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 June 30, 2023

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

Image1.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 July 18, 2023 was 139,873,825.

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 six months ended June 30, 2023 and 20221
Condensed Consolidated Statements of Comprehensive Earnings for the three and six months ended June 30, 2023 and 20222
Condensed Consolidated Balance Sheets at June 30, 2023 and December 31, 20223
Condensed Consolidated Statements of Stockholders’ Equity for the three and six months ended June 30, 2023 and 20224
Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2023 and 20226
Note 1 — Basis of Presentation7
Note 2 — Revenue7
Note 3 — Acquisitions8
Note 4 — Inventories, net8
Note 5 — Property, Plant and Equipment, net9
Note 6 — Credit Losses9
Note 7 — Goodwill and Other Intangible Assets9
Note 8 — Restructuring Activities10
Note 9 — Borrowings11
Note 10 — Financial Instruments12
Note 11 — Income Taxes14
Note 12 — Equity Incentive Program14
Note 13 — Commitments and Contingent Liabilities15
Note 14 — Other Comprehensive Earnings16
Note 15 — Segment Information17
Note 16 — Share Repurchases19
Note 17 — Earnings per Share19
Note 18 — Recent Accounting Pronouncements20
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations21
Item 3.Quantitative and Qualitative Disclosures About Market Risk41
Item 4.Controls and Procedures42
PART II — OTHER INFORMATION
Item 1.Legal Proceedings43
Item 1A.Risk Factors43
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds43
Item 3.Defaults Upon Senior Securities43
Item 4.Mine Safety Disclosures43
Item 5.Other Information43
Item 6.Exhibits44
SIGNATURES45

Next: Item 1. Financial Statements