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What changed in COMPASS MINERALS INTERNATIONAL INC's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of COMPASS MINERALS INTERNATIONAL INC's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+702 added−594 removedSource: 10-K (2025-12-12) vs 10-K (2024-12-16)

Top changes in COMPASS MINERALS INTERNATIONAL INC's 2025 10-K

702 paragraphs added · 594 removed · 250 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

0 edited+140 added−218 removed0 unchanged
Removed
Item 1. “Business—Environmental, Health and Safety Matters and Other Regulatory Matters” . The Mineral Extraction Permit (GSL Mine M/057/0002) was granted by the Utah DOGM. The Mineral Extraction Permit enables extraction of brine from the Great Salt Lake and ultimate mineral extraction from the brine.
Added
ITEM 1. BUSINESS General Development Of Business Compass Minerals International, Inc. through its subsidiaries is a leading provider of essential minerals, primarily salt and plant nutrition. Our production sites are located in the United States (“U.S.”), Canada and the United Kingdom (“UK”). The Company also provides records management services in the UK.
Removed
The Mineral Extraction Permit also enables all lake extraction, pond operations, and plant and processing operations conducted by the Company at the Ogden facility. The Mineral Extraction Permit is supported by a reclamation plan that documents all aspects of current operations and mandates certain closure and reclamation requirements in accordance with Utah Rule R647-4-104.
Added
Back-to-Basics Strategy Our back-to-basics strategy focuses on improving cash flow generation and returns on capital in our core Salt and Plant Nutrition businesses through cost management and appropriate flexibility in capital intensity.
Removed
Financial assurance for the ultimate reclamation of facilities is documented in the reclamation plan, and security for costs that will be incurred to execute site closure is provided by a third-party insurer to the State of Utah in the form of a surety bond. The total future reclamation obligation is estimated to be $4.36 million.
Added
We are committed to continually balancing inventory volumes, improving our cost structure, and enhancing profitability, leveraging our unique assets with durable competitive advantages and strong leadership positions in our respective marketplaces. We believe this strategy will enable us to create meaningful, long-term shareholder value and strengthen our financial performance.
Removed
Pursuant to the Royalty Agreement, the Company has rights to all salts from the Great Salt Lake, and in exchange, the Company pays a royalty to the State of Utah based on net revenues (gross revenue net of sales taxes and shipping and handling 40 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. costs) per pound of salts produced.
Added
To achieve the strategy of improving cash flow generation and returns on capital in the core Salt and Plant Nutrition businesses, we have taken the following specific actions: • Cost management. Implementing cost control measures to reduce expenses and to improve our cost structure and profitability. • Debt reduction.
Removed
Under the Royalty Agreement, the current royalty rate for SOP is 4.8% of gross revenues, the current royalty rate for magnesium chloride is 5% of gross revenues, and the current royalty rate for sodium chloride is $0.50/ton times the Producer Price Index.
Added
Reducing levels of indebtedness to create long-term shareholder value. • Continually balancing inventory volumes. Optimizing inventory volumes and associated cash impacts, while ensuring market opportunities are met. • Flexibility in capital intensity . Optimizing our capital expenditures to enhance cash flow and returns on capital.
Removed
The Ogden facility is the largest SOP production site in the western hemisphere, and one of only four large-scale solar brine evaporation operations for SOP in the world.
Added
The following are key actions we took on our back-to-basics strategy to strengthen our financial performance for the fiscal year ended September 30, 2025. • Exited the Fire Retardant Business. On March 25, 2025, we announced actions to further optimize the cost structure of the Company and focus on activities in our core Salt and Plant Nutrition businesses.
Removed
We believe the Ogden facility has the capability to produce 320,000 tons of SOP, including amounts produced with both solar-pond based feedstock and supplemental KCl feedstock when economically feasible, approximately 750,000 tons of magnesium chloride and 1.5 million tons of sodium chloride annually during normal weather and pond chemistry conditions.
Added
As a result, we began the process of exiting the Fortress North America, LLC (“Fortress”) fire retardant business and terminated the employment of all Fortress employees. On May 30, 2025, we entered into an Asset Purchase Agreement and sold substantially all Fortress assets. See Part II, Item 8, Note 1. Organization and Formation and Note 2.
Removed
These recoverable minerals exist in vast quantities in the Great Salt Lake. Solar evaporation is used in areas of the world where high-salinity brine is available and weather conditions provide for a high natural evaporation rate. Mineral-rich lake water, or brine, from the Great Salt Lake is drawn into the solar evaporation ponds.
Added
Summary of Significant Accounting Policies of our Consolidated Financial Statements for further information. • Selling, General, and Administrative Cost Reduction.
Removed
The brine moves through a series of solar evaporation ponds over a two- to three-year production cycle. As the water evaporates and the mineral concentration increases, some of those minerals naturally precipitate out of the brine and are deposited on the pond floors. These deposits provide the minerals necessary for processing into SOP, solar salt and magnesium chloride.
Added
Selling, general, and administrative (“SG&A”) expenses decreased 17.8%, or $24.5 million, during the fiscal year ended September 30, 2025, compared to the fiscal year ended September 30, 2024, primarily due to reductions in corporate compensation expense and professional services. • Refinancing Transaction.
Removed
The evaporation process is dependent upon sufficient lake brine levels and hot, arid summer weather conditions. The potassium-bearing salts are mechanically harvested out of the solar evaporation ponds and refined to high-purity SOP through flotation, crystallization and compaction at the Ogden plant.
Added
On June 16, 2025, we issued $650.0 million aggregate principal amount of our 8.00% Senior Notes due 2030 (the “2030 Notes”).
Removed
After sodium chloride and potassium-rich salts precipitate from brine, a concentrated magnesium chloride brine solution remains, which becomes the raw material used to produce several magnesium chloride products. Operations have been ongoing at the Ogden facility since the late 1960s, with commercial production starting in 1970.
Added
We used the net proceeds from the 2030 Notes to (i) repay all outstanding amounts under our senior secured credit facility, including $43.5 million under our revolving credit facility and $191.3 million under our term loan and (ii) redeem approximately $350.0 million of our outstanding 6.75% Senior Notes due 2027 at a redemption price of 101.125% of the principal amount, plus accrued and unpaid interest.
Removed
Lithium Corporation of America (“Lithcoa”), separately, and then in a partnership with a wholly owned subsidiary of Salzdetfurth, A.G., carried out initial exploration and development activities between 1963 and 1966. In 1967, Gulf Resources and Minerals Co., or Gulf Resources, acquired Lithcoa, and in 1973, acquired Salzdetfurth, A.G.’s (then known as Kaliund Salz A.G.) partnership interest.
Added
For further information, see Part II, Item 8, Note 10. Long Term Debt and Finance Lease Liabilities of our Consolidated Financial Statements. • Continually Balancing Inventory Volumes. Throughout the fiscal year ended September 30, 2025, we realized a working capital release of nearly $117 million out of finished goods inventory. See Part II, Item 8, Note 5.
Removed
Gulf Resources made significant capital expenditures in the early 1980s to protect the evaporation pond system at the Ogden facility from the rising levels of the Great Salt Lake. On May 5, 1984, a northern dike of the system breached, resulting in severe flooding and damage to about 85% of the pond complex.
Added
Inventories of our Consolidated Financial Statements for further details of our inventory balances. 4 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. • Capital Expenditure Reduction. Capital expenditures decreased 39.0%, or $44.5 million, during the fiscal year ended September 30, 2025, compared to fiscal year ended September 30, 2024. • Dividends.
Removed
The breach resulted in physical damage to dikes, pond floors, bridges, pump stations, and other structures. In addition, brine inventories were diluted, making them unusable for producing SOP.
Added
The Board of Directors did not declare dividends, and does not expect to declare dividends for the foreseeable future in order to align the Company’s capital allocation priorities with its corporate focus on accelerating cash flow generation and debt reduction. Please see Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Note 5.
Removed
During the next five years, Gulf Resources pumped the water from its solar ponds, reconstructed peripheral and interior dikes and roads, replaced pump stations, and laid down new salt floors in order to restart its operation at the Ogden facility. In 1993, D.G.
Added
Inventories and Note 10. Long Term Debt and Finance Lease Liabilities under Part II. Item 8 of this Form 10-K for additional information. Description Of Business Compass Minerals is a leading provider of essential minerals focused on safely delivering where and when it matters to help solve nature’s challenges for customers and communities.
Removed
Harris & Associates acquired the Ogden facility, and in 1994, constructed the west ponds, which are connected to the east ponds by a 21-mile, open, underwater canal called the Behrens Trench, which was dredged in the lakebed from the west ponds’ outlet to a pump station near the east ponds.
Added
Our salt products help keep roadways safe during winter weather and are used in numerous other consumer, industrial, chemical and agricultural applications. Our plant nutrition products help improve the quality and yield of crops, while supporting sustainable agriculture.
Removed
Ownership of the Ogden facility was transferred in 1997 to IMC Global (“IMC”), following its acquisition of Harris Chemical Group (part of D.G. Harris & Associates). IMC sold a majority of its salt operations, including the Ogden facility, to Apollo Management V, L.P. through an entity called Compass Minerals Group in 2001.
Added
As of September 30, 2025, we operate 12 production and packaging facilities with more than 1,800 employees throughout the U.S., Canada and the UK, including: • The largest underground rock salt mine in the world in Goderich, Ontario, Canada; • The largest dedicated rock salt mine in the UK in Winsford, Cheshire; • A solar evaporation facility located near Ogden, Utah, which is both the largest sulfate of potash specialty fertilizer (“SOP”) production site and the largest solar salt production site in the Western Hemisphere; and • Several mechanical evaporation facilities producing consumer and industrial salt.
Removed
Following a leveraged recapitalization, the company now known as Compass Minerals International, Inc. completed an initial public offering in 2003. The Company has operated the Ogden facility since its initial public offering in 2003.
Added
See Item 2, “Properties,” for a discussion of our mining properties, including processing methods, facilities, production and summaries of our mineral resources and reserves, both in the aggregate and for our individual material mining properties. Our business is operated in two reportable segments, Salt and Plant Nutrition.
Removed
In that time, the Company has invested funds and acquired necessary permits to increase the efficiency and expand the capacity of the Ogden facility through upgrades to the Ogden plant and solar evaporation ponds. The Company believes that the Ogden facility and its operating equipment are maintained in good working condition.
Added
The results of operations for the Company’s exited fire retardant business, records management business, and other incidental revenues are included in Corporate and Other and are not material to our consolidated financial results.
Removed
The net book value of property, plant and equipment associated with the Ogden facility as of September 30, 2024 was $220,700,000, exclusive of mineral rights and the value of assets leased under operating leases. The Ogden facility has procured and is operating in compliance with all required operating licenses, including permits pertaining to mineral extraction, effluent discharge and air permitting.
Added
Our Salt segment provides highway deicing salt to customers in North America and the UK as well as consumer deicing and water conditioning products, ingredients used in consumer and commercial food preparation and other salt-based products for consumer, industrial, chemical and agricultural applications in North America.
Removed
The Ogden facility operates under a Title V air permit (# 5700001003), which is administered by the Utah Department of Environmental Quality. The permit covers emissions from the pond and plant operations and expires in December 2026. Surface water discharges from the Ogden facility are regulated under Utah Pollutant Discharge Elimination System permit UT0000647.
Added
In the UK, we operate a records management business utilizing excavated areas of our Winsford salt mine with one other location in London, England. Our Plant Nutrition segment produces and markets SOP products in various grades domestically and internationally to distributors and retailers of crop inputs, as well as growers and for industrial uses.
Removed
The permit requires discharge monitoring for effluent flows from the nine outfalls that discharge into the saline waters of the Great Salt Lake and regulates inputs in pond and plant processes that may be discharged in project effluent.
Added
We market our SOP under the trade name Protassium+®. We sell our salt and plant nutrition products primarily in the U.S., Canada and the UK. See Part II, Item 8, Note 12. Operating Segments to our Consolidated Financial Statements for financial information relating to our operations by geographic areas.
Removed
Summaries of the Ogden facility’s potassium and SOP mineral resources and mineral reserves as of September 30, 2024 and 2023 are shown in Tables 3 and 4, respectively. Summaries of the Ogden facility’s magnesium and magnesium chloride mineral resources and mineral reserves as of September 30, 2024 and 2023 are shown in Tables 5 and 6, respectively.
Added
SALT SEGMENT Overview Salt is indispensable and enormously versatile with thousands of reported uses. In addition, there are no known cost-effective alternatives for most high-volume uses. Through the use of effective mining techniques and efficient production processes, we leverage our high-grade salt deposits, which are among the most extensive in the world.
Removed
Summaries of the Ogden facility’s sodium and sodium chloride mineral resources and mineral reserves as of September 30, 2024 and 2023 are shown in Tables 7 and 8, respectively.
Added
Further, many of our Salt segment assets are in locations that are logistically favorable to our core markets. Our strategy for this segment is to focus on driving profitability from every ton we produce through cost efficiency as well as commercial and operational execution.
Removed
Joseph Havasi, who is employed full-time as the Vice President, Natural Resources, of the Company, served as the QP and prepared the estimates of potassium and SOP, magnesium and magnesium chloride, and sodium and sodium chloride mineral resources and mineral reserves at the Ogden facility.
Added
Through our Salt segment, we produce, market and sell salt (sodium chloride) and magnesium chloride in North America and sodium chloride in the UK. Our Salt products include rock salt, mechanically-evaporated salt, solar-evaporated salt, brine magnesium chloride and flake magnesium chloride.
Removed
The material assumptions and information pertaining to the Company’s disclosure of mineral resources and mineral reserves at the Ogden facility are based on the Technical Report Summary with respect to Potassium and SOP, Magnesium and Magnesium Chloride and Salt for the Ogden facility, dated November 29, 2021, as amended on December 14, 2022, with an effective date of September 30, 2021 41 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
Added
We also purchase potassium chloride (“KCl”) and calcium chloride to sell as finished products or to blend with sodium chloride to produce specialty products. Sodium chloride represents the vast 5 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. majority of the products we produce, market and sell.
Removed
(the “Ogden Potassium/Magnesium/Sodium TRS”). This Form 10-K also reflects more recent information obtained from the QP as of September 30, 2024, which supplements and updates information from such TRS. Table 3.
Added
For the fiscal years ended September 30, 2025, September 30, 2024, and September 30, 2023, the Salt segment sales as a percentage of total sales accounted for approximately 82%, 81%, and 84%, respectively, of our sales (see Part II, Item 8, Note 12. Operating Segments of our Consolidated Financial Statements for segment financial information).
Removed
Ogden Facility – Summary of Potassium and SOP Mineral Resources at September 30, 2024 and 2023 September 30, 2024 September 30, 2023 Resource Area Average Potassium Grade (mg/L) (7) Potassium Resources (tons) (1)(2)(4)(5) Cut-Off Grade (mg/L) (6) SOP Resources (tons) (1)(2)(3)(4)(5) Average Potassium Grade (mg/L) (7) Potassium Resources (tons) (1)(2)(4)(5) Cut-Off Grade (mg/L) (6) SOP Resources (tons) (1)(2)(3)(4)(5) Measured Resources Total Measured Resources — — — — — — — — Indicated Resources Great Salt Lake North Arm 7,320 14,135,094 4,000 31,461,892 7,320 14,245,372 4,000 31,707,350 Great Salt Lake South Arm 3,060 26,057,971 1,660 58,000,000 3,060 26,057,971 1,660 58,000,000 Total Indicated Resources 40,193,065 89,461,892 40,303,343 89,707,350 Measured + Indicated Resources Great Salt Lake North Arm 7,320 14,135,094 4,000 31,461,892 7,320 14,245,372 4,000 31,707,350 Great Salt Lake South Arm 3,060 26,057,971 1,660 58,000,000 3,060 26,057,971 1,660 58,000,000 Total Measured + Indicated Resources 40,193,065 89,461,892 40,303,343 89,707,350 Inferred Resources Total Inferred Resources — — — — — — — — (1) Mineral resources are not mineral reserves and do not have demonstrated economic viability.
Added
Our Salt segment products are used in a wide variety of applications, including as a deicer for roadways, consumer and professional use, as an ingredient in chemical production, for water treatment, human and animal nutrition and for a variety of other consumer and industrial uses.
Removed
There is no certainty that all or any part of the mineral resources will be converted into mineral reserves upon application of modifying factors. (2) Mineral resources are reported in situ for the both the north arm and the south arm of the Great Salt Lake.
Added
Historical demand for salt has remained relatively stable during periods of rising prices and through a variety of economic cycles due to its relatively low cost and diverse number of end uses. As a result, our cash flows from our Salt segment are not materially impacted by economic cycles.
Removed
(3) Conversion of potassium to SOP uses a factor of 2.2258 tons of SOP per ton of potassium. (4) Included process recovery is approximately 7.8% based on historical production results. Mining or metallurgical recovery is not applicable for this operation. (5) Based on pricing data described in Section 18.1 of the Ogden Potassium/Magnesium/Sodium TRS.
Added
However, demand for deicing salt products is primarily affected by the number and intensity of snow events and temperatures in our service territories and fluctuations have impacted, and may impact, our cash flows. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Seasonality” for more information on the seasonality of our Salt segment results.
Removed
The pricing data is based on a five-year average (2020 through 2024) of historical sales data for SOP of $659.96 per ton. Sales prices are projected to increase to approximately $8,529 per ton for SOP through year 2161 (the current expected end of mine life).
Added
Salt Industry Overview In our primary markets, we estimate that the consumption of highway deicing rock salt in North America, including rock salt used in chemical manufacturing processes, is approximately 39 million tons per year, assuming average winter weather conditions.
Removed
(6) Estimated cut-off grade of approximately 4,000 milligrams of potassium per liter of brine extracted from the north arm of the Great Salt Lake, and a cut-off grade of 1,660 milligrams of potassium per liter of brine in the south arm of the Great Salt Lake, which ultimately flows into the north arm of the Great Salt Lake.
Added
In the UK, we estimate that the consumption of highway deicing salt is approximately 2 million tons per year, assuming average winter weather conditions.
Removed
The QP assumes that when the north arm of the Great Salt Lake (where the Ogden facility sources its brine) reaches this concentration level, the Ogden facility will halt production of potassium and SOP.
Added
We also estimate that salt consumption in the U.S. has increased at a long-term historical average rate of flat to approximately 1% per year, although there have been recent fluctuations above and below this average driven primarily by winter weather variability. Salt prices vary according to purity, end use and variations in refining and packaging processes.
Removed
(7) Reported potassium concentration for the Great Salt Lake assumes an indicative lake level of 4,194.4 feet in the south arm and 4,193.5 feet in the north arm. 42 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. Table 4.
Added
Management estimates that salt prices in the U.S. have increased at a long-term historical average rate of approximately 3% to 4% per year, although there have been recent fluctuations above and below this average.
Removed
Ogden Facility – Summary of Potassium and SOP Mineral Reserves at September 30, 2024 and 2023 September 30, 2024 September 30, 2023 Reserve Area Average Potassium Grade (mg/L) (7) Potassium Reserves (tons) (1)(2)(4)(5) Cut-Off Grade (mg/L) (6) SOP Reserves (tons) (1)(2)(3)(4)(5) Average Potassium Grade (mg/L) (7) Potassium Reserves (tons) (1)(2)(4)(5) Cut-Off Grade (mg/L) (6) SOP Reserves (tons) (1)(2)(3)(4)(5) Proven Reserves Total Proven Reserves — — — — — — — — Probable Reserves Great Salt Lake North Arm 7,320 20,243,615 4,000 45,058,239 7,320 20,345,292 4,000 45,284,552 Great Salt Lake South Arm — — — — — — — — Total Probable Reserves 7,320 20,243,615 4,000 45,058,239 7,320 20,345,292 4,000 45,284,552 Total Reserves Great Salt Lake North Arm 7,320 20,243,615 4,000 45,058,239 7,320 20,345,292 4,000 45,284,552 Great Salt Lake South Arm — — — — — — — — Total Reserves 7,320 20,243,615 4,000 45,058,239 7,320 20,345,292 4,000 45,284,552 (1) Mineral reserves are as recovered, saleable product.
Added
Due to salt’s relatively low production cost, transportation and handling costs tend to be a significant component of the total delivered cost, which makes logistics management and customer service key competitive factors in the industry. The high relative cost associated with transportation of salt tends to favor producers located nearest to customers.
Removed
(2) Annual production rates for SOP are assumed to be 320,000 tons per year, relating to a depletion of 145,833 tons of potassium per year. Based on the QP’s reserve model, the life of mine is estimated to be 138 years. (3) Conversion of potassium to SOP uses a factor of 2.2258 tons of SOP per ton of potassium.
Added
Products and Sales We sell our Salt segment products through our highway deicing product line (which includes brine magnesium chloride as well as rock salt treated with this mineral) and our consumer and industrial product line (which includes salt as well as products containing magnesium chloride and calcium chloride in both pure form and blended with salt).
Removed
(4) Included process recovery is approximately 7.8% based on historical production results. Mining or metallurgical recovery is not applicable for this operation. (5) Based on pricing data described in Section 18.1 of the Ogden Potassium/Magnesium/Sodium TRS. The pricing data is based on a five-year average (2020 through 2024) of historical sales data for SOP of $659.96 per ton.
Added
Highway deicing, including salt sold to chemical customers, constituted 63% of our fiscal 2025 Salt segment sales. Our principal customers are states, provinces, counties, municipalities and road maintenance contractors that purchase bulk deicing salt, both treated and untreated, for ice control on public roadways.
Removed
Sales prices are projected to increase to approximately $8,529 per ton for SOP through year 2161 (the current expected end of mine life).
Added
Highway deicing salt in North America is sold primarily through an annual tendered bid contract process with governmental entities, as well as through multi-year contracts. Price, product quality and delivery capabilities are the primary competitive market factors. Some sales also occur through negotiated sales contracts with customers, particularly in the UK.
Removed
(6) Estimated cut-off grade of approximately 4,000 milligrams of potassium per liter of brine extracted from the north arm of Great Salt Lake, and a cut-off grade of 1,660 milligrams of potassium per liter of brine in the south arm of the Great Salt Lake, which ultimately flows into the north arm of the Great Salt Lake.
Added
Since transportation costs are a relatively large portion of the delivered cost of our products to customers, locations of salt sources and distribution networks also play a significant role in the ability of suppliers to cost-effectively serve customers. We have an extensive network of approximately 80 depots for storage and distribution of highway deicing salt in North America.
Removed
The QP assumes that when the north arm of the Great Salt Lake (where the Ogden facility sources its brine) reaches this concentration level, the Ogden facility will halt production of potassium and SOP.
Added
The majority of these depots are located on the Great Lakes and the Mississippi River and Ohio River systems. Deicing salt product from our Ogden facility supplies customers in the Western and upper Midwest regions of the U.S.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

85 edited+12 added−23 removed150 unchanged
Biggest changeThese factors and assumptions include: • geologic and mining conditions, including our ability to access certain mineral deposits as a result of the nature of the geologic formations of our salt mines or other factors, which may not be fully identified by available exploration data and may differ from our experience in areas we currently mine; 15 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. • demand for our minerals; • current and future market prices for our minerals, contractual arrangements, operating costs and capital expenditures; • taxes and development and reclamation costs; • mining technology and processing improvements; • the effects of legislation or interpretations thereof, or regulation by governmental agencies; • the ability to obtain, maintain and renew all required permits; • employee health and safety; • historical production from the area compared with production from other producing areas; and • our ability to convert all or any part of our resources to economically extractable mineral reserves.
Biggest changeThese factors and assumptions include: • geologic and mining conditions, including our ability to access certain mineral deposits as a result of the nature of the geologic formations of our salt mines or other factors, which may not be fully identified by available exploration data and may differ from our experience in areas we currently mine; • demand for our minerals; • current and future market prices for our minerals, contractual arrangements, operating costs and capital expenditures; • taxes and development and reclamation costs; • mining technology and processing improvements; • the effects of legislation or interpretations thereof, or regulation by governmental agencies; • the ability to obtain, maintain and renew all required permits; • employee health and safety; • historical production from the area compared with production from other producing areas; • the indigenous interest and rights of the First Nation organization in the provinces of Saskatchewan, Ontario and Nova Scotia, and the related consultation requirements applicable to us in these provinces with First Nation, which may impact our ability to obtain permits, lease extensions, mine and conduct our business; and • our ability to convert all or any part of our resources to economically extractable mineral reserves.
The description of the material weaknesses that were determined to exist as of September 30, 2023 and 2024 is included under Part II Item 9A of this Form 10-K.
The description of the material weaknesses that were determined to exist as of September 30, 2024 and September 30, 2023 is included under Part II Item 9A of this Form 10-K.
Scientists have proposed that the impacts of climate change could include changes in rainfall patterns, water shortages, changing sea levels, changes to the water levels of lakes and other bodies of water, changing storm patterns and intensities and changing temperature levels. These changes could be severe and vary by geographic location.
Scientists have proposed that the physical impacts of climate change could include changes in rainfall patterns, water shortages, changing sea levels, changes to the water levels of lakes and other bodies of water, changing storm patterns and intensities and changing temperature levels. These changes could be severe and vary by geographic location.
We may fail to integrate acquired businesses in a timely and efficient manner. The integration process could result in the loss of key employees, higher than expected costs, ongoing diversion of management attention from other strategic opportunities or operational matters, the disruption of our ongoing businesses or increased risk that our internal controls are found to be ineffective.
We may fail to integrate acquired businesses in a timely and efficient manner. The integration process could result in the loss of key employees, higher than expected costs, ongoing diversion of management attention from other strategic opportunities or operational matters, the disruption of our ongoing businesses or increased risk that our internal controls are found to be ineffective. ITEM 1B.
For example, our customers use our food-grade salt products in food items they produce, such as cheese and bread, which could be subject to a product recall if our products are contaminated or adulterated. For example, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations— Product Recall ” .
For example, our customers use our food-grade salt products in food items they produce, such as cheese and bread, which could be subject to a product recall if our products are contaminated or adulterated. For example, see Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Product Recall”.
For example, when the Mississippi river floods significantly or if water levels are significantly reduced by severe drought conditions (as they were in 2023), barges may be unable to traverse the river system and we may be prevented from timely delivering our salt products to our depots and customers, which could increase costs to deliver our products and adversely impact our ability to fulfill our contracts, resulting in significant contractual penalties and loss of customers.
For example, when the Mississippi river floods significantly or if water levels are significantly reduced by severe drought conditions (as they were in 2023), barges may be unable to traverse the river system and we may be prevented from delivering our salt products to our depots and customers on a timely basis, which could increase costs to deliver our products and adversely impact our ability to fulfill our contracts, resulting in significant contractual penalties and loss of customers.
Competition, Sales and Pricing Risks The demand for our products is seasonal. The demand for our salt, plant nutrition and fire retardant products is seasonal, and the degree of seasonality can change significantly from year to year due to weather conditions, including the number of snow events, rainfall, drought and other factors. Our salt deicing business is seasonal.
Competition, Sales and Pricing Risks The demand for our products is seasonal. The demand for our salt and plant nutrition products is seasonal, and the degree of seasonality can change significantly from year to year due to weather conditions, including the number of snow events, rainfall, drought and other factors. Our salt deicing business is seasonal.
For example, on October 21, 2022 we and certain of our former officers, were named as defendants in a putative securities class action lawsuit filed in the United 21 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. States District Court for the District of Kansas, alleging that we and such officers made misleading statements damaging shareholders.
For example, on October 21, 2022 we 23 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. and certain of our former officers, were named as defendants in a putative securities class action lawsuit filed in the United States District Court for the District of Kansas, alleging that we and such officers made misleading statements damaging shareholders.
For example, our two North American salt mines together constituted approximately 70% of our salt production capacity as of September 30, 2024, and supply most of the salt sold by our North American highway deicing business and significant portions of the salt sold by our consumer and industrial business.
For example, our two North American salt mines together constituted approximately 70% of our salt production capacity as of September 30, 2025, and supply most of the salt sold by our North American highway deicing business and significant portions of the salt sold by our consumer and industrial business.
This could adversely impact our ability to fulfill our contracts, resulting in significant contractual penalties and loss of customers. The results of our operations are dependent on and vary due to weather conditions. Additionally, adverse weather conditions or significant changes in weather patterns could adversely affect us.
This could adversely impact our ability to fulfill our contracts, resulting in significant contractual penalties and loss of customers. The results of our operations are dependent on and vary due to weather conditions and lake level fluctuations. Additionally, adverse weather conditions or significant changes in weather patterns could adversely affect us.
Our international operations and sales are subject to numerous risks and uncertainties, including: • economic developments including changes in currency exchange rates, inflation risks, exchange controls, tariffs, economic sanctions, other trade protection measures and import or export licensing requirements; • difficulties and costs associated with complying with laws, treaties and regulations, including tax, labor and data privacy laws, treaties and regulations, and changes to laws, treaties and regulations; • restrictions on our ability to own or operate subsidiaries, make investments or acquire new businesses; • restrictions on our ability to repatriate earnings from our non-U.S. subsidiaries to the U.S. or the imposition of withholding taxes on remittances and other payments by our subsidiaries; • political developments, government deadlock, political instability, political activism, terrorist activities, civil unrest and international conflicts (including impacts from the current war in Ukraine); and • uncertain and varying enforcement of laws and regulations and weak protection of intellectual property rights.
Our international operations and sales are subject to numerous risks and uncertainties, including: • economic developments including changes in currency exchange rates, inflation risks, exchange controls, tariffs, economic sanctions, other trade protection measures and import or export licensing requirements; • difficulties and costs associated with complying with laws, treaties and regulations, including tax, labor and data privacy laws, treaties and regulations, and changes to laws, treaties and regulations; • restrictions on our ability to own or operate subsidiaries, make investments or acquire new businesses; • restrictions on our ability to repatriate earnings from our non-U.S. subsidiaries to the U.S. or the imposition of withholding taxes on remittances and other payments by our subsidiaries; • political developments, government deadlock, political instability, political activism, terrorist activities, civil unrest and international conflicts; • uncertain and varying enforcement of laws and regulations and weak protection of intellectual property rights; and • risks relating to epidemics and pandemics and effects therefrom.
Our indebtedness could: • require us to agree to less favorable terms, including higher interest rates, in order to incur additional debt, and otherwise limit our ability to borrow additional money or sell our stock to fund our working capital, capital expenditures and debt service requirements; • impact our ability to implement our business strategy and limit our flexibility in planning for, or reacting to, changes in our business as well as changes to economic, regulatory or other competitive conditions; 16 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. • place us at a competitive disadvantage compared to our competitors with greater financial resources; • make us more vulnerable to a downturn in our business or the economy; • require us to dedicate a substantial portion of our cash flow from operations to the repayment of our indebtedness, thereby reducing the availability of our cash flow for other purposes; • restrict us from making strategic acquisitions or cause us to make non-strategic divestitures; and • materially and adversely affect our business and financial condition if we are unable to meet our debt service requirements or obtain additional financing.
Our indebtedness could: • require us to agree to less favorable terms, including higher interest rates, in order to incur additional debt, and otherwise limit our ability to borrow additional money or sell our stock to fund our working capital, capital expenditures and debt service requirements; • impact our ability to implement our business strategy and limit our flexibility in planning for, or reacting to, changes in our business as well as changes to economic, regulatory or other competitive conditions; • place us at a competitive disadvantage compared to our competitors with greater financial resources; • make us more vulnerable to a downturn in our business or the economy; • require us to dedicate a substantial portion of our cash flow from operations to the repayment of our indebtedness, thereby reducing the availability of our cash flow for other purposes; • restrict us from making strategic acquisitions or cause us to make non-strategic divestitures; and • materially and adversely affect our business and financial condition if we are unable to meet our debt service requirements or obtain additional financing.
Any disruption of operations at one of these facilities could significantly affect production of our products, distribution of our products or our ability to fulfill our contractual obligations, which could damage our customer relationships. 14 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
Any disruption of operations at one of these facilities could significantly affect production of our products, distribution of our products or our ability to fulfill our contractual obligations, which could damage our customer relationships. 15 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
We may be impacted by the Voluntary Agreement with the Utah Division of FFSL, which outlines brine withdrawal caps based on annual lake elevation, discussed further in Item 1. “ Business — Environmental, Health and Safety Matters and Other Regulatory Matters ” . Furthermore, many of our facilities are located on land leased from governmental authorities or third parties.
We may be impacted by the Voluntary Agreement we entered into with the Utah Division of FFSL, which outlines brine withdrawal caps based on annual lake elevation, discussed further in Item 1, “Business—Environmental, Health and Safety Matters and Other Regulatory Matters”. Furthermore, many of our facilities are located on land leased from governmental authorities or third parties.
ITEM 1A. RISK FACTORS We are subject to a number of risks which could have a material adverse effect on our business, financial condition, results of operations and the value of our securities. You should carefully consider the following risks and all of the information set forth in this report.
ITEM 1A. RISK FACTORS We are subject to a number of risks that could have a material adverse effect on our business, financial condition, results of operations and the value of our securities. You should carefully consider the following risks and all of the information set forth in this Form 10-K.
We rely on computer systems, information technology and operations technology to conduct our business, including cash management, order entry, invoicing, plant operations, vendor payments, employee salaries and recordkeeping, inventory and asset management, shipping of products, and communication with employees and customers.
We rely on computer systems, information technology and operations technology to conduct our business, including cash management, order entry, invoicing, plant operations, vendor payments, recordkeeping of payroll and human resource information, inventory and asset management, shipping of products, and communication with employees and customers.
Our agreements governing our indebtedness contain covenants that limit our ability to: • incur additional indebtedness or contingent obligations or grant liens; • pay dividends or make distributions to our stockholders; • repurchase or redeem our stock; • make investments or dispose of assets; • prepay, or amend the terms of, certain junior indebtedness; • engage in sale and leaseback transactions; • make changes to our organizational documents or fiscal periods; • create or permit certain liens on our assets; • create or permit restrictions on the ability of certain subsidiaries to make certain intercompany dividends, investments or asset transfers; • enter into new lines of business; • enter into transactions with our stockholders and affiliates; and • acquire the assets of, or merge or consolidate with, other companies.
Our agreements governing our indebtedness contain covenants that limit our ability to: • incur additional indebtedness or contingent obligations or grant liens; • pay dividends or make distributions to our stockholders; • repurchase or redeem our stock; • make investments or dispose of assets; • prepay, or amend the terms of, certain junior indebtedness; • engage in sale and leaseback transactions; • make changes to our organizational documents or fiscal periods; • create or permit certain liens on our assets; • create or permit restrictions on the ability of certain subsidiaries to make certain intercompany dividends, investments or asset transfers; • enter into new lines of business; • enter into transactions with our stockholders and affiliates; and • acquire the assets of, or merge or consolidate with, other companies. 21 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
A lack of available credit to customers, due to global or local economic conditions or for other reasons, could adversely affect demand for our products and the sales of our products. We extend trade credit to our customers in the U.S. and throughout the world, in some cases for extended periods of time.
A lack of available credit to customers, due to global or local economic conditions or for other reasons, could adversely affect demand for, and sales of, our products. We extend trade credit to our customers primarily in the U.S., UK, Mexico and Canada, in some cases for extended periods of time.
Lake level fluctuations and other factors, including state or federal actions to manage the salinity of the Great Salt Lake, could alter north arm lake levels and may disrupt our evaporation production cycle, impact our access to ambient lake brine in the Great Salt Lake or increase our related capital expenditures and production costs.
Other factors such as state or federal actions to manage the salinity of the Great Salt Lake could also alter north arm lake levels and disrupt our evaporation production cycle, impact our access to ambient lake brine in the Great Salt Lake or increase our related capital expenditures and production costs.
Risks associated with our international operations and sales and changes in economic and political environments could adversely affect our business and earnings. We have significant operations in Canada and the U.K. Our fiscal 2024 sales outside the U.S. were 26% of our total fiscal 2024 sales.
Risks associated with our international operations and sales and changes in economic and political environments could adversely affect our business and earnings. We have significant operations in Canada and the UK. Our fiscal 2025 sales outside the U.S. were 30% of our total fiscal 2025 sales.
Weather conditions can also lead to a reduction in farmable acres, flooding, drought or wildfires, which could also adversely impact the number of acres planted, growers’ crop yields and the uptake of plant nutrients, reducing the need for application of plant nutrition products for the next planting season, which could result in lower demand for our SOP products and impact sale prices.
Weather conditions can also lead to a reduction in farmable acres due to flooding, drought or wildfires, reducing the need for application of plant nutrition products for the next planting season, which could result in lower demand for our SOP products and impact sale prices.
Our profitability is impacted by the price and availability of natural gas and electricity we purchase from third parties. Natural gas is a primary energy source used in the mechanically evaporated salt production process.
Energy costs, primarily natural gas, electricity, and diesel represent a substantial part of our total production costs. Our profitability is impacted by the price and availability of natural gas, electricity, and diesel we purchase from third parties. Natural gas is a primary energy source used in the mechanically evaporated salt production process.
We would be in default under our credit agreement if our net leverage ratio exceeds 6.5x as of the last day of any quarter through the fiscal quarter ended September 30, 2025, gradually stepping down to 4.5x for the fiscal quarter ended December 31, 2026 and thereafter.
We would be in default under our credit agreement if our consolidated first lien net leverage ratio exceeds 2.75x as of the last day of any quarter through the fiscal quarter ended September 30, 2025, stepping down to 2.5x for the fiscal quarter ended December 31, 2025 and thereafter.
Demand for fire retardant products is also seasonal, being highest in summer months. If seasonal demand is greater than we expect, or we experience increased costs and product shortages, and our customers may turn to our competitors for products that they would otherwise have purchased from us.
If seasonal demand is greater than we expect, or we experience increased costs and product shortages, our customers may turn to our competitors for products that they would otherwise have purchased from us.
Intellectual property rights, including patents, trademarks, and trade secrets, are a valuable aspect of our business. We attempt to protect our intellectual property rights primarily through a combination of patent, trademark, and trade secret protection.
Our intellectual property may be misappropriated or subject to claims of infringement. Intellectual property rights, including patents, trademarks, and trade secrets, are a valuable aspect of our business. We attempt to protect our intellectual property rights primarily through a combination of patent, trademark, and trade secret protection.
The agricultural sector can be affected by a number of factors, including weather conditions, field conditions (particularly during periods of traditionally high plant nutrition application), government policies, tariffs and import and export markets.
Conditions in the North American agricultural sectors can significantly impact our plant nutrition business. The agricultural sector can be affected by a number of factors, including weather conditions, field conditions (particularly during periods of traditionally high plant nutrition application), government policies, tariffs and import and export markets.
Certain agreements governing our indebtedness contain limitations on our ability to pay dividends (including regular annual dividends), as described under “— The agreements governing our indebtedness impose restrictions that may limit our ability to operate our business or require accelerated debt payments .” We cannot provide assurances that the agreements governing our current and future indebtedness will permit us to pay dividends on our common stock. 18 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
Certain agreements governing our indebtedness contain limitations on our ability to pay dividends (including regular annual dividends), as described under “— The agreements governing our indebtedness impose restrictions that may limit our ability to operate our business or require accelerated debt payments .” We cannot provide assurances that the agreements governing our current and future indebtedness will permit us to pay dividends on our common stock.
Canadian provincial tax authorities have challenged our tax positions and assessed additional taxes on us, which are described in Part II, Item 8, Note 10 to our Consolidated Financial Statements. These tax assessments and future tax assessments could be material if the disputes are not resolved in our favor.
A Canadian provincial tax authority has challenged our tax positions and assessed additional taxes and interest on us, which are described in Part II, Item 8, Note 8. Income Taxes of our Consolidated Financial Statements. These tax assessments and future tax assessments could be material if the disputes are not resolved in our favor.
For further discussion of pending litigation and governmental proceedings and investigations, see Part II, Item 8, Note 10 and Note 13 to our Consolidated Financial Statements. We are subject to EHS laws and regulations which could become more stringent and adversely affect our business.
For further discussion of pending litigation and governmental proceedings and investigations, see Part II, Item 8, Note 8. Income Taxes, Note 11. Commitments and Contingencies, and Note 18. Subsequent Event of our Consolidated Financial Statements. We are subject to EHS laws and regulations which could become more stringent and adversely affect our business.
For example, unexpected geological conditions could lead to 13 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. significant water inflows and flooding at any of our underground mines, which could result in a mine shutdown, serious injuries, loss of life, increased operational costs, production delays, damage to our mineral deposits and equipment damage.
For example, unexpected geological conditions could lead to significant water inflows and flooding at any of our underground mines, which could result in a mine shutdown, serious injuries, loss of life, increased operational costs, production delays, damage to our mineral deposits and equipment damage.
Similarly, conditions in the Salt sector can significantly impact our Salt segment. These conditions include weather conditions as well as import and export markets. Supply and demand imbalances can be caused by a number of factors, including weather conditions, operating rates, transportation costs and global trade.
Similarly, conditions in the Salt sector can significantly impact our Salt segment. These conditions include weather conditions as well as import and export markets. Supply and demand imbalances can be caused by a number of factors, including weather conditions, operating rates, transportation costs and global trade. 20 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
An inability to attract, develop and retain personnel with the necessary skills and experience could result in decreased productivity and efficiency, higher costs, the use of less-qualified personnel and reputational harm, which may have a material adverse effect on our performance.
An inability to attract, develop and retain personnel with the necessary skills and experience could result in decreased productivity and efficiency, higher costs, the use of less-qualified personnel and reputational harm, which may have a material adverse effect on our performance. 26 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
Our effective tax rate, tax expense and cash flows could also be adversely affected by changes in tax laws. We are also subject to audits in various jurisdictions and may be assessed additional taxes as a consequence of an audit.
Our effective tax rate could also be adversely affected by changes in the valuation of deferred tax assets and liabilities. We are also subject to audits in various jurisdictions and may be assessed additional taxes as a consequence of an audit.
Climate change could also lead to disruptions in the production or distribution of our products due to major storm events or prolonged adverse conditions, changing temperature levels, lake or river level fluctuations or flooding from sea level changes. See “— The results of our operations are dependent on and vary due to weather conditions.
Climate change could also lead to disruptions in the production or distribution of our products due to major storm events or prolonged adverse conditions, changing temperature levels, lake or river level fluctuations or flooding from sea level changes.
The credit agreement governing our senior secured credit facilities also requires us to maintain financial ratios, including an interest coverage ratio and a total leverage ratio, which we may be unable to maintain. As of September 30, 2024, our total net leverage ratio (as calculated under the terms of our credit agreement) was 4.89x.
The credit agreement governing our senior secured credit facilities also requires us to maintain financial ratios, including a consolidated interest coverage ratio and a consolidated first lien net leverage ratio, which we may be unable to maintain. As of September 30, 2025, our consolidated first lien net leverage ratio (as calculated under the terms of our credit agreement) was 0.01x.
The reserve and resource estimates as to both quantity and quality are updated on a routine basis to reflect, among other matters, production of minerals from our mining properties and new mining or other data received.
The reserve and resource estimates as to both quantity and quality are updated on a routine basis to reflect, among other matters, production of minerals from our mining properties and new mining or other data received. 16 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
In certain cases, we also source raw materials from a sole supplier and cannot guarantee that any supplier will be able to meet our requirements and any changes in their operations, including prolonged outages, could have a material adverse effect on our business.
In certain cases, we also source raw materials from a sole 17 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. supplier and cannot guarantee that any supplier will be able to meet our requirements and any changes in their operations, including prolonged outages, could have a material adverse effect on our business.
Customers are more likely to decrease purchases and application rates when they expect declining agricultural economics or relatively high plant nutrient costs, other input costs or elevated soil nutrient levels. This variability can materially impact our prices and volumes sold.
Customers are more likely to decrease purchases and application rates when they expect declining agricultural economics or relatively high plant nutrient costs, other input costs or elevated soil nutrient levels. This variability can materially impact our prices and volumes sold. 18 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
Some of our competitors may have greater financial and other resources than we do or are more 19 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. diversified, making them less vulnerable to industry downturns and better positioned to pursue new expansion and development opportunities.
Some of our competitors may have greater financial and other resources than we do or are more diversified, making them less vulnerable to industry downturns and better positioned to pursue new expansion and development opportunities.
In addition, the loss of our key employees who have in-depth knowledge of our mining, manufacturing, engineering or research and development processes could lead to increased competition to the extent that those employees are hired by a competitor and are able to recreate our processes or share our confidential information. 24 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
In addition, the loss of our key employees who have in-depth knowledge of our mining, manufacturing, engineering processes could lead to increased competition to the extent that those employees are hired by a competitor and are able to recreate our processes or share our confidential information.
Failure to comply with applicable laws, regulations or treaties or to comply with any of contracts we have with governmental entities could preclude us from conducting business with governmental entities and lead to penalties, injunctions, civil remedies or fines.
Failure to comply with applicable laws, regulations or treaties or to comply with any of contracts we have with governmental entities could preclude us from conducting business with governmental entities and lead to penalties, injunctions, civil remedies or fines. We may face significant product liability claims and product recalls, which could harm our business and reputation.
Our effective tax rate could be adversely affected by changes in the mix of earnings in countries with differing statutory tax rates, changes in the valuation of deferred tax assets and liabilities and the discovery of new information in the course of our tax return preparation process.
Our effective tax rate, tax expense, and cash flows could be adversely affected by changes in the mix of earnings in jurisdictions with differing statutory tax rates, changes in the tax laws and regulations and the discovery of new information in the course of our tax return preparation process.
In connection with our dispute of tax assessments made by Canadian provincial tax authorities (described in more detail in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Investments, Liquidity and Capital Resources” and Part II, Item 8, Note 10 of our Consolidated Financial Statements), we are required to post and maintain financial performance bonds.
In connection with our dispute of tax assessments made by Canadian provincial tax authorities (described in more detail in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Investments, Liquidity and Capital Resources”, and Part II, Item 8, Note 8. Income Taxes and Note 18.
Additionally, a significant product liability case, product recall or failure to meet product specifications could result in adverse publicity, harm to our brand and reputation and significant costs, which could have a material adverse effect on our business and financial performance. Our intellectual property may be misappropriated or subject to claims of infringement.
Additionally, a significant product liability case, product recall or failure to meet product specifications could result in adverse publicity, harm to our brand and reputation and significant costs, which could have a material adverse effect on our business and financial performance. Our insurance coverage may be insufficient to cover all losses related to product liability claims and product recalls.
Changes in competitors’ production, geographic or marketing focus could have a material impact on our business. We face global competition from new and existing competitors who have entered or may enter the markets in which we sell, particularly in our plant nutrition business.
We face global competition from new and existing competitors who have entered or may enter the markets in which we sell, particularly in our plant nutrition business.
If our lenders were to require immediate repayment, we may need to obtain new financing to be able to repay them immediately, which may not be available or, if available, may not be available on commercially reasonable or satisfactory terms.
If our lenders were to require immediate repayment, we may need to obtain new financing to be able to repay them immediately, which may not be available or, if available, may not be available on commercially reasonable or satisfactory terms. Under these circumstances, we might not have sufficient funds or other resources to satisfy all of our obligations.
We cannot predict how these or other laws or their interpretation, administration and enforcement will change over time. There can be no assurance that our employees, contractors, agents, distributors, customers, payment parties or third parties working on our behalf will not take actions in violation of these laws.
There can be no assurance that our employees, contractors, agents, distributors, customers, payment parties or third parties working on our behalf will not take actions in violation of these laws.
Additionally, adverse weather conditions or significant changes in weather patterns could adversely affect us. ” for more information. In addition, legislative and regulatory measures to address climate change and greenhouse gas emissions (including carbon or emissions taxes) have been enacted and are also in various phases of consideration at both the state and federal level, as well as internationally.
In addition, transition risks could include legislative and regulatory measures to address climate change and greenhouse gas emissions (including carbon or emissions taxes) have been enacted and are also in various phases of consideration at both the state and federal level, as well as internationally.
We may not have acquisition or investment opportunities because we may not identify suitable businesses to acquire or invest in, we compete with other potential buyers and investors, we may not have or be able to obtain suitable financing for an acquisition or investment and we may be hindered by competition and regulatory laws.
We may not have acquisition or investment opportunities because we are not able to identify suitable businesses to acquire or invest in, competition with other potential buyers and investors, an inability to obtain suitable financing for an acquisition or investment and restrictions under competition and regulatory laws. If we cannot make acquisitions or investments, our business growth may be limited.
These risks have also impacted, and may in the future impact the third parties on which we rely, and security measures employed by these third parties may also prove to be ineffective at countering threats.
Remote working environments may be less secure and more susceptible to hacking attacks, including phishing and other social engineering attempts. These risks have also impacted, and may in the future impact the third parties on which we rely, and security measures employed by these third parties may also prove to be ineffective at countering threats.
We could be adversely affected by the adoption of global minimum taxes as countries implement the Organization for Economic Co-operation and Development’s (“OECD”) Pillar II regime.
We could be adversely affected by the adoption of global minimum taxes as countries implement the Organization for Economic Co-operation and Development’s (“OECD”) Pillar II regime or the side-by-side global minimum tax framework conceptually agreed to amongst the G-7 countries in late June 2025.
The final determination of any tax audits and litigation may take several years and be materially different from our historical income tax provisions and accruals in our consolidated financial statements.
Although we believe our tax estimates and calculations are reasonable, they have been challenged by taxing authorities in the past. The final determination of any tax audits and litigation may take several years and be materially different from our historical income tax provisions and accruals in our consolidated financial statements.
However, a significant increase in the price of diesel fuel that is not passed through to our customers could materially increase our costs and adversely affect our financial results. Significant transportation costs relative to the cost of certain of our products, including our salt products, limit our ability to increase our market share or serve new markets.
However, a significant increase in the price of diesel fuel that is not passed through to our customers could materially increase our costs and adversely affect our financial results.
Our production processes rely on the consumption of natural gas, electricity and certain other raw materials. A significant interruption in the supply or an increase in the price of any of these could adversely affect our business. Energy costs, primarily natural gas and electricity, represent a substantial part of our total production costs.
Ultimately, they could adversely affect our financial condition, operating results and long-term strategic objectives. Our production processes rely on the consumption of natural gas, electricity, diesel, and certain other raw materials. A significant interruption in the supply or an increase in the price of any of these could adversely affect our business.
Similar factors could negatively impact the lake level and concentration of sulfates at the Big Quill Lake, impacting the operations at our Wynyard, Saskatchewan, Canada, facility.
Similar factors could negatively impact the lake level and concentration of sulfates at the Big Quill Lake, impacting the operations at our Wynyard, Saskatchewan, Canada, facility, and potentially leading to decreased production levels, increased operating costs and significant additional capital expenditures.
The high relative cost of transportation favors producers whose mines or facilities are located near the customers they serve. We contract (directly and, from time to time, through third parties) bulk shipping vessels, barges, trucking and rail services to move our products from our production facilities to distribution outlets and customers.
We contract (directly and, from time to time, through third parties) bulk shipping vessels, barges, trucking and rail services to move our products from our production facilities to distribution outlets and customers.
We are also involved periodically in other reviews, inquiries, investigations and other proceedings initiated by or involving government agencies (including litigation brought by Canadian provincial tax authorities as described in Part II, Item 8, Note 10 to our Consolidated Financial Statements), some of which may result in adverse judgments, settlements, fines, penalties, injunctions or other relief.
We are also involved periodically in other reviews, inquiries, investigations and other proceedings initiated by or involving government agencies (including litigation brought by Canadian provincial tax authorities as described in Part II, Item 8, Note 8. Income Taxes and Note 18.
Geological conditions could lead to a mine shutdown, increased costs, production delays and product quality issues, which could adversely affect results of our operations. Our salt mining operations involve complex processes, which are affected by the mineralogy of the mineral deposits and structural geologic conditions and are subject to related risks.
Our salt mining operations involve complex processes, which are affected by the mineralogy of the mineral deposits and structural geologic conditions and are subject to related risks.
We use natural gas derivatives to hedge some of our financial exposure to the price volatility of natural gas.
We do not have arrangements in place with back-up suppliers. We use natural gas derivatives to hedge some of our financial exposure to the price volatility of natural gas.
Financial Risks Our indebtedness and any inability to pay our indebtedness could adversely affect our business and financial condition. We have a significant amount of indebtedness and may incur additional debt in the future.
Financial Risks Our indebtedness and any inability to pay our indebtedness could adversely affect our business and financial condition. We have a significant amount of indebtedness and may incur additional debt in the future. As of September 30, 2025, we had $845.8 million of outstanding indebtedness, which are further described in Part II, Item 8, Note 10.
For example, the development of substitutes for our plant nutrition products that can more efficiently mix with other agricultural inputs or have more efficient application methods may impact the demand for our products. Many of our products, including sodium chloride, magnesium chloride and SOP, have historically been characterized by a slow pace of technological advances.
The demand for our products may be adversely affected by technological advances or the development of new or less costly competing products. For example, the development of substitutes for our plant nutrition products that can more efficiently mix with other agricultural inputs or have more efficient application methods may impact the demand for our products.
Our success depends, to a significant extent, on successful implementation of our business strategies, including our cost savings initiatives, our continuous improvement initiatives, the successful commercialization of Fortress North America’s fire retardants, and any other strategies described in the “Business” section of this report.
Strategic and Other Business Risks We may not successfully implement our strategies. Our success depends, to a significant extent, on successful implementation of our business strategies, including our back-to-basics strategy, cost savings initiatives, our continuous improvement initiatives, and any other strategies described in the “Business” section of this Form 10-K.
Sustained inflation could result in higher costs for transportation, energy, materials, supplies and labor. Our efforts to recover inflation-based cost increases from our customers may be hampered as a result of the structure of our contracts and the contract bidding process as well as the competitive industries, economic conditions and countries in which we operate.
Sustained inflation could result in higher costs for transportation, energy, materials, supplies and labor. Our ability to recover inflation-driven cost increases may be constrained by the terms of our contracts, the competitive nature of the bidding process, and the economic and industry conditions prevailing in the markets where we operate.
However, the extent and costs of any environmental investigation, asset retirement obligation or remediation activities are inherently uncertain and difficult to estimate and could exceed our expectations, which could materially affect our financial condition and operating results. Additionally, we previously sold a portion of our U.K. salt mine to a third party, which operates a waste management business.
However, the extent and costs of any environmental investigation, asset retirement obligation or remediation activities are inherently uncertain and difficult to estimate and could exceed our expectations, which could materially affect our financial condition and operating results. 24 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
If the value of these stock awards does not appreciate as measured by our common stock price, performance conditions in these awards are not met or if our stock-based compensation otherwise ceases to be viewed as a valuable benefit, our ability to attract, retain and motivate personnel could be weakened, which could harm our business.
If our Total Rewards compensation package ceases to be viewed as competitive, for example, the value of long-term awards declines in value as measured by our common stock price, our ability to attract, retain and motivate personnel could be weakened, which could harm our business.
In these types of matters, it is inherently difficult to determine whether any loss is probable or whether it is possible to estimate the amount of any reasonably possible loss.
Subsequent Event of our Consolidated Financial Statements), some of which may result in adverse judgments, settlements, fines, penalties, injunctions or other relief. In these types of matters, it is inherently difficult to determine whether any loss is probable or whether it is possible to estimate the amount of any reasonably possible loss.
These hazardous activities pose significant management challenges and could result in loss of life, a mine shutdown, damage to or destruction of our properties and surrounding properties, production facilities or equipment, production delays or business interruption. Our insurance coverage may be insufficient to cover all losses or claims associated with our operations, including these operational risks.
These hazardous activities pose significant management challenges and could result in loss of life, a mine shutdown, damage to or destruction of our properties and surrounding properties, production facilities or equipment, production delays or business 14 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. interruption.
In the ordinary course of our business, there are many transactions and calculations that could be challenged by taxing authorities. This includes the values charged on the transfer of products between our subsidiaries. Although we believe our tax estimates and calculations are reasonable, they have been challenged by taxing authorities in the past.
Also see Part II, Item 8, Note 18. Subsequent Event for discussion of subsequent event concerning settlement of tax dispute for 2002-2018. In the ordinary course of our business, there are many transactions and calculations that could be challenged by taxing authorities. This includes the values charged on the transfer of products between our subsidiaries.
Accordingly, substantial inflation may result in a material adverse impact on our costs, profitability and financial results. Increasing costs or a lack of availability of transportation services could have an adverse effect on our ability to deliver products at competitive prices. Transportation and handling costs are a significant component of our total delivered product cost, particularly for our salt products.
Significant inflation presents a risk of materially increasing our costs and adversely impacting our profitability and overall financial performance. Increasing costs or a lack of availability of transportation services could have an adverse effect on our ability to deliver products at competitive prices.
To date, none have resulted in any material adverse impact to our business or operations. While we have programs, policies and procedures in place to identify, prevent and detect any unauthorized access, this does not guarantee that we will be able to detect or prevent unauthorized access to our computer systems.
While we have programs, policies and procedures in place to identify, prevent and detect any unauthorized access, this does not guarantee that we will be able to detect or prevent unauthorized access to our computer systems. In addition, remote work arrangements for our employees could strain our technology resources and introduce operational risks, including heightened cybersecurity risk.
Similarly, the use and application of our animal feed and plant nutrition products could result in a product recall if it were alleged that they were contaminated. If our fire retardant products fail to provide the intended protection, they could be subject to a product recall or subject us to liability.
Similarly, the use and application of our animal feed and plant nutrition products could result in a product recall if it were alleged that they were contaminated. 25 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
Similarly, in recent years drought or decreased mountain snowfall and associated fresh water run-off have reduced brine levels, which could also impact mineral composition and our mineral harvesting process, amount and timing. Lake level fluctuations and other factors could alter brine levels or mineral concentration levels, which may disrupt our typical two- to three-year evaporation production cycle.
Similarly, in recent years drought, decreased mountain snowfall and associated fresh water run-off have reduced brine intake levels, impacting subsequent harvests in 2024 and 2025. Future occurrences of drought and/or reduced runoff could also impact mineral composition and our mineral harvesting process, amount and timing.
We pay significant interest on our indebtedness, with variable interest on our borrowing under our senior secured credit facilities based on prevailing interest rates. Significant increases in interest rates will increase the interest we pay on our debt.
Long Term Debt and Finance Lease Liabilities of our Consolidated Financial Statements. We pay significant interest on our indebtedness, with variable interest on borrowings made under both our revolving credit facilities and account receivable securitization facility based on prevailing interest rates. Significant increases in interest rates will increase the interest we pay on our debt.
The third party’s business, under governmental permits, is allowed to securely dispose certain hazardous waste at the property they own and they pay us fees for engaging in this activity. Compliance with import and export requirements, the FCPA and other applicable anti-corruption laws may increase the cost of doing business.
Additionally, we previously sold a portion of our UK salt mine to a third party, which operates a waste management business. The third party’s business, under governmental permits, is allowed to securely dispose certain hazardous waste at the property they own and they pay us fees for engaging in this activity.
If we cannot make acquisitions or investments, our business growth may be limited. Acquisitions of new businesses and investments in businesses (including our acquisition of Fortress) may not perform as expected, may lose value, may not positively impact our financial performance and could increase our debt obligations. 25 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
Acquisitions of new businesses and investments in businesses may not perform as expected, may lose value, may not positively impact our financial performance and could increase our debt obligations.
Unsuccessful contract negotiations, adverse labor relations at any of our locations or other factors have in the past, and could in the future, result in strikes, work stoppages, work slowdowns, dissatisfied employees or other actions, which could disrupt our business and operations.
Unsuccessful contract negotiations, strained labor relations at any of our locations or other labor-related factors have in the past, and could in the future, result in strikes, work stoppages, work slowdowns, or other forms of labor disruption. These disruptions may lead to increased operational costs, delays in fulfilling customer commitments and reputational harm.
Nearly 50% of our workforce in the U.S., Canada and the U.K. is represented by collective bargaining agreements. Of our 12 collective bargaining agreements in effect on September 30, 2024, six will expire in fiscal 2025 (including our Cote Blanche mine), four will expire in fiscal 2026 (including our Goderich mine), and two will expire in fiscal 2027.
Of our 12 CBAs in effect on September 30, 2025: • Six expired in fiscal 2025 (including our Cote Blanche mine), four of which were renewed/renegotiated and two are still in the process of being negotiated; • Four will expire in fiscal 2026 (including our Goderich mine, which have 393 positions represented by a CBA); and • Two will expire in fiscal 2027.
These laws and regulations include import and export requirements, economic sanctions 22 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. laws, customs laws, tax laws and anti-corruption laws, such as the FCPA, the U.K. Bribery Act and the Canadian Corruption of Foreign Public Officials Act.
These laws and regulations include import and export requirements, economic sanctions laws, customs laws, tax laws and anti-corruption laws, such as the FCPA, the UK Bribery Act and the Canadian Corruption of Foreign Public Officials Act. We cannot predict how these or other laws or their interpretation, administration and enforcement will change over time.
A relatively strong U.S. dollar increases the attractiveness of the U.S. market for some of our international competitors while decreasing the attractiveness of other markets to us. 20 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
A relatively strong U.S. dollar increases the attractiveness of the U.S. market for some of our international competitors while decreasing the attractiveness of other markets to us. Conditions in the sectors where we sell products and supply and demand imbalances for competing products can impact the price and demand for our products.
Under these circumstances, we might not have sufficient funds or other resources to satisfy all of our obligations. 17 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. We are subject to tax liabilities which could adversely impact our profitability, cash flow and liquidity. We are subject to income tax primarily in the U.S., Canada and the U.K.
We are subject to tax liabilities which could adversely impact our profitability, cash flow and liquidity. We are subject to income tax primarily in the U.S., Canada and the UK.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

19 edited+4 added−1 removed13 unchanged
Biggest changeCybersecurity risks are evaluated alongside other critical business risks under the ERM program to align cybersecurity efforts with our broader business goals and objectives. We believe that integrating cybersecurity risks into our ERM program fosters a proactive and holistic approach to cybersecurity, which helps safeguard our operations, financial condition, and reputation in an ever-evolving threat landscape.
Biggest changeWe believe that integrating cybersecurity risks into our ERM program fosters a proactive and holistic approach to cybersecurity, which helps safeguard our operations, financial condition, and reputation in an ever-evolving threat landscape. Cybersecurity risks are further considered and evaluated as part of an annual risk assessment performed independently by our internal audit department.
The Board may request follow-up data and presentations to address any specific concerns or recommendations. The Audit Committee . The Audit Committee reviews with our management team, including our vice president of information technology services, our cybersecurity frameworks, policies, technologies, programs, opportunities, strategies, and risks.
The Board may request follow-up data and presentations to address any specific concerns or recommendations. The Audit Committee . The Audit Committee reviews with our management team, including our Vice President of Information Technology Services, our cybersecurity frameworks, policies, technologies, programs, opportunities, strategies, and associated risks.
In the event of a significant cybersecurity incident, we establish an incident response team (“IRT”) that works in conjunction our internal crisis management team, subject matter experts, and business stakeholders to identify, contain, eradicate and, if necessary, recover from a cybersecurity incident.
In the event of a significant cybersecurity incident, we establish an Incident Response Team (“IRT”) that works in conjunction with our internal crisis management team, subject matter experts, and business stakeholders to identify, contain, eradicate and, if necessary, recover from the incident.
Cybersecurity Governance Board Oversight Our board level audit committee retains oversight of our cyber security program, which is led by our vice president of information technology services. Our senior leadership regularly provides updates on cybersecurity risks and cyber security initiatives to both the audit committee and the broader board.
Cybersecurity Governance Board Oversight Our board-level audit committee retains oversight of our cybersecurity program, which is led by our Vice President of Information Technology Services. Our senior leadership regularly provides updates on cybersecurity risks and cybersecurity initiatives to both the audit committee and the broader board.
The Chief Executive Officer, the Chief Financial Officer, other members of senior management and other personnel and advisors, as requested by the Board, report on our financial, operating, and commercial strategies, as well as major related risks, which may include cybersecurity risks, at regularly scheduled meetings of the Board.
The Chief Executive Officer, the Chief Operating Officer, the Chief Financial Officer, other members of executive management, and other personnel and advisors, as requested by the Board, report on our financial, operating, and commercial strategies, as well as significant related risks, which may include cybersecurity risks, at regularly scheduled meetings of the Board.
The IT Department’s security team, a cross-functional group composed of members with substantial professional and technical information technology experience, oversees the cybersecurity program to help ensure the confidentiality, integrity and availability of the company’s systems and mitigate day-to-day threats and exposures.
The IT Department’s security team, led by our Senior Manager, Cybersecurity, comprise of a cross-functional group of members with substantial professional and technical information technology experience, oversees the cybersecurity program to help ensure the confidentiality, integrity and availability of the company’s systems and mitigate day-to-day threats and exposures.
Our layered approach to cyber security risk mitigation includes the following: • Secure architectural solution design of processes and system configuration. • Assessment and remediation of cybersecurity events with potential impact on business processes. • Proactive monitoring and mitigation of active exploits through managed services. • Evolution of the information security governance program.
Our layered approach to cyber security risk mitigation includes the following: • Secure architectural solution design of processes and system configuration. • Assessment and remediation of cybersecurity events with potential impact on business processes. • Proactive monitoring and mitigation of active exploits through managed services. • Evolution of the information security governance program. 28 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
It is responsible for measuring and managing cybersecurity risk, including the prevention, detection, mitigation, and remediation of cybersecurity incidents and for implementing cybersecurity policies, programs, procedures and strategies. The security team reports significant cybersecurity incidents to senior management, internal legal advisors, communication specialists and other key stakeholders as required.
It is responsible for measuring and managing cybersecurity risk, including the prevention, detection, mitigation, and remediation of cybersecurity incidents and for implementing cybersecurity policies, programs, procedures and strategies. The security team reports significant cybersecurity incidents to senior management, internal legal advisors, communication specialists and other key stakeholders as required. 30 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
These strategies include, among others, the application, adoption or modification of cybersecurity policies and 26 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. procedures, implementation of administrative, technical, and/or physical controls and employee training, education, and awareness initiatives. Our cybersecurity risk management includes continuous monitoring of networks and systems for potential signs of suspicious activity.
These strategies include, among others, the application, adoption or modification of cybersecurity policies and procedures, implementation of administrative, technical, and/or physical controls and employee training, education, and awareness initiatives. Our cybersecurity risk management includes continuous monitoring of networks and systems for potential signs of suspicious activity.
Although we have not previously experienced cybersecurity incidents that are individually, or in the aggregate, material, we have experienced cyberattacks in the past, which we believe have thus far been deflected or mitigated by our preventative, detective, and responsive measures. 27 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
Although we have not previously experienced cybersecurity incidents that are individually, or in the aggregate, material, we have experienced cyberattacks in the past, which we believe have thus far been deflected or mitigated by our preventative, detective, and responsive measures.
These third parties conduct independent assessments, penetration testing and vulnerability assessments to identify weaknesses and recommend improvements. When cybersecurity risks are identified, we prioritize mitigation strategies based upon risks’ potential impact, likelihood, velocity, and vulnerability, considering both quantitative and qualitative factors. Additionally, we employ several third-party tools and technologies as part of our efforts to enhance cybersecurity functions and monitoring.
These third parties conduct independent assessments, penetration testing and vulnerability assessments to identify weaknesses and recommend improvements. When cybersecurity risks are identified, we prioritize mitigation strategies based on the potential impact, likelihood, velocity, and vulnerability of risks, considering both quantitative and qualitative factors.
Our cybersecurity policies, standards and practices are fully integrated into our enterprise risk management (“ERM”) approach, and cybersecurity risks are among the core enterprise risks that are subject to oversight by our Board of Directors (the “Board”). We separately operate an ERM program to identify, evaluate and manage risks.
Cybersecurity represents a critical component of our overall approach to risk management. Our cybersecurity policies, standards and practices are fully integrated into our enterprise risk management (“ERM”) approach, and cybersecurity risks are among the core enterprise risks that are subject to oversight by our Board of Directors (the “Board”).
Management’s Role Our IT Department addresses current and emerging cybersecurity matters. This function is led by our vice president of information technology services, who reports to our Chief Strategy Officer.
Management’s Role Our IT Department addresses current and emerging cybersecurity matters. This function is led by our Vice President of Information Technology Services, who reports to our Chief Financial Officer, and brings more than 15 years of leadership experience in enterprise technology, digital transformation, and operational risk management.
Oversight of Third-Party Service Providers . We use third-party service providers to support our operations and many of our technology initiatives, including third parties that house financial or sensitive information.
Additionally, we employ several third-party tools and technologies as part of our efforts to enhance cybersecurity functions and monitoring. Oversight of Third-Party Service Providers . We use third-party service providers to support our operations and many of our technological initiatives, including third parties that house financial or sensitive information.
Further, our cybersecurity program is periodically reviewed by senior members of management and adjusted as needed to maintain the program’s agility and responsiveness as circumstances and technologies evolve, new cybersecurity threats emerge, and regulations change. Cybersecurity represents a critical component of our overall approach to risk management.
We track key performance indicators and cybersecurity metrics to evaluate the efficacy of our cybersecurity controls and practices. Furthermore, our cybersecurity program is periodically reviewed by senior management members and adjusted as needed to maintain the program’s agility and responsiveness as circumstances and technologies evolve, new cybersecurity threats emerge, and regulations change.
We have deployed managed detection and response services for all corporate production systems (servers, desktops, and laptops). This managed service includes 24x7x365 monitoring, threat hunting, remediation, and escalation to help maintain a secure environment.
We have deployed managed detection and response for all corporate production systems (servers, desktops, and laptops). This managed service includes 24x7x365 monitoring, threat hunting, remediation, and escalation to help maintain a secure environment. We also provide mechanisms and training for employees to report to the IT Department any unusual or potentially malicious activity they observe for proper identification and analysis.
Cybersecurity risks are further considered and evaluated as part of an annual risk assessment performed independently by our internal audit department. Incident Response We maintain an incident response policy and program focused upon detecting, managing, documenting, and reporting incidents affecting our systems and data, including those specific to cybersecurity.
Incident Response We maintain an incident response policy and program focused upon detecting, managing, documenting, and reporting incidents affecting our systems and data, including those specific to cybersecurity.
We determine and prioritize service provider risk based on potential threat impact and likelihood and these risk determinations determine the level of due diligence and ongoing compliance monitoring required for each service provider. We have independent validation and assessment capabilities from our cyber insurance provider (Resilience).
We determine and prioritize service provider risk based on potential threat impact and likelihood 29 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. and these risk determinations determine the level of due diligence and ongoing compliance monitoring required for each service provider.
Each year we select several third-party suppliers for evaluation, analyze resultant reports, and mitigate risks associated with the vendor as needed. Risks from Material Cybersecurity Threats As of the date of this report, we have not identified any cybersecurity threats that have materially affected or are reasonably anticipated to have a material effect on the organization.
Risks from Material Cybersecurity Threats As of the date of this Form 10-K, we have not identified any cybersecurity threats that have materially affected or are reasonably anticipated to have a material effect on the organization.
Removed
We also provide mechanisms and training for employees to report to the IT Department any unusual or potentially malicious activity they observe for proper identification and analysis. We track key performance indicators and cybersecurity metrics to evaluate the efficacy of our cybersecurity controls and practices.
Added
We separately operate an ERM program to identify, evaluate and manage risks. Cybersecurity risks are evaluated alongside other critical business risks under the ERM program to align cybersecurity efforts with our broader business goals and objectives.
Added
This position oversees the Company’s information technology, cybersecurity, data governance, and enterprise architecture functions and has led multi-year modernization initiatives across infrastructure, core business platforms, and security tooling.
Added
The Vice President of Information Technology Services has experience managing cybersecurity frameworks, vulnerability management programs, OT/IT security integration, vendor risk oversight, and incident response preparedness, in addition to a background in leading cross-functional teams, partnering with external security firms, and strengthening organizational controls to reduce cyber, operational, and compliance risks.
Added
The Vice President of Information Technology Services holds both a masters degree and a bachelors degree in business administration. Prior to working at Compass Minerals, the Vice President of Information Technology Services held various positions of increasing responsibility within the IT function, including Business Solutions Architect; Manager, Business Solutions; and Director, Business Solutions.

Item 2. Properties

Properties — owned and leased real estate

29 edited+218 added−4 removed74 unchanged
Biggest changeSummary Mineral Resources at September 30, 2024 Measured Mineral Resources (tons) (1) Indicated Mineral Resources (tons) (1) Measured + Indicated Mineral Resources (tons) (1) Inferred Mineral Resources (tons) (1) Salt (2)(3) United States Cote Blanche mine 31,022,341 629,032,729 660,055,070 163,767,364 Ogden facility (4) — 2,139,215,607 2,139,215,607 — Lyons 137,214,766 193,979,000 331,193,766 — Total United States 168,237,107 2,962,227,336 3,130,464,443 163,767,364 Canada Goderich mine — 1,441,611,742 1,441,611,742 148,200,000 Goderich plant 66,550,160 41,700,000 108,250,160 — Amherst — 408,794,258 408,794,258 — Unity — 251,873,143 251,873,143 — Total Canada 66,550,160 2,143,979,143 2,210,529,303 148,200,000 United Kingdom Winsford 42,896,918 7,730,000 50,626,918 — Total United Kingdom 42,896,918 7,730,000 50,626,918 — Chile Atacama Desert property — 102,531,129 102,531,129 — Total Chile — 102,531,129 102,531,129 — Total Salt 277,684,185 5,216,467,608 5,494,151,793 311,967,364 SOP (5)(6) United States Ogden facility (7) — 89,461,892 89,461,892 — Total United States — 89,461,892 89,461,892 — Canada Wynyard (8) — — — — Total Canada — — — — Total SOP — 89,461,892 89,461,892 — Magnesium Chloride (9)(10) United States Ogden facility (11) — 358,632,573 358,632,573 — Total United States — 358,632,573 358,632,573 — Total Magnesium Chloride — 358,632,573 358,632,573 — (1) Mineral resources are reported in situ.
Biggest changeSummary Mineral Resources at September 30, 2025 Measured Mineral Resources (tons) (1) Indicated Mineral Resources (tons) (1) Measured + Indicated Mineral Resources (tons) (1) Inferred Mineral Resources (tons) (1) Salt (2)(3) United States Cote Blanche mine 27,635,059 629,032,729 656,667,788 163,767,364 Ogden facility (4) — 2,138,162,374 2,138,162,374 — Lyons 136,372,326 231,579,000 367,951,326 — Total United States 164,007,385 2,998,774,103 3,162,781,488 163,767,364 Canada Goderich mine — 1,430,188,004 1,430,188,004 148,200,000 Goderich plant 69,494,610 41,700,000 111,194,610 — Amherst — 408,636,916 408,636,916 — Unity — 251,676,433 251,676,433 — Total Canada 69,494,610 2,132,201,353 2,201,695,963 148,200,000 United Kingdom Winsford 41,333,687 7,730,000 49,063,687 — Total United Kingdom 41,333,687 7,730,000 49,063,687 — Chile Atacama Desert property — 102,531,129 102,531,129 — Total Chile — 102,531,129 102,531,129 — Total Salt 274,835,682 5,241,236,585 5,516,072,267 311,967,364 SOP (5)(6) United States Ogden facility (7) — 89,182,949 89,182,949 — Total United States — 89,182,949 89,182,949 — Canada Wynyard (8) — — — — Total Canada — — — — Total SOP — 89,182,949 89,182,949 — Magnesium Chloride (9)(10) United States Ogden facility (11) — 357,898,785 357,898,785 — Total United States — 357,898,785 357,898,785 — Total Magnesium Chloride — 357,898,785 357,898,785 — (1) Mineral resources are reported in situ.
(3) There are multiple saleable products based on salt quality from the underground mining operations (rock salt for road deicing and chemical grade salt).
(3) There are multiple saleable products based on salt quality from the underground mining operations (rock salt for road deicing and chemical grade salt).
The following table shows the estimated annual production capacity and type of salt or other mineral produced at each of our owned or leased processing locations as of September 30, 2024: Location Annual Production Capacity (1) (tons) Product Type North America Goderich, Ontario, Mine 8.0 million Rock Salt Cote Blanche, Louisiana, Mine 2.9 million Rock Salt Ogden, Utah, Plant: Salt (2) 1.5 million Solar Salt Magnesium Chloride (3) 750,000 Magnesium Chloride SOP (4) 320,000 SOP Lyons, Kansas, Plant 450,000 Mechanically-Evaporated Salt Unity, Saskatchewan, Plant 140,000 Mechanically-Evaporated Salt Goderich, Ontario, Plant 140,000 Mechanically-Evaporated Salt Amherst, Nova Scotia, Plant 135,000 Mechanically-Evaporated Salt Wynyard, Saskatchewan, Plant 40,000 SOP United Kingdom Winsford, Cheshire, Mine 2.2 million Rock Salt (1) Annual production capacity is our estimate of the tons that could be produced based on design capacity, assuming optimization of our operations, including our facilities, equipment and workforce.
The following table shows the estimated annual production capacity and type of salt or other mineral produced at each of our owned or leased processing locations as of September 30, 2025: Location Annual Production Capacity (1) (tons) Product Type North America Goderich, Ontario, Mine 8.0 million Rock Salt Cote Blanche, Louisiana, Mine 2.9 million Rock Salt Ogden, Utah, Plant: Salt (2) 1.5 million Solar Salt Magnesium Chloride (3) 750,000 Magnesium Chloride SOP (4) 320,000 SOP Lyons, Kansas, Plant 450,000 Mechanically-Evaporated Salt Unity, Saskatchewan, Plant 140,000 Mechanically-Evaporated Salt Goderich, Ontario, Plant 140,000 Mechanically-Evaporated Salt Amherst, Nova Scotia, Plant 135,000 Mechanically-Evaporated Salt Wynyard, Saskatchewan, Plant 40,000 SOP United Kingdom Winsford, Cheshire, Mine 2.2 million Rock Salt (1) Annual production capacity is our estimate of the tons that could be produced based on design capacity, assuming optimization of our operations, including our facilities, equipment and workforce.
(2) Fiscal year 2023 and 2022 production tons are less than our reserve reduction due to process timing of extracting tons to producing finished product. See Ogden Facility below for additional information regarding our sodium, sodium chloride, magnesium and magnesium chloride reserve estimates at the Ogden facility. Our production facilities have access to vast mineral deposits.
(2) Fiscal year 2023 production tons are less than our reserve reduction due to process timing of extracting tons to producing finished product. See Ogden Facility below for additional information regarding our sodium, sodium chloride, magnesium and magnesium chloride reserve estimates at the Ogden facility. Our production facilities have access to vast mineral deposits.
As of September 30, 2024, we had ten mining properties, as summarized in the table below: Location Segment Use Stage United States Cote Blanche Island, Louisiana Salt Rock salt mine Production Lyons, Kansas Salt Evaporated salt facility Production Ogden, Utah Salt, Plant Nutrition SOP, solar salt and magnesium chloride facility Production Canada Amherst, Nova Scotia Salt Evaporated salt facility Production Goderich, Ontario Salt Rock salt mine Production Goderich, Ontario Salt Evaporated salt facility Production Unity, Saskatchewan Salt Evaporated salt facility Production Wynyard, Saskatchewan Plant Nutrition SOP facility Exploration United Kingdom Winsford, Cheshire Salt Rock salt mine Production Chile Atacama Desert Salt N/A Exploration We are the sole operator of each of our mining properties and we own all of the ownership interests in our mining operations.
As of September 30, 2025, we had ten mining properties, as summarized in the table below: Location Segment Use Stage United States Cote Blanche Island, Louisiana Salt Rock salt mine Production Lyons, Kansas Salt Evaporated salt facility Production Ogden, Utah Salt, Plant Nutrition SOP, solar salt and magnesium chloride facility Production Canada Amherst, Nova Scotia Salt Evaporated salt facility Production Goderich, Ontario Salt Rock salt mine Production Goderich, Ontario Salt Evaporated salt facility Production Unity, Saskatchewan Salt Evaporated salt facility Production Wynyard, Saskatchewan Plant Nutrition SOP facility Exploration United Kingdom Winsford, Cheshire Salt Rock salt mine Production Chile Atacama Desert Salt N/A Exploration We are the sole operator of each of our mining properties and we own all of the ownership interests in our mining operations.
The Company is able to extract and produce salts from the lake by rights derived from a combination of: (i) lakebed lease agreements (the “Lakebed Leases”) with the Utah Department of Natural Resources, Division of Forestry, Fire and State Lands (the “Utah FFSL”); (ii) one lease for upland evaporation ponds (the “Upland Pond Lease”) with the State of Utah School and Institutional Trust Lands Administration (the “Utah SITLA”); (iii) seven non-solar leases and easements; (iv) water rights for consumption of brines and freshwater (the “Water Rights”) through the Utah Department of Natural Resources, Division of Water Rights; (v) a large mine operation mineral extraction permit (GSL Mine M/057/0002) (the “Mineral Extraction Permit”) through the Utah Department of Natural Resources, Division of Oil, Gas and Mining (the “Utah DOGM”); and (vi) a royalty agreement for extraction of all mineral salts, dated September 1, 1962 (as amended from time to time, the “Royalty Agreement”), with the Utah State Land Board. 39 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
The Company is able to extract and produce salts from the lake by rights derived from a combination of: (i) lakebed lease agreements (the “Lakebed Leases”) with the Utah Department of Natural Resources, Division of Forestry, Fire and State Lands (the “Utah FFSL”); (ii) one lease for upland evaporation ponds (the “Upland Pond Lease”) with the State of Utah School and Institutional Trust Lands Administration (the “Utah SITLA”); (iii) seven non-solar leases and easements; (iv) water rights for consumption of brines and freshwater (the “Water Rights”) through the Utah Department of Natural Resources, Division of Water Rights; (v) a large mine operation mineral extraction permit (GSL Mine M/057/0002) (the “Mineral Extraction Permit”) through the Utah Department of Natural Resources, Division of Oil, Gas and Mining (the “Utah DOGM”); and (vi) a royalty agreement for extraction of all 41 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. mineral salts, dated September 1, 1962 (as amended from time to time, the “Royalty Agreement”), with the Utah State Land Board.
Actual annual salt, magnesium chloride and SOP production volume levels may vary from the annual production capacity shown in the table above due to a number of factors, including variations in the winter weather conditions which impact demand for highway and consumer deicing products, the quality of the reserves and the nature of the geologic formation that we are mining at a particular time, unplanned downtime due to safety concerns, incidents and mechanical failures, and other operating conditions. 32 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
Actual annual salt, magnesium chloride and SOP production volume levels may vary from the annual production capacity shown in the table above due to a number of factors, including variations in the winter weather conditions which impact demand for highway and consumer deicing products, the quality of the reserves and the nature of the geologic formation that we are mining at a particular time, unplanned downtime due to safety concerns, incidents and mechanical failures, and other operating conditions. 34 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
At our Winsford, Cheshire, U.K., mine, we utilize continuous mining techniques. Mining machinery moves salt from the salt face to conveyor belts, which transport the salt to the mill center where it is crushed and screened. It is then hoisted to the surface where the processed salt is loaded onto shipping vessels, railcars or trucks.
At our Winsford, Cheshire, UK, mine, we utilize continuous mining techniques. Mining machinery moves salt from the salt face to conveyor belts, which transport the salt to the mill center where it is crushed and screened. It is then hoisted to the surface where the processed salt is loaded onto shipping vessels, railcars or trucks.
The Company has also identified a lithium resource at the Ogden facility, but has recently indefinitely suspended its plans to add lithium salt as a coproduct to SOP production.
The Company has also identified a lithium deposit at the Ogden facility, but has recently indefinitely suspended its plans to add lithium salt as a coproduct to SOP production.
There have been no material changes in the mineral reserves or mineral resources from the last technical report summaries filed for each of the other properties, so the Company is not filing a new technical report summary for any of these properties in connection with this Form 10-K. 29 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
There have been no material changes in the mineral reserves or mineral resources from the last technical report summaries filed for each of the other properties, so the Company is not filing a new technical report summary for any of these properties in connection with this Form 10-K. 31 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
(11) The Company does not have exclusive access to mineral resources in the lake and other existing operations, including those run by US Magnesium, also extract dissolved mineral from the lake (in the south arm). 35 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. Table 2.
(11) The Company does not have exclusive access to mineral resources in the lake, and other existing operations, including those run by US Magnesium, also extract dissolved mineral from the lake (in the south arm). 37 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. Table 2.
(Cote Blanche, Louisiana) and the U.K. (Winsford, Cheshire) make up 85% of our salt production capacity as of September 30, 2024. Each of these mines is operated with modern mining equipment and utilizes subsurface improvements, such as vertical shaft lift systems, milling and crushing facilities, maintenance and repair shops and extensive raw materials handling systems.
(Cote Blanche, Louisiana) and the UK (Winsford, Cheshire) make up 85% of our salt production capacity as of September 30, 2025. Each of these mines is operated with modern mining equipment and utilizes subsurface improvements, such as vertical shaft lift systems, milling and crushing facilities, maintenance and repair shops and extensive raw materials handling systems.
Reported concentrations for the Great Salt Lake assume an indicative lake level of 4,194.4 feet in the south arm and 4,193.5 feet in the north arm. 36 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
Reported concentrations for the Great Salt Lake assume an indicative lake level of 4,194.4 feet in the south arm and 4,193.5 feet in the north arm. 38 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
The following map shows the locations of our mining properties, as of September 30, 2024: 30 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
The following map shows the locations of our mining properties, as of September 30, 2025: 32 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
Mechanically-evaporated salt is primarily sold through our consumer and industrial salt product lines. • Solar Evaporation - For a description of the solar evaporation process, see “—Ogden Facility” below. 31 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. Our current estimated production capacity is approximately 16.2 million tons of salt and 360,000 tons of SOP per year.
Mechanically-evaporated salt is primarily sold through our consumer and industrial salt product lines. • Solar Evaporation - For a description of the solar evaporation process, see “—Ogden Facility” below. 33 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. Our current estimated production capacity is approximately 15.5 million tons of salt and 360,000 tons of SOP per year.
Reported concentrations for the Great Salt Lake assume an indicative lake level of 4,194.4 feet in the south arm and 4,193.5 feet in the north arm. (6) With respect to the Ogden facility, based on pricing data based on a five-year average (2020 through 2024) of historical sales data for SOP of $659.96 per ton.
Reported concentrations for the Great Salt Lake assume an indicative lake level of 4,194.4 feet in the south arm and 4,193.5 feet in the north arm. (6) With respect to the Ogden facility, based on pricing data based on a five-year average (2021 through 2025) of historical sales data for SOP of $672.27 per ton.
(5) With respect to the Ogden facility, based on pricing data based on a five-year average (2020 through 2024) of historical sales data for SOP of $659.96 per ton. Sales prices are projected to increase to approximately $8,529 per ton through the current expected end of mine life.
(5) With respect to the Ogden facility, based on pricing data based on a five-year average (2021 through 2025) of historical sales data for SOP of $672.27 per ton. Sales prices are projected to increase to approximately $8,529 per ton through the current expected end of mine life.
Maps of the Ogden facility are shown in Figures 1 and 2. 37 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. Figure 1. Ogden Facility Property Location Map 38 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. Figure 2.
Maps of the Ogden facility are shown in Figures 1 and 2. 39 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. Figure 1. Ogden Facility Property Location Map 40 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. Figure 2.
Estimates of inferred mineral resources may not be converted to a mineral reserve. It cannot be assumed that all or any part of an inferred mineral resource will ever be upgraded to a higher category.
Estimates of inferred mineral resources may not be converted to a mineral reserve. It cannot be assumed that all or any part of an inferred mineral resource will ever be upgraded to a higher category. A significant amount of exploration must be completed in order to determine whether an inferred mineral resource may be upgraded to a higher category.
(4) The Company does not have exclusive access to mineral resources in the lake and other existing operations, including those run by US Magnesium, Morton Salt and Cargill, also extract dissolved mineral from the lake (all in the south arm). 34 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
(4) The Company does not have exclusive access to mineral resources in the lake and other existing operations, including those run by US Magnesium, Morton Salt and Cargill, also extract dissolved mineral from the lake (all in the south arm).
For simplicity, all sales are assumed at the lower value (and higher tonnage) product, rock salt, and are based on pricing data based on a five-year average (2020 through 2024) of historical sales data for rock salt for road deicing of $64.40 per ton to $94.98 per ton.
For simplicity, all sales are assumed at the lower value (and higher tonnage) product, rock salt, and are based on pricing data based on a five-year average (2021 through 2025) of historical sales data for rock salt for road deicing of $63.65 per ton to $107.28 per ton.
For simplicity, all sales are assumed at the lower value (and higher tonnage) product, rock salt, and are based on pricing data based on a five-year average (2020 through 2024) of historical sales data for rock salt for road deicing of $64.40 per ton to $94.98 per ton.
For simplicity, all sales are assumed at the lower value (and higher tonnage) product, rock salt, and are based on pricing data based on a five-year average (2021 through 2025) of historical sales data for rock salt for road deicing of $63.65 per ton to $107.28 per ton.
The following table shows production by product at our owned and leased production locations, in tons: Fiscal Year Ended September 30, 2024 September 30, 2023 September 30, 2022 Salt (1) Cote Blanche mine 1,837,389 1,965,257 1,944,722 Goderich mine 4,300,103 6,034,204 6,305,067 Ogden facility (2) 901,267 1,177,465 1,165,767 Other 1,392,416 1,652,512 1,686,668 Total Salt 8,431,175 10,829,438 11,102,224 SOP Ogden facility 226,313 238,428 245,165 Other 30,272 37,805 41,486 Total SOP 256,585 276,233 286,651 Magnesium Chloride Ogden facility (2) 671,486 731,490 686,213 Total Magnesium Chloride 671,486 731,490 686,213 (1) Excludes solar salt harvested at our Ogden facility that is not converted into finished product and salt processed at our packaging facilities.
The following table shows production by product at our owned and leased production locations, in tons: Fiscal Year Ended September 30, 2025 September 30, 2024 September 30, 2023 Salt (1) Cote Blanche mine 1,783,065 1,837,389 1,965,257 Goderich mine 4,310,462 4,300,103 6,034,204 Ogden facility (2) 947,909 901,267 1,177,465 Other 1,529,700 1,392,416 1,652,512 Total Salt 8,571,136 8,431,175 10,829,438 SOP Ogden facility 257,185 226,313 238,428 Other 37,762 30,272 37,805 Total SOP 294,947 256,585 276,233 Magnesium Chloride Ogden facility (2) 660,410 671,486 731,490 Total Magnesium Chloride 660,410 671,486 731,490 (1) Excludes solar salt harvested at our Ogden facility that is not converted into finished product and salt processed at our packaging facilities.
(10) Based on pricing data based on a five-year average (2020 through 2024) of historical sales data for magnesium chloride of $74.46 per ton. Sales prices are projected to increase to approximately $1,100.39 per ton through the current expected end of mine life.
(10) Based on pricing data based on a five-year average (2021 through 2025) of historical sales data for magnesium chloride of $85.49 per ton. Sales prices are projected to increase to approximately $1,238.59 per ton through the current expected end of mine life.
(8) Based on pricing data based on a five-year average (2020 through 2024) of historical sales data for magnesium chloride of $74.46 per ton. Sales prices are projected to increase to approximately $1,100.39 per ton through the current expected end of mine life.
(8) Based on pricing data based on a five-year average (2021 through 2025) of historical sales data for magnesium chloride of $85.49 per ton. Sales prices are projected to increase to approximately $1,238.59 per ton through the current expected end of mine life.
Sales prices are projected to increase to approximately $319.63 per ton to $1,204.66 per ton for rock salt for road deicing through the current expected end of mine life.
Sales prices are projected to increase to approximately $319.63 per ton to $1,204.66 per ton for rock salt for road deicing through the current expected end of mine life. 36 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
The development of this project would require significant infrastructure to establish extraction and logistics capabilities. As of September 30, 2024 our investment in these rights totaled $8.5 million.
The development of this project would require significant infrastructure to establish extraction and logistics capabilities. As of September 30, 2025 our investment in these rights totaled $8.5 million. Summary of Mineral Resources and Reserves Summaries of our mineral resources and reserves at the end of fiscal 2025 are set forth in Tables 1 and 2.
The Company may be impacted by the Voluntary Agreement with the Utah Division of FFSL, which outlines brine withdrawal caps based on annual lake elevation, discussed further in
The Company may be impacted by the Voluntary Agreement with the Utah Division of FFSL, which outlines brine withdrawal caps based on annual lake elevation, discussed further in Item 1, “Business—Environmental, Health and Safety Matters and Other Regulatory Matters”. 42 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
Summary Mineral Reserves at September 30, 2024 Proven Mineral Reserves (tons) (1) Probable Mineral Reserves (tons) (1) Total Mineral Reserves (tons) (1) Salt (2)(3) United States Cote Blanche mine 17,522,245 236,547,378 254,069,623 Ogden facility — 157,524,046 157,524,046 Lyons — 18,269,542 18,269,542 Total United States 17,522,245 412,340,966 429,863,211 Canada Goderich mine — 453,390,625 453,390,625 Goderich plant 88,535 5,700,000 5,788,535 Amherst — 5,169,347 5,169,347 Unity 231,294 24,179,074 24,410,368 Total Canada 319,829 488,439,046 488,758,875 United Kingdom Winsford 20,317,997 3,710,000 24,027,997 Total United Kingdom 20,317,997 3,710,000 24,027,997 Chile Atacama Desert property — — — Total Chile — — — Total Salt 38,160,071 904,490,012 942,650,083 SOP (4)(5) United States Ogden facility — 45,058,239 45,058,239 Total United States — 45,058,239 45,058,239 Canada Wynyard (6) — — — Total Canada — — — Total SOP — 45,058,239 45,058,239 Magnesium Chloride (7)(8) United States Ogden facility — 93,349,316 93,349,316 Total United States — 93,349,316 93,349,316 Total Magnesium Chloride — 93,349,316 93,349,316 (1) Ore reserves are as recovered, saleable product.
Summary Mineral Reserves at September 30, 2025 Proven Mineral Reserves (tons) (1) Probable Mineral Reserves (tons) (1) Total Mineral Reserves (tons) (1) Salt (2)(3) United States Cote Blanche mine 15,739,180 236,547,378 252,286,558 Ogden facility — 156,576,137 156,576,137 Lyons — 17,932,566 17,932,566 Total United States 15,739,180 411,056,081 426,795,261 Canada Goderich mine — 449,080,163 449,080,163 Goderich plant 3,140,563 5,700,000 8,840,563 Amherst — 5,054,487 5,054,487 Unity 113,268 24,179,074 24,292,342 Total Canada 3,253,831 484,013,724 487,267,555 United Kingdom Winsford 19,505,117 3,710,000 23,215,117 Total United Kingdom 19,505,117 3,710,000 23,215,117 Chile Atacama Desert property — — — Total Chile — — — Total Salt 38,498,128 898,779,805 937,277,933 SOP (4)(5) United States Ogden facility — 44,801,054 44,801,054 Total United States — 44,801,054 44,801,054 Canada Wynyard (6) — — — Total Canada — — — Total SOP — 44,801,054 44,801,054 Magnesium Chloride (7)(8) United States Ogden facility — 92,688,906 92,688,906 Total United States — 92,688,906 92,688,906 Total Magnesium Chloride — 92,688,906 92,688,906 (1) Ore reserves are as recovered, saleable product.
Removed
Subpart 1300 of Regulation S-K requires us to disclose our mineral resources, in addition to our mineral reserves, as of the end of our most recently completed fiscal year both in the aggregate and for each of our individually material mining properties.
Added
Each mineral resource and reserve estimate is based on a reasonable and justifiable prices selected by a qualified person, as indicated in the notes to the tables below.
Removed
A significant amount of exploration must be completed in order to 28 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. determine whether an inferred mineral resource may be upgraded to a higher category.
Added
These price assumptions provide a reasonable basis for establishing the prospects of economic extraction for mineral resources and for establishing that the project is economically viable for reserves. 35 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. Table 1.
Removed
The Company has terminated its lithium project and is no longer disclosing mineral resources of lithium or lithium carbonate equivalent, so it is not filing a technical report summary for lithium in connection with this Form 10-K.
Added
The Mineral Extraction Permit (GSL Mine M/057/0002) was granted by the Utah DOGM. The Mineral Extraction Permit enables extraction of brine from the Great Salt Lake and ultimate mineral extraction from the brine. The Mineral Extraction Permit also enables all lake extraction, pond operations, and plant and processing operations conducted by the Company at the Ogden facility.
Removed
Summary of Mineral Resources and Reserves Summaries of our mineral resources and reserves at the end of fiscal 2024 are set forth in Tables 1 and 2. 33 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. Table 1.
Added
The Mineral Extraction Permit is supported by a reclamation plan that documents all aspects of current operations and mandates certain closure and reclamation requirements in accordance with Utah Rule R647-4-104.
Added
Financial assurance for the ultimate reclamation of facilities is documented in the reclamation plan, and security for costs that will be incurred to execute site closure is provided by a third-party insurer to the State of Utah in the form of a surety bond. The total future reclamation obligation is estimated to be $4.36 million.
Added
Pursuant to the Royalty Agreement, the Company has rights to all salts from the Great Salt Lake, and in exchange, the Company pays a royalty to the State of Utah based on net revenues (gross revenue net of sales taxes and shipping and handling costs) per pound of salts produced.
Added
Under the Royalty Agreement, the current royalty rate for SOP is 4.8% of gross revenues, the current royalty rate for magnesium chloride is 5% of gross revenues, and the current royalty rate for sodium chloride is $0.50/ton times the Producer Price Index.
Added
The Ogden facility is the largest SOP production site in the western hemisphere, and one of only four large-scale solar brine evaporation operations for SOP in the world.
Added
We believe the Ogden facility has the capability to produce 320,000 tons of SOP, including amounts produced with both solar-pond based feedstock and supplemental KCl feedstock when economically feasible, approximately 750,000 tons of magnesium chloride and 1.5 million tons of sodium chloride annually during normal weather and pond chemistry conditions.
Added
These recoverable minerals exist in vast quantities in the Great Salt Lake. Solar evaporation is used in areas of the world where high-salinity brine is available and weather conditions provide for a high natural evaporation rate. Mineral-rich lake water, or brine, from the Great Salt Lake is drawn into the solar evaporation ponds.
Added
The brine moves through a series of solar evaporation ponds over a two- to three-year production cycle. As the water evaporates and the mineral concentration increases, some of those minerals naturally precipitate out of the brine and are deposited on the pond floors. These deposits provide the minerals necessary for processing into SOP, solar salt and magnesium chloride.
Added
The evaporation process is dependent upon sufficient lake brine levels and hot, arid summer weather conditions. The potassium-bearing salts are mechanically harvested out of the solar evaporation ponds and refined to high-purity SOP through flotation, crystallization and compaction at the Ogden plant.
Added
After sodium chloride and potassium-rich salts precipitate from brine, a concentrated magnesium chloride brine solution remains, which becomes the raw material used to produce several magnesium chloride products. Operations have been ongoing at the Ogden facility since the late 1960s, with commercial production starting in 1970.
Added
Lithium Corporation of America (“Lithcoa”), separately, and then in a partnership with a wholly owned subsidiary of Salzdetfurth, A.G., carried out initial exploration and development activities between 1963 and 1966. In 1967, Gulf Resources and Minerals Co., or Gulf Resources, acquired Lithcoa, and in 1973, acquired Salzdetfurth, A.G.’s (then known as Kaliund Salz A.G.) partnership interest.
Added
Gulf Resources made significant capital expenditures in the early 1980s to protect the evaporation pond system at the Ogden facility from the rising levels of the Great Salt Lake. On May 5, 1984, a northern dike of the system breached, resulting in severe flooding and damage to about 85% of the pond complex.
Added
The breach resulted in physical damage to dikes, pond floors, bridges, pump stations, and other structures. In addition, brine inventories were diluted, making them unusable for producing SOP.
Added
During the next five years, Gulf Resources pumped the water from its solar ponds, reconstructed peripheral and interior dikes and roads, replaced pump stations, and laid down new salt floors in order to restart its operation at the Ogden facility. In 1993, D.G.
Added
Harris & Associates acquired the Ogden facility, and in 1994, constructed the west ponds, which are connected to the east ponds by a 21-mile, open, underwater canal called the Behrens Trench, which was dredged in the lakebed from the west ponds’ outlet to a pump station near the east ponds.
Added
Ownership of the Ogden facility was transferred in 1997 to IMC Global (“IMC”), following its acquisition of Harris Chemical Group (part of D.G. Harris & Associates). IMC sold a majority of its salt operations, including the Ogden facility, to Apollo Management V, L.P. through an entity called Compass Minerals Group in 2001.
Added
Following a leveraged recapitalization, the company now known as Compass Minerals International, Inc. completed an initial public offering in 2003. The Company has operated the Ogden facility since its initial public offering in 2003.
Added
In that time, the Company has invested funds and acquired necessary permits to increase the efficiency and expand the capacity of the Ogden facility through upgrades to the Ogden plant and solar evaporation ponds. The Company believes that the Ogden facility and its operating equipment are maintained in good working condition.
Added
The net book value of property, plant and equipment associated with the Ogden facility as of September 30, 2025 was $220,700,000, exclusive of mineral rights and the value of assets leased under operating leases. The Ogden facility has procured and is operating in compliance with all required operating licenses, including permits pertaining to mineral extraction, effluent discharge and air permitting.
Added
The Ogden facility operates under a Title V air permit (# 43 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. 5700001003), which is administered by the Utah Department of Environmental Quality. The permit covers emissions from the pond and plant operations and expires in December 2026.
Added
Surface water discharges from the Ogden facility are regulated under Utah Pollutant Discharge Elimination System permit UT0000647. The permit requires discharge monitoring for effluent flows from the nine outfalls that discharge into the saline waters of the Great Salt Lake and regulates inputs in pond and plant processes that may be discharged in project effluent.
Added
Summaries of the Ogden facility’s potassium and SOP mineral resources and mineral reserves as of September 30, 2025 and 2024 are shown in Tables 3 and 4, respectively. Summaries of the Ogden facility’s magnesium and magnesium chloride mineral resources and mineral reserves as of September 30, 2025 and 2024 are shown in Tables 5 and 6, respectively.
Added
Summaries of the Ogden facility’s sodium and sodium chloride mineral resources and mineral reserves as of September 30, 2025 and 2024 are shown in Tables 7 and 8, respectively.
Added
The Company’s Vice President, Natural Resources served as the Qualified Person and prepared the estimates of potassium and SOP, magnesium and magnesium chloride, and sodium and sodium chloride mineral resources and mineral reserves at the Ogden facility.
Added
The material assumptions and information pertaining to the Company’s disclosure of mineral resources and mineral reserves at the Ogden facility are based on the Technical Report Summary with respect to Potassium and SOP, Magnesium and Magnesium Chloride and Salt for the Ogden facility, dated November 29, 2021, as amended on December 14, 2022, with an effective date of September 30, 2021 (the “Ogden Potassium/Magnesium/Sodium TRS”).
Added
This Form 10-K also reflects more recent information obtained from the QP as of September 30, 2025, which supplements and updates information from such TRS. Table 3.
Added
Ogden Facility – Summary of Potassium and SOP Mineral Resources at September 30, 2025 and 2024 September 30, 2025 September 30, 2024 Resource Area Average Potassium Grade (mg/L) (7) Potassium Resources (tons) (1)(2)(4)(5) Cut-Off Grade (mg/L) (6) SOP Resources (tons) (1)(2)(3)(4)(5) Average Potassium Grade (mg/L) (7) Potassium Resources (tons) (1)(2)(4)(5) Cut-Off Grade (mg/L) (6) SOP Resources (tons) (1)(2)(3)(4)(5) Measured Resources Total Measured Resources — — — — — — — — Indicated Resources Great Salt Lake North Arm 7,320 14,009,771 4,000 31,182,949 7,320 14,135,094 4,000 31,461,892 Great Salt Lake South Arm 3,060 26,057,971 1,660 58,000,000 3,060 26,057,971 1,660 58,000,000 Total Indicated Resources 40,067,742 89,182,949 40,193,065 89,461,892 Measured + Indicated Resources Great Salt Lake North Arm 7,320 14,009,771 4,000 31,182,949 7,320 14,135,094 4,000 31,461,892 Great Salt Lake South Arm 3,060 26,057,971 1,660 58,000,000 3,060 26,057,971 1,660 58,000,000 Total Measured + Indicated Resources 40,067,742 89,182,949 40,193,065 89,461,892 Inferred Resources Total Inferred Resources — — — — — — — — (1) Mineral resources are not mineral reserves and do not have demonstrated economic viability.
Added
There is no certainty that all or any part of the mineral resources will be converted into mineral reserves upon application of modifying factors. (2) Mineral resources are reported in situ for the both the north arm and the south arm of the Great Salt Lake.
Added
(3) Conversion of potassium to SOP uses a factor of 2.2258 tons of SOP per ton of potassium. 44 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. (4) Included process recovery is approximately 7.8% based on historical production results. Mining or metallurgical recovery is not applicable for this operation.
Added
(5) Based on pricing data described in Section 18.1 of the Ogden Potassium/Magnesium/Sodium TRS. The pricing data is based on a five-year average (2021 through 2025) of historical sales data for SOP of $672.27 per ton. Sales prices are projected to increase to approximately $8,529 per ton for SOP through year 2161 (the current expected end of mine life).
Added
(6) Estimated cut-off grade of approximately 4,000 milligrams of potassium per liter of brine extracted from the north arm of the Great Salt Lake, and a cut-off grade of 1,660 milligrams of potassium per liter of brine in the south arm of the Great Salt Lake, which ultimately flows into the north arm of the Great Salt Lake.
Added
The QP assumes that when the north arm of the Great Salt Lake (where the Ogden facility sources its brine) reaches this concentration level, the Ogden facility will halt production of potassium and SOP.
Added
(7) Reported potassium concentration for the Great Salt Lake assumes an indicative lake level of 4,194.4 feet in the south arm and 4,193.5 feet in the north arm. Table 4.
Added
Ogden Facility – Summary of Potassium and SOP Mineral Reserves at September 30, 2025 and 2024 September 30, 2025 September 30, 2024 Reserve Area Average Potassium Grade (mg/L) (7) Potassium Reserves (tons) (1)(2)(4)(5) Cut-Off Grade (mg/L) (6) SOP Reserves (tons) (1)(2)(3)(4)(5) Average Potassium Grade (mg/L) (7) Potassium Reserves (tons) (1)(2)(4)(5) Cut-Off Grade (mg/L) (6) SOP Reserves (tons) (1)(2)(3)(4)(5) Proven Reserves Total Proven Reserves — — — — — — — — Probable Reserves Great Salt Lake North Arm 7,320 20,128,068 4,000 44,801,054 7,320 20,243,615 4,000 45,058,239 Great Salt Lake South Arm — — — — — — — — Total Probable Reserves 7,320 20,128,068 4,000 44,801,054 7,320 20,243,615 4,000 45,058,239 Total Reserves Great Salt Lake North Arm 7,320 20,128,068 4,000 44,801,054 7,320 20,243,615 4,000 45,058,239 Great Salt Lake South Arm — — — — — — — — Total Reserves 7,320 20,128,068 4,000 44,801,054 7,320 20,243,615 4,000 45,058,239 (1) Mineral reserves are as recovered, saleable product.
Added
(2) Annual production rates for SOP are assumed to be 320,000 tons per year, relating to a depletion of 145,833 tons of potassium per year. Based on the QP’s reserve model, the life of mine is estimated to be 138 years. (3) Conversion of potassium to SOP uses a factor of 2.2258 tons of SOP per ton of potassium.
Added
(4) Included process recovery is approximately 7.8% based on historical production results. Mining or metallurgical recovery is not applicable for this operation. (5) Based on pricing data described in Section 18.1 of the Ogden Potassium/Magnesium/Sodium TRS. The pricing data is based on a five-year average (2021 through 2025) of historical sales data for SOP of $672.27 per ton.
Added
Sales prices are projected to increase to approximately $8,529 per ton for SOP through year 2161 (the current expected end of mine life).
Added
(6) Estimated cut-off grade of approximately 4,000 milligrams of potassium per liter of brine extracted from the north arm of Great Salt Lake, and a cut-off grade of 1,660 milligrams of potassium per liter of brine in the south arm of the Great Salt Lake, which ultimately flows into the north arm of the Great Salt Lake.
Added
The QP assumes that when the north arm of the Great Salt Lake (where the Ogden facility sources its brine) reaches this concentration level, the Ogden facility will halt production of potassium and SOP.
Added
(7) Reported potassium concentration for the Great Salt Lake assumes an indicative lake level of 4,194.4 feet in the south arm and 4,193.5 feet in the north arm. 45 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. Table 5.
Added
Ogden Facility – Summary of Magnesium and Magnesium Chloride Mineral Resources at September 30, 2025 and 2024 September 30, 2025 September 30, 2024 Resource Area Average Magnesium Grade (mg/L) (7) Magnesium Resources (tons) (1)(2)(4)(5) Cut-Off Grade (mg/L) (6) Magnesium Chloride Resources (tons) (1)(2)(3)(4)(5) Average Magnesium Grade (mg/L) (7) Magnesium Resources (tons) (1)(2)(4)(5) Cut-Off Grade (mg/L) (6) Magnesium Chloride Resources (tons) (1)(2)(3)(4)(5) Measured Resources Total Measured Resources — — — — — — — — Indicated Resources Great Salt Lake North Arm 11,120 51,341,371 8,638 200,898,785 11,120 51,528,897 8,638 201,632,573 Great Salt Lake South Arm 4,785 40,122,668 3,039 157,000,000 4,785 40,122,668 3,039 157,000,000 Total Indicated Resources 91,464,039 357,898,785 91,651,565 358,632,573 Measured + Indicated Resources Great Salt Lake North Arm 11,120 51,341,371 8,638 200,898,785 11,120 51,528,897 8,638 201,632,573 Great Salt Lake South Arm 4,785 40,122,668 3,039 157,000,000 4,785 40,122,668 3,039 157,000,000 Total Measured + Indicated Resources 91,464,039 357,898,785 91,651,565 358,632,573 Inferred Resources Total Inferred Resources — — — — — — — — (1) Mineral resources are not mineral reserves and do not have demonstrated economic viability.
Added
There is no certainty that all or any part of the mineral resource will be converted into mineral reserve upon application of modifying factors. (2) Mineral resources are reported in situ for the both the north arm and the south arm of the Great Salt Lake.
Added
(3) Conversion of magnesium to magnesium chloride uses a factor of 3.913 tons of magnesium chloride per ton of magnesium. (4) Included process recovery is approximately 10.0% based on historical production results. Mining or metallurgical recovery is not applicable for this operation.
Added
(5) The pricing data is based on a five-year average of historical gross sales data for MgCl of $85.49 per ton. Gross sales prices are projected to increase to approximately and $1,238.59 per ton for MgCl through year 2161 (the current expected end of mine life).

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Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

2 edited+1 added−0 removed1 unchanged
Biggest changeNevertheless, management believes that the outcome of legal proceedings and claims, which are pending or known to be threatened, even if determined adversely, will not, either individually or in the aggregate, have a material adverse effect on our results of operations, cash flows or financial condition, except as otherwise described in Part II, Item 8, Note 10 and Part II, Item 8, Note 13 of our Consolidated Financial Statements.
Biggest changeNevertheless, management believes that the outcome of legal proceedings and claims, which are pending or known to be threatened, even if determined adversely, will not, either individually or in the aggregate, have a material adverse effect on our results of operations, cash flows or financial condition, except as otherwise described in Part II, Item 8, Note 8.
ITEM 3. LEGAL PROCEEDINGS We are involved in the legal proceedings described in Part II, Item 8, Note 10 and Part II, Item 8, Note 13 to our Consolidated Financial Statements and, from time to time, various routine legal proceedings and claims arising from the ordinary course of our business.
ITEM 3. LEGAL PROCEEDINGS We are involved in the legal proceedings described in Part II, Item 8, Note 8. Income Taxes and Part II, Item 8, Note 11. Commitments and Contingencies of our Consolidated Financial Statements and, from time to time, various routine legal proceedings and claims arising from the ordinary course of our business.
Added
Income Taxes, Part II, Item 8, Note 11. Commitments and Contingencies of our Consolidated Financial Statements, and Item 8, Note 18. Subsequent Event. 61 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

6 edited+10 added−8 removed1 unchanged
Biggest change(2004-2006) and executive vice president for operations at Cleveland-Cliffs Inc. (1998-2004). Additionally, he formerly served as chair of the board of PJSC Polyus and of Copper Mountain Mining Corporation. Mr. Dowling currently serves on the board of directors of Teck Resources Ltd. Jeffrey Cathey , Chief Financial Officer , joined Compass Minerals in December 2023 as chief accounting officer.
Biggest change(2004-2006) and executive vice president for operations at Cleveland-Cliffs Inc. (1998-2004). Additionally, he formerly served as chair of the board of PJSC Polyus and of Copper Mountain Mining Corporation. Mr.
Dowling Jr., President and Chief Executive Officer and Director , joined Compass Minerals as president and chief executive officer (CEO) in January 2024. He continues to serve on the company’s board of directors, as he has since March 2022. Mr. Dowling has more than 30 years of leadership experience and international mining expertise. Prior to joining Compass Minerals, Mr.
Dowling Jr., President and Chief Executive Officer and Director , joined Compass Minerals as president and chief executive officer (CEO) in January 2024. He continues to serve on the company’s board of directors, as he has since March 2022. Mr. Dowling has more than 35 years of leadership experience and international mining expertise. Prior to joining Compass Minerals, Mr.
ITEM 4. MINE SAFETY DISCLOSURES Information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is incorporated by reference to Exhibit 95 to this report.
ITEM 4. MINE SAFETY DISCLOSURES Information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is incorporated by reference to Exhibit 95 to this Form 10-K report.
Ben Nichols, Chief Sales Officer , joined Compass Minerals in November 2004 as sales and marketing analyst and held positions of increasing responsibility until his promotion in March 2018, to vice president, salt, consumer and industrial. In January 2020, he was named vice president, plant nutrition. He has been serving as vice president, commercial, since May 2021. Mr.
Ben Nichols, Chief Commercial Officer , joined Compass Minerals in November 2004 as sales and marketing analyst and held positions of increasing responsibility until his promotion in March 2018, to vice president, salt, consumer and industrial. In January 2020, he was named vice president, plant nutrition. Mr.
Information about our Executive Officers Below is information about each person who was or is an executive officer as of September 30, 2024, and as of the date of the filing of this report. The table sets forth each person’s name, position and age as of the date of the filing of this report. Name Age Position Edward C.
Information about our Executive Officers Below is information about each person who was or is an executive officer as of September 30, 2025, and as of the date of the filing of this Form 10-K. The table sets forth each person’s name, position and age as of the date of the filing of this Form 10-K.
Nichols was appointed chief sales officer in January 2024 to oversee the sales, product management and marketing functions for the Salt and Plant Nutrition businesses. 60 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. PART II
Nichols was appointed chief sales officer in January 2024 to oversee the sales, product management and marketing functions for the Salt and Plant Nutrition businesses. In March 2025, he was named chief commercial officer. 62 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
Removed
Dowling Jr. 69 President and Chief Executive Officer and Director Jeffrey Cathey 40 Chief Financial Officer Mary L. Frontczak 58 Chief Legal and Administrative Officer and Corporate Secretary Jenny Hood 41 Chief Supply Chain Officer Ben Nichols 43 Chief Sales Officer Edward C.
Added
Name Age Position Edward C. Dowling Jr. 70 President and Chief Executive Officer and Director Peter Fjellman 56 Chief Financial Officer Patrick Merrin 54 Chief Operations Officer Ben Nichols 44 Chief Commercial Officer Amy Tills 48 Chief Human Resources Officer Ashley Ward 41 Chief Accounting Officer Edward C.
Removed
In June 2024, he was named chief financial officer and is responsible for all aspects of financial management, including accounting, reporting, tax, internal audit, treasury, financial planning and analysis, and investor relations. Mr. Cathey brings over 15 years of financial leadership experience in public and private companies to his new role.
Added
Dowling currently serves on the board of directors of Wesdome Gold Mines as of May 2025 and has served on the board of directors of Teck Resources Ltd. from 2012 to 2025. Peter Fjellman, Chief Financial Officer , joined Compass Minerals in January 2025 as chief financial officer. Mr.
Removed
Before joining Compass Minerals, he spent 10 years in positions of growing responsibility at Crestwood Equity Partners LP. Previously, he held roles at Shamrock Trading Corporation and Ernst & Young LLP. Mary L. Frontczak, Chief Legal and Administrative Officer and Corporate Secretary , joined Compass Minerals in November 2019 and assumed her current position in February 2020.
Added
Fjellman brings over 30 years of experience leading finance teams across diverse industrial, manufacturing and logistics sectors, most recently serving as senior vice president of finance, Americas and Asia Pacific for GXO Logistics, a spinoff of XPO Logistics.
Removed
Prior to her current role, she served as the Company’s chief legal officer and corporate secretary. Before joining Compass Minerals, Ms. Frontczak had served as senior vice president 59 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. and general counsel of POET LLC, an ethanol and other biorefined products producer, since 2017.
Added
Prior to GXO Logistics, his roles included CFO, Americas for ABB, a global power and automation products manufacturer; vice president of finance, North America, at Danaher Corporation, a global life sciences and diagnostics company; and positions of increasing responsibility at Newell Rubbermaid Corporation, a global consumer goods manufacturer. Mr. Fjellman began his career on the audit team at KPMG.
Removed
Prior to POET, she headed the legal department at Bunge North America, an agribusiness and food ingredient company, from 2015 to 2017 and held roles of increasing responsibility at Peabody Energy Corporation, the world’s largest private sector coal company, from 2005 to 2015 and The May Department Store Company from 1996 to 2005.
Added
Patrick Merrin, Chief Operations Officer, joined Compass Minerals in March 2025 as chief operations officer (“COO”). Prior to joining the company, Mr. Merrin served as executive vice president of technical services at Lundin Mining Corporation, a diversified Canadian base metals miner. Before Lundin, he was appointed chief executive officer at Copper Mountain Mining Corporation, a copper mining company.
Removed
Her experience also includes five years in private practice. Jenny Hood, Chief Supply Chain Officer , joined Compass Minerals in September 2019 as vice president, supply chain. In August 2023, she was named head of fire retardants. Ms.
Added
Previous roles include COO of mining at Washington Companies, a diversified holding company in the transportation, mining, construction and shipbuilding industries; and senior vice president of Canadian operations at Newcrest Mining and Goldcorp, both gold mining companies acquired by Newmont Corporation.
Removed
Hood was appointed chief supply chain officer in January 2024 and is responsible for leading all commercial and innovation activities for our long-term Fire Retardant business. She also provides oversight of our global supply chain function, including the customer experience, integrated business planning, logistics and procurement teams. Prior to joining Compass Minerals, Ms.
Added
Amy Tills, Chief Human Resources Officer , joined Compass Minerals as chief human resources officer in September 2025. Before joining Compass Minerals, Ms. Tills developed a background in transforming organization cultures and she brings more than 20 years of experience in human resources leadership and labor relations from various industries and global operations.
Removed
Hood was vice president of transportation at Contura Energy (2018-2019) and vice president of marketing and logistics at Bowie Resource Partners (2014-2018). Early in her career, she worked in positions of increasing responsibility within supply chain and logistics at Alpha Natural Resources (2011-2014) and Massey Energy Company (2005-2011).
Added
Most recently, she served as global vice president of human resources at Fluke Corporation. Previously, she was vice president of human resources, global cooling, at SPX Corporation. Additionally, she gained experience at manufacturing companies, including Honeywell, Amcor Ltd., and Goodyear Tire and Rubber Company.
Added
Ashley Ward, Chief Accounting Officer , joined Compass Minerals in July 2024 as vice president, corporate controller and was appointed chief accounting officer in June 2025. Prior to joining the company, Ms. Ward spent 10 years with Crestwood Equity partners and held positions of increasing responsibility, including assistant controller and director, operational accounting and fixed assets.
Added
After receiving a Bachelor of Business Administration in accounting from Wichita State University, she began her career in accounting at Flint Hills Resources, a wholly owned subsidiary of Koch Industries. 63 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

2 edited+0 added−0 removed5 unchanged
Biggest changeHOLDERS On December 11, 2024, the number of holders of record of our common stock was 251. 61 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. DIVIDEND POLICY We paid dividends for the first and second quarters of fiscal 2024.
Biggest changeHOLDERS On December 8, 2025, the number of holders of record of our common stock was 228. 64 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. DIVIDEND POLICY We paid dividends for the first and second quarters of fiscal 2024.
The performance graph below uses a market capitalization index because the Company does not believe it has a reasonable line-of-business peer group. The graph assumes that the value of the investment in common stock and each index was $100 on December 31, 2019 and that all dividends were reinvested. Peer group indices use beginning of period market capitalization weighting.
The performance graph below uses a market capitalization index because the Company does not believe it has a reasonable line-of-business peer group. The graph assumes that the value of the investment in common stock and each index was $100 on December 31, 2020 and that all dividends were reinvested. Peer group indices use beginning of period market capitalization weighting.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

97 edited+65 added−88 removed42 unchanged
Biggest changeFiscal Year Ended September 30, 2024 September 30, 2023 September 30, 2022 Net (loss) earnings from continuing operations $ (206.1) $ 10.5 $ (33.3) Interest expense 69.5 55.5 55.2 Income tax expense 17.9 17.1 33.5 Depreciation, depletion and amortization 105.0 98.6 112.8 EBITDA from continuing operations (13.7) 181.7 168.2 Adjustments to EBITDA from continuing operations: Stock-based compensation - non-cash 8.1 20.6 15.7 Interest income (1.0) (5.3) (0.8) Loss (gain) on foreign exchange 0.7 2.3 (14.9) Gain from remeasurement of equity method investment — (10.1) — Restructuring charges (a) 15.8 5.9 4.3 Loss on impairments (b) 193.4 — — Provision for product recall costs (c) 0.8 — — Accrued loss and legal costs related to SEC investigation (d) — (0.3) 17.1 Other expense, net 2.2 4.3 0.5 Adjusted EBITDA from continuing operations 206.3 199.1 190.1 Adjusted EBITDA from discontinued operations — — 19.0 Adjusted EBITDA including discontinued operations $ 206.3 $ 199.1 $ 209.1 (a) We incurred severance and related charges related to reductions in workforce, changes to executive leadership and additional restructuring costs related to the termination of our lithium development project.
Biggest changeThe calculation of EBITDA and Adjusted EBITDA as used by management is set forth in the table below (in millions): Fiscal Year Ended September 30, 2025 September 30, 2024 Net loss $ (79.8) $ (206.1) Interest expense 68.5 69.5 Income tax expense 26.1 17.9 Depreciation, depletion and amortization 103.2 105.0 EBITDA 118.0 (13.7) Adjustments to EBITDA: Stock-based compensation - non-cash 10.2 8.1 Interest income (1.3) (1.0) (Gain) loss on foreign exchange (0.1) 0.7 Loss on extinguishment of debt 7.6 — Restructuring charges (a) 4.3 15.8 Total impairment loss (b) 53.7 193.4 Product recall costs (c) 2.1 0.8 Other expense, net 4.3 2.2 Adjusted EBITDA $ 198.8 $ 206.3 (a) During the fiscal year ended September 30, 2025, we incurred severance and related charges due to a reduction in workforce.
Other Significant Accounting Policies – Other significant accounting policies not involving the same level of measurement uncertainties as those discussed above are nevertheless important to an understanding of our consolidated financial statements. Policies related to revenue recognition, allowance for doubtful accounts, valuation of inventory reserves, equity compensation instruments, legal reserves, derivative instruments, post-employment benefit obligations and environmental accruals require judgments.
Other Significant Accounting Estimates – Other significant accounting estimates not involving the same level of measurement uncertainties as those discussed above are nevertheless important to an understanding of our consolidated financial statements. Policies related to revenue recognition, allowance for doubtful accounts, valuation of inventory reserves, equity compensation instruments, legal reserves, derivative instruments, post-employment benefit obligations and environmental accruals require judgments.
Our net earnings, EBITDA and Adjusted EBITDA are impacted by other events or transactions that we believe to be important in understanding our earnings trends such as the variability of weather. The impact of weather has not been adjusted in the amounts presented above.
Our net income, EBITDA and Adjusted EBITDA are impacted by other events or transactions that we believe to be important in understanding our earnings trends such as the variability of weather. The impact of weather has not been adjusted in the amounts presented above.
EBITDA and Adjusted EBITDA exclude interest expense, income taxes and depreciation, depletion and amortization, each of which are an essential element of our cost structure and cannot be eliminated.
EBITDA and Adjusted EBITDA exclude interest expense, income taxes and depreciation and amortization, each of which are an essential element of our cost structure and cannot be eliminated.
Management assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of the existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative loss incurred in the U.S. over the three-year period ended September 30, 2024.
Management assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of the existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative loss incurred in the U.S. over the three-year period ended September 30, 2025.
For more information, see Part I, Item 1A, “Risk Factors” and Part I, Item1 “Business—Environmental, Health and Safety and Other Regulatory Matters.” Significant Accounting Policies and Recent Accounting Pronouncements See Item 8, Note 2 to our Consolidated Financial Statements for a discussion of significant accounting policies and recent accounting pronouncements.
For more information, see Part I, Item 1A, “Risk Factors” and Part I, Item1 “Business—Environmental, Health and Safety and Other Regulatory Matters.” Significant Accounting Policies and Recent Accounting Pronouncements See Item 8, Note 2. Summary of Significant Accounting Policies of our Consolidated Financial Statements for a discussion of significant accounting policies and recent accounting pronouncements.
Capital Allocation Principally due to the nature of our deicing business, our cash flows from operations have historically been seasonal, with the majority of our cash flows from operations generated during the first half of the calendar year (see “—Seasonality” for more information).
Principally due to the nature of our deicing business, our cash flows from operations have historically been seasonal, with the majority of our cash flows from operations generated during the first half of the calendar year (see “—Seasonality” for more information).
Climate change or governmental initiatives to address climate change may affect our operations and necessitate capital expenditures in the future, although capital expenditures for climate-related projects were not material in fiscal 2024 and are not expected to be material in fiscal 2025.
Climate change or governmental initiatives to address climate change may affect our operations and necessitate capital expenditures in the future, although capital expenditures for climate-related projects were not material in fiscal 2025 and are not expected to be material in fiscal 2026.
In the U.K., we operate a records management business utilizing excavated areas of our Winsford salt mine with one other location in London, England. Our Plant Nutrition segment produces and markets SOP products in various grades worldwide to distributors and retailers of crop inputs, as well as growers and for industrial uses.
In the UK, we operate a records management business utilizing excavated areas of our Winsford salt mine with one other location in London, England. Our Plant Nutrition segment produces and markets SOP products in various grades worldwide to distributors and retailers of crop inputs, as well as growers and for industrial uses.
We have identified the critical accounting policies and estimates that we believe are most important to the portrayal of our financial condition and results of operations. The policies set forth below require significant subjective or complex judgments by management, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.
We have identified the critical accounting estimates that we believe are most important to the portrayal of our financial condition and results of operations. The estimates set forth below require significant subjective or complex judgments by management, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Intangible Assets .
Effects of Currency Fluctuations and Inflation Our operations outside of the U.S. are conducted primarily in Canada and the U.K. Therefore, our results of operations are subject to both currency transaction risk and currency translation risk.
Effects of Currency Fluctuations and Inflation Our operations outside of the U.S. are conducted primarily in Canada and the UK. Therefore, our results of operations are subject to both currency transaction risk and currency translation risk.
Our Salt segment provides highway deicing salt to customers in North America and the U.K. as well as consumer deicing and water conditioning products, ingredients used in consumer and commercial food preparation, and other salt-based products for consumer, industrial, chemical and agricultural applications in North America.
Our Salt segment provides highway deicing salt to customers in North America and the UK as well as consumer deicing and water conditioning products, ingredients used in consumer and commercial food preparation, and other salt-based products for consumer, industrial, chemical and agricultural applications in North America.
Our ability to make scheduled interest and principal payments on our indebtedness, to refinance our indebtedness, to fund planned capital expenditures and to fund acquisitions will depend on our ability to generate cash in the future. This, to a certain extent, is subject to general economic, financial, competitive, legislative, regulatory and other factors that are beyond our control.
Our ability to make scheduled interest and principal payments on our indebtedness, to modify our indebtedness, to fund planned capital expenditures, and to fund acquisitions will depend on our ability to generate cash in the future. This, to a certain extent, is subject to general economic, financial, competitive, legislative, climate-related, regulatory and other factors that are beyond our control.
These forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, the risks and uncertainties described in Item 1A, “Risk Factors.” You should read the following discussion together with Item 1A, “Risk Factors” and the Consolidated Financial Statements and Notes thereto included elsewhere in this report.
These forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, the risks and uncertainties described in Item 1A, “Risk Factors.” You should read the following discussion together with Item 1A, “Risk Factors” and the Consolidated Financial Statements and Notes thereto included elsewhere in this Form 10-K.
If payment of these amounts ultimately proves to be unnecessary, the reversal of the liabilities would result in tax benefits being recognized in the period when we determine the liabilities are no longer necessary. If our estimate of tax liabilities proves to be less than the ultimate assessment, a further charge to expense would result.
If payment of these amounts ultimately proves to be unnecessary, the reversal of the liabilities would result in tax benefits being recognized in the period when we determine the liabilities are no longer necessary. If our estimate of tax liabilities proves to be less than the ultimate assessment, a further charge to expense would result. See Item 8, Note 8.
In fiscal 2024, the average rate for the U.S dollar strengthened slightly against the Canadian dollar and weakened against the British pound sterling. In fiscal 2023, the average rate for the U.S. dollar weakened against the Canadian dollar and the British pound sterling.
In fiscal 2025, the average rate for the U.S. dollar strengthened against the Canadian dollar and the British pound sterling. In fiscal 2024, the average rate for the U.S dollar strengthened slightly against the Canadian dollar and weakened against the British pound sterling.
In April 2024, the Board of Directors determined not to declare dividends for the foreseeable future in order to align the Company’s capital allocation priorities with its corporate focus on accelerating cash flow generation and debt reduction.
On April 22, 2024, the Board of Directors determined not to declare dividends for the foreseeable future in order to align our capital allocation priorities with our corporate focus on accelerating cash flow generation and debt reduction.
Mineral Interests – As of September 30, 2024, we maintained $117.7 million of net mineral properties as a part of property, plant and equipment. Mineral interests include probable mineral reserves. We lease mineral reserves at several of our extraction facilities.
Mineral Interests – As of September 30, 2025 and September 30, 2024, we maintained $115.8 million and $117.7 million, respectively, of net mineral properties as a part of property, plant and equipment. Mineral interests include probable mineral reserves. We lease mineral reserves at several of our extraction facilities.
See Item 8, Note 10 to our Consolidated Financial Statements for further discussion of our income taxes. We have elected to account for GILTI in the year the tax is incurred, rather than recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years.
Income Taxes of our Consolidated Financial Statements for further discussion of our income taxes. We have elected to account for GILTI in the year the tax is incurred, rather than recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years.
We expect to meet the ongoing requirements for debt service, any declared dividends and capital expenditures related to our Salt, Plant Nutrition and Fortress businesses from these sources. This, to a certain extent, is subject to general economic, financial, competitive, legislative, regulatory and other factors that are beyond our control.
We expect to meet the ongoing requirements for debt service, any declared dividends and capital expenditures from these sources. This, to a certain extent, is subject to general economic, financial, competitive, legislative, regulatory and other factors that are beyond our control.
As of September 30, 2024, we operate 12 production and packaging facilities with nearly 1,900 personnel throughout the U.S., Canada and the U.K., including: • The largest rock salt mine in the world in Goderich, Ontario, Canada; • The largest dedicated rock salt mine in the U.K. in Winsford, Cheshire; • A solar evaporation facility located near Ogden, Utah, which is both the largest sulfate of potash specialty fertilizer production site and the largest solar salt production site in the Western Hemisphere; and • Several mechanical evaporation facilities producing consumer and industrial salt.
As of September 30, 2025, we operate 12 production and packaging facilities with more than 1,800 personnel throughout the U.S., Canada and the UK, including: • The largest rock salt mine in the world in Goderich, Ontario, Canada; • The largest dedicated rock salt mine in the UK in Winsford, Cheshire; • A solar evaporation facility located near Ogden, Utah, which is both the largest sulfate of potash specialty fertilizer production site and the largest solar salt production site in the Western Hemisphere; and • Several mechanical evaporation facilities producing consumer and industrial salt.
If we are not able to continue to extend lease agreements, as we have in the past, at commercially reasonable terms, without incurring substantial costs or incurring material modifications to the existing lease terms and conditions, if the assigned lives realized are less than those projected by management, or if the actual size, quality or recoverability of the minerals is less than the estimated probable reserves, then the rate of amortization could be increased or the value of the reserves could be reduced by a material amount. 75 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
If we are not able to continue to extend lease agreements, as we have in the past, at commercially reasonable terms, without incurring substantial costs or incurring material modifications to the existing lease terms and conditions, if the assigned lives realized are less than those projected by management, or if the actual size, quality or recoverability of the minerals is less than the estimated probable reserves, then the rate of amortization could be increased or the value of the reserves could be reduced by a material amount.
The majority of revenues and costs are denominated in U.S. dollars, with Canadian dollars and British pounds sterling also being significant. We generated 25% of our fiscal 2024 sales in foreign currencies, and we incurred 22% of our fiscal 2024 total operating expenses in foreign currencies. Additionally, we have approximately $350 million of net assets denominated in foreign currencies.
The majority of revenues and costs are denominated in U.S. dollars, with Canadian dollars and British pounds sterling also being significant. We generated 28% of our fiscal 2025 sales in foreign currencies, and we incurred 27% of our fiscal 2025 total operating expenses in foreign currencies. Additionally, we have approximately $360 million of net assets denominated in foreign currencies.
GAAP financial measures used to evaluate the operating performance of our core business operations because our resource 73 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. allocation, financing methods and cost of capital, and income tax positions are managed at a corporate level, apart from the activities of the operating segments, and the operating facilities are located in different taxing jurisdictions, which can cause considerable variation in net earnings.
GAAP financial measures used to evaluate the operating performance of our core business operations because our resource allocation, financing methods and cost of capital, and income tax positions are managed at a corporate level, apart from the activities of the operating segments, and our operating facilities are located in different taxing jurisdictions, which can cause considerable variation in net earnings.
The amendment included increasing the maximum allowed consolidated total net leverage ratio (as defined and calculated under the terms of the amended 2023 Credit Agreement) to 6.5x as of the last day of any quarter through the fiscal quarter ended December 31, 2024, then gradually stepping down to 4.75x by the fiscal quarter ended March 31, 2026 and thereafter.
The amendment included increasing the maximum allowed consolidated total net leverage ratio (as defined and calculated under the terms of the amended 2023 Credit Agreement) to 6.5x as of the last day of any quarter through the fiscal quarter ended December 31, 2024, then gradually stepping down to 4.75x by the fiscal quarter ended March 31, 2026 and thereafter. 74 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
As a result, we and our customers generally build inventories during the Plant Nutrition business’ low demand periods of the year (which are typically winter and summer, but can vary due to weather and other factors) to ensure timely product availability during the peak sales seasons (which are typically spring and autumn, but can also vary due to weather and other factors).
As a result, we and our customers generally build inventories during the Plant Nutrition business’ low demand periods of the year (which are typically winter and summer, but can vary due to weather and other factors) to ensure timely product availability during the peak sales seasons (which are typically spring and autumn, but can also vary due to weather and other factors). 79 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
As of September 30, 2024, we had total future contractual obligations of approximately $1.4 billion, with approximately $141.6 million due during fiscal 2025. We have a contractual commitment to repay our long-term debt of $922.8 million based on the terms of our debt agreements, of which $7.5 million is payable within the next twelve months.
As of September 30, 2025, we had total future contractual obligations of approximately $1.3 billion, with approximately $127.5 million due during fiscal 2026. We have a contractual commitment to repay our long-term debt of $845.8 million based on the terms of our debt agreements, of which $0.0 million is payable within the next twelve months.
In fiscal 2022, the average rate for the U.S. dollar strengthened against the Canadian dollar and the British pound sterling.
In fiscal 2023, the average rate for the U.S. dollar weakened against the Canadian dollar and the British pound sterling.
On December 12, 2024, we entered into an amendment to our 2023 Credit Agreement, which, among other things, eased the restrictions of certain covenants contained in the agreement.
On March 27, 2024, we entered into an amendment to our 2023 Credit Agreement, which eased the restrictions of certain covenants contained in the agreement.
These assumptions require significant judgment about material estimates, assumptions and uncertainties in connection with the forecasts of future taxable income, the merits in tax law and assessments regarding previous taxing authorities’ proceedings or written rulings.
These assumptions require significant judgment about material estimates, 78 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. assumptions and uncertainties in connection with the forecasts of future taxable income, the merits in tax law and assessments regarding previous taxing authorities’ proceedings or written rulings.
Consequently, our subsidiaries conduct all of our consolidated operations and own substantially all of our operating assets. The principal source of cash needed to pay our obligations is the cash generated from our subsidiaries’ operations and their borrowings.
As a holding company, CMI’s investments in its operating subsidiaries constitute substantially all of its assets. Consequently, our subsidiaries conduct substantially all of our consolidated operating activities and own substantially all of our operating assets. The principal source of the cash needed to pay our obligations is the cash generated from our subsidiaries’ operations and their borrowings.
Based on our current level of operations, we believe that cash flow from operations and available cash, together with available borrowings under our revolving credit facility, will be adequate to meet our liquidity needs over the next 12 months.
Based on our current level of operations, we believe that cash flow from operations and available cash, together with available borrowings under our revolving credit facility, will be adequate to meet our liquidity needs over the next 12 months. Our debt service obligations could, under certain circumstances, materially affect our financial condition and prevent us from fulfilling our debt obligations.
Furthermore, we must remain in compliance with the terms of the credit agreement governing our credit facilities, including the consolidated total net leverage ratio and interest coverage ratio.
Furthermore, we must remain in compliance with the terms of the 2023 Credit Agreement governing our credit facilities, including the consolidated first lien net leverage ratio and consolidated interest coverage ratio, in order to pay dividends to our stockholders.
OTHER EXPENSES AND INCOME COMMENTARY: Fiscal Year Ended September 30, 2024 – Fiscal Year Ended September 30, 2023 SG&A: Decreased $12.4 million; Decreased 0.2 percentage points as a percentage of sales to 12.3% from 12.5% • The decrease in SG&A expense was primarily due to lower corporate expenses, including lower compensation expenses due to restructuring and lower professional services, as well as lower lithium expenses.
OTHER EXPENSES AND INCOME COMMENTARY: — For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024 SG&A: Decreased $24.5 million; Decreased 3.2 percentage points as a percentage of sales from 12.3% to 9.1% • The decrease in SG&A expense was primarily due to reductions in corporate compensation expense and professional services.
As of September 30, 2024, the fair value of the plan’s assets are in excess of the accumulated benefit obligations and we expect to be required to use cash from operations above our historical levels to fund the plan in the future.
Generally, our cash funding policy is to make the minimum annual contributions required by applicable regulations. As of September 30, 2025, the fair value of the plan’s assets are in excess of the accumulated benefit obligations and we expect to be required to use cash from operations above our historical levels to fund the plan in the future.
Additionally, the income tax provision for the fiscal year ended September 30, 2023 included base erosion and anti-abuse tax. OPERATING SEGMENT PERFORMANCE The following financial results represent consolidated financial information with respect to sales from our Salt and Plant Nutrition segments for the fiscal years ended September 30, 2024 and 2023.
OPERATING SEGMENT PERFORMANCE: — For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024 The following financial results represent consolidated financial information with respect to sales from our Salt and Plant Nutrition segments for the fiscal years ended September 30, 2025 and September 30, 2024.
As mentioned above, our Salt segment’s business is seasonal and our Salt segment results and working capital needs are heavily impacted by the severity and timing of the winter weather, which generally occurs from December through March each year.
Our working capital needs are heavily impacted by the severity and timing of the winter weather, which generally occurs from December through March each year.
Loss on Foreign Exchange: Decreased by $1.6 million from $2.3 million to $0.7 million • We realized a foreign exchange loss of $0.7 million for the fiscal year ended September 30, 2024 compared to a loss of $2.3 million in the prior year due primarily to changes in translating our intercompany loans from Canadian dollars to U.S. dollars.
Gain (Loss) on Foreign Exchange: Changed by $0.8 million from a $0.7 million loss in the prior fiscal year to $0.1 million gain • We realized a foreign exchange gain of $0.1 million for the fiscal year ended September 30, 2025, compared to a loss of $0.7 million in the prior year, primarily reflecting the translation of our intercompany loans from Canadian dollars to U.S. dollars.
GAAP and should not be considered in isolation or as a substitute for net earnings, cash flows or other financial data prepared in accordance with U.S. GAAP or as a measure of our overall profitability or liquidity.
GAAP and should not be considered in isolation or as a substitute for net income, cash flows or other financial data prepared in accordance with U.S. GAAP or as a measure of our overall profitability or liquidity. 76 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
At September 30, 2024, we had $76.4 million of gross federal NOL carryforwards and $6.1 million of net operating tax-effected state NOL carryforwards that expire beginning in 2031.
As of September 30, 2025, we had $80.5 million of gross federal NOL carryforwards and $7.1 million of net operating tax-effected state NOL carryforwards that expire beginning in 2031.
Our interest commitment based on the debt balances at September 30, 2024 is $215.8 million, with $64.9 million expected within the next twelve months. The remainder of our contractual commitments consist of lease payments, purchase obligations and commitments, income taxes and employer pension and benefit plan obligations.
Our interest commitment based on the debt balances at September 30, 2025 is $282.5 million, with $64.3 million expected within the next twelve months. The remainder of our contractual commitments consist of lease payments, purchase obligations and commitments, income taxes and employer pension and benefit plan obligations. 75 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
(c) We recorded a provision for potential costs related to a recall for food-grade salt produced at our Goderich Plant. Refer to Item 8, Note 13 for additional details.
(c) We recorded product recall costs related to a recall for food-grade salt produced at our Goderich Plant. Refer to Item 8, Note 11. Commitments and Contingencies of our Consolidated Financial Statements for additional details.
Other significant items, such as executive transition costs, restructuring charges and impairment charges and gain from remeasurement of equity method investment, involve distinct initiatives that are not reflective of core operating activities and affect the comparability of our operational results across reporting periods.
Other significant items, such as executive transition costs, restructuring charges and impairment charges, involve distinct initiatives that are not reflective of core operating activities and affect the comparability of our operational results across reporting periods. Our borrowings are a significant component of our capital structure and interest expense is a continuing cost of debt.
Significant changes to weather patterns, a reduction in average snowfall or regional drought within our served markets could negatively impact customer demand for our products and our costs, as well as our ability to produce our products. For example, prolonged periods of mild winter weather could reduce the demand for deicing products.
Climate Change The potential impact of climate change on our operations, product demand and the needs of our customers remains uncertain. Significant changes to weather patterns, a reduction in average snowfall or regional drought within our served markets could negatively impact customer demand for our products and our costs, as well as our ability to produce our products.
Our fiscal 2024, 2023 and 2022 results were unfavorably impacted by winter weather activity as compared to an average winter in the markets we serve. Management’s Discussion of Critical Accounting Policies and Estimates The preparation of the consolidated financial statements in conformity with U.S.
Our fiscal year ended September 30, 2024 results were unfavorably impacted by winter weather activity as compared to an average winter in the markets we serve. 77 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. Management’s Discussion of Critical Accounting Estimates The preparation of the consolidated financial statements in conformity with U.S.
Refer to Item 8, Note 3 and Item 8, Note 17 for additional information. Product Recall On October 25, 2024, we issued a recall for nine production lots of food-grade salt produced at our Goderich Plant following a customer report of a non-organic, foreign material in our product.
Subsequent Event of our Consolidated Financial Statements for additional details. Product Recall On October 25, 2024, we issued a recall for specific production lots of food-grade salt produced at our Goderich Plant following a customer report of a non-organic, foreign material in our product.
Following industry practice in North America and the U.K., we seek to stockpile sufficient quantities of deicing salt throughout the first, third and fourth fiscal quarters (ending December 31, June 30 76 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. and September 30) to meet the estimated requirements for the winter season.
Following industry practice in North America and the UK, we seek to stockpile sufficient quantities of deicing salt throughout the first, third and fourth fiscal quarters (ending December 31, June 30 and September 30) to meet the estimated requirements for the winter season. Our Plant Nutrition business is also seasonal.
While EBITDA and Adjusted EBITDA are frequently used as measures of operating performance, these terms are not necessarily comparable to similarly titled measures of other companies due to the potential inconsistencies in the method of calculation. The calculation of EBITDA and Adjusted EBITDA as used by management is set forth in the table below (in millions).
Consequently, any measure that excludes these elements has material limitations. While EBITDA and Adjusted EBITDA are frequently used as measures of operating performance, these terms are not necessarily comparable to similarly titled measures of other companies due to the potential inconsistencies in the method of calculation.
We have also used cash generated from operations to fund capital expenditures, pay dividends, fund smaller acquisitions and repay our debt. We have been able to manage our cash flows generated and used across Compass Minerals to indefinitely reinvest earnings in our foreign jurisdictions or efficiently repatriate those funds to the U.S.
Changes in our operating cash flows may affect our future capital allocation and spending. We have been able to manage our cash flows generated and used across Compass Minerals to indefinitely reinvest earnings in our foreign jurisdictions or efficiently repatriate those funds to the U.S.
Our borrowings are a significant component of our capital structure and interest expense is a continuing cost of debt. We are also required to pay income taxes, a required and ongoing consequence of our operations. We have a significant investment in capital assets and depreciation and amortization reflect the utilization of those assets in order to generate revenues.
We are also required to pay income taxes, a required and ongoing consequence of our operations. We have a significant investment in capital assets and depreciation and amortization reflect the utilization of those assets in order to generate revenues. Our employees are vital to our operations and we utilize various stock-based awards to compensate and incentivize our employees.
Loss on Impairments: $191.0 million in the current-year period • During the fiscal year ended September 30, 2024, we recognized goodwill impairments of $51.0 million related to our Plant Nutrition segment and $32.0 million related to our Fortress operations (within the Corporate and Other segment).
Loss on Impairments: Decreased $137.3 million to $53.7 million • We recorded a loss on impairment of definite-lived intangible assets and long-lived assets of $53.7 million, during the fiscal year ended September 30, 2025, related to the exit of Fortress. • During the fiscal year ended September 30, 2024, we recognized goodwill impairments of $51.0 million related to our Plant Nutrition segment and $32.0 million related to our Fortress operations (within the Corporate and Other segment).
The higher combined sales prices are also reflective of sales mix. • Salt operating earnings decreased 4%, or $6.9 million, due primarily to lower sales volumes for both highway and consumer and industrial products and higher per-unit product costs, which were partially offset by higher average sales prices.
The lower combined average sales prices are also reflective of sales mix. • Salt operating income decreased 10.8%, or $17.7 million, due primarily to lower combined average sales prices and higher per-unit product costs, partially offset by higher sales volumes and lower per-unit distribution costs.
The amount of the deferred tax assets considered realizable, however, could be adjusted if objective negative evidence in the form of cumulative losses is no longer present and additional weight is given to subjective evidence such as our projections for income. We have a defined benefit pension plan for certain of our current and former U.K. employees.
The amount of the deferred tax assets considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are increased or reduced or if objective negative evidence in the form of cumulative losses is no longer present and additional weight is given to subjective evidence such as our projections for income.
The products recalled included both products sold prior and subsequent to September 30, 2024. We followed recall protocol and notified our BRCGS Global Standard for Food Safety certifying body, the Canadian Food Inspection Agency (“CFIA”) and the U.S. Food and Drug Administration (“FDA”).
We subsequently expanded the voluntary recall to include food products from the Goderich Plant between September 18, 2024 and November 6, 2024. We followed recall protocol and notified the BRCGS Global Standard for Food Safety certifying body, the Canadian Food Inspection Agency (“CFIA”) and the U.S. Food and Drug Administration (“FDA”).
At September 30, 2024, we had $38.9 million of outstanding loans under this accounts receivable financing facility. See Item 8, Note 12 to our Consolidated Financial Statements for more information.
As of September 30, 2025, we had $45.8 million of outstanding loans under this accounts receivable financing facility. See Item 8, Note 10. Long Term Debt and Finance Lease Liabilities of our Consolidated Financial Statements for more information.
At this time, based on currently available information and our applicable insurance coverage, we do not believe any incremental losses will have a material adverse effect on our results of operations or cash flows in future periods. Reconciliation of Net (Loss) Earnings from Continuing Operations to EBITDA and Adjusted EBITDA Management uses a variety of measures to evaluate our performance.
We completed our investigation and continue to assess the scope and magnitude of customer claims related to the recall. At this time, based on currently available information and our applicable insurance coverage, we do not believe any incremental losses will have a material adverse effect on our results of operations or cash flows in future periods.
Such objective evidence limits the ability to consider other subjective evidence, such as our projections for future income. On the basis of this evaluation, for the fiscal year 2024, an additional valuation allowance of $46 million has been recorded to recognize only the portion of the U.S. deferred tax assets that are more likely than not to be realized.
On the basis of this evaluation, during the fiscal year ended September 30, 2025, an additional valuation allowance of $33.1 million has been recorded to recognize only the portion of the U.S. deferred tax assets that are more likely than not to be realized.
We must also comply with the terms of our indentures governing our 6.75% Senior Notes due December 2027 (the “6.75% Notes”), which limits the amount of dividends we can pay to our stockholders. We are in compliance with our debt covenants as of September 30, 2024.
We must also comply with the terms of our indentures governing our 6.75% Senior Notes due December 2027 and our 8.00% Senior Notes due June 2030, which limit the amount of dividends we can pay to our stockholders.
Interest Expense: Increased $14.0 million to $69.5 million • The increase was primarily due to higher debt levels in the current fiscal year period.
Interest Income: Increased $0.3 million to $1.3 million • The increase in interest income during the current fiscal year period is primarily due to a higher average cash balance in the current year. Interest Expense: Decreased $1.0 million to $68.5 million • The decrease was primarily due to lower debt levels in the current fiscal year period.
See Item 8, Note 10 for information related to income taxes. Our contractual obligations related to employer pension plan obligations represent the funded status recognized as of September 30, 2024. See Item 8, Note 11 for information related to these plans.
Subsequent Event of our Consolidated Financial Statements for amounts related to purchase obligations and performance bonds. Our contractual obligations related to employer pension plan obligations represent the funded status recognized as of September 30, 2025. See Item 8, Note 9. Pension Plans and Other Benefits of our Consolidated Financial Statements for information related to these plans.
GROSS PROFIT & GROSS MARGIN COMMENTARY: Fiscal Year Ended September 30, 2024 – Fiscal Year Ended September 30, 2023 Gross Profit: Decreased 16%, or $37.0 million; Gross Margin decreased 2% from 19% to 17% • Salt segment gross profit decreased $9.1 million primarily due to lower sales volumes and higher per-unit product costs, which were partially offset by higher average sales prices (see “—Operating Segment Performance—Salt” for additional information). • Gross profit for the Plant Nutrition segment decreased $28.4 million due to lower average sales prices, which were partially offset by lower per-unit distribution costs and higher sales volumes (see “—Operating Segment Performance—Plant Nutrition” for additional information). • Fortress gross profit decreased $1.0 million from 2023 as Fortress was not awarded a contract for the 2024 fire season.
GROSS PROFIT & GROSS MARGIN COMMENTARY: — For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024 Gross Profit: Decreased 2.2%, or $4.3 million; Gross Margin decreased 2.2% from 17.5% to 15.3% • Salt segment gross profit decreased $18.9 million, primarily due to lower average combined sales prices and higher per-unit product costs, partially offset by higher sales volumes (see Salt operating results). • Gross profit for the Plant Nutrition segment increased $23.1 million due to higher sales volumes and lower per-unit product costs, partially offset by lower average sales prices and higher per-unit distribution costs (see Plant Nutrition operating results). • Gross profit was also unfavorably impacted by a reduction in Fortress gross profit, in comparison to the prior year.
Consolidated total net debt includes the aggregate principal amount of total debt, net of unrestricted cash of up to $75 million as per the 2023 Credit Agreement. Proceeds from the 2023 Credit Agreement were used to redeem our $250 million 4.875% Senior Notes on May 10, 2023 and pay off the Existing Credit Agreement term loan balance of $16.9 million.
Proceeds from the 2023 Credit Agreement were used to redeem our $250 million 4.875% Senior Notes on May 10, 2023 and pay off the Existing Credit Agreement term loan balance of $16.9 million. See Item 8, Note 10. Long Term Debt and Finance Lease Liabilities of our Consolidated Financial Statements for additional details.
GAAP financial measure and the reasons we use this non-U.S. GAAP measure. CONSOLIDATED RESULTS COMMENTARY: Fiscal Year Ended September 30, 2024 – Fiscal Year Ended September 30, 2023 • Total sales decreased 7%, or $87.3 million, due to lower Salt segment sales, partially offset by sales by the Fortress fire retardant business and higher Plant Nutrition segment sales.
RESULTS OF OPERATIONS—For the Fiscal Year September 30, 2025, Compared to the Fiscal Year September 30, 2024 CONSOLIDATED RESULTS OF OPERATIONS CONSOLIDATED RESULTS COMMENTARY: — For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024 • Total sales increased 11.3%, or $126.5 million, due to higher Salt and Plant Nutrition segment sales, partially offset by lower Fortress fire retardant sales.
The decrease in Salt sales was primarily driven by lower sales volumes, partially offset by higher average sales price.
The increase in Salt sales was primarily driven by higher sales volumes, partially offset by lower combined average sales prices. The increase in Plant Nutrition sales, in comparison to the prior fiscal year, primarily reflects higher sales volumes, partially offset by lower average sales price.
These losses were partially offset by approximately $30.6 million of gain from the sale of a component of the North America micronutrient business. Off-Balance Sheet Arrangements At September 30, 2024, we had no off-balance sheet arrangements that have or are likely to have a material current or future effect on our consolidated financial statements.
Off-Balance Sheet Arrangements At September 30, 2025, we had no off-balance sheet arrangements that have or are likely to have a material current or future effect on our consolidated financial statements.
Beginning December 1, 2008, future benefits ceased to accrue for the remaining active employee participants in the plan concurrent with the establishment of a defined contribution plan for these employees. Generally, our cash funding policy is to make the minimum annual contributions required by applicable regulations.
We have a defined benefit pension plan for certain of our current and former UK employees. Beginning December 1, 2008, future benefits ceased to accrue for the remaining active employee participants in the plan concurrent with the establishment of a defined contribution plan for these employees.
The results of operations of the consolidated records management business and other incidental revenues include sales of $13.9 million, $11.4 million and $11.5 million for the fiscal years ended September 30, 2024, 2023, and 2022, respectively.
The results of operations of the consolidated records management business and other incidental revenues include sales of $15.1 million and $13.9 million, for the fiscal years ended September 30, 2025 and September 30, 2024, respectively. These sales are not material to our consolidated financial results and are not included in the following operating segment financial data.
Also at September 30, 2024 and 2023, we had $2.0 million tax-effected state capital losses that expire beginning in 2027 and $1.6 million of tax-effected federal capital losses that expire beginning in 2025. The NOL carryforwards in Brazil and related valuation allowances were eliminated as of September 30, 2022 given the ending of the Company’s operations in Brazil.
Also as of September 30, 2025 and September 30, 2024, we had $1.9 million and $2.0 million, respectively, of tax-effected state capital losses which will expire beginning in 2027 and $1.6 million and $1.6 million, respectively, of tax-effected federal capital losses, which will expire beginning in 2025.
We market our SOP under the trade name Protassium+. In May 2023, we completed the purchase of Fortress, a fire retardant company working to develop long-term aerial and ground fire retardant products to help combat wildfires (see Part II, Item 8, Note 3 of our Consolidated Financial Statements).
Long Term Debt and Finance Lease Liabilities of our Consolidated Financial Statements for additional information. Fortress Exit . In May 2023, we completed the purchase of Fortress North America, LLC (“Fortress), a fire retardant company working to develop long-term aerial and ground fire retardant products to help combat wildfires.
Consolidated Results of Operations The following discussion and analysis are for the fiscal year ended September 30, 2024, compared to the same period in 2023, unless otherwise stated.
Results of Operations—For the Fiscal Year September 30, 2024, Compared to the Fiscal Year September 30, 2023 For a discussion and analysis of the fiscal year ended September 30, 2024, compared to the fiscal year ended September 30, 2023, see “Part II, Item 7.
See Note 2 for further discussion of impairments. • Our effective tax rate was a negative 10% for the fiscal year ended September 30, 2024, which is primarily driven by the income mix by country with income recognized in foreign jurisdictions more than offset by losses recognized in the U.S., for which a valuation allowance has been recorded against the U.S. tax benefit carryforward. • Our income tax provision in both periods differs from the U.S. statutory rate primarily due to U.S. statutory depletion, state income taxes, nondeductible executive compensation, foreign income, mining and withholding taxes and valuation allowance expense.
Additionally, the majority of the impairments recorded in the fiscal year ended September 30, 2025 and September 30, 2024 were either not tax deductible or the tax benefit was offset by tax expense for a valuation allowance on the related deferred tax asset. • Our effective tax rate of (49%) for the fiscal year ended September 30, 2025 is primarily driven by the income mix by country with income recognized in foreign jurisdictions offset by losses recognized in the U.S., for which a valuation allowance has been recorded against the U.S. tax benefit carryforward.
See Item 8, Note 2 for additional information. • We recognized an impairment loss of $74.8 million for the fiscal year ended September 30, 2024 related to the termination of the lithium development (see Item 8, Note 8 ). • We recognized an impairment loss of $17.6 million for the fiscal year ended September 30, 2024 in our Plant Nutrition segment related to water rights (see Item 8, Note 9 ). 65 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
Also, during the fiscal year ended September 30, 2024, we recorded a loss on impairment of definite-lived intangible asset of $15.6 million, related to Fortress magnesium chloride-based products. • We recorded a loss on impairment of long-lived assets of $74.8 million for the fiscal year ended September 30, 2024 related to the termination of the lithium development. • We recorded an impairment loss of $17.6 million for the fiscal year ended September 30, 2024 in our Plant Nutrition segment related to water rights definite-lived intangible asset. • See Item 8, Note 2.
SALT SEGMENT RESULTS Fiscal Year Ended September 30, 2024 September 30, 2023 September 30, 2022 Salt Sales (in millions) $ 907.8 $ 1,010.8 $ 1,011.4 Salt Operating Earnings (in millions) $ 163.6 $ 170.5 $ 115.6 Salt Sales Volumes (thousands of tons) Highway deicing 7,462 9,321 10,453 Consumer and industrial 1,852 1,999 2,122 Total tons sold 9,314 11,320 12,575 Average Salt Sales Price (per ton) Highway deicing $ 73.23 $ 68.85 $ 61.34 Consumer and industrial $ 195.14 $ 184.67 $ 174.45 Combined $ 97.47 $ 89.29 $ 80.45 SALT SEGMENT RESULTS COMMENTARY: Fiscal Year Ended September 30, 2024 – Fiscal Year Ended September 30, 2023 • Salt sales of $907.8 million decreased $103.0 million, or 10%, in the current year reflecting lower Salt volumes, which were partially offset by higher Salt average sales prices. • Salt sales volumes decreased 18%, or 2.0 million tons, and reduced sales by approximately $155.1 million.
SALT SEGMENT RESULTS Fiscal Year Ended September 30, 2025 September 30, 2024 Salt Sales (in millions) $ 1,022.5 $ 907.8 Salt Operating Income (in millions) $ 145.9 $ 163.6 Salt Sales Volumes (thousands of tons) Highway deicing 8,985 7,462 Consumer and industrial 1,863 1,852 Total tons sold 10,848 9,314 Average Salt Sales Price (per ton) Highway deicing $ 71.53 $ 73.23 Consumer and industrial $ 203.87 $ 195.14 Combined $ 94.26 $ 97.47 SALT SEGMENT RESULTS COMMENTARY: — For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024 • Salt sales of $1,022.5 million increased $114.7 million, or 12.6%, in the current year reflecting higher sales volumes, partially offset by lower highway deicing average sales prices. • Salt sales volumes increased 16.5%, increasing sales by approximately $113.7 million.
See Item 8, Note 12 to our Consolidated Financial Statements for a discussion of our outstanding debt. Historically, our cash flows from operating activities have generally been adequate to fund our basic operating requirements, ongoing debt service and sustaining investment in our property, plant and equipment.
Liquidity and Capital Resources—For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024 Historically, our cash flows from operating activities have generally been adequate to fund our basic operating requirements, ongoing debt service and sustaining investment in our property, plant and equipment.
We may borrow amounts under the revolving credit facility or enter into additional financing to fund our working capital requirements, potential acquisitions and capital expenditures and for other general corporate purposes. Although we are in compliance with our debt covenants as of September 30, 2024, we can make no assurance that we will remain in compliance with these ratios.
Outstanding letters of credit totaling $20.1 million as of September 30, 2025 further reduced available borrowing capacity under the revolving credit facility to $304.9 million. We may borrow amounts under the revolving credit facility or enter into additional financing to fund our working capital requirements, potential acquisitions and capital expenditures, and for other general corporate purposes.
Historically, our working capital requirements have been the highest in the first fiscal quarter (ending December 31) and lowest in the third fiscal quarter (ending June 30). When needed, we may fund short-term working capital requirements by accessing our $375 million revolving credit facility and our $100 million revolving accounts receivable financing facility (our “AR Facility”).
Historically, our working capital requirements have been the highest in the first fiscal quarter (ending December 31) and lowest in the third fiscal quarter (ending June 30).
In addition, the amount of permanently reinvested foreign earnings is influenced by, among other things, the profits generated by our foreign subsidiaries and the amount of investment in those same subsidiaries. The profits generated by our U.S. and foreign subsidiaries are impacted by the transfer price charged on the transfer of our products between them.
We review our tax circumstances on a regular basis with the intent of optimizing cash accessibility and minimizing tax expense. In addition, the amount of permanently reinvested foreign earnings is influenced by, among other things, the profits generated by our foreign subsidiaries and the amount of investment in those same subsidiaries.
Capital Resources With regard to our Salt, Plant Nutrition and Fortress businesses, we believe our ongoing primary sources of liquidity will continue to be cash flow from operations and borrowings under our revolving credit facility. We believe that our current banking syndicate is secure and believe we will have access to our entire revolving credit facility.
The Company paid deferred financing fees of $15.9 million and $2.1 million, during the fiscal years ended September 30, 2025 and September 30, 2024, respectively. Capital Resources With regard to our Salt and Plant Nutrition businesses, we believe our ongoing primary sources of liquidity will continue to be cash flow from operations and borrowings under our revolving credit facility.
PLANT NUTRITION RESULTS Fiscal Year Ended September 30, 2024 September 30, 2023 September 30, 2022 Plant Nutrition Sales (in millions) $ 181.0 $ 172.1 $ 222.3 Plant Nutrition Operating (Loss) Earnings (in millions) $ (86.4) $ 9.5 $ 40.2 Plant Nutrition Sales Volumes (thousands of tons) 273 219 286 Plant Nutrition Average Sales Price (per ton) $ 663 $ 785 $ 777 PLANT NUTRITION RESULTS COMMENTARY: Fiscal Year Ended September 30, 2024 – Fiscal Year Ended September 30, 2023 • Plant Nutrition sales increased 5%, or $8.9 million, due to higher sales volumes, which was partially offset by lower average sales prices. • Plant Nutrition sales volumes increased 25%, or 54,000 tons, which contributed approximately $42.4 million to the increase in sales driven by normalization of demand levels in fiscal 2024 following lower demand in fiscal 2023 reflective of impacts from weather events in key markets and uncertainty regarding future fertilizer prices causing customers to cancel or delay purchases. 67 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. • Plant Nutrition sales prices decreased 16%, partially offsetting the increase in sales by approximately $33.5 million.
PLANT NUTRITION RESULTS Fiscal Year Ended September 30, 2025 September 30, 2024 Plant Nutrition Sales (in millions) $ 206.3 $ 181.0 Plant Nutrition Operating (Loss) Income (in millions) $ 6.5 $ (86.4) Plant Nutrition Sales Volumes (thousands of tons) 326 273 Plant Nutrition Average Sales Price (per ton) $ 634 $ 663 PLANT NUTRITION RESULTS COMMENTARY: — For the Fiscal Year Ended September 30, 2025, Compared to the Fiscal Year Ended September 30, 2024 • Plant Nutrition sales increased 14.0%, or $25.3 million, due to higher sales volumes, partially offset by lower average 70 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. sales prices. • Plant Nutrition sales volumes increased 19.4%, or 53,000 tons, which resulted in a $35.1 million increase in sales driven by positive production trends in 2025 that have allowed us to pursue business beyond normally serviced markets. • Plant Nutrition average sales prices decreased 4.4%, partially offsetting the increase in sales volume by $9.8 million. • Plant Nutrition operating income in fiscal year 2025 was $6.5 million, compared to an operating loss of $86.4 million in fiscal year 2024.
Sales primarily include revenue from the sales of our products, or “product sales,” and the impact of shipping and handling costs incurred to deliver our salt and plant nutrition products to our customers. The results of operations of the Fortress business include sales of $14.7 million and $10.4 million for the fiscal years ended September 30, 2024 and 2023, respectively.
Sales primarily include revenue from the sales of our products, or “product sales,” and the impact of shipping and handling costs incurred to deliver our salt and plant nutrition products to our customers. 69 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

10 edited+2 added−2 removed5 unchanged
Biggest changeActual changes in market prices or rates will differ from hypothetical changes. 77 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. Commodity Pricing Risk We have a hedging policy to mitigate the impact of fluctuations in the price of natural gas.
Biggest changeCommodity Pricing Risk We have a hedging policy to mitigate the impact of fluctuations in the price of natural gas. The notional amounts of volumes hedged are determined based on a combination of factors, including estimated natural gas usage, current market prices and 80 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC. historical market prices.
Foreign Currency Risk In addition to the U.S., we primarily conduct our business in Canada and the U.K. Our operations are, therefore, subject to volatility because of currency fluctuations, inflation changes and changes in political and economic conditions in these countries.
Foreign Currency Risk In addition to the U.S., we primarily conduct our business in Canada and the UK. Our operations are, therefore, subject to volatility because of currency fluctuations, inflation changes and changes in political and economic conditions in these countries.
See “Risk Factors—Risks associated with our international operations and sales and changes in economic and political environments could adversely affect our business and earnings.” Considering our foreign earnings, a hypothetical 10% unfavorable change in exchange rates compared to the U.S. dollar would have an estimated $0.6 million impact on our operating earnings for the fiscal year ended September 30, 2024.
See “Risk Factors—Risks associated with our international operations and sales and changes in economic and political environments could adversely affect our business and earnings.” Considering our foreign earnings, a hypothetical 10% unfavorable change in exchange rates compared to the U.S. dollar would have an estimated $1.6 million impact on our operating earnings for the fiscal year ended September 30, 2025.
GAAP, any such cash flow hedges of transportation costs would likely be accounted for by marking the hedges to market at each reporting period. We do not engage in hedging for speculative investment purposes. 78 2024 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
GAAP, any such cash flow hedges of transportation costs would likely be accounted for by marking the hedges to market at each reporting period. We do not engage in hedging for speculative investment purposes. 81 2025 FORM 10-K Table of Contents COMPASS MINERALS INTERNATIONAL, INC.
Excluding natural gas hedged with derivative instruments, a hypothetical 10% adverse change in our natural gas prices during the fiscal year ended September 30, 2024, would have increased our product cost by approximately $0.6 million. Actual results will vary due to actual changes in market prices and consumption.
During the fiscal year ended September 30, 2024, a hypothetical 10% adverse change in our natural gas prices would have increased our product cost by approximately $0.6 million. Actual results will vary due to actual changes in market prices and consumption.
As of September 30, 2024, we had agreements in place to hedge forecasted natural gas purchases of 2.3 MMBtus, all of which are qualified and designated as cash flow hedges. Of the hedged forecasted natural gas purchases, 2.0 MMBtus will expire within one year.
As of September 30, 2025, we had agreements in place to hedge forecasted natural gas purchases of 2.6 MMBtus, all of which are qualified and designated as cash flow hedges. Of the hedged forecasted natural gas purchases, 2.2 MMBtus will expire within one year.
We may hedge up to approximately 90% of our expected natural gas usage. Because of the varying locations of our production facilities, we also enter into basis swap agreements to eliminate any further price variation due to local market differences. We have determined most of these financial instruments qualify as cash flow hedges under U.S. GAAP.
Because of the varying locations of our production facilities, we also enter into basis swap agreements to eliminate any further price variation due to local market differences. We have determined most of these financial instruments qualify as cash flow hedges under U.S. GAAP.
However, there can be no assurance that our hedging activities will eliminate or substantially reduce these risks. We do not enter into any financial instrument arrangements for speculative purposes.
However, there can be no assurance that our hedging activities will eliminate or substantially reduce these risks. We do not enter into any financial instrument arrangements for speculative purposes. Interest Rate Risk As of September 30, 2025, we did not have any outstanding debt under our credit agreement.
Actual results may vary due to changes in the amount of variable rate debt outstanding. As of September 30, 2024, a significant portion of the investments in the U.K. pension plan are in bond funds. Changes in interest rates could impact the value of the investments and discounted plan liabilities in the pension plan.
As of both September 30, 2025 and September 30, 2024, a significant portion of the investments in the UK pension plan are in bond funds. Changes in interest rates could impact the value of the investments and discounted plan liabilities in the pension plan.
The notional amounts of volumes hedged are determined based on a combination of factors, including estimated natural gas usage, current market prices and historical market prices. We enter into contractual natural gas price arrangements, which effectively fix the purchase price of our natural gas requirements up to 36 months in advance of the physical purchase of the natural gas.
We enter into contractual natural gas price arrangements, which effectively fix the purchase price of our natural gas requirements up to 36 months in advance of the physical purchase of the natural gas. We may hedge up to approximately 90% of our expected natural gas usage.
Removed
Interest Rate Risk As of September 30, 2024, we had $383.9 million of debt outstanding under our credit agreement (consisting of term loans and revolving credit facility), bearing interest at variable rates. Accordingly, our earnings and cash flows will be affected by changes in interest rates to the extent the principal balance is unhedged.
Added
For the fiscal year ended September 30, 2024, a hypothetical 10% unfavorable change in exchange rates compared to the U.S. dollar would have an estimated $0.6 million impact on our operating earnings. Actual changes in market prices or rates will differ from hypothetical changes.
Removed
Assuming no change in the amount of debt outstanding, a 100 basis point increase in the average interest rate under these borrowings would have increased the interest expense related to our variable rate debt by approximately $3.8 million based upon our debt outstanding as of September 30, 2024.
Added
Excluding natural gas hedged with derivative instruments, a hypothetical 10% adverse change in our natural gas prices during the fiscal year ended September 30, 2025, would have increased our product cost by approximately $0.8 million.

Other CMP 10-K year-over-year comparisons