April 30, 2020

First Quarter 2020Earnings Presentation

2020 W. R. Grace & Co. | 2

DISCLAIMER

Statement Regarding Safe Harbor For Forward-Looking StatementsThis presentation and the exhibits hereto contain forward-looking statements, that is, information related to future, not past, events. Suchstatements generally include the words “believes,” “plans,” “intends,” “targets,” “will,” “expects,” “suggests,” “anticipates,” “outlook,” “continues,”or similar expressions. Forward-looking statements include, without limitation, statements regarding: expected financial positions; results ofoperations; cash flows; financing plans; business strategy; operating plans; capital and other expenditures; competitive positions; growthopportunities for existing products; benefits from new technology; benefits from cost reduction initiatives, plans and objectives; successionplanning; and markets for securities. For these statements, Grace claims the protections of the safe harbor for forward-looking statementscontained in Section 27A of the Securities Act and Section 21E of the Exchange Act. Grace is subject to risks and uncertainties that could causeactual results or events to differ materially from its projections or that could cause other forward-looking statements to prove incorrect. Factorsthat could cause actual results or events to differ materially from those contained in the forward-looking statements include, without limitation:risks related to foreign operations, especially in areas of active conflicts and in emerging regions; the costs and availability of raw materials,energy and transportation; the effectiveness of Grace’s research and development and growth investments; acquisitions and divestitures ofassets and businesses; developments affecting Grace’s outstanding indebtedness; developments affecting Grace's pension obligations; legacymatters (including product, environmental, and other legacy liabilities) relating to past activities of Grace; its legal and environmentalproceedings; environmental compliance costs (including existing and potential laws and regulations pertaining to climate change); the inability toestablish or maintain certain business relationships; the inability to hire or retain key personnel; natural disasters such as storms and floods;fires and force majeure events; the economics of our customers’ industries, including the petroleum refining industry; public health and safetyconcerns, including pandemics and quarantines; changes in tax laws and regulations; international trade disputes, tariffs, and sanctions; thepotential effects of cyberattacks; and those additional factors set forth in Grace's most recent Annual Report on Form 10-K, quarterly reports onForm 10-Q, and current reports on Form 8-K, which have been filed with the Securities and Exchange Commission and are readily available onthe internet at www.sec.gov. Grace’s reported results should not be considered as an indication of its future performance. Readers arecautioned not to place undue reliance on Grace's projections and forward-looking statements, which speak only as of the dates thoseprojections and statements are made. Grace undertakes no obligation to release publicly any revisions to the projections and forward-lookingstatements contained in this presentation and the exhibits thereto, or to update them to reflect events or circumstances occurring after the dateof this presentation.

Non-GAAP Financial TermsIn this presentation, Grace presents financial information in accordance with U.S. generally accepted accounting principles (U.S.GAAP), as well as the non-GAAP financial information described in the Appendix. Grace believes that this non-GAAP financialinformation provides useful supplemental information about the performance of its businesses, improves period-to-period comparabilityand provides clarity on the information management uses to evaluate the performance of its businesses. In the Appendix, Grace hasprovided reconciliations of these non-GAAP financial measures to the most directly comparable financial measure calculated andpresented in accordance with U.S. GAAP. These non-GAAP financial measures should not be considered as a substitute for financialmeasures calculated in accordance with U.S. GAAP, and the financial results calculated in accordance with U.S. GAAP andreconciliations from those results should be evaluated carefully.

1Q20 Business Update

Hudson La ForcePresident and Chief Executive Officer

2020 W. R. Grace & Co. | 4

KEY MESSAGES

Fully implemented pandemic response plan– First priority is health and safety of our employees

– Instituted significant new safety protocols throughout global operations

– Social distancing, cleaning/sanitation, additional PPE, remote working

– Following guidance of public health authorities daily and local authorities

Focused on business continuity for customers– Seamlessly delivering value to customers enabled by strong management systems and technology

– No material impact to global manufacturing operations and supply chain

– All manufacturing sites operating safely

– Shifted 1,800+ employees to remote working

Balancing short-term execution with long-term strategic initiatives– Executing pandemic response while maintaining focus on strategic growth investments

– COVID-19 pandemic does not change strategy or long-term value of our growth plan

– Experienced management team prepared to take additional actions if necessary and capture growth on rebound

Decisive actions to mitigate operational and financial effects – Focused on generating strong free cash flow

– Reducing capital spending by $35-40M, working capital by $35-$40M, and operating costs by $25-$30M

– Strong cash and liquidity provides operating flexibility

– Disciplined capital allocation strategy; near-term shift in priorities

2020 W. R. Grace & Co. | 5

SEGMENT DEMAND ASSESSMENT

MaterialsTechnologies

Inventory levels of:

Segment Demand Factor2Q20

Demand

CustomerFinishedProduct

GraceProduct1 Commentary

SpecialtyCatalysts

RefiningTechnologies

Transportation Fuels

Petrochemical feedstocks

75-80% non-durables

20-25% durables

65% non-durables35% durables

(1) Grace product inventory at customer or in Grace supply chain

Sources: IHS Energy, 2020. The use of this content was authorized in advance by IHS Markit. Any further use or redistribution of thiscontent is strictly prohibited without written permission by IHS Markit. All rights reserved. Wood Mackenzie - April Short Term Forecast

• Significant demand impact in 2Q• Refined Product Inventories - slightly elevated

(US gasoline ~3 days above 5-yr avg)• Catalysts Inventories - normal

• Significant demand impact in 2Q• IHS 2020 demand forecast down 3-4%:

– Non-durables down 2-3% (i.e., packaging)– Durables down 8% (i.e., construction)

• Resin Inventories - mixed • Catalysts Inventories - some customer reductions

• Significant demand impact in 2Q• Customer Inventories - good inventory discipline • Grace Product Inventories - lower inventory in

supply chain

2020 W. R. Grace & Co. | 6

PLANNING ASSUMPTIONS

* Definitions of non-GAAP financial terms and reconciliations to the closest GAAP term are provided in the Appendix

2Q20 P&L

Sales: Planning for 2Q sales to be down 20-25% year-over-year

Gross Margin: Expecting 2Q gross margin to decline 500-800 bps year-over-year– 200-300 bps decline from lower fixed cost absorption on lower production volumes

– 300-500 bps impact from inventory reduction actions

– Expect gross margins to recover as demand increases

CapEx: Lowering capital spending by $35-$40M– Deferring projects originally intended to add capacity and debottleneck operations

– No impact to EHS or maintenance capital

Working Capital: Improving working capital to generate $35-$40M in cash flow– Aggressively reducing production volumes and inventories to stay aligned with demand

Operating Costs: Reducing operating costs by $25-$30M – Reducing costs in commercial, functional, and manufacturing operations

Share Repurchases: Temporarily suspended; will revisit as circumstance evolve

Dividend: Fully committed to maintaining quarterly cash dividend

Full-Year2020

Cash Flow

Managing Uncertainty

Cash: Primary operating and financial metric

Demand: Tenaciously testing and re-testing demand assumptions

Flexibility: Slow production if needed, capture growth when recovery begins

2020 W. R. Grace & Co. | 7

Acquire to build ourtechnology and manufacturingcapabilities for our customers

Strong Foundation for Long-term Profitable Growth

Invest to accelerate growth and extend our

competitive advantages

Invest in great people to strengthen our

high-performance culture

Execute theGrace Value Model

to drive operating excellence

3

4

3

2

1 Enduring Strategic Framework

▪ COVID-19 pandemic does not change long-term strategy orvalue of strategic growth initiatives

▪ Sustaining strategic growth initiatives to accelerate long-termgrowth and extend competitive advantages

▪ Completing three major capacity additions as planned

▪ Commercial excellence (GVM) and operating excellence (GMS)investments enabling :

– Rapid shift of customer engagement and delivery modelduring pandemic, including virtual technical service andremote start-up of refining units

– Strong management systems and process discipline

– Safe start-up of three new Grace facilities

▪ Long-term growth and earnings power remain intact

STRATEGIC UPDATE

Financial Review

Bill DockmanSenior Vice President and Chief Financial Officer

2020 W. R. Grace & Co. | 9

CONSOLIDATED PERFORMANCE – 1Q 2020 RESULTS

*Definitions of non-GAAP financial terms and reconciliations to the closest GAAP term are provided in the Appendix

Sales andAdj. Gross Margin

Adj. EBIT and Adj. EBIT Margin Adj. Free Cash Flow

1Q2019

1Q2020

$104.7

$82.322.3%

19.5%

YTD2019

YTD2020

$42.8

$9.3

Sales down 9.2% onconstant currency Adj. EBIT down 21.4%

Adj. EPS

1Q2019

1Q2020

$0.93

$0.71

Adj. EPS down 23.7%

• Sales down 10.2%, asreported

– 10.9% lower sales volumes,including estimated 4%impact related to COVID-19

– 1.7% improved pricing

• Adj. Gross Margin down220 bps, primarily due tolower sales volumes andunder-absorbed fixed costs

• Adj. EBIT down 21.4%, or$22.4M

– $10M estimated net impactrelated to COVID-19

– $8M benefit from businessinterruption insurancerecoveries

• Adj. EBIT Margin down 280bps

• Adj. EPS of $0.71, down$0.22

• Down $0.24 on lower Adj.EBIT, including $0.10 onestimate net impact relatedto COVID-19

• Up $0.02 on lower interestexpense

• AFCF down $33.5M

– $22M lower Adjusted EBIT

– $19M higher capitalexpenditures to completecertain growth investments

– 1Q20 highest capital spendquarter

• Adj. EBIT ROIC of 18.6%

($M except EPS)

1Q2019

1Q2020

$469.5$421.5

40.9% 38.7%

Lower earnings;Higher capital

2020 W. R. Grace & Co. | 10

Sales & Gross Margin• Refining Technologies sales down 7.3% (as reported)

– Higher refinery turnarounds and June 2019 closure ofNorth America refinery customer

• Specialty Catalysts sales down 17.0% (as reported)– Estimated 10% impact from COVID-19

• Gross margin down 170 bps primarily due to under-absorbed fixed costs from lower production volumespartially offset by improved price and lower rawmaterials and energy costs

CATALYSTS TECHNOLOGIES – 1Q 2020 RESULTS

Operating Income & Operating Margin

Refining TechnologiesSpecialty Catalysts

1Q19 Volume Price Currency 1Q20

$181.8 $168.6

$167.9$139.4

Gross Margin

40.7% 42.4%

1Q19 1Q20

$101.7

$82.0

29.1% 26.6%

$308.0 (13.3%) 2.1% (0.7%) $349.7

Note: 1Q20 CT sales by geography: NA 30%, EMEA 42%, APAC 25%, LA 3%

ê (17.0)%

ê (7.3)%

ê 11.9%

ê 170 bps

ê 19.4%

ê 250 bps

Operating Income & Operating Margin• Operating income down $19.7M, primarily due to

lower gross profit and $2.9M lower income from ARTjoint venture, partially offset by $8.0M insurancerecoveries in the quarter– As previously discussed, ART earnings are expected to

be weighted to the 2H20

• Operating margin 26.6%, down 250 bps

Sales & Gross Margin

2020 W. R. Grace & Co. | 11

Sales & Gross Margin• Sales down 3.4% on constant currency

– Estimated 2.5% impact from COVID-19

• Gross margin down 340 bps primarily due to under-absorbed fixed costs resulting from lower productionvolumes in 4Q19 and 1Q20 partially offset by lowerraw materials and energy costs and improved price

MATERIALS TECHNOLOGIES – 1Q 2020 RESULTS

Note: 1Q20 MT sales by geography: NA 24%, EMEA 49%, APAC 20%, LA 8%

Coatings Consumer/Pharma

1Q19 Volume Price Currency 1Q20

$38.2 $36.6

$37.0 $33.5

$38.9 $37.8

Margin

33.0% 36.4%

1Q19 1Q20

$24.0

$19.0

20.0% 16.7%

Chemical Process

$119.8 $113.5(4.0%) 0.6% (1.9%)

ê 2.8%

ê 9.5%

ê 5.3%

ê 340 bps

ê 4.2%

ê 20.8%

ê 330 bps

Operating Income & Operating Margin• Operating income down $5.0M

• Operating margin of 16.7%, down 330 bps

Operating Income & Operating MarginSales & Gross Margin

2020 W. R. Grace & Co. | 12

STRONG FINANCIAL POSITION

Ample Liquidity

1 as of March 31, 2020

ResilientFree Cash

Flows

StrongBalance

Sheet

>$190MCash-on-Hand1

>$600MLiquidity1

Actions to Drive

~$100Mof Cash this Year

Ample Liquidity to Successfully Navigate Recession– Over $600M in available liquidity, including over $190M of

cash-on-hand, at end of 1Q20

– Continue to stress test businesses; very comfortable withcash position and ability to generate cash

Decisive Actions to Support Cash Flow– Lowering capital spending by $35-$40M

– Improving working capital to generate $35-$40M

– Reducing operating costs by $25-$30M

– Ability to flex business and cost structure to capturerecovery or take additional actions

Strong Financial Profile– No material maturities until September 2021

– Net debt of $1.8B and net leverage of 3.2x at end of 1Q20

– Minimal pension funding requirement for next 3 years(see slide 13 for additional detail)20

2020

2120

2220

2320

2420

25

$700 5.125% Notes(due Sep. 2021)

$300 5.625% Notes(due Sep. 2024)

$936 U.S. dollar termloan

(due 2025)

$400 Revolver(due 2023)

$700M $400M$300M

$936M

2020 W. R. Grace & Co. | 13

CLARITY ON PENSION LIABILITIES

1 Excludes annual non cash mark to market adjustment2 Advance funded plans includes $1M US and $1M non-US

Pension Liabilities are Manageable– Pension expense of $13M and contributions of $17M included in EBITDA, EPS and cash flow metrics

– Including the pension liability as debt can double count the effects for valuation purposes

– Advance funded plans are well funded with cash contributions only $2M per year for the next 3 years

– Cash contributions for unfunded plans are consistent year to year and made over the retiree's lifetime

– Largest plans in U.S. and Germany are closed to new entrants since 2017

ADVANCEFUNDEDPLANS

UNFUNDED -PAY AS YOUGO PLANS TOTAL

3/31/20 Net Pension Liability $76 $445 $521

2020 Pension Expense1 $(3) $16 $13

2020 Pension Contributions2 $2 $15 $17

(US$M)

2020 W. R. Grace & Co. | 14

– Temporarily suspended share repurchases

– Fully committed to maintaining dividend

CAPITAL ALLOCATION FRAMEWORK

Capital Allocation Framework Remains Intact; Near-Term Shift in Priorities

NEAR-TERM SHIFT IN PRIORITIES

– Lower capital spending by $35-40M in 2020

– Maintaining R&D investments

DISCIPLINED CAPITAL ALLOCATION

INVEST IN GROWTH

PURSUE STRATEGIC ACQUISITIONS

RETURN CASH TO SHAREHOLDERS

▪ Capex and R&D investments to accelerate organic growthand extend our competitive advantages

▪ Strategic growth and productivity investments typicallygenerate 20-30% IRR

▪ Bolt-on acquisitions

▪ Acquisitions typically return > 20% IRR

▪ Dividends and share repurchases

▪ Dividend growth rate > earnings growthrate

– Slowing down these activities given the economicenvironment, the currently elevated business andintegration risks, and our leverage profile

Closing Comments

Hudson La ForcePresident and Chief Executive Officer

2020 W. R. Grace & Co. | 16

KEY TAKEAWAYS

Resilient company with an experienced leadership team

Proven track record of effectively adapting to dynamicand challenging conditions

Taking decisive actions to respond to the pandemic

Value creation framework in place to capture long-termprofitable growth

Well-positioned to capitalize on the recovery

2020 W. R. Grace & Co. | 17

UPCOMING INVESTOR RELATIONS EVENTS

MAY 2020 Goldman Sachs Industrials and Materials Conference Virtual

MAY 2020 Roadshow Virtual

JUN 2020 BMO 2020 Chemicals & Packaging Conference Virtual

2Q20 Investor Relations Events

JUN 2020 VirtualRoadshow

Jeremy RohenVP, Investor Relations and

Corporate Development

+1 410.531.8234jeremy.rohen@grace.com

Appendix

2020 W. R. Grace & Co. | 19

Appendix: Definitions and Reconciliations of Non-GAAPMeasures

Non-GAAP Financial Terms(A) In the above, Grace presents financial information in accordance with U.S. generally accepted accounting principles (U.S. GAAP), as well as the non-GAAP financial information

described below. Grace believes that this non-GAAP financial information provides useful supplemental information about the performance of its businesses, improves period-to-period comparability and provides clarity on the information management uses to evaluate the performance of its businesses. In the above charts, Grace has provided reconciliationsof these non-GAAP financial measures to the most directly comparable financial measure calculated and presented in accordance with U.S. GAAP. These non-GAAP financialmeasures should not be considered as a substitute for financial measures calculated in accordance with U.S. GAAP, and the financial results calculated in accordance with U.S.GAAP and reconciliations from those results should be evaluated carefully. Grace defines these non-GAAP financial measures as follows:

• Adjusted EBIT means net income attributable to W. R. Grace & Co. shareholders adjusted for interest income and expense; income taxes; costs related to legacy matters;restructuring and repositioning expenses and asset impairments; pension costs other than service and interest costs, expected returns on plan assets, and amortization ofprior service costs/credits; gains and losses on sales and exits of businesses, product lines, and certain other investments; third-party acquisition-related costs and theamortization of acquired inventory fair value adjustment; the effects of these items on equity in earnings of unconsolidated affiliate; and certain other items that are notrepresentative of underlying trends.

• Adjusted EBITDA means Adjusted EBIT adjusted for depreciation and amortization and depreciation and amortization included in equity in earnings of unconsolidated affiliate(collectively, Adjusted Depreciation and Amortization).

• Adjusted EBIT Return On Invested Capital means Adjusted EBIT (on a trailing four quarters basis) divided by equity adjusted for debt; underfunded and unfunded definedbenefit pension plans; liabilities related to legacy matters; cash, cash equivalents, and restricted cash; net income tax assets; and certain other assets and liabilities.

• Adjusted Gross Margin means gross margin adjusted for pension-related costs included in cost of goods sold, the amortization of acquired inventory fair value adjustment, andwrite-offs of inventory related to exits of businesses and product lines.

• Adjusted EPS means diluted EPS adjusted for costs related to legacy matters; restructuring and repositioning expenses and asset impairments; pension costs other thanservice and interest costs, expected returns on plan assets, and amortization of prior service costs/credits; gains and losses on sales and exits of businesses, product lines,and certain other investments; third-party acquisition-related costs and the amortization of acquired inventory fair value adjustment; certain other items that are notrepresentative of underlying trends; and certain discrete tax items and income tax expense related to historical tax attributes.

• Adjusted Free Cash Flow means net cash provided by or used for operating activities minus capital expenditures plus cash flows related to legacy matters; cash paid forrestructuring and repositioning; capital expenditures related to repositioning; cash paid for third-party acquisition-related costs; and accelerated payments under defined benefitpension arrangements.

• The change in net sales on a constant currency basis, which we sometimes refer to as "Net Sales, constant currency," means the period-over-period change in net salescalculated using the foreign currency exchange rates that were in effect during the previous comparable period.

• Organic sales growth means the period-over-period change in net sales excluding the sales growth attributable to acquisitions.

“Legacy matters” include legacy (i) product, (ii) environmental, and (iii) other liabilities, relating to past activities of Grace.

In the 2020 first quarter, the definition of Adjusted EBIT was modified to adjust for the effects of interest and taxes on equity in earnings of unconsolidated affiliate. The definition ofAdjusted EBITDA was modified to adjust for the effects of depreciation and amortization on equity in earnings of unconsolidated affiliate. Grace made these changes to provideclarity about the impacts of these items on Grace's equity in earnings of unconsolidated affiliate and to improve consistency in Grace's application of non-GAAP financial measures.Previously reported amounts were revised to conform to the current presentation.

Adjusted EBIT, Adjusted EBITDA, Adjusted EBIT Return On Invested Capital, Adjusted Gross Margin, Adjusted EPS, Adjusted Free Cash Flow, Net Sales, constant currency, andOrganic sales growth do not purport to represent income or liquidity measures as defined under U.S. GAAP, and should not be considered as alternatives to such measures as anindicator of Grace's performance or liquidity.

2020 W. R. Grace & Co. | 20

Appendix: Definitions and Reconciliations of Non-GAAPMeasures (continued)

Non-GAAP Financial TermsGrace uses Adjusted EBIT as a performance measure in significant business decisions and in determining certain incentive compensation. Grace uses Adjusted EBIT as aperformance measure because it provides improved period-to-period comparability for decision making and compensation purposes, and because it better measures the ongoingearnings results of its strategic and operating decisions by excluding the earnings effects of legacy matters; restructuring and repositioning activities; certain acquisition-relateditems; and certain other items that are not representative of underlying trends.

Grace uses Adjusted EBITDA, Adjusted EBIT Return On Invested Capital, Adjusted Gross Margin, and Adjusted EPS as performance measures and may use these measures indetermining certain incentive compensation. Grace uses Adjusted EBIT Return On Invested Capital in making operating and investment decisions and in balancing the growth andprofitability of operations. Grace uses Net Sales, constant currency as a performance measure to compare current period financial performance to historical financial performanceby excluding the impact of foreign currency exchange rate fluctuations that are not representative of underlying business trends and are largely outside of its control. Grace usesOrganic sales growth to measure its businesses' sales performance, excluding the impacts of acquisitions.

Grace uses Adjusted Free Cash Flow as a liquidity measure to evaluate its ability to generate cash to support its ongoing business operations, to invest in its businesses, and toprovide a return of capital to shareholders. Grace also uses Adjusted Free Cash Flow as a performance measure in determining certain incentive compensation.

Adjusted EBIT, Adjusted EBITDA, Adjusted EBIT Return On Invested Capital, Adjusted Gross Margin, Adjusted EPS, Adjusted Free Cash Flow, Net Sales, constant currency, andOrganic sales growth do not purport to represent income measures as defined under U.S. GAAP, and should not be used as alternatives to such measures as an indicator ofGrace’s performance. These measures are provided to investors and others to improve the period-to-period comparability and peer-to-peer comparability of Grace’s financialresults, and to ensure that investors and others understand the information Grace uses to evaluate the performance of its businesses. They distinguish the operating results ofGrace's current business base from the costs of Grace's legacy matters; restructuring and repositioning activities; and certain other items. These measures may have materiallimitations due to the exclusion or inclusion of amounts that are included or excluded, respectively, in the most directly comparable measures calculated and presented inaccordance with U.S. GAAP and thus investors and others should review carefully the financial results calculated in accordance with U.S. GAAP.

Adjusted EBIT has material limitations as an operating performance measure because it excludes costs related to legacy matters, and may exclude income and expenses fromrestructuring and repositioning activities, which historically have been material components of Grace’s net income. Adjusted EBITDA also has material limitations as an operatingperformance measure because it excludes the impact of depreciation and amortization expense. Grace’s business is substantially dependent on the successful deployment ofcapital, and depreciation and amortization expense is a necessary element of our costs. Grace compensates for the limitations of these measurements by using these indicatorstogether with net income as measured under U.S. GAAP to present a complete analysis of our results of operations. Adjusted EBIT and Adjusted EBITDA should be evaluatedtogether with net income and net income attributable to Grace shareholders, measured under U.S. GAAP, for a complete understanding of Grace’s results of operations.

Grace is unable without unreasonable efforts to estimate the annual mark-to-market pension adjustment or future net income or diluted EPS. Without the availability of thissignificant information, Grace is unable to provide reconciliations for certain forward-looking information set forth in the Outlook, above.

(B) segment operating income includes only Grace's share of income from consolidated and unconsolidated joint ventures.

(C) Certain pension costs include only ongoing costs recognized quarterly, which include service and interest costs, expected returns on plan assets, and amortization of prior servicecosts/credits. Catalysts Technologies and Materials Technologies segment operating income and corporate costs do not include any amounts for pension expense. Other pensionrelated costs including annual mark-to-market adjustments and actuarial gains and losses are excluded from Adjusted EBIT. These amounts are not used by management to evaluatethe performance of Grace's businesses and significantly affect the peer-to-peer and period-to-period comparability of our financial results. Mark-to-market adjustments and actuarialgains and losses relate primarily to changes in financial market values and actuarial assumptions and are not directly related to the operation of Grace's businesses.

(D) Grace's historical tax attribute carryforwards (net operating losses and tax credits) unfavorably affected its tax expense with respect to certain provisions of the Tax Cuts and JobsAct of 2017. To normalize the effective tax rate, an adjustment was made to eliminate the tax expense impact associated with the historical tax attributes.

NM - Not Meaningful

2020 W. R. Grace & Co. | 21

Appendix: Reconciliation of Non-GAAP FinancialMeasures (continued)

Adjusted EBIT by Operating Segment: 2019 Q1 2019 Q2 2019 Q3 2019 Q4 2019 Q1 2020

Catalysts Technologies segment operating income $ 466.8 $ 101.7 $ 125.2 $ 104.7 $ 135.2 $ 82.0Materials Technologies segment operating income $ 97.8 24.0 24.1 26.1 23.6 19.0Corporate costs $ (72.7) (16.2) (18.0) (18.5) (20.0) (15.6)Certain pension costs(B) $ (18.4) (4.8) (4.6) (4.5) (4.5) (3.1)Adjusted EBIT 473.5 104.7 126.7 107.8 134.3 82.3Costs related to legacy matters (103.5) (46.9) (1.5) (3.7) (51.4) (2.7)Restructuring and repositioning expenses (13.7) (2.3) (6.4) (3.4) (1.6) (2.7)Third-party acquisition-related costs (3.6) (0.3) (1.0) (1.4) (0.9) (1.5)Taxes and interest included in equity in earnings ofunconsolidated affiliate (0.3) (0.3) —Benefit plan adjustment (5.0) — — — (5.0) —Write-off of MTO inventory (3.6) — (3.6) — — —Pension MTM adjustment and other related costs, net (85.9) — — — (85.9) —Interest expense, net (74.8) (19.3) (19.2) (18.3) (18.0) (17.7)

(Provision for) benefit from income taxes (56.8) (10.9) (18.8) (27.3) 0.2 (15.7)Net income (loss) attributable to W. R. Grace & Co.

shareholders $ 126.3 $ 24.7 $ 76.2 $ 53.7 $ (28.3) $ 42.0

2020 W. R. Grace & Co. | 22

Appendix: Reconciliation of Non-GAAP FinancialMeasures (continued)

Adjusted Free Cash Flow: YTD 1Q 2020 YTD 1Q 2019Net cash provided by (used for) operating activities 54.6 71.0Cash paid for capital expenditures (57.1) (38.2)Free Cash Flow (2.5) 32.8Cash paid for legacy matters 7.6 3.2Cash paid for repositioning 1.9 3.5Cash paid for restructuring 1.0 3.0Cash paid for third-party acquisition-related costs 1.3 0.3Adjusted Free Cash Flow $ 9.3 $ 42.8

Four Quarters Ended March 31,

Calculation of Adjusted EBIT Return On Invested Capital (trailing four quarters): 2020 2019

Net income (loss) attributable to W. R. Grace & Co. shareholders $ 143.6 $ 148.7

Adjusted EBIT 451.1 465.3

Total equity 383.9 353.8

Reconciliation to Adjusted Invested Capital:Total debt 1,978.3 1,984.1

Underfunded and unfunded defined benefit pension plans 514.8 430.5

Liabilities related to legacy matters 203.1 168.8

Cash, cash equivalents, and restricted cash (193.7) (203.8)

Income taxes, net (498.6) (516.3)

Other 32.0 33.0

Adjusted Invested Capital $ 2,419.8 $ 2,250.1

Return on equity 37.4% 42.0%

Adjusted EBIT Return On Invested Capital 18.6% 20.7%

2020 W. R. Grace & Co. | 23

Appendix: Reconciliation of Non-GAAP FinancialMeasures (continued)

Three Months Ended March 31,2020 2019

(In millions, except per share amounts) Pre-Tax Tax Effect After Tax Per Share Pre-Tax Tax Effect After Tax Per ShareDiluted earnings per share $ 0.63 $ 0.37Restructuring and repositioning expenses $ 2.7 $ 0.6 $ 2.1 0.03 $ 2.3 $ 0.6 $ 1.7 0.03Costs related to legacy matters 2.7 0.6 2.1 0.03 46.9 10.9 36.0 0.54Third-party acquisition-related costs 1.5 0.3 1.2 0.02 0.3 0.1 0.2 —Income tax expense related to historical tax attributes — — — — — —Discrete tax items 0.1 (0.1) — 1.0 (1.0) (0.01)Adjusted EPS $ 0.71 $ 0.93