AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-2: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 5/6 · 19/10/2026
Moat—
Insufficient evidence for every rubric criterion; no category score is inferred.
structural advantage · — · Critical workflows, intellectual property and realized pricing suggest differentiation, but do not establish a defensible structural barrier. Management's leadership assessment is insufficient to resolve the position.
durability · — · Multiyear obligations establish contractual visibility, while historical obligation growth supports demand. Neither demonstrates durable exclusion of rivals or persistent switching costs.
customer dependency · — · Workflow importance and non-cancelable orders do not establish dependence on Fortive specifically. Migration costs, replacement difficulty and renewal behavior remain undisclosed.
erosion resilience · — · Positive pricing and volume coexist with disclosed increased competition. The passages do not establish sustained share defense or resilience of a particular competitive barrier.
Pricing power50
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 3/4 · Favorable pricing contributed 2.4% in second-quarter and 2.3% in first-half 2026 alongside positive volume growth. These are strong observed recent outcomes; a durable product-level premium is unproven.
retention · 2/4 · Multiyear commitments, historical retained-segment obligation growth and higher service revenue support continuing demand indirectly. They do not distinguish renewals from new customers; obligations declined modestly during first-half 2026.
margin resilience · 2/4 · Operating margins improved with pricing, volume and productivity contributions, but amortization effects, lower restructuring spending and tariff refunds also helped. Gross margin declined in 2025 and, calculated from reported sales and gross profit, in first-half 2026. Resilience is mixed.
contractual freedom · 1/4 · Fortive identifies certain existing contract terms and customer cost containment as potential constraints on cost pass-through. Realized pricing demonstrates some flexibility, but broad repricing rights are unestablished. The disclosure does not prove an actual pass-through failure.
Predictability85
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 (%)
- 75.00
- Revenue growth volatility (pp)
- 17.24
- Positive FCF years (%)
- 100.00
- FCF margin volatility (pp)
- 2.12
Financial strength34
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
- 67.46
- netDebtEbitGrade
- 21.40
- interestCoverageGrade
- 45.24
- currentRatioGrade
- 0.00
- Debt / FCF (x)
- 3.28
- Net debt / operating income (x)
- 3.93
- Interest coverage (x)
- 5.98
- Current ratio (x)
- 0.71
Capital allocation83
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 (%)
- 8.45
- 3-year average dilution (%)
- -10.13
- 3-year average SBC / revenue (%)
- 2.14
- cashConversionGrade
- 100.00
Management63
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · 2025 operating cash flow of $1,035.7 million substantially exceeded $105.1 million of capital expenditure, and separation proceeds repaid debt. First-half 2026 generated $519.1 million operating cash against $54.7 million capital expenditure and $58.1 million acquisitions, while $700.3 million repurchases accompanied additional borrowing. Shares declined despite issuance, but repurchase value creation and acquisition returns remain insufficiently established.
incentive alignment · 3/4 · Granted CEO performance equity links outcomes to relative shareholder returns and core growth. Annual incentives include EPS, cash flow and revenue growth, while disclosed failed vesting conditions demonstrate economic consequences. Personal discretion and repurchase-sensitive EPS temper alignment; planned changes and unverified personal ownership receive no credit.
execution · 2/4 · Pricing and volume growth, higher continuing operating profit and cash generation demonstrate execution through operating evidence. First-quarter growth benefited from extra selling days, restructuring completion was delayed, and discrete or accounting effects explain part of margin improvement.
governance · 3/4 · Majority voting, an independent Chair, an externally facilitated Board assessment and adopted clawback provisions establish substantive governance practices. The unqualified internal-control opinion adds support. These demonstrate strong arrangements without establishing exceptional oversight effectiveness or actual clawback enforcement.
Evidence
Our Intelligent Operating Solutions segment provides advanced instrumentation, software and services to tens of thousands of customers enabling their mission-critical workflows.
Business — Intelligent Operating Solutions workflows · Filed 25/02/2026
Our healthcare offerings help ensure critical safety standards are met, instruments and operating rooms are working at peak performance, and complex procedures are followed accurately in these mission-critical healthcare environments.
Business — healthcare safety and workflow applications · Filed 25/02/2026
Remaining Performance Obligations — Our remaining performance obligations represent the transaction price of firm, non-cancelable orders and the average contract value for software contracts, for which work has not been performed.
Revenue note — remaining performance obligation definition · Filed 29/07/2026
17 Table of Contents The aggregate remaining performance obligations attributable to each of our segments are as follows ($ in millions): July 3, 2026 Intelligent Operating Solutions $ 714.9 Advanced Healthcare Solutions 109.9 Total remaining performance obligations $ 824.8 The majority of remaining performance obligations are related to subscription-based software contracts, and service and support contracts, which we expect to fulfill approximately 75 percent within the next two years, approximately 90 percent within the next three years, and substantially all within four years.
Revenue note — July 2026 remaining performance obligations and fulfillment periods · Filed 29/07/2026
The aggregate remaining performance obligations attributable to each of our segments as of December 31, 2025 is as follows ($ in millions): 2025 Intelligent Operating Solutions $ 726.3 Advanced Healthcare Solutions 114.4 Total remaining performance obligations $ 840.7 The majority of remaining performance obligations are related to subscription-based software contracts, and service and support contracts, which we expect to fulfill approximately 75 percent within the next two years, approximately 90 percent within the next three years, and substantially all within four years.
Note 12 — December 2025 remaining performance obligations · Filed 25/02/2026
Although our businesses generally operate in highly competitive markets, our competitive position cannot be determined accurately in the aggregate or by segment, since none of our competitors offer all of the same product and service lines or serve all of the same markets as we do.
Business — competition and limitations of aggregate competitive comparisons · Filed 25/02/2026
We face increased competition in a number of our served markets as a result of the entry of competitors based in low-cost manufacturing locations, and increasing consolidation in particular markets.
Business — increased competition and consolidation · Filed 25/02/2026
Risk Factors.”
Intellectual Property
We own numerous patents, trademarks, copyrights, and trade secrets and hold licenses to use intellectual property owned by others.
Business — intellectual property ownership · Filed 25/02/2026
Key competitive factors vary among our businesses and product and service lines, but include the specific factors noted above with respect to each particular business and typically also include price, quality, performance, delivery speed, applications expertise, distribution channel access, service and support, technology and innovation, breadth of product, service and software offerings, and brand name recognition.
Business — competitive factors including brands and expertise · Filed 25/02/2026
Our management believes that we have a market leadership position in most of the markets we serve.
Business — management assessment of market leadership · Filed 25/02/2026
Comparable 2025 Period Total revenue growth (GAAP) 7.9 % 7.8 % Excluding impact of: Acquisitions and divestitures (0.3) % (0.1) % Currency exchange rates (0.9) % (1.6) % Core revenue growth (Non-GAAP) 6.7 % 6.1 % Sales growth in the three months ended July 3, 2026 (the “quarter” or the “second quarter”) and the six months ended July 3, 2026 (the “year-to-date period”) was driven by favorable pricing of 2.4% and 2.3%, respectively, volume growth of 4.3% and 3.8%, respectively, and favorable foreign currency translation.
MD&A — second-quarter and first-half 2026 pricing and volume growth · Filed 29/07/2026
The intellectual property rights that we obtain, however, may not be sufficiently broad or otherwise may not provide us a significant competitive advantage, and patents may not be issued for pending or future patent applications owned by or licensed to us.
Risk Factors — limitations of intellectual property protection · Filed 25/02/2026
In addition, the steps that we and our licensors have taken to maintain and protect our intellectual property may not prevent it from being challenged, invalidated, circumvented, designed-around, or becoming subject to compulsory licensing, particularly in countries where intellectual property rights are not highly developed or protected.
Risk Factors — challenges and circumvention of intellectual property · Filed 25/02/2026
4 Table of Contents FORTIVE CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF EARNINGS ($ and shares in millions, except per share amounts) (unaudited) Three Months Ended Six Months Ended July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025 Sales: Products and software $ 876.8 $ 812.5 $ 1,737.6 $ 1,617.2 Services 220.0 203.9 428.6 392.3 Total sales 1,096.8 1,016.4 2,166.2 2,009.5 Cost of Sales: Products and software (287.4) (277.1) (568.5) (539.7) Services (114.1) (93.8) (226.9) (186.8) Total cost of sales (401.5) (370.9) (795.4) (726.5) Gross profit 695.3 645.5 1,370.8 1,283.0 Operating costs: Selling, general and administrative (417.9) (408.5) (835.2) (816.7) Research and development (67.5) (67.2) (134.0) (131.2) Operating profit 209.9 169.8 401.6 335.1 Non-operating income (expense), net: Interest expense, net (35.4) (32.1) (67.0) (64.1) Other non-operating income, net 5.0 1.9 8.5 2.3 Earnings from continuing operations before income taxes 179.5 139.6 343.1 273.3 Income taxes (22.2) (28.0) (49.4) (49.1) Net earnings from continuing operations 157.3 111.6 293.7 224.2 Net earnings from discontinued operations — 55.0 — 114.3 Net earnings $ 157.3 $ 166.6 $ 293.7 $ 338.5 Net earnings per common share from continuing operations: Basic $ 0.52 $ 0.33 $ 0.96 $ 0.66 Diluted $ 0.51 $ 0.33 $ 0.95 $ 0.65 Net earnings per common share from discontinued operations: Basic $ — $ 0.16 $ — $ 0.34 Diluted $ — $ 0.16 $ — $ 0.34 Net earnings per share: Basic $ 0.52 $ 0.49 $ 0.96 $ 0.99 Diluted $ 0.51 $ 0.49 $ 0.95 $ 0.99 Average common stock and common equivalent shares outstanding: Basic 304.2 339.6 306.9 340.3 Diluted 307.6 341.7 310.2 343.2 See the accompanying Notes to Consolidated Condensed Financial Statements.
Statements of Earnings — first-half 2026 sales, costs and operating profit · Filed 29/07/2026
28 Table of Contents Operating Profit Margins In the second quarter, operating profit margin was 19.1% compared to 16.7% in the comparable period of 2025, resulting in an increase of 240 basis points due to: •The year-over-year favorable impacts from pricing, higher volume, and increased productivity measures through our FBS initiatives, and reductions of cost through organizational streamlining, partially offset by higher employee costs, product mix, and growth investments — favorable 80 basis points •The year-over-year effect of all other items in the second quarter including +70 basis points from amortization expense for existing businesses, +55 basis points from reduced discrete restructuring spending versus the comparable period, and +40 basis points from tariff refunds, partially offset by -5 basis points from unfavorable acquisition and divestiture-related impacts — favorable 160 basis points In the year-to-date period, operating profit margin was 18.5% compared to 16.7% in the comparable period of 2025, resulting in an increase of 180 basis points due to: •The year-over-year favorable impacts from pricing, higher volume, reductions of cost through organizational streamlining, increased productivity measures through our FBS initiatives, and foreign currency translation, partially offset by higher employee costs, product mix, and growth investments — favorable 100 basis points •The year-over-year effect of all other items in the year-to-date period including +60 basis points from amortization expense for existing businesses, +20 basis points from tariff refunds, and +15 basis points from reduced discrete restructuring spending, partially offset by -15 basis points from unfavorable acquisition and divestiture-related impacts — favorable 80 basis points INTELLIGENT OPERATING SOLUTIONS (IOS) Selected Financial Data Three Months Ended Six Months Ended ($ in millions) July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025 Sales $ 758.2 $ 696.9 $ 1,501.4 $ 1,387.8 Operating profit 203.5 170.8 389.7 345.4 Depreciation 16.4 12.0 31.1 23.6 Amortization 47.7 46.6 95.4 93.2 Operating profit as a % of sales 26.8 % 24.5 % 26.0 % 24.9 % Depreciation as a % of sales 2.2 % 1.7 % 2.1 % 1.7 % Amortization as a % of sales 6.3 % 6.7 % 6.4 % 6.7 % Components of Sales Growth % Change Three Months Ended July 3, 2026 vs.
MD&A — operating margin changes and attribution · Filed 29/07/2026
In addition, due to the highly competitive nature of the industries that we serve, the cost-containment efforts of our customers, and the terms of certain contracts we are party to, if commodity or component prices rise we may be unable to pass along cost increases through higher prices.
Risk Factors — customer and contractual constraints on cost pass-through · Filed 25/02/2026
A-8 | Fortive Corporation Adjusted Gross Profit and Adjusted Gross Profit Margin* YEAR ENDED DECEMBER 31, FIRST HALF SECOND HALF $ IN MILLIONS 2025 2024 2025 2024 2025 2024 Revenue (GAAP) $4,159.1 $4,080.9 $2,009.5 $2,004.4 $2,149.6 $2,076.5 Gross Profit (GAAP) $2,641.1 $2,619.1 $1,283.0 $1,282.1 $1,358.1 $1,337.0 Discrete Restructuring Charges 11.0 0.6 6.7 0.0 4.3 0.6 Adjusted Gross Profit (Non-GAAP) $2,652.1 $2,619.7 $1,289.7 $1,282.1 $1,362.4 $1,337.6 Gross Profit (GAAP) Margin 63.5% 64.2% 63.8% 64.0% 63.2% 64.4% Adjusted Gross Profit Margin (Non-GAAP) 63.8% 64.2% 64.2% 64.0% 63.4% 64.4% Free Cash Flow* $ IN MILLIONS YEAR ENDED DECEMBER 31, 2025 FIRST HALF 2025 SECOND HALF 2025 Operating Cash Flows (GAAP): $1,035.7 $396.8 $638.9 Less: Purchases of property, plant & equipment (capital expenditure) (GAAP) (105.1) (46.1) (59.0) Free Cash Flow (Non-GAAP): $930.6 $350.7 $579.9 Adjusted Net Earnings from Continuing Operations (Non-GAAP) $906.1 $388.9 $517.2 Free Cash Flow Conversion on Adjusted Net Earnings from Continuing Operations 102.7% 90.2% 112.1% * The results in the tables are presented on a continuing operations basis to give effect to the separation of Ralliant.
Appendix A — historical gross margins, operating cash flow and capital expenditure · Filed 29/04/2026
Less: net earnings from discontinued operations
—
(114.3)
Net earnings from continuing operations
293.7
224.2
Adjustments to reconcile net earnings to net cash provided by operating activities:
Amortization
184.7
182.8
Depreciation
42.4
34.4
Stock-based compensation
45.2
46.0
Change in certain assets and liabilities:
Change in accounts receivable, net
26.0
65.2
Change in inventories
(20.0)
(39.7)
Change in trade accounts payable
(7.4)
17.0
Change in prepaid expenses and other assets
(2.5)
(23.3)
Change in accrued expenses and other liabilities
(43.0)
(109.8)
Total operating cash provided by continuing operations
519.1
396.8
Total operating cash provided by discontinued operations
1.9
156.1
Net cash provided by operating activities
521.0
552.9
Cash flows from investing activities:
Cash flow statement — first-half 2026 continuing operating cash flow · Filed 29/07/2026
Purchases of property, plant and equipment
(54.7)
(46.1)
Cash paid for acquisitions, net of cash received
(58.1)
—
All other investing activities
4.7
11.0
Total investing cash used in continuing operations
(108.1)
(35.1)
Total investing cash used in discontinued operations
—
(15.7)
Net cash used in investing activities
(108.1)
(50.8)
Cash flows from financing activities:
Cash flow statement — first-half 2026 capital expenditure and acquisitions · Filed 29/07/2026
Net proceeds from commercial paper borrowings
433.6
(253.2)
Repurchase of common shares
(700.3)
(337.6)
Payment of dividends
(18.4)
(54.2)
Proceeds from borrowings (maturities greater than 90 days), net of issuance costs
1,088.5
—
Repayment of borrowings (maturities greater than 90 days)
(1,192.9)
—
Proceeds from Ralliant Dividend
—
1,150.0
All other financing activities
(10.7)
7.5
Total financing cash (used in) provided by continuing operations
(400.2)
512.5
Total financing cash used in discontinued operations
—
(3.2)
Net cash (used in) provided by financing activities
(400.2)
509.3
Effect of exchange rate changes on cash and equivalents
4.1
8.0
Net change in cash and equivalents
16.8
1,019.4
Beginning balance of cash and equivalents
375.5
813.3
Ending balance of cash and equivalents(a)
$
392.3
$
1,832.7
(a) Balance as of July 3, 2026 includes $18.1 million of restricted cash recorded within Prepaid expenses and other current assets in the Consolidated Condensed Balance Sheets, which relates to cash held in escrow for dividend payments which were made to shareholders on July 6, 2026.
Cash flow statement — first-half 2026 borrowing, repayments and shareholder distributions · Filed 29/07/2026
6 Table of Contents FORTIVE CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CHANGES IN EQUITY ($ and shares in millions) (unaudited) Common Stock Additional Paid-In Capital Treasury Shares Retained Earnings Accumulated Other Comprehensive Income (Loss) Noncontrolling Interests Shares Outstanding Amount Balance, December 31, 2025 313.4 $ 3.7 $ 4,210.0 $ (3,229.8) $ 5,428.5 $ 41.1 $ 7.7 Net earnings for the period — — — — 136.4 — — Common stock repurchases (8.9) — — (504.5) — — — Dividends to common stockholders — — — — (18.4) — — Other comprehensive income (loss) — — — — — 0.4 — Stock based compensation 1.6 — 40.2 — — — — Shares withheld for taxes (0.5) — (24.5) — — — — Change in noncontrolling interests — — — — — — 0.6 Balance, April 3, 2026 305.6 $ 3.7 $ 4,225.7 $ (3,734.3) $ 5,546.5 $ 41.5 $ 8.3 Net earnings for the period — — — — 157.3 — — Common stock repurchases (3.3) — — (202.0) — — — Dividends to common stockholders — — — — (18.1) — — Other comprehensive income (loss) — — — — — 3.3 — Stock based compensation 0.3 — 38.4 — — — — Shares withheld for taxes — — (1.4) — — — — Change in noncontrolling interests — — — — — — 0.5 Balance, July 3, 2026 302.6 $ 3.7 $ 4,262.7 $ (3,936.3) $ 5,685.7 $ 44.8 $ 8.8 Common Stock Additional Paid-In Capital Treasury Shares Retained Earnings Accumulated Other Comprehensive Income (Loss) Noncontrolling Interests Shares Outstanding Amount Balance, December 31, 2024 341.2 $ 3.7 $ 4,035.0 $ (1,612.3) $ 8,227.6 $ (465.4) $ 7.0 Net earnings for the period — — — — 171.9 — — Common stock repurchases (2.5) — — (203.6) — — — Dividends to common stockholders — — — — (27.2) — — Other comprehensive income (loss) — — — — — 70.1 — Stock based compensation 1.5 — 64.4 — — — — Shares withheld for taxes (0.3) — (27.8) — — — — Change in noncontrolling interests — — — — — — (0.1) Balance, March 28, 2025 339.9 $ 3.7 $ 4,071.6 $ (1,815.9) $ 8,372.3 $ (395.3) $ 6.9 Net earnings for the period — — — — 166.6 — — Common stock repurchases (1.9) — — (136.3) — — — Dividends to common stockholders — — — — (27.0) — — Other comprehensive income (loss) — — — — — 108.0 — Stock based compensation 0.2 — 36.2 — — — — Shares withheld for taxes — — (1.8) — — — — Change in noncontrolling interests — — — — — — 0.2 Balance, June 27, 2025 338.2 $ 3.7 $ 4,106.0 $ (1,952.2) $ 8,511.9 $ (287.3) $ 7.1 See the accompanying Notes to Consolidated Condensed Financial Statements.
Statements of Changes in Equity — repurchases, issuance and outstanding shares · Filed 29/07/2026
•On July 15, 2025, we used approximately $294 million of the Ralliant Dividend to redeem €252 million of the outstanding principal of the 3.7% Euro-denominated senior unsecured notes due 2026.
Liquidity — separation proceeds used to redeem notes · Filed 25/02/2026
•On July 24, 2025 and July 25, 2025, we used approximately $421 million of the Ralliant Dividend to repay the outstanding principal of the Euro Term Loan and Yen Term Loan.
Liquidity — separation proceeds used to repay term loans · Filed 25/02/2026
Soroye’s appointment, Fortive granted one-time equity awards pursuant to the offer letter as detailed in the table below: ELEMENT Purpose FORM Target Value and Vesting TErms Base Salary To provide competitive cash compensation Cash $1,000,000 Annual Incentive Opportunity To provide competitive short-term incentive opportunity Cash 135% of base salary One-time Market Adjustment Equity Award (1) To begin progression of compensation to peer CEO levels PSUs $1,500,000 subject to the same performance criteria (60% rTSR and 40% Core Growth) and holding requirement as the 2025 PSU awards as described in the “Long-term Incentive Compensation” section of this Proxy Statement.
Executive Compensation — granted CEO performance equity and performance criteria · Filed 29/04/2026
Annual Incentive Compensation Design At-A-Glance For 2025, each NEO was eligible for an incentive award equal to his or her base salary multiplied by his or her target award opportunity, multiplied by the Composite Performance Factor (which is the sum of the Company Performance Factor – 80% weighting, and the Personal Performance Factor – 20% weighting).
Executive Compensation — 2025 financial and personal incentive weights · Filed 29/04/2026
Performance Measures Weighting Adjusted EPS 60% Free Cash Flow 20% Core Revenue Growth 20% Personal Performance Factor The Compensation Committee establishes individual performance goals to align with the Company's overall strategic initiatives and core values.
Executive Compensation — EPS, cash flow and core growth incentive measures · Filed 29/04/2026
2026 Proxy Statement | 93 Proxy Summary Election of Directors Executive Compensation Ratification of Accounting Firm Additional Information To calculate compensation actually paid (“CAP”), the following amounts were deducted from and added to Summary Compensation Table (“SCT”) total compensation: Reconciliation of Compensation Actually Paid to Summary Compensation Table Former Principal Executive Officer YEAR SUMMARY COMPENSATION TABLE TOTAL FOR FORMER PEO LESS: FAIR VALUE OF EQUITY AWARDS AT GRANT DATE ADD: FAIR VALUE OF EQUITY AWARDS GRANTED IN SUCH YEAR AT END OF THE APPLICABLE YEAR ADD: CHANGE IN FAIR VALUE OF PRIOR YEAR EQUITY AWARDS VESTED IN THE APPLICABLE YEAR ADD: YEAR OVER YEAR CHANGE IN FAIR VALUE OF PRIOR YEAR EQUITY AWARDS REMAINING UNVESTED IN THE APPLICABLE YEAR ADD: VALUE OF DIVIDENDS OR OTHER EARNINGS PAID ON EQUITY AWARDS NOT REFLECTED IN TOTAL COMPENSATION COMPENSATION ACTUALLY PAID TO FORMER PEO 2025 $10,495,092 $(7,550,705) $6,335,627 $(4,191,989) $2,723,376 $20,262 $7,831,664 Current Principal Executive Officer YEAR SUMMARY COMPENSATION TABLE TOTAL FOR CURRENT PEO LESS: FAIR VALUE OF EQUITY AWARDS AT GRANT DATE ADD: FAIR VALUE OF EQUITY AWARDS GRANTED IN SUCH YEAR AT END OF THE APPLICABLE YEAR ADD: CHANGE IN FAIR VALUE OF PRIOR YEAR EQUITY AWARDS VESTED IN THE APPLICABLE YEAR ADD: YEAR OVER YEAR CHANGE IN FAIR VALUE OF PRIOR YEAR EQUITY AWARDS REMAINING UNVESTED IN THE APPLICABLE YEAR ADD: VALUE OF DIVIDENDS OR OTHER EARNINGS PAID ON EQUITY AWARDS NOT REFLECTED IN TOTAL COMPENSATION COMPENSATION ACTUALLY PAID TO CURRENT PEO 2025 $14,405,012 $(11,902,644) $10,941,611 $(1,720,096) $(452,807) $14,149 $11,285,225 Non-Principal Named Executive Officers YEAR APPLICABLE OTHER NEOs AVERAGE SUMMARY COMPENSATION TABLE TOTAL FOR OTHER NEOs LESS: AVERAGE FAIR VALUE OF EQUITY AWARDS AT GRANT DATE ADD: AVERAGE FAIR VALUE OF EQUITY AWARDS GRANTED IN SUCH YEAR AT END OF THE APPLICABLE YEAR ADD: AVERAGE CHANGE IN FAIR VALUE OF EQUITY AWARDS VESTED IN THE APPLICABLE YEAR ADD: AVERAGE YEAR OVER YEAR CHANGE IN FAIR VALUE OF PRIOR YEAR EQUITY AWARDS REMAINING UNVESTED IN THE APPLICABLE YEAR LESS: AVERAGE YEAR OVER YEAR CHANGE IN FAIR VALUE OF PRIOR YEAR EQUITY AWARDS THAT FAILED TO MEET VESTING CONDITIONS IN THE APPLICABLE YEAR ADD: VALUE OF DIVIDENDS OR OTHER EARNINGS PAID ON EQUITY AWARDS NOT REFLECTED IN TOTAL COMPENSATION AVERAGE COMPENSATION ACTUALLY PAID TO NON-PEO NAMED EXECUTIVE OFFICERS 2025 Mark Okerstrom, Peter Underwood, Stacey Walker, Jonathan Schwarz, Charles McLaughlin, Tamara Newcombe $7,144,172 $(5,651,314) $3,978,167 $(576,319) $324,234 $(1,610,318) $4,960 $3,613,583 94 | Fortive Corporation Proxy Summary Election of Directors Executive Compensation Ratification of Accounting Firm Additional Information Relationship between Compensation Actually Paid and Performance Measures Disclosed in the Pay vs.
Pay versus Performance — equity value changes and awards failing vesting conditions · Filed 29/04/2026
In the fourth quarter of 2024, we initiated a discrete restructuring plan related to the Separation that was expected to be completed by December 31, 2025, and has been extended through the second half of 2026.
Appendix A — separation restructuring completion deadline extended · Filed 29/04/2026
We maintain a majority vote requirement for the election of directors in uncontested elections
Board Structure
We have separated our Chair and CEO positions, with an independent Chair
Corporate Governance — majority voting and independent Chair · Filed 29/04/2026
For 2025, the Nominating and Governance Committee engaged Boardspan, an independent board governance company with deep expertise in board performance assessment, to assist in conducting a facilitated interview of each director to conduct an assessment of the full Board (including each committee) and each individual director and to assist in Board succession planning.
Corporate Governance — externally facilitated 2025 Board assessment · Filed 29/04/2026
Under this policy, in the event of a material restatement of our consolidated financial statements (other than any restatement required according to a change in applicable accounting rules), the Company will seek reimbursement of the portion of any incentive-based compensation granted, earned or vested based on the attainment of a financial reporting measure that would not have been paid had the consolidated financial statements been correctly stated.
Compensation Policies — adopted restatement clawback · Filed 29/04/2026
In addition to recoupment of incentive-based compensation mandated by the SEC and the NYSE, our clawback policy includes an enhancement that provides the Board with the discretion to also recoup additional compensation, including any time-based equity awards, from any executive officer if the Board determines that the triggering material restatement was at least in part the result of gross misconduct by such executive officer.
Compensation Policies — discretionary additional clawback for gross misconduct · Filed 29/04/2026
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 25, 2026 expressed an unqualified opinion thereon.
Independent auditor report — unqualified internal-control opinion · Filed 25/02/2026
The aggregate remaining performance obligations attributable to each of our segments as of December 31, 2024 is as follows ($ in millions):
2024
Intelligent Operating Solutions
$
610.4
Precision Technologies
57.8
Advanced Healthcare Solutions
93.9
Total remaining performance obligations
$
762.1
The majority of remaining performance obligations are related to subscription-based software contracts, and service and support contracts, which we expect to fulfill approximately 80 percent within the next two years, approximately 90 percent within the next three years, and substantially all within four years.
Revenue note — 2024 obligations by segment before separation · Filed 25/02/2025
The aggregate remaining performance obligations attributable to each of our segments as of December 31, 2023 is as follows ($ in millions):
2023
Intelligent Operating Solutions
$
578.1
Precision Technologies
61.4
Advanced Healthcare Solutions
83.8
Total remaining performance obligations
$
723.3
The majority of remaining performance obligations are related to subscription-based software contracts, and service and support contracts, which we expect to fulfill approximately 80 percent within the next two years, approximately 90 percent within the next three years, and substantially all within four years.
Revenue note — 2023 obligations by segment before separation · Filed 27/02/2024
•Q1 reported revenue grew 7.7% year-over-year on a reported basis and 5.3% on a core basis, with revenue growth benefiting from an ~150 basis point tailwind from additional year-over-year selling days in the quarter
First-quarter results — additional selling-day contribution to growth · Filed 30/04/2026
