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 · 18/10/2026
Moat—
Insufficient evidence for every rubric criterion; no category score is inferred.
structural advantage · — · Intellectual property, brands and workflow importance identify possible foundations, but do not establish a protected competitive advantage.
durability · — · Multiyear obligations demonstrate contracted visibility, while protection after renewal and the economic life of differentiation remain unestablished.
customer dependency · — · Critical workflows and subscriptions do not by themselves demonstrate customer dependence on Fortive specifically or costly substitution.
erosion resilience · — · Recent price and volume growth demonstrate commercial performance, but do not resolve resilience of an unidentified structural advantage.
Pricing power50
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 3/4 · Reported favorable pricing contributed 2.4% in the second quarter and 2.3% in first-half 2026 alongside positive volume growth. This is strong recent realized evidence, without proof of exceptional long-term pricing durability.
retention · 2/4 · Multiyear software and support commitments, growing services revenue and positive volume provide indirect evidence of continuing demand. They do not separate renewals from new customers; remaining obligations declined modestly.
margin resilience · 2/4 · Operating margins improved in 2026, with pricing, productivity and volume contributing. However, amortization changes, restructuring reductions and tariff refunds also helped. Gross margin declined in 2025 and first-half 2026, producing mixed evidence overall.
contractual freedom · 1/4 · Fortive explicitly identifies terms of certain contracts as potential limits on cost pass-through. Realized pricing shows some flexibility, but repricing rights, affected contract coverage and escalation provisions are absent. The contractual position appears constrained; no realized pass-through failure is assumed.
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 funded $105.1 million of capital expenditure, and separation proceeds supported debt repayments. Repurchases subsequently reduced shares outstanding despite equity issuance, but occurred alongside additional commercial paper borrowing. Buyback value creation and acquisition returns are not established.
incentive alignment · 3/4 · Actual equity grants include relative shareholder return and core-growth conditions; annual incentives include EPS, cash flow and revenue growth. Reported forfeitures show vesting conditions had economic consequences. Personal discretion and EPS sensitivity to repurchases temper the assessment; planned 2026 enhancements and unverified executive ownership receive no credit.
execution · 2/4 · Price and volume growth, higher operating earnings and substantial cash generation support execution through indirect operating evidence. The separation restructuring timetable nevertheless extended from December 2025 into second-half 2026, and some margin improvement reflects accounting or discrete items.
governance · 3/4 · An independent Chair, majority director voting, a completed external-facilitated Board assessment and adopted clawback provisions establish substantive governance practices. An unqualified internal-control opinion adds support, without proving exceptional oversight effectiveness.
Evidence
Segment Presentation The IOS segment provides advanced instrumentation, software and services to tens of thousands of customers enabling their mission-critical workflows.
MD&A / IOS workflow description · Filed 29/07/2026
The AHS segment supplies critical workflow solutions enabling healthcare providers to deliver exceptional patient care more efficiently.
MD&A / AHS workflow description · Filed 29/07/2026
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 obligations 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 · 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.
Revenue note / December 2025 remaining performance obligations · Filed 25/02/2026
We operate in a highly competitive business environment in most markets, and our long-term growth and profitability will depend, in particular, on our ability to expand our business across geographies and market segments, identify, consummate, and integrate appropriate acquisitions, develop innovative and differentiated new products, services, and software, expand and improve the effectiveness of our sales force, continue to reduce costs and improve operating efficiency and quality, attract relevant talent and retain, grow, and empower our talented workforce, and effectively address the demands of an increasingly regulated environment.
MD&A / competitive environment and requirements for growth · 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 / contractual and competitive limits on cost pass-through · Filed 25/02/2026
We own numerous patents, trademarks, copyrights, trade secrets, and other intellectual property and have licenses to intellectual property owned by others, which in aggregate are important to our business.
Risk factors / intellectual property ownership · Filed 25/02/2026
The company’s businesses design, develop, manufacture, and market products, software, and services, building on leading brand names, innovative technologies, and strong market positions.
Proxy summary / issuer description of brands and market positions · Filed 29/04/2026
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 / intellectual property circumvention and enforcement · 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 price and volume growth · 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 bridge · Filed 29/07/2026
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 $517.2 Free Cash Flow Conversion on Adjusted Net Earnings from Continuing Operations 102.7% 90.2% 112.1% * The results in the tables are presented on a continuing operations basis to give effect to the separation of Ralliant.
Appendix A / continuing-operations gross margins and cash generation · Filed 29/04/2026
4 Table of Contents FORTIVE CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF EARNINGS ($ 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.
Consolidated condensed statements of earnings / first-half 2026 results · 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.
Consolidated condensed statements of equity / repurchases and equity issuance · Filed 29/07/2026
In the year-to-date period, financing activities from continuing operations used cash of $400 million, reflecting the following transactions: •We incurred $434 million in net commercial paper borrowings.
MD&A / first-half 2026 commercial paper financing · 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.
MD&A / 2025 use of separation proceeds for debt redemption · 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.
MD&A / 2025 use of separation proceeds for term loan repayments · 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.
Compensation discussion / granted CEO performance award · 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).
Compensation discussion / 2025 annual incentive weighting · 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.
Compensation discussion / financial performance 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 / actual compensation and forfeited equity values · Filed 29/04/2026
Consistent with Fortive Accelerated strategy and prevailing practices of our updated peer group, we plan to implement the following enhancements in 2026 to strengthen pay-for-performance alignment, maintain market competitiveness, and continue our tradition of strong governance standards: CATEGORY CHANGES DETAILS Peer Group New peer group reflective of post-Separation size and industry · Removed the five largest companies by revenue to better align with our portfolio following the Separation Annual Incentive Personal Performance Factor to be changed to a modifier of Company Financial Factor (was previously a 20% additive component) · A modest +/- 10% modifier of Company Financial Factor strengthens the financial performance alignment Long-term Incentive Shift to mix of RSUs and PSUs · PSU mix for executive officers increasing from 50% to 60% to enhance pay-for-performance alignment Shift RSU vesting to 4-year graded vesting · Reflects competitive market practice among our new peer group and broader market.
Compensation discussion / planned 2026 compensation changes · Filed 29/04/2026
Aligns to our RSU plan for non-executive employees Remove opportunity for executive officers to earn “incremental” RSUs · For better market alignment Governance Practices Increase stock ownership guidelines · Increasing CEO stock ownership from 5x to 6x base salary and other executive officers from 3x to 4x base salary to reinforce ownership commitments and enhance shareholder alignment 50 | Fortive Corporation Proxy Summary Election of Directors Executive Compensation Ratification of Accounting Firm Additional Information 2025 Say-on-Pay Advisory Vote and Shareholder Engagement The Compensation Committee has a history of keeping an open dialogue with our investor community.
Compensation discussion / planned ownership guideline changes · 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 / extension of separation restructuring timetable · Filed 29/04/2026
We have separated our Chair and CEO positions, with an independent Chair
Corporate governance / independent Chair and separate CEO · Filed 29/04/2026
We maintain a majority vote requirement for the election of directors in uncontested elections
Corporate governance / majority voting requirement · 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 / completed 2025 Board assessment process · Filed 29/04/2026
The Compensation Committee has adopted a clawback policy that applies to our Section 16 officers (“executive officers”).
Compensation policies / adopted executive clawback policy · 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 recoupment · 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
