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Trane Technologies plc

NYSE: TT · USD

Trane Technologies plc (TT) Economic Moat Analysis—

Avantages concurrentiels, preuves datées et risques d’érosion.

Incertain avantage concurrentiel

Trane demonstrates engineering capability, strong customer demand and realized pricing, but the passages do not establish a durable structural advantage over competitors. Its installed base and distribution network support potential service and replacement advantages. Supplied equipment terms establish specific cancellation friction and cost-escalation rights, although their coverage and competitive distinctiveness are unknown. Pricing supported 2023–2025 results; modest Q2 2026 pricing and recent margin contraction show incomplete cost recovery. This is insufficient moat evidence rather than demonstrated competitive weakness.

Intangible assets

Engineering experience and delivery capability are demonstrated operating strengths. Immaterial energy-savings guarantee adjustments since 1995 support technical execution, but superior customer economics or durable differentiation against competitors are not established.

Durabilité
The guarantee record spans decades, while continued innovation spending supports maintenance of capability. Neither establishes how long a relative competitive advantage could persist.
Concurrents
Comparaison non établie
Risques d’érosion
Technology changes and competing innovation could erode differentiation. No individual intellectual-property item or related group is considered material; recent pricing and margin results vary by region.
Ce qui invaliderait la thèse
Material recurring energy-savings guarantee adjustments, persistent equipment or service volume losses accompanied by price concessions, or demonstrated competitive parity in performance would undermine the proposed engineering advantage.
Preuves (4) · Contre-preuves (4)

Switching costs

The installed base and sales/service channels create potential access to replacement and service demand. Covered commercial-equipment terms impose cancellation costs and require Company startup for warranty coverage on applicable equipment. These establish transaction-specific friction, not demonstrated long-term customer lock-in.

Durabilité
Cancellation protection lasts through the relevant order, and startup restrictions apply to specified warranty coverage. Installed-base service retention, replacement capture and enduring switching costs are not quantified.
Concurrents
Comparaison non établie
Risques d’érosion
Customers may select competitors for subsequent purchases or service. The supplied terms cover specified contracts, their prevalence is unknown, and comparable competitor terms are unavailable.
Ce qui invaliderait la thèse
Low service attachment or renewal, frequent replacement with competing equipment, or evidence that customers routinely avoid or negotiate away the disclosed restrictions would undermine the proposed switching advantage.
Preuves (5) · Contre-preuves (2)

Évolution depuis la dernière analyse

  • Retained the uncertain verdict: the current catalog establishes operating strengths and contractual protections, but not a durable relative competitive advantage.
  • Raised contractual_freedom from 2 to 3 because supplied commercial-equipment terms explicitly permit pre-shipment cost escalation and prohibit price decreases. This assessment is limited to covered contracts; the October 19, 2026 date is a retrieval date, not a publication or adoption date.
  • Retained the other previously assessed grades after reassessing current catalog evidence. Retention remains an indirect demand assessment rather than a measured renewal rate.
  • Identified a conflict between the proxy's no-single-trigger summary and its detailed automatic change-in-control PSU vesting provision; the detailed provision remains a counterweight to incentive alignment.

Limites de l’analyse

  • No operating competitors are named as competitors in the supplied passages. Acquired businesses, investors, lenders and compensation-related entities are not treated as operating competitors.
  • All evidence comes from issuer filings or issuer terms. Historical operating results and contractual disclosures support numerical grades, but claims of leadership, differentiation and future opportunities do not independently establish a moat.
  • Service renewal rates, installed-base replacement capture, competitive win rates, relative production costs and customer switching expenses are absent. No network effect, structural cost advantage or efficient-scale barrier is established.
  • The commercial-equipment terms are linked for government procurement and apply to covered contracts, not every group sale. Acceptance, negotiation, enforcement frequency and competitor equivalence are unknown. Their catalog dateKind is retrieved; filing sources retain dateKind filed.
  • Ownership requirements are disclosed, but the supplied ownership table is incomplete and does not establish each executive's beneficial holdings or compliance. Unvested RSUs count toward ownership requirements.
  • Backlog and bookings indicate demand and commitments, but do not distinguish new customers from repeat customers or guarantee shipment. Acquisition valuation assumptions and goodwill do not demonstrate realized retention or investment returns.

Indicateurs financiers à confronter à la thèse

Ratios calculés à partir des publications annuelles. Une valeur manquante reste indisponible. Les graphiques détaillés sont accessibles dans les autres onglets.

Indicateurs financiers à confronter à la thèse
PériodeGross marginOperating marginROICFCF margin
2021—14.3%19.0%9.7%
2022—15.1%21.4%7.6%
2023—16.4%22.8%11.8%
2024—17.6%26.4%14.0%
2025—18.6%29.0%13.2%

Pouvoir de fixation des prix63

  • Pricing outcomes

    Price realization supported results in 2023–2025; Americas achieved a 3.8-percentage-point pricing contribution alongside volume growth in 2025. Evidence is strong but uneven: EMEA pricing was negative in 2025, Q2 2026 consolidated pricing contributed only 0.3 percentage points, and Asia Pacific pricing was negative.

  • Customer demand

    Assessed indirectly from continued volume growth, 37% organic bookings growth and $12.1 billion backlog. Covered cancellation restrictions support committed demand. These cannot distinguish repeat business from new demand, and backlog can be revised or deferred; no retention rate is inferred.

  • Margin resilience

    Gross margin expanded during 2023–2025 with productivity and pricing, but H1 2026 gross margin fell 160 basis points as inflation and investment exceeded offsets. The record demonstrates mixed cost recovery, with additional EMEA integration and volume pressure.

  • Pricing freedom

    Covered equipment terms expressly allow pre-shipment price increases for cost changes, equitable adjustments with notice, and no price decreases. This demonstrates strong disclosed discretion within those contracts. Group-wide prevalence and realized enforcement are unknown; energy-savings guarantees elsewhere make consideration performance-dependent.

Management69

  • Capital discipline

    Actual operating cash generation funded reinvestment and distributions. H1 2026 acquisitions, capital expenditures, ordinary dividends and repurchases totaled approximately $2.12 billion versus $1.73 billion of continuing operating cash flow; debt repayment was substantially replaced with short-term borrowing. Down-payment timing benefited cash flow, and integration costs persist. Acquisition returns and repurchase value creation remain unproven.

  • Incentive alignment

    Existing PSUs use three-year relative CROIC and TSR; officers face ownership requirements and hedging restrictions. Actual 2025 incentive adjustments reduced payouts. Detailed automatic change-in-control PSU vesting conflicts with the summary's no-single-trigger statement, while ownership credit includes unvested RSUs and individual holdings are incompletely supplied. These prevent an exceptional assessment.

  • Execution

    Immaterial guarantee-related price adjustments since 1995 demonstrate sustained delivery on energy-savings commitments. Revenue, volumes, bookings, cash generation and disclosed innovation output reinforce execution, partly through indirect operating evidence. Recent margin contraction and acquisition integration costs temper the grade; management's favorable self-description is not its basis.

  • Governance

    Independent audit and compensation committees, five independent-director meetings in 2025 and an actual downward incentive adjustment demonstrate functioning oversight practices. The combined Chair/CEO role, century-long auditor tenure and inconsistent vesting disclosures are counterweights. These practices do not establish exceptional governance effectiveness.

Sources et méthode

Publication courante · Mis à jour 19/10/2026 · Version 6

Interprétation IA fondée sur des extraits vérifiés. Les déclarations de l’entreprise et les limites de couverture restent explicites.

Méthode quality-scores-2 : six catégories de même poids. Le score global exige une couverture complète. Les données manquantes ne valent pas zéro. Les évaluations qualitatives sont des interprétations sourcées, pas des probabilités. 5/6 · 22/10/2026

Moat—

Insufficient evidence for every rubric criterion; no category score is inferred.

structural advantage · — · Engineering delivery, distribution and specific contract restrictions are evidenced, but their superiority and economic defensibility against competitors are unestablished.

durability · — · The long guarantee-performance record establishes execution longevity, not the duration of a relative competitive advantage. Recurring-revenue expansion remains a strategy.

customer dependency · — · Covered orders have cancellation friction and applicable equipment has startup-related warranty conditions. These do not establish enduring customer dependence or switching barriers across the business.

erosion resilience · — · Strong demand coexists with recent margin pressure. Without an established structural advantage, resilience of that advantage cannot be graded.

Pouvoir de fixation des prix63

Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.

realized pricing · 3/4 · Price realization supported results in 2023–2025; Americas achieved a 3.8-percentage-point pricing contribution alongside volume growth in 2025. Evidence is strong but uneven: EMEA pricing was negative in 2025, Q2 2026 consolidated pricing contributed only 0.3 percentage points, and Asia Pacific pricing was negative.

retention · 2/4 · Assessed indirectly from continued volume growth, 37% organic bookings growth and $12.1 billion backlog. Covered cancellation restrictions support committed demand. These cannot distinguish repeat business from new demand, and backlog can be revised or deferred; no retention rate is inferred.

margin resilience · 2/4 · Gross margin expanded during 2023–2025 with productivity and pricing, but H1 2026 gross margin fell 160 basis points as inflation and investment exceeded offsets. The record demonstrates mixed cost recovery, with additional EMEA integration and volume pressure.

contractual freedom · 3/4 · Covered equipment terms expressly allow pre-shipment price increases for cost changes, equitable adjustments with notice, and no price decreases. This demonstrates strong disclosed discretion within those contracts. Group-wide prevalence and realized enforcement are unknown; energy-savings guarantees elsewhere make consideration performance-dependent.

Prévisibilité100

Five consecutive annual periods. Equal weights: nondeclining revenue frequency; revenue-growth volatility (5–40pp); positive FCF frequency; FCF-margin volatility (3–20pp). Stability indicator, not a growth forecast.

Nondeclining revenue years (%)
100.00
Revenue growth volatility (pp)
2.15
Positive FCF years (%)
100.00
FCF margin volatility (pp)
2.35

Solidité financière79

Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, or reported pretax profit plus reported interest expense when operating income is unavailable. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.

debtFcfGrade
90.84
netDebtEbitGrade
85.62
interestCoverageGrade
100.00
currentRatioGrade
40.06
Debt / FCF (x)
1.64
Net debt / operating income (x)
0.72
Interest coverage (x)
17.50
Current ratio (x)
1.25

Allocation du capital100

Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income or, if unavailable, EBIT calculated from reported pretax profit plus reported interest expense; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. Nonpositive invested capital has no defined return and remains unavailable. Does not establish acquisition quality or buyback timing.

3-year pre-tax operating return (%)
32.32
3-year average dilution (%)
-1.39
3-year average SBC / revenue (%)
0.40
cashConversionGrade
100.00

Qualité du management69

Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.

capital discipline · 2/4 · Actual operating cash generation funded reinvestment and distributions. H1 2026 acquisitions, capital expenditures, ordinary dividends and repurchases totaled approximately $2.12 billion versus $1.73 billion of continuing operating cash flow; debt repayment was substantially replaced with short-term borrowing. Down-payment timing benefited cash flow, and integration costs persist. Acquisition returns and repurchase value creation remain unproven.

incentive alignment · 3/4 · Existing PSUs use three-year relative CROIC and TSR; officers face ownership requirements and hedging restrictions. Actual 2025 incentive adjustments reduced payouts. Detailed automatic change-in-control PSU vesting conflicts with the summary's no-single-trigger statement, while ownership credit includes unvested RSUs and individual holdings are incompletely supplied. These prevent an exceptional assessment.

execution · 3/4 · Immaterial guarantee-related price adjustments since 1995 demonstrate sustained delivery on energy-savings commitments. Revenue, volumes, bookings, cash generation and disclosed innovation output reinforce execution, partly through indirect operating evidence. Recent margin contraction and acquisition integration costs temper the grade; management's favorable self-description is not its basis.

governance · 3/4 · Independent audit and compensation committees, five independent-director meetings in 2025 and an actual downward incentive adjustment demonstrate functioning oversight practices. The combined Chair/CEO role, century-long auditor tenure and inconsistent vesting disclosures are counterweights. These practices do not establish exceptional governance effectiveness.

Preuves

In our opinion, engineering, production skills and experience are more responsible for our market position than our intellectual property rights.

Business / Patents and Licenses / engineering experience assessment · Dépôt 08/02/2024

Since 1995, the Company has recognized an immaterial amount in adjustments to the overall transaction price of energy savings contracts as a result of these performance guarantees.

Revenue note / historical energy-savings guarantee adjustments · Dépôt 05/02/2026

As of December 31, 2025, the Company has outstanding performance guarantees of approximately $1 billion related to completed energy savings contracts that extend from 2026-2049.

Revenue note / outstanding performance guarantees and duration · Dépôt 05/02/2026

FINANCIAL PERFORMANCE HIGHLIGHTS Annual Revenue Adjusted EBITDA(a) Free Cash Flow(a) $21.3B $4.3B $2.9B Increase of 7% from 2024 Increase of 11% from 2024 Increase of 3.5% from 2024 The three core financial metrics laid out above are further modified (by up to +/-15%) based on our progress towards achieving our 2030 Sustainability Commitments as further described in the Annual Incentive Matrix ("AIM") Program section on page 46 3-Year Adjusted Cash Flow Return on Invested Capital (CROIC) (2023–2025)(a) 3-Year Total Shareholder Return (TSR) (2023-2025)(a) 36.1% 135.33% Ranks at the 83rd percentile of the companies in the S&P 500 Industrials Index Ranks at the 88th percentile of the companies in the S&P 500 Industrials Index SUSTAINABILITY PERFORMANCE HIGHLIGHTS Gigaton Challenge Leading by Example Opportunity for All •Reduced 331 million mtCO2e* from customers’ carbon footprints as part of our Gigaton Challenge •Launched 110 new products and services •Filed over 135 patents for new innovation •Invested $348M in sustainability-driven research and development** * compared to a 2019 baseline ** as reported in accordance with U.S.

Compensation Discussion and Analysis / reported innovation and performance achievements · Dépôt 23/04/2026

Although in aggregate the Company's intellectual property is important to its operations, the Company does not consider any single patent, trademark, copyright, trade secret, proprietary technology, technical data, business process or any other confidential information (or any related group of any such items) to be of material importance to any segment or to the business as a whole.

Business / Patents and Licenses / materiality limitations · Dépôt 05/02/2026

We compete worldwide with a number of other manufacturers and distributors that produce and sell similar products.

Risk Factors / manufacturers and distributors selling similar products · Dépôt 05/02/2026

The accelerating pace of technological change increases the risk of shortened product lifecycles.

Risk Factors / technological change and product lifecycles · Dépôt 05/02/2026

Gross profit margin for the six months ended June 30, 2026 decreased 160 basis points to 35.2% compared to 36.8% for the same period of 2025 primarily due to inflation and investments, partially offset by productivity and price realization.

MD&A / H1 2026 gross profit margin · Dépôt 30/07/2026

As an industry leader with an extensive global install base, our growth strategy includes expanding recurring revenue through services and rental options.

Business / installed base and recurring-revenue strategy · Dépôt 05/02/2026

U.S. sales are made through branch sales offices, distributors and dealers across the country.

Business / U.S. distribution channels · Dépôt 05/02/2026

Non-U.S. sales are made through numerous subsidiary sales and service companies with a supporting chain of distributors throughout the world.

Business / international sales and service distribution · Dépôt 05/02/2026

An order placed with and accepted by Company cannot be delayed, canceled, suspended, or extended except with Company's written consent and upon written terms accepted by Company that will reimburse Company for and indemnify Company against loss and provide Company with a reasonable profit for its materials, time, labor, services, use of facilities and otherwise.

Commercial equipment terms / Section 16 / cancellation consent and compensation · Consulté 19/10/2026

Equipment manufactured by Company that includes required start-up and sold in North America will not be warranted by Company unless Company performs the Equipment startup .

Commercial equipment terms / Section 8 / required Company startup and warranty · Consulté 19/10/2026

However, orders for specialized equipment or specific customer applications are submitted with extended lead times and are subject to revision and deferral, and to a lesser extent cancellation or termination.

Business / backlog / revision, deferral and cancellation · Dépôt 05/02/2026

The components of the period change were as follows: Volume 3.6 % Pricing 3.8 % Organic revenue (1) 7.4 % Acquisitions 0.7 % Currency translation (0.1) % Total 8.0 % The increase in organic revenue was primarily driven by realization of price increases and higher volumes led by strong demand within our Commercial HVAC business, which was partially offset by weaker volume in our Residential business.

MD&A / 2025 Americas price and volume bridge · Dépôt 05/02/2026

The components of the period change were as follows: Volume 3.7 % Pricing (0.3) % Organic revenue (1) 3.4 % Acquisitions 2.2 % Currency translation 4.0 % Total 9.6 % The increase in organic revenue was driven by higher volumes within our Commercial HVAC and Transport refrigeration businesses.

MD&A / 2025 EMEA price and volume bridge · Dépôt 05/02/2026

Three Months Ended June 30, 2026 Compared to the Three Months Ended June 30, 2025 - Consolidated Results Dollar amounts in millions 2026 2025 Period Change 2026 % of revenues 2025 % of revenues Net revenues $ 6,353.5 $ 5,746.4 $ 607.1 Cost of goods sold (4,093.8) (3,585.8) (508.0) 64.4 % 62.4 % Gross profit 2,259.7 2,160.6 99.1 35.6 % 37.6 % Selling and administrative expenses (1,035.4) (996.4) (39.0) 16.3 % 17.3 % Operating income 1,224.3 1,164.2 60.1 19.3 % 20.3 % Interest expense (53.1) (57.4) 4.3 Other income/(expense), net (8.1) (14.1) 6.0 Earnings before income taxes 1,163.1 1,092.7 70.4 Provision for income taxes (218.2) (216.7) (1.5) Earnings from continuing operations 944.9 876.0 68.9 Discontinued operations, net of tax (9.6) 2.9 (12.5) Net earnings $ 935.3 $ 878.9 $ 56.4 27 Table of Contents Net Revenues Net revenues for the three months ended June 30, 2026 increased by 10.6%, or $607.1 million, compared with the same period in 2025, which resulted from the following: Volume 8.7 % Pricing 0.3 % Organic revenue (1) 9.0 % Acquisitions 1.2 % Currency translation 0.4 % Total 10.6 % (1) Represents a non-GAAP measure.

MD&A / Q2 2026 consolidated results and price-volume bridge · Dépôt 30/07/2026

The components of the period change were as follows: Volume 10.2 % Pricing (0.2) % Organic revenue (1) 10.0 % Currency translation 1.1 % Total 11.1 % The increase in organic revenue was primarily driven by higher volumes.

MD&A / Q2 2026 Asia Pacific price and volume bridge · Dépôt 30/07/2026

Gross Profit Margin Gross profit margin for the year ended December 31, 2024 increased 260 basis points to 35.7% compared to 33.1% for the same period of 2023 primarily due to gross productivity and price realization, partially offset by inflation.

MD&A / 2024 gross margin and price realization · Dépôt 06/02/2025

Gross Profit Margin Gross profit margin for the year ended December 31, 2023 increased 210 basis points to 33.1% compared to 31.0% for the same period of 2022 primarily due to price realization and gross productivity, partially offset by inflation and business reinvestment.

MD&A / 2023 gross margin and price realization · Dépôt 08/02/2024

Gross Profit Margin Gross profit margin for the year ended December 31, 2025 increased 50 basis points to 36.2% compared to 35.7% for the same period of 2024 primarily due to gross productivity and price realization, partially offset by inflation.

MD&A / 2025 gross margin and price realization · Dépôt 05/02/2026

Organic bookings* up 37 percent, led by Americas Commercial HVAC, up 50 percent

Q2 2026 earnings release / organic bookings growth · Dépôt 30/07/2026

Record backlog of $12.1 billion, up 70 percent; Americas Commercial HVAC up 90 percent

Q2 2026 earnings release / backlog · Dépôt 30/07/2026

Prices for Equipment are subject to change at any time prior to shipment to reflect any cost increases related to the manufacture, supply, and shipping of Equipment.

Commercial equipment terms / Section 4 / pre-shipment cost escalation · Consulté 19/10/2026

Company shall be entitled to equitable adjustments in the contract price to reflect any cost increases as set forth above and will provide notice to Customer prior to the date for which the increased price is to be in effect for the applicable customer contract.

Commercial equipment terms / Section 4 / equitable price adjustments and notice · Consulté 19/10/2026

In no event will prices be decreased.

Commercial equipment terms / Section 4 / prohibition on price decreases · Consulté 19/10/2026

These performance guarantees represent variable consideration and are estimated as part of the overall transaction price.

Revenue note / guarantees as variable consideration · Dépôt 05/02/2026

A reconciliation of Net cash provided by (used in) continuing operating activities to free cash flow the years ended December 31 is as follows: In millions 2025 2024 Net cash provided by (used in) continuing operating activities $ 3,220.4 $ 3,177.7 Capital expenditures (383.0) (370.6) Cash payments for restructuring 22.5 8.6 Legacy legal liability 0.6 2.7 M&A transaction costs 6.2 1.7 Proceeds from sale of corporate asset 20.6 — Adjustment for Outperformance Incentive Program(2) — (31.1) Free cash flow(1) $ 2,887.3 $ 2,789.0 (1) Represents a non-GAAP measure.

MD&A / 2025 and 2024 operating cash flow and capital expenditures · Dépôt 05/02/2026

Stock settled share-based compensation 47.4 Other non-cash items, net (15.5) (91.2) Changes in assets and liabilities, net of the effects of acquisitions (613.0) Net cash provided by (used in) continuing operating activities 1,734.6 1,043.5 Net cash provided by (used in) discontinued operating activities (20.7) (11.9) Net cash provided by (used in) operating activities 1,713.9 1,031.6 Cash flows from investing activities: Capital expenditures (156.1) (208.8) Acquisitions and equity method investments, net of cash acquired (742.0) (277.2) Other investing activities, net (4.2) Net cash provided by (used in) investing activities (902.3) (486.0) Cash flows from financing activities:

Cash flow statement / H1 2026 operating cash generation and investing · Dépôt 30/07/2026

Short-term borrowings (payments), net 398.4 Payments of long-term debt (400.0) (157.3) Net proceeds from (payments of) debt (1.6) (157.3) Debt issuance costs (2.2) (2.0) Dividends paid to ordinary shareholders (463.2) (420.0) Dividends paid to noncontrolling interests (14.2) (18.1) Proceeds (payments) from shares issued under incentive plans, net (5.6) (1.9) Repurchase of ordinary shares (756.4) (879.6) Other financing activities, net (2.0) Net cash provided by (used in) financing activities (1,243.2) (1,480.9) Effect of exchange rate changes on cash and cash equivalents

Cash flow statement / H1 2026 financing and shareholder distributions · Dépôt 30/07/2026

The year-over-year increase in net cash from continuing operating activities was primarily due to lower working capital and timing of customer down payments.

MD&A / working-capital and customer-down-payment effects on cash flow · Dépôt 30/07/2026

Segment Adjusted EBITDA margin for the three months ended June 30, 2026 decreased by 360 basis points to 14.7% compared to 18.3% for the same period of 2025, primarily due to integration costs related to acquisitions, inflation and lower volumes.

MD&A / Q2 2026 EMEA integration costs, volumes and margin · Dépôt 30/07/2026

PSU awards are earned based 50% upon a performance condition, measured by relative Cash Flow Return on Invested Capital (CROIC) to the S&P 500 Industrials Index over a 3-year performance period, and 50% upon a market condition, measured by the Company's relative total shareholder return (TSR) as compared to the TSR of the S&P 500 Industrials Index over a 3-year performance period.

Share-Based Compensation / existing PSU performance measures · Dépôt 05/02/2026

Each officer must achieve and maintain ownership of ordinary shares or ordinary share equivalents at or above a prescribed level.

Compensation Discussion and Analysis / officer ownership requirements · Dépôt 23/04/2026

No hedging or pledging of Company stock by directors and executive officers

Compensation governance / prohibition on hedging and pledging · Dépôt 23/04/2026

These adjustments, reflecting both positive and negative impacts, resulted in a net 0.4% decrease to payout levels and were reviewed with the Audit Committee prior to approval by the HRCC.

Compensation decisions / actual reduction in 2025 AIM payouts · Dépôt 23/04/2026

Furthermore, under the 2018 Plan, PSUs will automatically vest upon a change in control of the Company based on (i) the target level prorated to reflect the period the participant was in service during the performance period or (ii) the actual performance level attained, as determined by the HRCC.

Change-in-control provisions / automatic PSU vesting · Dépôt 23/04/2026

In addition, each member of the Audit Committee qualifies as an independent director, meets the financial literacy and independence requirements of the SEC and the NYSE applicable to audit committee members and possesses the requisite competence in accounting or auditing in satisfaction of the requirements for audit committees prescribed by the Companies Act 2014.

Corporate Governance / Audit Committee independence · Dépôt 23/04/2026

Role of the Human Resources and Compensation Committee, Independent Advisor and Committee Actions The HRCC, which is composed solely of independent directors, oversees our compensation plans and policies and equity-based programs and reviews and approves all forms of compensation relating to our executive officers, including the NEOs.

Compensation Discussion and Analysis / independent HRCC · Dépôt 23/04/2026

The Company’s non-employee directors held five independent director meetings without management present during the fiscal year 2025.

Corporate Governance / independent director meetings in 2025 · Dépôt 23/04/2026

It is the Board of Directors’ view that the Company’s corporate governance principles, the quality, stature and substantive business knowledge of the members of the Board, as well as the Board’s culture of open communication with the CEO and senior management are conducive to Board effectiveness with a combined Chair and CEO position.

Corporate Governance / combined Chair and CEO position · Dépôt 23/04/2026

PwC has been acting continuously as our independent auditors for over one hundred years and, both by virtue of its familiarity with the Company’s affairs and its professional competencies and resources, is considered best qualified to perform this important function.

Auditor appointment discussion / continuous auditor tenure · Dépôt 23/04/2026

No “single-trigger” vesting for any cash payments or equity incentives upon a change-in-control

Compensation governance summary / stated absence of single-trigger vesting · Dépôt 23/04/2026

Ownership credit is given for actual ordinary shares owned, deferred compensation that is invested in ordinary shares within our EDCP, ordinary share equivalents accumulated in our qualified and nonqualified employee savings plans as well as unvested RSUs.

Compensation Discussion and Analysis / ownership credit including unvested RSUs · Dépôt 23/04/2026

Historique des publications

Historique des publications
VersionMis à jourAvantage concurrentiel
622/10/2026uncertain
519/10/2026uncertain
419/10/2026uncertain
318/10/2026uncertain
218/10/2026uncertain
118/10/2026Indisponible

Sources

Méthode et limites de l’analyse · Comprendre ce concept