# Roper Technologies (ROP) - Recent Events ## Filings that contain financial statements Roper furnishes each quarterly earnings release as Exhibit 99.1 to a Form 8-K. Each contains condensed consolidated statements of earnings and cash flows and a condensed balance sheet (unaudited), plus non-GAAP reconciliations: - Form 8-K filed October 22, 2026, accession 0000882835-26-000042: third quarter ended September 30, 2026 (balance sheet at September 30, 2026 and December 31, 2025; statements of earnings; statements of cash flows). - Form 8-K filed July 23, 2026, accession 0000882835-26-000031: second quarter ended June 30, 2026 (statements of earnings and cash flows; balance sheet). - Form 8-K filed April 23, 2026, accession 0000882835-26-000015: first quarter ended March 31, 2026 (statements of earnings and cash flows; balance sheet). - Form 8-K filed January 27, 2026, accession 0000882835-26-000003: fourth quarter and full year ended December 31, 2025 (statements of earnings and cash flows; balance sheet). ## Earnings and guidance - **October 22, 2026 - third quarter 2026 results (0000882835-26-000042).** Revenue rose 8% to $2.17 billion (organic +7%, acquisitions +1%). GAAP net earnings rose 22% to $485 million; adjusted net earnings rose 5% to $586 million; adjusted EBITDA rose 7% to $864 million (39.8% margin, down 40 basis points). GAAP diluted EPS was $4.88 (up 33%) and adjusted diluted EPS $5.89 (up 15%). Full-year 2026 adjusted diluted EPS guidance was raised to $22.35 - $22.40 from $22.15 - $22.30; fourth-quarter adjusted diluted EPS is expected at $5.95 - $6.00. Guidance excludes unannounced acquisitions or divestitures, proceeds from Indicor's pending sale of its Cornell Pump and Roper Pump businesses, and potential share repurchases. - **July 23, 2026 - second quarter 2026 results (0000882835-26-000031).** Revenue rose 9% to $2.11 billion (organic +5%, acquisitions +3%). GAAP diluted EPS rose 233% to $11.62 (GAAP net earnings $1,168 million versus $378 million a year earlier, driven by the fair-value gain on the Indicor equity investment); adjusted diluted EPS rose 10% to $5.38. Operating cash flow rose 16% to $469 million and adjusted free cash flow rose 11% to $447 million. Full-year adjusted diluted EPS guidance was raised to $22.15 - $22.30 from $21.80 - $22.05; revenue growth outlook raised to 8%+ (from about 8%) and organic growth to about 6% (from 5% - 6%). - **April 23, 2026 - first quarter 2026 results (0000882835-26-000015).** Revenue rose 11% to $2.10 billion (organic +6%, acquisitions +5%). GAAP net earnings rose 54% to $509 million; adjusted diluted EPS rose 8% to $5.16. Operating cash flow was $592 million and free cash flow $562 million. Full-year adjusted diluted EPS guidance was raised to $21.80 - $22.05 from $21.30 - $21.55. - **January 27, 2026 - fourth quarter and full-year 2025 results; initial 2026 guidance (0000882835-26-000003).** Full-year 2025 revenue rose 12% to $7.90 billion (organic +5%); GAAP net earnings fell 1% to $1.54 billion; adjusted EBITDA rose 11% to $3.14 billion. 2026 guidance was initiated at adjusted diluted EPS of $21.30 - $21.55, total revenue growth of about 8% and organic growth of 5% - 6%. - **October 23, 2025 - third quarter 2025 results and new repurchase program (0000882835-25-000041).** Revenue rose 14% to $2.02 billion; the release (0000882835-25-000041) announced that the Board authorized the repurchase of up to $3 billion of common stock. ## M&A and the Indicor investment - **Indicor Instrumentation sale - closed August 26, 2026.** Roper's 43.4%-owned equity investment, Indicor, completed the sale of its instrumentation businesses to AMETEK, Inc. at an enterprise value of $5.0 billion; Roper received pre-tax cash proceeds of $1,239.2 million and expects about $33 million more on escrow release. The third quarter release states Roper received $1.2 billion of proceeds. No separate Form 8-K reported this; the facts appear in the earnings release (0000882835-26-000042) and the quarterly report on Form 10-Q filed November 2, 2026 (0000882835-26-000047). - **Indicor Flow Controls sale - signed, not closed.** On August 10, 2026 Indicor agreed to sell Cornell Pump and Roper Pump to Xylem Inc. at an enterprise value of about $1.46 billion, subject to customary conditions including regulatory approvals, expected to close in the fourth quarter of 2026. Roper expects pre-tax cash proceeds of about $600 million (about $480 million after income taxes). Source: Form 10-Q (0000882835-26-000047). - **Bolt-on acquisitions - closed.** The third quarter release states Roper deployed $436 million toward three bolt-on acquisitions for its iPipeline, Procare and Strata businesses. The Form 10-Q reports that on August 26, 2026 Roper acquired Project Source Bidco Limited ("Origo"), a UK pension-connectivity software provider integrated into iPipeline, for $308.1 million, and on September 14, 2026 acquired Carline Inc. ("Playground"), AI-enabled child care management software integrated into Procare, for $140.0 million (both net of cash acquired and certain liabilities assumed). For the nine months ended September 30, 2026, Roper completed four acquisitions totaling $488.7 million. (0000882835-26-000042; 0000882835-26-000047.) ## Capital actions - **Share repurchases.** The Board authorized a $3 billion repurchase program in October 2025 and an additional $3 billion in April 2026 (announced April 23, 2026, 0000882835-26-000015). In the first quarter Roper repurchased 4.3 million shares for $1.5 billion (0000882835-26-000015) and in the second quarter 3.6 million shares for $1.2 billion (0000882835-26-000031). For the nine months ended September 30, 2026 it repurchased 7.865 million shares for $2,724.1 million (average $346.34); no repurchases were made in the third quarter, and $2,775.9 million of authorization remained at September 30, 2026 (Form 10-Q, 0000882835-26-000047). - **New credit facility - March 30, 2026 (Form 8-K filed April 1, 2026, 0001193125-26-138072).** Roper entered a new five-year $3.50 billion unsecured revolving credit facility (JPMorgan Chase Bank, N.A. as administrative agent), replacing its $3.50 billion facility dated July 21, 2022; $2.0 billion of principal was outstanding under the prior facility at termination. Term SOFR loans bear a spread of 0.795% - 1.300% (0.920% at the current rating); the facility requires a Total Debt to Total Capital ratio of 0.65 to 1.00 or less. - **Senior notes - August 12, 2025 (0001193125-25-178683).** Roper issued $2.0 billion of senior unsecured notes: $500 million of 4.250% notes due 2028, $500 million of 4.450% notes due 2030 and $1.0 billion of 5.100% notes due 2035. ## Governance - **October 1, 2026 - new director (0000882835-26-000039).** The Board elected Abhijit Dubey, Chief Executive Officer and Chief AI Officer of NTT DATA, Inc., as a director effective October 1, 2026, for a term expiring at the 2027 annual meeting. - **May 19, 2026 - annual meeting (0001193125-26-230480).** Shareholders elected all nine nominees, approved an amendment to the 2021 Incentive Plan adding 14,150,000 shares, and approved an amended and restated Employee Stock Purchase Plan (adding 1,000,000 shares; maximum payroll deduction raised from 10% to 15% and purchase discount from 10% to 15%). A shareholder proposal for a strategic review of a proposed spin-off of the Application Software and Network Software segments was not approved (536,956 for; 88,537,496 against; 510,953 abstentions). - **August 10, 2026 - 401(k) blackout notice (0001193125-26-342309).** Because recordkeeping for the 401(k) plans moves from Vanguard to Fidelity effective October 2, 2026, a blackout period was scheduled from September 25, 2026 to the week of October 18, 2026; directors and executive officers are restricted from trading Roper equity securities during it. - **April 14, 2025 (0000882835-25-000013) and June 11, 2025 (0001193125-25-139176).** Director Christopher Wright, on the Board since 1991, gave notice of retirement effective at the June 10, 2025 annual meeting, reducing the Board to nine; the 2025 annual meeting results were reported June 11, 2025.