Item 15. Exhibits and Financial Statement Schedules.

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Item 15. Exhibits and Financial Statement Schedules.

(1) Financial Statements

The following consolidated financial statements required by this item are included in Part II, Item 8 hereof, under the caption “Financial Statements and Supplementary Data”.

Page in this Report
Consolidated Balance Sheets1
Consolidated Statements of Income2
Consolidated Statements of Comprehensive Income3
Consolidated Statements of Stockholders’ Equity4
Consolidated Statements of Cash Flows5
Notes to Consolidated Financial Statements6
Reports of Independent Registered Public Accounting Firm29

(2) Financial Statement Schedules

All financial statement schedules have been omitted, since the required information is not applicable or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements and accompanying notes included in this report.

(3) Exhibits

We have filed, or incorporated into the report by reference, the exhibits listed on the accompanying Index to Exhibits immediately preceding the signature page of this report.

Table of Contents

Index to Financial Statements

INDEX TO EXHIBITS

Exh. No.Description of ExhibitFiled herewith or incorporated by reference to:
2.1 *Sale and Purchase Agreement, dated December 11, 2022, by and among the Company, Trimble Trailblazer GmbH and Spider Investments Luxembourg S.à r.l.Exh. 2.1 to Form 8-K/A filed Dec. 21, 2022
2.2Sale and Contribution Agreement, dated September 28, 2023, by and among the Company, Trimble Solutions, LLC, and AGCO CorporationExh. 10.1 to Form 8-K/A filed Sep. 29, 2023
3.1Certificate of Incorporation of Trimble Inc.Exh. 3.1 to Form 8-K filed Oct. 3, 2016
3.2Amended and Restated By-Laws of Trimble Inc., effective December 6, 2023Exh. 3.1 to Form 8-K filed Dec. 11, 2023
4.1Description of Securities of Trimble Inc.Exh. 4.2 to Form 10-K filed Feb. 28, 2020
4.2(A)Indenture, dated as of October 30, 2014, between the Company and U.S. Bank National AssociationExh. 4.2 to Form S-3 filed Oct. 30, 2014
4.2(B)First Supplemental Indenture, dated November 24, 2014, between the Company and U.S. Bank National Association (which includes Form of 4.750% Senior Note due 2024)Exh. 4.1 to Form 8-K filed Nov. 24, 2014
4.2(C)Second Supplemental Indenture, dated October 1, 2016, between the Company and U.S. Bank National AssociationExh. 4.2 to Form 8-K filed Oct. 3, 2016
4.2(D)Third Supplemental Indenture, dated June 15, 2018, between the Company and U.S. Bank National Association (which includes Form of 4.150% Senior Note due 2023 and Form of 4.900% Senior Note due 2028)Exh. 4.1 to Form 8-K filed Jun. 15, 2018
4.2(E)Fourth Supplemental Indenture, dated March 9, 2023, between the Company and U.S. Bank National Association (which includes Form of 6.100% Senior Note due 2033)Exh. 4.1 to Form 8-K filed March 9, 2023
10.1(A)Credit Agreement, dated March 24, 2022, by and among Trimble Inc., the borrowing subsidiaries party thereto, the lenders party thereto, and Bank of America, N.A., as administrative agentExh. 10.1 to Form 8-K filed Mar. 30. 2022
10.1(B)Amendment No. 1, dated December 27, 2022, to Credit Agreement of March 24, 2022Exh. 10.2 to Form 8-K filed Dec. 30, 2022
10.1(C)Amendment No. 2, dated April 28, 2023, to Credit Agreement of March 24, 2022Exh. 10.1 to Form 10-Q filed Aug. 4, 2023
10.1(D)Term Loan Credit Agreement, dated December 27, 2022, by and among Trimble Inc., the lenders party thereto, and Bank of America, N.A., as administrative agentExh. 10.1 to Form 8-K filed Dec. 30, 2022
10.2+Form of Indemnification Agreement between the Company and its officers and directorsExh. 10.1 to Form 8-K filed Nov. 15, 2017
10.3+Board of Directors Compensation Policy, as amended February 22, 2022Exh. 10.1 to Form 8-K filed Feb. 28, 2022
10.4+Incentive Compensation Recoupment Policy, as amended September 24, 2023Exh. 10.1 to Form 10-Q filed Nov. 3, 2023
10.5+Deferred Compensation Plan, as amended August 26, 2020Exh. 10.2 to Form 10-Q filed Nov. 6, 2020
10.6+Age and Service Equity Vesting Program, as amended March 20, 2023Exh. 10.5 to Form 10-Q filed May 3, 2023
10.7(A)+Employee Stock Purchase Plan, as amended March 13, 2017App. B of Form DEF 14A filed Mar. 23, 2017
10.7(B)+Employee Stock Purchase Plan - Form of global subscription agreementExh. 10.5 to Form 10-Q filed Nov. 10, 2015
10.8(A)+2002 Stock Plan, as amended April 6, 2020App. B of Form DEF 14A filed Apr. 15, 2020
10.8(B)+2002 Stock Plan - Form of stock option agreement (U.S. directors)Exh. 10.2 to Form 10-Q filed Nov. 7, 2014
10.8(C)+2002 Stock Plan - Form of stock option agreement (non-U.S. directors)Exh. 10.3 to Form 10-Q filed Nov. 7, 2014
10.8(D)+2002 Stock Plan - Form of global stock option agreement (officers)Exh. 10.1 to Form 10-Q filed Nov. 10, 2015
10.8(E)+2002 Stock Plan - Form of stock option agreement (officers, 2023 revision)Exh. 10.2 to Form 10-Q filed May 3, 2023
10.8(F)+2002 Stock Plan - Form of global restricted stock unit award agreementExh. 10.2 to Form 10-Q filed Nov. 10, 2015
10.8(G)+2002 Stock Plan - Form of global performance restricted stock unit award agreementExh. 10.6 to Form 10-Q filed Nov. 10, 2015
10.8(H)+2002 Stock Plan - Form of global restricted stock unit award agreement (officers)Exh. 10.30 to Form 10-K filed Feb. 24, 2017

Table of Contents

Index to Financial Statements

10.8(I)+2002 Stock Plan - Form of global performance stock unit award agreement (Operating Income/Revenue)Exh. 10.4 to Form 10-Q filed Aug. 8, 2017
10.8(J)+2002 Stock Plan - Form of global performance stock unit award agreement (Total Stockholder Return)Exh. 10.5 to Form 10-Q filed Aug. 8, 2017
10.8(K)+2002 Stock Plan - Form of global performance stock unit award agreement (officers)Exh. 10.1 to Form 10-Q filed Aug. 2, 2019
10.8(L)+2002 Stock Plan - Performance stock option agreement between the Company and Rob Painter issued January 4, 2020Exh. 10.9(K) to Form 10-K filed Feb. 28, 2020
10.8(M)+2002 Stock Plan - Form of performance stock unit award agreement (TSR-based, 2021 revision)Exh. 10.2 to Form 10-Q filed Aug. 9, 2021
10.8(N)+2002 Stock Plan - Form of performance stock unit award agreement (TSR-ARR-ESG)Exh. 10.1 to Form 10-Q filed May 5, 2022
10.8(O)+2002 Stock Plan - Form of performance RSU award agreement (ARR with P&P Modifier)Exh. 10.3 to Form 10-Q filed May 3, 2023
10.8(P)+2002 Stock Plan - Form of performance RSU award agreement (ARR and TSR with P&P Modifier)Exh. 10.4 to Form 10-Q filed May 3, 2023
10.9+Trimble OneBonus Plan DescriptionExh. 10.1 to Form 8-K filed Feb. 25, 2021
10.10+Form of Change in Control Severance Agreement between the Company and certain Company officers, together with a schedule identifying material differences in the agreements entered into with specific officersExh. 10.1 to Form 10-Q filed Aug. 8, 2017
10.11+Form of Executive Severance Agreement between the Company and certain Company officers, together with a schedule identifying material differences in the agreements entered into with specific officersExh. 10.2 to Form 10-Q filed Aug. 8, 2017
10.12+Change in Control Severance Agreement between the Company and Robert G. Painter dated January 4, 2020Exh. 10.15 to Form 10-K filed Feb. 26, 2021
10.13+Executive Severance Agreement between the Company and Robert G. Painter dated January 4, 2020Exh. 10.16 to Form 10-K filed Feb. 26, 2021
21.1Subsidiaries of the CompanyExh. 21.1 to Form 10-K filed Feb. 26, 2024
23.1Consent of Independent Registered Public Accounting FirmFiled herewith
24.1Power of AttorneyExh. 24.1 to Form 10-K filed Feb. 26, 2024
31.1Certification of CEO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002Filed herewith
31.2Certification of CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002Filed herewith
32.1Certification of CEO pursuant to Section 906 of the Sarbanes-Oxley Act of 2002Furnished herewith
32.2Certification of CFO pursuant to Section 906 of the Sarbanes-Oxley Act of 2002Furnished herewith
101++The following financial statements from this Annual Report on Form 10-K/A, formatted in Inline XBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Stockholders' Equity, (v) Consolidated Statements of Cash Flows, and (vi) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags
104++The cover page from this Annual Report on Form 10-K/A, formatted in Inline XBRL
  • Certain portions of this exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K. The Company agrees to supplementally furnish an unredacted copy of this exhibit to the SEC upon request; provided, however, that the Company may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, to the extent so furnished.

+ Indicates management contract or compensatory plan or arrangement required to be filed as an exhibit to this Annual Report on Form 10–K/A.

++ Pursuant to applicable securities laws and regulations, the Company is deemed to have complied with the reporting obligation relating to the submission of interactive data files in such exhibits and is not subject to liability under any anti-fraud provisions of the federal securities laws as long as the Company has made a good faith attempt to comply with the submission requirements and promptly amends the interactive data files after becoming aware that the interactive data files fails to comply with the submission requirements.

Table of Contents

Index to Financial Statements

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

TRIMBLE INC.
By:/S/ ROBERT G. PAINTER
Robert G. Painter, President and Chief Executive Officer
January 15, 2025

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