← Filings of VLTO
Table 1 after “TABLE OF CONTENTS”
| | PAGE | |
| INFORMATION RELATING TO FORWARD-LOOKING STATEMENTS | 1 | | |
| PART I | | | |
| Item 1. | Business | 4 |
| Item 1A. | Risk Factors | 11 |
| Item 1B. | Unresolved Staff Comments | 26 |
| Item 1C. | Cybersecurity | 26 |
| Item 2. | Properties | 27 |
First 8 of 29 rows. The download has all of them.
Table 2 after “Sales Growth and Core Sales Growth”
| 2024 vs. 2023 | 2023 vs. 2022 | |
| Total sales growth GAAP | 3.4% | | 3.1% |
| Impact of: | | | |
| Acquisitions/divestitures | —% | | (0.3)% |
| Currency exchange rates | 0.3% | | (0.2)% |
| Core sales growth (non-GAAP) | 3.7% | | 2.6% |
Table 3 after “Sales by business segment for the years ended December 31 are as follows:”
| ($ in millions) | 2024 | 2023 | | 2022 | |
| Water Quality | $3,138 | | $3,039 | | $2,887 |
| Product Quality & Innovation | 2,055 | | 1,982 | | 1,983 |
| Total | $5,193 | | $5,021 | | $4,870 |
Table 4 after “Cost of Sales and Gross Profit”
| Year Ended December 31 | | | | |
| ($ in millions) | 2024 | 2023 | | 2022 | |
| Sales | $5,193 | | $5,021 | | $4,870 |
| Cost of sales | (2,088) | | (2,120) | | (2,110) |
| Gross profit | $3,105 | | $2,901 | | $2,760 |
| Gross profit margin | 59.8% | | 57.8% | | 56.7% |
Table 5 after “Operating Expenses”
| Year Ended December 31 | | | | |
| ($ in millions) | 2024 | 2023 | | 2022 | |
| Sales | $5,193 | | $5,021 | | $4,870 |
| Selling, general and administrative (“SG&A”) expenses | (1,644) | | (1,536) | | (1,431) |
| Research and development (“R&D”) expenses | (253) | | (225) | | (217) |
| SG&A as a % of sales | 31.7% | | 30.6% | | 29.4% |
| R&D as a % of sales | 4.9% | | 4.5% | | 4.5% |
Table 6 after “Water Quality Selected Financial Data”
| Year Ended December 31 | | | | |
| ($ in millions) | 2024 | 2023 | | 2022 | |
| Sales | $3,138 | | $3,039 | | $2,887 |
| Operating profit | 768 | | 730 | | 668 |
| Depreciation | 25 | | 24 | | 24 |
| Amortization of intangible assets | 16 | | 21 | | 22 |
| Operating profit as a % of sales | 24.5% | | 24.0% | | 23.1% |
| Depreciation as a % of sales | 0.8% | | 0.8% | | 0.8% |
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Table 7 after “Sales Growth and Core Sales Growth”
| 2024 vs. 2023 | 2023 vs. 2022 | |
| Total sales growth GAAP | 3.2% | | 5.3% |
| Impact of: | | | |
| Acquisitions/divestitures | 0.3% | | —% |
| Currency exchange rates | 0.4% | | (0.2)% |
| Core sales growth (non-GAAP) | 3.9% | | 5.1% |
Table 8 after “Product Quality & Innovation Selected Financial Data”
| Year Ended December 31 | | | | |
| ($ in millions) | 2024 | 2023 | | 2022 | |
| Sales | $2,055 | | $1,982 | | $1,983 |
| Operating profit | 529 | | 472 | | 488 |
| Depreciation | 14 | | 15 | | 16 |
| Amortization of intangible assets | 22 | | 27 | | 28 |
| Operating profit as a % of sales | 25.7% | | 23.8% | | 24.6% |
| Depreciation as a % of sales | 0.7% | | 0.8% | | 0.8% |
First 8 of 9 rows. The download has all of them.
Table 9 after “Sales Growth and Core Sales Growth (Decline)”
| 2024 vs. 2023 | 2023 vs. 2022 | |
| Total sales growth GAAP | 3.7% | | —% |
| Impact of: | | | |
| Acquisitions/divestitures | (0.4)% | | (0.7)% |
| Currency exchange rates | —% | | (0.3)% |
| Core sales growth (decline) (non-GAAP) | 3.3% | | (1.0)% |
Table 10 after “The following table summarizes the Company’s effective tax rate:”
| Year Ended December 31 | | | | |
| 2024 | 2023 | | 2022 | |
| Effective tax rate | 23.3% | | 23.4% | | 24.1% |
Table 11 after “Following is an overview of the Company’s cash flows and liquidity for the years ended December 31:”
| ($ in millions) | 2024 | 2023 | | 2022 | |
| Net cash provided by operating activities | $875 | | $963 | | $870 |
| Cash paid for acquisitions, net of cash acquired | $(363) | | $— | | $(55) |
| Payments for additions to property, plant and equipment | (55) | | (54) | | (34) |
| Proceeds from sales of property, plant and equipment | — | | 2 | | — |
| All other investing activities | (16) | | (3) | | — |
| Net cash used in investing activities | $(434) | | $(55) | | $(89) |
| Proceeds from the issuance of common stock in connection with stock-based compensation | $24 | | $4 | | $— |
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Table 12 after “($ in millions, except per share amounts)”
| As of December 31 | | |
| 2024 | 2023 | |
| ASSETS | | | |
| Current assets: | | | |
| Cash and equivalents | $1,101 | | $762 |
| Trade accounts receivable, less allowance for credit losses of $37 and $36, respectively | 812 | | 826 |
| Inventories | 288 | | 297 |
| Prepaid expenses and other current assets | 186 | | 188 |
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Table 13 after “($ and shares in millions, except per share amounts)”
| Year Ended December 31 | | | | |
| 2024 | 2023 | | 2022 | |
| Sales | $5,193 | | $5,021 | | $4,870 |
| Cost of sales | (2,088) | | (2,120) | | (2,110) |
| Gross profit | 3,105 | | 2,901 | | 2,760 |
| Operating costs: | | | | | |
| Selling, general and administrative expenses | (1,644) | | (1,536) | | (1,431) |
| Research and development expenses | (253) | | (225) | | (217) |
First 8 of 21 rows. The download has all of them.
Table 14 after “($ in millions)”
| Year Ended December 31 | | | | |
| 2024 | 2023 | | 2022 | |
| Net earnings | $833 | | $839 | | $845 |
| Other comprehensive income (loss), net of income taxes: | | | | | |
| Foreign currency translation adjustments | (139) | | 29 | | (100) |
| Pension and postretirement plan benefit adjustments | (4) | | (15) | | 33 |
| Unrealized gain (loss) on net investment hedge | 26 | | (14) | | — |
| Total other comprehensive income (loss), net of income taxes | (117) | | — | | (67) |
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Table 15 after “($ and shares in millions)”
| Common Stock | | | | | | | | | | | | | |
| Shares | Amount | | Additional Paid-In Capital | Retained Earnings | Net Former Parent Investment | | Accumulated Other Comprehensive Income (Loss) | | | Noncontrolling Interests | | | |
| January 1, 2022 | — | | $— | | $— | | $— | | | $4,084 | | $(887) | | $4 |
| Net earnings for the year | — | | — | | — | | — | | | 845 | | — | | — |
| Net transfers to Former Parent | — | | — | | — | | — | | | (781) | | — | | — |
| Other comprehensive loss | — | | — | | — | | — | | | — | | (67) | | — |
| Former Parent common stock-based award activity | — | | — | | — | | — | | | 41 | | — | | — |
| Change in noncontrolling interests | — | | — | | — | | — | | | — | | — | | 1 |
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Table 16 after “($ in millions)”
| Year Ended December 31 | | | | |
| 2024 | 2023 | | 2022 | |
| Cash flows from operating activities: | | | | | |
| Net earnings | $833 | | $839 | | $845 |
| Noncash items: | | | | | |
| Depreciation | 40 | | 39 | | 40 |
| Amortization of intangible assets | 38 | | 48 | | 50 |
| Stock-based compensation expense | 65 | | 55 | | 41 |
First 8 of 37 rows. The download has all of them.
Table 17 after “The classes of inventory as of December 31 are summarized as follows:”
| ($ in millions) | 2024 | 2023 | |
| Finished goods | $122 | | $126 |
| Work in process | 39 | | 42 |
| Raw materials | 127 | | 129 |
| Total | $288 | | $297 |
Table 18 after “The classes of property, plant and equipment as of December 31 are summarized as follows:”
| ($ in millions) | 2024 | 2023 | |
| Land and improvements | $16 | | $15 |
| Buildings | 208 | | 202 |
| Machinery and equipment | 502 | | 491 |
| Customer-leased equipment | 27 | | 26 |
| Gross property, plant and equipment | 753 | | 734 |
| Less: accumulated depreciation | (485) | | (472) |
| Property, plant and equipment, net | $268 | | $262 |
Table 19 after “The following summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition for the individ”
| ($ in millions) | TraceGains |
| Trade accounts receivable | $5 |
| Intangible assets - trade names | 5 |
| Intangible assets - developed technology | 86 |
| Intangible assets - customer relationships | 55 |
| Goodwill | 240 |
| Deferred revenue | (18) |
| Deferred tax liabilities | (21) |
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Table 20 after “Information related to the calculation of net earnings per common share for the years ended December 31 is summarized as follows:”
| ($ and shares in millions, except per share amounts) | 2024 | 2023 | | 2022 | |
| Numerator: | | | | | |
| Net earnings | $833 | | $839 | | $845 |
| Denominator: | | | | | |
| Weighted average common shares outstanding used in Basic EPS | 247.3 | | 246.4 | | 246.3 |
| Incremental shares from assumed exercise of dilutive options and vesting of dilutive RSUs and PSUs | 2.3 | | 0.4 | | — |
| Weighted average common shares outstanding used in Diluted EPS | 249.6 | | 246.8 | | 246.3 |
| Basic EPS | $3.37 | | $3.41 | | $3.43 |
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Table 21 after “The following table presents the Company’s revenues disaggregated by geographical region and revenue type. Sales taxes and other usage-based”
| ($ in millions) | Water Quality | Product Quality & Innovation | | Total | |
| Year ended December 31, 2024: | | | | | |
| Geographical region: | | | | | |
| North America(a) | $1,804 | | $689 | | $2,493 |
| Western Europe | 546 | | 603 | | 1,149 |
| Other developed markets | 65 | | 50 | | 115 |
| High-growth markets(b) | 723 | | 713 | | 1,436 |
| Total | $3,138 | | $2,055 | | $5,193 |
First 8 of 34 rows. The download has all of them.
Table 22 after “Detailed segment data for the years ended December 31 is as follows:”
| ($ in millions) | 2024 | 2023 | | 2022 | |
| Sales: | | | | | |
| Water Quality | $3,138 | | $3,039 | | $2,887 |
| Product Quality & Innovation | 2,055 | | 1,982 | | 1,983 |
| Total | $5,193 | | $5,021 | | $4,870 |
| Operating profit: | | | | | |
| Water Quality | $768 | | $730 | | $668 |
| Product Quality & Innovation | 529 | | 472 | | 488 |
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| ($ in millions) | Water Quality | Product Quality & Innovation | | Other | Total | |
| Sales | $3,138 | | $2,055 | | $— | $5,193 |
| Less: other segment items | (2,370) | | (1,526) | | (89) | (3,985) |
| Segment operating profit | $768 | | $529 | | $(89) | $1,208 |
| Other expense, net | | | | | (9) | |
| Interest expense, net | | | | | (113) | |
| Earnings before income taxes | | | | | $1,086 | |
| ($ in millions) | Water Quality | Product Quality & Innovation | | Other | Total | |
| Sales | $3,039 | | $1,982 | | $— | $5,021 |
| Less: other segment items | (2,309) | | (1,510) | | (62) | (3,881) |
| Segment operating profit | $730 | | $472 | | $(62) | $1,140 |
| Other expense, net | | | | | (14) | |
| Interest expense, net | | | | | (30) | |
| Earnings before income taxes | | | | | $1,096 | |
| ($ in millions) | Water Quality | Product Quality & Innovation | | Other | Total | |
| Sales | $2,887 | | $1,983 | | $— | $4,870 |
| Less: other segment items | (2,219) | | (1,495) | | (44) | (3,758) |
| Segment operating profit | $668 | | $488 | | $(44) | $1,112 |
| Other income, net | | | | | 1 | |
| Earnings before income taxes | | | | | $1,113 | |
Table 26 after “Operations in Geographical Areas:”
| Year Ended December 31 | | | | |
| ($ in millions) | 2024 | 2023 | | 2022 | |
| Sales: | | | | | |
| United States | $2,312 | | $2,177 | | $2,094 |
| China | 334 | | 356 | | 395 |
| Germany | 266 | | 257 | | 251 |
| All other (each country individually less than 5% of total sales) | 2,281 | | 2,231 | | 2,130 |
| Total | $5,193 | | $5,021 | | $4,870 |
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Table 27 after “Earnings from operations before income taxes for the years ended December 31 were as follows:”
| ($ in millions) | 2024 | 2023 | | 2022 | |
| United States | $555 | | $484 | | $528 |
| Non-U.S. | 531 | | 612 | | 585 |
| Total | $1,086 | | $1,096 | | $1,113 |
Table 28 after “The provision for income taxes from operations for the years ended December 31 were as follows:”
| ($ in millions) | 2024 | 2023 | | 2022 | |
| Current: | | | | | |
| Federal U.S. | $116 | | $86 | | $107 |
| Non-U.S. | 184 | | 169 | | 177 |
| State and local | 27 | | 27 | | 28 |
| Deferred: | | | | | |
| Federal U.S. | (45) | | (19) | | (22) |
| Non-U.S. | (29) | | (4) | | (17) |
First 8 of 10 rows. The download has all of them.
Table 29 after “The effective income tax rate from operations for the years ended December 31 varies from the U.S. statutory federal income tax rate as foll”
| Percentage of Pretax Earnings | | | | |
| 2024 | 2023 | | 2022 | |
| Statutory federal income tax rate | 21.0% | | 21.0% | | 21.0% |
| Increase (decrease) in tax rate resulting from: | | | | | |
| State income taxes (net of Federal income tax benefit) | 2.0 | | 1.9 | | 1.7 |
| Non-U.S. rate differential | 2.1 | | 3.5 | | 2.7 |
| US Taxation of Foreign Earnings | (4.2) | | (2.1) | | (1.5) |
| Change in uncertain tax positions | 3.2 | | — | | 1.0 |
First 8 of 12 rows. The download has all of them.
Table 30 after “Significant components of the Company’s deferred tax assets and liabilities from operations at the end of each fiscal year were as follows:”
| ($ in millions) | 2024 | 2023 | |
| Deferred tax assets: | | | |
| Allowance for credit losses | $6 | | $6 |
| Inventories | 18 | | 18 |
| Employee benefit plans | 8 | | 7 |
| Other accruals and prepayments | 112 | | 79 |
| Stock-based compensation expense | 17 | | 14 |
| Operating lease liabilities | 37 | | 31 |
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Table 31 after “A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding amounts accrued for potential interest and penal”
| ($ in millions) | 2024 | 2023 | | 2022 | |
| Unrecognized tax benefits, beginning of year | $97 | | $94 | | $81 |
| Additions based on tax positions related to the current year | 46 | | — | | 8 |
| Additions for tax positions of prior years | 15 | | 2 | | 11 |
| Reductions for tax positions of prior years | — | | 2 | | — |
| Acquisitions, divestitures and other | — | | 4 | | — |
| Statute of limitations expirations | (1) | | (1) | | (1) |
| Settlements | — | | (4) | | (4) |
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Table 32 after “The following sets forth the components of the Company’s other income (expense), net:”
| ($ in millions) | 2024 | 2023 | | 2022 | |
| Other components of net periodic benefit costs | $1 | | $1 | | $1 |
| Unrealized investment losses | — | | (15) | | — |
| Loss on product line dispositions, net | (10) | | — | | — |
| Total other income (expense), net | $(9) | | $(14) | | $1 |
Table 33 after “The Consolidated and Combined Financial Statements include the following amounts related to operating leases where the Company is the lessee”
| ($ in millions) | | 2024 | | 2023 | | 2022 | | |
| Consolidated and Combined Statements of Earnings | | | | | | | | |
| Fixed operating lease expense (a) | | $51 | | | $43 | | | $40 |
| Variable operating lease expense | | 18 | | | 12 | | | 13 |
| Total operating lease expense | | $69 | | | $55 | | | $53 |
| Consolidated and Combined Statements of Cash Flows | | | | | | | | |
| Cash paid for amounts included in the measurement of operating lease liabilities | | $49 | | | $41 | | | $40 |
| ROU assets obtained in exchange for operating lease obligations | | 47 | | | 52 | | | 24 |
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Table 34 after “The following table presents the maturity of the Company’s operating lease liabilities as of December 31, 2024 ($ in millions):”
| 2025 | $45 |
| 2026 | 36 |
| 2027 | 27 |
| 2028 | 19 |
| 2029 | 15 |
| Thereafter | 55 |
| Total operating lease payments | 197 |
| Less: imputed interest | (29) |
First 8 of 9 rows. The download has all of them.
Table 35 after “The following is a rollforward of the Company’s goodwill by segment:”
| ($ in millions) | Water Quality | Product Quality & Innovation | | Total | |
| Balance, January 1, 2023 | $1,277 | | $1,199 | | $2,476 |
| Adjustments due to finalization of purchase price allocations | — | | 2 | | 2 |
| Foreign currency translation and other | 28 | | 27 | | 55 |
| Balance, December 31, 2023 | 1,305 | | 1,228 | | 2,533 |
| Attributable to 2024 acquisitions | — | | 243 | | 243 |
| Foreign currency translation and other | (49) | | (34) | | (83) |
| Balance, December 31, 2024 | $1,256 | | $1,437 | | $2,693 |
Table 36 after “The following summarizes the gross carrying value and accumulated amortization for each major category of intangible assets as of December 3”
| 2024 | 2023 | | | | |
| ($ in millions) | Gross Carrying Amount | Accumulated Amortization | | Gross Carrying Amount | Accumulated Amortization | |
| Finite-lived intangibles: | | | | | | |
| Customer relationships | $631 | | $(510) | | $595 | $(502) |
| Patents, technology and other intangibles | 355 | | (246) | | 277 | (246) |
| Total finite-lived intangibles | 986 | | (756) | | 872 | (748) |
| Indefinite-lived intangibles: | | | | | | |
| Trademarks and trade names | 305 | | — | | 303 | — |
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Table 37 after “A summary of financial liabilities that are measured at fair value on a recurring basis were as follows:”
| ($ in millions) | Quoted Prices in Active Market (Level 1) | Significant Other Observable Inputs (Level 2) | | Significant Unobservable Inputs (Level 3) | Total | |
| December 31, 2024 | | | | | | |
| Deferred compensation liabilities | $32 | | $— | | $— | $32 |
| December 31, 2023 | | | | | | |
| Deferred compensation liabilities | $23 | | $— | | $— | $23 |
Table 38 after “The carrying amounts and fair values of the Company’s other financial instruments as of December 31 were as follows:”
| 2024 | 2023 | | | | |
| ($ in millions) | Carrying Amount | Fair Value | | Carrying Amount | Fair Value | |
| Long-term debt | $2,599 | | $2,638 | | $2,629 | $2,710 |
Table 39 after “Accrued expenses and other liabilities as of December 31 were as follows:”
| 2024 | 2023 | | | | |
| ($ in millions) | Current | Noncurrent | | Current | Noncurrent | |
| Compensation and benefits | $244 | | $29 | | $184 | $44 |
| Deferred revenue | 237 | | 17 | | 208 | 15 |
| Taxes, income and other | 77 | | 295 | | 139 | 185 |
| Operating lease liabilities | 39 | | 129 | | 33 | 115 |
| Other | 253 | | 47 | | 270 | 51 |
| Total | $850 | | $517 | | $834 | $410 |
Table 40 after “The components of the Company’s debt as of December 31 were as follows ($ in millions):”
| Outstanding Amount | | |
| Description and Aggregate Principal Amount | 2024 | 2023 | |
| 5.50% senior unsecured notes due 9/18/2026 ($700 million) (the “2026 Notes”) | $697 | | $696 |
| 5.35% senior unsecured notes due 9/18/2028 ($700 million) (the “2028 Notes”) | 696 | | 695 |
| 4.15% senior unsecured notes due 9/19/2031 (€500 million) (the “2031 Notes”) | 513 | | 546 |
| 5.45% senior unsecured notes due 9/18/2033 ($700 million) (the "2033 Notes") | 693 | | 692 |
| Long-term debt | $2,599 | | $2,629 |
Table 41 after “The Company’s minimum principal payments for the next five years are as follows ($ in millions):”
| 2025 | $— |
| 2026 | 700 |
| 2027 | — |
| 2028 | 700 |
| 2029 | — |
| Thereafter | 1,218 |
Table 42 after “The following table summarizes the notional values as of December 31, 2024 and 2023 and pretax impact of changes in the fair values of instr”
| ($ in millions) | Notional Amount Outstanding | Gain Recognized in OCI | | Amounts Reclassified from OCI | |
| Year ended December 31, 2024: | | | | | |
| Net investment hedges: | | | | | |
| Foreign currency denominated debt | $513 | | $34 | | $— |
| Year ended December 31, 2023: | | | | | |
| Net investment hedges: | | | | | |
| Foreign currency denominated debt | $546 | | $(19) | | $— |
Table 43 after “The following sets forth the funded status of the Company's plans as of the most recent actuarial valuations using measurement dates of Dece”
| ($ in millions) | 2024 | 2023 | |
| Change in pension benefit obligation: | | | |
| Benefit obligation at beginning of year | $(171) | | $(142) |
| Service cost | (5) | | (5) |
| Interest cost | (4) | | (4) |
| Participant contributions | (2) | | (2) |
| Plan settlements and curtailments | 9 | | — |
| Benefits and other expenses paid | 5 | | 6 |
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Table 44 after “Projected benefit obligation (“PBO”) and fair value of plan assets for pension plans and postretirement benefit plans with PBOs in excess of”
| ($ in millions) | 2024 | 2023 | |
| Projected benefit obligation | $162 | | $171 |
| Fair value of plan assets | 127 | | 135 |
Table 45 after “Accumulated benefit obligation (“ABO”) and fair value of plan assets for pension plans and postretirement benefit plans with ABOs in excess ”
| ($ in millions) | 2024 | 2023 | |
| Accumulated benefit obligation | $149 | | $157 |
| Fair value of plan assets | 127 | | 135 |
Table 46 after “Weighted average assumptions used to determine benefit obligations at date of measurement:”
| 2024 | 2023 | |
| Discount rate | 1.7% | | 2.0% |
| Rate of compensation increase | 2.2% | | 2.5% |
Table 47 after “Components of net periodic pension and postretirement benefit (cost):”
| ($ in millions) | 2024 | 2023 | |
| Service cost | $(5) | | $(5) |
| Interest cost | (4) | | (4) |
| Expected return on plan assets | 4 | | 4 |
| Amortization of prior service credit | 1 | | 1 |
| Amortization of net loss | — | | — |
| Settlement and curtailment gain | 2 | | — |
| Net periodic pension cost | $(2) | | $(4) |
Table 48 after “Weighted average assumptions used to determine net periodic pension benefit (cost) at date of measurement:”
| ($ in millions) | 2024 | 2023 | |
| Discount rate | 2.0% | | 2.9% |
| Expected long-term return on plan assets | 3.1% | | 3.1% |
| Rate of compensation increase | 2.5% | | 2.5% |
Table 49 after “The following sets forth benefit payments, which reflect expected future service, as appropriate, expected to be paid by the plans in the pe”
| 2025 | $7 |
| 2026 | 7 |
| 2027 | 7 |
| 2028 | 10 |
| 2029 | 10 |
| 2030 - 2034 | 44 |
Table 50 after “The following summarizes the assumptions used in the Black-Scholes model to value options granted during the years ended December 31:”
| 2024 | 2023 |
| Risk-free interest rate | 4.0 – 4.5% | 4.6 – 4.7% |
| Weighted average volatility | 33.0 – 36.1% | 32.7% – 35.7% |
| Dividend yield | 0.4% – 0.5% | —% |
| Expected years until exercise | 5 – 7 | 5 – 7 |
Table 51 after “The following summarizes option activity under the Company’s stock plans:”
| (in millions, except weighted average exercise price and number of years) | Options | Weighted Average Exercise Price | | Weighted Average Remaining Contractual Term (in years) | Aggregate Intrinsic Value | |
| Outstanding as of December 31, 2022 | — | | $— | | | |
| Awards converted from Former Parent plan | 5.7 | | 58.22 | | | |
| Granted | 0.1 | | 77.53 | | | |
| Exercised | (0.1) | | 31.81 | | | |
| Cancelled/forfeited | (0.1) | | 78.05 | | | |
| Outstanding as of December 31, 2023 | 5.6 | | 58.93 | | 6.3 | $141 |
| Granted | 0.9 | | 89.15 | | | |
First 8 of 13 rows. The download has all of them.
Table 52 after “Options outstanding as of December 31, 2024 are summarized below:”
| (in millions, except price per share and number of years) | Outstanding | Exercisable | | | | | |
| Exercise Price | Shares | Average Exercise Price | | Average Remaining Life (in years) | Shares | Average Exercise Price | |
| $19.35 to $37.91 | 1.1 | | $28.62 | | 2 | 1.1 | $28.62 |
| $37.92 to $62.92 | 1.1 | | 45.65 | | 4 | 1.0 | 44.77 |
| $62.93 to $83.22 | 0.9 | | 75.32 | | 6 | 0.4 | 74.13 |
| $83.23 to $90.31 | 1.5 | | 84.95 | | 8 | 0.2 | 83.57 |
| $90.32 to $102.68 | 0.8 | | 93.80 | | 7 | 0.4 | 93.54 |
Table 53 after “The following summarizes information on unvested RSU activity:”
| (in millions, except weighted average grant-date fair value) | Number of RSUs | Weighted Average Grant-Date Fair Value | |
| Unvested as of December 31, 2022 | — | | $— |
| Awards from Former Parent plan | 1.0 | | 76.38 |
| Granted | 0.1 | | 76.19 |
| Vested | (0.1) | | 80.20 |
| Forfeited | — | | 77.93 |
| Unvested as of December 31, 2023 | 1.0 | | 76.23 |
| Granted | 0.5 | | 95.60 |
First 8 of 11 rows. The download has all of them.
Table 54 after “The changes in accumulated other comprehensive income (loss) by component are summarized below.”
| ($ in millions) | Foreign Currency Translation Adjustments | Net Investment Hedges | | Pension and Postretirement Plan Benefit Adjustments | | | Accumulated Comprehensive Income (Loss) | |
| Balance, January 1, 2022 | $(868) | | $— | | $(19) | | | $(887) |
| Other comprehensive income (loss) before reclassifications: | | | | | | | | |
| Increase (decrease) | (100) | | — | | 40 | | | (60) |
| Income tax impact | — | | — | | (7) | | | (7) |
| Other comprehensive income (loss) before reclassifications, net of income taxes | (100) | | — | | 33 | | | (67) |
| Reclassification adjustments | | | | | | | | |
| Increase (decrease) | — | | — | | — | (a) | | — |
First 8 of 32 rows. The download has all of them.
Table 55 after “Set forth below are the names, ages, positions and experience of Veralto’s executive officers as of February 4, 2025. All of Veralto’s execu”
| Name | Age | Position |
| Jennifer L. Honeycutt | 55 | President and Chief Executive Officer; Director |
| Sameer Ralhan | 51 | Senior Vice President and Chief Financial Officer |
| Melissa Aquino | 53 | Senior Vice President, Water Quality |
| Mattias Byström | 52 | Senior Vice President, Product Quality & Innovation |
| Surekha Trivedi | 50 | Senior Vice President, Strategy & Sustainability |
| Lesley Beneteau | 52 | Senior Vice President, Human Resources |
| Sylvia Stein | 58 | Senior Vice President and General Counsel |
Table 56 after “EXHIBIT INDEX”
| Exhibit Number | Description |
| 2.1 | Separation and Distribution Agreement, dated as of September 29, 2023, by and between Veralto Corporation and Danaher Corporation (incorporated by reference to Exhibit 2.1 to Veralto Corporation’s Current Report on Form 8-K filed October 2, 2023) |
| 3.1 | Amended and Restated Certificate of Incorporation of Veralto Corporation (incorporated by reference to Exhibit 3.1 to Veralto Corporation’s Current Report on Form 8-K filed October 2, 2023) |
| 3.2 | Amended and Restated Bylaws of Veralto Corporation (incorporated by reference to Exhibit 3.2 to Veralto Corporation’s Current Report on Form 8-K filed October 2, 2023) |
| 4.1 | Indenture, dated as of September 18, 2023, between Veralto Corporation, as issuer, and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee (incorporated by reference to Exhibit 4.1 to Veralto Corporation’s Current Report on Form 8-K filed September 19, 2023) |
| 4.2 | Registration Rights Agreement, dated as of September 18, 2023, by and among Veralto Corporation and Barclays Capital Inc., BNP Paribas Securities Corp., BofA Securities, Inc., Citigroup Global Markets Inc. and Morgan Stanley & Co. LLC, as representatives of the initial purchasers of the USD Notes (incorporated by reference to Exhibit 4.2 to Veralto Corporation’s Current Report on Form 8-K filed September 19, 2023) |
| 4.3 | Indenture, dated as of September 19, 2023, between Veralto Corporation, as issuer, and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee (incorporated by reference to Exhibit 4.3 to Veralto Corporation’s Current Report on Form 8-K filed September 19, 2023) |
| 4.4 | Registration Rights Agreement, dated as of September 19, 2023, by and among Veralto Corporation and Deutsche Bank AG, London Branch and Goldman Sachs & Co. LLC, as representatives of the initial purchasers of the Euro Notes (incorporated by reference to Exhibit 4.4 to Veralto Corporation’s Current Report on Form 8-K filed September 19, 2023) |
First 8 of 19 rows. The download has all of them.
Table 57 after “Table of Contents”
| 10.11 | Credit Agreement, dated as of August 31, 2023, by and among Veralto Corporation, certain subsidiaries of Veralto Corporation, Bank of America, N.A., as administrative agent and Bank of America, N.A. as lender and swing line lender (incorporated by reference to Exhibit 10.25 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023)* |
| 10.12 | Form of Veralto Corporation Director and Officer Indemnification Agreement (incorporated by reference to Exhibit 10.6 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023)* |
| 10.13 | Offer of Employment Letter, dated as of January 27, 2023, between Danaher Corporation and Jennifer Honeycutt (incorporated by reference to Exhibit 10.7 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023)* |
| 10.14 | Offer of Employment Letter, dated as of May 12, 2023, between DH EAS Employment LLC and Sameer Ralhan (incorporated by reference to Exhibit 10.8 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023)* |
| 10.15 | Offer of Employment Letter, dated as of January 6, 2023, between Danaher Corporation and Melissa Aquino (incorporated by reference to Exhibit 10.9 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023)* |
| 10.16 | Employment Agreement, dated as of December 21, 2021, between VTI Sweden AB and Mattias Byström (incorporated by reference to Exhibit 10.10 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023)* |
| 10.17 | Offer of Employment Letter, dated as of April 10, 2023, between Veralto Corporation and Sylvia Stein* (incorporated by reference to Exhibit 10.17 to Veralto Corporation’s Annual Report on Form 10-K filed February 28, 2024) |
| 10.18 | Amendment to Employment Agreement, dated as of May 5, 2023, between VTI Sweden AB and Mattias Byström (incorporated by reference to Exhibit 10.11 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023)* |
First 8 of 26 rows. The download has all of them.
Table 58 after “Table of Contents”
| 32.2 | Certification of Chief Financial Officer, Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| 97.1 | Clawback Policy, Pursuant to Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (incorporated by reference to Exhibit 97.1 to Veralto Corporation’s Annual Report on Form 10-K filed February 28, 2024) |
| 101 | Interactive data files (formatted as Inline XBRL). |
| 104 | Cover Page Interactive Data File (contained in Exhibit 101). |
Table 59 after “Pursuant to the requirements of the Securities Exchange Act of 1934, this annual report has been signed below by the following persons on be”
| Name, Title and Signature | Date |
| /s/ LINDA FILLER | February 25, 2025 |
| Linda Filler | |
| Chair of the Board | |
| /s/ JENNIFER L. HONEYCUTT | February 25, 2025 |
| Jennifer L. Honeycutt | |
| President, Chief Executive Officer and Director | |
| /s/ SAMEER RALHAN | February 25, 2025 |
First 8 of 25 rows. The download has all of them.
Table 60 after “Table of Contents”
| /s/ WALTER G. LOHR, JR. | February 25, 2025 |
| Walter G. Lohr, Jr. | |
| Director | |
| /s/ HEATH A. MITTS | February 25, 2025 |
| Heath A. Mitts | |
| Director | |
| /s/ VIJAY SANKARAN | February 25, 2025 |
| Vijay Sankaran | |
First 8 of 18 rows. The download has all of them.
Table 61 after “($ in millions)”
| Classification | Balance at Beginning of Period (a) | Charged to Costs & Expenses | | Impact of Currency | | Write-Offs, Write-Downs & Deductions | Balance at End of Period (a) | | |
| Year ended December 31, 2024: | | | | | | | | | |
| Allowances deducted from asset account | | | | | | | | | |
| Allowance for credit losses | $37 | | 9 | | (1) | | | (6) | $39 |
| Year ended December 31, 2023: | | | | | | | | | |
| Allowances deducted from asset account | | | | | | | | | |
| Allowance for credit losses | $36 | | 10 | | — | | | (9) | $37 |
| Year ended December 31, 2022: | | | | | | | | | |
First 8 of 10 rows. The download has all of them.