FERG: Material agreement · New financial obligation

Item 1.01. Entry into a Material Definitive Agreement. Bridge Credit Agreement On August 11, 2026, Ferguson Enterprises Inc. (the “ Company ”), as borrower, entered into a bridge term loan credit agreement (the “ Bridge Credit Agreement ”) with Ferguson UK Holdings Limited (“ Ferguson UK ”), as guarantor, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent for the lenders. The Bridge Credit Agreement provides for a bridge credit facility in an aggregate principal amount of up to $700 million, which is unsecured and scheduled to mature 364 days after the date the borrowing under the Bridge Credit Agreement is made (the “ Funding Date ”). The proceeds of the borrowing under the Bridge Credit Agreement, if any, will be used to fund a portion of the consideration and related fees and expenses payable in connection with the previously disclosed acquisition of FWI Holdings, Inc., a Delaware corporation (the “ FloWorks Acquisition ”), and will be available to be drawn in the event that the Company has not, prior to or concurrently with the consummation of the FloWorks Acquisition, received proceeds of one or more bank financing or capital markets transactions sufficient to fund the FloWorks Acquisition. The occurrence of the Funding Date under the Bridge Credit Agreement is subject to the satisfaction of customary conditions, including the substantially concurrent consummation of the FloWorks Acquisition. The borrowing under the Bridge Credit Agreement will bear interest, at the Company’s option, at either the Base Rate or the Term SOFR Rate, plus an applicable margin. Depending on the Company’s senior unsecured debt rating, the applicable margins on Base Rate Loans range from 0.000% to 0.250%, and the applicable margins on Term Benchmark Loans ran