Roper Technologies (ROP) 10-K risk factor changes: FY2019 vs FY2018

[removed: Risks] [added: Risks] Relating to Our [removed: Business][added: Business]

[removed: Our] [added: Our] indebtedness may affect our business and may restrict our operating [removed: flexibility.][added: flexibility.]

As of December 31, [removed: 2018,] [added: 2019,] we had [removed: $4.9] [added: $5.3] billion in total consolidated indebtedness.

In addition, we had [removed: $1.6] [added: $2.5] billion undrawn availability under our senior unsecured credit facility.

[removed: Unfavorable] [added: Unfavorable] changes in foreign exchange rates may harm our [removed: business.][added: business.]

Sales by our operating companies whose functional currency is not the U.S. dollar represented [added: 16% and] 17% of our total net revenues for [removed: both] the years ended December 31, [removed: 2018] [added: 2019] and [removed: 2017.][added: 2018, respectively.]

[removed: We] [added: We] export a significant portion of our products.

Difficulties associated with the export of our products could harm our [removed: business.][added: business.]

These sales accounted for [added: 10% and] 11% of our net revenues for [removed: both] the years ended December 31, [removed: 2018] [added: 2019] and [removed: 2017.][added: 2018, respectively.]

[removed: Economic,] [added: Economic,] political and other risks associated with our international operations could adversely affect our [removed: business.][added: business.]

As of and for the year ended December 31, [removed: 2018, 20%] [added: 2019, 19%] of our net revenues and 17% of our long-lived assets, excluding goodwill and intangibles, were attributable to operations outside the U.S. We expect our international operations to contribute materially to our business for the foreseeable future.

[removed: Our] [added: Our] growth strategy includes acquisitions.

We may not be able to identify suitable acquisition candidates, complete acquisitions or integrate acquisitions [removed: successfully.][added: successfully.]

[removed: Our] [added: Our] technology is important to our success and our failure to protect this technology could put us at a competitive [removed: disadvantage.][added: disadvantage.]

[removed: Product] [added: Product] liability, insurance risks and increased insurance costs could harm our operating [removed: results.][added: results.]

[removed: Our] [added: Our] operating results could be adversely affected by a reduction of business with our large [removed: customers.][added: customers.]

[removed: We] [added: We] face intense competition.

If we do not compete effectively, our business may [removed: suffer.][added: suffer.]

[removed: We] [added: We] rely on information and technology for many of our business operations which could fail and cause disruption to our business [removed: operations.][added: operations.]

[removed: A] [added: A] breach in the security of our software could harm our reputation, result in a loss of current and potential customers, and subject us to material claims, which could materially harm our operating results and financial [removed: condition.][added: condition.]

Regulatory authorities around the world have adopted and are considering further adoption of legislative and regulatory proposals concerning data [removed: protection.][added: protection and data privacy.]

In addition, the interpretation and application of consumer and data protection laws in the United [added: States, Europe and elsewhere are often uncertain and in flux.]

[removed: Changes] [added: Changes] in the supply of, or price for, raw materials, parts and components used in our products could affect our [removed: business.][added: business.]

[removed: Environmental] [added: Environmental] compliance costs and liabilities could increase our expenses and adversely affect our financial [removed: condition.][added: condition.]

[removed: Some] [added: Some] of the industries in which we operate are cyclical, and, accordingly, our business is subject to changes in the [removed: economy.][added: economy.]

Consequently, the effect of an economic downturn may have a magnified negative effect on [added: material portions of] our business.

[removed: Our] [added: Our] goodwill and intangible assets are a significant amount of our total assets, and any write-off of our intangible assets would negatively affect our results of [removed: operations.][added: operations.]

At December 31, [removed: 2018,] [added: 2019,] goodwill totaled [removed: $9.3] [added: $10.8] billion compared to [removed: $7.7] [added: $9.5] billion of stockholders’ equity, and represented [removed: 61%] [added: 60%] of our total assets of [removed: $15.2] [added: $18.1] billion.

[removed: We] [added: We] depend on our ability to develop new products, and any failure to develop or market new products could adversely affect our [removed: business.][added: business.]

[removed: Any] [added: Any] business disruptions due to political instability, armed hostilities, incidents of [removed: terrorism] [added: terrorism, public health crisis] or natural disasters could adversely impact our financial [removed: performance.][added: performance.]

If terrorist activity, armed conflict, political [removed: instability] [added: instability, public health crisis, such as an epidemic] or [added: pandemic related to the Coronavirus, or] natural disasters occur in the U.S. or other locations, such events may negatively impact our operations, cause general economic conditions to deteriorate or cause demand for our products to decline.

[removed: Recent] [added: Recent] significant changes to our executive leadership team and any future loss of members of such team, and the resulting management transitions, could harm our operating [removed: results.][added: results.]

[removed: We] [added: Over the past several years, we] have [removed: recently] experienced significant changes to our executive leadership team.

Additionally, on July 27, 2017, the Financial Conduct Authority (FCA) in the U.K. announced that it would phase out London Interbank Offered Rate (“LIBOR”) as a benchmark by the end of 2021.

It is unclear whether new methods of calculating LIBOR will be established such that it continues to exist after 2021, or whether different benchmark rates used to price indebtedness will develop.

If LIBOR ceases to exist, we may need to amend certain agreements and we cannot predict what alternative index would be negotiated with our counterparties.

As a result, our interest expense could increase and our available cash flow for general corporate requirements may be adversely affected.

In addition, the overall financial market may be disrupted as a result of the phase-out or replacement of LIBOR.

Additionally, we could be affected by future regulations imposed in response to concerns over climate change.

States, Europe and elsewhere are often uncertain and in flux.

Some high-performance components for digital imaging products may be in short supply and/or suppliers may have occasional difficulty manufacturing these components to meet our specifications.

[removed: All] [added: All] currency amounts are in millions unless [removed: specified][added: specified]

You should read the following discussion in conjunction with “Selected Financial Data” and our Consolidated Financial Statements and related notes included in this Annual [removed: Report.][added: Report, as well as Part II, “Item 7.]

[removed: Overview][added: Overview]

We operate businesses that design and develop software (both license and [removed: software-as-a-service)] [added: SaaS)] and engineered products and solutions for a variety of niche end markets.

[removed: Application] [added: Application] of Critical Accounting [removed: Policies][added: Policies]

A discussion of our significant accounting policies can also be found in the notes to our Consolidated Financial Statements for the year ended December 31, [removed: 2018] [added: 2019] included in this Annual Report.

Our most significant accounting uncertainties are encountered in the areas of accounts receivable collectibility, inventory valuation, future warranty obligations, revenue recognition, income [removed: taxes] [added: taxes, valuation of other intangible assets] and goodwill and indefinite-lived impairment analyses.

At December 31, [removed: 2018,] [added: 2019,] our allowance for doubtful accounts receivable was [removed: $17.3] [added: $16.9] and our allowance for sales returns and sales credits was [removed: $5.8,] [added: $3.4,] for a total of [removed: $23.1,] [added: $20.3,] or [removed: 3.2%] [added: 2.5%] of total gross accounts receivable, as compared to a total of [removed: $12.7,] [added: $23.1,] or [removed: 1.9%] [added: 3.2%] of total gross accounts receivable, at December 31, [removed: 2017.][added: 2018.]

At December 31, [removed: 2018,] [added: 2019,] inventory reserves for excess and obsolete inventory were [added: $33.4, or 14.4% of gross inventory cost, as compared to $30.3, or 13.7% of gross inventory cost, at December 31, 2018.]

Our expense for warranty obligations was less than 1% of net revenues for each of the years ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016.][added: 2017.]

The Company recognized revenues of [removed: $245.9, $249.3] [added: $247.8, $245.9] and [removed: $241.3] [added: $249.3] for the years ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016,] [added: 2017,] respectively, using this method.

[removed: At December 31, 2018,] [added: There was $401.6 and] $241.6 of revenue related to unfinished percentage-of-completion contracts had yet to be [removed: recognized.][added: recognized at December 31, 2019, and 2018, respectively.]

During [removed: 2018,] [added: 2019,] our effective income tax rate was [removed: 21.2%,] [added: 20.6%,] as compared to the [removed: 2017] [added: 2018] rate of [removed: 6.1%.][added: 21.2%.]

We expect the effective tax rate for [removed: 2019] [added: 2020] to be between 21% and 23%.

Roper has [removed: 33] [added: 35] reporting units with individual goodwill amounts ranging from zero to [removed: $2.4] [added: $2.5] billion.

In [removed: 2018,] [added: 2019,] the Company performed its annual impairment test in the fourth quarter for all reporting units.

[added: The Company conducted its analysis qualitatively and] assessed whether it was more likely than not that the respective fair value of these reporting units was less than the carrying amount.

The Company determined that impairment of goodwill was not likely in [removed: 30] [added: 33] of its reporting units and thus was not required to perform a quantitative assessment for these reporting units.

For the remaining [removed: three] [added: two] reporting units, the Company performed its quantitative assessment and concluded that the fair value of each of these [removed: three] [added: two] reporting units was substantially in excess of its carrying value, with no impairment indicated as of October 1, [removed: 2018.][added: 2019.]

The Company performed a quantitative analysis over the fair values of [removed: four] [added: two] of its trade names and concluded that the fair value exceeded its carrying value, with no impairment indicated as of October 1, [removed: 2018.][added: 2019.]

Of those trade names subjected to our quantitative analysis, one, associated with our lab software business, had a fair value that approximated its carrying value, which was $100.4 as of October 1, [removed: 2018.][added: 2019.]

Holding other assumptions constant, for the specific trade name associated with our lab software business, a 50 basis point increase in the discount rate would result in a [removed: $6.8] [added: $5.5] impairment and a 100 basis point decrease in the terminal growth rate would result in an [removed: $11.7] [added: $9.7] impairment.

No impairment resulted from the annual reviews performed in [removed: 2018.][added: 2019.]

[removed: Results] [added: Results] of [removed: Operations][added: Operations]

[removed: All] [added: All] currency amounts are in millions unless specified, percentages are net of [removed: revenues][added: revenues]

| | [removed: Years] [added: Years] ended December [removed: 31,] [added: 31,] | | | | | | | | | | |

| | [removed: 2018] [added: 2019] | | | | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | |

| Total | $ | [removed: 5,191.2] [added: 5,366.8] | | | $ | [removed: 4,607.5] [added: 5,191.2] | | | $ | [removed: 3,789.9] [added: 4,607.5] | |

| Total | [removed: 63.2] [added: 63.9] | | % | | [removed: 62.2] [added: 63.2] | | % | | [removed: 61.5] [added: 62.2] | | % |

| Total | [removed: 30.8] [added: 31.1] | | % | | [removed: 29.3] [added: 30.8] | | % | | [removed: 31.2] [added: 29.3] | | % |

| Corporate administrative expenses | [removed: (3.9] [added: (3.2] | | )% | | [removed: (3.1] [added: (3.9] | | )% | | [removed: (3.4] [added: (3.1] | | )% |

| Income from operations | [removed: 26.9] [added: 27.9] | | | | [removed: 26.3] [added: 26.9] | | | | [removed: 27.8] [added: 26.3] | | |

| Interest expense, net | (3.5 | | ) | | [removed: (3.9] [added: (3.5] | | ) | | [removed: (2.9] [added: (3.9] | | ) |

| Loss on debt extinguishment | [removed: (0.3] [added: —] | | [removed: )] | | [removed: —] [added: (0.3] | | [added: )] | | — | | |

| Other income/(expense) | [removed: —] [added: (0.1] | | [added: )] | | [removed: 0.1] [added: —] | | | | [removed: (0.1] [added: 0.1] | | [removed: )] |

| Earnings before income taxes | [removed: 23.1] [added: 41.5] | | | | [removed: 22.5] [added: 23.1] | | | | [removed: 24.8] [added: 22.5] | | |

| Income taxes | [removed: (4.9] [added: (8.6] | | ) | | [removed: (1.4] [added: (4.9] | | ) | | [removed: (7.4] [added: (1.4] | | ) |

| Net earnings | [removed: 18.2] [added: 32.9] | | % | | [removed: 21.1] [added: 18.2] | | % | | [removed: 17.4] [added: 21.1] | | % |

| (1) | Includes results from the acquisitions of [removed: ConstructConnect from October 31, 2016, Deltek, Inc. from December 28, 2016,] Handshake Software, Inc. from August 4, 2017, Workbook Software A/S from September 15, 2017, Onvia, Inc. from November 17, 2017, [removed: Quote Software from January 2, 2018, PlanSwift Software from March 28, 2018, Smartbid from May 8, 2018,] PowerPlan, Inc. from June 4, 2018, ConceptShare from June 7, 2018, BillBlast from July 10, 2018 [removed: and] Avitru from December 31, [removed: 2018.] [added: 2018, ComputerEase from August 19, 2019, and Bellefield from December 18, 2019.] |

| [removed: (3)] [added: (4)] | Includes results from the acquisition of Phase Technology from June 21, 2017. |

Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Form 10-K for the year ended December 31, 2018, which provides additional information on comparisons of years 2018 and 2017 relating to any sections which remain unchanged.

The primary driver in the increase was due to our TransCore business that was awarded the contract for the New York Central Business District Tolling Program.

The decrease was due primarily to the recognition of a discrete tax benefit of $41.0 in connection with a foreign restructuring plan allowing the future realization of net operating losses and the reversal of the deferred tax liability of $10.0 originally recorded in the second quarter of 2018 associated with the excess of Gatan's book basis over our tax basis in the shares during the third quarter of 2019, partially offset by the higher income tax rate incurred on the Imaging and Gatan gains.

| Application Software (1) | $ | 1,588.0 | | | $ | 1,452.7 | | | $ | 1,222.2 | |

| Network Software & Systems (2) | 1,529.5 | | | | 1,345.2 | | | | 1,254.1 | | |

| Measurement & Analytical Solutions (3) | 1,596.4 | | | | 1,705.6 | | | | 1,531.3 | | |

| Process Technologies (4) | 652.9 | | | | 687.7 | | | | 599.9 | | |

| Application Software | 67.0 | | % | | 66.9 | | % | | 65.3 | | % |

| Network Software & Systems | 69.2 | | | | 68.3 | | | | 66.6 | | |

| Measurement & Analytical Solutions | 58.5 | | | | 58.7 | | | | 58.4 | | |

| Process Technologies | 56.9 | | | | 56.4 | | | | 56.3 | | |

| Application Software | 25.5 | | % | | 24.6 | | % | | 22.8 | | % |

| Network Software & Systems | 35.2 | | | | 36.0 | | | | 35.0 | | |

| Measurement & Analytical Solutions | 31.4 | | | | 30.7 | | | | 29.1 | | |

| Process Technologies | 34.6 | | | | 34.0 | | | | 31.4 | | |

| Gain on disposal of businesses | 17.2 | | | | — | | | | — | | |

| (2) | Includes results from the acquisitions of Quote Software from January 2, 2018, PlanSwift Software from March 28, 2018, Smartbid from May 8, 2018, Foundry from April 18, 2019, and iPipeline from August 22, 2019. |

| (3) | Includes the results from the Imaging businesses through February 5, 2019 and Gatan through October 29, 2019. |

Organic revenues increased by 5% and acquisitions accounted for 5% of our growth, partially offset by a negative foreign exchange impact of 1%.

The growth in organic revenues was due primarily to broad-based revenue growth across the segment, led by businesses serving government contracting, professional services, legal and healthcare markets.

Gross margin remained relatively flat at 67.0% for the year ended December 31, 2019 as compared to 66.9% for the year ended December 31, 2018.

Our Network Software & Systems segment reported a $184.3 or 14% increase in net revenues for the year ended December 31, 2019 over the year ended December 31, 2018.

The growth in organic revenues was due to broad-based revenue growth across the segment led by our network software businesses serving the transportation, healthcare and food markets.

SG&A expenses as a percentage of net revenues increased to 34.0% in the year ended December 31, 2019, as compared to 32.3% in the year ended December 31, 2018, due primarily to the acquisitions completed in 2019, including amortization of acquired intangibles.

Net revenues for our Measurement & Analytical Solutions segment decreased by $109.2 or 6% for the year ended December 31, 2019 from the year ended December 31, 2018.

Organic revenues increased 2%, more than offset by a decrease in revenue of 8% attributable to the disposal of the Imaging businesses and Gatan as discussed above, and a negative foreign exchange impact of 1%.

Gross margin decreased to 58.5% in the year ended December 31, 2019, as compared to 58.7% in the year ended December 31, 2018, due primarily to revenue mix.

The decrease in organic revenues was due primarily to lower demand at our businesses serving upstream oil and gas end markets.

Gross margin increased to 56.9% in the year ended December 31, 2019 as compared to 56.4% in the year ended December 31, 2018, due primarily to revenue mix.

SG&A expenses as a percentage of net revenues decreased to 22.3% in the year ended December 31, 2019, as compared to 22.5% in the year ended December 31, 2018, due primarily to lower costs that are generally variable with revenue.

Corporate expenses decreased by $31.1 to $172.4, or 3.2% of revenues, in 2019 as compared to $203.5, or 3.9% of revenues, in 2018.

Gain on disposal of businesses, resulted in a pretax gain of $920.7 for the year ended December 31, 2019.

The Company recognized $119.6 on the sale of the Imaging businesses, which closed February 5, 2019, and $801.1 on the sale of Gatan, which closed October 29, 2019.

The decrease was due primarily to the recognition of a discrete tax benefit of $41.0 in connection with a foreign restructuring plan allowing the future realization of net operating losses and the reversal of the deferred tax liability of $10.0 originally recorded in the second quarter of 2018 associated with the excess of Gatan's book basis over our tax basis in the shares during the third quarter of 2019, partially offset by the higher income tax rate incurred on the Imaging and Gatan gains.

| | 2019 | | | | 2018 | | | | change | |

| Application Software | $ | 834.6 | | | $ | 756.4 | | | 10.3 | % |

| Network Software & Systems | 848.5 | | | | 501.0 | | | | 69.4 | |

| Measurement & Analytical Solutions | 188.5 | | | | 305.6 | | | | (38.3 | ) |

| Process Technologies | 113.8 | | | | 129.8 | | | | (12.3 | ) |

| Total | $ | 1,985.4 | | | $ | 1,692.8 | | | 17.3 | % |

$30.3, or 13.7% of gross inventory cost, as compared to $38.1, or 15.7% of gross inventory cost, at December 31, 2017.

The increase was due primarily to the recognition of a $215.4 net income tax benefit related to the Tax Act in 2017, partially offset by the reduction in the U.S. federal corporate income tax rate from 35% to 21%.

The Company conducted its analysis qualitatively and

| RF Technology (1) | $ | 2,168.4 | | | $ | 1,862.1 | | | $ | 1,210.3 | |

| Medical & Scientific Imaging (2) | 1,522.4 | | | | 1,410.4 | | | | 1,362.8 | | |

| Industrial Technology | 900.0 | | | | 783.7 | | | | 706.6 | | |

| Energy Systems & Controls (3) | 600.4 | | | | 551.3 | | | | 510.2 | | |

| RF Technology | 63.9 | | % | | 61.1 | | % | | 56.7 | | % |

| Medical & Scientific Imaging | 71.4 | | | | 72.0 | | | | 73.2 | | |

| Industrial Technology | 50.9 | | | | 50.6 | | | | 50.6 | | |

| Energy Systems & Controls | 58.2 | | | | 57.4 | | | | 57.1 | | |

| RF Technology | 28.3 | | % | | 25.7 | | % | | 30.8 | | % |

| Medical & Scientific Imaging | 34.2 | | | | 34.5 | | | | 35.0 | | |

| Industrial Technology | 31.6 | | | | 30.0 | | | | 28.7 | | |

| Energy Systems & Controls | 30.1 | | | | 27.4 | | | | 25.4 | | |

| (2) | Includes results from the acquisitions of CliniSys from January 7, 2016, PCI Medical from March 17, 2016, GeneInsight from April 1, 2016 and UNIConnect from November 10, 2016. |

Our Medical & Scientific Imaging segment reported a $112.0 or 8% increase in net revenues for the year ended December 31, 2018 over the year ended December 31, 2017, all of which was attributable to organic growth.

Gross margin increased to 58.2% in the year ended December 31, 2018 as compared to 57.4% in the year ended December 31, 2017 and SG&A expenses as a percentage of net revenues decreased to 28.0% in the year ended December 31, 2018, as compared to 30.0% in the year ended December 31, 2017, both of which were due to operating leverage on higher sales volume.

Corporate expenses increased by $61.7 to $203.5, or 3.9% of revenues, in 2018 as compared to $141.8, or 3.1% of revenues, in 2017.

The increase was due primarily to the recognition of a $215.4 net income tax benefit related to the Tax Act in 2017, partially offset by the reduction in the U.S. federal corporate income tax rate from 35% to 21%.

| RF Technology | $ | 1,005.9 | | | $ | 991.4 | | | 1.5 | % |

| Medical & Scientific Imaging | 468.0 | | | | 467.8 | | | | — | |

| Industrial Technology | 119.2 | | | | 110.9 | | | | 7.5 | |

| Energy Systems & Controls | 99.7 | | | | 102.3 | | | | (2.5 | ) |

The increase in organic revenues was due primarily to growth in our software businesses.

Selling, general and administrative expenses as a percentage of revenues in the year ended December 31, 2017 increased to 35.3%, as compared to 25.9% in the year ended December 31, 2016, due primarily to an increased percentage of revenues from our software businesses, which have a higher SG&A structure, including amortization of acquired intangibles.

Our Medical & Scientific Imaging segment reported a $47.5 or 3% increase in net revenues for the year ended December 31, 2017 over the year ended December 31, 2016, all of which was attributable to organic growth.

The growth in organic revenues was due primarily to increased sales in our medical products businesses, led by NDI, and our alternate site healthcare businesses.

Gross margin decreased to 72.0% for the year ended December 31, 2017 from 73.2% for the year ended December 31, 2016, due primarily to an unfavorable sales mix at both our software and medical products businesses.

Net revenues for our Industrial Technology segment increased by $77.1 or 11% for the year ended December 31, 2017 from the year ended December 31, 2016, all of which was attributable to organic growth.

The growth in organic revenues was broad-based, due primarily to our fluid handling, water meter technology and materials testing businesses.

Gross margin was consistent at 50.6% for the years ended December 31, 2017 and 2016.

SG&A expenses as a percentage of net revenues were 20.6% in the year ended December 31, 2017, as compared to 21.9% in the year ended December 31, 2016, due primarily to operating leverage on higher sales volume.

The growth in organic revenues was due primarily to increased sales in pressure sensors and valves businesses serving energy markets as well as businesses serving industrial end markets.

Gross margin increased to 57.4% in the year ended December 31, 2017 as compared to 57.1% in the year ended December 31, 2016 and SG&A expenses as a percentage of net revenues decreased to 30.0% in the year ended December 31, 2017, as compared to 31.7% in the year ended December 31, 2016, both of which were due to operating leverage on higher sales volume.

Corporate expenses increased by $14.3 to $141.8, or 3.1% of revenues, in 2017 as compared to $127.5, or 3.4% of revenues, in 2016.

The dollar increase was due primarily to increased incentive compensation and professional services.

Interest expense increased $69.0, or 61.9%, for the year ended December 31, 2017 as compared to the year ended December 31, 2016.

The increase was due primarily to higher average debt balances to fund acquisitions at the end of 2016.

Other income, net, of $5.1 for the year ended December 31, 2017 was composed primarily of a $9.4 gain on sale of a product line in our Energy Systems & Controls segment, offset in part by a $1.8 charge on a minority investment and foreign exchange losses at our non-U.S. based companies.

At December 31, [removed: 2018,] [added: 2019,] we had [removed: $4.1] [added: $5.3] billion of fixed rate borrowings with interest rates ranging from [removed: 2.8%] [added: 2.35%] to [removed: 4.2%.][added: 4.20%.]

At December 31, [removed: 2018,] [added: 2019,] the prevailing market rates for our long-term notes were between 0.1% and [removed: 0.7% higher] [added: 1.5% lower] than the fixed rates on our debt instruments.

Our credit facility contains a $2.5 billion variable-rate revolver with [removed: $865] [added: $0] of outstanding borrowings at December 31, [removed: 2018.][added: 2019.]

Net revenues recognized by companies whose functional currency was not the U.S. dollar were [removed: 17%] [added: 16%] of our total revenues in [removed: 2018] [added: 2019] and [removed: 68%] [added: 70%] of these revenues were recognized by companies with a European functional currency.

If these currency exchange rates had been 10% different throughout [removed: 2018] [added: 2019] compared to currency exchange rates actually experienced, the impact on our net earnings would have been approximately 1%.

[removed: All] [added: All] currency amounts are in millions unless [removed: specified][added: specified]

[removed: Our Business][added: Our Business]

We operate businesses that design and develop software (both license and [removed: software-as-a-service)] [added: Software-as-a-Service (“SaaS”))] and engineered products and solutions for a variety of niche end markets.

[removed: Market] [added: Market] Share, Market Expansion, and Product [removed: Development][added: Development]

[removed: Leadership] [added: *Leadership] with Engineered Content for Niche [removed: Markets] [added: Markets*] - We maintain a leading position in many of our markets.

[removed: Diversified] [added: *Diversified] End Markets and Geographic [removed: Reach] [added: Reach*] - We have a global presence, with sales to customers outside the U.S. totaling [removed: $1.5] [added: $1.4] billion in [removed: 2018.][added: 2019.]

[removed: Our] [added: Our] Business [removed: Segments][added: Segments]

[removed: Financial information about] [added: Information regarding] our business segments is [removed: presented] [added: set forth] in Note 13 of the Notes to Consolidated Financial Statements included in this Annual Report.

[removed: This] [added: Our Application Software] segment had net revenues of [removed: $2.17] [added: $1.59] billion for the year ended December 31, [removed: 2018,] [added: 2019,] representing [removed: 41.8%] [added: 29.6%] of our total net revenues.

[removed: Comprehensive Application Management Software - We provide 1) enterprise software and information solutions for government contractors, professional services firms and other project-based businesses, 2)] [added: *Aderant -* provides] comprehensive management software solutions for law and other professional services firms, including business development, calendar/docket matter management, time and billing and case [removed: management, and 3) financial and compliance management software and solutions to large complex companies in asset-intensive industries.][added: management.]

[removed: Software-as-a-Service] [added: *DAT*] - [removed: We maintain] [added: provides] electronic marketplaces that connect [removed: 1)] available capacity of trucking units with the available loads of freight [removed: to be moved from location to location] throughout North [removed: America, 2) food suppliers, distributors and vendors, primarily in the perishable food sector and 3) construction industry professionals.][added: America.]

[removed: Toll and Traffic Systems] [added: *TransCore*] - [removed: We manufacture and sell] [added: provides] toll [removed: tags and monitoring] systems [removed: as well as provide] [added: and toll products,] transaction and violation processing [removed: services for toll] [added: services,] and [added: intelligent] traffic systems to [removed: both] governmental and private sector entities.

[removed: For 2018, this] [added: Our Process Technologies] segment had net revenues of [removed: $1.52 billion,] [added: $0.65 billion for the year ended December 31, 2019,] representing [removed: 29.3%] [added: 12.2%] of our total net revenues.

[removed: Materials] [added: Materials] and [removed: Suppliers][added: Suppliers]

However, some components and sub-assemblies are currently available from [added: only] a limited number of suppliers.

[removed: Backlog][added: Backlog]

Backlog was [removed: $1.69] [added: $1.99] billion at December 31, [removed: 2018,] [added: 2019,] and [removed: $1.67] [added: $1.69] billion at December 31, [removed: 2017.][added: 2018.]

[removed: Distribution] [added: Distribution] and [removed: Sales][added: Sales]

Distribution and sales occur [added: primarily] through direct sales offices, manufacturers’ [removed: representatives] [added: representatives, resellers] and distributors.

[removed: Environmental] [added: Environmental] Matters and Other Governmental [removed: Regulation][added: Regulation]

[removed: Customers][added: Customers]

No customer accounted for 10% or more of net revenues for [removed: 2018] [added: 2019] for any of our segments or for our [removed: company] [added: Company] as a whole.

[removed: Competition][added: Competition]

[removed: Patents] [added: Patents] and [removed: Trademarks][added: Trademarks]

[removed: Employees][added: Employees]

As of December 31, [removed: 2018,] [added: 2019,] we had [removed: 15,611] [added: 16,460] employees, with [removed: 10,294] [added: 10,621] located in the United States.

We have [removed: 195] [added: 167] employees who are subject to collective bargaining agreements.

[removed: Available Information][added: Available Information]

During the first quarter of 2019, we implemented a realignment of our reportable segment structure.

The new reportable segments continue to provide a transparent view into Roper’s operations and capital deployment strategy and objectives.

The Company’s new reporting segment structure reinforces Roper’s diversified, niche market strategy by reporting based upon business models instead of end markets.

The four new reportable segments (and businesses within each; including changes due to acquisitions and divestitures since the realignment) are as follows:

| – | Application Software \- Aderant, CBORD, CliniSys, Data Innovations, Deltek, Horizon, IntelliTrans, PowerPlan, Strata, Sunquest |

| | |

| --- | --- |

| – | Network Software & Systems \- ConstructConnect, DAT, Foundry, Inovonics, iPipeline, iTradeNetwork, Link Logistics, MHA, RF IDeas, SHP, SoftWriters, TransCore |

| | |

| --- | --- |

| – | Measurement & Analytical Solutions (1) \- Alpha, CIVCO Medical Solutions, CIVCO Radiotherapy, Dynisco, FMI, Hansen, Hardy, IPA, Logitech, Neptune, Northern Digital, Struers, Technolog, Uson, Verathon |

| | |

| --- | --- |

| – | Process Technologies \- AMOT, CCC, Cornell, FTI, Metrix, PAC, Roper Pump, Viatran, Zetec |

(1) The Measurement & Analytical Solutions segment includes the results of the divestitures completed in 2019 through the transaction date for (i) Princeton Instruments, Photometrics, Lumenera, and other brands (collectively, the “Imaging” businesses), sold to Teledyne Technologies Inc. (“Teledyne”) on February 5, 2019 and (ii) Gatan, Inc. (“Gatan”) sold to AMETEK, Inc. (“AMETEK”) on October 29, 2019.

The Company’s strategy, organizational structure, and day-to-day operations of our businesses remain unchanged.

All prior periods have been recast to reflect the changes noted above.

Application Software

Below is a description of the products offered by business that comprise the Application Software segment.

*CBORD* - provides campus solutions software including access and cashless systems and food and nutrition service management serving primarily higher education and healthcare markets.

*CliniSys* - provides laboratory information management software solutions.

*Data Innovations* - provides software solutions that enable enterprise management of hospitals and independent laboratories.

*Deltek* - provides enterprise software and information solutions for government contractors, professional services firms and other project-based businesses.

*Horizon* - provides software, services, and technologies for foodservice operations–specializing in K-12.

*IntelliTrans* - provides transportation management software and services to bulk and break-bulk commodity producers.

*PowerPlan* - provides financial and compliance management software and solutions to large complex companies in asset-intensive industries.

*Strata* - provides cloud-based financial analytics and performance management software that is used by healthcare providers for financial planning, decision support and continuous cost improvement.

*Sunquest* - provides diagnostic and laboratory information systems to health care providers worldwide.

Network Software & Systems

Our Network Software & Systems segment had net revenues of $1.53 billion for the year ended December 31, 2019, representing 28.5% of our total net revenues.

Below is a description of the products offered by business that comprise the Network Software & Systems segment.

*ConstructConnect* - provides cloud-based data, collaboration and estimating automation software solutions to a network of pre-construction contractors.

*Foundry* - provides software technologies used to deliver visual effects and 3D content for the entertainment and digital design industries.

*Inovonics* - provides high performance wireless sensor network and solutions for a variety of applications.

*iPipeline* - provides cloud-based software solutions for the life insurance and financial services industries.

*iTradeNetwork* - provides electronic marketplaces and supply chain software that connect food suppliers, distributors and vendors, primarily in the perishable food sector.

*Link Logistics* - provides electronic marketplaces that connect available capacity of trucking units with the available loads of freight throughout Canada.

*MHA* - provides health care service and software solutions to alternate site health care markets.

*RF IDeas* - provides RFID card readers used in numerous identity access management applications across a variety of vertical markets.

*SHP* - provides data analytics and benchmarking information for the post-acute healthcare provider marketplace.

Research and Development - We conduct applied research and development to improve the quality and performance of our products and to develop new technologies and products.

Our research and development spending was $317 in 2018 as compared to $281 and $195 in 2017 and 2016, respectively.

Our operations are reported in four segments based upon common customers, markets, sales channels, technologies and common cost opportunities.

The segments are: RF Technology, Medical & Scientific Imaging, Industrial Technology and Energy Systems & Controls.

RF Technology

Our RF Technology segment provides radio frequency identification (“RFID”) communication technology and software solutions.

Card Systems/Integrated Security Solutions - We provide software, card systems and integrated security solutions primarily to education and health care markets.

We also provide an integrated nutrition management solution used by food service customers.

In addition, we provide intelligent traffic systems that assist customers in improving traffic flow and infrastructure utilization.

RFID Card Readers - We design, develop and manufacture RFID card readers that support most smart cards worldwide.

The readers are used in numerous applications and OEM solutions including secure printing and single sign-on across several vertical markets including healthcare, manufacturing and government.

Metering and Remote Monitoring - We manufacture and sell meter reading, data logging and pressure control products for use primarily in water and gas applications.

We also provide network monitoring, leakage reduction and pressure control services in water and gas distribution networks.

Medical and Scientific Imaging

Our Medical & Scientific Imaging segment offers products and software in medical applications, and high performance digital imaging products.

Medical Products and Software - We provide diagnostic and laboratory software solutions to healthcare providers and services and technologies to support the diverse and complex needs of alternate site health care providers who deliver services outside of an acute care hospital setting.

We provide a cloud-based financial analytics and performance software platform to healthcare providers.

We also manufacture and sell patient positioning devices and related software for use in radiation oncology and 3-D measurement technology in computer-assisted surgery, and we supply diagnostic and therapeutic disposable products used in ultrasound imaging for minimally invasive medical procedures.

We design and manufacture a non-invasive instrument for portable ultrasound bladder volume measurement and a video laryngoscope designed to enable rapid intubation in difficult situations.

Digital Imaging Products and Software - We manufacture and sell extremely sensitive, high-performance electron filters, charged couple device (“CCD”) and complementary metal oxide semiconductor (“CMOS”) cameras, detectors and related software for a variety of scientific and industrial uses, which require high resolution and/or high speed digital video, including electron microscopy and spectroscopy applications.

We sell these products for use within academic, government research, semiconductor, security and other end-user markets such as biological and material science.

They are frequently incorporated into products by original equipment manufacturers (“OEMs”).

Industrial Technology

Our Industrial Technology segment produces primarily water meter and meter reading technology, fluid handling pumps, and materials analysis solutions.

For 2018, this segment had net revenues of $900, representing 17.3% of our total net revenues.

Water Meter and Automatic Meter Reading Products and Systems - We manufacture and distribute water meter products serving the residential, commercial and industrial water management markets, and several lines of automatic meter reading products and systems serving these markets.

Fluid Handling Pumps - We manufacture and sell a wide variety of pumps.

These pumps vary significantly in complexity and in pumping method employed, which allows for the movement and application of a diverse range of low and high viscosity liquids, high solids content slurries and chemicals.

Our pumps are used in end markets such as oil and gas, agricultural, water and wastewater, chemical and general industrial.

Materials Analysis Equipment and Consumables - We manufacture and sell equipment and supply consumables necessary to prepare material samples for testing and analysis.

These products are used mostly within the material science, steel, automotive, electronics, mining and research end-user markets.

The Industrial Technology segment companies’ revenues reflect a combination of standard products and specially engineered, application-specific products.

Standard products are typically shipped within two weeks of receipt of order.

Application-specific products typically ship within 6 to 12 weeks following receipt of order.

However, larger project orders and blanket purchase orders for certain OEMs may extend shipment for longer periods.

Energy Systems & Controls

Our Energy Systems & Controls segment principally produces control systems, testing equipment, valves and sensors.

For 2018, this segment had net revenues of $600, representing 11.6% of our total net revenues.

Control Systems - We manufacture control systems and provide related engineering and commissioning services for turbomachinery applications, primarily in energy markets.

Fluid Properties Testing Equipment - We manufacture and sell test equipment to determine physical and elemental properties, such as sulfur and nitrogen content, flash point, viscosity, freeze point and distillation range of liquids and gases primarily for the petroleum industry.

[removed: UNITED STATES][added: UNITED STATES]

[removed: SECURITIES] [added: SECURITIES] AND EXCHANGE [removed: COMMISSION][added: COMMISSION]

[removed: Washington,] [added: Washington,] D.C. [removed: 20549][added: 20549]

[removed: FORM 10-K][added: FORM 10-K]

[removed: þ ANNUAL] [added: ☑ ANNUAL] REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF [removed: 1934][added: 1934]

[removed: For] [added: For] the fiscal year [removed: ended December] [added: ended December] 31, [removed: 2018][added: 2019]

☐ [removed: TRANSITION] [added: TRANSITION] REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF [removed: 1934][added: 1934]

[removed: For] [added: For] the transition period from ___ to [removed: ___][added: ___]

[removed: Commission] [added: Commission] File [removed: Number 1-12273][added: Number 1-12273]

[removed: ROPER] [added: ROPER] TECHNOLOGIES, [removed: INC.][added: INC.]

| [removed: Delaware] [added: Delaware] | [removed: 51-0263969] [added: 51-0263969] |

[removed: 6901] [added: 6901] Professional Parkway East, Suite [removed: 200][added: 200]

[removed: Sarasota, Florida 34240][added: Sarasota, Florida 34240]

Registrant’s telephone number, including area code: [removed: (941) 556-2601][added: (941) 556-2601]

[removed: SECURITIES] [added: SECURITIES] REGISTERED PURSUANT TO SECTION 12(b) OF THE [removed: ACT:][added: ACT:]

| [removed: Title] [added: Title] of Each [removed: Class] [added: Class] | | [removed: Name] [added: Trading Symbol | | Name] of Each Exchange On Which [removed: Registered] [added: Registered] |

| Common Stock, $0.01 Par Value | | [added: ROP | |] New York Stock Exchange |

[removed: SECURITIES] [added: SECURITIES] REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: [removed: None][added: None]

Indicate by check mark whether the registrant has submitted electronically [removed: and posted on its corporate Web site, if any,] every Interactive Data File required to be submitted [removed: and posted] pursuant to Rule 405 of Regulation S-T (§223.405) during the preceding 12 months (or for such shorter period that the registrant was required to submit [removed: and post] such files).

Based on the closing sale price on the New York Stock Exchange on June [removed: 29, 2018,] [added: 28, 2019,] the aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant was: [removed: $27,931,518,465.][added: $37,906,002,884.]

Number of shares of registrant’s Common Stock outstanding as of February [removed: 15, 2019: 103,607,782.][added: 21, 2020: 106,109,664.]

[removed: DOCUMENTS] [added: DOCUMENTS] INCORPORATED BY [removed: REFERENCE][added: REFERENCE]

Portions of the registrant’s Proxy Statement to be furnished to Stockholders in connection with its [added: 2020] Annual Meeting of Stockholders are incorporated by reference into Part [removed: III] [added: III, Items 10, 11, 12, 13 and 14] of this Annual Report on Form 10-K.

[removed: ROPER] [added: ROPER] TECHNOLOGIES, [removed: INC.][added: INC.]

[removed: FORM] [added: FORM] 10-K FOR THE FISCAL YEAR ENDED DECEMBER [removed: 31, 2018][added: 31, 2019]

[removed: Table] [added: Table] of [removed: Contents][added: Contents]

| [PART [removed: I](#s33180946D53C5292ACD72C48704DC8E1)] [added: I](#s6E5772AB1AE955FD96E04F719F34FB71)] | | Page |

| [Item [removed: 1.](#s72C2AFEAE32458B09702AEAD57B36962)] [added: 1.](#s6FD95EE7A087527ABD0FC46659D439C3)] | [removed: [Business](#s72C2AFEAE32458B09702AEAD57B36962)] [added: [Business](#s6FD95EE7A087527ABD0FC46659D439C3)] | [removed: [4](#s72C2AFEAE32458B09702AEAD57B36962)] [added: [4](#s6FD95EE7A087527ABD0FC46659D439C3)] |

| [Item [removed: 1A.](#s1528B7BE99F85D7A9C4A819370081377)] [added: 1A.](#s4D4E8E37BC765E42B89457871EF0FA9E)] | [Risk [removed: Factors](#s1528B7BE99F85D7A9C4A819370081377)] [added: Factors](#s4D4E8E37BC765E42B89457871EF0FA9E)] | [removed: [8](#s1528B7BE99F85D7A9C4A819370081377)] [added: [8](#s4D4E8E37BC765E42B89457871EF0FA9E)] |

| [Item [removed: 1B.](#sCA0C592F44565FB89CEBBE1A06AD83AD)] [added: 1B.](#sAF774FA64838599C896F98378D5122A3)] | [Unresolved Staff [removed: Comments](#sCA0C592F44565FB89CEBBE1A06AD83AD)] [added: Comments](#sAF774FA64838599C896F98378D5122A3)] | [removed: [12](#sCA0C592F44565FB89CEBBE1A06AD83AD)] [added: [13](#sAF774FA64838599C896F98378D5122A3)] |

| [Item [removed: 2.](#s69AA3BFB03B4510EA1EE0EEAFCAE4B3B)] [added: 2.](#sD54DAA43E2DF5169A304E7B3C2BA8CA5)] | [removed: [Properties](#s69AA3BFB03B4510EA1EE0EEAFCAE4B3B)] [added: [Properties](#sD54DAA43E2DF5169A304E7B3C2BA8CA5)] | [removed: [13](#s69AA3BFB03B4510EA1EE0EEAFCAE4B3B)] [added: [13](#sD54DAA43E2DF5169A304E7B3C2BA8CA5)] |

| [Item [removed: 3.](#s158DF29D207E5611BF7BA328A65556B9)] [added: 3.](#sC39AEFFBE2265B99B8DF5632CEE1C101)] | [Legal [removed: Proceedings](#s158DF29D207E5611BF7BA328A65556B9)] [added: Proceedings](#sC39AEFFBE2265B99B8DF5632CEE1C101)] | [removed: [14](#s158DF29D207E5611BF7BA328A65556B9)] [added: [13](#sC39AEFFBE2265B99B8DF5632CEE1C101)] |

| [Item [removed: 4.](#sE40B436ED77E5FCDBE4291B2983097F8)] [added: 4.](#s8C271FC3EDB452A6B4767451EF0241E7)] | [Mine Safety [removed: Disclosures](#sE40B436ED77E5FCDBE4291B2983097F8)] [added: Disclosures](#s8C271FC3EDB452A6B4767451EF0241E7)] | [removed: [14](#sE40B436ED77E5FCDBE4291B2983097F8)] [added: [13](#s8C271FC3EDB452A6B4767451EF0241E7)] |

[removed: | [PART II](#sF8AF803BA38556E988BEA0E8E5F49896) | | |][added: PART I]

| [Item [removed: 5.](#sCD821961E51856A89AEBD06A780143DD)] [added: 5.](#s3333E1C5B79558B184F6AC9F85161EE1)] | [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#sCD821961E51856A89AEBD06A780143DD)] [added: Securities](#s3333E1C5B79558B184F6AC9F85161EE1)] | [removed: [15](#sCD821961E51856A89AEBD06A780143DD)] [added: [14](#s3333E1C5B79558B184F6AC9F85161EE1)] |

| [Item [removed: 6.](#s89E96745D76950A2911D4725441A12CD)] [added: 6.](#s1C4A86AE5CC151ACB55F5C2921702B6D)] | [Selected Financial [removed: Data](#s89E96745D76950A2911D4725441A12CD)] [added: Data](#s1C4A86AE5CC151ACB55F5C2921702B6D)] | [removed: [17](#s89E96745D76950A2911D4725441A12CD)] [added: [16](#s1C4A86AE5CC151ACB55F5C2921702B6D)] |

| [Item [removed: 7.](#s4E3D27083DAB50B09013225EC647CFF8)] [added: 7.](#sB00CE64A02F35FF9AB84FC0311225F03)] | [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#s4E3D27083DAB50B09013225EC647CFF8)] [added: Operations](#sB00CE64A02F35FF9AB84FC0311225F03)] | [removed: [18](#s4E3D27083DAB50B09013225EC647CFF8)] [added: [17](#sB00CE64A02F35FF9AB84FC0311225F03)] |

| [Item [removed: 7A.](#sC5DE7024C2B052F9A2D1458CED26AA93)] [added: 7A.](#sD336AD572ED15CD1AE9CF85DE283EB08)] | [Quantitative and Qualitative Disclosures about Market [removed: Risk](#sC5DE7024C2B052F9A2D1458CED26AA93)] [added: Risk](#sD336AD572ED15CD1AE9CF85DE283EB08)] | [removed: [27](#sC5DE7024C2B052F9A2D1458CED26AA93)] [added: [26](#sD336AD572ED15CD1AE9CF85DE283EB08)] |

| [Item [removed: 8.](#sD561F5D642C654BCA2394EF625A53FED)] [added: 8.](#sD8ADB7F09F2D58C0A8D19BDDC84EE761)] | [Financial Statements and Supplementary [removed: Data](#sD561F5D642C654BCA2394EF625A53FED)] [added: Data](#sD8ADB7F09F2D58C0A8D19BDDC84EE761)] | [removed: [29](#sD561F5D642C654BCA2394EF625A53FED)] [added: [28](#sD8ADB7F09F2D58C0A8D19BDDC84EE761)] |

| [Item [removed: 9.](#sE8D38EAA43265FDE914D144E8F19F63C)] [added: 9.](#s4385CDCC85AE5344A3FE5865202617C9)] | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#sE8D38EAA43265FDE914D144E8F19F63C)] [added: Disclosure](#s4385CDCC85AE5344A3FE5865202617C9)] | [removed: [62](#sE8D38EAA43265FDE914D144E8F19F63C)] [added: [62](#s4385CDCC85AE5344A3FE5865202617C9)] |

\----------------

\----------------

\----------------

| | | | | |

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

| | | | | |

\----------------

| [PART IV](#s80C660E6DCC0544E9F49B1F6D73EF165) | | |

| | [Signatures](#s272DD9189BA55B538F0BF7B2CC7A9785) | [66](#s272DD9189BA55B538F0BF7B2CC7A9785) |

| • | failure to comply with new data privacy laws and regulations; |

| | |

| --- | --- |

10-K 1 a201810-kdoc.htm 10-K

\----------------

\----------------

\----------------

| | | |

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

| | | |

\----------------

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

| [PART IV](#s8DA205091007517DA0DCA0773AA8D169) | | |

| | [Signatures](#sFCCBA7A60C1D5A9986164B341EF4992A) | [65](#sFCCBA7A60C1D5A9986164B341EF4992A) |

As of December 31, 2019, we owned approximately 0.8 million square feet, and leased approximately 4.3 million square feet.

Of the total 5.1 million square feet, 72% is concentrated in the United States.

We have 154 principal locations around the world to support our operations, of which 46 are manufacturing, assembly and testing facilities, and the remaining 108 locations provide sales, programming, service and administrative support functions.

The following table summarizes the size, location and usage of our principal properties as of December 31, 2018 (amounts in thousands of square feet).

| | | | | |

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

| | | | | |

| | | Office | Office & Manufacturing | |

| Segment | Region | Leased | Leased | Owned |

| | | | | |

| RF Technology | | | | |

| | U.S. | 1,611 | 121 | — |

| | Canada | 51 | — | — |

| | Europe | 87 | 3 | 16 |

| | Asia-Pacific | 129 | 13 | — |

| Medical & Scientific Imaging | | | | |

| | U.S. | 359 | 268 | 120 |

| | Canada | — | 116 | — |

| | Europe | 79 | 16 | — |

| | Asia-Pacific | 34 | 8 | — |

| | Mexico | — | — | — |

| Industrial Technology | | | | |

| | U.S. | 103 | 260 | 478 |

| | Canada | 50 | — | — |

| | Europe | 34 | 144 | 43 |

| | Asia-Pacific | 30 | — | — |

| | Mexico | 2 | 60 | — |

| Energy Systems & Controls | | | | |

| | U.S. | — | 286 | — |

| | Canada | — | 79 | — |

| | Europe | 40 | 21 | 128 |

| | Asia-Pacific | 25 | 4 | 33 |

[removed: PART II][added: PART II]

Not Applicable

None

Based on information available to us and our transfer agent, we believe that as of February [removed: 15, 2019] [added: 21, 2020] there were [removed: 145] [added: 186] record holders of our common stock.

[removed: Dividends –] [added: Dividends –] We have declared a cash dividend in each quarter since our February 1992 initial public offering and we have annually increased our dividend rate since our initial public offering.

In November [removed: 2018,] [added: 2019,] our Board of Directors increased the quarterly dividend paid January 23, [removed: 2019] [added: 2020] to [removed: $0.4625] [added: $0.5125] per share from [removed: $0.4125] [added: $0.4625] per share, an increase of [removed: 12%.][added: 11%.]

This is the [removed: twenty-sixth] [added: twenty-seventh] consecutive year in which [removed: Roper] [added: the Company] has increased its dividend.

[removed: Recent] [added: Recent] Sales of Unregistered Securities [removed: -] [added: -] In [removed: 2018,] [added: 2019,] there were no sales of unregistered securities.

[removed: Performance] [added: Performance] Graph [removed: -] [added: -] This performance graph shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any of our filings under the Securities Act of 1933, as amended, or under the Exchange Act.

The following graph compares, for the five year period ended December 31, [removed: 2018,] [added: 2019,] the cumulative total stockholder return for our common stock, the Standard and Poor’s 500 Stock Index (the “S&P 500”) and the Standard and Poor’s 500 Industrials Index (the “S&P 500 Industrials”).

Measurement points are the last trading day of each of our fiscal years ended December 31, [removed: 2013,] 2014, 2015, 2016, [removed: 2017] [added: 2017, 2018] and [removed: 2018.][added: 2019.]

The graph assumes that $100 was invested on December 31, [removed: 2013] [added: 2014] in our common stock, the S&P 500 and the S&P 500 Industrials and assumes reinvestment of any dividends.

| | [removed: 12/31/2013] [added: 12/31/2014] | | | | [removed: 12/31/2014] [added: 12/31/2015] | | | | [removed: 12/31/2015] [added: 12/31/2016] | | | | [removed: 12/31/2016] [added: 12/31/2017] | | | | [removed: 12/31/2017] [added: 12/31/2018] | | | | [removed: 12/31/2018] [added: 12/31/2019] | | |

[removed: ][added: ]

| Roper Technologies, Inc. | $ | 100.00 | | | $ | 122.13 | | | $ | 118.61 | | | $ | 168.88 | | | $ | 174.82 | | | $ | 233.67 | |

| S&P 500 | 100.00 | | | | 101.38 | | | | 113.51 | | | | 138.29 | | | | 132.23 | | | | 173.86 | | |

| S&P 500 Industrials | 100.00 | | | | 97.47 | | | | 115.85 | | | | 140.22 | | | | 121.58 | | | | 157.29 | | |

| Roper Technologies, Inc. | $ | 100.00 | | | $ | 113.39 | | | $ | 138.48 | | | $ | 134.49 | | | $ | 191.49 | | | $ | 198.22 | |

| S&P 500 | 100.00 | | | | 113.69 | | | | 115.26 | | | | 129.05 | | | | 157.22 | | | | 150.33 | | |

| S&P 500 Industrials | 100.00 | | | | 109.83 | | | | 107.04 | | | | 127.23 | | | | 153.99 | | | | 133.53 | | |

| | [removed: As] [added: As] of and for the Years ended December [removed: 31,] [added: 31,] | | | | | | | | | | | | | | | | | | |

| | [removed: 2018 (1)] [added: 2019 (1) (8)] | | | | [removed: 2017 (2)] [added: 2018 (2)] | | | | [removed: 2016 (3)] [added: 2017 (3)] | | | | [removed: 2015 (4)] [added: 2016 (4)] | | | | [removed: 2014 (5)] [added: 2015 (5)] | | |

| [removed: Operations data:] [added: Operations data:] | | | | | | | | | | | | | | | | | | | |

| Net revenues | $ | [removed: 5,191.2] [added: 5,366.8] | | | $ | [removed: 4,607.5] [added: 5,191.2] | | | $ | [removed: 3,789.9] [added: 4,607.5] | | | $ | [removed: 3,582.4] [added: 3,789.9] | | | $ | [removed: 3,549.5] [added: 3,582.4] | |

| Gross profit | [removed: 3,279.5] [added: 3,427.1] | | | | [removed: 2,864.8] [added: 3,279.5] | | | | [removed: 2,332.4] [added: 2,864.8] | | | | [removed: 2,164.6] [added: 2,332.4] | | | | [removed: 2,101.9] [added: 2,164.6] | | |

| Income from operations | [removed: 1,396.4] [added: 1,498.4] | | | | [removed: 1,210.2] [added: 1,396.4] | | | | [removed: 1,054.6] [added: 1,210.2] | | | | [removed: 1,027.9] [added: 1,054.6] | | | | [removed: 999.5] [added: 1,027.9] | | |

| Net earnings (6) | [removed: 944.4] [added: 1,767.9] | | | | [removed: 971.8] [added: 944.4] | | | | [removed: 658.6] [added: 971.8] | | | | [removed: 696.1] [added: 658.6] | | | | [removed: 646.0] [added: 696.1] | | |

| [removed: Per] [added: Per] share [removed: data:] [added: data:] | | | | | | | | | | | | | | | | | | | |

| Basic earnings per share | $ | [removed: 9.15] [added: 17.02] | | | $ | [removed: 9.51] [added: 9.15] | | | $ | [removed: 6.50] [added: 9.51] | | | $ | [removed: 6.92] [added: 6.50] | | | $ | [removed: 6.47] [added: 6.92] | |

| Diluted earnings per share | $ | [removed: 9.05] [added: 16.82] | | | $ | [removed: 9.39] [added: 9.05] | | | $ | [removed: 6.43] [added: 9.39] | | | $ | [removed: 6.85] [added: 6.43] | | | $ | [removed: 6.40] [added: 6.85] | |

| Dividends declared per share | $ | [removed: 1.7000] [added: 1.9000] | | | $ | [removed: 1.4625] [added: 1.7000] | | | $ | [removed: 1.2500] [added: 1.4625] | | | $ | [removed: 1.0500] [added: 1.2500] | | | $ | [removed: 0.8500] [added: 1.0500] | |

| [removed: Balance] [added: Balance] sheet [removed: data:] [added: data:] | | | | | | | | | | | | | | | | | | | |

| Cash and cash equivalents | $ | [removed: 364.4] [added: 709.7] | | | $ | [removed: 671.3] [added: 364.4] | | | $ | [removed: 757.2] [added: 671.3] | | | $ | [removed: 778.5] [added: 757.2] | | | $ | [removed: 610.4] [added: 778.5] | |

| Working capital (7) | [removed: (200.4] [added: (505.4] | | ) | | [removed: (140.4] [added: (200.4] | | ) | | [removed: (25.0] [added: (140.4] | | ) | | [removed: 126.2] [added: (25.0] | | [added: )] | | [removed: 284.9] [added: 126.2] | | |

| Total assets [removed: (9)] | [removed: 15,249.5] [added: 18,108.9] | | | | [removed: 14,316.4] [added: 15,249.5] | | | | [removed: 14,324.9] [added: 14,316.4] | | | | [removed: 10,168.4] [added: 14,324.9] | | | | [removed: 8,400.2] [added: 10,168.4] | | |

| Current portion of long-term debt [removed: (8)] | [removed: 1.5] [added: 602.2] | | | | [removed: 800.9] [added: 1.5] | | | | [removed: 401.0] [added: 800.9] | | | | [removed: 6.8] [added: 401.0] | | | | [removed: 11.1] [added: 6.8] | | |

| Long-term debt, net of current portion [removed: (9)] | [removed: 4,940.2] [added: 4,673.1] | | | | [removed: 4,354.6] [added: 4,940.2] | | | | [removed: 5,808.6] [added: 4,354.6] | | | | [removed: 3,264.4] [added: 5,808.6] | | | | [removed: 2,190.3] [added: 3,264.4] | | |

| Stockholders’ equity | [removed: 7,738.5] [added: 9,491.9] | | | | [removed: 6,863.6] [added: 7,738.5] | | | | [removed: 5,788.9] [added: 6,863.6] | | | | [removed: 5,298.9] [added: 5,788.9] | | | | [removed: 4,755.4] [added: 5,298.9] | | |

| [removed: (1)] [added: (2)] | Includes results from the acquisitions of Quote Software from January 2, 2018, PlanSwift Software from March 28, 2018, Smartbid from May 8, 2018, PowerPlan, Inc. from June 4, 2018, ConceptShare from June 7, 2018, BillBlast from July 10, 2018 and Avitru from December 31, 2018. |

| [removed: (2)] [added: (3)] | Includes results from the acquisitions of Phase Technology from June 21, 2017, Handshake Software, Inc. from August 4, 2017, Workbook Software A/S from September 15, 2017 and Onvia, Inc. from November 17, 2017. |

| [removed: (3)] [added: (4)] | Includes results from the acquisitions of CliniSys Group Ltd. from January 7, 2016, PCI Medical Inc. from March 17, 2016, GeneInsight Inc. from April 1, 2016, iSqFt Holdings Inc. (d/b/a ConstructConnect) from October 31, 2016, UNIConnect LC from November 10, 2016 and Deltek, Inc. from December 28, 2016. |

| [removed: (4)] [added: (5)] | Includes results from the acquisitions of Strata Decision Technologies LLC from January 21, 2015, SoftWriters Inc. from February 9, 2015, Data Innovations LLC from March 4, 2015, On Center Software LLC from July 20, 2015, RF IDeas Inc. from September 1, 2015, Atlantic Health Partners LLC from September 4, 2015, Aderant Holdings Inc. from October 21, 2015, Atlas Database Software Corp. from October 26, [removed: 2015,] [added: 2015; and the results from the] Black Diamond Advanced Technologies through [added: disposal on] March 20, 2015 and Abel Pumps through [added: disposal on] October 2, 2015. |

| (6) | The [added: Company recognized an after tax gain of $687.3 in connection with the dispositions of the Imaging businesses and Gatan during 2019. The] Tax Cuts and Jobs Act of 2017 (“the Tax Act”) was signed into U.S. law on December 22, 2017, which was prior to the end of the Company’s 2017 reporting period and resulted in a one-time net income tax benefit of $215.4. |

| (1) | Includes results from the acquisitions of Foundry from April 18, 2019, ComputerEase from August 19, 2019, iPipeline from August 22, 2019, and Bellefield from December 18, 2019; and the results from the Imaging businesses through disposal on February 5, 2019 and Gatan through disposal on October 29, 2019. |

| (8) | In 2019 working capital includes the impact of the increase in income taxes payable of approximately $200.0 due to the taxes incurred on the gain on sale of Gatan, and the adoption of Accounting Standards Codification ("ASC") Topic 842, Leases (“ASC 842”) which resulted in an increase to current liabilities of $56.8 as of December 31, 2019. The other balance sheet accounts impacted due to the adoption of ASC 842 are set forth in Note 16 of the Notes to Consolidated Financial Statements included in this Annual Report. |

| | |

| --- | --- |

| (5) | Includes results from the acquisitions of Foodlink Holdings Inc. from July 2, 2014, Innovative Product Achievements LLC from August 5, 2014, Strategic Healthcare Programs Holdings LLC from August 14, 2014. |

| (8) | At December 31, 2017, there were $799 of senior notes, net of debt issuance costs, due October 1, 2018, and at December 31, 2016, there were $399 of senior notes, net of debt issuance costs, due November 15, 2017, thus requiring classification as short-term debt, included in working capital. |

| (9) | Total assets and Long-term debt, net of current portion as of December 31, 2014 have been adjusted by $12.7 due to the retrospective adoption of an accounting standard update which requires that our senior notes be shown net of debt issuance costs. |

[removed: INDEX] [added: INDEX] TO CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY [removed: DATA][added: DATA]

| | [removed: Page] [added: Page] |

| [Report of Independent Registered Public Accounting Firm (PricewaterhouseCoopers [removed: LLP)](#sD561F5D642C654BCA2394EF625A53FED)] [added: LLP)](#sD8ADB7F09F2D58C0A8D19BDDC84EE761)] | [removed: [29](#sD561F5D642C654BCA2394EF625A53FED)] [added: [28](#sD8ADB7F09F2D58C0A8D19BDDC84EE761)] |

| [Consolidated Balance Sheets as of December 31, [removed: 2018] [added: 2019] and [removed: 2017](#sA776AC36AE7A54B086E21E40CE5825EE)] [added: 2018](#sEE68FE61FDDB5A5298943B416E98987C)] | [removed: [31](#sA776AC36AE7A54B086E21E40CE5825EE)] [added: [32](#sEE68FE61FDDB5A5298943B416E98987C)] |

| [Consolidated Statements of Earnings for the Years ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016](#sDDD984134D255447925F11CE41901CD0)] [added: 2017](#s342A1A2C82CF54EB9041911614531798)] | [removed: [32](#sDDD984134D255447925F11CE41901CD0)] [added: [33](#s342A1A2C82CF54EB9041911614531798)] |

| [Consolidated Statements of Comprehensive Income for the Years ended December 31, [removed: 2018] [added: 2019] , [removed: 2017] [added: 2018] and [removed: 2016](#s938205BE68C351E5ACB30DDC15CA983E)] [added: 2017](#s6BC1CD6F86CA51A5AAA7496D51C779BB)] | [removed: [33](#s938205BE68C351E5ACB30DDC15CA983E)] [added: [34](#s6BC1CD6F86CA51A5AAA7496D51C779BB)] |

| [Consolidated Statements of Stockholders’ Equity for the Years ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016](#s123F0D447F2F51DC8959804AE0AC64CE)] [added: 2017](#s53B1E88105A753C688798685C47305E9)] | [removed: [34](#s123F0D447F2F51DC8959804AE0AC64CE)] [added: [35](#s53B1E88105A753C688798685C47305E9)] |

| [Consolidated Statements of Cash Flows for the Years ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016](#sA1C4C67A36725BF785CBE1A2119EFF07)] [added: 2017](#sA7373AEFA3F757DDAAC5108CC7BD2B95)] | [removed: [35](#sA1C4C67A36725BF785CBE1A2119EFF07)] [added: [36](#sA7373AEFA3F757DDAAC5108CC7BD2B95)] |

| [Notes to Consolidated Financial [removed: Statements](#s6BB4ADEA5A645AC1BFD2928AEBA21A53)] [added: Statements](#sC0A5DD7A2B2956B19B799700E5F8DD46)] | [removed: [36](#s6BB4ADEA5A645AC1BFD2928AEBA21A53)] [added: [37](#sC0A5DD7A2B2956B19B799700E5F8DD46)] |

| [Schedule II - Consolidated Valuation and Qualifying Accounts for the Years ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016](#sFA2E4733671F56558C94DCD00FF4ED44)] [added: 2017](#s0365EBE765455DBEADAE65C47ED882C4)] | [removed: [61](#sFA2E4733671F56558C94DCD00FF4ED44)] [added: [61](#s0365EBE765455DBEADAE65C47ED882C4)] |

[removed: Report] [added: Report] of Independent Registered Public Accounting [removed: Firm][added: Firm]

To the Board of Directors and Stockholders of Roper Technologies, [removed: Inc.:][added: Inc.]

[removed: Opinions] [added: Opinions] on the Financial Statements and Internal Control over Financial [removed: Reporting][added: Reporting]

We have audited the accompanying consolidated balance sheets of Roper Technologies, Inc. and its subsidiaries (the “Company”) as of December 31, [removed: 2018] [added: 2019] and [removed: 2017,] [added: 2018,] and the related consolidated statements of earnings, of comprehensive income, of stockholders’ equity, and of cash flows for each of the three years in the period ended December 31, [removed: 2018,] [added: 2019,] including the related notes and financial statement schedule listed in the accompanying index (collectively referred to as the “consolidated financial statements”).

We also have audited the Company's internal control over financial reporting as of December 31, [removed: 2018,] [added: 2019,] based on criteria established in [removed: Internal] [added: *Internal] Control - Integrated [removed: Framework] [added: Framework*] (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2018] [added: 2019] and [removed: 2017,] [added: 2018,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2018] [added: 2019] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2018,] [added: 2019,] based on criteria established in [removed: Internal] [added: *Internal] Control - Integrated [removed: Framework] [added: Framework*] (2013) issued by the COSO.

[removed: Basis] [added: Basis] for [removed: Opinions][added: Opinions]

As described in Management’s Report on Internal Control over Financial Reporting, management has excluded [added: the four] acquisitions completed in [removed: 2018] [added: 2019] from its assessment of internal control over financial reporting as of December 31, [removed: 2018] [added: 2019] because they were acquired by the Company in [removed: a] purchase business [removed: combination] [added: combinations] during [removed: 2018.][added: 2019.]

We have also excluded [added: the four] acquisitions completed in [removed: 2018] [added: 2019] from our audit of internal control over financial reporting.

[removed: These acquisitions] [added: The acquired entities] are wholly-owned subsidiaries whose [removed: aggregate] [added: total] assets and [removed: aggregate] [added: total] revenues excluded from management’s assessment and our audit of internal control over financial reporting [added: collectively] represent less than 1% and [removed: less than] 2%, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, [removed: 2018.][added: 2019.]

[removed: Definition] [added: Definition] and Limitations of Internal Control over Financial [removed: Reporting][added: Reporting]

A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial [added: statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.]

[removed: /S/] [added: /S/] PricewaterhouseCoopers LLP

December 31, [removed: 2018] [added: 2019] and [removed: 2017][added: 2018]

| | [removed: 2018] [added: 2019] | | | | [removed: 2017] [added: 2018] | | | [added: | 2017 | | |]

| [removed: Assets] [added: Assets] | | | | | | | |

| Cash and cash equivalents | $ | [removed: 364.4] [added: 709.7] | | | $ | [removed: 671.3] [added: 364.4] | |

| Accounts receivable, net | [removed: 700.8] [added: 791.6] | | | | [removed: 641.7] [added: 700.8] | | |

| Inventories, net | [removed: 190.8] [added: 198.6] | | | | [removed: 204.9] [added: 190.8] | | |

| Income taxes receivable | [removed: 21.7] [added: 18.5] | | | | [removed: 24.4] [added: 21.7] | | |

| Unbilled receivables | [removed: 169.4] [added: 183.5] | | | | [removed: 143.6] [added: 169.4] | | |

| Other current assets | [removed: 80.0] [added: 97.6] | | | | [removed: 73.5] [added: 80.0] | | |

| Current assets held for sale | [removed: 83.6] [added: —] | | | | [removed: —] [added: 83.6] | | |

| Total current assets | [removed: 1,610.7] [added: 1,999.5] | | | | [removed: 1,759.4] [added: 1,610.7] | | |

| Property, plant and equipment, net | [removed: 128.7] [added: 139.9] | | | | [removed: 142.5] [added: 128.7] | | |

| Goodwill | [removed: 9,346.8] [added: 10,815.4] | | | | [removed: 8,820.3] [added: 9,346.8] | | |

| Other intangible assets, net | [removed: 3,842.1] [added: 4,667.7] | | | | [removed: 3,475.2] [added: 3,842.1] | | |

| Deferred taxes | [removed: 52.2] [added: 95.6] | | | | [removed: 30.7] [added: 52.2] | | |

| Other assets | [removed: 101.1] [added: 390.8] | | | | [removed: 88.3] [added: 101.1] | | |

*Change in Accounting Principle*

As discussed in Note 1 to the consolidated financial statements, the Company changed the manner in which it accounts for leases in 2019.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

*Quantitative Goodwill Impairment Assessment*

As described in Notes 1 and 5 to the consolidated financial statements, the Company’s consolidated goodwill balance was $10,815.4 million as of December 31, 2019.

The Company conducted its analysis qualitatively and assessed whether it was more likely than not that the respective fair value of the reporting units was less than the carrying amount.

For the remaining two reporting units, the Company performed its quantitative analysis.

Various assumptions are utilized, including forecasted operating results, strategic plans, economic projections, anticipated future cash flows, the weighted-average cost of capital, comparable transactions, market data and earnings multiples.

The principal considerations for our determination that performing procedures relating to the quantitative goodwill impairment assessment is a critical audit matter are there was significant judgment by management when developing the fair value measurement of the reporting units.

This in turn led to a high degree of auditor judgment, subjectivity and effort in performing procedures to evaluate management’s discounted cash flows and key assumptions, including anticipated future cash flows, discount rates and earnings multiples.

In addition, the audit effort involved the use of professionals with specialized skill and knowledge to assist in performing these procedures and evaluating the audit evidence obtained.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included testing the effectiveness of controls relating to management’s goodwill impairment assessment, including controls over the valuation of the Company’s reporting units.

These procedures also included, among others, testing management’s process for developing the fair value estimate, evaluating the appropriateness of the income and market based approaches, testing the completeness, accuracy and relevance of underlying data used in the approaches, and evaluating significant assumptions used by management, including anticipated future cash flows.

Evaluating management’s assumption related to anticipated future cash flows involved evaluating whether the assumption used by management was reasonable considering the past performance of the reporting unit and considered whether the assumption was consistent with evidence obtained in other areas of the audit.

Evaluating the market based approach involved evaluating the Company’s peer companies and the consistency of assumptions used as compared to the income approach.

Professionals with specialized skill and knowledge were used to assist in evaluating the Company’s income and market based approaches and reasonableness of certain assumptions, including the weighted-average cost of capital and earnings multiples.

*Quantitative Indefinite-Lived Trade Name Intangible Assets Impairment Assessment*

As described in Notes 1 and 5 to the consolidated financial statements, the Company’s consolidated indefinite-lived intangible assets balance was $659.8 million as of December 31, 2019, which was comprised entirely of trade names.

The Company first qualitatively assesses whether the existence of events or circumstances leads to a determination that it is more likely than not that the estimated fair value of the indefinite-lived trade name is less than its carrying amount.

If necessary, the Company conducts a quantitative assessment using the relief-from-royalty method.

The principal considerations for our determination that performing procedures relating to the quantitative indefinite-lived trade name intangible assets impairment assessment is a critical audit matter are there was significant judgment by management when developing the fair value measurement of the indefinite-lived trade name intangible assets.

This in turn led to a high degree of auditor judgment, subjectivity and effort in performing procedures to assess the significant assumptions relating to the quantitative indefinite-lived trade name impairment assessment, such as royalty rates, revenue growth rates, and risk-adjusted rate of capital.

In addition, the audit effort involved the use of professionals with specialized skill and knowledge to assist in performing these procedures and evaluating the audit evidence obtained.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included testing the effectiveness of controls relating to management’s indefinite-lived trade name intangible assets impairment test, including controls over the valuation of the Company’s indefinite-lived trade name intangible assets.

These procedures also included, among others, testing management’s process for developing the fair value estimate, testing the completeness, accuracy and relevance of underlying data used, and evaluating the significant assumptions and method used by management, including royalty rates, revenue growth rates, and risk-adjusted rate of capital.

Evaluating management’s assumptions related to revenue growth rates involved evaluating whether the assumptions used were reasonable considering the past performance of the asset group comprised of the indefinite-lived trade name and considering whether they were consistent with evidence obtained in other areas of the audit.

Professionals with specialized skill and knowledge were used to assist in evaluating the Company’s relief-from-royalty method and reasonableness of certain significant assumptions, including the royalty rates and risk-adjusted rate of capital.

*Valuation of Amortizable Customer Relationships Intangible Assets Acquired*

As described in Notes 1 and 2 to the consolidated financial statements, the Company completed four acquisitions in the year ended December 31, 2019, with an aggregate purchase price of $2,387.6 million, net of cash acquired.

The amortizable intangible assets include customer relationships of $1,020.0 million.

Under this methodology, the fair value is determined based on the estimated future after-tax cash flows arising from the acquired customer relationships over their estimated lives after considering customer attrition and contributory asset charges.

The principal considerations for our determination that performing procedures relating to valuation of amortizable customer relationships intangible assets acquired is a critical audit matter are there was significant judgment by management when developing the fair value measurement of the amortizable customer relationships intangible assets.

This in turn led to high degree of auditor judgment, subjectivity and effort in performing procedures to evaluate management’s significant assumptions relating to the amortizable customer relationships intangible assets, such as the estimated future after-tax cash flows, including the customer attrition rate.

In addition, the audit effort involved the use of professionals with specialized skill and knowledge to assist in performing these procedures and evaluating the audit evidence obtained.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included testing the effectiveness of controls relating to management’s valuation of amortizable customer relationships intangible assets acquired.

statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

February 25, 2019

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

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

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

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

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

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

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

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

| Balances at December 31, 2015 | 100.9 | | | $ | 1.0 | | | $ | 1,419.3 | | | $ | 4,110.5 | | | $ | (212.8 | ) | | $ | (19.1 | ) | | $ | 5,298.9 | |

| Currency translation adjustments, net of $2.6 tax | — | | | — | | | | — | | | | — | | | | (111.9 | | ) | | — | | | | (111.9 | | ) |

| Stock option tax benefit, net of shortfalls | — | | | — | | | | (8.1 | | ) | | — | | | | — | | | | — | | | | (8.1 | | ) |

| Conversion of senior subordinated convertible notes | — | | | — | | | | (13.1 | | ) | | — | | | | — | | | | — | | | | (13.1 | | ) |

| Principal payments on convertible notes | — | | | | — | | | | (4.3 | | ) |

| Redemption premium on convertible debt | — | | | | — | | | | (14.2 | | ) |

The Company adopted the FASB Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”), as of January 1, 2018 using the modified retrospective transition method for all contracts not substantially completed as of the date of adoption.

We recorded a net increase to opening retained earnings of $14.3 due to the cumulative impact of adopting ASC 606.

The impact of adopting ASC 606 was not material to the Company’s results of operations for the year ended December 31, 2018.

The cumulative impact of the adoption of ASC 606 to the consolidated balance sheet as of January 1, 2018 was as follows:

| | As reported | | | | | | | | Adjusted | | |

| | December 31, | | | | Impact of | | | | January 1, | | |

| | 2017 | | | | ASC 606 Adoption | | | | 2018 | | |

| ASSETS: | | | | | | | | | | | |

| Unbilled receivables | $ | 143.6 | | | $ | 2.8 | | | $ | 146.4 | |

| Other current assets | 73.5 | | | | (1.0 | | ) | | 72.5 | | |

| Other assets | 88.3 | | | | 3.2 | | | | 91.5 | | |

| Deferred revenue | 566.4 | | | | (13.5 | | ) | | 552.9 | | |

| Deferred taxes | 829.6 | | | | 4.6 | | | | 834.2 | | |

| Other liabilities | 239.2 | | | | (0.4 | | ) | | 238.8 | | |

| STOCKHOLDERS’ EQUITY: | | | | | | | | | | | |

| Retained earnings | 5,464.6 | | | | 14.3 | | | | 5,478.9 | | |

Deferred Revenue & Unbilled Receivables

Certain of Roper’s businesses sell perpetual and term licenses of their software to customers in conjunction with other products and services, primarily PCS and implementation services.

In some cases, under the previous revenue guidance, vendor-specific objective evidence (“VSOE”) was unavailable for perpetual and term licenses and associated implementation services, and revenue recognition was deferred until all elements were delivered, all services had been performed, or until fair value could be objectively determined.

The revenues associated with these licenses and implementation was generally deferred over the contractual term of the PCS services.

Under ASC 606, VSOE is no longer a requirement for a deliverable in a multiple-element software arrangement to be considered a separate performance obligation.

The reduction in deferred revenues as well as the increase in unbilled receivables is due primarily to the acceleration of revenue recognition associated with certain perpetual and term licenses and associated implementation services as a result of the adoption of ASC 606.

Other Current Assets

The reduction in other current assets is due primarily to the recognition of previously deferred software licensing costs associated with the acceleration of revenue recognition associated with certain perpetual and term software licenses discussed above.

None

There have been no changes in accountants or disagreements with accountants on accounting and financial disclosures.

[removed: Management’s] [added: Management’s] Report on Internal Control over Financial [removed: Reporting][added: Reporting]

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in [removed: Internal] [added: *Internal] Control-Integrated Framework [removed: (2013)] [added: (2013)*] issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Based on our evaluation under the framework in Internal Control-Integrated Framework, our management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2018.][added: 2019.]

Our internal control over financial reporting as of December 31, [removed: 2018] [added: 2019] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which is included herein.

Our management excluded [added: the four] acquisitions completed during [removed: 2018] [added: 2019] from its assessment of internal control over financial reporting as of December 31, [removed: 2018.][added: 2019.]

These acquisitions are wholly-owned subsidiaries whose excluded aggregate assets represent [removed: less than] 1%, and whose aggregate total revenues represent [removed: less than] 2% of the related [removed: consolidated financial statement] [added: Consolidated Financial Statement] amounts as of and for the year ended December 31, [removed: 2018.][added: 2019.]

[removed: Evaluation] [added: Evaluation] of Disclosure Controls and [removed: Procedures][added: Procedures]

Based on this evaluation, we have concluded that our disclosure controls and procedures were effective as of December 31, [removed: 2018.][added: 2019.]

[removed: Changes] [added: Changes] in Internal Control over Financial [removed: Reporting][added: Reporting]

There was no change in our internal control over financial reporting that occurred during the fourth quarter of [removed: 2018] [added: 2019] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

[removed: PART III][added: PART III]

Except as otherwise indicated, the following information required by the Instructions to Form 10-K is incorporated herein by reference from the sections of the Roper Proxy Statement for the annual meeting of shareholders [removed: (“2019] [added: (“2020] Proxy Statement”), [added: which we anticipate filing with the SEC within 120 days after the end of the fiscal year to which this report relates,] as specified below:

None

There were no disclosures of any information required to be filed on Form 8-K during the fourth quarter of 2018 that were not filed.

The information about our directors required by this *Item 10 - Directors, Executive Officers, and Corporate Governance* is contained under the caption “Proposal 1 - Election of Directors” is contained in the 2020 Proxy Statement.

Information regarding our audit committee, code of ethics, executive officers and compliance with Section 16(a) of the Exchange Act is contained in the 2020 Proxy Statement under the captions “Corporate Governance,” “Board Committees and Meetings,” “Executive Officers,” and “Delinquent Section 16(a) Reports.”

We incorporate the information required by this item by reference to our 2019 Proxy Statement.

The information required by this *Item 11 - Executive Compensation* is contained in the 2020 Proxy Statement under the captions “Compensation Discussion and Analysis,” “Executive Compensation,” “Director Compensation,” “Compensation Committee Report,” and “Compensation Committee Interlocks, and Insider Participation.”

We incorporate the information required by this item by reference to our 2019 Proxy Statement.

[removed: (All] [added: (All] share amounts are in [removed: millions)][added: millions)]

[removed: Securities] [added: Securities] Authorized for Issuance under Equity Compensation [removed: Plans][added: Plans]

The following table provides information as of December 31, [removed: 2018] [added: 2019] regarding compensation plans (including individual compensation arrangements) under which our equity securities are authorized for issuance.

| [removed: Plan Category] [added: Plan Category] | [removed: (a) Number] [added: (a) Number] of Securities [removed: to be] [added: to be] Issued [removed: Upon Exercise] [added: Upon Exercise] of [removed: Outstanding Options,] [added: Outstanding Options,] Warrants [removed: and Rights] [added: and Rights] | | | [removed: (b) Weighted-Average Exercise] [added: (b) Weighted-Average Exercise] Price [removed: of Outstanding Options, Warrants] [added: of Outstanding Options, Warrants] and [removed: Rights] [added: Rights] | | | | [removed: (c) Number] [added: (c) Number] of [removed: Securities Remaining] [added: Securities Remaining] Available [removed: for Future] [added: for Future] Issuance [removed: Under Equity] [added: Under Equity] Compensation [removed: Plans (Excluding Securities Reflected] [added: Plans (Excluding Securities Reflected] in Column [removed: (a))] [added: (a))] | |

| Restricted stock awards (2) | [removed: 0.739] [added: 0.709] | | | — | | | | | |

Other than as set forth below, the information required by this *Item 12 - Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters* and not otherwise set forth below is contained in the 2020 Proxy Statement under the caption “Beneficial Ownership.”

| Stock options | 3.349 | | | $ | 219.14 | | | | |

| Subtotal | 4.058 | | | | | | | 4.544 | |

| Total | 4.058 | | | $ | — | | | 4.544 | |

Other than the information set forth below, we incorporate the information required by this item by reference to our 2019 Proxy Statement.

| Stock options | 3.205 | | | $ | 180.69 | | | | |

| Subtotal | 3.944 | | | | | | | 6.019 | |

| Total | 3.944 | | | $ | — | | | 6.019 | |

The information required by this *Item 13 - Certain Relationships and Related Transactions, and Director Independence* is contained in the 2020 Proxy Statement under the captions “Director Independence” and “Review and Approval of Related Person Transactions.”

We incorporate the information required by this item by reference to our 2019 Proxy Statement.

[removed: PART IV][added: PART IV]

The information required by this *Item 14 - Principal Accounting Fees and Services* is contained in the 2020 Proxy Statement under the captions “Proposal 3 - Ratification of Selection of Independent Registered Public Accounting Firm,” “Independent Public Accountants Fees.”

We incorporate the information required by this item by reference to our 2019 Proxy Statement.

Consolidated Balance Sheets as of December 31, [removed: 2018] [added: 2019] and [removed: 2017][added: 2018]

Consolidated Statements of Earnings for the Years ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016][added: 2017]

Consolidated Statements of Comprehensive Income for the Years ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016][added: 2017]

Consolidated Statements of Stockholders' Equity for the Years ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016][added: 2017]

Consolidated Statements of Cash Flows for the Years ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016][added: 2017]

| (2) | Consolidated Valuation and Qualifying Accounts for the Years ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016] [added: 2017] |

| [removed: Exhibit No.] [added: Exhibit No.] | | | [removed: Description] [added: Description] of [removed: Exhibit] [added: Exhibit] |

| [removed: (a)3.1] [added: (b)3.1] | | | [Restated Certificate of Incorporation as amended through April 24, 2015.](http://www.sec.gov/Archives/edgar/data/882835/000095010315003223/dp55541_ex0301.htm) |

| [removed: (b)3.2] [added: (c)3.2] | | | [Amended and Restated By-Laws.](http://www.sec.gov/Archives/edgar/data/882835/000088283518000028/amendedandrestatedbylaws.htm) |

| [removed: (c)4.1] [added: (d)4.1] | | | [Indenture between Registrant and Wells Fargo Bank, dated as of August 4, 2008.](http://www.sec.gov/Archives/edgar/data/882835/000088283508000026/indenture.htm) |

| [removed: (d)4.2] [added: (e)4.2] | | | [Indenture between Registrant and Wells Fargo Bank, dated as of November 26, 2018.](http://www.sec.gov/Archives/edgar/data/882835/000119312518333512/d659878dex41.htm) |

| [removed: (e)4.7] [added: (f)4.7] | | | [Form of Note.](http://www.sec.gov/Archives/edgar/data/882835/000119312515387542/d78767dex42.htm) |

| [removed: (f)4.8] [added: (g)4.8] | | | [Form of 3.650% Senior Notes due 2023.](http://www.sec.gov/Archives/edgar/data/882835/000088283518000056/ex41-officerscertificateto.htm) |

| [removed: (g)4.10] [added: (h)4.10] | | | [Form of 3.125% Senior Notes due 2022.](http://www.sec.gov/Archives/edgar/data/882835/000088283512000055/ex_4-1.htm) |

| [removed: (h)4.11] [added: (i)4.11] | | | [Form of 3.00% Senior Notes due 2020.](http://www.sec.gov/Archives/edgar/data/882835/000119312515396581/d79154dex41.htm) |

| [removed: (i)4.13] [added: (j)4.13] | | | [Form of 2.800% Senior Notes due 2021.](http://www.sec.gov/Archives/edgar/data/882835/000119312516797380/d276973dex41.htm) |

| [removed: (j)10.01] [added: (l)10.01] | | | [Form of Amended and Restated Indemnification Agreement. †](http://www.sec.gov/Archives/edgar/data/882835/000093176399002509/0000931763-99-002509.txt) |

| [removed: (k)10.02] [added: (m)10.02] | | | [Employee Stock Purchase Plan, as amended and restated. †](http://www.sec.gov/Archives/edgar/data/882835/000088283517000017/ex10-1.htm) |

| [removed: (l)10.03] [added: (n)10.03] | | | [Non-Qualified Retirement Plan, as amended. †](http://www.sec.gov/Archives/edgar/data/882835/000088283509000004/ex10-6.htm) |

| [removed: (m)10.04] [added: (o)10.04] | | | [Brian D. Jellison Employment Agreement, dated as of December 29, 2008. †](http://www.sec.gov/Archives/edgar/data/882835/000088283509000004/ex10-7.htm) |

| [removed: (n)10.05] [added: (p)10.05] | | | [Credit Agreement, dated as of September 23, 2016 among Registrant, the financial institutions from time to time party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Wells Fargo Bank, N.A. and Bank of America, N.A. as syndication agents, and The Bank of Tokyo-Mitsubishi UFJ, Ltd. and Mizuho Bank, Ltd., PNC Bank, National Association, SunTrust Bank and TD Bank, N.A. as co-documentation agents.](http://www.sec.gov/Archives/edgar/data/882835/000095010316016520/dp68887_ex1001.htm) |

| [removed: (o)10.06] [added: (q)10.06] | | | [Amendment No. 1 to Credit Agreement dated December 2, 2016, to Credit Agreement dated as of September 23, 2016 by and among Registrant, the foreign subsidiary borrowers party thereto from time to time, the lenders party thereto from time to time, JP Morgan Chase Bank, N.A., as Administrative Agent, and the other agents and parties thereto.](http://www.sec.gov/Archives/edgar/data/882835/000119312516787533/d311609dex101.htm) |

| [removed: (p)10.07] [added: (r)10.07] | | | [Amended and Restated 2006 Incentive Plan. †](http://www.sec.gov/Archives/edgar/data/882835/000119312512194999/d335097ddef14a.htm) |

| [removed: (q)10.08] [added: (s)10.08] | | | [Form of Restricted Stock Agreement for Non-Employee Directors. †](http://www.sec.gov/Archives/edgar/data/882835/000119312506247846/dex102.htm) |

| [removed: (q)10.9] [added: (s)10.9] | | | [Form of Restricted Stock Agreement for Employees. †](http://www.sec.gov/Archives/edgar/data/882835/000119312506247846/dex103.htm) |

| [removed: (q)10.10] [added: (s)10.10] | | | [Form of Non-Statutory Stock Option Agreement. †](http://www.sec.gov/Archives/edgar/data/882835/000119312506247846/dex104.htm) |

| [removed: (r)10.11] [added: (t)10.11] | | | [Offer letter to John K. Stipancich. †](http://www.sec.gov/Archives/edgar/data/882835/000088283517000006/ex10-17.htm) |

| [removed: (s)10.12] [added: (u)10.12] | | | [Form of director and officer indemnification agreement. †](http://www.sec.gov/Archives/edgar/data/882835/000088283518000067/a2018q3exhibit101formindem.htm) |

| [removed: (t)10.13] [added: (v)10.13] | | | [2016 Incentive Plan. †](http://www.sec.gov/Archives/edgar/data/882835/000119312516556402/d81578ddef14a.htm) |

| [removed: (u)10.14] [added: (w)10.14] | | | [Amendment No. 1 to the 2016 Incentive Plan.†](http://www.sec.gov/Archives/edgar/data/882835/000088283517000006/ex10-20.htm) |

| [removed: (v)10.15] [added: (x)10.15] | | | [Form of Cash Settled Restricted Stock Unit Award Agreement for Non-US Employees, under the 2016 Incentive Plan.](http://www.sec.gov/Archives/edgar/data/882835/000088283517000006/ex10-22.htm) |

| [removed: 10.16] [added: (y)10.16] | | | [Form of Non-Statutory Stock Option Agreement, under the 2016 Incentive [removed: Plan, filed herewith.†](https://www.sec.gov/Archives/edgar/data/882835/000088283519000010/ex1016formstockoptionaward.htm)] [added: Plan.†](http://www.sec.gov/Archives/edgar/data/882835/000088283519000010/ex1016formstockoptionaward.htm)] |

| [removed: 10.17] [added: (z)10.17] | | | [Form of Restricted Stock Award Agreement, under the 2016 Incentive [removed: Plan, filed herewith.†](https://www.sec.gov/Archives/edgar/data/882835/000088283519000010/ex1017formtimebasedrestric.htm)] [added: Plan.†](http://www.sec.gov/Archives/edgar/data/882835/000088283519000010/ex1017formtimebasedrestric.htm)] |

| [removed: 10.18] [added: (aa)10.18] | | | [Form of Performance Based Restricted Stock Award Agreement, under the 2016 Incentive [removed: Plan, filed herewith.†](https://www.sec.gov/Archives/edgar/data/882835/000088283519000010/ex1018formperformancebased.htm)] [added: Plan.†](http://www.sec.gov/Archives/edgar/data/882835/000088283519000010/ex1018formperformancebased.htm)] |

| [removed: (w)10.19] [added: (bb)10.19] | | | [Director Compensation Plan, under 2016 Incentive Plan. †](http://www.sec.gov/Archives/edgar/data/882835/000088283516000046/ex10-2.htm) |

| [removed: (x)10.21] [added: (cc)10.21] | | | [First Amendment to the Roper Technologies, Inc. Director Compensation Plan](http://www.sec.gov/Archives/edgar/data/882835/000088283518000020/a2018q1exhibit101.htm). |

| [removed: (y)10.22] [added: (ee)10.23] | | | [Offer Letter to Neil Hunn. †](http://www.sec.gov/Archives/edgar/data/882835/000088283518000011/a201710-kex1022.htm) |

| [removed: (y)10.23] [added: (ee)10.24] | | | [Offer Letter to Robert Crisci. †](http://www.sec.gov/Archives/edgar/data/882835/000088283518000011/a201710-kex1023.htm) |

| 21.1 | | | [List of Subsidiaries, filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/882835/000088283519000010/a201810-kex211.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/882835/000088283520000006/a201910-kex211.htm)] |

| 23.1 | | | [Consent of Independent Registered Public Accountants, filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/882835/000088283519000010/a201810-kex231.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/882835/000088283520000006/a201910-kex231.htm)] |

| (a)2.1 | | | [Agreement and Plan of Merger, dated as of August 5, 2019, by and among iPipeline Holdings, Inc., Roper Technologies, Inc., Project Purpose Merger Sub, Inc. and Thoma Bravo, LLC, as representative of the stockholders and optionholders of iPipeline Holdings, Inc.](http://www.sec.gov/Archives/edgar/data/882835/000088283519000039/agreementandplanofmerger-i.htm) |

| (k)4.15 | | | [Form of 2.350% Senior Notes due 2024.](http://www.sec.gov/Archives/edgar/data/882835/000119312519228796/d797461dex41.htm) |

| 4.16 | | | [Form of 2.950% Senior Notes due 2029 (included in Exhibit 4.15).](http://www.sec.gov/Archives/edgar/data/882835/000119312519228796/d797461dex41.htm) |

| 4.17 | | | [Description of Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, filed herewith.](https://www.sec.gov/Archives/edgar/data/882835/000088283520000006/a201910-kex417.htm) |

| (dd)10.22 | | | [Second Amendment to the Roper Technologies, Inc. Director Compensation Plan.](http://www.sec.gov/Archives/edgar/data/882835/000088283519000037/secondamendmenttoroper.htm) |

| (ff)10.25 | | | [Long-Term Incentive Opportunity Agreement for Neil Hunn. †](http://www.sec.gov/Archives/edgar/data/882835/000088283519000051/a8-k112619hunnperflett.htm) |

| (gg)10.26 | | | [Retirement Agreement and General Release, dated February 1, 2019, by and between the Company and Paul Soni. †](http://www.sec.gov/Archives/edgar/data/882835/000088283519000007/soniretirementagmtandgener.htm) |

| 104 | | | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |

| a) | | | Incorporated herein by reference to Exhibit 2.1 to the Roper Technologies, Inc. Current Report on Form 8-K filed August 19, 2019 (file no. 1-12273). |

| k) | | | Incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed August 26, 2019 (file no. 1-12273). |

| y) | | | Incorporated herein by reference to Exhibit 10.16 to the Company’s Annual Report on Form 10-K filed on February 25, 2019 (file no. 1-12273). |

| z) | | | Incorporated herein by reference to Exhibit 10.17 to the Company’s Annual Report on Form 10-K filed on February 25, 2019 (file no. 1-12273). |

| aa) | | | Incorporated herein by reference to Exhibit 10.18 to the Company’s Annual Report on Form 10-K filed on February 25, 2019 (file no. 1-12273). |

| dd) | | | Incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q filed August 2, 2019 (file no. 1-12273). |

| ff) | | | Incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed November 25, 2019 (file no. 1-12273). |

| gg) | | | Incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on February 1, 2019 (file no. 1-12273). |

[removed: Signatures][added: Signatures]

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Roper has duly caused this Report to be signed on its behalf by the undersigned, therewith duly [removed: authorized.][added: authorized.]

[removed: ROPER] [added: ROPER] TECHNOLOGIES, [removed: INC.][added: INC.]

[removed: (Registrant)][added: (Registrant)]

| By: | | /S/ L. Neil Hunn | February [removed: 25, 2019] [added: 28, 2020] |

| L. Neil Hunn | | (Principal Executive Officer) | February [removed: 25, 2019] [added: 28, 2020] |

| Robert C. Crisci | | (Principal Financial Officer) | February [removed: 25, 2019] [added: 28, 2020] |

| Jason P. Conley | | (Principal Accounting Officer) | February [removed: 25, 2019] [added: 28, 2020] |

| Wilbur J. Prezzano | | Chairman of the Board of Directors | February [removed: 25, 2019] [added: 28, 2020] |