filings.toolsRockwell Automation (ROK) 10-K risk factor changes: FY2025 vs FY2024
The 2025-09-30 10-K against the 2024-09-30 one, compared heading by heading and sentence by sentence.
Item 1A16 rewritten28 added6 removed158 unchanged
All filing items944 rewritten660 added391 removed1,828 unchanged
Summary
counted, not written
- Item 1A lists 20 risk factor headings: 3 new, 2 reworded and 15 unchanged since FY2024. 1 heading from FY2024 no longer appears.
- Sentence by sentence, 660 added, 391 removed, 944 rewritten and 1,828 unchanged across 16 items that differ.
New Item 1A headings (3)
- Our profitability and market competitiveness may be adversely impacted by changes in trade policies, including tariffs or other factors.Tariffs
- An inability to successfully execute cost productivity and margin expansion initiatives could negatively impact our business and financial results.
- Significant investments in the business may not achieve intended returns and could adversely affect our financial performance.
Removed Item 1A headings (1)
- An inability to successfully execute cost productivity and margin expansion initiatives.
Reworded Item 1A headings (2)
- New
[removed: legislative and regulatory][added: governmental] actions [added: and regulations] could adversely affect our business. - Potential liabilities and costs from litigation
[removed: (including asbestos claims and environmental remediation)]could reduce our profitability.
A heading is new when no FY2024 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
25 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2025; struck-through words were in FY2024. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
16 rewritten, 28 added, 6 removed, 158 unchanged
If we fail to achieve our [removed: objectives, to keep pace with technological changes including the development of artificial intelligence and machine learning, or to provide high quality hardware and software products, solutions, and services,] [added: objectives] we may lose business or experience price erosion and correspondingly lower sales and margins.
Our business requires that we buy equipment, components, [removed: and] services including finished products, electronic components, and commodities.
- embargoes, sanctions, and other trade restrictions that may affect our ability to purchase [added: components, commodities, or other materials, including rare earth minerals,] from various suppliers; and
The current cyber threat environment indicates increased risk for all companies, including those in industrial automation and information [removed: technology.][added: technology, and the adoption of AI has resulted in more sophisticated attacks, increasing our risk exposure.]
Our hardware and software products, services and solutions are used by our [removed: direct and indirect] customers in applications that may be subject to information theft, tampering, sabotage, or cyber-attacks.
An inability to successfully execute cost productivity and margin expansion [removed: initiatives.][added: initiatives could negatively impact our business and financial results.]
The future success of our business depends on growth in our sales in [removed: all] global markets.
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, including the [removed: development of artificial intelligence] [added: adoption] and [removed: machine learning,] [added: integration of AI,] demand for our products could decline.
- difficulties implementing and maintaining consistent standards, financial systems, internal and other controls, procedures, policies, and information [added: processes and] systems;
- difficulties in yielding the desired strategic or financial benefit from venture capital investments, including as a result of being a minority [removed: investor or macroeconomic conditions.][added: investor.]
New [removed: legislative and regulatory] [added: governmental] actions [added: and regulations] could adversely affect our business.
[removed: Legislative] [added: Governmental actions] and [removed: regulatory action,] [added: regulations,] including those related to corporate income taxes, the environment, materials, products, [removed: certification,] [added: certification] and labeling, [added: trade policies,] privacy, cybersecurity, [added: AI,] or climate change, may be taken in the jurisdictions where we operate that may affect our business activities or may otherwise increase our costs to do business.
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 [removed: 15%.][added: 15 percent.]
Potential liabilities and costs from litigation [removed: (including asbestos claims and environmental remediation)] could reduce our profitability.
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 [added: legacy] asbestos [added: net] liabilities.
[removed: (including asbestos claims)] [added: While we have insurance coverage for certain of these claims, the uncertainties of litigation] and the uncertainties related to the collection of insurance proceeds make it difficult to predict the ultimate resolution of these lawsuits.
See Item 7A for additional information about foreign currency risks.
We conduct significant operations outside the United States and hold derivative instruments that we designate as hedges of certain net investment positions in our foreign subsidiaries.
While these instruments are intended to mitigate the impact of exchange rate volatility, our hedging strategies may not be effective.
Foreign currency exchange rate fluctuations could result in gains or losses on the derivative instruments that are not fully offset by corresponding changes in the value of our foreign net investments.
In addition, the use of hedge accounting is subject to complex accounting requirements, and the inability to qualify for or maintain hedge accounting treatment could result in increased volatility in our reported earnings.
Furthermore, counterparties to our derivative contracts could default on their obligations, exposing us to potential losses.
Any of these events could adversely affect our financial condition, results of operations, and cash flows.
Our profitability and market competitiveness may be adversely impacted by changes in trade policies, including tariffs or other factors.
Changes in trade policies, including the imposition of new tariffs or increases in existing tariffs between the United States, Mexico, Canada, China or other countries, or reactionary measures including retaliatory tariffs, legal challenges, or currency manipulation, could adversely affect our cost structure and profitability.
If tariffs on imported materials, components, or finished goods increase, our manufacturing and supply chain costs may rise.
Furthermore, changes to trade policies, retaliatory measures, or prolonged uncertainty in trade relationships could result in supply chain disruptions, delayed shipments, or increased operational complexity, adversely affecting our business and financial results.
While we take steps to mitigate or avoid these increased costs and disruptions, our ability to do so may be limited by operational and supply chain constraints, especially in the short term.
In addition, our ability to recover cost increases and maintain profitability levels through price adjustments may be limited by competitive pressures, customer acceptance, and contractual limitations.
We strive to stay competitive by continuously advancing technologies, including through the adoption and integration of artificial intelligence (AI), for new hardware and software products, product enhancements, and complete solutions that address our customers’ business challenges.
*Artificial Intelligence*
As we broaden the application of AI across product development, manufacturing, customer operations, and enterprise operations, we face evolving risks related to safety, data governance, regulatory compliance, intellectual property, and ethical use.
Integrating AI into our offerings and internal processes may lead to unintended consequences, including biased outputs, inaccurate decision-making, and increased vulnerability to adversarial attacks, that could significantly impact our business, reputation, and financial results.
Significant investments in the business may not achieve intended returns and could adversely affect our financial performance.
We plan to invest over $2 billion over the next five years in manufacturing facilities, digital infrastructure, and talent to support market share growth, operational resilience, and margin expansion.
These investments are intended to complement our productivity initiatives and enable long-term global growth.
However, there is no assurance that these investments will yield the anticipated benefits.
Risks include delays in implementation, cost overruns, supply chain disruptions, and challenges in integrating automation and technologies into our business and manufacturing operations.
Additionally, if market conditions change or expected efficiencies do not materialize, the return on these investments may be lower than projected.
Furthermore, due to global economic factors or company profitability targets, we may invest at a slower pace than planned, which could impact our ability to achieve desired outcomes.
Failure to realize the expected outcomes could negatively impact our operating results and financial condition.
As global standards and regulations relating to AI increase and change, it could result in additional costs, reputational harm, legal liability, and regulatory scrutiny related to our use of AI.
Additionally, misuse of sensitive data used in AI models may lead to privacy violations or non-compliance with data protection laws.
We estimate the future litigation-related costs, including both future claim resolution costs and defense costs, that we expect to incur.
Oil & Gas is a major industry that we serve, including through our Sensia joint venture.
When adverse Oil & Gas industry events arise, companies may reduce their levels of spending, which could result in decreased demand for our hardware and software products, solutions, and services.
Demand for our hardware and software products, solutions, and services is sensitive to industry volatility and risks including those related to commodity prices, supply and demand dynamics, production costs, geological and political activities, and environmental regulations including those intended to reduce the impact of climate change.
We seek to maintain competitive pricing levels across and within geographic markets by continually developing advanced technologies for new hardware and software products and product enhancements and offering complete solutions for our customers’ business problems.
We estimate the future asbestos litigation-related costs that we expect to incur over the next several years.
The uncertainties of litigation
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
187 rewritten, 169 added, 109 removed, 340 unchanged
We see converging megatrends including digitization and [removed: artificial intelligence,] [added: AI,] energy transition and sustainability, shifting demographics, and an increased need for resiliency.
Our [removed: 2023] [added: 2024] 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 approximately [removed: $130] [added: $120] billion.
Sales to our two largest distributors in [added: 2025,] 2024, [removed: 2023,] and [removed: 2022,] [added: 2023,] which are attributable to all three segments, were approximately 20 percent of our total sales.
- market [removed: expansion] [added: access] in Europe and Asia; and
In fiscal [removed: 2024,] [added: 2025,] we achieved [removed: 0.27] [added: 0.24] recordable cases per 100 employees.
It measures several [removed: engagement] [added: employee experience] indicators and drivers and provides an overall employee engagement index (EEI) with external benchmark comparison.
In fiscal [removed: 2024,] [added: 2025,] the majority of our employees completed one or more of our training programs representing [removed: over 1.1] [added: approximately one] million learning hours.
During fiscal [removed: 2024,] [added: 2025,] we [removed: updated] [added: saw strong participation in] 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.
[removed: We] [added: For non-manufacturing roles, we] generally experienced flat attrition rates in fiscal [removed: 2024] [added: 2025] as compared to fiscal [removed: 2023.][added: 2024.]
We believe [removed: this is consistent with] [added: these rates are favorable to] market trends experienced broadly across labor markets in fiscal [removed: 2024.][added: 2025.]
At September 30, [removed: 2024,] [added: 2025,] our employees, including those employed by consolidated subsidiaries, by region were approximately:
| North America | | | [removed: 9,500] [added: 9,000] | | |
| Europe, Middle East and Africa | | | [removed: 5,500] [added: 5,000] | | |
| Total employees | | | [removed: 27,000] [added: 26,000] | | |
| [removed: | | | September 30, 2024 | | | | | | | | |] [added: September 2024] | | | | | | [added: 99.0] | | | | | | [added: 47.5] | | |
| | | | [removed: September 30, 2024] | | | [added: Year Ended September 30, 2025] | | | | | | [added: Year Ended September 30, 2024] | | | | | | [added: Year Ended September 30, 2024] | | |
| All U.S. Employees | | | 7% | | | [removed: 10%] [added: 11%] | | | [removed: 6%] [added: 5%] | | | 70% | | | 2% | | | 5% | | |
| Individual Contributors | | | 8% | | | [removed: 11%] [added: 12%] | | | 5% | | | 69% | | | 2% | | | [removed: 5%] [added: 4%] | | |
| People Managers | | | 6% | | | [removed: 8%] [added: 7%] | | | [removed: 6%] [added: 5%] | | | [removed: 74%] [added: 75%] | | | 1% | | | [removed: 5%] [added: 6%] | | |
| Technical Talent | | | [removed: 5%] [added: 6%] | | | 13% | | | 6% | | | 69% | | | 2% | | | [removed: 5%] [added: 4%] | | |
In [removed: 2024,] [added: 2025,] sales in the U.S. accounted for over half of our total sales.
The Manufacturing IP Index [added: shown in the chart below] 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: 2022] [added: 2023] to [removed: 2024.][added: 2025.]
These figures are as of November 12, [removed: 2024,] [added: 2025,] and are subject to revision by the issuing organizations.
| June 2024 | | | | | | [removed: 99.5] [added: 99.4] | | | | | | 48.5 | | |
| Fiscal [removed: 2022] [added: 2025] quarter ended: | | | | | | | | | | | | | | |
[removed: We used the] [added: The] Producer Price Index (PPI), published by the Bureau of Labor Statistics, [removed: which] measures the average change over time in the selling prices received by domestic producers for their output.
After observing double-digit PPI growth through most of 2022, we have now observed PPI growth in the low single digits for the last [removed: four] [added: nine] quarters.
Producer prices remain elevated, however, year over year increases [removed: continued to decelerate following] [added: remain decelerated from] the [removed: last two years'] surges in [removed: prices.][added: 2023 and 2022.]
In [removed: 2024,] [added: 2025,] sales to customers outside the U.S. accounted for less than half of our total sales.
In addition to the global factors previously mentioned in the [removed: Overview] [added: Overview] section, international demand, particularly in emerging markets, has historically been driven by the strength of the industrial economy in each region, investments in infrastructure, and expanding consumer markets.
Industrial [removed: output] [added: production] outside the U.S. was mixed in the fourth quarter of fiscal [removed: 2024.][added: 2025.]
| | | | | | | [added: 2025 | | | | | |] 2024 | | | | | | 2023 | | |
| Intelligent Devices | | | | | | $ | [removed: 736.8] [added: 37] | | | | | $ | [removed: 1,464.1] [added: 38] | | [added: | | | $ | 5 | |]
| Software & Control | | | | | | [removed: 652.8] [added: 66] | | | | | | [removed: 897.5] [added: 68] | | | [added: | | | 69 | | |]
| Lifecycle Services | | | | | | [removed: 1,701.0] [added: (2)] | | | | | | [removed: 1,747.3] [added: (10)] | | | [added: | | | 28 | | |]
| | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |
| Intelligent Devices [removed: (a)] | | | | | | $ | [removed: 3,804.1] [added: (2)] | | | | | $ | [removed: 4,098.2] [added: (7)] | | | | | $ | [removed: 3,544.6] [added: 21] | |
| Software & Control [removed: (b)] | | | | | | [removed: 2,187.4] [added: (1)] | | | | | | [removed: 2,886.0] [added: (7)] | | | | | | [removed: 2,312.9] [added: 21] | | |
- industrial AI applications;
- product portfolio expansion.
The latest survey, conducted in March 2025, showed a resilient EEI of 70 and a global inclusion index score of 74.
Additionally, our intent to stay index was 71.
Furthermore, our culture is the foundation for everything we do, and it is built on integrity and a shared commitment to innovation and growth.
As such, we take great care in ensuring our employees understand our culture and how to activate it through dedicated workshops during our new employee onboarding.
We monitor employee retention and attrition rates by several factors.
For manufacturing roles, we experienced a significant reduction in attrition rates in fiscal 2025 as compared to fiscal 2024.
| | | | September 30, 2025 | | | | | | | | | | | | | | | | | | | | | | | |
| All employees | | | 33% | | | 67% | | | —% | | | | | | | | | | | | | | | | | |
| Individual Contributors | | | 34% | | | 66% | | | —% | | | | | | | | | | | | | | | | | |
| Technical Talent | | | 20% | | | 80% | | | —% | | | | | | | | | | | | | | | | | |
| Manufacturing Associates | | | 46% | | | 54% | | | —% | | | | | | | | | | | | | | | | | |
| | | | September 30, 2025 | | | | | | | | | | | | | | | | | |
| Manufacturing Associates | | | 15% | | | 17% | | | 3% | | | 56% | | | 2% | | | 7% | | |
Through August, the IP Index did not significantly change from the third quarter of fiscal 2025.
Manufacturing PMI results remained below 50 for each of the months in the fourth quarter of fiscal 2025.
| September 2025 (1) | | | | | | | | | | | | 49.1 | | |
| June 2025 | | | | | | 100.1 | | | | | | 49.0 | | |
| March 2025 | | | | | | 100.2 | | | | | | 49.0 | | |
| December 2024 | | | | | | 98.9 | | | | | | 49.2 | | |
(1) The September 2025 Manufacturing IP Index has not been published as of November 12, 2025.
The Manufacturing IP Index was 100.3 for the month ended August 2025.
September 2025 PPI has not been published as of November 12, 2025.
Through August 2025, PPI growth did not significantly change from the third quarter of 2025.
Manufacturing PMI readings outside the U.S were also mixed with readings in Asia Pacific generally better than readings in Europe, Canada, Mexico, and Brazil.
Outlook
We continue to manage the impact of tariffs through actions including pricing and the use of alternative sources of materials and redundant manufacturing locations.
Resiliency actions we took in recent years enable us to build certain high value product lines in more than one geographic location.
In consideration of these mitigating actions, tariff costs are expected to be neutral to EPS in fiscal 2026.
| | | | | | | 2025 | | | | | | 2024 | | |
| Total Company | | | | | | $ | 2,878 | | | | | $ | 3,091 | |
| Intelligent Devices (a) | | | | | | $ | 3,756 | | | | | $ | 3,804 | | | | | $ | 4,098 | |
| Software & Control (b) | | | | | | 2,383 | | | | | | 2,187 | | | | | | 2,886 | | |
| Lifecycle Services (c) | | | | | | 2,203 | | | | | | 2,273 | | | | | | 2,074 | | |
| Total sales (d) | | | | | | $ | 8,342 | | | | | $ | 8,264 | | | | | $ | 9,058 | |
| Intelligent Devices (e) | | | | | | $ | 676 | | | | | $ | 700 | | | | | $ | 828 | |
| Software & Control (f) | | | | | | 708 | | | | | | 530 | | | | | | 953 | | |
| Lifecycle Services (g) | | | | | | 319 | | | | | | 365 | | | | | | 148 | | |
| Purchase accounting depreciation and amortization, and impairment | | | | | | (365) | | | | | | (144) | | | | | | (264) | | |
- annual recurring revenue;
- application-specific technology in focus industries.
The latest survey, conducted in February 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 79, five points higher than the industry norm of 74.
We take pride in our culture and in fiscal 2021 created an opportunity for our employees to participate in team-based culture workshops that have evolved into a standard during new employee onboarding.
We monitor employee retention and attrition rates by demographic factors including by gender, ethnicity, generation, years of service, career role, region, business, and function.
| All employees | | | 32% | | | 68% | | | —% | | | | | | | | | | | | | | | | | |
| Individual Contributors | | | 33% | | | 67% | | | —% | | | | | | | | | | | | | | | | | |
| Technical Talent | | | 19% | | | 81% | | | —% | | | | | | | | | | | | | | | | | |
| Manufacturing Associates | | | 45% | | | 55% | | | —% | | | | | | | | | | | | | | | | | |
| Manufacturing Associates | | | 14% | | | 16% | | | 4% | | | 55% | | | 2% | | | 9% | | |
The IP Index declined in the fourth quarter of fiscal 2024 versus the third quarter of fiscal 2024.
Manufacturing PMI results continued to soften in the fourth quarter of 2024.
The Manufacturing PMI reading in the month of September was the highest of the quarter, however it still remains below 50.
| September 2024 | | | | | | 99.1 | | | | | | 47.2 | | |
| September 2022 | | | | | | 100.6 | | | | | | 50.9 | | |
| June 2022 | | | | | | 100.0 | | | | | | 53.0 | | |
| March 2022 | | | | | | 100.6 | | | | | | 57.1 | | |
| December 2021 | | | | | | 100.1 | | | | | | 58.8 | | |
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.
| Total Company | | | | | | $ | 3,090.6 | | | | | $ | 4,108.9 | |
| Total sales (d) | | | | | | $ | 8,264.2 | | | | | $ | 9,058.0 | | | | | $ | 7,760.4 | |
| Lifecycle Services (g) | | | | | | 365.6 | | | | | | 148.4 | | | | | | 158.3 | | |
| Corporate and other | | | | | | (135.8) | | | | | | (127.9) | | | | | | (104.7) | | |
| Interest expense, net | | | | | | (139.0) | | | | | | (125.6) | | | | | | (118.8) | | |
| Income before income taxes (i) | | | | | | 1,099.1 | | | | | | 1,608.5 | | | | | | 1,073.6 | | |
| Income tax provision | | | | | | (151.8) | | | | | | (330.5) | | | | | | (154.5) | | |
| Net income | | | | | | 947.3 | | | | | | 1,278.0 | | | | | | 919.1 | | |
| Adjusted EPS (3) | | | | | | $ | 9.71 | | | | | $ | 12.12 | | | | | $ | 9.49 | |
Sales in fiscal 2024 decreased 9 percent compared to 2023.
Organic sales decreased 10 percent.
Acquisitions increased sales by 1 percentage point.
Total annual recurring revenue at September 30, 2024, grew approximately 16 percent compared to September 30, 2023.
Organic annual recurring revenue at September 30, 2024 grew approximately 14 percent compared to September 30, 2023.
See Annual Recurring Revenue (ARR) for information on this measure.
The decrease was primarily due to lower segment operating earnings in the Software & Control and Intelligent Devices operating segments and the fair value adjustments recognized in the prior year in connection with our previous investment in PTC, Inc. (PTC), partially offset by a $157.5 million accounting charge in 2023 for impairment of goodwill for our Sensia joint venture (goodwill impairment).
The decrease in pre-tax margin was primarily due to lower sales volume, fair value adjustments recognized in the prior year in connection with our previous investment in PTC, and restructuring charges, partially offset by lower incentive compensation, the prior year goodwill impairment, and the benefits from cost reduction actions.
Organic sales decreased 9 percent.
Acquisitions increased sales by 2 percentage points.
Segment operating margins decreased to 18.4 percent in 2024 from 20.2 percent in 2023, primarily due to lower sales volume, partially offset by lower incentive compensation, the positive impact of price realization exceeding input costs, and an adjustment to an earnout accrual tied to achievement of the seller’s revenue target on our Clearpath Robotics, Inc. acquisition including its industrial division OTTO Motors (Clearpath).
An excerpt. Shown here: 40 of 187 rewritten, 40 of 169 added and 40 of 109 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the FY2025 filing and the FY2024 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
15 rewritten, 6 added, 4 removed, 20 unchanged
These risks include [removed: the translation of local currency balances of foreign subsidiaries,] [added: transactions denominated in currencies other than a location’s functional currency,] transaction gains and losses associated with intercompany loans with foreign subsidiaries, and [removed: transactions denominated in currencies other than a location’s functional currency.][added: translation of local currency balances of foreign subsidiaries.]
Our objective is to minimize our exposure to these risks through a combination of normal operating activities and the use of [added: financial instruments including, but not limited to,] foreign currency forward exchange [removed: contracts.][added: contracts and cross-currency swaps.]
[removed: Contracts] [added: Foreign currency forward exchange contracts] are [removed: usually] denominated in currencies of major industrial [removed: countries.][added: countries in which we operate.]
The fair value of our foreign currency forward exchange contracts is an asset of [removed: $17.1] [added: $8] million and a liability of [removed: $33.5] [added: $23] million at September 30, [removed: 2024.][added: 2025.]
For [removed: such] assets and liabilities [added: denominated in currencies other than a location’s functional currency] 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: $61.6] [added: $35] million.
For derivatives that are hedges, depending on the nature of the hedge, changes in fair value are either offset by changes in the fair value of the hedged assets, liabilities, or firm commitments through earnings or recognized in Other comprehensive income [removed: (loss)] until the hedged item is recognized in earnings.
There was no impact on earnings due to ineffective hedges in [added: 2025,] 2024, [removed: 2023,] or [removed: 2022.][added: 2023.]
Our Short-term debt as of September 30, [added: 2025 and] 2024, includes commercial paper borrowings of [removed: $657.0] [added: $522] million [added: and $657 million,] with a weighted average interest rate of [removed: 5.14] [added: 4.24] percent and [added: 5.14 percent, and] a weighted average maturity period of [added: 16 days and] 24 [removed: days.][added: days, respectively.]
In December 2022, Sensia entered into an unsecured [removed: $75.0] [added: $75] million line of credit.
As of September 30, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] included in Short-term debt was [removed: $70.0] [added: $70] million borrowed against the line of credit with an interest rate of [removed: 6.17] [added: 5.18] percent and [removed: 6.29] [added: 6.17] percent, respectively.
Also included in Short-term debt as of September 30, [removed: 2024] [added: 2025,] and September 30, [removed: 2023] [added: 2024,] was [removed: $23.5] [added: $14] million [added: and $42 million, respectively,] of interest-bearing loans from [removed: SLB] [added: Schlumberger (SLB)] to [removed: Sensia, due April 2025.][added: Sensia.]
In April [removed: 2024, $18.8] [added: 2025, $14] million of new interest-bearing loans from SLB to Sensia were entered [removed: into] [added: into,] and [added: in October 2025, these loans] were [removed: due August 2024,] extended to [removed: April 2025.][added: January 15, 2026.]
We had outstanding fixed rate long-term and current portion of long-term debt obligations with a carrying value of [removed: $2,868.7] [added: $2,616] million at September 30, [removed: 2024,] [added: 2025,] and [removed: $2,871.5] [added: $2,868] million at September 30, [removed: 2023.][added: 2024.]
The fair value of this debt was approximately [removed: $2,638.5] [added: $2,352] million at September 30, [removed: 2024,] [added: 2025,] and [removed: $2,451.2] [added: $2,639] million at September 30, [removed: 2023.][added: 2024.]
[added: 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.
During 2025, we entered into cross-currency swaps in order to manage foreign currency translation risk of local currency balances of foreign subsidiaries.
We designated the cross-currency swaps as a partial hedge of our net investment in certain subsidiaries that are not U.S. dollar functional.
As a result, changes in the fair value of the cross-currency swaps are recorded in accumulated currency translation adjustments within equity in the Consolidated Balance Sheet.
A hypothetical 10 percent adverse change in the cross-currency swaps’ underlying spot rates would result in an additional cash outflow at maturity of $80 million.
The fair value of these instruments prior to maturity also includes an interest rate component; however, we currently have no plans to settle these swaps before their maturity and, therefore, fluctuations in market interest rates would not have an effect on our results of operations.
The loans outstanding as of September 30, 2024, were extended to October 15, 2026, and are included in Long-term debt as of September 30, 2025.
Certain of our locations have assets and liabilities denominated in currencies other than their functional currencies.
We enter into foreign currency forward exchange contracts to offset the transaction gains or losses associated with some of these assets and liabilities.
We had no commercial paper borrowings as of September 30, 2023.
We currently have no plans to repurchase our outstanding fixed-rate instruments
Item 1. Business
4 rewritten, 0 added, 0 removed, 68 unchanged
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: 4, 2025] [added: 10, 2026] (the Proxy Statement), or to information under specific captions in Item 7.
The largest sales outside the United States on a country of destination basis are in Canada, China, [removed: Mexico,] Italy, [removed: and] the United [removed: Kingdom.][added: Kingdom, and Mexico.]
Major competitors include Siemens AG, ABB Ltd, Schneider Electric SA, Emerson Electric Co., Mitsubishi Electric Corp., Honeywell International Inc., [removed: AVEVA Group plc, Dassault Systemes,] and [removed: Aspen Technology, Inc.][added: Dassault Systemes.]
Our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and any amendments to such reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (the Exchange Act), as well as our annual reports to shareowners and Section 16 reports on Forms 3, [removed: 4] [added: 4,] and 5, are available free of charge on this site through the “Investors” link as soon as reasonably practicable after we file or furnish these reports with the SEC.
Cover and table of contents
40 rewritten, 5 added, 5 removed, 80 unchanged
For the fiscal year ended September 30, [removed: 2024][added: 2025]
| 1201 South Second Street | | | [removed: Milwaukee] | | | [removed: Wisconsin] | | | [removed: 53204] | | |
| [removed: *(Address] [added: (Address] of principal executive [removed: offices)*] [added: offices)] | | | | | | | | | *(Zip Code)* | | |
| [removed: Common] [added: Common] Stock ($1.00 par [removed: value)] [added: value)] | | | | | | [removed: ROK] [added: ROK] | | | | | | [removed: New] [added: New] York Stock [removed: Exchange] [added: Exchange] | | |
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: 29, 2024] [added: 31, 2025] was approximately [removed: $33.2] [added: $29.1] billion.
[removed: 112,896,809] [added: 112,273,567] shares of registrant’s Common Stock, par value $1 per share, were outstanding on October 31, [removed: 2024.][added: 2025.]
Certain information contained in the Proxy Statement for the Annual Meeting of Shareowners of registrant to be held on February [removed: 4, 2025,] [added: 10, 2026,] is incorporated by reference into Part III hereof.
| [PART [removed: I](#idb0957ebb2da441b8fe066d51724930b_10)] [added: I](#ie952b82d3f7346c5997f3e6b470aea82_10)] | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: [Page](#idb0957ebb2da441b8fe066d51724930b_7)] [added: [Page](#ie952b82d3f7346c5997f3e6b470aea82_7)] | | |
| | | | [Item 1. [removed: Business](#idb0957ebb2da441b8fe066d51724930b_13)] [added: Business](#ie952b82d3f7346c5997f3e6b470aea82_13)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [3](#idb0957ebb2da441b8fe066d51724930b_13)] [added: [2](#ie952b82d3f7346c5997f3e6b470aea82_13)] | | |
| | | | [Item 1A. Risk [removed: Factors](#idb0957ebb2da441b8fe066d51724930b_16)] [added: Factors](#ie952b82d3f7346c5997f3e6b470aea82_16)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [5](#idb0957ebb2da441b8fe066d51724930b_16)] [added: [4](#ie952b82d3f7346c5997f3e6b470aea82_16)] | | |
| | | | [Item 1B. Unresolved Staff [removed: Comments](#idb0957ebb2da441b8fe066d51724930b_19)] [added: Comments](#ie952b82d3f7346c5997f3e6b470aea82_19)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [12](#idb0957ebb2da441b8fe066d51724930b_19)] [added: [12](#ie952b82d3f7346c5997f3e6b470aea82_19)] | | |
| | | | [Item 1C. [removed: Cybersecurity](#idb0957ebb2da441b8fe066d51724930b_1785)] [added: Cybersecurity](#ie952b82d3f7346c5997f3e6b470aea82_22)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [12](#idb0957ebb2da441b8fe066d51724930b_1785)] [added: [12](#ie952b82d3f7346c5997f3e6b470aea82_22)] | | |
| | | | [Item 2. [removed: Properties](#idb0957ebb2da441b8fe066d51724930b_22)] [added: Properties](#ie952b82d3f7346c5997f3e6b470aea82_25)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [13](#idb0957ebb2da441b8fe066d51724930b_22)] [added: [13](#ie952b82d3f7346c5997f3e6b470aea82_25)] | | |
| | | | [Item 3. Legal [removed: Proceedings](#idb0957ebb2da441b8fe066d51724930b_25)] [added: Proceedings](#ie952b82d3f7346c5997f3e6b470aea82_28)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [13](#idb0957ebb2da441b8fe066d51724930b_25)] [added: [13](#ie952b82d3f7346c5997f3e6b470aea82_28)] | | |
| | | | [Item 4. Mine Safety [removed: Disclosures](#idb0957ebb2da441b8fe066d51724930b_28)] [added: Disclosures](#ie952b82d3f7346c5997f3e6b470aea82_31)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [14](#idb0957ebb2da441b8fe066d51724930b_28)] [added: [14](#ie952b82d3f7346c5997f3e6b470aea82_31)] | | |
| | | | [Item 4A. Information about our Executive [removed: Officers](#idb0957ebb2da441b8fe066d51724930b_28)] [added: Officers](#ie952b82d3f7346c5997f3e6b470aea82_31)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [14](#idb0957ebb2da441b8fe066d51724930b_28)] [added: [14](#ie952b82d3f7346c5997f3e6b470aea82_31)] | | |
| | | | [Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#idb0957ebb2da441b8fe066d51724930b_34)] [added: Securities](#ie952b82d3f7346c5997f3e6b470aea82_37)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [15](#idb0957ebb2da441b8fe066d51724930b_34)] [added: [15](#ie952b82d3f7346c5997f3e6b470aea82_37)] | | |
| | | | [Item 6. [removed: \[Reserved\]](#idb0957ebb2da441b8fe066d51724930b_37)] [added: \[Reserved\]](#ie952b82d3f7346c5997f3e6b470aea82_40)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [17](#idb0957ebb2da441b8fe066d51724930b_37)] [added: [17](#ie952b82d3f7346c5997f3e6b470aea82_40)] | | |
| | | | [Item 7. Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#idb0957ebb2da441b8fe066d51724930b_37)] [added: Operations](#ie952b82d3f7346c5997f3e6b470aea82_40)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [17](#idb0957ebb2da441b8fe066d51724930b_37)] [added: [17](#ie952b82d3f7346c5997f3e6b470aea82_40)] | | |
| | | | [Item 7A. Quantitative and Qualitative Disclosures About Market [removed: Risk](#idb0957ebb2da441b8fe066d51724930b_70)] [added: Risk](#ie952b82d3f7346c5997f3e6b470aea82_73)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [40](#idb0957ebb2da441b8fe066d51724930b_70)] [added: [40](#ie952b82d3f7346c5997f3e6b470aea82_73)] | | |
| | | | [Item 8. Financial Statements and Supplementary [removed: Data](#idb0957ebb2da441b8fe066d51724930b_73)] [added: Data](#ie952b82d3f7346c5997f3e6b470aea82_76)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [41](#idb0957ebb2da441b8fe066d51724930b_73)] [added: [41](#ie952b82d3f7346c5997f3e6b470aea82_76)] | | |
| | | | | | | [CONSOLIDATED BALANCE [removed: SHEET](#idb0957ebb2da441b8fe066d51724930b_76)] [added: SHEET](#ie952b82d3f7346c5997f3e6b470aea82_79)] | | | | | | | | | | | | | | | | | | | | | [removed: [41](#idb0957ebb2da441b8fe066d51724930b_76)] [added: [41](#ie952b82d3f7346c5997f3e6b470aea82_79)] | | |
| | | | | | | [CONSOLIDATED STATEMENT OF [removed: OPERATIONS](#idb0957ebb2da441b8fe066d51724930b_79)] [added: OPERATIONS](#ie952b82d3f7346c5997f3e6b470aea82_82)] | | | | | | | | | | | | | | | | | | | | | [removed: [42](#idb0957ebb2da441b8fe066d51724930b_79)] [added: [42](#ie952b82d3f7346c5997f3e6b470aea82_82)] | | |
| | | | | | | [CONSOLIDATED STATEMENT OF COMPREHENSIVE [removed: INCOME](#idb0957ebb2da441b8fe066d51724930b_82)] [added: INCOME](#ie952b82d3f7346c5997f3e6b470aea82_85)] | | | | | | | | | | | | | | | | | | | | | [removed: [43](#idb0957ebb2da441b8fe066d51724930b_82)] [added: [43](#ie952b82d3f7346c5997f3e6b470aea82_85)] | | |
| | | | | | | [CONSOLIDATED STATEMENT OF CASH [removed: FLOWS](#idb0957ebb2da441b8fe066d51724930b_85)] [added: FLOWS](#ie952b82d3f7346c5997f3e6b470aea82_88)] | | | | | | | | | | | | | | | | | | | | | [removed: [44](#idb0957ebb2da441b8fe066d51724930b_85)] [added: [44](#ie952b82d3f7346c5997f3e6b470aea82_88)] | | |
| | | | | | | [CONSOLIDATED STATEMENT OF SHAREOWNERS’ [removed: EQUITY](#idb0957ebb2da441b8fe066d51724930b_88)] [added: EQUITY](#ie952b82d3f7346c5997f3e6b470aea82_91)] | | | | | | | | | | | | | | | | | | | | | [removed: [45](#idb0957ebb2da441b8fe066d51724930b_88)] [added: [45](#ie952b82d3f7346c5997f3e6b470aea82_91)] | | |
| | | | | | | [NOTES TO CONSOLIDATED FINANCIAL [removed: STATEMENTS](#idb0957ebb2da441b8fe066d51724930b_91)] [added: STATEMENTS](#ie952b82d3f7346c5997f3e6b470aea82_94)] | | | | | | | | | | | | | | | | | | | | | [removed: [46](#idb0957ebb2da441b8fe066d51724930b_91)] [added: [46](#ie952b82d3f7346c5997f3e6b470aea82_94)] | | |
| | | | [Item 9. Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#idb0957ebb2da441b8fe066d51724930b_157)] [added: Disclosure](#ie952b82d3f7346c5997f3e6b470aea82_163)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [90](#idb0957ebb2da441b8fe066d51724930b_157)] [added: [92](#ie952b82d3f7346c5997f3e6b470aea82_163)] | | |
| | | | [Item 9A. Controls and [removed: Procedures](#idb0957ebb2da441b8fe066d51724930b_160)] [added: Procedures](#ie952b82d3f7346c5997f3e6b470aea82_166)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [90](#idb0957ebb2da441b8fe066d51724930b_160)] [added: [92](#ie952b82d3f7346c5997f3e6b470aea82_166)] | | |
| | | | [Item 9B. Other [removed: Information](#idb0957ebb2da441b8fe066d51724930b_163)] [added: Information](#ie952b82d3f7346c5997f3e6b470aea82_169)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [90](#idb0957ebb2da441b8fe066d51724930b_163)] [added: [92](#ie952b82d3f7346c5997f3e6b470aea82_169)] | | |
| | | | [Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#idb0957ebb2da441b8fe066d51724930b_166)] [added: Inspections](#ie952b82d3f7346c5997f3e6b470aea82_175)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [91](#idb0957ebb2da441b8fe066d51724930b_166)] [added: [92](#ie952b82d3f7346c5997f3e6b470aea82_175)] | | |
| | | | [Item 10. Directors, Executive Officers and Corporate [removed: Governance](#idb0957ebb2da441b8fe066d51724930b_172)] [added: Governance](#ie952b82d3f7346c5997f3e6b470aea82_181)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [92](#idb0957ebb2da441b8fe066d51724930b_172)] [added: [93](#ie952b82d3f7346c5997f3e6b470aea82_181)] | | |
| | | | [Item 11. Executive [removed: Compensation](#idb0957ebb2da441b8fe066d51724930b_175)] [added: Compensation](#ie952b82d3f7346c5997f3e6b470aea82_184)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [92](#idb0957ebb2da441b8fe066d51724930b_175)] [added: [93](#ie952b82d3f7346c5997f3e6b470aea82_184)] | | |
| | | | [Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#idb0957ebb2da441b8fe066d51724930b_178)] [added: Matters](#ie952b82d3f7346c5997f3e6b470aea82_187)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [92](#idb0957ebb2da441b8fe066d51724930b_178)] [added: [93](#ie952b82d3f7346c5997f3e6b470aea82_187)] | | |
| | | | [Item 13. Certain Relationships and Related Transactions, and Director [removed: Independence](#idb0957ebb2da441b8fe066d51724930b_181)] [added: Independence](#ie952b82d3f7346c5997f3e6b470aea82_190)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [93](#idb0957ebb2da441b8fe066d51724930b_181)] [added: [94](#ie952b82d3f7346c5997f3e6b470aea82_190)] | | |
| | | | [Item 14. Principal Accountant Fees and [removed: Services](#idb0957ebb2da441b8fe066d51724930b_184)] [added: Services](#ie952b82d3f7346c5997f3e6b470aea82_193)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [93](#idb0957ebb2da441b8fe066d51724930b_184)] [added: [94](#ie952b82d3f7346c5997f3e6b470aea82_193)] | | |
| | | | [Item 15. Exhibits and Financial Statement [removed: Schedules](#idb0957ebb2da441b8fe066d51724930b_190)] [added: Schedules](#ie952b82d3f7346c5997f3e6b470aea82_199)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [94](#idb0957ebb2da441b8fe066d51724930b_190)] [added: [95](#ie952b82d3f7346c5997f3e6b470aea82_199)] | | |
| | | | [Item 16. Form 10-K [removed: Summary](#idb0957ebb2da441b8fe066d51724930b_193)] [added: Summary](#ie952b82d3f7346c5997f3e6b470aea82_202)] | | | | | | | | | | | | | | | | | | | | | | | | [removed: [97](#idb0957ebb2da441b8fe066d51724930b_193)] [added: [98](#ie952b82d3f7346c5997f3e6b470aea82_202)] | | |
- laws, regulations, and governmental policies affecting our activities in the countries where we do business, including those related to [added: trade policies, including] tariffs, taxation, trade controls, cybersecurity, and climate change;
| Milwaukee, | | | Wisconsin | | | | | | 53204 | | |
| [PART II](#ie952b82d3f7346c5997f3e6b470aea82_34) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| [PART III](#ie952b82d3f7346c5997f3e6b470aea82_178) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| [PART IV](#ie952b82d3f7346c5997f3e6b470aea82_196) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| [SIGNATURES](#ie952b82d3f7346c5997f3e6b470aea82_205) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | |
| [PART II](#idb0957ebb2da441b8fe066d51724930b_31) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| [PART III](#idb0957ebb2da441b8fe066d51724930b_169) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| [PART IV](#idb0957ebb2da441b8fe066d51724930b_187) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| [SIGNATURES](#idb0957ebb2da441b8fe066d51724930b_196) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Item 1C. Cybersecurity
2 rewritten, 0 added, 0 removed, 28 unchanged
The Company has a cybersecurity risk management program [removed: that is] designed to assess, identify, manage, and govern risks from cybersecurity threats.
During the year ended September 30, [removed: 2024,] [added: 2025,] 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.
Item 2. Properties
1 rewritten, 0 added, 0 removed, 6 unchanged
At September 30, [removed: 2024,] [added: 2025,] 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, [added: Poland, India,] Canada, and Singapore.
Item 4A. Information about our Executive Officers
12 rewritten, 2 added, 3 removed, 8 unchanged
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: 2024] [added: 2025] are:
| Blake D. Moret — Chairman of the Board and President and Chief Executive Officer | | | [removed: 61] [added: 62] | | |
| 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) | | | [removed: 47] [added: 48] | | |
| 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 [removed: -] [added: –] February 2023) | | | [removed: 51] [added: 52] | | |
| Matthew W. Fordenwalt — Senior Vice President, Lifecycle Services since June 1, 2023; previously Vice President and General Manager, Systems and Solutions Business (April 2019 [removed: -] [added: –] June 2023) | | | [removed: 48] [added: 49] | | |
| 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) [removed: (2017-2020)] [added: (2017 – 2020)] | | | [removed: 61] [added: 62] | | |
| Rebecca W. House — Senior Vice President, Chief People [removed: (since July 2020)] and Legal Officer and Secretary | | | [removed: 51] [added: 52] | | |
| John M. Miller — Vice President and Chief Intellectual Property Counsel | | | [removed: 57] [added: 58] | | |
| Tessa M. Myers — Senior Vice President Intelligent Devices since June 6, 2022; previously Vice President and General Manager, Production Operations Management [removed: (from April 2021-June] [added: (April 2021 – June] 2022), Vice President, Product Management [removed: (from October 2020-April] [added: (October 2020 – April] 2021), and Regional President, North America | | | [removed: 48] [added: 49] | | |
| Christopher Nardecchia — Senior Vice President and Chief Information Officer | | | [removed: 62] [added: 63] | | |
| Cyril P. Perducat — Senior Vice President [removed: (since] [added: since] June 1, [removed: 2021)] [added: 2021] and Chief Technology Officer since July 1, 2021; previously Executive Vice President, Schneider Electric (energy and automation digital solutions) | | | [removed: 55] [added: 56] | | |
| Christian E. Rothe — Senior Vice President and Chief Financial Officer since August 19, 2024; previously President, Global Industrial Division (January [removed: 2022-August] [added: 2022 – August] 2024) and President, Global Applied Fluid Technologies Division (June 2018 – December 2021) at Graco Inc. (provider of fluid handling systems and components) | | | [removed: 50] [added: 51] | | |
| Terry L. Riesterer — Vice President and Controller | | | 57 | | |
| Isaac R. Woods — Vice President and Treasurer | | | 40 | | |
| 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 care, and worker safety) | | | 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) | | | 56 | | |
| Isaac R. Woods — Vice President and Treasurer since October 1, 2020; previously Director, Finance, Power Control Business (from March 2019-October 2020) | | | 39 | | |
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
9 rewritten, 7 added, 7 removed, 13 unchanged
On October 31, [removed: 2024,] [added: 2025,] there were [removed: 11,332] [added: 10,649] 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: 2024:][added: 2025:]
(1) All of the shares purchased during the quarter ended September 30, [removed: 2024,] [added: 2025,] were acquired pursuant to the repurchase program described in (3) below.
(3) On [removed: both May 2, 2022 and] September 11, 2024, the Board of Directors authorized us to expend [removed: 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: 2019,] [added: 2020,] to September 30, [removed: 2024,] [added: 2025,] assuming in each case a fixed investment of $100 at the respective closing prices on September 30, [removed: 2019,] [added: 2020,] and reinvestment of all dividends.
][added: Graph.jpg](https://www.sec.gov/Archives/edgar/data/1024478/000102447825000116/rok-20250930_g1.jpg)]
The cumulative total returns on Rockwell Automation common stock and each index as of September 30, [removed: 2019] [added: 2020] through [removed: 2024] [added: 2025] plotted in the above graph are as follows:
| | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2024] [added: 2025] | | |
| Cash dividends per common share | | | [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] | | | | | | [removed: 5.00] [added: 5.24] | | |
| July 1 – 31, 2025 | | | | | | 66,000 | | | | | | $ | 349.43 | | | | | 66,000 | | | | | | $ | 972,655,682 | |
| August 1 – 31, 2025 | | | | | | 70,946 | | | | | | 340.34 | | | | | | 70,946 | | | | | | 948,509,764 | | |
| September 1 – 30, 2025 | | | | | | 63,000 | | | | | | 343.35 | | | | | | 63,000 | | | | | | 926,879,025 | | |
| Total | | | | | | 199,946 | | | | | | $ | 344.29 | | | | | 199,946 | | | | | | | | |
| Rockwell Automation (1) | | | $ | 100.00 | | | | | $ | 135.41 | | | | | $ | 100.79 | | | | | $ | 136.20 | | | | | $ | 130.33 | | | | | $ | 172.60 | |
| S&P 500 Index | | | 100.00 | | | | | | 129.99 | | | | | | 109.86 | | | | | | 133.58 | | | | | | 182.12 | | | | | | 214.10 | | |
| S&P Selected GICS groups | | | 100.00 | | | | | | 128.33 | | | | | | 107.16 | | | | | | 140.02 | | | | | | 190.95 | | | | | | 226.14 | | |
| 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 | | |
Item 8. Financial Statements and Supplementary Data
559 rewritten, 431 added, 241 removed, 945 unchanged
| | | | [added: 2025 | | | | | |] 2024 | | | | | | 2023 | | |
| Cash and cash equivalents | | | [added: | | |] $ | [removed: 471.0] [added: 88] | | | | | $ | [removed: 1,071.8] [added: —] | | [added: | | | $ | — | | | | | $ | 88 | |]
| Other current assets | | | [removed: 315.1] [added: 265] | | | | | | [removed: 266.7] [added: 315] | | |
| Total current assets | | | [removed: 3,881.2] [added: 3,911] | | | | | | [removed: 4,910.8] [added: 3,881] | | |
| Property, net of accumulated depreciation | | | [removed: 776.7] [added: 797] | | | | | | [removed: 684.2] [added: 777] | | |
| Operating lease right-of-use assets | | | [removed: 422.6] [added: 403] | | | | | | [removed: 349.4] [added: 423] | | |
| Other intangible assets, net | | | [removed: 1,066.3] [added: 864] | | | | | | [removed: 852.4] [added: 1,066] | | |
| [added: Less:] Deferred income taxes | | | [removed: 517.0] | | | [removed: | | | 459.3] [added: (57)] | | |
| Long-term investments | | | [removed: 168.7] | | | [added: $] | [added: 182] | | [removed: 157.1] | | | [added: $ | 169 | |]
| [removed: Other] [added: All other] assets | | | [removed: 406.3] | | | [removed: | | | 361.6] [added: 11] | | |
| Short-term debt | | | $ | [removed: 770.8] [added: 608] | | | | | $ | [removed: 94.7] [added: 771] | |
| Current portion of long-term debt | | | [removed: 307.4] [added: 2] | | | | | | [removed: 8.6] [added: 307] | | |
| Accounts payable | | | [removed: 860.4] [added: 53] | | | | | | [removed: 1,150.2] [added: (291)] | | | [added: | | | 70 | | |]
| Compensation and benefits | | | [removed: 259.0] | | | [added: (20)] | | | [removed: 499.9] | | | [added: (19) | | | | | | (6) | | | | | | (7) | | |]
| Contract liabilities | | | [removed: 584.1] [added: 39] | | | | | | [removed: 592.5] [added: (7)] | | | [added: | | | 107 | | |]
| Customer returns, rebates, and incentives | | | [removed: 346.8] [added: 347] | | | | | | [removed: 452.0] [added: 347] | | |
| Other current liabilities | | | [removed: 475.4] | | | [added: (34)] | | | [removed: 567.4] | | | [added: (15) | | |]
| Total current liabilities | | | [removed: 3,603.9] [added: 3,445] | | | | | | [removed: 3,365.3] [added: 3,604] | | |
| Long-term debt | | | [removed: 2,561.3] [added: 2,614] | | | | | | [removed: 2,862.9] [added: 2,561] | | |
| Retirement benefits | | | [removed: 549.1] | | | [added: 45] | | | [removed: 503.6] | | | [added: 88 | | |]
| Operating lease liabilities | | | [removed: 355.6] | | | [added: 94] | | | [removed: 285.3] | | | [added: 90 | | |]
| Common stock ($1.00 par value, shares issued: [removed: 181.4)] [added: 141.4 and 181.4, respectively)] | | | [removed: 181.4] [added: 141] | | | | | | [removed: 181.4] [added: 181] | | |
| Additional paid-in capital | | | [removed: 2,188.6] [added: 2,283] | | | | | | [removed: 2,102.5] [added: 2,188] | | |
| Accumulated other comprehensive loss | | | [removed: (772.4)] [added: (657)] | | | | | | [removed: (790.1)] [added: (772)] | | |
| Common stock in treasury, at cost (shares held: [removed: 68.3] [added: 29.0] and [removed: 66.6,] [added: 68.3,] respectively) | | | [removed: (7,734.2)] [added: (3,535)] | | | | | | [removed: (7,187.4)] [added: (7,734)] | | |
| Shareowners’ equity attributable to Rockwell Automation, Inc. | | | [removed: 3,498.3] [added: 3,654] | | | | | | [removed: 3,561.6] [added: 3,498] | | |
| Noncontrolling interests | | | [removed: 176.9] [added: 57] | | | | | | [removed: 181.8] [added: 177] | | |
| Total shareowners’ equity | | | [removed: 3,675.2] [added: 3,711] | | | | | | [removed: 3,743.4] [added: 3,675] | | |
| | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |
| Selling, general and administrative expenses | | | [removed: (2,002.6)] | | | [added: —] | | | [removed: (2,023.7)] | | | [added: —] | | | [removed: (1,766.7)] | | | [added: — | | |]
| Change in fair value of investments | | | [removed: 0.1] | | | | | | [removed: 279.3] | | | | | | [removed: (136.9)] | | | [added: | | | | | | (3) | | |]
| Other [removed: income] (expense) [added: income] (Note 15) | | | [removed: 62.8] [added: (123)] | | | | | | [removed: (71.3)] [added: 62] | | | | | | [removed: (1.6)] [added: (71)] | | |
| Interest expense | | | [removed: (154.6)] | | | [added: (4)] | | | [removed: (135.3)] | | | [added: (4)] | | | [removed: (123.2)] | | | [added: (4) | | |]
| [removed: Income before income taxes] | | | [removed: 1,099.1] [added: (2)] | | | | | | [removed: 1,608.5] [added: (17)] | | | | | | [removed: 1,073.6] [added: (35)] | | | [added: | | | Income before income taxes | | |]
| [removed: Income tax provision (Note 16)] | | | [removed: (151.8)] [added: (7)] | | | | | | [removed: (330.5)] [added: —] | | | | | | [removed: (154.5)] [added: (31)] | | | [added: | | | Income tax provision | | |]
| Net loss attributable to noncontrolling interests | | | [removed: (5.2)] [added: (120)] | | | | | | [removed: (109.4)] [added: (5)] | | | | | | [removed: (13.1)] [added: (109)] | | |
| [removed: Net income attributable to Rockwell Automation, Inc.] | | | $ | [removed: 952.5] [added: 23] | | | | | $ | [removed: 1,387.4] [added: —] | | | | | $ | [removed: 932.2] [added: 90] | | [added: | | | Net income attributable to Rockwell Automation, Inc. | | |]
| Basic | | | $ | [removed: 8.32] [added: 7.69] | | | | | $ | [removed: 12.03] [added: 8.32] | | | | | $ | [removed: 8.02] [added: 12.03] | |
| Diluted | | | $ | [removed: 8.28] [added: 7.67] | | | | | $ | [removed: 11.95] [added: 8.28] | | | | | $ | [removed: 7.97] [added: 11.95] | |
| Basic | | | [removed: 114.0] [added: 112.7] | | | | | | [removed: 114.8] [added: 114.0] | | | | | | [removed: 115.9] [added: 114.8] | | |
| | | | 2025 | | | | | | 2024 | | |
| Receivables | | | 1,931 | | | | | | 1,802 | | |
| Inventories | | | 1,247 | | | | | | 1,293 | | |
| Goodwill | | | 3,839 | | | | | | 3,993 | | |
| Other assets | | | 809 | | | | | | 575 | | |
| Total | | | $ | 11,219 | | | | | $ | 11,232 | |
| Accounts payable | | | 930 | | | | | | 860 | | |
| Contract liabilities | | | 621 | | | | | | 584 | | |
| Retirement benefits | | | 406 | | | | | | 549 | | |
| Other liabilities | | | 714 | | | | | | 487 | | |
| Retained earnings | | | 5,422 | | | | | | 9,635 | | |
| Total | | | $ | 11,219 | | | | | $ | 11,232 | |
| Products and solutions | | | $ | 7,364 | | | | | $ | 7,331 | | | | | $ | 8,225 | |
| Services | | | 978 | | | | | | 933 | | | | | | 833 | | |
| | | | 8,342 | | | | | | 8,264 | | | | | | 9,058 | | |
| Products and solutions | | | (3,785) | | | | | | (3,908) | | | | | | (4,103) | | |
| Services | | | (541) | | | | | | (505) | | | | | | (532) | | |
| | | | (4,326) | | | | | | (4,413) | | | | | | (4,635) | | |
| Gross profit | | | 4,016 | | | | | | 3,851 | | | | | | 4,423 | | |
| Engineering and development | | | (679) | | | | | | (658) | | | | | | (706) | | |
| Goodwill and intangible asset impairment | | | (224) | | | | | | — | | | | | | (158) | | |
| Interest expense | | | (156) | | | | | | (154) | | | | | | (135) | | |
| Income before income taxes | | | 917 | | | | | | 1,100 | | | | | | 1,608 | | |
| Income tax provision (Note 16) | | | (168) | | | | | | (152) | | | | | | (330) | | |
| Net income | | | 749 | | | | | | 948 | | | | | | 1,278 | | |
| Net income | | | $ | 749 | | | | | $ | 948 | | | | | $ | 1,278 | |
| Other comprehensive income | | | 115 | | | | | | 18 | | | | | | 128 | | |
| Comprehensive income | | | 864 | | | | | | 966 | | | | | | 1,406 | | |
| Net income | | | $ | 749 | | | | | $ | 948 | | | | | $ | 1,278 | |
| Depreciation | | | 173 | | | | | | 162 | | | | | | 134 | | |
| Amortization of intangible assets | | | 152 | | | | | | 155 | | | | | | 116 | | |
| Change in fair value of investments | | | 3 | | | | | | — | | | | | | (279) | | |
| Deferred income taxes | | | (114) | | | | | | (68) | | | | | | (100) | | |
| Accounting method change for net legacy asbestos-related defense costs | | | 91 | | | | | | — | | | | | | — | | |
| Goodwill and intangible asset impairment | | | 224 | | | | | | — | | | | | | 158 | | |
| Receivables | | | (117) | | | | | | 405 | | | | | | (369) | | |
| Inventories | | | 55 | | | | | | 132 | | | | | | (296) | | |
| Compensation and benefits | | | 168 | | | | | | (255) | | | | | | 209 | | |
| Income taxes | | | (54) | | | | | | (237) | | | | | | 104 | | |
| Capital expenditures | | | (186) | | | | | | (225) | | | | | | (161) | | |
| Receivables | | | 1,802.0 | | | | | | 2,167.4 | | |
| Inventories | | | 1,293.1 | | | | | | 1,404.9 | | |
| Goodwill | | | 3,993.3 | | | | | | 3,529.2 | | |
| Total | | | $ | 11,232.1 | | | | | $ | 11,304.0 | |
| Other liabilities | | | 487.0 | | | | | | 543.5 | | |
| Retained earnings | | | 9,634.9 | | | | | | 9,255.2 | | |
| Products and solutions | | | $ | 7,330.7 | | | | | $ | 8,224.9 | | | | | $ | 6,993.4 | |
| Services | | | 933.5 | | | | | | 833.1 | | | | | | 767.0 | | |
| | | | 8,264.2 | | | | | | 9,058.0 | | | | | | 7,760.4 | | |
| Products and solutions | | | (4,558.1) | | | | | | (4,808.7) | | | | | | (4,173.4) | | |
| Services | | | (512.7) | | | | | | (532.3) | | | | | | (485.0) | | |
| | | | (5,070.8) | | | | | | (5,341.0) | | | | | | (4,658.4) | | |
| Gross profit | | | 3,193.4 | | | | | | 3,717.0 | | | | | | 3,102.0 | | |
| Goodwill impairment | | | — | | | | | | (157.5) | | | | | | — | | |
| Net income | | | 947.3 | | | | | | 1,278.0 | | | | | | 919.1 | | |
| Net income | | | $ | 947.3 | | | | | $ | 1,278.0 | | | | | $ | 919.1 | |
| Comprehensive income | | | 965.3 | | | | | | 1,405.5 | | | | | | 1,018.4 | | |
| Depreciation | | | 162.4 | | | | | | 133.8 | | | | | | 126.6 | | |
| Amortization of intangible assets | | | 155.0 | | | | | | 116.6 | | | | | | 112.3 | | |
| Deferred income taxes | | | (68.1) | | | | | | (100.1) | | | | | | (33.6) | | |
| Impairment of goodwill | | | — | | | | | | 157.5 | | | | | | — | | |
| Receivables | | | 405.2 | | | | | | (368.7) | | | | | | (415.6) | | |
| Inventories | | | 131.5 | | | | | | (295.9) | | | | | | (292.8) | | |
| Accounts payable | | | (290.7) | | | | | | 70.2 | | | | | | 172.0 | | |
| Contract liabilities | | | (7.4) | | | | | | 106.8 | | | | | | 102.0 | | |
| Income taxes | | | (236.6) | | | | | | 104.1 | | | | | | (129.3) | | |
| Capital expenditures | | | (224.7) | | | | | | (160.5) | | | | | | (141.1) | | |
| Cash dividends | | | (571.0) | | | | | | (542.4) | | | | | | (519.4) | | |
| Purchases of treasury stock | | | (594.9) | | | | | | (311.5) | | | | | | (301.3) | | |
| Restricted cash, noncurrent (Other assets) | | | — | | | | | | — | | | | | | 8.6 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Balance at September 30, 2021 | | | $ | 181.4 | | | | | $ | 1,933.6 | | | | | $ | 8,000.4 | | | | | $ | (1,017.1) | | | | | $ | (6,708.7) | | | | | $ | 2,389.6 | | | | | $ | 304.5 | | | | | $ | 2,694.1 | |
| Net income (loss) | | | — | | | | | | — | | | | | | 932.2 | | | | | | — | | | | | | — | | | | | | 932.2 | | | | | | (13.1) | | | | | | 919.1 | | |
| Balance at September 30, 2022 | | | $ | 181.4 | | | | | $ | 2,007.1 | | | | | $ | 8,411.8 | | | | | $ | (917.5) | | | | | $ | (6,957.2) | | | | | $ | 2,725.6 | | | | | $ | 291.1 | | | | | $ | 3,016.7 | |
| Net income (loss) | | | — | | | | | | — | | | | | | 1,387.4 | | | | | | — | | | | | | — | | | | | | 1,387.4 | | | | | | (109.4) | | | | | | 1,278.0 | | |
| Balance at September 30, 2023 | | | $ | 181.4 | | | | | $ | 2,102.5 | | | | | $ | 9,255.2 | | | | | $ | (790.1) | | | | | $ | (7,187.4) | | | | | $ | 3,561.6 | | | | | $ | 181.8 | | | | | $ | 3,743.4 | |
| Net income (loss) | | | — | | | | | | — | | | | | | 952.5 | | | | | | — | | | | | | — | | | | | | 952.5 | | | | | | (5.2) | | | | | | 947.3 | | |
| 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 | |
The terminal value is estimated following the common methodology of calculating the present value of estimated perpetual cash flow beyond the last projected period assuming constant discount and long-term growth rates.
An excerpt. Shown here: 40 of 559 rewritten, 40 of 431 added and 40 of 241 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2025 filing and the FY2024 filing.
Item 9A. Controls and Procedures
4 rewritten, 0 added, 0 removed, 9 unchanged
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: 2024,] [added: 2025,] 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: 2024.][added: 2025.]
Based on that evaluation, management has concluded that our internal control over financial reporting was effective as of September 30, [removed: 2024.][added: 2025.]
The effectiveness of our internal control over financial reporting, as of September 30, [removed: 2024,] [added: 2025,] has been audited by Deloitte & Touche LLP, as stated in their report that is included on the previous page.
Item 9B. Other Information
1 rewritten, 0 added, 10 removed, 0 unchanged
During the quarter ended September 30, [removed: 2024,] [added: 2025,] no director or officer of the Company adopted or terminated a [added: "Rule 10b5-1 trading arrangement” or] “non-Rule 10b5-1 trading arrangement,” as [added: each term is] defined in Item 408 of Regulation [removed: 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.][added: S-K.]
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.
Item 10. Directors, Executive Officers and Corporate Governance
1 rewritten, 0 added, 0 removed, 7 unchanged
A copy of our policies and procedures [removed: are attached to] [added: is incorporated by reference in] this Annual Report on Form 10-K as Exhibit 19.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
1 rewritten, 2 added, 2 removed, 9 unchanged
The following table provides information, as of September 30, [removed: 2024,] [added: 2025,] 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 | | | | | | 2,115,292 | | | (1) | | | $ | 233.92 | | (2) | | | 6,184,456 | | | (3) | | |
| Total | | | | | | 2,115,292 | | | | | | $ | 233.92 | | | | | 6,184,456 | | | | | |
| 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 | | | | | |
Item 15. Exhibits and Financial Statement Schedules
74 rewritten, 10 added, 2 removed, 20 unchanged
| Consolidated Balance Sheet, September 30, [removed: 2024] [added: 2025] and [removed: 2023] [added: 2024] | | | [removed: [41](#idb0957ebb2da441b8fe066d51724930b_76)] [added: [41](#ie952b82d3f7346c5997f3e6b470aea82_79)] | | |
| Consolidated Statement of Operations, years ended September 30, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022] [added: 2023] | | | [removed: [42](#idb0957ebb2da441b8fe066d51724930b_79)] [added: [42](#ie952b82d3f7346c5997f3e6b470aea82_82)] | | |
| Consolidated Statement of Comprehensive Income, years ended September 30, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022] [added: 2023] | | | [removed: [43](#idb0957ebb2da441b8fe066d51724930b_82)] [added: [43](#ie952b82d3f7346c5997f3e6b470aea82_85)] | | |
| Consolidated Statement of Cash Flows, years ended September 30, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022] [added: 2023] | | | [removed: [44](#idb0957ebb2da441b8fe066d51724930b_85)] [added: [44](#ie952b82d3f7346c5997f3e6b470aea82_88)] | | |
| Consolidated Statement of Shareowners’ Equity, years ended September 30, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022] [added: 2023] | | | [removed: [45](#idb0957ebb2da441b8fe066d51724930b_88)] [added: [45](#ie952b82d3f7346c5997f3e6b470aea82_91)] | | |
| Notes to Consolidated Financial Statements | | | [removed: [46](#idb0957ebb2da441b8fe066d51724930b_91)] [added: [46](#ie952b82d3f7346c5997f3e6b470aea82_94)] | | |
| Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34) | | | [removed: [89](#idb0957ebb2da441b8fe066d51724930b_154)] [added: [91](#ie952b82d3f7346c5997f3e6b470aea82_160)] | | |
(2)Financial Statement Schedule for the years ended September 30, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022][added: 2023]
| Schedule II—Valuation and Qualifying Accounts | | | [removed: [99](#idb0957ebb2da441b8fe066d51724930b_199)] [added: [101](#ie952b82d3f7346c5997f3e6b470aea82_208)] | | |
| [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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000095012302004743/y60312ex3.txt) | | | [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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312516618633/d209974dex32.htm) | | | [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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/0000950123-97-010580.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 reference.](https://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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/0000893838-98-000019.txt) | | | [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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000089383807000354/rok8kdec2007ex42.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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312515050697/d874178dex41.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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312515050697/d874178dex42.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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312519060203/d647306dex41.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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312519060203/d647306dex42.htm) | | | [added: | | | | | | | | | | | |]
| [4-a-9](https://www.sec.gov/Archives/edgar/data/1024478/000102447819000044/rok10k2019ex4a9.htm) | | | | | | [Description of the Company’s Securities filed as Exhibit 4-a-9 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/rok10k2019ex4a9.htm) | | | [added: | | | | | | | | | | | |]
| [4-a-10](https://www.sec.gov/Archives/edgar/data/0001024478/000119312521249221/d117587dex41.htm) | | | | | | [Form of certificate for the Company’s 0.35% Notes due August 15, 2023, filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K dated August 17, 2021, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/0001024478/000119312521249221/d117587dex41.htm) | | | [added: | | | | | | | | | | | |]
| [4-a-11](https://www.sec.gov/Archives/edgar/data/0001024478/000119312521249221/d117587dex42.htm) | | | | | | [Form of certificate for the Company’s 1.75% Notes due August 15, 2031, filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K dated August 17, 2021, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/0001024478/000119312521249221/d117587dex42.htm) | | | [added: | | | | | | | | | | | |]
| [4-a-12](https://www.sec.gov/Archives/edgar/data/0001024478/000119312521249221/d117587dex43.htm) | | | | | | [Form of certificate for the Company’s 2.80% Notes due August 15, 2061, filed as Exhibit 4.3 to the Company’s Current Report on Form 8-K dated August 17, 2021, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/0001024478/000119312521249221/d117587dex43.htm) | | | [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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000089383802000137/rockautoex4d.txt) | | | [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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000095012303008965/y88835exv10w1.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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312508021364/dex103.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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312508241034/dex10b16.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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312508090981/dex103.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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312509020232/dex102.htm) | | | [added: | | | | | | | | | | | |]
| [*10-a-7](https://www.sec.gov/Archives/edgar/data/1024478/000102447821000083/rok10k2021ex10-ax7.htm) | | | | | | [Summary of Non-Employee Director Compensation and Benefits as of October 1, 2021.](https://www.sec.gov/Archives/edgar/data/1024478/000102447821000083/rok10k2021ex10-ax7.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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312516478151/d78393dex4c.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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex101.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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex102.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 reference.](https://www.sec.gov/Archives/edgar/data/1024478/000102447813000009/q1fy13rokex103.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) | | | [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) | | | [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) | | | [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) | | | [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) | | | [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) | | | [added: | | | | | | | | | | | |]
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| [10-j-2](https://www.sec.gov/Archives/edgar/data/1024478/000119312525122544/d941992dex99.htm) | | | | | | [$500,000,000 364-Day Term Loan Agreement dated as of May 16, 2025, among the Company, the Banks listed on the signature pages thereto, Bank of America, N.A., as Administrative Agent, U.S. Bank National Association, as Syndication Agent, and The Toronto-Dominion Bank, New York Branch and Wells Fargo Bank, National Association, as Documentation Agents, filed as Exhibit 99 to the Company’s Current Report on Form 8-K dated May 19, 2025, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/1024478/000119312525122544/d941992dex99.htm) | | | | | | | | | | | | | | |
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An excerpt. Shown here: 40 of 74 rewritten, all 10 added and all 2 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules in the FY2025 filing and the FY2024 filing.
Item 16. Form 10-K Summary
18 rewritten, 0 added, 2 removed, 106 unchanged
Dated: November 12, [removed: 2024][added: 2025]
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on the 12th day of November [removed: 2024] [added: 2025] by the following persons on behalf of the registrant and in the capacities indicated.
For the Years Ended September 30, [added: 2025,] 2024, [removed: 2023,] and [removed: 2022][added: 2023]
| Allowance for doubtful accounts (1) | | | | | | $ | [removed: 16.8] [added: 22] | | | | | $ | [removed: 13.1] [added: 5] | | | | | $ | — | | | | | $ | [removed: 8.1] [added: 6] | | | | | $ | [removed: 21.8] [added: 21] | |
| Valuation allowance for deferred tax assets [added: (3)] | | | | | | [removed: 89.1] [added: 89] | | | | | | [removed: 11.4] [added: 11] | | | | | | [removed: 1.1] [added: 2] | | | | | | [removed: 4.1] [added: 4] | | | | | | [removed: 97.5] [added: 98] | | |
| Allowance for doubtful accounts (1) | | | | | | $ | [removed: 13.1] [added: 17] | | | | | $ | [removed: 8.5] [added: 13] | | | | | $ | [removed: 0.2] [added: —] | | | | | $ | [removed: 5.0] [added: 8] | | | | | $ | [removed: 16.8] [added: 22] | |
| Valuation allowance for deferred tax assets [removed: (3)] | | | | | | [removed: 23.1] [added: 23] | | | | | | [removed: 66.4] [added: 66] | | | | | | [removed: 1.5] [added: 2] | | | | | | [removed: 1.9] [added: 2] | | | | | | [removed: 89.1] [added: 89] | | |
| Year ended September 30, [removed: 2022] [added: 2025] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Allowance for doubtful accounts (1) | | | | | | $ | [removed: 13.2] [added: 13] | | | | | $ | [removed: 4.7] [added: 9] | | | | | $ | — | | | | | $ | [removed: 4.8] [added: 5] | | | | | $ | [removed: 13.1] [added: 17] | |
| Valuation allowance for deferred tax assets | | | | | | [removed: 32.6] [added: 98] | | | | | | [removed: 3.4] [added: 44] | | | | | | [removed: 1.1] [added: —] | | | | | | [removed: 14.0] [added: 13] | | | | | | [removed: 23.1] [added: 129] | | |
(3) Additions charged to costs and expenses includes [removed: $30.2] [added: $30] million attributable to non-controlling interests.
| [removed: [21](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex21.htm)] [added: [21](https://www.sec.gov/Archives/edgar/data/1024478/000102447825000116/rok10k2025ex21.htm)] | | | [List of Subsidiaries of the [removed: Company.](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex21.htm)] [added: Company.](https://www.sec.gov/Archives/edgar/data/1024478/000102447825000116/rok10k2025ex21.htm)] | | |
| [removed: [23](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex23.htm)] [added: [23](https://www.sec.gov/Archives/edgar/data/1024478/000102447825000116/rok10k2025ex23.htm)] | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex23.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/1024478/000102447825000116/rok10k2025ex23.htm)] | | |
| [removed: [24](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex24.htm)] [added: [24](https://www.sec.gov/Archives/edgar/data/1024478/000102447825000116/rok10k2025ex24.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/1024478/000102447824000107/rok10k2024ex24.htm)] [added: Company.](https://www.sec.gov/Archives/edgar/data/1024478/000102447825000116/rok10k2025ex24.htm)] | | |
| [removed: [31.1](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex311.htm)] [added: [31.1](https://www.sec.gov/Archives/edgar/data/1024478/000102447825000116/rok10k2025ex311.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/1024478/000102447824000107/rok10k2024ex311.htm)] [added: 1934.](https://www.sec.gov/Archives/edgar/data/1024478/000102447825000116/rok10k2025ex311.htm)] | | |
| [removed: [31.2](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex312.htm)] [added: [31.2](https://www.sec.gov/Archives/edgar/data/1024478/000102447825000116/rok10k2025ex312.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/1024478/000102447824000107/rok10k2024ex312.htm)] [added: 1934.](https://www.sec.gov/Archives/edgar/data/1024478/000102447825000116/rok10k2025ex312.htm)] | | |
| [removed: [32.1](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex321.htm)] [added: [32.1](https://www.sec.gov/Archives/edgar/data/1024478/000102447825000116/rok10k2025ex321.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/1024478/000102447824000107/rok10k2024ex321.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1024478/000102447825000116/rok10k2025ex321.htm)] | | |
| [removed: [32.2](https://www.sec.gov/Archives/edgar/data/1024478/000102447824000107/rok10k2024ex322.htm)] [added: [32.2](https://www.sec.gov/Archives/edgar/data/1024478/000102447825000116/rok10k2025ex322.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/1024478/000102447824000107/rok10k2024ex322.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1024478/000102447825000116/rok10k2025ex322.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) | | |