rop-20260331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


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

For the quarterly period ended March 31, 2026


☐			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: 1-12273

ROPER TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)


Delaware		51-0263969
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

6496 University Parkway
Sarasota,	Florida	34240
(Address of principal executive offices)		(Zip Code)

(941) 556-2601

(Registrant’s telephone number, including area code)

(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(s)

Name of each exchange on which registered

Common Stock, $0.01 Par Value

ROP

The Nasdaq Stock Market LLC

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

The number of shares outstanding of the registrant’s common stock as of April 30, 2026 was 100,917,359.

ROPER TECHNOLOGIES, INC.

REPORT ON FORM 10-Q FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2026

TABLE OF CONTENTS


		Page
PART I.	FINANCIAL INFORMATION

Item 1.	Financial Statements (unaudited):

	Condensed Consolidated Statements of Earnings	3

	Condensed Consolidated Statements of Comprehensive Income	4

	Condensed Consolidated Balance Sheets	5

	Condensed Consolidated Statements of Cash Flows	6

	Condensed Consolidated Statements of Changes in Stockholders ’ Equity	7

	Notes to Condensed Consolidated Financial Statements	8

Item 2.	Management ’s Discussion and Analysis of Financial Condition and Results of Operations	16

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	23

Item 4.	Controls and Procedures	23

PART II.	OTHER INFORMATION

Item 1.	Legal Proceedings	24

Item 1A.	Risk Factors	24

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	24

Item 5.	Other Information	24

Item 6.	Exhibits	25

	Signatures	26

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Roper Technologies, Inc.

Condensed Consolidated Statements of Earnings (unaudited)

(Amounts in millions, except per share data)


	Three months ended March 31,
		2026		2025
Net revenues		$	2,095.3	$	1,882.8
Cost of sales		641.5		589.1
Gross profit		1,453.8		1,293.7

Selling, general and administrative expenses		884.2		767.9
Income from operations		569.6		525.8

Interest expense, net		99.3		62.9
Equity investment (gain) loss, net		(167.3)		44.4
Other expense, net		2.6		0.5


Earnings before income taxes		635.0		418.0

Income taxes		126.1		86.9







Net earnings		$	508.9	$	331.1









Net earnings per share:
Basic		$	4.88	$	3.08
Diluted		$	4.87	$	3.06

Weighted average common shares outstanding:
Basic		104.3		107.4
Diluted		104.6		108.2

See accompanying notes to Condensed Consolidated Financial Statements.

Roper Technologies, Inc.

Condensed Consolidated Statements of Comprehensive Income (unaudited)

(Amounts in millions)


	Three months ended March 31,
		2026		2025
Net earnings		$	508.9	$	331.1

Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments		(12.3)		19.7
Total other comprehensive income (loss), net of tax		(12.3)		19.7

Comprehensive income		$	496.6	$	350.8

See accompanying notes to Condensed Consolidated Financial Statements.

Roper Technologies, Inc.

Condensed Consolidated Balance Sheets (unaudited)

(Amounts in millions)


	March 31, 2026		December 31, 2025
ASSETS:

Cash and cash equivalents	$	382.9	$	297.4
Accounts receivable, net	877.3		1,001.0
Inventories, net	144.5		141.7
Income taxes receivable	88.3		128.2
Unbilled receivables	142.7		124.0
Prepaid expenses and other current assets	276.4		235.8

Total current assets	1,912.1		1,928.1

Property, plant and equipment, net	158.2		156.9
Goodwill	21,347.7		21,341.2
Other intangible assets, net	9,559.0		9,764.2
Deferred taxes	70.8		73.3
Equity investment	963.6		796.3
Other assets	539.4		517.0

Total assets	$	34,550.8	$	34,577.0

LIABILITIES AND STOCKHOLDERS’ EQUITY:

Accounts payable	$	184.5	$	150.3
Accrued compensation	226.7		293.0
Deferred revenue	1,792.5		1,906.8
Other accrued liabilities	619.0		642.3
Income taxes payable	39.3		28.0
Current portion of long-term debt, net	715.6		705.2

Total current liabilities	3,577.6		3,725.6

Long-term debt, net of current portion	9,748.4		8,595.8
Deferred taxes	1,915.1		1,883.1
Other liabilities	491.7		491.0

Total liabilities	15,732.8		14,695.5

Commitments and contingencies (Note 11)

Common stock, 350.0 shares authorized; 109.4 shares issued and 102.4 outstanding at March 31, 2026 and 109.3 shares issued and 106.6 outstanding at December 31, 2025	1.1		1.1
Additional paid-in capital	3,334.4		3,292.2
Retained earnings	17,620.2		17,205.7
Accumulated other comprehensive loss	(113.7)		(101.4)
Treasury stock, 7.0 shares at March 31, 2026 and 2.7 shares at December 31, 2025	(2,024.0)		(516.1)
Total stockholders’ equity	18,818.0		19,881.5
Total liabilities and stockholders’ equity	$	34,550.8	$	34,577.0

See accompanying notes to Condensed Consolidated Financial Statements.

Roper Technologies, Inc.

Condensed Consolidated Statements of Cash Flows (unaudited)

(Amounts in millions)


	Three months ended March 31,
	2026		2025
Cash flows from operating activities:
Net earnings	$	508.9	$	331.1
Adjustments to reconcile net earnings to cash flows from operating activities:
Depreciation and amortization of property, plant and equipment	10.0		9.1
Amortization of intangible assets	220.4		204.0
Amortization of deferred financing costs	3.2		2.8
Non-cash stock compensation	52.6		38.8
Equity investment (gain) loss, net	(167.3)		44.4

Income tax provision	126.1		86.9
Changes in operating assets and liabilities, net of acquired businesses:
Accounts receivable	122.4		74.4
Unbilled receivables	(19.1)		(7.6)
Inventories	(3.3)		(4.1)
Prepaid expenses and other current assets	(41.6)		(41.3)
Accounts payable	34.4		2.9
Other accrued liabilities	(94.9)		(107.4)
Deferred revenue	(117.1)		(70.6)

Cash income taxes paid	(34.2)		(29.1)
Other, net	(8.4)		(5.6)


Cash provided by operating activities	592.1		528.7

Cash flows from (used in) investing activities:
Acquisitions of businesses, net of cash acquired	(27.5)		(124.9)
Capital expenditures	(14.3)		(9.5)
Capitalized software expenditures	(15.4)		(12.4)



Other, net	1.1		—



Cash used in investing activities	(56.1)		(146.8)

Cash flows from (used in) financing activities:


Borrowings (payments) under revolving credit facility, net	1,150.0		(125.0)
Debt issuance costs	(3.9)		—

Cash dividends to stockholders	(97.4)		(88.6)
Repurchases of common stock	(1,500.1)		—
Proceeds from (tax withholding payments for) stock-based compensation, net	(10.9)		42.7
Treasury stock sales under employee stock purchase plan	7.4		7.2

Other, net	10.2		(44.1)


Cash used in financing activities	(444.7)		(207.8)

Effect of exchange rate changes on cash	(5.8)		10.5

Net increase in cash and cash equivalents	85.5		184.6

Cash and cash equivalents, beginning of period	297.4		188.2

Cash and cash equivalents, end of period	$	382.9	$	372.8

See accompanying notes to Condensed Consolidated Financial Statements.

Roper Technologies, Inc.

Condensed Consolidated Statements of Changes in Stockholders’ Equity (unaudited)

(Amounts in millions, except per share data)


	Common stock		Additional paid-in capital		Retained earnings		Accumulated other comprehensive loss		Treasury stock		Total stockholders’ equity












Balances at December 31, 2025	$	1.1	$	3,292.2	$	17,205.7	$	(101.4)	$	(516.1)	$	19,881.5

Net earnings	—		—		508.9		—		—		508.9
Stock option exercises	—		8.3		—		—		—		8.3

Treasury stock sold under employee stock purchase plan	—		0.6		—		—		6.8		7.4
Common stock repurchased (1)	—		—		—		—		(1,514.7)		(1,514.7)

Currency translation adjustments	—		—		—		(12.3)		—		(12.3)
Stock-based compensation	—		52.5		—		—		—		52.5
Restricted stock activity	—		(19.2)		—		—		—		(19.2)
Dividends declared ($0.91 per share)	—		—		(94.4)		—		—		(94.4)
Balances at March 31, 2026	$	1.1	$	3,334.4	$	17,620.2	$	(113.7)	$	(2,024.0)	$	18,818.0












Balances at December 31, 2024	$	1.1	$	3,014.6	$	16,034.9	$	(166.5)	$	(16.5)	$	18,867.6


Net earnings	—		—		331.1		—		—		331.1
Stock option exercises	—		67.4		—		—		—		67.4

Treasury stock sold under employee stock purchase plan	—		7.0		—		—		0.2		7.2
Currency translation adjustments	—		—		—		19.7		—		19.7
Stock-based compensation	—		38.1		—		—		—		38.1
Restricted stock activity	—		(18.4)		—		—		—		(18.4)
Dividends declared ($0.825 per share)	—		—		(89.1)		—		—		(89.1)
Balances at March 31, 2025	$	1.1	$	3,108.7	$	16,276.9	$	(146.8)	$	(16.3)	$	19,223.6

(1)Balance includes excise tax imposed by the Inflation Reduction Act of 2022, as amended, and broker commissions.

See accompanying notes to Condensed Consolidated Financial Statements.

Roper Technologies, Inc.

Notes to Condensed Consolidated Financial Statements (unaudited)

(Amounts are in millions, except per share data)

1. Basis of Presentation

The accompanying Condensed Consolidated Financial Statements for the three months ended March 31, 2026 and 2025 are unaudited. In the opinion of management, the accompanying unaudited Condensed Consolidated Financial Statements reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the financial position, results of operations, comprehensive income, and cash flows of Roper Technologies, Inc. and its subsidiaries (“Roper,” the “Company,” “we,” “our,” or “us”) for all periods presented. The December 31, 2025 financial position data included herein was derived from the audited consolidated financial statements included in the Company’s 2025 Annual Report on Form 10-K (“Annual Report”) filed on February 24, 2026 with the U.S. Securities and Exchange Commission (“SEC”) but does not include all annual disclosures required by U.S. generally accepted accounting principles (“GAAP”).

Roper’s management has made estimates and assumptions related to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities to prepare these Condensed Consolidated Financial Statements in conformity with GAAP. Actual results could differ from those estimates.

The results of operations for the three months ended March 31, 2026 are not necessarily indicative of the results to be expected for the full year. You should read these unaudited Condensed Consolidated Financial Statements in conjunction with Roper’s audited Consolidated Financial Statements and the notes thereto included in its Annual Report. Certain prior period amounts have been reclassified to conform to current period presentation.

2. Recent Accounting Pronouncements

The Financial Accounting Standards Board (“FASB”) establishes changes to accounting principles under GAAP in the form of accounting standards updates (“ASUs”) to the FASB’s Accounting Standards Codification (“ASC”). The Company considers the applicability and impact of all ASUs. Any recent ASUs not listed below were assessed and either determined to be not applicable or are expected to have an immaterial impact on the Company’s Consolidated Financial Statements.

In November 2024, the FASB issued Accounting Standards Update No. 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” (ASU 2024-03), which requires the disclosure of additional information about specific categories of costs and expenses in the notes to consolidated financial statements. This guidance is effective for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. This ASU will likely result in additional disclosures. We are currently evaluating the provisions of this ASU.

In September 2025, the FASB issued Accounting Standards Update No. 2025-06, “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software” (ASU 2025-06), which updates the threshold for cost capitalization of internal-use software development costs by removing all references to project development stages and adding considerations for evaluating the probable-to-complete recognition threshold. This guidance is effective for annual periods beginning after December 15, 2027, and interim periods within those fiscal years. Early adoption is permitted. We are currently evaluating the provisions of this ASU.

3. Weighted Average Shares Outstanding

Basic earnings per share was calculated using net earnings and the weighted average number of shares of common stock outstanding during the respective period. Diluted earnings per share was calculated using net earnings and the weighted average number of shares of common stock and potential common stock outstanding during the respective period. Potentially dilutive common stock consisted of stock options and restricted stock awards based upon the average trading price of Roper’s common stock. The effects of potential common stock were determined using the treasury stock method.

Weighted average shares outstanding are presented below:


	Three months ended March 31,
		2026	2025
Basic shares outstanding		104.3	107.4
Effect of potential common stock:
Common stock awards		0.3	0.8
Diluted shares outstanding		104.6	108.2

For the three months ended March 31, 2026, there were 2.342 stock-based awards outstanding that were not included in the determination of diluted earnings per share because to do so would have been antidilutive, as compared to 0.844 stock-based awards outstanding that would have been antidilutive in the comparable period of 2025.

4. Business Acquisitions

During the three months ended March 31, 2026, Roper completed one business acquisition for a purchase price of $25.0. This acquisition has been integrated into a business within, and its results are reported in, the Network Software reportable segment.

The results of operations of the acquired business are included in Roper’s Condensed Consolidated Financial Statements from the date of acquisition. Pro forma results of operations and the revenues and net earnings subsequent to the acquisition date have not been presented because the effects of the acquisition were not material to our financial results.

5. Stock-Based Compensation

The Roper Technologies, Inc. 2021 Incentive Plan is a stock-based compensation plan used to grant incentive stock options, nonqualified stock options, restricted stock and restricted stock units (collectively “restricted stock awards”), stock appreciation rights, or equivalent instruments to Roper’s employees, officers, directors, and consultants.

Information regarding the Company’s stock-based compensation expense, included as a component of “Selling, general and administrative expenses” (“SG&A expenses”), is provided in the following table:


	Three months ended March 31,
		2026		2025
Stock-based compensation		$	52.6	$	38.8
Tax benefit recognized in net earnings		$	8.0	$	6.3

The Company accounts for forfeitures of stock-based awards as they occur, with previously recognized compensation reversed in the period in which the awards are forfeited.

Stock Options – During the three months ended March 31, 2026, 0.528 options were granted with a weighted-average fair value of $91.86 per option. During the comparable period in 2025, 0.242 options were granted with a weighted-average fair value of $182.89 per option. All options were granted with an exercise price equal to the closing price of Roper’s common stock on the date of grant, as required by the Company’s stock-based compensation plan.

Roper records compensation expense for employee stock options based on the estimated fair value of the options on the date of grant using the Black-Scholes option valuation model. Historical data is used to estimate the expected price volatility, the expected dividend yield, and the expected option life. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for the expected life of the award.

The following weighted average assumptions were used to estimate the fair value of options granted during the current and prior year periods using the Black-Scholes option valuation model:


	Three months ended March 31,
	2026	2025
Risk-free interest rate (%)	3.81	4.12
Expected option life (years)	5.77	5.74
Expected volatility (%)	21.82	25.07
Expected dividend yield (%)	0.96	0.52

Cash received from option exercises during the three months ended March 31, 2026 and 2025 was $8.3 and $61.1, respectively.

Restricted Stock Awards – During the three months ended March 31, 2026, the Company granted 0.803 shares of restricted stock awards in total, with a weighted-average grant date fair value of $353.92 per share. During the comparable period in 2025, the Company granted 0.342 shares of restricted stock awards in total, with a weighted-average grant date fair value of $608.04 per share. These awards were granted at the fair market value of the shares on the date of grant.

Restricted stock awards include 0.157 and 0.074 performance-based restricted stock awards granted to certain members of the Roper senior leadership team during the three months ended March 31, 2026 and 2025, respectively, with a weighted-average grant date fair value of $353.87 and $663.42 per share, respectively. Such awards include the ability to earn up to 200% of the number of restricted stock awards originally granted contingent upon Roper’s performance over a three-year period.

During the three months ended March 31, 2026, 0.144 restricted stock award shares vested with a weighted-average grant date fair value of $485.37 per share and a weighted-average vest date fair value of $356.15 per share. During the comparable period in 2025, 0.093 restricted stock award shares vested with a weighted-average grant date fair value of $479.18 per share and a weighted-average vest date fair value of $582.56 per share.

Employee Stock Purchase Plan – Roper’s employee stock purchase plan (“ESPP”) allows employees in the U.S. and Canada to designate up to 10% of eligible earnings to purchase Roper’s common stock at a 10% discount on the lower of the closing price on the first and last day of each quarterly offering period. Common stock sold to employees pursuant to the ESPP may be either treasury stock, stock purchased on the open market, or newly issued shares.

During the three months ended March 31, 2026 and 2025, participants of the ESPP purchased 0.023 and 0.016 shares, respectively, of Roper’s common stock for total consideration of $7.4 and $7.2, respectively. All of these shares were purchased from Roper’s treasury shares.

6. Stockholders’ Equity

In October 2025, the Company’s Board of Directors approved a share repurchase program for the repurchase of up to $3,000.0 of the Company’s common stock. Shares of common stock may be repurchased from time to time through open market purchases or privately negotiated transactions, including under repurchase plans complying with Rule 10b5-1 under the Exchange Act, and subject to market conditions, applicable legal requirements, and other relevant factors. The repurchase program does not have a fixed expiration date, does not obligate the Company to acquire any specific number of shares, and may be suspended at any time at the Company’s discretion. The timing, manner, price, and amount of any repurchases made will be determined by the Company in its discretion and will depend on a variety of factors, including price, business and market conditions, corporate and regulatory requirements, alternative investment opportunities, acquisition opportunities, and other factors.

During the three months ended March 31, 2026, the Company repurchased 4.274 shares of its common stock for an aggregate purchase price of $1,500.0 and an average price paid per share of $350.99. The aggregate purchase price and average price paid per share exclude the 1% excise tax imposed by the Inflation Reduction Act of 2022, as amended, and broker commissions. All repurchases were made in open market transactions and there are no current plans to retire repurchased shares. As of March 31, 2026, $1,000.0 of the originally authorized amount remained available for future repurchases under the share repurchase program.

From April 1, 2026 through April 30, 2026, the Company repurchased 1.498 shares of its common stock for an aggregate purchase price of $528.4 and an average price paid per share of $352.87, excluding excise tax and broker commissions.

In April 2026, the Company’s Board of Directors approved an additional $3,000.0 in share repurchase authorization under the program. As of April 30, 2026, total share repurchase authorization of $3,471.6 remained available for future repurchases under the program.

7. Inventories

The components of inventories were as follows:


	March 31, 2026		December 31, 2025
Raw materials and supplies	$	71.5	$	71.8
Work in process	34.7		29.3
Finished products	49.8		51.9
Inventory reserves	(11.5)		(11.3)
Inventories, net	$	144.5	$	141.7

8. Goodwill and Other Intangible Assets

The carrying value of goodwill by segment was as follows:


	Application Software		Network Software		Technology Enabled Products		Total
Balances at December 31, 2025	$	15,917.2	$	4,420.1	$	1,003.9	$	21,341.2
Goodwill acquired	—		17.6		—		17.6

Other	(3.3)		0.2		—		(3.1)
Currency translation adjustments	(5.0)		(2.7)		(0.3)		(8.0)
Balances at March 31, 2026	$	15,908.9	$	4,435.2	$	1,003.6	$	21,347.7

Other relates to purchase accounting adjustments for completed acquisitions.

Other intangible assets were comprised of:


	Cost		Accumulated amortization		Net book value
Assets subject to amortization:
Customer related intangibles	$	12,301.5	$	(3,894.6)	$	8,406.9
Unpatented technology	880.3		(425.6)		454.7

Patents and other protective rights	9.1		(2.3)		6.8

Assets not subject to amortization:
Trade names	895.8		—		895.8

Balances at December 31, 2025	$	14,086.7	$	(4,322.5)	$	9,764.2

Assets subject to amortization:
Customer related intangibles	$	12,292.6	$	(4,062.9)	$	8,229.7
Unpatented technology	886.3		(458.7)		427.6

Patents and other protective rights	9.1		(2.4)		6.7

Assets not subject to amortization:
Trade names	895.0		—		895.0

Balances at March 31, 2026	$	14,083.0	$	(4,524.0)	$	9,559.0

Amortization expense of other intangible assets was $208.1 and $194.5 during the three months ended March 31, 2026 and 2025, respectively.

An evaluation of the carrying value of goodwill and other indefinite-lived intangibles is required to be performed on an annual basis, and on an interim basis if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. There have been no events or changes in circumstances which indicate an interim impairment review is required in 2026. The Company will perform the annual analysis during the fourth quarter of 2026.

9. Long-Term Debt

On March 30, 2026, we entered into a new five-year unsecured credit facility (the “Credit Agreement”) among Roper, the financial institutions from time to time party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Bank of America, N.A. and Wells Fargo Bank, National Association, as syndication agents, and PNC Bank, National Association, Truist Bank, U.S. Bank National Association, The Huntington National Bank, Royal Bank of Canada, The Toronto-Dominion Bank, New York Branch, and MUFG Bank, Ltd., as documentation agents, which replaced the previous $3,500.0 unsecured credit facility, dated as of July 21, 2022. The Credit Agreement comprises a five-year $3,500.0 unsecured revolving credit facility, which includes availability of up to $150.0 for letters of credit, of which $60.0 is committed. Loans under the unsecured credit facility are available in dollars, and letters of credit will be available in dollars and other currencies to be agreed. The Company may also, subject to compliance with specified conditions, request additional term loans or revolving credit commitments in an aggregate amount not to exceed $1,000.0.

The Company has the right to add foreign subsidiaries as borrowers under the Credit Agreement, subject to the satisfaction of specified conditions. The Company will guarantee the payment and performance by foreign subsidiary borrowers for any of their obligations under the Credit Agreement. The Company’s obligations under the Credit Agreement are not guaranteed by any of its subsidiaries. However, the Company has the right, subject to the satisfaction of certain conditions set forth in the Credit Agreement, to cause any of its wholly-owned domestic subsidiaries to become guarantors.

Loans under the Credit Agreement can be borrowed as term Secured Overnight Financing Rate (“SOFR”) loans or Alternate Base Rate (“ABR”) loans, at the Company’s option. Each term SOFR loan will bear interest at a rate per annum equal to the applicable term SOFR rate plus a spread ranging from 0.795% to 1.300%, as determined by the Company’s senior unsecured long-term debt rating at such time. Based on the Company’s current credit rating, the spread for SOFR loans would be 0.920%. Each ABR loan will bear interest at a rate per annum equal to the Alternate Base Rate plus a spread ranging from 0.000% to 0.300%, as determined by the Company’s senior unsecured long-term debt rating at such time. Based on the Company’s current credit rating, the spread for ABR loans would be 0.000%.

Outstanding letters of credit issued under the Credit Agreement are charged a quarterly fee depending on the Company’s senior unsecured long-term debt rating. Based on the Company’s current credit rating, the quarterly fee would be payable at a rate of 0.920% per annum, plus a fronting fee of 0.125% per annum on the undrawn and unexpired amount of all letters of credit.

Additionally, the Company will pay a quarterly facility fee on the used and unused portions of the unsecured revolving credit facility depending on the Company’s senior unsecured long-term debt rating. Based on the Company’s current credit rating, the quarterly facility fee would accrue at a rate of 0.080% per annum.

Amounts outstanding under the Credit Agreement may be accelerated upon the occurrence of customary events of default. The Credit Agreement requires the Company to maintain a Total Debt to Total Capital Ratio of 0.65 to 1.00, or less. Borrowings under the Credit Agreement are prepayable at the Company’s option at any time in whole or in part without premium or penalty.

10. Fair Value

Financial assets and liabilities are valued using market prices on active markets (Level 1), less active markets (Level 2), and little or no market activity (Level 3). Level 1 instrument valuations are obtained from real-time quotes for transactions in active exchange markets involving identical assets. Level 2 instrument valuations are obtained from readily available pricing sources for comparable instruments, identical instruments in less active markets, or models using market observable inputs. Level 3 instrument valuations typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability.

Debt – As of March 31, 2026 and December 31, 2025, the total estimated fair value of Roper’s fixed-rate senior notes was $8,141.6 and $8,287.4, respectively. The fair values of the senior notes are based on the trading prices of each series of notes, which the Company has determined to be Level 2 in the FASB fair value hierarchy.

At March 31, 2026 and December 31, 2025, there were $2,000.0 and $850.0 of borrowings outstanding under our unsecured revolving credit facility, respectively. The carrying value of these borrowings approximates their estimated fair value.

Indicor Equity Investment – As of March 31, 2026 and December 31, 2025, the Company held a 43.4% and 43.8% equity interest in Indicor Equity, LLC (“Indicor”), respectively. We elected to apply the fair value option as we believe this is the most reasonable method to value this equity investment. The fair value of Roper’s equity investment in Indicor is estimated on a quarterly basis and the change in fair value is reported as a component of “Equity investment (gain) loss, net” in our Condensed Consolidated Statements of Earnings.

Although we believe our assumptions are considered reasonable and are consistent with the plans and estimates included in our Annual Report, there is significant judgment applied in determining fair value. Changes in estimates or the application of alternative assumptions could produce significantly different results. Our valuation methodology utilizes the market multiple approach consisting of comparable guideline public companies revenue and earnings multiples to estimate the fair value of this equity investment. The fair value of the investment reflects management’s estimate of assumptions that market participants would use in pricing the equity interest, which the Company has determined to be Level 3 in the FASB fair value hierarchy.

The following table provides a reconciliation of the fair value for our equity investment in Indicor measured using Level 3 inputs:


	Three months ended March 31,
		2026		2025
Beginning balance		$	796.3	$	772.3
Change in fair value		167.3		(44.1)
Ending balance		$	963.6	$	728.2

Receivables Purchase Agreement – Outgo Inc. (“Outgo”), a freight payment software and factoring solutions subsidiary integrated into our DAT business, entered into a receivables purchase agreement (“RPA”) under which certain Outgo factored receivables are sold to a third-party financial institution on a non-recourse basis and derecognized upon sale. Sales of Outgo factored receivables did not result in a material gain or loss. As a part of the RPA, Outgo continues to perform certain collection and administrative functions for receivables sold to the purchaser. Under the agreement, Outgo retains a beneficial interest representing the deferred purchase price, which is repaid following collection of the underlying receivables. The fair value of this beneficial interest was $4.1 at March 31, 2026. Cash inflows received from the beneficial interest totaled $0.9 for the three months ended March 31, 2026 and are reported within other investing activities in the Condensed Consolidated Statement of Cash Flows.

11. Contingencies

Roper, in the ordinary course of business, is party to various pending or threatened legal actions, including product liability, intellectual property, antitrust, data privacy, and employment practices that, in general, are of a nature consistent with those over the past several years. After analyzing the Company’s contingent liabilities on a gross basis and, based upon past experience with resolution of such legal claims and the availability and limits of the primary, excess, and umbrella liability insurance coverages with respect to pending claims, management believes that adequate provision has been made to cover any potential liability not covered by insurance, and that the ultimate liability, if any, arising from these actions should not have a material adverse effect on Roper’s consolidated financial position, results of operations, or cash flows. However, no assurances can be given in this regard.

12. Reportable Segments

The following table presents selected financial information by reportable segment:


	Three months ended March 31, 2026									Three months ended March 31, 2025
	Application Software		Network Software		Technology Enabled Products		Segments Total			Application Software		Network Software		Technology Enabled Products		Segments Total
Net revenues	$	1,191.5	$	427.6	$	476.2		$	2,095.3	$	1,068.2	$	375.9	$	438.7		$	1,882.8
Cost of sales	368.9		67.2		205.4			641.5		347.4		60.3		181.4			589.1
SG&A expenses	503.4		186.6		116.4			806.4		444.0		148.9		103.7			696.6
Operating profit*	$	319.2	$	173.8	$	154.4		$	647.4	$	276.8	$	166.7	$	153.6		$	597.1

Depreciation and other amortization	$	181.0	$	42.8	$	5.7		$	229.5	$	165.6	$	41.3	$	5.4		$	212.3

Capital expenditures	$	6.1	$	1.5	$	5.2		$	12.8	$	4.3	$	2.6	$	2.4		$	9.3
Capitalized software expenditures	$	15.2	$	—	$	0.2		$	15.4	$	12.4	$	—	$	—		$	12.4

* Segment operating profit is before unallocated corporate general and administrative expenses and enterprise-wide stock-based compensation. These expenses were $77.8 and $71.3 for the three months ended March 31, 2026 and 2025, respectively, and are included within consolidated SG&A expenses to arrive at “Income from operations” in our Condensed Consolidated Statements of Earnings. Items below “Income from operations” are not allocated to reportable segments.

The following table presents selected asset information by reportable segment:


	March 31, 2026		December 31, 2025
Total assets:
Application Software	$	25,170.1	$	25,372.6
Network Software	6,419.9		6,458.7
Technology Enabled Products	1,721.0		1,666.0

Segments Total	$	33,311.0	$	33,497.3

13. Revenues from Contracts

Disaggregated Revenue – We disaggregate our revenues by reportable segment into four categories: (i) recurring revenue comprised of Software-as-a-Service (“SaaS”), annual term licenses, and software post-contract support (“PCS”); (ii) reoccurring revenue comprised of transactional and volume-based fees facilitated through our software; (iii) non-recurring revenue comprised of multi-year term and perpetual software licenses, professional services associated with software products and hardware sold with our software licenses; and (iv) product revenue. See details in the table below:


	Three months ended March 31, 2026								Three months ended March 31, 2025
Revenue stream	Application Software		Network Software		Technology Enabled Products		Total		Application Software		Network Software		Technology Enabled Products		Total
Software related
Recurring	$	880.2	$	310.8	$	13.5	$	1,204.5	$	769.4	$	275.3	$	8.9	$	1,053.6
Reoccurring	139.4		84.5		—		223.9		133.9		67.7		—		201.6
Non-recurring	171.9		32.3		—		204.2		164.9		32.9		—		197.8
Total Software Revenue	1,191.5		427.6		13.5		1,632.6		1,068.2		375.9		8.9		1,453.0

Product Revenue	—		—		462.7		462.7		—		—		429.8		429.8
Total Revenue	$	1,191.5	$	427.6	$	476.2	$	2,095.3	$	1,068.2	$	375.9	$	438.7	$	1,882.8

Remaining Performance Obligations – Remaining performance obligations represent the transaction price of firm orders for which work has not yet been performed, excluding unexercised contract options. As of March 31, 2026, total remaining performance obligations were $5,284.5. We expect to recognize revenues on approximately 64%, or $3,392.1, of our remaining performance obligations over the next 12 months (“Backlog”), with the remainder of the revenue to be recognized thereafter.

Contract balances


Balance sheet account	March 31, 2026		December 31, 2025		Change
Unbilled receivables	$	142.7	$	124.0	$	18.7
Deferred revenue – current	(1,792.5)		(1,906.8)		114.3
Deferred revenue – non-current (1)	(165.5)		(170.8)		5.3
Net contract assets/(liabilities)	$	(1,815.3)	$	(1,953.6)	$	138.3

(1) The non-current portion of deferred revenue is included in “Other liabilities” in our Condensed Consolidated Balance Sheets.

The change in our net contract assets/(liabilities) from December 31, 2025 to March 31, 2026 was primarily due to the timing of payments and invoicing related to SaaS and PCS renewals, driven predominantly by the SaaS renewal cycle of our Frontline business which primarily occurs in the third quarter.

The Company records deferred revenue when cash payments are received or due in advance of the Company’s performance relating primarily to SaaS and PCS renewals. Revenue recognized that was included in the deferred revenue balance on December 31, 2025 and 2024 was $849.3 and $774.4 for the three months ended March 31, 2026 and 2025, respectively. In order to determine revenues recognized in the period from contract liabilities, we allocate revenue to the individual deferred revenue balance outstanding at the beginning of the year until the revenue exceeds that balance.

The current and non-current portions of deferred commissions are included in “Prepaid expenses and other current assets” and “Other assets,” respectively, in our Condensed Consolidated Balance Sheets. At March 31, 2026 and December 31, 2025, we had $114.7 and $113.6 of total deferred commissions, respectively.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

You should read the following discussion in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2025 (“Annual Report”) as filed on February 24, 2026 with the U.S. Securities and Exchange Commission (“SEC”) and the Notes to Condensed Consolidated Financial Statements included elsewhere in this Quarterly Report on Form 10-Q (“Quarterly Report”).

Information About Forward-Looking Statements

This report includes “forward-looking statements” within the meaning of the federal securities laws. In addition, we, or our executive officers on our behalf, may from time to time make forward-looking statements in reports and other documents we file with the SEC or in connection with oral statements made to the press, potential investors, or others. All statements that are not historical facts are “forward-looking statements.” Forward-looking statements may be indicated by words or phrases such as “anticipate,” “estimate,” “plans,” “expects,” “projects,” “should,” “will,” “believes,” “intends,” and similar words and phrases. These statements reflect management’s current beliefs and are not guarantees of future performance. They involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied in any forward-looking statement.

Examples of forward-looking statements in this report include but are not limited to statements regarding operating results, the success of our operating plans, our expectations regarding our ability to generate cash and reduce debt and associated interest expense, profit and cash flow expectations, the prospects for newly acquired businesses to be integrated and contribute to future growth, and our expectations regarding growth through acquisitions. Important assumptions relating to the forward-looking statements include, among others, demand for our products, the cost, timing, and success of product upgrades and new product introductions, raw materials costs, expected pricing levels, expected outcomes of pending litigation, competitive conditions, and general economic conditions. These assumptions could prove inaccurate. Although we believe that the estimates and projections reflected in the forward-looking statements are reasonable, our expectations may prove to be incorrect. Important factors that could cause actual results to differ materially from estimates or projections contained in the forward-looking statements include but are not limited to:

•general economic conditions;

•difficulty making acquisitions, including receiving the necessary regulatory approvals (including clearance under the Hart-Scott-Rodino Act in the United States (“U.S.”) and similar antitrust regulations in foreign countries), and successfully integrating acquired businesses;

•any unforeseen liabilities associated with future acquisitions;

•information technology (IT) system failures, data security breaches, network disruptions, and cybersecurity events, including any litigation arising therefrom;

•failure to comply with new data privacy laws and regulations, including any litigation arising therefrom;

•risks and costs associated with our international sales and operations;

•volatile interest rates;

•limitations on our business imposed by our indebtedness;

•product liability, litigation, and insurance risks;

•future competition;

•reduction of business with large customers;

•risks associated with government contracts;

•changes in the supply of, or price for, labor, energy, raw materials, parts, and components, including as a result of inflation or potential supply chain constraints;

•potential write-offs of our goodwill and other intangible assets;

•our ability to successfully develop new products;

•risks associated with the use of artificial intelligence (“AI”), including our ability to develop, deploy, and use AI in our platforms and offerings;

•failure to protect our intellectual property;

•unfavorable changes in foreign exchange rates;

•risks related to changing U.S. and foreign trade policies, including increased trade restrictions or tariffs (including repeal or non-renewal of the United States-Mexico-Canada Agreement);

•increased warranty exposure;

•environmental compliance costs and liabilities;

•the effect of, or change in, government regulations (including tax);

•the impacts of any U.S. government shutdowns;

•economic disruption caused by armed conflicts (such as the conflicts in Ukraine and the Middle East), terrorist attacks, health crises, or other unforeseen geopolitical events; and

•the factors discussed in other reports we file with the SEC from time to time.

You should not place undue reliance on any forward-looking statements, which are based on current expectations. Further, forward-looking statements speak only as of the date they are made, and we undertake no obligation to publicly update any of these statements in light of new information or future events.

Overview

Roper is a diversified technology company. Roper has a proven, long-term, successful track record of compounding cash flow and increasing shareholder value. We operate market leading businesses that design and develop vertical software and technology enabled products for a variety of defensible niche markets.

We pursue consistent and sustainable growth in revenue, earnings, and cash flow by enabling continuous improvement in the operating performance of our businesses and by acquiring other businesses that offer high value-added software, services, technology-enabled products, and solutions that we believe are capable of realizing growth while maintaining high margins.

Critical Accounting Policies

There were no material changes during the three months ended March 31, 2026 to the items that we disclosed as our critical accounting policies and estimates in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report.

Recently Issued Accounting Standards

Information regarding new accounting pronouncements can be found in Note 2 of the Notes to Condensed Consolidated Financial Statements.

Results of Operations

All currency amounts are in millions, percentages are of net revenues

Percentages may not sum due to rounding.

The following table sets forth selected information for the periods indicated:


	Three months ended March 31,
		2026			2025
Net revenues:
Application Software		$	1,191.5		$	1,068.2
Network Software		427.6			375.9
Technology Enabled Products		476.2			438.7

Total		$	2,095.3		$	1,882.8

Gross margin:
Application Software		69.0		%	67.5		%
Network Software		84.3		%	84.0		%
Technology Enabled Products		56.9		%	58.7		%

Total		69.4		%	68.7		%

Selling, general and administrative expenses:
Application Software		(42.2)		%	(41.6)		%
Network Software		(43.6)		%	(39.6)		%
Technology Enabled Products		(24.4)		%	(23.6)		%

Total		(38.5)		%	(37.0)		%

Segment operating margin:
Application Software		26.8		%	25.9		%
Network Software		40.6		%	44.3		%

SEC Form 10-Q filed by Roper Technologies Inc.