What changed in this filing

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Item 1. Financial Statements

2025-05-01 compared with 2024-10-30 · 194 added, 307 removed, 385 unchanged (57% of the section changed)

3 unchanged sentences

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

September 27, 2024 December 31, 2023

March 28, 2025 December 31, 2024

Current assets:

37 unchanged sentences

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

Three Months Ended Nine Months Ended

September 27, 2024 September 29, 2023 September 27, 2024 September 29, 2023

Three Months Ended

March 28, 2025 March 29, 2024

Sales of products and software $ 1,248.4 $ 1,299.9

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Operating costs:

Selling, general and administrative expenses ( 524.1 ) ( 503.5 ) ( 1,610.5 ) ( 1,525.2 )

Research and development expenses ( 101.7 ) ( 98.4 ) ( 306.9 ) ( 298.6 )

Selling, general and administrative

( 542.2 ) ( 561.0 )

Research and development

( 105.1 ) ( 104.1 )

Gain on sale of property

2 unchanged sentences

Interest expense, net ( 32.0 ) ( 44.0 )

Loss from divestiture

— — ( 25.6 ) —

Other non-operating expense, net ( 0.2 ) ( 24.2 )

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($ in millions)

Three Months Ended Nine Months Ended

September 27, 2024 September 29, 2023 September 27, 2024 September 29, 2023

Three Months Ended

March 28, 2025 March 29, 2024

Net earnings $ 171.9 $ 207.4

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Net earnings for the period — — — — 171.9 — —

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

Other comprehensive income (loss)

Dividends to common stockholders

— — — — ( 27.2 ) — —

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

Shares withheld for taxes ( 0.2 ) — ( 18.4 ) — — — —

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)

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

Net earnings for the period — — — — 221.6 $ — $ —

Dividends to common shareholders — — — — ( 27.8 ) — —

Other comprehensive income (loss) — — — — — 89.4 —

— — — — — 70.1 —

Common stock-based award activity 1.5 — 64.4 — — — —

2 unchanged sentences

Change in noncontrolling interests — — — — — — ( 0.1 )

Balance, September 27, 2024 346.9 $ 3.7 $ 3,982.1 $ ( 1,142.8 ) $ 8,046.1 $ ( 334.2 ) $ 6.6

Balance, March 28, 2025 339.9 $ 3.7 $ 4,071.6 $ ( 1,815.9 ) $ 8,372.3 $ ( 395.3 ) $ 6.9

Common Stock Additional Paid-In Capital Treasury

5 unchanged sentences

Net earnings for the period — — — — 207.4 — —

Dividends to common shareholders — — — — ( 24.7 ) — —

Other comprehensive income (loss) — — — — — 13.4 —

Common stock-based award activity 0.8 — 36.3 — — — —

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

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 (loss)

Dividends to common stockholders

— — — — ( 28.1 ) — —

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

Net earnings for the period — — — — 218.0 — —

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

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

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

Common stock repurchases ( 1.0 ) — — ( 78.8 ) — — —

Shares withheld for taxes ( 0.2 ) — ( 18.4 ) — — — —

Change in noncontrolling interests — — — — — — ( 0.2 )

Balance, September 29, 2023 351.4 $ 3.6 $ 3,822.0 $ ( 650.8 ) $ 7,268.8 $ ( 365.8 ) $ 5.8

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

See the accompanying Notes to Consolidated Condensed Financial Statements.

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($ in millions)

Nine Months Ended

September 27, 2024 September 29, 2023

Three Months Ended

March 28, 2025 March 29, 2024

Cash flows from operating activities:

Net earnings $ 171.9 $ 207.4

Noncash items:

Adjustments to reconcile net earnings to net cash provided by operating activities:

Amortization 111.5 113.7

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Gain on sale of property

Loss from divestiture

Loss from equity investments

Change in certain assets and liabilities:

Change in trade accounts receivable, net 31.4 8.8

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Cash flows from investing activities:

Cash paid for acquisitions, net of cash received ( 1,721.8 ) ( 57.7 )

Payments for additions to property, plant and equipment ( 83.4 ) ( 73.7 )

Purchases of property, plant and equipment ( 26.7 ) ( 26.4 )

Proceeds from sale of property 1.7 10.8

Cash infusion into divestiture

Cash paid for acquisitions, net of cash received — ( 1,721.8 )

All other investing activities ( 1.2 ) —

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Net proceeds from (repayments of) commercial paper borrowings 80.7 ( 426.8 )

Proceeds from borrowings (maturities greater than 90 days), net of issuance costs 1,733.5 —

Repayment of borrowings (maturities greater than 90 days) ( 1,000.0 ) ( 250.0 )

Repurchase of common shares ( 202.6 ) —

Payment of dividends ( 27.2 ) ( 28.1 )

Proceeds from borrowings (maturities greater than 90 days), net of issuance costs — 1,736.4

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

All other financing activities 8.1 25.4

Net cash used in financing activities

Net cash provided by (used in) financing activities

( 141.0 ) 306.9

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The unaudited consolidated condensed financial statements included herein should be read in conjunction with the audited annual consolidated financial statements as of and for the year ended December 31, 2024 and the footnotes (“Notes”) thereto included within our 2024 Annual Report on Form 10-K.

Reclassification of certain prior year amounts in the changes in Accumulated Other Comprehensive Income (Loss) by component table below have been made to conform to current year presentation.

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 and nine months ended September 27, 2024, are not necessarily indicative of the results for the full year.

Reclassification of certain prior year amounts in the Consolidated Condensed Statements of Cash Flows have been made to conform to current year presentation.

Pending Separation Into Two Independent, Publicly Traded Companies

On September 4, 2024, we announced our intention to separate into two independent, publicly traded companies (the “Separation”).

The Separation will create (i) a technology solutions company, retaining the Fortive name, with a portfolio of the brands currently operating under Fortive’s IOS and AHS business segments, focused on resilient, high-quality recurring growth by delivering productivity, safety, and reliability value to customers, and (ii) a global industrial company (“NewCo”) consisting of our brands currently operating under the PT segment with a focus on powerful secular growth trends by leveraging mission critical technologies in test and measurement, specialty sensors, and aerospace and defense subsystems.

The Separation is expected to be structured in a tax-free manner for Fortive shareholders.

The Company is targeting to complete the Separation by the fourth quarter of 2025, subject to the satisfaction of certain conditions, including, among others, final approval of Fortive’s Board of Directors, satisfactory completion of financing, receipt of a favorable opinion of legal counsel and/or a private letter ruling from the U.S.

The results of operations for the three months ended March 28, 2025, are not necessarily indicative of the results for the full year.

Update on Pending Separation of the Precision Technologies Segment

On September 4, 2024, we announced our intention to separate our PT segment business into an independent publicly-traded company (the “Separation”), which has been incorporated under the name Ralliant Corporation.

The Separation will create (i) a technology solutions company, retaining the Fortive name, with a portfolio of the brands currently operating under Fortive’s IOS and AHS business segments, focused on resilient, high-quality recurring growth by delivering productivity and safety to customers, and (ii) a global technology company consisting of our brands currently operating under the PT segment with a focus on precision instruments and highly engineered products essential for breakthrough innovation and aligned to powerful secular trends.

The Separation is intended to qualify as a tax-free spin-off to Fortive shareholders for U.S.

federal income tax purposes.

The Company is currently targeting completion of the Separation by the end of the second quarter of 2025, subject to the satisfaction of certain conditions, including, among others, final approval of Fortive’s Board of Directors, or a delegated committee thereof, satisfactory completion of financing, receipt of a favorable opinion of legal counsel and/or a private letter ruling from the U.S.

Internal Revenue Service with respect to the tax treatment of the transaction for U.S.

federal income tax purposes, the effectiveness of a Form 10 registration statement filed with the SEC, and other regulatory approvals.

All assets, liabilities, revenues and expenses of NewCo are included in the consolidated results of the Company in the accompanying consolidated condensed financial statements.

All assets, liabilities, revenues and expenses of Ralliant are included in the consolidated results of the Company in the accompanying consolidated condensed financial statements.

Fortive anticipates that Ralliant’s Form 10 registration statement will be filed publicly with the SEC in early May 2025.

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 nine-month period ended September 27, 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

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subsidiaries.

As of September 27, 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 losses of $ 59.7 million and gains of $ 9.6 million during the three-month periods ended September 27, 2024 and September 29, 2023, respectively, and losses of $ 38.3 million and gains of $ 13.0 million during the nine-month periods ended September 27, 2024 and September 29, 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 March 28, 2025, 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 losses of $ 57.0 million and gains of $ 8.4 million during the three-month periods ended March 28, 2025 and March 29, 2024, 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 and nine-month periods ended September 27, 2024 and September 29, 2023.

We recorded no ineffectiveness from our net investment hedges during the three-month periods ended March 28, 2025 and March 29, 2024.

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

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

For the Three Months Ended September 27, 2024:

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

Other comprehensive income (loss) before reclassifications, net of income taxes 89.3 — 89.3

Amounts reclassified from AOCI into income:

Increase (decrease) — 0.1 (b)

Income tax impact — — —

Amounts reclassified from AOCI into income, net of income taxes

Net current period other comprehensive income (loss), net of income taxes 89.3 0.1 89.4

Balance, September 27, 2024 $ ( 300.0 ) $ ( 34.2 ) $ ( 334.2 )

For the Three Months Ended September 29, 2023:

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

Other comprehensive income (loss) before reclassifications, net of income taxes ( 46.0 ) ( 0.4 ) ( 46.4 )

Amounts reclassified from AOCI into income:

Increase (decrease) — 0.6 (b)

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 ( 46.0 ) 0.1 ( 45.9 )

Balance, September 29, 2023 $ ( 341.4 ) $ ( 24.4 ) $ ( 365.8 )

(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 2023 Annual Report on Form 10-K for additional details).

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

For the Nine Months Ended September 27, 2024:

For the Three Months Ended March 28, 2025:

Balance, December 31, 2024 $ ( 431.4 ) $ ( 34.0 ) $ ( 465.4 )

Other comprehensive income (loss) before reclassifications:

Increase (decrease):

Income tax impact

( 7.9 ) — ( 7.9 )

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

Amounts reclassified from AOCI into income:

Increase (decrease) 7.0 (b)

Income tax impact — ( 0.1 ) ( 0.1 )

Increase (decrease) — — (b, c)

Income tax impact — — (c)

Amounts reclassified from AOCI into income, net of income taxes — — —

Net current period other comprehensive income (loss) 70.1 — 70.1

Balance, September 27, 2024 $ ( 300.0 ) $ ( 34.2 ) $ ( 334.2 )

For the Nine Months Ended September 29, 2023:

Balance, March 28, 2025 $ ( 361.3 ) $ ( 34.0 ) $ ( 395.3 )

For the Three Months Ended March 29, 2024:

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

Other comprehensive income (loss) before reclassifications:

Increase (decrease):

( 80.1 ) — ( 80.1 )

Income tax impact 3.6 — 3.6

Other comprehensive income (loss) before reclassifications, net of income taxes ( 76.5 ) — ( 76.5 )

Amounts reclassified from AOCI into income:

Increase (decrease) — 0.2 (c)

Income tax impact — 0.1 0.1

Increase (decrease) — 0.1 (b)

Income tax impact — — (c)

Amounts reclassified from AOCI into income, net of income taxes — 0.1 0.1

Net current period other comprehensive income (loss) ( 76.5 ) 0.1 ( 76.4 )

Balance, September 29, 2023 $ ( 341.4 ) $ ( 24.4 ) $ ( 365.8 )

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

(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).

Allowances for Doubtful Accounts

(b) This component of AOCI is included in the computation of net periodic pension cost (refer to Note 10 in our 2024 Annual Report on Form 10-K for additional details).

Allowance for Doubtful Accounts

All trade accounts and unbilled receivables are recorded in the Consolidated Condensed Balance Sheets adjusted for any write-offs and net of allowances for credit losses.

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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 and nine-month periods ending September 27, 2024 and September 29, 2023, the activity was immaterial.

During the three-month periods ending March 28, 2025 and March 29, 2024, the activity was immaterial.

Property Sale

On March 14, 2024, we sold land and certain office buildings in our PT segment for $ 90 million, for which we received $ 20 million in cash proceeds and a $ 70 million promissory note secured by a letter of credit.

We received $ 10 million of principal in August and the remaining is due in November 2024.

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

During the nine-month period ended September 27, 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 promissory note was 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.

Concurrently, using a portion of the proceeds from the property sale, we pledged a charitable contribution of $ 20 million to the Fortive Foundation (the “Foundation”), which had no donor imposed conditions or restrictions.

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.

In the third quarter of 2024, $ 20 million of the promissory note due in November 2024 was reassigned to the Foundation.

The charitable contribution was recorded within the “Other non-operating expense, net” line in the Consolidated Condensed Statements of Earnings.

Restructuring

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 and nine-month periods ended September 29, 2023, we incurred charges of $ 0.9 million and $ 29.2 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 immaterial as of September 27, 2024 and were $ 26 million as of December 31, 2023, and are recorded within Accrued expenses and other current liabilities in the Consolidated Condensed Balance Sheets.

In the fourth quarter of 2024, we initiated a discrete restructuring plan that is expected to be completed by December 31, 2025.

The nature of the plan initiated in 2024 was related to the Separation and consisted primarily of targeted workforce reductions to realign cost structures.

During the three-month period ended March 28, 2025, we incurred charges of $ 3.9 million.

Accrued restructuring costs were $ 9 million as of March 28, 2025 and were $ 13 million as of December 31, 2024, and are recorded within Accrued expenses and other current liabilities in the Consolidated Condensed Balance Sheets.

Recently Issued Accounting Standard

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

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.

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.

In December 2023, the Financial Accounting Standards Board (“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.

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

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 , which amends the disclosure requirements related to certain costs and expenses on an interim and annual basis.

This standard is effective for fiscal year ending December 31, 2027, and interim periods within fiscal year ending December 31, 2028.

This standard should be applied either on a prospective basis or retrospective basis.

The adoption of the standard will not impact our combined 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.

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

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The purchase price for acquired businesses reflect a number of factors, including the future earnings and cash flow potential of the business, the strategic fit and resulting synergies from the complementary portfolio of the acquired business to our existing operations, industry expertise, and market access.

The purchase price allocations for the acquisition in 2024 and the fourth quarter of 2023 are provisional and subject to further adjustments as we finalize the measurement of the acquired tangible and intangible assets and liabilities, as well as the associated income tax considerations.

The preliminary fair value of the net assets acquired was based on estimates and assumptions.

Significant assumptions include the discount rates and certain assumptions that form the basis of the forecasted results of the acquired business including earnings before interest and amortization (“EBITDA”), revenue growth rates, royalty rates and attrition rates.

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 and nine-month periods ended September 27, 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.

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We recorded approximately $ 1.18 billion of goodwill within our PT segment related to the EA acquisition, which is not tax deductible.

For the three and nine-month periods ended September 27, 2024, we incurred approximately $ 1.9 million and $ 29.3 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.

For the three-month periods 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.

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 September 27, 2024 ($ in millions):

Accounts receivable $ 19.6

Property, plant and equipment

Goodwill 1,172.6

Other intangible assets (customer relationships, technology, and trade names)

Deferred tax liabilities ( 189.1 )

Other assets and liabilities, net ( 21.4 )

Net cash consideration $ 1,718.2

During 2023, we made four acquisitions (“the 2023 acquisitions”) in our IOS segment for an aggregate cash consideration of $ 101.4 million, which includes an immaterial deferred payment, net of acquired cash.

The 2023 acquisitions are intended to accelerate our strategy and strengthen our product portfolio, providing world-class solutions to our customers.

We recorded approximately $ 57.3 million of goodwill related to the acquisitions, which is not tax deductible, as well as $ 43.2 million of intangible assets, primarily consisting of customer relationships, technology, and trade names.

All other acquired assets and assumed liabilities are immaterial.

GOODWILL AND OTHER INTANGIBLE ASSETS

The fair value of the net assets acquired was based on estimates and assumptions.

Significant assumptions include the discount rates and certain assumptions that form the basis of the forecasted cash flows of the acquired business including earnings before interest, taxes, depreciation and amortization (“EBITDA”), revenue, revenue growth rates, royalty rates, customer attrition rates, and technology obsolescence rates.

During the three-month period ended March 28, 2025, no adjustments were made to the EA purchase price allocation.

The following is a roll forward of our carrying value of goodwill by segment ($ in millions):

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Balance, December 31, 2024 $ 4,121.7 $ 2,940.0 $ 3,094.3 $ 10,156.0

Measurement period adjustments for prior year acquisitions

Attributable to acquisitions

Foreign currency translation

15.7 63.7 9.3 88.7

Foreign currency translation and other 10.9 19.5 ( 3.0 ) 27.4

Balance, September 27, 2024 $ 4,160.4 $ 3,048.6 $ 3,113.3 $ 10,322.3

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.

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):

September 27, 2024 December 31, 2023

Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization

Finite-lived intangibles:

Patents and technology $ 1,286.1 $ ( 788.4 ) $ 1,139.6 $ ( 687.1 )

Customer relationships and other intangibles 4,055.9 ( 1,799.9 ) 3,568.0 ( 1,573.2 )

Trademarks and trade names 176.8 ( 31.1 ) 117.7 ( 19.8 )

Total finite-lived intangibles 5,518.8 ( 2,619.4 ) 4,825.3 ( 2,280.1 )

Indefinite-lived intangibles:

Trademarks and trade names 610.6 — 614.6 —

Total intangibles $ 6,129.4 $ ( 2,619.4 ) $ 5,439.9 $ ( 2,280.1 )

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

During the nine-month period ended September 27, 2024, we acquired finite-lived intangible assets, consisting of customer relationships, developed technology, and trade names, with a weighted average life of approximately nine years as a result of the EA acquisition.

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

Balance, March 28, 2025 $ 4,137.4 $ 3,003.7 $ 3,103.6 $ 10,244.7

FAIR VALUE MEASUREMENTS

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(Level 3) Total

September 27, 2024

March 28, 2025

Deferred compensation liabilities $ — $ 41.9 $ — $ 41.9

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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 and nine-month periods ended September 27, 2024, and recorded no material impairments.

During the three-month periods ended September 27, 2024 and September 29, 2023, we recorded a loss from equity investments of $ 26.1 million and $ 3.8 million, respectively.

During the nine-month periods ended September 27, 2024 and September 29, 2023, we recorded a loss from equity investments of $ 39.4 million and $ 12.9 million, respectively.

The loss was recorded within Other non-operating expense, net in our Consolidated Condensed Statement of Earnings.

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 28, 2025, and recorded no impairments.

Fair Value of Financial Instruments

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

September 27, 2024 December 31, 2023

March 28, 2025 December 31, 2024

Carrying Amount Fair Value Carrying Amount Fair Value

2 unchanged sentences

2,929.1 2,442.9 3,331.1 3,243.8

As of September 27, 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 March 28, 2025 and December 31, 2024, 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):

September 27, 2024 December 31, 2023

March 28, 2025 December 31, 2024

dollar-denominated commercial paper $ 730.0 $ 650.0

5 unchanged sentences

4.30 % senior unsecured notes due 2046

Delayed-Draw Term Loan due 2024 — 550.0

Long-term debt, principal amounts 3,873.3 3,718.8

4 unchanged sentences

Refer to Note 9 of our 2024 Annual Report on Form 10-K for further details of our debt financing.

Euro-denominated Senior Unsecured Notes Due 2026 and 2029

On February 13, 2024, we completed the registered offering of the following Euro-denominated senior unsecured notes:

• € 500 million in aggregate principal amount of our 3.7 % Euro-denominated senior unsecured notes due 2026 (the “2026 Notes”) issued at 99.928 % of their principal amount and bearing interest at 3.7 % per annum.

The 2026 Notes mature on February 13, 2026 with interest payable in arrears on February 13 of each year, beginning in 2025.

• € 700 million in aggregate principal amount of our 3.7 % Euro-denominated senior unsecured notes due 2029 (the “2029 Notes”) issued at 99.943 % of their principal amount and bearing interest at 3.7 % per annum.

The 2029 Notes mature on August 15, 2029 with interest payable in arrears on August 15 of each year, beginning in 2024.

The net proceeds from the offering, after underwriting discounts and commissions and offering expenses, were approximately $ 1.3 billion based on the currency exchange rates at which the Euro denominated proceeds were converted into U.S.

We used the net proceeds to refinance the $ 1.0 billion outstanding principal of the Delayed-Draw Term Loan Due 2024, refinance borrowings under the U.S.

dollar-denominated commercial paper, and for general corporate purposes.

Redemption Provisions and Covenants Applicable to 2026 and 2029 Notes

Prior to July 15, 2029 for the 2029 Notes, and prior to maturity for the 2026 Notes, we may redeem the applicable series of notes at our option, in whole or in part, at any time and from time to time, at the applicable make-whole redemption price specified in the indentures.

On or after July 15, 2029, we may redeem the 2029 Notes, in whole or in part, at any time and from time to time, at a redemption price equal to 100 % of the principal amount of the 2029 Notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.

We may, at our option, redeem the applicable series of notes, in whole but not in part, at a redemption price equal to 100 % of the principal amount of such series of notes to be redeemed, together with any accrued and unpaid interest thereon to, but not including, the redemption date, at any time, if as a result of any change in, or amendment to, the laws, regulations, treaties, or rulings of the United States or any political subdivision of or in the United States or any taxing authority thereof or therein affecting taxation, or any change in, or amendment to, the application, official interpretation, administration or enforcement of such laws, regulations, treaties or rulings (including a holding by a court of competent jurisdiction in the United States), which change or amendment is enacted, adopted, announced or become effective, we become or, based upon a written opinion of independent counsel selected by us, will become obligated to pay additional amounts with respect to the applicable series of notes.

If a change of control triggering event occurs, we will, in certain circumstances, be required to make an offer to repurchase the notes from each holder at a purchase price equal to 101 % of the principal amount of the notes being repurchased, plus accrued and unpaid interest to, but not including the repurchase date.

A change of control triggering event is defined as the occurrence of both a change of control and a rating event, each as defined in the indentures.

Except in connection with a change of control triggering event, the 2026 Notes and 2029 Notes do not have any credit rating downgrade triggers that would accelerate the maturity of the notes.

The 2026 Notes and 2029 Notes contain customary covenants.

None of these covenants are considered restrictive to our operations and as of September 27, 2024, we were in compliance with all of our covenants.

Delayed-Draw Term Loan due 2024

On January 2, 2024, we drew down an additional $ 450 million of the Delayed-Draw Term Loan due 2024 as part of the funding for the acquisition of EA, with $ 1.0 billion outstanding immediately following such additional draw.

Refer to Note 2 for additional information regarding the EA acquisition.

On February 13, 2024, we used the net proceeds from the 2026 Notes and 2029 Notes to refinance the entire $ 1.0 billion outstanding principal and accrued interest thereon.

Other Liquidity Sources

Commercial Paper Programs

We generally satisfy any short-term liquidity needs that are not met through operating cash flows and available cash primarily through issuances of commercial paper under our U.S.

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Under these programs, we may issue unsecured promissory notes with maturities not exceeding 397 and 183 days, respectively.

Proceeds from borrowings under the commercial paper programs are typically available for general corporate purposes, including acquisitions.

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 September 27, 2024 were as follows ($ in millions):

The details of our outstanding Commercial Paper Programs as of March 28, 2025 were as follows ($ in millions):

Carrying value (a)

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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 September 27, 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.

As of March 28, 2025, no borrowings were outstanding under the Revolving Credit Facility.

We classified our borrowings outstanding under the Commercial Paper Programs as of March 28, 2025 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.

We derive revenue primarily from the sales of products, including software, and services.

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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 $ 121 million as of September 27, 2024 and $ 108 million as of December 31, 2023.

Contract assets were $ 133 million as of March 28, 2025 and $ 118 million as of December 31, 2024.

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 September 27, 2024 and December 31, 2023, we had $ 59 million and $ 51 million, respectively, in net revenue-related contract costs primarily related to certain software contracts.

As of March 28, 2025 and December 31, 2024, we had $ 64 million and $ 59 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):

September 27, 2024 December 31, 2023

March 28, 2025 December 31, 2024

Deferred revenue - current $ 560.0 $ 553.2

1 unchanged sentence

Total contract liabilities $ 619.1 $ 612.1

During the three and nine-month periods ended September 27, 2024, we recognized revenue related to our contract liabilities at December 31, 2023 of $ 91 million and $ 408 million, respectively.

The change in our contract liabilities from December 31, 2023 to September 27, 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-month period ended March 28, 2025, we recognized revenue related to our contract liabilities at December 31, 2024 of $ 189 million.

The change in our contract liabilities from December 31, 2024 to March 28, 2025 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.

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

September 27, 2024

March 28, 2025

Intelligent Operating Solutions $ 622.2

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We disaggregate revenue from contracts with customers by sales of products and software and services, geographic location, and end market for each of our segments, as we believe it best depicts how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors.

Due to the Segment Realignment, prior period segment amounts have been recast to conform to the revised segment presentation.

Refer to Note 1 for further information on the realignment.

Disaggregation of revenue for the three-month period ended September 27, 2024 is presented as follows ($ in millions):

Disaggregation of revenue for the three-month period ended March 28, 2025 is presented as follows ($ in millions):

Total Intelligent Operating Solutions Precision Technologies Advanced Healthcare Solutions

4 unchanged sentences

China 157.3 59.8 72.8 24.7

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

511.0 234.9 173.5 102.6

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Total direct sales

Distributors 90.1 37.0 49.9 3.2

Total $ 1,534.6 $ 661.2 $ 550.9 $ 322.5

(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 September 29, 2023 is presented as follows ($ in millions):

Total Intelligent Operating Solutions Precision Technologies Advanced Healthcare Solutions

Sales of products and software $ 1,258.9 $ 538.4 $ 491.7 $ 228.8

Sales of services 235.6 105.9 60.8 68.9

Total $ 1,494.5 $ 644.3 $ 552.5 $ 297.7

United States $ 833.7 $ 366.1 $ 304.6 $ 163.0

China 162.1 52.5 82.6 27.0

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

1,386.9 634.7 453.3 298.9

Total $ 1,494.5 $ 644.3 $ 552.5 $ 297.7

Direct sales:

Healthcare $ 353.3 $ 10.9 $ 56.9 $ 285.5

Industrial & Manufacturing 340.1 226.3 109.9 3.9

Government 145.5 73.2 64.0 8.3

Utilities & Power 105.3 46.5 58.8 —

Communications, Electronics & Semiconductor 101.1 24.7 76.4 —

Aerospace & Defense 74.9 0.1 74.8 —

Retail & Consumer 82.4 64.8 17.6 —

Oil & Gas 70.6 68.3 2.3 —

Other 167.3 96.9 70.4 —

Total direct sales 1,440.5 611.7 531.1 297.7

Distributors 87.3 36.7 47.3 3.3

1 unchanged sentence

(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 nine-month period ended September 27, 2024 is presented as follows ($ in millions):

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

Total Intelligent Operating Solutions Precision Technologies Advanced Healthcare Solutions

4 unchanged sentences

China 176.3 67.1 82.9 26.3

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

558.3 249.1 202.0 107.2

11 unchanged sentences

Total direct sales

Distributors 288.5 115.8 162.7 10.0

Total $ 4,611.5 $ 2,003.9 $ 1,661.7 $ 945.9

(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 nine-month period ended September 29, 2023 is presented as follows ($ in millions):

Total Intelligent Operating Solutions Precision Technologies Advanced Healthcare Solutions

Sales of products and software $ 3,786.3 $ 1,622.2 $ 1,469.8 $ 694.3

Sales of services 695.3 307.3 184.1 203.9

Total $ 4,481.6 $ 1,929.5 $ 1,653.9 $ 898.2

United States $ 2,433.0 $ 1,068.2 $ 865.9 $ 498.9

China 522.4 176.0 269.0 77.4

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

1,427.1 627.3 503.4 296.4

Total $ 4,481.6 $ 1,929.5 $ 1,653.9 $ 898.2

Direct sales:

Healthcare $ 1,052.3 $ 33.4 $ 168.5 $ 850.4

Industrial & Manufacturing 1,051.1 687.2 351.2 12.7

Government 389.5 212.2 151.9 25.4

Utilities & Power 308.8 140.1 168.7 —

Communications, Electronics & Semiconductor 304.4 73.6 230.8 —

Aerospace & Defense 218.8 0.4 218.4 —

Retail & Consumer 249.7 189.2 60.5 —

Oil & Gas 212.5 201.8 10.7 —

Other 519.0 292.0 227.0 —

Total direct sales 4,306.1 1,829.9 1,587.7 888.5

Distributors 97.4 38.4 55.6 3.4

1 unchanged sentence

(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 nine-month periods ended September 27, 2024 were 4.6 % and 10.2 %, respectively, as compared to 15.2 % and 15.8 %, respectively, for the three and nine-month periods ended September 29, 2023.

The decrease in the effective tax rate for the three-month period ended September 27, 2024 as compared to the three-month period ended September 29, 2023 was primarily related to changes in applicable statutory tax rates, resulting in a benefit in the three-month period ended September 27, 2024.

The decrease in the effective tax rate for the nine-month period ended September 27, 2024 as compared to the nine-month period ended September 29, 2023 was primarily related to cash repatriation resulting in a discrete tax credit, changes in applicable statutory tax rates, and changes in valuation allowances in the nine-month period ended September 27, 2024.

Our effective tax rates for the three and nine-month periods ended September 27, 2024, differ from the U.S.

Our effective tax rate for the three-month period ended March 28, 2025 was 14.6 % as compared to 11.4 %, for the three-month period ended March 29, 2024.

The increase in the effective tax rate for the three-month period ended March 28, 2025 as compared to the three-month period ended March 29, 2024 was primarily related to a discrete tax credit in the comparable prior year period from cash repatriation.

Our effective tax rate for the three-month period ended March 28, 2025, differs from the U.S.

federal statutory rate of 21% due primarily to the impact of credits and deductions provided by law, including those associated with state income taxes, 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 September 27,

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

As of March 28, 2025, approximately 11 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 14 of our 2024 Annual Report on Form 10-K.

Stock-based Compensation

Stock-based compensation has been recognized as a component of Selling, general and administrative expenses in the Consolidated Condensed Statements of Earnings based on the portion of the awards that are ultimately expected to vest.

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

Three Months Ended Nine Months Ended

September 27, 2024 September 29, 2023 September 27, 2024 September 29, 2023

Three Months Ended

March 28, 2025 March 29, 2024

Stock Awards:

10 unchanged sentences

Total stock-based compensation expense, net of income taxes $ 23.1 $ 25.2

The following summarizes the unrecognized compensation cost for the Stock Plan awards as of September 27, 2024.

The following summarizes the unrecognized compensation cost for the Stock Awards and stock options as of March 28, 2025.

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.

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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 and nine-month periods ended September 27, 2024 and September 29, 2023, warranty related activity was immaterial.

Operating lease costs for the three-month periods ended September 27, 2024 and September 29, 2023 were $ 12 million and $ 13 million, respectively.

Operating lease costs for both the nine-month periods ended September 27, 2024 and September 29, 2023 were $ 37 million.

During both the nine-month periods ended September 27, 2024 and September 29, 2023, cash paid for operating leases included in operating cash flows was $ 36 million.

Right-of-use (“ROU”) assets obtained in exchange for

operating lease obligations were $ 30 million and $ 29 million during the nine-month periods ended September 27, 2024 and September 29, 2023, respectively.

Operating lease ROU assets were $ 174 million and $ 155 million as of September 27, 2024 and December 31, 2023, respectively.

Operating lease liabilities were $ 181 million and $ 164 million as of September 27, 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-month periods ended March 28, 2025 and March 29, 2024, warranty related activity was immaterial.

Operating lease costs for each period are presented as follows ($ in millions):

Three Months Ended

March 28, 2025 March 29, 2024

Operating lease costs

$ 12.6 $ 12.6

Supplemental balance sheet and cash flow information related to operating leases for each period is presented as follows ($ in millions):

March 28, 2025 December 31, 2024

Right-of-use (“ROU”) assets (a)

$ 160.9 $ 164.2

Operating lease liabilities (b)

(a) ROU assets are recorded in the Consolidated Condensed Balance Sheets within Other assets.

(b) Operating lease liabilities are recorded in the Consolidated Condensed Balance Sheets within Accrued expenses and other current liabilities, and Other long-term liabilities.

Three Months Ended

March 28, 2025 March 29, 2024

Cash paid for operating leases

$ 11.7 $ 12.1

ROU assets obtained in exchange for operating lease obligations

NET EARNINGS PER SHARE

1 unchanged sentence

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 and nine-month periods ended September 27, 2024 were 1.5 million and 1.2 million, respectively, and were 0.1 million and 0.5 million for the three and nine-month periods ended September 29, 2023.

Anti-dilutive options excluded from the diluted EPS calculation for the three-month periods ended March 28, 2025 and March 29, 2024 were 1.5 million and 1.2 million, respectively.

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 Nine Months Ended

September 27, 2024 September 29, 2023 September 27, 2024 September 29, 2023

Three Months Ended

March 28, 2025 March 29, 2024

Net earnings $ 171.9 $ 207.4

5 unchanged sentences

Net earnings per common share - Diluted $ 0.50 $ 0.58

We declared and paid cash dividends per common share for the periods as presented below:

Common Share Amount

($ in millions)

First quarter $ 0.08 $ 28.1

Second quarter 0.08 28.0

Third quarter 0.08 27.8

Total $ 0.24 $ 83.9

First quarter $ 0.07 $ 24.7

Second quarter 0.07 24.6

Third quarter 0.07 24.6

Total $ 0.21 $ 73.9

Share Repurchase Program

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.

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, with 14.2 million shares remaining authorized under the share repurchase program as of September 27, 2024.

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.

As of March 28, 2025, there were 5.5 million shares remaining authorized under the share repurchase program.

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.

During the three and nine-month periods ended September 27, 2024, the Company purchased 3.8 million and 5.8 million shares of its common stock at an average share price of $ 70.87 and $ 72.78 , respectively.

During the three and nine-month periods ended September 29, 2023, the Company purchased 1 million and 3 million shares of its common stock at an average share price of $ 78.74 and $ 69.27 , respectively.

During the three-month period ended March 28, 2025, the Company purchased 2.5 million shares of its common stock at an average share price of $ 81.01 .

The Company made no repurchases under the plan during the three-month periods ended March 29, 2024.

Our common stock repurchases in excess of issuances are subject to a 1% excise tax enacted by the Inflation Reduction Act.

Any excise tax incurred is recorded as part of the cost basis of the shares acquired within Common stock repurchases in the Consolidated Condensed Statement of Equity.

The payment of the excise tax is recorded within Repurchase of common shares in the Consolidated Condensed Statement of Cash Flows.

SEGMENT INFORMATION

We report our results in three separate business segments consisting of IOS, PT, and AHS.

Our chief operating decision maker (“CODM”) assesses performance and allocates resources based on our operating segments, which are also our reportable segments.

Due to the Segment Realignment, prior period segment amounts have been recast to conform to the revised segment presentation.

Refer to Note 1 for further information on the realignment.

We report our results in three separate business segments consisting of Intelligent Operating Solutions, Precision Technologies, and Advanced Healthcare Solutions.

We determine our business segments based on the identification of segment managers and similarities in products, end markets, economic characteristics, technologies, and services, as well as the financial data utilized by the Company's chief executive officer.

The Company's chief operating decision maker ("CODM") is the chief executive officer.

The CODM uses gross profit and operating profit at the segment level to assess performance and allocate resources, including merger and acquisition targets.

The CODM also compares the actual results to expectations in assessing the performance of the segments.

Gross profit represents total revenue less total cost of sales.

Operating expenses generally include selling, general and administrative expenses, and research and development expenses.

Depreciation expense is allocated between Cost of sales and Selling, general, and administrative expenses.

Amortization expense is recorded within Selling, general, and administrative expenses.

Operating profit represents gross profit less operating expenses.

The identifiable assets by segment are those used in each segment’s operations.

Inter-segment amounts are not significant and are eliminated in the combined totals.

Unallocated costs and other costs are not considered part of our evaluation of reportable segment operating performance.

Our IOS segment provides advanced instrumentation, software and services to tens of thousands of customers enabling their mission-critical workflows.

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Our healthcare offerings help ensure critical safety standards are met, instruments and operating rooms are working at peak performance, and complex procedures are followed accurately in these mission-critical healthcare environments.

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

Three Months Ended Nine Months Ended

September 27, 2024 September 29, 2023 September 27, 2024 September 29, 2023

Segment results for the three-month period ended March 28, 2025 are shown below ($ in millions):

Intelligent Operating Solutions

1 unchanged sentence

Advanced Healthcare Solutions

Total $ 1,534.6 $ 1,494.5 $ 4,611.5 $ 4,481.6

Operating Profit:

Unallocated Corporate Costs and Other

$ 1,474.2 $ 671.4 $ 500.6 $ 302.2 $ —

Cost of sales

( 593.3 ) ( 223.2 ) ( 246.0 ) ( 124.1 ) —

880.9 448.2 254.6 178.1 —

Operating expenses

( 647.3 ) ( 274.5 ) ( 167.3 ) ( 151.8 ) ( 53.7 )

Operating profit (loss)

233.6 173.7 87.3 26.3 ( 53.7 )

Non-operating income (expense), net

Interest expense, net

( 32.0 ) — — — ( 32.0 )

Other non-operating expense, net

( 0.2 ) — — — ( 0.2 )

Earnings before income taxes

$ 201.4 $ 173.7 $ 87.3 $ 26.3 $ ( 85.9 )

Depreciation and amortization expenses

$ ( 134.9 ) $ ( 57.9 ) $ ( 27.2 ) $ ( 49.5 ) $ ( 0.3 )

Capital expenditure

$ ( 26.7 ) $ ( 16.9 ) $ ( 5.6 ) $ ( 4.0 ) $ ( 0.2 )

Segment results for the three-month period ended March 29, 2024 are shown below ($ in millions):

Intelligent Operating Solutions

1 unchanged sentence

Advanced Healthcare Solutions

Other ( 35.2 ) ( 31.6 ) ( 100.6 ) ( 96.3 )

Total Operating Profit 295.5 291.1 899.5 822.8

Unallocated Corporate Costs and Other

$ 1,524.5 $ 665.7 $ 559.0 $ 299.8 $ —

Cost of sales

( 620.3 ) ( 222.4 ) ( 272.7 ) ( 125.2 ) —

904.2 443.3 286.3 174.6 —

Operating expenses

( 665.1 ) ( 279.2 ) ( 200.3 ) ( 147.1 ) ( 38.5 )

Gain on sale of property (a)

63.1 — 63.1 — —

Operating profit (loss)

302.2 164.1 149.1 27.5 ( 38.5 )

Non-operating income (expense), net

Interest expense, net

Loss from divestiture

( 44.0 ) — — — ( 44.0 )

Other non-operating expense, net

( 24.2 ) — — — ( 24.2 )

Earnings before income taxes

$ 234.0 $ 164.1 $ 149.1 $ 27.5 $ ( 106.7 )

Depreciation and amortization expenses

$ ( 136.8 ) $ ( 57.3 ) $ ( 29.4 ) $ ( 50.1 ) $ —

Capital expenditure

$ ( 26.4 ) $ ( 18.7 ) $ ( 4.1 ) $ ( 2.7 ) $ ( 0.9 )

(a) Refer to Note 1 for further detail on Gain on sale of property.

Segment Assets:

($ in millions) March 28, 2025 December 31, 2024

Intelligent Operating Solutions $ 6,333.5 $ 6,320.1

Precision Technologies 4,770.6 4,691.9

Advanced Healthcare Solutions 4,964.3 5,008.6

Total segment assets 16,068.4 16,020.6

1,068.6 995.5

Total assets $ 17,137.0 $ 17,016.1

(a) Other represents corporate assets which consist primarily of cash, property, plant, and equipment, and net deferred income tax assets.

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