10-K 0001967680-26-000011 (2026-02-20) vs 10-K 0001967680-25-000008 (2025-02-25)
| Section | Compared text | Words now | Changed |
|---|
| Risk Factors | Item 1A | 9,548 |
23.7% |
| MD&A | Item 7 | 8,403 |
19.7% |
| Legal Proceedings | Item 3, via Note 16 – LITIGATION AND CONTINGENCIES | 1,008 |
0.0% |
| Accounting Policies | Item 8, Note 1 – BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3,960 |
20.4% |
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.
Risk Factors 214 words changed in this paragraph; it is 70% similar to last year's version.
We rely on information technology systems, some of which are provided and/or managed by third parties, to process, transmit and store electronic information (including sensitive data such as confidential business information and personal data relating to employees, customers and other business partners), and to manage or support a variety of critical business processes and activities (such as receiving and fulfilling orders, billing, collecting and making payments, shipping products, providing services and support to customers and fulfilling contractual obligations). In addition, some of our remote monitoring products and services incorporate software and information technology that house personal data and some products or software we sell to customers connect to our systems for maintenance or other purposes. These systems, products and services (including those we acquire through business acquisitions) can be damaged, disrupted or shut down due to attacks by computer hackers, computer viruses, ransomware, human error or malfeasance (including by employees), power outages, hardware failures, telecommunication or utility failures, catastrophes or other unforeseen events, and in any such circumstances our system redundancy and other disaster recovery planning may be ineffective or inadequate. Attacks can also target hardware, software and information installed, stored or transmitted in our products after such products have been purchased and incorporated into third-party products, facilities or infrastructure. Security breaches of systems provided or enabled by us, regardless of whether the breach is attributable to a vulnerability in our products or services, or security breaches of third-party suppliers we rely on to process, store or transmit electronic information, can result in the misappropriation, destruction or unauthorized disclosure of confidential information or personal data belonging to us or to our employees, partners, customers or suppliers. Like most multinational corporations, our information technology systems and data have been subject to computer viruses, malicious codes, unauthorized access and other cyber-attacks and we expect the sophistication and frequency of such attacks to continue to increase. Unauthorized tampering, adulteration or interference with our products may also adversely affect product functionality and result in loss of data, risk to customer safety and product recalls or field actions. The attacks, breaches, misappropriations and other disruptions and damage described above can interrupt our operations or the operations of our customers and partners, delay production and shipments, result in theft of our and our customers’ intellectual property and trade secrets, result in disclosure of personal data, damage customer, business partner and employee relationships and our reputation and result in defective products or services, legal claims and proceedings, liability and penalties under privacy and other laws and increased costs for security and remediation, in each case resulting in an adverse effect on our business and financial statements. Our liability insurance may not be sufficient in type or amount to cover us against claims related to security breaches, cyber-attacks and other related breaches.
Source: Item 1A, 10-K 0001967680-26-000011 vs Item 1A, 10-K 0001967680-25-000008
MD&A 171 words changed in this paragraph; it is 51% similar to last year's version.
Comprehensive income decreased increased by $123 $382 million in 2024 2025 as compared to 2023, 2024, primarily driven by losses gains from foreign currency translation adjustments and to a lesser extent higher net earnings, partially offset by unrealized gains losses on a net investment hedge, hedges and to a lesser extent, pension and post-retirement plan benefit adjustments. The Company recorded a foreign currency translation gain of $220 million and an unrealized loss on net investment hedges of $60 million in 2025, compared to foreign currency translation losses of $139 million and an unrealized gain on net investment hedges of $26 million in 2024. The foreign currency translation gains during 2025 were primarily driven by the weakening of the U.S. dollar against most major foreign currencies in the period. The foreign currency translation losses in 2024 were primarily driven by the strengthening of the U.S. dollar against most major currencies in the period compared to a period. Foreign currency translation adjustments reflect the gain of $29 million in 2023 primarily driven by or loss resulting from the weakening impact of the change in currency exchange rates on the Company’s foreign operations as they are translated to the Company’s reporting currency, the U.S. dollar against most major currencies in the period. dollar. The Company recorded a pension and postretirement plan benefit loss of $4 $2 million in 2024 2025 compared to a loss of $15 $4 million in 2023. The Company recorded a gain from net investment hedge adjustments related to the Company’s long-term debt in 2024 of $26 million compared to a loss of $14 million in 2023. 2024.
Source: Item 7, 10-K 0001967680-26-000011 vs Item 7, 10-K 0001967680-25-000008
Accounting Policies 155 words changed in this paragraph; it is 32% similar to last year's version.
The accompanying Consolidated and Combined Financial Statements present the Company’s historical financial position, results of operations, changes in stockholders’ equity and cash flows in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Consolidated and Combined Financial Statements for periods prior to the separation were derived from the historical financial statements and accounting records of the Environmental & Applied Solutions segment of Danaher in accordance with GAAP for the preparation of carved-out combined financial statements. Through the date of Separation, all revenues and costs as well as assets and liabilities directly associated with the business activity of the Company are included as a component of the Combined Financial Statements. Prior to the separation, the financial statements also included allocations of certain general, administrative, sales and marketing expenses from Danaher’s corporate office to the Company and Danaher’s investment, as applicable. The allocations were determined on a reasonable basis; however, the amounts are not necessarily representative of the amounts that would have been reflected in the financial statements had the Company been an entity that operated independently of Danaher. Related party allocations are discussed further in Note 18.
Source: Item 8, Note 1 – BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001967680-26-000011 vs Item 8, Note 1 – BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001967680-25-000008
Every change, by type
Sentences and paragraphs of VLTO's Risk Factors and MD&A, 10-K 2026-02-20 against 10-K 2025-02-25.
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 list
adverse, 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
AddedRisk Factors
The U.S. government has imposed and may continue to impose significant tariffs or other restrictions on foreign imports, and such trade restrictions or related countermeasures taken by impacted foreign countries could negatively affect our business and financial statements.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedRisk Factors
The U.S. government has imposed significant tariffs or other restrictions on certain foreign imports and has raised the possibility of imposing additional tariff increases or expanding the tariffs to capture other countries and types of foreign imports. For example, since January 2025, the U.S. government has threatened or imposed significant tariffs on imports from China and various new or additional tariffs on imports from other countries with limited, temporary
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedRisk Factors
exclusions for certain goods. Any such current or future tariffs, along with other U.S. trade actions, have triggered and could further trigger retaliatory actions by certain affected countries, and other foreign governments may also impose trade measures, including reciprocal tariffs, on other U.S. goods in the future. These tariffs and other trade actions could increase the cost of, and reduce demand for, our products and services, which would adversely impact our business. In addition, political tensions as a result of trade policies could reduce trade volume, investment, technological exchange and other economic activities between major international economies, resulting in a material adverse effect on global economic conditions and the stability of global financial markets, which could adversely affect our business and financial statements.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedRisk Factors
Uncertainties with respect to the development, deployment, and use of artificial intelligence in our business and products may result in harm to our business and financial statements.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedRisk Factors
We are in the early stages of incorporating artificial intelligence (“AI”) into our business activities and our product and service offerings. As with many innovations, AI presents risks and challenges that could adversely impact our business. The development, adoption, and use of AI technologies are still in their early stages and ineffective or inadequate AI development or deployment practices could result in unintended consequences. For example, AI algorithms may be flawed or may be based on datasets that are biased or insufficient. In addition, any disruption or failure in the AI functionality we incorporate into our business activities, products or services could adversely impact our business or result in delays or errors in our offerings. Conversely, any failure to successfully develop and deploy AI in our business activities, products and services could adversely affect our competitiveness (particularly if our competitors successfully deploy AI in their businesses, products and services), and the development and deployment of AI will require additional investment and increase our costs. There also may be real or perceived social harm, unfairness, or other outcomes that undermine public confidence in the use and deployment of AI. Any of the foregoing may result in decreased demand for our products or harm to our business and financial statements.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedRisk Factors
The legal and regulatory landscape surrounding AI technologies is rapidly evolving and uncertain, including in the areas of intellectual property, cybersecurity and privacy and data protection. Compliance with new or changing laws, regulations or industry standards relating to AI may impose significant costs and may limit our ability to develop, deploy or use AI technologies. Failure to appropriately respond to this evolving landscape may result in legal liability, regulatory action, or brand and reputational harm.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedRisk Factors
and regulatory proceedings in excess of our reserves as of December 31, 2025 will have a material effect on our business or financial statements.
Read it in 10-K 2026-02-20 at sec.gov ↗
RemovedRisk Factors
•pre-closing and post-closing earnings charges can adversely impact our results in any given period, and the impact may be substantially different period-to-period;
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
•acquisitions, investments, joint ventures or strategic relationships can create demands on our management, operational resources and financial and internal control systems that we are unable to effectively address;
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
•in connection with acquisitions and joint ventures, we may enter into post-closing financial arrangements such as purchase price adjustments, earn-out obligations and indemnification obligations, which can have unpredictable financial results;
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
•Joint ventures that we participate in can include restrictions that could compromise our control over the intellectual property, technology and proprietary information of the joint venture;
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
•As we expand our operations globally, increasing amounts of our data, intellectual property and technology is used and stored in countries outside the United States, and regulations in certain countries require data to be stored locally. These factors increase the risk that such data, intellectual property and technology could be stolen or otherwise compromised;
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
•Certain of our products have been counterfeited and we may encounter additional and/or increased levels of counterfeiting in the future;
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
•Governmental entities may adopt regulations or other requirements that give them rights to certain of our intellectual property, technology and/or proprietary information, such as through compulsory licensing or ownership restrictions or requirements;
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
•In certain countries, we do not have the same ability to enforce intellectual property rights as we do in the U.S.;
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
•Governmental regulations relating to state secrecy or other topics limit our ability to transfer data or technology out of certain jurisdictions; and
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
•Risks, costs and challenges of operating in a particular jurisdiction can result in a decision to relocate or divert operations to a different jurisdiction, potentially at higher cost.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
These exclusive forum provisions do not apply to actions arising under the Exchange Act or the rules and regulations thereunder. While the Delaware Supreme Court ruled in March 2020 that federal forum selection provisions purporting to require claims under the Securities Act be brought in federal court are “facially valid” under Delaware law, there is uncertainty as to whether other courts will enforce our federal forum provision described above. Our stockholders will not be deemed to have waived compliance with the federal securities laws and the rules and regulations thereunder.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedRisk Factors
These forum selection provisions may limit the ability of Veralto’s stockholders to bring a claim in a judicial forum that such stockholders find favorable for disputes with Veralto or Veralto’s directors or officers, which may discourage such lawsuits against Veralto and Veralto’s directors, officers, employees and stockholders, and such provision may also make it more expensive for Veralto’s stockholders to bring such claims. Alternatively, if a court were to find these exclusive forum provisions inapplicable to, or unenforceable in respect of, one or more of the specified types of actions or proceedings described above, Veralto may incur additional costs associated with resolving such matters in other jurisdictions, which could materially and adversely affect Veralto’s business and financial statements.
Read it in 10-K 2025-02-25 at sec.gov ↗
RewordedRisk Factors
Security breaches of systems provided or enabled by us, regardless of whether the breach is attributable to a vulnerability in our products or services, or security breaches of third-party suppliers we rely on to process, store or transmit electronic information, can result in the misappropriation, destruction or unauthorized disclosure of confidential information or personal data belonging to us or to our employees, partners, customers or suppliers.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedRisk Factors
However, based on our experience, information and applicable law as of the date of this Annual Report, we do not believe that it is reasonably possible that any amounts we may be required to pay in connection with litigation and other legal and regulatory proceedings in excess of our reserves as of December 31, 2024 will have a material effect on our business or financial statements.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedRisk Factors
In addition, in certain of our businesses demand depends on customers’ capital spending budgets as well as government funding policies, and matters of public policy and government budget dynamics as well as product and economic cycles can affect the spending decisions of these entities.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedRisk Factors
Our intellectual property portfolio may not be useful in asserting a counterclaim, or negotiating a license, in response to a claim of infringement or misappropriation.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedRisk Factors
In addition, the steps that we and our licensors have taken to maintain and protect our intellectual property do not always prevent it from being challenged, invalidated, circumvented, designed-around or becoming subject to compulsory licensing. licensing, particularly in countries where intellectual property rights are not highly developed or protected.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedRisk Factors
Sales and earnings of our non-U.S. businesses are also translated into U.S. dollars for reporting purposes and the strengthening of the U.S. dollar generally results in unfavorable translation effects.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedRisk Factors
The maximum consolidated net leverage ratio will be increased to 4.25:1.00 4.25 to 1.00 for the four consecutive full fiscal quarters immediately following the consummation of any material acquisition (as defined by the credit facilities) by us.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedRisk Factors
Tax Cuts and Jobs Act (“TCJA”)), (“TCJA”) or the One Big Beautiful Bill Act (“OBBBA”)), the ambiguity of tax laws and regulations, the subjectivity of factual interpretations, the complexity of our intercompany arrangements, uncertainties regarding the geographic mix of earnings in any particular period, and other factors, our estimates of effective tax rate and income tax assets and liabilities can be incorrect and our financial statements could be adversely affected.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedRisk Factors
Veralto’s amended and restated certificate of incorporation provides that, unless Veralto consents otherwise, the state courts in the State of Delaware or, if no state court located within the State of Delaware has jurisdiction, the federal court for the District of Delaware, will be the sole and exclusive forum for any derivative action or proceeding brought on behalf of Veralto, any action asserting a claim of breach of a fiduciary duty owed by any of Veralto’s directors, officers, employees or stockholders to Veralto or Veralto’s stockholders, any action asserting a claim arising pursuant to any provision of the DGCL or Veralto’s amended and restated certificate of incorporation or bylaws, or any action asserting a claim governed by the internal affairs doctrine.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedMD&A
The Company completed the Separation from Danaher Corporation (“Danaher” or “Former Parent”) on September 30, 2023, the first day of its fiscal fourth quarter of 2023 (the “Separation”). Before that date, Veralto’s businesses were comprised of certain Danaher operating units. The Separation was completed in the form of a pro rata distribution to Danaher stockholders of record on September 13, 2023 of all of the issued and outstanding shares of Veralto common stock held by Danaher. Because September 30, 2023 was a Saturday, not a business day, the shares were credited to “street name” stockholders through the Depository Trust Company on the first trading day thereafter, October 2, 2023. Veralto’s common stock began “regular way” trading on the New York Stock Exchange under the ticker symbol “VLTO” on October 2, 2023.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedMD&A
individual businesses monitor key competitors and customers, including to the extent possible their sales, to gauge relative performance and the outlook for the future.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedMD&A
•Water Quality: we continue to expect global growth led by positive secular growth drivers across municipal and industrial markets globally, and disciplined commercial execution. Segment performance is expected to benefit from municipal demand driven by recurring revenue from large installed base, while industrial demand is driven by regional end-market dynamics.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedMD&A
•Product Quality & Innovation: we expect continued global growth driven by steady demand in the consumer packaged goods market globally. Segment performance is expected to benefit from large installed base and new product offerings that help our customers convey the quality and safety of their products and build trust with consumers.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedMD&A
The potential effects of tariffs and prospective changes in trade policies remain uncertain. The Company’s objective is to implement appropriate countermeasures designed to mitigate the impact of these items, and other forms of macroeconomic volatility. Regardless of market conditions, the Company leverages the Veralto Enterprise System (“VES”) to support its customers, promote growth and drive continuous improvement.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedMD&A
On January 22, 2026, the Company completed the acquisition of In-Situ, Inc. (“In-Situ”), for a cash purchase price of approximately $427 million, net of cash acquired. The Company believes this business will complement the Water Quality segment. In-Situ is a global leader in environmental water measurement and monitoring solutions with a leading portfolio of water quality sondes, water quality sensors and data management solutions that help customers monitor and measure the quality or quantity of surface and groundwater.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedMD&A
Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information calculated in accordance with GAAP. Investors are encouraged to review the reconciliation of each non-GAAP financial measure to its most directly comparable GAAP financial measure.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedMD&A
Net interest expense was $96 million during 2025 as compared to $113 million in 2024, arising from the Company’s outstanding indebtedness, which was incurred in September 2023, partially offset by interest income from higher average cash balances in 2025 compared to 2024.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedMD&A
On July 4, 2025, an act to provide for reconciliation to title II of H. Con. Res. 14 (known commonly as the One Big Beautiful Bill Act (“OBBBA”)) was enacted into law. The OBBBA includes eliminating the requirement to capitalize U.S. R&D, permanent extension of certain provisions of the Tax Cuts & Jobs Act of 2017 and other corporate tax impacts. The Company has considered the impact on the Consolidated and Combined Financial Statements and concluded it is immaterial.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedMD&A
On November 25, 2025, the Company announced that its Board of Directors approved a share repurchase program (the “Repurchase Program”) authorizing the repurchase of up to $750 million of the Company’s common stock from time to time on the open market (including through the use of trading plans intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended), in privately negotiated transactions or by other methods, at the Company’s discretion. The program does not obligate the Company to acquire any particular amount of its common stock, has no expiration date, and will continue until otherwise suspended or terminated at any time for any reason. The timing and amount of any share repurchases under the program will be determined by members of the Company’s management based on its evaluation of market and business conditions, and other factors.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedMD&A
During the year ended December 31, 2025, the Company did not make any share repurchases.
Read it in 10-K 2026-02-20 at sec.gov ↗
AddedMD&A
In connection with the Separation, on September 29, 2023, Danaher and Veralto entered into a separation and distribution agreement as well as various other related agreements (collectively the “Agreements”) that govern the Separation and the relationships between the parties going forward, including a transition services agreement, employee matters agreement, tax matters agreement, intellectual property matters agreement, VES license agreement, and framework agreement governing certain commercial arrangements between subsidiaries of Danaher and Veralto.
Read it in 10-K 2026-02-20 at sec.gov ↗
RemovedMD&A
•Water Quality: the Company expects continued year-over-year growth driven by on-going strong demand for industrial water treatment, particularly in North America, with steady demand across municipal end-markets in North America and Europe, partially offset by continued weakness in China.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
•Product Quality & Innovation: the Company expects continued year-over-year growth driven by improved demand in the consumer packaged goods market globally.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
The Company has access to capital resources and continues to focus on profitability improvements and leveraging Veralto Enterprise System (“VES”) to manage the anticipated impact of the challenging macroeconomic environment on business operations.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
On October 4, 2024, the Company completed its acquisition of Information Exchange Holdings, Inc., the holding company that owns TraceGains, for $349 million, net of cash acquired. The Company believes this business complements the PQI segment, specifically the packaging and color solutions business. TraceGains is a leading provider of cloud-based software solutions that enable connected data and digital workflow management to help consumer brands meet increasingly stringent compliance and reporting regulations for food and beverage safety and traceability. Its solutions enable consumer brands to efficiently track ingredient inputs, monitor supplier quality and develop new products with greater safety and increased velocity.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
On November 12, 2024, the Company completed an investment of CAD $20 million to establish a minority interest in Axine Water Technologies (“Axine”), a leading provider of electrochemical oxidation technology for contaminant destruction. Axine's electraCLEARTM solution provides simple, safe, efficient, and cost-effective destruction of organic contaminants in pharmaceuticals and industrial wastewater, including long- and short-chain PFAS. The strategic collaboration with Axine builds upon Veralto's diverse portfolio of water solutions for customers in the Company’s WQ segment.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
As a result of the Separation, the Company is subject to the Sarbanes-Oxley Act and reporting requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Company is now required to have additional procedures and practices as a separate public company. As a result, the Company has incurred and will continue to incur additional personnel and corporate governance costs, such as internal and external audit, investor relations, stock administration and regulatory compliance costs.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
•The impact of Argentine Peso devaluation on operations within the Product Quality & Innovation segment during 2023 - 60 basis points
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
•2023 impairment charge related to customer relationships and a trade name in the Product Quality and Innovation segment - 20 basis points
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RemovedMD&A
•2023 impairment charge related to customer relationships and a trade name - 60 basis points
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RemovedMD&A
•Issued approximately $2.1 billion aggregate principal amount of senior unsecured notes in three series with maturity dates ranging from 2026 through 2033 (collectively, the “U.S. Dollar Notes”). Additionally, the Company issued €500 million principal amount of senior unsecured notes with a maturity date of 2031 (together with the U.S. Dollar Notes, the “Private Notes”).
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
•Entered into a credit agreement providing for a five-year unsecured revolving credit facility in an aggregate committed amount of $1.5 billion (the “Credit Facility”). There were no outstanding amounts under the Credit Facility as of December 31, 2024. The Credit Facility includes an alternative currency sublimit up to an amount equal to 90% of the aggregate commitments and a $100 million swingline sublimit and provides for the issuance of swing loans. This facility provides backing for the Company’s commercial paper program, and outstanding commercial paper directly reduces borrowing capacity under the Credit Facility. There were no amounts outstanding under the Company’s commercial paper program as of December 31, 2024.
Read it in 10-K 2025-02-25 at sec.gov ↗
RemovedMD&A
These financing activities yielded net proceeds of approximately $2.6 billion, of which approximately $2.6 billion was paid to Danaher in September 2023 as consideration for the contribution of assets to Veralto by Danaher in connection with the Separation. Refer to Note 12 of the Consolidated and Combined Financial Statements for more information related to the Company’s long-term indebtedness.
Read it in 10-K 2025-02-25 at sec.gov ↗
RewordedMD&A
($ in millions) 2025 2024 2023 2022 Net cash provided by operating activities $ 1,077 $ 875 $ 963 $ 870 Cash paid for acquisitions, net of cash acquired $ — $ (363) $ — $ (55) Payments for additions to property, plant and equipment (63) (55) (54) (34) Proceeds from sales of property, plant and equipment — 2 — All other investing activities (35) (16) (3) — (1) Net cash used in investing activities $ (98) $ (434) $ (55) $ (89) Proceeds from the issuance of common stock in connection with stock-based compensation $ 22 $ 24 $ 4 $ — Net transfers to Former Parent — — (147) (781) Consideration paid to Former Parent in connection with Separation — — (2,600) — Proceeds from borrowings (maturities longer than 90 days) — — 2,608 — Payment of dividends (109) (89) — All other financing activities (15) — — Net cash used in financing activities $ (102) $ (65) $ (135) $ (781)
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedMD&A
The Company recorded a foreign currency translation loss of $139 million in 2024 primarily driven by the strengthening of the U.S. dollar against most major currencies in the period compared to a gain of $29 million in 2023 gains during 2025 were primarily driven by the weakening of the U.S. dollar against most major foreign currencies in the period.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedMD&A
Cost of sales decreased $32 increased $116 million, or 1.5%, 5.6%, on a year-over-year basis during 2024 2025 as compared to 2023 2024 driven primarily due to the impact of lower by higher year-over-year material costs. sales volumes and incremental materials and labor costs, partially offset by improved productivity.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedMD&A
The Company recorded a foreign currency translation loss of $139 million losses in 2024 were primarily driven by the strengthening of the U.S. dollar against most major currencies in the period compared to a gain of $29 million in 2023 primarily driven by the weakening of the U.S. dollar against most major currencies in the period.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedMD&A
The Company generally intends to use available cash and internally generated funds to meet these cash requirements, but in the event that additional liquidity is required, the Company may also borrow under its commercial paper programs (if available) or borrow under the Company’s Credit Facility, enter into new credit facilities and either borrow directly thereunder or use such credit facilities to backstop additional borrowing capacity under its commercial paper programs (if available) and/or access the capital markets.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedMD&A
Comprehensive income decreased increased by $123 $382 million in 2024 2025 as compared to 2023, 2024, primarily driven by losses gains from foreign currency translation adjustments and to a lesser extent higher net earnings, partially offset by unrealized gains losses on a net investment hedge, hedges and to a lesser extent, pension and post-retirement plan benefit adjustments.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedMD&A
SG&A expenses as a percentage of sales increased 110 20 basis points on a year-over-year basis during 2024 2025 as compared to 2023 2024 primarily due to select investments in incremental labor costs and sales and marketing growth initiatives, as well as the costs to operate as a stand-alone company. initiatives.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedMD&A
The Company has generally accepted the exposure to exchange rate movements without using derivative financial instruments to manage this transactional exchange risk, although the Company has used foreign currency-denominated debt from time to hedge a portion of time partially hedges its net investments in non-U.S. foreign operations against adverse movements in exchange rates. rates through foreign currency denominated debt and cross-currency swaps.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedMD&A
Gross profit margins increased 200 10 basis points on a year-over-year basis during 2024 2025 as compared to 2023, 2024, driven by positive pricing actions and higher volume as discussed below and to a lesser extent lower material costs, and the impacts net positive impact from foreign currency exchange rates. the gross profit margin of recent acquisitions.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedMD&A
The net discrete tax benefits benefit related primarily to the reduction of the tax indemnification related to the Separation, excess tax benefits from stock-based compensation. compensation and a release of a valuation allowance on deferred tax assets.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedMD&A
Geographically, the increase in reported sales was driven by an increase of 6.5% 9.5% in Western Europe, 5.5% in high-growth markets, and 5.0% in North America, partially offset by a decrease of 2.8% in high-growth markets. America.
Read it in 10-K 2026-02-20 at sec.gov ↗
RewordedMD&A
Following enactment of the Tax Cuts and Jobs Act and the associated Transition Tax, in In general, repatriation of cash to the United States can be completed with no material incremental U.S. tax; however, repatriation of cash could subject the Company to non-U.S. withholding taxes and U.S. state income taxes on distributions.
Read it in 10-K 2026-02-20 at sec.gov ↗
Quiet changesMD&A
In performing its goodwill impairment testing, the Company estimates the fair value of its reporting units primarily using a market-based approach which relies on current trading multiples of forecasted EBITDA for peer companies and recent transactions for comparable companies operating in businesses similar to each of the Company’s reporting units to calculate an estimated fair value of each reporting unit.
Read it in 10-K 2026-02-20 at sec.gov ↗
