What changed in this filing

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Item 1. Financial Statements

2025-05-02 compared with 2024-10-31 · 385 added, 471 removed, 519 unchanged (62% of the section changed)

2 unchanged sentences

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

in millions, except per share amounts)

Three months ended Nine months ended

September 28,

2024 September 30,

2023 September 28,

2024 September 30,

Three months ended

2025 March 30,

Revenues $ 482.6 $ 465.2

4 unchanged sentences

Special charges, net 0.1 0.6

Other operating expense, net — — 8.4 —

Operating income 66.6 64.6

8 unchanged sentences

Loss from discontinued operations, net of tax ( 0.5 ) ( 0.2 )

Net income (loss) $ 50.2 $ ( 20.4 ) $ 143.4 $ 58.4

Basic income (loss) per share of common stock:

Net income $ 51.2 $ 49.0

Basic income per share of common stock:

Income from continuing operations $ 1.11 $ 1.07

Loss from discontinued operations, net of tax ( 0.02 ) ( 1.23 ) ( 0.04 ) ( 1.21 )

Net income (loss) per share $ 1.08 $ ( 0.45 ) $ 3.11 $ 1.28

Loss from discontinued operations ( 0.01 ) —

Net income per share $ 1.10 $ 1.07

Weighted-average number of common shares outstanding — basic 46.453 45.828

Diluted income (loss) per share of common stock:

Diluted income per share of common stock:

Income from continuing operations $ 1.10 $ 1.05

Loss from discontinued operations, net of tax ( 0.02 ) ( 1.20 ) ( 0.04 ) ( 1.18 )

Net income (loss) per share $ 1.06 $ ( 0.44 ) $ 3.05 $ 1.25

Loss from discontinued operations ( 0.01 ) —

Net income per share $ 1.09 $ 1.05

Weighted-average number of common shares outstanding — diluted 47.122 46.683

Comprehensive income (loss) $ 65.7 $ ( 32.2 ) $ 142.7 $ 51.6

Comprehensive income $ 61.0 $ 38.8

The accompanying notes are an integral part of these statements.

3 unchanged sentences

in millions, except share data)

September 28,

2025 December 31,

16 unchanged sentences

Deferred income taxes 2.6 2.4

Assets of DBT and Heat Transfer (includes cash and equivalents of $ 4.6 and $ 5.5 at September 28, 2024 and December 31, 2023, respectively) (Note 3)

Assets of DBT and Heat Transfer (includes cash and equivalents of $ 4.4 and $ 4.5 at March 29, 2025 and December 31, 2024, respectively) (Note 3)

TOTAL ASSETS $ 3,137.5 $ 2,714.5

15 unchanged sentences

Stockholders' Equity:

Common stock ( 54,180,614 and 46,349,838 issued and outstanding at September 28, 2024, respectively, and 53,618,720 and 45,674,572 issued and outstanding at December 31, 2023, respectively)

Common stock ( 54,410,396 and 46,695,783 is sued and outstanding at March 29, 2025, respectively, and 54,196,620 and 46,368,240 issued and outstanding at December 31, 2024, respectively)

Paid-in capital 1,364.8 1,373.5

1 unchanged sentence

Accumulated other comprehensive income 233.4 223.6

Common stock in treasury ( 7,830,776 and 7,944,148 shares at September 28, 2024 and December 31, 2023, respectively)

Common stock in treasury ( 7,714,613 and 7,828,380 shares at March 29, 2025 and December 31, 2024, respectively)

( 445.3 ) ( 452.0 )

5 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

Three months ended September 28, 2024

Common Stock Paid-In Capital Retained Earnings Accum.

Other Comprehensive Income Common Stock In Treasury Total Stockholders’ Equity

Balance at June 29, 2024 $ 0.5 $ 1,359.1 $ 131.5 $ 244.9 $ ( 452.2 ) $ 1,283.8

Net income — — 50.2 — — 50.2

Other comprehensive income, net — — — 15.5 — 15.5

Incentive plan activity

— 4.7 — — — 4.7

Long-term incentive compensation expense

— 4.0 — — — 4.0

Restricted stock unit vesting — ( 0.1 ) — — 0.1 —

Balance at September 28, 2024 $ 0.5 $ 1,367.7 $ 181.7 $ 260.4 $ ( 452.1 ) $ 1,358.2

Nine months ended September 28, 2024

Common Stock Paid-In Capital Retained Earnings Accum.

Other Comprehensive Income Common Stock In Treasury Total Stockholders’ Equity

Three months ended March 29, 2025

Stock Paid-In

Capital Retained

Earnings Accum.

Comprehensive

Income Common

Treasury Total

Stockholders’

Balance at December 31, 2024 $ 0.5 $ 1,373.5 $ 238.8 $ 223.6 $ ( 452.0 ) $ 1,384.4

Net income — — 51.2 — — 51.2

Other comprehensive loss, net — — — ( 0.7 ) — ( 0.7 )

Other comprehensive income, net — — — 9.8 — 9.8

Incentive plan activity

3 unchanged sentences

Restricted stock unit vesting — ( 18.9 ) — — 6.7 ( 12.2 )

Balance at September 28, 2024 $ 0.5 $ 1,367.7 $ 181.7 $ 260.4 $ ( 452.1 ) $ 1,358.2

Three months ended September 30, 2023

Balance at March 29, 2025 $ 0.5 $ 1,364.8 $ 290.0 $ 233.4 $ ( 445.3 ) $ 1,443.4

Three months ended March 30, 2024

Common Stock Paid-In Capital Retained Earnings Accum.

Other Comprehensive Income Common Stock In Treasury Total Stockholders’ Equity

Balance at July 1, 2023 $ 0.5 $ 1,341.5 $ 27.2 $ 262.5 $ ( 459.1 ) $ 1,172.6

Net loss — — ( 20.4 ) — — ( 20.4 )

Other comprehensive loss, net — — — ( 11.8 ) — ( 11.8 )

Incentive plan activity

— 3.1 — — — 3.1

Long-term incentive compensation expense

— 3.4 — — — 3.4

Balance at September 30, 2023 $ 0.5 $ 1,348.0 $ 6.8 $ 250.7 $ ( 459.1 ) $ 1,146.9

Nine months ended September 30, 2023

Common Stock Paid-In Capital Retained Earnings (Deficit) Accum.

Other Comprehensive Income Common Stock In Treasury Total Stockholders’ Equity

Balance at December 31, 2023 $ 0.5 $ 1,353.6 $ 38.3 $ 261.1 $ ( 458.9 ) $ 1,194.6

6 unchanged sentences

Restricted stock unit vesting — ( 15.1 ) — — 6.1 ( 9.0 )

Balance at September 30, 2023 $ 0.5 $ 1,348.0 $ 6.8 $ 250.7 $ ( 459.1 ) $ 1,146.9

Balance at March 30, 2024 $ 0.5 $ 1,351.6 $ 87.3 $ 250.9 $ ( 452.8 ) $ 1,237.5

The accompanying notes are an integral part of these statements.

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine months ended

September 28,

2024 September 30,

Three months ended

2025 March 30,

Cash flows from (used in) operating activities:

2 unchanged sentences

Income from continuing operations 51.7 49.2

Adjustments to reconcile income from continuing operations to net cash from operating activities:

Adjustments to reconcile income from continuing operations to net cash from (used in) operating activities:

Special charges, net 0.1 0.6

(Gain) loss on change in fair value of equity security ( 4.5 ) 4.2

Amortization of compensation expense related to acquisition (Refer to Note 3) 4.3 —

Deferred and other income taxes ( 0.5 ) ( 3.4 )

5 unchanged sentences

Accounts receivable and other assets ( 26.3 ) ( 29.5 )

Contribution related to employee retention agreements for acquisition (Refer to Note 3) ( 46.5 ) —

Inventories ( 13.8 ) ( 12.0 )

1 unchanged sentence

Cash spending on restructuring actions ( 0.5 ) ( 0.4 )

Net cash from continuing operations 146.4 120.0

Net cash from (used in) continuing operations ( 10.4 ) 10.7

Net cash used in discontinued operations ( 0.5 ) ( 0.2 )

Net cash from operating activities 119.4 82.0

Net cash from (used in) operating activities ( 10.9 ) 10.5

Cash flows from (used in) investing activities:

Proceeds/borrowings related to company-owned life insurance policies, net 42.9 2.6

Proceeds related to company-owned life insurance policies, net 3.0 0.1

Business acquisitions, net of cash acquired ( 304.1 ) ( 294.1 )

1 unchanged sentence

Net cash used in continuing operations ( 306.6 ) ( 303.9 )

Net cash used in discontinued operations — —

Net cash from (used in) discontinued operations — —

Net cash used in investing activities ( 306.6 ) ( 303.9 )

4 unchanged sentences

Repayments under trade receivables arrangement ( 85.0 ) ( 47.0 )

Net repayments under other financing arrangements ( 0.8 ) ( 0.4 )

Net borrowings (repayments) under other financing arrangements 0.5 ( 0.3 )

Minimum withholdings paid on behalf of employees for net share settlements, net of proceeds from the exercise of employee stock options ( 9.8 ) ( 3.0 )

Financing fees paid ( 2.6 ) ( 1.3 )

Net cash from continuing operations 335.7 292.7

Net cash from discontinued operations — —

Net cash from (used in) discontinued operations — —

Net cash from financing activities 335.7 292.7

3 unchanged sentences

Consolidated cash and equivalents, end of period $ 182.2 $ 105.5

Nine months ended

September 28,

2024 September 30,

Three months ended

2025 March 30,

Components of cash and equivalents:

9 unchanged sentences

Unless otherwise indicated, “we,” “us” and “our” mean SPX Technologies, Inc.

and its consolidated subsidiaries (“SPX” or the “Company”).

and its consolidated subsidiaries (“SPX”).

We prepared the condensed consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim reporting.

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All of our VIE’s are immaterial, individually and in aggregate, to our condensed consolidated financial statements.

Acquisition of TAMCO

On April 3, 2023, we completed the acquisition of T.

Morrison & Co.

( “TAMCO” ), a market leader in motorized and non-motorized dampers that control airflow in large-scale specialty applications in commercial, industrial, and institutional markets .

We purchased TAMCO for cash consideration of $ 125.5 , inclusive of an adjustment to the purchase price of $ 0.2 paid during the third quarter of 2023 related to acquired working capital, and net of cash acquired of $ 1.0 .

The post-acquisition operating results of TAMCO are reflected within our HVAC reportable segment.

Acquisition of ASPEQ

On June 2, 2023, we completed the acquisition of ASPEQ Heating Group ( “ASPEQ”), a leading provider of electrical heating solutions to customers in industrial and commercial markets.

We purchased ASPEQ for cash consideration of $ 421.5 , net of (i) an adjustment to the purchase price of $ 0.3 received during the fourth quarter of 2023 related to acquired working capital and (ii) cash acquired of $ 0.9 .

The post-acquisition operating results of ASPEQ are reflected within our HVAC reportable segment.

From time to time, we may make acquisitions that do not significantly impact our financial position or statements of operations.

These acquisitions primarily complement our existing business operations or strategic initiatives with no significant impact to our financial outlook and end markets, or requiring a significant investment of resources.

Such acquisitions are not separately identified within this report on Form 10-Q.

Acquisition of Ingénia

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(“Ingénia”) which specializes in the design and manufacture of custom air handling units that demand high levels of precision and reliability in healthcare, pharmaceutical, education, food processing and industrial end markets.

We purchased Ingénia for cash consideration of $ 292.0 , net of (i) an adjustment to the purchase price of $ 2.1 during the third quarter of 2024 related to acquired working capital and (ii) cash acquired of $ 1.5 .

Under the terms of the purchase and sales agreement, the seller is eligible for additional cash consideration of up to Canadian Dollar (“CAD”) 3.0 (or $ 2.2 at the time of acquisition), with payment scheduled to be made in the event certain contingent liabilities do not materialize.

The estimated fair value of such contingent consideration is $ 0.3 , which is reflected as a liability in our condensed consolidated balance sheet as of September 28, 2024.

The post-acquisition results of Ingénia are reflected within our HVAC reportable segment.

The assets acquired and liabilities assumed in the Ingénia transaction have been recorded at estimates of fair value as determined by management, based on information available and assumptions as to future operations and are subject to change, primarily for the final assessment and valuation of certain income tax amounts.

We purchased Ingénia for cash consideration of $ 292.0 , net of (i) an adjustment to the purchase price of $ 2.1 received during the third quarter of 2024 related to acquired working capital and (ii) cash acquired of $ 1.5 .

The post-acquisition operating results of Ingénia are reflected within our HVAC reportable segment.

Acquisition of KTS

On January 27, 2025, we completed the acquisition of Kranze Technology Solutions, Inc.

(“KTS”) which specializes in digital interoperability and tactical networking solutions, primarily for the defense industry.

We purchased KTS for net cash consideration of $ 342.4 , inclusive of amounts related to future service obligations of certain existing employees of $ 46.5 .

The purchase price is subject to adjustment based on the final calculation of working capital and cash as of the date of acquisition.

The post-acquisition operating results of KTS are reflected within our Detection and Measurement reportable segment.

The assets acquired and liabilities assumed in the KTS transaction have been recorded at estimates of fair value as determined by management, based on information available and assumptions as to future operations and are subject to change, primarily for the final assessment and valuation of certain tax amounts and other judgmental reserves.

Preparing financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses.

Actual results could differ from these estimates.

The unaudited information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements contained in

our Annual Report on Form 10-K for the year ended December 31, 2023 (“our 2023 Annual Report on Form 10-K”).

The unaudited information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements contained in our Annual Report on Form 10-K for the year ended December 31, 2024 (“our 2024 Annual Report on Form 10-K”).

Interim results are not necessarily indicative of full year results.

1 unchanged sentence

Our fourth quarter ends on December 31.

The interim closing dates for the first, second and third quarters of 2024 are March 30, June 29, and September 28, compared to the respective April 1, July 1, and September 30 dates of 2023.

We had one less day in the first quarter of 2024, and will have two more days in the fourth quarter of 2024 than in the respective 2023 periods.

It is not practicable to estimate the impact of the one less day on our consolidated operating results for the nine months ended September 28, 2024, when compared to the consolidated operating results for the respective 2023 period.

The interim closing dates for the first, second and third quarters of 2025 are March 29, June 28, and September 27, compared to the respective March 30, June 29, and September 28 dates of 2024.

We had two less days in the first quarter of 2025 and will have one more day in the fourth quarter of 2025 than in the respective 2024 periods.

is not practicable to estimate the impact of the two less days on our consolidated operating results for the three months ended March 29, 2025, when compared to the consolidated operating results for the 2024 respective period.

(2) NEW ACCOUNTING PRONOUNCEMENTS

1 unchanged sentence

In November 2023, the FASB issued ASU No.

Among other new disclosure requirements, ASU 2023-07 requires companies to disclose significant segment expenses that are regularly provided to the chief operating decision maker.

ASU 2023-07 will be effective for annual periods beginning on January 1, 2024 and interim periods beginning on January 1, 2025.

Among other new disclosure requirements, ASU 2023-07 requires companies to disclose significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”).

ASU 2023-07 was effective for annual periods beginning on January 1, 2024 and interim periods beginning on January 1, 2025.

ASU 2023-07 must be applied retrospectively to all prior periods presented in the financial statements.

We are currently evaluating the disclosure impact of ASU 2023-07;

however, the standard will not have an impact on the Company’s condensed consolidated financial position, results of operations or cash flows.

We have adopted ASU 2023-07 with the additional disclosures included within Note 6.

In December 2023, the FASB issued ASU No.

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We are currently evaluating the disclosure impact of ASU 2023-09;

however, the standard will not have an impact on the Company’s condensed consolidated financial position, results of operations or cash flows.

however, the standard will not have an impact on our consolidated financial position, results of operations or cash flows.

In November 2024, the FASB issued ASU No.

2024-03, which requires companies to disclose, on an interim and annual basis, additional information about specific expense categories in the notes to the financial statements.

In addition, ASU 2024-03 requires companies to disclose a qualitative description of amounts remaining in relevant expense captions that are not separately disaggregated quantitatively and, on an annual basis, disclose the total amount of selling expenses and our definition of selling expenses.

ASU 2024-03, further clarified by ASU 2025-01, will be effective for annual reporting periods beginning after December 15, 2026, and for interim periods within annual reporting periods beginning after December 15, 2027, and will be applied on a prospective basis with the option to apply the standard retrospectively, with early adoption permitted.

We are currently evaluating the disclosure impact of ASU 2024-03;

however, the standard will not have an impact on our consolidated financial position, results of operations or cash flows.

(3) ACQUISITIONS AND DISCONTINUED OPERATIONS

As indicated in Note 1, on April 3, 2023, we completed the acquisition of TAMCO.

The pro forma effect of this acquisition is not material to our condensed consolidated results of operations.

Acquisition of Ingénia

As indicated in Note 1, on February 7, 2024, we completed the acquisition of Ingénia, for $ 292.0 , net of (i) an adjustment to the purchase price of $ 2.1 during the third quarter of 2024 related to acquired working capital and (ii) cash acquired of $ 1.5 .

From time to time, we may make acquisitions that do not significantly impact our financial position or statements of operations.

These acquisitions primarily complement our existing business operations or strategic initiatives with no significant impact to our financial outlook and end markets, nor requiring a significant investment of resources.

Such acquisitions are not separately identified within this report on Form 10-Q.

During the three months ended March 29, 2025, cash outflows, net of cash acquired, related to this activity totaled $ 8.2 .

The post-acquisition operating results are reflected within our HVAC reportable segment and have no significant impact to our financial outlook and end markets.

Acquisition of KTS

As indicated in Note 1, on January 27, 2025, we completed the acquisition of KTS for net cash consideration of $ 342.4 , inclusive of amounts paid related to future service obligations of certain employees of $ 46.5 described further below.

We financed the acquisition with available borrowings on our revolving credit facilities under our senior credit facilities.

The assets acquired and liabilities assumed have been recorded at preliminary estimates of fair value as determined by management, based on information currently available and on current assumptions as to future operations and are subject to change upon completion of the acquisition method of accounting.

Final determination of the fair values of certain assets and liabilities will be completed within the measurement period of up to one year from the acquisition date, as permitted under GAAP.

The excess of the purchase price over the total of the estimated fair values assigned to tangible and identifiable intangible assets acquired and liabilities assumed is recognized as goodwill.

In order to determine the fair values of tangible and intangible assets acquired and liabilities assumed for Ingénia, we engaged a third-party independent valuation specialist.

The following is a summary of the recorded preliminary fair values of the assets acquired and liabilities assumed for Ingénia as of February 7, 2024:

In connection with the acquisition of KTS, and as required by the acquisition agreement, we assumed employee retention agreements with certain employees, totaling $ 46.5 , that include future service obligations.

In the event employees forfeit any amounts under the terms of the agreements, such amounts are due to the seller of KTS.

We funded the amounts related to these retention agreements through a reduction in the purchase price, with $ 46.5 paid in an escrow account at the time of the acquisition closing, as required by the acquisition agreement.

The deferred compensation assets related to these agreements will be amortized over the agreement terms which range from 2 to 8 years.

During the three months ended March 29, 2025, we recognized compensation costs of $ 4.3 , which have been recorded to “Selling, general and administrative” within our condensed consolidated statements of operations, related to such retention agreements.

The remaining deferred compensation assets of $ 23.5 and $ 18.7 are recorded within “ Other current assets ” and “ Other assets ” within our condensed consolidated balance sheet as of March 29, 2025, respectively.

The following is a summary of the recorded preliminary fair values of the assets acquired and liabilities assumed for KTS as of January 27, 2025:

Assets acquired:

Current assets, including cash and equivalents of $ 1.5

Current assets (1)

Property, plant and equipment 5.5

4 unchanged sentences

Current liabilities assumed 15.4

Deferred and other income taxes 37.4

Other long-term liabilities 4.7

Net assets acquired $ 342.4

The identifiable intangible assets acquired consis t of technology, customer relationships, trademarks, and customer backlog of $ 46.7 , $ 23.5 , $ 13.9 , and $ 13.8 , respectively, with suc h amounts based on a preliminary assessment of the related fair values.

We expect to amortize the technology, customer relationships, trademarks, and customer backlog assets ove r 12.0 , 7.0 , 8.0 , and 1.0 years, respectively.

___________________________

(1) Includes $ 26.2 and $ 20.3 within “ Current assets ” and “ Other assets ” , respectively, for deferred compensation assets related to the employee retention agreements discussed previously.

The identifiable intangible assets acquired consis t of technology, customer relationships and contracts, trademarks, and customer backlog of $ 79.8 , $ 70.7 , $ 6.7 , and $ 7.3 , respectively, with suc h amounts based on an assessment of the related fair values.

We expect to amortize the technology, customer relationships and contracts, trademarks, and customer backlog assets ove r 12.0 , 15.0 , 9.0 , and 2.0 years, respectively.

We acquired gro ss receivables of $ 7.2 , which had the same fair value at the acquisition date based on our estimates of cash flows expected to be recovered.

The qualitative factors that comprise the recorded goodwill include expected market growth for Ingénia's existing operations, increased volumes achieved by selling Ingénia’s products through existing SPX sales channels, procurement and operational savings and efficiencies, and various other factors.

We expect no ne of the goodwill described above to be deductible for tax purposes.

We recognized revenues and net income for Ingénia of $ 19.7 and $ 1.1 , and $ 53.8 and $ 3.4 , r espectively, for the three and nine months ended September 28 , 2024, with net income impacted by charges during the three and nine months ended September 28, 2024 of (i) $ 5.1 and $ 13.7 , respectively, associated with amortization of the various intangible assets mentioned above and (ii) $ 0.0 and $ 1.8 , respectively, associate d with the excess fair value (over historical cost) of inventory acquired which was subsequently sold.

Addition ally, during the three and nine months ended September 28, 2024, we incurred acquisition-related costs for Ingénia of $ 0.2 and $ 3.1 , respectively, which have been recorded to “Selling, general and administrative” within our condensed consolidated statements of operations and “Corporate expense” within consolidated operating income, as further described in Note 6.

Acquisition of ASPEQ

As indicated in Note 1, on June 2, 2023, we completed the acquisition of ASPEQ for $ 421.5 , net of (i) an adjustment to the purchase price of $ 0.3 received during the fourth quarter of 2023 related to acquired working capital and (ii) cash acquired of $ 0.9 .

We financed the acquisition with available cash and borrowings under our senior credit facilities.

The qualitative factors that comprise the recorded goodwill include expected domestic and global market growth for KTS's existing operations, increased volumes achieved through product synergies with existing SPX businesses, procurement and operational savings and efficiencies, and various other factors.

We expect the goodwill described above to be deductible for tax purposes.

We recognized revenues and a net loss for KTS of $ 8.5 and $ 6.4 , respectively, for the three months ended March 29, 2025 with the net loss impacted by charges during the three months ended March 29, 2025 of (i) $ 4.3 of compensation costs related to acquired retention agreements, (ii) $ 3.2 associated with amortization of the various intangible assets mentioned above, and (iii) $ 0.3 associated with the excess fair value (over historical cost) of inventory acquired which was subsequently sold.

During the three months ended March 29, 2025, we incurred acquisition-related and other costs for KTS of $ 6.2 , including the $ 4.3 of compensation costs related to acquired retention agreements mentioned above, which have been recorded to “Selling, general and administrative” within our condensed consolidated statements of operations with $ 1.2 and $ 5.0 recorded within “Corporate expense” and “Acquisition-related and other costs”, respectively, within consolidated operating income in Note 6.

Acquisition of Ingénia

As indicated in Note 1, on February 7, 2024, we completed the acquisition of Ingénia, for $ 292.0 , net of (i) an adjustment to the purchase price of $ 2.1 received during the third quarter of 2024 related to acquired working capital and (ii) cash acquired of $ 1.5 .

We financed the acquisition with available borrowings on our revolving credit facilities under our senior credit facilities.

The excess of the purchase price over the total of the fair values assigned to tangible and identifiable intangible assets acquired and liabilities assumed is recognized as goodwill.

In order to determine the fair values of tangible and intangible assets acquired and liabilities assumed for ASPEQ, we engaged a third-party independent valuation specialist.

The following is a summary of the recorded final fair values of the assets acquired and liabilities assumed for ASPEQ as of June 2, 2023:

The following is a summary of the recorded final fair values of the assets acquired and liabilities assumed for Ingénia as of February 7, 2024:

Assets acquired:

3 unchanged sentences

Intangible assets 97.9

Other assets 1.2

Total assets acquired 345.1

Current liabilities assumed 14.5

Non-current liabilities assumed (1)

Deferred and other income taxes 37.1

Net assets acquired $ 293.5

________________________________

(1) Includes net deferred income tax liabilities and other liabilities of $ 56.4 and $ 1.0 , respectively.

The identifiable intangible assets acquired consist of customer relationships, trademarks, technology, and customer backlog of $ 142.3 , $ 51.5 , $ 47.8 , and $ 4.5 , respectively, with such amounts based on a final assessment of the related fair values.

We expect to amortize the ASPEQ customer relationships, technology, and customer backlog assets over 12.0 , 16.0 , and 1.0 years, respectively, with the trademarks acquired being indefinite-lived.

We acquired gross receivables of $ 18.0 , which had a fair value at the acquisition date of $ 17.8 , respectively, based on our estimates of cash flows expected to be recovered.

The qualitative factors that comprise the recorded goodwill include expected market growth for ASPEQ’s existing operations, increased volumes achieved by selling ASPEQ’s products through existing SPX sales channels, procurement and operational savings and efficiencies, and various other factors.

The following unaudited pro forma information presents our condensed consolidated results of operations for the three and nine months ended September 28, 2024 and September 30, 2023, respectively, as if the acquisitions of Ingénia and ASPEQ had taken place on January 1, 2023 and January 1, 2022, respectively.

The unaudited pro forma financial information is not intended to represent or be indicative of our condensed consolidated results of operations that would have been reported had the acquisitions been completed as of the dates presented, and should not be taken as representative of our future consolidated results of operations.

We expect to amortize the technology, customer relationships, trademarks, and customer backlog assets ove r 12.0 , 7.0 , 8.0 , and 1.0 years, respectively.

We acquired gro ss receivables of $ 16.1 , which had the same fair value at the acquisition date based on our estimates of cash flows expected to be recovered.

We expect no ne of the goodwill described above to be deductible for tax purposes.

Additionally, during the three months ended March 29, 2025, we incurred acquisition-related and other costs for Ingénia of $ 0.6 , which have been recorded to “Selling, general and administrative” within our condensed consolidated statements of operations with $ 0.2 and $ 0.4 recorded within “Corporate expense” and “Acquisition-related and other costs”, respectively, within consolidated operating income in Note 6.

The following unaudited pro forma information presents our condensed consolidated results of operations for the three months ended March 29, 2025 and March 30, 2024, respectively, as if the acquisition of KTS and Ingénia had taken place on January 1, 2024 and January 1, 2023, respectively.

The unaudited pro forma financial information is not intended to represent or be indicative of our condensed consolidated results of operations that would have been reported had the acquisitions been completed as of the date presented, and should not be taken as representative of our future consolidated results of operations.

The pro forma results include estimates and assumptions that management believes are reasonable;

however, these results do not include any anticipated cost savings or expenses of the planned integration of Ingénia and ASPEQ.

These pro forma consolidated results of operations have been prepared for comparative purposes only and include additional interest expense on the borrowings required to finance the acquisitions, additional depreciation and amortization expense associated with fair value adjustments to the acquired property, plant and equipment and intangible assets, adjustments to reflect charges associated with acquisition and integration-related costs and charges associated with the excess fair value (over historical cost) of inventory acquired and subsequently sold as if they were incurred beginning in the first quarter of 2023 for Ingénia and first quarter of 2022 for ASPEQ, and the related income tax effects.

Three months ended Nine months ended

September 28, 2024 September 30, 2023 September 28, 2024 September 30, 2023

however, these results do not include any anticipated cost savings or expenses of the planned integration of KTS and Ingénia.

These pro forma consolidated results of operations have been prepared for comparative purposes only and include additional interest expense on the borrowings required to finance the acquisitions, additional depreciation and amortization expense associated with fair value adjustments to the acquired property, plant and equipment and intangible assets, adjustments to reflect charges associated with acquisition-related costs and charges associated with the excess fair value (over historical cost) of inventory acquired and subsequently sold as if they were incurred beginning during the first quarter of 2024 for KTS and first quarter of 2023 for Ingénia, and the related income tax effects.

Three months ended

March 29, 2025 March 30, 2024

Revenues $ 485.3 $ 491.6

Income from continuing operations 53.9 39.1

Net income (loss) 51.3 ( 21.2 ) 149.4 46.0

Net income 53.4 38.9

Income from continuing operations per share of common stock:

1 unchanged sentence

Diluted $ 1.14 $ 0.84

Net income (loss) per share of common stock:

Net income per share of common stock:

Basic $ 1.15 $ 0.85

9 unchanged sentences

It also provides that the underlying subcontracts are terminated and all obligations of both parties under the subcontracts have been satisfied in full.

In connection with the Settlement Agreement, we incurred a charge, net of tax, of $ 54.2 during the three months ended September 30, 2023.

The charge included the write-off of $ 15.2 in net amounts due from MHI.

Such charge is included in “Loss on disposition of discontinued operations, net of tax” for the three and nine months ended September 30, 2023.

Prior to the Settlement Agreement, on February 22, 2021, a dispute adjudication panel issued a ruling in favor of DBT against MHI related to costs incurred in connection with delays on two units of the Kusile project.

In connection with the ruling, DBT received South African Rand 126.6 (or $ 8.6 at the time of payment).

This ruling was subject to final and binding arbitration in this matter.

In March 2023, an arbitration tribunal upheld the decision of the dispute adjudication panel.

As a result, South African Rand 126.6 (or $ 7.0 ) was recorded as income during the first quarter of 2023, with such amount recorded within “Loss on disposition of discontinued operations, net of tax.” Additionally, in June 2023, the arbitration tribunal ruled DBT was entitled to recover $ 1.3 of legal costs incurred related to the arbitration.

Such amount was recorded to “Loss on disposition of discontinued operations, net of tax” during the second quarter of 2023 with the cash payment received during the nine months ended September 30, 2023.

Additionally, in May 2023, a separate arbitration tribunal ruled DBT was entitled to recover $ 5.5 of legal costs incurred related to another prior arbitration.

Such amount was recorded within “Loss on disposition of discontinued operations, net of tax” during the second quarter of 2023 with the cash payment received during the nine months ended September 30, 2023 .

The assets and liabilities of DBT have been included within “ Assets of DBT and Heat Transfer ” and “ Liabilities of DBT and Heat Transfer, ” respectively, on the condensed consolidated balance sheets as of September 28, 2024 and December 31, 2023 .

The major line items constituting DBT ’ s assets and liabilities as of September 28, 2024 and December 31, 2023 are shown below:

September 28, 2024 December 31, 2023

The major line items constituting DBT ’ s assets and liabilities as of March 29, 2025 and December 31, 2024 are shown below:

March 29, 2025 December 31, 2024

Cash and equivalents $ 4.3 $ 4.4

Accounts receivable, net — 0.4

Other current assets (1)

Property, plant and equipment:

Buildings and leasehold improvements — 0.2

Machinery and equipment — 0.5

Accumulated depreciation — ( 0.6 )

Property, plant and equipment, net — 0.1

Total assets of DBT $ 7.7 $ 7.8

7 unchanged sentences

The timing of the ultimate resolution of these matters is uncertain as they are likely to occur as part of the liquidation process.

(2) At December 31, 2023, the balance included DBT's remaining obligation under the Settlement Agreement to make a payment to MHI of South African Rand 480.9 (or $ 26.2 at December 31, 2023), which was paid ($ 27.1 at the time of payment) during the third quarter of 2024.

In connection with this remaining obligation, we entered into a foreign currency forward contract which we accounted for as a fair value hedge and matured at the time of the final payment to MHI.

The resulting cash received of $ 2.0 is presented within “Net cash used in discontinued operations” within the condensed consolidated statement of cash flows for the nine months ended September 28, 2024.

Refer to Note 13 for additional details.

There are no further payment obligations to MHI under the terms of the Settlement Agreement.

Wind-Down of the Heat Transfer Business

1 unchanged sentence

As a result of completing the wind-down plan, we are reporting Heat Transfer as a discontinued operation for all periods presented.

The assets and liabilities of Heat Transfer have been included within “Assets of DBT and Heat Transfer” and “Liabilities of DBT and Heat Transfer,” respectively, on the condensed consolidated balance sheets as of September 28, 2024 and December 31, 2023.

The major line items constituting Heat Transfer’s assets and liabilities as of September 28, 2024 and December 31, 2023 are shown below:

September 28, 2024 December 31, 2023

The assets and liabilities of Heat Transfer have been included within “ Assets of DBT and Heat Transfer ” and “ Liabilities of DBT and Heat Transfer, ” respectively, on the condensed consolidated balance sheets as of March 29, 2025 and December 31, 2024.

The major line items constituting Heat Transfer ’ s assets and liabilities as of March 29, 2025 and December 31, 2024 are shown below:

March 29, 2025 December 31, 2024

Cash and equivalents $ 0.1 $ 0.1

Other current assets 0.3 0.3

Other assets — 0.1

Total assets of Heat Transfer $ 0.4 $ 0.4

4 unchanged sentences

As a result, it is possible that the resulting gains/losses on these and other previous divestitures may be materially adjusted in subsequent periods.

For the three and nine months ended September 28, 2024 and September 30, 2023, results of operations from our businesses reported as discontinued operations were as follows:

Three months ended Nine months ended

September 28, 2024 September 30, 2023 September 28, 2024 September 30, 2023

For the three months ended March 29, 2025 and March 30, 2024, results of operations from our businesses reported as discontinued operations were as follows:

Three months ended

March 29, 2025 March 30, 2024

Loss from discontinued operations (1)

2 unchanged sentences

Loss from discontinued operations, net $ ( 0.5 ) $ ( 0.2 )

Loss from discontinued operations (2)

___________________________

Income tax provision — — ( 0.2 ) —

Loss from discontinued operations, net ( 0.1 ) ( 0.1 ) ( 0.7 ) ( 0.2 )

Loss from discontinued operations ( 0.7 ) ( 69.3 ) ( 1.7 ) ( 68.8 )

Income tax benefit (provision) — 13.2 ( 0.2 ) 14.1

Loss from discontinued operations, net $ ( 0.7 ) $ ( 56.1 ) $ ( 1.9 ) $ ( 54.7 )

________________________________

(1) Loss for the three and nine months ended September 30, 2023 resulted primarily from the charge, and related income tax impacts, recorded in connection with the Settlement Agreement referred to above and legal costs incurred in connection with the various dispute resolution matters.

This loss for the nine months ended September 30, 2023 was partially offset by the arbitration awards received, which are discussed above.

(2) Loss for the three and nine months ended September 28, 2024 and September 30, 2023 resulted primarily from revisions to liabilities retained in connection with prior dispositions.

Net cash used in discontinued operations for the nine months ended September 28, 2024 related primarily to the final cash payment of South African Rand 480.9 ($ 27.1 at time of payment) made by DBT to MHI during the three months ended September 28, 2024 in connection with the Settlement Agreement, partially offset by $ 2.0 from the foreign currency forward contract mentioned above.

Net cash used in discontinued operations for the nine months ended September 30, 2023 related primarily to (i) cash payments of $ 25.3 made by DBT to MHI during the three months ended September 30, 2023 in connection with the Settlement Agreement, (ii) disbursements of $ 14.5 for professional fees and support costs incurred principally in connection with the claims resolved by the Settlement Agreement, and (iii) local taxes of $ 3.8 paid in South Africa, which we subsequently recovered during the fourth quarter of 2023, partially offset by recovery of legal costs we were awarded in arbitration proceeds between DBT and MHI of $ 6.8 mentioned above.

(1) Loss for the three months ended March 29, 2025 and March 30, 2024 related primarily to costs incurred to support DBT through the subcontractor liquidation process mentioned above.

(4) REVENUES FROM CONTRACTS

Disaggregated Revenues

We disaggregate revenue from contracts with customers by major product line and based on the timing of recognition for each of our reportable segments, as we believe such disaggregation best depicts how the nature, amount, timing, and uncertainty of our revenues and cash flows are affected by economic factors, with such disaggregation presented below for the three and nine months ended September 28, 2024 and September 30, 2023:

Three months ended September 28, 2024

Reportable Segments HVAC Detection and Measurement Total

Major product lines

Package and process cooling equipment and services, and engineered air movement solutions $ 217.7 $ — $ 217.7

Boilers, electrical heating, and ventilation 117.6 — 117.6

Underground locators, inspection and rehabilitation equipment, and robotic systems — 64.7 64.7

Communication technologies, aids to navigation, and transportation systems — 83.7 83.7

$ 335.3 $ 148.4 $ 483.7

Timing of Revenue Recognition

Revenues recognized at a point in time $ 314.9 $ 117.5 $ 432.4

Revenues recognized over time 20.4 30.9 51.3

$ 335.3 $ 148.4 $ 483.7

Nine months ended September 28, 2024

Reportable Segments HVAC Detection and Measurement Total

Major product lines

Package and process cooling equipment and services, and engineered air movement solutions $ 650.1 $ — $ 650.1

Boilers, electrical heating, and ventilation 344.1 — 344.1

Underground locators, inspection and rehabilitation equipment, and robotic systems — 191.8 191.8

Communication technologies, aids to navigation, and transportation systems — 264.2 264.2

$ 994.2 $ 456.0 $ 1,450.2

Timing of Revenue Recognition

Revenues recognized at a point in time $ 912.3 $ 376.2 $ 1,288.5

Revenues recognized over time 81.9 79.8 161.7

$ 994.2 $ 456.0 $ 1,450.2

Three months ended September 30, 2023

Three months ended March 29, 2025

Reportable Segments HVAC Detection and Measurement Total

Major product lines

Package and process cooling equipment and services, and engineered air movement solutions $ 170.8 $ — $ 170.8

Package and process cooling equipment and services, and engineered air movement and handling solutions $ 199.1 $ — $ 199.1

Boilers, electrical heating, and ventilation 123.9 — 123.9

Underground locators, inspection and rehabilitation equipment, and robotic systems — 65.9 65.9

Underground locators, inspection and rehabilitation

equipment, and robotic systems — 56.7 56.7

Communication technologies, aids to navigation, and transportation systems — 102.9 102.9

4 unchanged sentences

$ 323.0 $ 159.6 $ 482.6

Nine months ended September 30, 2023

Three months ended March 30, 2024

Reportable Segments HVAC Detection and Measurement Total

Major product lines

Package and process cooling equipment and services, and engineered air movement solutions $ 502.4 $ — $ 502.4

Package and process cooling equipment and services, and engineered air movement and handling solutions $ 187.8 $ — $ 187.8

Boilers, electrical heating, and ventilation 114.6 — 114.6

Underground locators, inspection and rehabilitation equipment, and robotic systems — 199.0 199.0

Underground locators, inspection and rehabilitation

equipment, and robotic systems — 61.0 61.0

Communication technologies, aids to navigation, and transportation systems — 101.8 101.8

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On a contract-by-contract basis, the contract assets and contract liabilities are reported net within our condensed consolidated balance sheets.

Our contract balances consisted of the following as of September 28, 2024 and December 31, 2023:

Contract Balances September 28, 2024 December 31, 2023 Change

Our contract balances consisted of the following as of March 29, 2025 and December 31, 2024 :

Contract Balances March 29, 2025 December 31, 2024 Change

Contract Accounts Receivable (1)

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In general, we receive payments from customers based on a billing schedule established in our contracts.

During the three and nine months ended September 28, 2024, changes in contract balances were not materially impacted by any other factors besides the acquisition of Ingénia.

At September 28, 2024, contract account receivables and current contract liabilities attributable to Ingénia were $ 23.9 and $ 0.3 , respectively.

During the three and nine months ended September 28, 2024, we recognized revenues of $ 7.0 and $ 47.7 , respectively, related to our contract liabilities at December 31, 2023.

During the three months ended March 29, 2025, changes in contract balances were not materially impacted by any other factors.

At March 29, 2025, Contract Account Receivables, contract assets, and current contract liabilities attributable to KTS were $ 7.6 , $ 1.2 , and $ 7.0 , respectively.

During the three months ended March 29, 2025, we recognized revenues o f $ 28.7 related to our contract liabilities at December 31, 2024 .

Performance Obligations

As of September 28, 2024, the aggre gate amount allocated to remaining performance obligations was $ 127.0 .

We expect to recognize revenue on approximately 67 % and 81 % of these remaining performance obligations o ver the next 12 and 24 months, respectively, with the remaining recognized thereafter.

There have been no material changes to our finance leases during the three and nine months ended September 28, 2024.

During the nine months ended September 28, 2024, we obtained operating lease right-of-use assets in exchange for new lease obligations of $ 17.2 , recorded as a non-cash activity within the condensed consolidated statement of cash flows.

Supplemental balance sheet information related to operating leases is as follows:

September 28, 2024 December 31, 2023

Operating Leases:

Affected Line Item in the Condensed Consolidated Balance Sheets

Operating lease ROU assets $ 51.1 $ 42.4 Other assets

Operating lease current liabilities $ 9.9 $ 11.3 Accrued expenses

Operating lease non-current liabilities 38.7 28.5 Other long-term liabilities

Total operating lease liability $ 48.6 $ 39.8

The weighted average remaining lease term (years) of our operating leases as of September 28, 2024 and December 31, 2023, were as follows:

September 28, 2024 December 31, 2023

Operating Leases 6.0 5.5

The discount rate utilized to determine the present value of lease payments over the lease term is our incremental borrowing rate based on the information available at lease commencement date.

In developing the incremental borrowing rate, we considered the interest rate that reflects a term similar to the underlying lease term on a fully collateralized basis.

We concluded to apply the incremental borrowing rate at a consolidated portfolio level using a five-year term, as the results did not materially differ upon further stratification.

The weighted-average discount rate for our operating leases was 3.9 % and 3.2 % at September 28, 2024 and December 31, 2023, respectively.

The future minimum payments under our operating leases were as follows as of September 28, 2024:

Operating Leases

Remainder of 2024 $ 3.1

Thereafter 13.6

Total lease payments 54.7

Less imputed interest 6.1

As of March 29, 2025, the aggre gate amount allo cated to remaining performance obligations was $ 201.1 .

We expect to recognize revenue on approximately 53 % and 64 % of remaining performance obliga tions over the next 12 and 24 months, respectively, with the remaining recognized thereafter.

There were no material changes to our operating and finance leases during the three months ended March 29, 2025.

(6) INFORMATION ON REPORTABLE SEGMENTS

We are a global supplier of highly specializ ed, engineered solutions with operations in 16 countries and sales in over 100 countries around the world.

In determining our reportable segments, we apply the threshold criteria of the Segment Reporting Topic of the Financial Accounting Standards Board Codification (the “Codification”).

We have aggregated our operating segments into the following two reportable segments:

1 unchanged sentence

The factors considered in determining our aggregated segments are the economic similarity of the businesses, the nature of products sold or services provided, production processes, types of customers, distribution methods, and regulatory environment.

In determining our reportable segments, we apply the threshold criteria of the Segment Reporting Topic of the Codification.

Segment Income is determined before considering, if applicable, impairment and special charges, long-term incentive compensation, certain other operating income/expense, other indirect corporate expenses, intangible asset amortization expense, inventory step-up charges, and certain other acquisition and integration-related costs.

This is consistent with the way our Chief Operating Decision Maker ( “ CODM ” ) evaluates the results of each segment.

Our CODM, who is our President and Chief Executive Officer, uses revenue and segment income to evaluate the results of each operating segment.

Segment income is determined before considering, if applicable, impairments and special charges, long-term incentive compensation, certain other operating income/expense, other indirect corporate expenses, intangible asset amortization expense, inventory step-up charges, and certain other acquisition and integration-related costs.

There have been no changes in the basis of segmentation or measurement of segment income during 2025.

Our CODM assesses revenue and segment income performance in comparison to prior years, previously forecasted results, and anticipated/experienced market trends when determining how to allocate operating and capital resources.

The only significant segment expense categories reviewed by our CODM are total selling, general, and administrative expense and cost of products sold.

CODM does not review asset or liability information for our operating segments as this information is not used to assess performance or allocate resources.

HVAC Reportable Segment

Our HVAC reportable segment engineers, designs, manufactures, installs and services package and process cooling products and engineered air movement solutions for the HVAC industrial, commercial, data center, and power generation markets, as well as boilers and electrical heating and ventilation products for the residential and commercial markets.

Our HVAC reportable segment engineers, designs, manufactures, installs and services package and process cooling products and engineered air movement and handling solutions for the HVAC industrial, commercial, data center, and power generation markets, as well as boilers and electrical heating and ventilation products for the residential, industrial, and commercial markets.

The primary distribution channels for the segment’s products are direct to customers, independent manufacturing representatives, third-party distributors, and retailers.

5 unchanged sentences

Corporate Expense

Corporate expense generally relates to the personnel and general operating cost of our corporate headquarters based in Charlotte, North Carolina.

Financial data for our reportable segments for the three and nine months ended September 28, 2024 and September 30, 2023 are presented below:

Three months ended Nine months ended

September 28,

2024 September 30,

2023 September 28,

2024 September 30,

Corporate expense generally relates to the personnel and general operating costs of our corporate headquarters based in Charlotte, North Carolina.

Financial data for our reportable segments for the three months ended March 29, 2025 and March 30, 2024 are presented below:

Three months ended

March 29, 2025 March 30, 2024

HVAC reportable segment

Revenues $ 323.0 $ 302.4

Cost of product sold 199.6 185.0

Selling, general and administrative expense 49.5 49.0

Segment income $ 73.9 $ 68.4

Detection and Measurement reportable segment

Revenues $ 159.6 $ 162.8

Cost of product sold 86.8 96.4

Selling, general and administrative expense 36.2 35.0

Segment income $ 36.6 $ 31.4

Consolidated revenues $ 482.6 $ 465.2

HVAC reportable segment $ 80.0 $ 58.3 $ 232.1 $ 161.2

Detection and Measurement reportable segment 33.8 33.3 99.1 89.2

Total income for segments 113.8 91.6 331.2 250.4

Consolidated income for segments 110.5 99.8

Corporate expense 14.0 13.9

Acquisition-related and other costs (1)

1.4 2.9 6.3 5.0

Long-term incentive compensation expense 3.7 3.3

1 unchanged sentence

Special charges, net 0.1 0.6

Other operating expense, net (2)

Consolidated operating income $ 66.6 $ 64.6

Capital expenditures:

HVAC reportable segment $ 4.7 $ 8.7

Detection and Measurement reportable segment 0.8 1.0

General corporate — 0.2

Total capital expenditures $ 5.5 $ 9.9

Depreciation and amortization:

HVAC reportable segment $ 16.9 $ 14.5

Detection and Measurement reportable segment 9.5 5.9

General corporate 0.6 0.6

Total depreciation and amortization $ 27.0 $ 21.0

Geographic Areas:

United States $ 403.0 $ 392.9

Canada 30.2 22.2

China 13.0 12.9

United Kingdom 17.4 18.8

Other 19.0 18.4

$ 482.6 $ 465.2

(1) Represents integration costs incurred of $ 1.4 and $ 6.3 during the three and nine months ended September 28, 2024, respectively, and $ 2.9 and $ 5.0 during the three and nine months ended September 30, 2023, respectively, including additional “Cost of products sold” related to the step-up of inventory (to fair value) acquired in connection with the Ingénia acquisition of $ 1.8 during nine months ended September 28, 2024, and the ASPEQ acquisition of $ 2.5 and $ 3.6 during the three and nine months ended September 30, 2023, respectively.

(2) Represents a charge of $ 8.4 related to a settlement with the seller of ULC Robotics (“ULC”) regarding additional contingent consideration.

March 29, 2025 December 31, 2024

Tangible Long-Lived Assets:

United States $ 308.6 $ 275.5

Canada 82.1 83.3

Other 28.0 25.7

Long-lived assets of continuing operations 418.7 384.5

Long-lived assets of discontinued operations, DBT and Heat Transfer — —

Total tangible long-lived assets $ 418.7 $ 384.5

______________________________

(1) Represents integration costs incurred in connection with acquisitions of $ 6.4 and $ 2.6 during the three months ended March 29, 2025 and March 30, 2024, respectively, including additional “Cost of products sold” related to the step-up of inventory (to fair value) acquired in connection with the KTS acquisition of $ 0.3 during the three months ended March 29, 2025 and the Ingénia acquisition of $ 0.9 during the three months ended March 30, 2024.

(2) Revenues are included in the above geographic areas based on the country that recorded the revenue.

(7) SPECIAL CHARGES, NET

Special charges, net, for the three and nine months ended September 28, 2024 and September 30, 2023 are described in more detail below:

Three months ended Nine months ended

September 28,

2024 September 30,

2023 September 28,

2024 September 30,

Special charges, net, for the three months ended March 29, 2025 and March 30, 2024 are described in more detail below:

Three months ended

2025 March 30,

HVAC reportable segment $ ( 0.2 ) $ 0.3

Detection and Measurement reportable segment 0.2 0.3

Corporate 0.1 —

Total $ 0.1 $ 0.6

HVAC — Special charges, net for the nine months ended September 28, 2024 related primarily to recording severance costs associated with a restructuring action at one of the segment’s cooling businesses.

Detection and Measurement — Special charges, net for the three and nine months ended September 28, 2024 related primarily to recording severance costs associated with a restructuring action at the segment’s location and inspection businesses.

In addition, special charges, net for the nine months ended September 28, 2024 included severance costs associated with a restructuring action at the segment’s aids to navigation business.

No significant future charges are expected to be incurred under actions approved as of September 28, 2024.

The following is an analysis of our restructuring liabilities for the nine months ended September 28, 2024 and September 30, 2023:

Nine months ended

September 28,

2024 September 30,

HVAC — Activity for the three months ended March 29, 2025 and March 30, 2024 related pri marily to severance costs associated with a restructuring action at one of the segment's cooling businesses.

De tection and Measurement — Charges for the three months ended March 29, 2025 related primarily to severance costs associated with restructuring actions at the segment's inspection and rehabilitation business.

Charges for the three months ended March 30, 2024 related primarily to severance costs associated with restructuring actions at the segment's inspection and rehabilitation and aids to navigation businesses.

Corporate — Charges for the three months ended March 29, 2025 related primarily to severance costs associated with restructuring actions.

No significant future charges are expected t o be incurred under actions approved as of March 29, 2025.

The following is an analysis of our restructuring liabilities for the three months ended March 29, 2025 and March 30, 2024:

Three months ended

2025 March 30,

Balance at beginning of year $ 1.8 $ 0.7

1 unchanged sentence

Utilization — cash ( 0.5 ) ( 0.4 )

Currency translation adjustment and other — ( 0.1 )

Balance at end of period $ 1.4 $ 0.8

(8) INVENTORIES, NET

Inventories are accounted for under the first-in, first-out method and are comprised of the following at September 28, 2024 and December 31, 2023:

September 28,

Inventories are accounted for under the first-in, first-out method and are comprised of the following at March 29, 2025 and December 31, 2024:

2025 December 31,

5 unchanged sentences

(9) GOODWILL AND OTHER INTANGIBLE ASSETS

The changes in the carrying amount of goodwill for the nine months ended September 28, 2024 were as follows:

The changes in the carrying amount of goodwill for the three months ended March 29, 2025 were as follows:

2024 Goodwill

1 unchanged sentence

Combinations (1)

Translation September 28,

Translation March 29,

HVAC reportable segment

10 unchanged sentences

___________________________

(1) Reflects (i) goodwill acquired with the Ingénia acquisition of $ 142.6 and (ii) an increase in ASPEQ and TAMCO goodwill of $ 3.9 and $ 1.7 , respectively, resulting from revisions to the valuation of certain assets and liabilities.

As indicated in Notes 1 and 3, the acquired assets, including goodwill, and liabilities assumed in the In génia acquisition have been recorded at estimates of fair value and are subject to change upon completion of acquisition accounting.

(1) Reflects goodwill acquired with the KTS acquisition of $ 105.0 and an immaterial acquisition within the HVAC reportable segment.

As indicated in Note 1, the acquired assets, including goodwill, and liabilities assumed in the KTS acquisition have been recorded at estimates of fair value and are subject to change upon completion of acquisition accounting.

Other Intangibles, Net

Identifiable intangible assets at September 28, 2024 and December 31, 2023 comprised the following:

September 28, 2024 December 31, 2023

Identifiable intangible assets at March 29, 2025 and December 31, 2024 comprised the following:

March 29, 2025 December 31, 2024

Value Accumulated

3 unchanged sentences

Intangible assets with determinable lives:

Customer relationships $ 427.0 $ ( 95.9 ) $ 331.1 $ 403.2 $ ( 68.8 ) $ 334.4

Customer relationships and contracts $ 496.0 $ ( 113.6 ) $ 382.4 $ 421.1 $ ( 103.3 ) $ 317.8

Technology 262.4 ( 46.3 ) 216.1 181.7 ( 41.3 ) 140.4

5 unchanged sentences

___________________________

(1) The gross carrying value of identifiable intangible assets acquired with the Ingénia acquisition consist of technology of $ 46.7 , customer relationships of $ 23.5 , definite-lived trademarks of $ 13.9 , and backlog of $ 13.8 .

In connection with the acquisition of Ingénia, which has definite-lived intangible assets as noted above, we updated our estimated annual amortization expense related to intangible assets to approximately $ 66.0 for the full year 2024, $ 54.0 for 2025, and $ 53.0 for each of the three years thereafter.

At September 28, 2024, the net carrying value of intangible assets with determinable lives consisted of $ 398.6 in the HVAC reportable segment and $ 110.6 in the Detection and Measurement reportable segment.

At September 28, 2024, trademarks with indefinite lives consisted of $ 156.8 in the HVAC reportable segment and $ 64.7 in the Detection and Measurement reportable segment.

(1) The gross carrying value of identifiable intangible assets acquired with the KTS acquisition consist of technology of $ 79.8 , customer relationships and contracts of $ 70.7 , definite-lived trademarks of $ 6.7 , and backlog of $ 7.3 .

In connection with the acquisition of KTS, which has definite-lived intangible assets as noted above, we updated our estimated annual amortization expense related to intangible assets to approximately $ 76.0 for the full year 2025, $ 66.0 for 2026, and $ 63.0 for each of the three years thereafter.

At March 29, 2025, the net carrying value of intangible assets with determinable lives consisted of $ 371.8 in the HVAC reportable segment and $ 261.8 in the Detection and Measurement reportable segment.

At March 29, 2025, trademarks with indefinite lives consisted of $ 156.6 in the HVAC reportable segment and $ 63.7 in the Detection and Measurement reportable segment.

We review goodwill and indefinite-lived intangible assets for impairment annually during th e fourth quarter in conjunction with our annual financial planning process, with such testing based primarily on events and circumstances existing as of the end of the third quarter.

In addition, we test goodwill for impairment on a more frequent basis if there are indications

of potential impairment.

In reviewing goodwill and indefinite-lived intangible assets for impairment, we initially perform a qualitative analysis.

In addition, we test goodwill for impairment on a more frequent basis if there are indications of potential impairment.

In reviewing goodwill and indefinite-lived intangible assets for impairment, we initially perform a

qualitative analysis.

If there is an indication of impairment, we then perform a quantitative analysis.

5 unchanged sentences

and a more likely than not expectation of selling or disposing all, or a portion, of a reporting unit.

The fair value of the assets related to the Ingénia acquisition approximates its carrying value.

If Ingénia is unable to achieve its current financial forecast, we may be required to record an impairment charge in a future period related to its goodwill.

As of September 28, 2024, Ingénia's goodwill totaled $ 142.9 .

We perform our annual trademarks impairment testing during the fourth quarter, or on a more frequent basis, if there are indications of potential impairment.

The fair value of our trademarks is based on applying estimated royalty rates to projected revenues, with resulting cash flows discounted at a rate of return that reflects current market conditions (fair value based on unobservable inputs - Level 3, as defined in Note 17) .

The fair value of the net assets related to the KTS and Ingénia acquisitions approximate their respective carrying values.

If KTS and Ingénia are unable to achieve their current financial forecasts, or there is a change in key assumptions used in the fair value analyses (e.g.

projected revenues and profit growth rates, industry price multiples, discount rates, etc.) we may be required to record an impairment charge in a future period related to their goodwill.

As of March 29, 2025, KTS and Ingénia's goodwill totaled $ 105.0 and $ 134.7 , respectively.

We perform our annual indefinite-lived trademarks impairment testing during the fourth quarter, or on a more frequent basis, if there are indications of potential impairment.

The fair value of these trademarks is based on applying estimated royalty rates to projected revenues, with resulting cash flows discounted at a rate of return that reflects current market conditions (fair value based on unobservable inputs - Level 3, as defined in Note 17) .

The primary basis for these projected revenues is the annual operating plan for each of the related businesses, which is prepared in the fourth quarter of each year.

During the fourth quarter of 2024, in connection with the 2024 annual trademark impairment analyses, we determined that the implied value of ASPEQ’s trademarks approximated their carrying value.

If ASPEQ is unable to achieve its current revenue forecast, or there is a change in assumptions used in ASPEQ’s analysis (e.g., projected revenues and discount rates, etc.), we may be required to record an impairment charge in a future period related to its trademarks.

As of March 29, 2025, ASPEQ’s trademarks totaled $ 51.5 .

(10) WARRANTY

The following is an analysis of our product warranty accrual for the periods presented:

10 Nine months ended

September 28,

2024 September 30,

Three months ended

2025 March 30,

Balance at beginning of year $ 44.7 $ 37.9

2 unchanged sentences

Usage ( 4.4 ) ( 4.2 )

Currency translation adjustment — ( 0.1 )

Balance at end of period 44.8 38.5

2 unchanged sentences

(11) EMPLOYEE BENEFIT PLANS

Net periodic benefit (income) expense for our pension and postretirement plans included the following components:

During the fourth quarter of 2023, we initiated the wind-up of our Canadian defined benefit pension plans (collectively, the “Canadian Pension Plans”).

We received regulatory approval for the wind-up which was completed during the three months ended March 29, 2025.

This transaction resulted in a settlement loss of $ 0.3 recorded in net periodic pension benefit expense during the three months ended March 29, 2025.

In addition, and in connection with this wind-up, we remeasured the assets and liabilities of the Canadian Pension Plans, which resulted in a loss of $ 0.5 recorded in net periodic pension benefit expense for the three months ended March 29, 2025.

Lastly, as a result of the wind-up, we have eliminated the third-party cost and internal resource requirements associated with administering these benefit plans.

Net periodic benefit (income) expense for our pension and postretirement plans include the following components:

Domestic Pension Plans

Three months ended Nine months ended

September 28,

2024 September 30,

2023 September 28,

2024 September 30,

Three months ended

2025 March 30,

Service cost $ — $ —

3 unchanged sentences

Foreign Pension Plans

Three months ended Nine months ended

September 28,

2024 September 30,

2023 September 28,

2024 September 30,

Three months ended

2025 March 30,

Service cost $ — $ —

1 unchanged sentence

Expected return on plan assets ( 0.9 ) ( 1.3 )

Net periodic pension benefit (income) expense $ — $ ( 0.2 ) $ 0.2 $ ( 0.6 )

Settlement loss (1)

Recognized net actuarial loss (1)

Net periodic pension benefit expense $ 0.9 $ 0.1

__________________________

(1) Relates to the wind-up of the Canadian Pension Plans referred to previously.

Postretirement Plans

Three months ended Nine months ended

September 28,

2024 September 30,

2023 September 28,

2024 September 30,

Three months ended

2025 March 30,

Service cost $ — $ —

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(12) INDEBTEDNESS

The following summarizes our debt activity (both current and non-current) for the nine months ended September 28, 2024:

The following summarizes our debt activity (both current and non-current) for the three months ended March 29, 2025:

2024 Borrowings Repayments Other (5)

September 28,

Revolving loans (1)

9 unchanged sentences

current maturities of long-term debt 27.6 27.6

Total long-term debt, net $ 523.1 $ 665.2

Total long-term debt $ 577.0 $ 872.0

__________________________

(1) The revolving credit facility extends through August 2027 under the terms of our senior credit agreement and is primarily used to provide liquidity for funding acquisitions, including related fees and expenses, and was utilized as the primary funding mechanism for the Ingénia acquisition.

(2) The term loans are repayable in quarterly installments equal to 0.625 % of the initial balances of $ 545.0 , in each of the first three quarters of 2024, and 1.25 % during the fourth quarter of 2024, all quarters of 2025 and 2026, and the first two quarters of 2027.

(2) The term loans are repayable in quarterly installments equal to 1.25 % of the initial term loan balances of $ 545.0 , in all quarters of 2025 and 2026, and the first two quarters of 2027.

The remaining balances are payable in full on August 12, 2027.

Balances are net of unamortized debt issuance costs of $ 1.3 and $ 1.7 at September 28, 2024 and December 31, 2023, respectively.

Balances are net of unamortized debt issuance costs of $ 1.1 and $ 1.2 at March 29, 2025 and December 31, 2024, respectively.

(3) Under this arrangement, we can borrow, on a continuous basis, up to $ 100.0 , as available.

Borrowings under this arrangement are collateralized by eligible trade receivables of certain of our businesses.

At September 28, 2024, we had $ 17.5 of available borrowing capacity under this facility after giving effect to outstanding borrowings of $ 47.0 .

(4) Primarily includes balances under a purchase card program of $ 1.4 and $ 1.9 and finance lease obligations of $ 0.9 and $ 0.5 at September 28, 2024 and December 31, 2023, respectively.

At March 29, 2025, we had $ 9.3 of available borrowing capacity under this facility after giving effect to outstanding borrowings of $ 59.0 .

(4) Primarily includes balances under a purchase card program of $ 1.7 and $ 1.1 and finance lease obligations of $ 1.1 and $ 1.2 at March 29, 2025 and December 31, 2024, respectively.

The purchase card program allows for payment beyond the normal payment terms for goods and services acquired under the program.

As this arrangement extends the payment of these purchases beyond their normal payment terms through third-party lending institutions, we have classified these amounts as short-term debt.

(5) “Other” includes the amortization of debt issuance costs associated with the term loans.

(5) “Other” includes the impact of amortization of debt issuance costs associated with the term loans.

Senior Credit Facilities

A detailed description of our senior credit facilities is included in our 2024 Annual Report on Form 10-K.

On August 30, 2024, we entered into a Second Amendment to the Amended and Restated Credit Agreement and Incremental Facility Activation Notice (the “Second Amendment”) with Bank of America, N.A., as administrative agent (the “Administrative Agent”), the lenders party thereto, and certain domestic subsidiaries of the Company, as guarantors, which amends our Amended and Restated Credit Agreement, dated as of August 12, 2022 (as amended, the “Credit Agreement”) with the lenders party thereto, Deutsche Bank AG, as foreign trade facility agent, and the Administrative Agent.

The Second Amendment increases the aggregate revolving credit commitments under the Credit Agreement from $ 500.0 to $ 1,000.0 and makes certain conforming changes and other amendments to the Credit Agreement.

We expect to utilize the increased revolving credit capacity to finance, in part, permitted acquisitions, to pay related fees, costs and expenses and for other lawful corporate purposes.

In connection with the Second Amendment, we recorded $ 2.6 of debt issuance costs classified within “Other assets” on the condensed consolidated balance sheet as of September 28, 2024.

At September 28, 2024, we had $ 834.0 of available borrowing capacity under our revolving credit facilities, after giving effect to borrowings under the domestic revolving loan facilities of $ 155.0 and $ 11.0 reserved for outstanding letters of

In addition, at September 28, 2024, we had $ 8.9 of available issuance capacity under our foreign credit instrument facilities after giving effect to $ 16.1 reserved for outstanding letters of credit.

The weighted-average interest rate of outstanding borrowings under the Credit Agreement was approximately 6.5 % at September 28, 2024.

At September 28, 2024, we were in compliance with all covenants of the Credit Agreement.

Other Borrowings and Financing Activities

During the third quarter of 2024, we renewed, and increased the capacity of, our trade receivables financing agreement for the next 12 months, whereby we can borrow, on a continuous basis, up to $ 100.0 , as available.

At March 29, 2025, we had $ 614.0 of available borrowing capacity under our revolving credit facilities, after giving effect to borrowings under the domestic revolving loan facility of $ 375.0 and $ 11.0 reserved for outstanding letters of credit.

In addition, at March 29, 2025, we had $ 12.8 of available issuance capacity under our foreign credit instrument facilities after giving effect to $ 12.2 reserved for outstanding letters of credit.

The weighted-average interest rate of outstanding borrowings under our senior credit agreement was approximately 5.8 % at March 29, 2025.

At March 29, 2025, we were in compliance with all covenants of our senior credit agreement.

Company-owned Life Insurance

The Company has investments in company-owned life insurance (“COLI”) policies, which are recorded at their cash surrender value at each balance sheet date.

We have investments in company-owned life insurance (“COLI”) policies, which are recorded at their cash surrender value at each balance sheet date.

Changes in the cash surrender value during the period are recorded as a gain or loss within “Other income (expense), net” within our condensed consolidated statements of operations.

The Company has the ability to borrow against a portion of its investment in the COLI policies as an additional source of liquidity.

During the first nine months of 2024, the Company borrowed $ 41.2 against the cash surrender value of these COLI policies.

Such borrowings were primarily used to pay down amounts payable under the revolving credit facility.

The amounts borrowed incur interest at a rate of 5.3 %.

The cash surrender value of the Company’s investments in COLI assets, net of the aforementioned borrowing, was $ 34.0 and $ 76.7 at September 28, 2024 and December 31, 2023, respectively, recorded in “Other assets” on the condensed consolidated balance sheets.

We have the ability to borrow against a portion of our investment in the COLI policies as an additional source of liquidity.

The amounts borrowed totaled $ 39.0 at March 29, 2025 and December 31, 2024 and incur interest at a rate of 5.3 %.

After such borrowings, minimal capacity to bo rrow against the policies remains.

The cash surrender value of our investments in COLI assets, net of the aforementioned borrowing, was $ 36.3 and $ 36.2 at March 29, 2025 and December 31, 2024, respectively, recorded in “Other assets” on the condensed consolidated ba lance sheets.

(13) DERIVATIVE FINANCIAL INSTRUMENTS

Interest Rate Swaps

We maintain interest rate swap agreements (“Initial Swaps”) that have a remaining notional amount of $ 212.5 , cover the period through November 202 4, and effectively convert this portion of the borrowings under our senior credit facilities to a fixed rate of 1.077 %, plus the applicable margin.

In September 2024, commensurate with the Second Amendment, we entered into additional interest rate swap agreements (“Additional Swaps”).

In 2020, we entered into interest swap agreements (“Initial Swaps”) that covered the period through November 2024, and effectively converted borrowings under our senior credit facilities to a fixed rate of 1.077 %, plus the applicable margin.

In September 2024, commensurate with an amendment to our senior credit agreement, we entered into additional interest rate swap agreements (“Additional Swaps”).

The Additional Swaps have a notional amount of $ 524.6 , cover the period from December 2024 to June 2026, and effectively convert this portion of the borrowings under our senior credit facilities to a fixed rate of 3.58 %, plus the applicable margin.

We have designated, and are accounting for, our Initial Swaps and Additional Swaps as cash flow hedges.

As of September 28, 2024 and December 31, 2023 , the unrealized gain (loss), net of tax, recorded in accumulated other comprehensive income ( “ AOCI ”) was $( 0.3 ) and $ 5.7 , respectively.

In addition, as of September 28, 2024 and December 31, 2023, the fair value of our interest rate swap agreements was a net liability of $ 0.6 (with $ 2.1 recorded as a current asset, $ 0.3 as a current liability, and $ 2.4 as a non-current liability) and a current asset of $ 7.5 , respectively.

Changes in the fair value of our interest rate swap agreements are reclassified into earnings, as a component of interest expense, when the forecasted transaction impacts earnings.

We have designated, and are accounting for, our Additional Swaps (and, prior to their maturity, accounted for the Initial Swaps) as cash flow hedges.

As of March 29, 2025 and December 31, 2024 , the unrealized gain, net of tax, recorded in accumulated other comprehensive income ( “ AOCI ”) was $ 1.8 and $ 2.6 , respectively.

In addition, the fair value of our interest rate swap agreements, was $ 2.2 recorded as a current asset and $ 3.4 (with $ 2.7 recorded as a current asset and $ 0.7 as a non-current asset) as of March 29, 2025 and December 31, 2024, respectively .

Changes in the fair value of our Swaps are reclassified into earnings, as a component of interest expense, when the forecasted transaction impacts earnings.

Currency Forward Contracts

6 unchanged sentences

In addition, if the forecasted transaction is no longer probable, the cumulative change in the derivatives’ fair value is recorded into earnings in the period in which the transaction is no longer considered probable of occurring.

We had FX forward contracts with an aggregate notional amount of $ 14.0 and $ 9.4 outstanding as of September 28, 2024 and December 31, 2023, respectively, with all of the $ 14.0 scheduled to mature within one year.

We had FX forward contracts with an aggregate notional amount of $ 23.1 and $ 22.9 outstanding as of March 29, 2025 and December 31, 2024, respectively, with all of the $ 23.1 scheduled to mature within one year.

There were no unrealized

gains/losses recorded in AOCI related to FX forward contracts designated as cash flow hedges as of September 28, 2024.

The fair value of our FX forward contracts was less than $ 0.1 at September 28, 2024 and December 31, 2023.

In addition to the above, we entered FX forward contracts associated with the Settlement Agreement, to mitigate our exposure to fluctuations in the South African Rand, with a notional amount of South African Rand 480.9 (or $ 24.9 at the time of execution) and a fair value of $ 1.3 at December 31, 2023, which was included within “Assets of DBT and Heat Transfer” on the condensed consolidated balance sheet.

These FX forward contracts matured during the quarter ended September 28, 2024 commensurate with the final payment under the Settlement Agreement, resulting in cash received of $ 2.0 presented within “Net cash used in discontinued operations” within the condensed consolidated statement of cash flows for the nine months ended September 28, 2024.

gains/losses recorded in AOCI related to FX forward contracts designated as cash flow hedges as of March 29, 2025 and December 31, 2024.

The fair value of these FX forward contracts was less than $ 0.1 at March 29, 2025 and December 31, 2024.

We designated and accounted for these FX forward contracts as fair value hedges.

These FX forward contracts matured during the third quarter of 2024 commensurate with the final payment under the Settlement Agreement.

Refer to Note 3 for additional details.

2 unchanged sentences

The following table sets forth the number of weighted-average shares outstanding used in the computation of basic and diluted income per share:

Three months ended Nine months ended

September 28,

2024 September 30,

2023 September 28,

2024 September 30,

Three months ended

2025 March 30,

Weighted-average number of common shares used in basic income per share 46.453 45.828

1 unchanged sentence

Weighted-average number of common shares and dilutive securities used in diluted income per share 47.122 46.683

The weighted-average number of restricted stock units and stock options excluded from the computation of diluted income per share because the assumed proceeds for these instruments exceed the average market value of the underlying common stock for the related period were 0.126 and 0.248 , r espectively, for the three mon ths ended September 28, 2024, and 0.134 and 0.290 , respectively, for the nine months ended September 28, 2024.

The weighted-average number of restricted stock units and stock options excluded from the computation of diluted income per share because the assumed proceeds for these instruments exceed the average market value of the underlying common stock for the related period were 0.184 and 0.488 , respectively, for the three months ended September 30, 2023, and 0.191 and 0.521 , respectively, for the nine months ende d September 30, 2023 .

The weighted-average number of restricted stock units and stock options excluded from the computation of diluted income per share because the assumed proceeds for these instruments exceed the average market value of the underlying common stock for the related period were 0.114 and 0.248 , respectively, for the three months ended March 29, 2025, and 0.123 and 0.321 , respectively, for the three months ended March 30, 2024.

Long-Term Incentive Compensation

1 unchanged sentence

A detailed description of the awards granted prior to 2025 is included in our 2024 Annual Report on Form 10-K.

Awards granted on February 28, 2024 to executive officers and other members of senior management were comprised of performance stock units (“PSU’s”), stock options, and time-based restricted stock units (“RSU’s”), while other eligible employees were granted PSU’s and RSU’s.

Awards granted on March 3, 2025 to executive officers and other members of senior management were comprised of performance stock units (“PSU’s”), stock options, and time-based restricted stock units (“RSU’s”), while other eligible employees were granted PSU’s and RSU’s.

The PSU’s are eligible to vest at the end of a three-year performance period, with performance based on the total return of our stock over the three-year performance period against a peer group within the combined S&P 600 Small Cap Capital Goods Index and S&P 400 Mid Cap Capital Goods Index.

Stock options and RSU’s vest ratably over the three-year period subsequent to the date of grant.

Effective May 14, 2024, we granted 0.008 RSU’s to our non-employee directors, which vest in their entirety immediately prior to the annual meeting of stockholders in May 2025.

C ompensation expense within income from continuing operations related to long-term incentive awards totaled $ 4.0 and $ 3.4 for the three months ended September 28, 2024 and September 30, 2023 , respectively, an d $ 11.0 an d $ 10.0 for the nine months ended September 28, 2024 and September 30, 2023 , respectively.

The related tax benefit w as $ 0.7 and $ 0.6 for the three months ended September 28, 2024 and September 30, 2023, respectively, and $ 1.9 and $ 1.7 for the nine months e nded September 28, 2024 and September 30, 2023 , respectively.

Non-employee directors receive annual long-term incentive awards at the time of our annual meeting of stockholders, with the 2025 meeting scheduled for May 13, 2025.

C ompensation expense related to long-term incentive awards totaled $ 3.7 and $ 3.3 for the three months ended March 29, 2025 and March 30, 2024, respectively.

The related tax benefit was $ 0.6 for the three months ended March 29, 2025 and March 30, 2024.

PSU’s and RSU’s

We use the Monte Carlo simulation model valuation technique to determine the fair value of our restricted stock units that contain a market condition (i.e., the PSU’s).

The Monte Carlo simulation model utilizes multiple input variables that determine the probability of satisfying the market condition stipulated in the award and calculates the fair value of each PSU.

We issued PSU’s to eligible participants on March 3, 2025 and February 28, 2024.

We used the following assumptions in determining the fair value of these awards:

Annual Expected

Volatility Annual Expected

Dividend Yield Risk-Free Interest Rate Correlation

Between Total

Return for SPX

March 3, 2025

SPX 35.13 % — % 3.90 % 46.64 %

Peer group within S&P 600 Small Cap Capital Goods Index and S&P 400 Mid Cap Capital Goods Index 36.41 % n/a 3.90 %

February 28, 2024

SPX 32.26 % — % 4.41 % 49.34 %

Peer group within S&P 600 Small Cap Capital Goods Index and S&P 400 Mid Cap Capital Goods Index 37.00 % n/a 4.41 %

Annual expected stock price volatility is based on the three-year historical volatility.

There is no annual expected dividend yield as we discontinued dividend payments in 2015 and do not expect to pay dividends for the foreseeable future.

The average risk-free interest rate is based on the one-year through three-year daily treasury yield curve rate as of the grant date.

The following table summarizes the PSU and RSU activity from December 31, 2024 through March 29, 2025 :

Unvested PSU’s and RSU’s Weighted-Average Grant-Date Fair Value Per Share

Outstanding at December 31, 2024 0.446 $ 79.22

Granted 0.130 119.88

Vested ( 0.202 ) 57.41

Forfeited ( 0.002 ) 82.67

Outstanding at March 29, 2025 0.372 $ 105.13

As of March 29, 2025 , there was $ 24.1 of unrecognized compensation cost related to PSU’s and RSU’s.

We expect this cost to be recognized over a weighted-average period of 2.4 years.

Stock Options

On March 3, 2025, we granted 0.044 stock options, all of which were outstanding (but not exercisable) as of March 29, 2025 .

The exercise price per share of these options is $ 138.60 and the maximum contractual term of these options is 10 years.

The fair value per share of the stock options granted on March 3, 2025 was $ 61.23 .

The fair value of each option grant was estimated using the Black-Scholes option-pricing model with the following assumptions:

Annual expected stock price volatility 38.75 %

Annual expected dividend yield — %

Risk-free interest rate 3.98 %

Expected life of stock option (in years) 6

Annual expected stock price volatility is based on a weighted average of SPX’s stock volatility of the most recent six-year historical volatility of a peer company group.

There is no annual expected dividend yield as we discontinued dividend payments in 2015 and do not expect to pay dividends for the foreseeable future.

The average risk-free interest rate is based on the five-year and seven-year treasury constant maturity rates.

The expected option life is based on a three-year pro-rata vesting schedule and represents the period of time that awards are expected to be outstanding.

The following table summarizes the stock option activity from December 31, 2024 through March 29, 2025 :

Shares Weighted-Average Exercise Price

Options outstanding at December 31, 2024 0.787 $ 43.92

Exercised ( 0.185 ) 12.85

Forfeited ( 0.002 ) 71.93

Granted 0.044 138.60

Options outstanding at March 29, 2025 0.644 $ 59.40

As of March 29, 2025 , there was $ 4.2 of unrecognized compensation cost related to stock options.

We expect this cost to be recognized over a weighted-average period of 2.6 years.

Repurchases of Common Stock

On May 14, 2024, our Board of Directors authorized management, in its sole discretion, to repurchase, in any fiscal year, up to $ 100.0 of our common stock, subject to maintaining compliance with all covenants of our senior credit agreement.

No share repurchases were effected pursuant to this and prior authorizations during the three and nine months ended September 28, 2024.

No share repurchases were effected pursuant to this and prior authorizations during the three months ended March 29, 2025.

Accumulated Other Comprehensive Income

The changes in the components of AOCI, net of tax, for the three months ended September 28, 2024 were as follows:

Adjustment Net Unrealized Gains (Losses) on Qualifying Cash

Flow Hedges (1)

Postretirement

Adjustment (2)

Balance at beginning of period $ 238.8 $ 2.9 $ 3.2 $ 244.9

Other comprehensive income (loss) before reclassifications 19.3 ( 1.5 ) — 17.8

Amounts reclassified from accumulated other comprehensive income — ( 1.7 ) ( 0.6 ) ( 2.3 )

Current-period other comprehensive income (loss) 19.3 ( 3.2 ) ( 0.6 ) 15.5

Balance at end of period $ 258.1 $ ( 0.3 ) $ 2.6 $ 260.4

__________________________

(1) Net of tax provision (benefit) o f $ ( 0.3 ) and $ 0.8 as of September 28, 2024 and June 29, 2024, respectively.

(2) Net of tax provision of $ 1.2 and $ 1.4 as of September 28, 2024 and June 29, 2024, respectively.

The balances as of September 28, 2024 and June 29, 2024 include unamortized prior service credits.

The changes in the components of AOCI, net of tax, for the nine months ended September 28, 2024 were as follows:

Adjustment Net Unrealized Gains (Losses) on Qualifying Cash

Flow Hedges (1)

Postretirement

Adjustment (2)

Balance at beginning of period $ 251.0 $ 5.7 $ 4.4 $ 261.1

Other comprehensive income (loss) before reclassifications 7.1 ( 0.8 ) — 6.3

Amounts reclassified from accumulated other comprehensive income — ( 5.2 ) ( 1.8 ) ( 7.0 )

Current-period other comprehensive income (loss) 7.1 ( 6.0 ) ( 1.8 ) ( 0.7 )

Balance at end of period $ 258.1 $ ( 0.3 ) $ 2.6 $ 260.4

__________________________

(1) Net of tax provision (benefit) of $( 0.3 ) and $ 1.8 as of September 28, 2024 and December 31, 2023, respectively.

(2) Net of tax provision of $ 1.2 and $ 1.8 as of September 28, 2024 and December 31, 2023, respectively.

The balances as of September 28, 2024 and December 31, 2023 include unamortized prior service credits.

The changes in the components of AOCI, net of tax, for the three months ended September 30, 2023 were as follows:

The changes in the components of accumulated other comprehensive income, net of tax, for the three months ended March 29, 2025 were as follows:

Adjustment Net Unrealized Gains

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Amounts reclassified from accumulated other comprehensive income — ( 0.7 ) ( 0.6 ) ( 1.3 )

Current-period other comprehensive loss ( 10.0 ) ( 1.1 ) ( 0.7 ) ( 11.8 )

Current-period other comprehensive income (loss) 11.2 ( 0.8 ) ( 0.6 ) 9.8

Balance at end of period $ 230.1 $ 1.8 $ 1.5 $ 233.4

__________________________

(1) Net of tax provision of $ 2.7 and $ 3.1 as of September 30, 2023 and July 1, 2023.

(2) Net of tax provision of $ 1.9 and $ 2.2 as of September 30, 2023 and July 1, 2023, respectively.

The balances as of September 30, 2023 and July 1, 2023 include unamortized prior service credits.

The changes in the components of AOCI, net of tax, for the nine months ended September 30, 2023 were as follows:

(1) Net of tax provision o f $ 0.4 and $ 0.7 as of March 29, 2025 and December 31, 2024, respectively.

(2) Net of tax provision of $ 0.8 and $ 1.0 as of March 29, 2025 and December 31, 2024, respectively.

The balances as of March 29, 2025 and December 31, 2024 include unamortized prior service credits.

The changes in the components of accumulated other comprehensive income, net of tax, for the three months ended March 30, 2024 were as follows:

Adjustment Net Unrealized Gains

9 unchanged sentences

_________________________

(1) Net of tax provision of $ 2.7 and $ 3.7 as of September 30, 2023 and December 31, 2022, respectively.

(2) Net of tax provision of $ 1.9 and $ 2.7 as of September 30, 2023 and December 31, 2022, respectively.

The balances as of September 30, 2023 and December 31, 2022 include unamortized prior service credits.

The following summarizes amounts reclassified from each component of AOCI for the three months ended September 28, 2024 and September 30, 2023:

(1) Net of tax provision of $ 1.4 and $ 1.8 as of March 30, 2024 and December 31, 2023, respectively.

(2) Net of tax provision of $ 1.6 and $ 1.8 as of March 30, 2024 and December 31, 2023, respectively.

The balances as of March 30, 2024 and December 31, 2023 include unamortized prior service credits.

The following summarizes amounts reclassified from each component of accumulated other comprehensive income for the three months ended March 29, 2025 and March 30, 2024:

Amount Reclassified from AOCI

Three months ended

September 28, 2024 September 30, 2023 Affected Line Item in the Condensed

Consolidated Statements of Operations

Gains on qualifying cash flow hedges:

Swaps $ ( 2.3 ) $ ( 2.4 ) Interest expense

Pre-tax ( 2.3 ) ( 2.4 )

Income taxes 0.6 0.6

$ ( 1.7 ) $ ( 1.8 )

Gains on pension and postretirement items:

Amortization of unrecognized prior service credits - Pre-tax $ ( 0.8 ) $ ( 1.0 ) Other income (expense), net

Income taxes 0.2 0.3

$ ( 0.6 ) $ ( 0.7 )

The following summarizes amounts reclassified from each component of AOCI for the nine months ended September 28, 2024 and September 30, 2023:

Amount Reclassified from AOCI

Nine months ended

September 28, 2024 September 30, 2023 Affected Line Item in the Condensed

March 29, 2025 March 30, 2024 Affected Line Item in the Condensed

Consolidated Statements of Operations

12 unchanged sentences

Additionally, we may become subject to other claims of which we are currently unaware, which may be significant, or the claims of which we are aware may result in our incurring significantly greater loss than we anticipate.

While we (and our subsidiaries) maintain property, cargo, auto, product, general liability, environmental, and directors’ and officers’ liability insurance, among other lines of coverage, and have acquired rights under similar policies in connection with acquisitions that we believe cover a significant portion of these claims, this insurance may be insufficient or unavailable (e.g., in the case of insurer insolvency) to protect us against potential loss exposures.

While we (and our subsidiaries) maintain property, cargo, auto, product, general liability, environmental, and directors’ and officers’ liability insurance and have acquired rights under similar policies in connection with acquisitions that we believe cover a significant portion of these claims, this insurance may be insufficient or unavailable (e.g., in the case of insurer insolvency) to protect us against potential loss exposures.

Also, while we believe we are entitled to indemnification from third parties for some of these claims, these rights may be insufficient or unavailable to protect us against potential loss exposures.

Our recorded liab ilities related to these matters, primarily associated with environmental matters, totaled $ 37.2 and $ 37.9 at September 28, 2024 and December 31, 2023, respectively.

Of these amounts, $ 29.0 and $ 29.4 are included in “Other long-term liabilities” within our condensed consolidated balance sheets at September 28, 2024 and December 31, 2023 , respectively, with the remainder included in “Accrued expenses.” The liabilities we record for these matters are based on a number of assumptions, including historical claims and payment experience.

Our recorded liab ilities related to these matters, primarily associated with environmental matters, totaled $ 40.3 and $ 39.9 at March 29, 2025 and December 31, 2024, respectively.

Of these amounts, $ 32.5 and $ 32.0 are included in “Other long-term liabilities” within our condensed consolidated balance sheets at March 29, 2025 and December 31, 2024 , respectively, with the remainder included in “Accrued expenses.” The liabilities we record for these matters are based on a number of assumptions, including historical claims and payment experience.

While we base our assumptions on facts currently known to us, they entail inherently subjective judgments and uncertainties.

As a result, our current assumptions for estimating these liabilities may not prove accurate, and we may be required to adjust these liabilities in the future, which could result in charges to earnings.

These variances relative to current expectations could have a material impact on our financial position and results of operations in future periods.

These variances relative to current expectations could have a material impact on our financial position and results of operations.

Large Power Projects in South Africa

Overview - Since 2008, DBT had been executing on two large power projects in South Africa (Kusile and Medupi), on which it has completed its scope of work.

During that time, the business environment surrounding these projects was difficult, as DBT, along with many other contractors on the projects, experienced delays, cost over-runs, and various other challenges associated with a complex set of contractual relationships among the end customer, prime contractors, various subcontractors (including DBT and its subcontractors), and various suppliers.

DBT had asserted claims against the remaining prime contractor, MHI, and MHI had asserted, or issued letters of intent to claim for, alleged damages against DBT.

As previously disclosed in our 2023 Annual Report on Form 10-K, and as mentioned in Note 3, on September 5, 2023, DBT and SPX entered into the Settlement Agreement to resolve all claims between the parties with respect to the two large power projects.

The Settlement Agreement provides for full and final settlement and the mutual release of all claims between the parties with respect to the projects, including any claim against SPX Technologies, Inc.

as guarantor of DBT’s performance on the projects.

Refer to Note 3 for additional details.

Prior to the Settlement Agreement, DBT had experienced success in enforcing its rights through dispute resolution processes, including a favorable arbitration ruling during the first quarter of 2023 related to awards for costs incurred in connection with delays on the Kusile project of South African Rand 126.6 (or $ 7.0 ) with such amount recorded to “Loss on disposition of discontinued operations, net of tax” during the first quarter of 2023.

Additionally, in June 2023, the arbitration tribunal ruled DBT was entitled to recover $ 1.3 of legal costs incurred related to the arbitration.

Such amount was recorded to “ Loss on disposition of discontinued operations, net of tax ” during the second quarter of 2023 with the cash payment received during the nine months ended September 30, 2023.

Additionally, in May 2023, a separate arbitration tribunal ruled DBT was entitled to recover $ 5.5 of legal costs incurred related to another prior arbitration.

Such amount was recor ded within “Loss on disposition of discontinued operations, net of tax” during the second quarter of 2023 with the cash payment received during the nine months ended September 30, 2023.

Claim against Surety - On February 5, 2021, DBT received payment of $ 6.7 on bonds issued in support of performance by one of DBT’s subcontractors.

The subcontractor, currently in liquidation, maintains a right to seek recovery of such amount and, thus, the amount received by DBT has not been reflected in our condensed consolidated statements of operations.

Claim for Contingent Consideration Related to ULC Acquisition

In connection with our acquisition of ULC in September 2020, the seller of ULC was eligible to receive additional contingent consideration of up to $ 45.0 under an earn-out provision.

During the third quarter of 2021, we concluded that none of the milestones for the payment of any of the contingent consideration were achieved.

On May 20, 2024, we entered into a settlement agreement with the seller of ULC to resolve a lawsuit it commenced in August 2022 seeking contingent consideration of $ 15.0 , prejudgment interest on that amount, and attorney's fees.

The settlement agreement required a payment by us to the seller of ULC of $ 8.4 , which was paid during the second quarter of 2024, with a corresponding charge recorded within “Other operating expense, net” within the condensed consolidated statement of operations for the nine months ended September 28, 2024.

We expect this payment to be tax deductible in future periods.

On February 5, 2021, DBT received payment of $ 6.7 on bonds issued in support of performance by one of DBT’s subcontractors that is currently in liquidation.

The subcontractor or liquidator maintain rights to seek recovery of such amount and, thus, the amount received by DBT has not been reflected in our condensed consolidated statements of operations.

Resolution of Dispute with Former Representative

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On January 26, 2024, we negotiated a settlement requiring a payment, paid during the first quarter of 2024, to the former representative of $ 9.0 to resolve all claims related to the matter.

This amount was recorded within “ Accrued Liabilities ” on the condensed consolidated balance sheet as of December 31, 2023.

Litigation Matters

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We believe these matters are either without merit or of a kind that should not have a material effect, individually or in the aggregate, on our financial position, results of operations or cash flows;

however, we cannot assure you that these proceedings or claims will not have a material effect on our financial position, results of operations or cash flows.

however, we cannot give assurance that these proceedings or claims will not have a material effect on our financial position, results of operations or cash flows.

Environmental Matters

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Based on current information, we believe that our operations are in substantial compliance with applicable environmental laws and regulations, and we are not aware of any violations that could have a material effect, individually or in the aggregate, on our business, financial condition, and results of operations or cash flows.

We had liabilities for site investigation and/or remediation at 16 sites that we own or control, or formerly owned and controlled, as of September 28, 2024 and December 31, 2023.

In addition, while we believe that we maintain adequate accruals to cover the costs of site investigation and/or remediation for compliance with existing laws and regulations of $ 23.6 at September 28, 2024, we cannot provide assurance that new matters, developments, laws and regulations, or stricter interpretations of existing laws and regulations will not materially affect our business or operations in the future.

We had liabilities for site investigation and/or remediation at 16 sites, that we own or control, as of March 29, 2025 and December 31, 2024.

Our environmental accruals cover anticipated costs, including investigation, remediation, and maintenance of clean-up sites.

Our estimates are based primarily on investigations and remediation plans established by independent consultants, regulatory agencies and potentially responsible third parties.

Accordingly, our estimates may change based on future developments, including new or changes in existing environmental laws or policies, differences in costs required to complete anticipated actions from estimates provided, changes in our allocation of shared remediation costs, future findings of investigation or remediation actions, or alteration to the expected remediation plans.

It is our policy to revise an estimate once the revision becomes probable and the amount of change can be reasonably estimated.

We generally do not discount our environmental accruals and do not reduce them by anticipated insurance recoveries.

Accordingly, our estimates may change based on future developments, including new or changes in existing environmental laws or policies, differences in costs required to complete anticipated actions from estimates provided, future findings of investigation or remediation actions, changes in our allocation of shared remediation costs, or alteration to the expected remediation plans.

It is our policy to revise an estimate once it becomes probable and the amount of change can be reasonably estimated.

We generally do not discount our environmental accruals and do not reduce them by anticipated insurance, litigation or other recoveries.

We take into account third-party indemnification from financially viable parties in determining our accruals where there is no dispute regarding the right to indemnification.

In the case of contamination at offsite, third-party disposal sites, as of September 28, 2024 and December 31, 2023, we have been notified that we are potentially responsible and have received other notices of potential liability pursuant to various environmental laws at 9 sites, at which the liability has not been settled and all of which have been active in the past few years.

In the case of contamination at offsite, third-party disposal sites, as of March 29, 2025 and December 31, 2024, we have been notified that we are potentially responsible and have received other notices of potential liability pursuant to various environmental laws at 9 sites, at which the liability has not been settled, and all of which have been active in the past few years.

These laws may impose liability on certain persons that are considered jointly and severally liable for the costs of investigation and remediation of hazardous substances present at these sites, regardless of fault or legality of the original disposal.

These persons include the present or former owners or operators of the site and companies that generated, disposed of or arranged for the disposal of hazardous substances at the site.

We are considered a “de minimis” potentially responsible party at most of the sites.

We are considered a “de minimis” potentially responsible party at most of the sites, and we estimate that our aggregate liability, if any, related to these sites is not material to our condensed consolidated financial statements.

We conduct extensive environmental due diligence with respect to potential acquisitions, including environmental site assessments and such further testing as we may deem warranted.

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however, in connection with our acquisitions or dispositions, we may assume or retain significant environmental liabilities, some of which we may be unaware.

effectiveness of various clean-up technologies, the uncertain level of insurance or other types of recovery, and the questionable level of our responsibility.

The potential costs related to these environmental matters and the possible impact on future operations are uncertain due in part to the complexity of government laws and regulations and their interpretations, the varying costs and effectiveness of various clean-up technologies, the uncertain level of insurance or other types of recovery, and the questionable level of our responsibility.

We record a liability when it is both probable and the amount can be reasonably estimated.

In our opinion, after considering accruals established for such purposes of $ 27.7 and $ 27.4 at March 29, 2025 and December 31, 2024, respectively, the cost of remedial actions for compliance with the present laws and regulations governing the protection of the environment are not expected to have a material impact, individually or in the aggregate, on our financial position, results of operations or cash flows.

That said, we cannot provide assurance that new matters, developments, laws and regulations, or stricter interpretations of existing laws and regulations will not materially affect our business or operations in the future.

Self-Insured Risk Management Matters

We are self-insured for certain of our workers’ compensation, automobile, product and general liability, disability and health costs, and we believe that we maintain adequate accruals to cover our retained liability.

Our accruals for risk management matters are determined by us, are based on claims filed and estimates of claims incurred but not yet reported, and generally are not discounted.

Our accruals for risk management matters are determined by us, are based on claims filed and estimates of claims incurred but not yet reported, and are not discounted.

We consider a number of factors, including third-party actuarial valuations, when making these determinations.

We maintain third-party stop-loss insurance policies to cover certain liability costs in excess of predetermined retained amounts;

This insurance may be insufficient or unavailable (e.g., because of insurer insolvency) to protect us against loss exposures.

however, this insurance may be insufficient or unavailable (e.g., because of insurer insolvency) to protect us against loss exposures.

(16) INCOME AND OTHER TAXES

Uncertain Tax Benefits

As of September 28, 2024 , we had gross and net unrecognized tax ben efits of $ 2.6 .

All of these unrecognized tax benefits would impact our effective tax rate from continuing operations if recognized.

As of March 29, 2025 , we had gross and net unrecognized tax benefi ts of $ 3.1 .

All of these net unrecognized tax benefits would impact our effective tax rate from continuing operations if recognized.

We classify interest and penalties related to unrecognized tax benefits as a component of our income tax provision.

As of September 28, 2024, gross and net accrued interest totaled $ 1.3 .

As of September 28, 2024, we had no accrual for penalties included in our unrecognized tax benefits.

As of March 29, 2025, gross accrued interest totaled $ 1.5 (net accrued interest of $ 1.4 ).

As of March 29, 2025, we had no accrual for penalties included in our unrecognized tax benefits.

Based on the outcome of certain examinations or as a result of the expiration of statutes of limitations for certain jurisdictions, we do not believe that within the next 12 months our previously unrecognized tax benefits will decrease by a material amount.

The previously unrecognized tax benefits relate to a variety of tax matters including transfer pricing and various state matters.

The previously unrecognized tax benefits relate to a variety of tax matters including transfer pricing and various foreign matters.

Organization for Economic Co-operation and Development (“OECD”) Pillar Two Model Rules

In December 2021, the OECD issued model rules for a new global minimum tax framework (“Pillar Two”), and various governments around the world have issued, or are in the process of issuing, legislation to implement these rules.

The Company is within the scope of the OECD Pillar Two model rules and is assessing the impact thereof.

As of September 28, 2024, we believe the implementation of these rules will not have a material impact on our financial results.

We are within the scope of the OECD Pillar Two model rules and continue to assess the impact thereof.

As of March 29, 2025 and December 31, 2024, we had $ 2.0 and $ 1.8 , respectively, accrued related to these taxes.

Other Tax Matters

For the three months ended September 28, 2024, we recorded an income tax provision of $ 15.1 on $ 66.0 of pre-tax income from continuing operations, resulting in an effective rate of 22.9 %.

This compares to an income tax provision for the three months ended September 30, 2023 of $ 12.4 on $ 48.1 of pre-tax income from continuing operations, resulting in an effective rate of 25.8 %.

The most significant items impacting the income tax provision for the third quarters of 2024 and 2023 were $ 0.7 of tax benefits in 2024 resulting from increased federal tax credits and $ 0.8 of foreign withholding tax in 2023.

For the nine months ended September 28, 2024, we recorded an income tax provision of $ 32.2 on $ 177.5 of pre-tax income from continuing operations, resulting in an effective rate of 18.1 %.

This compares to an income tax provision for the nine months ended September 30, 2023 of $ 31.5 on $ 144.6 of pre-tax income from continuing operations, resulting in an effective rate of 21.8 %.

The most significant items impacting the income tax provision during the first nine months of 2024 and 2023 were (i) $ 10.8 and $ 1.7 , respectively, of excess tax benefits resulting from stock-based compensation awards that vested and/or were exercised during the periods, (ii) $ 0.7 of tax benefits in 2024 resulting from increased federal tax credits, and (iii) $ 0.5 of tax provision and $ 1.2 of tax benefit, respectively, related to revisions to liabilities for uncertain tax positions.

In addition, the 2023 rate was favorably impacted by a tax benefit of $ 1.8 related to the release of valuation allowances recognized against certain deferred tax assets, as we now expect these deferred tax assets to be realized.

For the three months ended March 29, 2025, we recorded an income tax provision of $ 6.2 on $ 57.9 of pre-tax income from continuing operations, resulting in an effective rate of 10.7 %.

This compares to an income tax provision for the three months ended March 30, 2024 of $ 1.9 on $ 51.1 of pre-tax income from continuing operations, resulting in an effective rate of 3.7 %.

The most significant item impacting the income tax provision for the first quarters of 2025 and 2024 was $ 8.5 and $ 10.9 , respectively, of excess tax benefits resulting from stock-based compensation awards that vested and/or were exercised during the periods.

We perform reviews of our income tax positions on a continuous basis and accrue for potential uncertain positions when we determine that an uncertain position meets the criteria of the Income Taxes Topic of the Codification.

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There were no transfers between the three levels of the fair value hierarchy for the periods pres ented.

Contingent Consideration for the Ingénia Acquisition — In connection with the acquisition of Ingénia, the seller is el igible for additional cash consideration of up to CAD 3.0 (or $ 2.2 at the time of acquisition), with payment scheduled to be made in the event certain contingent liabilities do not materialize.

The estimated fair value of such contingent consideration is $ 0.3 , wh ich is reflected as a liability in our condensed consolidated balance sheet as of September 28, 2024 .

Goodwill, Indefinite-Lived Intangible and Other Long-Lived Assets — Certain of our non-financial assets are subject to impairment analyses, including long-lived assets, indefinite-lived intangible assets and goodwill.

We review the carrying amounts of such assets whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable or at least annually.

Any asset impairment would result in the asset being recorded at its fair value.

Goodwill, Indefinite-Lived Intangible and Other Long-Lived Assets — Certain of our non-financial assets are subject to impairment analysis, including long-lived assets, indefinite-lived intangible assets and goodwill.

We review the carrying amounts of such assets whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable or at least annually for indefinite-lived intangible assets and goodwill.

Any resulting asset impairments result in the asset being recorded at its fair value.

Based on the inputs used in the impairment analyses, these assets are classified within Level 3 of the valuation hierarchy.

Derivative Financial Instruments — Our financial derivative assets and liabilities include interest rate swaps and FX forward contracts, and are valued using valuation models based on observable market inputs such as forward rates, inte rest rates, our own credit risk and the credit risk of our counterparties, which comprise investment-grade financial institutions.

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We have not made any adjustments to the inputs obtained from the independent sources.

Based on our continued ability to enter into forward contracts, we consider the markets for our fair value instruments active.

Based on our continued ability to enter into forward contracts and interest rate swap agreements, we consider the markets for our fair value instruments active.

We primarily use the income approach, which uses valuation techniques to convert future amounts to a single present amount.

As of September 28, 2024, there has been no significant impact to the fair value of our derivative liabilities due to our own credit risk, as the related instruments are collateralized under our senior credit facilities.

As of March 29, 2025, there has been no significant impact to the fair value of our derivative liabilities due to our own credit risk, as the related instruments are collateralized under our senior credit facilities.

Similarly, there has been no significant impact to the fair value of our derivative assets based on our evaluation of our counterparties’ credit risks.

Equity Security — We estimate the fair value of an equity security that we hold utilizing a practical expedient under existing guidance, with such estimated fair value based on our ownership percentage applied to the net asset value as provided

quarterly by the investee.

The value is updated annually, during the first quarter, based on the investee’s most recent audited financial statements.

Duri ng the three and nine months ended September 28, 2024 and September 30, 2023, we recorded gains (losses) of $ 0.0 and $( 4.2 ), and $ 0.0 and $ 3.6 , respectively, to “Other income (expense), net” to reflect changes in the estimated fair value of the equity security.

As of September 28, 2024 and December 31, 2023, the equity security had an estimated fair value of $ 35.2 and $ 39.4 , respectively.

Indebtedness and Other — The estimated fair value of our debt instruments as of September 28, 2024 and December 31, 2023 approximated the related carrying values due primarily to the variable market-based interest rates for such instruments.

Based on these inputs, the equity security is classified within Level 3 of the valuation hierarchy.

During the first quarter, the net asset value is updated based on the investee’s most recent audited financial statements.

During the three months ended March 29, 2025 and March 30, 2024 , we recorded a gain o f $ 4.5 and a loss of $ 4.2 , respectively, to “ Other income (expense), net ” to reflect the change in the estimated fair value of the equity security.

As of March 29, 2025 and December 31, 2024, the equity security had an estimated fair value of $ 39.7 and $ 35.2 , resp ectively.

We are restricted from transferring this investment without approval of the manager of the investee.

Indebtedness and Other — The estimated fair value of our debt instruments as of March 29, 2025 and December 31, 2024 approximated the related carrying values due primarily to the variable market-based interest rates for such instruments.

Se e Note 12 f or further details.

(18) SUBSEQUENT EVENT

On April 15, 2025, we completed the acquisition of Sigma Heating and Cooling and Omega Heat Pump (“ Sigma & Omega ”) which specialize in highly engineered hydronic heating and cooling equipment, including vertical stack heat pumps and fan coils, institutional heating products, and both air-cooled and water-cooled commercial self-contained units.

We purchased Sigma & Omega for n et cash consideration of approximately $ 144.0 .

The acquisition was funded primarily through cash, supplemented by borrowings on our revolving credit facilities under our senior credit agreement.

The post-acquisition operating results of Sigma & Omega will be reflected within our HVAC reportable segment.

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