Ametek (AME) 10-K risk factor changes: FY2021 vs FY2020

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[added: In addition, in certain of our] businesses, demand depends on customers’ capital spending budgets, as well as government funding policies.

International sales for [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020] represented [removed: 48.7%] [added: 49.5%] and [removed: 48.0%] [added: 48.7%] of our consolidated net sales, respectively.

As of December 31, [removed: 2020,] [added: 2021,] we have manufacturing operations in 17 countries outside the United States, with significant operations in China, the Czech Republic, Germany, Mexico, Serbia and the United Kingdom.

[added: In addition, our] consolidated financial statements are presented in U.S. dollars, and we must translate our assets, liabilities, sales and expenses into U.S. dollars for external reporting purposes.

While we manufacture certain parts and components used in our products, we require substantial amounts of raw materials and purchase some parts and [removed: components from suppliers.][added: components, including semiconductor chips and other electronic]

The availability and prices for raw materials, parts and components may be subject to curtailment or change due to, among other things, [removed: supplier’s] [added: suppliers'] allocation to other purchasers, interruptions in production by suppliers, changes in exchange rates and prevailing price levels.

A shutdown of, or inability to utilize, one or more of our facilities, our supply chain, or our distribution system could significantly disrupt our operations, delay production and shipments, [added: damage] our relationships and reputation with customers, suppliers, employees, stockholders and others, result in lost sales, result in the misappropriation or corruption of data, or result in legal exposure and large remediation or other expenses.

Our competitors may develop new or improve existing products that are superior to our [added: products or may adapt more readily to new technologies or changing requirements of our customers.]

[removed: In any such circumstances our system] redundancy and other disaster recovery planning may be ineffective or inadequate.

We are subject to a variety of litigation and other legal and regulatory proceedings incidental to our business (or the business operations of previously owned entities), including claims for damages arising out of the use of products or services and claims relating to intellectual property matters, employment matters, tax matters, commercial disputes, competition and sales and trading practices, environmental matters, personal injury, insurance [added: coverage and acquisition-related matters, as well as regulatory investigations or enforcement.]

[removed: We cannot assure you that our liabilities in connection with litigation and other legal and] regulatory proceedings will not exceed our estimates or adversely affect our financial statements and reputation.

However, based on our experience, current information and applicable law, we do not believe that any amounts we may be required to pay in connection with litigation and other legal and regulatory proceedings in excess of our reserves [removed: as of the date of this information statement] will have a material effect on our financial statements.

At December 31, [removed: 2020,] [added: 2021,] goodwill and other intangible assets, net of accumulated amortization, totaled [removed: $6,848.6] [added: $8,607.4] million or [removed: 66%] [added: 72%] of our total assets.

The goodwill results from our acquisitions, representing the excess of cost over the [added: estimated] fair value of the net tangible and other identifiable intangible assets we have acquired.

We continue to address the impact of the COVID-19 pandemic.

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components, from suppliers.

In any such circumstances our system

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We cannot assure you that our liabilities in connection with litigation and other legal and

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In March 2020, the World Health Organization declared the COVID-19 outbreak to be a global pandemic.

Additionally, while our global supply chains are currently not materially affected, it is unknown whether and to what extent they may be affected if the COVID-19 pandemic persists for an extended period.

In addition, in certain of our

In addition, our

products or may adapt more readily to new technologies or changing requirements of our customers.

Since the beginning of 2016, through December 31, 2020, we have completed 17 acquisitions.

coverage and acquisition-related matters, as well as regulatory investigations or enforcement.

[removed: Selected Financial Data”,] [added: Risk Factors,”] and the consolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K.

[removed: In response to the weak global economy, the] [added: The] Company recorded 2020 realignment costs [removed: totaling $43.9] [added: of $43.7] million [removed: (the “2020 realignment costs”).][added: in response to the impact of a weak global economy as a result of the COVID-19 pandemic.]

The 2020 realignment costs were composed of [removed: $35.5] [added: $35.3] million in severance costs for a reduction [removed: in] [added: of] workforce and $8.4 million of asset write-downs, primarily [removed: inventory.][added: inventory, which decreased margins by 100 basis points.]

[removed: Contributions] [added: The Company's record backlog, contributions] from [removed: the acquisitions of IntelliPower in January 2020, Pacific Design Technologies, Inc. (“PDT”) in September 2019, Gatan in October 2019,] [added: recent acquisitions,] and [removed: a] continued focus on and implementation of [removed: Operational] [added: Operating] Excellence initiatives, [removed: including the 2020 realignment actions,] had a positive impact on [removed: the Company’s 2020] [added: 2021] results.

Highlights of [removed: 2020] [added: 2021] were:

[removed: -] In March 2020, the Company completed the sale of its Reading Alloys business [removed: (“Reading”)] [added: ("Reading")] to Kymera International for net proceeds of $245.3 million in cash.

The sale resulted in a pre-tax gain of $141.0 [removed: million recorded in other income, net and income tax expense of $31.4] million.

[removed: -] Free cash flow (cash flow provided by operating activities less capital expenditures) [removed: increased to a record $1,206.8] [added: was $1,049.8] million in [removed: 2020,] [added: 2021,] compared with [removed: $1,012.1] [added: $1,206.8] million in [removed: 2019.][added: 2020.]

- EBITDA (earnings before interest, income taxes, depreciation, and amortization) was a record [removed: $1,421.6] [added: $1,594.3] million in [removed: 2020,] [added: 2021,] compared with [removed: $1,388.3] [added: $1,421.6] million in [removed: 2019.][added: 2020.]

- The Company continued its emphasis on investment in research, development and engineering, spending [removed: $246.2] [added: $299.6] million in [removed: 2020.][added: 2021.]

Sales from products introduced in the past three years were [removed: $1,074.0 million or 23.7% of net sales.][added: $1,244.0 million.]

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[removed: Our financial position remains strong, however,] [added: As the global economy has begun to recover,] we [added: eliminated certain of the temporary cost saving actions put in place in 2020, but] continue to closely monitor [removed: our] fixed costs, capital expenditure plans, inventory, and capital resources to respond to changing conditions and to ensure we have the resources to meet our future needs.

| | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | |

| Electronic Instruments | | | $ | [removed: 2,989,928] [added: 3,763,758] | | | | | $ | [removed: 3,322,881] [added: 2,989,928] | | | | | $ | [removed: 3,028,959] [added: 3,322,881] | |

| Electromechanical | | | [removed: 1,550,101] [added: 1,782,756] | | | | | | [removed: 1,835,676] [added: 1,550,101] | | | | | | [removed: 1,816,913] [added: 1,835,676] | | |

| Consolidated net sales | | | $ | [removed: 4,540,029] [added: 5,546,514] | | | | | $ | [removed: 5,158,557] [added: 4,540,029] | | | | | $ | [removed: 4,845,872] [added: 5,158,557] | |

| Electronic Instruments | | | $ | [removed: 770,620] [added: 958,183] | | | | | $ | [removed: 865,307] [added: 770,620] | | | | | $ | [removed: 782,144] [added: 865,307] | |

| Electromechanical | | | [removed: 324,962] [added: 437,378] | | | | | | [removed: 387,931] [added: 324,962] | | | | | | [removed: 363,765] [added: 387,931] | | |

| Total segment operating income | | | [removed: 1,095,582] [added: 1,395,561] | | | | | | [removed: 1,253,238] [added: 1,095,582] | | | | | | [removed: 1,145,909] [added: 1,253,238] | | |

| Corporate administrative expenses | | | [removed: (67,698)] [added: (86,891)] | | | | | | [removed: (75,858)] [added: (67,698)] | | | | | | [removed: (70,369)] [added: (75,858)] | | |

| Consolidated operating income | | | [removed: 1,027,884] [added: 1,308,670] | | | | | | [removed: 1,177,380] [added: 1,027,884] | | | | | | [removed: 1,075,540] [added: 1,177,380] | | |

| Interest expense | | | [removed: (86,062)] [added: (80,381)] | | | | | | [removed: (88,481)] [added: (86,062)] | | | | | | [removed: (82,180)] [added: (88,481)] | | |

| Other [removed: income (expense),] [added: (expense) income,] net | | | [removed: 140,487] [added: (5,119)] | | | | | | [removed: (19,151)] [added: 140,487] | | | | | | [removed: (5,615)] [added: (19,151)] | | |

| Consolidated income before income taxes | | | $ | [removed: 1,082,309] [added: 1,223,170] | | | | | $ | [removed: 1,069,748] [added: 1,082,309] | | | | | $ | [removed: 987,745] [added: 1,069,748] | |

The following “Results of Operations of the year ended December 31, [removed: 2020] [added: 2021] compared with the year ended December 31, [removed: 2019”] [added: 2020”] section presents an analysis of the Company’s consolidated operating results displayed in the Consolidated Statement of Income.

A discussion regarding our financial condition and results of operations for the year ended December 31, [removed: 2019] [added: 2020] compared to the year ended December 31, [removed: 2018] [added: 2019] can be found under Item 7 in our [added: Annual Report on Form 10-K for the fiscal year ended December 31, 2020, filed with the Securities and Exchange Commission on February 18, 2021.]

Results of Operations for the year ended December 31, [removed: 2020] [added: 2021] compared with the year ended December 31, [removed: 2019][added: 2020]

EIG net sales were [removed: $2,989.9] [added: $3,763.8] million in [removed: 2020, a decrease] [added: 2021, an increase] of [removed: 10.0%,] [added: 25.9%,] compared with [removed: $3,322.9] [added: $2,989.9] million in [removed: 2019.][added: 2020.]

EMG net sales were [removed: $1,550.1] [added: $1,782.8] million in [removed: 2020, a decrease] [added: 2021, an increase] of [removed: 15.6%,] [added: 15.0%,] compared with [removed: $1,835.7] [added: $1,550.1] million in [removed: 2019.][added: 2020.]

Total international sales for [removed: 2020] [added: 2021] were [removed: $2,209.9] [added: a record $2,745.6] million or [removed: 48.7%] [added: 49.5%] of net sales, [removed: a decrease] [added: an increase] of [removed: $265.0] [added: $535.7] million or [removed: 10.7%,] [added: 24.2%,] compared with international sales of [removed: $2,474.9] [added: $2,209.9] million or [removed: 48.0%] [added: 48.7%] of net sales in [removed: 2019.][added: 2020.]

Export shipments from the United States, which are included in total international sales, were [removed: $1,196.4] [added: $1,475.6] million in [removed: 2020, a decrease] [added: 2021, an increase] of [removed: $109.8] [added: $279.2] million or [removed: 8.4%,] [added: 23.3%,] compared with [removed: $1,306.2] [added: $1,196.4] million in [removed: 2019.][added: 2020.]

The [removed: decrease] [added: increase] in orders was due to [removed: an 11%] [added: a 26%] organic order [removed: decline driven by a weak economy as] [added: increase,] a [removed: result of the COVID-19 pandemic, an unfavorable 3%] [added: favorable 15%] from [removed: the Reading divestiture,] [added: acquisitions,] partially offset by [removed: a favorable 1% from acquisitions, and a favorable] [added: an unfavorable] 1% effect of foreign currency translation.

The Company’s backlog of unfilled orders at December 31, [removed: 2020] [added: 2021] was a record [removed: $1,802.2] [added: $2,730.1] million, an increase of [removed: $84.3] [added: $927.9] million or [removed: 4.9%,] [added: 51.5%,] compared with [removed: $1,717.9] [added: $1,802.2] million at December 31, [removed: 2019.][added: 2020.]

See Note [removed: 18] [added: 10] to the Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K for [removed: further details.][added: more information on the nature and timing of debt obligations.]

The [removed: 2020 realignment costs (in millions) reported in the] consolidated [removed: statement of income as well as the impact on segment] operating [added: income] margins [removed: (in] [added: were negatively impacted by 100] basis [removed: points)] [added: points] in 2020 [removed: are as follows:][added: due to the realignment costs discussed above.]

| | | | [removed: 2020] [added: 2021] | | | | | | [added: 2020] | | | [added: | | | | | | | | | | | | | | | | | |]

Segment operating income for [removed: 2020] [added: 2021] was [removed: $1,095.6] [added: $1,395.6] million, [removed: a decrease] [added: an increase] of [removed: $157.6] [added: $300.0] million or [removed: 12.6%,] [added: 27.4%,] compared with segment operating income of [removed: $1,253.2] [added: $1,095.6] million in [removed: 2019.][added: 2020.]

Segment operating income, as a percentage of net sales, [removed: decreased] [added: increased] to [removed: 24.1%] [added: 25.2%] in [removed: 2020,] [added: 2021,] compared with [removed: 24.3%] [added: 24.1%] in [removed: 2019.][added: 2020.]

[removed: The segment] [added: EIG's] operating margins were negatively impacted [added: in 2020] by [removed: 100] [added: 70] basis points due to the 2020 realignment costs discussed [removed: above, partially offset by the benefits of the Company’s Operational Excellence initiatives.][added: above.]

In 2021, the Company posted record sales, operating income, operating margins, net income, diluted earnings per share, backlog, and orders.

The Company also benefited from its strategic initiatives under AMETEK's four key strategies: Operational Excellence, Strategic Acquisitions, Global & Market Expansion and New Products.

- Net sales for 2021 were a record $5,546.5 million, an increase of $1,006.5 million or 22.2%, compared with net sales of $4,540.0 million in 2020.

The increase in net sales for 2021 was due to a 15% organic sales increase, a 7% increase from acquisitions, and a favorable 1% effect of foreign currency translation, partially offset by an unfavorable divestiture impact.

- Orders for 2021 were a record $6,474.4 million, an increase of $1,850.0 million or 40.0%, compared with $4,624.4 million in 2020.

As a result, the Company's backlog of unfilled orders at December 31, 2021 was a record $2,730.1 million.

- During 2021, the Company spent $1,959.2 million in cash, net of cash acquired, to purchase six businesses:

- In February 2021, AMETEK acquired EGS Automation ("EGS"), a designer and manufacturer of highly engineered, customized robotic solutions used in critical applications for the medical, food and beverage, and general industrial markets.

- In March 2021, AMETEK acquired Magnetrol International ("Magnetrol"), a leading provider of level and flow control solutions for challenging process applications across a diverse set of end markets including medical, pharmaceutical, oil and gas, food and beverage, and general industrial.

- In March 2021, AMETEK acquired Crank Software, a leading provider of embedded graphical user interface software and services.

- In April 2021, AMETEK acquired NSI-MI Technologies ("NSI-MI"), a leading provider of radio frequency and microwave test and measurement systems for niche applications across the aerospace, defense, automotive, wireless communications, and research markets.

- In April 2021, AMETEK acquired Abaco Systems, Inc. ("Abaco"), specializing in open-architecture computing and electronic systems for aerospace, defense, and specialized industrial markets and is a leading provider of mission critical embedded computing systems.

- In November 2021, AMETEK acquired Alphasense, a leading provider of gas and particulate sensors for use in environmental, health and safety, and air quality applications.

- Cash flow provided by operating activities for 2021 was $1,160.5 million.

The COVID-19 pandemic resulted in significant global economic disruption and had an adverse impact on our financial results throughout 2020.

We have experienced sequential improvement in our financial results since the third quarter of 2020, and this trend has continued throughout 2021.

The current economic environment in which we operate is characterized by increased material cost inflation, logistics challenges, labor availability issues, and component part shortages.

As we move into 2022, we continue to monitor and closely manage through these conditions and have taken steps to mitigate the impacts of the challenging economic environment.

We are closely tracking developments regarding vaccine mandates.

Until it was prohibited by a federal court order in December 2021, we had taken steps to comply with the federal contractor vaccine mandate, requiring employees in our U.S. workforce to be fully vaccinated against COVID-19 by January 18, 2022, except in limited circumstances.

Although the federal contractor mandate has been temporarily suspended, pending the outcome of an appeal, we continue to encourage all employees to be vaccinated, including booster shots.

If the mandate is reinstated, or new mandates implemented, it is uncertain to what extent compliance with such vaccine mandates may result in workforce attrition.

Our top priority during this pandemic is the health and safety of our employees.

All global manufacturing facilities remained fully operational during 2021 and continue to operate with safety protocols in place to ensure the health and safety of our employees and communities.

We will continue to evaluate the nature and extent of future impacts of the COVID-19 pandemic on its business.

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Net sales for 2021 were a record $5,546.5 million, an increase of $1,006.5 million or 22.2%, compared with net sales of $4,540.0 million in 2020.

The increase in net sales for 2021 was due to a 15% organic sales increase, a 7% increase from acquisitions, and a favorable 1% effect of foreign currency translation, partially offset by an unfavorable divestiture impact.

The increase in international sales was primarily driven by strong demand in Europe and Asia as well as contributions from recent acquisitions.

Orders for 2021 were a record $6,474.4 million, an increase of $1,850.0 million or 40.0% compared with $4,624.4 million in 2020.

The increase in orders was due to a 26% organic order increase, a favorable 15% from acquisitions, partially offset by an unfavorable 1% effect of foreign currency translation.

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Segment operating income and segment operating margins were positively impacted in 2021 by the increase in net sales discussed above as well as the Company's Operational Excellence initiatives, including ongoing savings from the 2020 realignment actions.

The 2020 cost of sales included the realignment costs discussed above.

The 2021 acquisitions of Abaco, Magnetrol, NSI-MI, Crank Software, EGS, and Alphasense diluted operating margins by 110 basis points.

Excluding the acquisitions, operating income margins would have been 24.7% for 2021.

Net income for 2021 was a record $990.1 million, an increase of $117.7 million or 13.5%, compared with $872.4 million in 2020.

Diluted earnings per share for 2021 were a record $4.25, an increase of $0.48 or 12.7%, compared with $3.77 per diluted share in 2020.

The net sales increase was due to a 14% organic sales increase, an 11% increase from acquisitions, and a favorable 1% effect of foreign currency translation.

EIG’s operating income and operating margins in 2021 were positively impacted by the sales increase discussed above as well as the Company's Operational Excellence initiatives.

Risk Factors,” “Item 6.

In 2020, the Company was impacted by a weak global economy as a result of the COVID-19 pandemic, discussed below.

- In January 2020, the Company spent $116.5 million, net of cash acquired, to acquire IntelliPower, a leading provider of high-reliability, ruggedized uninterruptible power systems serving a wide range of defense and industrial applications.

- Cash flow provided by operating activities for 2020 was a record $1,281.0 million, an increase of $166.6 million or 14.9%, compared with $1,114.4 million in 2019.

Our business, operations and end markets were negatively impacted in 2020 by the global outbreak and rapid spread of COVID-19.

As the situation rapidly evolved, we remained focused on safely serving our customers and protecting the health and safety of our employees.

All of our manufacturing locations remain operational with enhanced safety measures to help keep our employees, contractors, customers, and communities safe.

In compliance with government protocols, certain of the Company's employees were instructed to work from home until government mandated restrictions allow for a safe return to the workplace.

Those working at our sites are required to follow appropriate procedures, including completion of multiple training sessions and performance of self- and on-site screenings, as well as adhere to our personal protective equipment, social distancing, and personal hygiene protocols.

We are committed to safely maintaining plant operations and focusing on business continuity, while reliably supplying critical products to our customers.

During 2020, the COVID-19 pandemic resulted in a rapid decline in demand which impacted most of our end markets and geographies.

We continue to experience end market volatility, however, orders have begun to return and stabilize in many of our end markets.

We believe that we will emerge from these events well positioned for long-term growth, though we cannot reasonably estimate the duration and severity of this global pandemic or its ultimate impact on the global economy and our business and results.

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______________________

Annual Report on Form 10-K for the fiscal year ended December 31, 2019, filed with the Securities and Exchange Commission on February 20, 2020.

Net sales for 2020 were $4,540.0 million, a decrease of $618.6 million or 12.0%, compared with net sales of $5,158.6 million in 2019.

The decrease in net sales for 2019 was due to a 13% organic sales decline driven by a weak economy as a result of the COVID-19 pandemic, an unfavorable 3% from the Reading divestiture, partially offset by a 4% increase from acquisitions.

The decrease in international sales was primarily driven by lower sales in Europe as a result of the COVID-19 pandemic.

Orders for 2020 were $4,624.4 million, a decrease of $649.9 million or 12.3% compared with $5,274.3 million in 2019.

The Company recorded 2020 realignment costs totaling $43.9 million in the first quarter of 2020 (the “2020 realignment costs”).

The 2020 realignment costs were composed of $35.5 million in severance costs for a reduction in workforce and $8.4 million of asset write-downs, primarily inventory, in response to the impact of a weak global economy as a result of the COVID-19 pandemic.

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| | | | Realignment Costs | | | | | | Operating Margins | | |

| EIG | | | $ | 22.8 | | | | | (70) | | |

| EMG | | | 20.9 | | | | | | (130) | | |

| Total reported in segment operating income | | | 43.7 | | | | | | (100) | | |

| Selling, general and administrative expenses | | | 0.2 | | | | | | | | |

| Total reported in the consolidated statement of income | | | $ | 43.9 | | | | | (100) | | |

The decrease in segment operating income was primarily due to the lower sales discussed above and the $43.7 million of 2020 realignment costs, partially offset by the benefits of the Company's Operational Excellence initiatives.

The increase in other income was primarily due to the gain on the sale of Reading of $141.0 million, higher defined benefit pension income of $7.5 million, and lower acquisition-related expenses.

The net sales decrease was due to a 15% organic sales decline driven by a weak global economy as a result of the COVID-19 pandemic, partially offset by the acquisitions of Gatan and IntelliPower.

EIG’s decrease in operating income was primarily due to the decrease in sales discussed above as well as the $22.8 million of 2020 realignment costs, partially offset by the benefits of the Company's Operational Excellence initiatives.

EIG’s 2020 operating margins were negatively impacted by 70 basis points due to the 2020 realignment costs discussed above.

The net sales decrease was due to a 10% organic sales decline driven by a weak global economy as a result of the COVID-19 pandemic, a favorable 2% impact from the PDT acquisition as well as an unfavorable 8% impact from the Reading divestiture.

EMG’s decrease in operating income was primarily due to the decrease in sales discussed above as well as the $20.9 million of 2020 realignment costs, partially offset by benefits from the Group’s Operating Excellence initiatives.

The increase in cash provided by operating activities for 2020 was primarily due to strong working capital management.

In 2020, short-term borrowings decreased $328.0 million, compared with an increase of $130.7 million in 2019.

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In its effort to achieve best-cost manufacturing, AMETEK had [removed: plants,] [added: operating facilities,] as of December 31, [removed: 2020,] [added: 2021,] in Brazil, China, the Czech Republic, Malaysia, Mexico, and Serbia.

These [removed: plants] [added: facilities] offer proximity to customers and provide opportunities for increasing international sales.

AMETEK senior management has extensive industry experience and an average of approximately [removed: 28] [added: 29] years of AMETEK service.

The management team is focused on delivering strong, consistent and profitable growth, [removed: and] growing

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Since the beginning of [removed: 2016] [added: 2017] through December 31, [removed: 2020,] [added: 2021,] AMETEK has completed [removed: 17] [added: 18] acquisitions with annualized sales totaling approximately [removed: $1.0] [added: $1.4] billion, including [removed: one acquisition] [added: six acquisitions] in [removed: 2020.][added: 2021.]

In [removed: 2020,] [added: 2021,] AMETEK added to its highly differentiated product portfolio with a range of new products across many of its businesses.

AMETEK [removed: focuses on cash generation and capital deployment AMETEK] generates strong cash flow given its asset-light business model and strong operational execution.

It provides a growing range of instruments to the research and laboratory equipment, [removed: ultra precision] [added: ultra-precision] manufacturing, medical, and test and measurement markets.

In [removed: 2020,] [added: 2021,] 49% of EIG’s net sales were to customers outside the United States.

At December 31, [removed: 2020,] [added: 2021,] EIG employed approximately [removed: 9,300] [added: 11,000] people, of whom approximately [removed: 900] [added: 600] were covered by collective bargaining agreements.

At December 31, [removed: 2020,] [added: 2021,] EIG had operating facilities in the United States, the United Kingdom, Germany, Canada, China, Denmark, Finland, France, Switzerland, Argentina, Austria and Mexico.

Process and analytical instrumentation sales represented [removed: 73%] [added: 70%] of EIG’s [removed: 2020] [added: 2021] net sales.

[removed: Among the industries it serves are power] generation; pharmaceutical manufacturing; medical and healthcare; water and waste treatment; [added: renewable energy production,] semiconductor manufacturing; natural gas distribution; [added: emissions monitoring,] and oil, gas, and petrochemical refining.

Aerospace and Power Instrumentation sales represented [removed: 27%] [added: 30%] of EIG’s [removed: 2020] [added: 2021] net sales.

[added: It is a leader in the design and] manufacture of power measurement, quality monitoring and event recorders for use in power generation, transmission and distribution.

It also offers precision power supplies and power conditioning products, and electrical immunity and EMC test equipment, sensors for [added: electric vehicle testing,] gas turbines, dashboard instruments for heavy trucks and other vehicles, and instrumentation and controls for the food and beverage industries.

These products include airborne data systems, turbine engine temperature measurement products, vibration-monitoring systems, cockpit instruments and displays, fuel and fluid measurement products, [added: embedded computing systems,] and sensors and switches.

Approximately [removed: 7%] [added: 5%] of EIG’s [removed: 2020] [added: 2021] net sales were made to its five largest customers.

In [removed: 2020, 47%] [added: 2021, 50%] of EMG’s net sales were to customers outside the United States.

At December 31, [removed: 2020,] [added: 2021,] EMG employed approximately [removed: 6,900] [added: 7,000] people, of whom approximately [removed: 1,700] [added: 1,900] were covered by collective bargaining agreements.

At December 31, [removed: 2020,] [added: 2021,] EMG had operating facilities in the United States, the United Kingdom, China, Germany, France, Italy, Mexico, Serbia, Brazil, the Czech Republic, Malaysia and Taiwan.

Automation and Engineered Solution sales represented [removed: 70%] [added: 72%] of EMG’s [removed: 2020] [added: 2021] net sales.

Aerospace sales represented [removed: 30%] [added: 28%] of EMG’s [removed: 2020] [added: 2021] net sales.

Approximately [removed: 10%] [added: 8%] of EMG’s [removed: 2020] [added: 2021] net sales were made to its five largest customers.

AMETEK's operations and properties are subject to laws and regulations relating to environmental protection, including those governing air emissions, water discharges, waste [removed: management] [added: management,] and workplace safety.

[removed: In connection with acquisitions, the Company will] assess potential material environmental liabilities, and determine regulatory and fiduciary obligations during the course of the due diligence process.

[removed: Human] [added: *Human] Capital [removed: Management][added: Management*]

As a global organization, [removed: AMETEK has] [added: we have] seen firsthand that the innovation needed to solve our customers’ biggest challenges can only come from employees that are fully [removed: engaged,] [added: engaged and] committed, and [added: who] have diverse perspectives and backgrounds.

Our Board regularly receives updates and presentations on key [removed: culture] topics, including [removed: environmental, social and governance] [added: ESG,] compliance, diversity and inclusion, and employee development and succession.

We have a Women’s Business Council and an African American Business Council, both of which drive initiatives focused on mentorship, [removed: education,] [added: education] and career guidance.

We have a [removed: longstanding] [added: long-standing] commitment to responsible corporate conduct.

Additionally, we strive to protect health and safety in every aspect of our enterprise – from the way we design, [removed: manufacture,] [added: manufacture] and deliver our products to the way our customers use them.

[removed: Our 2020 lost-time incident rate was the lowest ever and we] [added: We] continue to enhance our safety initiatives as each facility is tasked with identifying opportunities for additional safety measures.

In addition to our [removed: Environmental Health, and Safety] [added: EHS] facility audits, our facilities’ activities include safety committees, continual training, documented self-audits, and behavior-based safety observations and feedback.

shareholder value, and creating a sustainable future for our stakeholders.

AMETEK focuses on cash generation and capital deployment.

[Table of Contents](#i5cd52601fddb4c9ab388149ed442df58_7)

Attracting, retaining, and developing talent is critical to the success and sustainability of the AMETEK Growth Model as our employees are responsible for successfully driving these strategies.

2021 Overview

*Operating Performance*

In 2021, the Company posted record sales, operating income, operating margins, net income, diluted earnings per share, backlog, and orders.

The Company achieved these results from organic sales growth in both EIG and EMG, contributions from the 2021 acquisitions of Abaco Systems, Inc., Magnetrol International, NSI-MI Technologies, Crank Software, EGS Automation, and Alphasense as well as the Company's Operational Excellence Initiatives.

See "Results of Operations" in Part II, Item 7 Management's Discussion and Analysis of Financial Condition and Results of Operations for further details.

In 2021, the Company achieved record sales of $5,546.5 million, an increase of 22.2% from 2020 due to 15% organic sales increase, a 7% increase from acquisitions, and a favorable 1% effect of foreign currency translation, partially offset by an unfavorable divestiture impact.

Diluted earnings per share for 2021 were a record $4.25, an increase of $0.48 or 12.7%, compared with $3.77 per diluted share in 2020.

*COVID-19 Pandemic*

The COVID-19 pandemic resulted in significant global economic disruption and had an adverse impact on the Company's financial results throughout 2020.

The Company has experienced sequential improvement in its financial results since the third quarter of 2020, and this trend has continued throughout 2021.

The current economic environment in which the Company operates is characterized by increased material cost inflation, logistics challenges, labor availability issues, and component part shortages.

The Company continues to monitor and closely manage through these conditions and has taken steps to mitigate the impacts of the challenging economic environment.

The Company's top priority during this pandemic is the health and safety of its employees.

All global manufacturing facilities remained fully operational during 2021 and continue to operate with safety protocols in place to ensure the health and safety of its employees and communities.

The Company will continue to evaluate the nature and extent of future impacts of the COVID-19 pandemic on its business.

Please refer to "Risk Factors", Part I, Item 1A of this Form 10-K for more information.

*Recent Acquisitions*

The Company spent $1,959.2 million in cash, net of cash acquired, to purchase six businesses in 2021.

In February 2021, AMETEK acquired EGS Automation ("EGS"), a designer and manufacturer of highly engineered, customized robotic solutions used in critical applications for the medical, food and beverage, and general industrial markets.

In March 2021, AMETEK acquired Magnetrol International ("Magnetrol"), a leading provider of level and flow control solutions for challenging process applications across a diverse set of end markets including medical, pharmaceutical, oil and gas, food and beverage, and general industrial.

In March 2021, AMETEK acquired Crank Software, a leading provider of embedded graphical user interface software and services.

In April 2021, AMETEK acquired NSI-MI Technologies ("NSI-MI"), a leading provider of radio frequency and microwave test and measurement systems for niche applications across the aerospace, defense, automotive, wireless communications, and research markets.

[Table of Contents](#i5cd52601fddb4c9ab388149ed442df58_7)

In April 2021, AMETEK acquired Abaco Systems, Inc. ("Abaco"), specializing in open-architecture computing and electronic systems for aerospace, defense, and specialized industrial markets and is a leading provider of mission critical embedded computing systems.

In November 2021, AMETEK acquired Alphasense, a leading provider of gas and particulate sensors for use in environmental, health and safety, and air quality applications.

*Financing*

On April 26, 2021, the Company along with certain of its foreign subsidiaries amended its credit agreement dated as of September 22, 2011, as amended and restated as of March 10, 2016 and as further amended and restated as of October 30, 2018, with the lenders, JPMorgan Chase Bank, N.A., as Administrative Agent and Bank of America, N.A., PNC Bank, National Association, Trust Bank and Wells Fargo Bank, National Association, as Co-Syndication Agents.

The credit agreement amends the Company’s existing revolving credit facility to add a new five-year, delayed draw, term loan for up to $800 million.

The credit agreement places certain restrictions on allowable additional indebtedness.

In November 2021, the Company further amended the Credit Agreement to address the cessation of LIBOR on certain currencies.

Among the industries it serves are power

[Table of Contents](#i5cd52601fddb4c9ab388149ed442df58_7)

Acquired in November 2021, Alphasense is a leading provider of gas and particulate sensors for use in environmental, health and safety, and air quality applications.

Alphasense complements the Company's existing sensor business expanding the Company's presence in the environmental health and safety market.

Acquired in March 2021, Magnetrol is a leading provider of level and flow control solutions for challenging process applications across a diverse set of end markets including medical, pharmaceutical, oil and gas, food and beverage, and general industrial.

Magnetrol's solutions combined with the Company's existing Sensors, Test and Calibration business, becomes an industry leading differentiated sensor platform with a broad range of level and flow measurement solutions.

shareholder value.

Acquired in October 2019, Gatan is a leading manufacturer of instrumentation and software used to enhance and extend the operation and performance of electron microscopes.

Gatan’s differentiated technology solutions, premier brand and leadership positions in growth markets complements the Company’s existing portfolio of specialized offerings in high-end analytical instrumentation.

It is a leader in the design and

Acquired in September 2019, Pacific Design Technologies, Inc. ("PDT") designs and manufactures a complete range of custom-engineered, liquid cooling systems and components used in a broad set of current and next-generation commercial aerospace, defense and space platforms.

PDT enhances the Company’s position in the aerospace and defense sectors with its innovative technology and differentiated solutions in thermal management systems.

At December 31, 2020, AMETEK employed approximately 16,500 people at its EIG, EMG and corporate operations, of whom approximately 2,600 employees were covered by collective bargaining agreements.

Please refer to [removed: “Environmental Matters” in Part II, Item 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations and] Note 13 to the Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K for information regarding certain litigation matters.

[Table of [removed: Contents](#ie768139bb6c04939ae28cc5a12851e0c_7)][added: Contents](#i5cd52601fddb4c9ab388149ed442df58_7)]

For the fiscal year ended December 31, [removed: 2020][added: 2021]

The aggregate market value of the voting stock held by non-affiliates of the registrant was approximately [removed: $20.5] [added: $30.9] billion as of June 30, [removed: 2020,] [added: 2021,] the last business day of the registrant’s most recently completed second fiscal quarter.

The number of shares of the registrant’s Common Stock outstanding as of January [removed: 29, 2021] [added: 31, 2022] was [removed: 230,563,891.][added: 231,700,893.]

Part III incorporates information by reference from the Proxy Statement for the Annual Meeting of Stockholders on May [removed: 6, 2021.][added: 5, 2022.]

[removed: 2020] [added: 2021] Form 10-K Annual Report

| [Item [removed: 1.](#ie768139bb6c04939ae28cc5a12851e0c_13)] [added: 1.](#i5cd52601fddb4c9ab388149ed442df58_13)] | | | [removed: [Business](#ie768139bb6c04939ae28cc5a12851e0c_13)] [added: [Business](#i5cd52601fddb4c9ab388149ed442df58_13)] | | | [removed: [2](#ie768139bb6c04939ae28cc5a12851e0c_13)] [added: [2](#i5cd52601fddb4c9ab388149ed442df58_13)] | | |

| [Item [removed: 1A.](#ie768139bb6c04939ae28cc5a12851e0c_16)] [added: 1A.](#i5cd52601fddb4c9ab388149ed442df58_16)] | | | [Risk [removed: Factors](#ie768139bb6c04939ae28cc5a12851e0c_16)] [added: Factors](#i5cd52601fddb4c9ab388149ed442df58_16)] | | | [removed: [8](#ie768139bb6c04939ae28cc5a12851e0c_16)] [added: [11](#i5cd52601fddb4c9ab388149ed442df58_16)] | | |

| [Item [removed: 1B.](#ie768139bb6c04939ae28cc5a12851e0c_19)] [added: 1B.](#i5cd52601fddb4c9ab388149ed442df58_19)] | | | [Unresolved Staff [removed: Comments](#ie768139bb6c04939ae28cc5a12851e0c_19)] [added: Comments](#i5cd52601fddb4c9ab388149ed442df58_19)] | | | [removed: [15](#ie768139bb6c04939ae28cc5a12851e0c_19)] [added: [18](#i5cd52601fddb4c9ab388149ed442df58_19)] | | |

| [Item [removed: 2.](#ie768139bb6c04939ae28cc5a12851e0c_22)] [added: 2.](#i5cd52601fddb4c9ab388149ed442df58_22)] | | | [removed: [Properties](#ie768139bb6c04939ae28cc5a12851e0c_22)] [added: [Properties](#i5cd52601fddb4c9ab388149ed442df58_22)] | | | [removed: [15](#ie768139bb6c04939ae28cc5a12851e0c_22)] [added: [18](#i5cd52601fddb4c9ab388149ed442df58_22)] | | |

| [Item [removed: 3.](#ie768139bb6c04939ae28cc5a12851e0c_25)] [added: 3.](#i5cd52601fddb4c9ab388149ed442df58_25)] | | | [Legal [removed: Proceedings](#ie768139bb6c04939ae28cc5a12851e0c_25)] [added: Proceedings](#i5cd52601fddb4c9ab388149ed442df58_25)] | | | [removed: [16](#ie768139bb6c04939ae28cc5a12851e0c_25)] [added: [19](#i5cd52601fddb4c9ab388149ed442df58_25)] | | |

| [Item [removed: 4.](#ie768139bb6c04939ae28cc5a12851e0c_28)] [added: 4.](#i5cd52601fddb4c9ab388149ed442df58_28)] | | | [Mine Safety [removed: Disclosures](#ie768139bb6c04939ae28cc5a12851e0c_28)] [added: Disclosures](#i5cd52601fddb4c9ab388149ed442df58_28)] | | | [removed: [16](#ie768139bb6c04939ae28cc5a12851e0c_28)] [added: [19](#i5cd52601fddb4c9ab388149ed442df58_28)] | | |

| [Item [removed: 5.](#ie768139bb6c04939ae28cc5a12851e0c_34)] [added: 5.](#i5cd52601fddb4c9ab388149ed442df58_34)] | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#ie768139bb6c04939ae28cc5a12851e0c_34)] [added: Securities](#i5cd52601fddb4c9ab388149ed442df58_34)] | | | [removed: [17](#ie768139bb6c04939ae28cc5a12851e0c_34)] [added: [20](#i5cd52601fddb4c9ab388149ed442df58_34)] | | |

| [Item [removed: 7.](#ie768139bb6c04939ae28cc5a12851e0c_40)] [added: 7.](#i5cd52601fddb4c9ab388149ed442df58_40)] | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#ie768139bb6c04939ae28cc5a12851e0c_40)] [added: Operations](#i5cd52601fddb4c9ab388149ed442df58_40)] | | | [removed: [22](#ie768139bb6c04939ae28cc5a12851e0c_40)] [added: [23](#i5cd52601fddb4c9ab388149ed442df58_40)] | | |

| [Item [removed: 7A.](#ie768139bb6c04939ae28cc5a12851e0c_67)] [added: 7A.](#i5cd52601fddb4c9ab388149ed442df58_67)] | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#ie768139bb6c04939ae28cc5a12851e0c_67)] [added: Risk](#i5cd52601fddb4c9ab388149ed442df58_67)] | | | [removed: [31](#ie768139bb6c04939ae28cc5a12851e0c_67)] [added: [33](#i5cd52601fddb4c9ab388149ed442df58_67)] | | |

| [Item [removed: 8.](#ie768139bb6c04939ae28cc5a12851e0c_70)] [added: 8.](#i5cd52601fddb4c9ab388149ed442df58_70)] | | | [Financial Statements and Supplementary [removed: Data](#ie768139bb6c04939ae28cc5a12851e0c_70)] [added: Data](#i5cd52601fddb4c9ab388149ed442df58_70)] | | | [removed: [32](#ie768139bb6c04939ae28cc5a12851e0c_70)] [added: [34](#i5cd52601fddb4c9ab388149ed442df58_70)] | | |

| [Item [removed: 9.](#ie768139bb6c04939ae28cc5a12851e0c_190)] [added: 9.](#i5cd52601fddb4c9ab388149ed442df58_157)] | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#ie768139bb6c04939ae28cc5a12851e0c_190)] [added: Disclosure](#i5cd52601fddb4c9ab388149ed442df58_157)] | | | [removed: [80](#ie768139bb6c04939ae28cc5a12851e0c_190)] [added: [81](#i5cd52601fddb4c9ab388149ed442df58_157)] | | |

| [Item [removed: 9A.](#ie768139bb6c04939ae28cc5a12851e0c_193)] [added: 9A.](#i5cd52601fddb4c9ab388149ed442df58_160)] | | | [Controls and [removed: Procedures](#ie768139bb6c04939ae28cc5a12851e0c_193)] [added: Procedures](#i5cd52601fddb4c9ab388149ed442df58_160)] | | | [removed: [80](#ie768139bb6c04939ae28cc5a12851e0c_193)] [added: [81](#i5cd52601fddb4c9ab388149ed442df58_160)] | | |

| [Item [removed: 9B.](#ie768139bb6c04939ae28cc5a12851e0c_196)] [added: 9B.](#i5cd52601fddb4c9ab388149ed442df58_163)] | | | [Other [removed: Information](#ie768139bb6c04939ae28cc5a12851e0c_196)] [added: Information](#i5cd52601fddb4c9ab388149ed442df58_163)] | | | [removed: [80](#ie768139bb6c04939ae28cc5a12851e0c_196)] [added: [81](#i5cd52601fddb4c9ab388149ed442df58_163)] | | |

| [Item [removed: 10.](#ie768139bb6c04939ae28cc5a12851e0c_202)] [added: 10.](#i5cd52601fddb4c9ab388149ed442df58_169)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#ie768139bb6c04939ae28cc5a12851e0c_202)] [added: Governance](#i5cd52601fddb4c9ab388149ed442df58_169)] | | | [removed: [81](#ie768139bb6c04939ae28cc5a12851e0c_202)] [added: [82](#i5cd52601fddb4c9ab388149ed442df58_169)] | | |

| [Item [removed: 11.](#ie768139bb6c04939ae28cc5a12851e0c_205)] [added: 11.](#i5cd52601fddb4c9ab388149ed442df58_172)] | | | [Executive [removed: Compensation](#ie768139bb6c04939ae28cc5a12851e0c_205)] [added: Compensation](#i5cd52601fddb4c9ab388149ed442df58_172)] | | | [removed: [81](#ie768139bb6c04939ae28cc5a12851e0c_205)] [added: [82](#i5cd52601fddb4c9ab388149ed442df58_172)] | | |

| [Item [removed: 12.](#ie768139bb6c04939ae28cc5a12851e0c_208)] [added: 12.](#i5cd52601fddb4c9ab388149ed442df58_175)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#ie768139bb6c04939ae28cc5a12851e0c_208)] [added: Matters](#i5cd52601fddb4c9ab388149ed442df58_175)] | | | [removed: [82](#ie768139bb6c04939ae28cc5a12851e0c_208)] [added: [83](#i5cd52601fddb4c9ab388149ed442df58_175)] | | |

| [Item [removed: 13.](#ie768139bb6c04939ae28cc5a12851e0c_211)] [added: 13.](#i5cd52601fddb4c9ab388149ed442df58_178)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#ie768139bb6c04939ae28cc5a12851e0c_211)] [added: Independence](#i5cd52601fddb4c9ab388149ed442df58_178)] | | | [removed: [82](#ie768139bb6c04939ae28cc5a12851e0c_211)] [added: [83](#i5cd52601fddb4c9ab388149ed442df58_178)] | | |

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| [Item [removed: 15.](#ie768139bb6c04939ae28cc5a12851e0c_220)] [added: 15.](#i5cd52601fddb4c9ab388149ed442df58_187)] | | | [Exhibits and Financial Statement [removed: Schedules](#ie768139bb6c04939ae28cc5a12851e0c_220)] [added: Schedules](#i5cd52601fddb4c9ab388149ed442df58_187)] | | | [removed: [83](#ie768139bb6c04939ae28cc5a12851e0c_220)] [added: [84](#i5cd52601fddb4c9ab388149ed442df58_187)] | | |

| [Item [removed: 16.](#ie768139bb6c04939ae28cc5a12851e0c_223)] [added: 16.](#i5cd52601fddb4c9ab388149ed442df58_190)] | | | [Form 10-K [removed: Summary](#ie768139bb6c04939ae28cc5a12851e0c_223)] [added: Summary](#i5cd52601fddb4c9ab388149ed442df58_190)] | | | [removed: [85](#ie768139bb6c04939ae28cc5a12851e0c_223)] [added: [87](#i5cd52601fddb4c9ab388149ed442df58_190)] | | |

[Table of Contents](#i5cd52601fddb4c9ab388149ed442df58_7)

| | | | [PART I](#i5cd52601fddb4c9ab388149ed442df58_10) | | | | | |

| | | | [PART II](#i5cd52601fddb4c9ab388149ed442df58_31) | | | | | |

| [Item 6.](#i5cd52601fddb4c9ab388149ed442df58_37) | | | [\[Reserved\]](#i5cd52601fddb4c9ab388149ed442df58_37) | | | [22](#i5cd52601fddb4c9ab388149ed442df58_37) | | |

| | | | [PART III](#i5cd52601fddb4c9ab388149ed442df58_166) | | | | | |

| | | | [PART IV](#i5cd52601fddb4c9ab388149ed442df58_184) | | | | | |

| | | | | | | | | |

| [SIGNATURES](#i5cd52601fddb4c9ab388149ed442df58_193) | | | | | | [88](#i5cd52601fddb4c9ab388149ed442df58_193) | | |

[Table of Contents](#i5cd52601fddb4c9ab388149ed442df58_7)

| | | | [PART I](#ie768139bb6c04939ae28cc5a12851e0c_10) | | | | | |

| | | | [PART II](#ie768139bb6c04939ae28cc5a12851e0c_31) | | | | | |

| [Item 6.](#ie768139bb6c04939ae28cc5a12851e0c_37) | | | [Selected Financial Data](#ie768139bb6c04939ae28cc5a12851e0c_37) | | | [20](#ie768139bb6c04939ae28cc5a12851e0c_37) | | |

| | | | [PART III](#ie768139bb6c04939ae28cc5a12851e0c_199) | | | | | |

| | | | [PART IV](#ie768139bb6c04939ae28cc5a12851e0c_217) | | | | | |

| [SIGNATURES](#ie768139bb6c04939ae28cc5a12851e0c_226) | | | | | | [86](#ie768139bb6c04939ae28cc5a12851e0c_226) | | |

[Table of Contents](#ie768139bb6c04939ae28cc5a12851e0c_7)

At December 31, [removed: 2020,] [added: 2021,] the Company conducted business from office and operating facilities at owned and leased locations throughout the United States and select global markets.

[Table of Contents](#i5cd52601fddb4c9ab388149ed442df58_7)

[Table of [removed: Contents](#ie768139bb6c04939ae28cc5a12851e0c_7)][added: Contents](#i5cd52601fddb4c9ab388149ed442df58_7)]

The principal market on which the Company’s common stock is traded is the New York Stock Exchange and it is traded under the symbol “AME.” On January [removed: 29, 2021,] [added: 31, 2022,] there were approximately [removed: 1,800] [added: 1,700] holders of record of the Company’s common stock.

Under its share repurchase program, the Company repurchased approximately [removed: 55,000] [added: 113,000] shares of its common stock for [removed: $4.7] [added: $14.7] million in [removed: 2020] [added: 2021] and approximately [removed: 133,000] [added: 55,000] shares of its common stock for [removed: $11.9] [added: $4.7] million in [removed: 2019.][added: 2020.]

The following table reflects purchases of AMETEK, Inc. common stock by the Company during the three months ended December 31, [removed: 2020:][added: 2021:]

[Table of [removed: Contents](#ie768139bb6c04939ae28cc5a12851e0c_7)][added: Contents](#i5cd52601fddb4c9ab388149ed442df58_7)]

The following table sets forth information as of December 31, [removed: 2020] [added: 2021] regarding all of the Company’s existing compensation plans pursuant to which equity securities are authorized for issuance to employees and non-employee directors:

The following graph and accompanying table compare the cumulative total stockholder return for AMETEK over the last five years ended December 31, [removed: 2020] [added: 2021] with total returns for the same period for the Standard and Poor’s (“S&P”) 500 Index and S&P Industrials.

The performance graph and table assume a $100 investment made on December 31, [removed: 2015] [added: 2016] and reinvestment of all dividends.

[removed: ][added: ]

| | | | [removed: 2015] [added: 2016] | | | | | | [removed: 2016] [added: 2017] | | | | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | |

| October 1, 2021 to October 31, 2021 | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 471,378,035 | |

| November 1, 2021 to November 30, 2021 | | | 11,625 | | | | | | 140.85 | | | | | | 11,625 | | | | | | 469,740,610 | | |

| December 1, 2021 to December 31, 2021 | | | 74 | | | | | | 147.04 | | | | | | 74 | | | | | | 469,729,729 | | |

| Total | | | 11,699 | | | | | | $ | 140.89 | | | | | 11,699 | | | | | | | | |

| Equity compensation plans approved by security holders | | | 3,352,346 | | | | | | $ | 76.08 | | | | | 10,437,196 | | |

| Total | | | 3,352,346 | | | | | | $ | 76.08 | | | | | 10,437,196 | | |

[Table of Contents](#i5cd52601fddb4c9ab388149ed442df58_7)

| AMETEK, Inc. | | | $ | 100.00 | | | | | $ | 149.98 | | | | | $ | 141.14 | | | | | $ | 209.26 | | | | | $ | 255.79 | | | | | $ | 312.88 | |

| S&P 500 Index | | | 100.00 | | | | | | 121.83 | | | | | | 116.49 | | | | | | 153.17 | | | | | | 181.35 | | | | | | 233.41 | | |

| S&P Industrials | | | 100.00 | | | | | | 121.03 | | | | | | 104.95 | | | | | | 135.77 | | | | | | 150.79 | | | | | | 182.63 | | |

| October 1, 2020 to October 31, 2020 | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 484,556,384 | |

| November 1, 2020 to November 30, 2020 | | | 1,013 | | | | | | 114.17 | | | | | | 1,013 | | | | | | 484,440,732 | | |

| December 1, 2020 to December 31, 2020 | | | — | | | | | | — | | | | | | — | | | | | | 484,440,732 | | |

| Total | | | 1,013 | | | | | | 114.17 | | | | | | 1,013 | | | | | | | | |

| Equity compensation plans approved by security holders | | | 3,950,093 | | | | | | $ | 65.16 | | | | | 11,084,782 | | |

| Total | | | 3,950,093 | | | | | | 65.16 | | | | | | 11,084,782 | | |

| AMETEK, Inc. | | | $ | 100.00 | | | | | $ | 91.37 | | | | | $ | 137.04 | | | | | $ | 128.96 | | | | | $ | 191.21 | | | | | $ | 233.72 | |

| S&P 500 Index | | | 100.00 | | | | | | 111.96 | | | | | | 136.40 | | | | | | 130.42 | | | | | | 171.49 | | | | | | 203.04 | | |

| S&P Industrials | | | 100.00 | | | | | | 118.86 | | | | | | 143.86 | | | | | | 124.74 | | | | | | 161.38 | | | | | | 179.23 | | |

[Table of [removed: Contents](#ie768139bb6c04939ae28cc5a12851e0c_7)][added: Contents](#i5cd52601fddb4c9ab388149ed442df58_7)]

The following financial information for the five years ended December 31, 2020, has been derived from the Company’s consolidated financial statements.

This information should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations and the consolidated financial statements and related notes thereto included elsewhere in this Annual Report on Form 10-K.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | 2020 | | | | | | 2019 | | | | | | 2018 | | | | | | 2017 | | | | | | 2016 | | |

| | | | | | | | | | (In millions, except per share amounts) | | | | | | | | | | | | | | | | | | | | |

| Consolidated Operating Results (Year Ended December 31): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Net sales | | | $ | 4,540.0 | | | | | $ | 5,158.6 | | | | | $ | 4,845.9 | | | | | $ | 4,300.2 | | | | | $ | 3,840.1 | |

| Operating income | | | $ | 1,027.9 | | | | | $ | 1,177.4 | | | | | $ | 1,075.5 | | | | | $ | 903.6 | | | | | $ | 791.0 | |

| Net income | | | $ | 872.4 | | | | | $ | 861.3 | | | | | $ | 777.9 | | | | | $ | 681.5 | | | | | $ | 512.2 | |

| Earnings per share: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Basic | | | $ | 3.80 | | | | | $ | 3.78 | | | | | $ | 3.37 | | | | | $ | 2.96 | | | | | $ | 2.20 | |

| Diluted | | | $ | 3.77 | | | | | $ | 3.75 | | | | | $ | 3.34 | | | | | $ | 2.94 | | | | | $ | 2.19 | |

| Dividends declared and paid per share | | | $ | 0.72 | | | | | $ | 0.56 | | | | | $ | 0.56 | | | | | $ | 0.36 | | | | | $ | 0.36 | |

| Performance Measures and Other Data: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Operating income — Return on net sales | | | 22.6 | | % | | | | 22.8 | | % | | | | 22.2 | | % | | | | 21.0 | | % | | | | 20.6 | | % |

| — Return on average total assets | | | 10.2 | | % | | | | 12.7 | | % | | | | 13.1 | | % | | | | 12.1 | | % | | | | 11.5 | | % |

| Net income — Return on average total capital | | | 11.4 | | % | | | | 11.7 | | % | | | | 11.9 | | % | | | | 11.6 | | % | | | | 9.5 | | % |

| — Return on average stockholders’ equity | | | 16.8 | | % | | | | 18.4 | | % | | | | 18.8 | | % | | | | 18.7 | | % | | | | 15.7 | | % |

| EBITDA(1) | | | $ | 1,421.6 | | | | | $ | 1,388.3 | | | | | $ | 1,267.7 | | | | | $ | 1,076.0 | | | | | $ | 966.0 | |

| Ratio of EBITDA to interest expense(1) | | | 16.5x | | | | | | 15.7x | | | | | | 15.4x | | | | | | 11.0x | | | | | | 10.2x | | |

| Depreciation and amortization | | | $ | 255.3 | | | | | $ | 234.0 | | | | | $ | 199.5 | | | | | $ | 183.2 | | | | | $ | 179.7 | |

| Cash provided by operating activities | | | $ | 1,281.0 | | | | | $ | 1,114.4 | | | | | $ | 925.5 | | | | | $ | 833.3 | | | | | $ | 756.8 | |

| Free cash flow(2) | | | $ | 1,206.8 | | | | | $ | 1,012.1 | | | | | $ | 843.4 | | | | | $ | 758.2 | | | | | $ | 693.5 | |

| Consolidated Financial Position (At December 31): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Current assets | | | $ | 2,522.5 | | | | | $ | 2,025.8 | | | | | $ | 1,836.1 | | | | | $ | 1,934.7 | | | | | $ | 1,928.2 | |

| Current liabilities | | | $ | 1,075.9 | | | | | $ | 1,425.9 | | | | | $ | 1,258.7 | | | | | $ | 1,138.7 | | | | | $ | 924.4 | |

| Total debt, net | | | $ | 2,413.7 | | | | | $ | 2,768.7 | | | | | $ | 2,632.7 | | | | | $ | 2,174.3 | | | | | $ | 2,341.6 | |

| Stockholders’ equity | | | $ | 5,949.3 | | | | | $ | 5,115.5 | | | | | $ | 4,241.9 | | | | | $ | 4,027.6 | | | | | $ | 3,256.5 | |

| Stockholders’ equity per share | | | $ | 25.81 | | | | | $ | 22.33 | | | | | $ | 18.68 | | | | | $ | 17.42 | | | | | $ | 14.20 | |

| Total debt as a percentage of capitalization | | | 28.9 | | % | | | | 35.1 | | % | | | | 38.3 | | % | | | | 35.1 | | % | | | | 41.8 | | % |

| Net debt as a percentage of capitalization(3) | | | 16.8 | | % | | | | 31.7 | | % | | | | 34.9 | | % | | | | 27.5 | | % | | | | 33.3 | | % |

Notes to Selected Financial Data

______________________

(1)EBITDA represents earnings before interest, income taxes, depreciation and amortization.

EBITDA is presented because the Company is aware that it is used by rating agencies, securities analysts, investors and other parties in evaluating the Company.

It should not be considered, however, as an alternative to operating income as an indicator of the Company’s operating performance or as an alternative to cash flows as a measure of the Company’s overall liquidity as presented in the Company’s consolidated financial statements.

Furthermore, EBITDA measures shown for the Company may not be comparable to similarly titled measures used by other companies.

The following table presents the reconciliation of net income reported in accordance with U.S. generally accepted accounting principles (“GAAP”) to EBITDA:

| | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | [added: | | |] Page | | |

| Index to Financial Statements (Item 15(a)(1)) | | | | | | [added: | | |]

| [Reports of [removed: Management](#ie768139bb6c04939ae28cc5a12851e0c_73)] [added: Management](#i5cd52601fddb4c9ab388149ed442df58_73)] | | | [removed: [33](#ie768139bb6c04939ae28cc5a12851e0c_73)] | | | [added: [35](#i5cd52601fddb4c9ab388149ed442df58_73) | | |]

| [Reports of Independent Registered Public Accounting [removed: Firm](#ie768139bb6c04939ae28cc5a12851e0c_76)] [added: Firm](#i5cd52601fddb4c9ab388149ed442df58_76) Ernst & Young LLP, Philadelphia, Auditor Firm ID:] | | | [removed: [34](#ie768139bb6c04939ae28cc5a12851e0c_76)] [added: 42] | | | [added: [36](#i5cd52601fddb4c9ab388149ed442df58_76) | | |]

| [Consolidated Statement of Income for the years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018](#ie768139bb6c04939ae28cc5a12851e0c_79)] [added: 2019](#i5cd52601fddb4c9ab388149ed442df58_79)] | | | [removed: [38](#ie768139bb6c04939ae28cc5a12851e0c_79)] | | | [added: [40](#i5cd52601fddb4c9ab388149ed442df58_79) | | |]

| [Consolidated Statement of [removed: Compre](#ie768139bb6c04939ae28cc5a12851e0c_82)[hensive] [added: Comprehensive] Income for the years ended December 31, [removed: 20](#ie768139bb6c04939ae28cc5a12851e0c_82)[20](#ie768139bb6c04939ae28cc5a12851e0c_82)[, 201](#ie768139bb6c04939ae28cc5a12851e0c_82)[9](#ie768139bb6c04939ae28cc5a12851e0c_82)] [added: 202](#i5cd52601fddb4c9ab388149ed442df58_82)[1](#i5cd52601fddb4c9ab388149ed442df58_82)[, 20](#i5cd52601fddb4c9ab388149ed442df58_82)[20](#i5cd52601fddb4c9ab388149ed442df58_82)] [and [removed: 201](#ie768139bb6c04939ae28cc5a12851e0c_82)[8](#ie768139bb6c04939ae28cc5a12851e0c_82)[](#ie768139bb6c04939ae28cc5a12851e0c_82)] [added: 201](#i5cd52601fddb4c9ab388149ed442df58_82)[9](#i5cd52601fddb4c9ab388149ed442df58_82)[](#i5cd52601fddb4c9ab388149ed442df58_82)] | | | [removed: [39](#ie768139bb6c04939ae28cc5a12851e0c_82)] | | | [added: [41](#i5cd52601fddb4c9ab388149ed442df58_82) | | |]

| [Consolidated Balance Sheet at December 31, [removed: 20](#ie768139bb6c04939ae28cc5a12851e0c_88)[20](#ie768139bb6c04939ae28cc5a12851e0c_88)] [added: 202](#i5cd52601fddb4c9ab388149ed442df58_85)[1](#i5cd52601fddb4c9ab388149ed442df58_85)] [and [removed: 201](#ie768139bb6c04939ae28cc5a12851e0c_88)[9](#ie768139bb6c04939ae28cc5a12851e0c_88)[](#ie768139bb6c04939ae28cc5a12851e0c_88)] [added: 20](#i5cd52601fddb4c9ab388149ed442df58_85)[20](#i5cd52601fddb4c9ab388149ed442df58_85)[](#i5cd52601fddb4c9ab388149ed442df58_85)] | | | [removed: [40](#ie768139bb6c04939ae28cc5a12851e0c_88)] | | | [added: [42](#i5cd52601fddb4c9ab388149ed442df58_85) | | |]

| [Consolidated Statement of Stockholders’ Equity for the years ended December 31, [removed: 20](#ie768139bb6c04939ae28cc5a12851e0c_94)[20](#ie768139bb6c04939ae28cc5a12851e0c_94)[, 201](#ie768139bb6c04939ae28cc5a12851e0c_94)[9](#ie768139bb6c04939ae28cc5a12851e0c_94)] [added: 202](#i5cd52601fddb4c9ab388149ed442df58_88)[1](#i5cd52601fddb4c9ab388149ed442df58_88)[, 20](#i5cd52601fddb4c9ab388149ed442df58_88)[20](#i5cd52601fddb4c9ab388149ed442df58_88)] [and [removed: 201](#ie768139bb6c04939ae28cc5a12851e0c_94)[8](#ie768139bb6c04939ae28cc5a12851e0c_94)[](#ie768139bb6c04939ae28cc5a12851e0c_94)] [added: 201](#i5cd52601fddb4c9ab388149ed442df58_88)[9](#i5cd52601fddb4c9ab388149ed442df58_88)[](#i5cd52601fddb4c9ab388149ed442df58_88)] | | | [removed: [41](#ie768139bb6c04939ae28cc5a12851e0c_94)] | | | [added: [43](#i5cd52601fddb4c9ab388149ed442df58_88) | | |]

| [Consolidated Statement of Cash Flows for the years ended December 31, [removed: 20](#ie768139bb6c04939ae28cc5a12851e0c_100)[20](#ie768139bb6c04939ae28cc5a12851e0c_100)[, 201](#ie768139bb6c04939ae28cc5a12851e0c_100)[9](#ie768139bb6c04939ae28cc5a12851e0c_100)] [added: 202](#i5cd52601fddb4c9ab388149ed442df58_91)[1](#i5cd52601fddb4c9ab388149ed442df58_91)[, 20](#i5cd52601fddb4c9ab388149ed442df58_91)[20](#i5cd52601fddb4c9ab388149ed442df58_91)] [and [removed: 201](#ie768139bb6c04939ae28cc5a12851e0c_100)[8](#ie768139bb6c04939ae28cc5a12851e0c_100)[](#ie768139bb6c04939ae28cc5a12851e0c_100)] [added: 201](#i5cd52601fddb4c9ab388149ed442df58_91)[9](#i5cd52601fddb4c9ab388149ed442df58_91)[](#i5cd52601fddb4c9ab388149ed442df58_91)] | | | [removed: [42](#ie768139bb6c04939ae28cc5a12851e0c_100)] | | | [added: [44](#i5cd52601fddb4c9ab388149ed442df58_91) | | |]

| [Notes to Consolidated Financial [removed: Statements](#ie768139bb6c04939ae28cc5a12851e0c_103)] [added: Statements](#i5cd52601fddb4c9ab388149ed442df58_94)] | | | [removed: [43](#ie768139bb6c04939ae28cc5a12851e0c_103)] | | | [added: [45](#i5cd52601fddb4c9ab388149ed442df58_94) | | |]

[Table of [removed: Contents](#ie768139bb6c04939ae28cc5a12851e0c_7)][added: Contents](#i5cd52601fddb4c9ab388149ed442df58_7)]

The report of the Audit Committee is included in the Company’s Proxy Statement for the [removed: 2021] [added: 2022] Annual Meeting of Stockholders.

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, AMETEK, Inc. conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2020] [added: 2021] based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework).

Based on that evaluation, our management concluded that the Company’s internal control over financial reporting was effective as of December 31, [removed: 2020.][added: 2021.]

[removed: The] [added: In 2020, the] Company [removed: acquired] [added: spent $116.5 million in cash, net of cash acquired, to acquire] IntelliPower in January 2020.

As permitted by the U.S. Securities and Exchange Commission staff interpretative guidance for newly acquired businesses, the Company excluded [removed: IntelliPower] [added: Magnetrol, NSI-MI, Abaco, and Alphasense] from management’s assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2020.][added: 2021.]

[removed: IntelliPower] [added: Magnetrol, NSI-MI, Abaco, and Alphasense] constituted [removed: 1.1%] [added: 17.4%] of total assets as of December 31, [removed: 2020] [added: 2021] and [removed: 0.6%] [added: 6.0%] of net sales for the year then ended.

The Company’s internal control over financial reporting as of December 31, [removed: 2020] [added: 2021] has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their report, which is included herein.

| [removed: February 18, 2021] | | | [added: 2021] | | | | | | [added: | | | | | | | | |]

We have audited AMETEK, Inc.’s internal control over financial reporting as of December 31, [removed: 2020,] [added: 2021,] based on criteria established in Internal [removed: Control — Integrated] [added: Control—Integrated] Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, AMETEK, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2020,] [added: 2021,] based on the COSO criteria.

As indicated in the accompanying [removed: Management’s] [added: *Management’s] Report on Internal Control over Financial [removed: Reporting,] [added: Reporting*,] management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of [removed: IntelliPower,] [added: Magnetrol, NSI-MI, Abaco, and Alphasense,] which [removed: is] [added: are] included in the [removed: 2020] [added: 2021] consolidated financial statements of the Company and constituted [removed: 1.1%] [added: 17.4%] of total assets as of December 31, [removed: 2020] [added: 2021] and [removed: 0.6%] [added: 6.0%] of net sales for the year then ended.

Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of [removed: IntelliPower.][added: Magnetrol, NSI-MI, Abaco, and Alphasense.]

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of AMETEK, Inc. as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] the related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] and the related notes and our report dated February [removed: 18, 2021] [added: 22, 2022] expressed an unqualified opinion thereon.

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying [removed: Management’s] [added: *Management’s] Report on Internal Control over Financial [removed: Reporting.][added: Reporting*.]

| /s/ [added: | | |] ERNST & YOUNG LLP | | | | | | [removed: | | |]

| [removed: Philadelphia, Pennsylvania] | | | [added: Philadelphia, Pennsylvania] | | | | | |

We have audited the accompanying consolidated balance sheets of AMETEK, Inc. (the Company) as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] the related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] and the related notes (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, [removed: 2020,] [added: 2021,] based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February [removed: 18, 2021] [added: 22, 2022] expressed an unqualified opinion thereon.

| *Description of the Matter* | | | | | | As described in Note 6 to the consolidated financial statements, the Company completed the acquisition of [removed: Gatan] [added: Abaco Systems, Inc.] in [removed: October 2019] [added: April 2021] for consideration of [removed: $938.5] [added: $1,344.5] million, net of cash acquired. This acquisition has been accounted for as a business combination and the finalization of the acquisition accounting was completed in [removed: 2020 which included recording adjustments within the measurement period for acquired intangible assets.] [added: 2021.] Auditing the Company’s [removed: finalization of the] estimated fair value of the acquired intangible assets for the acquisition of [removed: Gatan] [added: Abaco Systems, Inc.] was complex and highly judgmental due to subjectivity of the significant assumptions used by management in the valuation of acquired identifiable intangible assets. In particular, the inputs to the valuation models used to estimate the fair value of acquired identifiable intangible assets were inherently uncertain and generally unobservable, and the resulting valuations were sensitive to changes in the underlying significant assumptions. The significant assumptions used included discount rates, royalty rates and certain assumptions that form the basis of the forecasted future cash flows, including revenue growth rates, earnings before interest, taxes, depreciation and amortization (EBITDA) margins and estimated economic lives. These significant assumptions are forward looking and could be affected by future economic or market conditions. | | |

| *How We Addressed the Matter in Our Audit* | | | | | | We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s [removed: finalization] [added: estimation] of the [removed: estimated] fair value of the acquired intangible assets of [removed: Gatan.] [added: Abaco Systems, Inc.] For example, we tested controls over the valuation of acquired identifiable intangible assets including controls over management’s review of the valuation models and the significant assumptions described above. To test the [removed: finalization of the] estimated fair value of the acquired intangible assets, we performed audit procedures that included, among others, assessing the fair value methodologies utilized by management and the significant assumptions discussed above, including the underlying data used in the analyses. For example, when evaluating the significant assumptions, we compared them to current financial and operating plans, market and industry studies, historical trends, and assumptions used in prior periods. We also performed sensitivity analyses of significant assumptions to evaluate the changes in the fair value estimates of the acquired identifiable intangible assets that would result from changes in the assumptions. We involved our valuation specialists to assist in evaluating certain significant assumptions and valuation methodologies used by the Company. | | |

| *Description of the Matter* | | | | | | At December 31, [removed: 2020,] [added: 2021,] the Company’s indefinite lived intangible assets (other than goodwill) totaled [removed: $753.0] [added: $874.3] million, consisting of trademarks and trade names. As described in Note 1 to the consolidated financial statements, indefinite lived intangible assets are not amortized but are tested for impairment at least annually in the Company’s fourth quarter. Auditing management’s indefinite lived intangible asset impairment tests was complex and highly judgmental due to the significant measurement uncertainty in estimating the fair value of the trademarks and trade names. In particular, the fair value estimates were sensitive to significant assumptions such as discount rate, forecasted revenues and royalty rates, which are affected by expectations about future market or economic conditions. | | |

| | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | |

| Net sales | | | $ | [removed: 4,540,029] [added: 5,546,514] | | | | | $ | [removed: 5,158,557] [added: 4,540,029] | | | | | $ | [removed: 4,845,872] [added: 5,158,557] | |

| Cost of sales | | | [removed: 2,996,515] [added: 3,633,900] | | | | | | [removed: 3,370,897] [added: 2,996,515] | | | | | | [removed: 3,186,310] [added: 3,370,897] | | |

| Selling, general and administrative | | | [removed: 515,630] [added: 603,944] | | | | | | [removed: 610,280] [added: 515,630] | | | | | | [removed: 584,022] [added: 610,280] | | |

| Total operating expenses | | | [removed: 3,512,145] [added: 4,237,844] | | | | | | [removed: 3,981,177] [added: 3,512,145] | | | | | | [removed: 3,770,332] [added: 3,981,177] | | |

| Operating income | | | [removed: 1,027,884] [added: 1,308,670] | | | | | | [removed: 1,177,380] [added: 1,027,884] | | | | | | [removed: 1,075,540] [added: 1,177,380] | | |

| Interest expense | | | [removed: (86,062)] [added: (80,381)] | | | | | | [removed: (88,481)] [added: (86,062)] | | | | | | [removed: (82,180)] [added: (88,481)] | | |

The Company acquired Magnetrol International ("Magnetrol") in March 2021, NSI-MI Technologies ("NSI-MI") and Abaco Systems, Inc. ("Abaco") in April 2021, and Alphasense in November 2021.

| February 22, 2022 | | | | | | | | |

[Table of Contents](#i5cd52601fddb4c9ab388149ed442df58_7)

| | | | February 22, 2022 | | | | | |

[Table of Contents](#i5cd52601fddb4c9ab388149ed442df58_7)

[Table of Contents](#i5cd52601fddb4c9ab388149ed442df58_7)

| | | | | | | Accounting for the Acquisition of Abaco Systems, Inc. | | |

[Table of Contents](#i5cd52601fddb4c9ab388149ed442df58_7)

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | |

| February 22, 2022 | | | | | | | | |

[Table of Contents](#i5cd52601fddb4c9ab388149ed442df58_7)

[Table of Contents](#i5cd52601fddb4c9ab388149ed442df58_7)

[Table of Contents](#i5cd52601fddb4c9ab388149ed442df58_7)

| | | | 2021 | | | | | | 2020 | | |

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| Net income | | | $ | 990,053 | | | | | $ | 872,439 | | | | | $ | 861,297 | |

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years.

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estimates of the Company’s tax assets and liabilities.

| Basic shares | | | 230,955 | | | | | | 229,435 | | | | | | 227,759 | | |

| Diluted shares | | | 232,813 | | | | | | 231,150 | | | | | | 229,395 | | |

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In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 8050): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”), which provides a single comprehensive accounting model for the acquisition of contract balances under ASC 805.

Early adoption is permitted.

In these contracts, the amount of the variable consideration is allocated among the various performance obligations in the

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| | | | 2021 | | | | | | 2020 | | |

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| United States | | | $ | 1,910,203 | | | | | $ | 890,737 | | | | | $ | 2,800,940 | |

| United Kingdom | | | 96,206 | | | | | | 121,290 | | | | | | 217,496 | | |

| European Union countries | | | 482,426 | | | | | | 403,890 | | | | | | 886,316 | | |

| Asia | | | 927,027 | | | | | | 254,370 | | | | | | 1,181,397 | | |

| Other foreign countries | | | 347,896 | | | | | | 112,469 | | | | | | 460,365 | | |

| Total international | | | 1,853,555 | | | | | | 892,019 | | | | | | 2,745,574 | | |

| Consolidated net sales | | | $ | 3,763,758 | | | | | $ | 1,782,756 | | | | | $ | 5,546,514 | |

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| | | | | | | Accounting for Acquisitions | | |

AMETEK, Inc.

| Unrealized holding gain (loss) on available-for-sale securities: | | | | | | | | | | | | | | | | | |

| Unrealized gain (loss), net of tax | | | — | | | | | | — | | | | | | (104) | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Increase (decrease) during the year, net of tax | | | — | | | | | | — | | | | | | (104) | | |

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

In June 2016, the FASB issued ASU No. 2016-13, *Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments* (“ASU 2016-13”).

The ASU replaces the incurred loss methodology with a methodology that reflects expected credit losses and requires consideration of a broad range of reasonable and supportable information to inform credit loss estimates.

The Company adopted ASU 2016-13 on January 1, 2020, using the modified retrospective transition method.

Upon adoption, the Company recognized a decrease to net Accounts Receivable and a decrease to Retained Earnings of $0.4 million.

In August 2018, the FASB issued ASU No. 2018-13, *Fair Value Measurement* (“ASU 2018-13”), which changes the fair value measurement disclosure requirements of ASC Topic 820, *Fair Value Measurement* (“ASC 820”), by eliminating, modifying and adding to those requirements.

ASU 2018-13 also modifies the disclosure objective paragraphs of ASC 820 to eliminate (1) “ at a minimum” from the phrase “an entity shall disclose at a minimum” and (2) other similar “open ended” disclosure requirements to promote the appropriate exercise of discretion by entities.

In August 2018, the FASB issued ASU No. 2018-15, *Intangibles – Goodwill and Other – Internal-Use Software* (“ASU 2018-15”), that requires implementation costs incurred by customers in cloud computing arrangements to be deferred and recognized over the term of the arrangement, if those costs would be capitalized by the customer in a software licensing arrangement under the internal-use software guidance in ASC Topic 350, *Intangibles – Goodwill and Other*.

ASU 2018-15 requires a customer to disclose the nature of its hosting arrangements that are service contracts and provide disclosures as if the deferred implementation costs were a separate, major depreciable asset class.

The Company adopted ASU 2018-15 on January 1, 2020, and the adoption did not have a material impact on the Company’s consolidated results of operations, financial position, cash flows and financial statement disclosures.

In August 2018, the FASB issued ASU No. 2018-14, *Compensation – Retirement Benefits – Defined Benefit Plans – General* (“ASU 2018-14”), which changes the disclosure requirements of ASC Topic 715, *Compensation – Retirement Benefits*, by eliminating, modifying and adding to those requirements.

The Company adopted ASU 2018-14 on January 1, 2020, and the adoption did not have a material impact on the Company’s consolidated results of operations, financial position, cash flows and financial statement disclosures.

The Company has not determined the impact ASU 2019-12 may have on the Company’s consolidated results of operations, financial position, cash flows or financial statement disclosures.

costs incurred to date to the total estimated costs at completion of the performance obligation.

The net change in 2019 was primarily driven by the receipt of advance payments from customers relating to the 2019 acquisitions exceeding the recognition of revenue as performance obligations were satisfied prior to billing.

| | | | 2018 | | | | | | | | | | | | | | |

| United States | | | $ | 1,446,974 | | | | | $ | 950,358 | | | | | $ | 2,397,332 | |

| United Kingdom | | | 61,513 | | | | | | 135,077 | | | | | | 196,590 | | |

| European Union countries | | | 389,032 | | | | | | 399,547 | | | | | | 788,579 | | |

| Asia | | | 780,135 | | | | | | 205,047 | | | | | | 985,182 | | |

| Other foreign countries | | | 351,305 | | | | | | 126,884 | | | | | | 478,189 | | |

| Total international | | | 1,581,985 | | | | | | 866,555 | | | | | | 2,448,540 | | |

| Consolidated net sales | | | $ | 3,028,959 | | | | | $ | 1,816,913 | | | | | $ | 4,845,872 | |

| Aerospace and power | | | 908,511 | | | | | | 456,517 | | | | | | 1,365,028 | | |

| Products transferred at a point in time | | | $ | 2,533,718 | | | | | $ | 1,690,124 | | | | | $ | 4,223,842 | |

| Products and services transferred over time | | | 495,241 | | | | | | 126,789 | | | | | | 622,030 | | |

market corroboration, for substantially the full term of the financial instrument.

At December 31, 2018, the Company had a Canadian dollar forward contract for a total notional value of 30.0 million Canadian dollars ($1.0 million fair value unrealized gain at December 31, 2018).

The Company designated the British-pound- and

The Company spent $116.5 million in cash, net of cash acquired, to acquire IntelliPower in January 2020.

The amount allocated to goodwill is reflective of the benefits the Company expects to realize as IntelliPower's products and solutions broaden the Company's differentiated product offerings in the power systems and instruments sectors.

Total consideration paid for Gatan was $938.5 million and resulted in a purchase price allocation of $472.5 million of goodwill and other intangible assets of $418.0 million.

Under the supervision and with the participation of our management, including the Company’s principal executive officer and principal financial officer, we have evaluated the effectiveness of our system of disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of December 31, [removed: 2020.][added: 2021.]

Such evaluation did not identify any change in the Company’s internal control over financial reporting during the quarter ended December 31, [removed: 2020] [added: 2021] that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

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Information with respect to Directors of the Company is set forth under the heading “Election of Directors” in the Company’s Proxy Statement for the [removed: 2021] [added: 2022] Annual Meeting of Stockholders and is incorporated herein by reference.

Information with respect to executive officers of the Company is set forth under the heading “Executive Officers” in the Company’s Proxy Statement for the [removed: 2021] [added: 2022] Annual Meeting of Stockholders and is incorporated herein by reference.

Information concerning compliance with Section 16(a) of the Securities Exchange Act of 1934 is set forth under the heading “Delinquent Section 16(a) Reports” in the Company’s Proxy Statement for the [removed: 2021] [added: 2022] Annual Meeting of Stockholders and is incorporated herein by reference.

Information concerning the audit committee of the Company is set forth under the heading “Committees of the Board” in the Company’s Proxy Statement for the [removed: 2021] [added: 2022] Annual Meeting of Stockholders and is incorporated herein by reference.

Information concerning the audit committee financial experts of the Company is set forth under the heading “Committees of the Board” in the Company’s Proxy Statement for the [removed: 2021] [added: 2022] Annual Meeting of Stockholders and is incorporated herein by reference.

Information concerning any material changes to the way in which security holders may recommend nominees to the Company’s Board of Directors is set forth under the heading “Stockholder Proposals and Director Nominations for the [removed: 2022] [added: 2023] Annual Meeting” in the Company’s Proxy Statement for the [removed: 2021] [added: 2022] Annual Meeting of Stockholders and is incorporated herein by reference.

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of Control” is set forth under the heading “Executive Compensation” in the Company’s Proxy Statement for the [removed: 2021] [added: 2022] Annual Meeting of Stockholders and is incorporated herein by reference.

Information regarding security ownership of certain beneficial owners and management appearing under “Stock Ownership of Executive Officers and Directors” and “Beneficial Ownership of Principal Stockholders” in the Company’s Proxy Statement for the [removed: 2021] [added: 2022] Annual Meeting of Stockholders is incorporated herein by reference.

Information appearing under “Certain Relationships and Related Transactions” and “Independence” in the Company’s Proxy Statement for the [removed: 2021] [added: 2022] Annual Meeting of Stockholders is incorporated herein by reference.

Information appearing under “Ratification of Appointment of Independent Registered Public Accounting Firm” in the Company’s Proxy Statement for the [removed: 2021] [added: 2022] Annual Meeting of Stockholders is incorporated herein by reference.

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| 21* | | | [Subsidiaries of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/1037868/000103786821000007/ame-20201231xex21.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/1037868/000103786822000009/ame-20211231xex21.htm)] | | | | | |

| 23* | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/1037868/000103786821000007/ame-20201231xex23.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/1037868/000103786822000009/ame-20211231xex23.htm)] | | | | | |

| 31.1* | | | [Certification of Chief Executive Officer, Pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1037868/000103786821000007/ame-20201231xexx311.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1037868/000103786822000009/ame-20211231xexx311.htm)] | | | | | |

| 31.2* | | | [Certification of Chief Financial Officer, Pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1037868/000103786821000007/ame-20201231xexx312.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1037868/000103786822000009/ame-20211231xexx312.htm)] | | | | | |

| 32.1* | | | [Certification of Chief Executive Officer, Pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1037868/000103786821000007/ame-20201231xexx321.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1037868/000103786822000009/ame-20211231xexx321.htm)] | | | | | |

| 32.2* | | | [Certification of Chief Financial Officer, Pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1037868/000103786821000007/ame-20201231xexx322.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1037868/000103786822000009/ame-20211231xexx322.htm)] | | | | | |

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| 10.18 | | | [Amendment No. 1 to Amended and Restated Credit Agreement, dated April 26, 2021, by and among AMETEK, Inc., AMETEK European Holdings Limited, AMETEK Canada Limited Partnership and AMETEK Material Analysis Holdings GmbH as Foreign Subsidiary Borrowers, with the lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent and Bank of America, N.A., PNC Bank, National Association, Truist Bank and Wells Fargo Bank, National Association, as Co-Syndication Agents.](https://www.sec.gov/Archives/edgar/data/0001037868/000103786821000014/exhibit101executedamendmen.htm) | | | Exhibit 10.1 to Form 8-K dated April 29, 2021, SEC File No. 1-12981 | | |

| 10.19* | | | [Amendment No. 2 to Amended and Restated Credit Agreement, dated November 18, 2021.](https://www.sec.gov/Archives/edgar/data/1037868/000103786822000009/ex1019amendedcreditagreeme.htm) | | | | | |

| 10.28 | | | [AMETEK, Inc. 2020 Omnibus Incentive Compensation Plan Form of Performance Restricted Stock Unit Award for Chief Executive Officer](https://www.sec.gov/Archives/edgar/data/1037868/000103786820000006/a101prsuceo2420.htm) | | | Exhibit 10.1 to Form 10-Q dated March 31, 2021, SEC File No. 1-12981. | | |

| 10.29 | | | [AMETEK, Inc. 2020 Omnibus Incentive Compensation Plan Form of Performance Restricted Stock Unit Award](https://www.sec.gov/Archives/edgar/data/1037868/000103786820000006/a102prsuusemployees2420.htm) | | | Exhibit 10.2 to Form 10-Q dated March 31, 2021, SEC File No. 1-12981. | | |

| 10.30 | | | [AMETEK, Inc. 2020 Omnibus Incentive Compensation Plan Form of Restricted Stock Award for Chief Executive Officer](https://www.sec.gov/Archives/edgar/data/1037868/000103786820000006/a103rsaceo2420.htm) | | | Exhibit 10.3 to Form 10-Q dated March 31, 2021, SEC File No. 1-12981. | | |

| 10.31 | | | [AMETEK, Inc. 2020 Omnibus Incentive Compensation Plan Form of Restricted Stock Award for Non-Employee Directors](https://www.sec.gov/Archives/edgar/data/1037868/000103786820000006/a104rsaboard2yearcliff.htm) | | | Exhibit 10.4 to Form 10-Q dated March 31, 2021, SEC File No. 1-12981. | | |

| 10.32 | | | [AMETEK, Inc. 2020 Omnibus Incentive Compensation Plan Form of Restricted Stock Award](https://www.sec.gov/Archives/edgar/data/1037868/000103786820000006/a105rsausemployees2420.htm) | | | Exhibit 10.5 to Form 10-Q dated March 31, 2021, SEC File No. 1-12981. | | |

| 10.33 | | | [AMETEK, Inc. 2020 Omnibus Incentive Compensation Plan Form of Global Non-Qualified Stock Option Award for Chief Executive Officer](https://www.sec.gov/Archives/edgar/data/1037868/000103786820000006/a106optionagreementceo.htm) | | | Exhibit 10.6 to Form 10-Q dated March 31, 2021, SEC File No. 1-12981. | | |

| 10.34 | | | [AMETEK, Inc. 2020 Omnibus Incentive Compensation Plan Form of Global Non-Qualified Stock Option Award](https://www.sec.gov/Archives/edgar/data/1037868/000103786820000006/a107optionagreementemp.htm) | | | Exhibit 10.7 to Form 10-Q dated March 31, 2021, SEC File No. 1-12981. | | |

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| Date : February [removed: 18, 2021] [added: 22, 2022] | | | | | | | | |

| /s/ DAVID A. ZAPICO | | | | | | Chairman of the Board of Directors and Chief Executive Officer (Principal Executive Officer) | | | | | | February [removed: 18, 2021] [added: 22, 2022] | | |

| /s/ WILLIAM J. BURKE | | | | | | Executive Vice President – Chief Financial Officer (Principal Financial Officer) | | | | | | February [removed: 18, 2021] [added: 22, 2022] | | |

| /s/ THOMAS M. MONTGOMERY | | | | | | Senior Vice President – Comptroller (Principal Accounting Officer) | | | | | | February [removed: 18, 2021] [added: 22, 2022] | | |

| /s/ THOMAS A. AMATO | | | | | | Director | | | | | | February [removed: 18, 2021] [added: 22, 2022] | | |

| /s/ TOD E. CARPENTER | | | | | | Director | | | | | | February [removed: 18, 2021] [added: 22, 2022] | | |

| /s/ ANTHONY J. CONTI | | | | | | Director | | | | | | February [removed: 18, 2021] [added: 22, 2022] | | |

| /s/ STEVEN W. KOHLHAGEN | | | | | | Director | | | | | | February [removed: 18, 2021] [added: 22, 2022] | | |

| /s/ GRETCHEN W. MCCLAIN | | | | | | Director | | | | | | February [removed: 18, 2021] [added: 22, 2022] | | |

| /s/ KARLEEN M. OBERTON | | | | | | Director | | | | | | February [removed: 18, 2021] [added: 22, 2022] | | |

| /s/ RUBY R. CHANDY | | | | | | Director | | | | | | February 18, 2021 | | |

| Ruby R. Chandy | | | | | | | | | | | | | | |

| /s/ ELIZABETH R. VARET | | | | | | Director | | | | | | February 18, 2021 | | |

| Elizabeth R. Varet | | | | | | | | | | | | | | |

| /s/ DENNIS K. WILLIAMS | | | | | | Director | | | | | | February 18, 2021 | | |

| Dennis K. Williams | | | | | | | | | | | | | | |