Trimble (TRMB) 10-K risk factor changes: FY2019 vs FY2018

[removed: The] [added: The] volatility of our stock price could adversely affect an investment in our common [removed: stock][added: stock]

During fiscal [removed: 2018,] [added: 2019,] our stock price ranged from [removed: $29.75] [added: $30.93] to [removed: $45.70.][added: $45.94.]

| • | developments in our relationships with our partners, [removed: customers] [added: customers,] and suppliers, |

[removed: We] [added: We] operate globally and are subject to significant risks in many [removed: jurisdictions][added: jurisdictions]

[added: *Global or regional conditions may harm our financial results.*] We have operations in many countries and a significant portion of our revenue is derived from countries outside of the United States.

[removed: In] response to U.S. tariffs, other countries may adopt tariffs and other trade barriers that could limit our ability to competitively offer our products and services.

Recently, the U.S. government imposed tariffs on certain products imported into the [removed: U.S.] [added: U.S.,] and the Chinese government imposed tariffs on certain products imported into China.

Given the current U.S. political climate and recent actions of the administration, there is significant uncertainty about the trade policies, treaties, government [removed: regulations] [added: regulations,] and tariffs that could apply to trade between the U.S. and China, as well as other nations, in the future.

In addition, if there is significant deterioration in the global economy, the economies of the countries or regions where our customers are located or do business, or the industries that we or our customers serve, the demand for our products and services would likely decrease and our results of operations, financial [removed: position] [added: position,] and cash flows could be materially and adversely affected.

[added: *We face risks inherent in conducting business internationally, including compliance with international and U.S. laws and regulations that apply to our international operations.*] These laws and regulations include data privacy requirements, labor relations laws, tax laws, anti-competition regulations, import and trade restrictions, export control laws, and laws that prohibit corrupt payments to governmental officials or certain payments or remunerations to customers, including the U.S. Foreign Corrupt Practices Act ("FCPA"), the U.K. Bribery Act, or other anti-corruption laws that have recently been the subject of a substantial increase in global enforcement.

Many of our products are subject to U.S. export law restrictions that limit the destinations and types of customers to which our products may be [removed: sold,] [added: sold] or [added: that] require an export license in connection with sales outside the United States.

[removed: We] [added: *We] may be affected by fluctuations in currency exchange [added: rates.* We are potentially exposed to adverse as well as beneficial movements in currency exchange] rates.

[added: *Catastrophic events or geopolitical conditions could disrupt our operations.*] Acts of war, acts of terrorism or civil unrest, natural disasters and other catastrophic events, especially any events that impact our larger markets or GNSS signals or systems, could [added: have a material adverse impact on our business, operating results, and financial condition.]

[removed: Civil unrest, local conflicts, or other political instability] may adversely impact regional economies, cause work stoppages, or result in limitations on business transactions with the affected foreign jurisdictions.

[removed: Engaging] [added: *Engaging] in international business inherently involves a number of other difficulties and [removed: risks.][added: risks.*]

[removed: Investing] [added: Investing] in and integrating new acquisitions could be costly, place a significant strain on our management systems and resources, or may fail to deliver the expected return on investment, which could negatively impact our operating [removed: results][added: results]

We typically acquire a number of businesses each [removed: year,] [added: year] and intend to continue to acquire other businesses.

Changes in business conditions or in the prospects or results of operations of the acquired business could require negative adjustments to the valuation of these assets resulting in write-offs [removed: which] [added: that would] adversely affect our results.

In addition, changes in the operating results or the valuation of companies in which we have investments may have a direct impact on our financial statements or could result in our having to [removed: write-down] [added: write down] the value of such investment.

[removed: Our] [added: Our] internal and customer-facing systems, and systems of third parties we rely upon, may be subject to cybersecurity breaches, [removed: disruptions] [added: disruptions,] or [removed: delays][added: delays]

A cybersecurity incident in our own systems or the systems of our [removed: third party] [added: third-party] providers may compromise the confidentiality, integrity, or availability of our own internal data, the availability of our products and websites designed to support our customers, or our customer data.

Computer hackers, foreign [removed: governments] [added: governments,] or cyber terrorists may attempt to or succeed in penetrating our network security and our website.

An increasing portion of our revenue comes from [removed: software as a service ("SaaS")] [added: SaaS] solutions and other hosted services in which we store, retrieve, communicate, and manage data which is critical to our customers’ business systems.

Any such disruptions could harm our reputation, create liabilities to our customers, hurt demand for our services and solutions, and negatively impact our [removed: revenues] [added: revenue] and profitability.

[removed: We] [added: We] may not be able to enter into or maintain important alliances and distribution [removed: relationships][added: relationships]

Our failure to form and maintain such alliances, or the preemption or disruption of such alliances by actions of competitors, [removed: will] [added: could] adversely affect our ability to sell our products to customers.

Our relationships with substantial industry participants such as Caterpillar and CNH are complex and [removed: multifaceted,] [added: multifaceted] and are likely to evolve over time based upon the changing business needs and objectives of the parties.

Since these strategic relationships contribute to significant ongoing business in certain of our important markets, changes in these relationships could adversely affect our sales and [removed: revenues.][added: revenue.]

[added: Recruiting and retaining] qualified channel partners and training them in the use and the selling of our technology and product offerings requires significant time and resources.

The time and expense required for sales and marketing organizations of our channel partners to become familiar with our product offerings, including our new product developments, and newer types of offering such as software and services, may make it more difficult to introduce those products to end-users and delay end-user adoption, which could result in lower [removed: revenues.][added: revenue.]

[removed: Our] [added: Our] products are highly technical and may contain undetected errors, product defects, security [removed: vulnerabilities] [added: vulnerabilities,] or software [removed: errors][added: errors]

Our products, including our software products, are highly technical and complex and, when deployed, may contain errors, [removed: defects] [added: defects,] or security vulnerabilities.

Any errors, defects or security vulnerabilities in our products or any defects in, or compatibility issues with, any third party hardware or software or customers’ network environments discovered after commercial release could result in loss of [removed: revenues] [added: revenue] or delay in revenue recognition, loss of customers, theft of trade secrets, data or intellectual property and increased service and warranty cost, any of which could adversely affect our business, financial condition, and results of operations.

[removed: If] [added: If] we are unable to effectively manage our increasingly diverse and complex businesses and operations, our ability to generate growth and revenue from new or existing customers may be adversely [removed: affected][added: affected]

Because our operations are geographically diverse and increasingly complex, our personnel resources and infrastructure could become [removed: strained] [added: strained,] and our reputation in the market and our ability to successfully manage and grow our business may be adversely affected.

| • | [added: effectively managing executive leadership transitions, and] maintaining continuity in our senior management and key personnel, |

As a result, we expect to derive an increasing portion of our [removed: revenues] [added: revenue] in the future from subscriptions.

If we are unable to successfully [removed: account for,] support and host our SaaS offerings in light of the foregoing risks and uncertainties, our results of operations could be negatively impacted.

[removed: Our] [added: Our] annual and quarterly performance may [removed: fluctuate] [added: fluctuate,] which could negatively impact our operations, financial results, and stock [removed: price][added: price]

| • | the timing of recognizing [removed: revenues,] [added: revenue,] |

| • | uncertain economic and political conditions in countries where we do business, |

There is inherent risk that political, diplomatic, or military events could result in trade disruptions, including tariffs, trade embargoes, export restrictions, and other trade barriers.

In

In addition, government or customer efforts, attitudes, laws or policies may lead to non-U.S. customers favoring domestic suppliers that could compete with or replace our products, which would also have an adverse effect on our business.

Civil unrest, local conflicts, or other political instability

*Public health crises and epidemics, such as the novel coronavirus outbreak that is significantly affecting China, could impact our international operations and sales.* Our results of operations could be adversely affected to the extent that the novel coronavirus or any other epidemic harms the Chinese economy or other significant markets where we do business.

Contagious disease epidemics or global pandemics could significantly impact our international supply chain and result in component and product shortages and general disruptions to the economy.

Such outbreaks could also result in mass quarantines, business closures, and significantly impact our suppliers, customers, and commercial partners in affected areas, which may materially and adversely affect our business, financial condition, and results of operations.

We are subject to evolving privacy laws in the United States and other jurisdiction that are subject to potentially differing interpretations and which could adversely impact our business and require that we incur substantial costs and expenses

Existing privacy-related laws and regulations in the United States and other countries are evolving and are subject to potentially differing interpretations, and various U.S. federal and state or other international legislative and regulatory bodies may expand or enact laws regarding privacy and data security-related matters.

For example, the European Union General Data Protection Regulation (“GDPR”) became effective in May 2018 and is wide-ranging in scope.

In order to be compliant with the EU requirements, we must continue to invest resources necessary to implement and manage policy changes across our business units

and services relating to how we collect and use personal data relating to customers, employees, and vendors.

Failure to comply may lead to sizable fines.

Brexit could also lead to further legislative and regulatory changes with regard to personal data.

The United Kingdom Data Protection Act that substantially implements the GDPR became law in May 2018.

It remains unclear, however, how United Kingdom data protection laws or regulations will develop in the medium to longer term and how data transfers to and from the United Kingdom will be regulated at the time that Brexit is effectuated and implemented.

In parallel, with the advent of the EU-U.S. Privacy Shield (the new framework agreement between the U.S. Department of Commerce and the European Commission for transferring personal data from the European Union to the United States) and other national requirements, we expect that the international transfer of personal data will present ongoing compliance challenges and complicate our business transactions.

Countries outside the EU are considering or have passed legislation that requires local storage and processing of data, which could increase the cost and complexity of delivering our services.

In addition, in June 2018, California enacted the California Consumer Privacy Act (the “CCPA”), which took effect in January 2020.

The CCPA will, among other things, give California residents expanded rights to access and delete their personal information, opt out of certain personal information sharing, and receive detailed information about how their personal information is used.

The CCPA was amended in September 2018, and further modifications may be made to this law before it takes effect.

Additionally, in October 2019, the California Department of Justice published a notice of proposed rulemaking action with respect to draft regulations to implement the CCPA.

We cannot yet predict the impact of the CCPA on our business or operations, but it may require us to modify our data processing practices and policies and to incur substantial costs and expenses in an effort to comply.

Such competition has in the past resulted, and

While we believe our tax positions are consistent with the tax laws in the jurisdictions in which we conduct our business, it is possible that these positions may be contested or overturned by jurisdictional tax authorities, which may have a significant impact on our global provision for income taxes.

Tax laws are dynamic and subject to change as new laws are passed and new interpretations of the law are issued or applied, and governmental tax authorities are increasingly scrutinizing the tax positions of companies.

On December 22, 2017, the U.S. government enacted the Tax Act, which made substantial changes to U.S. tax law.

In light of recent changes in U.S. tax laws and to align with our international business operations, in the fourth quarter of 2019, we completed a non-U.S. intercompany transfer of our intellectual property to a subsidiary in the Netherlands.

This transfer and other changes we make to practices and processes based upon changes in U.S. and other tax laws are subject to challenge, and an adverse outcome in any such challenge could adversely affect our reported financial results.

In the third quarter of fiscal 2019, we received a decision from the U.S. Tax Court resulting in no changes to our federal income tax liability for 2011.

Such rates tend to fluctuate based on general economic conditions,

Any disruption in

Any curtailment of the operating capability of these systems or limitations on access to, or use

| | |

| --- | --- |

Global or regional conditions may harm our financial results.

We face risks inherent in conducting business internationally, including compliance with international and U.S. laws and regulations that apply to our international operations.

We are potentially exposed to adverse as well as beneficial movements in currency exchange rates.

Catastrophic events or geopolitical conditions could disrupt our operations.

have a material adverse impact on our business, operating results, and financial condition.

In the past year, two of our acquisitions, Viewpoint and e-Builder, were acquired for $1,211.3 million and $485.2 million respectively.

Recruiting and retaining

Changes to our licensing programs and subscription renewal programs, including the

As we sell an increasing amount of software and subscription services, we face competition from a group of large well-established companies with whom we have not previously competed.

mix of earnings, statutory rates, inter-company transfer pricing, and enacted tax laws.

We are subject to taxation in the U.S. and numerous foreign jurisdictions.

On December 22, 2017, the U.S. government enacted the Tax Act which had a significant impact on our effective tax rate for the fourth quarter of 2017.

On October 5, 2015, the OECD issued a series of reports recommending changes to numerous long-standing tax principles.

Many of these recommendations are being adopted by various countries in which we do business and may increase our taxes in these countries.

In April 2018, as a result of the announcement of the Viewpoint acquisition and our plans to incur additional indebtedness, Moody’s Investor Service, Inc. downgraded our ratings from Baa2 to Baa3 and, while our Standard & Poor’s ratings were stable, we received

a negative outlook.

controls markets.

[removed: The] [added: *The] following discussion should be read in conjunction with the consolidated financial statements and the related notes.

The following discussion contains forward-looking statements that reflect our plans, [removed: estimates] [added: estimates,] and beliefs.

Factors that could cause or contribute to these differences include, but are not limited to, those discussed below and those listed under “Risks Factors.” [added: This section of this Form 10-K generally discusses 2019 and 2018 items and year-to-year comparisons between 2019 and 2018.]

[removed: EXECUTIVE] [added: EXECUTIVE] LEVEL [removed: OVERVIEW][added: OVERVIEW]

Trimble [removed: Inc.] is a leading provider of technology solutions that [removed: optimize the work processes of office] [added: enable professionals] and [removed: mobile] field [removed: professionals around the world.][added: mobile workers to improve or transform their work processes.]

Our comprehensive work process solutions are used across a range of industries including agriculture, architecture, civil engineering, [added: survey and land administration,] construction, [added: geospatial,] government, natural resources, transportation, and utilities.

Representative Trimble customers include engineering and construction firms, contractors, [added: owners,] surveying companies, farmers and agricultural companies, [removed: long haul] trucking companies, energy, utility companies, and state, federal, and municipal governments.

For example, in construction, our strategy is centered on the concept of a “constructible model” [removed: which] [added: that] is at the center of our “Connected [removed: Site” solutions] [added: Construction” solutions,] which [removed: provide] [added: provides] real-time, connected, and cohesive information environments for the design, build, and operational phases of construction projects.

| • | [removed: Focus] [added: *Focus] on attractive markets with significant growth and profitability [removed: potential] [added: potential*] \- We focus on large markets historically underserved by technology that offer significant potential for long-term revenue growth, [removed: profitability] [added: profitability,] and market leadership. Our core industries such as construction, agriculture, and transportation markets are each multi-trillion dollar global industries [removed: which] [added: that] operate in increasingly demanding environments with technology adoption in the early phases relative to other industries. With the emergence of mobile computing capabilities, the increasing technological know-how of end users and the compelling return on investment to our customers, we believe many of our markets are attractive for substituting Trimble’s technology and solutions in place of traditional operating methods. |

| • | [removed: Domain] [added: *Domain] knowledge and technological innovation that benefit a diverse customer [removed: base] [added: base*] - We have [removed: over time] redefined our technological focus from hardware-driven point solutions to integrated work process solutions by developing domain expertise and heavily reinvesting in R&D and acquisitions. We [added: have been spending approximately 14% of revenue over the past two years on R&D and] currently have over 1,200 unique patents. We intend to continue to take advantage of our technology portfolio and deep domain knowledge to quickly and cost-effectively deliver specific, targeted solutions to each of the vertical markets we serve. We look for opportunities where the [removed: opportunity] [added: potential] for technological change is high and [removed: which] [added: that] have a requirement for the integration of multiple technologies into complete vertical solutions. |

| • | [removed: Increasing] [added: *Increasing] focus on software and [removed: services] [added: subscription offerings*] - Software and [added: subscription] services [removed: targeted for the needs of vertical end markets] are increasingly important elements of our solutions and are core to our growth strategy. Trimble [removed: generally] has an open application programming interface philosophy and open vendor [removed: environment] [added: environment,] which leads to increased adoption of our software and [removed: analytics] [added: subscription] offerings. [removed: These software and services] [added: We believe that increased recurring revenue from these] solutions [removed: integrate and optimize additional workflows for our customers, thereby improving their work productivity, and in the case of subscription, maintenance and support services, also] [added: will] provide us with enhanced business visibility over time. Professional services constitute an additional [removed: customer offering] [added: growth channel] that helps our customers integrate and optimize the use of our offerings in their environment. |

| • | [removed: Geographic] [added: *Geographic] expansion with localization strategy [removed: -] [added: -*] We view international expansion as an important element of our [removed: strategy] [added: strategy,] and we continue to position ourselves in geographic markets that will serve as important sources of future growth. We currently have a physical presence in over 40 countries and distribution channels [removed: in] over [removed: 100] [added: 85] countries. [removed: In 2018, over 50% of our sales were to customers located in countries outside of the U.S.] |

| • | [removed: Optimized] [added: *Optimized] go-to-market strategies to best access our [removed: markets] [added: markets*] - We utilize vertically focused [removed: go-to-market strategies] [added: distribution channels] that leverage domain expertise to best serve the needs of individual markets [added: both] domestically and abroad. These [removed: go-to-market] [added: channel] capabilities include independent dealers, joint ventures, original equipment manufacturers ("OEM"), and [added: sales and] distribution alliances with key partners, such as CNH Global, Caterpillar, and Nikon, as well as direct sales to [removed: end-users, that provide] [added: end-users. This provides] us with broad market reach and localization capabilities to effectively serve our markets. |

| • | [removed: Strategic acquisitions] [added: *Strategic acquisitions*] \- Organic growth continues to be our primary focus, while acquisitions serve to enhance our market position. We acquire businesses that bring domain expertise, technology, products, or distribution capabilities that augment our portfolio and allow us to penetrate existing markets more effectively, or to establish a market beachhead. Our success in targeting and effectively integrating acquisitions is an important aspect of our growth strategy. |

Software and [removed: services] [added: subscription] growth is driving increased recurring revenue, leading to improved visibility in some of our businesses.

As our solutions have expanded, our [removed: go to market] [added: go-to-market] model has also evolved, with a balanced mix between direct, distribution, and OEM customers, and an increasing number of enterprise level customer relationships.

[removed: CRITICAL] [added: CRITICAL] ACCOUNTING POLICIES AND [removed: ESTIMATES][added: ESTIMATES]

The preparation of financial statements and related disclosures in conformity with U.S. generally accepted accounting principles [removed: (GAAP)] [added: ("GAAP")] requires us to make judgments, assumptions, and estimates that affect the reported amounts of assets, liabilities, revenue, costs of sales, operating expenses, and related disclosures.

[removed: Revenue Recognition][added: Revenue Recognition]

Revenue is [removed: generally] recognized net of allowance for returns and any taxes collected from customers.

Judgment is required to determine [removed: stand alone] [added: stand-alone] selling price ("SSP") for each distinct performance obligation.

[removed: Income Taxes][added: Income Taxes]

[removed: Significant judgment] [added: Judgment] is required in evaluating our uncertain tax positions and determining our provision for income taxes.

[removed: Changes in recognition] or measurement of our uncertain tax positions would result in the recognition of a tax benefit or an additional charge to the tax provision.

[removed: Business] [added: Business] Combinations and Valuation of Goodwill and Purchased Intangible [removed: Assets][added: Assets]

We allocate the fair value of purchase consideration to the assets acquired, liabilities assumed, and non-controlling interests in the acquiree based on their fair values [removed: as of] [added: at] the acquisition date.

[removed: The annual] [added: We evaluate] goodwill [removed: impairment test is performed] at the reporting unit level [removed: on the first day of] [added: in] the fourth [removed: fiscal] quarter of each [removed: year.][added: fiscal year or more frequently if indicators of potential impairment exist.]

In performing the qualitative assessment, we consider [removed: events and circumstances, including but not limited to,] macroeconomic conditions, industry and market considerations, [removed: cost factors, and] overall financial [removed: performance.][added: performance, and other relevant events and factors that may impact the reporting units.]

Changes in circumstances such as technological advances, changes to its business model, or changes in the capital strategy could result in [removed: the actual] [added: a revised] useful [removed: lives of intangible assets differing from initial estimates.][added: life.]

If [removed: we determine that] the useful life of an asset [removed: should be] [added: is] revised, the net book value [removed: in excess] of the estimated residual value is [removed: depreciated] [added: amortized] over its revised remaining useful life.

[removed: These] [added: Intangible] assets are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount of [removed: such] [added: those] assets may not be recoverable based on their future cash flows.

[removed: RESULTS] [added: RESULTS] OF [removed: OPERATIONS][added: OPERATIONS]

[removed: Overview][added: Overview]

The following table is a summary of revenue, gross [removed: margin] [added: margin,] and operating income for the periods indicated and should be read in conjunction with the narrative descriptions below.

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

| [added: ADJUSTED EBITDA:] | | | | | [removed: *As Adjusted] | | | | [removed: *As Adjusted] | | | [added: | | | | | | | | | |]

| [removed: (In millions)] [added: *(In millions)*] | | | | | | | | | | | |

| Product | $ | [removed: 1,999.9] [added: 1,934.8] | | | $ | [removed: 1,763.8] [added: 1,999.9] | | | $ | [removed: 1,570.6] [added: 1,763.8] | |

| Service | [removed: 588.7] [added: 686.2] | | | | [removed: 475.4] [added: 588.7] | | | | [removed: 436.7] [added: 475.4] | | |

| Subscription | [removed: 519.8] [added: 643.3] | | | | [removed: 407.3] [added: 519.8] | | | | [removed: 354.8] [added: 407.3] | | |

Discussions of 2017 items and year-to-year comparisons between 2018 and 2017 that are not included in this Form 10-K can be found in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of the Company's Annual Report on Form 10-K for the fiscal year ended December 28, 2018.*

Trimble began operations in 1978 and was originally incorporated in California as Trimble Navigation Limited in 1981.

On October 1, 2016, Trimble Navigation Limited changed its name to Trimble Inc. and changed its state of incorporation from the State of California to the State of Delaware.

During fiscal 2019, the Company acquired four businesses with total purchase consideration of $247.0 million.

The largest acquisition was Cityworks, which we acquired in the fourth quarter of 2019.

Cityworks is a provider of enterprise asset management (EAM) software for utilities and local government.

During fiscal 2018, we acquired six businesses with total cash consideration of $1.8 billion.

The largest acquisition was Viewpoint, which we acquired in the third quarter of 2018 with total cash consideration of $1.2 billion.

Viewpoint is a provider of construction management software, which integrates a contractor’s financial and resource management to their project operations in the field.

The acquisition is highly complementary to our construction technology portfolio and positions us to further our strategy to lead the industry's transformation.

With Viewpoint, we offer customers a central workflow platform for delivering integrated end-to-end construction management, while further enabling connectivity across the complete construction life cycle.

In January 2020, a novel strain of coronavirus was identified in China, resulting in shutdowns of manufacturing and commerce, as well as global travel restrictions to contain the virus.

The impact has extended to other regions.

We have suppliers and employees in China, and the region represents an end market for our products.

Our customers and suppliers within China and other impacted countries are also affected by the coronavirus related restrictions and closures.

The coronavirus is expected to have a negative effect on our financial results for fiscal 2020.

The full extent and duration are uncertain and could be material.

Changes in recognition

We utilize either a qualitative assessment or a quantitative test to assess the likelihood of an impairment.

We amortize identifiable intangible assets over their estimated useful lives on a straight-line basis.

| Diluted earnings per share | $ | 2.03 | | | $ | 1.12 | | | $ | 0.46 | |

| Non-GAAP operating income as a % of Non-GAAP Revenue* | 20.4 | | % | | 20.6 | | % | | 17.8 | | % |

| Non-GAAP diluted earnings per share * | $ | 1.99 | | | $ | 1.94 | | | $ | 1.45 | |

*See SUPPLEMENTAL DISCLOSURE OF NON-GAAP FINANCIAL MEASURES for a reconciliation of our GAAP results to our non-GAAP measures.

Product revenue decreased primarily due to ongoing weakness in our Geospatial OEM hardware sales and, to a lesser extent, Resources and Utilities agriculture OEM sales.

Resources and Utilities was up slightly due to organic and acquisition growth.

Geospatial revenue decreased mainly due to market softness.

In fiscal 2019, our gross margin increased by $99.9 million as compared to fiscal 2018, primarily due to increased organic service and subscription revenue growth in Buildings and Infrastructure, as well as the Viewpoint acquisition, partially offset by a decrease in Geospatial due to revenue declines.

Gross margin as a percentage of total revenue was relatively flat at 54.6% in fiscal 2019 and 54.1% in fiscal 2018 due to Buildings and Infrastructure improved product mix, largely offset by Geospatial revenue decline and Transportation product mix and pricing pressures.

The increase in operating income was attributable to lower intangible asset amortization resulting from expiration of prior acquisitions' amortization and strong operating results in Buildings and Infrastructure.

These increases were partially offset by Geospatial revenue decline and Transportation gross margin compression and increased research and development costs.

Research and development (R&D), sales and marketing (S&M), and general and administrative (G&A) expense are summarized in the following table:

| Fiscal Years | 2019 | | | | 2018 | | | | 2017 | | |

| Percentage of revenue | 10.1 | | % | | 11.3 | | % | | 11.4 | | % |

As compared to the prior year, the decrease in fiscal 2019 was primarily due to lower compensation expense related to incentive compensation plans and, to a lesser extent, lower consulting costs and favorable foreign currency impacts, partially offset by the impact of the Viewpoint acquisition.

| Fiscal Years | 2019 | | | | 2018 | | | | 2017 | | |

| *(In millions)* | | | | | | | | | | | |

| Fiscal Years | 2019 | | | | 2018 | | | | 2017 | | |

| *(In millions)* | | | | | | | | | | | |

| Other income, net | 15.5 | | | | 1.8 | | | | 8.2 | | |

During 2018, we acquired e-Builder and Viewpoint to expand our capabilities in construction software solutions.

These acquisitions expanded and reinforced our value proposition in the construction software market, bringing enhanced capabilities and offerings in project and program management, extensive relationships with project owners, and an information backbone that enables real-time access to all the information needed to operate a construction enterprise.

These additional capabilities are enabling us to strengthen our reach to contractors and owners, as we link detailed construction plans to the delivery and execution of construction projects.

e-Builder and Viewpoint’s results of operations post-acquisition are reflected in our Buildings and Infrastructure segment.

We adopted the requirements of the new revenue recognition standard starting in the first quarter of fiscal 2018, utilizing the full retrospective method of transition.

Fair value estimates are based on the assumptions management believes a market participant would use in pricing the asset or liability.

Amounts recorded in a business combination may change during the measurement period, which is a period not to exceed one year from the date of acquisition, as additional information about conditions existing at the acquisition date becomes available.

We evaluate goodwill on an annual basis and whenever events and changes in circumstances indicate that the carrying amount may not be recoverable.

We utilize either a qualitative assessment or a quantitative test to determine if it is more likely than not that the fair value of each reporting unit is less than its carrying amount.

Identifiable intangible assets are being amortized over the period of estimated benefit using the straight-line method.

The assets evaluated for impairment are grouped with other assets to the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets and liabilities.

If the sum of the estimated undiscounted cash flows is less than the carrying value of the assets, the assets are written down to the estimated fair value.

Inventory Valuation

Our inventories are stated at the lower of cost or net realizable value.

Adjustments are also made to reduce the cost of inventory for estimated excess or obsolete balances.

Factors influencing these adjustments include declines in demand which impact inventory purchasing forecasts, technological changes, product life cycle and development plans, component cost trends, product pricing, physical deterioration and quality issues.

If our estimates used to reserve for excess and obsolete inventory are different from what we expected, we may be required to recognize additional reserves, which would negatively impact our gross margin.

| Revenues: | | | | | | | | | | | |

* See Note 2 of the Notes to the Consolidated Financial Statements.

Overall revenue increased due to organic growth across all segments and most major regions.

Resources and Utilities revenue increased primarily due to continued organic growth in agriculture markets, as well as the impact of the Müller-Elektronik ("Müller") acquisition, Geospatial revenue increased mainly due to surveying organic growth, and Transportation revenue increased due to increased organic subscription growth from new and existing transportation and logistics customers and to a lesser extent, product sales.

Product revenue increased primarily due to organic growth in Buildings and Infrastructure due to building construction and civil engineering and construction product sales, in Geospatial due to surveying product sales, and in Resources and Utilities due to agriculture product sales.

Transportation contributed to a lesser extent.

Service and subscription revenue increases were primarily due to growth in Buildings and Infrastructure, including the impact of the Viewpoint and e-Builder acquisitions, and to a lesser extent, Transportation, and Resources and Utilities.

In fiscal 2017, total revenue increased by $284.4 million, or 12%, to $2.65 billion from $2.36 billion in fiscal 2016.

Overall revenue increased primarily due to organic growth across all segments and major regions.

To a lesser extent, acquisitions contributed to growth, particularly in product and service revenue.

On a segment basis, the increase in fiscal 2017 was primarily due to Transportation, Buildings and Infrastructure, Resources and Utilities, and to a lesser extent, Geospatial.

Transportation increased $90.3 million or 15%, Buildings and Infrastructure revenue increased $87.7 million, or 12%, Resources and Utilities revenue increased $83.8 million, or 21%, and Geospatial revenue increased $22.8 million, or 4%, as compared to fiscal 2017.

civil engineering and construction and building construction.

Resources and Utilities revenue increased primarily due to acquisitions, in particular the impact of Müller acquisition, and continued organic growth in agriculture, correction services, and forestry.

By revenue category, overall product revenue increased $193.2 million, or 12%, service revenue increased $38.7 million, or 9%, and subscription revenue increased $52.5 million, or 15%.

Product, service and subscription revenue increased primarily due to organic growth across all segments.

During fiscal 2017, sales to customers in North America represented 53%, Europe represented 26%, Asia Pacific represented 14%, and the rest of world represented 7% of our total revenue.

During fiscal 2016, sales to customers in North America represented 54%, Europe represented 24%, Asia Pacific represented 15%, and the rest of world represented 7% of our total revenue.

In fiscal 2018, our gross margin increased by $303.4 million as compared to fiscal 2017, primarily due to increased revenue across all segments - Buildings and Infrastructure, Resources and Utilities, Transportation, and Geospatial.

Gross margin as a percentage of total revenue was 54.1% in fiscal 2018 and 52.1% in fiscal 2017.

The increase in gross margin percentage was primarily due to improved product mix across all segments, partially offset by increased intangibles amortization and the effects of acquired deferred revenue from the e-Builder and Viewpoint acquisitions that was written down to fair value in purchase accounting.

In fiscal 2017, our gross margin increased by $143.1 million as compared to fiscal 2016, primarily due to increased revenue across all segments - Buildings and Infrastructure, Resources and Utilities, Transportation and to a lesser extent, Geospatial.

Gross margin as a percentage of total revenue was 52.1% in fiscal 2017 and 52.3% in fiscal 2016.

[removed: Market] [added: Market] Interest Rate [removed: Risk][added: Risk]

Our cash equivalents [removed: and short-term investments] consisted primarily of [removed: treasury bills, debt securities and commercial paper,] interest and non-interest bearing bank deposits as well as bank time deposits.

Due to the nature of our cash equivalents [removed: and short-term investments] that they are readily convertible to cash, we do not anticipate any material effect on our portfolio due to fluctuations in interest rates.

At the end of fiscal [removed: 2018,] [added: 2019,] we had outstanding a term loan facility of [removed: $425.0] [added: $225.0] million [added: and a revolver credit facility of $110.0 million] under the 2018 Credit Facility and three revolving credit facilities of [removed: $255.9] [added: $218.7] million under the Uncommitted Facilities.

A hypothetical 10% increase in our borrowing rates at the end of fiscal [removed: 2018] [added: 2019] could result in approximately [removed: $1.6] [added: $5.6] million annual increase in interest expense on these existing principal balances.

[removed: Foreign] [added: Foreign] Currency Exchange Rate [removed: Risk][added: Risk]

In fiscal [removed: 2018,] [added: 2019,] revenue and operating income were [removed: favorably] [added: unfavorably] impacted by foreign currency exchange rates by [removed: $23.5] [added: $43.8] million and [removed: $11.8] [added: $2.1] million, respectively.

We enter into foreign currency forward contracts to minimize the short-term impact of foreign currency exchange rate fluctuations on cash, debt, [added: and] certain trade and inter-company receivables and payables, primarily denominated in Euros, British pound, New Zealand dollars, Australian dollars, Brazilian [removed: Real] [added: Real,] and Canadian dollars.

These contracts reduce the exposure to fluctuations in foreign currency exchange rate [removed: movements] [added: movements,] as the gains and losses associated with foreign currency balances are generally offset with the gains and losses on the forward contracts.

Foreign currency forward contracts outstanding at the end of fiscal [removed: 2018] [added: 2019] and [removed: 2017] [added: 2018] are summarized as follows:

| | [removed: At] [added: At] the End of Fiscal [removed: 2018] [added: 2019] | | | | | | | | [removed: At] [added: At] the End of Fiscal [removed: 2017] [added: 2018] | | | | | | |

| | [removed: Nominal Amount] [added: Nominal Amount] | | | | [removed: Fair Value] [added: Fair Value] | | | | [removed: Nominal Amount] [added: Nominal Amount] | | | | [removed: Fair Value] [added: Fair Value] | | |

| [removed: (In millions)] [added: *(In millions)*] | | | | | | | | | | | | | | | |

| Sold | $ | [removed: 144.2] [added: 159.2] | | | $ | [removed: 0.4] [added: (1.0] | [added: )] | | $ | [removed: 217.8] [added: 144.2] | | | $ | [removed: 0.5] [added: 0.4] | |

[removed: TRIMBLE INC.][added: TRIMBLE INC.]

[removed: INDEX] [added: INDEX] TO FINANCIAL [removed: STATEMENTS][added: STATEMENTS]

| [Consolidated Balance [removed: Sheets](#s27FCA30DBD595A17A90AF670BFA7C344)] [added: Sheets](#s9720C0F283A154128AAE1AFD54FD502E)] | [removed: [52](#s27FCA30DBD595A17A90AF670BFA7C344)] [added: [49](#s9720C0F283A154128AAE1AFD54FD502E)] |

| [Consolidated Statements of [removed: Income](#sE66B446C067551E8A13D9D20467E6E0C)] [added: Income](#sA1DC4C914997522583CBE536528F4993)] | [removed: [53](#sE66B446C067551E8A13D9D20467E6E0C)] [added: [50](#sA1DC4C914997522583CBE536528F4993)] |

| [Consolidated Statements of Comprehensive [removed: Income](#s25347930DBCD5937920CB3E26D30B6DF)] [added: Income](#s2923BE01DD86581CBC61EE01A3068888)] | [removed: [54](#s25347930DBCD5937920CB3E26D30B6DF)] [added: [51](#s2923BE01DD86581CBC61EE01A3068888)] |

| [Consolidated Statements of Stockholders’ [removed: Equity](#s18BC9B91DE3053529020729CAF9C9DE8)] [added: Equity](#s022E334BACF45C34951AF8D3B1B418AB)] | [removed: [55](#s18BC9B91DE3053529020729CAF9C9DE8)] [added: [52](#s022E334BACF45C34951AF8D3B1B418AB)] |

| [Consolidated Statements of Cash [removed: Flows](#s737D087CA5315D75AC81D6528B015E04)] [added: Flows](#sE5298608055F57B583E81F0034D90774)] | [removed: [56](#s737D087CA5315D75AC81D6528B015E04)] [added: [53](#sE5298608055F57B583E81F0034D90774)] |

| [Notes to Consolidated Financial [removed: Statements](#s7A544688B1F25C9B859A01582B01EEBE)] [added: Statements](#s1FB82E64BCDE5F19B51DF773D71B59C2)] | [removed: [57](#s7A544688B1F25C9B859A01582B01EEBE)] [added: [54](#s1FB82E64BCDE5F19B51DF773D71B59C2)] |

| [Reports of Independent Registered Public Accounting [removed: Firm](#s68578F5D85BF5433A126DBDA715FEBC9)] [added: Firm](#s04C6266B83555ADF9CCE250D18288206)] | [removed: [89](#s68578F5D85BF5433A126DBDA715FEBC9)] [added: [81](#s04C6266B83555ADF9CCE250D18288206)] |

| Purchased | $ | (84.3 | ) | | $ | 0.3 | | | $ | (65.8 | ) | | $ | — | |

| Purchased | $ | (65.8 | ) | | $ | — | | | $ | (54.3 | ) | | $ | (0.1 | ) |

Our comprehensive work process solutions are used across a range of industries including agriculture, architecture, civil engineering, [removed: survey and land administration,] [added: survey,] construction, geospatial, government, natural resources, transportation, and utilities.

Representative Trimble customers include engineering and construction firms, contractors, owners, surveying companies, farmers and agricultural companies, [removed: long haul] trucking companies, energy, utility companies, and state, [removed: federal] [added: federal,] and municipal governments.

Representative products include equipment that automates and enables increased precision within large industrial equipment such as tractors and bulldozers; integrated systems that track [added: and manage] fleets of vehicles and workers and provide real-time information and analytics to the back-office; data collection systems that enable the management of large amounts of geo-referenced information; software solutions that connect all aspects of a construction site or a farm; and building information modeling ("BIM") software that is used throughout the design, build, and operation of buildings.

Information about location or position is transmitted via a wireless link to a domain-specific software [removed: application] [added: application,] which enhances the productivity of the worker, asset, or work process.

Position is provided through a number of technologies including the Global Positioning System ("GPS"), other Global Navigation Satellite Systems ("GNSS") and their augmentation systems, and systems that use laser, optical, [removed: inertial] [added: inertial,] or other technologies to establish real-time position.

Integration of wireless communications in our solutions facilitates real-time data flow, [removed: communication] [added: communication,] and situational awareness within sites and between work sites or vehicles and offices.

Our software capabilities include extensive 3-D modeling, analysis and design solutions, design and data preparation software, BIM software, enterprise resource planning and project management solutions, cloud-based collaboration solutions, applications for advanced surveying and geospatial data collection and analysis, farm productivity solutions, fleet management solutions for [removed: transportation and logistics,] [added: transportation,] as well as a large suite of domain-specific software applications used across a host of industries including agriculture, construction, utilities, and transportation.

Our software is sold as a perpetual license or as a [removed: subscription,] [added: subscription] and can be delivered for on-premise installation or in a hosted environment as Software as a Service ("SaaS").

Our software products allow our customers to optimize their work processes for targeted outcomes, improve their productivity, [added: and] gain insight into their projects and [removed: operations,] [added: operations] to enhance their decision making and to gain maximum benefit from a broad range of other Trimble products and systems.

[removed: Business Strategy][added: Business Strategy]

| • | [removed: Focus] [added: *Focus] on attractive markets with significant growth and profitability [removed: potential] [added: potential*] \- We focus on large markets historically underserved by technology that offer significant potential for long-term revenue growth, profitability, and market leadership. Our core industries such as construction, agriculture, and transportation are each multi-trillion dollar global industries [removed: which] [added: that] operate in demanding environments with technology adoption in the early phases relative to other industries. With the emergence of mobile computing capabilities, the increasing technological know-how of end [removed: users] [added: users, and compelling return on investment, we believe many of our markets are attractive for substituting Trimble’s technology and solutions in place of traditional operating methods.] |

| • | [removed: Domain] [added: *Domain] knowledge and technological innovation that benefit a diverse customer [removed: base] [added: base*] - We have over time redefined our technological focus from hardware-driven point solutions to integrated work process solutions by developing domain expertise and heavily reinvesting in R&D and acquisitions. We currently have over 1,200 unique patents. We intend to continue to take advantage of our technology portfolio and deep domain knowledge to quickly and cost-effectively deliver specific, targeted solutions to each of the vertical markets we serve. We look for opportunities where the opportunity for technological change is high and [removed: which] [added: that] have a requirement for the integration of multiple technologies into complete vertical solutions. |

| • | [removed: Increasing] [added: *Increasing] focus on software and [removed: services] [added: services*] - Software and services targeted for the needs of vertical end markets are increasingly important elements of our solutions and are core to our growth strategy. Trimble generally has an open application programming interface philosophy and open vendor [removed: environment] [added: environment,] which leads to increased adoption of our software and analytics offerings. These software and services solutions integrate and optimize additional workflows for our customers, thereby improving their work productivity, and in the case of subscription, [removed: maintenance] [added: maintenance,] and support services, also provide us with enhanced business visibility over time. Professional services constitute an additional customer offering that helps our customers integrate and optimize the use of our offerings in their environment. |

| • | [removed: Geographic] [added: *Geographic] expansion with localization strategy [removed: -] [added: -*] We view international expansion as an important element of our strategy and we continue to position ourselves in geographic markets that will serve as important sources of future growth. We currently have a physical presence in over 40 countries and distribution channels [removed: in] over [removed: 100] [added: 85] countries. |

| • | [removed: Optimized] [added: *Optimized] go-to-market strategies to best access our [removed: markets] [added: markets*] - We utilize vertically focused go-to-market strategies that leverage domain expertise to best serve the needs of individual markets [added: both] domestically and abroad. These go-to-market capabilities include independent dealers, joint ventures, original equipment manufacturers ("OEM"), and distribution alliances with key partners, such as CNH Global, Caterpillar, and Nikon, as well as direct sales to end-users, [removed: that provide] [added: which provides] us with broad market reach and localization capabilities to effectively serve our markets. |

| • | [removed: Strategic acquisitions] [added: *Strategic acquisitions*] \- Organic growth continues to be our primary focus, while acquisitions serve to enhance our market position. We acquire businesses that bring domain expertise, technology, products, or distribution capabilities that augment our portfolio and allow us to penetrate existing markets more effectively, or to establish a market beachhead. Our success in targeting and effectively integrating acquisitions is an important aspect of our growth strategy. |

[removed: Business] [added: Business] Segments and [removed: Markets][added: Markets]

Each segment consists of businesses [removed: which] [added: that] are responsible for product development, marketing, sales, strategy, and financial performance.

We report our financial performance, including [removed: revenues] [added: revenue] and operating income, based on four reportable segments: Buildings and Infrastructure, Geospatial, Resources and Utilities, and Transportation.

[removed: Buildings] [added: Buildings] and [removed: Infrastructure][added: Infrastructure]

Within this segment, our most substantial product portfolios are focused on [added: building construction and] civil engineering and [removed: construction and building] construction.

[added: *Civil Engineering and Construction.*] Before dirt is ever moved in civil construction, feasibility, design, and scheduling are critical steps to site construction.

Our civil construction solutions are used in civil infrastructure such as roads, railways, airports, land management, [removed: solar farms, marinas,] [added: marine construction,] and landfills.

Our suite of integrated solutions and technologies in this area includes field and office software for optimized route selection and design, systems to automatically guide and control construction equipment such as excavators, bulldozers, wheel loaders, motor graders, and paving equipment, systems to monitor, track, and manage assets, [removed: equipment] [added: equipment,] and workers, and software to facilitate the sharing and communication of data in real time.

Together, these solutions are designed to transform how work is done within the [removed: heavy] civil construction industry.

The [removed: Connected Site describes our] civil construction market [removed: portfolio, which] [added: portfolio] integrates data and information across the entire construction process and across mixed fleets.

Utilizing wireless and internet-based site communications infrastructure, our [removed: Connected Site] solutions include the ability to track and control equipment, perform remote machine diagnostics, and reduce re-work.

By leveraging the [removed: Connected Site] [added: Trimble] technology, contractors gain greater insight into their operations, helping them to lower costs and improve productivity, worker safety, and asset utilization.

A joint venture with Caterpillar, Caterpillar-Trimble Control Technologies [removed: ("CTCT")] [added: ("CTCT"),] was formed in 2002 to develop the next generation of advanced electronic guidance and control products for earthmoving machines.

During [removed: 2018,] [added: 2019,] we announced a number of developments, including [added: the launch of an e-commerce platform for pre-owned Trimble products, and] new collaborations with multiple OEMs intended to improve the interoperability of technologies and data for civil engineering and construction projects.

[added: *Building Construction.*] The Trimble building construction portfolio of solutions for the commercial and industrial building industry spans the entire [removed: lifecycle] [added: life cycle] of a building and is used by owners, architects, designers, general contractors, sub-contractors, engineers, and facility owners or lessees.

The suite of technologies and solutions we provide to the building industry includes program management solutions for owners, software for 3D conceptual design and modeling, BIM software [removed: which] [added: that] is used in design, [removed: construction,] [added: engineering,] and [removed: maintenance,] [added: construction,] enterprise resource planning and project management and project collaboration for general contractors, advanced integrated site layout and measurement systems, cost estimating, scheduling, and project controls solutions for contractors.

The suite also includes applications for sub-contractors and [added: construction] trades such as steel, concrete and mechanical, electrical and plumbing, and an integrated workplace management services ("IWMS") software suite for real estate management, project coordination, [added: and] capital program planning and [removed: management, and facility management for building owners and program managers.][added: management.]

[removed: In addition,] Trimble’s Connect collaboration platform streamlines customer workflows and enables interoperability between Trimble’s and other providers' solutions.

Our solutions provide customer benefits such as reduced costs, reduced waste and re-work, increased worker safety and efficiencies, faster project completion times, improved information flow, better decision making, and enhanced quality [removed: control.][added: control and sustainability.]

Competitors in this segment are typically companies that provide optical, [removed: laser] [added: laser,] or GNSS positioning products as well as companies that produce software specific to the construction process.

As the Company extends its software and services offerings to cover the full set of construction [removed: lifecycle] [added: life cycle] management solutions used by owners, designers, and construction companies, we increasingly compete with large established companies that [added: offer similar systems across all industries, such as Oracle.]

We compete principally on the basis of innovation, differentiated products, [added: domain expertise,] service, quality, and geographic reach.

[removed: Geospatial][added: Geospatial]

[added: *Surveying and Geospatial*.] Through our [removed: Surveying] [added: surveying] and [removed: Geospatial] [added: geospatial] product portfolio, professional surveyors and engineers provide services to the construction, engineering, mining, oil and gas, energy and utilities, government, and land management sectors.

We focus on integrating our broad technological and application capabilities to create vertically-focused, system-level solutions that transform how work is done within the industries we serve.

The integration of sensors, software, connectivity, and information in our portfolio gives us the unique ability to provide an information model specific to the customer’s workflow.

For example, in construction, our strategy is centered on the concept of a “constructible model” that is at the center of our “Connected Construction” solutions, which provides real-time, connected, and cohesive information environments for the design, build, and operational phases of construction projects.

In agriculture, we continue to develop “Connected Farm” solutions to optimize operations across the agriculture workflow.

In long haul trucking, our “Connected Fleet” solutions provide transportation companies with tools to enhance fuel efficiency, safety, and transparency through connected vehicles and fleets across the enterprise.

In addition,

During 2019, we announced advances in several of our software packages and solutions.

Our field-based

During 2019, we announced the release of a new GNSS receiver, the launch of a new 3D laser scanning system, and the launch of a new high-performance field computer for our Mapping and Geographic Information Systems (GIS) portfolio.

In 2019, we announced the launch of Farmer Core, a new entry-level software subscription that enables farmers to connect all aspects of their farm operation.

During the third quarter of 2019, we completed the acquisition of 3LOG Systems, Inc., a supplier of timber management software solutions.

The acquisition complements Trimble's forestry business software portfolio and further expands the Trimble Connected Forest™ solutions, which offer a complete end-to-end ecosystem for forest management, traceability, and timber processing.

During the fourth quarter of 2019, we completed the acquisition of privately-held Azteca Systems LLC (dba "Cityworks"), a provider of enterprise asset management (EAM) software for utilities and local government.

Cityworks' solutions address the global challenges associated with maintaining and replacing aging utility, transportation, and public assets and infrastructure.

Additionally, during the fourth quarter of 2019, we announced the acquisitions of Cansel Survey Equipment's Can-Net and AllTerra New Zealand's iBase networks.

The acquisitions significantly increase the global footprint of Trimble-owned Virtual Reference Station (VRS) networks by adding geographies in Canada and New Zealand.

Subscription-based VRS correction services are now accessible to more customers around the world who rely on high-accuracy corrections to increase productivity and reduce operational costs.

| Steve W. Berglund | | 68 | | Executive Chairman |

From 2016 through 2019, he served as the Company's chief financial officer, where he was responsible for Trimble’s worldwide finance operations.

David G.

Barnes—David G.

Barnes joined Trimble as chief financial officer in January 2020 with more than 35 years of financial and strategic management experience, including treasury, tax, investor relations, and risk management.

Prior to Trimble, Mr. Barnes served as chief financial officer at MWH Global Inc., a global provider of engineering and construction services, from January 2009 to May 2016.

At MWH, he served on the board of directors and had responsibility for information technology and procurement in addition to his financial role.

Following the sale of MWH to Stantec Inc., Mr. Barnes assumed operational responsibility for Stantec’s businesses outside North America from September 2017 to January 2019.

He also served as a leader on the committee overseeing the integration of MHW into Stantec from May 2016 to July 2017.

Prior to MWH, Mr. Barnes held financial leadership positions at Western Union, Coors, and YUM Brands.

He began his career as a strategy consultant at Bain & Company.

In 1983, he received a Bachelor of Science in Applied Mathematics from Yale University and his MBA in Finance and Marketing from the University of Chicago in 1987.

Mr. Barnes also serves as a board member and chair of the Audit Committee of CSG Systems International.

Fosburgh—Bryn Fosburgh currently serves as senior vice president responsible for Trimble’s construction businesses, which includes Trimble’s civil engineering and construction, buildings, Viewpoint and e-Builder divisions, as well as Trimble’s joint ventures with Caterpillar, Hilti, and Nikon.

James Langley—James Langley currently serves as a senior vice president responsible for Trimble transportation businesses.

He was appointed to this role in September 2019 and before that served as Trimble’s general manager of Trimble transportation enterprise since April 2019.

Prior to that, Mr. Langley was with Dart Transit Company, a transportation and tractor fleet company based in Eagan, Minnesota, where he served as president from December 2017 until March 2019, and chief operating officer from January 2016 until March 2019.

Before Dart, Mr Langley was with TMW Systems, one of Trimble’s transportation businesses, as vice president and general manager of business intelligence and optimization from May 2011 until December 2015.

Mr. Langley has extensive experience in the transportation industry, having also held positions at US Xpress, Transcard, and JB Hunt, where he worked in the areas of operations, IT, engineering and analytics.

Mr. Langley holds a degree from the University of Arkansas in transportation and logistics.

Shepard—Julie Shepard currently serves as chief accounting officer.

and compelling return on investment, we believe many of our markets are attractive for substituting Trimble’s technology and solutions in place of traditional operating methods.

Civil Engineering and Construction.

In addition, we announced an update to the Trimble Earthworks platform to include support for additional equipment types.

Building Construction.

During 2018, we announced advances in several of our software packages and solutions, launched new construction management solutions, and completed the acquisitions of FabSuite, Stabiplan, e-Builder, and Viewpoint.

In the first quarter of 2018, we acquired privately-held Stabiplan, a 3D Computer Aided Design and Engineering software and BIM content provider for the Mechanical, Electrical and Plumbing ("MEP") industries in Europe.

The acquisition of Stabiplan broadened Trimble's existing construction solutions for MEP contractors and engineers that enable automated estimating, project management, modeling, detailing, layout, and construction.

Also during the first quarter of 2018, we acquired privately-held e-Builder, a leading SaaS-based construction program management solution for capital program owners and program management firms.

The addition of e-Builder extended Trimble's ability to accelerate industry transformation by providing an integrated project delivery solution for owners, program managers, and contractors across the design, construct, and operate lifecycle.

During the second quarter of 2018, we acquired the assets of privately-held FabSuite, a supplier of Management Information System solutions for steel fabrication.

With the acquisition of FabSuite software, Trimble's portfolio was expanded to include the complete structural steel workflow for planning, managing, designing, modeling, and automating the fabrication processes to maximize constructability.

In the third quarter of 2018, we acquired privately-held Viewpoint, a leading provider of scalable construction management software, which integrates a contractor's financial and resource management with their project operations on their jobsites and in the field.

The acquisition of Viewpoint extended Trimble's ability to provide more complete and integrated project, jobsite, and business workflows across the construction lifecycle.

offer similar systems across all industries, such as Oracle.

Surveying and Geospatial.

During 2018, we announced the release of a new handheld computer for field data collection, the launch of a new version of our Inpho office software suite for photogrammetry, the launch of new GNSS receiver systems for land surveyors, and a new field controller solution for land and civil construction surveyors.

In 2018, we continued the development and integration of a number of Trimble Agriculture's software programs and platforms, including the release of the Trimble Farmer Fit solution.

Trimble Farmer Fit equips farms of all sizes with a field record-keeping and mapping system available 24/7 on desktop, online, or mobile platforms.

Trimble’s solutions enable a chain of custody where the farm can pass critical food safety and sustainability information to processors, distributors, and ultimately to consumers who seek transparency.

We currently have Vantage partners in over 14 countries across 5 continents.

As we expand our business in agronomic services and data oriented applications, we expect to increasingly compete with major input suppliers, such as Monsanto.

In 2018, we announced that the PeopleNet, TMW, and 10-4 Systems businesses had been unified under the single Trimble brand.

By doing so, we further articulated our approach in providing a comprehensive fleet mobility, management, and logistics platform enabling customers to connect all aspects of their business, including trucks, drivers, freight, and assets, to make more informed decisions and reach greater levels of productivity, efficiency, and safety.

Our fleet productivity and enterprise software offerings are comprised primarily of the PeopleNet, TMW, Vusion, PC*Miler, CoPilot, and FleetWorks mobile platforms.

GEOTrac’s telematics solution provides end-to-end capabilities for oil and gas road mapping, vehicle monitoring, geofencing, messaging and alerting, driver productivity, distress notification, lone worker monitoring, reporting, and maintenance monitoring.

The CarCube/FleetWorks solution is tailored for transportation and logistics companies in Europe and Australia.

In 2018, we acquired privately-held Veltec, a Brazil based fleet management provider that delivers solutions to transportation companies to improve safety and reduce operational costs.

The acquisition of Veltec further expanded Trimble's global footprint and extended Trimble's fleet safety and efficiency solutions to new markets.

Some employees in Germany and France are represented by works councils.

| Darryl R. Matthews | | 51 | | Senior Vice President |

| Sachin J. Sankpal | | 51 | | Senior Vice President |

He is responsible for Trimble’s worldwide finance operations.

Rosalind D.

Buick—In February 2019, Rosalind Buick was appointed senior vice president responsible for Trimble's Buildings business, including Buildings, Architecture, General Construction, Mechanical Electrical & Plumbing, Real Estate & Workplace Solutions and Trimble Connect divisions, which business she had previously served as vice president since 2016.

Previously, Dr. Buick served as general manager and vice president of the Civil Engineering & Construction, Aggregates and Mining divisions

from 2009 to 2016.

Dr. Buick joined the company in 1996 and worked in several capacities in Trimble Agriculture for 12 years.

Dr. Buick began her career as a research scientist and university teacher at Virginia Tech and later at Lincoln University, New Zealand, in computer decision support software research applying simulation models, GIS, operations research and artificial intelligence to agricultural and environmental applications.

She completed her Ph.D in plant physiology and simulation models in 1989, a degree in Agricultural Science in 1986 from Lincoln University, New Zealand, and an executive MBA from Duke University in 2016.

Thomas S.

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

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

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

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

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

[removed: For] [added: For] the fiscal year [removed: ended December 28, 2018][added: ended January 3, 2020]

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

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

[removed: Commission] [added: Commission] File [removed: Number: 001-14845][added: Number: 001-14845]

[removed: TRIMBLE INC.][added: TRIMBLE INC.]

[removed: (Exact] [added: (Exact] name of Registrant as specified in its [removed: charter)][added: charter)]

| [removed: Delaware] [added: Delaware] | | [removed: 94-2802192] [added: 94-2802192] |

| [removed: (State] [added: (State] or other jurisdiction [removed: of incorporation] [added: of incorporation] or [removed: organization)] [added: organization)] | | [removed: (I.R.S. Employer Identification No.)] [added: (I.R.S. Employer Identification No.)] |

[removed: | 935] [added: 935] Stewart [removed: Drive, Sunnyvale, CA | | 94085 |][added: Drive, Sunnyvale, CA]

[removed: | (Address] [added: (Address] of principal executive [removed: offices) | | (Zip Code) |][added: offices)]

[removed: Registrant’s] [added: Registrant’s] telephone number, including area code: [removed: (408) 481-8000][added: (408) 481-8000]

[removed: Securities] [added: Securities] registered pursuant to Section 12(b) of the [removed: Act:][added: Act:]

| [removed: Title] [added: Title] of each [removed: class] [added: class] | [added: Trading Symbol(s)] | [removed: Name] [added: Name] of each exchange on which [removed: stock registered] [added: registered] |

| Common Stock, $0.001 par value | [added: TRMB] | NASDAQ Global Select Market |

| [removed: (Title] [added: (Title] of [removed: Class)] [added: Class)] | | |

[removed: Securities] [added: Securities] registered pursuant to Section 12(g) of the Act: [removed: NONE][added: NONE]

Yes [removed: ý] [added: ☒] No [removed: ¨][added: ☐]

Yes [removed: ¨] [added: ☐] No [removed: ý][added: ☒]

| Large Accelerated Filer | [removed: ý] [added: ☒] | | Accelerated Filer | | [removed: ¨] [added: ☐] |

| Non-accelerated Filer | [removed: o] [added: ☐] | | Smaller Reporting Company | | [removed: ¨] [added: ☐] |

| Emerging Growth Company | [removed: o] [added: ☐] | | | | |

As of June [removed: 29, 2018,] [added: 28, 2019,] the aggregate market value of the common stock held by non-affiliates of the registrant was approximately [removed: $8.2] [added: $11.4] billion based on the closing price as reported on the NASDAQ Global Select Market.

| [removed: Class] [added: Class] | | [removed: Outstanding] [added: Outstanding] at February [removed: 19, 2019] [added: 26, 2020] | [added: |]

| Common stock, $0.001 par value | | [removed: 251,514,221] [added: 250,166,168 |] shares |

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

Certain parts of Trimble Inc. Proxy Statement relating to the annual meeting of stockholders to be held on May [removed: 7, 2019] [added: 27, 2020] (the “Proxy Statement”) are incorporated by reference into Part III of this Annual Report on Form 10-K.

[removed: SPECIAL] [added: SPECIAL] NOTE ON FORWARD-LOOKING [removed: STATEMENTS][added: STATEMENTS]

| • | the portion of our revenue [removed: coming] [added: expected to come] from sales to customers located in countries outside of the U.S.; |

| • | seasonal fluctuations in our construction equipment [removed: revenues,] [added: revenue, sales to U.S. governmental agencies,] agricultural equipment [removed: revenues,] [added: business revenue,] global macroeconomic conditions, and expectations that we may experience less seasonality in the future; |

| • | our belief that increases in recurring revenue from our software and [added: subscription] solutions will provide us with enhanced business visibility over time; |

| • | our belief that our cash and cash [removed: equivalents and short-term investments,] [added: equivalents,] together with borrowings under the commitments for our credit facilities and senior notes, will be sufficient to meet our anticipated operating cash needs, debt service, [added: and] planned capital expenditures [removed: and stock repurchases under the stock repurchase program] for at least the next twelve months; |

| • | any anticipated benefits to us from [removed: the] [added: our] acquisitions [removed: of e-Builder] and [removed: Viewpoint and] our ability to successfully integrate [removed: e-Builder and Viewpoint] [added: the acquired] businesses; |

| • | fluctuations in interest rates and foreign currency exchange rates; [removed: and] |

The forward-looking statements regarding future events and the future results of Trimble Inc. (“Trimble” or “the Company” or “we” or “our” or “us”) are based on current expectations, estimates, forecasts, and projections about the industries in which Trimble [removed: operates] [added: operates, Trimble's current tax structure, including where Trimble's assets are deemed to reside for tax purposes,] and the beliefs and assumptions of the management of Trimble.

[removed: Discussions containing such forward-looking statements may be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”] In some cases, forward-looking statements can be identified by terminology such as “may,” “will,” “should,” “could,” “predicts,” “potential,” “continue,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” and similar expressions.

___________________________________________________

OR

____________________________________________________

94085

(Zip Code)

Yes ☒ No ☐

Yes ☒ No ☐

Yes ☐ No ☒

| | | | |

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

| | | | |

| • | our belief that our gross unrecognized tax benefits will not materially change in the next twelve months; and |

Discussions containing such forward-looking statements may be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” below.

TRIMBLE INC.

| | [Signatures](#sF1D32D31D5AC51EDB2A8CF2BFFF1643B) | [88](#sF1D32D31D5AC51EDB2A8CF2BFFF1643B) |

| | |

| --- | --- |

10-K 1 trmb201810k.htm 10-K

___________________________________________________

OR

____________________________________________________

| | | |

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

| Preferred Share Purchase Rights | | NASDAQ Global Select Market |

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

| | [Signatures](#sA1A8071D00E55725A84D91A1EC0C0166) | [94](#sA1A8071D00E55725A84D91A1EC0C0166) |

None.

None

We also currently own approximately [removed: 308] [added: 316] thousand square feet in Dayton, Ohio and 250 thousand square feet in Westminster, Colorado.

These facilities are used by all [removed: operating] [added: reporting] segments.

For financial information regarding [removed: obligations under] leases, see Note 8 to the Consolidated Financial Statements.

We believe that our existing facilities are adequate to support current and [removed: near term] [added: near-term] operations.

In addition, we own and lease a number of offices throughout the United States and various international locations primarily for sales, manufacturing and other functions; the largest properties include space in the following locations: Portland, Oregon in the United States and, internationally, Sweden, Finland, India, New Zealand, Germany, and Canada.

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

[removed: Company] [added: Company] Stock [removed: Performance][added: Performance]

Our common stock is traded on the NASDAQ under the symbol “TRMB.” The following graph compares the cumulative five-year total return provided [removed: shareholders] [added: stockholders] on Trimble Inc. common stock relative to the cumulative total returns of the NASDAQ Composite Index and the S&P 500 Information Technology Index.

An investment of $100 (with reinvestment of all dividends) is assumed to have been made in our common stock and in each of the indexes on December 31, [removed: 2013,] [added: 2014,] and its relative performance is tracked through December 31, [removed: 2018.][added: 2019.]

[removed: ][added: ]

[removed: Stock] [added: Stock] Repurchase [removed: Program][added: Program]

In November [removed: 2018,] [added: 2017,] our Board of Directors approved a stock repurchase program ("2017 Stock Repurchase Program"), authorizing us to repurchase up to $600.0 million of Trimble’s common stock.

The [removed: share] [added: stock] repurchase authorization does not have an expiration date and replaces the 2015 Stock Repurchase Program, which was completed.

The timing and amount of repurchase transactions [removed: will be] [added: is] determined by our management based on its evaluation of market conditions, share price, legal requirements, and other factors.

During fiscal [removed: 2018,] [added: 2019,] we repurchased approximately [removed: 2.4] [added: 4.7] million shares of common stock in open market purchases under the 2017 Stock Repurchase Programs, at an average price of [removed: $37.23] [added: $38.51] per share, for a total of [removed: $90.0] [added: $179.8] million.

At the end of fiscal [removed: 2018,] [added: 2019,] the 2017 Stock Repurchase Program had remaining authorized funds of [removed: $352.2] [added: $172.4] million.

As of February [removed: 19, 2019,] [added: 26, 2020,] there were approximately [removed: 571] [added: 552] holders of record of our common stock.

[removed: Dividend Policy][added: Dividend Policy]

The Company did not repurchase any common stock during the fourth quarter of 2019.

The following table provides information relating to our common stock repurchase activity during the fourth quarter of 2018:

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

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

| | Total Number of Shares Purchased | | | Average Price Paid per Share | | Total Number of Shares Purchased as Part of Publicly Announced Program | | | Dollar Value of Shares that May Yet Be Purchased Under the Program | | | |

| September 29, 2018 - November 2, 2018 | — | | | | | — | | | $ | — | | |

| November 3, 2018 - November 30, 2018 | — | | | | | — | | | — | | | |

| December 1, 2018 - December 28, 2018 | 1,149,276 | | | $34.80 | | 1,149,276 | | | $ | 352,157,589 | | |

| | 1,149,276 | | | | | 1,149,276 | | | | | | |

In particular, because the results of operations and financial condition related to our acquisitions are included in our Consolidated Statements of Income and Consolidated Balance Sheets data commencing on those respective acquisition [removed: dates,] [added: dates;] comparisons of our results of operations and financial condition for periods prior to and subsequent to those acquisitions are not indicative of future results.

| [removed: Fiscal Years] [added: Fiscal Years] | [removed: 2018] [added: 2019] | | | | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | | | [removed: 2014] [added: 2015] | | |

| [removed: (In] [added: *(In] millions, except per share [removed: data)] [added: data)*] | | | | | | | | | | | | | | | | | | | |

| Revenue | $ | [removed: 3,108.4] [added: 3,264.3] | | | $ | [removed: 2,646.5] [added: 3,108.4] | | | $ | [removed: 2,362.1] [added: 2,646.5] | | | $ | [removed: 2,290.4] [added: 2,362.1] | | | $ | [removed: 2,395.5] [added: 2,290.4] | |

| Gross margin | $ | [removed: 1,681.0] [added: 1,780.9] | | | $ | [removed: 1,377.6] [added: 1,681.0] | | | $ | [removed: 1,234.5] [added: 1,377.6] | | | $ | [removed: 1,202.2] [added: 1,234.5] | | | $ | [removed: 1,290.8] [added: 1,202.2] | |

| Gross margin percentage | [removed: 54.1] [added: 54.6] | | % | | [removed: 52.1] [added: 54.1] | | % | | [removed: 52.3] [added: 52.1] | | % | | [removed: 52.5] [added: 52.3] | | % | | [removed: 53.9] [added: 52.5] | | % |

| Net income attributable to Trimble Inc. | $ | [removed: 282.8] [added: 514.3] | | | $ | [removed: 118.4] [added: 282.8] | | | $ | [removed: 132.4] [added: 118.4] | | | $ | [removed: 121.1] [added: 132.4] | | | $ | [removed: 214.1] [added: 121.1] | |

| Net income | $ | [removed: 283.3] [added: 514.5] | | | $ | [removed: 118.5] [added: 283.3] | | | $ | [removed: 132.2] [added: 118.5] | | | $ | [removed: 120.7] [added: 132.2] | | | $ | [removed: 213.9] [added: 120.7] | |

| —Basic | $ | [removed: 1.13] [added: 2.05] | | | $ | [removed: 0.47] [added: 1.13] | | | $ | [removed: 0.53] [added: 0.47] | | | $ | [removed: 0.47] [added: 0.53] | | | $ | [removed: 0.82] [added: 0.47] | |

| —Diluted | $ | [removed: 1.12] [added: 2.03] | | | $ | [removed: 0.46] [added: 1.12] | | | $ | [removed: 0.52] [added: 0.46] | | | $ | [removed: 0.47] [added: 0.52] | | | $ | [removed: 0.81] [added: 0.47] | |

| Shares used in calculating basic earnings per share | [removed: 250.0] [added: 250.8] | | | | [removed: 252.1] [added: 250.0] | | | | [removed: 250.5] [added: 252.1] | | | | [removed: 255.8] [added: 250.5] | | | | [removed: 260.1] [added: 255.8] | | |

| Shares used in calculating diluted earnings per share | [removed: 253.4] [added: 252.9] | | | | [removed: 256.7] [added: 253.4] | | | | [removed: 253.9] [added: 256.7] | | | | [removed: 258.5] [added: 253.9] | | | | [removed: 264.5] [added: 258.5] | | |

| [removed: At] [added: At] the End of Fiscal [removed: Year] [added: Year] | [removed: 2018] [added: 2019] | | | | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | | | [removed: 2014] [added: 2015] | | |

| [removed: (In millions)] [added: *(In millions)*] | | | | | | | | | | | | | | | | | | | |

| Total assets | $ | [removed: 5,776.4] [added: 6,640.7] | | | $ | [removed: 4,316.3] [added: 5,776.4] | | | $ | [removed: 3,692.2] [added: 4,316.3] | | | $ | [removed: 3,680.7] [added: 3,692.2] | | | $ | [removed: 3,855.9] [added: 3,680.7] | |

| Long-term debt and other non-current liabilities | $ | [removed: 1,862.5] [added: 1,777.1] | | | $ | [removed: 947.5] [added: 1,862.5] | | | $ | [removed: 603.4] [added: 947.5] | | | $ | [removed: 717.9] [added: 603.4] | | | $ | [removed: 766.8] [added: 717.9] | |

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

| | | | | | *As Adjusted | | | | *As Adjusted | | | | | | | | | | |

* See Note 2 of the Notes to the Consolidated Financial Statements.

[removed: CONSOLIDATED] [added: CONSOLIDATED] BALANCE [removed: SHEETS][added: SHEETS]

| [removed: At] [added: At] the End of Fiscal [removed: Year] [added: Year] | [removed: 2018] [added: 2019] | | | | [removed: 2017] [added: 2018] | | |

| [removed: (In] [added: *(In] millions, except par [removed: values)] [added: values)*] | | | | | | | |

| Current [removed: assets:] [added: assets*:*] | | | | | | | |

| Cash and cash equivalents | $ | [removed: 172.5] [added: 189.2] | | | $ | [removed: 358.5] [added: 172.5] | |

| [removed: Short-term] [added: Purchases of short-term] investments | — | | | | [removed: 178.9] [added: (24.0] | | [added: )] | [added: | (288.0 | | ) |]

| Accounts receivable, net | [removed: 512.6] [added: 608.2] | | | | [removed: 427.7] [added: 512.6] | | |

| Inventories | [removed: 298.0] [added: 312.1] | | | | [removed: 264.6] [added: 298.0] | | |

| Other current assets | [removed: 72.8] [added: 102.3] | | | | [removed: 39.2] [added: 106.0] | | |

| Total current assets | [removed: 1,089.1] [added: 1,211.8] | | | | [removed: 1,311.7] [added: 1,089.1] | | |

| Property and equipment, net | [removed: 212.9] [added: 241.4] | | | | [removed: 174.0] [added: 212.9] | | |

| Goodwill | [removed: 3,540.0] [added: 3,680.6] | | | | [removed: 2,287.1] [added: 3,540.0] | | |

| Other purchased intangible assets, net | [removed: 744.3] [added: 678.7] | | | | [removed: 364.8] [added: 744.3] | | |

| Other non-current assets | [removed: 148.8] [added: 212.4] | | | | [removed: 143.7] [added: 177.9] | | |

| Total assets | $ | [removed: 5,776.4] [added: 6,640.7] | | | $ | [removed: 4,316.3] [added: 5,776.4] | |

| Short-term debt | $ | [removed: 256.2] [added: 219.0] | | | $ | [removed: 128.4] [added: 256.2] | |

| Accounts payable | [removed: 147.6] [added: 159.3] | | | | [removed: 146.0] [added: 147.6] | | |

| Accrued compensation and benefits | [removed: 169.2] [added: 123.5] | | | | [removed: 143.9] [added: 169.2] | | |

| Deferred revenue | [removed: 348.4] [added: 490.4] | | | | [removed: 237.6] [added: 348.4] | | |

| Other current liabilities | [removed: 118.5 | | | | 99.2] [added: $] | [added: 28.9] | |

| Total current liabilities | [removed: 1,055.2] [added: 1,190.3] | | | | [removed: 773.4] [added: 1,055.2] | | |

| Long-term debt | [removed: 1,712.3] [added: 1,624.2] | | | | [removed: 785.5] [added: 1,712.3] | | |

| [removed: Non-current deferred revenue] [added: Deferred revenue, non-current] | [removed: 38.8] [added: 51.5] | | | | [removed: 39.0] [added: 38.8] | | |

| Deferred income tax liabilities | [removed: 73.8] [added: 318.2] | | | | [removed: 47.8] [added: 73.8] | | |

| Income taxes payable | [removed: 71.3] [added: 69.1] | | | | [removed: 94.1] [added: 71.3] | | |

| Other non-current liabilities | [removed: 150.2] [added: 152.9] | | | | [removed: 162.0] [added: 150.2] | | |

| Total liabilities | [removed: 3,101.6] [added: 3,520.3] | | | | [removed: 1,901.8] [added: 3,101.6] | | |

| Commitments and contingencies (Note [removed: 8)] [added: 9)] | | | | | | | |

| Common stock, $0.001 par value; 360.0 shares authorized; [removed: 250.9] [added: 249.9] and [removed: 248.9] [added: 250.9] shares issued and outstanding at the end of fiscal [removed: 2018] [added: 2019] and [removed: 2017,] [added: 2018,] respectively | [removed: 0.3] [added: 0.2] | | | | [removed: 0.2] [added: 0.3] | | |

| Additional paid-in-capital | [removed: 1,591.9] [added: 1,692.8] | | | | [removed: 1,461.1] [added: 1,591.9] | | |

| Retained earnings | [removed: 1,268.3] [added: 1,602.8] | | | | [removed: 1,084.6] [added: 1,268.3] | | |

| Accumulated other comprehensive loss | [removed: (186.1] [added: (176.8] | | ) | | [removed: (131.4] [added: (186.1] | | ) |

| Total Trimble Inc. stockholders’ equity | [removed: 2,674.4] [added: 3,119.0] | | | | [removed: 2,414.5] [added: 2,674.4] | | |

| Noncontrolling interests | [removed: 0.4] [added: 1.4] | | | | [removed: —] [added: 0.4] | | |

| Total stockholders' equity | [removed: 2,674.8] [added: 3,120.4] | | | | [removed: 2,414.5] [added: 2,674.8] | | |

| Total liabilities and stockholders’ equity | $ | [removed: 5,776.4] [added: 6,640.7] | | | $ | [removed: 4,316.3] [added: 5,776.4] | |

[removed: See] [added: *See] accompanying Notes to the Consolidated Financial [removed: Statements.][added: Statements.*]

[removed: CONSOLIDATED] [added: CONSOLIDATED] STATEMENTS OF [removed: INCOME][added: INCOME]

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

| [removed: (In] [added: *(In] millions, except per share [removed: data)] [added: data)*] | | | | | | | | | | | |

| Operating lease right-of-use assets | 140.3 | | | | — | | |

| Deferred income tax assets | 475.5 | | | | 12.2 | | |

| Operating lease liabilities | 114.1 | | | | — | | |

| Other income, net | 15.5 | | | | 1.8 | | | | 8.2 | | |

| Other comprehensive income | — | | | — | | | | — | | | | — | | | | 9.3 | | | | 9.3 | | | | — | | | | 9.3 | | |

| Comprehensive income | | | | | | | | | | | | | | | | | | | | 523.6 | | | | | | | | 523.8 | | |

| Stock repurchases | (4.7 | ) | | (0.1 | | ) | | (30.6 | | ) | | (149.1 | | ) | | — | | | | (179.8 | | ) | | — | | | | (179.8 | | ) |

| Balance at the end of fiscal 2019 | 249.9 | | | $ | 0.2 | | | $ | 1,692.8 | | | $ | 1,602.8 | | | $ | (176.8 | ) | | $ | 3,119.0 | | | $ | 1.4 | | | $ | 3,120.4 | |

*See accompanying Notes to the Consolidated Financial Statements.*

| Net income | $ | 514.5 | | | $ | 283.3 | | | $ | 118.5 | |

| Deferred income taxes | (220.2 | | ) | | (47.6 | | ) | | (16.1 | | ) |

| Other, net | 5.5 | | | | 21.3 | | | | 5.5 | | |

| Other current and non-current liabilities | 0.8 | | | | (43.6 | | ) | | 101.6 | | |

*See accompanying Notes to the Consolidated Financial Statements.*

Trimble focuses in transforming the way the world works by delivering products and services that connect the physical and digital worlds.

Core technologies used in positioning, modeling, connectivity, and data analytics enable customers to improve productivity, quality, safety, and sustainability.

Cash and cash equivalents are maintained with several financial institutions.

The unbilled receivables were $129.5 million and $22.3 million at the end of fiscal 2019 and 2018, respectively.

The Company determines if an arrangement is a lease at inception.

Operating leases with lease terms greater than one year are included in operating lease right-of-use (“ROU”) assets and operating lease liabilities in our Consolidated Balance Sheets.

ROU assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease.

Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term.

Present value is determined by using the Company's incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date.

The operating lease ROU asset includes adjustments made for uneven rents and lease incentives.

Lease expense for lease payments is recognized on a straight-line basis over the lease term.

Lease agreements that include both lease and non-lease components are accounted for as part of the overall lease arrangement.

The Company evaluates goodwill on an annual basis or more frequently if indicators of potential impairment exist.

We utilize either a qualitative assessment or a quantitative test to assess the likelihood of an impairment.

Accrued warranty expenses of $16.3 million and $15.3 million is included in Other current liabilities in the Consolidated Balance Sheets at the end of fiscal 2019 and 2018.

In connection with divesting some of the Company's businesses or assets, the Company may also indemnify purchasers for certain matters in the normal course of business, such as breaches of representations, covenants, or

excluded liabilities.

The fair value for RSUs with service conditions and performance-based conditions is measured at the grant date using the fair value of Trimble’s common stock.

*Leases*

Upon adoption, certain practical expedients were used to carry forward existing leases as previously defined and classified.

Leases containing both lease and non-lease components are accounted for as part of the overall lease arrangement.

Operating leases with lease terms greater than one year are included in ROU assets, Other current liabilities, and Operating lease liabilities on the Company's Consolidated Balance Sheets.

Those ROU assets and liabilities are recognized at the present value of lease payments over the lease terms by utilizing the Company’s incremental borrowing rate.

The standard had a material impact on the Company’s Consolidated Balance Sheets but did not have an impact on its Consolidated Income Statements or Statement of Cash Flows.

The most significant impact was the recognition of $123.5 million ROU assets and $126.1 million lease liabilities for its operating leases at the adoption date.

*Fiscal 2020 Adoption*

| | | | | | | | |

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

| | | | | | *As Adjusted | | |

| Other receivables | 33.2 | | | | 42.8 | | |

| Deferred costs, non-current | 41.3 | | | | 35.0 | | |

| Accrued warranty expense | 15.3 | | | | 18.3 | | |

* See Note 2 for a summary of adjustments

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

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

| | | | | | *As Adjusted | | | | *As Adjusted | | |

| Foreign currency transaction gain (loss), net | 0.5 | | | | 3.3 | | | | (1.9 | | ) |

| Other income, net | 1.3 | | | | 4.9 | | | | 5.9 | | |

| Net unrealized actuarial gain (loss), net of tax | 0.7 | | | | (0.3 | | ) | | 0.3 | | |

| | | | | | | | | | | | | * As Adjusted | | | | * As Adjusted | | | | * As Adjusted | | | | | | | | * As Adjusted | | |

| Balance at the end of fiscal 2015 | 250.7 | | | $ | 0.3 | | | $ | 1,238.0 | | | $ | 1,199.6 | | | $ | (166.9 | ) | | $ | 2,271.0 | | | $ | 0.9 | | | $ | 2,271.9 | |

| Comprehensive income | | | | | | | | | | | | | | | | | | | | 77.5 | | | | | | | | 77.3 | | |

| Stock repurchases | (4.9 | ) | | — | | | | (24.8 | | ) | | (94.7 | | ) | | | | | | (119.5 | | ) | | | | | | (119.5 | | ) |

| Tax benefit from stock option exercises | | | | | | | | | | | | 0.4 | | | | | | | | 0.4 | | | | | | | | 0.4 | | |

| Noncontrolling interest investments | | | | | | | | | | | | | | | | | | | | — | | | | (0.1 | | ) | | (0.1 | | ) |

* See Note 2 for a summary of adjustment

| Other non-cash items | 14.7 | | | | (1.3 | | ) | | 18.4 | | |

| Other liabilities | (79.6 | | ) | | 86.7 | | | | (22.7 | | ) |

| Purchases of short-term investments | (24.0 | | ) | | (288.0 | | ) | | (113.3 | | ) |

Other than the change in corporate domicile, the reincorporation did not result in any change in the business, physical location, management, assets, liabilities or total stockholders' equity of the Company, nor did it result in any change in location of the Company's employees, including the Company's management.

Trimble focuses on integrating its broad technological and application capabilities to create vertically-focused, system-level solutions that transform how work is done within the industries the Company serves.

Effective the first quarter of fiscal 2018, the Company adopted the new revenue recognition standard, Revenue from Contracts with Customers, and several other new standards as described below.

All amounts and disclosures set forth in this Form 10-K have been updated to comply with the new standards.

Certain prior period amounts reported in the Company's Consolidated Financial Statements and notes thereto have been reclassified to conform to the current presentation.

Beginning with the third quarter of fiscal 2018, the Company presented segment revenue and income excluding the effects of certain acquired deferred revenue that was written down to fair value in purchase accounting.

Segment income also excludes the effects of certain acquired capitalized commissions that were eliminated in purchase accounting, along with other adjustments that have historically been excluded in prior periods, as though the acquired companies operated independently in the periods presented.

This is consistent with the way the chief operating decision maker evaluates each segment's performance and allocates resources.

Comparative period financial information by reportable segment has been recast to conform with the current presentation.

When the Company is unable to reasonably estimate the total costs for the performance obligation, but expects to recover the costs incurred, revenue is recognized to the extent of the costs incurred (zero margin) until such time the Company can reasonably measure the expected costs.

Cash, Cash Equivalents and Short-Term Investments

The Company's cash equivalents and short-term investments consisted primarily of treasury bills, debt securities, and commercial paper, interest and non-interest bearing bank deposits as well as bank time deposits.

The Company classifies all investments that are considered readily convertible to known amounts of cash and have stated maturities of three months or less from the date of purchase as cash equivalents and those with stated maturities of greater than three months as short-term investments based on the nature of the investments and their availability for use in current operations.

The Company has classified and accounted for such investments in cash equivalents and short-term investments as available-for-sale securities.

The carrying amount of cash and cash equivalents approximates fair value because of the short maturity of those instruments.

The Company determines the appropriate classification of its short-term investments at the time of purchase and reevaluates such designation at each balance sheet date.

These investments are carried at fair value, and any unrealized gains and losses, net of taxes, are reported in Accumulated other comprehensive loss, except for unrealized losses determined to be other-than-temporary, which would be recorded within Other income, net.

[removed: (a)] [added: (a)] Evaluation of Disclosure Controls and [removed: Procedures][added: Procedures]

[removed: Inherent] [added: Inherent] Limitations on Effectiveness of [removed: Controls][added: Controls]

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

The Company has excluded from its evaluation the internal control over financial reporting of all current year acquisitions, which are included in the [removed: December 28, 2018] [added: January 3, 2020] consolidated financial statements and constituted less than [removed: 2%] [added: 1%] of tangible assets and net assets, respectively, as of [removed: December 28, 2018, and approximately 5%] [added: January 3, 2020,] and [removed: 7%] [added: less than 1%] of revenue and net income, respectively, for the year then ended.

Based on the results of this evaluation, the Company’s management concluded that its internal control over financial reporting was effective at the end of fiscal [removed: 2018.][added: 2019.]

The effectiveness of our internal control over financial reporting at the end of fiscal [removed: 2018] [added: 2019] has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their report which is included elsewhere herein.

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

During the fourth quarter of fiscal [removed: 2018,] [added: 2019,] there were no changes in the Company’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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

[removed: Code] [added: *Code] of [removed: Ethics][added: Ethics*]

The Company’s Business Ethics and Conduct Policy applies to, among others, the Company’s Chief Executive Officer, Chief Financial Officer, [removed: Principal] [added: Chief] Accounting [removed: Officer] [added: Officer,] and other finance organization employees.

If any substantive amendments to the Business Ethics and Conduct Policy are made or any waivers are granted, including any implicit waiver, from a provision of the Business Ethics and Conduct Policy, to its Chief Executive Officer, Chief Financial Officer, [removed: Vice President of Finance,] [added: Chief Accounting Officer,] or Corporate Controller, the Company will disclose the nature of such amendment or waiver on the Company’s website at www.trimble.com or in a report on Form 8-K.

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

[removed: (a)] [added: (a)] (1) Financial [removed: Statements][added: Statements]

| | [removed: Page] [added: Page] in [removed: this Annual Report on] [added: this Annual Report on] Form [removed: 10-K] [added: 10-K] |

| [Consolidated Balance [removed: Sheets](#s27FCA30DBD595A17A90AF670BFA7C344)] [added: Sheets](#s9720C0F283A154128AAE1AFD54FD502E)] | [removed: [52](#s27FCA30DBD595A17A90AF670BFA7C344)] [added: [49](#s9720C0F283A154128AAE1AFD54FD502E)] |

| [Consolidated Statements of [removed: Income](#sE66B446C067551E8A13D9D20467E6E0C)] [added: Income](#sA1DC4C914997522583CBE536528F4993)] | [removed: [53](#sE66B446C067551E8A13D9D20467E6E0C)] [added: [50](#sA1DC4C914997522583CBE536528F4993)] |

| [Consolidated Statements of Comprehensive [removed: Income](#s25347930DBCD5937920CB3E26D30B6DF)] [added: Income](#s2923BE01DD86581CBC61EE01A3068888)] | [removed: [54](#s25347930DBCD5937920CB3E26D30B6DF)] [added: [51](#s2923BE01DD86581CBC61EE01A3068888)] |

| [Consolidated Statements of Stockholders’ [removed: Equity](#s18BC9B91DE3053529020729CAF9C9DE8)] [added: Equity](#s022E334BACF45C34951AF8D3B1B418AB)] | [removed: [55](#s18BC9B91DE3053529020729CAF9C9DE8)] [added: [52](#s022E334BACF45C34951AF8D3B1B418AB)] |

| [Consolidated Statements of Cash [removed: Flows](#s737D087CA5315D75AC81D6528B015E04)] [added: Flows](#sE5298608055F57B583E81F0034D90774)] | [removed: [56](#s737D087CA5315D75AC81D6528B015E04)] [added: [53](#sE5298608055F57B583E81F0034D90774)] |

| [Notes to Consolidated Financial [removed: Statements](#s7A544688B1F25C9B859A01582B01EEBE)] [added: Statements](#s1FB82E64BCDE5F19B51DF773D71B59C2)] | [removed: [57](#s7A544688B1F25C9B859A01582B01EEBE)] [added: [54](#s1FB82E64BCDE5F19B51DF773D71B59C2)] |

| [Reports of Independent Registered Public Accounting [removed: Firm](#s68578F5D85BF5433A126DBDA715FEBC9)] [added: Firm](#s04C6266B83555ADF9CCE250D18288206)] | [removed: [89](#s68578F5D85BF5433A126DBDA715FEBC9)] [added: [81](#s04C6266B83555ADF9CCE250D18288206)] |

[removed: (1) Financial] [added: (2) Financial] Statement [removed: Schedules][added: Schedules]

| [Schedule II—Valuation and Qualifying [removed: Accounts](#s76847B93D17556D4A8B059D14505AA01)] [added: Accounts](#sDF8759EFE1F45D7890165A53BF3445C5)] | [removed: [101](#s76847B93D17556D4A8B059D14505AA01)] [added: [92](#sDF8759EFE1F45D7890165A53BF3445C5)] |

[removed: (b) Exhibits][added: (b) Exhibits]

| | Page in this Annual Report on Form 10-K |

[removed: INDEX TO EXHIBITS][added: INDEX TO EXHIBITS]

| 2.1 | [Agreement and Plan of [removed: Merger,] [added: Merger] dated September 30, [removed: 2016,] [added: 2016] between Trimble Inc. and Trimble Navigation [removed: Limited (Incorporated by reference to exhibit number] [added: Limited](http://www.sec.gov/Archives/edgar/data/864749/000134100416001666/ex2-1.htm) | Exhibit] 2.1 to [removed: the Company's Current Report on] Form [removed: 8-K,] [added: 8-K] filed [removed: on] October 3, [removed: 2016)](http://www.sec.gov/Archives/edgar/data/864749/000134100416001666/ex2-1.htm)] [added: 2016] |

| 3.1 | [Certificate of Incorporation of Trimble [removed: Inc. (Incorporated by reference to exhibit number] [added: Inc.](http://www.sec.gov/Archives/edgar/data/864749/000134100416001666/ex3-1.htm) | Exhibit] 3.1 to [removed: the Company’s Current Report on] Form [removed: 8-K,] [added: 8-K] filed [removed: on] October 3, [removed: 2016)](http://www.sec.gov/Archives/edgar/data/864749/000134100416001666/ex3-1.htm)] [added: 2016] |

| [removed: 3.2] [added: 4.1] | [removed: [By-Laws] [added: [Form] of [added: Common Stock Certificate of] Trimble [removed: Inc. (Incorporated by reference to exhibit number 3.2] [added: Inc.](http://www.sec.gov/Archives/edgar/data/864749/000134100416001666/ex4-1.htm) | Exhibit 4.1] to [removed: the Company’s Current Report on] Form [removed: 8-K,] [added: 8-K] filed [removed: on] October 3, [removed: 2016)](http://www.sec.gov/Archives/edgar/data/864749/000134100416001666/ex3-2.htm)] [added: 2016] |

| [removed: 4.2] [added: 4.3(A)] | [Indenture, dated as of October 30, 2014, between the Company and U.S. Bank National [removed: Association (Incorporated by reference to exhibit number] [added: Association](http://www.sec.gov/Archives/edgar/data/864749/000119312514389638/d808160dex42.htm) | Exhibit] 4.2 to [removed: the Company’s Registration Statement on] Form [removed: S-3,] [added: S-3] filed October 30, [removed: 2014)](http://www.sec.gov/Archives/edgar/data/864749/000119312514389638/d808160dex42.htm)] [added: 2014] |

| [removed: 4.3] [added: 4.3(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 [removed: 2024) (Incorporated by reference to exhibit number] [added: 2024)](http://www.sec.gov/Archives/edgar/data/864749/000119312514423565/d826171dex41.htm) | Exhibit] 4.1 to [removed: the Company’s Current Report on] Form [removed: 8-K,] [added: 8-K] filed November 24, [removed: 2014)](http://www.sec.gov/Archives/edgar/data/864749/000119312514423565/d826171dex41.htm)] [added: 2014] |

| [removed: 4.4] [added: 4.3(C)] | [Second Supplemental Indenture, dated October 1, 2016, between Trimble Inc., Trimble Navigation Limited and U.S. Bank National [removed: Association (Incorporated by reference to exhibit number] [added: Association](http://www.sec.gov/Archives/edgar/data/864749/000134100416001666/ex4-2.htm) | Exhibit] 4.2 to [removed: the Company’s Current Report on] Form [removed: 8-K,] [added: 8-K] filed October 3, [removed: 2016)](http://www.sec.gov/Archives/edgar/data/864749/000134100416001666/ex4-2.htm)] [added: 2016] |

| [removed: 4.5] [added: 4.3(D)] | [Third Supplemental Indenture, dated June 15, 2018, between Trimble Inc. and U.S. Bank National Association (which includes Form of 4.150% Senior Note due 2023 and Form of 4.900% Senior Note due [removed: 2028) (Incorporated by reference to exhibit number] [added: 2028)](http://www.sec.gov/Archives/edgar/data/864749/000119312518194378/d757275dex41.htm) | Exhibit] 4.1 to [removed: the Company’s Current Report on] Form [removed: 8-K,] [added: 8-K] filed June 15, [removed: 2018)](http://www.sec.gov/Archives/edgar/data/864749/000119312518194378/d757275d8k.htm)] [added: 2018] |

| [removed: 10.1+] [added: 10.13+] | [Change in Control Severance Agreement between the Company and Steven W. Berglund dated February 20, [added: 2019](http://www.sec.gov/Archives/edgar/data/864749/000086474919000006/a101trimble-changeinctrlse.htm) | Exhibit 10.1 to Form 10-K filed February 22,] 2019 [removed: (filed herewith)](https://www.sec.gov/Archives/edgar/data/864749/000086474919000006/a101trimble-changeinctrlse.htm)] |

| [removed: 10.2+] [added: 10.14+] | [Executive Severance Agreement between the Company and Steven W. Berglund dated February 20, [added: 2019](http://www.sec.gov/Archives/edgar/data/864749/000086474919000006/a102trimble-executivesever.htm) | Exhibit 10.2 to Form 10-K filed February 22,] 2019 [removed: (filed herewith)](https://www.sec.gov/Archives/edgar/data/864749/000086474919000006/a102trimble-executivesever.htm)] |

| 10.3+ | [Form of Indemnification Agreement between the Company and its officers and [removed: directors (Incorporated by reference to exhibit number] [added: directors](http://www.sec.gov/Archives/edgar/data/864749/000119312517344178/d487192dex101.htm) | Exhibit] 10.1 to [removed: the Company’s Current Report on] Form 8-K filed [removed: on] November 15, [removed: 2017)](http://www.sec.gov/Archives/edgar/data/864749/000119312517344178/d487192dex101.htm)] [added: 2017] |

| [removed: 10.4+] [added: 10.11+] | [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 [removed: officers. (Incorporated by reference to exhibit number] [added: officers](http://www.sec.gov/Archives/edgar/data/864749/000086474917000066/a101trimble-changeinctrlse.htm) | Exhibit] 10.1 to [removed: the Company’s Quarterly Report on] Form 10-Q [removed: for the quarter ended June 30, 2017)](http://www.sec.gov/Archives/edgar/data/864749/000086474917000066/a101trimble-changeinctrlse.htm)] [added: filed August 8, 2017] |

| [removed: 10.5+] [added: 10.12+] | [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 [removed: officers. (Incorporated by reference to exhibit number] [added: officers](http://www.sec.gov/Archives/edgar/data/864749/000086474917000066/a102trimble-executivesever.htm) | Exhibit] 10.2 to [removed: the Company’s Quarterly Report on] Form 10-Q [removed: for the quarter ended June 30, 2017)](http://www.sec.gov/Archives/edgar/data/864749/000086474917000066/a101trimble-changeinctrlse.htm)] [added: filed August 8, 2017] |

| [removed: 10.6+] [added: 10.10+] | [Annual Management Incentive Plan [removed: Description (Incorporated by reference to exhibit number] [added: Description](http://www.sec.gov/Archives/edgar/data/864749/000086474917000038/trimblemipdescriptionmay20.htm) | Exhibit] 10.1 to [removed: the Company’s Quarterly Report on] Form [removed: 10_Q for the quarter ended March 31, 2017)](http://www.sec.gov/Archives/edgar/data/864749/000086474917000038/trimblemipdescriptionmay20.htm)] [added: 10-Q filed May 8, 2017] |

| [removed: 10.7+] [added: 10.5+] | [Incentive Compensation Recoupment [removed: Policy (Incorporated by reference to exhibit number] [added: Policy](http://www.sec.gov/Archives/edgar/data/864749/000134100417000306/ex99_1.htm) | Exhibit] 99.1 to [removed: the Company’s current report on] Form 8-K [removed: filed,] filed May 8, [removed: 2017)](http://www.sec.gov/Archives/edgar/data/864749/000134100417000306/ex99_1.htm)] [added: 2017] |

| [removed: 10.8+] [added: 10.4+] | [Board of Directors Compensation [removed: Policy (effective] [added: Policy, effective] as of May 7, [removed: 2015) (Incorporated by reference to exhibit number] [added: 2015](http://www.sec.gov/Archives/edgar/data/864749/000119312515182326/d924338dex101.htm) | Exhibit] 10.1 to [removed: the Company’s Current Report on] Form 8-K filed [removed: on] May 11, [removed: 2015)](http://www.sec.gov/Archives/edgar/data/864749/000119312515182326/d924338dex101.htm)] [added: 2015] |

| [removed: 10.9+] [added: 10.6+] | [Deferred Compensation [removed: Plan effective December 30, 2004,] [added: Plan,] as amended [removed: and restated (Incorporated by reference to exhibit number 10.7] [added: December 31, 2018](http://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a107deferred_compensationx.htm) | Exhibit 10.1] to [removed: the Company's Quarterly Report on] Form 10-Q [removed: for the quarter ended October 2, 2015)](http://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a107deferred_compensationx.htm)] [added: filed May 7, 2019] |

| [removed: 10.10] [added: 10.1(A)] | [Lease dated May 11, 2005 between Carr America Realty Operating Partnership, L.P. and the [removed: Company (Incorporated by reference to exhibit number] [added: Company](http://www.sec.gov/Archives/edgar/data/864749/000086474906000016/ex1017.htm) | Exhibit] 10.17 to [removed: the Company’s Annual Report on] Form 10-K [removed: for the year ended December 30, 2005)](http://www.sec.gov/Archives/edgar/data/864749/000086474906000016/ex1017.htm)] [added: filed March 10, 2006] |