What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-07-22 compared with 2025-04-22 · 215 added, 94 removed, 542 unchanged (36% of the section changed)

2 unchanged sentences

Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited)

Three months ended

In millions, except per-share data March 31,

2025 March 31,

Three months ended Six months ended

In millions, except per-share data June 30,

2025 June 30,

2024 June 30,

2025 June 30,

Net sales $ 1,123.1 $ 1,099.3 $ 2,133.5 $ 2,116.5

5 unchanged sentences

Other expense

Loss on sale of business

26.3 — 26.3 —

Net interest expense 17.9 26.3 37.6 53.6

Other expense

1.0 0.8 1.5 0.9

Income from continuing operations before income taxes 172.5 220.9 355.4 374.3

2 unchanged sentences

Loss from discontinued operations, net of tax

— — — ( 0.2 )

Net income $ 148.5 $ 186.1 $ 303.4 $ 319.4

45 unchanged sentences

Commitments and contingencies (Note 15)

Ordinary shares $ 0.01 par value, 426.0 authorized, 164.5 and 164.8 issued at March 31, 2025 and December 31, 2024, respectively

Ordinary shares $ 0.01 par value, 426.0 authorized, 163.9 and 164.8 issued at June 30, 2025 and December 31, 2024, respectively

Additional paid-in capital 1,387.3 1,501.7

6 unchanged sentences

Condensed Consolidated Statements of Cash Flows (Unaudited)

Three months ended

In millions March 31,

2025 March 31,

Six months ended

In millions June 30,

2025 June 30,

Operating activities

6 unchanged sentences

Deferred income taxes 18.5 12.6

Loss on sale of business

Share-based compensation 21.2 16.3

8 unchanged sentences

Other non-current assets and liabilities 10.5 10.9

Net cash used for operating activities of continuing operations

( 38.9 ) ( 107.4 )

Net cash provided by operating activities of continuing operations

Net cash used for operating activities of discontinued operations — ( 0.2 )

Net cash used for operating activities

( 38.9 ) ( 107.6 )

Net cash provided by operating activities

Investing activities

Capital expenditures ( 27.7 ) ( 36.3 )

Purchase of investments

Proceeds from sale of property and equipment 0.1 —

Other 0.2 ( 0.5 )

Net cash used for investing activities ( 45.4 ) ( 36.8 )

Financing activities

Net repayments of short-term borrowings

Net (repayments) receipts of short-term borrowings

Net borrowings of revolving long-term debt

Repayments of long-term debt ( 250.0 ) ( 237.5 )

Debt issuance costs ( 2.1 ) —

Shares issued to employees, net of shares withheld ( 10.6 ) 9.3

1 unchanged sentence

Dividends paid ( 82.4 ) ( 76.2 )

Net cash provided by financing activities

Net cash used for financing activities

( 469.4 ) ( 351.1 )

Effect of exchange rate changes on cash and cash equivalents ( 28.6 ) 0.3

20 unchanged sentences

164.5 $ 1.7 $ 1,455.7 $ 2,449.8 $ ( 273.6 ) $ 3,633.6

Net income — — — 148.5 — 148.5

Other comprehensive loss, net of tax — — — — ( 0.5 ) ( 0.5 )

Dividends declared, $ 0.25 per share

— — — ( 41.0 ) — ( 41.0 )

Share repurchases ( 0.7 ) — ( 75.0 ) — — ( 75.0 )

Exercise of options, net of shares tendered for payment 0.2 — ( 1.7 ) — — ( 1.7 )

Issuance of restricted shares, net of cancellations ( 0.1 ) — — — — —

Shares surrendered by employees to pay taxes — — ( 0.3 ) — — ( 0.3 )

Share-based compensation — — 8.6 — — 8.6

Balance - June 30, 2025

163.9 $ 1.7 $ 1,387.3 $ 2,557.3 $ ( 274.1 ) $ 3,672.2

In millions Ordinary shares Additional paid-in capital Retained earnings Accumulated

12 unchanged sentences

166.0 $ 1.7 $ 1,607.6 $ 1,961.3 $ ( 243.4 ) $ 3,327.2

Net income — — — 186.1 — 186.1

Other comprehensive loss, net of tax — — — — ( 3.9 ) ( 3.9 )

Dividends declared, $ 0.23 per share

— — — ( 38.1 ) — ( 38.1 )

Share repurchases ( 0.6 ) — ( 50.0 ) — — ( 50.0 )

Exercise of options, net of shares tendered for payment 0.1 — 3.7 — — 3.7

Shares surrendered by employees to pay taxes — — ( 0.5 ) — — ( 0.5 )

Share-based compensation — — 8.4 — — 8.4

Balance - June 30, 2024

165.5 $ 1.7 $ 1,569.2 $ 2,109.3 $ ( 247.3 ) $ 3,432.9

See accompanying notes to condensed consolidated financial statements.

14 unchanged sentences

Geographic net sales information, based on geographic destination of the sale, was as follows:

Three months ended

In millions March 31,

2025 March 31,

Three months ended Six months ended

In millions June 30,

2025 June 30,

2024 June 30,

2025 June 30,

$ 807.4 $ 773.6 $ 1,532.1 $ 1,478.8

1 unchanged sentence

Developing (1)

136.0 139.3 245.2 262.0

Other Developed (2)

57.2 59.2 111.1 116.9

Consolidated net sales $ 1,123.1 $ 1,099.3 $ 2,133.5 $ 2,116.5

(1) Developing includes China, Eastern Europe, Latin America, the Middle East and Southeast Asia.

(2) Other Developed includes Australia, Canada and Japan.

(2) Other Developed primarily includes Australia and Canada.

Vertical market net sales information was as follows:

Three months ended

In millions March 31,

2025 March 31,

Three months ended Six months ended

In millions June 30,

2025 June 30,

2024 June 30,

2025 June 30,

Residential $ 647.3 $ 581.4 $ 1,227.7 $ 1,124.6

3 unchanged sentences

Performance obligations

As of March 31, 2025, we had $ 124.5 million of remaining performance obligations on contracts with an original expected duration of one year or more.

As of June 30, 2025, we had $ 121.2 million of remaining performance obligations on contracts with an original expected duration of one year or more.

We expect to recognize the majority of our remaining performance obligations on these contracts within the next 12 to 18 months.

3 unchanged sentences

Contract assets and liabilities consisted of the following:

In millions March 31,

In millions June 30,

2025 December 31,

2 unchanged sentences

Contract liabilities 48.1 38.8 9.3 24.0 %

Net contract (liabilities) assets

Net contract assets

$ 10.2 $ 7.9 $ 2.3 29.1 %

The $ 9.0 million change in net contract liabilities from December 31, 2024 to March 31, 2025 was primarily the result of timing of milestone payments.

Approximately 50 % of our contract liabilities at December 31, 2024 were recognized in revenue in the first quarter of 2025.

Total share-based compensation expense for the three months ended March 31, 2025 and 2024 was as follows:

The $ 2.3 million increase in net contract assets from December 31, 2024 to June 30, 2025 was primarily the result of timing of milestone payments.

Approximately 80 % of our contract liabilities at December 31, 2024 were recognized in revenue in the first half of 2025.

Total share-based compensation expense for the three and six months ended June 30, 2025 and 2024 was as follows:

Three months ended

In millions March 31,

2025 March 31,

Six months ended

In millions June 30,

2025 June 30,

2024 June 30,

2025 June 30,

Restricted stock units $ 3.9 $ 4.3 $ 7.2 $ 8.1

16 unchanged sentences

Treasury Department yield curve in effect at the time of grant.

Pentair plc and Subsidiaries

Notes to condensed consolidated financial statements (unaudited)

Restructuring and Transformation Program

1 unchanged sentence

The Transformation Program is structured in multiple phases and is expected to empower us to work more efficiently and optimize our business to better serve our customers while meeting our financial objectives.

During the three months ended March 31, 2025, we initiated and continued execution of activities associated with our Transformation Program as well as initiated and continued certain business restructuring initiatives aimed at reducing our fixed cost structure and realigning our business.

Restructuring and Transformation Program initiatives included a reduction in hourly and salaried headcount of approximately 125 employees during the three months ended March 31, 2025.

Pentair plc and Subsidiaries

Notes to condensed consolidated financial statements (unaudited)

During the six months ended June 30, 2025, we initiated and continued execution of activities associated with our Transformation Program as well as initiated and continued certain business restructuring initiatives aimed at reducing our fixed cost structure and realigning our business.

Restructuring and Transformation Program initiatives included a reduction in hourly and salaried headcount of approximately 185 employees during the six months ended June 30, 2025.

Restructuring and transformation-related costs included within Cost of goods sold and Selling, general and administrative expenses in the Condensed Consolidated Statements of Operations and Comprehensive Income included the following:

Three months ended

In millions March 31,

2025 March 31,

Six months ended

In millions June 30,

2025 June 30,

2024 June 30,

2025 June 30,

Restructuring Initiatives

1 unchanged sentence

Other restructuring costs and related adjustments (1)

3.5 ( 0.1 ) 4.9 0.9

Total restructuring costs 15.5 5.3 25.2 10.3

2 unchanged sentences

Asset impairment and write-offs

10.3 — 15.5 —

Other transformation costs (2)

12.5 11.5 21.6 28.1

Total transformation costs 22.8 11.8 37.1 28.8

3 unchanged sentences

Restructuring and transformation costs by reportable segment as well as Corporate and other were as follows:

Three months ended

In millions March 31,

2025 March 31,

Three months ended Six months ended

In millions June 30,

2025 June 30,

2024 June 30,

2025 June 30,

Flow $ 9.7 $ 2.4 $ 18.5 $ 5.0

Water Solutions 5.7 0.9 9.8 1.5

Pool 5.8 1.7 9.0 5.4

Corporate and other

17.1 12.1 25.0 27.2

Total restructuring and transformation costs

$ 38.3 $ 17.1 $ 62.3 $ 39.1

Activity related to accrued severance and related costs recorded in Other current liabilities in the Condensed Consolidated Balance Sheets is summarized as follows for the three months ended March 31, 2025:

In millions March 31,

Activity related to accrued severance and related costs recorded in Other current liabilities in the Condensed Consolidated Balance Sheets is summarized as follows for the six months ended June 30, 2025:

In millions June 30,

Beginning balance $ 18.7

7 unchanged sentences

Three months ended

In millions, except per-share data March 31,

2025 March 31,

Six months ended

In millions, except per-share data June 30,

2025 June 30,

2024 June 30,

2025 June 30,

Net income $ 148.5 $ 186.1 $ 303.4 $ 319.4

4 unchanged sentences

Dilutive impact of stock options, restricted stock units and performance share units

1.2 1.4 1.3 1.5

Diluted 165.7 167.3 166.0 167.3

7 unchanged sentences

Anti-dilutive stock options excluded from the calculation of diluted earnings per share

0.1 0.2 0.1 0.2

Accounts Receivable

5 unchanged sentences

We review our allowance for credit losses on a quarterly basis.

Activity related to our allowance for credit losses is summarized as follows for the three months ended March 31, 2025:

In millions March 31,

Activity related to our allowance for credit losses is summarized as follows for the six months ended June 30, 2025:

In millions June 30,

Beginning balance $ 9.1

Bad debt expense

Write-offs, net of recoveries ( 1.5 )

Ending balance $ 8.3

3 unchanged sentences

Supplemental Balance Sheet Information

In millions March 31,

In millions June 30,

2025 December 31,

40 unchanged sentences

Deferred compensation plan liabilities 29.1 29.4

Foreign currency contract liabilities 34.2 16.3

Foreign currency and interest rate contract liabilities

Other non-current liabilities 39.5 41.6

6 unchanged sentences

2024 Foreign Currency

Translation March 31,

Translation June 30,

Flow $ 730.4 $ 63.6 $ 794.0

3 unchanged sentences

Identifiable intangible assets consisted of the following:

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

In millions Cost Accumulated

9 unchanged sentences

Total intangibles $ 1,383.8 $ ( 399.9 ) $ 983.9 $ 1,482.4 $ ( 448.6 ) $ 1,033.8

Identifiable intangible asset amortization expense was $ 14.2 million and $ 13.5 million for the three months ended March 31, 2025 and 2024, respectively.

Identifiable intangible asset amortization expense was $ 14.3 million and $ 13.4 million for the three months ended June 30, 2025 and 2024, and $ 28.5 million and $ 26.9 million for the six months ended June 30, 2025 and 2024, respectively.

An impairment charge of $ 30.9 million was recorded during the three and six months ended June 30, 2025 related to the write-off of a definite-lived customer relationship intangible asset as a result of a business exit within our Water Solutions segment during the second quarter of 2025.

The impairment charge was recorded in Selling, general and administrative expenses in the Condensed Consolidated Statements of Operations and Comprehensive Income.

No impairment was recognized for identifiable intangible assets for the three and six months ended June 30, 2024.

Estimated future amortization expense for identifiable intangible assets during the remainder of 2025 and the next five years is as follows:

4 unchanged sentences

Debt and the average interest rates on debt outstanding were as follows:

In millions Average interest rate as of March 31, 2025 Maturity

Year March 31,

In millions Average interest rate as of June 30, 2025 Maturity

Year June 30,

2025 December 31,

14 unchanged sentences

are parties to a credit agreement (the “Senior Credit Facility”), with Pentair as guarantor and PFSA and Pentair, Inc.

as borrowers, providing for a $ 900.0 million senior unsecured revolving credit facility.

The revolving credit facility has a maturity date of December 16, 2026.

as borrowers, which was amended and restated in May 2025, providing for a $ 900.0 million senior unsecured revolving credit facility.

The Senior Credit Facility has a maturity date of May 5, 2030.

Borrowings under the Senior Credit Facility bear interest at a rate equal to an alternate base rate, adjusted term secured overnight financing rate, adjusted euro interbank offered rate, adjusted daily simple secured overnight financing rate or central bank rate, plus, in each case, an applicable margin.

The applicable margin is based on, at PFSA’s election, Pentair’s leverage level or PFSA’s public credit rating.

As of March 31, 2025, total availability under the Senior Credit Facility was $ 694.3 million.

As of June 30, 2025, total availability under the Senior Credit Facility was $ 880.6 million.

In addition, PFSA has the option to request to increase the revolving credit facility and/or to enter into one or more tranches of term loans in an aggregate amount of up to $ 450.0 million, subject to customary conditions, including the commitment of the participating lenders.

2 unchanged sentences

During 2024, PFSA repaid the remaining $ 162.5 million of quarterly installments on the Term Loan Facility, such that PFSA is not required to make any further quarterly installment payments.

As of March 31, 2025, the remaining obligation of $ 825.0 million matures on July 28, 2027.

As of June 30, 2025, the remaining obligation of $ 575.0 million matures on July 28, 2027.

Th e Term Loan Facility bears interest at a rate equal to an alternate base rate, adjusted term secured overnight financing rate, or adjusted daily simple secured overnight financing rate, plus, in each case, an applicable margin.

3 unchanged sentences

For purposes of the Leverage Ratio, the Senior Credit Facility and the Term Loan Facility provide for the calculation of EBITDA giving pro forma effect to certain acquisitions, divestitures and liquidations during the period to which such calculation relates.

In addition to the Senior Credit Facility and the Term Loan Facility, we have various other credit facilities with an aggregate availability of $ 20.8 million, of which there were no outstanding borrowings at March 31, 2025.

In addition to the Senior Credit Facility and the Term Loan Facility, we have various other credit facilities with an aggregate availability of $ 20.9 million, of which there were no outstanding borrowings at June 30, 2025.

Borrowings under these credit facilities bear interest at variable rates.

2 unchanged sentences

We have $ 19.3 million of senior notes maturing in the next twelve months.

We classified this debt as long-term as of March 31, 2025 as we have the intent and ability to refinance such obligation on a long-term basis under the Senior Credit Facility.

Debt outstanding, excluding unamortized issuance costs and discounts, at March 31, 2025 matures on a calendar year basis as follows:

We classified this debt as long-term as of June 30, 2025 as we have the intent and ability to refinance such obligation on a long-term basis under the Senior Credit Facility.

Debt outstanding, excluding unamortized issuance costs and discounts, at June 30, 2025 matures on a calendar year basis as follows:

In millions 2025 2026 2027 2028 2029 2030 Thereafter Total

14 unchanged sentences

The majority of our foreign currency contracts have an original maturity date of less than one year.

At March 31, 2025, we had outstanding foreign currency derivative contracts with gross notional U.S.

At June 30, 2025, we had outstanding foreign currency derivative contracts with gross notional U.S.

dollar equivalent amounts of $ 22.0 million.

2 unchanged sentences

Cross currency swaps

At March 31, 2025 and December 31, 2024, we had outstanding cross currency swap agreements with a combined notional amount of $ 756.1 million and $ 728.5 million, respectively.

At June 30, 2025 and December 31, 2024, we had outstanding cross currency swap agreements with a combined notional amount of $ 819.1 million and $ 728.5 million, respectively.

The agreements are accounted for as either cash flow hedges, to hedge foreign currency fluctuations on certain intercompany debt, or as net investment hedges to manage our exposure to fluctuations in the Euro-U.S.

Dollar exchange rate.

We had deferred foreign currency losses of $ 33.9 million and $ 13.8 million at March 31, 2025 and December 31, 2024, respectively, recorded in Accumulated other comprehensive loss associated with our cross currency swap activity.

We had deferred foreign currency losses of $ 94.2 million and $ 13.8 million at June 30, 2025 and December 31, 2024, respectively, recorded in Accumulated other comprehensive loss associated with our cross currency swap activity.

The periodic interest settlements related to our cross currency swap agreements are classified as operating activities.

3 unchanged sentences

We enter into these agreements to hedge the variability of interest expense and cash flows attributable to changes in interest rates of our variable-rate debt.

As of March 31, 2025, we had an aggregate notional amount of $ 300.0 million and $ 200.0 million in interest rate swaps and collars, respectively, that are designated as cash flow hedges.

As of June 30, 2025, we had an aggregate notional amount of $ 300.0 million and $ 200.0 million in interest rate swaps and collars, respectively, that are designated as cash flow hedges.

Unrealized gains and losses related to the fair value of the interest rate swaps are recorded in Accumulated other comprehensive loss on our Condensed Consolidated Balance Sheets.

We had unrealized gains of $ 0.4 million and $ 1.9 million at March 31, 2025 and December 31, 2024, respectively, recorded in Accumulated other comprehensive loss associated with our interest rate swap and collar activity.

We had unrealized gains of $ 0.1 million and $ 1.9 million at June 30, 2025 and December 31, 2024, respectively, recorded in Accumulated other comprehensive loss associated with our interest rate swap and collar activity.

The periodic interest settlements related to our interest rate swaps and collars are classified as operating activities.

28 unchanged sentences

Financial assets and liabilities measured at fair value on a recurring and nonrecurring basis were as follows:

March 31, 2025

June 30, 2025

In millions Level 1 Level 2 Level 3 NAV Total

1 unchanged sentence

Interest rate contract assets $ — $ 0.3 $ — $ — $ 0.3

Interest rate contract liabilities

— ( 0.2 ) — — ( 0.2 )

Foreign currency contract assets

— 0.1 — — 0.1

Foreign currency contract liabilities — ( 94.2 ) — — ( 94.2 )

3 unchanged sentences

Total recurring fair value measurements $ 13.7 $ ( 94.0 ) $ ( 8.0 ) $ 15.4 $ ( 72.9 )

Nonrecurring fair value measurements (1)

(1) During the quarter ended June 30, 2025, we recorded an impairment charge on a definite-lived customer relationship intangible asset of $ 30.9 million.

We determined the value using unobservable inputs and wrote the balance of the definite-lived intangible asset to zero.

The impairment charge was recorded in Selling, general and administrative expenses in the Condensed Consolidated Statements of Operations and Comprehensive Income.

December 31, 2024

10 unchanged sentences

In conjunction with the acquisition, we recorded an estimated fair value of $ 8.0 million of contingent earn-out liabilities, which are considered Level 3 under our fair value hierarchy.

The recorded fair value of the associated contingent earn-out liabilities was reviewed as of March 31, 2025, with no further change in fair value.

The recorded fair value of the associated contingent earn-out liabilities was reviewed as of June 30, 2025, with no further change in fair value.

The fair value of the contingent earn-out liabilities will be re-measured for each reporting period until resolution of the contingent earn-out payments, and any resulting changes to fair value would be recorded in earnings.

4 unchanged sentences

Accordingly, the consolidated income tax rate is a composite rate reflecting the earnings in the various locations and the applicable rates.

The effective income tax rate for the three months ended March 31, 2025 was 15.3 %, compared to 13.0 % for the three months ended March 31, 2024.

The effective income tax rate for both the six months ended June 30, 2025 and June 30, 2024 was 14.6 %.

We continue to actively pursue initiatives to reduce our effective tax rate.

The tax rate in any quarter can be affected positively or negatively by the mix of global earnings or adjustments that are required to be reported in the specific quarter of resolution.

The total gross liability for uncertain tax positions was $ 6.0 million at both March 31, 2025 and December 31, 2024.

The total gross liability for uncertain tax positions was $ 5.0 million and $ 6.0 million at June 30, 2025 and December 31, 2024, respectively.

We record penalties and interest related to unrecognized tax benefits in Provision for income taxes and Net interest expense , respectively, on the Condensed Consolidated Statements of Operations and Comprehensive Income, which is consistent with our past practices.

The Organization for Economic Co-operation and Development Pillar Two Model Rules (“Pillar Two”) for a global 15.0% minimum tax have been adopted by a number of jurisdictions in which we operate.

For the three months ended March 31, 2025 and March 31, 2024, the impact of Pillar Two on our condensed consolidated financial statements was not material.

Pentair plc and Subsidiaries

Notes to condensed consolidated financial statements (unaudited)

The Organization for Economic Co-operation and Development Pillar Two Model Rules (“Pillar Two”) for a global 15.0% minimum tax have been adopted by a number of jurisdictions in which we operate.

For the six months ended June 30, 2025 and June 30, 2024, the impact of Pillar Two on our condensed consolidated financial statements was not material.

On July 4, 2025, the U.S.

enacted H.R.1 – One Big Beautiful Bill Act (the “Act”).

The Act contains numerous income tax provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act and modifications to the international tax framework.

The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027.

We are currently assessing its impact on our consolidated financial statements.

Benefit Plans

Components of net periodic benefit expense for our pension plans for the three months ended March 31, 2025 and 2024 were as follows:

Three months ended

In millions March 31,

2025 March 31,

Components of net periodic benefit expense for our pension plans for the three and six months ended June 30, 2025 and 2024 were as follows:

Three months ended Six months ended

In millions June 30,

2025 June 30,

2024 June 30,

2025 June 30,

Service cost $ 0.3 $ 0.4 $ 0.6 $ 0.8

2 unchanged sentences

Net periodic benefit expense $ 1.1 $ 1.3 $ 2.2 $ 2.6

Components of net periodic benefit expense for our other post-retirement plans for the three months ended March 31, 2025 and 2024 were not material .

Components of net periodic benefit expense for our other post-retirement plans for the three and six months ended June 30, 2025 and 2024 were not material .

Shareholders’ Equity

2 unchanged sentences

The authorization expires on December 31, 2025 .

During the three months ended March 31, 2025, we repurchased 0.6 million of our ordinary shares for $ 50.0 million.

As of March 31, 2025, we had $ 400.0 million available for share repurchases under this authorization.

During the six months ended June 30, 2025, we repurchased 1.3 million of our ordinary shares for $ 125.0 million.

As of June 30, 2025, we had $ 325.0 million available for share repurchases under this authorization.

Dividends payable

On February 24, 2025, the Board of Directors declared a quarterly cash dividend of $ 0.25 per share, payable on May 2, 2025 to shareholders of record at the close of business on April 18, 2025.

As a result, the balance of dividends payable included in Other current liabilities on our Condensed Consolidated Balance Sheets was $ 41.2 million at both March 31, 2025 and December 31, 2024.

On May 5, 2025, the Board of Directors declared a quarterly cash dividend of $ 0.25 per share, payable on August 1, 2025 to shareholders of record at the close of business on July 18, 2025.

As a result, the balance of dividends payable included in Other current liabilities on our Condensed Consolidated Balance Sheets was $ 41.0 million at June 30, 2025, compared to $ 41.2 million at December 31, 2024.

Segment Information

6 unchanged sentences

These activities do not meet the criteria for a stand-alone reportable segment under accounting standards codification (“ASC”) 280.

Pentair plc and Subsidiaries

Notes to condensed consolidated financial statements (unaudited)

Financial information by reportable segment as well as a reconciliation of reportable segment income to consolidated income from continuing operations before income taxes is as follows:

10 unchanged sentences

(1) All cash and cash equivalents are included in “Corporate and other.”

Pentair plc and Subsidiaries

Notes to condensed consolidated financial statements (unaudited)

Three months ended Three months ended

2025 March 31,

2024 March 31,

2025 March 31,

Three months ended

Six months ended Three months ended

Six months ended

2025 June 30,

2024 June 30,

2025 June 30,

2024 June 30,

2025 June 30,

2024 June 30,

2025 June 30,

In millions Capital expenditures Depreciation

7 unchanged sentences

$ 10.9 $ 17.0 $ 27.7 $ 36.3 $ 14.6 $ 15.5 $ 29.4 $ 30.4

Three months ended

March 31, 2025

Three months ended June 30, 2025

In millions Flow

14 unchanged sentences

Asset impairment and write-offs ( 41.8 )

Loss on sale of business

Intangible amortization

2 unchanged sentences

Income from continuing operations before income taxes $ 172.5

(1) The significant expense categories and amounts align with the segment-level information that is regularly provided to the chief operating decision maker (“CODM”), which includes certain corporate overhead allocations directly attributable to each of the segments.

(2) O perating expenses include selling, general, administrative, research and development costs which primarily consist of non-manufacturing employee compensation, non-manufacturing overhead and professional service costs as well as depreciation expense.

(3) These costs exclude certain expenses reported in the Condensed Consolidated Statements of Operations and Comprehensive Income, including costs that are reflected in "Corporate and other,” and expenses excluded from reportable segment income as defined above.

Pentair plc and Subsidiaries

Notes to condensed consolidated financial statements (unaudited)

Three months ended

March 31, 2024

Three months ended June 30, 2024

In millions Flow

13 unchanged sentences

Transformation costs ( 11.8 )

Legal accrual adjustments and settlements

Intangible amortization

Interest expense, net

Other expense

Income from continuing operations before income taxes $ 220.9

Six months ended June 30, 2025

In millions Flow

Water Solutions

$ 765.2 $ 556.5 $ 811.1 $ 2,132.8

Reconciliation of consolidated net sales

Corporate and other

Total consolidated net sales

Cost of goods sold (1)(3)

( 475.1 ) ( 341.6 ) ( 442.8 )

Operating expenses (1)(2)(3)

( 113.4 ) ( 84.0 ) ( 89.6 )

Reportable segment income

$ 176.7 $ 130.9 $ 278.7 $ 586.3

Corporate and other

Restructuring and other ( 20.9 )

Transformation costs ( 21.6 )

Asset impairment and write-offs ( 47.0 )

Loss on sale of business

Intangible amortization

Interest expense, net

Other expense ( 1.9 )

Income from continuing operations before income taxes $ 355.4

Pentair plc and Subsidiaries

Notes to condensed consolidated financial statements (unaudited)

Six months ended June 30, 2024

In millions Flow

Water Solutions

$ 781.1 $ 583.6 $ 751.0 $ 2,115.7

Reconciliation of consolidated net sales

Corporate and other

Total consolidated net sales

Cost of goods sold (1)(3)

( 497.1 ) ( 366.3 ) ( 423.0 )

Operating expenses (1)(2)(3)

( 122.3 ) ( 88.8 ) ( 83.6 )

Reportable segment income

$ 161.7 $ 128.5 $ 244.4 $ 534.6

Corporate and other

Restructuring and other ( 10.5 )

Transformation costs ( 28.8 )

Asset impairment and write-offs ( 0.8 )

Legal accrual adjustments and settlements

3 unchanged sentences

Income from continuing operations before income taxes $ 374.3

(1) The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM, which includes certain corporate overhead allocations directly attributable to each of the segments.

(1) The significant expense categories and amounts align with the segment-level information that is regularly provided to the chief operating decision maker which includes certain corporate overhead allocations directly attributable to each of the segments.

(2) Operating expenses include selling, general, administrative, research and development costs which primarily consist of non-manufacturing employee compensation, non-manufacturing overhead and professional service costs as well as depreciation expense.

4 unchanged sentences

Adjustments are made to accruals as claim data and historical experience warrant.

The changes in the carrying amount of service and product warranties from continuing operations for the three months ended March 31, 2025 were as follows:

In millions March 31,

The changes in the carrying amount of service and product warranties from continuing operations for the six months ended June 30, 2025 were as follows:

In millions June 30,

Beginning balance $ 67.2

7 unchanged sentences

In addition, we issue financial stand-by letters of credit primarily to secure our performance to third parties under self-insurance programs.

As of March 31, 2025 and December 31, 2024, the outstanding value of bonds, letters of credit and bank guarantees totaled $ 102.8 million and $ 102.1 million, respectively.

As of June 30, 2025 and December 31, 2024, the outstanding value of bonds, letters of credit and bank guarantees totaled $ 110.8 million and $ 102.1 million, respectively.

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