Vontier Corp
For the period ended Dec 31, 2025. Filed Feb 12, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Feb 12, 2026
VNT$42.23+5.8%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2024-12-31; filed 2025-02-13.
0001786842-25-000008
Item 7. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-K
Period ended 2025-12-31; filed 2026-02-12.
0001628280-26-007648
Item 7. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe 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 157 previous paragraphs and 161 current paragraphs.
104 unchanged; 41 reworded; 16 added; 11 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 11 previous and 11 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 (16)
Current report
During April 2025, the United States announced a new baseline tariff of 10%, plus an additional country-specific tariff, on all imports into the United States. In response, certain countries announced reciprocal tariffs on imports from the United States. While the United States has reached trade agreements with certain countries, tariffs on imports from other countries and other reciprocal tariffs either remain in effect or have been temporarily paused, and as such, significant uncertainty around future tariff policies remains. We import inventory into the United States from a number of countries, and as such, if tariffs remain in effect for a prolonged period of time, we expect our cost to import inventory into the United States to increase. We have actively managed our tariff exposure and continue to diversify our supply chain to reduce our exposure to tariffs on imports into the United States, particularly from high-tariff countries. In addition, certain of our products manufactured in the United States are exported internationally and are subject to reciprocal tariffs. If we are unable to effectively mitigate the financial impact of tariffs, or if tariffs lead to other impacts, including but not limited to a decrease in demand for our products, it would have a material impact on our business, financial condition and results of operations.
Current report
(a) Includes $74.9 million and $30.0 million of intersegment sales for the years ended December 31, 2025 and 2024, respectively, that are eliminated in consolidation.
Current report
SG&A expenses increased $9.7 million, or 1.5%, during the year ended December 31, 2025, as compared to the prior year and as a percentage of sales, decreased 30 basis points during the same period, due to $7.0 million of asset impairments recognized during the year ended December 31, 2025 and a $4.8 million increase in transaction and deal-related costs.
Current report
R&D expenses decreased $2.0 million, or 1.1%, during the year ended December 31, 2025, as compared to the prior year and as a percentage of sales, decreased 30 basis points during the same period, due to savings from focus and prioritization process initiatives and adoption of AI technologies.
Current report
Amortization of acquisition-related intangible assets decreased $5.6 million, or 7.0%, during the year ended December 31, 2025, due to certain intangible assets becoming fully amortized between periods. Amortization of acquisition-related intangible assets as a percentage of sales decreased 30 basis points during the same period.
Current report
Corporate & other unallocated costs increased $4.2 million, or 2.2%, during the year ended December 31, 2025, as compared to the prior year, due to a $12.4 million increase in other unallocated expense from $7.0 million of asset impairments recognized during the year ended December 31, 2025, partially offset by a $5.6 million decrease in amortization of acquisition-related intangible assets from certain intangible assets becoming fully amortized between periods and a $3.1 million decrease in restructuring and other related charges. Corporate & other unallocated costs as a percentage of total sales decreased 10 basis points during the year ended December 31, 2025, as compared to the prior year.
Current report
One Big Beautiful Bill
Current report
On July 4, 2025, the One Big Beautiful Bill (“OBBB”) was signed into law. The OBBB includes several changes to corporate taxation, notably modifications to capitalization of research and development expenses and accelerated depreciation of fixed assets. We have reflected the impact of the enacted changes in our financial statements for the year ended December 31, 2025. The OBBB has reduced cash tax payments by $30.0 million during the year ended December 31, 2025, and will reduce cash tax payments by $30.0 million during the year ended December 31, 2026, due to the accelerated deduction for previously capitalized research and development expense. The other provisions within the OBBB have not and are not expected to have a material impact.
Current report
Pillar Two
Current report
On January 5, 2026, the OECD released additional Administrative Guidance under Pillar Two, including the new Side‑by‑Side safe harbour framework. These updates clarify how certain jurisdictions, including the United States, may apply safe‑harbour relief once local legislation is enacted. We evaluated the impact of these developments and, consistent with our prior assessment of Pillar Two, we do not expect a significant impact on our financial statements.
Current report
•Voluntarily repaid $50.0 million of the Three-Year Term Loans Due 2025;
Current report
•Executed an amendment to extend the maturity date of the Three-Year Term Loans Due 2025 to February 2028, remove the credit spread adjustment and reduce the ratings-based margin by 12.5 basis points;
Current report
•Executed an amendment to the Revolving Credit Facility, which extended the maturity date to February 2030 and removed the SOFR adjustment;
Current report
Refer to Note 3. Acquisitions to the Consolidated Financial Statements for additional information on our acquisition of Sergeant Sudz and Note 20. Divestitures to the Consolidated Financial Statements for additional information on our dispositions.
Current report
Share Repurchase Program
Current report
We derive revenues from the sale of products and services. Revenue is recognized when control over the promised products or services is transferred to the customer in an amount that reflects the consideration that we expect to receive in exchange for those products or services. In determining if control has transferred, we consider whether certain indicators of the transfer of control are present, such as the transfer of title, present right to payment, significant risks and rewards of ownership and customer acceptance when acceptance is not a formality.
Removed paragraphs (11)
Previous report
SG&A expenses decreased $13.4 million, or 2.1%, during the year ended December 31, 2024, as compared to the prior year and as a percentage of sales, increased 30 basis points during the same period, due to a $18.6 million decrease from the impact of recently divested and exited businesses and product lines, partially offset by a $10.1 million increase from the impact of reserve-related adjustments to the Repair Solutions receivables portfolio.
Previous report
R&D expenses increased $14.2 million, or 8.7%, during the year ended December 31, 2024, as compared to the prior year and as a percentage of sales, increased 70 basis points during the same period, due to continued growth investments in our Mobility Technologies segment.
Previous report
Amortization of acquisition-related intangible assets decreased $1.5 million, or 1.8%, during the year ended December 31, 2024, as compared to the prior year and as a percentage of sales, increased 10 basis points during the same period.
Previous report
Corporate & other unallocated costs decreased $16.5 million, or 8.0%, during the year ended December 31, 2024, as compared to the prior year, due to an $11.7 million decrease in costs associated with restructuring activities. Corporate & other unallocated costs as a percentage of total sales decreased 30 basis points during the year ended December 31, 2024, as compared to the prior year.
Previous report
The OECD agreed among over 130 countries on the Pillar Two proposals which establish a global minimum effective tax rate of 15% for multinational groups with annual global revenue exceeding €750 million. Many countries continue to announce changes in their tax laws and regulations based on the Pillar Two proposals, including the European Union (“EU”) Member States which unanimously adopted the EU Pillar Two Directive, providing for a minimum effective tax rate of 15%. As of December 31, 2024, various EU Member States have enacted Pillar Two legislation. The Company performed an analysis of the impact of the legislation, and we expect no significant impact to our financial statements.
Previous report
•Repurchased 3.0 million shares for $100.0 million through an accelerated share repurchase (“ASR”) agreement;
Previous report
•Repurchased 0.6 million shares for $25.0 million through a share repurchase agreement; and
Previous report
Inventories
Previous report
We record inventory at the lower of cost or net realizable value, which is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. We estimate the net realizable value of inventory based on assumptions of future demand and related pricing. Estimating the net realizable value of inventory is inherently uncertain because levels of demand, technological advances and pricing competition in many of our markets can fluctuate significantly from period to period due to circumstances beyond our control. If actual market conditions are less favorable than those projected, we could be required to reduce the value of our inventory, which would adversely impact our financial statements.
Previous report
Business Combinations
Previous report
Accounting for business combinations requires management to make significant estimates and assumptions, especially at the acquisition date, for intangible assets. Although we believe the assumptions and estimates we have made have been reasonable and appropriate, they are based, in part, on historical experience and information obtained from management of the acquired companies and are inherently uncertain. Critical estimates in valuing certain of the intangible assets we have acquired include, but are not limited to, estimates about future results such as revenues, margin, net working capital and other valuation assumptions such as useful lives, royalty rates, attrition rates and discount rates. The discount rates used to discount expected future cash flows to present value are typically derived from a weighted-average cost of capital analysis and adjusted to reflect inherent risks. Unanticipated events and circumstances may occur that could affect either the accuracy or validity of such assumptions, estimates or actual results.
Reworded paragraphs (41)
Previous wording
This Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is designed to provide a reader of our financial statements with a narrative from the perspective of management and is intended to help the reader understand the results and operations and financial condition of the Company. Our MD&A should be read in conjunction with our Consolidated Financial Statements and the accompanying Notes to the Consolidated Financial Statements included elsewhere in this Annual Report.
Current wording
This Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is designed to provide a reader of our financial statements with a narrative from the perspective of management and is intended to help the reader understand our results of operations and financial condition. Our MD&A should be read in conjunction with our Consolidated Financial Statements and the accompanying Notes to the Consolidated Financial Statements included elsewhere in this Annual Report.
Previous wording
Vontier is a global industrial technology company uniting productivity, automation and multi-energy technologies to meet the needs of a rapidly evolving, more connected mobility ecosystem. Leveraging leading market positions, decades of domain expertise and unparalleled portfolio breadth, Vontier enables the way the world moves, delivering smart, safe and sustainable solutions to our customers and the planet. Vontier has a culture of continuous improvement and innovation built upon the foundation of the Vontier Business System and embraced by colleagues worldwide. Refer to “Item 1. Business – General” included in this Annual Report for a discussion of our strategies for delivering long-term shareholder value.
Current wording
Vontier is a global industrial technology company uniting productivity, automation and multi-energy technologies to meet the needs of a rapidly evolving, more connected mobility ecosystem. Leveraging leading market positions, decades of domain expertise and unparalleled portfolio breadth, Vontier powers the way the world moves, delivering smart, safe and sustainable solutions to our customers and the planet. Vontier has a culture of continuous improvement and innovation built upon the foundation of the Vontier Business System and embraced by colleagues worldwide. Refer to “Item 1. Business – General” included in this Annual Report for a discussion of our strategies for delivering long-term shareholder value.
Previous wording
We operate through three reportable segments which align to our three operating segments: (i) Mobility Technologies, which provides digitally enabled equipment and solutions to support efficient operations across the mobility ecosystem, including point-of-sale and payment systems, workflow automation solutions, telematics, data analytics, software platform for electric vehicle charging networks, and integrated solutions for alternative fuel dispensing; (ii) Repair Solutions, which manufactures and distributes aftermarket vehicle repair tools, toolboxes, automotive diagnostic equipment and software through a network of mobile franchisees; and (iii) Environmental & Fueling Solutions, which provides environmental and fueling hardware and software, and aftermarket solutions for global fueling infrastructure. Our Global Traffic Technologies and Coats businesses, which were divested during April 2023 and January 2024, respectively, are presented in Other for periods prior to the divestitures.
Current wording
We operate through three reportable segments which align to our three operating segments: (i) Mobility Technologies, which provides digitally enabled equipment and solutions to support efficient operations across the mobility ecosystem, including point-of-sale and payment systems, workflow automation solutions, telematics, data analytics, software platform for electric vehicle charging networks, and integrated solutions for alternative fuel dispensing; (ii) Repair Solutions, which manufactures and distributes aftermarket vehicle repair tools, toolboxes, automotive diagnostic equipment and software through a network of mobile franchisees; and (iii) Environmental & Fueling Solutions, which provides environmental and fueling hardware and software, and aftermarket solutions for global fueling infrastructure. Our Coats business, which was divested during January 2024, is presented in Other for periods prior to the divestiture.
Previous wording
We expect core sales to increase on a year-over-year basis in 2025 due to increasing demand across our portfolio. Our outlook is subject to various assumptions and risks, including but not limited to the resilience and durability of the economies of the United States and other critical regions, the condition of global supply chains, including the availability of electronic components, the impact of international conflicts, including Russia-Ukraine and conflicts in the Middle East, market conditions in key end product segments, no significant changes in governmental policies or regulations and the impact of energy disruption in Europe. Additional uncertainties are identified in “Information Relating to Forward-Looking Statements” and “Risk Factors” in this Form 10-K.
Current wording
We expect core sales to increase on a year-over-year basis in 2026. Our outlook is subject to various assumptions and risks, including but not limited to the impact of changes in United States and international trade policies, other changes in governmental policies or regulations, the resilience and durability of the economies of the United States and other critical regions, the condition of global supply chains, including the availability of electronic components, the impact of international conflicts, including Russia-Ukraine and conflicts in the Middle East and market conditions in key end product segments. Additional uncertainties are identified in “Information Relating to Forward-Looking Statements” and “Risk Factors” in this Form 10-K.
Previous wording
We continue to monitor the macroeconomic and geopolitical conditions which may impact our business, including monetary and fiscal policies, changes in the banking system, international trade and relations between the U.S., China and other nations, and investment and taxation policy initiatives being considered in the United States and by the Organization for Economic Co-operation and Development (the “OECD”). We also continue to monitor the Russia-Ukraine conflict and conflicts in the Middle East and the impact on our business and operations. As of the filing date of this report, we do not believe they are material.
Current wording
We continue to monitor the macroeconomic and geopolitical conditions which may impact our business, including monetary and fiscal policies, changes in the banking system and investment and taxation policy initiatives being considered in the United States and by the Organization for Economic Co-operation and Development. We also continue to monitor the Russia-Ukraine conflict, conflicts in the Middle East and political and economic conditions in Latin America and the impact on our business and operations. As of the filing date of this report, we do not believe they are material.
Previous wording
Total sales within our Mobility Technologies segment increased 1.1% during the year ended December 31, 2024, as compared to the prior year, driven by a 2.1% increase in core sales, partially offset by a 1.0% decrease due to the impact of currency translation. The increase in core sales was due to solid demand for our convenience store payment and enterprise productivity solutions, partially offset by lower demand for our cash wash solutions.
Current wording
Total sales within our Mobility Technologies segment increased 10.8% during the year ended December 31, 2025, as compared to the prior year, driven by a 10.7% increase in core sales. The increase in core sales was due to solid demand for our convenience retail payment and enterprise productivity solutions, partially offset by lower demand for our car wash solutions.
Previous wording
Total sales and core sales within our Repair Solutions segment decreased 2.8% during the year ended December 31, 2024, as compared to the prior year, due to a decrease in the hardline, tool storage and specialty tools product categories driven by macroeconomic impacts on service technicians’ discretionary spending, partially offset by an increase in the power tools product category.
Current wording
Total sales within our Repair Solutions segment decreased 6.9% during the year ended December 31, 2025, as compared to the prior year, driven by a 6.8% decrease in core sales. The decrease in core sales was due to a decrease in volume in the tool storage, hardline and power tools product categories driven by macroeconomic impacts on service technicians’ discretionary spending.
Previous wording
Total sales within our Environmental & Fueling Solutions segment increased 2.7% during the year ended December 31, 2024, as compared to the prior year, driven by a 5.9% increase in core sales, partially offset by a 2.3% decrease due to the impact of recently exited businesses and product lines and a 0.9% decrease due to the impact of currency translation. The increase in core sales was driven by higher demand for aftermarket products, dispenser systems and environmental solutions.
Current wording
Total sales within our Environmental & Fueling Solutions segment increased 5.7% during the year ended December 31, 2025, as compared to the prior year, driven by a 6.4% increase in core sales, partially offset by a 1.0% decrease due to the impact of recently exited businesses and product lines and a 0.3% increase due to the impact of currency translation. The increase in core sales was due to growth in environmental solutions and dispenser systems.
Previous wording
Cost of sales, excluding amortization of acquisition-related intangible assets, decreased $109.1 million, or 6.6%, during the year ended December 31, 2024, as compared to the prior year and as a percentage of sales, decreased 160 basis points during the same period, due to a $115.0 million decrease from the impact of recently divested and exited businesses and product lines.
Current wording
Cost of sales, excluding amortization of acquisition-related intangible assets, increased $69.9 million, or 4.5%, during the year ended December 31, 2025, as compared to the prior year and as a percentage of sales, increased 60 basis points during the same period, mainly due to core sales growth as discussed above.
Previous wording
Operating profit decreased $6.4 million, or 1.2%, during the year ended December 31, 2024, as compared to the prior year, and operating profit margin increased 40 basis points during the same period.
Current wording
Operating profit increased $24.6 million, or 4.6%, during the year ended December 31, 2025, as compared to the prior year, and operating profit margin increased 30 basis points during the same period.
Previous wording
Segment operating profit for our Mobility Technologies segment decreased $7.3 million, or 3.7%, during the year ended December 31, 2024, as compared to the prior year, and segment operating profit margin decreased 90 basis points during the same period. The decrease in segment operating profit margin was due to a 180 basis points decrease from an increase in R&D from continued growth investments, offset by a 150 basis points increase from SG&A savings. The remaining decrease was due to the impact of product mix from lower demand for our cash wash solutions.
Current wording
Segment operating profit for our Mobility Technologies segment increased $18.9 million, or 9.8%, during the year ended December 31, 2025, as compared to the prior year, and segment operating profit margin decreased 20 basis points during the same period. The decrease in segment operating profit margin was due to the impact of product mix.
Previous wording
Segment operating profit for our Repair Solutions segment decreased $29.3 million, or 17.2%, during the year ended December 31, 2024, as compared to the prior year, and segment operating profit margin decreased 390 basis points during the same period. The decrease in segment operating profit margin was due to a 130 basis points decrease from reserve-related adjustments to the receivables portfolio. The remaining decrease was due to the impact of lower volume and product mix, as service technicians have purchased lower price point products in response to the macroeconomic impacts on service technicians’ discretionary spending.
Current wording
Segment operating profit for our Repair Solutions segment decreased $17.6 million, or 12.5%, during the year ended December 31, 2025, as compared to the prior year, and segment operating profit margin decreased 130 basis points during the same period. The decrease in segment operating profit margin was due to a decrease in volume, as further discussed above.
Previous wording
Segment operating profit for our Environmental & Fueling Solutions segment increased $25.4 million, or 6.9%, during the year ended December 31, 2024, as compared to the prior year, and segment operating profit margin increased 110 basis points during the same period. The increase in segment operating profit margin was due to a 170 basis points increase from the net impact of our productivity initiatives that have reduced manufacturing, procurement and other costs and unfavorable product mix as compared to the prior year, offset by increased costs from inflationary pressures.
Current wording
Segment operating profit for our Environmental & Fueling Solutions segment increased $27.1 million, or 6.9%, during the year ended December 31, 2025, as compared to the prior year, and segment operating profit margin increased 40 basis points during the same period. The increase in segment operating profit margin was due to an increase in volume, as further discussed above, and focus and prioritization process initiatives.
Previous wording
Interest expense, net was $74.7 million during the year ended December 31, 2024 as compared to $93.7 million during the prior year, a decrease of $19.0 million, driven by a decrease in our outstanding debt obligations and an increase in interest income between periods.
Current wording
Interest expense, net was $59.8 million during the year ended December 31, 2025 as compared to $74.7 million during the prior year, a decrease of $14.9 million, driven by a decrease in our outstanding debt obligations, a decrease in variable interest rates on certain of our outstanding debt obligations and an increase in interest income between periods.
Previous wording
We are routinely examined by various domestic and international taxing authorities. The amount of income taxes we pay is subject to audit by federal, state and foreign tax authorities, which may result in proposed assessments. The Company is subject to examination in the United States, various states and foreign jurisdictions. We review our global tax positions on a quarterly basis. Based on these reviews, the results of discussions and resolutions of matters with certain tax authorities, tax rulings and court decisions and the expiration of statutes of limitations reserves for contingent tax liabilities are accrued or adjusted as necessary. The IRS concluded examination procedures on the Company’s initial U.S. federal income tax return for the post-Separation period of 2020. No material adjustments were identified, as such the Company has released all uncertain tax positions associated with the U.S. federal income tax return for the post-Separation period in 2020. The Company remains subject to U.S. Federal income tax audit for 2021 through 2023. The Company is subject to tax audits for its combined/consolidated state income tax returns for post-Separation 2020 through 2023. The Company remains subject to tax audits for its separate company tax returns in various U.S. states for the tax years 2020 to 2023. Our operations in certain foreign jurisdictions remain subject to routine examinations for the tax years 2017 to 2023.
Current wording
We are routinely examined by various domestic and international taxing authorities. The amount of income taxes we pay is subject to audit by federal, state and foreign tax authorities, which may result in proposed assessments. We are subject to examination in the United States, various states and foreign jurisdictions. We review our global tax positions on a quarterly basis. Based on these reviews, the results of discussions and resolutions of matters with certain tax authorities, tax rulings and court decisions and the expiration of statutes of limitations, reserves for contingent tax liabilities are accrued or adjusted as necessary. The IRS started an examination of our U.S. federal income tax return for 2023. At this point, no material issues or adjustments have been identified. We remain subject to U.S. federal income tax audit for the tax years 2022 and 2024. We are subject to tax audits for our combined/consolidated state income tax returns for the tax years 2021 to 2024. We remain subject to tax audits for our separate company tax returns in various U.S. states for the tax years 2021 to 2024. Our operations in certain foreign jurisdictions remain subject to routine examinations for the tax years 2018 to 2024.
Previous wording
Our effective tax rate for the years ended December 31, 2024 and 2023 was 15.2% and 22.0%, respectively. The decrease in our effective tax rate during the year ended December 31, 2024, as compared to the prior year, was primarily due to favorable impacts related to business reorganizations and divestitures and a decrease to uncertain tax positions.
Current wording
Our effective tax rate for the years ended December 31, 2025 and 2024 was 20.1% and 15.2%, respectively. The increase in our effective tax rate during the year ended December 31, 2025, as compared to the prior year, was primarily due to favorable impacts of business reorganizations and divestitures during the year ended December 31, 2024.
Previous wording
Our effective tax rate for the year ended December 31, 2023 differs from the U.S. federal statutory rate of 21.0% primarily due to the effect of state taxes, foreign derived intangible income and tax credits. Additionally, there were favorable impacts related to non-taxable income and business reorganizations and divestitures which were offset by an increase to uncertain tax positions.
Current wording
Our effective tax rate for the year ended December 31, 2025 differs from the U.S. federal statutory rate of 21.0% primarily due to the effect of state taxes, non-U.S. income taxed at different rates than the U.S. federal statutory rate, foreign derived intangible income, and tax credits.
Previous wording
Comprehensive income decreased by $2.4 million during the year ended December 31, 2024, as compared to the prior year. Comprehensive income for the year ended December 31, 2024 includes an unfavorable foreign currency translation adjustment of $49.6 million and a gain on the sale of the Company’s Coats business of $37.2 million. Comprehensive income for the year ended December 31, 2023 includes a gain on the sale of the Company’s Global Traffic Technologies business of $34.4 million.
Current wording
Comprehensive income increased by $108.6 million during the year ended December 31, 2025, as compared to the prior year. Comprehensive income for the year ended December 31, 2025 includes a favorable foreign currency translation adjustment of $75.8 million. Comprehensive income for the year ended December 31, 2024 includes an unfavorable foreign currency translation adjustment of $49.6 million and a gain on the sale of our Coats business of $37.2 million.
Previous wording
Refer to Note 20. Divestitures to the Consolidated Financial Statements for additional information on the divestitures of our Coats and Global Traffic Technologies businesses.
Current wording
Refer to Note 20. Divestitures to the Consolidated Financial Statements for additional information on the divestiture of our Coats businesses.
Previous wording
We are exposed to interest rate risk through fluctuations in interest rates on our debt obligations. As of December 31, 2024, we had $550.0 million outstanding of debt that was subject to variable interest rates. As a result, increases in interest rates could increase the cost of servicing our debt and could materially reduce our profitability and cash flows. We seek to manage exposure to adverse interest rate changes through our normal operating and financing activities.
Current wording
We are exposed to interest rate risk through fluctuations in interest rates on our debt obligations. As of December 31, 2025, we had $500.0 million outstanding of debt that was subject to variable interest rates. As a result, increases in interest rates could increase the cost of servicing our debt and could materially reduce our profitability and cash flows. We seek to manage exposure to adverse interest rate changes through our normal operating and financing activities.
Previous wording
A hypothetical 100 basis points increase in market interest rates as of December 31, 2024 on our variable-rate debt obligations as of December 31, 2024 would increase our annual interest expense by approximately $5.5 million.
Current wording
A hypothetical 100 basis points increase in market interest rates as of December 31, 2025 on our variable-rate debt obligations as of December 31, 2025 would increase our annual interest expense by approximately $5.0 million.
Previous wording
We face transactional exchange rate risk from transactions with customers in countries outside of the United States and from intercompany transactions between affiliates. Transactional exchange rate risk arises from the purchase and sale of goods and services in currencies other than our functional currency or the functional currency of an applicable subsidiary. We also face translational exchange rate risk related to the translation of financial statements of our foreign operations into U.S. dollars, our functional currency. Costs incurred and sales recorded by subsidiaries operating outside of the United States are translated into U.S. dollars using exchange rates effective during the respective period. As a result, we are exposed to movements in the exchange rates of various currencies against the U.S. dollar. The effect of a change in currency exchange rates on our net investment in international subsidiaries is reflected in the accumulated other comprehensive income component of equity. A 10% change in major currencies relative to the U.S. dollar as of December 31, 2024 would have resulted in an impact to equity of approximately $87.0 million.
Current wording
We face transactional exchange rate risk from transactions with customers in countries outside of the United States and from intercompany transactions between affiliates. Transactional exchange rate risk arises from the purchase and sale of goods and services in currencies other than our functional currency or the functional currency of an applicable subsidiary. We also face translational exchange rate risk related to the translation of financial statements of our foreign operations into U.S. dollars, our functional currency. Costs incurred and sales recorded by subsidiaries operating outside of the United States are translated into U.S. dollars using exchange rates effective during the respective period. As a result, we are exposed to movements in the exchange rates of various currencies against the U.S. dollar. The effect of a change in currency exchange rates on our net investment in international subsidiaries is reflected in the accumulated other comprehensive income component of equity. A 10% change in major currencies relative to the U.S. dollar as of December 31, 2025 would have resulted in an impact to equity of approximately $86.0 million.
Previous wording
Currency exchange rates negatively impacted reported sales for the year ended December 31, 2024 by 0.8% as compared to the prior year, as the U.S. dollar was, on average, stronger against most major currencies during the year ended December 31, 2024 as compared to exchange rate levels during the prior year. If the exchange rates in effect as of December 31, 2024 were to prevail throughout the year ended December 31, 2025, currency exchange rates would negatively impact estimated sales for the year ended December 31, 2025 by approximately 1.2% compared to the year ended December 31, 2024.
Current wording
Currency exchange rates did not have a material impact on reported sales for the year ended December 31, 2025 as compared to the prior year. If the exchange rates in effect as of December 31, 2025 were to prevail throughout the year ended December 31, 2026, currency exchange rates would positively impact estimated sales for the year ended December 31, 2026 by approximately 0.5% compared to the year ended December 31, 2025.
Previous wording
•Repurchased 2.7 million shares for $99.7 million in the open market.
Current wording
•Repurchased 8.0 million shares for $300.2 million in the open market.
Previous wording
Cash flows from operating activities were $427.5 million during the year ended December 31, 2024, a decrease of $27.5 million as compared to the prior year. The year-over-year change in operating cash flows was primarily attributable to the following factors:
Current wording
Cash flows from operating activities were $511.0 million during the year ended December 31, 2025, an increase of $83.5 million as compared to the prior year. The year-over-year change in operating cash flows was primarily attributable to the following factors:
Previous wording
•The aggregate of accounts receivable and long-term financing receivables used $56.0 million of operating cash flows during the year ended December 31, 2024 as compared to using $6.9 million in the prior year. The amount of cash flow generated from or used by accounts receivable depends upon how effectively we manage the cash conversion cycle and can be significantly impacted by the timing of collections in a period. Additionally, when we originate certain financing receivables, we assume the financing receivable by decreasing the franchisee’s trade accounts receivable. As a result, originations of certain financing receivables are non-cash transactions.
Current wording
•The aggregate of accounts receivable and long-term financing receivables generated $10.4 million of operating cash flows during the year ended December 31, 2025 as compared to using $56.0 million in the prior year. The amount of cash flow generated from or used by accounts receivable depends upon how effectively we manage the cash conversion cycle and can be significantly impacted by the timing of collections in a period. Additionally, when we originate certain financing receivables, we assume the financing receivable by decreasing the franchisee’s trade accounts receivable. As a result, originations of certain financing receivables are non-cash transactions.
Previous wording
•The aggregate of other operating assets and liabilities used $30.7 million of cash during the year ended December 31, 2024 compared to generating $6.8 million in the prior year. This difference is due primarily to working capital needs and the timing of accruals and payments and tax-related amounts.
Current wording
•The aggregate of other operating assets and liabilities used $66.9 million of cash during the year ended December 31, 2025 compared to using $30.7 million in the prior year. This difference is due primarily to working capital needs and the timing of accruals and payments and tax-related amounts.
Previous wording
Net cash used in investing activities was $11.4 million during the year ended December 31, 2024, driven by payments for additions to property, plant and equipment, partially offset by proceeds from the sale of our Coats business. Net cash provided by investing activities was $69.3 million during the year ended December 31, 2023, driven by proceeds from the sale of our Global Traffic Technologies business and equity securities, partially offset by payments for additions to property, plant and equipment.
Current wording
Net cash used in investing activities was $20.7 million during the year ended December 31, 2025, driven by payments for additions to property, plant and equipment and cash paid for the acquisition of Sergeant Sudz, partially offset by proceeds from the sale of businesses. Net cash used in investing activities was $11.4 million during the year ended December 31, 2024, driven by payments for additions to property, plant and equipment, partially offset by proceeds from the sale of our Coats business.
Previous wording
We made capital expenditures of $82.7 million and $60.1 million during the years ended December 31, 2024 and 2023, respectively.
Current wording
We made capital expenditures of $69.9 million and $82.7 million during the years ended December 31, 2025 and 2024, respectively.
Previous wording
Net cash used in financing activities was $392.3 million during the year ended December 31, 2024, driven by the voluntary repayment of $150.0 million of the Three-Year Term Loans due 2024 and Three-Year Term Loans due 2025 and repurchases of the Company’s common stock of $224.7 million. Net cash used in financing activities was $387.8 million during the year ended December 31, 2023, driven primarily by the voluntary repayment of $300.0 million of the Three-Year Term Loans due 2024 and repurchases of the Company’s common stock of $74.7 million.
Current wording
Net cash used in financing activities was $371.3 million during the year ended December 31, 2025, driven by repurchases of our common stock of $300.2 million and the voluntary repayment of $50.0 million of the Three-Year Term Loans due 2025. Net cash used in financing activities was $392.3 million during the year ended December 31, 2024, driven by repurchases of our common stock of $224.7 million and the voluntary repayment of $150.0 million of the Three-Year Term Loans due 2024 and Three-Year Term Loans due 2025.
Previous wording
Refer to Note 19. Capital Stock and Earnings per Share to the Consolidated Financial Statements for a description of the Company’s share repurchase program.
Current wording
Refer to Note 19. Capital Stock and Earnings per Share to the Consolidated Financial Statements for a description of our share repurchase program.
Previous wording
As of December 31, 2024, we had $1.6 billion in aggregate principal amount of registered notes and $550.0 million in aggregate principal amount outstanding of term loans. Our obligations to pay principal and interest on the registered notes and term loans are fully and unconditionally guaranteed on a joint and several basis on an unsecured, unsubordinated basis by Gilbarco Inc. and Matco Tools Corporation, two of Vontier’s wholly-owned subsidiaries (the “Guarantor Subsidiaries”). Our other subsidiaries do not guarantee any such indebtedness (collectively, the “Non-Guarantor Subsidiaries”). Refer to Note 10. Financing to the Consolidated Financial Statements for additional information regarding the terms of our notes and the term loans.
Current wording
As of December 31, 2025, we had $1.6 billion in aggregate principal amount of registered notes and $500.0 million in aggregate principal amount outstanding of term loans. Our obligations to pay principal and interest on the registered notes and term loans are fully and unconditionally guaranteed on a joint and several basis on an unsecured, unsubordinated basis by Gilbarco Inc. and Matco Tools Corporation, two of Vontier’s wholly-owned subsidiaries (the “Guarantor Subsidiaries”). Our other subsidiaries do not guarantee any such indebtedness (collectively, the “Non-Guarantor Subsidiaries”). Refer to Note 10. Financing to the Consolidated Financial Statements for additional information regarding the terms of our notes and the term loans.
Previous wording
As of December 31, 2024, we held approximately $356.4 million of cash and cash equivalents that were held in either operating accounts or invested in highly liquid investment-grade instruments with a maturity of 90 days or less with an annual effective rate generally around 4.5% as of December 31, 2024. Approximately 55% of our cash was held outside of the United States.
Current wording
As of December 31, 2025, we held approximately $492.2 million of cash and cash equivalents that were held in either operating accounts or invested in highly liquid investment-grade instruments with a maturity of 90 days or less with an annual effective rate generally around 3.5% as of December 31, 2025. Approximately 49% of our cash was held outside of the United States.
Previous wording
We also have purchase obligations which consist of agreements to purchase goods or services that are enforceable and legally binding on us and that specify all significant terms, including fixed or minimum quantities to be purchased, fixed, minimum or variable price provisions and the approximate timing of the transaction. As of December 31, 2024, we had purchase obligations of $241.9 million, with $235.6 million payable in the next 12 months.
Current wording
We also have purchase obligations which consist of agreements to purchase goods or services that are enforceable and legally binding on us and that specify all significant terms, including fixed or minimum quantities to be purchased, fixed, minimum or variable price provisions and the approximate timing of the transaction. As of December 31, 2025, we had purchase obligations of $197.4 million, with $192.7 million payable in the next 12 months.
Previous wording
As of December 31, 2024, the Company had guarantees consisting primarily of outstanding standby letters of credit, bank guarantees, and performance and bid bonds of $81.4 million. These guarantees have been provided in connection with certain arrangements with vendors, customers, financing counterparties, and governmental entities to secure the Company’s obligations and/or performance requirements related to specific transactions.
Current wording
As of December 31, 2025, we had guarantees consisting primarily of outstanding standby letters of credit, bank guarantees, and performance and bid bonds of $77.1 million. These guarantees have been provided in connection with certain arrangements with vendors, customers, financing counterparties, and governmental entities to secure our obligations and/or performance requirements related to specific transactions.
Previous wording
When evaluating for impairment, we may first perform a qualitative assessment to determine whether it is more likely than not that a reporting unit or indefinite-lived intangible asset is impaired. If we do not perform a qualitative assessment, or if we determine that it is not more likely than not that the fair value of the reporting unit or indefinite-lived intangible asset exceeds its carrying amount, we will calculate the estimated fair value of the reporting unit or indefinite-lived intangible asset. Our decision to perform a qualitative impairment assessment for an individual reporting unit in a given year is influenced by a number of factors, inclusive of the size of the reporting unit's goodwill, the significance of the excess of the reporting unit's estimated fair value over carrying value at the last quantitative assessment date, the amount of time in between quantitative fair value assessments and the date of acquisition.
Current wording
When evaluating for impairment, we may first perform a qualitative assessment to determine whether it is more likely than not that a reporting unit or indefinite-lived intangible asset is impaired. If we do not perform a qualitative assessment, or if we determine that it is not more likely than not that the fair value of the reporting unit or indefinite-lived intangible asset exceeds its carrying amount, we will calculate the estimated fair value of the reporting unit or indefinite-lived intangible asset. Our decision to perform a qualitative impairment assessment for an individual reporting unit in a given year is influenced by a number of factors, inclusive of the size of the reporting unit's goodwill, the significance of the excess of the reporting unit's estimated fair value over carrying value at the last quantitative assessment date and the amount of time in between quantitative fair value assessments.
Previous wording
If actual results are not consistent with management’s estimates and assumptions, goodwill and other intangible assets may be overstated, and a charge would need to be taken against net earnings which would adversely affect our financial statements. No goodwill or other intangible assets impairment charges were recorded during the years ended December 31, 2024, 2023 and 2022.
Current wording
If actual results are not consistent with management’s estimates and assumptions, goodwill and other intangible assets may be overstated, and a charge would need to be taken against net earnings which would adversely affect our financial statements. No goodwill impairment charges were recorded during the years ended December 31, 2025, 2024 and 2023. We recognized an immaterial other intangible assets impairment charge during the year ended December 31, 2025. There were no other intangible assets impairment charges during the years ended December 31, 2024 and 2023.
Previous wording
We derive revenues from the sale of products and services. For revenue related to a product or service to qualify for recognition, we must have an enforceable contract with a customer that defines the goods or services to be transferred and the payment terms related to those goods or services. Further, collection of substantially all consideration for the goods or services transferred must be probable based on the customer’s intent and ability to pay the promised consideration. We apply judgment in determining the customer’s ability and intention to pay, which is based on a combination of financial and qualitative factors, including the customers’ financial condition, collateral, debt-servicing ability, past payment experience and credit bureau information.
Current wording
To qualify for revenue recognition, we must have an enforceable contract with a customer that defines the goods or services to be transferred and the payment terms related to those goods or services. We assess whether collection of substantially all consideration for the goods or services transferred is probable based on the customer’s intent and ability to pay the promised consideration. This assessment requires judgment and considers financial and qualitative factors, including the customers’ financial condition, collateral, debt-servicing ability, past payment experience and credit bureau information.
Previous wording
Customer allowances and rebates, consisting primarily of volume discounts and other short-term incentive programs, are considered in determining the transaction price for the contract. Significant judgment is exercised in determining product returns, customer allowances and rebates, which are estimated based on historical experience and known trends.
Current wording
Variable consideration, including volume discounts, rebates and other short-term incentive programs, is estimated and included in the transaction price only to the extent it is probable that a significant reversal of cumulative revenue will not occur. Significant judgment is exercised in determining product returns, customer allowances and rebates, which are estimated based on historical experience and known trends.
Previous wording
Certain customer arrangements, including our SaaS product offerings, include multiple performance obligations, typically hardware, installation, training, consulting, services and/or post-contract customer support (“PCS”). The Company allocates the contract transaction price to each performance obligation using the observable price that the good or service sells for separately in similar circumstances and to similar customers. Allocating the transaction price to each performance obligation may require judgment.
Current wording
Certain customer arrangements, including our SaaS product offerings, include multiple performance obligations, typically hardware, installation, training, consulting, services and/or post-contract customer support (“PCS”). We allocate the contract transaction price to each performance obligation using the standalone selling price. Whenever possible, standalone selling price is based on observable prices and when such observable data is not available, the Company estimates the standalone selling price using an approach designed to maximize the use of observable inputs in accordance with ASC 606. Allocating the transaction price to each performance obligation may require judgment.
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Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
•Voluntarily repaid $150.0 million of the Three-Year Term Loans Due 2024 and the Three-Year Term Loans Due 2025;