ECL: Other company developments

Item 8.01 Other Events. On May 19, 2026, Ecolab Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Citigroup Global Markets Inc., Barclays Capital Inc., BofA Securities, Inc. and Wells Fargo Securities, LLC, as representatives of the several Underwriters named therein (the “Underwriters”), pursuant to which the Company agreed to issue and sell to the Underwriters $1,200,000,000 aggregate principal amount of its 4.600% Notes due 2029 (the “2029 Notes”), $900,000,000 aggregate principal amount of its 4.800% Notes due 2031 (the “2031 Notes”), $1,500,000,000 aggregate principal amount of its 5.150% Notes due 2033 (the “2033 Notes”) and $1,400,000,000 aggregate principal amount of its 5.350% Notes due 2036 (the “2036 Notes” and, together with the 2029 Notes, the 2031 Notes and the 2033 Notes, the “Notes”). On May 29, 2026, the Company completed the offering of the Notes, and the Notes were issued pursuant to the Indenture (the “Base Indenture”), dated January 12, 2015, between the Company and Computershare Trust Company, N.A. (as successor to Wells Fargo Bank, National Association), as trustee (the “Trustee”), as amended by the Fifteenth Supplemental Indenture, dated May 29, 2026 (the “Fifteenth Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), between the Company and the Trustee. Each of the 2029 Notes, the 2031 Notes, the 2033 Notes and the 2036 Notes is a separate series of debt securities under the Indenture. The Company intends to use the net proceeds from the sale of the Notes to fund the acquisition of Frigeo Holdings LLC (“CoolIT Systems” and such transaction, the “CoolIT Systems Acquisition”) and for general corporate purposes, which may include, without limitation, the repayment of commerci