Roper Technologies (ROP) 10-K risk factor changes: FY2021 vs FY2020

The extent to which the coronavirus outbreak impacts our business, results of operations and financial condition will depend on future developments, which are highly uncertain and are difficult to predict, including, but not limited to, the duration and spread of the outbreak, its severity, the actions to contain the virus [added: and its variants] including distribution and administration of available [removed: vaccines,] [added: vaccines through mandates or otherwise,] and how quickly and to what extent normal economic and operating conditions can resume.

For the year ended December 31, [removed: 2020, 19%] [added: 2021, 20%] of our net revenues and [removed: 15%] [added: 14%] 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.

- differing and unexpected changes in regulatory [removed: requirements;] [added: requirements, including any measures implemented to address the impacts of climate change;] and

As of December 31, [removed: 2020,] [added: 2021,] we had [removed: $9,566.5] [added: $7,921.8] in total consolidated indebtedness.

In addition, we had [removed: $1,351.0] [added: approximately $2,502] undrawn availability under our senior unsecured credit facility.

Sales by our operating companies whose functional currency is not the U.S. dollar represented [removed: 16%] [added: 17% and 18%] of our total net revenues for the years ended December 31, [removed: 2020] [added: 2021] and [removed: 2019.][added: 2020, respectively.]

There are no assurances, however, that we will be able to successfully identify suitable candidates, negotiate appropriate terms, obtain financing on acceptable terms, complete proposed acquisitions, successfully integrate acquired [added: businesses or expand into new markets.]

We also maintain other insurance policies, including directors’ and officers’ liability [added: insurance and cyber] insurance.

At December 31, [removed: 2020,] [added: 2021,] goodwill totaled [removed: $14,395.2] [added: $14,094.5] compared to [removed: $10,479.8] [added: $11,563.8] of stockholders’ equity, and represented [removed: 60%] [added: 59%] of our total assets of [removed: $24,024.8.][added: $23,713.9.]

[removed: Computer viruses, cyber-attacks,] [added: Cyber-attacks, configuration or human error and/or] other external hazards [removed: and/or human error] could result in the misappropriation of assets or sensitive information, corruption of data or operational disruption.

For example, [added: in 2020,] Vertafore determined that as a result of human error, three data files containing Texas driver’s license data were inadvertently stored in an unsecured external storage service that appears to have been accessed without authorization.

As a result, Vertafore [removed: has been] [added: was] named as a defendant in a number of putative class actions regarding the incident.

Global cybersecurity threats and [removed: incidents] [added: attacks to networks, systems and endpoints] can range from uncoordinated individual attempts to gain unauthorized access to IT systems to sophisticated and targeted measures known as advanced persistent threats, directed at the Company, its businesses, its customers and/or its third-party service providers, including, but not limited to, cloud providers and providers of network management services.

These may include such things as unauthorized access, phishing attacks, account takeovers, denial of service, [removed: computer viruses,] introduction of malware or ransomware and other disruptive problems caused by [removed: hackers, including incidents similar to the “Trojan Horse” attack commonly referred to as the SolarWinds security breach.][added: threat actors.]

Moreover, as more of our employees work remotely due to the [removed: COVID 19] [added: COVID-19] pandemic or otherwise, our [removed: networks] [added: employees are increasingly targeted by phishing attacks] and [removed: systems] [added: endpoints] may be more susceptible to [removed: breach or sabotage due to employee misuse or error which may increase the risk of access to our systems by unauthorized parties.][added: threat exposures.]

We seek to deploy measures to deter, prevent, detect, respond to and mitigate these threats, including identity and access controls, data protection, vulnerability assessments, product software designs which we believe are less susceptible to cyber-attacks, continuous [removed: monitoring of our IT networks and systems and maintenance of backup and protective systems.]

The availability and prices of raw materials, parts and components are subject to curtailment or change due to, among other things, suppliers’ allocations to other purchasers, interruptions in production by suppliers, [added: supply chain delays and disruptions,] changes in exchange rates and prevailing price levels.

[removed: There has been, and we believe that there will continue to be, increased regulation with respect to the collection, use and handling of personal, financial and other information as regulatory] [added: Regulatory] authorities [removed: in the United States and] around the world have [removed: recently] passed or are [removed: currently] considering [removed: a number of] legislative and regulatory proposals concerning data protection, privacy and data security.

[removed: The CCPA provides for] [added: These statutes create] civil penalties for violations, [removed: as well as] [added: and in the case of California, creates] a private right of action for data [removed: breaches] [added: breaches,] that [removed: may increase] [added: increases the risk of] data breach litigation.

[removed: The] GDPR provides significant penalties for non-compliance (up to 4% of global [removed: revenue).][added: revenue) and EU data protection authorities have already issued significant fines.]

The interpretation and application of consumer and data protection laws and industry standards in the United States, [removed: Europe] [added: Europe, China] and elsewhere can be uncertain and currently is in flux.

Cloud-based solutions may be subject to further regulation, including data localization requirements and other restrictions concerning international transfer of [removed: data, the operational and cost impact of which cannot be fully known at this time.][added: data.]

Also, any new law or [removed: regulation, or interpretation of existing law or regulation,] [added: regulation] imposing greater fees or taxes or restriction on the collection, use or transfer of information or data internationally or over the [removed: Web,] [added: Internet,] could result in a decline in the use [removed: and adversely affect sales] of our products and services and [added: adversely affect sales and] our results of operations.

Finally, as we increasingly become a provider of technology solutions, our customers and regulators will expect that we can demonstrate compliance with current data privacy and security regulations as well as our privacy policies and [removed: the information we make available to our customers and the public about our] data handling practices, and our inability to do so may adversely impact sales of our solutions and services to certain [removed: customers, particularly customers in highly-regulated industries, such as the healthcare industry, and could result in regulatory actions, fines, legal proceedings and negatively impact our brand, reputation and our business.][added: customers.]

[removed: Over the past several years, we] [added: We] have experienced significant changes to our executive leadership [removed: team.][added: team in the past and may do so in the future.]

Any business disruptions due to political instability, armed hostilities, incidents of terrorism, incidents of directed [removed: cyber attacks,] [added: cyber-attacks,] public health [removed: crisis] [added: crisis, extreme weather events] or [added: other] natural disasters could adversely impact our financial performance.

If terrorist activity, armed conflict, directed [removed: cyber attacks,] [added: cyber-attacks,] political instability, public health crisis, such as an epidemic or pandemic related to the COVID-19, or [added: extreme weather events or other] 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: Notably,] [added: In addition,] the global COVID-19 pandemic has created heightened risk that third parties may be unable to perform their obligations or suffer financial distress due to the global economic impact of the pandemic and the regulatory measures that have been enacted by governments to contain the spread of the virus, however, we are unable predict the impact that COVID-19 will have on any of our customers, suppliers, vendors, and other business partners, and each of their financial conditions or their ability to perform their obligations.

Impacts related to the COVID-19 pandemic could have an adverse effect on our business, financial condition, results of operations and cash flows.

We continue to closely monitor the impact of the COVID-19 global pandemic on our business, including how it has and will impact our customers, employees, suppliers, vendors and business partners.

The COVID-19 global pandemic has created significant volatility, uncertainty and economic disruption, which may continue to affect our business operations and may materially and adversely affect our results of operations, cash flows and financial position.

The COVID-19 global pandemic has caused certain disruptions to our business and operations and could cause material disruptions to our business and operations in the future as a result of, among other things, quarantines, worker absenteeism as a result of illness or other factors, social distancing measures and other travel, health-related, business or other restrictions.

The effects of the pandemic have created and exacerbated challenges with the attraction and retention of talent.

The COVID-19 global pandemic has and may continue to adversely impact, our suppliers and customers.

As a result of the effects of the COVID-19 global pandemic our ability to obtain products or services from certain suppliers and to operate at certain locations have been and may continue to be impacted.

As a result, our business, financial condition and results of operations have been adversely impacted and could be materially adversely affected if the COVID-19 global pandemic continues or there are resurgences of COVID-19 and its variants.

Vaccine mandates and testing requirements have been announced in jurisdictions where we operate.

In addition, certain customers have issued vaccine requirements with respect to our employees who provide on-site service at customer facilities.

Our efforts to comply with these mandates, including requiring that some or all of our employees be fully vaccinated against COVID-19, could result in increased labor attrition and disruption, as well as difficulty securing future labor needs, and could adversely impact our ability to deliver services to our U.S. federal government customers and potentially other customers, which could in turn adversely impact our results of operations.

The ultimate impact of the outbreak is highly uncertain and subject to change.

Divestitures or other dispositions could negatively impact our business.

Divestitures pose risks and challenges that could negatively impact our business.

For example, when we decide to sell or otherwise dispose of a business or assets, we may be unable to do so on satisfactory terms within our anticipated timeframe or at all, and even after reaching a definitive agreement to sell or dispose a business the sale is typically subject to satisfaction of pre-closing conditions which may not become satisfied.

The consummation of any divestiture can be difficult, time-consuming and costly, and we may not be able to successfully complete identified divestitures.

They may also cause diversion of management time and focus away from operating our business.

In addition, divestitures or other dispositions may have other adverse financial and accounting impacts, and disputes may arise with buyers that could be difficult or costly to resolve.

We rely on third-party cloud platforms, such as Amazon Web Services, Google Cloud Platform, and Microsoft Azure to host enterprise and customer systems, and any disruptions of these services could impact our business operations and our ability to service customers.

monitoring of our networks, endpoints and systems and maintenance of backup and recovery capabilities.

For example, we expect to continue to be impacted by supply chain challenges, including increased material costs, component shortages and transportation disruptions and delays, all of which could escalate in the future.

There has been, and likely will continue to be, increased regulation with respect to the collection, use and handling of an individual’s personal and financial information.

In the United States, Virginia and Colorado passed new comprehensive privacy legislation, and joined California (which further enhanced its existing privacy laws) in directly regulating the collection, use and sharing of personal information.

Absent a pre-emptive Federal privacy law, as more states pass privacy legislation, there is a strong possibility that we will be forced to comply with a patchwork of inconsistent privacy regulations.

Globally, personal information collected within the European Union and United Kingdom remains subject to the 2018 General Data Protection Regulation (GDPR), which is a UK and European Union-wide legal framework that governs data collection, use, and sharing of an individual’s personal data and creates a range of consumer privacy rights.

Similarly, in November 2021, China promulgated the Personal Information Protection Law (PIPL) which regulates the processing of personal information of individuals within China.

If a company breaches PIPL it can be assessed fines of up 5% of its annual revenue.

The operational and cost impact of these cannot be fully known at this time.

This is particularly true for customers in highly-regulated industries, such as the healthcare industry and government contractors, and could result in regulatory actions, fines, legal proceedings and negatively impact our brand, reputation and our business.

The extent to which the coronavirus (COVID-19) outbreak and measures taken in response thereto impact our business, results of operations, and financial condition will depend on future developments, which are highly uncertain and difficult to predict.

The novel strain of the coronavirus identified in late 2019 has spread across the globe and has resulted in governmental and other regulatory authorities implementing numerous measures to try to contain the virus and its variants, such as travel bans and restrictions, quarantines, shelter in place orders, and shutdowns.

These measures have impacted and may further impact our workforce and operations, as well as the work force, operations and financial prospects of our customers, suppliers and business partners.

There is considerable uncertainty regarding such measures and potential future measures, such as restrictions on our access to our manufacturing facilities or on our support operations or workforce, or similar limitations for our customers, suppliers and business partners.

The spread of COVID-19 has caused us to modify our business practices (including restricting employee travel, developing social distancing plans for our employees, expanding the number of our associates who work from

home, and cancelling physical participation in meetings, events and tradeshows), and we may take further actions as may be required by governmental and other regulatory authorities or as we determine are necessary to protect the safety or best interests of our employees, customers, suppliers and business partners.

Impacts our businesses are experiencing from COVID-19 include, but are not limited to:

- The ability of our businesses to visit current and potential customers in order to solicit new business and/or provide necessary on-site installation, implementation and training services has been impacted by the pandemic, which has, in some cases, limited our ability to obtain new business and effectively service existing business;

- Government restrictions on non-emergency hospital procedures resulted in decreased (1) demand in our businesses that provide medical products used in non-emergency procedures and (2) revenue related to pharmaceutical utilization in post-acute healthcare settings;

- The unprecedented slowdown and/or shut down of global economy sectors and the related uncertain timeline to reopen and recover, particularly in areas experiencing a more severe outbreak of the virus, has created a weak demand environment for our businesses serving industrial and energy markets; and

- Some of our customers, including those in the medical field, may seek to delay payments to us while they are addressing the numerous challenges presented by COVID-19; to date, such delays have not impacted the timing of our cash flow in a significant manner.

After the COVID-19 outbreak subsides, we may continue to experience materially adverse impacts to our business as a result of the virus’s global economic impact, including the availability of credit, adverse impacts on our liquidity and any recession that has occurred or may occur in the future.

There are no comparable recent events that provide guidance as to the effect of the spread of COVID-19 and its variants as a global pandemic may have on our customers, suppliers, vendors and other business partners, and, as a result, the ultimate impact of the outbreak is highly uncertain and subject to change.

businesses or expand into new markets.

This includes the California Consumer Privacy Act, or CCPA, which came into effect in January 2020, and the GDPR, which is a European Union-wide legal framework to govern data collection, use and sharing and related consumer privacy rights that became effective in May 2018.

European data protection authorities have already imposed fines for GDPR violations up to, in some cases, hundreds of millions of Euros.

Many states in the United States are also considering their own privacy laws that, in the absence of a preemptive Federal privacy law, could impose burdensome and conflicting requirements.

We export a significant portion of our products.

Difficulties associated with the export of our products could harm our business.

Sales to customers outside the U.S. by our businesses located in the U.S. account for a significant portion of our net revenues.

These sales accounted for 7% and 10% of our net revenues for the years ended December 31, 2020 and 2019, respectively.

We are subject to risks that could limit our ability to export our products or otherwise reduce the demand for these products in our foreign markets.

Such risks include, without limitation, the following:

- unfavorable changes in or noncompliance with U.S. and other jurisdictions’ export requirements;

- restrictions on the export of technology and related products;

- unfavorable changes in or noncompliance with U.S. and other jurisdictions’ export policies to certain countries;

- unfavorable changes in the import policies of our foreign markets; and

- a general economic downturn in our foreign markets.

The occurrence of any of these events could reduce the foreign demand for our products or could limit our ability to export our products and, therefore, could have a material negative effect on our future sales and earnings.

A detailed discussion of [removed: the] fiscal 2020 year-over-year changes can be found [removed: below and a detailed discussion of fiscal 2019 year-over-year changes can be found] in Item 7.

“Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended December 31, [removed: 2019.][added: 2020.]

We pursue consistent and sustainable growth in earnings and cash flow by emphasizing continuous improvement in the operating performance of our existing businesses and by acquiring other carefully selected [removed: businesses.][added: businesses that offer high value-added software, services, engineered products and solutions that we believe are capable of achieving growth and maintaining high margins.]

A discussion of our significant accounting policies can also be found in the [removed: notes] [added: Notes] to [removed: our] Consolidated Financial Statements for the year ended December 31, [removed: 2020] [added: 2021] included in this Annual Report.

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

Estimates are considered to be significant if they meet both of the following criteria: (1) the estimate requires assumptions about matters that are uncertain at the time the estimate is made, and (2) changes in the estimate are reasonably likely [added: to have a material financial impact] from period-to-period.

During 2020, our effective income tax rate was [removed: 21.5%,] [added: 21.5%] as compared to [removed: the] [added: our] 2019 rate of [removed: 20.6%.][added: 20.3%.]

We expect the effective tax rate for [removed: 2021] [added: 2022] to be approximately 21% to 22%.

The quantitative assessment utilizes [removed: both] an [added: equal weighted] income approach (discounted cash flows) and [removed: a] market approach (consisting of a comparable company earnings multiples methodology) to estimate the fair value of a reporting unit.

Roper has [removed: 36] [added: 34] reporting units with individual goodwill amounts ranging from zero to [removed: $3,228.7.][added: $3,245.3.]

In [removed: 2020,] [added: 2021,] the Company performed its annual impairment test in the fourth quarter for all reporting units.

The Company determined that impairment of goodwill was not likely in [removed: 35] [added: any] of its reporting units and thus was not required to perform a quantitative assessment for these reporting [removed: units.][added: units as of October 1, 2021.]

[removed: Trade names resulting from recent acquisitions generally represent the highest risk of] impairment, which typically decreases as the businesses are integrated into our enterprise and positioned for future sales growth.

| | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [added: 2019] | | |

| Application Software (1) | | | $ | [removed: 1,799.9] [added: 2,380.6] | | | | | $ | [removed: 1,588.0] [added: 1,799.9] | | | | | [added: $] | [added: 1,588.0] | |

| Application Software | | | [removed: 68.3] [added: 69.3] | | % | | | | [removed: 67.0] [added: 68.3] | | % | | | | [added: 67.0] | | [added: %] |

| Application Software | | | [removed: 26.0] [added: 26.7] | | % | | | | [removed: 25.5] [added: 26.0] | | % | | | | [added: 25.5] | | [added: %] |

| Process Technologies | | | [removed: 25.4] [added: 30.6] | | | | | | [removed: 34.6] [added: 25.4] | | | | | | [added: 35.8] | | |

| Corporate administrative expenses | | | (3.5) | | % | | | | [removed: (3.2)] [added: (3.9)] | | % | | | | [added: (3.6)] | | [added: %] |

| Other [removed: income/(expense)] [added: income (expense), net] | | | [removed: (0.1)] [added: 0.4] | | | | | | (0.1) | | | | | | [added: (0.1)] | | |

| Gain on disposal of businesses | | | — | | | | | | [removed: 17.2] [added: —] | | | | | | [added: 19.5] | | |

| Earnings before income taxes | | | [removed: 21.9] [added: 22.0] | | | | | | [removed: 41.5] [added: 21.7] | | | | | | [added: 43.5] | | |

| Income taxes | | | [removed: (4.7)] [added: (5.0)] | | | | | | [removed: (8.6)] [added: (4.7)] | | | | | | [added: (8.8)] | | |

(1)Includes results from the acquisitions of ComputerEase from August 19, 2019, Bellefield from December 18, 2019, Vertafore from September 3, 2020, [removed: and] EPSi from October 15, [removed: 2020.][added: 2020 and American Legal Net from December 30, 2021.]

(2)Includes results from the acquisitions of Foundry from April 18, 2019, iPipeline from August 22, 2019, FMIC from June 9, 2020, Team TSI from June 15, 2020, IFS from September 15, [removed: 2020 and] [added: 2020,] WELIS from September 18, [removed: 2020.][added: 2020 and Construction Journal from December 21, 2021.]

Net revenues for the year ended December 31, 2020 were [removed: $5,527.1] [added: $4,854.2] as compared to [removed: $5,366.8] [added: $4,727.7] for the year ended December 31, 2019, an increase of [removed: 3.0%.][added: 2.7%.]

In our Application Software segment, net revenues for the year ended December 31, 2020 [removed: increased by $211.9 or 13% over] [added: were $1,799.9 as compared to $1,588.0 for] the year ended December 31, 2019.

The growth [added: of 0.6%] in organic revenues was primarily due to businesses serving healthcare and government contracting markets.

[removed: Selling, general and administrative (“SG&A”)] [added: SG&A] expenses as a percentage of revenues in the year ended December 31, 2020 increased to 42.2%, as compared to 41.5% in the year ended December 31, 2019, due primarily to higher amortization of acquired intangibles from the acquisitions completed in 2020.

[removed: Our] [added: In our] Network Software & Systems [removed: segment reported a $209.1 or 14% increase in] [added: segment,] net revenues [added: were $1,173.7] for the year ended December 31, 2020 [removed: over] [added: as compared to $1,004.2 for] the year ended December 31, 2019.

Gross margin decreased to [removed: 67.1%] [added: 81.3%] for the year ended December 31, 2020 from [removed: 69.2%] [added: 83.0%] for the year ended December 31, 2019, due [removed: primarily] to revenue mix.

SG&A expenses as a percentage of net revenues increased to [removed: 35.5%] [added: 46.0%] in the year ended December 31, 2020, as compared to [removed: 34.0%] [added: 44.2%] in the year ended December 31, 2019, due primarily to higher amortization of acquired intangibles from the acquisitions completed in 2019.

The resulting operating margin was [removed: 31.6%] [added: 35.3%] in the year ended December 31, 2020 as compared to [removed: 35.2%] [added: 38.7%] in the year ended December 31, 2019.

[removed: Net revenues for] [added: In] our Measurement & Analytical Solutions [removed: segment decreased by $126.5 or 8%] [added: segment, net revenues were $1,425.6] for the year ended December 31, 2020 as compared to [added: $1,544.3] the year ended December 31, 2019.

The growth [added: of 2.0%] in organic revenues was due to accelerated adoption of Verathon’s video-assisted intubation products that aid in reducing COVID transmission to healthcare workers, partially offset by declines in our water meter technology business, due to restricted access to indoor meters located in the Northeast United States and Canada, and industrial business declines.

Gross margin increased to [removed: 59.2%] [added: 59.3%] in the year ended December 31, 2020, as compared to [removed: 58.5%] [added: 58.6%] in the year ended December 31, 2019, due primarily to revenue mix.

SG&A expenses as a percentage of net revenues remained [removed: relatively] flat at [removed: 27.0%] [added: 26.8%] in [added: both] the [removed: year] [added: years] ended December 31, [removed: 2020, as compared to 27.1% in the year ended] [added: 2020 and] December 31, 2019.

The resulting operating margin was [removed: 32.2%] [added: 32.5%] in the year ended December 31, 2020 as compared to [removed: 31.4%] [added: 31.8%] in the year ended December 31, 2019.

In our Process Technologies segment, net revenues [added: were $455.0] for the year ended December 31, 2020 [removed: decreased by $134.2 or 21%] as compared to [added: $591.2 for] the year ended December 31, [removed: 2019, all of which was organic.][added: 2019.]

The decrease [added: of 23.1%] in organic revenues was due to broad-based revenue declines across the segment led by lower demand at our businesses serving upstream oil and gas end markets resulting from lower energy prices and the COVID-19 pandemic.

We compete in many niche markets and believe we are the market leader or a competitive alternative to the market leader in most of these markets.

Discontinued Operations

During 2021, Roper signed definitive agreements to divest its TransCore, Zetec and CIVCO Radiotherapy businesses.

Roper has completed the divestitures of Zetec and CIVCO Radiotherapy, in the first quarter of 2022 and fourth quarter of 2021, respectively, and expects the TransCore transaction to close in the first quarter of 2022, subject to customary closing conditions, including regulatory approvals.

The financial results for these businesses are reported as discontinued operations for all periods presented.

Information regarding discontinued operations is included in Note 3 of the Notes to Consolidated Financial Statements.

If there is a material change in the actual effective tax rates, the time period within which the underlying temporary differences become taxable or deductible, or if the

tax law changes are unfavorable, then we could be required to recognize valuation allowances against deferred tax balances, resulting in an increase to income tax expense and the effective tax rate.

During 2021, our effective income tax rate was 22.7%, as compared to the 2020 rate of 21.5%.

The increase was due primarily to a non-recurring item related to a UK tax rate change, which had a $21.7 unfavorable impact in 2021.

Trade names resulting from recent acquisitions generally represent the highest risk of

During the fourth quarter of 2021, the Company determined the use of the Sunquest trade name would be discontinued given the strategic action to merge the Sunquest business into our CliniSys business, both of which are reported in our Application Software reportable segment.

Considering the planned merger and updated market comparisons, the royalty rate utilized in the quantitative impairment assessment of the trade name was 0.5% as compared to a royalty rate of 3.5% used in the prior year.

The royalty rate reduction was the significant assumption that resulted in a non-cash impairment charge of $94.4 recognized as a component of “Impairment of intangible assets” within the Consolidated Statements of Earnings.

During the fourth quarter of 2021, Sunquest also recognized a non-cash impairment charge of $5.1 representing the unamortized balance related primarily to a software intangible asset that will be discontinued in 2022.

This impairment charge is included as a component of “Impairment of intangible assets” within the Consolidated Statements of Earnings.

| Network Software & Systems (2) | | | 1,338.4 | | | | | | 1,173.7 | | | | | | 1,004.2 | | |

| Measurement & Analytical Solutions (3) | | | 1,559.6 | | | | | | 1,425.6 | | | | | | 1,544.3 | | |

| Process Technologies | | | 499.2 | | | | | | 455.0 | | | | | | 591.2 | | |

| Total | | | $ | 5,777.8 | | | | | $ | 4,854.2 | | | | | $ | 4,727.7 | |

| Network Software & Systems | | | 82.2 | | | | | | 81.3 | | | | | | 83.0 | | |

| Measurement & Analytical Solutions | | | 57.4 | | | | | | 59.3 | | | | | | 58.6 | | |

| Process Technologies | | | 54.4 | | | | | | 53.4 | | | | | | 57.1 | | |

| Total | | | 67.8 | | % | | | | 67.4 | | % | | | | 66.4 | | % |

| Network Software & Systems | | | 38.2 | | | | | | 35.3 | | | | | | 38.7 | | |

| Measurement & Analytical Solutions | | | 30.9 | | | | | | 32.5 | | | | | | 31.8 | | |

| Total | | | 30.9 | | % | | | | 30.1 | | % | | | | 31.7 | | % |

| Loss from impairment | | | (1.7) | | | | | | — | | | | | | — | | |

| Income from operations | | | 25.6 | | | | | | 26.2 | | | | | | 28.1 | | |

| Interest expense, net | | | (4.1) | | | | | | (4.5) | | | | | | (3.9) | | |

| Net earnings from continuing operations | | | 17.0 | | % | | | | 17.0 | | % | | | | 34.7 | | % |

Year Ended December 31, 2021 Compared to Year Ended December 31, 2020

Net revenues for the year ended December 31, 2021 were $5,777.8 as compared to $4,854.2 for the year ended December 31, 2020, an increase of 19.0%.

The components of revenue growth for the year ended December 31, 2021 were as follows:

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

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

| | | | Application Software | | | | | | Network Software & Systems | | | | | | Measurement & Analytical Solutions | | | | | | Process Technologies | | | | | | Roper | | |

| Total Revenue Growth | | | 32.3 | | % | | | | 14.0 | | % | | | | 9.4 | | % | | | | 9.7 | | % | | | | 19.0 | | % |

| Less Impact of: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Acquisitions/Divestitures | | | 23.1 | | | | | | 1.9 | | | | | | — | | | | | | — | | | | | | 9.0 | | |

Our acquisitions have represented both new strategic platforms and additions to existing businesses.

Accounts receivable collectibility is based on the economic circumstances of customers and credits given after the customer obtains control over the promised products or services, including in certain cases credits for returned products.

Allowance for doubtful accounts is estimated based upon our assessment of various factors, including historical experience, the age of the accounts receivable balances, changes to customer creditworthiness and other factors that may affect our ability to collect from customers.

The returns and other sales credit allowance is an estimate of customer returns, exchanges, discounts or other forms of anticipated concessions based on an analysis of historical credit memos and is treated as a reduction in revenue.

At December 31, 2020, our allowance for doubtful accounts receivable was $25.3 and our allowance for sales returns and sales credits was $3.8, for a total of $29.1, or 3.3% of total gross accounts receivable, as compared to a total of $20.3, or 2.5% of total gross accounts receivable, at December 31, 2019.

This percentage is influenced by the risk profile of the underlying receivables, and the timing of write-offs of accounts deemed uncollectible.

We regularly compare inventory quantities on hand against anticipated future usage, which we determine as a function of historical usage or forecasts related to specific items in order to evaluate obsolescence and excessive quantities.

When we use

historical usage, this information is also qualitatively compared to business trends to evaluate the reasonableness of using historical information as an estimate of future usage.

At December 31, 2020, inventory reserves for excess and obsolete inventory were $40.4, or 16.9% of gross inventory cost, as compared to $33.4, or 14.4% of gross inventory cost, at December 31, 2019.

The inventory reserve as a percent of gross inventory cost is influenced by specific identification of reserves needed based upon changes in our business as well as the physical disposal of obsolete inventory.

Most of our product-based revenues are covered by warranty provisions that generally provide for the repair or replacement of qualifying defective items for a specified period after the time of sale, typically 12 to 24 months.

Future warranty obligations are evaluated using, among other factors, historical cost experience, product evolution and customer feedback.

Our expense for warranty obligations was less than 1% of net revenues for each of the years ended December 31, 2020, 2019 and 2018.

Revenues from our project-based businesses, including toll and traffic systems, control systems and installations of large software application projects, are generally recognized over time using the input method, primarily utilizing the ratio of costs incurred to total estimated costs, as the measure of performance.

The Company recognized revenues of $345.0, $247.8 and $245.9 for the years ended December 31, 2020, 2019 and 2018, respectively, using this method.

There was $363.9 and $401.6 of revenue related to unfinished percentage-of-completion contracts had yet to be recognized at December 31, 2020, and 2019, respectively.

The decrease was due primarily to revenue recognized at our TransCore business related to the contract for the New York Central Business District Tolling Program during 2020.

The increase was due primarily to the following non-recurring items in 2019, (i) 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 (ii) the reversal of the deferred tax liability associated with the excess of Gatan's book basis over tax basis in the shares of $10.0 in the third quarter of 2019, partially offset by the higher income tax rate incurred on the Imaging and Gatan gains during 2019.

For the remaining reporting unit, the Company performed its quantitative assessment and concluded that the fair value of the reporting unit was substantially in excess of its carrying value, with no impairment indicated as of October 1, 2020.

The Company performed a quantitative analysis over the fair values of two of its trade names and concluded that the fair value exceeded its carrying value, with no impairment indicated as of October 1, 2020.

Of those trade names subjected to our quantitative analysis, one, associated with our lab software business, had a fair value approximately 20% in excess of its carrying value, as compared to 2019 when the fair value approximated its carrying value.

The primary driver of the increase in the fair value from 2019 to 2020 was a decrease in the discount rate, primarily due to a reduced risk-free interest rate.

A 100 basis point increase in the discount rate would result in a $2.8 impairment and a 100 basis point decrease in the terminal growth rate would result in a fair value that approximates its carrying value.

No impairment resulted from the annual reviews performed in 2020.

| Network Software & Systems (2) | | | 1,738.6 | | | | | | 1,529.5 | | | | | | | | |

| Measurement & Analytical Solutions (3) | | | 1,469.9 | | | | | | 1,596.4 | | | | | | | | |

| Process Technologies | | | 518.7 | | | | | | 652.9 | | | | | | | | |

| Total | | | $ | 5,527.1 | | | | | $ | 5,366.8 | | | | | | | |

| Network Software & Systems | | | 67.1 | | | | | | 69.2 | | | | | | | | |

| Measurement & Analytical Solutions | | | 59.2 | | | | | | 58.5 | | | | | | | | |

| Process Technologies | | | 53.5 | | | | | | 56.9 | | | | | | | | |

| Total | | | 64.1 | | % | | | | 63.9 | | % | | | | | | |

| Network Software & Systems | | | 31.6 | | | | | | 35.2 | | | | | | | | |

| Measurement & Analytical Solutions | | | 32.2 | | | | | | 31.4 | | | | | | | | |

| Total | | | 29.4 | | % | | | | 31.1 | | % | | | | | | |

| Income from operations | | | 25.9 | | | | | | 27.9 | | | | | | | | |

| Interest expense, net | | | (4.0) | | | | | | (3.5) | | | | | | | | |

| Net earnings | | | 17.2 | | % | | | | 32.9 | | % | | | | | | |

The increase was the result of net acquisition/divestiture contribution of 3.9% and a foreign exchange benefit of 0.1%, partially offset by an organic decline of 1.0%.

At December 31, [removed: 2020,] [added: 2021,] we had [removed: $8,000.0] [added: $7,500.0] of fixed rate borrowings with interest rates ranging from 0.45% to 4.20%.

At December 31, [removed: 2020,] [added: 2021,] the prevailing market rates for our long-term notes were between [removed: 3.2%] [added: 2.6%] lower and [removed: 0.1%] [added: 0.7%] higher than the fixed rates on our debt instruments.

Our credit facility contains a $3,000.0 variable-rate revolver with [removed: $1,620.0] [added: $470.0] of outstanding borrowings at December 31, [removed: 2020.][added: 2021.]

Net revenues recognized by companies whose functional currency was not the U.S. dollar were [removed: 16%] [added: 17%] of our total revenues in [removed: 2020] [added: 2021] and [removed: 74%] [added: 77%] of these revenues were recognized by companies with a European functional currency.

If these currency exchange rates had been 10% different throughout [removed: 2020] [added: 2021] compared to currency exchange rates actually experienced, the impact on our net earnings would have been approximately 1%.

In [removed: 2020,] [added: the last three years,] we [added: have] deployed [removed: $6] [added: nearly $8.6] billion of capital toward acquisitions, including approximately $5.4 billion [added: in 2020] for the acquisition of Vertafore, Inc., a leading provider of SaaS solutions for the property and casualty insurance industry.

*Diversified End Markets and Geographic Reach* - We have a global presence, with sales to customers outside the U.S. totaling [removed: $1,304.6] [added: $1,342.2] in [removed: 2020.][added: 2021.]

Information regarding our international operations is set forth in Note [removed: 13] [added: 14] of the Notes to Consolidated Financial Statements included in this Annual Report.

Financial information about our reportable segments is presented in Note [removed: 13] [added: 14] of the Notes to Consolidated Financial Statements included in this Annual Report.

Our Application Software segment had net revenues of [removed: $1,799.9] [added: $2,380.6] for the year ended December 31, [removed: 2020,] [added: 2021,] representing [removed: 32.6%] [added: 41.2%] of our total net revenues.

*CliniSys* - provides [added: diagnostic and] laboratory information management software solutions.

Our Network Software & Systems segment had net revenues of [removed: $1,738.6] [added: $1,338.4] for the year ended December 31, [removed: 2020,] [added: 2021,] representing [removed: 31.4%] [added: 23.2%] of our total net revenues.

Our Measurement & Analytical Solutions segment had net revenues of [removed: $1,469.9] [added: $1,559.6] for the year ended December 31, [removed: 2020,] [added: 2021,] representing [removed: 26.6%] [added: 27.0%] of our total net revenues.

Our Process Technologies segment had net revenues of [removed: $518.7] [added: $499.2] for the year ended December 31, [removed: 2020,] [added: 2021,] representing [removed: 9.4%] [added: 8.6%] of our total net revenues.

As of December 31, [removed: 2020] [added: 2021] and December 31, [removed: 2019,] [added: 2020,] the aggregate amount of the transaction price allocated to remaining performance obligations was [removed: $4,298.0] [added: $3,790.4] and [removed: $3,553.5,] [added: $2,958.8,] respectively.

We face extensive government regulation [removed: both within and outside] [added: around] the [removed: United States] [added: world] relating to the development, manufacture, marketing, sale and distribution of our products, software, and services.

We are subject to [removed: the] privacy and data security laws [removed: of] [added: around] the [removed: United States and internationally.][added: world that may impose operational burdens on our businesses.]

For example, [added: in January 2020] the California Consumer Privacy Act [removed: of 2018 (“CCPA”), which came into effect on January 1, 2020, requires covered] [added: became effective and required] companies [removed: that process personal information on California residents] to make disclosures to consumers about their data collection, [removed: use] [added: use,] and sharing [removed: practices, allows] [added: practices; allowed] consumers to opt out of certain data sharing with third [removed: parties] [added: parties;] and [removed: provides] [added: provided] a [removed: new] private right of action for data breaches.

The compliance and other burdens [added: on our businesses] imposed by [removed: the EU's GDPR, CCPA and similar] [added: these] privacy laws and regulations may be substantial [removed: to our businesses] as [removed: they are subject] [added: we work] to [added: comply with] differing [removed: interpretations] [added: legal] and implementation [removed: among] [added: requirements across multiple] jurisdictions.

Under the Federal Food, Drug and Cosmetic Act, known as the FD&C Act, manufacturers of medical products and devices must comply with certain regulations governing the design, testing, manufacturing, packaging, servicing and [removed: marketing of medical products.]

We are also subject to a variety of federal, state and foreign laws which broadly relate to our interactions with healthcare practitioners and other participants in the healthcare system, including, among others, anti-kickback law, and laws regulating the confidentiality of sensitive personal information and the circumstances under which such information may be released and/or collected, such as the Health Insurance Portability [added: and Accountability Act of 1996, or HIPAA, the Health Information Technology for Economic and Clinical Health Act, or HITECH Act, and the GDPR.]

No customer accounted for 10% or more of net revenues for [removed: 2020] [added: 2021] for any of our segments or for our Company as a whole.

As a result, apart from guidance with respect to: (i) compliance with regulatory requirements or corporate policies; and (ii) the implementation of compensation and benefit programs provided by corporate [added: management, managers at individual businesses are the primary decision makers with respect to human capital management and development.]

Though our individual businesses are primarily responsible for these decisions, because of the importance of [removed: the subject] [added: human capital] to our enterprise, we provide guidance and share best practices on key aspects of selection, development, engagement and diversity of talent within our workforce.

As of December 31, [removed: 2020,] [added: 2021,] we employed approximately [removed: 18,400] [added: 19,300] people worldwide on a consolidated basis, of which approximately [removed: 12,200] [added: 12,300] were employed in the United States and approximately [removed: 6,200] [added: 7,000] were outside of the United States.

[removed: In December 2020, we became] [added: Roper is] a founding member of the OneTen Coalition.

In response to the COVID-19 pandemic and related mitigation [removed: measures, in March 2020] [added: measures] we [added: have] implemented changes in our business in an effort to protect our employees and customers, and to support appropriate health and safety protocols.

[removed: Additionally,] [added: While] employees in our Application Software and Network Software & Solutions businesses, as well as employees in corporate and administrative functions throughout the Company [removed: have effectively] worked remotely [removed: since mid-March 2020, though some] [added: throughout much of the pandemic, many] employees [removed: are gradually returning] [added: have returned] to offices where such can be done in a safe manner.

The information posted on our website is not incorporated into this Annual [removed: Report.][added: Report or any other filing made by Roper with the SEC.]

During 2021, Roper signed definitive agreements to divest its TransCore, Zetec and CIVCO Radiotherapy businesses for an aggregate of approximately $3.2 billion in cash.

Roper has completed the divestitures of Zetec and CIVCO Radiotherapy, in the first quarter of 2022 and fourth quarter of 2021, respectively, and expects the TransCore transaction to close in the first quarter of 2022 for approximately $2.7 billion.

The financial results for these businesses are reported as discontinued operations for all periods presented.

Information regarding discontinued operations is included in Note 3 of the Notes to Consolidated Financial Statements.

Although supply shortages have not had a material adverse effect on our revenues, we expect to continue to be impacted by supply chain challenges including increased material costs, component shortages and transportation disruptions and delays, all of which could escalate in the future.

Backlog was $2,560.8 at December 31, 2021, and $2,061.8 at December 31, 2020.

In 2018, the General Data Protection Regulation became effective in the European Union and United Kingdom and imposed restrictions on how companies use and process personal information.

In the United States, several states have adopted legislation that imposes similar (but not identical) restrictions on companies conducting business or serving customers in those states.

Virginia and Colorado have passed similar legislation that will become effective in 2023, as will newly enacted changes to California’s privacy laws.

Canada (Quebec) and China have also significantly updated their privacy laws.

marketing of medical products.

Approximately 2,200 of these employees are employed by Zetec (which closed in the first quarter of 2022) and TransCore (which is expected to close in the first quarter of 2022).

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

*TransCore* - provides toll systems and toll products, transaction and violation processing services, and intelligent traffic systems to governmental and private sector entities.

*CIVCO Radiotherapy* - provides radiotherapy solutions, including patient positioning and immobilization devices, and patient care products.

*Zetec* - provides non-destructive testing equipment and solutions used primarily in the power generation and other industrial end markets.

Supply shortages have not had a material adverse effect on our revenues although delays in shipments have occurred following such supply interruptions.

Backlog was $2,516.1 at December 31, 2020, and $1,985.4 at December 31, 2019.

A number of states in the United States have passed or introduced bills, which, if passed, impose operational requirements on U.S. companies similar to the requirements reflected in the General Data Protection Regulation (“GDPR”) in the European Union ("EU").

and Accountability Act of 1996, or HIPAA, the Health Information Technology for Economic and Clinical Health Act, or HITECH Act, and the GDPR.

management, managers at individual businesses are the primary decision makers with respect to human capital management and development.

Information pertaining to legal proceedings can be found in Note [removed: 12] [added: 13] to the Consolidated Financial Statements included in this Annual Report, and is incorporated by reference herein.

For the fiscal year ended December 31, [removed: 2020][added: 2021]

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

Based on the closing sale price on the New York Stock Exchange on June 30, [removed: 2020,] [added: 2021,] the aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant was: [removed: $40.4] [added: $49.3] billion.

Number of shares of registrant’s Common Stock outstanding as of February [removed: 12, 2021: 104,939,597.][added: 11, 2022: 105,602,835.]

Portions of the registrant’s Proxy Statement to be furnished to Stockholders in connection with its [removed: 2021] [added: 2022] Annual Meeting of Stockholders are incorporated by reference into Part III, Items 10, 11, 12, 13 and 14 of this Annual Report on Form 10-K.

FORM 10-K FOR THE FISCAL YEAR ENDED DECEMBER 31, [removed: 2020][added: 2021]

| [PART [removed: I](#i9bf2afa2c75a44ca8485b6f1f28203d5_13)] [added: I](#ie68b7309b0054db1812871ddae92e386_13)] | | | | | | Page | | |

| [Item [removed: 1.](#i9bf2afa2c75a44ca8485b6f1f28203d5_16)] [added: 1.](#ie68b7309b0054db1812871ddae92e386_16)] | | | [removed: [Business](#i9bf2afa2c75a44ca8485b6f1f28203d5_16)] [added: [Business](#ie68b7309b0054db1812871ddae92e386_16)] | | | [removed: [4](#i9bf2afa2c75a44ca8485b6f1f28203d5_16)] [added: [4](#ie68b7309b0054db1812871ddae92e386_16)] | | |

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| [Item [removed: 4.](#i9bf2afa2c75a44ca8485b6f1f28203d5_34)] [added: 4.](#ie68b7309b0054db1812871ddae92e386_34)] | | | [Mine Safety [removed: Disclosures](#i9bf2afa2c75a44ca8485b6f1f28203d5_34)] [added: Disclosures](#ie68b7309b0054db1812871ddae92e386_34)] | | | [removed: [15](#i9bf2afa2c75a44ca8485b6f1f28203d5_34)] [added: [16](#ie68b7309b0054db1812871ddae92e386_34)] | | |

| | | | [Information About Our Executive [removed: Officers](#i9bf2afa2c75a44ca8485b6f1f28203d5_1840)] [added: Officers](#ie68b7309b0054db1812871ddae92e386_37)] | | | [removed: [16](#i9bf2afa2c75a44ca8485b6f1f28203d5_1840)] [added: [16](#ie68b7309b0054db1812871ddae92e386_37)] | | |

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| [Item [removed: 12.](#i9bf2afa2c75a44ca8485b6f1f28203d5_172)] [added: 12.](#ie68b7309b0054db1812871ddae92e386_166)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i9bf2afa2c75a44ca8485b6f1f28203d5_172)] [added: Matters](#ie68b7309b0054db1812871ddae92e386_166)] | | | [removed: [65](#i9bf2afa2c75a44ca8485b6f1f28203d5_172)] [added: [68](#ie68b7309b0054db1812871ddae92e386_166)] | | |

| [Item [removed: 13.](#i9bf2afa2c75a44ca8485b6f1f28203d5_175)] [added: 13.](#ie68b7309b0054db1812871ddae92e386_169)] | | | [Certain Relationships and Related [removed: Transactions] [added: Transactions,] and Director [removed: Independence](#i9bf2afa2c75a44ca8485b6f1f28203d5_175)] [added: Independence](#ie68b7309b0054db1812871ddae92e386_169)] | | | [removed: [66](#i9bf2afa2c75a44ca8485b6f1f28203d5_175)] [added: [68](#ie68b7309b0054db1812871ddae92e386_169)] | | |

| [Item [removed: 14.](#i9bf2afa2c75a44ca8485b6f1f28203d5_178)] [added: 14.](#ie68b7309b0054db1812871ddae92e386_172)] | | | [Principal Accountant Fees and [removed: Services](#i9bf2afa2c75a44ca8485b6f1f28203d5_178)] [added: Services](#ie68b7309b0054db1812871ddae92e386_172)] | | | [removed: [66](#i9bf2afa2c75a44ca8485b6f1f28203d5_178)] [added: [68](#ie68b7309b0054db1812871ddae92e386_172)] | | |

| [Item [removed: 15.](#i9bf2afa2c75a44ca8485b6f1f28203d5_184)] [added: 15.](#ie68b7309b0054db1812871ddae92e386_178)] | | | [Exhibits and Financial Statement [removed: Schedules](#i9bf2afa2c75a44ca8485b6f1f28203d5_184)] [added: Schedules](#ie68b7309b0054db1812871ddae92e386_178)] | | | [removed: [67](#i9bf2afa2c75a44ca8485b6f1f28203d5_184)] [added: [69](#ie68b7309b0054db1812871ddae92e386_178)] | | |

| [Item [removed: 16.](#i9bf2afa2c75a44ca8485b6f1f28203d5_187)] [added: 16.](#ie68b7309b0054db1812871ddae92e386_181)] | | | [Form 10-K [removed: Summary](#i9bf2afa2c75a44ca8485b6f1f28203d5_187)] [added: Summary](#ie68b7309b0054db1812871ddae92e386_181)] | | | [removed: [67](#i9bf2afa2c75a44ca8485b6f1f28203d5_187)] [added: [69](#ie68b7309b0054db1812871ddae92e386_181)] | | |

Such risks and uncertainties include [removed: the effects] [added: any ongoing impacts] of the COVID-19 pandemic on our business, operations, financial results and liquidity, [removed: including the duration and magnitude of such effects,] which will depend on numerous evolving factors that we cannot accurately predict or assess, including: the duration and scope of the [removed: pandemic generally] [added: pandemic, new variants of the virus] and [removed: in] the [removed: geographical markets that we serve;] [added: distribution and efficacy of vaccines;] the [added: impact of vaccine mandates on our workforce in certain jurisdictions; any] negative impact on global and regional markets, economies and economic activity; actions governments, businesses and individuals take in response to the pandemic; the effects of the pandemic, including all of the foregoing, on our [added: employees,] customers, suppliers, and business partners, and how quickly economies and demand for our products and services recover following the pandemic.

[removed: Additional examples] [added: Examples] of forward-looking statements in this report include but are not limited to statements regarding operating results, the success of our operating plans, our expectations regarding our ability to generate cash and reduce debt and associated interest expense, profit and cash flow expectations, the prospects for newly acquired businesses to be integrated and contribute to future [removed: growth and] [added: growth,] our expectations regarding growth through [removed: acquisitions.][added: acquisitions and the ability to complete the announced divestiture of our TransCore business, including obtaining any required regulatory approvals with respect thereto.]

- changes in the supply of, or price for, [added: labor, energy,] raw materials, parts and [removed: components;][added: components, including as a result of impacts from the current inflationary environment, ongoing supply chain constraints or COVID-19;]

- economic disruption caused by terrorist attacks, health crises (such as the COVID-19 pandemic) or other unforeseen [added: geopolitical] events; and

[removed: However, you] [added: You] should not place undue reliance on any forward-looking statements, which are based on current expectations.

Further, forward-looking statements speak only as of the date they are made, and we undertake no obligation to publicly update any of [removed: them] [added: these statements] in light of new information or future events.

| [PART II](#ie68b7309b0054db1812871ddae92e386_40) | | | | | | | | |

| [Item 6.](#ie68b7309b0054db1812871ddae92e386_46) | | | [\[Reserved\]](#ie68b7309b0054db1812871ddae92e386_46) | | | [18](#ie68b7309b0054db1812871ddae92e386_46) | | |

| [Item 9C.](#ie68b7309b0054db1812871ddae92e386_1679) | | | [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](#ie68b7309b0054db1812871ddae92e386_1679) | | | [66](#ie68b7309b0054db1812871ddae92e386_1679) | | |

| [PART III](#ie68b7309b0054db1812871ddae92e386_157) | | | | | | | | |

| [PART IV](#ie68b7309b0054db1812871ddae92e386_175) | | | | | | | | |

| | | | [Signatures](#ie68b7309b0054db1812871ddae92e386_184) | | | [70](#ie68b7309b0054db1812871ddae92e386_184) | | |

| [PART II](#i9bf2afa2c75a44ca8485b6f1f28203d5_37) | | | | | | | | |

| [Item 6.](#i9bf2afa2c75a44ca8485b6f1f28203d5_43) | | | [Selected Financial Data](#i9bf2afa2c75a44ca8485b6f1f28203d5_43) | | | [19](#i9bf2afa2c75a44ca8485b6f1f28203d5_43) | | |

| [PART III](#i9bf2afa2c75a44ca8485b6f1f28203d5_163) | | | | | | | | |

| [PART IV](#i9bf2afa2c75a44ca8485b6f1f28203d5_181) | | | | | | | | |

| | | | [Signatures](#i9bf2afa2c75a44ca8485b6f1f28203d5_190) | | | [68](#i9bf2afa2c75a44ca8485b6f1f28203d5_190) | | |

We believe these forward-looking statements are reasonable.

Our corporate offices, consisting of 29,000 square feet of leased space, are located at 6901 Professional [removed: Parkway East,] [added: Parkway,] Sarasota, Florida.

As of December 31, [removed: 2020,] [added: 2021,] we owned approximately 0.8 million square feet, and leased approximately [removed: 4.7] [added: 3.7] million square feet.

Of the total [removed: 5.5] [added: 4.5] million square feet, [removed: 72%] [added: 68%] is concentrated in the United States.

Pursuant to General Instruction G(3) of Form 10-K, the following list of executive officers of the Company as of February 22, [removed: 2021] [added: 2022] is included as an unnumbered Item in Part I of this report in lieu of being included in the Company’s Proxy Statement relating to the [removed: 2021] [added: 2022] Annual Meeting of Shareholders.

Neil Hunn*, [removed: 48,] [added: 49,] has served as President and Chief Executive Officer since August 2018.

Crisci*, [removed: 45,] [added: 46,] has served as Executive Vice President and Chief Financial Officer since 2018 and as Vice President and Chief Financial Officer from 2017 to 2018.

Stipancich*, [removed: 52,] [added: 53,] has served as Executive Vice President, General Counsel and Corporate Secretary since 2018 and as Vice President, General Counsel and Corporate Secretary from 2016 to 2018.

He started his legal career in the Cleveland office of the international law firm [added: of] Squire Patton Boggs.

Conley*, [removed: 45,] [added: 46,] has served as Vice President and [removed: Controller] [added: Chief Accounting Officer] since [removed: 2017.][added: 2021 and as Vice President and Controller from 2017 to 2021.]

Based on information available to us and our transfer agent, there were approximately [removed: 199] [added: 200] record holders of our common stock as of February [removed: 12, 2021.][added: 11, 2022.]

In November [removed: 2020,] [added: 2021,] our Board of Directors increased the quarterly dividend paid January [removed: 22, 2021] [added: 24, 2022] to [removed: $0.5625] [added: $0.62] per share from [removed: $0.5125] [added: $0.5625] per share, an increase of 10%.

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

The following graph compares, for the five year period ended December 31, [removed: 2020,] [added: 2021,] 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: 2015,] 2016, 2017, 2018, [removed: 2019] [added: 2019, 2020] and [removed: 2020.][added: 2021.]

The graph assumes that $100 was invested on December 31, [removed: 2015] [added: 2016] in our common stock, the S&P 500 and the S&P 500 Industrials and assumes reinvestment of any dividends.

| | | | [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: 12/31/2019] [added: 12/31/2020] | | | | | | [removed: 12/31/2020] [added: 12/31/2021] | | |

[removed: ][added: ]

| Roper Technologies, Inc. | | | $ | 100.00 | | | | | $ | 142.38 | | | | | $ | 147.39 | | | | | $ | 197.01 | | | | | $ | 241.12 | | | | | $ | 276.51 | |

| S&P 500 | | | 100.00 | | | | | | 121.83 | | | | | | 116.49 | | | | | | 153.17 | | | | | | 181.35 | | | | | | 233.41 | | |

| S&P 500 Industrials | | | 100.00 | | | | | | 121.03 | | | | | | 104.95 | | | | | | 135.77 | | | | | | 150.79 | | | | | | 182.63 | | |

Recent Sales of Unregistered Securities - In 2020, there were no sales of unregistered securities.

| Roper Technologies, Inc. | | | $ | 100.00 | | | | | $ | 97.12 | | | | | $ | 138.28 | | | | | $ | 143.15 | | | | | $ | 191.33 | | | | | $ | 234.17 | |

| S&P 500 | | | 100.00 | | | | | | 111.96 | | | | | | 136.40 | | | | | | 130.42 | | | | | | 171.49 | | | | | | 203.04 | | |

| S&P 500 Industrials | | | 100.00 | | | | | | 118.86 | | | | | | 143.86 | | | | | | 124.74 | | | | | | 161.38 | | | | | | 179.23 | | |

You should read the table below in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our Consolidated Financial Statements and related notes included in this Annual Report (amounts in millions, except per share data).

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

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

| | | | As of and for the Years ended December 31, | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | 2020 (1) | | | | | | 2019 (2) | | | | | | 2018 (3) | | | | | | 2017 (4) | | | | | | 2016 (5) | | | | | | | | |

| Operations data: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Net revenues | | | $ | 5,527.1 | | | | | $ | 5,366.8 | | | | | $ | 5,191.2 | | | | | $ | 4,607.5 | | | | | $ | 3,789.9 | | | | | | | |

| Gross profit | | | 3,543.0 | | | | | | 3,427.1 | | | | | | 3,279.5 | | | | | | 2,864.8 | | | | | | 2,332.4 | | | | | | | | |

| Income from operations | | | 1,431.1 | | | | | | 1,498.4 | | | | | | 1,396.4 | | | | | | 1,210.2 | | | | | | 1,054.6 | | | | | | | | |

| Net earnings (6) | | | 949.7 | | | | | | 1,767.9 | | | | | | 944.4 | | | | | | 971.8 | | | | | | 658.6 | | | | | | | | |

| Per share data: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Basic earnings per share | | | $ | 9.08 | | | | | $ | 17.02 | | | | | $ | 9.15 | | | | | $ | 9.51 | | | | | $ | 6.50 | | | | | | | |

| Diluted earnings per share | | | $ | 8.98 | | | | | $ | 16.82 | | | | | $ | 9.05 | | | | | $ | 9.39 | | | | | $ | 6.43 | | | | | | | |

| Dividends declared per share | | | $ | 2.1000 | | | | | $ | 1.9000 | | | | | $ | 1.7000 | | | | | $ | 1.4625 | | | | | $ | 1.2500 | | | | | | | |

| Balance sheet data: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Cash and cash equivalents | | | $ | 308.3 | | | | | $ | 709.7 | | | | | $ | 364.4 | | | | | $ | 671.3 | | | | | $ | 757.2 | | | | | | | |

| Working capital (7) (8) | | | (498.4) | | | | | | (505.4) | | | | | | (200.4) | | | | | | (140.4) | | | | | | (25.0) | | | | | | | | |

| Total assets | | | 24,024.8 | | | | | | 18,108.9 | | | | | | 15,249.5 | | | | | | 14,316.4 | | | | | | 14,324.9 | | | | | | | | |

| Current portion of long-term debt | | | 502.0 | | | | | | 602.2 | | | | | | 1.5 | | | | | | 800.9 | | | | | | 401.0 | | | | | | | | |

| Long-term debt, net of current portion | | | 9,064.5 | | | | | | 4,673.1 | | | | | | 4,940.2 | | | | | | 4,354.6 | | | | | | 5,808.6 | | | | | | | | |

| Stockholders’ equity | | | 10,479.8 | | | | | | 9,491.9 | | | | | | 7,738.5 | | | | | | 6,863.6 | | | | | | 5,788.9 | | | | | | | | |

(1)Includes results from the acquisitions of FMIC from June 9, 2020, Team TSI from June 15, 2020, Vertafore from September 3, 2020, IFS from September 15, 2020, WELIS from September 18, 2020, and EPSi from October 15, 2020.

(2)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.

(3)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.

(4)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.

(5)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.

(6)The 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.

(7)Net working capital equals current assets, excluding cash, less total current liabilities, excluding debt.

(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 and $65.1 as of December 31, 2020.

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.

| [Report of Independent Registered Public Accounting [removed: Firm] [added: Firm](#ie68b7309b0054db1812871ddae92e386_61)] (PricewaterhouseCoopers [removed: LLP)](#i9bf2afa2c75a44ca8485b6f1f28203d5_55)] [added: LLP, PCAOB ID 238)] | | | [removed: [30](#i9bf2afa2c75a44ca8485b6f1f28203d5_55)] [added: [31](#ie68b7309b0054db1812871ddae92e386_61)] | | |

| [Consolidated Balance Sheets as of December 31, [removed: 2020] [added: 2021] and [removed: 2019](#i9bf2afa2c75a44ca8485b6f1f28203d5_58)] [added: 2020](#ie68b7309b0054db1812871ddae92e386_64)] | | | [removed: [34](#i9bf2afa2c75a44ca8485b6f1f28203d5_58)] [added: [33](#ie68b7309b0054db1812871ddae92e386_64)] | | |

| [Consolidated Statements of Earnings for the Years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018](#i9bf2afa2c75a44ca8485b6f1f28203d5_64)] [added: 2019](#ie68b7309b0054db1812871ddae92e386_67)] | | | [removed: [35](#i9bf2afa2c75a44ca8485b6f1f28203d5_64)] [added: [34](#ie68b7309b0054db1812871ddae92e386_67)] | | |

| [Consolidated Statements of Comprehensive Income for the Years ended December 31, [added: 2021,] 2020 [removed: , 2019] and [removed: 2018](#i9bf2afa2c75a44ca8485b6f1f28203d5_67)] [added: 2019](#ie68b7309b0054db1812871ddae92e386_70)] | | | [removed: [36](#i9bf2afa2c75a44ca8485b6f1f28203d5_67)] [added: [35](#ie68b7309b0054db1812871ddae92e386_70)] | | |

| [Consolidated Statements of Stockholders’ Equity for the Years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018](#i9bf2afa2c75a44ca8485b6f1f28203d5_70)] [added: 2019](#ie68b7309b0054db1812871ddae92e386_73)] | | | [removed: [37](#i9bf2afa2c75a44ca8485b6f1f28203d5_70)] [added: [36](#ie68b7309b0054db1812871ddae92e386_73)] | | |

| [Consolidated Statements of Cash Flows for the Years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018](#i9bf2afa2c75a44ca8485b6f1f28203d5_76)] [added: 2019](#ie68b7309b0054db1812871ddae92e386_76)] | | | [removed: [38](#i9bf2afa2c75a44ca8485b6f1f28203d5_76)] [added: [37](#ie68b7309b0054db1812871ddae92e386_76)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i9bf2afa2c75a44ca8485b6f1f28203d5_79)] [added: Statements](#ie68b7309b0054db1812871ddae92e386_79)] | | | [removed: [39](#i9bf2afa2c75a44ca8485b6f1f28203d5_79)] [added: [38](#ie68b7309b0054db1812871ddae92e386_79)] | | |

| [Schedule II - Consolidated Valuation and Qualifying Accounts for the Years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018](#i9bf2afa2c75a44ca8485b6f1f28203d5_151)] [added: 2019](#ie68b7309b0054db1812871ddae92e386_145)] | | | [removed: [63](#i9bf2afa2c75a44ca8485b6f1f28203d5_151)] [added: [65](#ie68b7309b0054db1812871ddae92e386_145)] | | |

We have audited the accompanying consolidated balance sheets of Roper Technologies, Inc. and its subsidiaries (the “Company”) as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] 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: 2020,] [added: 2021] 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: 2020,] [added: 2021,] 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: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2020] [added: 2021] 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: 2020,] [added: 2021,] based on criteria established in [removed: *Internal] [added: Internal] Control - Integrated [removed: Framework*] [added: Framework] (2013) issued by the COSO.

As described in Management’s Report on Internal Control over Financial Reporting, management has excluded the [removed: six] [added: seven] acquisitions completed in [removed: 2020] [added: 2021] from its assessment of internal control over financial reporting as of December 31, [removed: 2020] [added: 2021] because they were acquired by the Company in purchase business combinations during [removed: 2020.][added: 2021.]

We have also excluded the [removed: six] [added: seven] acquisitions completed in [removed: 2020] [added: 2021] from our audit of internal control over financial reporting.

The acquired entities are wholly-owned subsidiaries whose total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting collectively represent [added: less than] 1% and [removed: 4%,] [added: less than 1%,] respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, [removed: 2020.][added: 2021.]

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 statements in accordance with generally accepted accounting principles, and that receipts and [removed: 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.]

The critical audit [removed: matters] [added: matter] communicated below [removed: are matters] [added: is a matter] arising from the current period audit of the consolidated financial statements that [removed: were] [added: was] communicated or required to be communicated to the audit committee and that (i) [removed: relate] [added: relates] 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 [removed: matters] [added: matter] below, providing [added: a] separate [removed: opinions] [added: opinion] on the critical audit [removed: matters] [added: matter] or on the accounts or disclosures to which [removed: they relate.][added: it relates.]

As described in Notes 1 and [removed: 5] [added: 6] to the consolidated financial statements, the Company’s consolidated [removed: goodwill] [added: indefinite-lived intangible assets] balance was [removed: $14,395.2] [added: $648.6] million as of December 31, [removed: 2020.][added: 2021, which was comprised entirely of trade names.]

Management [removed: conducted its analysis] [added: first] qualitatively [removed: and assessed] [added: assesses] whether [added: the existence of events or circumstances leads to a determination that] it [removed: was] [added: is] more likely than not that the [removed: respective] [added: estimated] fair value of [removed: the reporting units was] [added: an indefinite-lived trade name is] less than [removed: the] [added: its] carrying amount.

[removed: Management] [added: The Company] determined that impairment of goodwill was not likely in [removed: 35] [added: any] of its reporting units and thus was not required to perform a quantitative analysis for these reporting units.

The principal considerations for our determination that performing procedures relating to the [added: Sunquest indefinite-lived trade name intangible asset] quantitative [removed: goodwill] impairment assessment is a critical audit matter are (i) the significant judgment by management when determining the fair value [removed: estimate] of the [removed: reporting unit;] [added: indefinite-lived trade name intangible asset;] (ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating management’s significant assumptions related to [removed: projected revenue growth rates and] the [added: royalty rate,] discount [removed: rate;] [added: rate,] and [added: terminal value; and] (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

These procedures included testing the effectiveness of controls relating to management’s [removed: goodwill] [added: Sunquest indefinite-lived trade name intangible asset quantitative] impairment assessment, including controls over the valuation of [removed: the Company’s reporting units.][added: Sunquest’s indefinite-lived trade name intangible asset.]

These procedures also included, among others (i) testing management’s process for determining the fair [removed: value estimate of the one reporting unit;] [added: value;] (ii) evaluating the appropriateness of the [removed: income approach;] [added: relief-from-royalty method;] (iii) testing the completeness and accuracy of the underlying data used in the [removed: approach;] [added: method;] and (iv) evaluating the reasonableness of the significant [removed: assumption] [added: assumptions] used by management related to [removed: projected revenue growth rates and] the [added: royalty rate,] discount [removed: rate.][added: rate, and terminal value.]

Evaluating management’s [added: significant] assumption related to [removed: projected revenue growth rates] [added: the terminal value] involved evaluating whether the [added: significant] assumption [added: used by management] was reasonable considering (i) the current and past performance of the [removed: reporting unit;] [added: asset group comprised of Sunquest’s indefinite-lived trade name intangible asset;] (ii) the consistency with external market and industry data; and (iii) whether the assumption was consistent with evidence obtained in other areas of the audit.

[removed: *Quantitative Indefinite-Lived] [added: *Indefinite-Lived] Trade Name Intangible Asset [added: Quantitative] Impairment [removed: Assessment*][added: Assessment - Sunquest*]

Trade names that are determined to have [removed: an] indefinite useful economic [removed: life] [added: lives] are not amortized, but separately tested for impairment during the fourth quarter of the fiscal year or on an interim basis if an event occurs that indicates the fair value is more likely than not below the carrying value.

[added: Years ended] December 31, [added: 2021,] 2020 and 2019

| | | | [added: 2021 | | | | | |] 2020 | | | | | | 2019 | | |

| Cash and cash equivalents | | | $ | [removed: 308.3] [added: 351.5] | | | | | $ | [removed: 709.7] [added: 308.3] | |

| Accounts receivable, net | | | [removed: 863.0] [added: 839.4] | | | | | | [removed: 791.6] [added: 745.7] | | |

| Income taxes receivable | | | [removed: 21.9] [added: 27.7] | | | | | | [removed: 18.5] [added: 21.9] | | |

| Other current assets | | | [removed: 119.0] [added: 142.5] | | | | | | [removed: 97.6] [added: 114.3] | | |

| Total current assets | | | [removed: 1,752.3] [added: 2,421.1] | | | | | | [removed: 1,999.5] [added: 1,752.3] | | |

[removed: |] [added: (5)] Property, [removed: plant] [added: Plant] and [removed: equipment, net | | | 140.6 | | | | | | 139.9 | | |][added: Equipment]

| Other intangible assets, net | | | [removed: 7,206.9] [added: 31.0] | | | | | | [removed: 4,667.7] [added: —] | | |

| Deferred taxes | | | [removed: 104.0] [added: 29.5] | | | | | | [removed: 95.6] [added: —] | | |

| Other assets | | | [removed: 425.8] [added: —] | | | | | | [removed: 390.8] [added: 53.7] | | |

| Total assets | | | $ | [removed: 24,024.8] [added: 23,713.9] | | | | | $ | [removed: 18,108.9] [added: 24,024.8] | |

| Other accrued liabilities | | | [removed: 457.0] [added: 440.7] | | | | | | [removed: 346.2] [added: 418.6] | | |

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.

During the fourth quarter of 2021, management determined the use of the Sunquest trade name would be discontinued and performed a quantitative impairment assessment and recognized a non-cash impairment charge of $94.4 million.

February 22, 2022

| | | | As of December 31, | | | | | | | | |

| | | | 2021 | | | | | | 2020 | | |

| Inventories, net | | | 176.1 | | | | | | 165.1 | | |

| Unbilled receivables | | | 95.3 | | | | | | 72.8 | | |

| Current assets held for sale | | | 788.6 | | | | | | 324.2 | | |

| Goodwill | | | 14,094.5 | | | | | | 13,966.0 | | |

| Other intangible assets, net | | | 6,588.5 | | | | | | 7,168.2 | | |

| Deferred taxes | | | 101.1 | | | | | | 103.2 | | |

| Other assets | | | 405.9 | | | | | | 386.2 | | |

| Assets held for sale | | | — | | | | | | 521.6 | | |

| Accounts payable | | | $ | 150.8 | | | | | $ | 127.1 | |

| Accrued compensation | | | 309.8 | | | | | | 262.6 | | |

| Deferred revenue | | | 1,130.2 | | | | | | 990.2 | | |

| Current liabilities held for sale | | | 159.1 | | | | | | 120.8 | | |

| Deferred taxes | | | 1,479.5 | | | | | | 1,531.5 | | |

| Other liabilities | | | 426.2 | | | | | | 443.6 | | |

| Liabilities held for sale | | | — | | | | | | 64.1 | | |

| Net revenues | | | $ | 5,777.8 | | | | | $ | 4,854.2 | | | | | $ | 4,727.7 | |

| Cost of sales | | | 1,860.4 | | | | | | 1,583.4 | | | | | | 1,587.6 | | |

| Gross profit | | | 3,917.4 | | | | | | 3,270.8 | | | | | | 3,140.1 | | |

| Impairment of intangible assets | | | 99.5 | | | | | | — | | | | | | — | | |

| Income from operations | | | 1,480.2 | | | | | | 1,273.5 | | | | | | 1,328.3 | | |

| Interest expense, net | | | 234.1 | | | | | | 218.5 | | | | | | 186.2 | | |

| Net earnings from continuing operations | | | 982.6 | | | | | | 825.5 | | | | | | 1,640.0 | | |

| Earnings from discontinued operations, net of tax | | | 114.1 | | | | | | 124.2 | | | | | | 127.9 | | |

| Gain on disposition of discontinued operations, net of tax | | | 55.9 | | | | | | — | | | | | | — | | |

| Net earnings from discontinued operations | | | 170.0 | | | | | | 124.2 | | | | | | 127.9 | | |

| Net earnings per share from continuing operations: | | | | | | | | | | | | | | | | | |

| Basic | | | $ | 9.33 | | | | | $ | 7.89 | | | | | $ | 15.79 | |

| Diluted | | | $ | 9.23 | | | | | $ | 7.81 | | | | | $ | 15.60 | |

| Net earnings per share from discontinued operations: | | | | | | | | | | | | | | | | | |

| Basic | | | $ | 1.62 | | | | | $ | 1.19 | | | | | $ | 1.23 | |

| Diluted | | | $ | 1.59 | | | | | $ | 1.17 | | | | | $ | 1.22 | |

| | | | Year ended December 31, | | | | | | | | | | | | | | |

| Net earnings | | | $ | 1,152.6 | | | | | $ | 949.7 | | | | | $ | 1,767.9 | |

| Stock option exercises | | | 0.5 | | | | | | — | | | | | | 104.7 | | | | | | — | | | | | | — | | | | | | — | | | | | | 104.7 | | |

| Cash settlement of share-based awards in connection with disposition of discontinued operations | | | — | | | | | | — | | | | | | (6.7) | | | | | | — | | | | | | — | | | | | | — | | | | | | (6.7) | | |

*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.

*Quantitative Goodwill Impairment Assessment*

Goodwill, which is not amortized, is tested for impairment on an annual basis (or an interim basis if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value).

For the remaining one reporting unit, management performed its quantitative analysis.

The quantitative process utilizes both an income approach (discounted cash flows) and a market approach (consisting of a comparable public company earnings multiples methodology) to estimate the fair value of a reporting unit.

When performing the quantitative assessment, key assumptions used in the income and market methodologies are updated when the analysis is performed for each reporting unit.

The assumptions that have the most significant effect on the fair value calculations are the projected revenue growth rates, future operating margins, discount rates, terminal values, and earnings multiples.

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

Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the income approach and (ii) the reasonableness of the discount rate significant assumption.

As described in Notes 1 and 5 to the consolidated financial statements, the Company’s consolidated indefinite-lived intangible assets balance was $784.1 million as of December 31, 2020, which was comprised entirely of trade names.

Management 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.

Revenue growth rates are determined after considering current and future economic conditions, recent sales trends, discussions with customers, planned timing of new product launches or other variables.

The principal considerations for our determination that performing procedures relating to the quantitative indefinite-lived trade name intangible asset impairment assessment is a critical audit matter are (i) the significant judgment by management when determining the fair value estimate of the indefinite-lived trade name intangible asset; (ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating management’s significant assumptions related to the royalty rate, discount rate, and terminal value; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

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 asset.

These procedures also included, among others (i) testing management’s process for determining the fair value estimate; (ii) evaluating the appropriateness of the relief-from-royalty method; (iii) testing the completeness and accuracy of the underlying data used in the method; and (iv) evaluating the reasonableness of significant assumptions used by management related to the royalty rate, discount rate, and terminal value.

Evaluating management’s assumption related to the terminal value involved evaluating whether the assumption was reasonable considering (i) the current and past performance of the asset group comprised of the indefinite-lived trade name intangible asset; (ii) the consistency with external market and industry data; and (iii) whether the assumption was consistent with evidence obtained in other areas of the audit.

*Valuation of Amortizable Customer Relationships Intangible Assets Acquired – Project Viking Holdings, Inc. (Vertafore)*

As described in Notes 1 and 2 to the consolidated financial statements, the Company acquired 100% of the shares of Project Viking Holdings, Inc. (the parent company of Vertafore) on September 3, 2020, for a purchase price of $5,398.6 million.

The acquired amortizable intangible assets include customer relationships of $2,230 million.

The fair value for customer relationships is determined as of the acquisition date using the excess earnings method.

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 the customer attrition rates and contributory asset charges.

The assumptions that have the most significant effect on the fair value calculations are the customer attrition rates, projected customer revenue growth rates, margins, contributory asset charges, and discount rates.

The principal considerations for our determination that performing procedures relating to the valuation of amortizable customer relationships intangible assets acquired is a critical audit matter are (i) the significant judgment by management when determining the fair value estimates of the amortizable customer relationships intangible assets; (ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating management’s significant assumptions related to the customer attrition rates, projected customer revenue growth rates, margins, and discount rate; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

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

These procedures also included, among others (i) testing management’s process for determining the fair value estimates; (ii) evaluating the appropriateness of the excess earnings method; (iii) testing the completeness and accuracy of the underlying data used in the method; and (iv) evaluating the reasonableness of significant assumptions used by management related to the customer attrition rates, projected customer revenue growth rates, margins, and discount rate.

Evaluating management’s assumptions related to projected customer revenue growth rates and margins involved evaluating whether the assumptions were reasonable considering (i) the past and post-acquisition performance of the business and (ii) whether the assumptions were consistent with evidence obtained in other

areas of the audit.

Professionals with specialized skill and knowledge were used to assist in evaluating the reasonableness of significant assumptions related to the customer attrition rates and the discount rate.

February 22, 2021

| Inventories, net | | | 198.4 | | | | | | 198.6 | | |

| Unbilled receivables | | | 241.7 | | | | | | 183.5 | | |

| Goodwill | | | 14,395.2 | | | | | | 10,815.4 | | |

| Accounts payable | | | $ | 177.8 | | | | | $ | 162.0 | |

| Accrued compensation | | | 286.1 | | | | | | 240.1 | | |

| Deferred revenue | | | 994.6 | | | | | | 831.8 | | |

| Net revenues | | | $ | 5,527.1 | | | | | $ | 5,366.8 | | | | | $ | 5,191.2 | |

| Cost of sales | | | 1,984.1 | | | | | | 1,939.7 | | | | | | 1,911.7 | | |

| Gross profit | | | 3,543.0 | | | | | | 3,427.1 | | | | | | 3,279.5 | | |

| Income from operations | | | 1,431.1 | | | | | | 1,498.4 | | | | | | 1,396.4 | | |

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: 2020.][added: 2021.]

Our internal control over financial reporting as of December 31, [removed: 2020] [added: 2021] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which is included herein.

Our management excluded the [removed: six] [added: seven] acquisitions completed during [removed: 2020] [added: 2021] from its assessment of internal control over financial reporting as of December 31, [removed: 2020.][added: 2021.]

These acquisitions are wholly-owned subsidiaries whose total assets (excluding goodwill and other identifiable intangibles, which are included within the scope of the assessment) represent [added: less than] 1%, and whose aggregate total revenues represent [removed: 4%] [added: less than 1%,] of the related Consolidated Financial Statement amounts as of and for the year ended December 31, [removed: 2020.][added: 2021.]

Based on this evaluation, we have concluded that our disclosure controls and procedures were effective as of December 31, [removed: 2020.][added: 2021.]

There was no change in our internal control over financial reporting that occurred during the fourth quarter of [removed: 2020] [added: 2021] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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 (“2021 Proxy Statement”), 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

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 (“2022 Proxy Statement”), 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:

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 [removed: 2021] [added: 2022] Proxy Statement.

Information regarding our audit committee, [removed: code of ethics,] executive officers and compliance with Section 16(a) of the Exchange Act is contained in the [removed: 2021] [added: 2022] Proxy Statement under the captions “Corporate [removed: Governance,”] [added: Governance” and] “Board Committees and [removed: Meetings,” and “Delinquent Section 16(a) Reports.”][added: Meetings.”]

*Code of Ethics*

Roper has a code of ethics for directors, officers (including the Company’s principal executive officer, principal financial officer and principal accounting officer) and employees.

The Code of Ethics is available on the Company’s website at https://www.ropertech.com/code-of-ethics.

The Company posts any amendments to or waivers of its Code of Ethics (to the extent applicable to the Company’s directors or executive officers) at the same location on the Company’s website.

In addition, copies of the Code of Ethics may be obtained in print without charge upon written request by any stockholder to the Company’s Corporate Secretary at 6901 Professional Parkway, Suite 200, Sarasota, Florida 34240.

The information required by this *Item 11 - Executive Compensation* is contained in the [removed: 2021] [added: 2022] Proxy Statement under the captions “Compensation Discussion and Analysis,” “Executive Compensation,” “Director Compensation,” “Compensation Committee Report,” and “Compensation Committee [removed: Interlocks,] [added: Interlocks] and Insider Participation.”

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 [removed: 2021] [added: 2022] Proxy Statement under the caption “Beneficial Ownership.”

The following table provides information as of December 31, [removed: 2020] [added: 2021] regarding compensation plans (including individual compensation arrangements) under which our equity securities are authorized for issuance.

| Restricted stock awards (2) | | | [removed: 0.601] [added: 0.498] | | | | | | — | | | | | | | | |

[removed: (1)Consists of the Amended and Restated 2006 Incentive Plan (no] [added: No] additional [removed: equity] awards may be granted under [removed: this plan) and] the [added: 2006 Incentive Plan or the] 2016 Incentive Plan.

| Stock options | | | 3.223 | | | | | | $ | 287.15 | | | | | | | |

| Subtotal | | | 3.721 | | | | | | | | | | | | 9.275 | | |

| Total | | | 3.721 | | | | | | $ | — | | | | | 9.275 | | |

(1)Consists of the Amended and Restated 2006 Incentive Plan, the 2016 Incentive Plan and the 2021 Incentive Plan.

| Stock options | | | 3.366 | | | | | | $ | 255.32 | | | | | | | |

| Subtotal | | | 3.967 | | | | | | | | | | | | 3.254 | | |

| Total | | | 3.967 | | | | | | $ | — | | | | | 3.254 | | |

The information required by this *Item 13 - Certain Relationships and Related Transactions, and Director Independence* is contained in the [removed: 2021] [added: 2022] Proxy Statement under the captions “Director Independence” and “Review and Approval of Related Person Transactions.”

The information required by this *Item 14 - Principal Accounting Fees and Services* is contained in the [removed: 2021] [added: 2022] Proxy Statement under the captions “Proposal 3 - Ratification of [removed: Selection] [added: the Appointment] of [added: PricewaterhouseCoopers LLP as our] Independent Registered Public Accounting [removed: Firm,”] [added: Firm for the Year Ending December 31, 2022,” and] “Independent Public Accountants Fees.”

(1) Consolidated Financial Statements: The following Consolidated Financial Statements are included in Part II, Item 8 of this [removed: report.]

Consolidated Balance Sheets as of December 31, [removed: 2020] [added: 2021] and [removed: 2019][added: 2020]

Consolidated Statements of Earnings for the Years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018][added: 2019]

Consolidated Statements of Comprehensive Income for the Years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018][added: 2019]

Consolidated Statements of Stockholders' Equity for the Years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018][added: 2019]

Consolidated Statements of Cash Flows for the Years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018][added: 2019]

(2) Consolidated Valuation and Qualifying Accounts for the Years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018][added: 2019]

| [removed: (c)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: (d)3.2] [added: (c)3.2] | | | | | | [Amended and Restated [removed: By-Laws.](http://www.sec.gov/Archives/edgar/data/882835/000088283518000028/amendedandrestatedbylaws.htm)] [added: By-Laws.](http://www.sec.gov/Archives/edgar/data/882835/000119312521189824/d185876dex31.htm)] | | |

| [removed: (e)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: (f)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: (g)4.3] [added: (f)4.3] | | | | | | [Form of Note.](http://www.sec.gov/Archives/edgar/data/882835/000119312515387542/d78767dex42.htm) | | |

| [removed: (h)4.4] [added: (g)4.4] | | | | | | [Form of 3.650% Senior Notes due 2023.](http://www.sec.gov/Archives/edgar/data/882835/000088283518000056/ex41-officerscertificateto.htm) | | |

| 4.5 | | | | | | [Form of [removed: 4.200%](http://www.sec.gov/Archives/edgar/data/882835/000088283518000056/ex41-officerscertificateto.htm) [Senior] [added: 4.200% Senior] Notes due 2028 (included in Exhibit 4.4).](http://www.sec.gov/Archives/edgar/data/882835/000088283518000056/ex41-officerscertificateto.htm) | | |

| [removed: (i)4.6] [added: (h)4.6] | | | | | | [Form of 3.125% Senior Notes due 2022.](http://www.sec.gov/Archives/edgar/data/882835/000088283512000055/ex_4-1.htm) | | |

| [removed: (j)4.7] [added: (i)4.7] | | | | | | [Form of 3.850% Senior Notes due 2025.](http://www.sec.gov/Archives/edgar/data/882835/000119312515396581/d79154dex41.htm) | | |

| [removed: (k)4.8] [added: (j)4.8] | | | | | | [Form of [removed: 2.800%] [added: 3.800%] Senior Notes due [removed: 2021.](http://www.sec.gov/Archives/edgar/data/882835/000119312516797380/d276973dex41.htm)] [added: 2026.](http://www.sec.gov/Archives/edgar/data/882835/000119312516797380/d276973dex41.htm)] | | |

| [removed: 4.9] [added: 4.10] | | | | | | [Form of [removed: 3.800%] [added: 2.950%] Senior Notes due [removed: 2026] [added: 2029] (included in Exhibit [removed: 4.](http://www.sec.gov/Archives/edgar/data/882835/000119312516797380/d276973dex41.htm)[8](http://www.sec.gov/Archives/edgar/data/882835/000119312516797380/d276973dex41.htm)[).](http://www.sec.gov/Archives/edgar/data/882835/000119312516797380/d276973dex41.htm)] [added: 4.](http://www.sec.gov/Archives/edgar/data/882835/000119312519228796/d797461dex41.htm)[9](http://www.sec.gov/Archives/edgar/data/882835/000119312519228796/d797461dex41.htm)[).](http://www.sec.gov/Archives/edgar/data/882835/000119312519228796/d797461dex41.htm)] | | |

| [removed: (l)4.10] [added: (k)4.9] | | | | | | [Form of 2.350% Senior Notes due 2024.](http://www.sec.gov/Archives/edgar/data/882835/000119312519228796/d797461dex41.htm) | | |

| [removed: 4.11] [added: 4.13] | | | | | | [Form of [removed: 2.950%] [added: 1.000%] Senior Notes due [removed: 2029] [added: 2025] (included in Exhibit [removed: 4.](http://www.sec.gov/Archives/edgar/data/882835/000119312519228796/d797461dex41.htm)[10](http://www.sec.gov/Archives/edgar/data/882835/000119312519228796/d797461dex41.htm)[).](http://www.sec.gov/Archives/edgar/data/882835/000119312519228796/d797461dex41.htm)] [added: 4.1](https://www.sec.gov/Archives/edgar/data/882835/000119312520236871/d57270dex41.htm)[2](https://www.sec.gov/Archives/edgar/data/882835/000119312520236871/d57270dex41.htm)[).](https://www.sec.gov/Archives/edgar/data/882835/000119312520236871/d57270dex41.htm)] | | |

| [removed: (m)4.12] [added: (l)4.11] | | | | | | [Form of 2.000% Senior Notes due 2030.](https://www.sec.gov/Archives/edgar/data/882835/000119312520174903/d852216dex41.htm) | | |

| [removed: (n)4.13] [added: (m)4.12] | | | | | | [Form of 0.450% Senior Notes due 2022.](https://www.sec.gov/Archives/edgar/data/882835/000119312520236871/d57270dex41.htm) | | |

| 4.14 | | | | | | [Form of [removed: 1.000%] [added: 1.400%] Senior Notes due [removed: 2025] [added: 2027] (included in Exhibit [removed: 4.13).](https://www.sec.gov/Archives/edgar/data/882835/000119312520236871/d57270dex41.htm)] [added: 4.1](https://www.sec.gov/Archives/edgar/data/882835/000119312520236871/d57270dex41.htm)[2](https://www.sec.gov/Archives/edgar/data/882835/000119312520236871/d57270dex41.htm)[).](https://www.sec.gov/Archives/edgar/data/882835/000119312520236871/d57270dex41.htm)] | | |

| 4.15 | | | | | | [Form of [removed: 1.400%] [added: 1.750%] Senior Notes due [removed: 2027] [added: 2031] (included in Exhibit [removed: 4.13).](https://www.sec.gov/Archives/edgar/data/882835/000119312520236871/d57270dex41.htm)] [added: 4.1](https://www.sec.gov/Archives/edgar/data/882835/000119312520236871/d57270dex41.htm)[2](https://www.sec.gov/Archives/edgar/data/882835/000119312520236871/d57270dex41.htm)[).](https://www.sec.gov/Archives/edgar/data/882835/000119312520236871/d57270dex41.htm)] | | |

| [removed: (o)4.17] [added: 4.16] | | | | | | [Description of Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of [removed: 1934.](https://www.sec.gov/Archives/edgar/data/882835/000088283520000006/a201910-kex417.htm)] [added: 1934, filed herewith.](https://www.sec.gov/Archives/edgar/data/882835/000088283522000012/descriptionoftheregistrant.htm)] | | |

| [removed: (p)10.1] [added: (t)10.8] | | | | | | [Form of [removed: Amended] [added: director] and [removed: Restated Indemnification Agreement. †](http://www.sec.gov/Archives/edgar/data/882835/000093176399002509/0000931763-99-002509.txt)] [added: officer indemnification agreement. †](http://www.sec.gov/Archives/edgar/data/882835/000088283518000067/a2018q3exhibit101formindem.htm)] | | |

| [removed: (q)10.2] [added: (n)10.1] | | | | | | [Employee Stock Purchase Plan, as amended and restated. †](http://www.sec.gov/Archives/edgar/data/882835/000088283517000017/ex10-1.htm) | | |

| [removed: (r)10.3] [added: (o)10.2] | | | | | | [Non-Qualified Retirement Plan, as amended. †](http://www.sec.gov/Archives/edgar/data/882835/000088283509000004/ex10-6.htm) | | |

| [removed: (s)10.4] [added: (p)10.3] | | | | | | [Credit Agreement, dated as of September 2, 2020 among Registrant, the foreign subsidiary borrowers from time to time party thereto, the financial institutions 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 MUFG, Ltd., Mizuho Bank, Ltd., PNC Bank, National Association, Truist Bank and TD Bank, N.A. as co-documentation agents.](https://www.sec.gov/Archives/edgar/data/882835/000119312520238787/d89926dex101.htm) | | |

| [removed: (t)10.5] [added: (q)10.4] | | | | | | [Amended and Restated 2006 Incentive Plan. †](http://www.sec.gov/Archives/edgar/data/882835/000119312512194999/d335097ddef14a.htm) | | |

| [removed: (u)10.6] [added: (r)10.6] | | | | | | [Form of [removed: Restricted] [added: Non-Statutory] Stock [added: Option] Agreement [removed: for Non-Employee Directors. †](http://www.sec.gov/Archives/edgar/data/882835/000119312506247846/dex102.htm)] [added: under the 2006 Plan. †](http://www.sec.gov/Archives/edgar/data/882835/000119312506247846/dex105.htm)] | | |

| [removed: (u)10.7] [added: (r)10.5] | | | | | | [Form of Restricted Stock Agreement for [removed: Employees.] [added: Employees under the 2006 Plan.] †](http://www.sec.gov/Archives/edgar/data/882835/000119312506247846/dex103.htm) | | |

| [removed: (u)10.8] [added: (x)10.12] | | | | | | [Form of Non-Statutory Stock Option [removed: Agreement. †](http://www.sec.gov/Archives/edgar/data/882835/000119312506247846/dex104.htm)] [added: Agreement, under the 2016 Incentive Plan.†](http://www.sec.gov/Archives/edgar/data/882835/000088283519000010/ex1016formstockoptionaward.htm)] | | |

| [removed: (v)10.9] [added: (s)10.7] | | | | | | [Offer letter to John K. Stipancich. †](http://www.sec.gov/Archives/edgar/data/882835/000088283517000006/ex10-17.htm) | | |

| [removed: (x)10.11] [added: (u)10.9] | | | | | | [2016 Incentive Plan. †](http://www.sec.gov/Archives/edgar/data/882835/000119312516556402/d81578ddef14a.htm) | | |

| [removed: (y)10.12] [added: (v)10.10] | | | | | | [Amendment No. 1 to the 2016 Incentive Plan.†](http://www.sec.gov/Archives/edgar/data/882835/000088283517000006/ex10-20.htm) | | |

| [removed: (z)10.13] [added: (w)10.11] | | | | | | [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: (aa)10.14] [added: (z)10.14] | | | | | | [Form of [removed: Non-Statutory] [added: Performance Based Restricted] Stock [removed: Option] [added: Award] Agreement, under the 2016 Incentive [removed: Plan.†](http://www.sec.gov/Archives/edgar/data/882835/000088283519000010/ex1016formstockoptionaward.htm)] [added: Plan.†](http://www.sec.gov/Archives/edgar/data/882835/000088283519000010/ex1018formperformancebased.htm)] | | |

| [removed: (bb)10.15] [added: (y)10.13] | | | | | | [Form of Restricted Stock Award Agreement, under the 2016 Incentive Plan.†](http://www.sec.gov/Archives/edgar/data/882835/000088283519000010/ex1017formtimebasedrestric.htm) | | |

| [removed: (cc)10.16] [added: (ee)10.19] | | | | | | [Form of Performance Based Restricted Stock Award Agreement, under the [removed: 2016 Incentive Plan.†](http://www.sec.gov/Archives/edgar/data/882835/000088283519000010/ex1018formperformancebased.htm)] [added: 20](http://www.sec.gov/Archives/edgar/data/882835/000119312521189824/d185876dex102.htm)[21](http://www.sec.gov/Archives/edgar/data/882835/000119312521189824/d185876dex102.htm) [Incentive Plan.†](http://www.sec.gov/Archives/edgar/data/882835/000119312521189824/d185876dex102.htm)] | | |

report.

| (a)2.1 | | | | | | [Membership Interests Purchase Agreement by and Between TransCore Holdings, Inc., as Seller, and ST Engineering Urban Solutions USA Inc, as Buyer, and, solely for the purposes of certain provisions, Roper Technologies, Inc., as Seller Parent, and Singapore Technologies Engineering LTD, as Parent.](http://www.sec.gov/Archives/edgar/data/882835/000088283521000067/projectheartland-membershi.htm) | | |

| (dd)10.18 | | | | | | [20](https://www.sec.gov/Archives/edgar/data/882835/000119312521189824/d185876dex101.htm)[21 Incentive Plan. †](https://www.sec.gov/Archives/edgar/data/882835/000119312521189824/d185876dex101.htm) | | |

| (ee)10.20 | | | | | | [Form of Stock Option Agreement, under the 2021 Incentive Plan.†](http://www.sec.gov/Archives/edgar/data/882835/000119312521189824/d185876dex103.htm) | | |

| (ee)10.21 | | | | | | [Form of Restricted Stock Award Agreement, under the 2021 Incentive Plan.†](http://www.sec.gov/Archives/edgar/data/882835/000119312521189824/d185876dex104.htm) | | |

| (hh)10.24 | | | | | | [Form of Non-Employee Director Restricted Stock Award Agreement under the 2021 Incentive Plan (included in Exhibit 10.22).](http://www.sec.gov/Archives/edgar/data/0000882835/000088283521000044/ropertechdircompplanjune20.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) | | |

| (b)2.2 | | | | | | [Agreement and Plan of Merger by and among Roper Technologies, Inc., Project V Merger Sub Inc. and Project Viking Holdings, Inc., dated August 12, 2020.](https://www.sec.gov/Archives/edgar/data/882835/000119312520218831/d82103dex21.htm) | | |

| 4.16 | | | | | | [Form of 1.750% Senior Notes due 2031 (included in Exhibit 4.13).](https://www.sec.gov/Archives/edgar/data/882835/000119312520236871/d57270dex41.htm) | | |

| (w)10.10 | | | | | | [Form of director and officer indemnification agreement. †](http://www.sec.gov/Archives/edgar/data/882835/000088283518000067/a2018q3exhibit101formindem.htm) | | |

| (dd)10.17 | | | | | | [Director Compensation Plan, under 2016 Incentive Plan. †](http://www.sec.gov/Archives/edgar/data/882835/000088283516000046/ex10-2.htm) | | |

| (ff)10.20 | | | | | | [Second Amendment to the Roper Technologies, Inc. Director Compensation Plan.](http://www.sec.gov/Archives/edgar/data/882835/000088283519000037/secondamendmenttoroper.htm) | | |

| (gg)10.21 | | | | | | [Third Amendment to the Roper Technologies, Inc. Director Compensation Plan.](https://www.sec.gov/Archives/edgar/data/882835/000119312520118938/d843554ddefa14a.htm) | | |

| gg) | | | | | | Incorporated herein by reference to Appendix B to the Company’s Definitive Proxy Statement on Schedule 14A filed April 24, 2020 (file no. 1-12273). | | |

| jj) | | | | | | 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). | | |

| By: | | | | | | /s/ L. Neil Hunn | | | February 22, [removed: 2021] [added: 2022] | | |

| L. Neil Hunn | | | | | | (Principal Executive Officer) | | | February 22, [removed: 2021] [added: 2022] | | |

| Robert C. Crisci | | | | | | (Principal Financial Officer) | | | February 22, [removed: 2021] [added: 2022] | | |

| /s/ JASON P. CONLEY | | | | | | Vice President and [removed: Controller] [added: Chief Accounting Officer] | | | | | |

| Jason P. Conley | | | | | | (Principal Accounting Officer) | | | February 22, [removed: 2021] [added: 2022] | | |

| Shellye L. Archambeau | | | | | | Director | | | February 22, [removed: 2021] [added: 2022] | | |

| John F. Fort, III | | | | | | Director | | | February 22, [removed: 2021] [added: 2022] | | |

| Robert D. Johnson | | | | | | Director | | | February 22, [removed: 2021] [added: 2022] | | |

| Laura G. Thatcher | | | | | | Director | | | February 22, [removed: 2021] [added: 2022] | | |

| Richard F. Wallman | | | | | | Director | | | February 22, [removed: 2021] [added: 2022] | | |

| Christopher Wright | | | | | | Director | | | February 22, [removed: 2021] [added: 2022] | | |

| Amy Woods Brinkley | | | | | | Chair of the Board of Directors | | | February 22, 2022 | | |

| /s/ IRENE M. ESTEVES | | | | | | | | | | | |

| Irene M. Esteves | | | | | | Director | | | February 22, 2022 | | |

| /s/ THOMAS P. JOYCE, JR. | | | | | | | | | | | |

| Thomas P. Joyce, Jr. | | | | | | Director | | | February 22, 2022 | | |

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

| /s/ WILBUR J. PREZZANO | | | | | | | | | | | |

| Wilbur J. Prezzano | | | | | | Chairman of the Board of Directors | | | February 22, 2021 | | |

| Amy Woods Brinkley | | | | | | Director | | | February 22, 2021 | | |