Skip to main content

ITT INC.

For the period ended Mar 29, 2025. Filed May 1, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 29, 2025 · Filed May 1, 2025

ITT$205.55+4.9%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 97 previous paragraphs and 95 current paragraphs.

51 unchanged; 20 reworded; 23 added; 26 removed; 0 previous and 1 current paragraphs rearranged.

Tables are not compared: 16 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (23)

Current report

Effective January 1, 2025, the Company changed its method of determining the cost for certain inventories from a last-in, first-out (LIFO) to first-in, first out (FIFO) for all inventories previously accounted for under LIFO. For additional information on the change in accounting principle, refer to Note 1, Description of Business and Basis of Presentation. Management’s discussion and analysis of financial condition and results of operations have been adjusted to reflect the change in accounting principle.

Current report

Global Macroeconomic Conditions

Current report

Tariff Pressures and Uncertainty

Current report

In early 2025, the U.S. government announced or extended tariffs on a range of imported goods, including certain industrial components and raw materials, as part of ongoing trade actions involving China and other countries. In response, a number of countries including China and several key U.S. trading partners implemented or expanded retaliatory tariffs on various U.S.-origin goods. These reciprocal trade measures have contributed to increased volatility in global markets and heightened uncertainty regarding international trade policies. As a result, we are experiencing greater complexity and uncertainty in managing our cost structure, sourcing strategies and global supply chain. The tariffs have the potential to increase our input costs and may affect the pricing and competitiveness of some of our products, particularly those that rely on imported materials or components. While we have not experienced a material impact on our business to date, we are continuing to evaluate the situation and assess mitigation strategies, including supply chain adjustments and pricing actions. The ultimate impact of these tariffs on our operations and financial results is currently uncertain and will depend on the scope, duration, and potential expansion of the measures implemented.

Current report

•Revenue of $913.0, was flat to the prior year on both a GAAP and organic basis. This was driven by growth of $57.5 from acquisitions, principally the 2024 kSARIA acquisition, offset by the 2024 Wolverine divestiture and unfavorable foreign currency translation impacts. Organic revenue benefited from strength in valves and Svanehøj in IP, connectors in CCT, and rail demand in MT, offset by lower automotive and aerospace demand.

Current report

•Operating income of $150.9 increased by $1.0 primarily due to benefits from pricing actions and productivity savings, partially offset by higher material, labor and restructuring costs, unfavorable foreign currency impacts, and temporary acquisition amortization.

Current report

IP revenue for the three months ended March 29, 2025 decreased by $0.6. Acquisitions contributed $9.4, which was partially offset by unfavorable foreign currency translation of $6.5. Excluding the impacts from the acquisition and foreign currency translation, organic revenue for the three months periods decreased by $3.5 as strength in valves and Svanehøj were offset by a decline in pump projects and baseline pumps.

Current report

CCT revenue for the three months ended March 29, 2025 increased by $49.6. The acquisition of kSARIA in September 2024 contributed $48.1. Excluding the impacts from the kSARIA acquisition and foreign currency translation, organic revenue increased by $2.6, primarily due to pricing actions and growth in defense and industrial connectors, partially offset by lower aerospace demand.

Current report

General and administrative (G&A) expenses increased $13.8 for the three months ended March 29, 2025, primarily driven by higher restructuring and personnel costs and unfavorable foreign currency impacts, partially offset by a current year recovery of bad debt.

Current report

Research and development expenses decreased $3.1 for the three months ended March 29, 2025, respectively, primarily driven by the divestiture of Wolverine in the prior year and timing of R&D projects.

Current report

MT operating income for the three months ended March 29, 2025 decreased $3.0, primarily due to the prior year divestiture of Wolverine and unfavorable foreign currency impacts, partially offset by benefits from pricing and productivity actions.

Current report

IP operating income for the three months ended March 29, 2025 decreased $1.0 primarily driven by higher restructuring charges and personnel costs, offset by benefits from pricing and productivity actions and growth from the prior year Svanehøj acquisition.

Current report

CCT operating income for the three months ended March 29, 2025 increased $3.3 primarily driven by benefits from pricing and productivity actions, partially offset by higher material, labor, and overhead costs, and temporary intangible amortization expenses related to the prior year kSARIA acquisition.

Current report

Other corporate costs for the three months ended March 29, 2025 decreased $1.7 primarily due to favorable foreign currency impacts.

Current report

The ETR for the three months ended March 29, 2025 increased 170 basis points to 24.4% primarily related to the jurisdictional mix of earnings. This impact was partially offset by favorable permanent tax benefits in the U.S. jurisdiction.

Current report

Subsequent to the quarter ending March 29, 2025 and through the filing of this Quarterly Report on Form 10-Q, the Company has repurchased and retired 2.3 shares for $300.0 under the 2023 share repurchase program. See Part II, Item 2, Unregistered Sales of Equity Securities and Use of Proceeds, for additional information.

Current report

In the three months ended March 29, 2025, we initiated borrowings under the European commercial paper program to complete the repayment of the kSARIA Credit Agreement and fund share repurchase activity. See Note 14, Debt, to the Consolidated Condensed Financial Statements for further information.

Current report

2025 Credit Agreement Subsequent Event

Current report

The 2025 Credit Agreement has a maturity of two years and provides for a term loan of $750.0, all of which had been borrowed on April 30, 2025. Proceeds of the term loan will be applied to pay down the Company’s U.S. commercial paper capacity and for other general corporate purposes, including working capital needs.

Current report

Borrowings under the 2025 Credit Agreement bear interest at an annual rate equal to, at the Company’s option, either (i) term secured overnight financing rate (Term SOFR) plus a margin ranging from 0.875% to 1.375%, or (ii) an alternate base rate plus a margin ranging from 0.0% to 0.375%, with the applicable margin determined by reference to the Company’s debt ratings set forth in the 2025 Credit Agreement. The loans under the 2025 Credit Agreement may be prepaid by the Company at any time, in whole or in part, without penalty or premium, subject to certain conditions.

Current report

The 2025 Credit Agreement contains customary affirmative and negative covenants, as well as financial covenants (e.g., leverage ratio), that are similar to those contained in our 2021 Revolving Credit Agreement.

Current report

The decrease in net cash from financing activities of $403.3 was due to a decline in borrowings of $142.0, an increase in debt repayments of $158.8 and open-market share repurchase activity of $100.0.

Current report

(a)Other tax-related special items for the three months ended March 29, 2025 and March 30, 2024, include tax expense (benefit) on undistributed foreign earnings of $2.5 and $1.8, respectively, and other tax special items of $0.9 and ($0.1), respectively.
Removed paragraphs (26)

Previous report

Macroeconomic Conditions

Previous report

During the third quarter of 2024, there has been continued uncertainty in the global economy, which has been, and will continue to be, influenced by a number of external factors, which are described below.

Previous report

Middle East Conflict

Previous report

Throughout 2024, the Israel-Hamas conflict has been ongoing. Our operations in Israel are limited to Habonim Industrial Valves and Actuators Ltd. (Habonim), which we acquired in April 2022 and is part of our IP segment. While there has been no material impact on our business to date, further escalation of this conflict, or an escalation of the conflict between Israel and Hezbollah in Lebanon, Iran or Yemen, could result in supply chain disruptions, inflation, workforce disruptions, demand fluctuations, or the inability to fulfill customer requests in the region. We are closely monitoring this situation, and are unable to reasonably estimate future impacts on our business and financial results at this time.

Previous report

•Revenue of $885.2 increased by $63.1 due to higher sales volume, particularly within MT’s Friction aftermarket and KONI rail businesses, IP’s short-cycle business and CCT’s connectors business. In addition, the acquisitions of kSARIA and Svanehøj contributed $55.2 to total revenue growth while the Wolverine and Matrix divestitures reduced total revenue by $33.9. The increase in revenue during the period was partially offset by unfavorable foreign currency translation of $1.7.

Previous report

•Operating income of $207.9 increased by $64.8 primarily due to a $47.8 gain on sale of the Wolverine business in MT, as well as higher sales volume, pricing actions and productivity savings. The increase in operating income was partially offset by higher material and labor costs, temporary acquisition amortization and unfavorable foreign currency impacts.

Previous report

IP revenue for the three and nine months ended September 28, 2024 increased by $54.0 and $158.5, respectively, primarily driven by the acquisition of Svanehøj, which closed in January 2024 and contributed $40.0 and $107.2, respectively, to total revenue growth. In addition, both periods benefited from higher sales volume and pricing actions. The three-month period benefited from growth in the short-cycle business of 8%, primarily in the energy and general industrial markets. The nine-month period saw growth in pump projects of 26%, primarily attributable to the energy market. The increases in revenue during the three- and nine-month periods were partially offset by unfavorable foreign currency translation of $3.1 and $6.9, respectively. Excluding the impacts from the acquisition and foreign currency translation, organic revenue for the three- and nine-month periods increased by $17.1 and $58.2, respectively.

Previous report

CCT revenue for the three and nine months ended September 28, 2024 increased by $23.2 and $60.3, respectively. The acquisitions of kSARIA in September 2024 and Micro-Mode in May 2023 contributed $15.3 and $22.4 to the three- and nine-month periods, respectively, while the divestiture of the Matrix business in December 2023 partially offset the periods by $2.5 and $8.4, respectively. Connector sales grew 6% and 10% in the three- and nine-month periods, respect ively. The nine-month period also incl uded growth in component sales of 7%, particularly within the aerospace and defense markets. Both periods benefited from pricing actions. Excluding the impacts from the acquisitions, the divestiture of Matrix, and foreign currency translation, organic revenue for the three- and nine-month periods increased by $10.4 and $47.6, respectively.

Previous report

General and administrative (G&A) expenses increased $7.9 and $12.3 for the three and nine months ended September 28, 2024, respectively, primarily driven by the current year acquisitions of kSARIA and Svanehøj, partially offset by the divestiture of the Wolverine business. The increase in the three-month period was also attributable to unfavorable foreign currency impacts. In the nine-month period, higher restructuring costs, bad debt expense and unfavorable foreign currency impacts offset a prior year gain of $3.7 related to the recovery of lease termination costs.

Previous report

Research and development expenses increased $3.6 and $11.2 for the three and nine months ended September 28, 2024, respectively, primarily driven by acquisitions, higher personnel costs and continued strategic investments to support innovation and new product development, partially offset by the divestiture of the Wolverine business.

Previous report

Gain on sale of businesses includes $47.8 and $7.2 related to our sales of the Wolverine business within the MT segment in July 2024 and a product line within the CCT segment in the second quarter of 2023, respectively.

Previous report

MT operating income for the three and nine months ended September 28, 2024 increased $50.6 and $81.3, respectively, primarily due to a $47.8 gain on sale of the Wolverine business. In addition, the three- and nine-month periods benefited from productivity savings and lower raw material and overhead costs, partially offset by lower revenue due to the Wolverine divestiture, unfavorable foreign currency impacts and higher labor costs.

Previous report

IP operating income for the three and nine months ended September 28, 2024 increased $5.1 and $13.0, respectively. The increase in the three-month period was primarily driven by productivity savings, sales volume and pricing, partially offset by higher material, labor and overhead costs and increased bad debt expense due to a prior year recovery. The increase in the nine-month period was primarily driven by higher revenue, as discussed above, and productivity savings. This increase was partially offset by higher material, labor, overhead, M&A costs and unfavorable sales mix.

Previous report

CCT operating income for the three and nine months ended September 28, 2024 increased $4.9 and $15.2 primarily driven by higher revenue, as discussed above, and productivity savings, partially offset by higher material, labor, and overhead costs. The increase during the nine-month period was also partially offset by a prior year gain of $7.2 from the sale of a product line.

Previous report

Other corporate costs for the three and nine months ended September 28, 2024 decreased $4.2 and increased $2.8, respectively. The decrease in the three-month period was primarily due to lower personnel-related costs and higher earnings on corporate-owned life insurance. The increase in the nine-month periodwas primarily driven by a one-time benefit of $3.7 in the prior year period related to the recovery of lease termination costs.

Previous report

The decrease in the ETR for the three months ended September 28, 2024 was primarily due to a benefit recognized on the sale of Wolverine. The increase in the ETR for the nine months ended September 28, 2024 was due to prior year benefits of $16.3 from valuation allowance reversals on deferred tax assets in Germany and $4.9 from filing an amended 2017 consolidated federal tax return. These benefits were partially offset by a prior year expense of $14.3 relating to an Italian tax audit settlement covering tax years 2016-2022.

Previous report

In the nine months ended September 28, 2024, we increased our borrowings under the U.S. commercial paper program to partially finance the acquisition of Svanehøj. See Note 13, Debt, to the Consolidated Condensed Financial Statements for further information.

Previous report

Italian Term Loan

Previous report

On January 12, 2024, ITT Italia S.r.l. (ITT Italia), an indirect wholly owned subsidiary of the Company, entered into a facility agreement (the ITT Italia Credit Agreement), among the Company, as a guarantor, ITT Italia, as borrower, and BNP Paribas, Italian Branch, as bookrunner, sole underwriter and global coordinator, mandated lead arranger and agent.

Previous report

The ITT Italia Credit Agreement had an initial maturity of three years and provided for term loan borrowings in an aggregate principal amount of €300 (or $328.9), €275 (or $301.5) of which were used to finance the Company’s acquisition of Svanehøj, which closed on January 19, 2024. During the third quarter of 2024, ITT Italia repaid €175, representing the remaining outstanding balance on the ITT Italia Credit Agreement. Year-to-date repayments of the facility agreement totaled €275. See Note 13, Debt, to the Consolidated Condensed Financial Statements for further information.

Previous report

The increase in net cash from financing activities of $777.2 was mainly driven by an increase in commercial paper borrowings and long-term debt to finance the current year acquisitions. The term loan borrowing to partially fund the Svanehøj acquisition was fully repaid during the third quarter of 2024. Refer to Note 13, Debt, to the Consolidated Condensed Financial Statements for further information. The increase was also driven by additional open-market share repurchase activity and dividend payments. Refer to Note 15, Capital Stock, to the Consolidated Condensed Financial Statements for further information.

Previous report

(a)Includes income from a recovery of costs associated with the 2020 lease termination of a legacy site.

Previous report

(a)The three months ended September 28, 2024 includes tax expense on distributions of $4.6, tax expense from valuation allowance impacts of $2.2, and a tax benefit on return to accrual adjustments of ($1.3).

Previous report

(b)The nine months ended September 28, 2024 includes inventory step-up amortization related to the acquisition of Svanehøj.

Previous report

(c)2023 other pre-tax special items primarily includes income from a recovery of costs associated with the 2020 lease termination of a legacy site.

Previous report

(d)The nine months ended September 28, 2024 includes tax expense on distributions of $5.4, tax expense from valuation allowance impacts of $2.2, expense from tax on undistributed foreign earnings of $1.9, a tax benefit to record a net operating loss deferred tax asset related to a prior year acquisition of $(2.0) and a tax benefit on return to accrual adjustments of ($0.6). The nine months ended September 30, 2023 includes benefits from valuation allowance reversals of ($16.1) and the amendment of our federal tax return of ($4.9), partially offset by a settlement expense related to a tax audit in Italy of $14.4 and tax expense on future distribution of foreign earnings of $2.2 and other tax-related special items of $0.6.
Reworded paragraphs (20)

Previous wording

ITT Inc. is a diversified manufacturer of highly engineered critical components and customized technology solutions for the transportation, industrial, and energy markets. We manufacture components that are integral to the operation of systems and manufacturing processes in these key markets. Our products enable functionality for applications where reliability and performance are critically important to our customers and the users of their products.

Current wording

ITT Inc., through its worldwide subsidiaries, is a diversified manufacturer of highly engineered critical components and customized technology solutions for the transportation, industrial, and energy markets. We manufacture components that are integral to the operation of systems and manufacturing processes in these key markets. Our products enable functionality for applications where reliability and performance are critically important to our customers and the users of their products.

Previous wording

All comparisons included within Management’s Discussion and Analysis of Financial Condition and Results of Operations refer to the comparable three and nine months ended September 30, 2023, unless stated otherwise.

Current wording

All comparisons included within Management’s Discussion and Analysis of Financial Condition and Results of Operations refer to the comparable three months ended March 30, 2024, unless stated otherwise.

Previous wording

Inflationary pressures, driven by factors such as supply chain disruptions and the ongoing Russia-Ukraine and Middle East conflicts, have led to increased prices for energy and raw materials we use in our production processes, including commodities such as steel, oil, copper, and tin. Additionally, the manufacturing industry continues to experience a skilled labor shortage, which has created difficulties in attracting and retaining factory employees and has resulted in higher labor costs. We have been able to offset most of these negative impacts through pricing actions and productivity savings, which we continue to pursue. Future impacts on our business and financial results as a result of these conditions are not estimable at this time, and depend, in part, on the extent to which these conditions improve or worsen, which remains uncertain. For additional discussion of the risks related to global macroeconomic conditions, see Part I, Item IA, “Risk Factors” in our 2023 Annual Report.

Current wording

Inflationary pressures, driven by factors such as supply chain disruptions and the ongoing Russia-Ukraine and Middle East conflicts, have continued into 2025 and have led to increased prices for energy and raw materials we use in our production processes, including commodities such as steel, oil, copper and tin. Additionally, the manufacturing industry continues to experience a skilled labor shortage, which has created difficulties in attracting and retaining factory employees and has resulted in higher labor costs. We have been able to offset most of these impacts through pricing actions and productivity savings, which we continue to pursue. Future impacts on our business and financial results as a result of these conditions are not estimable at this time, and depend, in part, on the extent to which these conditions improve or worsen, which remains uncertain. For additional discussion of the risks related to global macroeconomic conditions, see Part I, Item IA, “Risk Factors” in our 2024 Annual Report.

Previous wording

The following table provides a summary of key performance indicators for the third quarter of 2024 as compared to the third quarter of 2023.

Current wording

The following table provides a summary of key performance indicators for the first quarter of 2025 as compared to the first quarter of 2024.

Previous wording

Our third quarter 2024 results are summarized below:

Current wording

Our first quarter 2025 results are summarized below:

Previous wording

•Income from continuing operations was $1.96 per diluted share, an increase of $0.62 as compared to the prior year, primarily due to higher operating income, as discussed above. Adjusted income from continuing operations was $1.46 per diluted share, an increase of $0.09 as compared to the prior year.

Current wording

•Income from continuing operations was $1.33 per diluted share, a decrease of $0.02 as compared to the prior year, primarily due to higher interest and tax expenses. Adjusted income from continuing operations was $1.45 per diluted share, an increase of $0.03 as compared to the prior year.

Previous wording

MT revenue for the three months ended September 28, 2024 decreased by $14.6 primarily due to a decline of $31.4 from the divestiture of Wolverine in July 2024. Revenue for the three-month period reflected strength in the Friction aftermarket and KONI rail businesses, which increased by 9% and 32%, respectively. MT revenue for the nine-month period increased $28.7, as higher sales volume in our Friction business of 6% and KONI rail business of 23% was partially offset by the divestiture of Wolverine. The growth in the Friction business for the nine-month period is primarily attributable to strength in both OE and aftermarket. Foreign currency translation favorably impacted revenue by $1.5 during the third quarterand unfavorably impacted revenue by $8.4 during thenine-month period. Excluding the impact of foreign currency translation and the divestiture of Wolverine, organic revenue during the three- and nine-months periods increased by $15.3 and $68.5, respectively.

Current wording

MT revenue for the three months ended March 29, 2025 decreased by $46.3 primarily due to a decline of $39.5 from the divestiture of Wolverine in July 2024 and unfavorable foreign currency translation impacts of $8.4, which were partially offset by strength in rail. Excluding the impact of foreign currency translation and the divestiture of Wolverine, organic revenue during the three-months periods increased by $1.6.

Previous wording

Gross profit for the three months ended September 28, 2024 and September 30, 2023 was $314.0 and $279.4, respectively, reflecting gross margins of 35.5% and 34.0%, respectively. Gross profit for the nine months ended September 28, 2024 and September 30, 2023 was $930.9 and $821.3, respectively, reflecting gross margins of 34.5% and 33.5%, respectively. The increases in gross profit and margin for both periods were primarily driven by increases in revenue, as described above, and productivity savings, partially offset by increases in material and labor costs. See section titled, “Macroeconomic Conditions”, for further information.

Current wording

Gross profit for the three months ended March 29, 2025 and March 30, 2024 was $316.3 and $301.5, respectively, reflecting gross margins of 34.6% and 33.1%. The increases in gross profit and margin for both periods were primarily driven by benefits from pricing actions andproductivity savings, partially offset by increases in material and labor costs.

Previous wording

Sales and marketing expenses increased $6.1 and $20.0 for the three and nine months ended September 28, 2024, respectively, primarily driven by higher personnel costs and the additions of kSARIA and Svanehøj, partially offset by the divestiture of the Wolverine business.

Current wording

Sales and marketing expenses increased $3.1 for the three months ended March 29, 2025, primarily driven by higher personnel costs and the additions of kSARIA and Svanehøj, partially offset by the divestiture of the Wolverine business.

Previous wording

The increase in total interest and non-operating expenses, net for the three and nine months ended September 28, 2024 was primarily driven by an increase in interest expense due to higher average outstanding long-term debt in connection with our acquisitions of Svanehøj and kSARIA.

Current wording

The increase in total interest and non-operating expenses, net for the three months ended March 29, 2025 was primarily driven by higher outstanding debt.

Previous wording

In October 2021, more than 135 countries and jurisdictions agreed to participate in a “two-pillar” international tax approach developed by the OECD, which includes establishing a global minimum corporate tax rate of 15 percent. The OECD published Tax Challenges Arising from the Digitalisation of the Economy — Global Anti-Base Erosion Model Rules (Pillar Two) in December 2021 and subsequently issued additional commentary and administrative guidance clarifying several aspects of the model rules. Since the model rules have been released, many countries have enacted Pillar Two-related laws, some of which became effective on January 1, 2024, and it is anticipated that many more will follow suit throughout 2024 and 2025. As of September 28, 2024, the Company does not expect Pillar Two taxes to have a significant impact on its 2024 financial statements.

Current wording

In October 2021, more than 135 countries and jurisdictions agreed to participate in a “two-pillar” international tax approach developed by the OECD, which includes establishing a global minimum corporate tax rate of 15 percent. The OECD published Tax Challenges Arising from the Digitalisation of the Economy — Global Anti-Base Erosion Model Rules (Pillar Two) in December 2021 and subsequently issued additional commentary and administrative guidance clarifying several aspects of the model rules. Since the model rules have been released, many countries have enacted Pillar Two-related laws, many of which became effective January 1, 2024 with additional laws effective January 1, 2025. As of March 29, 2025, the Company does not expect Pillar Two taxes to have a significant impact on its 2025 financial statements.

Previous wording

We manage our worldwide cash requirements considering available funds among the many subsidiaries through which we conduct business and the cost effectiveness with which those funds can be accessed. We support our growth and expansion in markets outside of the U.S. through the enhancement of existing products and development of new products, increased capital spending, and potential foreign acquisitions. We look for opportunities to access cash balances in excess of local operating requirements to meet our global liquidity needs in a cost-efficient manner. We transfer cash between certain international subsidiaries and the U.S. when it is cost effective to do so. During the nine months ended September 28, 2024, we had net cash distributions from foreign countries to the U.S. of $99.3. During the year ended December 31, 2023, we had net cash distributions from foreign countries to the U.S. of $357.5. The timing and amount of any additional future distributions will be evaluated based on our jurisdictional cash needs.

Current wording

We manage our worldwide cash requirements considering available funds among the many subsidiaries through which we conduct business and the cost effectiveness with which those funds can be accessed. We support our growth and expansion in markets outside of the U.S. through the enhancement of existing products and development of new products, increased capital spending, and potential foreign acquisitions. We look for opportunities to access cash balances in excess of local operating requirements to meet our global liquidity needs in a cost-efficient manner. We transfer cash between certain international subsidiaries and the U.S. when it is cost effective to do so. During the three months ended March 29, 2025, we had net cash distributions from foreign countries to the U.S. of $378.0. During the year ended December 31, 2024, we had net cash distributions from foreign countries to the U.S. of $230.4. The timing and amount of any additional future distributions will be evaluated based on our jurisdictional cash needs.

Previous wording

The amount and timing of dividends payable on our common stock are within the sole discretion of our Board of Directors and will be based on, and affected by, several factors, including our financial position and results of operations, available cash, expected capital spending plans, prevailing business conditions, and other factors the Board of Directors deems relevant. Therefore, we cannot provide any assurance as to what level of dividends, if any, will be paid in the future. In the third quarter of 2024, we declared a dividend of $0.319 per share for shareholders of record on September 3, 2024, which was a 10% increase from the quarterly dividends of $0.29 that were declared in 2023. Dividend payments during the nine months ended September 28, 2024 amounted to $78.7.

Current wording

The amount and timing of dividends payable on our common stock are within the sole discretion of our Board of Directors and will be based on, and affected by, several factors, including our financial position and results of operations, available cash, expected capital spending plans, prevailing business conditions, and other factors the Board of Directors deems relevant. Therefore, we cannot provide any assurance as to what level of dividends, if any, will be paid in the future. In the first quarter of 2025, we declared a dividend of $0.351 per share for shareholders of record on March 6, 2025, which was a 10% increase from the quarterly dividends of $0.319 that were declared in 2024. Dividend payments during the three months ended March 29, 2025 amounted to $28.7.

Previous wording

From time to time, the Company may repurchase shares of its stock on the open market. The timing of any repurchases and the actual number of shares repurchased depends on a variety of factors, including remaining authorization under existing Board-approved share repurchase programs, the Company’s stock price, restrictions under the Company’s debt obligations, other uses for capital, the dilutive impact of shares issued during the period related to the Company’s long-term incentive plans, impacts on the value of remaining shares, and market and economic conditions. During the three and nine months ended September 28, 2024, we spent $25.0 and $104.0 on open-market share repurchases under our share repurchase programs, respectively. During the three and nine months ended September 30, 2023, we spent $0.0 and $60.0 on open-market share repurchases under our share repurchase programs, respectively. All repurchased shares are retired immediately following the repurchases. See Part II, Item 2, Unregistered Sales of Equity Securities and Use of Proceeds, for additional information.

Current wording

From time to time, the Company may repurchase shares of its stock on the open market. The timing of any repurchases and the actual number of shares repurchased depends on a variety of factors, including remaining authorization under existing Board-approved share repurchase programs, the Company’s stock price, restrictions under the Company’s debt obligations, other uses for capital, the dilutive impact of shares issued during the period related to the Company’s long-term incentive plans, impacts on the value of remaining shares, and market and economic conditions. During the three months ended March 29, 2025, we spent $100.8 on open-market share repurchases under our share repurchase programs. We did not complete any open-market repurchases during the three months ended March 30, 2024. All repurchased shares are retired immediately following the repurchases.

Previous wording

When available and economically feasible, we have accessed the commercial paper market through programs in place in the U.S. to supplement cash flows generated internally and to provide additional short-term funding.

Current wording

When available and economically feasible, we have accessed the commercial paper market through programs in place in the U.S. and Europe to supplement cash flows generated internally and to provide additional short-term funding.

Previous wording

The kSARIA Credit Agreement has a maturity of three years and provides for a term loan of $464, which had been borrowed and was used to finance the Company’s acquisition of kSARIA on September 12, 2024. Total outstanding borrowings under the kSARIA Credit Agreement were $464.0 as of September 28, 2024. See Note 13, Debt, to the Consolidated Condensed Financial Statements for further information.

Current wording

The kSARIA Credit Agreement had a maturity of three years and provided for a term loan of $464, which had been borrowed and was used to finance the Company’s acquisition of kSARIA on September 12, 2024. During the first quarter of 2025, the Company made loan repayments of $229.0, representing the remaining outstanding balance on the kSARIA Credit Agreement, and the kSARIA Credit Agreement was terminated. See Note 14, Debt, to the Consolidated Condensed Financial Statements for further information.

Previous wording

The decrease in net cash from operating activities of $28.2 was primarily due to unfavorable working capital from timing of accounts receivable collections and higher compensation payments in the current year, partially offset by an increase in segment operating income.

Current wording

The increase in net cash from operating activities of $55.6 was primarily due to favorable working capital from timing of accounts receivable collections, higher customer advanced payments and lower compensation payments in the current year.

Previous wording

The increase in net cash used in investing activities of $652.6 was mainly driven by the acquisitions of kSARIA and Svanehøj, offset by proceeds from the divestiture of the Wolverine business. Refer to Note 18, Acquisitions and Divestitures, to the Consolidated Condensed Financial Statements for further information.

Current wording

The decrease in net cash used in investing activities of $394.6 was mainly driven by the prior year acquisition of Svanehøj, partially offset by an increase in capital expenditures. Refer to Note 19, Acquisitions, to the Consolidated Condensed Financial Statements for further information.

Previous wording

Reconciliations of revenue to organic revenue for the three and nine months ended September 28, 2024 are provided below.

Current wording

Reconciliations of revenue to organic revenue for the three months ended March 29, 2025 are provided below.

Previous wording

Reconciliations of operating income to adjusted operating income (loss) for the three and nine months ended September 28, 2024 and September 30, 2023 are provided below.

Current wording

Reconciliations of operating income to adjusted operating income (loss) for the three months ended March 29, 2025 and March 30, 2024 are provided below.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

On April 30, 2025, the Company entered into a credit agreement (the 2025 Credit Agreement) among the Company, as borrower, certain of our subsidiaries, as guarantors, each lender from time to time party thereto, and U.S. Bank National Association, as the administrative agent, sole lead arranger and sole bookrunner.