Form 8-K

8-K — Perimeter Solutions, Inc.

Accession: 0001880319-26-000044

Filed: 2026-07-31

Period: 2026-07-31

CIK: 0001880319

SIC: 2800 (CHEMICALS & ALLIED PRODUCTS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — prm-20260731.htm (Primary)

EX-99.1 (prmearningspressreleaseq22.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: prm-20260731.htm · Sequence: 1

prm-20260731

FALSE000188031900018803192026-07-312026-07-31

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): July 31, 2026

PERIMETER SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-41027 33-2098357

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS. Employer

Identification No.)

8000 Maryland Avenue, Suite 350

Clayton, Missouri 63105

(Address of principal executive offices, including zip code)

(314) 396-7343

Registrant's telephone number, including area code

Not Applicable

(Former name or former address, if changed since last report.)

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:

☐ 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, par value $0.0001 per share PRM 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 July 31, 2026, Perimeter Solutions, Inc. (the "Company") issued a press release announcing its financial results for its fiscal quarter ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1.

The information furnished under this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act") or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are being furnished as part of this Current Report on Form 8-K.

Exhibit

No.

Description

99.1

Press release issued by Perimeter Solutions, Inc. on July 31, 2026.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

Perimeter Solutions, Inc.

Date: July 31, 2026

By: /s/ Kyle Sable

Kyle Sable

Chief Financial Officer

EX-99.1

Filename: prmearningspressreleaseq22.htm · Sequence: 2

Document

Exhibit 99.1

Perimeter Solutions Reports Second Quarter 2026 Financial Results

July 31, 2026

Second quarter Net Loss of $181.6M and Adjusted Net Income of $59.6M

Continued Value Driver execution and recent acquisitions drove second quarter Adjusted EBITDA of $105.6M

Second quarter Loss Per Diluted Share of $1.11 and Adjusted Earnings Per Diluted Share of $0.35

Acquired Monaco Enterprises, a leading provider of proprietary, mission-critical life safety and emergency management systems for U.S. government facilities

Clayton, Missouri, July 31, 2026 – Perimeter Solutions, Inc. (NYSE: PRM) (“Perimeter,” “Perimeter Solutions,” or the “Company”), a leading provider of industrial products and services that support critical and complex customer missions across a range of niche applications, today reported financial results for its second quarter ended June 30, 2026.

Second Quarter 2026 Results

•Net sales increased 31% to $213.8 million in the second quarter, as compared to $162.6 million in the prior year quarter.

•Fire Safety net sales increased 7% to $129.1 million, as compared to $120.3 million in the prior year quarter.

•Specialty Products net sales increased 100% to $84.7 million, as compared to $42.4 million in the prior year quarter.

•Net loss during the second quarter was $181.6 million, or $1.11 loss per diluted share, as compared to a net loss of $32.2 million, or $0.22 loss per diluted share in the prior year quarter.

•Second quarter non-GAAP adjusted earnings per diluted share was $0.35, as compared to non-GAAP adjusted earnings per diluted share of $0.39 in the prior year quarter.

•Adjusted EBITDA increased 16% to $105.6 million in the second quarter, as compared to $91.3 million in the prior year quarter.

•Fire Safety Segment Adjusted EBITDA increased 1% to $78.8 million, as compared to $77.7 million in the prior year quarter.

•Specialty Products Segment Adjusted EBITDA increased 96% to $26.8 million, as compared to $13.7 million in the prior year quarter.

•Reconciliation tables for non-GAAP measures are available in the attached schedules.

Year-to-Date 2026 Results

•Net sales increased 44% to $338.9 million during the year-to-date period, as compared to $234.7 million in the prior year period.

•Fire Safety net sales increased 11% to $174.5 million, as compared to $157.4 million in the prior year period.

•Specialty Products net sales increased 113% to $164.4 million, as compared to $77.2 million in the prior year period.

•Net loss during the year-to-date period was $108.7 million, or $0.69 loss per diluted share, as compared to net income of $24.5 million, or $0.16 earnings per diluted share in the prior year period.

•Non-GAAP adjusted earnings per diluted share was $0.41 for both the year-to-date period and the prior year period.

•Adjusted EBITDA increased 34% to $146.7 million in the year-to-date period, as compared to $109.4 million in the prior year period.

•Fire Safety Segment Adjusted EBITDA increased 11% to $97.5 million, as compared to $87.7 million in the prior year period.

•Specialty Products Segment Adjusted EBITDA increased 127% to $49.3 million, as compared to $21.7 million in the prior year period.

•Reconciliation tables for non-GAAP measures are available in the attached schedules.

Capital Allocation

•On July 30, 2026, the Company acquired the outstanding capital stock of Monaco Enterprises, Inc. (“Monaco”) for a total cash purchase price, net of cash acquired of $120.0 million which was funded with cash on hand and proceeds from existing credit facilities. The Company expects Monaco to contribute more than $11 million of annualized Adjusted EBITDA, corresponding to a purchase multiple of approximately 10.5x enterprise value to Adjusted EBITDA. Monaco is included within the Fire Safety segment. EC M&A served as the exclusive financial adviser to Perimeter Solutions, while William Blair & Company, L.L.C. served as the exclusive adviser to Monaco Enterprises.

•The Company invested $12.7 million in capital expenditures during the quarter ended June 30, 2026.

Conference Call and Webcast

As previously announced, Perimeter Solutions management will hold a conference call at 8:30 a.m. ET on Friday, July 31, 2026 to discuss financial results for the second quarter 2026. The conference call can be accessed by dialing (877) 407-9764 (toll-free) or (201) 689-8551 (toll).

The conference call will also be webcast simultaneously on Perimeter’s website (https://ir.perimeter-solutions.com), accessed under the Investor Relations page. The webcast link will be made available on the Company's website prior to the start of the call; go to the investor relations page of our website to the News & Events menu and click on “Events & Presentations.”

A slide presentation will also be available for reference during the conference call; go to the investor relations page of our website to the News & Events menu and click on “Events & Presentations.”

Following the live webcast, a replay will be available on the Company’s website. A telephonic replay will also be available approximately three hours after the call and can be accessed by dialing (877) 660-6853 (toll-free) or (201) 612-7415 (toll) and using Access ID “13758350”. The telephonic replay will be available until August 31, 2026 (11:59 p.m. ET).

About Perimeter Solutions

Perimeter Solutions (NYSE: PRM) is a leading provider of industrial products and services that support critical and complex customer missions across a range of niche applications. Perimeter’s focus on superior customer service, paired with our Value Driver-focused operating strategy, decentralized operating model, and focus on driving value via capital allocation and capital structure management, fulfills our dual mandate: to serve customers and create value for stockholders. Perimeter is comprised of two segments, Fire Safety, including fire retardants and fire suppressants, and Specialty Products, which currently spans lubricant additives, electronic and electro-mechanical components, and highly engineered machinery for the medical device industry. Perimeter expects to continue expanding its portfolio through organic growth and value creating acquisitions.

Forward-looking Information

This press release may contain “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Forward-looking statements can be identified by words such as: “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “will,” and similar references to future periods.

Any such forward-looking statements are not guarantees of performance or results, and involve risks, uncertainties (some of which are beyond the Company’s control) and assumptions. Although Perimeter believes any forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect the Company’s actual financial results and cause them to differ materially from those anticipated in any forward-looking statements, including the risk factors described from time to time by us in our filings with the Securities and Exchange Commission (“SEC”), including, but not limited to, the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. Stockholders, potential investors and other readers should consider these factors carefully in evaluating the forward-looking statements.

Any forward-looking statement made by Perimeter in this press release speaks only as of the date on which it is made. Perimeter undertakes no obligation to update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

The Company has not provided a GAAP reconciliation of Monaco’s expected contribution to annualized adjusted EBITDA, which is a forward-looking statement, in this press release as a result of the uncertainty regarding, and the potential variability of, reconciling items. Accordingly, a reconciliation of this non-GAAP measure to its corresponding GAAP equivalent is not available without unreasonable effort. However, it is important to note that material changes to reconciling items could have a significant effect on future GAAP results.

SOURCE: Perimeter Solutions, Inc.

CONTACT: ir@perimeter-solutions.com

PERIMETER SOLUTIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND

COMPREHENSIVE (LOSS) INCOME

(Unaudited)

Three Months Ended June 30, Six Months Ended June 30,

In Thousands, except per share data 2026 2025 2026 2025

Net sales $ 213,810 $ 162,639 $ 338,879 $ 234,669

Cost of goods sold 95,942 61,143 170,224 105,020

Gross profit 117,868 101,496 168,655 129,649

Operating expenses:

Selling, general and administrative expense 26,993 15,967 50,054 32,266

Amortization expense 24,025 14,604 46,624 28,703

Founders advisory fees - related party 266,255 96,883 189,877 16,270

Other operating expense 3,614 268 12,632 829

Total operating expenses 320,887 127,722 299,187 78,068

Operating (loss) income (203,019) (26,226) (130,532) 51,581

Other expense (income):

Interest expense, net 19,593 9,930 43,949 19,574

Foreign currency gain (1,203) (2,096) (2,554) (3,255)

Other expense (income), net 27 (212) (337) (69)

Total other expense, net 18,417 7,622 41,058 16,250

(Loss) income before income taxes (221,436) (33,848) (171,590) 35,331

Income tax benefit (expense) 39,801 1,687 62,891 (10,806)

Net (loss) income (181,635) (32,161) (108,699) 24,525

Other comprehensive (loss) income, net of tax:

Foreign currency translation adjustments (9,132) 24,120 (15,698) 32,005

Total comprehensive (loss) income $ (190,767) $ (8,041) $ (124,397) $ 56,530

(Loss) earnings per share:

Basic $ (1.11) $ (0.22) $ (0.69) $ 0.17

Diluted $ (1.11) $ (0.22) $ (0.69) $ 0.16

Weighted average number of shares outstanding:

Basic 163,410,894 147,055,804 158,663,642 147,779,470

Diluted 163,410,894 147,055,804 158,663,642 156,039,133

PERIMETER SOLUTIONS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

In Thousands, except per share data June 30, 2026 December 31, 2025

ASSETS (Unaudited)

Current assets:

Cash and cash equivalents $ 82,776 $ 325,927

Accounts receivable, net 158,095 64,363

Inventories 203,265 139,634

Prepaid expenses and other current assets 52,252 34,049

Total current assets 496,388 563,973

Property, plant and equipment, net 109,215 85,138

Operating lease right-of-use assets 41,351 30,152

Finance lease right-of-use assets 5,223 5,713

Goodwill 1,365,724 1,065,211

Customer lists, net 904,934 628,189

Technology and patents, net 195,537 184,804

Tradenames, net 123,064 86,330

Other assets, net 3,322 3,497

Total assets $ 3,244,758 $ 2,653,007

LIABILITIES AND EQUITY

Current liabilities:

Accounts payable $ 44,967 $ 30,301

Accrued expenses and other current liabilities 67,062 47,212

Founders advisory fees payable - related party 177,957 95,726

Deferred revenue 26,413 1,879

Total current liabilities 316,399 175,118

Long-term debt, net 1,210,247 669,122

Operating lease liabilities, net of current portion 36,370 27,860

Finance lease liabilities, net of current portion 5,367 5,694

Deferred income taxes 77,997 80,410

Founders advisory fees payable - related party 452,617 440,697

Preferred stock 118,962 115,904

Preferred stock - related party 520 1,293

Other non-current liabilities 4,661 3,590

Total liabilities 2,223,140 1,519,688

Equity:

Common stock, $0.0001 par value per share 19 17

Treasury stock, at cost (168,197) (168,197)

Additional paid-in capital 2,113,652 2,100,958

Accumulated other comprehensive loss (22,068) (6,370)

Accumulated deficit (901,788) (793,089)

Total equity 1,021,618 1,133,319

Total liabilities and equity $ 3,244,758 $ 2,653,007

PERIMETER SOLUTIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Six Months Ended June 30,

In Thousands 2026 2025

Cash flows from operating activities:

Net (loss) income $ (108,699) $ 24,525

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

Founders advisory fees - related party (change in fair value) 189,877 16,270

Depreciation and amortization expense 56,047 34,817

Interest and payment-in-kind on preferred stock 3,809 3,666

Stock-based compensation 5,490 4,909

Non-cash lease expense 5,283 2,913

Deferred income taxes (73,319) (11,293)

Amortization of deferred financing costs 1,347 890

Foreign currency gain (2,554) (3,255)

Loss on disposal of assets 17 6

Changes in operating assets and liabilities, net of acquisitions:

Accounts receivable (69,451) (63,460)

Inventories (15,856) (21,834)

Prepaid expenses and current other assets (21,335) 4,687

Accounts payable 7,281 12,003

Deferred revenue 23,275 18,340

Income taxes payable, net 2,721 7,962

Accrued expenses and other current liabilities 5,105 (763)

Founders advisory fees - related party (cash settled) (95,726) (6,677)

Operating lease liabilities (4,085) (1,998)

Finance lease liabilities (236) (251)

Other, net 1,394 (563)

Net cash (used in) provided by operating activities (89,615) 20,894

Cash flows from investing activities:

Purchase of property and equipment (18,526) (17,577)

Purchase of intangible assets — (15,226)

Purchase of businesses, net of cash acquired (682,294) (10,000)

Net cash used in investing activities (700,820) (42,803)

Cash flows from financing activities:

Common stock repurchased — (40,370)

Proceeds from exercises of options 7,648 292

Principal payments on finance lease obligations (379) (482)

Proceeds from issuance of long-term debt 550,000 —

Payment of debt issuance costs (10,057) —

Net cash provided by (used in) financing activities 547,212 (40,560)

Effect of foreign currency on cash and cash equivalents 72 4,671

Net change in cash and cash equivalents (243,151) (57,798)

Cash and cash equivalents, beginning of period 325,927 198,456

Cash and cash equivalents, end of period $ 82,776 $ 140,658

Supplemental disclosures of cash flow information:

Cash paid for interest $ 19,573 $ 19,698

Cash paid for income taxes $ 5,647 $ 12,844

Non-GAAP Financial Metrics

The Company provides non-GAAP financial measures for Adjusted EBITDA, Segment Adjusted EBITDA, Adjusted Net Income, and Adjusted Earnings Per Share data as supplemental information regarding the Company’s business performance. The Company believes that these non-GAAP financial measures are useful to investors because they provide investors with a better understanding of the Company’s past financial performance and future results. The Company’s management uses these non-GAAP financial measures when it internally evaluates the performance of its business and makes operating decisions, including internal operating budgeting, performance measurement, and discretionary compensation.

Adjusted EBITDA and Segment Adjusted EBITDA

Adjusted EBITDA and Segment Adjusted EBITDA are defined as income (loss) before income taxes plus net interest and other financing expenses, and depreciation and amortization, adjusted on a consistent basis for certain non-recurring, unusual or non-operational items. These items include (i) restructuring, (ii) acquisition related costs, (iii) founder advisory fee expenses, (iv) stock-based compensation expense, (v) purchase accounting impact - inventory step up and (vi) foreign currency loss (gain). To supplement the Company’s condensed consolidated financial statements presented in accordance with U.S. GAAP, Perimeter is providing a summary to show the computations of Adjusted EBITDA and Segment Adjusted EBITDA, which are non-GAAP measures used by the Company's management and by external users of Perimeter’s financial statements, such as debt and equity investors, commercial banks and others, to assess the Company’s operating performance as compared to that of other companies, without regard to financing methods, capital structure or historical cost basis. Adjusted EBITDA and Segment Adjusted EBITDA should not be considered an alternative to net income (loss), operating income (loss), cash flows provided by (used in) operating activities or any other measure of financial performance or liquidity presented in accordance with U.S. GAAP.

(Unaudited) Three Months Ended June 30, 2026 Three Months Ended June 30, 2025

In Thousands Fire Safety Specialty

Products Total Fire Safety Specialty

Products Total

Loss before income taxes $ (179,329) $ (42,107) $ (221,436) $ (27,068) $ (6,780) $ (33,848)

Depreciation and amortization 14,258 14,650 28,908 13,620 4,304 17,924

Interest and financing expense 8,594 10,999 19,593 6,180 3,750 9,930

Founders advisory fees - related party 233,180 33,075 266,255 83,319 13,564 96,883

Non-recurring expenses (1)

1,217 1,326 2,543 27 13 40

Acquisition costs — 3,558 3,558 96 171 267

Stock-based compensation expense 2,009 883 2,892 2,007 231 2,238

Purchase accounting impact - inventory step up (2)

— 4,480 4,480 — — —

Foreign currency (gain) loss (1,170) (33) (1,203) (522) (1,574) (2,096)

Segment Adjusted EBITDA $ 78,759 $ 26,831 $ 105,590 $ 77,659 $ 13,679 $ 91,338

(1)

For the three months ended June 30, 2026, $1.4 million was related to restructuring and other non-recurring costs and $1.1 million was related to litigation costs arising from a contractual dispute regarding control of the P2S5 facility, which is currently operated by Flexsys Chemical Company. For the three months ended June 30, 2025, $0.1 million was related to restructuring and other non-recurring costs.

(2) For the three months ended June 30, 2026, $4.5 million was primarily related to the impact of purchase accounting on the cost of inventory sold. The acquired inventory was recorded at fair value, resulting in a step-up in basis.

(Unaudited) Six Months Ended June 30, 2026 Six Months Ended June 30, 2025

In Thousands Fire Safety Specialty

Products Total Fire Safety Specialty

Products Total

(Loss) income before income taxes $ (117,202) $ (54,388) $ (171,590) $ 31,810 $ 3,521 $ 35,331

Depreciation and amortization 28,750 27,297 56,047 26,385 8,432 34,817

Interest and financing expense 19,049 24,900 43,949 12,134 7,440 19,574

Founders advisory fees - related party 166,290 23,587 189,877 13,992 2,278 16,270

Non-recurring expenses (1)

1,349 1,585 2,934 261 686 947

Acquisition costs 10 12,516 12,526 96 732 828

Stock-based compensation expense 2,725 2,765 5,490 3,583 1,326 4,909

Purchase accounting impact - inventory step up (2)

— 10,070 10,070 — — —

Foreign currency (gain) loss (3,521) 967 (2,554) (517) (2,738) (3,255)

Segment Adjusted EBITDA $ 97,450 $ 49,299 $ 146,749 $ 87,744 $ 21,677 $ 109,421

(1)

For the six months ended June 30, 2026, $1.5 million was related to restructuring and other non-recurring costs and $1.4 million was related to litigation costs arising from a contractual dispute regarding control of the P2S5 facility, which is currently operated by Flexsys Chemical Company. For the six months ended June 30, 2025, $0.6 million was related to restructuring and other non-recurring costs and $0.4 million was related to the Redomiciliation Transaction.

(2) For the six months ended June 30, 2026, $10.1 million was primarily related to the impact of purchase accounting on the cost of inventory sold. The acquired inventory was recorded at fair value, resulting in a step-up in basis.

Adjusted Net Income and Adjusted Earnings Per Share

The computation of Adjusted Earnings Per Share (“Adjusted EPS”) is defined as Adjusted Net Income divided by adjusted diluted shares. Adjusted Net Income is defined as net income (loss) plus amortization, certain non-recurring, unusual or non-operational items, and the tax impact of these non-GAAP adjustments. These adjustments include (i) restructuring, (ii) acquisition related costs, (iii) founder advisory fee expenses, (iv) stock-based compensation expense, (v) purchase accounting impact - inventory step up and (vi) foreign currency loss (gain). Adjusted diluted shares is the weighted average diluted shares outstanding, adjusted by adding dilution for options excluded under U.S. GAAP due to a net loss, less dilution related to founders advisory fees. To supplement the Company’s condensed consolidated financial statements presented in accordance with U.S. GAAP, Perimeter is providing a summary to show the computations of Adjusted Net Income and Adjusted EPS, which are non-GAAP measures used by the Company's management and by external users of Perimeter’s financial statements, such as debt and equity investors, commercial banks and others, to assess the Company's operating performance as compared to that of other companies, without regard to financing methods, capital structure or historical cost basis. Adjusted EPS and Adjusted Net Income should not be considered alternatives to GAAP earnings (loss) per share (“GAAP EPS”), net income (loss), operating income (loss), cash flows provided by (used in) operating activities or any other measure of financial performance or liquidity presented in accordance with U.S. GAAP.

(Unaudited) Three Months Ended June 30,

In Thousands, except share and per share data 2026 2025

GAAP net loss $ (181,635) $ (32,161)

Adjustments:

Amortization 24,025 14,604

Founders advisory fees - related party 266,255 96,883

Non-recurring expenses (1)

2,543 40

Acquisition costs 3,558 267

Stock-based compensation expense 2,892 2,238

Purchase accounting impact - inventory step up (2)

4,480 —

Foreign currency gain (1,203) (2,096)

Tax impact of non-GAAP adjustments (3)

(61,344) (22,631)

Adjusted net income $ 59,571 $ 57,144

Shares used in computing GAAP Earnings (Loss) Per Share (diluted) 163,410,894 147,055,804

Options (4)

7,723,977 1,276,730

Shares underlying Founders fixed advisory fees (5)

— —

Shares underlying Founders variable advisory fees (6)

— —

Shares used in computing Adjusted Earnings Per Share (diluted) 171,134,871 148,332,534

GAAP (Loss) Earnings Per Share (diluted) $ (1.11) $ (0.22)

Adjusted Earnings Per Share (diluted) $ 0.35 $ 0.39

______________________________

(1)

(3) The tax impact of non-GAAP adjustments reflects the total income tax expense commensurate with the non-GAAP measure of profitability.

(4) The Company adds back the dilutive impact of options if amounts were excluded for purposes of GAAP EPS due to a GAAP net loss during the period.

(5) As of June 30, 2026, a maximum of 2.4 million shares were issuable within 12 months under the Founders fixed advisory fee.

(6) Based on period end market prices as of June 30, 2026, a maximum of 6.1 million shares were issuable within 12 months under the Founders variable advisory fee.

(Unaudited) Six Months Ended June 30,

In Thousands, except share and per share data 2026 2025

GAAP net (loss) income $ (108,699) $ 24,525

Adjustments:

Amortization 46,624 28,703

Founders advisory fees - related party 189,877 16,270

Non-recurring expenses (1)

2,934 947

Acquisition costs 12,526 828

Stock-based compensation expense 5,490 4,909

Purchase accounting impact - inventory step up (2)

10,070 —

Foreign currency gain (2,554) (3,255)

Tax impact of non-GAAP adjustments (3)

(87,663) (11,694)

Adjusted net income $ 68,605 $ 61,233

Shares used in computing GAAP Earnings Per Share (diluted) 158,663,642 156,039,133

Options (4)

7,110,289 —

Shares underlying Founders fixed advisory fees (5)

— (7,071,183)

Shares underlying Founders variable advisory fees (6)

— —

Shares used in computing Adjusted Earnings Per Share (diluted) 165,773,931 148,967,950

GAAP (Loss) Earnings Per Share (diluted) $ (0.69) $ 0.16

Adjusted Earnings Per Share (diluted) $ 0.41 $ 0.41

______________________________

(1)

(3) The tax impact of non-GAAP adjustments reflects the total income tax expense commensurate with the non-GAAP measure of profitability.

(4) The Company adds back the dilutive impact of options if amounts were excluded for purposes of GAAP EPS due to a GAAP net loss during the period.

(5) As of June 30, 2026, a maximum of 2.4 million shares were issuable within 12 months under the Founders fixed advisory fee.

(6) Based on period end market prices as of June 30, 2026, a maximum of 6.1 million shares were issuable within 12 months under the Founders variable advisory fee.

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 7

v3.26.1

Cover Page

Jul. 31, 2026

Cover Page [Abstract]

Document Type

8-K

Document Period End Date

Jul. 31, 2026

Entity Registrant Name

PERIMETER SOLUTIONS, INC.

Entity Incorporation, State or Country Code

Entity File Number

001-41027

Entity Tax Identification Number

33-2098357

Entity Address, Address Line One

8000 Maryland Avenue

Entity Address, Address Line Two

Suite 350

Entity Address, City or Town

Clayton

Entity Address, State or Province

Entity Address, Postal Zip Code

63105

City Area Code

314

Local Phone Number

396-7343

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Common Stock, par value $0.0001 per share

Trading Symbol

PRM

Security Exchange Name

NYSE

Entity Emerging Growth Company

false

Amendment Flag

false

Entity Central Index Key

0001880319

- Definition

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

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

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.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

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'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

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

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 2 such as Street or Suite number

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine2

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

Period Type:

duration

- Definition

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

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- 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.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

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

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

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

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

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

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

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.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

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.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

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.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

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.

+ References

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

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Cover Page [Abstract]

+ References

No definition available.

+ Details

Name:

prm_CoverPageAbstract

Namespace Prefix:

prm_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration