Form 8-K

8-K — GRANITE CONSTRUCTION INC

Accession: 0000861459-26-000016

Filed: 2026-04-30

Period: 2026-04-30

CIK: 0000861459

SIC: 1600 (HEAVY CONSTRUCTION OTHER THAN BUILDING CONST - CONTRACTORS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — gva-20260430.htm (Primary)

EX-99.1 (gva-20260331xexx991.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

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0000861459false00008614592026-04-302026-04-30

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): April 30, 2026

GRANITE CONSTRUCTION INCORPORATED

(Exact Name of Registrant as Specified in its Charter)

Delaware

(State or Other Jurisdiction

of Incorporation)

1-12911

(Commission

File Number)

77-0239383

(IRS Employer

Identification No.)

585 West Beach Street

Watsonville, California 95076

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (831) 724-1011

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Common Stock, $0.01 par value GVA New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition.

On April 30, 2026, Granite Construction Incorporated (the “Company”) issued a press release with respect to its earnings for the three months ended March 31, 2026, a copy of which is attached as Exhibit 99.1 and incorporated herein by reference.

The information set forth herein, including the exhibit is furnished pursuant to Item 2.02, “Results of Operations and Financial Condition” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall the information, including the exhibit, be deemed incorporated by reference in any filing of the Company, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits. The following exhibits are attached hereto and furnished herewith:

Exhibit Number Description

99.1

Press Release of the Company, dated – April 30, 2026

104 Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

GRANITE CONSTRUCTION INCORPORATED

By: /s/ Staci M. Woolsey

Staci M. Woolsey

Executive Vice President and Chief Financial Officer

Date: April 30, 2026

EX-99.1

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Document

Exhibit 99.1

Granite Reports First Quarter 2026 Results

•Q1 revenue increased 30% year-over-year to $912 million

•Q1 net loss of $42 million compared to a net loss of $34 million for the same period in the prior year and adjusted net income (1) of $12 million compared to adjusted net income of $0.2 million for the same period in the prior year

•Q1 diluted EPS of $(0.96) compared to diluted EPS of $(0.77) for the same period in the prior year and adjusted diluted EPS (1) of $0.26 compared to adjusted diluted EPS of $0.01 for the same period in the prior year

•Q1 adjusted EBITDA (1) increased 106% year-over-year to $58 million

•Committed and Awarded Projects (“CAP”) (2) increased sequentially $200 million to $7.2 billion

•Completed the acquisition of Kenny Seng Construction on April 23, 2026, expanding our vertically-integrated home market in Utah

•Raised 2026 fiscal year guidance

WATSONVILLE, Calif. - Granite (NYSE: GVA) today announced results for the quarter ended March 31, 2026.

First Quarter 2026 Results

Net loss attributable to Granite totaled $42 million, or $(0.96) per diluted share, compared to net loss attributable to Granite of $34 million, or $(0.77) per diluted share, for the same period in the prior year. Adjusted net income attributable to Granite (1) totaled $12 million, or $0.26 per diluted share, compared to adjusted net income attributable to Granite of $0.2 million, or $0.01 per diluted share, for the same period in the prior year.

•Revenue increased $212 million to $912 million compared to $700 million for the same period in the prior year.

•Gross profit increased $26 million to $110 million compared to $84 million for the same period in the prior year.

•Selling, general, and administrative (“SG&A”) expenses increased $25 million to $141 million, or 15.4% of revenue, compared to $116 million, or 16.6% of revenue, for the same period in the prior year.

•Adjusted EBITDA increased $30 million to $58 million compared to $28 million for the same period in the prior year.

“Building on our momentum from the fourth quarter, we are off to a strong start across both our construction and materials segments,” said Kyle Larkin, Granite President and Chief Executive Officer. “In construction, our teams across key federal, state and local and private end markets have been highly active, driving CAP to a new record of $7.2 billion. Our markets remain healthy, with robust pipelines that provide clear opportunities to continue to grow CAP. Our materials segment is also performing well. Demand for both aggregates and asphalt has been strong, resulting in volume growth and pricing increases that have met our expectations year-to-date. In addition, we recently announced the acquisition of Kenny Seng Construction in Utah, which continues our strategy of strengthening and expanding our home markets by adding high-quality businesses to our portfolio. We continue to actively evaluate and pursue M&A opportunities and expect to complete several acquisitions this year.”

“Given our first quarter performance and recent project awards, including tactical infrastructure for the U.S. Customs and Border Protection, as well as the acquisition of Kenny Seng Construction, we are increasing our fiscal year 2026 guidance. We expect 2026 to be a year of meaningful growth and believe Granite is positioned for continued growth in 2027.”

(1)Adjusted net income/loss, adjusted diluted earnings/loss per share, earnings before interest, taxes, depreciation, and amortization (“EBITDA”), EBITDA margin, adjusted EBITDA, and adjusted EBITDA margin are non-GAAP measures. Please refer to the description and reconciliation of non-GAAP measures in the attached tables.

(2)CAP is comprised of revenue we expect to record in the future on executed contracts, including 100% of our consolidated joint venture contracts and our proportionate share of unconsolidated joint venture contracts, as well as the general construction portion of construction manager/general contractor, construction manager/at risk and progressive design build contracts to the extent contract execution and funding is probable.

Three Months ended March 31, 2026 (Unaudited - dollars in thousands)

Construction Segment

Three Months Ended March 31,

2026 2025 Change

Revenue $ 766,054 $ 614,618 $ 151,436 24.6 %

Gross profit $ 102,180 $ 85,438 $ 16,742 19.6 %

Gross profit as a % of revenue 13.3 % 13.9 %

Revenue increased year-over-year, driven primarily by higher CAP entering the quarter and $43 million from our recently acquired businesses, Warren Paving and Papich Construction. Gross profit increased year-over-year as a result of the increase in revenue and improved execution across our project portfolio. Gross profit as a percent of revenue decreased primarily due to a claim settlement which did not recur in the current year.

CAP increased $200 million sequentially to $7.2 billion, an increase of $1.4 billion year-over-year. As of March 31, 2026, CAP included $640 million of tactical infrastructure projects for U.S. Customs and Border Protection that should be substantially realized over 2026 and 2027.

Materials Segment

Three Months Ended March 31,

2026 2025 Change

Revenue $ 146,411 $ 84,929 $ 61,482 72.4 %

Gross profit (loss) $ 7,725 $ (1,589) $ 9,314 (586.2) %

Gross profit (loss) as a % of revenue 5.3 % (1.9) %

Cash gross profit(1) $ 25,800 $ 10,477 $ 15,323 146.3 %

Cash gross profit as a % of revenue(1) 17.6 % 12.3 %

(1)Materials segment cash gross profit and cash gross profit as a percent of revenue are non-GAAP measures. Please refer to the description and reconciliation of non-GAAP measures in the attached tables.

Revenue, gross profit and cash gross profit improved year-over-year primarily driven by revenue from our recently acquired businesses, Warren Paving, Papich Construction and Cinderlite, of $50 million. Gross profit margin and cash gross profit margin increased year-over-year leading to a segment level improvement of 720 basis points and 530 basis points, respectively.

Outlook

We are updating our 2026 fiscal year guidance as noted below:

•Revenue raised to a range of $5.2 billion to $5.4 billion from a range of $4.9 billion to $5.1 billion

•Adjusted EBITDA margin raised to a range of 12.25% to 13.25% from a range of 12.0% to 13.0%

•SG&A expense as a percent of revenue lowered to a range of 8.25% to 8.75% from a range of 8.5% to 9.0% of revenue, inclusive of an estimated $48 million of stock-based compensation expense

•Effective tax rate for adjusted net income unchanged in the mid-20s

•Capital expenditures unchanged with a range of approximately $140 million to $160 million, including approximately $50 million in planned strategic materials investments.

“Based on our strong performance to date, recent additions to CAP and the addition of Kenny Seng Construction, we are raising our full-year 2026 guidance for revenue and adjusted EBITDA margin,” said Staci Woolsey, Executive Vice President and Chief Financial Officer. “Our increased guidance reflects disciplined execution across our businesses, improved SG&A leverage, and sustained demand in our markets, while maintaining our previously communicated outlook for capital deployment and tax assumptions.”

We do not provide a reconciliation of forward-looking adjusted EBITDA margin or the most directly comparable forward-looking GAAP measure of net income attributable to Granite because we cannot predict with a reasonable degree of certainty and without unreasonable efforts certain components or excluded items that are inherently uncertain and depend on various factors. For these reasons, we are unable to assess the potential significance of the unavailable information.

Conference Call

Granite will conduct a conference call today, April 30, 2026, at 8:00 a.m. Pacific Time/11:00 a.m. Eastern Time to discuss the results of the quarter ended March 31, 2026. The Company invites investors to listen to a live audio webcast of the investor conference call on its Investor Relations website, https://investor.graniteconstruction.com. The investor conference call will also be available by calling 1-877-328-5503; international callers may dial 1-412-317-5472. An archive of the webcast will be available on Granite's Investor Relations website approximately one hour after the call. A replay will be available after the live call through May 7, 2026, by calling 1-855-669-9658, replay access code 9616718; international callers may dial 1-412-317-0088.

About Granite

Granite is America’s Infrastructure Company™. Incorporated since 1922, Granite (NYSE:GVA) is one of the largest diversified vertically-integrated civil contractors and construction materials producers in the United States. Granite’s Code of Conduct and strong Core Values guide the Company and its employees to uphold the highest ethical standards. Granite is an industry leader in safety and an award-winning firm in quality and sustainability. For more information, visit graniteconstruction.com, and connect with Granite on LinkedIn, X, Facebook and Instagram.

Forward-looking Statements

Any statements contained in this news release that are not based on historical facts, including statements regarding future events, occurrences, opportunities, circumstances, activities, performance, growth, demand, strategic plans, shareholder value, outcomes, outlook, robust pipelines that provide clear opportunities to continue to grow CAP, actively evaluating and pursuing M&A opportunities, our expectation of completing several acquisitions this year, increasing our fiscal year 2026 guidance, our expectation that 2026 will be a meaningful year of growth and our belief that Granite is positioned for continued growth in 2027, tactical infrastructure projects should be substantially realized over 2026 and 2027, 2026 fiscal year guidance, including revenue, adjusted EBITDA margin, SG&A expense, including estimated stock-based compensation expense, effective tax rate, capital expenditures, including estimated planned strategic materials investments, CAP and results constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are identified by words such as “future,” “outlook,” “assumes,” “believes,” “expects,” “estimates,” “anticipates,” “intends,” “plans,” “appears,” “may,” “will,” “should,” “could,” “would,” “continue,” "guidance" and the negatives thereof or other comparable terminology or by the context in which they are made. These forward-looking statements are based on management’s current beliefs, assumptions and estimates. These expectations may or may not be realized. Some of these expectations may be based on beliefs, assumptions or estimates that may prove to be incorrect. In addition, our business and operations involve numerous risks and uncertainties, many of which are beyond our control, which could result in our expectations not being realized or otherwise materially affect our business, financial condition, results of operations, cash flows and liquidity. Such risks and uncertainties include, but are not limited to, those described in greater detail in our filings with the Securities and Exchange Commission, particularly those described in our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.

Due to the inherent risks and uncertainties associated with our forward-looking statements, the reader is cautioned not to place undue reliance on them. The reader is also cautioned that the forward-looking statements contained herein speak only as of the date of this news release and, except as required by law; we undertake no obligation to revise or update any forward-looking statements for any reason.

GRANITE CONSTRUCTION INCORPORATED

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited - in thousands, except share and per share data)

March 31, 2026 December 31, 2025

ASSETS

Current assets:

Cash and cash equivalents $ 265,714 $ 529,220

Short-term marketable securities 49,191 71,021

Receivables, net 636,513 630,392

Contract assets 283,979 236,879

Inventories 168,789 143,129

Equity in unconsolidated construction joint ventures 126,857 134,670

Other current assets 73,663 66,920

Total current assets 1,604,706 1,812,231

Property and equipment, net 1,242,501 1,260,823

Long-term marketable securities 32,616 49,534

Investments in affiliates 97,985 96,764

Goodwill 400,536 400,814

Intangible assets, net 174,496 179,548

Right of use assets 149,438 152,678

Other noncurrent assets 77,361 78,001

Total assets $ 3,779,639 $ 4,030,393

LIABILITIES AND EQUITY

Current liabilities:

Current maturities of long-term debt $ 379,794 $ 375,896

Accounts payable 430,306 430,298

Contract liabilities 356,860 327,372

Accrued expenses and other current liabilities 311,882 348,179

Total current liabilities 1,478,842 1,481,745

Long-term debt 861,187 963,233

Long-term lease liabilities 122,753 125,733

Deferred income taxes, net 143,458 141,489

Other long-term liabilities 92,359 96,660

Commitments and contingencies

Equity:

Preferred stock, $0.01 par value, authorized 3,000,000 shares, none outstanding

— —

Common stock, $0.01 par value, authorized 150,000,000 shares; issued and outstanding: 43,746,424 shares as of March 31, 2026 and 43,496,781 shares as of December 31, 2025

437 435

Additional paid-in capital 301,499 402,391

Accumulated other comprehensive income 2,995 1,581

Retained earnings 727,190 774,641

Total Granite shareholders’ equity 1,032,121 1,179,048

Non-controlling interests 48,919 42,485

Total equity 1,081,040 1,221,533

Total liabilities and equity $ 3,779,639 $ 4,030,393

GRANITE CONSTRUCTION INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited - in thousands, except per share data)

Three Months Ended March 31,

2026 2025

Revenue $ 912,465 $ 699,547

Cost of revenue 802,560 615,698

Gross profit 109,905 83,849

Selling, general and administrative expenses 140,950 115,911

Other costs, net 3,037 9,426

Gain on sales of property and equipment, net (2,949) (1,737)

Operating loss (31,133) (39,751)

Other (income) expense:

Interest income (5,849) (6,268)

Interest expense 16,332 7,757

Equity in income of affiliates, net (3,473) (1,094)

Other (income) expense, net 10,365 (63)

Total other expense, net 17,375 332

Loss before income taxes (48,508) (40,083)

Benefit from income taxes (12,119) (11,756)

Net loss (36,389) (28,327)

Amount attributable to non-controlling interests (5,310) (5,329)

Net loss attributable to Granite $ (41,699) $ (33,656)

Net loss per share attributable to common shareholders:

Basic $ (0.96) $ (0.77)

Diluted $ (0.96) $ (0.77)

Weighted average shares outstanding:

Basic 43,529 43,463

Diluted 43,529 43,463

GRANITE CONSTRUCTION INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited - in thousands)

Three Months Ended March 31, 2026 2025

Operating activities:

Net loss $ (36,389) $ (28,327)

Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

Depreciation, depletion and amortization 42,012 30,171

Amortization related to long-term debt 2,305 1,081

Convertible debt inducement expense and related charges 9,704 —

Gain on sales of property and equipment, net (2,949) (1,737)

Stock-based compensation 41,186 32,217

Equity in net income from unconsolidated construction joint ventures (1,387) (1,246)

Net income from affiliates (3,473) (1,094)

Other non-cash adjustments (447) 164

Changes in assets and liabilities (81,434) (27,582)

Net cash provided by (used in) operating activities $ (30,872) $ 3,647

Investing activities:

Purchases of marketable securities — (134,653)

Maturities of marketable securities 39,000 7,100

Purchases of property and equipment (26,141) (32,206)

Proceeds from sales of property and equipment 8,646 3,449

Other investing activities 992 —

Net cash provided by (used in) investing activities $ 22,497 $ (156,310)

Financing activities:

Debt repayments (288,798) (274)

Proceeds from partial unwind of capped call 56,675 —

Cash dividends paid (5,655) (5,652)

Repurchases of common stock (18,441) (15,209)

Contributions from non-controlling partners 2,400 —

Distributions to non-controlling partners (1,275) (25,450)

Other financing activities, net (37) (8)

Net cash used in financing activities $ (255,131) $ (46,593)

Net decrease in cash and cash equivalents (263,506) (199,256)

Cash and cash equivalents at beginning of period 529,220 578,330

Cash and cash equivalents at end of period $ 265,714 $ 379,074

Non-GAAP Financial Information

The tables below contain financial information calculated other than in accordance with U.S. generally accepted accounting principles (“GAAP”). Specifically, we believe that non-GAAP financial measures such as EBITDA and EBITDA margin are useful in evaluating operating performance and are regularly used by securities analysts, institutional investors and other interested parties, and that such supplemental measures facilitate comparisons between companies that have different capital and financing structures and/or tax rates.

We are also providing adjusted EBITDA and adjusted EBITDA margin, non-GAAP measures, to indicate the impact of stock-based compensation expense, convertible debt inducement expense and related charges and other costs, net, which include strategic acquisition and integration expenses, and in 2025 legal fees for the defense of a former company officer in his now resolved civil litigation with the Securities and Exchange Commission and reorganization costs.

We provide adjusted income before income taxes, adjusted provision for (benefit from) income taxes, adjusted net income attributable to Granite, adjusted diluted weighted average shares of common stock and adjusted diluted earnings per share attributable to common shareholders, non-GAAP measures, to indicate the impact of the following:

•Acquired intangible asset amortization and acquisition-related depreciation;

•Stock-based compensation expense;

•Convertible debt inducement expense and related charges; and

•Other costs, net as described above.

We also provide cash gross profit and cash gross profit per ton for the materials segment and product lines to exclude the impact of non-cash costs from gross profit. Non-cash costs include depreciation, depletion and amortization, and, starting in the first quarter of 2026, unrealized gains and losses from the change in fair value of commodity derivative instruments included in cost of revenue. Cash gross profit and cash gross profit per ton are presented to illustrate the operational performance generated by the assets of the materials segment and its product lines. In addition, we exclude barge delivery revenue from our calculation of average selling price per ton to improve comparability with prior periods. The acquisition of Warren Paving introduced barge delivery revenue starting in the third quarter of 2025.

We believe that these additional non-GAAP financial measures are useful in evaluating operating performance, are regularly used by securities analysts, institutional investors and other interested parties, and facilitate comparisons to prior periods and between industry peer companies. Additionally, we use these non-GAAP financial measures in evaluating our performance. However, the reader is cautioned that any non-GAAP financial measures provided by us are provided in addition to, and not as alternatives for, our reported results prepared in accordance with GAAP. Items that may have a significant impact on our financial position, results of operations and cash flows must be considered when assessing our actual financial condition and performance regardless of whether these items are included in non-GAAP financial measures. The methods used by us to calculate non-GAAP financial measures may differ significantly from methods used by other companies to compute similar measures. As a result, any non-GAAP financial measures provided by us may not be comparable to similar measures provided by other companies.

GRANITE CONSTRUCTION INCORPORATED

EBITDA AND ADJUSTED EBITDA(1)

(Unaudited - dollars in thousands)

Three Months Ended March 31,

2026 2025

EBITDA:

Net loss attributable to Granite $ (41,699) $ (33,656)

Net loss margin(2) (4.6) % (4.8) %

Depreciation, depletion and amortization expense(3) 42,567 30,352

Benefit from income taxes (12,119) (11,756)

Interest expense, net 10,483 1,489

EBITDA(1) $ (768) $ (13,571)

EBITDA margin(1)(2) (0.1) % (1.9) %

ADJUSTED EBITDA:

Stock-based compensation 45,763 32,217

Convertible debt inducement expense and related charges 9,704 —

Other costs, net 3,037 9,426

Adjusted EBITDA(1) $ 57,736 $ 28,072

Adjusted EBITDA margin(1)(2) 6.3 % 4.0 %

(1)We define EBITDA as GAAP net income/loss attributable to Granite, adjusted for net interest expense, taxes, depreciation, depletion and amortization. Adjusted EBITDA and adjusted EBITDA margin exclude the impact of stock-based compensation, convertible debt inducement expense and related charges and other costs, net as described above.

(2)Represents net income/loss, EBITDA and adjusted EBITDA divided by consolidated revenue of $912.5 million and $699.5 million for the three months ended March 31, 2026 and 2025, respectively.

(3)Amount includes the sum of depreciation, depletion and amortization which are classified as cost of revenue and selling, general and administrative expenses in the condensed consolidated statements of operations.

GRANITE CONSTRUCTION INCORPORATED

ADJUSTED NET INCOME RECONCILIATION

(Unaudited - in thousands, except per share data)

Three Months Ended March 31,

2026 2025

Loss before income taxes $ (48,508) $ (40,083)

Acquired intangible asset amortization and acquisition-related depreciation

10,558 3,987

Stock-based compensation 45,763 32,217

Convertible debt inducement expense and related charges 9,704 —

Other costs, net 3,037 9,426

Adjusted income before income taxes $ 20,554 $ 5,547

Benefit from income taxes $ (12,119) $ (11,756)

Tax effect of adjusting items(1) 15,285 11,750

Adjusted provision for (benefit from) income taxes $ 3,166 $ (6)

Net loss attributable to Granite $ (41,699) $ (33,656)

After-tax adjusting items 53,777 33,880

Adjusted net income attributable to Granite $ 12,078 $ 224

Diluted weighted average shares of common stock 43,529 43,463

Add: dilutive effect of restricted stock units and Convertible Notes 9,957 9,012

Less: dilutive effect of Convertible Notes(2) (6,607) (8,068)

Adjusted diluted weighted average shares of common stock 46,879 44,407

Diluted net loss per share attributable to common shareholders $ (0.96) $ (0.77)

After-tax adjusting items per share attributable to common shareholders 1.22 0.78

Adjusted diluted earnings per share attributable to common shareholders $ 0.26 $ 0.01

(1)The tax effect of adjusting items was calculated using our estimated annual statutory tax rate. The tax effect of adjusting items for the three months ended March 31, 2026 excludes the convertible debt inducement expense and related charges as they were non-tax deductible.

(2)When calculating diluted net income attributable to common shareholders, GAAP requires that we include potential share dilution from the convertible notes when not antidilutive. We entered into capped call transactions relating to both the 3.25% and 3.75% convertible notes to offset the dilutive impact of the convertible notes. The impact of the capped call transactions was excluded from the GAAP diluted net income attributable to common shareholders calculation as the impact would be antidilutive. For the purpose of calculating our adjusted diluted net income per share attributable to common shareholders, the dilutive effect of the convertible notes up to the capped call price is removed to reflect the impact of the capped call transactions.

GRANITE CONSTRUCTION INCORPORATED

MATERIALS SEGMENT PRODUCT LINE INFORMATION

(Unaudited - in thousands, except per ton data)

Materials Product Line(1) Total Materials Segment

Three Months Ended March 31, 2026 Aggregate Asphalt Other and Eliminations(2)

External revenue $ 90,973 $ 55,438 $ — $ 146,411

Internal revenue(3) 26,703 33,199 (59,902) —

Total Revenue $ 117,676 $ 88,637 $ (59,902) $ 146,411

Sales tons 5,262 1,037

Average selling price per ton(4) $ 19.65 $ 85.47

Gross profit $ 9,780 $ 1,320 $ (3,375) $ 7,725

Gross profit as a % of revenue 8.3 % 1.5 % NM 5.3 %

Gross profit per ton $ 1.86 $ 1.27

Non-cash costs(5) 15,272 4,201 (1,398) 18,075

Cash gross profit $ 25,052 $ 5,521 $ (4,773) $ 25,800

Cash gross profit as a % of revenue 21.3 % 6.2 % NM 17.6 %

Cash gross profit per ton $ 4.76 $ 5.32

Materials Product Line(1) Total Materials Segment

Three Months Ended March 31, 2025 Aggregate Asphalt Other and Eliminations(2)

External revenue $ 40,402 $ 43,982 $ 545 $ 84,929

Internal revenue(3) 18,512 17,027 (35,539) —

Total Revenue $ 58,914 $ 61,009 $ (34,994) $ 84,929

Sales tons 3,768 733

Average selling price per ton(4) $ 15.64 $ 83.23

Gross profit (loss) $ 3,740 $ (2,804) $ (2,525) $ (1,589)

Gross profit (loss) as a % of revenue 6.3 % (4.6) % NM (1.9) %

Gross profit (loss) per ton $ 0.99 $ (3.83)

Non-cash costs(5) 8,320 3,670 76 12,066

Cash gross profit $ 12,060 $ 866 $ (2,449) $ 10,477

Cash gross profit as a % of revenue 20.5 % 1.4 % NM 12.3 %

Cash gross profit per ton $ 3.20 $ 1.18

NM - not meaningful

(1)The Aggregate product line includes aggregates, barge delivery and recycled materials. The Asphalt product line includes asphalt concrete and liquid asphalt. External revenue includes freight and delivery costs that we pass along to our customers.

(2)Represents our other product line which is comprised of immaterial amounts of products and services that are not considered core product lines, as well as unrealized gains and losses on commodity derivatives and eliminations of interproduct and intersegment transactions.

(3)Includes both intersegment and interproduct revenues. Intersegment revenues for the three months ended March 31, 2026 and March 31, 2025 were $51.1 million and $20.7 million, respectively.

(4)Aggregate average selling price per ton for the three months ended March 31, 2026 was calculated by dividing total aggregate revenue of $117.7 million, less $14.3 million of revenues associated with barge delivery, or $103.4 million, by sales tons for the period. There was no adjustment in the three months ended March 31, 2025.

(5)Non-cash costs include depreciation, depletion and amortization, and, starting in the first quarter of 2026, unrealized gains and losses from the change in fair value of commodity derivative instruments included in cost of revenue. Unrealized gains and losses on commodity derivatives were immaterial in prior periods, and therefore cash gross profit is unchanged from what was previously presented.

Contacts:

Investors

Wenjun Xu, 831-761-7861

Media

Erin Kuhlman, 831-768-4111

Source: Granite Construction Incorporated

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 7

v3.26.1

Cover

Apr. 30, 2026

Cover [Abstract]

Document Type

8-K

Entity Registrant Name

GRANITE CONSTRUCTION INCORPORATED

Entity Incorporation, State or Country Code

Entity File Number

1-12911

Entity Tax Identification Number

77-0239383

Entity Address, Address Line One

585 West Beach Street

Entity Address, City or Town

Watsonville

Entity Address, State or Province

Entity Address, Postal Zip Code

95076

City Area Code

831

Local Phone Number

724-1011

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Common Stock, $0.01 par value

Trading Symbol

GVA

Security Exchange Name

NYSE

Entity Emerging Growth Company

false

Entity Central Index Key

0000861459

Amendment Flag

false

Document Period End Date

Apr. 30, 2026

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Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

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Area code of city

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Cover page.

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For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

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The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

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No definition available.

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Address Line 1 such as Attn, Building Name, Street Name

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Name of the City or Town

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Code for the postal or zip code

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Name of the state or province.

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- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Indicate if registrant meets the emerging growth company criteria.

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- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

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No definition available.

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Two-character EDGAR code representing the state or country of incorporation.

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The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

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-Subsection b-2

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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

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Local phone number for entity.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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-Section 13e

-Subsection 4c

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Title of a 12(b) registered security.

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Name of the Exchange on which a security is registered.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Trading symbol of an instrument as listed on an exchange.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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