PENTAIR plc

Current report

We may not realize the anticipated benefits of the Taco acquisition and any benefit may take longer to realize than we expect.

Current report

The Taco acquisition will involve the integration of Taco’s operations with our existing operations, and there are uncertainties inherent in such an integration. We will be required to devote significant management attention and resources to integrating Taco’s operations. Delays or unexpected difficulties in the integration process could adversely affect our business, financial results and financial condition. Even if we are able to integrate Taco’s operations successfully, this integration may not result in the realization of the full benefits of revenue synergies, cost savings and operational efficiencies that we expect or the achievement of these benefits within a reasonable period of time or at all.

Current report

We could be subject to new risks, known and unknown, relating to the Taco acquisition.

Current report

We may experience risks, losses and damages associated with the Taco acquisition. The risks we could face include the following:

Current report

•the Taco acquisition may lead to the incurrence of costs to review, upgrade and integrate Taco’s systems with our compliance and reporting systems, including our systems of internal control over financial reporting. The process of integrating Taco into our internal control over financial reporting could require significant time and effort from our management and other personnel and could increase our compliance costs; and

Current report

•the Taco acquisition involves the inherent risk of liabilities, and these liabilities may prove more costly or produce more adverse effects than we anticipate, such as actual or potential litigation and regulatory matters. In addition, in the course of the due diligence review of Taco, we may not have discovered, or may have been unable to quantify, undisclosed liabilities of Taco, and we may not be indemnified or have insurance for any of these liabilities. Any such liabilities could have an adverse effect on our business, results of operations, financial condition and cash flows following the completion of the Taco acquisition.

Current report

Any of these risks associated with the Taco acquisition could have a material adverse impact on our business, results of operations and financial condition.

Current report

Increased leverage may harm our financial condition and results of operations.

Current report

As of June 30, 2026, we had $1,606.0 million of total debt on a consolidated basis. We expect our indebtedness to increase materially in connection with our acquisition of Taco. We intend to fund the Taco acquisition with new debt, together with cash on hand and/or borrowings under our revolving credit facility, and, if necessary, borrowings under the bridge facility for an aggregate amount of approximately $1.4 billion of new indebtedness in connection with the Taco acquisition. We and our subsidiaries may incur additional indebtedness in the future. Future increases in our level of indebtedness will have several important effects on our future operations, including, without limitation:

Current report

•we will have additional cash requirements in order to support the payment of interest on our outstanding indebtedness;

Current report

•increases in our outstanding indebtedness and leverage may increase our vulnerability to adverse changes in general economic and industry conditions, as well as to competitive pressure;

Current report

•our ability to obtain additional financing for working capital, capital expenditures, general corporate and other purposes may be reduced;

Current report

•our flexibility in planning for, or reacting to, changes in our business and our industry may be reduced; and

Current report

•our flexibility to make acquisitions and develop technology may be limited.

Current report

Our ability to make payments of principal and interest on our indebtedness depends upon our future performance, which will be subject to general economic conditions and financial, business and other factors affecting our consolidated operations, many of which are beyond our control. If we are unable to generate sufficient cash flow from operations in the future to service our debt and meet our other cash requirements, we may be required, among other things:

Current report

•to seek additional financing in the debt or equity markets;

Current report

•to refinance or restructure all or a portion of our indebtedness;

Current report

•to sell selected assets or businesses; or

Current report

•to reduce or delay planned capital or operating expenditures.

Current report

Such measures might not be sufficient to enable us to service our debt and meet our other cash requirements. In addition, any such financing, refinancing or sale of assets might not be available at all or on economically favorable terms.