What changed in this filing

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Item 1. Financial Statements

2024-07-24 compared with 2024-04-24 · 199 added, 88 removed, 466 unchanged (38% of the section changed)

2 unchanged sentences

CONSOLIDATED CONDENSED BALANCE SHEETS

($ in millions, except share and per share amounts)

March 29, 2024 December 31, 2023

($ and shares in millions, except per share amounts)

June 28, 2024 December 31, 2023

Current assets:

14 unchanged sentences

Current liabilities:

Current portion of long-term debt $ 383.9 $ —

Trade accounts payable 636.1 608.6

5 unchanged sentences

Common stock:

$ 0.01 par value, 2.0 billion shares authorized;

$ 0.01 par value, 2,000.0 shares authorized;

365.6 and 363.7 issued;

12 unchanged sentences

($ and shares in millions, except per share amounts)

Three Months Ended

March 29, 2024 March 31, 2023

Three Months Ended Six Months Ended

June 28, 2024 June 30, 2023 June 28, 2024 June 30, 2023

Sales of products and software $ 1,308.9 $ 1,290.8 $ 2,608.8 $ 2,527.4

12 unchanged sentences

Interest expense, net ( 38.7 ) ( 33.1 ) ( 82.7 ) ( 65.2 )

Loss from divestiture

( 25.6 ) — ( 25.6 ) —

Other non-operating expense, net ( 8.8 ) ( 7.8 ) ( 33.0 ) ( 10.3 )

12 unchanged sentences

($ in millions)

Three Months Ended

March 29, 2024 March 31, 2023

Three Months Ended Six Months Ended

June 28, 2024 June 30, 2023 June 28, 2024 June 30, 2023

Net earnings $ 195.1 $ 209.0 $ 402.5 $ 382.6

15 unchanged sentences

Dividends to common shareholders — — — — ( 28.1 ) — —

Other comprehensive income — — — — — ( 76.4 ) —

Other comprehensive income (loss)

— — — — — ( 76.4 ) —

Common stock-based award activity 1.5 0.1 73.2 — — — —

1 unchanged sentence

Balance, March 29, 2024 352.0 $ 3.7 $ 3,906.1 $ ( 715.8 ) $ 7,685.2 $ ( 402.5 ) $ 6.4

Net earnings for the period — — — — 195.1 — —

Dividends to common shareholders — — — — ( 28.0 ) — —

Other comprehensive income (loss) — — — — — ( 21.1 ) —

Common stock-based award activity 0.3 — 35.0 — — — —

Common stock repurchases ( 2.0 ) — — ( 154.6 ) — — —

Shares withheld for taxes — — ( 3.8 ) — — — —

Change in noncontrolling interests — — — — — — 0.1

Balance, June 28, 2024 350.3 $ 3.7 $ 3,937.3 $ ( 870.4 ) $ 7,852.3 $ ( 423.6 ) $ 6.5

Common Stock Additional Paid-In Capital Treasury

4 unchanged sentences

Balance, December 31, 2022 352.9 $ 3.6 $ 3,706.3 $ ( 442.9 ) $ 6,742.1 $ ( 325.7 ) $ 5.2

352.9 $ 3.6 $ 3,706.3 $ ( 442.9 ) $ 6,742.1 $ ( 325.7 ) $ 5.2

Net earnings for the period — — — — 173.6 — —

3 unchanged sentences

Shares withheld for taxes ( 0.2 ) — ( 12.1 ) — — — —

Change in noncontrolling interest — — — — — — 0.6

Change in noncontrolling interests

— — — — — — 0.6

Balance, March 31, 2023 353.5 $ 3.6 $ 3,730.5 $ ( 442.9 ) $ 6,891.0 $ ( 312.3 ) $ 5.8

Net earnings for the period — — — — 209.0 — —

Dividends to common shareholders — — — — ( 24.6 ) — —

Other comprehensive income — — — — — ( 7.6 ) —

Common stock-based award activity 0.5 — 52.3 — — — —

Common stock repurchases ( 2.0 ) — — ( 129.1 ) — — —

Shares withheld for taxes ( 0.1 ) — ( 4.1 ) — — — —

Change in noncontrolling interests — — — — — — 0.2

Balance, June 30, 2023 351.9 $ 3.6 $ 3,778.7 $ ( 572.0 ) $ 7,075.4 $ ( 319.9 ) $ 6.0

See the accompanying Notes to Consolidated Condensed Financial Statements.

2 unchanged sentences

($ in millions)

Three Months Ended

March 29, 2024 March 31, 2023

Six Months Ended

June 28, 2024 June 30, 2023

Cash flows from operating activities:

5 unchanged sentences

Gain on sale of property

Loss from divestiture

Change in trade accounts receivable, net 24.6 26.0

8 unchanged sentences

Proceeds from sale of property 10.8 4.9

Cash infusion into divestiture

All other investing activities ( 1.6 ) —

Net cash used in investing activities ( 1,782.2 ) ( 40.9 )

3 unchanged sentences

Repayment of borrowings (maturities greater than 90 days) ( 1,000.0 ) —

Repurchase of common shares ( 152.9 ) ( 129.1 )

Payment of dividends ( 56.1 ) ( 49.3 )

All other financing activities 31.9 5.6

Net cash provided by (used in) financing activities

Net cash used in financing activities

( 15.1 ) ( 441.4 )

17 unchanged sentences

In our opinion, the accompanying financial statements contain all adjustments, which consist of only normal, recurring accruals necessary to fairly present our financial position, results of operations, comprehensive income, stockholders’ equity, and cash flows for the periods presented.

The results of operations for the three months ended March 29, 2024, are not necessarily indicative of the results for the full year.

Segment Realignment

In January 2024, we realigned Invetech from the AHS segment to the PT segment, as we explored strategic alternatives for certain products and services of Invetech (the “Segment Realignment”).

In March 2024, we entered into a non-binding memorandum of understanding with the management of Invetech, pursuant to which we will transfer ownership of certain product lines of Invetech to its current management team.

The products and operations of Invetech that we will retain following such transfer of ownership are more closely aligned with the PT segment than the AHS segment.

The results of operations for the three and six months ended June 28, 2024, are not necessarily indicative of the results for the full year.

Segment Realignment and Divestiture

In January 2024, we realigned Invetech from the AHS segment to the PT segment (the “Segment Realignment”) based on our strategic decision to divest the equipment design and manufacturing businesses of Invetech, while retaining the motion solution businesses (the “Motion Solution Business”) that are more closely aligned with the PT segment than the AHS segment.

Prior period segment amounts in Note 3, 6, and 11 have been recast to conform to the revised segment presentation.

In June 2024, we divested and transferred ownership of Invetech, excluding the Motion Solution Business, to its management team (the “Invetech Divestiture”).

As a result of the divestiture, in the three and six-month periods ended June 28, 2024, we recorded a net realized loss of $ 25.6 million, which is identified as “Loss from divestiture” in the Consolidated Condensed Statements of Earnings.

The divested businesses accounted for less than 1.0 % of total revenue and less than 1.0 % of total assets for the fiscal year ended December 31, 2023.

The Invetech Divestiture did not represent a strategic shift with a major effect on the Company’s operations and financial results, and therefore the divested businesses are not reported as discontinued operations.

Accumulated Other Comprehensive Loss

1 unchanged sentence

subsidiaries.

As of March 29, 2024, our outstanding € 500 million Euro-denominated senior unsecured notes due 2026, € 700 million Euro-denominated senior unsecured notes due 2029, € 275 million Euro-denominated term loan, and ¥ 14.4 billion Yen-denominated term loan were designated as net investment hedges of our investment in applicable foreign operations.

We recognized after-tax foreign currency transaction gains of $ 8.4 million and losses of $ 1.7 million during the three-month periods ended March 29, 2024 and March 31, 2023, respectively, on the debt that was deferred in the foreign currency translation component of Accumulated Other Comprehensive Income (Loss) (“AOCI”) as an offset to the foreign currency translation adjustments on our investments in foreign subsidiaries.

As of June 28, 2024, our outstanding € 500 million Euro-denominated senior unsecured notes due 2026, € 700 million Euro-denominated senior unsecured notes due 2029, € 275 million Euro-denominated term loan, and ¥ 14.4 billion Yen-denominated term loan were designated as net investment hedges of our investment in applicable foreign operations.

We recognized after-tax foreign currency transaction gains of $ 13.0 million and $ 5.1 million during the three-month periods ended June 28, 2024 and June 30, 2023, respectively, and gains of $ 21.4 million of $ 3.4 million during the six-month periods ended June 28, 2024 and June 30, 2023, respectively, on the debt that was deferred in the foreign currency translation component of Accumulated Other Comprehensive Income (Loss) (“AOCI”) as an offset to the foreign currency translation adjustments on our investments in foreign subsidiaries.

Any amounts deferred in AOCI will remain until the hedged investment is sold or substantially liquidated.

We recorded no ineffectiveness from our net investment hedges during the three-month periods ended March 29, 2024 and March 31, 2023.

We recorded no ineffectiveness from our net investment hedges during the three and six-month periods ended June 28, 2024 and June 30, 2023.

The changes in AOCI by component are summarized below ($ in millions):

adjustments Pension & post-retirement plan benefit adjustments (a)

For the Three Months Ended March 29, 2024:

Balance, December 31,2023 $ ( 291.7 ) $ ( 34.4 ) $ ( 326.1 )

For the Three Months Ended June 28, 2024:

Balance, March 29, 2024 $ ( 368.2 ) $ ( 34.3 ) $ ( 402.5 )

Other comprehensive income (loss) before reclassifications, net of income taxes ( 28.1 ) — ( 28.1 )

1 unchanged sentence

Increase (decrease) 7.0 (b)

Income tax impact — — (c)

Income tax impact — ( 0.1 ) ( 0.1 )

Amounts reclassified from AOCI into income, net of income taxes

Net current period other comprehensive income (loss), net of income taxes ( 21.1 ) — ( 21.1 )

Balance, June 28, 2024 $ ( 389.3 ) $ ( 34.3 ) $ ( 423.6 )

For the Three Months Ended June 30, 2023:

Balance, March 31, 2023 $ ( 288.0 ) $ ( 24.3 ) $ ( 312.3 )

For the Three Months Ended March 31, 2023:

Other comprehensive income (loss) before reclassifications, net of income taxes ( 7.4 ) — ( 7.4 )

Amounts reclassified from AOCI into income:

Increase (decrease) — ( 0.5 ) (c)

Income tax impact — 0.3 0.3

Amounts reclassified from AOCI into income, net of income taxes

— ( 0.2 ) ( 0.2 )

Net current period other comprehensive income (loss), net of income taxes ( 7.4 ) ( 0.2 ) ( 7.6 )

Balance, June 30, 2023 $ ( 295.4 ) $ ( 24.5 ) $ ( 319.9 )

(a) Includes balances relating to defined benefit plans, supplemental executive retirement plans, and other postretirement employee benefit plans.

(b) This amount relates to the cumulative translation adjustment recognized in earnings upon the Invetech Divestiture.

Refer to Note 1 for additional details.

(c) This component of AOCI is included in the computation of net periodic pension cost (refer to Note 11 in our 2023 Annual Report on Form 10-K for additional details).

adjustments Pension & post-retirement plan benefit adjustments (a)

For the Six Months Ended June 28, 2024:

Balance, December 31, 2023 $ ( 291.7 ) $ ( 34.4 ) $ ( 326.1 )

4 unchanged sentences

Amounts reclassified from AOCI into income, net of income taxes 7.0 0.1 7.1

Net current period other comprehensive income (loss), net of income taxes 13.4 — 13.4

Balance, March 31, 2023 $ ( 288.0 ) $ ( 24.3 ) $ ( 312.3 )

Net current period other comprehensive income (loss) ( 97.6 ) 0.1 ( 97.5 )

Balance, June 28, 2024 $ ( 389.3 ) $ ( 34.3 ) $ ( 423.6 )

For the Six Months Ended June 30, 2023:

Balance, December 31, 2022 $ ( 301.4 ) $ ( 24.3 ) $ ( 325.7 )

Other comprehensive income (loss) before reclassifications, net of income taxes 6.0 — 6.0

Amounts reclassified from AOCI into income:

Increase (decrease) — ( 0.4 ) (c)

Income tax impact — 0.2 0.2

Amounts reclassified from AOCI into income, net of income taxes — ( 0.2 ) ( 0.2 )

Net current period other comprehensive income (loss) 6.0 ( 0.2 ) 5.8

Balance, June 30, 2023 $ ( 295.4 ) $ ( 24.5 ) $ ( 319.9 )

(a) Includes balances relating to defined benefit plans, supplemental executive retirement plans, and other postretirement employee benefit plans.

(b) This component of AOCI is included in the computation of net periodic pension cost (refer to Note 11 in our most recently filed Form 10-K for additional details).

(b) This amount relates to the cumulative translation adjustment recognized in earnings upon the Invetech Divestiture.

Refer to Note 1 for additional details.

(c) This component of AOCI is included in the computation of net periodic pension cost (refer to Note 11 in our 2023 Annual Report on Form 10-K for additional details).

Allowances for Doubtful Accounts

2 unchanged sentences

Additions to the allowances are charged to current period earnings, amounts determined to be uncollectible are charged directly against the allowances, while amounts recovered on previously written-off accounts increase the allowances.

During the three-month periods ending March 29, 2024 and March 31, 2023, the activity was immaterial.

During the three and six-month periods ending June 28, 2024 and June 30, 2023, the activity was immaterial.

Property Sale

1 unchanged sentence

The promissory note is recorded within Prepaid expenses and other current assets.

During the three-month period ended March 29, 2024, we recorded a gain on sale of property of $ 63.1 million in the Consolidated Condensed Statements of Earnings.

During the six-month period ended June 28, 2024, we recorded a gain on sale of property of $ 63.1 million in the Consolidated Condensed Statements of Earnings.

Concurrently, using a portion of the proceeds from the property sale, we entered into an arm’s length transaction with the Fortive Foundation (the “Foundation”), pledging a charitable contribution of $ 20 million, which had no donor imposed conditions or restrictions.

The Foundation, a not-for-profit entity, is a related party due to certain Fortive executives serving as members of the entity’s board of directors.

The Foundation, a not-for-profit entity established to expand our philanthropic efforts, is a related party due to certain Fortive executives serving as members of the entity’s board of directors.

The charitable contribution is recorded within the “Other non-operating expense, net” line in the Consolidated Condensed Statements of Earnings and the liability related to the pledged donation is recorded within Accrued expenses and other current liabilities in the Consolidated Condensed Balance Sheets.

Restructuring

We initiated a discrete plan in the first quarter of 2023 that was completed during the fourth quarter of 2023.

The nature of these activities were broadly consistent throughout our segments and consist primarily of targeted workforce reductions in response to overall macroeconomic and other external conditions.

We initiated a discrete restructuring plan in the first quarter of 2023 that was completed during the fourth quarter of 2023.

The nature of these activities were broadly consistent throughout our segments and consisted primarily of targeted workforce reductions in response to overall macroeconomic and other external conditions.

We incurred these costs to position ourselves to provide superior products and services to customers in a cost-efficient manner, while taking into consideration the impact of broad economic uncertainties.

During the three-month period ended March 31, 2023, we incurred charges of $ 17.6 million.

During the three and six-month periods ended June 30, 2023, we incurred charges of $ 10.7 million and $ 28.3 million, respectively.

These charges are recorded within Cost of sales and Selling, general, and administrative expenses in the Consolidated Condensed Statements of Earnings.

Accrued restructuring costs were $ 13 million and $ 26 million as of March 29, 2024 and December 31, 2023 and are recorded within Accrued expenses and other current liabilities in the Consolidated Condensed Balance Sheets.

Accrued restructuring costs were $ 10 million and $ 26 million as of June 28, 2024 and December 31, 2023 and are recorded within Accrued expenses and other current liabilities in the Consolidated Condensed Balance Sheets.

Recently Issued Accounting Standard

1 unchanged sentence

2023-07, Segment Reporting (Topic 280)—Improvements to Reportable Segment Disclosures , which amends the disclosure requirements for reportable segments on the interim and annual basis.

This standard is effective for fiscal year ending December 31, 2024 and interim periods within fiscal year ending December 31, 2025, with early adoption permitted.

This standard is effective for fiscal year ending December 31, 2024 and interim periods within fiscal year ending December 31, 2025.

The adoption of the standard will not impact our consolidated financial statements;

however, we are currently evaluating the impact of the new disclosure requirements on the notes to the financial statements.

Upon adoption, we will update the applicable interim and annual disclosures to align with the new standard.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) —Improvements to Income Tax Disclosures , which amends certain disclosure requirements related to income taxes on an annual basis.

This standard is effective for fiscal year ending December 31, 2025, with early adoption permitted.

This standard is effective for fiscal year ending December 31, 2025.

This standard should be applied on a prospective basis, with retrospective application permitted.

The adoption of the standard will not impact our consolidated financial statements;

Upon adoption, we will update the applicable annual disclosures to align with the new standard.

however, we are currently evaluating the impact of the new disclosure requirements on the notes to the financial statements.

We will update the applicable annual disclosures to align with the new standard.

We continually evaluate potential mergers and acquisitions that align with our business portfolio strategy.

5 unchanged sentences

As additional information necessary to complete the valuation is obtained and analyzed, we will make appropriate adjustments to purchase price allocations prior to completion of the applicable measurement period, as required and as soon as practicable.

During the three-month period ended March 29, 2024, immaterial adjustments were made to the purchase price allocation of prior year acquisitions.

During the three and six-month periods ended June 28, 2024, immaterial adjustments were made to the purchase price allocation of prior year acquisitions.

On January 3, 2024, we acquired EA Elektro-Automatik Holding GmbH (“EA”), a leading supplier of high-power electronic test solutions for energy storage, mobility, hydrogen, and renewable energy applications.

3 unchanged sentences

We recorded approximately $ 1.17 billion of goodwill within our PT segment related to the EA acquisition, which is not tax deductible.

For the three-month period ended March 29, 2024, we incurred approximately $ 27 million of pretax transaction-related costs related to the EA acquisition, which were primarily for banking fees, legal fees, and amounts paid to other third-party advisers.

For the three and six-month periods ended June 28, 2024, we incurred approximately $ 0.2 million and $ 27.4 million, respectively, of pretax transaction-related costs related to the EA acquisition, which were primarily for banking fees, legal fees, and amounts paid to other third-party advisers.

These costs were recorded within Selling, general, and administrative expenses in the Consolidated Condensed Statement of Earnings.

The following table summarizes the preliminary estimated acquisition date fair values of the assets acquired and liabilities assumed as of March 29, 2024 ($ in millions):

The following table summarizes the preliminary estimated acquisition date fair values of the assets acquired and liabilities assumed as of June 28, 2024 ($ in millions):

Accounts receivable $ 21.5

18 unchanged sentences

Foreign currency translation and other ( 12.7 ) ( 49.0 ) ( 15.0 ) ( 76.7 )

Balance, March 29, 2024 $ 4,137.6 $ 2,989.7 $ 3,107.3 $ 10,234.6

Due to the Segment Realignment, the beginning goodwill balance for PT and AHS have been recast to conform to the revised segment presentation.

Balance, June 28, 2024 $ 4,135.1 $ 2,980.1 $ 3,101.3 $ 10,216.5

Due to the Segment Realignment, the beginning goodwill balances for PT and AHS have been recast to conform to the revised segment presentation.

Refer to Note 1 for further information on the realignment.

The increase in the goodwill balance of the PT segment for the three-month period ended March 29, 2024 is a result of the EA acquisition.

Refer to Note 2 for more information.

Refer to Note 2 for more information related to goodwill attributable to acquisitions.

The following summarizes the gross carrying value and accumulated amortization for each major category of intangible asset ($ in millions):

March 29, 2024 December 31, 2023

June 28, 2024 December 31, 2023

Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization

8 unchanged sentences

Finite-lived intangible assets are amortized over the shorter of their legal or estimated useful lives.

During the three-month period ended March 29, 2024, we acquired finite-lived intangible assets, consisting of customer relationships, developed technology, and trade names, with a weighted average life of approximately 9 years as a result of the EA acquisition.

During the six-month period ended June 28, 2024, we acquired finite-lived intangible assets, consisting of customer relationships, developed technology, and trade names, with a weighted average life of approximately 9 years as a result of the EA acquisition.

Refer to Note 2 for additional information on the intangible assets acquired.

12 unchanged sentences

(Level 3) Total

March 29, 2024

June 28, 2024

Deferred compensation liabilities $ — $ 43.9 $ — $ 43.9

9 unchanged sentences

However, these assets are required to be assessed for impairment whenever events or circumstances indicate that their carrying value may not be fully recoverable, and at least annually for goodwill and indefinite-lived intangible assets.

We evaluated events or circumstances that may indicate the carrying value of our non-financial assets may not be fully recoverable during the three-month period ended March 29, 2024, and recorded no impairments.

We evaluated events or circumstances that may indicate the carrying value of our non-financial assets may not be fully recoverable during the three and six-month periods ended June 28, 2024, and recorded no impairments.

Fair Value of Financial Instruments

The carrying amount and fair value of financial instruments are as follows ($ in millions):

March 29, 2024 December 31, 2023

June 28, 2024 December 31, 2023

Carrying Amount Fair Value Carrying Amount Fair Value

Long-term debt

Current portion of long-term debt $ 383.9 $ 384.0 $ — $ —

Long-term debt, net of current maturities

3,396.4 3,281.3 3,646.2 3,539.4

As of March 29, 2024 and December 31, 2023, the current portion of long-term debt and long-term debt, net of current maturities were categorized as Level 1.

As of June 28, 2024 and December 31, 2023, the current portion of long-term debt and long-term debt, net of current maturities were categorized as Level 1.

The fair value of the long-term borrowings were based on quoted market prices.

2 unchanged sentences

The components of our debt were as follows ($ in millions):

March 29, 2024 December 31, 2023

June 28, 2024 December 31, 2023

dollar-denominated commercial paper $ 675.0 $ 1,251.2

9 unchanged sentences

Long-term debt, carrying value 3,780.3 3,646.2

current portion of long-term debt, carrying value

Long-term debt, net of current maturities $ 3,396.4 $ 3,646.2

Refer to Note 10 of our 2023 Annual Report on Form 10-K for further details of our debt financing.

16 unchanged sentences

The 2026 Notes and 2029 Notes contain customary covenants.

None of these covenants are considered restrictive to our operations and as of March 29, 2024, we were in compliance with all of our covenants.

None of these covenants are considered restrictive to our operations and as of June 28, 2024, we were in compliance with all of our covenants.

Delayed-Draw Term Loan due 2024

7 unchanged sentences

Interest expense on commercial paper is paid at maturity and is generally based on our credit ratings at the time of issuance and prevailing short-term interest rates.

The details of our outstanding Commercial Paper Programs as of March 29, 2024 were as follows ($ in millions):

The details of our outstanding Commercial Paper Programs as of June 28, 2024 were as follows ($ in millions):

Carrying value (a)

3 unchanged sentences

Credit support for the Commercial Paper Programs is provided by a five-year $ 2.0 billion senior unsecured revolving credit facility that expires on October 18, 2027 (the “Revolving Credit Facility”) which, to the extent not otherwise providing credit support for our commercial paper programs, can also be used for working capital and other general corporate purposes.

As of March 29, 2024, no borrowings were outstanding under the Revolving Credit Facility.

As of June 28, 2024, no borrowings were outstanding under the Revolving Credit Facility.

We classified our borrowings outstanding under the Commercial Paper Programs as Long-term debt in the accompanying Consolidated Condensed Balance Sheets as we had the intent and ability, as supported by availability under the Revolving Credit Facility, to refinance these borrowings for at least one year from the balance sheet date.

4 unchanged sentences

Contract Assets — In certain circumstances, we record contract assets which include unbilled amounts typically resulting from sales under contracts when revenue recognized exceeds the amount billed to the customer, and right to payment is not only subject to the passage of time.

Contract assets were $ 107 million as of March 29, 2024 and $ 108 million as of December 31, 2023.

Contract assets were $ 109 million as of June 28, 2024 and $ 108 million as of December 31, 2023.

Contract assets are recorded within Prepaid expenses and other current assets in our Consolidated Condensed Balance Sheets.

Contract Costs — We incur and capitalize incremental costs to obtain certain contracts, typically sales-related commissions where the amortization period is greater than one year and costs associated with assets used by our customers in certain service arrangements.

As of March 29, 2024 and December 31, 2023, we had $ 52 million and $ 51 million, respectively, in net revenue-related contract costs primarily related to certain software contracts.

As of June 28, 2024 and December 31, 2023, we had $ 52 million and $ 51 million, respectively, in net revenue-related contract costs primarily related to certain software contracts.

Revenue-related contract costs are recorded within Other assets in our Consolidated Condensed Balance Sheets.

4 unchanged sentences

Our contract liabilities consisted of the following ($ in millions):

March 29, 2024 December 31, 2023

June 28, 2024 December 31, 2023

Deferred revenue - current $ 518.3 $ 544.6

1 unchanged sentence

Total contract liabilities $ 564.0 $ 590.4

During the three-month period ended March 29, 2024, we recognized revenue related to our contract liabilities at December 31, 2023 of $ 196 million.

The change in our contract liabilities from December 31, 2023 to March 29, 2024 was primarily due to the timing of billings and revenue recognized for subscription-based software contracts, PCS and extended warranty services.

During the three and six-month periods ended June 28, 2024, we recognized revenue related to our contract liabilities at December 31, 2023 of $ 121 million and $ 317 million, respectively.

The change in our contract liabilities from December 31, 2023 to June 28, 2024 was primarily due to the timing of billings and revenue recognized for subscription-based software contracts, PCS and extended warranty services.

Remaining Performance Obligations — Our remaining performance obligations represent the transaction price of firm, non-cancelable orders and the average contract value for software contracts, for which work has not been performed.

1 unchanged sentence

The aggregate remaining performance obligations attributable to each of our segments is as follows ($ in millions):

March 29, 2024

June 28, 2024

Intelligent Operating Solutions $ 571.6

7 unchanged sentences

Refer to Note 1 for further information on the realignment.

Disaggregation of revenue for the three-month period ended March 29, 2024 is presented as follows ($ in millions):

Disaggregation of revenue for the three-month period ended June 28, 2024 is presented as follows ($ in millions):

Total Intelligent Operating Solutions Precision Technologies Advanced Healthcare Solutions

21 unchanged sentences

(a) Direct sales by end market include sales made through third-party distributors where we have visibility to the end customer.

Disaggregation of revenue for the three-month period ended March 31, 2023 is presented as follows ($ in millions):

Disaggregation of revenue for the three-month period ended June 30, 2023 is presented as follows ($ in millions):

Total Intelligent Operating Solutions Precision Technologies Advanced Healthcare Solutions

21 unchanged sentences

(a) Direct sales by end market include sales made through third-party distributors where we have visibility to the end customer.

Our effective tax rates for the three-month period ended March 29, 2024 were 11.4 % as compared to 15.7 % for the three-month period ended March 31, 2023.

The decrease in the effective tax rate for the three-month period ended March 29, 2024 as compared to the three-month period ended March 31, 2023 was primarily related to cash repatriation, resulting in a discrete tax credit in the three-month period ended March 29, 2024

Our effective tax rates for the three-month period ended March 29, 2024, differ from the U.S.

Disaggregation of revenue for the six-month period ended June 28, 2024 is presented as follows ($ in millions):

Total Intelligent Operating Solutions Precision Technologies Advanced Healthcare Solutions

Sales of products and software $ 2,608.8 $ 1,130.2 $ 990.9 $ 487.7

Sales of services 468.1 212.5 119.9 135.7

Total $ 3,076.9 $ 1,342.7 $ 1,110.8 $ 623.4

United States $ 1,630.2 $ 730.3 $ 555.1 $ 344.8

China 341.4 120.3 169.5 51.6

All other (each country individually less than 5 % of total sales)

1,105.3 492.1 386.2 227.0

Total $ 3,076.9 $ 1,342.7 $ 1,110.8 $ 623.4

Direct sales:

Healthcare $ 706.1 $ 22.4 $ 94.7 $ 589.0

Industrial & Manufacturing 680.0 478.2 192.6 9.2

Government 268.4 149.8 100.2 18.4

Utilities & Power 206.0 98.0 108.0 —

Communications, Electronics & Semiconductor 184.9 53.4 131.5 —

Aerospace & Defense 166.8 0.2 166.6 —

Retail & Consumer 157.4 127.2 30.2 —

Oil & Gas 144.8 138.8 6.0 —

Other 364.1 195.9 168.2 —

Total direct sales 2,878.5 1,263.9 998.0 616.6

Distributors 198.4 78.8 112.8 6.8

Total $ 3,076.9 $ 1,342.7 $ 1,110.8 $ 623.4

(a) Direct sales by end market include sales made through third-party distributors where we have visibility to the end customer.

Disaggregation of revenue for the six-month period ended June 30, 2023 is presented as follows ($ in millions):

Total Intelligent Operating Solutions Precision Technologies Advanced Healthcare Solutions

Sales of products and software $ 2,527.4 $ 1,083.8 $ 978.1 $ 465.5

Sales of services 459.7 201.4 123.3 135.0

Total $ 2,987.1 $ 1,285.2 $ 1,101.4 $ 600.5

United States $ 1,599.3 $ 702.1 $ 561.3 $ 335.9

China 360.3 123.5 186.4 50.4

All other (each country individually less than 5 % of total sales)

1,027.5 459.6 353.7 214.2

Total $ 2,987.1 $ 1,285.2 $ 1,101.4 $ 600.5

Direct sales:

Healthcare $ 699.0 $ 22.5 $ 111.6 $ 564.9

Industrial & Manufacturing 711.0 460.9 241.3 8.8

Government 244.0 139.0 87.9 17.1

Utilities & Power 203.5 93.6 109.9 —

Communications, Electronics & Semiconductor 203.3 48.9 154.4 —

Aerospace & Defense 143.9 0.3 143.6 —

Retail & Consumer 167.3 124.4 42.9 —

Oil & Gas 141.9 133.5 8.4 —

Other 351.7 195.1 156.6 —

Total direct sales 2,865.6 1,218.2 1,056.6 590.8

Distributors 121.5 67.0 44.8 9.7

Total $ 2,987.1 $ 1,285.2 $ 1,101.4 $ 600.5

(a) Direct sales by end market include sales made through third-party distributors where we have visibility to the end customer.

Our effective tax rates for the three and six-month periods ended June 28, 2024 were 14.7 % and 13.0 %, respectively, as compared to 16.5 % and 16.1 %, respectively, for the three and six-month periods ended June 30, 2023.

The decrease in the effective tax rate for the three-month period ended June 28, 2024 as compared to the three-month period ended June 30, 2023 was primarily related to change in valuation allowances, resulting in a benefit in the three-month period ended June 28, 2024.

The decrease in the effective tax rate for the six-month period ended June 28, 2024 as compared to the six-month period ended June 30, 2023 was primarily related to cash repatriation, resulting in a discrete tax credit, and changes in valuation allowances in the six-month period ended June 28, 2024.

Our effective tax rates for the three and six-month periods ended June 28 2024, differ from the U.S.

federal statutory rate of 21% due primarily to the impact of credits and deductions provided by law and changes in our uncertain tax position reserves.

1 unchanged sentence

The 2016 Stock Incentive Plan (the “Stock Plan”), provides for the grant of stock appreciation rights, restricted stock units, and performance stock units (collectively, “Stock Awards”), stock options, or any other stock-based award.

As of March 29, 2024, approximately 12 million shares of our common stock were available for subsequent issuance under the Stock Plan.

As of June 28, 2024, approximately 12 million shares of our common stock were available for subsequent issuance under the Stock Plan.

For a full description of our Stock Plan, refer to Note 15 of our 2023 Annual Report on Form 10-K.

2 unchanged sentences

The following summarizes the components of our stock-based compensation expense under the Stock Plan ($ in millions):

Three Months Ended

March 29, 2024 March 31, 2023

Three Months Ended Six Months Ended

June 28, 2024 June 30, 2023 June 28, 2024 June 30, 2023

Stock Awards:

10 unchanged sentences

Total stock-based compensation expense, net of income taxes $ 20.1 $ 25.0 $ 45.3 $ 47.9

The following summarizes the unrecognized compensation cost for the Stock Plan awards as of March 29, 2024.

The following summarizes the unrecognized compensation cost for the Stock Plan awards as of June 28, 2024.

This compensation cost is expected to be recognized over a weighted average period of approximately two years , representing the remaining service period related to the awards.

10 unchanged sentences

The accrued warranty liability is reviewed on a quarterly basis and may be adjusted as additional information regarding expected warranty costs becomes known.

During the three-month periods ended March 29, 2024 and March 31, 2023, warranty related activity was immaterial.

Operating lease costs for the three-month periods ended March 29, 2024 and March 31, 2023 was $ 13 million and $ 12 million, respectively.

During both the three-month periods ended March 29, 2024 and March 31, 2023, cash paid for operating leases included in operating cash flows was $ 12 million.

Right-of-use (“ROU”) assets obtained in exchange for operating lease obligations were $ 4 million during both the three-month periods ended March 29, 2024 and March 31, 2023, respectively.

Operating lease ROU assets were $ 170 million and $ 155 million as of March 29, 2024 and December 31, 2023, respectively.

Operating lease liabilities were $ 177 million and $ 164 million as of March 29, 2024 and December 31, 2023, respectively.

Operating lease ROU assets and operating lease liabilities are recorded in the Consolidated Condensed Balance Sheets within Other assets, Accrued expenses and other current liabilities, and Other long-term liabilities, respectively.

During the three and six-month periods ended June 28, 2024 and June 30, 2023, warranty related activity was immaterial.

Operating lease costs for both the three-month periods ended June 28, 2024 and June 30, 2023 were $ 12 million.

Operating lease costs for the six-month periods ended June 28, 2024 and June 30, 2023 were $ 25 million and $ 24 million, respectively.

During both the six-month periods ended June 28, 2024 and June 30, 2023, cash paid for operating leases included in operating cash flows was $ 24 million.

Right-of-use (“ROU”) assets obtained in exchange for operating lease obligations were $ 10 million and $ 18 million during the six-month periods ended June 28, 2024 and June 30, 2023, respectively.

Operating lease ROU assets were $ 159 million and $ 155 million as of June 28, 2024 and December 31, 2023, respectively.

Operating lease liabilities were $ 166 million and $ 164 million as of June 28, 2024 and December 31, 2023, respectively.

Operating lease ROU assets and

operating lease liabilities are recorded in the Consolidated Condensed Balance Sheets within Other assets, Accrued expenses and other current liabilities, and Other long-term liabilities, respectively.

Other Matters

1 unchanged sentence

As a result, on January 26, 2024, we voluntarily notified the Department of Defense Office of Inspector General (“OIG”) and the DLA of this matter.

While we are continuing to investigate, we currently do not expect this matter to have a material adverse effect on our financial condition or results of operations.

We currently do not expect this matter to have a material adverse effect on our financial condition or results of operations.

However, resolution of this matter could subject us to fines or penalties, and we cannot provide assurance as to the timing or outcome of such resolution.

2 unchanged sentences

Diluted EPS is similarly calculated, except that the calculation includes the dilutive effect of the assumed issuance of shares under stock-based compensation plans under the treasury stock method, except where the inclusion of such shares would have an anti-dilutive impact.

Anti-dilutive options excluded from the diluted EPS calculation for the three-month periods ended March 29, 2024 and March 31, 2023 were 1.2 million and 2.9 million, respectively.

Anti-dilutive options excluded from the diluted EPS calculation for the three and six-month periods ended June 28, 2024 were 1.3 million and 1.2 million, respectively, and were 2.7 million for both the three and six-month periods ended June 30, 2023.

Information related to the calculation of net earnings per share of common stock is summarized as follows ($ and shares in millions, except per share amounts):

Three Months Ended

March 29, 2024 March 31, 2023

Three Months Ended Six Months Ended

June 28, 2024 June 30, 2023 June 28, 2024 June 30, 2023

Net earnings $ 195.1 $ 209.0 $ 402.5 $ 382.6

9 unchanged sentences

First quarter $ 0.08 $ 28.1

Second quarter 0.08 28.0

Total $ 0.16 $ 56.1

First quarter $ 0.07 $ 24.7

Second quarter 0.07 24.6

Total $ 0.14 $ 49.3

5 unchanged sentences

On January 23, 2024, the Company’s Board of Directors increased the number of shares authorized under the share repurchase program by an additional 11 million shares.

During the three-month periods ended March 29, 2024 and March 31, 2023, respectively, the Company made no repurchases under the plan.

As of March 29, 2024, there were 20 million shares remaining for repurchase under the program.

During both the three and six-month periods ended June 28, 2024 and June 30, 2023, the Company purchased 2 million shares of its common stock at an average share price of $ 76.43 and $ 64.54 , respectively.

As of June 28, 2024, there were 18 million shares remaining for repurchase under the program.

SEGMENT INFORMATION

6 unchanged sentences

Our PT segment helps solve tough technical challenges to speed breakthroughs in a wide range of applications, from food and beverage production and manufacturing to next-generation electric vehicles and clean energy, as our customers seek new test solutions to enable the electrification and connectivity of everything.

Our expertise in materials, methods and measurements are reflected in our electrical test & measurement, sensing and material technologies, and cell therapy equipment design and manufacturing offered to a broad set of customers and vertical end markets, including industrial, power and energy, automotive, medical equipment, food and beverage, aerospace and defense, semiconductor, and other general industries.

Our expertise in materials, methods and measurements are reflected in our electrical test & measurement and sensing and material technologies offered to a broad set of customers and vertical end markets, including industrial, power and energy, automotive, medical equipment, food and beverage, aerospace and defense, semiconductor, and other general industries.

Our AHS segment supplies critical workflow solutions enabling healthcare providers to deliver exceptional patient care more efficiently.

2 unchanged sentences

Our segment results are as follows ($ in millions):

Three Months Ended

March 29, 2024 March 31, 2023

Three Months Ended Six Months Ended

June 28, 2024 June 30, 2023 June 28, 2024 June 30, 2023

Intelligent Operating Solutions $ 677.0 $ 653.1 $ 1,342.7 $ 1,285.2

9 unchanged sentences

Interest expense, net ( 38.7 ) ( 33.1 ) ( 82.7 ) ( 65.2 )

Loss from divestiture

( 25.6 ) — ( 25.6 ) —

Other non-operating expense, net ( 8.8 ) ( 7.8 ) ( 33.0 ) ( 10.3 )

1 unchanged sentence

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-Q

Item 1. Financial Statements