Rockwell Automation (ROK) 10-K risk factor changes: FY2024 vs FY2023

In the ordinary course of our business, we face various strategic, operating, compliance, [added: cybersecurity,] and financial risks.

Natural disasters (including but not limited to those as a result of climate change), pandemics, acts or threats of war or terrorism, international conflicts, power outages, fires, explosions, equipment failures, sabotage, political instability, and the actions taken by governments could cause damage to or disrupt our business operations, our [added: distribution network, our] suppliers or our customers, and could create economic instability.

If we fail to achieve our objectives, to keep pace with technological [removed: changes,] [added: changes including the development of artificial intelligence and machine learning,] or to provide high quality hardware and software products, solutions, and services, we may lose business or experience price erosion and correspondingly lower sales and margins.

[removed: Less than half of our total sales in 2023 were to customers outside the U.S.] The future success of our business depends on growth in our sales in all global markets.

Our global operations are subject to numerous financial, legal, and operating risks, such as political and economic instability; prevalence of corruption in certain countries; enforcement of contract and intellectual property rights; and compliance with existing and future laws, regulations, and policies, including those related to exports, imports, tariffs, embargoes and other trade [removed: restrictions (including sanctions placed on Russia),] [added: restrictions,] investments, taxation, product content and performance, employment, and repatriation of earnings.

Failures or security breaches of our [removed: products, connected] [added: commercial product offerings (which includes hardware, software,] services, [added: and solutions),] manufacturing environment, supply chain, or information and operational technology systems could have an adverse effect on our business.

We rely heavily on technology in our [removed: hardware and software products, solutions, and services] [added: commercial product offerings] for [added: use in] our customers’ manufacturing environment, and in our enterprise infrastructure.

Given [removed: that] our [removed: hardware and software products, solutions, and services are] [added: commercial product offerings can be] used in critical [removed: infrastructure,] [added: infrastructure and critical manufacturing,] these threats could indicate increased risk for our [removed: products, services, solutions,] [added: commercial product offerings,] manufacturing, and IT infrastructure.

Past global cyber-attacks have also been perpetuated by compromising software updates in widely used software products, [removed: increasing] [added: posing] the risk that vulnerabilities or malicious content could be inserted into our products.

In some cases, [added: it is possible that] malware attacks [removed: were] [added: could] spread throughout the supply chain, moving from one company to the next via authorized network connections.

Our hardware and software products, [removed: solutions, and] services [added: and solutions] are used by our direct and indirect customers in applications that may be subject to information theft, tampering, sabotage, or cyber-attacks.

Careless or malicious actors could cause a customer’s process to be disrupted or could cause equipment to operate in an improper [removed: manner that could result] [added: manner, resulting] in harm to people or property.

While we continue to improve the security attributes of our [removed: hardware and software products, solutions, and services,] [added: commercial product offerings,] we can reduce risk, [added: but] not eliminate it.

In addition, both software and hardware supply chains [added: can] introduce security vulnerabilities into many [removed: products] [added: technologies] across the industry.

Our business uses technology resources [removed: on] [added: across] a dispersed, global basis for a [removed: wide] variety of functions including development, engineering, manufacturing, sales, [removed: accounting,] [added: accounting] and [added: financial reporting, and] human resources.

In addition, we rely on partners and vendors, including cloud providers, for a wide range of products and outsourced activities as part of our internal IT infrastructure and our commercial [added: product] offerings.

In addition, [removed: cyber security] [added: cybersecurity] threats may pose a significant risk to our third-party partners and could have a material adverse impact on their businesses, operations, products, and services that we use in our day-to-day operations.

Our information security [removed: efforts, under the leadership of our Chief Information Security Officer and Chief Product Security Officer, with the support of the entire management team,] [added: efforts] include [removed: major] programs designed to address security [removed: governance and risk, product security, identification] [added: governance, compliance, risk management, secure development] and [removed: protection of critical assets,] [added: engineering, data protection,] insider risk, third-party risk, security awareness, [added: access management, incident response,] and [removed: cyber defense operations.][added: security operations in support of enterprise security and product security.]

We believe these measures reduce, but cannot eliminate, the risk of a cybersecurity [removed: incident.][added: incident internally or externally.]

If we are not able to anticipate, identify, develop, and market products that respond to changes in customer preferences and emerging technological and broader industry trends, [added: including the development of artificial intelligence and machine learning,] demand for our products could decline.

The inability to [added: secure or] enforce our intellectual property rights [removed: (including as a result of counterfeit products and sales made by unauthorized resellers)] may have an adverse effect on our results of operations.

The expenses we record for our pension and other postretirement benefit plans depend on factors such as changes in market interest rates, the value [added: and investment performance] of plan assets, mortality assumptions, and healthcare trend rates.

- unknown or undisclosed and unmitigated [removed: cyber] [added: cybersecurity] risks to purchased systems, products, and services;

In October 2021, the Organization for Economic Cooperation and Development (OECD) and G20 Finance Ministers reached an agreement, known as Base Erosion and Profit Shifting (BEPS) Pillar Two, that, among other things, ensures that income earned in each jurisdiction that [removed: a] [added: qualifying] multinational [removed: enterprise operates] [added: enterprises operate] in is subject to a minimum corporate income tax rate of at least 15%.

Discussions related to the formal implementation [added: and enactment] of this agreement, including within the tax law of each member jurisdiction including the United States, are ongoing.

Enactment of this regulation in its current form would [added: generally apply to the Company beginning in fiscal year 2026, resulting in an] increase [added: in our effective tax rate as well as in] the amount of global corporate income tax [removed: paid by the Company.][added: paid.]

Compliance with privacy and cybersecurity [added: laws and] regulations [added: (including the emerging European Union Cyber Resiliency Act)] could increase our operating costs [added: in managing product compliance and] as part of our efforts to protect and safeguard our sensitive data, personal information, and IT infrastructure.

Failure to maintain information privacy [added: and security] could result in legal liability or reputational harm.

[removed: The uncertainties of litigation] (including asbestos claims) and the uncertainties related to the collection of insurance proceeds make it difficult to predict the ultimate resolution of these lawsuits.

We have, from time to time, divested certain [removed: of our] businesses.

As our distributor partners and customers work to manage working capital and inventory levels, we may experience volatility in orders.

*Product and Services Security*

We have designed a Secure Development Lifecycle Program that incorporates appropriate security activities into the necessary development and support practices for our commercial product offerings.

The Secure Development Lifecycle Program is audited annually by third-party firms.

Our Third-Party Risk Program manages risk posed by our suppliers used in the development of our commercial product offerings.

*Enterprise Security*

An inability to successfully execute cost productivity and margin expansion initiatives.

Financial results depend on the successful execution of our business operating plans, including current and future cost productivity and margin expansion initiatives.

We continuously pursue alignment of costs with business and economic conditions.

Productivity projects include savings in the areas of product cost, indirect cost, administrative costs, purchased services, logistics, manufacturing workflows, make or buy decisions in manufacturing, product portfolio and price optimization.

Our ongoing productivity initiatives target both cost reduction and improved asset utilization.

Charges for workforce reduction and facility rationalization may be required in order to efficiently execute our productivity programs.

There is a risk that these initiatives will not result in the projected savings that we anticipate and could negatively impact our business and financial results.

Unauthorized resellers and counterfeiters of Company-branded products of inferior quality or that may otherwise be materially different from genuine goods sold by the Company and its authorized distributors may harm the goodwill and reputation of the Company and could adversely affect our results of operations.

Certain countries have enacted the Pillar Two framework, including Singapore, which is expected to result in the greatest impact to the Company.

These requirements could potentially have an adverse effect on our ability to do business in certain jurisdictions.

Changes in these requirements could impact demand for our hardware and software products, solutions, and services.

We estimate the future asbestos litigation-related costs that we expect to incur over the next several years.

This process is not exact because it relies on a variety of assumptions and specific factors that could potentially change over time and therefore increase or decrease our future projected asbestos liabilities.

The uncertainties of litigation

As our product lead times are stabilizing, orders may decline as our distributor partners and customers work to lower their working capital by reducing inventory levels.

In addition, we continue to drive productivity to reduce our cost structure.

Expenses related to enforcing our intellectual property rights could be significant.

- [removed: accelerate] [added: continue double-digit] growth in annual recurring revenue;

- add 1% [added: average annual] growth from [removed: acquisitions annually;] [added: acquisitions;] and

Our [removed: 2022] [added: 2023] Sustainability Report highlights our sustainability strategy and outcomes.

Over the past decade, our investments in technology and globalization have enabled us to expand our addressed market to [removed: over $120] [added: approximately $130] billion.

In most [removed: counties,] [added: countries,] our direct sales force works with Original Equipment Manufacturers [removed: (OEMs),] [added: (OEMs) or machine builders,] system integrators, technology partners, and end users in conjunction with independent distributors.

Approximately [removed: 70] [added: 65] percent of our global sales are transacted through independent distributors.

Sales to our two largest distributors in [added: 2024,] 2023, [removed: 2022,] and [removed: 2021,] [added: 2022,] which are attributable to all three segments, were approximately 20 percent of our total sales.

[removed: OEMs] [added: Machine builders continue to] represent an important growth opportunity.

To remain competitive, [removed: OEMs] [added: machine builders] need to find the optimal balance of machine cost and performance while reducing their time to market.

Our scalable technology, leading design productivity tools, and recent acquisitions [removed: in our Intelligent Devices and Software & Control businesses] support [removed: OEMs] [added: machine builders] in addressing these business needs.

We believe that increased demand for consumer products in [removed: these] [added: our addressed] markets will lead to manufacturing investment and provide us with additional growth opportunities in the future.

- application-specific [removed: differentiated] technology in focus industries.

[removed: Our] [added: - Strengthen our] commitment to [removed: diversity, equity,] [added: integrity, diversity] and [removed: inclusion starts at the top.][added: inclusion;]

In fiscal [removed: 2023,] [added: 2024,] we achieved 0.27 recordable cases per 100 employees.

The latest survey, conducted in February [removed: 2023,] [added: 2024,] showed an EEI of 76, which was eight points higher than the industry norm of 68 for this index.

Our global inclusion index score was [removed: 81, six] [added: 79, five] points higher than the industry norm of [removed: 75.][added: 74.]

In fiscal [removed: 2023,] [added: 2024,] the majority of our employees completed one or more of our training programs representing over [removed: 650,000] [added: 1.1 million] learning hours.

During fiscal [removed: 2022,] [added: 2024,] we [removed: launched] [added: updated] our Hybrid Workplace Program, which combines the values of both physical workspaces and virtual work options, both of which are important for attracting, retaining, and developing employees and facilitating innovation, engagement, and productivity.

We generally experienced [removed: lower] [added: flat] attrition rates in fiscal [removed: 2023] [added: 2024] as compared to fiscal [removed: 2022.][added: 2023.]

We believe [removed: the decrease] [added: this] is consistent with market trends experienced broadly across labor markets in fiscal [removed: 2023.][added: 2024.]

At September 30, [removed: 2023,] [added: 2024,] our employees, including those employed by consolidated subsidiaries, by region were approximately:

| North America | | | [removed: 10,000] [added: 9,500] | | |

| Asia Pacific | | | [removed: 7,500] [added: 7,000] | | |

| Latin America | | | [removed: 6,000] [added: 5,000] | | |

| Total employees | | | [removed: 29,000] [added: 27,000] | | |

| | | | [removed: September 30, 2023] | | | [removed: | | | | | |] [added: Year Ended September 30, 2024] | | | | | | [added: Year Ended September 30, 2023] | | | | | | [added: Year Ended September 30, 2023] | | |

| | | | [removed: September] [added: Year Ended September] 30, [added: 2024 | | | | | | | | | | | | | | | | | | | | | | | | Year Ended September 30,] 2023 | | | | | | | | | | | | | | | | | | [added: | | |]

| All U.S. Employees | | | [removed: 8%] [added: 7%] | | | [removed: 11%] [added: 10%] | | | [removed: 5%] [added: 6%] | | | 70% | | | 2% | | | [removed: 4%] [added: 5%] | | |

| Individual Contributors | | | [removed: 9%] [added: 8%] | | | 11% | | | 5% | | | 69% | | | 2% | | | [removed: 4%] [added: 5%] | | |

| People Managers | | | 6% | | | 8% | | | 6% | | | [removed: 76%] [added: 74%] | | | 1% | | | [removed: 3%] [added: 5%] | | |

| Technical Talent | | | [removed: 6%] [added: 5%] | | | 13% | | | [removed: 5%] [added: 6%] | | | [removed: 72%] [added: 69%] | | | 2% | | | [removed: 2%] [added: 5%] | | |

In [removed: 2023,] [added: 2024,] sales in the U.S. accounted for over half of our total sales.

The [added: Manufacturing] IP Index is expressed as a percentage of real output in a base year, currently 2017.

The table below depicts the trends in these indicators from fiscal [removed: 2021] [added: 2022] to [removed: 2023.][added: 2024.]

These figures are as of November [removed: 8, 2023,] [added: 12, 2024,] and are subject to revision by the issuing organizations.

The IP Index [removed: remains constant] [added: declined] in the fourth quarter of fiscal [removed: 2023] [added: 2024] versus the third quarter of fiscal [removed: 2023.][added: 2024.]

Manufacturing PMI results continued to [removed: be soft] [added: soften] in the fourth quarter of [removed: 2023.][added: 2024.]

| | | | | | | [removed: IP] [added: Manufacturing IP] Index | | | | | | PMI | | |

| June 2023 | | | | | | [removed: 99.6] [added: 99.2] | | | | | | 46.0 | | |

| March 2023 | | | | | | [removed: 99.5] [added: 99.2] | | | | | | 46.3 | | |

All of our markets are expected to grow over our long-term planning horizon.

Our domestic market projections reflect the opportunity to localize our customers’ supply chain and production operations.

Our international market projections reflect higher levels of infrastructure investment and the growing middle-class population.

Our talent management practices are focused on ensuring we can attract, develop, and retain the talent we need to deliver our business strategy.

We work to deliver a cohesive and consistent experience throughout the employee lifecycle that aligns with our four culture principles:

- Be willing to compare ourselves to the best alternatives;

- Increase the speed of decision making;

- Have a steady stream of fresh ideas.

Our programs and processes are designed to enable and inspire great employees to do their best work and to make Rockwell Automation a place where the best want to be.

| | | | September 30, 2024 | | | | | | | | | | | | | | | | | | | | | | | |

| All employees | | | 32% | | | 68% | | | —% | | | | | | | | | | | | | | | | | |

| Individual Contributors | | | 33% | | | 67% | | | —% | | | | | | | | | | | | | | | | | |

| Manufacturing Associates | | | 45% | | | 55% | | | —% | | | | | | | | | | | | | | | | | |

| | | | September 30, 2024 | | | | | | | | | | | | | | | | | |

| Manufacturing Associates | | | 14% | | | 16% | | | 4% | | | 55% | | | 2% | | | 9% | | |

| September 2024 | | | | | | 99.1 | | | | | | 47.2 | | |

| June 2024 | | | | | | 99.5 | | | | | | 48.5 | | |

| March 2024 | | | | | | 99.5 | | | | | | 50.3 | | |

| December 2023 | | | | | | 99.2 | | | | | | 47.1 | | |

Manufacturing PMI readings outside the U.S were also mixed with results reported above and below 50 and readings improving in some countries during the quarter and softening in others.

Backlog

| | | | | | | 2024 | | | | | | 2023 | | |

| Restructuring charges | | | | | | (97.4) | | | | | | — | | | | | | — | | |

2024 Compared to 2023

Sales in fiscal 2024 decreased 9 percent compared to 2023.

Acquisitions increased sales by 1 percentage point.

Organic annual recurring revenue at September 30, 2024 grew approximately 14 percent compared to September 30, 2023.

Volume decreased total company sales by approximately 12 percentage points year over year driven by the Software & Control and Intelligent Devices segments, partially offset by the Lifecycle Services segment.

| North America | | | | | | $ | 5,052.8 | | | | | (3) | | % | | | | (5) | | % |

| Asia Pacific | | | | | | 1,072.8 | | | | | | (21) | | % | | | | (20) | | % |

| Latin America | | | | | | 634.1 | | | | | | 5 | | % | | | | 4 | | % |

*Restructuring Charges*

Restructuring charges were $97.4 million in fiscal 2024, which relate to actions in conjunction with an enterprise-wide comprehensive program to optimize cost structure and expand margins.

Total segment operating earnings decreased to $1,595.3 million from $1,929.8 million in 2023, primarily due to lower sales volume and unfavorable mix, partially offset by lower incentive compensation and the positive impact of price realization exceeding input costs.

The decrease in the adjusted effective tax rate was primarily due to higher discrete tax benefits in 2024 compared to 2023.

In October 2021, the Organization for Economic Cooperation and Development (OECD) and G20 Finance Ministers reached an agreement, known as Base Erosion and Profit Shifting (BEPS) Pillar Two, that, among other things, ensures that income earned in each jurisdiction that qualifying multinational enterprises operate in is subject to a minimum corporate income tax rate of at least 15%.

Discussions related to the formal implementation and enactment of this agreement, including within the tax law of each member jurisdiction including the United States, are ongoing.

Certain countries have enacted the Pillar Two framework, including Singapore, which is expected to result in the greatest impact to the Company.

Enactment of this regulation in its current form would generally apply to the Company beginning in fiscal year 2026, resulting in an increase in our effective tax rate as well as in the amount of global corporate income tax paid.

The decreases in Net income attributable to Rockwell Automation and diluted EPS were primarily due to lower sales and lower pre-tax margin.

Our strategy is to expand human possibility.

Our vision is to create the future of industrial operations.

The emerging markets of Asia Pacific and Europe, Middle East, and Africa (EMEA) are projected to be the fastest growing over our long-term planning horizon, due to higher levels of infrastructure investment and the growing middle-class population.

At Rockwell Automation, we promise to expand human possibility within our company and throughout the world of industrial production, and we work to attract and develop highly engaged people who can and want to do their best work.

Our 11 board members include four female and two African American directors.

In fiscal 2021, we hired our first chief diversity officer and made investments to accelerate our efforts to increase diversity, equity, and inclusion across the company.

A culture of integrity is fundamental to Rockwell’s core values, including a formal ethics and compliance organization and an Ombuds office that investigates ethical and legal concerns brought forth by employees.

Our code of conduct, along with our partner code of conduct and supplier code of conduct prohibits corrupt acts, bribery, and anticompetitive behavior.

Employee training is used to reinforce our values companywide, with participation in trainings related to ethics, environment, health and safety, and emergency responses at or near 100%.

| All employees | | | 33% | | | 67% | | | —% | | | | | | | | | | | | | | | | | |

| Individual Contributors | | | 34% | | | 66% | | | —% | | | | | | | | | | | | | | | | | |

| Manufacturing Associates | | | 46% | | | 53% | | | 1% | | | | | | | | | | | | | | | | | |

| Manufacturing Associates | | | 19% | | | 15% | | | 4% | | | 50% | | | 2% | | | 10% | | |

*Continuous Improvement*

Productivity and continuous improvement are important components of our culture.

We have programs in place that drive ongoing process improvement, functional streamlining, material cost savings, and manufacturing productivity.

These are intended to improve profitability that can be used to fund investments in growth and to offset inflation.

Our ongoing productivity initiatives target both cost reduction and improved asset utilization.

Charges for workforce reductions and facility rationalization may be required in order to effectively execute our productivity programs.

| September 2021 | | | | | | 98.8 | | | | | | 60.5 | | |

| June 2021 | | | | | | 97.9 | | | | | | 60.9 | | |

| March 2021 | | | | | | 96.7 | | | | | | 63.7 | | |

| December 2020 | | | | | | 96.1 | | | | | | 60.5 | | |

Supply Chain

We have a global supply chain, including a network of suppliers and distribution and manufacturing facilities.

The supply chain has been stressed by increased demand, along with pandemic-related and other global events that have put additional pressures on manufacturing output.

Although there has been a continued gradual improvement in the supply chain environment, this has resulted in and could continue to result in:

- challenges in our supply chain;

- difficulty in procuring or inability to procure components and materials necessary for our hardware and software products, solutions, and services;

- increased costs for commodities and components; and

- delays in delivering, or an inability to deliver, our hardware and software products, solutions, and services.

We are closely managing our end-to-end supply chain, from sourcing to production to customer delivery, with a particular focus on all critical and at-risk suppliers and supplier locations globally.

We have made large-scale investments to increase capacity across our network in support of our orders growth.

Additional actions we are taking include:

- extending order visibility to our supply base to ensure we are appropriately planning for extended component lead times;

- securing longer-term supply agreements with critical partners;

- re-engineering of existing products to increase component supply resiliency;

- capacity investments, including redundant manufacturing lines and additional electronic assembly equipment; and

- qualification of additional suppliers to diversify our supplier base.

We believe these and other actions we are taking are enabling us to normalize our product lead times and reduce our backlog.

The fair value of our foreign currency forward exchange contracts is an asset of [removed: $49.2] [added: $17.1] million and a liability of [removed: $11.5] [added: $33.5] million at September 30, [removed: 2023.][added: 2024.]

For such assets and liabilities without offsetting foreign currency forward exchange contracts, a 10 percent adverse change in the underlying foreign currency exchange rates would reduce our pre-tax income by approximately [removed: $73.9] [added: $61.6] million.

There was no impact on earnings due to ineffective hedges in [added: 2024,] 2023, [removed: 2022,] or [removed: 2021.][added: 2022.]

[removed: Our] [added: Also included in] Short-term debt as of September 30, [removed: 2023] [added: 2024] and [removed: 2022, includes] [added: September 30, 2023 was] $23.5 million [removed: and $42.3 million, respectively,] of interest-bearing loans from SLB to Sensia, due [removed: December 29, 2023.][added: April 2025.]

As of September 30, [added: 2024 and] 2023, included in Short-term debt was $70.0 million borrowed against the line of credit with an interest rate of [added: 6.17 percent and] 6.29 [removed: percent.][added: percent, respectively.]

[removed: Also included in] [added: Our] Short-term debt as of September 30, [removed: 2022 was] [added: 2024, includes] commercial paper borrowings of [removed: $317.0] [added: $657.0] million with a weighted average interest rate of [removed: 3.03] [added: 5.14] percent and a weighted average maturity period of [removed: 22] [added: 24] days.

We had outstanding fixed rate long-term and current portion of long-term debt obligations with a carrying value of [removed: $2,871.5] [added: $2,868.7] million at September 30, [removed: 2023,] [added: 2024,] and [removed: $3,476.9] [added: $2,871.5] million at September 30, [removed: 2022.][added: 2023.]

The fair value of this debt was approximately [removed: $2,456.0] [added: $2,638.5] million at September 30, [removed: 2023,] [added: 2024,] and [removed: $3,074.5] [added: $2,451.2] million at September 30, [removed: 2022.][added: 2023.]

[removed: We currently have no plans to repurchase our outstanding fixed-rate instruments] before their maturity and, therefore, fluctuations in market interest rates would not have an effect on our results of operations or shareowners’ equity.

We had no commercial paper borrowings as of September 30, 2023.

In April 2024, $18.8 million of new interest-bearing loans from SLB to Sensia were entered into and were due August 2024, extended to April 2025.

We currently have no plans to repurchase our outstanding fixed-rate instruments

Whenever an Item of this Annual Report on Form 10-K refers to information in our Proxy Statement for our Annual Meeting of Shareowners to be held on February [removed: 6, 2024] [added: 4, 2025] (the Proxy Statement), or to information under specific captions in Item 7.

Major markets served by all segments consist of discrete end markets (e.g., Automotive including Electric Vehicle and Battery, Semiconductor, and e-Commerce & Warehouse Automation), hybrid end markets (e.g., Food & Beverage, Life Sciences, and Tire), and process end markets (e.g., [removed: Oil & Gas,] [added: Energy,] Mining, and Chemicals).

See Note [removed: 19] [added: 20] in the Consolidated Financial Statements for additional information on our operating segments.

The largest sales outside the United States on a country of destination basis are in [removed: China,] Canada, [removed: Italy,] [added: China,] Mexico, [added: Italy, and] the United [removed: Kingdom, and Germany.][added: Kingdom.]

In addition, we own other important trademarks that we use, such as “ControlLogix®” and “CompactLogix®” for our control systems, “PowerFlex®” for our AC drives, [removed: and “Rockwell Software®”,] “FactoryTalk®”, “Plex Systems®”, and “Fiix®” for our software and cloud [removed: offerings.][added: offerings, “Clearpath®” and “Otto®” for our mobile robots, and “Verve®” for our asset inventory system and vulnerability management solution.]

For the fiscal year ended September 30, [removed: 2023][added: 2024]

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

See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange [removed: Act.][added: Act.:]

The aggregate market value of registrant’s voting stock held by non-affiliates of registrant on March [removed: 31, 2023] [added: 29, 2024] was approximately [removed: $33.7] [added: $33.2] billion.

[removed: 114,672,533] [added: 112,896,809] shares of registrant’s Common Stock, par value $1 per share, were outstanding on October 31, [removed: 2023.][added: 2024.]

Certain information contained in the Proxy Statement for the Annual Meeting of Shareowners of registrant to be held on February [removed: 6, 2024,] [added: 4, 2025,] is incorporated by reference into Part III hereof.

| [PART [removed: I](#i637373cf984d48a094bcb5003bffad41_10)] [added: I](#idb0957ebb2da441b8fe066d51724930b_10)] | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: [Page](#i637373cf984d48a094bcb5003bffad41_7)] [added: [Page](#idb0957ebb2da441b8fe066d51724930b_7)] | | |

| | | | [Item 1. [removed: Business](#i637373cf984d48a094bcb5003bffad41_13)] [added: Business](#idb0957ebb2da441b8fe066d51724930b_13)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [3](#i637373cf984d48a094bcb5003bffad41_13)] [added: [3](#idb0957ebb2da441b8fe066d51724930b_13)] | | |

| | | | [Item 1A. Risk [removed: Factors](#i637373cf984d48a094bcb5003bffad41_16)] [added: Factors](#idb0957ebb2da441b8fe066d51724930b_16)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [5](#i637373cf984d48a094bcb5003bffad41_16)] [added: [5](#idb0957ebb2da441b8fe066d51724930b_16)] | | |

| | | | [Item 1B. Unresolved Staff [removed: Comments](#i637373cf984d48a094bcb5003bffad41_19)] [added: Comments](#idb0957ebb2da441b8fe066d51724930b_19)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [11](#i637373cf984d48a094bcb5003bffad41_19)] [added: [12](#idb0957ebb2da441b8fe066d51724930b_19)] | | |

| | | | [Item 2. [removed: Properties](#i637373cf984d48a094bcb5003bffad41_22)] [added: Properties](#idb0957ebb2da441b8fe066d51724930b_22)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [11](#i637373cf984d48a094bcb5003bffad41_22)] [added: [13](#idb0957ebb2da441b8fe066d51724930b_22)] | | |

| | | | [Item 3. Legal [removed: Proceedings](#i637373cf984d48a094bcb5003bffad41_25)] [added: Proceedings](#idb0957ebb2da441b8fe066d51724930b_25)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [11](#i637373cf984d48a094bcb5003bffad41_25)] [added: [13](#idb0957ebb2da441b8fe066d51724930b_25)] | | |

| | | | [Item 4. Mine Safety [removed: Disclosures](#i637373cf984d48a094bcb5003bffad41_28)] [added: Disclosures](#idb0957ebb2da441b8fe066d51724930b_28)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [12](#i637373cf984d48a094bcb5003bffad41_28)] [added: [14](#idb0957ebb2da441b8fe066d51724930b_28)] | | |

| | | | [Item 4A. Information about our Executive [removed: Officers](#i637373cf984d48a094bcb5003bffad41_28)] [added: Officers](#idb0957ebb2da441b8fe066d51724930b_28)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [12](#i637373cf984d48a094bcb5003bffad41_28)] [added: [14](#idb0957ebb2da441b8fe066d51724930b_28)] | | |

| | | | [Item 5. Market for Registrant’s Common Equity, Related Stockholder [removed: Matters,] [added: Matters] and Issuer Purchases of Equity [removed: Securities](#i637373cf984d48a094bcb5003bffad41_34)] [added: Securities](#idb0957ebb2da441b8fe066d51724930b_34)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [13](#i637373cf984d48a094bcb5003bffad41_34)] [added: [15](#idb0957ebb2da441b8fe066d51724930b_34)] | | |

| | | | [Item 6. [removed: Reserved](#i637373cf984d48a094bcb5003bffad41_37)] [added: \[Reserved\]](#idb0957ebb2da441b8fe066d51724930b_37)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [15](#i637373cf984d48a094bcb5003bffad41_37)] [added: [17](#idb0957ebb2da441b8fe066d51724930b_37)] | | |

| | | | [Item 7. Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i637373cf984d48a094bcb5003bffad41_37)] [added: Operations](#idb0957ebb2da441b8fe066d51724930b_37)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [15](#i637373cf984d48a094bcb5003bffad41_37)] [added: [17](#idb0957ebb2da441b8fe066d51724930b_37)] | | |

| | | | [Item 7A. Quantitative and Qualitative Disclosures About Market [removed: Risk](#i637373cf984d48a094bcb5003bffad41_70)] [added: Risk](#idb0957ebb2da441b8fe066d51724930b_70)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [36](#i637373cf984d48a094bcb5003bffad41_70)] [added: [40](#idb0957ebb2da441b8fe066d51724930b_70)] | | |

| | | | [Item 8. Financial Statements and Supplementary [removed: Data](#i637373cf984d48a094bcb5003bffad41_73)] [added: Data](#idb0957ebb2da441b8fe066d51724930b_73)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [37](#i637373cf984d48a094bcb5003bffad41_73)] [added: [41](#idb0957ebb2da441b8fe066d51724930b_73)] | | |

| | | | | | | [CONSOLIDATED BALANCE [removed: SHEET](#i637373cf984d48a094bcb5003bffad41_76)] [added: SHEET](#idb0957ebb2da441b8fe066d51724930b_76)] | | | | | | | | | | | | | | | | | | | | | [removed: [37](#i637373cf984d48a094bcb5003bffad41_76)] [added: [41](#idb0957ebb2da441b8fe066d51724930b_76)] | | |

| | | | | | | [CONSOLIDATED STATEMENT OF [removed: OPERATIONS](#i637373cf984d48a094bcb5003bffad41_79)] [added: OPERATIONS](#idb0957ebb2da441b8fe066d51724930b_79)] | | | | | | | | | | | | | | | | | | | | | [removed: [38](#i637373cf984d48a094bcb5003bffad41_79)] [added: [42](#idb0957ebb2da441b8fe066d51724930b_79)] | | |

| | | | | | | [CONSOLIDATED STATEMENT OF COMPREHENSIVE [removed: INCOME](#i637373cf984d48a094bcb5003bffad41_82)] [added: INCOME](#idb0957ebb2da441b8fe066d51724930b_82)] | | | | | | | | | | | | | | | | | | | | | [removed: [39](#i637373cf984d48a094bcb5003bffad41_82)] [added: [43](#idb0957ebb2da441b8fe066d51724930b_82)] | | |

| | | | | | | [CONSOLIDATED STATEMENT OF CASH [removed: FLOWS](#i637373cf984d48a094bcb5003bffad41_85)] [added: FLOWS](#idb0957ebb2da441b8fe066d51724930b_85)] | | | | | | | | | | | | | | | | | | | | | [removed: [40](#i637373cf984d48a094bcb5003bffad41_85)] [added: [44](#idb0957ebb2da441b8fe066d51724930b_85)] | | |

| | | | | | | [CONSOLIDATED STATEMENT OF SHAREOWNERS’ [removed: EQUITY](#i637373cf984d48a094bcb5003bffad41_88)] [added: EQUITY](#idb0957ebb2da441b8fe066d51724930b_88)] | | | | | | | | | | | | | | | | | | | | | [removed: [41](#i637373cf984d48a094bcb5003bffad41_88)] [added: [45](#idb0957ebb2da441b8fe066d51724930b_88)] | | |

| | | | | | | [NOTES TO CONSOLIDATED FINANCIAL [removed: STATEMENTS](#i637373cf984d48a094bcb5003bffad41_91)] [added: STATEMENTS](#idb0957ebb2da441b8fe066d51724930b_91)] | | | | | | | | | | | | | | | | | | | | | [removed: [42](#i637373cf984d48a094bcb5003bffad41_91)] [added: [46](#idb0957ebb2da441b8fe066d51724930b_91)] | | |

| | | | [Item 9. Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i637373cf984d48a094bcb5003bffad41_160)] [added: Disclosure](#idb0957ebb2da441b8fe066d51724930b_157)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [86](#i637373cf984d48a094bcb5003bffad41_160)] [added: [90](#idb0957ebb2da441b8fe066d51724930b_157)] | | |

| | | | [Item 9A. Controls and [removed: Procedures](#i637373cf984d48a094bcb5003bffad41_163)] [added: Procedures](#idb0957ebb2da441b8fe066d51724930b_160)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [86](#i637373cf984d48a094bcb5003bffad41_163)] [added: [90](#idb0957ebb2da441b8fe066d51724930b_160)] | | |

| | | | [Item 9B. Other [removed: Information](#i637373cf984d48a094bcb5003bffad41_166)] [added: Information](#idb0957ebb2da441b8fe066d51724930b_163)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [86](#i637373cf984d48a094bcb5003bffad41_166)] [added: [90](#idb0957ebb2da441b8fe066d51724930b_163)] | | |

| | | | [Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i637373cf984d48a094bcb5003bffad41_169)] [added: Inspections](#idb0957ebb2da441b8fe066d51724930b_166)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [86](#i637373cf984d48a094bcb5003bffad41_169)] [added: [91](#idb0957ebb2da441b8fe066d51724930b_166)] | | |

| | | | [Item 10. Directors, Executive [removed: Officers,] [added: Officers] and Corporate [removed: Governance](#i637373cf984d48a094bcb5003bffad41_175)] [added: Governance](#idb0957ebb2da441b8fe066d51724930b_172)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [87](#i637373cf984d48a094bcb5003bffad41_175)] [added: [92](#idb0957ebb2da441b8fe066d51724930b_172)] | | |

| | | | [Item 11. Executive [removed: Compensation](#i637373cf984d48a094bcb5003bffad41_178)] [added: Compensation](#idb0957ebb2da441b8fe066d51724930b_175)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [87](#i637373cf984d48a094bcb5003bffad41_178)] [added: [92](#idb0957ebb2da441b8fe066d51724930b_175)] | | |

| | | | [Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i637373cf984d48a094bcb5003bffad41_181)] [added: Matters](#idb0957ebb2da441b8fe066d51724930b_178)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [87](#i637373cf984d48a094bcb5003bffad41_181)] [added: [92](#idb0957ebb2da441b8fe066d51724930b_178)] | | |

| | | | [Item 13. Certain Relationships and Related Transactions, and Director [removed: Independence](#i637373cf984d48a094bcb5003bffad41_184)] [added: Independence](#idb0957ebb2da441b8fe066d51724930b_181)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [88](#i637373cf984d48a094bcb5003bffad41_184)] [added: [93](#idb0957ebb2da441b8fe066d51724930b_181)] | | |

| | | | [Item 14. Principal Accountant Fees and [removed: Services](#i637373cf984d48a094bcb5003bffad41_187)] [added: Services](#idb0957ebb2da441b8fe066d51724930b_184)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [88](#i637373cf984d48a094bcb5003bffad41_187)] [added: [93](#idb0957ebb2da441b8fe066d51724930b_184)] | | |

| | | | [Item 15. Exhibits and Financial Statement [removed: Schedules](#i637373cf984d48a094bcb5003bffad41_193)] [added: Schedules](#idb0957ebb2da441b8fe066d51724930b_190)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [89](#i637373cf984d48a094bcb5003bffad41_193)] [added: [94](#idb0957ebb2da441b8fe066d51724930b_190)] | | |

| | | | [Item 16. Form 10-K [removed: Summary](#i637373cf984d48a094bcb5003bffad41_196)] [added: Summary](#idb0957ebb2da441b8fe066d51724930b_193)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [93](#i637373cf984d48a094bcb5003bffad41_196)] [added: [97](#idb0957ebb2da441b8fe066d51724930b_193)] | | |

- the severity and duration of disruptions to our business due to [removed: pandemics,] natural disasters (including those as a result of climate change), [added: pandemics,] acts of war, strikes, terrorism, social unrest or other [removed: causes, liquidity and financial markets, demand for our hardware and software products, solutions, and services, our supply chain, our work force, our liquidity and the value of the assets we own;][added: causes;]

- laws, regulations, and governmental policies affecting our activities in the countries where we do business, including those related to tariffs, taxation, trade [removed: controls (including sanctions placed on Russia),] [added: controls,] cybersecurity, and climate change;

- the successful execution of our cost productivity [added: and margin expansion] initiatives;

| | | | [Item 1C. Cybersecurity](#idb0957ebb2da441b8fe066d51724930b_1785) | | | | | | | | | | | | | | | | | | | | | | | | [12](#idb0957ebb2da441b8fe066d51724930b_1785) | | |

| [PART II](#idb0957ebb2da441b8fe066d51724930b_31) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| [PART III](#idb0957ebb2da441b8fe066d51724930b_169) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| [PART IV](#idb0957ebb2da441b8fe066d51724930b_187) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| [SIGNATURES](#idb0957ebb2da441b8fe066d51724930b_196) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

(Check one):

| [PART II](#i637373cf984d48a094bcb5003bffad41_31) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| [PART III](#i637373cf984d48a094bcb5003bffad41_172) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| [PART IV](#i637373cf984d48a094bcb5003bffad41_190) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| [SIGNATURES](#i637373cf984d48a094bcb5003bffad41_199) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

*Risk Management and Strategy*

The Company has a cybersecurity risk management program that is designed to assess, identify, manage, and govern risks from cybersecurity threats.

Our cybersecurity risk management program is a key component of our overall enterprise risk management strategy.

The Company’s cybersecurity risk management program focuses on risk and threat identification, protection, detection, response, and recovery, designed to protect the confidentiality, integrity, and availability of critical systems and data.

The Company’s cybersecurity incident response and crisis management plans are components of the cybersecurity risk management program, focusing on effective response to cybersecurity incidents or attacks.

We monitor our internal technology for cybersecurity threats, and we use various security capabilities to mitigate the risk of these threats.

Additionally, the Company provides annual cybersecurity and information security awareness training for all employees and contractors.

The Company maintains a robust, risk-based approach to identifying and overseeing cybersecurity risks presented by third parties, including vendors, service providers, and other external users of the Company’s systems, as well as the systems of third parties that could adversely impact our business in the event of a cybersecurity incident affecting those third-party systems.

*Governance*

The Company’s cybersecurity program is led by the Chief Information Security Officer (CISO).

Our CISO has more than 30 years of technology and cybersecurity leadership experience and is a Certified Information System Security Professional (CISSP), and a Certified Information Systems Auditor (CISA).

The CISO reports to the Chief Information Officer (CIO).

The CISO leads a team that is responsible for executing cybersecurity strategy, to support risk management, and protection of Company systems, products, and employee and customer information.

As the foundation of the cybersecurity program, the Company maintains cybersecurity policies and procedures that are informed by recognized security frameworks and applicable regulations, laws, and standards.

We use various frameworks, standards, guidelines, and best practices as a guide to help us identify, assess, and manage cybersecurity risks relevant to our business.

The Company engages third parties to assess our cybersecurity posture and program maturity.

We also consider cybersecurity, along with other top risks for the Company, within our ERM framework.

The ERM framework includes internal reporting at the business and enterprise levels, with consideration of key risk indicators, trends, and countermeasures for cybersecurity and other types of significant risks.

During the year ended September 30, 2024, the Company has not identified risks from cybersecurity threats, including as a result of prior cybersecurity incidents, that have materially affected or are reasonably likely to materially affect the Company, including its business strategy, results of operations, or financial condition.

Nevertheless, the Company recognizes cybersecurity threats are ongoing and evolving, and we continue to remain vigilant.

For more information on the Company’s cybersecurity-related risks, see Item 1A.

Risk Factors.

The Company’s Disclosure Committee is a part of the cybersecurity risk program as it meets quarterly to review cyber incidents that have occurred during the quarter, and additionally, as needed, to discuss any potentially material cybersecurity incidents.

The Disclosure Committee, which includes senior leaders from finance and accounting, legal, investor relations, and corporate communications, is responsible for determining if risks from cybersecurity threats have materially affected or are reasonably likely to materially affect, the organization such that public disclosure is necessary.

Additional management governance is provided by an Enterprise Security Council, comprised of key senior business leadership with diverse experiences and responsibilities.

The Enterprise Security Council oversees key cybersecurity and product security matters and initiatives, including policy, standards, strategy, program metrics, and cybersecurity risk escalation.

Cybersecurity oversight by the Board of Directors is shared between the full Board and the Audit Committee.

The full Board of Directors receives periodic updates on the cybersecurity threat landscape, recent cybersecurity events, our cybersecurity strategy, and cybersecurity program priorities.

The Audit Committee receives updates on information security, including internal controls and external reporting processes.

The Audit Committee also receives updates from the Disclosure Committee with respect to cybersecurity incidents reviewed by the Disclosure Committee.

At September 30, 2024, the Company had two principal distribution locations, one in the U.S. and one in the Netherlands, and approximately ten principal manufacturing facilities worldwide, with the most significant of these located in the U.S., Mexico, Canada, and Singapore.

We also have sales and administrative office space at over 200 locations in over 50 countries.

At September 30, 2023, the Company had approximately 50 manufacturing and distribution locations worldwide, disbursed evenly across our regions.

The name, age, office and position held with the Company, and principal occupations and employment during the past five years of each of the executive officers of the Company as of November 1, [removed: 2023] [added: 2024] are:

| Blake D. Moret — Chairman of the Board [removed: since January 1, 2018,] and President and Chief Executive Officer [removed: since July 1, 2016] | | | [removed: 60] [added: 61] | | |

| Robert L. Buttermore — Senior Vice President and Chief Supply Chain Officer since February 13, 2023; previously Vice President and General Manager, Power Control Business (July 2018 - February 2023) | | | [removed: 50] [added: 51] | | |

| Matthew W. Fordenwalt — Senior Vice President, Lifecycle Services since June 1, 2023; previously Vice President and General Manager, Systems and Solutions Business (April 2019 - June [removed: 2023), and Senior Director, Global Service Delivery (September 2018 - April 2019)] [added: 2023)] | | | [removed: 47] [added: 48] | | |

| Scott A. Genereux — Senior Vice President and Chief Revenue Officer since February 1, 2021; previously Executive Vice President of Worldwide Field Operations at Veritas (provider of information management services) (2017-2020) | | | [removed: 60] [added: 61] | | |

| Rebecca W. House — Senior Vice President, Chief People (since July 2020) and Legal Officer and Secretary [removed: since January 3, 2017] | | | [removed: 50] [added: 51] | | |

| Veena M. Lakkundi — Senior Vice President, Strategy and Corporate Development since November 1, 2021; previously Senior Vice President, Strategy & Business Development (2020-2021), Vice President and General Manager, Industrial Adhesives and Tapes Division (2019-2020), and Vice President and Chief Ethics & Compliance Officer, Compliance and Business Conduct, Legal Affairs (2017-2019) at 3M Company (consumer goods, health [removed: care] [added: care,] and worker safety) | | | [removed: 54] [added: 55] | | |

| John M. Miller — Vice President and Chief Intellectual Property Counsel | | | [removed: 56] [added: 57] | | |

| Tessa M. Myers — Senior Vice President Intelligent Devices since June 6, 2022; previously Vice President and General Manager, Production Operations Management (from April 2021-June 2022), Vice President, Product Management (from October 2020-April 2021), and Regional President, North America | | | [removed: 47] [added: 48] | | |

| Christopher Nardecchia — Senior Vice President and Chief Information Officer | | | [removed: 61] [added: 62] | | |

| Cyril P. Perducat — Senior Vice President (since June 1, 2021) and Chief Technology Officer since July 1, 2021; previously Executive Vice President, Schneider Electric (energy and automation digital solutions) | | | [removed: 54] [added: 55] | | |

| Terry L. Riesterer — Vice President and Controller since November 29, 2019; previously Vice President, Corporate Financial Planning and Analysis and Corporate Development (from August 2016-November 2019) | | | [removed: 55] [added: 56] | | |

| Isaac R. Woods — Vice President and Treasurer since October 1, 2020; previously Director, Finance, Power Control Business (from March 2019-October [removed: 2020), and Director, Capital Markets (from January 2017-March 2019)] [added: 2020)] | | | [removed: 38] [added: 39] | | |

| Matheus De A G Viera Bulho — Senior Vice President, Software and Control since April 1, 2024; previously Vice President and General Manager, Production Automation (April 2021 – April 2024) and Vice President, Embedded Software/Hardware Engineering (September 2019 – April 2021) | | | 47 | | |

| Christian E. Rothe — Senior Vice President and Chief Financial Officer since August 19, 2024; previously President, Global Industrial Division (January 2022-August 2024) and President, Global Applied Fluid Technologies Division (June 2018 – December 2021) at Graco Inc. (provider of fluid handling systems and components) | | | 50 | | |

| | | | | | |

| Nicholas C. Gangestad — Senior Vice President and Chief Financial Officer since March 1, 2021; previously Senior Vice President and Chief Financial Officer, 3M Company (consumer goods, health care and worker safety) | | | 59 | | |

| Frank C. Kulaszewicz *—* Senior Vice President since June 1, 2023; previously Senior Vice President Lifecycle Services (from October 2020 - June 2023) and Senior Vice President | | | 59 | | |

| Brian A. Shepherd — Senior Vice President Software and Control since February 1, 2021; previously President, Production Software SFx (2019-2020) and Senior Vice President, Software Solutions (2017-2019) at Hexagon Manufacturing Intelligence (metrology and manufacturing solution specialist) | | | 58 | | |

On October 31, [removed: 2023,] [added: 2024,] there were [removed: 11,960] [added: 11,332] shareowners of record of our common stock.

The table below sets forth information with respect to purchases made by or on behalf of us of shares of our common stock during the three months ended September 30, [removed: 2023:][added: 2024:]

(1) All of the shares purchased during the quarter ended September 30, [removed: 2023,] [added: 2024,] were acquired pursuant to the repurchase program described in (3) below.

(3) On [added: both] May 2, [removed: 2022,] [added: 2022 and September 11, 2024,] the Board of Directors authorized us to expend an additional $1.0 billion to repurchase shares of our common stock.

The following line graph compares the cumulative total shareowner return on our common stock against the cumulative total return of the S&P Composite-500 Stock Index (S&P 500 Index) and the S&P 500 Selected GICS groups (Capital Goods, Software & Services, and Technology Hardware & Equipment) for the period of five fiscal years from October 1, [removed: 2018,] [added: 2019,] to September 30, [removed: 2023,] [added: 2024,] assuming in each case a fixed investment of $100 at the respective closing prices on September 30, [removed: 2018,] [added: 2019,] and reinvestment of all dividends.

][added: graph v3.jpg](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok-20240930_g1.jpg)]

The cumulative total returns on Rockwell Automation common stock and each index as of September 30, [removed: 2018] [added: 2019] through [removed: 2023] [added: 2024] plotted in the above graph are as follows:

| | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | |

| Cash dividends per common share | | | [removed: 3.51] [added: 3.88] | | | | | | [removed: 3.88] [added: 4.08] | | | | | | [removed: 4.08] [added: 4.28] | | | | | | [removed: 4.28] [added: 4.48] | | | | | | [removed: 4.48] [added: 4.72] | | | | | | [removed: 4.72] [added: 5.00] | | |

| July 1 – 31, 2024 | | | | | | 32,230 | | | | | | $ | 272.95 | | | | | 32,230 | | | | | | $ | 455,330,732 | |

| August 1 – 31, 2024 | | | | | | 384,201 | | | | | | 263.40 | | | | | | 384,201 | | | | | | 354,133,262 | | |

| September 1 – 30, 2024 | | | | | | 30,547 | | | | | | 261.80 | | | | | | 30,547 | | | | | | 1,346,135,915 | | |

| Total | | | | | | 446,978 | | | | | | $ | 263.98 | | | | | 446,978 | | | | | | | | |

| Rockwell Automation (1) | | | $ | 100.00 | | | | | $ | 136.66 | | | | | $ | 185.04 | | | | | $ | 137.74 | | | | | $ | 186.12 | | | | | $ | 178.10 | |

| S&P 500 Index | | | 100.00 | | | | | | 115.13 | | | | | | 149.66 | | | | | | 126.48 | | | | | | 153.79 | | | | | | 209.67 | | |

| S&P Selected GICS groups | | | 100.00 | | | | | | 138.10 | | | | | | 176.23 | | | | | | 149.59 | | | | | | 194.96 | | | | | | 261.50 | | |

| July 1 – 31, 2023 | | | | | | 56,822 | | | | | | $ | 336.07 | | | | | 56,822 | | | | | | $ | 975,955,429 | |

| August 1 – 31, 2023 | | | | | | 82,698 | | | | | | 298.05 | | | | | | 82,698 | | | | | | 951,307,019 | | |

| September 1 – 30, 2023 | | | | | | 37,732 | | | | | | 291.47 | | | | | | 37,732 | | | | | | 940,309,320 | | |

| Total | | | | | | 177,252 | | | | | | $ | 308.84 | | | | | 177,252 | | | | | | | | |

| Rockwell Automation (1) | | | $ | 100.00 | | | | | $ | 89.94 | | | | | $ | 122.91 | | | | | $ | 166.43 | | | | | $ | 123.89 | | | | | $ | 167.41 | |

| S&P 500 Index | | | 100.00 | | | | | | 104.25 | | | | | | 120.02 | | | | | | 156.01 | | | | | | 131.85 | | | | | | 160.31 | | |

| S&P Selected GICS groups | | | 100.00 | | | | | | 107.60 | | | | | | 148.77 | | | | | | 189.73 | | | | | | 159.25 | | | | | | 207.01 | | |

| | | | [added: 2024 | | | | | |] 2023 | | | | | | 2022 | | |

| Cash and cash equivalents | | | $ | [added: 471.0 | | | | | $ |] 1,071.8 | | | | | $ | 490.7 | |

| Receivables | | | [removed: 2,167.4] [added: 1,802.0] | | | | | | [removed: 1,736.7] [added: 2,167.4] | | |

| Inventories | | | [removed: 1,404.9] [added: 1,293.1] | | | | | | [removed: 1,054.2] [added: 1,404.9] | | |

| Other current assets | | | [removed: 266.7] [added: 315.1] | | | | | | [removed: 329.1] [added: 266.7] | | |

| Total current assets | | | [removed: 4,910.8] [added: 3,881.2] | | | | | | [removed: 3,610.7] [added: 4,910.8] | | |

| Property, net of accumulated depreciation | | | [removed: 684.2] [added: 776.7] | | | | | | [removed: 586.5] [added: 684.2] | | |

| Operating lease right-of-use assets | | | [removed: 349.4] [added: 422.6] | | | | | | [removed: 321.0] [added: 349.4] | | |

| Goodwill | | | [removed: 3,529.2] [added: 3,993.3] | | | | | | [removed: 3,524.0] [added: 3,529.2] | | |

| Other intangible assets, net | | | [removed: 852.4] [added: 1,066.3] | | | | | | [removed: 902.0] [added: 852.4] | | |

| Deferred income taxes | | | [removed: 459.3] [added: 517.0] | | | | | | [removed: 384.3] [added: 459.3] | | |

| Long-term investments | | | [removed: 157.1] [added: 168.7] | | | | | | [removed: 1,056.0] [added: 157.1] | | |

| Other assets | | | [removed: 361.6] [added: 406.3] | | | | | | [removed: 374.2] [added: 361.6] | | |

| Total | | | [added: | | |] $ | [added: 11,232.1 | | | | | $ |] 11,304.0 | | | | | $ | 10,758.7 | |

| Short-term debt | | | $ | [removed: 94.7] [added: 770.8] | | | | | $ | [removed: 359.3] [added: 94.7] | |

| Current portion of long-term debt | | | [removed: 8.6] [added: 307.4] | | | | | | [removed: 609.1] [added: 8.6] | | |

| Accounts payable | | | [removed: 1,150.2] [added: 860.4] | | | | | | [removed: 1,028.0] [added: 1,150.2] | | |

| Compensation and benefits | | | [removed: 499.9] [added: 259.0] | | | | | | [removed: 292.7] [added: 499.9] | | |

| Contract liabilities | | | [removed: 592.5] [added: 584.1] | | | | | | [removed: 507.0] [added: 592.5] | | |

| Customer returns, rebates, and incentives | | | [removed: 452.0] [added: 346.8] | | | | | | [removed: 373.1] [added: 452.0] | | |

| Other current liabilities | | | [removed: 567.4] [added: 475.4] | | | | | | [removed: 403.0] [added: 567.4] | | |

| Total current liabilities | | | [removed: 3,365.3] [added: 3,603.9] | | | | | | [removed: 3,572.2] [added: 3,365.3] | | |

| Long-term debt | | | [removed: 2,862.9] [added: 2,561.3] | | | | | | [removed: 2,867.8] [added: 2,862.9] | | |

| Retirement benefits | | | [removed: 503.6] [added: 549.1] | | | | | | [removed: 471.2] [added: 503.6] | | |

| Operating lease liabilities | | | [removed: 285.3] [added: 355.6] | | | | | | [removed: 263.5] [added: 285.3] | | |

| Other liabilities | | | [removed: 543.5] [added: 487.0] | | | | | | [removed: 567.3] [added: 543.5] | | |

| Additional paid-in capital | | | [removed: 2,102.5] [added: 2,188.6] | | | | | | [removed: 2,007.1] [added: 2,102.5] | | |

| Retained earnings | | | [removed: 9,255.2] [added: 9,634.9] | | | | | | [removed: 8,411.8] [added: 9,255.2] | | |

| Accumulated other comprehensive loss | | | [removed: (790.1)] [added: (772.4)] | | | | | | [removed: (917.5)] [added: (790.1)] | | |

| Common stock in treasury, at cost (shares held: [removed: 66.6] [added: 68.3] and [removed: 66.2,] [added: 66.6,] respectively) | | | [removed: (7,187.4)] [added: (7,734.2)] | | | | | | [removed: (6,957.2)] [added: (7,187.4)] | | |

| Shareowners’ equity attributable to Rockwell Automation, Inc. | | | [removed: 3,561.6] [added: 3,498.3] | | | | | | [removed: 2,725.6] [added: 3,561.6] | | |

| Noncontrolling interests | | | [removed: 181.8] [added: 176.9] | | | | | | [removed: 291.1] [added: 181.8] | | |

| Total shareowners’ equity | | | [removed: 3,743.4] [added: 3,675.2] | | | | | | [removed: 3,016.7] [added: 3,743.4] | | |

| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Products and solutions | | | $ | [removed: 8,224.9] [added: 7,330.7] | | | | | $ | [removed: 6,993.4] [added: 8,224.9] | | | | | $ | [removed: 6,285.2] [added: 6,993.4] | |

| Services | | | [removed: 833.1] [added: 933.5] | | | | | | [removed: 767.0] [added: 833.1] | | | | | | [removed: 712.2] [added: 767.0] | | |

| | | | [removed: 9,058.0] [added: 8,264.2] | | | | | | [removed: 7,760.4] [added: 9,058.0] | | | | | | [removed: 6,997.4] [added: 7,760.4] | | |

| Products and solutions | | | [removed: (4,808.7)] [added: (4,558.1)] | | | | | | [removed: (4,173.4)] [added: (4,808.7)] | | | | | | [removed: (3,638.7)] [added: (4,173.4)] | | |

| Services | | | [removed: (532.3)] [added: (512.7)] | | | | | | [removed: (485.0)] [added: (532.3)] | | | | | | [removed: (461.0)] [added: (485.0)] | | |

| | | | [removed: (5,341.0)] [added: (5,070.8)] | | | | | | [removed: (4,658.4)] [added: (5,341.0)] | | | | | | [removed: (4,099.7)] [added: (4,658.4)] | | |

| | | | 2024 | | | | | | 2023 | | |

| Total | | | $ | 11,232.1 | | | | | $ | 11,304.0 | |

| Net income | | | $ | 947.3 | | | | | $ | 1,278.0 | | | | | $ | 919.1 | |

| Net income (loss) | | | — | | | | | | — | | | | | | 952.5 | | | | | | — | | | | | | — | | | | | | 952.5 | | | | | | (5.2) | | | | | | 947.3 | | |

| Other comprehensive income | | | — | | | | | | — | | | | | | — | | | | | | 17.7 | | | | | | — | | | | | | 17.7 | | | | | | 0.3 | | | | | | 18.0 | | |

| Balance at September 30, 2024 | | | $ | 181.4 | | | | | $ | 2,188.6 | | | | | $ | 9,634.9 | | | | | $ | (772.4) | | | | | $ | (7,734.2) | | | | | $ | 3,498.3 | | | | | $ | 176.9 | | | | | $ | 3,675.2 | |

*Supplier Financing Arrangements*

The Company maintains agreements with third-party financial institutions that offer voluntary supply chain financing (SCF) programs to suppliers.

The SCF programs enable suppliers, at their sole discretion, to sell their receivables to third-party financial institutions in order to receive payment on receivables earlier than the negotiated commercial terms between suppliers and the Company.

Supplier sale of receivables to third-party financial institutions is on terms negotiated between the supplier and the respective third-party financial institution.

The Company agrees on commercial terms for the goods and services procured from suppliers, including prices, quantities, and payment terms, regardless of whether the supplier elects to participate in the SCF programs.

A supplier’s voluntary participation in the SCF programs has no bearing on the Company's payment terms and the Company has no economic interest in a supplier’s decision to participate in the SCF programs.

The Company agrees to pay participating third-party financial institutions the stated amount of confirmed invoices from suppliers on the original maturity dates of the invoices.

Amounts outstanding related to SCF programs are included in Accounts payable in the Consolidated Balance Sheet and in changes in Accounts payable on the Consolidated Statement of Cash Flows.

Accounts payable included approximately $76.6 million and $126.7 million related to these agreements as of September 30, 2024 and 2023, respectively.

The impact of these programs is not material to the Company's overall liquidity.

In September 2022, the Financial Accounting Standards Board (FASB) issued a new standard that requires companies to apply Accounting Standards Codification (ASC) 405-50 to disclose supplier finance program obligations.

In November 2023, the FASB issued Accounting Standards Update (ASU) 2023-07, which requires expanded interim and annual disclosures of segment information regularly provided to the chief operating decision maker (CODM), the title and position of the CODM, an explanation of how the CODM uses the information in assessing segment performance and deciding how to allocate resources, and an amount for other segment items by reportable segment and a description of its composition.

We will expand our disclosures in our 2025 Annual Report on Form 10-K when the standard becomes effective for us.

In December 2023, the FASB issued ASU 2023-09, which requires expanded annual disclosures to the income tax rate reconciliation and the amount of income taxes paid.

We will expand our disclosures in our 2026 Annual Report on Form 10-K when the standard becomes effective for us.

In November 2024, the FASB issued ASU 2024-03, which requires disclosure of certain expense amounts comprising Cost of sales and Selling, general and administrative expenses, as well as a qualitative description of the remaining expense amounts.

We are currently assessing the impact of this ASU on our financial statement disclosures.

Revenue from the Lifecycle

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

| Acquisition of businesses | | | | | | 283.1 | | | | | | — | | | | | | 133.5 | | | | | | 416.6 | | |

| Translation | | | | | | 21.6 | | | | | | 17.0 | | | | | | 8.9 | | | | | | 47.5 | | |

| Balance as of September 30, 2024 | | | | | | $ | 900.5 | | | | | $ | 2,437.1 | | | | | $ | 655.7 | | | | | $ | 3,993.3 | |

| Gross carrying value of Goodwill | | | | | | $ | 900.5 | | | | | $ | 2,437.1 | | | | | $ | 813.2 | | | | | $ | 4,150.8 | |

| Goodwill | | | | | | $ | 900.5 | | | | | $ | 2,437.1 | | | | | $ | 655.7 | | | | | $ | 3,993.3 | |

| | | | | | | September 30, 2024 | | | | | | | | | | | | | | |

| Software products | | | | | | $ | 104.5 | | | | | $ | 75.5 | | | | | $ | 29.0 | |

| Customer relationships | | | | | | 619.4 | | | | | | 186.5 | | | | | | 432.9 | | |

| Technology | | | | | | 729.1 | | | | | | 257.1 | | | | | | 472.0 | | |

| Trademarks | | | | | | 132.0 | | | | | | 43.8 | | | | | | 88.2 | | |

| Other | | | | | | 5.9 | | | | | | 5.4 | | | | | | 0.5 | | |

| Other intangible assets | | | | | | $ | 1,634.6 | | | | | $ | 568.3 | | | | | $ | 1,066.3 | |

2024 Acquisitions

| Receivables | | | | | | $ | 8.1 | |

| Inventory | | | | | | 22.0 | | |

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

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

| Settlement of interest rate derivatives | | | — | | | | | | — | | | | | | (28.0) | | |

| Issuance of long-term debt, net of discount and issuance costs | | | — | | | | | | — | | | | | | 1,485.6 | | |

| Balance at September 30, 2020 | | | $ | 181.4 | | | | | $ | 1,830.7 | | | | | $ | 7,139.8 | | | | | $ | (1,614.2) | | | | | $ | (6,509.9) | | | | | $ | 1,027.8 | | | | | $ | 319.0 | | | | | $ | 1,346.8 | |

| Net income (loss) | | | — | | | | | | — | | | | | | 1,358.1 | | | | | | — | | | | | | — | | | | | | 1,358.1 | | | | | | (13.8) | | | | | | 1,344.3 | | |

| Other comprehensive income (loss) | | | — | | | | | | — | | | | | | — | | | | | | 597.1 | | | | | | — | | | | | | 597.1 | | | | | | (0.7) | | | | | | 596.4 | | |

| Change in noncontrolling interest | | | | | | | | | (0.6) | | | | | | | | | | | | | | | | | | | | | | | | (0.6) | | | | | | — | | | | | | (0.6) | | |

| | | | | | | | | |

In June 2016, the Financial Accounting Standards Board (FASB) issued a new standard that requires companies to utilize a current expected credit losses impairment (CECL) model for certain financial assets, including trade and other receivables.

The CECL model requires that estimated expected credit losses, including allowance for doubtful accounts, consider a broader range of information such as economic conditions and expected changes in market conditions.

The adoption of this standard did not have a material impact on our Consolidated Financial Statements.

In October 2021, the FASB issued a new standard that requires companies to apply Accounting Standards Codification (ASC) 606 to recognize and measure contract assets and contract liabilities in a business combination.

We retroactively adopted the new standard as of October 1, 2021.

In September 2022, the FASB issued a new standard, which requires the buyer in a supplier finance program to disclose information about the key terms of the program, outstanding confirmed amounts as of the end of the period, a rollforward of such amounts during each annual period, and a description of where in the financial statements outstanding amounts are presented.

We will expand our disclosures when we adopt this standard in the first quarter of 2024.

| Balance as of October 1, 2021 | | | | | | $ | 543.1 | | | | | $ | 2,447.5 | | | | | $ | 635.3 | | | | | $ | 3,625.9 | |

| Acquisition of businesses | | | | | | — | | | | | | — | | | | | | 12.1 | | | | | | 12.1 | | |

| Translation and other | | | | | | (40.1) | | | | | | (48.8) | | | | | | (25.1) | | | | | | (114.0) | | |

| Gross carrying value of Goodwill | | | | | | 595.8 | | | | | | 2,420.1 | | | | | | 670.8 | | | | | | 3,686.7 | | |

| Goodwill | | | | | | $ | 595.8 | | | | | $ | 2,420.1 | | | | | $ | 513.3 | | | | | $ | 3,529.2 | |

| | | | | | | September 30, 2022 | | | | | | | | | | | | | | |

| Software products | | | | | | $ | 97.6 | | | | | $ | 57.9 | | | | | $ | 39.7 | |

| Customer relationships | | | | | | 582.7 | | | | | | 107.2 | | | | | | 475.5 | | |

| Technology | | | | | | 410.8 | | | | | | 119.3 | | | | | | 291.5 | | |

| Trademarks | | | | | | 70.4 | | | | | | 19.4 | | | | | | 51.0 | | |

| Other | | | | | | 6.4 | | | | | | 5.8 | | | | | | 0.6 | | |

| Other intangible assets | | | | | | $ | 1,211.6 | | | | | $ | 309.6 | | | | | $ | 902.0 | |

The measurement period for the valuation of net assets acquired ends as soon as information on the facts and circumstances that existed as of the acquisition date becomes available, but not to exceed 12 months following the acquisition date.

Adjustments in purchase price allocations may require a change in the amounts allocated to net assets acquired during the periods in which the adjustments are determined.

Fiscal 2021 Acquisitions

*Plex acquisition*

In August 2021, we acquired Plex Systems, a cloud-native smart manufacturing platform.

Plex offers a single-instance, multi-tenant Software-as-a-Service manufacturing platform operating at scale, including advanced manufacturing execution systems, quality, and supply chain management capabilities.

| Accounts receivable | | | | | | $ | 14.8 | |

| Goodwill | | | | | | 1,730.0 | | |

| Less: Contract liabilities | | | | | | (29.2) | | |

| Less: Deferred income taxes | | | | | | (36.4) | | |

Intangible assets identified include $276.4 million of customer relationships, $232.8 million of technology, and $22.2 million of trade names (approximately 12-year weighted average useful life).

We do not expect the goodwill to be deductible for tax purposes.

Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness, as of September 30, [removed: 2023,] [added: 2024,] of our disclosure controls and procedures, as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange Act.

Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of September 30, [removed: 2023.][added: 2024.]

Based on that evaluation, management has concluded that our internal control over financial reporting was effective as of September 30, [removed: 2023.][added: 2024.]

The effectiveness of our internal control over financial reporting, as of September 30, [removed: 2023,] [added: 2024,] has been audited by Deloitte & Touche LLP, as stated in their report that is included on the previous page.

During the quarter ended September 30, [removed: 2023,] [added: 2024,] no director or officer of the Company adopted or terminated a [removed: “Rule 10b5-1 trading arrangement” or] “non-Rule 10b5-1 trading arrangement,” as [removed: each term is] defined in Item 408 of Regulation [removed: S-K.][added: S-K, no director of the Company adopted or terminated a Rule 10b5-1 trading arrangement, and no officer of the Company terminated a Rule 10b5-1 trading arrangement.]

During the quarter ended September 30, 2024, the following officers of the Company adopted Rule 10b5-1 trading arrangements that are each intended to satisfy the affirmative defense of Rule 10b5-1(c) promulgated under the Exchange Act, with such details of the arrangements as further follows:

- Blake D.

Moret, President and Chief Executive Officer, adopted a Rule 10b5-1 trading arrangement on August 26, 2024, that will terminate on the earlier of August 28, 2025, or the execution of all trades in the trading arrangement.

Mr. Moret’s trading arrangement covers the (i) exercise of 26,700 stock options and the sale of the underlying shares of the Company’s common stock, and (ii) sale of the number of shares of the Company’s common stock required to be sold to cover taxes on upcoming restricted stock unit and performance share vests.

- Isaac R.

Woods, Vice President and Treasurer, adopted a Rule 10b5-1 trading arrangement on August 26, 2024, that will terminate on the earlier of June 10, 2025, or the execution of all trades in the trading arrangement.

Mr. Woods’ trading arrangement covers the sale of (i) the number of long shares having a value of up to $250,000 and (ii) the number of shares of the Company’s common stock required to be sold to cover taxes on an upcoming restricted stock unit vest.

For the arrangements above referencing transactions to sell shares to cover taxes on vests, the aggregate number of shares to be sold pursuant to each trading arrangement described above is dependent on the taxes on the applicable restricted stock unit and performance share vests, and, therefore, is indeterminable at this time.

Additionally, the number of shares to be sold pursuant to

clause (i) of Mr. Woods’, arrangement described above is dependent on the stock price on the effective date of the order in the plan.

We have adopted insider trading policies and procedures governing the purchase, sale, and/or other disposition of Company securities by directors, officers, employees, and the Company that are reasonably designed to promote compliance with insider trading laws, rules and regulations, and the NYSE listing standards.

A copy of our policies and procedures are attached to this Annual Report on Form 10-K as Exhibit 19.

The following table provides information, as of September 30, [removed: 2023,] [added: 2024,] about our common stock that may be issued upon the exercise of options, warrants, and rights granted to employees, consultants, or directors under all of our existing equity compensation plans.

| Equity compensation plans approved by shareowners | | | | | | 2,669,372 | | | (1) | | | $ | 214.03 | | (2) | | | 6,859,766 | | | (3) | | |

| Total | | | | | | 2,669,372 | | | | | | $ | 214.03 | | | | | 6,859,766 | | | | | |

| Equity compensation plans approved by shareowners | | | | | | 2,649,246 | | | (1) | | | $ | 200.03 | | (2) | | | 8,398,511 | | | (3) | | |

| Total | | | | | | 2,649,246 | | | | | | $ | 200.03 | | | | | 8,398,511 | | | | | |

| Consolidated Balance Sheet, September 30, [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] | | | [removed: [37](#i637373cf984d48a094bcb5003bffad41_76)] [added: [41](#idb0957ebb2da441b8fe066d51724930b_76)] | | |

| Consolidated Statement of Operations, years ended September 30, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021] [added: 2022] | | | [removed: [38](#i637373cf984d48a094bcb5003bffad41_79)] [added: [42](#idb0957ebb2da441b8fe066d51724930b_79)] | | |

| Consolidated Statement of Comprehensive Income, years ended September 30, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021] [added: 2022] | | | [removed: [39](#i637373cf984d48a094bcb5003bffad41_82)] [added: [43](#idb0957ebb2da441b8fe066d51724930b_82)] | | |

| Consolidated Statement of Cash Flows, years ended September 30, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021] [added: 2022] | | | [removed: [40](#i637373cf984d48a094bcb5003bffad41_85)] [added: [44](#idb0957ebb2da441b8fe066d51724930b_85)] | | |

| Consolidated Statement of Shareowners’ Equity, years ended September 30, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021] [added: 2022] | | | [removed: [41](#i637373cf984d48a094bcb5003bffad41_88)] [added: [45](#idb0957ebb2da441b8fe066d51724930b_88)] | | |

| Notes to Consolidated Financial Statements | | | [removed: [42](#i637373cf984d48a094bcb5003bffad41_91)] [added: [46](#idb0957ebb2da441b8fe066d51724930b_91)] | | |

| Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34) | | | [removed: [85](#i637373cf984d48a094bcb5003bffad41_157)] [added: [89](#idb0957ebb2da441b8fe066d51724930b_154)] | | |

(2)Financial Statement Schedule for the years ended September 30, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021][added: 2022]

| Schedule II—Valuation and Qualifying Accounts | | | [removed: [95](#i637373cf984d48a094bcb5003bffad41_202)] [added: [99](#idb0957ebb2da441b8fe066d51724930b_199)] | | |

| [removed: [3-a](http://www.sec.gov/Archives/edgar/data/1024478/000095012302004743/y60312ex3.txt)] [added: [3-a](https://www.sec.gov/Archives/edgar/data/1024478/000095012302004743/y60312ex3.txt)] | | | | | | [Restated Certificate of Incorporation of the Company, filed as Exhibit 3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2002, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000095012302004743/y60312ex3.txt)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000095012302004743/y60312ex3.txt)] | | |

| [removed: [3-b](http://www.sec.gov/Archives/edgar/data/1024478/000119312516618633/d209974dex32.htm)] [added: [3-b](https://www.sec.gov/Archives/edgar/data/1024478/000119312516618633/d209974dex32.htm)] | | | | | | [By-Laws of the Company, as amended and restated effective June 8, 2016, filed as Exhibit 3.2 to the Company’s Current Report on Form 8-K dated June 10, 2016, are hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000119312516618633/d209974dex32.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312516618633/d209974dex32.htm)] | | |

| [removed: [4-a-1](http://www.sec.gov/Archives/edgar/data/1024478/0000950123-97-010580.txt)] [added: [4-a-1](https://www.sec.gov/Archives/edgar/data/1024478/0000950123-97-010580.txt)] | | | | | | [Indenture dated as of December 1, 1996 between the Company and The Bank of New York Trust Company, N.A. (formerly JPMorgan Chase, successor to The Chase Manhattan Bank, successor to Mellon Bank, N.A.), as Trustee, filed as Exhibit 4-a to Registration Statement No. 333-43071, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/0000950123-97-010580.txt)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/0000950123-97-010580.txt)] | | |

| [removed: [4-a-2](http://www.sec.gov/Archives/edgar/data/1024478/0000893838-98-000019.txt)] [added: [4-a-2](https://www.sec.gov/Archives/edgar/data/1024478/0000893838-98-000019.txt)] | | | | | | [Form of certificate for the Company’s 6.70% Debentures due January 15, 2028, filed as Exhibit 4-b to the Company’s Current Report on Form 8-K dated January 26, 1998, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/0000893838-98-000019.txt)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/0000893838-98-000019.txt)] | | |

| [removed: [4-a-3](http://www.sec.gov/Archives/edgar/data/1024478/0000893838-98-000019.txt)] [added: [4-a-3](https://www.sec.gov/Archives/edgar/data/1024478/0000893838-98-000019.txt)] | | | | | | [Form of certificate for the Company’s 5.20% Debentures due January 15, 2098, filed as Exhibit 4-c to the Company’s Current Report on Form 8-K dated January 26, 1998, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/0000893838-98-000019.txt)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/0000893838-98-000019.txt)] | | |

| [removed: [4-a-4](http://www.sec.gov/Archives/edgar/data/1024478/000089383807000354/rok8kdec2007ex42.htm)] [added: [4-a-4](https://www.sec.gov/Archives/edgar/data/1024478/000089383807000354/rok8kdec2007ex42.htm)] | | | | | | [Form of certificate for the Company’s 6.25% Debentures due December 31, 2037, filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K dated December 3, 2007, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000089383807000354/rok8kdec2007ex42.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000089383807000354/rok8kdec2007ex42.htm)] | | |

| [removed: [4-a-5](http://www.sec.gov/Archives/edgar/data/1024478/000119312515050697/d874178dex41.htm)] [added: [4-a-5](https://www.sec.gov/Archives/edgar/data/1024478/000119312515050697/d874178dex41.htm)] | | | | | | [Form of certificate for the Company’s 2.05% Notes due March 1, 2020, filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K dated February 17, 2015, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000119312515050697/d874178dex41.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312515050697/d874178dex41.htm)] | | |

| [removed: [4-a-6](http://www.sec.gov/Archives/edgar/data/1024478/000119312515050697/d874178dex42.htm)] [added: [4-a-6](https://www.sec.gov/Archives/edgar/data/1024478/000119312515050697/d874178dex42.htm)] | | | | | | [Form of certificate for the Company’s 2.875% Notes due March 1, 2025, filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K dated February 17, 2015, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000119312515050697/d874178dex42.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312515050697/d874178dex42.htm)] | | |

| [removed: [4-a-7](http://www.sec.gov/Archives/edgar/data/1024478/000119312519060203/d647306dex41.htm)] [added: [4-a-7](https://www.sec.gov/Archives/edgar/data/1024478/000119312519060203/d647306dex41.htm)] | | | | | | [Form of certificate for the Company’s 3.50% Notes due March 1, 2029, filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K dated March 1, 2019, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000119312519060203/d647306dex41.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312519060203/d647306dex41.htm)] | | |

| [removed: [4-a-8](http://www.sec.gov/Archives/edgar/data/1024478/000119312519060203/d647306dex42.htm)] [added: [4-a-8](https://www.sec.gov/Archives/edgar/data/1024478/000119312519060203/d647306dex42.htm)] | | | | | | [Form of certificate for the Company’s 4.20% Notes due March 1, 2049, filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K dated March 1, 2019, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000119312519060203/d647306dex42.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312519060203/d647306dex42.htm)] | | |

| [removed: [*10-a-1](http://www.sec.gov/Archives/edgar/data/1024478/000089383802000137/rockautoex4d.txt)] [added: [*10-a-1](https://www.sec.gov/Archives/edgar/data/1024478/000089383802000137/rockautoex4d.txt)] | | | | | | [Copy of the Company’s 2003 Directors Stock Plan, filed as Exhibit 4-d to the Company’s Registration Statement on Form S-8 (No. 333-101780), is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000089383802000137/rockautoex4d.txt)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000089383802000137/rockautoex4d.txt)] | | |

| [removed: [*10-a-2](http://www.sec.gov/Archives/edgar/data/1024478/000095012303008965/y88835exv10w1.htm)] [added: [*10-a-2](https://www.sec.gov/Archives/edgar/data/1024478/000095012303008965/y88835exv10w1.htm)] | | | | | | [Memorandum of Amendments to the Company’s 2003 Directors Stock Plan approved and adopted by the Board of Directors of the Company on April 25, 2003, filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2003, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000095012303008965/y88835exv10w1.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000095012303008965/y88835exv10w1.htm)] | | |

| [removed: [*10-a-3](http://www.sec.gov/Archives/edgar/data/1024478/000119312508021364/dex103.htm)] [added: [*10-a-3](https://www.sec.gov/Archives/edgar/data/1024478/000119312508021364/dex103.htm)] | | | | | | [Memorandum of Amendments to the Company’s 2003 Directors Stock Plan approved and adopted by the Board of Directors of the Company on November 7, 2007, filed as Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2007, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000119312508021364/dex103.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312508021364/dex103.htm)] | | |

| [removed: [*10-a-4](http://www.sec.gov/Archives/edgar/data/1024478/000119312508241034/dex10b16.htm)] [added: [*10-a-4](https://www.sec.gov/Archives/edgar/data/1024478/000119312508241034/dex10b16.htm)] | | | | | | [Memorandum of Amendments to the Company’s 2003 Directors Stock Plan approved and adopted by the Board of Directors of the Company on September 3, 2008, filed as Exhibit 10-b-16 to the Company’s Annual Report on Form 10-K for the year ended September 30, 2008, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000119312508241034/dex10b16.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312508241034/dex10b16.htm)] | | |

| [removed: [*10-a-5](http://www.sec.gov/Archives/edgar/data/1024478/000119312508090981/dex103.htm)] [added: [*10-a-5](https://www.sec.gov/Archives/edgar/data/1024478/000119312508090981/dex103.htm)] | | | | | | [Form of Restricted Stock Unit Agreement under Section 6 of the Company’s 2003 Director’s Stock Plan, as amended, filed as Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2008, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000119312508090981/dex103.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312508090981/dex103.htm)] | | |

| [removed: [*10-a-6](http://www.sec.gov/Archives/edgar/data/1024478/000119312509020232/dex102.htm)] [added: [*10-a-6](https://www.sec.gov/Archives/edgar/data/1024478/000119312509020232/dex102.htm)] | | | | | | [Copy of the Company’s Directors Deferred Compensation Plan approved and adopted by the Board of Directors of the Company on November 5, 2008, filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2008, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000119312509020232/dex102.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312509020232/dex102.htm)] | | |

| [removed: [*10-b-](http://www.sec.gov/Archives/edgar/data/1024478/000119312516478151/d78393dex4c.htm)[1](http://www.sec.gov/Archives/edgar/data/1024478/000119312516478151/d78393dex4c.htm)] [added: [*10-b-1](https://www.sec.gov/Archives/edgar/data/1024478/000119312516478151/d78393dex4c.htm)] | | | | | | [Copy of the Company’s 2012 Long-Term Incentives Plan, as amended and restated through February 2, 2016, filed as Exhibit 4-c to the Company’s Registration Statement on Form S-8 (No. 333-209706), is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000119312516478151/d78393dex4c.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312516478151/d78393dex4c.htm)] | | |

| [removed: [*10-b-](http://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex101.htm)[2](http://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex101.htm)] [added: [*10-b-2](https://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex101.htm)] | | | | | | [Form of Stock Option Agreement under the Company’s 2012 Long-Term Incentives Plan for options granted to executive officers of the Company after December 5, 2012, filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2012, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex101.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex101.htm)] | | |

| [removed: [*10-b-](http://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex102.htm)[3](http://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex102.htm)] [added: [*10-b-3](https://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex102.htm)] | | | | | | [Form of Restricted Stock Agreement under the Company’s 2012 Long-Term Incentives Plan for shares of restricted stock awarded to executive officers of the Company after December 5, 2012, filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2012 is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex102.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex102.htm)] | | |

| [removed: [*10-b-](http://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex103.htm)[4](http://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex103.htm)] [added: [*10-b-4](https://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex103.htm)] | | | | | | [Form of Performance Share Agreement under the Company’s 2012 Long-Term Incentives Plan for performance shares awarded to executive officers of the Company after December 5, 2012, filed as Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2012 is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex103.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex103.htm)] | | |

| [removed: [*10-b-](https://www.sec.gov/Archives/edgar/data/1024478/000102447819000044/rok10k2019ex10b10.htm)[5](https://www.sec.gov/Archives/edgar/data/1024478/000102447819000044/rok10k2019ex10b10.htm)] [added: [*10-b-5](https://www.sec.gov/Archives/edgar/data/1024478/000102447819000044/rok10k2019ex10b10.htm)] | | | | | | [Form of Restricted Stock Agreement under the Company’s 2012 Long-Term Incentives Plan for certain awards of shares of restricted stock to executive officers of the Company after October 29, 2019, filed as Exhibit 10-b-10 to the Company’s Annual Report on Form 10-K for the year ended September 30, 2019, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/1024478/000102447819000044/rok10k2019ex10b10.htm) | | |

| [removed: [*10-b-](https://www.sec.gov/Archives/edgar/data/1024478/000130817919000257/lrok2019_def14a.htm)[6](https://www.sec.gov/Archives/edgar/data/1024478/000130817919000257/lrok2019_def14a.htm)] [added: [*10-b-6](https://www.sec.gov/Archives/edgar/data/1024478/000130817919000257/lrok2019_def14a.htm)] | | | | | | [Copy of the Company’s 2020 Long-Term Incentives Plan filed as Appendix A to the Company’s Definitive Proxy Statement for the 2020 Annual Meeting of Shareowners is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/1024478/000130817919000257/lrok2019_def14a.htm) | | |

| [removed: [*10-b-](https://www.sec.gov/Archives/edgar/data/1024478/000102447820000026/q3fy20rokex101.htm)[7](https://www.sec.gov/Archives/edgar/data/1024478/000102447820000026/q3fy20rokex101.htm)] [added: [*10-b-7](https://www.sec.gov/Archives/edgar/data/1024478/000102447820000026/q3fy20rokex101.htm)] | | | | | | [Form of Restricted Stock Agreement under the Company’s 2020 Long-Term Incentives Plan for certain awards of shares of restricted stock to executive officers of the Company filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2020, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/1024478/000102447820000026/q3fy20rokex101.htm) | | |

| [removed: [*10-b-](https://www.sec.gov/Archives/edgar/data/1024478/000102447820000038/rok10k2020ex10-bx13.htm)[8](https://www.sec.gov/Archives/edgar/data/1024478/000102447820000038/rok10k2020ex10-bx13.htm)] [added: [*10-b-8](https://www.sec.gov/Archives/edgar/data/1024478/000102447820000038/rok10k2020ex10-bx13.htm)] | | | | | | [Form of Restricted Stock Unit Agreement under the Company’s 2020 Long-Term Incentives Plan for certain awards of restricted stock units to executive officers of the Company, filed as Exhibit 10-b-13 to the Company's Annual Report on Form 10-K for the year ended September 30, 2020, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/1024478/000102447820000038/rok10k2020ex10-bx13.htm) | | |

| [removed: [*10-b-](https://www.sec.gov/Archives/edgar/data/1024478/000102447820000038/rok10k2020ex10-bx14.htm)[9](https://www.sec.gov/Archives/edgar/data/1024478/000102447820000038/rok10k2020ex10-bx14.htm)] [added: [*10-b-9](https://www.sec.gov/Archives/edgar/data/1024478/000102447820000038/rok10k2020ex10-bx14.htm)] | | | | | | [Form of Global Restricted Stock Unit Agreement under the Company’s 2020 Long-Term Incentives Plan for certain awards of restricted stock units to executive officers of the Company after December 9, 2020, filed as Exhibit 10-b-14 to the Company's Annual Report on Form 10-K for the year ended September 30, 2020, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/1024478/000102447820000038/rok10k2020ex10-bx14.htm) | | |

| [removed: [*10-b-1](https://www.sec.gov/Archives/edgar/data/0001024478/000102447821000005/q1fy21rokex101.htm)[0](https://www.sec.gov/Archives/edgar/data/0001024478/000102447821000005/q1fy21rokex101.htm)] [added: [*10-b-10](https://www.sec.gov/Archives/edgar/data/0001024478/000102447821000005/q1fy21rokex101.htm)] | | | | | | [Form of Stock Option Agreement for U.S. Employees under the Company’s 2020 Long-Term Incentives Plan for options awarded to executive officers of the Company after December 9, 2020, filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2020, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/0001024478/000102447821000005/q1fy21rokex101.htm) | | |

| [removed: [*10-b-1](https://www.sec.gov/Archives/edgar/data/0001024478/000102447821000005/q1fy21rokex102.htm)[1](https://www.sec.gov/Archives/edgar/data/0001024478/000102447821000005/q1fy21rokex102.htm)] [added: [*10-b-11](https://www.sec.gov/Archives/edgar/data/0001024478/000102447821000005/q1fy21rokex102.htm)] | | | | | | [Form of Restricted Stock Unit Agreement for U.S. Employees under the Company’s 2020 Long-Term Incentives Plan for restricted stock units awarded to executive officers of the Company after December 9, 2020, filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2020, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/0001024478/000102447821000005/q1fy21rokex102.htm) | | |

| [removed: [*10-b-1](https://www.sec.gov/Archives/edgar/data/0001024478/000102447821000005/q1fy21rokex103.htm)[2](https://www.sec.gov/Archives/edgar/data/0001024478/000102447821000005/q1fy21rokex103.htm)] [added: [*10-b-12](https://www.sec.gov/Archives/edgar/data/0001024478/000102447821000005/q1fy21rokex103.htm)] | | | | | | [Form of Performance Share Agreement for U.S. Employees under the Company’s 2020 Long-Term Incentives Plan for performance shares awarded to executive officers of the Company after December 9, 2020, filed as Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2020, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/0001024478/000102447821000005/q1fy21rokex103.htm) | | |

| [removed: [*10-c-1](http://www.sec.gov/Archives/edgar/data/1024478/000095012306013812/y26663exv10wf.htm)] [added: [*10-c-1](https://www.sec.gov/Archives/edgar/data/1024478/000095012306013812/y26663exv10wf.htm)] | | | | | | [Copy of the Company’s Deferred Compensation Plan, as amended and restated September 6, 2006, filed as Exhibit 10-f to the Company’s Annual Report on Form 10-K for the year ended September 30, 2006, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000095012306013812/y26663exv10wf.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000095012306013812/y26663exv10wf.htm)] | | |

| [removed: [*10-c-2](http://www.sec.gov/Archives/edgar/data/1024478/000119312508021364/dex102.htm)] [added: [*10-c-2](https://www.sec.gov/Archives/edgar/data/1024478/000119312508021364/dex102.htm)] | | | | | | [Memorandum of Proposed Amendment and Restatement of the Company’s Deferred Compensation Plan approved and adopted by the Board of Directors of the Company on November 7, 2007, filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2007, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000119312508021364/dex102.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312508021364/dex102.htm)] | | |

| [removed: [*10-d-2](http://www.sec.gov/Archives/edgar/data/1024478/000095012304013937/y68901exv10wiw1.htm)] [added: [*10-d-2](https://www.sec.gov/Archives/edgar/data/1024478/000095012304013937/y68901exv10wiw1.htm)] | | | | | | [Copy of the Company’s Annual Incentive Compensation Plan for Senior Executive Officers, as amended December 3, 2003, filed as Exhibit 10-i-1 to the Company’s Annual Report for the year ended September 30, 2004, is hereby incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/1024478/000095012304013937/y68901exv10wiw1.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1024478/000095012304013937/y68901exv10wiw1.htm)] | | |

| [19](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/exhibit19-companypolicyand.htm) | | | | | | [Company Trading Policies and Procedures for Insiders](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/exhibit19-companypolicyand.htm)[.](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/exhibit19-companypolicyand.htm) | | |

| | | | | | | | | |

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| [10-i-2](http://www.sec.gov/Archives/edgar/data/1024478/000095012301504264/y51333ex2-2.txt) | | | | | | [Employee Matters Agreement dated as of June 29, 2001 by and among the Company, Rockwell Collins, Inc. and Rockwell Scientific Company LLC, filed as Exhibit 2.2 to the Company’s Current Report on Form 8-K dated July 11, 2001, is hereby incorporated by reference.](http://www.sec.gov/Archives/edgar/data/1024478/000095012301504264/y51333ex2-2.txt) | | |

| [10-i-3](http://www.sec.gov/Archives/edgar/data/1024478/000095012301504264/y51333ex2-3.txt) | | | | | | [Tax Allocation Agreement dated as of June 29, 2001 by and between the Company and Rockwell Collins, Inc., filed as Exhibit 2.3 to the Company’s Current Report on Form 8-K dated July 11, 2001, is hereby incorporated by reference.](http://www.sec.gov/Archives/edgar/data/1024478/000095012301504264/y51333ex2-3.txt) | | |

| [10-m-1](http://www.sec.gov/Archives/edgar/data/1024478/000119312518188690/d602025dex101.htm) | | | | | | [Securities Purchase Agreement, dated June 11, 2018, between the Company and PTC Inc., filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K dated June 11, 2018, is hereby incorporated by reference.](http://www.sec.gov/Archives/edgar/data/1024478/000119312518188690/d602025dex101.htm) | | |

| [10-m-2](http://www.sec.gov/Archives/edgar/data/1024478/000119312518222523/d566263dex101.htm) | | | | | | [Registration Rights Agreement dated July 19, 2018, between the Company and PTC Inc., filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K dated as July 20, 2018, is hereby incorporated by reference.](http://www.sec.gov/Archives/edgar/data/1024478/000119312518222523/d566263dex101.htm) | | |

| [10-m-3](https://www.sec.gov/Archives/edgar/data/0001024478/000119312521160474/d903134dex101.htm) | | | | | | [Amendment No. 1 to the Securities Purchase Agreement, dated May 11, 2021, between the Company and PTC Inc., filed as Exhibit 10.1 to the Company's Current Report on Form 8-K dated May 13, 2021, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/0001024478/000119312521160474/d903134dex101.htm) | | |

| [10-m-4](https://www.sec.gov/Archives/edgar/data/0001024478/000119312521199456/d21645dex101.htm) | | | | | | [Agreement and Plan of Merger, dated June 24, 2021, among Plex Systems Holdings Inc., the Company, Merger Sub and the Representative, filed as Exhibit 10.1 to the Company's Current Report on Form 8-K dated June 25, 2021, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/0001024478/000119312521199456/d21645dex101.htm) | | |

____

_____________________

Dated: November [removed: 8, 2023][added: 12, 2024]

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on the [removed: 8th] [added: 12th] day of November [removed: 2023] [added: 2024] by the following persons on behalf of the registrant and in the capacities indicated.

For the Years Ended September 30, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021][added: 2022]

| Year ended September 30, [removed: 2021] [added: 2024] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| [removed: [21](https://www.sec.gov/Archives/edgar/data/1024478/000102447823000126/rok10k2023ex21.htm)] [added: [21](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex21.htm)] | | | [List of Subsidiaries of the [removed: Company.](https://www.sec.gov/Archives/edgar/data/1024478/000102447823000126/rok10k2023ex21.htm)] [added: Company.](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex21.htm)] | | |

| [removed: [23](https://www.sec.gov/Archives/edgar/data/1024478/000102447823000126/rok10k2023ex23.htm)] [added: [23](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex23.htm)] | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/1024478/000102447823000126/rok10k2023ex23.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex23.htm)] | | |

| [removed: [24](https://www.sec.gov/Archives/edgar/data/1024478/000102447823000126/rok10k2023ex24.htm)] [added: [24](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex24.htm)] | | | [Powers of Attorney authorizing certain persons to sign this Annual Report on Form 10-K on behalf of certain directors and officers of the [removed: Company.](https://www.sec.gov/Archives/edgar/data/1024478/000102447823000126/rok10k2023ex24.htm)] [added: Company.](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex24.htm)] | | |

| [removed: [31.1](https://www.sec.gov/Archives/edgar/data/1024478/000102447823000126/rok10k2023ex311.htm)] [added: [31.1](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex311.htm)] | | | [Certification of Periodic Report by the Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of [removed: 1934.](https://www.sec.gov/Archives/edgar/data/1024478/000102447823000126/rok10k2023ex311.htm)] [added: 1934.](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex311.htm)] | | |

| [removed: [31.2](https://www.sec.gov/Archives/edgar/data/1024478/000102447823000126/rok10k2023ex312.htm)] [added: [31.2](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex312.htm)] | | | [Certification of Periodic Report by the Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of [removed: 1934.](https://www.sec.gov/Archives/edgar/data/1024478/000102447823000126/rok10k2023ex312.htm)] [added: 1934.](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex312.htm)] | | |

| [removed: [32.1](https://www.sec.gov/Archives/edgar/data/1024478/000102447823000126/rok10k2023ex321.htm)] [added: [32.1](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex321.htm)] | | | [Certification of Periodic Report by the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1024478/000102447823000126/rok10k2023ex321.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex321.htm)] | | |

| [removed: [32.2](https://www.sec.gov/Archives/edgar/data/1024478/000102447823000126/rok10k2023ex322.htm)] [added: [32.2](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex322.htm)] | | | [Certification of Periodic Report by the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1024478/000102447823000126/rok10k2023ex322.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex322.htm)] | | |

| | | | By | | | /s/ CHRISTIAN E. ROTHE | | |

| | | | | | | Christian E. Rothe | | |

| By | | | /s/ CHRISTIAN E. ROTHE | | |

| | | | Christian E. Rothe | | |

| | | | Timothy M. Knavish* | | |

| Allowance for doubtful accounts (1) | | | | | | $ | 16.8 | | | | | $ | 13.1 | | | | | $ | — | | | | | $ | 8.1 | | | | | $ | 21.8 | |

| Valuation allowance for deferred tax assets | | | | | | 89.1 | | | | | | 11.4 | | | | | | 1.1 | | | | | | 4.1 | | | | | | 97.5 | | |

| [19](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/exhibit19-companypolicyand.htm) | | | [Company Trading Policies and Procedures for Insiders.](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/exhibit19-companypolicyand.htm) | | |

| | | | By | | | /s/ NICHOLAS C. GANGESTAD | | |

| | | | | | | Nicholas C. Gangestad | | |

| By | | | /s/ NICHOLAS C. GANGESTAD | | |

| | | | Nicholas C. Gangestad | | |

| | | | Steven R. Kalmanson* | | |

| Allowance for doubtful accounts (1) | | | | | | $ | 15.2 | | | | | $ | 3.1 | | | | | $ | 0.4 | | | | | $ | 5.5 | | | | | $ | 13.2 | |

| Valuation allowance for deferred tax assets | | | | | | 58.0 | | | | | | 5.4 | | | | | | 1.5 | | | | | | 32.3 | | | | | | 32.6 | | |

| [97](https://www.sec.gov/Archives/edgar/data/1024478/000102447823000126/rockwellautomationincexecu.htm) | | | [Rockwell Automation, Inc. Executive Compensation Recoupment Policy.](https://www.sec.gov/Archives/edgar/data/1024478/000102447823000126/rockwellautomationincexecu.htm) | | |