Market Newsdesk

WEST PALM BEACH, Fla., May 05, 2026 (GLOBE NEWSWIRE) — Siris, a leading private equity firm targeting service companies that support critical technology infrastructure, today announced the signing of a definitive agreement to sell Equiniti (“Equiniti” or “the company”), a leading global transfer agent and provider of mission-critical shareholder services, to Bullish (NYSE: BLSH), an institutionally focused global digital asset platform that provides regulated market infrastructure and information services. Under the terms of the agreement, Bullish will acquire Equiniti in an all-stock transaction valued at $4.2 billion. Additional details regarding the transaction will be provided by Bullish.

Siris first acquired Equiniti in 2021 and combined it with AST, its U.S. counterpart, to create a scaled global transfer agent and shareholder services platform. Under Siris’ ownership, Equiniti underwent a substantial transformation, including a strengthened and simplified portfolio of high-quality assets, strategic enhancements to the leadership team and increased operational efficiency. Through the implementation of these strategic initiatives, Equiniti has experienced meaningful market share gains and EBITDA growth and today serves as the regulated transfer agent and system of record for nearly 3,000 public companies.

This transaction will combine Bullish’s blockchain-native market infrastructure – spanning exchange, liquidity, clearing, and custody services – with Equiniti’s scaled transfer agent platform, creating the global transfer agent for tokenized securities and the first fully integrated blockchain‑enabled issuer services provider.

As capital markets move to the blockchain with tokenized securities, this combination addresses a foundational gap in market infrastructure – the absence of a transfer agent built for the blockchain. The combination benefits the ecosystem. Issuers will receive real-time cap table visibility, automated corporate actions, broader investor access, and lower costs. Investors receive 24/7 trading, instant settlement, and frictionless asset movement.

“When Siris invested in Equiniti, we identified a scaled, high-quality infrastructure platform with deep client relationships and significant untapped potential and partnered closely with Dan and his team to strengthen the business and prepare it for its next phase of growth. Under our ownership, we more than tripled Equiniti’s EBITDA, reflecting the strength of the business and the significant value created over that period,” said Frank Baker, Co-Founder and Managing Partner of Siris. “This outcome reflects our strategy of backing tech-enabled services businesses at the center of market transformation. Tokenization represents one of the most significant shifts in market infrastructure since the advent of electronic trading, and we are confident that Bullish is exceptionally well positioned to build on Equiniti’s strength and capture the meaningful growth opportunities ahead.”

“With Siris’ support, Equiniti has strengthened its position as a leading global provider of shareholder, regulatory and communications technology,” said Dan Kramer, Chief Executive Officer of Equiniti. “Siris has been an exceptional partner, and together we have enhanced our services and delivered for our clients. We are proud of our team and the position we have commanded as a global leader in shareholder services, and we look forward to building on this momentum in our next chapter.”

The transaction is expected to close in January 2027, subject to required regulatory approvals and other customary closing conditions. Following transaction close, Equiniti will operate under the Bullish umbrella alongside Bullish Exchange and CoinDesk. Evercore, FT Partners, Wells Fargo and LionTree Advisors served as financial advisors and Sidley Austin LLP served as legal advisor to Siris on the transaction.

About Siris

Siris is a leading private equity firm focused on control investments in North American middle-market services companies that support critical technology infrastructure underpinned by secular tailwinds, such as artificial intelligence, cybersecurity and digital transformation. Based in West Palm Beach, Florida, the firm has invested approximately $9 billion since its inception as of December 31, 2025.

For more information, visit www.siris.com.

About Equiniti

Equiniti delivers trusted data, intelligent insight, and seamless administration across the full equity ownership lifecycle. We help issuers, investors, and employees navigate complexity, strengthen market engagement, and achieve better outcomes through technology-powered solutions backed by expert service. Our 5,000+ global associates support more than 12,000 organizations and over 20 million shareholders worldwide.

Media Contact:

Dana Gorman / Mallory Griffin
H/Advisors Abernathy
[email protected] / [email protected]

‍Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Sentences containing words such as “believe,” “intend,” “plan,” “may,” “expect,” “should,” “could,” “anticipate,” “estimate,” “predict,” “project,” or their negatives, or other similar expressions of a future or forward-looking nature generally should be considered forward-looking statements and include, without limitation, statements relating to future events or future financial or operating performance, business strategy, and potential market opportunity. Such forward-looking statements are based upon estimates and assumptions are inherently uncertain and are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Factors that may cause results to differ from those expressed in our forward-looking statements include, but are not limited, to our ability to grow our business and operations, including in new geographic locations, the costs or expenditures associated therewith, competition in our industry, and the evolving rules and regulations applicable to digital assets. You should not place undue reliance on any such forward-looking statements, which speak only as of the date they are made, and Siris undertakes no duty to update these forward-looking statements. Nothing contained herein is, or shall be relied upon as, a promise or representation as to the past or future. Past performance is not indicative or guarantee for future results.

SINGAPORE and SHANGHAI, May 05, 2026 (GLOBE NEWSWIRE) — H World Group Limited (NASDAQ: HTHT and HKEX: 1179) (“H World”, “we” or “our”) a key player in the global hotel industry, today announced that it will schedule to release its unaudited financial results for the first quarter of 2026 on Friday, May 15, 2026 (Hong Kong time), after the trading hours of The Stock Exchange of Hong Kong Limited and before the opening of the U.S. market.

H World’s management will host a conference call at 7 a.m. (U.S. Eastern time) on Friday, May 15, 2026 (or 7 p.m. (Hong Kong time) on Friday, May 15, 2026) following the announcement.

To join by phone, all participants must pre-register this conference call using the Participant Registration link of https://register-conf.media-server.com/register/BIec456343c7c34361958c8a8dfcab30c8. Upon registration, each participant will receive details for the conference call, including dial-in numbers, conference call passcode and a unique access PIN.

A live webcast of the call can be accessed at https://edge.media-server.com/mmc/p/apgspznn or the Company’s website at https://ir.hworld.com/news-and-events/events-calendar.

A replay of the conference call will be available for twelve months from the date of the conference at the Company’s website, https://ir.hworld.com/news-and-events/events-calendar.

About H World Group Limited

Originated in China, H World Group Limited is a key player in the global hotel industry. As of December 31, 2025, H World operated 12,858 hotels with 1,264,419 rooms in operation in 21 countries. H World’s brands include HanTing Hotel, JI Hotel, Orange Hotel, Crystal Orange Hotel, IntercityHotel, Grand JI Hotel, Hi Inn, Ni Hao Hotel, Elan Hotel, Zleep Hotels, Starway Hotel, CitiGO, Manxin Hotel, Madison Hotel, MAXX Hotel, Blossom House, Joya Hotel, Steigenberger Hotels & Resorts, Jaz in the City, Steigenberger Icons and Song Hotels. In addition, H World also has the rights as master franchisee for Mercure, Ibis and Ibis Styles, and co-development rights for Grand Mercure and Novotel, in the pan-China region.

H World’s business includes leased and owned, M&F models. Under the lease and ownership model, H World directly operates hotels typically located on leased or owned properties. Under the manachise model, H World manages manachised hotels through the on-site hotel managers that H World appoints, and H World collects fees from franchisees. Under the franchise model, H World provides training, reservations and support services to the franchised hotels, and collects fees from franchisees but does not appoint on-site hotel managers. H World applies a consistent standard and platform across all of its hotels. As of December 31, 2025, H World operated 7 percent of its hotel rooms under the lease and ownership model, and 93 percent under the manachise and franchise model.

For more information, please visit H World’s website: https://ir.hworld.com.

Safe Harbor Statement Under the U.S. Private Securities Litigation Reform Act of 1995: The information in this release contains forward-looking statements which involve risks and uncertainties. Such factors and risks include our anticipated growth strategies; our future results of operations and financial condition; economic conditions; the regulatory environment; our ability to attract and retain customers and leverage our brands; trends and competition in the lodging industry; the expected growth of demand for lodging; and other factors and risks detailed in our filings with the U.S. Securities and Exchange Commission. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements, which may be identified by terminology such as “may,” “should,” “will,” “expect,” “plan,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “forecast,” “project” or “continue,” the negative of such terms or other comparable terminology. Readers should not rely on forward-looking statements as predictions of future events or results.

H World undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless required by applicable law.

Contact Information
Investor Relations
Tel: +86 (21) 6195 9561
Email: [email protected]
https://ir.hworld.com

• Bullish (NYSE: BLSH) has entered into a definitive agreement to acquire Equiniti, a leading global transfer agent serving nearly 3,000 issuer clients, 15,000 total corporate clients, 20 million shareholders, and processing $500 billion in annual payments.
• The combination creates the first fully integrated blockchain-enabled, blue-chip issuer services provider — unifying a regulated transfer agent with end-to-end tokenization infrastructure.
• The $4.2 billion transaction comprises $1.85 billion of assumed Equiniti debt and approximately $2.35 billion in Bullish stock consideration, subject to customary purchase price adjustments.
• The pro forma combined company is expected to generate approximately $1.3 billion in adjusted total revenue and ~$500+ million in adjusted EBITDA less Capex for 2026E, and to thereafter achieve 6-8% combined 2027E-2029E revenue growth, including 20% revenue growth from tokenization and blockchain services.
• The transaction is expected to close in January of 2027, subject to regulatory approvals and customary closing conditions.
  

GEORGE TOWN, Cayman Islands, May 05, 2026 (GLOBE NEWSWIRE) — Bullish (NYSE: BLSH), the institutional-grade digital asset platform, today announced it has entered into a definitive agreement to acquire Equiniti, a leading global transfer agent and provider of mission-critical shareholder services, in a transaction valued at $4.2 billion. The combination creates the global transfer agent for tokenized securities and aims to position Bullish to lead the shift toward blockchain-native capital markets infrastructure.

The acquisition brings together Bullish’s blockchain-native offering: token design, issuance, operation and compliance; distribution through regulated markets globally; liquidity provisioning; and visibility through CoinDesk’s media, data, and research. Equiniti brings what every listed company in most major markets is required to have: a regulated transfer agent. As the system of record for nearly 3,000 blue-chip public companies, Equiniti processes approximately $500 billion in annual payments and supports over 20 million verified shareholders. The combined platform, built to work alongside existing market infrastructure, supports the complete tokenized asset lifecycle.

A Generational Shift in Capital Markets

As capital markets move into a blockchain era with tokenized securities, the combination will address a foundational gap in market infrastructure: the absence of a transfer agent built for the blockchain. The shift underway is profound: stablecoins (the tokenized U.S. dollar) have grown to over $300 billion in reported market capitalization and an estimated $10 trillion in annual payments volume in just a decade. This is one of the most significant structural transformations in capital markets since the advent of electronic trading, and the combined entity will be well positioned to be the operating system that powers it.

“Tokenization is a once-in-a-generation shift in how capital markets operate, the defining infrastructure trend of the next 25 years,” said Tom Farley, CEO of Bullish. “Broad adoption at institutional scale requires three things: end-to-end tokenization services, a single, unified ledger, and a broad base of blue-chip issuer relationships, at scale. This combination delivers all three and I believe it uniquely positions us to lead the transition to tokenized securities.”

Benefits Across the Ecosystem

The combination is expected to deliver concrete benefits across the ecosystem. As blockchain technology and tokenized real-world assets gain broader adoption, this combination will enable issuers to gain real-time cap table visibility — a significant upgrade from the days or weeks of lag in traditional registries — automated corporate actions, broader investor access, and lower costs. Investors will gain the ability to engage in 24/7 transactions, instant settlement, and frictionless asset movement. Bullish will provide secondary trading infrastructure for eligible tokenized equities outside the U.S., serving non-U.S. investors seeking liquidity in tokenized shares and bridging certificated and tokenized markets.

“Equiniti sits at the heart of global capital markets, supporting clients who rely on resilient and trusted infrastructure. When I joined, the mission was clear: support our clients as they modernize by combining deep operational expertise with modern technology in a responsible way,” said Dan Kramer, CEO of Equiniti. “This transaction reflects that intent. It strengthens our ability to support clients as markets evolve, while maintaining the stability, service, and trust they expect from Equiniti. Working closely with Tom over the last few months, it’s clear we share a common view: market infrastructure should modernize thoughtfully, securely, and with clients leading the way.”

The combined platform will be designed to interoperate with existing capital markets infrastructure — including CSDs such as DTCC, Euroclear, and Clearstream, custodians, and broker-dealers — complementing existing books and records. It will operate within established regulatory frameworks, drawing on Equiniti’s SEC-registered transfer agent status and FCA-regulated UK operations alongside Bullish’s licensed digital asset infrastructure, and is built to align with emerging regimes such as the EU DLT Pilot — giving institutional issuers and investors the regulatory clarity needed for adoption at scale.

About the Transaction

Siris acquired Equiniti in 2021 and has played a central role in the company’s strategic development.

“When Siris invested in Equiniti, we identified a scaled, high quality infrastructure platform with deep client relationships, and partnered closely with Dan and his team to strengthen the business and prepare it for its next phase of growth. This outcome reflects our strategy of backing tech enabled services businesses at the center of market transformation, and we are confident that Bullish is exceptionally well positioned to build on Equiniti’s strength in an evolving capital markets ecosystem,” said Frank Baker, Co-Founder and Managing Partner of Siris.

Equiniti will operate under the Bullish umbrella alongside Bullish Exchange and CoinDesk. CEO Dan Kramer and the Equiniti leadership team will retain responsibility for day-to-day operations, regulatory obligations and client relationships. Bullish will provide strategic infrastructure and support to accelerate the companies’ shared tokenization roadmap. Siris will receive two board seats as part of the transaction. Closing is expected in January of 2027, subject to customary closing conditions and required regulatory approvals.

Key Financial Metrics

• The $4.2 billion transaction comprises $1.85 billion of assumed Equiniti debt and approximately $2.35 billion in Bullish stock consideration, subject to customary purchase price adjustments.
  • Bullish stock consideration is priced at $38.48 per share, based on Bullish’s 30-day VWAP as of close on May 4, 2026.
• Transaction includes a call option for Siris to acquire non-core Equiniti business lines, the financials of which have been excluded from all transaction disclosures.
• On a pro forma combined basis, the companies are expected to generate approximately $1.3 billion in adjusted total revenue and ~$500+ million in adjusted EBITDA less Capex for 2026E, reflecting a highly profitable and scaled platform prior to the realization of synergies.
• Bullish expects to realize 6-8% annual revenue growth from 2027E to 2029E and greater than $100 million in annual EBITDA less Capex growth.
  • 2029E exit run-rate EBITDA less Capex margin target of ~50%+

Webcast

Bullish will host a conference call and webcast to discuss this transaction at 8:30 AM ET today, May 5th. The live webcast and accompanying presentation materials will be accessible via the Investor Relations section of Bullish’s website at investors.bullish.com

Advisors

Goldman Sachs & Co. LLC served as exclusive financial advisor to Bullish. Morgan, Lewis & Bockius LLP served as legal counsel. Alvarez & Marsal also advised Bullish.

Evercore and FT Partners served as lead financial advisors to Siris, as well as Wells Fargo and LionTree Advisors. Sidley Austin LLP served as legal counsel to Siris.

Media Contacts

Bullish: [email protected]

Equiniti: [email protected]

About Bullish:

Bullish (NYSE: BLSH) is an institutionally focused global digital asset platform that provides regulated market infrastructure and information services. This includes Bullish Exchange – an institutionally focused digital assets spot and derivatives exchange, integrating a high-performance central limit order book matching engine with automated market making to provide deep and predictable liquidity. Bullish Europe is regulated under MiCAR as a crypto asset service provider offering spot trading and custody services for digital assets.

Bullish is the parent company of CoinDesk, a leading provider of digital asset media and information services. CoinDesk’s offerings include: CoinDesk Indices – a collection of tradable proprietary and single-asset benchmarks and indices that track the performance of digital assets for global institutions in the digital assets and traditional finance industries; CoinDesk Data – a broad suite of digital asset market data and analytics, providing real-time insights into prices, trends and market dynamics; and CoinDesk Insights – a digital asset media and events provider and operator of coindesk.com, a digital media platform that covers news and insights about digital assets, the underlying markets, policy and blockchain technology. For more information, please visit bullish.com and follow LinkedIn and X.

About Equiniti:

Equiniti delivers trusted data, intelligent insight, and seamless administration across the full equity ownership lifecycle. We help issuers, investors, and employees navigate complexity, strengthen market engagement, and achieve better outcomes through technology-powered solutions backed by expert service. Our 5,000+ global associates support more than 12,000 organizations and over 20 million shareholders worldwide.

Use of Websites to Distribute Material Company Information

We use the Bullish Investor Relations website (investors.bullish.com) and our X account (x.com/bullish) to publicize information relevant to investors, including information that may be deemed material, in addition to filings we make with the U.S. Securities and Exchange Commission (SEC) and press releases. We encourage investors to regularly review the information posted on our website and X account in addition to our SEC filings and press releases to be informed of the latest developments.‍

‍Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Sentences containing words such as “believe,” “intend,” “plan,” “may,” “will,” “expect,” “should,” “could,” “anticipate,” “estimate,” “predict,” “project,” or their negatives, or other similar expressions of a future or forward-looking nature generally should be considered forward-looking statements and include, without limitation, statements and information relating to the acquisition of Equiniti, the future financial or operating performance, business strategy, and potential market opportunity of Bullish, Equiniti or the combined companies, and expectations related to the growth and adoption of tokenized securities and blockchain technology. Such forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Bullish, are inherently uncertain and are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Factors that may cause results to differ from those expressed in our forward-looking statements include, but are not limited, to the satisfaction of the conditions to closing the acquisition and combination in the anticipated timeframe or at all, the failure to obtain necessary regulatory approvals, the ability to realize the anticipated benefits of the combination, the ability to successfully integrate the business, litigation or regulatory actions related to the acquisition and combination, disruption from the acquisition and combination and its impact on our ability to grow our business and operations, including in new geographic locations, the costs or expenditures associated therewith, competition in our industry, and the evolving rules and regulations applicable to digital assets, tokenization and our industry. You should not place undue reliance on any such forward-looking statements, which speak only as of the date they are made, and Bullish undertakes no duty to update these forward-looking statements.

• First quarter 2026 reported and adjusted* operating income decreased 26% and 22% compared to the first quarter 2025
• First quarter 2026 reported and adjusted EPS were $2.22 and $2.34, compared with $3.00 and $2.97 in the first quarter 2025
• Adjusting full-year guidance for reported EPS to be in the range of $9.60 to $10.30 and adjusted EPS to be in the range of $10.45 to $11.15

WESTCHESTER, Ill., May 05, 2026 (GLOBE NEWSWIRE) — Ingredion Incorporated (NYSE: INGR), a leading global provider of ingredient solutions to the food and beverage manufacturing industry, today reported its first quarter 2026 results.

“While we expected a challenging first quarter after last year’s strong first quarter, results were weaker than anticipated in Food & Industrial Ingredients—U.S./CAN due to operational challenges at our Argo facility,” said Jim Zallie, chairman, president and CEO of Ingredion. “At the same time, performance in our Texture & Healthful Solutions and Food & Industrial Ingredients—LATAM segments were in line with our expectations despite an increasingly uncertain macroeconomic environment.”

“Texture & Healthful Solutions delivered an eighth consecutive quarter of broad-based net sales volume growth, driven by continued strong customer demand for our solutions portfolio, including clean label ingredients.”

“Food & Industrial Ingredients—LATAM delivered as expected, reflecting disciplined execution across the region, while absorbing the year-over-year impact of Mexican foreign exchange headwinds.”

^{* Reported results are in accordance with U.S. generally accepted accounting principles “GAAP.” Adjusted financial measures are non-GAAP financial measures. See “II. Non-GAAP Information” in the Supplemental Financial Information that follows the Condensed Consolidated Financial Statements for a reconciliation of non-GAAP financial measures to the most directly comparable GAAP measures.}

“In our Food & Industrial Ingredients—U.S./CAN business, while we anticipated softer customer demand, a longer-than-expected recovery at our Argo facility negatively impacted results during the quarter. We remain focused on strengthening operational reliability, and we expect performance to improve sequentially throughout the second quarter; we are targeting a return to normal operations in the second half of the year.”

“Excluding the impact of Argo, we are pleased with the performance and resilience of the other parts of our business, especially our Texture & Healthful Solutions segment, which continues to find opportunities for growth. Our focus going forward remains on servicing our customers, delivering innovative solutions, and driving long-term value creation for our shareholders.”

Diluted Earnings Per Share (EPS)

	1Q25		1Q26
Reported Diluted EPS	$	3.00	$	2.22
Impairment charges		0.08		—
Restructuring costs		0.02		0.15
Tax items and other matters		(0.13)		(0.03)
Adjusted Diluted EPS **	$	2.97	$	2.34

Factors affecting changes in Reported and Adjusted EPS

	1Q26
Total items affecting adjusted diluted EPS**	(0.63 )
Total operating items	(0.70 )
Margin	(0.71)
Volume	(0.14)
Foreign exchange	0.07
Other income	0.08
Total non-operating items	0.07
Financing costs	—
Non-controlling interests	—
Tax rate	0.01
Shares outstanding	0.06
Other non-operating income	—

^{** Totals may not sum or recalculate due to rounding}

Business Review

Total Ingredion

Net Sales

$ in millions	2025	FX Impact	Volume	Price Mix	2026	Change	Change excl. FX
First Quarter	1,813	33	(32)	(22)	1,792	(1%)	(3%)

• First quarter net sales decreased 1%. The decrease was primarily driven by lower volume and less favorable mix in the F&II—U.S./CAN business, partially offset by higher net sales in T&HS and favorable foreign exchange impacts across the segments.

Reported Operating Income

$ in millions	2025	FX Impact	Business Drivers	Restructuring/ Impairment	Other	2026	Change	Change excl. FX
First Quarter	276	6	(67)	(4)	(8)	203	(26%)	(28%)

Adjusted Operating Income

$ in millions	2025	FX Impact	Business Drivers	2026	Change	Change excl. FX
First Quarter	273	6	(67)	212	(22%)	(24%)

• First quarter reported and adjusted operating income were $203 million and $212 million. The difference between reported and adjusted operating income was primarily attributable to legal-entity restructuring and previously announced plant-closure costs. Excluding foreign exchange translational impacts, reported operating income was down 28% and adjusted operating income was down 24% from a year ago, primarily due to increased operating costs and lower volumes in the F&II—U.S./CAN business.

Texture & Healthful Solutions

Net Sales

$ in millions	2025	FX Impact	Volume	Price Mix	2026	Change	Change excl. FX
First Quarter	602	13	13	(11)	617	2%	—

Segment Operating Income

$ in millions	2025	FX Impact	Business Drivers	2026	Change	Change excl. FX
First Quarter	99	3	(2)	100	1%	(2%)

• First quarter operating income for Texture & Healthful Solutions was $100 million, an increase of $1 million from a year ago, primarily driven by favorable input costs, foreign exchange, and better volume, partially offset by strategic price and mix management. Excluding foreign exchange translational impacts, segment operating income was down 2%.

Food & Industrial Ingredients—LATAM

Net Sales

$ in millions	2025	FX Impact	Volume	Price Mix	2026	Change	Change excl. FX
First Quarter	573	18	(7)	(5)	579	1%	(2%)

Segment Operating Income

$ in millions	2025	FX Impact	Business Drivers	Argentina JV	2026	Change	Change excl. FX
First Quarter	127	2	(14)	—	115	(9%)	(11%)

• First quarter operating income for Food & Industrial Ingredients—LATAM was $115 million, a $12 million decrease from a year ago, driven primarily by Mexico transactional currency impacts and softer volumes. Excluding foreign exchange translational impacts, segment operating income was down 11%.

Food & Industrial Ingredients—U.S./CAN

Net Sales

$ in millions	2025	FX Impact	Volume	Price Mix	2026	Change	Change excl. FX
First Quarter	520	2	(38)	(9)	475	(9%)	(9%)

Segment Operating Income

$ in millions	2025	FX Impact	Business Drivers	2026	Change	Change excl. FX
First Quarter	92	1	(59)	34	(63%)	(64%)

• First quarter operating income for Food & Industrial Ingredients—U.S./CAN was $34 million, a $58 million decrease from a year ago. The decline resulted from production challenges at our Argo facility and softer volumes and mix. Excluding foreign exchange translational impacts, operating income was down 64%.

All Other
*

Net Sales

$ in millions	2025	FX Impact	Volume	Price Mix	2026	Change	Change excl. FX
First Quarter	118	—	—	3	121	3%	3%

All Other Operating Income

$ in millions	2025	FX Impact	Business Drivers	2026	Change	Change excl. FX
First Quarter	—	—	3	3	nm	nm

• First quarter operating income for All Other increased $3 million from the prior year, reflecting continued improvements in the plant-based protein business.

^{* All Other consists of the businesses of multiple operating segments that are not individually or collectively classified as reportable segments. Net sales from All Other are generated primarily by sweetener and starch sales by our Pakistan business, sales of stevia and other ingredients from our PureCircle and Other Sugar Reduction businesses, and pea protein ingredients from our Protein Fortification business.}

Other Financial Items

• At March 31, 2026, total debt was $1.8 billion, and cash, including short-term investments, was $918 million, versus $1.8 billion and $1.0 billion at December 31, 2025.
• Net financing costs were $9 million for both the first quarter of 2026 and the first quarter of 2025.
• Reported and adjusted effective tax rates for the first quarter were 25.8% and 25.1%, respectively, compared to 25.5% and 25.4%, respectively, for the year-ago period.
• Net capital expenditures were $110 million through March 31, 2026.

Dividends and Share Repurchases

In the first quarter, the Company paid $52 million in dividends to shareholders. On March 18, 2026, the Company declared a quarterly dividend of $0.82 per share that was paid on April 21, 2026. During the quarter, the Company repurchased $14 million of common stock.

Updated Full-Year 2026 Outlook

The Company now expects its full-year 2026 reported EPS to be in the range of $9.60 to $10.30 and adjusted EPS to be in the range of $10.45 to $11.15.

This guidance reflects tariff levels in effect as of the end of April 2026. In addition, this guidance excludes any acquisition-related integration and restructuring costs, as well as any potential impairment costs.

The Company now expects full-year 2026 net sales to be flat to up low single-digits, reflecting volume growth, partially offset by lower price mix.

Reported operating income is now expected to be down high single-digits, with adjusted operating income now expected to be flat to down low single-digits for full-year 2026.

The 2026 full-year outlook further assumes the following: Texture & Healthful Solutions operating income is now expected to be up low single-digits, driven by sales volume growth, partially offset by expected higher input cost inflation; Food & Industrial Ingredients—LATAM operating income is now expected to be down low single-digits reflecting the continued strength of the Mexican peso; Food & Industrial Ingredients—U.S./CAN operating income is now expected to be down low double-digits driven by Argo’s operational headwinds in the first quarter; and All Other operating income is still anticipated to improve by $5 to $10 million from the prior year.

Corporate costs for full-year 2026 are now expected to be flat.

For full-year 2026, the Company now expects a reported effective tax rate of 26.3% to 27.8%, and an adjusted effective tax rate of 26.0% to 27.5%.

Cash from operations for full-year 2026 is expected to now be in the range of $725 million to $825 million, reflecting our updated outlook. Capital expenditures for the full year are expected to be approximately $400 to $440 million.

Second Quarter 2026 Outlook

For the second quarter of 2026, compared to the same quarter last year, the Company expects net sales to be flat to up low single-digits. Reported operating income is expected to be down high double-digits and adjusted operating income is expected to be down high single-digits, which reflect the challenging comparison to the prior year’s strong results.

Conference Call and Webcast Details

Ingredion will host a conference call on Tuesday, May 5, 2026, at 8 a.m. CT/ 9 a.m. ET, hosted by Jim Zallie, chairman, president and chief executive officer and Jason Payant, vice president and interim chief financial officer. The call will be webcast in real time and can be accessed at https://ir.ingredionincorporated.com/events-and-presentations. A presentation containing additional financial and operating information will be accessible through the Company’s website and available to download a few hours before the start of the call. A replay will be available for a limited time at https://ir.ingredionincorporated.com/financial-information/quarterly-results.

About Ingredion

Ingredion Incorporated (NYSE: INGR), headquartered in the suburbs of Chicago, is a leading global ingredient solutions provider serving customers in more than 120 countries. With 2025 annual net sales of approximately $7.2 billion, the Company turns grains, fruits, vegetables and other plant-based materials into value-added ingredient solutions for the food, beverage, animal nutrition, brewing and industrial markets. With Ingredion Idea Labs^® innovation centers located around the world and more than 11,000 employees, the Company co-creates with customers and fulfills its purpose of bringing the potential of people, nature and technology together to make life better. Visit ingredion.com for more information and the latest Company news.

Forward-Looking Statements

This news release contains or may contain 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. Ingredion Incorporated intends these forward-looking statements to be covered by the safe harbor provisions for such statements.

Forward-looking statements include, among others, any statements regarding our expectations for second quarter 2026 net sales and reported and adjusted operating income, full-year 2026 reported and adjusted earnings per share, net sales, reported and adjusted operating income, segment operating income, corporate costs, reported and adjusted effective tax rates, cash from operations, and capital expenditures, and any other statements regarding our prospects and our future operations, financial condition, volumes, cash flows, expenses or other financial items, including management’s plans or strategies and objectives for any of the foregoing and any assumptions, expectations, or beliefs underlying any of the foregoing.

These statements can sometimes be identified by the use of forward-looking words such as “may,” “will,” “should,” “anticipate,” “assume,” “believe,” “plan,” “project,” “estimate,” “expect,” “intend,” “continue,” “pro forma,” “forecast,” “outlook,” “opportunities,” “potential,” or other similar expressions or the negative thereof. All statements other than statements of historical facts therein are “forward-looking statements.”

These statements are based on current circumstances or expectations, but are subject to certain inherent risks and uncertainties, many of which are difficult to predict and beyond our control. Although we believe our expectations reflected in these forward-looking statements are based on reasonable assumptions, investors are cautioned that no assurance can be given that our expectations will prove correct.

Actual results and developments may differ materially from the expectations expressed in or implied by these statements, based on various risks and uncertainties, including changes in consumer practices, preferences, price sensitivity, behaviors, demand and perceptions; the impact of geopolitical developments, tensions, threats or conflicts on the availability and prices of raw materials and energy supplies; supply chains and foreign exchange and interest rates; the impact of global business and economic conditions on demand for our products or our access to global credit and equity markets; our reliance on certain industries for a significant portion of our sales; operating difficulties at our manufacturing facilities and liabilities relating to product safety and quality; our ability to keep pace with technological developments in research and development and continue to offer innovative products; competitive pressures that may adversely affect our market share, revenue and profitability; market volatility that may adversely affect our ability to pass through potential increases in the cost of corn and other raw materials to customers, to purchase quantities of corn and other raw materials at prices sufficient to sustain or increase our profitability, or to supply product quantities and meet shipment delivery requirements that our customers demand; the impact on inputs to our procurement, production processes and delivery channels, such as raw material, energy, and freight and logistics, of price fluctuations, supply chain interruptions, tariffs, duties, and shortages; our ability to contain costs, manage working capital, and achieve budgets, including completion of planned maintenance and investment projects on time and on budget; global climate change and legal, regulatory, or market measures to address climate change; our ability to identify and complete acquisitions, divestitures, or strategic alliances on favorable terms or achieve anticipated synergies; the economic, political and other risks inherent in conducting operations in foreign countries and with foreign currencies; our ability to maintain satisfactory labor relations; our ability to attract, develop, retain, motivate and maintain good relationships with our workforce, including key personnel; the impact of legal and regulatory proceedings; the risks associated with pandemics; the impact of any impairment charges on intangible assets and goodwill; global and regional economic policies and changes to existing laws and regulations; changes in our tax rates or exposure to additional income tax liabilities; increases in interest rates that could increase our borrowing costs; risks affecting our ability to raise funds at reasonable rates and other factors affecting our access to sufficient funds for future growth and expansion; risks relating to the use of artificial intelligence and other advanced technologies, and our reliance on third-party technology providers; interruptions, security incidents, or failures with respect to information technology systems, processes, and sites; risks affecting the continuation of our dividend policy; and our ability to maintain effective internal control over financial reporting.

Our forward-looking statements speak only as of the date on which they are made, and we do not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of the statement as a result of new information or future events or developments or otherwise. If we do update or correct one or more of these statements, investors and others should not conclude that we will make additional updates or corrections. For a further description of these and other risks, see “Risk Factors” and other information included in our Annual Report on Form 10-K for the year ended December 31, 2025, and in our subsequent reports on Form 10-Q and Form 8-K filed with the Securities and Exchange Commission.

Ingredion Incorporated Condensed Consolidated Statements of Income (Unaudited) (dollars and shares in millions, except per share data)
		Three Months Ended March 31,								Change %
			2026				2025
Net sales		$	1,792			$	1,813			(1%)
Cost of sales			1,391				1,347
Gross profit			401				466			(14%)
Operating expenses			200				193			4%
Other operating (income), net			(13	)			(10	)
Restructuring/impairment charges			11				7
Operating income			203				276			(26%)
Financing costs			9				9
Income before income taxes			194				267			(27%)
Provision for income taxes			50				68
Net income			144				199			(28%)
Less: Net income attributable to non-controlling interests			2				2
Net income attributable to Ingredion		$	142			$	197			(28%)
Earnings per common share attributable to Ingredion common shareholders:
Weighted average common shares outstanding:
Basic			63.2				64.5
Diluted			64.0				65.6
Earnings per common share of Ingredion:
Basic		$	2.25			$	3.05			(26%)
Diluted			2.22				3.00			(26%)

Ingredion Incorporated Condensed Consolidated Balance Sheets (dollars and shares in millions, except per share amounts)
		March 31, 2026				December 31, 2025
		(Unaudited)
Assets
Current assets:
Cash and cash equivalents		$	914			$	1,030
Short-term investments			4				3
Accounts receivable, net			1,358				1,185
Inventories			1,183				1,227
Prepaid expenses and assets held for sale			66				60
Total current assets			3,525				3,505
Property, plant and equipment, net			2,561				2,526
Intangible assets, net			1,259				1,269
Other non-current assets			583				597
Total assets		$	7,928			$	7,897
Liabilities and stockholders’ equity
Current liabilities:
Short-term borrowings		$	83			$	48
Accounts payable, accrued liabilities and liabilities held for sale			1,194				1,268
Total current liabilities			1,277				1,316
Long-term debt			1,742				1,742
Other non-current liabilities			463				473
Total liabilities			3,482				3,531
Share-based payments subject to redemption			41				64
Redeemable non-controlling interests			—				7
Ingredion stockholders’ equity:
Preferred stock — authorized 25.0 shares — $0.01 par value, none issued			—				—
Common stock — authorized 200.0 shares — $0.01 par value, 77.8 shares issued at March 31, 2026 and December 31, 2025			1				1
Additional paid-in capital			1,162				1,155
Less: Treasury stock (common stock: 14.8 shares at March 31, 2026 and December 31, 2025) at cost			(1,553	)			(1,555	)
Accumulated other comprehensive loss			(927	)			(937	)
Retained earnings			5,700				5,610
Total Ingredion stockholders’ equity			4,383				4,274
Non-redeemable non-controlling interests			22				21
Total stockholders’ equity			4,405				4,295
Total liabilities and stockholders’ equity		$	7,928			$	7,897

Ingredion Incorporated Condensed Consolidated Statements of Cash Flows (Unaudited) (dollars in millions)
		Three Months Ended March 31,
			2026				2025
Cash from operating activities
Net income		$	144			$	199
Non-cash charges to net income:
Depreciation and amortization			55				55
Mechanical stores expense			18				16
Impairment charges			—				6
Margin accounts			8				(3	)
Changes in other working capital			(205	)			(220	)
Other			13				24
Cash provided by operating activities			33				77
Cash from investing activities
Capital expenditures and mechanical stores purchases, net			(110	)			(92	)
Proceeds from sale of business			12				12
Purchases of equity securities, net			(1	)			—
Other			(1	)			2
Cash used for investing activities			(100	)			(78	)
Cash from financing activities
Proceeds (payments) on borrowings, net			35				(48	)
Repurchases of common stock, net			(14	)			(55	)
Common stock activity for share-based compensation, net			(10	)			(11	)
Purchases of non-controlling interests			(7	)			—
Dividends paid, including to non-controlling interests			(52	)			(52	)
Cash used for financing activities			(48	)			(166	)
Effects of foreign exchange rate changes on cash and cash equivalents			(1	)			7
(Decrease) in cash and cash equivalents			(116	)			(160	)
Cash and cash equivalents, beginning of period			1,030				997
Cash and cash equivalents, end of period		$	914			$	837

Ingredion Incorporated Supplemental Financial Information (Unaudited) (dollars in millions, except for percentages)
I. Segment Information of Net Sales to Unaffiliated Customers and Operating Income
		Three Months Ended March 31,								Change %		Change Excl. FX %
			2026				2025
Net Sales to Unaffiliated Customers:
Texture & Healthful Solutions (i)		$	617			$	602			2%		0%
Food & Industrial Ingredients–LATAM (ii)			579				573			1%		(2%)
Food & Industrial Ingredients–U.S./Canada (iii)			475				520			(9%)		(9%)
All Other (iv)			121				118			3%		3%
Net Sales		$	1,792			$	1,813			(1%)		(3%)
Operating Income (Loss):
Texture & Healthful Solutions		$	100			$	99			1%		(2%)
Food & Industrial Ingredients–LATAM			115				127			(9%)		(11%)
Food & Industrial Ingredients–U.S./Canada			34				92			(63%)		(64%)
All Other			3				—			nm		nm
Corporate			(40	)			(45	)		(11%)		(11%)
Adjusted Operating Income			212				273			(22%)		(24%)
Restructuring costs			(11	)			(1	)
Other matters			2				10
Impairment charges			—				(6	)
Operating Income		$	203			$	276			(26%)		(28%)
Notes to Net Sales to Unaffiliated Customers (i) Net of inter-segment sales of $9 million for both the first quarter of 2026 and 2025. (ii) Net of inter-segment sales of $10 million and $13 million for the first quarter of 2026 and 2025. (iii) Net of inter-segment sales of $27 million and $33 million for the first quarter of 2026 and 2025. (iv) Net of inter-segment sales of $4 million and $3 million for the first quarter of 2026 and 2025.

II. Non-GAAP Information

To supplement the consolidated financial results prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), non-GAAP historical financial measures are used, which exclude certain GAAP items such as restructuring costs, impairment charges, Mexico tax item, and other specified items. The term “adjusted” is generally used when referring to these non-GAAP financial measures.

Management uses non-GAAP financial measures internally for strategic decision making, forecasting future results and evaluating current performance. By disclosing non-GAAP financial measures, management intends to provide investors with a more meaningful, consistent comparison of the Company’s operating results and trends for the periods presented. These non-GAAP financial measures are used in addition to and in conjunction with results presented in accordance with GAAP and reflect an additional way of viewing aspects of the Company’s operations that, when viewed with its GAAP results, provide a more complete understanding of factors and trends affecting its business. Expected financial measures may not reflect certain future charges, costs and/or gains that are inherently difficult to predict and estimate due to their unknown timing, effect and/or significance. Non-GAAP adjustments are generally made to adjusted financial measures, which increases management’s confidence in its ability to forecast adjusted financial measures than in its ability to forecast GAAP financial measures. These non-GAAP measures, including non-GAAP expected measures, should be considered as a supplement to, and not as a substitute for, or superior to, the corresponding measures calculated in accordance with GAAP.

Non-GAAP financial measures are not prepared in accordance with GAAP; therefore, the Company’s non-GAAP information is not necessarily comparable to similarly titled measures presented by other companies. A reconciliation of each non-GAAP financial measure to the most comparable GAAP measure is provided in the tables below.

Ingredion Incorporated Reconciliation of GAAP Net Income attributable to Ingredion and Diluted Earnings Per Share (“EPS”) to Non-GAAP Adjusted Net Income attributable to Ingredion and Adjusted Diluted EPS (Unaudited)
		Three Months Ended March 31, 2026								Three Months Ended March 31, 2025
		(in millions)				Diluted EPS				(in millions)				Diluted EPS
Net income attributable to Ingredion		$	142			$	2.22			$	197			$	3.00
Adjustments:
Restructuring costs (i)			10				0.15				1				0.02
Other matters (ii)			(2	)			(0.03	)			(7	)			(0.11	)
Impairment charges (iii)			—				—				5				0.08
Tax item–Mexico (iv)			(4	)			(0.06	)			(1	)			(0.02	)
Other tax matters (v)			4				0.06				—				—
Non-GAAP adjusted net income attributable to Ingredion		$	150			$	2.34			$	195			$	2.97
Net income and EPS may not sum or recalculate due to rounding. Notes (i) During the three months ended March 31, 2026 and 2025, we recorded pre-tax restructuring charges of $11 million and $1 million, primarily related to estimated legal entity restructuring costs in 2026. (ii) During the three months ended March 31, 2026, we recorded pre-tax benefits of $2 million. During the three months ended March 31, 2025, we recorded pre-tax benefits of $10 million, primarily related to insurance recoveries and a favorable judgment related to certain indirect taxes. (iii) During the three months ended March 31, 2025, we recorded $6 million of pre-tax impairment charges on previously announced plant closures and impairments on equity investments. There was no such activity during the three months ended March 31, 2026. (iv) The tax amounts are result of the movement of the Mexican peso against the U.S. dollar and its impact on the remeasurement of the Mexico financial statements during the period. (v) During the three months ended March 31, 2026, we recognized prior-year tax reserves, recapture of prior-year U.S. tax benefits, and associated tax impacts related to the above current and prior-year non-GAAP adjustments. These were partially offset by interest income on previously recognized tax benefits associated with certain Brazilian local incentives that were previously taxable.

Ingredion Incorporated Reconciliation of GAAP Operating Income to Non-GAAP Adjusted Operating Income (Unaudited) (dollars in millions, pre-tax)
		Three Months Ended March 31,
			2026				2025
Operating income		$	203			$	276
Adjustments:
Restructuring costs (i)			11				1
Other matters (ii)			(2	)			(10	)
Impairment charges (iii)			—				6
Non-GAAP adjusted operating income		$	212			$	273
For notes (i) through (iii), see notes (i) through (iii) included in the Reconciliation of GAAP Net Income attributable to Ingredion and Diluted Earnings Per Share (“EPS”) to Non-GAAP Adjusted Net Income attributable to Ingredion and Adjusted Diluted EPS.

Ingredion Incorporated Reconciliation of GAAP Effective Income Tax Rate to Non-GAAP Adjusted Effective Income Tax Rate (Unaudited) (dollars in millions, except for percentages)
		Three Months Ended March 31, 2026
		Income before Income Taxes (a)				Provision for Income Taxes (b)				Effective Income Tax Rate (b/a)
As Reported		$	194			$	50			25.8%
Adjustments:
Restructuring costs (i)			11				1
Other matters (ii)			(2	)			—
Tax item–Mexico (iv)			—				4
Other tax matters (v)			—				(4	)
Adjusted Non-GAAP		$	203			$	51			25.1%

		Three Months Ended March 31, 2025
		Income before Income Taxes (a)				Provision for Income Taxes (b)				Effective Income Tax Rate (b/a)
As Reported		$	267			$	68			25.5%
Adjustments:
Restructuring costs (i)			1				—
Impairment charges (iii)			6				1
Other matters (ii)			(10	)			(3	)
Tax item–Mexico (iv)			—				1
Adjusted Non-GAAP		$	264			$	67			25.4%
For notes (i) through (v), see notes (i) through (v) included in the Reconciliation of GAAP Net Income attributable to Ingredion and Diluted Earnings Per Share (“EPS”) to Non-GAAP Adjusted Net Income attributable to Ingredion and Adjusted Diluted EPS.

Ingredion Incorporated Reconciliation of Expected GAAP Diluted Earnings Per Share (“GAAP EPS”) to Expected Adjusted Diluted Earnings Per Share (“Adjusted EPS”) (Unaudited)
		Expected EPS Range for Full-Year 2026
		Low End of Guidance				High End of Guidance
GAAP EPS		$	9.60			$	10.30
Adjustments:
Restructuring costs (i)			0.20				0.20
Other matters (ii)			0.20				0.20
Impairment charges (iii)			0.45				0.45
Tax item–Mexico (iv)			(0.06	)			(0.06	)
Other tax matters (v)			0.06				0.06
Adjusted EPS		$	10.45			$	11.15
For notes (i) through (v), see notes (i) through (v) included in the Reconciliation of GAAP Net Income attributable to Ingredion and Diluted Earnings Per Share (“EPS”) to Non-GAAP Adjusted Net Income attributable to Ingredion and Adjusted Diluted EPS. In addition, the forecasted amounts above include the following adjustments: (i) An estimated $7 million of pre-tax restructuring costs related to the planned cessation of our Cabo, Brazil manufacturing facility. (ii) An estimated $20 million of pre-tax direct costs related to a thermal event at our Argo manufacturing facility. (iii) An estimated $36 million of pre-tax impairment charges related to the planned cessation of our Cabo, Brazil manufacturing facility.

Ingredion Incorporated Reconciliation of Expected GAAP Effective Income Tax Rate (“GAAP ETR”) to Expected Adjusted Effective Income Tax Rate (“Adjusted ETR”) (Unaudited)
		Expected Effective Income Tax Rate Range for Full-Year 2026
		Low End of Guidance			High End of Guidance
GAAP ETR		26.3	%		27.8	%
Adjustments:
Restructuring costs (i)		(0.1	%)		(0.1	%)
Other matters (ii)		0.1	%		0.1	%
Impairment charges (iii)		(0.3	%)		(0.3	%)
Tax item–Mexico (iv)		0.4	%		0.4	%
Other tax matters (v)		(0.4	%)		(0.4	%)
Adjusted ETR		26.0	%		27.5	%
For notes (i) through (v), see notes (i) through (v) included in the Reconciliation of GAAP Net Income attributable to Ingredion and Diluted Earnings Per Share (“EPS”) to Non-GAAP Adjusted Net Income attributable to Ingredion and Adjusted Diluted EPS. In addition, the forecasted amounts above include the following adjustments: (i) An estimated $7 million of pre-tax restructuring costs related to the planned cessation of our Cabo, Brazil manufacturing facility. (ii) An estimated $20 million of pre-tax direct costs related to a thermal event at our Argo manufacturing facility. (iii) An estimated $36 million of pre-tax impairment charges related to the planned cessation of our Cabo, Brazil manufacturing facility.

CONTACTS:
Investors: Noah Weiss, 773-896-5242
Media: Rick Wion, 708-209-6323