OSHKOSH CORPORATION NOTES OF CONSOLIDATED FINANCIAL STATEMENTS
The Company used its historical stock prices as the basis for the Company’s volatility assumption. The assumed risk-free interest rates were based on U.S. Treasury rates at the time of grant. The expected term was based on the vesting period. The grant date fair values of the ROIC and DEI/ESG awards were determined based on the Company’s stock price at the time of the grant and the anticipated awards expected to vest. Compensation expense is recorded ratably over the vesting period based on the amount of award that is expected to be earned under the plan formula, adjusted each reporting period based on current information. Stock Options — No stock options were granted during 2025, 2024 or 2023. A summary of the Company’s stock option activity is as follows: Year Ended December 31, 2025
Weighted Average Remaining Contractual Life
Weighted- Average Exercise Price
Aggregate Intrinsic Value (a) (in millions)
Options
Outstanding and exercisable, beginning of period
180,170 $
82.23 81.88 82.58
Exercised
(91,305)
Outstanding and exercisable, end of period 3.8 (a) Aggregate intrinsic value represents the total pre-tax intrinsic value (difference between the Company’s closing stock price on the last trading day of 2025 and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their options on December 31, 2025. 88,865 3.3 years $ The total intrinsic value of options exercised was $4.0 million, $2.0 million and $3.1 million in 2025, 2024 and 2023, respectively. The actual income tax benefit realized totaled $0.7 million, $0.3 million and $0.6 million in 2025, 2024 and 2023, respectively. Other Stock-based Compensation — Other stock-based compensation primarily consists of cash-settled RSUs. The Company granted a total of 7,942, 7,333 and 8,860 cash-settled RSUs in 2025, 2024 and 2023, respectively. Each RSU award provides recipients the right to receive cash equal to the value of a share of Common Stock at predetermined vesting dates. Compensation expense for cash-settled RSUs is remeasured at each reporting period and is recognized as an expense over the requisite service period. The total value of cash-settled RSUs vested was $0.8 million, $0.5 million and $0.9 million in 2025, Defined Benefit Plans — Oshkosh Defense and Pierce sponsor defined benefit pension plans for certain employees. Benefits are based primarily on years of service and a benefit dollar multiplier. The Company periodically amends the plans, including changing the benefit dollar multipliers. As of December 2012, salaried participants in the Pierce pension plan no longer receive service credit other than for vesting purposes. In December 2013, the Pierce pension plan was amended to close participation in the plan for new production employees. In October 2016, the Oshkosh Defense hourly defined benefit pension plan was closed to new production employees. JLG sponsors a defined benefit pension plan for certain employees in the United Kingdom. The Company entered into an insurance contract with a third-party insurer, under which the plan retains full legal responsibility for paying benefits to participants. The related benefit obligation has not been transferred to the insurer and the insurance contract is recognized as a plan asset. Supplemental Executive Retirement Plans (SERP) — The Company maintains nonqualified defined benefit and defined contribution SERPs for certain executive officers of Oshkosh and its subsidiaries. A trust has been established to fund the obligations under the Oshkosh SERP. As of December 31, 2025, the trust held assets of $11.0 million, which are included in “Other current assets” and “Other non-current assets” in the Consolidated Balance Sheets. The trust assets are subject to 2024 and 2023, respectively. 6. Employee Benefit Plans
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