What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2025-02-21 compared with 2024-02-23 · 339 added, 269 removed, 1297 unchanged (32% of the section changed)

2 unchanged sentences

Teledyne’s disclosure controls and procedures are designed to ensure that information required to be disclosed in reports that it files or submits, under the Exchange Act, was recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and to provide reasonable assurance that information required to be disclosed by us in such reports is accumulated and communicated to the Company’s management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

The Company’s Chief Executive Officer and Senior Vice President and Chief Financial Officer, with the participation and assistance of other members of management, have evaluated the effectiveness, as of December 31, 2023, of the Company’s “disclosure controls and procedures,” as that term is defined in Rule 13a-15(e) under the Exchange Act.

The Company’s Chief Executive Officer and Executive Vice President and Chief Financial Officer, with the participation and assistance of other members of management, have evaluated the effectiveness, as of December 29, 2024, of the Company’s “disclosure controls and procedures,” as that term is defined in Rule 13a-15(e) under the Exchange Act.

Based upon that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that the disclosure controls and procedures as of December 29, 2024, are effective.

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Directors, Executive Officers and Corporate Governance

The information required by this item is set forth in the 2024 Proxy Statement under the captions “Executive

Management”, “Item 1 on Proxy Card - Election of Directors,” “Board Composition and Practices,” “Corporate Governance,” “Committees of Our Board of Directors - Audit Committee” and “Report of the Audit Committee” and is incorporated herein by reference.

The information required by this item is set forth in the 2025 Proxy Statement under the captions “Executive Management”, “Item 1 on Proxy Card - Election of Directors,” “Board Composition and Practices,” “Corporate Governance,” “Committees of Our Board of Directors - Audit Committee” and “Report of the Audit Committee” and is incorporated herein by reference.

We have adopted an insider trading policy that governs the purchase, sale, and/or other transactions of our securities by our directors, officers and employees.

A copy of our insider trading policy is filed as Exhibit 19.1 to this Annual Report on Form 10-K for the fiscal year ended December 29, 2024.

In addition, with regard to the trading by the Company in its own securities, it is our policy to comply with the federal securities laws and applicable exchange listing requirements.

Executive Compensation

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Report of Independent Registered Public Accounting Firm (PCAOB ID No.

Consolidated Statements of Income

Consolidated Statements of Comprehensive Income

Consolidated Statements of Income (Loss)

Consolidated Statements of Comprehensive Income (Loss)

Consolidated Balance Sheets

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/s/ STEPHEN F.

Senior Vice President and Chief Financial Officer

Executive Vice President and

Chief Financial Officer

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

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Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Teledyne Technologies Incorporated and subsidiaries (the “Company”) as of December 31, 2023 and January 1, 2023, the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows, for each of the three years in the period ended December 31, 2023, and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the “financial statements”).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and January 1, 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.

We have audited the accompanying consolidated balance sheets of Teledyne Technologies Incorporated and subsidiaries (the “Company”) as of December 29, 2024 and December 31, 2023, the related consolidated statements of income (loss), comprehensive income (loss), stockholders’ equity, and cash flows, for each of the three years in the period ended December 29, 2024, and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the “financial statements”).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 29, 2024 and December 31, 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 29, 2024, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 29, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 20, 2025, expressed an unqualified opinion on the Company’s internal control over financial reporting.

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The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Goodwill – Refer to Notes 2, 4, and 6 to the financial statements

Goodwill – FLIR Reporting Unit - Refer to Notes 2, 4, and 6 to the financial statements

Critical Audit Matter Description

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Our audit procedures related to (1) revenue projections and (2) the selection of the discount rate used to estimate the fair value of the goodwill acquired included the following, among others:

• We tested the effectiveness of management’s controls over the revenue projections and discount rate assumptions used to estimate the fair value of the FLIR reporting unit.

• We tested the effectiveness of management’s controls over the revenue projections and discount rate used to estimate the fair value of the FLIR reporting unit.

• We evaluated the reasonableness of the revenue projections by comparing them to (1) FLIR and third-party historical financial data, (2) current economic factors and analyst reports of the Company and companies in its peer group, (3) industry reports, (4) assumptions used by the Company in its budgeting process, and (5) order backlog.

• We performed a sensitivity analysis by varying the projected revenue and selected discount rate assumptions.

• With the assistance of our fair value specialists, we performed an analysis comparing applicable industry forecasted long-term revenue growth rates to management’s projected revenues used within the valuation model.

• With the assistance of our fair value specialists, we evaluated the reasonableness of the selected discount rate by developing a range of independent estimates and comparing those to the discount rate selected by management.

• We performed a sensitivity analysis by varying projected revenue assumptions.

• With the assistance of our fair value specialists, we performed an analysis comparing applicable industry forecasted long-term revenue growth rate to management’s projected revenues used within the valuation model.

• With the assistance of our fair value specialists, we evaluated the reasonableness of the discount rate by developing a range of independent estimates and comparing those to the discount rate selected by management.

Indefinite-Lived Trademarks – Refer to Notes 2 , 4 , and 6 to the financial statements

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The Company’s evaluation of indefinite-lived trademarks for impairment involves the comparison of the fair value of indefinite-lived trademark to the respective carrying value.

For indefinite-lived trademark impairment testing using the quantitative approach, the Company estimated the fair value of its trademarks through the use of a relief from royalty approach based on its best estimate of amounts and timing of projected revenues and compared the estimated fair value to the carrying value of the corresponding trademark.

The FLIR indefinite-lived trademark balance was $685.3 million as of December 31, 2023, which is a component of the Company’s intangible assets balance of $2,278.1 million as of December 31, 2023.

The application of the relief from royalty method requires management to make significant estimates and assumptions related to projected revenues, as well as the selected royalty rate and discount rate.

Given the significant estimates and assumptions made by management to estimate the fair value of the FLIR indefinite-lived trademark and the difference between the FLIR indefinite-lived trademark’s fair value and carrying value, performing audit procedures to evaluate the reasonableness of management’s estimates and assumptions, specifically related to the projected revenues and the selected royalty rate and discount rate, required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists.

For indefinite-lived trademark impairment testing using the quantitative approach, the Company estimated the fair value of its trademarks primarily through the use of a relief from royalty approach based on its best estimate of amounts and timing of projected revenues and compared the estimated fair value to the carrying value of the corresponding trademark.

The FLIR indefinite-lived trademark balance was $635.8 million as of December 29, 2024, which is a component of the Company’s acquired intangible assets, net, balance of $2,012.9 million as of December 29, 2024.

The application of the relief from royalty method requires management to make significant estimates and assumptions related to projected revenues and the selected discount rate.

Given the significant estimates and assumptions made by management to estimate the fair value of the FLIR indefinite-lived trademark and the difference between the FLIR indefinite-lived trademark’s fair value and carrying value, performing audit procedures to evaluate the reasonableness of management’s estimates and assumptions, specifically related to the projected revenues and the selected discount rate, required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to (1) revenue projections and (2) the selection of the discount rate used to estimate the fair value of the goodwill acquired included the following, among others:

• We tested the effectiveness of management’s controls over the revenue projections and the selected royalty rate and discount rate assumptions used to estimate the fair value of the FLIR indefinite-lived trademark.

Our audit procedures related to (1) revenue projections and (2) the selection of the discount rate used to estimate the fair value of the indefinite-lived trademarks included the following, among others:

• We tested the effectiveness of management’s controls over the revenue projections and discount rate used to estimate the fair value of the FLIR indefinite-lived trademark.

• We performed a sensitivity analysis by varying the projected revenues, the selected royalty rate, and discount rate assumptions.

• With the assistance of our fair value specialists, we evaluated the reasonableness of the selected discount rate and royalty rate by developing a range of independent estimates and comparing those to the discount rate and royalty rate selected by management.

• We performed a sensitivity analysis by varying projected revenue assumptions.

/s/ Deloitte & Touche LLP

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TELEDYNE TECHNOLOGIES INCORPORATED

CONSOLIDATED STATEMENTS OF INCOME

(in millions, except per-share amounts)

CONSOLIDATED STATEMENTS OF INCOME (LOSS)

(Amounts in millions, except per-share amounts)

For the Fiscal Year

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Selling, general and administrative 902.6 852.0 804.0

Research and development

292.6 356.3 352.2

Acquired intangible asset amortization 198.0 196.7 201.7

Impairment of acquired intangible assets

Total costs and expenses 4,680.9 4,601.1 4,486.6

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TELEDYNE TECHNOLOGIES INCORPORATED

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in millions)

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Amounts in millions)

For the Fiscal Year

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CONSOLIDATED BALANCE SHEETS

For the Fiscal Years Ended December 31, 2023 and January 1, 2023

(in millions, except share amounts)

(Amounts in millions, except share amounts)

December 29, 2024

December 31, 2023

Current Assets

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authorized 15,000,000 shares;

outstanding shares- no ne

outstanding shares- none

Common stock, $ 0.01 par value;

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Issued shares:

47,331,845 at December 31, 2023, and 47,194,766 at January 1, 2023;

47,432,888 at December 29, 2024, and 47,331,845 at December 31, 2023;

outstanding shares:

47,331,845 at December 31, 2023, and 46,912,635 at January 1, 2023

46,706,612 at December 29, 2024, and 47,331,845 at December 31, 2023

Additional paid-in capital 4,414.5 4,407.3

Retained earnings 6,266.7 5,447.5

Treasury stock, — at December 31, 2023 and 282,131 at January 1, 2023

Treasury stock, 726,276 at December 29, 2024 and none at December 31, 2023

Accumulated other comprehensive income (loss) ( 839.9 ) ( 634.1 )

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CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(in millions)

(Amounts in millions)

Stock Additional

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Other comprehensive income (loss), net of tax — — — — ( 296.5 ) ( 296.5 )

Common stock issued 0.1 3,888.6 — — — 3,888.7

Treasury stock issued — ( 18.8 ) — 18.8 — —

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Treasury stock issued — ( 20.0 ) — 20.0 — —

Stock-based compensation — 31.5 — — — 31.5

Stock-based compensation and other — 28.5 — — — 28.5

Exercise of stock options — 45.4 — — — 45.4

Balance, January 1, 2023 0.5 4,353.4 4,561.8 ( 20.0 ) ( 726.5 ) 8,169.2

Balance, December 31, 2023 0.5 4,407.3 5,447.5 — ( 634.1 ) 9,221.2

Net income (loss)

— — 819.2 — — 819.2

Other comprehensive income (loss), net of tax:

— — — — ( 205.8 ) ( 205.8 )

Treasury stock issued

— ( 61.6 ) — 61.6 — —

Treasury stock repurchased

— — ( 354.0 ) — ( 354.0 )

Stock-based compensation and other

— 30.9 — — — 30.9

Exercise of stock options — 37.9 — — — 37.9

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CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)

(Amounts in millions)

For the Fiscal Year

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Bridge financing and debt extinguishment (income) expense — ( 1.6 ) ( 10.6 )

Impairment of intangible assets

Changes in operating assets and liabilities, net of businesses acquired:

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Purchase of businesses and other investments, net of cash acquired ( 123.7 ) ( 77.7 ) ( 99.6 )

Other, net 2.3 16.8 0.6

Other investing, net

Net cash provided by (used in) investing activities ( 207.2 ) ( 190.3 ) ( 175.4 )

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Net proceeds (repayments) from credit facility — ( 125.0 ) —

Proceeds from issuance of term loans and senior notes, net — — 3,975.9

Payments on other debt ( 600.6 ) ( 553.9 ) ( 174.8 )

Purchase of treasury stock

( 354.0 ) — —

Liquidations (maturities) of cross currency swap ( 18.7 ) ( 13.5 ) 43.1

Proceeds from stock options exercised 37.9 45.4 23.6

Payments for bridge financing and debt extinguishment — — ( 30.5 )

Other, net ( 4.5 ) ( 1.9 ) ( 22.0 )

Other financing, net

( 10.4 ) ( 4.5 ) ( 1.9 )

Net cash provided by (used in) financing activities ( 945.8 ) ( 651.5 ) ( 110.0 )

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The Company also supply engineered systems for defense, space, environmental and energy applications.

The Company differentiate itself from many of its direct competitors by having a customer- and Company-sponsored applied research center that augments its product development expertise.

The Company believes that its technological capabilities, innovation and ability to invest in the development of new and enhanced products are critical to obtaining and maintaining leadership in the markets and industries in which it competes.

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Fiscal year 2024 was a 52-week fiscal year and ended on December 29, 2024.

Fiscal year 2022 was a 52-week fiscal year and ended on January 1, 2023.

Fiscal year 2023 was a 52-week fiscal year and ended on December 31, 2023.

Fiscal year 2022 was a 52-week fiscal year and ended on January 1, 2023.

References to the years 2024, 2023 and 2022 are intended to refer to the respective fiscal year unless otherwise noted.

Principles of Consolidation

Principles of Consolidation and Basis of Presentation

The consolidated financial statements include the accounts of Teledyne and its majority-owned subsidiaries.

Intercompany accounts and intercompany transactions have been eliminated.

Certain prior year amounts have been reclassified to conform to the current period presentation.

The Company now discloses research and development expense on a separate income statement line.

Research and development expense was previously included within selling, general and administrative expenses.

In addition, the Company historically included bid and proposal expense as part of its prior year annual research and development expense disclosures.

The Company has not reclassified bid and proposal expense, which remains within selling, general and administrative expenses.

The Company also now discloses impairment of acquired intangible assets on a separate income statement line item.

Impairment of acquired intangible assets was previously included within selling, general and administrative expense.

Business Acquisitions

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Accounts Receivable, Contract Assets and Contract Liabilities

The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables

(contract assets), and customer advances and deposits (contract liabilities).

The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables (contract assets), and customer advances and deposits (contract liabilities).

Under the typical payment terms of the Company’s over time contracts, the customer pays the Company either performance-based payments or progress payments.

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However, for certain reporting units the Company may perform a quantitative impairment test more frequently.

The Company performed a quantitative impairment test for all of its reporting units in 2023.

The Company performed a quantitative impairment test for FLIR and qualitative impairment tests for all other reporting units in 2024.

The Company reviews intangible and other long-lived assets subject to depreciation or amortization for impairment whenever events or circumstances indicate that the carrying value of the asset may not be recoverable.

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The Company assesses the recoverability of the carrying value of assets held for use based on a review of projected undiscounted cash flows.

Impairment losses, where identified, are determined as the excess of the carrying value over the estimated fair value of the long-lived asset, and reflected in selling, general and administrative expense at the respective business segment.

Pension and Postretirement Costs

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The transaction price in these arrangements can include variable consideration, such as product returns and sales allowances.

The estimation of this variable consideration and determination of whether to include estimated amounts as a reduction in the transaction price is based largely on an assessment of anticipated performance and all information (historical, current and forecasted) that is reasonably available to the Company.

The estimation of

this variable consideration and determination of whether to include estimated amounts as a reduction in the transaction price is based largely on an assessment of anticipated performance and all information (historical, current and forecasted) that is reasonably available to the Company.

Revenue recognized over time relates primarily to contracts to design, develop and/or manufacture highly engineered products used in both defense and commercial applications.

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The transaction price in these arrangements may include estimated amounts of variable consideration, including award fees, incentive fees, contract amounts not yet funded, or other provisions that can either increase or decrease the transaction price.

The Company estimates variable

consideration at the amount to which it expects to be entitled, and the Company includes estimated amounts in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the estimation uncertainty is resolved.

The Company estimates variable consideration at the amount to which it expects to be entitled, and the Company includes estimated amounts in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the estimation uncertainty is resolved.

The estimation of this variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on an assessment of the anticipated performance and all information (historical, current and forecasted) that is reasonably available to us.

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The majority of revenue recognized over time uses an EAC process.

The net aggregate effects of these changes in estimates on contracts accounted for under the cost-to-cost method in 2023 and 2022 was approximately $ 3.7 million of favorable operating income and $ 29.9 million of favorable operating income, respectively.

The 2022 amount related to favorable changes in estimates that impacted revenue, and, to a lesser degree, cost of sales within the Digital Imaging operating segment.

None of the effects of changes in estimates on any individual contract were material to the consolidated statements of income for any period presented.

The net aggregate effects of these changes in estimates on contracts accounted for under the cost-to-cost method in 2024 and 2023 was approximately $ 2.5 million of unfavorable operating income and $ 3.7 million of favorable operating income, respectively.

None of the effects of changes in estimates on any individual contract were material to the consolidated statements of income (loss) for any period presented.

While extended or non-customary warranties do not represent a significant portion of the Company’s revenue, the Company recognizes warranty services as a separate performance obligation when it is material to the contract.

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Shipping and Handling

Shipping and handling fees reimbursed by customers are classified as revenue while shipping and handling costs incurred by the Company are classified as cost of sales in the accompanying consolidated statements of income.

Research and Development and Bid and Proposal Costs

Selling, general and administrative expenses include research and development and bid and proposal costs which are expensed as incurred and were $ 365.8 million in 2023, $ 360.6 million in 2022 and $ 299.3 million in 2021.

The 2021 amount includes a partial year of Teledyne FLIR research and development costs due to the timing of the acquisition.

Research and Development Expense

Research and development expense is expensed as incurred.

The Company determines if an arrangement is a lease at inception.

Operating leases are recorded as right-of-use assets in noncurrent other assets, net and the related lease liabilities in accrued liabilities and other long-term liabilities.

Operating leases are recorded as right-of-use assets in non-current other assets, net and the related lease liabilities in accrued liabilities and other long-term liabilities.

The Company does not have material finance leases or subleases.

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The Company’s lease agreements may include options to extend or early terminate the lease term at either a fixed cost, fixed increase or market value adjustment.

The Company evaluates the likelihood of exercising each renewal option based on many factors, including the length of the renewal option and the future new lease cost, if known, or the estimated future new lease cost if it is not a fixed amount and will include those renewal options that are reasonably certain to be exercised for purposes of calculating the lease

liability and corresponding right-of-use asset.

Lease expense for operating leases is recognized on a straight-line basis over the lease term.

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Stock-based Compensation Costs

The Company recognizes compensation expense for its stock-based compensation programs, which include stock options, restricted stock and restricted stock units (RSUs).

The Company recognizes compensation expense for its stock-based compensation programs, which include stock options, restricted stock and restricted stock units.

The fair value of share-based compensation is determined at the grant date and the recognition of the related expense is generally recorded over the period in which the share-based compensation vests.

Since 2019, stock options granted to our Executive Chairman are expensed immediately, as stock options continue to vest after retirement.

Since 2019, stock options granted to the Company’s Executive Chairman are expensed immediately, as stock options continue to vest after retirement.

The Company issues shares of common stock upon the exercise of stock options.

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In 2024, the Company began using the Black-Scholes option pricing model to determine the fair value of stock options.

The adoption of the Black-Scholes option pricing model was driven by a review of option exercise history, which more closely aligned with the methodology of the Black-Scholes option pricing model, and the adoption of the Black-Scholes option pricing model did not materially change the grant-date fair value calculation.

The Company uses a combination of its historical stock price volatility and the volatility of exchange traded options, if any, on the Company stock to compute the expected volatility for purposes of valuing stock options granted.

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Treasury Stock

In January 2016, the Company’s Board of Directors authorized a stock repurchase program authorizing the Company to repurchase up to 3,000,000 shares of its common stock.

The number of shares that the Company may repurchase will depend on a variety of factors, such as share price, levels of cash and borrowing capacity available, alternative investment opportunities available immediately or longer-term, and other regulatory, market or economic conditions.

Although the Company has no current plans to repurchase stock, future repurchases, if any, are expected to be funded with cash on hand and borrowings under the Company’s credit facility.

No repurchases were made since 2015.

In April 2024, our Board of Directors approved a stock repurchase program authorizing the Company to repurchase up to $ 1.25 billion of Teledyne’s common stock.

This authorization superseded prior open stock repurchase programs authorized by the Board of Directors.

The newly authorized stock repurchase program does not have a stated expiration date.

Shares may be repurchased from time to time in open market transactions at prevailing market prices, in privately negotiated transactions or via an accelerated stock repurchase program.

Shares could be repurchased in a plan pursuant to Rule 10b5-1 of the Securities Exchange Act of 1934.

The repurchase program is expected to remain open continuously, and the number of shares purchased will depend on a variety of factors, such as share price, levels of cash available, acquisitions and alternative investment opportunities available immediately or longer-term, and other regulatory, market or economic conditions.

The Company currently intends to fund future share repurchases with cash on hand and available borrowings under the Company's credit facility.

Preferred Stock

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The minority ownership interest in shares of NL Acoustics is classified as a redeemable noncontrolling interest on the consolidated balance sheets due to a put option under which the minority owners may require the Company to purchase the remaining ownership interest, with the put option exercisable beginning in the third quarter of 2025.

The redeemable noncontrolling interest is measured at the greater of the amount that would be paid if settlement occurred as of the balance sheet date based on the contractually defined redemption value and its carrying amount adjusted for net income (loss) attributable to the noncontrolling interest.

The redeemable noncontrolling interest is measured at the greater of the amount that would be paid if settlement occurred as of the balance sheet date based on the contractually defined redemption value or its carrying amount adjusted for net income (loss) attributable to the noncontrolling interest.

Adjustments to the carrying value of the redeemable noncontrolling interest are recorded through retained earnings.

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The provision for income taxes is computed using the asset and liability method, under which deferred tax assets and liabilities are recognized for temporary differences between the tax basis of assets and liabilities and their reported amount in the financial statements, which will result in taxable or deductible amounts in the future.

In evaluating the Company’s ability to recover its deferred tax assets within the jurisdiction from which they arise, the Company considers all available positive and negative evidence, including

scheduled reversals of deferred tax liabilities, projected future taxable income, tax-planning strategies, and results of recent operations.

In evaluating the Company’s ability to recover its deferred tax assets within the jurisdiction from which they arise, the Company considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax-planning strategies, and results of recent operations.

In projecting future taxable income, the Company begins with historical results adjusted for the results of discontinued operations and incorporate assumptions about the amount of future state, federal and foreign pretax operating income adjusted for items that do not have tax consequences.

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These contracts are designated and qualify as cash flow hedges.

• The Company has converted a U.S.

dollar denominated, variable rate and fixed rate debt obligation of a European subsidiary, into euro fixed rate obligation using a receive float, pay fixed cross currency swap, and a receive fixed, pay fixed cross currency swap.

This cross currency swap is designated as a cash flow hedge.

• The Company utilizes foreign currency forward contracts to mitigate foreign exchange rate risk associated with foreign currency denominated monetary assets and liabilities, including intercompany receivables and payables.

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To receive hedge accounting treatment, all hedging relationships are formally documented at the inception of the hedges and must be highly effective in offsetting changes to future cash flows on hedged transactions.

The effective portion of the cash flow hedge contracts’ gains or losses resulting from changes in the fair value of these hedges is initially reported, net of tax, as a component of AOCI in stockholders’ equity until the underlying hedged item is reflected in our consolidated statements of income, at which time the effective amount in AOCI is reclassified to revenue in our consolidated statements of income.

The effective portion of the cash flow hedge contracts’ gains or losses resulting from changes in the fair value of these hedges is initially reported, net of tax, as a component of AOCI in stockholders’ equity until the underlying hedged item is reflected in our consolidated statements of income (loss), at which time the effective amount in AOCI is reclassified to revenue in our consolidated statements of income (loss).

In the event that the underlying forecasted transactions do not occur, or it becomes remote that they will occur, within the defined hedge period, the gains or losses on the related cash flow hedges will be reclassified from AOCI to other income and expense.

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The new standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.

A public entity should apply the amendments in this ASU retrospectively to all prior periods presented in the financial statements.

The Company is evaluating the impact of adopting this guidance on its consolidated financial statements.

The Company adopted this ASU as of January 1, 2024, and applied the amend ments in this ASU retrospectively to all prior periods presented in the financial statements.

The adoption of this guidance did not have a material impact on the Company’s consolidated financial statements.

In December 2023, the FASB issued ASU No.

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The Company is evaluating the impact of adopting this guidance on its consolidated financial statements.

In November 2024, the FASB issued ASU No.

2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Inco me Statement Expenses.

This standard requires public entities, on an interim and annual basis, to provide disclosure of specified information about costs and expenses in the notes to the financial statemen ts.

The new standard is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted.

The Company is evaluating the impact of adopting this guidance on its consolidated financial statements.

Other ASU’s issued but not effective until after December 29, 2024 are not expected to have a material effect on the Company’s consolidated financial position, annual results of operations and/or cash flows.

1 unchanged sentence

2024 Acquisitions

During the second quarter of 2024, the Company acquired Adimec Holding B.V.

and its subsidiaries (“Adimec”) for $ 88.7 million in cash, net of cash acquired, and subject to certain adjustments.

Adimec, founded in 1992 and headquartered in Eindhoven, Netherlands, develops customized high-performance industrial and scientific cameras.

Adimec is part of the Digital Imaging segment.

Goodwill resulting from the Adimec acquisition will not be deductible for tax purposes.

During the second quarter of 2024, the Company acquired Valeport Holdings 2019 Limited and its affiliates (“Valeport”) for $ 35.0 million in cash, net of cash acquired, subject to certain adjustments.

Valeport, founded in 1969 and headquartered in Totnes, United Kingdom, designs and manufactures underwater sensors for environmental, energy, construction and defense applications.

Valeport is part of the Marine Instrumentation product line within the Instrumentation segment.

Goodwill resulting from the Valeport acquisition will not be deductible for tax purposes.

2023 Acquisitions

Xena Networks

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Goodwill resulting from the NL Acoustics acquisition will not be deductible for tax purposes.

2021 Acquisition

On May 14, 2021, Teledyne acquired the outstanding stock of FLIR Systems, Inc.

(“FLIR”) for approximately $ 8.1 billion.

Further information about this acquisition can be found in Note 3 in the Company’s Annual Report on Form 10-K for the year ended January 1, 2023.

The results of this acquisition have been included in Teledyne’s results since the date of acquisition.

The following tables show the purchase price (net of cash acquired), goodwill acquired, and acquired intangible assets for the acquisitions made in 2024 and 2023 (in millions):

Acquisitions Acquisition Date Cash Paid (a) Goodwill Acquired Acquired Intangible Assets

Xena Networks October 13, 2023 $ 24.2 $ 21.1 $ 4.8

January 3, 2023 53.5 55.5 11.3

Adimec June 4, 2024 $ 88.7 $ 64.6 $ 17.9

Valeport April 10, 2024 $ 35.0 $ 23.6 $ 7.8

Total $ 123.7 $ 88.2 $ 25.7

(a) Net of cash acquired

(a) Net of cash acquired, approximately 10 % of the Valeport purchase price is payable in 2025 and included in the amount above.

Acquisitions Acquisition Date Cash Paid (a) Goodwill Acquired Acquired Intangible Assets

ETM October 28, 2022 $ 87.7 $ 33.5 $ 20.9

NL Acoustics (acquisition of 80 % interest)

July 15, 2022 11.9 11.7 3.8

Xena Networks October 13, 2023 $ 24.2 $ 21.1 $ 4.8

ChartWorld January 3, 2023 $ 53.5 $ 55.5 $ 11.3

Total $ 77.7 $ 76.6 $ 16.1

2 unchanged sentences

The differences between the fair value of the consideration paid and the estimated fair value of the assets and liabilities acquired was recorded as goodwill.

The fair value of the acquired identifiable assets and liabilities for the Xena Networks acquisition is provisional pending finalization of the Company’s acquisition accounting, including the measurement of tax basis in certain jurisdictions and the resulting deferred taxes that might arise from book and tax basis differences, if any.

The fair value of the acquired identifiable assets and liabilities for the Adimec and Valeport acquisitions is provisional pending finalization of the Company’s acquisition accounting, including the measurement of tax basis in certain jurisdictions and the resulting deferred taxes that might arise from book and tax basis differences, if any.

Pro forma results of operations, the revenue and net income subsequent to the acquisition date, and a more detailed breakout of the major classes of assets and liabilities acquired for the 2024 and 2023 acquisitions have not been presented because the effects of these acquisitions, individually and in the aggregate, were not material to the Company’s financial results.

5 unchanged sentences

The Company manages, evaluates and aggregates its operating segments for segment reporting purposes primarily on the basis of product and service type, production process, distribution methods, type of customer, management organization, sales growth potential and long-term profitability.

The Company’s Executive Chairman, who has been identified as the CODM, uses operating income as the measure of profit or loss to assess segment performance and allocate resources.

The Digital Imaging segment includes high-performance sensors, cameras and systems, within the visible, infrared and X-ray spectra for use in industrial, government and medical applications, as well as MEMS and high-performance, high-reliability semiconductors including analog-to-digital and digital-to-analog converters.

It also includes the customer- and Company-sponsored applied research center which benefits government programs and commercial businesses.

The Instrumentation segment provides monitoring and control instruments for marine, environmental, industrial and other applications, electronic test and measurement equipment and harsh environment interconnect products.

11 unchanged sentences

Total net sales $ 5,670.0 $ 5,635.5 $ 5,458.6

(a) Net sales exclude inter-segment sales of $ 24.6 million, $ 29.4 million and $ 25.3 million for fiscal years 2024, 2023 and 2022, respectively.

Cost of sales:

2024 2023 2022

Digital Imaging $ 1,708.0 $ 1,711.4 $ 1,705.6

Instrumentation 706.4 692.6 668.7

Aerospace and Defense Electronics 441.3 424.6 407.8

Engineered Systems 379.5 367.5 346.2

Total cost of sales

$ 3,235.2 $ 3,196.1 $ 3,128.3

Selling, general and administrative:

2024 2023 2022

Digital Imaging

$ 510.7 $ 489.6 $ 457.3

Instrumentation

196.4 188.2 181.6

Aerospace and Defense Electronics 91.2 83.7 75.1

Engineered Systems 26.5 24.9 24.1

Total selling, general and administrative

$ 824.8 $ 786.4 $ 738.1

Research and development:

2024 2023 2022

Digital Imaging

$ 177.3 $ 244.0 $ 245.0

Instrumentation 92.6 92.9 90.8

Aerospace and Defense Electronics 21.8 17.8 14.6

Engineered Systems 0.9 1.6 1.8

Total research and development

$ 292.6 $ 356.3 $ 352.2

Acquired intangible asset amortization:

2024 2023 2022

Digital Imaging $ 183.3 $ 181.7 $ 183.7

Instrumentation 13.9 14.2 17.2

Aerospace and Defense Electronics 0.8 0.8 0.8

Total acquired intangible asset amortization

$ 198.0 $ 196.7 $ 201.7

Impairment of acquired intangible assets

2024 2023 2022

Digital Imaging $ 49.5 $ — $ —

Instrumentation 3.0 — 0.4

Total impairment of acquired intangible assets

$ 52.5 $ — $ 0.4

Operating income (loss):

6 unchanged sentences

Total operating income (loss) $ 989.1 $ 1,034.4 $ 972.0

(a) Net sales excludes inter-segment sales of $ 29.4 million, $ 25.3 million and $ 20.2 million for fiscal years 2023, 2022 and 2021, respectively.

Depreciation and amortization (in millions):

Depreciation and amortization:

2024 2023 2022

Digital Imaging (a) $ 268.9 $ 279.0 $ 309.2

Digital Imaging

$ 261.2 $ 268.9 $ 279.0

Instrumentation 29.2 27.7 32.6

3 unchanged sentences

Total depreciation and amortization $ 309.9 $ 316.4 $ 332.2

(a) The fiscal year 2023 and 2022 amounts included $ 164.0 million and $ 167.6 million of acquired asset intangible amortization related to FLIR.

The fiscal year 2021 amount included $ 106.4 million of acquired inventory step-up expense and $ 110.3 million of acquired asset intangible amortization related to FLIR.

Capital expenditures (in millions):

Capital expenditures:

2024 2023 2022

31 unchanged sentences

Long-lived assets consist of property, plant and equipment, goodwill, acquired intangible assets, prepaid pension assets and other long-term assets including deferred compensation assets but excluding any deferred tax assets.

In 2021, provisional amounts for goodwill and intangible assets were primarily included in the United States as the FLIR acquisition was provisional at that time.

The all other countries category primarily consists of Teledyne’s other operations in Europe, primarily in Sweden, Norway, Belgium and Estonia.

12 unchanged sentences

As part of a continuing effort to reduce costs and improve operating performance, the Company may take and has taken actions to consolidate and relocate certain facilities and reduce headcount across various businesses, reducing its exposure to weaker end markets.

For 2023, 2022 and 2021, the Company recorded $ 12.0 million of costs, $ 0.5 million of benefits and $ 26.4 million of costs, respectively, related to these actions, with the majority of the costs included within selling, general and administrative expense and within the Digital Imaging segment.

For 2024, 2023 and 2022, the Company recorded $ 15.6 million of costs, $ 12.0 million of costs and $ 0.5 million of benefits, respectively, related to these actions, with the majority of the costs included within selling, general and administrative expense and within the Digital Imaging segment.

At December 29, 2024, $ 2.4 million remains to be paid related to actions taken in 2024.

In 2022, the Company, recorded a net benefit of $ 0.5 million, which related to $ 3.5 million of costs related to headcount or facility consolidation costs, partially offset by $ 4.0 million of income related to the favorable resolution of a facility consolidation charge within the Digital Imaging segment.

In 2022, the Company, recorded a net benefit of $ 0.5 million, which related to $ 3.5 million of costs related to headcount or facility consolidation costs, offset by $ 4.0 million of income related to the favorable resolution of a facility consolidation charge within the Digital Imaging segment.

Revenue Recognition and Contract Balances

18 unchanged sentences

Fiscal Year Ended

January 1, 2023 Fiscal Year Ended

January 1, 2023

December 31, 2023 Fiscal Year Ended

December 31, 2023

Customer Type Geographic Region (c)

6 unchanged sentences

Total $ 1,381.7 $ 4,253.8 $ 5,635.5 $ 2,895.4 $ 1,332.7 $ 946.8 $ 460.6 $ 5,635.5

Government sale include sales as a prime contractor or subcontractor.

Government sales include sales as a prime contractor or subcontractor.

(b) Primarily commercial sales

17 unchanged sentences

The Company expects approximately 77 % of remaining performance obligations to be recognized into revenue within the next twelve months , with the remaining 23 % recognized thereafter.

The unbilled receivable balance increased from the beginning of the year by $ 27.7 million, or 10.1 % , primarily due to recognizing revenue ahead of achieving billing milestones on certain contracts within the Engineered Systems segment.

Contract liabilities increased from the beginning of the year by $ 58.8 million or 28.3 %, primarily due to an increase in customer advances in the Aerospace and Defense Electronics segment and the Instrumentation segment.

The unbilled receivable balance increased from the beginning of the year by $ 9.7 million, or 3.2 % , primarily due to recognizing revenue ahead of achieving billing milestones on certain contracts within the Aerospace and Defense Electronics and Digital Imaging segments.

Contract liabilities increased from the beginning of the year by $ 76.5 million or 28.7 %, primarily due to an increase in customer advances in the Digital Imaging segment and Aerospace and Defense Electronics segment.

The Company recognized revenue of $ 152.4 million during the year ended December 29, 2024 from contract liabilities that existed at the beginning of year.

Goodwill and Intangible Assets

Goodwill and Acquired Intangible Assets

Goodwill (in millions):

3 unchanged sentences

Foreign currency changes and other 41.1 10.5 1.6 — 53.2

Balance at January 1, 2023 6,780.4 913.2 161.8 17.6 7,873.0

Balance at December 31, 2023 6,877.0 944.8 163.4 17.6 8,002.8

Current year acquisitions 64.6 23.6 — — 88.2

1 unchanged sentence

Balance at December 29, 2024 $ 6,854.6 $ 955.3 $ 163.0 $ 17.6 $ 7,990.5

In the fourth quarter of 2023, the Company performed a quantitative test for all reporting units.

In the fourth quarter of 2024, the Company performed a quantitative impairment test for the FLIR reporting unit and qualitative impairment tests for all other reporting units.

The results of our annual impairment tests of goodwill indicated that no impairment existed in 2024, 2023 or 2022.

Gross carrying amount Accumulated amortization Net carrying amount Gross carrying amount Accumulated amortization Net carrying amount

Acquired intangible assets (in millions):

Gross carrying amount Accumulated amortization Net carrying amount Gross carrying amount Accumulated amortization Net carrying amount

Proprietary technology $ 1,665.5 $ 796.6 $ 868.9 $ 1,696.6 $ 663.0 $ 1,033.6

12 unchanged sentences

As such, Teledyne believes the value of acquired intangible assets decline in a linear, as opposed to an accelerated fashion, and the Company believes amortization on a straight-line basis is appropriate.

Recorded impairment charges to intangible assets were not material in 2023, 2022 or 2021.

The expected future amortization expense for the next five years is as follows (in millions):

4 unchanged sentences

2029 - $ 139.2 .

In the fourth quarter of 2024, the Company performed a quantitative impairment test on all indefinite-lived trademarks.

As a result of our annual impairment tests, $ 52.5 million of impairment was recorded to 2024.

Recorded impairment charges to intangible assets were not material in 2023 or 2022.

The estimated remaining useful lives by asset category as of December 29, 2024, are as follows:

5 unchanged sentences

Supplemental Balance Sheet Information

Accounts Receivable and Unbilled Receivables (in millions):

Balance at year-end

Accounts Receivable and Unbilled Receivables (in millions):

Commercial and other billed receivables $ 737.1 $ 760.9

5 unchanged sentences

Unbilled receivables, net $ 312.1 $ 302.4

Inventories (in millions):

Balance at year-end

Inventories (in millions):

Raw materials and supplies $ 559.2 $ 560.6

2 unchanged sentences

Total inventories, net $ 914.4 $ 917.7

Property, plant and equipment (in millions):

Balance at year-end

Property, plant and equipment (in millions):

Land $ 106.3 $ 107.4

Buildings 463.7 450.9

Equipment and software and other 1,165.8 1,077.6

Equipment, software and other

1,187.3 1,165.8

Total property, plant and equipment, gross

1,757.3 1,724.1

Accumulated depreciation and amortization ( 1,012.1 ) ( 947.1 )

Total property, plant and equipment, net $ 745.2 $ 777.0

Accrued liabilities (in millions):

Balance at year-end

Accrued liabilities (in millions):

Contract liabilities $ 312.6 $ 241.1

5 unchanged sentences

Total accrued liabilities $ 844.9 $ 781.3

Other long-term liabilities (in millions):

Balance at year-end

Other long-term liabilities (in millions):

Operating lease liabilities $ 109.6 $ 123.4

18 unchanged sentences

Long-Term Debt (dollars in millions):

December 31, 2023 January 1, 2023

$ 1.15 billion credit facility, due March 2026, weighted average variable rate of 5.46 % at January 1, 2023

0.65 % Fixed Rate Senior Notes due and paid April 2023

0.95 % Fixed Rate Senior Notes due April 2024, callable after April 2022

Term loan due October 2024, variable rate of 6.71 % at December 31, 2023 and 5.63 % at January 1, 2023, swapped to a Euro fixed rate of 0.612 %

December 29, 2024 December 31, 2023

$ 1.20 billion credit facility due June 2029

Term loan due and repaid October 2024, variable rate of 6.71 % at December 31, 2023, swapped to a Euro fixed rate of 0.61 %

1.60 % Fixed Rate Senior Notes due April 2026

Term loan due May 2026, variable rate of 5.61 % at January 1, 2023

2.25 % Fixed Rate Senior Notes due April 2028

2 unchanged sentences

1,030.0 1,030.0

0.95 % Fixed Rate Senior Notes due and repaid April 2024

Other debt 1.2 1.0

Debt issuance costs ( 21.1 ) ( 26.5 )

Total long-term debt 3,244.9 3,920.6

Current portion of long-term debt and other debt ( 600.1 ) ( 300.1 )

Debt discount and debt issuance costs

( 17.2 ) ( 21.1 )

Total debt, net

2,649.0 3,244.9

Current portion of long-term debt

( 0.3 ) ( 600.1 )

Total long-term debt, net of current portion $ 2,648.7 $ 2,644.8

As of December 29, 2024, no borrowings were outstanding under our $ 1.20 billion credit facility.

Excluding interest and fees, no payments are due under the $ 1.15 billion unsecured credit facility (“credit facility”) until it matures in March 2026.

Excluding interest and fees, no payments are due under the $ 1.20 billion unsecured credit facility (“credit facility”) until it matures in June 2029.

Borrowings under our credit facility and term loan are at variable rates which are, at our option, tied to a base rate, Eurocurrency rate or equivalent as defined in our credit agreements.

Available borrowing capacity under the credit facility, which is reduced by borrowings and certain outstanding letters of credit, was $ 1,170.7 million at December 29, 2024.

The credit agreement and term loans require the Company to comply with various financial and operating covenants and at December 31, 2023, the Company was in compliance with these covenants.

The credit agreement requires the Company to comply with various financial and operating covenants and at December 29, 2024, the Company was in compliance with these covenants.

At December 29, 2024, Teledyne had $ 52.9 million in outstanding letters of credit.

During 2024, the Company repaid the $ 450.0 million Fixed Rate Senior Notes due April 2024 and the $ 150.0 million term loan due October 2024.

During 2023, the Company repaid $ 125.0 million of amounts outstanding on its credit facility, the $ 300.0 million Fixed Rate Senior Notes due April 2023, and the remaining $ 245.0 million on its term loan due May 2026.

The Company also repurchased and retired $ 10.0 million of its Fixed Rate Senior Notes due April 2031, recording a $ 1.6 million non-cash gain on the extinguishment of this debt.

During 2022, the Company repaid $ 185.0 million of debt.

The Company made $ 110.0 million of floating rate debt payments on its term loan due May 2026.

The Company also repurchased and retired $ 75.0 million of its Fixed Rate Senior Notes due August 2030 and April 2031, recording a $ 10.6 million non-cash gain on the extinguishment of this debt.

Maturities of long-term debt as of December 29, 2024 (in millions):

4 unchanged sentences

The Company has no sinking fund requirements.

Total net interest expense, including credit facility fees and other bank charges, was $ 77.3 million in 2023, $ 89.3 million in 2022 and $ 104.8 million in 2021.

Total net interest expense, including credit facility fees and other bank charges, was $ 57.9 million, $ 77.3 million and $ 89.3 million for 2024, 2023 and 2022, respectively.

Cash payments for interest and credit facility fees and other bank charges totaled $ 73.4 million, $ 87.9 million and $ 79.3 million for 2024, 2023 and 2022, respectively.

The 2021 amount included $ 30.5 million paid for bond financing and debt extinguishment costs.

Income (loss) before income taxes included the following (in millions):

26 unchanged sentences

export sales ( 1.9 ) ( 2.2 ) ( 2.0 )

Acquisition-related costs — — 1.7

Other 0.4 0.9 2.2

8 unchanged sentences

Deferred compensation and other benefit plans 15.1 14.5

Postretirement benefits other than pensions 0.7 1.0

Operating lease liabilities 21.6 27.9

20 unchanged sentences

The Company estimates that future cash generation will be sufficient to meet future domestic cash requirements.

Determination of the unrecognized deferred tax liability for historical unremitted Canadian earnings is not practicable due to the uncertainty and overall complexity of the potential calculations

The unrecognized deferred tax liability for the historical unremitted Canadian earnings is estimated between at $ 23.0 million to $ 26.0 million of potential tax.

In assessing the need for a valuation allowance, the Company considers all positive and negative evidence, including recent financial performance, scheduled reversals of temporary differences, projected future taxable income, availability of taxable income in carryback periods and tax planning strategies.

1 unchanged sentence

The valuation allowance for deferred tax assets increased by $ 2.0 million in 2024.

At December 31, 2023, the Company had approximately $ 32.3 million of net operating loss carryforward primarily from the Company’s foreign entities including the United Kingdom, Denmark and France, of which $ 28.0 million have no expiration dates and $ 4.3 million have expiration dates ranging from 2024 to 2040.

At December 29, 2024, the Company had approximately $ 21.7 million of net operating loss carryforward from the Company’s foreign entities including Denmark and The Netherlands, of which $ 13.1 million have no expiration dates and $ 8.6 million have expiration dates ranging from 2025 to 2044.

The Company had Canadian capital loss carryforward in the amount of $ 3.3 million which has no expiration date.

Also, the Company had aggregate Canadian federal and provincial investment tax credits of $ 11.9 million, which have expiration dates ranging from 2030 to 2042.

The Company had Spanish federal research and development credit carryforward in the amount of $ 0.3 million, which have expiration dates ranging from 2025 to 2028.

In addition, the Company had domestic federal and state net operating loss carryforward of $ 15.3 million and $ 192.6 million, respectively.

Generally, federal net operating loss carryforward amounts are limited in their use by earnings of certain acquired subsidiaries.

Of the $ 19.2 million federal net operation loss carryforward, $ 15.3 million have no expiration dates and $ 3.9 million have expiration dates ranging from 2024 to 2037.

Of the $ 15.3 million federal net operating loss carryforward, $ 14.5 million have no expiration dates and $ 0.8 million have expiration dates ranging from 2025 to 2036.

The state net operating loss carryforward amounts have expiration dates ranging from 2025 to 2043.

The Company had aggregate Canadian federal and provincial investment tax credits of $ 10.8 million, which have expiration dates ranging from 2030 to 2042.

The Company had United States federal credit carryforward of $ 4.6 million which have expiration dates ranging from 2031 to 2042.

The Company had Spanish federal research and development credit carryforward in the amount of $ 2.8 million, which have expiration dates ranging from 2025 to 2042.

Finally, the Company had state tax credits of $ 10.6 million, of which $ 5.5 million have no expiration date and $ 5.1 million have expiration dates ranging from 2025 to 2048.

11 unchanged sentences

In the next 12 months, the Company anticipates the total unrecognized tax benefit for various federal, state and foreign tax items may be reduced by $ 11.9 million due to the expiration of statutes of limitation for various federal, state and foreign tax issues.

Teledyne recognized net tax benefits and expense for interest and penalties related to unrecognized tax benefits within the provision for income taxes in our statements of income of $ 10.3 million of benefits, $ 12.2 million of benefits and $ 2.4 million of expense, for 2023, 2022 and 2021, respectively.

Teledyne recognized net tax benefits and expense for interest and penalties related to unrecognized tax benefits within the provision for income taxes in our statements of income (loss) of $ 15.8 million of benefits, $ 10.3 million of benefits and $ 12.2 million of benefits, for 2024, 2023 and 2022, respectively.

Interest and penalties in the amount of $ 8.5 million, $ 36.9 million and $ 45.6 million were recognized in the 2024, 2023 and 2022 balance sheets, respectively.

In 2021, interest and penalties of $ 157.0 million were accrued as a result of the acquisition of FLIR.

Substantially all of the unrecognized tax benefits as of December 29, 2024, if recognized, would affect our effective tax rate.

Teledyne files income tax returns in the United States federal and state jurisdictions and in various foreign jurisdictions.

The Company has substantially concluded income tax matters in the U.S.

through 2016, in Canada through 2012, in Sweden through 2018, in Norway through 2018, in Belgium through 2019, in France through 2019 and in the United Kingdom through 2015.

The Company has substantially concluded income tax matters in the United States through 2016, in Canada through 2012, in the United Kingdom through 2016, and in France through 2020.

Cash payments for federal, state and foreign income taxes were $ 213.2 million for 2024, which are net of $ 20.1 million in tax refunds.

4 unchanged sentences

Teledyne has two domestic qualified defined benefit pension plans covering substantially all U.S.

employees hired before January 1, 2004, excluding FLIR U.S.

All FLIR U.S.

employees participate in a defined contribution plan, as FLIR had no legacy U.S.

pension plans.

employees hired before January 1, 2004.

As of January 1, 2004, new Teledyne hires participate in a defined contribution plan only.

1 unchanged sentence

The measurement date for the Company’s pension plans is December 31.

The Company’s U.S.

domestic qualified pension plans purchased group annuity contracts from insurance companies and paid a total annuity premium of $ 17.8 million in 2024.

These annuity contracts transfer the obligation to the insurance companies to guarantee the full payment of all annuity payments to existing retired pension plan participants or their surviving beneficiaries.

These annuity contracts assume all investment risk associated with the assets that were delivered as the annuity contract premiums.

These annuity contracts covered 331 existing retired pension plan participants at the time of purchase.

The Company did not have similar purchases in 2023.

The domestic qualified pension plans allow participants to elect a lump-sum payment at retirement.

5 unchanged sentences

2024 2023 2022 2024 2023 2022

Service cost - benefits earned during the period (in millions) $ 5.2 $ 7.6 $ 9.3 $ 0.9 $ 1.0 $ 1.3

Service cost - (in millions)

$ 5.1 $ 5.2 $ 7.6 $ 1.1 $ 0.9 $ 1.0

Domestic Foreign

37 unchanged sentences

Domestic Foreign

2023 2022 2023 2022

Changes in benefit obligation (in millions):

2024 2023 2024 2023

Benefit obligation - beginning of year $ 584.1 $ 583.0 $ 51.5 $ 45.2

Service cost - benefits earned during the year 5.2 7.6 0.9 1.0

5.1 5.2 1.1 0.9

Interest cost on projected benefit obligation 30.3 31.7 1.9 1.9

5 unchanged sentences

The key assumptions used to measure the benefit obligation at each respective year-end were:

Key assumptions:

Domestic Plans Foreign Plans

Key assumptions:

2024 2023 2022 2024 2023 2022

10 unchanged sentences

Domestic Foreign

2023 2022 2023 2022

Changes in plan assets (in millions):

2024 2023 2024 2023

Fair value of net plan assets - beginning of year $ 740.4 $ 719.7 $ 38.6 $ 35.0

11 unchanged sentences

Balance sheet item Balance sheet location

Prepaid pension assets Other assets, net - noncurrent $ 203.3 $ 178.4 $ — $ —

Prepaid pension assets Prepaid pension assets - non-current

$ 227.6 $ 203.3 $ — $ —

Accrued pension obligations short-term Accrued liabilities ( 2.9 ) ( 2.9 ) ( 0.5 ) ( 0.6 )

20 unchanged sentences

The Company has an active management policy for the pension assets in the qualified domestic pension plans.

As of December 31, 2023, the long-term asset allocation target for the domestic plans consists of approximately 35 % in equity instruments, approximately 54 % in fixed income instruments and approximately 11 % in alternatives.

As of December 29, 2024, the long-term asset allocation target for the domestic plans consists of approximately 45 % in equity instruments and approximately 55 % in fixed income instruments.

The pension plans’ investments are stated at fair value.

2 unchanged sentences

Plan investments that would be considered a level 3 fair value hierarchy are valued based on management’s own assumption about the assumptions that market participants would use in pricing the asset or liability (including assumptions about risk).

Certain investments measured at fair value using net asset values as a practical expedient are not required to be categorized in the fair value hierarchy table listed below.

As such, the total fair value of these net asset values based investments has been included in the table below to permit reconciliation to the plan asset amounts previously disclosed.

Certain investments are measured at fair value using net asset values as a practical expedient and are not required to be categorized in the fair value hierarchy table listed below.

As such, the balance of these investments measured at net asset value has been included in the table below to permit reconciliation to the plan asset amounts previously disclosed.

The fair values of the Company’s net pension assets, by fair value hierarchy, for both the U.S.

17 unchanged sentences

The fair values of the Company’s net pension assets, by fair value hierarchy, for both the U.S.

and foreign pension plans as of January 1, 2023, by asset category are as follows (in millions):

and foreign pension plans as of December 31, 2023, by asset category are as follows (in millions):

Asset category:

21 unchanged sentences

Fixed income investments are also valued at the net asset value provided by the independent administrator or custodian of the fund.

The net asset value is based on the underlying assets, which are valued using inputs such as the closing price reported, if traded on an active market, values derived from comparable securities of issuers with similar credit ratings, or under a discounted cash flow approach that utilizes observable inputs, such as current yields of similar instruments.

The net asset value is based on the underlying assets, which are valued using inputs such as the closing price reported, if traded on an active market, values derived from comparable

securities of issuers with similar credit ratings, or under a discounted cash flow approach that utilizes observable inputs, such as current yields of similar instruments.

Alternative investments are primarily valued at the net asset value as determined by the independent administrator or custodian of the fund.

3 unchanged sentences

The plans provide health care and life insurance benefits for certain eligible retirees.

Total cost for these plans was less than

$ 1.0 million for each fiscal year 2023, 2022 and 2021.

Total cost for these plans was less than $ 1.0 million for each fiscal year 2024, 2023 and 2022.

Deferred Contribution Plans

5 unchanged sentences

In addition, the Company has separate deferred compensation plans acquired in connection with the FLIR and ETM acquisitions, and these plans were frozen at the end of fiscal years 2021 and 2022, respectively.

As of December 31, 2023 and January 1, 2023, $ 102.2 million and $ 92.2 million, respectively, is included in other long-term liabilities related to deferred compensation liabilities on the consolidated balance sheets.

As of December 29, 2024 and December 31, 2023, $ 111.3 million and $ 102.2 million, respectively, is included in other long-term liabilities related to deferred compensation liabilities on the consolidated balance sheets.

Additionally, the Company purchased life insurance policies on certain participants to potentially offset these unsecured obligations.

These policies are recorded at their cash surrender value as determined by the insurance carrier.

The cash surrender value of these policies was $ 101.3 million and $ 94.7 million, as of December 31, 2023 and January 1, 2023, respectively, and is primarily included in other non-current assets on the consolidated balance sheets.

The cash surrender value of these policies was $ 111.0 million and $ 101.3 million, as of December 29, 2024 and December 31, 2023, respectively, and is primarily included in other non-current assets on the consolidated balance sheets.

Stockholders ’ Equity

4 unchanged sentences

Issued 137,079 ( 282,131 )

Balance, January 1, 2023

47,194,766 282,131

Balance, December 31, 2023

Issued 101,043 ( 159,045 )

Balance, December 29, 2024

47,432,888 726,276

Shares issued from treasury stock include stock options exercised as well as shares issued under certain other compensation plans.

Treasury Stock

During 2024, the Company repurchased approximately 0.9 million shares for $ 354.0 million with a weighted-average price of $ 399.78 per share.

All of the Company’s share repurchases were settled between April 2024 and October 2024.

Stock Options

6 unchanged sentences

This amount can be impacted by employee retirements or terminations.

On January 23, 2024, the Company granted approximately 67,000 stock options at an exercise price of $ 441.98 per share and a weighted-average fair value of $ 171.05 per share.

Stock option valuation assumptions:

Expected dividend yield n/a n/a

Expected dividend yield n/a

Expected volatility 30.4 %

Risk-free interest rate 4.07 %

0.09 % to 1.58 %

Expected life in years 6.3

The Company did not grant stock options in 2023.

The Company did no t grant stock options in 2023.

Based on the assumptions used in the valuation of stock options, the grant date weighted average fair value of stock options granted in 2024 and 2022 was $ 171.20 and $ 124.44 , respectively.

33 unchanged sentences

Balance, January 1, 2023 117,472 $ 372.51 39,401 $ 386.76 9,522 $ 345.57

49,351 $ 409.41 37,829 $ 279.27 7,058 $ 308.54

Granted 2,316 $ 418.20 14,139 $ 361.08 4,190 $ 404.92

1 unchanged sentence

Forfeited/Canceled ( 10,644 ) $ 369.60 ( 2,616 ) $ 346.08 — $ —

Balance, January 1, 2023

117,472 $ 372.51 39,401 $ 386.76 9,522 $ 345.57

Balance, December 31, 2023 69,439 $ 371.90 41,818 $ 357.43 11,832 $ 349.81

Granted 70,341 $ 441.86 19,103 $ 397.78 4,680 $ 362.50

2 unchanged sentences

Balance, December 29, 2024 93,596 $ 419.76 52,331 $ 375.86 14,417 $ 345.92

69,439 $ 371.90 41,818 $ 357.43 11,832 $ 349.81

Employee Time-based Restricted Stock Units

2 unchanged sentences

This amount can be impacted by employee retirements or terminations.

On January 23, 2024, the Company granted approximately 70,000 time-based restricted stock units with a weighted-average fair value of $ 441.98 per share.

Employee Performance-based Restricted Stock Awards

8 unchanged sentences

Non-Employee Directors Restricted Stock

Non-employee directors each received restricted stock units valued at $ 170,000 in 2023, $ 170,000 in 2022 and $ 130,000 in 2021 or valued at half the amount for a person who becomes a director for the first time after the date of the Annual Meeting.

Non-employee directors each received restricted stock units valued at $ 170,000 in 2024, 2023 and 2022 or valued at half the amount for a person who becomes a director for the first time after the date of the Annual Meeting.

The restricted stock units generally vest one year following the date of grant and are settled in shares of common stock on the date of vesting unless a director has elected to defer settlement of the award until his or her separation from Board service.

The annual expense related to non-employee director’s restricted stock units was $ 1.7 million for 2023, $ 1.7 million for 2022 and $ 1.2 million for 2021, with an immaterial amount of unrecognized compensation cost that will be recognized over the first half of 2024.

The annual expense related to non-employee director’s restricted stock units was $ 1.7 million for 2024, 2023 and 2022, with an immaterial amount of unrecognized compensation cost that will be recognized over the first half of 2025.

Earnings Per Share

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Accumulated Other Comprehensive Income (Loss)

The following table summarizes the changes in AOCI for the fiscal years ended December 31, 2023, and January 1, 2023:

The following table summarizes the changes in AOCI for the fiscal years ended December 29, 2024, and December 31, 2023:

(in millions) Foreign Currency Translation Cash Flow Hedges Pension and Postretirement Benefits Total

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Net other comprehensive income (loss) 79.6 6.9 5.9 92.4

Balance as of January 1, 2023 ( 472.3 ) 1.3 ( 255.5 ) ( 726.5 )

Balance as of December 31, 2023 ( 392.7 ) 8.2 ( 249.6 ) ( 634.1 )

Other comprehensive income (loss) before reclassifications ( 209.6 ) ( 6.0 ) — ( 215.6 )

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Balance as of December 29, 2024 $ ( 602.3 ) $ ( 2.2 ) $ ( 235.4 ) $ ( 839.9 )

The reclassification out of AOCI for the fiscal years ended December 31, 2023, and January 1, 2023, are as follows:

The reclassification out of AOCI for the fiscal years ended December 29, 2024, and December 31, 2023, are as follows:

(in millions) Amount reclassified from AOCI Amount reclassified from AOCI Financial Statement Presentation

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Derivative Instruments

As of December 31, 2023, Teledyne had foreign currency forward contracts designated as cash flow hedges to buy Canadian dollars and to sell U.S.

dollars totaling $ 164.2 million.

These foreign currency forward contracts have maturities ranging from March 2024 to February 2026.

As of December 31, 2023, Teledyne had foreign currency forward contracts designated as cash flow hedges to buy British pounds and to sell U.S.

dollars totaling $ 16.8 million.

These foreign currency forward contracts have maturities ranging from March 2024 to February 2025.

The cross currency swap has notional amounts of € 156.0 million and $ 150.0 million and mature in October 2024.

The Company periodically enters into foreign currency forward contracts designated as cash flow hedges to minimize foreign currency risk, primarily to Canadian dollars and British pounds.

As of December 29, 2024, foreign currency forward contracts in Canadian dollars designated as cash flow hedges have maturities ranging from March 2025 to February 2026.

There were no open contracts forward currency forward contracts in British pounds designated as cash flow hedges as of December 29, 2024.

We converted a U.S.

dollar denominated, variable rate obligation of a European subsidiary, into a euro fixed rate obligation using a receive float, pay fixed cross currency swap.

This cross-currency swap was designated as a cash flow hedge and matured in October 2024.

In addition, the Company utilizes foreign currency forward contracts which are not designated as hedging instruments for accounting purposes to mitigate foreign exchange rate risk associated with foreign currency denominated monetary assets and liabilities, including intercompany receivables and payables.

As of December 31, 2023, Teledyne had foreign currency contracts of this type primarily in the following pairs (in millions):

Contracts to Buy Contracts to Sell

Currency Amount Currency Amount

Canadian Dollars $ 11.1 Euros € 7.5

Canadian Dollars $ 271.5 U.S.

Dollars US$ 200.7

Danish Krone Kr.

Dollars US$ 17.0

Euros € 55.5 U.S.

Dollars US$ 59.6

Great Britain Pounds £ 20.6 Euros € 23.8

Great Britain Pounds £ 34.8 U.S.

Dollars US$ 43.8

Norwegian Krone kr 138.1 U.S.

Dollars US$ 13.1

Swedish Krona kr 205.0 Euros € 16.8

The above table includes non-designated hedges derived from terms contained in triggered or previously designated cash flow hedges.

The gains and losses on these derivatives which are not designated as hedging instruments, are intended to, at a minimum, partially offset the transaction gains and losses recognized in earnings.

The following is a summary of notional amounts outstanding under foreign currency forward contracts, cross-currency swap agreements and their respective fair value amounts recorded in the consolidated balance sheets (in millions):

December 29, 2024 December 31, 2023

Notional amount

Notional amount Fair value

Derivatives designated as hedging instruments

Foreign currency forward contracts

Other current assets

$ — $ — $ 116.5 $ 3.7

Other non-current assets

$ — — $ 70.5 2.4

Accrued liabilities

$ 69.4 ( 2.5 ) $ — —

Other non-current liabilities

$ 13.9 ( 0.5 ) $ — —

Cross-currency swap agreements

Other current assets

$ — — $ — 0.1

Accrued liabilities $ — — $ 172.6 ( 21.3 )

Total derivatives designated as hedging instruments $ ( 3.0 ) $ ( 15.1 )

Derivatives not designated as hedging instruments

Foreign currency forward contracts

Other current assets

$ 271.4 $ 1.0 $ 329.9 $ 14.2

Accrued liabilities

$ 703.4 ( 13.9 ) $ 467.6 ( 3.2 )

Total derivatives not designated as hedging instruments $ ( 12.9 ) $ 11.0

Total derivatives $ ( 15.9 ) $ ( 4.1 )

All derivatives are recorded on the balance sheet at fair value.

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Teledyne does not use foreign currency forward contracts for speculative or trading purposes.

The effect of derivative instruments designated as cash flow hedges for 2023 and 2022 was as follows (in millions):

The following is a summary of the gain (loss) included in the consolidated statements of income (loss) and comprehensive income (loss) related to the derivative instruments described above (in millions):

Net gain (loss) recognized in AOCI - foreign exchange contracts (a) $ ( 8.2 ) $ 19.3

Net gain (loss) recognized in AOCI - interest rate contracts $ — $ 1.7

Net gain (loss) reclassified from AOCI into revenue/cost of sales - foreign exchange contracts $ 1.1 $ ( 6.2 )

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Net gain (loss) reclassified from AOCI into other income and expense, net - foreign exchange contracts (b) $ 22.7 $ 8.0

Net gain (loss) recognized in other income and expense, net – foreign exchange contracts

$ ( 43.6 ) $ 13.7

(a) Effective portion

(b) Amount reclassified to offset earnings impact of liability hedged by cross currency swap

Net deferred gains recorded in AOCI, net of tax, for forward contracts that will mature in the next 12 months total $ 3.4 million.

These gains are expected to be offset by anticipated losses in the value of the forecasted underlying hedged item.

Amounts related to the cross currency swaps expected to be reclassified to AOCI into income in the next 12 months total $ 5.0 million.

The effect of derivative instruments not designated as cash flow hedges recognized in other income and expense for 2023 and 2022 was an expense of $ 13.7 million and expense of $ 32.0 million, respectively.

Net deferred losses recorded in AOCI, net of tax, for forward contracts that will mature in the next 12 months total $ 2.2 million.

These losses are expected to be offset by anticipated gains in the value of the forecasted underlying hedged item.

Fair Value Measurements

Cash equivalents were $ 265.1 million and $ 167.1 million at December 31, 2023 and January 1, 2023, respectively.

The Company has categorized its cash equivalents as a Level 1 financial asset, measured at fair value based on quoted prices in active markets of identical assets.

Teledyne estimates the fair value of its long-term debt based on debt of similar type, rating and maturity and at comparable interest rates.

The Company’s long-term debt is considered a level 2 fair value hierarchy and is valued based on observable market data.

As of December 31, 2023 and January 1, 2023, the aggregate fair values of our borrowings were $ 2,965.3 million and $ 3,492.7 million, respectively, and the carrying values were $ 3,266.0 million and $ 3,947.1 million, respectively.

The Company’s financial assets and liabilities carried at fair value are primarily comprised of derivative contracts used to hedge the Company’s foreign currency risk.

The Company has not elected to measure any additional financial instruments or other items at fair value.

Financial Instruments Recorded at Fair Value

The fair values of the Company’s derivative financial instruments are presented below.

All fair values for these derivatives were measured using Level 2 information as defined by the accounting standard hierarchy (in millions):

Asset (Liability) Derivative Positions Balance sheet location December 31, 2023 January 1, 2023

Derivatives designated as hedging instruments:

Cash flow forward contracts Other current assets $ 3.7 $ 0.4

Cash flow forward contracts Other non-current assets 2.4 $ —

Cash flow forward contracts Accrued liabilities — ( 6.8 )

Interest rate contracts Other current assets — 0.7

Cash flow cross currency swaps Other current assets 0.1 2.7

Cash flow cross currency swaps Accrued liabilities ( 21.3 ) ( 14.0 )

Cash flow cross currency swaps Other long-term liabilities — ( 18.3 )

Total derivatives designated as hedging instruments ( 15.1 ) ( 35.3 )

Derivatives not designated as hedging instruments:

Non-designated foreign currency forward contracts Other current assets 14.2 3.5

Non-designated foreign currency forward contracts Accrued liabilities ( 3.2 ) ( 7.0 )

Total derivatives not designated as hedging instruments 11.0 ( 3.5 )

Total asset (liability) derivatives $ ( 4.1 ) $ ( 38.8 )

The carrying value of other on-balance-sheet financial instruments approximates fair value, and the cost, if any, to

terminate off-balance sheet financial instruments (primarily letters of credit) is not significant.

All fair values for these derivatives were measured using Level 2 hierarchy information as defined by the accounting policies (in millions):

December 29, 2024 December 31, 2023

Foreign currency forward contracts $ 1.0 $ 20.3

Cross-currency swaps — 0.1

Total assets recorded at fair value $ 1.0 $ 20.4

Foreign currency forward contracts

( 16.9 ) ( 3.2 )

Cross-currency swaps — ( 21.3 )

Total liabilities recorded at fair value $ ( 16.9 ) $ ( 24.5 )

Net derivatives at fair value $ ( 15.9 ) $ ( 4.1 )

Gross derivative assets and liabilities are subject to legally enforceable master netting agreements, for which we have not elected to present net amounts on the consolidated balance sheets.

The effect of such right of setoff on the Company’s financial position were $ 0.2 million and $ 0.6 million, as of December 29, 2024, and December 31, 2023, respectively.

Financial Instruments Not Recorded at Fair Value

The carrying amounts of cash and cash equivalents, accounts receivable and accounts payable approximate their fair values due to the short-term maturities of these assets and liabilities.

Teledyne estimates the fair value of its long-term debt based on debt of similar type, rating and maturity and at comparable interest rates.

The Company’s long-term debt is considered a Level 2 and is valued based on observable market data.

As of December 29, 2024 and December 31, 2023, the aggregate fair values of our borrowings were $ 2,395.0 million and $ 2,965.3 million, respectively, and the carrying values were $ 2,666.2 million and $ 3,266.0 million, respectively.

The cost, if any, to terminate off-balance sheet financial instruments (primarily letters of credit) is not significant.

Operating Leases

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No lease agreement imposes a restriction on the Company’s ability to engage in financing transactions or enter into further lease agreements.

At December 31, 2023, Teledyne has right-of-use assets of $ 141.7 million included in noncurrent other assets, net on the consolidated balance sheets.

At December 29, 2024, Teledyne has right-of-use assets of $ 128.6 million included in non-current other assets, net on the consolidated balance sheets.

At December 29, 2024, future minimum lease payments for operating leases with non-cancelable terms of more than one year were as follows (in millions):

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jurisdictions which were not authorized due to a potentially incorrect de minimis calculation methodology under section 734.4 and Supplement No.

2 of the EAR.

Furthermore, Teledyne has made voluntary disclosures to export authorities in jurisdictions outside the U.S.

for certain potential violations of local export laws, which may increase its penalty exposure.

2 of the Export Administration Regulations (“EAR”).

Furthermore, Teledyne has made voluntary disclosures to export authorities in jurisdictions outside the United States for certain potential violations of local export laws, which may increase its penalty exposure.

At this time, based on available information, the Company is unable to reasonably estimate the time it may take to resolve these matters or the amount or range of potential loss, penalty or other government action, if any, that may be incurred in connection with these matters.

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The Company periodically evaluates whether it may be able to recover a portion of future costs for environmental liabilities from its insurance carriers and from third parties.

The timing of expenditures depends on a number of factors that vary by site, including the nature and extent of contamination, the number of potentially responsible parties, the timing of regulatory approvals, the

complexity of the investigation and remediation, and the standards for remediation.

The Company expects that it will expend present accruals over many years and will complete remediation of all sites with which it has been identified in up to thirty years .

Other Claims and Legal Matters

The Company is working to resolve a civil investigation by the U.S.

Department of Justice relating to an ejection seat sequencer program and deliveries to the U.S.

Government between 2006 and 2018.

Various claims (whether based on U.S.

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Subsequent Events

On February 13, 2024, the Company announced that it entered into an agreement to acquire Adimec Holding B.V.

and its subsidiaries (“Adimec”).

Adimec, founded in 1992 and headquartered in Eindhoven, Netherlands, develops customized high-performance industrial and scientific cameras.

The closing of the transaction, which is subject to customary conditions and approvals, is anticipated to occur in the first half of 2024.

Adimec will be part of the Digital Imaging segment.

On December 30, 2024, the Company acquired Micropac Industries, Inc.

(“Micropac”) for approximately $ 57.6 million in cash, net of cash acquired, and subject to certain adjustments.

Micropac, founded in 1963 and headquartered in Garland, Texas designs and manufactures microelectronic circuits, optoelectronic components, and sensor and display assemblies, primarily for military, aerospace, and medical applications.

Micropac will be part of the Aerospace & Defense Electronics segment.

The Company funded the acquisition from cash on hand.

Qioptiq and Advanced Electronics Systems businesses

On February 3, 2025, the Company acquired select aerospace and defense electronics businesses of Excelitas Technologies Corp.

for approximately $ 700.3 million in cash, net of cash acquired, and subject to certain adjustments.

The acquisition includes the Optical Systems ( “ OS ” ) business known under the Qioptiq ® brand based in Northern Wales, UK, as well as the United States based Advanced Electronic Systems ( “ AES ” ) business.

The OS and AES businesses will be part of the Aerospace and Defense Electronics segment.

The Company funded the acquisition from available borrowings on the credit facility as well as cash on hand.

Schedule II VALUATION AND QUALIFYING ACCOUNTS

VALUATION AND QUALIFYING ACCOUNTS

For the Fiscal Years Ended December 31, 2023, January 1, 2023 and January 2, 2022

For the Fiscal Years Ended December 29, 2024, December 31, 2023 and January 1, 2023

(in millions)

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and Teledyne Technologies Incorporated (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K dated as of November 29, 1999 (File No.

2.2 Agreement and Plan of Merger, dated as of January 4, 2021, by and among Teledyne Technologies Incorporated, Firework Merger Sub I, Inc., Firework Merger Sub II, LLC and FLIR Systems, Inc.

(incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K dated January 2, 2021 File No.

3.1 Restated Certificate of Incorporation of Teledyne Technologies Incorporated (including Certificate of Designation of Series A Junior Participating Preferred Stock) (incorporated by reference to Exhibit 3.1 to the Company’s Annual Report on Form 10-K for the year ended January 2, 2000 (File No.

3.2 Fourth Amended and Restated Bylaws of Teledyne Technologies Incorporated (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K dated December 20, 2022 (File No.

4.1 Description of the Registrant ’ s Securities (incorporated by reference to Exhibit 4.1 to the Company ’ s Annual Report on Form 10-K for the fiscal year ended January 2, 2022 (File No.

3.2 Certificate of Amendment to Teledyne ’ s Restated Certificate of Incorporation (incorpo rated by reference to the Com pany ’ s Current Report on F orm 8-K dated April 24, 2024 (File No.

3.3 Fifth Amended and Restated Bylaws of Teledyne (incorporated by reference to the Company’s Current Report on Form 8-K dated April 24, 2024 (File No.

4.1 Description of the Registrant ’ s Securities *

4.2 Indenture, dated as of March 22, 2021, between Teledyne Technologies Incorporated and U.S.

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1) dated as of November 29, 1999 (File No.

10.2 Teledyne Technologies Incorporated Amended and Restated 2008 Incentive Award Plan (incorporated by reference to Annex A of the Company’s Definitive Proxy Statement filed March 8, 2012 (File No.

10.3 Administrative Rules of the Teledyne Technologies Incorporated Amended and Restated 2008 Incentive Award Plan Related to Non-Employee Director Stock Compensation (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended April 1, 2012 (File No.

10.4 Teledyne Technologies Incorporated 2014 Incentive Award Plan (incorporated by reference to Annex A of the Company’s Definitive Proxy Statement filed March 5, 2014 (File No.

10.5 Form of stock option agreement and conditions under the Teledyne Technologies Incorporated 2014 Incentive Award Plan (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated April 23, 2014 File No.

10.6 Administrative Rules of the Teledyne Technologies Incorporated 2014 Incentive Plan Related to Non-Employee Director Stock Compensation (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K dated April 23, 2014 (File No.

10.7 Administrative Rules of the 2014 Incentive Award Plan Related to Non-Employee Director Restricted Stock Unit Awards and Fees (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K dated December 31, 2014 (File No.

10.2 Amended and Restated Teledyne Technologies Incorporated 2014 Incentive Award Plan (incorporated by reference to Annex A of the Company’s Definitive Proxy Statement filed March 10, 2017) †

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Administrative Rules for the Restricted Stock Award Program under the Amended and Restated Teledyne Technologies Incorporated 2014 Incentive Award Plan (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated January 23, 2018)†

10.12 F orm of Restricted Stock Award Agreement under the Amended and Restated Teledyne Technologies Incorporated 2014 Incentive Award Plan for awards made prior to 2024 (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated January 23, 2018)†

Form of Restricted Stock Award Agreement under the Amended and Restated Teledyne Technologies Incorporated 2014 Incentive Award Plan for awards made prior to 2024 (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated January 23, 2018)†

Form of Stock Option Award Agreement under the Amended and Restated Teledyne Technologies Incorporated 2014 Incentive Award Plan (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K dated January 23, 2018)†

Terms and Conditions of Stock Option Award Agreement under the Amended and Restated Teledyne Technologies Incorporated 2014 Incentive Award Plan for grants made after 2018 to Robert Mehrabian (incorporated by reference to Exhibit 10.17 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 29, 2019 File No.

10.15 Summary Plan Description for the Performance Share Plan 2018-2020 Cycle under the Amended and Restated Teledyne Technologies Incorporated 2014 Incentive Award Plan (incorporated by reference to Exhibit 10.4 to the Company ’ s Current Report on Form 8-K dated January 23, 2018)†

Performance Plan Summary Plan Description for awards made prior to 2024 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated January 26, 2021 File No.

10.17 Form of Performance-Based Restricted Stock Unit Agreement for awards made after January 1, 2024 (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K dated January 23, 2024 File No.

10.18 Performance Plan - Summary Plan Description for awards made after J anuary1, 2024 (i ncorporated by reference to Exhibit 10.2 to the Compan y Re p ort on Form 8-K dated January23, 2024 File No.

Form of Performance-Based Restricted Stock Unit Agreement for awards mad e after January 1, 2024 (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K dated January 23, 2024 File No.

10.11 Performance Plan - Summary Plan Description for 2024-2026 performance period (incorporated by reference to Exhibit 10.2 to the Company Report on Form 8-K dated January 23, 2024 File No.

10.12 Performance Plan - Summary Plan Description for awards made after January 1, 2025*

10.13 Eighth Amended and Restated Employment Agreement, dated as of October 24, 2023, by and between Teledyne Technologies Incorporated and Robert Mehrabian (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated October 24, 2023 File No.

10.20 Transition of Employment and Agreement Termination Employment Agreement between Teledyne Netherlands BV and Edwin Roks, dated December 29, 2023*

10.21 Amended and Restated Change in Control Severance Agreement, dated as of January 31, 2011, by and between Teledyne Technologies Incorporated and Robert Mehrabian (incorporated by reference to Exhibi t 10.1 to the Co mpany ’ s Current Report on Form 8-K dated J anuary 31, 2011 (File No.

10.22 Amended and Restated change in Control Severance Agreement dated January 31, 2011, by and between Teledyne Technologies Incorporated and Susan L.

Main (incorporated by reference to Exhibit 10.12 to Company’s Annual Report on Form 10-K for the fiscal years ended December 29, 2013 (File No.

10.14 Transition of Employment and Agreement Termination Employment Agreement between Teledyne Netherlands BV and Edwin Roks, dated December 29, 2023 (incorporated by reference to Exhibit 10.20 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (File No.

10.15 Amended and Restated Change in Control Severance Agreement, dated as of January 31, 2011, by and between Teledyne Technologies Incorporated and Robert Mehrabian (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated January 31, 2011 (File No.

10.16 Amended and Restated Change in Control Severance Agreement, dated as of January 31, 2011, by and between Teledyne Technologies Incorporated and Jason Vanwees (incorporated by reference to Exhibit 10.39 to the Company’s Annual Report on Form 10-K for the fiscal year end January 3, 2016(File No.

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10.18 Amended and Restated Change in Control Severance Agreement, dated as of January31, 2011, by and between Teledyne Technologies Incorporated and Edwin Roks (incorporated by reference to Exhibit 10.40 to the Company’s Annual Report on Form 10-K for the fiscal year end December 30, 2018 (File No.

10.26 Amended and R estated Chang e in Cont rol Severance Agreement, dated as of January 31, 2011, by an d between Teledyne Technologies Incorporated and Step hen F.

Bl ackwood * †

Amended and Restated Change in Control Severance Agreement, dated as of January 31, 2011, by and between Teledyne Technologies Incorporated and Stephen F.

Blackwood (incorporated by reference to Exhibit 10.26 to the Company’s Annual Report on Form 10-K for the fiscal year end December 31, 2023 (File No.

10.20 Teledyne Technologies Incorporated Pension Equalization/Benefit Restoration Plan, as originally effective as of November 29, 1999, as amended and restated effective December 31, 2004 (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated December 31, 2008 (File No.

10.21 Teledyne Technologies Pension Equalization/Benefit Restoration Plan - Resolutions of the Plan Administration Committee (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated December 31, 2014 (File No.

10.29 Amended and Restated Credit Agreement dated as of March 4, 2021, by and among Teledyne Technologies Incorporated, as a borrower and guarantor, the designated borrowers party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent, swing line lender and L/C issuer (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated March 2, 2021) (File No.

10.30 First Amendment to Amended and Restated Credit Agreement, dated as of October 26, 2021, by and among Teledyne Technologies Incorporated, as a borrower and guarantor, the designated borrowers party thereto, the guarantor party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent, swing line lender and L/C issuer (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q dated October 3, 2021) (File No.

10.31 Second Amendment to Amended and Restated Credit Agreement, dated as of April 26, 2023, by and among Teledyne Technologies Incorporated, as a borrower and guarantor, the designated borrowers party thereto, the guarantor party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent, swing line lender and L/C issuer (incorporated by reference to Exhibit 10.1 to the Company ’ s Quarterly Report on Form 10-Q for the quarterly period ended April 2, 2023 File No.

10.22 Second Amended and Restated Credit Agreement, dated as of June 10, 2024, by and among Teledyne Technologies Incorporated, as borrower and guarantor, the designated borrowers party thereto, the guarantor party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent, swing line lender and L/C issuer.

(incorporated by reference to the Company’s Current Report on Form 8-K dated June 10, 2024 (File No.

10.23 Joinder Agreement of Teledyne FLIR, LLC, dated as of May 14, 2021, to Amended and Restated Credit Agreement dated as of March 4, 2021, by and among Teledyne Technologies Incorporated, as a borrower and guarantor, the designated borrowers party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent, swing line lender and L/C issuer (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K dated May 14, 2021) (File No.

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14.3 Directors, Code of Business Conduct and Ethics - this code of ethics may be accessed via the Company’s website at www.teledyne.com/who-we-are/ethics

19.1 T eledyne Policy on Insider Trading;

Purchases and Sales of Company Securities*

21 Subsidiaries of Teledyne Technologies Incorporated*

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32.2 Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*

97.1 Teledyne Technologies Incorporated Compensation Recoupment Policy*

97.1 Teledyne Technologies Incorporated Compensation Recoupment Policy (incorporated by reference to Exhibit 97.1 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (File No.

101.INS XBRL Instance Document**

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* Submitted electronically herewith.

** Attached as Exhibit 101 to this report are the following documents formatted in XBRL (Extensible Business Reporting Language) for the year ended January 1, 2023:

(i) the Consolidated Statement of Income, (ii) the Consolidated Balance Sheet, (iii) the Consolidated Statement of Shareholders’ Equity, (iv) the Consolidated Statement of Comprehensive Income (Loss), (v) the Consolidated Statement of Cash Flows, (vi) Notes to Consolidated Financial Statements and (vii) Financial Schedule of Valuation and Qualifying Accounts.

** Attached as Exhibit 101 to this report are the following documents formatted in XBRL (Extensible Business Reporting Language) for the year ended December 29, 2024:

(i) the Consolidated Statement of Income (Loss), (ii) the Consolidated Balance Sheet, (iii) the Consolidated Statement of Shareholders’ Equity, (iv) the Consolidated Statement of Comprehensive Income (Loss), (v) the Consolidated Statement of Cash Flows, (vi) Notes to Consolidated Financial Statements and (vii) Financial Schedule of Valuation and Qualifying Accounts.

† Denotes management contract or compensatory plan or arrangement required to be filed as an Exhibit to this Form 10-K.

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/s/ Stephen F.

Blackwood Senior Vice President and

Blackwood Executive Vice President and

Blackwood Chief Financial Officer

(Principal Financial Officer) February 20, 2025

/s/ Cynthia Belak Vice President and Controller

/s/ Cynthia Belak Senior Vice President and Controller

Cynthia Belak (Principal Accounting Officer) February 20, 2025

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

What changed 10-K

Item 9A. Controls and Procedures