{"schemaVersion":1,"research":true,"symbol":"pnr","name":"PENTAIR plc","topic":"moat","path":"/stock/pnr/moat","status":"published","version":4,"updatedAt":"2026-10-18T14:52:30.001Z","locked":false,"publicFairValue":false,"fairValue":null,"moat":{"verdict":"uncertain","summary":"Pentair demonstrates realized pricing ability, but the supplied passages do not establish a durable economic moat. Price contributed 1.9% to growth in 2024, 4.0% in 2025 and 4.2% in first-half 2026. Distribution and quality advantages remain issuer assertions without demonstrated customer lock-in or competitive superiority. Pool destocking and falling volumes reveal channel vulnerability, while improving gross margins show some resilience. Neither establishes permanent competitive erosion or a durable structural advantage.","advantages":[{"mechanism":"intangible_assets","claim":"Pool distribution channels and quality reputation are plausible current advantages asserted by management. Repeated realized price increases support commercial differentiation, but do not establish that brands, technology or distribution create durable barriers.","durability":"Unestablished. The passages provide no comparative market-share history, demonstrated brand premium, exclusive distribution rights or quantified customer switching friction.","risks":"Price competition, distribution shifts and imitation could weaken differentiation. First-half 2026 channel destocking demonstrates exposure to distributor purchasing patterns; it does not prove customer defection. A customer-relationship impairment is specific adverse evidence, without enough context to generalize across Pentair.","invalidation":"The claimed advantage would be undermined by documented distributor losses, sustained market-share losses, or price concessions accompanied by persistent volume weakness after channel inventories normalize. Demonstrated repeat purchasing, durable price premiums or protected channel access would support upgrading the assessment.","competitors":[],"evidenceIds":["e1","e2","e3"],"counterEvidenceIds":["e4","e5","e6","e7"]}],"evidence":[{"id":"e1","sourceId":"filing-1","location":"Business / Pool / management assertion about distribution and quality","excerpt":"We believe our distribution channels and reputation for quality also provide us a competitive advantage."},{"id":"e2","sourceId":"filing-1","location":"MD&A / consolidated sales bridge / 2025 and 2024 realized price and volume","excerpt":"= Not Meaningful Net sales The components of the consolidated net sales change were as follows: 2025 vs 2024 2024 vs 2023 Volume (2.1) % (2.3) % Price 4.0 1.9 Core growth 1.9 (0.4) Acquisition/Divestiture (0.1) (0.1) Currency 0.5 — Total 2.3 % (0.5) % The 2.3 percent increase in consolidated net sales in 2025 from 2024 was primarily the result of: •increased selling prices across all of our segments to mitigate inflationary cost increases; •favorable foreign currency effects compared to the prior year; and •increased sales volume within our Pool segment due to higher demand compared to the prior year."},{"id":"e3","sourceId":"filing-2","location":"MD&A / second-quarter and first-half 2026 sales bridge and channel destocking","excerpt":"Other expense 0.7 1.5 (0.8) (53.3) % Net interest expense 39.5 37.6 1.9 5.1 % Income from continuing operations before income taxes 336.3 355.4 (19.1) (5.4) % Provision for income taxes 46.9 52.0 (5.1) (9.8) % Effective tax rate 13.9 % 14.6 % (0.7) pts Net sales The components of the consolidated net sales change from the prior period were as follows: Three months ended June 30, 2026 Six months ended June 30, 2026 over the prior year period over the prior year period Volume (20.6) % (12.8) % Price 3.3 4.2 Core growth (17.3) (8.6) Acquisition/Divestitures (0.3) (0.4) Currency 0.6 1.3 Total (17.0) % (7.7) % The 17.0 and 7.7 percent decreases in net sales in the second quarter and first half, respectively, of 2026 from 2025 were primarily driven by: •decreased sales volume primarily driven by destocking of channel inventory within our Pool segment; and •a business exit in the commercial business of our Water Solutions segment that occurred during the second quarter of 2025."},{"id":"e4","sourceId":"filing-1","location":"Risk factors / competition based on price and local relationships","excerpt":"Some of our competitors attempt to compete based primarily on price, localized expertise and local relationships, especially with respect to products and applications that do not require a great deal of engineering or technical expertise."},{"id":"e5","sourceId":"filing-1","location":"Risk factors / limits of intellectual-property protection","excerpt":"Intellectual property protections, however, may not preclude competitors from developing products like ours, or from challenging our names or products."},{"id":"e6","sourceId":"filing-1","location":"Financial statement notes / 2025 customer-relationship intangible impairment","excerpt":"The recorded amounts and estimated fair values of total debt, excluding unamortized issuance costs and discounts, at December 31 were as follows: 2025 2024 In millions Recorded Amount Fair Value Recorded Amount Fair Value Variable rate debt $ 852.7 $ 852.7 $ 843.8 $ 843.8 Fixed rate debt 800.0 828.2 819.3 814.3 Total debt $ 1,652.7 $ 1,680.9 $ 1,663.1 $ 1,658.1 Financial assets and liabilities measured at fair value on a recurring and nonrecurring basis were as follows: December 31, 2025 In millions Level 1 Level 2 Level 3 NAV Total Recurring fair value measurements Interest rate contract liabilities $ — $ (0.2) $ — $ — $ (0.2) Foreign currency contract liabilities — (68.8) — — (68.8) Deferred compensation plan assets 32.3 — — — 32.3 Contingent earn-out liabilities — — (8.0) — (8.0) Total recurring fair value measurements $ 32.3 $ (69.0) $ (8.0) $ — $ (44.7) Nonrecurring fair value measurements (1) 1) During the year ended December 31, 2025, we recorded an impairment charge on a definite-lived customer relationship intangible asset of $30.9 million."},{"id":"e7","sourceId":"filing-1","location":"Risk factors / potential shifts in distribution channels","excerpt":"Customer purchasing behavior may also shift by product mix in the market or result in a shift to new distribution channels."},{"id":"e8","sourceId":"filing-1","location":"MD&A / 2023–2025 consolidated operating results","excerpt":"27 CONSOLIDATED RESULTS OF OPERATIONS The consolidated results of operations were as follows: Years ended December 31 % / point change In millions 2025 2024 2023 2025 vs 2024 2024 vs 2023 Net sales $ 4,176.0 $ 4,082.8 $ 4,104.5 2.3 % (0.5) % Cost of goods sold 2,485.7 2,484.0 2,585.3 0.1 % (3.9) % Gross profit 1,690.3 1,598.8 1,519.2 5.7 % 5.2 % % of net sales 40.5 % 39.2 % 37.0 % 1.3 pts 2.2 pts Selling, general and administrative 736.9 701.4 680.2 5.1 % 3.1 % % of net sales 17.6 % 17.2 % 16.6 % 0.4 pts 0.6 pts Research and development 95.9 93.6 99.8 2.5 % (6.2) % % of net sales 2.3 % 2.3 % 2.4 % — pts (0.1) pts Operating income 857.5 803.8 739.2 6.7 % 8.7 % % of net sales 20.5 % 19.7 % 18.0 % 0.8 pts 1.7 pts Loss on sale of business 26.3 — — N.M."},{"id":"e9","sourceId":"filing-2","location":"MD&A / first-half 2026 gross and operating margins","excerpt":"= Not Meaningful 26 Table of Contents The consolidated results of operations for the six months ended June 30, 2026 and 2025 were as follows: Six months ended In millions June 30, 2026 June 30, 2025 $ Change % / Point Change Net sales $ 1,969.3 $ 2,133.5 $ (164.2) (7.7) % Cost of goods sold 1,140.9 1,273.6 (132.7) (10.4) % Gross profit 828.4 859.9 (31.5) (3.7) % % of net sales 42.1 % 40.3 % 1.8 pts Selling, general and administrative 403.7 390.4 13.3 3.4 % % of net sales 20.5 % 18.3 % 2.2 pts Research and development 48.2 48.7 (0.5) (1.0) % % of net sales 2.4 % 2.3 % 0.1 pts Operating income 376.5 420.8 (44.3) (10.5) % % of net sales 19.1 % 19.7 % (0.6) pts Loss on sale of business — 26.3 (26.3) N.M."},{"id":"e10","sourceId":"filing-2","location":"MD&A / pricing, productivity and tariff refunds offsetting declines","excerpt":"These decreases were partially offset by: •increased selling prices to mitigate impacts of inflation; •increased productivity; and •the positive impact of $11.2 million in refunds during the second quarter of 2026 associated with tariffs previously collected under IEEPA which partially mitigated inflationary costs increases."},{"id":"e11","sourceId":"filing-2","location":"Liquidity and capital resources / Pool early-buy discounts and payment terms","excerpt":"The magnitude of the sales spike has historically been partially mitigated within the Pool segment by employing advance sale “early buy” programs (generally including extended payment terms and/or additional discounts)."},{"id":"e12","sourceId":"filing-1","location":"Liquidity / 2023–2025 operating cash flow and capital expenditures","excerpt":"The following table is a reconciliation of free cash flow: Years ended December 31 In millions 2025 2024 2023 Net cash provided by operating activities of continuing operations $ 814.8 $ 766.9 $ 620.8 Capital expenditures of continuing operations (68.8) (74.4) (76.0) Proceeds from sale of property and equipment of continuing operations 2.4 0.6 5.6 Free cash flow from continuing operations $ 748.4 $ 693.1 $ 550.4 Net cash used for operating activities of discontinued operations — (0.2) (1.6) Free cash flow $ 748.4 $ 692.9 $ 548.8 Debt and Capital Pentair, Pentair Finance S.à r.l (“PFSA“) and Pentair, Inc."},{"id":"e13","sourceId":"filing-2","location":"Statements of changes in equity / first-half 2026 repurchases and equity issuance","excerpt":"5 Table of Contents Pentair plc and Subsidiaries Condensed Consolidated Statements of Changes in Equity (Unaudited) In millions Ordinary shares Additional paid-in capital Retained earnings Accumulated other comprehensive (loss) income Total Number Amount Balance - December 31, 2025 163.2 $ 1.7 $ 1,313.1 $ 2,822.6 $ (268.2) $ 3,869.2 Net income — — — 172.4 — 172.4 Other comprehensive income, net of tax — — — — 6.6 6.6 Dividends declared, $0.27 per share — — — (43.6) — (43.6) Share repurchases (2.0) — (200.0) — — (200.0) Exercise of options, net of shares tendered for payment — — 1.1 — — 1.1 Issuance of restricted shares, net of cancellations 0.5 — — — — — Shares surrendered by employees to pay taxes (0.1) — (11.3) — — (11.3) Share-based compensation — — 15.7 — — 15.7 Balance - March 31, 2026 161.6 $ 1.7 $ 1,118.6 $ 2,951.4 $ (261.6) $ 3,810.1 Net income — — — 128.6 — 128.6 Other comprehensive loss, net of tax — — — — (1.4) (1.4) Dividends declared, $0.27 per share — — — (43.1) — (43.1) Share repurchases (2.0) (0.1) (149.9) — — (150.0) Exercise of options, net of shares tendered for payment 0.1 — 1.6 — — 1.6 Issuance of restricted shares, net of cancellations (0.1) — — — — — Shares surrendered by employees to pay taxes — — (0.3) — — (0.3) Share-based compensation — — 3.8 — — 3.8 Balance - June 30, 2026 159.6 $ 1.6 $ 973.8 $ 3,036.9 $ (263.0) $ 3,749.3 In millions Ordinary shares Additional paid-in capital Retained earnings Accumulated other comprehensive (loss) income Total Number Amount Balance - December 31, 2024 164.8 $ 1.7 $ 1,501.7 $ 2,336.1 $ (276.6) $ 3,562.9 Net income — — — 154.9 — 154.9 Other comprehensive income, net of tax — — — — 3.0 3.0 Dividends declared, $0.25 per share — — — (41.2) — (41.2) Share repurchases (0.6) — (50.0) — — (50.0) Exercise of options, net of shares tendered for payment — — 0.6 — — 0.6 Issuance of restricted shares, net of cancellations 0.4 — — — — — Shares surrendered by employees to pay taxes (0.1) — (9.2) — — (9.2) Share-based compensation — — 12.6 — — 12.6 Balance - March 31, 2025 164.5 $ 1.7 $ 1,455.7 $ 2,449.8 $ (273.6) $ 3,633.6 Net income — — — 148.5 — 148.5 Other comprehensive loss, net of tax — — — — (0.5) (0.5) Dividends declared, $0.25 per share — — — (41.0) — (41.0) Share repurchases (0.7) — (75.0) — — (75.0) Exercise of options, net of shares tendered for payment 0.2 — (1.7) — — (1.7) Issuance of restricted shares, net of cancellations (0.1) — — — — — Shares surrendered by employees to pay taxes — — (0.3) — — (0.3) Share-based compensation — — 8.6 — — 8.6 Balance - June 30, 2025 163.9 $ 1.7 $ 1,387.3 $ 2,557.3 $ (274.1) $ 3,672.2 See accompanying notes to condensed consolidated financial statements."},{"id":"e14","sourceId":"filing-1","location":"Business / completed Hydra-Stop acquisition and cash consideration","excerpt":"On September 17, 2025, as part of our Flow reportable segment, we completed the acquisition of Hydra-Stop, LLC (“Hydra-Stop”) for $292.1 million in cash, net of cash acquired, and subject to customary adjustments."},{"id":"e15","sourceId":"filing-2","location":"Subsequent events / July 27, 2026 definitive Taco acquisition agreement","excerpt":"On July 27, 2026, as part of our Water Solutions reportable segment, we entered into a definitive agreement to acquire the issued and outstanding equity securities of Taco Group Holdings (“Taco”), for a purchase price of $1.425 billion, subject to customary adjustments contemplated by the definitive agreement."},{"id":"e16","sourceId":"filing-2","location":"Subsequent events / committed bridge financing for pending Taco acquisition","excerpt":"In connection with entering into the definitive agreement to acquire Taco, PFSA entered into a commitment letter, dated July 27, 2026 (the “Commitment Letter”), pursuant to which, among other things, the lender has committed to provide debt financing for the acquisition of Taco, consisting of a senior unsecured bridge facility of $1.4 billion (the “Bridge Facility”), on the terms and subject to the conditions set forth in the Commitment Letter."},{"id":"e17","sourceId":"filing-3","location":"Compensation discussion / approved 2025 CEO long-term incentive mix","excerpt":"Long-Term Incentives For 2025, the Compensation Committee approved a mix of long-term incentive awards for the CEO of performance share units at 75% and stock options at 25% of the long-term award value to provide a heightened emphasis for our CEO on compensation elements that are contingent on performance goals and increases in our share price."},{"id":"e18","sourceId":"filing-3","location":"Compensation discussion / 2025 annual incentive metrics and weights","excerpt":"Company-wide (Stauch and Fishman) Pentair Adjusted Operating Income (50% weight) + Pentair Revenue (30% weight) + Pentair Cash Flow (20% weight) (0-200%)* x Target Award Amount ($) x Sustainability Modifier (+/- 10%) = Annual Incentive Award Pool (Pedretti) Pool Income (40% weight) + Pool Revenue (20% weight) + Pentair Free Cash Flow (20% weight) + Pentair Adjusted Operating Income (20% weight) (0-200%)* x Target Award Amount ($) x Sustainability Modifier (+/- 10%) = Annual Incentive Award Flow (Wiggins) Flow Income (40% weight) + Flow Revenue (20% weight) + Pentair Free Cash Flow (20% weight) + Pentair Adjusted Operating Income (20% weight) (0-200%)* x Target Award Amount ($) x Sustainability Modifier (+/- 10%) = Annual Incentive Award 42 Pentair | 2026 Proxy Statement Compensation Discussion and Analysis Water Solutions (Chiu) Water Solutions Income (40% weight) + Water Solutions Revenue (20% weight) + Pentair Free Cash Flow (20% weight) + Pentair Adjusted Operating Income (20% weight) (0-200%)* x Target Award Amount ($) x Sustainability Modifier (+/- 10%) = Annual Incentive Award * For each measure, threshold performance is required for any payout; payouts begin at 50% of target."},{"id":"e19","sourceId":"filing-3","location":"Executive compensation / existing change-in-control acceleration provisions","excerpt":"Change in Control and Termination Provisions of Incentive Plans Change in Control Provisions The 2020 Plan and the most recent predecessor plan provide that, upon a change in control, unless an agreement between us and the executive provides for a more favorable result to the executive: uall outstanding options, restricted stock and restricted stock units that are not performance awards are immediately vested; uall outstanding performance awards (other than annual incentive awards) vest and are paid in full based on performance at the better of target or trend; and uall outstanding annual incentive awards are paid based on deemed full satisfaction of the performance goals."},{"id":"e20","sourceId":"filing-3","location":"Proxy statement / independent chair and director independence","excerpt":"The Board is committed to governance practices that serve our shareholders’ interests The Board is led by an independent Chair of the Board, and all directors, other than our CEO, are independent."},{"id":"e21","sourceId":"filing-3","location":"Shareholder engagement / implemented clawback expansion and 2025 say-on-pay result","excerpt":"In response to shareholder engagement during 2025, the Board took the following actions: uProvided additional disclosure about the Board’s oversight of emerging risks, including Artificial Intelligence (AI) (see page 23 for more information) uAdded a director skills matrix (see page 11 for more information) uExpanded our Clawback Policy to include cancellation or recoupment of time-vesting and performance-vesting equity awards in certain circumstances (see page 54 for more information) uProvided additional disclosure addressing the sustainability modifier to our MIP (see page 48 for more information) Say-on-Pay Shareholder support of our executive compensation program was reflected in our 2025 say-on-pay vote with 83.6% of votes cast in favor of our proposal."},{"id":"e22","sourceId":"filing-3","location":"Corporate governance / independent standing committees","excerpt":"2026 Proxy Statement | Pentair 19 Corporate Governance Committees of the Board The Board has three standing committees comprised solely of independent directors: the Audit and Finance Committee, the Compensation Committee, and the Governance Committee."},{"id":"e23","sourceId":"filing-2","location":"Financial statement notes / first-half restructuring and transformation costs","excerpt":"Restructuring and transformation-related costs included within Cost of goods sold and Selling, general and administrative expense in the Condensed Consolidated Statements of Operations and Comprehensive Income included the following: Three months ended Six months ended In millions June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Restructuring Initiatives Severance and related costs $ 32.9 $ 12.0 $ 46.1 $ 20.3 Other restructuring costs and related adjustments (1) 1.7 3.5 2.2 4.9 Total restructuring costs 34.6 15.5 48.3 25.2 Transformation Program Asset impairment and write-offs — 10.3 — 15.5 Other transformation costs (2) 17.5 12.5 29.0 21.6 Total transformation costs 17.5 22.8 29.0 37.1 Total restructuring and transformation costs $ 52.1 $ 38.3 $ 77.3 $ 62.3 (1) Other restructuring costs and related adjustments primarily consist of certain accruals and related refinements as well as various contract termination costs."},{"id":"e24","sourceId":"filing-1","location":"Business / short-cycle backlog and same-month orders and deliveries","excerpt":"The majority of our backlog is short cycle in nature with shipments within one year from when a customer places an order, and a substantial portion of our revenues has historically resulted from orders received and products delivered in the same month."},{"id":"e25","sourceId":"filing-2","location":"MD&A / Flow sales growth, acquisition contribution, pricing and volumes","excerpt":"28 Table of Contents Flow The net sales and segment income for Flow were as follows: Three months ended Six months ended In millions June 30, 2026 June 30, 2025 % / Point Change June 30, 2026 June 30, 2025 % / Point Change Net sales $ 263.7 $ 250.9 5.1% $ 521.8 $ 483.5 7.9% Segment income 69.8 54.8 27.4% 131.0 105.0 24.8% % of net sales 26.5 % 21.8 % 4.7 pts 25.1 % 21.7 % 3.4 pts Net sales The components of the change in Flow net sales from the prior period were as follows: Three months ended June 30, 2026 Six months ended June 30, 2026 over the prior year period over the prior year period Volume (3.2) % (2.2) % Price 2.4 3.0 Core growth (0.8) 0.8 Acquisition/Divestiture 4.9 4.6 Currency 1.0 2.5 Total 5.1 % 7.9 % The 5.1 and 7.9 percent increases in net sales for Flow in the second quarter and first half, respectively, of 2026 from 2025 were primarily driven by: •increased sales due to the acquisition of Hydra-Stop completed in the third quarter of 2025; •increased selling prices to mitigate inflationary cost increases; and •favorable foreign currency effects."}],"changes":["Retains the previous uncertain moat verdict and distinction between realized pricing and unproven structural protection.","Adds assessments of disclosed compensation and governance practices, including the adverse change-in-control acceleration provisions.","Adds the customer-relationship impairment, actual repurchases and pending Taco financing commitment to the evaluation of management and erosion risk."],"limitations":["All evidence comes from supplied issuer filings. Reported operating outcomes support numerical assessments, but management explanations do not independently establish competitive superiority.","No operating competitors are named in the competition passages. Acquired businesses, compensation advisers and directors' former employers are not treated as competitors.","The passages do not establish market shares, price premiums, exclusive channels, customer switching costs or comparative production costs. This is insufficient evidence of moat strength, rather than proof that the entire business has low barriers.","Customer retention is assessed indirectly from demand and volume outcomes; customer cohorts, renewal rates and reasons for the customer-relationship impairment are unavailable.","Customer pricing contracts and restrictions are not supplied. Supplier price-adjustment agreements do not establish customer-contract pricing rights.","Executive beneficial ownership and detailed long-term performance hurdles are not established by these passages; disclosed incentive structures do not demonstrate exceptional alignment.","Source dates are filing dates with dateKind filed. The latest supplied filing is July 28, 2026; it describes Taco as a pending acquisition, not a completed transaction.","Gross-margin gains also reflect productivity and tariff refunds. They cannot be attributed entirely to pricing or used alone to infer a moat."],"qualityAssessments":[{"category":"moat","checks":[{"criterion":"structural_advantage","grade":null,"rationale":"Realized pricing and an asserted distribution advantage do not establish protected customer access, proprietary superiority or another durable barrier.","evidenceIds":["e1","e2","e3","e5"]},{"criterion":"durability","grade":null,"rationale":"The supplied history supports repeated pricing actions but cannot establish how long a competitive advantage could persist.","evidenceIds":["e2","e3","e5"]},{"criterion":"customer_dependency","grade":null,"rationale":"Short-cycle ordering provides no demonstrated lock-in. The passages do not establish customer replacement costs or dependence on Pentair's products.","evidenceIds":["e24","e6"]},{"criterion":"erosion_resilience","grade":null,"rationale":"Pricing survives channel destocking, but the evidence cannot distinguish enduring competitive resilience from cost recovery and temporary channel effects.","evidenceIds":["e3","e9","e10"]}]},{"category":"pricing_power","checks":[{"criterion":"realized_pricing","grade":3,"rationale":"Reported price contributions were positive in 2024, 2025 and first-half 2026, including 4.2% in the latest half despite substantial volume weakness. This demonstrates implemented increases, principally described as inflation mitigation; it does not establish premium pricing or absence of demand elasticity.","evidenceIds":["e2","e3"]},{"criterion":"retention","grade":2,"rationale":"Indirect operating evidence is mixed: Pool demand increased in 2025, while consolidated volumes declined in both 2024 and 2025 and fell 12.8% in first-half 2026, primarily from Pool destocking. Continued sales at higher prices support ongoing demand, but these data cannot establish customer retention or attribute volume declines to pricing.","evidenceIds":["e2","e3"]},{"criterion":"margin_resilience","grade":2,"rationale":"Gross and operating margins improved through 2025. First-half 2026 gross margin rose 1.8 percentage points while operating margin fell 0.6 points and operating income declined 10.5%. Pricing and productivity helped, alongside $11.2 million of tariff refunds. Resilience is therefore mixed across profit measures.","evidenceIds":["e8","e9","e10"]},{"criterion":"contractual_freedom","grade":2,"rationale":"Implemented price increases and established early-buy programs using discounts or extended payment terms demonstrate practical discretion over commercial terms. That discretion is qualified by promotional concessions; the passages do not establish unrestricted repricing rights under customer contracts.","evidenceIds":["e2","e3","e11"]}]},{"category":"strong_management","checks":[{"criterion":"capital_discipline","grade":2,"rationale":"Operating cash generation increased through 2025 while capital expenditures declined. First-half 2026 repurchases reduced outstanding shares despite equity issuance. However, the customer-relationship impairment, completed $292.1 million acquisition and subsequent $1.425 billion Taco commitment with $1.4 billion bridge financing make the record mixed; acquisition returns and buyback value are unestablished.","evidenceIds":["e12","e13","e6","e14","e15","e16"]},{"criterion":"incentive_alignment","grade":2,"rationale":"The approved 2025 CEO incentive mix emphasized performance units and options, and annual awards incorporated income, revenue and cash flow. Expanded clawbacks strengthen accountability. Existing change-in-control provisions nevertheless accelerate vesting and deem some performance conditions satisfied. Actual structures are disclosed, but executive ownership and exceptional long-term alignment are not established.","evidenceIds":["e17","e18","e19","e21"]},{"criterion":"execution","grade":2,"rationale":"Operating results indirectly support execution: cash generation and operating income improved through 2025, and Flow grew in first-half 2026. The latest consolidated sales and operating-income declines, ongoing volume weakness and higher restructuring costs temper that record. Flow growth included acquisitions and currency, and transformation benefits are not isolated from pricing or refunds.","evidenceIds":["e8","e12","e9","e23","e25","e10"]},{"criterion":"governance","grade":2,"rationale":"The proxy discloses an independent chair, independent directors other than the CEO, independent committees and an implemented clawback expansion. These are substantive safeguards, balanced against change-in-control award acceleration. 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