Financial Performance - Total orders for the year reached a record level of $1.7 billion, an increase of $153 million, or 10%, from the previous year[118]. - Net sales for the year ended December 31, 2022 were $1.4 billion, an increase of $222 million, or 18%, from the previous year[118]. - Operating income for the year was $160.8 million, an increase of $30.1 million, or 23%, from the previous year, with a consolidated operating margin of 11.2%[118]. - Income from continuing operations was $120.4 million, an increase of $19.8 million, or 20%, from the previous year[120]. - Adjusted EBITDA for the year was $215.0 million, an increase of $34.5 million, or 19%, with an adjusted EBITDA margin of 15.0%[120]. - The Environmental Solutions Group reported a net sales increase of $186.6 million, or 19%, driven by various product sales improvements[124]. - Gross profit for the year ended December 31, 2022, increased by $56.2 million, or 19%, with a gross profit margin of 24.0% compared to 23.8% in the prior year[126]. - Operating income increased by $30.1 million, or 23%, with a consolidated operating margin of 11.2%, up from 10.8% in the prior year[128]. - Federal Signal Corporation reported net sales of $1,434.8 million for the year ended December 31, 2022, representing a 18.2% increase from $1,213.2 million in 2021[221]. - The company's gross profit for 2022 was $344.9 million, up from $288.7 million in 2021, indicating a gross margin improvement[221]. - Operating income increased to $160.8 million in 2022, compared to $130.7 million in 2021, reflecting a growth of 23%[221]. - Income from continuing operations was $120.4 million in 2022, compared to $100.6 million in 2021, marking a 19.4% increase[221]. - Basic earnings per share rose to $1.99 in 2022, up from $1.65 in 2021, representing a 20.6% increase[221]. - The company reported a net income of $120.4 million for 2022, compared to $100.6 million in 2021, showing a growth of 19.4%[221]. - Net income for 2022 was $120.4 million, an increase of 19.4% compared to $100.6 million in 2021[224]. Orders and Backlog - Backlog as of December 31, 2022 was $879 million, an increase of $250 million, or 40%, compared to the end of the previous year[118]. - Total orders in the Environmental Solutions Group increased by $146.9 million, or 11%, with a backlog of $824 million at year-end[137][141]. - Operating income in the Safety and Security Systems Group increased by $8.1 million, or 24.8%, with total orders rising by $6.5 million, or 3%[142][143]. - Backlog was $55 million at December 31, 2022, compared to $53 million at December 31, 2021[147]. Expenses and Costs - Cost of sales increased by $165.4 million, or 18%, largely due to increased sales volumes and higher material costs[125]. - SEG&A expenses rose by $22.5 million, or 15%, but decreased as a percentage of net sales from 12.3% to 12.0%[127]. - Interest expense surged by $5.8 million, or 129%, due to higher average debt levels and interest rates[129]. - Income tax expense for the year was $30.5 million, leading to an effective tax rate of 20.2%, compared to 14.5% in 2021[132]. - Cost of sales rose by $21.5 million, or 16%, primarily due to higher sales volumes and increased material costs, resulting in a gross profit margin of 37.1%[145]. Cash Flow and Investments - Net cash provided by operating activities totaled $71.8 million in 2022, a decrease from $101.8 million in 2021, primarily due to increases in working capital[153]. - Net cash used for investing activities totaled $99.7 million in 2022, including $53.0 million in capital expenditures[154]. - The company invested $49.8 million in acquisition-related activities in 2022, compared to $131.8 million in 2021, a decrease of 62.3%[229]. - The company declared cash dividends of $21.8 million in 2022, slightly down from $22.0 million in 2021[231]. Assets and Liabilities - As of December 31, 2022, cash and cash equivalents totaled $47.5 million, with $19.4 million held by foreign subsidiaries[152]. - Total current assets rose to $531.4 million in 2022, up from $431.0 million in 2021, reflecting a growth of 23.3%[227]. - Total assets reached $1,524.3 million in 2022, up from $1,366.1 million in 2021, representing an increase of 11.6%[227]. - Long-term borrowings and finance lease obligations increased to $361.5 million in 2022 from $282.2 million in 2021, a rise of 28.1%[227]. - The company has long-term debt of $361.0 million, with interest payments totaling $94.8 million, of which $19.9 million is due within one year[168]. - The fair value of the company's total debt obligations was $363.0 million as of December 31, 2022[194]. - The company had a liability of approximately $1.2 million for unrecognized tax benefits as of December 31, 2022[171]. Acquisitions - The company completed its ninth acquisition since 2016 with the acquisition of TowHaul[120]. - Federal Signal Corporation's acquisition of TowHaul Corporation on October 3, 2022, contributed approximately 1% to total assets and net sales[215]. - The acquisition of TowHaul on October 3, 2022, generated net sales of $7.2 million and operating income of $2.3 million during the year ended December 31, 2022[286]. - The initial cash consideration for the TowHaul acquisition was approximately $43.3 million, which is subject to certain post-closing adjustments[287]. - The acquisition of Deist in December 2021 involved a cash payment of $38.1 million, with a contingent earn-out payment of up to $7.5 million based on financial targets[295]. - The acquisition of Ground Force on October 4, 2021, had a cash consideration of $43.1 million, funded through existing cash and borrowings[302]. - The acquisition of OSW on February 17, 2021, involved a cash payment of $53.2 million, funded through existing cash and borrowings[309]. Research and Development - The Company reported research and development expenditures of $11.5 million in 2022, slightly up from $11.4 million in 2021 and down from $12.2 million in 2020[276]. Other Financial Metrics - The company maintained effective internal control over financial reporting as of December 31, 2022, according to the audit opinion[213]. - The company had no goodwill impairments in 2022, 2021, or 2020, with fair values exceeding carrying values by more than 20%[184]. - The fair value of indefinite-lived intangible assets tested for impairment exceeded their carrying value by more than 50% in 2022[189]. - The weighted average interest rate on long-term borrowings was 5.5% at December 31, 2022[165]. - A hypothetical 1% increase or decrease in variable interest rates would change annual interest expense by approximately $2.9 million[194]. - Approximately 80% of the company's net sales are conducted in U.S. dollars, with a 10% appreciation of the U.S. dollar estimated to reduce full-year net sales by approximately 1%[195].

Financial Data and Key Metrics Changes - Consolidated net sales for Q3 2022 were $346 million, an increase of $48 million or 16% year-over-year, despite a $3 million unfavorable foreign currency translation impact [5] - Organic revenue growth for the quarter was $27 million or 9% [5] - Consolidated operating income was $39.5 million, up $5.2 million or 15% compared to last year [5] - Consolidated adjusted EBITDA for the quarter was $53.5 million, up $6.1 million or 13% year-over-year, with a margin of 15.4% compared to 15.9% last year [5] - Net income for the quarter was $31.8 million, an increase of $2.6 million or 9% from last year, equating to GAAP EPS of $0.52 per share, up 11% [5][6] - Adjusted EPS for the quarter was $0.53, an improvement of $0.05 or 10% compared to last year [6] - Order intake for the quarter was $382 million, representing an increase of $32 million or 9% compared to Q3 last year [6] - Consolidated backlog at the end of the quarter reached a record $824 million, an increase of $337 million or 69% from last year [6] Business Line Data and Key Metrics Changes - Environmental Solutions Group (ESG) net sales were $285 million, an increase of $36 million or 14% year-over-year [7] - ESG's operating income was $33.9 million, up $3.1 million or 10% compared to last year [7] - ESG's adjusted EBITDA was $46.5 million, up $3.8 million or 9% year-over-year, with an adjusted EBITDA margin of 16.3% compared to 17.1% last year [7] - Safety and Security Systems Group (SSG) net sales were $62 million, up $12 million or 25% year-over-year [7] - SSG's operating income was $10.5 million, up $2.9 million or 38% from last year [7] - SSG's adjusted EBITDA was $11.5 million, up $3 million or 35% year-over-year, with an adjusted EBITDA margin of 18.7%, up 140 basis points from Q3 last year [7][8] Market Data and Key Metrics Changes - U.S. municipal orders were up 20% for both the quarter and year-to-date, with strong demand for street sweepers and sewer cleaners [21] - Domestic municipal demand within SSG saw a 9% order improvement year-to-date [21] - Industrial end markets experienced a 15% year-over-year improvement in domestic orders [22] - The infrastructure bill, with $550 billion for new investments, is expected to drive demand for equipment inquiries from contractors [24][30] Company Strategy and Development Direction - The company is focused on organic growth initiatives and strategic acquisitions, including the recent acquisition of TowHaul Corporation for $43 million [11][25] - The acquisition of TowHaul is expected to enhance the company's position in the metal extraction industry and support recurring aftermarket needs [25][26] - The company is committed to vehicle electrification initiatives and has entered into agreements with EV chassis manufacturers [32] - The company is actively pursuing M&A opportunities and has a strong pipeline for future acquisitions [31][74] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in long-term opportunities and the prospects for recent acquisitions, highlighting strong demand for products and aftermarket offerings [28][29] - Despite ongoing supply chain disruptions, the company has seen improvements in production levels and is encouraged by recent trends [18][19] - The company raised its full-year adjusted EPS outlook to a range of $1.91 to $2, and net sales outlook to $1.41 billion to $1.44 billion [28] - Management noted that they are not currently seeing leading indicators of a recession and have not experienced meaningful order cancellations [31] Other Important Information - The company generated $10 million of cash from operations during the quarter, with total year-to-date operating cash generation at $32 million [10] - The company executed a new 5-year $800 million credit facility, providing greater financial flexibility [11] - The effective tax rate for the quarter was 13.4%, with expectations for a full-year effective tax rate of approximately 22% [9][60] Q&A Session Summary Question: Is the updated guidance implying a record 4Q revenue performance? - Management indicated that the combination of backlog size and recent production improvements gives confidence for revenue to be up over Q3 [40][41] Question: How much of the ESG backlog is shippable in 2023? - Management confirmed that all of the $765 million ESG backlog is shippable in 2023 [44][45] Question: Can you quantify how much revenue disruptions cost in ESG? - Management estimated that disruptions cost around $20 million in revenue, but noted it was difficult to pinpoint an exact number [66][68] Question: What are the lead times for products now compared to normal times? - Management acknowledged that lead times are currently too long but are focused on reducing them moving forward [76] Question: How does the rising interest rate environment impact customer purchases? - Management believes that municipal purchases will not be significantly impacted, while the aftermarket business provides rental options for industrial customers [77]

[PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) This section presents the company's unaudited condensed consolidated financial statements and management's discussion and analysis for the period [Financial Statements (Unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) Presents unaudited condensed consolidated financial statements, highlighting increased net sales, inventories, and long-term debt Condensed Consolidated Statements of Operations Highlights (Q3 & Nine Months 2022 vs 2021, in millions, except EPS) | Metric | Q3 2022 | Q3 2021 | 9 Months 2022 | 9 Months 2021 | | :--- | :--- | :--- | :--- | :--- | | **Net sales** | $346.4 | $298.3 | $1,043.3 | $911.8 | | **Operating income** | $39.5 | $34.3 | $114.2 | $100.6 | | **Net income** | $31.8 | $29.2 | $85.8 | $81.1 | | **Diluted EPS** | $0.52 | $0.47 | $1.40 | $1.31 | Condensed Consolidated Balance Sheet Highlights (in millions) | Metric | Sept 30, 2022 | Dec 31, 2021 | | :--- | :--- | :--- | | **Total current assets** | $510.8 | $431.0 | | **Total assets** | $1,465.1 | $1,366.1 | | **Total current liabilities** | $181.4 | $170.4 | | **Total liabilities** | $637.1 | $582.1 | | **Total stockholders' equity** | $828.0 | $784.0 | Condensed Consolidated Statements of Cash Flows Highlights (Nine Months Ended, in millions) | Metric | Sept 30, 2022 | Sept 30, 2021 | | :--- | :--- | :--- | | **Net cash provided by operating activities** | $32.4 | $55.1 | | **Net cash used for investing activities** | $(50.1) | $(64.5) | | **Net cash provided by financing activities** | $14.4 | $16.4 | [Note 1 – Summary of Significant Accounting Policies](index=10&type=section&id=Note%201%20%E2%80%93%20Summary%20of%20Significant%20Accounting%20Policies) Outlines accounting policies, confirming U.S. GAAP adherence and early adoption of ASU No. 2021-08 - The Company early adopted ASU No. 2021-08, Business Combinations (Topic 805), effective January 1, 2022, which will be applied prospectively to future business combinations[28](index=28&type=chunk) - The Company's business is divided into two reportable segments: Environmental Solutions Group and Safety and Security Systems Group[24](index=24&type=chunk) [Note 2 - Acquisitions](index=11&type=section&id=Note%202%20-%20Acquisitions) Details Ground Force acquisition's final purchase price allocation, including **$15.4 million** in goodwill Ground Force Acquisition Purchase Price Allocation (in millions) | Item | Value | | :--- | :--- | | **Purchase price** | $43.1 | | **Net assets acquired** | $27.7 | | **Goodwill** | $15.4 | [Note 3 – Revenue Recognition](index=12&type=section&id=Note%203%20%E2%80%93%20Revenue%20Recognition) Disaggregates net sales by geographic region and product line, showing growth driven by U.S. and Environmental Solutions Net Sales by Geographic Region (in millions) | Region | 9 Months 2022 | 9 Months 2021 | | :--- | :--- | :--- | | U.S. | $840.1 | $692.5 | | Canada | $131.2 | $151.6 | | Europe/Other | $72.0 | $67.7 | | **Total** | **$1,043.3** | **$911.8** | Net Sales by Major Product Line (in millions) | Product Line | 9 Months 2022 | 9 Months 2021 | | :--- | :--- | :--- | | **Environmental Solutions** | **$865.3** | **$758.5** | | Vehicles and equipment | $668.0 | $578.2 | | Parts | $130.0 | $112.7 | | **Safety and Security Systems** | **$178.0** | **$153.3** | [Note 4 – Inventories](index=12&type=section&id=Note%204%20%E2%80%93%20Inventories) Breaks down inventory components, showing a significant increase to **$287.5 million**, primarily in raw materials Components of Inventories (in millions) | Component | Sept 30, 2022 | Dec 31, 2021 | | :--- | :--- | :--- | | Finished goods | $97.3 | $87.9 | | Raw materials | $152.8 | $116.4 | | Work in process | $37.4 | $24.8 | | **Total inventories** | **$287.5** | **$229.1** | [Note 5 – Debt](index=13&type=section&id=Note%205%20%E2%80%93%20Debt) Details debt structure, compliance with covenants, and subsequent entry into a new, larger credit agreement - As of September 30, 2022, the company had **$329.5 million** drawn on its credit facility and was in compliance with all financial covenants[47](index=47&type=chunk)[48](index=48&type=chunk) - On October 21, 2022, the company entered into a new Third Amended and Restated Credit Agreement (the "2022 Credit Agreement"), which amends and restates the 2019 Credit Agreement[49](index=49&type=chunk) [Note 6 – Income Taxes](index=14&type=section&id=Note%206%20%E2%80%93%20Income%20Taxes) Explains income tax expense components, noting effective tax rates of **13.4%** for Q3 and **21.2%** for nine months - The effective tax rate for Q3 2022 was **13.4%**, influenced by a **$2.7 million** tax benefit from releasing a valuation allowance against foreign tax credits and a **$1.1 million** benefit from a similar release in the U.K[55](index=55&type=chunk) - The effective tax rate for the nine months ended September 30, 2022, was **21.2%**, compared to **17.6%** in the prior-year period[56](index=56&type=chunk) [Note 7 – Pensions](index=15&type=section&id=Note%207%20%E2%80%93%20Pensions) Summarizes net periodic pension expense (benefit), reporting a **$0.4 million** benefit for the nine months Net Periodic Pension Expense (Benefit) (in millions) | Period | U.S. Plan | Non-U.S. Plan | | :--- | :--- | :--- | | **Three Months Ended Sep 30, 2022** | $(0.2) | $— | | **Nine Months Ended Sep 30, 2022** | $(0.2) | $(0.2) | [Note 8 – Commitments and Contingencies](index=15&type=section&id=Note%208%20%E2%80%93%20Commitments%20and%20Contingencies) Details financial commitments, product warranties, and significant legal proceedings, notably ongoing hearing loss litigation - As of September 30, 2022, the company had outstanding performance and financial standby letters of credit and bonds aggregating to **$36.5 million**[60](index=60&type=chunk) - In July 2022, the company issued a **$0.2 million** settlement payment to resolve claims of approximately 462 firefighters in the Cook County hearing loss litigation[77](index=77&type=chunk) - A global settlement agreement was executed on November 4, 2019, to resolve hearing loss claims in multiple jurisdictions, and the company has recognized an estimated liability for the potential settlement amount[101](index=101&type=chunk)[102](index=102&type=chunk) [Note 9 – Earnings Per Share](index=20&type=section&id=Note%209%20%E2%80%93%20Earnings%20Per%20Share) Reconciles net income to basic and diluted EPS, showing diluted EPS of **$0.52** for Q3 2022 Earnings Per Share Reconciliation (Q3 2022, in millions, except per share data) | Metric | Value | | :--- | :--- | | Net income | $31.8 | | Weighted average shares outstanding – Diluted | 61.0 | | **Diluted EPS** | **$0.52** | [Note 10 – Stockholders' Equity](index=21&type=section&id=Note%2010%20%E2%80%93%20Stockholders%27%20Equity) Covers changes in stockholders' equity, including **$0.09** quarterly dividends and **$16.1 million** in stock repurchases - The Board of Directors declared quarterly cash dividends of **$0.09** per common share during 2022[111](index=111&type=chunk)[112](index=112&type=chunk) - During the nine months ended September 30, 2022, the company repurchased **472,381** shares for a total of **$16.1 million**; no shares were repurchased in Q3 2022[117](index=117&type=chunk) [Note 11 – Segment Information](index=24&type=section&id=Note%2011%20%E2%80%93%20Segment%20Information) Presents financial data for two segments, with Environmental Solutions as the larger contributor to sales and income Segment Performance (Nine Months Ended Sep 30, 2022, in millions) | Segment | Net Sales | Operating Income | Total Assets (as of Sep 30) | | :--- | :--- | :--- | :--- | | **Environmental Solutions** | $865.3 | $99.8 | $1,163.3 | | **Safety and Security Systems** | $178.0 | $28.7 | $264.7 | [Note 12 – Fair Value Measurements](index=24&type=section&id=Note%2012%20%E2%80%93%20Fair%20Value%20Measurements) Describes fair value measurement methodology, classifying interest rate swaps as Level 2 and contingent liabilities as Level 3 - The company has contingent consideration liabilities of **$2.7 million** as of September 30, 2022, related to the MRL and Deist acquisitions, classified as Level 3 fair value measurements[133](index=133&type=chunk)[136](index=136&type=chunk) [Note 13 - Subsequent Events](index=26&type=section&id=Note%2013%20-%20Subsequent%20Events) Discloses significant post-period events, including the TowHaul acquisition and a new **$800 million** credit facility - On October 3, 2022, the Company acquired TowHaul Corporation for an initial purchase price of **$43.3 million**[138](index=138&type=chunk) - On October 21, 2022, the Company entered into a new **$800 million** credit agreement, consisting of a **$675 million** revolving credit facility and a **$125 million** term loan[141](index=141&type=chunk)[142](index=142&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=28&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial performance, highlighting record backlog, supply chain impacts, and a subsequent debt refinancing - Customer demand reached unprecedented levels, resulting in a record backlog of **$824 million** as of September 30, 2022[154](index=154&type=chunk) - Global supply chain disruptions and cost inflation for raw materials and components continued to impact production levels and profitability, though these were partially mitigated by price increases[155](index=155&type=chunk) Consolidated Results Highlights (Q3 2022 vs Q3 2021, in millions) | Metric | Q3 2022 | Q3 2021 | Change | | :--- | :--- | :--- | :--- | | **Net sales** | $346.4 | $298.3 | +16% | | **Operating income** | $39.5 | $34.3 | +15% | | **Total orders** | $382.1 | $350.4 | +9% | [Results of Operations](index=30&type=section&id=MD%26A%20-%20Results%20of%20Operations) Provides detailed income statement analysis, showing **16%** net sales growth and **15%** operating income growth in Q3 2022 - Q3 2022 net sales increased by **$48.1 million** (**16%**) year-over-year, driven by a **$35.7 million** increase in Environmental Solutions and a **$12.4 million** increase in Safety and Security Systems[170](index=170&type=chunk) - Gross profit margin for Q3 2022 was **23.9%**, a slight improvement from **23.8%** in Q3 2021, as pricing actions and favorable mix offset margin pressure[174](index=174&type=chunk) - Interest expense increased by **$1.6 million** in Q3 2022 compared to the prior year, due to higher average debt levels and rising interest rates[180](index=180&type=chunk) [Environmental Solutions](index=32&type=section&id=MD%26A%20-%20Environmental%20Solutions) Environmental Solutions Group reported **14%** net sales growth, but operating margin decreased to **11.9%** due to cost inflation Environmental Solutions Performance (Q3 2022 vs Q3 2021, in millions) | Metric | Q3 2022 | Q3 2021 | Change | | :--- | :--- | :--- | :--- | | **Net sales** | $284.8 | $249.1 | +14% | | **Operating income** | $33.9 | $30.8 | +10% | | **Operating margin** | 11.9% | 12.4% | -0.5% | | **Total orders** | $321.4 | $292.1 | +10% | [Safety and Security Systems](index=34&type=section&id=MD%26A%20-%20Safety%20and%20Security%20Systems) Safety and Security Systems Group achieved **25%** net sales growth and **38%** operating income growth in Q3 2022 Safety and Security Systems Performance (Q3 2022 vs Q3 2021, in millions) | Metric | Q3 2022 | Q3 2021 | Change | | :--- | :--- | :--- | :--- | | **Net sales** | $61.6 | $49.2 | +25% | | **Operating income** | $10.5 | $7.6 | +38% | | **Operating margin** | 17.0% | 15.4% | +1.6% | | **Total orders** | $60.7 | $58.3 | +4% | [Financial Condition, Liquidity and Capital Resources](index=36&type=section&id=MD%26A%20-%20Financial%20Condition%2C%20Liquidity%20and%20Capital%20Resources) Details liquidity and capital management, noting decreased operating cash flow and a new **$800 million** credit facility - Net cash from operating activities decreased to **$32.4 million** in the first nine months of 2022 from **$55.1 million** in 2021, primarily due to strategic increases in accounts receivable and inventory[214](index=214&type=chunk) - Capital expenditures for the first nine months of 2022 totaled **$45.6 million**, which included **$27.8 million** for the purchase of its University Park, Illinois manufacturing facility[215](index=215&type=chunk) - In October 2022, the company entered into a new credit agreement, increasing its revolving credit facility to **$675 million** and adding a **$125 million** term loan[218](index=218&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=38&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Reports no significant changes in market risk exposure during the nine months ended September 30, 2022 - There have been no significant changes in the Company's exposure to market risk during the nine months ended September 30, 2022[223](index=223&type=chunk) [Controls and Procedures](index=38&type=section&id=Item%204.%20Controls%20and%20Procedures) CEO and CFO concluded that disclosure controls and procedures were effective as of September 30, 2022 - The Company's Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were effective as of September 30, 2022[224](index=224&type=chunk) [PART II. OTHER INFORMATION](index=39&type=section&id=PART%20II.%20OTHER%20INFORMATION) This section provides additional information, including legal proceedings, risk factors, equity sales, and exhibits [Legal Proceedings](index=39&type=section&id=Item%201.%20Legal%20Proceedings) Incorporates by reference detailed discussion of legal matters, primarily ongoing hearing loss litigation - Information regarding legal proceedings is incorporated by reference from Note 8 – Commitments and Contingencies to the condensed consolidated financial statements[228](index=228&type=chunk) [Risk Factors](index=39&type=section&id=Item%201A.%20Risk%20Factors) Reports no material changes to risk factors from the Annual Report on Form 10-K - There have been no material changes in the Company's risk factors as described in the Annual Report on Form 10-K for the year ended December 31, 2021[229](index=229&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=39&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Summarizes stock repurchase activity, noting no repurchases in Q3 2022 and **$59.1 million** remaining Stock Repurchase Activity (Q3 2022) | Period | Total Shares Purchased | Average Price Paid Per Share | | :--- | :--- | :--- | | July 2022 | — | $— | | August 2022 | — | $— | | September 2022 | — | $— | - As of October 1, 2022, the maximum dollar value of shares that may yet be purchased under the plan was **$59,052,829**[230](index=230&type=chunk) [Defaults Upon Senior Securities](index=39&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) Reports no defaults upon senior securities during the period - None[231](index=231&type=chunk) [Mine Safety Disclosures](index=39&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is reported as not applicable to the company - Not applicable[232](index=232&type=chunk) [Other Information](index=39&type=section&id=Item%205.%20Other%20Information) Notes the issuance of a press release and presentation slides announcing Q3 2022 financial results - On November 3, 2022, the Company issued a press release (Exhibit 99.1) and earnings presentation (Exhibit 99.2) announcing its Q3 2022 financial results[233](index=233&type=chunk) [Exhibits](index=40&type=section&id=Item%206.%20Exhibits) Lists exhibits filed with the Form 10-Q, including credit agreement and CEO/CFO certifications - Key exhibits filed include the Third Amended and Restated Credit Agreement dated October 21, 2022, and CEO/CFO certifications[237](index=237&type=chunk)

Financial Data and Key Metrics Changes - Consolidated net sales for Q2 were $367 million, an increase of $32 million or 10% compared to last year [5] - Consolidated operating income for the quarter was $46.2 million, up $7.7 million or 20% compared to last year [5] - Consolidated adjusted EBITDA for the quarter was $58.2 million, up $6.3 million or 12% compared to last year, with a margin of 15.9%, up 40 basis points [5] - GAAP EPS for the quarter was $0.55 per share, up 15% compared to last year, while adjusted EPS was $0.53 per share, up 6% [6][13] - Order intake for the quarter was $413 million, representing an increase of $53 million or 15% compared to Q2 last year [6] - Backlog at the end of the quarter was $795 million, an increase of $358 million or 82% compared to Q2 last year [6] Business Line Data and Key Metrics Changes - Environmental Solutions Group (ESG) net sales were $306 million, an increase of $25 million or 9% compared to last year [6] - ESG's operating income was $39.1 million, up $600,000 or 2% compared to last year, with adjusted EBITDA of $51.6 million, up $1 million or 2% [7] - Safety and Security Systems Group (SSG) reported net sales of $60 million, an improvement of $7 million or 13% compared to last year, with operating income of $10.3 million, up 32% [8] Market Data and Key Metrics Changes - Demand for rental parts and used equipment sales increased, with aftermarket revenues totaling $161 million, a 12% improvement over last year [20] - Year-to-date orders from municipal and industrial customers were each up around 20% year-over-year [25] - Demand for safe digging products saw orders in the first half up $26 million or 69% year-over-year [28] Company Strategy and Development Direction - The company is focused on expanding its supply base and enhancing product offerings through R&D initiatives [31][34] - Recent acquisitions and capacity expansions are expected to contribute to long-term growth [37] - The company is well-positioned to benefit from federal stimulus and infrastructure legislation, which is anticipated to provide multi-year momentum [105] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in navigating supply chain challenges and expects margins in the second half of the year to be higher than the first half [21][38] - The company raised the midpoint of its full-year adjusted EPS outlook to a new range of $1.85 to $2 [39] - Management highlighted the importance of government funding and infrastructure investments as key drivers for future demand [26][66] Other Important Information - The company generated $15 million of cash from operations during the quarter, representing a 16% increase over Q2 last year [14] - The company paid dividends of $5.4 million during the quarter and funded $2.5 million of share repurchases [15] Q&A Session Summary Question: Details on post-closing adjustment related to acquisition - The post-closing adjustment was related to the OSW acquisition, resulting in a $2 million cash inflow during the quarter [43] Question: Performance of safety and security products - Strong performance was noted across major product lines, particularly in public safety systems, driven by new product development and major project shipments [44] Question: Update on heavy truck chassis availability - Chassis availability remains a challenge, but the company is receiving allocated chassis for certain businesses [47] Question: Impact of supply chain issues on production - Supply chain issues are expected to continue affecting production schedules, but the company is adapting to these challenges [93] Question: Organic growth rates for revenue and orders - Of the 15% order improvement, about 9% was organic, with a fairly even split between volume and price [92]

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ___________________________________ FORM 10-Q (Mark One) (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) De ...

Federal Signal Q1 2022 Earnings Call May 2, 2022 Jennifer Sherman, President & Chief Executive Officer Ian Hudson, SVP, Chief Financial Officer Safe Harbor This presentation contains unaudited financial information and various forward-looking statements as of the date hereof and we undertake no obligation to update these forwardlooking statements regardless of new developments or otherwise. Statements in this presentation that are not historical are forward-looking statements. Such statements are subject to ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ___________________________________ FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-6003 _____________________________________________ FEDERAL SIGNAL CORPORATI ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ___________________________________ FORM 10-K (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-6003 FEDERAL SIGNAL CORPORATION (Exact name of registrant as specified in its cha ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ___________________________________ FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 1-6003 _____________________________________________ FEDERAL SIGNAL CORPO ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ___________________________________ FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 60523 (Zip code) For the transition period from to Commission file number: 1-6003 _____________________________________________ FEDERAL ...