Cover Page - USD ($) $ in Billions	12 Months Ended
Cover Page - USD ($) $ in Billions	Dec. 31, 2021	Feb. 23, 2022	Jul. 02, 2021
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2021
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	1-39483
Entity Registrant Name	VONTIER CORPORATION
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	84-2783455
Entity Address, Address Line One	5438 Wade Park Boulevard
Entity Address, Address Line Two	Suite 600
Entity Address, City or Town	Raleigh
Entity Address, State or Province	NC
Entity Address, Postal Zip Code	27607
City Area Code	984
Local Phone Number	247-8308
Title of 12(b) Security	Common stock, par value $0.0001 per share
Trading Symbol	VNT
Security Exchange Name	NYSE
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		161,197,457
Entity Public Float			$ 5.5
Documents Incorporated by Reference	Part III incorporates certain information by reference from the Registrant’s proxy statement for its 2022 annual meeting of stockholders to be filed pursuant to Regulation 14A within 120 days after the end of the fiscal year to which this report relates.
Amendment Flag	false
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	FY
Entity Central Index Key	0001786842

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2021
Audit Information [Abstract]
Auditor Firm ID	42
Auditor Name	Ernst & Young LLP
Auditor Location	Raleigh, North Carolina

Consolidated Balance Sheets - USD ($) $ in Millions	Dec. 31, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 572.6	$ 380.5
Accounts receivable, less allowance for credit losses of $38.9 million and $40.5 million as of December 31, 2021 and 2020, respectively	481.3	447.1
Inventories	287.0	233.7
Prepaid expenses and other current assets	137.3	120.8
Total current assets	1,478.2	1,182.1
Property, plant and equipment, net	100.6	96.8
Operating lease right-of-use assets	45.4	40.1
Long-term financing receivables, less allowance for credit losses of $42.5 million and $44.4 million as of December 31, 2021 and 2020, respectively	241.7	233.5
Other intangible assets, net	615.9	250.5
Goodwill	1,667.2	1,092.1
Other assets	200.8	177.9
Total assets	4,349.8	3,073.0
Current liabilities:
Short-term borrowings	3.7	10.9
Trade accounts payable	424.9	367.4
Current operating lease liabilities	12.8	11.9
Accrued expenses and other current liabilities	492.0	448.1
Total current liabilities	933.4	838.3
Long-term operating lease liabilities	35.6	30.5
Other long-term liabilities	223.3	217.2
Long-term debt	2,583.8	1,795.3
Commitments and Contingencies
Equity:
Preferred stock — 15,000,000 shares authorized; no par value; and none issued and outstanding	0.0	0.0
Common stock — 1,985,000,000 shares authorized; $0.0001 par value; and 169,168,285 and 168,497,098 shares issued and outstanding as of December 31, 2021 and 2020, respectively	0.0	0.0
Additional paid-in capital	1.5	7.6
Retained earnings (Accumulated deficit)	386.7	(13.6)
Accumulated other comprehensive income	181.7	193.8
Total Vontier stockholders’ equity	569.9	187.8
Noncontrolling interests	3.8	3.9
Total stockholders’ equity	573.7	191.7
Total liabilities and equity	$ 4,349.8	$ 3,073.0

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Dec. 31, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Allowance for credit loss	$ 38.9	$ 40.5
Long-term financing receivable, allowance for credit losses	$ 42.5	$ 44.4
Preferred stock authorized (in shares)	15,000,000	15,000,000
Preferred stock, par value (in dollars per share)	$ 0	$ 0
Preferred stock issued (in shares)	0	0
Preferred stock outstanding (in shares)	0	0
Common stock authorized (in shares)	1,985,000,000	1,985,000,000
Common stock, par value (in dollars per shares)	$ 0.0001	$ 0.0001
Common stock issued (in shares)	169,168,285	168,497,098
Common stock outstanding (in shares)	169,168,285	168,497,098

Consolidated and Combined Statements of Earnings and Comprehensive Income - USD ($) shares in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Sales	$ 2,990,700,000	$ 2,704,600,000	$ 2,772,100,000
Cost of sales	(1,657,600,000)	(1,516,500,000)	(1,581,300,000)
Gross profit	1,333,100,000	1,188,100,000	1,190,800,000
Operating costs:
Selling, general and administrative expenses	(621,600,000)	(508,400,000)	(491,300,000)
Research and development expenses	(129,300,000)	(126,200,000)	(136,400,000)
Impairment of goodwill	0	(85,300,000)	0
Operating profit	582,200,000	468,200,000	563,100,000
Non-operating income (expenses), net:
Interest (expense) income, net	(47,800,000)	(10,000,000.0)	3,300,000
Write-off of deferred financing costs	(3,400,000)	0	0
Gain on settlement of investment	3,300,000	0	0
Other non-operating (expense) income, net	(300,000)	2,100,000	(600,000)
Earnings before income taxes	534,000,000.0	460,300,000	565,800,000
Provision for income taxes	(121,000,000.0)	(118,300,000)	(129,300,000)
Net earnings	$ 413,000,000.0	$ 342,000,000.0	$ 436,500,000
Net earnings per share:
Basic (in dollars per share)	$ 2.44	$ 2.03	$ 2.59
Diluted (in dollars per share)	$ 2.43	$ 2.02	$ 2.59
Average common stock and common equivalent shares outstanding:
Basic (in shares)	169.0	168.4	168.4
Diluted (in shares)	170.1	169.4	168.4
Other comprehensive (loss) income, net of income taxes:
Foreign currency translation adjustments	$ (13,400,000)	$ 44,600,000	$ 22,400,000
Other adjustments	1,300,000	500,000	0
Total other comprehensive (loss) income, net of income taxes	(12,100,000)	45,100,000	22,400,000
Comprehensive income	400,900,000	387,100,000	458,900,000
Sales of products
Sales	2,712,700,000	2,459,900,000	2,484,000,000
Cost of sales	(1,445,900,000)	(1,326,800,000)	(1,349,300,000)
Sales of services
Sales	278,000,000.0	244,700,000	288,100,000
Cost of sales	$ (211,700,000)	$ (189,700,000)	$ (232,000,000.0)

Consolidated and Combined Statements of Changes in Stockholders' Equity - USD ($) $ in Millions	Total	Cumulative Effect, Period of Adoption, Adjustment	Cumulative Effect, Period of Adoption, Adjusted Balance	Common Stock	Common Stock Cumulative Effect, Period of Adoption, Adjusted Balance	Additional Paid-In Capital	Additional Paid-In Capital Cumulative Effect, Period of Adoption, Adjusted Balance	Accumulated Deficit	Accumulated Deficit Cumulative Effect, Period of Adoption, Adjusted Balance	Former Parent’s Investment	Former Parent’s Investment Cumulative Effect, Period of Adoption, Adjustment	Former Parent’s Investment Cumulative Effect, Period of Adoption, Adjusted Balance	Accumulated Other Comprehensive Income	Accumulated Other Comprehensive Income Cumulative Effect, Period of Adoption, Adjusted Balance	Noncontrolling Interests	Noncontrolling Interests Cumulative Effect, Period of Adoption, Adjusted Balance
Beginning balance (in shares) at Dec. 31, 2018				0
Beginning balance at Dec. 31, 2018	$ 1,792.9			$ 0.0		$ 0.0		$ 0.0		$ 1,663.5			$ 126.3		$ 3.1
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings	436.5									436.5
Net transfers to Former Parent	(299.4)									(299.4)
Non-cash settlement of related-party borrowings	(151.2)									(151.2)
Other comprehensive income (loss)	22.4												22.4
Stock-based compensation expense	$ 13.1									13.1
Exercise of common stock options and stock award distributions, net of shares for tax withholding (in shares)	335,000
Change in noncontrolling interests	$ 1.8														1.8
Ending balance (in shares) at Dec. 31, 2019				0	0
Ending balance at Dec. 31, 2019	1,816.1	$ (16.9)	$ 1,799.2	$ 0.0	$ 0.0	0.0	$ 0.0	0.0	$ 0.0	1,662.5	$ (16.9)	$ 1,645.6	148.7	$ 148.7	4.9	$ 4.9
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings	$ 342.0							131.1		210.9
Recapitalization (in shares)	168,400,000
Consideration to Former Parent in connection with the Separation	$ (1,635.0)									(1,635.0)
Net transfers to Former Parent	(382.7)							(144.7)		(238.0)
Other comprehensive income (loss)	45.1												45.1
Stock-based compensation expense	$ 22.5					6.0				16.5
Exercise of common stock options and stock award distributions, net of shares for tax withholding (in shares)	360,000			100,000
Exercise of common stock options and stock award distributions, net of shares for tax withholding	$ 1.6					1.6
Change in noncontrolling interests	$ (1.0)														(1.0)
Ending balance (in shares) at Dec. 31, 2020	168,497,098			168,500,000
Ending balance at Dec. 31, 2020	$ 191.7			$ 0.0		7.6		(13.6)		0.0			193.8		3.9
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings	413.0							413.0
Dividends on common stock ($0.025 per share)	(12.7)							(12.7)
Other comprehensive income (loss)	(12.1)												(12.1)
Stock-based compensation expense	$ 25.5					25.5
Exercise of common stock options and stock award distributions, net of shares for tax withholding (in shares)	385,000			700,000
Exercise of common stock options and stock award distributions, net of shares for tax withholding	$ 3.4					3.4
Acquisition of noncontrolling interest	(1.9)					(2.0)									0.1
Separation-related adjustments and other	(33.0)					(33.0)
Change in noncontrolling interests	$ (0.2)														(0.2)
Ending balance (in shares) at Dec. 31, 2021	169,168,285			169,200,000
Ending balance at Dec. 31, 2021	$ 573.7			$ 0.0		$ 1.5		$ 386.7		$ 0.0			$ 181.7		$ 3.8

Consolidated and Combined Statements of Changes in Stockholders' Equity (Parenthetical)	12 Months Ended
	Dec. 31, 2021 $ / shares
Statement of Stockholders' Equity [Abstract]
Dividends on common stock (in dollars per share)	$ 0.025

Consolidated and Combined Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Cash flows from operating activities:
Net earnings	$ 413,000,000.0	$ 342,000,000.0	$ 436,500,000
Non-cash items:
Depreciation and amortization expense	88,300,000	78,300,000	84,500,000
Stock-based compensation expense	25,500,000	22,500,000	13,100,000
Impairment of goodwill	0	85,300,000	0
Write-off of deferred financing costs	3,400,000	0	0
Amortization of debt issuance costs	3,400,000	800,000	0
Gain on settlement of investment	(3,300,000)	0	0
Amortization of acquisition-related inventory fair value step-up	6,800,000	0	0
Loss on disposition	0	0	100,000
Gain on sale of property, net	0	(2,700,000)	0
Change in accounts receivable, net	(140,400,000)	(92,800,000)	(111,900,000)
Change in inventories	(34,600,000)	(7,000,000.0)	25,300,000
Change in prepaid expenses and other current assets	(700,000)	7,500,000	(18,400,000)
Change in long-term financing receivables, net	136,200,000	134,700,000	134,600,000
Change in trade accounts payable	45,600,000	44,100,000	2,000,000.0
Change in accrued expenses and other current liabilities	(16,900,000)	114,000,000.0	(33,400,000)
Change in deferred income taxes	(45,200,000)	(35,400,000)	12,800,000
Net cash provided by operating activities	481,100,000	691,300,000	545,200,000
Cash flows from investing activities:
Cash paid for acquisitions, net of cash received	(955,800,000)	0	0
Cash paid for equity investments	(11,300,000)	(9,500,000)	(2,400,000)
Payments for additions to property, plant and equipment	(47,800,000)	(35,700,000)	(38,000,000.0)
Proceeds from sale of property	0	3,500,000	100,000
Cash received for settlement of investment	7,200,000	0	0
Net cash used in investing activities	(1,007,700,000)	(41,700,000)	(40,300,000)
Cash flows from financing activities:
Proceeds from issuance of long-term debt	2,186,500,000	1,800,000,000	0
Repayment of long-term debt	(1,400,000,000)	0	0
Payment for debt issuance costs	(5,100,000)	0	0
Payment of common stock cash dividend	(12,700,000)	0	0
Net repayments of related-party borrowings	0	(23,400,000)	(190,500,000)
Net repayments of short-term borrowings	(7,000,000.0)	(5,300,000)	(2,500,000)
Proceeds from stock option exercises	7,500,000	1,600,000	0
Net transfers to Former Parent	(35,600,000)	(419,900,000)	(299,400,000)
Consideration to Former Parent in connection with the Separation, net	0	(1,635,000,000)	0
Acquisition of noncontrolling interest	(1,900,000)	0	0
Other financing activities	(6,200,000)	(1,900,000)	(7,400,000)
Net cash provided by (used in) financing activities	725,500,000	(283,900,000)	(499,800,000)
Effect of exchange rate changes on cash and cash equivalents	(6,800,000)	14,800,000	(5,100,000)
Net change in cash and cash equivalents	192,100,000	380,500,000	0
Beginning balance of cash and cash equivalents	380,500,000	0	0
Ending balance of cash and cash equivalents	$ 572,600,000	$ 380,500,000	$ 0

Business Overview	12 Months Ended
Business Overview	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business Overview	NOTE 1. BUSINESS OVERVIEW Nature of Business Vontier Corporation (“Vontier,” the “Company,” “we,” “us,” or “our”) is a global industrial technology company that focuses on critical technical equipment, components, software and services for manufacturing, repair, and servicing in the mobility infrastructure industry worldwide. The Company supplies a wide range of mobility technologies and diagnostics and repair technologies solutions spanning advanced environmental sensors; fueling equipment; field payment hardware; point-of sale, workflow and monitoring software; vehicle tracking and fleet management; software solutions for traffic light control; and vehicle mechanics’ and technicians’ equipment. The Company markets its products and services to retail and commercial fueling operators, convenience store and in-bay car wash operators, tunnel car wash businesses, commercial vehicle repair businesses, municipal governments and public safety entities and fleet owners/operators on a global basis. Vontier operates through one reportable segment comprised of two operating segments: (i) mobility technologies, which is a leading worldwide provider of solutions and services focused on fuel dispensing, remote fuel management, point-of-sale and payment systems, environmental compliance, workflow software and control solutions, vehicle tracking and fleet management (“telematics”) and traffic management (“smart city solutions”), and (ii) diagnostics and repair technologies, which manufactures and distributes vehicle repair tools, toolboxes and automotive diagnostic equipment and software and a full line of wheel-service equipment. Given the interrelationships of the products, technologies and customers and the resulting similar long-term economic characteristics, we meet the aggregation criteria and have combined our two operating segments into a single reportable segment. Historically, these businesses had operated as part of Fortive Corporation’s (“Fortive” or “Former Parent”) Industrial Technologies reportable segment (the “Vontier Businesses”). Separation from Fortive Corporation On October 9, 2020, Fortive completed the separation of Fortive’s Industrial Technologies businesses through a pro rata distribution of 80.1% of the outstanding common stock of Vontier to Fortive’s stockholders (the “Separation”). To effect the Separation, Fortive distributed to its stockholders two shares of Vontier common stock for every five shares of Fortive common stock outstanding held on September 25, 2020, the record date for the distribution. In January 2021, Fortive sold a total of 33.5 million shares of the Company’s common stock as part of a secondary offering. After the secondary offering, Fortive no longer owned any of the Company’s outstanding common stock. The primary source of the cash on hand as of the date of Separation was due to a transfer from Fortive as part of the separation agreement. Under the terms of the separation agreement, we repaid $86.1 million to Fortive in December 2020.

Basis of Presentation and Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2021

Accounting Policies [Abstract]

Basis of Presentation and Summary of Significant Accounting Policies

NOTE 2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying Consolidated and Combined Financial Statements present our historical financial position, results of operations, changes in equity and cash flows in accordance with generally accepted accounting principles in the United States of America (“GAAP”). The combined financial statements for periods prior to the Separation were derived from Fortive’s consolidated financial statements and accounting records and prepared in accordance with GAAP for the preparation of carved-out combined financial statements. Through the date of the Separation, all revenues and costs as well as assets and liabilities directly associated with Vontier have been included in the combined financial statements. Prior to the Separation, the combined financial statements also include allocations of certain general, administrative, sales and marketing expenses from Fortive’s corporate office and from other Fortive businesses to the Company and allocations of related assets, liabilities, and the Former Parent’s investment, as applicable. The allocations were determined on a reasonable basis; however, the amounts are not necessarily representative of the amounts that would have been reflected in the financial statements had the Company been an entity that operated independently of Fortive during the applicable periods. Related-party allocations prior to the Separation, including the method for such allocation, are discussed further in Note 20. Related-Party Transactions.

Following the Separation, the consolidated financial statements include the accounts of Vontier and those of our wholly-owned subsidiaries and no longer include any allocations from Fortive. Accordingly:

•The Consolidated Balance Sheets as of December 31, 2021 and December 31, 2020 consist of our balances.

•The Consolidated Statement of Earnings and Comprehensive Income for the year ended December 31, 2021 consists of our results. The Consolidated and Combined Statement of Earnings and Comprehensive Income for the year ended December 31, 2020 consists of our results from the date of the Separation through December 31, 2020 and the combined results of the Vontier Businesses from January 1, 2020 through the date of the Separation. The Combined

Statement of Earnings and Comprehensive Income for the year ended December 31, 2019 consists of the combined results of the Vontier Businesses.

•The Consolidated Statement of Changes in Stockholders’ Equity for the year ended December 31, 2021 consists of our results. The Consolidated and Combined Statement of Changes in Stockholders’ Equity for the year ended December 31, 2020 consists of our consolidated activity from the date of the Separation through December 31, 2020 and the combined activity of the Vontier Businesses from January 1, 2020 through the date of the Separation. The Combined Statement of Changes in Stockholders’ Equity for the year ended December 31, 2019 consists of the combined activity of the Vontier Businesses.

•The Consolidated Statement of Cash Flows for the year ended December 31, 2021 consists of our results. The Consolidated and Combined Statement of Cash Flows for the year ended December 31, 2020 consists of our consolidated activity from the date of the Separation through December 31, 2020 and the combined activity of the Vontier Businesses from January 1, 2020 through the date of the Separation. The Combined Statement of Cash Flows for the year ended December 31, 2019 consists of the combined activity of the Vontier Businesses.

Our Consolidated and Combined Financial Statements may not be indicative of our results had we been a separate stand-alone entity throughout the periods presented, nor are the results stated herein indicative of what our financial position, results of operations and cash flows may be in the future.

All significant transactions between the Company and Fortive have been included in the accompanying Consolidated and Combined Financial Statements for all periods presented. Cash transactions with Fortive prior to the Separation are reflected in the accompanying Consolidated and Combined Statements of Changes in Stockholders’ Equity as “Net transfers to Former Parent” and “Consideration to Former Parent in connection with the Separation.” As included in the Consolidated and Combined Statements of Changes in Stockholders’ Equity, Former Parent’s investment, which included Retained earnings (Accumulated deficit) prior to the Separation, represents Fortive’s interest in our recorded net assets prior to the Separation. In addition, the accumulated net effect of intercompany transactions between us and Fortive or Fortive affiliates for periods prior to the Separation are included in Former Parent’s investment.

On October 9, 2020, in connection with the Separation, Former Parent’s investment was redesignated within Stockholders’ Equity. The Agreements include a “Wrong-Pockets Provision” that allow the parties to make adjustments to ensure the separation-related transactions were executed in accordance with the Agreements. In periods subsequent to the Separation, we may make adjustments to balances transferred at the Separation date in accordance with the Wrong-Pockets Provision. Any such adjustments are recorded through stockholders’ equity.

The Consolidated and Combined Financial Statements include our accounts and the accounts of our subsidiaries. All intercompany balances and transactions have been eliminated upon consolidation. The Consolidated and Combined Financial Statements also reflect the impact of noncontrolling interests. Noncontrolling interests do not have a significant impact on our consolidated and combined results of operations, therefore net earnings and net earnings per share attributable to noncontrolling interests are not presented separately in our Consolidated and Combined Statements of Earnings and Comprehensive Income. Net earnings attributable to noncontrolling interests have been reflected in selling, general and administrative expenses (“SG&A”) and were insignificant in all periods presented.

Prior to the Separation, we were dependent upon Fortive for all our working capital and financing requirements under Fortive’s centralized approach to cash management and financing of operations of its subsidiaries. With the exception of cash, cash equivalents and borrowings clearly associated with Vontier and related to the Separation, including the financial transactions described below, financial transactions relating to our business operations prior to the Separation were accounted for through Former Parent’s investment. Accordingly, none of the Former Parent’s cash, cash equivalents or debt at the corporate level was assigned to Vontier or included in the Consolidated and Combined Financial Statements for periods prior to the Separation.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. We base these estimates on historical experience, the current economic environment and on various other assumptions that are believed to be reasonable under the circumstances. However, uncertainties associated with these estimates exist and actual results may differ from these estimates.

Cash and Cash Equivalents

We consider all highly liquid investments with a maturity of three months or less at the date of purchase to be cash equivalents.

Accounts and Financing Receivables and Allowances for Credit Losses

All trade accounts and financing receivables are reported in the accompanying Consolidated Balance Sheets adjusted for any write-offs and net of allowances for credit losses. The allowances for credit losses represent management’s best estimate of the credit losses expected from trade accounts and financing receivables portfolios. Determination of the allowances requires management to exercise judgment about the timing, frequency and severity of credit losses that could materially affect the provision for credit losses and, therefore, net earnings. The Company regularly performs detailed reviews of our portfolios to determine if an impairment has occurred and evaluate the collectability of receivables based on a combination of financial and qualitative factors that may affect customers’ ability to pay, including customers’ financial condition, collateral, debt-servicing ability, past payment experience and credit bureau information. In circumstances where the Company is aware of a specific customer’s inability to meet its financial obligations, a specific reserve is recorded against amounts due to reduce the recognized receivable to the amount reasonably expected to be collected. Additions to the allowances for credit losses are charged to current period earnings and amounts determined to be uncollectible are charged directly against the allowances. Any amounts recovered on accounts that were previously written-off reduces the amounts charged to current period earnings. If the financial condition of our customers were to deteriorate, resulting in an impairment of their ability to make payments, additional reserves would be required. The Company does not believe that accounts and financing receivables represent significant concentrations of credit risk because of the diversified portfolio of individual customers and geographical areas. We recorded $36.8 million, $42.9 million and $38.2 million of expense associated with credit losses for the years ended December 31, 2021, 2020 and 2019, respectively.

Financing Receivables

Prior to the adoption of Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) on January 1, 2020, we recognized an allowance for incurred losses when they were probable based on many quantitative and qualitative factors, including delinquency. After the adoption of ASU 2016-13, we estimate our allowance to reflect expected credit losses over the remaining contractual life of the asset. We pool assets with similar risk characteristics for this measurement based on attributes which includes asset type, duration, and/or credit risk rating. The future expected losses of each pool are estimated based on numerous quantitative and qualitative factors reflecting management’s estimate of collectability over the remaining contractual life of the pooled assets, including:

•portfolio duration;

•historical, current, and forecasted future loss experience by asset type;

•historical, current, and forecasted delinquency and write-off trends;

•historical, current, and forecasted economic conditions; and

•historical, current, and forecasted credit risk.

Expected credit losses of the assets originated during the years ended December 31, 2021 and 2020, as well as changes to expected losses during the same period, are recognized in earnings for the periods ended December 31, 2021 and 2020.

Inventory Valuation

Inventories include the costs of material, labor and overhead. Domestic inventories are stated at the lower of cost or net realizable value primarily using the first-in, first-out (“FIFO”) method with certain businesses applying the last-in, first-out method (“LIFO”) to value inventory. Inventories held outside the United States are stated at the lower of cost or net realizable value primarily using the FIFO method.

Property, Plant and Equipment

Property, plant and equipment are carried at cost. Provisions for depreciation and amortization have been computed principally by the straight-line method based on the estimated useful lives of the depreciable assets which are generally as follows:


Category						Useful Life
Buildings						30 years
Leased assets and leasehold improvements						Amortized over the lesser of the economic life of the asset or the term of the lease
Machinery and equipment						3 – 10 years

Estimated useful lives are periodically reviewed and, when appropriate, changes to estimates are made prospectively.

Other Assets

Other assets principally include contract assets, deferred tax assets and other investments.

Fair Value of Financial Instruments

Our financial instruments consist primarily of trade accounts receivable, financing receivables, obligations under trade accounts payable and short and long-term debt. Due to their short-term nature, the carrying values for trade accounts receivable, trade accounts payable and short-term debt approximate fair value. Refer to Note 8. Fair Value Measurements for the fair values of our other financial instruments.

Goodwill and Other Intangible Assets

Goodwill and other intangible assets result from our acquisition of existing businesses. In accordance with accounting standards related to business combinations, neither goodwill nor indefinite-lived intangible assets are amortized; however, certain definite-lived identifiable intangible assets, primarily customer relationships and acquired technology, are amortized over their estimated useful lives. Refer to Note 7. Goodwill and Other Intangible Assets for additional information regarding our goodwill and other intangible assets.

Goodwill arises from the purchase price for acquired businesses exceeding the fair value of tangible and intangible assets acquired less assumed liabilities. We assess the goodwill of each of our reporting units for impairment at least annually as of the first day of the fourth quarter or more frequently if events and circumstances indicate that goodwill may not be recoverable.

When evaluating for impairment, the Company may first perform a qualitative assessment to determine whether it is more likely than not that a reporting unit or indefinite-lived intangible asset is impaired. If the Company does not perform a qualitative assessment, or if it determines that it is not more likely than not that the fair value of the reporting unit or indefinite-lived intangible asset exceeds its carrying amount, the Company will calculate the estimated fair value of the reporting unit or indefinite-lived intangible asset. The Company’s decision to perform a qualitative impairment assessment for an individual reporting unit or indefinite-lived intangible assets in a given year is influenced by a number of factors, inclusive of the size of the reporting unit's goodwill, the significance of the excess of the reporting unit's estimated fair value over carrying value at the last quantitative assessment date, the amount of time in between quantitative fair value assessments and the date of acquisition.

As part of our 2021 annual impairment analysis, we elected to apply the qualitative goodwill impairment assessment guidance in ASC 350-20, Goodwill, for all 6 of our reporting units, or approximately $1.7 billion of goodwill as of the assessment date. Factors we consider in the qualitative assessment include general macroeconomic conditions, industry and market conditions, cost factors, overall financial performance of our reporting units, events or changes affecting the composition or carrying value of the net assets of our reporting units, information related to market multiples of peer companies and other relevant entity specific events. Based on our assessment we determined on the basis of the qualitative and quantitative factors, that the fair values of the reporting units were more likely than not greater than their respective carrying values; and therefore, a quantitative test was not required.

If we do not perform a qualitative assessment, goodwill impairment is determined by using a quantitative approach. We identify potential impairment by comparing the fair value of each reporting unit, determined using various valuation techniques, with the primary technique being a discounted cash flow analysis, to its carrying value. If the carrying amount of the reporting unit exceeds the fair value, an impairment loss is recognized.

We review identified intangible assets for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Determining whether an impairment loss occurred requires a comparison of the carrying amount to the sum of undiscounted cash flows expected to be generated by the asset. We also test intangible assets with indefinite lives at least annually for impairment. In these analyses management considers general macroeconomic conditions, industry and market conditions, cost factors, financial performance and other entity and asset specific events and may require management to make judgments and estimates about future revenues, expenses, market conditions and discount rates related to these assets.

If actual results are not consistent with management’s estimates and assumptions, goodwill and other intangible assets may be overstated, and a charge would need to be taken against net earnings which would adversely affect our financial statements.

A non-cash goodwill impairment charge of $85.3 million was recorded against our Telematics reporting unit as a result of our quantitative impairment assessment on March 27, 2020. No goodwill impairment charges were recorded for the years ended December 31, 2021 and 2019. Refer to Note 7. Goodwill and Other Intangible Assets for additional information regarding the Telematics impairment charge in 2020.

Insurance Liabilities

The Company is self-insured for certain losses related to medical claims. The Company has stop-loss coverage to limit the exposure arising from medical claims. In addition, the Company has deductible-based insurance policies for certain losses related to general liability, workers’ compensation and automobile.

Debt Issuance Costs

Debt issuance costs relating to the Company’s long-term debt are recorded as a direct reduction of long-term debt; these costs are deferred and amortized to interest expense using the effective interest method, over the respective terms of the related debt. Debt issuance costs relating to the Company’s revolving credit facilities are recorded in Other assets; these costs are deferred and amortized to interest expense using the straight-line method.

Revenue Recognition

We derive revenues primarily from the sale of products and services in the mobility technologies and diagnostics and repair technologies markets. Revenue is recognized when control of promised products or services is transferred to customers in an amount that reflects the consideration we expect to be entitled to in exchange for those products or services.

Product sales include revenues from the sale of products and equipment, which includes our software-as-a-service (“SaaS”) product offerings, equipment rentals, and interest income related to our financing receivables.

Service sales includes revenues from extended warranties, post-contract customer support (“PCS”), maintenance contracts or services, and services related to previously sold products.

Revenues associated with the Company’s interest income related to financing receivables are recognized to approximate a constant effective yield over the contract term.

For revenue related to a product or service to qualify for recognition, we must have an enforceable contract with a customer that defines the goods or services to be transferred and the payment terms related to those goods or services. Further, collection of substantially all consideration for the goods or services transferred must be probable based on the customer’s intent and ability to pay the promised consideration. We apply judgment in determining the customer’s ability and intention to pay, which is based on a combination of financial and qualitative factors, including the customers’ financial condition, collateral, debt-servicing ability, past payment experience and credit bureau information.

Customer allowances and rebates, consisting primarily of volume discounts and other short-term incentive programs, are considered in determining the transaction price for the contract; these allowances and rebates are reflected as a reduction in the contract transaction price. Significant judgment is exercised in determining product returns, customer allowances and rebates, which are estimated based on historical experience and known trends.

Most of our sales contracts contain standard terms and conditions. We evaluate contracts to identify distinct goods and services promised in the contract (performance obligations). Sometimes this evaluation involves judgment to determine whether the goods or services are highly dependent on or highly interrelated with one another, or whether such goods or services significantly modify or customize one another. Certain customer arrangements include multiple performance obligations, typically hardware, installation, training, consulting, services and/or PCS. Generally, these elements are delivered within the same reporting period, except PCS or other services. We allocate the contract transaction price to each performance obligation using the observable price that the good or service sells for separately in similar circumstances and to similar customers, and/or a residual approach when the observable selling price of a good or service is not known and is either highly variable or uncertain. Allocating the transaction price to each performance obligation sometimes requires significant judgment.

Our principal terms of sale are FOB Shipping Point, or equivalent, and, as such, we primarily record revenue upon shipment as we have transferred control to the customer at that point and our performance obligations are satisfied. We evaluate contracts with delivery terms other than FOB Shipping Point and recognize revenue when we have transferred control and satisfied our performance obligations. If any significant obligation to the customer with respect to a sales transaction remains to be fulfilled following shipment (typically installation, other services noted above or acceptance by the customer), revenue recognition is deferred until such obligations have been fulfilled. Further, revenue related to separately priced extended warranty and product maintenance agreements is deferred when appropriate and recognized as revenue over the term of the agreement.

Shipping and Handling

Shipping and handling costs are included as a component of Cost of sales in the Consolidated and Combined Statements of Earnings and Comprehensive Income. Revenue derived from shipping and handling costs billed to customers is included in Sales in the Consolidated and Combined Statements of Earnings and Comprehensive Income.

Advertising

Advertising costs are expensed as incurred.

Research and Development

We conduct research and development activities for the purpose of developing new products, enhancing the functionality, effectiveness, ease of use and reliability of our existing products and expanding the applications for which uses of our products are appropriate. Research and development costs are expensed as incurred.

Restructuring

We periodically initiate restructuring activities to appropriately position our cost base relative to prevailing economic conditions and associated customer demand as well as in connection with certain acquisitions. Costs associated with restructuring actions can include one-time termination benefits and related charges in addition to facility closure, contract termination and other related activities. We record the cost of the restructuring activities when the associated liability is incurred. Refer to Note 16. Restructuring and Other Related Charges for additional information.

Foreign Currency Translation and Transactions

Exchange rate adjustments resulting from foreign currency transactions are recognized in Net earnings, whereas effects resulting from the translation of financial statements are reflected as a component of Accumulated other comprehensive income within stockholders’ equity. Assets and liabilities of subsidiaries operating outside the United States with a functional currency other than U.S. dollars are translated into U.S. dollars using year-end exchange rates and income statement accounts are translated at weighted average exchange rates. Net foreign currency transaction gains or losses were not material in any of the years presented.

Accounting for Stock-Based Compensation

We had no stock-based compensation plans prior to the Separation; however, certain of our employees had participated in Fortive’s stock-based compensation plans (“Fortive Plans”). The expense associated with our employees who participated in the Fortive Plans was allocated to us in the accompanying Consolidated and Combined Statements of Earnings and Comprehensive Income for the periods prior to the Separation.

We account for stock-based compensation by measuring the cost of employee services received in exchange for all equity awards granted, including stock options, restricted stock units (“RSUs”) and performance stock units (“PSUs”), based on the fair value of the award as of the grant date. Stock-based compensation expense is recognized net of an estimated forfeiture rate on a straight-line basis over the requisite service period of the award.

The fair value of each stock option issued was estimated on the date of the grant using the Black-Scholes option pricing model which incorporates the following assumptions to value stock-based awards:

Risk-free interest rate: The risk-free rate of interest for periods within the contractual life of the option is based on a zero-coupon U.S. government instrument whose maturity period equals or approximates the option’s expected term.

Volatility: Since the Company does not have sufficient history to estimate the expected volatility of its common share price, expected volatility is based on a blended approach that uses the volatility of the Company’s common stock for periods in which the Company has information and the volatility for selected reasonably similar publicly traded companies for periods in which the historical information is not available. For periods prior to the Separation and after July 2018, volatility was calculated using a blend of Fortive’s historical stock price volatility and the average historical stock price volatility of a group of Fortive’s peer companies for the expected term of the options. From July 2, 2016 through July 2018, the weighted average volatility was estimated based on an average historical stock price volatility of a group of peer companies given Fortive’s limited trading history.

Dividend yield: The expected dividend yield is calculated by dividing our annualized dividend, based on the our history of declared dividends, by our stock price on the grant date. For periods prior to the Separation, the dividend yield was calculated by dividing Fortive’s annual dividend, based on the most recent quarterly dividend rate, by Fortive’s stock price on the grant date.

Expected years until exercise: The expected term of stock options granted is based on an estimate of when options will be exercised in the future. As the Company does not have sufficient history to estimate its expected term, the Company applied the simplified method of estimating the expected term of the options, as described in the SEC’s Staff Accounting Bulletins 107 and 110, as the historical experience under Fortive is not considered indicative of the expected behavior in the future. The expected term, calculated under the simplified method, is applied to all stock options which have similar contractual terms. Using this method, the expected term is determined using the average of the vesting period and the contractual life of the stock options granted.

The fair value of RSUs is calculated using the closing price of Vontier common stock on the date of grant less a discount due to the lack of participation in the Company’s dividend by RSU holders. The fair value of PSUs is calculated using a Monte Carlo pricing model.

Income Taxes

In accordance with GAAP, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted rates expected to be in effect during the year in which the differences reverse. Deferred tax assets generally represent items that can be used as a tax deduction or credit in our tax return in future years for which the tax benefit has already been reflected on our Consolidated and Combined Statements of Earnings and Comprehensive Income. Deferred tax liabilities generally represent items that have already been taken as a deduction on our tax return but have not yet been recognized as an expense in our Consolidated and Combined Statements of Earnings and Comprehensive Income. The effect on deferred tax assets and liabilities due to a change in tax rates is recognized in income tax expense in the period that includes the enactment date.

Our deferred tax assets are reduced by a valuation allowance if, based on the weight of available evidence, it is more likely than not (a likelihood of more than 50 percent) that some portion or all of the deferred tax assets will not be realized. We evaluate the realizability of deferred income tax assets for each of the jurisdictions in which we operate. If we experience cumulative pretax income in a particular jurisdiction in the three-year period including the current and prior two years, we normally conclude that the deferred income tax assets will more likely than not be realizable and no valuation allowance is recognized, unless known or planned operating developments would lead management to conclude otherwise. However, if we experience cumulative pretax losses in a particular jurisdiction in the three-year period including the current and prior two years, we then consider a series of factors in the determination of whether the deferred income tax assets can be realized. These factors include historical operating results, known or planned operating developments, the period of time over which certain temporary differences will reverse, consideration of the utilization of certain deferred income tax liabilities, tax law carryback capability in the particular country, and prudent and feasible tax planning strategies. After evaluation of these factors, if the deferred income tax assets are expected to be realized within the tax carryforward period allowed for that specific country, we would conclude that no valuation allowance would be required. To the extent that the deferred income tax assets exceed the amount that is expected to be realized within the tax carryforward period for a particular jurisdiction, we establish a valuation allowance.

We recognize tax benefits from uncertain tax positions only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the Consolidated and Combined Financial Statements from such positions are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. Judgment is required in evaluating tax positions and determining income tax provisions. We reevaluate the technical merits of our tax positions and may recognize an uncertain tax benefit in certain circumstances, including when: (i) a tax audit is completed; (ii) applicable tax laws change, including a tax case ruling or legislative guidance; or (iii) the applicable statute of limitations expires. We recognize potential accrued interest and penalties associated with unrecognized tax positions in income tax expense. Refer to Note 15. Income Taxes for additional information.

Pension and Other Postretirement Benefit Plans

We measure our pension assets and obligations to determine the funded status as of year end, and recognize an asset for an overfunded status or a liability for an underfunded status on our balance sheet. Changes in the funded status of the pension plans are recognized in the year in which the changes occur and are reported in other comprehensive income.

Recently Issued Accounting Standards

In March 2020, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting and in January 2021 issued ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope. These ASUs provide temporary optional expedients and exceptions to existing guidance on contract modifications and hedge accounting to facilitate the market transition from existing reference rates, such as the London Inter-bank Offered Rate (“LIBOR”) which is being phased out beginning at the end of 2021, to alternate reference rates, such as the Secured Overnight Financing Rate (“SOFR”). These standards were effective upon issuance and allowed application to contract changes as early as January 1, 2020. These provisions may impact the Company as contract modifications and other changes occur during the LIBOR transition period. The Company continues to evaluate the optional relief guidance provided within these ASUs, has reviewed its debt securities and continues to evaluate commercial contracts that may utilize LIBOR as the reference rate. We will continue the assessment and monitor regulatory developments during the LIBOR transition period.

Recently Adopted Accounting Standards

In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. This ASU provides a single comprehensive accounting model on revenue recognition for contracts with customers and requires that the acquirer in a business combination recognize and measure contract assets and liabilities acquired in a business combination in accordance with Topic 606 (Revenue from Contracts with Customers). The amendments in this ASU are effective for fiscal years beginning after December 15, 2022. Early adoption is permitted, including adoption in an interim period. With early adoption, the amendments are applied retrospectively to all business combinations for which the acquisition date occurs on or after the beginning of the fiscal year that includes the interim period of adoption and prospectively to all business combinations that occur on or after the date of initial application. The Company adopted the ASU in the third quarter ended October 1, 2021 and its adoption impacted the accounting and recognition of the contract liabilities associated with the Company’s acquisition of DRB Systems, LLC.

In June 2016, the FASB issued ASU 2016-13, which amends the impairment model by requiring entities to use a forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including financing and trade accounts receivables. On January 1, 2020, we adopted ASU 2016-13 and recognized in our Consolidated Balance Sheets, as of January 1, 2020, an increase in the allowance for trade accounts and financing receivables of $22.1 million with a corresponding net of tax adjustment to beginning Former Parent’s investment of $16.9 million.

Results for reporting periods beginning January 1, 2020 reflect the adoption of ASU 2016-13, while prior period amounts were not adjusted and continue to be reported in accordance with our historical accounting practices.

Acquisitions and Divestitures

12 Months Ended

Dec. 31, 2021

Business Combination and Asset Acquisition [Abstract]

Acquisitions and Divestitures

NOTE 3. ACQUISITIONS AND DIVESTITURES

We continually evaluate potential mergers, acquisitions and divestitures that align with our strategy and expedite the evolution of our portfolio of businesses into new and attractive areas. We have completed a number of acquisitions that have been accounted for as purchases and resulted in the recognition of goodwill in our financial statements. This goodwill arises because the purchase price for each acquired business reflects a number of factors including the complimentary fit, acceleration of our strategy and synergies the business brings with respect to our existing operations, the future earnings and cash flow potential of the business, the potential to add other strategically complimentary acquisitions to the acquired business, the scarce or unique nature of the business in its markets, competition to acquire the business, the valuation of similar businesses in the marketplace (as reflected in a multiple of revenues, earnings or cash flows) and the avoidance of the time and costs which would be required (and the associated risks that would be encountered) to enhance our existing offerings to key target markets and develop new and profitable businesses.

We make an initial allocation of the purchase price at the date of acquisition based on our understanding of the fair value of the acquired assets and assumed liabilities. We obtain this information during due diligence and through other sources. In the months after closing, as we obtain additional information about these assets and liabilities, including through tangible and intangible asset appraisals, and learn more about the newly acquired business, we are able to refine the estimates of fair value and more accurately allocate the purchase price. Only items identified as of the acquisition date are considered for subsequent adjustment. We make appropriate adjustments to purchase price allocations prior to completion of the applicable measurement period, as required.

The following describes our acquisition activity for the year ended December 31, 2021. We did not make any acquisitions during the years ended December 31, 2020 and 2019.

DRB Systems, LLC

On September 13, 2021, the Company acquired all of the outstanding equity interests of DRB Systems, LLC (“DRB”), a leading provider of point of sale, workflow software and control solutions to the car wash industry, for $955.8 million in cash. This acquisition aligns with the Company’s portfolio diversification strategy and enables opportunities in new end markets. With this acquisition, the Company expects to grow its retail solutions portfolio.

The acquisition of DRB was accounted for as a business combination and, accordingly, the assets acquired and the liabilities assumed have been recorded at their respective fair values as of the acquisition date. The goodwill is attributable to the workforce of the acquired business, future market opportunities and the expected synergies with the Company’s existing operations. The Company incurred $4.3 million in acquisition related costs which are included in Selling, general and administrative expenses in the Consolidated and Combined Statement of Earnings. The majority of goodwill derived from this acquisition is expected to be deductible for tax purposes.

The purchase price allocation has not been finalized as the analysis of the assets and liabilities acquired has not been completed. The procedures to finalize may result in further adjustments to our purchase accounting that could result in additional measurement period adjustments, which could have a material effect on the consolidated financial statements. The accounting for the acquisition will be completed no later than one year from the acquisition date, in accordance with GAAP.

The Company’s estimate of the purchase price allocation is as follows:


($ in millions)	Preliminary Purchase Price Allocation		Measurement Period Adjustments		Adjusted Preliminary Purchase Price Allocation		Weighted Average Amortization Period
Accounts receivable	$	17.3	$	(3.1)	$	14.2
Inventories	21.0		—		21.0
Prepaid and other current assets	3.8		—		3.8
Technology	142.1		0.5		142.6		9.0
Customer relationships	227.0		—		227.0		11.0
Trade names	36.0		—		36.0		14.0
Goodwill	587.4		(2.7)		584.7
Other assets	14.9		0.1		15.0
Trade accounts payable	(5.8)		—		(5.8)
Accrued expenses and other current liabilities	(44.6)		0.9		(43.7)
Other long-term liabilities	(43.6)		4.6		(39.0)
Purchase price, net of cash acquired	$	955.5	$	0.3	$	955.8

Intangible assets consisting of technology and trade names were valued using a relief from royalty method while customer relationships were valued using a multi-period excess earnings method. To determine the fair value of the acquired intangible assets included above, management utilized significant unobservable inputs (Level 3 in the fair value hierarchy) and was required to make judgements and estimates about future results such as revenues, margin, net working capital and other valuation assumptions such as useful lives, royalty rates, attrition rates and discount rates. These assumptions are forward looking and could be affected by future economic and market conditions.

The results of DRB are included in the consolidated financial statements of the Company from the date of the acquisition and during this period DRB’s revenues and loss before income taxes was $57.7 million and $3.2 million, respectively. The loss before income taxes includes the amortization of intangible assets and acquisition-related fair value adjustments.

Pro Forma Financial Information (unaudited)

The following unaudited pro forma presents consolidated information of Vontier as if the acquisition of DRB had occurred on January 1, 2020.


	Year Ended
($ in millions)		December 31, 2021		December 31, 2020
Sales		$	3,108.7	$	2,822.8
Net earnings		417.9		320.4

These pro forma amounts have been calculated after applying the Company’s accounting policies and adjusting the results of the Company and DRB to reflect the amortization and interest expense that would have been charged assuming the fair value adjustments to inventory and intangible assets and the financing of the acquisition, respectively, had been applied at the beginning of the 2020 fiscal year, together with the tax effects. The pro forma financial information is presented for informational purposes only and is not indicative of the results of the operations that actually would have been achieved had the acquisition been consummated as of that time.

Other Investments

The Company holds a minority interest in Tritium Holdings Pty, Ltd (“Tritium”). As of December 31, 2021, this investment was recorded in Other assets in the accompanying Consolidated Balance Sheets at a cost basis of $52.1 million. During 2021, we made additional investments in Tritium of $6.8 million and reduced our investment by $3.8 million due to the settlement of our call option.

Tritium specializes in the design and manufacture of DC fast charging solutions for electric vehicles. Established in 2001, it launched its first DC fast charger in 2014, and has since become a leading global supplier, with installations in 41 countries. Tritium offers a range of hardware, software, and services developed and designed to support the global transition to e-mobility.

We have elected to use the measurement alternative for equity investments without readily determinable fair values and evaluate this investment for indicators of impairment quarterly. We did not identify events or changes in circumstances that may have a significant effect on the fair value of the investment during the year ended December 31, 2021.

Divestitures

On October 9, 2019, we sold our interest in Gilbarco Hungary ACIS and our Gilbarco Romania ACIS business (“ACIS”) for $1.7 million, and recognized a loss on the transactions of $0.1 million. These transactions did not meet the criteria for discontinued operations reporting, and therefore the operating results of ACIS prior to the disposition are included in continuing operations for 2019.

Financing and Trade Receivables

12 Months Ended

Dec. 31, 2021

Credit Loss [Abstract]

Financing and Trade Receivables

NOTE 4. FINANCING AND TRADE RECEIVABLES

The Company’s financing receivables are comprised of commercial purchase security agreements with the Company’s end customers (“PSAs”) and commercial loans to the Company’s franchisees (“Franchisee Notes”). Financing receivables are generally secured by the underlying tools and equipment financed.

PSAs are installment sales contracts originated between the franchisee and technicians or independent shop owners which enable these customers to purchase tools and equipment on an extended-term payment plan. PSA payment terms are generally up to five years. Upon origination, the Company assumes the PSA by crediting the franchisee’s trade accounts receivable. As a result, originations of PSAs are non-cash transactions. The Company records PSAs at amortized cost.

Franchisee Notes have payment terms of up to 10 years and include financing to fund business startup costs including: (i) installment loans to franchisees used generally to finance inventory, equipment, and franchise fees; and (ii) lines of credit to finance working capital, including additional purchases of inventory.

Revenues associated with the Company’s interest income related to financing receivables are recognized to approximate a constant effective yield over the contract term. Accrued interest is included in Accounts receivable less allowance for credit losses and is insignificant as of December 31, 2021 and 2020.

Product sales to franchisees and the related financing income is included in Cash flows from operating activities in the accompanying Consolidated and Combined Statements of Cash Flows.

The components of financing receivables with payments due in less than twelve months that are recorded in Accounts receivable less allowance for credit losses on the Consolidated Balance Sheets were as follows:


($ in millions)	December 31, 2021		December 31, 2020
Gross current financing receivables:
PSAs	$	98.4	$	98.9
Franchisee Notes	15.5		15.5
Current financing receivables, gross	$	113.9	$	114.4

Allowance for credit losses:
PSAs	$	16.9	$	15.8
Franchisee Notes	6.5		6.6
Total allowance for credit losses	23.4		22.4
Total current financing receivables, net	$	90.5	$	92.0

Net current financing receivables:
PSAs, net	$	81.5	$	83.1
Franchisee Notes, net	9.0		8.9
Total current financing receivables, net	$	90.5	$	92.0

The components of financing receivables with payments due beyond one year were as follows:


($ in millions)	December 31, 2021		December 31, 2020
Gross long-term financing receivables:
PSAs	$	219.7	$	219.3
Franchisee Notes	64.5		58.6
Long-term financing receivables, gross	$	284.2	$	277.9

Allowance for credit losses:
PSAs	$	37.2	$	38.5
Franchisee Notes	5.3		5.9
Total allowance for credit losses	42.5		44.4
Total long-term financing receivables, net	$	241.7	$	233.5

Net long-term financing receivables:
PSAs, net	$	182.5	$	180.8
Franchisee Notes, net	59.2		52.7
Total long-term financing receivables, net	$	241.7	$	233.5

Net deferred origination costs were insignificant as of December 31, 2021 and 2020. As of December 31, 2021 and 2020, the Company had a net unamortized discount on our financing receivables of $16.7 million and $18.4 million, respectively.

It is the Company’s general practice to not engage in contract or loan modifications of existing arrangements for troubled debt restructurings. In limited instances, the Company may modify certain impaired receivables with customers in bankruptcy or other legal proceedings, or in the event of significant natural disasters. Restructured financing receivables as of December 31, 2021 and 2020 were insignificant.

Credit score and distributor tenure are the primary indicators of credit quality for the Company’s financing receivables. Depending on the contract, payments for financing receivables are due on a monthly or weekly basis. Weekly payments are converted into a monthly equivalent for purposes of calculating delinquency. Delinquencies are assessed at the end of each month following the monthly equivalent due date and are considered delinquent once past due.

The amortized cost basis of PSAs and Franchisee Notes by origination year as of December 31, 2021 is as follows:


($ in millions)	2021		2020		2019		2018		2017		Prior		Total
PSAs
Credit Score:
Less than 400	$	18.0	$	8.5	$	4.8	$	2.1	$	0.6	$	0.2	$	34.2
400-599	23.7		13.5		7.2		3.5		0.9		0.4		49.2
600-799	50.9		25.9		13.8		6.4		1.8		0.7		99.5
800+	73.4		34.4		17.5		7.8		1.7		0.4		135.2
Total PSAs	$	166.0	$	82.3	$	43.3	$	19.8	$	5.0	$	1.7	$	318.1

Franchisee Notes
Active distributors	$	27.3	$	17.0	$	12.3	$	6.0	$	3.4	$	3.8	$	69.8
Separated distributors	0.3		1.1		1.8		1.8		1.7		3.5		10.2
Total Franchisee Notes	$	27.6	$	18.1	$	14.1	$	7.8	$	5.1	$	7.3	$	80.0

Past Due

PSAs are considered past due when a contractual payment has not been made. If a customer is making payments on its account, interest will continue to accrue. The table below sets forth the aging of the Company’s PSA balances as of:


($ in millions)	30-59 days past due		60-90 days past due		Greater than 90 days past due		Total past due		Total not considered past due		Total		Greater than 90 days past due and accruing interest
December 31, 2021	$	3.3	$	1.7	$	6.5	$	11.5	$	306.6	$	318.1	$	6.5
December 31, 2020	3.5		1.8		7.2		12.5		305.7		318.2		7.2

Franchisee Notes are considered past due when payments have not been made for 21 days after the due date. Past due Franchisee Notes (where the franchisee had not yet separated) were insignificant as of December 31, 2021 and 2020.

Uncollectable Status

PSAs are deemed uncollectable and written off when they are both contractually delinquent and no payment has been received for 180 days.

Franchisee Notes are deemed uncollectable and written off after a distributor separates and no payments have been received for one year.

The Company stops accruing interest and other fees associated with financing receivables when (i) a customer is placed in uncollectable status and repossession efforts have begun; (ii) upon receipt of notification of bankruptcy; (iii) upon notification of the death of a customer; or (iv) other instances in which management concludes collectability is not reasonably assured.

Allowance for Credit Losses Related to Financing Receivables

The Company calculates the allowance for credit losses considering several factors, including the aging of its financing receivables, historical credit loss and portfolio delinquency experience and current economic conditions. The Company also evaluates financing receivables with identified exposures, such as customer defaults, bankruptcy or other events that make it unlikely it will recover the amounts owed to it. In calculating such reserves, the Company evaluates expected cash flows, including estimated proceeds from disposition of collateral, and calculates an estimate of the potential loss and the probability of loss. When a loss is considered probable on an individual financing receivable, a specific reserve is recorded.

The following is a rollforward of the PSAs and Franchisee Notes components of the Company’s allowance for credit losses related to financing receivables as of December 31:


	2021						2020
($ in millions)	PSAs		Franchisee Notes		Total		PSAs		Franchisee Notes		Total
Allowance for credit losses, beginning of year	$	54.3	$	12.5	$	66.8	$	29.4	$	11.9	$	41.3
Transition adjustment	—		—		—		17.5		1.0		18.5
Provision for credit losses	24.9		4.2		29.1		29.3		5.9		35.2
Write-offs	(27.5)		(5.6)		(33.1)		(32.5)		(6.5)		(39.0)
Recoveries of amounts previously charged off	2.4		0.7		3.1		2.7		0.2		2.9
Other adjustment	—		—		—		7.9		—		7.9
Allowance for credit losses, end of year	$	54.1	$	11.8	$	65.9	$	54.3	$	12.5	$	66.8

The ending balance as of December 31, 2021 of $65.9 million is included in the Consolidated Balance Sheets in Accounts receivable less allowance for credit losses and Long-term financing receivables less allowance for credit losses in the amounts of $23.4 million and $42.5 million, respectively. The ending balance as of December 31, 2020 of $66.8 million is included in the Consolidated Balance Sheets in Accounts receivable less allowance for credit losses and Long-term financing receivables less allowance for credit losses in the amounts of $22.4 million and $44.4 million, respectively.

Allowance for Credit Losses Related to Trade Accounts Receivables

The following is a rollforward of the allowance for credit losses related to the Company’s trade accounts receivables (excluding financing receivables) and the Company’s trade accounts receivable cost basis as of:


($ in millions)	December 31, 2021		December 31, 2020
Cost basis of trade accounts receivable	$	406.3	$	373.2

Allowance for credit losses balance, beginning of year	18.1		15.0
Adoption of new accounting standard	—		3.6
Provision for credit losses	7.7		7.7
Write-offs	(10.2)		(9.1)
Foreign currency and other	(0.1)		0.9
Allowance for credit losses balance, end of year	15.5		18.1
Net trade accounts receivable balance	$	390.8	$	355.1

Inventories

12 Months Ended

Dec. 31, 2021

Inventory Disclosure [Abstract]

Inventories

NOTE 5. INVENTORIES

The classes of inventory as of December 31 are summarized as follows:


($ in millions)	2021		2020
Finished goods	$	104.7	$	90.3
Work in process	34.4		19.9
Raw materials	147.9		123.5
Total	$	287.0	$	233.7

As of December 31, 2021 and 2020, the difference between inventories valued at LIFO and the value of that same inventory if the FIFO method had been used was not significant. The liquidation of LIFO inventory did not have a significant impact on our results of operations in any period presented.

Property, Plant and Equipment

12 Months Ended

Dec. 31, 2021

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

NOTE 6. PROPERTY, PLANT AND EQUIPMENT

The classes of property, plant and equipment as of December 31 are summarized as follows:


($ in millions)	2021		2020
Land and improvements	$	6.1	$	6.1
Buildings and leasehold improvements	68.2		65.5
Machinery and equipment	282.6		265.6
Gross property, plant and equipment	356.9		337.2
Less: accumulated depreciation	(256.3)		(240.4)
Property, plant and equipment, net (a)	$	100.6	$	96.8

(a) Includes property, plant and equipment, net in the United States of $73.8 million and $74.0 million as of December 31, 2021 and 2020, respectively.

Capitalized software costs, net, presented in “Other assets” at December 31, 2021 and 2020 was $2.2 million and $1.4 million, respectively. These amounts include accumulated amortization of $1.9 million and $1.4 million, respectively. Amortization of these software costs for the years ended December 31, 2021 and 2020 was $0.6 million and $0.4 million, respectively.

No interest was capitalized related to capitalized expenditures in any period.

Depreciation and amortization expense related to property, plant and equipment and owned assets classified as contract costs was $45.3 million, $49.3 million and $52.7 million, respectively, for the years ended December 31, 2021, 2020 and 2019.

Goodwill and Other Intangible Assets

12 Months Ended

Dec. 31, 2021

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets

NOTE 7. GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill

The changes in the carrying amount of goodwill are as follows:


($ in millions)
Balance, January 1, 2020	$	1,157.8
Impairment charge	(85.3)
Foreign currency translation and other	19.6
Balance, December 31, 2020	1,092.1
Additions to goodwill for current year acquisitions	584.7
Foreign currency translation and other	(9.6)
Balance, December 31, 2021	$	1,667.2

Impairment Charge

The results of our fourth quarter 2019 goodwill impairment testing indicated the excess of the estimated fair value over the carrying value (expressed as a percentage of carrying value) of our Telematics reporting unit was approximately 5%, and as such, management continued to monitor the performance of Telematics during the first quarter of 2020. In connection with management’s updated forecast for the Telematics reporting unit that indicated a decline in sales and operating profit to levels lower than previously forecasted, due in large part to the impacts of the COVID-19 pandemic, we performed a quantitative impairment assessment over the Telematics reporting unit on March 27, 2020.

We estimated the fair value of the Telematics reporting unit through an income approach, using the discounted cash flow method. The income approach was based on projected future (debt-free) cash flows that were discounted to present value and assumed a terminal growth value. The discount rate was based on the reporting unit’s weighted average cost of capital, taking into account market participant assumptions. Management’s revenue and profitability forecasts used in the valuation considered recent and historical performance of the reporting unit, strategic initiatives, industry trends, and the current and future expectations of the macroeconomic environment. Assumptions used in the valuation were similar to those that would be used by market participants performing independent valuations of this reporting unit.

Key assumptions developed by management and used in the quantitative analysis included the following:

•Near-term revenue declines in 2020 with later-term improvements over the projection period;

•Improved profitability over the projection period, trending consistent with revenues; and

•Market-based discount rates.

We did not consider the market approach in our fair value calculation given the near-term uncertainty in the market data and forecasts of the guideline companies upon which the approach relies.

As a result of the interim impairment testing performed, we concluded that the estimated fair value of our Telematics reporting unit was less than its carrying value as of March 27, 2020, and recorded a non-cash goodwill impairment charge of $85.3 million during the three months ended March 27, 2020. The charge is included in operating results and represents the accumulated impairment charges taken as of December 31, 2020 and 2021. The carrying value of the Telematics reporting unit was $248.4 million as of December 31, 2020. There was no impairment in 2021.

Refer to Note 2. Basis of Presentation and Summary of Significant Accounting Policies for discussion of our annual impairment test.

Intangible Assets

Finite-lived intangible assets are generally amortized on a straight-line basis over the shorter of their legal or estimated useful lives. The following summarizes the gross carrying value and accumulated amortization for each major category of intangible asset as of December 31:


		2021						2020
($ in millions)	Weighted Average Amortization Period	Gross Amount		Accumulated Amortization		Net Amount		Gross Amount		Accumulated Amortization		Net Amount
Finite-lived intangibles:
Patents and technology	8 years	$	215.4	$	(59.4)	$	156.0	$	75.1	$	(50.9)	$	24.2
Customer relationships, trade names and other intangibles	10 years	521.7		(163.1)		358.6		277.3		(152.5)		124.8
Total finite-lived intangibles		737.1		(222.5)		514.6		352.4		(203.4)		149.0
Indefinite-lived intangibles:
Trademarks and trade names		101.3		—		101.3		101.5		—		101.5
Total intangibles		$	838.4	$	(222.5)	$	615.9	$	453.9	$	(203.4)	$	250.5

Total intangible amortization expense for the years ended December 31, 2021, 2020 and 2019 was $42.4 million, $29.0 million and $31.8 million, respectively.

Based on the intangible assets recorded as of December 31, 2021, amortization expense is estimated to be as follows for the next five years and thereafter:


($ in millions)
2022	$	64.7
2023	62.8
2024	61.3
2025	56.6
2026	49.5
2027 and thereafter	219.7
Total	$	514.6

Fair Value Measurements

12 Months Ended

Dec. 31, 2021

Fair Value Disclosures [Abstract]

Fair Value Measurements

NOTE 8. FAIR VALUE MEASUREMENTS

Accounting standards define fair value based on an exit price model, establish a framework for measuring fair value for assets and liabilities required to be carried at fair value and provide for certain disclosures related to the valuation methods used within the valuation hierarchy as established within the accounting standards. This hierarchy prioritizes the inputs into three broad levels as follows:

•Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.

•Level 2 inputs are quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets in markets that are not active, or other observable characteristics for the asset or liability, including interest rates, yield curves and credit risks, or inputs that are derived principally from, or corroborated by, observable market data through correlation.

•Level 3 inputs are unobservable inputs based on our assumptions. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

Below is a summary of financial liabilities that are measured at fair value on a recurring basis as of:


($ in millions)	Quoted Prices in Active Market (Level 1)	Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)	Total
December 31, 2021
Deferred compensation liabilities	—	$	4.8	—	$	4.8
December 31, 2020
Deferred compensation liabilities	—	$	3.7	—	$	3.7

Certain management employees participate in our nonqualified deferred compensation programs that permit such employees to defer a portion of their compensation, on a pretax basis, until after their termination of employment. All amounts deferred under such plans are unfunded, unsecured obligations and are presented as a component of our compensation and benefits accrual included in Other long-term liabilities in the accompanying Consolidated Balance Sheets. Participants may choose among alternative earning rates for the amounts they defer, which are primarily based on investment options within our defined contribution plans for the benefit of U.S. employees (“401(k) Programs”) (except that the earnings rates for amounts contributed unilaterally by the Company are entirely based on changes in the value of our common stock). Changes in the deferred compensation liability under these programs are recognized based on changes in the fair value of the participants’ accounts, which are based on the applicable earnings rates. Prior to the Separation, certain of our management employees participated in Fortive’s nonqualified deferred compensation programs with similar terms except that earnings rates for amounts contributed unilaterally by Fortive were entirely based on changes in the value of Fortive’s common stock.

In connection with the Separation, we established a deferred compensation program which was designed to replicate Fortive’s. Accounts in Fortive’s deferred compensation programs held by Vontier employees at the time of the Separation were converted into accounts in the Vontier deferred compensation program based on the “concentration method” designed to maintain the economic value before and after the Separation date using the relative fair market value of the Fortive and Vontier common stock based on their respective closing prices as of October 8, 2020. Prior to the Separation, the entire value of the Vontier employees’ deferred compensation program accounts in Fortive’s deferred compensation programs was recorded in other long-term liabilities. Upon conversion of these accounts to the Vontier deferred compensation program, $7.6 million of deferred compensation liabilities were reclassified from Other long-term liabilities to Additional paid-in capital, representing the value of the deferred compensation that will ultimately be settled in Vontier common stock.

In addition, Fortive retained a liability of approximately $4.9 million of deferred compensation liabilities related to former employees of the Vontier Businesses whose employment terminated prior to the Separation. As a result, the deferred compensation liabilities balances recorded as of December 31, 2021 and 2020 do not include amounts related to such terminated employees. Because this amount had been included in our Combined Balance Sheet prior to the Separation, Fortive’s retention of the liability has been reflected as an adjustment to Former Parent’s investment.

These amounts are considered non-cash financing activities for purposes of the Consolidated and Combined Statements of Cash Flows in 2020.

Refer to Note 12. Employee Benefit Plans for information related to the fair value of the Company-sponsored defined benefit pension plan assets.

Non-recurring Fair Value Measurements

Certain assets and liabilities are carried on the accompanying Consolidated Balance Sheets at cost and are not remeasured to fair value on a recurring basis. These assets include finite-lived intangible assets, which are tested when a triggering event occurs, and goodwill and identifiable indefinite-lived intangible assets, which are tested for impairment at least annually as of the first day of the fourth quarter or more frequently if events and circumstances indicate that the asset may not be recoverable.

As of December 31, 2021, assets carried on the balance sheet and not remeasured to fair value on a recurring basis were approximately $1.7 billion of goodwill and $615.9 million of identifiable intangible assets, net.

Refer to Note 11. Financing for information related to the fair value of debt.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Accrued Expenses and Other Liabilities

12 Months Ended

Dec. 31, 2021

Payables and Accruals [Abstract]

Accrued Expenses and Other Liabilities

NOTE 9. ACCRUED EXPENSES AND OTHER LIABILITIES

Accrued expenses and other liabilities as of December 31 were as follows:


	2021				2020
($ in millions)	Current		Long-term		Current		Long-term
Compensation, pension and post retirement benefits	$	112.5	$	16.3	$	95.9	$	17.8
Claims, including self-insurance and litigation	25.9		63.4		21.0		56.8
Taxes, income and other	23.0		53.6		62.2		39.0
Deferred revenue	133.7		56.3		87.6		58.3
Sales and product allowances	47.6		—		38.5		—
Warranty	33.4		16.0		37.0		17.6
Other	115.9		17.7		105.9		27.7
Total	$	492.0	$	223.3	$	448.1	$	217.2

We generally accrue estimated warranty costs at the time of sale. In general, manufactured products are warrantied against defects in material and workmanship when properly used for their intended purpose, installed correctly, and appropriately maintained. Warranty period terms depend on the nature of the product and range from ninety days up to the life of the product. The amount of the accrued warranty liability is determined based on historical information such as past experience, product failure rates or number of units repaired, estimated cost of material and labor, and in certain instances estimated property damage. The accrued warranty liability is reviewed on a quarterly basis and may be adjusted as additional information regarding expected warranty costs becomes known.

The following is a rollforward of our accrued warranty liability:


($ in millions)	2021		2020
Accrual for warranties, beginning of year	$	54.6	$	57.4
Accruals for warranties issued during the year	34.7		42.8
Settlements made	(40.2)		(45.7)
Additions due to acquisition	0.5		—
Effect of foreign currency translation	(0.2)		0.1
Accrual for warranties, end of year	$	49.4	$	54.6

Leases

12 Months Ended

Dec. 31, 2021

Leases [Abstract]

Leases

NOTE 10. LEASES

We determine if an arrangement is or contains a lease at inception. We have operating leases for office space, warehouses, distribution centers, research and development facilities, manufacturing locations, and certain equipment, primarily automobiles. Many leases include one option to renew, some of which include options to extend the lease for up to 15 years, and some of which include options to terminate the leases within one year. We considered options to renew in our lease terms and measurement of right-of-use assets and lease liabilities if we determined they were reasonably certain to be exercised.

Operating lease cost was $21.5 million, $22.5 million, and $22.1 million for the years ended December 31, 2021, 2020 and 2019, respectively.

Short-term and variable lease cost, sublease income and finance leases were immaterial for the year ended December 31, 2021. During the year ended December 31, 2021, cash paid for operating leases was $20.5 million and is included in operating cash flows. Right-of-use assets obtained in exchange for operating lease obligations were $19.8 million for the year ended December 31, 2021.

The following table presents the maturity of our operating lease liabilities as of December 31, 2021:


($ in millions)
2022	$	11.9
2023	11.3
2024	8.3
2025	6.7
2026	5.0
Thereafter	9.0
Total lease payments	52.2
Less: imputed interest	(3.8)
Total lease liabilities	$	48.4

As of December 31, 2021, the weighted average lease term of our operating leases was 5.2 years, and the weighted average discount rate of our operating leases was 2.6%. We primarily use our incremental borrowing rate as the discount rate for our operating leases, as we are generally unable to determine the interest rate implicit in the lease.

Financing

12 Months Ended

Dec. 31, 2021

Debt Disclosure [Abstract]

Financing

NOTE 11. FINANCING

The Company had the following debt outstanding as of December 31:


($ in millions)	2021		2020
Short-term borrowings:
India Credit Facility	$	1.5	$	10.9
Other short-term borrowings and bank overdrafts	2.2		—
Total short-term borrowings	$	3.7	$	10.9

Long-term debt:
Two-Year Term Loans	$	—	$	1,000.0
Two-Year Term Loans due 2023	600.0		—
Three-Year Term Loans due 2024	400.0		800.0
1.800% senior unsecured notes due 2026	500.0		—
2.400% senior unsecured notes due 2028	500.0		—
2.950% senior unsecured notes due 2031	600.0		—
Total long-term debt	2,600.0		1,800.0
Less: discounts and debt issuance costs	(16.2)		(4.7)
Total long-term debt, net	$	2,583.8	$	1,795.3

Debt issuance costs that have been netted against the aggregate principal amounts of the components of debt in the short-term borrowings section above are immaterial. Given the nature of the short-term borrowings, the carrying value approximates fair value at both December 31, 2021 and 2020.

We made interest payments of $37.1 million and $5.9 million during 2021 and 2020, respectively, related to the Company’s long-term debt.

As of December 31, 2021, the contractual maturities of the Company’s long-term debt were as follows:


($ in millions)	Term Loans
2022	$	—
2023	600.0
2024	400.0
2025	—
2026	500.0
Thereafter	1,100.0
Total principal payments	$	2,600.0

Credit Facilities

Credit Agreement and A&R Credit Agreement

On September 29, 2020, we entered into a credit agreement (the “Credit Agreement”) with a syndicate of banks, consisting of a three-year, $800.0 million senior unsecured delayed draw term loan facility (the “Three-Year Term Loans”), a two-year, $1.0 billion senior unsecured delayed draw term loan facility (the “Two-Year Term Loans” and together with the Three-Year Term Loans, the “Term Loans”) and a three-year, $750.0 million senior unsecured multi-currency revolving credit facility, including a $25.0 million sublimit for swingline loans and a $75.0 million sublimit for the issuance of letters of credit (the “Revolving Credit Facility” and, together with the Term Loans, the “Credit Facilities”). We incurred $7.7 million in debt issuance costs which were paid by Fortive and are a non-cash activity with respect to the Consolidated and Combined Statements of Cash Flows. Due to the repayment of the Term Loans in connection with the issuance of the Notes, as discussed below, $3.2 million of these debt issuance costs were expensed and reported in the accompanying Consolidated and Combined Statements of Earnings and Comprehensive Income within non-operating expenses as a Write-off of deferred financing costs. Additionally, as part of the A&R Credit Agreement, as defined below, the Company wrote off $0.2 million of the unamortized debt issuance costs.

At the closing of the Credit Agreement, the Company did not borrow any funds under the Credit Agreement. On October 9, 2020, we drew down the full $1.8 billion available under the Term Loans. The Company used the proceeds from the Term Loans to make payments to Fortive, with $1.6 billion used as part of the consideration for the contribution of certain assets and liabilities to the Company by Fortive in connection with the Separation and with $200.0 million used as a preliminary adjustment for excess cash balances remaining with the Company.

On April 28, 2021 (the “Closing Date”), the Company refinanced the Credit Agreement. The amended and restated credit agreement (the “A&R Credit Agreement”) extended the term of the remaining $400.0 million Three-Year Term Loans from October 6, 2023 to October 28, 2024. The A&R Credit Agreement also lowered the Three-Year Term Loans variable interest rate, determined based upon a ratings-based pricing grid, by 50 basis points, from LIBOR plus 162.5 basis points under the prior agreement to LIBOR plus 112.5 basis points as of the Closing Date.

The A&R Credit Agreement also extended the term of the undrawn $750.0 million Revolving Credit Facility from September 29, 2023 to April 28, 2026. The A&R Credit Agreement lowered the Revolving Credit Facility variable interest rate, determined based upon a ratings-based pricing grid, by 25 basis points, from LIBOR plus 142.5 basis points under the prior agreement to LIBOR plus 117.5 basis points as of the Closing Date.

The A&R Credit Agreement made certain other changes to the Credit Agreement to address the discontinuation of LIBOR and its impact on U.S. dollar and multicurrency loans, as well as other immaterial changes. The Company’s two wholly-owned subsidiaries which were Guarantors under the Credit Agreement continue to be Guarantors under the A&R Credit Agreement. In entering into the A&R Credit Agreement, the Company incurred $1.4 million of debt issuance costs of which $1.2 million was capitalized and $0.2 million was expensed.

The A&R Credit Agreement contains various affirmative and negative covenants, including financial reporting requirements and limitations on indebtedness, liens, mergers, consolidations, liquidations and dissolutions, sales of assets, dividends and other restricted payments, investments (including acquisitions) and transactions with affiliates. Certain affirmative covenants, including certain reporting requirements and requirements to establish cash dominion accounts with the administrative agent, are triggered by failing to maintain availability under the credit facility at or above specified thresholds or by the existence of an event of default under the facility.

The A&R Credit Agreement contains covenants which require a maximum consolidated leverage ratio of 3.75 to 1.0 and a minimum consolidated interest coverage ratio of 3.50 to 1.0.

The A&R Credit Agreement contains events of default customary for facilities of this nature, including, but not limited, to: (i) events of default resulting from the Borrowers’ failure or the failure of any credit party to comply with covenants (including the above-referenced financial covenants during periods in which the financial covenants are tested); (ii) the occurrence of a change of control; (iii) the institution of insolvency or similar proceedings against the Borrowers or any credit party; and (iv) the occurrence of a default under any other material indebtedness the Borrowers or any guarantor may have. Upon the occurrence and during the continuation of an event of default, subject to the terms and conditions of the A&R Credit Agreement, the lenders will be able to declare any outstanding principal balance of our Credit Facility, together with accrued and unpaid interest, to be immediately due and payable and exercise other remedies, including remedies against the collateral, as more particularly specified in the A&R Credit Agreement. As of December 31, 2021, the Company was in compliance with its debt covenants under the A&R Credit Agreement.

Three-Year Term Loans Due 2024

The Three-Year Term Loans Due 2024 bear interest at a variable rate equal to LIBOR plus a ratings-based margin which was 112.5 basis points as of December 31, 2021. The interest rate on the Three-Year Term Loans Due 2024 outstanding as of December 31, 2021, was 1.23% per annum and $400.0 million was outstanding and recorded as Long-term debt as of December 31, 2021. The Three-Year Term Loans Due 2024 mature on October 28, 2024 and we are not obligated to make repayments prior to the maturity date. We are not permitted to re-borrow once the Three-Year Term Loans due 2024 are repaid and there is no further ability to draw on the facility. On March 10, 2021, in connection with the issuance of the Notes, as discussed below, we repaid $400.0 million. There was no material difference between the carrying value and the estimated fair value of the debt outstanding.

Two-Year Term Loans

On March 10, 2021, in connection with the issuance of the Notes, as discussed below, we repaid, in full, the Two-Year Term Loans.

Revolving Credit Facility

The Revolving Credit Facility requires the Company to pay lenders a commitment fee for unused commitments of 0.125% to 0.325% based on the ratings grid. As of December 31, 2021, there were no amounts outstanding under the Revolving Credit Facility. The Revolving Credit Facility bears interest at a variable rate equal to LIBOR plus a ratings-based margin which was 117.5 basis points as of December 31, 2021.

Two-Year Term Loans Due 2023

On August 5, 2021, the Company entered into a two-year, $600.0 million senior unsecured delayed-draw term loan (the “Two-Year Term Loans Due 2023”) with a syndicate of lenders. The Company’s two wholly-owned subsidiaries which are Guarantors under the A&R Credit Agreement are also Guarantors under the two-year, $600.0 million senior unsecured delayed-draw term loan. On September 13, 2021, the Company drew the entire $600.0 million and used the proceeds to fund the acquisition of DRB.

The Two-Year Term Loans Due 2023 bear interest at a variable rate equal to LIBOR plus a ratings-based margin which was 75.0 basis points as of December 31, 2021. The interest rate on the Two-Year Term Loans outstanding as of December 31, 2021, was 0.85% per annum. The Two-Year Term Loans Due 2023 mature on September 13, 2023 and we are not obligated to make repayments prior to the maturity date. We are not permitted to re-borrow once the Two-Year Term Loans Due 2023 are repaid and there is no further ability to draw on the facility. No repayments were made on the Two-Year Term Loans Due 2023 during the year-ended December 31, 2021.

As of December 31, 2021, there was no material difference between the carrying value and the estimated fair value of the debt outstanding.

The Two-Year Term Loans Due 2023 require, among others, that we maintain certain financial covenants, and we were in compliance with all of these covenants as of December 31, 2021.

Senior Unsecured Notes

On March 10, 2021, we completed the private placement of each of the following series of senior unsecured notes (collectively, the “Notes”) to qualified institutional buyers under rule 144A of the Securities Act of 1933, as amended (the “Securities Act”) and outside the United States to non-U.S. persons in compliance with Regulation S under the Securities Act:

•$500.0 million aggregate principal amount of senior notes due April 1, 2026 (the “2026 Notes”) issued at 99.855% of their principal amount and bearing interest at the rate of 1.800% per year;

•$500.0 million aggregate principal amount of senior notes due April 1, 2028 (the “2028 Notes”) issued at 99.703% of their principal amount and bearing interest at the rate of 2.400% per year; and

•$600.0 million aggregate principal amount of senior notes due April 1, 2031 the (the “2031 Notes”) issued at 99.791% of their principal amount and bearing interest at the rate of 2.950% per year.

The Company received approximately $1.6 billion in net proceeds from the issuance of the Notes, which was partially offset by discounts of $3.5 million and debt issuance costs of $13.9 million. The Company used the net proceeds to repay the Two-Year Term Loans in full and $400.0 million of our Three-Year Term Loans with the remainder used for working capital and other general corporate purposes.

In connection with the issuance of the Notes, we entered into a registration rights agreement, pursuant to which we are obligated to use commercially reasonable efforts to file with the U.S. Securities and Exchange Commission, and cause to be declared effective within 365 days, a registration statement with respect to an offer to exchange (the “Registered Exchange Offer”) each series of Notes for registered notes with terms that are substantially identical to the Notes of each series. We completed the Registered Exchange Offer on January 18, 2022. Substantially all of the Notes were tendered and exchanged for the corresponding Registered Notes in the Registered Exchange Offer.

The Registered Notes are fully and unconditionally guaranteed (the “Guarantees”), on a joint and several basis, by Gilbarco Inc. and Matco Tools Corporation, two of our wholly-owned subsidiaries (the “Guarantors”). Interest on the Registered Notes is payable semi-annually in arrears on April 1 and October 1 of each year, and commenced on October 1, 2021. The Registered Notes and the Guarantees are the Company’s and the Guarantors’ general senior unsecured obligations.

We may redeem some or all of each series of the Registered Notes at any time prior to the dates specified in the Registered Notes indenture (the “Call Dates”) at a redemption price equal to the greater of (i) 100% of the principal amount of the Registered Notes of such series to be redeemed, and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such series of the Registered Notes to be redeemed discounted to the date of redemption on a semi-annual basis at the applicable Treasury Rate plus 20 basis points in the case of the 2026 Notes and 2028 Notes and plus 25 basis points in the case of the 2031 Notes, plus the accrued and unpaid interest. Call dates for the 2026 Notes, 2028 Notes and 2031 Notes are March 1, 2026, February 1, 2028 and January 1, 2031, respectively.

If a change of control triggering event occurs, we will, in certain circumstances, be required to make an offer to repurchase the Registered Notes at a purchase price equal to 101% of the aggregate principal amount plus accrued and unpaid interest. A change of control triggering event is defined as the occurrence of both a change of control and a rating event, each as defined in the Registered Notes indenture. Except in connection with a change of control triggering event, the Registered Notes do not have any credit rating downgrade triggers that would accelerate the maturity of the Registered Notes.

The Registered Notes contain customary covenants, including limits on the incurrence of certain secured debt and sale-leaseback transactions. None of these covenants are considered restrictive to our operations and as of December 31, 2021 we were in compliance with all of the covenants under the Registered Notes.

The estimated fair value of the Registered Notes was $1.6 billion as of December 31, 2021. The fair value of the Registered Notes was determined based upon Level 2 inputs including indicative prices based upon observable market data. The difference between the fair value and the carrying amounts of the Registered Notes may be attributable to changes in market interest rates and/or our credit ratings subsequent to the incurrence of the borrowing.

Short-term Borrowings

India Credit Facility

The Company has a credit facility with Citibank, N.A. with borrowing capacity of up to 850.0 million Indian Rupees (or $11.4 million as of December 31, 2021) to facilitate working capital needs for certain businesses in India. As of December 31, 2021, the Company had $9.9 million borrowing capacity remaining. The effective interest rate associated with outstanding borrowings was 5.17% as of December 31, 2021.

Other

As of December 31, 2021, certain of our businesses were in a cash overdraft position, and such overdrafts are included in Short-term borrowings on the Consolidated Balance Sheet. Additionally, the Company has other short-term borrowing arrangements with various banks to facilitate short-term cash flow requirements in certain countries which are included in Short-term borrowings on the Consolidated Balance Sheets.

Interest payments associated with the above short-term borrowings were not significant for the years ended December 31, 2021, 2020 and 2019.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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+ Details

Employee Benefit Plans	12 Months Ended
Employee Benefit Plans	Dec. 31, 2021
Retirement Benefits [Abstract]
Employee Benefit Plans	NOTE 12. EMPLOYEE BENEFIT PLANS Defined Benefit Pension Plans Certain employees participate in noncontributory defined benefit pension plans. In general, our policy is to fund these plans based on considerations relating to legal requirements, underlying asset returns, the plan’s funded status, the anticipated deductibility of the contribution, local practices, market conditions, interest rates and other factors. The pension benefit obligations of our plans were $18.7 million and $21.3 million as of December 31, 2021 and 2020, respectively. The fair value of the plan assets of our plans was $9.1 million and $8.6 million as of December 31, 2021 and 2020, respectively, and include the use of Level 1 and Level 2 inputs in determining the fair value. As of December 31, 2021, and 2020, the underfunded status of the plans was $9.6 million and $12.7 million, respectively, and was included in the Consolidated Balance Sheets in accordance with the funded status of the plan. For plans where the plan assets were greater than the obligations, the net balance is included in Other assets. For plans where the obligations are greater than the plan assets, the net balance is recorded in Accrued expenses and other current liabilities and Other long-term liabilities. The assumptions used in calculating the benefit obligations for the plans are dependent on the local economic conditions and were measured as of December 31, 2021 and 2020. The net periodic benefit costs were $0.6 million, $0.6 million and $0.7 million for the years ended December 31, 2021, 2020 and 2019, respectively. Defined Contribution Plans We administer and maintain 401(k) Programs. Contributions are determined based on a percentage of compensation. For the years ended December 31, 2021, 2020 and 2019, we recognized compensation expense for our participating U.S. employees in the 401(k) Programs totaling $40.0 million, $39.5 million and $14.9 million, respectively.

- Definition

The entire disclosure for retirement benefits.

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+ Details

Accumulated Other Comprehensive Income

12 Months Ended

Dec. 31, 2021

Equity [Abstract]

Accumulated Other Comprehensive Income

NOTE 13. ACCUMULATED OTHER COMPREHENSIVE INCOME

Foreign currency translation adjustments are generally not adjusted for income taxes as they relate to indefinite investments in non-U.S. subsidiaries.

The changes in accumulated other comprehensive income by component are summarized below:


($ in millions)	Foreign currency translation adjustments		Other adjustments (b)			Total
Balance, January 1, 2019	$	131.3	$	(5.0)		$	126.3
Other comprehensive income (loss) before reclassifications:
Increase (decrease)	22.4		(0.4)			22.0

Other comprehensive income (loss) before reclassifications	22.4		(0.4)			22.0
Amounts reclassified from accumulated other comprehensive income (loss):
Increase (decrease)	—		0.4		(a)	0.4

Amounts reclassified from accumulated other comprehensive income (loss)	—		0.4			0.4
Net current period other comprehensive income (loss):	22.4		—			22.4
Balance, December 31, 2019	$	153.7	$	(5.0)		$	148.7
Other comprehensive income (loss) before reclassifications:
Increase (decrease)	44.6		—			44.6

Other comprehensive income (loss) before reclassifications	44.6		—			44.6
Amounts reclassified from accumulated other comprehensive income (loss):
Increase (decrease)	—		0.5		(a)	0.5

Amounts reclassified from accumulated other comprehensive income (loss)	—		0.5			0.5
Net current period other comprehensive income (loss)	44.6		0.5			45.1
Balance, December 31, 2020	$	198.3	$	(4.5)		$	193.8
Other comprehensive income (loss) before reclassifications:
Increase (decrease)	(13.4)		—			(13.4)

Other comprehensive income (loss) before reclassifications, net of income taxes	(13.4)		—			(13.4)
Amounts reclassified from accumulated other comprehensive income (loss):
Increase (decrease)	—		1.9		(a)	1.9
Income tax impact	—		(0.6)			(0.6)
Amounts reclassified from accumulated other comprehensive income (loss), net of income taxes:	—		1.3			1.3
Net current period other comprehensive income (loss)	(13.4)		1.3			(12.1)
Balance, December 31, 2021	$	184.9	$	(3.2)		$	181.7

(a) This accumulated other comprehensive income (loss) component is included in the computation of net periodic pension cost.
(b) Includes balances relating to defined benefit plans and supplemental executive retirement plans

Sales

12 Months Ended

Dec. 31, 2021

Revenue from Contract with Customer [Abstract]

Sales

NOTE 14. SALES

Refer to a discussion of our significant accounting policies regarding sales in Note 2. Basis of Presentation and Summary of Significant Accounting Policies.

Contract Assets

In certain circumstances, we record contract assets which include unbilled amounts typically resulting from sales under contracts when revenue recognized exceeds the amount billed to the customer, and right to payment is subject to contractual performance obligations and not only subject to the passage of time. Contract assets were $10.4 million and $9.0 million as of December 31, 2021 and 2020, respectively, and are included in Prepaid expenses and other current assets in the accompanying Consolidated Balance Sheets.

Contract Costs

We incur direct incremental costs to obtain certain contracts, typically sales-related commissions and costs associated with assets used by our customers in certain service arrangements. As of December 31, 2021 and 2020, we had $78.4 million and $81.2 million, respectively, in net revenue-related capitalized contract costs primarily related to assets used by our customers in certain software contracts, which are recorded in Prepaid expenses and other current assets, for the current portion, and Other assets, for the noncurrent portion, in the accompanying Consolidated Balance Sheets. These assets have estimated useful lives between 3 and 5 years and are amortized on a straight-line basis.

Impairment losses recognized on our revenue-related capitalized contract costs were insignificant during both the years ended December 31, 2021 and 2020.

Contract Liabilities

The Company’s contract liabilities consist of deferred revenue generally related to post contract support (“PCS”) and extended warranty sales. In these arrangements, the Company generally receives up-front payment and recognizes revenue over the support term of the contracts. Deferred revenue is classified as current or noncurrent based on the timing of when revenue is expected to be recognized.

The Company’s contract liabilities consisted of the following as of December 31:


($ in millions)	2021		2020
Deferred revenue - current	$	133.7	$	87.6
Deferred revenue - noncurrent	56.3		58.3
Total contract liabilities	$	190.0	$	145.9

In the year ended December 31, 2021, the Company recognized $62.7 million of revenue related to the Company’s contract liabilities at January 1, 2021. The change in contract liabilities from December 31, 2020 to December 31, 2021 was primarily due to the acquisition of DRB and inclusion of acquired contract liabilities as well as the timing of cash receipts and sales of PCS and extended warranty services.

Remaining Performance Obligations

Remaining performance obligations represent the transaction price of firm, noncancelable orders and the annual contract value for software-as-a-service contracts, with expected customer delivery dates beyond one year from December 31, 2021 for which work has not been performed. The Company has excluded performance obligations with an original expected duration of one year or less. Performance obligations as of December 31, 2021 are $383.5 million, the majority of which are related to the annual contract value for software-as-a-service contracts. The Company expects approximately 35 percent of the remaining performance obligations will be fulfilled within the next two years, 70 percent within the next three years, and substantially all within four years.

Disaggregation of Revenue

We disaggregate revenue from contracts with customers by sales of products and services, geographic location, solution and major product group, as it best depicts how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors.

Disaggregation of revenue is as follows for the years ended December 31:


($ in millions)	2021		2020		2019
Sales:
Sales of products	$	2,712.7	$	2,459.9	$	2,484.0
Sales of services	278.0		244.7		288.1
Total	$	2,990.7	$	2,704.6	$	2,772.1

Geographic:
North America (a)	$	2,131.1	$	1,898.3	$	1,875.5
Western Europe	266.1		255.7		275.5
High-growth markets	454.1		432.9		499.4
Rest of world	139.4		117.7		121.7
Total	$	2,990.7	$	2,704.6	$	2,772.1

Solution:
Retail fueling hardware	$	879.9	$	822.9	$	851.2
Auto repair	634.4		526.9		555.4
Service and other recurring revenue	484.8		445.3		466.7
Environmental	272.6		235.7		281.6
Retail solutions	416.8		375.9		294.9
Software-as-a-service	185.2		181.6		195.5
Alternative energy (b)	64.8		68.1		62.4
Smart cities	37.6		32.4		38.0
Other (b)	14.6		15.8		26.4
Total	$	2,990.7	$	2,704.6	$	2,772.1

Major Product Group:
Mobility technologies	$	2,258.6	$	2,087.5	$	2,134.2
Diagnostics and repair technologies	732.1		617.1		637.9
Total	$	2,990.7	$	2,704.6	$	2,772.1

(a) Includes sales in the United States of $2,056.9 million, $1,843.2 million, and $1,811.8 million for the years ended December 31, 2021, 2020, and 2019, respectively.
(b) Certain prior year amounts were reclassified from “Other” to “Alternative energy” to conform with current year presentation.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

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+ Details

Income Taxes

12 Months Ended

Dec. 31, 2021

Income Tax Disclosure [Abstract]

Income Taxes

NOTE 15. INCOME TAXES

Separation from Fortive

Prior to the Separation, our operating results were included in Fortive’s various consolidated U.S. federal and certain state income tax returns, as well as certain non-U.S. returns. For periods prior to the Separation, our combined financial statements reflect income tax expense and deferred tax balances as if we had filed tax returns on a standalone basis separate from Fortive. The separate return method applies the accounting guidance for income taxes to the standalone financial statements as if we

were a separate taxpayer and a standalone enterprise for the periods prior to the Separation. For periods prior to the Separation, our pretax operating results include any transactions with Fortive as if it were an unrelated party.

In connection with the Separation, we entered into agreements with Fortive, including a Tax Matters Agreement. The Tax Matters Agreement distinguishes between the treatment of tax matters for “joint” filings compared to “separate” filings prior to the Separation. “Joint” filings are returns, such as the United States federal return, that include operations from both Fortive legal entities and the Company. By contrast, “separate” filings are tax returns (primarily U.S. state returns and non U.S. returns), that exclusively include either Fortive’s or the Company’s operations, respectively. In accordance with the Tax Matters Agreement, the Company is liable for and has indemnified Fortive against all income tax liabilities involving “separate” filings for periods prior to the Separation.

Earnings and Income Taxes

Earnings (losses) before income taxes for the years ended December 31 were as follows:


($ in millions)	2021		2020		2019
United States	$	506.8	$	496.8	$	510.9
Non-U.S.	27.2		(36.5)		54.9
Total	$	534.0	$	460.3	$	565.8

The provision (benefit) for income taxes for the years ended December 31 were as follows:


($ in millions)	2021		2020		2019
Current:
Federal U.S.	$	122.2	$	122.9	$	80.2
Non-U.S.	15.5		19.8		19.5
State and local	29.0		18.4		16.8
Deferred:
Federal U.S.	(32.8)		(33.3)		13.2
Non-U.S.	(10.2)		(8.4)		(1.1)
State and local	(2.7)		(1.1)		0.7
Income tax provision	$	121.0	$	118.3	$	129.3

Deferred Tax Assets and Liabilities

All deferred tax assets and liabilities have been classified as noncurrent and are included in Other assets and Other long-term liabilities in the accompanying Consolidated Balance Sheets. Deferred income tax assets and liabilities as of December 31 were as follows:


($ in millions)	2021		2020
Deferred Tax Assets:
Allowance for credit losses	$	26.2	$	22.9
Operating lease liabilities	12.0		10.2
Inventories	8.6		6.3
Pension benefits	1.6		0.6
Other accruals and prepayments	31.5		23.2
Deferred revenue	15.3		9.5
Warranty services	10.8		12.6
Stock-based compensation expense	7.4		6.7
Tax credit and loss carryforwards	39.0		29.0
Other	2.5		4.0
Valuation allowances	(23.0)		(22.4)
Total deferred tax assets	131.9		102.6
Deferred Tax Liabilities:
Property, plant and equipment	(8.5)		(8.6)
Operating lease right-of-use assets	(11.1)		(9.4)
Insurance, including self-insurance	(16.0)		(18.3)
Goodwill and other intangibles	(107.3)		(66.2)
Other	(5.8)		(4.4)
Total deferred tax liabilities	(148.7)		(106.9)


Net deferred tax liability	$	(16.8)	$	(4.3)

Applying the valuation allowance methodology discussed in Note 2. Basis of Presentation and Summary of Significant Accounting Policies, valuation allowances have been established for certain deferred income tax assets to the extent they are not expected to be realized within the particular tax carryforward period. The Company’s valuation allowance increased by $0.6 million during the current year.

As of December 31, 2021, the Company has federal, various state, and foreign net operating losses in the amounts of $22.2 million, $41.7 million, and $146.9 million, respectively. These net operating loss carryforwards have various expiration periods beginning in 2022, including some with no expiration. The net operating losses acquired in the acquisition of DRB are subject to IRC section 382. The company has determined that these net operating losses will not be limited by IRC Section 382; therefore, no valuation allowance has been recorded against them. As of December 31, 2021, the Company had state tax credit carryforwards of $0.6 million, which will begin to expire in 2027.

Effective Income Tax Rate

The effective income tax rate for the years ended December 31 varies from the U.S. statutory federal income tax rate as follows:


	Percentage of Pretax Earnings
	2021		2020		2019
Statutory federal income tax rate	21.0	%	21.0	%	21.0	%
Increase (decrease) in tax rate resulting from:
State income taxes (net of federal income tax benefit)	3.9	%	3.1	%	2.8	%
Non-U.S. income taxed at different rate than U.S. statutory rate	0.7	%	4.0	%	0.8	%
Foreign derived intangible income taxation	(1.5)	%	(1.6)	%	(1.5)	%
Goodwill impairment	—	%	1.1	%	—	%
Compensation related	—	%	—	%	(0.8)	%
Non-taxable income	(1.0)	%	(3.3)	%	—	%
Uncertain tax positions	0.2	%	1.5	%	0.5	%
Other	(0.6)	%	(0.1)	%	—	%
Effective income tax rate	22.7	%	25.7	%	22.8	%

Our effective tax rate for 2021, 2020, and 2019 differs from the U.S. federal statutory rate of 21.0% due primarily to the effect of state taxes, foreign derived intangible income, and foreign taxable earnings at a rate different from the U.S. federal statutory rate. Additionally, in 2021 and 2020, there was a favorable impact related to non-taxable income.

We made income tax payments of $218.3 million during the year ended December 31, 2021 and $4.6 million from the date of the Separation to December 31, 2020. Prior to the Separation, we did not make any income tax payments related to “joint” tax returns as these liabilities were the responsibility of Fortive. Vontier did make income tax payments related to “separate” tax returns for which it was responsible.

Unrecognized Tax Benefits

As of December 31, 2021, gross unrecognized tax benefits were $14.1 million ($15.5 million total, including $1.8 million associated with interest and penalties, and net of the impact of $0.4 million of indirect tax benefits). As of December 31, 2020, gross unrecognized tax benefits were $17.4 million ($18.9 million total, including $2.8 million associated with interest and penalties, and net of the impact of $1.3 million of indirect tax benefits). We recognized approximately $0.3 million, $0.3 million, and $0.2 million in potential interest and penalties associated with uncertain tax positions during the years ended December 31, 2021, 2020, and 2019, respectively. To the extent taxes are not assessed with respect to uncertain tax positions, substantially all amounts accrued (including interest and penalties and net of indirect offsets) will be reduced and reflected as a reduction of the overall income tax provision. Unrecognized tax benefits and associated accrued interest and penalties are included in our income tax provision.

A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding amounts accrued for potential interest and penalties, is as follows as of December 31:


($ in millions)	2021		2020		2019
Unrecognized tax benefits, beginning of year	$	17.4	$	14.5	$	11.5
Additions based on tax positions related to the current year	2.7		8.5		0.4
Additions for tax positions of prior years	0.2		0.5		2.6
Reductions for tax positions of prior years	(2.9)		(0.6)		—
Lapse of statute of limitations	—		(0.3)		—
Settlements	(2.9)		(2.1)		—
Effect of foreign currency translation	(0.4)		0.3		—
Separation-related adjustments	—		(3.4)		—
Unrecognized tax benefits, end of year	$	14.1	$	17.4	$	14.5

We are routinely examined by various domestic and international taxing authorities. The amount of income taxes we pay is subject to audit by federal, state and foreign tax authorities, which may result in proposed assessments. The Company is subject to examination in the United States, various states and foreign jurisdictions. In accordance with the Tax Matters Agreement

with Fortive, the Company is liable for taxes arising from examinations of the following; (i) the Company’s initial U.S. federal taxable year which includes the post-separation period; (ii) separate company state tax returns for all periods; (iii) joint state tax returns for the post-separation period; (iv) international separate company returns for all periods; and (v) joint international tax returns that include only Vontier legal entities for all periods. We review our global tax positions on a quarterly basis. Based on these reviews, the results of discussions and resolutions of matters with certain tax authorities, tax rulings and court decisions and the expiration of statutes of limitations reserves for contingent tax liabilities are accrued or adjusted as necessary. The Company does not believe that the total amount of unrecognized tax benefits will change by a material amount within the next 12 months due to the settlement of audits and expirations of statutes of limitations.

Pursuant to U.S. tax law, the Company’s initial U.S. federal income tax return for the post-separation period was filed in October 2021. We expect to file our first full year U.S. federal income tax return for 2021 with the Internal Revenue Service (“IRS”) during 2022. The Company remains subject to tax audit for its separate company tax returns in various U.S. states for the tax years 2011 to 2021. Our operations in certain foreign jurisdictions remain subject to routine examination for the tax years 2009 to 2021.

Repatriation and Unremitted Earnings

As of December 31, 2021, the Company’s undistributed earnings of its foreign subsidiaries are intended to be permanently reinvested in non-U.S. operations. The operating plans, budgets and forecasts, and long-term and short-term financial requirements of the parent company and the subsidiaries indicate that there is no current or known future need to distribute cash from our foreign subsidiaries for any purpose. Therefore, no deferred taxes have been recorded. A determination of the amount of the unrecognized deferred tax liability related to these undistributed earnings is not practicable due to the complexity and variety of assumptions necessary based on the manner in which the undistributed earnings would be repatriated.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI http://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI http://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI http://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Restructuring and Other Related Charges

12 Months Ended

Dec. 31, 2021

Restructuring and Related Activities [Abstract]

Restructuring and Other Related Charges

NOTE 16. RESTRUCTURING AND OTHER RELATED CHARGES

Restructuring and other related charges for the years ended December 31 were as follows:


($ in millions)	2021		2020		2019
Employee severance related	$	11.5	$	4.9	$	6.1
Facility exit and other related	1.6		—		0.1

Total restructuring and other related charges	$	13.1	$	4.9	$	6.2

Substantially all restructuring activities initiated in 2021 were completed by December 31, 2021. We expect substantially all cash payments associated with remaining termination benefits recorded in 2021 will be paid during 2022. Substantially all planned restructuring activities related to the 2020 and 2019 plans have been completed.

The nature of our restructuring and related activities initiated in the years ended December 31, 2021, 2020 and 2019 focused on improvements in operational efficiency through targeted workforce reductions and facility consolidations and closures. We incurred these costs to provide superior products and services to our customers in a cost efficient manner, and taking into consideration broad economic uncertainties.

The table below summarizes the accrual balance and utilization by type of restructuring cost associated with our restructuring actions:


($ in millions)	Balance as of January 1, 2020		Costs Incurred		Paid/ Settled		Balance as of December 31, 2020		Costs Incurred		Paid/ Settled		Balance as of December 31, 2021
Employee severance and related	$	4.5	$	4.9	$	(6.1)	$	3.3	$	11.5	$	(10.0)	$	4.8
Facility exit and other related	0.2		—		(0.2)		—		1.6		(0.5)		1.1
Total	$	4.7	$	4.9	$	(6.3)	$	3.3	$	13.1	$	(10.5)	$	5.9

The restructuring and other related charges incurred during the years ended December 31, 2021, 2020 and 2019 were cash charges. These charges are reflected in the following captions in the accompanying Consolidated and Combined Statements of Earnings and Comprehensive Income for the years ended December 31:


($ in millions)	2021		2020		2019
Cost of sales	$	2.5	$	0.2	$	2.0
Selling, general and administrative expenses	10.6		4.7		4.2
Total	$	13.1	$	4.9	$	6.2

Litigation and Contingencies	12 Months Ended
Litigation and Contingencies	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Litigation and Contingencies	NOTE 17. LITIGATION AND CONTINGENCIES Litigation and Other Contingencies We are, from time to time, subject to a variety of litigation and other proceedings incidental to our business, including lawsuits involving claims for damages arising out of the use of our products, software and services; claims relating to intellectual property matters, employment matters, commercial disputes, product liability (including asbestos exposure claims) and personal injury; as well as regulatory investigations or enforcement. We may also become subject to lawsuits as a result of past or future acquisitions, or as a result of liabilities retained from, or representations, warranties or indemnities provided in connection with divested businesses. Some of these lawsuits may include claims for punitive and consequential as well as compensatory damages. Based upon our experience, current information and applicable law, we do not believe that these proceedings and claims will have a material adverse effect on our financial position, results of operations or cash flows. In accordance with accounting guidance, the Company records a liability in the Consolidated and Combined Financial Statements for loss contingencies when a loss is known or considered probable and the amount can be reasonably estimated. If the reasonable estimate of a known or probable loss is a range, and no amount within the range is a better estimate than any other, the minimum amount of the range is accrued. If a loss does not meet the known or probable level but is reasonably possible and a loss or range of loss can be reasonably estimated, the estimated loss or range of loss is disclosed. Our reserves consist of specific reserves for individual claims and additional amounts for anticipated developments of these claims as well as for incurred but not yet reported claims. The specific reserves for individual known claims are quantified with the assistance of legal counsel and outside risk insurance professionals where appropriate. In addition, outside risk insurance professionals may assist in the determination of reserves for incurred but not yet reported claims through evaluation of our specific loss history, actual claims reported, and industry trends among statistical and other factors. Reserve estimates are adjusted as additional information regarding a claim becomes known. While we actively pursue financial recoveries from insurance providers, the Company does not recognize any recoveries until realized or until such time as a sustained pattern of collections is established related to historical matters of a similar nature and magnitude. If the risk insurance reserves the Company has established are inadequate, we would be required to incur an expense equal to the amount of the loss incurred in excess of the reserves, which would adversely affect our net earnings. In connection with the recognition of liabilities for asbestos-related matters, the Company records insurance recoveries that are deemed probable and estimable. In assessing the probability of insurance recovery, we make judgments concerning insurance coverage that we believe are reasonable and consistent with our historical dealings, our knowledge of any pertinent solvency issues surrounding insurers, and litigation and court rulings potentially impacting coverage. While the substantial majority of our insurance carriers are solvent, some of our individual carriers are insolvent, which has been considered in the analysis of probable recoveries. Projecting future events is subject to various uncertainties, including litigation and court rulings potentially impacting coverage, that could cause insurance recoveries on asbestos-related liabilities to be higher or lower than those projected and recorded. Given the inherent uncertainty in making future projections, the Company reevaluates projections concerning the Company’s probable insurance recoveries considering any changes to the projected liabilities, the Company’s recovery experience or other relevant factors that may impact future insurance recoveries. We recorded gross liabilities associated with known and future expected asbestos claims of $79.0 million and $68.0 million as of December 31, 2021 and 2020, respectively. Known and future expected asbestos claims of $21.5 million and $17.5 million are included in Accrued expenses and other current liabilities on the Consolidated Balance Sheets as of December 31, 2021 and 2020, respectively. Known and future expected asbestos claims of $57.5 million and $50.5 million are included in Other long-term liabilities on the Consolidated Balance Sheets as of December 31, 2021 and 2020, respectively. We recorded the related projected insurance recoveries of $45.0 million and $36.0 million as of December 31, 2021 and 2020, respectively. Insurance recoveries in the accompanying Consolidated Balance Sheet as of December 31, 2021 include $14.8 million in Prepaid expenses and other current assets and $30.2 million in Other assets. Insurance recoveries in the accompanying Consolidated Balance Sheet as of December 31, 2020 include $10.8 million in Prepaid expenses and other current assets and $25.2 million in Other assets. Guarantees As of December 31, 2021 and 2020, we had guarantees consisting primarily of outstanding standby letters of credit, bank guarantees, and performance and bid bonds of $92.6 million and $84.5 million, respectively. These guarantees have been provided in connection with certain arrangements with vendors, customers, financing counterparties, and governmental entities to secure our obligations and/or performance requirements related to specific transactions. We believe that if the obligations under these instruments were triggered, they would not have a material effect on our financial statements.

Stock Based Compensation

12 Months Ended

Dec. 31, 2021

Share-based Payment Arrangement [Abstract]

Stock Based Compensation

NOTE 18. STOCK-BASED COMPENSATION

We had no stock-based compensation plans prior to the Separation; however, certain of our employees participated in the Fortive Plans, which provided for the grants of stock options and RSUs. Prior to the Separation, Fortive allocated stock-based compensation expense to the Company based on Vontier employees participating in the Fortive Plans. This is reflected in the accompanying Consolidated and Combined Statements of Earnings and Comprehensive Income for the period prior to the Separation.

In connection with the Separation and the related employee matters agreement, the Company adopted the 2020 Stock Incentive Plan (the “Stock Plan”) that became effective upon the Separation. Outstanding equity awards of Fortive held by our employees at the separation date (the “Converted Awards”) were converted into or replaced with Vontier equity awards (the “Conversion Awards”) under the Stock Plan based on the “concentration method,” and were adjusted to maintain the economic value immediately before and after the distribution date using the relative fair market value of Fortive common stock based on the Fortive “regular-way” close price as of October 8, 2020 and the Vontier “when-issued” trading price as of October 8, 2020. Other than replacement equity awards of Vontier issued in replacement of Fortive’s restricted stock units and stock options, the terms of the converted or replacement equity awards of Vontier (e.g. vesting date and expiration date) continued unchanged. Incremental stock-based compensation expense recorded as a result of this equity award conversion was $2.0 million and is recognized over the remaining service period.

The Stock Plan provides for the grant of stock appreciation rights, restricted stock units (“RSUs”), performance stock units (“PSUs”), performance based restricted stock awards (“RSAs”) and performance stock awards (“PSAs”) (collectively, “Stock Awards”), stock options or any other stock-based award. A total of 17.0 million shares of our common stock have been authorized for issuance under the Stock Plan and as of December 31, 2021, approximately 10 million shares of our common stock remain available for issuance under the Stock Plan.

Stock options under the Stock Plan generally vest pro rata over a five-year period and terminate 10 years from the grant date, though the specific terms of each grant are determined by the Compensation Committee of our Board of Directors. Our executive officers and certain other employees may be awarded stock options with different vesting criteria and stock options granted to non-employee directors are fully vested as of the grant date. Exercise prices for stock options granted under the Stock Plan were equal to the closing price of Vontier’s common stock on the NYSE on the date of grant, while stock options issued as Conversion Awards were priced to maintain the economic value before and after the Separation.

RSUs issued under the Stock Plan provide for the issuance of common stock at no cost to the holder. RSUs granted to employees under the Stock Plan generally provide for time-based vesting over three years or five years for units issued under the Fortive Plans, although certain employees may be awarded RSUs with different time-based vesting criteria. RSUs granted to non-employee directors under the Stock Plan vest on the earlier of the first anniversary of the grant date or the date of, and immediately prior to, the next annual meeting of our shareholders following the grant date. Prior to vesting, RSUs granted under the Stock Plan do not have dividend equivalent rights, do not have voting rights and the shares underlying the RSUs are not considered issued or outstanding.

PSUs granted under the Stock Plan as Conversion Awards generally vest based on our total shareholder return ranking relative to the S&P 500 Index.

Stock awards generally vest only if the employee is employed by us (or in the case of directors, the director continues to serve on the Board) on the vesting date. To cover the exercise of stock options, vesting of RSUs and issuances of PSUs, we generally issue shares authorized but previously unissued.

Stock-based Compensation Expense

Stock-based compensation has been recognized as a component of Selling, general, and administrative expense in the accompanying Consolidated and Combined Statements of Earnings and Comprehensive Income. The amount of stock-based compensation expense recognized during a period is based on the portion of the awards that are ultimately expected to vest. We estimate pre-vesting forfeitures at the time of grant by analyzing historical data and revise those estimates in subsequent periods if actual forfeitures differ from those estimates. Ultimately, the total expense recognized over the vesting period will equal the fair value of awards that actually vest.

Share-based compensation expense related to stock options, restricted stock units and performance stock units was $25.5 million, $22.5 million and $13.1 million during the years ended December 31, 2021, 2020 and 2019, respectively, which was reduced by the related tax benefit of $4.0 million, $4.1 million and $2.1 million, respectively.

The following summarizes the unrecognized compensation cost for the Stock Plan awards as of December 31, 2021. This compensation cost is expected to be recognized over a weighted average period of approximately two years, representing the remaining service period related to the awards. Future compensation amounts will be adjusted for any changes in estimated forfeitures:


($ in millions)
Stock Awards	$	34.6
Stock options	7.5
Total unrecognized compensation cost	$	42.1

Stock Options

The following summarizes option activity under the Stock Plan and the Fortive Plans for the years ended December 31, 2021, 2020 and 2019 (in thousands, except price per share and numbers of years):


	Options(c)	Weighted Average Exercise Price(c)		Weighted Average Remaining Contractual Term (years)	Aggregate Intrinsic Value
Outstanding as of January 1, 2019	1,861	$	44.78
Granted	376	77.47
Exercised	(335)	28.18
Canceled/forfeited	(148)	42.67
Outstanding as of December 31, 2019	1,754	53.74
Granted	815
Exercised	(360)
Canceled/forfeited	(80)
Aggregate impact of conversion related to the Separation (a)	2,406
Outstanding as of December 31, 2020	4,535	27.17
Granted	44	31.48
Exercised	(385)	19.53
Canceled/forfeited	(249)	30.34
Outstanding as of December 31, 2021	3,945	27.77		6.5	$	14,547
Vested and expected to vest as of December 31, 2021 (b)	3,560	27.42		6.3	14,363
Exercisable as of December 31, 2021	2,049	$	24.67	5.4	$	13,491

(a) The “Aggregate impact of conversion related to the Separation” represents the additional stock options issued as a result of the Separation by applying the “concentration method” to convert employee options based on the ratio of the fair value of Fortive and Vontier common stock calculated using the closing prices as of October 8, 2020.
(b) The “expected to vest” options are the net unvested options that remain after applying the forfeiture rate assumption to total unvested options.
(c) The options and weighted average exercise price for the periods prior to the Separation are pre-impact of the modification of the awards related to the Separation.

The aggregate intrinsic values in the table above represent the total pretax intrinsic value (the difference between the closing stock price of Vontier common stock on the last trading day of 2021 and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their options on December 31, 2021. The amount of aggregate intrinsic value will change based on the price of Vontier’s common stock.

The weighted average exercise price of stock options granted, exercised, canceled/forfeited is not included in the table above for the full year ended December 31, 2020 as activity during this period included the Conversion Awards. The weighted average exercise price of Vontier stock options granted, exercised and canceled/forfeited for the period after separation until December 31, 2020 was $33.51, $18.70, and $30.10, respectively.

The fair value of each stock option issued was estimated on the date of grant using the Black-Scholes model for service condition awards with the following weighted average assumptions for the years ended December 31:


	2021			2020			2019
Risk-free interest rate	0.97		%	0.42		%	1.43% - 2.60%
Volatility	28.8		%	27.2		%	19.9		%
Dividend yield	—		%	—		%	0.37		%
Expected years until exercise	6.5			6.5			5.5 - 8.0
Weighted average fair value at date of grant	$	9.75		$	9.95		$	19.17

The total fair value of options vested during the years ended December 31, 2021, 2020 and 2019 was $1.8 million, $2.8 million and $1.9 million, respectively.

Options outstanding as of December 31, 2021 are summarized below (in millions; except price per share and numbers of years):


	Outstanding				Vested
Exercise Price	Number of Options	Average Exercise Price		Average Remaining Life (in years)	Number of Options	Average Exercise Price
$9.92 - $17.43	0.6	$	16.02	3	0.6	$	16.02
$17.44 - $23.46	0.6	21.41		5	0.5	20.99
$23.47 - $29.34	0.2	28.91		8	0.1	28.71
$29.35 - $31.46	2.0	31.36		8	0.6	31.3
$31.47 - $33.66	0.5	$	33.37	7	0.2	$	33.44
Total shares	3.9				2.0

The following summarizes aggregate intrinsic value and cash receipts related to stock option exercise activity under the Stock Plan and the Fortive Plans for the years ended December 31:


($ in millions)	2021		2020		2019
Aggregate intrinsic value of stock options exercised	$	5.4	$	9.6	$	14.2
Cash receipts from stock options exercised (a)	7.4		9.4		11.0

(a) Cash receipts prior to the Separation were recorded as an increase to Former Parent's investment. This amount was $7.6 million and $11.0 million in 2020 and 2019, respectively.

Stock Awards

The following summarizes information related to Stock Award activity under the Stock Plan and the Fortive Plans for the years ended December 31, 2021, 2020 and 2019 (in thousands; except price per share):


	Number of Stock Awards (b)	Weighted Average Grant-Date Fair Value (b)
Unvested as of January 1, 2019	341	$	57.63
Granted	132	77.15
Vested	(106)	74.77
Forfeited	(48)	56.69
Unvested as of December 31, 2019	319	62.00
Granted	593
Vested	(96)
Forfeited	(26)
Aggregate impact of conversion related to the Separation (a)	592
Unvested as of December 31, 2020	1,382
Granted	942	33.43
Vested	(403)	29.82
Forfeited	(158)	31.64
Unvested as of December 31, 2021	1,763	$	32.44

(a) The “Aggregate impact of conversion related to the Separation” represents the additional Stock Awards issued as a result of the Separation by applying the “concentration method” to convert Stock Awards based on the ratio of the fair value of Fortive and Vontier common stock calculated using the closing prices as of October 8, 2020.
(b) The awards and weighted average grant-date fair value for the periods prior to the Separation are pre-impact of the modification of the awards related to the Separation.

The weighted average grant date fair value of Stock Awards granted, vested, and forfeited is not included in the table above for the full year ended December 31, 2020 as activity during this period included the conversion of Stock Awards under the Fortive Plans into awards under the Stock Plan. The weighted average fair value of Stock Awards granted, vested, and forfeited during the period after separation until December 31, 2020 was $33.64, $28.49, and $29.76, respectively.

Capital Stock and Earnings Per Share

12 Months Ended

Dec. 31, 2021

Earnings Per Share [Abstract]

Capital Stock and Earnings Per Share

NOTE 19. CAPITAL STOCK AND EARNINGS PER SHARE

Capital Stock

The Company’s authorized capital stock consists of 1,985,000,000 shares of common stock, par value $0.0001 per share, and 15,000,000 shares of preferred stock with no par value, with all shares of preferred stock undesignated.

On August 5, 2019, we issued 1,000 shares of common stock to Fortive pursuant to Section 4(a)(2) of the Securities Act. We did not register the issuance of the issued shares under the Securities Act because the issuance did not constitute a public offering.

On September 28, 2020, Vontier filed a certificate of amendment to the Certificate of Incorporation of Vontier (the “Split Amendment”) with the Secretary of State of the State of Delaware, which became effective as of such date. The Split Amendment effected a stock split whereby each share of Vontier common stock issued and outstanding immediately prior to the Split Amendment was converted into 168,378.946 shares in order to provide sufficient capitalization of Vontier to enable Fortive to complete the Distribution and retain a 19.9% interest in the remaining shares of common stock of Vontier. All per share amounts in the Consolidated and Combined Statements of Earnings and Comprehensive Income have been retroactively adjusted to give effect to this recapitalization.

On October 9, 2020, Fortive distributed 80.1% of Vontier’s outstanding common stock to its stockholders. In January 2021, Fortive sold a total of 33.5 million shares of the Company’s common stock as part of a secondary offering. After the secondary offering, Fortive no longer owned any of the Company’s outstanding common stock. Refer to Note 1. Business Overview for additional information.

Each share of Vontier common stock entitles the holder to one vote on all matters to be voted upon by common stockholders. Vontier’s Board of Directors (the “Board”) is authorized to issue shares of preferred stock in one or more series and has discretion to determine the rights, preferences, privileges and restrictions, including voting rights, dividend rights, conversion

rights, redemption privileges and liquidation preferences, of each series of preferred stock. The Board’s authority to issue preferred stock with voting rights or conversion rights that, if exercised, could adversely affect the voting power of the holders of the common stock, could potentially discourage attempts by third parties to obtain control of Vontier through certain types of takeover practices.

Earnings Per Share

Basic earnings per share is calculated by dividing net earnings by the weighted average number of shares of common stock outstanding. Diluted earnings per share is similarly calculated, except that the calculation includes the dilutive effect of the assumed issuance of shares under stock-based compensation plans except where the inclusion of such shares would have an anti-dilutive impact.

The total number of shares outstanding, including the impact of the Split Amendment, on October 9, 2020 was 168,378,946 which is being utilized for the calculation of both basic and diluted earnings per share for the year ended December 31, 2019 as no Vontier common stock equivalents were outstanding prior to October 9, 2020.

Information related to the calculation of net earnings per share of common stock is summarized as follows:


	Year Ended December 31
($ and shares in millions, except per share amounts)	2021		2020		2019
Numerator:
Net earnings	$	413.0	$	342.0	$	436.5

Denominator:
Basic weighted average common shares outstanding	169.0		168.4		168.4
Effect of dilutive stock options and RSUs	1.1		1.0		—
Diluted weighted average common shares outstanding	170.1		169.4		168.4

Earnings per share:
Basic	$	2.44	$	2.03	$	2.59
Diluted	$	2.43	$	2.02	$	2.59

Anti-dilutive shares	2.5		2.7		—

The dilutive shares disclosed above were calculated using the treasury stock method. The treasury stock method calculates the dilution assuming the exercise of all in-the-money options and vesting of RSUs, reduced by the repurchase of shares with proceeds from the assumed exercises, and unrecognized compensation expense for outstanding awards.

Share Repurchase Program

On May 19, 2021, the Company’s Board of Directors approved a share repurchase program authorizing the Company to repurchase up to $500 million of the Company’s common stock from time to time on the open market or in privately negotiated transactions. The timing and amount of shares repurchased will be determined by the Company’s management based on market conditions, share price, applicable legal requirements and other factors. The Company may enter into Rule 10b5-1 plans to facilitate purchases under the share repurchase program. The share repurchase program may be suspended or discontinued at any time and has no expiration date.

As of December 31, 2021, the Company had remaining authorization to repurchase $500 million of its common stock under the share repurchase program.

Related-Party Transactions

12 Months Ended

Dec. 31, 2021

Related-Party Transactions

NOTE 20. RELATED-PARTY TRANSACTIONS

In connection with the Separation, we entered into the Agreements with Fortive which govern the Separation and provide a framework for the relationship between the parties going forward, including an employee matters agreement, a tax matters agreement, an intellectual property matters agreement, an FBS license agreement and a transition services agreement.

Employee Matters Agreement

The employee matters agreement sets forth, among other things, the allocation of assets, liabilities and responsibilities relating to employee compensation and benefit plans and programs and other related matters in connection with the Separation, including the treatment of outstanding equity and other incentive awards and certain retirement and welfare benefit obligations.

Tax Matters Agreement

The tax matters agreement governs the respective rights, responsibilities and obligations of both Fortive and Vontier after the Separation with respect to tax liabilities and benefits, tax attributes, the preparation and filing of tax returns, the control of audits and other tax proceedings and other matters regarding taxes. Refer to Note 15. Income Taxes and “Item 1A. Risk Factors” for further discussion regarding the tax matters agreement.

Intellectual Property Matters Agreement

The intellectual property matters agreement sets forth the terms and conditions pursuant to which Fortive and Vontier have mutually granted certain personal, generally irrevocable, non-exclusive, worldwide, and royalty-free rights to use certain intellectual property. Both parties are able to sublicense their rights in connection with activities relating to their businesses, but not for independent use by third parties.

FBS License Agreement

The FBS license agreement sets forth the terms and conditions pursuant to which Fortive has granted a non-exclusive, worldwide, non-transferable, perpetual license to us to use FBS solely in support of our businesses. We are able to sublicense such license solely to direct and indirect wholly-owned subsidiaries.

Transition Services Agreement (“TSA”)

The TSA sets forth the terms and conditions pursuant to which Vontier and our subsidiaries and Fortive and its subsidiaries will provide to each other various services after the Separation. The services to be provided include information technology, facilities, certain accounting and other financial functions, and administrative services. The charges for the transition services generally are expected to allow the providing company to fully recover all out-of-pocket costs and expenses it actually incurs in connection with providing the service, plus, in some cases, the allocated indirect costs of providing the services, generally without profit.

TSA Payments

In accordance with the TSA, receipts from Fortive were insignificant during the year ended December 31, 2021. Payments during the year ended December 31, 2021 were $48.5 million, the majority of which related to our share of the transaction taxes related to Separation which were accrued but not repaid as of December 31, 2020. During the year ended December 31, 2020, we made net payments to Fortive of $13.9 million.

Allocations of Expenses Prior to the Separation

The Company has historically operated as part of Fortive and not as a stand-alone company. Accordingly, certain shared costs have been allocated to the Company by Fortive, and are reflected as expenses in these financial statements.

Management considers the allocation methodologies used to be reasonable and appropriate reflections of the related expenses attributable to the Company for purposes of the carve-out financial statements; however, the expenses reflected in the accompanying Consolidated and Combined Financial Statements may not be indicative of the actual expenses that would have been incurred during the periods presented if the Company had operated as a separate stand-alone entity and the expenses that will be incurred in the future by the Company.

Related party expenses allocated to the Company from Fortive and its subsidiaries for years ended December 31 were as follows:


($ in millions)	2020		2019
Allocated corporate expenses	$	28.0	$	27.5
Directly attributable expenses:
Insurance programs expenses	2.2		2.4
Medical insurance programs expenses	31.4		42.4
Deferred compensation program expenses	0.9		0.9
Total related-party expenses	$	62.5	$	73.2

Following the Separation, we independently incur expenses as a stand-alone company and no expenses are allocated by Fortive.

Corporate Expenses

Certain corporate overhead and other shared expenses incurred by Fortive and its subsidiaries have been allocated to the Company and are reflected in the accompanying Consolidated and Combined Statements of Earnings and Comprehensive Income. These amounts include, but are not limited to, items such as general management and executive oversight, costs to support Vontier information technology infrastructure, facilities, compliance, human resources, and marketing, as well as legal functions and financial management and transaction processing, including public company reporting, consolidated tax filings, and tax planning, Fortive benefit plan administration, risk management and consolidated treasury services, certain employee benefits and incentives, and stock-based compensation administration. These costs have been allocated using a methodology that management believes is reasonable for the item being allocated. Allocation methodologies include the Company’s relative share of revenues, headcount, or functional spend as a percentage of the total. Following the Separation, we independently incur corporate overhead costs and no corporate overhead costs were allocated by Fortive.

Debt Financing

As part of Fortive, the Company engaged in related-party borrowings. Transactions between Fortive and the Company have been included in the accompanying Consolidated and Combined Financial Statements for all years presented.

There were non-cash settlements of the related-party loan receivables balances that existed as of December 31, 2019 during the year ended December 31, 2020.

Loans from Fortive to the Company have been recorded as Long-term debt in the accompanying Consolidated Balance Sheets. Related-party loans to Fortive entities were $24.6 million as of December 31, 2019. These transactions were settled during the year ended December 31, 2020.

Interest (expense) income, net on related-party transactions was insignificant for the years ended December 31, 2021 and 2020 and was $5.5 million for the year ended December 31, 2019.

Insurance Programs Administered by Fortive

In addition to the corporate allocations noted above, prior to the Separation, the Company was allocated expenses related to certain insurance programs Fortive administered on behalf of the Company, including automobile liability, workers’ compensation, general liability, product liability, director’s and officer’s liability, cargo, and property insurance. These amounts were allocated using various methodologies, as described below.

Included within the insurance cost allocation are amounts related to programs for which Fortive was self-insured up to a certain amount. For the self-insured component, costs were allocated to the Company based on its incurred claims. Fortive has premium-based policies that cover amounts in excess of the self-insured retentions. Prior to the Separation, the Company was allocated a portion of the total insurance cost incurred by Fortive based on its pro-rata portion of Fortive’s total underlying exposure base. In connection with the Separation, we established similar independent self-insurance programs to support any outstanding claims going forward and no insurance costs were allocated by Fortive subsequent to the Separation.

Medical Insurance Programs Administered by Fortive

In addition to the corporate allocations noted above, the Company was allocated expenses related to the medical insurance programs administered on behalf of the Company. These amounts were allocated using actual medical claims incurred during the period for the employees attributable to the Company. In connection with the Separation, we established independent medical insurance programs similar to those previously provided by Fortive.

Deferred Compensation Program Administered by Fortive

Certain employees of the Company participated in Fortive’s nonqualified deferred compensation programs, which permitted officers, directors and certain management employees to defer a portion of their compensation, on a pretax basis, until after their termination of employment. Participants could have chosen among alternative earnings rates for the amounts they deferred, which were primarily based on investment options within Fortive’s 401(k) program (except that the earnings rates for amounts contributed unilaterally by Fortive were entirely based on changes in the value of Fortive’s common stock). All amounts deferred under this plan are unfunded, unsecured obligations of the Company. In connection with the Separation, we established a similar independent, nonqualified deferred compensation program.

Revenue and Other Transactions Entered into in the Ordinary Course of Business

Prior to the Separation, we operated as part of Fortive and not as a stand-alone company and certain of our revenue arrangements related to contracts entered into in the ordinary course of business with Fortive and its affiliates. Following the Separation, we continue to enter into arms-length revenue arrangements in the ordinary course of business with Fortive and its affiliates, although certain agreements were entered into or terminated as a result of the Separation.

After the secondary offering in January 2021, Fortive no longer owned any of the Company’s outstanding common stock and is not considered a related party.

Certain of our revenue arrangements related to contracts entered into in the ordinary course of business with Fortive and its affiliates. Our revenue from sales to Fortive and its subsidiaries was insignificant during the years ended December 31, 2020, and 2019.

Purchases from Fortive and Fortive’s subsidiaries were approximately $16 million for each of the years ended December 31, 2020 and 2019.

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2021
Subsequent Events [Abstract]
Subsequent Events	NOTE 21. SUBSEQUENT EVENTS Acquisitions and Investments On January 13, 2022, the Company’s cost-method investee, Tritium, announced that it completed a previously announced business combination with Decarbonization Plus Acquisition Corporation II to make Tritium a publicly listed company on NASDAQ under the symbol “DCFC”. Prior to this event, the Company accounted for its investment in Tritium at historical cost under the measurement alternative for equity investments without readily determinable fair values. Prospectively, the Company will remeasure its investment to fair value on a recurring basis. The Company owns approximately 22 million shares of Tritium. On February 8, 2022, the Company announced the acquisition of the remaining 81% of the outstanding shares of Driivz. Driivz, which is based in Israel, is a cloud-based subscription software platform supporting electric vehicle charging infrastructure (“EVCI”) providers with operations management, energy optimization, billing and roaming capabilities, as well as driver self-service apps. Additionally, on February 24, 2022, the Company acquired the outstanding shares of Sparkion, an early-stage, battery energy storage solution software company which is based in Israel. The Company paid total cash consideration of approximately $190 million, net of cash received, for the acquisitions of Driivz and Sparkion. The acquisitions of Driivz and Sparkion accelerate the Company’s portfolio diversification and e-mobility strategies and position the Company to capitalize on the global EVCI market opportunities. The Company will account for the acquisitions as business combinations in accordance with ASC 805: Business Combinations using the acquisition method of accounting and recognize assets acquired and liabilities assumed at their respective fair values as of the date of acquisitions. Due to the timing of the acquisitions, acquisition accounting has not been completed and the Company is in the process of estimating the initial purchase price allocations. The Company expects that a gain will be recognized for the remeasurement of the previously owned equity interests of Driivz which were historically recorded at cost under the measurement alternative for equity investments without readily determinable fair values. Share Repurchases On February 22, 2022, we entered into a $250.0 million accelerated share repurchase program with a third-party financial institution. We made an upfront payment of the full amount to the financial institution using cash on hand and funds drawn on our revolver and received an initial delivery of 8.2 million shares which are held as treasury shares. Upon completion, the total shares repurchased will be based on the volume-weighted average share price during the term of the agreement less an applicable discount. The financial institution may be required to deliver additional shares or, under certain circumstances, we may be required to deliver shares or elect to make a cash payment to the financial institution. Final settlement is expected to be completed in the second quarter of 2022. Additionally, we repurchased shares in the open market during February 2022 which will be held as treasury shares.

Schedule II - Valuation and Qualifying Accounts

12 Months Ended

Dec. 31, 2021

SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]

Schedule II - Valuation and Qualifying Accounts

SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS

($ in millions)


Classification	Balance at Beginning of Period(a)		Charged to Costs & Expenses		Impact of Currency		Charged to Other Accounts(b)		Write Offs, Write Downs & Deductions		Balance at End of Period(a)
Year Ended December 31, 2021
Allowances deducted from asset accounts:
Allowance for credit losses	$	84.9	$	36.8	$	(0.1)	$	—	$	(40.2)	$	81.4
Valuation allowance for deferred income tax assets	$	22.4	$	—	$	—	$	0.6	$	—	$	23.0

Year Ended December 31, 2020
Allowances deducted from asset accounts:
Allowance for credit losses	$	56.3	$	42.9	$	0.3	$	30.6	$	(45.2)	$	84.9
Valuation allowance for deferred income tax assets	$	29.7	$	—	$	—	$	—	$	(7.3)	$	22.4

Year Ended December 31, 2019
Allowances deducted from asset accounts:
Allowance for credit losses	$	59.9	$	38.2	$	(0.1)	$	0.9	$	(42.6)	$	56.3
Valuation allowance for deferred income tax assets	$	24.7	$	—	$	—	$	5.0	$	—	$	29.7

(a) Amounts include allowance for credit losses classified as current and noncurrent.
(b) Amounts are related to businesses acquired, the impact of new accounting standards and other adjustments.

Basis of Presentation and Summary of Significant Accounting Policies (Policies)