UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON,~~

Washington, D.C. 20549

FORM10-Q

☒~~QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~

~~For the quarterly period ended September 30, 2017~~

☐~~TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~

~~For the transition period from to~~

(Mark One)


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended	September 30, 2023
or
☐	TRANSITIONREPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from ___________ to ___________

Commission File Number: 1-6314

Tutor Perini Corporation

(Exact ~~name~~Name of ~~registrant~~Registrant as ~~specified~~Specified in its ~~charter)~~

Charter)

MASSACHUSETTS


~~MASSACHUSETTS~~		~~04-1717070~~
(State or ~~other jurisdiction~~Other Jurisdiction of ~~incorporation~~Incorporation or ~~organization)~~	~~(I.R.S. Employer~~ ~~Identification No.)~~ Organization)

15901 OLDEN STREET,SYLMAR,CALIFORNIA


(Address of Principal Executive Offices)

04-1717070


(I.R.S. Employer Identification No.)

91342-1093

~~(Address of principal executive offices)~~

~~(Zip code)~~


(Zip Code)

(818)362-8391

(Registrant’s ~~telephone number, including area code)~~

Telephone Number, Including Area Code)

None

(Former ~~name, former address~~Name, Former Address and ~~former fiscal year,~~Former Fiscal Year, if ~~changed since last report)~~

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, $1.00 par value	TPC	The New York Stock Exchange

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 ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically ~~and posted on its corporate website, if any,~~ every Interactive Data File required to be submitted ~~and posted~~ 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 ~~and post~~ such files). Yes ☒ 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”~~company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. ~~(Check one):~~

Large accelerated filer☒

☐

Accelerated filer☐

☒

~~Non-Accelerated~~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~~ Act. ☐

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

The number of shares of common stock, $1.00 par value per share, of the registrant outstanding at November ~~3, 2017~~2, 2023 was ~~49,781,010.~~

52,022,169.

Table of Contents

TUTORPERINI CORPORATION AND SUBSIDIARIES

TABLE OFOF CONTENTS

Page Numbers

Part I.

Financial Information:

Item 1.

Financial ~~Statements~~Statements::

Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022 (Unaudited)

Condensed Consolidated Statements of Comprehensive ~~Income~~Loss for the Three and Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022 (Unaudited)

Condensed Consolidated Balance Sheets as of September 30, ~~2017~~2023 and December 31, ~~2016~~2022 (Unaudited)

Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022 (Unaudited)

Notes to Condensed Consolidated Financial Statements (Unaudited)

~~7-23~~

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

~~24-30~~

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Item 4.

Controls and Procedures

Mine Safety Disclosures

PART I. –FINANCIAL INFORMATION

Item 1. – Financial Statements

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

UNAUDITED



	Three Months Ended				Nine Months Ended
	September 30,				September 30,					Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands, except per common share amounts)	2017		2016		2017		2016		(in thousands, except per common share amounts)	2023		2022		2023		2022
REVENUE	$	1,199,505	$	1,332,978	$	3,564,140	$	3,726,477	REVENUE	$	1,060,705	$	1,070,926	$	2,858,756	$	2,884,107
COST OF OPERATIONS		(1,081,254)		(1,208,310)		(3,240,332)		(3,386,947)	COST OF OPERATIONS	(1,009,792)		(1,020,586)		(2,767,051)		(2,817,645)
GROSS PROFIT		118,251		124,668		323,808		339,530	GROSS PROFIT	50,913		50,340		91,705		66,462
General and administrative expenses		(69,179)		(63,749)		(203,674)		(189,660)	General and administrative expenses	(63,479)		(57,232)		(183,828)		(173,815)
INCOME FROM CONSTRUCTION OPERATIONS		49,072		60,919		120,134		149,870
LOSS FROM CONSTRUCTION OPERATIONS									LOSS FROM CONSTRUCTION OPERATIONS	(12,566)		(6,892)		(92,123)		(107,353)
Other income, net		967		2,048		42,373		5,214	Other income, net	2,967		397		12,442		5,114
Interest expense		(15,643)		(15,041)		(53,726)		(44,655)	Interest expense	(20,313)		(17,015)		(63,842)		(49,711)
INCOME BEFORE INCOME TAXES		34,396		47,926		108,781		110,429
Provision for income taxes		(9,096)		(19,125)		(37,084)		(44,868)
NET INCOME		25,300		28,801		71,697		65,561
LOSS BEFORE INCOME TAXES									LOSS BEFORE INCOME TAXES	(29,912)		(23,510)		(143,523)		(151,950)
Income tax (expense) benefit									Income tax (expense) benefit	4,086		(560)		52,004		47,047
NET LOSS									NET LOSS	(25,826)		(24,070)		(91,519)		(104,903)
LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS		(1,716)		��—		(4,253)		—	LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS	11,070		8,385		32,107		12,189
NET INCOME ATTRIBUTABLE TO TUTOR PERINI CORPORATION	$	23,584	$	28,801	$	67,444	$	65,561
BASIC EARNINGS PER COMMON SHARE	$	0.47	$	0.59	$	1.36	$	1.33
DILUTED EARNINGS PER COMMON SHARE	$	0.47	$	0.57	$	1.33	$	1.32
NET LOSS ATTRIBUTABLE TO TUTOR PERINI CORPORATION									NET LOSS ATTRIBUTABLE TO TUTOR PERINI CORPORATION	$	(36,896)	$	(32,455)	$	(123,626)	$	(117,092)
BASIC LOSS PER COMMON SHARE									BASIC LOSS PER COMMON SHARE	$	(0.71)	$	(0.63)	$	(2.39)	$	(2.28)
DILUTED LOSS PER COMMON SHARE									DILUTED LOSS PER COMMON SHARE	$	(0.71)	$	(0.63)	$	(2.39)	$	(2.28)
WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING:									WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING:
BASIC		49,775		49,185		49,602		49,132	BASIC	51,994		51,404		51,784		51,263
DILUTED		50,587		50,100		50,768		49,649	DILUTED	51,994		51,404		51,784		51,263

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

Table of Contents

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATEDSTATEMENTS OF COMPREHENSIVE ~~INCOME~~

LOSS

UNAUDITED



	Three Months Ended				Nine Months Ended
	September 30,				September 30,					Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2017		2016		2017		2016		(in thousands)	2023		2022		2023		2022
NET INCOME	$	25,300	$	28,801	$	71,697	$	65,561
NET LOSS									NET LOSS	$	(25,826)	$	(24,070)	$	(91,519)	$	(104,903)

OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX:									OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX:
Defined benefit pension plan adjustments		269		248		806		819	Defined benefit pension plan adjustments	299		458		896		1,373
Foreign currency translation adjustments		726		(411)		1,321		261	Foreign currency translation adjustments	(1,017)		(2,527)		(239)		(3,660)
Unrealized gain (loss) in fair value of investments		12		(79)		(12)		(224)	Unrealized gain (loss) in fair value of investments	(255)		(2,510)		482		(8,772)
Unrealized loss in fair value of interest rate swap		—		—		—		(24)
TOTAL OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX		1,007		(242)		2,115		832	TOTAL OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX	(973)		(4,579)		1,139		(11,059)

COMPREHENSIVE INCOME		26,307		28,559		73,812		66,393
COMPREHENSIVE LOSS									COMPREHENSIVE LOSS	(26,799)		(28,649)		(90,380)		(115,962)
LESS: COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS		(1,716)		—		(4,253)		—	LESS: COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS	10,597		6,860		32,188		9,512
COMPREHENSIVE INCOME ATTRIBUTABLE TO TUTOR PERINI CORPORATION	$	24,591	$	28,559	$	69,559	$	66,393
COMPREHENSIVE LOSS ATTRIBUTABLE TO TUTOR PERINI CORPORATION									COMPREHENSIVE LOSS ATTRIBUTABLE TO TUTOR PERINI CORPORATION	$	(37,396)	$	(35,509)	$	(122,568)	$	(125,474)

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

Table of Contents

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATEDBALANCE SHEETS

UNAUDITED



	As of September 30,		As of December 31,
(in thousands, except share and per share amounts)	2017		2016		(in thousands, except share and per share amounts)	As of September 30, 2023		As of December 31, 2022

ASSETS					ASSETS
CURRENT ASSETS:					CURRENT ASSETS:
Cash and cash equivalents ($79,111 and $0 related to variable interest entities ("VIEs"))	$	221,878	$	146,103
Cash and cash equivalents ($148,097 and $168,408 related to variable interest entities (“VIEs”))					Cash and cash equivalents ($148,097 and $168,408 related to variable interest entities (“VIEs”))	$	290,008	$	259,351
Restricted cash		17,424		50,504	Restricted cash	41,915		14,480
Restricted investments		48,775		—	Restricted investments	98,361		91,556
Accounts receivable ("AR") including retainage of $574,710 and $569,391 (AR of $36,317 and $0 related to VIEs)		1,857,870		1,743,300
Costs and estimated earnings in excess of billings		902,312		831,826
Other current assets		70,781		66,023
Accounts receivable ($85,836 and $54,040 related to VIEs)					Accounts receivable ($85,836 and $54,040 related to VIEs)	1,161,020		1,171,085
Retention receivable ($155,590 and $187,615 related to VIEs)					Retention receivable ($155,590 and $187,615 related to VIEs)	561,856		585,556
Costs and estimated earnings in excess of billings ($61,279 and $83,911 related to VIEs)					Costs and estimated earnings in excess of billings ($61,279 and $83,911 related to VIEs)	1,175,795		1,377,528
Other current assets ($31,260 and $33,340 related to VIEs)					Other current assets ($31,260 and $33,340 related to VIEs)	239,736		179,215
Total current assets		3,119,040		2,837,756	Total current assets	3,568,691		3,678,771
PROPERTY AND EQUIPMENT, net of accumulated depreciation of $345,546 and $313,783		447,588		477,626
PROPERTY AND EQUIPMENT (“P&E”), net of accumulated depreciation of $524,774 and $505,512 (net P&E of $36,852 and $22,133 related to VIEs)					PROPERTY AND EQUIPMENT (“P&E”), net of accumulated depreciation of $524,774 and $505,512 (net P&E of $36,852 and $22,133 related to VIEs)	447,303		435,088
GOODWILL		585,006		585,006	GOODWILL	205,143		205,143
INTANGIBLE ASSETS, NET		90,340		92,997	INTANGIBLE ASSETS, NET	68,865		70,542
DEFERRED INCOME TAXES					DEFERRED INCOME TAXES	72,003		15,910
OTHER ASSETS		40,811		45,235	OTHER ASSETS	123,722		137,346
TOTAL ASSETS	$	4,282,785	$	4,038,620	TOTAL ASSETS	$	4,485,727	$	4,542,800

LIABILITIES AND EQUITY					LIABILITIES AND EQUITY
CURRENT LIABILITIES:					CURRENT LIABILITIES:
Current maturities of long-term debt	$	30,951	$	85,890	Current maturities of long-term debt	$	28,040	$	70,285
Accounts payable ("AP") including retainage of $267,110 and $258,294 (AP of $4,826 and $0 related to VIEs)		949,675		994,016
Billings in excess of costs and estimated earnings ($91,750 and $0 related to VIEs)		403,635		331,112
Accrued expenses and other current liabilities		124,385		107,925
Accounts payable ($42,864 and $36,484 related to VIEs)					Accounts payable ($42,864 and $36,484 related to VIEs)	558,844		495,345
Retention payable ($25,467 and $44,859 related to VIEs)					Retention payable ($25,467 and $44,859 related to VIEs)	221,488		246,562
Billings in excess of costs and estimated earnings ($432,558 and $480,839 related to VIEs)					Billings in excess of costs and estimated earnings ($432,558 and $480,839 related to VIEs)	1,028,960		975,812
Accrued expenses and other current liabilities ($12,239 and $5,082 related to VIEs)					Accrued expenses and other current liabilities ($12,239 and $5,082 related to VIEs)	199,238		179,523
Total current liabilities		1,508,646		1,518,943	Total current liabilities	2,036,570		1,967,527
LONG-TERM DEBT, less current maturities, net of unamortized discounts and debt issuance costs totaling $54,699 and $56,072		855,325		673,629
DEFERRED INCOME TAXES		132,335		131,007
LONG-TERM DEBT, less current maturities, net of unamortized discount and debt issuance costs totaling $11,538 and $13,980					LONG-TERM DEBT, less current maturities, net of unamortized discount and debt issuance costs totaling $11,538 and $13,980	876,794		888,154

OTHER LONG-TERM LIABILITIES		155,553		162,018	OTHER LONG-TERM LIABILITIES	238,408		245,135
TOTAL LIABILITIES		2,651,859		2,485,597	TOTAL LIABILITIES	3,151,772		3,100,816

CONTINGENCIES AND COMMITMENTS (NOTE 7)

COMMITMENTS AND CONTINGENCIES (NOTE 10)					COMMITMENTS AND CONTINGENCIES (NOTE 10)
EQUITY					EQUITY
Stockholders' Equity:
Stockholders' equity:					Stockholders' equity:
Preferred stock - authorized 1,000,000 shares ($1 par value), none issued		—		—	Preferred stock - authorized 1,000,000 shares ($1 par value), none issued	—		—
Common stock - authorized 75,000,000 shares ($1 par value), issued and outstanding 49,781,010 and 49,211,353 shares		49,781		49,211
Common stock - authorized 112,500,000 shares ($1 par value), issued and outstanding 52,022,169 and 51,521,336 shares					Common stock - authorized 112,500,000 shares ($1 par value), issued and outstanding 52,022,169 and 51,521,336 shares	52,022		51,521
Additional paid-in capital		1,080,371		1,075,600	Additional paid-in capital	1,144,783		1,140,933
Retained earnings		541,069		473,625	Retained earnings	180,675		304,301
Accumulated other comprehensive loss		(43,298)		(45,413)	Accumulated other comprehensive loss	(45,979)		(47,037)
Total Stockholders' Equity		1,627,923		1,553,023
Total stockholders' equity					Total stockholders' equity	1,331,501		1,449,718
Noncontrolling interests		3,003		—	Noncontrolling interests	2,454		(7,734)
TOTAL EQUITY		1,630,926		1,553,023	TOTAL EQUITY	1,333,955		1,441,984

TOTAL LIABILITIES AND EQUITY	$	4,282,785	$	4,038,620	TOTAL LIABILITIES AND EQUITY	$	4,485,727	$	4,542,800

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

Table of Contents

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATEDSTATEMENTS OF CASH FLOWS

UNAUDITED



	Nine Months Ended September 30,					Nine Months Ended September 30,
(in thousands)	2017		2016		(in thousands)	2023		2022
Cash Flows from Operating Activities:					Cash Flows from Operating Activities:
Net income	$	71,697	$	65,561
Adjustments to reconcile net income to net cash provided by operating activities:
Net loss					Net loss	$	(91,519)	$	(104,903)
Adjustments to reconcile net loss to net cash provided by operating activities:					Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation		37,806		44,638	Depreciation	30,308		40,088
Amortization of intangible assets		2,657		2,657	Amortization of intangible assets	1,677		13,966
Share-based compensation expense		16,057		10,109	Share-based compensation expense	9,103		7,681
Excess income tax benefit from share-based compensation		—		(10)
Change in debt discounts and deferred debt issuance costs		14,725		7,124	Change in debt discounts and deferred debt issuance costs	2,992		2,751
Deferred income taxes		642		(8,636)	Deferred income taxes	(61,146)		(53,365)
(Gain) loss on sale of property and equipment		(376)		300
Gain on sale of property and equipment					Gain on sale of property and equipment	(5,077)		(183)
Changes in other components of working capital					Changes in other components of working capital	296,839		338,527
Other long-term liabilities		(2,876)		(8,555)	Other long-term liabilities	(2,976)		10,862
Other		4,785		(353)
Changes in other components of working capital		(143,213)		(18,669)
Other, net					Other, net	610		(4,146)
NET CASH PROVIDED BY OPERATING ACTIVITIES		1,904		94,166	NET CASH PROVIDED BY OPERATING ACTIVITIES	180,811		251,278

Cash Flows from Investing Activities:					Cash Flows from Investing Activities:
Acquisition of property and equipment excluding financed purchases		(9,712)		(10,273)
Acquisition of property and equipment					Acquisition of property and equipment	(45,590)		(42,809)
Proceeds from sale of property and equipment		1,440		1,139	Proceeds from sale of property and equipment	9,006		6,738
Investments in securities restricted in use		(48,657)		—
Change in restricted cash		33,080		(2,872)
Investments in securities					Investments in securities	(17,986)		(11,145)
Proceeds from maturities and sales of investments in securities					Proceeds from maturities and sales of investments in securities	11,134		8,333
NET CASH USED IN INVESTING ACTIVITIES		(23,849)		(12,006)	NET CASH USED IN INVESTING ACTIVITIES	(43,436)		(38,883)

Cash Flows from Financing Activities:					Cash Flows from Financing Activities:
Proceeds from issuance of convertible notes		—		200,000
Proceeds from debt		1,991,457		1,003,092	Proceeds from debt	702,427		498,606
Repayment of debt		(1,866,072)		(1,174,679)	Repayment of debt	(758,473)		(533,452)
Excess income tax benefit from share-based compensation		—		10
Issuance of common stock and effect of cashless exercise		(11,147)		(423)
Cash payments related to share-based compensation					Cash payments related to share-based compensation	(737)		(1,389)
Distributions paid to noncontrolling interests		(2,500)		—	Distributions paid to noncontrolling interests	(26,500)		(46,500)
Contributions from noncontrolling interests		1,250		—	Contributions from noncontrolling interests	4,500		3,961
Debt issuance and extinguishment costs		(15,268)		(14,868)
NET CASH PROVIDED BY FINANCING ACTIVITIES		97,720		13,132
Debt issuance, extinguishment and modification costs					Debt issuance, extinguishment and modification costs	(500)		—
NET CASH USED IN FINANCING ACTIVITIES					NET CASH USED IN FINANCING ACTIVITIES	(79,283)		(78,774)

Net increase in cash and cash equivalents		75,775		95,292
Cash and cash equivalents at beginning of period		146,103		75,452
Cash and cash equivalents at end of period	$	221,878	$	170,744
Net increase in cash, cash equivalents and restricted cash					Net increase in cash, cash equivalents and restricted cash	58,092		133,621
Cash, cash equivalents and restricted cash at beginning of period					Cash, cash equivalents and restricted cash at beginning of period	273,831		211,396
Cash, cash equivalents and restricted cash at end of period					Cash, cash equivalents and restricted cash at end of period	$	331,923	$	345,017

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

Table of Contents

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

(1)Basis of Presentation

The Condensed Consolidated Financial Statements do not include footnotes and certain financial information normally presented annually under generally accepted accounting principles ~~generally accepted~~ in the United States (“GAAP”). Therefore, they should be read in conjunction with the audited consolidated financial statements and the related notes included in ~~the Company’s~~Tutor Perini Corporation’s (the “Company”) Annual Report on Form 10-K for the year ended December 31, ~~2016.~~2022. The results of operations for the three and nine months ended September 30, ~~2017~~2023 may not be indicative of the results that will be achieved for the full year ending December 31, ~~2017.~~

2023.

In the opinion of management, the accompanying unaudited Condensed Consolidated Financial Statements reflect all adjustments, including those of a normal recurring nature, necessary to present fairly the Company’s consolidated financial position as of September 30, ~~2017~~2023 and its consolidated ~~results~~statements of operations and cash flows for the interim periods presented. ~~All significant intercompany~~Intercompany balances and transactions ~~of consolidated subsidiaries~~ have been eliminated. ~~There were no material events that occurred subsequent~~Certain amounts in the condensed consolidated financial statements and notes thereto of prior years have been reclassified to conform to the ~~date~~current year presentation.

(2)Revenue

Disaggregation of ~~the financial statements up to the filing of this Form 10-Q.~~

~~(2)~~ ~~Recent Accounting Pronouncements~~

~~In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09,~~ Revenue ~~from Contracts with Customers (Topic 606), as amended~~

The following tables disaggregate revenue by ~~subsequent ASUs (collectively, “ASU 2014-09”). ASU 2014-09 amends the existing accounting standards for revenue recognition~~end market, customer type and establishes principles for recognizing revenue upon the transfer of promised goods or services to customers based on the expected consideration to be received in exchange for those goods or services. The guidance will be effective forcontract type, which the Company asbelieves best depict how the nature, amount, timing and uncertainty of January 1, 2018. The amendments may be applied retrospectively to each prior period presented or with the cumulative effect recognized as of the date of initial application (modified retrospective method). The Company expects to adopt this new standard using the modified retrospective method. The Company is currently reviewing contracts in order to determine the impact, if any, that the adoption of ASU 2014-09 will have on its consolidated financial statements. Based on the Company’s evaluation of ASU 2014-09, the Company currently does not expect it to have a material impact on its results of operations. The Company is identifying and implementing changes to the Company’s business processes, systems and internal controls to support the adoption of this new standard and the related disclosure requirements. The adoption of the standard is also expected to impact the presentation of the consolidated balance sheet. The impact primarily relates to reclassifications among financial statement accounts to align with the new standard. The Company will continue its evaluation of ASU 2014-09 (including how it may impact future contracts, as well as any new or emerging interpretations of the standard) through the date of adoption.

~~In August 2016, the FASB issued ASU 2016-15,~~ ~~Classification of Certain Cash Receipts and Cash Payments, seeking to eliminate diversity in practice related to how certain cash receipts~~revenue and cash ~~payments~~flows are presented and classified in the statement of cash flows. The amendments in ASU 2016-15 address eight specific cash flow issues including the classification of debt prepayment and extinguishment costs in the cash flow statement. The amendments in ASU 2016-15 are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period provided any adjustments should be reflected as of the beginning of the fiscal year that includes the interim period. The Company adopted this accounting standard during the three months ended September 30, 2017 and has applied the provisions retrospectively to the beginning of the fiscal years presented in the Condensed Consolidated Financial Statements. The adoption of this guidance did not have a material impact on the Company’s consolidated financial statements.

~~In May 2017, the FASB issued ASU 2017-09,~~ ~~Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting~~. This ASU clarifies the scope of modification accounting under Topic 718 with respect to changes to the terms or conditions of a share-based payments award. Under this new guidance, modification accounting would not apply if a change to an award does not affect the total current fair value, vesting conditions or the classification of the award. This guidance will be effective for the Company as of January 1, 2018, with early adoption permitted. The Company does not expect the adoption of this ASU to have a material impact on its consolidated financial statements.

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~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)~~

~~UNAUDITED~~

~~(3)~~ ~~Earnings Per Common Share (EPS)~~

~~Basic EPS and diluted EPS are calculated~~affected by dividing net income attributable to Tutor Perini Corporation by the following: for basic EPS, the weighted-average number of common shares outstanding during the period; and for diluted EPS, the sum of the weighted-average number of both outstanding common shares and potentially dilutive securities, which for the Company can include restricted stock units, unexercised stock options and the Convertible Notes, as defined in Note 6. The Company calculates the effect of these potentially dilutive securities using the treasury stock method.

Three Months Ended September 30,

Nine Months Ended September 30,
(in thousands, except per common share amounts)
2017

2016

2017

2016
Net income attributable to Tutor Perini Corporation
$
23,584

$
28,801

$
67,444

$
65,561

Weighted-average common shares outstanding, basic

49,775

49,185

49,602

49,132
Effect of dilutive restricted stock units and stock options

812

915

1,166

517
Weighted-average common shares outstanding, diluted

50,587

50,100

50,768

49,649

Earnings per common share:

Basic earnings per common share
$
0.47

$
0.59

$
1.36

$
1.33
Diluted earnings per common share
$
0.47

$
0.57

$
1.33

$
1.32

Anti-dilutive shares not included above

912

610

752

1,339

With regard to diluted EPS and the impact of the Convertible Notes on the diluted EPS calculation, because the Company has the intent and ability to settle the principal amount of the Convertible Notes in cash, per Accounting Standards Codification (“ASC”) 260, ~~Earnings Per Share,~~ ~~the settlement of the principal amount has no impact on diluted EPS.~~

~~(4)~~ ~~Income Taxes~~

~~The Company’s effective income tax rate~~economic factors for the three and nine months ended September 30, ~~2017~~2023 and 2022.


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2023		2022		2023		2022
Civil segment revenue by end market:
Mass transit (includes certain transportation and tunneling projects)	$	293,209	$	311,702	$	842,751	$	794,414
Military facilities	83,811		66,063		253,189		176,212
Bridges	72,112		86,042		154,083		212,362
Commercial and industrial sites	36,038		19,813		87,955		44,583

Other	35,324		17,285		86,509		67,751
Total Civil segment revenue	$	520,494	$	500,905	$	1,424,487	$	1,295,322


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2023		2022		2023		2022
Building segment revenue by end market:
Government	$	120,493	$	88,624	$	307,927	$	248,405
Health care facilities	82,417		48,602		188,673		134,439
Education facilities	57,429		41,538		159,926		102,574
Mass transit (includes transportation projects)	45,191		40,783		141,382		111,431
Commercial and industrial facilities	11,358		60,711		65,655		149,106
Hospitality and gaming	19,158		17,455		55,743		118,450
Sports and entertainment	16,129		7,143		42,959		17,089
Other(a)	13,274		13,194		(35,821)		34,145
Total Building segment revenue	$	365,449	$	318,050	$	926,444	$	915,639

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UNAUDITED


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2023		2022		2023		2022
Specialty Contractors segment revenue by end market:
Commercial and industrial facilities	$	51,613	$	50,213	$	159,423	$	116,514
Multi-unit residential	31,751		31,461		93,754		84,642
Mass transit (includes certain transportation and tunneling projects)	18,349		95,281		70,867		289,703
Water	18,275		20,274		66,756		55,693
Government	19,948		17,738		61,780		43,356
Health care facilities	20,486		6,750		44,065		21,706


Other(a)	14,340		30,254		11,180		61,532
Total Specialty Contractors segment revenue	$	174,762	$	251,971	$	507,825	$	673,146


	Three Months Ended September 30, 2023								Three Months Ended September 30, 2022
(in thousands)	Civil		Building		Specialty Contractors		Total		Civil		Building		Specialty Contractors		Total
Revenue by customer type:
State and local agencies	$	354,819	$	197,031	$	81,366	$	633,216	$	375,566	$	136,082	$	113,907	$	625,555
Federal agencies	97,593		49,853		(7,369)		140,077		97,741		42,367		4,983		145,091
Private owners	68,082		118,565		100,765		287,412		27,598		139,601		133,081		300,280
Total revenue	$	520,494	$	365,449	$	174,762	$	1,060,705	$	500,905	$	318,050	$	251,971	$	1,070,926


	Nine Months Ended September 30, 2023								Nine Months Ended September 30, 2022
(in thousands)	Civil		Building		Specialty Contractors		Total		Civil		Building		Specialty Contractors		Total
Revenue by customer type:
State and local agencies	$	971,259	$	510,879	$	221,927	$	1,704,065	$	1,008,819	$	349,245	$	297,955	$	1,656,019
Federal agencies	292,288		138,678		(10,890)		420,076		211,426		130,867		19,503		361,796
Private owners(a)	160,940		276,887		296,788		734,615		75,077		435,527		355,688		866,292
Total revenue	$	1,424,487	$	926,444	$	507,825	$	2,858,756	$	1,295,322	$	915,639	$	673,146	$	2,884,107


	Three Months Ended September 30, 2023								Three Months Ended September 30, 2022
(in thousands)	Civil		Building		Specialty Contractors		Total		Civil		Building		Specialty Contractors		Total
Revenue by contract type:
Fixed price	$	417,973	$	130,422	$	142,750	$	691,145	$	416,216	$	103,804	$	206,886	$	726,906
Guaranteed maximum price	91		165,397		907		166,395		(13)		144,831		5,627		150,445
Unit price	91,906		—		24,564		116,470		90,372		—		25,951		116,323
Cost plus fee and other	10,524		69,630		6,541		86,695		(5,670)		69,415		13,507		77,252
Total revenue	$	520,494	$	365,449	$	174,762	$	1,060,705	$	500,905	$	318,050	$	251,971	$	1,070,926

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UNAUDITED


	Nine Months Ended September 30, 2023								Nine Months Ended September 30, 2022
(in thousands)	Civil		Building		Specialty Contractors		Total		Civil		Building		Specialty Contractors		Total
Revenue by contract type:
Fixed price	$	1,217,689	$	362,591	$	419,457	$	1,999,737	$	1,090,623	$	270,618	$	563,985	$	1,925,226
Guaranteed maximum price(a)	46		360,245		929		361,220		581		462,294		14,321		477,196
Unit price	183,580		—		69,696		253,276		213,092		33		62,837		275,962
Cost plus fee and other	23,172		203,608		17,743		244,523		(8,974)		182,694		32,003		205,723
Total revenue	$	1,424,487	$	926,444	$	507,825	$	2,858,756	$	1,295,322	$	915,639	$	673,146	$	2,884,107

(a)The nine-month period ended September 30, 2023 includes the negative impact of a non-cash charge of $83.6 million in the first quarter of 2023 that resulted from an adverse legal ruling (of which $72.2 million impacted the Building segment and $11.4 million impacted the Specialty Contractors segment). Refer to Note 17, Business Segments, for additional details.

Changes in Contract Estimates that Impact Revenue

Changes to the total estimated contract revenue or cost for a given project, either due to unexpected events or revisions to management’s initial estimates, are recognized in the period in which they are determined. Revenue was ~~26.4% and 34.1%, respectively, compared to 39.9% and 40.6% for~~negatively impacted during the three and nine months ended September 30, ~~2016,~~2023 related to performance obligations satisfied (or partially satisfied) in prior periods by $55.3 million and $167.4 million, respectively. ~~The effective tax rate~~ Refer to Note 17, Business Segments, for ~~both of~~additional details on significant adjustments. Revenue was negatively impacted during the ~~2017 periods was favorably impacted by the release of tax liabilities as a result of a statute expiration~~three and ~~earnings attributable to noncontrolling interests for which income taxes are not the responsibility of the Company. The effective tax rate for the~~ nine months ended September 30, ~~2017 was also favorably impacted~~2022 related to performance obligations satisfied (or partially satisfied) in prior periods by $54.2 million and $164.1 million, respectively.

Remaining Performance Obligations

Remaining performance obligations represent the ~~tax benefits associated with share-based compensation. During~~transaction price of firm orders for which work has not been performed and exclude unexercised contract options. As of September 30, 2023, the ~~first quarter~~aggregate amounts of ~~2017,~~the transaction prices allocated to the remaining performance obligations of the Company’s construction contracts were $4.5 billion, $2.3 billion and $1.1 billion for the Civil, Building and Specialty Contractors segments, respectively. As of September 30, 2022, the aggregate amounts of the transaction prices allocated to the remaining performance obligations of the Company’s construction contracts were $4.7 billion, $2.3 billion and $1.3 billion for the Civil, Building and Specialty Contractors segments, respectively. The Company typically recognizes revenue on Civil segment projects over a period of three to five years, whereas for projects in the Building and Specialty Contractors segments, the Company ~~recognized tax benefits associated~~typically recognizes revenue over a period of one to three years.

(3)Contract Assets and Liabilities

The Company classifies contract assets and liabilities that may be settled beyond one year from the balance sheet date as current, consistent with ~~share-based compensation~~the length of time of the Company’s project operating cycle.

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UNAUDITED

Contract assets include amounts due under ~~the~~retention provisions, ~~of ASU 2016-09,~~ ~~Improvement to Employee Share-Based Payment Accounting~~, as discussed in Note 9. This tax benefit is the result of a greater tax deduction for share-based compensation expense for awards that vested or were exercised in the first quarter of 2017 relative to the share-based compensation expense recognized under GAAP for these same awards. ~~The effective tax rate for the third quarter of 2016 was favorably impacted by return-to-provision adjustments.~~

~~(5)~~ ~~Costs and Estimated Earnings in Excess of Billings~~

~~Costs~~costs and estimated earnings in excess of billings and capitalized contract costs. The amounts as ~~reported~~included on the Condensed Consolidated Balance Sheets consisted of the following:



	As of September 30,		As of December 31,
(in thousands)	2017		2016		(in thousands)	As of September 30, 2023		As of December 31, 2022
Retention receivable					Retention receivable	$	561,856	$	585,556
Costs and estimated earnings in excess of billings:					Costs and estimated earnings in excess of billings:
Claims	$	505,069	$	477,425	Claims	533,227		677,367
Unapproved change orders		295,204		207,475	Unapproved change orders	573,224		601,681
Other unbilled costs and profits		102,039		146,926	Other unbilled costs and profits	69,344		98,480
Total costs and estimated earnings in excess of billings	$	902,312	$	831,826	Total costs and estimated earnings in excess of billings	1,175,795		1,377,528
Capitalized contract costs					Capitalized contract costs	131,308		49,441
Total contract assets					Total contract assets	$	1,868,959	$	2,012,525

Retention receivable represents amounts invoiced to customers where payments have been partially withheld pending the completion of certain milestones, satisfaction of other contractual conditions or the completion of the project. Retention agreements vary from project to project, and balances could be outstanding for several months or years depending on a number of circumstances such as contract-specific terms, project performance and other variables that may arise as the Company makes progress toward completion. As of September 30, 2023, the amount of retention receivable estimated by management to be collected beyond one year is approximately 58% of the balance.

Costs and estimated earnings in excess of billings represent the excess of contract costs and profits (or contract revenue) over the amount of contract billings to date and are classified as a current asset. Costs and estimated earnings in excess of billings result when either: (1) the appropriate contract revenue amount has been recognized over time in accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers (“ASC 606”), but a portion of the revenue recorded cannot be billed currently due to the billing terms defined in the contract, or (2) costs are incurred related to certain claims and unapproved change orders. Claims occur when there is a dispute regarding both a change in the scope of work and the price associated with that change. Unapproved change orders occur when a change in the scope of work results in additional work being performed before the parties have agreed on the corresponding change in the contract price. The Company routinely estimates recovery related to claims and unapproved change orders as a form of variable consideration at the most likely amount it expects to receive and to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Claims and unapproved change orders are billable upon the agreement and resolution ~~of any disputed or open items~~ between the contractual parties and after the execution of contractual amendments. Increases in claims and unapproved change orders typically result from costs being incurred against existing or new ~~positions where recovery is concluded to be both probable and reliably estimable;~~positions; decreases normally result from resolutions and subsequent billings. ~~For both~~As discussed in Note 10, the resolution of these claims and unapproved change orders ~~the Company recognizes revenue, but~~

~~Table~~may require litigation or other forms of ~~Contents~~

~~TUTOR PERINI CORPORATION AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)~~

~~UNAUDITED~~

~~not profit.~~dispute resolution proceedings. Other unbilled costs and profits are billable in accordance with the billing terms of each of the existing contractual arrangements and, as such, the timing of contract billing cycles can cause fluctuations in the balance of unbilled costs and profits. Ultimate resolution of other unbilled costs and profits typically involves ~~the passage of time and, often,~~ incremental progress toward contractual requirements or milestones.

~~(6)~~ ~~Financial Commitments~~

~~Long-Term Debt~~

~~Long-term debt consisted~~ The amount of ~~the following~~costs and estimated earnings in excess of billings as of September 30, 2023 estimated by management to be collected beyond one year is approximately $630.8 million.

Capitalized contract costs are included in other current assets and primarily represent costs to fulfill a contract that (1) directly relate to an existing or anticipated contract, (2) generate or enhance resources that will be used in satisfying performance obligations in the ~~dates~~future and (3) are expected to be recovered through the contract. Capitalized contract costs are generally expensed to the associated contract over the period of anticipated use on the project. During the three and nine months ended September 30, 2023, $14.7 million and $34.5 million, respectively, of previously capitalized contract costs were amortized and recognized as expense on the related contracts. During the three and nine months ended September 30, 2022, $13.7 million and $45.3 million, respectively, of previously capitalized contract costs were amortized and recognized as expense on the related contracts.

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UNAUDITED

Contract liabilities include amounts owed under retention provisions and billings in excess of costs and estimated earnings. The amount as reported on the Condensed Consolidated Balance Sheets ~~presented:~~

consisted of the following:

As of September 30,

As of December 31,
(in thousands)
2017

2016
2017 Senior Notes
$
492,545

$
—
2017 Credit Facility

146,942

—
2010 Senior Notes

—

298,120
2014 Revolver

—

147,990
Term Loan

—

54,650
Convertible Notes

159,314

152,668
Equipment financing, mortgages and acquisition-related notes

83,156

101,558
Other indebtedness

4,319

4,533
Total debt

886,276

759,519
Less – current maturities

(30,951)

(85,890)
Long-term debt, net
$
855,325

$
673,629


(in thousands)	As of September 30, 2023		As of December 31, 2022
Retention payable	$	221,488	$	246,562
Billings in excess of costs and estimated earnings	1,028,960		975,812
Total contract liabilities	$	1,250,448	$	1,222,374

Retention payable represents amounts invoiced to the Company by subcontractors where payments have been partially withheld pending the completion of certain milestones, other contractual conditions or upon the completion of the project. Generally, retention payable is not remitted to subcontractors until the associated retention receivable from customers is collected. As of September 30, 2023, the amount of retention payable estimated by management to be remitted beyond one year is approximately 46% of the balance.

Billings in excess of costs and estimated earnings represent the excess of contract billings to date over the amount of contract costs and profits (or contract revenue) recognized to date. The balance may fluctuate depending on the timing of contract billings and the recognition of contract revenue. Revenue recognized during the three and nine months ended September 30, 2023 and included in the opening billings in excess of costs and estimated earnings balances for each period totaled $439.8 million and $663.6 million, respectively. Revenue recognized during the three and nine months ended September 30, 2022 and included in the opening billings in excess of costs and estimated earnings balances for each period totaled $447.4 million and $487.1 million, respectively.

(4)Cash, Cash Equivalents and Restricted Cash

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Condensed Consolidated Balance Sheets to the amounts shown in the Condensed Consolidated Statements of Cash Flows:


(in thousands)	As of September 30, 2023		As of December 31, 2022
Cash and cash equivalents available for general corporate purposes	$	100,588	$	47,711
Joint venture cash and cash equivalents	189,420		211,640
Cash and cash equivalents	290,008		259,351
Restricted cash	41,915		14,480
Total cash, cash equivalents and restricted cash	$	331,923	$	273,831

Cash equivalents include short-term, highly liquid investments with maturities of three months or less when acquired. Cash and cash equivalents consist of amounts available for the Company’s general purposes, the Company’s proportionate share of cash held by the Company’s unconsolidated joint ventures and 100% of amounts held by the Company’s consolidated joint ventures. In both cases, cash held by joint ventures is available only for joint venture-related uses, including future distributions to joint venture partners.

Restricted cash includes amounts primarily held as collateral to secure insurance-related contingent obligations, such as insurance claim deductibles, in lieu of letters of credit and insurance-related deposits.

(5)Earnings Per Common Share

Basic earnings per common share (“EPS”) and diluted EPS are calculated by dividing net income (loss) attributable to Tutor Perini Corporation by the following: for basic EPS, the weighted-average number of common shares outstanding during the period; and for diluted EPS, the sum of the weighted-average number of both outstanding common shares and potentially dilutive securities, which for the Company can include restricted stock units (“RSUs”) and unexercised stock options. The Company calculates the effect of the potentially dilutive RSUs and stock options using the treasury stock method.

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UNAUDITED


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands, except per common share data)	2023		2022		2023		2022
Net loss attributable to Tutor Perini Corporation	$	(36,896)	$	(32,455)	$	(123,626)	$	(117,092)

Weighted-average common shares outstanding, basic	51,994		51,404		51,784		51,263
Effect of dilutive RSUs and stock options	—		—		—		—
Weighted-average common shares outstanding, diluted	51,994		51,404		51,784		51,263

Net loss attributable to Tutor Perini Corporation per common share:
Basic	$	(0.71)	$	(0.63)	$	(2.39)	$	(2.28)
Diluted	$	(0.71)	$	(0.63)	$	(2.39)	$	(2.28)

Anti-dilutive securities not included above	3,077		3,011		3,032		3,280

For both the three and nine months ended September 30, 2023 and 2022, all outstanding RSUs and stock options were excluded from the calculation of weighted-average diluted shares outstanding, as the shares have an anti-dilutive effect due to the net loss for the periods.

(6)Income Taxes

The Company recognized an income tax benefit of $4.1 million and $52.0 million for the three and nine months ended September 30, 2023, respectively. The effective income tax rate was 13.7% and 36.2% for the three and nine months ended September 30, 2023, respectively. The effective income tax rate for the three months ended September 30, 2023 was lower than the 21% federal statutory rate primarily due to the impact of a cumulative catch-up adjustment associated with the change in the Company’s projected 2023 effective tax rate that resulted from the revision of the Company’s forecast. The effective income tax rates for both periods were impacted by relatively large tax benefits generated against a forecasted pre-tax loss for the year, which magnified the impact these tax benefits had on the effective income tax rate. In periods with pre-tax losses, tax benefits generated during the period increase the effective income tax rate (and, thus, the income tax benefit to the Company) rather than decreasing the effective rate, as in periods with pre-tax income. The tax benefits that caused a higher effective tax rate were primarily state income taxes (net of the federal tax benefit), earnings attributable to noncontrolling interests (for which income taxes are not the responsibility of the Company) and a reduction in reserves for unrecognized tax benefits, partially offset by non-deductible expenses.

For the three and nine months ended September 30, 2022, the Company recognized income tax expense of $0.6 million and an income tax benefit of $47.0 million, respectively, resulting in an effective income tax rate of (2.4)% and 31.0%, respectively. The Company recognized income tax expense based on a pre-tax loss for the three months ended September 30, 2022, primarily as a result of a change during the quarter to forecasted pre-tax earnings for 2022, the cumulative impact of which offset the tax benefits generated during the quarter. The effective income tax rates for both periods reflected pre-tax losses incurred in the periods and projected for the full year. The tax benefits that increased the income tax rates in both periods were primarily state income taxes (net of the federal tax benefit) and the earnings attributable to noncontrolling interests (for which income taxes are not the responsibility of the Company).

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

(7)Goodwill and Intangible Assets

Goodwill

The following table presents the changes in the carrying amount of goodwill since its inception through September 30, 2023:


(in thousands)	Civil		Building		Specialty Contractors		Total
Gross goodwill as of December 31, 2022	$	492,074	$	424,724	$	156,193	$	1,072,991
Accumulated impairment as of December 31, 2022	(286,931)		(424,724)		(156,193)		(867,848)
Goodwill as of December 31, 2022	205,143		—		—		205,143
Current year activity	—		—		—		—
Goodwill as of September 30, 2023	$	205,143	$	—	$	—	$	205,143

The Company performed its annual impairment test in the fourth quarter of 2022 and concluded goodwill was not impaired. In addition, the Company determined that no triggering events occurred and no circumstances changed since the date of our annual impairment test that would more likely than not reduce the fair value of the Civil reporting unit below its carrying amount.

The Company will continue to monitor events and circumstances for changes that indicate the Civil reporting unit goodwill would need to be reevaluated for impairment during future interim periods prior to the annual impairment test. These future events and circumstances include, but are not limited to, changes in the overall financial performance of the Civil reporting unit, as well as other quantitative and qualitative factors which could indicate potential triggering events for possible impairment.

Intangible Assets

Intangible assets consist of the following:


	As of September 30, 2023								Weighted-Average Amortization Period
(in thousands)	Cost		Accumulated Amortization		Accumulated Impairment Charge		Carrying Value
Trade names (non-amortizable)	$	117,600	$	—	$	(67,190)	$	50,410	Indefinite
Trade names (amortizable)	69,250		(27,563)		(23,232)		18,455		20 years
Contractor license	6,000		—		(6,000)		—		N/A
Customer relationships	39,800		(23,155)		(16,645)		—		N/A
Construction contract backlog	149,290		(149,290)		—		—		N/A
Total	$	381,940	$	(200,008)	$	(113,067)	$	68,865


	As of December 31, 2022								Weighted-Average Amortization Period
(in thousands)	Cost		Accumulated Amortization		Accumulated Impairment Charge		Carrying Value
Trade names (non-amortizable)	$	117,600	$	—	$	(67,190)	$	50,410	Indefinite
Trade names (amortizable)	69,250		(25,886)		(23,232)		20,132		20 years
Contractor license	6,000		—		(6,000)		—		N/A
Customer relationships	39,800		(23,155)		(16,645)		—		N/A
Construction contract backlog	149,290		(149,290)		—		—		N/A
Total	$	381,940	$	(198,331)	$	(113,067)	$	70,542

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TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

Amortization expense related to amortizable intangible assets for the three and nine months ended September 30, 2023 was $0.6 million and $1.7 million, respectively. Amortization expense related to amortizable intangible assets for the three and nine months ended September 30, 2022 was $3.8 million and $14.0 million, respectively. As of September 30, 2023, future amortization expense related to amortizable intangible assets will be approximately $0.6 million for the remainder of 2023, $2.2 million per year for the years 2024 through 2028 and $6.9 million thereafter.

The Company performed its annual impairment test for non-amortizable trade names during the fourth quarter of 2022. Based on this assessment, the Company concluded that its non-amortizable trade names were not impaired. In addition, the Company determined that no triggering events occurred and no circumstances changed since the date of our annual impairment test that would indicate impairment of its non-amortizable trade names. Other amortizable intangible assets are reviewed for impairment whenever circumstances indicate that future cash flows generated by the assets might be less than the assets’ net carrying value. The Company had no impairment of intangible assets during the three and nine months ended September 30, 2023 or 2022.

(8)Financial Commitments

Long-Term Debt

Long-term debt as reported on the Condensed Consolidated Balance Sheets consisted of the following:


(in thousands)	As of September 30, 2023		As of December 31, 2022
2017 Senior Notes	$	498,122	$	497,289
Term Loan B	358,556		404,169
Revolver	—		—
Equipment financing and mortgages	38,344		48,681
Other indebtedness	9,812		8,300
Total debt	904,834		958,439
Less: Current maturities	28,040		70,285
Long-term debt, net	$	876,794	$	888,154

The following table reconciles the outstanding debt ~~balance~~balances to the reported debt balances as of September 30, ~~2017~~2023 and December 31, ~~2016:~~

2022:

As of September 30, 2017

As of December 31, 2016
(in thousands)
Outstanding Long-Term Debt

Unamortized Discounts and Issuance Costs

Long-Term
Debt,
as reported

Outstanding Long-Term Debt

Unamortized Discounts and Issuance Costs

Long-Term
Debt,
as reported
2017 Senior Notes
$
500,000

$
(7,455)

$
492,545

$
—

$
—

$
—
2017 Credit Facility

153,500

(6,558)

146,942

—

—

—
2010 Senior Notes

—

—

—

300,000

(1,880)

298,120
2014 Revolver

—

—

—

152,500

(4,510)

147,990
Term Loan

—

—

—

57,000

(2,350)

54,650
Convertible Notes

200,000

(40,686)

159,314

200,000

(47,332)

152,668


	As of September 30, 2023						As of December 31, 2022
(in thousands)	Outstanding Debt		Unamortized Discounts and Issuance Costs		Debt, as reported		Outstanding Debt		Unamortized Discounts and Issuance Costs		Debt, as reported
2017 Senior Notes	$	500,000	$	(1,878)	$	498,122	$	500,000	$	(2,711)	$	497,289
Term Loan B	368,216		(9,660)		358,556		415,438		(11,269)		404,169

~~Debt Transactions~~

The unamortized issuance costs related to the Revolver were $1.6 million as of September 30, 2023 and December 31, 2022, and are included in other assets on the Condensed Consolidated Balance Sheets.

2020 Credit Agreement

On August 18, 2020, the Company entered into a credit agreement (the “2020 Credit Agreement”) with BMO Harris Bank N.A., as Administrative Agent, Swing Line Lender and L/C Issuer and other lenders. The 2020 Credit Agreement provides for a $425.0 million term loan B facility (the “Term Loan B”) and a $175.0 million revolving credit facility (the “Revolver”), with sub-limits for the issuance of letters of credit and swing line loans up to the aggregate amounts of $75.0 million and $10.0 million, respectively. The Term Loan B will mature on August 18, 2027 and the Revolver will mature on August 18, 2025, in each case, unless any of the 2017 Senior Notes

(defined below) are outstanding on January 30, 2025 (which is 91 days prior to the maturity of the 2017 Senior Notes), in which case, both the Term Loan B and the Revolver will mature on January 30, 2025 subject to certain further exceptions (the “spring-forward maturity”).

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TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

The 2020 Credit Agreement permits the Company to repay any or all borrowings outstanding under the 2020 Credit Agreement at any time prior to maturity without penalty. The 2020 Credit Agreement requires the Company to make regularly scheduled payments of principal on the Term Loan B in quarterly installments equal to 0.25% of the initial principal amount of the Term Loan B. The 2020 Credit Agreement also requires the Company to make prepayments on the Term Loan B in connection with certain asset sales, receipts of insurance proceeds, incurrences of certain indebtedness and annual excess cash flow (in each case, subject to certain customary exceptions). At December 31, 2022, current maturities of long-term debt in the accompanying Condensed Consolidated Balance Sheet included a $44.0 million prepayment of principal on the Term Loan B, which was paid in April 2023, relating to the mandatory prepayment provision of the 2020 Credit Agreement in respect of annual excess cash flow.

Subject to certain exceptions, at any time prior to maturity, the 2020 Credit Agreement provides the Company with the right to increase the commitments under the Revolver and/or to establish one or more term loan facilities in an aggregate amount up to (i) the greater of $173.5 million and 50% LTM EBITDA (as defined in the 2020 Credit Agreement) plus (ii) additional amounts if (A) in the case of pari passu first lien secured indebtedness, the First Lien Net Leverage Ratio (as defined in the 2020 Credit Agreement) does not exceed 1.35:1.00, (B) in the case of junior lien secured indebtedness, the Total Net Leverage Ratio (as defined in the 2020 Credit Agreement) does not exceed 3.50:1.00 and (C) in the case of unsecured indebtedness, (x) the Total Net Leverage Ratio does not exceed 3.50:1.00 or (y) the Fixed Charge Coverage Ratio (as defined in the 2020 Credit Agreement) is no less than 2.00:1.00.

Borrowings under the 2020 Credit Agreement bear interest, at the Company’s option, at a rate equal to (i) (A) in the case of the Term Loan B, following the amendment to the 2020 Credit Agreement on May 2, 2023 (as discussed below), (x) the Adjusted Term Secured Overnight Financing Rate (“Adjusted Term SOFR”) (calculated with a 11.448 basis point, 26.161 basis point and 42.826 basis point credit spread adjustment for a 1, 3 and 6 month interest period, respectively) or (y) a base rate (determined by reference to the highest of (1) the administrative agent’s prime lending rate, (2) the federal funds effective rate plus 50 basis points and (3) the Adjusted Term SOFR rate for a one-month interest period plus 100 basis points) and (B) in case of the Revolver, following the amendment to the 2020 Credit Agreement on October 31, 2022 (as discussed below), (x) the Adjusted Term SOFR rate (calculated with a 10 basis point credit spread adjustment for all interest periods) or (y) a base rate (determined by reference to the highest of (1) the administrative agent’s prime lending rate, (2) the federal funds effective rate plus 50 basis points and (3) the Adjusted Term SOFR rate for a one-month interest period plus 100 basis points) plus, in each case, (ii) an applicable margin. The margin applicable to the Term Loan B is between 4.50% and 4.75% for Adjusted Term SOFR and between 3.50% and 3.75% for base rate, and, in each case, is based on the Total Net Leverage Ratio. The margin applicable to the Revolver is between 4.25% and 4.75% for Adjusted Term SOFR and 3.25% and 3.75% for base rate, and, in each case, is based on the First Lien Net Leverage Ratio. Effective following the amendment to the 2020 Credit Agreement on October 31, 2022, the Company’s original London Interbank Offered Rate (“LIBOR”) option in respect of the Revolver was transitioned to Adjusted Term SOFR. Effective May 2, 2023, the 2020 Credit Agreement was further amended to transition the Company’s original LIBOR option in respect of the Term Loan B to Adjusted Term SOFR. In addition to paying interest on outstanding principal under the 2020 Credit Agreement, the Company will pay a commitment fee to the lenders under the Revolver in respect of the unutilized commitments thereunder. The Company will pay customary letter of credit fees. If a payment or bankruptcy event of default occurs and is continuing, the otherwise applicable margin on overdue amounts will be increased by 2% per annum. The 2020 Credit Agreement includes customary provisions for the replacement of Adjusted Term SOFR with an alternative benchmark rate upon Adjusted Term SOFR being discontinued. The weighted-average annual interest rate on borrowings under the Revolver was 11.77% during the nine months ended September 30, 2023.

The 2020 Credit Agreement initially required, solely with respect to the Revolver, the Company and its restricted subsidiaries to maintain a maximum First Lien Net Leverage Ratio of 2.75:1.00, stepping down to 2.25:1.00 beginning the fiscal quarter ending March 31, 2022. On October 31, 2022, the 2020 Credit Agreement was amended to increase the maximum First Lien Net Leverage Ratio covenant level to 2.75:1.00 (from 2.25:1.00), effective the fiscal quarter ending September 30, 2022, and subsequently stepping back down to 2.25:1.00 beginning the fiscal quarter ending June 30, 2023. On March 10, 2023, the 2020 Credit Agreement was further amended to set the maximum First Lien Net Leverage Ratio covenant level to 3.50:1.00, effective the fiscal quarter ended December 31, 2022 and increasing to 3.75:1.00 for the fiscal quarter ending March 31, 2023 and subsequently stepping down to 3.00:1.00 for the fiscal quarter ending June 30, 2023, 2.50:1.00 for the fiscal quarter ending September 30, 2023 and 2.25:1.00 for the fiscal quarter ending December 31, 2023 and each fiscal quarter thereafter. The 2020 Credit Agreement also includes certain customary representations and warranties, affirmative covenants and events of default. Subject to certain exceptions, substantially all of the Company’s existing and future material wholly-owned subsidiaries unconditionally guarantee the obligations of the Company under the 2020 Credit Agreement; additionally, subject to certain exceptions, the obligations are secured by a lien on substantially all of the assets of the Company and its subsidiaries guaranteeing these obligations.

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TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

As of September 30, 2023, the entire $175.0 million was available under the Revolver. The Company had not utilized the Revolver for letters of credit. The Company was in compliance with the financial covenant under the 2020 Credit Agreement for the period ended September 30, 2023.

2017 Senior Notes

On April 20, 2017, the Company issued ~~$500~~$500.0 million in aggregate principal amount of 6.875% Senior Notes due May 1, 2025 (the “2017 Senior Notes”) in a private ~~placement.~~placement offering. Interest on the 2017 Senior Notes is payable in arrears semi-annually in May and November of each year, beginning in November 2017.

Prior to May 1, 2020, the Company may redeem the 2017 Senior Notes at a redemption price equal to 100% of their principal amount plus a “make-whole” premium described in the indenture. In addition, prior to May 1, 2020, the Company may redeem up to 40% of the original aggregate principal amount of the notes at a redemption price of 106.875% of their principal amount with the proceeds received by the Company from any offering of the Company’s equity. After May 1, 2020, the

The Company may redeem the 2017 Senior Notes at specified redemption prices described in the indenture. Upon a change of control, holders of the 2017 Senior Notes may require the Company to repurchase all or part of the 2017 Senior Notes at 101% of the principal amount thereof, plus accrued and unpaid interest to the redemption date.

~~Table of Contents~~

~~TUTOR PERINI CORPORATION AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)~~

~~UNAUDITED~~

The 2017 Senior Notes are senior unsecured obligations of the Company and are guaranteed by substantially all of the Company’s existing and future subsidiaries that also guarantee obligations under the Company’s ~~2017~~2020 Credit ~~Facility,~~Agreement, as defined ~~below.~~above. In addition, the indenture for the 2017 Senior Notes provides for customary covenants, including events of default and restrictions on the payment of dividends and share repurchases.

~~2017 Credit Facility~~

On April 20, 2017, the Company entered into a credit agreement (the “2017 Credit Facility”) with SunTrust Bank as Administrative Agent, Swing Line Lender and L/C Issuer and a syndicate of other lenders. The 2017 Credit Facility provides for a $350 million revolving credit facility (the “2017 Revolver”) and a sublimit for the issuance of letters of credit and swingline loans up to the aggregate amount of $150 million and $10 million, respectively, both maturing on April 20, 2022, unless any of the Convertible Notes, as defined below, are outstanding on December 17, 2020, in which case all such borrowings will mature on December 17, 2020 (subject to certain further exceptions). In addition, the 2017 Credit Facility permits additional borrowings in an aggregate amount of $150 million, which can be in the form of increased capacity on the 2017 Revolver or the establishment of one or more term loans.

Borrowings under the 2017 Revolver bear interest, at the Company’s option, at a rate equal to a margin over (a) the London Interbank Offered Rate (“LIBOR”) plus a margin of between 1.50% and 3.00% or (b) a base rate (determined by reference to the highest of (i) the administrative agent’s prime lending rate, (ii) the federal funds effective rate plus 50 basis points, (iii) the LIBOR rate for a one-month interest period plus 100 basis points and (iv) 0%), plus a margin of between 0.50% and 2.00%, in each case based on the Consolidated Leverage Ratio (as defined in the 2017 Credit Facility). In addition to paying interest on outstanding principal under the 2017 Credit Agreement, the Company will pay a commitment fee to the lenders under the 2017 Revolver in respect of the unutilized commitments thereunder. The Companywill pay customary letter of credit fees. If an event of default occurs and is continuing, the otherwise applicable margin and letter of credit fees will be increased by 2% per annum. The weighted-average annual interest rate on borrowings under the 2017 Revolver was approximately 3.86% during the first nine months of 2017.

The 2017 Credit Facility contains customary covenants for credit facilities of this type, including maximum consolidated leverage ratios ranging from 4.00:1.00 to 3.25:1.00 over the life of the facility and a minimum consolidated fixed charge coverage ratio of 1.25:1.00. Substantially all of the Company’s subsidiaries unconditionally guarantee the obligations of the Company under the 2017 Credit Facility; additionally, the obligations are secured by a lien on all personal property of the Company and its subsidiaries guaranteeing these obligations.

As of September 30, 2017, there was $197 million available under the 2017 Revolver, and the Company had not utilized the 2017 Credit Facility for letters of credit. The Company was in compliance with the financial covenants under the 2017 Credit Facility as of September 30, 2017.

~~Repurchase and Redemption of 2010 Senior Notes and Termination of 2014 Credit Facility~~

On April 20, 2017, the Company used proceeds from the 2017 Senior Notes and 2017 Revolver to repurchase or redeem its 2010 Senior Notes, to pay off its Term Loan and 2014 Revolver, and to pay accrued but unpaid interest and fees. In addition, the indenture governing the 2010 Senior Notes was satisfied and discharged, and the Company terminated the 2014 Credit Facility.

~~2010 Senior Notes~~

On October 20, 2010, the Company issued $300 million of 7.625% Senior Notes due November 1, 2018 (the “2010 Senior Notes”) in a private placement offering. As discussed above, on April 20, 2017, the Company repurchased or redeemed the 2010 Senior Notes in full and the related indenture was satisfied and discharged.

~~2014 Credit Facility~~

On June 5, 2014, the Company entered into a Sixth Amended and Restated Credit Agreement, as amended (the “2014 Credit Facility”), with Bank of America, N.A. as Administrative Agent, Swing Line Lender and L/C Issuer and a syndicate of other lenders. The 2014 Credit Facility provided for a $300 million revolving credit facility (the “2014 Revolver”), a $250 million term loan (the “Term Loan”) and a sublimit for the issuance of letters of credit up to the aggregate amount of $150 million, all maturing on May 1, 2018. Borrowings under both the 2014 Revolver and the Term Loan bore interest based either on Bank of America’s prime lending rate or the London Interbank Offered Rate (“LIBOR”), each plus an applicable margin ranging from 1.25% to 3.00%, contingent upon the latest Consolidated Leverage Ratio.

~~Table of Contents~~

~~TUTOR PERINI CORPORATION AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)~~

~~UNAUDITED~~

~~As discussed above, on April 20, 2017, the Company repaid all borrowings under the 2014 Credit Facility and concurrently terminated the facility.~~

~~Convertible Notes~~

On June 15, 2016, the Company issued $200 million of 2.875% Convertible Senior Notes due June 15, 2021 (the “Convertible Notes”) in a private placement offering. The Convertible Notes are unsecured obligations and do not contain any financial covenants or restrictions on the payments of dividends, the incurrence of indebtedness or the issuance or repurchase of securities by the Company. The Convertible Notes bear interest at a rate of 2.875% per year, payable in cash semi-annually in June and December.

Prior to January 15, 2021, the Convertible Notes will be convertible only under the following circumstances: (1) during the five business day period after any ten consecutive trading day period in which the trading price per $1,000 principal amount of Convertible Notes for such trading day was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day; (2) if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion rate of 33.0579 (or $39.32) on each applicable trading day; or (3) upon the occurrence of specified corporate events. On or after January 15, 2021 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their notes, in multiples of $1,000 principal amount, at the option of the holder regardless of the foregoing circumstances.

The Convertible Notes will be convertible at an initial conversion rate of 33.0579 shares of the Company’s common stock per $1,000 principal amount of the Convertible Notes, which is equivalent to an initial conversion price of approximately $30.25. The conversion rate will be subject to adjustment for some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date, the Company is required to increase, in certain circumstances, the conversion rate for a holder who elects to convert their Convertible Notes in connection with such a corporate event including customary conversion rate adjustments in connection with a “make-whole fundamental change” described in the indenture. Upon conversion, and at the Company’s election, the Company may satisfy its conversion obligation by paying or delivering, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock. As of September 30, 2017, the conversion provisions of the Convertible Notes have not been triggered.

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~~TUTOR PERINI CORPORATION AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)~~

~~UNAUDITED~~

Interest Expense

Interest expense as reported in the Condensed Consolidated Statements of Operations ~~consists~~consisted of the following:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2023		2022		2023		2022
Cash interest expense:
Interest on Term Loan B	$	9,674	$	6,822	$	28,673	$	18,940
Interest on 2017 Senior Notes	8,594		8,593		25,782		25,781
Interest on Revolver	369		106		4,921		739

Other interest	689		559		1,474		1,499
Total cash interest expense	19,326		16,080		60,850		46,959

Non-cash interest expense:(a)

Amortization of discount and debt issuance costs on Term Loan B	509		528		1,609		1,549
Amortization of debt issuance costs on 2017 Senior Notes	283		263		833		776
Amortization of debt issuance costs on Revolver	195		144		550		427
Total non-cash interest expense	987		935		2,992		2,752

Total interest expense	$	20,313	$	17,015	$	63,842	$	49,711

Three Months Ended

Nine Months Ended

September 30,

September 30,
(in thousands)
2017

2016

2017

2016
Cash interest expense:

Interest on 2017 Senior Notes
$
8,593

$
—

$
15,373

$
—
Interest on 2017 Credit Facility

2,035

—

3,526

—
Interest on 2010 Senior Notes

—

5,719

6,926

17,156
Interest on 2014 Credit Facility

—

3,553

4,455

15,943
Interest on Convertible Notes

1,438

1,438

4,313

1,677
Other interest

802

556

2,495

2,755
Cash portion of loss on extinguishment

—

—

1,913

—
Total cash interest expense

12,868

11,266

39,001

37,531

Non-cash interest expense:(a)

Amortization of debt issuance costs on 2017 Senior Notes

185

—

326

—
Amortization of debt issuance costs on 2017 Credit Facility

322

—

603

—
Amortization of discount and debt issuance costs on 2010 Senior Notes

—

251

308

750
Amortization of debt issuance costs on 2014 Credit Facility

—

1,458

1,703

3,969
Amortization of discount and debt issuance costs on Convertible Notes

2,268

2,066

6,646

2,405
Non-cash portion of loss on extinguishment

—

—

5,139

—
Total non-cash interest expense

2,775

3,775

14,725

7,124

Total interest expense
$
15,643

$
15,041

$
53,726

$
44,655

(a)The combination of cash and non-cash interest expense produces effective interest rates that are higher than contractual rates. Accordingly, the effective interest rates for the 2017 Senior Notes and ~~the Convertible Notes~~Term Loan B were 7.13% and ~~9.39%~~11.10%, respectively, for the nine months ended September 30, ~~2017.~~

~~(7)~~ ~~Contingencies~~2023.

(9)Leases

The Company leases certain office space, construction and office equipment, vehicles and temporary housing generally under non-cancelable operating leases. Leases with an initial term of one year or less are not recorded on the balance sheet, and the Company generally recognizes lease expense for these leases on a straight-line basis over the lease term. As of September 30, 2023, the Company’s operating leases have remaining lease terms ranging from less than one year to 15 years, some of which include options to renew the leases. The exercise of lease renewal options is generally at the Company’s sole discretion. The Company’s leases do not contain any material residual value guarantees or material restrictive covenants.

Table of Contents

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

The following table presents components of lease expense for the three and nine months ended September 30, 2023 and 2022:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2023		2022		2023		2022
Operating lease expense	$	4,701	$	3,685	$	11,562	$	11,754
Short-term lease expense(a)	12,881		15,393		39,492		42,828
	17,582		19,078		51,054		54,582
Less: Sublease income	198		193		590		573
Total lease expense	$	17,384	$	18,885	$	50,464	$	54,009

(a)Short-term lease expense includes all leases with lease terms of up to one year. Short-term leases include, among other things, construction equipment rented on an as-needed basis as well as temporary housing.

The following table presents supplemental balance sheet information related to operating leases:


(dollars in thousands)	Balance Sheet Line Item	As of September 30, 2023			As of December 31, 2022
Assets
Right-of-use assets	Other assets	$	47,728		$	50,825
Total lease assets		$	47,728		$	50,825
Liabilities
Current lease liabilities	Accrued expenses and other current liabilities	$	5,996		$	6,709
Long-term lease liabilities	Other long-term liabilities	46,929			49,176
Total lease liabilities		$	52,925		$	55,885
Weighted-average remaining lease term		10.7 years			11.0 years
Weighted-average discount rate		12.02		%	11.77		%

The following table presents supplemental cash flow information and non-cash activity related to operating leases:


	Nine Months Ended September 30,
(in thousands)	2023		2022
Operating cash flow information:
Cash paid for amounts included in the measurement of lease liabilities	$	(11,484)	$	(11,007)
Non-cash activity:
Right-of-use assets obtained in exchange for lease liabilities	$	3,629	$	16,305

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TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

The following table presents maturities of operating lease liabilities on an undiscounted basis as of September 30, 2023:


Year (in thousands)	Operating Leases
2023 (excluding the nine months ended September 30, 2023)	$	3,138
2024	10,985
2025	9,623
2026	7,831
2027	7,053
Thereafter	58,165
Total lease payments	96,795
Less: Imputed interest	43,870
Total	$	52,925

(10)Commitments

and Contingencies

The Company and certain of its subsidiaries are involved in litigation and ~~are~~other legal proceedings and forms of dispute resolution in the ordinary course of business, including but not limited to disputes over contract payment and/or performance-related issues (such as disagreements regarding delay or a change in the scope of work of a project and/or the price associated with that change) and other matters incidental to the Company’s business. In accordance with ASC 606, the Company makes assessments of these types of matters on a routine basis and, to the extent permitted by ASC 606, estimates and records recovery related to these matters as a form of variable consideration at the most likely amount the Company expects to receive, as discussed further in Note 3. In addition, the Company is contingently liable for ~~commitments~~litigation, performance guarantees and ~~performance guarantees~~other commitments arising in the ordinary course of ~~business. The Company~~business, which are accounted for in accordance with ASC 450, Contingencies. Management reviews these matters regularly and ~~certain of~~updates or revises its customers have made claims arising from the performance under their contracts. The Company recognizes certain significant claims for recovery of incurred cost when it is probable that the claim will result in additional contract revenueestimates as warranted by subsequent information and ~~when the amount of the claim can be reliably estimated.~~developments. These assessments require judgments concerning matters that are inherently uncertain, such as litigation developments and outcomes, the anticipated outcome of negotiations ~~the number of future claims,~~ and the estimated cost of ~~both pending~~resolving disputes. Consequently, these assessments are estimates, and ~~future claims.~~actual amounts may vary from such estimates. In addition, because ~~most contingencies~~such matters are typically resolved over long periods of time, the Company’s assets and liabilities may change inover time should the ~~future due to various factors.~~circumstances dictate. The description of the legal proceedings listed below include management’s assessment of those proceedings. Management believes that, based on current information and discussions with the Company’s legal counsel, the ultimate resolution of ~~these~~other matters is not expected to have a material ~~adverse~~ effect on the Company’s consolidated financial position, results of operations or cash flows.

~~Several matters are in the litigation and dispute resolution process. The following discussion provides a background and current status~~

A description of the ~~more significant matters.~~

~~Long Island Expressway/Cross Island Parkway Matter~~

The Company reconstructed the Long Island Expressway/Cross Island Parkway Interchange for the New York State Department of Transportation (the “NYSDOT”). The $130 million project was substantially completed in January 2004 and was accepted by the NYSDOT as complete in February 2006. The Company incurred significant added costs in completing its work and suffered extended schedule costs due to numerous design errors, undisclosed utility conflicts, lack of coordination with local agencies andmaterial pending legal proceedings, other ~~interferences for which the Company believes the NYSDOT is responsible.~~

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~~TUTOR PERINI CORPORATION AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)~~

~~UNAUDITED~~

~~In March 2011, the Company filed its claim and complaint with the New York State Court of Claims and served~~than ordinary routine litigation incidental to the New York State Attorney General’s Office, seeking damages in the amount of $53.8 million. In May 2011, the NYSDOT filed a motion to dismiss the Company’s claim on the grounds that the Company had not provided required documentation for project closeout and filing of a claim. In September 2011, the Company reached agreement on final payment with the Comptroller’s Office on behalf of the NYSDOT, which resulted in an amount of $0.5 million payable to the Company and formally closed out the project allowing the Company to re-file its claim. The Company re-filed its claim in the amount of $53.8 million with the NYSDOT in February 2012 and with the Court of Claims in March 2012. In May 2012, the NYSDOT served its answer and counterclaims in the amount of $151 million alleging fraud in the inducement and punitive damages related to disadvantaged business ~~enterprise (“DBE”) requirements for the project. The Court subsequently ruled that NYSDOT’s counterclaims may only be asserted~~is as a defense and offset to the Company’s claims and not as affirmative claims. In November 2014, the Appellate Division First Department affirmed the dismissal of the City’s affirmative defenses and affirmative counterclaims based on DBE fraud. The Company does not expect the counterclaims to have any material effect on its consolidated financial statements.

Management has made an estimate of the total anticipated recovery on this project, and such estimate is included in revenue recorded to date. To the extent new facts become known or the final recovery included in the claim settlement varies from the estimate, the impact of the change will be reflected in the consolidated financial statements at that time.

~~Fontainebleau Matter~~

Desert Mechanical, Inc. (“DMI”) and Fisk Electric Company (“Fisk”), wholly owned subsidiaries of the Company, were subcontractors on the Fontainebleau Project in Las Vegas (“Fontainebleau”), a hotel/casino complex with approximately 3,800 rooms. In June 2009, Fontainebleau filed for bankruptcy protection, under Chapter 11 of the U.S. Bankruptcy Code, in the Southern District of Florida.

DMI and Fisk filed liens in Nevada for approximately $44 million, representing unreimbursed costs to date and lost profits, including anticipated profits. Other unaffiliated subcontractors have also filed liens. In June 2009, DMI filed suit against Turnberry West Construction, Inc., the general contractor, in the 8th Judicial District Court, Clark County, Nevada (the “District Court”), and in May 2010, the court entered an order in favor of DMI for approximately $45 million.

In January 2010, the Bankruptcy Court approved the sale of the property to Icahn Nevada Gaming Acquisition, LLC, and this transaction closed in February 2010. As a result of a July 2010 ruling relating to certain priming liens, there was approximately $125 million set aside from this sale that is available for distribution to satisfy the creditor claims based on seniority. At that time, the total estimated sustainable lien amount was approximately $350 million. The project lender filed suit against the mechanic’s lien claimants, including DMI and Fisk, alleging that certain mechanic’s liens are invalid and that all mechanic’s liens are subordinate to the lender’s claims against the property. The Nevada Supreme Court ruled in October 2012 in an advisory opinion at the request of the Bankruptcy Court that lien priorities would be determined in favor of the mechanic lien holders under Nevada law.

In October 2013, a settlement was reached by and among the Statutory Lienholders and the other interested parties. The Bankruptcy Court appointed a mediator to facilitate the execution of that settlement agreement, but the parties were unable to settle. During the third quarter of 2017, DMI filed a motion seeking permission to file an action in Nevada; the motion was granted by the Bankruptcy Court.

~~Honeywell Street/Queens Boulevard Bridges Matter~~

In 1999, the Company was awarded a contract for reconstruction of the Honeywell Street/Queens Boulevard Bridges project for the City of New York (the “City”). In June 2003, after substantial completion of the project, the Company initiated an action to recover $8.8 million in claims against the City on behalf of itself and its subcontractors. In March 2010, the City filed counterclaims for $74.6 million and other relief, alleging fraud in connection with the DBE requirements for the project. In May 2010, the Company served the City with its response to the City’s counterclaims and affirmative defenses. In August 2013, the Court granted the Company’s motion to dismiss the City’s affirmative defenses and counterclaims relating to fraud.

follows:

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In January 2017, the Court granted the City’s motion for summary judgment and dismissed the Company’s claim against the City. The Company has filed a notice of appeal. The Court also granted the Company’s motion for summary judgment for release of retention plus interest from 2010 for an aggregate amount of approximately $1.2 million.

~~The Company does not expect ultimate resolution of this matter to have a material effect on its consolidated financial statements.~~

~~Westgate Planet Hollywood Matter~~

Tutor-Saliba Corporation (“TSC”), a wholly owned subsidiary of the Company, was contracted to construct a timeshare development project in Las Vegas, which was substantially completed in December 2009. The Company’s claims against the owner, Westgate Planet Hollywood Las Vegas, LLC (“WPH”), relate to unresolved owner change orders and other claims. The Company filed a lien on the project in the amount of $23.2 million and filed its complaint with the District Court, Clark County, Nevada. Several subcontractors have also recorded liens, some of which have been released by bonds and some of which have been released as a result of subsequent payment. WPH has posted a mechanic’s lien release bond for $22.3 million.

WPH filed a cross-complaint alleging non-conforming and defective work for approximately $51 million, primarily related to alleged defects, misallocated costs and liquidated damages. WPH revised the amount of their counterclaims to approximately $45 million.

Following multiple post-trial motions, final judgment was entered in this matter on March 20, 2014. TSC was awarded total judgment in the amount of $19.7 million on its breach of contract claim, which includes an award of interest up through the date of judgment, plus attorney’s fees and costs. WPH was awarded total judgment in the amount of $3.1 million on its construction defect claims, which includes interest up through the date of judgment. WPH and its Sureties have filed a notice of appeal. TSC has filed a notice of appeal on the defect award. In July 2014, the Court ordered WPH to post an additional supersedeas bond on appeal, in the amount of $1.7 million, in addition to the lien release bond of $22.3 million, which increases the security up to $24.0 million. In May 2017, the Nevada Supreme Court issued its ruling on the appeal by WPH and its Sureties. With only minor adjustments, the Nevada Supreme Court affirmed the lower district court’s judgment, and following further proceedings in the lower district court, the anticipated final recovery to the Company is estimated to exceed $20 million, including interest and recovery of certain attorneys’ fees and costs.

The Company does not expect ultimate resolution of this matter to have any material effect on its consolidated financial statements. Management has made an estimate of the total anticipated recovery on this project and such estimate is included in revenue recorded to date. To the extent new facts become known or the final recovery included in the claim settlement varies from the estimate, the impact of the change will be reflected in the consolidated financial statements at that time.

~~U.S. Department of Commerce, National Oceanic and Atmospheric Administration Matter~~

Rudolph and Sletten, Inc. (“R&S”), a wholly owned subsidiary of the Company, entered into a contract with the United States Department of Commerce, National Oceanic and Atmospheric Administration (“NOAA”) for the construction of a 287,000 square-foot facility for NOAA’s Southwest Fisheries Science Center Replacement Headquarters and Laboratory in La Jolla, California. The contract work began on May 24, 2010 and was substantially completed in September 2012. R&S incurred significant additional costs as a result of design errors and omissions, NOAA’s unwillingness to correct design flaws in a timely fashion and a refusal to negotiate the time and pricing associated with change order work. R&S filed claims against NOAA for contract adjustments related to the unresolved owner change orders, delays, design deficiencies and other claims.

~~In March 2017, the parties agreed to a proposed settlement, which was subsequently approved and paid by the government in the third quarter of 2017.~~ ~~The settlement did not have a material impact on the Company’s financial results for the three and nine months ended September 30, 2017.~~

~~Five Star Electric Matter~~

In the third quarter of 2015, Five Star Electric Corp. ("Five Star"), a wholly owned subsidiary of the Company that was acquired in 2011, entered into a tolling agreement (which has since expired) related to an ongoing investigation being conducted by the United States Attorney’s Office for the Eastern District of New York (“USAO EDNY”). Five Star has been cooperating with the USAO EDNY since late June 2014, when it was first made aware of the investigation, and has provided information requested by the government related to its use of certain minority-owned, women-owned, small and disadvantaged business enterprises and certain of Five Star’s employee compensation, benefit and tax practices.

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As of September 30, 2017, the Company cannot predict the ultimate outcome of the investigation and cannot reasonably estimate the potential loss or range of loss that Five Star or the Company may incur or the impact of the results of the investigation on Five Star or the Company.

Alaskan Way Viaduct Matter

In January 2011, Seattle Tunnel Partners (“STP”), a joint venture between Dragados USA, Inc. and the Company, entered into a design-build contract with the Washington State Department of Transportation (“WSDOT”) for the construction of a ~~large diameter~~large-diameter bored tunnel in downtown Seattle, King County, Washington to replace the Alaskan Way Viaduct, also known as State Route 99.

The Company has a 45% interest in STP.

The construction of the ~~large diameter~~large-diameter bored tunnel required the use of a tunnel boring machine (“TBM”). In December 2013, the TBM struck a steel pipe, installed by WSDOT as a well casing for an exploratory well. The TBM was significantly damaged and was required to be ~~shut down for repair.~~repaired. STP has asserted that the steel pipe casing was a differing site condition that WSDOT failed to properly disclose. The Disputes Review Board mandated by the contract to hear disputes issued a decision finding the steel casing was a Type I (material) differing site condition. WSDOT ~~has~~did not ~~accepted~~accept that finding.

The TBM was insured under a Builder’s Risk Insurance Policy (the “Policy”) with Great Lakes Reinsurance (UK) PLC and a consortium of other insurers (the “Insurers”). STP submitted the claims to the Insurers and requested interim payments under the Policy. The Insurers refused to pay and denied coverage. In June 2015, STP filed a lawsuit in the King County Superior Court, State of Washington ~~(“Washington Superior Court”)~~ seeking declaratory relief concerning contract interpretation, as well as damages as a result of the Insurers’ breach of their obligations under the terms of the Policy. STP is also asserting extra-contractual and statutory claims

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against the Insurers. STP submitted damages to the Insurers in the King County lawsuit in the amount of $532 million. WSDOT is deemed a plaintiff since WSDOT is an insured under the Policy and had filed its own claim for damages. Hitachi Zosen (“Hitachi”), the manufacturer of the TBM, ~~has also~~ joined the case as a plaintiff for costs incurred to repair the damages to the TBM. ~~Trial is scheduled~~

In April and September 2018, rulings received on pre-trial motions limited some of the potential recoveries under the Policy for ~~October 2018. Discovery is ongoing.~~

STP, WSDOT and Hitachi. On August 2, 2021, the Court of Appeals reversed in part certain of those limitations but affirmed other parts of those rulings. On September 15, 2022, the Washington Supreme Court affirmed the decision of the Court of Appeals, which limits recovery of certain damages under the Policy. Based on the rulings of the Court of Appeals, the case will continue for adjudication on the remaining facts and legal issues, including the number of covered occurrences which could increase the amount of available coverage under the Policy and the amount of investigative costs that are subject to the Policy limits. STP also has claims for costs, fees, pre-judgment interest and extra-contractual and statutory claims, which are not subject to the Policy limits.

With respect to STP’s direct and indirect claims against the Insurers, management has included in receivables an estimate of the total anticipated recovery concluded to be probable.

In March 2016, WSDOT filed a complaint against STP in Thurston County Superior Court ~~for~~alleging breach of contract, ~~alleging STP’s delays~~seeking $57.2 million in delay-related damages and ~~failure to perform and~~seeking declaratory relief concerning contract interpretation. STP ~~filed its answer to WSDOT’s complaint and~~subsequently filed a counterclaim against WSDOT. The jury trial between STP and WSDOT commenced on October 7, 2019 and ~~Hitachi. Trial is set~~concluded on December 13, 2019, with a jury verdict in favor of WSDOT awarding them $57.2 million in damages. The Company recorded the impact of the jury verdict during the fourth quarter of 2019, resulting in a pre-tax charge of $166.8 million, which included $25.7 million for ~~June 2018. Discovery is ongoing.~~

Asthe Company’s 45% proportionate share of ~~September 30, 2017,~~ the ~~Company has concluded that~~$57.2 million in damages awarded by the ~~potential~~jury to WSDOT. The charge was for ~~a material adverse financial impact due~~non-cash write-downs primarily related to the Insurers’ denial of coverage and WSDOT’s legal actions is neither probable nor remote, and the potential loss or range of loss is not reasonably estimable. With respect to STP’s claims against the Insurers, WSDOT and Hitachi, management has included an estimate of the total anticipated recovery, concluded to be both probable and reliably estimable, in receivables or costs and estimated earnings in excess of billings and receivables that the Company previously recorded to ~~date. To~~reflect its expected recovery in this case. STP filed a petition for discretionary review by the ~~extent new facts become known or~~Washington Supreme Court on July 12, 2022, which was denied by the ~~final recoveries vary~~Supreme Court on October 10, 2022. On October 18, 2022, STP paid the damages and associated interest from the ~~estimate,~~judgment, which included the ~~impact~~Company’s proportionate share of $34.6 million. As a result, the ~~change will be reflected in the financial statements at that time.~~

~~(8)~~ ~~Other Income, Net~~

~~On May 31, 2017, the Company~~lawsuit between STP and WSDOT has concluded.

George Washington Bridge Bus Station Matter

In August 2013, Tutor Perini Building Corp. (“TPBC”) entered into a contract with the George Washington Bridge Bus Station Development Venture, LLC (the “Developer”) to renovate the George Washington Bridge Bus Station, a mixed-use facility owned by the Port Authority of New York and New Jersey (the “Port Authority”) that serves as a transit facility and retail space. The $100 million project experienced significant design errors and associated delays, resulting in damages to TPBC and its subcontractors, including WDF and Five Star, wholly owned subsidiaries of the Company. The facility opened to the public on May 16, 2017.

On February 26, 2015, the Developer filed a demand for arbitration, subsequently amended, seeking $30 million in alleged damages and declaratory relief that TPBC’s requests for additional compensation were invalid due to lack of notice. TPBC denied the Developer’s claims and filed a counterclaim in March 2018. TPBC was seeking in excess of $113 million in the arbitration, which included unpaid contract balance claims, the return of $29 million retained by the Developer in alleged damages, as well as extra work claims, pass-through claims and delay claims. The Developer was seeking an additional $4.8 million in damages from TPBC beyond the $29 million it had withheld.

Hearings on the merits commenced on September 24, 2018 before the arbitration panel. On June 4, 2019, the arbitration panel, as confirmed by the U.S. District Court in the Southern District of New York, issued a writ of attachment against Developer for $23 million of the $29 million discussed above. On October 7, 2019, the Developer filed for bankruptcy protection in the Southern District of New York under Chapter 11 of the Bankruptcy Code. The filing for bankruptcy stayed the pending arbitration proceedings. TPBC appeared in the bankruptcy proceedings on October 8, 2019 and filed a Proof of Claim in the amount of $113 million on December 13, 2019.

On June 5, 2020, the Developer, secured lenders and the Port Authority announced that they had reached a settlement of their disputes. As part of the settlement, the Port Authority waived the enforcement of its right to seek a “cure” pursuant to its lease agreement with ~~Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), as successor~~the Developer, which requires construction costs be paid prior to any sale of the leasehold, the sole asset in ~~interest~~the Developer’s bankruptcy estate to ~~Banc of America Securities LLC and Bank of America, N.A. (collectively “BofA”),~~be distributed in this bankruptcy. On July 14, 2020, the bankruptcy court conducted a hearing to ~~resolve the pending litigation between the Company and Merrill Lynch. The litigation, which was filed by the Company in 2011, related~~determine (1) whether to ~~the purchase by the Company of certain auction-rate securities from BofA.~~

~~On June 6, 2017, the Company received the $37.0 million cash settlement payment agreed to in~~approve the settlement agreement between the Developer, secured lenders and the ~~pending litigation was dismissed with prejudice. Neither party made any admission of liability or wrongdoing,~~Port Authority; and ~~the settlement agreement includes mutual releases of all claims and liabilities related~~(2) whether TPBC can assert third-party beneficiary rights to the ~~subject matter~~lease agreement and require that prior to the sale of the ~~pending litigation.~~

The Company recognized the settlement as a gain during the second quarter of 2017 and reported it as a component of other income, net in its Condensed Consolidated Statement of Operations for the nine months ended September 30, 2017.

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~~(9)~~ ~~Share-Based Compensation~~

leasehold, any outstanding costs owed to contractors for the cost of building the project must be paid pursuant to the lease agreement’s “cure” provisions. On August 12, 2020, the bankruptcy court approved the settlement and denied TPBC’s third-party beneficiary rights under the lease agreement. On August 20, 2020, TPBC filed an appeal with the U.S. District Court for the Southern District of New York seeking to challenge the denial of its third-party beneficiary rights under the lease agreement’s “cure” provisions to avoid being subordinate to the claims of the secured lenders in the bankruptcy proceedings, which was denied by the U.S. District Court on August 4, 2021. TPBC filed an appeal with the U.S. Court of Appeals for the Second Circuit on August 20, 2021, which conducted oral argument on October 27, 2022. On April ~~3, 2017,~~10, 2023, the Second Circuit affirmed the bankruptcy court’s and district court’s denials of TPBC’s third-party beneficiary rights under the project’s lease agreement’s “cure” provisions and concluded that TPBC’s claims were not otherwise entitled to priority treatment under the Bankruptcy Code and should therefore be treated as unsecured claims that are subordinate to the claims of the secured lenders in the Developer’s bankruptcy case. As a result of this adverse decision from the Second Circuit, the Company ~~adopted~~recorded a non-cash, pre-tax charge to income (loss) from construction operations of $83.6 million in the first quarter of 2023.TPBC has no further avenues to recover its costs from the Developer or the bankruptcy-related actions, nor does the Developer have any ability to recover its claims against TPBC, and these lawsuits have now concluded.

Separately, on July 2, 2018, TPBC filed a lawsuit against the Port Authority, as owner of the project, seeking the same $113 million in damages pursuant to the lease agreement between the Port Authority and the Developer. On August 20, 2018, the Port Authority filed a motion to dismiss all causes of action, which was denied by the court on July 1, 2019. The Port Authority appealed this decision on July 15, 2019. On February 18, 2021, the Appellate Division affirmed in part and reversed in part the trial court's denial of the Port Authority's motion to dismiss TPBC’s causes of action. On April 11, 2022, the court granted the Port Authority’s motion to dismiss on statutory notice grounds. The Company filed a notice of appeal on April 28, 2022, which has been fully briefed and was argued on September 21, 2023, with a decision pending from the court.

In addition, on August 11, 2021, TPBC filed a second lawsuit in state court against the Port Authority alleging unjust enrichment and tortious interference with TPBC’s right to recover under the lease agreement’s “cure” provision in the bankruptcy proceeding. The case was removed to the federal bankruptcy court on September 21, 2021. The Port Authority filed a motion to dismiss on March 4, 2022, which the federal bankruptcy court granted on September 30, 2022. This lawsuit is now concluded.

On January 27, 2020, TPBC filed separate litigation in the U.S. District Court for the Southern District of New York in which TPBC asserted related claims seeking the same $113 million in damages against the individual owners of the Developer for their wrongful conversion of project funds and against lenders that received interest payments from project funds and other amounts earmarked to pay the contractors. On December 29, 2020, the court granted in part and denied in part the defendants’ motions to dismiss, resulting in the lender defendants being dismissed from the lawsuit and the lawsuit against the individual owners of the Developer continuing. The lawsuit was refiled in New York state court on July 26, 2021. On June 8, 2022, the court certified the class under the New York construction trust fund statutes. The case remains pending before the court.

Management has made an estimate of the total anticipated recovery of TPBC’s claims against the individual owners of the Developer and the Port Authority on this project, and such estimate is included in revenue recorded to date.

(11)Share-Based Compensation

As of September 30, 2023, there were 665,397 shares of common stock available for grant under the Tutor Perini Corporation Omnibus Incentive Compensation Plan (“Compensation Plan”), which was approved by the Company’s shareholders on May 24, 2017. The Compensation Plan provides for various types of share-based grants, including restricted and unrestricted stock units and stock options. Restricted and unrestricted stock units give the holder the right to exchange their stock units for shares of the Company’s common stock on a one-for-one basis. Stock options give the holder the right to purchase shares of the Company’s common stock at an exercise price equal to the fair value of the Company’s common stock on the date of the stock option’s award. Restricted stock units and stock options are usually subject to certain service and performance conditions and may not be sold or otherwise transferred until those restrictions have been satisfied; however, unrestricted stock units have no such restrictions. The term for stock options is limited to 10 years from the date of grant. The Compensation Plan allows for 2,335,000 shares of the Company’s common stock to be issued. As of September 30, 2017, there were 1,839,364 shares available to be granted under this plan.

The Company’s Amended and Restated Tutor Perini Corporation Long-Term Incentive Plan (“Incentive Plan”) is still active. The Incentive Plan is described, and informational disclosures are provided, in the Notes to Consolidated Financial Statements included in the Form 10-K for the year ended December 31, 2016. As of September 30, 2017, there were 405,529 shares authorized to be issued under the Incentive Plan; however, as discussed in the Company’s Definitive Proxy Statement (Schedule 14A) filed on April 13, 2017, the Company will not issue these shares. As of September 30, 2017, the Incentive Plan had an aggregate of 4,360,018 of restricted stock units and stock options from outstanding, historical awards that either have not vested or have vested but have not been exercised.

During the first nine months of 2017 and 2016, the Company issued, in total from both the Compensation Plan and the Incentive Plan, the following share-based instruments: (1) restricted stock units of 1,055,000 and 483,387 at weighted-average per share prices of $30.03 and $19.14, respectively; (2) stock options of 530,000 and 274,000 at weighted-average per share exercise prices of $24.64 and $16.20, respectively; (3) unrestricted stock units of 99,155 and 64,603 at weighted-average per share prices of $26.26 and $21.67, respectively.

~~Effective January 1, 2017, the Company prospectively adopted ASU 2016-09,~~ ~~Improvements to Employee Share-Based Payment Accounting (Topic 718)~~, which simplifies several aspects of the accounting for share-based payment transactions, including the accounting for the income tax effect of share-based transactions and the forfeiture of share-based instruments. Upon this adoption, the Company elected an accounting policy requiring forfeitures of share-based instruments to be accounted for upon occurrence. As a result, the Company will recognize the full grant-date fair value of share-based awards throughout the requisite service period, with any adjustments for forfeitures recognized only if and when a forfeiture occurs. This policy notwithstanding, the Company will continue to assess the probability that performance targets will be achieved, and will adjust share-based compensation expense accordingly.Plan. During the nine months ended September 30, ~~2017,~~2023 and 2022, the Company granted the following share-based instruments: (1) RSUs totaling 590,188 and 375,769, respectively, with weighted-average grant date fair values per unit of $8.66 and $10.53, respectively; (2) shares of unrestricted stock totaling 302,112 and 165,030, respectively, with weighted-average grant date fair values per share of $5.66 and $10.63, respectively; and (3) cash-settled performance stock units (“CPSUs”) totaling 901,541 and 315,768, respectively, with weighted-average grant date fair values per unit of $11.18 and $14.89, respectively. During the nine months ended September 30, 2023, the Company also granted a ~~total~~cash award with a service-based vesting condition and payout indexed to 90,000 shares of ~~20,985 performance-based restricted~~the Company’s common stock, ~~units,~~ with a weighted-average grant date fair value of $8.98 per share. During the nine months ended September 30, 2023 and 2022, stock options totaling 20,000 and 500,000, respectively, expired with weighted-average exercise prices per share ~~price~~ of ~~$23.91,~~$18.98 and ~~19,466 performance-based stock options,~~$11.15, respectively.

As of September 30, 2023 and December 31, 2022, the Company recognized liabilities for CPSUs and RSUs with ~~a weighted-average per share exercise price of $26.56, were forfeited; however,~~guaranteed minimum payouts and certain cash-settled awards on the ~~impact of these forfeitures was not recognized during this period because it was previously recognized in~~Condensed Consolidated Balance Sheets totaling approximately $5.2 million and $2.1 million, respectively. During the ~~fourth quarter of 2016 in accordance with~~nine months ended September 30, 2023 and 2022, the ~~provisions of ASC 718,~~ ~~Compensation-Stock Compensation.~~

Company paid approximately $1.3 million and $3.6 million, respectively, to settle certain awards upon vesting.

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~~(10)~~

For the three and nine months ended September 30, 2023, the Company recognized, as part of general and administrative expenses, costs for share-based payment arrangements totaling $3.5 million and $9.1 million, respectively, and $2.9 million and $7.7 million for the three and nine months ended September 30, 2022, respectively. As of September 30, 2023, the balance of unamortized share-based compensation expense was $16.0 million, which is expected to be recognized over a weighted-average period of 1.9 years. During the nine months ended September 30, 2023, share-based compensation was reduced by $0.5 million due to the modification of certain share-based awards. The modifications related to the separation of certain employees from the Company. The modifications also resulted in a modification-date fair value totaling $0.4 million which will be amortized as share-based compensation expense through March 2024.

(12)Employee Pension Plans

The Company has a defined benefit pension plan and an unfunded supplemental retirement plan. Effective ~~September~~June 1, 2004, all benefit accruals under these plans were frozen; however, the current vested benefit was preserved. The pension disclosure presented below includes aggregated amounts for both of the Company’s plans.

The following table sets forth a summary of the net periodic benefit cost for the three and nine months ended September 30, ~~2017~~2023 and ~~2016:~~

2022:



	Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2017		2016		2017		2016		(in thousands)	2023		2022		2023		2022
Interest cost	$	975	$	1,053	$	2,925	$	3,159	Interest cost	$	968	$	647	$	2,906	$	1,940
Service cost									Service cost	255		240		765		720
Expected return on plan assets		(1,088)		(1,203)		(3,264)		(3,609)	Expected return on plan assets	(978)		(973)		(2,935)		(2,919)
Amortization of net loss		456		427		1,368		1,281
Other		213		150		639		450
Recognized net actuarial losses									Recognized net actuarial losses	413		639		1,239		1,916
Net periodic benefit cost	$	556	$	427	$	1,668	$	1,281	Net periodic benefit cost	$	658	$	553	$	1,975	$	1,657

The Company contributed ~~$2.0~~$0.6 million ~~and $1.3 million~~ to its defined benefit pension plan during the nine months ended September 30, ~~2017 and 2016, respectively, and~~2023. The Company expects to contribute an additional ~~$0.6~~$0.7 million ~~later~~ in ~~2017.~~

~~(11)~~ cash by the end of 2023. Due to the election of certain options provided under the American Rescue Plan Act of 2021, enacted on March 11, 2021, the Company was not required to, and did not contribute, amounts to the defined benefit pension plan during the nine months ended September 30, 2022.

(13)Fair Value Measurements

The fair value hierarchy established by ASC 820, Fair Value Measurement, prioritizes the use of inputs used in valuation techniques into the following three levels:

~~Level 1 inputs are observable quoted prices in active markets for identical assets or liabilities~~

~~Level 2 inputs are observable, either directly or indirectly, but are not Level 1 inputs~~

•Level 1 inputs are observable quoted prices in active markets for identical assets or liabilities

~~Level 3 inputs are unobservable~~

•Level 2 inputs are observable, either directly or indirectly, but are not Level 1 inputs

•Level 3 inputs are unobservable

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The following fair value hierarchy table presents the Company’s assets that are measured at fair value on a recurring basis as of September 30, ~~2017~~2023 and December 31, ~~2016:~~

2022:


	As of September 30, 2023								As of December 31, 2022
	Fair Value Hierarchy								Fair Value Hierarchy
(in thousands)	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Cash and cash equivalents(a)	$	290,008	$	—	$	—	$	290,008	$	259,351	$	—	$	—	$	259,351
Restricted cash(a)	41,915		—		—		41,915		14,480		—		—		14,480
Restricted investments(b)	—		98,361		—		98,361		—		91,556		—		91,556
Investments in lieu of retention(c)	16,283		79,369		—		95,652		20,100		68,228		—		88,328
Total	$	348,206	$	177,730	$	—	$	525,936	$	293,931	$	159,784	$	—	$	453,715

As of September 30, 2017

As of December 31, 2016

Fair Value Hierarchy

Fair Value Hierarchy

(in thousands)

Level 1

Level 2

Level 3

Total

Level 1

Level 2

Level 3

Total
Cash and cash equivalents (a)

$
221,878

$
—

$
—

$
221,878

$
146,103

$
—

$
—

$
146,103
Restricted cash (a)

17,424

—

—

17,424

50,504

—

—

50,504
Investments in lieu of retainage (b)

56,102

3,059

—

59,161

46,855

4,411

—

51,266
Total

$
295,404

$
3,059

$
—

$
298,463

$
243,462

$
4,411

$
—

$
247,873

(a)Includes money market funds and short-term investments with ~~original~~ maturity dates of three months or ~~less.~~

less when acquired.

(b)Restricted investments, as of September 30, 2023 and December 31, 2022, consist of available-for-sale (“AFS”) debt securities, which are valued based on pricing models determined from a compilation of primarily observable market information, broker quotes in non-active markets or similar assets; therefore, they are classified as Level 2 assets.

(c)Investments in lieu of ~~customer retainage~~retention are included in ~~accounts~~retention receivable as of September 30, 2023 and December 31, 2022, and are comprised of money market funds of $16.3 million and ~~municipal bonds, the majority~~$20.1 million, respectively, and AFS debt securities of ~~which are rated A3 or better.~~$79.4 million and $68.2 million, respectively. The fair values of the money market funds are measured using quoted market prices; therefore, they are classified as Level 1 assets. The fair values of ~~municipal bonds~~AFS debt securities are ~~measured using readily available pricing sources for comparable instruments;~~determined from a compilation of primarily observable market information, broker quotes in non-active markets or similar assets; therefore, they are classified as Level 2 assets. ~~All~~

Investments in AFS debt securities consisted of the ~~above investments~~following as of September 30, 2023 and December 31, 2022:


	As of September 30, 2023								As of December 31, 2022
(in thousands)	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value		Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value
Restricted investments:
Corporate debt securities	$	66,046	$	—	$	(3,638)	$	62,408	$	53,452	$	1	$	(3,550)	$	49,903
U.S. government agency securities	29,724		—		(1,599)		28,125		34,920		13		(1,688)		33,245
Municipal bonds	8,607		—		(1,230)		7,377		9,211		—		(1,257)		7,954
Corporate certificates of deposit	500		—		(49)		451		507		—		(53)		454
Total restricted investments	104,877		—		(6,516)		98,361		98,090		14		(6,548)		91,556

Investments in lieu of retention:
Corporate debt securities	81,518		1		(3,123)		78,396		70,968		1		(3,724)		67,245
Municipal bonds	822		151		—		973		818		165		—		983
Total investments in lieu of retention	82,340		152		(3,123)		79,369		71,786		166		(3,724)		68,228

Total AFS debt securities	$	187,217	$	152	$	(9,639)	$	177,730	$	169,876	$	180	$	(10,272)	$	159,784

Table of Contents

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

The following table summarizes the fair value and gross unrealized losses aggregated by category and the length of time that individual securities have been in a continuous unrealized loss position as of September 30, 2023 and December 31, 2022:


	As of September 30, 2023
	Less than 12 Months				12 Months or Greater				Total
(in thousands)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Restricted investments:
Corporate debt securities	$	20,382	$	(495)	$	39,026	$	(3,143)	$	59,408	$	(3,638)
U.S. government agency securities	8,112		(89)		18,763		(1,510)		26,875		(1,599)
Municipal bonds	186		(3)		6,851		(1,227)		7,037		(1,230)
Corporate certificates of deposit	—		—		451		(49)		451		(49)
Total restricted investments	28,680		(587)		65,091		(5,929)		93,771		(6,516)

Investments in lieu of retention:
Corporate debt securities	28,506		(359)		48,949		(2,764)		77,455		(3,123)
Total investments in lieu of retention	28,506		(359)		48,949		(2,764)		77,455		(3,123)

Total AFS debt securities	$	57,186	$	(946)	$	114,040	$	(8,693)	$	171,226	$	(9,639)


	As of December 31, 2022
	Less than 12 Months				12 Months or Greater				Total
(in thousands)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Restricted investments:
Corporate debt securities	$	23,559	$	(733)	$	25,842	$	(2,817)	$	49,401	$	(3,550)
U.S. government agency securities	24,834		(939)		5,593		(749)		30,427		(1,688)
Municipal bonds	4,998		(672)		2,956		(585)		7,954		(1,257)
Corporate certificates of deposit	63		(12)		391		(41)		454		(53)
Total restricted investments	53,454		(2,356)		34,782		(4,192)		88,236		(6,548)

Investments in lieu of retention:
Corporate debt securities	34,553		(843)		32,391		(2,881)		66,944		(3,724)
Total investments in lieu of retention	34,553		(843)		32,391		(2,881)		66,944		(3,724)

Total AFS debt securities	$	88,007	$	(3,199)	$	67,173	$	(7,073)	$	155,180	$	(10,272)

The unrealized losses in AFS debt securities as of September 30, 2023 and December 31, 2022 are ~~available-for-sale securities.~~

~~The Company~~primarily attributable to market interest rate increases and not a deterioration in credit quality of the issuers. Management evaluated the unrealized losses in AFS debt securities considering factors including credit ratings and other relevant information, which may indicate that contractual cash flows are not expected to occur. Based on the analysis, management determined that credit losses did not ~~have material transfers between Levels 1~~exist for AFS debt securities in an unrealized loss position as of September 30, 2023 and 2December 31, 2022.

It is not considered likely that the Company will be required to sell the investments before full recovery of the amortized cost basis of the AFS debt securities, which may be at maturity. As a result, consistent with the same period in 2022, the Company has not recognized any impairment losses in earnings during the nine months ended September 30, ~~2017~~2023.

Table of Contents

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

The amortized cost and fair value of AFS debt securities by contractual maturity as of September 30, 2023 are summarized in the table below. Actual maturities may differ from contractual maturities because certain borrowers have the right to call or ~~2016.~~

prepay certain obligations.



(in thousands)	Amortized Cost		Fair Value

Due within one year	$	32,555	$	32,007
Due after one year through five years	142,227		134,927
Due after five years	12,435		10,796
Total	$	187,217	$	177,730

The carrying values of receivables, payables and other amounts arising out of normal contract activities, including ~~retainage,~~retention, which may be settled beyond one year, are estimated to approximate fair value. The Company has restricted investments with an aggregate fair value of $48.7 million as of September 30, 2017, determined using Level 2 inputs. Restricted investments are held as collateral to secure insurance related contingent obligations. They are comprised of various corporate bonds and bank notes that are rated A3 or better and have maturities within the Company’s operating cycle. These restricted investments are held-to-maturity securities carried at amortized cost of $48.8 million as of September 30, 2017. Of the Company’s long-term debt, the fair value of the 2017 Senior Notes ~~as of September 30, 2017~~ was $537.5 million. The fair value of the 2010 Senior Notes as of December 31, 2016 was $302.6 million; the 2010 Senior Notes were redeemed in the second quarter of 2017, as discussed in Note 6. The fair value of the

~~Table of Contents~~

~~TUTOR PERINI CORPORATION AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)~~

~~UNAUDITED~~

~~Convertible Notes was $231.9~~$457.5 million and ~~$228.4~~$439.7 million as of September 30, ~~2017~~2023 and December 31, ~~2016,~~2022, respectively. The fair values of the 2017 Senior ~~Notes, 2010 Senior Notes and Convertible~~ Notes were determined using Level 1 inputs, specifically current observable market prices. The fair value of the Term Loan B was $349.8 million and $389.5 million as of September 30, 2023 and December 31, 2022, respectively. The fair values of the Term Loan B were determined using Level 2 inputs, specifically third-party quoted market prices. The reported value of the Company’s remaining ~~long-term debt at~~borrowings approximates fair value as of September 30, ~~2017~~2023 and December 31, ~~2016 approximates fair value.~~

~~(12)~~ 2022.

(14)Variable Interest Entities ~~(“VIE”)~~

~~From time to time the~~(VIEs)

The Company may form joint ventures or partnerships with third parties for the execution of ~~single contracts or~~ projects. In accordance with ASC 810, Consolidation (“ASC 810”), the Company assesses its partnerships and joint ventures at inception to determine if any meet the qualifications of a VIE. The Company considers a joint venture a VIE if either (a) the total equity investment is not sufficient to permit the entity to finance its activities without additional subordinated financial support, (b) characteristics of a controlling financial interest are missing (either the ability to make decisions through voting or other rights, the obligation to absorb the expected losses of the entity or the right to receive the expected residual returns of the entity), or (c) the voting rights of the equity holders are not proportional to their obligations to absorb the expected losses of the entity and/or their rights to receive the expected residual returns of the entity, and substantially all of the entity’s activities either involve or are conducted on behalf of an investor that has disproportionately few voting rights. Upon the occurrence of certain events outlined in ASC 810, the Company reassesses its initial determination of whether a joint venture is a VIE.

ASC 810 also requires the Company to determine whether it is the primary beneficiary of the VIE. The Company concludes that it is the primary beneficiary and consolidates the VIE if the Company has both (a) the power to direct the economically significant activities of the VIE and (b) the obligation to absorb losses of, or the right to receive benefits from, the VIE that could potentially be significant to the VIE. The Company considers the contractual agreements that define the ownership structure, distribution of profits and losses, risks, responsibilities, indebtedness, voting rights and board representation of the respective parties in determining if the Company is the primary beneficiary. The Company also considers all parties that have direct or implicit variable interests when determining whether it is the primary beneficiary. In accordance with ASC 810, management’s assessment of whether the Company is the primary beneficiary of a VIE is performed continuously.

As of September 30, ~~2017,~~2023, the Company had ~~consolidated~~unconsolidated VIE-related current assets ~~of $115.4 million~~ and liabilities of ~~$96.9~~$0.6 million ~~all of which are classified as current~~ and ~~are~~$0.2 million, respectively, included in the Company’s Condensed Consolidated Balance ~~Sheet.~~

~~One large~~Sheets. As of December 31, 2022, the Company had unconsolidated VIE-related current assets of $0.4 million included in the Company’s Condensed Consolidated Balance Sheets. The Company’s maximum exposure to loss as a result of its investments in unconsolidated VIEs is typically limited to the aggregate of the carrying value of the investment and future funding commitments. There were no future funding requirements for the unconsolidated VIEs as of September 30, 2023.

As of September 30, 2023, the Company’s Condensed Consolidated Balance Sheets included current and noncurrent assets of $482.1 million and $36.9 million, respectively, as well as current liabilities of $513.1 million related to the operations of its consolidated VIEs. As of December 31, 2022, the Company’s Condensed Consolidated Balance Sheets included current and noncurrent assets of $527.3 million and $22.4 million, respectively, as well as current liabilities of $567.3 million related to the operations of its consolidated VIEs.

Table of Contents

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

Below is a discussion of some of the Company’s more significant or unique VIEs.

The Company established a joint venture ~~that the Company is consolidating was established~~ to construct the Purple Line ~~Segment~~Extension Section 2 ~~Extension project, a $1.4 billion~~(Tunnels and Stations) and Section 3 (Stations) mass-transit ~~project~~projects in Los Angeles, ~~California.~~California with an original combined value of approximately $2.8 billion. The Company has a 75% interest in the joint venture with the remaining 25% held by O&G Industries, Inc. The joint venture was initially financed with contributions from the partners and, per the terms of the joint venture agreement, the partners may be required to provide additional capital contributions in the future.

~~(13)~~ The Company has determined that this joint venture is a VIE for which the Company is the primary beneficiary.

The Company also established a joint venture with Parsons Corporation (“Parsons”) to construct the Newark Liberty International Airport Terminal One project, a transportation infrastructure project in Newark, New Jersey with an original value of approximately $1.4 billion. The Company has an 80% interest in the joint venture with the remaining 20% held by Parsons. The joint venture was initially financed with contributions from the partners and, per the terms of the joint venture agreement, the partners may be required to provide additional capital contributions in the future. The Company has determined that this joint venture is a VIE for which the Company is the primary beneficiary.

(15)Changes in Equity

A reconciliation of the changes in equity for the three and nine months ended September 30, 2023 and 2022 is provided below:


	Three Months Ended September 30, 2023
(in thousands)	Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Noncontrolling Interests		Total Equity
Balance - June 30, 2023	$	51,970	$	1,143,532	$	217,571	$	(45,479)	$	607	$	1,368,201
Net income (loss)	—		—		(36,896)		—		11,070		(25,826)
Other comprehensive loss	—		—		—		(500)		(473)		(973)
Share-based compensation	—		1,756		—		—		—		1,756
Issuance of common stock, net	52		(505)		—		—		—		(453)
Contributions from noncontrolling interests	—		—		—		—		2,500		2,500
Distributions to noncontrolling interests	—		—		—		—		(11,250)		(11,250)
Balance - September 30, 2023	$	52,022	$	1,144,783	$	180,675	$	(45,979)	$	2,454	$	1,333,955


	Nine Months Ended September 30, 2023
(in thousands)	Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Noncontrolling Interests		Total Equity
Balance - December 31, 2022	$	51,521	$	1,140,933	$	304,301	$	(47,037)	$	(7,734)	$	1,441,984
Net income (loss)	—		—		(123,626)		—		32,107		(91,519)
Other comprehensive income	—		—		—		1,058		81		1,139
Share-based compensation	—		4,786		—		—		—		4,786
Issuance of common stock, net	501		(936)		—		—		—		(435)
Contributions from noncontrolling interests	—		—		—		—		4,500		4,500
Distributions to noncontrolling interests	—		—		—		—		(26,500)		(26,500)
Balance - September 30, 2023	$	52,022	$	1,144,783	$	180,675	$	(45,979)	$	2,454	$	1,333,955

Table of Contents

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED


	Three Months Ended September 30, 2022
(in thousands)	Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Noncontrolling Interests		Total Equity
Balance - June 30, 2022	$	51,358	$	1,137,966	$	429,673	$	(48,963)	$	(2,088)	$	1,567,946
Net income (loss)	—		—		(32,455)		—		8,385		(24,070)
Other comprehensive loss	—		—		—		(3,054)		(1,525)		(4,579)
Share-based compensation	—		1,816		—		—		—		1,816
Issuance of common stock, net	127		123		—		—		—		250

Distributions to noncontrolling interests	—		—		—		—		(22,000)		(22,000)
Balance - September 30, 2022	$	51,485	$	1,139,905	$	397,218	$	(52,017)	$	(17,228)	$	1,519,363


	Nine Months Ended September 30, 2022
(in thousands)	Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Noncontrolling Interests		Total Equity
Balance - December 31, 2021	$	51,096	$	1,133,150	$	514,310	$	(43,635)	$	18,799	$	1,673,720
Net income (loss)	—		—		(117,092)		—		12,189		(104,903)
Other comprehensive loss	—		—		—		(8,382)		(2,677)		(11,059)
Share-based compensation	—		6,818		—		—		—		6,818
Issuance of common stock, net	389		(63)		—		—		—		326
Contributions from noncontrolling interests	—		—		—		—		961		961
Distributions to noncontrolling interests	—		—		—		—		(46,500)		(46,500)
Balance - September 30, 2022	$	51,485	$	1,139,905	$	397,218	$	(52,017)	$	(17,228)	$	1,519,363

(16)Other Comprehensive Income (Loss)

ASC 220, Comprehensive Income, establishes standards for reporting ~~and displaying~~ comprehensive income and its components in the consolidated financial statements. The Company reports the change in pension benefit plan assets/liabilities, cumulative foreign currency translation and change in fair value of investments ~~and change in fair value of an interest rate swap~~ as components of accumulated other comprehensive ~~loss~~income (loss) (“AOCI”).

~~The tax effects of the components of other comprehensive income (loss) for the three months ended September 30, 2017 and 2016 are as follows:~~

Three Months Ended

Three Months Ended

September 30, 2017

September 30, 2016
(in thousands)
Before-Tax Amount

Tax Expense

Net-of-Tax Amount

Before-Tax Amount

Tax (Expense) Benefit

Net-of-Tax Amount
Other comprehensive income (loss):

Defined benefit pension plan adjustments
$
456

$
(187)

$
269

$
427

$
(179)

$
248
Foreign currency translation adjustments

1,232

(506)

726

(708)

297

(411)
Unrealized gain (loss) in fair value of investments

21

(9)

12

(145)

66

(79)
Total other comprehensive income (loss)

1,709

(702)

1,007

(426)

184

(242)
Other comprehensive income (loss) attributable to Tutor Perini Corporation
$
1,709

$
(702)

$
1,007

$
(426)

$
184

$
(242)

Table of Contents

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

The ~~tax effects of the~~ components of other comprehensive income (loss) and the related tax effects for the three and nine months ended September 30, ~~2017~~2023 and ~~2016 are~~2022 were as follows:

Nine Months Ended

Nine Months Ended

September 30, 2017

September 30, 2016
(in thousands)
Before-Tax Amount

Tax (Expense) Benefit

Net-of-Tax Amount

Before-Tax Amount

Tax (Expense) Benefit

Net-of-Tax Amount
Other comprehensive income:

Defined benefit pension plan adjustments
$
1,368

$
(562)

$
806

$
1,280

$
(461)

$
819
Foreign currency translation adjustment

2,242

(921)

1,321

500

(239)

261
Unrealized loss in fair value of investments

(20)

8

(12)

(403)

179

(224)
Unrealized loss in fair value of interest rate swap

—

—

—

(45)

21

(24)
Total other comprehensive income

3,590

(1,475)

2,115

1,332

(500)

832
Other comprehensive income attributable to Tutor Perini Corporation
$
3,590

$
(1,475)

$
2,115

$
1,332

$
(500)

$
832


	Three Months Ended September 30, 2023						Three Months Ended September 30, 2022
(in thousands)	Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount		Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount
Other comprehensive income (loss):
Defined benefit pension plan adjustments	$	413	$	(114)	$	299	$	639	$	(181)	$	458
Foreign currency translation adjustments	(1,204)		187		(1,017)		(3,016)		489		(2,527)
Unrealized loss in fair value of investments	(329)		74		(255)		(3,188)		678		(2,510)
Total other comprehensive loss	(1,120)		147		(973)		(5,565)		986		(4,579)
Less: Other comprehensive loss attributable to noncontrolling interests	(473)		—		(473)		(1,525)		—		(1,525)
Total other comprehensive loss attributable to Tutor Perini Corporation	$	(647)	$	147	$	(500)	$	(4,040)	$	986	$	(3,054)


	Nine Months Ended September 30, 2023						Nine Months Ended September 30, 2022
(in thousands)	Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount		Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount
Other comprehensive income (loss):
Defined benefit pension plan adjustments	$	1,239	$	(343)	$	896	$	1,916	$	(543)	$	1,373
Foreign currency translation adjustments	(302)		63		(239)		(4,458)		798		(3,660)
Unrealized gain (loss) in fair value of investments	605		(123)		482		(11,086)		2,314		(8,772)
Total other comprehensive income (loss)	1,542		(403)		1,139		(13,628)		2,569		(11,059)
Less: Other comprehensive income (loss) attributable to noncontrolling interests	81		—		81		(2,677)		—		(2,677)
Total other comprehensive income (loss) attributable to Tutor Perini Corporation	$	1,461	$	(403)	$	1,058	$	(10,951)	$	2,569	$	(8,382)

The changes in AOCI balances by component (after tax) attributable to Tutor Perini Corporation and attributable to noncontrolling interests during the three and nine months ended September 30, ~~2017 are~~2023 and 2022 were as follows:

Three Months Ended September 30, 2017

Defined

Unrealized

Accumulated

Benefit

Foreign

Gain in

Other

Pension

Currency

Fair Value of

Comprehensive
(in thousands)
Plan

Translation

Investments, Net

Loss
Attributable to Tutor Perini Corporation:

Balance as of June 30, 2017
$
(40,328)

$
(4,269)

$
292

$
(44,305)
Other comprehensive gain before reclassifications

—

726

12

738
Amounts reclassified from AOCI

269

—

—

269
Total other comprehensive income

269

726

12

1,007
Balance as of September 30, 2017
$
(40,059)

$
(3,543)

$
304

$
(43,298)


	Three Months Ended September 30, 2023
(in thousands)	Defined Benefit Pension Plan		Foreign Currency Translation		Unrealized Gain (Loss) in Fair Value of Investments, Net		Accumulated Other Comprehensive Income (Loss)
Attributable to Tutor Perini Corporation:
Balance as of June 30, 2023	$	(32,040)	$	(6,920)	$	(6,519)	$	(45,479)
Other comprehensive loss before reclassifications	—		(484)		(329)		(813)
Amounts reclassified from AOCI	299		—		14		313
Total other comprehensive income (loss)	299		(484)		(315)		(500)
Balance as of September 30, 2023	$	(31,741)	$	(7,404)	$	(6,834)	$	(45,979)
Attributable to Noncontrolling Interests:
Balance as of June 30, 2023	$	—	$	(342)	$	(834)	$	(1,176)
Other comprehensive income (loss)	—		(533)		60		(473)
Balance as of September 30, 2023	$	—	$	(875)	$	(774)	$	(1,649)

Nine Months Ended September 30, 2017

Defined

Unrealized

Accumulated

Benefit

Foreign

Gain (Loss) in

Other

Pension

Currency

Fair Value of

Comprehensive
(in thousands)
Plan

Translation

Investments, Net

Loss
Attributable to Tutor Perini Corporation:

Balance as of December 31, 2016
$
(40,865)

$
(4,864)

$
316

$
(45,413)
Other comprehensive gain (loss) before reclassifications

—

1,321

(12)

1,309
Amounts reclassified from AOCI

806

—

—

806
Total other comprehensive income (loss)

806

1,321

(12)

2,115
Balance as of September 30, 2017
$
(40,059)

$
(3,543)

$
304

$
(43,298)

Table of Contents

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

~~The changes in AOCI balance by component (after tax) for the three and nine months ended September 30, 2016 are as follows:~~

Three Months Ended September 30, 2016

Unrealized

Defined

Unrealized

Gain (Loss) in

Accumulated

Benefit

Foreign

Gain (Loss) in

Fair Value of

Other

Pension

Currency

Fair Value of

Interest Rate

Comprehensive
(in thousands)
Plan

Translation

Investments, Net

Swap, Net

Loss
Attributable to Tutor Perini Corporation:

Balance as of June 30, 2016
$
(37,671)

$
(3,931)

$
511

$
—

$
(41,091)
Other comprehensive loss before reclassifications

—

(411)

(79)

—

(490)
Amounts reclassified from AOCI

248

—

—

—

248
Total other comprehensive income (loss)

248

(411)

(79)

—

(242)
Balance as of September 30, 2016
$
(37,423)

$
(4,342)

$
432

$
—

$
(41,333)



	Nine Months Ended September 30, 2016
							Unrealized
	Defined				Unrealized		Gain (Loss) in		Accumulated
	Benefit		Foreign		Gain (Loss) in		Fair Value of		Other
	Pension		Currency		Value of		Interest Rate		Comprehensive			Nine Months Ended September 30, 2023
(in thousands)	Plan		Translation		Investments, Net		Swap, Net		Loss		(in thousands)	Defined Benefit Pension Plan		Foreign Currency Translation		Unrealized Gain (Loss) in Fair Value of Investments, Net		Accumulated Other Comprehensive Income (Loss)
Attributable to Tutor Perini Corporation:											Attributable to Tutor Perini Corporation:
Balance as of December 31, 2015	$	(38,242)	$	(4,603)	$	656	$	24	$	(42,165)
Other comprehensive gain (loss) before reclassifications		—		261		(224)		(24)		13
Balance as of December 31, 2022											Balance as of December 31, 2022	$	(32,637)	$	(7,241)	$	(7,159)	$	(47,037)
Other comprehensive income (loss) before reclassifications											Other comprehensive income (loss) before reclassifications	—		(163)		244		81
Amounts reclassified from AOCI		819		—		—		—		819	Amounts reclassified from AOCI	896		—		81		977
Total other comprehensive income (loss)		819		261		(224)		(24)		832	Total other comprehensive income (loss)	896		(163)		325		1,058
Balance as of September 30, 2016	$	(37,423)	$	(4,342)	$	432	$	—	$	(41,333)
Balance as of September 30, 2023											Balance as of September 30, 2023	$	(31,741)	$	(7,404)	$	(6,834)	$	(45,979)
Attributable to Noncontrolling Interests:											Attributable to Noncontrolling Interests:
Balance as of December 31, 2022											Balance as of December 31, 2022	$	—	$	(799)	$	(931)	$	(1,730)
Other comprehensive income (loss)											Other comprehensive income (loss)	—		(76)		157		81
Balance as of September 30, 2023											Balance as of September 30, 2023	$	—	$	(875)	$	(774)	$	(1,649)


	Three Months Ended September 30, 2022
(in thousands)	Defined Benefit Pension Plan		Foreign Currency Translation		Unrealized Gain (Loss) in Fair Value of Investments, Net		Accumulated Other Comprehensive Income (Loss)
Attributable to Tutor Perini Corporation:
Balance as of June 30, 2022	$	(36,951)	$	(6,568)	$	(5,444)	$	(48,963)
Other comprehensive loss before reclassifications	—		(1,238)		(2,337)		(3,575)
Amounts reclassified from AOCI	458		—		63		521
Total other comprehensive income (loss)	458		(1,238)		(2,274)		(3,054)
Balance as of September 30, 2022	$	(36,493)	$	(7,806)	$	(7,718)	$	(52,017)
Attributable to Noncontrolling Interests:
Balance as of June 30, 2022	$	—	$	190	$	(800)	$	(610)
Other comprehensive loss	—		(1,289)		(236)		(1,525)
Balance as of September 30, 2022	$	—	$	(1,099)	$	(1,036)	$	(2,135)


	Nine Months Ended September 30, 2022
(in thousands)	Defined Benefit Pension Plan		Foreign Currency Translation		Unrealized Gain (Loss) in Fair Value of Investments, Net		Accumulated Other Comprehensive Income (Loss)
Attributable to Tutor Perini Corporation:
Balance as of December 31, 2021	$	(37,866)	$	(5,787)	$	18	$	(43,635)
Other comprehensive loss before reclassifications	—		(2,019)		(7,832)		(9,851)
Amounts reclassified from AOCI	1,373		—		96		1,469
Total other comprehensive income (loss)	1,373		(2,019)		(7,736)		(8,382)
Balance as of September 30, 2022	$	(36,493)	$	(7,806)	$	(7,718)	$	(52,017)
Attributable to Noncontrolling Interests:
Balance as of December 31, 2021	$	—	$	542	$	—	$	542
Other comprehensive loss	—		(1,641)		(1,036)		(2,677)
Balance as of September 30, 2022	$	—	$	(1,099)	$	(1,036)	$	(2,135)

Table of Contents

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

The significant items reclassified out of AOCI and the corresponding location and impact on the Condensed Consolidated ~~Statement~~Statements of Operations ~~are~~during the three and nine months ended September 30, 2023 and 2022 were as follows:



	Location in	Three Months Ended				Nine Months Ended
	Condensed Consolidated	September 30,				September 30,					Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	Statements of Operations	2017		2016		2017		2016		(in thousands)	2023		2022		2023		2022
Defined benefit pension plan adjustments	Various accounts(a)	$	456	$	427	$	1,368	$	1,280
Income tax benefit	Provision for income taxes		(187)		(179)		(562)		(461)
Component of AOCI:										Component of AOCI:
Defined benefit pension plan adjustments(a)										Defined benefit pension plan adjustments(a)	$	413	$	639	$	1,239	$	1,916
Income tax benefit(b)										Income tax benefit(b)	(114)		(181)		(343)		(543)
Net of tax		$	269	$	248	$	806	$	819	Net of tax	$	299	$	458	$	896	$	1,373

Unrealized loss in fair value of investment adjustments(a)										Unrealized loss in fair value of investment adjustments(a)	$	18	$	79	$	103	$	121
Income tax benefit(b)										Income tax benefit(b)	(4)		(16)		(22)		(25)
Net of tax										Net of tax	$	14	$	63	$	81	$	96

~~(a)Defined benefit pension plan adjustments were reclassified to cost of operations and general and administrative expenses.~~

~~Table~~(a)Amounts included in other income, net on the Condensed Consolidated Statements of ~~Contents~~

~~TUTOR PERINI CORPORATION AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)~~

~~UNAUDITED~~

Operations.

~~(14)~~

(b)Amounts included in income tax (expense) benefit on the Condensed Consolidated Statements of Operations.

(17)Business Segments

The Company offers general contracting, pre-construction planning and comprehensive project management services, including planning and scheduling of manpower, equipment, materials and subcontractors required for the timely completion of a project in accordance with the terms and specifications contained in a construction contract. The Company also offers self-performed construction services: site ~~work;~~work, concrete forming and ~~placement;~~placement, steel ~~erection; electrical; mechanical; plumbing;~~erection, electrical, mechanical, plumbing, and ~~heating,~~HVAC (heating, ventilation and air ~~conditioning (HVAC)~~conditioning). As described below, ~~our~~the Company’s business is conducted through three segments: Civil, Building and Specialty Contractors. These segments are determined based on how the Company’s Chairman and Chief Executive Officer (chief operating decision maker) aggregates business units when evaluating performance and allocating resources.

The Civil segment specializes in public works construction and the replacement and reconstruction of infrastructure. The ~~civil~~ contracting services provided by the Civil segment include construction and rehabilitation of highways, bridges, tunnels, mass-transit systems, military facilities, and water management and wastewater treatment facilities.

The Building segment has significant experience providing services for private and public works customers in a number of specialized building markets, including: ~~high-rise residential,~~ hospitality and gaming, transportation, health care, commercial ~~and~~offices, government ~~offices,~~facilities, sports and entertainment, education, correctional facilities, biotech, pharmaceutical, industrial and ~~high-tech.~~

technology.

The Specialty Contractors segment specializes in electrical, mechanical, plumbing, HVAC and fire protection systems ~~and pneumatically placed concrete~~ for a full range of civil and building construction projects in the industrial, commercial, hospitality and gaming, and mass-transit end markets. This segment provides the Company with unique strengths and capabilities that allow the Company to position itself as a full-service contractor with greater control over scheduled work, project delivery, and cost and risk management.

To the extent that a contract is co-managed and co-executed among segments, the Company allocates the share of revenues and costs of the contract to each segment to reflect the shared responsibilities in the management and execution of the project.

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TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

The following tables set forth certain reportable segment information relating to the Company’s operations for the three and nine months ended September 30, ~~2017~~2023 and ~~2016:~~

2022:



	Reportable Segments
					Specialty							Consolidated			Reportable Segments
(in thousands)	Civil			Building	Contractors		Total		Corporate			Total		(in thousands)	Civil		Building		Specialty Contractors		Total			Corporate			Consolidated Total
Three Months Ended September 30, 2017
Three Months Ended September 30, 2023														Three Months Ended September 30, 2023
Total revenue	$	458,487	$	500,420	$	310,137	$	1,269,044	$	—		$	1,269,044	Total revenue	$	543,776	$	368,244	$	174,933	$	1,086,953		$	—		$	1,086,953
Elimination of intersegment revenue		(62,667)		(6,872)		—		(69,539)		—			(69,539)	Elimination of intersegment revenue	(23,282)		(2,795)		(171)		(26,248)			—			(26,248)
Revenue from external customers	$	395,820	$	493,548	$	310,137	$	1,199,505	$	—		$	1,199,505	Revenue from external customers	$	520,494	$	365,449	$	174,762	$	1,060,705		$	—		$	1,060,705
Income from construction operations	$	38,144	$	14,058	$	14,575	$	66,777	$	(17,705)	(a)	$	49,072
Income (loss) from construction operations														Income (loss) from construction operations	$	46,889	$	123	$	(38,429)	$	8,583	(a)	$	(21,149)	(b)	$	(12,566)
Capital expenditures	$	1,248	$	36	$	81	$	1,365	$	164		$	1,529	Capital expenditures	$	11,941	$	241	$	391	$	12,573		$	2,394		$	14,967
Depreciation and amortization (b)	$	5,213	$	502	$	1,166	$	6,881	$	2,824		$	9,705
Depreciation and amortization(c)														Depreciation and amortization(c)	$	7,698	$	743	$	615	$	9,056		$	2,175		$	11,231

Three Months Ended September 30, 2016
Three Months Ended September 30, 2022														Three Months Ended September 30, 2022
Total revenue	$	506,100	$	560,795	$	331,613	$	1,398,508	$	—		$	1,398,508	Total revenue	$	564,205	$	341,614	$	251,974	$	1,157,793		$	—		$	1,157,793
Elimination of intersegment revenue		(47,277)		(18,253)		—		(65,530)		—			(65,530)	Elimination of intersegment revenue	(63,300)		(23,564)		(3)		(86,867)			—			(86,867)
Revenue from external customers	$	458,823	$	542,542	$	331,613	$	1,332,978	$	—		$	1,332,978	Revenue from external customers	$	500,905	$	318,050	$	251,971	$	1,070,926		$	—		$	1,070,926
Income from construction operations	$	50,307	$	13,296	$	11,084	$	74,687	$	(13,768)	(a)	$	60,919
Income (loss) from construction operations														Income (loss) from construction operations	$	22,786	$	56	$	(11,836)	$	11,006	(d)	$	(17,898)	(b)	$	(6,892)
Capital expenditures	$	1,342	$	79	$	54	$	1,475	$	117		$	1,592	Capital expenditures	$	11,872	$	921	$	748	$	13,541		$	423		$	13,964
Depreciation and amortization (b)	$	12,669	$	541	$	1,243	$	14,453	$	2,886		$	17,339
Depreciation and amortization(c)														Depreciation and amortization(c)	$	12,166	$	470	$	529	$	13,165		$	2,368		$	15,533

____________________________________________________________________________________________________

(a)During the three months ended September 30, 2023, the Company’s income (loss) from construction operations was adversely impacted by $16.9 million ($12.3 million, or $0.24 per diluted share, after tax) of unfavorable non-cash adjustments due to changes in estimates on the Specialty Contractors segment’s electrical and mechanical scope of a transportation project in the Northeast associated with changes in the expected recovery on certain unapproved change orders resulting from ongoing negotiations, $14.0 million ($10.9 million, or $0.21 per diluted share, after tax) of unfavorable adjustments on the same transportation project in the Northeast, split evenly between the Civil and Building segments, primarily due to the settlement of certain change orders, changes in estimates due to recent negotiations and incremental cost incurred during project closeout, and a $9.4 million ($6.8 million, or $0.13 per diluted share, after tax) unfavorable adjustment due to ongoing negotiations and an anticipated settlement on a completed Specialty Contractors segment mass-transit project in California. During the third quarter of 2023, the Company reached a settlement that impacted multiple components of a Civil segment mass-transit project in California, which included the resolution of certain ongoing disputes and increased the expected profit from work to be performed in the future. The settlement resulted in an unfavorable non-cash adjustment of $23.2 million ($16.8 million, or $0.32 per diluted share, after tax) to one component of the project that is nearing completion, partially offset by a favorable adjustment of $8.8 million ($7.0 million, or $0.13 per diluted share, after tax) on the other component of the project that has substantial scope of work remaining. As a result of the settlement, the net unfavorable impact to the period from these two adjustments is expected to be mitigated by the increased profit generated from future work on the project.

(b)Consists primarily of corporate general and administrative expenses.

~~(b)~~

~~Depreciation and amortization is included in income from construction operations.~~

(c)Depreciation and amortization is included in income (loss) from construction operations.

(d)During the three months ended September 30, 2022, the Company’s income (loss) from construction operations was adversely impacted by a $14.3 million ($10.2 million, or $0.20 per diluted share, after tax) unfavorable adjustment on a completed Civil segment highway project in the Northeast due to the reversal on appeal of a previously favorable lower-court ruling.

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TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED


	Reportable Segments
(in thousands)	Civil		Building		Specialty Contractors		Total			Corporate			Consolidated Total
Nine Months Ended September 30, 2023
Total revenue	$	1,477,553	$	919,468	$	508,004	$	2,905,025		$	—		$	2,905,025
Elimination of intersegment revenue	(53,066)		6,976		(179)		(46,269)			—			(46,269)
Revenue from external customers	$	1,424,487	$	926,444	$	507,825	$	2,858,756		$	—		$	2,858,756
Income (loss) from construction operations	$	170,308	$	(83,917)	$	(120,709)	$	(34,318)	(a)	$	(57,805)	(b)	$	(92,123)
Capital expenditures	$	36,649	$	3,716	$	1,091	$	41,456		$	4,134		$	45,590
Depreciation and amortization(c)	$	21,753	$	1,655	$	1,856	$	25,264		$	6,721		$	31,985

Nine Months Ended September 30, 2022
Total revenue	$	1,478,162	$	960,148	$	673,302	$	3,111,612		$	—		$	3,111,612
Elimination of intersegment revenue	(182,840)		(44,509)		(156)		(227,505)			—			(227,505)
Revenue from external customers	$	1,295,322	$	915,639	$	673,146	$	2,884,107		$	—		$	2,884,107
Income (loss) from construction operations	$	12,052	$	9,453	$	(82,461)	$	(60,956)	(d)	$	(46,397)	(b)	$	(107,353)
Capital expenditures	$	38,703	$	973	$	2,202	$	41,878		$	931		$	42,809
Depreciation and amortization(c)	$	44,191	$	1,261	$	1,539	$	46,991		$	7,063		$	54,054

Reportable Segments

Specialty

Consolidated
(in thousands)
Civil

Building

Contractors

Total

Corporate

Total
Nine Months Ended September 30, 2017

Total revenue
$
1,363,850

$
1,520,356

$
907,690

$
3,791,896

$
—

$
3,791,896
Elimination of intersegment revenue

(190,873)

(36,883)

—

(227,756)

—

(227,756)
Revenue from external customers
$
1,172,977

$
1,483,473

$
907,690

$
3,564,140

$
—

$
3,564,140
Income from construction operations
$
128,176

$
25,035

$
15,330

$
168,541

$
(48,407)
(a)
$
120,134
Capital expenditures
$
8,665

$
184

$
374

$
9,223

$
489

$
9,712
Depreciation and amortization (b)
$
26,767

$
1,533

$
3,551

$
31,851

$
8,612

$
40,463

Nine Months Ended September 30, 2016

Total revenue
$
1,378,531

$
1,594,946

$
932,288

$
3,905,765

$
—

$
3,905,765
Elimination of intersegment revenue

(118,143)

(61,145)

—

(179,288)

—

(179,288)
Revenue from external customers
$
1,260,388

$
1,533,801

$
932,288

$
3,726,477

$
—

$
3,726,477
Income from construction operations
$
129,028

$
38,969

$
25,910

$
193,907

$
(44,037)
(a)
$
149,870
Capital expenditures
$
8,499

$
381

$
798

$
9,678

$
595

$
10,273
Depreciation and amortization (b)
$
33,200

$
1,647

$
3,811

$
38,658

$
8,637

$
47,295
(a)During the nine months ended September 30, 2023, the Company’s income (loss) from construction operations was impacted by an adverse legal ruling on a completed mixed-use project in New York, which resulted in a non-cash, pre-tax charge of $83.6 million ($60.1 million, or $1.16 per diluted share, after-tax) in the first quarter, of which $72.2 million impacted the Building segment and $11.4 million impacted the Specialty Contractors segment; $57.0 million ($41.4 million, or $0.80 per diluted share, after tax) of unfavorable non-cash adjustments due to changes in estimates on the Specialty Contractors segment’s electrical and mechanical scope of a transportation project in the Northeast associated with changes in the expected recovery on certain unapproved change orders resulting from ongoing negotiations; $27.5 million ($21.4 million, or $0.41 per diluted share, after tax) of unfavorable adjustments on the same transportation project in the Northeast, split evenly between the Civil and Building segments, primarily due to the settlement of certain change orders, changes in estimates due to recent negotiations and incremental cost incurred during project closeout; net favorable adjustments of $25.6 million ($20.3 million, or $0.39 per diluted share, after tax) for a Civil segment mass-transit project in California that resulted from changes in estimates due to improved performance; a non-cash charge of $25.1 million ($18.2 million, or $0.35 per diluted share, after tax) in the second quarter of 2023 that resulted from an adverse legal ruling on a Specialty Contractors segment educational facilities project in New York; and a $9.4 million ($6.8 million, or $0.13 per diluted share, after tax) unfavorable adjustment due to ongoing negotiations and an anticipated settlement on a completed Specialty Contractors segment mass-transit project in California. During the third quarter of 2023, the Company reached a settlement that impacted multiple components of a Civil segment mass-transit project in California, which included the resolution of certain ongoing disputes and increased the expected profit from work to be performed in the future. The settlement resulted in an unfavorable non-cash adjustment of $23.2 million ($16.8 million, or $0.32 per diluted share, after tax) to one component of the project that is nearing completion, partially offset by a favorable adjustment of $8.8 million ($7.0 million, or $0.14 per diluted share, after tax) on the other component of the project that has substantial scope of work remaining. As a result of the settlement, the net unfavorable impact to the period from these two adjustments is expected to be mitigated by the increased profit generated from future work on the project.

~~(a)~~

(b)Consists primarily of corporate general and administrative expenses.

~~(b)~~

(c)Depreciation and amortization is included in income (loss) from construction operations.

(d)During the nine months ended September 30, ~~2016,~~2022, the ~~Company recorded net favorable adjustments totaling $3.0 million in~~Company’s income (loss) from construction operations was adversely impacted by $36.0 million ($~~0.04~~26.0 million, or $0.51 per diluted ~~share)~~share, after tax) due to unfavorable adjustments related to the unforeseen cost of project close-out issues, remediation work, extended project supervision and associated labor inefficiencies on the electrical component of a transportation project in the Northeast in the Specialty Contractors segment, and $34.6 million ($27.3 million, or $0.53 per diluted share, after tax) for ~~various Five Star Electric projects~~a Civil segment mass-transit project in California, which resulted from the successful negotiation of significant lower margin (and lower risk) change orders that increased the project’s overall estimated profit but reduced the project’s percentage of completion and overall margin

Table of Contents

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

percentage. The Company’s income (loss) from construction operations was also impacted by a non-cash charge of $25.5 million ($18.3 million, or $0.36 per diluted share, after tax) due to an adverse legal ruling on a dispute related to a completed Civil segment bridge project in New York; an $18.0 million ($13.9 million, or $0.27 per diluted share, after tax) unfavorable adjustment split evenly between the Civil and Building segments due to changes in estimates on the same transportation project in the Northeast mentioned above; a non-cash charge of $17.8 million ($12.8 million, or $0.25 per diluted share, after tax) that increased cost of operations associated with the partial reversal by an appellate court of previously awarded legal damages related to a completed electrical project in New York in the Specialty Contractors ~~segment. The net~~segment; a $16.2 million ($11.6 million, or $0.23 per diluted share, after tax) unfavorable non-cash impact ~~included material adjustments~~ related to ~~two electrical subcontract projects:~~the settlement of a ~~favorable~~long-disputed, completed Civil segment project in Maryland; a $14.3 million ($10.2 million, or $0.20 per diluted share, after tax) unfavorable adjustment ~~of $14.0 million for~~on a completed Civil segment highway project in the Northeast due to the reversal on appeal of a previously favorable lower-court ruling; and $13.1 million ($~~0.17~~9.4 million, or $0.18 per diluted ~~share) and an~~share, after tax) of unfavorable ~~adjustment of $13.8 million for~~adjustments on a Civil segment mass-transit project ~~that was nearly complete ($0.17 per diluted share). These were the only changes~~ in ~~estimates considered material to the Company’s results of operations during the periods presented herein.~~

California.

A reconciliation of segment results to the consolidated ~~income~~loss before income taxes is as follows:



	Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2017		2016		2017		2016		(in thousands)	2023		2022		2023		2022
Income from construction operations	$	49,072	$	60,919	$	120,134	$	149,870
Loss from construction operations									Loss from construction operations	$	(12,566)	$	(6,892)	$	(92,123)	$	(107,353)
Other income, net		967		2,048		42,373		5,214	Other income, net	2,967		397		12,442		5,114
Interest expense		(15,643)		(15,041)		(53,726)		(44,655)	Interest expense	(20,313)		(17,015)		(63,842)		(49,711)
Income before income taxes	$	34,396	$	47,926	$	108,781	$	110,429
Loss before income taxes									Loss before income taxes	$	(29,912)	$	(23,510)	$	(143,523)	$	(151,950)

Total assets by segment ~~are~~were as follows:


(in thousands)	As of September 30, 2023		As of December 31, 2022
Civil	$	3,482,496	$	3,402,934
Building	935,742		898,816
Specialty Contractors	331,761		483,535
Corporate and other(a)	(264,272)		(242,485)
Total assets	$	4,485,727	$	4,542,800

(in thousands)
September 30, 2017

December 31, 2016
Civil
$
2,273,486

$
2,152,123
Building

889,136

917,317
Specialty Contractors

757,103

813,851
Corporate and other (a)

363,060

155,329
Total assets
$
4,282,785

$
4,038,620

~~(a)~~

(a)Consists principally of cash, equipment, tax-related assets and insurance-related assets, offset ~~by the elimination of assets related to intersegment revenue.~~

~~Table of Contents~~

~~TUTOR PERINI CORPORATION AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)~~

~~UNAUDITED~~

~~(15)~~ ~~Related Party Transactions~~

Raymond R. Oneglia, Vice Chairman of O&G Industries, Inc. (“O&G”), is a director of the Company. The Company occasionally forms construction project joint ventures with O&G. Currently, the Company has two joint ventures with O&G for infrastructure projects in the northeastern United States that are both complete. In addition, the Company has a 75% interest in a newly formed joint venture with O&G (as the 25% interest holder) for a project in Los Angeles, California. O&G may provide equipment and services to these joint ventures on customary trade terms; related payments made by the ~~joint ventures~~elimination of assets related to ~~O&G during~~intersegment revenue.

Major Customer

Revenue from a single customer with multiple projects, impacting the Civil, Building and Specialty Contractors segments, represented 13.8% and 16.0% of the Company’s consolidated revenue for the three and nine months ended September 30, ~~2017 and 2016 were immaterial.~~

2023, respectively.

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TUTOR PERINI CORPORATION AND SUBSIDIARIES

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

The following ~~discusses~~discussion and analysis of our financial position as of September 30, ~~2017~~2023 and the results of our operations for the three and nine months ended September 30, ~~2017 and~~2023 should be read in conjunction with other information, including the unaudited Condensed Consolidated Financial Statements and notes ~~contained herein as well as~~included in Part I, Item 1, Financial Information, of this Quarterly Report on Form 10‑Q, the audited consolidated financial statements and accompanying notes to our Annual Report on Form ~~10-K~~10‑K for the year ended December 31, ~~2016.~~

2022, and the information contained under the heading “Risk Factors” in our Annual Report on Form 10‑K for the year ended December 31, 2022 and in Part II, Item 1A below.

Forward-Looking Statements

This Quarterly Report on Form ~~10-Q,~~10‑Q, including the “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contains forward-looking statements regarding future events and our future results, which are intended to be covered by the safe harbor provision for forward-looking statements provided by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts are statements that could be deemed forward-looking statements. Words such as “achieve,” “anticipate,” “assumes,” “believes,” “continue,” “could,” “estimate,” “expects,” “forecast,” “hope,” “intend,” “may,” “plan,” “potential,” “predict,” “should,” “will,” “would,” variations of such words and similar expressions are intended to identify such forward-looking statements. In addition, any statements that refer to projections of our future financial performance, our anticipated growth and trends in our businesses, and other characterizations of future events or circumstances are forward-looking statements. Although such statements are based on currently available financial and economic data, as well as management’s estimates and expectations, forward-looking statements are inherently uncertain and involve risks and uncertainties that could cause our actual results to differ materially from what may be inferred from the forward-looking statements. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. Factors potentially contributing to such differences include, among others:

~~Inaccurate estimates of contract risks, revenue or costs; the timing of new awards; or the pace of project execution may result in losses or lower than anticipated profits;~~

~~The requirement to perform extra, or change order, work resulting in disputes or claims or adversely affecting our working capital, profits and cash flows;~~

•Unfavorable outcomes of existing or future litigation or dispute resolution proceedings against us or customers (project owners, developers, general contractors, etc.), subcontractors or suppliers, as well as failure to promptly recover significant working capital invested in projects subject to such matters;

~~Unfavorable outcomes of legal proceedings and failure to promptly recover significant working capital invested in projects subject to unresolved legal claims;~~

•Revisions of estimates of contract risks, revenue or costs; economic factors such as inflation; the timing of new awards; or the pace of project execution, which has resulted and may continue to result in losses or lower than anticipated profit;

~~Increased competition and failure to secure new contracts;~~

•Increased competition and failure to secure new contracts;

~~Client cancellations of, or reductions in scope under, contracts reported in our backlog;~~

•Contract requirements to perform extra work beyond the initial project scope, which has and in the future could result in disputes or claims and adversely affect our working capital, profits and cash flows;

~~A significant slowdown or decline in economic conditions;~~

•Risks and other uncertainties associated with assumptions and estimates used to prepare our financial statements;

~~Actual results could differ from the assumptions and estimates used to prepare financial statements;~~

•A significant slowdown or decline in economic conditions, such as those presented during a recession;

~~Decreases in the level of government spending for infrastructure and other public projects;~~

•Failure to meet contractual schedule requirements, which could result in higher costs and reduced profits or, in some cases, exposure to financial liability for liquidated damages and/or damages to customers, as well as damage to our reputation;

Failure to meet contractual schedule requirements, which could result in higher costs and reduced profits or, in some cases, exposure to financial liability for liquidated damages and/or damages to customers;

•Failure to meet our obligations under our debt agreements (especially in a high interest rate environment), including the spring-forward maturity on January 30, 2025 of our Term Loan B and Revolver if any of the 2017 Senior Notes remain outstanding as of such date;

~~Inability to retain key members of our management, to hire and retain personnel required to complete projects or implement succession plans for key officers;~~

•Inability to attract and retain our key officers, and to adequately plan for their succession, and hire and retain personnel required to execute and perform on our contracts;

~~Possible systems and information technology interruptions;~~

•Possible systems and information technology interruptions and breaches in data security and/or privacy;

~~Failure of our joint venture partners to perform their venture obligations, which could impose additional financial and performance obligations on us, resulting in reduced profits or losses;~~

•An inability to obtain bonding could have a negative impact on our operations and results;

~~The impact of inclement weather conditions on projects;~~

•Risks related to our international operations, such as uncertainty of U.S. government funding, as well as economic, political, regulatory and other risks, including risks of loss due to acts of war, labor conditions and other unforeseeable events in countries where we do business, which could adversely affect our revenue and earnings;

~~Failure to meet our obligations under our debt agreements;~~

•Decreases in the level of government spending for infrastructure and other public projects;

~~Failure to comply with laws and regulations related to government contracts;~~

•Downgrades in our credit ratings;

~~Conversion of our outstanding Convertible Notes that could dilute ownership interests of existing stockholders and could adversely affect the market price of our common stock;~~

•Failure of our joint venture partners to perform their venture obligations, which could impose additional financial and performance obligations on us, resulting in reduced profits or losses and/or reputational harm;

~~Potential dilutive impact of our Convertible Notes in our diluted earnings per share calculation;~~

•The impact of inclement weather conditions on projects;

Economic, political and other risks, including civil unrest, security issues, labor conditions, corruption and other unforeseeable events in countries where we do business, resulting in unanticipated losses; and

•Risks related to government contracts and related procurement regulations;

~~Impairment of our goodwill or other indefinite-lived intangible assets.~~

•Significant fluctuations in the market price of our common stock, which could result in substantial losses for stockholders and potentially subject us to securities litigation;

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•Client cancellations of, or reductions in scope under, contracts reported in our backlog;

•Violations of the U.S. Foreign Corrupt Practices Act and similar worldwide anti-bribery laws;

•Public health crises, such as COVID-19, have adversely impacted, and could in the future adversely impact, our business, financial condition and results of operations by, among other things, delaying the timing of project bids and/or awards and the timing of dispute resolutions and associated collections;

•Physical and regulatory risks related to climate change;

•Impairment of our goodwill or other indefinite-lived intangible assets; and

•The exertion of influence over the Company by our chairman and chief executive officer due to his position and significant ownership interest.

Executive Overview

COVID-19 Update

During 2020 and 2021, the COVID-19 pandemic caused shut-downs or significant reductions in the operations of various courts and arbitration offices, which hindered the Company’s ability to resolve disputes related to unapproved work and resulted in the need for the Company to temporarily fund certain project costs that historically would have been promptly negotiated, billed to and collected from customers. This negative impact from the pandemic lessened in 2022 and remains low in 2023, with certain previously delayed disputes finally resolved and other settlement conferences and trial dates scheduled or being scheduled. Consequently, the Company has made and continues to expect to make substantial progress in the resolution of various disputes and unapproved change orders in 2023 and beyond.

Through the latter part of 2021, the pandemic also significantly delayed the bidding and awarding of various large prospective civil projects, which has affected the volume and timing of our new awards. The follow-on impact has been a substantial but temporary reduction in our backlog, revenue and income from construction operations over the past three years. For example, the Company’s consolidated backlog had been near a record level at $11.2 billion as of December 31, 2019, just prior to the onset of the COVID-19 pandemic, but declined in each subsequent year through 2022, and was $7.9 billion as of December 31, 2022, a 29% decrease compared to the end of 2019. Similarly, revenue declined 29% from $5.3 billion for 2020 to $3.8 billion for 2022, though there were other factors that contributed to the revenue decline, particularly in 2022, as discussed in the Form 10-K filed for the year ended December 31, 2022. The current impacts of the pandemic on new project awards have lessened, as evidenced by the recent strong growth in the Company’s backlog to $10.6 billion as of September 30, 2023, due primarily to new awards in 2023, the largest of which has been the $2.95 billion Brooklyn Jail progressive design-build project awarded in the second quarter of 2023. However, the follow-on impact from delayed project bids and large contract awards has continued to have a negative impact on our revenue and profitability. In addition, many of our state and local government customers’ revenue sources were negatively impacted by the pandemic due to a reduction of commuter and business travel. Despite improved commuter and business travel conditions, the significant revenue reductions experienced by these customers have, in some cases, continued to adversely impact their timely payment to the Company for amounts due, although these impacts have been moderating in 2023.

Operating Results

Consolidated revenue for the three and nine months ended September 30, ~~2017~~2023 was ~~$1.2~~$1.1 billion and ~~$3.6 billion compared to~~

~~$1.3 billion and $3.7~~$2.9 billion, respectively, ~~for~~level compared to the same periods in ~~2016. The decrease for~~2022. For both periods of 2023, higher revenue in the Civil and Building segments was ~~principally due~~offset by lower revenue in the Specialty Contractors segment, as discussed in more detail below in Results of Segment Operations. In addition, customer budgetary constraints induced by the COVID-19 pandemic, combined with certain political and other factors, resulted in the Company not being awarded certain Civil segment projects over the last few years totaling more than $10.0 billion despite having been the low or preferred bidder. Not being awarded these projects also impacted revenue for the first three quarters of both 2023 and 2022, and most of these projects are currently expected to ~~reduced project execution activities on various~~be re-bid in 2024. Furthermore, the Company was unsuccessful in its pursuit of certain large prospective Civil segment projects in ~~New York, Washington~~the second half of 2021, which also unfavorably impacted revenue in 2022 and 2023.

Loss from construction operations for the ~~Midwest, and~~three months ended September 30, 2023 was $12.6 million compared to $6.9 million for the same period in 2022. The change was favorably impacted by the absence of certain ~~Building~~prior-year unfavorable adjustments, as discussed further below in Results of Segment Operations, as well as an improved project mix, including contributions related to the volume increase on a Civil segment ~~projects~~mass-transit project in California. During the third quarter of 2023, the Company reached a settlement that impacted multiple components of another Civil segment mass-transit project in California, which included the resolution of certain ongoing disputes and ~~Florida, all~~increased the expected profit from work to be performed in the future. The settlement resulted in an unfavorable non-cash adjustment of $23.2 million to one component of the project that is nearing completion, partially offset by a favorable adjustment of $8.8 million on the other component of the project that has substantial scope of work remaining. As a result of the settlement, the net unfavorable impact to the period from these two

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adjustments is expected to be mitigated by the increased profit generated from future work on the project. The third quarter of 2023 was also impacted by certain unfavorable adjustments, including $16.9 million due to changes in estimates on the Specialty Contractors segment’s electrical and mechanical scope of a transportation project in the Northeast associated with changes in the expected recovery on certain unapproved change orders resulting from ongoing negotiations, $14.0 million on the same transportation project in the Northeast, split evenly between the Civil and Building segments, primarily due to the settlement of certain change orders, changes in estimates due to recent negotiations and incremental cost incurred during project closeout, and a $9.4 million unfavorable adjustment due to ongoing negotiations and an anticipated settlement on a completed Specialty Contractors segment mass-transit project in California.

Loss from construction operations for the nine months ended September 30, 2023 was $92.1 million compared to $107.4 million for the same period in 2022. The change was primarily due to net favorable adjustments of $25.6 million on a Civil segment mass-transit project in California, which ~~are completed or nearing completion.~~resulted from changes in estimates due to improved performance, as well as contributions related to the volume increase on that same project. The ~~decrease~~change was also due to the absence of certain prior-year unfavorable adjustments discussed below in Results of Segment Operations and an $18.0 million prior-year unfavorable adjustment split evenly between the Civil and Building segments due to changes in estimates on the aforementioned transportation project in the Northeast. The impact from the absence of these prior-year unfavorable adjustments was partially offset by ~~increased activity~~a current-year first-quarter unfavorable adjustment related to an adverse legal ruling on ~~certain mass-transit projects~~a completed mixed-use project in New York, ~~and California, as well as certain hospitality and gaming projects~~which resulted in ~~California and Maryland. Revenue for~~a non-cash, pre-tax charge of $83.6 million in the ~~third~~first quarter of ~~2017 was lower than expected, mainly~~2023, of which $72.2 million impacted the Building segment and $11.4 million impacted the Specialty Contractors segment. In addition, there were current-year unfavorable adjustments of $57.0 million due to ~~certain delays~~changes in estimates on the Specialty Contractors segment’s electrical and mechanical scope of the transportation project in the ~~timing~~Northeast associated with changes in the expected recovery on certain unapproved change orders resulting from ongoing negotiations; $27.5 million on the transportation project in the Northeast, split evenly between the Civil and Building segments, primarily due to the settlement of

~~Table~~ certain change orders, changes in estimates due to recent negotiations and incremental cost incurred during project closeout; $25.1 million in the second quarter of ~~Contents~~

~~new awards~~2023 that resulted from an adverse court ruling on a Specialty Contractors segment educational facilities project in New York; the net impact of the aforementioned unfavorable adjustment of $23.2 million and related favorable adjustment of $8.8 million; and a $9.4 million unfavorable adjustment due to ongoing negotiations and an anticipated settlement on a completed Specialty Contractors segment mass-transit project ~~execution activities for previously awarded projects, which are expected to shift the timing of those revenue contributions to 2018.~~

in California.

Income ~~from construction operations~~tax benefit was $4.1 million and $52.0 million for the three and nine months ended September 30, ~~2017 was $49.1~~2023, respectively. This compares to an income tax expense of $0.6 million and ~~$120.1~~an income tax benefit of $47.0 million a decrease of $11.8 million, or 19%, and $29.7 million, or 20%, respectively, compared to the same periods in 2016. The decrease for the three months ended September 30, 2017 was principally due to reduced project execution activities on various projects in the Midwest and Washington, which are completed or nearing completion. For the nine months ended September 30, 2017, the decrease was primarily driven by the impact of unfavorable project adjustments recorded in the second quarter of 2017 on certain mechanical projects in New York in the Specialty Contractors segment, none of which were individually material, as well as higher general and administrative expenses primarily due to higher compensation-related expenses in anticipation of a substantially higher volume of new work.

~~The effective tax rate~~ for the three and nine months ended September 30, ~~2017 was 26.4% and 34.1% respectively, compared to 39.9% and 40.6% for the three and nine months ended September 30, 2016.~~2022, respectively. See Corporate, Tax and Other Matters below for a ~~detailed~~ discussion of the ~~changes~~change in the effective tax rate.

~~Earnings~~

Diluted loss per ~~diluted~~common share for the three and nine months ended September 30, ~~2017~~2023 was ~~$0.47~~$0.71 and ~~$1.33,~~$2.39, respectively, compared to ~~$0.57~~diluted loss per common share of $0.63 and ~~$1.32 for three and nine months ended September 30, 2016. The decrease~~$2.28 for the ~~third quarter~~same periods in 2022. The change for both periods of ~~2017~~2023 was primarily due to the factors ~~mentioned~~discussed above that ~~drove changes~~led to the change in ~~revenue and~~ income (loss) from construction operations, partially offset by a lower effective tax rate. The increase for the 2017 nine-month period was primarily due to a gain on a $37.0 million ($0.44 per diluted share) legal settlement in the second quarter of 2017 (see Note 8 of the Notes to the Condensed Consolidated Financial Statements) and a lower effective tax rate for the nine-month period, mostly offset by the projects that resulted in the decreases in revenue and income from construction operations discussed above.

operations.

Consolidated new awards for the three and nine months ended September 30, ~~2017 were $1.1~~2023 totaled $0.8 billion and ~~$4.8~~$5.6 billion, respectively, compared to ~~$0.8~~$0.9 billion and $3.0 billion for the ~~three and nine months ended September 30, 2016.~~same periods in 2022. The Civil ~~segment was~~and Building segments were the ~~major contributor~~primary contributors to the new award activity in ~~both periods, with civil~~the third quarter of 2023. The most significant new awards ~~comprising~~and contract adjustments in the third quarter of 2023 included $115 million of additional funding for a health care project in California; $95 million and $81 million of additional funding for two different mass-transit projects in California; the $47 million New Everglades National Park Visitor Center project in Florida; a $42 million mining project in Virginia; and the Central District Wastewater Treatment Plant electrical project in Florida, valued at more than ~~half of all new awards for the first nine months of 2017.~~

$40 million.

Consolidated backlog as of September 30, ~~2017~~2023 was ~~$7.5~~$10.6 billion, up 34% compared to ~~$6.2~~$7.9 billion atas of December 31, 2016. The significant backlog growth since the end of 2016 has been attributable to a large volume of new awards booked during the first nine months of 2017, particularly as a result of continued strong demand for civil construction services.2022. As of September 30, ~~2017,~~2023, the mix of backlog by segment was approximately ~~58%~~43% for Civil, ~~21%~~41% for Building and ~~21%~~16% for Specialty Contractors.

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The following table presents the Company’s backlog by business segment, reflecting changes from December 31, ~~2016~~2022 to September 30, ~~2017:~~

2023:


(in millions)	Backlog at December 31, 2022		New Awards(a)		Revenue Recognized		Backlog at September 30, 2023(b)
Civil	$	4,416.3	$	1,537.8	$	(1,424.5)	$	4,529.6
Building	2,223.6		3,042.9		(926.4)		4,340.1
Specialty Contractors	1,289.2		998.9		(507.9)		1,780.2
Total	$	7,929.1	$	5,579.6	$	(2,858.8)	$	10,649.9

Backlog at

New

Revenue

Backlog at
(in millions)
December 31, 2016

Awards(a)

Recognized

September 30, 2017
Civil
$
2,672.1

$
2,808.3

$
(1,173.0)

$
4,307.4
Building

1,981.2

1,101.0

(1,483.5)

1,598.7
Specialty Contractors

1,573.8

929.4

(907.6)

1,595.6
Total
$
6,227.1

$
4,838.7

$
(3,564.1)

$
7,501.7
(a)New awards consist of the original contract price of projects added to backlog plus or minus subsequent changes to the estimated total contract price of existing contracts.

~~(a)~~

~~New awards consist of the original contract price of projects added to our backlog plus or minus subsequent changes to the estimated total contract price of existing contracts.~~

(b)Backlog may differ from the transaction prices allocated to the remaining performance obligations as disclosed in Note 2 of the Notes to Condensed Consolidated Financial Statements. Such differences relate to the timing of executing a formal contract or receiving a notice to proceed. More specifically, backlog may include awards for which a contract has not yet been executed or a notice to proceed has not been issued, but for which there are no remaining major uncertainties that we will proceed with our work on the project (e.g., adequate funding is in place, we have received a notice of intent to award a contract, etc.). Backlog may also include awards where future scopes of work are subject to additional approval by the customer. These types of awards are included in backlog to the extent such approval is considered probable.

The ~~growth~~ outlook for the ~~Company~~Company’s revenue growth over the next several years remains ~~very favorable, particularly for~~favorable. However, revenue growth could be negatively impacted by project delays or the ~~Civil segment. In addition~~timing of project bids, awards, commencements, ramp-up activities and completions. We anticipate that we will continue to ~~the large current backlog, we expect~~win our share of significant new awards ~~based on~~resulting from long-term capital spending plans by ~~various~~ state, local and federal customers, ~~and typically bipartisan support~~as well as limited competition for ~~infrastructure investments.~~ some of the largest project opportunities.

In ~~November 2016,~~elections over the past decade, voters in ~~numerous~~44 states have approved ~~dozens~~85% of ~~long-term~~nearly 3,000 state and local ballot measures, raising an estimated $342 billion in new and renewed revenue funding for transportation ~~funding measures totaling approximately $200 billion, which have yet to have a significant impact on the Company’s bidding activities.~~investments. The largest of these ~~were~~was in Los Angeles County, where Measure M, a half-cent sales tax increase, was approved in 2016. Funding from this measure supports some of the Company’s current and prospective projects, and overall the measure is expected to generate $120 billion of funding over 40 years. Interest rates have continued to increase over the past year, as anticipated, but are still at levels which we believe remain conducive to continued spending on certain types of projects that have strong end-market demand with adequate available funding, such as mass transit, transportation, bridges, and health care, educational and correctional facilities, among others. However, if borrowing rates continue to increase, they could reach levels that may negatively impact demand, particularly for certain Building segment end markets which tend to be more closely correlated to economic conditions.

The bipartisan Infrastructure Investment and Jobs Act of 2021 (the “Bipartisan Infrastructure Law” or “BIL”) was enacted into law on November 15, 2021, and it provides for $1.2 trillion of federal infrastructure funding, including $550 billion in new spending for improvements to the country’s surface-transportation network and enhancements to core infrastructure. The law marks the largest federal investment in public transit ever, the single largest dedicated bridge investment since the construction of the interstate highway system and the largest federal investment in passenger rail since the creation of Amtrak, all in addition to providing for regular annual spending for numerous infrastructure projects. This significant incremental funding is anticipated to be spent over the next 4010 years, and much of it is allocated for investment in ~~Seattle, Washington, where Sound Transit 3 was passed~~end markets that are directly aligned with the Company’s market focus. Accordingly, the Company believes that this significant level of sustained, incremental funding will favorably impact the Company’s current work and prospective opportunities over the next decade, as initial funds have begun flowing to project owners and substantially increased funding from the BIL is expected to ~~generate $54 billion of funding~~occur over the next 25 years for regional transportation projects. In addition, in April 2017 California enacted into law a $52 billion, 10-year transportation bill. This new long-term funding measure should lead to various new civil project opportunities in California beginning in 2018. Furthermore, the Trump administration continues to plan a significant infrastructure investment program and is preparing to present its plan for approval and funding. The $305 billion Fixing America’s Surface Transportation Act (FAST Act) is also expected to provide state and local agencies with federal funding for numerous highway, bridge and mass-transit projects through 2020. Finally, a continued low interest rate environment should sustain high demand and continued spending by private and public customers on infrastructure projects.

several years.

For a more detailed discussion of operating performance of each business segment, corporate general and administrative ~~expense~~expenses and other items, see Results of Segment Operations, Corporate, Tax and Other Matters and Liquidity and ~~Financial Condition~~ Capital Resourcesbelow.

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Results of Segment Operations

The results of our Civil, Building and Specialty Contractors segments are discussed below.

Civil Segment

Revenue and income from construction operations for the Civil segment are summarized as follows:



	Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended September 30,				Nine Months Ended September 30,
(in millions)	2017		2016		2017		2016		(in millions)	2023		2022		2023		2022
Revenue	$	395.8	$	458.8	$	1,173.0	$	1,260.4	Revenue	$	520.5	$	500.9	$	1,424.5	$	1,295.3
Income from construction operations		38.1		50.3		128.2		129.0	Income from construction operations	46.9		22.8		170.3		12.1

Revenue for the three and nine months ended September 30, ~~2017 decreased 14%~~2023 increased 4% and 7%10%, respectively, compared to the same periods in ~~2016. The decrease~~2022. For the first nine months of 2023, the growth was largely due to the favorable impact of changes in estimates that resulted from improved performance on a mass-transit project in California, as well as the absence of certain prior-year unfavorable adjustments, as further discussed in the paragraph below. Revenue for both periods was ~~primarily~~also adversely impacted by the follow-on impacts of COVID-19, which delayed bidding activities and awards of certain new projects during 2020 and much of 2021 and negatively impacted revenue for the nine-month periods of both 2022 and 2023. Furthermore, revenue for both periods was adversely impacted by certain projects totaling more than $10.0 billion for which the Company was the low or preferred bidder but no contract was awarded over the last few years due to ~~reduced project execution activities on~~COVID-19-induced customer budget constraints, as well as the Company’s lack of success in its pursuit of certain mass-transit projects in New York and a tunnel project in Washington, partially offset by increased volume on another mass-transit project in New York. For the nine-month period, revenue on a new mass-transit project in California was offset by decreased activity on various bridgelarge prospective Civil segment projects in the ~~Midwest.~~

second half of 2021.

Income from construction operations for the three and nine months ended September 30, ~~2017 decreased 24%~~2023 was $46.9 million and ~~1%,~~$170.3 million, respectively, compared to $22.8 million and $12.1 million for the same periods ~~last year.~~in 2022. For the third quarter of 2023, the increase was primarily due to the absence of a prior-year unfavorable adjustment of $14.3 million on a completed highway project in the Northeast due to the reversal on appeal of a previously favorable lower-court ruling and a $10.1 million prior-year unfavorable adjustment related to a completed mass-transit project in New York. The ~~decrease~~increase was also due to an improved project mix, including contributions from higher volume on a mass-transit project in California. During the third quarter of 2023, the Company reached a settlement that impacted multiple components of another mass-transit project in California, which included the resolution of certain ongoing disputes and increased the expected profit from work to be performed in the future. The settlement resulted in an unfavorable non-cash adjustment of $23.2 million to one component of the project that is nearing completion, partially offset by a favorable adjustment of $8.8 million on the other component of the project that has substantial scope of work remaining. As a result of the settlement, the net unfavorable impact to the period from these two adjustments is expected to be mitigated by the increased profit generated from future work on the project.

For the first nine months of 2023, the change was favorably impacted by the same factors discussed above for the third quarter, as well as by net favorable adjustments totaling $25.6 million on a mass-transit project in California associated with changes in estimates due to improved performance, partially offset by the Civil segment’s $13.8 million portion of ~~2017 was principally~~unfavorable adjustments on a transportation project in the Northeast primarily due to the ~~volume~~settlement of certain change orders, changes ~~discussed above.~~

in estimates due to recent negotiations and incremental cost incurred during project close out. The change was also favorably impacted by the absence of prior-year unfavorable adjustments, including a temporary unfavorable impact of $34.6 million from the successful negotiation of significant lower margin (and lower risk) change orders on the mass-transit project in California mentioned above; a $25.5 million non-cash charge from an adverse legal ruling on a dispute related to a bridge project in New York; a $16.2 million unfavorable non-cash impact related to the settlement of a long-disputed, completed project in Maryland; and $13.1 million of unfavorable adjustments related to a mass-transit project in California.

Operating margin was ~~9.6%~~9.0% and ~~10.9%, respectively,~~12.0% for the three and nine months ended September 30, ~~2017~~2023, respectively, compared to ~~11.0%~~4.5% and ~~10.2%~~0.9% for the same periods in ~~2016.~~2022. The increases in operating margin ~~decrease for the third quarter of 2017 was primarily due to reduced profitability on various bridge projects in the Midwest. The margin increase for the nine months ended September 30, 2017 was~~were principally due to ~~certain mass-transit projects~~the above-mentioned factors that drove the changes in ~~California~~revenue and ~~New York that had higher volume and profit margins in the current year nine-month period.~~

income from construction operations.

New awards in the Civil segment totaled ~~$463~~$469.0 million and ~~$2.8~~$1.5 billion for the three and nine months ended September 30, ~~2017~~2023, respectively, compared to ~~$284~~$225.1 million and ~~$1.3~~$1.4 billion ~~respectively,~~ for the ~~three~~same periods in 2022. The most significant new awards and ~~nine months ended September 30, 2016. New awards~~contract adjustments in the third quarter of ~~2017~~2023 included $95 million and $81 million of additional funding for two different mass-transit projects in California and a ~~joint-venture tunnel project for a hydroelectric generating station in British Columbia, Canada, valued at $274~~$42 million ~~a joint-venture bridge~~mining project in ~~Minnesota,~~Virginia. COVID-19 has caused significant revenue shortfalls for certain state and local government agencies since 2020, which has resulted in delays in the ~~Company’s portion~~bidding and awarding of certain large new projects. In addition, the timing and magnitude of federal, state and local funding, including anticipated contributions from the BIL, is ~~valued at $90 million, and a military training range project in Guam worth $78 million.~~

uncertain, which could lead to similar delays.

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Backlog for the Civil segment was ~~$4.3~~$4.5 billion as of September 30, ~~2017, up $1.5 billion, or 54%,~~2023 compared to ~~the backlog~~$4.7 billion as of September 30, ~~2016. Civil segment backlog may continue to grow based on the volume and anticipated timing of other prospects expected to be awarded later this year or in early 2018.~~2022. The segment continues to experience ~~elevated~~strong demand reflected in a large, multi-year pipeline of prospective projects, ~~which are~~ supported by substantial anticipated funding from various voter-approved transportation ~~measures; California’s recently enacted $52 billion, 10-year transportation bill;~~measures and the ~~considerable infrastructure investment program expected from the Trump administration; the $305 billion FAST Act;~~BIL, and by public agencies’ long-term spending plans. The Civil segment is ~~well positioned~~well-positioned to capture its share of these prospective ~~projects. The segment, however, faces continued strong competition from both foreign and domestic competitors.~~

projects, but the timing of new awards remains uncertain.

Building Segment

Revenue and income (loss) from construction operations for the Building segment are summarized as follows:



	Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended September 30,				Nine Months Ended September 30,
(in millions)	2017		2016		2017		2016		(in millions)	2023		2022		2023		2022
Revenue	$	493.5	$	542.5	$	1,483.5	$	1,533.8	Revenue	$	365.4	$	318.0	$	926.4	$	915.6
Income from construction operations		14.1		13.3		25.0		39.0
Income (loss) from construction operations									Income (loss) from construction operations	0.1		0.1		(83.9)		9.5

Revenue for the three months ended September 30, ~~2017 decreased 9%~~2023 increased 15% compared to the same period in ~~2016. The decrease was~~2022 primarily ~~driven by reduced~~due to increased project execution activities on ~~a biotechnology project and a courthouse project~~various projects in California ~~both~~with substantial scope of ~~which are substantially complete. The decrease was partially offset by increased activity on a hospitality and gaming project in California.~~work remaining. Revenue for the nine months ended September 30, ~~2017 decreased a modest 3%~~2023 grew slightly compared to ~~revenue for~~ the same period ~~last year.~~

~~Table~~in 2022, with the growth driven by increased project execution activities on various projects in California with substantial scope of ~~Contents~~

work remaining, mostly offset by the impact of the aforementioned unfavorable adjustment related to the adverse legal ruling on a completed mixed-use project in New York, the Building’s segment’s portion of unfavorable adjustments on the aforementioned transportation project in the Northeast due to the settlement of certain change orders during project close out, and reduced project execution activities on a completed hospitality and gaming project in Arkansas. As discussed above in Executive Overview, revenue for both periods was adversely impacted by the follow-on impacts of COVID-19, which delayed certain project bids and awards in 2020 and 2021.

Income from construction operations for the three months ended September 30, ~~2017 increased 6% compared to the third quarter of 2016. The increase~~2023 was primarily due to favorable adjustments as a result of progress towards completion on a technology project in California, partially offset by reduced activity on the above-mentioned biotechnology project in California. Income$0.1 million and loss from construction operations for the nine months ended September 30, ~~2017 decreased 36%~~2023 was $83.9 million, compared to income from construction operations of $0.1 million and $9.5 million for the same ~~period~~periods in ~~2016. The decrease~~2022. For the third quarter of 2023, income from construction operations was ~~principally~~favorably impacted by the absence of a $10.1 million prior-year unfavorable adjustment on a hospitality project in Florida, mostly offset by the Building segment’s current-year $7.0 million portion of unfavorable adjustments on the aforementioned transportation project in the Northeast primarily due to ~~favorable closeout activities~~the settlement of certain change orders, changes in estimates due to recent negotiations and incremental cost incurred during project close out. For the first ~~quarter~~nine months of ~~2016~~2023, the loss was primarily due to the aforementioned first-quarter unfavorable adjustment related to the adverse legal ruling on ~~two projects~~a completed mixed-use project in New York that resulted in a non-cash, pre-tax charge of $83.6 million, of which $72.2 million impacted the Building segment and ~~reduced activity~~$11.4 million impacted the Specialty Contractors segment, as well as the Building segment’s $13.8 million portion of unfavorable adjustments on the ~~above-mentioned biotechnology~~aforementioned transportation project in ~~California,~~the Northeast. The impact of the current-year unfavorable adjustments was partially offset by the ~~improved performance~~absence of a $10.3 million prior-year unfavorable adjustment on ~~the technology~~a hospitality project ~~also~~ in ~~California.~~

Florida.

Operating margin was ~~2.8%~~0.0% and ~~1.7%~~(9.1)% for the three and nine months ended September 30, ~~2017,~~2023, respectively, compared to ~~2.5%~~0.0% and 1.0% for ~~both~~ the ~~three and nine months ended September 30, 2016.~~same periods in 2022. The changes in operating margin ~~changes for both periods~~ were ~~primarily~~principally due to the ~~reasons discussed above~~aforementioned factors that drove the ~~decrease~~changes in revenue and ~~variances in~~ income (loss) from construction operations.

New awards in the Building segment totaled ~~$284~~$249.0 million and ~~$1.1~~$3.0 billion for the three and nine months ended September 30, ~~2017~~2023, respectively, compared to ~~$270~~$415.9 million and ~~$982~~$947.8 million ~~respectively,~~for the same periods in 2022. The most significant new awards in the third quarter of 2023 included $115 million of additional funding for a health care project in California and the $47 million New Everglades National Park Visitor Center project in Florida. The lingering effects of COVID-19, including the proliferation of remote and hybrid work for many businesses, as well as slowing economic conditions caused by inflation and rising interest rates, could continue to result in certain delayed or even canceled Building segment project opportunities, particularly in the corporate office end market. However, other Building segment end markets, such as correctional facilities, health care, education, industrial/manufacturing, and hospitality and gaming, continue to show strong demand for new and renovated facilities.

Backlog for the Building segment was $4.3 billion as of September 30, 2023, up 85% compared to $2.3 billion as of September 30, 2022. The strong increase was largely due to the $2.95 billion Brooklyn Jail progressive design-build project that was booked into backlog in the second quarter of 2023. The Building segment continues to experience strong customer demand as reflected by a large volume of prospective projects across various end markets and geographic locations.

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Specialty Contractors Segment

Revenue and loss from construction operations for the Specialty Contractors segment are summarized as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in millions)	2023		2022		2023		2022
Revenue	$	174.8	$	252.0	$	507.9	$	673.2
Loss from construction operations	(38.4)		(11.8)		(120.7)		(82.5)

Revenue for the three and nine months ended September 30, ~~2016. New awards in the third quarter of 2017 included a U.S. embassy renovation project in Uruguay valued at $87 million~~2023 decreased 31% and ~~$49 million of early scope tasks for a new technology office building in California, which is eventually anticipated to be worth approximately $500 million once the remaining funding is released.~~

~~Backlog for the Building segment was $1.6 billion as of September 30, 2017 compared to $2.2 billion as of September 30, 2016.~~ The backlog decline was due to revenue recognition that outpaced new awards since the end of the third quarter of 2016. The Building segment continues to have a large pipeline of prospective projects, some of which are expected to be selected and awarded by customers later in this year or in early 2018. Sustained demand is expected due to ongoing customer spendingsupported by a low interest rate environment. The Building segment is well positioned to capture its share of prospective projects based on its customer relationships and long-term reputation for excellence in delivering high-quality projects on time and within budget.

~~Specialty Contractors Segment~~

~~Revenue and income from construction operations for the Specialty Contractors segment are as follows:~~

Three Months Ended September 30,

Nine Months Ended September 30,
(in millions)

2017

2016

2017

2016
Revenue

$
310.1

$
331.6

$
907.7

$
932.3
Income from construction operations

14.6

11.1

15.3

25.9

~~Revenue for the three months ended September 30, 2017 decreased 6%~~25%, respectively, compared to the same ~~period~~periods in ~~2016. The~~2022. For both periods of 2023, the decrease ~~for the third quarter of 2017~~ was ~~primarily~~principally due to reduced project execution activities on ~~various~~the electrical and mechanical ~~projects~~components of a transportation project in the Northeast that is nearing completion, as well as the aforementioned unfavorable non-cash adjustments due to changes in estimates on the electrical and mechanical scope of this same project associated with changes in the expected recovery on certain unapproved change orders. For the nine-month period of 2023, the decrease was also due to the adverse legal ruling on an educational facilities project in New ~~York, as certain projects have completed or are nearing completion and newer projects have yet to fully ramp up.~~York. The ~~decrease~~overall revenue decline was partially offset by ~~increased activity~~the absence of a prior-year unfavorable adjustment on ~~various electrical projects~~the same transportation project in the ~~southern United States~~Northeast. As discussed above in Executive Overview, operating results continue to be adversely impacted by the follow-on impacts of COVID-19, which delayed certain project bids and awards in ~~California. Revenue for~~2020 and 2021, including projects that would have had considerable components of electrical and mechanical scope in the ~~nine months ended September 30, 2017 decreased slightly by 3% compared to revenue for~~2022 and 2023 periods had the ~~same period last year.~~

~~Income~~projects been awarded and the Company won its share of such projects.

Loss from construction operations increased 32% for the three months ended September 30, 2017 compared to the same period in 2016. The increase was due in part to improved project profitability on various newer electrical projects in New York, as well as the increased activity mentioned above on various electrical projects in the southern United States and in California. Income from construction operations for the nine months ended September 30, 2017 decreased 41% compared to the same period last year. The decrease was primarily due to the impact of unfavorable project adjustments recorded in the second quarter of 2017 on certain mechanical projects in New York, none of which were individually material.

~~Operating margin was 4.7% and 1.7%~~ for the three and nine months ended September 30, ~~2017,~~2023 was $38.4 million and $120.7 million, respectively, compared to ~~3.3%~~$11.8 million and ~~2.8%~~$82.5 million for the same periods in 2022. The change for the third quarter of 2023 was principally due to the current-quarter impact of $16.9 million of unfavorable non-cash adjustments due to changes in estimates on the electrical and mechanical scope of the above-mentioned transportation project associated with changes in the expected recovery on certain unapproved change orders resulting from ongoing negotiations and a $9.4 million unfavorable adjustment due to ongoing negotiations and an anticipated settlement on a completed mass-transit project in California. For the nine-month period of 2023, the change was largely due to the current-year impacts of $57.0 million of unfavorable non-cash adjustments due to changes in estimates on the electrical and mechanical scope of the above-mentioned transportation project associated with changes in the expected recovery on certain unapproved change orders resulting from ongoing negotiations, a non-cash charge of $25.1 million in the second quarter of 2023 on the educational facilities project in New York that resulted from an adverse court ruling, and the above-mentioned $9.4 million unfavorable adjustment due to ongoing negotiations and an anticipated settlement on a completed mass-transit project in California. The current-year unfavorable adjustments were largely offset by the absence of prior-year unfavorable adjustments, including a $36.0 million unfavorable adjustment on the same transportation project related to the unforeseen cost of project close-out issues, remediation work, extended project supervision and associated labor inefficiencies, as well as a non-cash charge of $17.8 million that increased cost of operations associated with an unexpected partial reversal by an appellate court of previously awarded legal damages related to a completed electrical project in New York.

Operating margin was (22.0)% and (23.8)% for the three and nine months ended September 30, ~~2016, respectively.~~2023, respectively, compared to (4.7)% and (12.2)% for the same periods in 2022. The changes in operating margin ~~changes for both periods~~ were ~~primarily~~principally due to the ~~above-mentioned~~aforementioned factors that ~~impacted~~drove the changes in revenue and ~~income~~loss from construction operations.

New awards in the Specialty Contractors segment totaled ~~$394~~$128.5 million and ~~$929 million~~$1.0 billion for the three and nine months ended September 30, ~~2017~~2023, respectively, compared to ~~$206~~$244.1 million and ~~$660~~$658.4 million ~~respectively,~~ for the ~~three and nine months ended September 30, 2016. New awards~~same periods in 2022. The most significant new award in the third quarter of ~~2017 included a $154 million~~2023 was the Central District Wastewater Treatment Plant electrical ~~subcontract for a mass-transit~~ project in ~~California, approximately $65 million for various smaller electrical projects~~Florida, valued at more than $40 million. COVID-19 has resulted in, ~~the southern United States~~ and ~~$52 million for three new mechanical projects~~could continue to result in, reduced demand from certain customers, particularly in New ~~York.~~

York, that continue to experience funding constraints.

Backlog for the Specialty Contractors segment was ~~$1.6~~$1.8 billion as of September 30, ~~2017~~2023 compared to ~~$1.7~~$1.4 billion as of September 30, ~~2016.~~2022. The Specialty Contractors segment continues to ~~have a significant pipeline of~~be increasingly focused on servicing the Company’s current and prospective large Civil and Building segment projects, ~~with demand for its services supported by continued spending on civil~~particularly in the Northeast and ~~building projects. The Specialty Contractors~~California. In addition, the segment ~~should~~remains well-positioned to capture its

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share of ~~prospective~~new projects, ~~based on~~leveraging the size and scale of ~~its~~our business units that operate in New York, Texas, Florida and California and the strong reputation held by these business units for high-quality work on large, complex projects.

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Corporate, Tax and Other Matters

Corporate General and Administrative Expenses

Corporate general and administrative expenses were ~~$17.7~~$21.1 million and ~~$48.4~~$56.1 million during the three and nine months ended September 30, ~~2017~~2023, respectively, compared to ~~$13.8~~$16.6 million and ~~$44.0~~$45.1 million ~~during~~for the same periods in 2022. The increase in the three and nine months ended September 30, ~~2016. The increases were~~2023 was primarily due to higher compensation-related ~~expenses.~~

expenses compared to the same periods in 2022.

Other Income, Net, Interest Expense and ~~Provision for~~ Income ~~Taxes~~

Tax (Expense) Benefit



	Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended September 30,				Nine Months Ended September 30,
(in millions)	2017		2016		2017		2016		(in millions)	2023		2022		2023		2022
Other income, net	$	1.0	$	2.0	$	42.4	$	5.2	Other income, net	$	3.0	$	0.4	$	12.4	$	5.1
Interest expense		(15.6)		(15.0)		(53.7)		(44.7)	Interest expense	(20.3)		(17.0)		(63.8)		(49.7)
Provision for income taxes		(9.1)		(19.1)		(37.1)		(44.9)
Income tax (expense) benefit									Income tax (expense) benefit	4.1		(0.6)		52.0		47.0

Other income, net ~~increased $37.2 million~~ for the nine months ended September 30, ~~2017~~2023 increased by $7.3 million compared to the same period in ~~2016. The increase was~~2022, primarily due to a ~~$37.0 million legal settlement received during~~gain on sale of property in the ~~second quarter of 2017, as discussed in Note 8 of the Notes to the Condensed Consolidated Financial Statements.~~

2023 period.

Interest expense increased $9.0 million for the nine months ended September 30, 2017 compared to the same period in 2016. The increase was principally due to non-cash extinguishment costs related to our debt restructuring transactions in April 2017, as well as increased non-cash interest charges from the amortization of debt discount and issuance costs.

~~The Company’s effective income tax rate~~ for the three and nine months ended September 30, ~~2017 was 26.4%~~2023 increased by $3.3 million and ~~34.1%,~~$14.1 million, respectively, compared to ~~39.9%~~the same periods in 2022. The increases in the 2023 periods were substantially due to higher interest rates on the Term Loan B and ~~40.6%~~the Revolver, as discussed below in Liquidity and Capital Resources.

The Company recognized an income tax benefit of $4.1 million and $52.0 million for the three and nine months ended September 30, ~~2016,~~2023, respectively. The ~~favorable~~ effective income tax rate was 13.7% and 36.2% for the three and nine months ended September 30, 2023, respectively. The effective income tax rate for ~~both of~~ the ~~2017 periods~~three months ended September 30, 2023 was lower than the 21% federal statutory rate primarily due to the ~~release of tax liabilities as a result~~impact of a ~~statute expiration and~~cumulative catch-up adjustment associated with the change in the Company’s projected 2023 effective tax rate that resulted from the revision of the Company’s forecast. The effective income tax rates for both periods were impacted by relatively large tax benefits generated against a forecasted pre-tax loss for the year, which magnified the impact these tax benefits had on the effective income tax rate. In periods with pre-tax losses, tax benefits generated during the period increase the effective income tax rate (and, thus, the income tax benefit to the Company) rather than decreasing the effective rate, as in periods with pre-tax income. The tax benefits that caused a higher effective tax rate were primarily state income taxes (net of the federal tax benefit), earnings attributable to noncontrolling interests ~~for~~(for which income taxes are not the responsibility of the ~~Company. The effective~~Company) and a reduction in reserves for unrecognized tax ~~rate for~~benefits, partially offset by non-deductible expenses.

For the three and nine months ended September 30, ~~2017 was also favorably impacted by~~2022, the Company recognized income tax expense of $0.6 million and an income tax benefit of $47.0 million, respectively, resulting in an effective income tax rate of (2.4)% and 31.0%, respectively. The Company recognized income tax expense based on a pre-tax loss for the three months ended September 30, 2022, primarily as a result of a change during the quarter to forecasted pre-tax earnings for 2022, the cumulative impact of which offset the tax benefits ~~associated with share-based compensation. During~~generated during the ~~first quarter of 2017,~~quarter. The effective income tax rates for both periods reflected pre-tax losses incurred in the ~~Company recognized~~periods and projected for the full year. The tax benefits ~~associated with share-based compensation under~~that increased the ~~provisions of ASU 2016-09, as discussed~~income tax rates in ~~Note 9~~both periods were primarily state income taxes (net of the ~~Notes~~federal tax benefit) and the earnings attributable to noncontrolling interests (for which income taxes are not the ~~Condensed Consolidated Financial Statements.~~ ~~The effective tax rate for~~responsibility of the ~~third quarter of 2016 was favorably impacted by various return-to-provision adjustments.~~

Company).

Liquidity and Capital Resources

Liquidity is provided by available cash and cash equivalents, cash generated from operations, credit facilities and access to capital markets. ~~On April 20, 2017, we issued $500~~We have a committed line of credit totaling $175.0 million, which may be used for revolving loans, letters of ~~senior notes and entered into a new~~ credit ~~facility with a $350 million revolver. We used the net proceeds to repurchase~~ and/or ~~redeem our 2010 Senior Notes in full and repay all borrowings under our 2014 Credit Facility.~~general purposes. We believe that ~~the increased liquidity that resulted~~cash generated from ~~this refinancing~~operations, along with our unused credit capacity of $175.0 million and available cash balances as of September 30, 2023, will ~~help~~be sufficient to fund ~~any~~ working capital needs and debt maturities for the ~~significant number~~next 12 months and beyond excluding the impact of ~~project opportunities~~a spring-forward maturity on the Term Loan B and the Revolver (if that ~~we see over~~were to occur), as discussed further in Debt below. Despite our record operating cash flow in 2022 and strong operating cash flow for the ~~next several years, especially~~nine months ended September 30, 2023 (as discussed below in ~~our Civil segment.~~

Cash and Working Capital

), liquidity has been and could continue to be negatively affected by the follow-on impacts of COVID-19, which induced customer budgetary constraints and delayed bidding activities and awards of certain large civil projects. We are also still pursuing COVID-19-related cost recoveries from certain customers. Our liquidity was also adversely impacted by the Company’s lack of success in its pursuit of certain large prospective Civil segment projects in the second half of 2021, as well as by instances where the Company was not awarded certain Civil segment projects totaling more than $10.0 billion over the last few years due to COVID-19-induced customer budget constraints, despite being the low or preferred bidder. In addition, as discussed above in

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Executive Overview - COVID-19 Update, the COVID-19 pandemic delayed court and arbitration schedules and also hindered the Company’s ability to resolve certain unapproved work. We believe that future funding from the BIL and increased revenue to government customers as travel and commuting levels have improved, as discussed above, could offset or mitigate these and other possible lingering future negative impacts from COVID-19, though it remains difficult to predict any of these factors. Furthermore, the backlog of accumulated court and arbitration proceedings that grew as a result of the pandemic during 2020 and 2021 has receded, with certain disputes having been resolved in 2022 and 2023 and other settlement conferences and trial dates now scheduled or being scheduled. We experienced a record operating cash flow in 2022 and strong operating cash flow for the first nine months of 2023, and we expect strong operating cash flows to continue for the remainder of 2023 and into 2024, based on projected cash collections, both from project execution activities and the resolution of additional outstanding claims and unapproved change orders.

Cash and Working Capital

Cash and cash equivalents were ~~$221.9~~$290.0 million as of September 30, ~~2017~~2023 compared to ~~$146.1~~$259.4 million as of December 31, ~~2016.~~2022. Cash immediately available for general corporate purposes was ~~$84.2~~$100.6 million and ~~$49.5~~$47.7 million as of September 30, ~~2017~~2023 and December 31, ~~2016,~~2022, respectively, with the remainder being amounts held by our consolidated joint ventures and also our proportionate share of cash ~~related to~~held by our unconsolidated joint ventures. Cash held by our joint ventures ~~which was~~is available only for joint venture-related uses, including distributions to joint venture partners. In addition, our restricted cash and restricted investments totaled $140.3 million as of September 30, 2023 compared to $106.0 million as of December 31, 2022. Restricted cash and restricted investments at September 30, 2023 were primarily held ~~primarily~~ to secure insurance-related contingent obligations ~~totaled $66.2 million as of September 30, 2017 compared to $50.5 million as of December 31, 2016.~~

and deposits.

During the nine months ended September 30, ~~2017,~~2023, net cash provided by operating activities was ~~$1.9~~$180.8 million, ~~($36.5~~the second-largest result for the first nine months of any year since the merger between Tutor-Saliba Corporation and Perini Corporation in 2008 (the “2008 Merger”). In addition, net cash provided by operating activities was $103.2 million for the third quarter of ~~2017)~~2023, an increase of $30.6 million compared to $72.6 million in the third quarter of 2022, and also the second-largest result for any third quarter since the 2008 Merger. The net cash provided by operating activities for the nine-month period of 2023 was primarily due ~~primarily~~ to ~~cash generated from earnings sources, mostly offset by increased investment~~a decrease in ~~project working capital. The change~~investments in project working capital, partially offset by cash utilized by earnings sources. The decrease in investments in project working capital was primarily ~~reflects increases~~due to a decrease in ~~accounts receivable and~~ costs and estimated earnings in excess of billings ~~partially offset by~~(“CIE”), an increase in accounts payable due to the timing of payments to suppliers and subcontractors and an increase in billings in excess of costs and estimated earnings. Other changes included reductions in accounts payable due to the timing of payments to vendors and subcontractors. In the first nine months of 2016, $94.2 million in cash was provided from operating activities, due primarily to favorable operating results offset by changes in net investment in project working capital.

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~~The $92.3 million reduction in cash flow from operations for~~earnings (“BIE”). During the nine months ended September 30, ~~2017 compared to~~2022, net cash provided by operating activities was $251.3 million, which was the nine months ended September 30, 2016 reflects the unfavorable timing of payments of payables and changes in costs and estimated earnings in excess of billings, offset by changes in accounts receivable and billings in excess of costs and estimated earnings.

~~During~~largest result for the first nine months of ~~2017, our net cash used for investing activities of $23.8 million was due primarily to $48.7 million~~any year since the 2008 Merger. The increase for the ~~investment~~nine months of ~~restricted funds~~2022 was primarily due to ~~obtain~~ a ~~higher return~~decrease in investments in project working capital partially offset by cash utilized by earnings sources. The decrease in investments in project working capital was primarily due to improved collection activity, as reflected by an increase in BIE and a decrease in accounts receivable.

Cash flow from operating activities decreased $70.5 million when comparing the ~~use~~first nine months of ~~$9.7 million~~2023 with the same period in 2022. The decrease in cash flow from operating activities for the ~~acquisition~~first nine months of ~~property~~2023 compared to the first nine months of 2022 primarily resulted from a smaller current-year decrease in investment in working capital as compared to the same period last year. The smaller decrease in investment in working capital in the 2023 period was primarily due to a smaller current-year decrease in accounts receivable compared to the prior-year period and ~~equipment,~~a smaller current-year increase in BIE compared to the same period last year, partially offset by a ~~$33.1 million~~current-year decrease in ~~restricted cash.~~ CIE compared to an increase last year. Both periods were positively impacted by collections associated with previously disputed matters.

Net cash used byin investing activities ~~for~~during the ~~comparable period in 2016~~first nine months of 2023 was ~~$12.0~~$43.4 million, primarily due to the acquisition of property and ~~equipment.~~

~~For~~equipment for projects (i.e., capital expenditures) totaling $45.6 million, as well as net cash used in investment transactions of $6.9 million, partially offset by proceeds from the sale of property and equipment of $9.0 million. Net cash used in investing activities during the first nine months of ~~2017, net cash provided by financing activities~~2022 was ~~$97.7~~$38.9 million ~~which was~~ primarily due to ~~increased net borrowings~~the acquisition of ~~$125.4~~property and equipment for projects totaling $42.8 million, partially offset by proceeds from the ~~use~~sale of ~~$15.3~~property and equipment of $6.7 million.

Net cash used in financing activities was $79.3 million for the first nine months of 2023, which was primarily driven by a $56.0 million net repayment of debt ~~issuance~~ and ~~extinguishment costs related~~$22.0 million of net distributions to ~~the debt restructuring transactions~~noncontrolling interests. Net cash used in ~~April 2017 and $11.1~~financing activities was $78.8 million for ~~tax payments related to~~ the ~~net settlement~~first nine months of ~~share-based compensation. Net cash provided by financing activities for the comparable period of 2016 was $13.1 million,~~2022, which was ~~principally due to increased~~primarily driven by a $34.8 million net ~~borrowings~~repayment of ~~$28.4 million, partially offset by $14.9 million in~~ debt ~~issuance costs associated with amendments to our 2014 Credit Facility~~ and ~~the issuance of $200.0~~$42.5 million of ~~Convertible Notes in June 2016.~~

net distributions to noncontrolling interests.

At September 30, ~~2017,~~2023, we had working capital of ~~$1.6~~$1.5 billion, a ratio of current assets to current liabilities of ~~2.07~~1.75 and a ratio of debt to equity of ~~0.54,~~0.68, compared to working capital of ~~$1.3~~$1.7 billion, a ratio of current assets to current liabilities of 1.87 and a ratio of debt to equity of ~~0.49~~0.66 at December 31, ~~2016.~~

2022.

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Debt

~~2017~~

2020 Credit ~~Facility~~

Agreement

On ~~April 20, 2017, we~~August 18, 2020, the Company entered into a credit agreement (the ~~“2017~~“2020 Credit ~~Facility”~~Agreement”) with ~~SunTrust~~BMO Harris Bank N.A., as Administrative Agent, Swing Line Lender and L/C Issuer and ~~a syndicate of~~ other lenders. The ~~2017~~2020 Credit ~~Facility~~Agreement provides for a ~~$350~~$425.0 million term loan B facility (the “Term Loan B”) and a $175.0 million revolving credit facility (the ~~“2017 Revolver”~~“Revolver”) ~~and a sublimit~~, with sub-limits for the issuance of letters of credit and ~~swingline~~swing line loans up to the aggregate ~~amount~~amounts of ~~$150~~$75.0 million and ~~$10~~$10.0 million, ~~respectively, both maturing~~respectively.

Under the terms of the 2020 Credit Agreement, the Term Loan B will mature on ~~April 20, 2022~~August 18, 2027 and the Revolver will mature on August 18, 2025, in each case, unless any of the ~~Convertible~~2017 Senior Notes are outstanding on ~~December 17, 2020,~~January 30, 2025 (which is 91 days prior to the maturity of the 2017 Senior Notes), in which case, ~~all such borrowings~~both the Term Loan B and the Revolver will mature on ~~December 17, 2020 (subject~~January 30, 2025 subject to certain further ~~exceptions)~~exceptions (the “spring-forward maturity”). ~~In addition,~~The Company has been exploring its options to address the spring-forward maturity of the Term Loan B and Revolver, including redeeming the 2017 ~~Credit Facility permits additional borrowings in an aggregate amount~~Senior Notes using a combination of ~~$150 million, which can be~~available liquidity and new financing. The Company continues to assess its various alternatives to determine the most favorable, available financing strategy, taking into account anticipated cash available for deleveraging, as well as market conditions. Continued strong operating cash flow in the ~~form~~first part of ~~increased~~the fourth quarter of 2023 has allowed the Company to begin accumulating cash that is being earmarked for refinancing, with more than $70 million set aside as of the date of this filing for this purpose. This amount is incremental to any required annual excess cash flow prepayment in respect of the Term Loan B.

As of September 30, 2023, the Revolver had unused available borrowing capacity of $175.0 million, and the outstanding balance of the Term Loan B and the 2017 Senior Notes were $368.2 million and $500.0 million, respectively.

The 2020 Credit Agreement requires the Company to make prepayments on the ~~2017~~Term Loan B in connection with certain asset sales, receipts of insurance proceeds, incurrences of certain indebtedness and annual excess cash flow (in each case, subject to certain customary exceptions). The Company made a $44.0 million prepayment of principal on the Term Loan B in April 2023. The prepayment resulted from our record operating cash flow in 2022, which produced “excess” cash flow under the terms of the 2020 Credit Agreement, as discussed above.

Borrowings under the 2020 Credit Agreement bear interest at variable rates, which have increased since the latter part of 2022 due to changes in market conditions that resulted in increases in SOFR (and LIBOR prior to the transition to SOFR), in the case of the Term Loan B, and the administrative agent’s prime lending rate, in the case of the Revolver. Effective May 2, 2023, the 2020 Credit Agreement was amended to transition the Company’s original LIBOR option in respect of the Term Loan B to Adjusted Term SOFR. The average borrowing rates on the Term Loan B and the Revolver orfor the ~~establishment of one or~~nine months ended September 30, 2023 were approximately 9.9% and 11.8%, respectively. At September 30, 2023, the borrowing rates on the Term Loan B and the Revolver were 10.2% and 12.3%, respectively. For more ~~term loans. For additional~~ information regarding the terms of our ~~2017~~2020 Credit ~~Facility,~~Agreement, refer to Note 68 of the Notes to Condensed Consolidated Financial Statements.

The table below presents our actual and required ~~consolidated fixed charge coverage ratio and consolidated~~first lien net leverage ratio under the ~~2017~~2020 Credit ~~Facility~~Agreement for the period, which ~~are~~is calculated on a rolling four-quarter basis:


							Trailing Four Fiscal Quarters Ended
					~~Twelve Months Ended~~ September 30, ~~2017~~ 2023
		Actual		~~Actual~~		Required
~~Fixed charge coverage~~First lien net leverage ratio		2.01 to 1.00		~~2.16~~≤ 2.50 : 1.00		~~> or = 1.25 : 1.00~~
~~Leverage ratio~~	~~2.99 : 1.00~~		~~< or = 4.00 : 1.00~~

On October 31, 2022, the 2020 Credit Agreement was amended to increase the maximum First Lien Net Leverage Ratio covenant level for certain fiscal quarters. On March 10, 2023, the 2020 Credit Agreement was further amended to set the maximum First Lien Net Leverage Ratio covenant level to 3.50:1.00, effective the fiscal quarter ended December 31, 2022, and increasing to 3.75:1.00 for the fiscal quarter ending March 31, 2023 and subsequently stepping down to 3.00:1.00 for the fiscal quarter ending June 30, 2023, 2.50:1.00 for the fiscal quarter ending September 30, 2023 and 2.25:1.00 for the fiscal quarter ending December 31, 2023 and each fiscal quarter thereafter.As of ~~the filing date of this Form 10-Q,~~September 30, 2023, we ~~are~~were in compliance and expect to continue to be in compliance with the covenants under the ~~2017~~2020 Credit ~~Facility.~~

~~2017 Senior Notes~~

On April 20, 2017, we issued $500 million in aggregate principal amount of 6.875% Senior Notes due 2025 (the “2017 Senior Notes”) in a private placement. Interest on the 2017 Senior Notes is payable in arrears semi-annually on May 1 and November 1 of each year, beginning on November 1, 2017. For additional information regarding the terms of our 2017 Senior Notes, refer to Note 6 of the Notes to Condensed Consolidated Financial Statements.

~~Repurchase and Redemption of 2010 Senior Notes and Termination of 2014 Credit Facility~~

We used proceeds from the 2017 Senior Notes and 2017 Revolver to repurchase or redeem our 2010 Senior Notes, to pay off our Term Loan and 2014 Revolver, and to pay accrued but unpaid interest and fees. In addition, we satisfied and discharged the indenture governing the 2010 Senior Notes and terminated the 2014 Credit Facility.

~~Aside from the discussion above, there~~Agreement.

Contractual Obligations

There have been no ~~significant~~material changes in our contractual obligations from ~~that~~those described in our Annual Report on Form ~~10-K~~10‑K for the year ended December 31, ~~2016.~~

2022.

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~~Off-Balance Sheet Arrangements~~

~~None~~

Critical Accounting Policies

and Estimates

Our significant accounting policies are described in Note 1 of the Notes to Consolidated Financial Statements included in our Annual Report on Form ~~10-K~~10‑K for the year ended December 31, ~~2016.~~2022. Our critical accounting ~~policies~~estimates are also identified and discussed in Part II, Item 7 of our Annual Report on Form ~~10-K~~10‑K for the year ended December 31, ~~2016.~~

2022.

Recently Issued Accounting Pronouncements

~~See Note 2~~

There were no new accounting pronouncements issued by the Financial Accounting Standards Board during the three and nine months ended September 30, 2023 and through the date of filing of this report that had or are expected to have a material impact on the ~~Notes to Condensed Consolidated Financial Statements.~~

Company’s financial position, results of operations or cash flows.

Item 3.Quantitative and Qualitative Disclosures About Market Risk

There has been no material change in our exposure to market risk from that described in Part II, Item 7A of our Annual Report on Form ~~10-K~~10‑K for the year ended December 31, ~~2016.~~

2022.

Item 4.Controls and Procedures

Disclosure Controls and Procedures

An evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as defined by Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (“Exchange Act”), as of the end of the period covered by this Quarterly Report on Form ~~10-Q~~10‑Q was made under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures (a) were effective to ensure that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms and (b) include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. –OTHER INFORMATION

Item 1.Legal Proceedings

In the ordinary course of our business, we are involved in various legal proceedings. We ~~disclosed~~disclose information about certain ~~of our~~pending legal proceedings inpursuant to SEC rules and as we otherwise determine to be appropriate. For information on such pending matters, see Part I, Item 3 of our Annual Report on Form ~~10-K~~10‑K for the year ended December 31, ~~2016. For an update to those disclosures, see Notes 7 and 8~~2022, updated by Note 10 of the Notes to ~~the~~ Condensed Consolidated Financial ~~Statements.~~

Statements included in this Quarterly Report on Form 10‑Q.

Item 1A.Risk Factors

There have been no material changes to our risk factors as disclosed in our Annual Report on Form 10-K for the year ended December 31, ~~2016.~~

2022, other than as set forth below.

As a result of the “spring-forward” maturity provision in our Revolver and Term Loan B facility, we will need to repay, refinance, or obtain amendments or waivers with respect to some or all of our substantial outstanding indebtedness before January 30, 2025. If we are unsuccessful, the maturity of our Revolver and Term Loan B facility will accelerate, and a failure to repay then-outstanding amounts would cause us to be in default, which would materially and adversely affect our business and our financial condition.

As previously disclosed, under the terms of our 2020 Credit Agreement, if any of the 2017 Senior Notes are outstanding on January 30, 2025 (which is 91 days prior to the maturity of the 2017 Senior Notes), the maturity of both the Term Loan B and the Revolver will accelerate to January 30, 2025, subject to certain further exceptions. We refer to this as the “spring-forward maturity” provision of our 2020 Credit Agreement. Absent the applicability of the spring-forward maturity provision, the maturity date of the Term Loan B is August 18, 2027 and of the Revolver is August 18, 2025.

As a result of the spring-forward maturity provision, after January 30, 2024, all outstanding indebtedness under our 2020 Credit Agreement will be reclassified as current indebtedness and we will need to repay, refinance, or obtain amendments or waivers with respect to some or all of our substantial outstanding indebtedness before January 30, 2025.

While our cash collections have improved significantly since 2021 and are expected to remain strong, we do not currently have available cash and borrowings sufficient to repay the 2017 Senior Notes. We are actively exploring a range of potential financing and refinancing transactions to address our near-term liquidity requirements, including potential debt refinancings and amendments, waivers or consents under our 2020 Credit Agreement, among other potential alternatives. There can be no assurance as to which, if any, of these alternatives we may be able to pursue. The choices available to us will depend upon numerous factors, such as market conditions, our credit rating, our liquidity, our debt profile, our financial performance and the limitations applicable to such transactions under our existing financing agreements and any consents we may need to obtain under the relevant documents. In light of our debt profile, as well as high interest rates and continued volatility in the financial markets, various financing options may not be available to us on commercially reasonable terms, terms that are acceptable to us, or at all, and we may not be able to obtain amendments, waivers, or consents on reasonable terms or at all. Moreover, any future indebtedness or amendments to our existing indebtedness may impose additional restrictions and covenants on us that could limit our ability to respond to market conditions, to make capital investments or to take advantage of business opportunities. Refinancing debt at a higher cost would negatively impact our liquidity and financial condition.

If we are unable to pay down and/or refinance the 2017 Senior Notes prior to January 30, 2025, on favorable terms or at all, or to otherwise address the acceleration of outstanding indebtedness under our 2020 Credit Agreement under the spring-forward maturity provision, our liquidity, business, operations and financial condition will be materially and adversely affected. In this event, we may not have sufficient funds available for timely repayment of our indebtedness, and we may not have the ability to borrow or obtain sufficient funds to replace the indebtedness on terms acceptable to us, or at all, in which case an event of default would occur under our 2020 Credit Agreement.

Item 4.Mine Safety Disclosures

Section 1503 of the Dodd-Frank Wall Street Reform and Consumer Protection Act ~~(the “Dodd-Frank Act”)~~ requires domestic mine operators to disclose violations and orders issued under the Federal Mine Safety and Health Act of 1977 (the “Mine Act”) by the federal Mine Safety and Health Administration. We do not ~~act as the owner of~~own or operate any ~~mines but~~mines; however, we may ~~act as~~be considered a ~~mining~~mine operator as defined under the Mine Act ~~where~~because we ~~may be an independent contractor performing~~provide construction services ~~or construction of such mine.~~

~~Information concerning~~to customers in the mining industry. Accordingly, we provide information regarding mine safety violations orand other ~~regulatory~~mining regulation matters ~~required by Section 1503(a) of the Dodd-Frank Act and Item 104 Regulation S-K is included~~ in Exhibit ~~95.~~

95 to this Form 10-Q.

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Item 5.Other Information

~~None.~~

During the quarter ended September 30, 2023, no director or Section 16 officer adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements (in each case, as defined in Item 408(a) of Regulation S-K).

Item 6. Exhibits


Exhibits		Description
~~10.1~~ 31.1		~~Employment Agreement, dated September 6, 2017, by and between Tutor Perini Corporation and Gary G. Smalley (incorporated by reference to Exhibit 10.1 to Form 8-K filed on September 8, 2017).~~
~~31.1~~	Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2		Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
95		Mine Safety Disclosure.
101.INS		XBRL Instance ~~Document.~~ Document – The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH		XBRL Taxonomy Extension Schema Document.
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document.
101.LAB		XBRL Taxonomy Extension Label Linkbase Document.
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document.
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document.
104		The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023, formatted in Inline XBRL (included as Exhibit 101).

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SIGNATURE

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 thereunto duly authorized.


		Tutor Perini Corporation


Dated: November 9, ~~2017~~ 2023	By: By:		/s/Gary G. Smalley
		Gary G. Smalley
		Executive Vice President and Chief Financial Officer



	As of September 30, 2017						As of December 31, 2016
(in thousands)	Outstanding Long-Term Debt		Unamortized Discounts and Issuance Costs		Long-Term Debt, as reported		Outstanding Long-Term Debt		Unamortized Discounts and Issuance Costs		Long-Term Debt, as reported
2017 Senior Notes	$	500,000	$	(7,455)	$	492,545	$	—	$	—	$	—
2017 Credit Facility		153,500		(6,558)		146,942		—		—		—
2010 Senior Notes		—		—		—		300,000		(1,880)		298,120
2014 Revolver		—		—		—		152,500		(4,510)		147,990
Term Loan		—		—		—		57,000		(2,350)		54,650
Convertible Notes		200,000		(40,686)		159,314		200,000		(47,332)		152,668



	Three Months Ended						Three Months Ended
	September 30, 2017						September 30, 2016
(in thousands)	Before-Tax Amount		Tax Expense		Net-of-Tax Amount		Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount
Other comprehensive income (loss):
Defined benefit pension plan adjustments	$	456	$	(187)	$	269	$	427	$	(179)	$	248
Foreign currency translation adjustments		1,232		(506)		726		(708)		297		(411)
Unrealized gain (loss) in fair value of investments		21		(9)		12		(145)		66		(79)
Total other comprehensive income (loss)		1,709		(702)		1,007		(426)		184		(242)
Other comprehensive income (loss) attributable to Tutor Perini Corporation	$	1,709	$	(702)	$	1,007	$	(426)	$	184	$	(242)



	Nine Months Ended September 30, 2017
	Defined				Unrealized		Accumulated
	Benefit		Foreign		Gain (Loss) in		Other
	Pension		Currency		Fair Value of		Comprehensive
(in thousands)	Plan		Translation		Investments, Net		Loss
Attributable to Tutor Perini Corporation:
Balance as of December 31, 2016	$	(40,865)	$	(4,864)	$	316	$	(45,413)
Other comprehensive gain (loss) before reclassifications		—		1,321		(12)		1,309
Amounts reclassified from AOCI		806		—		—		806
Total other comprehensive income (loss)		806		1,321		(12)		2,115
Balance as of September 30, 2017	$	(40,059)	$	(3,543)	$	304	$	(43,298)



(in thousands)	September 30, 2017		December 31, 2016
Civil	$	2,273,486	$	2,152,123
Building		889,136		917,317
Specialty Contractors		757,103		813,851
Corporate and other (a)		363,060		155,329
Total assets	$	4,282,785	$	4,038,620



	Backlog at		New		Revenue		Backlog at
(in millions)	December 31, 2016		Awards(a)		Recognized		September 30, 2017
Civil	$	2,672.1	$	2,808.3	$	(1,173.0)	$	4,307.4
Building		1,981.2		1,101.0		(1,483.5)		1,598.7
Specialty Contractors		1,573.8		929.4		(907.6)		1,595.6
Total	$	6,227.1	$	4,838.7	$	(3,564.1)	$	7,501.7