Form 8-K

8-K — Dole plc

Accession: 0001857475-26-000074

Filed: 2026-08-10

Period: 2026-08-10

CIK: 0001857475

SIC: 0100 (AGRICULTURE PRODUCTION - CROPS)

Item: Results of Operations and Financial Condition

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — dole-20260810.htm (Primary)

EX-99.1 (doleplcreportssecondquarte.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: dole-20260810.htm · Sequence: 1

dole-20260810

0001857475FALSE00018574752026-08-102026-08-1000018574752026-05-112026-05-11

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): August 10, 2026

Dole plc

(Exact Name of Registrant as Specified in Charter)

Ireland

001-40695

98-1610692

(State or other jurisdiction

of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

29 North Anne Street, Dublin 7

D07 PH36 Ireland

101 South Tryon St, Suite 600, Charlotte, NC

United States 28280

(Address of Principal Executive Offices)

Registrant’s telephone number, including area code: 353-1-887-2600

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

Ordinary Shares, $0.01 Par Value Per Share

DOLE

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 August 10, 2026, Dole plc (the "Company") issued a press release disclosing its financial results for the three and six months ended June 30, 2026. A copy of the press release is attached to this Current Form on 8-K as Exhibit 99.1.

Item 7.01. Regulation FD Disclosure.

At 08:00 a.m. Eastern Time on August 10, 2026, the Company will host a conference call and simultaneous webcast to discuss its financial results for the three and six months ended June 30, 2026. An archived replay of the webcast and the investor presentation used during the webcast will be available shortly after the live event has concluded in the Investors section of the Company's website, www.doleplc.com/investors.

The information being furnished pursuant to Item 2.02, including Exhibit 99.1, and Item 7.01 of this Current Report on Form 8-K shall not be deemed "filed" for purposes of Section 18 of the Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise be subject to the liability of that section, and shall not be incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

Description

99.1

Dole plc Press Release issued August 10, 2026 – Dole plc Reports Second Quarter 2026 Financial Results

104

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

DOLE PLC

SIGNATURE

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.

Date: August 10, 2026

DOLE PLC

(Registrant)

By: /s/ Jacinta Devine

Name: Jacinta Devine

Title: Chief Financial Officer

EX-99.1

Filename: doleplcreportssecondquarte.htm · Sequence: 2

Document

Exhibit 99.1

Dole plc Reports Second Quarter 2026 Financial Results

DUBLIN – August 10, 2026 - Dole plc (NYSE: DOLE) ("Dole" or the "Group" or the "Company") today released its financial results for the three and six months ended June 30, 2026.

Second Quarter Highlights:

•Revenue increased 2.9%, reflecting positive momentum across the Group

•Profitability impacted by anticipated Fresh Fruit cost pressures

•Strong performance in Diversified Fresh Produce - Americas & ROW partially offset lower result in Fresh Fruit, demonstrating resilience of our business model

•Development pipeline advanced while maintaining disciplined approach to capital allocation

•Post quarter end: completed sale of port in Ecuador for expected net proceeds of approximately $95 million; completed acquisition of Greenfood Fresh Produce division in Scandinavia

Financial Highlights

Three Months Ended

Six Months Ended

June 30, 2026

June 30, 2025

June 30, 2026

June 30, 2025

(U.S. Dollars in millions, except per share amounts) (Unaudited)

Revenue

2,499

2,428

4,842

4,528

Net Income

35.1

18.0

72.9

62.1

Net Income attributable to Dole plc

26.0

10.0

57.3

48.9

Diluted EPS

0.27

0.10

0.60

0.51

Adjusted EBITDA1

116.8

137.1

217.1

241.9

Adjusted Net Income1

43.7

53.2

74.9

86.2

Adjusted Diluted EPS1

0.46

0.55

0.78

0.90

Commenting on the results, Carl McCann, Executive Chairman, said:

“The successful completion of the Ecuador port sale post quarter end for net proceeds of approximately $95 million supports our continued investment in growth opportunities, including recent acquisitions in EMEA.

We are pleased to deliver a second quarter result in line with our expectations. The quarter once again demonstrated the resilience of our diversified business model and our ability to navigate a challenging operating environment as we target full-year Adjusted EBITDA of approximately $400 million for 2026.”

Group Results - Second Quarter

Revenue increased 2.9%, or $71.0 million, primarily due to positive operational performance in the Diversified Fresh Produce - Americas & ROW segment and a favorable impact from foreign currency translation of $30.3 million. On a like-for-like basis2, revenue increased 1.7%, or $40.7 million.

Gross Profit decreased $23.0 million, primarily due to higher cost of sales which were impacted by higher fruit sourcing costs in the Fresh Fruit segment, partially offset by higher revenue.

Operating Income decreased $55.7 million primarily due to lower Gross Profit, higher SMG&A expenses primarily due to a non-recurring charge associated with the settlement of a historical legal matter and some restructuring costs, and higher gains on asset sales in the prior year following the sale of land in Hawaii.

Other income increased year over year, primarily reflecting favorable fair value adjustments on financial instruments.

Net Income increased to $35.1 million from $18.0 million in the prior year. The prior year was impacted by a loss of $35.0 million in discontinued operations (Fresh Vegetables). The year over year increase also reflected higher other income, lower interest expense and lower tax expense, partially offset by lower Operating Income.

Adjusted EBITDA decreased 14.8%, or $20.4 million, primarily driven by higher fruit sourcing costs in the Fresh Fruit segment, partially offset by good performance in the Diversified Fresh Produce - Americas & ROW segment, as well as a favorable impact of foreign currency translation of $1.4 million.

Adjusted Net Income decreased 17.7%, or $9.4 million, predominantly due to the decrease in Adjusted EBITDA noted above, partially offset by lower tax expense and interest expense. Adjusted Diluted EPS for the three months ended June 30, 2026 was $0.46 compared to $0.55 in the prior year.

Selected Segmental Financial Information

Three Months Ended

June 30, 2026

June 30, 2025

(U.S. Dollars in thousands) (unaudited)

Revenue

Adjusted EBITDA1

Revenue

Adjusted EBITDA1

Fresh Fruit

972,824

50,257

972,591

72,756

Diversified Fresh Produce - EMEA

1,111,431

45,931

1,100,797

48,984

Diversified Fresh Produce - Americas & ROW

440,114

20,574

386,348

15,378

Intersegment

(24,958)

—

(31,309)

—

Total

2,499,411

116,762

2,428,427

137,118

Six Months Ended

June 30, 2026

June 30, 2025

(U.S. Dollars in thousands) (unaudited)

Revenue

Adjusted EBITDA1

Revenue

Adjusted EBITDA1

Fresh Fruit

1,910,484

102,810

1,850,736

136,087

Diversified Fresh Produce - EMEA

2,133,755

75,896

1,992,884

76,644

Diversified Fresh Produce - Americas & ROW

860,125

38,368

749,761

29,209

Intersegment

(62,778)

—

(65,550)

—

Total

4,841,586

217,074

4,527,831

241,940

Second Quarter Segmental Commentary

Fresh Fruit

Revenue of $972.8 million is in line with prior year. Higher volumes of bananas sold in Europe and higher underlying banana pricing in North America were partially offset by lower banana volumes in North America. Pineapple volumes were lower across all markets, primarily due to adverse weather conditions affecting fruit availability.

Adjusted EBITDA decreased 30.9%, or $22.5 million, primarily driven by higher fruit sourcing costs, elevated shipping costs in both European and North American markets due to higher fuel costs, higher pineapple growing costs resulting from adverse weather conditions, as well as the continued strengthening of the Costa Rican Colón against the U.S. Dollar.

Diversified Fresh Produce – EMEA

Revenue increased 1.0%, or $10.6 million, primarily due to the favorable impact of foreign currency translation of $29.9 million, as a result of the strengthening of the Swedish krona and euro against the U.S. Dollar, as well as underlying growth in Scandinavia partially offset by lower revenue in Spain. On a like-for-like basis, revenue decreased 1.7%, or $19.2 million.

Adjusted EBITDA decreased 6.2%, or $3.1 million, primarily due to weaker performance in South Africa, the Netherlands and Spain. These decreases were partially offset by a favorable impact of $1.5 million from foreign currency translation, as well as strong performance in Scandinavia. On a like-for-like basis, Adjusted EBITDA decreased 8.2%, or $4.0 million.

Diversified Fresh Produce – Americas & ROW

Revenue increased 13.9%, or $53.8 million, primarily driven by higher volumes in our North America business, both from seasonal timing benefits with North American cherries and by good underlying growth in key products including kiwi and avocados. There was also higher revenue in our southern hemisphere export business due to positive season end pricing adjustments.

Adjusted EBITDA increased 33.8%, or $5.2 million, driven by a strong performance in our North American business, driven both by positive volume growth in kiwi and avocados and seasonal timing differences in cherries, as well as the continued benefit of the partial restructuring of our berry operations in the fourth quarter of 2025.

Capital Expenditures

Cash capital expenditures for the six months ended June 30, 2026 were $42.5 million. Expenditures included farming investments in Latin America, investments in distribution facilities and ripening rooms in Europe, as well as other machinery and equipment related to blueberry and avocado packing in Europe.

Free Cash Flow from Continuing Operations, Net Debt and Net Leverage

Free cash flow from continuing operations was an outflow of $51.0 million for the six months ended June 30, 2026, compared to an outflow of $132.6 million in the prior year. The improvement in free cash flow was due to lower seasonal working capital outflows and lower capital expenditures in the current year. Net Debt and Net Leverage as of June 30, 2026 was $746.1 million and 2.0x, respectively.

Net debt at quarter end was impacted by the first step of the Ecuador port sale transaction. As part of the transaction, the Company completed a pre-closing ownership restructuring in May, acquiring the remaining minority interest in the port business. The second and final step, the sale of the port business, closed on July 1, 2026 and the associated proceeds will be reflected in third quarter Net Debt and Net Leverage. The cumulative net cash proceeds of the Ecuador port sale transaction are expected to be approximately $95.0 million, including the pre-closing ownership restructuring, cash taxes to be paid and other transaction related costs.

Dividend

On August 7, 2026, the Board of Directors of Dole plc declared a cash dividend for the second quarter of 2026 of $0.085 per share, payable on October 7, 2026 to shareholders of record on September 16, 2026. A cash dividend of $0.085 per share was paid on July 8, 2026 for the first quarter of 2026.

Share Repurchase Program

During the quarter, we repurchased 719,290 shares at an average price of $13.88 per share, totaling $10.0 million. For the six months ended June 30, 2026, we repurchased 1,025,660 shares at an average price of $14.25 per share, totaling $14.6 million. As of June 30, 2026, $85.4 million remained available for repurchase under the share repurchase program.

Outlook for Fiscal Year 2026 (forward-looking statement)

As we move into the second half of the year, fuel and shipping costs remain elevated and geopolitical developments continue to create uncertainty. While some of the sharp cost increases experienced during the second quarter appear to be moderating, the operating environment remains complex.

Consumer demand across our key markets has remained resilient, supported by long-term health and wellness trends. We also expect to benefit from contractual pricing mechanisms and cost saving initiatives in Fresh Fruit, the effectiveness of our dynamic pricing model across the Diversified businesses, and positive returns from recent investments and development activity.

Taking these factors together, we are targeting full-year Adjusted EBITDA of approximately $400 million for 2026.

We continue to expect routine capital expenditures of approximately $100 million and interest expense of approximately $58 million for the full year.

Footnote Index

1.Refer to the Appendix of this release for an explanation and reconciliation of non-GAAP financial measures used in this release to comparable GAAP financial measures.

2.Like-for-like basis refers to the measure excluding the impact of foreign currency translation movements and acquisitions and divestitures. Refer to the Appendix and "Supplementary Reconciliation of Prior Year Segment Results to Current Year Segment Results" for further detail on these impacts and the calculation of like-for-like basis variances

About Dole plc

A global leader in fresh produce, Dole plc produces, markets, and distributes an extensive variety of fresh fruits and vegetables sourced locally and from around the world. Dedicated and passionate in exceeding our customers’ requirements in over 85 countries, our goal is to make the world a healthier and a more sustainable place.

Webcast and Conference Call Information

Dole plc will host a conference call and simultaneous webcast at 08:00 a.m. Eastern Time today to discuss the second quarter 2026 financial results. The webcast can be accessed at www.doleplc.com/investor-relations or directly at https://events.q4inc.com/attendee/911565068.

Forward-looking information

Certain statements made in this press release that are not historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are based on management’s beliefs, assumptions, and expectations of our future economic performance, considering the information currently available to management. These statements are not statements of historical fact. The words “believe,” “may,” “could,” “will,” “should,” “would,” “anticipate,” “estimate,” “expect,” “intend,” “objective,” “seek,” “strive,” “target” or similar words, or the negative of these words, identify forward-looking statements. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that the future plans, estimates, or expectations contemplated by us will be achieved. Such forward-looking statements are subject to various risks and uncertainties and assumptions relating to our operations, financial results, financial condition, business prospects, growth strategy and liquidity. Accordingly, there are, or will be, important factors that could cause our actual results to differ materially from those indicated in these statements. If one or more of these or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, our actual results may vary materially from what we may have expressed or implied by these forward-looking statements. We caution that you should not place undue reliance on any of our forward-looking statements. Any forward-looking statement speaks only as of the date on which such statement is made, and we do not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made except as required by the federal securities laws.

Investor Contact:

James O'Regan, Head of Investor Relations, Dole plc

james.oregan@doleplc.com

+353 1 887 2794

Media Contact:

Brian Bell, Ogilvy

brian.bell@ogilvy.com

+353 87 2436 130

Appendix

Condensed Consolidated Statements of Operations - Unaudited

Three Months Ended

Six Months Ended

June 30, 2026

June 30, 2025

June 30, 2026

June 30, 2025

(U.S. Dollars and shares in thousands, except per share amounts)

Revenues, net

2,499,411

2,428,427

4,841,586

4,527,831

Cost of sales

(2,304,115)

(2,210,127)

(4,461,297)

(4,127,338)

Gross profit

195,296

218,300

380,289

400,493

Selling, marketing, general and administrative expenses

(148,438)

(124,308)

(272,218)

(242,720)

(Loss) gain on disposal of businesses

(28)

1,164

409

Gain on asset sales

686

9,323

1,353

13,124

Impairment and asset write-downs of property, plant and equipment and lease assets

(22)

(144)

(1,134)

(182)

Operating income

47,494

103,219

109,454

171,124

Other income (expense), net

3,869

(18,716)

8,407

(19,064)

Interest income

4,367

2,955

8,572

5,995

Interest expense

(14,857)

(17,516)

(27,443)

(34,698)

Income from continuing operations before income taxes and equity earnings

40,873

69,942

98,990

123,357

Income tax expense

(14,802)

(25,504)

(36,784)

(43,082)

Equity method earnings

9,056

8,501

10,656

16,793

Income from continuing operations

35,127

52,939

72,862

97,068

Loss from discontinued operations, net of income taxes

—

(34,950)

—

(34,920)

Net income

35,127

17,989

72,862

62,148

Income attributable to noncontrolling interests

(9,143)

(8,023)

(15,581)

(13,270)

Net income attributable to Dole plc

25,984

9,966

57,281

48,878

Income per share - basic:

Continuing operations

0.27

0.47

0.60

0.88

Discontinued operations

—

(0.37)

—

(0.37)

Net income per share attributable to Dole plc - basic

0.27

0.10

0.60

0.51

Income per share - diluted:

Continuing operations

0.27

0.46

0.60

0.87

Discontinued operations

—

(0.36)

—

(0.36)

Net income per share attributable to Dole plc - diluted

0.27

0.10

0.60

0.51

Weighted-average shares:

Basic

95,046

95,145

95,110

95,127

Diluted

95,703

95,850

95,733

95,763

Condensed Consolidated Balance Sheets - Unaudited

June 30, 2026

December 31, 2025

ASSETS

(U.S. Dollars and shares in thousands)

Cash and cash equivalents

291,705

267,854

Receivables, net of allowances of $66,225 and $75,500, respectively

928,270

804,621

Inventories, net of allowances of $4,074 and $3,659, respectively

423,983

509,260

Prepaid expenses and other current assets

111,726

94,316

Assets held for sale

84,161

75,689

Total current assets

1,839,845

1,751,740

Investments in unconsolidated affiliates

143,996

142,082

Actively marketed property

48,211

53,231

Property, plant and equipment, net of accumulated depreciation of $640,163 and $619,706, respectively

1,049,898

1,081,656

Operating lease right-of-use assets

415,243

371,366

Goodwill

429,545

434,345

DOLE® brand

306,280

Other intangible assets, net of accumulated amortization of $133,498 and $133,022, respectively

15,961

18,997

Other assets

154,349

147,758

Deferred income tax assets

88,860

88,669

Total assets

4,492,188

4,396,124

LIABILITIES AND EQUITY

Accounts payable

762,072

712,483

Accrued liabilities

475,471

573,008

Bank overdraft, notes payable and current portion of long-term debt, net

62,366

67,279

Current maturities of operating leases

79,408

71,379

Other current liabilities

38,249

56,285

Liabilities held for sale

22,240

14,047

Total current liabilities

1,439,806

1,494,481

Long-term debt, net

969,121

799,814

Operating leases, less current maturities

337,399

306,566

Deferred income tax liabilities

85,505

90,100

Other long-term liabilities

191,975

203,390

Total liabilities

3,023,806

2,894,351

Redeemable noncontrolling interests

34,248

29,716

Stockholders’ equity:

Common stock — $0.01 par value; 300,000 shares authorized; 94,459 and 95,163 shares outstanding as of June 30, 2026 and December 31, 2025, respectively

945

952

Additional paid-in capital

741,559

804,247

Retained earnings

717,282

676,371

Accumulated other comprehensive loss

(130,852)

(117,467)

Total equity attributable to Dole plc

1,328,934

1,364,103

Equity attributable to noncontrolling interests

105,200

107,954

Total equity

1,434,134

1,472,057

Total liabilities, redeemable noncontrolling interests and equity

4,492,188

4,396,124

Condensed Consolidated Statements of Cash Flows - Unaudited

Six Months Ended

June 30, 2026

June 30, 2025

Operating Activities

(U.S. Dollars in thousands)

Net income

72,862

62,148

Loss from discontinued operations, net of taxes

—

34,920

Income from continuing operations

72,862

97,068

Adjustments to reconcile income from continuing operations to net cash provided by (used in) operating activities - continuing operations:

Depreciation and amortization

55,769

54,777

Impairment and asset write-downs of property, plant and equipment and lease assets

1,134

182

Net gain on sale of assets

(1,353)

(13,124)

Net gain on sale of businesses

(1,164)

(409)

Net (gain) loss on financial instruments

(9,759)

26,036

Stock-based compensation expense

3,262

3,185

Equity method earnings

(10,656)

(16,793)

Noncash debt refinancing expenses

—

1,921

Amortization of debt discounts and debt issuance costs

1,566

2,654

Deferred tax benefit

(3,161)

(2,831)

Pension and other postretirement benefit plan cost

4,621

2,868

Dividends received from equity method investments

6,596

6,268

Gain on insurance proceeds

—

(3,869)

Other

—

(1,565)

Changes in operating assets and liabilities:

Receivables, net of allowances

(132,369)

(211,944)

Inventories

81,227

25,736

Prepaids, other current assets and other assets

(27,508)

(12,816)

Accounts payable, accrued liabilities and other liabilities

(49,570)

(17,790)

Net cash used in operating activities - continuing operations

(8,503)

(60,446)

Investing activities

Sales of assets

7,465

10,076

Capital expenditures

(42,545)

(72,196)

Proceeds from sale of businesses, net of transaction costs and cash transferred

4,968

409

Insurance proceeds

—

18,971

Net sales (purchases) of unconsolidated affiliates

231

(1,589)

Acquisition of noncontrolling interests associated with the Port Sale Transaction

(51,193)

—

Other acquisitions, net of cash acquired

(2,303)

(1,882)

Other

(439)

(14)

Net cash used in investing activities - continuing operations

(83,816)

(46,225)

Financing activities

Proceeds from borrowings and overdrafts

1,068,317

1,151,108

Repayments on borrowings and overdrafts

(901,189)

(1,002,113)

Dividends paid to shareholders

(16,701)

(15,934)

Dividends paid to noncontrolling interests

(7,192)

(7,962)

Repurchases of Ordinary shares

(14,644)

—

Tax payments for net settlement of share-based payments

(3,378)

—

Other noncontrolling interest activity, net

(3,411)

—

Payment of contingent consideration

(2,305)

(919)

Net cash provided by financing activities - continuing operations

119,497

124,180

Effect of foreign exchange rate changes on cash

(3,327)

18,859

Net cash used in operating activities - discontinued operations

—

(23,870)

Net cash used in investing activities - discontinued operations

—

(4,850)

Cash used in discontinued operations, net

—

(28,720)

Increase in cash and cash equivalents

23,851

7,648

Cash and cash equivalents at beginning of period, including discontinued operations

267,854

331,719

Cash and cash equivalents at end of period, including discontinued operations

291,705

339,367

Supplemental cash flow information:

Income tax payments, net of refunds

(40,822)

(53,567)

Interest payments on borrowings

(25,422)

(32,119)

Reconciliation from Net Income to Adjusted EBITDA - Unaudited

The following information is provided to give quantitative information related to items impacting comparability. Refer to the 'Non-GAAP Financial Measures' section of this document for additional detail on each item.

Three Months Ended

Six Months Ended

June 30, 2026

June 30, 2025

June 30, 2026

June 30, 2025

(U.S. Dollars in thousands)

Net income (Reported GAAP)

35,127

17,989

72,862

62,148

Loss from discontinued operations, net of income taxes

—

34,950

—

34,920

Income from continuing operations (Reported GAAP)

35,127

52,939

72,862

97,068

Income tax expense

14,802

25,504

36,784

43,082

Interest expense

14,857

17,516

27,443

34,698

Mark to market (gains) losses

(3,148)

17,153

(7,273)

23,069

Gain on asset sales

—

(8,737)

(47)

(11,178)

Loss (gain) on disposal of businesses

(48)

(1,164)

(409)

Legal and restructuring costs

23,054

—

23,054

—

Asset write-downs, net of insurance proceeds

184

(3,617)

184

(3,617)

Impairment of property, plant and equipment and lease assets

—

984

—

Other items1,2

(89)

3,190

(100)

3,284

Adjustments from equity method investments

1,826

3,061

3,581

(2,651)

Adjusted EBIT (Non-GAAP)

86,714

106,961

156,308

183,346

Depreciation

26,320

26,496

52,847

51,309

Amortization of intangible assets

1,381

1,737

2,922

3,468

Depreciation and amortization adjustments from equity method investments

2,347

1,924

4,997

3,817

Adjusted EBITDA (Non-GAAP)

116,762

137,118

217,074

241,940

1 For the three months ended June 30, 2026, other items is primarily comprised of $0.9 million of interest income on deferred transaction consideration, offset by $0.8 million of acquisition and transaction costs. For the three months ended June 30, 2025, other items is primarily comprised of $3.2 million of net debt refinancing expenses.

2 For the six months ended June 30, 2026, other items is primarily comprised of $1.8 million of interest income on deferred transaction consideration, offset by $1.7 million of acquisition and transaction costs. For the six months ended June 30, 2025, other items is primarily comprised of $3.2 million of net debt refinancing expenses.

Reconciliation from Net Income attributable to Dole plc to Adjusted Net Income - Unaudited

Three Months Ended

Six Months Ended

June 30, 2026

June 30, 2025

June 30, 2026

June 30, 2025

(U.S. Dollars and shares in thousands, except per share amounts)

Net income attributable to Dole plc (Reported GAAP)

25,984

9,966

57,281

48,878

Loss from discontinued operations, net of income taxes

—

34,950

—

34,920

Income from continuing operations attributable to Dole plc

25,984

44,916

57,281

83,798

Adjustments:

Amortization of intangible assets

1,381

1,737

2,922

3,468

Mark to market (gains) losses

(3,148)

17,153

(7,273)

23,069

Gain on asset sales

—

(8,737)

(47)

(11,178)

Loss (gain) on disposal of businesses

(48)

(1,164)

(409)

Legal and restructuring costs

23,054

—

23,054

—

Asset write-downs, net of insurance proceeds

184

(3,617)

184

(3,617)

Impairment of property, plant and equipment and lease assets

—

984

—

Other items3,4

844

3,190

1,745

3,284

Adjustments from equity method investments

(1,832)

(1,768)

(7,432)

Income tax on items above and discrete tax items

(2,494)

(190)

(316)

(2,131)

NCI impact of items above

(330)

(1,260)

(684)

(2,620)

Adjusted Net Income for Adjusted EPS calculation (Non-GAAP)

43,744

53,156

74,918

86,232

Adjusted earnings per share – basic (Non-GAAP)

0.46

0.56

0.79

0.91

Adjusted earnings per share – diluted (Non-GAAP)

0.46

0.55

0.78

0.90

Weighted average shares outstanding – basic

95,046

95,145

95,110

95,127

Weighted average shares outstanding – diluted

95,703

95,850

95,733

95,763

3 For the three months ended June 30, 2026, other items is primarily comprised of $0.8 million of acquisition and transaction costs. For the three months ended June 30, 2025, other items is primarily comprised of $3.2 million of net debt refinancing expenses.

4 For the six months ended June 30, 2026, other items is primarily comprised of $1.7 million of acquisition and transaction costs. For the six months ended June 30, 2025, other items is primarily comprised of $3.2 million of net debt refinancing expenses.

Supplemental Reconciliation from Net Income attributable to Dole plc to Adjusted Net Income - Unaudited

Three Months Ended June 30, 2026

(U.S. Dollars in thousands)

Revenues, net

Cost of sales

Gross profit

Gross Margin %

Selling, marketing, general and administrative expenses

Other operating items5

Operating Income

Reported (GAAP)

2,499,411

(2,304,115)

195,296

7.8

(148,438)

636

47,494

Loss from discontinued operations, net of income taxes

—

Amortization of intangible assets

—

1,381

—

1,381

Mark to market (gains) losses

—

104

—

104

Gain on asset sales

—

(Loss) gain on disposal of businesses

—

Legal and restructuring costs

—

23,054

—

23,054

Asset write-downs, net of insurance proceeds

—

184

—

184

Impairment of property, plant and equipment and lease assets

—

Other items

—

329

—

329

Adjustments from equity method investments

—

Income tax on items above and discrete tax items

—

NCI impact of items above

—

Adjusted (Non-GAAP)

2,499,411

(2,303,827)

195,584

7.8

(123,674)

737

72,647

Three Months Ended June 30, 2025

(U.S. Dollars in thousands)

Revenues, net

Cost of sales

Gross profit

Gross Margin %

Selling, marketing, general and administrative expenses

Other operating items6

Operating Income

Reported (GAAP)

2,428,427

(2,210,127)

218,300

9.0

(124,308)

9,227

103,219

Loss from discontinued operations, net of income taxes

—

Amortization of intangible assets

—

1,737

—

1,737

Mark to market (gains) losses

—

2,057

—

2,057

Gain on asset sales

—

(8,737)

(Loss) gain on disposal of businesses

—

(48)

Asset write-downs, net of insurance proceeds

—

(3,617)

—

(3,617)

Other items

—

Adjustments from equity method investments

—

Income tax on items above and discrete tax items

—

NCI impact of items above

—

Adjusted (Non-GAAP)

2,428,427

(2,211,687)

216,740

8.9

(122,563)

442

94,619

5 Other operating items for the three months ended June 30, 2026 is comprised of a $0.7 million gain on asset sales, offset partially by other immaterial activity, as reported on the Dole plc GAAP Condensed Consolidated Statements of Operations.

6 Other operating items for the three months ended June 30, 2025 is primarily comprised of a gain of asset sales of $9.3 million, offset partially by other immaterial activity, as reported on the Dole plc GAAP Condensed Consolidated Statements of Operations.

Three Months Ended June 30, 2026

(U.S. Dollars in thousands)

Other income (expense), net

Interest income

Interest expense

Income tax expense

Equity method earnings

Income from continuing operations

Loss from discontinued operations, net of income taxes

Reported (GAAP)

3,869

4,367

(14,857)

(14,802)

9,056

35,127

—

Loss from discontinued operations, net of income taxes

—

Amortization of intangible assets

—

1,381

—

Mark to market (gains) losses

(3,252)

—

(3,148)

—

Gain on asset sales

—

(Loss) gain on disposal of businesses

—

Legal and restructuring costs

—

23,054

—

Asset write-downs, net of insurance proceeds

—

184

—

Impairment of property, plant and equipment and lease assets

—

Other items

515

—

844

—

Adjustments from equity method investments

—

(1,832)

—

Income tax on items above and discrete tax items

—

(3,010)

516

(2,494)

—

NCI impact of items above

—

Adjusted (Non-GAAP)

1,132

4,367

(14,857)

(17,812)

7,740

53,217

—

Three Months Ended June 30, 2025

(U.S. Dollars in thousands)

Other income (expense), net

Interest income

Interest expense

Income tax expense

Equity method earnings

Income from continuing operations

Loss from discontinued operations, net of income taxes

Reported (GAAP)

(18,716)

2,955

(17,516)

(25,504)

8,501

52,939

(34,950)

Loss from discontinued operations, net of income taxes

—

34,950

Amortization of intangible assets

—

1,737

—

Mark to market (gains) losses

15,096

—

17,153

—

Gain on asset sales

—

(8,737)

—

(Loss) gain on disposal of businesses

—

(48)

—

Asset write-downs, net of insurance proceeds

—

(3,617)

—

Other items

3,182

—

3,190

—

Adjustments from equity method investments

—

Income tax on items above and discrete tax items

—

(949)

759

(190)

—

NCI impact of items above

—

Adjusted (Non-GAAP)

(438)

2,955

(17,516)

(26,453)

9,272

62,439

—

Three Months Ended June 30, 2026

(U.S. Dollars and shares in thousands, except per share amounts)

Net income

Net income attributable to noncontrolling interests

Net income attributable to Dole plc

Diluted net income per share

Reported (GAAP)

35,127

(9,143)

25,984

0.27

Loss from discontinued operations, net of income taxes

—

Amortization of intangible assets

1,381

—

1,381

Mark to market (gains) losses

(3,148)

—

(3,148)

Gain on asset sales

—

(Loss) gain on disposal of businesses

—

Legal and restructuring costs

23,054

—

23,054

Asset write-downs, net of insurance proceeds

184

—

184

Impairment of property, plant and equipment and lease assets

—

Other items

844

—

844

Adjustments from equity method investments

(1,832)

—

(1,832)

Income tax on items above and discrete tax items

(2,494)

—

(2,494)

NCI impact of items above

—

(330)

Adjusted (Non-GAAP)

53,217

(9,473)

43,744

0.46

Weighted average shares outstanding – diluted

95,703

Three Months Ended June 30, 2025

(U.S. Dollars and shares in thousands, except per share amounts)

Net income

Net income attributable to noncontrolling interests

Net income attributable to Dole plc

Diluted net income per share

Reported (GAAP)

17,989

(8,023)

9,966

0.10

Loss from discontinued operations, net of income taxes

34,950

—

34,950

Amortization of intangible assets

1,737

—

1,737

Mark to market (gains) losses

17,153

—

17,153

Gain on asset sales

(8,737)

—

(8,737)

(Loss) gain on disposal of businesses

(48)

—

(48)

Asset write-downs, net of insurance proceeds

(3,617)

—

(3,617)

Other items

3,190

—

3,190

Adjustments from equity method investments

—

Income tax on items above and discrete tax items

(190)

—

(190)

NCI impact of items above

—

(1,260)

Adjusted (Non-GAAP)

62,439

(9,283)

53,156

0.55

Weighted average shares outstanding – diluted

95,850

Supplemental Reconciliation from Net Income attributable to Dole plc to Adjusted Net Income - Unaudited

Six Months Ended June 30, 2026

(U.S. Dollars in thousands)

Revenues, net

Cost of sales

Gross profit

Gross Margin %

Selling, marketing, general and administrative expenses

Other operating items7

Operating Income

Reported (GAAP)

4,841,586

(4,461,297)

380,289

7.9

(272,218)

1,383

109,454

Loss from discontinued operations, net of income taxes

—

Amortization of intangible assets

—

2,922

—

2,922

Mark to market (gains) losses

—

295

—

295

Gain on asset sales

—

(47)

(Loss) gain on disposal of businesses

—

(1,164)

Legal and restructuring costs

—

23,054

—

23,054

Asset write-downs, net of insurance proceeds

—

184

—

184

Impairment of property, plant and equipment and lease assets

—

984

Other items

—

354

—

354

Adjustments from equity method investments

—

Income tax on items above and discrete tax items

—

NCI impact of items above

—

Adjusted (Non-GAAP)

4,841,586

(4,460,818)

380,768

7.9

(245,888)

1,156

136,036

Six Months Ended June 30, 2025

(U.S. Dollars in thousands)

Revenues, net

Cost of sales

Gross profit

Gross Margin %

Selling, marketing, general and administrative expenses

Other operating items8

Operating Income

Reported (GAAP)

4,527,831

(4,127,338)

400,493

8.8

(242,720)

13,351

171,124

Loss from discontinued operations, net of income taxes

—

Amortization of intangible assets

—

3,468

—

3,468

Mark to market (gains) losses

—

2,257

—

2,257

Gain on asset sales

—

(11,178)

(Loss) gain on disposal of businesses

—

(409)

Asset write-downs, net of insurance proceeds

—

(3,617)

—

(3,617)

Other items

—

102

—

102

Adjustments from equity method investments

—

Income tax on items above and discrete tax items

—

NCI impact of items above

—

Adjusted (Non-GAAP)

4,527,831

(4,128,698)

399,133

8.8

(239,150)

1,764

161,747

7 Other operating items for the six months ended June 30, 2026 is comprised of a $1.2 million gain on disposal of businesses and a $1.4 million gain on asset sales, offset partially by $1.1 million of impairment charges as reported on the Dole plc GAAP Condensed Consolidated Statements of Operations.

8 Other operating items for the six months ended June 30, 2025 is comprised of a $0.4 million gain on disposal of businesses and a $13.1 million gain on asset sales, offset partially by other immaterial activity, as reported on the Dole plc GAAP Condensed Consolidated Statements of Operations.

Six Months Ended June 30, 2026

(U.S. Dollars in thousands)

Other income (expense), net

Interest income

Interest expense

Income tax expense

Equity method earnings

Income from continuing operations

Loss from discontinued operations, net of income taxes

Reported (GAAP)

8,407

8,572

(27,443)

(36,784)

10,656

72,862

—

Loss from discontinued operations, net of income taxes

—

Amortization of intangible assets

—

2,922

—

Mark to market (gains) losses

(7,568)

—

(7,273)

—

Gain on asset sales

—

(47)

—

(Loss) gain on disposal of businesses

—

(1,164)

—

Legal and restructuring costs

—

23,054

—

Asset write-downs, net of insurance proceeds

—

184

—

Impairment of property, plant and equipment and lease assets

—

984

—

Other items

1,392

—

1,745

—

Adjustments from equity method investments

—

(1,768)

—

Income tax on items above and discrete tax items

—

(816)

500

(316)

—

NCI impact of items above

—

Adjusted (Non-GAAP)

2,231

8,572

(27,443)

(37,600)

9,388

91,183

—

Six Months Ended June 30, 2025

(U.S. Dollars in thousands)

Other income (expense), net

Interest income

Interest expense

Income tax expense

Equity method earnings

Income from continuing operations

Loss from discontinued operations, net of income taxes

Reported (GAAP)

(19,064)

5,995

(34,698)

(43,082)

16,793

97,068

(34,920)

Loss from discontinued operations, net of income taxes

—

34,920

Amortization of intangible assets

—

3,468

—

Mark to market (gains) losses

20,812

—

23,069

—

Gain on asset sales

—

(11,178)

—

(Loss) gain on disposal of businesses

—

(409)

—

Asset write-downs, net of insurance proceeds

—

(3,617)

—

Other items

3,182

—

3,284

—

Adjustments from equity method investments

—

(7,432)

—

Income tax on items above and discrete tax items

—

(2,818)

687

(2,131)

—

NCI impact of items above

—

Adjusted (Non-GAAP)

4,930

5,995

(34,698)

(45,900)

10,048

102,122

—

Six Months Ended June 30, 2026

(U.S. Dollars and shares in thousands, except per share amounts)

Net income

Net income attributable to noncontrolling interests

Net income attributable to Dole plc

Diluted net income per share

Reported (GAAP)

72,862

(15,581)

57,281

0.60

Loss from discontinued operations, net of income taxes

—

Amortization of intangible assets

2,922

—

2,922

Mark to market (gains) losses

(7,273)

—

(7,273)

Gain on asset sales

(47)

—

(47)

(Loss) gain on disposal of businesses

(1,164)

—

(1,164)

Legal and restructuring costs

23,054

—

23,054

Asset write-downs, net of insurance proceeds

184

—

184

Impairment of property, plant and equipment and lease assets

984

—

984

Other items

1,745

—

1,745

Adjustments from equity method investments

(1,768)

—

(1,768)

Income tax on items above and discrete tax items

(316)

—

(316)

NCI impact of items above

—

(684)

Adjusted (Non-GAAP)

91,183

(16,265)

74,918

0.78

Weighted average shares outstanding – diluted

95,733

Six Months Ended June 30, 2025

(U.S. Dollars and shares in thousands, except per share amounts)

Net income

Net income attributable to noncontrolling interests

Net income attributable to Dole plc

Diluted net income per share

Reported (GAAP)

62,148

(13,270)

48,878

0.51

Loss from discontinued operations, net of income taxes

34,920

—

34,920

Amortization of intangible assets

3,468

—

3,468

Mark to market (gains) losses

23,069

—

23,069

Gain on asset sales

(11,178)

—

(11,178)

(Loss) gain on disposal of businesses

(409)

—

(409)

Asset write-downs, net of insurance proceeds

(3,617)

—

(3,617)

Other items

3,284

—

3,284

Adjustments from equity method investments

(7,432)

—

(7,432)

Income tax on items above and discrete tax items

(2,131)

—

(2,131)

NCI impact of items above

—

(2,620)

Adjusted (Non-GAAP)

102,122

(15,890)

86,232

0.90

Weighted average shares outstanding – diluted

95,763

Supplemental Reconciliation of Prior Year Segment Results to Current Year Segment Results – Unaudited

Revenue for the Three Months Ended

June 30, 2025

Impact of Foreign Currency Translation

Impact of Acquisitions and Divestitures

Like-for-like Increase (Decrease)

June 30, 2026

(U.S. Dollars in thousands)

Fresh Fruit

972,591

—

233

972,824

Diversified Fresh Produce - EMEA

1,100,797

29,882

—

(19,248)

1,111,431

Diversified Fresh Produce - Americas & ROW

386,348

399

—

53,367

440,114

Intersegment

(31,309)

—

6,351

(24,958)

Total

2,428,427

30,281

—

40,703

2,499,411

Adjusted EBITDA for the Three Months Ended

June 30, 2025

Impact of Foreign Currency Translation

Impact of Acquisitions and Divestitures

Like-for-like Increase (Decrease)

June 30, 2026

(U.S. Dollars in thousands)

Fresh Fruit

72,756

(120)

—

(22,379)

50,257

Diversified Fresh Produce - EMEA

48,984

1,507

(558)

(4,002)

45,931

Diversified Fresh Produce - Americas & ROW

15,378

—

5,179

20,574

Total

137,118

1,404

(558)

(21,202)

116,762

Revenue for the Six Months Ended

June 30, 2025

Impact of Foreign Currency Translation

Impact of Acquisitions and Divestitures

Like-for-like Increase (Decrease)

June 30, 2026

(U.S. Dollars in thousands)

Fresh Fruit

1,850,736

—

59,748

1,910,484

Diversified Fresh Produce - EMEA

1,992,884

124,466

—

16,405

2,133,755

Diversified Fresh Produce - Americas & ROW

749,761

2,001

—

108,363

860,125

Intersegment

(65,550)

—

2,772

(62,778)

Total

4,527,831

126,467

—

187,288

4,841,586

Adjusted EBITDA for the Six Months Ended

June 30, 2025

Impact of Foreign Currency Translation

Impact of Acquisitions and Divestitures

Like-for-like Increase (Decrease)

June 30, 2026

(U.S. Dollars in thousands)

Fresh Fruit

136,087

(582)

—

(32,695)

102,810

Diversified Fresh Produce - EMEA

76,644

5,172

(512)

(5,408)

75,896

Diversified Fresh Produce - Americas & ROW

29,209

(30)

—

9,189

38,368

Total

241,940

4,560

(512)

(28,914)

217,074

Net Debt and Net Leverage Reconciliation – Unaudited

Net Debt is the primary measure used by management to analyze the Company’s capital structure. Net Debt is a non-GAAP financial measure, calculated as cash and cash equivalents, less current and long-term debt. It also excludes debt discounts and debt issuance costs. Net Leverage is calculated as total Net Debt divided by Last Twelve Months ("LTM") Adjusted EBITDA as of the period end. The calculation of Net Debt and Net Leverage as of June 30, 2026 is presented below. Net Debt as of June 30, 2026 was $746.1 million and Net Leverage was 2.0x.

June 30, 2026

December 31, 2025

(U.S. Dollars in thousands)

Cash and cash equivalents (Reported GAAP)

291,705

267,854

Debt (Reported GAAP):

Long-term debt, net

(969,121)

(799,814)

Current maturities

(39,480)

(57,668)

Bank overdrafts

(22,886)

(9,611)

Total debt, net

(1,031,487)

(867,093)

Add: Debt discounts and debt issuance costs (Reported GAAP)

(6,354)

(7,237)

Total gross debt

(1,037,841)

(874,330)

Net Debt (Non-GAAP)

(746,136)

(606,476)

LTM Adjusted EBITDA (Non-GAAP)

370,510

395,376

Net Leverage (Non-GAAP)

2.0x

1.5x

Last Twelve Months ("LTM") Adjusted EBITDA

FY'25 Adjusted EBITDA

395,376

Less: Q2'25 YTD Adjusted EBITDA

(241,940)

Plus: Q2'26 YTD Adjusted EBITDA

217,074

LTM Adjusted EBITDA

370,510

395,376

Free Cash Flow from Continuing Operations Reconciliation – Unaudited

Six Months Ended

June 30, 2026

June 30, 2025

(U.S. Dollars in thousands)

Net cash provided by operating activities - continuing operations (Reported GAAP)

(8,503)

(60,446)

Less: Capital expenditures (Reported GAAP)

(42,545)

(72,196)

Free cash flow from continuing operations (Non-GAAP)

(51,048)

(132,642)

Non-GAAP Financial Measures

Dole plc’s results are determined in accordance with U.S. GAAP.

In addition to its results under U.S. GAAP, in this Press Release, we also present Dole plc’s Adjusted EBIT, Adjusted EBITDA, Adjusted Net Income, Adjusted EPS, Free Cash Flow from Continuing Operations, Net Debt and Net Leverage, which are supplemental measures of financial performance that are not required by, or presented in accordance with, U.S. GAAP (collectively, the "non-GAAP financial measures"). We present these non-GAAP financial measures, because we believe they assist investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. These non-GAAP financial measures have limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of our operating results, cash flows or any other measure prescribed by U.S. GAAP. Our presentation of non-GAAP financial measures should not be construed as an inference that our future results will be unaffected by any of the adjusted items or that any projections and estimates will be realized in their entirety or at all. In addition, adjustment items that are excluded from non-GAAP results can have a material impact on equivalent GAAP earnings, financial measures and cash flows.

Adjusted EBIT is calculated from GAAP net income by: (1) subtracting the income or adding the loss from discontinued operations, net of income taxes; (2) adding the income tax expense or subtracting the income tax benefit; (3) adding interest expense; (4) adding mark to market losses or subtracting mark to market gains related to unrealized impacts from certain derivative instruments and foreign currency denominated borrowings, realized impacts on noncash settled foreign currency denominated borrowings, net foreign currency impacts on liquidated entities and fair value movements on contingent consideration; (5) other items which are separately stated based on materiality, which during the three and six months ended June 30, 2026 and June 30, 2025, included subtracting the gain or adding the loss on the disposal of business interests, subtracting the gain or adding the loss on asset sales for assets held for sale and actively marketed property or sales-type leases, adding impairment charges or held for sale classification losses on property, plant and equipment and lease assets, adding or subtracting asset write-downs from extraordinary events, net of insurance proceeds, subtracting interest income on deferred transaction consideration, adding acquisition and transaction costs, adding restructuring charges and costs for legal matters not in the ordinary course of business and adding debt refinancing expenses; and (6) the Company’s share of these items from equity method investments.

Adjusted EBITDA is calculated from GAAP net income by: (1) subtracting the income or adding the loss from discontinued operations, net of income taxes; (2) adding the income tax expense or subtracting the income tax benefit; (3) adding interest expense; (4) adding depreciation charges; (5) adding amortization charges on intangible assets; (6) adding mark to market losses or subtracting mark to market gains related to unrealized impacts from certain derivative instruments and foreign currency denominated borrowings, realized impacts on noncash settled foreign currency denominated borrowings, net foreign currency impacts on liquidated entities and fair value movements on contingent consideration; (7) other items which are separately stated based on materiality, which during the three and six months ended June 30, 2026 and June 30, 2025, included subtracting the gain or adding the loss on the disposal of business interests, subtracting the gain or adding the loss on asset sales for assets held for sale and actively marketed property or sales-type leases, adding impairment charges or held‑for‑sale losses on property, plant and equipment and lease assets, adding or subtracting asset write-downs from extraordinary events, net of insurance proceeds, subtracting interest income on deferred transaction consideration, adding acquisition and transaction costs, adding restructuring charges and costs for legal matters not in the normal course of business and adding debt refinancing expenses; and (8) the Company’s share of these items from equity method investments.

Last Twelve Months ("LTM") Adjusted EBITDA is calculated as Adjusted EBITDA, as defined above, for the last twelve months as of the period end, which for the six months ended June 30, 2026, is calculated as subtracting the Adjusted EBITDA for the six months ended June 30, 2025 from the Adjusted EBITDA for the year ended December 31, 2025 and then adding Adjusted EBITDA for the six months ended June 30, 2026. LTM Adjusted EBITDA for the year ended December 31, 2025 is the same as Adjusted EBITDA for the year ended December 31, 2025.

Adjusted Net Income is calculated from GAAP net income attributable to Dole plc by: (1) subtracting the income or adding the loss from discontinued operations, net of income taxes; (2) adding amortization charges on intangible assets; (3) adding mark to market losses or subtracting mark to market gains related to unrealized impacts from certain derivative instruments and foreign currency denominated borrowings, realized impacts on noncash settled foreign currency denominated borrowings, net foreign currency impacts on liquidated entities and fair value movements on contingent consideration; (4) other items which are separately stated based on materiality, which during the three and six months ended June 30, 2026 and June 30, 2025, included subtracting the gain or adding the loss on the disposal of business interests, subtracting the gain or adding the loss on asset sales for assets held for sale and actively marketed property or sales-type leases, adding impairment charges or held for sale classification losses on property, plant and equipment and lease assets, adding or subtracting asset write-downs from extraordinary events, net of insurance proceeds, adding acquisition and transaction costs, adding restructuring charges and costs for legal matters not in the ordinary course of business and adding debt refinancing expenses; (5) the Company’s share of these items from equity method investments; (6) excluding the tax effect of these items and discrete tax adjustments; and (7) excluding the effect of these items attributable to non-controlling interests.

Adjusted Earnings per Share is calculated from Adjusted Net Income divided by diluted weighted average number of shares in the applicable period.

Net Debt is a non-GAAP financial measure, calculated as GAAP cash and cash equivalents, less GAAP current and long-term debt. It also excludes GAAP unamortized debt discounts and debt issuance costs.

Net Leverage is a non-GAAP financial measure, calculated as Net Debt divided by LTM Adjusted EBITDA, both of which are defined above.

Free cash flow from continuing operations is calculated from GAAP net cash used in or provided by operating activities for continuing operations less GAAP capital expenditures.

Like-for-like basis refers to the U.S. GAAP measure or non-GAAP financial measure excluding the impact of foreign currency translation movements and acquisitions and divestitures. The impact of foreign currency translation represents an estimate of the effect of translating the results of operations denominated in a foreign currency to U.S. Dollar at prior year average rates, as compared to current year average rates.

Dole is not able to provide a reconciliation for projected FY'26 results without taking unreasonable efforts.

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