KOP

EX-99.2

3 a2026q18-kex992.htm

EX-99.2

Document

Exhibit 99.2

FOR IMMEDIATE RELEASE

For Information:

Quynh McGuire

Vice President, Investor Relations

412 227 2049

McGuireQT@koppers.com

Koppers Holdings Inc.

436 Seventh Avenue

Pittsburgh, PA 15219-1800

Tel 412 227 2001

www.koppers.com

Koppers Announces Conditional Plan to Discontinue Production Activities at Facility in

Stickney, Illinois

Continues Enterprise-wide Strategy to Focus on Improving Margins and Cash Flow

PITTSBURGH, May 8, 2026 -- Koppers Holdings Inc. (NYSE: KOP), an integrated global provider of treated wood products, wood treatment chemicals and carbon compounds, today announced that it has made a conditional decision to discontinue distillation and chemical manufacturing operations at its facility located in Stickney, Illinois, subject to the satisfaction of any bargaining obligations that might exist with the union that represents certain employees at that facility.

The conditional decision, which is pending negotiations and consultation with the union and would impact approximately 85 employees, was driven by challenging market conditions over the past decade, including unit operating costs outpacing our ability to capture higher pricing, reduced raw material supply from North American steel manufacturers, and increased capital requirements.

Koppers anticipates winding down the remaining distillation and chemical production activities by December 31, 2026, pending discussions with the union. The company is tentatively targeting fourth quarter 2026 for shifting production to its coal tar distillation facility located in Nyborg, Denmark. To ensure an effective transition for existing pitch and creosote customers, Koppers has strengthened its supply chain from Nyborg to the U.S. through expanded shipping and terminal capabilities. As part of this conditional decision, the company is continuing to evaluate potentially appropriate uses for the Stickney facility following the end of production activities.

This action is anticipated to result in pre-tax charges to earnings of $227 million to $262 million through the end of 2029, which includes $170 million to $195 million of non-cash charges that are projected to be recorded in the second and third quarters of 2026. Cash closure charges of $57 million to $67 million will be expended over a three-year period beginning in the second quarter of 2026 and will be funded by the operating and capital cash benefits generated by this action. When completed, this should result in annual free cash flow improvement of $15 million to $25 million. The adjusted EBITDA improvement savings related to discontinuing activities are estimated to reach an annual run rate of approximately $15 million to $20 million in 2027 and beyond. Combined with the expected decrease in depreciation expense, the incremental benefit to adjusted EPS is estimated to be $1.00 to $1.20 per share.

Commenting on the intended action, Koppers Chief Executive Officer and Chair Leroy Ball said, “Our Carbon Materials and Chemicals business has faced structural market challenges for more than a decade and despite significant restructuring efforts, our Stickney facility has continued to be pressured by aging infrastructure, a higher cost-structure, excess industry capacity and increasingly constrained raw‑material availability. Given current and prospective market conditions along with having a more modern operation with adequate capacity in Nyborg, we cannot justify the significant near‑term capital investment required at Stickney. While difficult, we feel this is a necessary step to strengthen our remaining CMC business and sharpen our focus on healthier, higher-growth markets that will drive more sustainable long-term profitability for our stakeholders.”

Mr. Ball continued, “I want to thank our employees for their continued hard work and determination while operating under persistently tough circumstances. We understand that this situation is incredibly difficult and will have a real impact on our employees and their families. Our priority is to provide the support and assistance needed to help them navigate any transition.”

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Koppers does not provide reconciliations of guidance for adjusted EBITDA, free cash flow and adjusted earnings per share to comparable GAAP measures, in reliance on the unreasonable efforts exception. Koppers is unable, without unreasonable efforts, to forecast certain items required to develop meaningful comparable GAAP financial measures. These items include, but are not limited to, restructuring and impairment charges, acquisition-related costs, mark-to-market commodity hedging, and LIFO adjustments that are difficult to forecast for a GAAP estimate and may be

significant. Forward-looking statements, including the guidance above, are based upon current expectations and are subject to factors that could cause actual results to differ materially from those set forth above. Please see the “

kop-202602260001315257False00013152572026-02-262026-02-26

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2026

KOPPERS HOLDINGS INC.

(Exact name of registrant as specified in its charter)

Pennsylvania1-3273720-1878963 (State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)

436 Seventh Avenue Pittsburgh, Pennsylvania 15219 (Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (412) 227-2001 Not Applicable (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: (see General Instruction A.2. below)

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each classTrading Symbol(s)Name of each exchange on which registered Common StockKOPThe New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company o If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 2.02 Results of Operations and Financial Condition. On February 26, 2026 we issued a press release announcing fourth quarter and full year 2025 results. A copy of the press release is included in this Current Report on Form 8-K as Exhibit 99.1 and is furnished herewith.

Item 9.01 Financial Statements and Exhibits. (d)Exhibits.

99.1 Press Release dated February 26, 2026

104Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: February 26, 2026

KOPPERS HOLDINGS INC.

By:/s/ BRADLEY A. PEARCE

Bradley A. Pearce Interim Chief Financial Officer and Chief Accounting Officer

kop-202511070001315257False00013152572025-11-072025-11-07

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2025

KOPPERS HOLDINGS INC.

(Exact name of registrant as specified in its charter)

Pennsylvania1-3273720-1878963 (State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)

436 Seventh Avenue Pittsburgh, Pennsylvania 15219 (Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (412) 227-2001 Not Applicable (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: (see General Instruction A.2. below)

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each classTrading Symbol(s)Name of each exchange on which registered Common StockKOPThe New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company o If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 2.02 Results of Operations and Financial Condition. On November 7, 2025 we issued a press release announcing third quarter of 2025 results. A copy of the press release is included in this Current Report on Form 8-K as Exhibit 99.1 and is furnished herewith.

Item 9.01 Financial Statements and Exhibits. (d)Exhibits.

99.1 Press Release dated November 7, 2025

104Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: November 7, 2025

KOPPERS HOLDINGS INC.

By:/s/ Jimmi Sue Smith Jimmi Sue Smith Chief Financial Officer and Treasurer