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Vontier Corp

For the period ended Oct 2, 2026. Filed Nov 5, 2026.

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.

Oct 2, 2026 · Filed Nov 5, 2026

VNT$42.23+5.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-07-03; filed 2026-08-06.

0001628280-26-054180

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-10-02; filed 2026-11-05.

0001628280-26-070789

Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations

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 151 previous paragraphs and 152 current paragraphs.

108 unchanged; 37 reworded; 7 added; 6 removed; 0 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 (7)

Current report

Cost of sales, excluding amortization of acquisition-related intangible assets, decreased $10.3 million, or 2.6%, for the three months ended October 2, 2026, as compared to the comparable period in 2025, due to a decrease from the impact of the sale of our Teletrac Navman business of $22.5 million, partially offset by core sales growth in the Environmental & Fueling Solutions segment as discussed above. Cost of sales, excluding amortization of acquisition-related intangible assets, as a percentage of sales decreased 30 basis points during the same period.

Current report

SG&A expenses decreased $4.3 million, or 2.8%, during the three months ended October 2, 2026, as compared to the comparable period in 2025 due to a decrease from the sale of our Teletrac Navman business of $13.9 million, partially offset by an increase in stock-based compensation expense of $4.5 million. SG&A expenses as a percentage of sales decreased 20 basis points during the same period.

Current report

SG&A expenses decreased $5.3 million, or 1.1%, during the nine months ended October 2, 2026, as compared to the comparable period in 2025 due to a decrease from the sale of our Teletrac Navman business of $13.9 million, partially offset by an increase in stock-based compensation expense of $4.8 million. SG&A expenses as a percentage of sales was flat during the same period.

Current report

Segment operating profit for our Mobility Technologies segment increased $10.3 million, or 20.6%, during the three months ended October 2, 2026, as compared to the comparable period in 2025, and segment operating profit margin increased 740 basis points during the same period. The increase in segment operating profit margin was due to savings from focus and prioritization process initiatives, including R&D productivity.

Current report

Segment operating profit for our Mobility Technologies segment increased $4.9 million, or 3.2%, during the nine months ended October 2, 2026, as compared to the comparable period in 2025, and segment operating profit margin increased 200 basis points during the same period. The increase in segment operating profit margin was due to savings from focus and prioritization process initiatives, including R&D productivity.

Current report

Segment operating profit for our Repair Solutions segment decreased $8.7 million, or 9.2%, during the nine months ended October 2, 2026, as compared to the comparable period in 2025, and segment operating profit margin decreased 180 basis points during the same period. The decrease in segment operating profit margin was due to product mix and a $4.3 million decrease in interest income.

Current report

Refer to Note 2. Acquisitions to the Consolidated Condensed Financial Statements for additional information on our acquisition of EKOS.
Removed paragraphs (6)

Previous report

Cost of sales, excluding amortization of acquisition-related intangible assets, decreased $4.0 million, or 0.5%, for the six months ended July 3, 2026, as compared to the comparable period in 2025, due to an approximately $12.0 million benefit related to the refund of tariffs related to inventory sold in the prior year, partially offset by increased costs from inflationary pressures. Cost of sales, excluding amortization of acquisition-related intangible assets, as a percentage of sales was flat during the same period.

Previous report

SG&A expenses increased $0.3 million, or 0.2%, during the three months ended July 3, 2026, as compared to the comparable period in 2025. SG&A expenses as a percentage of sales increased 50 basis points during the same period.

Previous report

SG&A expenses decreased $1.0 million, or 0.3%, during the six months ended July 3, 2026, as compared to the comparable period in 2025 due to productivity and cost savings initiatives, partially offset by an approximately $2.0 million increase in variable compensation from the tariff refund benefit further discussed above. SG&A expenses as a percentage of sales increased 10 basis points during the same period.

Previous report

Segment operating profit for our Mobility Technologies segment increased $1.8 million, or 3.4%, during the three months ended July 3, 2026, as compared to the comparable period in 2025, and segment operating profit margin increased 190 basis points during the same period. The increase in segment operating profit margin was due to a decrease in R&D expenses from productivity and cost savings initiatives.

Previous report

Segment operating profit for our Repair Solutions segment decreased $3.1 million, or 9.9%, during the three months ended July 3, 2026, as compared to the comparable period in 2025, and segment operating profit margin decreased 180 basis points during the same period. The decrease in segment operating profit margin was due to unfavorable price-cost and product mix.

Previous report

Segment operating profit for our Repair Solutions segment decreased $5.9 million, or 9.1%, during the six months ended July 3, 2026, as compared to the comparable period in 2025, and segment operating profit margin decreased 180 basis points during the same period. The decrease in segment operating profit margin was due to unfavorable price-cost and product mix.
Reworded paragraphs (37)

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 of operations and financial condition of the Company. Our MD&A should be read in conjunction with our MD&A and Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (the “2025 Annual Report on Form 10-K”) and our Consolidated Condensed Financial Statements as of and for the three and six months ended July 3, 2026 included in this Form 10-Q.

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 the results of operations and financial condition of the Company. Our MD&A should be read in conjunction with our MD&A and Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (the “2025 Annual Report on Form 10-K”) and our Consolidated Condensed Financial Statements as of and for the three and nine months ended October 2, 2026 included in this Form 10-Q.

Previous wording

•As of July 3, 2026, we have outstanding indebtedness of approximately $1.9 billion and the ability to incur an additional $750.0 million of indebtedness under the Revolving Credit Facility and in the future we may incur additional indebtedness. This indebtedness could adversely affect our businesses and our ability to meet our obligations and pay dividends.

Current wording

•As of October 2, 2026, we have outstanding indebtedness of $1.9 billion and the ability to incur an additional $750.0 million of indebtedness under the Revolving Credit Facility and in the future we may incur additional indebtedness. This indebtedness could adversely affect our businesses and our ability to meet our obligations and pay dividends.

Previous 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” above and in “Risk Factors” in our 2025 Annual Report on 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 markets. Additional uncertainties are identified in “Information Relating to Forward-Looking Statements” above and in “Risk Factors” in our 2025 Annual Report on Form 10-K.

Previous wording

(a) Includes $21.2 million, $19.1 million, $37.6 million, and $31.3 million of intersegment sales for the three and six months ended July 3, 2026 and June 27, 2025, respectively, that are eliminated in consolidation.

Current wording

(a) Includes $25.9 million, $17.5 million, $63.5 million, and $48.8 million of intersegment sales for the three and nine months ended October 2, 2026 and September 26, 2025, respectively, that are eliminated in consolidation.

Previous wording

Total sales within our Environmental & Fueling Solutions segment increased 1.3% during the three months ended July 3, 2026, as compared to the comparable period in 2025, driven by a 4.6% increase in core sales and a 0.4% increase due to the impact of currency translation, partially offset by a 3.7% decrease due to the impact of recently exited businesses and product lines. The increase in core sales was due to growth in dispenser systems and aftermarket products.

Current wording

Total sales within our Environmental & Fueling Solutions segment increased 8.7% during the three months ended October 2, 2026, as compared to the comparable period in 2025, driven by a 13.1% increase in core sales, partially offset by a 4.0% decrease due to the impact of recently exited businesses and product lines and a 0.4% decrease due to the impact of currency translation. The increase in core sales was due to growth in dispenser systems, environmental solutions and aftermarket products.

Previous wording

Total sales within our Environmental & Fueling Solutions segment increased 2.8% during the six months ended July 3, 2026, as compared to the comparable period in 2025, driven by a 5.3% increase in core sales and a 1.1% increase due to the impact of currency translation, partially offset by a 3.6% decrease due to the impact of recently exited businesses and product lines. The increase in core sales was due to growth in dispenser systems and aftermarket products.

Current wording

Total sales within our Environmental & Fueling Solutions segment increased 4.8% during the nine months ended October 2, 2026, as compared to the comparable period in 2025, driven by an 8.0% increase in core sales and a 0.6% increase due to the impact of currency translation, partially offset by a 3.8% decrease due to the impact of recently exited businesses and product lines. The increase in core sales was due to growth in dispenser systems and aftermarket products.

Previous wording

Total sales within our Mobility Technologies segment decreased 6.2% during the three months ended July 3, 2026, as compared to the comparable period in 2025, driven by a 4.9% decrease in core sales and a 2.0% decrease due to the impact of recently exited businesses and product lines, partially offset by a 0.7% increase due to the impact of currency translation. The decrease in core sales was due to the timing of revenue recognition related to certain projects during the three months ended June 27, 2025, partially offset by growth in our convenience retail payment and enterprise productivity solutions.

Current wording

Total sales within our Mobility Technologies segment decreased 13.7% during the three months ended October 2, 2026, as compared to the comparable period in 2025, driven by a 15.5% decrease due to the impact of recently exited businesses and product lines, including our Teletrac Navman business, and a 0.4% decrease due to the impact of currency translation, partially offset by a 2.2% increase in core sales. The increase in core sales was due to growth in our convenience retail payment and enterprise productivity solutions.

Previous wording

Total sales within our Mobility Technologies segment decreased 3.4% during the six months ended July 3, 2026 as compared to the comparable period in 2025, driven by a 3.1% decrease in core sales and a 1.7% decrease due to the impact of recently exited businesses and product lines, partially offset by a 1.4% increase due to the impact of currency translation. The decrease in core sales was due to the timing of revenue recognition related to certain projects during the six months ended June 27, 2025, partially offset by growth in our convenience retail payment and enterprise productivity solutions.

Current wording

Total sales within our Mobility Technologies segment decreased 6.8% during the nine months ended October 2, 2026 as compared to the comparable period in 2025, driven by a 6.3% decrease due to the impact of recently exited businesses and product lines, including our Teletrac Navman business, and a 1.4% decrease in core sales, partially offset by a 0.9% increase due to the impact of currency translation. The decrease in core sales was due to the timing of revenue recognition related to certain projects during the nine months ended September 26, 2025, partially offset by growth in our convenience retail payment and enterprise productivity solutions.

Previous wording

Total sales and core sales within our Repair Solutions segment decreased 0.7% during the six months ended July 3, 2026, as compared to the comparable period in 2025 due to macroeconomic impacts on service technicians’ discretionary spending on higher-cost products.

Current wording

Total sales and core sales within our Repair Solutions segment decreased 0.9% and 1.0%, respectively, during the three months ended October 2, 2026, as compared to the comparable period in 2025 due to a decrease in interest income related to financing receivables.

Previous wording

Total sales and core sales within our Repair Solutions segment decreased 1.3% during the three months ended July 3, 2026, as compared to the comparable period in 2025 due to macroeconomic impacts on service technicians’ discretionary spending on higher-cost products.

Current wording

Total sales and core sales within our Repair Solutions segment decreased 0.8% during the nine months ended October 2, 2026, as compared to the comparable period in 2025 due to macroeconomic impacts on service technicians’ discretionary spending on higher-cost products.

Previous wording

Cost of sales, excluding amortization of acquisition-related intangible assets, decreased $11.4 million, or 2.8%, for the three months ended July 3, 2026, as compared to the comparable period in 2025, due to an approximately $12.0 million benefit related to the refund of tariffs related to inventory sold in the prior year. Cost of sales, excluding amortization of acquisition-related intangible assets, as a percentage of sales decreased 30 basis points during the same period.

Current wording

Cost of sales, excluding amortization of acquisition-related intangible assets, decreased $14.3 million, or 1.2%, for the nine months ended October 2, 2026, as compared to the comparable period in 2025, due to a decrease from the impact of the sale of our Teletrac Navman business of $22.5 million and a $12.0 million benefit related to the refund of tariffs related to inventory sold in the prior year, partially offset by core sales growth in the Environmental & Fueling Solutions segment as discussed above. Cost of sales, excluding amortization of acquisition-related intangible assets, as a percentage of sales decreased 10 basis points during the same period.

Previous wording

R&D expenses decreased $11.2 million, or 12.8%, during the six months ended July 3, 2026, as compared to the comparable period in 2025, due to productivity and cost savings initiatives. R&D expenses as a percentage of sales decreased 70 basis points during the six months ended July 3, 2026, as compared to the comparable period in 2025.

Current wording

R&D expenses decreased $14.3 million, or 32.2%, during the three months ended October 2, 2026, as compared to the comparable period in 2025, due to productivity and cost savings initiatives and a decrease of $3.6 million from the sale of our Teletrac Navman business. R&D expenses as a percentage of sales decreased 180 basis points during the same period.

Previous wording

R&D expenses decreased $12.4 million, or 26.1%, during the three months ended July 3, 2026, as compared to the comparable period in 2025, due to productivity and cost savings initiatives. R&D expenses as a percentage of sales decreased 150 basis points during the three months ended July 3, 2026, as compared to the comparable period in 2025.

Current wording

R&D expenses decreased $25.5 million, or 19.3%, during the nine months ended October 2, 2026, as compared to the comparable period in 2025, due to productivity and cost savings initiatives. R&D expenses as a percentage of sales decreased 100 basis points during the same period.

Previous wording

Amortization of acquisition-related intangible assets decreased $3.6 million, or 18.8%, during the three months ended July 3, 2026, as compared to the comparable period in 2025, due to certain intangible assets becoming fully amortized between periods. Amortization of acquisition-related intangible assets as a percentage of sales decreased 40 basis points during the same periods.

Current wording

Amortization of acquisition-related intangible assets decreased $2.7 million, or 14.8%, during the three months ended October 2, 2026, as compared to the comparable period in 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.

Previous wording

Amortization of acquisition-related intangible assets decreased $6.1 million, or 15.7%, during the six months ended July 3, 2026, as compared to the comparable period in 2025, due to certain intangible assets becoming fully amortized between periods. Amortization of acquisition-related intangible assets as a percentage of sales decreased 40 basis points during the same periods.

Current wording

Amortization of acquisition-related intangible assets decreased $8.8 million, or 15.4%, during the nine months ended October 2, 2026, as compared to the comparable period in 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.

Previous wording

Operating profit increased $10.3 million, or 7.6%, during the three months ended July 3, 2026, as compared to the comparable period in 2025, and operating profit margins increased 180 basis points during the same period.

Current wording

Operating profit increased $16.0 million, or 11.2%, during the three months ended October 2, 2026, as compared to the comparable period in 2025, and operating profit margins increased 260 basis points during the same period.

Previous wording

Operating profit increased $15.0 million, or 5.6%, during the six months ended July 3, 2026, as compared to the comparable period in 2025, and operating profit margins increased 110 basis points during the same period.

Current wording

Operating profit increased $31.0 million, or 7.6%, during the nine months ended October 2, 2026, as compared to the comparable period in 2025, and operating profit margins increased 160 basis points during the same period.

Previous wording

Segment operating profit for our Environmental & Fueling Solutions segment increased $14.3 million, or 7.0%, during the six months ended July 3, 2026, as compared to the comparable period in 2025, and segment operating profit margin increased 120 basis points during the same period. The increase in segment operating profit margin was driven by the benefit from the refund of tariffs related to inventory sold in the prior year.

Current wording

Segment operating profit for our Environmental & Fueling Solutions segment increased $18.4 million, or 17.6%, during the three months ended October 2, 2026, as compared to the comparable period in 2025, and segment operating profit margin increased 240 basis points during the same period. The increase in segment operating profit margin was driven by savings from focus and prioritization process initiatives.

Previous wording

Segment operating profit for our Environmental & Fueling Solutions segment increased $9.9 million, or 9.4%, during the three months ended July 3, 2026, as compared to the comparable period in 2025, and segment operating profit margin increased 240 basis points during the same period. The increase in segment operating profit margin was driven by the benefit from the refund of tariffs related to inventory sold in the prior year.

Current wording

Segment operating profit for our Environmental & Fueling Solutions segment increased $32.7 million, or 10.6%, during the nine months ended October 2, 2026, as compared to the comparable period in 2025, and segment operating profit margin increased 160 basis points during the same period. The increase in segment operating profit margin was driven by the benefit from the refund of tariffs related to inventory sold in the prior year and savings from focus and prioritization process initiatives.

Previous wording

Segment operating profit for our Mobility Technologies segment decreased $5.4 million, or 5.1%, during the six months ended July 3, 2026, as compared to the comparable period in 2025, and segment operating profit margin decreased 30 basis points during the same period. The decrease in segment operating profit margin was due to product mix, partially offset by a decrease in R&D expenses from productivity and cost savings initiatives.

Current wording

Segment operating profit for our Repair Solutions segment decreased $2.8 million, or 9.5%, during the three months ended October 2, 2026, as compared to the comparable period in 2025, and segment operating profit margin decreased 180 basis points during the same period. The decrease in segment operating profit margin was due to product mix and a $2.1 million decrease in interest income.

Previous wording

Corporate & other unallocated costs decreased $1.7 million, or 3.1%, during the three months ended July 3, 2026, as compared to the comparable period in 2025, due to savings from focus and prioritization process initiatives and a $3.6 million decrease in amortization of acquisition-related intangible assets from certain intangible assets becoming fully amortized between periods, partially offset by a $3.6 million increase in expense from asbestos reserve related adjustments. Corporate & other unallocated costs as a percentage of total sales decreased 10 basis points during the three months ended July 3, 2026, as compared to the comparable period in 2025.

Current wording

Corporate & other unallocated costs increased $9.9 million, or 23.7%, during the three months ended October 2, 2026, as compared to the comparable period in 2025, due to a $7.5 million increase in restructuring and other related charges from certain restructuring activities during the period and a $4.5 million increase in stock-based compensation expense, partially offset by a $2.7 million decrease in amortization of acquisition-related intangible assets from certain intangible assets becoming fully amortized between periods. Corporate & other unallocated costs as a percentage of total sales increased 150 basis points during the three months ended October 2, 2026, as compared to the comparable period in 2025.

Previous wording

Corporate & other unallocated costs decreased $12.0 million, or 11.2%, during the six months ended July 3, 2026, as compared to the comparable period in 2025, due to a $11.9 million decrease in other unallocated expense from $6.6 million of asset impairments recognized during the six months ended June 27, 2025 and a $6.1 million decrease in amortization of acquisition-related intangible assets from certain intangible assets becoming fully amortized between periods, partially offset by a $4.5 million increase in expense from asbestos reserve related adjustments and an increase in restructuring and other related charges of $2.4 million from certain restructuring activities during the period. Corporate & other unallocated costs as a percentage of total sales decreased 70 basis points during the six months ended July 3, 2026, as compared to the comparable period in 2025.

Current wording

Corporate & other unallocated costs decreased $2.1 million, or 1.4%, during the nine months ended October 2, 2026, as compared to the comparable period in 2025, due to a $10.2 million decrease in other unallocated expense from $7.0 million of asset impairments recognized during the nine months ended September 26, 2025 and an $8.8 million decrease in amortization of acquisition-related intangible assets from certain intangible assets becoming fully amortized between periods, partially offset by an increase in restructuring and other related charges of $9.9 million from certain restructuring activities during the period and an increase in stock-based compensation expense of $4.8 million. Corporate & other unallocated costs as a percentage of total sales was flat during the nine months ended October 2, 2026, as compared to the comparable period in 2025.

Previous wording

Interest expense, net was $30.3 million during the six months ended July 3, 2026, as compared to $30.7 million for the comparable period in 2025, a decrease of $0.4 million.

Current wording

Interest expense, net was $15.3 million during the three months ended October 2, 2026, as compared to $14.8 million for the comparable period in 2025, an increase of $0.5 million.

Previous wording

Interest expense, net was $16.6 million during the three months ended July 3, 2026, as compared to $15.6 million for the comparable period in 2025, an increase of $1.0 million, driven by an increase in interest rates between periods.

Current wording

Interest expense, net was $45.6 million during the nine months ended October 2, 2026, as compared to $45.5 million for the comparable period in 2025, an increase of $0.1 million.

Previous wording

Our effective tax rate for the three and six months ended July 3, 2026 was 37.4% and 26.2% as compared to 23.9% and 22.4% for the three and six months ended June 27, 2025. The increase in the effective tax rate for the three and six months ended July 3, 2026 as compared to the comparable period in the prior year was primarily dueto unfavorable tax impacts related to business reorganizations and divestitures, state income taxes, and non-U.S. income taxed at different rates during the three and six months ended July 3, 2026.

Current wording

Our effective tax rate for the three and nine months ended October 2, 2026 was 30.8% and 28.3% as compared to 24.4% and 23.2% for the three and nine months ended September 26, 2025. The increase in the effective tax rate for the three and nine months ended October 2, 2026 as compared to the comparable period in the prior year was primarily due to unfavorable tax impacts related to business reorganizations and divestitures and return-to-provision adjustments, partially offset by increased tax credits in both periods and favorable changes in uncertain tax positions for the nine-month period.

Previous wording

Comprehensive income decreased by $101.1 million during the six months ended July 3, 2026, as compared to the comparable period in 2025. Comprehensive income for the six months ended July 3, 2026 includes a loss on the sale of our Teletrac Navman business of $86.2 million and favorable foreign currency translation adjustments of $27.4 million while comprehensive income for the six months ended June 27, 2025 includes favorable foreign currency translation adjustments of $70.0 million.

Current wording

Comprehensive income decreased by $4.2 million during the three months ended October 2, 2026, as compared to the comparable period in 2025. Comprehensive income for the three months ended October 2, 2026 includes unfavorable foreign currency translation adjustments of $10.6 million while comprehensive income for the three months ended September 26, 2025 includes unfavorable foreign currency translation adjustments of $10.1 million.

Previous wording

Comprehensive income decreased by $87.2 million during the three months ended July 3, 2026, as compared to the comparable period in 2025. Comprehensive income for the three months ended July 3, 2026 includes a loss on the sale of our Teletrac Navman business of $86.2 million and favorable foreign currency translation adjustments of $32.2 million while comprehensive income for the three months ended June 27, 2025 includes favorable foreign currency translation adjustments of $55.0 million.

Current wording

Comprehensive income decreased by $105.3 million during the nine months ended October 2, 2026, as compared to the comparable period in 2025. Comprehensive income for the nine months ended October 2, 2026 includes a loss on the sale of our Teletrac Navman business of $86.1 million and favorable foreign currency translation adjustments of $16.8 million while comprehensive income for the nine months ended September 26, 2025 includes favorable foreign currency translation adjustments of $59.9 million.

Previous wording

We assess our liquidity in terms of our ability to generate cash to fund our operating, investing and financing activities. As of July 3, 2026, we held $265.8 million of cash and cash equivalents and had $750.0 million of borrowing capacity under our revolving credit facility. We generate substantial cash from operating activities and believe that our operating cash flow and other sources of liquidity will be sufficient to allow us to continue to support working capital needs, capital expenditures, pay interest and service debt, pay taxes and any related interest or penalties, fund our restructuring activities and pension plans as required, invest in existing businesses, consummate strategic acquisitions, manage our capital structure on a short and long-term basis and support other business needs or objectives. 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 July 3, 2026, we believe that we have sufficient liquidity to satisfy our cash needs.

Current wording

We assess our liquidity in terms of our ability to generate cash to fund our operating, investing and financing activities. As of October 2, 2026, we held $258.4 million of cash and cash equivalents and had $750.0 million of borrowing capacity under our revolving credit facility. We generate substantial cash from operating activities and believe that our operating cash flow and other sources of liquidity will be sufficient to allow us to continue to support working capital needs, capital expenditures, pay interest and service debt, pay taxes and any related interest or penalties, fund our restructuring activities and pension plans as required, invest in existing businesses, consummate strategic acquisitions, manage our capital structure on a short and long-term basis and support other business needs or objectives. 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 October 2, 2026, we believe that we have sufficient liquidity to satisfy our cash needs.

Previous wording

During the six months ended July 3, 2026, we completed the following financing and capital transactions:

Current wording

During the nine months ended October 2, 2026, we completed the following financing and capital transactions:

Previous wording

•Repurchased 6.2 million shares for $200.0 million in the open market.

Current wording

•Repurchased 8.8 million shares for $280.0 million in the open market.

Previous wording

Cash flows from operating activities were $162.8 million during the six months ended July 3, 2026, a decrease of $47.6 million, as compared to the comparable period in 2025. The year-over-year change in operating cash flows was primarily attributable to the following factors:

Current wording

Cash flows from operating activities were $305.6 million during the nine months ended October 2, 2026, a decrease of $15.3 million, as compared to the comparable period in 2025. 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 $52.2 million of operating cash flows during the six months ended July 3, 2026 compared to generating $17.5 million in the comparable period of 2025. 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 used $43.3 million of operating cash flows during the nine months ended October 2, 2026 compared to using $27.2 million in the comparable period of 2025. 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 $73.3 million during the six months ended July 3, 2026 compared to using $69.4 million in the comparable period of 2025. This change 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 $76.2 million during the nine months ended October 2, 2026 compared to using $87.8 million in the comparable period of 2025. This change is due primarily to working capital needs and the timing of accruals and payments and tax-related amounts.

Previous wording

Net cash provided by investing activities was $33.6 million during the six months ended July 3, 2026, driven by proceeds from the sale of our Teletrac Navman business, partially offset by payments for additions to property, plant and equipment. Net cash used in investing activities was $44.7 million during the six months ended June 27, 2025, driven by payments for additions to property, plant and equipment and cash paid for the acquisition of Sergeant Sudz.

Current wording

Net cash used in investing activities was $30.1 million during the nine months ended October 2, 2026, driven by payments for additions to property, plant and equipment and cash paid for the acquisition of EKOS, partially offset by proceeds from the sale of our Teletrac Navman business. Net cash used in investing activities was $14.4 million during the nine months ended September 26, 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.

Previous wording

We made capital expenditures of $43.1 million and $34.4 million during the six months ended July 3, 2026 and June 27, 2025, respectively.

Current wording

We made capital expenditures of $63.9 million and $54.6 million during the nine months ended October 2, 2026 and September 26, 2025, respectively.

Previous wording

Net cash used in financing activities was $418.9 million during the six months ended July 3, 2026, driven by the net repayment of$200.0 millionof debt and repurchases of the Company’s common stock of $200.0 million. Net cash used in financing activities was $174.6 million during the six months ended June 27, 2025, driven by repurchases of the Company’s common stock of $105.1 million and the voluntary repayment of $50.0 million of the Three-Year Term Loans due 2025.

Current wording

Net cash used in financing activities was $503.2 million during the nine months ended October 2, 2026, driven by the repurchases of the Company’s common stock of $280.0 million and net repayment of $200.0 million of debt. Net cash used in financing activities was $243.1 million during the nine months ended September 26, 2025, driven by repurchases of the Company’s common stock of $175.1 million and the voluntary repayment of $50.0 million of the Three-Year Term Loans due 2025.

Previous wording

We paid regular quarterly cash dividends of $0.025 per share during the six months ended July 3, 2026. The declaration of future cash dividends is at the discretion of our Board of Directors and will depend upon, among other things, our future earnings, cash flows, capital requirements, financial condition and general business conditions.

Current wording

We paid regular quarterly cash dividends of $0.025 per share during the nine months ended October 2, 2026. The declaration of future cash dividends is at the discretion of our Board of Directors and will depend upon, among other things, our future earnings, cash flows, capital requirements, financial condition and general business conditions.