fast-20260331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)


☒			Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended March 31, 2026, or


☐			Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from __________ to __________

Commission file number 0-16125

FASTENAL COMPANY

(Exact name of registrant as specified in its charter)


Minnesota						41-0948415
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)


2001 Theurer Boulevard, Winona, Minnesota						55987-1500
(Address of principal executive offices)						(Zip Code)


			(507) 454-5374
			(Registrant's telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $.01 per share	FAST	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files.) Yes ý No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer", "accelerated filer", "smaller reporting company", and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer

Accelerated Filer

☐

Non-accelerated Filer

☐

Smaller Reporting Company

☐

Emerging Growth Company

☐

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ý

As of April 10, 2026, there were approximately 1,148,035,061 shares of the registrant's common stock outstanding.


		Page
PART I	FINANCIAL INFORMATION

ITEM 1.	FINANCIAL STATEMENTS

	Condensed Consolidated Balance Sheets	1

	Condensed Consolidated Statements of Income	2

	Condensed Consolidated Statements of Comprehensive Income	3

	Condensed Consolidated Statements of Stockholders' Equity	4

	Condensed Consolidated Statements of Cash Flows	5

	Notes to Condensed Consolidated Financial Statements	6

ITEM 2.	MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	13

ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	23

ITEM 4.	CONTROLS AND PROCEDURES	24

PART II	OTHER INFORMATION

ITEM 1.	LEGAL PROCEEDINGS	25

ITEM 1A.	RISK FACTORS	25

ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	25

ITEM 5.	OTHER INFORMATION	25

ITEM 6.	EXHIBITS	25


Assets	March 31, 2026		December 31, 2025
Current assets:
Cash and cash equivalents	$	308.6	276.8
Trade accounts receivable, net of allowance for credit losses of $6.3 and $5.3, respectively	1,445.2		1,245.3
Inventories	1,692.5		1,748.0
Prepaid income taxes	12.1		20.1
Other current assets	161.4		181.9
Total current assets	3,619.8		3,472.1

Property and equipment, net	1,140.3		1,131.6
Operating lease right-of-use assets	312.3		309.0
Other assets	137.4		140.2

Total assets	$	5,209.8	5,052.9

Liabilities and Stockholders' Equity
Current liabilities:
Current portion of debt	$	25.0	25.0
Accounts payable	363.2		316.8
Accrued expenses	242.6		264.7
Current portion of operating lease liabilities	106.1		106.1
Income taxes payable	87.2		3.0
Total current liabilities	824.1		715.6

Long-term debt	100.0		100.0
Operating lease liabilities	214.4		210.8
Deferred income taxes	65.5		67.4
Other long-term liabilities	16.4		15.5

Commitments and contingencies (Notes 3, 5, 6, and 8)
Stockholders' equity:
Preferred stock: $0.01 par value, 5,000,000 shares authorized, no shares issued or outstanding	—		—
Common stock: $0.01 par value, 1,600,000,000 shares authorized, 1,148,000,984 and 1,148,057,473 shares issued and outstanding, respectively	11.5		11.5
Additional paid-in capital	105.3		115.5
Retained earnings	3,931.9		3,867.7
Accumulated other comprehensive loss	(59.2)		(51.1)
Total stockholders' equity	3,989.5		3,943.6
Total liabilities and stockholders' equity	$	5,209.8	5,052.9


	Three Months Ended March 31,
		2026		2025
Net sales		$	2,201.7	1,959.4
Cost of sales		1,218.8		1,075.5
Gross profit		982.9		883.9

Selling, general, and administrative expenses		535.3		490.0
Operating income		447.6		393.9

Interest income		1.6		0.9
Interest expense		(0.8)		(1.7)
Income before income taxes		448.3		393.1

Income tax expense		108.6		94.4
Net income		$	339.8	298.7

Basic net income per share		$	0.30	0.26
Diluted net income per share		$	0.30	0.26

Basic weighted average shares outstanding		1,148.2		1,146.9
Diluted weighted average shares outstanding		1,150.9		1,149.5


	Three-month Period
		2026			2025
United States		$	1,816.3		1,629.4
% of revenues		82.5		%	83.2	%
Canada and Mexico		306.3			268.9
% of revenues		13.9		%	13.7	%
All other foreign countries		79.1			61.1
% of revenues		3.6		%	3.1	%
Total revenues		$	2,201.7		1,959.4


		Three-month Period
Type	Introduced		2026		2025
Fasteners (1)	1967		31.0	%	30.3	%
Tools	1993		8.4	%	8.5	%
Cutting tools	1996		5.1	%	5.3	%
Hydraulics & pneumatics	1996		6.9	%	6.9	%
Material handling	1996		5.7	%	5.6	%
Janitorial supplies	1996		8.7	%	9.1	%
Electrical supplies	1997		4.7	%	4.8	%
Welding supplies	1997		4.3	%	4.2	%
Safety supplies	1999		21.5	%	22.0	%
Other			3.7	%	3.3	%
			100.0	%	100.0	%


	2026		2025
First quarter	$	0.240	$	0.215
Second quarter	0.240		0.220
Third quarter			0.220
Fourth quarter			0.220
Total	$	0.480	$	0.875


	Options Granted	Option Exercise Price		Closing Stock Price on Grant Date		March 31, 2026
Grant Date						Options Outstanding	Options Exercisable
January 2, 2026	1,508,081	$	41.00	$	40.440	1,502,232	169,011
January 2, 2025	1,366,636	$	36.00	$	35.555	1,257,104	283,416
January 2, 2024	1,629,824	$	32.00	$	31.775	1,358,624	507,886
January 3, 2023	2,143,886	$	24.00	$	23.700	1,494,697	755,845
January 3, 2022	1,426,876	$	31.00	$	30.990	896,097	616,481
January 4, 2021	1,483,020	$	24.00	$	23.825	783,876	666,394
January 2, 2020	1,804,526	$	19.00	$	18.615	757,796	654,340
January 2, 2019	2,633,848	$	13.00	$	12.853	612,620	541,648
January 2, 2018	2,175,872	$	13.75	$	13.635	298,421	298,421
January 3, 2017	3,059,156	$	11.75	$	11.738	135,509	135,509
Total	19,231,725					9,096,976	4,628,951


Grant Date	Risk-free Interest Rate		Expected Life of Option in Years	Expected Dividend Yield		Expected Stock Volatility		Estimated Fair Value of Stock Option
January 2, 2026	3.7	%	5.00	2.2	%	23.79	%	$	8.52
January 2, 2025	4.3	%	5.00	2.2	%	27.36	%	$	8.86
January 2, 2024	3.8	%	5.00	2.2	%	28.44	%	$	7.94
January 3, 2023	4.0	%	5.00	2.6	%	29.58	%	$	5.81
January 3, 2022	1.3	%	5.00	1.7	%	28.52	%	$	6.84
January 4, 2021	0.4	%	5.00	2.0	%	29.17	%	$	4.79
January 2, 2020	1.7	%	5.00	2.4	%	25.70	%	$	3.41
January 2, 2019	2.5	%	5.00	2.9	%	23.96	%	$	2.20
January 2, 2018	2.2	%	5.00	2.3	%	23.45	%	$	2.51
January 3, 2017	1.9	%	5.00	2.6	%	24.49	%	$	2.10


	Three-month Period
Reconciliation		2026	2025
Basic weighted average shares outstanding		1,148,159,704	1,146,935,722
Weighted shares assumed upon exercise of stock options		2,740,697	2,576,501
Diluted weighted average shares outstanding		1,150,900,401	1,149,512,223


	Three-month Period
Summary of Anti-dilutive Options Excluded		2026		2025
Options to purchase shares of common stock		1,318,407		2,617,668
Weighted average exercise prices of options		$	41.00	33.89


	Three Months Ended March 31,
		2026		2025
Cash flows from operating activities:
Net income		$	339.8	298.7
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation of property and equipment		41.9		42.0
Loss (gain) on sale of property and equipment		1.0		(0.3)
Bad debt expense		1.4		1.8
Deferred income taxes		(1.8)		0.7
Stock-based compensation		2.6		2.0
Amortization of intangible assets		2.7		2.7
Changes in operating assets and liabilities:
Trade accounts receivable, net		(204.2)		(170.0)
Inventories		52.5		(26.5)
Other current assets		20.3		10.2
Accounts payable		46.6		45.3
Accrued expenses		(17.1)		(8.8)
Income taxes		92.2		70.9
Other		0.5		(6.5)
Net cash provided by operating activities		378.4		262.2

Cash flows from investing activities:
Purchases of property and equipment		(58.9)		(55.7)
Proceeds from sale of property and equipment		1.3		1.9
Other		0.0		0.0
Net cash used in investing activities		(57.6)		(53.8)

Cash flows from financing activities:
Proceeds from debt obligations		47.0		155.0
Payments against debt obligations		(47.0)		(155.0)
Proceeds from exercise of stock options		7.6		11.2
Purchases of common stock		(20.3)		—
Cash dividends paid		(275.6)		(246.7)
Net cash used in financing activities		(288.3)		(235.5)

Effect of exchange rate changes on cash and cash equivalents		(0.6)		3.1

Net increase (decrease) in cash and cash equivalents		31.9		(24.0)


	Three-month Period
		2026		2025
Manufacturing		76.2	%	76.4	%
Non-residential construction		8.2	%	7.8	%
Other		15.6	%	15.8	%
		100.0	%	100.0	%


	Average Interest Rate at March 31, 2026			Debt Outstanding
			Maturity Date	March 31, 2026		December 31, 2025
Unsecured revolving credit facility	4.68	%	September 28, 2027	$	—	—
Senior unsecured promissory notes payable, Series E	2.72	%	May 15, 2027	50.0		50.0
Senior unsecured promissory notes payable, Series G	2.13	%	June 24, 2026	25.0		25.0
Senior unsecured promissory notes payable, Series H	2.50	%	June 24, 2030	50.0		50.0
Total				125.0		125.0
Less: Current portion of debt				(25.0)		(25.0)
Long-term debt				$	100.0	100.0

Outstanding letters of credit under unsecured revolving credit facility - contingent obligation				$	0.2	29.7


	Three-month Period
		2026		2025
U.S. ROA pre-tax profit depreciation and amortization expense		$	41.9	40.3


	March 31, 2026		December 31, 2025
U.S. ROA assets (1)	$	2,565.4	2,446.8


			Change Since:			Change Since:
	Q1 2026	Q4 2025	Q4 2025		Q1 2025	Q1 2025
Selling personnel - absolute employee headcount	17,235	17,166	0.4	%	16,995	1.4	%
Selling personnel - FTE employee headcount	15,450	15,439	0.1	%	15,236	1.4	%
Total personnel - absolute employee headcount	24,675	24,489	0.8	%	24,181	2.0	%
Total personnel - FTE employee headcount	21,763	21,602	0.7	%	21,339	2.0	%

SEC Form 10-Q filed by Fastenal Company