rok-20241231

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________________________________

FORM 10-Q

_________________________________________

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended December 31, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period from _______ to _______

Commission file number 1-12383

_________________________________________

Rockwell Automation, Inc.

(Exact name of registrant as specified in its charter)

_________________________________________


Delaware		25-1797617
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1201 South Second Street
Milwaukee,	Wisconsin	53204
(Address of principal executive offices)		(Zip Code)

+1 (414) 382-2000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

_________________________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock ($1.00 par value)

ROK

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☑

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

113,072,948 shares of registrant’s Common Stock were outstanding on December 31, 2024.

Table of Contents

INDEX


			Page No.
PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Consolidated Balance Sheet			4

Consolidated Statement of Operations			5

Consolidated Statement of Comprehensive Income			6

Consolidated Statement of Cash Flows			7

Consolidated Statement of Shareowners' Equity			8

Notes to Consolidated Financial Statements			9

Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34)			23

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			24

Item 3. Quantitative and Qualitative Disclosures About Market Risk			36

Item 4. Controls and Procedures			36

PART II. OTHER INFORMATION

Item 1. Legal Proceedings			37

Item 1A. Risk Factors			37

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			37

Item 5. Other Information			38

Item 6. Exhibits			40

Signatures			41

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

ROCKWELL AUTOMATION, INC.

CONSOLIDATED BALANCE SHEET

(Unaudited)

(in millions, except per share amounts)


	December 31, 2024		September 30, 2024
ASSETS
Current assets
Cash and cash equivalents	$	471	$	471

Receivables	1,675		1,802
Inventories	1,234		1,293
Other current assets	368		315
Total current assets	3,748		3,881
Property, net of accumulated depreciation of $1,875 and $1,861, respectively	763		777
Operating lease right-of-use assets	388		423
Goodwill	3,915		3,993
Other intangible assets, net	1,027		1,066
Deferred income taxes	533		517

Other assets	570		575
Total	$	10,944	$	11,232
LIABILITIES AND SHAREOWNERS’ EQUITY
Current liabilities
Short-term debt	$	743	$	771
Current portion of long-term debt	306		307

Accounts payable	789		860
Compensation and benefits	239		259
Contract liabilities	608		584
Customer returns, rebates and incentives	335		347
Other current liabilities	456		476
Total current liabilities	3,476		3,604
Long-term debt	2,564		2,561
Retirement benefits	542		549
Operating lease liabilities	326		356
Other liabilities	480		487
Commitments and contingent liabilities (Note 13)
Shareowners’ equity
Common stock ($1.00 par value, shares issued: 141.4 and 181.4, respectively)	141		181
Additional paid-in capital	2,200		2,188
Retained earnings	5,181		9,635
Accumulated other comprehensive loss	(872)		(772)
Common stock in treasury, at cost (shares held: 28.3 and 68.3, respectively)	(3,265)		(7,734)
Shareowners’ equity attributable to Rockwell Automation, Inc.	3,385		3,498
Noncontrolling interests	171		177
Total shareowners’ equity	3,556		3,675
Total	$	10,944	$	11,232

See Notes to Consolidated Financial Statements.

Table of Contents

CONSOLIDATED STATEMENT OF OPERATIONS

(Unaudited)

(in millions, except per share amounts)


	Three Months Ended December 31,
	2024		2023
Sales
Products and solutions	$	1,639	$	1,833
Services	242		219
	1,881		2,052
Cost of sales
Products and solutions	(1,027)		(1,130)
Services	(132)		(127)
	(1,159)		(1,257)
Gross profit	722		795
Selling, general and administrative expenses	(476)		(514)
Change in fair value of investments	—		3
Other income (Note 11)	6		9
Interest expense	(39)		(33)
Income before income taxes	213		260
Income tax provision (Note 15)	(35)		(47)


Net income	178		213
Net loss attributable to noncontrolling interests	(6)		(2)
Net income attributable to Rockwell Automation, Inc.	$	184	$	215
Earnings per share:


Basic	$	1.62	$	1.87



Diluted	$	1.61	$	1.86

Weighted average outstanding shares:
Basic	113.0		114.6
Diluted	113.5		115.2

See Notes to Consolidated Financial Statements.

Table of Contents

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(Unaudited)

(in millions)


	Three Months Ended December 31,
	2024		2023
Net income	$	178	$	213
Other comprehensive income (loss)
Pension and other postretirement benefit plan adjustments (net of tax (expense) benefit of $(2) and $0)	5		—
Currency translation adjustments	(130)		84
Net change in cash flow hedges (net of tax (expense) benefit of $(11) and $9)	25		(24)

Other comprehensive (loss) income	(100)		60
Comprehensive income	78		273
Comprehensive loss attributable to noncontrolling interests	(6)		(2)
Comprehensive income attributable to Rockwell Automation, Inc.	$	84	$	275

See Notes to Consolidated Financial Statements.

Table of Contents

CONSOLIDATED STATEMENT OF CASH FLOWS

(Unaudited)

(in millions)


	Three Months Ended December 31,
	2024		2023
Operating activities:
Net income	$	178	$	213
Adjustments to arrive at cash provided by operating activities
Depreciation	40		39
Amortization of intangible assets	38		38
Change in fair value of investments	—		(3)
Share-based compensation expense	23		24
Retirement benefit expense	10		5



Pension contributions	(3)		(6)
Changes in assets and liabilities, excluding effects of acquisitions and foreign currency adjustments
Receivables	73		280
Inventories	27		(28)
Accounts payable	(25)		(200)
Contract liabilities	42		14
Compensation and benefits	(12)		(243)
Income taxes	(8)		2
Other assets and liabilities	(19)		(102)
Cash provided by operating activities	364		33
Investing activities:
Capital expenditures	(71)		(68)
Acquisition of businesses, net of cash acquired	—		(748)




Other investing activities	(12)		(1)
Cash used for investing activities	(83)		(817)
Financing activities:
Net (repayment) issuance of short-term debt	(28)		409



Cash dividends	(149)		(144)
Purchases of treasury stock	(100)		(120)
Proceeds from the exercise of stock options	28		11
Other financing activities	(5)		(22)
Cash (used for) provided by financing activities	(254)		134
Effect of exchange rate changes on cash	(27)		9
Decrease in cash and cash equivalents	—		(641)
Cash and cash equivalents at beginning of period	471		1,080
Cash and cash equivalents at end of period	$	471	$	439

See Notes to Consolidated Financial Statements.

Table of Contents

CONSOLIDATED STATEMENT OF SHAREOWNERS’ EQUITY

(Unaudited)

(in millions, except per share amounts)


	Common stock		Additional paid-in capital		Retained earnings		Accumulated other comprehensive loss		Common stock in treasury, at cost		Total attributable to Rockwell Automation, Inc.		Noncontrolling interests		Total shareowners' equity
Balance at September 30, 2024	$	181	$	2,188	$	9,635	$	(772)	$	(7,734)	$	3,498	$	177	$	3,675
Net income (loss)	—		—		184		—		—		184		(6)		178
Other comprehensive loss	—		—		—		(100)		—		(100)		—		(100)
Common stock issued (including share-based compensation impact)	—		12		—		—		39		51		—		51
Share repurchases	—		—		—		—		(99)		(99)		—		(99)
Share retirement	(40)		—		(4,489)		—		4,529		—		—		—
Cash dividends declared (1)	—		—		(149)		—		—		(149)		—		(149)


Balance at December 31, 2024	$	141	$	2,200	$	5,181	$	(872)	$	(3,265)	$	3,385	$	171	$	3,556

SEC Form 10-Q filed by Rockwell Automation Inc.