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CARRCarrier Global

Industrials · HVAC Equipment · NYSE

Carrier Global Corporation ("we" or "our" or the "Company") is a global leader in intelligent climate and energy solutions, focused on providing differentiated, digitally enabled lifecycle solutions to our customers. 10-K, Item 1

Employees
47,000
Headquarters
Palm Beach Gardens, FL
Next results
around Feb 4, 2027
Compare with peers → Embed

10-K 0001783180-26-000008 (2026-02-05) vs 10-K 0001783180-25-000008 (2025-02-11)

SectionCompared textWords nowChanged
Risk FactorsItem 1A13,189 1.2%
MD&AItem 77,129 34.6%
Legal ProceedingsItem 31,578 2.1%
Accounting PoliciesItem 8, Note 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES2,399 7.5%

The redline: what was cut and what was added

In each section, the paragraph that changed most, marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

MD&A 172 words changed in this paragraph; it is 56% similar to last year's version.
Cash flows from continuing financing activities primarily represent inflows and outflows associated with equity or borrowings. Primary activities include debt transactions, paying dividends to shareowners and the repurchase of our common stock. During the year ended December 31, 2025, net cash used in continuing financing activities was $4.7 billion. The primary driver of the outflow was related to repurchases of our common stock totaling $2.9 billion. In addition, we made long-term debt repayments of $1.2 billion and dividend payments of $772 million to our common shareowners. During the year ended December 31, 2024, net cash used in continuing financing activities was $4.6 billion. The primary driver of the outflow is was due to repayments of long-term debt of $5.3 billion which includes prepayments of the Delayed Draw Facility, redemption of our 5.80% notes due in 2025 and 4.375% notes due in 2025 and tender offers of approximately $1.1 billion. In addition, we made payments totaling $1.9 billion to repurchase shares of our common stock and dividend payments of $670 million to our common shareowners. These outflows were partially offset by the proceeds of borrowings used to fund the cash portion of the acquisition of the VCS Business and the November 2024 issuance of our 3.625% notes due 2037. During the year ended December 31, 2023, net cash provided by continuing financing activities was $4.6 billion. The primary driver of the inflow related to the issuance of the USD Notes and the Euro Notes related to the acquisition of the VCS Business. The inflow was partially offset by the payment of $620 million in dividends to our common shareowners. In addition, we paid $62 million to repurchase shares of our common stock.

Source: Item 7, 10-K 0001783180-26-000008 vs Item 7, 10-K 0001783180-25-000008

Accounting Policies 79 words changed in this paragraph; it is 78% similar to last year's version.
Impairment of goodwill is assessed at the reporting unit level and begins with a qualitative assessment to determine if whether it is more likely than not that the fair value of each a reporting unit is less than its carrying amount value as a basis for determining whether it is necessary to perform the goodwill impairment test under ASC 350. For those reporting units that bypass or fail the qualitative assessment, the test compares the carrying amount value of the reporting unit to its estimated fair value. Fair value of a reporting unit is estimated using a discounted cash flow method under the income approach. The approach relies on estimates of future cash flows, revenue growth rates, earnings before interest and income taxes margins, discount rates, and terminal growth rates and explicitly addressed factors such as timing, growth and margins with due consideration given to forecasting, market and geographic risk. If the estimated fair value of a reporting unit exceeds its carrying amount, value, goodwill of the reporting unit is not impaired. To the extent that the carrying amount value of the reporting unit exceeds its estimated fair value, an impairment loss will be recognized for the amount by which the reporting unit's carrying amount value exceeds its fair value, not to exceed the carrying amount value of goodwill in that reporting unit.

Source: Item 8, Note 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001783180-26-000008 vs Item 8, Note 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001783180-25-000008

Legal Proceedings 66 words changed in this paragraph; it is 74% similar to last year's version.
On November 14, 2024, KFI filed the chapter 11 plan of liquidation (as may be further amended, restated, supplemented, waived, or otherwise modified from time to time, the "Chapter 11 Plan"), which incorporates the Estate Claims Settlement, provides for the treatment of the various creditor classes, and establishes wind-down provisions, among other things, and the disclosure statement for the Chapter 11 Plan (as may be further amended, restated, supplemented, waived, or otherwise modified from time to time, the "Disclosure Statement"). A hearing to approve the Disclosure Statement, its ancillary documents Statement was held in June 2025. A revised and establish supplemented Disclosure Statement was filed on August 15, 2025. The Bankruptcy Court held a Chapter 11 Plan confirmation timeline in hearing on that statement on October 6, 2025. Following that hearing, the Bankruptcy Court is expected to ordered that the revised and supplemented Disclosure Statement be held modified further in March 2025. two areas, which the parties are addressing.

Source: Item 3, 10-K 0001783180-26-000008 vs Item 3, 10-K 0001783180-25-000008

Risk Factors 33 words changed in this paragraph; it is 94% similar to last year's version.
Our reliance on suppliers and commodity markets to secure components (such as motors and valves) valves), finished goods (including products purchased directly from suppliers for resale), and raw materials (such as copper, aluminum and steel), and as well as on service providers to deliver our products, exposes us to volatility in the prices and availability of these materials materials, products, and services. We use a wide range of materials materials, finished goods, and components in the global production and distribution of our products, which come from numerous suppliers around the world. Because some key parts and finished goods may be available only from a single supplier or a limited group of suppliers, we are subject to supply and pricing risk. In addition, certain proprietary component parts used in some of our products are provided by single-source unaffiliated third-party suppliers. We would be unable to obtain these proprietary components for an indeterminate period of time if these single-source suppliers were to cease or interrupt production or otherwise fail to supply these components to us, which could adversely affect our product sales and operating results. Our supply chain could be impacted by climate events through extreme weather, resulting in delivery or production disruptions and increased material costs. In addition, other issues with suppliers (such as capacity constraints, quality issues, consolidations, closings or bankruptcies), price increases, raw material/component material/component/finished good shortages, regulatory limitations, government actions, or the decreased availability of trucks and other delivery services could also have a material adverse effect on our ability to meet our commitments to customers or increase our operating costs. Periodic disruptions in our supply chains have resulted, and may continue to result, in sufficient inventory not being available in a timely manner or during the appropriate season as well as higher freight and other logistic costs, including increased carrier rates, which could have a material adverse effect on our business.

Source: Item 1A, 10-K 0001783180-26-000008 vs Item 1A, 10-K 0001783180-25-000008

Every change, by type

Sentences and paragraphs of CARR's Risk Factors and MD&A, 10-K 2026-02-05 against 10-K 2025-02-11. Each links to the text at sec.gov.

Quiet changes are sentences kept from last year with one to four words changed, at least one of them a hedge, a modal or a qualifier (may, could, will, not, significant, material…). A year or date rolling forward is not counted.

The full word listadverse, adversely, all, although, anticipate, anticipates, any, approximately, believe, believes, can, cannot, certain, could, expect, expects, generally, however, if, intend, intends, largely, likely, many, material, materially, may, might, most, must, never, no, not, possible, primarily, probable, should, significant, significantly, some, substantial, substantially, unlikely, will, would

RewordedRisk Factors
We also make strategic divestitures from time to time, including the dispositions during 2024 of Access Solutions, Industrial Fire, CCR and the CRF Business. Business, as well as the pending disposition of the Riello business which is subject to customary closing conditions and regulatory approvals..

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedRisk Factors
As of December 31, 2024, 2025, we had approximately $12.3 $11.5 billion in aggregate principal amount of outstanding indebtedness, including debt incurred to close the acquisition of the VCS Business on January 2, 2024. indebtedness.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedRisk Factors
The implementation of more restrictive trade policies, including tariffs, by the U.S. or by other countries, such as China and Mexico, where we sell or produce our products and services or procure materials, or unpredictability or rapid shifts in trade policies, including as a result of trade conflict between the U.S. and other countries, have in the past negatively impacted, and could in the future negatively impact impact, our business, results of operations and financial condition.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedRisk Factors
Our reliance on suppliers and commodity markets to secure components (such as motors and valves) valves), finished goods (including products purchased directly from suppliers for resale), and raw materials (such as copper, aluminum and steel), and as well as on service providers to deliver our products, exposes us to volatility in the prices and availability of these materials materials, products, and services.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedRisk Factors
However, the military conflict between the two countries countries, as well as other global conflicts such as the conflict in the Middle East, and attendant geopolitical environment may continue to negatively impact the global economy and major financial markets, and may result in additional increases in commodity prices and supply-chain disruptions, including shortages of materials, higher costs for fuel and freight and increased transportation delays.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedRisk Factors
Our business operations, particularly in our HVAC segment, Climate Solutions Americas and Climate Solutions Asia Pacific, Middle East & Africa segments, depend on various strategic relationships, namely, joint ventures and non-wholly owned subsidiaries.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedRisk Factors
(3) cause a shift away from the use of fossil fuels as an energy source, including natural gas prohibitions; and (4) lead to the adoption of additional rules and regulations surrounding public disclosures relating to greenhouse gas emissions, including those adopted in California and the European Union. Union as well as in other jurisdictions, which may vary by jurisdiction.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedRisk Factors
In addition, we may be the target of competitor or other third-party patent enforcement actions (for example, brought by owners of Standard Essential Patents or other relevant patents) seeking substantial monetary damages or seeking to prevent the sale and marketing of certain of our products.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedRisk Factors
We use various tactical and strategic actions to mitigate our raw material material, finished good, and supply chain risks and challenges, including consolidating commodity purchases, locking in prices of expected purchases of certain raw materials, finished goods and components, dual sourcing, increasing regionalization, requirements as to safety stock, proactive engagement with suppliers and our workforce and dynamic management of freight costs and availability.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedRisk Factors
In some instances, these requirements may render our existing technology, particularly some of our HVAC and refrigeration products, non-compliant or obsolete and we may be required to make increased capital expenditures to meet new regulations and standards, changing interpretations and stricter enforcement of current laws and regulations. regulations, or divergent requirements across jurisdictions in which we operate.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedRisk Factors
If certain of our product and service offerings do not meet applicable safety standards – which standards, as has been the case – previously occurred, or our customers’ expectations regarding safety or quality, we can experience, and have experienced previously, lost sales and increased costs and we can be exposed, and have previously been exposed, to legal, financial and reputational risks.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedRisk Factors
For example, because we have a number of factories and suppliers in foreign countries, the imposition of tariffs or additional sanctions sanctions, which we continue to monitor and mitigate, as necessary, or unusually restrictive border crossing rules could adversely affect our supply chain, operations and overall business.

Read it in 10-K 2026-02-05 at sec.gov ↗

Quiet changesRisk Factors
Nonetheless, any Any future downgrades could increase our borrowing costs, reduce market capacity for our commercial paper or require the posting of collateral under our derivative contracts.

Read it in 10-K 2026-02-05 at sec.gov ↗

AddedMD&A
We continue to actively monitor evolving macroeconomic conditions and recent trade policy announcements. Based on our updated analysis, we fully mitigated the impact of tariffs during 2025 through a combination of supply-chain adjustments, productivity initiatives and approximately $200 million of incremental product pricing actions. To date, tariffs have not had a material impact on our business and we are deploying additional strategies, including cost containment measures, to limit future exposure in the current market environment.

Read it in 10-K 2026-02-05 at sec.gov ↗

AddedMD&A
On December 16, 2025, we entered into a purchase agreement to sell our Riello business ("Riello") to Ariston Group with expected gross proceeds of approximately $430 million. Riello, predominantly reported in our Climate Solutions Europe segment, is a leading international manufacturer that designs, produces and integrates a comprehensive portfolio of thermal solutions including burners, boilers, heat pumps, cooling systems and aftermarket services for residential, commercial and industrial applications, with a strong focus on energy efficiency, innovation and a global distribution network. This transaction is expected to close in the first half of 2026 and is subject to customary closing conditions and regulatory approvals.

Read it in 10-K 2026-02-05 at sec.gov ↗

AddedMD&A
During 2024, we completed several activities designed to simplify our business portfolio, transforming it into a pure-play climate and energy solutions provider. On January 2, 2024, we acquired the climate solutions business (the "VCS Business") of Viessmann Group GmbH & Co. KG (together with its affiliates, “Viessmann”). The VCS Business, primarily reported in the Climate Solutions Europe segment, is a premier residential and light commercial heating, ventilating and air conditioning ("HVAC") provider in Europe that expanded our portfolio to offer a global, comprehensive suite of sustainable and innovative building and energy management solutions. In addition, we divested our Commercial and Residential Fire, Access Solutions and Industrial Fire businesses which were historically reported in our Fire & Security segment. The transactions represented a single disposal plan to separately divest multiple businesses over different reporting periods and met the criteria to be presented as discontinued operations. We also divested our Commercial Refrigeration business (“CCR”) during 2024. CCR, which was historically reported in the Climate Solutions Transportation segment (previously named Refrigeration), did not meet the criteria to be presented as discontinued operations.

Read it in 10-K 2026-02-05 at sec.gov ↗

AddedMD&A
As a result of our portfolio transformation, we revised our reportable segments to better align our reporting structure with our business strategy, resource allocation and performance assessment. Under the revised segment structure, we have three new regional HVAC operating segments. Combined with the existing Climate Solutions Transportation operating segment, the four operating segments also serve as our reportable segments. This model is designed to create a simplified, more focused and customer-centric organization across the globe. Each segment reports through separate management teams which regularly review their operating results with our Chief Operating Decision Maker (the "CODM") determined in accordance with applicable accounting guidance. In connection with the revised structure, the CODM changed the measure used to evaluate segment profitability from Operating profit to Segment operating profit. All prior period comparative information has been recast to reflect the revised segment structure.

Read it in 10-K 2026-02-05 at sec.gov ↗

AddedMD&A
We report our financial results in accordance with accounting principles generally accepted in the United States ("GAAP"). In addition, we supplement the reporting of our financial information determined under GAAP with certain non-GAAP financial information. Adjusted operating profit is a non-GAAP measure that we define as consolidated operating profit (a GAAP measure), excluding restructuring costs, amortization of acquired intangibles and other significant items of a nonoperational nature. This measure is useful to investors because it is how management assesses the operating performance of the business. A reconciliation of the amounts prepared in accordance with GAAP to the corresponding non-GAAP measure appears below and provides additional information as to the items and amounts that have been excluded from the adjusted measure.

Read it in 10-K 2026-02-05 at sec.gov ↗

AddedMD&A
For the Year Ended December 31, (In millions) 2025 2024 Reconciliation to Adjusted operating profit Operating profit $ 2,172 $ 2,646 Restructuring costs 178 108 Amortization of acquired intangibles 856 689 Acquisition step-up amortization — 282 Acquisition/divestiture-related costs 55 95 Viessmann-related hedges — 86 CCR gain (7) (318) VCS pre-acquisition product replacement cost 38 — Gain on liability adjustment — (46) Adjusted operating profit $ 3,292 $ 3,542

Read it in 10-K 2026-02-05 at sec.gov ↗

AddedMD&A
Adjusted operating profit may not be comparable to similarly-titled measures used by other companies and should not be considered a substitute for Operating profit calculated in accordance with GAAP. The non-GAAP information presented provides investors with additional useful information, but should not be considered in isolation or as a substitute for the related GAAP measure. Moreover, other companies may define non-GAAP measures differently, which limits the usefulness of these measures for comparisons with such other companies. We encourage investors to review our financial statements and publicly filed reports in their entirety and not to rely on any single financial measure.

Read it in 10-K 2026-02-05 at sec.gov ↗

AddedMD&A
Segment operating profit is the measure of profit and loss that our CODM uses to evaluate the financial performance of the business and as the basis for resource allocation, performance reviews and compensation. It represents operating profit (a GAAP measure) adjusted to exclude restructuring costs, amortization of acquired intangible assets and other significant items of a nonoperational nature.

Read it in 10-K 2026-02-05 at sec.gov ↗

AddedMD&A
Our credit ratings are periodically reviewed by the major independent debt-rating agencies. As of December 31, 2025, Standards & Poor's Global Inc. and Moody’s Investor Service Inc. have ratings on our debt set forth in the table below:

Read it in 10-K 2026-02-05 at sec.gov ↗

RemovedMD&A
We are actively monitoring recent trade policy and tariff announcements including the three executive orders issued by the President in February 2025 directing the United States to impose new tariffs on imports from Canada, Mexico and China and the subsequent announcement that the Administration intended to pause tariffs on Canada and Mexico for a month. We are currently evaluating the potential impact of the announced tariffs on our business and financial condition and actions we may take to mitigate the impact. In addition, we are currently monitoring the potential impact, if any, of actions taken by these countries in response to the announced tariffs. There can be no assurance that the future imposition of any tariffs, changes thereto or potential actions taken by countries in response to the tariffs will not have a material adverse effect upon our results of operations, financial condition or liquidity in any period or that any actions we take to mitigate the impact of the tariffs will be effective.

Read it in 10-K 2025-02-11 at sec.gov ↗

RemovedMD&A
On April 25, 2023, we announced that we entered into a Share Purchase Agreement (the “Agreement”) to acquire the climate solutions business (the "VCS Business") of Viessmann Group GmbH & Co. KG (“Viessmann”), a privately-held company. The VCS Business develops intelligent, integrated and sustainable technologies, including heat pumps, boilers, photovoltaic systems, home battery storage and digital solutions, primarily for residential customers in Europe. The acquisition was completed on January 2, 2024. As a result, the assets, liabilities and results of operations of the VCS Business are consolidated in the accompanying Consolidated Financial Statements as of the date of acquisition and reported within our HVAC segment.

Read it in 10-K 2025-02-11 at sec.gov ↗

RemovedMD&A
On June 2, 2024, we completed the sale of our Access Solutions business ("Access Solutions") for cash proceeds of $5.0 billion. Access Solutions, historically reported in our Fire & Security segment, is a global supplier of physical security and digital access solutions supporting the hospitality, commercial, education and military markets. We recognized a net gain on the sale of $1.8 billion, which is included in Discontinued operations, net of tax on the accompanying Consolidated Statement of Operations during the year ended December 31, 2024.

Read it in 10-K 2025-02-11 at sec.gov ↗

RemovedMD&A
On July 1, 2024, we completed the sale of our Industrial Fire business ("Industrial Fire") for cash proceeds of $1.4 billion. Industrial Fire, historically reported in our Fire & Security segment, is a leading manufacturer of a full spectrum of fire detection and suppression solutions and services in critical high-hazard environments, including oil and gas, power generation, marine and offshore facilities, automotive, data centers and aircraft hangars. We recognized a net gain on the sale of $319 million, which is included in Discontinued operations, net of tax on the accompanying Consolidated Statement of Operations during the year ended December 31, 2024.

Read it in 10-K 2025-02-11 at sec.gov ↗

RemovedMD&A
On October 1, 2024, we completed the sale of our Commercial Refrigeration business ("CCR") for cash proceeds of $679 million. CCR, historically reported in our Refrigeration segment, is a global supplier of turnkey solutions for commercial refrigeration systems and services, with a primary focus on serving food retail customers, cold storage facilities and warehouses. We recognized a gross gain on the sale of $318 million, which is included in Other income (expense), net on the accompanying Consolidated Statement of Operations during the year ended December 31, 2024. The net proceeds received are subject to working capital and other adjustments provided in the stock purchase agreement.

Read it in 10-K 2025-02-11 at sec.gov ↗

RemovedMD&A
On December 2, 2024, we completed the sale of our Commercial and Residential Fire business ("CRF Business") for cash proceeds of $2.9 billion. The CRF Business, historically reported in our Fire & Security segment, is a leading manufacturer of fire detection and alarm solutions for both commercial and residential applications. We recognized a net gain on the sale of $1.4 billion, which is included in Discontinued operations, net of tax on the accompanying Consolidated Statement of Operations during the year ended December 31, 2024. The net proceeds received are subject to working capital and other adjustments provided in the stock purchase agreement.

Read it in 10-K 2025-02-11 at sec.gov ↗

RemovedMD&A
On May 14, 2023, Kidde-Fenwal, Inc. ("KFI"), an indirect wholly-owned subsidiary of ours, filed a petition for voluntary reorganization under Chapter 11 of the United States Bankruptcy Code ("Chapter 11") in the United States Bankruptcy Court for the District of Delaware. KFI, an industrial fire detection and suppression business historically reported in our Fire & Security segment, filed a voluntary petition with the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) seeking relief under chapter 11 of the Bankruptcy Code. As of the petition date, KFI was deconsolidated and its respective assets and liabilities were derecognized from our Consolidated Financial Statements.

Read it in 10-K 2025-02-11 at sec.gov ↗

RemovedMD&A
We determine our segments based on how our Chief Executive Officer, who is the Chief Operating Decision Maker (the "CODM"), allocates resources, assesses performance and makes operational decisions. The CODM allocates resources and evaluates the financial performance of each of our segments based on Net sales and Operating profit. Adjustments to reconcile segment reporting to the consolidated results are included in Note 21 - Segment Financial Data.

Read it in 10-K 2025-02-11 at sec.gov ↗

RemovedMD&A
Due to the completion of our portfolio transformation activities in 2024, we anticipate changes to our management reporting structure and to the information provided to our CODM beginning in 2025. As a result, we are reassessing our reportable segment structure to align with any changes.

Read it in 10-K 2025-02-11 at sec.gov ↗

RemovedMD&A
On January 2, 2024, we acquired the VCS Business, a leading manufacturer of high efficiency heating and renewable energy systems in Europe. The results of the VCS Business have been included in our Consolidated Financial Statements since the date of acquisition. The transaction added 21% to Net sales for the year ended December 31, 2024, and is included in Acquisitions and divestitures, net.

Read it in 10-K 2025-02-11 at sec.gov ↗

RemovedMD&A
On April 25, 2023, we announced that we entered into an Agreement to acquire the VCS Business. Under the terms of the Agreement, 20% of the purchase price was to be paid in Carrier common stock, issued directly to Viessmann and subject to certain lock-up provisions and 80% was to be paid in cash. Simultaneously, we entered into commitment letters with JPMorgan Chase Bank, N.A., BofA Securities, Inc. and Bank of America, N.A. to provide a €8.2 billion senior unsecured bridge term loan facility (the "Bridge Loan") to fund a portion of the Euro-denominated purchase price.

Read it in 10-K 2025-02-11 at sec.gov ↗

RemovedMD&A
On May 19, 2023, we entered into a 364-day, $500 million, senior unsecured revolving credit agreement with JPMorgan Chase Bank, N.A., as administrative agent and certain other lenders (the "Revolver"). In addition, we entered into a senior unsecured delayed draw term loan credit agreement with JPMorgan Chase Bank, N.A., as administrative agent and certain other lenders that permits aggregate borrowings of up to €2.3 billion (the "Delayed Draw Facility"). Upon entering into the Delayed Draw Facility, the aggregate principal amount of the Bridge Loan was reduced by €2.3 billion. In November 2023, we issued $3.0 billion principal amount of USD-denominated notes ("USD Notes") and €2.35 billion principal amount of Euro-denominated notes ("Euro Notes"). Upon issuance, the aggregate principal amount of the Bridge Loan was reduced by €5.4 billion. On January 2, 2024, we entered into a 60-day senior unsecured term loan agreement consisting of a Euro-denominated tranche in an aggregate amount of €113 million and a USD-denominated tranche in an aggregate amount of $349 million (the “60-day Loan”). Upon entering into the 60-day Loan, we reduced the final portion of the Bridge Loan by €500 million and subsequently terminated the agreement.

Read it in 10-K 2025-02-11 at sec.gov ↗

RewordedMD&A
The increase was primarily driven by a net tax charge of $650 million related to a re-organization of the VCS Business and a non-deductible loss of $86 million on the mark-to-market valuation of our window forward contracts associated with the expected cash outflows of the Euro-denominated purchase price of the VCS Business, These amounts were partially offset by the lower effective tax rate on the $318 million gain on the sale of CCR and $44 million of foreign tax credits generated and utilized in the current year.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedMD&A
A detailed discussion of the year ended December 31, 2023, 2024, compared with December 31, 2022, 2023, is not included herein and can be found in the Management's Discussion and Analysis of Financial Condition and Results of Operations section in the recast of the Company's 2023 Annual Report, Report on Form 10-K for the year ended December 31, 2024, included within Exhibit 99.1 to the Current Report on Form 8-K filed with the SEC on February 6, 2024, July 29, 2025, under the heading "Results of Operations," which is incorporated herein by reference.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedMD&A
The increase was primarily driven by a net tax charge of $650 million related to a re-organization of the VCS Business and a non-deductible loss of $86 million on the mark-to-market valuation of our the Company's window forward contracts associated with the expected cash outflows of the Euro-denominated purchase price of the VCS Business, partially offset by the lower effective tax rate on the $318 million gain on the sale of CCR and $44 million of foreign tax credits generated and utilized in the current year. Business.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedMD&A
The approach relies on our estimates of Key assumptions used in estimating future cash flows, long-term flows included the revenue growth rates, discount rates rate, earnings before interest and income tax rates taxes margin, discount rate, and terminal growth rate, among others and explicitly addressed factors such as timing, growth and margins with due consideration given to forecasting, market and geographic risk.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedMD&A
In accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 350, Intangibles - Goodwill and Other ("ASC 350"), goodwill and other indefinite-lived intangible assets are is tested and reviewed annually for impairment on July 1 or whenever there is a material change in events or circumstances that indicate indicates that the fair value of the asset is more likely than not reporting unit may be less than the its carrying amount of the asset. value.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedMD&A
For our 2024 2025 goodwill and indefinite-lived intangible assets impairment tests, we elected to perform qualitative step zero assessments for all tests (except one) tests, except for our Climate Solutions Europe reporting unit, to determine if it was more likely than not that the fair values of our reporting units and indefinite-lived intangible assets were below carrying value.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedMD&A
However, the results of the VCS Business The prior period included inventory step-up, step-up and backlog amortization and intangible asset amortization resulting from the recognition of acquired assets of the VCS Business at fair value. value which are now fully amortized.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedMD&A
During the year ended December 31, 2024, 2025, we completed finalized the working capital and other adjustments provided in the stock purchase agreement governing the sale of CCR and recognized a gain gains on the sale of $318 million. several equity method investments.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedMD&A
Our portfolio includes industry-leading brands such as Carrier, Viessmann, Toshiba, Automated Logic and Carrier Transicold Transicold, among others, that offer innovative heating, ventilating and air conditioning ("HVAC"), refrigeration cooling and cold chain transportation solutions to help make enhance the lives we live and the world safer and more comfortable. we share.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedMD&A
Operating Segment operating profit Organic / Operational 2% (7)% Foreign currency translation (1)% Acquisitions and divestitures, net (4)% Restructuring 3% CCR gain on sale 74% Other (7)% —% Total % change 67% (7)%

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedMD&A
Results These results were partially offset by growth in the Container our commercial business (up 24%) was 23%) primarily driven by strong end-market ongoing customer demand and improved pricing. price.

Read it in 10-K 2026-02-05 at sec.gov ↗

RewordedMD&A
Operating Segment operating profit Organic / Operational 2% (8)% Foreign currency translation (1)% Acquisitions and divestitures, net (4)% Restructuring 3% CCR gain on sale 74% Other (7)% Total % change 67% (5)%

Read it in 10-K 2026-02-05 at sec.gov ↗

Quiet changesMD&A
Consistent with our capital allocation strategy, the net proceeds will be used were to fund repayment of debt, investments in organic and inorganic growth initiatives and capital returns to shareowners as well as for general corporate purposes.

Read it in 10-K 2026-02-05 at sec.gov ↗

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