Veralto Corp
For the period ended Dec 31, 2024. Filed Feb 25, 2025.
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.
FY2024 · Filed Feb 25, 2025
VLTO$118.06+0.8%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 16. Form 10-K Summary
INDEX TO FINANCIAL STATEMENTS, SUPPLEMENTARY DATA AND FINANCIAL STATEMENT SCHEDULE
| Schedule: | |
|---|---|
| Valuation and Qualifying Accounts | 101 |
EXHIBIT INDEX
| Exhibit Number | Description |
| 2.1 | Separation and Distribution Agreement, dated as of September 29, 2023, by and between Veralto Corporation and Danaher Corporation (incorporated by reference to Exhibit 2.1 to Veralto Corporation’s Current Report on Form 8-K filed October 2, 2023) |
| 3.1 | Amended and Restated Certificate of Incorporation of Veralto Corporation (incorporated by reference to Exhibit 3.1 to Veralto Corporation’s Current Report on Form 8-K filed October 2, 2023) |
| 3.2 | Amended and Restated Bylaws of Veralto Corporation (incorporated by reference to Exhibit 3.2 to Veralto Corporation’s Current Report on Form 8-K filed October 2, 2023) |
| 4.1 | Indenture, dated as of September 18, 2023, between Veralto Corporation, as issuer, and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee (incorporated by reference to Exhibit 4.1 to Veralto Corporation’s Current Report on Form 8-K filed September 19, 2023) |
| 4.2 | Registration Rights Agreement, dated as of September 18, 2023, by and among Veralto Corporation and Barclays Capital Inc., BNP Paribas Securities Corp., BofA Securities, Inc., Citigroup Global Markets Inc. and Morgan Stanley & Co. LLC, as representatives of the initial purchasers of the USD Notes (incorporated by reference to Exhibit 4.2 to Veralto Corporation’s Current Report on Form 8-K filed September 19, 2023) |
| 4.3 | Indenture, dated as of September 19, 2023, between Veralto Corporation, as issuer, and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee (incorporated by reference to Exhibit 4.3 to Veralto Corporation’s Current Report on Form 8-K filed September 19, 2023) |
| 4.4 | Registration Rights Agreement, dated as of September 19, 2023, by and among Veralto Corporation and Deutsche Bank AG, London Branch and Goldman Sachs & Co. LLC, as representatives of the initial purchasers of the Euro Notes (incorporated by reference to Exhibit 4.4 to Veralto Corporation’s Current Report on Form 8-K filed September 19, 2023) |
| 4.5 | Description of Securities Registered under Section 12 of the Exchange Act (incorporated by reference to Exhibit 4.5 to Veralto Corporation’s Annual Report on Form 10-K filed February 28, 2024) |
| 10.1 | Employee Matters Agreement, dated as of September 29, 2023, by and between Veralto Corporation and Danaher Corporation (incorporated by reference to Exhibit 10.1 to Veralto Corporation’s Current Report on Form 8-K filed October 2, 2023) |
| 10.2 | Tax Matters Agreement, dated as of September 29, 2023, by and between Veralto Corporation and Danaher Corporation (incorporated by reference to Exhibit 10.2 to Veralto Corporation’s Current Report on Form 8-K filed October 2, 2023) |
| 10.3 | Transition Services Agreement, dated as of September 29, 2023, by and between Veralto Corporation and Danaher Corporation (incorporated by reference to Exhibit 10.3 to Veralto Corporation’s Current Report on Form 8-K filed October 2, 2023) |
| 10.4 | Intellectual Property Matters Agreement, dated as of September 29, 2023, by and between Veralto Corporation and Danaher Corporation (incorporated by reference to Exhibit 10.4 to Veralto Corporation’s Current Report on Form 8-K filed October 2, 2023) |
| 10.5 | DBS License Agreement, dated as of September 29, 2023, by and between Veralto Corporation and Danaher Corporation (incorporated by reference to Exhibit 10.5 to Veralto Corporation’s Current Report on Form 8-K filed October 2, 2023) |
| 10.6 | Framework Agreement, dated as of September 29, 2023, by and between Beckman Coulter, Inc. and Hach Company (incorporated by reference to Exhibit 10.6 to Veralto Corporation’s Current Report on Form 8-K filed October 2, 2023) |
| 10.7 | Veralto Corporation 2023 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to Amendment 1 to the Registrant’s Registration Statement on Form S-8 (File No. 333-274789), filed with the Commission on February 28, 2024)* |
| 10.8 | Veralto Corporation Executive Deferred Incentive Program, a sub-plan under the 2023 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.22 to the Registrant’s Registration Statement on Form 10 filed with the Commission on August 3, 2023)* |
| 10.9 | Veralto Corporation Excess Contribution Program, a sub-plan under the 2023 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.21 to the Registrant’s Registration Statement on Form 10 filed with the Commission on August 3, 2023)* |
| 10.10 | Veralto Corporation Deferred Compensation Plan (incorporated by reference to Exhibit 10.23 to the Registrant’s Registration Statement on Form 10 filed with the Commission on August 3, 2023). |
| 10.11 | Credit Agreement, dated as of August 31, 2023, by and among Veralto Corporation, certain subsidiaries of Veralto Corporation, Bank of America, N.A., as administrative agent and Bank of America, N.A. as lender and swing line lender (incorporated by reference to Exhibit 10.25 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023)* |
| 10.12 | Form of Veralto Corporation Director and Officer Indemnification Agreement (incorporated by reference to Exhibit 10.6 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023)* |
| 10.13 | Offer of Employment Letter, dated as of January 27, 2023, between Danaher Corporation and Jennifer Honeycutt (incorporated by reference to Exhibit 10.7 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023)* |
| 10.14 | Offer of Employment Letter, dated as of May 12, 2023, between DH EAS Employment LLC and Sameer Ralhan (incorporated by reference to Exhibit 10.8 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023)* |
| 10.15 | Offer of Employment Letter, dated as of January 6, 2023, between Danaher Corporation and Melissa Aquino (incorporated by reference to Exhibit 10.9 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023)* |
| 10.16 | Employment Agreement, dated as of December 21, 2021, between VTI Sweden AB and Mattias Byström (incorporated by reference to Exhibit 10.10 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023)* |
| 10.17 | Offer of Employment Letter, dated as of April 10, 2023, between Veralto Corporation and Sylvia Stein* (incorporated by reference to Exhibit 10.17 to Veralto Corporation’s Annual Report on Form 10-K filed February 28, 2024) |
| 10.18 | Amendment to Employment Agreement, dated as of May 5, 2023, between VTI Sweden AB and Mattias Byström (incorporated by reference to Exhibit 10.11 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023)* |
| 10.19 | Offer of Employment Letter, dated as of February 27, 2023, between Danaher Corporation and Surekha Trivedi (incorporated by reference to Exhibit 10.12 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023)* |
| 10.20 | Form of Veralto Corporation Stock Option Agreement |
| 10.21 | Form of Veralto Corporation Restricted Stock Unit Agreement |
| 10.22 | Form of Veralto Corporation Performance Stock Unit Agreement |
| 10.23 | Form of Veralto Retirement Savings Plan (incorporated by reference to Exhibit 10.5 to Amendment 1 to the Registrant’s Registration Statement on Form S-8 (File No. 333-274789), filed with the Commission on February 28, 2024) |
| 10.24 | Form of Veralto Corporation Stock Option Agreement for Non-Employee Directors |
| 10.25 | Form of Veralto Corporation Restricted Stock Unit Agreement for Non-Employee Directors |
| 10.26 | Form A of Veralto Corporation Agreement Regarding Competition and Protection of Proprietary Interests (incorporated by reference to Exhibit 10.18 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023) |
| 10.27 | Form B of Veralto Corporation Agreement Regarding Solicitation and Protection of Proprietary Interests (incorporated by reference to Exhibit 10.19 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023) |
| 10.28 | Form of Veralto Corporation Senior Leader Severance Pay Plan (incorporated by reference to Exhibit 10.20 to Amendment No. 2 to Veralto Corporation’s Registration Statement on Form 10 filed August 31, 2023) |
| 10.29 | First Amendment to Veralto Corporation Senior Leaders Severance Pay Plan (incorporated by reference to Exhibit 10.1 to Veralto Corporation’s Form 8-K filed December 15, 2023) |
| 10.30 | Second Amendment to the Senior Leaders Severance Pay Plan of Veralto Corporation and its Affiliated Companies |
| 19.1 | Veralto Corporation Insider Trading Policy |
| 21.1 | Subsidiaries of Registrant |
| 23.1 | Consent of Independent Registered Public Accounting Firm |
| 31.1 | Certification of Chief Executive Officer Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 31.2 | Certification of Chief Financial Officer Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 32.1 | Certification of Chief Executive Officer, Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| 32.2 | Certification of Chief Financial Officer, Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| 97.1 | Clawback Policy, Pursuant to Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (incorporated by reference to Exhibit 97.1 to Veralto Corporation’s Annual Report on Form 10-K filed February 28, 2024) |
| 101 | Interactive data files (formatted as Inline XBRL). |
| 104 | Cover Page Interactive Data File (contained in Exhibit 101). |
| * | Indicates management contract or compensatory plan, contract or arrangement. |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| VERALTO CORPORATION | |||
| Date: | February 25, 2025 | By: | /s/ JENNIFER L. HONEYCUTT |
|---|---|---|---|
| Jennifer L. Honeycutt | |||
| President, Chief Executive Officer and Director | |||
Pursuant to the requirements of the Securities Exchange Act of 1934, this annual report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated:
| Name, Title and Signature | Date |
|---|---|
| /s/ LINDA FILLER | February 25, 2025 |
| Linda Filler | |
| Chair of the Board | |
| /s/ JENNIFER L. HONEYCUTT | February 25, 2025 |
| Jennifer L. Honeycutt | |
| President, Chief Executive Officer and Director | |
| /s/ SAMEER RALHAN | February 25, 2025 |
| Sameer Ralhan | |
| Senior Vice President and Chief Financial Officer | |
| /s/ BERNARD M. SKEETE | February 25, 2025 |
| Bernard M. Skeete | |
| Vice President and Chief Accounting Officer | |
| /s/ FRANÇOISE COLPRON | February 25, 2025 |
| Françoise Colpron | |
| Director | |
| /s/ DANIEL L. COMAS | February 25, 2025 |
| Daniel L. Comas | |
| Director | |
| /s/ SHYAM P. KAMBEYANDA | February 25, 2025 |
| Shyam P. Kambeyanda | |
| Director | |
| /s/ WILLIAM H. KING | February 25, 2025 |
| William H. King | |
| Director | |
| /s/ WALTER G. LOHR, JR. | February 25, 2025 |
|---|---|
| Walter G. Lohr, Jr. | |
| Director | |
| /s/ HEATH A. MITTS | February 25, 2025 |
| Heath A. Mitts | |
| Director | |
| /s/ VIJAY SANKARAN | February 25, 2025 |
| Vijay Sankaran | |
| Director | |
| /s/ JOHN T. SCHWIETERS | February 25, 2025 |
| John T. Schwieters | |
| Director | |
| /s/ CINDY L. WALLIS-LAGE | February 25, 2025 |
| Cindy L. Wallis-Lage | |
| Director | |
| /s/ THOMAS L. WILLIAMS | February 25, 2025 |
| Thomas L. Williams | |
| Director | |
SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS
| Classification | Balance at Beginning of Period (a) | Charged to Costs & Expenses | Impact of Currency | Write-Offs, Write-Downs & Deductions | Balance at End of Period (a) |
|---|---|---|---|---|---|
| Year ended December 31, 2024: | |||||
| Allowances deducted from asset account | |||||
| Allowance for credit losses | $37 | 9 | (1) | (6) | $39 |
| Year ended December 31, 2023: | |||||
| Allowances deducted from asset account | |||||
| Allowance for credit losses | $36 | 10 | — | (9) | $37 |
| Year ended December 31, 2022: | |||||
| Allowances deducted from asset account | |||||
| Allowance for credit losses | $36 | 9 | (1) | (8) | $36 |
(a)Amounts include allowance for credit losses classified as current and noncurrent.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.