[Filing Information](index=1&type=section&id=Filing%20Information) This section details Pentair plc's Form 10-Q filing, identifying it as a large accelerated filer incorporated in Ireland with ordinary shares listed on the NYSE [Form 10-Q Details](index=1&type=section&id=Form%2010-Q%20Details) This chapter outlines the specifics of Pentair plc's Q1 2023 Form 10-Q, including its Irish incorporation, NYSE listing, and large accelerated filer status - Filing Type: Quarterly Report on Form 10-Q for the period ended March 31, 2023[2](index=2&type=chunk) - Registrant: Pentair plc, incorporated in Ireland, with its principal executive offices in Twickenham, London, United Kingdom[2](index=2&type=chunk)[3](index=3&type=chunk) Securities Registered | Title of each class | Trading Symbol(s) | Name of each exchange on which registered | | :------------------ | :---------------- | :---------------------------------------- | | Ordinary Shares, nominal value $0.01 per share | PNR | New York Stock Exchange | - Filer Status: Large accelerated filer[4](index=4&type=chunk) - Outstanding Shares: **164,950,305 shares** of common stock outstanding as of March 31, 2023[4](index=4&type=chunk) [PART I FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%20FINANCIAL%20INFORMATION) This part presents Pentair plc's unaudited condensed consolidated financial statements and management's discussion and analysis for Q1 2023 [ITEM 1. Financial Statements](index=3&type=section&id=ITEM%201.%20Financial%20Statements) This section provides Pentair plc's unaudited condensed consolidated financial statements for Q1 2023, showing growth in key income statement metrics driven by pricing and acquisitions [Condensed Consolidated Statements of Operations and Comprehensive Income](index=3&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Income) This statement details Pentair plc's financial performance for the three months ended March 31, 2023, showing increases in net sales, gross profit, and net income Condensed Consolidated Statements of Operations and Comprehensive Income (Three months ended March 31) | In millions, except per-share data | 2023 | 2022 | Change (%) | | :--------------------------------- | :--- | :--- | :--------- | | Net sales | $1,028.6 | $999.6 | 2.9% | | Gross profit | $381.8 | $332.2 | 14.9% | | Operating income | $183.6 | $145.8 | 25.9% | | Net income | $129.7 | $117.6 | 10.3% | | Diluted earnings per ordinary share | $0.79 | $0.70 | 12.9% | - Gross profit as a percentage of net sales increased from **33.2% in Q1 2022 to 37.1% in Q1 2023**[9](index=9&type=chunk) - Operating income as a percentage of net sales increased from **14.6% in Q1 2022 to 17.8% in Q1 2023**[9](index=9&type=chunk) [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This balance sheet provides a snapshot of Pentair plc's financial position as of March 31, 2023, showing changes in assets, liabilities, and equity Condensed Consolidated Balance Sheets (As of March 31, 2023 vs. December 31, 2022) | In millions | March 31, 2023 | December 31, 2022 | Change ($) | Change (%) | | :-------------------------- | :------------- | :---------------- | :--------- | :--------- | | Total current assets | $1,766.7 | $1,558.5 | $208.2 | 13.4% | | Total assets | $6,671.2 | $6,447.5 | $223.7 | 3.5% | | Total current liabilities | $1,001.6 | $1,063.1 | $(61.5) | (5.8)% | | Long-term debt | $2,491.8 | $2,317.3 | $174.5 | 7.5% | | Total liabilities | $3,861.7 | $3,739.4 | $122.3 | 3.3% | | Total equity | $2,809.5 | $2,708.1 | $101.4 | 3.7% | - Accounts receivable, net, increased significantly from **$531.5 million** at December 31, 2022, to **$718.1 million** at March 31, 2023, reflecting an increase of **$186.6 million**[12](index=12&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This statement outlines Pentair plc's cash inflows and outflows from operating, investing, and financing activities for the three months ended March 31, 2023 Condensed Consolidated Statements of Cash Flows (Three months ended March 31) | In millions | 2023 | 2022 | Change ($) | | :------------------------------------ | :----- | :----- | :--------- | | Net cash used for operating activities | $(106.6) | $(131.5) | $24.9 | | Net cash used for investing activities | $(16.2) | $(19.1) | $2.9 | | Net cash provided by financing activities | $133.3 | $153.8 | $(20.5) | | Cash and cash equivalents, end of period | $119.2 | $102.3 | $16.9 | - Operating cash outflow improved by **$24.9 million**, primarily due to a smaller cash outflow from changes in net working capital in 2023 compared to 2022[14](index=14&type=chunk) [Condensed Consolidated Statements of Changes in Equity](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Equity) This statement details the changes in Pentair plc's total equity for the three months ended March 31, 2023, influenced by net income, other comprehensive income, and dividends Condensed Consolidated Statements of Changes in Equity (Three months ended March 31) | In millions | Balance - Dec 31, 2022 | Net Income | Other Comprehensive Income | Dividends Declared | Balance - Mar 31, 2023 | | :---------- | :--------------------- | :--------- | :------------------------- | :----------------- | :--------------------- | | Total Equity | $2,708.1 | $129.7 | $4.9 | $(36.3) | $2,809.5 | - Total equity increased by **$101.4 million** from December 31, 2022, to March 31, 2023, primarily due to net income and other comprehensive income, partially offset by dividends[16](index=16&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanatory notes to Pentair plc's condensed consolidated financial statements, offering further context on accounting policies, revenue, acquisitions, and other financial items [Note 1. Basis of Presentation and Responsibility for Interim Financial Statements](index=7&type=section&id=Note%201.%20Basis%20of%20Presentation%20and%20Responsibility%20for%20Interim%20Financial%20Statements) This note clarifies the preparation basis for the unaudited interim financial statements, adhering to U.S. SEC reporting requirements - The unaudited condensed consolidated financial statements are prepared in accordance with U.S. SEC interim reporting requirements, allowing for condensation or omission of certain GAAP footnotes[18](index=18&type=chunk) - The company's fiscal year ends on December 31, and interim quarterly periods are reported on a calendar quarter basis[20](index=20&type=chunk) [Note 2. Revenue](index=7&type=section&id=Note%202.%20Revenue) This note provides a breakdown of Pentair plc's net sales by geographic region and vertical market, along with details on remaining performance obligations and contract liabilities Geographic Net Sales (Three months ended March 31) | In millions | 2023 | 2022 | Change ($) | Change (%) | | :---------------- | :----- | :----- | :--------- | :--------- | | U.S. | $715.8 | $706.0 | $9.8 | 1.4% | | Western Europe | $127.8 | $117.9 | $9.9 | 8.4% | | Developing | $121.1 | $110.6 | $10.5 | 9.5% | | Other Developed | $63.9 | $65.1 | $(1.2) | (1.9)% | | Consolidated net sales | $1,028.6 | $999.6 | $29.0 | 2.9% | Vertical Market Net Sales (Three months ended March 31) | In millions | 2023 | 2022 | Change ($) | Change (%) | | :---------- | :----- | :----- | :--------- | :--------- | | Residential | $566.4 | $682.8 | $(116.4) | (17.0)% | | Commercial | $273.3 | $149.7 | $123.6 | 82.6% | | Industrial | $188.9 | $167.1 | $21.8 | 13.0% | | Consolidated net sales | $1,028.6 | $999.6 | $29.0 | 2.9% | - Remaining performance obligations on contracts with an original expected duration of one year or more totaled **$98.1 million** as of March 31, 2023, with the majority expected to be recognized within the next 12 to 18 months[23](index=23&type=chunk) - Net contract liabilities decreased by **$8.6 million** from December 31, 2022, to March 31, 2023, primarily due to the timing of milestone payments, with approximately **60%** of December 31, 2022, contract liabilities recognized in Q1 2023 revenue[24](index=24&type=chunk) [Note 3. Acquisitions](index=8&type=section&id=Note%203.%20Acquisitions) This note details Pentair plc's acquisition of Welbilt's Manitowoc Ice business, including the purchase price and preliminary allocation of goodwill and intangible assets - In July 2022, Pentair acquired Welbilt's Manitowoc Ice business for approximately **$1.6 billion** in cash, enhancing its Water Solutions segment with commercial ice machine design, manufacturing, and distribution[25](index=25&type=chunk)[26](index=26&type=chunk) - The preliminary purchase price allocation for Manitowoc Ice was revised as of March 31, 2023, with goodwill preliminarily allocated at **$791.0 million**, reflecting future economic benefits from synergies[28](index=28&type=chunk)[29](index=29&type=chunk) - Identifiable intangible assets acquired include **$588.4 million** in definite-lived customer relationships (20-year useful life), **$78.4 million** in indefinite-lived trade names, and **$47.1 million** in definite-lived proprietary technology (10-year useful life)[30](index=30&type=chunk) [Note 4. Share Plans](index=10&type=section&id=Note%204.%20Share%20Plans) This note outlines Pentair plc's share-based compensation expense and the number of awards issued under its equity incentive plans Share-Based Compensation Expense (Three months ended March 31) | In millions | 2023 | 2022 | | :-------------------------- | :----- | :----- | | Restricted stock units | $3.7 | $3.6 | | Stock options | $1.1 | $1.0 | | Performance share units | $2.4 | $2.3 | | Total share-based compensation expense | $7.2 | $6.9 | - In Q1 2023, approximately **0.9 million** share-based compensation awards were issued, comprising **0.3 million** RSUs, **0.4 million** stock options, and **0.2 million** PSUs[33](index=33&type=chunk) [Note 5. Restructuring and Transformation Program](index=10&type=section&id=Note%205.%20Restructuring%20and%20Transformation%20Program) This note details Pentair plc's ongoing Transformation Program, including restructuring initiatives and associated costs aimed at accelerating growth and margin expansion - Pentair launched a Transformation Program in 2021 to accelerate growth and drive margin expansion through operational excellence, complexity reduction, and process streamlining[35](index=35&type=chunk) - During Q1 2023, the company initiated and continued restructuring initiatives, including a reduction of approximately **200** hourly and salaried employees, to reduce fixed costs and realign the business[36](index=36&type=chunk) Total Restructuring and Transformation Costs (Three months ended March 31) | In millions | 2023 | 2022 | | :------------------------------------ | :----- | :----- | | Total restructuring costs | $3.1 | $1.9 | | Total transformation costs | $8.5 | $5.5 | | Total restructuring and transformation costs | $11.6 | $7.4 | [Note 6. Earnings Per Share](index=12&type=section&id=Note%206.%20Earnings%20Per%20Share) This note presents Pentair plc's basic and diluted earnings per ordinary share for the three months ended March 31, 2023 Earnings Per Ordinary Share (Three months ended March 31) | In millions, except per-share data | 2023 | 2022 | | :--------------------------------- | :----- | :----- | | Basic earnings per ordinary share | $0.79 | $0.71 | | Diluted earnings per ordinary share | $0.79 | $0.70 | - Weighted average ordinary shares outstanding (basic) were **164.8 million** in Q1 2023, down from **165.3 million** in Q1 2022[39](index=39&type=chunk) [Note 7. Accounts Receivable](index=12&type=section&id=Note%207.%20Accounts%20Receivable) This note provides information on Pentair plc's accounts receivable, including the allowance for credit losses and bad debt expense - The allowance for credit losses increased to **$11.4 million** at March 31, 2023, from **$10.8 million** at December 31, 2022, with bad debt expense of **$0.1 million** incurred in Q1 2023[41](index=41&type=chunk) [Note 8. Supplemental Balance Sheet Information](index=13&type=section&id=Note%208.%20Supplemental%20Balance%20Sheet%20Information) This note provides detailed breakdowns of Pentair plc's inventories and other current liabilities as of March 31, 2023 Inventories (As of March 31, 2023 vs. December 31, 2022) | In millions | March 31, 2023 | December 31, 2022 | | :-------------------- | :------------- | :---------------- | | Raw materials and supplies | $414.1 | $404.1 | | Work-in-process | $105.6 | $95.6 | | Finished goods | $263.1 | $290.3 | | Total inventories | $782.8 | $790.0 | Other Current Liabilities (As of March 31, 2023 vs. December 31, 2022) | In millions | March 31, 2023 | December 31, 2022 | | :-------------------------- | :------------- | :---------------- | | Dividends payable | $36.3 | $36.2 | | Accrued warranty | $66.1 | $63.1 | | Accrued rebates and incentives | $177.9 | $200.1 | | Accrued restructuring | $19.8 | $23.2 | | Total other current liabilities | $576.2 | $602.1 | [Note 9. Goodwill and Other Identifiable Intangible Assets](index=14&type=section&id=Note%209.%20Goodwill%20and%20Other%20Identifiable%20Intangible%20Assets) This note details Pentair plc's goodwill by reportable segment and identifiable intangible assets, including amortization expense Goodwill by Reportable Segment (As of March 31, 2023) | In millions | December 31, 2022 | Purchase Accounting Adjustments | Foreign Currency Translation | March 31, 2023 | | :-------------------------- | :------------------ | :------------------------------ | :--------------------------- | :------------- | | Industrial & Flow Technologies | $747.6 | — | $8.1 | $755.7 | | Water Solutions | $1,398.1 | $0.5 | $2.0 | $1,400.6 | | Pool | $1,106.9 | — | — | $1,106.9 | | Total goodwill | $3,252.6 | $0.5 | $10.1 | $3,263.2 | Identifiable Intangible Assets (As of March 31, 2023 vs. December 31, 2022) | In millions | March 31, 2023 Net | December 31, 2022 Net | | :-------------------------- | :----------------- | :-------------------- | | Definite-life intangibles | $831.9 | $845.7 | | Indefinite-life intangibles | $250.0 | $248.9 | | Total intangibles | $1,081.9 | $1,094.6 | - Identifiable intangible asset amortization expense was **$13.8 million** for the three months ended March 31, 2023, an increase from **$6.6 million** in the prior year, primarily due to the Manitowoc Ice acquisition[43](index=43&type=chunk) [Note 10. Debt](index=15&type=section&id=Note%2010.%20Debt) This note provides a comprehensive overview of Pentair plc's debt structure, including revolving credit facilities, term loans, senior notes, and associated covenants Debt Outstanding (As of March 31, 2023 vs. December 31, 2022) | In millions | March 31, 2023 | December 31, 2022 | | :-------------------------- | :------------- | :---------------- | | Revolving credit facility | $493.6 | $320.0 | | Term Loan Facility | $1,000.0 | $1,000.0 | | Senior notes - fixed rate | $819.3 | $819.3 | | Total debt | $2,491.8 | $2,317.3 | - Total debt increased by **$174.5 million** from December 31, 2022, to March 31, 2023, primarily due to increased borrowings under the revolving credit facility[45](index=45&type=chunk) - The company has a **$900.0 million** senior unsecured revolving credit facility (maturity Dec 2026) and a **$200.0 million** senior unsecured term loan facility (maturity Dec 2024)[45](index=45&type=chunk) - A **$1.0 billion** senior unsecured Term Loan Facility (maturity July 2027) and **$400.0 million** in 5.900% Senior Notes due 2032 were used to finance the Manitowoc Ice acquisition[47](index=47&type=chunk)[48](index=48&type=chunk) - Debt agreements include covenants such as a Leverage Ratio not exceeding **3.75 to 1.00** and an EBITDA to consolidated interest expense ratio not less than **3.00 to 1.00**[49](index=49&type=chunk) [Note 11. Derivatives and Financial Instruments](index=16&type=section&id=Note%2011.%20Derivatives%20and%20Financial%20Instruments) This note describes Pentair plc's use of derivative financial instruments to manage market risks related to foreign currency exchange rates and interest rates - Pentair uses derivative financial instruments, including foreign currency contracts, cross currency swaps, and interest rate swaps/collars, to manage market risks related to foreign currency exchange rates and interest rates[53](index=53&type=chunk)[54](index=54&type=chunk)[56](index=56&type=chunk)[57](index=57&type=chunk)[58](index=58&type=chunk) - As of March 31, 2023, outstanding foreign currency derivative contracts had gross notional U.S. dollar equivalent amounts of **$17.1 million**[55](index=55&type=chunk) - The company entered into floating-to-fixed interest rate swap agreements with a combined notional amount of **$300.0 million** and interest rate collar agreements with a notional value of **$200.0 million** to hedge interest rate variability[57](index=57&type=chunk)[58](index=58&type=chunk) [Note 12. Income Taxes](index=18&type=section&id=Note%2012.%20Income%20Taxes) This note provides information on Pentair plc's effective income tax rate and the total gross liability for uncertain tax positions - The effective income tax rate for the three months ended March 31, 2023, was **14.6%**, a decrease from **15.4%** in the prior year, primarily driven by a favorable mix of global earnings[64](index=64&type=chunk) - The total gross liability for uncertain tax positions remained at **$39.6 million** as of March 31, 2023, and December 31, 2022[65](index=65&type=chunk) [Note 13. Benefit Plans](index=19&type=section&id=Note%2013.%20Benefit%20Plans) This note details Pentair plc's net periodic benefit expense for pension plans for the three months ended March 31, 2023 Net Periodic Benefit Expense for Pension Plans (Three months ended March 31) | In millions | 2023 | 2022 | | :-------------------------- | :----- | :----- | | Service cost | $0.4 | $0.6 | | Interest cost | $1.0 | $0.6 | | Expected return on plan assets | $(0.2) | $(0.1) | | Net periodic benefit expense | $1.2 | $1.1 | [Note 14. Shareholders' Equity](index=19&type=section&id=Note%2014.%20Shareholders%27%20Equity) This note provides information on Pentair plc's share repurchase authorization and declared cash dividends - As of March 31, 2023, Pentair had **$600.0 million** available for share repurchases under an authorization expiring December 31, 2025; no ordinary shares were repurchased in Q1 2023[68](index=68&type=chunk) - A quarterly cash dividend of **$0.22 per share** was declared on February 20, 2023, resulting in **$36.3 million** in dividends payable at March 31, 2023[69](index=69&type=chunk) [Note 15. Segment Information](index=19&type=section&id=Note%2015.%20Segment%20Information) This note outlines Pentair plc's reorganized reporting segments and provides net sales and segment income performance for each - Effective January 1, 2023, Pentair reorganized its reporting segments into Industrial & Flow Technologies, Water Solutions, and Pool to improve customer experience, differentiate products, and drive profitability[70](index=70&type=chunk) Net Sales by Reportable Segment (Three months ended March 31) | In millions | 2023 | 2022 | Change ($) | Change (%) | | :-------------------------- | :----- | :----- | :--------- | :--------- | | Industrial & Flow Technologies | $391.8 | $358.1 | $33.7 | 9.4% | | Water Solutions | $272.0 | $205.8 | $66.2 | 32.2% | | Pool | $364.3 | $435.4 | $(71.1) | (16.3)% | | Consolidated | $1,028.6 | $999.6 | $29.0 | 2.9% | Segment Income by Reportable Segment (Three months ended March 31) | In millions | 2023 | 2022 | Change ($) | Change (%) | | :-------------------------- | :----- | :----- | :--------- | :--------- | | Industrial & Flow Technologies | $65.0 | $52.2 | $12.8 | 24.5% | | Water Solutions | $52.4 | $22.2 | $30.2 | 136.0% | | Pool | $116.2 | $116.3 | $(0.1) | (0.1)% | | Consolidated | $211.0 | $172.1 | $38.9 | 22.6% | [Note 16. Commitments and Contingencies](index=21&type=section&id=Note%2016.%20Commitments%20and%20Contingencies) This note details Pentair plc's accrued warranty balance and outstanding bonds, letters of credit, and bank guarantees - The accrued warranty balance increased to **$66.1 million** at March 31, 2023, from **$63.1 million** at the beginning of the period, with a provision of **$20.9 million** and payments of **$18.0 million** in Q1 2023[75](index=75&type=chunk) - Outstanding bonds, letters of credit, and bank guarantees totaled **$101.6 million** as of March 31, 2023, up from **$99.7 million** at December 31, 2022[77](index=77&type=chunk) [ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=ITEM%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section offers management's analysis of Pentair plc's Q1 2023 financial performance, highlighting strategic objectives, consolidated results, segment performance, and liquidity management amidst market challenges [Forward-looking Statements](index=22&type=section&id=Forward-looking%20Statements) This section cautions that the report contains forward-looking statements subject to various risks and uncertainties - The report contains forward-looking statements subject to risks and uncertainties, including global economic conditions, supply chain issues, inflation, currency volatility, and the ability to integrate acquisitions[79](index=79&type=chunk) [Overview](index=22&type=section&id=Overview) This overview introduces Pentair plc as a global provider of smart, sustainable water solutions, detailing its three reporting segments and a key acquisition - Pentair provides smart, sustainable water solutions globally, operating through three reporting segments: Industrial & Flow Technologies (**38% of Q1 2023 revenue**), Water Solutions (**26%**), and Pool (**36%**)[80](index=80&type=chunk) - The Water Solutions segment was expanded by the July 2022 acquisition of Welbilt's Manitowoc Ice business for approximately **$1.6 billion**[82](index=82&type=chunk) [Key Trends and Uncertainties Regarding Our Existing Business](index=23&type=section&id=Key%20Trends%20and%20Uncertainties%20Regarding%20Our%20Existing%20Business) This section outlines Pentair plc's operating objectives and capital allocation priorities for 2023, addressing ongoing supply chain and inflationary challenges - Operating objectives for 2023 focus on delivering core business, building for the future, driving margin growth through restructuring and transformation, and addressing supply chain challenges and inflationary costs[83](index=83&type=chunk)[86](index=86&type=chunk) - Strategic capital allocation priorities include maintaining an investment-grade rating, reducing long-term debt, returning cash to shareholders via dividends and share repurchases, and pursuing strategically-aligned M&A[83](index=83&type=chunk)[86](index=86&type=chunk) - The company expects supply chain pressures and inflationary cost increases to continue throughout 2023, despite pricing actions and productivity initiatives[83](index=83&type=chunk) [Consolidated Results of Operations](index=24&type=section&id=Consolidated%20Results%20of%20Operations) This section analyzes Pentair plc's consolidated financial performance for Q1 2023, highlighting net sales growth, gross profit margin improvement, and increased net interest expense Consolidated Results of Operations (Three months ended March 31) | In millions | 2023 | 2022 | Change ($) | Change (%) | | :------------------------------------------ | :----- | :----- | :--------- | :--------- | | Net sales | $1,028.6 | $999.6 | $29.0 | 2.9% | | Gross profit | $381.8 | $332.2 | $49.6 | 14.9% | | Operating income | $183.6 | $145.8 | $37.8 | 25.9% | | Income from continuing operations before income taxes | $150.5 | $140.0 | $10.5 | 7.5% | - Net sales increased by **2.9%**, driven by a **9.3% price increase** and **6.6% from acquisitions**, partially offset by an **11.9% volume decrease** and **1.1% unfavorable currency effects**[88](index=88&type=chunk) - Gross profit margin improved by **3.9 percentage points to 37.1%**, primarily due to price increases and productivity gains in Water Solutions and Industrial & Flow Technologies, despite inflationary costs and asset impairments[85](index=85&type=chunk)[89](index=89&type=chunk) - Net interest expense increased significantly due to higher debt from the Manitowoc Ice acquisition and increased variable interest rates[90](index=90&type=chunk) [Segment Results of Operations](index=26&type=section&id=Segment%20Results%20of%20Operations) This section provides a detailed analysis of the financial performance for Pentair plc's Industrial & Flow Technologies, Water Solutions, and Pool segments [Industrial & Flow Technologies](index=26&type=section&id=Industrial%20%26%20Flow%20Technologies) This section reviews the Industrial & Flow Technologies segment's Q1 2023 performance, noting net sales growth and improved segment income percentage Industrial & Flow Technologies Performance (Three months ended March 31) | In millions | 2023 | 2022 | Change (%) | | :---------- | :----- | :----- | :--------- | | Net sales | $391.8 | $358.1 | 9.4% | | Segment income | $65.0 | $52.2 | 24.5% | | % of net sales | 16.6% | 14.6% | 2.0 pts | - Net sales growth of **9.4%** was driven by a **10.2% price increase** and **1.2% volume growth** in commercial flow and industrial solutions, partially offset by **2.0% unfavorable currency effects**[94](index=94&type=chunk) - Segment income as a percentage of net sales increased by **2.0 percentage points**, primarily due to price increases and productivity from manufacturing leverage and transformation initiatives, despite inflationary costs[95](index=95&type=chunk)[96](index=96&type=chunk) [Water Solutions](index=28&type=section&id=Water%20Solutions) This section examines the Water Solutions segment's Q1 2023 performance, highlighting significant net sales growth and improved segment income percentage driven by acquisitions and pricing Water Solutions Performance (Three months ended March 31) | In millions | 2023 | 2022 | Change (%) | | :---------- | :----- | :----- | :--------- | | Net sales | $272.0 | $205.8 | 32.2% | | Segment income | $52.4 | $22.2 | 136.0% | | % of net sales | 19.3% | 10.8% | 8.5 pts | - Net sales increased by **32.2%**, primarily due to the Manitowoc Ice acquisition (**32.1%**) and price increases (**4.8%**), partially offset by decreased residential sales volume and unfavorable currency[98](index=98&type=chunk) - Segment income as a percentage of net sales increased by **8.5 percentage points**, driven by the Manitowoc Ice acquisition, price increases, and productivity from transformation and restructuring initiatives, despite inflationary costs[99](index=99&type=chunk)[100](index=100&type=chunk) [Pool](index=29&type=section&id=Pool) This section analyzes the Pool segment's Q1 2023 performance, noting a decrease in net sales due to volume declines but an increase in segment income percentage due to pricing Pool Segment Performance (Three months ended March 31) | In millions | 2023 | 2022 | Change (%) | | :---------- | :----- | :----- | :--------- | | Net sales | $364.3 | $435.4 | (16.3)% | | Segment income | $116.2 | $116.3 | (0.1)% | | % of net sales | 31.9% | 26.7% | 5.2 pts | - Net sales decreased by **16.3%**, primarily due to a **26.9% volume decrease** caused by unusual U.S. weather, higher channel inventory, and lower demand, partially offset by **10.8% price increases**[101](index=101&type=chunk)[103](index=103&type=chunk) - Segment income as a percentage of net sales increased by **5.2 percentage points**, mainly due to price increases mitigating inflationary cost increases[102](index=102&type=chunk)[104](index=104&type=chunk) [Backlog of Orders by Segment](index=30&type=section&id=Backlog%20of%20Orders%20by%20Segment) This section presents the backlog of orders by segment, highlighting a significant decrease in total backlog driven by the Pool segment Backlog of Orders by Segment (As of March 31, 2023 vs. December 31, 2022) | In millions | March 31, 2023 | December 31, 2022 | Change ($) | Change (%) | | :-------------------------- | :------------- | :---------------- | :--------- | :--------- | | Industrial & Flow Technologies | $469.0 | $512.1 | $(43.1) | (8.4)% | | Water Solutions | $206.2 | $193.5 | $12.7 | 6.6% | | Pool | $76.9 | $289.6 | $(212.7) | (73.4)% | | Total | $752.1 | $995.2 | $(243.1) | (24.4)% | - Total backlog decreased by **24.4%** from December 31, 2022, primarily driven by a significant reduction in the Pool segment's backlog as it returned to more historical levels due to increased manufacturing capacity and improved lead times[106](index=106&type=chunk) [Liquidity and Capital Resources](index=30&type=section&id=Liquidity%20and%20Capital%20Resources) This section discusses Pentair plc's funding sources and seasonal cash flow patterns, affirming sufficient liquidity for the next twelve months - Pentair funds cash requirements through operations, existing revolving credit facilities, and debt/equity offerings, expecting sufficient liquidity for the next twelve months[107](index=107&type=chunk)[110](index=110&type=chunk) - The company experiences seasonal cash flows, with cash usage in Q1 typically reversing in Q2 due to peak seasonal demand for pool and certain pumping equipment[108](index=108&type=chunk)[109](index=109&type=chunk) [Free Cash Flow](index=32&type=section&id=Free%20Cash%20Flow) This section presents Pentair plc's free cash flow, a non-GAAP measure, for the three months ended March 31, 2023 Free Cash Flow (Three months ended March 31) | In millions | 2023 | 2022 | | :------------------------------------ | :----- | :----- | | Net cash used for operating activities | $(106.6) | $(131.5) | | Capital expenditures | $(16.6) | $(17.7) | | Proceeds from sale of property and equipment | $0.2 | — | | Free cash flow | $(123.0) | $(149.2) | - Free cash flow, a non-GAAP measure, improved to **$(123.0) million** in Q1 2023 from **$(149.2) million** in Q1 2022, indicating reduced cash usage[117](index=117&type=chunk) [Debt and Capital](index=32&type=section&id=Debt%20and%20Capital) This section details Pentair plc's debt structure, including credit facilities, term loans, senior notes, and compliance with debt covenants - Pentair's Senior Credit Facility includes a **$900.0 million** revolving credit facility (maturity Dec 2026) and a **$200.0 million** term loan facility (maturity Dec 2024), with **$406.4 million** total availability as of March 31, 2023[118](index=118&type=chunk)[119](index=119&type=chunk) - The company has a **$1.0 billion** Term Loan Facility (maturity July 2027) and **$400.0 million** in 5.900% Senior Notes due 2032, primarily used to finance the Manitowoc Ice acquisition[120](index=120&type=chunk)[121](index=121&type=chunk) - Debt covenants require a Leverage Ratio not exceeding **3.75 to 1.00** and an EBITDA to consolidated interest expense ratio not less than **3.00 to 1.00**[122](index=122&type=chunk)[123](index=123&type=chunk) [Share Repurchases](index=33&type=section&id=Share%20Repurchases) This section reports on Pentair plc's share repurchase authorization and confirms no open market repurchases occurred in Q1 2023 - As of March 31, 2023, **$600.0 million** remained available for share repurchases under an authorization expiring December 31, 2025; no ordinary shares were repurchased in Q1 2023[126](index=126&type=chunk) [Dividends Payable](index=33&type=section&id=Dividends%20Payable) This section details the quarterly cash dividend declared by Pentair plc and the total dividends paid in Q1 2023 - A quarterly cash dividend of **$0.22 per share** was declared on February 20, 2023, resulting in **$36.3 million** in dividends payable at March 31, 2023[127](index=127&type=chunk) - Dividends paid in Q1 2023 totaled **$36.2 million** (**$0.22 per share**), compared to **$34.7 million** (**$0.21 per share**) in Q1 2022[128](index=128&type=chunk) [Supplemental Guarantor Information](index=33&type=section&id=Supplemental%20Guarantor%20Information) This section provides summarized financial information for Pentair plc as the Parent Company Guarantor and its Subsidiary Issuer - Pentair plc (Parent Company Guarantor) fully and unconditionally guarantees the senior notes of Pentair Finance S.à r.l (Subsidiary Issuer)[130](index=130&type=chunk) Summarized Financial Information for Guarantor and Issuer (Combined Basis) | In millions | March 31, 2023 | December 31, 2022 | | :-------------------- | :------------- | :---------------- | | Current assets | $2.0 | $2.4 | | Noncurrent assets | $2,680.6 | $2,677.4 | | Current liabilities | $961.0 | $1,068.6 | | Noncurrent liabilities | $2,805.9 | $2,640.3 | [Critical Accounting Policies](index=34&type=section&id=Critical%20Accounting%20Policies) This section confirms no material changes to Pentair plc's critical accounting policies and estimates from the prior annual report - There have been no material changes to the critical accounting policies and estimates from those disclosed in the Annual Report on Form 10-K for the year ended December 31, 2022[134](index=134&type=chunk) [ITEM 3. Quantitative and Qualitative Disclosures about Market Risk](index=35&type=section&id=ITEM%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section confirms no material changes in Pentair plc's market risk during Q1 2023, referencing the prior annual report for detailed disclosures - No material changes in market risk occurred during the quarter ended March 31, 2023[136](index=136&type=chunk) [ITEM 4. Controls and Procedures](index=35&type=section&id=ITEM%204.%20Controls%20and%20Procedures) This section affirms the effectiveness of Pentair plc's disclosure controls and procedures, noting ongoing internal control integration for the Manitowoc Ice acquisition [Evaluation of Disclosure Controls and Procedures](index=35&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) This section confirms the effectiveness of Pentair plc's disclosure controls and procedures at a reasonable assurance level as of March 31, 2023 - Management, including the CEO and CFO, concluded that disclosure controls and procedures were effective at a reasonable assurance level as of March 31, 2023[137](index=137&type=chunk) [Changes in Internal Control over Financial Reporting](index=35&type=section&id=Changes%20in%20Internal%20Control%20over%20Financial%20Reporting) This section notes ongoing internal control integration for the Manitowoc Ice acquisition, with no other material changes to financial reporting controls - The company is reviewing and augmenting internal controls for the Manitowoc Ice acquisition; no other material changes to internal control over financial reporting occurred in Q1 2023[138](index=138&type=chunk) [PART II OTHER INFORMATION](index=35&type=section&id=PART%20II%20OTHER%20INFORMATION) This part covers other information for Pentair plc, including legal proceedings, risk factors, equity security sales, exhibits, and required signatures [ITEM 1. Legal Proceedings](index=35&type=section&id=ITEM%201.%20Legal%20Proceedings) This section discloses Pentair plc's involvement in various legal actions and potential claims arising from its business operations - Pentair is subject to various legal proceedings and potential claims related to its business, including commercial, contractual, regulatory, intellectual property, environmental, product liability, and employment matters[140](index=140&type=chunk) [ITEM 1A. Risk Factors](index=35&type=section&id=ITEM%201A.%20Risk%20Factors) This section confirms no material changes to the risk factors previously disclosed in Pentair plc's Annual Report on Form 10-K - No material changes from the risk factors disclosed in the Annual Report on Form 10-K for the year ended December 31, 2022[141](index=141&type=chunk) [ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=36&type=section&id=ITEM%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section details shares surrendered by employees for tax obligations related to equity plans and confirms no open market share repurchases in Q1 2023 Purchases of Ordinary Shares (Q1 2023) | Period | Total number of shares purchased | Average price paid per share | | :---------------------- | :----------------------------- | :--------------------------- | | January 1 - January 28 | 16,498 | $45.45 | | January 29 - February 25 | 49,111 | $54.81 | | February 26 - March 31 | 57,312 | $55.29 | | Total | 122,921 | | - The shares purchased represent shares deemed surrendered by employees to satisfy exercise price or withholding tax obligations related to equity incentive plans[143](index=143&type=chunk)[144](index=144&type=chunk) - As of March 31, 2023, **$600.0 million** remained available under the **$750.0 million** share repurchase authorization, which expires on December 31, 2025; no shares were repurchased as part of publicly announced plans in Q1 2023[143](index=143&type=chunk)[144](index=144&type=chunk) [ITEM 6. Exhibits](index=37&type=section&id=ITEM%206.%20Exhibits) This section lists the exhibits accompanying the Form 10-Q, including CEO and CFO certifications and iXBRL-formatted financial statements - Exhibits include certifications from the Chief Executive Officer (31.1, 32.1) and Chief Financial Officer (31.2, 32.2)[147](index=147&type=chunk) - Financial statements are filed in iXBRL (Inline Extensible Business Reporting Language) format[147](index=147&type=chunk) [Signatures](index=38&type=section&id=Signatures) This section contains the required signatures for the Quarterly Report on Form 10-Q, confirming its submission by Pentair plc's Executive Vice President, CFO, and CAO - The report was signed on April 27, 2023, by Robert P. Fishman, Executive Vice President, Chief Financial Officer, and Chief Accounting Officer of Pentair plc[149](index=149&type=chunk)[150](index=150&type=chunk)

Pentair plc (NYSE:PNR) Q1 2023 Earnings Conference Call April 27, 2023 9:00 AM ET Company Participants Shelly Hubbard – Vice President-Investor Relations John Stauch – President and Chief Executive Officer Bob Fishman – Chief Financial Officer Conference Call Participants Mike Halloran – Baird Bryan Blair – Oppenheimer Brett Linzey – Mizuho Americas Andy Kaplowitz – Citigroup Saree Boroditsky – Jefferies Nathan Jones – Stifel Steve Tusa – JPMorgan Scott Graham – Loop Capital Markets Deane Dray – RBC Capita ...

Forward-Looking Statements Additional information concerning these and other factors is contained in our filings with the U.S. Securities and Exchange Commission (the "SEC"), including our Annual Report on Form 10-K for the year ended December 31, 2022. All forward-looking statements, including all financial forecasts, speak only as of the date of this presentation. Pentair assumes no obligation, and disclaims any obligation, to update the information contained in this presentation. 2 Q1 2023 Earnings Relea ...

PART I [Business Overview](index=4&type=section&id=ITEM%201.%20BUSINESS) Pentair plc, a sustainable water solutions company, acquired Manitowoc Ice for **$1.6 billion** in 2022 and restructured into Pool, Water Solutions, and Industrial & Flow Technologies segments - Pentair's vision is to be the world's most valuable sustainable water solutions company[14](index=14&type=chunk) - The company was established in Ireland in 2014 with tax residency in the UK[14](index=14&type=chunk) - Acquired Welbilt's Manitowoc Ice business for approximately **$1.6 billion** in cash on July 28, 2022[15](index=15&type=chunk) - The Consumer Solutions segment focuses on residential and commercial pool equipment and water treatment products, primarily targeting the B2C market[18](index=18&type=chunk) - In 2022, pool business accounted for approximately **60%** of Consumer Solutions sales, with water treatment and water solutions making up about **40%**[19](index=19&type=chunk)[20](index=20&type=chunk) - The Industrial & Flow Technologies segment manufactures and sells various fluid handling products, pumps, valves, and nozzles, primarily serving the B2B market[25](index=25&type=chunk) - In 2022, residential and irrigation fluid business accounted for approximately **45%** of Industrial & Flow Technologies sales, commercial and infrastructure fluid business about **25%**, and industrial solutions business about **30%**[26](index=26&type=chunk) - Effective January 1, 2023, the company reorganized its reporting segments into three divisions: Pool, Water Solutions, and Industrial & Flow Technologies[31](index=31&type=chunk) Net Sales and Segment Income by New Segment (2020-2022) | In millions | 2022 | 2021 | 2020 | | :----------------------------- | :----- | :----- | :----- | | **Net Sales** | | | | | Pool | $1,632.7 | $1,572.0 | $1,123.5 | | Water Solutions | 986.8 | 769.9 | 619.4 | | Industrial & Flow Technologies | 1,500.8 | 1,421.4 | 1,273.6 | | Other | 1.5 | 1.5 | 1.3 | | **Consolidated Net Sales** | **$4,121.8** | **$3,764.8** | **$3,017.8** | | **Segment Income (Loss)** | | | | | Pool | $462.1 | $452.7 | $321.4 | | Water Solutions | 149.0 | 101.7 | 97.7 | | Industrial & Flow Technologies | 242.3 | 213.3 | 164.6 | | Other | (85.7) | (81.8) | (66.1) | | **Consolidated Segment Income** | **$767.7** | **$685.9** | **$517.6** | - As of December 31, 2022, the company had approximately **11,250 employees** globally, with about **53%** in the United States[42](index=42&type=chunk) Workforce Diversity (As of December 31, 2022) | Category | Workforce Percentage | Leadership Positions Percentage | | :------- | :----------- | :------------- | | Minority (U.S.) | 40% | 25% | | Female (Global) | 32% | 32% | - The company is committed to providing a safe workplace and encourages employees to report potential safety concerns[49](index=49&type=chunk) - The company is committed to integrating ESG goals and publishes an annual Corporate Social Responsibility report[51](index=51&type=chunk)[52](index=52&type=chunk) [Risk Factors](index=9&type=section&id=ITEM%201A.%20Risk%20Factors) The company faces diverse risks from global economic volatility, intense competition, M&A integration, cost inflation, supply chain disruptions, and international operations, compounded by rising debt, environmental liabilities, asbestos litigation, and cybersecurity threats - Global economic and business conditions, including inflation and geopolitical conflicts, impact product demand[58](index=58&type=chunk) - Intense market competition may pressure profit margins and limit market share growth[59](index=59&type=chunk) - Future growth depends on successful adaptation of products and services to local markets and the development or acquisition of new technologies[60](index=60&type=chunk) - Mergers and acquisitions may involve significant cash outlays, increased debt, equity issuance, operating losses, and integration difficulties[61](index=61&type=chunk)[62](index=62&type=chunk) - Experienced inflationary increases in raw material, logistics, energy, and labor costs in 2021 and 2022, with expectations for continuation in 2023[64](index=64&type=chunk) - Supply chain disruptions may impact production and delivery capabilities, negatively affecting business and profitability[65](index=65&type=chunk) - The COVID-19 pandemic may continue to negatively impact customer demand, workforce, and supply chains[66](index=66&type=chunk)[67](index=67&type=chunk)[68](index=68&type=chunk) - International operations face political, regulatory, economic, and trade risks, including sanctions, tariffs, and currency fluctuations[69](index=69&type=chunk)[79](index=79&type=chunk) - As of December 31, 2022, the company had **$2.3393 billion** in total debt, primarily due to the Manitowoc Ice acquisition[80](index=80&type=chunk) - Financial covenants in debt agreements may restrict business operations and the ability to incur additional debt[82](index=82&type=chunk)[83](index=83&type=chunk) - Violations of anti-corruption laws (e.g., FCPA, UK Bribery Act) could lead to criminal or civil sanctions and reputational damage[87](index=87&type=chunk)[88](index=88&type=chunk) - The company faces environmental laws, liabilities, and litigation, including cleanup costs and potential fines[90](index=90&type=chunk)[91](index=91&type=chunk)[92](index=92&type=chunk) - Subsidiaries are involved in asbestos-related litigation, which could adversely affect financial condition, operating results, and cash flows[93](index=93&type=chunk)[94](index=94&type=chunk) - Climate change and sustainability regulations may increase operating costs and impact product demand and company reputation[96](index=96&type=chunk)[97](index=97&type=chunk)[98](index=98&type=chunk) - Cybersecurity threats and computer crimes pose risks to systems, networks, products, and services, potentially leading to data breaches and operational disruptions[99](index=99&type=chunk) - Changes in data privacy laws and compliance challenges may increase operating costs and result in fines or litigation[100](index=100&type=chunk) - Irish law differs from U.S. law, potentially offering less protection to security holders and affecting the ability to issue ordinary shares[107](index=107&type=chunk)[108](index=108&type=chunk)[109](index=109&type=chunk) [Unresolved Staff Comments](index=21&type=section&id=ITEM%201B.%20Unresolved%20Staff%20Comments) There are no unresolved staff comments in this report - No unresolved staff comments[115](index=115&type=chunk) [Properties](index=21&type=section&id=ITEM%202.%20Properties) The company's main office is leased in London, UK, with a US management office leased in Golden Valley, Minnesota; as of December 31, 2022, it operates **42** manufacturing plants, **37** distribution centers, **19** sales/corporate offices, and **41** service centers globally, all well-maintained - The main office is leased in London, UK, with the U.S. management office leased in Golden Valley, Minnesota[116](index=116&type=chunk) Key Properties (As of December 31, 2022) | Location | Manufacturing | Distribution | Sales and Corporate Offices | Service Centers | | :-------------------------- | :------------ | :----------- | :-------------------------- | :-------------- | | Consumer Solutions (U.S. and 9 foreign countries) | 22 | 27 | 10 | 31 | | Industrial & Flow Technologies (U.S. and 14 foreign countries) | 20 | 10 | 4 | 10 | | Corporate (U.S. and 3 foreign countries) | — | — | 5 | — | | **Total** | **42** | **37** | **19** | **41** | [Legal Proceedings](index=21&type=section&id=ITEM%203.%20Legal%20Proceedings) The company is involved in various legal proceedings and potential claims, including commercial, regulatory, intellectual property, environmental, asbestos, and product liability matters, with further details in Note 15 of the consolidated financial statements - The company is involved in various legal proceedings and potential claims, including commercial, regulatory, intellectual property, environmental, asbestos, and product liability[118](index=118&type=chunk) [Mine Safety Disclosures](index=21&type=section&id=ITEM%204.%20Mine%20Safety%20Disclosures) This item is not applicable - This item is not applicable[119](index=119&type=chunk) PART II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=23&type=section&id=ITEM%205.%20Market%20for%20Registrant's%20Common%20Equity,%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) Pentair's ordinary shares trade on the NYSE under 'PNR', with **12,940** shareholders; the company has paid dividends for **188** consecutive quarters, increasing the quarterly dividend by **5%** to **$0.22** per share, and has **$600 million** available for share repurchases - Ordinary shares are listed on the New York Stock Exchange under the ticker symbol 'PNR'[124](index=124&type=chunk) - As of December 31, 2022, there were **12,940** registered shareholders[124](index=124&type=chunk) - The company has paid cash dividends for **188** consecutive quarters and approved a **5%** increase in the quarterly cash dividend rate to **$0.22** per share, marking the **47th** consecutive year of dividend increases[125](index=125&type=chunk) Indexed Returns (Years Ended December 31) | Company / Index | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | | :---------------------- | :--- | :--- | :--- | :--- | :--- | :--- | | Pentair plc | $100 | $81.14 | $100.35 | $118.30 | $164.73 | $103.16 | | S&P 500 Index | 100 | 95.62 | 125.72 | 148.85 | 191.58 | 156.88 | | S&P 500 Industrials Index | 100 | 96.95 | 127.95 | 157.60 | 201.56 | 162.45 | Equity Security Purchases (Fourth Quarter 2022) | Period | Total number of shares purchased | Average price paid per share | Total number of shares purchased as part of publicly announced plans or programs | Dollar value of shares that may yet be purchased under the plans or programs | | :------------------------ | :------------------------------- | :--------------------------- | :-------------------------------------------------------------------------- | :-------------------------------------------------------------------------- | | October 1 – October 29 | 86 | $41.81 | — | $600,002,203 | | October 30 – November 26 | 1,014 | $42.50 | — | $600,002,203 | | November 27 – December 31 | 1,432 | $46.20 | — | $600,002,203 | | **Total** | **2,532** | | **—** | | - As of December 31, 2022, **$600 million** remained available for share repurchases under the 2020 authorization plan, which expires on December 31, 2025[132](index=132&type=chunk) [Reserved](index=24&type=section&id=ITEM%206.%20%5BReserved%5D) This item is reserved with no specific information - This item is reserved[132](index=132&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=25&type=section&id=ITEM%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section discusses the company's 2022 financial condition and operating results, noting a **9.5%** increase in consolidated net sales but a **6.5%** decrease in operating income and significantly higher net interest expense, with 2023 goals focused on profitable revenue growth, capital optimization, digital investment, and ongoing transformation initiatives - The report contains forward-looking statements, subject to risks from global economic conditions, supply chains, inflation, currency fluctuations, and M&A integration[133](index=133&type=chunk) - In 2022, Consumer Solutions and Industrial & Flow Technologies segments accounted for approximately **64%** and **36%** of total revenue, respectively[134](index=134&type=chunk) - 2023 operating objectives include achieving profitable revenue growth, optimizing capital allocation, accelerating digital and technology investments, and advancing transformation initiatives[139](index=139&type=chunk) Consolidated Results of Operations (Years Ended December 31) | In millions | 2022 | 2021 | 2020 | 2022 vs 2021 % / point change | 2021 vs 2020 % / point change | | :------------------------------------------ | :----- | :----- | :----- | :------------------------------ | :------------------------------ | | Net sales | $4,121.8 | $3,764.8 | $3,017.8 | 9.5 % | 24.8 % | | Cost of goods sold | 2,757.2 | 2,445.6 | 1,960.2 | 12.7 % | 24.8 % | | Gross profit | 1,364.6 | 1,319.2 | 1,057.6 | 3.4 % | 24.7 % | | % of net sales | 33.1 % | 35.0 % | 35.0 % | (1.9) pts | — pts | | Selling, general and administrative | 677.1 | 596.4 | 520.5 | 13.5 % | 14.6 % | | % of net sales | 16.4 % | 15.8 % | 17.2 % | 0.6 pts | (1.4) pts | | Research and development | 92.2 | 85.9 | 75.7 | 7.3 % | 13.5 % | | % of net sales | 2.2 % | 2.3 % | 2.5 % | (0.1) pts | (0.2) pts | | Operating income | 595.3 | 636.9 | 461.4 | (6.5) % | 38.0 % | | % of net sales | 14.4 % | 16.9 % | 15.3 % | (2.5) pts | 1.6 pts | | Net interest expense | 61.8 | 12.5 | 23.9 | N.M. | (47.7) % | | Income from continuing operations before income taxes | 550.6 | 626.8 | 432.1 | (12.2) % | 45.1 % | | Provision for income taxes | 67.4 | 70.8 | 75.0 | (4.8) % | (5.6) % | | Effective tax rate | 12.2 % | 11.3 % | 17.4 % | 0.9 pts | (6.1) pts | Composition of Consolidated Net Sales Change | | 2022 vs 2021 | 2021 vs 2020 | | :---------- | :----------- | :----------- | | Volume | (7.1)% | 16.3 % | | Price | 13.3 | 4.6 | | Core growth | 6.2 | 20.9 | | Acquisition/Divestiture | 5.5 | 2.6 | | Currency | (2.2) | 1.3 | | **Total** | **9.5 %** | **24.8 %** | - Gross profit margin decreased by **1.9 percentage points** in 2022, primarily due to rising inflationary costs, increased logistics and labor expenses, and lower productivity[142](index=142&type=chunk) - Net interest expense significantly increased in 2022, primarily due to increased debt from the Manitowoc Ice acquisition and rising variable interest rates[144](index=144&type=chunk) Consumer Solutions Net Sales and Segment Income (Years Ended December 31) | In millions | 2022 | 2021 | 2020 | 2022 vs 2021 % / point change | 2021 vs 2020 % / point change | | :---------- | :----- | :----- | :----- | :------------------------------ | :------------------------------ | | Net sales | $2,619.5 | $2,341.9 | $1,742.9 | 11.9 % | 34.4 % | | Segment income | 611.1 | 554.4 | 419.1 | 10.2 % | 32.3 % | | % of net sales | 23.3 % | 23.7 % | 24.0 % | (0.4) pts | (0.3) pts | Industrial & Flow Technologies Net Sales and Segment Income (Years Ended December 31) | In millions | 2022 | 2021 | 2020 | 2022 vs 2021 % / point change | 2021 vs 2020 % / point change | | :---------- | :----- | :----- | :----- | :------------------------------ | :------------------------------ | | Net sales | $1,500.8 | $1,421.4 | $1,273.6 | 5.6 % | 11.6 % | | Segment income | 242.3 | 213.3 | 164.6 | 13.6 % | 29.6 % | | % of net sales | 16.1 % | 15.0 % | 12.9 % | 1.1 pts | 2.1 pts | Backlog by Segment (December 31) | In millions | 2022 | 2021 | $ change | % change | | :-------------------------- | :----- | :----- | :------- | :------- | | Consumer Solutions | $483.1 | $1,073.7 | $(590.6) | (55.0)% | | Industrial & Flow Technologies | 512.1 | 446.3 | 65.8 | 14.7 % | | **Total** | **$995.2** | **$1,520.0** | **$(524.8)** | **(34.5)%** | - Backlog in the Consumer Solutions segment decreased, primarily due to pool business backlog normalizing to historical levels, improved production capacity, shorter lead times, and balanced channel inventory levels[159](index=159&type=chunk) Cash Flow Summary (Years Ended December 31) | In millions | 2022 | 2021 | 2020 | | :-------------------------------------- | :----- | :----- | :----- | | Cash provided by (used for): | | | | | Operating activities of continuing operations | $364.3 | $613.6 | $574.2 | | Investing activities | (1,582.8) | (390.7) | (117.9) | | Financing activities | 1,232.7 | (222.2) | (435.9) | - Net cash flow from operating activities decreased in 2022, primarily due to a **$218.7 million** cash outflow from changes in net working capital, largely driven by increased inventory[165](index=165&type=chunk) - Net cash used for investing activities in 2022 primarily reflects **$1.5795 billion** in cash paid for the Manitowoc Ice acquisition[167](index=167&type=chunk) - Net cash provided by financing activities in 2022 primarily resulted from **$1.3913 billion** in new debt to fund the Manitowoc Ice acquisition[169](index=169&type=chunk) Free Cash Flow Reconciliation (Years Ended December 31) | In millions | 2022 | 2021 | 2020 | | :------------------------------------------ | :----- | :----- | :----- | | Net cash provided by operating activities of continuing operations | $364.3 | $613.6 | $574.2 | | Capital expenditures of continuing operations | (85.2) | (60.2) | (62.2) | | Proceeds from sale of property and equipment of continuing operations | 4.1 | 3.9 | 0.1 | | **Free cash flow from continuing operations** | **$283.2** | **$557.3** | **$512.1** | | Net cash used for operating activities of discontinued operations | (1.0) | (0.4) | (0.6) | | **Free cash flow** | **$282.2** | **$556.9** | **$511.5** | Debt and Average Interest Rates (December 31) | In millions | Average interest rate at Dec 31, 2022 | Maturity year | 2022 | 2021 | | :-------------------------------------- | :------------------------------------ | :------------ | :----- | :----- | | Revolving credit facility (Senior Credit Facility) | 6.053% | 2026 | $320.0 | $195.0 | | Term Loan Facility | 5.463% | 2023 - 2027 | 1,000.0 | — | | Term loans (Senior Credit Facility) | 5.861% | 2024 | 200.0 | 200.0 | | Senior notes - fixed rate (2022) | 3.150% | 2022 | — | 88.3 | | Senior notes - fixed rate (2025) | 4.650% | 2025 | 19.3 | 19.3 | | Senior notes - fixed rate (2029) | 4.500% | 2029 | 400.0 | 400.0 | | Senior notes - fixed rate (2032) | 5.900% | 2032 | 400.0 | — | | Unamortized issuance costs and discounts | N/A | N/A | (22.0) | (8.5) | | **Total debt** | | | **$2,317.3** | **$894.1** | - As of December 31, 2022, the company had **$600 million** available for share repurchases under an authorization plan expiring on December 31, 2025[184](index=184&type=chunk) Dividends Paid Per Ordinary Share | Year | Dividends Paid Per Ordinary Share | | :--- | :-------------------------------- | | 2022 | $0.84 | | 2021 | $0.80 | | 2020 | $0.76 | Significant Cash Requirements for Contractual Obligations and Commitments (December 31, 2022) | In millions | Next Twelve Months | Greater Than Twelve Months | Total | | :------------------------------------------ | :----------------- | :------------------------- | :------ | | Debt obligations | $12.5 | $2,326.8 | $2,339.3 | | Interest obligations on fixed-rate debt | 42.5 | 322.2 | 364.7 | | Operating lease obligations, net of sublease rentals | 32.2 | 55.8 | 88.0 | | Purchase and marketing obligations | 19.8 | 14.8 | 34.6 | | Pension and other post-retirement plan contributions | 9.3 | 75.3 | 84.6 | | **Total contractual obligations, net** | **$116.3** | **$2,794.9** | **$2,911.2** | - As of December 31, 2022, variable-rate debt totaled **$1.52 billion** with a weighted-average interest rate of **5.64%**[192](index=192&type=chunk) - As of December 31, 2022, total liabilities for unrecognized tax positions amounted to **$39.6 million**[193](index=193&type=chunk) - Impairment charges of **$9.2 million** for long-lived assets were recorded in 2022, primarily due to restructuring actions and certain business exits[295](index=295&type=chunk) - Impairment charges of **$2.7 million** for proprietary technology intangible assets were recorded in 2022 due to business exits[205](index=205&type=chunk)[303](index=303&type=chunk) - As of December 31, 2022, pension plan reserves totaled **$65.1 million**[308](index=308&type=chunk) - As of December 31, 2022, outstanding bonds, letters of credit, and bank guarantees totaled **$99.7 million**[199](index=199&type=chunk)[424](index=424&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=39&type=section&id=ITEM%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company faces market risks from interest rate and foreign exchange rate changes, managed with derivative financial instruments; as of December 31, 2022, **35%** of debt was fixed-rate and **65%** variable-rate, with a **100-basis-point** increase in variable rates raising interest expense by **$15.2 million** - As of December 31, 2022, **35%** of the company's debt portfolio was fixed-rate, and **65%** was variable-rate[221](index=221&type=chunk) - A **100-basis-point** increase in variable-rate debt would result in a **$15.2 million** increase in interest expense[222](index=222&type=chunk) - The company faces foreign exchange risk, with **29%** of 2022 net sales derived from outside the United States[223](index=223&type=chunk) - The company uses derivative financial instruments, such as forward foreign exchange contracts and cross-currency swap agreements, to manage foreign exchange risk[224](index=224&type=chunk)[225](index=225&type=chunk) - A **10%** appreciation or depreciation of the U.S. dollar against the Euro would result in an approximate **$55 million** change in accumulated other comprehensive income[225](index=225&type=chunk) [Financial Statements and Supplementary Data](index=41&type=section&id=ITEM%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section includes management's report on internal controls, the independent auditor's report, and consolidated financial statements; management deemed internal controls effective as of December 31, 2022 (excluding Manitowoc Ice), and auditors issued unqualified opinions, highlighting uncertain tax positions and customer relationship intangible asset valuation as key audit matters - Management believes the company's internal controls were effective as of December 31, 2022, excluding the assessment of Manitowoc Ice[229](index=229&type=chunk)[230](index=230&type=chunk) - Deloitte & Touche LLP issued unqualified opinions on the company's financial statements and internal controls as of December 31, 2022[232](index=232&type=chunk)[239](index=239&type=chunk) - Key audit matters include the completeness of uncertain tax positions (**$39.6 million** as of December 31, 2022) and the valuation of customer relationship intangible assets (**$588.4 million**) in the Manitowoc Ice acquisition[244](index=244&type=chunk)[246](index=246&type=chunk) Consolidated Statements of Operations and Comprehensive Income (Years Ended December 31) | In millions, except per-share data | 2022 | 2021 | 2020 | | :------------------------------------------ | :----- | :----- | :----- | | Net sales | $4,121.8 | $3,764.8 | $3,017.8 | | Gross profit | 1,364.6 | 1,319.2 | 1,057.6 | | Operating income | 595.3 | 636.9 | 461.4 | | Income from continuing operations before income taxes | 550.6 | 626.8 | 432.1 | | Net income from continuing operations | 483.2 | 556.0 | 357.1 | | Net income | $480.9 | $553.0 | $358.6 | | Diluted earnings per ordinary share | $2.90 | $3.30 | $2.14 | Consolidated Balance Sheets (December 31) | In millions, except per-share data | 2022 | 2021 | | :------------------------------------------ | :----- | :----- | | **Assets** | | | | Total current assets | $1,558.5 | $1,304.0 | | Property, plant and equipment, net | 344.5 | 310.0 | | Goodwill | 3,252.6 | 2,504.5 | | Intangibles, net | 1,094.6 | 428.0 | | **Total assets** | **$6,447.5** | **$4,753.6** | | **Liabilities and Equity** | | | | Total current liabilities | $1,063.1 | $1,051.7 | | Long-term debt | 2,317.3 | 894.1 | | **Total liabilities** | **$3,739.4** | **$2,331.7** | | **Total equity** | **$2,708.1** | **$2,421.9** | Consolidated Statements of Cash Flows (Years Ended December 31) | In millions | 2022 | 2021 | 2020 | | :------------------------------------------ | :----- | :----- | :----- | | Net cash provided by operating activities | $363.3 | $613.2 | $573.6 | | Net cash used for investing activities | (1,582.8) | (390.7) | (117.9) | | Net cash provided by (used for) financing activities | 1,232.7 | (222.2) | (435.9) | | Change in cash and cash equivalents | 14.4 | 12.4 | (0.4) | | Cash and cash equivalents, end of year | $108.9 | $94.5 | $82.1 | Consolidated Statements of Equity (December 31) | In millions | 2022 | 2021 | 2020 | | :------------------------------------------ | :----- | :----- | :----- | | Balance - December 31, beginning of year | $2,421.9 | $2,106.3 | $1,953.9 | | Net income | 480.9 | 553.0 | 358.6 | | Other comprehensive loss, net of tax | (25.1) | (6.6) | 19.2 | | Dividends declared | (141.8) | (132.8) | (128.4) | | Share repurchases | (50.0) | (150.0) | (150.2) | | Share-based compensation | 24.9 | 29.8 | 20.3 | | **Balance - December 31, end of year** | **$2,708.1** | **$2,421.9** | **$2,106.3** | Net Sales by Geographic Location (Years Ended December 31) | In millions | 2022 | 2021 | 2020 | | :---------- | :----- | :----- | :----- | | U.S. | $2,913.2 | $2,571.2 | $2,011.7 | | Western Europe | 439.2 | 460.4 | 375.3 | | Developing | 515.5 | 487.1 | 427.5 | | Other Developed | 253.9 | 246.1 | 203.3 | | **Consolidated net sales** | **$4,121.8** | **$3,764.8** | **$3,017.8** | Net Sales by Vertical Market (Years Ended December 31) | In millions | 2022 | 2021 | 2020 | | :---------- | :----- | :----- | :----- | | Residential | $2,613.6 | $2,437.6 | $1,883.4 | | Commercial | 809.1 | 665.9 | 528.6 | | Industrial | 699.1 | 661.3 | 605.8 | | **Consolidated net sales** | **$4,121.8** | **$3,764.8** | **$3,017.8** | - Research and development expenses were **$92.2 million** in 2022, **$85.9 million** in 2021, and **$75.7 million** in 2020[289](index=289&type=chunk) - The Manitowoc Ice acquisition in 2022 resulted in a **$790.5 million** increase in goodwill, bringing total goodwill to **$3.2526 billion**[333](index=333&type=chunk) Identifiable Intangible Assets (December 31) | In millions | 2022 Cost | 2022 Accumulated amortization | 2022 Net | 2021 Cost | 2021 Accumulated amortization | 2021 Net | | :-------------------------- | :-------- | :---------------------------- | :------- | :-------- | :---------------------------- | :------- | | **Definite-life intangibles** | | | | | | | | Customer relationships | $1,100.9 | $(308.9) | $792.0 | $558.8 | $(320.1) | $238.7 | | Proprietary technology and patents | 89.3 | (35.6) | 53.7 | 46.3 | (32.1) | 14.2 | | Other | 14.4 | (14.4) | — | — | — | — | | **Total finite-life intangibles** | **1,204.6** | **(358.9)** | **845.7** | **605.1** | **(352.2)** | **252.9** | | **Indefinite-life intangibles** | | | | | | | | Trade names | 248.9 | — | 248.9 | 175.1 | — | 175.1 | | **Total intangibles** | **$1,453.5** | **$(358.9)** | **$1,094.6** | **$780.2** | **$(352.2)** | **$428.0** | Funded Status of Pension and Other Post-Retirement Benefit Plans (December 31) | In millions | Pension plans 2022 | Pension plans 2021 | Other post-retirement plans 2022 | Other post-retirement plans 2021 | | :------------------------------------------ | :----------------- | :----------------- | :------------------------------- | :------------------------------- | | Benefit obligation end of year | $90.5 | $116.1 | $9.0 | $11.3 | | Fair value of plan assets end of year | 28.4 | 34.4 | — | — | | **Benefit obligations in excess of the fair value of plan assets** | **$(62.1)** | **$(81.7)** | **$(9.0)** | **$(11.3)** | Earnings Per Ordinary Share (Years Ended December 31) | In millions, except per share data | 2022 | 2021 | 2020 | | :------------------------------------------ | :----- | :----- | :----- | | Net income from continuing operations | $483.2 | $556.0 | $357.1 | | Weighted average ordinary shares outstanding (Basic) | 164.8 | 165.8 | 166.5 | | Weighted average ordinary shares outstanding (Diluted) | 165.6 | 167.5 | 167.4 | | Basic earnings per ordinary share (Continuing operations) | $2.93 | $3.36 | $2.14 | | Diluted earnings per ordinary share (Continuing operations) | $2.92 | $3.32 | $2.13 | Financial Information by Reportable Segment (Net Sales and Segment Income) | In millions | 2022 Net sales | 2021 Net sales | 2020 Net sales | 2022 Segment income (loss) | 2021 Segment income (loss) | 2020 Segment income (loss) | | :-------------------------- | :------------- | :------------- | :------------- | :------------------------- | :------------------------- | :------------------------- | | Consumer Solutions | $2,619.5 | $2,341.9 | $1,742.9 | $611.1 | $554.4 | $419.1 | | Industrial & Flow Technologies | 1,500.8 | 1,421.4 | 1,273.6 | 242.3 | 213.3 | 164.6 | | Other | 1.5 | 1.5 | 1.3 | (85.7) | (81.8) | (66.1) | | **Consolidated** | **$4,121.8** | **$3,764.8** | **$3,017.8** | **$767.7** | **$685.9** | **$517.6** | PART III [Directors, Executive Officers and Corporate Governance](index=81&type=section&id=ITEM%2010.%20Directors,%20Executive%20Officers%20and%20Corporate%20Governance) Director information is incorporated by reference from the 2023 Annual Meeting Proxy Statement, executive officer details are in Part I of this 10-K report, and the company has adopted a Code of Business Conduct and Ethics applicable to all employees and directors - Director information is incorporated by reference from the 2023 Annual Meeting Proxy Statement[433](index=433&type=chunk) - Executive officer information is included in Part I of this 10-K report[434](index=434&type=chunk) - The company has adopted a Code of Business Conduct and Ethics, applicable to all employees and directors, available on its website[434](index=434&type=chunk) [Executive Compensation](index=81&type=section&id=ITEM%2011.%20Executive%20Compensation) Executive compensation information is incorporated by reference from the 2023 Annual Meeting Proxy Statement - Executive compensation information is incorporated by reference from the 2023 Annual Meeting Proxy Statement[436](index=436&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=82&type=section&id=ITEM%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Security ownership information is incorporated by reference from the 2023 Annual Meeting Proxy Statement; as of December 31, 2022, **3,423,346** securities were authorized for issuance under equity compensation plans, with **5,067,452** remaining for future issuance - Security ownership information is incorporated by reference from the 2023 Annual Meeting Proxy Statement[438](index=438&type=chunk) Equity Compensation Plan Information (As of December 31, 2022) | Plan category | Number of securities to be issued upon exercise of outstanding options, warrants and rights (a) | Weighted-average exercise price of outstanding options, warrants and rights (b) | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) (c) | | :------------------------------------------ | :-------------------------------------------------------------------------- | :-------------------------------------------------------------------------- | :------------------------------------------------------------------------------------------------------------------------------------------ | | Equity compensation plans approved by security holders: | | | | | 2020 Share and Incentive Plan | 1,236,329 | $59.02 | 4,869,297 | | 2012 Stock and Incentive Plan | 2,187,017 | $41.16 | 198,155 | | **Total** | **3,423,346** | **$44.86** | **5,067,452** | [Certain Relationships and Related Transactions and Director Independence](index=82&type=section&id=ITEM%2013.%20Certain%20Relationships%20and%20Related%20Transactions%20and%20Director%20Independence) Information on certain relationships, related transactions, and director independence is incorporated by reference from the 2023 Annual Meeting Proxy Statement - Information on certain relationships, related transactions, and director independence is incorporated by reference from the 2023 Annual Meeting Proxy Statement[439](index=439&type=chunk) [Principal Accounting Fees and Services](index=82&type=section&id=ITEM%2014.%20Principal%20Accounting%20Fees%20and%20Services) Principal accounting fees and services information is incorporated by reference from the 2023 Annual Meeting Proxy Statement - Principal accounting fees and services information is incorporated by reference from the 2023 Annual Meeting Proxy Statement[440](index=440&type=chunk) PART IV [Exhibits and Financial Statement Schedules](index=83&type=section&id=ITEM%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section lists consolidated financial statements (operations, balance sheets, cash flows, equity changes, and notes) submitted as part of the report, excludes financial statement schedules, and provides a detailed list of exhibits including articles of incorporation, credit agreements, indentures, and compensation plans - Lists consolidated financial statements (operations and comprehensive income, balance sheets, cash flows, equity changes, and notes) submitted as part of the report[441](index=441&type=chunk) - Financial statement schedules are not included[442](index=442&type=chunk) - Provides a detailed list of exhibits, including articles of incorporation, credit agreements, indentures, and various compensation plans[443](index=443&type=chunk)[445](index=445&type=chunk)[446](index=446&type=chunk)[447](index=447&type=chunk) [Form 10-K Summary](index=86&type=section&id=ITEM%2016.%20Form%2010-K%20Summary) This item is not applicable - This item is not applicable[449](index=449&type=chunk) [Signatures](index=87&type=section&id=SIGNATURES) This report is signed on behalf of Pentair plc by Robert P. Fishman (EVP, CFO, and Chief Accounting Officer) and John L. Stauch (President, CEO, and Director), with other directors signing via authorized attorney-in-fact Karla C. Robertson - The report is signed on behalf of Pentair plc by Robert P. Fishman (Executive Vice President, Chief Financial Officer, and Chief Accounting Officer) and John L. Stauch (President, Chief Executive Officer, and Director), with other directors signing through authorized attorney-in-fact Karla C. Robertson[452](index=452&type=chunk)[453](index=453&type=chunk)

Pentair plc (NYSE:PNR) Q4 2022 Earnings Conference Call January 31, 2023 9:00 AM ET Company Participants Shelly Hubbard - Vice President, Investor Relations John Stauch - President and Chief Executive Officer Bob Fishman - Chief Financial Officer Conference Call Participants Joe Giordano - Cowen Bryan Blair - Oppenheimer Mike Halloran - Baird Julian Mitchell - Barclays Nathan Jones - Stifel Brian Lee - Goldman Sachs Steve Tusa - J.P. Morgan Andy Kaplowitz - Citigroup Deane Dray - RBC Capital Markets Jeff Ha ...

This presentation contains statements that we believe to be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact are forward-looking statements. Without limitation, any statements preceded or followed by or that include the words "targets," "plans," "believes," "expects," "intends," "will," "likely," "may," "anticipates," "estimates," "projects," "should," "would," "could," "positioned," "strategy," ...

Table of Contents 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 September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-11625 Pentair plc (Exact name of Registrant as specified in its charter) Ireland 98-1141328 (State or other jurisdiction of incorporation or organizat ...

Pentair plc (NYSE:PNR) Q3 2022 Earnings Conference Call October 25, 2022 9:00 AM ET Company Participants Jim Lucas - Senior Vice President, Treasurer and Investor Relations John Stauch - President and Chief Executive Officer Bob Fishman - Chief Financial Officer Conference Call Participants Andy Kaplowitz - Citigroup Mike Halloran - Baird Joe Giordano - Cowen Nathan Jones - Stifel Bryan Blair - Oppenheimer Miguel De Jesus - Goldman Sachs Jeff Hammond - KeyBanc Capital Markets Scott Graham - Loop Capital Mar ...

| --- | --- | --- | --- | --- | |-----------------------------------------|-------|-------|-------|-------| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Q2 2022 Earnings Release July 26, 2022 | | | | | | | | | | | | | | | | | Caution Concerning Forward-Looking Statements This presentation contains statements that we believe to be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact a ...

Table of Contents 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 June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-11625 Pentair plc (Exact name of Registrant as specified in its charter) Ireland 98-1141328 (State or other jurisdiction of incorporation or organization) ...