Teledyne Technologies (TDY) 10-K risk factor changes: FY2023 vs FY2022

You should not consider any descriptions of these factors to be a complete set of all potential risks that could affect [added: Teledyne.]

[removed: The agreements we entered into with respect to our indebtedness, including the agreements we entered into to finance the FLIR acquisition and in connection with the assumption of FLIR’s existing senior] notes, contain negative covenants, that, subject to certain exceptions, include limitations on indebtedness related to our bank term loans and credit facility, liens, dispositions, investments and mergers and other fundamental changes.

[Table of [removed: Contents](#i7462350bac404defb2a541675317de68_7)][added: Contents](#i6f83aac2124d408f8808118ad2df2224_7)]

Acquisitions [added: and our ability to make acquisitions] involve inherent risks that may adversely affect our operating results and financial condition.

- production delays associated with consolidating acquired facilities and manufacturing [removed: operations.][added: operations;]

While we conduct financial and other due diligence in connection with our acquisitions and generally seek some form of protection, such as indemnification from the seller, insurance coverage, and sometimes placing a portion of the purchase price in escrow [added: or a holdback arrangement] to cover potential liabilities, such acquired companies may have weaknesses or liabilities that are not accurately assessed or brought to our attention at the time of the acquisition.

Further, indemnities, [removed: insurance or] [added: insurance,] escrow [added: or holdback] arrangements may not fully cover such matters.

Acquisitions of public companies, such as our acquisition of [removed: FLIR,] [added: FLIR in 2021,] typically do not include post-closing indemnities or escrows.

We [removed: are experiencing] [added: have experienced] component and raw material shortages [removed: due to worldwide supply chain constraints] [added: in the past] that [removed: impact] [added: impacted] our ability to manufacture and ship all the product for which we have [removed: demand.][added: demand, and these constraints may continue in the future.]

Our business [removed: is being] [added: in the recent past was] impacted by interruptions in the supply chain, due in part to the COVID pandemic, a resumption of strong worldwide demand for electronic products and components across a number of end markets, and interruption in supplier operations.

[removed: As a result, we are experiencing delays] [added: These supply chain constraints improved] in [removed: delivery and shortages of certain components and raw materials needed for many of the products we manufacture,] [added: 2023; however, some supply chain constraints remain,] particularly [added: with respect to] certain types of semiconductors, integrated circuits, silicon wafers, specialized raw materials and chemicals, adhesives, engineered plastics and electronic components.

[removed: A limited] [added: Continuing] or [removed: delayed recovery] [added: new supply shortages] could result in delays in shipments to our customers during the period of such shortages.

[removed: Supply] [added: Inflation and recent supply] chain constraints [removed: and inflation] have resulted in sustained increases in the prices we pay for many of the components and raw materials used in our products.

In addition, we are experiencing higher labor costs due to increased competition for personnel in many regions in which we operate as well as general inflationary conditions, and higher shipping costs due to labor and [removed: vehicle shortages and] rising energy prices.

We expect inflationary pressures to persist in [added: 2024, albeit at a lower rate than in] 2023.

Escalating global trade tensions, especially between the U.S. and China, the conflict between Russia and Ukraine, [added: the conflict in Israel] and [added: neighboring regions and] the adoption or expansion of tariffs and trade restrictions could negatively impact us.

Our [added: net] sales to China-based customers represented approximately [removed: 5.4% and 5.6% of total revenues in 2022] [added: 4.7%] and [removed: 2021, respectively.][added: 5.4%.]

Any tariffs or other trade restrictions affecting the import of products from China or any retaliatory trade [added: measures taken by China in response to existing or future tariffs could have a material adverse effect on our results of operations.]

Additionally, [removed: China has] [added: many countries, including China, India and Saudi Arabia, have] bolstered laws or regulations requiring the use of local [removed: China] suppliers and in-country manufacturing, which has had a negative impact on Teledyne’s revenues of instrumentation, [added: commercial aerospace,] marine and digital imaging products, as we currently have limited manufacturing operations in [removed: China.][added: these countries.]

[removed: Furthermore, the U.S.] has imposed certain sectoral sanctions to limit Chinese development and manufacturing of semiconductor and supercomputer technology and have imposed comprehensive restrictions of both U.S.-origin items as well as non-U.S. items manufactured from U.S.-origin equipment.

These and other [removed: tariffs and] [added: tariffs,] trade restrictions [added: and retaliatory measures] could result in revenue reduction, price increases on material used in our products or production delays, which could adversely affect our business, financial condition, operational results and cash flows.

Economic growth in China had slowed [removed: due to lockdowns implemented as part of] [added: since] the COVID pandemic.

We develop and manufacture products for customers in the energy exploration and production markets, [removed: domestic and international] commercial aerospace markets, the semiconductor industry, and the consumer electronics, telecommunications and automotive industries; each of which has been cyclical, exhibited rapid changes and suffered from fluctuating market demands.

In addition, we sell products and services to customers in industries that are sensitive to the level of general economic activity and consumer spending [removed: habits and to customers in more mature industries that are sensitive to capacity constraints.][added: habits.]

Adverse economic conditions affecting these industries may reduce demand for our products and services, which [removed: may] [added: would] reduce our [removed: revenues, profits or production levels.][added: revenues.]

In [removed: both 2022] [added: 2023] and [removed: 2021,] [added: 2022,] sales to customers outside the United States accounted for approximately [added: 49% and] 47% of total net [removed: sales.][added: sales, respectively.]

In both [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] we sold products to customers in over 100 foreign countries.

In [removed: 2022,] [added: 2023,] the top five countries for sales to international customers, ranked by net sales, were [removed: China, Germany, Japan,] the United [removed: Kingdom] [added: Kingdom, China, Japan, Germany] and [removed: France] [added: Norway] and represented approximately [removed: 20%] [added: 21%] of our total net sales.

We anticipate that future sales to international customers will continue to account for a significant and increasing percentage of our revenues, particularly since business and growth plans for many Teledyne businesses focus on sales outside of the United States [added: including] to [removed: China and] emerging markets such as India, Brazil and West Africa.

- political and economic instability, including the war between Ukraine and [removed: Russia] [added: Russia, the conflict in Israel] and [added: neighboring regions and] potential hostilities between China and Taiwan;

- [added: global economic sanctions and] export controls, including U.S. export controls related to China, sanctions related to Russia, and increased scrutiny of exports of marine instruments, digital imaging and other products;

- changes in legal and regulatory [removed: requirements;][added: requirements, including complex trade compliance regulations;]

[removed: That transition period has now ended and] [added: Subsequent to] the [added: U.K. exiting the European Union (“E.U.”) in 2020, the] E.U. and U.K. have entered into a Trade and Cooperation Agreement (“TCA”).

The TCA ensures tariff-free and quota-free trade in goods between the E.U and the [removed: U.K.] [added: U.K.,] but also introduces certain non-tariff barriers to trade.

[removed: In the medium- to long-term,] [added: Over time,] the withdrawal of the U.K. from the E.U. may create further global economic uncertainty, which may adversely impact the economies of the U.K., the E.U. countries and other nations, may cause our current and future customers to reduce their spending on our products and services, and may cause certain E.U.-based customers to source products from businesses based outside of the U.K. [removed: Potential Brexit-related risks for] [added: Given] our [added: several] U.K.-based [removed: businesses also include increased import duties, loss of customers in the E.U., delays] [added: businesses, volatility] in the [removed: movement] [added: value] of [removed: goods between] the [removed: U.K.] [added: British pound relative to the U.S. dollar, or other foreign currencies, could increase the cost of raw materials] and [added: components for our U.K.-based businesses and could otherwise adversely affect] the [removed: E.U.] [added: business, operations] and [removed: loss of access to] the [removed: E.U. labor pool.][added: financial condition of our U.K.-based businesses.]

[added: It is critical that we retain, develop,] and grow our workforce to protect future revenue and improve our competitive advantage.

Teledyne does not expect to be subject to this tax in [removed: 2023;] [added: 2023 or 2024;] however, Teledyne is closely monitoring the potential impact of the U.S. corporate minimum tax.

Many other jurisdictions [removed: are in the process of enacting] [added: have also enacted] corporate global 15% minimum tax rules, which [removed: could] [added: will] apply to Teledyne beginning in 2024.

Teledyne is monitoring the [removed: potential] impact of these foreign minimum tax rules.

On [removed: January 1,] [added: December 31,] 2023, Teledyne’s goodwill was [removed: $7,873.0] [added: $8,002.8] million and net acquired intangible assets were [removed: $2,440.6] [added: $2,278.1] million.

The current cyclical downturn in the semiconductor market has impacted the results of our digital imaging and instrumentation businesses.

While this market is expected by many to recover later in 2024, a delay in recovery may adversely impact our results of operations.

Slower consumer spending in healthcare markets, reduced hospital budgets and high existing inventories of medical components could result in lower sales for businesses that sell products into this market.

- pre-existing vulnerabilities, undetected malware and access management issues at the acquired business and supply chain.

If we are unable to make acquisitions our future growth may be adversely impacted.

Our ability to make acquisitions depends on a number of factors, including the availability of potential acquisition candidates at reasonable prices, competition from other bidders, the ability to obtain regulatory approvals, including under merger control and foreign direct investment laws, and the availability of debt and equity financing, among other factors.

For additional discussion of business acquisition, see the discussion under “Item 7.

of total revenues in 2023 and 2022, respectively.

Furthermore, the U.S.

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

In response, China has unveiled restrictions on exports from China of certain materials and components, including gallium and germanium which are used in semiconductor manufacturing.

The conflict in Israel and neighboring regions could have a material impact on our business, especially if it escalates into a wider regional conflict.

The conflict has resulted in some supply delays resulting from disruptions in shipping routes using the Red Sea and Suez Canal and could lead to higher energy prices and disruptions for suppliers and customers located in the region.

Pro-Palestinian activist groups have targeted the facilities of defense companies, including our sites.

Actions taken by these groups have the potential to disrupt activity and temporarily halt production at the sites targeted.

A military conflict between China and Taiwan would likely have a material adverse impact on our ability to sell products to customers in these areas and on our supply chain.

- new and emerging non-U.S. regulations relating to ESG and CSR matters, which could be costly to comply with;

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

To date, we have experienced some delays in the movement of goods between the U.K. and the E.U. and loss of access to the E.U. labor pool, none of which has been material.

As a result, we experienced delays in delivery and shortages of certain components and raw materials needed for many of the products we manufacture.

Migration of sources of supply of some of these materials and components from China and other countries with high geopolitical risk to the U.S. and other countries deemed to have lower geopolitical risk create additional risk and uncertainty with respect to lead times and the cost of materials and components.

Our business may suffer if we are unable to attract and retain key personnel.

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

Goodwill and acquired intangibles assets of recently acquired reporting units generally represent a higher inherent risk of impairment, which typically decreases as the businesses are integrated into the Company.

Management’s Discussion and Analysis of Operations and Financial Condition” and Note [3](#i6f83aac2124d408f8808118ad2df2224_226).

Similarly, sales to the European defense market depends on continued funding from European governments.

In 2023, MOSSI II contract represented approximately 17% of net sales in the Engineered Systems segment.

Delays in procurements,

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

We have begun to see increased sales into the European defense market as European defense budgets increase as a result of the conflict in Ukraine, threats from Russia and other geopolitical instability.

If European government funding on defense programs declines, existing and potential future sales would be negatively impacted.

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

- conflict in the Middle East, including disruption of shipping lanes in the Red Sea;

Some products, especially those sold by our Test and Measurement group, have short lifecycles that require frequent updating and new product innovation.

Successful

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

In January 2024, the FAA ordered the temporary grounding of Boeing 737-9 MAX aircraft as a result of an incident on a Boeing 737-9 MAX where it lost a “door plug.” There is a risk that this incident, or other issues identified during the subsequent investigations, could result in a suspension or reduction of manufacturing of 737 MAX family of aircraft by Boeing.

There is also a risk that airlines and air travelers may respond negatively to the 737 MAX aircraft due to historic and continuing perceived safety concerns.

This could negatively impact the demand for this aircraft in the future.

These factors may further negatively impact our Commercial Aerospace business.

Teledyne.

As of January 1, 2023, we had $3,425.0 million total outstanding indebtedness in senior notes, $395.0 million in term loans and $125.0 million outstanding under our $1,150.0 million floating rate credit facility.

Our indebtedness also exposes us to interest rate risk since a portion of our debt obligations are at variable rates.

In 2022 and 2021, we expended $92.6 million in cash and $8.1 billion in cash and stock, respectively, relating to acquisitions and other investments.

We expect these delays and shortages to improve in 2023; however, there is still risk and uncertainty with respect to the timing of recovery.

measures taken by China in response to existing or future tariffs could have a material adverse effect on our results of operations.

With the lifting of these lockdowns by China in December 2022, COVID has begun to spread rapidly, causing additional disruptions to our customers and suppliers located in China.

In June 2016, the U.K. held a referendum in which voters approved an exit from the European Union (“E.U.”), commonly referred to as “Brexit.” The U.K. formally left the E.U. on January 31, 2020 and entered a transition period lasting until December 31, 2020 during which the U.K. remained in both the E.U. customs union and single market.

Given our several U.K.-based businesses, volatility in the value of the British pound relative to the U.S. dollar, or other foreign currencies, could increase the cost of raw materials and components for our U.K.-based businesses and could otherwise adversely affect the business, operations and the financial condition of our U.K.-based businesses.

Our inability to attract and retain key personnel and labor shortages could have a material adverse effect on our future success.

It is critical that we retain, develop,

We have experienced and may continue to experience temporary labor shortages as a result of the COVID pandemic due to personnel contracting the virus or needing to quarantine at home as a result of exposure to the virus, as well as due to restrictive measures implemented by governments around the world to help control the spread of the virus, including shelter in place or stay at home orders, school closures, orders that reduced the availability of public transportation and other measures.

These impacts to our labor force resulting from a COVID pandemic resurgence could materially affect our ability to manufacture, ship or deliver our products, and in certain instances may result in higher wage costs, which could adversely impact our revenue and our results of operations

our businesses and any new shutdown could have similar or worse effects.

In 2022 and 2021, the Mission Operations and Integration ("MO&I") contract represented more than 10% of net sales in the Engineered Systems segment.

In 2021, we were awarded the A2IFS contract and received partial funding in 2022.

We are currently uncertain how much additional funding will be provided for performance.

We are currently upgrading infrastructure at Teledyne e2v’s facility in Chelmsford, U.K. and have expanded Teledyne DALSA’s MEMS foundry in Bromont, Quebec, as well as acquired a second MEMS foundry in Edmonton, Alberta as part of the Micralyne acquisition.

We may not be able to reduce the costs of our products to satisfy customers’ cost reduction mandates, which could harm our sales or margins.

Cost conscious customers may seek price reductions of our products.

While we continually work to reduce our manufacturing and other costs of our products, without affecting product quality and reliability, there is no assurance that we will be able to do so or to do so in a timely manner to satisfy the pricing pressures of our customers.

Prices of raw materials and other components used in our products may be beyond our control depending on market conditions.

As a result, customers may seek lower cost products from China or other developing countries where manufacturing costs are lower.

For example, Airbus is providing a wireless product, FOMAX, which competes directly with Teledyne Controls hardware and services.

Furthermore, sole source supply is more common among our businesses that are

Lastly, our Teledyne Hi-Rel business screens, tests, packages, performs various services and resells products of a third party, and faces the risk that such third party may end its relationship due to economic conditions and other factors.

The EPA also maintains that GHG emissions from on-road vehicles contribute to that threat.

The EPA’s endangerment finding covers emissions of six GHGs.

On April 13, 2022, Teledyne paid $3.5 million as the final installment of the civil penalty under the Consent Agreement.

In April 2021, FLIR resolved allegations of misrepresentations made to the U.S. Department of Commerce, Bureau of Industry and Security (“BIS”), between November 2012 and December 2013, in a commodity jurisdiction request relating to newly developed Lepton uncooled focal plane arrays by an administrative settlement and fine of $0.3 million and agreeing to perform two internal audits of its EAR export compliance programs.

The first internal audit was completed, and a voluntary disclosure was filed in October 2021 to report potential violations.

This case was closed without further action by BIS with the issuance of a warning letter.

The second internal audit was completed in October 2022, for which a voluntary disclosure was also filed and is still pending disposition.

These markets include [removed: factory automation and condition monitoring,] aerospace and defense, [added: factory automation,] air and water quality environmental monitoring, electronics design and development, [removed: medical imaging and pharmaceutical research,] oceanographic research, [removed: and] deepwater [removed: energy] [added: oil and gas] exploration and [removed: production.][added: production, medical imaging and pharmaceutical research.]

We differentiate ourselves from many of our direct competitors by having a [removed: customer] [added: customer-] and Company-sponsored applied research center that augments our product development expertise.

We believe [removed: that] [added: our] technological [removed: capabilities and] [added: capabilities,] innovation and the ability to invest in the development of new and enhanced products are critical to obtaining and maintaining leadership in our markets and the industries in which we compete.

Information about results of operations and financial [removed: condition] [added: conditions] for 2021 and [removed: 2020] [added: 2022] can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections in the Company’s Annual Report on Form 10-K for the year ended January [removed: 2, 2022.][added: 1, 2023.]

We aggressively pursue operational excellence to continually improve our margins and earnings by emphasizing cost containment and [added: evaluating] cost reductions in all aspects of our business.

We [removed: continue to] [added: continually] evaluate our businesses to ensure that they are aligned with our strategy.

We have experienced supply chain challenges, including [removed: increased] [added: long] lead times, as well as cost inflation for parts and components, logistics and labor due to availability constraints and high demand.

[Table of [removed: Contents](#i7462350bac404defb2a541675317de68_7)][added: Contents](#i6f83aac2124d408f8808118ad2df2224_7)]

[removed: Costs incurred and sales] [added: Sales] recorded [added: and costs incurred] by subsidiaries operating outside of the United States are translated into U.S. dollars using exchange rates effective during the respective period.

Our total [removed: net] sales from [removed: these three countries] [added: Israel] in [removed: 2022] [added: 2023] and [removed: 2021 constituted] [added: 2022 was] less than 1.0% of total net sales, respectively.

As part of a continuing effort to reduce costs and improve operating performance, [removed: as well as to respond to the impact of the COVID pandemic, beginning in 2020] we [removed: commenced] [added: may take and have taken] actions to [added: consolidate and relocate certain facilities and] reduce headcount across various businesses, reducing our exposure to [removed: weak] [added: weaker] end [removed: markets, such as commercial aerospace.][added: markets.]

Consistent with our strategy, we completed two acquisitions [added: each] in [removed: 2022] [added: 2023] and [removed: one acquisition] in [removed: 2021.][added: 2022.]

[removed: All] [added: Our 2023] acquisitions [added: were within the Digital Imaging and Instrumentation segments, and both acquisitions] in 2022 [removed: and 2021] were part of the Digital Imaging segment.

See Note [removed: 3] [added: [3](#i6f83aac2124d408f8808118ad2df2224_226)] for additional information about our recent [added: business] acquisitions.

[removed: Consolidated] [added: Selected Consolidated] Operating Results

Fiscal years [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] each contained 52 weeks.

Additional financial information about our business segments can be found in Note [removed: [4](#i7462350bac404defb2a541675317de68_238).][added: [4](#i6f83aac2124d408f8808118ad2df2224_229).]

| | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [added: $ Change] | | | | | | % Change | | | | | | | | |

| Selling, general and administrative | | | | | | [removed: 1,156.6] [added: 1,208.3] | | | | | | [removed: 1,067.8] [added: 1,156.6] | | | | | | [added: 51.7] | | | | | | [removed: 8.3] [added: 4.5] | | % | | | | | | |

| Acquired intangible asset amortization | | | | | | [removed: 201.7] [added: 196.7] | | | | | | [removed: 149.3] [added: 201.7] | | | | | | [added: (5.0)] | | | | | | [removed: 35.1] [added: (2.5)] | | % | | | | | | |

| Total costs and expenses | | | | | | [removed: 4,486.6] [added: 4,601.1] | | | | | | [removed: 3,990.0] [added: 4,486.6] | | | | | | [added: 114.5] | | | | | | [removed: 12.4] [added: 2.6] | | % | | | | | | |

| Operating income (loss) | | | | | | [removed: 972.0] [added: 1,034.4] | | | | | | [removed: 624.3] [added: 972.0] | | | | | | [added: 62.4] | | | | | | [removed: 55.7] [added: 6.4] | | % | | | | | | |

| Net income (loss) attributable to Teledyne | | | | | | $ | [removed: 788.6] [added: 885.7] | | | | | $ | [removed: 445.3] [added: 788.6] | | | | | [added: $] | [added: 97.1] | | | | | [removed: 77.1] [added: 12.3] | | % | | | | | | |

| Diluted earnings per common share | | | | | | $ | [removed: 16.53] [added: 18.49] | | | | | $ | [removed: 10.05] [added: 16.53] | | | | | [added: $] | [added: 1.96] | | | | | [removed: 64.5] [added: 11.9] | | % | | | | | | |

Total year [removed: 2022] [added: 2023] net sales included [removed: $593.7] [added: $99.8] million in incremental net sales from current and prior year [removed: acquisitions, primarily related to the acquisition of FLIR.][added: acquisitions.]

Net income for [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] also included net discrete tax benefits of [removed: $86.7] [added: $137.5] million and [removed: $34.7] [added: $86.7] million, respectively.

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

[removed: *2022] [added: *2023] compared with [removed: 2021*][added: 2022*]

| Net sales (dollars in millions) | | | | | | | | | [added: 2023 | | | | | |] 2022 | | | | | | [removed: 2021] [added: $ Change] | | | | | | % Change | | |

| Aerospace and Defense Electronics | | | | | | | | | [removed: 682.4] [added: 726.5] | | | | | | [removed: 628.7] [added: 682.4] | | | | | | [removed: 8.5] [added: 44.1] | | [added: | | | | 6.5 | |] % |

| Total net sales | | | | | | | | | $ | [removed: 5,458.6] [added: 5,635.5] | | | | | $ | [removed: 4,614.3] [added: 5,458.6] | | | | | [removed: 18.3] [added: $] | [added: 176.9] | [added: | | | | 3.2 | |] % |

| Results of operations (dollars in millions) | | | | | | | | | [added: 2023 | | | | | |] 2022 | | | | | | [removed: 2021] [added: $ Change] | | | | | | % Change | | |

| Aerospace and Defense Electronics | | | | | | | | | [removed: 184.1] [added: 199.6] | | | | | | [removed: 133.2] [added: 184.1] | | | | | | [removed: 38.2] [added: 15.5] | | [added: | | | | 8.4 | |] % |

| Operating income (loss) | | | | | | | | | [removed: 972.0] [added: 1,034.4] | | | | | | [removed: 624.3] [added: 972.0] | | | | | | [removed: 55.7] [added: 62.4] | | [added: | | | | 6.4 | |] % |

| Interest and debt expense, net | | | | | | | | | [removed: (89.3)] [added: (77.3)] | | | | | | [removed: (90.8)] [added: (89.3)] | | | | | | [removed: (1.7)] [added: 12.0] | | [added: | | | | (13.4) | |] % |

| Non-service retirement benefit income | | | | | | | | | [removed: 11.4] [added: 12.4] | | | | | | [removed: 11.2] [added: 11.4] | | | | | | [removed: 1.8] [added: 1.0] | | [added: | | | | 8.8 | |] % |

| Gain (loss) on debt extinguishment | | | | | | | | | [removed: 10.6] [added: 1.6] | | | | | | [removed: (13.4)] [added: 10.6] | | | | | | [removed: (179.1)] [added: (9.0)] | | [added: | | | | (84.9) | |] % |

| Other income (expense), net | | | | | | | | | [removed: 3.4] [added: (12.2)] | | | | | | [removed: 2.5] [added: 3.4] | | | | | | [removed: 36.0] [added: (15.6)] | | [removed: %] | [added: | | | * | | |]

| Income (loss) before income taxes | | | | | | [removed: | | | 908.1 | | | | | | 533.8] [added: $] | [added: 958.9] | | | | | [removed: 70.1] [added: $] | [added: 908.1] | [removed: %] |

| Provision (benefit) for income taxes | | | | | | [removed: | | | 119.2 | | | | | | 88.5] [added: $] | [added: 72.3] | | | | | [removed: 34.7] [added: $] | [added: 119.2] | [removed: %] |

Our products include digital imaging sensors, cameras and systems within the visible, infrared and X-ray spectra, monitoring and control instrumentation for marine and environmental applications, harsh environment interconnects, electronic test and measurement equipment, aircraft information management systems, and defense electronics and satellite communication subsystems.

We also supply engineered systems for defense, space, environmental and energy applications.

Trends and Other Matters Affecting Our Business

These supply chain challenges have also delayed our ability to timely convert backlog to revenue.

Although perhaps to a lesser extent compared to recent years, we expect cost inflation impacts and supply chain constraints to continue into 2024.

See [Item 7a.](#i6f83aac2124d408f8808118ad2df2224_106) [](#i6f83aac2124d408f8808118ad2df2224_106)[Market Risk](#i6f83aac2124d408f8808118ad2df2224_106), [Note](#i6f83aac2124d408f8808118ad2df2224_220) [](#i6f83aac2124d408f8808118ad2df2224_220)[1](#i6f83aac2124d408f8808118ad2df2224_220) and [Note](#i6f83aac2124d408f8808118ad2df2224_172) [1](#i6f83aac2124d408f8808118ad2df2224_172)[4](#i6f83aac2124d408f8808118ad2df2224_172) for additional discussion around our derivative instruments and hedging activities.

To date, we have not been materially impacted by the conflict in Israel and its effect on neighboring regions.

We do not have material assets in Israel.

See Item 1a.

Risk Factors for additional discussion.

We continue to seek cost reductions in our businesses.

For 2023, 2022 and 2021, we recorded $12.0 million of costs, $0.5 million of benefits and $26.4 million of costs, respectively, related to these actions, with the majority of the costs included within selling, general and administrative expense within the Digital Imaging segment.

At December 31, 2023, $2.9 million remains to be paid related to actions taken in 2023.

In 2022, we, recorded a net benefit of $0.5 million, which related to $3.5 million of costs related to headcount or facility consolidation costs, partially offset by $4.0 million of income related to the favorable resolution of a facility consolidation charge within the Digital Imaging segment.

| Net sales | | | | | | $ | 5,635.5 | | | | | $ | 5,458.6 | | | | | $ | 176.9 | | | | | 3.2 | | % | | | | | | |

| Cost of sales | | | | | | 3,196.1 | | | | | | 3,128.3 | | | | | | 67.8 | | | | | | 2.2 | | % | | | | | | |

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

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

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| Digital Imaging | | | | | | | | | $ | 3,144.1 | | | | | $ | 3,110.9 | | | | | $ | 33.2 | | | | | 1.1 | | % |

| Instrumentation | | | | | | | | | 1,326.2 | | | | | | 1,254.0 | | | | | | 72.2 | | | | | | 5.8 | | % |

| Engineered Systems | | | | | | | | | 438.7 | | | | | | 411.3 | | | | | | 27.4 | | | | | | 6.7 | | % |

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

| Digital Imaging | | | | | | | | | $ | 517.4 | | | | | $ | 519.3 | | | | | $ | (1.9) | | | | | (0.4) | | % |

| Instrumentation | | | | | | | | | 338.3 | | | | | | 295.3 | | | | | | 43.0 | | | | | | 14.6 | | % |

| Engineered Systems | | | | | | | | | 44.7 | | | | | | 39.2 | | | | | | 5.5 | | | | | | 14.0 | | % |

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| Corporate expense | | | | | | | | | (65.6) | | | | | | (65.9) | | | | | | 0.3 | | | | | | (0.5) | | % |

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

| Income (loss) before income taxes | | | | | | | | | 958.9 | | | | | | 908.1 | | | | | | 50.8 | | | | | | 5.6 | | % |

| Provision (benefit) for income taxes | | | | | | | | | 72.3 | | | | | | 119.2 | | | | | | (46.9) | | | | | | (39.3) | | % |

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

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Total year 2023 net sales included $99.8 million in incremental net sales from current and prior year acquisitions.

Following the 2021 acquisition of FLIR, we further evolved into a global sensing and decision-support technology company: providing specialty sensors, cameras, instrumentation, algorithms and software across the electromagnetic spectrum, as well as unmanned systems, in the subsea, land and air domains.

COVID and Other Matters impact

With regard to the COVID pandemic, our first priority remains the health and safety of our employees and their families.

Although the COVID pandemic has impacted our business operations and practices, we experienced limited disruptions from COVID in 2022, mostly as a result of COVID-related lockdowns in China and localized and temporary labor shortages due to virus exposure.

However, given the continuing dynamic nature of this situation, we may not fully estimate the impacts of COVID on our financial condition, results of operations or cash flows.

Contingency plans remain in place in the event of significant impacts from COVID infection resurgences, and we may take further actions as government authorities require or recommend or as we determine to be in the best interests of our employees, customers, partners and suppliers.

This has delayed our ability to convert

backlog to revenue and negatively impacted our profit margins.

We expect inflationary and supply chain constraint trends to continue in 2023.

The strengthening of the U.S. dollar relative to other currencies adversely impacted our sales in 2022, and may continue to do so in future periods.

It may also increase the price and reduce the competitiveness of some of our products sold in markets outside the United States.

We do not have any material business, operations or assets in Russia, Belarus or Ukraine, and to date we have not been materially impacted by the actions of the Russian government.

We also exited certain facilities no longer needed.

In 2021, we took actions to integrate FLIR into our businesses resulting in higher severance and facility closure costs in the Digital Imaging segment.

In 2021, we incurred $26.4 million of severance and facility consolidation costs, primarily related to our Digital Imaging Segment.

Severance and facility consolidation costs incurred in 2022 were not material, and, at January 1, 2023, an immaterial amount remains to be paid related to these actions.

Our May 2021 acquisition of FLIR was our largest acquisition to date.

As discussed in Note [18](#i7462350bac404defb2a541675317de68_247), we have completed one acquisition in early 2023, which is part of the Digital Imaging segment.

Certain prior year amounts have been reclassified to conform to the current period presentation.

In the current year, gain (loss) on debt extinguishment is presented as separate line item on the income statement.

The following are financial highlights for 2022 and 2021 (in millions, except per-share amounts):

| Net sales | | | | | | $ | 5,458.6 | | | | | $ | 4,614.3 | | | | | | | | | | | 18.3 | | % | | | | | | |

| Cost of sales | | | | | | 3,128.3 | | | | | | 2,772.9 | | | | | | | | | | | | 12.8 | | % | | | | | | |

In connection with the FLIR acquisition, Teledyne incurred pretax expenses in 2021 of $350.3 million, which included $110.3 million in acquired intangible asset amortization expense, $106.4 million in acquired inventory step-up expense, $103.0 million of transaction and integration-related costs and $30.6 million in bridge loan and debt extinguishment fees.

Total year 2021 also included $39.0 million of acquired intangible asset amortization expense for acquisitions completed in prior periods.

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

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

| Digital Imaging | | | | | | | | | $ | 3,110.9 | | | | | $ | 2,412.9 | | | | | 28.9 | | % |

| Instrumentation | | | | | | | | | 1,254.0 | | | | | | 1,166.9 | | | | | | 7.5 | | % |

| Engineered Systems | | | | | | | | | 411.3 | | | | | | 405.8 | | | | | | 1.4 | | % |

| Digital Imaging | | | | | | | | | $ | 519.3 | | | | | $ | 325.6 | | | | | 59.5 | | % |

| Instrumentation | | | | | | | | | 295.3 | | | | | | 253.7 | | | | | | 16.4 | | % |

| Engineered Systems | | | | | | | | | 39.2 | | | | | | 48.6 | | | | | | (19.3) | | % |

| Corporate expense | | | | | | | | | (65.9) | | | | | | (136.8) | | | | | | (51.8) | | % |

Cost of sales in 2021 included $106.4 million recorded in 2021 related to acquired inventory step-up expense from the acquisition of FLIR.

No comparable inventory step-up expense was recorded in 2022.

Cost of sales as a percentage of net sales for 2022 was 57.3%, compared with 60.1% for 2021, with the decrease in percentage from 2021 primarily related to the 2021 impact of acquired inventory step-up expense from the FLIR acquisition.

Selling, general and administrative expenses in 2021 included $102.7 million in acquisition-related transaction and purchase accounting expenses related to the FLIR acquisition.

The higher 2021 amount included $77.1 million in acquisition-related transaction and purchase accounting expenses related to the FLIR acquisition.

The higher percentage in 2021 primarily reflected the impact of acquisition-related transaction and purchase accounting expenses related to the FLIR acquisition.

[removed: Teledyne Technologies Incorporated is a Delaware corporation that] [added: We] became an independent public company effective November 29, 1999.

[removed: We provide] [added: Teledyne Technologies Incorporated is a Delaware corporation that provides] enabling technologies for industrial growth markets that require advanced technology and high reliability.

These markets include [removed: factory automation and condition monitoring,] aerospace and defense, [added: factory automation,] air and water quality environmental monitoring, electronics design and development, [removed: medical imaging and pharmaceutical research,] oceanographic research, [removed: and] deepwater [removed: energy] [added: oil and gas] exploration and [removed: production.][added: production, medical imaging and pharmaceutical research.]

We believe our technological capabilities, innovation and [removed: the] ability to invest in the development of new and enhanced products are critical to obtaining and maintaining leadership in our markets and the industries in which we compete.

The following description of our business should be read [removed: in conjunction] [added: together] with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” within Item [removed: [7](#i7462350bac404defb2a541675317de68_40)] [added: [7](#i6f83aac2124d408f8808118ad2df2224_43)] of this Form 10-K.

Consistent with our strategy, we completed two acquisitions [added: each] in [removed: 2022] [added: 2023] and [removed: one acquisition] in [removed: 2021.][added: 2022.]

[removed: All] [added: Our 2023] acquisitions [added: were within the Digital Imaging and Instrumentation segments, and both acquisitions] in 2022 [removed: and 2021] were part of the Digital Imaging segment.

See Note [removed: [3](#i7462350bac404defb2a541675317de68_202)] [added: [3](#i6f83aac2124d408f8808118ad2df2224_226)] for additional information about our recent [added: business] acquisitions.

Additional financial information about our business segments can be found in Note [removed: [4](#i7462350bac404defb2a541675317de68_238).][added: [4](#i6f83aac2124d408f8808118ad2df2224_229).]

| Segment contribution to total net sales: | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |

| Digital Imaging | | | | | | [removed: 57] [added: 56] | | % | | | | [removed: 52] [added: 57] | | % | | | | [removed: 32] [added: 52] | | % |

| Instrumentation | | | | | | 23 | | % | | | | [removed: 25] [added: 23] | | % | | | | [removed: 35] [added: 25] | | % |

| Aerospace and Defense Electronics | | | | | | [removed: 12] [added: 13] | | % | | | | [removed: 14] [added: 12] | | % | | | | [removed: 19] [added: 14] | | % |

| Engineered Systems | | | | | | 8 | | % | | | | [removed: 9] [added: 8] | | % | | | | [removed: 14] [added: 9] | | % |

Our Digital Imaging segment includes high-performance sensors, cameras, and systems, within the visible, infrared, ultraviolet and X-ray spectra for use in industrial, scientific, government, space, defense, [removed: security and] [added: security,] medical [removed: applications, among others.][added: and other applications.]

This segment also includes our [removed: sponsored] [added: customer-] and [removed: centralized] [added: Company-sponsored applied] research [removed: laboratories.][added: center.]

We also provide instruments for the measurement of physical properties and [removed: other] maritime products for recreational and commercial customers globally.

[Table of [removed: Contents](#i7462350bac404defb2a541675317de68_7)][added: Contents](#i6f83aac2124d408f8808118ad2df2224_7)]

We offer a variety of products designed for use in harsh underwater environments, instruments that measure currents and other physical properties in the water column, systems that create acoustic images of objects beneath the water’s surface, including the bottom of a body of water, [added: instruments for navigation] and sensors that determine the geologic structure below the bottom.

Our waterproof and splash-proof neoprene and glass reinforced epoxy connectors and cable assemblies are used in underwater equipment, submerged monitoring systems and other industrial [added: and defense] applications.

We [removed: also] supply monitoring systems for the detection, measurement and automated reporting of air pollutants from industrial stack emissions, ozone generators and other process gas monitoring instruments.

[removed: Finally, we] [added: We] manufacture instruments that are used by pharmaceutical scientists to evaluate the release rate characteristics and physical properties of various dosage forms to ensure the safety and efficacy of medicines worldwide.

[removed: We believe our] [added: Our] test and measurement products provide [removed: unique, world-class] capabilities that enable the designers of complex electronic systems in many industry sectors to bring their products to market reliably and quickly.

We also produce protocol validation and test tools for high-performance solid-state storage devices used in both [removed: enterprise-grade data centers and in consumer computing applications.][added: enterprise-]

No commercial customer in [removed: 2022] [added: 2023] or [removed: 2021] [added: 2022] accounted for more than 10% of net sales for any of our segments or for the total Company.

Total sales to international customers were [removed: $2,586.0] [added: $2,740.1] million in [removed: 2022] [added: 2023] and [removed: $2,147.9] [added: $2,586.0] million in [removed: 2021.][added: 2022.]

Of these [added: net] sales to international customers, our businesses in the United States accounted for [removed: $837.9] [added: $900.5] million in [removed: 2022] [added: 2023] and [removed: $723.9] [added: $837.9] million in [removed: 2021.][added: 2022.]

In both [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] we sold products to customers in over 100 foreign countries.

Approximately 90% of our net sales to international customers during [removed: 2022] [added: 2023] were made to customers in 30 foreign countries.

In [removed: 2022,] [added: 2023,] the top five countries for sales to international customers, ranked by net sales, were [removed: China, Germany, Japan,] the United [removed: Kingdom] [added: Kingdom, China, Japan, Germany] and [removed: France] [added: Norway] and represented approximately [removed: 20%] [added: 21%] of our total net sales.

Information on our [added: net] sales to the U.S. Government, including direct sales [added: to agencies] as a prime contractor and indirect sales as a subcontractor, [removed: is] [added: was] as follows (in millions):

| U.S. Government sales by segment: | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |

| Digital Imaging | | | | | | $ | [removed: 619.1] [added: 570.7] | | | | | $ | [removed: 515.9] [added: 619.1] | | | | | $ | [removed: 120.9] [added: 515.9] | |

| Instrumentation | | | | | | [removed: 108.1] [added: 95.9] | | | | | | [removed: 91.6] [added: 108.1] | | | | | | [removed: 80.6] [added: 91.6] | | |

| Aerospace and Defense Electronics | | | | | | [removed: 266.3] [added: 330.3] | | | | | | [removed: 227.2] [added: 266.3] | | | | | | [removed: 229.9] [added: 227.2] | | |

| Engineered Systems | | | | | | [removed: 366.4] [added: 384.8] | | | | | | [removed: 358.4] [added: 366.4] | | | | | | [removed: 386.8] [added: 358.4] | | |

| Total U.S. Government sales | | | | | | $ | [removed: 1,359.9] [added: 1,381.7] | | | | | $ | [removed: 1,193.1] [added: 1,359.9] | | | | | $ | [removed: 818.2] [added: 1,193.1] | |

Our principal U.S. Government customer is the U.S. Department of Defense, [removed: which totaled $1,065.1 million and $876.6 million of our] [added: with] total net sales [removed: for 2022] [added: of $1,081.3 million] and [removed: 2021,] [added: $1,065.1 million in 2023 and 2022,] respectively.

With the exception of the Engineered Systems segment, no U.S Government program in [removed: 2022] [added: 2023] or [removed: 2021] [added: 2022] accounted for more than 10% of net sales for any of our segments or for the total Company.

In [removed: 2022 and 2021,] [added: 2022,] the largest program with the U.S. Government within the Engineered Systems segment was the Mission Operations and Integration [removed: (“MO&I”)] contract with the NASA Marshall Space Flight Center, which represented approximately 11% of Engineered Systems net [removed: sales in both 2022 and 2021.][added: sales.]

Our products include digital imaging sensors, cameras and systems within the visible, infrared and X-ray spectra, monitoring and control instrumentation for marine and environmental applications, harsh environment interconnects, electronic test and measurement equipment, aircraft information management systems, and defense electronics and satellite communication subsystems.

We also supply engineered systems for defense, space, environmental and energy applications.

We also supply water monitoring systems for wastewater monitoring and detection of water-borne pathogens and contaminants of concern.

Finally, we manufacture fixed and portable industrial gas and flame detection instruments used in a variety of industries including petrochemical, power generation, oil and gas, food and beverage, mining and wastewater treatment.

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

grade data centers and in consumer computing applications.

We have a broad and diversified customer base in the various markets we serve.

| Total U.S. Government sales as a percent of total net sales | | | | | | 24.5 | | % | | | | 24.9 | | % | | | | 25.9 | | % |

In 2023, the largest program with the U.S. Government within the Engineered Systems segment was the Marshall Operations, Systems, Services, and Integration II (“MOSSI II”) contract with the NASA Marshall Space Flight Center, which represented approximately 17% of Engineered Systems net sales.

Additionally, U.S. Government contracts are subject

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

While some of our businesses provide services, for those businesses that sell products, a portion of the value that we provide is labor-oriented, such as design, engineering, assembly and test activities.

In manufacturing our products, we use our own production capabilities and third-party suppliers and subcontractors, including international sources.

See Note 17 for additional discussion of other government regulations.

Applications of our instruments provide scientists information that spans

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

We published a supplement to the CSR report in November 2023 to include updated financial information and other information in the report.

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

Our goal is to maintain a safe, hospitable and inclusive work environment in which every employee is encouraged to contribute to the success of the company.

We monitor diversity metrics on a global basis.

Specialized training in a job-related field gives employees new skills and a strong

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

Following the 2021 acquisition of FLIR Systems, Inc. (“FLIR”), we further evolved into a global sensing and decision-support technology company, providing specialty sensors, cameras, instrumentation, algorithms and software across the electromagnetic spectrum, as well as unmanned systems, in the subsea, land and air domains.

Our May 2021 acquisition of FLIR was our largest acquisition to date.

As discussed in Note [18](#i7462350bac404defb2a541675317de68_247), we have completed one acquisition in early 2023, which is part of the Digital Imaging segment.

Teledyne exited the cruise missile turbine engine business in the first quarter of 2021.

We have a large number of customers in the various industries we serve.

Approximately 25% and 26% of our total net sales in 2022 and 2021, respectively, were derived from contracts with agencies of, and prime contractors to, the U.S. Government.

While the current supply chain constraints have not materially affected our business, we have implemented short-term and long-term supplier actions to reduce disruptions and prioritize mitigation.

Prices of certain key raw materials and electronic components have fluctuated in the past and are expected to fluctuate in the future.

We mitigate raw material cost increases primarily with long-term supply agreements and customer price increases.

We expect inflationary and supply chain constraint trends to continue in 2023.

However, we believe our short-term and long-term supplier actions position us well to mitigate and reduce the impact these factors may have on our businesses.

of them, essential either to Teledyne’s business as a whole or to any one of our reportable segments.

The annual royalties

operations.

The CSR report,

Board Oversight

The Audit Committee also oversees risk management, including the impact of climate change-related risks.

*Equality, Diversity and Inclusion*

We are committed to building a more diverse and inclusive workplace, and we actively monitor diversity metrics on a global basis.

We regularly review our policies, processes and practices to ensure that they promote inclusivity for all applicants and employees.

*Employee Well-Being*

*Talent Development*

positions at Teledyne.

Information pertaining to legal proceedings can be found in Note [removed: [1](#i7462350bac404defb2a541675317de68_244)[7](#i7462350bac404defb2a541675317de68_244)] [added: [17](#i6f83aac2124d408f8808118ad2df2224_289)] and is incorporated by reference herein.

[Table of Contents](#i7462350bac404defb2a541675317de68_7)

[Table of [removed: Contents](#i7462350bac404defb2a541675317de68_7)][added: Contents](#i6f83aac2124d408f8808118ad2df2224_7)]

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

For the fiscal year ended [removed: January 1,] [added: December 31,] 2023

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

As of [removed: July 1, 2022,] [added: June 30, 2023,] the aggregate market value of Common Stock (based upon closing price of the stock on the New York Stock Exchange) of the registrant held by non-affiliates was approximately [removed: $17.3] [added: $18.9] billion.

At February [removed: 17, 2023,] [added: 16, 2024,] there were [removed: 46,995,252] [added: 47,376,363] shares of the registrant’s Common Stock outstanding.

Portions of the [removed: registrant's] [added: registrant’s] proxy statement to be filed subsequently with the Securities and Exchange Commission pursuant to Regulation 14A for the [removed: 2022] [added: 2024] Annual Meeting of [removed: Shareholders] [added: Stockholders] are incorporated by reference in Part III of this Annual Report on Form 10-K.

| | | | [Item 1. [removed: Business](#i7462350bac404defb2a541675317de68_13)] [added: Business](#i6f83aac2124d408f8808118ad2df2224_13)] | | | [removed: [1](#i7462350bac404defb2a541675317de68_13)] [added: [1](#i6f83aac2124d408f8808118ad2df2224_13)] | | |

| | | | [Item 1A. Risk [removed: Factors](#i7462350bac404defb2a541675317de68_16)] [added: Factors](#i6f83aac2124d408f8808118ad2df2224_16)] | | | [removed: [6](#i7462350bac404defb2a541675317de68_16)] [added: [6](#i6f83aac2124d408f8808118ad2df2224_16)] | | |

| | | | [Item 1B. Unresolved Staff [removed: Comments](#i7462350bac404defb2a541675317de68_19)] [added: Comments](#i6f83aac2124d408f8808118ad2df2224_19)] | | | [removed: [19](#i7462350bac404defb2a541675317de68_19)] [added: [20](#i6f83aac2124d408f8808118ad2df2224_19)] | | |

| | | | [Item 2. [removed: Properties](#i7462350bac404defb2a541675317de68_22)] [added: Properties](#i6f83aac2124d408f8808118ad2df2224_22)] | | | [removed: [19](#i7462350bac404defb2a541675317de68_22)] [added: [21](#i6f83aac2124d408f8808118ad2df2224_22)] | | |

| | | | [Item 3. Legal [removed: Proceedings](#i7462350bac404defb2a541675317de68_25)] [added: Proceedings](#i6f83aac2124d408f8808118ad2df2224_28)] | | | [removed: [19](#i7462350bac404defb2a541675317de68_25)] [added: [21](#i6f83aac2124d408f8808118ad2df2224_28)] | | |

| | | | [Item 4. Mine Safety [removed: Disclosures](#i7462350bac404defb2a541675317de68_28)] [added: Disclosures](#i6f83aac2124d408f8808118ad2df2224_31)] | | | [removed: [20](#i7462350bac404defb2a541675317de68_28)] [added: [21](#i6f83aac2124d408f8808118ad2df2224_31)] | | |

| | | | [Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i7462350bac404defb2a541675317de68_34)] [added: Securities](#i6f83aac2124d408f8808118ad2df2224_37)] | | | [removed: [20](#i7462350bac404defb2a541675317de68_34)] [added: [21](#i6f83aac2124d408f8808118ad2df2224_37)] | | |

| | | | [Item [removed: 6.](#i7462350bac404defb2a541675317de68_37) [\[](#i7462350bac404defb2a541675317de68_37)Reserved\]] [added: 6.](#i6f83aac2124d408f8808118ad2df2224_40) [\[](#i6f83aac2124d408f8808118ad2df2224_40)Reserved\]] | | | [removed: [20](#i7462350bac404defb2a541675317de68_37)] [added: [21](#i6f83aac2124d408f8808118ad2df2224_40)] | | |

| | | | [Item 7. Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operation](#i7462350bac404defb2a541675317de68_40)s] [added: Operation](#i6f83aac2124d408f8808118ad2df2224_43)s] | | | [removed: [20](#i7462350bac404defb2a541675317de68_40)] [added: [21](#i6f83aac2124d408f8808118ad2df2224_43)] | | |

| | | | [Item 7A. Quantitative and Qualitative [removed: Disclosure](#i7462350bac404defb2a541675317de68_79)[s](#i7462350bac404defb2a541675317de68_79)] [added: Disclosure](#i6f83aac2124d408f8808118ad2df2224_106)[s](#i6f83aac2124d408f8808118ad2df2224_106)] [About Market [removed: Risk](#i7462350bac404defb2a541675317de68_79)] [added: Risk](#i6f83aac2124d408f8808118ad2df2224_106)] | | | [removed: [33](#i7462350bac404defb2a541675317de68_79)] [added: [34](#i6f83aac2124d408f8808118ad2df2224_106)] | | |

| | | | [Item 8. Financial Statements and Supplementary [removed: Data](#i7462350bac404defb2a541675317de68_85)] [added: Data](#i6f83aac2124d408f8808118ad2df2224_112)] | | | [removed: [33](#i7462350bac404defb2a541675317de68_85)] [added: [34](#i6f83aac2124d408f8808118ad2df2224_112)] | | |

| | | | [Item 9. Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i7462350bac404defb2a541675317de68_91)] [added: Disclosure](#i6f83aac2124d408f8808118ad2df2224_118)] | | | [removed: [33](#i7462350bac404defb2a541675317de68_91)] [added: [34](#i6f83aac2124d408f8808118ad2df2224_118)] | | |

| | | | [Item 9A. Controls and [removed: Procedures](#i7462350bac404defb2a541675317de68_97)] [added: Procedures](#i6f83aac2124d408f8808118ad2df2224_124)] | | | [removed: [33](#i7462350bac404defb2a541675317de68_97)] [added: [34](#i6f83aac2124d408f8808118ad2df2224_124)] | | |

| | | | [Item 9B. Other [removed: Information](#i7462350bac404defb2a541675317de68_109)] [added: Information](#i6f83aac2124d408f8808118ad2df2224_136)] | | | [removed: [34](#i7462350bac404defb2a541675317de68_109)] [added: [34](#i6f83aac2124d408f8808118ad2df2224_136)] | | |

| | | | [Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i7462350bac404defb2a541675317de68_115)] [added: Inspections](#i6f83aac2124d408f8808118ad2df2224_142)] | | | [removed: [34](#i7462350bac404defb2a541675317de68_115)] [added: [34](#i6f83aac2124d408f8808118ad2df2224_142)] | | |

| | | | [Item 10. Directors, Executive Officers and Corporate [removed: Governance](#i7462350bac404defb2a541675317de68_121)] [added: Governance](#i6f83aac2124d408f8808118ad2df2224_148)] | | | [removed: [34](#i7462350bac404defb2a541675317de68_121)] [added: [34](#i6f83aac2124d408f8808118ad2df2224_148)] | | |

| | | | [Item 11. Executive [removed: Compensation](#i7462350bac404defb2a541675317de68_127)] [added: Compensation](#i6f83aac2124d408f8808118ad2df2224_154)] | | | [removed: [34](#i7462350bac404defb2a541675317de68_127)] [added: [35](#i6f83aac2124d408f8808118ad2df2224_154)] | | |

| | | | [Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i7462350bac404defb2a541675317de68_133)] [added: Matters](#i6f83aac2124d408f8808118ad2df2224_160)] | | | [removed: [34](#i7462350bac404defb2a541675317de68_133)] [added: [35](#i6f83aac2124d408f8808118ad2df2224_160)] | | |

| | | | [Item 13. Certain Relationships and Related Transactions, and Director [removed: Independence](#i7462350bac404defb2a541675317de68_139)] [added: Independence](#i6f83aac2124d408f8808118ad2df2224_166)] | | | [removed: [34](#i7462350bac404defb2a541675317de68_139)] [added: [35](#i6f83aac2124d408f8808118ad2df2224_166)] | | |

| | | | [Item 14. Principal Accountant Fees and [removed: Services](#i7462350bac404defb2a541675317de68_145)] [added: Services](#i6f83aac2124d408f8808118ad2df2224_172)] | | | [removed: [34](#i7462350bac404defb2a541675317de68_145)] [added: [35](#i6f83aac2124d408f8808118ad2df2224_172)] | | |

| | | | [Item 15. Exhibits and Financial Statement [removed: Schedules](#i7462350bac404defb2a541675317de68_154)] [added: Schedules](#i6f83aac2124d408f8808118ad2df2224_181)] | | | [removed: [34](#i7462350bac404defb2a541675317de68_154)] [added: [35](#i6f83aac2124d408f8808118ad2df2224_181)] | | |

| | | | [removed: [I](#i7462350bac404defb2a541675317de68_160)[ndex](#i7462350bac404defb2a541675317de68_160) [](#i7462350bac404defb2a541675317de68_160)[to](#i7462350bac404defb2a541675317de68_160) [F](#i7462350bac404defb2a541675317de68_160)[inancial](#i7462350bac404defb2a541675317de68_160) [S](#i7462350bac404defb2a541675317de68_160)[tatements and](#i7462350bac404defb2a541675317de68_160) [R](#i7462350bac404defb2a541675317de68_160)[elated](#i7462350bac404defb2a541675317de68_160) [I](#i7462350bac404defb2a541675317de68_160)[nformation](#i7462350bac404defb2a541675317de68_160)] [added: [I](#i6f83aac2124d408f8808118ad2df2224_187)[ndex](#i6f83aac2124d408f8808118ad2df2224_187) [](#i6f83aac2124d408f8808118ad2df2224_187)[to](#i6f83aac2124d408f8808118ad2df2224_187) [F](#i6f83aac2124d408f8808118ad2df2224_187)[inancial](#i6f83aac2124d408f8808118ad2df2224_187) [S](#i6f83aac2124d408f8808118ad2df2224_187)[tatements and](#i6f83aac2124d408f8808118ad2df2224_187) [R](#i6f83aac2124d408f8808118ad2df2224_187)[elated](#i6f83aac2124d408f8808118ad2df2224_187) [I](#i6f83aac2124d408f8808118ad2df2224_187)[nformation](#i6f83aac2124d408f8808118ad2df2224_187)] | | | [removed: [36](#i7462350bac404defb2a541675317de68_160)] [added: [36](#i6f83aac2124d408f8808118ad2df2224_187)] | | |

| | | | [Item 16. Form 10-K [removed: Summary](#i7462350bac404defb2a541675317de68_259)] [added: Summary](#i6f83aac2124d408f8808118ad2df2224_304)] | | | [removed: [74](#i7462350bac404defb2a541675317de68_259)] [added: [72](#i6f83aac2124d408f8808118ad2df2224_304)] | | |

In this Annual Report on Form 10-K, Teledyne Technologies Incorporated is [removed: sometimes] referred to as the “Company”, “Teledyne”, [removed: "we", "our"] [added: “we”, “our”] or [removed: "us".][added: “us”.]

For a discussion of risk factors and uncertainties associated with Teledyne and any forward-looking statements made by us, see the discussion beginning on page [removed: [6](#i7462350bac404defb2a541675317de68_16)] [added: [6](#i6f83aac2124d408f8808118ad2df2224_16)] of this Annual Report on Form 10-K.

In this document, for any references to Note [removed: [1](#i7462350bac404defb2a541675317de68_193)] [added: [1](#i6f83aac2124d408f8808118ad2df2224_220)] through Note [removed: [1](#i7462350bac404defb2a541675317de68_247)[8](#i7462350bac404defb2a541675317de68_247),] [added: [18](#i6f83aac2124d408f8808118ad2df2224_292),] refer to the Notes to Consolidated Financial Statements in this Annual Report on Form 10-K.

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

| | | | [Item 1](#i6f83aac2124d408f8808118ad2df2224_2199023258248)[C](#i6f83aac2124d408f8808118ad2df2224_2199023258248)[.](#i6f83aac2124d408f8808118ad2df2224_2199023258248) [C](#i6f83aac2124d408f8808118ad2df2224_2199023258248)ybersecurity | | | [20](#i6f83aac2124d408f8808118ad2df2224_2199023258248) | | |

| | | | [Exhibit Index](#i6f83aac2124d408f8808118ad2df2224_307) | | | [73](#i6f83aac2124d408f8808118ad2df2224_307) | | |

| | | | [Signatures](#i6f83aac2124d408f8808118ad2df2224_310) | | | [78](#i6f83aac2124d408f8808118ad2df2224_310) | | |

| | | | | | | | | |

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

| | | | [Exhibit](#i7462350bac404defb2a541675317de68_262) [Index](#i7462350bac404defb2a541675317de68_262) | | | [75](#i7462350bac404defb2a541675317de68_262) | | |

| | | | [Signatures](#i7462350bac404defb2a541675317de68_265) | | | [80](#i7462350bac404defb2a541675317de68_265) | | |

The Company has [removed: 77] [added: 76] principal operating facilities in 20 states and 10 foreign countries.

At [removed: January 1,] [added: December 31,] 2023, our principal operating facilities by segment were located as follows (countries and states listed alphabetically):

- Digital Imaging - Belgium, Canada, Estonia, France, the Netherlands, Norway, [added: Spain,] Sweden, the United [removed: Arab Emirates, the United] Kingdom and the United States

- Instrumentation - Denmark, France, [removed: the] United Kingdom and the United States

As of February [removed: 17, 2023,] [added: 16, 2024,] there were [removed: 2,423] [added: 2,256] holders of record of the Common Stock.

We intend to use future earnings to fund the development and growth of our [removed: businesses, including through potential acquisitions.][added: businesses.]

See [removed: Note [11](#i7462350bac404defb2a541675317de68_220)] [added: [Note](#i6f83aac2124d408f8808118ad2df2224_223) [2](#i6f83aac2124d408f8808118ad2df2224_223)] for additional information about our stock repurchase program.

Additional information required by this item is set forth in the 2024 Proxy Statement under the caption and “Securities Authorized for Issuance Under Equity Compensation Plans” and is incorporated herein by reference.

The information required by this item is included in this Report on pages [removed: [36](#i7462350bac404defb2a541675317de68_154)] [added: [36](#i6f83aac2124d408f8808118ad2df2224_187)] through [removed: [74](#i7462350bac404defb2a541675317de68_256).][added: [72](#i6f83aac2124d408f8808118ad2df2224_301).]

See the “Index to Financial Statements and Related Information” on page [removed: [36](#i7462350bac404defb2a541675317de68_157).][added: [36](#i6f83aac2124d408f8808118ad2df2224_187).]

The Company’s [removed: Chairman, President and] Chief Executive Officer and Senior Vice President and Chief Financial Officer, with the participation and assistance of other members of management, have evaluated the effectiveness, as of [removed: January 1,] [added: December 31,] 2023, of the Company’s “disclosure controls and procedures,” as that term is defined in Rule 13a-15(e) under the Exchange Act.

Based upon that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that the disclosure controls and procedures as of [removed: January 1,] [added: December 31,] 2023, are effective.

See Management Statement on page [removed: [37](#i7462350bac404defb2a541675317de68_163)] [added: [37](#i6f83aac2124d408f8808118ad2df2224_190)] for management’s annual report on internal control over financial reporting.

See Report of Independent Registered Public Accounting Firm on page [removed: [38](#i7462350bac404defb2a541675317de68_166)] [added: [38](#i6f83aac2124d408f8808118ad2df2224_193)] for Deloitte & Touche LLP’s attestation report on the Report of Management on Teledyne Technologies Incorporated’s Internal Control over Financial Reporting.

There was no change in the Company’s “internal control over financial reporting” (as such term is defined in Rule 13a-15(f) under the Exchange Act) that occurred during the quarter ended [removed: January 1,] [added: December 31,] 2023, that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

The Company maintains a Sarbanes-Oxley Disclosure Committee, which is comprised of senior representatives of the Company, including members of [removed: our finance,] [added: its] accounting, [removed: tax,] [added: finance, human resources, information technology,] internal [removed: audit and] [added: audit,] legal [added: and tax] departments.

[Table of Contents](#i7462350bac404defb2a541675317de68_7)

Director and Officer Trading Arrangements

None of the Company’s directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the Company’s fiscal quarter ended December 31, 2023.

None.

[removed: The information required by this item is set forth in the 2023 Proxy Statement under the captions “Executive] Management”, “Item 1 on Proxy Card - Election of Directors,” “Board Composition and Practices,” “Corporate Governance,” “Committees of Our Board of Directors - Audit Committee” and “Report of the Audit Committee” and is incorporated herein by reference.

The information required by this item is set forth in the 2024 Proxy Statement under the captions “Executive

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

The information required by this item is set forth in the [removed: 2023] [added: 2024] Proxy Statement under the captions “Executive and Director Compensation” and “Personnel and Compensation Committee Report” incorporated herein by reference.

The information required by this item is set forth in the [removed: 2023] [added: 2024] Proxy Statement under the caption “Stock Ownership Information” and “Securities Authorized for Issuance Under Equity Compensation Plans” and is incorporated herein by reference.

The information required by this item is set forth in the [removed: 2023] [added: 2024] Proxy Statement under the captions “Corporate Governance” and “Certain Transactions” and is incorporated herein by reference.

The information required by this item is set forth in the [removed: 2023] [added: 2024] Proxy Statement under the captions “Fees Billed by Independent Registered Public Accounting Firm” and “Audit Committee Pre-Approval Policies” under “Item 2 on Proxy Card - Ratification of Appointment of Independent Registered Public Accounting Firm” and is incorporated herein by reference.

See the “Index to Financial Statements and Related Information” on page [removed: [3](#i7462350bac404defb2a541675317de68_157)[6](#i7462350bac404defb2a541675317de68_157)] [added: [36](#i6f83aac2124d408f8808118ad2df2224_187)] of this Report, which is incorporated herein by [added: reference.]

[Table of [removed: Contents](#i7462350bac404defb2a541675317de68_7)][added: Contents](#i6f83aac2124d408f8808118ad2df2224_7)]

See Schedule II captioned “Valuation and Qualifying Accounts” on page [removed: [74](#i7462350bac404defb2a541675317de68_256)] [added: [72](#i6f83aac2124d408f8808118ad2df2224_301)] of this Report, which is incorporated herein by reference.

| [Report of Independent Registered Public Accounting [removed: Firm](#i7462350bac404defb2a541675317de68_166)] [added: Firm](#i6f83aac2124d408f8808118ad2df2224_193)] (PCAOB ID No. 34) | | | [removed: [38](#i7462350bac404defb2a541675317de68_166)] [added: [38](#i6f83aac2124d408f8808118ad2df2224_193)] | | |

| [Report of Independent Registered Public Accounting [removed: Firm](#i7462350bac404defb2a541675317de68_169)] [added: Firm](#i6f83aac2124d408f8808118ad2df2224_196)] (PCAOB ID No. 34) | | | [removed: [39](#i7462350bac404defb2a541675317de68_169)] [added: [39](#i6f83aac2124d408f8808118ad2df2224_196)] | | |

| [Consolidated Statements of [removed: Income](#i7462350bac404defb2a541675317de68_172)] [added: Income](#i6f83aac2124d408f8808118ad2df2224_199)] | | | [removed: [41](#i7462350bac404defb2a541675317de68_172)] [added: [41](#i6f83aac2124d408f8808118ad2df2224_199)] | | |

| [Consolidated Statements of Comprehensive [removed: Income](#i7462350bac404defb2a541675317de68_175)] [added: Income](#i6f83aac2124d408f8808118ad2df2224_202)] | | | [removed: [41](#i7462350bac404defb2a541675317de68_175)] [added: [41](#i6f83aac2124d408f8808118ad2df2224_202)] | | |

| [Consolidated Balance [removed: Sheets](#i7462350bac404defb2a541675317de68_178)] [added: Sheets](#i6f83aac2124d408f8808118ad2df2224_205)] | | | [removed: [42](#i7462350bac404defb2a541675317de68_178)] [added: [42](#i6f83aac2124d408f8808118ad2df2224_205)] | | |

| [Consolidated Statements of Stockholders’ [removed: Equity](#i7462350bac404defb2a541675317de68_184)] [added: Equity](#i6f83aac2124d408f8808118ad2df2224_211)] | | | [removed: [43](#i7462350bac404defb2a541675317de68_184)] [added: [43](#i6f83aac2124d408f8808118ad2df2224_211)] | | |

| [Consolidated Statements of Cash [removed: Flows](#i7462350bac404defb2a541675317de68_187)] [added: Flows](#i6f83aac2124d408f8808118ad2df2224_214)] | | | [removed: [44](#i7462350bac404defb2a541675317de68_187)] [added: [44](#i6f83aac2124d408f8808118ad2df2224_214)] | | |

| [Notes [removed: to](#i7462350bac404defb2a541675317de68_190) [](#i7462350bac404defb2a541675317de68_190)[Consolidated] [added: to Consolidated] Financial [removed: Statements](#i7462350bac404defb2a541675317de68_190)] [added: Statements](#i6f83aac2124d408f8808118ad2df2224_217)] | | | [removed: [45](#i7462350bac404defb2a541675317de68_190)] [added: [45](#i6f83aac2124d408f8808118ad2df2224_217)] | | |

| [Schedule II - Valuation and Qualifying [removed: Accounts](#i7462350bac404defb2a541675317de68_256)] [added: Accounts](#i6f83aac2124d408f8808118ad2df2224_301)] | | | [removed: [74](#i7462350bac404defb2a541675317de68_256)] [added: [72](#i6f83aac2124d408f8808118ad2df2224_301)] | | |

We conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting as of [removed: January 1,] [added: December 31,] 2023.

Based on this evaluation we believe that, as of [removed: January 1,] [added: December 31,] 2023, the Company’s internal controls over financial reporting were effective.

Their report appears on page [removed: [38](#i7462350bac404defb2a541675317de68_166)] [added: [38](#i6f83aac2124d408f8808118ad2df2224_193)] of this Annual Report.

Date: February [removed: 24, 2023][added: 23, 2024]

| [removed: Chairman, President and] Chief Executive Officer | | |

We have audited the internal control over financial reporting of Teledyne Technologies Incorporated and subsidiaries (the “Company”) as of [removed: January 1,] [added: December 31,] 2023, based on criteria established in *Internal Control — Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of [removed: January 1,] [added: December 31,] 2023, based on criteria established in *Internal Control — Integrated Framework (2013)* issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended [removed: January 1,] [added: December 31,] 2023, of the Company and our report dated February [removed: 24, 2023,] [added: 23, 2024,] expressed an unqualified opinion on those financial statements.

[removed: February 24, 2023][added: | | | | | | | 2023 | | | | | | | | | | | | | | | | | | | | |]

We have audited the accompanying consolidated balance sheets of Teledyne Technologies Incorporated and subsidiaries (the [removed: "Company")] [added: “Company”)] as of [removed: January 1,] [added: December 31,] 2023 and January [removed: 2, 2022,] [added: 1, 2023,] the related consolidated statements of income, comprehensive income, [removed: stockholders'] [added: stockholders’] equity, and cash flows, for each of the three years in the period ended [removed: January 1,] [added: December 31,] 2023, and the related notes and the schedule listed in the Index at Item [removed: [15](#i7462350bac404defb2a541675317de68_154)] [added: [15](#i6f83aac2124d408f8808118ad2df2224_181)] (collectively referred to as the [removed: "financial statements").][added: “financial statements”).]

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of [removed: January 1,] [added: December 31,] 2023 and January [removed: 2, 2022,] [added: 1, 2023,] and the results of its operations and its cash flows for each of the three years in the period ended [removed: January 1,] [added: December 31,] 2023, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the [removed: Company's] [added: Company’s] internal control over financial reporting as of [removed: January 1,] [added: December 31,] 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February [removed: 24, 2023,] [added: 23, 2024,] expressed an unqualified opinion on the [removed: Company's] [added: Company’s] internal control over financial reporting.

[removed: Goodwill and Indefinite-Lived] [added: Indefinite-Lived] Trademarks – [removed: FLIR Reporting Unit and Trademarks -] Refer to Notes 2, [removed: 3,] [added: 4,] and 6 to the financial statements

The Company’s evaluation of goodwill [removed: and indefinite lived intangible assets] for impairment involves the comparison of the fair value of each reporting unit [removed: and indefinite lived intangible asset] to the respective carrying value.

[removed: Management] [added: For goodwill impairment testing using the quantitative approach, the Company] used a combination of the discounted cash flow approach and the market approach to estimate fair value of the FLIR reporting [removed: unit, and the relief from royalty approach to estimate fair value of the FLIR indefinite lived trademarks.][added: unit.]

Given the [removed: estimation of fair value of both the FLIR reporting unit and FLIR indefinite lived trademarks requires management to make] significant estimates and assumptions [removed: related] [added: made by management] to [added: estimate] the [removed: forecasts] [added: fair value] of [removed: future revenue projections] [added: the FLIR indefinite-lived trademark] and the [removed: selection of] [added: difference between] the [removed: discount rates,] [added: FLIR indefinite-lived trademark’s fair value and carrying value,] performing audit procedures to evaluate the reasonableness of [removed: these] [added: management’s] estimates and [removed: assumptions] [added: assumptions, specifically related to the projected revenues and the selected royalty rate and discount rate,] required a high degree of auditor judgment and an increased extent of effort, including the need to involve our [removed: internal] fair value specialists.

Our audit procedures related to [removed: the forecasts of future] [added: (1)] revenue projections and [added: (2)] the [added: selection of the] discount rate used to estimate the fair value of the [removed: FLIR reporting unit and the FLIR indefinite lived trademark as of the impairment test date] [added: goodwill acquired] included the following, among others:

- We tested the effectiveness of management’s controls over the [removed: forecasted future] revenue projections and the selected [added: royalty rate and] discount rate [added: assumptions] used to [removed: both] estimate the fair value [removed: and perform the quantitative impairment tests for] [added: of] the FLIR [removed: reporting unit and FLIR indefinite lived trademarks.][added: indefinite-lived trademark.]

- We evaluated the reasonableness of the revenue projections by comparing them to (1) FLIR and third-party historical financial data, (2) current economic factors and analyst reports of [removed: FLIR] [added: the Company] and companies in its peer group, [removed: and] (3) [added: industry reports, (4) assumptions used by] the [removed: Company’s similar historical acquisitions] [added: Company in its budgeting process,] and [removed: reporting units.][added: (5) order backlog.]

- We performed a sensitivity analysis by varying [added: the] projected revenue [added: and selected discount rate] assumptions.

- With the assistance of our fair value specialists, we performed an analysis comparing applicable industry forecasted long-term revenue growth rates to management’s projected revenues used within the valuation [removed: models.][added: model.]

- With the assistance of our fair value specialists, we evaluated the [removed: discount rates, including testing the underlying source information and the mathematical accuracy] [added: reasonableness] of the [removed: calculations, and] [added: selected discount rate by] developing a range of independent estimates [removed: of the discount rates] and comparing those to the discount [removed: rates] [added: rate] selected by management.

| | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Net sales | | | | | | $ | [removed: 5,458.6] [added: 5,635.5] | | | | | $ | [removed: 4,614.3] [added: 5,458.6] | | | | | $ | [removed: 3,086.2] [added: 4,614.3] | | | | | | | | | | | | | | | | | | | | | | | | | |

| Cost of sales | | | | | | [removed: 3,128.3] [added: 3,196.1] | | | | | | [removed: 2,772.9] [added: 3,128.3] | | | | | | [removed: 1,905.3] [added: 2,772.9] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Selling, general and administrative | | | | | | [removed: 1,156.6] [added: 1,208.3] | | | | | | [removed: 1,067.8] [added: 1,156.6] | | | | | | [removed: 662.0] [added: 1,067.8] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Acquired intangible asset amortization | | | | | | [removed: 201.7] [added: 196.7] | | | | | | [removed: 149.3] [added: 201.7] | | | | | | [removed: 38.8] [added: 149.3] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Total costs and expenses | | | | | | [removed: 4,486.6] [added: 4,601.1] | | | | | | [removed: 3,990.0] [added: 4,486.6] | | | | | | [removed: 2,606.1] [added: 3,990.0] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| [Management Statement](#i6f83aac2124d408f8808118ad2df2224_190) | | | [37](#i6f83aac2124d408f8808118ad2df2224_190) | | |

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

| /s/ EDWIN ROKS | | |

| Edwin Roks | | |

Date: February 23, 2024

| /s/ STEPHEN F. BLACKWOOD | | |

| Stephen F. Blackwood | | |

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

February 23, 2024

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

Goodwill – Refer to Notes 2, 4, and 6 to the financial statements

The Company’s goodwill balance was $8,002.8 million as of December 31, 2023, of which $5,874.6 million was allocated to the FLIR reporting unit.

The application of the discounted cash flow model requires management to make significant estimates and assumptions related to projected revenues and the selected discount rate.

Given the significant estimates and assumptions made by management to estimate the fair value of the FLIR reporting unit and the difference between the FLIR reporting unit’s fair value and carrying value, performing audit procedures to evaluate the reasonableness of management’s estimates and assumptions, specifically related to the projected revenues and selected discount rate, required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

- We tested the effectiveness of management’s controls over the revenue projections and discount rate assumptions used to estimate the fair value of the FLIR reporting unit.

*Critical Audit Matter Description*

The Company’s evaluation of indefinite-lived trademarks for impairment involves the comparison of the fair value of indefinite-lived trademark to the respective carrying value.

For indefinite-lived trademark impairment testing using the quantitative approach, the Company estimated the fair value of its trademarks through the use of a relief from royalty approach based on its best estimate of amounts and timing of projected revenues and compared the estimated fair value to the carrying value of the corresponding trademark.

The FLIR indefinite-lived trademark balance was $685.3 million as of December 31, 2023, which is a component of the Company’s intangible assets balance of $2,278.1 million as of December 31, 2023.

The application of the relief from royalty method requires management to make significant estimates and assumptions related to projected revenues, as well as the selected royalty rate and discount rate.

*How the Critical Audit Matter Was Addressed in the Audit*

Our audit procedures related to (1) revenue projections and (2) the selection of the discount rate used to estimate the fair value of the goodwill acquired included the following, among others:

- We evaluated the reasonableness of the revenue projections by comparing them to (1) FLIR and third-party historical financial data, (2) current economic factors and analyst reports of the Company and companies in its peer group, (3) industry reports, (4) assumptions used by the Company in its budgeting process, and (5) order backlog.

- We performed a sensitivity analysis by varying the projected revenues, the selected royalty rate, and discount rate assumptions.

- With the assistance of our fair value specialists, we performed an analysis comparing applicable industry forecasted long-term revenue growth rates to management’s projected revenues used within the valuation model.

- With the assistance of our fair value specialists, we evaluated the reasonableness of the selected discount rate and royalty rate by developing a range of independent estimates and comparing those to the discount rate and royalty rate selected by management.

February 23, 2024

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

| | | | | | | 2023 | | | | | | 2022 | | |

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

| Stock-based compensation and other | | | | | | — | | | | | | 28.5 | | | | | | — | | | | | | — | | | | | | — | | | | | | 28.5 | | | | | | | | | | | | | | | | | |

| Balance, December 31, 2023 | | | | | | $ | 0.5 | | | | | $ | 4,407.3 | | | | | $ | 5,447.5 | | | | | $ | — | | | | | $ | (634.1) | | | | | $ | 9,221.2 | | | | | | | | | | | | | | | | |

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

| Net proceeds (repayments) from credit facility | | | | | | (125.0) | | | | | | — | | | | | | — | | |

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

December 31, 2023

Teledyne’s products include digital imaging sensors, cameras and systems within the visible, infrared and X-ray spectra, monitoring and control instrumentation for marine and environmental applications, harsh environment interconnects, electronic test and measurement equipment, aircraft information management systems, and defense electronics and satellite communication subsystems.

The Company also supply engineered systems for defense, space, environmental and energy applications.

reference.

| | | | | | |

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

| [Management Statement](#i7462350bac404defb2a541675317de68_163) | | | [37](#i7462350bac404defb2a541675317de68_163) | | |

| /s/ ROBERT MEHRABIAN | | |

| Robert Mehrabian | | |

| /s/ SUSAN L. MAIN | | |

| Susan L. Main | | |

The Company performed annual impairment tests using quantitative approaches for the FLIR reporting unit goodwill and the FLIR indefinite lived trademarks.

As of the annual impairment test date, the carrying value of the FLIR reporting unit goodwill and the FLIR indefinite lived trademarks were $5,748.0 million and $685.0 million, respectively.

The estimation of fair value using these quantitative approaches requires management to make significant estimates and assumptions related to future revenue projections and the selected discount rates.

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

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

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

| Balance, December 29, 2019 | | | | | | $ | 0.4 | | | | | $ | 360.5 | | | | | $ | 2,926.0 | | | | | $ | (96.4) | | | | | $ | (475.8) | | | | | $ | 2,714.7 | | | | | | | | | | | | | | | | |

| Stock-based compensation | | | | | | 31.5 | | | | | | 33.9 | | | | | | 30.0 | | |

January 1, 2023

Following the 2021 acquisition of FLIR Systems, Inc. (“FLIR”), the Company further evolved into a global sensing and decision-support technology company, providing specialty sensors, cameras, instrumentation, algorithms and software across the electromagnetic spectrum, as well as unmanned systems, in the subsea, land and air domains.

*Basis of Presentation*

Certain prior year amounts have been reclassified to conform to the current period presentation.

In the current year, gain (loss) on debt extinguishment is presented as separate line item on the income statement.

Amounts billed

to return, repair and/or replace the product are considered when establishing a product warranty reserve.

The estimation of this variable consideration and determination of whether to include estimated

Finance leases are included in property and equipment, current accrued liabilities, and other long-term liabilities in the consolidated balance sheets.

In evaluating the Company's ability to recover its deferred tax assets

In addition, the Company has converted domestic U.S. variable rate debt to fixed rate debt using a receive variable, pay fixed interest rate swap.

The interest rate swap is designated as a cash flow hedge.

transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.

In September 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2022-04, Liabilities-Supplier Finance Programs (Topic 405-50): Disclosure of Supplier Finance Program Obligations.

This standard requires annual disclosure of the key terms of supplier finance programs, obligations outstanding with a description of where the amounts are presented in the financial statements, a rollforward of such amounts, and interim disclosure of amounts outstanding as of the end of each period.

This standard does not affect recognition, measurement or financial statement presentation of supplier finance obligations.

The guidance requires retrospective application to all periods in which a balance sheet is presented, except for the rollforward requirement, which will be applied prospectively.

The ASU becomes effective January 1, 2023, except for the rollforward, which is effective on January 1, 2024.

| (a) Net of cash acquired; an immaterial portion of NL Acoustics will be paid in 2023. | | | | | | | | | | | | | | | | | | | | | | | | | | |

upon their respective fair values as of the date of the completion of the acquisition.

FLIR stockholders received $28.00 per share in cash and 0.0718 shares of Teledyne common stock for each FLIR share, and Teledyne issued approximately 9.5 million shares at $409.41 per share.

See Note 8 for information regarding financing activities undertaken in connection with the FLIR acquisition.

FLIR is an industrial technology company focused on intelligent sensing solutions for defense and industrial applications.

FLIR offers a diversified portfolio that serves a number of applications in government and defense, industrial, and commercial markets.

[Table of [removed: Contents](#i7462350bac404defb2a541675317de68_7)][added: Contents](#i6f83aac2124d408f8808118ad2df2224_7)]

| 3.2 | | | | | | [removed: [F](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000133/fourthamendedandrestatedby.htm)[o](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000133/fourthamendedandrestatedby.htm)[urth](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000133/fourthamendedandrestatedby.htm) [Amended] [added: [Fourth Amended] and Restated Bylaws of Teledyne Technologies Incorporated (incorporated by reference to Exhibit [removed: 3.](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000133/fourthamendedandrestatedby.htm)[2](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000133/fourthamendedandrestatedby.htm) [to] [added: 3.2 to] the Company’s Current Report on Form 8-K [removed: dated](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000133/fourthamendedandrestatedby.htm) [December] [added: dated December] 20, [removed: 2022](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000133/fourthamendedandrestatedby.htm) [(File] [added: 2022 (File] No. 1-15295))](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000133/fourthamendedandrestatedby.htm) | | |

| 4.1 | | | | | | [Description of the [removed: Registrant's Securities](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000049/exhibit41-descriptionofsec.htm) [(incorporated](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000049/exhibit41-descriptionofsec.htm) [by reference](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000049/exhibit41-descriptionofsec.htm) [to Ex](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000049/exhibit41-descriptionofsec.htm)[hibit] [added: Registrant](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000049/exhibit41-descriptionofsec.htm)[’](https://www.sec.gov/Archives/edgar/data/1094285/000119312521161542/d494339dex102.htm)[s Securities (incorporated by reference to Exhibit] 4.1 to the [removed: Company's] [added: Company](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000049/exhibit41-descriptionofsec.htm)[’](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000133/fourthamendedandrestatedby.htm)[s] Annual Report on Form 10-K for the [removed: fiscal](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000049/exhibit41-descriptionofsec.htm) [year] [added: fiscal year] ended January 2, 2022 [removed: (File](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000049/exhibit41-descriptionofsec.htm) [No. 1-15295)](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000049/exhibit41-descriptionofsec.htm)[)](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000049/exhibit41-descriptionofsec.htm)] [added: (File No. 1-15295))](https://www.sec.gov/Archives/edgar/data/1094285/000109428522000049/exhibit41-descriptionofsec.htm)] | | |

| 4.4 | | | | | | [Form of [removed: 0.650%] [added: 0.950%] Notes due [removed: 2023] [added: 2024] (form included as Exhibit [removed: A] [added: B] to the First Supplemental Indenture files as Exhibit 4.3)](https://www.sec.gov/Archives/edgar/data/1094285/000119312521089077/d159327dex42.htm) | | |

| 4.5 | | | | | | [Form of [removed: 0.950%] [added: 1.600%] Notes due [removed: 2024] [added: 2026] (form included as Exhibit [removed: B] [added: C] to the First Supplemental Indenture files as Exhibit 4.3)](https://www.sec.gov/Archives/edgar/data/1094285/000119312521089077/d159327dex42.htm) | | |

| 4.6 | | | | | | [Form of [removed: 1.600%] [added: 2.250%] Notes due [removed: 2026] [added: 2028] (form included as Exhibit [removed: C] [added: D] to the First Supplemental Indenture [removed: files] [added: filed] as Exhibit 4.3)](https://www.sec.gov/Archives/edgar/data/1094285/000119312521089077/d159327dex42.htm) | | |

| 4.7 | | | | | | [Form of [removed: 2.250%] [added: 2.750%] Notes due [removed: 2028] [added: 2031] (form included as Exhibit [removed: D] [added: E] to the First Supplemental Indenture filed as Exhibit 4.3)](https://www.sec.gov/Archives/edgar/data/1094285/000119312521089077/d159327dex42.htm) | | |

| 10.1 | | | | | | [Employee Benefits Agreement between Allegheny Teledyne Incorporated and Teledyne Technologies Incorporated (incorporated by reference to Exhibit 10.3 to the [removed: Company's] [added: Company](http://www.sec.gov/Archives/edgar/data/1094285/0000950128-99-001168-index.html)[’](https://www.sec.gov/Archives/edgar/data/1094285/000119312521161542/d494339dex102.htm)[s] Current Report on Form 8-K/A (Amendment No. 1) dated as of November 29, 1999 (File No. 1-15295))†](http://www.sec.gov/Archives/edgar/data/1094285/0000950128-99-001168-index.html) | | | | | |

| 10.2 | | | | | | [Teledyne Technologies Incorporated [added: Amended and Restated] 2008 Incentive Award Plan (incorporated by reference to Annex A of the Company’s Definitive Proxy Statement filed March [removed: 7, 2008] [added: 8, 2012] (File No. [removed: 1-15295))†](http://www.sec.gov/Archives/edgar/data/1094285/000095015208001764/l29604bdef14a.htm)] [added: 1-15295))†](https://www.sec.gov/Archives/edgar/data/1094285/000119312512103227/d309537ddef14a.htm)] | | | | | |

| 10.3 | | | | | | [removed: [Teledyne Technologies Incorporated Administrative] [added: [Administrative] Rules of the [added: Teledyne Technologies Incorporated Amended and Restated] 2008 Incentive Award Plan Related to Non-Employee Director Stock Compensation (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended [removed: March 30, 2008] [added: April 1, 2012] (File No. [removed: 1-15295))†](http://www.sec.gov/Archives/edgar/data/1094285/000095012408002202/v40430exv10w2.htm)] [added: 1-15295))†](https://www.sec.gov/Archives/edgar/data/1094285/000119312512212008/d329534dex102.htm)] | | | | | |

| [removed: 10.4] [added: 10.5] | | | | | | [Form of [removed: Stock Option Agreement] [added: stock option agreement and conditions] under the [removed: 2008] [added: Teledyne Technologies Incorporated 2014] Incentive Award Plan (incorporated by reference to Exhibit [removed: 10.1] [added: 10.2] to the Company’s Current Report on Form 8-K dated [removed: January 19, 2010 (File No.1-15295))†](http://www.sec.gov/Archives/edgar/data/1094285/000095012310004141/v54925exv10w1.htm)] [added: April 23, 2014 File No. 1-15295))†](https://www.sec.gov/Archives/edgar/data/1094285/000109428514000080/exhibit102.htm)] | | | | | |

| [removed: 10.5] [added: 10.4] | | | | | | [Teledyne Technologies Incorporated [removed: Amended and Restated 2008] [added: 2014] Incentive Award Plan (incorporated by reference to Annex A of the Company’s Definitive Proxy Statement filed March [removed: 8, 2012] [added: 5, 2014] (File No. [removed: 1-15295))†](http://www.sec.gov/Archives/edgar/data/1094285/000119312512103227/d309537ddef14a.htm)] [added: 1-15295))†](https://www.sec.gov/Archives/edgar/data/1094285/000119312514084575/d683007ddef14a.htm)] | | | | | |

| 10.6 | | | | | | [Administrative Rules of the Teledyne Technologies Incorporated [removed: Amended and Restated 2008] [added: 2014] Incentive [removed: Award] Plan Related to Non-Employee Director Stock Compensation (incorporated by reference to Exhibit [removed: 10.2] [added: 10.3] to the Company’s [removed: Quarterly] [added: Current] Report on Form [removed: 10-Q for the fiscal quarter ended] [added: 8-K dated] April [removed: 1, 2012] [added: 23, 2014] (File No. [removed: 1-15295))†](http://www.sec.gov/Archives/edgar/data/1094285/000119312512212008/d329534dex102.htm)] [added: 1-15295))†](https://www.sec.gov/Archives/edgar/data/1094285/000109428514000080/exhibit103.htm)] | | | | | |

| [removed: 10.7] [added: 10.13] | | | | | | [Form of Stock Option [added: Award] Agreement under the [removed: Teledyne Technologies Incorporated] Amended and Restated [removed: 2008] [added: Teledyne Technologies Incorporated 2014] Incentive Award Plan (incorporated by reference to Exhibit 10.3 to the Company’s [removed: Quarterly] [added: Current] Report on Form [removed: 10-Q for the fiscal quarter ended April 1, 2012 (File No. 1-15295))†](http://www.sec.gov/Archives/edgar/data/1094285/000119312512212008/d329534dex103.htm)] [added: 8-K dated January 23, 2018)†](https://www.sec.gov/Archives/edgar/data/1094285/000109428518000011/optionagreementform.htm)] | | | | | |

| 10.8 | | | | | | [removed: [Teledyne] [added: [Amended and Restated Teledyne] Technologies Incorporated 2014 Incentive Award Plan (incorporated by reference to Annex A of the Company’s Definitive Proxy Statement filed March [removed: 5, 2014 (File No. 1-15295))†](http://www.sec.gov/Archives/edgar/data/1094285/000119312514084575/d683007ddef14a.htm)] [added: 10, 2017)†](https://www.sec.gov/Archives/edgar/data/1094285/000119312517078822/d327068ddef14a.htm)] | | | | | |

| [removed: 10.9] [added: 10.28] | | | | | | [removed: [Form] [added: [Teledyne Technologies Pension Equalization/Benefit Restoration Plan - Resolutions] of [removed: stock option agreement and conditions under] the [removed: Teledyne Technologies Incorporated 2014 Incentive Award] Plan [added: Administration Committee] (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated [removed: April 23,] [added: December 31,] 2014 [removed: File] [added: (File] No. [removed: 1-15295))†](http://www.sec.gov/Archives/edgar/data/1094285/000109428514000080/exhibit102.htm)] [added: 1-15295))](http://www.sec.gov/Archives/edgar/data/1094285/000119312515003926/d846150dex102.htm)] | | | | | |

| 10.10 | | | | | | [Administrative Rules of the [added: Amended and Restated] Teledyne Technologies Incorporated 2014 Incentive [added: Award] Plan Related to Non-Employee Director [added: Restricted] Stock [removed: Compensation] [added: Unit Awards and Fees] (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K dated April [removed: 23, 2014 (File No. 1-15295))†](http://www.sec.gov/Archives/edgar/data/1094285/000109428514000080/exhibit103.htm)] [added: 26, 2017).†](https://www.sec.gov/Archives/edgar/data/1094285/000109428517000041/exhibit103rsuadminrules.htm)] | | | | | |

| [removed: 10.11] [added: 10.7] | | | | | | [Administrative Rules of the 2014 Incentive Award Plan Related to Non-Employee Director Restricted Stock Unit Awards and Fees (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K dated December 31, 2014 (File No. [removed: 1-15295))†](http://www.sec.gov/Archives/edgar/data/1094285/000119312515003926/d846150dex104.htm)] [added: 1-15295))†](https://www.sec.gov/Archives/edgar/data/1094285/000119312515003926/d846150dex104.htm)] | | | | | |

| [removed: 10.13] [added: 10.9] | | | | | | [Standing resolutions of the Nominating and Governance Committee related to non-employee director compensation (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated April 26, [removed: 2017).†](http://www.sec.gov/Archives/edgar/data/1094285/000109428517000041/exhibit102standingrules.htm)] [added: 2017).†](https://www.sec.gov/Archives/edgar/data/1094285/000109428517000041/exhibit102standingrules.htm)] | | | | | |

| [removed: 10.14] [added: 10.11] | | | | | | [Administrative Rules [removed: of] [added: for] the [added: Restricted Stock Award Program under the] Amended and Restated Teledyne Technologies Incorporated 2014 Incentive Award Plan [removed: Related to Non-Employee Director Restricted Stock Unit Awards and Fees] (incorporated by reference to Exhibit [removed: 10.3] [added: 10.1] to the Company’s Current Report on Form 8-K dated [removed: April 26, 2017).†](http://www.sec.gov/Archives/edgar/data/1094285/000109428517000041/exhibit103rsuadminrules.htm)] [added: January 23, 2018)†](https://www.sec.gov/Archives/edgar/data/1094285/000109428518000011/administrativerulesrsa-ame.htm)] | | | | | |

| [removed: 10.15] [added: 10.12] | | | | | | [removed: [Administrative Rules for the] [added: [F](https://www.sec.gov/Archives/edgar/data/1094285/000109428518000011/rsaagreement2018-2020.htm)[orm of] Restricted Stock Award [removed: Program] [added: Agreement] under the Amended and Restated Teledyne Technologies Incorporated 2014 Incentive Award Plan [added: for awards made prior to 2024] (incorporated by reference to Exhibit [removed: 10.1] [added: 10.2] to the Company’s Current Report on Form 8-K dated January 23, [removed: 2018)†](http://www.sec.gov/Archives/edgar/data/1094285/000109428518000011/administrativerulesrsa-ame.htm)] [added: 2018)†](https://www.sec.gov/Archives/edgar/data/1094285/000109428518000011/rsaagreement2018-2020.htm)] | | | | | |

| [removed: 10.16] [added: 10.15] | | | | | | [removed: [Form of Restricted Stock Award Agreement] [added: [Summary Plan Description for the Performance Share Plan 2018-2020 Cycle] under the Amended and Restated Teledyne Technologies Incorporated 2014 Incentive Award Plan (incorporated by reference to Exhibit [removed: 10.2] [added: 10.4] to the [removed: Company’s] [added: Company](https://www.sec.gov/Archives/edgar/data/1094285/000109428518000011/summaryplandescription2018.htm)[’](https://www.sec.gov/Archives/edgar/data/1094285/000119312521161542/d494339dex102.htm)[s] Current Report on Form 8-K dated January 23, [removed: 2018)†](http://www.sec.gov/Archives/edgar/data/1094285/000109428518000011/rsaagreement2018-2020.htm)] [added: 2018)†](https://www.sec.gov/Archives/edgar/data/1094285/000109428518000011/summaryplandescription2018.htm)] | | | | | |

| [removed: 10.17] [added: 10.14] | | | | | | [removed: [Form] [added: [Terms and Conditions] of Stock Option Award Agreement under the Amended and Restated Teledyne Technologies Incorporated 2014 Incentive Award Plan [added: for grants made after 2018 to Robert Mehrabian] (incorporated by reference to Exhibit [removed: 10.3] [added: 10.17] to the [removed: Company’s Current] [added: Company](https://www.sec.gov/Archives/edgar/data/1094285/000109428520000045/exhibit10172020termsco.htm)[’](https://www.sec.gov/Archives/edgar/data/1094285/000119312521161542/d494339dex102.htm)[s Annual] Report on Form [removed: 8-K dated January 23, 2018)†](http://www.sec.gov/Archives/edgar/data/1094285/000109428518000011/optionagreementform.htm)] [added: 10-K for the fiscal year ended December 29, 2019 File No. 1-15295))†](https://www.sec.gov/Archives/edgar/data/1094285/000109428520000045/exhibit10172020termsco.htm)] | | | | | |

| [removed: 10.18] [added: 10.25] | | | | | | [removed: [Terms] [added: [Amended] and [removed: Conditions] [added: Restated Change in Control Severance Agreement, dated as] of [removed: Stock Option Award Agreement under the Amended] [added: January31, 2011, by] and [removed: Restated] [added: between] Teledyne Technologies Incorporated [removed: 2014 Incentive Award Plan for grants made after 2018](https://www.sec.gov/Archives/edgar/data/1094285/000109428520000045/exhibit10172020termsco.htm) [to Robert Me](https://www.sec.gov/Archives/edgar/data/1094285/000109428520000045/exhibit10172020termsco.htm)[h](https://www.sec.gov/Archives/edgar/data/1094285/000109428520000045/exhibit10172020termsco.htm)[rabian] and [removed: Aldo Pichelli](https://www.sec.gov/Archives/edgar/data/1094285/000109428520000045/exhibit10172020termsco.htm) [(incorporated] [added: Edwin Roks (incorporated] by reference to Exhibit [removed: 10.17] [added: 10.40] to the [removed: Company's] [added: Company](https://www.sec.gov/Archives/edgar/data/1094285/000109428519000064/exhibit1040changeinctrlsev.htm)[’](https://www.sec.gov/Archives/edgar/data/1094285/000119312521161542/d494339dex102.htm)[s] Annual Report on Form 10-K for the fiscal year [removed: ended] [added: end] December [removed: 29, 2019 File] [added: 30, 2018 (File] No. [removed: 1-15295))†](https://www.sec.gov/Archives/edgar/data/1094285/000109428520000045/exhibit10172020termsco.htm)] [added: 1-15295))†](https://www.sec.gov/Archives/edgar/data/1094285/000109428519000064/exhibit1040changeinctrlsev.htm)] | | | | | |

| [removed: 10.20] [added: 10.16] | | | | | | [Performance Plan Summary Plan Description [added: for awards made prior to 2024] (incorporated by reference to Exhibit 10.1 to the [removed: Company's] [added: Company](https://www.sec.gov/Archives/edgar/data/1094285/000109428521000018/summaryplandescription2021.htm)[’](https://www.sec.gov/Archives/edgar/data/1094285/000119312521161542/d494339dex102.htm)[s] Current Report on Form 8-K dated January 26, 2021 File No. [removed: 1-15295))†](https://www.sec.gov/Archives/edgar/data/1094285/000109428521000018/summaryplandescription2021.htm)] [added: 1-](https://www.sec.gov/Archives/edgar/data/1094285/000109428521000018/summaryplandescription2021.htm)[15295))](https://www.sec.gov/Archives/edgar/data/1094285/000109428521000018/summaryplandescription2021.htm)[†](https://www.sec.gov/Archives/edgar/data/1094285/000109428521000018/summaryplandescription2021.htm)] | | | | | |

| [removed: 10.21] [added: 10.19] | | | | | | [removed: [Seventh] [added: [Eighth] Amended and Restated Employment [removed: Agreement] [added: Agreement,] dated as of [removed: August 27, 2021,] [added: October 24, 2023,] by and between Teledyne Technologies Incorporated and Robert Mehrabian (incorporated by reference to Exhibit [removed: 10.1] [added: 10.2] to the [removed: Company’s] [added: Company](https://www.sec.gov/Archives/edgar/data/1094285/000109428523000125/a2023eighthmehrabianemploy.htm)[’](https://www.sec.gov/Archives/edgar/data/1094285/000119312521161542/d494339dex102.htm)[s] Current Report on Form 8-K dated [removed: August 27, 2021 (File] [added: October 24, 2023 File] No. [removed: 1-15295))†](https://www.sec.gov/Archives/edgar/data/0001094285/000109428521000148/a2021seventhmehrabianemplo.htm)] [added: 1-15295) †](https://www.sec.gov/Archives/edgar/data/1094285/000109428523000125/a2023eighthmehrabianemploy.htm)] | | | | | |

| [removed: 10.25] [added: 10.21] | | | | | | [Amended and Restated Change in Control Severance Agreement, dated as of January 31, 2011, by and between Teledyne Technologies Incorporated and Robert Mehrabian (incorporated by reference to [removed: Exhibit] [added: Exhibi](https://www.sec.gov/Archives/edgar/data/1094285/000095012311007992/v58519exv10w1.htm)[t] 10.1 to the [removed: Company’s Current] [added: Co](https://www.sec.gov/Archives/edgar/data/1094285/000095012311007992/v58519exv10w1.htm)[mpany](https://www.sec.gov/Archives/edgar/data/1094285/000095012311007992/v58519exv10w1.htm)[’](https://www.sec.gov/Archives/edgar/data/1094285/000119312521161542/d494339dex102.htm)[s](https://www.sec.gov/Archives/edgar/data/1094285/000095012311007992/v58519exv10w1.htm) [Current] Report on Form 8-K dated [removed: January] [added: J](https://www.sec.gov/Archives/edgar/data/1094285/000095012311007992/v58519exv10w1.htm)[anuary] 31, 2011 (File No. [removed: 1-15295))†](https://www.sec.gov/Archives/edgar/data/1094285/000095012311007992/v58519exv10w1.htm)] [added: 1-15295))](https://www.sec.gov/Archives/edgar/data/1094285/000095012311007992/v58519exv10w1.htm)[†](https://www.sec.gov/Archives/edgar/data/1094285/000095012311007992/v58519exv10w1.htm)[](https://www.sec.gov/Archives/edgar/data/1094285/000095012311007992/v58519exv10w1.htm)] | | | | | |

| [removed: 10.27] [added: 10.22] | | | | | | [Amended and Restated change in Control Severance Agreement dated January 31, 2011, by and between Teledyne Technologies Incorporated and Susan L. Main (incorporated by reference to Exhibit 10.12 to Company’s Annual Report on Form 10-K for the fiscal years ended December 29, 2013 (File No. 1-15295))†](https://www.sec.gov/Archives/edgar/data/1094285/000109428514000072/tdy-ex1012amendedandrestat.htm) | | | | | |

| [removed: 10.28] [added: 10.23] | | | | | | [Amended and Restated Change in [removed: Controls] [added: Control] Severance Agreement, dated as of January 31, 2011, by and between Teledyne Technologies Incorporated and Jason Vanwees (incorporated by reference to Exhibit 10.39 to the [removed: Company's] [added: Company](https://www.sec.gov/Archives/edgar/data/1094285/000109428516000177/tdy-ex1039amendedandrestat.htm)[’](https://www.sec.gov/Archives/edgar/data/1094285/000119312521161542/d494339dex102.htm)[s] Annual Report on Form 10-K for the fiscal year end January 3, 2016(File No. 1-15295)†](https://www.sec.gov/Archives/edgar/data/1094285/000109428516000177/tdy-ex1039amendedandrestat.htm) | | | | | |

| [removed: 10.30] [added: 10.24] | | | | | | [removed: [Amended and Restated Change] [added: [Change] in Control Severance Agreement, dated as of [removed: January31, 2011,] [added: September 1, 2012,] by and [removed: between] [added: among] Teledyne Technologies Incorporated and [removed: Edwin Roks] [added: George C. Bobb III] (incorporated by reference to Exhibit [removed: 10.40] [added: 10.4] to the [removed: Company's Annual] [added: Company](https://www.sec.gov/Archives/edgar/data/1094285/000109428523000083/exhibit104cicagtgeorgebobb.htm)[’](https://www.sec.gov/Archives/edgar/data/1094285/000119312521161542/d494339dex102.htm)[s Quarterly] Report on Form [removed: 10-K] [added: 10-Q] for the [removed: fiscal year end December 30, 2018 (File] [added: quarterly period ended April 2, 2023 File] No. [removed: 1-15295))†](https://www.sec.gov/Archives/edgar/data/1094285/000109428519000064/exhibit1040changeinctrlsev.htm)] [added: 1-15295) †](https://www.sec.gov/Archives/edgar/data/1094285/000109428523000083/exhibit104cicagtgeorgebobb.htm)] | | | | | |

| [removed: 10.31] [added: 10.27] | | | | | | [Teledyne Technologies Incorporated [removed: Executive Deferred Compensation] [added: Pension Equalization/Benefit Restoration] Plan, as originally effective as of November 29, 1999, as amended and restated effective December 31, 2004 (incorporated by reference to Exhibit [removed: 10.1] [added: 10.2] to the Company’s Current Report on Form 8-K dated December 31, [removed: 2008)(File] [added: 2008](http://www.sec.gov/Archives/edgar/data/1094285/000095013409000119/v51003exv10w2.htm) [](http://www.sec.gov/Archives/edgar/data/1094285/000095013409000119/v51003exv10w2.htm)[(File] No. [removed: 1-15295)†](http://www.sec.gov/Archives/edgar/data/1094285/000095013409000119/v51003exv10w1.htm)] [added: 1-15295))†](http://www.sec.gov/Archives/edgar/data/1094285/000095013409000119/v51003exv10w2.htm)] | | | | | |

| [removed: 10.34] [added: 10.29] | | | | | | [Amended and Restated Credit Agreement dated as of March 4, 2021, by and among Teledyne Technologies Incorporated, as a borrower and guarantor, the designated borrowers party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent, swing line lender and L/C issuer (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated March 2, 2021) (File No. 1-15295)](https://www.sec.gov/Archives/edgar/data/1094285/000119312521069569/d116289dex102.htm) | | |

| [removed: 10.35] [added: 10.30] | | | | | | [First Amendment to Amended and Restated Credit Agreement, dated as of October 26, 2021, by and among Teledyne Technologies Incorporated, as a borrower and guarantor, the designated borrowers party thereto, the guarantor party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent, swing line lender and L/C issuer (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q dated October 3, 2021) (File No. 1-15295)](https://www.sec.gov/Archives/edgar/data/1094285/000109428521000170/exhibit103firstamendmentto.htm) | | |

| [removed: 10.36] [added: 10.32] | | | | | | [Joinder Agreement of Teledyne FLIR, LLC, dated as of May 14, 2021, to Amended and Restated Credit Agreement dated as of March 4, 2021, by and among Teledyne Technologies Incorporated, as a borrower and guarantor, the designated borrowers party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent, swing line lender and L/C issuer (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K dated May 14, 2021) (File No. 1-15295)](https://www.sec.gov/Archives/edgar/data/1094285/000119312521161542/d494339dex104.htm) | | |

| [removed: 10.37] [added: 10.33] | | | | | | [Amended and Restated Term Loan Credit Agreement, dated October 30, 2019, by [removed: an](http://www.sec.gov/Archives/edgar/data/1094285/000109428519000171/artermloancreditagreem.htm)[d](http://www.sec.gov/Archives/edgar/data/1094285/000109428519000171/artermloancreditagreem.htm) [among] [added: and among] Teledyne Technologies Incorporated and Teledyne Netherlands BV, as borrowers, the several banks and other financial institutions form time to time parties thereto as lenders, Bank of America, N.A., as administrative agent, and B of A Securities, Inc., as sole book manager and sole lead arranger (incorporated by [removed: reference](http://www.sec.gov/Archives/edgar/data/1094285/000109428519000171/artermloancreditagreem.htm) [to] [added: reference to] Exhibit 10.1 to the Company's Current Report on Form 8-K dated October 30, 2019).](http://www.sec.gov/Archives/edgar/data/1094285/000109428519000171/artermloancreditagreem.htm) | | |

| [removed: 10.38] [added: 10.34] | | | | | | [First Amendment to Amended and Restated Term Loan Credit Agreement dated as of January 19, 2021, by and among Teledyne Technologies Incorporated and Teledyne Netherlands BV, as borrowers, the guarantors party thereto, the several banks and other financial institutions from time to time parties thereto as lenders and Bank of America, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated January 19, 2021 File No. 1-15295))](https://www.sec.gov/Archives/edgar/data/1094285/000119312521013326/d104607dex101.htm) | | |

| [removed: 10.39] [added: 10.35] | | | | | | [Second Amendment to Amended and Restated Term Loan Credit Agreement dated as of March 4, 2021, by and among Teledyne Technologies Incorporated and Teledyne Netherlands BV, as borrowers, the guarantors party thereto, the lenders party thereto and Bank of America, N.A. as administrative agent (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K dated March 2, 2021) (File No. 1-15295)](https://www.sec.gov/Archives/edgar/data/1094285/000119312521069569/d116289dex103.htm) | | |

| [removed: 10.40] [added: 10.36] | | | | | | [Third Amendment to Amended and Restated Term Loan Credit Agreement, dated as of October 26, 2021, by and among Teledyne Technologies Incorporated and Teledyne Netherlands BV, as borrowers, the guarantor party thereto and Bank of America, N.A. as administrative agent (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q dated October 3, 2021) (File No. 1-15295)](https://www.sec.gov/Archives/edgar/data/1094285/000109428521000170/exhibit104thirdamendmentto.htm) | | |

| [removed: 10.41] [added: 10.38] | | | | | | [Joinder Agreement of Teledyne FLIR, LLC, dated as of May 14, 2021, to Amended and Restated Term Loan Credit Agreement dated as of October 30, 2019, by and among Teledyne Technologies Incorporated and Teledyne Netherlands BV, as borrowers, the lenders party thereto and Bank of America, N.A., as administrative agent (incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K dated May 14, 2021) (File No. 1-15295)](https://www.sec.gov/Archives/edgar/data/1094285/000119312521161542/d494339dex105.htm) | | |

| [removed: 10.42] [added: 10.39] | | | | | | [Term Loan Credit Agreement dated as of March 4, 2021, by and among Teledyne Technologies Incorporated, as borrower, the lenders party thereto and Bank of America, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated March 2, 2021) (File No. 1-15295)](https://www.sec.gov/Archives/edgar/data/1094285/000119312521069569/d116289dex101.htm) | | |

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

| 10.17 | | | | | | [Form of Performance-Based Restricted Stock Unit Agreement for awards made after January 1, 2024 (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K dated January 23, 2024 File No. 1-15295) †](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000008/teledyne-prsuagreementform.htm) | | | | | |

| 10.18 | | | | | | [Performance Plan - Summary Plan](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000008/ppsummaryplanform.htm) [Description for awards made after J](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000008/ppsummaryplanform.htm)[anuary1, 2024 (i](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000008/ppsummaryplanform.htm)[ncorporated by reference to Exhibit 10.2 to the Compan](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000008/ppsummaryplanform.htm)[y Re](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000008/ppsummaryplanform.htm)[p](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000008/ppsummaryplanform.htm)[ort on](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000008/ppsummaryplanform.htm) [Form 8-K dated January23, 2024 File No. 1-15295)](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000008/ppsummaryplanform.htm)[†](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000008/ppsummaryplanform.htm) | | | | | |

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

| 10.20 | | | | | | [Transition of Employment and Agreement Termination Employment Agreement between Teledyne Netherlands BV and Edwin Roks, dated December 29, 2023*](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000044/a1018transitionagreementer.htm) | | | | | |

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| 10.26 | | | | | | [Amended and R](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000044/a1024changeinctrlsblackwood.htm)[estated Chang](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000044/a1024changeinctrlsblackwood.htm)[e](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000044/a1024changeinctrlsblackwood.htm) [in Cont](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000044/a1024changeinctrlsblackwood.htm)[rol](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000044/a1024changeinctrlsblackwood.htm) [Severance Agreement, dated as of January 31, 2011, by an](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000044/a1024changeinctrlsblackwood.htm)[d between](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000044/a1024changeinctrlsblackwood.htm) [Teledyne Technologies Incorporated](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000044/a1024changeinctrlsblackwood.htm) [and Step](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000044/a1024changeinctrlsblackwood.htm)[hen F. Bl](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000044/a1024changeinctrlsblackwood.htm)[ackwood](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000044/a1024changeinctrlsblackwood.htm)[*](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000044/a1024changeinctrlsblackwood.htm)[†](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000044/a1024changeinctrlsblackwood.htm) | | | | | |

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| 10.31 | | | | | | [Second Amendment to Amended and Restated Credit Agreement, dated as of April 26, 2023, by and among Teledyne Technologies Incorporated, as a borrower and guarantor, the designated borrowers party thereto, the guarantor party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent, swing line lender and L/C issuer (incorporated by reference to Exhibit 10.1 to the Company](https://www.sec.gov/Archives/edgar/data/1094285/000109428523000083/exhibit101secondamendmentt.htm)[’](https://www.sec.gov/Archives/edgar/data/1094285/000119312521161542/d494339dex102.htm)[s Quarterly Report on Form 10-Q for the quarterly period ended April 2, 2023 File No. 1-15295)](https://www.sec.gov/Archives/edgar/data/1094285/000109428523000083/exhibit101secondamendmentt.htm) | | |

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

| 10.37 | | | | | | [Fourth Amendment to Amended and Restated Term Loan Credit Agreement, dated as of April 26, 2023, by and among Teledyne Technologies Incorporated and Teledyne Netherlands BV, as borrowers, the guarantor party thereto and Bank of America, N.A. as administrative agent (incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended April 2, 2023 File No. 1-15295)](https://www.sec.gov/Archives/edgar/data/1094285/000109428523000083/exhibit102fourthamendmentt.htm) | | |

| 10.40 | | | | | | [First Amendment to the Term Loan Credit Agreement, dated as of April 26, 2023, by and among Teledyne Technologies Incorporated, as borrower, the lenders party thereto and Bank of America, N.A., as administrative agent (incorporated by reference to Exhibit 10.3 to the Company](https://www.sec.gov/Archives/edgar/data/1094285/000109428523000083/exhibit103firstamendmentto.htm)[’](https://www.sec.gov/Archives/edgar/data/1094285/000119312521161542/d494339dex102.htm)[s Quarterly Report on Form 10-Q for the quarterly period ended April 2, 2023 File No. 1-15295)](https://www.sec.gov/Archives/edgar/data/1094285/000109428523000083/exhibit103firstamendmentto.htm) | | |

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

| 97.1 | | | | | | [Teledyne Technologies Incorporated Compensation Recoupment Policy*](https://www.sec.gov/Archives/edgar/data/1094285/000109428524000044/exhibit971compensationreco.htm) | | |

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[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

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| By: | | | | | | /s/ Edwin Roks | | |

| | | | | | | Edwin Roks | | |

[Table of Contents](#i6f83aac2124d408f8808118ad2df2224_7)

| /s/ Edwin Roks | | | | | | | | | | | | Chief Executive Officer | | | | | | | | |

| Edwin Roks | | | | | | | | | | | | (Principal Executive Officer) | | | | | | February 23, 2024 | | |

| * | | | | | | | | | | | | Director | | | | | | February 23, 2024 | | |

| * | | | | | | | | | | | | Director | | | | | | February 23, 2024 | | |

| * | | | | | | | | | | | | Director | | | | | | February 23, 2024 | | |

| * | | | | | | | | | | | | Director | | | | | | February 23, 2024 | | |

| * | | | | | | | | | | | | Director | | | | | | February 23, 2024 | | |

| * | | | | | | | | | | | | Director | | | | | | February 23, 2024 | | |

| 4.8 | | | | | | [Form of 2.750% Notes due 2031 (form included as Exhibit E to the First Supplemental Indenture filed as Exhibit 4.3)](https://www.sec.gov/Archives/edgar/data/1094285/000119312521089077/d159327dex42.htm) | | |

| 10.12 | | | | | | [Amended and Restated Teledyne Technologies Incorporated 2014](http://www.sec.gov/Archives/edgar/data/1094285/000119312517078822/d327068ddef14a.htm) [Incentive Award Plan (incorporated by reference to Annex A of the Company’s Definitive Proxy Statement filed March 10, 2017)†](http://www.sec.gov/Archives/edgar/data/1094285/000119312517078822/d327068ddef14a.htm) | | | | | |

| 10.19 | | | | | | [Summary Plan Description for the Performance Share Plan 2018-2020 Cycle under the Amended and Restated Teledyne Technologies Incorporated 2014 Incentive Award Plan (incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K dated January 23, 2018)†](http://www.sec.gov/Archives/edgar/data/1094285/000109428518000011/summaryplandescription2018.htm) | | | | | |

| 10.29 | | | | | | [Amended and Restated Change in Control Severance Agreement, dated as of January 31, 2011, by and between Teledyne Technologies Incorporated and Melanie Cibik (incorporated by reference to Exhibit 10.13 to the Company’s Annual Report on Form 10-K for the fiscal year end December 29, 2013 (File No. 1-15295))†](http://www.sec.gov/Archives/edgar/data/1094285/000109428514000072/tdy-ex1013amendedandrestat.htm) | | | | | |

| 10.32 | | | | | | [Teledyne Technologies Incorporated Pension Equalization/Benefit Restoration Plan, as originally effective as of November 29, 1999, as amended and restated effective December 31, 2004 (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated December 31, 2008](http://www.sec.gov/Archives/edgar/data/1094285/000095013409000119/v51003exv10w2.htm) [](http://www.sec.gov/Archives/edgar/data/1094285/000095013409000119/v51003exv10w2.htm)[(File No. 1-15295))†](http://www.sec.gov/Archives/edgar/data/1094285/000095013409000119/v51003exv10w2.htm) | | | | | |

| 10.33 | | | | | | [Teledyne Technologies Pension Equalization/Benefit Restoration Plan - Resolutions of the Plan Administration Committee (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated December 31, 2014 (File No. 1-15295))†](http://www.sec.gov/Archives/edgar/data/1094285/000119312515003926/d846150dex102.htm) | | | | | |

| | | | | | | Robert Mehrabian | | |

| Robert Mehrabian | | | | | | | | | | | | Executive Officer (Principal Executive Officer) and Director | | | | | | February 24, 2023 | | |