Financial Analysis

Debt Debt Obligations The following table shows the outstanding balances of our debt obligations and the applicable interest rates as of December 31 (in millions): 2025 2024 Unsecured Recourse Fixed Rate Debt: U.S. 3.25% Notes due September 2026 $ 350.0 $ 350.0 5.40% Notes due March 2027 350.0 350.0 3.85% Notes due March 2027 300.0 300.0 3.50% Notes due March 2028 300.0 300.0 4.55% Notes due November 2028 300.0 300.0 4.70% Notes due April 2029 500.0 500.0 4.00% Notes due June 2030 500.0 500.0 1.90% Notes due June 2031 400.0 400.0 3.50% Notes due June 2032 400.0 400.0 4.90% Notes due March 2033 400.0 400.0 5.45% Notes due September 2033 400.0 400.0 6.05% Notes due March 2034 500.0 500.0 6.90% Notes due May 2034 400.0 400.0 5.50% Notes due June 2035 700.0 5.20% Notes due March 2044 300.0 300.0 4.50% Notes due March 2045 250.0 250.0 3.10% Notes due June 2051 550.0 550.0 6.05% Notes due May 2054 400.0 400.0 6.05% Notes due June 2054 500.0 3.25% Notes due March 2025 300.0 $ 7,800.0 $ 6,900.0 Europe (1) 2025 2024 0.90% Schuldschein loan due October 2026 $ 27.0 $ 23.8 5.23% Schuldschein loan due November 2026 44.0 38.8 1.07% Notes due November 2026 88.1 77.7 4.37% Schuldschein loan due May 2027 41.1 36.2 1.17% Schuldschein loan due October 2028 61.1 53.8 3.21% Notes due December 2028 88.1 3.24% Notes due October 2030 135.1 1.56% Schuldschein loan due October 2031 88.1 77.7 3.62% Loan due December 2031 117.5 103.5 3.88% Notes due August 2032 47.0 1.00% Notes due March 2025 103.5 1.13 …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

"Share-Based Compensation We provide equity awards to our employees under the GATX Corporation Amended and Restated 2012 Incentive Award Plan (the ""2012 Plan""), including grants of non-qualified employee stock options, restricted stock units, performance shares, and phantom stock units and restricted stock units to non-employee directors. As of December 31, 2025, 4.6 million shares were authorized under the 2012 Plan and 1.5 million shares were available for future issuance. We recognize compensation expense for our equity awards in selling, general and administrative expenses over the applicable service period of each award. Share-based compensation expense was $25.0 million for 2025, $23.0 million for 2024, and $18.3 million for 2023, and the related tax benefits were $6.1 million for 2025, $5.8 million for 2024, and $4.6 million for 2023. Stock Options Stock options entitle the holder to purchase shares of common stock for periods up to seven years from the grant date. Stock options entitle the holder to purchase shares of our common stock at a specified exercise price. The dividends that accrue on all stock options are paid upon vesting and continue to be paid until the stock options are exercised, canceled, or expire. The exercise price for stock options is equal to the average of the high and low trading prices of our common stock on the date of grant. We recognize compensation expense on a straight-line basis over the vesting period of the award, which is generally t …

DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock · excerpt; the full note is in the filing

"Fair Value The assets and liabilities that GATX records at fair value on a recurring basis consisted entirely of derivatives at December 31, 2025 and December 31, 2024. In addition, we review long-lived assets, such as operating assets and facilities, investments in affiliates, and goodwill, for impairment whenever circumstances indicate that the carrying amount of these assets may not be recoverable or when assets may be classified as held for sale. We determine the fair value of the respective assets using Level 3 inputs, including estimates of discounted future cash flows, independent appraisals, and market comparables, as applicable. Certain assets were subject to non-recurring Level 3 fair value measurements during 2025 and 2024 and continue to be held at December 31, 2025 and 2024. The fair value of such assets at the time of their measurement was $4.0 million at December 31, 2025 and $0.4 million at December 31, 2024 and primarily consisted of railcars in both periods. See ""Note 10. Asset Impairments and Assets Held for Sale"" for further information. Derivative Instruments Fair Value Hedges We use interest rate swaps to manage the fixed-to-floating rate mix of our debt obligations by converting a portion of our fixed rate debt to floating rate debt. For fair value hedges, we recognize changes in fair value of both the derivative and the hedged item as interest expense. We had one instrument outstanding with an aggregate notional amount of $50.0 million as of Decembe …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

"Income Taxes The following table shows the components of income before income taxes, excluding affiliates, for the years ended December 31 (in millions): 2025 2024 2023 Income before Income Taxes Domestic $ 58.9 $ 80.6 $ 82.9 Foreign 220.2 180.8 162.6 Total $ 279.1 $ 261.4 $ 245.5 The following table shows income taxes, excluding domestic and foreign affiliates, for the years ended December 31 (in millions): 2025 2024 2023 Income Tax Expense Current Domestic: Federal $ (1.9) $ $ 2.9 State and local 0.1 0.7 0.2 $ (1.8) $ 0.7 $ 3.1 Foreign 11.7 13.5 17.3 Total current $ 9.9 $ 14.2 $ 20.4 Deferred Domestic: Federal $ 16.2 $ 18.4 $ 13.5 State and local 5.9 (6.4) (1.8) $ 22.1 $ 12.0 $ 11.7 Foreign 31.1 33.8 26.6 Total deferred $ 53.2 $ 45.8 $ 38.3 Income taxes $ 63.1 $ 60.0 $ 58.7 The following table is a reconciliation between the federal statutory income tax rate and our effective income tax rate for the years ended December 31 (in millions): 2025 2024 2023 Income taxes at federal statutory rate $ 58.6 21.0 % $ 54.9 21.0 % $ 51.6 21.0 % Adjust for effect of: Foreign tax effects: Germany Foreign tax rate change impact (13.3) (4.8) % % % Other 3.7 1.3 % 4.2 1.6 % 4.0 1.6 % Other foreign jurisdictions 6.6 2.4 % 5.1 2.0 % 5.6 2.3 % Foreign tax effects (3.0) (1.1) % 9.3 3.6 % 9.6 3.9 % Nontaxable or nondeductible items: Nondeductible officers compensation 4.3 1.5 % 2.8 1.1 % 2.3 0.9 % Share-based compensation (3.2) (1.1) % (2.2) (0.8) % (1.7) (0.7) % Other 0.7 0.2 % % (1.7) (0.7) % …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

"Legal Proceedings and Other Contingencies Various legal actions, claims, assessments, and other contingencies arising in the ordinary course of business are pending against GATX and certain of our subsidiaries. These matters are subject to many uncertainties, and it is possible that some of these matters could ultimately be decided, resolved, or settled adversely. Norfolk Southern Train Derailment in East Palestine, Ohio On June 30, 2023, a third-party complaint was filed by Norfolk Southern Railway Company and Norfolk Southern Corporation (collectively, ""Norfolk Southern"") against GATX and several other parties in the Northern District of Ohio (Eastern Division) for contribution and recovery of environmental damages related to the derailment of a Norfolk Southern train in East Palestine, Ohio that included railcars owned by GATX Corporation. The Company filed a motion to dismiss Norfolk Southern's third-party complaint on September 15, 2023. On March 6, 2024, the Court granted GATX's and the other third-party defendants motions and dismissed all Comprehensive Environmental Response, Compensation and Liability Act (""CERCLA"") claims. The Court also dismissed all state law claims, declining to exercise supplemental jurisdiction over them in light of its dismissal of the CERCLA claims. On March 26, 2024, Norfolk Southern moved the Court for entry of partial final judgment as to the order dismissing the third-party complaint in order to appeal before final judgment the Court …

LegalMattersAndContingenciesTextBlock · excerpt; the full note is in the filing

Leases GATX as Lessor We lease railcars, locomotives, aircraft spare engines, and tank containers under full-service and net operating leases. We price full-service leases as an integrated service that includes amounts related to maintenance, insurance, and ad valorem taxes. In accordance with applicable guidance, we do not separate lease and non-lease components when reporting revenue for our full-service operating leases. In some cases, we lease railcars and tank containers that, at commencement, are classified as finance leases. For certain operating leases, revenue is based on equipment usage and is recognized when earned. Typically, our leases do not provide customers with renewal options or options to purchase the asset. Our lease agreements do not generally have residual value guarantees. We collect reimbursements from customers for damage to our railcars, as well as additional rental payments for usage above specified levels, as provided in the lease agreements. The following table shows the components of our lease revenue for the years ended December 31 (in millions): 2025 2024 2023 Operating lease revenue: Fixed lease revenue $ 1,369.1 $ 1,263.5 $ 1,145.1 Variable lease revenue 104.4 104.1 93.7 Total operating lease revenue $ 1,473.5 $ 1,367.6 $ 1,238.8 Finance lease revenue 12.7 13.5 12.6 Total lease revenue $ 1,486.2 $ 1,381.1 $ 1,251.4 In accordance with the terms of our leases with customers, we may earn additional revenue, primarily for customer repairs. This a …

LesseeOperatingLeasesTextBlock · excerpt; the full note is in the filing

"Pension and Other Post-Retirement Benefits We maintain both funded and unfunded noncontributory defined benefit pension plans covering our domestic employees and the employees of our subsidiaries. We also have a funded noncontributory defined benefit pension plan related to a former business in the United Kingdom that has no active employees. The plans base benefits payable on years of service and/or final average salary. We base our funding policies for the pension plans on actuarially determined cost methods allowable under IRS regulations and statutory requirements in the United Kingdom. In 2025, the trustees of our pension plan in the United Kingdom entered into an agreement with an insurance company for a bulk annuity policy (a buy-in) (the ""UK Buy-in Policy""), for which we paid the insurer 14.4 million ($19.3 million). This agreement allows the Company to reduce volatility by removing investment, longevity, mortality, interest rate and inflation risk upon the transfer of pension plan assets to the insurer in exchange for the insurance contract. Under the terms of the UK Buy-in Policy, the insurer is liable to pay the benefits of the plan, but the plan still retains full legal responsibility to pay benefits to plan participants using the insurance payments. The UK Buy-in Policy will be treated as an asset of the plan. In addition to the pension plans, we have other post-retirement plans that provide health care, life insurance, and other benefits for certain retired d …

PensionAndOtherPostretirementBenefitsDisclosureTextBlock · excerpt; the full note is in the filing

"Financial Data of Business Segments The financial data presented below depicts the profitability, financial position, and capital expenditures of each of our business segments. We lease, operate, manage, and remarket long-lived, widely used assets, primarily in the rail market. We report our financial results through three primary business segments: Rail North America, Rail International, and Engine Leasing. Financial results for Trifleet are reported in the Other segment. Rail North America reportable segment is composed of our operations in the United States, Canada, and Mexico. Rail North America primarily provides railcars pursuant to full-service leases under which it maintains the railcars, pays ad valorem taxes and insurance, and provides other ancillary services. As of December 31, 2025, GABX is consolidated in the Rail North America operating segment and is primarily composed of the equity contributions from GATX and Brookfield, as well as the debt undertaken, in anticipation of the closing of the transaction and purchase of railcars from Wells Fargo. GABX's operations will be reflected within that segment upon closing of the transaction. Rail International is an aggregation of our operating segments in Europe (""GATX Rail Europe"" or ""GRE""), India (""Rail India"") and, until January 31, 2023, our rail business in Russia (""Rail Russia""). In 2023, we completed the sale of Rail Russia. GRE primarily leases railcars to customers throughout Europe pursuant to full-s …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

"Significant Accounting Policies Basis of Presentation We prepared the accompanying consolidated financial statements in accordance with U.S. generally accepted accounting principles (""GAAP""). Consolidation Our consolidated financial statements include our assets, liabilities, revenues, and expenses, as well as the assets, liabilities, revenues, and expenses of subsidiaries in which we had a controlling financial interest. We have eliminated intercompany transactions and balances. Non-Controlling Interest Non-controlling interest was established in December 2025 as a result of the creation and funding of the GABX joint venture with Brookfield. As of December 31, 2025, our ownership percentage in GABX is 30%. Non-controlling interest represents the portion of our consolidated net assets that are not attributable to GATX. Non-controlling interest is recorded at carrying value and is reported as a component of equity on our consolidated balance sheets. Further, a portion of net income is allocated to non-controlling interest holders based on the ownership percentage and is recorded as net income attributable to non-controlling interest on the consolidated statements of income. Income tax benefit or provision is applied to the income attributable to the controlling interest as the income attributable to the non-controlling interest is pass-through income. Use of Estimates Preparing financial statements in accordance with GAAP requires us to make estimates and assumptions that a …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing

"Shareholders Equity On January 25, 2019, our Board approved a $300 million share repurchase program (the ""Prior Repurchase Program""), pursuant to which we were authorized to purchase shares of our common stock in the open market, in privately negotiated transactions, or otherwise, including pursuant to Rule 10b5-1 plans. During 2025, we repurchased 416,699 shares of common stock for $65.0 million under the Prior Repurchase Program, compared to 167,452 shares for $21.9 million in 2024 and 24,520 shares of common stock for $2.6 million in 2023. On February 18, 2026, the Board terminated the Prior Repurchase Program and approved a new $300.0 million share repurchase program (the ""New Repurchase Program""), pursuant to which we are authorized to purchase shares of our common stock in the open market, in privately negotiated transactions, or otherwise, including pursuant to Rule 10b5-1 plans. The New Repurchase Program does not have an expiration date, does not obligate the Company to repurchase any dollar amount or number of shares of common stock, and may be suspended or discontinued at any time. The timing of share repurchases will be dependent on market conditions and other factors. In accordance with our certificate of incorporation,120 million shares of common stock are authorized, at a par value of $0.625 per share. As of December 31, 2025, 69.3 million shares were issued and 35.4 million shares were outstanding. The following shares of common stock were reserved as of …

StockholdersEquityNoteDisclosureTextBlock · excerpt; the full note is in the filing

Subsequent Events On January 1, 2026: GATX completed the acquisition of Wells Fargo's rail operating lease portfolio for a purchase price of approximately $4.2 billion. At closing, Wells Fargo's rail operating lease portfolio comprised approximately 101,000 railcars. The acquisition was completed through the GABX joint venture with Brookfield. Initially, GATX's ownership share of GABX is 30% , with Brookfield's share at 70% . GATX will have the option to acquire up to 100% ownership over time through a call option agreement it entered into with GABX and Brookfield. We will account for the purchase as an asset acquisition, and the operations of the joint venture will be consolidated within the Rail North America segment. GATX acquired approximately 200 locomotives directly from Wells Fargo for approximately $30.4 million. Brookfield completed the acquisition of Wells Fargos rail finance lease portfolio, consisting of both railcars and locomotives. GATX, through separate management agreements with GABX and Brookfield, will serve as manager of the railcars in the joint venture, as well as the finance lease railcars and locomotives directly owned by Brookfield, and will receive a management fee for these services. …

SubsequentEventsTextBlock · excerpt; the full note is in the filing

Share-Based Compensation During the six months ended June 30, 2026, we granted 197,000 non-qualified employee stock options, 25,874 restricted stock units, 31,380 performance shares, and 8,107 restricted stock units awarded to non-employee directors. For the three and six months ended June 30, 2026, total share-based compensation expense was $6.1 million and $11.9 million and the related tax benefits were $1.5 million and $2.9 million. For the three and six months ended June 30, 2025, total share-based compensation expense was $5.0 million and $11.1 million and the related tax benefits were $1.2 million and $2.7 million. The estimated fair value of our 2026 non-qualified employee stock option awards and related underlying assumptions are shown in the table below: 2026 Weighted-average estimated fair value $ 54.93 Quarterly dividend $ 0.66 Expected term of stock options, in years 4.2 Risk-free interest rate 3.5 % Dividend yield 1.3 % Expected stock price volatility 24.9 % Present value of dividends $ 10.32

DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock

Fair Value The assets and liabilities that GATX records at fair value on a recurring basis consisted entirely of derivatives at June 30, 2026 and December 31, 2025. In addition, we review long-lived assets, such as operating assets and facilities, investments in affiliates, and goodwill, for impairment whenever circumstances indicate that the carrying amount of these assets may not be recoverable or when assets may be classified as held for sale. We determine the fair value of the respective assets using Level 3 inputs, including estimates of discounted future cash flows, independent appraisals, and market comparables, as applicable. Derivative Instruments Fair Value Hedges We use interest rate swaps to manage the fixed-to-floating rate mix of our debt obligations by converting a portion of our fixed rate debt to floating rate debt. For fair value hedges, we recognize changes in fair value of both the derivative and the hedged item as interest expense. We had one instrument outstanding with an aggregate notional amount of $50.0 million as of June 30, 2026 and December 31, 2025 that matures in 2027. Cash Flow Hedges We use U.S. Treasury rate locks, swap rate locks, and interest rate swaps to hedge our exposure to interest rate risk on anticipated transactions. We also use currency swaps, forwards, and put/call options to hedge our exposure to fluctuations in the exchange rates of foreign currencies for certain loans and operating expenses denominated in non-functional currenci …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

Income Taxes The following table shows our effective income tax rate for the six months ended June 30: 2026 2025 Effective income tax rate 26.3 % 25.0 % The increase in the effective tax rate for the six months ended June 30, 2026 compared to the six months ended June 30, 2025 was primarily due to the impact of the structure of our ownership interest in the GABX joint venture, where the mix of income between entities is either taxed at 100% or is considered earned by a pass-through entity for income tax purposes and only taxed at the partner ownership level. The rate in both periods included incremental benefits associated with equity awards vested or exercised and a mix of pre-tax income among domestic and foreign jurisdictions, which are taxed at different rates.

IncomeTaxDisclosureTextBlock

"Legal Proceedings and Other ContingenciesVarious legal actions, claims, assessments and other contingencies arising in the ordinary course of business are pending against GATX and certain of our subsidiaries. These matters are subject to many uncertainties, and it is possible that some of these matters could ultimately be decided, resolved or settled adversely. For a full discussion of our pending legal matters, please refer to ""Note 24. Legal Proceedings and Other Contingencies"" included with our consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2025."

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Pension and Other Post-Retirement Benefits The following table shows the components of net periodic cost for the three months ended June 30, 2026 and 2025 (in millions): 2026 Pension Benefits 2025 Pension Benefits 2026 Retiree Health and Life 2025 Retiree Health and Life Service cost $ 1.8 $ 1.7 $ 0.1 $ 0.1 Interest cost 3.9 4.3 0.1 0.1 Expected return on plan assets (5.2) (5.4) Amortization of (1): Unrecognized prior service credit Unrecognized net actuarial loss (gain) 0.6 0.2 (0.1) Net periodic cost $ 1.1 $ 0.8 $ 0.1 $ 0.2 The following table shows the components of net periodic cost for the six months ended June 30, 2026 and 2025 (in millions): 2026 Pension Benefits 2025 Pension Benefits 2026 Retiree Health and Life 2025 Retiree Health and Life Service cost $ 3.3 $ 3.1 $ 0.1 $ 0.1 Interest cost 7.8 8.5 0.2 0.3 Expected return on plan assets (10.3) (10.9) Amortization of (1): Unrecognized prior service credit Unrecognized net actuarial loss (gain) 0.9 0.4 (0.2) (0.2) Net periodic cost $ 1.7 $ 1.1 $ 0.1 $ 0.2 _________ (1) Amounts reclassified from accumulated other comprehensive loss. The service cost component of net periodic cost was $1.9 million and $3.4 million for three and six months ended June 30, 2026, and $1.8 million and $3.2 million for the three and six months ended June 30, 2025 and is reported in selling, general and administrative expense in the condensed consolidated statements of income. The non-service components totaled income of $0.7 million and $1.6 mi …

PensionAndOtherPostretirementBenefitsDisclosureTextBlock · excerpt; the full note is in the filing

"Revenue Revenue Recognition Revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. We disaggregate revenue into three categories as presented on our condensed consolidated statements of income: Lease Revenue Lease revenue, which includes operating lease revenue and finance lease revenue, is our primary source of revenue. Operating Lease Revenue We lease railcars, locomotives, aircraft spare engines, and tank containers under full-service and net operating leases. We price full-service leases as an integrated service that includes amounts related to maintenance, insurance, and ad valorem taxes. We do not generally offer stand-alone maintenance service contracts. Operating lease revenue is within the scope of ASC Topic 842, Leases (""Topic 842""), and we have elected not to separate non-lease components from the associated lease component for qualifying leases. Operating lease revenue is recognized on a straight-line basis over the term of the underlying lease. As a result, lease revenue may not be recognized in the same period as maintenance and other costs, which we expense as incurred. Variable rents are recognized when applicable contingencies are resolved. Revenue is not recognized if collectability is not probable. See ""Note 6. Leases"". Finance Lease Revenue In certain cases, we lease railcars and tank containe …

RevenueFromContractWithCustomerTextBlock · excerpt; the full note is in the filing

"Financial Data of Business Segments The financial data presented below depicts the profitability, financial position, and capital expenditures of each of our business segments. We lease, operate, manage, and remarket long-lived, widely used assets, primarily in the rail market. We report our financial results through three primary business segments: Rail North America , Rail International, and Engine Leasing. Financial results for Trifleet are reported in the Other segment. The Rail North America reportable segment is composed of our operations in the United States, Canada, and Mexico. Rail North America primarily provides railcars pursuant to full-service leases under which it maintains the railcars, pays ad valorem taxes, and provides other ancillary services. As of December 31, 2025, GABX is consolidated in the Rail North America operating segment and, for 2025, is primarily composed of the equity contributions from GATX and Brookfield, as well as the debt undertaken, in anticipation of the closing of the transaction and purchase of railcars from Wells Fargo. GABX's operations are reflected within that segment beginning on January 1, 2026 upon closing of the transaction. GATX serves as manager of the finance lease portfolio directly owned by Brookfield for which we earned $2.8 million and $5.6 million in management fees in the three and six months ended June 30, 2026. Rail International is an aggregation of our operating segments in Europe (""GATX Rail Europe"" or ""GRE"" …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing