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Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2022

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT

OF 1934

For the transition period from to

Commission File Number: 1-4018

dov-20220930_g1.jpg

(Exact name of registrant as specified in its charter)

Delaware53-0257888
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
3005 Highland Parkway
Downers Grove, Illinois60515
(Address of principal executive offices)(Zip Code)

(630) 541-1540

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common StockDOVNew York Stock Exchange
1.250% Notes due 2026DOV 26New York Stock Exchange
0.750% Notes due 2027DOV 27New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☑ No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☑ No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12-b-2 of the Exchange Act .

Large Accelerated Filer☑Accelerated Filer☐Emerging Growth Company☐
Non-Accelerated Filer☐Smaller Reporting Company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

The number of shares outstanding of the Registrant’s common stock as of October 13, 2022 was 140,353,950.

Dover Corporation

Form 10-Q

Table of Contents

PART I — FINANCIAL INFORMATIONPage
Item 1.Financial Statements (unaudited)
Condensed Consolidated Statements of Earnings for the three and nine months ended September 30, 2022 and 20211
Condensed Consolidated Statements of Comprehensive Earnings for the three and nine months ended September 30, 2022 and 20212
Condensed Consolidated Balance Sheets at September 30, 2022 and December 31, 20213
Condensed Consolidated Statements of Stockholders’ Equity for the three and nine months ended September 30, 2022 and 20214
Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2022 and 20216
Note 1 — Basis of Presentation7
Note 2 — Revenue7
Note 3 — Acquisitions8
Note 4 — Inventories, net11
Note 5 — Property, Plant and Equipment, net11
Note 6 — Credit Losses11
Note 7 — Goodwill and Other Intangible Assets12
Note 8 — Restructuring Activities13
Note 9 — Borrowings14
Note 10 — Financial Instruments15
Note 11 — Income Taxes17
Note 12 — Equity Incentive Program17
Note 13 — Commitments and Contingent Liabilities18
Note 14 — Employee Benefit Plans19
Note 15 — Other Comprehensive Earnings20
Note 16 — Segment Information20
Note 17 — Share Repurchases23
Note 18 — Earnings per Share24
Note 19 — Recent Accounting Pronouncements24
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations25
Item 3.Quantitative and Qualitative Disclosures About Market Risk46
Item 4.Controls and Procedures46
PART II — OTHER INFORMATION
Item 1.Legal Proceedings47
Item 1A.Risk Factors47
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds47
Item 3.Defaults Upon Senior Securities47
Item 4.Mine Safety Disclosures47
Item 5.Other Information48
Item 6.Exhibits49
SIGNATURES50

Next: Item 1. Financial Statements