Trimble (TRMB) 10-K risk factor changes: FY2024 vs FY2023

- the demand and cost of [removed: commodities, such as corn and oil;][added: commodities;]

- the strength of the [removed: agricultural, engineering and] [added: engineering,] construction, and transportation markets;

- uncertainty regarding social, political, [removed: including elections,] immigration, tax, and trade policies in the U.S. and abroad.

A significant trade disruption or the establishment or increase of any trade barrier in any area where we do business [added: – such as through increased tariffs imposed on imports into the U.S. and any resulting retaliatory actions taken by other countries –] could increase the cost of our products, which could adversely impact the margin that we earn on sales, make our products more expensive for customers or create uncertainty around demand for certain types of products, which could make our products less competitive and reduce customer [removed: demand.][added: demand or result in supply chain delays.]

In addition, government or customer efforts, attitudes, [removed: laws] [added: 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.

Our current reliance on a limited group of contract manufacturers and suppliers involves risks, including the potential inability to obtain products or components to meet customers’ delivery requirements, reduced control over pricing and delivery [removed: schedules] [added: schedules,] and discontinuation of or increased prices for certain components.

The geopolitical [removed: conditions] [added: conditions,] such as the [removed: ongoing military conflict] [added: developments] in the [removed: Middle East and] [added: conflict] between Russia and Ukraine and related events and their impact on our suppliers and on international trade in general, have [added: previously] led to shortfalls in available components we need to make products as well as increased costs to obtain components, to make products, and to transport components and products.

The disruptions [removed: include] [added: included] extended delivery times for certain components of our hardware products and increased freight costs.

These disruptions [removed: have] had an adverse effect on our ability to meet customer demand and have resulted in delays in shipping products to customers and dealers.

- inflationary cost [removed: increases,][added: increases;]

- increases in wages that drive up prices of [removed: labor,][added: labor;]

[Table [removed: of](#id1873d0d3e774e6a8e3e1363725e4d58_16) [Contents](#id1873d0d3e774e6a8e3e1363725e4d58_16)][added: of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)]

- the imposition of new regulations, [removed: quotas] [added: quotas,] or embargoes on [removed: components,][added: components;]

- a scarcity of, or significant increase in the price of, raw materials or required components for our [removed: products,][added: products;]

- trade restrictions, tariffs, or [removed: duties,][added: duties;]

- fluctuations in currency exchange [removed: rates,][added: rates;]

- transportation failures affecting the supply chain and shipment of materials and finished [removed: goods,][added: goods;]

- third party interference in the integrity of the products sourced through the supply [removed: chain,][added: chain;]

- severe weather conditions or natural [removed: disasters,][added: disasters;]

- civil unrest, military conflicts, geopolitical developments, [removed: war] [added: war,] or [removed: terrorism,] [added: terrorism;] and

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

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

- deploying our solutions using [removed: third party] [added: third-party] information systems, which may require changes to our applications, documentation, and operational processes;

We have increasingly diversified [added: and modified] the nature [added: and mix] of our [removed: businesses] [added: businesses,] both organically and by [removed: acquisition.][added: acquisitions and divestitures.]

Pursuant to our Connect [removed: and] [added: &] Scale strategy, we are investing substantial resources in integrating our product offerings and transitioning our businesses to common core services and systems to achieve economies of scale, simplify our operations, and improve the customer experience.

An increasing portion of our revenue is generated through software maintenance and subscription revenue, which includes [removed: “Software] [added: Software] as a [removed: Service”] [added: Service] (“SaaS”) and new subscription services for integrated solutions.

This shift reflects [removed: both] an increasing use of subscription models for new products, and a transition for some existing products from perpetual license sales and distribution in favor of SaaS or other subscription [removed: offerings.][added: offerings, as well as divestitures of some of our legacy businesses.]

Customer satisfaction with our services is affected by a variety of factors, such as security, reliability, performance, concerns [removed: about data privacy, current subscription terms, customer preference, and industry adoption.]

Our subscription models provide our customers [added: with] the right to access certain of our software in a hosted environment or use downloaded software for a specified subscription period.

Market acceptance of such offerings is affected by a variety of factors, such as security, reliability, performance, current license terms, customer preference and industry adoption, social/community engagement, customer concerns with entrusting a third party to store and manage their data, public concerns [added: regarding privacy, and the enactment of restrictive laws or regulations.]

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

- impairment of relationships with employees, customers, vendors, [removed: distributors] [added: distributors,] or business partners of either an acquired company or our own business;

We could also experience higher than expected transaction costs and business sale losses, [added: or post-closing disputes with buyers of our divested businesses,] which may adversely affect our business, financial condition, and results of operations.

Additionally, we typically agree to [added: certain commercial arrangements with buyers, including to] provide certain transitional services and support when we divest a business, and we may face [added: disputes and] significant, unanticipated costs in providing such services.

For significant divestitures, these transitional services can take up considerable corporate resources and attention, which may [removed: then] adversely affect our other businesses, operations, and results.

We have identified [removed: a] material [removed: weakness] [added: weaknesses] in our internal control over financial reporting, and if our remediation of such material [removed: weakness] [added: weaknesses] is not effective, it could impact our ability to produce timely and accurate financial statements or comply with applicable laws and regulations.

[removed: As more fully disclosed in Part II, Item 9A, “Controls and Procedures,” we] [added: We had first] identified [removed: a] material [removed: weakness] [added: weaknesses] in [added: our] internal control over financial reporting for the fiscal year ended December 29, 2023.

In the course of preparing our consolidated financial statements as of and for the fiscal year ended December 29, 2023, [added: as included in the Annual Report on Form 10-K for the period ended December 29, 2023 (the “2023 Form 10-K”),] we [added: had] identified a material weakness related to the accounting for the Company’s business combination of [removed: Transporeon.][added: Transporeon, including lack of appropriate oversight of third-party valuation specialists and insufficient design and operating effectiveness of management review controls.]

[removed: Furthermore,] [added: If we are not able to successfully remediate these material weaknesses,] there is a [added: reasonable] possibility that [added: a] material [removed: misstatements to] [added: misstatement of] our [removed: future] annual or interim financial statements will not be [removed: prevented] [added: presented] or detected [removed: in] [added: on] a timely [removed: basis as a result of the identified material weakness.][added: basis.]

[removed: Our] [added: Additionally, our] management, under the oversight of the Audit Committee, [removed: is] [added: has been] taking actions to [added: address the material weaknesses in our internal control over financial reporting for the fiscal year ended January 3, 2025 and] implement our remediation [removed: plan] [added: plan, in each case,] as described more fully in Part II, Item 9A, “Controls and [removed: Procedures”.][added: Procedures” of this report.]

The heightened trade tensions and related imposition of tariffs between the U.S. and its trading partners, the extent and duration of these tariffs, and their impact on global economic conditions remain uncertain and depend on various factors, including international negotiations, policy responses, potential exemptions, and shifts in global supply and demand.

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about data privacy, current subscription terms, customer preference, and industry adoption.

Subsequent to the filing of the 2023 Form 10-K with the SEC on February 26, 2024, management re-evaluated the effectiveness of our internal control over financial reporting.

Based on this re-evaluation, we had identified additional material weaknesses related to certain information technology general controls (“ITGCs”), undue reliance on controls over IT interfaces, and the evaluation of standalone selling prices utilized in the accounting for revenue, all of which support the Company’s financial reporting processes.

As previously disclosed, the Company had delayed the filing of its Quarterly Reports on Form 10-Q for the first, second, and third quarters of 2024 until the assessment of the impacts of the matters described above was complete.

As a result of the delayed filings, the Company had received notices from the Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company was not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Listing Rule”), which requires listed companies to timely file all required periodic financial reports with the SEC.

Subsequently, the Company had delayed the filing of this report for the fiscal year ended January 3, 2025 due to the time required to prepare and file the prior delayed reports.

After filing its Amendment No. 1 on Form 10-K/A to the 2023 Form 10-K and its Quarterly Reports on Form 10-Q for the first, second, and third quarters of 2024 with the SEC on January 16, 2025, and subsequently, this report for the fiscal year ended January 3, 2025 with the SEC, the Company has since regained compliance with the Listing Rule.

As a result of our previous failure to timely meet our SEC reporting obligations, we are unable to use Form S-3 for the twelve months after that date.

This could make accessing the capital markets during this period more costly or less efficient.

Moreover, if we uncover additional material weaknesses, our financial statements may be inaccurate, and we may be unable to comply with our SEC filing obligations, which could prevent us from using Form S-3 or result in a Nasdaq delisting.

In addition, we may be unable to access the capital markets or repurchase our stock if we are not current with our SEC filing obligations.

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As market conditions and our business strategies evolve, we must also evolve our distribution and go to market strategies.

From time to time, we have divested businesses, including the sale of our agricultural business to a joint venture with AGCO and the sale of our Mobility business.

We expect to undertake more divestitures in the future.

In some cases, we have retained an equity position in the entities to which we divest our business units.

We have limited control over such entities, and the value of such equity stake could decline over time.

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In addition, to increase

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The availability and use of AI-enabled technologies also increase the sophistication and threat posed by such actors.

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by customers, vendors, or business partners.

Our use of artificial intelligence, or AI, and generative AI tools presents risks and challenges that could adversely affect our business and require that we incur substantial costs

We use AI and generative AI tools in certain of our products, services, and operations, including customer service, data analytics, product development, and code creation.

AI is a rapidly evolving and disruptive technology, and the long-term implications of its use are still uncertain.

We expect that the increasing adoption and use of AI technologies will continue to accelerate and have significant impacts on our business and the industries we serve.

Although we continue to invest in AI, there can be no assurance that our investments will be beneficial to our business.

Our competitors may incorporate AI more quickly or successfully, and our solutions could become less competitive as a result.

AI-related laws and regulations in the U.S.

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and other countries are rapidly evolving and are subject to significant uncertainty, and could impose significant compliance costs, restrict certain AI applications, or require us to alter our AI-related practices.

AI may also produce erroneous or misleading content, and outputs that infringe on the IP or data privacy rights of others.

Although we take measures to address the accuracy and appropriate use of generative AI content, including through internal AI policies and training, these efforts may not always be successful.

Any failure by our personnel, contractors, or partners to adhere to our AI policies, or otherwise use AI in an inappropriate manner, could result in violations of confidentiality obligations and laws or regulations, jeopardize our IP rights, or expose our products or business systems to defects and malware, any of which could damage our business and result in reputational, technical, or competitive harm.

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Certain government officials and other interested parties have questioned whether continued use of the Russian GLONASS and Chinese BeiDou GNSS signals violates FCC rules and policies.

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regarding privacy and the enactment of restrictive laws or regulations.

From time to time we have divested businesses, and we expect to do so in the future.

This included lack of appropriate oversight of third-party valuation specialists and insufficient design and operating effectiveness of management review controls, including controls over the completeness and accuracy of certain assumptions used in the valuation of acquired intangible assets.

We can give no assurance that additional material weaknesses will not arise in the future.

Any failure to remediate the material weakness, or the development of new material weaknesses in our internal control over financial reporting, could result in material misstatements in our financial statements and cause us to fail to meet our reporting and financial obligations, which in turn could have a negative impact on our financial condition, results of operations or cash flows, restrict our ability to access the capital markets, require significant resources to correct the material weaknesses or deficiencies, subject us to fines, penalties or judgments, harm our reputation or otherwise cause a decline in investor confidence and cause a decline in the market price of our stock.

The proposed transaction is expected to close in the first half of 2024.

The pending transaction may not be completed in accordance with announced plans, on the currently expected timeline, or at all, and the pending sale may be disruptive to our business operations and adversely affect our profitability.

A significant portion of our agriculture aftermarket sales have historically been generated through CNH, which resells our aftermarket products through its dealer network.

In February 2023, we gave CNH a 12-month notification that we would no longer be supplying aftermarket precision agriculture products to CNH for resale through the CNH dealer network.

In December 2023, we notified CNH that our OEM agreement to supply CNH with products for factory installation would terminate in 2024.

Upon the closing of the proposed Trimble Ag JV Transaction, the JV will directly manage the independent dealer network to ensure access, service, and support for the agriculture customers.

Our revenue from the independent dealer network, whether owned by us or the JV, might not offset the reduction in revenue resulting from our discontinuance of sales of aftermarket products to CNH.

In addition, because of our sales structure, cash, and equity incentive compensation plans, we may be at increased risk of losing employees at certain times.

For example, the retention value of our compensation plans decreases after the payment of periodic bonuses or the vesting of equity awards.

earthquakes, floods, fires, power loss, telecommunication failures, computer viruses, human error, and similar events or disruptions.

However, of the current deployment of operational satellites in orbit, some have been in operation for much longer.

If a significant number of satellites were to become inoperable,

Existing privacy-related laws and regulations in the United States and other countries are evolving and are subject to unclear or 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.

In Europe, conflicting privacy policies are being pursued by the Commission, legislators and enforcement agencies.

including geospatial data, which could impact our ability to deliver cloud-based solutions in an efficient manner.

In 2023, the U.S. and European Union agreed on a new EU-U.S. Data Privacy Framework to provide a mechanism for data transfers from the EU to the U.S. as a replacement for the invalided Privacy Shield program, but legal challenges to the Framework are currently pending.

In addition, the California Privacy Rights Act (“the “CPRA”) amendments to the California Consumer Privacy Act (the “CCPA”) took full effect in January 2023, with enforcement to begin in March 2024.

The European Union increasingly regulates the use of our products on agriculture, construction, and other types of machinery.

At the end of 2023, our total debt was $3.1 billion, of which $1.8 billion was senior notes.

other factors beyond our control.

We will continue to monitor and assess how this may impact our financial results when implemented.

- acquisition announcements;

Our agricultural equipment revenue has historically been the highest in the first quarter, followed by the second quarter, reflecting buying in anticipation of the spring planting season in the Northern hemisphere.

Civil unrest, local conflicts, or other

The sanctions have contributed to supply chain disruptions, higher commodity prices, higher oil and natural gas price, and a slowdown in global economic growth.

commitments or compliance with U.S. and international ESG laws and regulations, our business reputation and our financial condition, and results of operations may be negatively impacted.

Factors that could cause or contribute to these differences include, but are not limited to, those discussed below and those listed under [removed: “Risks] [added: “Risk] Factors.” This section of this report generally discusses [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] items and year-to-year comparisons between [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

Discussions of [removed: 2021] [added: 2022] items and year-to-year comparisons between [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] that are not included in this report can be found in “Management's Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K, for the year ended December [removed: 30, 2022.*][added: 29, 2023.*]

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

Our representative customers include construction owners, contractors, engineering and construction firms, surveying companies, [removed: farmers and agricultural companies,] energy and utility companies, trucking companies, and state, federal, and municipal governments.

Further information on our business is presented in Part I, [Item [removed: 1, “Business”](#id1873d0d3e774e6a8e3e1363725e4d58_22)] [added: 1](#ib4438226abda4b508959e7ba6bb7621b_22)[,](#ib4438226abda4b508959e7ba6bb7621b_22) [“Business”](#ib4438226abda4b508959e7ba6bb7621b_22)] of this report.

- [removed: Executing] [added: Execute] on our Connect [removed: and] [added: &] Scale strategy;

[removed: *•*Increasing focus] [added: - Focus] on software and services;

- [removed: Focus on] [added: Address] attractive markets with significant growth and profitability potential;

- [removed: Domain] [added: Capitalize on domain] knowledge and technological innovation that [removed: benefits] [added: benefit] a diverse customer base;

- [removed: Geographic] [added: Drive geographic] expansion with a localization strategy;

- [removed: Optimized] [added: Optimize] go-to-market strategies to best access our markets; [added: and]

- [removed: Strategic] [added: Pursue strategic] and targeted acquisitions, [added: divestitures,] joint ventures, and [removed: investments; and][added: investments.]

We continue to experience a shift toward a more significant mix of recurring revenue as demonstrated by our success in driving annualized recurring revenue (“ARR”) of [removed: $1,982.3] [added: $2,257.8] million, which represents growth of [removed: 24%] [added: 14%] year-over-year at the end of [removed: 2023.][added: 2024.]

Excluding the impact of foreign currency, acquisitions, and divestitures, [removed: ARR] organic [added: ARR] growth was [removed: 13%.][added: 14%.]

This shift toward recurring revenue has positively impacted our revenue [removed: mix] [added: mix, growth,] and [removed: growth] [added: profitability] over time and is leading to improved visibility in our businesses.

Our software, services, and recurring revenue represented [removed: 67%] [added: 76%] and [removed: 59%] [added: 67%] of total revenue for [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

Throughout this “Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations,”] [added: Operations” section,] we refer to organic revenue growth, which is a non-GAAP measure.

For a full definition of ARR, organic ARR, and organic revenue growth as used in this discussion and analysis, refer to the [“Supplemental Disclosure of Non-GAAP Financial Measures and Annualized Recurring [removed: Revenue”](#id1873d0d3e774e6a8e3e1363725e4d58_121)] [added: Revenue”](#ib4438226abda4b508959e7ba6bb7621b_127)] found later in this Item 7.

On September 28, 2023, we executed a [removed: definitive agreement] [added: Sale and Contribution Agreement] with AGCO that [removed: provides] [added: provided] for the formation of a [removed: JV with AGCO] [added: joint venture, called PTx Trimble, that operates] in the mixed fleet precision agriculture market.

[removed: Immediately following] [added: Following] the closing of this [removed: proposed] transaction, we [removed: will] own 15% [removed: of the JV] and AGCO [removed: will own] [added: owns] 85% of [removed: the JV.][added: PTx Trimble.]

[Table [removed: of](#id1873d0d3e774e6a8e3e1363725e4d58_16) [Contents](#id1873d0d3e774e6a8e3e1363725e4d58_16)][added: of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)]

The formation of [removed: the JV] [added: PTx Trimble] is expected to better serve farmers with factory fit and aftermarket applications in the mixed fleet precision agriculture market to help farmers drive productivity, efficiency, and sustainability.

Additionally, the [removed: proposed] transaction is expected to (i) simplify our Connect [removed: and] [added: &] Scale strategy, (ii) reduce risk of channel transition in the agriculture market, and (iii) enhance our financial profile and flexibility with a resulting higher mix of software, services, and recurring [removed: revenue, as well allowing us to repurchase stock and repay $1.1 billion of our debt through use of the net proceeds.][added: revenue.]

[removed: Trimble Ag is] [added: Mobility was] reported as a part of our [removed: Resources and Utilities] [added: T&L] segment.

The assets and liabilities of [removed: Trimble Ag that are subject to the proposed transaction] [added: Mobility] were classified as held for sale [removed: at] [added: beginning in] the [removed: end] [added: third quarter] of [removed: 2023.][added: 2024.]

See [removed: [Note 4 “](#id1873d0d3e774e6a8e3e1363725e4d58_1612)[Divestitures](#id1873d0d3e774e6a8e3e1363725e4d58_1612)[”](#id1873d0d3e774e6a8e3e1363725e4d58_1612)] [added: [Note](#ib4438226abda4b508959e7ba6bb7621b_178) [4](#ib4438226abda4b508959e7ba6bb7621b_178) [“Divestitures”](#ib4438226abda4b508959e7ba6bb7621b_178) in Item 8] of this report.

[removed: See] [added: Refer to] [Note 8 [removed: “Debt”](#id1873d0d3e774e6a8e3e1363725e4d58_184)] [added: “Debt”](#ib4438226abda4b508959e7ba6bb7621b_190) in Item 8] of this report for additional information regarding our debt.

Our accounting policies are more fully described in [Note 1 “Description of Business and Accounting [removed: Policies”](#id1873d0d3e774e6a8e3e1363725e4d58_1563)] [added: Policies”](#ib4438226abda4b508959e7ba6bb7621b_163) in Item 8] of this report.

Revenue is recognized upon transfer of control of promised products or services to customers in an amount that reflects the consideration [removed: that] we expect to receive in exchange for those products or services.

We enter into contracts that [removed: can] [added: may] include various combinations of products and services, which are generally capable of being distinct and accounted for as separate performance obligations; however,

We use a range of amounts to estimate SSP [removed: when products] and [removed: services are sold separately and] determine whether there is a discount to be allocated based on the relative SSP of the various products and services.

[removed: In instances where SSP is not directly observable, we] [added: We] estimate SSP considering multiple factors including but not limited to, our internal cost, pricing practices, sales channel, competitive positioning, and overall market and business environments.

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

For business combinations, we allocate the purchase consideration to the assets [removed: acquired, liabilities assumed,] [added: acquired] and [removed: any noncontrolling interest] [added: liabilities assumed] based on their fair values at the acquisition date.

| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | Dollar Change | | | | | | % Change | | |

| Subscription and services | | | [removed: 2,027.0] [added: 2,399.3] | | | | | | [removed: 1,690.2] [added: 2,027.0] | | | | | | [removed: 336.8] [added: 372.3] | | | | | | [removed: 20%] [added: 18%] | | |

| Total revenue | | | $ | [removed: 3,798.7] [added: 3,683.3] | | | | | $ | [removed: 3,676.3] [added: 3,798.7] | | | | | $ | [removed: 122.4] [added: (115.4)] | | | | | [removed: 3%] [added: (3)%] | | |

| Gross margin as a % of revenue | | | [removed: 61.4] [added: 65.1] | | % | | | | [removed: 57.3] [added: 61.4] | | % | | | | | | | | | | | | |

| Operating income | | | $ | [removed: 448.8] [added: 460.7] | | | | | $ | [removed: 510.9] [added: 448.8] | | | | | $ | [removed: (62.1)] [added: 11.9] | | | | | [removed: (12)%] [added: 3%] | | |

| Operating income as a % of revenue | | | [removed: 11.8] [added: 12.5] | | % | | | | [removed: 13.9] [added: 11.8] | | % | | | | | | | | | | | | |

- Deliver customer outcomes that can enable productivity, quality, safety, transparency, and environmental sustainability;

Additionally, we continue to maintain focus on increasing our mix of recurring revenue, which is accelerated by the Transporeon acquisition that closed in the second quarter of 2023 and the Ag divestiture that closed in the second quarter of 2024.

This is demonstrated by the 12 acquisitions and 23 divestitures that we have completed since 2020, including the Transporeon acquisition, the Ag divestiture, and the Mobility divestiture.

Mobility Divestiture

On September 14, 2024, we entered into a definitive agreement with Platform Science to sell our Mobility business.

Subsequent to the end of the year 2024, the transaction closed on February 8, 2025 resulting in our ownership, or rights to acquire ownership of 32.5% of Platform Science’s expanded business with an approximate fair value of $248.7 million.

The approximate fair value was determined based on unobservable inputs, including discounted cash flow projections, market comparables, and an option pricing model.

We received (i) shares of preferred stock of Platform Science, with

certain liquidation preferences, that represent 28.5% of Platform Science’s expanded business and (ii) warrants allowing us the rights to acquire 4% of Platform Science’s expanded business.

The combined businesses aim to enhance driver experience, fleet safety, efficiency, and compliance by combining two cutting-edge in-cab commercial vehicle ecosystems, which gives customers access to more applications and offerings.

A valuation allowance was established to reduce the carrying value of the disposal group assets to the approximate fair value of the consideration we would receive.

As a result, we recorded a pre-tax loss of approximately $32.9 million included within Divestitures gain, net in our Consolidated Statements of Income in 2024.

Upon the closing of the transaction in the first quarter of 2025, we derecognized the assets and liabilities that were transferred and recorded our equity investment at its cost.

Ag Divestiture

The agreement was amended and restated on March 31, 2024, and the transaction closed on April 1, 2024.

Under the terms of the agreement, we contributed our Ag business, excluding certain GNSS and guidance technologies, in exchange for $1.9 billion in cash proceeds, subject to working capital adjustments.

In addition to forming PTx Trimble, the parties concurrently entered into agreements that include the following: (i) long-term supply agreement for key GNSS and guidance technologies, (ii) technology transfer and license agreement, (iii) trademark license agreement, (iv) master sale and distribution agreement for positioning services, and (v) transition services agreement.

Ag was reported as a part of our Field Systems segment.

Upon closing of the transaction in the second quarter of 2024, we recognized a pre-tax gain of $1.7 billion.

The gain included $275.6 million for our retained 15% ownership interest in PTx Trimble, an LLC, which is reported as an equity method investment.

We repaid $1.0 billion of our variable-rate debt through use of the net proceeds and expect to use the majority of the remaining proceeds after tax to repurchase stock.

Macroeconomic conditions continue to present significant challenges globally, driven by geopolitical tensions, tariff and trade policies, exchange rate and interest rate volatility, and persistent inflationary pressures.

The heightened trade tensions and related imposition of tariffs between the United States and its trading partners, the extent and duration of these tariffs, and their impact on global economic conditions remain uncertain and depend on various factors, including international negotiations, policy responses, potential exemptions, and shifts in global supply and demand.

These evolving dynamics may have a negative impact on our business operations.

In response, we are closely monitoring global trade developments and considering ways to mitigate potential impacts on our business.

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

When divesting a business, a significant portion of the gain or loss may be impacted by the goodwill allocated to the divested business and the fair value of any equity interests acquired in exchange for the disposal group.

We allocate a portion of the applicable reporting unit’s goodwill to the divested business using the ratio of the fair value of the divested business compared to the fair value of the reporting unit.

The fair value of the reporting units, divested businesses, and acquired equity interests is generally determined using a combination of the discounted cash flow method and the guideline company method.

The significant assumptions used in the discounted cash flow model to estimate the fair values include certain assumptions that form the basis of the forecasted results, specifically, revenue, revenue growth rates, and discount rates.

These significant assumptions are forward looking and could be affected by future economic and market conditions.

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

| Product | | | $ | 1,284.0 | | | | | $ | 1,771.7 | | | | | $ | (487.7) | | | | | (28)% | | |

| Gross margin | | | $ | 2,396.3 | | | | | $ | 2,332.8 | | | | | $ | 63.5 | | | | | 3% | | |

2024 was a 53\-week year and 2023 was a 52\-week year.

| | | | | | | 2024 | | | | | | | | | | | | | | |

Organic total revenue increased due to the increased mix of subscription and services revenue and the impact of the additional week in fiscal 2024.

Organic product revenue decreased due to lower Ag demand in the first quarter and higher U.S. federal government sales of Surveying hardware in the prior year.

Gross margin increased due to the organic growth of higher margin software and subscription sales, including the impact of the additional week, partially offset by the divestiture of Ag margin hardware sales.

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

- Sustainability.

Additionally, we continue to maintain focus on new product introductions and transitions to recurring revenue as evidenced by the Transporeon business and the pending Trimble Ag JV Transaction (as described below).

Under the terms of the agreement, we will contribute the Trimble Ag business, excluding certain GNSS and guidance technologies, and AGCO will contribute its JCA Technologies business to the JV.

We will sell an interest in the JV to AGCO for $2.0 billion in pre-tax cash proceeds, subject to working capital adjustments.

Additionally, we plan to enter into the following agreements with AGCO as part of the overall proposed transaction:

- a seven-year, renewable Supply Agreement through which we will provide key GNSS and guidance technologies to the JV for use in professional agriculture machines sold by AGCO, on an exclusive basis with limited exceptions;

- a Technology Transfer and License Agreement to govern the licensing of certain non-divested intellectual property and technology for use by the JV in the agriculture field and, upon expiration of the Supply Agreement, to govern fixed and variable royalty payments made to us by the JV;

- a Trademark License Agreement to govern the licensing of certain Trimble trademarks for use by the JV in the agriculture field;

- a Positioning Services Agreement through which the JV will serve as our channel partner for the positioning services in the agriculture market; and

- a Transition Services Agreement to provide contract manufacturing services for the divested products for two years following closing of the proposed transaction.

The proposed transaction is expected to close in the first half of 2024 and is subject to customary closing conditions, including regulatory approvals.

On April 3, 2023, we acquired all of the outstanding shares of Transporeon in an all-cash transaction valued at €1.9 billion or $2.1 billion.

Transporeon is a Germany-based company and leading cloud-based transportation management software platform that connects key stakeholders across the industry lifecycle to positively impact the optimization of global supply chains, which aligns with our Connect and Scale strategy.

By combining Transporeon’s operations with ours, we expect economies of scale, growth, such as acceleration of recurring revenue, expansion of the addressable market, cross-sell opportunities, and enhanced productivity and sustainability solutions for our customers.

Transporeon is reported in our Transportation segment.

We have included the financial results of Transporeon in our Consolidated Financial Statements starting in the second quarter of 2023.

Macroeconomic conditions, including geopolitical tensions, such as the ongoing military conflicts in the Middle East and between Russia and Ukraine and related sanctions, exchange rate and interest rate volatility, and inflationary pressures, will continue to evolve globally.

Global inflation rates rose in 2022 and continued into early 2023.

As a result, interest rates increased over 2022 and 2023 in an effort to curb inflation.

These macroeconomic conditions have had and are expected to have a negative impact on our results of operations.

We may experience higher borrowing costs on our variable-rate debt.

At the end of 2023, our outstanding balance of variable-rate debt was $1.3 billion.

In 2023, as compared to the prior year, our organic hardware sales declined and bookings moderated as dealers moved toward lower levels of inventories due to improved product lead times and reduced end user demand.

Buildings and Infrastructure, Geospatial, and Resources and Utilities all had stronger hardware sales in the prior year.

| Product | | | $ | 1,771.7 | | | | | $ | 1,986.1 | | | | | $ | (214.4) | | | | | (11)% | | |

| Gross margin | | | $ | 2,332.8 | | | | | $ | 2,105.6 | | | | | $ | 227.2 | | | | | 11% | | |

Both 2023 and 2022 were 52–week years.

Organic total revenue was up 1%.

Organic product revenue decreased due to reductions in dealer inventory levels as a result of improved product lead times and reduced end user demand.

These decreases impacted sales in Buildings and Infrastructure, Geospatial, and Resources and Utilities.

Operating expense increased due to the Transporeon acquisition, higher research and development, and general and administrative costs, including investments related to our Connect and Scale strategy and increased amortization of purchased intangibles.

We had cost reductions in 2023 and will continue to focus on further reductions.

| Total | | | $ | 1,734.8 | | | | | $ | 1,517.9 | | | | | $ | 216.9 | | | | | 14% | | |

S&M expense increased slightly primarily due to the Transporeon acquisition.

| Cost of sales | | | $ | 108.7 | | | | | $ | 85.0 | | | | | $ | 23.7 | | | | | 28% | | |

| Operating expenses | | | 103.6 | | | | | | 46.6 | | | | | | 57.0 | | | | | | 122% | | |

| Other income (expense), net | | | 31.9 | | | | | | (0.8) | | | | | | 32.7 | | | | | | (4088)% | | |

Non-operating expense, net increased primarily due to lower net gains from divestitures and higher interest expense from the new debt associated with the Transporeon acquisition, partially offset by foreign currency hedging gains associated with the Transporeon acquisition and fluctuations in the deferred compensation plan assets, both included in Other income (expense), net.

The decrease was primarily due to an increases in tax benefit from U.S. federal R&D credit and foreign-derived intangible income (“FDII”) in 2023, and change in geographic mix of earnings, partially offset by lower stock-based compensation deductions in the current year.

| Buildings and Infrastructure | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

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

In [removed: 2023,] [added: 2024,] changes in foreign currency exchange rates had a favorable impact of [removed: $0.9] [added: $2.7] million on revenue and [removed: an unfavorable impact of $5.8] [added: $5.9] million on operating income.

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

Our foreign currency contracts are marked-to-market through earnings every period and generally range in maturity from one to two [removed: months, or from four to six months for acquisitions.][added: months.]

Foreign currency contracts outstanding at the end of [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] are summarized as follows:

| | | | At the End of [removed: 2023] [added: 2024] | | | | | | | | | | | | At the End of [removed: 2022] [added: 2023] | | | | | | | | |

| Purchased | | | $ | [removed: (120.3)] [added: (624.0)] | | | | | $ | [removed: 0.3] [added: (8.2)] | | | | | $ | [removed: (77.9)] [added: (120.3)] | | | | | $ | [removed: —] [added: 0.3] | |

| Sold | | | [removed: 50.8] [added: 24.0] | | | | | | [removed: (0.3)] [added: —] | | | | | | [removed: 130.6] [added: 50.8] | | | | | | [removed: 0.2] [added: (0.3)] | | |

[Table [removed: of](#id1873d0d3e774e6a8e3e1363725e4d58_16) [Contents](#id1873d0d3e774e6a8e3e1363725e4d58_16)][added: of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)]

[removed: INDEX TO FINANCIAL STATEMENTS][added: [Index to Financial Statements](#ib4438226abda4b508959e7ba6bb7621b_133)]

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

In the second quarter of 2023, we borrowed $1.2 billion of variable-rate debt in conjunction with the Transporeon acquisition.

At the end of 2023, our outstanding balance of variable-rate debt was $1.3 billion, see details in [Note 8 “Debt”](#id1873d0d3e774e6a8e3e1363725e4d58_184) of this report.

We are exposed to market risk due to the possibility of changing interest rates.

While not predictive, a hypothetical 50 basis point increase in interest rates on our variable-rate debt would result in an increase of approximately $6.5 million in annual interest expense.

| Foreign currency exchange contract related to acquisition | | | — | | | | | | — | | | | | | 1,999.4 | | | | | | 10.4 | | |

TRIMBLE INC.

| | | | | | |

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

| [Consolidated Balance Sheets](#id1873d0d3e774e6a8e3e1363725e4d58_133) | | | [44](#id1873d0d3e774e6a8e3e1363725e4d58_133) | | |

| [Consolidated Statements of Income](#id1873d0d3e774e6a8e3e1363725e4d58_139) | | | [45](#id1873d0d3e774e6a8e3e1363725e4d58_139) | | |

| [Consolidated Statements of Comprehensive Income](#id1873d0d3e774e6a8e3e1363725e4d58_145) | | | [46](#id1873d0d3e774e6a8e3e1363725e4d58_145) | | |

| [Consolidated Statements of Stockholders’ Equity](#id1873d0d3e774e6a8e3e1363725e4d58_151) | | | [47](#id1873d0d3e774e6a8e3e1363725e4d58_151) | | |

| [Consolidated Statements of Cash Flows](#id1873d0d3e774e6a8e3e1363725e4d58_154) | | | [48](#id1873d0d3e774e6a8e3e1363725e4d58_154) | | |

| [Notes to Consolidated Financial Statements](#id1873d0d3e774e6a8e3e1363725e4d58_157) | | | [49](#id1873d0d3e774e6a8e3e1363725e4d58_157) | | |

| [Note 1. De](#id1873d0d3e774e6a8e3e1363725e4d58_1563)[scription of](#id1873d0d3e774e6a8e3e1363725e4d58_1563) [Business and Accounting Policies](#id1873d0d3e774e6a8e3e1363725e4d58_1563) | | | [49](#id1873d0d3e774e6a8e3e1363725e4d58_1563) | | |

| [Note 2. Earnings per Share](#id1873d0d3e774e6a8e3e1363725e4d58_196) | | | [54](#id1873d0d3e774e6a8e3e1363725e4d58_196) | | |

| [Note 3. Acquisitio](#id1873d0d3e774e6a8e3e1363725e4d58_1599)[ns](#id1873d0d3e774e6a8e3e1363725e4d58_1599) | | | [54](#id1873d0d3e774e6a8e3e1363725e4d58_1599) | | |

| [Note 4.](#id1873d0d3e774e6a8e3e1363725e4d58_1612) [D](#id1873d0d3e774e6a8e3e1363725e4d58_1612)[ivestitures](#id1873d0d3e774e6a8e3e1363725e4d58_1612) | | | [56](#id1873d0d3e774e6a8e3e1363725e4d58_1612) | | |

| [Note 5. Intangible Assets and Goodwill](#id1873d0d3e774e6a8e3e1363725e4d58_175) | | | [57](#id1873d0d3e774e6a8e3e1363725e4d58_175) | | |

| [Note 6. Certain Balance Sheet Components](#id1873d0d3e774e6a8e3e1363725e4d58_178) | | | [58](#id1873d0d3e774e6a8e3e1363725e4d58_178) | | |

| [Note 7. Reporting Segment and Geographic Information](#id1873d0d3e774e6a8e3e1363725e4d58_181) | | | [59](#id1873d0d3e774e6a8e3e1363725e4d58_181) | | |

| [Note 8. Debt](#id1873d0d3e774e6a8e3e1363725e4d58_184) | | | [62](#id1873d0d3e774e6a8e3e1363725e4d58_184) | | |

| [Note 9. Leases](#id1873d0d3e774e6a8e3e1363725e4d58_1631) | | | [63](#id1873d0d3e774e6a8e3e1363725e4d58_1631) | | |

| [Note 10. Commitments and Contingencies](#id1873d0d3e774e6a8e3e1363725e4d58_202) | | | [64](#id1873d0d3e774e6a8e3e1363725e4d58_202) | | |

| [Note 11. Fair Value Measurements](#id1873d0d3e774e6a8e3e1363725e4d58_190) | | | [65](#id1873d0d3e774e6a8e3e1363725e4d58_190) | | |

| [Note 12. Deferred Revenue and Remaining Performance Obligations](#id1873d0d3e774e6a8e3e1363725e4d58_193) | | | [66](#id1873d0d3e774e6a8e3e1363725e4d58_193) | | |

| [Note 13. Income Taxes](#id1873d0d3e774e6a8e3e1363725e4d58_1657) | | | [66](#id1873d0d3e774e6a8e3e1363725e4d58_1657) | | |

| [Note 14. Employee Stock Benefit Plans](#id1873d0d3e774e6a8e3e1363725e4d58_1547) | | | [69](#id1873d0d3e774e6a8e3e1363725e4d58_1547) | | |

| [Note 15. Common Stock Repurchase](#id1873d0d3e774e6a8e3e1363725e4d58_169) | | | [71](#id1873d0d3e774e6a8e3e1363725e4d58_169) | | |

| [Note 1](#id1873d0d3e774e6a8e3e1363725e4d58_549755815679)[6](#id1873d0d3e774e6a8e3e1363725e4d58_549755815679)[.](#id1873d0d3e774e6a8e3e1363725e4d58_549755815679) [S](#id1873d0d3e774e6a8e3e1363725e4d58_549755815679)[ubsequent Event](#id1873d0d3e774e6a8e3e1363725e4d58_549755815679) | | | [71](#id1873d0d3e774e6a8e3e1363725e4d58_549755815679) | | |

| [Reports of Independent Registered Public Accounting Firm](#id1873d0d3e774e6a8e3e1363725e4d58_208) (PCAOB ID: 42) | | | [72](#id1873d0d3e774e6a8e3e1363725e4d58_208) | | |

[Table of Contents](#id1873d0d3e774e6a8e3e1363725e4d58_16)

[Index to Financial](#id1873d0d3e774e6a8e3e1363725e4d58_127) [Statements](#id1873d0d3e774e6a8e3e1363725e4d58_127)

Trimble is a leading technology solutions provider that enables office and [removed: mobile] [added: field] professionals to connect their workflows and asset lifecycles to drive a more productive, sustainable future.

With a focus on the industries that [removed: feed,] build, [added: move,] and [removed: move] [added: feed] the world, the comprehensive depth and breadth of our solutions is transforming the way the world works, making it easier for Trimble customers to focus on what matters—getting the job done right.

We innovate at the intersection of the digital and physical worlds with solutions that span the world’s foundational [removed: industries] [added: industries,] including building, civil and infrastructure construction, geospatial, survey and mapping, [removed: agriculture,] natural resources, utilities, transportation, and government.

We exist to empower our customers: asset owners, general and specialty contractors, engineers and designers, surveyors, [removed: agricultural companies and farmers,] energy and utility companies, trucking companies and drivers, as well as state, federal, and municipal governments.

Our advanced positioning and autonomous guidance capabilities enable increased precision with large equipment, [removed: such as agricultural tractors and] [added: including equipment used in] construction [removed: bulldozers.][added: and civil engineering.]

[removed: Meanwhile, our] [added: Our] connected supply chain solutions provide transportation companies and their drivers with tools to enhance fuel efficiency, safety, transparency, and [removed: sustainability throughout their connected fleets.][added: sustainability.]

Trimble software capabilities include extensive three-dimensional (“3D”) modeling, analysis, planning and design [removed: solutions] [added: solutions, AI capabilities,] as well as a large suite of domain-specific software applications used across industries including construction, geospatial, [removed: agriculture,] utilities, and transportation.

Our software is sold as [removed: perpetual licenses,] [added: subscription services,] term licenses, or [removed: subscription services and can be provisioned for on-premise,] [added: perpetual licenses,] and [removed: increasingly,] [added: is] hosted as Software as a Service [removed: (“SaaS”).][added: (“SaaS”), or can be provisioned for on-premise.]

We are extending our capabilities to run in multi-cloud [removed: environments,] [added: environments] while delivering our unique value via domain-specific workflows and lifecycle management in our target industries.

- [removed: Executing] [added: Execute] on our Connect [removed: and] [added: &] Scale strategy. We continue to focus on executing our multi-year platform strategy.

[Table [removed: of](#id1873d0d3e774e6a8e3e1363725e4d58_16) [Contents](#id1873d0d3e774e6a8e3e1363725e4d58_16)][added: of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)]

◦The first element, [removed: Connect, aims to connect] [added: Connect, is about connecting] more customer workflows, industry lifecycles, and solution [removed: offerings,] [added: offerings] so that we can continue to transform the way our customers work.

This includes integrating more of our customers’ data through cloud [removed: offerings and] [added: offerings,] making more of our solutions available on a subscription [removed: basis.][added: basis, and incorporating AI capabilities.]

Our [removed: Trimble Construction Cloud creates] [added: cloud based solutions in construction create] a connected data environment for online [removed: collaboration, the ability to author unique] [added: collaboration;] workflows [removed: that] [added: which] connect the digital and physical [removed: worlds,] [added: worlds;] and the power to dynamically orchestrate design coordination in the cloud from wherever project stakeholders may be.

This network effect [added: also] means that the willingness of developers, partners, or end users to engage increases as the number of network participants grows, which further enhances the platform experience and end-user value.

[removed: Scale also aims to invest] [added: ◦The second element, Scale, is about investing] in the people, processes, and technologies that are necessary to streamline and standardize our internal [removed: processes; provide] [added: processes, providing] a seamless experience for our customers as they engage with our connected [removed: solutions;] [added: solutions,] and [removed: enable] [added: enabling] us to continue to grow our business efficiently and effectively for many years into the future.

- [removed: Increasing focus] [added: Focus] on software and services. Software and services targeted for the needs of vertical end markets are [removed: increasingly important] [added: fundamental] elements of our solutions and are core to our growth strategy.

[removed: These] [added: Together, our] software and services solutions integrate and optimize additional workflows for our customers, [added: with increasing use of AI,] thereby improving their work productivity, and in the case of subscription, maintenance, and support services, also provide us with enhanced business visibility over time.

[removed: *•*Focus on] [added: *•*Address] attractive markets with significant growth and profitability 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 [removed: construction, agriculture,] [added: construction] and transportation, are each multitrillion-dollar global industries that operate in demanding environments with technology adoption in the early phases relative to other industries.

With the [removed: emergence of] [added: growth in] mobile and cloud computing capabilities, the increasing technological know-how of end users, and compelling return on investment, we believe many of our markets [removed: are] [added: continue to be] attractive for substituting Trimble’s technology and solutions in place of traditional operating methods.

- [removed: Domain] [added: Capitalize on domain] knowledge and technological innovation that benefit a diverse customer base. We have over time redefined our technological focus from hardware-driven point solutions to integrated work process solutions [added: to industry ecosystems] by developing domain expertise and heavily reinvesting in research and development (“R&D”) and acquisitions.

Our patent portfolio is continuously updated with new patent grants that emerge from our investments in [removed: research and development.][added: R&D.]

[removed: *•*Geographic] [added: *•*Drive geographic] expansion with [added: a] localization strategy. 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.

Products are sold in more than [removed: 150 countries,] [added: 170 countries] through dealers, joint ventures, original equipment manufacturers [removed: (“OEM”),] [added: (“OEMs”),] and other channels throughout the world, as well as direct sales to end users.

- [removed: Optimized] [added: Optimize] go-to-market strategies to best access our markets. We utilize vertically focused go-to-market strategies that leverage domain expertise to best serve the needs of individual markets both domestically and abroad.

These go-to-market capabilities [removed: include] [added: include:] independent [removed: dealers,] [added: dealers;] joint [removed: ventures] [added: ventures,] including with [removed: Caterpillar and Nikon, OEM,] [added: Caterpillar, AGCO,] and [added: Nikon; OEM arrangements;] distribution alliances with key [removed: partners, as well as] [added: partners; and] direct sales to end [removed: users, which provide us with broad market reach and localization capabilities to effectively serve our markets.][added: users.]

[removed: *•*Strategic] [added: *•*Pursue strategic and targeted] acquisitions, [added: divestitures,] joint ventures, and investments*.* Organic growth continues to be our primary focus, while acquisitions serve to enhance our market position.

We acquire businesses that bring domain expertise, geographic presence, technology, products, and distribution capabilities that augment our portfolio and allow us to penetrate existing [added: markets more effectively, or to establish a market beachhead.]

To further grow and position [removed: the Company,] [added: Trimble,] we partner with leaders in various fields by investing in early-to-growth stage companies through our venture fund and through strategic formation of joint ventures.

[removed: In September 2023,] [added: On April 1, 2024,] we [removed: signed a definitive agreement to contribute] [added: contributed] our [removed: Trimble precision agriculture (“Trimble Ag”)] [added: Ag] business, excluding certain [removed: Global Navigation Satellite System (“GNSS”)] [added: GNSS] and guidance technologies, to a [removed: JV] [added: newly formed joint venture] with [removed: AGCO,] [added: AGCO named PTx Trimble,] of which we [removed: will] retain a 15% ownership stake.

We report our financial performance, including revenue and operating income, based on [removed: four] [added: three] reportable segments: [removed: Buildings] [added: Architects, Engineers, Construction] and [removed: Infrastructure, Geospatial, Resources] [added: Owners (“AECO”), Field Systems,] and [removed: Utilities,] [added: Transportation] and [removed: Transportation.][added: Logistics (“T&L”).]

For further financial information about our segments, see [Note 7 “Reporting Segment and Geographic [removed: Information”](#id1873d0d3e774e6a8e3e1363725e4d58_181)] [added: Information”](#ib4438226abda4b508959e7ba6bb7621b_187) in Item 8] of this report.

The [removed: Buildings and Infrastructure] [added: AECO] segment primarily serves customers working in architecture, engineering, construction, design, asset management, operations, and maintenance.

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

[removed: Civil] [added: *Civil] Engineering [removed: Construction and Asset Management.] [added: Construction.*] Our civil engineering and construction portfolio spans the lifecycle of civil infrastructure assets from feasibility and capital budgeting, to planning and design, to construction, through [removed: to] long-term operation and maintenance.

Our solutions serve [removed: the] key industry [removed: stakeholders] [added: stakeholders,] including [removed: the] asset owners or clients, design engineers, consultants, contractors, [removed: sub-contractors,] [added: subcontractors,] and suppliers.

Our technological suite is employed across the entire project lifecycle to improve productivity, reduce waste and re-work, including reduced carbon emissions, and enable more informed [removed: decision making through enhanced situational awareness, data flow, data-driven insights and decision support, and project][added: decision-making]

Our suite of integrated solutions and technologies in this area includes field and office software for estimating and job cost management and optimized project design and visualization; software for 3D design and data sharing; 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, equipment, and workers; and software to facilitate the management of the construction process and for sharing and communication of data in [removed: real time.][added: real-time.]

Utilizing wireless and internet-based site communications infrastructure, our solutions include the ability to track and control equipment, deploy a 3D model to machines, track [added: the] progress of work in real-time, and reduce re-work.

This has driven Trimble to move increasingly from point solutions to workflows to industry ecosystems enabled by seamless data and artificial intelligence (“AI”).

We deploy AI, Generative AI, Machine Learning, Computer Vision, and similar technologies into our solutions across our business segments to deliver customer value through process automation and operational insights.

*•*Deliver customer outcomes that can enable productivity, quality, safety, transparency, and environmental sustainability. Across our business segments, our technological solutions deliver customer value through digital transformation, replacing legacy methods to improve productivity, first-time quality, worker safety, operational transparency, and sustainability.

Our construction and transportation management systems enable customers to optimize their business operations while gaining better operational insight and transparency to facilitate more informed decision-making.

Our online, multi-sided marketplace solutions provide better real-time insight into market pricing and availability, while the deployment of AI across our solutions increases customer productivity through task and process automation.

Our field solutions automate tasks and improve first-time quality, while improving operator safety, and the connection of data flows and workflows between field and office and across stakeholders facilitates operational efficiency and transparency.

By delivering productivity and efficiency gains, avoiding rework, and enabling more sustainable designs, Trimble solutions also deliver sustainability advantages for our customers, reducing the use of fuels and other inputs, which delivers both reduced cost and lower carbon emissions.

Our software is connecting stakeholders across the industry lifecycle continuums of our served industries.

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

This combination of channels provides us with broad market reach and localization capabilities to effectively serve our markets.

We entered into a definitive agreement with Platform Science on September 14, 2024 to sell our Mobility business.

Subsequent to the end of the year 2024, the transaction closed on February 8, 2025 resulting in our ownership, or rights to acquire ownership of 32.5% of Platform Science’s expanded business with an approximate fair value of $248.7 million.

We received (i) shares of preferred stock of Platform Science, with certain liquidation preferences, that represent 28.5% of Platform Science’s expanded business and (ii) warrants allowing us the rights to acquire 4% of Platform Science’s expanded business.

The transaction aims to enhance driver experience, fleet safety, efficiency, and compliance by combining two cutting-edge in-cab commercial vehicle ecosystems, which gives customers access to more applications and offerings.

Our Ag business was part of our Field Systems segment.

Architects, Engineers, Construction and Owners

*Architecture Design Software.* Empowers creative professionals in architecture, design, construction, and related industries with capabilities like SketchUp for design & visualization, 3D modeling, construction and fabrication documentation, and architectural visualization.

It facilitates innovative and detailed design processes, enabling seamless collaboration among stakeholders.

*Engineering Software.* Transforms workflows with precision by focusing on enhancing accuracy, productivity, and profitability.

It includes capabilities for the mechanical, electrical, and plumbing (“MEP”) trades for engineering and modeling, structural engineering and modeling, and civil design and engineering by delivering constructable solutions that drive project success.

*Construction Software.* Designed to optimize connected workflows, this software supports comprehensive project management through enterprise resource planning (“ERP”) and operations solutions.

Its capabilities span preconstruction and estimating, prefabrication, project and operations management, finance and human capital management, and digital supply chain management.

Our construction portfolio also enables civil contractors to align operational efficiency from bidding to project execution through estimating, scheduling, field tracking, equipment maintenance, and reporting and analyses.

*Owner Software.* As architects, engineers, and contractors collaborate to deliver projects, our asset lifecycle management (“ALM”) portfolio centralizes data from capital planning, design, construction, and commissioning and unlocks its value into the operations and maintenance phases of the completed asset.

This owner-centric technology speeds decision-making, progress measurement, and payment for the AEC providers while improving the owner’s asset stewardship maintenance for years across the public and private sectors.

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

When combining our AECO software capabilities with our Field Systems portfolio, we are uniquely able to bring comprehensive integrated workflows to the broad construction industry ecosystem.

At our core, we are able to bridge the gap between office and field by integrating detailed design models and project tracking capabilities with field hardware (GNSS receivers and laser scanners), and ERP solutions in real-time.

This drives tremendous efficiencies in seamless workflows, error reduction, and process automation for the spectrum of construction users.

Our solutions enhance productivity and foster collaboration by improving data sharing across architects, designers, general contractors, subcontractors, and engineers.

The Trimble Connect collaboration platform streamlines and integrates workflows and ensures interoperability between Trimble’s solutions as well as software tools from the broader construction ecosystem and marketplaces.

Through automation and innovation, our solutions reduce costs, waste, and rework, enhance worker safety, expedite project timelines, improve decision-making, and enhance quality control.

These technologies contribute to sustainability by fostering resource efficiency and environmental responsibility across the building construction industry.

In 2024, Trimble advanced its Connect & Scale strategy with significant AECO software updates.

Highlights include (i) AppXchange for ERP; (ii) Tekla 2024; and (iii) enhanced visualization for Sketchup.

New AI-based capabilities were released in 2024, which included (i) LiveCount AI Takeoff; (ii) AI Driven 3D Model Search; (iii) Sketchup Diffusion and Assistant; and (iv) AI-driven project management workflows in ProjectSight.

Additionally, Trimble Unity launched, empowering public infrastructure owners with centralized data and connected digital workflows for ALM.

We sell and distribute our products across the AECO segment through a robust, integrated network of direct, indirect, and digital channels, tailored to optimize customer experiences across the geographic regions we serve.

We leverage our dedicated direct sales force to deliver software solutions to asset owners, clients, contractors, subcontractors, and consulting engineers, ensuring that the most appropriate channel is matched to each region for maximum market reach and customer satisfaction.

We develop and nurture a global network of independent distributors with deep expertise and strong customer relationships in their respective markets, including BuildingPoint dealers that specifically address the needs of the building construction industry.

In agriculture, we continue to develop connected farm solutions to optimize operations for agricultural production and protection.

◦The second element, Scale, allows cloud enablement, which raises the bar with shared, on-demand services that empower network participants to proactively contribute to organic value creation and delivery, directly and with fewer intermediaries.

When end users interact on a shared, online platform, the overall value that is created increases as the number of end-user participants increases.

We generally have an open application programming interface philosophy and open vendor environment, which leads to increased adoption of our software and analytics offerings.

markets more effectively, or to establish a market beachhead.

Trimble and AGCO’s shared vision is to create a global leader in mixed fleet smart farming and autonomy solutions that delivers on our collective strategy to better serve farmers with factory fit and aftermarket applications in the mixed fleet precision agriculture market.

The proposed transaction is expected to close in the first half of 2024.

*•*Sustainability. The global economy is experiencing a fundamental shift toward sustainability driven through broad stakeholder engagement, with a focus on decarbonization.

Historically, through delivering productivity and efficiency gains, Trimble products have delivered sustainability for our customers, and we envision more opportunities to deliver expanded carbon reductions and other sustainability benefits, such as water management in agriculture and utilities.

Our focus on these growth drivers has led over time to growth in revenue and profitability and an increasingly diversified business model.

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

Buildings and Infrastructure

Building Construction. Our building construction portfolio of solutions for the residential, commercial, and industrial building industry spans the entire lifecycle of a building and is used by construction owners, architects, designers, general contractors, sub-contractors, and engineers.

These solutions serve to improve productivity and to enhance data sharing and collaboration across different teams and stakeholders to help keep projects within cost, time, and quality targets.

The suite of technologies and solutions we provide to the building industry includes program management solutions for construction owners including software for 3D conceptual design and modeling; BIM software that is used in design, engineering, and construction; enterprise resource planning, project management, and project collaboration for general contractors; and 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 construction trades such as steel, concrete, and Mechanical, Electrical and Plumbing (“MEP”); project coordination; and capital program planning and management.

In addition, our Trimble Connect collaboration platform streamlines customer workflows and enables interoperability between Trimble’s and other providers’ solutions.

These solutions for the building industry serve to automate, streamline, and transform work processes across the building construction industry.

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, enhanced quality control, and multiple sustainability benefits for our customers.

During 2023, we announced a number of new developments including: (i) new versions of our Tekla Structure software for improved user experience such as extended collaboration with BIM model data; (ii) new AI features in Sketchup such as AI-powered image search capabilities to access 3D models on 3D Warehouse, as well as generative AI utilizing text prompts to convert a SketchUp 3D model to a rendered image in seconds with SketchUp Diffusion; (iii) new MEP products including Fabrication Smart Tools for use with native Autodesk users; and (iv) AI functionality for Viewpoint Vista and Spectrum to assist users with injection of PDF invoices.

collaboration.

During 2023, we announced a number of developments, including: (i) the introduction of Trimble Siteworks Machine Guidance Module, extending the capabilities of Trimble Siteworks Software from surveying and layout to support on-machine excavator guidance and operator assistance; (ii) completion of the first test of a fully autonomous soil compactor on a live jobsite, taking another important step on the path toward Trimble’s autonomous vision; and (iii) release of the Trimble DA2 GNSS Smart Antenna for construction surveying as part of the Trimble Works Subscription program, which provides contractors access to construction technology at a lower upfront cost.

Geospatial

The Geospatial segment primarily serves customers working in surveying, mapping, engineering, and government.

Within this segment, our most substantial product portfolios are focused on surveying and geospatial and geographic information systems (“GIS”).

Geographic Information Systems. Our GIS product line collects authoritative field data and integrates that data into GIS databases.

Our handheld data collection systems allow users to efficiently and accurately log positions and descriptive information about their assets, ensure the integrity and accuracy of GIS information, and ultimately enable better decision-making.

Through a combination of wireless technologies and software solutions, fieldwork results are seamlessly delivered to back-office GIS systems, while mobile workers can access relevant GIS information remotely.

This capability provides significant advantages to users, including improved productivity, accuracy, and access to information in the field.

During 2023, we announced several new developments, including: (i) the scalable and configurable Trimble R580 GNSS Integrated Receiver that includes our industry-leading ProPoint engine; (ii) the newest addition to our scanning portfolio, the Trimble X9 3D laser scanning system; and (iii) the Trimble T10x model 2 tablet for survey and mapping professionals.

Resources and Utilities

The Resources and Utilities segment primarily serves customers working in agriculture, forestry, and utilities.

Within this segment, our most substantial product portfolio addresses the agriculture market, including our Trimble Ag and Positioning Services businesses.

In September, we signed a definitive agreement to contribute our Trimble Ag business, excluding certain GNSS and guidance technologies, to a JV with AGCO, of which we will retain a 15% stake.

See [Note 4 “Divestitures”](#id1873d0d3e774e6a8e3e1363725e4d58_1612) of this report for additional discussion of this transaction.

Our precision agriculture products and services consist of guidance and positioning systems, including autonomous steering systems, automated and variable-rate application and technology systems, and information management solutions that enable farmers and their partners to improve crop performance, profitability, and environmental quality.

Our precision agriculture solutions can assist farmers throughout every step of their farming process beginning with land preparation and continuing through the planting, nutrient, pest management, water management, and harvesting phases of a crop cycle.

We provide manual and automated navigation guidance for tractors and other farm equipment used in spraying, planting, cultivating, and harvesting applications.

The benefits to the farmer include faster machine operation, higher yields, lower consumption of fuel and chemicals, lower carbon footprint, and improved soil health as compared to conventional equipment.

In addition, we provide solutions to automate application of pesticide and seeding.

[Table [removed: of](#id1873d0d3e774e6a8e3e1363725e4d58_16) [Contents](#id1873d0d3e774e6a8e3e1363725e4d58_16)][added: of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)]

][added: logo.jpg](https://www.sec.gov/Archives/edgar/data/864749/000086474925000090/trmb-20250103_g1.jpg)]

| | | | For the fiscal year ended [removed: December 29, 2023] [added: January 3, 2025] | | |

Yes [removed: ☒ No] ☐ [added: No ☒]

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

As of June [removed: 30, 2023,] [added: 28, 2024,] the aggregate market value of the common stock held by non-affiliates of the registrant was approximately [removed: $13.1] [added: $13.7] billion based on the closing price as reported on the NASDAQ Global Select Market.

| Common stock, $0.001 par value | | | | | | [removed: 245,687,181] [added: 238,583,485] | | | shares | | |

Some of the information required by Part III of this report is incorporated by reference from the proxy statement relating to the registrant’s [removed: 2024] [added: 2025] annual meeting of stockholders (the “Proxy Statement”), to be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year to which this report relates.

This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, [added: as amended (the “Exchange Act”),] which are subject to the “safe harbor” created by those sections.

- general [removed: U.S. and] global macroeconomic outlook, including slowing growth, inflationary pressures, and increases in interest [removed: rates;][added: rates as well as trade policy including the implementation of global tariffs;]

- economic disruptions caused by [added: the] potential impact of volatility and conflict in the political and economic environment, including [removed: the conflicts] [added: developments] in the [removed: Middle East and] [added: conflict] between [removed: Russian] [added: Russia] and Ukraine;

- any anticipated benefits associated with the [removed: pending] contribution of our precision agriculture [removed: business,] [added: business (“Ag”),] excluding [removed: certain products] [added: Global Navigation Satellite System (“GNSS”)] and [added: guidance] technologies, to a newly formed joint [removed: venture (the “JV”)] [added: venture, PTx Trimble,] and the sale of the majority interest in [removed: the JV] [added: PTx Trimble] to AGCO Corporation (“AGCO”);

- our belief that our cash and cash equivalents and borrowings, along with cash provided by operations, will be sufficient in the foreseeable future to meet our anticipated operating cash needs, including expenditures related to our Connect [removed: and] [added: &] Scale strategy, debt service, stock repurchases, and any acquisitions;

- our [removed: discretion] [added: ability] to conduct, suspend, or discontinue our stock repurchase program subject to the discretion of our management; [removed: and]

The forward-looking statements regarding future events and the future results of Trimble Inc. [removed: (“Trimble” or “the Company”] [added: (“Trimble,” the “Company,”] or [removed: “we”] [added: “we,”] or [removed: “our”] [added: “our,”] or “us”) are based on current expectations and the beliefs and assumptions of our management that are subject to risks and uncertainties.

These forward-looking statements involve certain risks and uncertainties that could cause actual results, levels of activity, performance, achievements, and events to differ materially from those implied by such forward-looking statements, including but not limited to, those discussed in this report under the section entitled “Risk Factors” and elsewhere, and in other reports we file with the Securities and Exchange Commission [removed: (“SEC”),] [added: (the “SEC”),] specifically the most recent reports on Form 8-K and Form 10-Q, each as it may be amended from time to time.

[removed: 2023] [added: 2024] FORM 10-K ANNUAL REPORT

| Item 1 | | | [removed: [Business](#id1873d0d3e774e6a8e3e1363725e4d58_22)] [added: [Business](#ib4438226abda4b508959e7ba6bb7621b_22)] | | | [removed: [1](#id1873d0d3e774e6a8e3e1363725e4d58_22)] [added: [1](#ib4438226abda4b508959e7ba6bb7621b_22)] | | |

| Item 1A | | | [Risk [removed: Factors](#id1873d0d3e774e6a8e3e1363725e4d58_49)] [added: Factors](#ib4438226abda4b508959e7ba6bb7621b_61)] | | | [removed: [12](#id1873d0d3e774e6a8e3e1363725e4d58_49)] [added: [11](#ib4438226abda4b508959e7ba6bb7621b_61)] | | |

| Item 1B | | | [Unresolved Staff [removed: Comments](#id1873d0d3e774e6a8e3e1363725e4d58_67)] [added: Comments](#ib4438226abda4b508959e7ba6bb7621b_79)] | | | [removed: [25](#id1873d0d3e774e6a8e3e1363725e4d58_67)] [added: [24](#ib4438226abda4b508959e7ba6bb7621b_79)] | | |

| Item 1C | | | [removed: [Cybersecurity](#id1873d0d3e774e6a8e3e1363725e4d58_549755815653)] [added: [Cybersecurity](#ib4438226abda4b508959e7ba6bb7621b_82)] | | | [removed: [25](#id1873d0d3e774e6a8e3e1363725e4d58_549755815653)] [added: [24](#ib4438226abda4b508959e7ba6bb7621b_82)] | | |

| Item 2 | | | [removed: [Properties](#id1873d0d3e774e6a8e3e1363725e4d58_70)] [added: [Properties](#ib4438226abda4b508959e7ba6bb7621b_85)] | | | [removed: [26](#id1873d0d3e774e6a8e3e1363725e4d58_70)] [added: [25](#ib4438226abda4b508959e7ba6bb7621b_85)] | | |

| Item 3 | | | [Legal [removed: Proceedings](#id1873d0d3e774e6a8e3e1363725e4d58_73)] [added: Proceedings](#ib4438226abda4b508959e7ba6bb7621b_88)] | | | [removed: [26](#id1873d0d3e774e6a8e3e1363725e4d58_73)] [added: [26](#ib4438226abda4b508959e7ba6bb7621b_88)] | | |

| Item 4 | | | [Mine Safety [removed: Disclosures](#id1873d0d3e774e6a8e3e1363725e4d58_76)] [added: Disclosures](#ib4438226abda4b508959e7ba6bb7621b_91)] | | | [removed: [26](#id1873d0d3e774e6a8e3e1363725e4d58_76)] [added: [26](#ib4438226abda4b508959e7ba6bb7621b_91)] | | |

| Item 5 | | | [Market for Registrant’s Common Equity, Related Stockholder [removed: Matters](#id1873d0d3e774e6a8e3e1363725e4d58_88)[,](#id1873d0d3e774e6a8e3e1363725e4d58_88) [and] [added: Matters, and] Issuer Purchases of Equity [removed: Securities](#id1873d0d3e774e6a8e3e1363725e4d58_88)] [added: Securities](#ib4438226abda4b508959e7ba6bb7621b_97)] | | | [removed: [27](#id1873d0d3e774e6a8e3e1363725e4d58_88)] [added: [27](#ib4438226abda4b508959e7ba6bb7621b_97)] | | |

| Item 7 | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#id1873d0d3e774e6a8e3e1363725e4d58_94)] [added: Operations](#ib4438226abda4b508959e7ba6bb7621b_103)] | | | [removed: [29](#id1873d0d3e774e6a8e3e1363725e4d58_94)] [added: [28](#ib4438226abda4b508959e7ba6bb7621b_103)] | | |

| Item 7A | | | [Quantitative and Qualitative Disclosures about Market [removed: Risk](#id1873d0d3e774e6a8e3e1363725e4d58_124)] [added: Risk](#ib4438226abda4b508959e7ba6bb7621b_130)] | | | [removed: [42](#id1873d0d3e774e6a8e3e1363725e4d58_124)] [added: [40](#ib4438226abda4b508959e7ba6bb7621b_130)] | | |

| Item 8 | | | [Financial Statements and Supplementary [removed: Data](#id1873d0d3e774e6a8e3e1363725e4d58_130)] [added: Data](#ib4438226abda4b508959e7ba6bb7621b_133)] | | | [removed: [44](#id1873d0d3e774e6a8e3e1363725e4d58_130)] [added: [41](#ib4438226abda4b508959e7ba6bb7621b_133)] | | |

| Item 9 | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#id1873d0d3e774e6a8e3e1363725e4d58_211)] [added: Disclosure](#ib4438226abda4b508959e7ba6bb7621b_223)] | | | [removed: [76](#id1873d0d3e774e6a8e3e1363725e4d58_211)] [added: [70](#ib4438226abda4b508959e7ba6bb7621b_223)] | | |

| Item 9A | | | [Controls and [removed: Procedures](#id1873d0d3e774e6a8e3e1363725e4d58_214)] [added: Procedures](#ib4438226abda4b508959e7ba6bb7621b_226)] | | | [removed: [76](#id1873d0d3e774e6a8e3e1363725e4d58_214)] [added: [70](#ib4438226abda4b508959e7ba6bb7621b_226)] | | |

| Item 9B | | | [Other [removed: Information](#id1873d0d3e774e6a8e3e1363725e4d58_217)] [added: Information](#ib4438226abda4b508959e7ba6bb7621b_229)] | | | [removed: [77](#id1873d0d3e774e6a8e3e1363725e4d58_217)] [added: [71](#ib4438226abda4b508959e7ba6bb7621b_229)] | | |

| Item 9C | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#id1873d0d3e774e6a8e3e1363725e4d58_220)] [added: Inspections](#ib4438226abda4b508959e7ba6bb7621b_235)] | | | [removed: [77](#id1873d0d3e774e6a8e3e1363725e4d58_220)] [added: [71](#ib4438226abda4b508959e7ba6bb7621b_235)] | | |

| Item 10 | | | [Directors, Executive Officers, and Corporate [removed: Governance](#id1873d0d3e774e6a8e3e1363725e4d58_226)] [added: Governance](#ib4438226abda4b508959e7ba6bb7621b_241)] | | | [removed: [78](#id1873d0d3e774e6a8e3e1363725e4d58_226)] [added: [72](#ib4438226abda4b508959e7ba6bb7621b_241)] | | |

| Item 11 | | | [Executive [removed: Compensation](#id1873d0d3e774e6a8e3e1363725e4d58_229)] [added: Compensation](#ib4438226abda4b508959e7ba6bb7621b_244)] | | | [removed: [78](#id1873d0d3e774e6a8e3e1363725e4d58_229)] [added: [72](#ib4438226abda4b508959e7ba6bb7621b_244)] | | |

| Item 12 | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#id1873d0d3e774e6a8e3e1363725e4d58_232)] [added: Matters](#ib4438226abda4b508959e7ba6bb7621b_247)] | | | [removed: [78](#id1873d0d3e774e6a8e3e1363725e4d58_232)] [added: [72](#ib4438226abda4b508959e7ba6bb7621b_247)] | | |

| Item 13 | | | [Certain Relationships, Related Transactions, and Director [removed: Independence](#id1873d0d3e774e6a8e3e1363725e4d58_235)] [added: Independence](#ib4438226abda4b508959e7ba6bb7621b_250)] | | | [removed: [78](#id1873d0d3e774e6a8e3e1363725e4d58_235)] [added: [72](#ib4438226abda4b508959e7ba6bb7621b_250)] | | |

| Item 14 | | | [Principal Accountant Fees and [removed: Services](#id1873d0d3e774e6a8e3e1363725e4d58_238)] [added: Services](#ib4438226abda4b508959e7ba6bb7621b_253)] | | | [removed: [78](#id1873d0d3e774e6a8e3e1363725e4d58_238)] [added: [72](#ib4438226abda4b508959e7ba6bb7621b_253)] | | |

| Item 15 | | | [Exhibits and Financial Statement [removed: Schedules](#id1873d0d3e774e6a8e3e1363725e4d58_244)] [added: Schedules](#ib4438226abda4b508959e7ba6bb7621b_259)] | | | [removed: [79](#id1873d0d3e774e6a8e3e1363725e4d58_244)] [added: [73](#ib4438226abda4b508959e7ba6bb7621b_259)] | | |

| Item 16 | | | [Form 10-K [removed: Summary](#id1873d0d3e774e6a8e3e1363725e4d58_247)] [added: Summary](#ib4438226abda4b508959e7ba6bb7621b_262)] | | | [removed: [79](#id1873d0d3e774e6a8e3e1363725e4d58_247)] [added: [73](#ib4438226abda4b508959e7ba6bb7621b_262)] | | |

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

| Class | | | | | | Outstanding at April 18, 2025 | | | | | |

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

- our expectations regarding the execution and impact of the Connect & Scale strategy;

- any anticipated benefits associated with the sale of our global transportation telematics business (“Mobility”) to Platform Science, Inc. (“Platform Science”) and our associated investment;

- our expectation to use a majority of the remaining proceeds from the Ag divestiture, after tax, to repurchase stock;

- our commitments to sustainability matters; and

- our ability to maintain effective internal controls over financial reporting, including our ability to remediate our material weaknesses in our internal control over financial reporting.

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

| Item 6 | | | [\[R](#ib4438226abda4b508959e7ba6bb7621b_100)[eserve](#ib4438226abda4b508959e7ba6bb7621b_100)[d\]](#ib4438226abda4b508959e7ba6bb7621b_100) | | | [27](#ib4438226abda4b508959e7ba6bb7621b_100) | | |

| | | | [Signatures](#ib4438226abda4b508959e7ba6bb7621b_268) | | | [76](#ib4438226abda4b508959e7ba6bb7621b_268) | | |

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

| Class | | | | | | Outstanding at February 20, 2024 | | | | | |

- our belief that inflationary cost pressures will diminish over time as supply chain conditions continue to normalize;

- our expectations that we will experience less seasonality in the future;

- tax payments or refunds related to research and development (“R&D”) costs;

- our commitments to environmental, social, and governance matters.

| Item 6 | | | [Reserved](#id1873d0d3e774e6a8e3e1363725e4d58_91) | | | [28](#id1873d0d3e774e6a8e3e1363725e4d58_91) | | |

| | | | [Signatures](#id1873d0d3e774e6a8e3e1363725e4d58_253) | | | [82](#id1873d0d3e774e6a8e3e1363725e4d58_253) | | |

Each Trimble [removed: sector] [added: business] has identified a dedicated expert to assess vulnerabilities, calculate [removed: risks] [added: risks,] and determine where risk mitigation efforts are needed.

[removed: We have an information] security [removed: training program, including an annual program of general security] awareness for all employees and developer training throughout the year.

Our framework includes steps [removed: to:] [added: to] identify threat actors, contain the affected infrastructure, eradicate threat actor access, recover affected data or systems, and study lessons learned to help ensure any root causes are mitigated outside of the affected area.

Each year, our team of cybersecurity specialists builds a strategic vision of shared [removed: outcomes] [added: outcomes,] which provides the basis for how cybersecurity risks are factored into the Company’s risk management initiatives.

We [added: also] perform a vendor security assessment process for purchases over a certain minimum threshold.

We have a dedicated team that is led by the CISO, who has a technical degree in computer science from an accredited public university and [removed: has over 20 years of] [added: extensive experience in] information technology and cybersecurity [removed: experience in] [added: across] multiple industries, including financial services and defense.

When the team identifies credible risks, we invoke our incident response process to track and manage the details, [added: quickly manage exposures, assess potential customer impact, and facilitate consistent reporting to our CEO and to our Audit Committee.]

[Table [removed: of](#id1873d0d3e774e6a8e3e1363725e4d58_16) [Contents](#id1873d0d3e774e6a8e3e1363725e4d58_16)][added: of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)]

We have a cybersecurity awareness program which covers topics such as phishing, social networking safety, password security, and mobile device usage.

We have an information security training program, including an annual program of general

We also conduct regular phishing simulations, with follow-up training as needed, for employees and contractors.

We implement controls and procedures designed to measure and mitigate risk with third-party vendors and business partners who have access to sensitive information, including conducting a security risk assessment.

Identified security risks are remediated or documented, and in some cases, the business relationship may be ended or not pursued.

quickly manage exposures, assess potential customer impact, and facilitate consistent reporting to our CEO and to our Audit Committee.

Our corporate headquarters is located in Westminster, [removed: Colorado] [added: Colorado,] where we own approximately [removed: 250 thousand] [added: 250,000] square feet.

We also currently own approximately [removed: 500 thousand] [added: 500,000] square feet in Dayton, Ohio.

For financial information regarding leases, refer to [removed: [Note](#id1873d0d3e774e6a8e3e1363725e4d58_1631) [9](#id1873d0d3e774e6a8e3e1363725e4d58_1631) [“Leases”](#id1873d0d3e774e6a8e3e1363725e4d58_1631)] [added: [Note 9](#ib4438226abda4b508959e7ba6bb7621b_196) [“Leases”](#ib4438226abda4b508959e7ba6bb7621b_196) in Item 8] of this report.

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

[Table [removed: of](#id1873d0d3e774e6a8e3e1363725e4d58_16) [Contents](#id1873d0d3e774e6a8e3e1363725e4d58_16)][added: of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)]

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 [removed: December 31, 2018, and its relative performance is tracked through December 31, 2023.][added: the last trading date of Trimble’s fiscal year 2019.]

[removed: ][added: ]

[removed: In August 2021,] [added: On January 28, 2024,] our Board of Directors approved a [added: new] stock repurchase program [removed: (“2021] [added: (the “2024] Stock Repurchase Program”) authorizing up to [removed: $750.0] [added: $800.0] million in repurchases of our common stock.

The 2024 Stock Repurchase Program replaced the [removed: 2021 Stock Repurchase Program,] [added: prior stock repurchase program,] which [added: was approved in August 2021 and] has been cancelled.

[removed: Under the 2024 Stock Repurchase Program, the] [added: The] stock repurchase authorization does not have an expiration date.

[removed: According to the 2024 Stock Repurchase Program, we] [added: We] may repurchase [removed: stocks] [added: stock] from time to time through accelerated stock repurchase programs, open market transactions, privately negotiated transactions, block purchases, tender [removed: offers] [added: offers,] or other means.

The timing and actual number of any stock repurchased will depend on a variety of [removed: factors] [added: factors,] including market conditions, our stock price, other available uses of capital, applicable legal requirements, and other factors.

[removed: The 2024 Stock Repurchase Program] [added: This program] may be suspended, modified, or discontinued at any time without prior notice.

During [removed: 2023,] [added: 2024,] we repurchased approximately [removed: 2.4] [added: 2.9] million shares of common stock in open market purchases [removed: under our 2021 Stock Repurchase Programs,] at an average price of [removed: $42.50] [added: $60.97] per [removed: share,] [added: share] for a total of [removed: $100.0] [added: $175.0] million.

As of [removed: February 20, 2024,] [added: April 18, 2025,] there were approximately [removed: 499] [added: 449] registered holders of record of our common stock.

Measurement points are the last trading day of each subsequent fiscal year.

At the end of 2024, there were remaining authorized funds of $625.0 million.

There were no stock repurchases during the fourth quarter of 2024.

Subsequent to the end of the year 2024, the Board of Directors authorized a common stock repurchase authorization of up to $1.0 billion, which replaces the existing 2024 Stock Repurchase Program in the first quarter of 2025.

On January 28, 2024, our Board of Directors approved a new stock repurchase program (“2024 Stock Repurchase Program”) authorizing up to $800.0 million in repurchases of our common stock.

The following table provides information relating to our purchase of equity securities for the fourth quarter of 2023; these

purchases were made under the 2021 Stock Repurchase Program:

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

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

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

| September 30, 2023 – November 3, 2023 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 215,255,003 | | | | |

| November 4, 2023 – December 1, 2023 | | | | | | 2,352,860 | | | | | | $ | 42.50 | | | | | 2,352,860 | | | | | | $ | 115,255,017 | | | | |

| December 2, 2023 – December 29, 2023 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 115,255,017 | | | | |

| Total | | | | | | 2,352,860 | | | | | | | | | | | | 2,352,860 | | | | | | | | | | | |

At the end of 2023, the 2021

[Table of](#id1873d0d3e774e6a8e3e1363725e4d58_16) [Contents](#id1873d0d3e774e6a8e3e1363725e4d58_16)

Stock Repurchase Program had remaining authorized funds of $115.3 million, which amount was subsequently replaced with $800.0 million under the 2024 Stock Repurchase Program.

[Table [removed: of](#id1873d0d3e774e6a8e3e1363725e4d58_16) [Contents](#id1873d0d3e774e6a8e3e1363725e4d58_16)][added: of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)]

| At the End of Year | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |

| Cash and cash equivalents | | | $ | [removed: 229.8] [added: 738.8] | | | | | $ | [removed: 271.0] [added: 229.8] | |

| Accounts receivable, net | | | [removed: 706.6] [added: 725.8] | | | | | | [removed: 643.3] [added: 706.6] | | |

| Inventories | | | [removed: 235.7] [added: 194.3] | | | | | | [removed: 402.5] [added: 235.7] | | |

| Prepaid expenses | | | [removed: 89.8] [added: 103.3] | | | | | | [removed: 73.7] [added: 89.8] | | |

| Other current assets | | | [removed: 147.8] [added: 196.2] | | | | | | [removed: 127.7] [added: 147.8] | | |

| Assets held for sale | | | [removed: 421.2] [added: 312.0] | | | | | | [removed: —] [added: 421.2] | | |

| Total current assets | | | [removed: 1,830.9] [added: 2,270.4] | | | | | | [removed: 1,518.2] [added: 1,830.9] | | |

| Property and equipment, net | | | [removed: 202.5] [added: 188.4] | | | | | | [removed: 219.0] [added: 202.5] | | |

| Operating lease right-of-use assets | | | [removed: 124.0] [added: 123.5] | | | | | | [removed: 121.2] [added: 124.0] | | |

| Goodwill | | | [removed: 5,350.6] [added: 4,988.4] | | | | | | [removed: 4,137.9] [added: 5,350.6] | | |

| Other purchased intangible assets, net | | | [removed: 1,243.5] [added: 998.1] | | | | | | [removed: 498.1] [added: 1,243.5] | | |

| Deferred income tax assets | | | [removed: 412.3] [added: 294.4] | | | | | | [removed: 438.4] [added: 412.3] | | |

| Other non-current assets | | | [removed: 375.5 | | | | | | 336.2] [added: 65.1] | | |

| Total assets | | | $ | [removed: 9,539.3] [added: 9,488.3] | | | | | $ | [removed: 7,269.0] [added: 9,539.3] | |

| Short-term debt | | | $ | [removed: 530.4] [added: —] | | | | | $ | [removed: 300.0] [added: 530.4] | |

| Accounts payable | | | [removed: 165.3] [added: 161.6] | | | | | | [removed: 175.5] [added: 165.3] | | |

| Accrued compensation and benefits | | | [removed: 181.2] [added: 227.2] | | | | | | [removed: 159.4] [added: 181.2] | | |

| Deferred revenue | | | [removed: 663.1] [added: 800.4] | | | | | | [removed: 639.1] [added: 663.1] | | |

| Income taxes payable | | | [removed: 39.7] [added: 325.0] | | | | | | [removed: 23.7] [added: 39.7] | | |

| Other current liabilities | | | [removed: 201.3] [added: 211.2] | | | | | | [removed: 164.4] [added: 201.3] | | |

| Liabilities held for sale | | | [removed: 48.3] [added: 62.6] | | | | | | [removed: —] [added: 48.3] | | |

| Total current liabilities | | | [removed: 1,829.3] [added: 1,788.0] | | | | | | [removed: 1,462.1] [added: 1,829.3] | | |

| Long-term debt | | | [removed: 2,536.2] [added: 1,390.6] | | | | | | [removed: 1,220.0] [added: 2,536.2] | | |

| Deferred revenue, non-current | | | [removed: 98.3] [added: 95.6] | | | | | | [removed: 98.5] [added: 98.3] | | |

| Deferred income tax liabilities | | | [removed: 287.8] [added: 199.9] | | | | | | [removed: 157.8] [added: 287.8] | | |

| Operating lease liabilities | | | [removed: 121.9] [added: 123.4] | | | | | | [removed: 105.1] [added: 121.9] | | |

| Other non-current liabilities | | | [removed: 165.7] [added: 145.5] | | | | | | [removed: 175.3] [added: 165.7] | | |

| Total liabilities | | | [removed: 5,039.2] [added: 3,743.0] | | | | | | [removed: 3,218.8] [added: 5,039.2] | | |

| Common stock, $0.001 par value; 360.0 shares authorized; [removed: 246.5] [added: 245.8] and [removed: 246.9] [added: 246.5] shares issued and outstanding at the end of [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] | | | 0.2 | | | | | | 0.2 | | |

| Additional paid-in-capital | | | [removed: 2,214.6] [added: 2,369.4] | | | | | | [removed: 2,054.9] [added: 2,214.6] | | |

| Retained earnings | | | [removed: 2,437.4] [added: 3,757.6] | | | | | | [removed: 2,230.0] [added: 2,437.4] | | |

| Accumulated other comprehensive loss | | | [removed: (152.1)] [added: (381.9)] | | | | | | [removed: (234.9)] [added: (152.1)] | | |

| Total stockholders' equity | | | [removed: 4,500.1] [added: 5,745.3] | | | | | | [removed: 4,050.2] [added: 4,500.1] | | |

| Total liabilities and stockholders' equity | | | $ | [removed: 9,539.3] [added: 9,488.3] | | | | | $ | [removed: 7,269.0] [added: 9,539.3] | |

[Table of [removed: Contents](#id1873d0d3e774e6a8e3e1363725e4d58_16)][added: Contents](#ib4438226abda4b508959e7ba6bb7621b_16)]

[removed: [Index to Financial](#id1873d0d3e774e6a8e3e1363725e4d58_127) [Statements](#id1873d0d3e774e6a8e3e1363725e4d58_127)][added: INDEX TO FINANCIAL STATEMENTS]

| *(In millions, except per share amounts)* | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Product | | | $ | [removed: 1,771.7] [added: 1,284.0] | | | | | $ | [removed: 1,986.1] [added: 1,771.7] | | | | | $ | [removed: 2,135.2] [added: 1,986.1] | |

| Subscription and services | | | [removed: 2,027.0] [added: 2,399.3] | | | | | | [removed: 1,690.2] [added: 2,027.0] | | | | | | [removed: 1,523.9] [added: 1,690.2] | | |

| [Consolidated Balance Sheets](#ib4438226abda4b508959e7ba6bb7621b_139) | | | [42](#ib4438226abda4b508959e7ba6bb7621b_139) | | |

| [Consolidated Statements of Income](#ib4438226abda4b508959e7ba6bb7621b_145) | | | [43](#ib4438226abda4b508959e7ba6bb7621b_145) | | |

| [Consolidated Statements of Comprehensive](#ib4438226abda4b508959e7ba6bb7621b_148) [Income](#ib4438226abda4b508959e7ba6bb7621b_148) | | | [44](#ib4438226abda4b508959e7ba6bb7621b_148) | | |

| [Consolidated Statements of Stockholders’ Equity](#ib4438226abda4b508959e7ba6bb7621b_154) | | | [45](#ib4438226abda4b508959e7ba6bb7621b_154) | | |

| [Consolidated Statements of Cash Flows](#ib4438226abda4b508959e7ba6bb7621b_157) | | | [46](#ib4438226abda4b508959e7ba6bb7621b_157) | | |

| [Notes to Consolidated Financial Statements](#ib4438226abda4b508959e7ba6bb7621b_160) | | | [47](#ib4438226abda4b508959e7ba6bb7621b_160) | | |

| [Note 1. Description of Business and Accounting Policies](#ib4438226abda4b508959e7ba6bb7621b_163) | | | [47](#ib4438226abda4b508959e7ba6bb7621b_163) | | |

| [Note 2. Earnings per Share](#ib4438226abda4b508959e7ba6bb7621b_172) | | | [52](#ib4438226abda4b508959e7ba6bb7621b_172) | | |

| [Note 3. Acquisitions](#ib4438226abda4b508959e7ba6bb7621b_175) | | | [52](#ib4438226abda4b508959e7ba6bb7621b_175) | | |

| [Note 4. Divestitures](#ib4438226abda4b508959e7ba6bb7621b_178) | | | [53](#ib4438226abda4b508959e7ba6bb7621b_178) | | |

| [Note 5. Intangible Assets and Goodwill](#ib4438226abda4b508959e7ba6bb7621b_181) | | | [55](#ib4438226abda4b508959e7ba6bb7621b_181) | | |

| [Note 6. Certain Balance Sheet Components](#ib4438226abda4b508959e7ba6bb7621b_184) | | | [56](#ib4438226abda4b508959e7ba6bb7621b_184) | | |

| [Note 7. Reporting Segment and Geographic Information](#ib4438226abda4b508959e7ba6bb7621b_187) | | | [56](#ib4438226abda4b508959e7ba6bb7621b_187) | | |

| [Note 8. Debt](#ib4438226abda4b508959e7ba6bb7621b_190) | | | [59](#ib4438226abda4b508959e7ba6bb7621b_190) | | |

| [Note 9. Leases](#ib4438226abda4b508959e7ba6bb7621b_196) | | | [60](#ib4438226abda4b508959e7ba6bb7621b_196) | | |

| [Note 10. Commitments and Contingencies](#ib4438226abda4b508959e7ba6bb7621b_199) | | | [61](#ib4438226abda4b508959e7ba6bb7621b_199) | | |

| [Note 11. Fair Value Measurements](#ib4438226abda4b508959e7ba6bb7621b_202) | | | [61](#ib4438226abda4b508959e7ba6bb7621b_202) | | |

| [Note 12. Deferred Revenue and Remaining Performance Obligations](#ib4438226abda4b508959e7ba6bb7621b_205) | | | [61](#ib4438226abda4b508959e7ba6bb7621b_205) | | |

| [Note 13. Income Taxes](#ib4438226abda4b508959e7ba6bb7621b_208) | | | [62](#ib4438226abda4b508959e7ba6bb7621b_208) | | |

| [Note 14. Employee Stock Benefit Plans](#ib4438226abda4b508959e7ba6bb7621b_211) | | | [64](#ib4438226abda4b508959e7ba6bb7621b_211) | | |

| [Note 15. Common Stock Repurchase](#ib4438226abda4b508959e7ba6bb7621b_214) | | | [66](#ib4438226abda4b508959e7ba6bb7621b_214) | | |

| [Reports of Independent Registered Public Accounting Firm](#ib4438226abda4b508959e7ba6bb7621b_220) (PCAOB ID: 42) | | | [67](#ib4438226abda4b508959e7ba6bb7621b_220) | | |

[Index to Financial Statements](#ib4438226abda4b508959e7ba6bb7621b_133)

| Equity investments | | | 361.0 | | | | | | 127.7 | | |

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

[Index to Financial Statements](#ib4438226abda4b508959e7ba6bb7621b_133)

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

[Index to Financial Statements](#ib4438226abda4b508959e7ba6bb7621b_133)

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

[Index to Financial Statements](#ib4438226abda4b508959e7ba6bb7621b_133)

| Net income | | | — | | | | | | — | | | | | | — | | | | | | 1,504.4 | | | | | | — | | | | | | 1,504.4 | | | | | | | | | | | | | | |

| Stock repurchases | | | (2.9) | | | | | | — | | | | | | (26.0) | | | | | | (149.1) | | | | | | — | | | | | | (175.1) | | | | | | | | | | | | | | |

| Balance at the end of 2024 | | | 245.8 | | | | | | $ | 0.2 | | | | | $ | 2,369.4 | | | | | $ | 3,757.6 | | | | | $ | (381.9) | | | | | $ | 5,745.3 | | | | | | | | | | | | | |

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

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

[Index to Financial Statements](#ib4438226abda4b508959e7ba6bb7621b_133)

TRIMBLE INC.

| Depreciation and amortization | | | 232.0 | | | | | | 250.6 | | | | | | 171.8 | | | | | | | | | | | |

| Cash tax paid for the Ag divestiture | | | 122.0 | | | | | | — | | | | | | — | | | | | | | | | | | |

| Non-cash equity investment (Note 4) | | | | | | | | | | | | | | | | | | | | | | | | | | |

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

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

| Net income attributable to noncontrolling interests | | | — | | | | | | — | | | | | | 0.1 | | |

| Comprehensive income attributable to noncontrolling interests | | | — | | | | | | — | | | | | | 0.1 | | |

| Comprehensive income attributable to Trimble Inc. | | | $ | 394.1 | | | | | $ | 376.5 | | | | | $ | 429.5 | |

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

| Balance at the end of 2020 | | | 250.8 | | | | | | $ | 0.3 | | | | | $ | 1,801.7 | | | | | $ | 1,893.4 | | | | | $ | (98.5) | | | | | $ | 3,596.9 | | | | | $ | 1.7 | | | | | $ | 3,598.6 | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | 492.7 | | | | | | — | | | | | | 492.7 | | | | | | 0.1 | | | | | | 492.8 | | |

| Comprehensive income | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 429.5 | | | | | | | | | | | | 429.6 | | |

| Stock repurchases | | | (2.1) | | | | | | — | | | | | | (15.7) | | | | | | (164.3) | | | | | | — | | | | | | (180.0) | | | | | | — | | | | | | (180.0) | | |

| Noncontrolling interest investments | | | — | | | | | | — | | | | | | 0.6 | | | | | | — | | | | | | — | | | | | | 0.6 | | | | | | (1.8) | | | | | | (1.2) | | |

| Other comprehensive income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 82.8 | | | | | | 82.8 | | | | | | — | | | | | | 82.8 | | |

| Comprehensive income | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 394.1 | | | | | | | | | | | | 394.1 | | |

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

| Depreciation expense | | | 38.3 | | | | | | 40.2 | | | | | | 41.3 | | | | | | | | | | | |

| Amortization expense | | | 212.3 | | | | | | 131.6 | | | | | | 138.6 | | | | | | | | | | | |

Noncontrolling interests represent the noncontrolling stockholders’ proportionate share of the net assets and results of operations of our consolidated subsidiaries.

Change in Presentation

During the first quarter of 2023, we changed the presentation of revenue and cost of sales in the Consolidated Statements of Income.

This change was made to better reflect our Connect and Scale strategy and business model evolution with a continued shift toward a more significant mix of recurring revenues, which includes subscription, maintenance and support, and term licenses.

As such, we revised our presentation, including (i) the combination of subscription and services into one line item, and (ii) moving term licenses from product to subscription and services.

The subscription and services line item is more aligned with our performance measures, how we manage our business, and is helpful to investors and others to better understand our results.

Previously, we presented revenue and cost of sales on three lines as follows:

- product, which included hardware and software licenses (both perpetual and term licenses);

- service, which included hardware and software maintenance and support and professional services;

- subscription, which included SaaS, data, and hosting services.

The revised categories are as follows:

- product, which includes hardware and perpetual software licenses;

- subscription and services, which includes SaaS, data, and hosting services, as well as term licenses, hardware and software maintenance and support, and professional services.

Prior period amounts have been revised to conform to the current period presentation.

This change in presentation did not affect the total revenue or total cost of sales.

The effect of the change on the Consolidated Statements of Income for 2022 and 2021 was as follows:

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

| | | | As Previously Reported | | | | | | Effect of Change in Presentation | | | | | | As Reported Herein | | | | | | As Previously Reported | | | | | | Effect of Change in Presentation | | | | | | As Reported Herein | | |

| Revenue: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Product | | | $ | 2,152.0 | | | | | $ | (165.9) | | | | | $ | 1,986.1 | | | | | $ | 2,247.5 | | | | | $ | (112.3) | | | | | $ | 2,135.2 | |

| Subscription and services | | | — | | | | | | 1,690.2 | | | | | | 1,690.2 | | | | | | — | | | | | | 1,523.9 | | | | | | 1,523.9 | | |

| Service | | | 641.3 | | | | | | (641.3) | | | | | | — | | | | | | 649.4 | | | | | | (649.4) | | | | | | — | | |

| Subscription | | | 883.0 | | | | | | (883.0) | | | | | | — | | | | | | 762.2 | | | | | | (762.2) | | | | | | — | | |

| Total revenue | | | $ | 3,676.3 | | | | | $ | — | | | | | $ | 3,676.3 | | | | | $ | 3,659.1 | | | | | $ | — | | | | | $ | 3,659.1 | |

None

Based on such evaluation, our CEO and CFO [removed: have] concluded that our disclosure controls and procedures were not effective as of the end of such period because of the material [removed: weakness] [added: weaknesses] in internal control over financial reporting described below.

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

The internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with [removed: generally accepted accounting principles.][added: U.S. GAAP.]

Based on the assessment by management, it was determined that the Company’s internal control over financial reporting was not effective due to [removed: a material weakness related to] the [removed: accounting for the Company’s business combination of Transporeon.][added: material weaknesses described below.]

The effectiveness of our internal control over financial reporting at the end of [removed: 2023] [added: 2024] has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their [removed: report which is included elsewhere herein.][added: report.]

Remediation Plan for Material [removed: Weakness][added: Weaknesses]

Management, with the oversight of the Audit Committee, is currently taking actions to remediate the material [removed: weakness] [added: weaknesses] and is implementing additional processes and controls to address the underlying causes associated with the material [removed: weakness] [added: weaknesses] described above.

The material [removed: weakness] [added: weaknesses] will not be considered remediated until the applicable remedial controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively.

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

[Table of [removed: Contents](#id1873d0d3e774e6a8e3e1363725e4d58_16)][added: Contents](#ib4438226abda4b508959e7ba6bb7621b_16)]

[removed: During the fourth quarter of 2023,] [added: Other than as described above,] there [removed: were] [added: have been] no changes [removed: in our internal control over financial reporting] that have materially affected, or are reasonably likely to materially affect, our internal control over financial [removed: reporting.][added: reporting during the period for which this report relates.]

- We did not design and maintain effective controls over certain information technology general controls (“ITGCs”) for certain business systems related to the Company’s financial reporting processes.

Specifically, the Company did not design sufficient controls to (i) manage user access to systems, (ii) ensure that program changes made to systems were authorized and approved, or (iii) identify and resolve system issues impacting the financial reporting process.

Certain business process controls and IT interfaces that are dependent on the ineffective ITGCs, or that rely on data produced from systems impacted by the ineffective ITGCs, could have been adversely impacted, and were also deemed ineffective.

- We did not design and maintain (i) effective review controls, including the retention of evidence to support the design and operating effectiveness of controls and (ii) effective controls over the completeness and accuracy of information produced by the entity utilized in the performance of controls, including the retention of relevant evidence to support the design and operating effectiveness of controls.

These deficiencies primarily affected controls over revenue and related accounts, income taxes and excess and obsolete inventory, and other controls as a part of our reporting and disclosure process.

- We did not design and maintain effective controls over the evaluation of standalone selling prices of performance obligations utilized in accounting for revenue, including review controls over the establishment and subsequent changes to standard pricing and discounting.

(c) Remediation of Previously Reported Material Weaknesses

These efforts include:

- We are in the process of finalizing the design and implementation of controls of certain ITGCs for business systems related to the Company’s financial reporting processes.

- We are in the process of updating our policies and practices related to maintaining evidence of review of business process controls, including the review of information used in the performance of controls.

- We are in the process of finalizing the design and implementation of controls over the evaluation of standalone selling prices of performance obligations utilized in accounting for revenue, including review controls over pricing and discounting.

In addition to the identified material weaknesses noted above, we are implementing a customer relationship management tool across our businesses as a strategic initiative that will replace many legacy systems and that could materially affect our internal control over financial reporting (as such term is defined in Rules 13a - 15(f) and 15d - 15(f) under the Exchange Act).

This included lack of appropriate oversight of third-party valuation specialists and insufficient design and operating effectiveness of management review controls, including controls over the completeness and accuracy of certain assumptions used in the valuation of acquired intangible assets.

The Company corrected an error, which resulted in an adjustment of $34 million between goodwill and developed technology intangibles, net of tax.

We have excluded the businesses acquired in 2023 from our evaluation of the internal control over financial reporting internal controls.

The excluded businesses constituted approximately 3% of both tangible assets and revenue as of and for the year ended December 29, 2023.

We are in the process of reassessing the design of review controls over third-party valuation specialists to add greater levels of precision to detect and prevent potential material misstatements, including the establishment of process and controls to evaluate adequate review and evidence used in the valuation of acquired intangible assets.

[removed: Rule] [added: *Rule] 10b5-1 Trading [removed: Plan][added: Plan*]

During the fourth quarter of 2024, none of our directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement.

We previously reported in our Quarterly Report on Form 10-Q for the quarter ended March 29, 2024, that Jennifer Allison had entered into a Rule 10b5-1 trading arrangement on February 29, 2024 for potential sales of 1,571 shares between June 3, 2024 and June 2, 2025.

The actual number of shares under that trading arrangement was 3,571 shares, which have all now been sold, as reported on a Form 4 filed on January 22, 2025.

On November 2, 2023, Mark Schwartz, Senior Vice President, and an officer for purposes of Section 16 of the Exchange Act as of the date of this filing, entered into a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act.

The trading arrangement was entered into during an open trading window and provides for potential sales of our common stock of up to 12,344 shares between April 15, 2024 and October 16, 2024.

[Table of [removed: Contents](#id1873d0d3e774e6a8e3e1363725e4d58_16)][added: Contents](#ib4438226abda4b508959e7ba6bb7621b_16)]

The information required by this item relating to executive officers is set forth above in [removed: [Item] [added: Item] 1 [removed: Business](#id1873d0d3e774e6a8e3e1363725e4d58_22) Overview] [added: of this report] under the caption [removed: “Executive Officers.”][added: “[Information about our Executive Officers](#ib4438226abda4b508959e7ba6bb7621b_58).”]

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

Insider Trading Policy

We have adopted an insider trading policy governing transactions in our securities by our directors, employees, contractors, consultants, and other personnel providing services to Trimble, as well as by Trimble itself.

We believe this policy is reasonably designed to promote compliance with insider trading laws, rules and regulations, and the Nasdaq listing standards.

A copy of our insider trading policy is filed as Exhibit 19.1 to this Form 10-K.

[Table of [removed: Contents](#id1873d0d3e774e6a8e3e1363725e4d58_16)][added: Contents](#ib4438226abda4b508959e7ba6bb7621b_16)]

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

| [Consolidated Balance [removed: Sheets](#id1873d0d3e774e6a8e3e1363725e4d58_133)] [added: Sheets](#ib4438226abda4b508959e7ba6bb7621b_139)] | | | [removed: [44](#id1873d0d3e774e6a8e3e1363725e4d58_133)] [added: [42](#ib4438226abda4b508959e7ba6bb7621b_139)] | | |

| [Consolidated Statements of [removed: Income](#id1873d0d3e774e6a8e3e1363725e4d58_139)] [added: Income](#ib4438226abda4b508959e7ba6bb7621b_145)] | | | [removed: [45](#id1873d0d3e774e6a8e3e1363725e4d58_139)] [added: [43](#ib4438226abda4b508959e7ba6bb7621b_145)] | | |

| [Consolidated Statements of [removed: Comprehensive Income](#id1873d0d3e774e6a8e3e1363725e4d58_145)] [added: Comprehensive](#ib4438226abda4b508959e7ba6bb7621b_148) [Income](#ib4438226abda4b508959e7ba6bb7621b_148)] | | | [removed: [46](#id1873d0d3e774e6a8e3e1363725e4d58_145)] [added: [44](#ib4438226abda4b508959e7ba6bb7621b_148)] | | |

| [Consolidated Statements of Stockholders’ [removed: Equity](#id1873d0d3e774e6a8e3e1363725e4d58_151)] [added: Equity](#ib4438226abda4b508959e7ba6bb7621b_154)] | | | [removed: [47](#id1873d0d3e774e6a8e3e1363725e4d58_151)] [added: [45](#ib4438226abda4b508959e7ba6bb7621b_154)] | | |

| [Consolidated Statements of Cash [removed: Flows](#id1873d0d3e774e6a8e3e1363725e4d58_154)] [added: Flows](#ib4438226abda4b508959e7ba6bb7621b_157)] | | | [removed: [48](#id1873d0d3e774e6a8e3e1363725e4d58_154)] [added: [46](#ib4438226abda4b508959e7ba6bb7621b_157)] | | |

| [Notes to Consolidated Financial [removed: Statements](#id1873d0d3e774e6a8e3e1363725e4d58_157)] [added: Statements](#ib4438226abda4b508959e7ba6bb7621b_160)] | | | [removed: [49](#id1873d0d3e774e6a8e3e1363725e4d58_157)] [added: [47](#ib4438226abda4b508959e7ba6bb7621b_160)] | | |

| [Reports of Independent Registered Public Accounting [removed: Firm](#id1873d0d3e774e6a8e3e1363725e4d58_208)] [added: Firm](#ib4438226abda4b508959e7ba6bb7621b_220)] | | | [removed: [72](#id1873d0d3e774e6a8e3e1363725e4d58_208)] [added: [67](#ib4438226abda4b508959e7ba6bb7621b_220)] | | |

[Table of [removed: Contents](#id1873d0d3e774e6a8e3e1363725e4d58_16)][added: Contents](#ib4438226abda4b508959e7ba6bb7621b_16)]

| 2.1 [removed: *] | | | [removed: [Sale] [added: [Amended] and [removed: Purchase] [added: Restated Sale and Contribution] Agreement, dated [removed: December 11, 2022,] [added: March 31, 2024,] by [removed: and among] [added: and](https://www.sec.gov/Archives/edgar/data/864749/000119312524083599/d800466dex101.htm) [](https://www.sec.gov/Archives/edgar/data/864749/000119312524083599/d800466dex101.htm)[among] the Company, [added: PTx] Trimble [removed: Trailblazer GmbH] [added: LLC,] and [removed: Spider Investments Luxembourg S.à r.l.](https://www.sec.gov/Archives/edgar/data/864749/000119312522309890/d404723dex21.htm)] [added: AGCO Corporation](https://www.sec.gov/Archives/edgar/data/864749/000119312524083599/d800466dex101.htm)] | | | Exh. [removed: 2.1] [added: 10.1] to Form [removed: 8-K/A] [added: 8-K] filed [removed: Dec. 21, 2022] [added: Apr. 1, 2024] | | |

| 3.1 | | | [Certificate of Incorporation of Trimble [removed: Inc.](http://www.sec.gov/Archives/edgar/data/864749/000134100416001666/ex3-1.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/864749/000134100416001666/ex3-1.htm)] | | | Exh. 3.1 to Form 8-K filed Oct. 3, 2016 | | |

| 3.2 | | | [removed: [Amended and Restated By-Laws] [added: [By-Laws] of Trimble [removed: Inc.](https://www.sec.gov/Archives/edgar/data/864749/000086474923000205/ex31trimble-amendedandrest.htm)[,](https://www.sec.gov/Archives/edgar/data/864749/000086474923000205/ex31trimble-amendedandrest.htm) [effective](https://www.sec.gov/Archives/edgar/data/864749/000086474923000205/ex31trimble-amendedandrest.htm) [December 6, 2023](https://www.sec.gov/Archives/edgar/data/864749/000086474923000205/ex31trimble-amendedandrest.htm)] [added: Inc.,](https://www.sec.gov/Archives/edgar/data/0000864749/000086474924000158/ex31trimblearbylawsmay2024.htm) [a](https://www.sec.gov/Archives/edgar/data/0000864749/000086474924000158/ex31trimblearbylawsmay2024.htm)[mended as of May](https://www.sec.gov/Archives/edgar/data/0000864749/000086474924000158/ex31trimblearbylawsmay2024.htm) [30](https://www.sec.gov/Archives/edgar/data/0000864749/000086474924000158/ex31trimblearbylawsmay2024.htm)[, 2024](https://www.sec.gov/Archives/edgar/data/0000864749/000086474924000158/ex31trimblearbylawsmay2024.htm)] | | | Exh. 3.1 to Form 8-K filed [removed: Dec. 11, 2023] [added: May 31, 2024] | | |

| 4.2(A) | | | [Indenture, dated as of October 30, 2014, between the Company and U.S. Bank National [removed: Association](http://www.sec.gov/Archives/edgar/data/864749/000119312514389638/d808160dex42.htm)] [added: Association](https://www.sec.gov/Archives/edgar/data/864749/000119312514389638/d808160dex42.htm)] | | | Exh. 4.2 to Form S-3 filed Oct. 30, 2014 | | |

| [removed: 4.2(B)] [added: 4.2(D)] | | | [removed: [First] [added: [Fourth] Supplemental Indenture, dated [removed: November 24, 2014,] [added: March 9, 2023,] between the Company and U.S. Bank National Association (which includes Form of [removed: 4.750%] [added: 6.100%] Senior Note due [removed: 2024)](http://www.sec.gov/Archives/edgar/data/864749/000119312514423565/d826171dex41.htm)] [added: 2033)](https://www.sec.gov/Archives/edgar/data/864749/000119312523066227/d471542dex41.htm)] | | | Exh. 4.1 to Form 8-K filed [removed: Nov. 24, 2014] [added: March 9, 2023] | | |

| [removed: 4.2(C)] [added: 4.2(B)] | | | [Second Supplemental Indenture, dated October 1, 2016, between the Company and U.S. Bank National [removed: Association](http://www.sec.gov/Archives/edgar/data/864749/000134100416001666/ex4-2.htm)] [added: Association](https://www.sec.gov/Archives/edgar/data/864749/000134100416001666/ex4-2.htm)] | | | Exh. 4.2 to Form 8-K filed Oct. 3, 2016 | | |

| [removed: 4.2(D)] [added: 4.2(C)] | | | [Third Supplemental Indenture, dated June 15, 2018, between the Company and U.S. Bank National Association (which includes Form of 4.150% Senior Note due 2023 and Form of 4.900% Senior Note due [removed: 2028)](http://www.sec.gov/Archives/edgar/data/864749/000119312518194378/d757275dex41.htm)] [added: 2028)](https://www.sec.gov/Archives/edgar/data/864749/000119312518194378/d757275dex41.htm)] | | | Exh. 4.1 to Form 8-K filed Jun. 15, 2018 | | |

| 10.1(A) | | | [Credit Agreement, dated March 24, 2022, by and among Trimble Inc., the borrowing [removed: subsidiaries](https://www.sec.gov/Archives/edgar/data/864749/000086474922000064/a101trimblecreditagreement.htm) [party] [added: subsidiaries party] thereto, the [removed: lenders](https://www.sec.gov/Archives/edgar/data/864749/000086474922000064/a101trimblecreditagreement.htm) [party thereto](https://www.sec.gov/Archives/edgar/data/864749/000086474922000064/a101trimblecreditagreement.htm)[,](https://www.sec.gov/Archives/edgar/data/864749/000086474922000064/a101trimblecreditagreement.htm) [and] [added: lenders party thereto, and] Bank of America, N.A., as administrative agent](https://www.sec.gov/Archives/edgar/data/864749/000086474922000064/a101trimblecreditagreement.htm) | | | Exh. 10.1 to Form 8-K filed Mar. 30. 2022 | | |

| 10.1(B) | | | [Amendment No. [removed: 1](https://www.sec.gov/Archives/edgar/data/864749/000086474922000205/exhibit102-amendedcreditag.htm)[,](https://www.sec.gov/Archives/edgar/data/864749/000086474922000205/exhibit102-amendedcreditag.htm) [](https://www.sec.gov/Archives/edgar/data/864749/000086474922000205/exhibit102-amendedcreditag.htm)[dated](https://www.sec.gov/Archives/edgar/data/864749/000086474922000205/exhibit102-amendedcreditag.htm) [December] [added: 1, dated December] 27, [removed: 2022](https://www.sec.gov/Archives/edgar/data/864749/000086474922000205/exhibit102-amendedcreditag.htm)[,](https://www.sec.gov/Archives/edgar/data/864749/000086474922000205/exhibit102-amendedcreditag.htm) [to] [added: 2022, to] Credit [removed: Agreement](https://www.sec.gov/Archives/edgar/data/864749/000086474922000205/exhibit102-amendedcreditag.htm) [of] [added: Agreement of] March [removed: 2](https://www.sec.gov/Archives/edgar/data/864749/000086474922000205/exhibit102-amendedcreditag.htm)[4, 20](https://www.sec.gov/Archives/edgar/data/864749/000086474922000205/exhibit102-amendedcreditag.htm)[22](https://www.sec.gov/Archives/edgar/data/864749/000086474922000205/exhibit102-amendedcreditag.htm)] [added: 24, 2022](https://www.sec.gov/Archives/edgar/data/864749/000086474922000205/exhibit102-amendedcreditag.htm)] | | | Exh. 10.2 to Form 8-K filed Dec. 30, 2022 | | |

| 10.1(C) | | | [Amendment [removed: No.](https://www.sec.gov/Archives/edgar/data/864749/000086474923000173/a101amend2tocreditagmt.htm) [2,](https://www.sec.gov/Archives/edgar/data/864749/000086474923000173/a101amend2tocreditagmt.htm) [dated](https://www.sec.gov/Archives/edgar/data/864749/000086474923000173/a101amend2tocreditagmt.htm) [April] [added: No. 2, dated April] 28, [removed: 2023](https://www.sec.gov/Archives/edgar/data/864749/000086474923000173/a101amend2tocreditagmt.htm)[,](https://www.sec.gov/Archives/edgar/data/864749/000086474923000173/a101amend2tocreditagmt.htm) [to](https://www.sec.gov/Archives/edgar/data/864749/000086474923000173/a101amend2tocreditagmt.htm) [Credit Agreement](https://www.sec.gov/Archives/edgar/data/864749/000086474923000173/a101amend2tocreditagmt.htm) [of](https://www.sec.gov/Archives/edgar/data/864749/000086474923000173/a101amend2tocreditagmt.htm) [March] [added: 2023, to Credit Agreement of March] 24, 2022](https://www.sec.gov/Archives/edgar/data/864749/000086474923000173/a101amend2tocreditagmt.htm) | | | Exh. 10.1 to Form 10-Q filed Aug. 4, 2023 | | |

| 10.2+ | | | [Form of Indemnification Agreement between the Company and its officers and [removed: directors](http://www.sec.gov/Archives/edgar/data/864749/000119312517344178/d487192dex101.htm)] [added: directors](https://www.sec.gov/Archives/edgar/data/864749/000119312517344178/d487192dex101.htm)] | | | Exh. 10.1 to Form 8-K filed Nov. 15, 2017 | | |

| 10.3+ | | | [Board of Directors Compensation [removed: Policy](https://www.sec.gov/Archives/edgar/data/864749/000086474922000048/boardofdirectorscompensati.htm)[,](https://www.sec.gov/Archives/edgar/data/864749/000086474922000048/boardofdirectorscompensati.htm) [as amended February 22, 2022](https://www.sec.gov/Archives/edgar/data/864749/000086474922000048/boardofdirectorscompensati.htm)] [added: Policy, as amended](https://www.sec.gov/Archives/edgar/data/864749/000086474925000090/ex103boardcompensationpoli.htm) [November 19, 2024](https://www.sec.gov/Archives/edgar/data/864749/000086474925000090/ex103boardcompensationpoli.htm)] | | | [removed: Exh. 10.1 to Form 8-K filed Feb. 28, 2022] [added: Filed herewith] | | |

| 10.4+ | | | [Incentive Compensation Recoupment [removed: Policy](https://www.sec.gov/Archives/edgar/data/864749/000086474923000191/a101trimbleincentivecompre.htm)[,] [added: Policy,] as amended September 24, 2023](https://www.sec.gov/Archives/edgar/data/864749/000086474923000191/a101trimbleincentivecompre.htm) | | | Exh. 10.1 to Form 10-Q filed Nov. 3, 2023 | | |

| 10.6+ | | | [Age and Service Equity Vesting [removed: Program](https://www.sec.gov/Archives/edgar/data/864749/000086474923000077/a105ageandserviceequityves.htm)[,] [added: Program](https://www.sec.gov/Archives/edgar/data/864749/000086474925000090/ex106ageandserviceequityve.htm)[,] as [removed: amended](https://www.sec.gov/Archives/edgar/data/864749/000086474923000077/a105ageandserviceequityves.htm) [March 20, 2023](https://www.sec.gov/Archives/edgar/data/864749/000086474923000077/a105ageandserviceequityves.htm)] [added: amended](https://www.sec.gov/Archives/edgar/data/864749/000086474925000090/ex106ageandserviceequityve.htm) [May](https://www.sec.gov/Archives/edgar/data/864749/000086474925000090/ex106ageandserviceequityve.htm) [1, 2024](https://www.sec.gov/Archives/edgar/data/864749/000086474925000090/ex106ageandserviceequityve.htm)] | | | [removed: Exh. 10.5 to Form 10-Q filed May 3, 2023] [added: Filed herewith] | | |

| 10.7(A)+ | | | [Employee Stock Purchase Plan, as amended March 13, [removed: 2017](http://www.sec.gov/Archives/edgar/data/864749/000119312517093828/d362824ddef14a.htm)] [added: 2017](https://www.sec.gov/Archives/edgar/data/864749/000119312517093828/d362824ddef14a.htm)] | | | App. B of Form DEF 14A filed Mar. 23, 2017 | | |

| 10.7(B)+ | | | [Employee Stock Purchase Plan - Form of global subscription [removed: agreement](http://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a1052015espp.htm)] [added: agreement](https://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a1052015espp.htm)] | | | Exh. 10.5 to Form 10-Q filed Nov. 10, 2015 | | |

| 10.8(A)+ | | | [2002 Stock Plan, as [removed: amended April 6, 2020](https://www.sec.gov/Archives/edgar/data/864749/000086474920000039/trimble-2020proxystatement.htm)] [added: amended](https://www.sec.gov/ix?doc=/Archives/edgar/data/864749/000086474924000093/trmb-20240416.htm) [S](https://www.sec.gov/ix?doc=/Archives/edgar/data/864749/000086474924000093/trmb-20240416.htm)[eptember 30, 2024](https://www.sec.gov/ix?doc=/Archives/edgar/data/864749/000086474924000093/trmb-20240416.htm)] | | | App. B of Form DEF 14A filed Apr. [removed: 15, 2020] [added: 16, 2024] | | |

| 10.8(B)+ | | | [2002 Stock Plan - Form of stock option agreement [removed: (U.S. directors)](http://www.sec.gov/Archives/edgar/data/864749/000086474914000100/a102formofusdirectorstocko.htm)] [added: (officers, 2023 revision)](https://www.sec.gov/Archives/edgar/data/864749/000086474923000077/a1022002stockplan-formofst.htm)] | | | Exh. 10.2 to Form 10-Q filed [removed: Nov. 7, 2014] [added: May 3, 2023] | | |

| 10.8(C)+ | | | [2002 Stock Plan - Form of [added: global restricted] stock [removed: option agreement (non-U.S. directors)](http://www.sec.gov/Archives/edgar/data/864749/000086474914000100/a103formofnon-usdirectorst.htm)] [added: unit](https://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a1022015rsu.htm) [(RSU)](https://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a1022015rsu.htm) [award agreement](https://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a1022015rsu.htm)] | | | Exh. [removed: 10.3] [added: 10.2] to Form 10-Q filed Nov. [removed: 7, 2014] [added: 10, 2015] | | |

| [removed: 10.8(D)+] [added: 10.8(E)+] | | | [2002 Stock Plan - Form [removed: of global stock option] [added: of](https://www.sec.gov/Archives/edgar/data/864749/000086474922000088/trmb-1stq2022xex101.htm) [PR](https://www.sec.gov/Archives/edgar/data/864749/000086474922000088/trmb-1stq2022xex101.htm)[SU](https://www.sec.gov/Archives/edgar/data/864749/000086474922000088/trmb-1stq2022xex101.htm) [award] agreement [removed: (officers)](http://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a1012015option.htm)] [added: (](https://www.sec.gov/Archives/edgar/data/864749/000086474922000088/trmb-1stq2022xex101.htm)[ARR](https://www.sec.gov/Archives/edgar/data/864749/000086474922000088/trmb-1stq2022xex101.htm)[\-TSR](https://www.sec.gov/Archives/edgar/data/864749/000086474922000088/trmb-1stq2022xex101.htm) [with modifier](https://www.sec.gov/Archives/edgar/data/864749/000086474922000088/trmb-1stq2022xex101.htm)[)](https://www.sec.gov/Archives/edgar/data/864749/000086474922000088/trmb-1stq2022xex101.htm)] | | | Exh. 10.1 to Form 10-Q filed [removed: Nov. 10, 2015] [added: May 5, 2022] | | |

| [removed: 10.8(E)+] [added: 10.8(G)+] | | | [2002 Stock Plan - Form of [removed: stock option] [added: PRSU award] agreement [removed: (officers,] [added: (ARR-TSR with modifier,] 2023 [removed: revision)](https://www.sec.gov/Archives/edgar/data/864749/000086474923000077/a1022002stockplan-formofst.htm)] [added: revision)](https://www.sec.gov/Archives/edgar/data/864749/000086474923000077/a1042002stockplan-formofpe.htm)] | | | Exh. [removed: 10.2] [added: 10.4] to Form 10-Q filed May 3, 2023 | | |

| 10.8(F)+ | | | [2002 Stock Plan - Form of [removed: global restricted stock unit] [added: PRSU] award [removed: agreement](http://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a1022015rsu.htm)] [added: agreement (ARR with modifier)](https://www.sec.gov/Archives/edgar/data/864749/000086474923000077/a1032002stockplan-formofpe.htm)] | | | Exh. [removed: 10.2] [added: 10.3] to Form 10-Q filed [removed: Nov. 10, 2015] [added: May 3, 2023] | | |

| [removed: 10.8(L)+] [added: 10.8(D)+] | | | [2002 Stock Plan - Performance stock option agreement between the Company and Rob Painter issued January 4, 2020](https://www.sec.gov/Archives/edgar/data/864749/000086474920000029/ex109kpainterperfstock.htm) | | | Exh. 10.9(K) to Form 10-K filed Feb. 28, 2020 | | |

| 10.10+ | | | [Form of Change in Control Severance Agreement between the Company and certain Company [removed: officers, together with a schedule identifying material differences in the agreements entered into with specific officers](http://www.sec.gov/Archives/edgar/data/864749/000086474917000066/a101trimble-changeinctrlse.htm)] [added: officers](https://www.sec.gov/Archives/edgar/data/864749/000086474925000090/ex1010formofcicseveranceag.htm)] | | | [removed: Exh. 10.1 to Form 10-Q filed Aug. 8, 2017] [added: Filed herewith] | | |

| 10.11+ | | | [Form of Executive Severance Agreement between the Company and certain Company [removed: officers, together with a schedule identifying material differences in the agreements entered into with specific officers](http://www.sec.gov/Archives/edgar/data/864749/000086474917000066/a102trimble-executivesever.htm)] [added: officers](https://www.sec.gov/Archives/edgar/data/864749/000086474925000090/ex1011formofexecseverancea.htm)] | | | [removed: Exh. 10.2 to Form 10-Q filed Aug. 8, 2017] [added: Filed herewith] | | |

| 21.1 | | | [Subsidiaries of the [removed: Company](https://www.sec.gov/Archives/edgar/data/864749/000086474924000047/ex211202310k.htm)] [added: Company](https://www.sec.gov/Archives/edgar/data/864749/000086474925000090/ex211202410k.htm)] | | | Filed herewith | | |

| 23.1 | | | [Consent of Independent Registered Public Accounting [removed: Firm](https://www.sec.gov/Archives/edgar/data/864749/000086474924000047/ex231202310k.htm)] [added: Firm](https://www.sec.gov/Archives/edgar/data/864749/000086474925000090/ex231202410k.htm)] | | | Filed herewith | | |

| 31.1 | | | [Certification of CEO pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/864749/000086474924000047/ex311202310k.htm)] [added: 2002](https://www.sec.gov/Archives/edgar/data/864749/000086474925000090/ex311202410k.htm)] | | | Filed herewith | | |

| 31.2 | | | [Certification of CFO pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/864749/000086474924000047/ex312202310k.htm)] [added: 2002](https://www.sec.gov/Archives/edgar/data/864749/000086474925000090/ex312202410k.htm)] | | | Filed herewith | | |

| 32.1 | | | [Certification of CEO pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/864749/000086474924000047/ex321202310k.htm)] [added: 2002](https://www.sec.gov/Archives/edgar/data/864749/000086474925000090/ex321202410k.htm)] | | | [removed: Filed] [added: Furnished] herewith | | |

| 32.2 | | | [Certification of CFO pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/864749/000086474924000047/ex322202310k.htm)] [added: 2002](https://www.sec.gov/Archives/edgar/data/864749/000086474925000090/ex322202410k.htm)] | | | [removed: Filed] [added: Furnished] herewith | | |

| [removed: By:] | | | [added: By:] | | | /S/ ROBERT G. PAINTER | | |

| /s/ ROBERT G. PAINTER Robert G. Painter | | | | | | President, Chief Executive Officer, Director | | | | | | [removed: February 26, 2024] [added: April 25, 2025] | | |

| /s/ JULIE A. SHEPARD Julie A. Shepard | | | | | | Chief Accounting Officer (Principal Accounting Officer) | | | | | | [removed: February 26, 2024] [added: April 25, 2025] | | |

| /s/ JAMES C. DALTON James C. Dalton | | | | | | Director | | | | | | [removed: February 26, 2024] [added: April 25, 2025] | | |

| /s/ BORJE EKHOLM Börje Ekholm | | | | | | Director | | | | | | [removed: February 26, 2024] [added: April 25, 2025] | | |

| /s/ KAIGHAM (KEN) GABRIEL Kaigham (Ken) Gabriel | | | | | | Director | | | | | | [removed: February 26, 2024] [added: April 25, 2025] | | |

| /s/ MEAGHAN LLOYDMeaghan Lloyd | | | | | | Director | | | | | | [removed: February 26, 2024] [added: April 25, 2025] | | |

| /s/ RON NERSESIAN Ron Nersesian | | | | | | Director | | | | | | [removed: February 26, 2024] [added: April 25, 2025] | | |

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

| 10.14+ | | | [Offer Letter between the Company and Phillip Sawarynski dated January 29, 2024](https://www.sec.gov/Archives/edgar/data/864749/000086474924000011/ex101offerletter.htm) | | | Exh. 10.1 to Form 8-K filed Feb. 1, 2024 | | |

| 19.1 | | | [Trimble Insider Trading Policy](https://www.sec.gov/Archives/edgar/data/864749/000086474925000090/ex191insidertradingpolicy.htm) | | | Filed herewith | | |

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

| | | | | | | April 25, 2025 | | |

[Table of Contents](#ib4438226abda4b508959e7ba6bb7621b_16)

| /s/ PHILLIP SAWARYNSKI Phillip Sawarynski | | | | | | Chief Financial Officer (Principal Financial Officer) | | | | | | April 25, 2025 | | |

| 2.2 | | | [Sale and Contribution Agreement, dated September 28, 2023, by and among the Company, Trimble Solutions, LLC, and AGCO Corporation](https://www.sec.gov/Archives/edgar/data/864749/000119312523246101/d488964dex101.htm) | | | Exh. 10.1 to Form 8-K/A filed Sep. 29, 2023 | | |

| 4.2(E) | | | [Fourth Supplemental Indenture, dated March 9, 2023, between](https://www.sec.gov/Archives/edgar/data/864749/000119312523066227/d471542dex41.htm) [the Company](https://www.sec.gov/Archives/edgar/data/864749/000119312523066227/d471542dex41.htm) [and U.S. Bank National Association (which includes Form of 6.100% Senior Note due 2033)](https://www.sec.gov/Archives/edgar/data/864749/000119312523066227/d471542dex41.htm) | | | Exh. 4.1 to Form 8-K filed March 9, 2023 | | |

| 10.1(D) | | | [Term Loan Credit Agreement, dated December 27, 2022, by and among Trimble Inc., the lenders](https://www.sec.gov/Archives/edgar/data/864749/000086474922000205/exhibit101-termloancredita.htm) [party thereto](https://www.sec.gov/Archives/edgar/data/864749/000086474922000205/exhibit101-termloancredita.htm)[,](https://www.sec.gov/Archives/edgar/data/864749/000086474922000205/exhibit101-termloancredita.htm) [and Bank of America, N.A., as administrative agent](https://www.sec.gov/Archives/edgar/data/864749/000086474922000205/exhibit101-termloancredita.htm) | | | Exh. 10.1 to Form 8-K filed Dec. 30, 2022 | | |

| 10.8(G)+ | | | [2002 Stock Plan - Form of global performance restricted stock unit award agreement](http://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a1062015prsu.htm) | | | Exh. 10.6 to Form 10-Q filed Nov. 10, 2015 | | |

| 10.8(H)+ | | | [2002 Stock Plan - Form of global restricted stock unit award agreement (officers)](http://www.sec.gov/Archives/edgar/data/864749/000086474916000092/ex1030201510k.htm) | | | Exh. 10.30 to Form 10-K filed Feb. 24, 2017 | | |

| 10.8(I)+ | | | [2002 Stock Plan - Form of global performance stock unit award agreement (Operating Income/Revenue)](http://www.sec.gov/Archives/edgar/data/864749/000086474917000066/a104trimble-performanceres.htm) | | | Exh. 10.4 to Form 10-Q filed Aug. 8, 2017 | | |

| 10.8(J)+ | | | [2002 Stock Plan - Form of global performance stock unit award agreement (Total Stockholder Return)](http://www.sec.gov/Archives/edgar/data/864749/000086474917000066/a105trimble-performanceres.htm) | | | Exh. 10.5 to Form 10-Q filed Aug. 8, 2017 | | |

| 10.8(K)+ | | | [2002 Stock Plan - Form of global performance stock unit award agreement (officers)](http://www.sec.gov/Archives/edgar/data/864749/000086474919000132/trmb-2ndq2019xex101glo.htm) | | | Exh. 10.1 to Form 10-Q filed Aug. 2, 2019 | | |

| 10.8(M)+ | | | [2002 Stock Plan - Form of performance stock unit award agreement (TSR-based, 2021 revision)](https://www.sec.gov/Archives/edgar/data/864749/000086474921000109/trmb-2ndq2021xex102.htm) | | | Exh. 10.2 to Form 10-Q filed Aug. 9, 2021 | | |

| 10.8(N)+ | | | [2002 Stock Plan - Form of performance stock unit award agreement (TSR-ARR-ESG)](https://www.sec.gov/Archives/edgar/data/864749/000086474922000088/trmb-1stq2022xex101.htm) | | | Exh. 10.1 to Form 10-Q filed May 5, 2022 | | |

| 10.8(O)+ | | | [2002 Stock Plan - Form of performance RSU award agreement (ARR with P&P Modifier)](https://www.sec.gov/Archives/edgar/data/864749/000086474923000077/a1032002stockplan-formofpe.htm) | | | Exh. 10.3 to Form 10-Q filed May 3, 2023 | | |

| 10.8(P)+ | | | [2002 Stock Plan - Form of performance RSU award agreement (ARR and TSR with P&P Modifier)](https://www.sec.gov/Archives/edgar/data/864749/000086474923000077/a1042002stockplan-formofpe.htm) | | | Exh. 10.4 to Form 10-Q filed May 3, 2023 | | |

* Certain portions of this exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K.

The Company agrees to supplementally furnish an unredacted copy of this exhibit to the SEC upon request; provided, however, that the Company may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, to the extent so furnished.

February 26, 2024

| /s/ DAVID G. BARNES David G. Barnes | | | | | | Chief Financial Officer (Principal Financial Officer) | | | | | | February 26, 2024 | | |