Veralto Corp entered into Indenture with Deutsche Bank Trust Company Americas valued at $725,000,000 aggregate principal amount of 4.850% Senior Notes due 2032 (effective 2026-06-01).
“On June 1, 2026, Veralto Corporation (the “Company”) issued $725,000,000 aggregate principal amount of 4.850% Senior Notes due 2032 (the “Notes”) in an underwritten offering (the “Offering”) pursuant to a registration statement on Form S-3ASR (File No. 333-282816) filed with the Securities and Exchange Commission (the “Commission”) on October 24, 2024 (the “Registration Statement”) and a preliminary prospectus supplement and prospectus supplement filed with the Commission related to the Offering. The Notes were issued under an indenture, dated as of June 1, 2026 (the “Base Indenture”) and the First Supplemental Indenture, dated as of June 1, 2026 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), between the Company, as issuer, and Deutsche Bank Trust Company Americas, as trustee.”
Shareholder Votes
Veralto Corp shareholders approved Advisory approval of the Company’s named executive officer compensation at the 2026-05-13 meeting.
“To approve on an advisory basis the Company’s named executive officer compensation. The proposal was approved by a vote of shareholders as follows: For 198,758,419 Against 15,819,308 Abstain 292,194 Broker Non-Votes 9,322,449”
Shareholder Votes
Veralto Corp shareholders approved Ratification of selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026 at the 2026-05-13 meeting.
“To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026. The proposal was approved by a vote of shareholders as follows: For 221,833,179 Against 1,608,856 Abstain 750,335”
Shareholder Votes
Veralto Corp shareholders approved Election of four Class III directors named in the Proxy Statement to a one-year term expiring at the 2027 annual meeting at the 2026-05-13 meeting.
“To elect the four Class III directors named in the Proxy Statement to a one-year term expiring at the 2027 annual meeting of shareholders and until his or her successor is elected and qualified. Each nominee for Class III director was elected by a vote of the shareholders as follows: For Against Abstain Broker Non-Votes Jennifer L. Honeycutt 213,266,768 1,407,091 196,062 9,322,449 Linda Filler 208,610,112 6,082,850 176,959 9,322,449 Heath A. Mitts 208,586,360 6,075,104 208,457 9,322,449 Thomas L. Williams 208,417,367 6,271,877 180,677 9,322,449”
Earnings Releases
Veralto Corp reported first quarter ended April 3, 2026 results: revenue $1,422 million, net income $254 million, EPS $1.02 per diluted common share. Guidance raised.
“the World's Most Vital ResourcesTM, announced results for the first quarter ended April 3, 2026. Key First Quarter 2026 Results: • Sales increased 6.7% year-over-year to $1,422 million, with non-GAAP core sales growth of 1.9% • Operating profit margin was 23.8% and non-GAAP adjusted operating profit margin was 25.1% • Net earnings were $254 million, or $1.02”
Governance Changes
Veralto Corp: Bylaws amended to conform to charter amendments, including elimination of supermajority voting requirements (effective 2025-05-15).
“the Board approved an amendment to the Bylaws to conform the Bylaws to the proposed Charter Amendments”
Governance Changes
Veralto Corp: Phase out classified board and transition to annual director elections; eliminate supermajority voting requirements in certificate of incorporation and bylaws (effective 2025-05-15).
“and (b) eliminate the supermajority voting requirements in the Certificate of Incorporation and Amended and Restated Bylaws”
Vijay P. Sankaran was appointed as Class I member of the Board at Veralto Corp.
“On July 12, 2024, the Board of Directors (the “Board”) of Veralto Corporation (the “Company”) appointed Vijay P. Sankaran as a Class I member of the Board, effective July 12, 2024.”
Earnings Releases
Veralto Corp reported first quarter ended March 29, 2024 results: revenue $1,246 million, net income $184 million, EPS $0.74 per diluted common share. Guidance raised.
“the World's Most Vital ResourcesTM 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 million, with non-GAAP core sales growth of 1.8% • Operating profit margin was 23.5% and non-GAAP adjusted operating profit margin was 24.5% • Net earnings were $184 million, or $0.74”
Earnings Releases
Veralto Corp reported full year 2024 results: EPS $3.20 to $3.30. Guidance initiated.
“For the full year 2024, the Company anticipates that non-GAAP core sales will grow low-single digits year-over-year and that adjusted operating profit margin will expand 50 to 75 basis points year-over-year. The Company is targeting adjusted diluted earnings per share in the range of $3.20 to $3.30 with free cash flow conversion of approximately 100%.”
Earnings Releases
Veralto Corp reported Q1 2024 results: EPS $0.73 to $0.78 per share. Guidance initiated.
“For the first quarter of 2024, Veralto anticipates that non-GAAP core sales will be approximately flat year-over-year with adjusted operating profit margin in the range of 23.0% to 23.5% and adjusted diluted earnings per share in the range of $0.73 to $0.78 per share.”
Earnings Releases
Veralto Corp reported the fiscal year ended December 31, 2023 results: revenue $5,021 million, net income $839 million, EPS $3.40 per diluted common share.
“per diluted common share • Operating cash flow was $263 million and non-GAAP free cash flow was $241 million Key Full Year 2023 Results • Sales increased 3.1% year-over-year to $5,021 million, with non-GAAP core sales growth of 2.6% • Operating profit margin was 22.7% and non-GAAP adjusted operating profit margin was 23.3% • Net earnings were $839 million, or $3.40”
Earnings Releases
Veralto Corp reported fourth quarter ended December 31, 2023 results: revenue $1,288 million, net income $200 million, EPS $0.81 per diluted common share.
“the World's Most Vital ResourcesTM announced results for the fourth quarter ended December 31, 2023. Key Fourth Quarter 2023 Results • Sales increased 3.3% year-over-year to $1,288 million, with non-GAAP core sales growth of 1.7% • Operating profit margin was 22.2% and non-GAAP adjusted operating profit margin was 23.8% • Net earnings were $200 million, or $0.81”
Earnings Releases
Veralto Corp reported the third quarter ended September 29, 2023 results: revenue $1,255 million, net income $205 million, EPS $0.83 per diluted common share.
“third quarter ended September 29, 2023. Net earnings refer to net earnings attributable to common shareholders. Key Third Quarter Results • Sales increased 3% year-over-year to $1,255 million, with non-GAAP core sales growth of 1% • Operating profit margin was 21.8% and non-GAAP adjusted operating profit margin, including estimated incremental stand-alone costs, was”
Governance Changes
Veralto Corp: Adopted Veralto’s Code of Conduct effective September 30, 2023 (effective 2023-09-30).
“In connection with the Separation, the Board adopted Veralto’s Code of Conduct effective as of September 30, 2023.”
Governance Changes
Veralto Corp: Amended and restated Bylaws of Veralto effective September 29, 2023 (effective 2023-09-29).
“Also on September 29, 2023, the Certificate of Incorporation of Veralto was further amended and restated (the “Amended and Restated Certificate of Incorporation”) and the Bylaws of Veralto were amended and restated (the “Amended and Restated Bylaws”).”
Governance Changes
Veralto Corp: Amended and restated Certificate of Incorporation to implement a 2,462,913.42-for-1 stock split, increase authorized common shares to 1 billion, and increase authorized preferred shares to 15 million (effective 2023-09-29).
“in connection with the Separation, on September 29, 2023, the Certificate of Incorporation of Veralto was amended to implement a 2,462,913.42-for-1 stock split of Veralto common stock and to increase the authorized number of shares of common stock to 1 billion and to increase the authorized number of shares of preferred stock to 15 million.”
M&A Transactions
Veralto Corp underwent a change of control involving Danaher Corporation (closed 2023-09-30).
“The Distribution was completed effective as of 12:01 a.m. on September 30, 2023.”
Sylvia Stein was appointed as Senior Vice President and General Counsel at Veralto Corp.
“Sylvia Stein Senior Vice President and General Counsel”
Lesley Beneteau was appointed as Senior Vice President, Human Resources at Veralto Corp.
“Lesley Beneteau Senior Vice President, Human Resources”
Surekha Trivedi was appointed as Senior Vice President, Strategy & Sustainability at Veralto Corp.
Mattias Byström was appointed as Senior Vice President, Product Quality and Innovation at Veralto Corp.
“Mattias Byström Senior Vice President, Product Quality and Innovation”
Melissa Aquino was appointed as Senior Vice President, Water Quality at Veralto Corp.
“Melissa Aquino Senior Vice President, Water Quality”
Sameer Ralhan was appointed as Senior Vice President and Chief Financial Officer at Veralto Corp.
“Sameer Ralhan Senior Vice President and Chief Financial Officer”
Jennifer L. Honeycutt was appointed as President and Chief Executive Officer at Veralto Corp.
“Jennifer L. Honeycutt President and Chief Executive Officer”
Thomas L. Williams was appointed as Director at Veralto Corp.
“Linda Filler, Françoise Colpron, Daniel L. Comas, Shyam P. Kambeyanda, William H. King, Walter G. Lohr, Jr., Heath A. Mitts, Cindy L. Wallis-Lage and Thomas L. Williams were appointed to the Board”
Cindy L. Wallis-Lage was appointed as Director at Veralto Corp.
“Linda Filler, Françoise Colpron, Daniel L. Comas, Shyam P. Kambeyanda, William H. King, Walter G. Lohr, Jr., Heath A. Mitts, Cindy L. Wallis-Lage and Thomas L. Williams were appointed to the Board”
Heath A. Mitts was appointed as Director at Veralto Corp.
“Linda Filler, Françoise Colpron, Daniel L. Comas, Shyam P. Kambeyanda, William H. King, Walter G. Lohr, Jr., Heath A. Mitts, Cindy L. Wallis-Lage and Thomas L. Williams were appointed to the Board”
Walter G. Lohr, Jr. was appointed as Director at Veralto Corp.
“Linda Filler, Françoise Colpron, Daniel L. Comas, Shyam P. Kambeyanda, William H. King, Walter G. Lohr, Jr., Heath A. Mitts, Cindy L. Wallis-Lage and Thomas L. Williams were appointed to the Board”
William H. King was appointed as Director at Veralto Corp.
“Linda Filler, Françoise Colpron, Daniel L. Comas, Shyam P. Kambeyanda, William H. King, Walter G. Lohr, Jr., Heath A. Mitts, Cindy L. Wallis-Lage and Thomas L. Williams were appointed to the Board”
Shyam P. Kambeyanda was appointed as Director at Veralto Corp.
“Linda Filler, Françoise Colpron, Daniel L. Comas, Shyam P. Kambeyanda, William H. King, Walter G. Lohr, Jr., Heath A. Mitts, Cindy L. Wallis-Lage and Thomas L. Williams were appointed to the Board”
Daniel L. Comas was appointed as Director at Veralto Corp.
“Linda Filler, Françoise Colpron, Daniel L. Comas, Shyam P. Kambeyanda, William H. King, Walter G. Lohr, Jr., Heath A. Mitts, Cindy L. Wallis-Lage and Thomas L. Williams were appointed to the Board”
Françoise Colpron was appointed as Director at Veralto Corp.
“Linda Filler, Françoise Colpron, Daniel L. Comas, Shyam P. Kambeyanda, William H. King, Walter G. Lohr, Jr., Heath A. Mitts, Cindy L. Wallis-Lage and Thomas L. Williams were appointed to the Board”
Linda Filler was appointed as Director at Veralto Corp.
“Linda Filler, Françoise Colpron, Daniel L. Comas, Shyam P. Kambeyanda, William H. King, Walter G. Lohr, Jr., Heath A. Mitts, Cindy L. Wallis-Lage and Thomas L. Williams were appointed to the Board”
John T. Schwieters was appointed as Director at Veralto Corp.
“John T. Schwieters was appointed to the Board”
Matthew R. McGrew resigned as Director at Veralto Corp.
“Matthew R. McGrew resigned from the Board of Directors (the “Board”) of Veralto”
Material Agreements
Veralto Corp entered into USD Registration Rights Agreement with Barclays Capital Inc., BNP Paribas Securities Corp., BofA Securities, Inc., Citigroup Capital Markets Inc. and Morgan Stanley & Co. LLC (effective 2023-09-18).
“On September 18, 2023 , the Company and Barclays Capital Inc., BNP Paribas Securities Corp., BofA Securities, Inc., Citigroup Capital Markets Inc. and Morgan Stanley & Co. LLC, as representatives of the initial purchasers of the USD Notes, entered into a registration rights agreement with respect to the USD Notes (the “USD Registration Rights Agreement”).”
Material Agreements
Veralto Corp entered into USD Indenture with Deutsche Bank Trust Company Americas valued at $700,000,000 aggregate principal amount of 5.500% senior notes due 2026, $700,000,000 aggregate prin (effective 2023-09-18).
“The USD Notes were issued under an indenture dated as of September 18, 2023 (the “USD Indenture”) between the Company and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.