Ametek (AME) 10-K risk factor changes: FY2022 vs FY2021

[removed: This change may create increased vulnerability to cybersecurity incidents, including breaches of information systems] security, which could result in a disruption of our operations, customer dissatisfaction, damage to our reputation and a loss of customers or revenues.

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International sales for [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] represented [removed: 49.5% and] 48.7% [added: and 49.5%] of our consolidated net sales, respectively.

As of December 31, [removed: 2021,] [added: 2022,] we have manufacturing operations in [removed: 17] [added: 18] countries outside the United States, with significant operations in China, [removed: the Czech Republic,] [added: Czechia,] Germany, Mexico, Serbia and the United Kingdom.

In addition, failure to comply with any of these regulations could result in civil and criminal, monetary and non-monetary penalties, [removed: disruptions to our business, limitations on our ability to import and export products and services and damage to our reputation.]

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

We rely on information technology systems, some of which are managed by third-parties, to process, transmit and store electronic information (including sensitive data such as confidential business information and personally identifiable data relating to employees, customers, other business partners and patients), and to manage or support a [removed: variety of critical business processes and activities (such as receiving and fulfilling orders, billing, collecting and making payments, shipping products, providing services and support to customers and fulfilling contractual obligations).]

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

At December 31, [removed: 2021,] [added: 2022,] goodwill and other intangible assets, net of accumulated amortization, totaled [removed: $8,607.4] [added: $8,714.6] million or [removed: 72%] [added: 70%] of our total assets.

This change may create increased vulnerability to cybersecurity incidents, including breaches of information systems

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- Increasing trade tensions between the United States and certain countries, including China;

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disruptions to our business, limitations on our ability to import and export products and services and damage to our reputation.

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variety of critical business processes and activities (such as receiving and fulfilling orders, billing, collecting and making payments, shipping products, providing services and support to customers and fulfilling contractual obligations).

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For the year ended December 31, 2022, the Company recorded an $8.6 million non-cash impairment charge related to certain of the Company's trade names.

components, from suppliers.

In any such circumstances our system

At a minimum, we assess annually whether there has been impairment in the value of our intangible assets.

AMETEK’s operations are affected by global, regional and [removed: industry] [added: industry-specific] economic factors.

In [removed: 2021,] [added: 2022,] the Company posted record sales, operating income, operating margins, net income, diluted earnings per share, backlog, and orders.

Highlights [removed: of 2021] [added: in 2022] were:

- Net sales for [removed: 2021] [added: 2022] were a record [removed: $5,546.5] [added: $6,150.5] million, an increase of [removed: $1,006.5] [added: $604.0] million or [removed: 22.2%,] [added: 10.9%,] compared with net sales of [removed: $4,540.0] [added: $5,546.5] million in [removed: 2020.][added: 2021.]

The increase in net sales for [removed: 2021] [added: 2022] was due to [removed: a 15%] [added: an 11%] organic sales increase, a [removed: 7%] [added: 2%] increase from acquisitions, [removed: and a favorable 1% effect of foreign currency translation,] partially offset by an unfavorable [removed: divestiture impact.][added: 2% effect of foreign currency translation.]

- Net income for [removed: 2021] [added: 2022] was a record [removed: $990.1] [added: $1,159.5] million, an increase of [removed: $117.7] [added: $169.4] million or [removed: 13.5%,] [added: 17.1%,] compared with [removed: $872.4] [added: $990.1] million in [removed: 2020.][added: 2021.]

- Diluted earnings per share for [removed: 2021] [added: 2022] were a record [removed: $4.25,] [added: $5.01,] an increase of [removed: $0.48] [added: $0.76] or [removed: 12.7%,] [added: 17.8%,] compared with [removed: $3.77] [added: $4.25] per diluted share in [removed: 2020.][added: 2021.]

- Orders for [removed: 2021] [added: 2022] were a record [removed: $6,474.4] [added: $6,639.1] million, an increase of [removed: $1,850.0] [added: $164.7] million or [removed: 40.0%,] [added: 2.5%,] compared with [removed: $4,624.4] [added: $6,474.4] million in [removed: 2020.][added: 2021.]

The [added: net sales] increase [removed: in orders] was due to [removed: a 26%] [added: an 11%] organic [removed: order] [added: sales] increase, a [removed: favorable 15%] [added: 4% increase] from acquisitions, partially offset by an unfavorable [removed: 1%] [added: 3%] effect of foreign currency translation.

As a result, the Company's backlog of unfilled orders at December 31, [removed: 2021] [added: 2022] was a record [removed: $2,730.1] [added: $3,218.6] million.

- During [removed: 2021,] [added: 2022,] the Company spent [removed: $1,959.2] [added: $429.7] million in cash, net of cash acquired, to purchase [removed: six] [added: two] businesses:

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- Cash flow provided by operating activities for [removed: 2021] [added: 2022] was [removed: $1,160.5] [added: $1,149.4] million.

Free cash flow (cash flow provided by operating activities less capital expenditures) was [added: $1,010.4 million in 2022, compared with] $1,049.8 million in 2021.

- EBITDA (earnings before interest, income taxes, depreciation, and amortization) was a record [removed: $1,594.3] [added: $1,829.7] million in [removed: 2021,] [added: 2022,] compared with [removed: $1,421.6] [added: $1,594.3] million in [removed: 2020.][added: 2021.]

- The Company continued its emphasis on investment in research, development and engineering, spending [removed: $299.6] [added: $322.1] million in [removed: 2021.][added: 2022.]

Sales from products introduced in the past three years were [removed: $1,244.0] [added: $1,674.2] million.

| | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |

| Electronic Instruments | | | $ | [removed: 3,763,758] [added: 4,229,353] | | | | | $ | [removed: 2,989,928] [added: 3,763,758] | | | | | $ | [removed: 3,322,881] [added: 2,989,928] | |

| Electromechanical | | | [removed: 1,782,756] [added: 1,921,177] | | | | | | [removed: 1,550,101] [added: 1,782,756] | | | | | | [removed: 1,835,676] [added: 1,550,101] | | |

| Consolidated net sales | | | $ | [removed: 5,546,514] [added: 6,150,530] | | | | | $ | [removed: 4,540,029] [added: 5,546,514] | | | | | $ | [removed: 5,158,557] [added: 4,540,029] | |

| Electronic Instruments | | | $ | [removed: 958,183] [added: 1,089,729] | | | | | $ | [removed: 770,620] [added: 958,183] | | | | | $ | [removed: 865,307] [added: 770,620] | |

| Electromechanical | | | [removed: 437,378] [added: 503,593] | | | | | | [removed: 324,962] [added: 437,378] | | | | | | [removed: 387,931] [added: 324,962] | | |

| Total segment operating income | | | [removed: 1,395,561] [added: 1,593,322] | | | | | | [removed: 1,095,582] [added: 1,395,561] | | | | | | [removed: 1,253,238] [added: 1,095,582] | | |

| Corporate administrative expenses | | | [removed: (86,891)] [added: (92,630)] | | | | | | [removed: (67,698)] [added: (86,891)] | | | | | | [removed: (75,858)] [added: (67,698)] | | |

| Consolidated operating income | | | [removed: 1,308,670] [added: 1,500,692] | | | | | | [removed: 1,027,884] [added: 1,308,670] | | | | | | [removed: 1,177,380] [added: 1,027,884] | | |

| Interest expense | | | [removed: (80,381)] [added: (83,186)] | | | | | | [removed: (86,062)] [added: (80,381)] | | | | | | [removed: (88,481)] [added: (86,062)] | | |

| Other (expense) income, net | | | [removed: (5,119)] [added: 11,186] | | | | | | [removed: 140,487] [added: (5,119)] | | | | | | [removed: (19,151)] [added: 140,487] | | |

| Consolidated income before income taxes | | | $ | [removed: 1,223,170] [added: 1,428,692] | | | | | $ | [removed: 1,082,309] [added: 1,223,170] | | | | | $ | [removed: 1,069,748] [added: 1,082,309] | |

The following “Results of Operations of the year ended December 31, [removed: 2021] [added: 2022] compared with the year ended December 31, [removed: 2020”] [added: 2021”] 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: 2020] [added: 2021] compared to the year ended December 31, [removed: 2019] [added: 2020] can be found under Item 7 in our Annual Report on Form 10-K for the fiscal year ended December 31, [removed: 2020,] [added: 2021,] filed with the Securities and Exchange Commission on February [removed: 18, 2021.][added: 22, 2022.]

Results of Operations for the year ended December 31, [removed: 2021] [added: 2022] compared with the year ended December 31, [removed: 2020][added: 2021]

Net sales for [removed: 2021] [added: 2022] were a record [removed: $5,546.5] [added: $6,150.5] million, an increase of [removed: $1,006.5] [added: $604.0] million or [removed: 22.2%,] [added: 10.9%,] compared with net sales of [removed: $4,540.0] [added: $5,546.5] million in [removed: 2020.][added: 2021.]

EIG net sales were [removed: $3,763.8] [added: $4,229.4] million in [removed: 2021,] [added: 2022,] an increase of [removed: 25.9%,] [added: 12.4%,] compared with [removed: $2,989.9] [added: $3,763.8] million in [removed: 2020.][added: 2021.]

EMG net sales were [removed: $1,782.8] [added: $1,921.2] million in [removed: 2021,] [added: 2022,] an increase of [removed: 15.0%,] [added: 7.8%,] compared with [removed: $1,550.1] [added: $1,782.8] million in [removed: 2020.][added: 2021.]

Total international sales for [removed: 2021] [added: 2022] were [removed: a record $2,745.6] [added: $2,996.3] million or [removed: 49.5%] [added: 48.7%] of net sales, an increase of [removed: $535.7] [added: $250.7] million or [removed: 24.2%,] [added: 9.1%,] compared with international sales of [removed: $2,209.9] [added: $2,745.6] million or [removed: 48.7%] [added: 49.5%] of net sales in [removed: 2020.][added: 2021.]

The increase in international sales was primarily driven by strong demand in [removed: Europe and Asia] [added: all regions] as well as contributions from recent acquisitions.

Export shipments from the United States, which are included in total international sales, were [removed: $1,475.6] [added: $1,688.7] million in [removed: 2021,] [added: 2022,] an increase of [removed: $279.2] [added: $213.1] million or [removed: 23.3%,] [added: 14.4%,] compared with [removed: $1,196.4] [added: $1,475.6] million in [removed: 2020.][added: 2021.]

Orders for [removed: 2021] [added: 2022] were a record [removed: $6,474.4] [added: $6,639.1] million, an increase of [removed: $1,850.0] [added: $164.7] million or [removed: 40.0%] [added: 2.5%] compared with [removed: $4,624.4] [added: $6,474.4] million in [removed: 2020.][added: 2021.]

The Company’s backlog of unfilled orders at December 31, [removed: 2021] [added: 2022] was a record [removed: $2,730.1] [added: $3,218.6] million, an increase of [removed: $927.9] [added: $488.5] million or [removed: 51.5%,] [added: 17.9%,] compared with [removed: $1,802.2] [added: $2,730.1] million at December 31, [removed: 2020.][added: 2021.]

The increase in orders was due to a 9% organic order increase, partially offset by a 3% unfavorable effect of foreign currency translation, as well as a 3% decrease from the year-over-year impact of acquisitions.

- In September 2022, AMETEK acquired Navitar, Inc. ("Navitar"), a designer and manufacturer of customized, fully integrated optical imaging systems, components, and software.

- In October 2022, AMETEK acquired RTDS Technologies Inc. ("RTDS"), a leading provider of real-time power simulation systems used by utilities, and research and education institutions in the development and testing of the electric power grid and renewable energy applications.

Recent Events and Market Conditions

Recent events and market conditions impacting our business include the inflationary cost environment, rising interest rates, supply chain constraints, the COVID-19 pandemic, and the ongoing conflict in Ukraine.

As a result of these events and conditions, we anticipate the challenging global economic environment to continue into 2023.

Beginning in 2021, we experienced heightened levels of inflation in material and transportation costs.

We have taken steps to mitigate the impacts of material and transportation cost inflation by implementing pricing actions.

We experienced additional pressure in our supply chain due to component shortages and strained transportation capacity, as well as the impact of continued elevated customer demand.

In response to these supply chain pressures, we have taken actions to build inventory and seek alternative sources of supply to support sales and backlog growth.

The inflationary environment has also resulted in central banks raising short-term interest rates.

We expect inflation to continue into 2023 and will continue to take actions to mitigate this inflationary pressure.

There still remains uncertainty concerning the COVID-19 pandemic, its effect on labor, government mandated lockdowns and other restrictive measures, and the pandemic's ultimate duration.

Lockdowns in China during 2022 limited our ability to access customer sites, operate certain facilities, and placed additional constraints on our supply chain.

Depending on the course of the pandemic, additional lockdowns in China or elsewhere could impact our operations and results of operations.

The invasion of Ukraine by Russia and the sanctions imposed in response to this conflict have increased global economic and political uncertainty.

While we do not have operations in Russia or Ukraine and do not have significant exposure to customers and vendors in those countries, a significant expansion of the conflict's current scope could further complicate the economic environment.

While the ultimate impact of these events remains uncertain, we will continue to evaluate the extent to which these factors will impact our business, financial condition, and results of operations.

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The increase in orders was due to a 9% organic order increase, partially offset by a 3% unfavorable effect of foreign currency translation, as well as a 3% decrease from the year-over-year impact of acquisitions.

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Segment operating income was positively impacted in 2022 by the increased sales discussed above.

Segment operating margins for 2022 were negatively impacted by the dilutive impact of the 2021 acquisitions.

Excluding the dilutive impact of recent acquisitions, segment operating margins for the core businesses increased 120 basis points compared to 2021, due to the Company's Operational Excellence initiatives.

During 2022, the Company recorded higher pension income of $9.9 million and lower acquisition-related due diligence expense compared to 2021.

EIG's operating margins in 2022 were negatively impacted by the dilutive impact of the 2021 acquisitions.

EMG's operating income included a $7.1 million gain on the sale of a facility during 2022.

Excluding the gain on the sale of a facility, EMG operating margins increased 130 basis points compared to

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In 2022, total borrowings decreased by $73.7 million, compared with an increase of $183.9 million in 2021.

The credit agreement amends and restates the Company’s existing revolving credit facility to increase the size from $1.5 billion to $2.3 billion and terminates the $800 million term loan.

At December 31, 2022, the Company had $219.0 million outstanding on the revolver with a maturity date of May 2027.

Effective May 5, 2022, the Company's Board of Directors approved a $1 billion share repurchase authorization.

This authorization replaces an earlier $500 million share repurchase authorization approved by the Board in February 2019.

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Leases expire over a range of years from 2023 to 2032.

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| | | | 2022 | | | | | | 2021 | | | | | | | | | | | | | | | | | | | | |

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When testing goodwill for impairment, the Company has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the estimated fair value of a reporting unit is less than its carrying amount.

The Company's record backlog, contributions from recent acquisitions, and continued focus on and implementation of Operating Excellence initiatives, had a positive impact on 2021 results.

- 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.

Impact of COVID-19 Pandemic on our Business

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

As the global economy has begun to recover, we eliminated certain of the temporary cost saving actions put in place in 2020, but continue to closely monitor 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.

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.

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

The Company recorded 2020 realignment costs of $43.7 million 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 $35.3 million in severance costs for a reduction of workforce and $8.4 million of asset write-downs, primarily inventory, which decreased margins by 100 basis points.

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.

The consolidated operating income margins were negatively impacted by 100 basis points in 2020 due to the realignment costs discussed above.

In March 2020, the Company completed the sale of its Reading Alloys business ("Reading") to Kymera International for net proceeds of $245.3 million in cash.

The sale resulted in a pre-tax gain of $141.0 million.

The net of tax gain of $109.6 million on the sale of Reading and net of tax expense of $33.6 million on the 2020 realignment costs are included in net income in 2020.

The net of tax gain of $0.47 per diluted share on the sale of Reading and net of tax expense of $0.15 per diluted share on the 2020 realignment costs are included in diluted earnings per share in 2020.

The 2021 acquisitions of Abaco, Magnetrol, NSI-MI, Crank Software, and Alphasense diluted operating margins by 180 basis points.

Excluding the

acquisitions, EIG operating margins would have been 27.3% for 2021.

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

EMG’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.

EMG’s 2020 operating margins were negatively impacted by 130 basis points due to the 2020 realignment costs discussed above.

In 2020, the Company received proceeds of $245.3 million from the sale of its Reading business.

In 2021, total borrowings increased by $183.9 million, driven by the 2021 acquisitions, compared with a decrease of $430.9 million in 2020.

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Historically, [removed: it] [added: the Company] has demonstrated an ability to develop innovative new products and solutions that anticipate customer needs.

[removed: It] [added: AMETEK] has consistently added to its investment in research, development and engineering, and improved its new product development efforts with the adoption of Design for Six Sigma and Value Analysis/Value Engineering methodologies.

In its effort to achieve best-cost manufacturing, AMETEK had operating facilities, as of December 31, [removed: 2021,] [added: 2022,] in [removed: Brazil,] China, [removed: the Czech Republic,] [added: Czechia,] Malaysia, Mexico, and Serbia.

AMETEK senior management has extensive industry experience and an average of approximately [removed: 29] [added: 24] years of AMETEK service.

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shareholder value, and creating a sustainable future for [removed: our] [added: all] stakeholders.

AMETEK’s Operational Excellence strategies include lean manufacturing, global sourcing, Design for Six Sigma, Value Engineering/Value [removed: Analysis and] [added: Analysis,] growth [removed: kaizens.][added: kaizens, and digitalization.]

Since the beginning of [removed: 2017] [added: 2018] through December 31, [removed: 2021,] [added: 2022,] AMETEK has completed [removed: 18] [added: 17] acquisitions with annualized sales totaling approximately [removed: $1.4 billion, including six acquisitions in 2021.][added: $1.3 billion.]

AMETEK targets companies that offer [added: a] compelling strategic, technical and cultural fit.

It also looks for businesses that provide attractive growth [removed: opportunities,] [added: opportunities aligned with strong secular growth themes,] often in new and emerging markets.

In [removed: 2021,] [added: 2022,] AMETEK added to its highly differentiated product portfolio with a range of new products across many of its businesses.

[removed: We are] [added: AMETEK is also] committed to paying a modest quarterly dividend.

In [removed: 2021,] [added: 2022,] 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 [removed: 2021] [added: 2022] acquisitions of [removed: Abaco Systems, Inc., Magnetrol International, NSI-MI Technologies, Crank Software, EGS Automation,] [added: Navitar, Inc.] and [removed: Alphasense] [added: RTDS Technologies, Inc.,] as well as the Company's Operational Excellence Initiatives.

In [removed: 2021,] [added: 2022,] the Company achieved record sales of [removed: $5,546.5] [added: $6,150.5] million, an increase of [removed: 22.2%] [added: 10.9%] from [removed: 2020] [added: 2021] due to [removed: 15%] [added: an 11%] organic sales increase, a [removed: 7%] [added: 2%] increase from acquisitions, [removed: and a favorable 1% effect of foreign currency translation,] partially offset by an unfavorable [removed: divestiture impact.][added: 2% effect of foreign currency translation.]

Diluted earnings per share for [removed: 2021] [added: 2022] were a record [removed: $4.25,] [added: $5.01,] an increase of [removed: $0.48] [added: $0.76] or [removed: 12.7%,] [added: 17.8%,] compared with [removed: $3.77] [added: $4.25] per diluted share in [removed: 2020.][added: 2021.]

[removed: The Company] [added: AMETEK] spent [removed: $1,959.2] [added: $429.7] million in cash, net of cash acquired, to purchase [removed: six businesses in 2021.][added: two businesses:]

[removed: In] [added: Acquired in] April 2021, [removed: AMETEK acquired] Abaco [removed: Systems, Inc. ("Abaco"), specializing] [added: Systems specializes] 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.

On [removed: April 26, 2021,] [added: May 12, 2022,] the Company along with certain of its foreign subsidiaries amended [added: and restated] 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.

In many instances, [removed: its] [added: EIG's] products differ from or are technologically superior to its competitors’ products.

[removed: It] [added: EIG] has achieved competitive advantage through continued investment in research, development and engineering to develop market-leading products and solutions that serve niche markets.

[removed: It] [added: EIG has] also has expanded its sales and service capabilities globally to serve its customers.

Products supplied to these markets include process control instruments for the life sciences, pharmaceutical, semiconductor, automation, [added: power,] food and beverage, oil and gas, and petrochemical industries.

It is a leader in power quality monitoring and metering, uninterruptible power systems, programmable power equipment, electromagnetic compatibility [removed: (“EMC”)] test equipment, sensors for gas turbines, dashboard instruments for heavy trucks, and instrumentation and controls for the food and beverage industries.

[removed: It] [added: EIG] supplies the aerospace industry with aircraft and engine sensors, monitoring systems, power supplies, fuel and fluid measurement systems, and data acquisition systems.

In [removed: 2021,] [added: 2022,] 49% of EIG’s net sales were to customers outside the United States.

At December 31, [removed: 2021,] [added: 2022,] EIG employed approximately [removed: 11,000] [added: 11,700] people, of whom approximately [removed: 600] [added: 800] were covered by collective bargaining agreements.

At December 31, [removed: 2021,] [added: 2022,] EIG had operating facilities in the United States, the United Kingdom, Germany, Canada, China, Denmark, Finland, France, Switzerland, Argentina, Austria and Mexico.

EIG also shares operating facilities with EMG in [removed: Brazil,] China and Mexico.

Process and analytical instrumentation sales represented [removed: 70%] [added: 72%] of EIG’s [removed: 2021] [added: 2022] net sales.

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

Aerospace and Power Instrumentation sales represented [removed: 30%] [added: 28%] of EIG’s [removed: 2021] [added: 2022] net sales.

[removed: It provides] [added: These businesses provide] uninterruptible power supply systems, multifunction electric meters, annunciators, alarm monitoring systems and highly specialized communications equipment for smart grid [added: applications and renewable energy] applications.

[removed: It] [added: AMETEK] has long-standing relationships with the world’s leading commercial and military aircraft, jet engine and original equipment manufacturers and aerospace system integrators.

Approximately [removed: 5%] [added: 6%] of EIG’s [removed: 2021] [added: 2022] net sales were made to its five largest customers.

No single customer comprises more than [removed: 5%] [added: 3%] of net sales.

Products supplied to these markets include [removed: its] advanced precision motion control solutions, which are used in a wide range of automation applications across the medical, semiconductor, aerospace, defense, and food and beverage industries, as well as [removed: its] highly engineered electrical connectors and electronics packaging used in aerospace and defense, medical, and industrial applications.

[removed: Its blowers and] [added: EMG's] heat exchangers provide electronic cooling and environmental control for the aerospace and defense [added: and semiconductor] industries.

[removed: Its] [added: EMG's] motors are widely used in commercial appliances, fitness equipment, food and beverage machines, hydraulic pumps and industrial blowers.

Additionally, [removed: it] [added: EMG] operates a global network of aviation maintenance, repair and overhaul (“MRO”) facilities.

*New Product Development*.

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

2022 Overview

In September 2022, AMETEK acquired Navitar, Inc. ("Navitar"), a designer and manufacturer of customized, fully integrated optical imaging systems, components, and software.

In October 2022, AMETEK acquired RTDS Technologies ("RTDS"), a leading provider of real-time power simulation systems used by utilities, and research and education institutions in the development and testing of the electric power grid and renewable energy applications.

The credit agreement amends and restates the Company’s existing revolving credit facility to increase the size from $1.5 billion to $2.3 billion and terminates the $800 million term loan.

*Recent Events and Market Conditions*

Recent events and market conditions impacting our business include the inflationary cost environment, rising interest rates, supply chain constraints, the COVID-19 pandemic, and the ongoing conflict in Ukraine.

As a result of these events and conditions, we anticipate the challenging global economic environment to continue into 2023.

Beginning in 2021, we experienced heightened levels of inflation in material and transportation costs.

We have taken steps to mitigate the impacts of material and transportation cost inflation by implementing pricing actions.

We experienced additional pressure in our supply chain due to component shortages and strained transportation capacity, as well as the impact of continued elevated customer demand.

In response to these supply chain pressures, we have taken actions to build inventory and seek alternative sources of supply to support sales and backlog growth.

The inflationary environment has also resulted in central banks raising short-term interest rates.

We expect inflation to continue into 2023 and will continue to take actions to mitigate this inflationary pressure.

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

There still remains uncertainty concerning the COVID-19 pandemic, its effect on labor, government mandated lockdowns and other restrictive measures, and the pandemic's ultimate duration.

Lockdowns in China during 2022 limited our ability to access customer sites, operate certain facilities, and placed additional constraints on our supply chain.

Depending on the course of the pandemic, additional lockdowns in China or elsewhere could impact our operations and results of operations.

The invasion of Ukraine by Russia and the sanctions imposed in response to this conflict have increased global economic and political uncertainty.

While we do not have operations in Russia or Ukraine and do not have significant exposure to customers and vendors in those countries, a significant expansion of the conflict's current scope could further complicate the economic environment.

While the ultimate impact of these events remains uncertain, we will continue to evaluate the extent to which these factors will impact our business, financial condition, and results of operations.

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

Acquired in September 2022, Navitar is a designer and manufacturer of customized, fully integrated optical imaging systems, components, and software.

Navitar's market leading optical components and solutions complement the Company's existing optics portfolio.

Acquired in October 2022, RTDS is a leading provider of real-time power simulation systems used by utilities, and research and education institutions in the development and testing of the electric power grid and renewable energy applications.

RTDS's solutions complement the Company's existing power instruments businesses.

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

Our Sustainability Report highlights our sustainability initiatives and is available on our website at www.ametek.com/aboutus/sustainability.

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

*New Products*.

2021 Overview

*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.

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

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.

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

Acquired in April 2021, Abaco Systems, Inc. specializes 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.

Acquired in January 2020, IntelliPower is a leading provider of high-reliability, ruggedized uninterruptible power systems serving a wide range of defense and industrial applications.

Additionally, these businesses produce specialty motors which are used in a wide range of products, such as household, commercial and personal care appliances, fitness equipment, food and beverage machines, hydraulic pumps and industrial blowers.

Acquired in February 2021, EGS Automation designs and manufactures highly engineered, customized robotic solutions used in critical applications for the medical, food and beverage, and general industrial markets.

EGS complements the Company's existing Dunkermotoren business providing highly customizable engineering design and automation capabilities.

To read the Company's 2021 Sustainability Report, go to www.ametek.com/aboutus/sustainability.

[Table of [removed: Contents](#i5cd52601fddb4c9ab388149ed442df58_7)][added: Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)]

For the fiscal year ended December 31, [removed: 2021][added: 2022]

The aggregate market value of the voting stock held by non-affiliates of the registrant was approximately [removed: $30.9] [added: $25.2] billion as of June 30, [removed: 2021,] [added: 2022,] 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 31, [removed: 2022] [added: 2023] was [removed: 231,700,893.][added: 230,093,810.]

Part III incorporates information by reference from the Proxy Statement for the Annual Meeting of Stockholders on May [removed: 5, 2022.][added: 4, 2023.]

[removed: 2021] [added: 2022] Form 10-K Annual Report

| [Item [removed: 1.](#i5cd52601fddb4c9ab388149ed442df58_13)] [added: 1.](#i04cdc30d9c2845a1b99ad97292b20d73_13)] | | | [removed: [Business](#i5cd52601fddb4c9ab388149ed442df58_13)] [added: [Business](#i04cdc30d9c2845a1b99ad97292b20d73_13)] | | | [removed: [2](#i5cd52601fddb4c9ab388149ed442df58_13)] [added: [2](#i04cdc30d9c2845a1b99ad97292b20d73_13)] | | |

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| [Item [removed: 16.](#i5cd52601fddb4c9ab388149ed442df58_190)] [added: 16.](#i04cdc30d9c2845a1b99ad97292b20d73_193)] | | | [Form 10-K [removed: Summary](#i5cd52601fddb4c9ab388149ed442df58_190)] [added: Summary](#i04cdc30d9c2845a1b99ad97292b20d73_193)] | | | [removed: [87](#i5cd52601fddb4c9ab388149ed442df58_190)] [added: [87](#i04cdc30d9c2845a1b99ad97292b20d73_193)] | | |

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

| | | | [PART I](#i04cdc30d9c2845a1b99ad97292b20d73_10) | | | | | |

| | | | [PART II](#i04cdc30d9c2845a1b99ad97292b20d73_31) | | | | | |

| | | | [PART III](#i04cdc30d9c2845a1b99ad97292b20d73_169) | | | | | |

| | | | [PART IV](#i04cdc30d9c2845a1b99ad97292b20d73_187) | | | | | |

| [SIGNATURES](#i04cdc30d9c2845a1b99ad97292b20d73_196) | | | | | | [88](#i04cdc30d9c2845a1b99ad97292b20d73_196) | | |

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

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

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

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

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

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

At December 31, [removed: 2021,] [added: 2022,] the Company conducted business from office and operating facilities at owned and leased locations throughout the United States and select global markets.

[Table of [removed: Contents](#i5cd52601fddb4c9ab388149ed442df58_7)][added: Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)]

[Table of [removed: Contents](#i5cd52601fddb4c9ab388149ed442df58_7)][added: Contents](#i04cdc30d9c2845a1b99ad97292b20d73_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 31, [removed: 2022,] [added: 2023,] there were approximately 1,700 holders of record of the Company’s common stock.

Under its share repurchase program, the Company repurchased approximately [removed: 113,000] [added: 2,673,000] shares of its common stock for [removed: $14.7] [added: $332.8] million in [removed: 2021] [added: 2022] and 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.]

The following table reflects purchases of AMETEK, Inc. common stock by the Company during the three months ended December 31, [removed: 2021:][added: 2022:]

(2)Consists of the number of shares purchased pursuant to the Company’s Board of Directors [added: $1 billion authorization for the repurchase of its common stock announced in May 2022, which replaces the previous] $500 million authorization for [removed: the] repurchase of its common stock announced in February 2019.

[Table of [removed: Contents](#i5cd52601fddb4c9ab388149ed442df58_7)][added: Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)]

The following table sets forth information as of December 31, [removed: 2021] [added: 2022] 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: 2021] [added: 2022] 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: 2016] [added: 2017] and reinvestment of all dividends.

[removed: ][added: ]

| | | | [removed: 2016] [added: 2017] | | | | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | |

| October 1, 2022 to October 31, 2022 | | | 43 | | | | | | $ | 120.45 | | | | | 43 | | | | | | $ | 825,294,533 | |

| November 1, 2022 to November 30, 2022 | | | 10,202 | | | | | | 136.39 | | | | | | 10,202 | | | | | | 823,903,036 | | |

| December 1, 2022 to December 31, 2022 | | | — | | | | | | — | | | | | | — | | | | | | 823,903,036 | | |

| Total | | | 10,245 | | | | | | $ | 136.33 | | | | | 10,245 | | | | | | | | |

| Equity compensation plans approved by security holders | | | 3,059,845 | | | | | | $ | 79.46 | | | | | 6,118,226 | | |

| Total | | | 3,059,845 | | | | | | $ | 79.46 | | | | | 6,118,226 | | |

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

| AMETEK, Inc. | | | $ | 100.00 | | | | | $ | 94.11 | | | | | $ | 139.53 | | | | | $ | 170.55 | | | | | $ | 208.62 | | | | | $ | 199.60 | |

| S&P 500 Index | | | 100.00 | | | | | | 95.62 | | | | | | 125.72 | | | | | | 148.85 | | | | | | 191.58 | | | | | | 156.89 | | |

| S&P Industrials | | | 100.00 | | | | | | 86.71 | | | | | | 112.17 | | | | | | 124.59 | | | | | | 150.89 | | | | | | 142.63 | | |

| 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 | | |

| 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 | | |

[Table of [removed: Contents](#i5cd52601fddb4c9ab388149ed442df58_7)][added: Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)]

| [Reports of [removed: Management](#i5cd52601fddb4c9ab388149ed442df58_73)] [added: Management](#i04cdc30d9c2845a1b99ad97292b20d73_76)] | | | | | | [removed: [35](#i5cd52601fddb4c9ab388149ed442df58_73)] [added: [35](#i04cdc30d9c2845a1b99ad97292b20d73_76)] | | |

| [Reports of Independent Registered Public Accounting [removed: Firm](#i5cd52601fddb4c9ab388149ed442df58_76)] [added: Firm](#i04cdc30d9c2845a1b99ad97292b20d73_79)] Ernst & Young LLP, Philadelphia, Auditor Firm ID: | | | 42 | | | [removed: [36](#i5cd52601fddb4c9ab388149ed442df58_76)] [added: [36](#i04cdc30d9c2845a1b99ad97292b20d73_79)] | | |

| [Consolidated Statement of Income for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019](#i5cd52601fddb4c9ab388149ed442df58_79)] [added: 2020](#i04cdc30d9c2845a1b99ad97292b20d73_82)] | | | | | | [removed: [40](#i5cd52601fddb4c9ab388149ed442df58_79)] [added: [39](#i04cdc30d9c2845a1b99ad97292b20d73_82)] | | |

| [Consolidated Statement of Comprehensive Income for the years ended December 31, [removed: 202](#i5cd52601fddb4c9ab388149ed442df58_82)[1](#i5cd52601fddb4c9ab388149ed442df58_82)[, 20](#i5cd52601fddb4c9ab388149ed442df58_82)[20](#i5cd52601fddb4c9ab388149ed442df58_82) [and 201](#i5cd52601fddb4c9ab388149ed442df58_82)[9](#i5cd52601fddb4c9ab388149ed442df58_82)[](#i5cd52601fddb4c9ab388149ed442df58_82)] [added: 2022, 2021 and 2020](#i04cdc30d9c2845a1b99ad97292b20d73_85)] | | | | | | [removed: [41](#i5cd52601fddb4c9ab388149ed442df58_82)] [added: [40](#i04cdc30d9c2845a1b99ad97292b20d73_85)] | | |

| [Consolidated Balance Sheet at December 31, [removed: 202](#i5cd52601fddb4c9ab388149ed442df58_85)[1](#i5cd52601fddb4c9ab388149ed442df58_85)] [added: 202](#i04cdc30d9c2845a1b99ad97292b20d73_88)[2](#i04cdc30d9c2845a1b99ad97292b20d73_88)] [and [removed: 20](#i5cd52601fddb4c9ab388149ed442df58_85)[20](#i5cd52601fddb4c9ab388149ed442df58_85)[](#i5cd52601fddb4c9ab388149ed442df58_85)] [added: 202](#i04cdc30d9c2845a1b99ad97292b20d73_88)[1](#i04cdc30d9c2845a1b99ad97292b20d73_88)[](#i04cdc30d9c2845a1b99ad97292b20d73_88)] | | | | | | [removed: [42](#i5cd52601fddb4c9ab388149ed442df58_85)] [added: [41](#i04cdc30d9c2845a1b99ad97292b20d73_88)] | | |

| [Consolidated Statement of Stockholders’ Equity for the years ended December 31, [removed: 202](#i5cd52601fddb4c9ab388149ed442df58_88)[1](#i5cd52601fddb4c9ab388149ed442df58_88)[, 20](#i5cd52601fddb4c9ab388149ed442df58_88)[20](#i5cd52601fddb4c9ab388149ed442df58_88)] [added: 202](#i04cdc30d9c2845a1b99ad97292b20d73_91)[2](#i04cdc30d9c2845a1b99ad97292b20d73_91)[, 202](#i04cdc30d9c2845a1b99ad97292b20d73_91)[1](#i04cdc30d9c2845a1b99ad97292b20d73_91)] [and [removed: 201](#i5cd52601fddb4c9ab388149ed442df58_88)[9](#i5cd52601fddb4c9ab388149ed442df58_88)[](#i5cd52601fddb4c9ab388149ed442df58_88)] [added: 20](#i04cdc30d9c2845a1b99ad97292b20d73_91)[20](#i04cdc30d9c2845a1b99ad97292b20d73_91)[](#i04cdc30d9c2845a1b99ad97292b20d73_91)] | | | | | | [removed: [43](#i5cd52601fddb4c9ab388149ed442df58_88)] [added: [42](#i04cdc30d9c2845a1b99ad97292b20d73_91)] | | |

| [Consolidated Statement of Cash Flows for the years ended December 31, [removed: 202](#i5cd52601fddb4c9ab388149ed442df58_91)[1](#i5cd52601fddb4c9ab388149ed442df58_91)[, 20](#i5cd52601fddb4c9ab388149ed442df58_91)[20](#i5cd52601fddb4c9ab388149ed442df58_91)] [added: 202](#i04cdc30d9c2845a1b99ad97292b20d73_94)[2](#i04cdc30d9c2845a1b99ad97292b20d73_94)[, 202](#i04cdc30d9c2845a1b99ad97292b20d73_94)[1](#i04cdc30d9c2845a1b99ad97292b20d73_94)] [and [removed: 201](#i5cd52601fddb4c9ab388149ed442df58_91)[9](#i5cd52601fddb4c9ab388149ed442df58_91)[](#i5cd52601fddb4c9ab388149ed442df58_91)] [added: 20](#i04cdc30d9c2845a1b99ad97292b20d73_94)[20](#i04cdc30d9c2845a1b99ad97292b20d73_94)[](#i04cdc30d9c2845a1b99ad97292b20d73_94)] | | | | | | [removed: [44](#i5cd52601fddb4c9ab388149ed442df58_91)] [added: [43](#i04cdc30d9c2845a1b99ad97292b20d73_94)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i5cd52601fddb4c9ab388149ed442df58_94)] [added: Statements](#i04cdc30d9c2845a1b99ad97292b20d73_97)] | | | | | | [removed: [45](#i5cd52601fddb4c9ab388149ed442df58_94)] [added: [44](#i04cdc30d9c2845a1b99ad97292b20d73_97)] | | |

[Table of [removed: Contents](#i5cd52601fddb4c9ab388149ed442df58_7)][added: Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)]

The report of the Audit Committee is included in the Company’s Proxy Statement for the [removed: 2022] [added: 2023] 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: 2021] [added: 2022] 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: 2021.][added: 2022.]

[removed: The] [added: In 2021, the] Company [removed: acquired] [added: spent $1,959.2 million in cash, net of cash acquired, to acquire] Magnetrol International [removed: ("Magnetrol")] [added: ("Magnetrol"), Crank Software, and EGS Automation ("EGS")] in March 2021, NSI-MI Technologies ("NSI-MI") and Abaco Systems, Inc. ("Abaco") in April 2021, and Alphasense in November 2021.

As permitted by the U.S. Securities and Exchange Commission staff interpretative guidance for newly acquired businesses, the Company excluded [removed: Magnetrol, NSI-MI, Abaco,] [added: Navitar] and [removed: Alphasense] [added: RTDS] from management’s assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2021.][added: 2022.]

[removed: Magnetrol, NSI-MI, Abaco,] [added: Navitar,] and [removed: Alphasense] [added: RTDS] constituted [removed: 17.4%] [added: 3.5%] of total assets as of December 31, [removed: 2021] [added: 2022] and [removed: 6.0%] [added: 0.4%] of net sales for the year then ended.

The Company’s internal control over financial reporting as of December 31, [removed: 2021] [added: 2022] has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their report, which is included herein.

| [removed: February 22, 2022] | | | [added: 2022] | | | | | | [added: | | | | | | | | |]

We have audited AMETEK, Inc.’s internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in Internal 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: 2021,] [added: 2022,] based on the COSO criteria.

As indicated in the accompanying *Management’s Report on Internal Control over Financial Reporting*, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of [removed: Magnetrol, NSI-MI, Abaco,] [added: Navitar, Inc.] and [removed: Alphasense,] [added: RTDS Technologies Inc.,] which are included in the [removed: 2021] [added: 2022] consolidated financial statements of the Company and constituted [removed: 17.4%] [added: 3.5%] of total assets as of December 31, [removed: 2021] [added: 2022] and [removed: 6.0%] [added: 0.4%] 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: Magnetrol, NSI-MI, Abaco,] [added: Navitar, Inc.] and [removed: Alphasense.][added: RTDS Technologies Inc.]

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: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] 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: 2021,] [added: 2022,] and the related notes and our report dated February [removed: 22, 2022] [added: 21, 2023] expressed an unqualified opinion thereon.

| | | | [removed: February 22, 2022] [added: 2022] | | | | | | [added: | | | | | | | | |]

We have audited the accompanying consolidated balance sheets of AMETEK, Inc. (the Company) as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] 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: 2021,] [added: 2022,] 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: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] 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: 2021,] [added: 2022,] 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: 22, 2022] [added: 21, 2023] expressed an unqualified opinion thereon.

Critical Audit [removed: Matters][added: Matter]

The critical audit [removed: matters] [added: matter] communicated below [removed: are matters] [added: is a matter] arising from the current period audit of the financial statements that [removed: were] [added: was] communicated or required to be communicated to the audit committee and that: (1) [removed: relate] [added: relates] to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

The communication of critical audit [removed: matters] [added: matter] does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit [removed: matters] [added: matter] below, providing a separate opinion on the critical audit [removed: matters] [added: matter] or on the accounts or disclosures to which [removed: they relate.][added: it relates.]

| *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: estimation of the fair value of the acquired] [added: indefinite lived] intangible [removed: assets of Abaco Systems, Inc.] [added: asset impairment process.] For example, we tested controls over [removed: the valuation of acquired identifiable intangible assets including controls over] management’s review of the valuation models and [removed: the] significant [removed: assumptions described above.] [added: assumptions, including forecasted financial information, as well as management’s controls to validate that the data used in the valuations was complete and accurate.] To test the estimated fair value of the [removed: acquired] [added: Company’s indefinite lived] 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 [removed: assumptions] [added: royalty rates] used in prior periods. We also [added: assessed the historical accuracy of management’s forecasts and] performed sensitivity analyses of significant assumptions to evaluate the changes in the fair value estimates of the [removed: acquired identifiable intangible assets] [added: trademarks and trade names] that would result from changes in the assumptions. We involved our valuation specialists to assist in evaluating [removed: certain significant assumptions] [added: the discount rate, royalty rate] and valuation methodologies used by the Company. | | |

| *Description of the Matter* | | | | | | At December 31, [removed: 2021,] [added: 2022,] the Company’s indefinite lived intangible assets (other than goodwill) totaled [removed: $874.3] [added: $889.7] 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: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |

| Net sales | | | $ | [removed: 5,546,514] [added: 6,150,530] | | | | | $ | [removed: 4,540,029] [added: 5,546,514] | | | | | $ | [removed: 5,158,557] [added: 4,540,029] | |

| Cost of sales | | | [removed: 3,633,900] [added: 4,005,261] | | | | | | [removed: 2,996,515] [added: 3,633,900] | | | | | | [removed: 3,370,897] [added: 2,996,515] | | |

| Selling, general and administrative | | | [removed: 603,944] [added: 644,577] | | | | | | [removed: 515,630] [added: 603,944] | | | | | | [removed: 610,280] [added: 515,630] | | |

| Total operating expenses | | | [removed: 4,237,844] [added: 4,649,838] | | | | | | [removed: 3,512,145] [added: 4,237,844] | | | | | | [removed: 3,981,177] [added: 3,512,145] | | |

| Operating income | | | [removed: 1,308,670] [added: 1,500,692] | | | | | | [removed: 1,027,884] [added: 1,308,670] | | | | | | [removed: 1,177,380] [added: 1,027,884] | | |

| Interest expense | | | [removed: (80,381)] [added: (83,186)] | | | | | | [removed: (86,062)] [added: (80,381)] | | | | | | [removed: (88,481)] [added: (86,062)] | | |

| Other [removed: (expense) income,] [added: income (expense),] net | | | [removed: (5,119)] [added: 11,186] | | | | | | [removed: 140,487] [added: (5,119)] | | | | | | [removed: (19,151)] [added: 140,487] | | |

| Income before income taxes | | | [removed: 1,223,170] [added: 1,428,692] | | | | | | [removed: 1,082,309] [added: 1,223,170] | | | | | | [removed: 1,069,748] [added: 1,082,309] | | |

The Company acquired Navitar, Inc. ("Navitar") in September 2022 and RTDS Technologies Inc. ("RTDS") in October 2022.

| February 21, 2023 | | | | | | | | |

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

| | | | February 21, 2023 | | | | | |

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

| February 21, 2023 | | | | | | | | |

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

| | | | 2022 | | | | | | 2021 | | |

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

| Net income | | | $ | 1,159,542 | | | | | $ | 990,053 | | | | | $ | 872,439 | |

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

When testing goodwill for impairment, the Company has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the estimated fair value of a reporting unit is less than its carrying amount.

If the Company performs a qualitative assessment and determines that an impairment is more likely than not, then performance of a quantitative impairment test is required.

In conducting a qualitative assessment, the Company analyzes actual and forecasted net sales and selling profit for each reporting unit, as well as historical performance and the results of prior quantitative tests performed.

Additionally, the Company assesses critical areas that may impact its business, including macroeconomic conditions, industry and market conditions, cost factors, or any relevant events and factors that may impact projected financial results.

During the fourth quarter of 2022, the Company completed its annual goodwill impairment tests and elected to perform a qualitative assessment.

The Company completed its required annual indefinite-lived intangibles impairment test as of October 1, 2022 and determined that the carrying values of certain of the Company's trademarks and trade names with indefinite lives were impaired as a result of higher discount rates driven by higher interest rates.

As a result, during the fourth quarter of 2022, the Company recorded an immaterial non-cash impairment charge related to certain of the Company's trade names.

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

assessed are probable.

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

| Basic shares | | | 230,208 | | | | | | 230,955 | | | | | | 229,435 | | |

| Diluted shares | | | 231,536 | | | | | | 232,813 | | | | | | 231,150 | | |

The calculation of diluted earnings per share for 2022 excluded an immaterial number of stock options because the exercise prices of these stock options exceeded the average market price of the Company’s common shares, and the effect of their inclusion would have been antidilutive.

There were no antidilutive shares in 2021 and 2020.

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

| | | | 2022 | | | | | | 2021 | | |

| United States | | | $ | 2,171,684 | | | | | $ | 982,579 | | | | | $ | 3,154,263 | |

| United Kingdom | | | 92,668 | | | | | | 117,788 | | | | | | 210,456 | | |

| European Union countries | | | 510,052 | | | | | | 420,756 | | | | | | 930,808 | | |

| Asia | | | 1,050,843 | | | | | | 266,011 | | | | | | 1,316,854 | | |

| Other foreign countries | | | 404,106 | | | | | | 134,043 | | | | | | 538,149 | | |

| Total international | | | 2,057,669 | | | | | | 938,598 | | | | | | 2,996,267 | | |

| | | | | | | | | |

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

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

| *Description of the Matter* | | | | | | As described in Note 6 to the consolidated financial statements, the Company completed the acquisition of Abaco Systems, Inc. in April 2021 for consideration of $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 2021. Auditing the Company’s estimated fair value of the acquired intangible assets for the acquisition of 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 indefinite lived intangible asset impairment process. For example, we tested controls over management’s review of the valuation models and significant assumptions, including forecasted financial information, as well as management’s controls to validate that the data used in the valuations was complete and accurate. To test the estimated fair value of the Company’s indefinite lived 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 other assumptions used in prior periods. We also assessed the historical accuracy of management’s forecasts and performed sensitivity analyses of significant assumptions to evaluate the changes in the fair value estimates of the trademarks and trade names that would result from changes in the assumptions. We involved our valuation specialists to assist in evaluating the discount rate, royalty rate and valuation methodologies used by the Company. | | |

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| | | | December 31, | | | | | | | | |

| Proceeds from long-term borrowings | | | — | | | | | | — | | | | | | 100,000 | | |

| Acquisition contingent consideration | | | — | | | | | | — | | | | | | (3,000) | | |

The Company believes that market participants would use a discounted cash flow analysis to determine the fair value of its reporting units in a sale transaction.

The Company’s long-range plan is updated as part of its annual planning process and is reviewed and approved by management.

years.

The Company’s process of providing for income taxes and determining the related balance sheet accounts requires management to assess uncertainties, make judgments regarding outcomes and utilize estimates.

estimates of the Company’s tax assets and liabilities.

In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which simplifies the accounting for income taxes by removing certain exceptions to the general principles in ASC Topic 740.

*Recent Accounting Pronouncement*

The adoption of ASU 2021-08 is not expected to impact the Company’s consolidated results of operations, financial position, cash flows or financial statement disclosures.

The majority of the Company’s revenues on product sales are recognized at a point in time when the customer obtains control of the product.

customer contract based on the relative standalone selling price of each performance obligation to the total standalone value of all the performance obligations.

| | | | 2019 | | | | | | | | | | | | | | |

| United States | | | $ | 1,685,369 | | | | | $ | 998,317 | | | | | $ | 2,683,686 | |

| United Kingdom | | | 64,423 | | | | | | 132,485 | | | | | | 196,908 | | |

| European Union countries | | | 434,072 | | | | | | 392,283 | | | | | | 826,355 | | |

| Asia | | | 773,034 | | | | | | 186,535 | | | | | | 959,569 | | |

| Other foreign countries | | | 365,983 | | | | | | 126,056 | | | | | | 492,039 | | |

| Total international | | | 1,637,512 | | | | | | 837,359 | | | | | | 2,474,871 | | |

| Consolidated net sales | | | $ | 3,322,881 | | | | | $ | 1,835,676 | | | | | $ | 5,158,557 | |

| Aerospace and power | | | 929,294 | | | | | | 491,171 | | | | | | 1,420,465 | | |

| Products transferred at a point in time | | | $ | 2,680,296 | | | | | $ | 1,670,448 | | | | | $ | 4,350,744 | |

| Products and services transferred over time | | | 642,585 | | | | | | 165,228 | | | | | | 807,813 | | |

| | | | Fair Value | | | | | | Fair Value | | |

The following table provides the estimated fair values of the Company’s financial instrument liabilities, for which fair value is measured for disclosure purposes only, compared to the recorded amounts at December 31:

| | | | Recorded Amount | | | | | | Fair Value | | | | | | Recorded Amount | | | | | | Fair Value | | |

| Long-term debt (including current portion) | | | $ | (2,233,705) | | | | | $ | (2,378,930) | | | | | $ | (2,347,587) | | | | | $ | (2,550,956) | |

Short-term borrowings, net are valued as level 2 liabilities as they are corroborated by observable market data.

The Company spent $1,959.2 million in cash, net of cash acquired, to acquire Magnetrol International ("Magnetrol"), Crank Software, and EGS Automation ("EGS") in March 2021, and NSI-MI Technologies ("NSI-MI"), Abaco Systems, Inc. ("Abaco") in April 2021, and Alphasense in November 2021.

| | | | Abaco | | | | | | Other Acquisitions | | | | | | Total | | |

| | | | (in millions) | | | | | | | | | | | | | | |

| Goodwill | | | 739.3 | | | | | | 304.5 | | | | | | 1,043.8 | | |

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: 2021.][added: 2022.]

Such evaluation did not identify any change in the Company’s internal control over financial reporting during the quarter ended December 31, [removed: 2021] [added: 2022] that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

[Table of [removed: Contents](#i5cd52601fddb4c9ab388149ed442df58_7)][added: Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)]

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: 2022] [added: 2023] 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: 2022] [added: 2023] Annual Meeting of Stockholders and is incorporated herein by reference.

Information concerning [removed: compliance with Section 16(a) of] the [removed: Securities Exchange Act] [added: audit committee] of [removed: 1934] [added: the Company] is set forth under the heading [removed: “Delinquent Section 16(a) Reports”] [added: “Committees of the Board”] in the Company’s Proxy Statement for the [removed: 2022] [added: 2023] Annual Meeting of Stockholders and is incorporated herein by reference.

[removed: d)Identification] [added: c)Identification] of the Audit Committee.

Information concerning the audit committee [added: financial experts] of the Company is set forth under the heading “Committees of the Board” in the Company’s Proxy Statement for the [removed: 2022] [added: 2023] Annual Meeting of Stockholders and is incorporated herein by reference.

[removed: e)Audit] [added: d)Audit] Committee Financial Experts.

Information concerning [added: any material changes to] the [removed: audit committee financial experts of] [added: way in which security holders may recommend nominees to] the [removed: Company] [added: Company’s Board of Directors] is set forth under the heading [removed: “Committees of] [added: “Information about] the [removed: Board”] [added: 2024 Annual Meeting”] in the Company’s Proxy Statement for the [removed: 2022] [added: 2023] Annual Meeting of Stockholders and is incorporated herein by reference.

[removed: f)Corporate] [added: e)Corporate] Governance/Nominating Committee.

[removed: g)Code] [added: f)Code] of Ethics for Chief Executive Officer and Senior Financial Officers.

c)Section 16(a) Compliance.

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 2023 Annual Meeting” in the Company’s Proxy Statement for the 2022 Annual Meeting of Stockholders and is incorporated herein by reference.

Information regarding executive compensation, including the “Compensation Discussion and Analysis,” the “Compensation Committee Report,” “Compensation Tables” and “Potential Payments Upon Termination or Change [added: of Control” is set forth under the heading “Executive Compensation” in the Company’s Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.]

[Table of [removed: Contents](#i5cd52601fddb4c9ab388149ed442df58_7)][added: Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)]

of Control” is set forth under the heading “Executive Compensation” in the Company’s Proxy Statement for the 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: 2022] [added: 2023] 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: 2022] [added: 2023] 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: 2022] [added: 2023] Annual Meeting of Stockholders is incorporated herein by reference.

[Table of [removed: Contents](#i5cd52601fddb4c9ab388149ed442df58_7)][added: Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)]

[Table of [removed: Contents](#i5cd52601fddb4c9ab388149ed442df58_7)][added: Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)]

| [removed: 10.19*] [added: 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) | | | [added: Exhibit 10.19 to Form 10-K dated February 22, 2022, SEC File No. 1-12981] | | |

| 21* | | | [Subsidiaries of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/1037868/000103786822000009/ame-20211231xex21.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/1037868/000103786823000012/ame-20221231xex21.htm)] | | | | | |

| 23* | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/1037868/000103786822000009/ame-20211231xex23.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/1037868/000103786823000012/ame-20221231xex23.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/1037868/000103786822000009/ame-20211231xexx311.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1037868/000103786823000012/ame-20221231xexx311.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/1037868/000103786822000009/ame-20211231xexx312.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1037868/000103786823000012/ame-20221231xexx312.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/1037868/000103786822000009/ame-20211231xexx321.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1037868/000103786823000012/ame-20221231xexx321.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/1037868/000103786822000009/ame-20211231xexx322.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1037868/000103786823000012/ame-20221231xexx322.htm)] | | | | | |

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

| 10.35* | | | [Amendment No. 1 to AMETEK Inc. 2020 Omnibus Incentive Compensation Plan](https://www.sec.gov/Archives/edgar/data/1037868/000103786823000012/ex1035amendcompplan2020.htm) | | | | | |

[Table of Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)

| | | | | | | | | |

[Table of [removed: Contents](#i5cd52601fddb4c9ab388149ed442df58_7)][added: Contents](#i04cdc30d9c2845a1b99ad97292b20d73_7)]

| Date : February [removed: 22, 2022] [added: 21, 2023] | | | | | | | | |

| /s/ DAVID A. ZAPICO | | | | | | Chairman of the Board of Directors and Chief Executive Officer (Principal Executive Officer) | | | | | | February [removed: 22, 2022] [added: 21, 2023] | | |

| /s/ WILLIAM J. BURKE | | | | | | Executive Vice President – Chief Financial Officer (Principal Financial Officer) | | | | | | February [removed: 22, 2022] [added: 21, 2023] | | |

| /s/ THOMAS M. MONTGOMERY | | | | | | Senior Vice President – Comptroller (Principal Accounting Officer) | | | | | | February [removed: 22, 2022] [added: 21, 2023] | | |

| /s/ THOMAS A. AMATO | | | | | | Director | | | | | | February [removed: 22, 2022] [added: 21, 2023] | | |

| /s/ TOD E. CARPENTER | | | | | | Director | | | | | | February [removed: 22, 2022] [added: 21, 2023] | | |

| /s/ ANTHONY J. CONTI | | | | | | Director | | | | | | February [removed: 22, 2022] [added: 21, 2023] | | |

| /s/ STEVEN W. KOHLHAGEN | | | | | | Director | | | | | | February [removed: 22, 2022] [added: 21, 2023] | | |

| /s/ GRETCHEN W. MCCLAIN | | | | | | Director | | | | | | February [removed: 22, 2022] [added: 21, 2023] | | |

| /s/ KARLEEN M. OBERTON | | | | | | Director | | | | | | February [removed: 22, 2022] [added: 21, 2023] | | |

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

| /s/ DEAN SEAVERS | | | | | | Director | | | | | | February 21, 2023 | | |

| Dean Seavers | | | | | | | | | | | | | | |

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

| /s/ SUZANNE L. STEFANY | | | | | | Director | | | | | | February 21, 2023 | | |

| Suzanne L. Stefany | | | | | | | | | | | | | | |