10-K – 2026-02-05 – fast-20251231.htm

The increase in net sales noted above for 2025 was primarily due to higher unit sales of Direct (OEM/Production) materials, Indirect (MRO/Facilities Maintenance) materials, and construction supplies. We believe higher unit sales in 2025 were primarily a result of our ability to gain market share, as most measures of industrial activity were flat to slightly up throughout the period. Despite this challenging environment, in 2025 we produced net sales growth of 8.7% and, owing to one less selling day in the period, daily sales growth of 9.1%.
We estimate the disruption to operations and logistics from severe winter weather in January 2025, while meaningful in the month of January, was not material to net sales for the full year of 2025.
Changes in product pricing resulted in 170 to 200 basis points of growth in net sales in 2025.
We effectively increased the penetration of key growth initiatives in 2025, as judged by installations and adoption, which enhanced the value we provide to our customers and supported our growth and efficiency. This was achieved through three areas. Fi rst, we signed 25,892 FMI MEUs, meeting our goal of 25,000 to 26,000 MEU. Our installed base of FMI MEUs was 136,638 at the end of 2025, an increase of 7.6% over th e end of 2024. Second, we expanded the proportion of our sales running through our Digital Footprint. This measure reached 62.4% in December 2025. This was below our goal at the start of 2025, which was between 66% and 68%, attributable to lower volume through our FMI devices due to the business disruption associated with a rapidly changing tariff environment. Even so, it improved from the prior year level of 60.4% reflecting increasing internal and external adoption of our digital resources. We expect that during 2026 we will achieve 66% of our sales volume running through our Digital Footprint. Lastly, we achieved meaningful growth in both our average spend per customer site and the number of customer sites spending $5k or more per month.
From a product portfolio standpoint, we classify our offerings into three primary categories: fasteners, safety supplies, and other product lines. The 'other product lines' category encompasses eight smaller product segments, including tools, janitorial supplies, and cutting tools.
32

Table of Contents

Prior to the fourth quarter of 2025, our fastener reporting focused on the segmentation of original equipment manufacturing (OEM) and maintenance, repair, and operations (MRO) fasteners. In 2024, we enhanced our analytical capabilities through significant investments in our customer master data management system, which has enabled us to deliver more granular insights into our customer site performance starting in 2025.
With continued investment in these improvements throughout 2025, starting in the fourth quarter of 2025, we are able to share a more comprehensive breakdown of our direct (OEM/production) business and our indirect (MRO/facilities maintenance) business. This extends beyond fasteners to include a broader range of product categories and gives more accurate insights into our product sales.
Direct materials are products that become incorporated into a finished good or directly support a customer's production processes. This category includes items such as production fasteners, cutting tools, abrasives, certain types of non-fasteners, hardware, and other goods essential to manufacturing throughput.
Indirect materials support customers' facility operations, maintenance, and safety needs but are not directly traceable to a finished good. These include fasteners, maintenance tools, safety solutions, janitorial supplies, and other items that sustain facility uptime and operational continuity.
The DS R change when compared to the same period in the prior year and the percent of sales in the period were as follows:

Twelve-month
DSR Change Twelve-month
% of Sales
2025 2024 2025 2024
Direct fasteners/hardware 9.8 % -1.8 % 20.7 % 20.6 %
Direct cutting tools and abrasives 10.2 % 3.9 % 5.2 % 5.2 %
Direct non-fasteners/hardware 12.0 % 6.7 % 12.8 % 12.4 %
Total direct materials 10.6 % 1.6 % 38.7 % 38.2 %
Indirect fasteners/hardware 8.9 % -4.5 % 9.8 % 9.8 %
Indirect safety 9.4 % 7.0 % 21.5 % 21.4 %
Indirect non-fasteners/hardware & non-safety 8.1 % 2.0 % 30.0 % 30.6 %
Total indirect materials 8.7 % 2.6 % 61.3 % 61.8 %

Direct materials growth outpaced overall company growth, driven by improved availability, expanded contract penetration, and the successful implementation of new programs with large manufacturing customers that benefits direct materials more heavily oriented toward production of final goods. Increased adoption of our tailored production‑line solutions contributed meaningfully to mix improvement and strengthened our position with customers.
Indirect materials growth improved, supported by ongoing demand for safety and facility‑maintenance solutions. Our digital tools and inventory management programs continued to enhance customer efficiency and contributed to improved performance in this category, led by safety which benefited from growth with warehousing customers who are strong consumers of personal protective equipment.

Annual Sales Changes, Sequential Trends, and End Market Performance
This section focuses on three distinct views of our business – annual sales changes by month, sequential trends, and end market performance. The first discussion regarding sales changes by month provides a good mechanical view of our business. The second discussion provides a framework for understanding the sequential trends (that is, comparing a month to the immediately preceding month, and also looking at the cumulative change from an earlier benchmark month) in our business. Finally, we believe the third discussion regarding end market performance provides insight into activities with our various types of customers.
Annual Sales Changes, by Month
During the months noted below, all of our selling locations, when combined, had a DSR change of (compared to the same month in the preceding year):

  Jan. Feb. Mar. Apr. May June July Aug. Sept. Oct. Nov. Dec.
2025 1.9 % 5.0 % 8.3 % 6.5 % 9.3 % 9.8 % 12.8 % 11.8 % 10.2 % 11.3 % 11.8 % 10.7 %
2024 1.6 % 2.6 % 1.8 % 0.7 % 1.5 % 3.3 % 0.5 % 2.1 % 3.2 % 2.8 % 3.4 % 0.0 %

33

Table of Contents

Sequential Trends
We find it helpful to think about the monthly sequential changes in our business using the analogy of climbing a stairway – This stairway has several predictable landings where there is a pause in the sequential gain (i.e., April, July, and October to December), but generally speaking, climbs from January to October. The October landing then establishes the benchmark for the start of the next year.
History has identified these landings in our business cycle. They generally relate to months where certain holidays impair business days and/or seasons impact certain end markets, particularly non-residential construction. The first landing centers on Easter and the Good Friday holiday that precedes it, which in any given year can fall in March or April, the second landing centers on July 4th, and the third landing centers on the approach of winter with its seasonal impact on primarily our non-residential construction business and with the Christmas/New Year holidays. The holidays we noted impact the trends because they either move from month-to-month or because they move around during the week.
The table below shows the pattern to the sequential change in our daily sales. The line labeled 'Benchmark' is a historical average of our sequential daily sales change for the trailing five year average that excludes 2020. We have excluded 2020 from the average as the effects of the pandemic created unusual sequential patterns that we do not consider representative of normal trends. We believe this time frame serves to show the historical pattern and could serve as a benchmark. The '2025' and '2024' lines represent our actual sequential daily sales changes. The '25Delta' and '24Delta' lines indicate the difference between the 'Benchmark' and the actual results in the respective year. Under normal circumstances, the sequential trends shown below are directly linked to fluctuations in our end markets. Further, in any given month it is possible to get significant deviation from the benchmark.
It is important to note that these benchmarks are historical averages. In a year where demand is strong, our daily sales growth rates will tend to have more months that exceed the benchmark than fall below it. In a year where demand is weak, we will tend to have more months that fall short of the benchmark than exceed it. In both cases, there is a random element that makes it difficult to know how any single month will perform and puts greater relevance on performance trends over multiple periods.

  Jan. (1)
Feb. Mar. Apr. May June July Aug. Sept. Oct. Cumulative
Change from
Jan. to Oct.
Benchmark (2)
0.2 % 1.3 % 2.9 % -1.5 % 2.7 % 0.9 % -3.5 % 2.5 % 4.0 % -2.2 % 7.1 %
2025 -1.6 % 5.8 % 3.3 % -2.9 % 4.1 % 2.0 % -2.7 % 2.1 % 3.6 % -2.5 % 13.1 %
25Delta -1.8 % 4.5 % 0.4 % -1.4 % 1.4 % 1.1 % 0.8 % -0.4 % -0.4 % -0.3 % 6.0 %
2024 -0.7 % 2.7 % 0.2 % -1.3 % 1.5 % 1.6 % -5.3 % 3.0 % 5.1 % -3.4 % 3.6 %
24Delta -0.9 % 1.4 % -2.7 % 0.1 % -1.2 % 0.7 % -1.8 % 0.4 % 1.2 % -1.2 % -3.5 %

(1)
The January figures represent the percentage change from the previous October, whereas the remaining figures represent the percentage change from the previous month.

(2)
The benchmark for each month is the average of the previous five years for that month. As COVID-19-related surge sales made sequential averages in 2020 unrepresentative, the benchmark uses a preceding five-year average that excludes 2020.

Note – Amounts may not foot due to rounding.
34

Table of Contents

A graph of the sequential daily sales change patterns discussed above, starting with a base of '100' in the previous October and ending with the next October, would be as follows:

End Market Performance
We estimate approximately 71% to 76% of our business is with customers engaged in some type of manufacturing, a significant subset of which finds its way into the heavy equipment market. The manufacturing environment remained sluggish in 2025. O ur manufacturing end markets outperformed primarily due to the relative strength we are experiencing with key account customers with significant managed spend where our service model and technology is particularly impactful. This disproportionately benefits manufacturing customers. The DSR changes to our manufacturing customers, when compared to the same periods in the prior year, were as follows:

DSR change - manufacturing customers Q1 Q2 Q3 Q4 Annual
2025 6.8 % 9.2 % 12.7 % 12.8 % 10.4 %
2024 2.6 % 2.7 % 3.0 % 3.3 % 2.9 %

We estimate approximately 24% to 29% of our business is with customers engaged in a wide range of activities, none of which individually constitute 10% of sales. This includes non-residential construction, reseller, transportation, warehouse and storage, data centers, and g overnment/education customers. Our construction end market experienced growth starting in the second quarter of 2025 and reflected increased adoption of our solutions. Weakness within our reseller end market reflected efforts in many industries to reduce channel inventories. Our transportation end market growth moderated during the year but continued to reflect share gains with customers who manage large networks or warehouses. The DSR changes to our non-manufacturing customers, when compared to the same periods in the prior year, was as follows:

DSR change - non-manufacturing customers Q1 Q2 Q3 Q4 Annual
2025 -0.6 % 6.7 % 8.4 % 6.3 % 5.2 %
2024 0.0 % -1.0 % -1.5 % -0.3 % -0.7 %

35

Table of Contents

Gross Profit
The gross profit percentage during each period was as follows:

  Q1 Q2 Q3 Q4 Annual
2025 45.1 % 45.3 % 45.3 % 44.3 % 45.0 %
2024 45.5 % 45.1 % 44.9 % 44.8 % 45.1 %

Our gross profit, as a percentage of net sales, was 45.0% in 2025 and 45.1% in 2024. Our fastener expansion project and other supplier-focused initiatives offset the gross margin headwind of a continued shift toward larger customers, which typically generate higher volume at lower gross margins.

SG&A Expenses
SG&A expenses, as a percentage of net sales, decreased to 24.8% in 2025 from 25.1% in 2024. We continued to invest in areas such as role specialization, technology, analytics personnel, and sales-related travel that we view as critical to supporting future growth. We managed expenses not directly related to customer acquisition and growth, which allowed us to leverage SG&A expenses in 2025.
The percentage change in employee-related, occupancy-related, and all other SG&A expenses compared to the same periods in the preceding year, is outlined in the table below.

Approximate Percentage
of Total SG&A Expenses Twelve-month Period
2025 2024
Employee-related expenses 70% to 75% 9.0   % 3.2  %
Occupancy-related expenses 15% to 20% 5.2   % 2.1  %
All other SG&A expenses 10% to 15% 2.5   % 8.1  %

Employee-related expenses include: (1) payroll (which includes cash compensation, stock option expense, and profit sharing), (2) health care, (3) personnel development, and (4) social taxes.
Our employee-related expenses increased in 2025 from 2024. This was related to: improvement in our sales and profitability generating significantly higher bonuses and commissions; higher base pay as a result of increased FTE during the period and moderate wage inflation; higher employment taxes; higher healthcare costs due to growth in the number and size of claims; and an increase in profit sharing expense reflecting improved sales and profit growth versus the prior year.
The table below summarizes the percentage change in our FTE headcount at the end of the periods presented compared to the end of the prior period:

Twelve-month Period
2025 2024 (1)

Selling personnel (2)
2.8   % 0.0  %
Distribution/Transportation personnel 2.0   % 2.5  %
Manufacturing personnel 2.4   % 8.0  %
Organizational support personnel (3)
6.9   % 5.2  %
Total personnel 3.1   % 1.1  %

(1)
In the fourth quarter of 2024, we realigned certain employees as a result of a routine review of our organizational structure. While there was no change to total absolute or total FTE headcount, it produced minor shifts between headcount categories. Historical numbers have been adjusted to reflect this realignment.

(2)
Of our Selling Personnel, 80%-85% are attached to a specific selling location.

(3)
Organizational support personnel consists of: (1) Sales Support personnel (37% to 42% of category), which includes sourcing, purchasing, supply chain, product development, etc.; (2) IT personnel (34% to 39% of category); and (3) Administrative Support personnel (22% to 27% of category), which includes HR, FSB, accounting and finance, senior management, etc.

Occupancy-related expenses include: (1) building rent and depreciation, (2) building utility costs, (3) equipment related to our branches and distribution locations, and (4) industrial vending equipment and bins utilized as part of FMI services (we consider this hardware to be a logical extension of our operations and classify the depreciation and repair costs as occupancy expenses).
36

Table of Contents

Our occupancy-related expenses increased in 2025 from 2024. This was related to: inflation in branch rent expense, increased FMI depreciation as the number of installed devices increased; higher costs and depreciation for the maintenance, upgrade, and installation of equipment in hub and non-hub facilities; and an increase in property taxes.
All other SG&A expenses include: (1) selling-related transportation, (2) IT expenses, (3) general corporate expenses, which consists of legal expenses, general insurance expenses, travel and marketing expenses, etc., and (4) sales of property and equipment.
Combined, all other SG&A expenses increased in 2025 from 2024. This was related to the following increases: higher spending on IT, increased sales expense associated with signing and im plementing customer sites, and selling-related transportation costs increased and were only partially offset by lower fuel expense. The increases were partially offset by increases in shared marketing initiatives with our suppliers and lower general insurance costs.
Net Interest
Interest income slightly increased in 2025 and we had lower interest expense in 2025. We carried lower average borrowings relative to 2024 primarily from cash generated from higher net earnings enabling us to reduce outstanding revolver debt under the Credit Facility. The slight increase in interest income and the reduction in interest expense resulted in net interest expense of $0.7 in 2025 compared to $1.9 in 2024.
Income Taxes
We recorded income tax expense of $396.6 in 2025, or 24.0% of income before income taxes. Income tax expense was $357.5 in 2024, or 23.7% of income before income taxes . We believe our ongoing tax rate, absent any discrete tax items or broader changes to tax law, will be approximately 24.5%.

Net Income
Net income, net income per share, the percentage change in net income, and the percentage change in net income per share, were as follows:

Dollar Amounts 2025 2024
Net income $ 1,258.4   1,150.6 
Basic net income per share 1.10   1.00 
Diluted net income per share 1.09   1.00 

Percentage Change 2025 2024
Net income 9.4   % -0.4  %
Basic net income per share 9.2   % -0.6  %
Diluted net income per share 9.2   % -0.6  %
2025 2024
Tax Rate 24.0   % 23.7  %

During 2025, net income per share increased. Volume growth in 2025 was sufficient to produce SG&A leverage that could offset mix-related gross margin contraction, resulting in operating margin expansion.

Liquidity and Capital Resources
Net Cash Provided by Operating Activities
Net cash provided by operating activities in dollars and as a percentage of net income were as follows:

Five-Year Average (1)
2025 2024
Net cash provided $ 1,083.8  $ 1,295.9   1,173.3 
% of net income 104.8 % 103.0 % 102.0 %

(1) Five-year average includes 2020 to 2024.
In 2025, we experienced a slight increase in our operating cash flow as a percentage of net income. The increase in operating cash flow, as a percent of net income, primarily reflects our operating assets and liabilities being a slightly less use of cash in 2025 as compared to 2024. This was attributable to an increase in accounts receivable reflecting increased sales activity, partially offset by a lower investment in inventory at the end of the period.
37

Table of Contents

Trade Working Capital Assets
The following table sets forth the dollar and percentage change in accounts receivable, net, inventories, and accounts payable for the period ended December 31:

  Twelve-month
Dollar Change Twelve-month
Percentage Change
  2025 2025 2025
Accounts receivable, net $ 1,245.3   136.6  12.3 %
Inventories 1,748.0   103.0  6.3 %
Trade working capital $ 2,993.3   239.6  8.7 %

Accounts payable $ 316.8   29.1  10.1 %
Trade working capital, net $ 2,676.5   210.5  8.5 %

Net sales in last three months $ 2,027.4   202.9  11.1 %

Note – Amounts may not foot due to rounding.
Th e increase in our accounts receivable balance in 2025 was primarily attributable to growth in sales to our customers.
Our inventory balances over time will respond to business activity, though various factors produce a looser relationship to our monthly sales patterns than we tend to experience in accounts receivable. One reason for this is because it is cyclical. We source significant quantities of product from overseas, and the lead time involved in procuring these products is typically longer than the visibility we have into future monthly sales patterns. As a result, trends in our inventory will often lag trends in economic conditions. A second reason relates to product cost and the length of our supply chain. A significant proportion of our products, particularly fasteners, are sourced from Asia and transported primarily by ship and rail to our North American network for sale. This requires us to purchase a meaningful quantity of our products months in advance of those products being available for sale in our North American facilities and the cost of these products can be meaningfully impacted by changes in tariffs. Product that is in transit is in our inventory but is not available for sale, which can create a lag in our ability to adjust inventory levels or costs in response to rapid changes in economic or cost conditions. A third factor that tends to require incremental inventory increases over time is our growth drivers, including our FMI offerings, customer contract signings, and international expansion, all of which tend to require significant investments in inventory.
The increase in our inventory balance in 2025 was primarily attributable to four factors. First, our inventory increased as a result of growth in sales to our customers and the addition of stock to ensure we can support our customers' future growth. Second, we added stock to improve service to our selling locations and generate efficiencies in our hubs. Third, we took advantage of year-end opportunities arising from our suppliers' desire to reduce inventory at year-end. Fourth, incremental tariffs enacted in 2025 meaningfully increased the cost of certain inventory.
The increase in our accounts payable balance in 2025 was primarily attributable to an increase in our product purchases as reflected in the growth in inventories.
The approximate percentage mix of inventory stocked at our selling locations versus our distribution center and manufacturing locations was as follows at year end:

2025 2024
Selling locations 54 % 59 %
Distribution center and manufacturing locations 46 % 41 %
Total 100 % 100 %

Lease Obligations
We have facilities, equipment, and vehicles leased under operating leases. A discussion of our lease obligations is contained in Note 8 of the Notes to Consolidated Financial Statements.
38

Table of Contents

Net Cash Used in Investing Activities
Net cash used in investing activities in dollars and as a percentage of net income were as follows:

Five-Year Average (1)
2025 2024
Net cash used $ 193.8  $ 231.0   214.5 
% of net income 19.3 % 18.4 % 18.6 %

(1) Five-year average includes 2020 to 2024.
Our net cash used in investing activities increased in 2025 from 2024. This increase was primarily related to investments for net capital expenditures.
Our capital spending typically falls into five categories: (1) purchases related to FMI hardware, (2) purchases of property and equipment related to expansion of and enhancements to distribution centers, owned or leased branch properties, and other company facilities, (3) spending on software and hardware for our information processing systems, (4) the addition of fleet vehicles, and (5) the addition of manufacturing equipment. Proceeds from the sales of property and equipment, typically for the planned disposition of pick-up trucks as well as distribution vehicles and trailers in the normal course of business, are netted against these purchases and additions.
Set forth below is a recap of our 2025 and 2024 net capital expenditures in dollars and as a percentage of net sales and net income:

2025 2024
Manufacturing, warehouse and packaging equipment, industrial vending equipment, and facilities $ 160.1   145.8 
Shelving and related supplies for selling location openings and for product expansion at existing selling locations 27.3   23.5 
Data processing software and equipment 34.7   25.5 
Real estate and improvements to branch locations 6.9   8.7 
Vehicles 16.3   23.0 
Purchases of property and equipment 245.3   226.5 
Proceeds from sale of property and equipment (14.8) (12.4)
Net capital expenditures (1)
230.6   214.1 
% of net sales 2.8 % 2.8 %
% of net income 18.3 % 18.6 %

(1) Amounts may not foot due to rounding.
Our net capital expenditures in 2025 increased when compared to 2024, though they were below our anticipated range of $235.0 to $255.0 for the year. The increase in capital spend from 2024 primarily related to an incr ease in spending for FMI hardware to support growth in our installed base and IT. We were below our anticipated range due to delayed projects that are expected to resume in 2026. Our five-year average of investment in property and equipment, as a percentage of net sales is 2.5%.
For 2026, we expect our investment in property and equipment, net of proceeds from sales, to be within a range of $310.0 to $330.0, an increase from $230.6 in 2025. The expected growth on a year-to-year basis reflects three items. First, we expect increased spending to replace our Atlanta hub facility and improve our picking capacity and efficiency across our hub network. Second, we expect increased trucking spend. Third, we expect elevated IT spending as projects that were expected in 2025 experienced delays and are expected to continue throughout 2026.
39

Table of Contents

Net Cash Used in Financing Activities
Net cash used in financing activities in dollars and as a percentage of income were as follows:

2025 2024
Cash dividends paid $ 1,004.2   893.3 
% of net income 79.8 % 77.6 %
Total returned to shareholders $ 1,004.2   893.3 
% of net income 79.8 % 77.6 %
Proceeds from the exercise of stock options $ (24.3) (39.6)
% of net income -1.9 % -3.4 %
Debt obligations payments (proceeds), net $ 75.0   60.0 
% of net income 6.0 % 5.2 %
Net cash used $ 1,054.9   913.7 

The increase in net cash used in financing activities reflects two factors. First, we had higher dividend payments. We increased regular dividend payments in 2025 by 12.4%. Sec ond, we used more cash to reduce outstanding debt obligations in 2025 than we did in 2024. These uses of cash were only partly offset by a decrease in the exercise of stock options.
Dividends
We declared a quarterly dividend of $0.240 per share on January 16, 2026. In 2025, we paid aggregate annual dividends per share of $0.875. In 2024, we paid aggregate annual dividends per share of $0.780.
Stock Purchases
We did not purchase any of our common stock in 2025 or 2024.
We have authority to purchase up to 12,400,000 shares of our common stock under the July 12, 2022 authorization. This authorization does not have an expiration date.
Debt
In order to fund the considerable cash needed to expand our industrial vending business, expand capacity and increase the use of automation in our distribution centers, and pay dividends, we have borrowed under the Credit Facility and our Master Note Agreement historically.
Our borrowings under the Credit Facility and Master Note Agreement peaked during each quarter of 2025 as follows:

Peak borrowings 2025
First quarter $ 320.0  
Second quarter 365.0  
Third quarter 265.0  
Fourth quarter 185.0  
As of December 31, 2025, we had $0.0 outstanding under the Credit Facility and had contingent obligations from letters of credit outstanding under the Credit Facility in an aggregate face amount of $29.7. As of December 31, 2025, we had loans outstanding under the Master Note Agreement of $125.0. Descriptions of the Credit Facility and Master Note Agreement are contained in Note 9 of the Notes to Consolidated Financial Statements.
Material Cash Requirements
Our material cash requirements for known contractual obligations include capital expenditures, debt, and lease obligations, each of which are discussed in more detail earlier in this section. We believe that net cash provided by operating activities will be adequate to meet our liquidity and capital needs for these items in the short-term over the next 12 months and also in the long-term beyond the next 12 months. We also have cash requirements for purchase orders and contracts for the purchase of inventory and other goods and services, which are based on current distribution needs and are fulfilled by our suppliers within short time horizons. We do not have significant agreements for the purchase of inventory or other goods or services specifying minimum order quantities. In addition, we may have liabilities for uncertain tax positions but we do not believe any of these liabilities will be material. A disc ussion of income taxes is contained in Note 7 of the Notes to Consolidated Financial Statements.
40

Table of Contents

Unremitted Foreign Income
Approximately $177.5 of cash and cash equivalents were held by non-U.S. subsidiaries on December 31, 2025. These funds may create foreign currency translation gains or losses depending on the functional currency of the entity holding the cash. We have considered the financial requirements of each foreign subsidiary and our parent company and will continue to reinvest these funds to support our expansion activities outside the U.S., even after taking into consideration the deemed repatriation and transition tax under the Tax Cuts and Jobs Act. The income tax impact of repatriating cash associated with investments in foreign subsidiaries is discussed in Note 7 of the Notes to Consolidated Financial Statements.
Effects of Inflation
We observed inflationary conditions in 2025, primarily related to the implementation of incremental tariffs on imported products. Steel and aluminum products and derivatives had the highest increases. We implemented pricing actions to address the incremental tariffs beginning in the second quarter of 2025. T he combined net effect on our gross profit percentage of these trends in cost and price inflatio n was immaterial in 2025.

Critical Accounting Estimates
In preparing our consolidated financial statements in conformity with U.S. GAAP, we must make decisions that impact the reported amounts of assets, liabilities, sales, and expenses, and the related disclosures. Such decisions include the selection of the appropriate accounting principles to be applied and the assumptions on which to base accounting estimates. In reaching such decisions, we apply judgments based on our understanding and analysis of relevant circumstances, historical experience, and actuarial valuations. Actual amounts could differ from those estimated at the time the consolidated financial statements are prepared.
Our most significant accounting policies, including Revenue Recognition and Inventories, are described in Note 1 of the Notes to Consolidated Financial Statements. Some of those significant accounting policies require us to make difficult, subjective, or complex judgments, or estimates. An accounting estimate is considered to be critical if it meets both of the following criteria: (i) the estimate requires assumptions about matters that are highly uncertain at the time the accounting estimate is made, and (ii) different estimates reasonably could have been used, or changes in the estimate that are reasonably likely to occur from period to period may have a material impact on the presentation of our financial condition, changes in financial condition, or results of operations. Our most critical accounting estimates include the following:
Inventory valuation – We record inventory at the lower of cost or net realizable value. We record valuation adjustments for excess, slow-moving, and obsolete inventory that are equal to the difference between the cost and estimated net realizable value for that inventory. Valuation adjustments are estimated using an evaluation of product demand, market conditions, condition of the inventory, or liquidation value. As the inventory valuation requires significant judgment, we deem it a critical accounting estimate. Historically, actual valuation adjustments have not varied materially from estimated amounts. We do not believe there is a reasonable likelihood of a material change in the estimates or assumptions we used to value our inventory in 2025.
General insurance reserves – We record reserves for general claims related to workers' compensation, property and casualty losses, and other general liability self-insured losses. These reserves are based on reported claims and estimated claims incurred but not yet reported, using historical claim trends, loss development patterns, management’s understanding of current environment and economic factors, and data provided by external specialists and insurance carriers. We update annual booking rates using historical claims data and reassess the reserve throughout the year. As the estimation of insurance reserves requires significant judgment, we deem it a critical accounting estimate. Historically, actual reserve adjustments have not varied materially from estimated amounts. We do not believe there is a reasonable likelihood of a material change in the estimates or assumptions we use to value our insurance reserves in 2025.
Recently Issued and Adopted Accounting Pronouncements
A description of recently issued and adopted accounting pronouncements, if any, is contained in Note 1 of the Notes to Consolidated Financial Statements.
41

Table of Contents

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
We are exposed to certain market risks from changes in tariffs and import shipping costs, commodity steel prices, commodity energy prices, foreign currency exchange rates, and interest rates as described in Item 1A above. Changes in these factors cause fluctuations in our income and cash flows. We evaluate and manage exposure to these market risks as follows:

Tariffs and import shipping costs – We import a significant quantity of our products from foreign suppliers, primarily from Asia. These imports are both direct, where we procure directly from a foreign producer, and indirect, where we purchase from a domestic supplier that produces or supplies the product we purchase from foreign locations. The current U.S. presidential administration has implemented tariffs on imports from a number of countries which have increased the cost of our products. Additionally, we incur costs related to shipping charges, duties, harbor fees, a nd sundry other expenses involved in the movement of product for sale in North America and our other global locations. These costs are embedded in our product values and significant fluctuations can affect our product gross profit. Fluctuations in the cost of tariffs and overseas shipping containers can be affected by the length of our supply chain, contractually agreed upon rates, or differences in rates between routes. We endeavor to offset these impacts in our business by appropriately considering them in our pricing and operational models. We estimate the effect on our net income related to tariffs and import shipping cost s was immaterial in 2025; however, our tariff exposure may become more impactful in subsequent quarters as our lower tariff inventory is depleted and replaced with inventory that is subject to new and expanded tariffs.
Commodity steel prices – We buy and sell various types of steel products; these products consist primarily of different types of fasteners and related hardware. We are exposed to the impacts of commodity steel pricing and our related ability to pass through the impacts to our end customers. During 2025, the price of steel as reflected in many market indexes most relevant to our business was higher than the prior year. Due to our long supply chain, changes in the cost of steel can take a number of quarters to be reflected in our financial results. Further, the cost of the raw material is generally a smaller part of the total value of the steel products that we sell, which can also diminish the impact of cost changes for the raw material. We estimate the effect on our net income related to commodity steel prices was immaterial in 2025.
Commodity energy prices – We have market risk for changes in prices of oil, gasoline, diesel fuel, natural gas, and electricity, largely due to our consumption of fuel in our vehicles and utility costs at our facilities. As reflected in many market indexes, energy prices during 2025 on average were above the prior year. Total direct fuel consumption is a relatively smaller cost to us and, as a result, we estimate the effect on our net income related to commodity energy prices wa s immaterial in 2 025.
Fossil fuels are also often a key feedstock for chemicals and plastics that comprise a key raw material for many products that we sell. During 2025, prices for fossil fuels were below the prior year. The cost of the raw material is generally a smaller part of the total value of the products that we sell, which can diminish the impact of cost changes for the raw material. As a result, we estimate the effect on our net income related to materials for which fossil fuels are a feedstock wa s immaterial in 2025.
Foreign currency exchange rates – Foreign currency fluctuations can affect our operations in countries other than the U.S., and/or the value of income and assets denominated in foreign currencies. Our primary currency exposures are the Canadian dollar and the Mexican peso against the U.S. dollar, reflecting the scale of those operations relative to the size of our business. Changes in foreign currency rates have not historically had a material effect on our results due to certain jurisdictions conducting some portion of their transactions in U.S. dollars and our foreign operations typically having sales and expenses denominated in the applicable local currency. As a result, we have not historically hedged our foreign currency risk. The dollar strengthened in 2025 relative to other foreign currencies in which we operate. However, the effect of these changes in foreign currencies to our net income w as immaterial in 2025.
Interest rates – Loans under the Credit Facility bear interest at floating rates. As a result, changes in such rates can affect our operating results and liquidity to the extent we do not have effective interest rate swap arrangements in place. Our debt levels are relatively small; therefore, we have not historically used interest rate swap arrangements to hedge the variable interest rates under the Credit Facility. A one percentage point increase to our floating rate debt in 2025 would have resulted in approximately $0.4 of additional interest expense. A description of the Credit Facility is contained in Note 9 of the Notes to Consolidated Financial Statements.
42

Table of Contents

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of Fastenal Company
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheet of Fastenal Company and its subsidiaries (the "Company") as of December 31, 2025, and the related consolidated statements of income, of comprehensive income, of stockholders' equity and of cash flows for the year then ended, including the related notes (collectively referred to as the "consolidated financial statements"). We also have audited the Company's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2025, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management's Annual Report on Internal Control Over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company's consolidated financial statements and on the Company's internal control over financial reporting based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audit of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
43

Table of Contents

Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Revenue Recognition
As described in Note 1 to the consolidated financial statements, net sales include products and shipping and handling charges, net of estimates for product returns and any related sales incentives. The Company recognizes revenue when or as the Company satisfies its performance obligations by transferring control of the promised products to the customer, which primarily occurs when products are delivered or picked up by the customer. For the year ended December 31, 2025, the Company's net sales were $8,200.5 million.
The principal consideration for our determination that performing procedures relating to revenue recognition is a critical audit matter is a high degree of auditor effort in performing procedures related to the Company's revenue recognition.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the revenue recognition process. These procedures also included, among others, evaluating certain revenue transactions by either (i) testing the issuance and settlement of invoices; tracing transactions not settled to a detailed listing of accounts receivable; testing the completeness and accuracy of data provided by management; and confirming a sample of outstanding customer invoice balances as of December 31, 2025 and, for confirmations not returned, obtaining and inspecting source documents, such as evidence of customer arrangement, invoices, delivery documents, and subsequent cash receipts; or (ii) testing, on a sample basis, the revenue recognized by obtaining and inspecting source documents, such as evidence of customer arrangement, invoices, delivery documents, and subsequent cash receipts.
/s/    PricewaterhouseCoopers LLP
Minneapolis, Minnesota
February 5, 2026
We have served as the Company's auditor since 2024.

44

Table of Contents

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Stockholders and Board of Directors
Fastenal Company:
Opinions on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheet of Fastenal Company and subsidiaries (the Company) as of December 31, 2024, the related consolidated statements of income, comprehensive income, stockholders' equity, and cash flows for each of the years in the two-year period ended December 31, 2024, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024, and the results of its operations and its cashflows for each of the years in the two-year period ended December 31, 2024, in conformity with U.S. generally accepted accounting principles.
Basis for Opinions
These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.
/s/    KPMG LLP
We have served as the Company's auditor from 1987 to 2025.
Minneapolis, Minnesota
February 6, 2025, except for the effects of the stock split and retrospective adoption of Accounting Standards Update (ASU) 2023-09 - Income Taxes (Topic 740): Improvements to Income Tax Disclosures described in Note 1, as to which the date is February 5, 2026.
45

Table of Contents

FASTENAL COMPANY
Consolidated Balance Sheets
(Amounts in millions except share and per share information)

   
December 31
  2025 2024
Assets
Current assets:
Cash and cash equivalents $ 276.8   255.8  
Trade accounts receivable, net of allowance for credit losses of $ 5.3 and $ 5.2 , respectively
1,245.3   1,108.6  
Inventories 1,748.0   1,645.0  
Prepaid income taxes 20.1   18.8  
Other current assets 181.9   183.7  
Total current assets 3,472.1   3,211.9  

Property and equipment, net 1,131.6   1,056.6  
Operating lease right-of-use assets 309.0   279.2  
Other assets 140.2   150.3  

Total assets $ 5,052.9   4,698.0  

Liabilities and Stockholders' Equity
Current liabilities:
Current portion of debt $ 25.0   75.0  
Accounts payable 316.8   287.7  
Accrued expenses 264.7   225.6  
Current portion of operating lease liabilities 106.1   98.8  
Income taxes payable 3.0   —  
Total current liabilities 715.6   687.1  

Long-term debt 100.0   125.0  
Operating lease liabilities 210.8   186.6  
Deferred income taxes 67.4   68.9  
Other long-term liabilities 15.5   14.1  

Commitments and contingencies (Notes 5, 8, 9, and 11)
Stockholders' equity:
Preferred stock: $ 0.01 par value, 5,000,000 shares authorized, no shares issued or outstanding
—   —  
Common stock: $ 0.01 par value, 1,600,000,000 shares authorized, 1,148,057,473 and 1,146,640,904 shares issued and outstanding, respectively
11.5   11.5  
Additional paid-in capital 115.5   82.8  
Retained earnings 3,867.7   3,613.5  
Accumulated other comprehensive loss ( 51.1 ) ( 91.5 )
Total stockholders' equity 3,943.6   3,616.3  
Total liabilities and stockholders' equity $ 5,052.9   4,698.0  

See accompanying Notes to Consolidated Financial Statements.
46

Table of Contents

FASTENAL COMPANY
Consolidated Statements of Income
(Amounts in millions except income per share)
For the year ended December 31
 

2025 2024 2023
Net sales $ 8,200.5   7,546.0   7,346.7  
Cost of sales 4,509.3   4,144.1   3,992.2  
Gross profit 3,691.2   3,401.9   3,354.5  

Selling, general, and administrative expenses 2,035.5   1,891.9   1,825.8  
Operating income 1,655.7   1,510.0   1,528.7  

Interest income 5.5   5.4   4.1  
Interest expense ( 6.2 ) ( 7.3 ) ( 10.8 )
Income before income taxes 1,655.0   1,508.1   1,522.0  

Income tax expense 396.6   357.5   367.0  
Net income $ 1,258.4   1,150.6   1,155.0  

Basic net income per share $ 1.10   1.00   1.01  
Diluted net income per share $ 1.09   1.00   1.01  

Basic weighted average shares outstanding 1,147.6   1,145.4   1,142.5  
Diluted weighted average shares outstanding 1,150.3   1,148.6   1,146.0  

See accompanying Notes to Consolidated Financial Statements.
47

Table of Contents

FASTENAL COMPANY
Consolidated Statements of Comprehensive Income
(Amounts in millions)
For the year ended December 31

2025 2024 2023
Net income $ 1,258.4   1,150.6   1,155.0  
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments 40.4   ( 36.7 ) 10.0  
Comprehensive income $ 1,298.8   1,113.9   1,165.0  

See accompanying Notes to Consolidated Financial Statements.

48

Table of Contents

FASTENAL COMPANY
Consolidated Statements of Stockholders' Equity
(Amounts in millions except per share information)

2025 2024 2023
Common stock
Balance at beginning of year $ 11.5   11.5   11.5  
Stock options exercised 0.0   0.0   0.0  
Balance at end of year 11.5   11.5   11.5  
Additional paid-in capital
Balance at beginning of year 82.8   35.2   ( 2.2 )
Stock options exercised 24.3   39.6   30.1  
Stock-based compensation 8.4   8.0   7.3  
Balance at end of year 115.5   82.8   35.2  
Retained earnings
Balance at beginning of year 3,613.5   3,356.9   3,218.7  
Net income 1,258.4   1,150.6   1,155.0  
Cash dividends paid ( 1,004.2 ) ( 893.3 ) ( 1,016.8 )
Translation adjustment upon closure of foreign subsidiary —   ( 0.7 ) —  
Balance at end of year 3,867.7   3,613.5   3,356.9  
Accumulated other comprehensive loss
Balance at beginning of year ( 91.5 ) ( 54.8 ) ( 64.8 )
Other comprehensive income (loss) 40.4   ( 36.7 ) 10.0  
Balance at end of year ( 51.1 ) ( 91.5 ) ( 54.8 )
Total stockholders' equity $ 3,943.6   3,616.3   3,348.8  

Cash dividends paid per share of common stock $ 0.875   0.780   0.890  

See accompanying Notes to Consolidated Financial Statements.
49

Table of Contents

FASTENAL COMPANY
Consolidated Statements of Cash Flows
(Amounts in millions)
For the year ended December 31

2025 2024 2023
Cash flows from operating activities:
Net income $ 1,258.4   1,150.6   1,155.0  
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation of property and equipment 168.5   164.7   166.6  
Gain on sale of property and equipment ( 3.1 ) ( 3.8 ) ( 4.3 )
Bad debt expense 4.6   1.3   2.2  
Deferred income taxes ( 1.6 ) ( 4.1 ) ( 10.7 )
Stock-based compensation 8.4   8.0   7.3  
Amortization of intangible assets 10.7   10.7   10.7  
Changes in operating assets and liabilities:
Trade accounts receivable, net ( 130.1 ) ( 31.9 ) ( 72.3 )
Inventories ( 89.2 ) ( 133.9 ) 189.1  
Other current assets 2.6   ( 11.9 ) ( 6.4 )
Accounts payable 26.0   27.5   8.4  
Accrued expenses 33.3   ( 16.5 ) ( 0.6 )
Income taxes 2.1   ( 1.3 ) ( 9.4 )
Other 5.3   13.9   ( 2.9 )
Net cash provided by operating activities 1,295.9   1,173.3   1,432.7  

Cash flows from investing activities:
Purchases of property and equipment ( 245.3 ) ( 226.5 ) ( 172.8 )
Proceeds from sale of property and equipment 14.8   12.4   12.2  
Other ( 0.5 ) ( 0.4 ) ( 0.6 )
Net cash used in investing activities ( 231.0 ) ( 214.5 ) ( 161.2 )

Cash flows from financing activities:
Proceeds from debt obligations 1,105.0   775.0   880.0  
Payments against debt obligations ( 1,180.0 ) ( 835.0 ) ( 1,175.0 )
Proceeds from exercise of stock options 24.3   39.6   30.1  
Cash dividends paid ( 1,004.2 ) ( 893.3 ) ( 1,016.8 )
Net cash used in financing activities ( 1,054.9 ) ( 913.7 ) ( 1,281.7 )

Effect of exchange rate changes on cash and cash equivalents 11.0   ( 10.6 ) 1.4  

Net increase (decrease) in cash and cash equivalents 21.0   34.5   ( 8.8 )

Cash and cash equivalents at beginning of year 255.8   221.3   230.1  
Cash and cash equivalents at end of year $ 276.8   255.8   221.3  

Supplemental information:
Cash paid for interest $ 6.6   7.8   12.2  
Net cash paid for income taxes $ 398.8   356.5   383.0  

See accompanying Notes to Consolidated Financial Statements.
50

Table of Contents
Fastenal Company
Notes to Consolidated Financial Statements

Note 1. Business Overview and Summary of Significant Accounting Policies
Business Overview
Fastenal is a leader in the wholesale distribution of industrial and construction supplies. We distribute these supplies through a network of selling locations located primarily in North America.
Principles of Consolidation
The consolidated financial statements include the accounts of Fastenal Company and its subsidiaries (the 'Company,' 'Fastenal,' 'we,' 'our,' or 'us'). All material intercompany balances and transactions have been eliminated in consolidation.
Stock Split
On April 23, 2025, we announced a two -for-one stock split of our outstanding common stock. Holders of the Company's common stock, par value $ 0.01 per share, at the close of business on May 5, 2025, received one additional share of common stock for every share of common stock they owned. The stock split took effect at the close of business on May 21, 2025. All historical common stock share, per share information, stock option awards, and stockholders' equity balances for all periods presented have been retroactively adjusted to reflect the two-for-one stock split.
Revenue Recognition
Net sales include products and shipping and handling charges, net of estimates for product returns and any related sales incentives. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring products. All revenue is recognized when or as we satisfy our performance obligations under the contract. We recognize revenue by transferring control of the promised products to the customer, which primarily occurs when products are delivered or picked up by the customer. We recognize revenue for shipping and handling charges at the time the products are delivered to or picked up by the customer. We estimate product returns based on historical return rates and lag. Using probability assessments, which are based on known inputs at year-end, we estimate sales incentives expected to be paid over the term of the contract. The majority of our contracts have a single performance obligation and are short-term in nature. Sales taxes and value-added taxes in foreign jurisdictions that are collected from customers and remitted to governmental authorities are accounted for on a net basis and therefore are excluded from net sales.
Accounts Receivable
Credit is extended based upon an evaluation of the customer's financial condition. Accounts receivable are stated at their estimated net realizable value. The allowance for credit losses is based on a historical loss experience approach which adjusts the ending balance sheet to take into consideration expected losses over the contractual lives of the receivables, considering factors such as historical data as a basis for future expected losses.
Foreign Currency Translation and Transactions
The functional currency of our foreign operations is typically the applicable local currency. The functional currency is translated into U.S. dollars for balance sheet accounts, except retained earnings, using current exchange rates as of the balance sheet date, for retained earnings at historical exchange rates, and for sales and expense accounts using a weighted average exchange rate during the applicable period. The translation adjustments are deferred as a separate component of stockholders' equity captioned accumulated other comprehensive loss. Gains or losses resulting from transactions denominated in foreign currencies are included in cost of sales or SG&A expenses.
Cash and Cash Equivalents
We consider all highly liquid investments purchased with original maturities of three months or less to be cash equivalents.
Inventories
Inventories, which consist of finished goods merchandise that is held for resale, are stated at the lower of cost (first in, first out method) or net realizable value. We record valuation adjustments for excess, slow-moving, and obsolete inventory that are equal to the difference between the cost and estimated net realizable value for that inventory. These estimates are based on a review and comparison of the current inventory levels to projected and historical sales of inventory.
Property and Equipment
Property and equipment are stated at cost. Depreciation on property and equipment is provided for using the straight-line method over the anticipated economic useful lives of the related property.
51

Table of Contents
Fastenal Company
Notes to Consolidated Financial Statements (Continued)

Leases
We determine if an arrangement contains a lease at inception. Operating leases are included in our operating lease right-of-use (ROU) assets, the current portion of operating lease liabilities, and the operating lease liabilities in our Consolidated Balance Sheets.
The ROU assets represent our right to control the use of an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. The operating lease ROU assets also include any prepaid lease payments made and exclude lease incentives. Lease expense is recognized on a straight-line basis over the lease term.
Many of our leases include both lease (e.g., fixed payments including rent, taxes, and insurance costs) and non-lease components (e.g., common-area or other maintenance costs) which are accounted for as a single lease component as we have elected the practical expedient to group lease and non-lease components for all leases. Our pick-up truck leases typically have a non-cancelable lease term of less than one year and therefore, we have elected the practical expedient to exclude these short-term leases from our ROU assets and lease liabilities.
Most leases include one or more options to renew. The exercise of lease renewal options is typically at our sole discretion; therefore, the majority of renewals to extend the lease terms are not included in our ROU assets and lease liabilities as they are not reasonably certain of exercise. We regularly evaluate the renewal options and when they are reasonably certain of exercise, we include the renewal period in our lease term.
As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease commencement date in determining the present value of the lease payments. We have a centrally managed treasury function; therefore, based on the applicable lease terms and the current economic environment, we apply a portfolio approach for determining the incremental borrowing rate.
Long-Lived Assets
Long-lived assets consist of net property and equipment, operating lease ROU assets, prepaid deposits, goodwill, and definite-lived intangible assets. Other than goodwill, these are reviewed for impairment whenever an event or change in circumstance indicates that the carrying amount of the asset group may not be recoverable. If circumstances require an asset group to be tested for possible impairment, we first compare undiscounted cash flows expected to be generated by the asset group to its carrying value. If the carrying value of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values, and third-party independent appraisals, as necessary. There were no impairments recorded during any of the three years reported in these consolidated financial statements.
Goodwill represents the excess of the purchase price over the fair value of net assets acquired. Goodwill is reviewed for impairment annually or more frequently if triggering events occur. The identifiable intangible assets are amortized on a straight-line basis over their estimated lives.
Accounting Estimates
The preparation of the consolidated financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, sales and expenses, and the disclosure of contingent liabilities. Actual results could differ from those estimates.
Insurance Reserves
We are self-insured for certain losses relating to workers' compensation, automobile, health, and general liability costs. Specific stop-loss coverage is provided for catastrophic claims in order to limit exposure to significant claims. Self-insurance liabilities are based on our estimate of reported claims and claims incurred but not yet reported. We analyze historical trends, claims experience, and loss development patterns to ensure the appropriate loss development factors are applied to the incurred costs associated with the claims made.
52

Table of Contents
Fastenal Company
Notes to Consolidated Financial Statements (Continued)

Product Warranties
We offer a basic limited warranty for certain of our products. The specific terms and conditions of those warranties vary depending upon the product sold. We typically recoup these costs through product warranties we hold with the original equipment manufacturers. Our warranty expense has historically been immaterial.
Stock-Based Compensation
We estimate the fair value of stock options as of the grant date using a Black-Scholes valuation model. Stock-based compensation expense equal to the grant date fair value is recognized on a straight-line basis over the vesting period. Our stock-based compensation expense is recorded in SG&A expenses.
Income Taxes
We account for income taxes under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.  
We recognize the effect of income tax positions only if those positions are more likely than not to be sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. We record interest and penalties related to unrecognized tax benefits in income tax expense.
Net Income Per Share
Basic net income per share is calculated using net income available to common stockholders divided by the weighted average number of shares of common stock outstanding during the year. Diluted net income per share is similar to basic net income per share except that the weighted average number of shares of common stock outstanding includes the incremental shares assumed to be issued upon the exercise of stock options considered to be 'in-the-money' (i.e., when the market price of our stock is greater than the exercise price of our outstanding stock options).
Recently Adopted Accounting Pronouncements
In December 2023, the Financial Accounting Standards Board ('FASB') issued Accounting Standards Update ('ASU') 2023-09, Improvements to Income Tax Disclosures (Topic 740), which establishes new income tax disclosure requirements in addition to modifying and eliminating certain existing requirements. The new guidance requires consistent categorization and greater disaggregation of information in the income tax rate reconciliation, as well as further disaggregation of income taxes paid. We adopted ASU 2023-09 for the year ended December 31, 2025 and have applied the guidance retrospectively for all periods presented within the notes to the consolidated financial statements. The adoption of ASU 2023-09 did not have a material impact on our consolidated financial statements for the year ended December 31, 2025, but did require additional disclosures. Refer to Note 7 for additional information.
Recently Issued Accounting Pronouncements
In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses (DISE) , which specifies additional disclosure requirements, including the composition of certain income statement expense line items (such as purchases of inventory, employee compensation, and 'other expenses') and a separate disclosure for selling expenses. This change is effective for fiscal years beginning after December 15, 2026, and interim periods beginning after December 15, 2027, however, early adoption is permitted. We are currently evaluating the impact that the adoption of ASU 2024-03 will have on our consolidated financial statements and disclosures and anticipate adoption in 2027.
53

Table of Contents
Fastenal Company
Notes to Consolidated Financial Statements (Continued)

Note 2. Revenue
Disaggregation of Revenue
Revenues are attributed to countries based on the selling location from which the sale occurred. During 2025, 2024, and 2023, no single customer represented 5% or more of our consolidated net sales.
Our revenues related to the following geographic areas were as follows for the periods ended December 31:

Twelve-month Period
2025 2024 2023
United States $ 6,818.9   6,273.1   6,139.8  
     % of revenues 83.2 % 83.1 % 83.6 %
Canada and Mexico 1,110.2   1,035.6   981.9  
     % of revenues 13.5 % 13.7 % 13.4 %
All other foreign countries 271.4   237.3   225.0  
     % of revenues 3.3 % 3.2 % 3.0 %
Total revenues $ 8,200.5   7,546.0   7,346.7  

The percentages of our sales by end market were as follows for the periods ended December 31:

Twelve-month Period
2025 2024 2023
Manufacturing 75.9 % 75.0 % 74.3 %
Non-residential construction 8.1 % 8.5 % 9.1 %
Other 16.0 % 16.5 % 16.6 %
100.0 % 100.0 % 100.0 %

The percentages of our sales by product line were as follows for the periods ended December 31:

Twelve-month Period
Type Introduced 2025 2024 2023
Fasteners (1)
1967 30.5 % 30.7 % 32.4 %
Tools 1993 8.3 % 8.4 % 8.5 %
Cutting tools 1996 5.2 % 5.3 % 5.3 %
Hydraulics & pneumatics 1996 6.9 % 6.7 % 6.7 %
Material handling 1996 5.7 % 5.6 % 5.6 %
Janitorial supplies 1996 9.0 % 8.8 % 8.4 %
Electrical supplies 1997 4.7 % 4.7 % 4.6 %
Welding supplies 1997 4.3 % 4.2 % 4.1 %
Safety supplies 1999 22.2 % 22.2 % 21.2 %
Other 3.2 % 3.4 % 3.2 %
100.0 % 100.0 % 100.0 %

(1) The fastener product line represents fasteners and miscellaneous supplies.
54

Table of Contents
Fastenal Company
Notes to Consolidated Financial Statements (Continued)

Note 3. Long-Lived Assets
Long-lived assets consist of net property and equipment, operating lease ROU assets, prepaid deposits, goodwill, and definite-lived intangible assets.
Property and equipment at year end consisted of the following:

Depreciable Life
in Years 2025 2024
Land —  $ 71.2   72.6  
Buildings and improvements 15  to  40
622.7   563.6  
Automated distribution and warehouse equipment 5 to 30
310.3   293.5  
Shelving, industrial vending, and equipment 3 to 10
1,524.6   1,436.3  
Transportation equipment 3 to 5
107.8   103.3  
Construction in progress —  135.5   117.2  
2,772.1   2,586.5  
Less accumulated depreciation ( 1,640.5 ) ( 1,529.9 )
Property and equipment, net $ 1,131.6   1,056.6  

Our long-lived assets related to the following geographic areas at year end:

2025 2024
United States $ 1,421.6   1,343.2  
Canada and Mexico 112.9   101.3  
All other foreign countries 46.3   41.6  
Total long-lived assets $ 1,580.8   1,486.1  

Note 4. Accrued Expenses
Accrued expenses at year end consisted of the following:

2025 2024
Employee payroll and related taxes $ 18.0   17.9  
Employee bonuses and commissions 39.8   25.5  
Profit sharing contribution 23.5   20.8  
Insurance reserves 25.0   26.2  
Indirect taxes 53.1   32.7  
Customer promotions and marketing 66.5   64.2  
Occupancy 4.6   8.5  
Transportation 6.4   5.7  

Other 27.8   24.1  
Accrued expenses $ 264.7   225.6  

55

Table of Contents
Fastenal Company
Notes to Consolidated Financial Statements (Continued)

Note 5. Stockholders' Equity
Dividends
On January 16, 2026, our board of directors declared a quarterly dividend of $ 0.24 per share of common stock to be paid in cash on February 26, 2026 to shareholders of record at the close of business on January 29, 2026. In 2025, we paid aggregate annual cash dividends per share of $ 0.875 . We paid aggregate annual cash dividends per share of $ 0.78 and $ 0.89 in 2024 and 2023, respectively. In 2023, this included a special dividend of $ 0.19 per share paid in the fourth quarter.
Stock Options
Effective January 2, 2026, the compensation committee of our board of directors granted to our employees options to purchase a total of 1,339,070 shares of our common stock at an exercise price of $ 41.00 per share. On the same date, certain of our non-employee directors received options to acquire a total of 169,011 shares of our common stock at an exercise price of $ 41.00 per share. The closing stock price on the effective date of the grants was $ 40.44 per share.
The following tables summarize the details of options granted under our stock option plans that were still outstanding as of December 31, 2025, and the assumptions used to value those grants. All such grants were effective at the close of business on the grant date.

Options
Granted Option Exercise
Price Closing Stock
Price on Grant Date December 31, 2025
Grant Date Options
Outstanding Options
Exercisable
January 2, 2025 1,366,636   $ 36.00   $ 35.555   1,279,650   88,028  
January 2, 2024 1,629,824   $ 32.00   $ 31.775   1,390,156   300,168  
January 3, 2023 2,143,886   $ 24.00   $ 23.700   1,547,829   535,357  
January 3, 2022 1,426,876   $ 31.00   $ 30.990   939,370   493,898  
January 4, 2021 1,483,020   $ 24.00   $ 23.825   824,504   535,044  
January 2, 2020 1,804,526   $ 19.00   $ 18.615   803,266   643,754  
January 2, 2019 2,633,848   $ 13.00   $ 12.853   709,150   562,590  
January 2, 2018 2,175,872   $ 13.75   $ 13.635   342,584   277,404  
January 3, 2017 3,059,156   $ 11.75   $ 11.738   155,970   155,970  
Total 17,723,644   7,992,479   3,592,213  

Grant Date Risk-free
Interest Rate Expected Life
of Option in
Years Expected
Dividend
Yield Expected
Stock
Volatility Estimated Fair
Value of Stock
Option
January 2, 2025 4.3 % 5.00 2.2 % 27.36 % $ 8.86  
January 2, 2024 3.8 % 5.00 2.2 % 28.44 % $ 7.94  
January 3, 2023 4.0 % 5.00 2.6 % 29.58 % $ 5.81  
January 3, 2022 1.3 % 5.00 1.7 % 28.52 % $ 6.84  
January 4, 2021 0.4 % 5.00 2.0 % 29.17 % $ 4.79  
January 2, 2020 1.7 % 5.00 2.4 % 25.70 % $ 3.41  
January 2, 2019 2.5 % 5.00 2.9 % 23.96 % $ 2.20  
January 2, 2018 2.2 % 5.00 2.3 % 23.45 % $ 2.51  
January 3, 2017 1.9 % 5.00 2.6 % 24.49 % $ 2.10  

All of the options in the tables above vest and become exercisable over a period of up to eight years . Each option will terminate approximat ely 10 years after the grant date.
The fair value of each share-based option is estimated on the grant date using a Black-Scholes valuation method that uses the assumptions listed above. The risk-free interest rate is based on the U.S. Treasury rate over the expected life of the option at the time of grant. The expected life is the average length of time over which we expect the employee groups will exercise their options, net of cancellations, which is based on historical experience with similar grants. The dividend yield is estimated over the expected life of the option based on our current dividend payout, historical dividends paid, and expected future cash dividends. Expected stock volatility is based on the movement of our stock price over the most recent historical period equivalent to the expected life of the option.
56

Table of Contents
Fastenal Company
Notes to Consolidated Financial Statements (Continued)

A summary of activities under our stock option plans consisted of the following:

Options
Outstanding Exercise
Price (1)
Remaining
Life (2)

Outstanding as of January 1, 2025 8,455,854   $ 22.96   6.28
Granted 1,366,636   $ 36.00   9.00
Exercised ( 1,416,569 ) $ 17.07  
Cancelled/forfeited ( 413,442 ) $ 27.97  
Outstanding as of December 31, 2025 7,992,479   $ 25.98   6.19
Exercisable as of December 31, 2025 3,592,213   $ 21.98   4.89

 

Options
Outstanding Exercise
Price (1)
Remaining
Life (2)

Outstanding as of January 1, 2024 9,948,156   $ 19.35   5.99
Granted 1,629,824   $ 32.00   9.00
Exercised ( 2,676,170 ) $ 14.86  
Cancelled/forfeited ( 445,956 ) $ 24.06  
Outstanding as of December 31, 2024 8,455,854   $ 22.96   6.28
Exercisable as of December 31, 2024 3,560,662   $ 19.04   4.94

(1) Weighted average exercise price.
(2) Weighted average remaining contractual life in years.
The total intrinsic value of stock options exercised during the years ended December 31, 2025, 2024, and 2023 was $ 34.6 , $ 57.6 , and $ 38.1 , respectively. The intrinsic value represents the difference between the exercise price and fair value of the underlying shares at the date of exercise.
At December 31, 2025, there was $ 20.0 of total unrecognized stock-based compensation expense related to outstanding unvested stock options granted under the employee stock option plan. This expense is expected to be recognized over a weighted average period of 3.95 years. Any future change in estimated forfeitures will impact this amount. The total grant date fair value of stock options vested under our employee stock option plan during 2025, 2024, and 2023 was $ 7.1 , $ 7.6 , and $ 5.3 , respectively.
Total stock-based compensation expense related to our employee stock option plan was $ 8.4 , $ 8.0 , and $ 7.3 for 2025, 2024, and 2023, respectively. There is no incremental stock-based compensation expense as a result of the stock split described in Note 1.
Shares Outstanding
Shares of common stock outstanding were as follows:

2025 2024 2023
Balance at beginning of year 1,146,640,904   1,143,964,734   1,141,623,348  
Stock options exercised 1,416,569   2,676,170   2,341,386  
Balance at end of year 1,148,057,473   1,146,640,904   1,143,964,734  

57

Table of Contents
Fastenal Company
Notes to Consolidated Financial Statements (Continued)

Net Income Per Share
The following tables present a reconciliation of the denominators used in the computation of basic and diluted net income per share and a summary of the options to purchase shares of common stock which were excluded from the diluted net income per share calculation because they were anti-dilutive:

Reconciliation 2025 2024 2023
Basic weighted average shares outstanding 1,147,590,819   1,145,416,130   1,142,543,692  
Weighted shares assumed upon exercise of stock options 2,743,385   3,148,292   3,473,524  
Diluted weighted average shares outstanding 1,150,334,204   1,148,564,422   1,146,017,216  

Summary of Anti-dilutive Options Excluded 2025 2024 2023
Options to purchase shares of common stock 1,188,357   1,826,592   3,136,920  
Weighted average exercise prices of options $ 36.00   31.79   26.90  

Any dilutive impact summarized above related to periods when the average market price of our stock exceeded the exercise price of the potentially dilutive stock options then outstanding.

Note 6. Retirement Savings Plan
The Fastenal Company and Subsidiaries 401(k) and Employee Stock Ownership Plan covers all of our employees in the U.S. Our employees in Canada may participate in a Registered Retirement Savings Plan. The general purpose of both of these plans is to provide additional financial security during retirement by providing employees with an incentive to make regular savings contributions. In addition to the participation of our employees, we make annual profit sharing contributions based on an established formula. The expense recorded under this profit sharing formula was approximately $ 23.5 , $ 20.8 , and $ 23.1 for 2025, 2024, and 2023, respectively.

Note 7. Income Taxes
Income before income taxes were derived from the following sources:

2025 2024 2023
Domestic $ 1,515.2   1,390.6   1,392.7  
Foreign 139.8   117.5   129.3  
Income before income taxes $ 1,655.0   1,508.1   1,522.0  

Components of income tax expense (benefit) were as follows:

2025 2024 2023
Current Deferred Total Current Deferred Total Current Deferred Total
Federal $ 276.6   6.8   283.4   265.6   ( 3.0 ) 262.6   273.3   ( 9.2 ) 264.1  
State 63.5   0.7   64.2   56.1   ( 0.1 ) 56.0   59.6   ( 1.3 ) 58.3  
Foreign 50.3   ( 1.3 ) 49.0   39.6   ( 0.7 ) 38.9   44.9   ( 0.3 ) 44.6  
Income tax expense $ 390.4   6.2   396.6   361.3   ( 3.8 ) 357.5   377.8   ( 10.8 ) 367.0  

58

Table of Contents
Fastenal Company
Notes to Consolidated Financial Statements (Continued)

Income taxes paid were as follows:

2025 2024 2023
Federal $ 276.4   269.6   276.8  
State 60.5   54.6   60.9  
Foreign 61.9   36.3   51.5  
Total income taxes paid $ 398.8   360.5   389.2  

Income taxes paid (net of refunds) exceeded five percent of total income taxes paid (net of refunds) in the following jurisdictions:

2025 2024 2023
Mexico 36.5   * 20.1  

* Jurisdiction below the threshold for the period presented.
Income tax expense in the accompanying consolidated financial statements differed from the expected expense as follows:

2025 (1)
2024 (2)
2023 (3)

Amount Percent Amount Percent Amount Percent
U.S. federal income tax expense at statutory rate $ 347.5   21.0   % 316.7   21.0   % 319.6   21.0 %
Increase (decrease) attributed to
State and local income taxes 50.7   3.1   % 43.4   2.9   % 45.1   3.0 %
Foreign tax effects 18.9   1.1   % 14.2   0.9   % 17.4   1.1 %
Effect of cross-border tax laws ( 6.4 ) - 0.4   % ( 5.7 ) - 0.4   % ( 5.6 ) - 0.4 %
Tax credits ( 5.8 ) - 0.4   % ( 5.2 ) - 0.3   % ( 5.4 ) - 0.4 %
Changes in valuation allowances 0.2   0.0   % ( 0.2 ) 0.0   % 0.4   0.0 %
Nontaxable or nondeductible items ( 2.4 ) - 0.1   % ( 10.4 ) - 0.7   % ( 6.4 ) - 0.4 %
Changes in unrecognized tax benefits ( 7.4 ) - 0.4   % 0.7   0.0   % 1.4   0.1 %
Other, net 1.3   0.1   % 4.0   0.3   % 0.5   0.0 %
Total income tax expense, Effective income tax rate $ 396.6   24.0   % 357.5   23.7   % 367.0   24.1 %

(1)
In 2025, state taxes in Minnesota, Wisconsin, California, Illinois, New York, and Indiana made up the majority (greater than 50%) of the tax effect in this category.
(2)
In 2024, state taxes in Wisconsin, Minnesota, California, Illinois, New York, and Kansas made up the majority (greater than 50%) of the tax effect in this category.
(3)
In 2023, state taxes in Wisconsin, California, Minnesota, Illinois, New York, and Kansas made up the majority (greater than 50%) of the tax effect in this category.

59

Table of Contents
Fastenal Company
Notes to Consolidated Financial Statements (Continued)

The tax effects of temporary differences that give rise to deferred income tax assets and liabilities at year end consisted of the following:  

2025 2024
Deferred income tax assets
Inventory costing and valuation methods $ 6.8   5.9  
Insurance reserves 8.0   5.5  
Foreign net operating loss and credit carryforwards 2.6   2.4  
Stock-based compensation 4.4   3.7  
Operating lease liabilities 80.1   72.2  
Section 174 capitalization 7.3   11.1  
Other, deferred tax assets 11.0   8.3  
Total deferred income tax assets 120.2   109.1  
Less: Valuation allowances ( 2.0 ) ( 1.8 )
Total net deferred income tax assets 118.2   107.3  

Deferred income tax liabilities
Property and equipment ( 101.3 ) ( 90.9 )
Operating lease ROU assets ( 78.1 ) ( 70.6 )
Prepaid expenses ( 3.7 ) ( 4.6 )
Other, deferred tax liabilities ( 0.3 ) ( 0.2 )
Total deferred income tax liabilities ( 183.4 ) ( 166.3 )
Net deferred income tax liabilities $ ( 65.2 ) ( 59.0 )

A reconciliation of the beginning and ending amount of total gross unrecognized tax benefits is as follows:

2025 2024
Balance at beginning of year $ 9.9   10.2  
Increase related to prior year tax positions 0.7   1.1  
Increase related to current year tax positions 0.4   0.4  
Decrease related to statute of limitation lapses ( 2.5 ) ( 1.8 )
Decrease related to prior year tax positions ( 6.3 ) —  
Balance at end of year $ 2.2   9.9  

Included in the liability for gross unrecognized tax benefits i s $ 0.2 as of December 31, 2025 and $ 4.2 as of December 31, 2024 for interest and penalties, both of which we classify as a component of income tax expense. The amount of unrecognized tax benefits that would favorably impact the eff ective tax rate, if recognized, is $ 1.7 as of December 31, 2025 and $ 9.1 as of December 31, 2024. The 2025 and 2024 liability is included in deferred income taxes in the Consolidated Balance Sheets.
We file income tax returns in the U.S. federal jurisdiction, all states, and various local and foreign jurisdictions. We are no longer subject to income tax examinations by taxing authorities for taxable years before 2022 in the case of U.S. federal examinations, and with limited exception, before 2020 in the case of foreign, state, and local examinations.
In general, it is our practice and intention to permanently reinvest the income of our foreign subsidiaries and repatriate income only when the tax impact is zero or very minimal. Accordingly, no deferred taxes have been provided for withholding taxes or other taxes that would result upon repatriation of our approximately $ 625.3 of undistributed income from foreign subsidiaries to the U.S. as that income continues to be permanently reinvested. It is not practicable to estimate the amount of unrecognized deferred tax liability on these undistributed earnings because of complexities of tax laws, the hypothetical calculation and the significant assumptions required regarding future repatriation strategies.
60

Table of Contents
Fastenal Company
Notes to Consolidated Financial Statements (Continued)

Note 8. Operating Leases
We lease space under non-cancelable operating leases for several distribution centers, several manufacturing locations, and certain branch locations. These leases do not have significant rent escalation holidays, concessions, leasehold improvement incentives, or other build-out clauses. Further, the leases do not contain contingent rent provisions. We also lease certain semi-tractors, pick-up trucks, and computer equipment under operating leases.
Certain operating leases for pick-up trucks contain residual value guarantee provisions which would generally become due at the expiration of the operating lease agreement if the fair valu e of the leased vehicles is less than the guaranteed residual value. The aggregate residual value guarantee related to these leases was approximately $ 124.2 . We believe the likelihood of funding the guarantee obligation under any provision of the operating lease agreements is remote.
The cost components of our operating leases were as follows for the periods ended December 31:

2025
2024
2023

Leased
Facilities and
Equipment Leased
Vehicles Total Leased
Facilities and
Equipment Leased
Vehicles Total Leased
Facilities and
Equipment Leased
Vehicles Total
Operating lease cost $ 103.5   24.6   128.1   101.1   22.0   123.1   99.4   18.2   117.6  
Variable lease cost 16.4   1.6   18.0   14.0   1.4   15.4   10.5   1.6   12.1  
Short-term lease cost —   39.3   39.3   —   32.6   32.6   —   23.7   23.7  
Total $ 119.9   65.5   185.4   115.1   56.0   171.1   109.9   43.5   153.4  

Variable lease costs are excluded from ROU assets and lease liabilities and consist primarily of taxes, insurance, and common area or other maintenance costs for our leased facilities and equipment which are paid based on actual costs incurred by the lessor as well as variable mileage costs related to our leased vehicles.
Maturities of our lease liabilities for all operating leases were as follows as of December 31, 2025:

Leased
Facilities and
Equipment Leased
Vehicles Total
2026 $ 92.6   19.7   112.3  
2027 71.9   15.7   87.6  
2028 50.9   13.0   63.9  
2029 32.7   7.3   40.0  
2030 18.2   3.2   21.4  
2031 and thereafter 19.7   0.7   20.4  
Total lease payments $ 286.0   59.6   345.6  
Less: Imputed interest ( 24.2 ) ( 4.5 ) ( 28.7 )
Present value of lease liabilities $ 261.8   55.1   316.9  

The weighted average remaining lease terms and discount rates for all of our operating leases were as follows for the periods ended December 31:

Remaining lease term and discount rate: 2025
2024

Weighted average remaining lease term (years)
    Leased facilities and equipment 3.98 3.98
    Leased vehicles 3.58 3.62
Weighted average discount rate
    Lease facilities and equipment 4.36 % 3.92 %
    Leased vehicles 4.50 % 4.46 %

61

Table of Contents
Fastenal Company
Notes to Consolidated Financial Statements (Continued)

Supplemental cash flow information related to our operating leases was as follows for the periods ended December 31:

2025
2024
2023

Cash paid for amounts included in the measurement of lease liabilities:
Operating cash outflow from operating leases $ 125.3   119.0   115.7  
Leased assets obtained in exchange for new operating lease liabilities 131.4   95.0   116.2  

Note 9. Debt Commitments
Credit Facility, Notes Payable, and Commitments
Debt obligations and letters of credit outstanding at year end consisted of the following:

Average
Interest Rate at
December 31,
2025
Debt Outstanding
Maturity
Date 2025 2024
Unsecured revolving credit facility 4.73 % September 28, 2027 $ —   —  
Senior unsecured promissory notes payable, Series D 2.66 % May 15, 2025 —   75.0  
Senior unsecured promissory notes payable, Series E 2.72 % May 15, 2027 50.0   50.0  
Senior unsecured promissory notes payable, Series G 2.13 % June 24, 2026 25.0   25.0  
Senior unsecured promissory notes payable, Series H 2.50 % June 24, 2030 50.0   50.0  
Total 125.0   200.0  
   Less: Current portion of debt ( 25.0 ) ( 75.0 )
Long-term debt $ 100.0   125.0  

Outstanding letters of credit under unsecured revolving credit facility - contingent obligation $ 29.7   31.2  

Unsecured Revolving Credit Facility
We have an $ 835.0 committed unsecured revolving Credit Facility with an uncommitted accordion option to increase the aggregate revolving commitment by an additional $ 365.0 for a total of $ 1,200.0 . The Credit Facility includes a committed letter of credit subfacility of $ 55.0 . Any borrowings outstanding under the Credit Facility for which we have the ability and intent to pay using cash within the next 12 months will be classified as a current liability. The Credit Facility contains certain financial and other covenants, and our right to borrow under the Credit Facility is conditioned upon, among other things, our compliance with these covenants. We are currently in compliance with these covenants.
Borrowings under the Credit Facility generally bear interest at a rate per annum equal to Daily Simple SOFR plus a 0.10 % spread adjustment plus 0.95 %. We pay a commitment fee for the unused portion of the Credit Facility. This fee is either 0.10 % or 0.125 % per annum based on our use of the Credit Facility.
Senior Unsecured Promissory Notes Payable
We have issued senior unsecured promissory notes under our master note agreement (the Master Note Agreement) in the aggregate principal amount of $ 125.0 as of December 31, 2025. Our aggregate borrowing capacity under the Master Note Agreement is $ 900.0 ; however, none of the institutional investors party to that agreement are committed to purchase notes thereunder. There is no amortization of these notes prior to their maturity date and interest is payable quarterly. The notes currently issued under our Master Note Agreement, including the maturity date and fixed interest rate per annum of each series of note, are contained in the table above. The Master Note Agreement contains certain financial and other covenants and we are currently in compliance with these covenants.
62

Table of Contents
Fastenal Company
Notes to Consolidated Financial Statements (Continued)

Principal payments required on our outstanding indebtedness, based on the maturity dates defined within our long-term debt arrangements, for the succeeding five years, are displayed in the table below, as of December 31, 2025:

Principal Payments
2026 $ 25.0  
2027 50.0  
2028 —  
2029 —  
2030 50.0  
2031 and thereafter —  
     Total $ 125.0  

Note 10. Segment Reporting
Each of our geographic regions (U.S., Canada, Mexico, Central & South America, Europe, Asia, and SE Asia) are engaged in business activities for which they may earn sales and incur expenses. Discrete financial information is available at the geographic region level through our internal Return on Asset (ROA) reporting. The ROA reporting is ultimately a selling location income statement with an ROA calculation and the results are compiled by geographic region. ROA pre-tax profit measures financial performance and drives compensation programs.
Our Chief Operating Decision Maker (CODM) is a group consisting of our Chief Executive Officer and President/Chief Sales Officer. We consider each geographic region to be an operating segment. The CODM regularly reviews ROA pre-tax profit to make decisions about the allocation of resources at the geographic region level. Operating segment significant expense categories and amounts are not regularly reviewed by or provided to our CODM. Segment expenses represent the difference between net sales and ROA pre-tax profit and consist of cost of sales and SG&A expenses. However, our CODM reviews consolidated expense information to manage the operations of the business.
Considering our operating segments outside of the U.S. individually represent less than 10% of our total operating segment net sales, ROA pre-tax profit, and ROA assets, we do not consider them reportable segments. Therefore, we report the results of our one reportable segment (U.S.) below. Further details on our significant accounting policies can be found in Note 1, which are applied company wide.
Our segment measure of profit or loss is ROA pre-tax profit and our measure of assets is ROA assets. ROA pre-tax profit is not a financial measure calculated in accordance with GAAP and excludes inter-company transactions.
The following table presents a reconciliation of reportable segment net sales from external customers to consolidated net sales for the periods ended December 31:

2025 2024 2023
U.S. net sales from external customers $ 6,818.9   6,273.1   6,139.8  
Other operating segment net sales (1)
1,381.6   1,272.9   1,206.9  
Net sales $ 8,200.5   7,546.0   7,346.7  

(1)     Other operating segment net sales includes all other operating segments that are below the reportable segment quantitative threshold.
The following table presents a reconciliation of reportable segment ROA pre-tax profit to consolidated income before income taxes for the periods ended December 31:

2025 2024 2023
U.S. ROA pre-tax profit $ 1,432.5   1,303.2   1,318.2  
Other operating segment pre-tax profit (1)
222.5   204.9   203.8  
Income before income taxes $ 1,655.0   1,508.1   1,522.0  

(1)     Other operating segment pre-tax profit includes ROA pre-tax profit for all other operating segments that are below the reportable segment quantitative threshold and immaterial allocations excluded from ROA pre-tax profit.
63

Table of Contents
Fastenal Company
Notes to Consolidated Financial Statements (Continued)

The following table presents a reconciliation of reportable segment ROA assets to consolidated total assets for the periods ended December 31:

2025 2024
U.S. ROA assets (1)
$ 2,446.8   2,189.6  
Other operating segment ROA assets (2)
667.1   585.2  
Other current assets (3)
505.0   580.0  
Property and equipment 987.1   915.6  
Intangibles and other assets 137.9   148.4  
Operating lease right-of-use assets 309.0   279.2  
Total assets $ 5,052.9   4,698.0  

(1)     Operating segment ROA assets primarily include accounts receivable, inventory, selling location vehicles, and exclude certain centrally managed assets.
(2)     Other operating segment ROA assets include all other operating segments that are below the reportable segment quantitative threshold.
(3)     Other current assets includes cash and cash equivalents, the allowance for credit losses, inventories that are centrally managed, prepaid income taxes, and other current assets.
Other Segment Disclosures
Interest revenue and interest expense included in the ROA pre-tax profit are not material. The following table presents a reconciliation of reportable segment ROA pre-tax profit depreciation and amortization expense to consolidated depreciation and amortization expense for the periods ended December 31:

2025 2024 2023
U.S. ROA pre-tax profit depreciation and amortization expense $ 163.9   188.1   168.1  
Other operating segment ROA pre-tax profit depreciation and amortization expense (1)
25.6   27.4   24.7  
Other reconciling items (2)
( 10.3 ) ( 40.1 ) ( 15.5 )
Depreciation and amortization expense $ 179.2   175.4   177.3  

(1)     Other operating segment ROA pre-tax profit depreciation and amortization expense include all other operating segments that are below the reportable segment quantitative threshold.
(2)     Other reconciling items includes depreciation and amortization expense for certain assets not allocated to the ROA and differences in allocations specific to the ROA that drive decisions in the field and compensation programs.

Note 11. Legal Contingencies
We are involved in certain legal actions, including those that are ordinary routine litigation incidental to our business. The outcomes of these legal actions are not within our complete control and may not be known for prolonged periods of time. In some actions, the claimants seek damages, as well as other relief, that could require significant expenditures or result in lost sales. We record a liability for these legal actions when a loss is known or considered probable and the amount can be reasonably estimated. If the reasonable estimate of a known or probable loss is a range, and no amount within the range is a better estimate than any other, the minimum amount of the range is accrued. If a loss is reasonably possible but not known or probable, and can be reasonably estimated, the estimated loss or range of loss is disclosed. In most cases, significant judgment is required to estimate the amount and timing of a loss to be recorded. As of December 31, 2025, there were no litigation matters that we consider to be probable or reasonably possible to have a material adverse impact on our consolidated financial statements.

Note 12. Subsequent Events
We evaluated all subsequent event activity and concluded that no subsequent events have occurred that would require recognition in the consolidated financial statements or disclosure in the Notes to Consolidated Financial Statements, with the exception of the dividend declaration and stock option activities disclosed in Note 5.
***End of Notes to Consolidated Financial Statements***
64

Table of Contents

ITEM 9.     CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.

ITEM 9A. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
As of the end of the period covered by this report, we conducted an evaluation, under the supervision and with the participation of our principal executive officer and principal financial officer, of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the Securities Exchange Act)). Based on this evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures are effective as of December 31, 2025. Our disclosure controls and procedures are designed to ensure that information required to be disclosed by us in reports that we file or submit under the Securities Exchange Act is recorded, processed, summarized, and reported within the time periods specified in Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, to allow for timely decisions regarding required disclosure.
Management's Annual Report on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act. Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles . Our internal control over financial reporting includes those policies and procedures that:
(i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our asse ts;
(ii) provide reasonable assurance that the transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and di rectors; and
(iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our a ssets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Our management conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2025 based on the framework in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on our assessment and those criteria, our management has concluded that we maintained effective internal control over financial reporting as of December 31, 2025.
The effectiveness of our internal control over financial reporting as of December 31, 2025 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears herein.
Changes in Internal Control Over Financial Reporting
There have been no changes in internal control over financial reporting during the quarter ended December 31, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

/s/    Daniel L. Florness /s/    Max H. Tunnicliff
Daniel L. Florness Max H. Tunnicliff
Chief Executive Officer Senior Executive Vice President and Chief Financial Officer

Winona, Minnesota
February 5, 2026

65

Table of Contents

ITEM 9B. OTHER INFORMATION
None of our directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act) adopted, modified, or terminated any contract, instruction, or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Securities Exchange Act or any non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the fiscal quarter ended December 31, 2025.

ITEM 9C.     DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
None.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
Incorporated herein by reference is the information appearing under the headings 'Proposal #1—Election of Directors', 'Corporate Governance and Director Compensation—Board Leadership Structure and Committee Membership', 'Corporate Governance and Director Compensation—Other Board and Corporate Governance Matters: Securities Trading Policy' , 'Corporate Governance and Director Compensation—Audit Committee', and 'Corporate Governance and Director Compensation—Delinquent Section 16(a) Reports' in the Proxy Statement.
There have been no material changes to the procedures by which security holders may recommend nominees to the board of directors since our last report.
In January 2004, our board of directors adopted a supplement to our existing standards of conduct designed to qualify the standards of conduct as a code of ethics within the meaning of Item 406(b) of Regulation S-K promulgated by the SEC (Code of Ethics). The standards of conduct, as supplemented, apply to all of our directors, officers, and employees, including without limitation our chief executive officer, chief financial officer, principal accounting officer, and controller (if any), and persons performing similar functions (Senior Financial Officers). Those portions of the standards of conduct, as supplemented, that constitute a required element of a Code of Ethics are available without charge by submitting a request to us pursuant to the directions detailed under 'Does Fastenal have a Code of Conduct?' on the 'Investor FAQs' page of the 'Investor Relations' section of our website at www.fastenal.com. In the event we amend or waive any portion of the standards of conduct, as supplemented, that constitutes a required element of a Code of Ethics and such amendment or waiver applies to any of our Senior Financial Officers, we intend to post on our website at www.fastenal.com, within four business days after the date of such amendment or waiver, a brief description of such amendment or waiver, the name of each Senior Financial Officer to whom the amendment or waiver applies, and the date of the amendment or waiver.
Information regarding our executive officers is included under the heading "Information about our Executive Officers" in Part I, Item 1 of this Form 10-K.

ITEM 11. EXECUTIVE COMPENSATION
Incorporated herein by reference is the information appearing under the headings 'Corporate Governance and Director Compensation—Compensation Committee Interlocks and Insider Participation', 'Executive Compensation', and 'Corporate Governance and Director Compensation—Compensation of our Directors' in the Proxy Statement.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
Incorporated herein by reference is the information appearing under the headings 'Security Ownership of Principal Shareholders and Management' and 'Executive Compensation—Equity Compensation Plan Information' in the Proxy Statement.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
Incorporated herein by reference is the information appearing under the headings 'Corporate Governance and Director Compensation—Director Independence', 'Corporate Governance and Director Compensation—Related Person Transaction Approval Policy', and 'Corporate Governance and Director Compensation—Transactions with Related Persons' in the Proxy Statement.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
Incorporated herein by reference is the information appearing under the heading 'Audit and Related Matters—Audit and Related Fees' and 'Audit and Related Matters—Pre-Approval of Services' in the Proxy Statement.
66

Table of Contents

PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

a) 1. Financial Statements:
Consolidated Balance Sheets as of December 31, 2025 and 2024

Consolidated Statements of Income for the years ended December 31, 2025, 2024, and 2023

Consolidated Statements of Comprehensive Income for the years ended December 31, 2025, 2024, and 2023

Consolidated Statements of Stockholders' Equity for the years ended December 31, 2025, 2024, and 2023

Consolidated Statements of Cash Flows for the years ended December 31, 2025, 2024, and 2023

Notes to Consolidated Financial Statements
Report of Independent Registered Public Accounting Firm ( PricewaterhouseCoopers LLP , Minneapolis, MN , Auditor Firm ID: 238 )

Report of Independent Registered Public Accounting Firm (KPMG LLP, Minneapolis, MN , Auditor Firm ID: 185)

2. Exhibits:

INDEX TO EXHIBITS

Exhibit Number Description of Document
3.1 Restated Articles of Incorporation of Fastenal Company, as amended (incorporated by reference to Exhibit 3.2 to Fastenal Company's Form 8-K dated as of April 24, 2025)

3.2 Restated By-Laws of Fastenal Company dated as of February 2, 2024 (incorporated by reference to Exhibit 3.2 to Fastenal Company's Form 10-K for fiscal year ended December 31, 2023)

4.1 Description of Capital Stock (filed herewith)

4.2 Form of Senior Notes due May 15, 2027 (incorporated by reference to Exhibit 4.2 to Fastenal Company's Form 10-Q for the quarter ended June 30, 2020)

4.3 Form of Senior Notes due June 24, 2026 (incorporated by reference to Exhibit 4.4 to Fastenal Company's Form 10-Q for the quarter ended June 30, 2020)

4.4 Form of Senior Notes due June 24, 2030 (incorporated by reference to Exhibit 4.5 to Fastenal Company's Form 10-Q for the quarter ended June 30, 2020)

10.1 Bonus Program for Executive Officers* (filed herewith)

10.2 Fastenal Company Stock Option Plan as amended and restated effective as of April 24, 2018.* (incorporated by reference to Exhibit 10.2 to Fastenal Company's 10-K for fiscal year ended December 31, 2023)

10.3 Fastenal Company Incentive Plan (incorporated by reference to Appendix A to Fastenal Company's Proxy Statement dated February 23, 2012)*

10.4 Fastenal Company Non-Employee Director Stock Option Plan as amended and restated effective December 20, 2021 (incorporated by reference to Exhibit 10.4 to Fastenal Company's 10-K for fiscal year ended December 31, 2021).*

10.5 Amended and Restated Credit Agreement, dated as of September 28, 2022, by and among Fastenal Company, the Lenders party thereto, and Wells Fargo Bank, National Association, as Administrative Agent (incorporated by reference to Exhibit 10.1 to Fastenal Company's Form 8-K dated as of September 30, 2022).

10.6 First Amendment to Amended and Restated Credit Agreement, dated as of January 20, 2023, by and among Fastenal Company, the Lenders party thereto, and Wells Fargo Bank, National Association, as Administrative Agent (incorporated by reference to Exhibit 10.6 to Fastenal Company's Form 10-K dated February 7, 2023).

10.7 Master Note Agreement dated as of July 20, 2016 by and among (i) Fastenal Company, (ii) Metropolitan Life Insurance Company, NYL Investors LLC and PGIM, Inc. (formerly known as Prudential Investment Management, Inc.), as investor group representatives (each, an 'Investor Group Representative'), and (iii) Metropolitan Life Insurance Company (in its capacity as a purchaser of notes under such Master Note Agreement) and/or affiliates of any Investor Group Representative who become purchasers of notes under such Master Note Agreement (incorporated by reference to Exhibit 10.1 to Fastenal Company’s Form 8-K dated as of July 20, 2016).

67

Table of Contents

Exhibit Number Description of Document
10.8 Omnibus First Amendment to Master Note Agreement and Subsidiary Guaranty Agreement dated as of November 30, 2018 by and among Fastenal Company, Fastenal Company Purchasing, and Fastenal IP Company, on one hand, and Metropolitan Life Insurance Company, NYL Investors LLC, PGIM, Inc., and each holder of Notes that are signatory thereto, on the other hand (incorporated by reference to Exhibit 10.2 to Fastenal Company's Form 8-K dated December 3, 2018).

10.9 Consent, Waiver and Agreement to Master Note Agreement dated as of June 10, 2020 by and among Fastenal Company, Fastenal Company Purchasing, and Fastenal IP Company, on the one hand, and Metropolitan Life Insurance Company, MetLife Investment Management, LLC, NYL Investors LLC, PGIM, Inc. and each holder of Notes that are signatory thereto, on the other hand (incorporated by reference to Exhibit 10.1 to Fastenal Company's Form 10-Q for the quarter ended June 30, 2020).

10.10 Omnibus Second Amendment to Master Note Agreement and Subsidiary Guaranty Agreement dated as of September 28, 2022 by and among Fastenal Company, Fastenal Company Purchasing, and Fastenal IP Company, on one hand, and Metropolitan Life Insurance Company, MetLife Investment Management, LLC, NYL Investors LLC, PGIM, Inc., and each holder of Notes that is a signatory thereto, on the other hand (incorporated by reference to Exhibit 10.2 to Fastenal Company's Form 8-K dated as of September 30, 2022).

19 Fastenal Company and Subsidiaries Securities Trading Policy dated as of January 1, 2024 (incorporated by reference to Exhibit 19 to Fastenal Company's Form 10-K for fiscal year ended December 31, 2024)

21 List of Subsidiaries ( filed herewith )

23.1 Consent of Independent Registered Public Accounting Firm - PricewaterhouseCoopers LLP (filed herewith)

23.2 Consent of Independent Registered Public Accounting Firm - KPMG LLP (filed herewith)

31 Certifications under Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)

32 Certification under Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)

97 Compensation Forfeiture, Recovery, and True-up Policy of Fastenal Company dated as of October 11, 2023 (incorporated by reference to Exhibit 97 to Fastenal Company's Form 10-K for fiscal year ended December 31, 2023)

101 The following information from the annual report on Form 10-K for the year ended December 31, 2025, formatted in Inline XBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Stockholders' Equity, (v) Consolidated Statements of Cash Flows, (vi) Notes to Consolidated Financial Statements, and (vii) the information set forth in Part II, Item 9B.

104 The cover page from the annual report on Form 10-K for the year ended December 31, 2025, formatted in Inline XBRL.

* Management contract or compensatory plan or arrangement required to be filed as an exhibit to this Form 10-K pursuant to Item 15(b).

ITEM 16. FORM 10-K SUMMARY
Not applicable.

68

Table of Contents

SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: February 5, 2026

FASTENAL COMPANY

By /s/    Daniel L. Florness
Daniel L. Florness, Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.

Date: February 5, 2026

/s/    Daniel L. Florness /s/    Max H. Tunnicliff
Daniel L. Florness, Chief Executive Officer (Principal Executive Officer) and Director Max H. Tunnicliff, Senior Executive Vice President and Chief Financial Officer (Principal Financial Officer)

/s/    Sheryl A. Lisowski
Sheryl A. Lisowski, Executive Vice President - Chief Accounting Officer and Treasurer (Principal Accounting Officer)

/s/    Scott A. Satterlee /s/    Hsenghung Sam Hsu
Scott A. Satterlee, Director (Chair) Hsenghung Sam Hsu, Director

/s/    Michael J. Ancius /s/    Daniel L. Johnson
Michael J. Ancius, Director Daniel L. Johnson, Director

/s/    Stephen L. Eastman /s/    Sarah N. Nielsen
Stephen L. Eastman, Director Sarah N. Nielsen, Director

/s/    Brady D. Ericson /s/ Irene A. Quarshie
Brady D. Ericson, Director Irene A. Quarshie, Director

/s/    Rita J. Heise /s/    Reyne K. Wisecup
Rita J. Heise, Director Reyne K. Wisecup, Director

69