Quest Diagnostics Inc

Quest Diagnostics Inc orporated Delaware 16-1387862 (State of Incorporation) (I.R.S. Employer Identification Number) 500 Plaza Drive Secaucus, NJ 07094 (973) 520-2700

PART I - FINANCIAL INFORMATION Page Item 1. Financial Statements (unaudited) Index to unaudited consolidated financial statements filed as part of this report: Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2025 and 2024 2

Consolidated Statements of Comprehensive Income for the Three and Six Months Ended June 30, 2025 and 2024 3

Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024 4

Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2025 and 2024 5

Consolidated Statements of Stockholders' Equity for the Three and Six Months Ended June 30, 2025 and 2024 6

Notes to Consolidated Financial Statements (unaudited) 8

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 27

Item 3. Quantitative and Qualitative Disclosures About Market Risk

See Item 2. "Management's Discussion and Analysis of Financial Condition and Results of Operations" 39

QUEST DIAGNOSTICS INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2025 AND 2024 (unaudited) (in millions, except per share data)

Three Months Ended June 30, Six Months Ended June 30, 2025 2024 2025 2024 Net revenues $ 2,761 $ 2,397 $ 5,413 $ 4,763 Operating costs and expenses and other operating income: Cost of services 1,818 1,593 3,607 3,188 Selling, general and administrative 486 416 962 856 Amortization of intangible assets 39 29 78 58 Other operating (income) expense, net ( 20 ) 4 ( 18 ) 6 Total operating costs and expenses, net 2,323 2,042 4,629 4,108 Operating income 438 355 784 655 Other income (expense): Interest expense, net ( 67 ) ( 44 ) ( 134 ) ( 87 ) Other income, net 13 3 10 12 Total non-operating expense, net ( 54 ) ( 41 ) ( 124 ) ( 75 ) Income before income taxes and equity in earnings of equity method investees 384 314 660 580 Income tax expense ( 97 ) ( 74 ) ( 156 ) ( 140 ) Equity in earnings of equity method investees, net of taxes 9 - 27 8

Net income 296 240 531 448 Less: Net income attributable to noncontrolling interests 14 11 29 25 Net income attributable to Quest Diagnostics $ 282 $ 229 $ 502 $ 423

Earnings per share attributable to Quest Diagnostics' common stockholders:

Diluted $ 2.47 $ 2.03 $ 4.41 $ 3.75 Weighted average common shares outstanding: Basic 112 111 112 111 Diluted 113 112 113 112

The accompanying notes are an integral part of these statements.

QUEST DIAGNOSTICS INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2025 AND 2024 (unaudited) (in millions) Three Months Ended June 30, Six Months Ended June 30, 2025 2024 2025 2024 Net income $ 296 $ 240 $ 531 $ 448 Other comprehensive income (loss): Foreign currency translation adjustment 67 ( 3 ) 72 ( 5 )

Other comprehensive income (loss) 67 ( 3 ) 72 ( 5 ) Comprehensive income 363 237 603 443 Less: Comprehensive income attributable to noncontrolling interests 14 11 29 25 Comprehensive income attributable to Quest Diagnostics $ 349 $ 226 $ 574 $ 418

The accompanying notes are an integral part of these statements.

QUEST DIAGNOSTICS INCORPORATED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS JUNE 30, 2025 AND DECEMBER 31, 2024 (unaudited) (in millions, except per share data) June 30, 2025 December 31, 2024 Assets Current assets: Cash and cash equivalents $ 319 $ 549 Accounts receivable, net of allowance for credit losses of $ 25 and $ 29 as of June 30, 2025 and December 31, 2024, respectively 1,419 1,304 Inventories 187 188 Prepaid expenses and other current assets 273 351 Total current assets 2,198 2,392 Property, plant and equipment, net 2,120 2,113 Operating lease right-of-use assets 655 651 Goodwill 8,883 8,856 Intangible assets, net 1,706 1,763 Investments in equity method investees 136 123 Other assets 271 255 Total assets $ 15,969 $ 16,153 Liabilities and Stockholders' Equity Current liabilities: Accounts payable and accrued expenses $ 1,349 $ 1,394 Current portion of long-term debt 504 602 Current portion of long-term operating lease liabilities 171 173 Total current liabilities 2,024 2,169 Long-term debt 5,169 5,615 Long-term operating lease liabilities 540 535 Other liabilities 890 938 Commitments and contingencies Redeemable noncontrolling interest 81 83 Stockholders' equity: Quest Diagnostics stockholders' equity: Common stock, par value $ 0.01 per share; 600 shares authorized as of both June 30, 2025 and December 31, 2024; 162 shares issued as of both June 30, 2025 and December 31, 2024 2 2 Additional paid-in capital 2,332 2,361 Retained earnings 9,682 9,360 Accumulated other comprehensive loss ( 16 ) ( 88 ) Treasury stock, at cost; 50 and 51 shares as of June 30, 2025 and December 31, 2024, respectively ( 4,772 ) ( 4,857 ) Total Quest Diagnostics stockholders' equity 7,228 6,778 Noncontrolling interests 37 35 Total stockholders' equity 7,265 6,813 Total liabilities and stockholders' equity $ 15,969 $ 16,153

The accompanying notes are an integral part of these statements.

QUEST DIAGNOSTICS INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2025 AND 2024 (unaudited) (in millions) Six Months Ended June 30, 2025 2024 Cash flows from operating activities: Net income $ 531 $ 448 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 283 233 Provision for credit losses 2 3 Deferred income tax expense (benefit) 8 ( 36 ) Stock-based compensation expense 43 42

Other, net 26 16 Changes in operating assets and liabilities: Accounts receivable ( 115 ) ( 113 ) Accounts payable and accrued expenses ( 11 ) ( 111 ) Income taxes payable 9 20 Other assets and liabilities, net 82 12 Net cash provided by operating activities 858 514 Cash flows from investing activities: Business acquisitions, net of cash acquired ( 17 ) ( 248 )

Other investing activities, net 3 31 Net cash used in investing activities ( 239 ) ( 413 ) Cash flows from financing activities: Proceeds from borrowings 400 - Repayments of debt ( 1,001 ) ( 301 ) Exercise of stock options 42 28 Employee payroll tax withholdings on stock issued under stock-based compensation plans ( 42 ) ( 23 ) Dividends paid ( 174 ) ( 163 ) Distributions to noncontrolling interest partners ( 29 ) ( 18 )

Other financing activities, net ( 50 ) ( 39 ) Net cash used in financing activities ( 854 ) ( 516 ) Effect of exchange rate changes on cash and cash equivalents and restricted cash 5 - Net change in cash and cash equivalents and restricted cash ( 230 ) ( 415 ) Cash and cash equivalents and restricted cash, beginning of period 549 686 Cash and cash equivalents and restricted cash, end of period $ 319 $ 271

The accompanying notes are an integral part of these statements.

QUEST DIAGNOSTICS INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2025 AND 2024 (unaudited) (in millions)

For the Three Months Ended June 30, 2025 Quest Diagnostics Stockholders' Equity Shares of Common Stock Outstanding Common Stock Additional Paid-In Capital Retained Earnings Accumulated Other Compre- hensive Loss Treasury Stock, at Cost Non- controlling Interests Total Stock- holders' Equity Balance, March 31, 2025 112 $ 2 $ 2,310 $ 9,490 $ ( 83 ) $ ( 4,790 ) $ 33 $ 6,962 Net income 282 13 295 Other comprehensive income, net of taxes 67 67 Dividends declared ( 90 ) ( 90 ) Distributions to noncontrolling interest partners ( 9 ) ( 9 ) Issuance of common stock under benefit plans 6 6 Stock-based compensation expense 21 21 Exercise of stock options 1 12 13

Balance, June 30, 2025 112 $ 2 $ 2,332 $ 9,682 $ ( 16 ) $ ( 4,772 ) $ 37 $ 7,265 For the Six Months Ended June 30, 2025 Quest Diagnostics Stockholders' Equity Shares of Common Stock Outstanding Common Stock Additional Paid-In Capital Retained Earnings Accumulated Other Compre- hensive Loss Treasury Stock, at Cost Non- controlling Interests Total Stock- holders' Equity Balance, December 31, 2024 111 $ 2 $ 2,361 $ 9,360 $ ( 88 ) $ ( 4,857 ) $ 35 $ 6,813 Net income 502 25 527 Other comprehensive income, net of taxes 72 72 Dividends declared ( 180 ) ( 180 ) Distributions to noncontrolling interest partners ( 23 ) ( 23 ) Issuance of common stock under benefit plans 1 ( 54 ) 67 13 Stock-based compensation expense 43 43 Exercise of stock options 1 41 42 Shares to cover employee payroll tax withholdings on stock issued under stock-based compensation plans ( 19 ) ( 23 ) ( 42 )

The accompanying notes are an integral part of these statements.

For the Three Months Ended June 30, 2024 Quest Diagnostics Stockholders' Equity Shares of Common Stock Outstanding Common Stock Additional Paid-In Capital Retained Earnings Accumulated Other Compre- hensive Loss Treasury Stock, at Cost Non- controlling Interests Total Stock- holders' Equity Balance, March 31, 2024 111 $ 2 $ 2,292 $ 8,935 $ ( 16 ) $ ( 4,781 ) $ 37 $ 6,469 Net income 229 9 238 Other comprehensive loss, net of taxes ( 3 ) ( 3 ) Dividends declared ( 84 ) ( 84 ) Distributions to noncontrolling interest partners ( 7 ) ( 7 ) Issuance of common stock under benefit plans 1 6 7 Stock-based compensation expense 20 20 Exercise of stock options 1 15 16

Balance, June 30, 2024 111 $ 2 $ 2,314 $ 9,080 $ ( 19 ) $ ( 4,760 ) $ 39 $ 6,656 For the Six Months Ended June 30, 2024 Quest Diagnostics Stockholders' Equity Shares of Common Stock Outstanding Common Stock Additional Paid-In Capital Retained Earnings Accumulated Other Compre- hensive Loss Treasury Stock, at Cost Non- controlling Interests Total Stock- holders' Equity Balance, December 31, 2023 111 $ 2 $ 2,320 $ 8,825 $ ( 14 ) $ ( 4,826 ) $ 35 $ 6,342 Net income 423 22 445 Other comprehensive loss, net of taxes ( 5 ) ( 5 ) Dividends declared ( 168 ) ( 168 ) Distributions to noncontrolling interest partners ( 18 ) ( 18 ) Issuance of common stock under benefit plans ( 41 ) 54 13 Stock-based compensation expense 42 42 Exercise of stock options ( 1 ) 29 28 Shares to cover employee payroll tax withholdings on stock issued under stock-based compensation plans ( 6 ) ( 17 ) ( 23 )

The accompanying notes are an integral part of these statements.

Table of Contents QUEST DIAGNOSTICS INCORPORATED AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) (in millions, unless otherwise indicated)

1. DESCRIPTION OF BUSINESS Background Quest Diagnostics Incorporated and its subsidiaries ("Quest Diagnostics"or the"Company") work across the healthcare ecosystem to create a healthier world, one life at a time. The Company's diagnostic information services ("DIS") business provides diagnostic insights from the results of its laboratory testing to empower people, physicians, and organizations to take action to improve health outcomes. Derived from one of the world's largest databases of de-identifiable clinical lab results, the Company's diagnostic insights reveal new avenues to identify and treat disease, inspire healthy behaviors and improve healthcare management. In the right hands and with the right context, the Company's diagnostic insights can inspire actions that transform lives and create a healthier world. The Company provides services to a broad range of customers within its primary customer channels - physicians (including those associated with accountable care organizations ("ACOs") and Federally Qualified Health Centers ("FQHCs")), hospitals, and patients and consumers. Other customers include health plans, employers, emerging retail healthcare providers, government agencies, pharmaceutical companies and other commercial clinical laboratories. The Company offers broad access to clinical testing through a network of laboratories, patient service centers, phlebotomists in physician offices, and connectivity resources, including call centers and mobile phlebotomists, nurses and other health and wellness professionals. The Company's large in-house staff of medical and scientific experts, including medical directors, scientific directors, genetic counselors and board-certified geneticists, provide medical and scientific consultation to healthcare providers and patients regarding the Company's tests and test results, and help them best utilize Quest Diagnostics' services to improve outcomes and enhance satisfaction. The Company's Diagnostic Solutions ("DS") group, which represents the balance of the Company's consolidated net revenues, includes the Company's risk assessment services business, which offers solutions for insurers, and the Company's healthcare information technology businesses, which offer solutions for healthcare providers and payers.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation The interim unaudited consolidated financial statements reflect all adjustments which in the opinion of management are necessary for a fair statement of results of operations, comprehensive income, financial condition, cash flows and stockholders' equity for the periods presented. Except as otherwise disclosed, all such adjustments are of a normal recurring nature. Operating results for the interim periods are not necessarily indicative of the results that may be expected for the full year. These interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in the Company's 2024 Annual Report on Form 10-K. The year-end balance sheet data was derived from the audited consolidated financial statements as of December 31, 2024 but does not include all the disclosures required by accounting principles generally accepted in the United States ("GAAP").

The accounting policies of the Company are the same as those set forth in Note 2 to the audited consolidated financial statements contained in the Company's 2024 Annual Report on Form 10-K.

Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.