الإحصائيات الأساسية
LEI | 635400FJE6GSOJUSNY27 |
CIK | 1967680 |
SEC Filings
SEC Filings (Chronological Order)
August 7, 2025 |
exhibit101sylviasteinagr 1 Separation Agreement and General Release You, Sylvia Stein, Senior Vice President and Chief Legal Officer, and VL Employment LLC (formerly known as DH EAS Employment LLC), dba Veralto (the “Company”) agree as follows: 1. |
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August 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 1, 2025 Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 (Commission File |
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July 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 28, 2025 Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 (Commission File |
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July 28, 2025 |
Exhibit 99.1 Veralto Reports Second Quarter 2025 Results WALTHAM, Mass., (July 28, 2025) – Veralto (NYSE: VLTO) (the “Company”), a global leader in essential water and product quality solutions dedicated to Safeguarding the World's Most Vital Resources™ announced results for the second quarter ended July 4, 2025. Key Second Quarter 2025 Results •Sales increased 6.4% year-over-year to $1,371 millio |
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July 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 4, 2025 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41770 VERALTO CORPORATI |
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May 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 001-41770 92-1941413 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 225 Wyman St., Suite 250 Waltham, MA 02451 (Address of Principal Executive Offi |
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May 30, 2025 |
exhibit-veraltocorporati Exhibit 1.01 Veralto Corporation Conflict Minerals Report For the reporting period from January 1, 2024 to December 31, 2024 This Conflict Minerals Report (the “Report”) of Veralto Corporation (the “Company”) has been prepared pursuant to Rule 13p-1 and Form SD (the “Rule”) promulgated under the Securities Exchange Act of 1934, as amended, for the reporting period January |
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May 27, 2025 |
11-K 1 vlto-20241231xvsp11xk.htm 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ¨ TRANSITION R |
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May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 14, 2025 Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 (Commission File N |
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May 15, 2025 |
of Incorporation of Veralto Corporation SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF VERALTO CORPORATION (a Delaware corporation) Veralto Corporation (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies as follows: 1. |
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May 15, 2025 |
Second Amended and Restated Bylaws of Veralto Corporation SECOND AMENDED AND RESTATED BYLAWS OF VERALTO CORPORATION (a Delaware corporation) Effective May 14, 2025 Exhibit 3. |
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April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 4, 2025 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41770 VERALTO CORPORAT |
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April 30, 2025 |
ex991arclawbackpolicymar 1 Exhibit 99.1 VERALTO CORPORATION CLAWBACK POLICY Adopted as of October 2, 2023, as Amended on March 4, 2025 This Clawback Policy (this “Policy”), adopted by Veralto Corporation (“Veralto” or the “Company”), relates to the Company’s right to recover compensation previously paid in certain circumstances, including the recovery of Erroneously Awarded Compensation (as define |
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April 29, 2025 |
Exhibit 99.1 Veralto Reports First Quarter 2025 Results WALTHAM, Mass., (April 29, 2025) – Veralto (NYSE: VLTO) (the “Company”), a global leader in essential water and product quality solutions dedicated to Safeguarding the World's Most Vital Resources™ announced results for the first quarter ended April 4, 2025. Key First Quarter 2025 Results •Sales increased 6.9% year-over-year to $1,332 million |
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April 29, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 29, 2025 Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 (Commission File |
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March 28, 2025 |
defa14acoverfinal UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☒ Filed by the Registrant ☐ Filed by a Party other than the Registrant Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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March 28, 2025 |
Safeguarding the World’s Most Vital Resources™ 2024 Annual Report 2024 Annual Report - CEO Letter to Shareholders Dear Fellow Shareholders, As concerns around the availability and quality of water grow, and as demand for healthier, more traceable food and beverages increases, there has never been a more important time for a company like Veralto. |
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March 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☒ Filed by the Registrant ☐ Filed by a Party other than the Registrant Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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March 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☒ Filed by the Registrant ☐ Filed by a Party other than the Registrant Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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February 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41770 VERALTO CORPOR |
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February 25, 2025 |
Veralto Corporation Insider Trading Policy Exhibit 19.1 Adopted August 24, 2023 VERALTO CORPORATION INSIDER TRADING POLICY 1. BACKGROUND AND PURPOSE The U.S. federal securities laws prohibit all directors and employees of Veralto Corporation and its subsidiaries (collectively, “Veralto” or the “Company”) from purchasing or selling Company securities on the basis of material non-public information concerning the Company, or from tipping mat |
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February 25, 2025 |
Exhibit 10.30 SECOND AMENDMENT TO THE SENIOR LEADERS SEVERANCE PAY PLAN OF VERALTO CORPORATION AND ITS AFFILIATED COMPANIES WHEREAS, Veralto Corporation (the “Company”) has previously established and adopted the Senior Leaders Severance Pay Plan of Veralto Corporation and Its Affiliated Companies in effect on October 1, 2023, as amended from time to time (the “Plan”) for the benefit of eligible do |
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February 25, 2025 |
Form of Veralto Corporation Restricted Stock Unit Agreement Exhibit 10.21 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT Unless otherwise defined herein, the terms defined in the Veralto Corporation 2023 Omnibus Incentive Plan (the “Plan”) will have the same defined meanings in this Restricted Stock Unit Agreement (the “Agreement”). I. NOTICE OF GRANT Name: Employee ID: The undersigned Participant has been granted an Award |
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February 25, 2025 |
Form of Veralto Corporation Restricted Stock Unit Agreement for Non-Employee Directors Exhibit 10.25 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT (Non-Employee Directors) Unless otherwise defined herein, the terms defined in the Veralto Corporation 2023 Omnibus Incentive Plan (the "Plan") will have the same defined meanings in this Restricted Stock Unit Agreement (the “Agreement”). I. NOTICE OF GRANT Name: Director ID: The undersigned Participant h |
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February 25, 2025 |
Form of Veralto Corporation Stock Option Agreement Exhibit 10.20 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN STOCK OPTION AGREEMENT Unless otherwise defined herein, the terms defined in the Veralto Corporation 2023 Omnibus Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Agreement (the “Agreement”). I. NOTICE OF STOCK OPTION GRANT Name: Employee ID: The undersigned Optionee has been granted Options to purcha |
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February 25, 2025 |
Form of Veralto Corporation Stock Option Agreement for Non-Employee Directors Exhibit 10.24 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN STOCK OPTION AGREEMENT (Non-Employee Directors) Unless otherwise defined herein, the terms defined in the Veralto Corporation 2023 Omnibus Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Agreement (the “Agreement”). 1. NOTICE OF STOCK OPTION GRANT Name: Director ID: The undersigned Optionee has been |
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February 25, 2025 |
Exhibit 21.1 Veralto Corporation Subsidiaries of the Registrant Name Jurisdiction of Organization AB Sciex Thailand Thailand Advanced Vision Technology (A.V.T.) Ltd. Israel Aguasin SpA Chile Alltec Angewandte Laserlicht Technologie GmbH Germany AppliTek NV Belgium Aquafine Corporation United States Aquatic Informatics ULC. Canada AVT EMEA BV Belgium BioTector Analytical Systems Limited Ireland Blu |
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February 25, 2025 |
Form of Veralto Corporation Performance Stock Unit Agreement Exhibit 10.22 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN FORM OF PERFORMANCE STOCK UNIT AGREEMENT Unless otherwise defined herein, the terms defined in the Veralto Corporation 2023 Omnibus Incentive Plan (the “Plan”) will have the same defined meanings in this Performance Stock Unit Agreement (the “Agreement”). I. NOTICE OF GRANT Name: Employee ID: The undersigned Participant has been granted |
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February 4, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 4, 2025 Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 (Commission Fi |
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February 4, 2025 |
Exhibit 99.1 VERALTO REPORTS FOURTH QUARTER AND FULL YEAR 2024 RESULTS WALTHAM, Mass., (February 4, 2025) – Veralto (NYSE: VLTO) (the “Company”), a global leader in essential water and product quality solutions dedicated to Safeguarding the World's Most Vital Resources™ announced results for the fourth quarter ended December 31, 2024. Key Fourth Quarter 2024 Results •Sales increased 4.4% year-over |
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October 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 27, 2024 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41770 VERALTO COR |
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October 24, 2024 |
Exhibit 4.4 Form of Subordinated Note (FACE OF SECURITY) [Each Global Security shall bear substantially the following legend: UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SECURITIES IN DEFINITIVE REGISTERED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE |
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October 24, 2024 |
Form of Subordinated Indenture Exhibit 4.2 VERALTO CORPORATION and Trustee INDENTURE Dated as of SUBORDINATED DEBT SECURITIES CROSS-REFERENCE TABLE 1 Section of Trust Indenture Act of 1939, as amended Section of Indenture 310(a) ..................................................................................................................... 6.09 310(b) ........................................................................ |
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October 24, 2024 |
EX-FILING FEES 2 vlto-2024shelfxex107xfil.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Veralto Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Agg |
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October 24, 2024 |
Exhibit 4.1 VERALTO CORPORATION and Trustee INDENTURE Dated as of SENIOR DEBT SECURITIES CROSS-REFERENCE TABLE1 Section of Trust Indenture Act of 1939, as amended Section of Indenture 310(a) ................................................................................................................ 6.09 310(b) .................................................................................... |
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October 24, 2024 |
As filed with the Securities and Exchange Commission on October 24, 2024 S-3ASR 1 vltos-3102424.htm S-3ASR As filed with the Securities and Exchange Commission on October 24, 2024 Registration No. 333 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 VERALTO CORPORATION (Exact name of registrant as specified in its charter) Delaware 92-1941413 (State or other jurisdiction of incorpor |
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October 24, 2024 |
Exhibit 4.3 Form of Senior Note (FACE OF SECURITY) [Each Global Security shall bear substantially the following legend: UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SECURITIES IN DEFINITIVE REGISTERED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE |
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October 23, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 23, 2024 Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 (Commission Fi |
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October 23, 2024 |
Exhibit 99.1 VERALTO REPORTS THIRD QUARTER 2024 RESULTS WALTHAM, Mass., (October 23, 2024) – Veralto (NYSE: VLTO) (the “Company”), a global leader in essential water and product quality solutions dedicated to Safeguarding the World's Most Vital Resources™ announced results for the third quarter ended September 27, 2024. Key Third Quarter 2024 Results •Sales increased 4.7% year-over-year to $1,314 |
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August 5, 2024 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-281056 PROSPECTUS VERALTO CORPORATION Offers to Exchange New Notes Set Forth Below Registered Under the Securities Act of 1933, as amended, for Any and All Corresponding Outstanding Old Notes Set Forth Opposite Below New Notes Old Notes $700,000,000 5.500% Senior Notes due 2026 CUSIP/ISIN: 92338C AB9 / US92338CAB90 $700,00 |
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August 1, 2024 |
Veralto Corporation 255 Wyman Street, Suite 250 Waltham, MA 02451 August 1, 2024 Veralto Corporation 255 Wyman Street, Suite 250 Waltham, MA 02451 August 1, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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July 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 2024 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41770 VERALTO CORPORAT |
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July 26, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-4 (Form Type) Veralto Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Proposed Maximum Aggregate Offering Price (1) Fee Rate Amount of Registration Fee (2) Fees to Be Paid Debt 5. |
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July 26, 2024 |
Exhibit 99.1 LETTER OF TRANSMITTAL To Tender for Exchange $700,000,000 aggregate principal amount 5.500% Senior Notes due 2026 (Rule 144A CUSIP/ISIN: 92338C AA1 / US92338CAA18) (Regulation S CUSIP/ISIN: U9226N AA3 / USU9226NAA38) $700,000,000 aggregate principal amount 5.350% Senior Notes due 2028 (Rule 144A CUSIP/ISIN: 92338C AC7 / US92338CAC73) (Regulation S CUSIP/ISIN: U9226N AB1 / USU9226NAB11 |
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July 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM T-1 Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) DEUTSCHE BANK TRUST COMPANY AMERICAS (formerly BANKERS TRUST COMPANY) (Exact name of trustee as specified |
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July 26, 2024 |
As filed with the Securities and Exchange Commission on July 26, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on July 26, 2024 Registration No. |
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July 25, 2024 |
Exhibit 99.1 Veralto Reports Second Quarter 2024 Results WALTHAM, Mass., (July 25, 2024) – Veralto (NYSE: VLTO) (the “Company”), a global leader in essential water and product quality solutions dedicated to Safeguarding the World's Most Vital Resources™, announced results for the second quarter ended June 28, 2024. Key Second Quarter 2024 Results •Sales increased 2.8% year-over-year to $1,288 mill |
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July 25, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 25, 2024 Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 (Commission File |
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July 16, 2024 |
Exhibit 99.1 Veralto Announces Appointment of Vijay Sankaran to Board of Directors New independent director brings extensive executive management and digital technology leadership WALTHAM, Mass. (July 16, 2024) – Veralto (NYSE: VLTO), a global leader in essential water and product quality solutions dedicated to Safeguarding the World's Most Vital Resources™, has appointed Vijay Sankaran to its boa |
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July 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 16, 2024 (July 12, 2024) Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 ( |
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June 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from September 30, 2023 (inception) fiscal year ended December 31, 2023 OR ¨ TRANSIT |
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May 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 21, 2024 Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 (Commission File N |
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April 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 29, 2024 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41770 VERALTO CORPORA |
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April 24, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 23, 2024 Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 (Commission File |
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April 24, 2024 |
Exhibit 99.1 VERALTO REPORTS FIRST QUARTER 2024 RESULTS WALTHAM, Mass., (April 23, 2024) – Veralto (NYSE: VLTO) (the “Company”), a global leader in essential water and product quality solutions dedicated to Safeguarding the World's Most Vital Resources™ announced results for the first quarter ended March 29, 2024. Key First Quarter 2024 Results •Sales increased 1.8% year-over-year to $1,246 millio |
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March 29, 2024 |
CEO Letter to Shareholders Dear Fellow Shareholders, 2023 was an historic year for Veralto as we successfully executed our separation from Danaher and achieved a record level of sales at just over $5 billion, with nearly 60% of our sales in recurring revenue. |
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March 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☒ Filed by the Registrant ☐ Filed by a Party other than the Registrant Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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March 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☒ Filed by the Registrant ☐ Filed by a Party other than the Registrant Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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February 28, 2024 |
Exhibit 97.1 VERALTO CORPORATION CLAWBACK POLICY Adopted as of October 2, 2023 This Clawback Policy (this “Policy”), adopted by Veralto Corporation (“Veralto” or the “Company”), relates to the Company’s right to recover compensation previously paid in certain circumstances, including the recovery of Erroneously Awarded Compensation (as defined below) in accordance with Section 303A.14 of the New Y |
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February 28, 2024 |
As filed with the Securities and Exchange Commission on February 28, 2024 As filed with the Securities and Exchange Commission on February 28, 2024 Registration No. |
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February 28, 2024 |
Offer of Employment Letter, dated as of April 10, 2023, between Veralto Corporation and Sylvia Stein EXHIBIT 10.17 DH EAS Employment LLC April 10, 2023 Sylvia Stein Dear Sylvia: Congratulations! I am delighted to extend you an offer of employment with DH EAS Employment LLC (the "Company''). As you know, Danaher Corporation ("Danaher") has announced that its environmental and applied solutions segments will be spun off to become an independent publicly traded company (the "Separation"). Upon the c |
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February 28, 2024 |
Form of Veralto Corporation Performance Stock Unit Agreement Exhibit 10.22 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN FORM OF PERFORMANCE STOCK UNIT AGREEMENT Unless otherwise defined herein, the terms defined in the Veralto Corporation 2023 Omnibus Incentive Plan (the “Plan”) will have the same defined meanings in this Performance Stock Unit Agreement (the “Agreement”). I.NOTICE OF GRANT Name: Employee ID: The undersigned Participant has been granted |
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February 28, 2024 |
Exhibit 10.1 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN 1.Purpose of the Plan. Veralto Corporation, a Delaware corporation, wishes to recruit and retain Employees, Consultants and Directors. To further these objectives, the Company established the Veralto 2023 Omnibus Incentive Plan. Under the Plan, the Company may make grants of Options, Stock Appreciation Rights, Restricted Stock Units (inc |
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February 28, 2024 |
Description of Securities Registered under Section 12 of the Exchange Act Exhibit 4.5 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT The following summary of the capital stock of Veralto Corporation does not purport to be complete and is qualified in its entirety by reference to our amended and restated certificate of incorporation, amended and restated bylaws, each of which is incorporated by reference as an exhibit to the Annual Report on Fo |
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February 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41770 VERALTO CORPOR |
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February 28, 2024 |
Exhibit 21.1 Veralto Corporation Subsidiaries of the Registrant Name Jurisdiction of Organization Advanced Vision Technology (A.V.T.) Ltd. Israel Aguasin SpA Chile Alltec Angewandte Laserlicht Technologie GmbH Germany AppliTek NV Belgium Aquafine Corporation United States Aquatic Informatics ULC. Canada AVT EMEA BV Belgium BioTector Analytical Systems Limited Ireland Blue Software, LLC United Stat |
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February 28, 2024 |
Exhibit 10.5 Veralto Corporation & Subsidiaries Savings Plan Effective September 30, 2023 INDEX TO THE VERALTO CORPORATION & SUBSIDIARIES SAVINGS PLAN INDEX TO THE VERALTO CORPORATION & SUBSIDIARIES SAVINGS PLAN Page ARTICLE I DEFINITIONS...........................................................................................................1 ARTICLE II PARTICIPATION............................. |
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February 14, 2024 |
VLTO / Veralto Corporation / RALES STEVEN M - SC 13G/A Passive Investment SC 13G/A 1 d669647dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2. Under the Securities Exchange Act of 1934 (Amendment No. 1)* Veralto Corporation (Name of Issuer) Common Stock, par valu |
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February 13, 2024 |
VLTO / Veralto Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Veralto Corp Title of Class of Securities: Common Stock CUSIP Number: 92338C103 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 1 |
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February 6, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 6, 2024 Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 (Commission Fi |
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February 6, 2024 |
Exhibit 99.1 VERALTO REPORTS FOURTH QUARTER AND FULL YEAR 2023 RESULTS WALTHAM, Mass., (February 6, 2024) – Veralto (NYSE: VLTO) (the “Company”), a global leader in essential water and product quality solutions dedicated to Safeguarding the World's Most Vital Resources™ announced results for the fourth quarter ended December 31, 2023. Key Fourth Quarter 2023 Results •Sales increased 3.3% year-over |
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December 20, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 20, 2023 Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 (Commission F |
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December 20, 2023 |
Veralto Announces Quarterly Dividend Exhibit 99.1 Veralto Announces Quarterly Dividend WALTHAM, Mass. (December 20, 2023) – Veralto (NYSE: VLTO), a global leader in essential water and product quality solutions dedicated to Safeguarding the World's Most Vital Resources™, announced today that its board of directors has approved a quarterly cash dividend of $0.09 per share of its common stock, payable on January 31, 2024 to holders of |
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December 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 12, 2023 Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 (Commission F |
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December 15, 2023 |
First Amendment to Veralto Corporation Senior Leaders Severance Pay Plan Exhibit 10.1 FIRST AMENDMENT TO THE SENIOR LEADERS SEVERANCE PAY PLAN OF VERALTO CORPORATION AND ITS AFFILIATED COMPANIES WHEREAS, Veralto Corporation (the “Company”) has previously established and adopted the Senior Leaders Severance Pay Plan of Veralto Corporation and Its Affiliated Companies in effect on October 1, 2023 (the “Plan”) for the benefit of eligible domestic (United States) senior le |
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November 13, 2023 |
VLTO / Veralto Corp / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment SC 13G 1 tv0005-veraltocorp.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Veralto Corp Title of Class of Securities: Common Stock CUSIP Number: 92338C103 Date of Event Which Requires Filing of this Statement: October 31, 2023 Check the appropriate box to designate the rule pursuant to which this Sch |
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November 3, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 3, 2023 Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 (Commission Fi |
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November 3, 2023 |
Veralto to Participate in Baird’s 2023 Global Industrial Conference Exhibit 99.1 Veralto to Participate in Baird’s 2023 Global Industrial Conference WALTHAM, Mass., (November 3, 2023) – Veralto (NYSE: VLTO), a global leader in essential water and product quality solutions dedicated to Safeguarding the World's Most Vital Resources™ announced that it will participate in Baird’s 2023 Global Industrial Conference. Jennifer L. Honeycutt, President and Chief Executive O |
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October 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2023 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41770 VERALTO COR |
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October 25, 2023 |
Exhibit 99.1 VERALTO REPORTS THIRD QUARTER 2023 RESULTS WALTHAM, Mass., (October 25, 2023) – Veralto (NYSE: VLTO) (the “Company”), a global leader in essential water and product quality solutions dedicated to Safeguarding the World's Most Vital Resources™ announced results for the third quarter ended September 29, 2023. Net earnings refer to net earnings attributable to common shareholders. Key Th |
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October 25, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 25, 2023 Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 (Commission Fi |
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October 12, 2023 |
Veralto Schedules Third Quarter 2023 Earnings Call Exhibit 99.1 Veralto Schedules Third Quarter 2023 Earnings Call WALTHAM, Mass. (Oct. 12, 2023) – Veralto (NYSE: VLTO), a global leader in essential water and product quality solutions dedicated to Safeguarding the World's Most Vital Resources™, announced that it will release its third quarter 2023 results at 5:30 p.m. (ET) on Wednesday, October 25, 2023, and will webcast its third quarter 2023 ear |
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October 12, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 12, 2023 Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 (Commission Fi |
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October 10, 2023 |
DE:RZ2 / Veralto Corp / RALES STEVEN M Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2. Under the Securities Exchange Act of 1934 (Amendment No. )* Veralto Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Sec |
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October 2, 2023 |
Exhibit 10.3 TRANSITION SERVICES AGREEMENT by and between DANAHER CORPORATION and VERALTO CORPORATION Dated as of September 29, 2023 This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of September 29, 2023, is entered into by and between Danaher Corporation (“Danaher”), a Delaware corporation, and Veralto Corporation, a Delaware corporation (“Veralto”). “Party” or “Parties” means Dana |
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October 2, 2023 |
Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF VERALTO CORPORATION (a Delaware corporation) Effective September 29, 2023 TABLE OF CONTENTS Article I Offices Section 1.01 Registered Office 5 Section 1.02 Other Offices 5 Article II Meetings of the Stockholders Section 2.01 Place of Meetings 5 Section 2.02 Annual Meeting 5 Section 2.03 Special Meetings 5 Section 2.04 Record Date 6 Section 2.05 Notice of |
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October 2, 2023 |
Exhibit 99.2 Veralto Begins Trading as Public Company Spun off from Danaher and carrying a legacy of operational excellence, new business seeks growth by Safeguarding the World’s Most Vital Resources™ WALTHAM, Mass. (Oct. 2, 2023) – Today marked the first day of regular way trading for Veralto (NYSE: VLTO) as it begins its new journey as a publicly traded company. Veralto separated from its former |
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October 2, 2023 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF VERALTO CORPORATION (a Delaware corporation) Veralto Corporation (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies as follows: 1. The name of the Corporation is Veralto Corporation. The Corporation was originally incorporated under the n |
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October 2, 2023 |
Exhibit 10.1 EMPLOYEE MATTERS AGREEMENT by and between DANAHER CORPORATION And VERALTO CORPORATION Dated as of September 29, 2023 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION Section 1.1 General 1 Section 1.2 References; Interpretation 6 ARTICLE II GENERAL PRINCIPLES Section 2.1 Nature of Liabilities 7 Section 2.2 Transfers of Employees and Independent Contractors Generally 7 Se |
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October 2, 2023 |
Exhibit 2.1 SEPARATION AND DISTRIBUTION AGREEMENT by and between DANAHER CORPORATION and VERALTO CORPORATION Dated as of September 29, 2023 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION Section 1.1 General 2 Section 1.2 References; Interpretation 22 ARTICLE II THE SEPARATION Section 2.1 General 23 Section 2.2 Restructuring: Transfer of Assets; Assumption of Liabilities 23 Section |
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October 2, 2023 |
Exhibit 10.2 TAX MATTERS AGREEMENT by and between DANAHER CORPORATION and VERALTO CORPORATION Dated as of September 29, 2023 TABLE OF CONTENTS Page Article I DEFINITIONS 1.1 General 2 Article II PAYMENTS AND TAX REFUNDS 2.1 U.S. Federal Income Tax Relating to Joint Returns 8 2.2 U.S. Federal Income Tax Relating to Separate Returns 9 2.3 U.S. State Tax Relating to Joint Returns 9 2.4 U.S. State Tax |
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October 2, 2023 |
Veralto Corporation Code of Conduct CODE OF CONDUCT Growing with Integrity 2Veralto Code of Conduct | Growing Through Integrity f Conduct Our Unifying Purpose & Values Our Unifying Purpose: Safeguarding the world’s most vital resources Our Values: We serve humanity with purpose and integrity We unlock ingenuity for customer success We deliver results as a team We continually improve for enduring impact 3Veralto Code of Conduct Growi |
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October 2, 2023 |
INFORMATION STATEMENT Veralto Corporation Exhibit 99.1 September 13, 2023 Dear Danaher Corporation Stockholder: On September 14, 2022, we announced our intention to separate our Environmental & Applied Solutions businesses to create a separate, publicly traded company, which will occur by means of a spin-off of all of the outstanding shares of common stock of a newly formed company named Veralto Corporation (“Veralto”) to Danaher stockhol |
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October 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 27, 2023 Veralto Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-41770 92-1941413 (Commission |
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October 2, 2023 |
Exhibit 10.5 DBS LICENSE AGREEMENT by and between DANAHER BUSINESS SYSTEM IP HOLDINGS LLC and VERALTO CORPORATION Dated as of September 29, 2023 DBS LICENSE AGREEMENT This DBS LICENSE AGREEMENT (this “Agreement”), dated as of September 29, 2023, is entered into by and between Danaher Business System IP Holdings LLC (“Danaher”), a Delaware corporation, and Veralto Corporation, a Delaware corporatio |
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October 2, 2023 |
Exhibit 10.6 Framework Agreement between Beckman Coulter Life Sciences and Hach Company This Framework Agreement (“Agreement”), dated as of September 29, 2023, by and between Beckman Coulter, Inc., a corporation organized under the laws of Delaware and having a place of business at 5350 Lakeview Parkway South Drive, Indianapolis, IN 46268, United States (“Beckman”), and Hach Company, a corporation |
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October 2, 2023 |
Exhibit 10.4 INTELLECTUAL PROPERTY MATTERS AGREEMENT by and between DANAHER CORPORATION and VERALTO CORPORATION Dated as of September 29, 2023 INTELLECTUAL PROPERTY MATTERS AGREEMENT This INTELLECTUAL PROPERTY MATTERS AGREEMENT (this “Agreement”), dated as of September 29, 2023, is entered into by and between Danaher Corporation (“Danaher”), a Delaware corporation, and Veralto Corporation, a Delaw |
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September 29, 2023 |
As filed with the Securities and Exchange Commission on September 29, 2023 As filed with the Securities and Exchange Commission on September 29, 2023 Registration No. |
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September 29, 2023 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Veralto Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit(4) Maximum Aggregate Offering Price(4) Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common Stock, par value $0. |
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September 19, 2023 |
Exhibit 4.1 EXECUTION VERSION VERALTO CORPORATION 5.500% SENIOR NOTES DUE 2026 5.350% SENIOR NOTES DUE 2028 5.450% SENIOR NOTES DUE 2033 INDENTURE Dated as of September 18, 2023 DEUTSCHE BANK TRUST COMPANY AMERICAS Trustee CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)(4) N.A. (a)(5) 7.10 (b) 7.10; 7.03 (c) N.A. 311(a) 7.11 (b) 7.11 |
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September 19, 2023 |
Exhibit 4.3 EXECUTION VERSION VERALTO CORPORATION 4.150% SENIOR NOTES DUE 2031 INDENTURE Dated as of September 19, 2023 DEUTSCHE BANK TRUST COMPANY AMERICAS Trustee CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)(4) N.A. (a)(5) 7.10 (b) 7.10; 7.03 (c) N.A. 311(a) 7.11 (b) 7.11 (c) N.A. 312(a) 2.05 (b) 11.03 (c) 11.03 313(a) 7.06 (b)(2 |
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September 19, 2023 |
Exhibit 4.4 EXECUTION VERSION VERALTO CORPORATION 4.150% SENIOR NOTES DUE 2031 REGISTRATION RIGHTS AGREEMENT Dated as of September 19, 2023 REGISTRATION RIGHTS AGREEMENT dated as of September 19, 2023 (this “Agreement”) is entered into by and among Veralto Corporation, a Delaware corporation (the “Company”) and Deutsche Bank AG, London Branch and Goldman Sachs & Co. LLC, as representatives (collec |
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September 19, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 18, 2023 VERALTO CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-41770 92-1941413 (State or Other Jurisdiction of Incorporation) (Commission File |
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September 19, 2023 |
Exhibit 4.2 EXECUTION VERSION VERALTO CORPORATION 5.500% SENIOR NOTES DUE 2026 5.350% SENIOR NOTES DUE 2028 5.450% SENIOR NOTES DUE 2033 REGISTRATION RIGHTS AGREEMENT Dated as of September 18, 2023 REGISTRATION RIGHTS AGREEMENT dated as of September 18, 2023 (this “Agreement”) is entered into by and among Veralto Corporation, a Delaware corporation (the “Company”) and Barclays Capital Inc., BNP Pa |
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September 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): September 11, 2023 VERALTO CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-41770 92-1941413 (State or Other Jurisdiction Of Incorporation) (Commission |
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September 6, 2023 |
VERALTO CORPORATION 225 Wymann St., Suite 250 Waltham, Massachusetts 02451 VERALTO CORPORATION 225 Wymann St., Suite 250 Waltham, Massachusetts 02451 September 6, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attn: Conlon Danberg Re: Veralto Corporation Request for Acceleration of Effectiveness of Registration Statement on Form 10 (File No. 001-41770) Dear Mr. Danberg: Reference is made t |
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August 31, 2023 |
As filed with the Securities and Exchange Commission on August 30, 2023 As filed with the Securities and Exchange Commission on August 30, 2023 File No. 001-41770 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 VERALTO CORPORATION (Exact name of registrant as specified in its charter) Delaware 92-1941413 |
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August 31, 2023 |
Information Statement of Veralto Corporation, preliminary and subject to completion, dated [ Exhibit 99.1 , 2023 Dear Danaher Corporation Stockholder: On September 14, 2022, we announced our intention to separate our Environmental & Applied Solutions businesses to create a separate, publicly traded company, which will occur by means of a spin-off of all of the outstanding shares of common stock of a newly formed company named Veralto Corporation (“Veralto”) to Danaher stockholders. We bel |
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August 31, 2023 |
Exhibit 10.25 Execution Version Published CUSIP Numbers: Deal: 92338NAA7 Revolver: 92338NAB5 CREDIT AGREEMENT Dated as of August 31, 2023, among VERALTO CORPORATION and certain of its Subsidiaries, as Borrowers, BANK OF AMERICA, N.A., as Administrative Agent and Swing Line Lender, the other LENDERS party hereto, BANCO BILBAO VIZCAYA ARGENTARIA, S.A. NEW YORK BRANCH, CITIBANK, N.A., DEUTSCHE BANK S |
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August 25, 2023 |
As filed with the Securities and Exchange Commission on August 25, 2023 As filed with the Securities and Exchange Commission on August 25, 2023 File No. 001-41770 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 VERALTO CORPORATION (Exact name of registrant as specified in its charter) Delaware 92-1941413 |
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August 25, 2023 |
Information Statement of Veralto Corporation, preliminary and subject to completion, dated [ Exhibit 99.1 , 2023 Dear Danaher Corporation Stockholder: On September 14, 2022, we announced our intention to separate our Environmental & Applied Solutions businesses to create a separate, publicly traded company, which will occur by means of a spin-off of all of the outstanding shares of common stock of a newly formed company named Veralto Corporation (“Veralto”) to Danaher stockholders. We bel |
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August 3, 2023 |
Exhibit 10.9 January 6, 2023 revised and supersedes offer letter dated 12/21/22 Melissa Aquino Via Email Dear Melissa, Congratulations! I am delighted to extend you an offer of employment with Danaher Corporation (the “Company”) and am confident that your background and experience will allow you to make major contributions to the Company. We look forward to welcoming you to our dynamic team. As we |
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August 3, 2023 |
Subsidiaries of Veralto Corporation Exhibit 21.1 Veralto Corporation Subsidiaries of the Registrant Name Jurisdiction of Organization Advance Vision Technology (A.V.T.) Ltd. Israel Aguasin SpA Chile Alltec Angewandte Laserlicht Technologie GmbH Germany AppliTek NV Belgium Aquafine Corporation California Aquatic Informatics ULC Canada AVT EMEA CVBA Belgium BioTector Analytical Systems Ltd. Ireland Blue Software, LLC Delaware ChemTrea |
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August 3, 2023 |
Exhibit 10.8 DH EAS Employment LLC May 12, 2023 (supersedes prior versions) Via Email Sameer Ralhan Dear Sameer: Congratulations! I am delighted to extend you an offer of employment with DH EAS Employment LLC (the “Company”). As you know, Danaher Corporation (“Danaher”) has announced that its environmental and applied solutions segments will be spun off to become an independent publicly traded com |
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August 3, 2023 |
Form of Veralto Corporation Director and Officer Indemnification Agreement Exhibit 10.6 FORM OF INDEMNIFICATION AGREEMENT This Agreement is made as of the day of , 2023, by and between Veralto Corporation, a Delaware corporation (the “Corporation”), and the individual whose signature is set forth on the signature line below (the “Indemnitee”), a director or officer of the Corporation. WHEREAS, it is essential to the Corporation to retain and attract as directors and offi |
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August 3, 2023 |
Description of Compensation Arrangements for Independent Directors Exhibit 10.24 DESCRIPTION OF COMPENSATION ARRANGEMENTS FOR INDEPENDENT DIRECTORS Director Compensation Structure Pursuant to our non-employee director compensation policy that we expect to adopt prior to the separation, each of our non-management directors will receive the following compensation following the separation: •An annual retainer of $105,000, payable in cash. •An annual equity retainer |
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August 3, 2023 |
Form of Veralto Corporation Deferred Compensation Plan Exhibit 10.23 VERALTO CORPORATION & SUBSIDIARIES DEFERRED COMPENSATION PLAN TABLE OF CONTENTS ARTICLE I DEFINITIONS 3 ARTICLE II PARTICIPATION 6 ARTICLE III CREDITING OF ACCOUNTS 7 ARTICLE IV VESTING OF ACCOUNTS 10 ARTICLE V DISTRIBUTION OF BENEFITS 11 ARTICLE VI CLAIMS AND ADMINISTRATION 16 ARTICLE VII STATUS OF PLAN 20 ARTICLE VIII PLAN AMENDMENT OR TERMINATION 21 ARTICLE IX MISCELLANEOUS 23 APP |
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August 3, 2023 |
Exhibit 10.21 VERALTO CORPORATION & SUBSIDIARIES EXCESS CONTRIBUTION PROGRAM TABLE OF CONTENTS ARTICLE I DEFINITIONS 3 ARTICLE II PARTICIPATION 7 ARTICLE III CREDITING OF ACCOUNTS 8 ARTICLE IV VESTING OF ACCOUNTS 10 ARTICLE V DISTRIBUTION OF BENEFITS 11 ARTICLE VI CLAIMS AND ADMINISTRATION 14 ARTICLE VII STATUS OF PROGRAM 18 ARTICLE VIII PROGRAM AMENDMENT OR TERMINATION 20 ARTICLE IX MISCELLANEOUS |
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August 3, 2023 |
Employment Agreement, dated as of December 21, 2021, between VTI Sweden AB and Mattias Byström Exhibit 10.10 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is entered into on this day between: (1)VTI Sweden AB a Swedish limited liability company with company reg. no. 5591943542, having its registered address at Johannesfredsgatan 4, 431 53 Mölndal (the “Company”); and (2)Mattias Byström, personal identity nr. 19730122-5517 residing at Koxåvägen 41, 44338 Lerum, Sweden (the |
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August 3, 2023 |
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP ONE MANHATTAN WEST NEW YORK, NY 10001 TEL: (212) 735-3000 FAX: (212) 735-2000 www. |
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August 3, 2023 |
Exhibit 10.11 AMENDMENT TO EMPLOYMENT AGREEMENT BETWEEN (1) VTI Sweden AB, a Swedish limited liability company with company reg. no. 559194-3542, having its registered address at Johannesfredsgatan 4, 431 53 Mölndal (“Company”), and (2) Mattias Byström (“Employee”) (“Amendment Agreement”) As you are aware, Danaher Corporation (“Danaher”) has announced that its environmental and applied solutions s |
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August 3, 2023 |
Exhibit 10.18 VERALTO CORPORATION AND ITS AFFILIATED ENTITIES AGREEMENT REGARDING COMPETITION AND PROTECTION OF PROPRIETARY INTERESTS I understand that I am or will be employed by Veralto Corporation (the “Company”), a Delaware corporation, or one of its affiliated operating companies. This Agreement Regarding Competition and Protection of Proprietary Interests (“Agreement”) is between me, the und |
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August 3, 2023 |
Form of Employee Matters Agreement by and between Danaher Corporation and Veralto Corporation Exhibit 10.3 EMPLOYEE MATTERS AGREEMENT by and between DANAHER CORPORATION And VERALTO CORPORATION Dated as of [l], 2023 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION Section 1.1 General 1 Section 1.2 References; Interpretation 6 ARTICLE II GENERAL PRINCIPLES Section 2.1 Nature of Liabilities 7 Section 2.2 Transfers of Employees and Independent Contractors Generally 7 Section 2.3 |
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August 3, 2023 |
Information Statement of Veralto Corporation, preliminary and subject to completion, dated [ Exhibit 99.1 , 2023 Dear Danaher Corporation Stockholder: On September 14, 2022, we announced our intention to separate our Environmental & Applied Solutions businesses to create a separate, publicly traded company, which will occur by means of a spin-off of all of the outstanding shares of common stock of a newly formed company named Veralto Corporation (“Veralto”) to Danaher stockholders. We bel |
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August 3, 2023 |
Exhibit 10.5 DBS LICENSE AGREEMENT by and between DANAHER BUSINESS SYSTEM IP HOLDINGS LLC and VERALTO CORPORATION Dated as of [l], 2023 DBS LICENSE AGREEMENT This DBS LICENSE AGREEMENT (this “Agreement”), dated as of [l], 2023, is entered into by and between Danaher Business System IP Holdings LLC (“Danaher”), a Delaware corporation, and Veralto Corporation, a Delaware corporation (“Veralto”). “Pa |
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August 3, 2023 |
Form of Tax Matters Agreement by and between Danaher Corporation and Veralto Corporation Exhibit 10.2 TAX MATTERS AGREEMENT by and between DANAHER CORPORATION and VERALTO CORPORATION Dated as of [●], 2023 TABLE OF CONTENTS Page Article I DEFINITIONS 1.1 General 2 Article II PAYMENTS AND TAX REFUNDS 2.1 U.S. Federal Income Tax Relating to Joint Returns 8 2.2 U.S. Federal Income Tax Relating to Separate Returns 9 2.3 U.S. State Tax Relating to Joint Returns 9 2.4 U.S. State Tax Relating |
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August 3, 2023 |
Form of Veralto Corporation 2023 Omnibus Incentive Plan Exhibit 10.13 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN 1.Purpose of the Plan. Veralto Corporation, a Delaware corporation, wishes to recruit and retain Employees, Consultants and Directors. To further these objectives, the Company established the Veralto 2023 Omnibus Incentive Plan. Under the Plan, the Company may make grants of Options, Stock Appreciation Rights, Restricted Stock Units (in |
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August 3, 2023 |
Form of Notice of Internet Availability of Information Statement Materials Exhibit 99.2 ADAM SAMPLE 1234 S. ILLINOIS ST. APT 123 LYNN MA 01901 You are receiving this communication because you hold securities in Danaher Corporation ("Danaher"). Danaher has released informational materials regarding the spin-off of Veralto Corporation ("Veralto") and its consolidated subsidiaries from Danaher that are now available for your review. This notice provides instructions on how |
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August 3, 2023 |
Exhibit 10.22 VERALTO CORPORATION & SUBSIDIARIES EXECUTIVE DEFERRED INCENTIVE PROGRAM VERALTO CORPORATION & SUBSIDIARIES EXECUTIVE DEFERRED INCENTIVE PROGRAM WHEREAS, Danaher Corporation (“Danaher”) sponsors the Danaher Corporation & Subsidiaries Executive Deferred Incentive Program (the “Danaher EDIP”) which allowed a select group of management and highly compensated employees of Danaher and its |
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August 3, 2023 |
Form of Veralto Corporation Restricted Stock Unit Agreement for Non-Employee Directors Exhibit 10.17 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT (Non-Employee Directors) Unless otherwise defined herein, the terms defined in the Veralto Corporation 2023 Omnibus Incentive Plan (the "Plan") will have the same defined meanings in this Restricted Stock Unit Agreement (the “Agreement”). I. NOTICE OF GRANT Name: Director ID: The undersigned Participant h |
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August 3, 2023 |
Form of Amended and Restated Certificate of Incorporation of Veralto Corporation Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF VERALTO CORPORATION (a Delaware corporation) Veralto Corporation (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies as follows: 1. The name of the Corporation is Veralto Corporation. The Corporation was originally incorporated under the n |
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August 3, 2023 |
Form of Veralto Corporation Stock Option Agreement Exhibit 10.14 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN STOCK OPTION AGREEMENT Unless otherwise defined herein, the terms defined in the Veralto Corporation 2023 Omnibus Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Agreement (the “Agreement”). I. NOTICE OF STOCK OPTION GRANT Name: Employee ID: The undersigned Optionee has been granted Options to purcha |
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August 3, 2023 |
Form of Amended and Restated By-Laws of Veralto Corporation Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF VERALTO CORPORATION (a Delaware corporation) Effective [l], 2023 TABLE OF CONTENTS Article I Offices Section 1.01 Registered Office 5 Section 1.02 Other Offices 5 Article II Meetings of the Stockholders Section 2.01 Place of Meetings 5 Section 2.02 Annual Meeting 5 Section 2.03 Special Meetings 5 Section 2.04 Record Date 6 Section 2.05 Notice of Meetings |
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August 3, 2023 |
As filed with the Securities and Exchange Commission on August 3, 2023 As filed with the Securities and Exchange Commission on August 3, 2023 File No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 VERALTO CORPORATION (Exact name of registrant as specified in its charter) Delaware 92-1941413 (State or other jurisdiction |
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August 3, 2023 |
Form of Veralto Corporation Restricted Stock Unit Agreement Exhibit 10.15 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT Unless otherwise defined herein, the terms defined in the Veralto Corporation 2023 Omnibus Incentive Plan (the “Plan”) will have the same defined meanings in this Restricted Stock Unit Agreement (the “Agreement”). I. NOTICE OF GRANT Name: Employee ID: The undersigned Participant has been granted an Award |
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August 3, 2023 |
Form of Veralto Corporation Stock Option Agreement for Non-Employee Directors Exhibit 10.16 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN STOCK OPTION AGREEMENT (Non-Employee Directors) Unless otherwise defined herein, the terms defined in the Veralto Corporation 2023 Omnibus Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Agreement (the “Agreement”). I. NOTICE OF STOCK OPTION GRANT Name: Director ID: The undersigned Optionee has been |
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August 3, 2023 |
Exhibit 2.1 SEPARATION AND DISTRIBUTION AGREEMENT by and between DANAHER CORPORATION and VERALTO CORPORATION Dated as of [l], 2023 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION Section 1.1 General 2 Section 1.2 References; Interpretation 22 ARTICLE II THE SEPARATION Section 2.1 General 23 Section 2.2 Restructuring: Transfer of Assets; Assumption of Liabilities 23 Section 2.3 Trea |
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August 3, 2023 |
Exhibit 10.7 CONFIDENTIAL January 27, 2023 By Email Jennifer Honeycutt c/o Danaher Corporation Dear Jennifer: As you know, Danaher Corporation (“Danaher”) has announced that its environmental and applied solutions segment will be spun off and become a separate publicly traded company (the “Separation”) currently referred to as EAS (“EAS”). We anticipate that the spinoff will be completed in the fo |
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August 3, 2023 |
Exhibit 10.4 INTELLECTUAL PROPERTY MATTERS AGREEMENT by and between DANAHER CORPORATION and VERALTO CORPORATION Dated as of [l], 2023 INTELLECTUAL PROPERTY MATTERS AGREEMENT This INTELLECTUAL PROPERTY MATTERS AGREEMENT (this “Agreement”), dated as of [l], 2023, is entered into by and between Danaher Corporation (“Danaher”), a Delaware corporation, and Veralto Corporation, a Delaware corporation (“ |
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August 3, 2023 |
Form of Veralto Corporation Senior Leader Severance Pay Plan Exhibit 10.20 SENIOR LEADERS SEVERANCE PAY PLAN OF VERALTO CORPORATION AND ITS AFFILIATED COMPANIES PLAN AND SUMMARY PLAN DESCRIPTION (Effective October 1, 2023) SENIOR LEADERS SEVERANCE PAY PLAN OF VERALTO CORPORATION AND ITS AFFILIATED COMPANIES (Effective October 1, 2023) Table of Contents Page I. Introduction 1 II. Eligibility 1 III. Calculation of severance pay 4 IV. Provisions applicable to |
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August 3, 2023 |
Form of Transition Services Agreement by and between Danaher Corporation and Veralto Corporation Exhibit 10.1 TRANSITION SERVICES AGREEMENT by and between DANAHER CORPORATION and VERALTO CORPORATION Dated as of [●], 2023 This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of [●], 2023, is entered into by and between Danaher Corporation (“Danaher”), a Delaware corporation, and Veralto Corporation, a Delaware corporation (“Veralto”). “Party” or “Parties” means Danaher or Veralto, in |
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August 3, 2023 |
Exhibit 10.19 VERALTO CORPORATION AND ITS AFFILIATED ENTITIES AGREEMENT REGARDING SOLICITATION AND PROTECTION OF PROPRIETARY INTERESTS I understand that I am or will be employed by Veralto Corporation (the “Company”), a Delaware corporation, or one of its affiliated operating companies. This Agreement Regarding Solicitation and Protection of Proprietary Interests (“Agreement”) is between me, the u |
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August 3, 2023 |
Exhibit 10.12 CONFIDENTIAL February 27, 2023 By Email Surekha Trivedi c/o Danaher Corporation Dear Surekha: As you know, Danaher Corporation (“Danaher”) has announced that its environmental and applied solutions segment will be spun off and become a separate publicly traded company (the “Separation”) currently referred to as EAS (“EAS”). We anticipate that the separation will be completed in the f |
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June 30, 2023 |
Exhibit 10.20 VERALTO CORPORATION AND ITS AFFILIATED ENTITIES AGREEMENT REGARDING SOLICITATION AND PROTECTION OF PROPRIETARY INTERESTS I understand that I am or will be employed by Veralto Corporation (the “Company”), a Delaware corporation, or one of its affiliated operating companies. This Agreement Regarding Solicitation and Protection of Proprietary Interests (“Agreement”) is between me, the u |
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June 30, 2023 |
Exhibit 10.9 DH EAS Employment LLC May 12, 2023 (supersedes prior versions) Via Email Sameer Ralhan Dear Sameer: Congratulations! I am delighted to extend you an offer of employment with DH EAS Employment LLC (the “Company”). As you know, Danaher Corporation (“Danaher”) has announced that its environmental and applied solutions segments will be spun off to become an independent publicly traded com |
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June 30, 2023 |
Exhibit 10.8 CONFIDENTIAL January 27, 2023 By Email Jennifer Honeycutt c/o Danaher Corporation Dear Jennifer: As you know, Danaher Corporation (“Danaher”) has announced that its environmental and applied solutions segment will be spun off and become a separate publicly traded company (the “Separation”) currently referred to as EAS (“EAS”). We anticipate that the spinoff will be completed in the fo |
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June 30, 2023 |
STOCKHOLDER’S AND REGISTRATION RIGHTS AGREEMENT Exhibit 10.6 STOCKHOLDER’S AND REGISTRATION RIGHTS AGREEMENT This STOCKHOLDER’S AND REGISTRATION RIGHTS AGREEMENT, dated as of [●], 2023 (this “Agreement”), is by and between Veralto Corporation, a Delaware corporation (“Veralto”), and Danaher Corporation, a Delaware corporation (“Danaher”). WHEREAS, Danaher currently owns all of the issued and outstanding shares of common stock, par value $0.01 p |
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June 30, 2023 |
VERALTO CORPORATION & SUBSIDIARIES DEFERRED COMPENSATION PLAN Exhibit 10.24 VERALTO CORPORATION & SUBSIDIARIES DEFERRED COMPENSATION PLAN TABLE OF CONTENTS ARTICLE I DEFINITIONS 3 ARTICLE II PARTICIPATION 6 ARTICLE III CREDITING OF ACCOUNTS 7 ARTICLE IV VESTING OF ACCOUNTS 10 ARTICLE V DISTRIBUTION OF BENEFITS 11 ARTICLE VI CLAIMS AND ADMINISTRATION 16 ARTICLE VII STATUS OF PLAN 20 ARTICLE VIII PLAN AMENDMENT OR TERMINATION 21 ARTICLE IX MISCELLANEOUS 23 APP |
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June 30, 2023 |
VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN STOCK OPTION AGREEMENT (Non-Employee Directors) Exhibit 10.17 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN STOCK OPTION AGREEMENT (Non-Employee Directors) Unless otherwise defined herein, the terms defined in the Veralto Corporation 2023 Omnibus Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Agreement (the “Agreement”). I. NOTICE OF STOCK OPTION GRANT Name: Director ID: The undersigned Optionee has been |
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June 30, 2023 |
Exhibit 99.2 ADAM SAMPLE 1234 S. ILLINOIS ST. APT 123 LYNN MA 01901 000001 Important Notice Regarding the Availability of Information Statement Materials THIS NOTICE WILL ENABLE YOU TO ACCESS MATERIALS FOR INFORMATIONAL PURPOSES ONLY YOU ARE NOT REQUIRED TO RESPOND OR TAKE ANY OTHER ACTION You are receiving this communication because you hold securities in Danaher Corporation ("Danaher"). Danaher |
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June 30, 2023 |
Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF VERALTO CORPORATION (a Delaware corporation) Effective [l], 2023 TABLE OF CONTENTS Article I Offices Section 1.01 Registered Office 5 Section 1.02 Other Offices 5 Article II Meetings of the Stockholders Section 2.01 Place of Meetings 5 Section 2.02 Annual Meeting 5 Section 2.03 Special Meetings 5 Section 2.04 Record Date 6 Section 2.05 Notice of Meetings |
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June 30, 2023 |
Confidential Treatment Requested by Veralto Corporation Pursuant to 17 C.F.R. § 200.83 SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP ONE MANHATTAN WEST NEW YORK, NY 10001 TEL: (212) 735-3000 FAX: (212) 735-2000 www.skadden.com FIRM/AFFILIATE OFFICES - BOSTON CHICAGO HOUSTON LOS ANGELES PALO ALTO WASHINGTON, D.C. WILMINGTON - BEIJING BRUSSELS FRANKFURT HONG KONG LONDON MUNICH PARIS SÃO PAULO SEOUL SHANG |
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June 30, 2023 |
Exhibit 10.3 EMPLOYEE MATTERS AGREEMENT by and between DANAHER CORPORATION And VERALTO CORPORATION Dated as of [l], 2023 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION Section 1.1 General 1 Section 1.2 References; Interpretation 6 ARTICLE II GENERAL PRINCIPLES Section 2.1 Nature of Liabilities 7 Section 2.2 Transfers of Employees and Independent Contractors Generally 7 Section 2.3 |
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June 30, 2023 |
Exhibit 10.1 TRANSITION SERVICES AGREEMENT by and between DANAHER CORPORATION and VERALTO CORPORATION Dated as of [●], 2023 This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of [●], 2023, is entered into by and between Danaher Corporation (“Danaher”), a Delaware corporation, and Veralto Corporation, a Delaware corporation (“Veralto”). “Party” or “Parties” means Danaher or Veralto, in |
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June 30, 2023 |
Exhibit 10.5 DBS LICENSE AGREEMENT by and between DANAHER BUSINESS SYSTEM IP HOLDINGS LLC and VERALTO CORPORATION Dated as of [l], 2023 DBS LICENSE AGREEMENT This DBS LICENSE AGREEMENT (this “Agreement”), dated as of [l], 2023, is entered into by and between Danaher Business System IP Holdings LLC (“Danaher”), a Delaware corporation, and Veralto Corporation, a Delaware corporation (“Veralto”). “Pa |
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June 30, 2023 |
Exhibit 10.11 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is entered into on this day between: (1)VTI Sweden AB a Swedish limited liability company with company reg. no. 5591943542, having its registered address at Johannesfredsgatan 4, 431 53 Mölndal (the “Company”); and (2)Mattias Byström, personal identity nr. 19730122-5517 residing at Koxåvägen 41, 44338 Lerum, Sweden (the |
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June 30, 2023 |
VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN Exhibit 10.14 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN 1.Purpose of the Plan. Veralto Corporation, a Delaware corporation, wishes to recruit and retain Employees, Consultants and Directors. To further these objectives, the Company established the Veralto 2023 Omnibus Incentive Plan. Under the Plan, the Company may make grants of Options, Stock Appreciation Rights, Restricted Stock Units (in |
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June 30, 2023 |
Exhibit 10.2 TAX MATTERS AGREEMENT by and between DANAHER CORPORATION and VERALTO CORPORATION Dated as of [●], 2023 TABLE OF CONTENTS Page Article I DEFINITIONS 1.1 General 2 Article II PAYMENTS AND TAX REFUNDS 2.1 U.S. Federal Income Tax Relating to Joint Returns 9 2.2 U.S. Federal Income Tax Relating to Separate Returns 9 2.3 U.S. State Tax Relating to Joint Returns 9 2.4 U.S. State Tax Relating |
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June 30, 2023 |
Exhibit 21.1 Veralto Corporation Subsidiaries of the Registrant Name Jurisdiction of Organization Advance Vision Technology (A.V.T.) Ltd. Israel Aguasin SpA Chile Alltec Angewandte Laserlicht Technologie GmbH Germany AppliTek NV Belgium Aquafine Corporation California Aquatic Informatics ULC Canada AVT EMEA CVBA Belgium BioTector Analytical Systems Ltd. Ireland Blue Software, LLC Delaware ChemTrea |
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June 30, 2023 |
CONFIDENTIAL February 27, 2023 Exhibit 10.13 CONFIDENTIAL February 27, 2023 By Email Surekha Trivedi c/o Danaher Corporation Dear Surekha: As you know, Danaher Corporation (“Danaher”) has announced that its environmental and applied solutions segment will be spun off and become a separate publicly traded company (the “Separation”) currently referred to as EAS (“EAS”). We anticipate that the separation will be completed in the f |
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June 30, 2023 |
Exhibit 10.23 VERALTO CORPORATION & SUBSIDIARIES EXECUTIVE DEFERRED INCENTIVE PROGRAM VERALTO CORPORATION & SUBSIDIARIES EXECUTIVE DEFERRED INCENTIVE PROGRAM WHEREAS, Danaher Corporation (“Danaher”) sponsors the Danaher Corporation & Subsidiaries Executive Deferred Incentive Program (the “Danaher EDIP”) which allowed a select group of management and highly compensated employees of Danaher and its |
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June 30, 2023 |
Exhibit 10.18 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT (Non-Employee Directors) Unless otherwise defined herein, the terms defined in the Veralto Corporation 2023 Omnibus Incentive Plan (the "Plan") will have the same defined meanings in this Restricted Stock Unit Agreement (the “Agreement”). I. NOTICE OF GRANT Name: Director ID: The undersigned Participant h |
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June 30, 2023 |
Confidential Treatment Requested by Veralto Corporation Pursuant to 17 C.F.R. Section 200.83 Exhibit 99.1 Confidential Treatment Requested by Veralto Corporation Pursuant to 17 C.F.R. Section 200.83 , 2023 Dear Danaher Corporation Stockholder: On September 14, 2022, we announced our intention to separate our Environmental & Applied Solutions businesses to create a separate, publicly traded company, which will occur by means of a spin-off of 80.1% of the outstanding shares of common stock |
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June 30, 2023 |
VERALTO CORPORATION & SUBSIDIARIES EXCESS CONTRIBUTION PROGRAM Exhibit 10.22 VERALTO CORPORATION & SUBSIDIARIES EXCESS CONTRIBUTION PROGRAM TABLE OF CONTENTS ARTICLE I DEFINITIONS 3 ARTICLE II PARTICIPATION 7 ARTICLE III CREDITING OF ACCOUNTS 8 ARTICLE IV VESTING OF ACCOUNTS 10 ARTICLE V DISTRIBUTION OF BENEFITS 11 ARTICLE VI CLAIMS AND ADMINISTRATION 14 ARTICLE VII STATUS OF PROGRAM 18 ARTICLE VIII PROGRAM AMENDMENT OR TERMINATION 20 ARTICLE IX MISCELLANEOUS |
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June 30, 2023 |
Exhibit 10.10 January 6, 2023 revised and supersedes offer letter dated 12/21/22 Melissa Aquino Via Email Dear Melissa, Congratulations! I am delighted to extend you an offer of employment with Danaher Corporation (the “Company”) and am confident that your background and experience will allow you to make major contributions to the Company. We look forward to welcoming you to our dynamic team. As w |
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June 30, 2023 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION VERALTO CORPORATION (a Delaware corporation) Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF VERALTO CORPORATION (a Delaware corporation) Veralto Corporation (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies as follows: 1. The name of the Corporation is Veralto Corporation. The Corporation was originally incorporated under the n |
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June 30, 2023 |
Exhibit 10.19 VERALTO CORPORATION AND ITS AFFILIATED ENTITIES AGREEMENT REGARDING COMPETITION AND PROTECTION OF PROPRIETARY INTERESTS I understand that I am or will be employed by Veralto Corporation (the “Company”), a Delaware corporation, or one of its affiliated operating companies. This Agreement Regarding Competition and Protection of Proprietary Interests (“Agreement”) is between me, the und |
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June 30, 2023 |
VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN STOCK OPTION AGREEMENT Exhibit 10.15 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN STOCK OPTION AGREEMENT Unless otherwise defined herein, the terms defined in the Veralto Corporation 2023 Omnibus Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Agreement (the “Agreement”). I. NOTICE OF STOCK OPTION GRANT Name: Employee ID: The undersigned Optionee has been granted Options to purcha |
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June 30, 2023 |
Confidential Treatment Requested by Veralto Corporation Pursuant to 17 C.F.R. Section 200.83 Confidential Treatment Requested by Veralto Corporation Pursuant to 17 C.F.R. Section 200.83 As submitted confidentially to the Securities and Exchange Commission on June 30, 2023 File No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1 |
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June 30, 2023 |
AMENDMENT TO EMPLOYMENT AGREEMENT Exhibit 10.12 AMENDMENT TO EMPLOYMENT AGREEMENT BETWEEN (1) VTI Sweden AB, a Swedish limited liability company with company reg. no. 559194-3542, having its registered address at Johannesfredsgatan 4, 431 53 Mölndal (“Company”), and (2) Mattias Byström (“Employee”) (“Amendment Agreement”) As you are aware, Danaher Corporation (“Danaher”) has announced that its environmental and applied solutions s |
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June 30, 2023 |
VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT Exhibit 10.16 VERALTO CORPORATION 2023 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT Unless otherwise defined herein, the terms defined in the Veralto Corporation 2023 Omnibus Incentive Plan (the “Plan”) will have the same defined meanings in this Restricted Stock Unit Agreement (the “Agreement”). I. NOTICE OF GRANT Name: Employee ID: The undersigned Participant has been granted an Award |
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June 30, 2023 |
DESCRIPTION OF COMPENSATION ARRANGEMENTS FOR INDEPENDENT DIRECTORS Exhibit 10.25 DESCRIPTION OF COMPENSATION ARRANGEMENTS FOR INDEPENDENT DIRECTORS Director Compensation Structure Pursuant to our non-employee director compensation policy that we expect to adopt prior to the separation, each of our non-management directors will receive the following compensation following the separation: •An annual retainer of $105,000, payable in cash. •An annual equity retainer |
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June 30, 2023 |
Exhibit 10.4 INTELLECTUAL PROPERTY MATTERS AGREEMENT by and between DANAHER CORPORATION and VERALTO CORPORATION Dated as of [l], 2023 INTELLECTUAL PROPERTY MATTERS AGREEMENT This INTELLECTUAL PROPERTY MATTERS AGREEMENT (this “Agreement”), dated as of [l], 2023, is entered into by and between Danaher Corporation (“Danaher”), a Delaware corporation, and Veralto Corporation, a Delaware corporation (“ |
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June 30, 2023 |
Exhibit 2.1 SEPARATION AND DISTRIBUTION AGREEMENT by and between DANAHER CORPORATION and VERALTO CORPORATION Dated as of [l], 2023 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION Section 1.1 General 2 Section 1.2 References; Interpretation 23 ARTICLE II THE SEPARATION Section 2.1 General 23 Section 2.2 Restructuring: Transfer of Assets; Assumption of Liabilities 24 Section 2.3 Trea |
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June 30, 2023 |
FORM OF INDEMNIFICATION AGREEMENT Exhibit 10.7 FORM OF INDEMNIFICATION AGREEMENT This Agreement is made as of the day of , 2023, by and between Veralto Corporation, a Delaware corporation (the “Corporation”), and the individual whose signature is set forth on the signature line below (the “Indemnitee”), a director or officer of the Corporation. WHEREAS, it is essential to the Corporation to retain and attract as directors and offi |
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May 26, 2023 |
Confidential Treatment Requested by Veralto Corporation Pursuant to 17 C.F.R. § 200.83 SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP ONE MANHATTAN WEST NEW YORK, NY 10001 TEL: (212) 735-3000 FAX: (212) 735-2000 www.skadden.com FIRM/AFFILIATE OFFICES - BOSTON CHICAGO HOUSTON LOS ANGELES PALO ALTO WASHINGTON, D.C. WILMINGTON - BEIJING BRUSSELS FRANKFURT HONG KONG LONDON MUNICH PARIS SÃO PAULO SEOUL SHANG |
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May 26, 2023 |
Confidential Treatment Requested by Veralto Corporation Pursuant to 17 C.F.R. Section 200.83 Confidential Treatment Requested by Veralto Corporation Pursuant to 17 C.F.R. Section 200.83 As submitted confidentially to the Securities and Exchange Commission on May 26, 2023 File No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 19 |
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May 26, 2023 |
Confidential Treatment Requested by Veralto Corporation Pursuant to 17 C.F.R. Section 200.83 Exhibit 99.1 Confidential Treatment Requested by Veralto Corporation Pursuant to 17 C.F.R. Section 200.83 , 2023 Dear Danaher Corporation Stockholder: On September 14, 2022, we announced our intention to separate our Environmental & Applied Solutions businesses to create a separate, publicly traded company, which will occur by means of a spin-off of 80.1% of the outstanding shares of common stock |
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March 31, 2023 |
Confidential Treatment Requested by Veralto Corporation Pursuant to 17 C.F.R. Section 200.83 Exhibit 99.1 Confidential Treatment Requested by Veralto Corporation Pursuant to 17 C.F.R. Section 200.83 , 2023 Dear Danaher Corporation Stockholder: On September 14, 2022, we announced our intention to separate our Environmental & Applied Solutions businesses to create a separate, publicly traded company, which will occur by means of a spin-off of 80.1% of the outstanding shares of common stock |
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March 31, 2023 |
Confidential Treatment Requested by Veralto Corporation Pursuant to 17 C.F.R. Section 200.83 Confidential Treatment Requested by Veralto Corporation Pursuant to 17 C.F.R. Section 200.83 As submitted confidentially to the Securities and Exchange Commission on March 31, 2023 File No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 VERALTO CORPOR |