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Trane Technologies plc

For the period ended Jun 30, 2025. Filed Jul 30, 2025.

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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.

Jun 30, 2025 · Filed Jul 30, 2025

TT$401.76+2.4%Stored close · as of Nov 6, 2026

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Item 1A. Risk Factors

The statutes of limitation relating to tax review of our Reverse Morris Trust transaction have expired. As a result, the three risk factors listed below in our Annual Report on Form 10-K for the period ended December 31, 2024, under the heading "Risks Related to our Reverse Morris Trust Transaction" in Item 1A. "Risk Factors," are no longer material risks to the Company:

If the Distribution as part of our Reverse Morris Trust Transaction is determined to be taxable for Irish tax purposes, significant Irish tax liabilities may arise for the Spin-off Shareholders.

If the Distribution together with certain related transactions do not qualify as tax-free under Section 355 and 368(a) of the Internal Revenue Code, including as a result of subsequent acquisitions of stock of the Company or Ingersoll Rand, then the Company and the Spin-off Shareholders may be required to pay substantial U.S. federal income taxes, and Ingersoll Rand may be obligated to indemnify the Company for such taxes imposed on the Company.

If the merger does not qualify as a tax-free reorganization under Section 368(a) of the Code, the Spin-off Shareholders may be required to pay substantial U.S. federal income taxes.

Except as described above, there have been no material changes to our risk factors contained in our Annual Report on Form 10-K for the period ended December 31, 2024. For further discussion of our risk factors, refer to Item 1A. "Risk Factors" contained in our Annual Report on Form 10-K for the period ended December 31, 2024.

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