What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2025-02-27 compared with 2024-02-26 · 404 added, 267 removed, 1292 unchanged (34% of the section changed)

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Deloitte & Touche LLP, the independent registered public accounting firm that also audited the Company’s Consolidated Financial Statements included in this Annual Report on Form 10-K, audited the internal control over financial reporting as of December 31, 2024, and issued their related attestation report which is included herein.

President and Chief Executive Officer

Chairman, President and Chief Executive Officer

(Principal Executive Officer)

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• We tested the mathematical accuracy of management’s calculation of revenue recognized.

• We developed an independent estimate of the future costs and margin at completion, for certain of the over-time service contracts, based on similar contracts and compared our estimates to the estimates of management.

• We evaluated management’s ability to estimate future costs and margins at completion accurately by comparing actual costs and margins at completion for similar contracts that were previously completed to management’s historical estimates for such contracts.

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We have served as the Company's auditor since 1979.

CONSOLIDATED STATEMENT OF OPERATIONS

CONSOLIDATED STATEMENTS OF OPERATIONS

For the year ended December 31,

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(in millions) 2024 2023 2022

Net income before allocation to noncontrolling interests $ 255.9 $ 401.1 $ 435.4

Net income attributable to common shareholders $ 294.7 $ 255.9 $ 401.1

Components of other comprehensive income (loss), net of tax

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Changes in pension and postretirement plan assets and benefit obligation, net of tax 26.5 10.0 30.0

Other comprehensive income (loss), net of tax 30.7 ( 63.3 ) 26.8

Other comprehensive (loss) income, net of tax ( 4.1 ) 30.7 ( 63.3 )

Comprehensive income before allocation to noncontrolling interests 290.6 286.6 337.8

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Other current assets 159.1 100.3

Current assets of discontinued operations — 625.9

Current assets held for sale 217.9 19.3

Total current assets 1,403.2 1,090.8

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Other assets 144.7 133.2

Long-term assets of discontinued operations — 1,504.9

Long-term assets held for sale — 198.9

Total assets $ 2,641.9 $ 2,351.4

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Current liabilities:

Short-term borrowings $ — $ 399.6

Accounts payable 188.2 156.9

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and foreign taxes on income 7.9 14.3

Current liabilities of discontinued operations — 614.7

Current liabilities held for sale 44.1 35.4

Total current liabilities 543.4 467.1

Long-term debt 247.0 248.5

Accrued pension and postretirement benefits 115.0 132.0

Accrued pension, postretirement benefits and post-employment benefits 69.6 115.0

Long-term deferred tax liability 34.8 36.1

Other liabilities 106.1 105.2

Long-term liabilities of discontinued operations — 726.9

Long-term liabilities held for sale — 19.2

Commitments and contingencies (Note 13)

Common shares, par value $ 1.00 ;

66,475,307 and 200,000,000 shares authorized;

56,919,443 and 72,426,389 shares issued;

56,919,443 and 56,325,382 shares outstanding in 2023 and 2022, respectively

66,475,307 shares authorized;

57,290,198 and 56,919,443 shares issued and outstanding in 2024 and 2023, respectively

Capital surplus 425.5 398.2

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Accumulated other comprehensive loss ( 61.9 ) ( 58.0 )

Treasury stock:

16,101,007 treasury shares in 2022.

Total shareholders’ equity 1,638.7 1,357.8

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Operating activities:

Net income attributable to common shareholders $ 294.7 $ 255.9 $ 401.1

Income from discontinued operations, net of tax $ 26.5 $ 80.0 $ 234.7

Net income from continuing operations attributable to common shareholders $ 268.2 $ 175.9 $ 166.4

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Gain on sale of business — — ( 232.5 )

Gain on sale of property — ( 2.8 ) ( 18.5 )

Depreciation and amortization 51.0 35.4 33.7

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Defined benefit plans and postretirement cost (credit) 3.2 8.9 ( 0.6 )

Deferred income taxes ( 21.5 ) 0.8 ( 4.9 )

Deferred income taxes (benefit) ( 11.6 ) ( 18.7 ) ( 18.1 )

Cash used for operating working capital ( 51.8 ) ( 51.3 ) ( 28.0 )

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Investing activities:

Payments for acquisition - net of cash acquired $ ( 90.5 ) $ — $ —

Payments for acquisitions - net of cash acquired and working capital adjustments $ ( 200.5 ) $ ( 90.5 ) $ —

Capital expenditures ( 36.6 ) ( 39.0 ) ( 33.3 )

Proceeds from sale of business — — 318.1

Purchase of marketable securities — — ( 10.0 )

Proceeds from sale of marketable securities — — 40.0

Proceeds from insurance recoveries for damaged property, plant and equipment 1.0 — —

Other investing activities 6.1 0.7 3.6

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Reacquisition of shares on open market — — ( 203.7 )

Stock options exercised, net of shares reacquired 21.8 16.2 14.2

Net (payments) proceeds related to employee stock plans ( 0.9 ) 21.8 16.2

Debt issuance costs — ( 9.0 ) —

Repayments of commercial paper with maturities greater than 90 days — — ( 27.1 )

Proceeds from term loan 300.0 — —

Proceeds from debt 190.0 300.0 —

Proceeds from term facility of discontinued operations — 350.0 399.4

Repayment of term loan ( 450.6 ) — ( 348.1 )

Repayments of debt ( 191.9 ) ( 450.6 ) —

Distribution of Crane NXT, Co.

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Increase in cash and cash equivalents from discontinued operations $ 11.8 $ 58.3 $ 322.8

See Notes to Consolidated Financial Statements

For the year ended December 31,

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— — ( 57.3 ) — — ( 57.3 ) — ( 57.3 )

Reacquisition on open market of 1,959,069 shares

— — — — ( 203.7 ) ( 203.7 ) — ( 203.7 )

Exercise of stock options, net of shares reacquired of 324,465

— — — — 21.9 21.9 — 21.9

Exercise of stock options 0.2 8.8 — — 19.8 28.8 — 28.8

Stock-based compensation — 19.0 — — — 19.0 — 19.0

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Currency translation adjustment — — — 20.8 — 20.8 ( 0.1 ) 20.7

Capital effect of spin-off ( 15.7 ) — ( 832.4 ) — 848.1 — — —

Distribution of Crane NXT, Co.

(Note 1) — — ( 1,228.3 ) 414.5 — ( 813.8 ) — ( 813.8 )

BALANCE DECEMBER 31, 2023 56.9 $ 398.2 $ 960.7 $ ( 58.0 ) $ — $ 1,357.8 $ 2.5 $ 1,360.3

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Impact from settlement of share-based awards, net of shares acquired 0.2 ( 11.6 ) — — — ( 11.4 ) — ( 11.4 )

Impact from settlement of liability PRSUs (Note 8) — 6.1 — — — 6.1 — 6.1

Changes in pension and postretirement plan assets and benefit obligation, net of tax — — — 26.5 — 26.5 — 26.5

Currency translation adjustment — — — ( 30.4 ) — ( 30.4 ) ( 0.2 ) ( 30.6 )

Capital effect of spin-off ( 15.7 ) — ( 832.4 ) — 848.1 — — —

Distribution of Crane NXT, Co.

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Nature of Operations

We are a diversified manufacturer of highly engineered industrial products currently comprised of three reporting segments:

Aerospace & Electronics, Process Flow Technologies, and Engineered Materials.

Our primary end markets include commercial and military aerospace, defense and space, chemical production, pharmaceutical production, water and wastewater, non-residential and municipal construction, energy, along with a wide range of general industrial and certain consumer related end markets.

Crane Company has delivered innovation and technology-led solutions for customers since its founding in 1855.

Today, Crane is a leading manufacturer of highly engineered components for challenging, mission-critical applications focused on the aerospace, defense, space and process industry end markets.

The Company has two reporting segments:

Aerospace & Electronics and Process Flow Technologies.

See Note 4, “Segment Information” for the relative size of these segments in relation to the total company (both net sales and total assets).

Holding Company Reorganization

On May 16, 2022, Crane Co., a Delaware corporation (“Crane Co.”), completed its previously announced reorganization merger pursuant to the Agreement and Plan of Merger, dated as of February 28, 2022 (the “Reorganization Agreement”), by and among Crane Co., Crane Holdings, Co., a Delaware corporation (“Crane Holdings”), and Crane Transaction Company, LLC, a Delaware limited liability company and, as of immediately prior to the consummation of such merger, a wholly-owned subsidiary of Crane Holdings (“Merger Sub”).

The Reorganization Agreement provided for the merger of Crane Co.

and Merger Sub, with Crane Co.

surviving the merger as a wholly-owned subsidiary of Crane Holdings (the “Reorganization Merger”).

Following the Reorganization Merger, on May 16, 2022, Crane Co.

converted from a Delaware corporation into a Delaware limited liability company named “Crane LLC” (such conversion, together with the Reorganization Merger, the “Reorganization”).

Following the Reorganization, substantially all of the assets of Crane LLC were distributed, assigned, transferred, conveyed and delivered to, and certain non-asbestos related liabilities of Crane LLC were assumed by, Crane Holdings.

On May 17, 2022, Crane LLC converted from a Delaware limited liability company to a Delaware corporation named “Crane Co.” Subsequently, on May 26, 2022, Crane Co.

filed a Certificate of Amendment to its Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware, which became effective upon filing, pursuant to which the Crane Co.

officially changed its name from “Crane Co.” to “Redco Corporation”.

The “Crane Co.” name has been reserved for future use by Crane Holdings.

Divestiture Engineered Materials

On November 26, 2024, we entered into an agreement to sell the Engineered Materials segment to KPS Capital Partners, L.P (“KPS”).

We determined that the Engineered Materials segment met the criteria of being reported as a discontinued operation as of December 31, 2024.

As a result, the related assets, liabilities and operating results of Engineered Materials are presented as discontinued operations and, as such, have been excluded from both continuing operations and segment results for all periods presented.

Throughout these notes, unless otherwise indicated, amounts and activity are presented on a continuing operations basis.

See Item 8 under Note 3, “Discontinued Operations,” in the Notes to Consolidated Financial Statements for additional details.

On May 16, 2021, the Company entered into an agreement to sell the Engineered Materials segment to Grupo Verzatec S.A.

(“Verzatec”).

On May 26, 2022, Verzatec terminated the sale agreement and paid $ 7.5 million to the Company in termination fees, which is presented within Miscellaneous income, net on the Consolidated Statements of Operations.

On March 30, 2022, the Company announced that its Board of Directors unanimously approved a plan to pursue a separation into two independent, publicly-traded companies (the “Separation”).

The Separation is expected to occur through a tax-free distribution and is expected to be completed in April 2023, subject to the satisfaction of customary conditions and final approval by Crane Holdings, Co.’s Board of Directors.

On April 3, 2023, Crane Holdings, Co.

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and Crane Company after the Separation.

The Company recorded $ 3.4 million of income within Miscellaneous income, ne t related to transactions under the transition services and tax matters agreements with Crane NXT, Co.

As of December 31, 2023, the Company had a receivable of $ 2.2 million related to the transition services agreement and tax matters agreement.

The tax matter agreement includes to a limited extent, indemnifying Crant NXT, Co.

for uncertain tax benefits which are attributable to the Company’s business.

Such total liability amounts are included in other liabilities on our Consolidated Balance Sheets and were $ 3.1 million and $ 7.0 million as of December 31, 2024 and 2023, respectively.

The Company recorded $ 5.0 million and $ 3.4 million of income within Miscellaneous income, net related to such agreements including a reduction of the indemnification liability resulting from the expiration of statute of limitations on certain tax positions, for the years ended December 31, 2024 and 2023, respectively.

The Company had a receivable of$ 2.0 million as of December 31, 2024 and $ 2.2 million as of December 31, 2023, related to the transition services agreement and tax matters agreement.

Additionally, as part of the Separation, to a limited extent, the Company has agreed to indemnify Crane NXT, Co.

for uncertain tax benefits, which are attributable to the Company’s

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

As of December 31, 2023, the total liability was $ 7.0 million and was included in other liabilities on our Consolidated Balance Sheets.

for uncertain tax benefits, which are attributable to the Company’s business.

On April 3, 2023, prior to the consummation of the Separation, the Board of Directors of Crane Company declared and paid a one-time cash dividend in the amount of $ 275 million to Crane Holdings, Co., its sole stockholder at that time, as part of establishing the capital structure at Crane NXT, Co.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

In connection with the Separation, we distributed net assets of $ 804.5 million through equity, including the cash dividend of $ 275 million and $ 303 million in cash balances.

The net assets distributed includes an adjustment of $9.3 million recorded in the year ended December 31, 2024, to correct the amount previously recognized at the time of the Distribution.

As a result of the Separation, the Payment & Merchandising segment qualified as a discontinued operation and accordingly, the assets, liabilities and results of operations of this segment are reported as discontinued operations.

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In connection with the Redco Sale, Crane Holdings, Co., on behalf of Crane Company, contributed approximately $ 550 million in cash to Redco, which was funded by a combination of short-term borrowings and cash on hand.

As a result of the Redco Sale, all asbestos obligations and liabilities, related insurance assets and associated deferred tax assets have been removed from Crane Holdings, Co.’s consolidated balance sheets effective August 12, 2022.

As a result of the Redco Sale, all asbestos obligations and liabilities, related insurance assets and associated deferred tax assets were removed from Crane Holdings, Co.’s consolidated balance sheets effective August 12, 2022.

A loss on the divestiture of asbestos-related assets and liabilities of $ 162.4 million was recognized in the Consolidated Statements of Operations for the year ended December 31, 2022.

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On April 8, 2022, the Company entered into an agreement to sell the Crane Supply business for CAD 380 million on a cash-free and debt-free basis.

Subsequent to net working capital and other closing adjustments, the sale closed on May 31, 2022 for CAD 402 million.

In August 2022, the Company received CAD 5 million related to a final working capital adjustment.

The sale closed on May 31, 2022 for CAD 402 million and in August 2022, the Company received CAD 5 million related to a final working capital adjustment.

The Company recognized a total gain on sale of $ 232.5 million.

Termination of Agreement to Sell Engineered Materials

On May 16, 2021, we entered into an agreement to sell the Engineered Materials segment to Grupo Verzatec S.A.

(“Verzatec”) for $ 360 million on a cash-free and debt-free basis.

In the second quarter of 2021, the assets and liabilities of the segment were classified as held for sale.

Significant Accounting Policies

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Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the financial statements in the period in which they are determined to be necessary.

Estimates are used when accounting for such items as asset valuations, allowance for doubtful accounts, depreciation and amortization, impairment assessments, reserve for excess and obsolete inventory, reserve for warranty provision, restructuring provisions, employee benefits, taxes, environmental liability and contingencies.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Currency Translation.

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In determining the transaction price of a contract, we exercise judgment to determine the total transaction price when it includes estimates of variable consideration, such as rebates and milestone payments.

We generally estimate variable consideration using the expected value method and consider all available information (historical, current, and forecasted) in estimating these amounts.

We generally estimate variable consideration using the expected value method and

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

consider all available information (historical, current, and forecasted) in estimating these amounts.

Variable consideration is only included in the transaction price to the extent that it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved.

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government or indirectly to the U.S.

government through subcontracts, where revenue recognized using

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

the cost-to-cost method exceeds the amount billed to the customer.

government through subcontracts, where revenue recognized using the cost-to-cost method exceeds the amount billed to the customer.

Contract assets are assessed for impairment and recorded at their net realizable value.

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Cost of goods sold includes the costs of inventory sold and the related purchase and distribution costs.

In addition to material, labor and direct overhead and inventoried cost, cost of goods sold include allocations of other expenses that are part of the production process, such as inbound freight charges, purchasing and receiving costs, inspection costs, warehousing costs, amortization of production related intangible assets and depreciation expense.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

warehousing costs, amortization of production related intangible assets and depreciation expense.

We also include costs directly associated with products sold, such as warranty provisions.

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As of December 31, 2024, we had four reporting units.

At December 31, 2024, Goodwill related to the Engineered Materials segment was classified as held for sale.

See Note 3, “Discontinued Operations” for additional details.

When performing our annual impairment assessment, we compare the fair value of each of our reporting units to our respective carrying value.

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There are inherent uncertainties related to these assumptions, including changes in market conditions, and management judgment is necessary in applying them to the analysis of goodwill impairment.

In addition to the foregoing, for each reporting unit, market multiples are used to

In addition to the foregoing, for each reporting unit, market multiples are used to corroborate

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

corroborate discounted cash flow results where fair value is estimated based on earnings multiples determined by available public information of comparable businesses.

discounted cash flow results where fair value is estimated based on earnings multiples determined by available public information of comparable businesses.

While we believe we have made reasonable estimates and assumptions to calculate the fair value of our reporting units, it is possible a material change could occur.

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Changes to goodwill are as follows:

(in millions) Aerospace & Electronics Process Flow Technologies (a) (b)

Engineered Materials Total

(in millions) Aerospace & Electronics (a)

Process Flow Technologies (b) (c)

Balance as of December 31, 2022 $ 202.3 $ 317.3 $ 519.6

Disposal on sale of business — ( 22.3 ) — ( 22.3 )

Acquisition — 49.9 49.9

Currency translation 0.1 6.8 6.9

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Balance as of December 31, 2024 $ 248.5 $ 413.1 $ 661.6

(a) For the year ended December 31, 2023, adjustments within the Process Flow Technologies segment of $ 49.9 million relate to the acquisition of BAUM, see Note 2 for further information.

(b) For the year ended December 31, 2022, adjustments within the Process Flow Technologies segment of $ 22.3 million relate to the disposition of the Crane Supply business, see Note 1 for further information.

For the year ended December 31, 2024, adjustments within the Aerospace & Electronics segment of $ 46.2 million relate to the acquisition of Vian.

See Note 2 for further information.

For the year ended December 31, 2024, adjustments within the Process Flow Technologies segment of $ 50.3 million relate to the acquisitions of Technifab and CryoWorks.

See Note 2 for further information.

For the year ended December 31, 2023, adjustments within the Process Flow Technologies segment of $ 49.9 million relate to the acquisition of BAUM.

See Note 2 for further information.

Intangibles with indefinite useful lives are tested annually for impairment, or when events or changes in circumstances indicate the potential for impairment.

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Balance at beginning of period, net of accumulated amortization $ 87.1 $ 70.7 $ 77.3

Additions (a)

Additions (a) (b)

Amortization expense ( 17.6 ) ( 6.1 ) ( 5.5 )

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Balance at end of period, net of accumulated amortization $ 159.9 $ 87.1 $ 70.7

(a) For the year ended December 31, 2023, additions of $ 21.1 million relate to the acquisition of BAUM, see Note 2 for further information.

For the year ended December 31, 2024, additions of $ 92.4 million relate to the acquisitions of Vian, CryoWorks and Technifab.

See Note 2 for further information.

For the year ended December 31, 2023, additions of $ 21.1 million relate to the acquisition of BAUM.

See Note 2 for further information.

A summary of intangible assets follows:

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Balance as of December 31, 2022 ( 271.9 ) ( 231.4 ) ( 503.3 )

Other comprehensive income (loss) before reclassifications 19.5 ( 93.1 ) ( 73.6 )

Amounts reclassified from accumulated other comprehensive loss 10.5 — 10.5

Net period other comprehensive income (loss) 30.0 ( 93.1 ) ( 63.1 )

Balance as of December 31, 2022 ( 271.9 ) ( 231.4 ) ( 503.3 )

Other comprehensive (loss) income before reclassifications ( 1.6 ) 20.8 19.2

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Balance as of December 31, 2023 ( 270.8 ) 212.8 ( 58.0 )

Other comprehensive income (loss) before reclassifications 14.5 ( 30.4 ) ( 15.9 )

Amounts reclassified from accumulated other comprehensive loss 12.0 — 12.0

Net period other comprehensive income 26.5 ( 30.4 ) ( 3.9 )

Balance as of December 31, 2024 $ ( 244.3 ) $ 182.4 $ ( 61.9 )

Net of tax benefit of $ 94.2 million, $ 103.0 million and $ 106.6 million for 2024, 2023, and 2022, respectively.

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— ( 0.3 ) ( 1.1 )

( 0.4 ) ( 0.3 ) —

Total before tax $ 15.4 $ 15.6 $ 14.0

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Total reclassifications for the period $ 12.0 $ 11.6 $ 10.5

(a) Includes (charges) credits from discontinued operations of $ 0.0 million , $ 0.7 million and $ 0.7 million in 2023, 2022 and 2021, respectively.

(b) Includes net activity from discontinued operations of$ 0.0 million , $ 0.6 million and $ 1.5 million in 2023, 2022 and 2021, respectively.

(c) Includes charges from discontinued operations of $ 0.3 million, $ 1.1 million and $ 1.1 million in 2023, 2022 and 2021, respectively.

(d) Includes net activity from discontinued operations of $ 0.1 million in 2023.

Includes credits from discontinued operations of $ 0.7 million in 2022.

Includes net activity from discontinued operations of $ 0.6 million in 2022.

Includes charges from discontinued operations of $ 0.3 million and $ 1.1 million in 2023 and 2022, respectively.

Includes net activity from discontinued operations of $ 0.1 million in 2023.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Recent Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (“FASB”) issued ASU No.

2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures (“ASU 2023-07”).

The amendments improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.

In addition, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements.

The amendments in this Update are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

Early adoption is permitted.

The amended guidance is required to be applied on a retrospective basis to all periods presented.

We are currently evaluating this guidance to determine the impact on our disclosures.

Recent Accounting Pronouncements - Not Yet Adopted as of December 31, 2024

In December 2023, the Financial Accounting Standards Board (“FASB”) issued ASU No.

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Improvements to Income Tax Disclosures (“ASU 2023-09”).

The amendments in this Update require that public business entities disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income by the applicable statutory income tax rate).

The amendments in this Update are effective for fiscal years beginning after December 15, 2024.

The amendments require that public business entities disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income by the applicable statutory income tax rate).

The amendments are effective for fiscal years beginning after December 15, 2024 and should be applied on a prospective basis.

We are currently evaluating this guidance to determine the impact on our disclosures.

In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses .

The amendment requires new financial statement disclosures to provide disaggregated information for certain types of expenses, including purchases of inventory, employee compensation, depreciation, and amortization in commonly presented expense captions such as cost of revenue and selling, general and administrative expenses.

The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027.

Early adoption is permitted.

The amendments in this Update should be applied on a prospective basis.

Upon adoption, ASU 2024-03 should be applied on a prospective basis while retrospective application is permitted.

We are currently evaluating this guidance to determine the impact on our disclosures.

Recent Accounting Pronouncements - Adopted

In November 2023, the Financial Accounting Standards Board (“FASB”) issued ASU No.

2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures (“ASU 2023-07”).

The amendments improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.

The amendments were effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

The Company adopted the standard for its annual reporting effective January 1, 2024.

The Company considered the applicability and impact of all other Accounting Standards Updates issued by the Financial Accounting Standards Board (FASB) and determined them to be either not applicable or are not expected to have a material impact on the Company's Consolidated Statement of Operations, Balance Sheets and Cash Flows.

Note 2 – Acquisitions

On October 4, 2023, the Company completed the acquisition of Baum lined piping GmbH (“BAUM”) for $ 93.5 million on a cash-free and debt-free basis, with $ 90.5 million paid in 2023 and $ 3.0 million to be paid in 2024, related to the final working capital adjustment.

BAUM, is a German-based company that designs, manufactures, and distributes lined piping products primarily focused on chemical and industrial end markets.

BAUM has been integrated into the Process Flow Technologies segment.

Technifab Acquisition

On November 1, 2024, the Company completed the acquisition of Technifab Products, Inc.

(“Technifab”) for $ 38.8 million on a cash-free and debt-free basis.

Technifab is a leading provider of vacuum insulated pipe systems and valves for cryogenic applications.

Technifab has been integrated into the Process Flow Technologies segment.

The amount allocated to goodwill reflects the expected cost synergies.

Goodwill from this acquisition is not deductible for tax purposes.

The allocation of consideration transferred to net assets acquired is as follows:

Net assets acquired ( in millions )

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Property, plant and equipment 5.9

Intangible assets 15.0

Goodwill 19.2

Total assets acquired $ 46.2

Total current liabilities $ 2.8

Other liabilities 4.6

Total assumed liabilities $ 7.4

Net assets acquired $ 38.8

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The amounts allocated to acquired intangible assets, and their associated weighted-average useful lives which were determined based on the period in which the assets are expected to contribute directly or indirectly to our future cash flows, consist of the following:

Intangible Assets ( dollars in millions )

Intangible Fair Value Weighted Average Life (in years)

Trademarks/Trade names $ 2.5 9.0

Customer relationships 11.0 12.0

Backlog 1.5 1.0

Total acquired intangible assets $ 15.0

CryoWorks Acquisition

On May 1, 2024, the Company completed the acquisition of CryoWorks, Inc.

(“ CryoWorks ”) for $ 60.7 million on a cash-free and debt-free basis.

During the third quarter of 2024, the Company received $ 1.6 million from the seller related to a final working capital adjustment.

CryoWorks is a leading supplier of vacuum insulated pipe systems for cryogenic and hydrogen applications.

CryoWorks has been integrated into the Process Flow Technologies segment.

The amount allocated to goodwill reflects the expected cost synergies.

Goodwill from this acquisition is not deductible for tax purposes.

Net assets acquired ( in millions )

Total current assets $ 6.6

Property, plant and equipment 0.5

Other assets 1.9

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Net assets acquired $ 59.1

Intangible Assets ( dollars in millions )

Intangible Fair Value Weighted Average Life (in years)

Trademarks/Trade names $ 5.0 16.0

Customer relationships 17.5 12.0

Backlog 1.5 1.0

Total acquired intangible assets $ 24.0

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Vian Acquisition

On January 2, 2024, the Company completed the acquisition of Vian Enterprises, Inc.

(“Vian”) for $ 102.5 million on a cash-free and debt-free basis, and potential additional payments of up to $ 7.5 million depending on the resolution of outstanding contingencies.

During the third quarter of 2024, the Company received $ 3.0 million from the seller related to a final working capital adjustment.

Vian is a global designer and manufacturer of multi-stage lubrication pumps and lubrication system components technology for critical aerospace and defense applications with sole-sourced and proprietary content on commercial and military aircraft platforms.

Vian has been integrated into the Aerospace & Electronics segment.

The amount allocated to goodwill reflects the expected cost synergies.

Goodwill from this acquisition is not deductible for tax purposes.

Net assets acquired ( in millions )

Total current assets $ 21.0

Property, plant and equipment 6.8

Other assets 7.4

Intangible assets 53.4

Goodwill 46.2

Total assets acquired $ 134.8

Total current liabilities $ 6.2

Other liabilities 29.1

Total assumed liabilities $ 35.3

Net assets acquired $ 99.5

Intangible Assets ( dollars in millions )

Intangible Fair Value Weighted Average Life (in years)

Trademarks/trade names $ 2.0 17.0

Customer relationships (a)

Manufacturing know-how 3.2 4.0

Backlog 5.2 1.0

Total acquired intangible assets $ 53.4

The useful life of the customer relationship intangible asset related to Vian of 29 years is primarily driven by large customer relationships tied to sole sourced, long-duration aircraft platforms.

BAUM Acquisition

On October 4, 2023, the Company completed the acquisition of Baum lined piping GmbH (“BAUM”) for $ 93.5 million on a cash-free and debt-free basis.

During the first quarter of 2024, the Company paid $ 3.1 million to the seller, related to the final working capital adjustment.

BAUM, is a German-based company that designs, manufactures, and distributes lined piping products primarily focused on chemical and industrial end markets.

BAUM has been integrated into the Process Flow Technologies segment.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The allocation of consideration transferred to net assets acquired is as follows:

Net assets acquired (in millions)

Total current assets $ 24.7

Property, plant and equipment 18.0

Other assets 9.5

Intangible assets 21.1

Goodwill 49.9

Total assets acquired $ 123.2

Total current liabilities $ 13.2

Other liabilities 16.5

Total assumed liabilities $ 29.7

Net assets acquired $ 93.5

Intangible Assets (dollars in millions)

Intangible Fair Value Weighted Average Life

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Total acquired intangible assets $ 21.1

The fair values of the trade name intangible assets were determined by using an income approach, specifically the relief-from-royalty approach, which is a commonly accepted valuation approach.

Valuation of Intangible Assets

For all acquisitions, the fair values of the trade name and manufacturing know-how intangible assets were determined by using an income approach, specifically the relief-from-royalty approach, which is a commonly accepted valuation approach.

This approach is based on the assumption that in lieu of ownership, a firm would be willing to pay a royalty in order to exploit the related benefits of this asset.

Therefore, a portion of BAUM’s earnings, equal to the after-tax royalty that would have been paid for the use of the asset, can be attributed to our ownership.

The trade names are being amortized on a straight-line basis (which approximates the economic pattern of benefits) over the estimated economic life of 16 years.

Therefore, a portion of earnings, equal to the after-tax royalty that would have been paid for the use of the asset, can be attributed to our ownership.

The fair values of the customer relationships and backlog intangible assets were determined by using an income approach which is a commonly accepted valuation approach.

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The attrition-adjusted future cash flows are then discounted to present value using an appropriate discount rate.

The customer relationship asset is being amortized on a straight-line basis (which approximates the economic pattern of benefits) over the estimated economic life of 12 years.

Intangible assets are being amortized on a straight-line basis which approximates the economic pattern of benefits.

Supplemental Pro Forma Data

BAUM’s results of operations have been included in our financial statements for the period subsequent to the completion of the acquisition on October 4, 2023.

Consolidated pro forma revenue and net income attributable to common shareholders have not been presented since the impact is not material to our financial results for the period.

The results of operations of Technifab, CryoWorks and Vian have been included in our financial statements for the period subsequent to the completion of the respective acquisition dates.

Consolidated pro forma revenue and net income attributable to common shareholders related to these acquisitions have not been presented since their impact is not material to our financial results for the period.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 3 - Discontinued Operations

As discussed in Note 1, Crane Company has reflected the historical consolidated financial statements of Crane Holdings, Co.

with the Payment & Merchandising Technologies segment and other distributed assets and liabilities classified as discontinued operations.

Financial results from discontinued operations:

Engineered Materials

A business is classified as held for sale when management having the authority to approve the action commits to a plan to sell the business, the sale is probable to occur during the next 12 months at a price that is reasonable in relation to its current fair value and certain other criteria are met.

A business classified as held for sale is recorded at the lower of its carrying amount or estimated fair value less cost to sell.

When the carrying amount of the business exceeds its estimated fair value less cost to sell, a loss is recognized and updated each reporting period as appropriate.

Executing on our strategy to focus our growth investments on our two remaining segments, on December 2, 2024, we entered into an agreement to sell our Engineered Materials.

On January 1, 2025, we completed the transaction for approximately $208.0 million on a cash-free and debt-free basis.

The sale was subject to customary closing conditions and regulatory approvals.

In the fourth quarter of 2024, the assets and liabilities of the segment were classified as held for sale, and the segment’s results are presented as discontinued operations.

This change was applied on a retrospective basis.

The following represents financial results from Engineered Materials included in discontinued operations:

For the year ended December 31,

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Operating profit $ 26.7 $ 33.4 $ 32.6

Other expense, net ( 11.2 ) ( 40.0 ) ( 38.4 )

Miscellaneous (expense) income, net ( 0.8 ) 0.5 2.3

Income from discontinued operations $ 25.9 $ 33.9 $ 34.9

Income tax provision 11.4 62.1 31.1

(Benefit from) provision for income taxes ( 0.6 ) 6.0 29.7

Income from discontinued operations, net of tax $ 26.5 $ 27.9 $ 5.2

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The major categories of assets and liabilities included in assets of discontinued operations and liabilities of discontinued operations are as follows:

(in millions) December 31, 2022

(in millions) December 31, 2024 December 31, 2023

Cash and Cash Equivalents $ 1.5 $ —

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Other current assets 1.4 1.4

Current assets of discontinued operations 625.9

Current assets held for sale (a)

Property, plant and equipment, net 25.3 26.0

Long-term deferred tax asset 5.1

Other assets 0.4 0.8

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Goodwill 171.3 171.3

Long-term assets of discontinued operations 1,504.9

Assets of discontinued operations $ 2,130.8

Short term borrowings $ 299.7

Long-term assets held for sale (a)

Assets held for sale $ 217.9 $ 218.2

Accounts payable 16.8 22.2

Accrued liabilities 7.9 13.2

and foreign taxes on income 3.9

Current liabilities of discontinued operations 614.7

Long-term debt 545.1

Accrued pension and postretirement benefits 21.1

Current liabilities held for sale (a)

Long-term deferred tax liability 19.2 18.8

Other liabilities 0.2 0.4

Long-term liabilities of discontinued operations 726.9

Liabilities of discontinued operations $ 1,341.6

Long-term liabilities held for sale (a)

Liabilities held for sale $ 44.1 $ 54.6

We closed on this transaction within one year from the date of our entry into the agreement, and therefore have presented all assets and liabilities as current as of December 31, 2024.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Payment & Merchandising Technologies

As discussed in Note 1, Crane Company has reflected the historical consolidated financial statements of Crane Holdings, Co.

with the Payment & Merchandising Technologies Segment and other distributed assets and liabilities classified as discontinued operations.

The following represents financial results from Payment & Merchandising Technologies included in discontinued operations:

For the year ended December 31,

(in millions) 2024 2023 2022

Net sales $ — $ 329.1 $ 1,339.9

Cost of sales — 174.4 713.7

Selling, general and administrative — 80.0 294.6

Operating profit — 74.7 331.6

Other expense, net — ( 11.2 ) ( 40.0 )

Income from discontinued operations — 63.5 291.6

Income tax provision — 11.4 62.1

Income from discontinued operations, net of tax $ — $ 52.1 $ 229.5

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 4 – Segment Information

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or corporate organizational and functional expenses of a governance nature.

“Corporate expenses-before environmental charges” consist of corporate office expenses including compensation, benefits, occupancy, depreciation, and other administrative costs.

Corporate expenses consist of corporate office expenses including compensation, benefits, occupancy, depreciation, and other administrative costs.

Assets of the business segments exclude general corporate assets, which principally consist of cash and cash equivalents, deferred tax assets, certain property, plant and equipment, and certain other assets.

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We account for intersegment sales and transfers as if the sales or transfers were to third parties at current market prices.

Our segments are reported on the same basis used internally for evaluating performance and for allocating resources.

We currently have three reporting segments:

Aerospace & Electronics, Process Flow Technologies, and Engineered Materials.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The Company’s segments maintain separate financial information.

The Chief Operating Decision Maker (“CODM”), who is the Company’s Chief Executive Officer, uses forecast-to-actual variances and year-over-year variances on a monthly basis when assessing segment performance and forecasts in deciding how to allocate resources among the segments.

The CODM evaluates the performance of the Company’s segments based on operating profit.

We currently have two reporting segments:

Aerospace & Electronics and Process Flow Technologies.

A brief description of each of our current segments is as follows:

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Pumps and Systems include pumps and related products primarily for water and wastewater applications in the industrial, municipal, commercial and military markets.

Engineered Materials

The Engineered Materials segment manufactures fiberglass-reinforced plastic ("FRP") panels and coils, primarily for use in the manufacturing of recreational vehicles ("RVs"), truck bodies and trailers (Transportation), with additional applications in commercial and industrial buildings (Building Products).

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Financial information by reportable segment is set forth below:

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Process Flow Technologies 1,198.5 1,072.8 1,109.4

Engineered Materials 224.3 258.3 228.0

TOTAL NET SALES $ 2,131.2 $ 1,862.1 $ 1,776.7

Cost of Sales:

Aerospace & Electronics $ 574.4 $ 495.2 $ 417.7

Process Flow Technologies 689.0 615.9 697.8

TOTAL COST OF SALES $ 1,263.4 $ 1,111.1 $ 1,115.5

Selling, general and administrative

Aerospace & Electronics $ 149.3 $ 135.1 $ 129.3

Process Flow Technologies 269.2 248.4 243.4

Corporate 93.5 117.1 120.8

TOTAL SELLING, GENERAL AND ADMINISTRATIVE $ 512.0 $ 500.6 $ 493.5

Operating profit:

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Process Flow Technologies 240.3 208.5 168.2

Engineered Materials 33.4 32.6 26.9

Corporate ( 93.5 ) ( 117.1 ) ( 283.2 )

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Process Flow Technologies 26.0 29.1 23.9

Engineered Materials 3.7 3.8 2.2

Corporate — 0.2 0.1

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Process Flow Technologies 28.6 21.4 19.5

Engineered Materials 3.9 5.8 1.6

Corporate 0.1 0.1 0.1

TOTAL DEPRECIATION AND AMORTIZATION $ 51.0 $ 35.4 $ 33.7

For the year ended December 31, 2022, operating profit includes a loss on divestiture of asbestos-related assets and liabilities of $ 162.4 million.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the year ended December 31, 2023, operating profit includes $ 0.6 million restructuring charges.

For the year ended December 31, 2022, operating profit includes a loss on divestiture of asbestos-related assets and liabilities of $ 162.4 million and net restructuring charges of $ 4.2 million.

For the year ended December 31, 2021, operating profit included a restructuring gain of $ 13.2 million.

See Note 16, “Restructuring Charges” for additional details.

Net sales by geographic region:

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Process Flow Technologies 413.1 374.0

Engineered Materials 171.3 171.3

TOTAL GOODWILL $ 661.6 $ 576.4

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Process Flow Technologies 1,265.0 1,164.5

Engineered Materials 191.8 218.6

Corporate 262.8 224.1

Assets Discontinued Operations — 2,130.8

Assets held for sale 217.9 218.2

TOTAL ASSETS $ 2,641.9 $ 2,351.4

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Total Process Flow Technologies $ 1,198.5 $ 1,072.8 $ 1,109.4

Engineered Materials

FRP- Recreational Vehicles $ 73.0 $ 111.9 $ 102.5

FRP- Building Products 117.0 112.5 94.9

FRP- Transportation 34.3 33.9 30.6

Total Engineered Materials $ 224.3 $ 258.3 $ 228.0

Total Net Sales $ 2,131.2 $ 1,862.1 $ 1,776.7

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Postretirement health care and life insurance benefits are provided for certain employees hired before January 1, 1990, who meet minimum age and service requirements.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

A summary of the projected benefit obligations, fair value of plan assets and funded status is as follows:

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Settlements ( 0.5 ) ( 0.1 ) — —

Curtailments — ( 1.0 ) — —

Benefits paid ( 45.3 ) ( 45.2 ) ( 0.4 ) ( 0.5 )

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Funded status $ ( 18.0 ) $ ( 66.9 ) $ ( 2.5 ) $ ( 3.0 )

In the U.S., 2023 actuarial losses in the projected benefit obligation were primarily the result of a decrease in the discount rate.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

In the U.S., 2024 actuarial gain in the projected benefit obligation were primarily the result of an increase in the discount rate.

Other sources of gains or losses such as plan experience, updated census data and minor adjustments to actuarial assumptions generated combined losses of less than 1 % of expected year end obligations.

In the Non-U.S.

countries, 2023 actuarial losses in the projected benefit obligation were primarily the result of decrease in discount rates.

Other sources of gains or losses such as plan experience, updated census data, changes to forecast inflation, mortality table updates and minor adjustments to other actuarial assumptions generated combined losses of approximately 1 % of expected year end obligations.

In the U.S., 2022 actuarial gains in the projected benefit obligation were primarily the result of an increase in the discount rate.

countries, 2024 actuarial gains in the projected benefit obligation were primarily the result of increases in discount rates and updated UK mortality.

In the U.S., 2023 actuarial losses in the projected benefit obligation were primarily the result of a decrease in the discount rate.

In the Non-U.S.

countries, 2022 actuarial gains in the projected benefit obligation were primarily the result of increases in discount rates.

countries, 2023 actuarial losses in the projected benefit obligation were primarily the result of decrease in discount rates.

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Funded status $ ( 18.0 ) $ ( 66.9 ) $ ( 2.5 ) $ ( 3.0 )

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Amounts recognized in accumulated other comprehensive loss consist of:

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(in millions) December 31, 2024 2023

Projected benefit obligation $ 552.7 $ 533.8

Accumulated benefit obligation $ 509.0 $ 549.3

Fair value of plan assets $ 443.6 $ 440.3

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Information for pension plans with a projected benefit obligation in excess of plan assets is as follows

(in millions) December 31, 2024 2023

Projected benefit obligation $ 513.5 $ 552.7

Fair value of plan assets $ 445.8 $ 440.3

Components of net periodic cost (benefit) are as follows:

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Curtailment and settlement loss from discontinued operations 0.3 1.9 — — — —

Net periodic cost (benefit) $ 11.2 $ ( 2.3 ) $ ( 5.9 ) $ — $ 0.1 $ 0.1

Net periodic cost (benefit) (a)

$ 4.3 $ 11.2 $ ( 2.3 ) $ ( 0.3 ) $ — $ 0.1

Includes $ 0.8 million and $ 2.3 million of pension net periodic loss and $ 1.6 million pension net periodic benefit related to discontinued operations for the years ended December 31, 2024,2023, and 2022, respectively.

The weighted average assumptions used to determine benefit obligations are as follows:

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Equity securities include investments in large, mid, and small-capitalization companies located in both developed countries and emerging markets around the world.

Fixed income securities include government bonds of various countries, corporate bonds that are primarily investment-grade, and mortgage-backed securities.

Fixed income securities include government bonds of various countries, corporate bonds that are primarily investment-grade, mortgage-backed securities and other liability hedging assets.

Alternative assets include investments in real estate and hedge funds employing a wide variety of strategies.

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Total Fair Value $ 450.4 $ 2.1 $ — $ 222.9 $ 675.4

(a) Investments are measured at fair value using the net asset value per share practical expedient, and therefore, are not classified in the fair value hierarchy.

Investments are measured at fair value using the net asset value per share practical expedient, and therefore, are not classified in the fair value hierarchy.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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Fixed Income, Government and Corporate — — — 112.7 112.7

International Balanced Funds — — — 1.8 1.8

Property Funds 24.6 — — — 24.6

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Total Fair Value $ 446.1 $ 2.0 $ — $ 244.3 $ 692.4

(a) Investments are measured at fair value using the net asset value per share practical expedient, and therefore, are not classified in the fair value hierarchy.

Investments are measured at fair value using the net asset value per share practical expedient, and therefore, are not classified in the fair value hierarchy.

We expect, based on current actuarial calculations, to contribute cash of approximately $ 16.8 million to our defined benefit pension plans during 2025.

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The expected lives of the awards represent the period of time that options granted are expected to be outstanding.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Activity in our stock option plans for the year ended December 31, 2024, were as follows:

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Exercised ( 223 ) 47.15

Canceled ( 22 ) 69.02

Outstanding on Distribution Date before Equitable Adjustment 1,491 $ 82.84

Outstanding on Distribution Date after Equitable Adjustment 1,580 $ 59.90

Exercised ( 201 ) 53.93

Canceled ( 4 ) 41.32

Options outstanding as of December 31, 2024 1,218 $ 61.33 4.9

Options exercisable as of December 31, 2024 988 $ 55.26 4.3

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Information regarding our stock option activity is as follows:

(in millions, except fair value per award) December 31, 2024 2023 2022

Weighted-average grant-date fair value per award $ 52.50 $ 42.47 $ 32.51

Total fair value of options vested $ 2.7 $ 5.7 $ 5.6

Total intrinsic value of options exercised $ 22.7 $ 24.3 $ 11.8

Aggregate intrinsic value of exercisable options $ 95.4 $ 67.7 $ 26.5

Total proceeds from option exercises $ 10.5 $ 30.3 $ 22.8

Tax benefit relating to option exercises $ 4.1 $ 5.0 $ 1.8

Included in our share-based compensation was expense recognized for our stock option awards of $ 4.0 million, $ 4.5 million and $ 5.1 million in 2024, 2023 and 2022, respectively.

These amounts include expense related to discontinued operations of $ 0.1 million, $ 0.3 million and $ 0.6 million in 2024, 2023 and 2022, respectively.

The weighted-average fair value of options granted during 2023, 2022 and 2021 was $ 42.47 , $ 32.51 and $ 20.82 , respectively.

The total fair value of shares vested during 2023, 2022 and 2021 was $ 5.7 million, $ 5.6 million and $ 6.3 million, respectively.

The total intrinsic value of options exercised during 2023, 2022 and 2021 was $ 24.3 million, $ 11.8 million and $ 36.4 million, respectively.

The aggregate intrinsic value of exercisable options was $ 67.7 million, $ 26.5 million and $ 33.9 million

as of December 31, 2023, 2022 and 2021, respectively.

The total proceeds received from these option exercises during 2023, 2022 and 2021 were $ 30.3 million, $ 22.8 million and $ 26.4 million, respectively.

The tax benefit realized for the tax deductions from these option exercises was $ 5.0 million, $ 1.8 million and $ 5.5 million as of December 31, 2023, 2022 and 2021, respectively.

As of December 31, 2024, there was $ 3.4 million of total future compensation cost related to unvested share-based awards to be recognized over a weighted-average period of 1.15 years.

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These amounts include expense related to discontinued operations of $ 0.3 million, $ 0.9 million and $ 2.5 million in 2024, 2023 and 2022, respectively.

The tax benefit (detriment) for the vesting of the restricted share units was $ 2.0 million, $ 1.2 million and $( 0.1 ) million as of December 31, 2023, 2022 and 2021, respectively.

The tax benefit for the vesting of the restricted share units was $ 6.5 million, $ 2.0 million and $ 1.2 million as of December 31, 2024, 2023 and 2022, respectively.

As of December 31, 2024, there was $ 20.1 million of total future compensation cost related to restricted share unit and performance-based restricted share unit awards, to be recognized over a weighted-average period of 1.46 years.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Changes in our restricted share units for the year ended December 31, 2024, were as follows:

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Performance-based restricted share units granted 48 151.79

Performance-based restricted share units forfeited ( 2 ) 97.31

Outstanding on Distribution Date before Equitable Adjustment 590 $ 104.77

Outstanding on Distribution Date after Equitable Adjustment 572 $ 66.79

Restricted share units granted 21 74.66

Restricted share units vested ( 22 ) 73.96

Restricted share units forfeited ( 8 ) 71.29

Performance-based restricted share units granted 4 57.13

Performance-based restricted share units vested ( 60 ) 72.38

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The awards are fair valued throughout the vesting period via the Monte Carlo simulation.

During the year ended December 31, 2023, the Company recognized $ 7.9 million in share-based compensation expense related to the liability PRSUs.

As of December 31, 2023, the total liability related to these awards was $ 10.0 million and was included in other liabilities on our Consolidated Balance Sheets.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

During the years ended December 31, 2024 and 2023, the Company recognized $ 3.5 million and $ 7.9 million in share-based compensation expense related to the liability PRSUs, respectively.

During 2024, 101,182 units vested and were settled by Crane NXT Co.

The impact from settlement of this liability was reflected on the Consolidated Statement of Changes in Equity as a $ 6.1 million capital contribution.

As of December 31, 2024 and 2023, the total liability related to these awards was $ 7.4 million and$ 10.0 million, respectively, and included in other liabilities on our Consolidated Balance Sheets.

Note 9 - Leases

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We do not believe it is probable that any amount will be owed under this guarantee.

Therefore, no amount related to the residual value

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

guarantee is included in the lease payments used to measure the right-of-use asset and lease liability.

Therefore, no amount related to the residual value guarantee is included in the lease payments used to measure the right-of-use asset and lease liability.

We have not entered any other leases where a residual value guarantee is provided to the lessor.

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Total lease cost $ 24.3 $ 21.1 $ 21.8

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The weighted average remaining lease terms and discount rates for our operating leases were as follows:

December 31, 2024 2023

Weighted-average remaining lease term - operating leases 7.6 7.7

Weighted-average remaining lease term - operating leases (in years) 6.9 7.6

Weighted-average discount rate - operating leases 4.3 % 4.2 %

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Total provision for income taxes $ 70.3 $ 57.2 $ 70.1

* Included in the above amounts are excess tax benefits from share-based compensation of $ 6.0 million, $ 1.5 million and $ 3.7 million in 2023, 2022 and 2021, respectively, which were reflected as reductions in our provision for income taxes in 2023, 2022 and 2021.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

11 unchanged sentences

deduction for foreign - derived intangible income ( 1.5 ) % ( 1.9 ) % ( 1.0 ) %

Deferred tax asset related to the sale of a subsidiary — % 7.6 % ( 8.8 ) %

Nondeductible loss due to Asbestos Divestiture — % 14.3 % — %

Asbestos Divestiture

— % — % 16.4 %

Non-deductible expenses 2.5 % 4.4 % 3.3 %

Equity Compensation ( 2.6 ) % ( 2.1 ) % ( 0.6 ) %

Other ( 0.7 ) % 0.8 % ( 1.5 ) %

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Inventories 30.0 22.7

Deferred tax asset related to the sale of a subsidiary 7.2 —

Capitalized research and development 28.1 22.0

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Basis difference in intangible assets ( 67.4 ) ( 53.0 )

Pension and post-retirement benefits ( 2.0 ) —

Deferred tax on non-U.S.

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Employee related expenses $ 116.2 $ 107.8

Warranty 4.1 3.0

Current lease liabilities 13.0 10.4

Contract liabilities 36.3 41.0

Environmental liabilities 7.9 8.7

Other 129.8 92.6

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The environmental remediation liability as of December 31, 2024 is substantially related to the former manufacturing site in Goodyear, Arizona (the “Goodyear Site”) discussed below.

On June 21, 2021, we completed the sale of substantially all of the property associated with what we have historically called the Goodyear Site for $ 8.7 million, retaining only a small parcel on which our remediation and treatment systems are located.

We will continue to be responsible for all remediation costs associated with the Goodyear Site.

On August 12, 2022, Crane Holdings, Co., Crane Company, a then wholly-owned subsidiary of Crane Holdings, Co., and Redco Corporation (f/k/a Crane Co., (“Redco”)) a then wholly-owned subsidiary of Crane Company that held liabilities including asbestos liabilities and related insurance assets, entered into a Stock Purchase Agreement (the “Redco Purchase Agreement”) with Spruce Lake Liability Management Holdco LLC (“Redco Buyer”), an unrelated third party long-term liability management company specializing in the acquisition and management of legacy corporate liabilities, whereby Crane Company transferred to Redco Buyer all of the issued and outstanding shares of Redco (the “Redco Sale”).

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As noted above, however, Crane Company has agreed to indemnify Redco and Redco Buyer against the Goodyear, Roseland, and Crab Orchard environmental liabilities.

Thus, references below in this Note 13 to “we”, and “us” refer to Crane Company in its capacity as the primarily responsible party for the Goodyear and Roseland Sites, and as indemnitor to the Redco Buyer on the Crab Orchard Site.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Thus, references below in this Note 12 to “we”, and “us” refer to Crane Company in its capacity as the primarily responsible party for the Goodyear and Roseland Sites, and as indemnitor to and agent for the Redco Buyer on the Crab Orchard Site.

Goodyear Site

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(n/k/a Redco) acquired UPI’s parent company, UniDynamics Corporation.

UPI was an indirect subsidiary of Crane Holdings, Co.

UPI was an indirect subsidiary of Crane

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Holdings, Co.

pre-Separation and became an indirect subsidiary of Crane Company following completion of the Separation.

10 unchanged sentences

Accordingly, in 2019, we recorded a pre-tax charge of $ 18.9 million, net of reimbursements, to extend our forecast period through 2027 and reflect our revised workplan.

The remediation of the PGA North Site comprises two main remedial components:

a plume management and remediation system (in accordance with the requirements of the 2006 Consent Decree) and source area remediation (to comply with the requirements of the 2014 ROD Amendment).

The 2019 conceptual agreement and modified remedial approach focused on enhanced extraction of contaminated groundwater and targeted reinjection of treated groundwater and was designed to accelerate remedial progress at the site.

The modified remedial approach required certain capital investments and infrastructure upgrades across the broader plume area, with the final components of this approach commissioned in 2022.

In addition, the modified source area treatment remedy was commissioned in late 2023.

As part of our approved remedial plans, the Company is required to conduct periodic groundwater monitoring to demonstrate the effectiveness of these system enhancements and provide the EPA with a report evaluating remedial performance, restoration time frames and potential inefficiencies (which may warrant further system upgrade or modifications).

The year 2027 was selected as a milestone to enable the collection of 3 to 4 years of post-commissioning data, analysis of data and submission of a performance monitoring report to the EPA with recommendations.

This report will document the project restoration time frames for groundwater and outline the future operational scheme, including the key milestones for transitioning from active groundwater treatment to monitoring only.

This report will be submitted to the EPA for approval and in combination with regulatory discussions and consultations, is expected to provide clarity on future remedial requirements at the site and associated costs.

The total estimated gross liability was $ 16.4 million and $ 20.7 million as of December 31, 2024 and 2023, respectively, and as described below, a portion is reimbursable by the U.S.

The current portion of the total estimated liability was $ 7.8 million and $ 7.7 million as of December 31, 2023 and 2022, respectively, and represents our best estimate, in consultation with our technical advisors, of total remediation costs expected to be paid during the next twelve-month period.

The current portion of the total estimated liability was $ 7.8 million as of December 31, 2024 and 2023, and represents our best estimate, in consultation with our technical advisors, of total remediation costs expected to be paid during the next twelve-month period.

It is not possible at this point to reasonably estimate the amount of any obligation in excess of our current accruals through the 2027 forecast period because of the aforementioned uncertainties, in particular, the continued significant changes in the Goodyear Site conditions and additional expectations of remediation activities experienced in recent years.

6 unchanged sentences

Government are received.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Other Environmental Matters

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In response to changes in remediation standards, in 2014 we began to conduct further site characterization and delineation studies at the Site.

We are in the late stages of our remediation activities at the Site, which include a comprehensive delineation of contaminants of concern in soil, groundwater, surface water, sediment, and indoor air in certain buildings, all in accordance with the New Jersey Department of Environmental Protection guidelines and directives.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

We have completed a comprehensive delineation of contaminants of concern in soil, groundwater, surface water, sediment, and indoor air in certain buildings, as well as required soil and groundwater remediation at the site all in accordance with the New Jersey Department of Environmental Protection guidelines and directives.

We submitted our remediation completion reports to the New Jersey Department of Environmental Protection and are awaiting feedback and acceptance.

We anticipate that only periodic monitoring will be required at the site for the near to medium term.

Marion, IL Site

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General Dynamics Ordnance and Tactical Systems, Inc.

(“GD-OTS”) is in the process of conducting a remedial investigation and feasibility study (“RI-FS”) for portions of the Crab Orchard Site (the “AUS-OU”), which include areas where we maintained operations, pursuant to an Administrative Order on Consent (the “AOC”).

(“GD-OTS”) is in the process of conducting a remedial investigation and feasibility study (“RI-FS”) for portions of the Crab Orchard Site, which include areas where UniDynamics maintained operations, pursuant to an Administrative Order on Consent (the “AOC”).

A remedial investigation report was approved in February 2015, and work on the feasibility study is underway.

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Subsequently, Redco entered discussions directly with GD-OTS and reached an agreement, as of July 13, 2021, to contribute toward GD-OTS’s past RI-FS costs associated with the first-phase areas for an immaterial amount.

We, as indemnitor, have also agreed to pay a modest percentage of future RI-FS costs and the United States’ claimed past response costs relative to the first-phase areas, a sum that has proven to be and we expect to continue to be, in the aggregate, an immaterial amount.

We, as indemnitor, have also agreed to pay a modest percentage of future RI-FS costs and the United States’ claimed past response costs relative to the first-phase areas, a sum that has proven to be and that we expect to continue to be, in the aggregate, an immaterial amount.

We understand that GD-OTS has also reached agreements with the U.S.

Government and other participating PRPs related to the first-phase areas of concern.

Negotiations between GD-OTS, the U.S.

Government and remaining participants are underway with respect to resolution of the U.S.

Government’s liability for, and contribution claims with respect to, RI/FS costs associated with the remaining areas of the site, including those portions of the Crab Orchard Site where Redco’s predecessor conducted manufacturing and research activities.

The participants have reached agreement in principle on a framework for resolving the U.S.

Government’s share of RI/FS costs, subject to consummation of a mutually-agreeable consent decree.

Further, we have reached a preliminary agreement in principle with GD-OTS on our contribution to the United States’ claimed past response costs, for an immaterial amount, also conditioned on consummation of the consent decree, and further conditioned on a separate agreement to memorialize the parties’ agreement with respect to the United States’ response costs.

At present, we cannot predict whether or when these negotiations will result in definitive agreements.

Negotiations remain ongoing between us and GD-OTS regarding a potential resolution of GD-OTS’ claim for costs that it has incurred in performing its obligations under the AOC.

Following negotiations between GD-OTS, the U.S.

Government and remaining participants with respect to resolution of the U.S.

Government’s share of RI/FS costs, which was lodged for entry with the United States District Court for the Southern District of Illinois on January 10, 2025.

As part of these negotiations, and in order to obtain the protections provided by the draft consent decree, we have reached agreement with GD-OTS on our contribution to the United States’ claimed past response costs, for an immaterial sum, and have executed separate settlement and escrow agreements to memorialize the parties’ agreement with respect to the United States’ response costs.

Negotiations remain ongoing between us and GD-OTS regarding a potential resolution of GD-OTS’ claim for costs that it has incurred and expects to incur in performing its obligations under the AOC.

We at present cannot predict when any determination of the ultimate allocable share of GD-OTS response costs for which we may be liable is likely to be completed.

1 unchanged sentence

It is not possible at this time to reasonably estimate the total amount of any obligation for remediation of the Crab Orchard Site as a whole because the allocation among PRPs, selection of remediation alternatives, and concurrence of regulatory authorities have not yet advanced to the stage where a reasonable estimate can be made.

Insurers with contractual coverage obligations for this site have been notified of this potential liability and have been providing coverage, subject to reservations of rights.

Insurers with

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

contractual coverage obligations for this site have been notified of this potential liability and have been providing coverage, subject to reservations of rights.

LyondellBasell Chemical Leak

In July 2023, Crane Company, along with certain of its subsidiaries (“Crane”), were added as defendants in ongoing product liability/personal injury lawsuits filed by 58 victims of a 2021 chemical leak incident that occurred at a LyondellBasell facility in La Porte, Texas.

The multi-district lawsuits were consolidated for proceedings in state court in Harris County, Texas, and have been pending since 2021, when the initial set of defendants were sued.

Crane is alleged to have manufactured a valve involved in the incident.

Plaintiffs also added other defendants to the suits in July 2023 who allegedly either sold or serviced the subject valve or a valve accessory, and discovery for the newly added defendants began moving forward in February 2024.

Crane has valid defenses, and insurance coverage that attaches after a modest self-insured retention.

All of our insurance providers have been notified of this potential liability and have been cooperating with Crane as it engages in the litigation process.

An initial settlement agreement was reached with a portion of the claimants in September 2024, and final settlement agreements were reached with all remaining claimants in February 2025.

The entire settlement amount, except for our modest deductible obligation, was within our coverage limits and the insurance carriers have committed to fully fund the settlements.

We have recognized a liability as of December 31, 2024 for the settled claims.

In conjunction with the liability, a corresponding receivable was recorded as these matters are fully insured.

There is no material loss related to this matter as it is covered by insurance.

Marion Site Hurricane Damage and Recovery

In September 2024, our manufacturing site in Marion, North Carolina was directly affected by flooding from Hurricane Helene.

Our insurance generally covers the repair or replacement of assets that suffered damage or loss and also provides business interruption coverage, including lost profits, and reimbursement for other expenses and costs that have been incurred relating to the damages and losses suffered.

The recovery related to business interruption will be recognized when realized and received.

We are working with our insurance carrier to assess the damage and ascertain the amount of insurance recoveries due to us as a result of the damage and loss we incurred, as such the timing of insurance proceeds may lag behind actual losses incurred.

For the year ended December 31, 2024, we incurred expenses of $ 23.3 million related to damages caused by the hurricane, which included professional fees to restore and maintain the site and the write-off of damaged property, equipment and inventory.

For the year ended December 31, 2024 we have received insurance recoveries of $ 20.0 million and have an insurance receivable of $ 2.8 million, which is net of the $ 0.5 million deductible.

These costs and insurance recoveries are included in Selling, general and administrative expenses in the Consolidated Statements of Operations.

The following table summarizes the estimated loss from this event, net of insurance recoveries:

(in millions)

For the year ended December 31, 2024

Site clean-up and remediation costs $ 18.7

Impairment and repairs of property, plant and equipment 2.3

Impairment and rework of inventory 1.8

Total losses and expenses $ 23.3

Insurance recoveries received 20.0

Insurance recoveries receivable (a)

Loss from natural disaster, net of insurance recoveries $ 0.5

Included in Other current assets in the Consolidated Balance Sheets.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Asbestos Liability

23 unchanged sentences

(in millions) December 31, 2024 2023

364 -Day Credit Agreement

Total short-term borrowings $ — $ 399.6

Term Facility (a)

$ 247.0 $ 248.5

Total long-term debt $ 247.0 $ 248.5

2 unchanged sentences

On April 3, 2023, the Company borrowed the full amount of the Term Facility.

The Company made principal prepayments of $ 50.6 million on the Term Facility during the year ended December 31, 2023.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1 unchanged sentence

The corresponding amendment established incremental revolving commitments in an aggregate amount of $ 300 million and refreshed the incremental capacity under the Company’s existing credit agreement.

The Company made principal prepayments of $1.9 million and $ 50.6 million on the Term Facility during the years ended December 31, 2024 and 2023, respectively.

As of December 31, 2024, there were no outstanding borrowings under the Revolving Facility.

The Revolving Facility allows us to borrow, repay and re-borrow funds from time to time prior to the maturity of the Revolving Facility without any penalty or premium, subject to customary borrowing conditions for facilities of this type and the reimbursement of breakage costs.

22 unchanged sentences

The standards also establish a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The standards describe three levels of inputs that may be used to measure fair value:

Quoted prices in active markets for identical or similar assets and liabilities.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Quoted prices for identical or similar assets and liabilities in markets that are not active or observable inputs other than quoted prices in active markets for identical or similar assets and liabilities.

9 unchanged sentences

Based on these inputs, the derivatives are classified within Level 2 of the valuation hierarchy.

Such derivative receivable amounts are recorded within “Other current assets” on our Consolidated Balance Sheets and were $ 0.1 million and $ 0.1 million as of December 31, 2023 and 2022, respectively.

Such derivative liability amounts are recorded within “Accrued liabilities” on our Consolidated Balance Sheets and was $ 0.1 million as of December 31, 2023.

The Company had no such derivative liability as of December 31,2022

Such derivative receivable amounts are recorded within “Other current assets” on our Consolidated Balance Sheets and was $ 0.1 million as of December 31, 2023.

The Company had no such derivative receivable as of December 31, 2024.

Such derivative liability amounts are recorded within “Accrued liabilities” on our Consolidated Balance Sheets and was $ 1.1 million and $ 0.1 million as of December 31,2024 and 2023, respectively.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 16 – Restructuring

2022 Repositioning - In the fourth quarter of 2022, in response to economic uncertainty, we initiated modest workforce reductions of approximately 160 employees, or about 2 % of our global workforce.

We expect to complete the program in the first quarter of 2024.

In the fourth quarter of 2022, in response to economic uncertainty, we initiated modest workforce reductions of approximately 160 employees, or about 2 % of our global workforce.

We recorded a charge of $ 7.8 million for the year ended December 31, 2022.

2019 Repositioning - In the fourth quarter of 2019, we initiated actions to consolidate two manufacturing operations in Europe within our Process Flow Technologies segment.

We completed the program in the fourth quarter of 2024.

In the fourth quarter of 2019, we initiated actions to consolidate two manufacturing operations in Europe within our Process Flow Technologies segment.

In 2020, we recorded additional severance costs related to the final negotiation with the works council/union at both locations.

These actions, taken together, included workforce reductions of approximately 180 employees, or about 2 % of our global workforce.

We expect to complete the program in the first quarter of 2024.

We recorded a restructuring gain of $ 4.0 million for the year ended December 31, 2022 and a charge of $ 0.1 million for the year ended December 31, 2021.

Restructuring Charges (Gains), Net

We recorded restructuring charges (gains) which are reflected in the Consolidated Statements of Operations, as follows:

(in millions) For the year ended December 31, 2023 2022 2021

Aerospace & Electronics

$ — $ 1.5 $ —

Process Flow Technologies 0.9 2.3 ( 13.2 )

Engineering Materials ( 0.3 ) 0.4 —

Total restructuring charges (gains), net $ 0.6 $ 4.2 $ ( 13.2 )

The following table summarizes our restructuring charges (gains) by program, cost type and segment for the years ended December 31, 2023, 2022 and 2021:

December 31, 2023 December 31, 2022 December 31, 2021

(in millions) Severance Other Total Severance Other Total Severance Other Total

Aerospace & Electronics $ — $ — $ — $ 1.5 $ — $ 1.5 $ — $ — $ —

Process Flow Technologies ( 0.1 ) 1.0 0.9 6.3 — 6.3 — — —

Engineered Materials ( 0.3 ) — ( 0.3 ) 0.4 — 0.4 — — —

2022 Repositioning ( 0.4 ) 1.0 0.6 8.2

Process Flow Technologies $ — $ — $ — $ — $ — $ — $ ( 0.1 ) (a) $ — $ ( 0.1 )

2020 Repositioning (c)

— — — — — — ( 0.1 ) — ( 0.1 )

Process Flow Technologies $ — $ — $ — $ ( 1.2 ) (a)

$ ( 2.8 ) (b)

$ ( 4.0 ) $ 0.1 $ — $ 0.1

2019 Repositioning — — — ( 1.2 ) ( 2.8 ) ( 4.0 ) 0.1 — 0.1

Process Flow Technologies $ — $ — $ — $ — $ — $ — $ ( 0.4 ) (a)

$ ( 12.8 ) (b)

2017 Repositioning (c)

We recorded a restructuring gain of $ 4.0 million for the year ended December 31, 2022.

We completed the program in the first quarter of 2024.

Restructuring Liability

The following table summarizes the accrual balances related to these restructuring charges by program:

(in millions) 2022 Repositioning 2019 Repositioning Total

Balance as of December 31, 2023 (a)

$ 4.5 $ 0.2 $ 4.7

Total $ ( 0.4 ) $ 1.0 $ 0.6 $ 7.0 $ ( 2.8 ) $ 4.2 $ ( 0.4 ) $ ( 12.8 ) $ ( 13.2 )

Reflects changes in estimates for increases and decreases in costs related to our restructuring programs.

Reflects a pre-tax gain related to the sale of real estate.

2020 and 2017 programs are completed and we do not expect to incur additional restructuring charges.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Utilization ( 4.5 ) ( 0.2 ) ( 4.7 )

Balance as of December 31, 2024 $ — $ — $ —

Included within Accrued Liabilities in the Consolidated Balance Sheets.

The following table summarizes the cumulative restructuring costs, net incurred through December 31, 2024.

4 unchanged sentences

Process Flow Technologies 6.2 1.0 7.2

Engineered Materials 0.1 — 0.1

2022 Repositioning $ 7.7 $ 1.0 $ 8.7

1 unchanged sentence

2019 Repositioning $ 14.9 $ ( 2.8 ) $ 12.1

Restructuring Liability

The following table summarizes the accrual balances related to these restructuring charges by program:

(in millions) 2022 Repositioning 2019 Repositioning Total

Balance as of December 31, 2022 (b)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 17 – Unaudited Quarterly Financial Data

(in millions, except per share data)

For year ended December 31, First Quarter Second Quarter Third Quarter Fourth Quarter Full Year

Net sales $ 510.2 $ 528.6 $ 548.3 $ 544.1 $ 2,131.2

Cost of sales 303.4 317.1 321.3 321.6 1,263.4

Gross profit 206.8 211.5 227.0 222.5 867.8

Operating profit 81.3 89.3 99.0 0.0 86.2 355.8

Net income from continuing operations attributable to common shareholders 58.8 66.3 72.8 70.3 268.2

Income from discontinued operations, net of tax 6.0 5.3 4.5 10.7 26.5

Net income attributable to common shareholders $ 64.8 $ 71.6 $ 77.3 $ 81.0 $ 294.7

Earnings per basic share:

Earnings per basic share from continuing operations $ 1.03 $ 1.16 $ 1.27 $ 1.23 $ 4.69

Earnings per basic share from discontinued operations (b)

0.11 0.09 0.08 0.18 0.46

Charges (Gain) (a)

Utilization ( 4.3 ) ( 2.2 ) ( 6.5 )

Balance as of December 31, 2023 (b)

Earnings per basic share $ 1.14 $ 1.25 $ 1.35 $ 1.41 $ 5.15

Diluted earnings per share:

Earnings per diluted share from continuing operations $ 1.02 $ 1.14 $ 1.25 $ 1.20 $ 4.60

Earnings per diluted share from discontinued operations (b)

0.10 0.09 0.08 0.18 0.45

Included within “Restructuring charges (gains), net” in the Consolidated Statements of Operations.

Included within Accrued Liabilities in the Consolidated Balance Sheets.

Earnings per diluted share $ 1.12 $ 1.23 $ 1.33 $ 1.38 $ 5.05

Net sales $ 451.5 $ 452.4 $ 473.9 $ 484.3 $ 1,862.1

Cost of sales 261.1 266.0 283.6 300.4 1,111.1

Gross profit 190.4 186.4 190.3 183.9 751.0

Operating profit 66.1 53.3 68.6 62.4 250.4

Net income from continuing operations attributable to common shareholders 47.4 35.9 49.0 43.6 175.9

Income from discontinued operations, net of tax 58.3 9.7 6.2 5.8 80.0

Net income attributable to common shareholders $ 105.7 $ 45.6 $ 55.2 $ 49.4 $ 255.9

Earnings per basic share:

Earnings per basic share from continuing operations $ 0.84 $ 0.63 $ 0.86 $ 0.77 3.10

Earnings per basic share from discontinued operations 1.03 0.17 0.11 0.10 1.41

Earnings per basic share $ 1.87 $ 0.80 $ 0.97 $ 0.87 $ 4.51

Diluted earnings per share:

Earnings per diluted share from continuing operations $ 0.83 $ 0.62 $ 0.85 $ 0.76 3.06

Earnings per diluted share from discontinued operations 1.01 0.17 0.11 0.10 1.39

Earnings per diluted share $ 1.84 $ 0.79 $ 0.96 $ 0.86 $ 4.45

(a) Quarterly totals may not foot across due to rounding.

(b) Includes the tax benefit on the outside tax basis difference related to the divestiture of Engineered Materials.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 18 – Subsequent Events

On January 2, 2024, the Company completed the acquisition of Vian Enterprises, Inc.

(“Vian”) for $ 103 million on a cash-free and debt-free basis, subject to a net working capital adjustment and potential additional payments of up to $ 7.5 million depending on the resolution of outstanding contingencies.

The company borrowed $ 100 million under its existing revolving credit facility to fund the acquisition.

Vian will be included in the Aerospace & Electronics segment.

Effective on January 1, 2025, the Company completed the sale of the Engineered Materials segment to KPS for approximately $ 208.0 million, on a cash-free and debt-free basis.

In connection with the divestiture, the Company will recognize a pre-tax gain of approximately $ 35 million, subject a net working capital adjustment and will be recorded in income from discontinued operations.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data