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What changed in Roper Technologies's 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of Roper Technologies's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+228 added−217 removedSource: 10-K (2025-02-24) vs 10-K (2024-02-22)

Top changes in Roper Technologies's 2024 10-K

228 paragraphs added · 217 removed · 189 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

44 edited+9 added−12 removed12 unchanged
Biggest changeIn connection with our acquisitions, we may assume significant environmental liabilities, some of which we may not be aware of, or may not be quantifiable, at the time of acquisition. In addition, new laws and regulations, the discovery of previously unknown contamination, or the imposition of new requirements could increase our costs or subject us to new or increased liabilities.
Biggest changeWe are required to conform our operations and properties to these laws and adapt to regulatory requirements in all countries as these requirements change. In connection with our acquisitions, we may assume significant environmental liabilities, some of which we may not be aware of, or may not be quantifiable, at the time of acquisition.
ITEM 1. BUSINESS All currency amounts are in millions unless specified Our Business Roper Technologies, Inc. (“Roper,” the “Company,” “we,” “our,” or “us”) is a diversified technology company. Roper has a proven, long-term, successful track record of compounding cash flow and shareholder value.
ITEM 1. BUSINESS All currency amounts are in millions unless specified Our Business Roper Technologies, Inc. (“Roper,” the “Company,” “we,” “our,” or “us”) is a diversified technology company. Roper has a proven, long-term, successful track record of compounding cash flow and increasing shareholder value.
Foundry – software technologies used to deliver visual effects and 3D content for the entertainment and digital design industries. iPipeline – cloud-based software solutions for the life insurance and financial services industries. iTradeNetwork – electronic marketplaces and supply chain software that connect food suppliers, distributors, and vendors, primarily in the perishable food sector.
Foundry – software technologies used to deliver visual effects and 3D content for the entertainment and digital design industries. iPipeline – cloud-based software solutions for the life insurance/annuities and financial services industries. iTradeNetwork – electronic marketplaces and supply chain software that connect food suppliers, distributors, and vendors, primarily in the perishable food sector.
The three reportable segments are as follows: –Application Software - Aderant, CBORD, Clinisys, Data Innovations, Deltek, Frontline, IntelliTrans, PowerPlan, Strata, Vertafore –Network Software - ConstructConnect, DAT, Foundry, iPipeline, iTradeNetwork, Loadlink, MHA, SHP, SoftWriters –Technology Enabled Products - CIVCO Medical Solutions, FMI, Inovonics, IPA, Neptune, Northern Digital, rf IDEAS, Verathon Financial information about our reportable segments is presented in Note 14 of the Notes to Consolidated Financial Statements included in this Annual Report.
The three reportable segments are as follows: –Application Software —Aderant, Clinisys, Data Innovations, Deltek, Frontline, IntelliTrans, PowerPlan, Procare, Strata, Transact/CBORD, Vertafore –Network Software —ConstructConnect, DAT, Foundry, iPipeline, iTradeNetwork, Loadlink, MHA, SHP, SoftWriters –Technology Enabled Products —CIVCO Medical Solutions, FMI, Inovonics, IPA, Neptune, Northern Digital, rf IDEAS, Verathon Financial information about our reportable segments is presented in Note 14 of the Notes to Consolidated Financial Statements included in this Annual Report.
Information regarding our international operations is set forth in Note 14 of the Notes to Consolidated Financial Statements included in this Annual Report. 4 Our Reportable Segments The Company’s segment reporting structure is based on business model and delivery of performance obligations.
Information regarding our international operations is set forth in Note 14 of the Notes to Consolidated Financial Statements included in this Annual Report. 4 Our Reportable Segments Roper’s segment reporting structure is based on business model and delivery of performance obligations.
As a result, apart from guidance with respect to: (i) compliance with legal and regulatory requirements or corporate policies; and (ii) the implementation of compensation and benefit programs provided by corporate management, managers at individual businesses are the primary decision makers with respect to human capital management and development.
As a result, apart from guidance with respect to: (i) compliance with legal and regulatory requirements or corporate policies; and (ii) the implementation of business unit leadership compensation and benefit programs provided by corporate management, managers at individual businesses are the primary decision makers with respect to human capital management and development.
We are also subject to a variety of federal, state, and foreign laws which broadly relate to our interactions with healthcare practitioners and other participants in the healthcare system, including, among others, anti-kickback law, and laws regulating the confidentiality of sensitive personal information and the circumstances under which such information may be released and/or collected, such as the Health Insurance Portability and Accountability Act of 1996, or HIPAA, the Health Information Technology for Economic and Clinical Health Act, or HITECH Act, and the GDPR.
We are also subject to a variety of federal, state, and foreign laws which broadly relate to our interactions with healthcare practitioners and other participants in the healthcare system, including, among others, anti-kickback law, and laws regulating the confidentiality of sensitive personal information and the circumstances under which such information may be released and/or collected, such as the Health Insurance Portability and Accountability Act of 1996, or HIPAA, the Health Information Technology for Economic and Clinical Health Act, or HITECH Act, and the GDPR. 7 Anti-Corruption and Anti-Bribery Laws and Regulations We are subject to the U.S.
We pursue consistent and sustainable growth in revenue, earnings, and cash flow by enabling continuous improvement in the operating performance of our businesses and by acquiring other businesses that offer high value-added software, services, technology-enabled products, and solutions that we believe are capable of achieving growth and maintaining high margins.
We pursue consistent and sustainable growth in revenue, earnings, and cash flow by enabling continuous improvement in the operating performance of our businesses and by acquiring businesses that offer high value-added software, services, technology-enabled products, and solutions that we believe are capable of realizing growth while maintaining high margins.
Below is a description of the products offered by businesses that comprise the Application Software segment: Aderant – comprehensive management software solutions for law and other professional services firms, including business development, calendar/docket matter management, time and billing, and case management.
Below is a description of the products offered by businesses that comprise the Application Software segment: Aderant – comprehensive management software solutions for law and other professional services firms, including business development, calendar/docket matter management, time and billing, and case management. Clinisys – diagnostic and laboratory information management software solutions.
Our businesses realize growth from new and existing customers in their niche markets through successfully executing go-to-market strategies, developing new products and applications, and delivering professional services. Diversified End Markets and Geographic Reach – We have a global presence, with sales to customers outside of the United States (“U.S.”) totaling $873.4 in 2023.
Our businesses realize growth from new and existing customers in their niche markets through successfully executing go-to-market strategies, developing new products and applications, and delivering professional services. Diversified End Markets and Geographic Reach – We have a global presence, with sales to customers outside of the United States (“U.S.”) totaling $975.9 in 2024.
These filings are also accessible on the SEC’s website at www.sec.gov. Our Corporate Governance Guidelines; the charters of our Audit Committee, Compensation Committee, and Nominating and Governance Committee; and our Code of Conduct (the “Code of Conduct”) are also available on our website.
These filings are also accessible on the SEC’s website at www.sec.gov. Our Corporate Governance Guidelines; the charters of our Audit Committee, Compensation Committee, and Nominating and Governance Committee; and our Code of Ethics (the “Code of Ethics”) are also available on our website.
Loadlink – electronic marketplaces that connect available capacity of trucking units with the available loads of freight throughout Canada. MHA – health care service and software solutions to alternate site health care markets. SHP – data analytics and benchmarking information for the post-acute healthcare provider marketplace. SoftWriters – software solutions to pharmacies that primarily serve the long-term care marketplace.
Loadlink – electronic marketplaces that connect available capacity of trucking units with the available loads of freight throughout Canada, and freight analytics solutions. MHA – health care services and software solutions to alternate site health care markets. SHP – data analytics and benchmarking information for the post-acute healthcare provider marketplace.
Canada (Quebec) and China have also significantly updated their privacy laws. The compliance and other burdens on our businesses imposed by these privacy laws and regulations may be substantial as we work to comply with differing legal and implementation requirements across multiple jurisdictions.
The compliance and other burdens on our businesses imposed by these privacy laws and regulations may be substantial as we work to comply with differing legal and implementation requirements across multiple jurisdictions.
As of December 31, 2023 and December 31, 2022, total remaining performance obligations were $4,612.6 and $4,214.0, respectively. 6 Backlog is equal to our remaining performance obligations expected to be recognized as revenue within the next 12 months. Backlog was $3,156.6 at December 31, 2023 and $2,912.6 at December 31, 2022.
As of December 31, 2024 and 2023, total remaining performance obligations were $4,754.9 and $4,612.6, respectively. Backlog is equal to our remaining performance obligations expected to be recognized as revenue within the next 12 months. Backlog was $3,105.4 at December 31, 2024 and $3,156.6 at December 31, 2023.
On November 22, 2022, the Company completed the divestiture of a majority 51% equity stake in its industrial businesses, including its entire historical Process Technologies reportable segment and the industrial businesses within its historical Measurement & Analytical Solutions reportable segment, to Clayton, Dubilier & Rice, LLC.
In November 2022, Roper completed the divestiture of a majority equity stake in its industrial businesses, including its entire historical Process Technologies reportable segment and the industrial businesses within its historical Measurement & Analytical Solutions reportable segment (collectively “Indicor”), to Clayton, Dubilier & Rice, LLC (“CD&R”).
PowerPlan – financial and compliance management software and solutions to large complex companies in asset-intensive industries. Strata – cloud-based financial analytics, performance management software, and data solutions used by healthcare providers, higher education, and financial institutions for financial planning, decision support, and continuous cost improvement.
Strata – cloud-based financial analytics, performance management software, and data solutions used by healthcare providers, higher education, and financial institutions for financial planning, decision support, and continuous cost improvement.
Vertafore – cloud-based software to the property and casualty insurance industry, including agency management, compliance, workflow, and data solutions. Network Software Our Network Software segment had net revenues of $1,439.4 for the year ended December 31, 2023, representing 23.3% of our total net revenues.
Vertafore – cloud-based software for the property and casualty insurance industry, including agency and distribution management, compliance, workflow, and data solutions. 5 Network Software Our Network Software segment had net revenues of $1,475.6 for the year ended December 31, 2024, representing 21.0% of our total net revenues.
Deltek – enterprise software and information solutions for government contractors, professional services firms, and other project-based businesses. Frontline – K-12 school administration software, connecting solutions for human capital management, student and special programs, and business operations, with powerful analytics to empower educators. IntelliTrans – transportation management software and services to bulk and break-bulk commodity producers.
Data Innovations – software solutions that enable enterprise management of hospitals and independent laboratories. Deltek – enterprise software and information solutions for government contractors, professional services firms, and other project-based businesses. Frontline – K-12 school administration software, connecting solutions for human capital management, student and special programs, and business operations, with powerful analytics that empower educators.
In the U.S., many states have adopted legislation that imposes restrictions similar (but not identical) to GDPR on companies conducting business or serving customers in those states.
In the U.S., at least 20 states have individually passed comprehensive privacy legislation, which imposes restrictions similar (but not identical) to GDPR on companies conducting business or serving customers in those states.
Market Share, Market Expansion, and Product Development Leadership with Technology and Products for Niche Markets – We maintain a leading position in many of our markets.
We were incorporated on December 17, 1981 under the laws of the State of Delaware. Market Share, Market Expansion, and Product Development Leadership with Technology and Products for Niche Markets – We maintain a leading position in many of our markets.
Northern Digital – optical and electromagnetic precision measurement systems for medical and industrial applications. rf IDEAS – RFID card readers used in numerous identity access management applications across a variety of vertical markets. Verathon – medical devices that enable airway management, including bronchoscopes and video laryngoscopes, and bladder volume measurement solutions for healthcare providers.
Northern Digital – optical and electromagnetic precision measurement systems for medical and industrial applications. rf IDEAS – RFID card and credential readers used in numerous identity access management applications across a variety of vertical markets.
We compete in many defensible niche markets and believe we are the market leader or a competitive alternative to the market leader in most of these markets.
We compete in many defensible niche markets and believe we are the market leader or a competitive alternative to the market leader in most of these markets. In the last three years, we have deployed approximately $9,950 of capital toward acquisitions.
Application Software Our Application Software segment had net revenues of $3,186.9 for the year ended December 31, 2023, representing 51.6% of our total net revenues.
Application Software Our Application Software segment had net revenues of $3,868.3 for the year ended December 31, 2024, representing 55.0% of our total net revenues.
Any violation of these laws by us or our agents or distributors could create substantial liability for us, subject our officers and directors to personal liability, and cause a loss of reputation in the market. Increased business in higher risk countries could subject us and our officers and directors to increased scrutiny and increased liability.
Foreign Corrupt Practices Act (FCPA) and anti-corruption laws, and similar laws in foreign countries, such as the UK Bribery Act. Any violation of these laws by us or our agents or distributors could create substantial liability for us, subject our officers and directors to personal liability, and cause a loss of reputation in the market.
Any amendment to the Code of Conduct and any waiver applicable to our directors, executive officers, or senior financial officers will be posted on our website within the time period required by the SEC and The Nasdaq Stock Market (the “Nasdaq”).
Any amendment to the Code of Ethics and any waiver applicable to our directors, executive officers, or senior financial officers will be posted on our website within the time period required by the SEC and Nasdaq. The information posted on our website is not incorporated into this Annual Report or any other filing made by Roper with the SEC.
We compete primarily on product quality, performance, innovation, technology, price, applications expertise, system and service flexibility, distribution channel access, and customer service capabilities.
Competitors might be large or small in size, often depending on the size of the niche market we serve. We compete primarily on product quality, performance, innovation, technology, price, applications expertise, system and service flexibility, distribution channel access, and customer service capabilities.
Human Capital Management Roper is a diversified technology company that utilizes a decentralized operating model across our many businesses which serve a diverse set of end markets. Subject to oversight and guidance from Roper executive management, each business operates as an individual unit with its managers empowered to make day-to-day operating decisions, including decisions with respect to human capital management.
Subject to oversight and guidance from Roper executive management, each business operates as an individual unit with its managers empowered to make day-to-day operating decisions, including decisions with respect to human capital management.
In addition, becoming familiar with and implementing the infrastructure necessary to comply with laws, rules, and regulations applicable to new business activities and mitigating and protecting against corruption risks could be quite costly. 7 Export Controls and Trade Policies We are subject to numerous domestic and foreign regulations relating to our operations worldwide.
Increased business in higher risk countries could subject us and our officers and directors to increased scrutiny and increased liability. In addition, becoming familiar with and implementing the infrastructure necessary to comply with laws, rules, and regulations applicable to new business activities and mitigating and protecting against corruption risks could be quite costly.
We also employ various methods, including confidentiality and non-disclosure agreements with individuals and companies we do business with, including employees, distributors, representatives, independent contractors, and customers to protect our intellectual property. We believe none of our operating units are substantially dependent on any single item of intellectual property, including a trade secret, patent, trademark, trade dress, or copyright.
We also employ various methods, including confidentiality and non-disclosure agreements with individuals and companies we do business with, including employees, distributors, representatives, independent contractors, and customers to protect our intellectual property.
Materials and Suppliers We believe most materials and supplies we use are readily available from numerous sources and suppliers throughout the world. However, some components and sub-assemblies are currently available from only a limited number of suppliers for which we regularly investigate and identify alternative sources where possible. We also believe these conditions affect our competitors.
However, some components and sub-assemblies are currently available from only a limited number of suppliers for which we regularly investigate and identify alternative sources where possible. We also believe these conditions affect our competitors. Remaining Performance Obligations and Backlog Remaining performance obligations represent the transaction price of firm orders for which work has not been performed, excluding unexercised contract options.
Neptune – water meters, enabling water utilities to remotely monitor their customers utilizing Automatic Meter Reading (AMR), Advanced Metering Infrastructure (AMI) technologies, and cloud-based software supporting meter data management.
Inovonics – high-performance wireless sensor networks and solutions for a variety of applications. IPA – automated surgical scrub and linen dispensing equipment for healthcare providers. Neptune – water meters, enabling water utilities to remotely monitor their customers utilizing Automatic Meter Reading (AMR), Advanced Metering Infrastructure (AMI) technologies, and cloud-based software supporting meter data management.
We use, generate, and dispose of hazardous substances and waste in our operations and could be subject to material liabilities relating to the investigation and clean-up of contaminated properties and related claims. We are required to conform our operations and properties to these laws and adapt to regulatory requirements in all countries as these requirements change.
Environmental Regulations Our operations and properties are subject to laws and regulations relating to environmental protection, including those governing air emissions, water discharges, waste management, and workplace safety. We use, generate, and dispose of hazardous substances and waste in our operations and could be subject to material liabilities relating to the investigation and clean-up of contaminated properties and related claims.
We believe that we are a leader in most of our markets, and no single company competes with us over a significant number of product lines. Competitors might be large or small in size, often depending on the size of the niche market we serve.
Competition Generally, our products and solutions face significant competition, although in certain niche markets there are a limited number of competitors. We believe that we are a leader in most of our markets, and no single company competes with us over a significant number of product lines.
In particular, our sales activities must comply with restrictions relating to the export of controlled technology and sales to denied or sanctioned parties contained in the U.S. Export Administration Regulations, U.S. International Traffic in Arms Regulations (ITAR), and sanctions administered by the Office of Foreign Assets Control of the U.S. Department of the Treasury (OFAC).
Export Controls and Trade Policies We are subject to numerous domestic and foreign regulations relating to our operations worldwide. In particular, our sales activities must comply with restrictions relating to the export of controlled technology and sales to denied or sanctioned parties contained in the U.S. Export Administration Regulations, U.S.
As of December 31, 2023, we employed approximately 16,800 people worldwide on a consolidated basis, of which approximately 10,900 were employed in the U.S. and approximately 5,900 were employed outside of the U.S. Management believes that the Company’s employee relations are favorable. During the COVID-19 pandemic, most of our businesses implemented broad work-from-home initiatives.
As of December 31, 2024, we employed approximately 18,200 people worldwide on a consolidated basis, of which approximately 12,100 were employed in the U.S. and approximately 6,100 were employed outside of the U.S. Management believes that the Company’s employee relations are favorable.
Below is a description of the products offered by businesses that comprise the Network Software segment: ConstructConnect – cloud-based data, collaboration, and estimating automation software solutions to a network of pre-construction contractors. 5 DAT – electronic marketplaces that connect available capacity of trucking units with the available loads of freight throughout North America.
Below is a description of the products offered by businesses that comprise the Network Software segment: ConstructConnect – cloud-based data, collaboration, and estimating automation software solutions focused on the pre-construction phase for a network of construction contractors and building product manufacturers/distributors.
Many businesses have retained work-from-home flexibility for their employees and have implemented hybrid work-from-home and in-office arrangements. 8 Outside of the U.S., we have some employees, particularly in Europe, that are represented by an employee representative organization, such as a union, works council, or employee association.
Outside of the U.S., we have some employees, particularly in Europe, that are represented by an employee representative organization, such as a union, works council, or employee association. Roper has identified and implemented other human capital priorities, including providing competitive wages and benefits, and promoting a diverse and inclusive work environment.
In the last three years, we have deployed approximately $6,550 of capital toward acquisitions, including approximately $1,380 in 2023 for the acquisition of Syntellis Performance Solutions, a leading provider of Software-as-a-Service (“SaaS”) solutions for healthcare, financial institution, and higher education providers and approximately $3,750 in 2022 for the acquisition of Frontline, a leading provider of SaaS solutions for school administration.
In 2023, this included approximately $1,380 for the acquisition of Syntellis, a leading provider of SaaS solutions for healthcare, financial institution, and higher education providers, which was combined with our Strata business, and 2022 included approximately $3,750 for the acquisition of Frontline, a leading provider of SaaS solutions for school administration.
Technology Enabled Products Our Technology Enabled Products segment had net revenues of $1,551.5 for the year ended December 31, 2023, representing 25.1% of our total net revenues. Below is a description of the products offered by businesses that comprise the Technology Enabled Products segment: CIVCO Medical Solutions – accessories focused on guidance and infection control for ultrasound procedures.
Below is a description of the products offered by businesses that comprise the Technology Enabled Products segment: CIVCO Medical Solutions – accessories focused on guidance and infection control for ultrasound procedures. FMI – dispensers and metering pumps which are utilized in a broad range of applications requiring precision fluid control.
In addition, the Company has an increased mix of recurring revenue and a higher margin profile. The financial results for Indicor and the 2021 Divestitures are reported as discontinued operations for all periods presented. Unless otherwise noted, discussion within Part I relates to continuing operations.
Roper completed the 2021 Divestitures by March 2022. The financial results of Indicor and the 2021 Divestitures are reported as discontinued operations for all periods presented. Unless otherwise noted, discussion within Part I relates to continuing operations. Refer to Note 3 of the Notes to Consolidated Financial Statements included in this Annual Report for further information regarding discontinued operations.
Roper has identified and implemented other human capital priorities, including providing competitive wages and benefits, and promoting a diverse and inclusive work environment. The Company is committed to increasing diversity and fostering an inclusive work environment that supports our large global workforce and helps us innovate for our customers.
The Company is committed to increasing diversity and fostering an inclusive work environment that supports our large global workforce and helps us innovate for our customers. We continue to focus on building a pipeline for talent that creates more opportunities for growth within the Company.
Changes to the CCPA which became effective in 2023 have added to the processing restrictions and notifications requirements – particularly when companies engage in online advertising. Virginia, Colorado, Connecticut, and Utah have passed similar legislation that became effective in 2023 and eight other states have passed similar legislation that will become effective in subsequent years.
Changes to the CCPA which became effective in 2023 have added to the processing restrictions and notifications requirements – particularly when companies engage in online advertising. Canada (Quebec) has also significantly updated its privacy laws.
Additionally, we deployed approximately $1,420 toward other acquisitions, primarily bolt-on acquisitions to help build on the strategic position of several of our businesses. In January 2024, we announced that we reached a definitive agreement to acquire Procare Solutions, a leading provider of cloud-based software for the childcare market, for a purchase price of approximately $1,860.
Additionally, we deployed approximately $1,360 toward other bolt-on acquisitions to help build on the strategic position of several of our businesses.
This transaction is referred to herein as the “Indicor Transaction.” As of December 31, 2023 and 2022, the Company held a 47.3% and 49.0% minority equity interest in Indicor, respectively. See Note 10 of the Notes to Consolidated Financial Statements included in this Annual Report for additional information on this minority equity interest.
Following the sale of the majority stake, Roper retained a minority equity interest in Indicor. See Note 10 of the Notes to Consolidated Financial Statements included in this Annual Report for additional information regarding Roper’s minority equity interest in Indicor. During 2021, Roper entered into definitive agreements to divest its TransCore, Zetec, and CIVCO Radiotherapy businesses (“2021 Divestitures”).
Removed
The transaction is expected to close in the first quarter of 2024, subject to regulatory approval and customary closing conditions. See Note 2 of the Notes to Consolidated Financial Statements included in this Annual Report for additional information.
Added
In 2024, this included approximately $1,860 for the acquisition of Procare, a leading provider of Software-as-a-Service (“SaaS”) solutions and integrated payment processing for early childhood education centers and approximately $1,600 for the acquisition of Transact Campus, a leading provider of integrated campus technology and payment solutions serving higher education, healthcare, and business campuses, which was combined with our CBORD business.
Removed
The businesses included in this transaction were Alpha, AMOT, CCC, Cornell, Dynisco, FTI, Hansen, Hardy, Logitech, Metrix, PAC, Roper Pump, Struers, Technolog, Uson, and Viatran (collectively “Indicor”). Following the sale of the majority stake, the Company retained a minority equity interest in Indicor.
Added
IntelliTrans – transportation management software and services to bulk and break-bulk commodity producers. PowerPlan – financial and compliance management software and solutions to large complex companies in asset-intensive industries. Procare – cloud-based software and integrated payment processing for the management of early childhood education centers.
Removed
During 2021, Roper entered into definitive agreements to divest our TransCore, Zetec, and CIVCO Radiotherapy businesses (“2021 Divestitures”). Roper completed the 2021 Divestitures by the end of the first quarter of 2022. The aggregate of the 2021 Divestitures and the Indicor Transaction have greatly reduced the cyclicality and asset intensity of the Company.
Added
Transact/CBORD – integrated campus technology and payment solutions, including secure access and campus identity software, commerce solutions, tuition management software and payment processing, as well as foodservice technologies, serving higher education, healthcare, K-12, and business campuses.
Removed
Information regarding discontinued operations is described further in Note 3 of the Notes to Consolidated Financial Statements included in this Annual Report. We were incorporated on December 17, 1981 under the laws of the State of Delaware.
Added
DAT – electronic marketplaces that connect available capacity of trucking units with the available loads of freight throughout North America, and freight analytics solutions.
Removed
CBORD – campus solutions software including access and cashless systems, and food and nutrition service management, serving primarily higher education and healthcare markets along with software, services, and technologies for foodservice operations specializing in K-12. Clinisys – diagnostic and laboratory information management software solutions. Data Innovations – software solutions that enable enterprise management of hospitals and independent laboratories.
Added
SoftWriters – software solutions to pharmacies that primarily serve the long-term care marketplace. Technology Enabled Products Our Technology Enabled Products segment had net revenues of $1,695.3 for the year ended December 31, 2024, representing 24.0% of our total net revenues.
Removed
FMI – dispensers and metering pumps which are utilized in a broad range of applications requiring precision fluid control. Inovonics – high-performance wireless sensor networks and solutions for a variety of applications. IPA – automated surgical scrub and linen dispensing equipment for healthcare providers.
Added
Verathon – medical devices that enable airway management, including bronchoscopes and video laryngoscopes, and bladder volume measurement solutions for healthcare providers. 6 Materials and Suppliers We believe most materials and supplies we use are readily available from numerous sources and suppliers throughout the world.
Removed
Remaining Performance Obligations and Backlog Remaining performance obligations represent the transaction price of firm orders for which work has not been performed, excluding unexercised contract options.
Added
International Traffic in Arms Regulations (ITAR), and sanctions administered by the Office of Foreign Assets Control of the U.S. Department of the Treasury (OFAC). Our businesses may also be impacted by additional domestic or foreign trade regulations, including trade restrictions, trade agreements, tariffs (including new, expanded, or retaliatory tariffs), and sanctions.
Removed
Anti-Corruption and Anti-Bribery Laws and Regulations We are subject to the U.S. Foreign Corrupt Practices Act (FCPA) and anti-corruption laws, and similar laws in foreign countries, such as the UK Bribery Act.
Added
In addition, new laws and regulations, the discovery of previously unknown contamination, or the imposition of new requirements could increase our costs or subject us to new or increased liabilities. Customers During 2024, no customer accounted for 10% or more of any segment or total Company net revenues.
Removed
Our businesses may also be impacted by additional domestic or foreign trade regulations ensuring fair trade practices, including trade restrictions, tariffs, and sanctions. Environmental Regulations Our operations and properties are subject to laws and regulations relating to environmental protection, including those governing air emissions, water discharges, waste management, and workplace safety.
Added
We believe none of our operating units are substantially dependent on any single item of intellectual property, including a trade secret, patent, trademark, trade dress, or copyright. 8 Human Capital Management Roper is a diversified technology company that utilizes a decentralized operating model across our many businesses which serve a diverse set of end markets.
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Customers During 2023, no customer accounted for 10% or more of any segment or total Company net revenues. Competition Generally, our products and solutions face significant competition, although in certain niche markets there are a limited number of competitors.
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We continue to focus on building a pipeline for talent to create more opportunities for workplace diversity and to support greater representation within the Company.
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The information posted on our website is not incorporated into this Annual Report or any other filing made by Roper with the SEC.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

46 edited+13 added−8 removed49 unchanged
Biggest changeOur international operations are subject to varying degrees of risk inherent in doing business outside of the U.S. including, without limitation, the following: • adverse changes in a specific country’s or region’s political or economic conditions, particularly in emerging markets; • oil price volatility; • trade protection measures, tariffs, and import or export requirements; • subsidies or increased access to capital for firms that are currently, or may emerge as, competitors in countries in which we have operations; • partial or total expropriation; • potentially negative consequences from changes in tax laws; • difficulty in staffing and managing widespread operations; • differing labor regulations; • differing protection of intellectual property; and • differing and unexpected changes in regulatory requirements, including any measures implemented to address data privacy and impacts of climate change.
Biggest changeOur international operations are subject to varying degrees of risk inherent in doing business outside of the U.S. including, without limitation, the following: • adverse changes in a specific country’s or region’s political or economic conditions, particularly in emerging markets; • oil price volatility; • trade protection measures, tariffs, and import or export requirements, including uncertainty about what actions may be taken by governments with respect to tariffs or trade relations, what products may be subject to such actions, and what actions may be taken by foreign countries in retaliation to proposed or imposed U.S. tariffs; • subsidies or increased access to capital for firms that are currently, or may emerge as, competitors in countries in which we have operations; • partial or total expropriation; • potentially negative consequences from changes in tax laws; • difficulty in staffing and managing widespread operations; • differing labor regulations; • differing protection of intellectual property; and • differing and unexpected changes in regulatory requirements, including any measures implemented to address data privacy, cybersecurity, and impacts of climate change. 14 Any business disruptions due to political instability, armed hostilities, incidents of terrorism, incidents of directed cyberattacks, public health crises, or extreme weather events or other natural disasters could adversely impact our financial performance.
Despite these efforts, we can make no assurances that we will be able to mitigate, detect, prevent, timely and adequately respond, or fully recover from the negative effects of cyberattacks or other security compromises, and such cybersecurity incidents, depending on their nature and scope, could potentially result in the misappropriation, destruction, corruption, or unavailability of critical data and confidential or proprietary information (our own or that of third parties) and the disruption of business operations.
Despite these efforts, we can make no assurances that we will be able to mitigate, detect, prevent, timely and adequately respond, or fully recover from the negative effects of cyberattacks, cybersecurity incidents, or other security compromises, and such attacks, compromises, or cybersecurity incidents, depending on their nature and scope, could potentially result in the misappropriation, destruction, corruption, or unavailability of critical data and confidential or proprietary information (our own or that of third parties) and the disruption of business operations.
Many of these risks are outside of CD&R’s or Indicor’s control and could materially impact Indicor’s business, financial condition, and results of operations. Moreover, CD&R may have economic or other business interests that are inconsistent with ours, and we may be unable to prevent strategic decisions that may adversely affect the value of our investment in Indicor.
Many of these risks are outside of CD&R’s or Indicor’s control and could 12 materially impact Indicor’s business, financial condition, and results of operations. Moreover, CD&R may have economic or other business interests that are inconsistent with ours, and we may be unable to prevent strategic decisions that may adversely affect the value of our investment in Indicor.
Additionally, our credit agreement includes increases in interest rates if the ratings for our debt are downgraded. Furthermore, an increase in the level of our indebtedness may increase our vulnerability to adverse general economic and industry conditions and may affect our ability to obtain additional financing. ITEM 1B. UNRESOLVED STAFF COMMENTS None. 15
Additionally, our credit agreement includes increases in interest rates if the ratings for our debt are downgraded. Furthermore, an increase in the level of our indebtedness may increase our vulnerability to adverse general economic and industry conditions and may affect our ability to obtain additional financing. 15 ITEM 1B. UNRESOLVED STAFF COMMENTS None. 16
We seek to deploy measures to protect, detect, respond, and recover from cybersecurity threats, including identity and access controls, employee training, data protection, vulnerability management, incident response, secure product development, continuous monitoring of our networks, platforms, endpoints, and systems, and maintenance of ransomware resilient backup and recovery capabilities.
We seek to deploy measures to protect, detect, respond, and recover from cybersecurity threats and incidents, including identity and access controls, employee training, data protection, vulnerability management, incident response, secure product development, continuous monitoring of our networks, platforms, endpoints, and systems, and maintenance of ransomware resilient backup and recovery capabilities.
In addition, a significant increase in our insurance costs or the imposition of a liability that is not covered by insurance or is in excess of insurance coverage, could have an adverse impact on our operating results. 10 Our operating results could be adversely affected by a reduction in business with our large customers.
In addition, a significant increase in our insurance costs or the imposition of a liability that is not covered by insurance or is in excess of insurance coverage, could have an adverse impact on our operating results. Our operating results could be adversely affected by a reduction in business with our large customers.
Difficulties encountered with acquisitions may have a material adverse effect on our business, financial condition, and results of operations. Our technology is important to our success, and our failure to protect this technology could put us at a competitive disadvantage.
Difficulties encountered with acquisitions may have a material adverse effect on our business, financial condition, and results of operations. 9 Our technology is important to our success, and our failure to protect this technology could put us at a competitive disadvantage.
Any failure, or perceived failure, by the Company to achieve its goals, further its initiatives, adhere to its public statements, comply with federal, state, or international ESG laws and regulations, or meet evolving and varied stakeholder expectations and standards could result in legal and regulatory proceedings against the Company and materially adversely affect the Company’s business, reputation, results of operations, financial condition, and stock price.
Any failure, or perceived failure, by the Company to achieve its goals, further its initiatives, adhere to its public statements, comply with federal, state, or international sustainability laws and regulations, or meet evolving and varied stakeholder expectations and standards could result in legal and regulatory proceedings against the Company and materially adversely affect the Company’s business, reputation, results of operations, financial condition, and stock price.
These may include such things as unauthorized access, phishing attacks, denial of service, data exfiltration and extortion, introduction of malware or ransomware, and other disruptive problems caused by threat actors. While we have experienced and expect to continue to experience these types of threats and incidents, none of them to date have been material to the Company.
These may include such things as unauthorized access, phishing attacks, denial of service, insider threats, data exfiltration and extortion, introduction of malware or ransomware, and other disruptive problems caused by threat actors. While we have experienced and expect to continue to experience these types of cybersecurity threats and incidents, none of them to date have been material to the Company.
We rely on third-party data centers and cloud platforms, such as Amazon Web Services, Google Cloud Platform, and Microsoft Azure to host certain enterprise and customer systems. Our ability to monitor such third parties’ security measures and the full impact of the systemic risk is limited.
We rely on business partners such as third-party data centers and cloud platforms, such as Amazon Web Services, Google Cloud Platform, and Microsoft Azure to host certain enterprise and customer systems. Our ability to monitor such third parties’ security measures and the full impact of the systemic risk is limited.
If future operating performance at one or more of our business units were to fall significantly below current levels, if competing or alternative technologies emerge, if discount rates rise, or if business valuations decline, we could incur a non-cash 11 charge to operating income.
If future operating performance at one or more of our business units were to fall significantly below current or expected levels, if competing or alternative technologies emerge, if discount rates rise, or if business valuations decline, we could incur a non-cash charge to operating income.
Responding to these ESG considerations and implementation of these goals and initiatives involves risks and uncertainties, including those described under “Information About Forward-Looking Statements,” requires investments, and is impacted by factors that may be outside of the Company’s control.
Responding to these sustainability considerations and implementation of these goals and initiatives involves risks and uncertainties, including those described under “Information About Forward-Looking Statements,” requires investments, and is impacted by factors that may be outside of the Company’s control.
Global cybersecurity threats are rapidly evolving and becoming increasingly more sophisticated and attacks to networks, platforms, systems, and endpoints can range from uncoordinated individual attempts to sophisticated and targeted measures known as advanced persistent threats, directed at the Company, its businesses, its customers, and/or its third-party service providers, including, but not limited to, cloud providers and providers of network management services.
Global cybersecurity threats are rapidly evolving and attacks to networks, platforms, systems, and endpoints can range from uncoordinated individual attempts to sophisticated and targeted measures known as advanced persistent threats, directed at the Company, its businesses, its customers, and/or its third-party service providers, including, but not limited to, cloud providers and providers of network management services.
In the event of a decrease in fair value, we could incur non-cash charges within non-operating income with a corresponding reduction in the balance of our equity investment. See Note 10 of the Notes to Consolidated Financial Statements included in this Annual Report for additional information on this equity investment. Divestitures or other dispositions could negatively impact our business.
In the event of a decrease in fair value, we would incur a non-cash charge within non-operating income with a corresponding reduction in the balance of our equity investment. See Note 10 of the Notes to Consolidated Financial Statements included in this Annual Report for additional information on this equity investment. Divestitures or other dispositions could negatively impact our business.
Our business operations are dependent upon information technology networks and systems to securely transmit, process, and store electronic information and to communicate among our locations around the world and with clients and suppliers.
Our business operations are dependent upon information technology networks and systems to securely transmit, process, and store information and to communicate among our locations around the world and with clients, suppliers, and business partners.
The Company makes statements about ESG goals and initiatives through information provided on its website, press statements, and other communications, including through its annual ESG Report.
The Company makes statements about sustainability goals and initiatives through information provided on its website, press statements, and other communications, including through its annual sustainability report.
In addition, there has been an increased focus on industry-specific privacy laws, including in the financial, healthcare, and educational sectors. These statutes and regulations create civil penalties for violations, and in the case of California, creates a limited private right of action for data breaches, that increases the risk of data breach litigation.
In addition, there has been an increased focus on industry-specific privacy laws, including in the financial, healthcare, and educational sectors. These statutes and regulations create civil penalties for violations, and in the case of California and some sector-specific laws, create a limited private right of action for data breaches that increase the risk of data breach litigation.
If any cloud platform that we use is unavailable to us for any reason, our customers may experience service interruptions, which could significantly impact our operations, reputation, business, and financial results.
If any third-party system or cloud platform that we use is unavailable to us for any reason, our customers may experience service interruptions, which could significantly impact our operations, reputation, business, and financial results.
In addition, some stakeholders may disagree with the Company’s goals and initiatives and the focus of stakeholders may change and evolve over time. Stakeholders also may have very different views on where environmental, social, and governance focus should be placed, including differing views of regulators in various jurisdictions in which we operate.
In addition, some stakeholders may disagree with the Company’s goals and initiatives and the focus of stakeholders may change and evolve over time. Stakeholders also may have very different views on where focus on sustainability topics should be placed, including differing views of regulators in various jurisdictions in which we operate.
A prolonged economic slowdown or recession could reduce the demand for our products, and therefore, negatively affect our future sales and profits. Any of these events could have a significant impact on our business, financial condition, or results of operations.
A prolonged economic slowdown or recession could reduce the demand for our products, and therefore, negatively affect our future sales and profits. Any of these events could have a significant impact on our business, financial condition, or results of operations. Political and geopolitical conditions can adversely affect our business.
Despite our efforts to protect proprietary rights, unauthorized parties or competitors may copy or otherwise obtain and use our products or technology. Actions to enforce these rights may result in substantial costs and diversion of resources, and we make no assurances that any such actions will be successful. Unfavorable changes in foreign exchange rates may harm our business.
Despite our efforts to protect proprietary rights, unauthorized parties or competitors may copy or otherwise obtain and use our products or technology. Actions to enforce these rights may result in substantial costs and diversion of resources, and we make no assurances that any such actions will be successful.
We believe we have adequately accrued estimated losses, principally related to deductible amounts under our insurance policies, with respect to all product liability and other claims, based upon our past experience and available facts.
We also maintain other insurance policies, including directors’ and officers’ liability insurance and cybersecurity insurance. We believe we have adequately accrued estimated losses, principally related to deductible amounts under our insurance policies, with respect to all product liability and other claims, based upon our past experience and available facts.
Our competitors or other third parties may incorporate AI into their products more quickly or more successfully than us, which could impair our ability to compete effectively and adversely affect our results of operations.
Our competitors or other third parties may incorporate AI into their products or operations more quickly or successfully than us, or develop superior products and services with the aid of AI, which could impair our ability to compete effectively and adversely affect our results of operations.
GDPR provides significant penalties for non-compliance (up to 4% of global annual revenue) and EU data protection authorities have already issued significant fines. The interpretation and application of consumer and data protection laws and industry standards in the U.S., Europe, and elsewhere can be uncertain and currently is in flux.
GDPR provides significant penalties for non-compliance (up to 4% of 13 global annual revenue) and EU data protection authorities have already issued significant fines. Canada (Quebec) has also significantly updated its privacy laws. The interpretation and application of consumer and data protection laws and industry standards in the U.S., Europe, and elsewhere can be uncertain and currently is in flux.
As of December 31, 2023, we had $6,330.1 in total consolidated indebtedness. In addition, we had approximately $3,133 of undrawn availability under our unsecured credit facility. Subject to restrictions contained in our credit facility, we may incur additional indebtedness in the future, including indebtedness incurred to finance acquisitions.
As of December 31, 2024, we had $7,623.0 in total consolidated indebtedness. In addition, we had approximately $3,369 of undrawn availability under our unsecured revolving credit facility. Subject to restrictions contained in our credit facility, we may incur additional indebtedness in the future, including indebtedness incurred to finance acquisitions.
AI also presents emerging ethical issues, and if our use of AI becomes controversial we may experience brand, reputational, or competitive harm, or legal liability.
AI also presents emerging ethical issues, and if our use of AI becomes controversial we may experience brand, reputational, or competitive harm, or legal liability. We may be affected by laws and regulations that govern the use of AI.
Additionally, if our AI applications are based on data, algorithms, or other inputs that are flawed, or if they assist in producing content, analyses, or recommendations that are or are alleged to be deficient, inaccurate, or biased, our business, financial condition, and results of operations may be adversely affected.
Additionally, if we use AI that is based on data, algorithms, or other inputs that are flawed, or if the AI assists in producing content, analyses, or recommendations that are or are alleged to be deficient, inaccurate, violative of third-party intellectual property, or biased, our business, financial condition, and results of operations may be adversely affected.
Any imposition of liability, particularly liability that is not covered by insurance or is in excess of insurance coverage, could materially harm our operating results and financial condition. Product liability, insurance risks, and increased insurance costs could harm our operating results. Our business exposes us to product liability risks in the design, manufacture, and distribution of our products.
Any imposition of liability, particularly liability 10 that is not covered by insurance or is in excess of insurance coverage, could materially harm our operating results and financial condition. Product liability, insurance risks, product recalls, and increased insurance costs could harm our operating results.
Acquisitions involve risks, including difficulties in the integration of the operations, technologies, services, and products of the acquired companies and the diversion of management’s attention from other business concerns.
Once acquired, operations may not achieve anticipated levels of revenues, profitability, or cash flows. Acquisitions involve risks, including difficulties in the integration of the operations, technologies, services, and products of the acquired companies and the diversion of management’s attention from other business concerns.
For example, our indebtedness could: • limit our ability to borrow additional funds; • limit our ability to complete future acquisitions; • limit our ability to pay dividends; • limit our ability to make capital expenditures; • place us at a competitive disadvantage relative to our competitors, some of which have lower debt service obligations and greater financial resources; and • increase our vulnerability to general adverse economic and industry conditions.
For example, our indebtedness could: • limit our ability to borrow additional funds; • limit our ability to complete future acquisitions; • limit our ability to pay dividends; • limit our ability to make capital expenditures; • place us at a competitive disadvantage relative to our competitors, some of which have lower debt service obligations and greater financial resources; and • increase our vulnerability to general adverse economic and industry conditions. 11 Our ability to make scheduled principal payments of, to pay interest on, or to refinance our indebtedness and to satisfy our other debt obligations will depend upon our future operating performance, which may be affected by factors beyond our control.
Any change in the supply of, or price for, these parts and components, as well as any increases in commodity prices or the price and availability of third-party cloud computing platforms could affect our business, financial condition, and results of operations. Our operating results may be adversely impacted by the performance of Indicor, in which we own a minority interest.
Any change in the supply of, or price for, these parts and components, as well as any increases in commodity prices or the price and availability of, or any decrease in the reliability of, third-party cloud computing platforms could affect our business, financial condition, and results of operations.
Our total assets reflect substantial intangible assets, primarily goodwill. At December 31, 2023, goodwill totaled $17,118.8 compared to $17,444.8 of total stockholders’ equity, and represented 61% of our total assets of $28,167.5. The goodwill results from our acquisitions, representing the excess purchase price over the fair value of the net identifiable assets acquired.
Our total assets reflect substantial intangible assets, primarily goodwill. At December 31, 2024, goodwill totaled $19,312.9 compared to $18,867.6 of total stockholders’ equity, and represented 62% of our total assets of $31,334.7. The goodwill results from our acquisitions, representing the excess purchase price over the fair value of the net identifiable assets acquired.
This is particularly true for customers in highly-regulated industries, such as the healthcare industry and government contractors, and could result in regulatory actions, fines, and legal proceedings as well as negative impacts to our brand, reputation, and business. 13 Expectations relating to environmental, social, and governance considerations expose the Company to potential liabilities, increased costs, reputational harm, and other adverse effects on the Company’s business.
This is particularly true for customers in highly-regulated industries, such as the healthcare industry and government contractors, and could result in regulatory actions, fines, and legal proceedings as well as negative impacts to our brand, reputation, and business.
Many governments, regulators, investors, employees, customers, and other stakeholders are focused on environmental, social, and governance (“ESG”) considerations relating to businesses, including climate change and greenhouse gas emissions, human capital, and diversity, equity, and inclusion.
Expectations relating to sustainability considerations expose the Company to potential liabilities, increased costs, reputational harm, and other adverse effects on the Company’s business. Many governments, regulators, investors, employees, customers, and other stakeholders are focused on environmental, social, governance, and other sustainability considerations relating to businesses, including climate change and greenhouse gas emissions, human capital, and diversity.
In addition, divestitures or other dispositions may have other adverse financial and accounting impacts, and disputes may arise with buyers or with partners in businesses in which we own a minority interest that could be difficult or costly to resolve. 12 We use artificial intelligence in our business, and challenges with properly managing its use could result in reputational harm, competitive harm, and legal liability, and adversely affect our results of operations.
In addition, divestitures or other dispositions may have other adverse financial and accounting impacts, and disputes may arise with buyers or with partners in businesses in which we own a minority interest that could be difficult or costly to resolve.
Sales by our operating companies whose functional currency is not the U.S. dollar represented 11% of our total net revenues for both the years ended December 31, 2023 and 2022.
Most of these transactions and balances are denominated in British pounds, Canadian dollars, or euros. Sales by our operating companies whose functional currency is not the U.S. dollar represented 9% and 11% of our total net revenues for the years ended December 31, 2024 and 2023, respectively.
We currently have product liability insurance; however, we may not be able to maintain our insurance at a reasonable cost or in amounts sufficient to adequately protect us against losses. We also maintain other insurance policies, including directors’ and officers’ liability insurance and cybersecurity insurance.
Personal injuries relating to the use of our products can also result in product liability claims being brought against us. We currently have product liability insurance; however, we may not be able to maintain our insurance at a reasonable cost or in amounts sufficient to adequately protect us against losses.
There are no assurances, however, that we will be able to successfully identify suitable candidates, negotiate appropriate terms, obtain financing on acceptable terms, complete proposed acquisitions, receive the necessary regulatory approvals, successfully integrate acquired businesses, or expand into new markets. Once acquired, operations may not achieve anticipated levels of revenues, profitability, or cash flows.
There are no assurances, however, that we will be able to successfully identify suitable candidates, negotiate appropriate terms, obtain financing on acceptable terms, complete proposed acquisitions, receive the necessary regulatory approvals (including clearance under the Hart-Scott-Rodino Act in the U.S. and similar antitrust regulations in foreign countries), successfully integrate acquired businesses, or expand into new markets.
Risks Related to Economic and Political Conditions Economic, political, and other risks associated with our international operations could adversely affect our business. For the year ended December 31, 2023, 13% of our net revenues and 7% of our long-lived assets, excluding goodwill and other intangibles, were attributable to operations outside of the U.S.
For the year ended December 31, 2024, 14% of our net revenues were generated from customers outside of the U.S. and 7% of our long-lived assets, excluding goodwill and other intangibles, were attributable to operations outside of the U.S. We expect our international operations to contribute materially to our business for the foreseeable future.
Unfavorable changes in exchange rates between the U.S. dollar and those currencies could reduce our reported net revenues and net earnings. 9 We rely on information and technology, including third-party cloud computing platforms, for many of our business operations which could fail and cause disruption to our business operations.
We rely on information and technology, including third-party cloud computing platforms and other third-party business partners, for many of our business operations which could fail and cause disruption to our business operations.
In 2022, we divested a 51% majority equity stake in our industrial businesses to Clayton, Dubilier & Rice, LLC (“CD&R”) and retained a minority equity interest in the new parent entity, Indicor.
Our operating results may be adversely impacted by the performance of Indicor, in which we own a minority interest. In 2022, we divested a majority equity stake in our industrial businesses to CD&R and retained a minority equity interest in the new parent entity, Indicor.
Regulatory authorities around the world have passed or are considering legislative and regulatory proposals concerning data protection, privacy, and data security.
Regulatory authorities around the world have passed or are considering legislative and regulatory proposals concerning data protection, privacy, and data security. In the U.S., at least 20 states have individually passed comprehensive privacy legislation in directly regulating the collection, use, and sharing of personal information.
Further escalation of geopolitical tensions, such as increased trade barriers, economic sanctions or restrictions on global trade, related to these military conflicts could result in, among other things, cyberattacks, supply disruptions, lower consumer demand, and changes to foreign exchange rates and financial markets, any of which may adversely affect our business and supply chain. 14 General Risk Factors The potential insolvency or financial distress of third parties could adversely impact our business and results of operations.
In addition, certain geopolitical events have resulted in and could continue to result in, among other things, cyberattacks, supply disruptions, lower consumer demand, increase in global economic uncertainty, and changes to foreign exchange rates and financial markets, any of which may adversely affect our business and supply chain.
Our compliance, cyber and data privacy programs, cybersecurity technology, and risk management cannot eliminate all system risk. Cyberattacks, configuration or human error, insider threat, and/or other external hazards could result in the misappropriation of assets or sensitive information, corruption of data, or operational disruption.
Cybersecurity incidents, ransomware attacks, systems disruptions or interruptions, cyberattacks, configuration or human error, insider threat, and/or other external hazards or threats could result in the misappropriation of assets or information, corruption of data, or disruptions in our business strategy, results of operations, and financial condition.
In many situations, government entities can unilaterally terminate or modify our existing contracts without cause and without penalty to the government agency. We face intense competition. If we do not compete effectively, our business may suffer. We face intense competition from numerous competitors in our various businesses.
Unfavorable changes in exchange rates between the U.S. dollar and those currencies could reduce our reported net revenues and net earnings. We face intense competition. If we do not compete effectively, our business may suffer. We face intense competition from numerous competitors in our various businesses.
We incorporate artificial intelligence (“AI”) solutions into some of our platforms, offerings, services, and features, and these applications may become more important in our operations over time.
We use artificial intelligence in our business, and challenges with properly managing its use could result in reputational harm, competitive harm, and legal liability, and adversely affect our results of operations. We are increasingly incorporating artificial intelligence (“AI”) solutions into our platforms, offerings, services, and operations, and we expect that AI will become more important to our company over time.
Removed
Several of our operating companies have transactions and balances denominated in currencies other than the U.S. dollar. Most of these transactions and balances are denominated in British pounds, Canadian dollars, or euros.
Added
Our compliance, cyber and data privacy programs, cybersecurity technology, and risk management cannot eliminate all system risk.
Removed
Our ability to make scheduled principal payments of, to pay interest on, or to refinance our indebtedness and to satisfy our other debt obligations will depend upon our future operating performance, which may be affected by factors beyond our control.
Added
These disruptions may include, but are not limited to, interruptions to business operations, loss of intellectual property, release of confidential information, malicious alteration or corruption of data or systems, costs related to remediation or the payment of ransom, litigation including individual claims or consumer class actions, commercial litigation, administrative, and civil or criminal investigations or actions, regulatory intervention and sanctions or fines, investigation and remediation costs, and possible prolonged negative publicity.
Removed
The rapid evolution of AI, including the potential regulation of AI by government or other regulatory agencies, will require significant resources to develop, test, and maintain our platforms, offerings, services, and features in order to implement AI ethically and minimize any unintended, harmful impacts.
Added
While certain of our businesses have experienced temporary disruptions, their impact has been limited and did not have a significant impact on our businesses.
Removed
In the U.S., the states of Virginia, Colorado, Connecticut, Utah, Oregon, Texas, Montana, Delaware, Iowa, Tennessee, Indiana, and New Jersey have each passed comprehensive privacy legislation, and joined California (which further enhanced its existing privacy laws) in directly regulating the collection, use, and sharing of personal information.
Added
Our business exposes us to product liability risks in the design, manufacture, and distribution of our products.
Removed
We expect our international operations to contribute materially to our business for the foreseeable future.
Added
Manufacturing or design defects could lead to recalls or safety alerts relating to our products (either voluntary or as required by regulatory authorities), and could result, in certain cases, in the removal of a product from the market which could result in significant costs, lost sales and customers, enforcement actions and/or investigations, as well as negative publicity and damage to our reputation.
Removed
Any business disruptions due to political instability, armed hostilities, incidents of terrorism, incidents of directed cyberattacks, public health crises, or extreme weather events or other natural disasters could adversely impact our financial performance.
Added
In many situations, government entities can unilaterally terminate or modify our existing contracts without cause and without penalty to the government agency. Unfavorable changes in foreign exchange rates may harm our business. Several of our subsidiaries have transactions and balances denominated in currencies other than the U.S. dollar.
Removed
Our business, financial condition, and results of operations could be adversely affected by disruptions in the global economy caused by the conflict between Russia and Ukraine and the conflict in the Middle East. The global economy has been negatively impacted by ongoing military conflict between Russia and Ukraine and the conflict in the Middle East.
Added
For example, the EU AI Act places new requirements on providers of AI technologies that will need to be addressed in alignment with various deadlines in the coming years.
Removed
We have historically had limited operations and suppliers in these jurisdictions. Nevertheless, these military conflicts could have additional negative impacts on the global economy.
Added
These and other laws or regulations may cause us to modify our data handling and compliance practices, which could be costly or disruptive to our operations, and may also impact our ability to use certain data to support our products or our product development efforts or hinder our customers’ ability to adopt or continue to use our products.
Added
Risks Related to Economic and Political Conditions Economic, political, and other risks associated with our international operations could adversely affect our business.
Added
Political and geopolitical conditions in the markets in which our products and services are sold have been and could continue to be difficult to predict, resulting in adverse effects on our business.
Added
The results of elections, geopolitical events and tensions, and wars and other military conflicts (such as the ongoing conflicts in Ukraine and the Middle East) in these markets have in the past impacted and could continue to impact how existing laws, regulations and government programs or policies are implemented or result in uncertainty as to how such laws, regulations, programs or policies may change, including with respect to the negotiation of new trade agreements, new, expanded or retaliatory tariffs against certain countries or covering certain products or materials (including recent U.S. tariffs imposed or threatened to be imposed on China, Canada, Mexico, and other countries and any retaliatory actions taken by such countries).
Added
Changes in political administrations in the U.S. and elsewhere may lead to variability in, or reallocation of, government spending priorities, or a reduction in government spend, which could have an adverse impact on our businesses that serve governmental entities or governmental contractors.
Added
General Risk Factors The potential insolvency or financial distress of third parties could adversely impact our business and results of operations.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

15 edited+5 added−1 removed0 unchanged
Biggest changeIn addition, because Roper’s businesses generally operate independently and maintain separate infrastructure and systems, the risk of an enterprise-wide cybersecurity incident is somewhat reduced. While cybersecurity technologies and implementation may differ based on the needs and risk profile of each individual business, Roper has also implemented cyber tools and managed services to centrally monitor certain aspects of the Cybersecurity Program.
Biggest changeWhile cybersecurity technologies and implementation may differ based on the needs and risk profile of each individual business, Roper has also implemented cybersecurity tools and managed services to centrally monitor certain aspects of the Cybersecurity Program. Roper deploys cybersecurity practices and tools across all of its businesses designed to protect data, maintain resilient operations, and limit the impact of cybercrime.
The Cybersecurity Program is supervised by Roper’s Vice President of Cybersecurity, who has related experience including cybersecurity, IT, Cloud, and Security Compliance. The Vice President of Cybersecurity has obtained a B.S. in Management Information Systems, a Master’s in Business Administration, and a Master’s in Management Information Systems.
Cybersecurity Governance The Cybersecurity Program is supervised by Roper’s Vice President of Cybersecurity, who has related experience including cybersecurity, IT, Cloud, and Security Compliance. The Vice President of Cybersecurity has obtained a B.S. in Management Information Systems, a Master’s in Business Administration, and a Master’s in Management Information Systems.
We deploy a Managed Detection and Response (“MDR”) solution across all of our business units and our Corporate infrastructure designed to address the detection, response, and remediation effectiveness of cybersecurity threats. This solution is intended to provide real-time visibility of the endpoint footprint across the enterprise, including patch management and vulnerabilities, device encryption, and cybersecurity threats and detections.
We deploy a Managed Detection and Response solution across all of our business units and our Corporate infrastructure designed to address the detection, response, and remediation effectiveness for cybersecurity threats. This solution is intended to provide real-time visibility of the endpoint footprint across the enterprise, including patch management and vulnerabilities, device encryption, and cybersecurity threats and detections.
Rather, the Board believes that due to the importance and continually evolving nature of cybersecurity threats, all members of the Board should participate in the oversight of these topics. As a result, management briefs the Board on cybersecurity matters during regularly scheduled Board meetings.
Rather, the Board believes that due to the importance and continually evolving nature of risks from cybersecurity threats, all members of the Board should participate in the oversight of these topics. As a result, management briefs the Board on cybersecurity matters during regularly scheduled Board meetings.
While we work to maintain our Cybersecurity Program, there can be no assurance that such actions will be sufficient to prevent cybersecurity incidents or mitigate all potential risks to such systems, networks, and data or those of our third-party providers.
While we work to maintain our Cybersecurity Program, there can be no assurance that such actions will be sufficient to prevent cybersecurity incidents or mitigate all risks from cybersecurity threats or potential risks to such systems, networks, and data or those of our third-party providers.
Risk Factors, We rely on information and technology, including third-party cloud computing platforms, for many of our business operations which could fail and cause disruption to our business operations.” above for more information.
Risk Factors, We rely on information and technology, including third-party cloud computing platforms and other third-party business partners, for many of our business operations which could fail and cause disruption to our business operations.” above for more information.
Roper maintains a Cybersecurity Incident Response Plan (“CSIRP”), which requires each Roper business to designate a Cybersecurity Incident Response Team (“CSIRT”) that is responsible for receiving, reviewing, and responding to cybersecurity incident reports and activities. Cybersecurity incidents are required to be promptly reported to Roper, and such incidents and their resolution are then closely monitored by Roper’s cybersecurity team.
Roper maintains a Cybersecurity Incident Response Plan (“CSIRP”), which requires each Roper business to designate a Cybersecurity Incident Response Team that is responsible for receiving, reviewing, and responding to cybersecurity incident reports and activities. Cybersecurity incidents are required to be promptly reported to the Roper cybersecurity team, who then monitors such incidents through their resolution.
The Cybersecurity Program includes controls designed to identify and perform diligence on third parties as they are leveraged by Roper’s businesses in their respective software code development processes or for other purposes that require third-party access to critical infrastructure. The controls include, as appropriate, regularly assessing management of access controls and the cybersecurity risks posed by third parties.
The Cybersecurity Program includes controls designed to oversee and identify risks from cybersecurity threats associated with third parties as they are leveraged by Roper’s businesses in their respective software code development processes or for other purposes that require third-party access to critical infrastructure.
We work on security awareness with our employees throughout the year with cybersecurity training and simulated phishing campaigns to better identify and report unusual behavior and to mitigate the likelihood and impact of possible incidents. Cybersecurity Governance Our Board of Directors (the “Board”) has not delegated responsibility for cybersecurity matters to a committee.
We work on security awareness with our employees throughout the year with annual cybersecurity training and monthly simulated phishing campaigns to better identify and report unusual behavior and to mitigate the likelihood and impact of possible cybersecurity incidents.
ITEM 1C. CYBERSECURITY Roper’s Cybersecurity Program Roper maintains a global Cybersecurity Program that outlines required cybersecurity controls for all Roper businesses. Given the decentralized nature of Roper’s operating model, day-to-day management and implementation of the Cybersecurity Program and deployment of the program’s cybersecurity controls are managed locally by each of Roper’s 27 business units.
Given the decentralized nature of Roper’s operating model, day-to-day management and implementation of the Cybersecurity Program and deployment of the program’s cybersecurity controls are managed locally by each of Roper’s 28 business units, including localized information security management.
Roper’s Vice President of Audit Services also periodically briefs the Audit Committee on cybersecurity matters and related risks, as needed. Roper has also established a Cyber Disclosure Committee chaired by the Vice President of Cybersecurity to track and evaluate cybersecurity incidents and to assess their potential impact on the organization.
Roper has also established a Cyber Disclosure Committee chaired by the Vice President of Cybersecurity to track and evaluate potentially material cybersecurity incidents and to assess their potential impact on the organization. This process builds upon 17 the CSIRP and provides a framework for Roper management to monitor potentially material cybersecurity incidents.
Roper performs cybersecurity risk assessments to assess compliance with mandated cybersecurity controls and to assess the likelihood and impact of specific cyberattacks. Cybersecurity risk assessments are periodically performed to assess the internal compliance with cybersecurity strategy and implementation of cybersecurity controls.
The controls include, as appropriate, regularly assessing management of access controls and the cybersecurity risks posed by third parties. Roper performs cybersecurity risk assessments to assess compliance with mandated cybersecurity controls and to assess the likelihood and impact of specific cyberattacks.
Areas identified for enhancement and improvement are monitored and tracked to remediation by the Roper Cyber team, including the Vice President of Cybersecurity. We maintain a centralized incident response process with a forensic partner on retainer. In addition, we have cybersecurity insurance policies in place.
Cybersecurity risk is also addressed in, and monitored by, the Company’s enterprise risk management program. We maintain a centralized incident response process with a third-party forensic partner on retainer. In addition, we have cybersecurity insurance policies in place.
She also maintains the following industry cybersecurity certifications: CISA, CISSP, GSEC, GCED, GSA, and a Boardroom Certified Qualified Technology Expert (QTE). Roper deploys cybersecurity practices and tools across all of its businesses to protect data, maintain resilient operations, and limit the impact of cybercrime.
She also maintains the following industry cybersecurity certifications: CISA, CISSP, GSEC, GCED, GSA, and a Boardroom Certified Qualified Technology Expert (QTE). Our Board of Directors (the “Board”) has not delegated responsibility for cybersecurity matters to a committee.
This process builds upon the CSIRP and provides a framework for Roper management to monitor potentially material cyber incidents. The Cyber Disclosure Committee reports its activities and findings, as appropriate, to the Chief Executive Officer, Chief Financial Officer, Principal Accounting Officer, and General Counsel, and, if appropriate, to the Board of Directors.
The Cyber Disclosure Committee reports its activities and findings, as appropriate, to the Chief Executive Officer, Chief Financial Officer, Principal Accounting Officer, and General Counsel, and, if appropriate, to the Board of Directors. Although we have experienced cybersecurity incidents, these incidents have not materially affected Roper, including its business strategy, results of operations, or financial condition. See “Item 1A.
Removed
To date, management has not identified risks from cybersecurity incidents, including as a result of any previous cybersecurity incidents, that have materially affected or are reasonably likely to materially affect Roper, including its business strategy, 16 results of operations, or financial condition. See “Item 1A.
Added
ITEM 1C. CYBERSECURITY Roper’s Cybersecurity Program Roper maintains a global Cybersecurity Program supervised by the Vice President of Cybersecurity that outlines required cybersecurity controls for all Roper businesses.
Added
In addition, because Roper’s businesses generally operate independently and maintain separate infrastructure and systems, we believe the risk of an enterprise-wide cybersecurity incident is somewhat reduced.
Added
Additionally, this solution is designed to provide real-time monitoring of identity-based attacks, as well as monitoring of the deep, dark and social webs for cybersecurity threats targeting Roper’s businesses.
Added
Cybersecurity risk assessments are periodically performed to assess internal compliance with cybersecurity strategy and the implementation of cybersecurity controls, which would include the validation of cybersecurity control implementation through testing. Areas identified for enhancement and improvement are monitored and tracked to remediation by the Roper cybersecurity team, including the Vice President of Cybersecurity.
Added
Roper’s Vice President of Audit Services also periodically briefs the Audit Committee on cybersecurity matters and related risks, as needed. The Vice President of Audit Services also reports to the Audit Committee on matters, including cybersecurity matters, that are addressed and monitored pursuant to the Company’s enterprise risk management program.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeITEM 2. PROPERTIES Our corporate offices, consisting of 42,000 square feet of leased space, are located at 6496 University Parkway, Sarasota, Florida. As of December 31, 2023, we leased facilities throughout the United States and in various locations internationally including North America, Europe, and Asia-Pacific. Additionally, we owned two properties in the United States.
Biggest changeITEM 2. PROPERTIES Our corporate offices, consisting of 42,000 square feet of leased space, are located at 6496 University Parkway, Sarasota, Florida. As of December 31, 2024, we leased facilities throughout the United States and in various locations internationally including North America, Europe, and Asia-Pacific. Additionally, we owned two properties in the United States as of December 31, 2024.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeNeil Hunn , 51, has served as President and Chief Executive Officer since August 2018. He previously served as Executive Vice President and Chief Operating Officer from 2017 to 2018. Mr. Hunn also served as Group Vice President of Roper’s medical segment from 2011 to 2018 and helped drive significant growth in the Company’s medical technology and application software businesses.
Biggest changeHunn also served as Group Vice President of Roper’s medical segment from 2011 to 2018 and helped drive significant growth in the Company’s medical technology and application software businesses. In addition to his operating responsibilities at Roper, Mr. Hunn led the execution of the majority of the Company’s capital deployment since joining Roper. Prior to joining Roper, Mr.
Stipancich , 55, has served as Executive Vice President, General Counsel and Corporate Secretary since 2018 and as Vice President, General Counsel and Corporate Secretary from 2016 to 2018. Prior to joining Roper, Mr. Stipancich was with Newell Brands Inc., a consumer products company, from 2004 to May of 2016.
Stipancich , 56, has served as Executive Vice President, General Counsel and Corporate Secretary since 2018 and as Vice President, General Counsel and Corporate Secretary from 2016 to 2018. Prior to joining Roper, Mr. Stipancich was with Newell Brands Inc., a consumer products company, from 2004 to May of 2016.
Stipancich served as Executive Vice President, General Counsel and Corporate Secretary for Evenflo Company and Assistant General Counsel for Borden, both KKR portfolio companies at the time. He started his legal career in the Cleveland office of the international law firm Squire Patton Boggs. 17 PART II
Stipancich served as Executive Vice President, General Counsel and Corporate Secretary for Evenflo Company and Assistant General Counsel for Borden, both KKR portfolio companies at the time. He started his legal career in the Cleveland office of the international law firm Squire Patton Boggs. Mr.
EXECUTIVE OFFICERS OF THE REGISTRANT Pursuant to General Instruction G(3) of Form 10-K, the following list of executive officers of the Company as of February 22, 2024 is included as an unnumbered Item in Part I of this report in lieu of being included in the Company’s Proxy Statement relating to the 2024 Annual Meeting of Shareholders. L.
MINE SAFETY DISCLOSURES Not applicable. 18 EXECUTIVE OFFICERS OF THE REGISTRANT Pursuant to General Instruction G(3) of Form 10-K, the following list of executive officers of the Company as of February 24, 2025 is included as an unnumbered Item in Part I of this report in lieu of being included in the Company’s Proxy Statement relating to the 2025 Annual Meeting of Shareholders.
He previously served as the Chief Financial Officer at Managed Health Care Associates, a Roper subsidiary, from 2013 to 2017. He also led the financial planning and investor relations activities for Roper from 2006 to 2013. Before joining Roper, Mr. Conley served in various finance and accounting leadership roles at Honeywell International and Deloitte. John K.
He also led the financial planning and investor relations activities for Roper from 2006 to 2013. Before joining Roper, Mr. Conley served in various finance and accounting leadership roles at Honeywell International and Deloitte. John K.
In addition to his operating responsibilities at Roper, Mr. Hunn led the execution of the majority of the Company’s capital deployment since joining Roper. Prior to joining Roper, Mr. Hunn served 10 years as Executive Vice President and Chief Financial Officer at MedAssets, Inc., an Atlanta-based SaaS company, and as President of its revenue cycle technology businesses.
Hunn served 10 years as Executive Vice President and Chief Financial Officer at MedAssets, Inc., an Atlanta-based SaaS company, and as President of its revenue cycle technology businesses. He successfully led MedAssets’ initial public offering and the execution of several M&A transactions. Mr.
Conley , 48, has served as Executive Vice President and Chief Financial Officer since February 2023. Prior thereto, he served as Vice President and Chief Accounting Officer from 2021 to February 2023 and as Vice President and Controller from 2017 to 2021.
Prior thereto, he served as Vice President and Chief Accounting Officer from 2021 to February 2023 and as Vice President and Controller from 2017 to 2021. He previously served as the Chief Financial Officer at Managed Health Care Associates, a Roper subsidiary, from 2013 to 2017.
He successfully led MedAssets’ initial public offering and the execution of several M&A transactions. Mr. Hunn also held roles at CMGI, an incubator of Internet businesses, and Parthenon Group, a strategy consulting firm. Mr. Hunn also serves as a director of Deere & Company. Jason P.
Hunn also held roles at CMGI, an incubator of Internet businesses, and Parthenon Group, a strategy consulting firm. Mr. Hunn has been a director of Deere & Company, a global leader in the delivery of agricultural, construction, and forestry equipment, since 2023. Jason P. Conley , 49, has served as Executive Vice President and Chief Financial Officer since February 2023.
Added
L. Neil Hunn , 52, has served as President and Chief Executive Officer since August 2018. He previously served as Executive Vice President and Chief Operating Officer from 2017 to 2018. Mr.
Added
Stipancich has been a director of Mativ Holdings, Inc., a global leader in specialty materials, since June 2024. 19 PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeThe stock price performance on the following graph is not necessarily indicative of future stock price performance. 12/31/2018 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 Roper Technologies, Inc. $ 100.00 $ 133.66 $ 163.59 $ 187.60 $ 165.76 $ 210.38 S&P 500 100.00 131.49 155.68 200.37 164.08 207.21 S&P 500 IT 100.00 150.29 216.25 290.92 208.90 329.73 18 The information set forth in Item 12 under the heading “Securities Authorized for Issuance under Equity Compensation Plans” is incorporated herein by reference.
Biggest changeThe stock price performance on the following graph is not necessarily indicative of future stock price performance. 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 12/31/2024 Roper Technologies, Inc. $ 100.00 $ 122.39 $ 140.35 $ 124.02 $ 157.40 $ 150.92 S&P 500 100.00 118.40 152.39 124.79 157.59 197.02 S&P 500 IT 100.00 143.89 193.58 139.00 219.40 299.72 The information set forth in Item 12 under the heading “Securities Authorized for Issuance under Equity Compensation Plans” is incorporated herein by reference. 20 ITEM 6. [RESERVED] 21
Performance Graph – This performance graph shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any of our filings under the Securities Act of 1933, as amended, or under the Exchange Act.
Performance Graph – This performance graph shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed incorporated by reference into any of our filings under the Securities Act of 1933, as amended, or the Exchange Act.
This is the thirty-first consecutive year in which the Company has increased its dividend. The timing, declaration, and payment of future dividends will be at the sole discretion of our Board of Directors and will depend upon our profitability, cash flows, financial condition, capital needs, future prospects, and other factors deemed relevant by our Board of Directors.
This is the thirty-second consecutive year in which the Company has increased its dividend. The timing, declaration, and payment of future dividends will be at the sole discretion of our Board of Directors and will depend upon our profitability, cash flows, financial condition, capital needs, future prospects, and other factors deemed relevant by our Board of Directors.
Measurement points are the last trading day of each of our fiscal years ended December 31, 2018, 2019, 2020, 2021, 2022, and 2023. The graph assumes that $100.00 was invested on December 31, 2018 in our common stock, the S&P 500, and the S&P 500 IT and assumes the reinvestment of any dividends.
Measurement points are the last trading day of each of our fiscal years ended December 31, 2019, 2020, 2021, 2022, 2023, and 2024. The graph assumes that $100.00 was invested on December 31, 2019 in our common stock, the S&P 500, and the S&P 500 IT and assumes the reinvestment of any dividends.
The following graph compares, for the five year period ended December 31, 2023, the cumulative total stockholder return for our common stock, the Standard & Poor’s 500 Stock Index (the “S&P 500”), and the Standard & Poor’s 500 Information Technology Index (the “S&P 500 IT”).
The following graph compares, for the five year period ended December 31, 2024, the cumulative total stockholder return for our common stock, the Standard & Poor’s 500 Stock Index (the “S&P 500”), and the Standard & Poor’s 500 Information Technology Index (the “S&P 500 IT”).
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock trades on the Nasdaq under the symbol “ROP.” Based on information available to us and our transfer agent, there were approximately 213 record holders of our common stock as of February 16, 2024.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock trades on Nasdaq under the symbol “ROP.” Based on information available to us and our transfer agent, there were approximately 611 record holders of our common stock as of February 14, 2025.
Dividends – We have declared a cash dividend in each quarter since our February 1992 initial public offering and we have annually increased our dividend rate since our initial public offering. In November 2023, our Board of Directors increased the quarterly dividend paid January 23, 2024 to $0.75 per share from $0.6825 per share, an increase of 10%.
Dividends – We have declared a cash dividend in each quarter since our February 1992 initial public offering and we have annually increased our dividend rate since our initial public offering. In November 2024, our Board of Directors increased the quarterly dividend paid January 17, 2025 to $0.825 per share from $0.75 per share, an increase of 10%.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeThe following table sets forth selected information for the years indicated: Years ended December 31, 2023 2022 2021 Net revenues: Application Software (1) $ 3,186.9 $ 2,639.5 $ 2,366.7 Network Software (2) 1,439.4 1,378.5 1,223.8 Technology Enabled Products 1,551.5 1,353.8 1,243.3 Total $ 6,177.8 $ 5,371.8 $ 4,833.8 Gross margin: Application Software 68.9 % 68.8 % 69.4 % Network Software 85.1 % 84.6 % 84.1 % Technology Enabled Products 57.1 % 56.9 % 59.2 % Total 69.7 % 69.9 % 70.5 % Selling, general and administrative expenses: Application Software 43.1 % 41.8 % 42.7 % Network Software 41.2 % 43.2 % 45.1 % Technology Enabled Products 23.7 % 23.8 % 25.7 % Total 37.8 % 37.6 % 38.9 % Segment operating margin: Application Software 25.8 % 27.1 % 26.8 % Network Software 43.9 % 41.4 % 39.0 % Technology Enabled Products 33.4 % 33.2 % 33.4 % Total 31.9 % 32.3 % 31.6 % Corporate administrative expenses (3) (3.7) % (3.9) % (3.9) % Impairment of intangible assets — — (2.0) Income from operations 28.2 28.4 25.7 Interest expense, net (2.7) (3.6) (4.8) Equity investments activity, net 2.7 — — Other income (expense), net — (0.9) 0.5 Earnings before income taxes 28.2 23.9 21.3 Income taxes (6.1) (5.5) (4.7) Net earnings from continuing operations 22.2 % 18.3 % 16.7 % (1) Includes results from the acquisitions of American LegalNet, Inc. from December 30, 2021, Horizon Lab Systems, LLC from January 3, 2022, Common Cents Systems, Inc. from April 6, 2022, MGA Systems Holdings, Inc. from June 27, 2022, Common Sense Solutions, Inc. from July 12, 2022, viDesktop Inc. from August 19, 2022, TIP Technologies, Inc. from September 23, 2022, Frontline from October 4, 2022, Promium, L.L.C. from May 2, 2023, Syntellis from August 7, 2023, Replicon Inc. from August 21, 2023, and ProPricer from December 26, 2023.
Biggest changeThe following table sets forth selected information for the years indicated: Year ended December 31, 2024 2023 2022 Net revenues: Application Software (1) $ 3,868.3 $ 3,186.9 $ 2,639.5 Network Software (2) 1,475.6 1,439.4 1,378.5 Technology Enabled Products 1,695.3 1,551.5 1,353.8 Total consolidated $ 7,039.2 $ 6,177.8 $ 5,371.8 Gross margin: Application Software 68.4 % 68.9 % 68.8 % Network Software 85.0 % 85.1 % 84.6 % Technology Enabled Products 57.6 % 57.1 % 56.9 % Total consolidated 69.3 % 69.7 % 69.9 % Selling, general and administrative expenses: Application Software (42.0) % (43.1) % (41.8) % Network Software (39.9) % (41.2) % (43.2) % Technology Enabled Products (23.7) % (23.7) % (23.8) % Total consolidated (37.1) % (37.8) % (37.6) % Segment operating margin: Application Software 26.5 % 25.8 % 27.1 % Network Software 45.2 % 43.9 % 41.4 % Technology Enabled Products 33.9 % 33.4 % 33.2 % Total consolidated 32.2 % 31.9 % 32.3 % Corporate administrative expenses (3) (3.8) % (3.7) % (3.9) % Income from operations 28.4 28.2 28.4 Interest expense, net (3.7) (2.7) (3.6) Equity investments gain, net 3.3 2.7 — Other expense, net (0.1) — (0.9) Earnings before income taxes 27.9 28.2 23.9 Income taxes (5.9) (6.1) (5.5) Net earnings from continuing operations 22.0 % 22.2 % 18.3 % (1) Includes results from the acquisitions of Horizon Lab Systems, LLC from January 3, 2022, Common Cents Systems, Inc. from April 6, 2022, MGA Systems Holdings, Inc. from June 27, 2022, Common Sense Solutions, Inc. from July 12, 2022, viDesktop Inc. from August 19, 2022, TIP Technologies, Inc. from September 23, 2022, Frontline from October 4, 2022, Promium, L.L.C. from May 2, 2023, Syntellis from August 7, 2023, Replicon Inc. from August 21, 2023, ProPricer from December 26, 2023, Procare from February 26, 2024, Transact from August 20, 2024, and Surefyre, Inc. from November 4, 2024.
See Note 8 of the Notes to Consolidated Financial Statements included in this Annual Report. 2 Represents minimum fixed price purchase commitments that are legally binding across Roper. 27 We believe that internally generated cash flows and the remaining availability under our unsecured credit facility will be adequate to finance normal operating requirements.
See Note 8 of the Notes to Consolidated Financial Statements included in this Annual Report. 2 Represents minimum fixed price purchase commitments that are legally binding across Roper. We believe that internally generated cash flows and the remaining availability under our unsecured credit facility will be adequate to finance our normal operating requirements.
Although our forecasts are based on assumptions that are considered reasonable by management and consistent with the plans and estimates management uses to operate the underlying businesses, there is significant judgment in determining the expected results attributable to the businesses and/or reporting units. Changes in estimates or the application of alternative assumptions could produce significantly different results.
Although our forecasts are based on assumptions that are considered reasonable by management and consistent with the plans and estimates management uses to operate the underlying businesses, there is significant judgment applied in determining the expected results attributable to the businesses and/or reporting units. Changes in estimates or the application of alternative assumptions could produce significantly different results.
Under the qualitative assessment, we consider various qualitative factors, including macroeconomic conditions, relevant industry and market trends, cost factors, overall financial performance, other entity-specific events, and events affecting the reporting unit that could indicate a potential change in the fair value of our reporting unit or the composition of its carrying values.
Under the qualitative assessment, we consider various qualitative factors, including macroeconomic conditions, relevant industry and market trends, cost factors, overall financial performance, other entity-specific events, and events affecting the reporting unit that could indicate a potential change in the fair value of our reporting unit or the composition of its carrying value.
Roper has a proven, long-term, successful track record of compounding cash flow and shareholder value. We operate market leading businesses that design and develop vertical software and technology enabled products for a variety of defensible niche markets.
Roper has a proven, long-term, successful track record of compounding cash flow and increasing shareholder value. We operate market leading businesses that design and develop vertical software and technology enabled products for a variety of defensible niche markets.
Under this methodology the fair value is determined based on the estimated future after-tax cash flows arising from the acquired customer relationships over their estimated lives after considering customer attrition and contributory asset charges.
Under this methodology the fair value is determined based on the estimated future after-tax cash flows arising from the acquired customer relationships over their estimated useful lives after considering customer attrition and contributory asset charges.
Other than the changes as further described in Note 10 of our Notes to Consolidated Financial Statements with respect to the methodology used to value our equity investment in Indicor, we have not changed the application of acceptable accounting methods or the significant estimates affecting the application of these principles in the last three years in a manner that had a material effect on our Consolidated Financial Statements.
Other than the changes during 2023 as further described in Note 10 of our Notes to Consolidated Financial Statements with respect to the methodology used to value our equity investment in Indicor, we have not changed the application of acceptable accounting methods or the significant estimates affecting the application of these principles in the last three years in a manner that had a material effect on our Consolidated Financial Statements.
A discussion of our significant accounting policies can also be found in the Notes to Consolidated Financial Statements for the year ended December 31, 2023 included in this Annual Report. GAAP offers acceptable alternative methods for accounting for certain issues affecting our financial results, such as determining inventory cost, depreciating long-lived assets and recognizing revenue.
A discussion of our significant accounting policies can also be found in the Notes to Consolidated Financial Statements for the year ended December 31, 2024 included in this Annual Report. GAAP offers acceptable alternative methods for accounting for certain issues affecting our financial results, such as determining inventory cost, depreciating long-lived assets and recognizing revenue.
On July 21, 2022, the Company entered into a five-year unsecured credit facility (the “Credit Agreement”) among Roper, the financial institutions from time to time party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Bank of America, N.A. and Wells Fargo Bank, N.A., as syndication agents, and Mizuho Bank, Ltd., MUFG Bank, Ltd., PNC Bank, National Association, TD Bank, N.A., Truist Bank, and U.S.
On July 21, 2022, we entered into a five-year unsecured credit facility (the “Credit Agreement”) among Roper, the financial institutions from time to time party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Bank of America, N.A. and Wells Fargo Bank, N.A., as syndication agents, and Mizuho Bank, Ltd., MUFG Bank, Ltd., PNC Bank, National Association, TD Bank, N.A., Truist Bank, and U.S.
Discussions of our 2022 results compared to our 2021 results can be found within Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2022. Overview Roper Technologies, Inc. (“Roper,” the “Company,” “we,” “our,” or “us”) is a diversified technology company.
Discussions of our 2023 results compared to our 2022 results can be found within Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2023. Overview Roper Technologies, Inc. (“Roper,” the “Company,” “we,” “our,” or “us”) is a diversified technology company.
In evaluating the amortizable life for customer relationship intangible assets, management considers historical customer attrition patterns. 22 We evaluate whether there has been an impairment of identifiable intangible assets with definite useful economic lives, or of the remaining life of such assets, when certain indicators of impairment are present.
In evaluating the amortizable life for customer relationship intangible assets, management considers historical customer attrition patterns. 24 We evaluate whether there has been an impairment of identifiable intangible assets with definite useful economic lives, or of the remaining life of such assets, when certain indicators of impairment are present.
Borrowings under the Credit Agreement are prepayable at Roper’s option at any time in whole or in part without premium or penalty. We were in compliance with all debt covenants related to our unsecured credit facility throughout the years ended December 31, 2023 and 2022.
Borrowings under the Credit Agreement are prepayable at Roper’s option at any time in whole or in part without premium or penalty. We were in compliance with all debt covenants related to our unsecured credit facility throughout the years ended December 31, 2024 and 2023.
The three reportable segments are as follows: –Application Software - Aderant, CBORD, Clinisys, Data Innovations, Deltek, Frontline, IntelliTrans, PowerPlan, Strata, Vertafore –Network Software - ConstructConnect, DAT, Foundry, iPipeline, iTradeNetwork, Loadlink, MHA, SHP, SoftWriters –Technology Enabled Products - CIVCO Medical Solutions, FMI, Inovonics, IPA, Neptune, Northern Digital, rf IDEAS, Verathon Financial information about our reportable segments is presented in Note 14 of the Notes to Consolidated Financial Statements included in this Annual Report. 20 Application of Critical Accounting Policies Our Consolidated Financial Statements are prepared in conformity with generally accepted accounting principles in the United States (“GAAP”).
The three reportable segments are as follows: –Application Software —Aderant, Clinisys, Data Innovations, Deltek, Frontline, IntelliTrans, PowerPlan, Procare, Strata, Transact/CBORD, Vertafore –Network Software —ConstructConnect, DAT, Foundry, iPipeline, iTradeNetwork, Loadlink, MHA, SHP, SoftWriters –Technology Enabled Products —CIVCO Medical Solutions, FMI, Inovonics, IPA, Neptune, Northern Digital, rf IDEAS, Verathon Financial information about our reportable segments is presented in Note 14 of the Notes to Consolidated Financial Statements included in this Annual Report. 22 Application of Critical Accounting Policies Our Consolidated Financial Statements are prepared in conformity with generally accepted accounting principles in the United States (“GAAP”).
The Company determined that impairment of goodwill was not likely in any of its reporting units and thus was not required to perform a quantitative assessment for these reporting units as of October 1, 2023.
The Company determined that impairment of goodwill was not likely in any of its reporting units and thus was not required to perform a quantitative assessment for these reporting units as of October 1, 2024.
The Company may also, subject to compliance with specified conditions, request additional term loans or revolving credit commitments in an aggregate amount not to exceed $500.0. The Credit Agreement requires the Company to maintain a Total Debt to Total Capital Ratio (as defined in the Credit Agreement) of 0.65 to 1.00 or less.
We may also, subject to compliance with specified conditions, request additional term loans or revolving credit commitments in an aggregate amount not to exceed $500.0. The Credit Agreement requires Roper to maintain a Total Debt to Total Capital Ratio (as defined in the Credit Agreement) of 0.65 to 1.00, or less.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS All currency amounts are in millions unless specified This item generally discusses our 2023 results compared to our 2022 results.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS All currency amounts are in millions unless specified This item generally discusses our 2024 results compared to our 2023 results.
Our most significant accounting uncertainties are encountered in the areas of income taxes, valuation of other intangible assets, goodwill and other indefinite-lived intangibles impairment analyses, and valuation of our equity interest in Indicor.
Our most significant accounting uncertainties are encountered in the areas of income taxes, valuation of other intangible assets, goodwill and other indefinite-lived intangibles impairment analyses, and valuation of our equity investment in Indicor.
We also consider the specific future outlook for the reporting unit. 21 We also may elect not to perform the qualitative assessment and, instead, proceed directly to the quantitative impairment test.
We also consider the specific future outlook for the reporting unit. 23 We also may elect not to perform the qualitative assessment and, instead, proceed directly to the quantitative impairment test.
We pursue consistent and sustainable growth in revenue, earnings, and cash flow by enabling continuous improvement in the operating performance of our existing businesses and by acquiring other businesses that offer high value-added software, services, technology-enabled products and solutions that we believe are capable of achieving growth and maintaining high margins.
We pursue consistent and sustainable growth in revenue, earnings, and cash flow by enabling continuous improvement in the operating performance of our existing businesses and by acquiring businesses that offer high value-added software, services, technology-enabled products, and solutions that we believe are capable of realizing growth while maintaining high margins.
The quantitative assessment utilizes an equal weighted income approach (discounted cash flow) and a market approach (consisting of a comparable public company earnings multiples methodology) to estimate the fair value of a reporting unit.
The quantitative assessment utilizes the equal weighting of both an income approach (discounted cash flow) and a market approach (consisting of a comparable public company earnings multiples methodology) to estimate the fair value of a reporting unit.
Other expense, net, of $2.8 for the year ended December 31, 2023 was composed primarily of foreign exchange losses at our non-U.S. based subsidiaries, partially offset by a gain on the sale of non-operating assets.
Other expense, net, of $5.0 for the year ended December 31, 2024 was composed primarily of foreign exchange losses at our non-U.S. based subsidiaries. Other expense, net, of $2.8 for the year ended December 31, 2023 was composed primarily of foreign exchanges losses at our non-U.S. based subsidiaries, partially offset by a gain on the sale of non-operating assets.
Equity investments activity, net, was a gain of $165.4 for the year ended December 31, 2023 due primarily to $140.9 associated with the change in fair value of our equity investment in Indicor and $32.5 of dividend distributions received from Indicor, partially offset by the proportionate share of net loss associated with our investment in Certinia of $5.2 in accordance with the equity method of accounting.
Equity investments gain, net, was $165.4 for the year ended December 31, 2023 due primarily to a $140.9 increase in the fair value of our equity investment in Indicor and $32.5 of dividend distributions received from Indicor, partially offset by our proportionate share of net loss associated with the investment in Certinia of $5.2.
The components of revenue growth for the year ended December 31, 2023 were as follows: Application Software Network Software Technology Enabled Products Roper Total Revenue Growth 20.7 % 4.4 % 14.6 % 15.0 % Less Impact of: Acquisitions/Divestitures 14.8 — — 7.3 Foreign Exchange — (0.2) (0.1) (0.1) Organic Revenue Growth 5.9 % 4.6 % 14.7 % 7.8 % In our Application Software segment, net revenues for the year ended December 31, 2023 were $3,186.9 as compared to $2,639.5 for the year ended December 31, 2022.
The components of revenue growth for the year ended December 31, 2024 were as follows: Application Software Network Software Technology Enabled Products Roper Total Revenue Growth 21.4 % 2.5 % 9.3 % 13.9 % Less Impact of: Acquisitions 15.7 — — 8.1 Foreign Exchange 0.1 — — — Organic Revenue Growth 5.6 % 2.5 % 9.3 % 5.8 % In our Application Software segment, net revenues for the year ended December 31, 2024 were $3,868.3 as compared to $3,186.9 for the year ended December 31, 2023.
As of the annual impairment test, the Company has 22 reporting units with individual goodwill amounts ranging from $17.5 to $3,363.6. In 2023, the Company performed its annual impairment test in the fourth quarter for all reporting units.
As of the annual impairment test, Roper has 23 reporting units with individual goodwill amounts ranging from $17.5 to $3,363.7. In 2024, the Company performed its annual impairment test in the fourth quarter for all reporting units.
The Company conducted its analysis qualitatively and assessed whether it was more likely than not that the respective fair value of these reporting units was less than the carrying amount.
The Company conducted its analysis qualitatively and assessed whether it was more likely than not that the respective fair values of these reporting units were less than their carrying amounts.
The resulting operating margin was 25.8% in the year ended December 31, 2023 as compared to 27.1% in the year ended December 31, 2022. In our Network Software segment, net revenues were $1,439.4 for the year ended December 31, 2023 as compared to $1,378.5 for the year ended December 31, 2022.
The resulting operating margin was 26.5% in the year ended December 31, 2024 as compared to 25.8% in the year ended December 31, 2023. In our Network Software segment, net revenues were $1,475.6 for the year ended December 31, 2024 as compared to $1,439.4 for the year ended December 31, 2023.
We expect the effective tax rate for 2024 to be approximately 21% to 22% . We account for goodwill in a purchase business combination as the excess purchase price over the fair value of the net identifiable assets acquired.
Our 2024 effective income tax rate was 21.2% and our 2023 effective income tax rate was 21.5%. We expect the effective tax rate for 2025 to be approximately 21% to 22%. We account for goodwill in a purchase business combination as the excess purchase price over the fair value of the net identifiable assets acquired.
At December 31, 2023, we had $6,000.0 of senior unsecured notes and $360.0 of outstanding borrowings under our unsecured credit facility. We had $7.4 of outstanding letters of credit at December 31, 2023, of which $6.6 was covered by our lending group, thereby reducing our revolving credit capacity commensurately.
At December 31, 2024, we had $7,500.0 of senior unsecured notes, $125.0 of borrowings outstanding under our unsecured revolving credit facility and $6.8 of outstanding letters of credit at December 31, 2024, of which, $6.0 was covered by our lending group thereby reducing our revolving credit capacity commensurately.
The fair value of our equity investment in Indicor is updated on a quarterly basis and its impact is reported as a component of “Equity investments activity, net” in our Consolidated Statement of Earnings. 23 Results of Continuing Operations All currency amounts are in millions unless specified, percentages are of net revenues Percentages may not sum due to rounding.
The fair value of our equity investment in Indicor is estimated on a quarterly basis and the change in fair value is reported as a component of “Equity investments gain, net” in our Consolidated Statements of Earnings. 25 Results of Continuing Operations All currency amounts are in millions unless specified, percentages are of net revenues Percentages may not sum due to rounding.
Discontinued Operations On November 22, 2022, the Company completed the divestiture of a majority 51% equity stake in its industrial businesses, including its entire historical Process Technologies reportable segment and the industrial businesses within its historical Measurement & Analytical Solutions reportable segment, to Clayton, Dubilier & Rice, LLC.
In November 2022, Roper completed the divestiture of a majority equity stake in its industrial businesses, including its entire historical Process Technologies reportable segment and the industrial businesses within its historical Measurement & Analytical Solutions reportable segment (collectively “Indicor”), to Clayton, Dubilier & Rice, LLC.
However, the rate at which we can reduce our debt during 2024 (and reduce the associated interest expense) will be affected by, among other things, the financing and operating requirements of any new acquisitions, the financial performance of our existing companies, and the financial markets generally. None of these factors can be predicted with certainty.
However, the rate at which we can reduce our debt during 2025 (and reduce the associated interest expense) will be affected by, among other things, the financing and operating requirements of any new acquisitions, the financial performance of our existing companies, the impact of geopolitical and economic uncertainties, and the financial markets generally.
The resulting operating margin was 43.9% in the year ended December 31, 2023 as compared to 41.4% in the year ended December 31, 2022. In our Technology Enabled Products segment, net revenues were $1,551.5 for the year ended December 31, 2023 as compared to $1,353.8 for the year ended December 31, 2022.
The resulting operating margin was 45.2% in the year ended December 31, 2024 as compared to 43.9% in the year ended December 31, 2023. In our Technology Enabled Products segment, net revenues were $1,695.3 for the year ended December 31, 2024 as compared to $1,551.5 for the year ended December 31, 2023.
Recently Issued Accounting Standards See Note 1 of the Notes to Consolidated Financial Statements included in this Annual Report for information regarding the effect of new accounting pronouncements on our Consolidated Financial Statements. 28
None of these factors can be predicted with certainty. Recently Issued Accounting Standards See Note 1 of the Notes to Consolidated Financial Statements included in this Annual Report for information regarding the effect of new accounting pronouncements on our Consolidated Financial Statements. 30
(3) Includes unallocated corporate general and administrative expenses and enterprise-wide stock-based compensation. 24 Year Ended December 31, 2023 compared to the Year Ended December 31, 2022 Net revenues for the year ended December 31, 2023 were $6,177.8 as compared to $5,371.8 for the year ended December 31, 2022, an increase of 15.0%.
(3) Includes unallocated corporate general and administrative expenses and enterprise-wide stock-based compensation. 26 Year Ended December 31, 2024 compared to the Year Ended December 31, 2023 Net revenues for the year ended December 31, 2024 were $7,039.2 as compared to $6,177.8 for the year ended December 31, 2023, an increase of 13.9%.
The decrease was due to lower weighted average fixed-rate debt balances and higher interest income earned on our cash and cash equivalents.
The increase was due primarily to higher weighted average debt balances and less interest income earned on our cash and cash equivalents.
See Note 9 of the Notes to Consolidated Financial Statements included in this Annual Report for additional information regarding our unsecured credit facility and senior unsecured notes. Cash and cash equivalents at our foreign subsidiaries at December 31, 2023 totaled $148.3 as compared to $234.0 at December 31, 2022, a decrease of 36.6%.
See Note 9 of the Notes to Consolidated Financial Statements included in this Annual Report for additional information regarding our debt. Cash and cash equivalents held at our foreign subsidiaries totaled $130.8 at December 31, 2024 as compared to $148.3 at December 31, 2023, a decrease of 11.8%.
SG&A expenses as a percentage of net revenues decreased to 41.2% in the year ended December 31, 2023, as compared to 43.2% in the year ended December 31, 2022, due primarily to expense reductions resulting from cost structure rationalization at our businesses serving the freight match market and cost synergies resulting from an acquisition completed by our business serving the construction market.
SG&A expenses as a percentage of net revenues decreased to 39.9% in the year ended December 31, 2024, as compared to 41.2% in the year ended December 31, 2023, due primarily to expense reductions resulting from cost structure rationalization at our businesses serving the freight match market and operating leverage on higher organic revenues.
Verathon patent litigation matter. Consistent negative net working capital demonstrates Roper’s focus on asset-light business models. 26 Total debt excluding unamortized debt issuance costs was $6,360.2 at December 31, 2023 (26.7% of total capital) compared to $6,700.3 at December 31, 2022 (29.5% of total capital).
Consistent negative net working capital demonstrates Roper’s continued focus on asset-light business models. Total debt excluding unamortized debt issuance costs was $7,669.2 at December 31, 2024 (28.9% of total capital) as compared to $6,360.2 at December 31, 2023 (26.7% of total capital).
The decrease was primarily due to cash repatriation of $250.8, partially offset by cash generated from foreign operations. We intend to repatriate substantially all historical and future earnings. Capital expenditures were $68.0 and $40.1 during 2023 and 2022, respectively. Capitalized software expenditures were $40.0 and $30.2 during 2023 and 2022, respectively.
The decrease was primarily due to cash repatriation of $270.9, partially offset by cash generated at our foreign subsidiaries. We intend to repatriate substantially all historical and future earnings. Capital expenditures were $66.0 and $68.0 during 2024 and 2023, respectively. Capitalized software expenditures were $45.0 and $40.0 during 2024 and 2023, respectively.
This investment is classified within Level 3 of the fair value hierarchy as valuation of the investment reflects management’s estimate of assumptions that market participants would use in pricing the asset.
We elected to apply the fair value option as we believe this is the most reasonable method to value this equity investment. This investment is classified within Level 3 of the fair value hierarchy as valuation of the investment reflects management’s estimate of assumptions that market participants would use in pricing the equity interest.
This transaction is referred to herein as the “Indicor Transaction.” See Note 10 of the Notes to Consolidated Financial Statements included in this Annual Report for additional information on this minority equity interest. During 2021, Roper entered into definitive agreements to divest our TransCore, Zetec, and CIVCO Radiotherapy businesses (“2021 Divestitures”).
Following the sale of the majority equity stake, Roper retained a minority equity interest in Indicor. See Note 10 of the Notes to Consolidated Financial Statements included in this Annual Report for additional information regarding Roper’s minority equity interest in Indicor. During 2021, Roper entered into definitive agreements to divest its TransCore, Zetec, and CIVCO Radiotherapy businesses (“2021 Divestitures”).
Capital expenditures and capitalized software expenditures were relatively consistent as a percentage of annual net revenues in 2023 as compared to 2022. In the future, we expect the aggregate of capital expenditures and capitalized software expenditures as a percentage of annual net revenues to be between 1.0% and 1.5%.
Capital expenditures and capitalized software expenditures were relatively consistent as a percentage of annual net revenues in 2024 as compared to 2023.
As of December 31, 2023 and 2022, the Company held a 47.3% and 49.0% minority equity interest in Indicor, respectively. This equity interest provides us with the ability to exercise significant influence, but not control, over the investee. We elected to apply the fair value option as we believe this is the most reasonable method to value the equity investment.
As of December 31, 2024 and 2023, Roper held a 45.5% and 47.3% minority equity interest in Indicor Equity, LLC, respectively. This equity interest provides us with the ability to exercise significant influence, but not control, over the investee.
Financing activities – Cash used in financing activities from continuing operations during 2023 was primarily for repayment at maturity of $700.0 related to our senior notes and dividend payments, partially offset by net borrowings of $360.0 on our unsecured credit facility and net proceeds from stock-based compensation.
Financing activities – Cash provided by financing activities from continuing operations during 2024 was primarily from the issuance of $2,000.0 of senior notes and net proceeds from stock-based compensation, partially offset by $500.0 of senior notes repaid at maturity, dividend payments, and $235.0 of net repayments on our unsecured revolving credit facility.
Backlog as of December 31, 2023 2022 Change Application Software $ 2,136.1 $ 1,796.3 18.9 % Network Software 493.6 507.5 (2.7) % Technology Enabled Products 526.9 608.8 (13.5) % Total $ 3,156.6 $ 2,912.6 8.4 % Financial Condition, Liquidity, and Capital Resources All currency amounts are in millions unless specified Selected cash flows for the years ended December 31, 2023 and 2022 are as follows: 2023 2022 Cash provided by (used in) continuing operations from: Operating activities $ 2,037.4 $ 606.6 Investing activities (2,128.3) (4,351.8) Financing activities (499.5) (1,453.9) Cash provided by (used in) discontinued operations (0.3) 5,677.9 Operating activities – The increase in cash provided by operating activities from continuing operations in 2023 as compared to 2022 was due primarily to the reduction in cash taxes paid, predominantly as a result of cash taxes paid in the prior year in connection with the 2021 Divestitures and the Indicor Transaction, and higher net earnings from continuing operations net of non-cash expenses.
Backlog as of December 31, 2024 2023 Change Application Software $ 2,274.6 $ 2,136.1 6.5 % Network Software 515.8 493.6 4.5 % Technology Enabled Products 315.0 526.9 (40.2) % Total $ 3,105.4 $ 3,156.6 (1.6) % Financial Condition, Liquidity, and Capital Resources All currency amounts are in millions unless specified Selected cash flows for the years ended December 31, 2024 and 2023 were as follows: 2024 2023 Cash provided by (used in) continuing operations from: Operating activities $ 2,393.2 $ 2,037.4 Investing activities $ (3,468.5) $ (2,128.3) Financing activities $ 1,069.5 $ (499.5) Operating activities – Net cash provided by operating activities from continuing operations increased by 17% to $2,393.2 in 2024 as compared to $2,037.4 in 2023 due primarily to higher net earnings from continuing operations net of non-cash expenses, increased collections on accounts receivable, the absence of the cash payment from the prior year of $45.0 related to the settlement of a patent litigation matter, and timing associated with interest payments on our senior notes issued in 2024, partially offset by higher cash taxes paid.
We may redeem some or all of our senior unsecured notes at any time or from time to time, at 100% of their principal amount, plus a make-whole premium based on a spread to U.S. Treasury securities.
At December 31, 2024, we also had $44.2 of other debt in the form of short-term borrowings and finance leases. We may redeem some or all of each outstanding series of senior notes at any time or from time to time, at 100% of their principal amount, plus a make-whole premium based on a spread to U.S. Treasury securities.
The financial results for Indicor and the 2021 Divestitures are reported as discontinued operations for all periods presented. Unless otherwise noted, discussion within Management’s Discussion and Analysis of Financial Condition and Results of Operations relate to continuing operations. Information regarding discontinued operations is described further in Note 3 of the Notes to Consolidated Financial Statements included in this Annual Report.
Roper completed the 2021 Divestitures by March 2022. The financial results of Indicor and the 2021 Divestitures are reported as discontinued operations for all periods presented. Unless otherwise noted, discussion within Management’s Discussion and Analysis of Financial Condition and Results of Operations relates to continuing operations.
The growth of 5.9% in organic revenues was broad-based across the segment led by our businesses serving the government contracting, property and casualty insurance, acute healthcare, and legal markets. Gross margin remained relatively consistent at 68.9% for the year ended December 31, 2023 as compared to 68.8% for the year ended December 31, 2022.
The growth of 5.6% in organic revenues was broad-based across the segment led by our businesses serving the project-based business/government contracting, acute healthcare, property and casualty insurance, and legal markets.
Our total debt decreased at December 31, 2023 compared to December 31, 2022, due primarily to repayment at maturity of $700.0 related to our senior notes, partially offset by net borrowings of $360.0 on our unsecured credit facility.
Our total debt increased at December 31, 2024 as compared to December 31, 2023 due primarily to the issuance of $2,000.0 of senior notes, partially offset by $500.0 of senior notes repaid at maturity and $235.0 of net repayments on our unsecured revolving credit facility.
Backlog is equal to our remaining performance obligations expected to be recognized as revenue within the next 12 months as discussed within Note 1 of the Notes to Consolidated Financial Statements. Backlog increased 8.4% to $3,156.6 at December 31, 2023 as compared to $2,912.6 at December 31, 2022. Acquisitions contributed 5% and organic growth in backlog was 3%.
Backlog is equal to our remaining performance obligations expected to be recognized as revenue within the next 12 months as discussed within Note 1 of the Notes to Consolidated Financial Statements.
SG&A expenses as a percentage of net revenues remained relatively consistent at 23.7% in the year ended December 31, 2023 as compared to 23.8% in the year ended December 31, 2022. The resulting operating margin was 33.4% in the year ended December 31, 2023 as compared to 33.2% in the year ended December 31, 2022.
The resulting operating margin was 33.9% in the year ended December 31, 2024 as compared to 33.4% in the year ended December 31, 2023. Corporate expenses increased by $40.7 to $267.4, or 3.8% of net revenues, in 2024 as compared to $226.7, or 3.7% of net revenues, in 2023.
Investing activities – Cash used in investing activities from continuing operations during 2023 was primarily for business acquisitions, most notably Syntellis and Replicon. Cash used in investing activities from continuing operations during 2022 was primarily for business acquisitions, most notably Frontline, viGlobal, and MGA Systems.
Investing activities – Cash used in investing activities from continuing operations during 2024 was primarily for business acquisitions, most notably Procare and Transact, partially offset by proceeds from the sale of our equity investment in Certinia. Cash used in investing activities from continuing operations during 2023 was primarily for business acquisitions, most notably Syntellis and Replicon.
Corporate expenses increased by $17.5 to $226.7, or 3.7% of revenues, in 2023 as compared to $209.2, or 3.9% of revenues, in 2022. The dollar increase was due primarily to higher compensation and acquisition-related expenses. Interest expense, net, decreased $27.7, or 14.4%, for the year ended December 31, 2023 as compared to the year ended December 31, 2022.
The dollar increase was due primarily to higher stock-based compensation expense as well as expense associated with settled litigation. Interest expense, net, increased by $94.5, or a 57.4% increase, to $259.2 for the year ended December 31, 2024 as compared to $164.7 for the year ended December 31, 2023.
Contractual Cash Obligations All currency amounts are in millions The following table quantifies our contractual cash obligations at December 31, 2023: Contractual cash obligations 1 Payments due in fiscal year Total 2024 2025 2026 2027 2028 Thereafter Total debt $ 6,360.2 $ 500.1 $ 1,000.1 $ 700.0 $ 1,060.0 $ 800.0 $ 2,300.0 Senior note interest 675.0 150.5 138.7 120.2 93.6 83.8 88.2 Operating leases 220.7 47.9 42.9 35.1 28.3 21.9 44.6 Purchase obligations 2 688.4 432.6 143.0 85.8 10.4 5.4 11.2 Total $ 7,944.3 $ 1,131.1 $ 1,324.7 $ 941.1 $ 1,192.3 $ 911.1 $ 2,444.0 1 We have excluded the liability for uncertain tax positions and certain other tax liabilities as we are not able to reasonably estimate the timing of the payments.
In the future, we expect the aggregate of capital expenditures and capitalized software expenditures as a percentage of annual net revenues to be between 1.0% and 1.5%. 29 Material Contractual Cash Obligations All currency amounts are in millions The following table quantifies our material contractual cash obligations at December 31, 2024: Material contractual cash obligations 1 Payments due in fiscal year Total 2025 2026 2027 2028 2029 Thereafter Total debt $ 7,669.2 $ 1,044.1 $ 700.1 $ 825.0 $ 800.0 $ 1,200.0 $ 3,100.0 Senior note interest 1,315.6 244.3 215.4 188.8 179.0 145.4 342.7 Operating leases 221.9 51.7 43.6 36.5 28.7 20.3 41.1 Purchase obligations 2 1,252.2 582.2 215.4 159.1 148.9 137.7 8.9 Total $ 10,458.9 $ 1,922.3 $ 1,174.5 $ 1,209.4 $ 1,156.6 $ 1,503.4 $ 3,492.7 1 We have excluded the liability for uncertain tax positions and certain other tax liabilities as we are not able to reasonably estimate the timing of the payments.
(2) Includes results from the acquisition of Construction Journal, LTD. from December 21, 2021.
(2) Includes results from the acquisition of Trucker Tools, LLC from December 17, 2024.
Selling, general and administrative (“SG&A”) expenses as a percentage of net revenues in the year ended December 31, 2023 increased to 43.1%, as compared to 41.8% in the year ended December 31, 2022, due primarily to higher amortization of acquired intangibles from the acquisitions of Frontline and Syntellis and restructuring-related expenses incurred primarily in connection with the integration of the Syntellis acquisition.
Selling, general and administrative (“SG&A”) expenses as a percentage of net revenues decreased to 42.0% in the year ended December 31, 2024 as compared to 43.1% in the year ended December 31, 2023, due primarily to lower SG&A profiles at Procare and Transact, which collectively reduced SG&A as a percentage of net revenues by 70 basis points, operating leverage on higher organic revenues, and cost synergies resulting from the integration of Syntellis.
The growth of 4.6% in organic revenues was led by our network software businesses serving the freight match, alternate site healthcare, and life insurance markets. Gross margin increased to 85.1% for the year ended December 31, 2023 from 84.6% for the year ended December 31, 2022, due primarily to operating leverage on higher organic revenues.
The growth of 2.5% in organic revenues was led by our network software businesses serving the alternate site healthcare, life insurance/annuities, and construction markets, partially offset by a decline in our businesses serving the media and entertainment and freight match markets primarily related to end market conditions.
The growth of 14.7% in organic revenues was broad-based across the segment led by our water meter technology business and medical products businesses. Gross margin increased to 57.1% in the year ended December 31, 2023, as compared to 56.9% in the year ended December 31, 2022, due primarily to operating leverage on higher organic revenues, partially offset by revenue mix.
Gross margin increased to 57.6% for the year ended December 31, 2024 as compared to 57.1% for the year ended December 31, 2023, due primarily to improved leverage on higher organic revenues and revenue mix. SG&A expenses as a percentage of net revenues remained consistent at 23.7% in both the years ending December 31, 2024 and 2023.
Segment Reporting The Company’s segment reporting structure is based on business model and delivery of performance obligations.
Refer to Note 3 of the Notes to Consolidated Financial Statements included in this Annual Report for further information regarding discontinued operations. Segment Reporting Roper’s segment reporting structure is based on business model and delivery of performance obligations.
Net working capital (total current assets, excluding cash, less total current liabilities, excluding debt) was negative $1,196.6 at December 31, 2023 compared to negative $1,053.7 at December 31, 2022, due primarily to negative net working capital profiles assumed with our 2023 acquisitions, most notably Syntellis and Replicon, increased deferred revenue, and changes in income tax-related balances, partially offset by an increase in accounts receivable and the cash payment related to the settlement of the Berall v.
Cash used in financing activities from continuing operations during 2023 was primarily for $700.0 of senior notes repaid at maturity as well as dividend payments, partially offset by net borrowings of $360.0 under our unsecured revolving credit facility and net proceeds from stock-based compensation. 28 Net working capital (total current assets, excluding cash, less total current liabilities, excluding debt) was negative $1,434.6 at December 31, 2024 as compared to negative $1,196.6 at December 31, 2023, due primarily to increased deferred revenue as well as increases in accrued liabilities driven by accrued compensation and interest, partially offset by an increase in accounts receivable.
Removed
The businesses included in this transaction were Alpha, AMOT, CCC, Cornell, Dynisco, FTI, Hansen, Hardy, Logitech, Metrix, PAC, Roper Pump, Struers, Technolog, Uson, and Viatran (collectively “Indicor”). Following the sale of the majority stake, the Company retained a minority equity interest in Indicor.
Added
Gross margin decreased to 68.4% for the year ended December 31, 2024 as compared to 68.9% for the year ended December 31, 2023, due primarily to a lower gross margin profile associated with the higher payments revenue mix at Procare and Transact, our 2024 acquisitions, whose results reduced gross margin by 180 basis points.
Removed
Roper completed the 2021 Divestitures by the end of the first quarter of 2022. The aggregate of the 2021 Divestitures and the Indicor Transaction have greatly reduced the cyclicality and asset intensity of the Company. In addition, the Company has an increased mix of recurring revenue and a higher margin profile.
Added
This decrease was partially offset by improved leverage on higher organic revenues.
Removed
During 2023, our effective income tax rate was 21.5% as compared to our 2022 rate of 23.1%. The 2023 rate was favorably impacted by the recognition of a net tax benefit associated with international legal entity restructuring combined with the non-recurrence of 2022 net tax expense associated with an internal restructuring plan related to the Indicor Transaction.
Added
Gross margin remained relatively consistent at 85.0% for the year ended December 31, 2024 as compared to 85.1% for the year ended December 31, 2023.
Removed
Other expense, net, of $50.1 for the 25 year ended December 31, 2022 was composed primarily of a legal settlement expense of $45.0 related to the Berall v. Verathon patent litigation matter. During 2023, our effective income tax rate was 21.5% as compared to our 2022 rate of 23.1%.
Added
The growth of 9.3% in organic revenues was led by our medical products businesses, excluding our precision measurement business, and growth in our water meter technology business. These increases were partially offset primarily by a decline in our access management businesses.
Removed
The 2023 rate was favorably impacted by the recognition of a net tax benefit associated with international legal entity restructuring combined with the non-recurrence of 2022 net tax expense associated with an internal restructuring plan related to the Indicor Transaction.
Added
Equity investments gain, net, was $234.6 for the year ended December 31, 2024 due primarily to a $135.6 gain on the sale of our equity investment in Certinia, a $96.4 increase in the fair value of our equity investment in Indicor, and $10.8 of dividend 27 distributions received from Indicor, partially offset by our proportionate share of net loss associated with the investment in Certinia of $9.8 in accordance with the equity method of accounting.
Removed
Cash used in financing activities from continuing operations during 2022 was primarily for repayments of certain senior notes totaling $800.0, net repayments of $470.0 on our unsecured credit facility, and dividend payments.
Added
Our 2024 effective income tax rate of 21.2% decreased as compared to our 2023 tax rate of 21.5%, due primarily to the release of valuation allowances, partially offset by a reduction in stock-based compensation tax benefits.
Removed
Discontinued operations – Cash provided by discontinued operations for the year ended December 31, 2022 was primarily due to proceeds from the sales of TransCore, Zetec, and the majority stake in Indicor.
Added
Backlog decreased 1.6% to $3,105.4 at December 31, 2024 as compared to $3,156.6 at December 31, 2023 due primarily to a decrease in our Technology Enabled Products segment associated with the normalization of supply chain ordering patterns, partially offset by acquisitions and organic growth in our Application Software segment.
Added
The net proceeds from the issuance of senior notes were used to repay a portion of the borrowings outstanding under our unsecured credit facility, including borrowings incurred to fund the purchase price of the Transact acquisition, as well as to repay a portion of the senior notes due September 15, 2024.
Added
The remaining portion of senior notes due September 15, 2024 were repaid using borrowings under our unsecured credit facility.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

8 edited+1 added−0 removed1 unchanged
Biggest changeAt December 31, 2023, we had $6,000.0 of fixed-rate borrowings with interest rates ranging from 1.00% to 4.20%. At December 31, 2023, the prevailing market rates for each of our long-term notes was at least 0.3% but no more than 4.1% higher than the fixed rates on our debt instruments.
Biggest changeAt December 31, 2024, the prevailing market rates for each of our long-term notes was at least 0.4% but no more than 3.7% higher than the fixed rates on our debt instruments. Our unsecured credit facility contains a $3,500.0 variable-rate revolver with $125.0 of outstanding borrowings at December 31, 2024.
In addition, the stock price also affects our employees’ perceptions of programs that involve our common stock. The quantification of the effects of these changing prices on our future earnings and cash flows is not readily determinable. 29
In addition, the stock price also affects our employees’ perceptions of programs that involve our common stock. The quantification of the effects of these changing prices on our future earnings and cash flows is not readily determinable. 31
If these currency exchange rates had been 10% different throughout 2023 compared to currency exchange rates actually experienced, the impact on our net earnings would have been approximately 1%. We are exposed to equity price risk as it relates to the change in fair value of our equity investment in Indicor.
If these currency exchange rates had been 10% different throughout 2024 compared to currency exchange rates actually experienced, the impact on our net earnings would have been less than 1%. We are exposed to equity price risk as it relates to the change in fair value of our equity investment in Indicor.
A hypothetical 10% decrease in the fair value of our equity investment in Indicor based on the balance at December 31, 2023 would result in a non-cash charge within non-operating income of approximately $67.6. See Note 10 of the Notes to Consolidated Financial Statements included in this Annual Report for additional information on this equity investment.
A hypothetical 10% decrease in the fair value of our equity investment in Indicor based on the balance at December 31, 2024 would result in a non-cash charge within non-operating income of approximately $77.2. See Note 10 of the Notes to Consolidated Financial Statements included in this Annual Report for additional information on this equity investment.
Net revenues recognized by our companies whose functional currency is not the U.S. dollar were approximately 11% of our total net revenues in 2023 and approximately 90% of these net revenues were recognized by our companies with a functional currency that is either the British pound, Canadian dollar, or euro.
Net revenues recognized by our companies whose functional currency is not the U.S. dollar were approximately 9% of our total net revenues in 2024 and approximately 88% of these net revenues were recognized by our companies with a functional currency that is either the British pound, Canadian dollar, or euro.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK We are exposed to interest rate risks on our outstanding revolving credit facility borrowings, and to foreign currency exchange risks on our transactions and balances denominated in currencies other than the U.S. dollar. We are also exposed to equity market risks pertaining to the traded price of our common stock.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK We are exposed to interest rate risks on our outstanding revolving credit facility borrowings, and to foreign currency exchange risks on our transactions and balances denominated in currencies other than the U.S. dollar.
This equity investment is accounted for under the fair value option with its fair value updated on a quarterly basis and its impact reported as a component of “Equity investments activity, net” in our Consolidated Statement of Earnings.
This equity investment is accounted for under the fair value option with its fair value estimated on a quarterly basis and its change in fair value reported as a component of “Equity investments gain, net” in our Consolidated Statements of Earnings.
Our unsecured credit facility contains a $3,500.0 variable-rate revolver with $360.0 of outstanding borrowings at December 31, 2023. Several of our businesses have transactions and balances denominated in currencies other than the U.S. dollar. Most of these transactions or balances are denominated in British pounds, Canadian dollars, or euros.
Several of our businesses have transactions and balances denominated in currencies other than the U.S. dollar. Most of these transactions or balances are denominated in British pounds, Canadian dollars, or euros.
Added
We are also exposed to equity price risk as it relates to the change in fair value of our equity investment in Indicor, and to equity market risks pertaining to the traded price of our common stock. At December 31, 2024, we had $7,500.0 of fixed-rate borrowings with interest rates ranging from 1.00% to 4.90%.

Other ROP 10-K year-over-year comparisons