Item 1. Financial Statements
107K characters. Original on sec.gov · Markdown
Item 1. Financial Statements
DOVER CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(In thousands, except per share data)
(Unaudited)
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Revenue | $ | 2,190,021 | $ | 2,049,592 | $ | 4,243,644 | $ | 3,915,651 | |||||||||||||||
| Cost of goods and services | 1,309,415 | 1,231,330 | 2,564,903 | 2,351,889 | |||||||||||||||||||
| Gross profit | 880,606 | 818,262 | 1,678,741 | 1,563,762 | |||||||||||||||||||
| Selling, general and administrative expenses | 488,819 | 463,665 | 981,045 | 912,856 | |||||||||||||||||||
| Operating earnings | 391,787 | 354,597 | 697,696 | 650,906 | |||||||||||||||||||
| Interest expense | 29,058 | 26,791 | 58,580 | 54,399 | |||||||||||||||||||
| Interest income | (14,522) | (17,935) | (28,582) | (38,189) | |||||||||||||||||||
| Gain on dispositions | — | (2,176) | — | (4,644) | |||||||||||||||||||
| Other income, net | (10,447) | (4,180) | (18,902) | (8,138) | |||||||||||||||||||
| Earnings before provision for income taxes | 387,698 | 352,097 | 686,600 | 647,478 | |||||||||||||||||||
| Provision for income taxes | 75,153 | 71,967 | 135,306 | 128,107 | |||||||||||||||||||
| Earnings from continuing operations | 312,545 | 280,130 | 551,294 | 519,371 | |||||||||||||||||||
| Loss from discontinued operations, net | (299) | (1,066) | (615) | (9,486) | |||||||||||||||||||
| Net earnings | $ | 312,246 | $ | 279,064 | $ | 550,679 | $ | 509,885 | |||||||||||||||
| Earnings per share from continuing operations: | |||||||||||||||||||||||
| Basic | $ | 2.32 | $ | 2.04 | $ | 4.09 | $ | 3.78 | |||||||||||||||
| Diluted | $ | 2.31 | $ | 2.03 | $ | 4.06 | $ | 3.76 | |||||||||||||||
| Loss per share from discontinued operations: | |||||||||||||||||||||||
| Basic | $ | — | $ | (0.01) | $ | — | $ | (0.07) | |||||||||||||||
| Diluted | $ | — | $ | (0.01) | $ | — | $ | (0.07) | |||||||||||||||
| Net earnings per share: | |||||||||||||||||||||||
| Basic | $ | 2.32 | $ | 2.03 | $ | 4.08 | $ | 3.71 | |||||||||||||||
| Diluted | $ | 2.30 | $ | 2.02 | $ | 4.06 | $ | 3.69 | |||||||||||||||
| Weighted average shares outstanding: | |||||||||||||||||||||||
| Basic | 134,759 | 137,226 | 134,869 | 137,261 | |||||||||||||||||||
| Diluted | 135,553 | 137,974 | 135,725 | 138,132 |
See Notes to Condensed Consolidated Financial Statements
DOVER CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS
(In thousands)
(Unaudited)
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Net earnings | $ | 312,246 | $ | 279,064 | $ | 550,679 | $ | 509,885 | |||||||||||||||
| Other comprehensive (loss) earnings, net of tax | |||||||||||||||||||||||
| Foreign currency translation adjustments: | |||||||||||||||||||||||
| Foreign currency translation (loss) gain | (32,017) | 88,106 | (53,774) | 140,112 | |||||||||||||||||||
| Reclassification of foreign currency translation (gains) losses to earnings | (37) | 1,858 | (37) | 1,858 | |||||||||||||||||||
| Total foreign currency translation adjustments (net of $(7,031), $25,212, $(15,791) and $34,800 tax (provision) benefit, respectively) | (32,054) | 89,964 | (53,811) | 141,970 | |||||||||||||||||||
| Pension and other post-retirement benefit plans: | |||||||||||||||||||||||
| Amortization of actuarial gain included in net periodic pension cost | (396) | (293) | (790) | (605) | |||||||||||||||||||
| Amortization of prior service credits included in net periodic pension cost | (54) | (172) | (108) | (331) | |||||||||||||||||||
| Settlement and curtailment impact(1) | — | (565) | — | (565) | |||||||||||||||||||
| Total pension and other post-retirement benefit plans (net of $120, $293, $242 and $425 tax benefit, respectively) | (450) | (1,030) | (898) | (1,501) | |||||||||||||||||||
| Changes in fair value of cash flow hedges: | |||||||||||||||||||||||
| Unrealized net gain (loss) arising during the period | 370 | (3,967) | 2,151 | (4,923) | |||||||||||||||||||
| Net (gain) loss reclassified into earnings | (603) | 965 | (805) | 564 | |||||||||||||||||||
| Total cash flow hedges (net of $69, $877, $(392) and $1,273 tax benefit (provision), respectively) | (233) | (3,002) | 1,346 | (4,359) | |||||||||||||||||||
| Other comprehensive (loss) earnings, net of tax | (32,737) | 85,932 | (53,363) | 136,110 | |||||||||||||||||||
| Comprehensive earnings | $ | 279,509 | $ | 364,996 | $ | 497,316 | $ | 645,995 |
(1) Included in loss from discontinued operations, net in the condensed consolidated statement of earnings.
See Notes to Condensed Consolidated Financial Statements
DOVER CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)
| June 30, 2026 | December 31, 2025 | ||||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 1,755,971 | $ | 1,676,808 | |||||||
| Receivables, net | 1,522,327 | 1,371,352 | |||||||||
| Inventories, net | 1,421,297 | 1,272,784 | |||||||||
| Prepaid and other current assets | 252,220 | 185,996 | |||||||||
| Total current assets | 4,951,815 | 4,506,940 | |||||||||
| Property, plant and equipment, net | 1,114,018 | 1,119,623 | |||||||||
| Goodwill | 5,376,664 | 5,430,038 | |||||||||
| Intangible assets, net | 1,642,517 | 1,759,616 | |||||||||
| Other assets and deferred charges | 609,202 | 606,206 | |||||||||
| Total assets | $ | 13,694,216 | $ | 13,422,423 | |||||||
| LIABILITIES AND STOCKHOLDERS' EQUITY | |||||||||||
| Current liabilities: | |||||||||||
| Current portion of long-term debt | $ | 681,792 | $ | 706,677 | |||||||
| Accounts payable | 955,735 | 875,678 | |||||||||
| Accrued compensation and employee benefits | 231,510 | 280,737 | |||||||||
| Deferred revenue | 164,945 | 155,025 | |||||||||
| Accrued insurance | 93,117 | 87,596 | |||||||||
| Other accrued expenses | 339,207 | 352,053 | |||||||||
| Federal and other income taxes | 36,270 | 60,723 | |||||||||
| Total current liabilities | 2,502,576 | 2,518,489 | |||||||||
| Long-term debt | 2,578,196 | 2,621,295 | |||||||||
| Deferred income taxes | 450,093 | 394,368 | |||||||||
| Other liabilities | 459,347 | 483,065 | |||||||||
| Stockholders' equity: | |||||||||||
| Common stock - $1 par value; 260,421,433 and 260,194,888 shares issued at June 30, 2026 and December 31, 2025 | 260,421 | 260,195 | |||||||||
| Additional paid-in capital | 878,427 | 850,763 | |||||||||
| Retained earnings | 14,630,819 | 14,220,582 | |||||||||
| Accumulated other comprehensive loss | (228,317) | (174,954) | |||||||||
| Treasury stock | (7,837,346) | (7,751,380) | |||||||||
| Total stockholders' equity | 7,704,004 | 7,405,206 | |||||||||
| Total liabilities and stockholders' equity | $ | 13,694,216 | $ | 13,422,423 |
See Notes to Condensed Consolidated Financial Statements
DOVER CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In thousands, except per share data)
(Unaudited)
| Common stock $1 par value | Additional paid-in capital | Retained earnings | Accumulated other comprehensive loss | Treasury stock | Total stockholders' equity | ||||||||||||||||||||||||||||||
| Balance at April 1, 2026 | $ | 260,405 | $ | 841,809 | $ | 14,388,569 | $ | (195,580) | $ | (7,805,317) | $ | 7,489,886 | |||||||||||||||||||||||
| Net earnings | — | — | 312,246 | — | — | 312,246 | |||||||||||||||||||||||||||||
| Dividends paid ($0.52 per share) | — | — | (69,996) | — | — | (69,996) | |||||||||||||||||||||||||||||
| Common stock issued for the exercise of share-based awards | 16 | (2,210) | — | — | — | (2,194) | |||||||||||||||||||||||||||||
| Stock-based compensation expense | — | 6,799 | — | — | — | 6,799 | |||||||||||||||||||||||||||||
| Common stock acquired, including accelerated share repurchase program and excise tax | — | 32,029 | — | — | (32,029) | — | |||||||||||||||||||||||||||||
| Other comprehensive loss, net of tax | — | — | — | (32,737) | — | (32,737) | |||||||||||||||||||||||||||||
| Balance at June 30, 2026 | $ | 260,421 | $ | 878,427 | $ | 14,630,819 | $ | (228,317) | $ | (7,837,346) | $ | 7,704,004 |
| Common stock $1 par value | Additional paid-in capital | Retained earnings | Accumulated other comprehensive earnings (loss) | Treasury stock | Total stockholders' equity | ||||||||||||||||||||||||||||||
| Balance at April 1, 2025 | $ | 260,117 | $ | 907,471 | $ | 13,569,055 | $ | (277,598) | $ | (7,321,278) | $ | 7,137,767 | |||||||||||||||||||||||
| Net earnings | — | — | 279,064 | — | — | 279,064 | |||||||||||||||||||||||||||||
| Dividends paid ($0.515 per share) | — | — | (70,620) | — | — | (70,620) | |||||||||||||||||||||||||||||
| Common stock issued for the exercise of share-based awards | 32 | 2,127 | — | — | — | 2,159 | |||||||||||||||||||||||||||||
| Stock-based compensation expense | — | 7,003 | — | — | — | 7,003 | |||||||||||||||||||||||||||||
| Other comprehensive earnings, net of tax | — | — | — | 85,932 | — | 85,932 | |||||||||||||||||||||||||||||
| Balance at June 30, 2025 | $ | 260,149 | $ | 916,601 | $ | 13,777,499 | $ | (191,666) | $ | (7,321,278) | $ | 7,441,305 |
See Notes to Condensed Consolidated Financial Statements
DOVER CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In thousands, except per share data)
(Unaudited)
| Common stock $1 par value | Additional paid-in capital | Retained earnings | Accumulated other comprehensive loss | Treasury stock | Total stockholders' equity | ||||||||||||||||||||||||||||||
| Balance at January 1, 2026 | $ | 260,195 | $ | 850,763 | $ | 14,220,582 | $ | (174,954) | $ | (7,751,380) | $ | 7,405,206 | |||||||||||||||||||||||
| Net earnings | — | — | 550,679 | — | — | 550,679 | |||||||||||||||||||||||||||||
| Dividends paid ($1.04 per share) | — | — | (140,442) | — | — | (140,442) | |||||||||||||||||||||||||||||
| Common stock issued for the exercise of share-based awards | 226 | (32,124) | — | — | — | (31,898) | |||||||||||||||||||||||||||||
| Stock-based compensation expense | — | 27,759 | — | — | — | 27,759 | |||||||||||||||||||||||||||||
| Common stock acquired, including accelerated share repurchase program and excise tax | — | 32,029 | — | — | (85,966) | (53,937) | |||||||||||||||||||||||||||||
| Other comprehensive loss, net of tax | — | — | — | (53,363) | — | (53,363) | |||||||||||||||||||||||||||||
| Balance at June 30, 2026 | $ | 260,421 | $ | 878,427 | $ | 14,630,819 | $ | (228,317) | $ | (7,837,346) | $ | 7,704,004 |
| Common stock $1 par value | Additional paid-in capital | Retained earnings | Accumulated other comprehensive earnings (loss) | Treasury stock | Total stockholders' equity | ||||||||||||||||||||||||||||||
| Balance at January 1, 2025 | $ | 260,031 | $ | 892,686 | $ | 13,409,633 | $ | (327,776) | $ | (7,280,578) | $ | 6,953,996 | |||||||||||||||||||||||
| Net earnings | — | — | 509,885 | — | — | 509,885 | |||||||||||||||||||||||||||||
| Dividends paid ($1.03 per share) | — | — | (142,019) | — | — | (142,019) | |||||||||||||||||||||||||||||
| Common stock issued for the exercise of share-based awards | 118 | (6,962) | — | — | — | (6,844) | |||||||||||||||||||||||||||||
| Stock-based compensation expense | — | 30,877 | — | — | — | 30,877 | |||||||||||||||||||||||||||||
| Common stock acquired | — | — | — | — | (40,700) | (40,700) | |||||||||||||||||||||||||||||
| Other comprehensive earnings, net of tax | — | — | — | 136,110 | — | 136,110 | |||||||||||||||||||||||||||||
| Balance at June 30, 2025 | $ | 260,149 | $ | 916,601 | $ | 13,777,499 | $ | (191,666) | $ | (7,321,278) | $ | 7,441,305 |
See Notes to Condensed Consolidated Financial Statements
DOVER CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
| Six Months Ended June 30, | |||||||||||
| 2026 | 2025 | ||||||||||
| Operating Activities: | |||||||||||
| Net earnings | $ | 550,679 | $ | 509,885 | |||||||
| Adjustments to reconcile net earnings to cash provided by operating activities: | |||||||||||
| Loss from discontinued operations, net | 615 | 9,486 | |||||||||
| Depreciation and amortization | 194,233 | 181,801 | |||||||||
| Stock-based compensation expense | 27,759 | 30,877 | |||||||||
| Gain on dispositions | — | (4,644) | |||||||||
| Other, net | (5,197) | (12,068) | |||||||||
| Cash effect of changes in assets and liabilities: | |||||||||||
| Accounts receivable, net | (163,949) | (62,914) | |||||||||
| Inventories | (167,613) | (77,568) | |||||||||
| Prepaid expenses and other assets | (36,780) | 1,817 | |||||||||
| Accounts payable | 91,604 | (7,485) | |||||||||
| Accrued compensation and employee benefits | (70,319) | (93,931) | |||||||||
| Accrued expenses and other liabilities | 21,996 | (30,430) | |||||||||
| Accrued and deferred taxes, net | (15,860) | (75,012) | |||||||||
| Net cash provided by operating activities | 427,168 | 369,814 | |||||||||
| Investing Activities: | |||||||||||
| Additions to property, plant and equipment | (107,591) | (109,124) | |||||||||
| Acquisitions, net of cash and cash equivalents acquired | (665) | (658,480) | |||||||||
| Proceeds from dispositions, net of cash transferred | — | 5,998 | |||||||||
| Other | 2,415 | 5,836 | |||||||||
| Net cash used in investing activities | (105,841) | (755,770) | |||||||||
| Financing Activities: | |||||||||||
| Repurchase of common stock | (53,937) | (40,700) | |||||||||
| Dividends paid to stockholders | (140,442) | (142,019) | |||||||||
| Payments to settle employee tax obligations on exercise of share-based awards | (31,898) | (10,292) | |||||||||
| Other | (8,760) | (13,458) | |||||||||
| Net cash used in financing activities | (235,037) | (206,469) | |||||||||
| Cash Flows from Discontinued Operations: | |||||||||||
| Net cash used in operating activities of discontinued operations | (778) | (255) | |||||||||
| Net cash used in investing activities of discontinued operations | — | (9,796) | |||||||||
| Net cash used in discontinued operations | (778) | (10,051) | |||||||||
| Effect of exchange rate changes on cash and cash equivalents | (6,349) | 22,492 | |||||||||
| Net increase (decrease) in cash and cash equivalents | 79,163 | (579,984) | |||||||||
| Cash and cash equivalents at beginning of period | 1,676,808 | 1,844,877 | |||||||||
| Cash and cash equivalents at end of period | $ | 1,755,971 | $ | 1,264,893 | |||||||
See Notes to Condensed Consolidated Financial Statements
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
1. Basis of Presentation
The accompanying unaudited interim condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") for interim periods and do not include all of the information and note disclosures required by accounting principles generally accepted in the United States of America ("GAAP") for complete financial statements. These unaudited interim condensed consolidated financial statements should therefore be read in conjunction with the Consolidated Financial Statements and Notes for Dover Corporation ("Dover" or the "Company") for the year ended December 31, 2025, included in the Company's Annual Report on Form 10-K filed with the SEC on February 13, 2026. The year-end consolidated balance sheet was derived from audited financial statements.
The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. GAAP. The preparation of these financial statements requires us to make estimates and assumptions that affect amounts reported in the condensed consolidated financial statements and accompanying disclosures. Although these estimates are based on management’s knowledge of current events and expectations about actions that the Company may undertake in the future, actual results may differ from those estimates. Our interim condensed consolidated financial statements are unaudited but reflect all adjustments of a normal, recurring nature that are, in the opinion of management, necessary for a fair statement of results for these interim periods. The results of operations of any interim period are not necessarily indicative of the results of operations for the full year.
The Environmental Solutions Group ("ESG") business, an operating company within the Engineered Products segment, was sold during the fourth quarter of 2024 and reported as discontinued operations. Therefore, the Company has classified the results of operations related to the disposal of ESG as discontinued operations in the condensed consolidated statements of earnings and the condensed consolidated statements of cash flows. The discussion in the notes to these condensed consolidated financial statements, unless otherwise noted, relates solely to our continuing operations. See Note 4 — Discontinued and Disposed Operations for further details.
2. Revenue
Revenue from Contracts with Customers
A majority of the Company’s revenue is short cycle in nature with shipments within one year from order. A small portion of the Company’s revenue derives from contracts extending over one year. The Company's payment terms generally range between 30 to 90 days and vary by the location of businesses, the type of products manufactured to be sold and the volume of products sold, among other factors.
Disaggregation of Revenue
Revenue from contracts with customers is disaggregated by segment and geographic location, as these categories best depict the nature and amount of the Company’s revenue. See Note 16 — Segment Information for further details.
Performance Obligations
Approximately 95% of the Company’s revenue is recognized at a point in time, rather than over time as the Company completes its performance obligations. Specifically, revenue is recognized when control transfers to the customer, typically upon shipment or completion of installation, testing, certification, or other substantive acceptance provisions required under the contract. Approximately 5% of the Company’s revenue is recognized over time.
A majority of the Company's contracts have a single performance obligation which represents, in most cases, the equipment or product being sold to the customer. Some contracts include multiple performance obligations such as a product and the related installation, extended warranty, software and digital solutions, and/or maintenance services. For contracts with multiple performance obligations, the Company allocates the total transaction price to each performance obligation in an amount based on the estimated relative standalone selling prices of the promised goods or services underlying each performance obligation.
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
At June 30, 2026, we estimated that $331,237 in revenue is expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period. We expect to recognize approximately 65.6% of the Company's unsatisfied (or partially unsatisfied) performance obligations as revenue through 2027, 19.4% in 2028, with the remaining balance to be recognized in 2029 and thereafter.
As permitted by Accounting Standards Codification ("ASC") 606, the Company has excluded from its disclosures above about unsatisfied performance obligations for any contracts with an expected duration of one year or less, and contracts for which the Company recognizes revenue at the amount to which the Company has the right to invoice for services performed.
Contract Balances
Contract assets primarily relate to the Company's right to consideration for work completed but not billed at the reporting date. Contract liabilities relate to advance consideration received from customers or advance billings for which revenue has not been recognized and are reduced when the associated revenue from the contract is recognized.
The following table provides information about contract assets and contract liabilities from contracts with customers:
| June 30, 2026 | December 31, 2025 | December 31, 2024 | ||||||||||||||||||
| Contract assets - current | $ | 50,956 | $ | 36,018 | $ | 22,413 | ||||||||||||||
| Contract liabilities - current | 164,945 | 155,025 | 198,629 | |||||||||||||||||
| Contract liabilities - non-current | 6,096 | 4,427 | 4,452 |
The revenue recognized during the six months ended June 30, 2026 and 2025 that was included in contract liabilities at the beginning of the period amounted to $106,586 and $116,466, respectively.
3. Acquisitions
2026 Acquisitions
One immaterial acquisition was completed during the six months ended June 30, 2026, within the Engineered Products segment.
2025 Acquisitions
During the six months ended June 30, 2025, the Company acquired three businesses in separate transactions for total consideration of $653,891, net of cash acquired and inclusive of measurement period adjustments. These businesses were acquired to complement and expand upon existing operations within the Pumps & Process Solutions Segment. The goodwill recorded as a result of these acquisitions represents the economic benefits expected to be derived from product line expansions and operational synergies. Goodwill of $9,250 is deductible for income tax purposes and $350,516 is non-deductible for income tax purposes for these acquisitions.
Sikora
On June 11, 2025, the Company acquired 99.8% of the equity interest in Sikora AG ("Sikora"), a provider of precision measurement, inspection and control solutions for production processes in the wires and cables, hoses, optical fibers and plastic industries for $608,459, net of cash acquired and inclusive of measurement period adjustments. The Sikora acquisition strengthens the Company's offerings in the Pumps & Process Solutions segment. In connection with this acquisition, the Company recorded goodwill of $340,478 and intangible assets of $219,058 for customer intangibles, $72,942 for unpatented technology and $17,690 for trademarks. The fair value for customer intangibles at the acquisition date was determined using the multi-period excess earnings method under the income approach. The fair value measurements of intangible assets are based on significant unobservable inputs, and thus represent Level 3 inputs. Significant assumptions used in assessing the fair value of intangible assets include discounted future cash flows, customer attrition rates and discount rates.
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
The following presents the allocation of purchase price to the assets acquired and liabilities assumed in the Sikora acquisition, based on their estimated fair values at acquisition date:
| Total | ||||||||||||||
| Current assets, net of cash acquired | $ | 65,813 | ||||||||||||
| Property, plant and equipment | 30,318 | |||||||||||||
| Goodwill | 340,478 | |||||||||||||
| Intangible assets | 309,690 | |||||||||||||
| Other assets and deferred charges | 794 | |||||||||||||
| Current liabilities | (39,526) | |||||||||||||
| Non-current liabilities | (99,108) | |||||||||||||
| Net assets acquired | $ | 608,459 |
During the six months ended June 30, 2026, the Company recorded additional measurement period adjustments resulting in an increase to goodwill of $5,592. These adjustments are based on facts and circumstances that existed, but were not known, as of the acquisition date.
Other Acquisitions
On January 17, 2025, the Company acquired 100% of the equity interest in Cryogenic Machinery Corp. ("Cryo-Mach"), a provider of cryogenic centrifugal pumps, mechanical seals and accessories, for total consideration of $28,909, net of cash acquired and inclusive of measurement period adjustments. The Cryo-Mach business was acquired to expand the Company's participation in cryogenic applications within the Pumps & Process Solutions segment. In connection with this acquisition, the Company recorded tax-deductible goodwill of $9,250 and intangible assets of $21,020, primarily related to customer intangibles.
On June 18, 2025, the Company acquired 100% of the equity interest in ipp Pump Products GmbH ("ipp"), a specialized manufacturer of sanitary pump technologies, including hygienic lobe, progressive, and other processing equipment for $16,523, net of cash acquired and inclusive of measurement period adjustments. ipp's products expand the Company's capabilities in critical hygienic applications within the Pumps & Process Solutions segment. In connection with this acquisition, the Company recorded goodwill of $10,038 and intangible assets of $5,648, related to customer intangibles.
The amounts assigned to goodwill and major intangible asset classifications for acquisitions during the six months ended June 30, 2025 were as follows:
| Amount allocated | Weighted Average Useful Life (in years) | ||||||||||||||||
| Goodwill | $ | 9,250 | na | ||||||||||||||
| Goodwill - non-deductible | 350,516 | na | |||||||||||||||
| Customer intangibles | 242,626 | 15 | |||||||||||||||
| Unpatented technologies | 75,202 | 11 | |||||||||||||||
| Trademarks | 18,530 | 15 | |||||||||||||||
| $ | 696,124 | 14 |
4. Discontinued and Disposed Operations
Discontinued Operations
On October 8, 2024, the Company completed the sale of the ESG business, an operating company within the Engineered Products segment, to Terex Corporation for total consideration, net of cash transferred, of $2.0 billion. The ESG sale qualifies for discontinued operations reporting because its disposal represented a strategic shift with a major effect on the Company's operations and financial results. As a result, the Company has classified the results of operations as discontinued operations in the condensed consolidated statements of earnings and the condensed consolidated statements of cash flows for the periods presented. During the three and six months ended June 30, 2026, other post-closing adjustments of $378 ($299 after-tax) and $778 ($615 after-tax), respectively, were recorded resulting in a loss from discontinued operations in the condensed
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
consolidated statements of earnings. During the three and six months ended June 30, 2025, other post-closing adjustments of $1,335 ($1,066 after-tax) and net working capital adjustments and other post-closing adjustments of $11,993 ($9,486 after-tax), respectively, were recorded resulting in a loss from discontinued operations in the condensed consolidated statements of earnings.
In June 2025, a jury returned a verdict against the ESG business for approximately $58.9 million in connection with litigation involving alleged breach of contract and inducement of breach of fiduciary duty claims arising from certain product development efforts. ESG has filed post-trial motions and, if necessary, will file an appeal with the U.S. Court of Appeals for the Seventh Circuit. The Company has not recognized an expense in connection with this matter because it does not currently believe a loss is probable.
Dispositions
There were no material dispositions in 2025 or 2026.
5. Inventories, net
| June 30, 2026 | December 31, 2025 | ||||||||||
| Raw materials | $ | 855,244 | $ | 765,453 | |||||||
| Work in progress | 277,735 | 235,523 | |||||||||
| Finished goods | 434,889 | 422,229 | |||||||||
| Subtotal | 1,567,868 | 1,423,205 | |||||||||
| Less reserves | (146,571) | (150,421) | |||||||||
| Total | $ | 1,421,297 | $ | 1,272,784 |
6. Property, Plant and Equipment, net
| June 30, 2026 | December 31, 2025 | ||||||||||
| Land | $ | 69,733 | $ | 68,650 | |||||||
| Buildings and improvements | 717,390 | 705,756 | |||||||||
| Machinery, equipment and other | 2,199,580 | 2,170,149 | |||||||||
| Property, plant and equipment, gross | 2,986,703 | 2,944,555 | |||||||||
| Accumulated depreciation | (1,872,685) | (1,824,932) | |||||||||
| Property, plant and equipment, net | $ | 1,114,018 | $ | 1,119,623 |
Depreciation expense totaled $43,363 and $43,157 for the three months ended June 30, 2026 and 2025, respectively. For the six months ended June 30, 2026 and 2025, depreciation expense totaled $87,081 and $81,826, respectively.
7. Credit Losses
The Company is exposed to credit losses primarily through sales of products and services. Due to the short-term nature of such receivables, the estimated amount of accounts receivable that may not be collected is based on the aging of the accounts receivable balances and other historical information on the financial condition of customers adjusted for current conditions. The Company has elected the practical expedient to assume that current conditions as of the balance sheet date do not change for the remaining life of the assets. Balances are written off when determined to be uncollectible.
The following table provides a rollforward of the allowance for credit losses deducted from accounts receivable that represent the net amount expected to be collected.
| 2026 | 2025 | ||||||||||
| Balance at January 1 | $ | 35,418 | $ | 28,794 | |||||||
| Provision for expected credit losses, net of recoveries | 3,796 | 5,017 | |||||||||
| Amounts written off charged against the allowance | (1,239) | (2,441) | |||||||||
| Other, including foreign currency translation | (587) | 6,543 | |||||||||
| Balance at June 30 | $ | 37,388 | $ | 37,913 |
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
8. Goodwill and Other Intangible Assets
The changes in the carrying value of goodwill by reportable segment were as follows:
| Engineered Products | Clean Energy & Fueling | Imaging & Identification | Pumps & Process Solutions | Climate & Sustainability Technologies | Total | ||||||||||||||||||||||||||||||
| Balance at January 1, 2026 | $ | 430,807 | $ | 1,759,039 | $ | 1,119,608 | $ | 1,607,260 | $ | 513,324 | $ | 5,430,038 | |||||||||||||||||||||||
| Measurement period adjustments | — | — | — | 5,592 | — | 5,592 | |||||||||||||||||||||||||||||
| Foreign currency translation | (5,035) | (18,838) | (14,752) | (19,539) | (802) | (58,966) | |||||||||||||||||||||||||||||
| Balance at June 30, 2026 | $ | 425,772 | $ | 1,740,201 | $ | 1,104,856 | $ | 1,593,313 | $ | 512,522 | $ | 5,376,664 |
During the six months ended June 30, 2026, the Company recognized measurement period adjustments of $5,592 related to the Sikora acquisition in the second quarter of 2025 in the Pumps & Process Solutions segment.
The Company’s definite-lived and indefinite-lived intangible assets by major asset class were as follows:
| June 30, 2026 | December 31, 2025 | ||||||||||||||||||||||||||||||||||
| Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | ||||||||||||||||||||||||||||||
| Amortized intangible assets: | |||||||||||||||||||||||||||||||||||
| Customer intangibles | $ | 2,634,594 | $ | 1,431,499 | $ | 1,203,095 | $ | 2,663,551 | $ | 1,369,528 | $ | 1,294,023 | |||||||||||||||||||||||
| Trademarks | 307,912 | 187,348 | 120,564 | 311,501 | 180,564 | 130,937 | |||||||||||||||||||||||||||||
| Patents | 195,994 | 151,422 | 44,572 | 197,671 | 148,694 | 48,977 | |||||||||||||||||||||||||||||
| Unpatented technologies | 363,957 | 213,845 | 150,112 | 369,832 | 203,960 | 165,872 | |||||||||||||||||||||||||||||
| Distributor relationships | 83,966 | 76,759 | 7,207 | 85,840 | 75,919 | 9,921 | |||||||||||||||||||||||||||||
| Other | 35,019 | 14,690 | 20,329 | 28,301 | 15,147 | 13,154 | |||||||||||||||||||||||||||||
| Total | 3,621,442 | 2,075,563 | 1,545,879 | 3,656,696 | 1,993,812 | 1,662,884 | |||||||||||||||||||||||||||||
| Unamortized intangible assets: | |||||||||||||||||||||||||||||||||||
| Trademarks | 96,638 | — | 96,638 | 96,732 | — | 96,732 | |||||||||||||||||||||||||||||
| Total intangible assets, net | $ | 3,718,080 | $ | 2,075,563 | $ | 1,642,517 | $ | 3,753,428 | $ | 1,993,812 | $ | 1,759,616 |
For the three months ended June 30, 2026 and 2025, amortization expense was $53,449 and $51,226, respectively. For the six months ended June 30, 2026 and 2025, amortization expense was $107,152 and $99,975, respectively. Amortization expense is primarily comprised of acquisition-related intangible amortization.
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
9. Restructuring Activities
The Company's restructuring charges by segment were as follows:
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Engineered Products | $ | 5,087 | $ | 563 | $ | 6,811 | $ | 3,031 | |||||||||||||||
| Clean Energy & Fueling | 1,453 | 2,676 | 8,995 | 4,444 | |||||||||||||||||||
| Imaging & Identification | 1,789 | 319 | 2,825 | 488 | |||||||||||||||||||
| Pumps & Process Solutions | 2,754 | 2,646 | 13,725 | 4,591 | |||||||||||||||||||
| Climate & Sustainability Technologies | 5,826 | 7,144 | 14,352 | 8,810 | |||||||||||||||||||
| Corporate | 103 | 181 | 515 | 475 | |||||||||||||||||||
| Total | $ | 17,012 | $ | 13,529 | $ | 47,223 | $ | 21,839 | |||||||||||||||
| These amounts are classified in the condensed consolidated statements of earnings as follows: | |||||||||||||||||||||||
| Cost of goods and services | $ | 8,282 | $ | 10,136 | $ | 25,171 | $ | 14,456 | |||||||||||||||
| Selling, general and administrative expenses | 8,730 | 3,393 | 22,052 | 7,383 | |||||||||||||||||||
| Total | $ | 17,012 | $ | 13,529 | $ | 47,223 | $ | 21,839 |
The restructuring expenses of $17,012 and $47,223 incurred during the three and six months ended June 30, 2026 were primarily related to headcount reductions and exit costs in the Climate & Sustainability Technologies, Pumps & Process Solutions, Clean Energy & Fueling and Engineered Products segments. These restructuring programs were initiated in 2025 and 2026 and the Company will continue to make proactive adjustments to its cost structure to align with current demand trends.
The Company’s severance and exit accrual activities were as follows:
| Severance | Exit | Total | |||||||||||||||
| Balance at January 1, 2026 | $ | 15,155 | $ | 3,439 | $ | 18,594 | |||||||||||
| Restructuring charges | 31,322 | 15,901 | (1) | 47,223 | |||||||||||||
| Payments | (21,964) | (11,447) | (33,411) | ||||||||||||||
| Other, including foreign currency translation | (101) | (5,454) | (1) | (5,555) | |||||||||||||
| Balance at June 30, 2026 | $ | 24,412 | $ | 2,439 | $ | 26,851 |
(1) Exit reserves activity includes non-cash asset charges within the Climate & Sustainability Technologies and Clean Energy & Fueling segments.
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
10. Borrowings
Borrowings consist of the following:
| Carrying amount (1) | |||||||||||||||||
| Principal | June 30, 2026 | December 31, 2025 | |||||||||||||||
| Long-term | |||||||||||||||||
| 1.25% 10-year notes due November 9, 2026 (euro-denominated) | € | 600,000 | 681,792 | 706,677 | |||||||||||||
| 0.750% 8-year notes due November 4, 2027 (euro-denominated) | € | 500,000 | 567,305 | 588,082 | |||||||||||||
| 6.65% 30-year debentures due June 1, 2028 | $ | 200,000 | 199,808 | 199,757 | |||||||||||||
| 2.950% 10-year notes due November 4, 2029 | $ | 300,000 | 298,734 | 298,544 | |||||||||||||
| 3.50% 8-year notes due November 12, 2033 (euro-denominated) | € | 550,000 | 620,043 | 642,927 | |||||||||||||
| 5.375% 30-year debentures due October 15, 2035 | $ | 300,000 | 297,682 | 297,557 | |||||||||||||
| 6.60% 30-year notes due March 15, 2038 | $ | 250,000 | 248,675 | 248,618 | |||||||||||||
| 5.375% 30-year notes due March 1, 2041 | $ | 350,000 | 345,949 | 345,810 | |||||||||||||
| Total long-term debt | 3,259,988 | 3,327,972 | |||||||||||||||
| Less long-term debt current portion | (681,792) | (706,677) | |||||||||||||||
| Net long-term debt | $ | 2,578,196 | $ | 2,621,295 |
(1) Carrying amount is net of unamortized debt discount and deferred debt issuance costs. Total unamortized debt discounts on total long-term debt were $7.5 million and $8.6 million as of June 30, 2026 and December 31, 2025, respectively. Total deferred debt issuance costs on total long-term debt were $8.6 million and $9.7 million as of June 30, 2026 and December 31, 2025, respectively.
The discounts are being amortized to interest expense using the effective interest method over the life of the issuances. The deferred issuance costs are amortized on a straight-line basis over the life of the debt, as this approximates the effective interest method.
On April 2, 2026, the Company entered into a new $1.5 billion five-year unsecured revolving credit facility (the "Credit Agreement") with a syndicate of banks. The previous $1.0 billion five-year unsecured revolving credit facility was terminated upon execution of the new credit facility and the previous $500.0 million 364-day unsecured revolving credit facility expired on the same day. The lenders' commitments under the five-year Credit Agreement will terminate and the loans under the Credit Agreement will mature on April 2, 2031. The Credit Agreement is designated as a liquidity back-stop for the Company's commercial paper program and also is available for general corporate purposes. At the Company's election, loans under the Credit Agreement will bear interest at a base rate plus an applicable margin. The Credit Agreement requires the Company to pay facility fees and imposes various restrictions on the Company such as, among other things, a requirement to maintain a minimum interest coverage ratio of consolidated EBITDA to consolidated net interest expense of not less than 3.0 to 1. There were no outstanding borrowings under the new Credit Agreement as of June 30, 2026 or previous five-year and 364-day credit facilities as of December 31, 2025.
The Company was in compliance with all covenants in the Credit Agreement and other long-term debt covenants at June 30, 2026 and had an interest coverage ratio of consolidated EBITDA to consolidated net interest expense of 36.9 to 1.
Letters of Credit and other Guarantees
As of June 30, 2026, the Company had approximately $230.0 million outstanding in letters of credit, surety bonds, and performance and other guarantees which primarily expire on various dates through 2035. These letters of credit and bonds are primarily issued as security for insurance, warranty and other performance obligations. In general, we would only be liable for the amount of these guarantees in the event of default in the performance of our obligations, the probability of which is believed to be remote.
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
11. Financial Instruments
Cash Flow Hedges
The Company is exposed to market risk for changes in foreign currency exchange rates due to the global nature of its operations and certain commodity risks. In order to manage these risks, the Company has hedged portions of its forecasted sales and purchases which occur within the next twelve months that are denominated in non-functional currencies, with currency forward contracts designated as cash flow hedges. At June 30, 2026 and December 31, 2025, the Company had contracts with total notional amounts of $150,105 and $153,765, respectively, to exchange currencies, principally euro, pound sterling, Swedish krona, Canadian dollar, Chinese yuan, and Swiss franc. The Company believes it is probable that all forecasted cash flow transactions will occur.
In addition, the Company had outstanding contracts with a total notional amount of $104,950 and $74,403 as of June 30, 2026 and December 31, 2025, respectively, that are not designated as hedging instruments. These instruments are used to reduce the Company's exposure for operating receivables and payables that are denominated in non-functional currencies. Gains and losses on these contracts are recorded in other income, net in the condensed consolidated statements of earnings.
The following table sets forth the fair values of derivative instruments designated as cash flow hedges held by the Company as of June 30, 2026 and December 31, 2025 and the balance sheet lines in which they are recorded:
| Fair Value Asset (Liability) | |||||||||||||||||
| June 30, 2026 | December 31, 2025 | Balance Sheet Caption | |||||||||||||||
| Foreign currency forward | $ | 1,663 | $ | 647 | Prepaid and other current assets | ||||||||||||
| Foreign currency forward | (350) | (654) | Other accrued expenses | ||||||||||||||
For a cash flow hedge, the change in estimated fair value of a hedging instrument is recorded in accumulated other comprehensive earnings (loss), net of tax as a separate component of the condensed consolidated statements of stockholders' equity and is reclassified into revenues or cost of goods and services in the condensed consolidated statements of earnings during the period in which the hedged transaction is settled. The amount of gains or losses from hedging activity recorded in earnings is not significant, and the amount of unrealized gains and losses from cash flow hedges that are expected to be reclassified to earnings in the next twelve months is not significant; therefore, additional tabular disclosures are not presented. There are no amounts excluded from the assessment of hedge effectiveness, and the Company's derivative instruments that are subject to credit risk contingent features were not significant.
The Company is exposed to credit loss in the event of nonperformance by counterparties to the financial instrument contracts held by the Company; however, nonperformance by these counterparties is considered unlikely as the Company’s policy is to contract with highly-rated, diversified counterparties.
Net Investment Hedges
The Company designates certain non-derivative instruments as net investment hedges to hedge the net assets of certain foreign subsidiaries which are exposed to volatility in foreign currency exchange rates. The Company has designated the €600,000, €500,000, and €550,000 of euro-denominated notes issued November 9, 2016, November 4, 2019, and November 12, 2025, respectively, as hedges of its net investment in euro-denominated operations. In May of 2025, the Company entered into a €550,000 currency forward contract designated as a net investment hedge for the duration of the contract. The forward contract settled in December of 2025.
Changes in the value of the euro-denominated debt and currency forward contract, which are calculated using the spot method, are recognized in foreign currency translation adjustments within other comprehensive earnings (loss) of the condensed consolidated statements of comprehensive earnings. These changes in fair value of the euro-denominated debt and currency forward contract resulting from exchange rate differences are offset by changes in the net investment due to the high degree of effectiveness between the hedging instruments and the exposure being hedged.
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
Amounts recognized in other comprehensive earnings (loss) for the gains (losses) on net investment hedges were as follows:
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Gain (loss) on euro-denominated debt | $ | 31,194 | $ | (95,347) | $ | 70,059 | $ | (137,760) | |||||||||||||||
| Loss on currency forward contract | — | (16,177) | — | (16,177) | |||||||||||||||||||
| Gain (loss) on net investment hedges | 31,194 | (111,524) | 70,059 | (153,937) | |||||||||||||||||||
| Tax (expense) benefit | (7,031) | 25,212 | (15,791) | 34,800 | |||||||||||||||||||
| Net gain (loss) on net investment hedges, net of tax | $ | 24,163 | $ | (86,312) | $ | 54,268 | $ | (119,137) |
Fair Value Measurements
ASC 820, Fair Value Measurements and Disclosures, establishes a fair value hierarchy that requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the hierarchy is based on the lowest level of input that is significant to the fair value measurement. ASC 820 establishes three levels of inputs that may be used to measure fair value as follows:
Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 inputs include inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of assets or liabilities.
Level 3 inputs are unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
The following table presents the Company’s assets and liabilities measured at fair value on a recurring basis as of June 30, 2026 and December 31, 2025:
| June 30, 2026 | December 31, 2025 | ||||||||||||||||||||||||||||||||||
| Level 2 | Level 2 | ||||||||||||||||||||||||||||||||||
| Assets: | |||||||||||||||||||||||||||||||||||
| Foreign currency cash flow hedges | $ | 1,663 | $ | 647 | |||||||||||||||||||||||||||||||
| Liabilities: | |||||||||||||||||||||||||||||||||||
| Foreign currency cash flow hedges | 350 | 654 | |||||||||||||||||||||||||||||||||
The derivative contracts are measured at fair value using models based on observable market inputs such as foreign currency exchange rates and interest rates; therefore, they are classified within Level 2 of the fair value hierarchy.
In addition to fair value disclosure requirements related to financial instruments carried at fair value, accounting standards require disclosures regarding the fair value of all of the Company's financial instruments.
The estimated fair value of long-term debt at June 30, 2026 and December 31, 2025, was $2,593,030 and $2,652,750, respectively. The estimated fair value of long-term debt is based on quoted market prices for similar instruments and is, therefore, classified as Level 2 within the fair value hierarchy.
The carrying values of cash and cash equivalents, trade receivables, accounts payable, and current portion of long-term debt approximate their fair values as of June 30, 2026 and December 31, 2025 due to the short-term nature of these instruments.
12. Income Taxes
The effective tax rates for the three months ended June 30, 2026 and 2025 were 19.4% and 20.4%, respectively. The decrease in the effective tax rate for the three months ended June 30, 2026 relative to the prior year comparable period was primarily driven by an internal reorganization in 2026.
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
The effective tax rates for the six months ended June 30, 2026 and 2025 were 19.7% and 19.8%, respectively.
Dover and its subsidiaries file tax returns in the U.S., including various state and local returns, and in other foreign jurisdictions. The Company is routinely audited by taxing authorities in its filing jurisdictions, and a number of these audits are currently underway. We believe adequate provision has been made for all income tax uncertainties.
13. Equity Incentive Program
The Company typically makes its annual grants of equity awards pursuant to actions taken by the Compensation Committee of the Board of Directors at its regularly scheduled first quarter meeting. During the six months ended June 30, 2026, the Company issued stock-settled appreciation rights ("SARs") covering 266,199 shares, performance share awards ("PSAs") of 32,294 and restricted stock units ("RSUs") of 56,039. During the six months ended June 30, 2025, the Company issued SARs covering 283,082 shares, PSAs of 34,458 and RSUs of 57,625.
The Company uses the Black-Scholes option pricing model to determine the fair value of each SAR on the date of grant. Expected volatilities are based on Dover's stock price history, including implied volatilities from traded options on Dover stock. The Company uses historical data to estimate SAR exercise and employee termination patterns within the valuation model. The expected life of SARs granted is derived from the output of the option valuation model and represents the average period of time that SARs granted are expected to be outstanding. The interest rate for periods within the contractual life of the awards is based on the U.S. Treasury yield curve in effect at the time of grant.
The assumptions used in determining the fair value of the SARs awarded during the respective periods were as follows:
| SARs | |||||||||||
| 2026 | 2025 | ||||||||||
| Risk-free interest rate | 3.66 | % | 4.35 | % | |||||||
| Dividend yield | 0.90 | % | 1.02 | % | |||||||
| Expected life (years) | 5.5 | 5.5 | |||||||||
| Volatility | 23.47 | % | 30.50 | % | |||||||
| Grant price | $231.63 | $202.33 | |||||||||
| Fair value per share at date of grant | $61.59 | $66.39 |
The PSAs granted in 2026 and 2025 vest based on the attainment of two equally weighted measures: (i) Dover’s performance relative to established internal metrics (performance condition) and (ii) Dover's performance relative to its peer group (companies listed under the S&P 500 Industrials sector; market condition).
The grant date fair value of the performance condition portion is determined using Dover’s closing stock price at the date of grant and the amount of expense recognized over the vesting period is subject to adjustment based on the expected attainment of the performance condition. The grant date fair value per share of the 2026 and 2025 PSAs' performance condition portion were $231.63 and $202.33, respectively.
The grant date fair value of the 2026 and 2025 market condition portion is determined using the Monte Carlo simulation model. The amount of expense recognized over the vesting period is not subject to change based on future market conditions. The assumptions used in the Monte Carlo model to determine the fair value of the PSAs granted in the respective periods were as follows:
| PSAs | |||||||||||
| 2026 | 2025 | ||||||||||
| Risk-free interest rate | 3.39 | % | 4.21 | % | |||||||
| Dividend yield | 0.90 | % | 1.02 | % | |||||||
| Expected life (years) | 2.9 | 2.9 | |||||||||
| Volatility | 25.10 | % | 23.10 | % | |||||||
| Grant price | $231.63 | $202.33 | |||||||||
| Fair value per share at date of grant | $403.67 | $318.38 |
The performance and vesting period for all 2026 and 2025 PSAs is three years.
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
The Company also has granted RSUs, and the fair value of these awards was determined using Dover's closing stock price on the date of grant, which was $231.63 and $202.33 for RSUs granted in 2026 and 2025, respectively.
Stock-based compensation is reported within selling, general and administrative expenses in the condensed consolidated statements of earnings. The following table summarizes the Company’s compensation expense relating to all stock-based incentive plans:
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Pre-tax stock-based compensation expense | $ | 6,799 | $ | 7,003 | $ | 27,759 | $ | 30,877 | |||||||||||||||
| Tax benefit | (700) | (723) | (2,895) | (3,227) | |||||||||||||||||||
| Total stock-based compensation expense, net of tax | $ | 6,099 | $ | 6,280 | $ | 24,864 | $ | 27,650 |
14. Commitments and Contingent Liabilities
Litigation
A few of the Company’s subsidiaries are involved in legal proceedings relating to the cleanup of waste disposal sites identified under federal and state statutes which provide for the allocation of such costs among "potentially responsible parties." In each instance, the extent of the Company’s liability appears to be relatively insignificant in relation to the total projected expenditures and the number of other "potentially responsible parties" involved and is anticipated to be immaterial to the Company. In addition, a few of the Company’s subsidiaries are involved in ongoing remedial activities at certain current and former plant sites, in cooperation with regulatory agencies, and appropriate estimated liabilities have been established. At June 30, 2026 and December 31, 2025, these estimated liabilities for environmental and other matters, including private party claims for exposure to hazardous substances that are probable and estimable, were not significant.
The Company and some of its subsidiaries are also parties to a number of other legal proceedings incidental to their businesses. These proceedings primarily involve claims by private parties alleging injury arising out of use of the Company’s products, patent infringement, employment matters and commercial disputes. Management and legal counsel, at least quarterly, review the probable outcome of such proceedings, the costs and expenses reasonably expected to be incurred and currently accrued to-date and consider the availability and extent of insurance coverage.
The Company has estimated liabilities for these other legal matters that are probable and estimable, and at June 30, 2026 and December 31, 2025, these estimated liabilities were immaterial. While it is not possible at this time to predict the outcome of these legal actions, in the opinion of management, based on the aforementioned reviews, the Company is not currently involved in any legal proceedings which, individually or in the aggregate, could have a material effect on its financial position, results of operations, or cash flows.
See also Note 4 — Discontinued and Disposed Operations for details on litigation related to a discontinued operation.
Warranty Accruals
Estimated warranty program claims are provided for at the time of sale of the Company's products. Amounts provided for are based on historical costs and adjusted for new claims and are included within other accrued expenses and other liabilities in the condensed consolidated balance sheets. The changes in the carrying amount of product warranties through June 30, 2026 and 2025, were as follows:
| 2026 | 2025 | ||||||||||
| Balance at January 1 | $ | 45,858 | $ | 42,055 | |||||||
| Provision for warranties | 27,688 | 24,559 | |||||||||
| Settlements made | (27,525) | (25,822) | |||||||||
| Other adjustments, including acquisitions and currency translation | (933) | 3,043 | |||||||||
| Balance at June 30 | $ | 45,088 | $ | 43,835 |
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
Supply Chain Financing
Outstanding payments related to Supply Chain Financing ("SCF") programs are recorded within accounts payable in our condensed consolidated balance sheets. Amounts due that are confirmed as valid to the SCF programs financial institutions as of June 30, 2026 and December 31, 2025 were approximately $135,801 and $117,884, respectively.
15. Accumulated Other Comprehensive Earnings (Loss)
Amounts reclassified from accumulated other comprehensive earnings (loss) to earnings during the three and six months ended June 30, 2026 and 2025 were as follows:
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Foreign currency translation: | |||||||||||||||||||||||
| Reclassification of foreign currency translation (gains) losses to earnings | $ | (37) | $ | 1,858 | $ | (37) | $ | 1,858 | |||||||||||||||
| Tax benefit | — | — | — | — | |||||||||||||||||||
| Net of tax | $ | (37) | $ | 1,858 | $ | (37) | $ | 1,858 | |||||||||||||||
| Pension plans: | |||||||||||||||||||||||
| Amortization of actuarial gain | $ | (507) | $ | (384) | $ | (1,013) | $ | (792) | |||||||||||||||
| Amortization of prior service credits | (63) | (210) | (127) | (405) | |||||||||||||||||||
| Settlement and curtailment costs(1) | — | (729) | — | (729) | |||||||||||||||||||
| Total before tax | (570) | (1,323) | (1,140) | (1,926) | |||||||||||||||||||
| Tax provision | 120 | 293 | 242 | 425 | |||||||||||||||||||
| Net of tax | $ | (450) | $ | (1,030) | $ | (898) | $ | (1,501) | |||||||||||||||
| Cash flow hedges: | |||||||||||||||||||||||
| Net (gain) loss reclassified into earnings | $ | (768) | $ | 1,184 | $ | (1,031) | $ | 705 | |||||||||||||||
| Tax provision (benefit) | 165 | (219) | 226 | (141) | |||||||||||||||||||
| Net of tax | $ | (603) | $ | 965 | $ | (805) | $ | 564 |
(1) Included in loss from discontinued operations, net in the condensed consolidated statement of earnings.
The Company recognizes the amortization of net actuarial gains and losses and prior service costs and credits in other income, net within the condensed consolidated statements of earnings.
Cash flow hedges consist mainly of foreign currency forward contracts. The Company recognizes the realized gains and losses on its cash flow hedges in the same line item as the hedged transaction, such as revenue or cost of goods and services.
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
16. Segment Information
The Company categorizes its operating companies into five reportable segments: Engineered Products, Clean Energy & Fueling, Imaging & Identification, Pumps & Process Solutions, and Climate & Sustainability Technologies. The Company's businesses are structured around similar business models, go-to market strategies, manufacturing practices and product categories which increases management efficiency and better aligns Dover's operations with its strategic initiatives and capital allocation priorities, and provides greater transparency about performance. Operating segments are defined as the components of an enterprise for which separate financial information is available, that engage in business activities from which they may recognize revenues and incur expenses, and that are regularly evaluated by the entity's chief operating decision maker or decision-making group, which is composed of Dover's Group Executive Committee, in making resource allocation decisions and evaluating performance.
The five reportable segments are as follows:
-
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, precision soldering and fluid dispensing end-markets.
-
Clean Energy & Fueling segment provides components, equipment, software solutions and services enabling safe and reliable storage, transport, dispensing, and remote monitoring 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.
-
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.
-
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, 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.
-
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.
Management uses segment earnings to evaluate segment performance and allocate resources. Segment earnings is defined as earnings before purchase accounting expenses, restructuring and other costs (benefits), (gain) loss on dispositions, corporate expenses/other, interest expense, interest income and provision for income taxes.
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
Segment financial information and a reconciliation of segment results to consolidated results were as follows:
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||||||
| Revenue: | ||||||||||||||||||||||||||
| Engineered Products | $ | 283,481 | $ | 275,944 | $ | 550,120 | $ | 530,590 | ||||||||||||||||||
| Clean Energy & Fueling | 594,959 | 546,097 | 1,149,768 | 1,037,245 | ||||||||||||||||||||||
| Imaging & Identification | 305,101 | 292,009 | 590,521 | 572,099 | ||||||||||||||||||||||
| Pumps & Process Solutions | 552,709 | 520,554 | 1,090,519 | 1,014,127 | ||||||||||||||||||||||
| Climate & Sustainability Technologies | 455,097 | 416,151 | 866,157 | 764,039 | ||||||||||||||||||||||
| Total segment revenues | 2,191,347 | 2,050,755 | 4,247,085 | 3,918,100 | ||||||||||||||||||||||
| Intersegment eliminations | (1,326) | (1,163) | (3,441) | (2,449) | ||||||||||||||||||||||
| Total consolidated revenue | $ | 2,190,021 | $ | 2,049,592 | $ | 4,243,644 | $ | 3,915,651 | ||||||||||||||||||
| Adjusted cost of goods and services**:****(1)** | ||||||||||||||||||||||||||
| Engineered Products | $ | 184,653 | $ | 182,576 | $ | 367,201 | $ | 355,656 | ||||||||||||||||||
| Clean Energy & Fueling | 370,885 | 343,893 | 730,324 | 659,087 | ||||||||||||||||||||||
| Imaging & Identification | 140,654 | 135,804 | 271,363 | 259,429 | ||||||||||||||||||||||
| Pumps & Process Solutions | 269,723 | 263,190 | 533,822 | 515,354 | ||||||||||||||||||||||
| Climate & Sustainability Technologies | 325,167 | 285,537 | 614,066 | 530,237 | ||||||||||||||||||||||
| Total adjusted segment cost of goods and services | $ | 1,291,082 | $ | 1,211,000 | $ | 2,516,776 | $ | 2,319,763 | ||||||||||||||||||
| Adjusted selling, general and administrative expenses**:****(2)** | ||||||||||||||||||||||||||
| Engineered Products | $ | 41,030 | $ | 39,857 | $ | 80,130 | $ | 77,309 | ||||||||||||||||||
| Clean Energy & Fueling | 95,528 | 94,433 | 191,857 | 184,743 | ||||||||||||||||||||||
| Imaging & Identification | 79,471 | 79,268 | 156,725 | 158,158 | ||||||||||||||||||||||
| Pumps & Process Solutions | 104,138 | 97,860 | 208,357 | 187,994 | ||||||||||||||||||||||
| Climate & Sustainability Technologies | 54,104 | 53,352 | 112,270 | 104,421 | ||||||||||||||||||||||
| Total adjusted segment selling, general and administrative expenses | $ | 374,271 | $ | 364,770 | $ | 749,339 | $ | 712,625 | ||||||||||||||||||
| Earnings from continuing operations: | ||||||||||||||||||||||||||
| Segment earnings: | ||||||||||||||||||||||||||
| Engineered Products | $ | 57,798 | $ | 53,511 | $ | 102,789 | $ | 97,625 | ||||||||||||||||||
| Clean Energy & Fueling | 128,546 | 107,771 | 227,587 | 193,415 | ||||||||||||||||||||||
| Imaging & Identification | 84,976 | 76,937 | 162,433 | 154,512 | ||||||||||||||||||||||
| Pumps & Process Solutions | 178,848 | 159,504 | 348,340 | 310,779 | ||||||||||||||||||||||
| Climate & Sustainability Technologies | 75,826 | 77,262 | 139,821 | 129,381 | ||||||||||||||||||||||
| Total segment earnings | 525,994 | 474,985 | 980,970 | 885,712 | ||||||||||||||||||||||
| Purchase accounting expenses (3) | 51,591 | 51,123 | 106,170 | 100,227 | ||||||||||||||||||||||
| Restructuring and other costs (4) | 24,635 | 23,210 | 61,430 | 32,607 | ||||||||||||||||||||||
| Gain on dispositions (5) | — | (2,176) | — | (4,644) | ||||||||||||||||||||||
| Corporate expense / other (6) | 47,534 | 41,875 | 96,772 | 93,834 | ||||||||||||||||||||||
| Interest expense | 29,058 | 26,791 | 58,580 | 54,399 | ||||||||||||||||||||||
| Interest income | (14,522) | (17,935) | (28,582) | (38,189) | ||||||||||||||||||||||
| Earnings before provision for income taxes | 387,698 | 352,097 | 686,600 | 647,478 | ||||||||||||||||||||||
| Provision for income taxes | 75,153 | 71,967 | 135,306 | 128,107 | ||||||||||||||||||||||
| Earnings from continuing operations | $ | 312,545 | $ | 280,130 | $ | 551,294 | $ | 519,371 |
(1) Adjusted cost of goods and services exclude expenses related to purchase accounting and restructuring and other costs.
(2) Adjusted selling, general and administrative expenses exclude expenses related to purchase accounting, restructuring and other costs, and gain on dispositions and include other income, net.
(3) Purchase accounting expenses are primarily comprised of amortization of intangible assets.
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
(4) Restructuring and other costs relate to actions taken for headcount reductions, facility consolidations and site closures, product line exits, and other asset charges. Restructuring and other costs consist of the following:
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Restructuring | $ | 17,012 | $ | 13,529 | $ | 47,223 | $ | 21,839 | |||||||||||||||
| Other costs, net | 7,623 | 9,681 | 14,207 | 10,768 | |||||||||||||||||||
| Restructuring and other costs | $ | 24,635 | $ | 23,210 | $ | 61,430 | $ | 32,607 |
(5) Gain on dispositions, including post-closing adjustments.
(6) 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.
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Segment earnings margins: | |||||||||||||||||||||||
| Engineered Products | 20.4 | % | 19.4 | % | 18.7 | % | 18.4 | % | |||||||||||||||
| Clean Energy & Fueling | 21.6 | % | 19.7 | % | 19.8 | % | 18.6 | % | |||||||||||||||
| Imaging & Identification | 27.9 | % | 26.3 | % | 27.5 | % | 27.0 | % | |||||||||||||||
| Pumps & Process Solutions | 32.4 | % | 30.6 | % | 31.9 | % | 30.6 | % | |||||||||||||||
| Climate & Sustainability Technologies | 16.7 | % | 18.6 | % | 16.1 | % | 16.9 | % | |||||||||||||||
| Total segments | 24.0 | % | 23.2 | % | 23.1 | % | 22.6 | % | |||||||||||||||
| Depreciation and amortization: | |||||||||||||||||||||||
| Other depreciation and amortization:(7) | |||||||||||||||||||||||
| Engineered Products | $ | 5,447 | $ | 5,141 | $ | 10,933 | $ | 9,941 | |||||||||||||||
| Clean Energy & Fueling | 9,111 | 8,961 | 17,663 | 17,539 | |||||||||||||||||||
| Imaging & Identification | 4,373 | 4,229 | 8,581 | 8,322 | |||||||||||||||||||
| Pumps & Process Solutions | 14,004 | 13,131 | 28,016 | 25,732 | |||||||||||||||||||
| Climate & Sustainability Technologies | 8,001 | 7,605 | 16,070 | 14,930 | |||||||||||||||||||
| Total other depreciation and amortization | 40,936 | 39,067 | 81,263 | 76,464 | |||||||||||||||||||
| Corporate depreciation and amortization | 1,877 | 1,850 | 3,805 | 3,690 | |||||||||||||||||||
| Depreciation and amortization included in purchase accounting expenses and restructuring and other | 53,999 | 53,466 | 109,165 | 101,647 | |||||||||||||||||||
| Consolidated depreciation and amortization total | $ | 96,812 | $ | 94,383 | $ | 194,233 | $ | 181,801 |
(7) Other depreciation and amortization relates to property, plant, and equipment and intangibles, and excludes amounts related to purchase accounting expenses and restructuring and other costs.
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| Capital expenditures: | 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||
| Engineered Products | $ | 4,935 | $ | 6,175 | $ | 10,550 | $ | 11,997 | |||||||||||||||
| Clean Energy & Fueling | 11,250 | 11,687 | 23,373 | 22,780 | |||||||||||||||||||
| Imaging & Identification | 10,420 | 9,786 | 19,899 | 19,442 | |||||||||||||||||||
| Pumps & Process Solutions | 11,653 | 12,969 | 25,532 | 25,436 | |||||||||||||||||||
| Climate & Sustainability Technologies | 7,551 | 16,039 | 25,429 | 24,637 | |||||||||||||||||||
| Corporate | 1,974 | 4,276 | 2,808 | 4,832 | |||||||||||||||||||
| Total capital expenditures | $ | 47,783 | $ | 60,932 | $ | 107,591 | $ | 109,124 |
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
Selected financial information by segment (continued):
| Total assets: | June 30, 2026 | December 31, 2025 | |||||||||
| Engineered Products | $ | 1,106,276 | $ | 1,091,594 | |||||||
| Clean Energy & Fueling | 3,626,163 | 3,607,567 | |||||||||
| Imaging & Identification | 1,843,976 | 1,827,454 | |||||||||
| Pumps & Process Solutions | 3,410,760 | 3,479,147 | |||||||||
| Climate & Sustainability Technologies | 1,599,190 | 1,426,174 | |||||||||
| Corporate (8) | 2,107,851 | 1,990,487 | |||||||||
| Total assets | $ | 13,694,216 | $ | 13,422,423 |
(8) Corporate assets are comprised primarily of cash and cash equivalents.
The following table presents revenue disaggregated by geography based on the location of the Company's customers:
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||||||||||||||||||
| Revenue by geography: | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||||||||
| United States | $ | 1,217,390 | $ | 1,146,736 | $ | 2,360,107 | $ | 2,169,853 | ||||||||||||||||||||||||
| Europe | 458,206 | 433,469 | 905,979 | 830,760 | ||||||||||||||||||||||||||||
| Asia | 243,873 | 213,546 | 459,946 | 422,278 | ||||||||||||||||||||||||||||
| Other Americas | 182,243 | 168,105 | 351,824 | 328,001 | ||||||||||||||||||||||||||||
| Other | 88,309 | 87,736 | 165,788 | 164,759 | ||||||||||||||||||||||||||||
| Total | $ | 2,190,021 | $ | 2,049,592 | $ | 4,243,644 | $ | 3,915,651 | ||||||||||||||||||||||||
For the three and six months ended June 30, 2026 and 2025, the U.S. was the largest geographical market for revenue for the Engineered Products, Clean Energy & Fueling, Pumps & Process Solutions, and Climate & Sustainability Technologies segments, and Europe was the largest market for the Imaging & Identification segment.
17. Stockholders' Equity
Share Repurchases
In August 2023, the Company's Board of Directors approved a new standing share repurchase authorization whereby the Company may repurchase up to 20 million shares beginning on January 1, 2024 through December 31, 2026.
On November 10, 2025, the Company entered into a $500,000 accelerated share repurchase agreement (the "ASR Agreement") with JPMorgan Chase Bank, N.A. ("JPMorgan") to repurchase its shares in an accelerated share repurchase program (the "ASR Program"). The ASR Program is classified as equity, initially recorded at fair value with no subsequent remeasurement. The Company conducted the ASR Program under the current share repurchase authorization. The Company funded the ASR Program with cash on hand.
Under the terms of the ASR Agreement, the Company paid JPMorgan $500,000 on November 12, 2025, and on that date received initial delivery of 2,334,010 shares, representing a substantial majority of the shares expected to be retired over the course of the ASR Program. In April 2026, JPMorgan delivered 153,652 additional shares which completed the ASR Program, totaling 2,487,662 repurchased shares under the ASR Agreement. The total number of shares repurchased under the ASR Agreement was based on the average of the daily volume-weighted average share price of Dover's common stock during the calculation period of the ASR Program, less a discount, which was $200.99 over the term of the ASR Program.
In the three months ended June 30, 2026 and 2025, exclusive of the ASR Agreement, there were no share repurchases. In the six months ended June 30, 2026 and 2025, exclusive of the ASR Agreement, the Company repurchased 250,000 shares at a total cost of $53,937, or $215.75 per share and 200,000 shares at a total cost of $40,700, or $203.50 per share, respectively.
As of June 30, 2026, 14,193,056 shares remain authorized for repurchase under the August 2023 share repurchase authorization.
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
18. Earnings per Share
The following table sets forth a reconciliation of the information used in computing basic and diluted earnings per share:
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Earnings from continuing operations | $ | 312,545 | $ | 280,130 | $ | 551,294 | $ | 519,371 | |||||||||||||||
| Loss from discontinued operations, net | (299) | (1,066) | (615) | (9,486) | |||||||||||||||||||
| Net earnings | $ | 312,246 | $ | 279,064 | $ | 550,679 | $ | 509,885 | |||||||||||||||
| Basic earnings per common share: | |||||||||||||||||||||||
| Earnings from continuing operations | $ | 2.32 | $ | 2.04 | $ | 4.09 | $ | 3.78 | |||||||||||||||
| Loss from discontinued operations, net | $ | — | $ | (0.01) | $ | — | $ | (0.07) | |||||||||||||||
| Net earnings | $ | 2.32 | $ | 2.03 | $ | 4.08 | $ | 3.71 | |||||||||||||||
| Weighted average shares outstanding | 134,759,000 | 137,226,000 | 134,869,000 | 137,261,000 | |||||||||||||||||||
| Diluted earnings per common share: | |||||||||||||||||||||||
| Earnings from continuing operations | $ | 2.31 | $ | 2.03 | $ | 4.06 | $ | 3.76 | |||||||||||||||
| Loss from discontinued operations, net | $ | — | $ | (0.01) | $ | — | $ | (0.07) | |||||||||||||||
| Net earnings | $ | 2.30 | $ | 2.02 | $ | 4.06 | $ | 3.69 | |||||||||||||||
| Weighted average shares outstanding | 135,553,000 | 137,974,000 | 135,725,000 | 138,132,000 |
The following table is a reconciliation of the share amounts used in computing earnings per share:
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Weighted average shares outstanding - basic | 134,759,000 | 137,226,000 | 134,869,000 | 137,261,000 | |||||||||||||||||||
| Dilutive effect of assumed exercise of SARs and vesting of performance shares and RSUs | 794,000 | 748,000 | 856,000 | 871,000 | |||||||||||||||||||
| Weighted average shares outstanding - diluted | 135,553,000 | 137,974,000 | 135,725,000 | 138,132,000 |
Diluted earnings per share amounts are computed using the weighted average number of common shares outstanding and, if dilutive, potential common shares outstanding during the period. Potential common shares consist of the incremental common shares issuable upon the exercise of SARs and vesting of performance shares and RSUs, as determined using the treasury stock method.
The number of anti-dilutive potential common shares excluded from the calculation above were approximately 46,000 and 61,000 for the three months ended June 30, 2026 and 2025, respectively and 53,000 and 51,000 for the six months ended June 30, 2026 and 2025, respectively.
19. Recent Accounting Pronouncements
Recently Issued Accounting Standards
In November 2024, the FASB issued ASU No. 2024-03, Income Statement—Reporting Comprehensive Income (Subtopic 220-40): Expense Disaggregation Disclosures, which expands disclosures of specific expense categories at interim and annual reporting periods. The amendments are effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating this ASU to determine its impact on the Company’s disclosures.
In May 2026, the FASB issued ASU No. 2026-02, Environmental Credits and Environmental Credit Obligations, which provides specific guidelines for the recognition, measurement, presentation, and disclosure requirements of environmental credits and environmental credit obligations. The amendments are effective for fiscal years beginning after December 15, 2027, and interim periods within those annual reporting periods. Early adoption is permitted. The Company is currently evaluating this ASU to determine its impact on the Company's disclosures.
DOVER CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except share data and where otherwise indicated) (Unaudited)
Recently Adopted Accounting Standard
In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which expands the disclosures required in an entity’s income tax rate reconciliation table and requires disclosure of income taxes paid both in U.S. and foreign jurisdictions. The amendments are effective for fiscal years beginning after December 15, 2024. The Company adopted the guidance during the fourth quarter of 2025.
In July 2025, the FASB issued ASU No. 2025-05, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets, which provides entities the option of a practical expedient in the estimation of credit losses. The amendments are effective for fiscal years beginning after December 15, 2025, and interim periods within those annual reporting periods. Early adoption is permitted. The Company adopted the guidance as of January 1, 2026. The adoption did not have a material impact on the Company's condensed consolidated financial statements. See Note 7 — Credit Losses for further details.
In September 2025, the FASB issued ASU No. 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, which changes the requirements for when entities may begin capitalizing costs for internal-use software. The amendments are effective for fiscal years beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period. The Company adopted the guidance on January 1, 2026. The adoption did not have a material impact on the Company's condensed consolidated financial statements.
Previous: Cover and table of contents · Next: Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations