What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-08-01 compared with 2025-05-02 · 366 added, 238 removed, 666 unchanged (48% of the section changed)

4 unchanged sentences

in millions, except per share amounts)

Three months ended

2025 March 30,

Three months ended Six months ended

2025 June 29,

2024 June 28,

2025 June 29,

Revenues $ 552.4 $ 501.3 $ 1,035.0 $ 966.5

4 unchanged sentences

Special charges, net — ( 0.2 ) 0.1 0.4

Other operating expense, net 0.5 8.4 0.5 8.4

Operating income 86.6 74.6 153.2 139.2

43 unchanged sentences

Deferred income taxes 2.5 2.4

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)

Assets of DBT and Heat Transfer (includes cash and equivalents of $ 4.1 and $ 4.5 at June 28, 2025 and December 31, 2024, respectively) (Note 3)

TOTAL ASSETS $ 3,306.7 $ 2,714.5

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Stockholders' Equity:

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)

Common stock ( 54,445,337 and 46,737,199 issued and outstanding at June 28, 2025, respectively, and 54,196,620 and 46,368,240 issued and outstanding at December 31, 2024, respectively)

Paid-in capital 1,371.6 1,373.5

1 unchanged sentence

Accumulated other comprehensive income 263.8 223.6

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

Common stock in treasury ( 7,708,138 and 7,828,380 shares at June 28, 2025 and December 31, 2024, respectively)

( 444.9 ) ( 452.0 )

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CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

Three months ended March 29, 2025

Stock Paid-In

Capital Retained

Earnings Accum.

Comprehensive

Income Common

Treasury Total

Stockholders’

Three months ended June 28, 2025

Common Stock Paid-In Capital Retained Earnings Accum.

Other Comprehensive Income Common Stock In Treasury Total Stockholders’ Equity

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

Net income — — 52.2 — — 52.2

Other comprehensive income, net — — — 30.4 — 30.4

Incentive plan activity

0.1 3.4 — — — 3.5

Long-term incentive compensation expense

— 3.9 — — — 3.9

Restricted stock unit vesting — ( 0.5 ) — — 0.4 ( 0.1 )

Balance at June 28, 2025 $ 0.6 $ 1,371.6 $ 342.2 $ 263.8 $ ( 444.9 ) $ 1,533.3

Six months ended June 28, 2025

Common Stock Paid-In Capital Retained Earnings Accum.

Other Comprehensive Income Common Stock In Treasury Total Stockholders’ Equity

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

6 unchanged sentences

Restricted stock unit vesting — ( 19.4 ) — — 7.1 ( 12.3 )

Balance at June 28, 2025 $ 0.6 $ 1,371.6 $ 342.2 $ 263.8 $ ( 444.9 ) $ 1,533.3

Three months ended June 29, 2024

Common Stock Paid-In Capital Retained Earnings Accum.

Other Comprehensive Income Common Stock In Treasury Total Stockholders’ Equity

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

Three months ended March 30, 2024

Net income — — 44.2 — — 44.2

Other comprehensive loss, net — — — ( 6.0 ) — ( 6.0 )

Incentive plan activity

— 4.5 — — — 4.5

Long-term incentive compensation expense

— 3.7 — — — 3.7

Restricted stock unit vesting — ( 0.7 ) — — 0.6 ( 0.1 )

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

Six months ended June 29, 2024

Common Stock Paid-In Capital Retained Earnings Accum.

8 unchanged sentences

Restricted stock unit vesting — ( 15.8 ) — — 6.7 ( 9.1 )

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

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

The accompanying notes are an integral part of these statements.

2 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Three months ended

2025 March 30,

Six months ended

2025 June 29,

Cash flows from (used in) operating activities:

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Income from continuing operations 104.2 94.4

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

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

Special charges, net 0.1 0.4

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Accounts receivable and other assets ( 63.1 ) ( 29.8 )

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

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

Inventories ( 16.2 ) ( 10.7 )

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Cash spending on restructuring actions ( 0.9 ) ( 0.8 )

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

Net cash from continuing operations 33.0 69.4

Net cash used in discontinued operations ( 1.4 ) ( 1.4 )

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

Net cash from operating activities 31.6 68.0

Cash flows from (used in) investing activities:

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

Proceeds/borrowings related to company-owned life insurance policies, net 3.1 42.9

Business acquisitions, net of cash acquired ( 447.7 ) ( 294.1 )

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Consolidated cash and equivalents, end of period $ 136.9 $ 133.0

Three months ended

2025 March 30,

Six months ended

2025 June 29,

Components of cash and equivalents:

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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.

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

Acquisition of Sigma & Omega

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 cash consideration of $ 143.6 , net of cash acquired of $ 0.2 .

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

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

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

The assets acquired and liabilities assumed in the KTS and Sigma & Omega transactions 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.

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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.

It is not practicable to estimate the impact of the two less days on our consolidated operating results for the six months ended June 28, 2025, when compared to the consolidated operating results for the respective 2024 period.

(2) NEW ACCOUNTING PRONOUNCEMENTS

The following is a summary of new accounting pronouncements that apply or may apply to our business.

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 (“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 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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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 .

During the six months ended June 28, 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 Sigma & Omega

As indicated in Note 1, on April 15, 2025, we completed the acquisition of Sigma & Omega for cash consideration of $ 143.6 , net of cash acquired of $ 0.2 .

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

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

The following is a summary of the recorded preliminary fair values of the assets acquired and liabilities assumed for Sigma & Omega as of April 15, 2025:

Assets acquired:

Current assets, including cash and equivalents of $ 0.2

Property, plant and equipment 1.1

Goodwill 75.8

Intangible assets 77.6

Total assets acquired 171.8

Current liabilities assumed 7.4

Deferred and other income taxes 20.6

Net assets acquired $ 143.8

The identifiable intangible assets acquired consis t of customer relationships, customer backlog, technology, and definite-lived trademarks of $ 56.3 , $ 8.9 , $ 8.5 , and $ 3.9 , respectively, with suc h amounts based on an assessment of the related fair values.

We expect to amortize the customer relationships and contracts, customer backlog, technology, and definite-lived trademarks over 11.0 , 1.0 , 9.0 , and 8.0 years, respectively.

We acquired gro ss receivables of $ 9.6 , which had a fair value of $ 9.3 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 domestic and global market growth for Sigma & Omega's existing operations, increased volumes achieved by selling Sigma & Omega products through existing SPX sales channels, procurement and operational savings and efficiencies, and various other factors.

We expect none of the goodwill described above to be deductible for tax purposes.

We recognized revenues and a net loss for Sigma & Omega of $ 15.1 and $ 0.4 , respectively, for the three and six months ended June 28, 2025, with the net loss i mpacted by charges during the three months ended June 28, 2025 of $ 4.4 associated with amortization of the various intangible assets mentioned above.

Acquisition of KTS

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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 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.

We funded the amounts related to these retention agreements through a reduction in the purchase price, with $ 46.5 paid into 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.

During the three and six months ended June 28, 2025, we recognized compensation costs of $ 6.6 and $ 10.9 , respectively, 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 $ 19.5 and $ 16.1 are recorded within “ Other current assets ” and “ Other assets ”, respectively, within our condensed consolidated balance sheet as of June 28, 2025.

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:

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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.

We recognized revenues an d net losses for KTS of $ 21.6 and $ 30.1 , and $ 2.5 and $ 8.9 , respectively, for the three and six months ended June 28, 2025, with the net losses i mpacted by charges during the three and six months ended June 28, 2025 of (i) $ 6.6 and $ 10.9 , respectively, for amortization of compensation costs related to acquired retention agreements, (ii) $ 6.0 and $ 9.2 , respectively, associated with amortization of the various intangible assets mentioned above, and (iii) $ 0.5 and $ 0.8 , respectively, associated with the excess fair value (over historical cost) of inventory acquired which was subsequently sold.

Acquisition of Ingénia

12 unchanged sentences

Net assets acquired $ 293.5

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 an assessment of the related fair values.

The identifiable intangible assets acquired consis t of technology, customer relationships and contracts, trademarks, and customer backlog of $ 46.7 , $ 23.5 , $ 13.9 , and $ 13.8 , respectively, with suc h amounts based on an 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.

2 unchanged sentences

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.

Duri ng the three and six months ended June 28, 2025, we incurred acquisition-related and other costs for Ingénia, KTS and Sigma & Omega of $ 7.7 and $ 15.6 , respectively.

During the three and six months ended June 29, 2024 we incurred acquisition-related and other costs for Ingénia of $ 1.3 and $ 3.9 , respectively.

These costs have been recorded to “Selling, general and administrative” within our condensed consolidated statements of operations.

In addition, we recorded these amounts as shown below within consolidated operating income in Note 6:

Acquisition-related and other costs for Ingénia, KTS and Sigma & Omega

Three months ended Six months ended

Affected line item in Note 6 June 28, 2025 June 29, 2024 June 28, 2025 June 29, 2024

Corporate expense $ 1.4 $ 0.6 $ 3.6 $ 2.9

Acquisition-related and other costs 6.3 0.7 12.0 1.0

Consolidated operating income $ 7.7 $ 1.3 $ 15.6 $ 3.9

The following unaudited pro forma information presents our condensed consolidated results of operations for the three and six months ended June 28, 2025 and June 29, 2024, respectively, as if the acquisitions 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.

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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

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, intangible assets and compensation costs related to acquired retention agreements, 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 Six months ended

June 28, 2025 June 29, 2024 June 28, 2025 June 29, 2024

Revenues $ 552.4 $ 519.5 $ 1,037.7 $ 1,011.1

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

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 March 29, 2025 and December 31, 2024.

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

The major line items constituting DBT ’ s assets and liabilities as of June 28, 2025 and December 31, 2024 are shown below:

June 28, 2025 December 31, 2024

Cash and equivalents $ 4.0 $ 4.4

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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 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

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 June 28, 2025 and December 31, 2024.

The major line items constituting Heat Transfer’s assets and liabilities as of June 28, 2025 and December 31, 2024 are shown below:

June 28, 2025 December 31, 2024

Cash and equivalents $ 0.1 $ 0.1

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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 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

For the three and six months ended June 28, 2025 and June 29, 2024, results of operations from our businesses reported as discontinued operations were as follows:

Three months ended Six months ended

June 28, 2025 June 29, 2024 June 28, 2025 June 29, 2024

Loss from discontinued operations (1)

$ ( 0.3 ) $ ( 0.6 ) $ ( 0.8 ) $ ( 1.0 )

Income tax benefit — 0.2

Income tax provision — ( 0.4 ) — ( 0.2 )

Loss from discontinued operations, net $ ( 0.3 ) $ ( 1.0 ) $ ( 0.8 ) $ ( 1.2 )

________________________________

(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.

(1) Loss for the three and six months ended June 28, 2025 and June 29, 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 months ended March 29, 2025 and March 30, 2024:

Three months ended March 29, 2025

Three months ended June 28, 2025

Reportable Segments HVAC Detection and Measurement Total

1 unchanged sentence

Package and process cooling equipment and services, and engineered air movement and handling solutions $ 238.8 $ — $ 238.8

Boilers, electrical heating, and ventilation 123.9 — 123.9

Hydronic heating, electrical heating, and ventilation 137.9 — 137.9

Underground locators, inspection and rehabilitation

6 unchanged sentences

$ 376.7 $ 175.7 $ 552.4

Three months ended March 30, 2024

Six months ended June 28, 2025

Reportable Segments HVAC Detection and Measurement Total

1 unchanged sentence

Package and process cooling equipment and services, and engineered air movement and handling solutions $ 437.9 $ — $ 437.9

Boilers, electrical heating, and ventilation 114.6 — 114.6

Hydronic heating, electrical heating, and ventilation 261.8 — 261.8

Underground locators, inspection and rehabilitation

6 unchanged sentences

$ 699.7 $ 335.3 $ 1,035.0

Three months ended June 29, 2024

Reportable Segments HVAC Detection and Measurement Total

Major product lines

Package and process cooling equipment and services, and engineered air movement and handling solutions $ 244.6 $ — $ 244.6

Hydronic heating, electrical heating, and ventilation 111.9 — 111.9

Underground locators, inspection and rehabilitation

equipment, and robotic systems — 66.1 66.1

Communication technologies, aids to navigation, and transportation systems — 78.7 78.7

$ 356.5 $ 144.8 $ 501.3

Timing of Revenue Recognition

Revenues recognized at a point in time $ 315.0 $ 120.7 $ 435.7

Revenues recognized over time 41.5 24.1 65.6

$ 356.5 $ 144.8 $ 501.3

Six months ended June 29, 2024

Reportable Segments HVAC Detection and Measurement Total

Major product lines

Package and process cooling equipment and services, and engineered air movement and handling solutions $ 432.4 $ — $ 432.4

Hydronic heating, electrical heating, and ventilation 226.5 — 226.5

Underground locators, inspection and rehabilitation

equipment, and robotic systems — 127.1 127.1

Communication technologies, aids to navigation, and transportation systems — 180.5 180.5

$ 658.9 $ 307.6 $ 966.5

Timing of Revenue Recognition

Revenues recognized at a point in time $ 597.4 $ 258.7 $ 856.1

Revenues recognized over time 61.5 48.9 110.4

$ 658.9 $ 307.6 $ 966.5

Contract Balances

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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 March 29, 2025 and December 31, 2024 :

Contract Balances March 29, 2025 December 31, 2024 Change

Our contract balances consisted of the following as of June 28, 2025 and December 31, 2024:

Contract Balances June 28, 2025 December 31, 2024 Change

Contract Accounts Receivable (1)

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(2) Included in “Other long-term liabilities” within the accompanying condensed consolidated balance sheets.

Our contract balances consisted of the following as of June 29, 2024 and December 31, 2023:

Contract Balances June 29, 2024 December 31, 2023 Change

Contract Accounts Receivable $ 319.3 $ 275.4 $ 43.9

Contract Assets 32.0 16.6 15.4

Contract Liabilities - current ( 61.7 ) ( 73.5 ) 11.8

Contract Liabilities - non-current ( 3.7 ) ( 4.0 ) 0.3

Net contract balance $ 285.9 $ 214.5 $ 71.4

The timing of revenue recognition, invoicing and cash collections results in Contract Accounts Receivable, contract assets, and customer advances and deposits (contract liabilities) on our condensed consolidated balance sheets.

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

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 .

During the three and six months ended June 28, 2025, changes in contract balances were not significantly impacted by any other factors besides the acquisition of KTS.

At June 28, 2025, Contract Account Receivables, contract assets, and current contract liabilities attributable to KTS were $ 2.7 , $ 5.1 , and $ 8.6 , respectively.

During the three and six months ended June 28, 2025, we recognized revenues of $ 10.3 and $ 39.0 , respectively, related to our contract liabilities at December 31, 2024.

During the three and six months ended June 29, 2024, we recognized revenues of $ 14.2 and $ 40.7 , respectively, related to our contract liabilities at December 31, 2023.

Performance Obligations

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

As of June 28, 2025, the aggre gate amount all ocated to remaining performance obligations was $ 221.4 .

We expect to recognize revenue on approximately 45 % and 61 % 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 six months ended June 28, 2025.

During the six months ended June 28, 2025 lease obligations were not significantly impacted by any other factors besides the acquisition of KTS.

At June 28, 2025, we obtained operating right-of-use assets in exchange for new lease obligations of $ 4.9 related to the KTS acquisition.

(6) INFORMATION ON REPORTABLE SEGMENTS AND CORPORATE EXPENSE

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.

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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.

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

Our CODM, who is our President and Chief Executive Officer, uses 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.

Our CODM assesses 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.

Our 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 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.

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 hydronic and electrical heating and ventilation products for the residential, institutional, 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.

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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

Financial data for our reportable segments for the three and six months ended June 28, 2025 and June 29, 2024 are presented below:

Three months ended Six months ended

2025 June 29,

2024 June 28,

2025 June 29,

HVAC reportable segment

12 unchanged sentences

Acquisition-related and other costs (1)

6.9 2.3 13.3 4.9

Long-term incentive compensation expense 3.9 3.7 7.6 7.0

1 unchanged sentence

Special charges, net — ( 0.2 ) 0.1 0.4

Other operating expense, net (2)

0.5 8.4 0.5 8.4

Consolidated operating income 86.6 74.6 153.2 139.2

Other income (expense), net ( 2.1 ) ( 1.7 ) 0.6 ( 5.7 )

Interest expense ( 15.6 ) ( 12.8 ) ( 27.9 ) ( 22.6 )

Interest income 1.0 0.3 1.9 0.6

Income from continuing operations before income taxes $ 69.9 $ 60.4 $ 127.8 $ 111.5

Capital expenditures:

1 unchanged sentence

Detection and Measurement reportable segment 1.6 1.1 2.4 2.1

General corporate — 0.2

Corporate — 0.3 — 0.5

Total capital expenditures $ 7.7 $ 10.4 $ 13.2 $ 20.3

2 unchanged sentences

Detection and Measurement reportable segment 13.0 6.0 22.5 11.9

General corporate 0.6 0.6

Corporate 0.6 0.7 1.2 1.3

Total depreciation and amortization $ 32.5 $ 23.4 $ 59.5 $ 44.4

Three months ended Six months ended

2025 June 29,

2024 June 28,

2025 June 29,

Geographic Areas:

5 unchanged sentences

$ 552.4 $ 501.3 $ 1,035.0 $ 966.5

March 29, 2025 December 31, 2024

June 28, 2025 December 31, 2024

Tangible Long-Lived Assets:

2 unchanged sentences

Other 29.7 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 $ 422.6 $ 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.

(1) Represents integration costs incurred in connection with acquisitions of $ 6.9 and $ 13.3 during the three and six months ended June 28, 2025, respectively, and $ 2.3 and $ 4.9 during the three and six months ended June 29, 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 $ 0.5 and $ 0.8 during the three and six months ended June 28, 2025, respectively, and the Ingénia acquisition of $ 0.9 and $ 1.8 during the three and six months ended June 29, 2024.

(2) The charge of $ 8.4 incurred during the three and six months ended June 29, 2024 related to a settlement with the seller of ULC regarding additional contingent consideration.

(3) 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 months ended March 29, 2025 and March 30, 2024 are described in more detail below:

Three months ended

2025 March 30,

Special charges, net, for the three and six months ended June 28, 2025 and June 29, 2024 are described in more detail below:

Three months ended Six months ended

2025 June 29,

2024 June 28,

2025 June 29,

HVAC reportable segment $ — $ ( 0.1 ) $ ( 0.2 ) $ 0.2

2 unchanged sentences

Total $ — $ ( 0.2 ) $ 0.1 $ 0.4

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,

HVAC — Charges for the six months ended June 28, 2025 and three and six months ended June 29, 2024 related primarily to recording, and subsequent adjustments of, severance costs associated with restructuring actions at one of the segment’s cooling businesses.

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

Charges for the three and six months ended June 29, 2024 primarily related to recording, and subsequent adjustments of, severance costs associated with restructuring actions at the segment's inspection and rehabilitation and aids to navigation businesses.

Corporate — Charges for the six months ended June 28, 2025 related primarily to severance costs associated with a restructuring action.

No significant future charges are expected to be incurred under actions approved as of June 28, 2025.

The following is an analysis of our restructuring liabilities for the six months ended June 28, 2025 and June 29, 2024:

Six months ended

2025 June 29,

Balance at beginning of year $ 1.8 $ 0.7

1 unchanged sentence

Utilization — cash ( 0.9 ) ( 0.8 )

Currency translation adjustment and other — ( 0.1 )

Balance at end of period $ 1.0 $ 0.3

(8) INVENTORIES, NET

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:

Inventories are accounted for under the first-in, first-out method and are comprised of the following at June 28, 2025 and December 31, 2024:

2025 December 31,

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(9) GOODWILL AND OTHER INTANGIBLE ASSETS

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

The changes in the carrying amount of goodwill for the six months ended June 28, 2025 were as follows:

2024 Goodwill

1 unchanged sentence

Combinations (1)

Translation March 29,

Translation June 28,

HVAC reportable segment

10 unchanged sentences

__________________________

(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.

(1) Reflects (i) goodwill acquired with the KTS and Sigma & Omega acquisitions o f $ 105.0 and $ 75.8 , respectively, 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 and Sigma & Omega acquisitions 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 March 29, 2025 and December 31, 2024 comprised the following:

March 29, 2025 December 31, 2024

Identifiable intangible assets at June 28, 2025 and December 31, 2024 comprised the following:

June 28, 2025 December 31, 2024

Value Accumulated

11 unchanged sentences

__________________________

(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.

The gross carrying value of identifiable intangible assets acquired with the Sigma & Omega acquisition consist of customer relationships and contracts of $ 56.3 , customer backlog of $ 8.9 , technology of $ 8.5 , and definite-lived trademarks of $ 3.9 .

In connection with the acquisitions of KTS and Sigma & Omega, which have definite-lived intangible assets as noted above, we updated our estimated annual amortization expense related to intangible assets to approximately $ 90.0 for the full year 2025, $ 73.0 for 2026, and $ 70.0 for each of the three years thereafter.

At June 28, 2025, the net carrying value of intangible assets with determinable lives consisted of $ 439.8 in the HVAC reportable segment and $ 253.0 in the Detection and Measurement reportable segment.

At June 28, 2025, trademarks with indefinite lives consisted of $ 157.0 in the HVAC reportable segment and $ 64.9 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 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.

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

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.

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

If Sigma & Omega, KTS or 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.

As of June 28, 2025, Sigma & Omega, KTS and Ingénia's goodwill totaled $ 76.6 , $ 105.0 and $ 139.7 , 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.

3 unchanged sentences

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 .

As of June 28, 2025, ASPEQ’s trademarks totaled $ 51.5 .

(10) WARRANTY

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

Three months ended

2025 March 30,

10 Six months ended

2025 June 29,

Balance at beginning of year $ 44.7 $ 37.9

7 unchanged sentences

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.

We received regulatory approval for the wind-up which was completed during the first quarter of 2025.

This transaction resulted in a settlement loss of $ 0.3 recorded in net periodic pension benefit expense during the six months ended June 28, 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:

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

Domestic Pension Plans

Three months ended

2025 March 30,

Three months ended Six months ended

2025 June 29,

2024 June 28,

2025 June 29,

Service cost $ — $ — $ — $ —

3 unchanged sentences

Foreign Pension Plans

Three months ended

2025 March 30,

Three months ended Six months ended

2025 June 29,

2024 June 28,

2025 June 29,

Service cost $ — $ — $ — $ —

7 unchanged sentences

Postretirement Plans

Three months ended

2025 March 30,

Three months ended Six months ended

2025 June 29,

2024 June 28,

2025 June 29,

Service cost $ — $ — $ — $ —

3 unchanged sentences

(12) INDEBTEDNESS

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

The following summarizes our debt activity (both current and non-current) for the six months ended June 28, 2025:

2024 Borrowings Repayments Other (5)

12 unchanged sentences

___________________________

(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 KTS acquisition.

(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 a funding mechanism for the KTS and Sigma & Omega acquisitions.

(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 $ 1.1 and $ 1.2 at March 29, 2025 and December 31, 2024, respectively.

Balances are net of unamortized debt issuance costs of $ 1.0 and $ 1.2 at June 28, 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 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.

At June 28, 2025, we had $ 49.1 of available borrowing capacity under this facility after giving effect to outstanding borrowings of $ 40.0 .

(4) Primarily includes balances under a purchase card program of $ 1.4 and $ 1.1 and finance lease obligations of $ 1.1 and $ 1.2 at June 28, 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.

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

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.

At June 28, 2025, we had $ 529.0 of available borrowing capacity under our revolving credit facilities, after giving effect to borrowings under the domestic revolving loan facility of $ 460.0 and $ 11.0 reserved for outstanding letters of credit.

In addition, at June 28, 2025, we had $ 11.9 of available issuance capacity under our foreign credit instrument facilities after giving effect to $ 13.1 reserved for outstanding letters of credit.

The weighted-average interest rate of outstanding borrowings under our senior credit agreement was approximately 5.8 % at June 28, 2025.

At June 28, 2025, we were in compliance with all covenants of our senior credit agreement.

Other Borrowings and Financing Activities

During the second quarter of 2025, we renewed our trade receivables financing agreement for the next 12 months, whereby we can borrow, on a continuous basis, up to $ 100.0 , as available.

Company-owned Life Insurance

2 unchanged sentences

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.

During the quarter ended June 29, 2024, the Company borrowed $ 41.2 against the cash surrender value of these COLI policies.

The amounts borrowed totaled $ 39.0 at June 28, 2025 and December 31, 2024 and incur interest at a rate of 5.3 %.

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

The cash surrender value of our investments in COLI assets, net of the aforementioned

borrowing, was $ 36.2 at June 28, 2025 and December 31, 2024, respectively, recorded in “Other assets” on the condensed consolidated balance sheets.

(13) DERIVATIVE FINANCIAL INSTRUMENTS

4 unchanged sentences

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 .

As of June 28, 2025 and December 31, 2024 , the unrealized gain, net of tax, recorded in accumulated other comprehensive income ( “ AOCI ”) was $ 1.3 and $ 2.6 , respectively.

In addition, the fair value of our interest rate swap agreements was $ 1.8 (with $ 1.5 recorded as a current asset and $ 0.3 as a non-current asset) and $ 3.4 (with $ 2.7 recorded as a current asset and $ 0.7 as a non-current asset) as of June 28, 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.

2 unchanged sentences

Our objective is to preserve the economic value of non-functional currency-denominated cash flows and to minimize the impact of changes as a result of currency fluctuations.

Our principal currency exposures relate to the South African Rand, British Pound Sterling, Canadian Dollar, and Euro.

Our principal currency exposures relate to the British Pound Sterling, Canadian Dollar, Euro, and South African Rand.

From time to time, we enter into forward contracts to manage the exposure on contracts with forecasted transactions denominated in non-functional currencies and to manage the risk of transaction gains and losses associated with assets/liabilities denominated in currencies other than the functional currency of certain subsidiaries (“FX forward contracts”).

2 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 $ 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 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 had FX forward contracts with an aggregate notional amount of $ 31.1 and $ 22.9 outstanding as of June 28, 2025 and December 31, 2024, respectively, with all of the $ 31.1 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 June 28, 2025 and December 31, 2024.

The fair value of our FX forward contracts was less than $ 0.1 at June 28, 2025 and December 31, 2024.

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).

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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

2025 March 30,

Three months ended Six months ended

2025 June 29,

2024 June 28,

2025 June 29,

Weighted-average number of common shares used in basic income per share 46.716 46.246 46.586 46.038

1 unchanged sentence

Weighted-average number of common shares and dilutive securities used in diluted income per share 47.396 47.158 47.255 46.901

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.

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 0.151 and 0.265 , r espectively, for the three mon ths ended June 28, 2025, and 0.133 and 0.251 , respectively, for the six months ended June 28, 2025.

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 0.155 and 0.283 , respectively, for the three months ended June 29, 2024, and 0.137 and 0.305 , respectively, for the six months ende d June 29, 2024 .

Long-Term Incentive Compensation

4 unchanged sentences

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

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.

Effective May 13, 2025, we granted 0.007 RSU’s to our non-employee directors, which vest in their entirety immediately prior to the annual meeting of stockholders in May 2026.

C ompensation expense within income from continuing operations related to long-term incentive awards totaled $ 3.9 and $ 3.7 for the three months ended June 28, 2025 and June 29, 2024 , respectively, an d $ 7.6 an d $ 7.0 for the six months ended June 28, 2025 and June 29, 2024 , respectively.

The related tax benefit w as $ 0.7 and $ 0.6 for the three months ended June 28, 2025 and June 29, 2024, respectively, and $ 1.3 and $ 1.2 for the six months e nded June 28, 2025 and June 29, 2024 , respectively.

Repurchases of Common Stock

On May 13, 2025, 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 months ended March 29, 2025.

No share repurchases were effected pursuant to this and prior authorizations during the three and six months ended June 28, 2025.

Accumulated Other Comprehensive Income

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

The changes in the components of AOCI, net of tax, for the three months ended June 28, 2025 were as follows:

Adjustment Net Unrealized Gains

4 unchanged sentences

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

Other comprehensive income (loss) before reclassifications 11.2 ( 0.1 ) — 11.1

Other comprehensive income before reclassifications 31.4 0.1 — 31.5

Amounts reclassified from accumulated other comprehensive income — ( 0.6 ) ( 0.5 ) ( 1.1 )

2 unchanged sentences

__________________________

(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:

(1) Net of tax provision o f $ 0.5 and $ 0.4 as of June 28, 2025 and March 29, 2025, respectively.

(2) Net of tax provision of $ 0.5 and $ 0.8 as of June 28, 2025 and March 29, 2025, respectively.

The balances as of June 28, 2025 and March 29, 2025 include unamortized prior service credits.

The changes in the components of AOCI, net of tax, for the six months ended June 28, 2025 were as follows:

Adjustment Net Unrealized Gains

4 unchanged sentences

Balance at beginning of period $ 218.9 $ 2.6 $ 2.1 $ 223.6

Other comprehensive income before reclassifications 42.6 — — 42.6

Amounts reclassified from accumulated other comprehensive income — ( 1.3 ) ( 1.1 ) ( 2.4 )

Current-period other comprehensive income (loss) 42.6 ( 1.3 ) ( 1.1 ) 40.2

Balance at end of period $ 261.5 $ 1.3 $ 1.0 $ 263.8

__________________________

(1) Net of tax provision of $ 0.5 a nd $ 0.7 as of June 28, 2025 and December 31, 2024, respectively.

(2) Net of tax provision of $ 0.5 and $ 1.0 as of June 28, 2025 and December 31, 2024, respectively.

The balances as of June 28, 2025 and December 31, 2024 include unamortized prior service credits.

The changes in the components of AOCI, net of tax, for the three months ended June 29, 2024 were as follows:

Adjustment Net Unrealized Gains

on Qualifying Cash

Flow Hedges (1)

Postretirement

Adjustment (2)

Balance at beginning of period $ 242.7 $ 4.4 $ 3.8 $ 250.9

Other comprehensive income (loss) before reclassifications ( 3.9 ) 0.2 — ( 3.7 )

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__________________________

(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:

(1) Net of tax provision of $ 0.8 and $ 1.4 as of June 29, 2024 and March 30, 2024, respectively.

(2) Net of tax provision of $ 1.4 and $ 1.6 as of June 29, 2024 and March 30, 2024, respectively.

The balances as of June 29, 2024 and March 30, 2024 include unamortized prior service credits.

The changes in the components of AOCI, net of tax, for the six months ended June 29, 2024 were as follows:

Adjustment Net Unrealized Gains

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 ( 12.2 ) 0.7 — ( 11.5 )

Amounts reclassified from accumulated other comprehensive income — ( 3.5 ) ( 1.2 ) ( 4.7 )

Current-period other comprehensive loss ( 12.2 ) ( 2.8 ) ( 1.2 ) ( 16.2 )

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

__________________________

(1) Net of tax provision of $ 0.8 and $ 1.8 as of June 29, 2024 and December 31, 2023, respectively.

(2) Net of tax provision of $ 1.4 and $ 1.8 as of June 29, 2024 and December 31, 2023, respectively.

The balances as of June 29, 2024 and December 31, 2023 include unamortized prior service credits.

The following summarizes amounts reclassified from each component of AOCI for the three months ended June 28, 2025 and June 29, 2024:

Amount Reclassified from AOCI

Three months ended

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

June 28, 2025 June 29, 2024 Affected Line Item in the Condensed

Consolidated Statements of Operations

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$ ( 0.5 ) $ ( 0.6 )

The following summarizes amounts reclassified from each component of AOCI for the six months ended June 28, 2025 and June 29, 2024:

Amount Reclassified from AOCI

Six months ended

June 28, 2025 June 29, 2024 Affected Line Item in the Condensed

Consolidated Statements of Operations

Gains on qualifying cash flow hedges:

Swaps $ ( 1.6 ) $ ( 4.8 ) Interest expense

Pre-tax ( 1.6 ) ( 4.8 )

Income taxes 0.3 1.3

$ ( 1.3 ) $ ( 3.5 )

Gains on pension and postretirement items:

Amortization of unrecognized prior service credits - Pre-tax $ ( 1.6 ) $ ( 1.6 ) Other income (expense), net

Income taxes 0.5 0.4

$ ( 1.1 ) $ ( 1.2 )

(15) CONTINGENT LIABILITIES AND OTHER MATTERS

Numerous claims, complaints and proceedings arising in the ordinary course of business have been asserted or are pending against us or certain of our subsidiaries (collectively, “claims”).

These claims relate to litigation matters (e.g., class actions, derivative lawsuits and contracts, intellectual property and competitive claims), environmental matters, claims for contingent consideration on prior acquisitions, product liability matters, and other risk management matters (e.g., general liability, automobile, and workers’ compensation claims).

These claims relate to litigation matters (e.g., contracts, intellectual property and competitive claims), environmental matters, product liability matters, and other risk management matters (e.g., general liability, automobile, and workers’ compensation claims).

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.

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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 $ 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.

Our recorded liab ilities related to these matters, primarily associated with environmental remediation matters, totaled $ 39.4 and $ 39.9 at June 28, 2025 and December 31, 2024, respectively.

Of these amounts, $ 31.9 and $ 32.0 are included in “Other long-term liabilities” within our condensed consolidated balance sheets at June 28, 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.

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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.

The subcontractor 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.

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 three and six months ended June 29, 2024.

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

Resolution of Dispute with Former Representative

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It is our policy to comply fully with all applicable requirements.

As part of our effort to comply, we have a comprehensive environmental compliance program that includes environmental audits conducted by internal and external independent professionals, as well as regular communications with our operating units regarding environmental compliance requirements and anticipated regulations.

As part of our effort to comply, we

have a comprehensive environmental compliance program that includes environmental audits conducted by internal and external independent professionals, as well as regular communications with our operating units regarding environmental compliance requirements and anticipated regulations.

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, as of March 29, 2025 and December 31, 2024.

We had liabilities for site investigation and/or remediation at 16 sites that we own or control, as of June 28, 2025 and December 31, 2024.

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

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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 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.

In the case of contamination at offsite, third-party disposal sites, as of June 28, 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.

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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.

In our opinion, after considering accruals established for such purposes of $ 27.1 and $ 27.4 at June 28, 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.

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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;

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

We maintain third-party stop-loss insurance policies to cover certain liability costs in excess of predetermined retained amounts, 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 March 29, 2025 , we had gross and net unrecognized tax benefi ts of $ 3.1 .

As of June 28, 2025 , we had gross and net unrecognized tax ben efits of $ 3.9 (net unrecognized tax benefits of $ 3.8 ).

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 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.

As of June 28, 2025, gross accrued interest totaled $ 1.6 (net accrued interest of $ 1.5 ).

As of June 28, 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 believe that within the next 12 months it is reasonably possible that our previously unrecognized tax benefits could decrease by up to $ 2.0 .

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

Recent Tax Legislation

On July 4, 2025, new legislation commonly referred to as the One Big Beautiful Bill Act (“the Act”) was signed into law in the United States and contains a broad range of tax provisions affecting businesses.

We are evaluating the full impact of the Act on our estimated annual effective tax rate and balance sheet positions, but we do not expect the legislation to have a material impact on our statements of operations.

As the Act was signed into law after June 28, 2025, no impacts are included in our condensed consolidated balance sheet at June 28, 2025, statement of operations for the three and six months ended June 28, 2025, or statement of cash flows for the six months ended June 28, 2025.

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.

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.

As of June 28, 2025, and December 31, 2024, we had $ 2.3 and $ 1.8 , respectively, accrued related to these taxes.

Other Tax Matters

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.

For the three months ended June 28, 2025, we recorded an income tax provision of $ 17.4 on $ 69.9 of pre-tax income from continuing operations, resulting in an effective rate of 24.9 %.

This compares to an income tax provision for the three months ended June 29, 2024 of $ 15.2 on $ 60.4 of pre-tax income from continuing operations, resulting in an effective rate of 25.2 %.

The most significant item impacting the income tax provision for the second quarters of 2025 and 2024 was $ 0.8 and $ 0.5 of tax provision, respectively, related to revisions to liabilities for uncertain tax positions.

For the six months ended June 28, 2025, we recorded an income tax provision of $ 23.6 on $ 127.8 of pre-tax income from continuing operations, resulting in an effective rate of 18.5 %.

This compares to an income tax provision for the six months ended June 29, 2024 of $ 17.1 on $ 111.5 of pre-tax income from continuing operations, resulting in an effective rate of 15.3 %.

The most significant items impacting the income tax provision during the first half of 2025 and 2024 were (i) $ 8.8 and $ 11.1 , respectively, of excess tax benefits resulting from stock-based compensation awards that vested and/or were exercised during the periods and (ii) $ 0.8 and $ 0.5 of tax provision, respectively, related to revisions to liabilities for uncertain tax positions.

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.

The following table presents our fair value hierarchy of our financial assets measured at fair value on a recurring basis as of June 28, 2025:

June 28, 2025

Level 1 Level 2 Level 3 Total

Derivative financial instruments $ — $ 1.8 $ — $ 1.8

Equity security — — 39.7 39.7

The following table presents our fair value hierarchy of our financial assets measured at fair value on a recurring basis as of December 31, 2024:

December 31, 2024

Level 1 Level 2 Level 3 Total

Derivative financial instruments $ — $ 3.4 $ — $ 3.4

Equity security — — 35.2 35.2

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.

Any resulting asset impairments would 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.

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

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.

As of June 28, 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.

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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.

Duri ng the three and six months ended June 28, 2025 and June 29, 2024, we recorded a gains (losses) of $ 0.0 and $ 4.5 , and $ 0.0 and $( 4.2 ), respectively, to “Other income (expense), net” to reflect the change in the estimated fair value of the equity security.

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.

The following table provides a reconciliation of activity for the equity security for the six months ended June 28, 2025:

Balance at beginning of period $ 35.2

Change in fair value of equity security 4.5

Balance at end of period $ 39.7

Indebtedness and Other — The estimated fair value of our debt instruments as of June 28, 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

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