Item 1. Financial Statements

77K characters. Original on sec.gov · Markdown

Item 1. Financial Statements

Allegion plc

Condensed and Consolidated Statements of Comprehensive Income

(Unaudited)

Three months ended
March 31,
In millions, except per share amounts20252024
Net revenues$941.9$893.9
Cost of goods sold519.4502.5
Selling and administrative expenses226.1219.3
Operating income196.4172.1
Interest expense24.722.9
Other income, net(3.5)(3.7)
Earnings before income taxes175.2152.9
Provision for income taxes27.029.1
Net earnings attributable to Allegion plc$148.2$123.8
Earnings per share attributable to Allegion plc ordinary shareholders:
Basic net earnings$1.72$1.41
Diluted net earnings$1.71$1.41
Weighted-average shares outstanding:
Basic86.387.6
Diluted86.788.1
Total comprehensive income attributable to Allegion plc$184.8$99.8

See accompanying notes to condensed and consolidated financial statements.

Table of Contents

Allegion plc

Condensed and Consolidated Balance Sheets

(Unaudited)

In millions, except share amountsMarch 31, 2025December 31, 2024
ASSETS
Current assets:
Cash and cash equivalents$494.5$503.8
Accounts and notes receivable, net467.2418.9
Inventories443.6423.0
Other current assets56.476.6
Total current assets1,461.71,422.3
Property, plant and equipment, net396.8385.3
Goodwill1,508.21,489.4
Intangible assets, net568.8569.0
Other noncurrent assets628.6621.8
Total assets$4,564.1$4,487.8
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable$249.3$258.0
Accrued expenses and other current liabilities398.1417.0
Short-term borrowings and current maturities of long-term debt25.021.9
Total current liabilities672.4696.9
Long-term debt1,972.01,977.6
Other noncurrent liabilities312.8312.6
Total liabilities2,957.22,987.1
Equity:
Ordinary shares, $0.01 par value (86,058,059 and 86,254,744 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively)0.90.9
Retained earnings1,901.01,831.4
Accumulated other comprehensive loss(295.0)(331.6)
Total equity1,606.91,500.7
Total liabilities and equity$4,564.1$4,487.8

See accompanying notes to condensed and consolidated financial statements.

Table of Contents

Allegion plc

Condensed and Consolidated Statements of Cash Flows

(Unaudited)

Three months ended
March 31,
In millions20252024
Cash flows from operating activities:
Net earnings$148.2$123.8
Adjustments to arrive at net cash provided by operating activities:
Depreciation and amortization30.028.8
Changes in assets and liabilities and other non-cash items(73.7)(101.5)
Net cash provided by operating activities104.551.1
Cash flows from investing activities:
Capital expenditures(21.1)(27.2)
Acquisition of businesses, net of cash acquired(10.5)(19.3)
Other investing activities, net3.63.1
Net cash used in investing activities(28.0)(43.4)
Cash flows from financing activities:
Debt repayments(3.1)(3.2)
Proceeds from 2021 Revolving Facility—
Repayments of 2021 Revolving Facility—
Proceeds from issuance of senior notes—
Settlement of second amended credit facility—
Payments of long-term debt—
Net repayments of from debt(3.1)(3.2)
Debt financing costs—
Excess tax benefit from share based awards—
Dividends paid to ordinary shareholders(43.6)(42.1)
Repurchase of ordinary shares(40.0)(40.0)
Other financing activities, net(4.6)5.3
Net cash used in financing activities(91.3)(80.0)
Effect of exchange rate changes on cash and cash equivalents5.5(4.0)
Net decrease in cash and cash equivalents(9.3)(76.3)
Cash and cash equivalents - beginning of period503.8468.1
Cash and cash equivalents - end of period$494.5$391.8

See accompanying notes to condensed and consolidated financial statements.

Table of Contents

ALLEGION PLC

NOTES TO CONDENSED AND CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1 - BASIS OF PRESENTATION

The accompanying Condensed and Consolidated Financial Statements of Allegion plc, an Irish public limited company, and its consolidated subsidiaries ("Allegion" or "the Company"), reflect the consolidated operations of the Company and have been prepared in accordance with United States ("U.S.") Securities and Exchange Commission ("SEC") interim reporting requirements. Accordingly, the accompanying Condensed and Consolidated Financial Statements do not include all disclosures required by accounting principles generally accepted in the U.S. ("GAAP") for full financial statements and should be read in conjunction with the Consolidated Financial Statements included in the Allegion Annual Report on Form 10-K for the year ended December 31, 2024. In the opinion of management, the accompanying Condensed and Consolidated Financial Statements contain all adjustments, which include normal recurring adjustments, necessary to state fairly the consolidated unaudited results for the interim periods presented.

NOTE 2 - RECENT ACCOUNTING PRONOUNCEMENTS

Recently Issued Accounting Pronouncements

In November 2024, the FASB issued Accounting Standards Update (ASU) No. 2024-03, "Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses", which requires disaggregated disclosures of certain categories of expenses that are included in expense line items on the face of the consolidated statements of comprehensive income. This guidance will be effective for annual periods beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027. This ASU is to be applied prospectively, but retrospective application is permitted. This ASU will result in additional required disclosures in the Company's Consolidated Financial Statements once adopted.

NOTE 3 - ACQUISITIONS

2025

Next Door

On February 4, 2025, the Company, through its subsidiaries, acquired Next Door Company ("Next Door"), a global provider of security products and solutions based in the United States. Next Door is reported in the Company's Allegion Americas segment.

Lemaar

On March 1, 2025, the Company, through its subsidiaries, acquired Lemaar Pty Ltd ("Lemaar"), a global provider of security products and solutions based in Australia. Lemaar is reported in the Company's Allegion International segment.

These acquisitions were accounted for as business combinations. Total consideration for these acquisitions was approximately $11.1 million (net of cash acquired).

2024

Boss Door Controls

On February 1, 2024, the Company, through its subsidiaries, acquired Boss Door Controls, a door solutions provider in the United Kingdom. The Boss Door Controls business has been incorporated into the Company's Allegion International segment.

Dorcas

On March 4, 2024, the Company, through its subsidiaries, acquired Montajes electronicos Dorcas S.L. ("Dorcas"), a manufacturer of electro-mechanical access control solutions based in Spain. The Dorcas business has been incorporated into the Company's Allegion International segment.

These acquisitions were accounted for as business combinations. Total consideration for these acquisitions was approximately $20.9 million (net of cash acquired), which includes contingent consideration.

ALLEGION PLC

NOTES TO CONDENSED AND CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

NOTE 4 - INVENTORIES

Inventories are stated at the lower of cost and net realizable value using the first-in, first-out (FIFO) method. The major classes of inventories were as follows:

In millionsMarch 31, 2025December 31, 2024
Raw materials$197.3$196.9
Work-in-process52.048.2
Finished goods194.3177.9
Total$443.6$423.0

NOTE 5 - GOODWILL

The changes in the carrying amount of goodwill for the three months ended March 31, 2025, were as follows:

In millionsAllegion AmericasAllegion InternationalTotal (1)
December 31, 2024$1,185.9$303.5$1,489.4
Acquisitions and adjustments5.80.56.3
Currency translation—12.512.5
March 31, 2025$1,191.7$316.5$1,508.2

(1) Accumulated impairment for the International segment was $573.6 million as of March 31, 2025 and December 31, 2024. There are no accumulated impairment losses for the Americas segment.

There was no impairment of goodwill for the three months ended March 31, 2025 and 2024.

NOTE 6 - INTANGIBLE ASSETS

The gross amount of the Company’s intangible assets and related accumulated amortization were as follows:

March 31, 2025December 31, 2024
In millionsGross carrying amountAccumulated amortizationNet carrying amountGross carrying amountAccumulated amortizationNet carrying amount
Completed technologies/patents$77.9$(45.1)$32.8$76.6$(41.7)$34.9
Customer relationships558.3(214.7)343.6542.7(201.5)341.2
Trade names (finite-lived)155.0(98.4)56.6151.3(91.4)59.9
Other96.3(64.1)32.291.8(59.9)31.9
Total finite-lived intangible assets887.5$(422.3)465.2862.4$(394.5)467.9
Trade names (indefinite-lived)103.6103.6101.1101.1
Total$991.1$568.8$963.5$569.0

Intangible asset amortization expense was $16.2 million and $15.2 million for the three months ended March 31, 2025 and 2024, respectively. Future estimated amortization expense on existing intangible assets in each of the next five years amounts to approximately $61.2 million for full year 2025, $51.6 million for 2026, $44.6 million for 2027, $36.0 million for 2028 and $33.8 million for 2029.

ALLEGION PLC

NOTES TO CONDENSED AND CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

NOTE 7 - DEBT AND CREDIT FACILITIES

Long-term debt and other borrowings consisted of the following:

In millionsMarch 31, 2025December 31, 2024
Term Facility$209.4$212.5
3.550% Senior Notes due 2027400.0400.0
3.500% Senior Notes due 2029400.0400.0
5.411% Senior Notes due 2032600.0600.0
5.600% Senior Notes due 2034400.0400.0
Total borrowings outstanding2,009.42,012.5
Discounts and debt issuance costs, net(12.4)(13.0)
Total debt1,997.01,999.5
Less current portion of long-term debt25.021.9
Total long-term debt$1,972.0$1,977.6

Unsecured Credit Facilities

The Company has an unsecured credit agreement consisting of a $250.0 million term loan facility (the “Term Facility”), of which $209.4 million was outstanding at March 31, 2025, and a $750.0 million revolving credit facility (the “Revolving Facility” and, together with the Term Facility, the “Credit Facilities”), of which no balance was outstanding at March 31, 2025. The Credit Facilities are unconditionally guaranteed jointly and severally on an unsecured basis by Allegion plc, Allegion US Holding Company Inc. ("Allegion US Hold Co"), the Company's wholly-owned subsidiary, and Allegion (Ireland) Finance Designated Activity Company ("Allegion Ireland DAC"), the Company's wholly-owned subsidiary.

The Term Facility requires quarterly principal payments through its maturity on November 18, 2026. Future payments total $18.8 million for the remainder of 2025 and $190.6 million in 2026. The Company repaid $3.1 million of principal on the Term Facility during the three months ended March 31, 2025. The Revolving Facility matures on May 20, 2029 and includes up to $100.0 million for the issuance of letters of credit. The Company had $18.5 million of letters of credit outstanding at March 31, 2025. Borrowings under the Revolving Facility may be repaid at any time without premium or penalty, and amounts repaid may be reborrowed.

Outstanding borrowings under the Credit Facilities accrue interest, at the option of the Company, equal to either: (i) a Secured Overnight Financing Rate ("SOFR") rate plus an applicable margin or (ii) a base rate plus the applicable margin. The applicable margin ranges from 0.875% to 1.375% depending on the Company’s credit ratings. At March 31, 2025, the Company's outstanding borrowings under the Credit Facilities accrued interest at SOFR plus a margin of 1.225%, resulting in an interest rate of 5.550%. The Credit Facilities also contain negative and affirmative covenants and events of default that, among other things, limit or restrict the Company’s ability to enter into certain transactions. In addition, the Credit Facilities require the Company to comply with a maximum leverage ratio as defined in the credit agreement. As of March 31, 2025, the Company was in compliance with all applicable covenants under the credit agreement.

Senior Notes

As of March 31, 2025, Allegion US Hold Co has $400.0 million outstanding of its 3.550% Senior Notes due 2027 (the “3.550% Senior Notes”), $600.0 million outstanding of its 5.411% Senior Notes due 2032 (the “5.411% Senior Notes”) and $400.0 million outstanding of its 5.600% Senior Notes (the "5.600% Senior Notes"), and Allegion plc has $400.0 million outstanding of its 3.500% Senior Notes due 2029 (the “3.500% Senior Notes”, and all four senior notes collectively, the "Senior Notes"). The 3.550% Senior Notes and 3.500% Senior Notes both require semi-annual interest payments on April 1 and October 1 of each year and mature on October 1, 2027 and October 1, 2029, respectively. The 5.411% Senior Notes require semi-annual interest payments on January 1 and July 1 of each year and mature on July 1, 2032. The 5.600% Senior Notes require semi-annual interest payments on May 29 and November 29 of each year and mature on May 29, 2034.

The 3.550% Senior Notes, 5.411% Senior Notes and 5.600% Senior Notes are senior unsecured obligations of Allegion US Hold Co and rank equally with all of Allegion US Hold Co’s existing and future senior unsecured and unsubordinated indebtedness. The guarantee of the 3.550% Senior Notes, 5.411% Senior Notes and 5.600% Senior Notes is the senior unsecured obligation of Allegion plc and ranks equally with all of the Company's existing and future senior unsecured and unsubordinated indebtedness. The 3.500% Senior Notes are senior unsecured obligations of Allegion plc, are guaranteed by Allegion US Hold Co and rank equally with all of the Company's existing and future senior unsecured indebtedness. As of March 31, 2025, the Company was in compliance with all applicable covenants under the Senior Notes.

ALLEGION PLC

NOTES TO CONDENSED AND CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

NOTE 8 - FINANCIAL INSTRUMENTS

Currency Hedging Instruments

The gross notional amount of the Company’s currency derivatives was $171.4 million and $167.2 million at March 31, 2025 and December 31, 2024, respectively. Neither the fair values of currency derivatives, which are determined based on a pricing model that uses spot rates and forward prices from actively quoted currency markets that are readily observable (Level 2 inputs under the fair value hierarchy described in Note 11), nor the balances included in Accumulated other comprehensive loss were material as of March 31, 2025 or December 31, 2024. Currency derivatives designated as cash flow hedges did not have a material impact to either Net earnings or Other comprehensive income during the three months ended March 31, 2025 and 2024, nor is the amount to be reclassified into Net earnings over the next twelve months expected to be material. At March 31, 2025, the maximum term of the Company’s currency derivatives was less than one year.

Concentration of Credit Risk

The counterparties to the Company’s forward contracts consist of a number of investment grade major international financial institutions. The Company could be exposed to losses in the event of nonperformance by the counterparties. However, the credit ratings and the concentration of risk in these financial institutions are monitored on a continuous basis, and therefore, the Company believes they present no significant credit risk to the Company.

NOTE 9 - LEASES

Total rental expense for the three months ended March 31, 2025 and 2024, was $16.4 million and $15.5 million, respectively, and is classified within Cost of goods sold and Selling and administrative expenses within the Condensed and Consolidated Statements of Comprehensive Income. Rental expense related to short-term leases, variable lease payments or other leases or lease components not included within the right of use ("ROU") asset or lease liability were both $4.1 million for the three months ended March 31, 2025 and 2024. No material lease costs have been capitalized on the Condensed and Consolidated Balance Sheets as of March 31, 2025 or December 31, 2024.

The Company assesses the specific terms and conditions of each lease to determine the appropriate classification as either an operating or finance lease and the lease term. Substantially all of the Company's leases for which the Company is a lessee are classified as operating leases.

As a lessee, the Company categorizes its leases into two general categories: real estate leases and equipment leases. Amounts included within the Condensed and Consolidated Balance Sheets related to the Company’s ROU asset and lease liability for both real estate and equipment leases were as follows:

March 31, 2025December 31, 2024
In millionsBalance Sheet classificationReal estateEquipmentTotalReal estateEquipmentTotal
ROU assetOther noncurrent assets$104.7$42.2$146.9$107.1$40.6$147.7
Lease liability - currentAccrued expenses and other current liabilities19.617.236.819.816.936.7
Lease liability - noncurrentOther noncurrent liabilities88.824.8113.691.023.5114.5
Other information:
Weighted-average remaining term (years)11.22.911.22.9
Weighted-average discount rate5.2%5.8%5.2%5.8%

The following table summarizes additional information related to the Company’s leases for the three months ended March 31:

20252024
In millionsReal estateEquipmentTotalReal estateEquipmentTotal
Cash paid for amounts included in the measurement of lease liabilities$6.5$5.8$12.3$6.3$5.1$11.4
ROU assets obtained in exchange for new lease liabilities0.92.13.02.33.86.1

Future Repayments

Scheduled minimum lease payments required under non-cancellable operating leases for both the real estate and equipment lease portfolios for the remainder of 2025 and for each of the years thereafter as of March 31, 2025, are as follows:

ALLEGION PLC

NOTES TO CONDENSED AND CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

In millionsRemainder of 20252026202720282029ThereafterTotal
Real estate leases$18.9$21.2$17.5$12.0$8.6$70.4$148.6
Equipment leases15.014.69.25.11.70.345.9
Total$33.9$35.8$26.7$17.1$10.3$70.7$194.5

The difference between the total undiscounted minimum lease payments and the combined current and noncurrent lease liabilities as of March 31, 2025, is due to imputed interest of $44.1 million.

NOTE 10 - DEFINED BENEFIT PLANS

The Company sponsors several U.S. and non-U.S. defined benefit pension plans for eligible employees and retirees and also maintains other supplemental plans for officers and other key employees. The components of the Company’s Net periodic pension benefit cost (income) for the three months ended March 31 were as follows:

U.S.
In millions20252024
Service cost$0.2$0.2
Interest cost2.92.9
Expected return on plan assets(3.8)(3.8)
Administrative costs and other0.30.3
Net amortization of:
Prior service costs—0.1
Plan net actuarial losses0.30.2
Net periodic pension benefit income$(0.1)$(0.1)
Non-U.S.
In millions20252024
Service cost$0.5$0.4
Interest cost3.03.0
Expected return on plan assets(4.1)(4.0)
Administrative costs and other0.50.4
Net amortization of:
Plan net actuarial losses0.90.9
Net periodic pension benefit cost$0.8$0.7

Service cost is recorded in Cost of goods sold and Selling and administrative expenses, while the remaining components of Net periodic pension benefit cost (income) are recorded in Other income, net within the Condensed and Consolidated Statements of Comprehensive Income. Employer contributions to the plans were not material during the three months ended March 31, 2025 or 2024. Employer contributions totaling approximately $3.6 million are expected to be made during the remainder of 2025.

NOTE 11 - FAIR VALUE MEASUREMENTS

Fair value is defined as the exchange price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Fair value measurements are based on a framework that utilizes the inputs market participants use to determine the fair value of an asset or liability and establishes a fair value hierarchy to prioritize those inputs. The fair value hierarchy is comprised of three levels that are described below:

  • Level 1 – Inputs based on quoted prices in active markets for identical assets or liabilities.

  • Level 2 – Inputs other than Level 1 quoted prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the asset or liability.

  • Level 3 – Unobservable inputs based on little or no market activity and that are significant to the fair value of the assets and liabilities.

ALLEGION PLC

NOTES TO CONDENSED AND CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

The fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Observable inputs are obtained from independent sources and can be validated by a third party, whereas unobservable inputs reflect assumptions regarding what a third party would use in pricing an asset or liability based on the best information available under the circumstances. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

Assets and liabilities measured at fair value as of March 31, 2025, were as follows:

Fair value measurementsTotal fair value
In millionsQuoted prices in active markets for identical assets (Level 1)Significant other observable inputs (Level 2)Significant unobservable inputs (Level 3)
Recurring fair value measurements
Assets:
Investments$—$15.4$—$15.4
Total asset recurring fair value measurements$—$15.4$—$15.4
Liabilities:
Deferred compensation and other retirement plans$—$15.5$—$15.5
Total liability recurring fair value measurements$—$15.5$—$15.5
Financial instruments not carried at fair value
Total debt$—$1,991.9$—$1,991.9
Total financial instruments not carried at fair value$—$1,991.9$—$1,991.9

Assets and liabilities measured at fair value as of December 31, 2024, were as follows:

Fair value measurementsTotal fair value
In millionsQuoted prices in active markets for identical assets (Level 1)Significant other observable inputs (Level 2)Significant unobservable inputs (Level 3)
Recurring fair value measurements
Assets:
Investments$—$17.1$—$17.1
Total asset recurring fair value measurements$—$17.1$—$17.1
Liabilities:
Deferred compensation and other retirement plans$—$17.4$—$17.4
Total liability recurring fair value measurements$—$17.4$—$17.4
Financial instruments not carried at fair value
Total debt$—$1,979.3$—$1,979.3
Total financial instruments not carried at fair value$—$1,979.3$—$1,979.3

The Company determines the fair value of its financial assets and liabilities using the following methodologies:

  • Investments – These instruments include equity mutual funds and corporate bond funds. The fair value is obtained based on observable market prices quoted on public exchanges for similar instruments.

  • Deferred compensation and other retirement plans – These include obligations related to deferred compensation and other retirement plans adjusted for market performance. The fair value is obtained based on observable market prices quoted on public exchanges for similar instruments.

  • Debt – These instruments are recorded at cost and include the Credit Facilities and Senior Notes maturing through 2034. The fair value of these debt instruments is obtained based on observable market prices quoted on public exchanges for similar instruments.

The methodologies used by the Company to determine the fair value of its financial assets and liabilities as of March 31, 2025, are the same as those used as of December 31, 2024. The carrying values of Cash and cash equivalents, Accounts and notes receivable, net, Accounts payable and Accrued expenses and other current liabilities are a reasonable estimate of their fair value due to the short-term nature of these instruments.

ALLEGION PLC

NOTES TO CONDENSED AND CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

The Company also had investments in debt and equity securities without readily determinable fair values of $64.9 million and $66.9 million as of March 31, 2025 and December 31, 2024, respectively, which are classified as Other noncurrent assets within the Condensed and Consolidated Balance Sheets. These investments are considered to be nonrecurring fair value measurements, and thus, are not included in the fair value tables above.

NOTE 12 - EQUITY

The changes in the components of Equity for the three months ended March 31, 2025, were as follows:

Allegion plc shareholders' equity
Ordinary shares
In millions, except per share amountsTotal equityAmountSharesCapital in excess of par valueRetained earningsAccumulated other comprehensive loss
Balance at December 31, 2024$1,500.7$0.986.3$—$1,831.4$(331.6)
Net earnings148.2———148.2—
Other comprehensive income, net36.6————36.6
Repurchase of ordinary shares(40.0)—(0.3)(5.4)(34.6)—
Share-based compensation activity5.4—0.15.4——
Dividends to ordinary shareholders ($0.51 per share)(44.0)———(44.0)—
Balance at March 31, 2025$1,606.9$0.986.1$—$1,901.0$(295.0)

The changes in the components of Equity for the three months ended March 31, 2024, were as follows:

Allegion plc shareholders' equity
Ordinary shares
In millions, except per share amountsTotal equityAmountSharesCapital in excess of par valueRetained earningsAccumulated other comprehensive loss
Balance at December 31, 2023$1,318.3$0.987.5$1,578.9$(261.5)
Net earnings123.8———123.8—
Other comprehensive loss, net(24.0)————(24.0)
Repurchase of ordinary shares(40.0)—(0.3)(14.8)(25.2)—
Share-based compensation activity14.8—0.214.8——
Dividends to ordinary shareholders ($0.48 per share)(42.0)———(42.0)—
Balance at March 31, 2024$1,350.9$0.987.4$—$1,635.5$(285.5)

In June 2023, the Company’s Board of Directors (the "Board") reauthorized the Company's existing share repurchase program and, as a result, authorized the repurchase of up to, and including, $500.0 million of the Company’s ordinary shares (the "Share Repurchase Authorization"). During the three months ended March 31, 2025 the Company paid $40.0 million to repurchase the ordinary shares reflected above on the open market under the Share Repurchase Authorization. As of March 31, 2025, the Company had approximately $200.0 million available under the Share Repurchase Authorization.

Accumulated Other Comprehensive Loss

The changes in Accumulated other comprehensive loss for the three months ended March 31, 2025, were as follows:

In millionsCash flow hedgesDefined benefit itemsForeign currency itemsTotal
December 31, 2024$6.9$(123.1)$(215.4)$(331.6)
Other comprehensive income (loss) before reclassifications(0.8)(3.1)39.135.2
Amounts reclassified from accumulated other comprehensive loss(a)(0.2)1.2—1.0
Tax benefit0.20.2—0.4
March 31, 2025$6.1$(124.8)$(176.3)$(295.0)

ALLEGION PLC

NOTES TO CONDENSED AND CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

The changes in Accumulated other comprehensive loss for the three months ended March 31, 2024, were as follows:

In millionsCash flow hedgesDefined benefit itemsForeign currency itemsTotal
December 31, 2023$5.6$(125.9)$(141.2)$(261.5)
Other comprehensive (loss) income before reclassifications0.70.9(26.4)(24.8)
Amounts reclassified from accumulated other comprehensive loss(a)(0.1)1.2—1.1
Tax expense(0.2)(0.1)—(0.3)
March 31, 2024$6.0$(123.9)$(167.6)$(285.5)

(a) Amounts reclassified from Accumulated other comprehensive loss and recognized into Net earnings related to cash flow hedges are recorded in Cost of goods sold and Interest expense. Amounts reclassified from Accumulated other comprehensive loss and recognized into Net earnings related to defined benefit items are recorded in Other income, net.

NOTE 13 - SHARE-BASED COMPENSATION

The Company’s share-based compensation plans include programs for stock options, restricted stock units ("RSUs") and performance stock units ("PSUs"). Share-based compensation expense is included in Cost of goods sold and Selling and administrative expenses within the Condensed and Consolidated Statements of Comprehensive Income. The following table summarizes the share-based compensation expense recognized for the three months ended March 31:

In millions20252024
Stock options$2.3$2.1
RSUs5.55.4
PSUs2.32.1
Pre-tax expense10.19.6
Tax benefit(1.4)(0.9)
After-tax expense$8.7$8.7

Stock Options / RSUs

Eligible participants may receive (i) stock options, (ii) RSUs or (iii) a combination of both stock options and RSUs. Grants issued during the three months ended March 31 were as follows:

20252024
Number grantedWeighted- average fair value per awardNumber grantedWeighted- average fair value per award
Stock options138,538$37.72127,046$40.92
RSUs82,252$126.5683,328$130.29

The weighted-average fair value of the stock options granted is determined using the Black-Scholes option-pricing model. The following weighted-average assumptions were used during the three months ended March 31:

20252024
Dividend yield1.61%1.47%
Volatility29.89%29.29%
Risk-free rate of return4.31%4.29%
Expected life (years)5.46.0

Volatility is based on the Company’s historic volatility. The risk-free rate of return is based on the yield curve of a zero-coupon U.S. Treasury bond on the date the award is granted with a maturity equal to the expected term of the award. In 2024, the expected life of the Company’s stock option awards was derived from the simplified approach based on the weighted-average time to vest and the remaining contractual term, because the Company did not have sufficient history to estimate expected life. Beginning in 2025, the expected life of the Company's stock option awards is derived from historical data, based on the past exercise activity and post-vest cancellation activity of the Company's stock option program and represents the period of time that awards are expected to be outstanding.

ALLEGION PLC

NOTES TO CONDENSED AND CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Performance Stock

During the three months ended March 31, 2025, the Company granted PSUs with a maximum award level of approximately 0.1 million shares. In February 2023, 2024 and 2025, the Company’s Compensation and Human Capital Committee granted PSUs that were earned based 50% upon a performance condition, measured at each reporting period by earnings per share ("EPS") performance in relation to pre-established targets for each performance period set by the Compensation and Human Capital Committee of the Board, and 50% upon a market condition, measured by the Company’s relative total shareholder return against, for 2023, the S&P 400 Capital Goods Index over a three-year performance period, and for 2024 and 2025, a 50/50 blend of the S&P 400 Capitals Goods Index and the S&P 500 Capital Goods Index over a three-year performance period. The fair values of the market condition are estimated using a Monte Carlo Simulation approach in a risk-neutral framework to model future stock price movements based upon historical volatility, risk-free rates of return and correlation matrix.

NOTE 14 - OTHER INCOME, N****ET

The components of Other income, net for the three months ended March 31 were as follows:

In millions20252024
Interest income$(4.0)$(3.6)
Foreign currency exchange loss1.01.2
Other(0.5)(1.3)
Other income, net$(3.5)$(3.7)

NOTE 15 - INCOME TAXES

The effective income tax rates for the three months ended March 31, 2025 and 2024, were 15.4% and 19.0%, respectively. The decrease in the effective income tax rate compared to 2024 is primarily due to discrete items, including the favorable year over year changes in the amounts recognized for uncertain tax positions and income tax credits.

NOTE 16 - EARNINGS PER SHARE ("EPS")

Basic EPS is calculated by dividing Net earnings attributable to Allegion plc by the weighted-average number of ordinary shares outstanding for the applicable period. Diluted EPS is calculated after adjusting the denominator of the basic EPS calculation for the effect of all potentially dilutive ordinary shares, which in the Company’s case includes shares issuable under share-based compensation plans.

The following table summarizes the weighted-average number of ordinary shares outstanding for basic and diluted EPS calculations for the three months ended March 31:

In millions20252024
Weighted-average number of basic shares86.387.6
Shares issuable under share-based compensation plans0.40.5
Weighted-average number of diluted shares86.788.1

At March 31, 2025 and 2024, 0.2 million and 0.3 million stock options, respectively, were excluded from the computation of weighted-average diluted shares outstanding because the effect of including these shares would have been anti-dilutive.

NOTE 17 - NET REVENUES

The following tables show the Company’s Net revenues related to both tangible product sales and services and software for the three months ended March 31, 2025 and 2024, respectively, disaggregated by business segment:

Three months ended March 31, 2025
In millionsAllegion AmericasAllegion InternationalTotal
Net revenues
Products$714.7$164.8$879.5
Services and software43.119.362.4
Total Net revenues$757.8$184.1$941.9

ALLEGION PLC

NOTES TO CONDENSED AND CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Three months ended March 31, 2024
In millionsAllegion AmericasAllegion InternationalTotal
Net revenues
Products (a)$666.8$165.6$832.4
Services and software (a)42.519.061.5
Total Net revenues$709.3$184.6$893.9

(a) Revenue from access control systems and time, attendance and workforce productivity solutions were reclassified from electronic Products revenue to Services and software revenue to better align with the Company's operations and management reporting. The reclassification had no impact on the timing or amount of revenue recognized. Accordingly, the electronic Products revenue and Services and software revenue for the three-months ended March 31, 2024 were recast to reflect this change.

Net revenues are shown by tangible product sales and services and software, as contract terms, conditions and economic factors affecting the nature, amount, timing and uncertainty around revenue recognition and cash flows are substantially similar within each of these two principal revenue streams.

As of March 31, 2025 and December 31, 2024, contract assets related to the Company’s right to consideration for work completed but not billed were not material. The Company does not have any material costs to obtain or fulfill a contract that are capitalized on its Condensed and Consolidated Balance Sheets. During the three months ended March 31, 2025 and 2024, no adjustments related to performance obligations satisfied in previous periods were recorded.

As of March 31, 2025 and December 31, 2024, contract liabilities related to revenues allocated to remaining performance obligations totaled $42.9 million and $33.2 million, respectively, and are classified as Accrued Expenses and Other Current Liabilities and Other noncurrent liabilities within the Condensed and Consolidated Balance Sheets.

NOTE 18 - COMMITMENTS AND CONTINGENCIES

The Company is involved in various litigation, claims and administrative proceedings, including those related to environmental and product warranty matters. Amounts recorded for identified contingent liabilities are estimates, which are reviewed periodically and adjusted to reflect additional information when it becomes available. Subject to the uncertainties inherent in estimating future costs for contingent liabilities, except as expressly set forth in this note, management believes that any liability which may result from these legal matters would not have a material adverse effect on the financial condition, results of operations, liquidity or cash flows of the Company.

Environmental Matters

As of March 31, 2025 and December 31, 2024, the Company had reserves for environmental matters of $17.4 million and $17.8 million, respectively. The total reserve at March 31, 2025 and December 31, 2024, included $9.8 million and $9.9 million, respectively, related to remediation of sites previously disposed by the Company. Environmental reserves are classified as Accrued expenses and other current liabilities or Other noncurrent liabilities within the Condensed and Consolidated Balance Sheets based on the timing of their expected future payment. The Company’s total current environmental reserve at March 31, 2025 and December 31, 2024, was $2.7 million and $2.4 million, respectively, and the remainder was classified as noncurrent. Expenses related to environmental remediation were not material during the three months ended March 31, 2025 or 2024. Given the evolving nature of environmental laws, regulations and technology, the ultimate cost of future compliance is uncertain.

Warranty Liability

The changes in the standard product warranty liability for the three months ended March 31 were as follows:

In millions20252024
Balance at beginning of period$22.8$20.7
Reductions for payments(2.8)(2.6)
Accruals for warranties issued during the current period2.94.4
Changes to accruals related to preexisting warranties—(0.1)
Currency translation0.2(0.2)
Balance at end of period$23.1$22.2

Standard product warranty liabilities are classified as either Accrued expenses and other current liabilities or Other noncurrent liabilities within the Condensed and Consolidated Balance Sheets based on the timing of the expected future payments.

ALLEGION PLC

NOTES TO CONDENSED AND CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

NOTE 19 - BUSINESS SEGMENT INFORMATION

The Company classifies its business into the following two reportable segments based on industry and market focus: Allegion Americas and Allegion International. The Company largely evaluates performance based on Segment operating income and Segment operating margins. The Company's CODM is its chief executive officer, who uses segment operating income as the measure of profit and loss to evaluate the financial performance of the business and as the basis for resource allocation, performance reviews and compensation. For these reasons, the Company believes that Segment operating income represents the most relevant measure of segment profit and loss. The Company’s CODM may exclude certain charges or gains, such as corporate charges and other special charges, from Operating income to arrive at a Segment operating income that is a more meaningful measure of profit and loss upon which to base operating decisions. The Company defines Segment operating margin as Segment operating income as a percentage of the segment’s Net revenues.

A summary of operations by reportable segment for the three months ended March 31 was as follows:

In millions20252024
Allegion Americas
Net revenues$757.8$709.3
Cost of goods sold412.5393.3
Selling and administrative expenses133.9129.0
Segment operating income$211.4$187.0
Allegion International
Net revenues$184.1$184.6
Cost of goods sold106.9110.3
Selling and administrative expenses65.561.3
Segment operating income11.713.0
Reconciliation to earnings before income tax
Segment operating income from reportable segments$223.1$200.0
Unallocated corporate expense26.727.9
Interest expense24.722.9
Other income, net(3.5)(3.7)
Total earnings before income taxes$175.2$152.9

NOTE 20 - SUBSEQUENT EVENTS

On April 2, 2025, the Company, through its subsidiaries, acquired 100% of Trimco Hardware ("Trimco"), a manufacturer of high-performance and custom-designed architectural hardware primarily sold for commercial and institutional markets. Trimco will be incorporated into the Company's Allegion Americas segment.

On April 10, 2025, the Company's Board of Directors declared a quarterly dividend of $0.51 per ordinary share. The dividend is payable June 30, 2025, to shareholders of record on June 13, 2025.

Table of Contents

Previous: Cover and table of contents · Next: Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations