What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2025-02-25 compared with 2024-02-20 · 57 added, 74 removed, 107 unchanged (55% of the section changed)

1 unchanged sentence

At Pentair, we help the world sustainably move, improve and enjoy water, life’s most essential resource.

From our residential and commercial water solutions to industrial water managemen t and everything in between, Pentair is focused on smart, sustainable water solutions that help people and the planet thrive.

Pentair strategy

2 unchanged sentences

• Focus on growth in our core businesses and strategic initiatives;

• Accelerate digital, innovation, technology and environmental, social and governance (“ESG”) investments;

• Accelerate digital innovation and technology as well as sustainability investments;

• Expedite growth and drive margin expansion through our Transformation Program;

4 unchanged sentences

Although our jurisdiction of organization is Ireland, we manage our affairs so that we are centrally managed and controlled in the United Kingdom (the “U.K.”) and therefore have our tax residency in the U.K.

In July 2022, as part of our Water Solutions reporting segment, we acquired the issued and outstanding equity securities of certain subsidiaries of Welbilt, Inc.

(“Welbilt”) and certain other assets, rights, and properties, and assumed certain liabilities, comprising Welbilt’s Manitowoc Ice business (“Manitowoc Ice”), for approximately $1.6 billion in cash.

On December 2, 2024, as part of our Pool reportable segment, we completed the acquisition of G & F Manufacturing, LLC (“G & F Manufacturing”) for $116.0 million in cash, net of cash acquired and subject to customary adjustments.

The net purchase price is comprised of an upfront cash payment of $108.0 million, subject to customary adjustments, and the estimated fair value at the acquisition date of a contingent earn-out liability based upon the achievement of certain defined operating results in the two years following the acquisition.

G & F Manufacturing manufactures and services pool heat pumps.

Our registered principal office is located at Regal House, 70 London Road, Twickenham, London, TW13QS United Kingdom.

1 unchanged sentence

BUSINESS AND PRODUCTS

Pentair is comprised of three reportable business segments:

Pentair is comprised of three reportable segments:

Flow, Water Solutions and Pool.

The following is a brief description of each of the Company’s reportable segments and business activities.

The Flow segment (formerly named the Industrial & Flow Technologies segment) delivers water where it is needed, when it is needed, more efficiently and transforms waste into value.

The Flow segment aims to deliver water where it is needed, when it is needed, more efficiently and to transform waste into value.

This segment designs, manufactures and sells a variety of fluid treatment and pump products and systems, including pressure vessels, gas recovery solutions, membrane bioreactors, wastewater reuse systems and advanced membrane filtration, separation systems, water disposal pumps, water supply pumps, fluid transfer pumps, turbine pumps, solid handling pumps, and agricultural spray nozzles, while serving the global residential, commercial and industrial markets.

1 unchanged sentence

For the fiscal year ended December 31, 2024, our residential and irrigation flow businesses, which sell pumps focused on residential and agriculture, comprised approximately 37% of Flow sales.

Another approximately 27% of Flow sales were from the commercial & infrastructure flow businesses, which sell larger pumps focused on fire suppression, wastewater and flood control.

The remaining approximately 34% of Flow sales were from the industrial solutions business, comprised of applications focused on industrial process filtration and sustainable gas.

Another approximately 29% of Flow sales were from the commercial & infrastructure flow businesses, which sell larger pumps focused on fire suppression, water supply, wastewater and flood control.

The remaining approximately 34% of Flow sales were from the industrial solutions business, comprised of applications focused on industrial process and air filtration and sustainable gas.

Flow brand names include Pentair Flow, Aurora, Berkeley, Codeline, Fairbanks-Nijhuis, Haffmans, Hydromatic, Hypro, Jung Pumpen, Myers, Sta-Rite, Shurflo, Südmo and X-Flow.

Flow customers include businesses engaged with end users, and wholesale and retail distribution in the residential, commercial, food and beverage, and industrial vertical markets.

Flow customers include businesses engaged with end users, and wholesale and retail distribution in the residential, agricultural, commercial, food and beverage, and industrial vertical markets.

We have historically experienced increased demand following warm weather trends for residential water supply and agricultural products.

3 unchanged sentences

Competition focuses on brand names, product performance (including energy-efficient offerings and required specifications), quality, service and price.

We compete by offering a wide variety of innovative and high-quality products, which are competitively priced.

We compete by offering a wide variety of innovative and high-quality products, which we believe are competitively priced.

Water Solutions

The Water Solutions segment provides great tasting, higher-quality water and ice while helping people use water more productively.

The Water Solutions segment aims to provide great tasting, higher-quality water and ice while helping people use water more productively.

This segment designs, manufactures and sells commercial and residential water treatment products and systems including pressure tanks, control valves, activated carbon products, commercial ice machines, conventional filtration products, and point-of-entry and point-of-use water treatment systems.

These water treatment products and systems are used in residential whole home water filtration, drinking water filtration and water softening solutions in addition to commercial water management and filtration in foodservice operations.

These water treatment products and systems are for use in residential whole home water filtration, drinking water filtration and water softening solutions in addition to commercial water management and filtration in foodservice operations.

In addition, our water solutions business also provides installation and preventative services for water management solutions for commercial operators.

For the fiscal year ended December 31, 2023, our commercial business, which products include pressure tanks, control valves, activated carbon products, commercial ice machines, conventional filtration products, and commercial point-of-entry and point-of-use water treatment systems, comprised approximately 67% of Water Solutions sales.

For the fiscal year ended December 31, 2024, our commercial business, which offers products such as conventional filtration products, commercial point-of-entry and point-of-use water treatment systems, activated carbon products and commercial ice machines, comprised approximately 66% of Water Solutions sales.

In addition, our commercial business also provides installation and preventative services for water management solutions for commercial operators.

The other approximately 33% of Water Solutions sales were associated with our residential business, which primarily focuses on products associated with residential point of entry and point of use filtration and softening systems.

The other approximately 34% of Water Solutions sales were associated with our residential business, which primarily focuses on products associated with residential point of entry and point of use filtration and softening systems, pressure tanks and control valves.

Water Solutions brand names include Pentair Water Solutions, Everpure, Fleck, KBI, Manitowoc Ice, Pentek and RainSoft.

5 unchanged sentences

Competition focuses on brand names, product performance (including required specifications), quality and price.

We compete by offering a wide variety of innovative and high-quality products, which are competitively priced.

We compete by offering a wide variety of innovative and high-quality products, which we believe are competitively priced.

We believe our distribution channels and reputation for quality also provide us a competitive advantage.

The Pool segment provides innovative, energy-efficient pool solutions to help people more sustainably enjoy water.

The Pool segment aims to provide innovative, energy-efficient pool solutions to help people more sustainably enjoy water.

This segment designs, manufactures and sells a complete line of energy-efficient residential and commercial pool equipment and accessories including pumps, filters, heaters, lights, automatic controls, automatic cleaners, maintenance equipment and pool accessories.

Applications for our pool products include residential and commercial pool maintenance, pool repair, renovation, service and construction and aquaculture solutions.

Applications for our pool products include residential and commercial pool maintenance, pool repair, renovation, service, construction and aquaculture solutions.

The primary brand names associated with the Pool segment are Pentair Pool, Kreepy Krauly, Pleatco and Sta-Rite.

1 unchanged sentence

Customers in the residential and commercial verticals also include end users and consumers.

One customer in the Pool business represented approximately 15% and 20% of our consolidated net sales in 2023 and 2022, respectively.

One customer in the Pool business represented approximately 15% of our consolidated net sales in both 2024 and 2023.

We have historically experienced seasonal demand with several end customers and end users.

3 unchanged sentences

Competition focuses on brand names, product performance (including energy-efficient offerings and required specifications), quality, service and price.

We compete by offering a wide variety of innovative and high-quality products, which are competitively priced.

We compete by offering a wide variety of innovative and high-quality products, which we believe are competitively priced.

We believe our distribution channels and reputation for quality also provide us a competitive advantage.

10 unchanged sentences

Alternate sources of supply are available for most materials and we believe that the termination of any of these commitments would not have a material adverse effect on our financial position, results of operations or cash flows.

Global container transportation delays may also affect raw material availability and lead times.

Certain commodities, such as metals and resins, are subject to commodity market and duty-driven price fluctuations.

10 unchanged sentences

We strive to be the destination for top talent, and work hard to develop and retain high performers throughout their career.

We also believe our Win Right values, positive culture and commitment to inclusion and diversity foster innovation and curiosity, which, in turn, contribute to us being an industry leader.

We also believe our Win Right values, positive culture and commitment to inclusion and diversity foster innovation and curiosity, which, in turn, can contribute to us being an industry leader.

As of December 31, 2024, we had approximately 9,750 employees worldwide, of which approximately 50% are located in the U.S.

A small portion of our U.S.

employees are unionized, while outside the U.S., we have employees in certain countries, particularly in Europe, that are represented by an employee representative organization, such as a union, works council or employee association.

employees are unionized.

Outside the U.S.

we have employees in certain countries, primarily in Europe, who are represented by an employee representative organization, such as a union, works council or employee association.

Employee engagement and development

Engaging our employees and developing their careers is important to our long-term success and ties directly to our Win Right culture and values.

We support our Win Right culture by providing dedicated culture training to all our employees globally.

We engage with our employees and gather feedback about our employee programs, practices and policies through various approaches that include town hall meetings where Pentair leaders share strategies and perspectives;

quarterly leadership meetings to help ensure our results and expectations are clearly communicated;

and an annual senior leadership meeting to help drive growth and productivity initiatives, share best practices, and invest in our leaders.

In addition, we conduct employee engagement and pulse surveys multiple times a year to gauge the level of engagement and actions needed on culture, the business, employee experience and retention.

We provide those insights transparently down to the manager level to drive quick insights, development and action planning to drive change.

We believe engaging our employees and developing their careers is important to our long-term success and ties directly to our Win Right culture and values.

We support our Win Right culture by providing dedicated culture training to our employees globally.

quarterly leadership meetings to communicate our results and expectations;

and an annual senior leadership meeting to drive growth and productivity initiatives, share best practices, and invest in our leaders.

In addition, we conduct employee engagement and pulse surveys during the year to gauge the level of engagement and potential actions needed on culture, the business, employee experience and retention.

We believe in transparency with our employees and provide the results of those surveys to the manager level and above which drive the development of action plans.

Training and development

To support employees in their career journey, we have developed and shared through our dedicated development site, a number of tools and resources.

We recently rolled out career pathing and development resources for all functions throughout Pentair.

We offer career pathing and development resources for all functions throughout Pentair.

We support development annually with a dedicated career week, individual development planning and targeted development experiences supported through live training sessions;

on-demand eLearning and virtual classrooms;

and downloadable materials.

on-demand eLearning, virtual classrooms and downloadable materials.

Additionally, our annual talent management process supports employees to set objectives, receive feedback and development, and build development plans with their leaders.

Our talent development efforts span across all levels of our organization, including our early career Leadership Development Program, a 36-month program in which future leaders participate in rotations intended to develop their capabilities through organization-wide exposure, and our Growth Manager development programs that prepare our new and experienced managers to be more effective and inclusive leaders at Pentair.

Inclusion and diversity

Our commitment to inclusion and diversity is part of living our Win Right values.

Our success also depends on our ability to attract, engage and retain a diverse group of employees.

We believe an inclusive and diverse workforce contributes different perspectives and innovative ideas that enable us to improve every day.

Our talent development efforts span across various levels of our organization, including our early career Leadership Development Program, a 36-month program in which potential future leaders participate in rotations intended to develop their capabilities through organization-wide exposure, and our Growth Manager development programs that prepare our new and experienced managers to be more effective and inclusive leaders at Pentair.

Our commitment to inclusion is part of living our Win Right values.

Our success also depends on our ability to attract, engage, develop and retain our employees, which includes diverse employees from an array of backgrounds.

We believe an inclusive and diverse workforce contributes different perspectives and innovative ideas that enable us to improve.

We believe that every employee should be provided the same opportunity to be heard, respected, have a sense of belonging and contribute to our mission.

Race, gender, ethnicity, country of origin, age, personal style, sexual orientation, physical ability, religion, life experiences and many more factors contribute to this diversity.

Our Business Resource Groups have been put into place to help promote a culture of inclusion through employees providing feedback and sponsoring awareness, education and engagement.

Our statistics are a measure of our performance, and we are committed to advancing a diverse workplace.

The following sets forth information regarding the diversity of our workforce as of December 31, 2023:

Percent of workforce Percent of leadership roles (3)

Minorities (1)

(1) Inclusive of the following racial minority groups:

Black/African American, Hispanic/Latino, American Indian/Alaskan Native, Asian, Native Hawaiian/Other Pacific Islander.

Data for U.S.

employee population only.

(2) Global data.

(3) Leadership roles are those of employees who are director level and above.

We take an integrated approach to supporting and promoting workplace inclusion and diversity including:

ensuring leadership involvement and ownership;

attracting and retaining diverse talent at all levels;

fostering a globally aware, inclusive culture;

and ensuring our practices are fair and nondiscriminatory.

In addition, we promote an inclusive and diverse workplace through:

a training called the “The Power of Inclusion” ;

Business Resource Groups led by employees;

Our Business Resource Groups, which are open to everyone, have been established to help promote a culture of inclusion by providing an additional forum for employee feedback, such as sharing insights that could help the business improve, and sponsoring awareness, education and engagement.

We take an integrated approach to supporting and promoting workplace inclusion by fostering a globally aware, inclusive culture;

and reinforcing our practices to be fair and nondiscriminatory.

We have various training and organizational approaches dedicated to fostering inclusion, including a training called the “The Power of Inclusion;” Business Resource Groups led by employees;

Pentair’s Code of Business Conduct and Ethics;

and an Inclusion and Diversity Hub on our company’s intranet.

and other resources on our company’s intranet.

Health, safety and wellness

2 unchanged sentences

Additionally, each site maintains a confidential reporting process, and we encourage the use of the Ethics Hotline for employees to report anonymously potential safety concerns.

All locations, enterprise wide, must meet and/or exceed regulatory agency standards as applicable to each site’s location.

All locations, enterprise wide, are required to meet regulatory agency standards as applicable to each site’s location.

Compensation and benefits

In the U.S., all non-union full-time employees are eligible to receive the following benefits:

In the U.S., non-union full-time employees are eligible to receive the following benefits:

short-term and long-term disability insurance;

5 unchanged sentences

retirement benefits;

stock ownership;

employee stock purchase plan;

tuition reimbursement;

vacation and sick time.

Union employee benefits vary by contract.

ESG (Environmental, Social and Governance) Activities

Benefits for union employees and employees of G & F Manufacturing, which was acquired on December 2, 2024, may vary.

Sustainability Activities

As a leading provider of smart, sustainable water solutions and with a foundation of Win Right values, we recognize that the work we do and the products and services we provide help to improve lives and the environment around the world.

Pentair strives to be a positive influence on the social and environmental issues of today.

We are focused on building on our Win Right values and culture by further contributing to the development of a sustainable and responsible society that we believe will also drive our future growth.

We are also focused on further integrating our sustainability goals throughout our business by creating accountability for our social responsibility strategy and shared commitments and targets.

We have established a formal social responsibility program to further advance our social responsibility goals.

In 2020, Pentair completed a formal ESG assessment to identify ESG topics of importance to our shareholders, customers, suppliers, employees and communities.

Through engagement with these stakeholders, internal business leaders and subject matter experts, we identified key ESG topic areas, which ultimately culminated in Pentair’s Social Responsibility Strategic Targets (“Strategic Targets”), which we announced in 2021.

In 2023, Pentair completed a refreshed ESG assessment in alignment with the European Union’s Corporate Sustainability Reporting Directive (“CSRD”).

This assessment supported the topics focused on for our Strategic Targets and they remain in effect.

We expect to use the results of our updated ESG assessment for continued sustainability strategic planning and risk management, as well as to determine future disclosure requirements under CSRD.

Annually, we publish a corporate responsibility report on our ESG and social responsibility activities and accomplishments, which can be found on our corporate website, and which is not incorporated by reference into this Annual Report on Form 10-K.

We are also focused on further integrating our sustainability goals throughout our business by creating accountability for our sustainability strategy and shared commitments.

We have established formal sustainability programs to further advance our sustainability goals.

In 2023, Pentair completed an Environmental, Social and Governance (“ESG”) assessment in alignment with the European Union’s Corporate Sustainability Reporting Directive (“CSRD”).

This assessment supported the topics focused on in our first set of social responsibility strategic targets, which we announced in 2021.

These strategic targets remained in effect through 2024 and reflected the Company’s social responsibility focus areas.

Also in alignment with the CSRD, in 2025 we are conducting an updated sustainability assessment, and expect to use the results of this updated assessment for continued sustainability strategic planning and risk management, as well as to determine future focus areas, targets, goals and disclosure requirements under the CSRD.

Annually, we publish a corporate responsibility/sustainability report on our sustainability activities and accomplishments, which can be found on our corporate website, and which is not incorporated by reference into this Annual Report on Form 10-K.

Environmental Matters

See ITEM 1A “Risk Factors – We are exposed to potential environmental laws, liabilities and litigation.”

See ITEM 1A “Risk Factors – We are exposed to environmental laws, liabilities and litigation.”

Captive insurance subsidiary

5 unchanged sentences

Available information

We make available free of charge (other than an investor’s own Internet access charges) through our Internet website ( https://www.pentair.com ) our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and if applicable, amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after we electronically file such material with, or furnish it to, the Securities and Exchange Commission (the “SEC”).

Securities and Exchange Commission (the “SEC”).

Reports of beneficial ownership filed by our directors and executive officers pursuant to Section 16(a) of the Exchange Act are also available on our website.

2 unchanged sentences

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

What changed 10-K

Item 1. Business