Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Refer to the section below entitled "Special Note Regarding Forward-Looking Statements" for a discussion of factors that could cause our actual results to differ from the forward-looking statements contained below and throughout this quarterly report.

Throughout this Management’s Discussion and Analysis of Financial Condition and Results of Operations ("MD&A"), we refer to measures used by management to evaluate performance, including a number of financial measures that are not defined under accounting principles generally accepted in the United States of America ("GAAP"). Please see "Non-GAAP Disclosures" at the end of this Item 2 for further detail on these financial measures. We believe these measures provide investors with important information that is useful in understanding our business results and trends. Reconciliations within this MD&A provide more details on the use and derivation of these measures.

OVERVIEW

Dover is a diversified global manufacturer and solutions provider delivering innovative equipment and components, consumable supplies, aftermarket parts, software and digital solutions, and support services through five operating segments: Engineered Products, Clean Energy & Fueling, Imaging & Identification, Pumps & Process Solutions, and Climate & Sustainability Technologies. The Company's entrepreneurial business model encourages, promotes and fosters deep customer engagement and collaboration, which has led to Dover's well-established and valued reputation for providing superior customer service and industry-leading product innovation. Unless the context indicates otherwise, references herein to "Dover," "the Company," and words such as "we," "us," or "our" include Dover Corporation and its consolidated subsidiaries.

Dover's five operating segments are as follows:

• Our Engineered Products segment provides a wide range of equipment, components, software, solutions and services to the vehicle aftermarket, aerospace and defense, industrial winch and hoist, and fluid dispensing end-markets.

• Our Clean Energy & Fueling segment provides components, equipment, software solutions and services enabling safe and reliable storage, transport and dispensing of traditional and clean fuels (including liquefied natural gas, hydrogen, and electric vehicle charging), cryogenic gases, and other hazardous substances along the supply chain, and safe and efficient operation of convenience retail, retail fueling and vehicle wash establishments.

• Our Imaging & Identification segment supplies precision marking and coding, product traceability, brand protection and digital textile printing equipment, as well as related consumables, software and services to the global packaged and consumer goods, pharmaceutical, industrial manufacturing, textile and other end-markets.

• Our Pumps & Process Solutions segment manufactures specialty pumps and flow meters, fluid transfer connectors, highly engineered precision components, instruments and digital controls for rotating and reciprocating machines, polymer processing equipment, and measurement, inspection, and control technologies, serving single-use biopharmaceutical production, diversified industrial manufacturing applications, chemical production, plastics and polymer processing, midstream and downstream oil and gas, clean energy markets, thermal management, wire and cable, food and beverage, semiconductor production and medical applications and other end-markets.

• Our Climate & Sustainability Technologies segment is a provider of innovative and energy-efficient equipment, components, solutions, services and parts for the commercial refrigeration, heating and cooling and beverage can-making equipment end-markets.

In the second quarter of 2025, revenue was $2.0 billion, which increased $100.8 million, or 5.2%, as compared to the second quarter of 2024. This increase was driven by acquisition-related revenue growth of 3.0%, a favorable impact from foreign currency translation of 1.3% and organic revenue growth of 0.9%. The acquisition-related growth was driven by our acquisitions in the Clean Energy & Fueling and Pumps & Process Solutions segments.

The 0.9% organic revenue growth for the second quarter of 2025 was driven by our Clean Energy & Fueling and Pumps & Process Solutions segments which grew 8.0% and 3.9%, respectively. The growth was partially offset by the Climate & Sustainability Technologies and Engineered Products segments which declined 5.6% and 5.1%, respectively. For further information, see "Segment Results of Operations" within this Item 2.

From a geographic perspective, organic revenue for the U.S., our largest market, increased 3.9% in the second quarter of 2025 compared to the prior year comparable quarter, driven by increased organic revenue in the Clean Energy & Fueling and Pumps & Process Solutions segments. Organic revenue increased for Europe by 0.2%, and decreased for Other Americas and Asia by 19.3%, and 0.6%, respectively.

Bookings were $2.0 billion for the three months ended June 30, 2025, an increase of $131.2 million or 7.0% compared to the prior year comparable quarter. The bookings growth was primarily driven by strong bookings in the Clean Energy & Fueling and Pumps & Process Solutions segments.

Restructuring and other costs for the three months ended June 30, 2025 were $23.2 million, which included restructuring charges of $13.5 million and other costs of $9.7 million. Restructuring and other costs were primarily related to exit costs and headcount reductions in the Climate & Sustainability Technologies, Clean Energy & Fueling, and Pumps & Process Solutions and segments. For further discussion related to our restructuring and other costs, see "Restructuring and Other Costs (Benefits)," within this Item 2.

During the three months ended June 30, 2025, the Company completed two business acquisitions for approximately $629.6 million, subject to post-closing adjustments. See Note 3 — Acquisitions in the condensed consolidated financial statements in Item 1 of this Form 10-Q for further details.

CONSOLIDATED RESULTS OF OPERATIONS

			Three Months Ended June 30,																		Six Months Ended June 30,
(dollars in thousands, except per share figures)			2025						2024						% / Point Change						2025						2024						% / Point Change
Revenue			$	2,049,592					$	1,948,782					5.2		%				$	3,915,651					$	3,832,501					2.2		%
Cost of goods and services			1,231,330						1,196,259						2.9		%				2,351,889						2,382,791						(1.3)		%
Gross profit			818,262						752,523						8.7		%				1,563,762						1,449,710						7.9		%
Gross profit margin			39.9		%				38.6		%				1.3						39.9		%				37.8		%				2.1
Selling, general and administrative expenses			463,665						429,055						8.1		%				912,856						872,036						4.7		%
Selling, general and administrative expenses as a percent of revenue			22.6		%				22.0		%				0.6						23.3		%				22.8		%				0.5
Operating earnings			354,597						323,468						9.6		%				650,906						577,674						12.7		%
Interest expense			26,791						32,374						(17.2)		%				54,399						68,739						(20.9)		%
Interest income			(17,935)						(4,081)						339.5		%				(38,189)						(8,837)						332.1		%
(Gain) loss on dispositions			(2,176)						663						nm*						(4,644)						(529,280)						nm*
Other income, net			(4,180)						(12,845)						nm*						(8,138)						(19,984)						nm*
Earnings before provision for income taxes			352,097						307,357						14.6		%				647,478						1,067,036						(39.3)		%
Provision for income taxes			71,967						60,770						18.4		%				128,107						218,347						(41.3)		%
Effective tax rate			20.4		%				19.8		%				0.6						19.8		%				20.5		%				(0.7)
Earnings from continuing operations			280,130						246,587						13.6		%				$	519,371					$	848,689					(38.8)		%
(Loss) earnings from discontinued operations, net			(1,066)						35,235						nm*						(9,486)						65,354						nm*
Net earnings			$	279,064					$	281,822					(1.0)		%				$	509,885					$	914,043					(44.2)		%
Earnings per common share from continuing operations - diluted			$	2.03					$	1.78					14.0		%				$	3.76					$	6.10					(38.4)		%

• nm - not meaningful

Revenue

Revenue for the three months ended June 30, 2025 increased $100.8 million, or 5.2%, from the prior year comparable quarter. The increase in revenue was driven by acquisition-related growth of 3.0%, primarily in our Clean Energy & Fueling and Pumps & Process Solutions segments, a favorable impact from foreign currency translation of 1.3% and organic revenue growth of 0.9%. Customer pricing favorably impacted revenue by approximately 1.9% in the second quarter of 2025 and by 1.7% in the prior year comparable quarter.

Revenue for the six months ended June 30, 2025 increased $83.2 million, or 2.2%, from the prior year comparable period. The increase in revenue was driven by acquisition-related growth of 2.7%, primarily in our Clean Energy & Fueling and Pumps & Process Solutions segments, organic revenue growth of 0.7% and a favorable impact from foreign currency translation of 0.1%. This increase was partially offset by a disposition-related decline of 1.3%. Customer pricing favorably impacted revenue by approximately 1.6% for the six months ended June 30, 2025 and 2024.

Gross Profit

Gross profit for the three months ended June 30, 2025 increased $65.7 million, or 8.7%, and gross profit margin increased 130 basis points to 39.9%, versus the prior year comparable quarter. The gross profit margin increase was driven by productivity initiatives, favorable portfolio mix, and benefits from restructuring actions.

Gross profit for the six months ended June 30, 2025 increased $114.1 million, or 7.9%, and gross profit margin increased by 210 basis points to 39.9%, from the prior year comparable period. Gross profit margin increased driven by productivity initiatives, favorable portfolio mix, and benefits from restructuring actions.

Selling, General and Administrative Expenses

Selling, general and administrative expenses for the three months ended June 30, 2025 increased $34.6 million, or 8.1%, from the prior year comparable quarter, primarily due to increases in employee compensation and benefits, acquisition-related amortization expense, and an unfavorable impact from foreign currency translation. As a percentage of revenue, selling, general and administrative expenses increased 60 basis points as compared to the prior year comparable quarter to 22.6%.

Selling, general and administrative expenses for the six months ended June 30, 2025 increased $40.8 million, or 4.7%, from the prior year comparable period, primarily driven by increased employee compensation and benefits and acquisition-related amortization costs, partially offset by lower restructuring costs. Selling, general and administrative expenses as a percentage of revenue increased 50 basis points as compared to the prior year comparable period to 23.3%.

Research and development costs, including qualifying engineering costs, are expensed when incurred and amounted to $40.8 million and $36.4 million for the three months ended June 30, 2025 and 2024, and $78.3 million and $72.5 million, for the six months ended June 30, 2025 and 2024. The costs as a percentage of revenue is 2.0% for both the three and six months ended June 30, 2025 and 1.9% for both the three and six months ended June 30, 2024.

Non-Operating Items

Interest Expense, net

For the three and six months ended June 30, 2025, interest expense, net of interest income, decreased $19.4 million, or 68.7%, to $8.9 million and $43.7 million or 72.9%, to $16.2 million, respectively compared to the prior year comparable period. The decreases were primarily due to higher interest income generated by the investment of proceeds from the sale of ESG held in highly liquid short-term investments and reduced interest expense resulting from a lack of commercial paper borrowings.

Gain on Dispositions

Gain on dispositions amounted to $2.2 million and $4.6 million for the three and six months June 30, 2025 and a loss of $0.7 million and a gain of $529.3 million for the three and six months ended June 30, 2024, respectively. The 2024 gain on disposition was driven by the sale of the De-Sta-Co business on March 31, 2024. See Note 4 — Discontinued and Disposed Operations in the condensed consolidated financial statements in Item 1 of this Form 10-Q for additional details.

Income Taxes

The effective tax rates for the three months ended June 30, 2025 and 2024 were 20.4% and 19.8%, respectively. The increase in the effective tax rate for the three months ended June 30, 2025 relative to the prior year comparable quarter was primarily driven by a prior year valuation allowance release.

The effective tax rates for the six months ended June 30, 2025 and 2024 were 19.8% and 20.5%, respectively. The decrease in the effective tax rate for the six months ended June 30, 2025 relative to the prior year comparable quarter was primarily driven by a gain on disposition in the prior year.

On July 4, 2025, the One Big Beautiful Bill was enacted into law, introducing changes to the U.S. tax code. The Company is currently evaluating the various provisions, but does not expect this to have a material impact on our effective tax rate.

The Company is continuing to monitor the changes in tax laws resulting from the Organization for Economic Cooperation and Development’s multi-jurisdictional plan of action to address base erosion and profit shifting. We do not expect this to have a material impact on our effective tax rate.

See Note 12 — Income Taxes in the condensed consolidated financial statements in Item 1 of this Form 10-Q for additional details.

Earnings from Continuing Operations

Earnings from continuing operations for the three months ended June 30, 2025 increased 13.6% to $280.1 million, or $2.03 diluted earnings per share from continuing operations, from $246.6 million, or $1.78 diluted earnings per share from continuing operations, in the prior year comparable quarter. The increase in earnings from continuing operations is primarily driven by acquisition-related and organic revenue growth primarily in our Clean Energy & Fueling and Pumps & Process Solutions segments and higher margin resulting from favorable mix, productivity initiatives and benefits from restructuring actions.

Earnings from continuing operations for the six months ended June 30, 2025 decreased 38.8% to $519.4 million, or $3.76 diluted earnings per share from continuing operations, from $848.7 million, or $6.10 diluted earnings per share from continuing operations, in the prior year comparable period. The decrease in earnings from continuing operations is primarily due to the after-tax gain on disposition of De-Sta-Co of $414.5 million in the prior year, partially offset by higher operating earnings in the current period.

Discontinued Operations

Loss from discontinued operations, net for the three and six months ended June 30, 2025 amounted to $1.1 million and $9.5 million, respectively. Earnings from discontinued operations, net for the three and six months ended June 30, 2024 amounted to $35.2 million and $65.4 million, respectively. The Company completed the sale of ESG on October 8, 2024. See Note 4 — Discontinued and Disposed Operations in the condensed consolidated financial statements in Item 1 of this Form 10-Q for additional details.

SEGMENT RESULTS OF OPERATIONS

The summary that follows provides a discussion of the results of operations of each of our five reportable operating segments (Engineered Products, Clean Energy & Fueling, Imaging & Identification, Pumps & Process Solutions, and Climate & Sustainability Technologies). Each of these segments is comprised of various product and service offerings that serve multiple markets. We evaluate our operating segment performance based on segment earnings as defined in Note 16 — Segment Information in the condensed consolidated financial statements in Item 1 of this Form 10-Q.

We report organic revenue growth, which excludes the impact of foreign currency exchange rates and the impact of acquisitions and divestitures. See "Non-GAAP Disclosures" at the end of this Item 2.

Additionally, we use the following operational metrics in monitoring the performance of the business. We believe the operational metrics are useful to investors and other users of our financial information in assessing the performance of our segments:

• Bookings represent total orders received from customers in the current reporting period and exclude de-bookings related to orders received in prior periods, if any. This metric is an important measure of performance and an indicator of order trends.

• Book-to-bill is a ratio of the amount of bookings received from customers during a period divided by the amount of revenue recorded during that same period. This metric is a useful indicator of demand.

Engineered Products

Our Engineered Products segment provides a wide range of equipment, components, software, solutions and services to the vehicle aftermarket, aerospace and defense, industrial winch and hoist, and fluid dispensing end-markets.

						Three Months Ended June 30,																		Six Months Ended June 30,
(dollars in thousands)						2025						2024						% Change						2025						2024						% Change
Revenue						$	275,944					$	285,297					(3.3)		%				$	530,590					$	618,117					(14.2)		%
Segment earnings						$	53,511					$	52,095					2.7		%				$	97,625					$	114,627					(14.8)		%
Segment earnings margin						19.4 %						18.3 %												18.4 %						18.5 %
Operational metrics:
Bookings						$	276,571					$	280,542					(1.4)		%				$	541,109					$	610,467					(11.4)		%
Components of revenue decline:
Organic decline																		(5.1)		%																(6.7)		%
Acquisitions																		0.7		%																0.6		%
Dispositions																		—		%																(8.3)		%
Foreign currency translation																		1.1		%																0.2		%
Total revenue decline																		(3.3)		%																(14.2)		%

Second Quarter 2025 Compared to the Second Quarter 2024

Engineered Products revenue for the second quarter of 2025 decreased $9.4 million, or 3.3%, as compared to the second quarter of 2024, due to organic decline of 5.1%, partially offset by a favorable impact from foreign currency translation of 1.1% and acquisition-related growth of 0.7%. Acquisition-related growth was driven by the acquisition of Criteria Labs, Inc. in the third quarter of 2024. Customer pricing favorably impacted revenue by approximately 3.0% in the second quarter of 2025 and 0.3% in the prior year comparable quarter.

The organic revenue decline was primarily due to lower volumes in our vehicle service business, partially offset by pricing actions and favorable demand trends in our industrial winch and hoist businesses. We expect continued sequential performance improvement and organic growth in the second half of the year due to solid demand trends in several of our key end markets, most notably in our aerospace and defense business, as well as improving dynamics in vehicle service business demand.

Engineered Products segment earnings increased $1.4 million, or 2.7%, compared to the second quarter of 2024. The increase was primarily driven by favorable price versus cost dynamics and benefits from restructuring actions, partially offset by the negative impact from lower volumes in vehicle service. Segment earnings margin increased to 19.4% from 18.3% as compared to the prior year comparable quarter.

Overall bookings decreased 1.4% as compared to the prior year comparable quarter. The bookings decline was due to reduced demand in our vehicle service business, partially offset by strength in aerospace and defense. Segment book-to-bill was 1.00.

Six Months Ended June 30, 2025 Compared to the Six Months Ended June 30, 2024

Engineered Products revenue for the six months ended June 30, 2025 decreased $87.5 million, or 14.2%, compared to the prior year comparable period. This was comprised of a disposition-related decline of 8.3% and an organic revenue decline of 6.7%, partially offset by acquisition-related growth of 0.6% and a favorable impact from foreign currency translation of 0.2%. The organic revenue decline was primarily due to lower volumes in our vehicle service business. Customer pricing favorably impacted revenue by approximately 2.1% and by 0.6% in the prior year comparable period.

Segment earnings for the six months ended June 30, 2025 decreased $17.0 million, or 14.8%, as compared to the 2024 comparable period. The decrease was primarily due to the divestiture of De-Sta-Co and lower volumes in vehicle service, partially offset by favorable price versus cost dynamics and the benefit of restructuring actions. Segment earnings margin decreased to 18.4% from 18.5% as compared to the prior year comparable period.

Clean Energy & Fueling

Our Clean Energy & Fueling segment provides components, equipment, software solutions and services enabling safe and reliable storage, transport and dispensing of traditional and clean fuels (including liquefied natural gas, hydrogen, and electric vehicle charging), cryogenic gases, and other hazardous substances along the supply chain, and safe and efficient operation of convenience retail, retail fueling and vehicle wash establishments.

						Three Months Ended June 30,																		Six Months Ended June 30,
(dollars in thousands)						2025						2024						% Change						2025						2024						% Change
Revenue						$	546,097					$	463,014					17.9		%				$	1,037,245					$	908,067					14.2		%
Segment earnings						$	107,771					$	87,536					23.1		%				$	193,415					$	157,211					23.0		%
Segment earnings margin						19.7 %						18.9 %												18.6 %						17.3 %
Operational metrics:
Bookings						$	526,819					$	442,086					19.2		%				$	1,070,678					$	913,696					17.2		%
Components of revenue growth:
Organic growth																		8.0		%																5.0		%
Acquisitions																		9.1		%																9.2		%
Foreign currency translation																		0.8		%																—		%
Total revenue growth																		17.9		%																14.2		%

Second Quarter 2025 Compared to the Second Quarter 2024

Clean Energy & Fueling revenue for the second quarter of 2025 increased $83.1 million, or 17.9%, as compared to the second quarter of 2024, driven by acquisition-related growth of 9.1%, organic growth of 8.0% and a favorable foreign currency translation impact of 0.8%. Acquisition-related growth was primarily driven by the acquisition of Marshall Excelsior Company in the third quarter of 2024. Customer pricing favorably impacted revenue in the second quarter of 2025 by approximately 1.7% and by 3.2% in the prior year comparable quarter.

The organic revenue growth was primarily driven by pricing actions and favorable demand trends in our above and below-ground retail fueling, fluid transport, and clean energy components businesses. We expect demand conditions to remain constructive across end markets in the second half of the year.

Clean Energy & Fueling segment earnings increased $20.2 million, or 23.1%, over the prior year comparable quarter. The increase was primarily driven by higher volumes, pricing, the favorable impact from acquisitions and benefits from restructuring actions, partially offset by inflationary costs. Segment earnings margin increased to 19.7% from 18.9% as compared to prior year comparable quarter.

Overall bookings increased 19.2% as compared to the prior year comparable quarter. The bookings growth was primarily driven by acquisition-related growth in clean energy platforms and demand in North America above and below-ground retail fueling equipment. Segment book-to-bill was 0.96.

Six Months Ended June 30, 2025 Compared to the Six Months Ended June 30, 2024

Clean Energy & Fueling segment revenue increased $129.2 million, or 14.2%, as compared to the six months ended June 30, 2024, attributable to acquisition-related growth of 9.2% and organic growth of 5.0%. Organic revenue growth was driven by pricing actions and strong demand in our above and below-ground retail fueling, fluid transport, and clean energy components businesses. Customer pricing favorably impacted revenue by approximately 1.5% and by approximately 3.0% in the prior year comparable period.

Clean Energy & Fueling segment earnings increased $36.2 million or 23.0%, for the six months ended June 30, 2025. The increase was primarily driven by volume growth, pricing, the favorable impact from acquisitions and benefits from restructuring actions, partially offset by inflationary costs. Segment earnings margin increased to 18.6% from 17.3% in the prior year comparable period.

Imaging & Identification

Our Imaging & Identification segment supplies precision marking and coding, product traceability, brand protection and digital textile printing equipment, as well as related consumables, software and services to the global packaged and consumer goods, pharmaceutical, industrial manufacturing, textile and other end-markets.

						Three Months Ended June 30,																		Six Months Ended June 30,
(dollars in thousands)						2025						2024						% Change						2025						2024						% Change
Revenue						$	292,009					$	287,593					1.5		%				$	572,099					$	564,399					1.4		%
Segment earnings						$	76,937					$	75,786					1.5		%				$	154,512					$	145,745					6.0		%
Segment earnings margin						26.3 %						26.4 %												27.0 %						25.8 %
Operational metrics:
Bookings						$	292,092					$	288,641					1.2		%				$	580,261					$	567,074					2.3		%
Components of revenue growth:
Organic growth																		—		%																1.9		%
Acquisitions																		—		%																0.1		%
Foreign currency translation																		1.5		%																(0.6)		%
Total revenue growth																		1.5		%																1.4		%

Second Quarter 2025 Compared to the Second Quarter 2024

Imaging & Identification revenue for the second quarter of 2025 increased $4.4 million, or 1.5%, as compared to the second quarter of 2024, driven by a favorable impact from foreign currency translation of 1.5% with organic revenue remaining flat. Customer pricing favorably impacted revenue in the second quarter of 2025 by approximately 4.1% and by approximately 2.8% in the prior year comparable quarter.

Organic revenue remained flat as growth in core marking and coding was offset by lower demand in digital textile printing. We expect revenue growth in the second half of the year driven by pricing and increased demand in our marking and coding business, as well as in serialization software.

Imaging & Identification segment earnings increased $1.2 million, or 1.5%, over the prior year comparable quarter. The increase was primarily driven by favorable price versus cost dynamics and productivity initiatives, partially offset by reduced volumes. Segment earnings margin decreased to 26.3% from 26.4% in the prior year comparable quarter.

Overall bookings increased 1.2% as compared to the prior year comparable quarter. The bookings growth was primarily driven by our marking and coding and serialization software businesses. Segment book-to-bill was 1.00.

Six Months Ended June 30, 2025 Compared to the Six Months Ended June 30, 2024

Imaging & Identification segment revenue increased $7.7 million, or 1.4%, as compared to the six months ended June 30, 2024, attributable to organic growth of 1.9% and acquisition-related growth of 0.1%, partially offset by an unfavorable impact from foreign currency translation of 0.6%. The organic revenue growth was primarily driven by pricing actions and increased demand increased demand for core marking and coding equipment, partially offset by reduced demand in digital textile printing. Customer pricing favorably impacted revenue by approximately 3.2% in the first half of 2025 and in the prior year comparable period.

Imaging & Identification segment earnings increased $8.8 million, or 6.0%, for the six months ended June 30, 2025 over the prior year comparable period. The increase was primarily driven by favorable price versus cost dynamics and productivity initiatives. Segment earnings margin increased to 27.0% from 25.8% in the prior year comparable period.

Pumps & Process Solutions

Our Pumps & Process Solutions segment manufactures specialty pumps and flow meters, fluid transfer connectors, highly engineered precision components, instruments and digital controls for rotating and reciprocating machines, polymer processing equipment, and measurement, inspection, and control technologies, serving single-use biopharmaceutical production, diversified industrial manufacturing applications, chemical production, plastics and polymer processing, midstream and downstream oil and gas, clean energy markets, thermal management, wire and cable, food and beverage, semiconductor production and medical applications and other end-markets.

						Three Months Ended June 30,																		Six Months Ended June 30,
(dollars in thousands)						2025						2024						% Change						2025						2024						% Change
Revenue						$	520,554					$	477,239					9.1		%				$	1,014,127					$	942,968					7.5		%
Segment earnings						$	159,504					$	137,217					16.2		%				$	310,779					$	255,954					21.4		%
Segment earnings margin						30.6 %						28.8 %												30.6 %						27.1 %
Operational metrics:
Bookings						$	530,158					$	461,426					14.9		%				$	1,029,445					$	935,058					10.1		%
Components of revenue growth:
Organic growth																		3.9		%																5.2		%
Acquisitions																		2.8		%																1.6		%
Foreign currency translation																		2.4		%																0.7		%
Total revenue growth																		9.1		%																7.5		%

Second Quarter 2025 Compared to the Second Quarter 2024

Pumps & Process Solutions revenue for the second quarter of 2025 increased $43.3 million, or 9.1%, as compared to the second quarter of 2024, driven by organic growth of 3.9%, acquisition-related growth of 2.8% and a favorable impact from foreign currency translation of 2.4%. Acquisition-related growth was driven by the acquisitions of Cryogenic Machinery Corp. ("Cryo-Mach") in the first quarter of 2025 and Sikora AG ("Sikora") in the second quarter of 2025. Customer pricing favorably impacted revenue in the second quarter of 2025 by approximately 1.7% and by approximately 1.8% in the prior year comparable quarter.

The organic revenue growth was primarily driven by robust demand for single-use biopharma components, thermal connectors used in liquid cooling of data centers, and digital controls for midstream natural gas compression, as well as solid performance in industrial pumps, partially offset by anticipated revenue declines in our plastics and polymer processing solutions business as customers shift focus to optimizing the significant capacity investments made over the last several years. We expect continued growth in the second half of the year supported by demand trends in several of our businesses and an improving outlook in polymer processing equipment.

Pumps & Process Solutions segment earnings increased $22.3 million, or 16.2%, over the prior year comparable quarter. The increase was driven by the favorable impact from higher volumes, productivity initiatives, favorable portfolio mix and the impact from acquisitions. Segment earnings margin increased to 30.6% from 28.8% in the prior year comparable quarter.

Overall bookings increased 14.9% as compared to the prior year comparable quarter. The bookings growth was primarily driven by positive demand trends in biopharmaceutical end market and growth in high performance computing and data center application demand. Segment book-to-bill was 1.02.

Six Months Ended June 30, 2025 Compared to the Six Months Ended June 30, 2024

Pumps & Process Solutions segment revenue increased $71.2 million, or 7.5%, as compared to the six months ended June 30, 2024, attributable to organic growth of 5.2%, acquisition-related growth of 1.6% for the acquisitions of Cryo-Mach and Sikora AG, and a favorable impact from foreign currency translation of 0.7%.

The organic growth was primarily driven by single-use biopharma components, thermal connectors used in liquid cooling of data centers, and digital controls for midstream natural gas compression, together with solid performance in precision components and industrial pumps, partially offset by expected declines in our polymer processing equipment business. Customer pricing favorably impacted revenue by approximately 1.5% and by approximately 1.6% in the prior year comparable period.

Pumps & Process Solutions segment earnings increased $54.8 million, or 21.4%, for the six months ended June 30, 2025 over the prior year comparable period. The increase was driven by the impact of higher volumes, favorable portfolio mix, the impact from acquisitions and productivity initiatives. Segment earnings margin increased to 30.6% from 27.1% from the prior year comparable period.

Climate & Sustainability Technologies

Our Climate & Sustainability Technologies segment is a provider of innovative and energy-efficient equipment, components, solutions, services and parts for the commercial refrigeration, heating and cooling and beverage can-making equipment end-markets.

						Three Months Ended June 30,																		Six Months Ended June 30,
(dollars in thousands)						2025						2024						% Change						2025						2024						% Change
Revenue						$	416,151					$	436,706					(4.7)		%				$	764,039					$	800,998					(4.6)		%
Segment earnings						$	77,262					$	79,127					(2.4)		%				$	129,381					$	129,886					(0.4)		%
Segment earnings margin						18.6 %						18.1 %												16.9 %						16.2 %
Operational metrics:
Bookings						$	384,246					$	406,269					(5.4)		%				$	779,869					$	859,355					(9.2)		%
Components of revenue decline:
Organic decline																		(5.6)		%																(4.8)		%
Foreign currency translation																		0.9		%																0.2		%
Total revenue decline																		(4.7)		%																(4.6)		%

Second Quarter 2025 Compared to the Second Quarter 2024

Climate & Sustainability Technologies revenue decreased $20.6 million, or 4.7%, as compared to the second quarter of 2024, due to an organic revenue decline of 5.6%, partially offset by a favorable impact from foreign currency translation of 0.9%. Customer pricing favorably impacted revenue in the second quarter of 2025 by approximately 0.2% and by approximately 0.3% in the prior year comparable quarter.

The organic revenue decline was primarily due to project timing in retail refrigeration, partially offset by continued strong demand for low-GWP CO2 refrigerant systems, and improving demand in beverage can-making and across heat exchanger applications. We expect improvement as we move through 2025, as solid demand in CO2 refrigerant systems continues, demand for heat exchangers in data center cooling applications accelerates, and demand headwinds in both beverage can-making equipment and European residential heat pumps abate.

Climate & Sustainability Technologies segment earnings decreased $1.9 million, or 2.4%, as compared to the second quarter of 2024. The segment earnings decrease was primarily due to the unfavorable impact from lower volumes, partially offset by productivity initiatives and the favorable mix impact from CO2 refrigerant systems growth in retail refrigeration. Segment earnings margin increased to 18.6% from 18.1% in the prior year comparable quarter.

Bookings in the second quarter of 2025 decreased 5.4% from the prior year comparable quarter. The bookings decline was primarily due to order timing in retail refrigeration, partially offset by favorable heat exchanger demand trends and higher beverage can-making bookings. Segment book-to-bill was 0.92.

Six Months Ended June 30, 2025 Compared to the Six Months Ended June 30, 2024

Climate & Sustainability Technologies segment revenue decreased $37.0 million, or 4.6%, compared to the six months ended June 30, 2024, reflecting an organic revenue decline of 4.8%, partially offset by a favorable foreign currency translation impact of 0.2%. The organic revenue decline for the six months ended June 30, 2025 was due to project timing in retail refrigeration, partially offset by continued strong demand for low-GWP CO2 refrigerant systems, and improving demand across beverage can-making and heat exchanger applications. Customer pricing favorably impacted revenue by approximately 0.2%, and unfavorably impacted revenue by approximately 0.2% in the prior year comparable period.

Climate & Sustainability Technologies segment earnings decreased $0.5 million, or 0.4%, for the six months ended June 30, 2025, as compared to the prior year comparable period. Segment earnings margin increased to 16.9% from 16.2% in the prior year comparable period. The earnings decrease was primarily due to lower volumes in retail refrigeration, partially offset by increased heat exchanger and beverage can-making volumes, productivity initiatives and the favorable mix impact from CO2 refrigerant systems growth.

Reconciliation of Segment Earnings to Earnings from Continuing Operations

			Three Months Ended June 30,												Six Months Ended June 30,
(in thousands)			2025						2024						2025						2024
Earnings from Continuing Operations:
Segment earnings:
Engineered Products			$	53,511					$	52,095					$	97,625					$	114,627
Clean Energy & Fueling			107,771						87,536						193,415						157,211
Imaging & Identification			76,937						75,786						154,512						145,745
Pumps & Process Solutions			159,504						137,217						310,779						255,954
Climate & Sustainability Technologies			77,262						79,127						129,381						129,886
Total segment earnings			474,985						431,761						885,712						803,423
Purchase accounting expenses (1)			51,123						44,332						100,227						88,519
Restructuring and other costs (2)			23,210						11,590						32,607						35,561
(Gain) loss on dispositions (3)			(2,176)						663						(4,644)						(529,280)
Corporate expense / other (4)			41,875						39,526						93,834						81,685
Interest expense			26,791						32,374						54,399						68,739
Interest income			(17,935)						(4,081)						(38,189)						(8,837)
Earnings before provision for income taxes			352,097						307,357						647,478						1,067,036
Provision for income taxes			71,967						60,770						128,107						218,347
Earnings from continuing operations			$	280,130					$	246,587					$	519,371					$	848,689

(1) Purchase accounting expenses are primarily comprised of amortization of acquired intangible assets.

(2) Restructuring and other costs relate to actions taken for headcount reductions, facility consolidations and site closures, product line exits, and other asset charges.

(3) (Gain) loss on dispositions, including post-closing adjustments; see Note 4 — Discontinued and Disposed Operations in the condensed consolidated financial statements in Item 1 of this Form 10-Q for further details.

(4) Certain expenses are maintained at the corporate level and not allocated to the segments. These expenses include executive and functional compensation costs, non-service pension costs, non-operating insurance expenses, shared business services and digital and IT overhead costs, deal related expenses and various administrative expenses relating to the corporate headquarters.

Restructuring and Other Costs (Benefits)

Restructuring and other costs are not presented in our segment earnings because these costs are excluded from the segment operating performance measure reviewed by management. During the three and six months ended June 30, 2025, we incurred restructuring charges of $13.5 million and $21.8 million and other costs, net of $9.7 million and $10.8 million. Restructuring charges for the three and six months ended June 30, 2025 were primarily related to exit costs and headcount reductions in the Climate & Sustainability Technologies, Pumps & Process Solutions and Clean Energy & Fueling segments. These restructuring programs were initiated in 2024 and 2025 and the Company will continue to make proactive adjustments to its cost structure to align with current demand trends. Other costs, net of $9.7 million and $10.8 million for the three and six months ended June 30, 2025 primarily relate to $4.0 million in costs associated with a product line exit in our Climate & Sustainability Technologies segment. These restructuring and other charges were recorded in cost of goods and services and selling, general and administrative expenses in the condensed consolidated statements of earnings. Additional programs beyond the scope of the announced programs may be implemented during 2025 with related restructuring and other cost charges.

We recorded the following restructuring and other costs for the three and six months ended June 30, 2025:

			Three Months Ended June 30, 2025
(in thousands)			Engineered Products						Clean Energy & Fueling						Imaging & Identification						Pumps & Process Solutions						Climate & Sustainability Technologies						Corporate						Total
Restructuring			$	563					$	2,676					$	319					$	2,646					$	7,144					$	181					$	13,529
Other (benefits) costs			(5)						742						596						(220)						6,597						1,971						9,681
Restructuring and other costs			$	558					$	3,418					$	915					$	2,426					$	13,741					$	2,152					$	23,210

			Six Months Ended June 30, 2025
(in thousands)			Engineered Products						Clean Energy & Fueling						Imaging & Identification						Pumps & Process Solutions						Climate & Sustainability Technologies						Corporate						Total
Restructuring			$	3,031					$	4,444					$	488					$	4,591					$	8,810					$	475					$	21,839
Other costs, net			56						857						1,011						(263)						6,998						2,109						10,768
Restructuring and other costs			$	3,087					$	5,301					$	1,499					$	4,328					$	15,808					$	2,584					$	32,607

Restructuring and other costs for the three and six months ended June 30, 2024 include restructuring charges of $9.1 million and $27.8 million and other costs, net of $2.5 million and $7.8 million. Restructuring charges for the three months ended June 30, 2024 were primarily related to exit costs and headcount reductions across all segments. Restructuring charges for the six months ended June 30, 2024 were primarily related to product line exit costs and headcount reductions in the Climate & Sustainability Technologies, Clean Energy & Fueling and Pumps & Process Solutions segments. These restructuring programs were initiated in 2023 and 2024 and the Company will continue to make proactive adjustments to its cost structure to align with current demand trends. Other costs, net of $7.8 million for the six months ended June 30, 2024, were primarily due to a non-cash asset impairment charge in our Climate & Sustainability Technologies segment. These restructuring and other charges were recorded in cost of goods and services and selling, general and administrative expenses in the condensed consolidated statement of earnings.

We recorded the following restructuring and other costs for the three and six months ended June 30, 2024:

			Three Months Ended June 30, 2024
(in thousands)			Engineered Products						Clean Energy & Fueling						Imaging & Identification						Pumps & Process Solutions						Climate & Sustainability Technologies						Corporate						Total
Restructuring			$	1,486					$	1,925					$	2,081					$	1,614					$	1,953					$	78					$	9,137
Other (benefits) costs			44						682						759						(5)						438						535						2,453
Restructuring and other costs			$	1,530					$	2,607					$	2,840					$	1,609					$	2,391					$	613					$	11,590

			Six Months Ended June 30, 2024
(in thousands)			Engineered Products						Clean Energy & Fueling						Imaging & Identification						Pumps & Process Solutions						Climate & Sustainability Technologies						Corporate						Total
Restructuring			$	1,978					$	6,890					$	2,841					$	2,965					$	13,023					$	95					$	27,792
Other costs, net			16						1,341						1,228						52						3,888						1,244						7,769
Restructuring and other costs			$	1,994					$	8,231					$	4,069					$	3,017					$	16,911					$	1,339					$	35,561

Purchase Accounting Expenses

Purchase accounting expenses primarily relate to amortization of acquired intangible assets. These expenses are not presented in our segment earnings because they are excluded from the segment operating performance measure reviewed by management. These expenses reconcile to segment earnings as follows:

			Three Months Ended June 30,												Six Months Ended June 30,
(in thousands)			2025						2024						2025						2024
Purchase Accounting Expenses
Engineered Products			$	2,785					$	2,615					$	5,442					$	5,245
Clean Energy & Fueling			25,083						21,344						50,704						42,301
Imaging & Identification			5,844						5,665						11,454						11,406
Pumps & Process Solutions			12,995						9,662						23,803						19,473
Climate & Sustainability Technologies			4,416						5,046						8,824						10,094
Total			$	51,123					$	44,332					$	100,227					$	88,519

FINANCIAL CONDITION

We assess our liquidity in terms of our ability to generate cash to fund our operating, investing and financing activities. Significant factors affecting liquidity are cash flows generated from operating activities, capital expenditures, acquisitions, dispositions, dividends, repurchase of outstanding shares, adequacy of available commercial paper and bank lines of credit and the ability to attract long-term capital with satisfactory terms. We generate substantial cash from the operations of our businesses and remain in a strong financial position, with sufficient liquidity available for reinvestment in existing businesses and strategic acquisitions.

Cash Flow Summary

The following table is derived from our condensed consolidated statements of cash flows:

			Six Months Ended June 30,
Cash Flows from Operations (in thousands)			2025						2024
Net cash flows provided by (used in):
Operating activities			$	369,814					$	295,637
Investing activities			(755,770)						465,631
Financing activities			(206,469)						(911,439)

Operating Activities

Cash flow from operating activities for the six months ended June 30, 2025 increased by $74.2 million compared to June 30, 2024, primarily driven by higher operating earnings during the period.

Adjusted Working Capital: We believe adjusted working capital (a non-GAAP measure calculated as receivables, plus inventory, less accounts payable) provides a meaningful measure of liquidity by showing changes caused by operational results.

The following table provides a calculation of adjusted working capital:

Adjusted Working Capital (in thousands)						June 30, 2025						December 31, 2024
Receivables, net						$	1,481,097					$	1,354,225
Inventories, net						1,305,811						1,144,838
Less: Accounts payable						869,907						848,006
Adjusted working capital						$	1,917,001					$	1,651,057

Adjusted working capital has increased by $265.9 million, or 16.1%, year-to-date, driven by an increase of $126.9 million in net receivables and an increase of $161.0 million in net inventory, partially offset by an increase in accounts payable of $21.9 million. These amounts include the effects of acquisitions, dispositions and foreign currency translation. The change in accounts receivable and payable reflect the timing of payments and collections. The increase in inventories is driven by production planning ahead of higher expected shipment volumes in the near term.

Investing Activities

Cash flow from investing activities is derived from cash inflows from proceeds from dispositions, offset by cash outflows for acquisitions and capital expenditures. The majority of the activity in investing activities was comprised of the following:

• Proceeds from dispositions: During the six months ended June 30, 2025, we received an additional $6.0 million of net proceeds related to the sale of a minority owned equity method investment in the third quarter of 2024 within the Climate & Sustainability Technologies segment. During the six months ended June 30, 2024, we received net proceeds of $674.7 million from the disposition of De-Sta-Co. See Note 4 — Discontinued and Disposed Operations in the condensed consolidated financial statements in Item 1 of this Form 10-Q for further details.

• Acquisitions: During the six months ended June 30, 2025, we deployed approximately $658.5 million, net to acquire three business within the Pumps & Process Solutions segment. In comparison, during the six months ended June 30, 2024, we deployed approximately $144.9 million, net to acquire three businesses within the Clean Energy & Fueling and Imaging & Identification segments. See Note 3 — Acquisitions in the condensed consolidated financial statements in Item 1 of this Form 10-Q for further details.

• Capital spending: Capital expenditures increased $33.3 million during the six months ended June 30, 2025, compared to the six months ended June 30, 2024, in line with our planned capital expenditures for the year.

We anticipate that capital expenditures and any additional acquisitions we make through the remainder of 2025 will be funded from available cash and internally generated funds and, if necessary, through the issuance of commercial paper, or by accessing the public debt or equity markets. We estimate capital expenditures in 2025 to range from $190.0 million to $210.0 million.

Financing Activities

Cash flow from financing activities generally relates to the use of cash for purchases of our common stock and payment of dividends, offset by net borrowing activity. The majority of financing activity was attributed to the following:

• Repurchase of common stock, including accelerated share repurchase program: During the six months ended June 30, 2025, the Company repurchased a total of 200,000 shares for $40.7 million. During the six months ended June 30, 2024, the Company used $500.0 million to repurchase 2,569,839 shares on March 1, 2024 under an accelerated share repurchase transaction. See Note 17 — Stockholders' Equity in the condensed consolidated financial statements in Item 1 of this Form 10-Q for further details.

• Commercial paper and other short-term borrowings, net: The Company had no commercial paper borrowings during the six months ended June 30, 2025. During the six months ended June 30, 2024, we used $257.8 million to pay off commercial paper borrowings, with net proceeds received from the sale of De-Sta-Co.

• Dividend payments: Total dividend payments to common shareholders were $142.0 million during the six months ended June 30, 2025, as compared to $141.6 million during the same period in 2024. Our dividends paid per common share increased 1.0% to $1.03 during the six months ended June 30, 2025 compared to $1.02 during the same period in 2024.

Cash Flows from Discontinued Operations

Net cash (used in) provided by discontinued operations for the six months ended June 30, 2025 and June 30, 2024 amounted to $(10.1) million and $67.0 million, respectively.

Liquidity and Capital Resources

Free Cash Flow

In addition to measuring our cash flow generation and usage based upon the operating, investing and financing classifications included in the condensed consolidated statements of cash flows, we also measure free cash flow (a non-GAAP measure) which represents net cash provided by operating activities minus capital expenditures. Free cash flow as a percentage of revenue equals free cash flow divided by revenue. Free cash flow as a percentage of earnings from continuing operations equals free cash flow divided by earnings from continuing operations.

The following table reconciles our free cash flow to cash flow provided by operating activities:

			Six Months Ended June 30,
Free Cash Flow (dollars in thousands)			2025						2024
Cash flow provided by operating activities			$	369,814					$	295,637
Less: Capital expenditures			(109,124)						(75,872)
Free cash flow			$	260,690					$	219,765
Cash flow from operating activities as a percentage of revenue			9.4		%				7.7		%
Cash flow from operating activities as a percentage of earnings from continuing operations			71.2		%				34.8		%
Free cash flow as a percentage of revenue			6.7		%				5.7		%
Free cash flow as a percentage of earnings from continuing operations			50.2		%				25.9		%

For the six months ended June 30, 2025, we generated free cash flow of $260.7 million, representing 6.7% of revenue and 50.2% of earnings from continuing operations. Free cash flow for the six months ended June 30, 2025 increased $40.9 million, compared to June 30, 2024, primarily driven by higher operating earnings, partially offset by higher capital expenditures. The increases in cash flow from operating activities and free cash flow as percentages of earnings from continuing operations are due primarily to the gain on disposition of De-Sta-Co impacting the prior year. See Note 4 — Discontinued and Disposed Operations in the condensed consolidated financial statements in Item 1 of this Form 10-Q for further details.

Capitalization

We use commercial paper borrowings for general corporate purposes, including the funding of acquisitions and the repurchase of our common stock. As of June 30, 2025, we maintained $1.0 billion five-year and $500.0 million 364-day unsecured revolving credit facilities (together, the "Credit Agreements") with a syndicate of banks which expire April 6, 2028 and April 2, 2026, respectively. The Company may elect to extend the maturity date of any loans under the 364-day credit facility until April 2, 2027, subject to conditions specified therein. The Credit Agreements are designated as a liquidity back-stop for the Company's commercial paper program and also are available for general corporate purposes.

At the Company's election, loans under the Credit Agreements will bear interest at a base rate plus an applicable margin. The Credit Agreements require the Company to pay facility fees and impose various restrictions on the Company such as, among other things, a requirement to maintain an interest coverage ratio of consolidated EBITDA to consolidated net interest expense of not less than 3.0 to 1.0. The Company was in compliance with all covenants in the Credit Agreements and other long-term debt covenants at June 30, 2025 and had an interest coverage ratio of consolidated EBITDA to consolidated net interest expense of 68.3 to 1. We are not aware of any potential impairment to our liquidity and expect to remain in compliance with all of our debt covenants.

We also have a current shelf registration statement filed with the Securities and Exchange Commission that allows for the issuance of additional debt securities that may be utilized in one or more offerings on terms to be determined at the time of the offering. Net proceeds of any offering would be used for general corporate purposes, including repayment of existing indebtedness, capital expenditures and acquisitions.

At June 30, 2025, our cash and cash equivalents totaled $1.3 billion, of which approximately $326.8 million was held outside the United States. At December 31, 2024, our cash and cash equivalents totaled $1.8 billion, of which approximately $300.5 million was held outside the United States. Cash and cash equivalents are held primarily in bank deposits with highly rated banks. We regularly hold cash in excess of near-term requirements in bank deposits or invest the funds in government money market instruments or short-term investments, which consist of investment grade time deposits with original maturity dates at the time of purchase of no greater than three months.

We utilize the net debt to net capitalization calculation (a non-GAAP measure) to assess our overall financial leverage and capacity and believe the calculation is useful to investors for the same reason. Net debt represents total debt minus cash and cash equivalents. Net capitalization represents net debt plus stockholders' equity. The following table provides a calculation of net debt to net capitalization from the most directly comparable GAAP measures:

Net Debt to Net Capitalization Ratio (dollars in thousands)						June 30, 2025						December 31, 2024
Current portion of long-term debt and other short-term borrowings						$	400,477					$	400,056
Long-term debt						2,668,666						2,529,346
Total debt						3,069,143						2,929,402
Less: Cash and cash equivalents						(1,264,893)						(1,844,877)
Net debt						1,804,250						1,084,525
Add: Stockholders' equity						7,441,305						6,953,996
Net capitalization						$	9,245,555					$	8,038,521
Net debt to net capitalization						19.5		%				13.5		%

Our net debt to net capitalization ratio increased to 19.5% at June 30, 2025 compared to 13.5% at December 31, 2024. Net debt increased $719.7 million during the period primarily due to the increase in value of the euro-denominated debt resulting from foreign currency translation adjustments and a decrease in cash and cash equivalents from acquisition-related investments. Stockholders' equity increased for the period primarily driven by current earnings of $509.9 million.

Operating cash flow and access to capital markets are expected to satisfy our various cash flow requirements, including acquisitions, capital expenditures, purchase obligations, and lease obligations. Acquisition spending and/or share repurchases could potentially increase our debt.

We believe that existing sources of liquidity are adequate to meet anticipated funding needs at current risk-based interest rates for the foreseeable future.

Critical Accounting Estimates

Our condensed consolidated financial statements and related public financial information are based on the application of GAAP which requires the use of estimates, assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenue and expense amounts reported. These estimates can also affect supplemental information contained in our public disclosures, including information regarding contingencies, risk and our financial condition. We believe our use of estimates and underlying accounting assumptions conform to GAAP and are consistently applied. We review valuations based on estimates for reasonableness on a consistent basis.

Recent Accounting Standards

See Note 19 — Recent Accounting Pronouncements in the condensed consolidated financial statements in Item 1 of this Form 10-Q. The adoption of recent accounting standards as included in Note 19 — Recent Accounting Pronouncements in the condensed consolidated financial statements has not had, and is not expected to have, a significant impact on our revenue, earnings or liquidity.

Special Note Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q, especially MD&A, contains "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. All statements in this document other than statements of historical fact are statements that are, or could be deemed, "forward-looking" statements. Some of these statements may be indicated by words such as "may", "anticipate", "expect", "believe", "intend", "continue", "guidance", "estimates", "suggest", "will", "plan", "should", "would", "could", "forecast" and other words and terms that use the future tense or have a similar meaning. Forward-looking statements are based on current expectations and are subject to numerous important risks, uncertainties, and assumptions, including those described in our Annual Report on Form 10-K for the year ended December 31, 2024. Factors that could cause actual results to differ materially from current expectations include, among other things: general economic conditions and conditions in the particular markets in which we operate; supply chain constraints and labor shortages that could result in production stoppages, inflation in material input costs and freight logistics; the impacts of natural or human induced disasters, acts of war, terrorism, international conflicts, and public health crises or other future pandemics on the global economy and on our customers, suppliers, employees, business and cash flows; changes in customer demand and capital spending; competitive factors and pricing pressures; our ability to develop and launch new products in a cost-effective manner; changes in law, including the effect of tax laws and developments with respect to trade policy and tariffs; our ability to identify and complete acquisitions and integrate and realize synergies from newly acquired businesses; acquisition valuation levels; the impact of interest rate and currency exchange rate fluctuations; capital allocation plans and changes in those plans, including with respect to dividends, share repurchases, investments in research and development, capital expenditures and acquisitions; our ability to effectively deploy capital resulting from dispositions; our ability to derive expected benefits from restructurings, productivity initiatives and other cost reduction actions; the impact of legal compliance risks and litigation, including with respect to product quality and safety, cybersecurity and privacy; and our ability to capture and protect intellectual property rights, and various other factors that are described in our periodic reports filed with or furnished to the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended December 31, 2024. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

The Company may, from time to time, post financial or other information on its website, www.dovercorporation.com. The website is for informational purposes only and is not intended for use as a hyperlink. The Company is not incorporating any material on its website into this report.

Non-GAAP Disclosures

In an effort to provide investors with additional information regarding our results as determined by GAAP, we also disclose non-GAAP information, which we believe provides useful information to investors. Free cash flow, free cash flow as a percentage of revenue, free cash flow as a percentage of earnings from continuing operations, net debt, net capitalization, net debt to net capitalization ratio, adjusted working capital, and organic revenue growth are not financial measures under GAAP and should not be considered as a substitute for cash flows from operating activities, debt or equity, working capital or revenue as determined in accordance with GAAP, and they may not be comparable to similarly titled measures reported by other companies.

We believe the net debt to net capitalization ratio and free cash flow are important measures of liquidity. Net debt to net capitalization is helpful in evaluating our capital structure and the amount of leverage we employ. Free cash flow and free cash flow ratios provide both management and investors a measurement of cash generated from operations that is available to fund acquisitions, pay dividends, repay debt and repurchase our common stock. We believe that reporting adjusted working capital provides a meaningful measure of liquidity by showing changes caused by operational results. We believe that reporting organic revenue growth provides a useful comparison of our revenue performance and trends between periods.

Reconciliations and comparisons to non-GAAP measures can be found above in this Item 2, Management's Discussion and Analysis of Financial Condition and Results of Operations.