trmb-20240329

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 29, 2024
			or
☐			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: 001-14845

TRIMBLE INC.

(Exact name of registrant as specified in its charter)


Delaware (State or other jurisdiction of incorporation or organization)						94-2802192 (I.R.S. Employer Identification Number)

10368 Westmoor Drive, Westminster, CO 80021

(Address of principal executive offices) (Zip Code)

(720) 887-6100

(Registrant’s telephone number, including area code)

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 ý 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 ý 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 definition of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):


Large Accelerated Filer	ý	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 ý

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, $0.001 par value per share	TRMB	NASDAQ Global Select Market

As of January 9, 2025, there were 245,792,054 shares of Common Stock, par value $0.001 per share, outstanding.

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SPECIAL NOTE ON FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which are subject to the “safe harbor” created by those sections. These statements include, among other things:

•general global macroeconomic outlook, including slowing growth, inflationary pressures, and increases in interest rates;

•economic disruptions caused by potential impact of volatility and conflict in the political and economic environment, including the conflicts in the Middle East and between Russia and Ukraine;

•fluctuations in foreign currency exchange rates;

•our ability to convert backlog to revenue;

•the cyclical nature of our hardware revenue;

•the portion of our revenue expected to come from sales to customers located in countries outside of the U.S.;

•our plans to continue to invest in research and development for the active development and introduction of new products and to deliver targeted solutions to the markets we serve;

•our shift towards a more significant mix of recurring revenue;

•our belief that increases in recurring revenue will provide us with enhanced business visibility over time;

•risks associated with our growth strategy, focusing on historically underserved large markets;

•any anticipated benefits or impact to our results of operations and financial conditions from our acquisitions and our ability to successfully integrate the acquired businesses;

•any anticipated benefits associated with the contribution of our precision agriculture business (“Ag”), excluding Global Navigation Satellite System (“GNSS”) and guidance technologies, to a newly formed joint venture, PTx Trimble, and the sale of the majority interest in PTx Trimble to AGCO Corporation (“AGCO”);

•our belief that our cash and cash equivalents and borrowings, along with cash provided by operations, will be sufficient in the foreseeable future to meet our anticipated operating cash needs, including expenditures related to our Connect and Scale strategy, debt service, stock repurchases, and any acquisitions;

•our expectation to use a majority of the remaining proceeds from the Ag divestiture, after tax and repayment of debt, to repurchase stock;

•our ability to conduct, suspend, or discontinue our stock repurchase program subject to the discretion of our management;

•our commitments to environmental, social, and governance matters; and

•our ability to maintain effective internal controls over financial reporting, including our ability to remediate our material weaknesses in our internal control over financial reporting.

The forward-looking statements regarding future events and the future results of Trimble Inc. (“Trimble”, the “Company” or “we” or “our” or “us”) are based on current expectations and the beliefs and assumptions of our management that are subject to risks and uncertainties. Discussions containing such forward-looking statements may be found in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section of this report. Forward-looking statements generally can be identified by words such as “may,” “will,” “should,” “could,” “predicts,” “potential,” “continue,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” and similar expressions. These forward-looking statements involve certain risks and uncertainties that could cause actual results, levels of activity, performance, achievements, and events to differ materially from those implied by such forward-looking statements, including but not limited to those discussed in this report under the section entitled “Risk Factors” and elsewhere, and in other reports we file with the Securities and Exchange Commission (the “SEC”), specifically the most recent Annual Report on Form 10-K for 2023 filed with the SEC on February 26, 2024 (the “2023 Form 10-K”), as amended by Form 10-K/A (the “2023 Form 10-K/A”) filed with the SEC on January 15, 2025, and in other reports we file with the SEC, each as it may be amended from time to time. These forward-looking statements are made as of the date of this report. We undertake no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required by law. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

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TRIMBLE INC.

Form 10-Q for the Quarter Ended March 29, 2024

TABLE OF CONTENTS


		Page
PART I.	FINANCIAL INFORMATION

ITEM 1.	Financial Statements (Unaudited)	4







ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19

ITEM 3.	Quantitative and Qualitative Disclosures about Market Risk	30

ITEM 4.	Controls and Procedures	31


PART II.	OTHER INFORMATION

ITEM 1.	Legal Proceedings	31

ITEM 1A.	Risk Factors	31

ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	32

ITEM 3.	Defaults Upon Senior Securities	32

ITEM 4.	Mine Safety Disclosures	32

ITEM 5.	Other Information	33

ITEM 6.	Exhibits	33


SIGNATURES		34

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PART I – FINANCIAL INFORMATION

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


Index
			Page


Condensed Consolidated Balance Sheets			5
Condensed Consolidated Statements of Income			6
Condensed Consolidated Statements of Comprehensive Income (Loss)			7
Condensed Consolidated Statements of Stockholders’ Equity			8
Condensed Consolidated Statements of Cash Flows			9
Notes to Condensed Consolidated Financial Statements (Unaudited):			10
Note 1. Overview and Accounting Policies			10
Note 2. Common Stock Repurchase			11
Note 3. Acquisition			11
Note 4. Assets Held for Sale			11
Note 5. Intangible Assets and Goodwill			12
Note 6. Inventories			13
Note 7. Segment Information			13
Note 8. Debt			15
Note 9. Fair Value Measurements			16
Note 10. Deferred Revenue and Remaining Performance Obligations			16
Note 11. Earnings per Share			16
Note 12. Income Taxes			17
Note 13. Commitments and Contingencies			17
Note 1 4 . Subsequent Events			17

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TRIMBLE INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)


	As of
	First Quarter of		Year End
	2024		2023

(In millions, except par value)
ASSETS
Current assets:
Cash and cash equivalents	$	255.1	$	229.8
Accounts receivable, net	633.0		706.6
Inventories	230.0		235.7
Prepaid expenses	104.1		89.8
Other current assets	112.1		147.8
Assets held for sale	505.8		421.2
Total current assets	1,840.1		1,830.9
Property and equipment, net	197.9		202.5
Operating lease right-of-use assets	116.8		124.0
Goodwill	5,195.7		5,350.6
Other purchased intangible assets, net	1,168.3		1,243.5
Deferred income tax assets	407.5		412.3
Equity investments	136.4		127.7
Other non-current assets	258.5		247.8
Total assets	$	9,321.2	$	9,539.3
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Short-term debt	$	543.4	$	530.4
Accounts payable	190.9		165.3
Accrued compensation and benefits	137.2		181.2
Deferred revenue	720.1		663.1
Income taxes payable	21.5		39.7
Other current liabilities	181.9		201.3
Liabilities held for sale	40.6		48.3
Total current liabilities	1,835.6		1,829.3
Long-term debt	2,486.9		2,536.2
Deferred revenue, non-current	98.5		98.3
Deferred income tax liabilities	265.4		287.8

Operating lease liabilities	115.4		121.9
Other non-current liabilities	170.3		165.7
Total liabilities	4,972.1		5,039.2
Commitments and contingencies (Note 13)
Stockholders’ equity:
Preferred stock, $0.001 par value; 3.0 shares authorized; none issued and outstanding	—		—
Common stock, $0.001 par value; 360.0 shares authorized; 244.2 and 246.5 shares issued and outstanding at the end of the first quarter of 2024 and year end 2023	0.2		0.2
Additional paid-in-capital	2,240.7		2,214.6
Retained earnings	2,340.8		2,437.4
Accumulated other comprehensive loss	(232.6)		(152.1)


Total stockholders’ equity	4,349.1		4,500.1
Total liabilities and stockholders’ equity	$	9,321.2	$	9,539.3

See accompanying Notes to the Condensed Consolidated Financial Statements.

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TRIMBLE INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)


	First Quarter of
(In millions, except per share amounts)	2024		2023

Revenue:
Product	$	367.1	$	434.4
Subscription and services	586.2		481.0
Total revenue	953.3		915.4
Cost of sales:
Product	207.5		216.2
Subscription and services	124.4

SEC Form 10-Q filed by Trimble Inc.