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Vontier Corp

For the period ended Mar 28, 2025. Filed May 1, 2025.

View on SEC.gov

About this filing

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

Mar 28, 2025 · Filed May 1, 2025

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 2024-09-27; filed 2024-10-31.

0001786842-24-000074

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

Current report: 10-Q

Period ended 2025-03-28; filed 2025-05-01.

0001786842-25-000028

Item 2. Management's 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 150 previous paragraphs and 137 current paragraphs.

93 unchanged; 29 reworded; 15 added; 25 removed; 3 previous and 0 current paragraphs rearranged.

Tables are not compared: 10 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 (15)

Current report

•Changes in U.S. trade policy, including changes to existing trade agreements and any resulting changes in international trade relations, may have a material adverse effect on us.

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 certain of these tariffs have been temporarily paused, the United States and China have maintained reciprocal tariffs on imports between the respective countries. 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 continue to diversify our supply chain to reduce our exposure to tariffs on imports into the United States, particularly from high-tariff countries such as China. 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 $12.2 million and $1.6 million of intersegment sales for three months ended March 28, 2025 and March 29, 2024, respectively, that are eliminated in consolidation.

Current report

Total sales within our Environmental & Fueling Solutions segment decreased 0.4% during the three months ended March 28, 2025, as compared to the comparable period in 2024, driven by a 0.9% increase in core sales, offset by a 1.3% decrease due to the impact of currency translation. The increase in core sales was due to growth in environmental solutions and service sales.

Current report

Cost of sales, excluding amortization of acquisition-related intangible assets, increased $7.1 million, or 1.8%, for the three months ended March 28, 2025, as compared to the comparable period in 2024, and as a percentage of sales, increased 190 basis points during the same period, due to a $29.9 million increase in the Mobility Technologies segment from core sales growth as discussed above, partially offset by a $13.2 million decrease in the Repair Solutions segment due to a shift in the timing of the annual Matco Expo event.

Current report

SG&A expenses decreased $5.1 million, or 3.1%, during the three months ended March 28, 2025, as compared to the comparable period in 2024, and as a percentage of sales, decreased 30 basis points during the same period, due to savings from focus prioritization process (“FPP”) initiatives, restructuring activities and other cost optimization.

Current report

R&D expenses decreased $4.3 million, or 9.7%, during the three months ended March 28, 2025, as compared to the comparable period in 2024, due to savings from FPP initiatives. R&D expenses as a percentage of sales decreased 50 basis points during the three months ended March 28, 2025, as compared to the comparable period in 2024.

Current report

Amortization of acquisition-related intangible assets decreased $0.4 million, or 2.0%, during the three months ended March 28, 2025, as compared to the comparable period in 2024 and as a percentage of sales, was flat during the same periods.

Current report

Segment operating profit for our Mobility Technologies segment increased $4.3 million, or 9.0%, during the three months ended March 28, 2025, as compared to the comparable period in 2024, and segment operating profit margin decreased 40 basis points during the same period. The decrease in segment operating profit margin was due to unfavorable mix and a one-time settlement of $0.7 million.

Current report

Segment operating profit for our Repair Solutions segment decreased $11.5 million, or 25.7%, during the three months ended March 28, 2025, as compared to the comparable period in 2024, and segment operating profit margin decreased 280 basis points during the same period. The decrease in segment operating profit margin was due to a decrease in volume, as further discussed above, and unfavorable product mix.

Current report

Corporate & other unallocated costs consists of the following for the periods indicated:

Current report

Our effective tax rate for the three months ended March 28, 2025 was 20.9% as compared to 16.0% for the three months ended March 29, 2024. The increase in the effective tax rate for the three months ended March 28, 2025 as compared to the comparable period in the prior year was due to favorable impacts related to business reorganizations and divestitures during the three months ended March 29, 2024.

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;
Removed paragraphs (25)

Previous report

Total sales and core sales within our Repair Solutions segment decreased 2.9% during the nine months ended September 27, 2024, as compared to the comparable period in 2023, primarily due to a decrease in the power tools, hardline and tool storage product categories driven by macroeconomic impacts on service technicians’ discretionary spending, partially offset by an increase in the diagnostics product category.

Previous report

Total sales within our Environmental & Fueling Solutions segment increased 5.5% during the three months ended September 27, 2024, as compared to the comparable period in 2023, driven primarily by a 8.5% increase in core sales, partially offset by a 2.3% decrease due to the impact of recently exited businesses and product lines and a 0.7% decrease due to the impact of currency translation. The increase in core sales was primarily due to strong demand for dispenser systems, aftermarket products and environmental solutions.

Previous report

Total sales within our Environmental & Fueling Solutions segment increased 0.8% during the nine months ended September 27, 2024, as compared to the comparable period in 2023, driven primarily by a 4.2% increase in core sales, partially offset by a 2.7% decrease due to the impact of recently exited businesses and product lines and a 0.7% decrease due to the impact of currency translation. The increase in core sales was driven by higher demand for aftermarket products and environmental solutions.

Previous report

Cost of sales, excluding amortization of acquisition-related intangible assets, decreased $10.6 million, or 2.6%, for the three months ended September 27, 2024, as compared to the comparable period in 2023, primarily due to the impact of recently divested and exited businesses and product lines partially offset by an increase in cost of sales from core sales growth that have been partially mitigated through cost optimization.

Previous report

Cost of sales, excluding amortization of acquisition-related intangible assets, decreased $105.6 million, or 8.5%, for the nine months ended September 27, 2024, as compared to the comparable period in 2023, primarily due to the impact of recently divested and exited businesses and product lines and cost optimization.

Previous report

SG&A expenses decreased $0.2 million, or 0.1%, during the three months ended September 27, 2024, as compared to the comparable period in 2023, and as a percentage of sales, increased 40 basis points during the same period, primarily due to the impact of recently divested and exited businesses and product lines, partially offset by the impact of reserve-related adjustments to the Repair Solutions receivables portfolio and inflationary pressures that have been partially mitigated through cost optimization.

Previous report

SG&A expenses decreased $2.9 million, or 0.6%, during the nine months ended September 27, 2024, as compared to the comparable period in 2023, and as a percentage of sales, increased 80 basis points during the same period, primarily due to the impact of recently divested and exited businesses and product lines and restructuring savings, partially offset by the impact of reserve-related adjustments to the Repair Solutions receivables portfolio and inflationary pressures that have been partially mitigated through cost optimization.

Previous report

R&D expenses increased $6.6 million, or 16.9%, during the three months ended September 27, 2024, as compared to the comparable period in 2023, primarily due to continued growth investments in our Mobility Technologies segment. R&D expenses as a percentage of sales increased 100 basis points during the three months ended September 27, 2024, as compared to the comparable period in 2023.

Previous report

R&D expenses increased $14.9 million, or 12.4%, during the nine months ended September 27, 2024, as compared to the comparable period in 2023, primarily due to continued growth investments in our Mobility Technologies segment. R&D expenses as a percentage of sales increased 90 basis points during the nine months ended September 27, 2024, as compared to the comparable period in 2023.

Previous report

Amortization of acquisition-related intangible assets decreased $0.1 million, or 0.5%, during the three months ended September 27, 2024, as compared to the comparable period in 2023 and as a percentage of sales, increased 10 basis points during the same period.

Previous report

Amortization of acquisition-related intangible assets decreased $1.1 million, or 1.8%, during the nine months ended September 27, 2024, as compared to the comparable period in 2023 and as a percentage of sales, increased 10 basis points during the same period.

Previous report

Operating profit decreased $9.3 million, or 2.3%, during the nine months ended September 27, 2024, as compared to the comparable period in 2023, and operating profit margins increased 40 basis points during the same period.

Previous report

Segment operating profit for our Mobility Technologies segment decreased $4.8 million, or 9.3%, during the three months ended September 27, 2024, as compared to the comparable period in 2023, and segment operating profit margin decreased 270 basis points during the same period. The decrease in segment operating profit margin was primarily due to an increase in R&D and unfavorable mix.

Previous report

Segment operating profit for our Mobility Technologies segment decreased $8.6 million, or 6.0%, during the nine months ended September 27, 2024, as compared to the comparable period in 2023, and segment operating profit margin decreased 130 basis points during the same period. The decrease in segment operating profit margin was primarily due to an increase in R&D and unfavorable mix.

Previous report

Segment operating profit for our Repair Solutions segment decreased $10.7 million, or 24.7%, during the three months ended September 27, 2024, as compared to the comparable period in 2023, and segment operating profit margin decreased 560 basis points during the same period. The decrease in segment operating profit margin was primarily due to the impact of unfavorable mix, reserve-related adjustments to the receivables portfolio and a decrease in volume.

Previous report

Segment operating profit for our Repair Solutions segment decreased $22.8 million, or 17.2%, during the nine months ended September 27, 2024, as compared to the comparable period in 2023, and segment operating profit margin decreased 390 basis points during the same period. The decrease in segment operating profit margin was primarily due to the impact of reserve-related adjustments to the receivables portfolio, unfavorable mix and a decrease in volume.

Previous report

Segment operating profit for our Environmental & Fueling Solutions segment increased $18.0 million, or 6.6%, during the nine months ended September 27, 2024, as compared to the comparable period in 2023, and segment operating profit margin increased 160 basis points during the same period. The increase in segment operating profit margin was primarily due to price-cost benefits and cost optimization.

Previous report

Corporate & other unallocated costs decreased $12.7 million, or 8.0%, during the nine months ended September 27, 2024, as compared to the comparable period in 2023, primarily due to a decrease in costs associated with restructuring activities and transaction and deal-related costs, partially offset by inflationary pressures that have been partially mitigated through cost optimization. Corporate & other unallocated costs as a percentage of total sales decreased 30 basis points during the nine months ended September 27, 2024, as compared to the comparable period in 2023.

Previous report

Our effective tax rate for the three and nine months ended September 27, 2024 was 18.3% and 18.6%, respectively, as compared to 24.4% and 24.6% for the three and nine months ended September 29, 2023, respectively. The decrease in the effective tax rate for the three months ended September 27, 2024 as compared to the comparable period in the prior year was primarily due to a favorable change in uncertain tax position reserves during the three months ended September 27, 2024. The decrease in the effective tax rate for the nine months ended September 27, 2024 as compared to the comparable period in the prior year was primarily due to the favorable tax impacts of the divestiture of the Coats business and a favorable change in uncertain tax position reserves during the nine months ended September 27, 2024 and the unfavorable tax impacts of the divestiture of the Global Traffic Technologies business during the nine months ended September 29, 2023.

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%. EU Member States are required to enact the EU Pillar Two Directive into their national laws by December 31, 2023, with effective dates of January 1, 2024 and January 1, 2025, respectively, for different aspects of the EU Pillar Two Directive. We do not expect the EU Pillar Two Directive to have a significant impact on our financial statements.

Previous report

Refer to Note 12. Divestitures to the Consolidated Condensed Financial Statements for additional information on the divestiture of our Coats business.

Previous report

•Voluntarily repaid $100.0 million of the Three-Year Term Loans Due 2024;

Previous report

•Repurchased 3.0 million shares for $100.0 million through an accelerated share repurchase (“ASR”) agreement;
Reworded paragraphs (29)

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, 2023 (the “2023 Annual Report on Form 10-K”) and our Consolidated Condensed Financial Statements as of and for the three and nine months ended September 27, 2024 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, 2024 (the “2024 Annual Report on Form 10-K”) and our Consolidated Condensed Financial Statements as of and for the three months ended March 28, 2025 included in this Form 10-Q.

Previous wording

•If we cannot adjust our manufacturing capacity, supply chain management or the purchases required for our manufacturing activities to reflect changes in market conditions, customer demand and supply chain or transportation disruptions, our profitability may suffer. In addition, our reliance upon sole or limited sources of supply for certain materials, components and services could cause production interruptions, delays and inefficiencies.

Current wording

•If we cannot adjust our manufacturing capacity, supply chain management or the purchases required for our manufacturing activities to reflect changes in market conditions, customer demand and supply chain or transportation disruptions, our profitability may suffer. In addition, our reliance upon sole or limited sources of supply for certain materials, components and services has in the past could in the future cause production interruptions, delays and inefficiencies.

Previous wording

•As of September 27, 2024, we have outstanding indebtedness of approximately $2.2 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 March 28, 2025, we have outstanding indebtedness of approximately $2.1 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

•Global economic, political, legal, compliance, supply chain, public health and business factors could negatively affect our financial statements and outlook.

Current wording

•Global economic, political, legal, compliance, supply chain, epidemic, pandemic and business factors could negatively affect our financial statements.

Previous wording

•Changes in, or status of implementation of, industry standards and governmental regulations, including interpretation or enforcement thereof, may reduce demand for our products or services, increase our expenses or otherwise adversely impact our business model.

Current wording

•Changes in, or status of implementation of, industry standards and governmental regulations, including the interpretation or enforcement thereof, may reduce demand for our products or services, increase our expenses or otherwise adversely impact our business model.

Previous wording

See “Item 1A. Risk Factors” in our 2023 Annual Report on Form 10-K and “Part II - Item 1A. Risk Factors” in this Form 10-Q for further discussion regarding reasons that actual results may differ materially from the results, developments and business decisions contemplated by our forward-looking statements. Forward-looking statements speak only as of the date of the report, document, press release, webcast, call, materials or other communication in which they are made. We do not assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events and developments or otherwise.

Current wording

See “Item 1A. Risk Factors” in our 2024 Annual Report on Form 10-K and “Part II - Item 1A. Risk Factors” in this Form 10-Q for further discussion regarding reasons that actual results may differ materially from the results, developments and business decisions contemplated by our forward-looking statements. Forward-looking statements speak only as of the date of the report, document, press release, webcast, call, materials or other communication in which they are made. Except to the extent required by applicable law, we do not assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events and developments or otherwise.

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 growth for the year ended December 31, 2024 to be lower than our longer-term growth expectations due to softening in certain of our end markets as further discussed below in “Results of Operations”. 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, ongoing challenges with global logistics and supply chain 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, and the impact of energy disruption in Europe. Additional uncertainties are identified in “Information Relating to Forward-Looking Statements” above and in “Risk Factors” in our 2023 Annual Report on Form 10-K.

Current wording

We expect core sales to increase on a year-over-year basis in 2025. 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 2024 Annual Report on 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 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.

Previous wording

Total sales within our Mobility Technologies segment increased 3.9% during the three months ended September 27, 2024, as compared to the comparable period in 2023, driven by a 4.2% increase in core sales, partially offset by a 0.3% decrease due to the impact of currency translation. The increase in core sales was primarily due to solid demand for our convenience store payment and enterprise productivity solutions, partially offset by lower demand for our car wash solutions.

Current wording

Total sales within our Mobility Technologies segment increased 11.5% during the three months ended March 28, 2025, as compared to the comparable period in 2024, driven by a 12.7% increase in core sales, partially offset by a 1.2% decrease due to the impact of currency translation. 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 5.1% during the three months ended September 27, 2024, as compared to the comparable period in 2023, primarily due to a decrease in the specialty tools, tool storage and power tools product categories driven by macroeconomic impacts on service technicians’ discretionary spending.

Current wording

Total sales and core sales within our Repair Solutions segment decreased 16.1% and 15.9%, respectively, during the three months ended March 28, 2025, as compared to the comparable period in 2024, due to a decrease in volume from a shift in the timing of the annual Matco Expo event, which was held during the first fiscal quarter of 2024, but will be held during the second fiscal quarter of 2025, and macroeconomic impacts on service technicians’ discretionary spending.

Previous wording

Operating profit decreased $11.1 million, or 7.8%, during the three months ended September 27, 2024, as compared to the comparable period in 2023, and operating profit margins decreased 110 basis points during the same period.

Current wording

Operating profit decreased $12.0 million, or 8.4%, during the three months ended March 28, 2025, as compared to the comparable period in 2024, and operating profit margins decreased 120 basis points during the same period.

Previous wording

Segment operating profit is used as a performance metric by the CODM in determining how to allocate resources and assess performance. Segment operating profit represents total segment sales less operating costs attributable to the segment, which does not include unallocated corporate costs and other operating costs not allocated to the reportable segments as part of the CODM’s assessment of reportable segment operating performance, including stock-based compensation expense, amortization of acquisition-related intangible assets, restructuring costs, transaction- and deal-related costs, and other costs not indicative of the segment’s core operating performance. As part of the CODM’s assessment of the Repair Solutions segment, a capital charge based on the segment’s financing receivables portfolio is assessed by Corporate. Refer to Note 8. Segment Information to the Consolidated Condensed Financial Statements for additional information.

Current wording

Segment operating profit is used as a performance metric by the CODM in determining how to allocate resources and assess performance. Segment operating profit represents total segment sales less operating costs attributable to the segment, which does not include unallocated corporate costs and other operating costs not allocated to the reportable segments as part of the CODM’s assessment of reportable segment operating performance, including amortization of acquisition-related intangible assets, stock-based compensation expense, restructuring and other related charges and other unallocated income or expense not indicative of the segment’s core operating performance. As part of the CODM’s assessment of the Repair Solutions segment, a capital charge calculated based on the segment’s average gross outstanding financing receivables portfolio during the period and an estimated weighted average cost of capital is assessed by Corporate (the “Repair Solutions Capital Charge”). Refer to Note 8. Segment Information to the Consolidated Condensed Financial Statements for additional information.

Previous wording

(a) Margin for Corporate & other unallocated costs is presented as a percentage of total sales. Corporate & other unallocated costs includes amortization of acquisition-related intangible assets.

Current wording

(a) Margin for corporate & other unallocated costs is presented as a percentage of total sales. Refer to further discussion of Corporate & other unallocated costs below.

Previous wording

Segment operating profit for our Environmental & Fueling Solutions segment increased $7.3 million, or 7.6%, during the three months ended September 27, 2024, as compared to the comparable period in 2023, and segment operating profit margin increased 50 basis points during the same period. The increase in segment operating profit margin was primarily due to price-cost benefits and cost optimization.

Current wording

Segment operating profit for our Environmental & Fueling Solutions segment increased $0.2 million, or 0.2%, during the three months ended March 28, 2025, as compared to the comparable period in 2024, and segment operating profit margin increased 20 basis points during the same period. The increase in segment operating profit margin was due to cost optimization.

Previous wording

Corporate & other unallocated costs increased $0.7 million, or 1.4%, during the three months ended September 27, 2024, as compared to the comparable period in 2023, primarily due to inflationary pressures that have been partially mitigated through cost optimization. Corporate & other unallocated costs as a percentage of total sales increased 20 basis points during the three months ended September 27, 2024, as compared to the comparable period in 2023.

Current wording

Corporate & other unallocated costs increased $5.4 million, or 11.5%, during the three months ended March 28, 2025, as compared to the comparable period in 2024, due to a $9.2 million increase in other unallocated expense from $6.6 million of asset impairments recognized during the three months ended March 28, 2025. The increase in other unallocated expense was partially offset by a $2.0 million decrease in stock-based compensation expense and a $1.0 million decrease in corporate costs from savings from restructuring activities and other cost optimization. Corporate & other unallocated costs as a percentage of total sales increased 90 basis points during the three months ended March 28, 2025, as compared to the comparable period in 2024.

Previous wording

Interest expense, net was $56.2 million during the nine months ended September 27, 2024, as compared to $70.7 million for the comparable period in 2023, a decrease of $14.5 million, driven primarily by a decrease in our outstanding debt obligations and an increase in interest income between periods.

Current wording

Interest expense, net was $15.1 million during the three months ended March 28, 2025, as compared to $18.9 million for the comparable period in 2024, a decrease of $3.8 million, driven by a decrease in our outstanding debt obligations and an increase in interest income between periods.

Previous wording

Comprehensive income increased by $52.4 million during the three months ended September 27, 2024, as compared to the comparable period in 2023. Comprehensive income for the three months ended September 27, 2024 includes favorable foreign currency translation adjustments of $29.1 million while comprehensive income for the three months ended September 29, 2023 includes unfavorable foreign currency translation adjustments of $22.1 million.

Current wording

Comprehensive income decreased by $11.7 million during the three months ended March 28, 2025, as compared to the comparable period in 2024. Comprehensive income for the three months ended March 28, 2025 includes favorable foreign currency translation adjustments of $15.0 million while comprehensive income for the three months ended March 29, 2024 includes a gain on the sale of the Company’s Coats business of $39.8 million and unfavorable currency translation adjustments of $22.3 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 September 27, 2024, we held $330.9 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 September 27, 2024, 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 March 28, 2025, we held $333.6 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 March 28, 2025, we believe that we have sufficient liquidity to satisfy our cash needs.

Previous wording

During the nine months ended September 27, 2024, we completed the following financing and capital transactions:

Current wording

During the three months ended March 28, 2025, we completed the following financing and capital transactions:

Previous wording

•Repurchased 1.6 million shares for $64.6 million in the open market.

Current wording

•Repurchased 1.5 million shares for $55.0 million in the open market.

Previous wording

Cash flows from operating activities were $259.4 million during the nine months ended September 27, 2024, a decrease of $30.7 million, as compared to the comparable period in 2023. The year-over-year change in operating cash flows was primarily attributable to the following factors:

Current wording

Cash flows from operating activities were $110.4 million during the three months ended March 28, 2025, an increase of $18.9 million, as compared to the comparable period in 2024. 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 $46.2 million of operating cash flows during the nine months ended September 27, 2024 compared to using $33.6 million in the comparable period of 2023. 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 $3.3 million of operating cash flows during the three months ended March 28, 2025 compared to using $28.2 million in the comparable period of 2024. 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 $69.3 million during the nine months ended September 27, 2024 compared to using $16.8 million in the comparable period of 2023. 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 $26.1 million during the three months ended March 28, 2025 compared to using $11.8 million in the comparable period of 2024. 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 $5.0 million during the nine months ended September 27, 2024, driven primarily by proceeds from the sale of our Coats business, partially offset by payments for additions to property, plant and equipment. Net cash provided by investing activities was $86.0 million during the nine months ended September 29, 2023, driven primarily 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 $17.7 million during the three months ended March 28, 2025, driven by payments for additions to property, plant and equipment. Net cash provided by investing activities was $51.0 million during the three months ended March 29, 2024, driven by proceeds from the sale of our Coats business, partially offset by payments for additions to property, plant and equipment.

Previous wording

We made capital expenditures of $62.6 million and $43.5 million during the nine months ended September 27, 2024 and September 29, 2023, respectively.

Current wording

We made capital expenditures of $17.7 million and $20.2 million during the three months ended March 28, 2025 and March 29, 2024, respectively.

Previous wording

Net cash used in financing activities was $276.8 million during the nine months ended September 27, 2024, driven primarily by the voluntary repayment of $100.0 million of the Three-Year Term Loans due 2024 and repurchases of the Company’s common stock of $164.6 million. Net cash used in financing activities was $313.3 million during the nine months ended September 29, 2023, driven primarily by the voluntary repayment of $240.0 million of the Three-Year Term Loans due 2024 and repurchases of the Company’s common stock of $61.6 million.

Current wording

Net cash used in financing activities was $119.7 million during the three months ended March 28, 2025, driven by the voluntary repayment of $50.0 million of the Three-Year Term Loans due 2025 and repurchases of the Company’s common stock of $55.0 million. Net cash used in financing activities was $74.4 million during the three months ended March 29, 2024, driven by the voluntary repayment of $50.0 million of the Three-Year Term Loans due 2024 and repurchases of the Company’s common stock of $21.6 million.

Previous wording

We paid regular quarterly cash dividends of $0.025 per share during the nine months ended September 27, 2024. 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 three months ended March 28, 2025. 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.

Previous wording

As of September 27, 2024, we had $1.6 billion in aggregate principal amount of the Registered Notes and $600.0 million in aggregate principal amount outstanding of the 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 4. Financing to the Consolidated Condensed Financial Statements for additional information regarding the terms of our Registered Notes and the Term Loans.

Current wording

As of March 28, 2025, we had $1.6 billion in aggregate principal amount of the Registered Notes and $500.0 million in aggregate principal amount outstanding of the 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 4. Financing to the Consolidated Condensed Financial Statements for additional information regarding the terms of our Registered Notes and the Term Loans.
Rearranged previous paragraphs (3)

Previous report — wording carried elsewhere

Total sales within our Mobility Technologies segment increased 0.7% during the nine months ended September 27, 2024, as compared to the comparable period in 2023, driven by a 1.9% increase in core sales, partially offset by a 1.2% decrease due to the impact of currency translation. The increase in core sales was primarily due to solid demand for our convenience store payment and enterprise productivity solutions, partially offset by lower demand for our car wash solutions.

Previous report — wording carried elsewhere

Interest expense, net was $18.9 million during the three months ended September 27, 2024, as compared to $22.8 million for the comparable period in 2023, a decrease of $3.9 million, driven primarily by a decrease in our outstanding debt obligations.

Previous report — wording carried elsewhere

Comprehensive income increased by $64.3 million during the nine months ended September 27, 2024, as compared to the comparable period in 2023. Comprehensive income for the nine months ended September 27, 2024 includes a gain on the sale of the Company’s Coats business of $37.2 million and favorable foreign currency translation adjustments of $2.1 million while comprehensive income for the nine months ended September 29, 2023 includes a gain on the sale of the Company’s Global Traffic Technologies business of $34.4 million and unfavorable foreign currency translation adjustments of $34.2 million.