UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
−Removed: On February 17, 2022, the Company's Board of Directors approved a share repurchase program authorizing the Company to repurchase up to 20 million shares of the Company's outstanding common stock from time to time on the open market or in privately negotiated transactions.
+Added: On February 17, 2022, the Company's Board of Directors approved a share repurchase program authorizing the Company to repurchase up to 20 million shares of the Company's outstanding common stock from time to time on the open market or in privately negotiated transactions, with 13 million shares remaining authorized under the share repurchase program as of March 31, 2023.
There is no expiration date for the repurchase program, and the timing and amount of repurchases under the program are determined by the Company's management based on market conditions and other factors.
The repurchase program may be suspended or discontinued at any time by the Board of Directors.
−Removed: During the year-to-date period ended September 30, 2022, the Company purchased 6,000,000 shares of its common stock at an average share price of
−Removed: $62.67, including 2,000,000 shares at an average share price of $66.57 during the third quarter of 2022, leaving 14 million shares authorized for repurchase under the share repurchase program as of September 30, 2022.
−Removed: The following table provides details about our share repurchases during the fiscal quarter ended September 30, 2022.
−Removed: Period Total number
−Removed: Average price
−Removed: paid per share
−Removed: of shares (or units)
−Removed: as part of publicly
−Removed: announced plans or
−Removed: programs Maximum number
−Removed: (or approximate dollar
−Removed: value) of shares
−Removed: (or units) that may yet be
−Removed: purchased under the
−Removed: plans or programs
−Removed: July 2 - July 31 — $ — N/A N/A
−Removed: Aug 1 - Aug 31 2,000,000 66.57 2,000,000 14,000,000
−Removed: Sep 1 - Sep 30 — — N/A N/A
−Removed: Total 2,000,000 $ 66.57 2,000,000 14,000,000
+Added: During the quarter ended March 31, 2023, the Company did not repurchase any of its common stock.
Number Description
3.1 Restated Certificate of Incorporation of Fortive Corporation (incorporated by reference to Exhibit 3.1 to Fortive Corporation’s Quarterly Report on Form 10-Q for the fiscal quarter ended July 1, 2022, File No.
−Removed: 3.2 Amended and Restated Bylaws of Fortive Corporation (incorporated by reference to Exhibit 3.2 to Fortive Corporation’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, File No 1-37654).
−Removed: 10.1 Second Amended and Restated Credit Agreement, dated as of October 18, 2022, among Fortive Corporation, Bank of America, N.A., as Administrative Agent and USD Swing Line Lender, Bank of America, N.A., London Branch, as Alternative Currency Swing Line Lender, and the lenders referred to therein (incorporated by reference to Exhibit 10.1 to Fortive Corporation's Current Report on Form 8-K filed on October 20, 2022, File No.
−Removed: 10.2 364-Day Term Loan Credit Agreement, dated as of October 18, 2022, among Fortive Corporation, Bank of American, N.A., as Administrative Agent, and the lenders referred to therein (incorporated by reference to Exhibit 10.1 to Fortive Corporation's Current Report on Form 8-K filed on October 20, 2022, File No.
+Added: 3.2 Amended and Restated Bylaws of Fortive Corporation (incorporated by reference from Exhibit 3.1 to Fortive Corporation’s Current Report on Form 8-K, filed on November 8, 2022 (Commission File No.
+Added: 10.1 Fortive Corporate Executive Officer Cash Severance Policy (incorporated by reference from Exhibit 10.1 to Fortive Corporation’s Current Report on Form 8-K, filed on March 2, 2023 (Commission File No.
31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
8 unchanged sentences
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document (1)
−Removed: 104 The cover page from this Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, formatted in Inline XBRL and contained in Exhibit 101
+Added: 104 The cover page from this Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, formatted in Inline XBRL and contained in Exhibit 101
(1) Exhibit 101 to this report includes the following documents formatted in Inline XBRL (Extensible Business Reporting Language):
−Removed: (i) Consolidated Condensed Balance Sheets as of September 30, 2022 and December 31, 2021, (ii) Consolidated Condensed Statements of Earnings for the three and nine month periods ended September 30, 2022 and October 1, 2021, (iii) Consolidated Condensed Statements of Comprehensive Income for the three and nine month periods ended September 30, 2022 and October 1, 2021, (iv) Consolidated Condensed Statement of Changes in Equity for the three and nine month periods ended September 30, 2022 and October 1, 2021, (v) Consolidated Condensed Statements of Cash Flows for the nine month periods ended September 30, 2022 and October 1, 2021, and (vi) Notes to Consolidated Condensed Financial Statements.
+Added: (i) Consolidated Condensed Balance Sheets as of March 31, 2023 and December 31, 2022, (ii) Consolidated Condensed Statements of Earnings for the three month periods ended March 31, 2023 and April 1, 2022, (iii) Consolidated Condensed Statements of Comprehensive Income for the three month periods ended March 31, 2023 and April 1, 2022, (iv) Consolidated Condensed Statement of Changes in Equity for the three month periods ended March 31,
+Added: 2023 and April 1, 2022, (v) Consolidated Condensed Statements of Cash Flows for the three month periods ended March 31, 2023 and April 1, 2022, and (vi) Notes to Consolidated Condensed Financial Statements.
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
FORTIVE CORPORATION:
−Removed: October 26, 2022 By:
+Added: April 26, 2023 By:
/s/ Charles E.
Senior Vice President and Chief Financial Officer
−Removed: October 26, 2022 By:
+Added: April 26, 2023 By:
/s/ Christopher M.
2 unchanged sentences
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.