensed Consolidated Balance Sheets (unaudited) -December 31, 2025; June 30, 20263Condensed Consolidated Statements of Income (unaudited) -Three and six months ended June 30, 2025 and 20265Condensed Consolidated Statements of Comprehensive Income (unaudited) -Three and six months ended June 30, 2025 and 20266Condensed Consolidated Statements of Equity (unaudited) -Three and six months ended June 30, 2025 and 20267Condensed Consolidated Statements of Cash Flows (unaudited) -Six months ended June 30, 2025 and 20268Notes to Condensed Consolidated Financial Statements (unaudited)9Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations18Item 3.Quantitative and Qualitative Disclosure About Market Risk33Item 4.Controls and Procedures33Part II.OTHER INFORMATION34Item 1.Legal Proceedings34Item 1A.Risk Factors34Item 6.Exhibits34 NLI HOLDINGS,INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)(In thousands) NLI HOLDINGS,INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (CONTINUED) (Unaudited)(In thousands) NLI HOLDINGS,INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)(In thousands, except per share data) NLI HOLDINGS,INC. AND SUBSIDIARIES (Unaudited)(In thousands) CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (Unaudited)(In thousands) NLI HOLDINGS,INC. AND SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)(In thousands) NLI HOLDINGS,INC. AND SUBSIDIARIES NOTESTO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS June 30, 2026 (Unaudited) Note1– Organization and basis of presentation: Organization– At June 30, 2026, Valhi,Inc. (NYSE: VHI) held approximately 83% of our outstandingcommon stock and a wholly-owned subsidiary of Contran Corporation held approximately 91% of Valhi’s outstandingcommon stock. A majority of Contran’soutstanding voting stock is held directly by Lisa K. Simmons and by familystockholders (Thomas C. Connelly (the husband of Ms. Simmons’ late sister), a family-owned entity and variousfamily trusts established for the benefit of Ms.Simmons, Mr. Connelly and their children) who are required to votetheir shares of Contran voting stock in the same manner as Ms. Simmons. Such voting rights are personal toMs.Simmons and last through April22, 2030. The remainder of Contran’s outstanding voting stock is held by anothertrust (the “Family Trust”), which was established for the benefit of Ms.Simmons and her late sister and their childrenand for which a third-party financial institution serves as trustee. Consequently, at June 30, 2026, Ms.Simmons andthe Family Trust may be deemed to control Contran, and therefore may be deemed to indirectly control the wholly-owned subsidiary of Contran, Valhi and us. On May 26, 2026, through a merger transaction, NLI Holdings, Inc.