Financial Analysis

Note 13 Share-Based Compensation The following table summarizes the costs associated with the Companys share-based compensation plans: Three Months Ended June 30, Six Months Ended June 30, (in millions) 2026 2025 2026 2025 Expense: RSUs $ 10.6 $ 13.8 $ 33.3 $ 39.2 PRSUs 1.1 2.0 3.2 5.0 Employee stock purchase plan 1.6 1.4 3.9 3.6 $ 13.3 $ 17.2 $ 40.4 $ 47.8 The following table summarizes RSU and PRSU activity for the six months ended June 30, 2026: (in millions, except weighted-average grant-date fair value) Shares Weighted-average grant-date fair value Unvested at December 31, 2025 1.2 $ 63.46 Granted during 2026 1.0 $ 68.49 Vested during 2026 ( 0.7 ) $ 65.22 Unvested at June 30, 2026 1.5 $ 66.09 …

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Note 12 Fair Value Measurements Certain of the Companys assets are carried at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company categorizes its assets and liabilities carried at fair value using a three-level hierarchy for fair value measurements that distinguishes between market participant assumptions developed based on market data obtained from sources independent of the Company (observable inputs) and the Companys own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The hierarchy for inputs used in determining fair value maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that observable inputs be used when available. The hierarchy level assigned to the assets and liabilities is based on managements assessment of the transparency and reliability of the inputs used to estimate the fair values at the measurement date. The three hierarchy levels are defined as follows: Level 1Valuations based on unadjusted quoted market prices in active markets for identical assets or liabilities. Level 2Valuations based on observable inputs (other than Level 1 prices), such as quoted prices for similar assets or liabilities at the measurement date; quoted prices in markets that are not active; or …

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Note 9 Income Taxes The Companys effective income tax rates (income tax expense as a percentage of income before income taxes) were 22.8 % for the three and six months ended June 30, 2026, and 24.6 % and 24.0 % for the three and six months ended June 30, 2025, respectively . The effective income tax rates differ from the federal statutory rate due to (1) state and foreign income taxes for which the Company is liable, (2) permanent differences between amounts reported for financial statement purposes and amounts reported for income tax purposes, (3) the recognition of excess tax benefits or tax deficiencies associated with share-based payment transactions through income tax expense and (4) tax credits claimed. The Company evaluates the realizability of its deferred tax assets by assessing the valuation allowance and making adjustments to the allowance as necessary. The factors used in assessing the likelihood of realization include forecasts of future taxable income and available tax planning strategies that could be implemented. The Companys ability to achieve forecasted taxable income in the applicable taxing jurisdictions could affect the ultimate realization of its deferred tax assets. As of June 30, 2026 and December 31, 2025, the Company carried a valuation allowance of $ 29.4 million. Based on future operating results in certain jurisdictions, it is possible that the current valuation allowance positions of those jurisdictions could be adjusted during the next 12 months …

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Note 16 Litigation and Regulatory Contingencies The Company and its subsidiaries are parties to lawsuits and are also involved in ongoing routine legal and regulatory proceedings related to their operations. These lawsuits and proceedings frequently are similar in nature to other lawsuits and proceedings pending against the Companys competitors. When the Company has determined that a loss is both probable and reasonably estimable, a liability representing the best estimate of the Companys financial exposure based on known facts has been recorded. Actual losses may materially differ from the amounts recorded. With respect to the Companys outstanding ordinary course lawsuits and proceedings, the Company has determined either that a loss is not reasonably possible or that the estimated loss or range of loss, if any, is not expected to have a material adverse effect on the Companys financial condition, results of operations or cash flows. The Companys ordinary course lawsuits include class actions or purported class action lawsuits. Most of the Companys businesses are regulated by various federal, state and local governmental agencies. Many of the Companys other businesses operate within statutory guidelines. Consequently, the Company may from time to time be subject to examination or investigation by such governmental agencies. Currently, governmental agencies are examining or investigating certain of the Companys operations. The Company does not believe that any pending examina …

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Pending Accounting Pronouncements In September 2025, the FASB issued updated guidance intended to modernize the accounting for internal-use software costs. The updated guidance better aligns the accounting with how software is currently developed by making the guidance more relevant for agile and iterative development methods. Under the updated guidance, an entity is required to begin capitalizing software costs when management has authorized and committed to funding a software project and it is probable that the project will be completed and the software will be used to perform the function intended. The updated guidance is effective for interim and annual reporting periods beginning after December 15, 2027, with early adoption permitted, and can be applied prospectively, retrospectively, or through a modified prospective method in the Company's financial statements. The Company does not expect the adoption of this guidance to have a material impact on its condensed consolidated financial statements. In November 2024, the FASB issued updated guidance intended to improve financial reporting by requiring entities to disclose additional information in the notes to the financial statements about specific expense categories within the income statement. The updated guidance is effective for annual reporting periods beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The updated disclosures can …

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Note 17 Segment Information The Company consists of the following reportable segments : The title insurance and services segment issues title insurance policies on residential and commercial property in the United States and offers similar or related products and services internationally. This segment also provides closing and/or escrow services; accommodates tax-deferred exchanges of real estate; provides products, services and solutions designed to mitigate risk or otherwise facilitate real estate transactions; maintains, manages and provides access to title plant data and records; provides appraisals and other valuation-related products and services; provides lien release, document custodial and default-related products and services; provides document generation services; provides warehouse lending services; subservices mortgage loans; and provides banking, trust and wealth management services. The Company, through its principal title insurance subsidiary and such subsidiarys affiliates, transacts its title insurance business through a network of direct operations and agents. Through this network, the Company issues policies in the 49 states that permit the issuance of title insurance policies, the District of Columbia and certain United States territories. The Company also offers title insurance, closing services and similar or related products and services, either directly or through third parties in other countries, including Canada, the United Kingdom, various countrie …

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Note 14 Stockholders Equity The Company maintains a stock repurchase plan with authorization up to $ 300 million of the Companys common stock, of which $ 246.0 million remained as of June 30, 2026. Purchases may be made from time to time by the Company in the open market at prevailing market prices or in privately negotiated transactions. During the six months ended June 30, 2026, the Company repurchased and retired 0.9 million shares of its common stock for a total purchase price of $ 54.0 million. …

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