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, 2023~~March 31, 2024


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

Commission file number 001-39220

____________________________________

CARRIER GLOBAL CORPORATION

(Exact name of registrant as specified in its charter)

____________________________________


Delaware						83-4051582
(State or Other Jurisdiction of Incorporation or Organization)						(I.R.S. Employer Identification No.)

13995 Pasteur Boulevard, Palm Beach Gardens, Florida 33418

(Address of principal executive offices, including zip code)

(561) 365-2000

(Registrant's telephone number, including area code)

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)

CARR

New York Stock Exchange

4.375% Notes due 2025

CARR25

New York Stock Exchange

4.125% Notes due 2028

CARR28

New York Stock Exchange

4.500% Notes due 2032

CARR32

New York Stock Exchange

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

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405) 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 ☒

As of ~~July 17, 2023,~~April 15, 2024, there were ~~837,627,926~~901,012,491 shares of Common Stock outstanding.

Table of Contents

CARRIER GLOBAL CORPORATION

CONTENTS OF QUARTERLY REPORT ON FORM 10-Q

Three ~~and Six~~ Months Ended ~~June 30, 2023~~March 31, 2024


			Page

PART I – FINANCIAL INFORMATION			3

Item 1. Financial Statements:			3

Condensed Consolidated Statement of Operations (Unaudited)			3



Condensed Consolidated Statement of Comprehensive Income (Loss) (Unaudited)			4

Condensed Consolidated Balance Sheet (Unaudited)			5

Condensed Consolidated Statement of Changes in Equity (Unaudited)			6

Condensed Consolidated Statement of Cash Flows (Unaudited)			7

Notes to Condensed Consolidated Financial Statements (Unaudited)			8

Report of Independent Registered Public Accounting Firm			2731

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations			2932

Item 3. Quantitative and Qualitative Disclosures About Market Risk			4542

Item 4. Controls and Procedures			4542

PART II – OTHER INFORMATION			4643

Item 1. Legal Proceedings			4643

Item 1A. Risk Factors			4643

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			4643

Item 5. Other Information			43


Item 6. Exhibits			4744

SIGNATURES			4946

Carrier Global Corporation and its subsidiaries' names, abbreviations thereof, logos and product and service designators are all either the registered or unregistered trademarks or trade names of Carrier Global Corporation and its subsidiaries. Names, abbreviations of names, logos and products and service designators of other companies are either the registered or unregistered trademarks or trade names of their respective owners. As used herein, the terms "we," "us," "our," "the Company" or "Carrier," unless the context otherwise requires, mean Carrier Global Corporation and its subsidiaries. References to internet websites in this Form 10-Q are provided for convenience only. Information available through these websites is not incorporated by reference into this Form 10-Q.

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

CARRIER GLOBAL CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(Unaudited)


		Three Months Ended June 30,				Six Months Ended June 30,
		Three Months Ended March 31,
		Three Months Ended March 31,
		Three Months Ended March 31,
(In millions, except per share amounts)
(In millions, except per share amounts)
(In millions, except per share amounts)	(In millions, except per share amounts)	2023		2022		2023		2022
Net sales	Net sales
Net sales
Net sales
Product sales
Product sales
Product sales	Product sales	$	5,355	$	4,662	$	10,041	$	8,832
Service sales	Service sales	637		549		1,224		1,033
Service sales
Service sales
Total Net sales
Total Net sales
Total Net sales	Total Net sales	5,992		5,211		11,265		9,865
Costs and expenses	Costs and expenses
Costs and expenses
Costs and expenses
Cost of products sold
Cost of products sold
Cost of products sold	Cost of products sold	(3,769)		(3,363)		(7,227)		(6,361)
Cost of services sold	Cost of services sold	(468)		(401)		(905)		(764)
Cost of services sold
Cost of services sold
Research and development
Research and development
Research and development	Research and development	(151)		(122)		(290)		(247)
Selling, general and administrative	Selling, general and administrative	(784)		(614)		(1,505)		(1,215)
Selling, general and administrative
Selling, general and administrative
Total Costs and expenses
Total Costs and expenses
Total Costs and expenses	Total Costs and expenses	(5,172)		(4,500)		(9,927)		(8,587)
Equity method investment net earnings	Equity method investment net earnings	52		101		96		159
Equity method investment net earnings
Equity method investment net earnings
Other income (expense), net
Other income (expense), net
Other income (expense), net	Other income (expense), net	(383)		7		(390)		1,119
Operating profit	Operating profit	489		819		1,044		2,556
Non-service pension (expense) benefit		—		(1)		—		(2)
Operating profit
Operating profit

Interest (expense) income, net

Interest (expense) income, net

Interest (expense) income, net	Interest (expense) income, net	(67)		(61)		(113)		(109)
Income from operations before income taxes	Income from operations before income taxes	422		757		931		2,445
Income from operations before income taxes
Income from operations before income taxes
Income tax (expense) benefit
Income tax (expense) benefit
Income tax (expense) benefit	Income tax (expense) benefit	(189)		(170)		(311)		(471)
Net income from operations	Net income from operations	233		587		620		1,974
Net income from operations
Net income from operations
Less: Non-controlling interest in subsidiaries' earnings from operations
Less: Non-controlling interest in subsidiaries' earnings from operations
Less: Non-controlling interest in subsidiaries' earnings from operations	Less: Non-controlling interest in subsidiaries' earnings from operations	34		14		48		22

Net income attributable to common shareowners	Net income attributable to common shareowners	$	199	$	573	$	572	$	1,952

Net income attributable to common shareowners

Net income attributable to common shareowners

Earnings per share

Earnings per share

Earnings per share	Earnings per share
Basic	Basic	$	0.24	$	0.68	$	0.68	$	2.30
Basic
Basic
Diluted
Diluted
Diluted	Diluted	$	0.23	$	0.67	$	0.67	$	2.25

Weighted-average number of shares outstanding	Weighted-average number of shares outstanding

Weighted-average number of shares outstanding

Weighted-average number of shares outstanding
Basic
Basic
Basic	Basic	836.0		845.7		835.5		849.5
Diluted	Diluted	850.9		862.7		851.5		868.4
Diluted
Diluted

The accompanying notes are an integral part of the Unaudited Condensed Consolidated Financial Statements.

Table of Contents

CARRIER GLOBAL CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (LOSS)

(Unaudited)


		Three Months Ended June 30,				Six Months Ended June 30,
		Three Months Ended March 31,
		Three Months Ended March 31,
		Three Months Ended March 31,
(In millions)	(In millions)	2023		2022		2023		2022
(In millions)
(In millions)
Net income from operations
Net income from operations
Net income from operations	Net income from operations	$	233	$	587	$	620	$	1,974

Other comprehensive income (loss), net of tax:	Other comprehensive income (loss), net of tax:

Other comprehensive income (loss), net of tax:

Other comprehensive income (loss), net of tax:

Foreign currency translation adjustments arising during period

Foreign currency translation adjustments arising during period

Foreign currency translation adjustments arising during period	Foreign currency translation adjustments arising during period	(63)		(489)		(9)		(550)

Pension and post-retirement benefit plan adjustments		—		2		—		—
Chubb divestiture		—		—		—		(245)

Amortization of unrealized cash flow hedging gain (loss)

Amortization of unrealized cash flow hedging gain (loss)

Amortization of unrealized cash flow hedging gain (loss)

Other comprehensive income (loss), net of tax

Other comprehensive income (loss), net of tax

Other comprehensive income (loss), net of tax	Other comprehensive income (loss), net of tax	(63)		(487)		(9)		(795)
Comprehensive income (loss)	Comprehensive income (loss)	170		100		611		1,179
Comprehensive income (loss)
Comprehensive income (loss)
Less: Comprehensive income (loss) attributable to non-controlling interest
Less: Comprehensive income (loss) attributable to non-controlling interest
Less: Comprehensive income (loss) attributable to non-controlling interest	Less: Comprehensive income (loss) attributable to non-controlling interest	26		5		42		13
Comprehensive income (loss) attributable to common shareowners	Comprehensive income (loss) attributable to common shareowners	$	144	$	95	$	569	$	1,166
Comprehensive income (loss) attributable to common shareowners
Comprehensive income (loss) attributable to common shareowners

The accompanying notes are an integral part of the Unaudited Condensed Consolidated Financial Statements.

Table of Contents

CARRIER GLOBAL CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEET

(Unaudited)


			As of
		As of								As of
(In millions)	(In millions)		June 30, 2023		December 31, 2022		(In millions)	March 31, 2024	December 31, 2023
Assets	Assets
Cash and cash equivalents
Cash and cash equivalents
Cash and cash equivalents	Cash and cash equivalents		$	3,209	$	3,520
Accounts receivable, net	Accounts receivable, net		3,212		2,833
Contract assets, current	Contract assets, current		578		537
Inventories, net	Inventories, net		2,699		2,640
Assets held for sale, current
Other assets, current	Other assets, current		443		349
Total current assets	Total current assets		10,141		9,879
Future income tax benefits	Future income tax benefits		690		612
Fixed assets, net	Fixed assets, net		2,262		2,241
Operating lease right-of-use assets	Operating lease right-of-use assets		600		642
Intangible assets, net	Intangible assets, net		1,181		1,342
Goodwill	Goodwill		9,927		9,977
Pension and post-retirement assets	Pension and post-retirement assets		32		26
Equity method investments	Equity method investments		1,139		1,148

Other assets	Other assets		312		219
Other assets
Other assets
Total Assets	Total Assets		$	26,284	$	26,086

Liabilities and Equity	Liabilities and Equity
Liabilities and Equity
Liabilities and Equity
Accounts payable
Accounts payable
Accounts payable	Accounts payable		$	2,956	$	2,833
Accrued liabilities	Accrued liabilities		2,661		2,610
Contract liabilities, current	Contract liabilities, current		483		449

Liabilities held for sale, current
Current portion of long-term debt	Current portion of long-term debt		134		140
Total current liabilities	Total current liabilities		6,234		6,032
Long-term debt	Long-term debt		8,655		8,702
Future pension and post-retirement obligations	Future pension and post-retirement obligations		350		349
Future income tax obligations	Future income tax obligations		560		568
Operating lease liabilities	Operating lease liabilities		485		529

Other long-term liabilities	Other long-term liabilities		1,712		1,830
Other long-term liabilities
Other long-term liabilities
Total Liabilities	Total Liabilities		17,996		18,010
Commitments and contingent liabilities (Note 19)	Commitments and contingent liabilities (Note 19)						Commitments and contingent liabilities (Note 19)
Equity	Equity
Common stock
Common stock
Common stock	Common stock		9		9
Treasury stock	Treasury stock		(1,972)		(1,910)
Additional paid-in capital	Additional paid-in capital		5,494		5,481
Retained earnings	Retained earnings		6,129		5,866
Accumulated other comprehensive loss	Accumulated other comprehensive loss		(1,691)		(1,688)
Non-controlling interest	Non-controlling interest		319		318
Total Equity	Total Equity		8,288		8,076
Total Liabilities and Equity	Total Liabilities and Equity		$	26,284	$	26,086

The accompanying notes are an integral part of the Unaudited Condensed Consolidated Financial Statements.

Table of Contents

CARRIER GLOBAL CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

(Unaudited)


(In millions)	(In millions)	Accumulated Other Comprehensive Income (Loss)		Common Stock		Treasury Stock		Additional Paid-In Capital		Retained Earnings		Non-Controlling Interest		Total Equity
Balance as of December 31, 2022		$	(1,688)	$	9	$	(1,910)	$	5,481	$	5,866	$	318	$	8,076
(In millions)
(In millions)																Accumulated Other Comprehensive Income (Loss)	Common Stock	Treasury Stock	Additional Paid-In Capital	Retained Earnings	Non-Controlling Interest	Total Equity
Balance as of December 31, 2023
Net income	Net income	—		—		—		—		373		14		387
Other comprehensive income (loss), net of tax	Other comprehensive income (loss), net of tax	52		—		—		—		—		2		54

Shares issued under incentive plans, net
Shares issued under incentive plans, net
Shares issued under incentive plans, net	Shares issued under incentive plans, net	—		—		—		(9)		—		—		(9)
Stock-based compensation	Stock-based compensation	—		—		—		22		—		—		22

Treasury stock repurchase		—		—		(62)		—		—		—		(62)

Acquisition of VCS Business

Balance as of March 31, 2023		$	(1,636)	$	9	$	(1,972)	$	5,494	$	6,239	$	334	$	8,468

Net income		—		—		—		—		199		34		233
Other comprehensive income (loss), net of tax		(55)		—		—		—		—		(8)		(63)
Dividends declared on common stock (1)		—		—		—		—		(309)		—		(309)
Shares issued under incentive plans, net		—		—		—		(18)		—		—		(18)
Stock-based compensation		—		—		—		18		—		—		18
Acquisition of VCS Business

Dividends attributable to non-controlling interest		—		—		—		—		—		(41)		(41)

Acquisition of VCS Business

Balance as of March 31, 2024
Balance as of March 31, 2024
Balance as of March 31, 2024

Balance as of June 30, 2023		$	(1,691)	$	9	$	(1,972)	$	5,494	$	6,129	$	319	$	8,288

(In millions)	(In millions)	Accumulated Other Comprehensive Income (Loss)		Common Stock		Treasury Stock		Additional Paid-In Capital		Retained Earnings		Non-Controlling Interest		Total Equity
Balance as of December 31, 2021		$	(989)	$	9	$	(529)	$	5,411	$	2,865	$	327	$	7,094
Net income		—		—		—		—		1,379		8		1,387
Other comprehensive income (loss), net of tax		(308)		—		—		—		—		—		(308)

Shares issued under incentive plans, net		—		—		—		(17)		—		—		(17)
Stock-based compensation		—		—		—		21		—		—		21
Dividends attributable to non-controlling interest		—		—		—		—		—		(1)		(1)

Sale of non-controlling interest		—		—		—		—		—		(5)		(5)

Treasury stock repurchase		—		—		(741)		—		—		—		(741)
Balance as of March 31, 2022		$	(1,297)	$	9	$	(1,270)	$	5,415	$	4,244	$	329	$	7,430

Net income		—		—		—		—		573		14		587
Other comprehensive income (loss), net of tax		(478)		—		—		—		—		(9)		(487)
Dividends declared on common stock (2)		—		—		—		—		(253)		—		(253)
Conversion of cash settled awards		—		—		—		6		—		—		6

Stock-based compensation		—		—		—		20		—		—		20
Dividends attributable to non-controlling interest		—		—		—		—		—		(38)		(38)

Treasury stock repurchase		—		—		(273)		—		—		—		(273)
Balance as of June 30, 2022		$	(1,775)	$	9	$	(1,543)	$	5,441	$	4,564	$	296	$	6,992

(1) Cash dividends declared were $0.38 per share for the three months ended June 30, 2023
(2) Cash dividends declared were $0.30 per share for the three months ended June 30, 2022

(In millions)

(In millions)																Accumulated Other Comprehensive Income (Loss)	Common Stock	Treasury Stock	Additional Paid-In Capital	Retained Earnings	Non-Controlling Interest	Total Equity
Balance as of December 31, 2022
Net income
Other comprehensive income (loss), net of tax

Shares issued under incentive plans, net
Shares issued under incentive plans, net
Shares issued under incentive plans, net
Stock-based compensation

Treasury stock repurchase

Treasury stock repurchase

Treasury stock repurchase
Balance as of March 31, 2023

The accompanying notes are an integral part of the Unaudited Condensed Consolidated Financial Statements.

Table of Contents

CARRIER GLOBAL CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(Unaudited)


		Six Months Ended June 30,					Three Months Ended March 31,
(In millions)	(In millions)	2023		2022		(In millions)	2024	2023
Operating Activities	Operating Activities
Net income from operations	Net income from operations	$	620	$	1,974
Net income from operations
Net income from operations
Adjustments to reconcile net income to net cash flows from operating activities:	Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and amortization
Depreciation and amortization
Depreciation and amortization	Depreciation and amortization	273		155
Deferred income tax provision	Deferred income tax provision	(110)		(17)
Stock-based compensation costs	Stock-based compensation costs	40		41
Equity method investment net earnings	Equity method investment net earnings	(96)		(159)

(Gain) loss on extinguishment of debt		—		(36)

(Gain) loss on sale of investments / deconsolidation

(Gain) loss on sale of investments / deconsolidation

(Gain) loss on sale of investments / deconsolidation	(Gain) loss on sale of investments / deconsolidation	276		(1,119)

Changes in operating assets and liabilities	Changes in operating assets and liabilities
Changes in operating assets and liabilities
Changes in operating assets and liabilities
Accounts receivable, net
Accounts receivable, net
Accounts receivable, net	Accounts receivable, net	(406)		(483)
Contract assets, current	Contract assets, current	(40)		(224)
Inventories, net	Inventories, net	(59)		(435)
Other assets, current	Other assets, current	(105)		(37)
Accounts payable and accrued liabilities	Accounts payable and accrued liabilities	120		79
Contract liabilities, current	Contract liabilities, current	37		42
Defined benefit plan contributions	Defined benefit plan contributions	(11)		(6)
Distributions from equity method investments	Distributions from equity method investments	10		15
Other operating activities, net	Other operating activities, net	(45)		40
Net cash flows provided by (used in) operating activities	Net cash flows provided by (used in) operating activities	504		(170)

Investing Activities	Investing Activities
Investing Activities
Investing Activities
Capital expenditures
Capital expenditures
Capital expenditures	Capital expenditures	(144)		(122)
Investment in businesses, net of cash acquired	Investment in businesses, net of cash acquired	(56)		(38)
Dispositions of businesses	Dispositions of businesses	36		2,944

Settlement of derivative contracts, net	Settlement of derivative contracts, net	(14)		(123)
Kidde-Fenwal, Inc. deconsolidation		(134)		—
Settlement of derivative contracts, net
Settlement of derivative contracts, net

Other investing activities, net
Other investing activities, net
Other investing activities, net	Other investing activities, net	16		(16)
Net cash flows provided by (used in) investing activities	Net cash flows provided by (used in) investing activities	(296)		2,645

Financing Activities	Financing Activities
Financing Activities
Financing Activities
Increase (decrease) in short-term borrowings, net
Increase (decrease) in short-term borrowings, net
Increase (decrease) in short-term borrowings, net	Increase (decrease) in short-term borrowings, net	(19)		(22)
Issuance of long-term debt	Issuance of long-term debt	6		21
Repayment of long-term debt	Repayment of long-term debt	(12)		(1,127)
Repurchases of common stock	Repurchases of common stock	(62)		(1,014)
Dividends paid on common stock	Dividends paid on common stock	(309)		(257)
Dividends paid to non-controlling interest	Dividends paid to non-controlling interest	(41)		(22)

Other financing activities, net	Other financing activities, net	(69)		(13)
Other financing activities, net
Other financing activities, net
Net cash flows provided by (used in) financing activities	Net cash flows provided by (used in) financing activities	(506)		(2,434)

Effect of foreign exchange rate changes on cash and cash equivalents	Effect of foreign exchange rate changes on cash and cash equivalents	(13)		(41)

Effect of foreign exchange rate changes on cash and cash equivalents

Effect of foreign exchange rate changes on cash and cash equivalents
Net increase (decrease) in cash and cash equivalents and restricted cash, including cash classified in current assets held for sale
Less: Change in cash balances classified as assets held for sale
Net increase (decrease) in cash and cash equivalents and restricted cash	Net increase (decrease) in cash and cash equivalents and restricted cash	(311)		—
Cash, cash equivalents and restricted cash, beginning of period	Cash, cash equivalents and restricted cash, beginning of period	3,527		3,025
Cash, cash equivalents and restricted cash, end of period	Cash, cash equivalents and restricted cash, end of period	3,216		3,025
Less: restricted cash	Less: restricted cash	7		8
Cash and cash equivalents, end of period	Cash and cash equivalents, end of period	$	3,209	$	3,017

The accompanying notes are an integral part of the Unaudited Condensed Consolidated Financial Statements.

Table of Contents

CARRIER GLOBAL CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1: DESCRIPTION OF THE BUSINESS

Carrier Global Corporation (the "Company") is a global leader in intelligent climate and energy solutions with a focus on providing differentiated, digitally-enabled lifecycle solutions to its customers. The Company's portfolio includes industry-leading brands such as Carrier, Viessmann, Toshiba, Automated Logic, Carrier Transicold, Kidde, Edwards and LenelS2 that offer innovative heating, ventilating, air conditioning ("HVAC"), refrigeration, fire, security and building automation technologies to help make the world safer and more comfortable. The Company also provides a broad array of related building services, including audit, design, installation, system integration, repair, maintenance and monitoring. The Company's operations are classified into three segments: HVAC, Refrigeration and Fire & Security.

In the opinion of management, the accompanying Unaudited Condensed Consolidated Financial Statements contain all adjustments (which include normal recurring adjustments) necessary to state fairly the financial position, results of operations and cash flows for the periods presented. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP") have been omitted pursuant to the rules and regulations of the United States Securities and Exchange Commission (the "SEC"). The accompanying Unaudited Condensed Consolidated Financial Statements should be read in conjunction with the audited financial statements and notes thereto included in the Company's Annual Report on Form 10-K for ~~2022~~2023 filed with the SEC on February ~~7, 2023~~6, 2024 (the ~~"2022~~"2023 Form 10-K").

NOTE 2: BASIS OF PRESENTATION

The Unaudited Condensed Consolidated Financial Statements include all accounts of the Company and its wholly-owned and majority-owned subsidiaries in which it has control. Inter-company accounts and transactions have been eliminated. Related party transactions between the Company and its equity method investees have not been eliminated. Non-controlling interest represents a non-controlling investor's interests in the results of subsidiaries that the Company controls and consolidates.

~~Planned Portfolio Transformation~~Acquisition of Viessmann Climate Solutions

On April 25, 2023, the Company announced that it entered into a Share Purchase Agreement (the “Agreement”) to acquire the climate solutions business (the "VCS Business") of Viessmann Group GmbH & Co. KG (“Viessmann”), a privately-held ~~company, for approximately €12 billion.~~company. The VCS Business develops intelligent, integrated and sustainable technologies, including heat pumps, boilers, photovoltaic systems, home battery storage and digital solutions, primarily for residential customers in Europe. The ~~transaction is expected to close around~~acquisition was completed on January 2, 2024. As a result, the ~~end~~assets, liabilities and results of ~~2023, subject to customary closing conditions~~operations of the VCS Business are consolidated in the accompanying Unaudited Condensed Consolidated Financial Statements as of the date of acquisition and ~~regulatory approvals. In addition,~~reported within the Company’s HVAC segment. See Note 15 – Acquisitions for additional information.

Portfolio Transformation

On April 25, 2023, the Company ~~also~~ announced plans to exit its Fire & Security and Commercial Refrigeration businesses over the course of 2024. On December 7, 2023, the Company entered into a stock purchase agreement to sell its Access Solutions business ("Access Solutions") to Honeywell International Inc. for an enterprise value of approximately $4.95 billion. Access Solutions, historically reported in the Company's Fire & Security segment, is a global supplier of physical security and digital access solutions supporting the hospitality, commercial, education and military markets. On December 12, 2023, the Company entered into a stock purchase agreement to sell its Commercial Refrigeration business ("CCR") to Haier Group Corporation for an enterprise value of approximately $775 million. CCR, historically reported in the Company's Refrigeration segment, is a global supplier of turnkey solutions for commercial refrigeration systems and services, with a primary focus on serving food retail customers, cold storage facilities and warehouses. As a result, the assets and liabilities of each business are presented as held for sale in the accompanying Unaudited Condensed Consolidated Balance Sheet as of March 31, 2024 and December 31, 2023, and recorded at the lower of their carrying value or fair value less estimated cost to sell. See ~~Note 15~~ – ~~Acquisitions and~~ Note 16 - Divestitures for additional information.

Table of Contents

In addition, the net assets of the Company’s Industrial Fire business ("Industrial Fire") met the criteria to be classified as held for sale during the fourth quarter of 2023. Industrial Fire, historically reported in the Company's Fire & Security segment, is a leading manufacturer of a full spectrum of fire detection and suppression solutions and services in critical high-hazard environments, including oil and gas, power generation, marine and offshore facilities, automotive, data centers and aircraft hangars. As a result, the assets and liabilities of the business are presented as held for sale in the accompanying Unaudited Condensed Consolidated Balance Sheet as of March 31, 2024 and December 31, 2023, and recorded at the lower of their carrying value or fair value less estimated cost to sell. On March 5, 2024, the Company entered into a stock purchase agreement to sell Industrial Fire to Sentinel Capital Partners for an enterprise value of approximately $1.425 billion. See Note 16 - Divestitures for additional information.

Deconsolidation of Kidde-Fenwal, Inc.

On May 14, 2023, Kidde-Fenwal, Inc. ("KFI"), an indirect wholly-owned subsidiary of the Company, filed a petition for voluntary reorganization under Chapter 11 of the United States Bankruptcy Code ("Chapter 11") in the United States Bankruptcy Court for the District of Delaware. KFI, an industrial fire detection and suppression business ~~and an indirect wholly-owned subsidiary of~~historically reported in the ~~Company,~~Company's Fire & Security segment, has indicated that it intends to use the bankruptcy process to explore strategic alternatives, including the sale of KFI as a going concern. KFI has further stated that, during the Chapter 11 process, KFI expects that there will be no significant interruptions to its business operations. As of the petition date, KFI was deconsolidated and its respective assets and liabilities were derecognized from the Company's Unaudited Condensed Consolidated Financial Statements. See Note 19 - Commitments and Contingent Liabilities ~~for additional information.~~

~~Acquisition of Toshiba Carrier Corporation~~

On February 6, 2022, the Company entered into a binding agreement to acquire a majority ownership interest in Toshiba Carrier Corporation (“TCC”), a variable refrigerant flow ("VRF") and light commercial HVAC joint venture between Carrier and Toshiba Corporation. The acquisition was completed on August 1, 2022. As a result, the assets, liabilities and results of operations of TCC are consolidated in the accompanying Unaudited Condensed Consolidated Financial Statements as of the

~~Table of Contents~~

~~date of acquisition and reported within the Company’s HVAC segment. Upon closing, Toshiba Corporation retained a 5% ownership interest in TCC. See Note 15~~ – ~~Acquisitions for additional information.~~

~~Sale of Chubb Fire & Security Business~~

On July 26, 2021, the Company entered into a stock purchase agreement to sell its Chubb Fire and Security business ("Chubb") to APi Group Corporation ("APi"). Chubb, which was reported within the Company’s Fire & Security segment, delivered essential fire safety and security solutions from design and installation to monitoring, service and maintenance across more than 17 countries around the globe. The sale of Chubb was completed on January 3, 2022 (the "Chubb Sale"). See Note 16 - Divestitures for additional information.

Separation from United Technologies

On April 3, 2020 (the Distribution Date"), United Technologies Corporation ("UTC"), since renamed RTX Corporation ("Raytheon Technologies Corporation" or "RTX"), completed the spin-off of Carrier into an independent, publicly traded company (the "Separation") through a pro-rata distribution (the "Distribution") on a one-for-one basis of all of the outstanding shares of common stock of Carrier to UTC shareowners who held shares of UTC common stock as of the close of business on March 19, 2020, the record date of the Distribution. ~~In connection with~~Following the Separation and Distribution, the Company ~~issued an aggregate principal balance~~entered into several agreements with UTC and Otis Worldwide Corporation ("Otis") that govern various aspects of ~~$11.0 billion of debt and transferred approximately $10.9 billion of cash to UTC on February 27, 2020 and March 27, 2020. On April 1, 2020 and April 2, 2020,~~the relationship among the Company, ~~received cash contributions totaling $590 million from~~ UTC ~~related to~~and Otis. As of March 31, 2024, only certain portions of the ~~Separation.~~Tax Matters Agreement ("TMA") remain in effect.

Recently Issued and Adopted Accounting Pronouncements

The Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") is the sole source of authoritative U.S. GAAP other than SEC issued rules and regulations that apply only to SEC registrants. The FASB issues Accounting Standards Updates ("ASU") to communicate changes to the codification. The Company considers the applicability and impact of all ASUs. ASUs pending adoption were assessed and determined to be either not applicable or are not expected to have a material impact on the accompanying Unaudited Condensed Consolidated Financial Statements.

Recently Issued Accounting Pronouncements

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which requires public entities to disclose information about their reportable segments’ significant expenses on an interim and annual basis. In addition, the amendments clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment and contain other disclosure requirements. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently assessing the impact of this ASU on its financial statements.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"), which requires public entities to disclose disaggregated information about their effective tax rate reconciliation as well as information on income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently assessing the impact of this ASU on its financial statements.

Table of Contents

On March 6, 2024, the SEC adopted new rules designed to enhance public company disclosures related to the risks and impacts of climate-related matters. The rules amend the provisions of both Regulation S-K and Regulation S-X and will be required in annual reports and registration statements. Amendments to Regulation S-K require disclosure of climate-related risks, transition plans, targets and goals, risk management and governance. Amendments to Regulation S-X require disclosure of the financial effects of severe weather events and other natural conditions as well as the use of carbon offsets or renewable energy credits. Disclosure requirements will begin phasing in for fiscal years beginning on or after January 1, 2025, subject to legal challenges and the SEC's voluntary stay of the disclosure requirements. The Company will continue to assess the impact of these new rules on its financial statements while the stay is in place.

NOTE 3: INVENTORIES, NET

Inventories are stated at the lower of cost or estimated net realizable value. Cost is primarily determined based on the first-in, first-out inventory method ("FIFO") or average cost methods, which approximates current replacement cost. However, certain subsidiaries use the last-in, first-out inventory method ("LIFO").

Inventories, net consisted of the following:


(In millions)	(In millions)	June 30, 2023		December 31, 2022		(In millions)	March 31, 2024	December 31, 2023
Raw materials	Raw materials	$	841	$	884
Work-in-process	Work-in-process	291		230
Finished goods	Finished goods	1,567		1,526

Inventories, net	Inventories, net	$	2,699	$	2,640
Inventories, net
Inventories, net

The Company performs periodic assessments utilizing customer demand, production requirements and historical usage rates to determine the existence of excess and obsolete inventory and records necessary provisions to reduce such inventories to the lower of cost or estimated net realizable value. Raw materials, work-in-process and finished goods are net of valuation reserves of ~~$241~~$260 million and ~~$190~~$223 million as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, respectively.

NOTE 4: GOODWILL AND INTANGIBLE ASSETS

The Company records goodwill as the excess of the purchase price over the fair value of the net assets acquired in a business combination. Goodwill is tested and reviewed annually for impairment on July 1 or whenever there is a material change in events or circumstances that indicates that the fair value of the reporting unit may be less than its carrying value.

~~Table of Contents~~

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

(In millions) HVAC Refrigeration Fire & Security Total
Balance as of December 31, 2022 $ 6,392 $ 1,197 $ 2,388 $ 9,977
Acquisitions / divestitures (11) (4) — (15)
Foreign currency translation (22) (4) (9) (35)
Balance as of June 30, 2023 $ 6,359 $ 1,189 $ 2,379 $ 9,927


(In millions)	HVAC		Refrigeration		Fire & Security		Total
Balance as of December 31, 2023	$	6,407	$	1,124	$	458	$	7,989
Acquisitions (1)	7,576		—		—		7,576
Reclassified to held for sale (2)	—		—		25		25
Foreign currency translation	(253)		(22)		51		(224)
Balance as of March 31, 2024	$	13,730	$	1,102	$	534	$	15,366

(1) See Note 15 - Acquisitions for additional information.

(2) See Note 16 - Divestitures for additional information.

Indefinite-lived intangible assets are tested and reviewed annually for impairment on July 1 or whenever there is a material change in events or circumstances that indicates that the fair value of the asset may be less than the carrying amount of the asset. All other intangible assets with finite useful lives are amortized over their estimated useful lives.

Table of Contents

Identifiable intangible assets consisted of the following:


			June 30, 2023						December 31, 2022
		March 31, 2024																	March 31, 2024			December 31, 2023
(In millions)	(In millions)		Gross Amount		Accumulated Amortization		Net Amount		Gross Amount		Accumulated Amortization		Net Amount		(In millions)	Gross Amount	Accumulated Amortization	Net Amount		Gross Amount	Accumulated Amortization		Net Amount
Amortized:	Amortized:
Customer relationships
Customer relationships
Customer relationships	Customer relationships		$	1,408	$	(754)	$	654	$	1,431	$	(720)	$	711
Patents and trademarks	Patents and trademarks		388		(202)		186		401		(191)		210

Service portfolios and other	Service portfolios and other		932		(655)		277		953		(595)		358
			2,728		(1,611)		1,117		2,785		(1,506)		1,279
Service portfolios and other
Service portfolios and other
		8,753
Unamortized:	Unamortized:
Trademarks and other	Trademarks and other		64		—		64		63		—		63
Trademarks and other
Trademarks and other
Intangible assets, net	Intangible assets, net		$	2,792	$	(1,611)	$	1,181	$	2,848	$	(1,506)	$	1,342

Amortization of intangible assets was as follows:


		Three Months Ended June 30,				Six Months Ended June 30,
		Three Months Ended March 31,
		Three Months Ended March 31,
		Three Months Ended March 31,
(In millions)
(In millions)
(In millions)	(In millions)	2023		2022		2023		2022
Amortization expense of Intangible assets	Amortization expense of Intangible assets	$	61	$	20	$	125	$	41
Amortization expense of Intangible assets
Amortization expense of Intangible assets

Impairment Assessment

On January 1, 2024, the Company reorganized its HVAC segment reporting units due to the VCS Business acquisition. As a result, the Company performed a quantitative goodwill impairment test on its legacy Commercial HVAC, North America residential and light commercial and Global Comfort solutions reporting units prior to the reorganization which did not result in a goodwill impairment. The Company then reassigned goodwill among its new regional reporting units using a relative fair value approach and performed a goodwill impairment assessment which did not result in a goodwill impairment.

1011

Table of Contents

NOTE 5: BORROWINGS AND LINES OF CREDIT

Long-term debt consisted of the following:

(In millions) June 30,
2023 December 31,
2022
2.242% Notes due February 15, 2025 $ 1,200 $ 1,200
2.493% Notes due February 15, 2027 900 900
2.722% Notes due February 15, 2030 2,000 2,000
2.700% Notes due February 15, 2031 750 750
3.377% Notes due April 5, 2040 1,500 1,500
3.577% Notes due April 5, 2050 2,000 2,000
Total long-term notes 8,350 8,350
Japanese Term Loan Facility 374 404
Other debt (including project financing obligations and finance leases) 146 149
Discounts and debt issuance costs (81) (61)
Total debt 8,789 8,842
Less: current portion of long-term debt 134 140
Long-term debt, net of current portion $ 8,655 $ 8,702


(In millions)	March 31, 2024		December 31, 2023
2.242% Notes due 2025 (1)	$	1,200	$	1,200
4.375% Notes due 2025	812		830
5.800% Notes due 2025	1,000		1,000
2.493% Notes due 2027	900		900
4.125% Notes due 2028	812		830
2.722% Notes due 2030	2,000		2,000
2.700% Notes due 2031	750		750
4.500% Notes due 2032	921		941
5.900% Notes due 2034	1,000		1,000
3.377% Notes due 2040	1,500		1,500
3.577% Notes due 2050	2,000		2,000
6.200% Notes due 2054	1,000		1,000
Total long-term notes	13,895		13,951
Delayed Draw Facility	2,536		—
Japanese Term Loan Facility	357		379
Other debt (including project financing obligations and finance leases)	213		74
Discounts and debt issuance costs	(106)		(111)
Total debt	16,895		14,293
Less: current portion of long-term debt	1,248		51
Long-term debt, net of current portion	$	15,647	$	14,242

(1) 2.242% Notes due February 15, 2025; reclassified to Current portion of long-term debt.

Acquisition Funding

On January 2, 2024, the Company completed the acquisition of the VCS Business for total consideration of $14.2 billion. Under the terms of the Agreement, 20% of the purchase price was paid in Carrier common stock, issued directly to Viessmann and subject to certain lock up provisions and 80% was paid in cash, subject to working capital and other adjustments. In order to fund the Euro-denominated cash portion of the purchase price, the Company used cash on hand, debt financing and various term loan facilities.

Debt Issuance

In November 2023, the Company issued $3.0 billion principal amount of USD-denominated notes in three tranches. The tranches consisted of $1.0 billion aggregate principal amount of 5.8% notes due 2025, $1.0 billion aggregate principal amount of 5.90% notes due 2034 and $1.0 billion aggregate principal amount of 6.2% notes due 2054 (collectively, the “USD Notes”). In addition, the Company issued €2.35 billion principal amount of Euro-denominated notes in three tranches. The tranches consisted of €750 million aggregate principal amount of 4.375% notes due 2025, €750 million aggregate principal amount of 4.125% notes due 2028 and €850 million aggregate principal amount of 4.5% notes due 2032 (collectively, the “Euro Notes”). The Company capitalized $51 million of deferred financing costs which are being amortized over the term of their related notes. The notes are subject to certain customary covenants and the Company has the option to redeem the notes in whole or in part at any time, prior to their stated maturity date at the redemption price set forth in the indenture agreements.

Table of Contents

Bridge Loan

On April 25, 2023, the Company entered into commitment letters with JPMorgan Chase Bank, N.A., BofA Securities, Inc. and Bank of America, N.A. to provide a €8.2 billion aggregate principal, senior unsecured bridge term loan facility (the “Bridge Loan”). Euro-denominated borrowings bore interest at the EURIBOR Rate plus a ratings-based margin, USD-denominated borrowings bore interest at either a Term SOFR Rate plus 0.10% and a ratings-based margin or, alternatively, at a base rate plus a ratings-based margin. The Company capitalized $48 million of deferred financing costs associated with the Bridge Loan which were amortized over the commitment period. Upon entering into a senior unsecured delayed draw term loan facility and issuing the USD Notes and the Euro Notes, the Company reduced the Bridge Loan by €7.7 billion and accelerated the amortization on $25 million of deferred financing costs in Interest expense during 2023. On January 2, 2024, the Company entered into a 60-day senior unsecured term loan agreement consisting of a Euro-denominated tranche in an aggregate amount of €113 million and a USD-denominated tranche in an aggregate amount of $349 million (the “60-day Loan”). Upon entering into the 60-day Loan, the Company reduced the final portion of the Bridge Loan by €500 million and subsequently terminated the agreement. As of March 31, 2024, borrowings under the 60-day Loan have been fully repaid.

Delayed Draw Facility

On May 19, 2023, the Company entered into a senior unsecured delayed draw term loan credit agreement with JPMorgan Chase Bank, N.A., as administrative agent and certain other lenders that permits aggregate borrowings of up to €2.3 billion (the "Delayed Draw Facility"). The facility consists of an 18-month, Euro-denominated tranche in an aggregate amount of €1.15 billion and a 3-year, Euro-denominated tranche in an aggregate amount of €1.15 billion. Euro-denominated borrowings bear interest at the EURIBOR Rate plus a ratings-based margin, USD-denominated borrowings bear interest at either a Term SOFR Rate plus 0.10% and a ratings-based margin or, alternatively, at a base rate plus a ratings-based margin. The Company capitalized $4 million of deferred financing costs which will be amortized over the respective term of the tranches. On January 2, 2024, the Company borrowed the full amount available under the Delayed Draw Facility in U.S. Dollars.

364 Day Revolver

On May 19, 2023, the Company entered into a 364-day, $500 million, senior unsecured revolving credit agreement with JPMorgan Chase Bank, N.A., as administrative agent and certain other lenders (the “Revolver”), the proceeds of which became available upon closing of the acquisition of the VCS Business. Borrowings bear interest at either a Term SOFR Rate plus 0.10% and a ratings-based margin or, alternatively, at a base rate plus a ratings-based margin. As of March 31, 2024, there were no borrowings outstanding under the Revolver.

Japanese Term Loan Facility

On July 15, 2022, the Company entered into a five-year, JPY 54 billion (approximately $400 million) senior unsecured term loan facility with MUFG Bank Ltd., as administrative agent and lender, and certain other lenders (the "Japanese Term Loan Facility"). Borrowings under the Japanese Term Loan Facility bear interest at a rate equal to the Tokyo Term Risk Free Rate plus 0.75%. ~~In addition, the Japanese Term Loan Facility is subject to customary covenants including a covenant to maintain a maximum consolidated leverage ratio.~~ The Company capitalized $2 million of deferred financing costs which are being amortized over its term. On July 25, 2022, the Company borrowed JPY 54 billion under the Japanese Term Loan Facility and used the proceeds to fund a portion of the ~~TCC acquisition~~Yen-denominated purchase price of Toshiba Carrier Corporation ("TCC") and to pay related fees and expenses.

Revolving Credit Facility

On May 19, 2023, the Company entered into a revolving credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and certain other lenders, permitting aggregate borrowings of up to $2.0 billion pursuant to an unsecured, unsubordinated revolving credit facility that matures in May 2028 (the "Revolving Credit Facility"). The Revolving Credit Facility supports the Company's commercial paper program and can be used for other general corporate purposes. Borrowings are available in U.S. Dollars and Euros. U.S. Dollar borrowings can bear interest at either a Term SOFR Rate plus 0.10% and a ~~rating-based~~ratings-based margin or, alternatively, at an alternate base rate plus a ratings-based margin. Euro borrowings bear interest at an adjusted EURIBOR rate plus a ratings-based margin. A ratings-based commitment fee is charged on unused commitments. Upon entering into the agreement, the Company terminated its existing revolving credit facility that was set to mature in April 2025. In addition, the Company capitalized $2 million of deferred financing costs which are being amortized over its term. As of ~~June 30, 2023,~~March 31, 2024, there were no borrowings outstanding under the Revolving Credit Facility.

Table of Contents

Commercial Paper Program

The Company has a $2.0 billion unsecured, unsubordinated commercial paper program, which can be used for general corporate purposes, including the funding of working capital and potential acquisitions. As of ~~June 30, 2023,~~March 31, 2024, there were no borrowings outstanding under the commercial paper program.

Project Financing Arrangements

The Company is involved in long-term construction contracts in which it arranges project financing with certain customers. As a result, the Company issued $6$10 million and ~~$21~~$5 million of debt during the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ respectively. Long-term debt repayments associated with these financing arrangements during the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ were ~~$12~~$5 million and ~~$12~~$2 million, respectively.

~~Table of Contents~~

Debt Covenants

The Revolving Credit Facility, Revolver, the indenture for the long-term notes and the Japanese Term Loan Facility contain affirmative and negative covenants customary for financings of these types, which, among other things, limit the Company's ability to incur ~~additional~~certain liens, to make certain fundamental changes and to enter into sale and leaseback transactions. As of ~~June 30, 2023,~~March 31, 2024, the Company was in compliance with the covenants under the agreements governing its outstanding indebtedness.

~~Tender Offers~~

On March 15, 2022, the Company commenced tender offers to purchase up to $1.15 billion ("Aggregate Tender Cap") aggregate principal of the Company's 2.242% Notes due 2025 and 2.493% Notes due 2027 (together, the "Senior Notes"). The tender offers included payment of applicable accrued and unpaid interest up to the settlement date, along with a fixed spread for early repayment. Based on participation, the Company elected to settle the tender offers on March 30, 2022. The aggregate principal amount of Senior Notes validly tendered and accepted was approximately $1.15 billion, which included $800 million of Notes due 2025 and $350 million of Notes due 2027. As a result, the Company recognized a net gain of $33 million and wrote off $5 million of unamortized deferred financing costs within ~~Interest (expense) income, net~~ ~~on the accompanying Unaudited Condensed Consolidated Statement of Operations during the three months ended March 31, 2022.~~

NOTE 6: FAIR VALUE MEASUREMENTS

ASC 820, Fair Value Measurement ("ASC 820"), defines fair value as the price that would be received if an asset is sold or the price paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 also establishes a three-level fair value hierarchy that prioritizes information used in developing assumptions when pricing an asset or liability as follows:

•Level 1: Observable inputs such as quoted prices in active markets;

•Level 2: Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and

•Level 3: Unobservable inputs where there is little or no market data, which requires the reporting entity to develop its own assumptions.

ASC 820 requires the use of observable market data, when available, in making fair value measurements. When inputs used to measure fair value fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement.

In the normal course of business, the Company is exposed to certain risks arising from business operations and economic factors, including foreign currency and commodity price risk. These exposures are managed through operational strategies and the use of undesignated hedging contracts. The Company's derivative assets and liabilities are measured at fair value on a recurring basis using internal models based on observable market inputs, such as forward, interest, contract and discount rates with changes in fair value reported in Other income (expense), net in the accompanying Unaudited Condensed Consolidated Statement of Operations.

~~In connection with the TCC acquisition,~~During 2022, the Company ~~funded~~entered into cross currency swaps with various financial institutions to fund a portion of the Yen-denominated purchase price ~~with cash on hand by entering into cross currency swaps with SMBC Capital Markets, Inc., as syndication swap arranger, and certain other financial institutions.~~of TCC. The cross currency swaps are measured at fair value on a recurring basis using observable market inputs, such as forward, discount and interest rates as well as credit default swap spreads. The Company designated the cross currency swaps as a partial hedge of its investment in certain subsidiaries whose functional currency is the Japanese Yen in order to manage foreign currency translation risk. As a result, changes in the fair value of the swaps are recorded in Equity in the accompanying Unaudited Condensed Consolidated Balance Sheet. From time to time, the Company settles and enters into new cross currency swaps with the same purpose and characteristics as initially established.

Table of Contents

The remaining portion of the Yen-denominated purchase price was funded by the Japanese Term Loan Facility. The carrying value of the facility is translated on a recurring basis using the exchange rate at the end of the applicable period and approximates its fair value. The Company designated the Japanese Term Loan Facility as a partial hedge of its investment in certain subsidiaries whose functional currency is the Japanese Yen in order to manage foreign currency translation risk. As a result, changes in the carrying value of the Japanese Term Loan Facility associated with foreign exchange rate movements are recorded in Equity in the Unaudited Condensed Consolidated Balance Sheet.

~~Table of Contents~~

~~In connection with the proposed acquisition of the VCS Business,~~During 2023, the Company entered into window forward contracts with Bank of America N.A. and JPMorgan Chase Bank N.A. to mitigate the foreign currency risk of the expected cash outflows associated with the Euro-denominated purchase ~~price.~~price of the VCS Business. The instruments ~~have~~had an aggregate notional amount of €7 billion and a settlement window between November 28, 2023 and February 27, 2024. The window forward contracts ~~are~~were measured at fair value on a recurring basis using observable market inputs, such as forward, discount and interest rates with changes in fair value reported in Other income (expense), net in the accompanying Unaudited Condensed Consolidated Statement of Operations. During the three months ended ~~June 30, 2023,~~March 31, 2024, the Company recognized a ~~$111~~$86 million loss on the mark-to-market valuation of its window forward contracts. The Company settled the window forward contracts on January 2, 2024 upon the acquisition of the VCS Business.

During 2023, the Company entered into several interest rate swap contracts to mitigate interest rate exposure on the forecasted issuance of long-term debt. The contracts had an aggregate notional amount of $1.525 billion and were designated as cash flow hedges with changes in fair value reported in Equity in the accompanying Unaudited Condensed Consolidated Balance Sheet. Fair value was measured on a recurring basis using observable market inputs, such as forward, discount and interest rates. In November 2023, the contracts were settled upon the issuance of the underlying debt. As a result, the Company deferred a net unrecognized gain of $58 million in Equity which will be subsequently recognized in Interest expense over the term of the related notes which range from 2034 to 2044. The amount expected to be amortized during 2024 is a net gain of $5 million.

The following tables provide the valuation hierarchy classification of assets and liabilities that are recorded at fair value and measured on a recurring basis in the accompanying Unaudited Condensed Consolidated Balance Sheet:


(In millions)	(In millions)	Total		Level 1		Level 2		Level 3		(In millions)	Total	Level 1	Level 2	Level 3
June 30, 2023
March 31, 2024

Derivative assets (1)(3)

Derivative assets (1)(3)

Derivative assets (1)(3)	Derivative assets (1)(3)	$	18	$	—	$	18	$	—
Derivative liabilities (2)(3)	Derivative liabilities (2)(3)	$	(176)	$	—	$	(176)	$	—

December 31, 2022
December 31, 2023
December 31, 2023
December 31, 2023

Derivative assets (1) (3)

Derivative assets (1) (3)

Derivative assets (1) (3)	Derivative assets (1) (3)	$	28	$	—	$	28	$	—
Derivative liabilities (2) (3)	Derivative liabilities (2) (3)	$	(48)	$	—	$	(48)	$	—

(1) Included in Other assets, current and Other assets on the accompanying Unaudited Condensed Consolidated Balance Sheet.

(2) Included in Accrued liabilities and Other long-term liabilities on the accompanying Unaudited Condensed Consolidated Balance Sheet.

(3)Includes cross currency swaps and window forward ~~contracts.~~contracts (which were settled on January 2, 2024).

The following table provides the carrying amounts and fair values of the Company's long-term notes that are not recorded at fair value in the accompanying Unaudited Condensed Consolidated Balance Sheet:

June 30, 2023

December 31, 2022

March 31, 2024

(In millions)

Carrying
Amount

Fair
Value

Carrying
Amount

Fair
Value

Total long-term Notes (1)

8,350

6,943

8,350

6,832

Total long-term Notes (1)

(1) Excludes debt discount and issuance costs.

The fair value of the Company's long-term debt is measured based on observable market inputs which are considered Level 1 within the fair value hierarchy. The carrying value of cash and cash equivalents, accounts receivable, accounts payable and short-term borrowings approximate fair value due to the short-term nature of these accounts and would be classified as Level 1 in the fair value hierarchy. The Company's financing leases and project financing obligations, included in Long-term debt and Current portion of long-term debt on the accompanying Unaudited Condensed Consolidated Balance Sheet, approximate fair value and are classified as Level 3 in the fair value hierarchy.

Table of Contents

NOTE 7: EMPLOYEE BENEFIT PLANS

The Company sponsors ~~both funded and unfunded domestic~~U.S. and international defined benefit pension and defined contribution plans. In addition, the Company contributes to various ~~domestic~~U.S. and international multi-employer defined benefit pension plans.

Contributions to the plans were as follows:


		Three Months Ended June 30,				Six Months Ended June 30,
		Three Months Ended March 31,
		Three Months Ended March 31,
		Three Months Ended March 31,
(In millions)
(In millions)
(In millions)	(In millions)	2023		2022		2023		2022
Defined benefit plans	Defined benefit plans	$	5	$	2	$	11	$	6
Defined benefit plans
Defined benefit plans
Defined contribution plans
Defined contribution plans
Defined contribution plans	Defined contribution plans	$	29	$	28	$	66	$	66
Multi-employer pension plans	Multi-employer pension plans	$	4	$	3	$	8	$	6
Multi-employer pension plans
Multi-employer pension plans

~~Table of Contents~~

The components of net periodic pension expense (benefit) for the defined benefit pension plans are as follows:


		Three Months Ended March 31,
		Three Months Ended March 31,
		Three Months Ended March 31,
(In millions)
(In millions)
(In millions)
Service cost
Service cost
Service cost
Interest cost
Interest cost
Interest cost
Expected return on plan assets
Expected return on plan assets
Expected return on plan assets

		Three Months Ended June 30,				Six Months Ended June 30,
(In millions)		2023		2022		2023		2022
Service cost		$	4	$	4	$	8	$	9
Interest cost		8		4		16		8
Expected return on plan assets		(8)		(6)		(16)		(13)
Amortization of prior service credit		1		—		1		1
Recognized actuarial net (gain) loss		(1)		3		(1)		5

Net periodic pension expense (benefit)	Net periodic pension expense (benefit)	$	4	$	5	$	8	$	10

Net periodic pension expense (benefit)

Net periodic pension expense (benefit)

NOTE 8: STOCK-BASED COMPENSATION

The Company accounts for stock-based compensation plans in accordance with ASC 718, Compensation - Stock Compensation, which requires a fair-value based method for measuring the value of stock-based compensation. Fair value is measured at the date of grant and is generally not adjusted for subsequent changes. The Company's stock-based compensation plans include programs for stock appreciation rights, restricted stock units and performance share units.

Stock-based compensation expense, net of estimated forfeitures, is included in Cost of products sold, Selling, general and administrative and Research and development in the accompanying Unaudited Condensed Consolidated Statements of Operations.

Stock-based compensation cost by award type was as follows:


		Three Months Ended June 30,				Six Months Ended June 30,
		Three Months Ended March 31,
		Three Months Ended March 31,
		Three Months Ended March 31,
(In millions)
(In millions)
(In millions)	(In millions)	2023		2022		2023		2022
Equity compensation costs - equity settled	Equity compensation costs - equity settled	$	18	$	20	$	40	$	41
Equity compensation costs - equity settled
Equity compensation costs - equity settled
Equity compensation costs - cash settled (1)
Equity compensation costs - cash settled (1)
Equity compensation costs - cash settled (1)	Equity compensation costs - cash settled (1)	1		(11)		2		(17)
Total stock-based compensation expense	Total stock-based compensation expense	$	19	$	9	$	42	$	24
Total stock-based compensation expense
Total stock-based compensation expense

(1) The cash settled awards are classified as liability awards and are measured at fair value at each balance sheet date.

NOTE 9: PRODUCT WARRANTIES

In the ordinary course of business, the Company provides standard warranty coverage on its products. Provisions for these amounts are established at the time of sale and estimated primarily based on product warranty terms and historical claims experience. In addition, the Company incurs discretionary costs to service its products in connection with specific product performance issues. Provisions for these amounts are established when they are known and estimable. The Company assesses the adequacy of its initial provisions and will make adjustments as necessary based on known or anticipated claims or as new information becomes available that suggests it is probable that future costs will be different than estimated amounts. Amounts associated with these provisions are classified on the accompanying Unaudited Condensed Consolidated Balance Sheet as Accrued liabilities or Other long-term liabilities based on their anticipated settlement date.

Table of Contents

The changes in the carrying amount of warranty related provisions are as follows:


			Six Months Ended June 30,
		Three Months Ended March 31,								Three Months Ended March 31,
(In millions)	(In millions)		2023		2022		(In millions)	2024	2023
Balance as of January 1,	Balance as of January 1,		$	552	$	524
Warranties, performance guarantees issued and changes in estimated liability	Warranties, performance guarantees issued and changes in estimated liability		117		84
Settlements made	Settlements made		(92)		(78)
Other	Other		(2)		(5)
Balance as of June 30,			$	575	$	525
Acquisitions (1)

Balance as of March 31,
Balance as of March 31,
Balance as of March 31,

(1) See Note 15 - Acquisitions for additional information.

~~Table of Contents~~

NOTE 10: EQUITY

The authorized number of shares of common stock of Carrier is 4,000,000,000 shares of $0.01 par value. As of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022, 880,570,371~~2023, 944,433,341 and ~~876,487,480~~883,068,393 shares of common stock were issued, respectively, which includes 43,490,981 ~~and 42,103,995~~ shares of treasury stock, for both periods respectively.

Share Repurchase Program

The Company may repurchase its outstanding common stock from time to time subject to market conditions and at the Company's discretion. Repurchases occur in the open market or through one or more other public or private transactions pursuant to plans complying with Rules 10b5-1 and 10b-18 under the Exchange Act. Shares acquired are recognized at cost and presented separately on the balance sheet as a reduction to Equity. Since the initial authorization in February 2021, the Company's Board of Directors authorized the repurchase of up to $4.1 billion of the Company's outstanding common stock.

As of December 31, ~~2022,~~2023, the Company repurchased ~~42.1~~43.5 million shares of common stock for an aggregate purchase price of ~~$1.9~~$2.0 billion, including shares repurchased under an accelerated share repurchase agreement. As a result, the Company had approximately ~~$2.2~~$2.1 billion remaining under the current authorization at December 31, ~~2022.~~

~~During~~2023. Upon announcement of the ~~six months ended June 30, 2023,~~proposed acquisition of the VCS Business, the Company ~~repurchased 1.4 million shares of common stock for an aggregate purchase price of $62 million.~~temporarily paused its share repurchase program in order to advance its capital allocation strategy. As a result, there is no share repurchase activity during the ~~Company has approximately $2.1 billion remaining under the current authorization at June 30, 2023.~~three months ended March 31, 2024.

Accumulated Other Comprehensive Income (Loss)

A summary of changes in the components of Accumulated other comprehensive income (loss) for the three ~~and six~~ months ended ~~June 30, 2023~~March 31, 2024 is as follows:


(In millions)	(In millions)	Foreign Currency Translation		Defined Benefit Pension and Post-retirement Plans		Accumulated Other Comprehensive Income (Loss)
Balance as of December 31, 2022		$	(1,604)	$	(84)	$	(1,688)
(In millions)
(In millions)								Foreign Currency Translation	Defined Benefit Pension and Post-retirement Plans	Unrealized Hedging Gains (Losses)	Accumulated Other Comprehensive Income (Loss)
Balance as of December 31, 2023
Other comprehensive income (loss) before reclassifications, net	Other comprehensive income (loss) before reclassifications, net	52		—		52
Amounts reclassified, pre-tax	Amounts reclassified, pre-tax	—		—		—
Tax expense (benefit) reclassified		—		—		—

Balance as of March 31, 2023		$	(1,552)	$	(84)	$	(1,636)
Other comprehensive income (loss) before reclassifications, net		(55)		—		(55)
Amounts reclassified, pre-tax		—		—		—
Tax expense (benefit) reclassified		—		—		—

Balance as of June 30, 2023		$	(1,607)	$	(84)	$	(1,691)
Balance as of March 31, 2024

Balance as of March 31, 2024

Balance as of March 31, 2024

1517

Table of Contents

A summary of changes in the components of Accumulated other comprehensive income (loss) for the three ~~and six~~ months ended ~~June 30, 2022~~March 31, 2023 is as follows:

(In millions) Foreign Currency Translation Defined Benefit Pension and Post-retirement Plans Accumulated Other Comprehensive Income (Loss)
Balance as of December 31, 2021 $ (505) $ (484) $ (989)
Other comprehensive income (loss) before reclassifications, net (61) (4) (65)
Amounts reclassified, pre-tax — 3 3
Tax expense (benefit) reclassified — (1) (1)
Chubb divestiture (574) 329 (245)
Balance as of March 31, 2022 $ (1,140) $ (157) $ (1,297)
Other comprehensive income (loss) before reclassifications, net (480) — (480)
Amounts reclassified, pre-tax — 3 3
Tax expense (benefit) reclassified — (1) (1)
Balance as of June 30, 2022 $ (1,620) $ (155) $ (1,775)


(In millions)	Foreign Currency Translation		Defined Benefit Pension and Post-retirement Plans		Unrealized Hedging Gains (Losses)		Accumulated Other Comprehensive Income (Loss)
Balance as of December 31, 2022	$	(1,604)	$	(84)	$	—	$	(1,688)
Other comprehensive income (loss) before reclassifications, net	52		—		—		52



Balance as of March 31, 2023	$	(1,552)	$	(84)	$	—	$	(1,636)

NOTE 11: REVENUE RECOGNITION

The Company accounts for revenue in accordance with ASC 606: Revenue from Contracts with Customers. Revenue is recognized when control of a good or service promised in a contract (i.e., performance obligation) is transferred to a customer. Control is obtained when a customer has the ability to direct the use of and obtain substantially all of the remaining benefits from that good or service. A significant portion of the Company's performance obligations are recognized at a point-in-time when control of the product transfers to the customer, which is generally at the time of shipment. The remaining portion of the Company’s performance obligations are recognized over time as the customer simultaneously obtains control as the Company performs work under a contract, or if the product being produced for the customer has no alternative use and the Company has a contractual right to payment.

Sales disaggregated by product and service are as follows:


		Three Months Ended March 31,
		Three Months Ended June 30,				Six Months Ended June 30,
		Three Months Ended March 31,

		Three Months Ended March 31,
(In millions)
(In millions)
(In millions)	(In millions)	2023		2022		2023		2022
Sales Type	Sales Type
Sales Type
Sales Type
Product
Product
Product	Product	$	3,754	$	3,005	$	6,955	$	5,644
Service	Service	462		383		883		714
Service
Service
HVAC sales
HVAC sales
HVAC sales	HVAC sales	4,216		3,388		7,838		6,358

Product	Product	858		925		1,645		1,792

Product

Product
Service	Service	114		116		225		225
Service
Service
Refrigeration sales
Refrigeration sales
Refrigeration sales	Refrigeration sales	972		1,041		1,870		2,017

Product	Product	869		838		1,682		1,609

Product

Product
Service	Service	63		49		119		96
Service
Service
Fire & Security sales
Fire & Security sales
Fire & Security sales	Fire & Security sales	932		887		1,801		1,705

Total segment sales	Total segment sales	6,120		5,316		11,509		10,080

Total segment sales

Total segment sales
Eliminations and other
Eliminations and other
Eliminations and other	Eliminations and other	(128)		(105)		(244)		(215)
Net sales	Net sales	$	5,992	$	5,211	$	11,265	$	9,865
Net sales
Net sales

1618

Table of Contents

Contract Balances

Total contract assets and contract liabilities consisted of the following:


(In millions)	(In millions)	June 30, 2023		December 31, 2022		(In millions)	March 31, 2024	December 31, 2023
Contract assets, current	Contract assets, current	$	578	$	537
Contract assets, non-current (included within Other assets)	Contract assets, non-current (included within Other assets)	8		6
Total contract assets	Total contract assets	586		543

Contract liabilities, current	Contract liabilities, current	(483)		(449)
Contract liabilities, current
Contract liabilities, current
Contract liabilities, non-current (included within Other long-term liabilities)	Contract liabilities, non-current (included within Other long-term liabilities)	(170)		(174)
Total contract liabilities	Total contract liabilities	(653)		(623)
Net contract assets (liabilities)	Net contract assets (liabilities)	$	(67)	$	(80)

The timing of revenue recognition, billings and cash collections results in contract assets and contract liabilities. Contract assets relate to the conditional right to consideration for any completed performance under a contract when costs are incurred in excess of billings under the percentage-of-completion methodology. Contract liabilities relate to payments received in advance of performance under a contract or when the Company has a right to consideration that is conditioned upon transfer of a good or service to a customer. Contract liabilities are recognized as revenue as (or when) the Company performs under the contract.

The Company recognized revenue of ~~$264~~$345 million during the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 that related to contract liabilities as of January 1, ~~2023.~~2024. The Company expects a majority of its current contract liabilities at the end of the period to be recognized as revenue in the next 12 months.

NOTE 12: RESTRUCTURING COSTS

The Company incurs costs associated with restructuring initiatives intended to improve operating performance, profitability and working capital levels. Actions associated with these initiatives may include improving productivity, workforce reductions and the consolidation of facilities. Due to the size, nature and frequency of these discrete plans, they are fundamentally different from the Company's ongoing productivity actions.

The Company recorded net pre-tax restructuring costs for new and ongoing restructuring initiatives as follows:


		Three Months Ended June 30,				Six Months Ended June 30,
		Three Months Ended March 31,
		Three Months Ended March 31,
		Three Months Ended March 31,
(In millions)
(In millions)
(In millions)	(In millions)	2023		2022		2023		2022
HVAC	HVAC	$	3	$	2	$	2	$	6
HVAC
HVAC
Refrigeration
Refrigeration
Refrigeration	Refrigeration	7		6		10		6
Fire & Security	Fire & Security	(1)		3		12		9
Fire & Security
Fire & Security
Total Segment
Total Segment
Total Segment	Total Segment	9		11		24		21
General corporate expenses	General corporate expenses	—		2		2		2
Total restructuring costs		$	9	$	13	$	26	$	23
General corporate expenses
General corporate expenses
Total restructuring costs (1)
Total restructuring costs (1)
Total restructuring costs (1)

Cost of sales

Cost of sales

Cost of sales	Cost of sales	$	3	$	5	$	9	$	7
Selling, general and administrative	Selling, general and administrative	6		8		17		16
Selling, general and administrative
Selling, general and administrative

Total restructuring costs		$	9	$	13	$	26	$	23
Total restructuring costs (1)

Total restructuring costs (1)

Total restructuring costs (1)

(1)

2024 restructuring costs include period related charges.

1719

Table of Contents

The following table summarizes ~~the reserve and charges relating to~~changes in the restructuring reserve, included in Accrued liabilities on the accompanying Unaudited Condensed Consolidated Balance Sheet:


			Six Months Ended June 30,
		Three Months Ended March 31,								Three Months Ended March 31,
(In millions)	(In millions)		2023		2022		(In millions)	2024	2023
Balance as of January 1,	Balance as of January 1,		$	24	$	54
Net pre-tax restructuring costs	Net pre-tax restructuring costs		26		23
Acquisitions (1)
Utilization, foreign exchange and other	Utilization, foreign exchange and other		(19)		(34)

Balance as of June 30,			$	31	$	43
Balance as of March 31,

(1) See Note 15 - Acquisitions for additional information.

During the six months ended June 30, 2023 and 2022, charges associated with restructuring initiatives related to cost reduction efforts. Amounts recognized primarily related to severance due to workforce reductions and exit costs due to the consolidation of field operations. As of ~~June 30, 2023,~~March 31, 2024, the Company had ~~$31~~$51 million accrued for costs associated with its announced restructuring ~~initiatives, all~~initiatives. The balance relates to cost reduction efforts, primarily severance related across each of ~~which is expected~~the Company's segments, along with reserves associated with the Company's planned portfolio transformation. The Company expects a majority of the balance to be ~~paid~~utilized within one year.

NOTE 13: INCOME TAXES

The Company accounts for income tax expense in accordance with ASC 740, Income Taxes ("ASC 740"), which requires an estimate of the annual effective income tax rate for the full year to be applied to the respective interim period, taking into account year-to-date amounts and projected results for the full year. The effective tax rate was ~~44.8%~~13.7% for the three months ended ~~June 30, 2023~~March 31, 2024 compared with ~~22.5%~~24.0% for the three months ended ~~June 30, 2022.~~March 31, 2023. The year-over-year ~~increase~~decrease was primarily driven by ~~the non-deductible losses~~a tax benefit of ~~$293~~$21 million ~~on the deconsolidation of KFI due to its Chapter 11 filing and the $111 million loss on the mark-to-market valuation of the Company's window forward contracts~~ associated with the ~~expected cash outflows~~TMA and UTC's conclusion of certain income tax matters from their 2017 and 2018 tax audit with the U.S. Internal Revenue Service ("IRS"), a net tax benefit of $19 million related to adjustments to basis differences in certain companies presented as held-for-sale and a net tax benefit of $16 million related to the re-organization and disentanglement of certain Fire & Security industrial businesses in advance of the ~~Euro-denominated purchase price~~planned divestitures. These amounts were partially offset by a tax charge of ~~the VCS Business.~~

~~The effective tax rate was 33.4% for the six months ended June 30, 2023 compared with 19.3% for the six months ended June 30, 2022. The year-over-year increase was primarily driven by~~ ~~the non-deductible losses~~$15 million related to a reduction of $293 million on the deconsolidation of KFI due to its Chapter 11 filing and the $111 million loss on the mark-to-market valuation of the Company's window forward contracts associated with the expected cash outflows of the Euro-denominated purchase price of the VCS Business. ~~In addition, the six months ended June 30, 2022 includeda lower effective tax rate on the $1.1 billion Chubb gain compared with the Company's U.S. statutory rate and a favorable tax adjustment of $32 million associated with~~utilizable foreign tax ~~credits generated and utilized in the prior year.~~credits.

The Company assesses the realizability of its deferred tax assets on a quarterly basis through an analysis of potential sources of future taxable income, including prior year taxable income that may be available to absorb a carryback of tax losses, reversals of existing taxable temporary differences, tax planning strategies and forecasts of taxable income. The Company considers all negative and positive evidence, including the weight of the evidence, to determine whether valuation allowances against deferred tax assets are required. The Company maintains valuation allowances against certain deferred tax assets.

The Company conducts business globally and files income tax returns in U.S. federal, state and foreign jurisdictions. In certain jurisdictions, the Company's operations were included in UTC's combined tax returns for the periods through the Distribution. The ~~U.S. Internal Revenue Service ("IRS") is currently auditing~~IRS has completed its audit of UTC's 2017 and 2018 tax ~~years and this audit could conclude within the next twelve months.~~years. In the normal course of business, the Company is subject to examination by taxing authorities throughout the world, including Australia, Belgium, Canada, China, Czech Republic, France, Germany, Hong Kong, India, Italy, Mexico, the Netherlands, Singapore, the United Kingdom and the United States. The Company is no longer subject to U.S. federal income tax examination for years prior to ~~2017~~2020 and, with few exceptions, is no longer subject to state, local and foreign income tax examinations for tax years prior to 2013.

In the ordinary course of business, there is inherent uncertainty in quantifying the Company's income tax positions. The Company assesses its income tax positions and records tax benefits for all years subject to examination based upon management’s evaluation of the facts, circumstances and information available at the reporting date. The Company believes that it is reasonably possible that a net decrease in unrecognized tax benefits of ~~$55~~$30 million to ~~$70~~$45 million may occur within 12 months as a result of additional uncertain tax positions, the Separation, the revaluation of uncertain tax positions arising from examinations, appeals, court decisions and/or the expiration of tax statutes.

Table of Contents

NOTE 14: EARNINGS PER SHARE

Earnings per share is computed by dividing Net income attributable to common shareowners by the weighted-average number of shares of common stock outstanding during the period (excluding treasury stock). Diluted earnings per share is computed by giving effect to all potentially dilutive stock awards that are outstanding. The computation of diluted earnings per share excludes the effect of the potential exercise of stock-based awards, including stock appreciation rights and stock options, when the effect of the potential exercise would be anti-dilutive.

The following table summarizes the weighted-average number of shares of common stock outstanding for basic and diluted earnings per share calculations:


		Three Months Ended June 30,				Six Months Ended June 30,
		Three Months Ended March 31,
		Three Months Ended March 31,
		Three Months Ended March 31,
(In millions, except per share amounts)	(In millions, except per share amounts)	2023		2022		2023		2022
(In millions, except per share amounts)
(In millions, except per share amounts)
Net income attributable to common shareowners
Net income attributable to common shareowners
Net income attributable to common shareowners	Net income attributable to common shareowners	$	199	$	573	$	572	$	1,952

Basic weighted-average number of shares outstanding	Basic weighted-average number of shares outstanding	836.0		845.7		835.5		849.5

Basic weighted-average number of shares outstanding

Basic weighted-average number of shares outstanding
Stock awards and equity units (share equivalent)	Stock awards and equity units (share equivalent)	14.9		17.0		16.0		18.9
Stock awards and equity units (share equivalent)
Stock awards and equity units (share equivalent)
Diluted weighted-average number of shares outstanding
Diluted weighted-average number of shares outstanding
Diluted weighted-average number of shares outstanding	Diluted weighted-average number of shares outstanding	850.9		862.7		851.5		868.4

Antidilutive shares excluded from computation of diluted earnings per share	Antidilutive shares excluded from computation of diluted earnings per share	5.9		4.5		5.6		2.9

Antidilutive shares excluded from computation of diluted earnings per share

Antidilutive shares excluded from computation of diluted earnings per share

Earnings Per Share

Earnings Per Share

Earnings Per Share	Earnings Per Share
Basic	Basic	$	0.24	$	0.68	$	0.68	$	2.30
Basic
Basic
Diluted	Diluted	$	0.23	$	0.67	$	0.67	$	2.25
Diluted
Diluted

NOTE 15: ACQUISITIONS

Acquisitions are recorded using the acquisition method of accounting in accordance with ASC 805, Business Combinations. As a result, the aggregate purchase price has been allocated to assets acquired and liabilities assumed based on the estimate of fair market value of such assets and liabilities at the date of acquisition.

~~Toshiba Carrier Corporation~~Viessmann Climate Solutions

On ~~February 6, 2022,~~January 2, 2024, the Company ~~entered into~~completed the acquisition of the VCS Business from Viessmann for total consideration of $14.2 billion. The purchase price consisted of (i) $11.2 billion in cash and (ii) 58,608,959 shares of the Company's common stock, subject to certain lock-up provisions and anti-dilution protection. The Company funded the cash portion of the purchase price with a ~~binding agreement to acquire a majority ownership interest in TCC for $920 million. TCC, a VRF~~combination of cash on hand, net proceeds from the USD Notes and ~~light commercial HVAC joint venture between Carrier~~Euro Notes and Toshiba Corporation, designs and manufactures flexible, energy-efficient and high-performance VRF and light commercial HVAC systems as well as commercial products, compressors and heat pumps. The acquisition included all of TCC’s advanced research and development centers and global manufacturing operations, product pipelineborrowings under the Delayed Draw Facility and the ~~long-term use~~60-day Loan.

The VCS Business develops intelligent, integrated and sustainable technologies, including heat pumps, boilers, photovoltaic systems, home battery storage and digital solutions, primarily for residential customers in Europe. The Company believes that secular trends in these areas will drive significant, sustained future growth. In addition, the Company anticipates realizing significant operational synergies including savings through supplier rationalization and leverage, reduced manufacturing costs and lower general and administrative costs. Longer term, the Company expects to benefit from synergies related to service revenue expansion, leverage of ~~Toshiba’s iconic brand. The acquisition was completed on August 1, 2022~~distribution channels and ~~funded through the Japanese Term Loan Facility and cash on hand. Upon closing, Toshiba Corporation retained a 5% ownership interest in TCC.~~cross-selling opportunities.

1921

Table of Contents

The components of the purchase price is as follows:


(In millions)	January 2, 2024
Cash	$	11,156
Common shares (58,608,959 shares at $51.20 per share)	3,001
Total consideration	$	14,157

The preliminary allocation of the purchase price is as follows:


(In millions)	~~August 1, 2022~~January 2, 2024
Cash and cash equivalents	$	~~462~~394
Accounts receivable	~~426~~408
Inventories	~~373~~948
Other assets, current	5417
Fixed assets	~~343~~913
Intangible assets	~~965~~6,640
Goodwill	~~876~~7,576
Other assets	~~293~~284
Accounts payable	~~(412)~~(288)
~~Accrued liabilities~~	~~(445)~~
~~Contract~~Other liabilities, current	~~(21)~~(626)
Future income tax obligations	(1,825)
Other ~~long-term~~ liabilities	~~(574)~~(284)
Net assets acquired	$	~~2,340~~14,157
~~Less: Fair value of non-controlling interests~~	~~(22)~~
~~Less: Fair value of previously held TCC equity investments~~	~~(1,398)~~
~~Total cash consideration~~	$
~~920~~

The excess purchase price over the estimated fair value of the net identifiable assets acquired was recognized as goodwill and totaled ~~$876 million,~~$7.6 billion, which is not deductible for tax purposes. Accounts receivable and current liabilities were stated at their historical carrying value, which approximates fair value given the short-term nature of these assets and liabilities. The estimate of fair value for inventory and fixed assets was based on an assessment of the acquired assets' condition as well as an evaluation of the current market value of such assets. The sale agreement included several customary provisions to settle working capital and other transaction-related items as of the date of sale. During 2022, the parties finalized these amounts in accordance with the terms of the sale agreement and the Company paid an additional $41 million to Toshiba Corporation in 2023. In addition, the parties finalized amounts related to pension funding levels during the year which resulted in the Company receiving $12 million from Toshiba Corporation.

The Company recorded intangible assets based on its ~~preliminary~~ estimate of fair value which consisted of the following:


(In millions)	(In millions)	Estimated Useful Life (in years)	Intangible Assets Acquired		(In millions)	Estimated Useful Life (in years)	Intangible Assets Acquired
Customer relationships	Customer relationships	23	$	497
Technology	Technology	7	220
Trademark	Trademark	26	180
Backlog	Backlog	1	60
Land use rights		45	8
Total intangible assets acquired	Total intangible assets acquired		$	965

Table of Contents

The valuation of intangible assets was determined using an income approach methodology including the multi-period excess earnings method and the relief from royalty method. Key assumptions used in estimating future cash flows included projected revenue growth rates, ~~EBIT~~EBITDA margins, discount rates, customer attrition rates and royalty rates among others. The projected future cash flows are discounted to present value using an appropriate discount rate. As of ~~June 30, 2023,~~March 31, 2024, the Company ~~finalized~~is in the process of ~~allocating~~completing its valuation of tangible, intangible and tax-related assets relating to the VCS Business and the allocation of the purchase price ~~and valuing~~to the assets acquired ~~assets~~ and liabilities ~~except for certain amounts associated with income taxes.~~assumed will be completed once the valuation process has been finalized.

~~Table of Contents~~

The Company previously accounted for its minority ownership in TCC under the equity method of accounting. In connection with the transaction, the carrying value of the Company's previously held TCC equity investments were recognized at fair value at the date of acquisition using an income approach methodology. As a result, the Company recognized a $696 million non-cash gain within ~~Other income (expense), net~~ ~~on the accompanying Unaudited Condensed Consolidated Statement of Operations. In addition, the~~ assets, liabilities and results of operations of ~~TCC~~the VCS Business are consolidated in the accompanying Unaudited Condensed C~~onsolidated~~Consolidated Financial Statements as of the date of acquisition and reported within the Company's HVAC segment. ~~The~~For the period from January 2, 2024 to March 31, 2024, revenues for the VCS Business were $875 million and its net loss was $124 million which included amortization of the step-up to fair value of inventory and backlog of $111 million as well as $139 million of intangible asset amortization.

During the three months ended March 31, 2024, the Company incurred ~~$29~~$30 million of acquisition-related costs. During 2023, $80 million of acquisition-related costs ~~during 2022,~~were incurred, of which ~~$13~~$12 million was recognized during the ~~six~~three months ended ~~June 30, 2022 and~~March 31, 2023 ~~included~~. These acquisition costs are reflected within Selling, general and administrative onin the ~~accompanying~~ Unaudited Condensed Consolidated Statement of Operations.

Unaudited Pro Forma Financial Information

The ~~Company has not included~~following unaudited pro forma financial information ~~required under ASC 805 as~~is presented to illustrate the ~~pro forma impact was not significant.~~

~~Announced Acquisition~~

On April 25, 2023, the Company announced that it entered into an Agreement to acquire the VCS Business, a privately-held company, for approximately €12 billion. The VCS Business develops intelligent, integrated and sustainable technologies, including heat pumps, boilers, photovoltaic systems, home battery storage and digital solutions, primarily for residential customers in Europe. Under the termsestimated effects of the Agreement, 20% of the purchase price will be paid in Carrier common stock, issued directly to Viessmann and subject to long-term lock-up provisions, and 80% will be paid in cash, subject to working capital and other adjustments. The Company intends to finance the acquisition ~~with a combination of cash on hand and new debt financing and expects the transaction to close around the end of 2023, subject to customary closing conditions and regulatory approvals.~~


	Three Months Ended March 31,
(In millions)	2024		2023
Revenue	$	6,182	$	6,278
Earnings	343		79

The pro forma amounts include the historical operating results of the Company and the VCS Business prior to the acquisition, with adjustments directly attributable to the acquisition including amortization of the step-up to fair value of inventory and amortization expense of acquired intangible assets. The unaudited pro forma financial information is not ~~secured by~~necessarily indicative of the results of operations that actually would have been achieved had the acquisition ~~date. The Company capitalized $36 million~~ of ~~deferred financing costs~~the VCS Business been consummated as of the dates indicated, nor is it indicative of any future results. In addition, the unaudited pro forma financial information does not reflect the expected realization of any synergies or cost savings associated with the Bridge Loan which are being amortized over the commitment period. On May 19, 2023, the aggregate principal amount of the Bridge Loan was reduced by €2.3 billion upon entering into a senior unsecured delayed draw term loan credit agreement. As a result, the Company accelerated the amortization on $10 million of deferred financing costs during the period in ~~Interest expense~~.

On May 19, 2023, the Company entered into a senior unsecured delayed draw term loan credit agreement with JPMorgan Chase Bank, N.A., as administrative agent and certain other lenders that permits aggregate borrowings of up to €2.3 billion (the "Delayed Draw Facility"). Proceeds from the Delayed Draw Facility are expected to be used to fund a portion of the Euro-denominated purchase price of the VCS Business. The Company capitalized $4 million of deferred financing costs associated with the Delayed Draw Facility which will be amortized over the term once the facility is drawn upon. In addition, the Company entered into a 364-day, $500 million, senior unsecured revolving credit agreement with JPMorgan Chase Bank, N.A., as administrative agent and certain other lenders (the "Revolver") on May 19, 2023. Proceeds from the Revolver become available upon closing the purchase of the VCS Business.acquisition.

NOTE 16: DIVESTITURES

~~Sale of Chubb Fire & Security Business~~

On January 3, 2022, the Company completed the Chubb Sale for net proceeds of $2.9 billion. Chubb, which was reported within the Company’s Fire & Security segment, delivered essential fire safety and security solutions from design and installation to monitoring, service and maintenance across more than 17 countries around the globe. The sale agreement included several customary provisions to settle working capital and other transaction-related items as of the date of sale. The parties finalized these amounts in accordance with the terms of the sale agreement during 2022. During the six months ended June 30, 2022, the Company recognized a net gain on the sale of $1.1 billion, which is included in ~~Other income (expense), net~~ ~~on the accompanying Unaudited Condensed Consolidated Statement of Operations.~~

~~Planned~~ Portfolio Transformation

On April 25, 2023, the Company announced plans to exit its Fire & Security and Commercial Refrigeration businesses over the course of 2024. ~~Carrier expects~~On December 7, 2023, the Company entered into a stock purchase agreement to ~~use~~sell its Access Solutions business to Honeywell International Inc. for an enterprise value of approximately $4.95 billion. Access Solutions, historically reported in the ~~proceeds from these~~Company's Fire & Security segment, is a global supplier of physical security and digital access solutions supporting the hospitality, commercial, education and military markets. On December 12, 2023, the Company entered into a stock purchase agreement to sell the CCR business to Haier Group Corporation for an enterprise value of approximately $775 million. CCR, historically reported in the Company's Refrigeration segment, is a global supplier of turnkey solutions for commercial refrigeration systems and services, with a primary focus on serving food retail customers, cold storage facilities and warehouses. As a result, the assets and liabilities of both businesses are presented as held for sale in the accompanying Unaudited Condensed Consolidated Balance Sheet as of March 31, 2024 and December 31, 2023, and recorded at the lower of their carrying value or fair value less estimated cost to sell. Both transactions ~~to reduce leverage, advance the Company’s capital allocation priorities and for general corporate purposes. The planned exit is not~~are expected to ~~impact UTEC,~~close in 2024 and are subject to customary closing conditions.

Table of Contents

In addition, the net assets of Industrial Fire met the criteria to be classified as held for sale during the fourth quarter of 2023. Industrial Fire, historically reported in the Company's Fire & ~~Security’s controls~~Security segment, is a leading manufacturer of a full spectrum of fire detection and suppression solutions and services in critical high-hazard environments, including oil and gas, power generation, marine and offshore facilities, automotive, data centers and aircraft hangars. As a result, the assets and liabilities of the business are presented as held for ~~residential HVAC customers~~sale in the accompanying Unaudited Condensed Consolidated Balance Sheet as of March 31, 2024 and December 31, 2023, and recorded at the lower of their carrying value or fair value less estimated cost to sell. On March 5, 2024, the ~~Sensitech monitoring businesses.~~Company entered into a stock purchase agreement to sell its Industrial Fire business to Sentinel Capital Partners for an enterprise value of approximately $1.425 billion. The transaction is expected to close in 2024 and is subject to customary closing conditions.

The following table summarizes assets and liabilities classified as held for sale:


	March 31, 2024
(In millions)	Commercial Refrigeration		Access Solutions		Industrial Fire		Total
Cash and cash equivalents	$	107	$	10	$	11	$	128
Accounts receivable, net	189		85		96		370
Inventories, net	93		34		68		195
Contract assets, current	106		2		49		157
Other assets, current	16		4		5		25
Fixed assets, net	77		14		23		114
Intangible assets, net	—		52		2		54
Goodwill	72		1,479		433		1,984
Operating lease right-of-use assets	49		14		26		89

Other assets	44		7		2		53
Total assets held for sale	$	753	$	1,701	$	715	$	3,169

Accounts payable	$	123	$	29	$	43	$	195
Accrued liabilities	156		20		50		226
Contract liabilities, current	25		57		17		99

Long-term debt, including current portion	7		—		—		7
Future pension and post-retirement obligations	198		—		—		198
Future income tax obligations	4		—		3		7
Operating lease liabilities	38		11		21		70
Other long-term liabilities	3		12		3		18
Total liabilities held for sale	$	554	$	129	$	137	$	820

2124

Table of Contents


	December 31, 2023
(In millions)	Commercial Refrigeration		Access Solutions		Industrial Fire		Total
Cash and cash equivalents	$	131	$	6	$	20	$	157
Accounts receivable, net	274		104		101		479
Inventories, net	84		31		65		180
Contract assets, current	98		2		42		142
Other assets, current	15		3		4		22
Fixed assets, net	78		13		22		113
Intangible assets, net	—		53		2		55
Goodwill	72		1,498		439		2,009
Operating lease right-of-use assets	49		13		28		90

Other assets	44		10		13		67
Total assets held for sale	$	845	$	1,733	$	736	$	3,314

Accounts payable	$	129	$	20	$	39	$	188
Accrued liabilities	181		21		55		257
Contract liabilities, current	23		53		22		98

Long-term debt, including current portion	8		—		—		8
Future pension and post-retirement obligations	203		—		1		204
Future income tax obligations	4		2		3		9
Operating lease liabilities	40		11		23		74
Other long-term liabilities	3		12		9		24
Total liabilities held for sale	$	591	$	119	$	152	$	862

NOTE 17: SEGMENT FINANCIAL DATA

The Company conducts its operations through three reportable operating segments: HVAC, Refrigeration and Fire & Security. In accordance with ASC 280 - Segment Reporting, the Company's segments maintain separate financial information for which results of operations are evaluated on a regular basis by the Company's Chief Operating Decision Maker in deciding how to allocate resources and in assessing performance.

•The HVAC segment provides products, controls, services and solutions to meet the heating, cooling and ventilation needs of residential and commercial customers while enhancing building performance, health, energy efficiency and sustainability.

•The Refrigeration segment includes transport refrigeration and monitoring products, services and digital solutions for trucks, trailers, shipping containers, intermodal and rail, as well as commercial refrigeration products.

•The Fire & Security segment provides a wide range of residential, commercial and industrial technologies designed to help protect people and property.

The Company's customers are in both the public and private sectors and its businesses reflect extensive geographic diversification. Inter-company sales between segments are immaterial.

Table of Contents

Net sales and Operating profit by segment are as follows:


			Net Sales				Operating Profit
			Three Months Ended June 30,				Three Months Ended June 30,
		Net Sales												Net Sales			Operating Profit
		Three Months Ended March 31,												Three Months Ended March 31,			Three Months Ended March 31,
(In millions)	(In millions)		2023		2022		2023		2022		(In millions)	2024	2023		2024	2023
HVAC	HVAC		$	4,216	$	3,388	$	742	$	585
Refrigeration	Refrigeration		972		1,041		112		147
Fire & Security	Fire & Security		932		887		(157)		134
Total segment	Total segment		6,120		5,316		697		866
Eliminations and other	Eliminations and other		(128)		(105)		(146)		(16)
General corporate expenses	General corporate expenses		—		—		(62)		(31)
Total Consolidated	Total Consolidated		$	5,992	$	5,211	$	489	$	819

Net Sales Operating Profit
Six Months Ended June 30, Six Months Ended June 30,
(In millions) 2023 2022 2023 2022
HVAC $ 7,838 $ 6,358 $ 1,177 $ 1,055
Refrigeration 1,870 2,017 220 254
Fire & Security 1,801 1,705 (64) 1,352
Total segment 11,509 10,080 1,333 2,661
Eliminations and other (244) (215) (184) (40)
General corporate expenses — — (105) (65)
Total Consolidated $ 11,265 $ 9,865 $ 1,044 $ 2,556

~~Table of Contents~~

Geographic external sales are attributed to the geographic regions based on their location of origin. With the exception of the U.S. presented in the table below, there were no individually significant countries with sales exceeding 10% of total sales during the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 and ~~2022.~~2023.


		Three Months Ended March 31,
		Three Months Ended June 30,				Six Months Ended June 30,
		Three Months Ended March 31,

		Three Months Ended March 31,
(In millions)
(In millions)
(In millions)	(In millions)	2023		2022		2023		2022
United States	United States	$	3,389	$	3,171	$	6,249	$	5,955
United States
United States
International:
International:
International:	International:
Europe	Europe	1,205		1,119		2,401		2,164
Europe
Europe
Asia Pacific
Asia Pacific
Asia Pacific	Asia Pacific	1,194		713		2,227		1,365
Other	Other	204		208		388		381
Other
Other
Net sales	Net sales	$	5,992	$	5,211	$	11,265	$	9,865
Net sales
Net sales

NOTE 18: RELATED PARTIES

Equity Method Investments

The Company sells products to and purchases products from unconsolidated entities accounted for under the equity method and, therefore, these entities are considered to be related parties. Amounts attributable to equity method investees are as follows:


		Three Months Ended June 30,				Six Months Ended June 30,
				Three Months Ended March 31,
				Three Months Ended March 31,
				Three Months Ended March 31,
(In millions)	(In millions)	2023		2022		2023		2022		(In millions)	2024	2023
Sales to equity method investees included in Product sales	Sales to equity method investees included in Product sales	$	887	$	787	$	1,641	$	1,411
Purchases from equity method investees included in Cost of products sold	Purchases from equity method investees included in Cost of products sold	$	59	$	91	$	102	$	201

The Company had receivables from and payables to equity method investees as follows:


(In millions)	(In millions)	June 30, 2023		December 31, 2022		(In millions)	March 31, 2024	December 31, 2023
Receivables from equity method investees included in Accounts receivable, net	Receivables from equity method investees included in Accounts receivable, net	$	364	$	154
Payables to equity method investees included in Accounts payable	Payables to equity method investees included in Accounts payable	$	39	$	44

2326

NOTE 19: COMMITMENTS AND CONTINGENT LIABILITIES

The Company is involved in various litigation, claims and administrative proceedings, including those related to environmental (including asbestos) and legal matters. In accordance with ASC 450, Contingencies, the Company records accruals for loss contingencies when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These accruals are generally based upon a range of possible outcomes. If no amount within the range is a better estimate than any other, the Company accrues the minimum amount. In addition, these estimates are reviewed periodically and adjusted to reflect additional information when it becomes available. The Company is unable to predict the final outcome of the following matters based on the information currently available, except as otherwise noted. However, the Company does not believe that the resolution of any of these matters will have a material adverse effect upon its results of operations ~~cash flows~~ or financial condition.

Environmental Matters

The Company’s operations are subject to environmental regulation by various authorities. The Company has accrued for the costs of environmental remediation activities, including but not limited to investigatory, remediation, operating and maintenance costs and performance guarantees. The most likely cost to be incurred is accrued based on an evaluation of currently available facts with respect to individual sites, including the technology required to remediate, current laws and regulations and prior remediation experience.

The outstanding liabilities for environmental obligations are as follows:


(In millions)	(In millions)	June 30, 2023		December 31, 2022		(In millions)	March 31, 2024	December 31, 2023
Environmental reserves included in Accrued liabilities	Environmental reserves included in Accrued liabilities	$	15	$	24
Environmental reserves included in Other long-term liabilities	Environmental reserves included in Other long-term liabilities	203		211
Total Environmental reserves	Total Environmental reserves	$	218	$	235

For sites with multiple responsible parties, the Company considers its likely proportionate share of the anticipated remediation costs and the ability of other parties to fulfill their obligations in establishing a provision for these costs. Accrued environmental liabilities are not reduced by potential insurance reimbursements and are undiscounted.

Asbestos Matters

The Company has been named as a defendant in lawsuits alleging personal injury as a result of exposure to asbestos allegedly integrated into certain Carrier products or business premises. While the Company has never manufactured asbestos and no longer incorporates it into any currently-manufactured products, certain products that the Company no longer manufactures contained components incorporating asbestos. A substantial majority of these asbestos-related claims have been dismissed without payment or have been covered in full or in part by insurance or other forms of indemnity. Additional cases were litigated and settled without any insurance reimbursement. The amounts involved in asbestos-related claims were not material individually or in the aggregate in any period.

2427

The Company's asbestos liabilities and related insurance recoveries are as follows:


(In millions)	(In millions)	June 30, 2023		December 31, 2022		(In millions)	March 31, 2024	December 31, 2023
Asbestos liabilities included in Accrued liabilities	Asbestos liabilities included in Accrued liabilities	$	16	$	16
Asbestos liabilities included in Other long-term liabilities	Asbestos liabilities included in Other long-term liabilities	207		212
Total Asbestos liabilities	Total Asbestos liabilities	$	223	$	228

Asbestos-related recoveries included in Other assets, current	Asbestos-related recoveries included in Other assets, current	$	5	$	5
Asbestos-related recoveries included in Other assets, current
Asbestos-related recoveries included in Other assets, current
Asbestos-related recoveries included in Other assets	Asbestos-related recoveries included in Other assets	89		90
Total Asbestos-related recoveries	Total Asbestos-related recoveries	$	94	$	95

The amounts recorded for asbestos-related liabilities are based on currently available information and assumptions that the Company believes are reasonable and are made with input from outside actuarial experts. These amounts are undiscounted and exclude the Company’s legal fees to defend the asbestos claims, which are expensed as incurred. In addition, the Company has recorded insurance recovery receivables for probable asbestos-related recoveries.

~~UTC Equity Awards Conversion Litigation~~

On August 12, 2020, several former employees of UTC or its subsidiaries filed a putative class action complaint (the "Complaint") in the United States District Court for the District of Connecticut against Raytheon Technologies Corporation, Carrier, Otis Worldwide Corporation ("Otis"), the former members of the UTC Board of Directors and the members of the Carrier and Otis Boards of Directors (~~Geraud Darnis, et al. v. Raytheon Technologies Corporation, et al~~.). The Complaint challenged the method by which UTC equity awards were converted to UTC, Carrier and Otis equity awards following the Separation and the Distribution. Defendants moved to dismiss the Complaint. Plaintiffs amended their Complaint on September 13, 2021 (the "Amended Complaint"). The Amended Complaint, with Raytheon Technologies Corporation, Carrier and Otis as the only defendants, asserted that the defendants are liable for breach of certain equity compensation plans and for breach of the implied covenant of good faith and fair dealing. The Amended Complaint also sought specific performance. The Company believes all plaintiffs' claims against it are without merit. Defendants moved to dismiss the Amended Complaint. On September 30, 2022, the court dismissed the case against all defendants, with prejudice. Plaintiffs appealed the dismissal to the United States Court of Appeals for the Second Circuit. Oral arguments on the appeal were held before the Second Circuit on June 29, 2023 and a decision is pending.

Aqueous Film Forming Foam Litigation

As of ~~June 30, 2023,~~March 31, 2024, the Company, KFI and others have been named as defendants in more than ~~4,500~~7,000 lawsuits filed by individuals in or removed to the federal courts of the United States alleging that the historic use of Aqueous Film Forming Foam ("AFFF") caused personal injuries and/or property damage. The Company, KFI and others have also been named as defendants in more than ~~500~~800 lawsuits filed by several U.S. states, municipalities and water utilities in or removed to U.S. federal courts alleging that the historic use of AFFF caused contamination of property and water supplies. In December 2018, the U.S. Judicial Panel on Multidistrict Litigation transferred and consolidated all AFFF cases pending in the U.S. federal courts against the Company, KFI and others to the U.S. District Court for the District of South Carolina (the "MDL Proceedings"). The individual plaintiffs in the MDL Proceedings generally seek damages for alleged personal injuries, medical monitoring, diminution in property value and injunctive relief to remediate alleged contamination of water supplies. The U.S. state, municipal and water utility plaintiffs in the MDL Proceedings generally seek damages and costs related to the remediation of public property and water supplies.

AFFF is a firefighting foam, developed beginning in the late 1960s pursuant to U.S. military specification, used to extinguish certain types of hydrocarbon-fueled fires. The lawsuits identified above relate to Kidde Fire Fighting, Inc., which owned the National Foam business. Kidde Fire Fighting, Inc. was acquired by a UTC subsidiary in 2005 and merged into KFI in 2007. The National Foam business manufactured AFFF for sale to government (including the U.S. federal government) and non-government customers in the U.S. at a single facility located in West Chester, Pennsylvania (the "Pennsylvania Site"). In 2013, KFI divested the AFFF businesses to an unrelated third party. The Company acquired KFI as part of the Separation in April 2020.

The key components that contribute to AFFF's fire-extinguishing capabilities are known as fluorosurfactants. Neither the Company, nor KFI, nor any of the Company's subsidiaries involved in the AFFF litigation manufactured fluorosurfactants. Instead, the National Foam business purchased these substances from unrelated third parties for use in manufacturing AFFF. Plaintiffs in the MDL Proceedings allege that the fluorosurfactants used by various manufacturers in producing AFFF contained, or over time degraded into, compounds known as per- and polyfluoroalkyl substances (referred to collectively as "PFAS"), including perflourooctanesulfonic acid ("PFOS") and perflourooctanoic acid ("PFOA"). Plaintiffs further allege that, as a result of the use of AFFF, PFOS and PFOA were released into the environment and, in some instances, ultimately reached drinking water supplies.

Plaintiffs in the MDL Proceedings allege that PFOS and PFOA contamination has resulted from the use of AFFF manufactured using a process known as ECF, and that this process was used exclusively by 3M. They also allege that PFOA contamination has resulted from the use of AFFF manufactured using a different process, known as telomerization, and that this process was used exclusively by the other AFFF manufacturers (including the National Foam business). Compounds containing PFOS and PFOA (as well as many other PFAS) have also been used for decades by many third parties in a number of different industries to manufacture firefighters’ protective outerwear, carpets, clothing, fabrics, cookware, food packaging, personal care products, cleaning products, paints, varnishes and other consumer and industrial products.

Plaintiffs in the MDL Proceedings have named multiple defendants, including suppliers of chemicals and raw materials used to manufacture fluorosurfactants, fluorosurfactant manufacturers and AFFF manufacturers. The defendants in the MDL Proceedings moved for summary judgment on the government contractor defense, which potentially applies to AFFF sold to or used by the U.S. government. After full briefing and oral argument, on September 16, 2022, the MDL court declined to enter summary judgment for the defendants. The defense, however, remains available at any trial to which it applies.

On September 23, 2022, after completion of discovery, the MDL court selected one water provider case, the City of Stuart, FL v. 3M, et al., for a bellwether trial. That trial was scheduled to begin in early June 2023 but was postponed indefinitely. The MDL court ordered that the bellwether process for personal injury cases ~~will~~to begin in 2023. ~~The~~However, the court has not yet outlined details on that process or its timing.

Outside of the MDL Proceedings, the Company and other defendants also are party to six lawsuits in U.S. state courts brought by oil refining companies alleging product liability claims related to legacy sales of AFFF and seeking damages for the costs to replace the product and for property damage. In addition, the Company and other defendants are party to two actions related to the Pennsylvania Site in which the plaintiff water utility company seeks remediation costs related to the alleged contamination of the local water supply.

The Company, KFI and other defendants are also party to one action in Arizona state court brought by a firefighter claiming that occupational exposure to AFFF has caused certain personal injuries.

The Company and KFI believe that they have meritorious defenses to the claims in the MDL Proceedings and the other AFFF lawsuits. Given the numerous factual, scientific and legal issues to be resolved relating to these claims, the Company is unable to assess the probability of liability or to reasonably estimate a range of possible loss at this time. There can be no assurance that any such future exposure will not be material in any period.

On May 14, 2023, KFI filed a voluntary petition with the United States Bankruptcy Court for the District of Delaware seeking relief under Chapter 11 of the Bankruptcy Code after the Company determined that it would not provide financial support to KFI going forward, other than ensuring KFI has access to services necessary for the effective operation of its business. As a result, all litigation against KFI is automatically stayed. KFI filed an adversary complaint and motion in the Chapter 11 case seeking an order staying or enjoining all AFFF-related litigation against the Company, its other subsidiaries and RTX. That motion was resolved through an agreement that effectively stays the AFFF litigation against these parties. KFI has also indicated to the bankruptcy court that it intends to pursue insurance coverage for AFFF-related liabilities and contractual indemnification for AFFF-related liabilities from the third party to which KFI sold National Foam. On November 21, 2023, the bankruptcy court ordered certain parties, including the Company, to participate in a mediation with respect to claims that might be asserted by and against it in the bankruptcy proceedings. The parties have engaged in several mediation sessions and anticipate further sessions in the future. The terms and scope of any potential settlement may be affected by, among other factors, the bankruptcy court’s ability to approve nonconsensual releases of litigation claims against non-debtors, which the United States Supreme Court is expected to decide in Harrington v. Purdue Pharma, L.P.

Deconsolidation Due to Bankruptcy

As of May 14, 2023, the Company no longer ~~controls~~controlled KFI as their activities are subject to review and oversight by the bankruptcy court. Therefore, KFI was deconsolidated and their respective assets and liabilities were derecognized from the Company’s Unaudited Condensed Consolidated Financial Statements. Upon deconsolidation, the Company determined the fair value of its retained interest in KFI to be zero and will account for it prospectively using the cost method. As a result of these actions, the Company recognized a loss of ~~$293~~$297 million in its Unaudited Condensed Consolidated ~~Statements~~Statement of Operations

within Other income/(expense), net. In addition, the deconsolidation resulted in an investing cash outflow of $134 million in the Company's Unaudited Condensed Consolidated ~~Statements~~Statement of Cash Flows.

In connection with the bankruptcy filing, KFI entered into several agreements with subsidiaries of the Company to ensure they have access to services necessary for the effective operation of their business. All post-deconsolidation activity between the Company and KFI are reported as third-party transactions recorded within the Company's Unaudited Condensed Consolidated ~~Statements~~Statement of Operations. Since the petition date, there were no material transactions between the Company and KFI.

On March 15, 2024, the Company and Pacific Avenue Capital Partners entered into certain agreements including a stock and asset purchase agreement whereby Pacific Avenue Capital Partners shall acquire certain assets and operating liabilities of KFI, subject to approval by the bankruptcy court. On April 1, 2024, the bankruptcy court subsequently approved the sale. However, there has been no determination with respect to the allocation of sale proceeds.

Income Taxes

Under the ~~Tax Matters Agreement~~TMA relating to the Separation, the Company is responsible to UTC for its share of the Tax Cuts and Jobs Act transition tax associated with foreign undistributed earnings as of December 31, 2017. AsDuring the three months ended March 31, 2024, the Company recognized a ~~result, liabilities~~$46 million gain associated with the TMA and UTC's conclusion of ~~$75~~certain income tax matters from their 2017 and 2018 tax audit with the IRS. Liabilities under the TMA of $96 million and ~~$293~~$233 million are included within the accompanying Unaudited Condensed Consolidated Balance Sheet within Accrued Liabilities and Other Long-Term Liabilities as of ~~June 30, 2023,~~March 31, 2024, respectively. This obligation is expected to be settled in annual installments ending in April 2026 with the next installment of ~~$75~~$96 million due in 2024. The Company believes that the likelihood of incurring losses materially in excess of this amount is remote.

Other

The Company has other commitments and contingent liabilities related to legal proceedings, self-insurance programs and matters arising in the ordinary course of business. The Company accrues for contingencies generally based upon a range of possible outcomes. If no amount within the range is a better estimate than any other, the Company accrues the minimum amount.

In the ordinary course of business, the Company is also routinely a defendant in, party to or otherwise subject to many pending and threatened legal actions, claims, disputes and proceedings. These matters are often based on alleged violations of contract, product liability, warranty, regulatory, environmental, health and safety, employment, intellectual property, tax and other laws. In some of these proceedings, claims for substantial monetary damages are asserted against the Company and could result in fines, penalties, compensatory or treble damages or non-monetary relief. The Company does not believe that these matters will have a material adverse effect upon its results of operations, cash flows or financial condition.

With respect to the accompanying Unaudited Condensed Consolidated Financial Statements for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ PricewaterhouseCoopers LLP ("PricewaterhouseCoopers") reported that it has applied limited procedures in accordance with professional standards for a review of such information. However, its report dated ~~July 27, 2023,~~April 25, 2024, appearing below, states that the firm did not audit and does not express an opinion on the accompanying Unaudited Condensed Consolidated Financial Statements. PricewaterhouseCoopers has not carried out any significant or additional audit tests beyond those that would have been necessary if their report had not been included. Accordingly, the degree of reliance on its report on such information should be restricted in light of the limited nature of the review procedures applied. PricewaterhouseCoopers is not subject to the liability provisions of Section 11 of the Securities Act of 1933, as amended (the "Securities Act"), for its report on the accompanying Unaudited Condensed Consolidated Financial Statements because that report is not a "report" or a "part" of a registration statement prepared or certified by PricewaterhouseCoopers within the meaning of Sections 7 and 11 of the Securities Act.

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareowners of Carrier Global Corporation

Results of Review of Interim Financial Information

We have reviewed the accompanying condensed consolidated balance sheet of Carrier Global Corporation and its subsidiaries (the “Company”) as of ~~June 30, 2023,~~March 31, 2024, and the related condensed consolidated statements of operations, of comprehensive income (loss), ~~and~~ of changes in equity ~~for the three-month~~ and ~~six-month periods ended June 30, 2023 and 2022 and the condensed consolidated statement~~ of cash flows for the ~~six-month periods~~three-month period ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ including the related notes (collectively referred to as the “interim financial information”). Based on our reviews, we are not aware of any material modifications that should be made to the accompanying interim financial information for it to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet of the Company as of December 31, ~~2022,~~2023, and the related consolidated statements of operations, of comprehensive income (loss), of changes in equity and of cash flows for the year then ended (not presented herein), and in our report dated February ~~7, 2023,~~6, 2024, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, ~~2022,~~2023, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

Basis for Review Results

This interim financial information is the responsibility of the Company’s management. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our review in accordance with the standards of the PCAOB. A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

/s/ PricewaterhouseCoopers LLP

~~Hallandale Beach,~~Miami, Florida

~~July 27, 2023~~April 25, 2024

2831

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

BUSINESS OVERVIEW

Business Summary

Carrier Global Corporation ("we" or "our") is a global leader in intelligent climate and energy solutions with a focus on providing differentiated, digitally-enabled lifecycle solutions to our customers. Our portfolio includes industry-leading brands such as Carrier, Viessmann, Toshiba, Automated Logic, Carrier Transicold, Kidde, Edwards and LenelS2 that offer innovative heating, ventilating and air conditioning ("HVAC"), refrigeration, fire, security and building automation technologies to help make the world safer and more comfortable. We also provide a broad array of related building services, including audit, design, installation, system integration, repair, maintenance and monitoring. Our operations are classified into three segments: HVAC, Refrigeration and Fire & Security.

Our worldwide operations are affected by global and regional industrial, economic and political factors and trends. These include the mega-trends of urbanization, climate change and increasing requirements for food safety driven by the food needs of the growing global population and the rising standards of living in emerging markets. We believe that our business segments are well positioned to benefit from favorable secular trends, including these mega-trends and from the strength of our industry-leading brands and track record of innovation. In addition, we regularly review our end markets to proactively identify trends and adapt our strategies accordingly.

Our business is also affected by changes in the general level of economic activity, such as changes in business and consumer spending, construction and shipping activity as well as short-term economic factors such as currency fluctuations, commodity price volatility and supply disruptions. We continue to invest in our business, take pricing actions to mitigate supply chain and inflationary pressures, develop new products and services in order to remain competitive in our markets and use risk management strategies to mitigate various exposures. We believe that we have industry-leading global brands, which form the foundation of our business strategy. Coupled with our focus on growth, innovation and operational efficiency, we expect to drive long-term future growth and increased value for our shareowners.

Recent Developments

~~Supply Chain Challenges~~

The ongoing global economic recovery from the COVID-19 pandemic has caused significant challenges for global supply chains resulting in inflationary cost pressures, component shortages and transportation delays. As a result, we have incurred incremental costs for commodities and components used in our products as well as component shortages that have negatively impacted our sales and resultsAcquisition of operations. Inflationary cost pressures and supply chain challenges have begun to moderate, but continue to affect our results. We expect that these challenges will continue to impact our businesses for the foreseeable future.

We continue to take proactive steps to limit the impact of these challenges and are working closely with our suppliers to ensure availability of products and implement other cost savings initiatives. In addition, we continue to invest in our supply chain to improve its resilience with a focus on automation, dual sourcing of critical components and localized manufacturing when feasible. To date, there has been limited disruption to the availability of our products, though it is possible that more significant disruptions could occur if these supply chain challenges continue.

~~Planned Portfolio Transformation~~Viessmann Climate Solutions

On April 25, 2023, we announced that we entered into a Share Purchase Agreement (the “Agreement”) to acquire the climate solutions business (the "VCS Business") of Viessmann Group GmbH & Co. KG (“Viessmann”), a privately-held ~~company, for approximately €12 billion.~~company. The VCS Business develops intelligent, integrated and sustainable technologies, including heat pumps, boilers, photovoltaic systems, home battery storage and digital solutions, primarily for residential customers in Europe. The ~~transaction is expected to close around~~acquisition was completed on January 2, 2024. As a result, the ~~end~~assets, liabilities and results of operations of the VCS Business are consolidated in the accompanying Unaudited Condensed Consolidated Financial Statements as of the date of acquisition and reported within our HVAC segment.

Portfolio Transformation

On April 25, 2023, ~~subject to customary closing conditions and regulatory approvals. In addition,~~ we ~~also~~ announced plans to exit our Fire & Security and Commercial Refrigeration businesses over the course of 2024.

On December 7, 2023, we entered into a stock purchase agreement to sell our Access Solutions business ("Access Solutions") to Honeywell International Inc. for an enterprise value of approximately $4.95 billion. Access Solutions, historically reported in our Fire & Security segment, is a global supplier of physical security and digital access solutions supporting the hospitality, commercial, education and military markets. On December 12, 2023, we entered into a stock purchase agreement to sell our Commercial Refrigeration business ("CCR") to Haier Group Corporation for an enterprise value of approximately $775 million. CCR, historically reported in our Refrigeration segment, is a global supplier of turnkey solutions for commercial refrigeration systems and services, with a primary focus on serving food retail customers, cold storage facilities and warehouses. On March 5, 2024, we entered into a stock purchase agreement to sell our Industrial Fire business ("Industrial Fire") to Sentinel Capital Partners for an enterprise value of approximately $1.425 billion. Industrial Fire, historically reported in our Fire & Security segment, is a leading manufacturer of a full spectrum of fire detection and suppression solutions and services in critical high-hazard environments, including oil and gas, power generation, marine and offshore facilities, automotive, data centers and aircraft hangars. These transactions are expected to close in 2024.

2932

Deconsolidation of Kidde-Fenwal, Inc.

On May 14, 2023, Kidde-Fenwal, Inc. ("KFI"), an indirect wholly-owned subsidiary of ours, filed a petition for voluntary reorganization under Chapter 11 of the United States Bankruptcy Code ("Chapter 11") in the United States Bankruptcy Court for the District of Delaware. KFI, an industrial fire detection and suppression business ~~and an indirect wholly-owned subsidiary of the Company,~~historically reported in our Fire & Security segment, has indicated that it intends to use the bankruptcy process to explore strategic alternatives, including the sale of KFI as a going concern. KFI has further stated that, during the Chapter 11 process, KFI expects that there will be no significant interruptions to its business operations. As of the petition date, KFI was deconsolidated and its respective assets and liabilities were derecognized from ~~the Company's~~our Unaudited Condensed Consolidated Financial Statements.

~~Acquisition of Toshiba Carrier Corporation~~

On February 6, 2022, we entered into a binding agreement to acquire a majority ownership interest in Toshiba Carrier Corporation ("TCC"), a variable refrigerant flow ("VRF") and light commercial HVAC joint venture between Carrier and Toshiba Corporation. TCC designs and manufactures flexible, energy-efficient and high-performance VRF and light commercial HVAC systems as well as commercial products, compressors and heat pumps. The acquisition included all of TCC's advanced research and development centers and global manufacturing operations, product pipeline and the long-term use of Toshiba's iconic brand. The acquisition was completed on August 1, 2022. As a result, the assets, liabilities and results of operations of TCC are consolidated in the accompanying Unaudited Condensed Consolidated Financial Statements as of the date of acquisition and reported within our HVAC segment. Upon closing, Toshiba Corporation retained a 5% ownership interest in TCC.

~~Sale of Chubb Fire & Security Business~~

On July 26, 2021, we entered into a stock purchase agreement to sell our Chubb Fire and Security business ("Chubb") to APi Group Corporation ("APi"). Chubb, which was reported within our Fire & Security segment, delivered essential fire safety and security solutions from design and installation to monitoring, service and maintenance across more than 17 countries around the globe. On January 3, 2022, we completed the sale of Chubb (the "Chubb Sale") for net proceeds of $2.9 billion and recognized a gain on the sale of $1.1 billion during the year ended December 31, 2022.

CRITICAL ACCOUNTING ESTIMATES

Preparation of our financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, sales and expenses. We believe that the most complex and sensitive judgments, because of their potential significance to the accompanying Unaudited Condensed Consolidated Financial Statements, result primarily from the need to make estimates about the effects of matters that are inherently uncertain. In "Management’s Discussion and Analysis of Financial Condition and Results of Operations" of our ~~2022~~2023 Form 10-K, we describe the significant accounting estimates and policies used in the preparation of the accompanying Unaudited Condensed Consolidated Financial Statements. ~~There~~Except as noted below, there have been no significant changes in our critical accounting estimates.

30Business Combinations

In accordance with ASC 805, Business Combinations ("ASC 805"), acquisitions that meet the definition of a business are recorded using the acquisition method of accounting. We recognize and measure the identifiable assets acquired, liabilities assumed and any non-controlling interest as of the acquisition date at fair value. The valuation of intangible assets is determined by an income approach methodology, using assumptions such as projected future revenues, customer attrition rates, royalty rates, tax rates and discount rates. The excess, if any, of total consideration transferred in a business combination over the fair value of identifiable assets acquired, liabilities assumed and any non-controlling interest is recognized as goodwill. Costs incurred as a result of a business combination other than costs related to the issuance of debt or equity securities are recorded in the period the costs are incurred.

RESULTS OF OPERATIONS

The results of operations of TCC are included in our consolidated results since the acquisition date of August 1, 2022. Prior to the acquisition, we previously accounted for our minority ownership in TCC under the equity method of accounting and recognized our portion of earnings within ~~Equity method investment in net earnings~~ as part of operating expenses. As a result, prior period results may not be comparable to the current period. See Note 15 - Acquisitions in the Notes to the accompanying Unaudited Condensed Consolidated Financial Statements for additional information.

Three Months Ended ~~June 30, 2023~~March 31, 2024 Compared with the Three Months Ended ~~June 30, 2022~~March 31, 2023

The following represents our consolidated net sales and operating results:


			Three Months Ended June 30,
		Three Months Ended March 31,																						Three Months Ended March 31,
(In millions)	(In millions)		2023		2022		Period Change		% Change		(In millions)	2024			2023				Period Change						% Change
Net sales	Net sales		$	5,992	$	5,211	$	781	15	%	Net sales	$	6,182	$	$	5,273	$		$	909		17				17	%
Cost of products and services sold	Cost of products and services sold		(4,237)		(3,764)		(473)		13	%	Cost of products and services sold	(4,477)		(3,895)		(3,895)		(582)			(582)		15				15	%
Gross margin	Gross margin		1,755		1,447		308		21	%	Gross margin	1,705		1,378		1,378		327			327		24				24	%
Operating expenses	Operating expenses		(1,266)		(628)		(638)		102	%	Operating expenses	(1,205)		(823)		(823)		(382)			(382)		46				46	%
Operating profit	Operating profit		489		819		(330)		(40)	%	Operating profit	500		555		555		(55)			(55)		(10)				(10)	%
Non-operating income (expense), net	Non-operating income (expense), net		(67)		(62)		(5)		8	%	Non-operating income (expense), net	(165)		(46)		(46)		(119)			(119)		259				259	%
Income from operations before income taxes	Income from operations before income taxes		422		757		(335)		(44)	%	Income from operations before income taxes	335		509		509		(174)			(174)		(34)				(34)	%
Income tax expense	Income tax expense		(189)		(170)		(19)		11	%	Income tax expense	(46)		(122)		(122)		76			76		(62)				(62)	%
Net income from operations	Net income from operations		233		587		(354)		(60)	%	Net income from operations	289		387		387		(98)			(98)		(25)				(25)	%
Less: Non-controlling interest in subsidiaries' earnings from operations	Less: Non-controlling interest in subsidiaries' earnings from operations		34		14		20		143	%	Less: Non-controlling interest in subsidiaries' earnings from operations	20		14		14		6			6		43				43	%
Net income attributable to common shareowners	Net income attributable to common shareowners		$	199	$	573	$	(374)	(65)	%	Net income attributable to common shareowners	$	269	$	$	373	$		$	(104)		(28)				(28)	%

Net Sales

For the three months ended ~~June 30, 2023,~~March 31, 2024, Net sales were ~~$6.0~~$6.2 billion, a ~~15%~~17% increase compared with the same period of ~~2022.~~2023. The components of the year-over-year change were as follows:


	Three Months Ended ~~June 30, 2023~~March 31, 2024
Organic	62	%
Foreign currency translation	—	%
Acquisitions and divestitures, net	915	%

Total % change	1517	%

Organic sales for the three months ended ~~June 30, 2023~~March 31, 2024, increased by 6%2% compared with the same period of ~~2022.~~2023. The organic increase was primarily driven by our HVAC segment due to improved ~~global~~ end-markets in ~~our Commercial HVAC business~~the Americas, which more than offset reduced end-market demand in EMEA and ~~pricing improvements in our North America residential and light commercial business.~~Asia. In addition, our Fire & Security segment benefited from volume growth and price improvements in both the Commercial and ~~volume growth in each region.~~Residential fire and Industrial fire businesses. Refrigeration results decreased as each of the segment's businesses experienced challenges in certain end-markets during the quarter. Refer to "Segment Review" below for a discussion of Net sales by segment.

On ~~August 1, 2022,~~January 2, 2024, we acquired the ~~Commercial HVAC business acquired~~VCS Business, a ~~majority ownership interest~~leading manufacturer of high efficiency heating and renewable energy systems in ~~TCC, a VRF and light commercial HVAC joint venture between Carrier and Toshiba Corporation.~~Europe. The results of ~~TCC~~the VCS Business have been included in our Unaudited Condensed Consolidated Financial Statements since the date of acquisition. The transaction added ~~10%~~16% to Net sales during the three months ended ~~June 30, 2023~~March 31, 2024, and is included in Acquisitions and divestitures, net.

As of May 14, 2023, we no longer ~~control~~controlled KFI as their activities are subject to review and oversight by the bankruptcy court. Therefore, KFI was deconsolidated and their respective assets and liabilities were derecognized from our Unaudited Condensed Consolidated Financial Statements. The deconsolidation had a 1% impact on Net sales during the three months ended ~~June 30, 2023~~March 31, 2024, and is included in Acquisitions and divestitures, net.

Gross Margin

For the three months ended ~~June 30, 2023,~~March 31, 2024, gross margin was ~~$1.8~~$1.7 billion, a ~~21%~~24% increase compared with the same period of ~~2022.~~2023. The components were as follows:


			Three Months Ended June 30,
		Three Months Ended March 31,												Three Months Ended March 31,
(In millions)	(In millions)		2023			2022			(In millions)	2024		2023
Net sales	Net sales		$	5,992		$	5,211
Cost of products and services sold	Cost of products and services sold		(4,237)			(3,764)
Gross margin	Gross margin		$	1,755		$	1,447
Percentage of net sales	Percentage of net sales		29.3		%	27.8		%	Percentage of net sales	27.6	%	26.1	%

Gross margin increased by ~~$308~~$327 million compared with the three months ended ~~June 30, 2022.~~March 31, 2023. The main driver of the increase related to ongoing customer demand, pricing improvements and our continued focus on productivity initiatives. ~~In addition, operating~~Operating results associated with ~~TCC~~the VCS Business since the date of acquisition further benefited gross margin during the period. These amounts were partially offset by the higher cost of commodities and components used in our products, certain supply chain constraints and freight costs. Although inflationary cost pressures have begun to moderate, they remain elevated and continue to impact the cost of products and services sold in each of our segments. GrossAs a result, gross margin as a percentage of Net sales increased by 150 basis points compared with the same period of ~~2022.~~2023. However, the results of the VCS Business included inventory step-up, backlog amortization and intangible asset amortization resulting from the recognition of acquired assets at fair value. These costs had a 250 basis point unfavorable impact on gross margin as a percentage of Net sales.

Operating Expenses

For the three months ended ~~June 30, 2023,~~March 31, 2024, operating expenses, including Equity method investment net earnings, were ~~$1.3~~$1.2 billion, a ~~102%~~46% increase compared with the same period of ~~2022.~~2023. The components were as follows:


			Three Months Ended June 30,
		Three Months Ended March 31,												Three Months Ended March 31,
(In millions)	(In millions)		2023			2022			(In millions)	2024		2023
Selling, general and administrative	Selling, general and administrative		$	(784)		$	(614)
Research and development	Research and development		(151)			(122)
Equity method investment net earnings	Equity method investment net earnings		52			101
Other income (expense), net	Other income (expense), net		(383)			7
Total operating expenses	Total operating expenses		$	(1,266)		$	(628)
Percentage of net sales	Percentage of net sales		21.1		%	12.1		%	Percentage of net sales	19.5	%	15.6	%

For the three months ended ~~June 30, 2023,~~March 31, 2024, Selling, general and administrative expenses were ~~$784~~$985 million, a ~~28%~~37% increase compared with the same period of ~~2022.~~2023. The increase is primarily due to ~~higher compensation and other employee-related costs in the current period. In addition,~~ incremental ~~selling, general and administrative~~ expenses associated with ~~TCC~~the VCS Business since the date of ~~acquisition and portfolio transformation-related costs further contributed to~~acquisition. In addition, the ~~increase. The~~ current period also included ~~$14~~$89 million of ~~acquisition-related~~acquisition and divestiture-related costs compared with $7$12 million during the three months ended ~~June 30, 2022.~~March 31, 2023.

Research and development costs relate to new product development and new technology innovation. Due to the variable nature of program development schedules, year-over-year spending levels can fluctuate. In addition, we continue to invest to prepare for future energy efficiency and refrigerant regulation changes and in digital controls technologies.

Investments over which we do not exercise control, but have significant influence, are accounted for using the equity method of accounting. For the three months ended ~~June 30, 2023,~~March 31, 2024, Equity method investment net earnings were ~~$52~~$31 million, a ~~49%~~30% decrease compared with the same period of ~~2022.~~2023. The decrease was primarily driven by a $23 million charge associated with the ~~increase~~devaluation of U.S. Dollar denominated balances at an HVAC equity investment in our ownership interest in TCC on August 1, 2022. As a result, TCC is no longer accounted for under the equity method of accounting since the date of acquisition. During the three months ended June 30, 2022, ~~pre-acquisition equity earnings of TCC totaled $47 million which included~~ ~~a $27 million gain on the sale of two minority owned subsidiaries.~~Egypt.

Other income (expense), net primarily includes the impact of gains and losses related to the sale of businesses or interests in our equity method investments, foreign currency gains and losses on transactions that are denominated in a currency other than an entity's functional currency and hedging-related activities. In connection with the ~~proposed~~ acquisition of the VCS Business, we recognized a ~~$111~~$86 million loss during the three months ended ~~June 30, 2023~~March 31, 2024 on the mark-to-market valuation of our window forward contracts associated with the ~~expected~~ cash outflows of the Euro-denominated purchase price for the VCS Business. In addition, we recognized a loss of $293 million on the deconsolidation of KFI due to its Chapter 11 filing. During the three months ended June 30, 2022, we recognized a $22 million charge resulting from a litigation matter and a $7$46 million gain onassociated with our share of United Technologies Corporation's conclusion of certain income tax matters from their 2017 and 2018 tax audit with the ~~sale of our interest in a cost method investment reported within our Refrigeration segment.~~Internal Revenue Service ("IRS").

Non-Operating Income (Expense), net

For the three months ended ~~June 30, 2023,~~March 31, 2024, Non-operating income (expense), net was ~~$67~~$165 million, ~~an 8%~~a 259% increase compared with the same period of ~~2022.~~2023. The components were as follows:


			Three Months Ended June 30,
		Three Months Ended March 31,								Three Months Ended March 31,
(In millions)	(In millions)		2023		2022		(In millions)	2024	2023
Non-service pension (expense) benefit	Non-service pension (expense) benefit		$	—	$	(1)

Interest expense
Interest expense
Interest expense	Interest expense		$	(94)	$	(68)
Interest income	Interest income		27		7
Interest (expense) income, net	Interest (expense) income, net		$	(67)	$	(61)

Non-operating income (expense), net	Non-operating income (expense), net		$	(67)	$	(62)
Non-operating income (expense), net
Non-operating income (expense), net

Non-operating income (expense), net includes the results from activities other than normal business operations such as interest expense, interest income and the non-service components of pension and post-retirement obligations. Interest expense is affected by the amount of debt outstanding and the interest rates on that debt. For the three months ended ~~June 30, 2023,~~March 31, 2024, Interest expense was ~~$94~~$180 million, a ~~38%~~154% increase compared with the same period of ~~2022.~~2023. In connection with the ~~proposed~~ acquisition of the VCS Business, we entered into several financing arrangements ~~and capitalized $42 million~~to fund the cash portion of ~~deferred financing costs in~~ the ~~current period. During the three months ended June 30, 2023, we amortized $21 million of deferred financing costs in~~ ~~Interest expense, of which $19 million related to our senior unsecured bridge term loan facility ("the Bridge Loan").~~Euro-denominated purchase price.

Income Taxes

Three Months Ended June 30,
2023 2022
Effective tax rate 44.8 % 22.5 %


	Three Months Ended March 31,
	2024		2023
Effective tax rate	13.7	%	24.0	%

We account for income tax expense in accordance with ASC 740, which requires an estimate of the annual effective income tax rate for the full year to be applied to the respective interim period, taking into account year-to-date amounts and projected results for the full year. The effective tax rate was ~~44.8%~~13.7% for the three months ended ~~June 30, 2023~~March 31, 2024, compared with ~~22.5%~~24.0% for the three months ended ~~June 30, 2022.~~March 31, 2023. The year-over-year ~~increase~~decrease was primarily driven by ~~the non-deductible losses~~a tax benefit of ~~$293~~$21 million ~~on the deconsolidation of KFI due to its Chapter 11 filing and the $111 million loss on the mark-to-market valuation of our window forward contracts~~ associated with ~~the expected cash outflows~~United Technologies Corporation's conclusion of ~~the Euro-denominated purchase price of the VCS Business.~~

~~Six Months Ended June 30, 2023 Compared~~certain income tax matters from their 2017 and 2018 tax audit with the ~~Six Months Ended June 30, 2022~~

~~The following represents our consolidated~~IRS, a net ~~sales~~tax benefit of $19 million related to adjustments to basis differences in certain companies presented as held-for-sale and ~~operating results:~~

Six Months Ended June 30,
(In millions) 2023 2022 Period Change % Change
Net sales $ 11,265 $ 9,865 $ 1,400 14 %
Cost of products and services sold (8,132) (7,125) (1,007) 14 %
Gross margin 3,133 2,740 393 14 %
Operating expenses (2,089) (184) (1,905) 1,035 %
Operating profit 1,044 2,556 (1,512) (59) %
Non-operating income (expense), net (113) (111) (2) 2 %
Income from operations before income taxes 931 2,445 (1,514) (62) %
Income tax expense (311) (471) 160 (34) %
Net income from operations 620 1,974 (1,354) (69) %
Less: Non-controlling interest in subsidiaries' earnings from operations 48 22 26 118 %
Net income attributable to common shareowners $ 572 $ 1,952 $ (1,380) (71) %

~~Net Sales~~

~~For~~a net tax benefit of $16 million related to the ~~six months ended June 30, 2023,~~ ~~Net sales~~ ~~were $11.3 billion, a 14% increase compared with the same period~~re-organization and disentanglement of ~~2022. The components of the year-over-year change were as follows:~~


	~~Six Months Ended June 30, 2023~~
~~Organic~~	5	%
~~Foreign currency translation~~	~~(1)~~	%
~~Acquisitions and divestitures, net~~	10	%

~~Total % change~~	14	%

~~Organic sales for the six months ended June 30, 2023 increased by 5% compared with the same period of 2022. The organic increase was primarily driven by our~~certain Fire & Security ~~segment due to price improvements and volume growth~~industrial businesses in each region. In addition, improved global end-markets in our Commercial HVAC business and pricing improvements in our North America residential and light commercial business further benefited our results. Refrigeration results decreased as eachadvance of the ~~segment's businesses experienced challenges in certain end-markets during the quarter. Refer to "Segment Review" below for a discussion of~~ ~~Net sales~~ ~~by segment.~~

On August 1, 2022, the Commercial HVAC business acquired a majority ownership interest in TCC, a VRF and light commercial HVAC joint venture between Carrier and Toshiba Corporation. The results of TCC have been included in our Unaudited Condensed Consolidated Financial Statements since the date of acquisition. The transaction added 11% to ~~Net sales~~ ~~during the six months ended June 30, 2023 and is included in Acquisitions and divestitures, net.~~

As of May 14, 2023, we no longer control KFI as their activities are subject to review and oversight by the bankruptcy court. Therefore, KFI was deconsolidated and their respective assets and liabilities were derecognized from our Unaudited Condensed Consolidated Financial Statements. The deconsolidation had a 1% impact on ~~Net sales~~ ~~during the six months ended June 30, 2023 and is included in Acquisitions and divestitures, net.~~

~~Gross Margin~~

~~For the six months ended June 30, 2023, grossmargin was $3.1 billion, a 14% increase compared with the same period of 2022.~~ ~~The components were as follows:~~

Six Months Ended June 30,
(In millions) 2023 2022
Net sales $ 11,265 $ 9,865
Cost of products and services sold (8,132) (7,125)
Gross margin $ 3,133 $ 2,740
Percentage of net sales 27.8 % 27.8 %

Gross margin increased by $393 million compared with the six months ended June 30, 2022. The main driver of the increase related to ongoing customer demand, pricing improvements and our continued focus on productivity initiatives. In addition, operating results associated with TCC since the date of acquisition further benefited gross margin during the period.planned divestitures. These amounts were partially offset by ~~the higher cost~~a tax charge of ~~commodities and components used in our products, certain supply chain constraints and freight costs. Although inflationary cost pressures have begun~~$15 million related to ~~moderate, they remain elevated and continue to impact the cost~~a reduction of ~~products and services sold in each of our segments. While pricing improvements more than offset inflationary impacts and supply chain challenges, gross margin as a percentage of~~ ~~Net sales~~ ~~remained flat compared with the same period of 2022.~~utilizable foreign tax credits.

~~Operating Expenses~~

~~For the six months ended June 30, 2023, operating expenses, including~~ ~~Equity method investment net earnings, were $2.1 billion, a 1,035% increase compared with the same period of 2022. The components were as follows:~~

Six Months Ended June 30,
(In millions) 2023 2022
Selling, general and administrative $ (1,505) $ (1,215)
Research and development (290) (247)
Equity method investment net earnings 96 159
Other income (expense), net (390) 1,119
Total operating expenses $ (2,089) $ (184)
Percentage of net sales 18.5 % 1.9 %

~~For the six months ended June 30, 2023,~~ ~~Selling, general and administrative expenses~~ were $1.5 billion, a 24% increase compared with the same period of 2022. The increase is primarily due to higher compensation and other employee-related costs during the current period. In addition, incremental selling, general and administrative expenses associated with TCC since the date of acquisition and portfolio transformation-related costs further contributed to the increase. The current period also included $26 million of acquisition-related costs compared with $13 million during the six months ended June 30, 2022.

~~Research and development~~ costs relate to new product development and new technology innovation. Due to the variable nature of program development schedules, year-over-year spending levels can fluctuate. In addition, we continue to invest to prepare for future energy efficiency and refrigerant regulation changes and in digital controls technologies.

~~Investments over which we do not exercise control, but have significant influence, are accounted for using the equity method of accounting. For the six months ended June 30, 2023,~~ ~~Equity method investment net earnings~~ were $96 million, a 40% decrease compared with the same period of 2022. The decrease was primarily driven by the increase in our ownership interest in TCC on August 1, 2022. As a result, TCC is no longer accounted for under the equity method of accounting since the date of acquisition. During the six months ended June 30, 2022~~, pre-acquisition equity earnings of TCC totaled $67 million which~~ ~~included a $27 million gain on the sale of two minority owned subsidiaries.~~

~~Other income (expense), net~~ primarily includes the impact of gains and losses related to the sale of businesses or interests in our equity method investments, foreign currency gains and losses on transactions that are denominated in a currency other than an entity's functional currency and hedging-related activities. In connection with the proposed acquisition of the VCS Business, we recognized a $111 million loss during the six months ended June 30, 2023 on the mark-to-market valuation of our window forward contracts associated with the expected cash outflows of the Euro-denominated purchase price. In addition, we recognized a loss of $293 million on the deconsolidation of KFI due to its Chapter 11 filing. During the six months ended June 30, 2022, we completed the Chubb Sale and recognized a net gain on the sale of $1.1 billion. In addition, we recognized a $22 million charge resulting from a litigation matter and a $7 million gain on the sale of our interest in a cost method investment reported within our Refrigeration segment.

~~Non-Operating Income (Expense), net~~

~~For the six months ended June 30, 2023~~, ~~Non-operating income (expense), net~~ ~~was $113 million, a 2% increase compared with the same period of 2022. The components were as follows:~~

Six Months Ended June 30,
(In millions) 2023 2022
Non-service pension (expense) benefit $ — $ (2)
Interest expense $ (165) $ (155)
Interest income 52 46
Interest (expense) income, net $ (113) $ (109)
Non-operating income (expense), net $ (113) $ (111)

~~Non-operating income (expense), net~~ includes the results from activities other than normal business operations such as interest expense, interest income and the non-service components of pension and post-retirement obligations. Interest expense is affected by the amount of debt outstanding and the interest rates on that debt. For the six months ended June 30, 2023, ~~Interest expense~~ was $165 million, a 6% increase compared with the same period of 2022. In connection with the proposed acquisition of the VCS Business, we entered into several financing arrangements and capitalized $42 million of deferred financing costs in the current period. During the six months ended June 30, 2023, we amortized $22 million of deferred financing costs in ~~Interest expense~~, of which $19 million related to our Bridge Loan. During the six months ended June 30, 2022, we completed tender offers to repurchase approximately $1.15 billion aggregate principal of our 2.242% Notes due 2025 and 2.493% Notes due 2027. Upon settlement, we wrote off $5 million of unamortized deferred financing costs in ~~Interest expense~~ ~~and recognizeda net gain of $33 million in~~ ~~Interest income~~.

~~Income Taxes~~

Six Months Ended June 30,
2023 2022
Effective tax rate 33.4 % 19.3 %

We account for income tax expense in accordance with ASC 740, which requires an estimate of the annual effective income tax rate for the full year to be applied to the respective interim period, taking into account year-to-date amounts and projected results for the full year. The effective tax rate was 33.4% for the six months ended June 30, 2023 compared with 19.3% for the six months ended June 30, 2022. The year-over-year increase was primarily driven by the non-deductible losses of $293 million on the deconsolidation of KFI due to its Chapter 11 filing and the $111 million loss on the mark-to-market valuation of our window forward contracts associated with the expected cash outflows of the Euro-denominated purchase price of the VCS Business. ~~In addition, the six months ended June 30, 2022 included~~a lower effective tax rate on the $1.1 billion Chubb gain compared with our U.S. statutory rate and a favorable tax adjustment of $32 million associated with foreign tax credits generated and utilized in the prior year.

SEGMENT REVIEW

We have three operating segments:

•The Fire & Security segment provides a wide range of residential, commercial and industrial technologies designed to help protect people and property.

We determine our segments based on how our Chief Executive Officer, who is the Chief Operating Decision Maker (the "CODM"), allocates resources, assesses performance and makes operational decisions. The CODM allocates resources and evaluates the financial performance of each of our segments based on Net sales and Operating profit. Adjustments to reconcile segment reporting to the consolidated results are included in Note 17 - Segment Financial Data.

Three Months Ended ~~June 30, 2023~~March 31, 2024 Compared with Three Months Ended ~~June 30, 2022~~March 31, 2023

Summary performance for each of our segments is as follows:


			Net Sales				Operating Profit				Operating Profit Margin					Net Sales							Operating Profit								Operating Profit Margin
			Three Months Ended June 30,				Three Months Ended June 30,				Three Months Ended June 30,
		Three Months Ended March 31,																			Three Months Ended March 31,												Three Months Ended March 31,
(In millions)	(In millions)		2023		2022		2023		2022		2023		2022		(In millions)	2024			2023					2024					2023					2024					2023
HVAC	HVAC		$	4,216	$	3,388	$	742	$	585	17.6	%	17.3	%	HVAC	$	4,541	$	$	3,622	$			$	429		$		$	435		9.4			9.4	%				12.0	%
Refrigeration	Refrigeration		972		1,041		112		147		11.5	%	14.1	%	Refrigeration	884		898		898		97				97		108			108		11.0				11.0	%				12.0	%
Fire & Security	Fire & Security		932		887		(157)		134		(16.8)	%	15.1	%	Fire & Security	887		869		869		153				153		93			93		17.2				17.2	%				10.7	%
Total segment	Total segment		$	6,120	$	5,316	$	697	$	866	11.4	%	16.3	%	Total segment	$	6,312	$	$	5,389	$			$	679		$		$	636		10.8			10.8	%				11.8	%

HVAC Segment

For the three months ended ~~June 30, 2023,~~March 31, 2024, Net sales in our HVAC segment were ~~$4.2~~$4.5 billion, a ~~24%~~25% increase compared with the same period of ~~2022.~~2023. The components of the year-over-year change were as follows:


	Net Sales
Organic	92	%
Foreign currency translation	(1)	%
Acquisitions and divestitures, net	1624	%


Total % change in Net sales	2425	%

The organic increase in Net sales of 9%2% was driven by continued strong results in the segment. Increased sales in our Commercial HVAC business (up 19%) benefited from pricing improvements and ongoing customer demand in our end-markets. The business saw strong growth in North America and continued improvements in Asia after COVID-19 related lockdowns. Growth in ~~Europe moderated as economic conditions and inflationary cost pressures impacted end-market demand. Higher sales in our North America residential and light commercial business~~the Americas (up 5%6%) were primarily driven by our Commercial and Light commercial businesses which benefited from ongoing customer demand and pricing ~~improvements and improved mix associated with regulatory changes effective as of the beginning of 2023. These amounts were~~improvements. Growth was partially offset by volume reductions in ~~North America residential end-markets. Results in~~ our ~~Global Comfort Solutions business~~Residential business. EMEA (down 10%) ~~were primarily driven~~was impacted by lower customer demand in residential markets. The reduction was partially offset by strong ongoing customer demand and pricing improvements in commercial markets. Asia (flat) was impacted by lower demand in ~~certain European end-markets.~~Japan, offset by improved results in China.

On ~~August 1, 2022,~~January 2, 2024, we acquired the ~~Commercial HVAC business acquired~~VCS Business, a ~~majority ownership interest~~leading manufacturer of high efficiency heating and renewable energy systems in ~~TCC, a VRF and light commercial HVAC joint venture between Carrier and Toshiba Corporation.~~Europe. The results of ~~TCC~~the VCS Business have been included in our Unaudited Condensed Consolidated Financial Statements since the date of acquisition. The transaction added ~~16%~~24% to Net sales during the three months ended ~~June 30, 2023~~March 31, 2024 and is included in Acquisitions and divestitures, net.

For the three months ended ~~June 30, 2023,~~March 31, 2024, Operating profit in our HVAC segment was ~~$0.7 billion,~~$429 million, a ~~27% increase~~1% decrease compared with the same period of ~~2022.~~2023. The components of the year-over-year change were as follows:


	Operating Profit
Operational	1329	%

Acquisitions and divestitures, net	163	%
Restructuring	(2)	%
Amortization of acquired intangibles	~~(5)~~(31)	%
~~Other~~	3		%
Total % change in Operating profit	27(1)	%

The operational profit increase of ~~13%~~29% was primarily attributable to ~~pricing improvements and~~ ongoing customer demand and pricing improvements in certain end-markets compared with the prior year. In addition, favorable material and logistics costs drove productivity benefits in the segment. These benefits more than offset ~~the higher costs for commodities and components used~~volume reductions in ~~our products and freight and logistics costs. Lower~~certain end-markets. Segment results were also impacted by lower earnings from equity method investments ~~impacted operational profit due to~~which included a $23 million charge associated with the ~~increase~~devaluation of U.S. Dollar denominated balances at an HVAC equity investment in ~~our ownership interest in TCC on August 1, 2022. As a result, TCC is no longer accounted for under the equity method of accounting since the date of acquisition. Inflationary cost pressures have begun to moderate, but continue to impact our~~ ~~operating profit.~~Egypt.

Refrigeration Segment

For the three months ended ~~June 30, 2023,~~March 31, 2024, Net sales in our Refrigeration segment were ~~$972~~$884 million, a 7%2% decrease compared with the same period of ~~2022.~~2023. The components of the year-over-year change were as follows:


	Net Sales
Organic	~~(6)~~(2)	%
Foreign currency translation	—	%
~~Acquisitions and divestitures, net~~	~~(1)~~		%


Total % change in Net sales	~~(7)~~(2)	%

Organic Net sales ~~decrease 6%~~decreased 2% compared towith the prior year as ~~each of~~ the ~~segment's businesses~~segment experienced challenges in certain end-markets during the period. Results for Commercial refrigeration decreased (down ~~19%~~3%) compared with the prior year, primarily driven by lower volumes in Europe as economic conditions and inflationary cost pressures impacted end-market demand. In addition, ~~lower volumes~~Asia was impacted by reduced end-market demand in ~~Asia were partially offset by pricing improvements.~~China. Transport refrigeration ~~sales were flat~~results decreased (down 3%) compared to the prior year as ~~pricing improvements and strong~~lower end-market demand in North America more than offset improved results in Europe and Asia. In addition, the ~~U.S. and Europe were~~year-over-year decrease was partially offset by ~~continued weakness in~~strong container end-markets.

For the three months ended ~~June 30, 2023,~~March 31, 2024, Operating profit in our Refrigeration segment was ~~$112~~$97 million, a ~~24%~~10% decrease compared with the same period of ~~2022.~~2023. The components of the year-over-year change were as follows:


	Operating Profit
Operational	~~(22)~~12	%
~~Foreign currency translation~~	—		%
Acquisitions and divestitures, net	(1)	%
Restructuring	~~(1)~~3	%
Other	(24)	%
Total % change in Operating profit	~~(24)~~(10)	%

The ~~decrease~~increase in operational profit of ~~22%~~12% was primarily driven by ~~volume reductions in certain end-markets~~favorable productivity initiatives and price improvements compared with the prior year. In addition, volume growth in certain end-markets further benefited the ~~higher costs of commodities and components used in our products further impacted segment results.~~segment. These amounts were partially offset by ~~pricing improvements and favorable productivity initiatives during the period. Inflationary~~volume reductions in certain end-markets. Inflationary cost pressures ~~have begun to moderate,~~are moderating but continue to impact our operating profit. Amounts reported in Other represent a $24 million gain on the sale of a business within Transport refrigeration in the prior year.

Fire & Security Segment

For the three months ended ~~June 30, 2023,~~March 31, 2024, Net sales in our Fire & Security segment were ~~$932~~$887 million, a 5%2% increase compared with the same period of ~~2022.~~2023. The components of the year-over-year change were as follows:


	Net Sales
Organic	97	%



~~Foreign currency translation~~KFI deconsolidation	~~(1)~~(5)	%


~~KFI deconsolidation~~	~~(3)~~	%

Total % change in Net sales	52	%

The organic increase in Net sales of 9%7% was primarily driven by ~~pricing improvements and~~ volume growth and price improvements compared with the prior year. ~~Sales grew~~Increased sales in ~~all three regions including strong commercial~~our Commercial and ~~residential results~~Residential fire business benefited from ongoing customer demand and price improvements in the ~~Americas.~~Americas and Europe. Growth in ~~Europe moderated as economic conditions~~our Global Industrial business was driven by strong end-market demand and ~~inflationary cost pressures impacted end-market demand. Results in Asia normalized after a strong COVID-19 related recovery. Global industrial sales benefited segment results due to~~ pricing ~~improvements and strong demand. The segment continues to be impacted by ongoing supply chain constraints for certain components used in our products.~~improvements.

For the three months ended ~~June 30, 2023,~~March 31, 2024, Operating profit in our Fire & Security segment was ~~a loss of $157~~$153 million, a ~~217% decrease~~65% increase compared with the same period of ~~2022.~~2023. The components of the year-over-year change were as follows:


	Operating Profit
Operational	1075	%
~~Foreign currency translation~~	~~(2)~~		%

Restructuring	36	%
KFI deconsolidation	~~(228)~~	%

~~Total % change in Operating profit~~	~~(217)~~	%

The increase in operational profit of 10% was primarily driven by pricing improvements, volume growth and lower freight and logistics costs compared to the prior year. These amounts were partially offset by the higher costs of commodities and components used in our products. In addition, higher inventory-related reserves resulting from supply chain constraints further impacted segment results. I~~nflationary cost pressures have moderated, but continue to impact our operating profit~~.

As of May 14, 2023, we no longer control KFI as their activities are subject to review and oversight by the bankruptcy court. Therefore, KFI was deconsolidated and their respective assets and liabilities were derecognized from our Unaudited Condensed Consolidated Financial Statements. As a result, we recognized a loss on deconsolidation of $293 million during the three months ended June 30, 2023.

~~Six Months Ended June 30, 2023 Compared with Six Months Ended June 30, 2022~~

Summary performance for each of our segments is as follows:
Net Sales Operating Profit Operating Profit Margin
Six Months Ended June 30, Six Months Ended June 30, Six Months Ended June 30,
(In millions) 2023 2022 2023 2022 2023 2022
HVAC $ 7,838 $ 6,358 $ 1,177 $ 1,055 15.0 % 16.6 %
Refrigeration 1,870 2,017 220 254 11.8 % 12.6 %
Fire & Security 1,801 1,705 (64) 1,352 (3.6) % 79.3 %
Total segment $ 11,509 $ 10,080 $ 1,333 $ 2,661 11.6 % 26.4 %

~~HVAC Segment~~

~~For the six months ended June 30, 2023,~~ ~~Net sales~~ ~~in our HVAC segment were $7.8 billion, a 23% increase compared with the same period of 2022. The components of the year-over-year change were as follows:~~


	~~Net Sales~~
~~Organic~~	7	%
~~Foreign currency translation~~	~~(1)~~	%
~~Acquisitions and divestitures, net~~	17	%


~~Total % change in Net sales~~	23	%

~~The organic increase in~~ ~~Net sales~~ of 7% was driven by continued strong results in the segment. Increased sales in our Commercial HVAC business (up 16%) benefited from pricing improvements and ongoing customer demand in our end-markets. The business saw strong growth in all regions including Europe and Asia as current economic conditions and inflationary cost pressures moderated from the prior year. Higher sales in our North America residential and light commercial business (up 2%) were primarily driven by pricing improvements and improved mix associated with regulatory changes effective as of the beginning of 2023. These amounts were partially offset by volume reductions in North America residential end-markets. In addition, increased sales in our Global Comfort Solutions business (up 1%) were primarily driven by growth in Asia partially offset by lower demand in certain European end-markets.

On August 1, 2022, the Commercial HVAC business acquired a majority ownership interest in TCC, a VRF and light commercial HVAC joint venture between Carrier and Toshiba Corporation. The results of TCC have been included in our Unaudited Condensed Consolidated Financial Statements since the date of acquisition. The transaction added 17% to ~~Net sales~~ ~~during the six months ended June 30, 2023 and is included in Acquisitions and divestitures, net.~~

~~For the six months ended June 30, 2023,~~ ~~Operating profit~~ ~~in our HVAC segment was $1.2 billion, a 12% increase compared with the same period of 2022. The components of the year-over-year change were as follows:~~


	~~Operating Profit~~
~~Operational~~	4	%
~~Foreign currency translation~~	~~(1)~~	%
~~Acquisitions and divestitures, net~~	13	%

~~Amortization of acquired intangibles~~	~~(6)~~(14)	%
Other	2 (2)	%
Total % change in Operating profit	1265	%

The operational profit increase of 4% was primarily attributable to pricing improvements and ongoing customer demand in certain end-markets compared with the prior year. These benefits more than offset the higher costs for commodities and components used in our products and freight and logistics costs. Lower earnings from equity method investments impacted operational profit due to the increase in our ownership interest in TCC on August 1, 2022. As a result, TCC is no longer accounted for under the equity method of accounting since the date of acquisition. I~~nflationary cost pressures have begun to moderate, but continue to impact our~~ ~~operating profit.~~

~~Refrigeration Segment~~

~~For the six months ended June 30, 2023,~~ ~~Net sales~~ ~~in our Refrigeration segment were $1.9 billion, a 7% decrease compared with the same period of 2022. The components of the year-over-year change were as follows:~~


	~~Net Sales~~
~~Organic~~	~~(5)~~	%
~~Foreign currency translation~~	~~(1)~~	%
~~Acquisitions and divestitures, net~~	~~(1)~~	%


~~Total % change in Net sales~~	~~(7)~~	%

~~Organic~~ ~~Net sales~~ decreased 5% compared to the prior year as each of the segment's businesses experienced challenges in certain end-markets during the period. Results for Commercial refrigeration decreased (down 17%) compared with the prior year, primarily driven by lower volumes in Europe as economic conditions and inflationary cost pressures impacted end-market demand. In addition, lower volumes in Asia were partially offset by pricing improvements. Transport refrigeration sales were flat compared to the prior year as pricing improvements and strong end-market demand in the U.S. and Europe offset continued weakness in container end-markets.

~~For the six months ended June 30, 2023,~~ ~~Operating profit~~ ~~in our Refrigeration segment was $220 million, a 13% decrease compared with the same period of 2022. The components of the year-over-year change were as follows:~~


	~~Operating Profit~~
~~Operational~~	~~(20)~~	%
~~Foreign currency translation~~	~~(1)~~	%

~~Restructuring~~	~~(2)~~	%

~~Other~~	10	%
~~Total % change in Operating profit~~	~~(13)~~	%

The decrease in operational profit of 20% was primarily driven by volume reductions in certain end-markets compared with the prior year. In addition, the higher costs of commodities and components used in our products further impacted segment results. These amounts were partially offset by pricing improvements, favorable productivity initiatives and lower selling, general and administrative costs. I~~nflationary cost pressures have begun to moderate, but continue to impact our~~ ~~operating profit. Amounts reported in Other represent a $24 million gain on the sale of a business within Transport refrigeration.~~

~~Fire & Security Segment~~

~~For the six months ended June 30, 2023,~~ ~~Net sales~~ ~~in our Fire & Security segment were $1.8 billion, a 6% increase compared with the same period of 2022. The components of the year-over-year change were as follows:~~


	~~Net Sales~~
~~Organic~~	9	%
~~Foreign currency translation~~	~~(2)~~	%


~~KFI deconsolidation~~	~~(1)~~	%

~~Total % change in Net sales~~	6	%

~~The organic increase in~~ ~~Net sales~~ of 9% was primarily driven by pricing improvements and volume growth compared with the prior year. Sales grew in all three regions including strong commercial and residential results in the Americas. Growth in Europe moderated as economic conditions and inflationary cost pressures impacted end-market demand. Results in Asia normalized after a strong COVID-19 related recovery. Global industrial sales benefited segment results due to pricing improvements and strong demand. The segment continues to be impacted by ongoing supply chain constraints for certain components used in our products.

4138

~~For the six months ended June 30, 2023,~~ ~~Operating profit~~ ~~in our Fire & Security segment was a loss of $64 million, a 105% decrease compared with the same period of 2022. The components of the year-over-year change were as follows:~~


	~~Operating Profit~~
~~Operational~~	1	%
~~Foreign currency translation~~	~~(1)~~	%



~~KFI deconsolidation~~	~~(23)~~	%
~~Chubb gain~~	~~(82)~~	%
~~Total % change in Operating profit~~	~~(105)~~	%

The increase in operational profit of 1%75% was primarily driven by ~~pricing improvements,~~ volume growth and ~~lower freight~~price improvements compared with the prior year. In addition, favorable material and logistics costs drove productivity benefits during the period. The segment also benefited from lower inventory-related reserves compared towith the prior ~~year.~~year as supply chain challenges improved. In addition, lower depreciation and amortization, which was ceased on held-for-sale assets in accordance with ASC 360, Property, Plant and Equipment, further benefited operational profit. These amounts were partially offset by ~~the higher costs of commodities and components used~~lower volumes in ~~our products. In addition, higher inventory-related reserves resulting from supply chain challenges further impacted segment results. Inflationary~~certain end-markets. Inflationary cost pressures ~~have moderated,~~are moderating but continue to impact our operating ~~profit~~.profit.

As of May 14, 2023, we no longer control KFI as their activities are subject to review and oversight by the bankruptcy court. Therefore, KFI was deconsolidated and their respective assets and liabilities were derecognized from our Unaudited Condensed Consolidated Financial Statements. As a result, we recognized a loss on deconsolidation of $293 million during the six months ended June 30, 2023.

LIQUIDITY AND FINANCIAL CONDITION

We assess liquidity in terms of our ability to generate adequate amounts of cash necessary to fund our current and future cash requirements to support our business and strategic initiatives. In doing so, we review and analyze our cash on hand, working capital, debt service requirements and capital expenditures. We rely on operating cash flows as our primary source of liquidity. In addition, we have access to other sources of capital to finance our strategic initiatives and fund growth.

As of ~~June 30, 2023,~~March 31, 2024, we had cash and cash equivalents of ~~$3.2~~$1.3 billion, of which approximately ~~45%~~96% was held by our foreign subsidiaries. We manage our worldwide cash requirements by reviewing available funds and the cost effectiveness with which we can access funds held by foreign subsidiaries. On occasion, we are required to maintain cash deposits in connection with contractual obligations related to acquisitions, divestitures or other legal obligations. As of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, the amount of such restricted cash was approximately $7$4 million and ~~$39~~$2 million, respectively.

We maintain a $2.0 billion unsecured, unsubordinated commercial paper program which can be used for general corporate purposes, including the funding of working capital and potential acquisitions. In addition, we maintain a $2.0 billion revolving credit agreement with various banks (the "Revolving Credit Facility") that matures in May 2028 which supports our commercial paper borrowing program and can be used for other general corporate purposes. A ratings-based commitment fee is charged on unused commitments. As of June 30, 2023, we had no borrowings outstanding under our commercial paper program and our Revolving Credit Facility.

We continue to actively manage and strengthen our business portfolio to meet the current and future needs of our customers. This is accomplished through research and development activities with a focus on new product development and new technology innovation as well as sustaining activities with a focus on improving existing products and reducing production costs. We also pursue potential acquisitions to complement existing products and services to enhance our product portfolio. In addition, we routinely conduct discussions, evaluate targets and enter into agreements regarding possible acquisitions, divestitures, joint ventures and equity investments to manage our business portfolio.

We believe that our available cash and operating cash flows will be sufficient to meet our future operating cash needs. Our committed credit facilities and access to the debt and equity markets provide additional sources of short-term and long-term capital to fund current operations, debt maturities and future investment opportunities. Although we believe that the arrangements currently in place permit us to finance our operations on acceptable terms and conditions, our access to and the availability of financing on acceptable terms and conditions in the future will be impacted by many factors, including: (1) our credit ratings or absence of credit ratings, (2) the level of our existing indebtedness, (3) the restrictions under our debt agreements, (4) the liquidity of the overall capital markets and ~~(3)~~(5) the state of the economy. There can be no assurance that we will be able to obtain additional financing on terms favorable to us, if at all.

The following table contains several key measures of our financial condition and liquidity:


(In millions)	(In millions)	June 30, 2023			December 31, 2022			(In millions)	March 31, 2024		December 31, 2023
Cash and cash equivalents	Cash and cash equivalents	$	3,209		$	3,520
Total debt	Total debt	$	8,789		$	8,842
Total equity	Total equity	$	8,288		$	8,076

Net debt (total debt less cash and cash equivalents)	Net debt (total debt less cash and cash equivalents)	$	5,580		$	5,322
Net debt (total debt less cash and cash equivalents)
Net debt (total debt less cash and cash equivalents)
Total capitalization (total debt plus total equity)	Total capitalization (total debt plus total equity)	$	17,077		$	16,918
Net capitalization (total debt plus total equity less cash and cash equivalents)	Net capitalization (total debt plus total equity less cash and cash equivalents)	$	13,868		$	13,398
Total debt to total capitalization	Total debt to total capitalization	51		%	52		%	Total debt to total capitalization	59	%	61	%
Net debt to net capitalization	Net debt to net capitalization	40		%	40		%	Net debt to net capitalization	57	%	32	%

Acquisition of the VCS Business

On April 25, 2023, we announced that we entered into an Agreement to acquire the VCS Business. Under the terms of the Agreement, 20% of the purchase price was to be paid in Carrier common stock, issued directly to Viessmann and subject to certain lock-up provisions and 80% was to be paid in cash. Simultaneously, we entered into commitment letters with JPMorgan Chase Bank, N.A., BofA Securities, Inc. and Bank of America, N.A. to provide a €8.2 billion senior unsecured bridge term loan facility (the "Bridge Loan") to fund a portion of the Euro-denominated purchase price.

On May 19, 2023, we entered into a 364-day, $500 million, senior unsecured revolving credit agreement with JPMorgan Chase Bank, N.A., as administrative agent and certain other lenders (the "Revolver"). In addition, we entered into a senior unsecured delayed draw term loan credit agreement with JPMorgan Chase Bank, N.A., as administrative agent and certain other lenders that permits aggregate borrowings of up to €2.3 billion (the "Delayed Draw Facility"). Upon entering into the Delayed Draw Facility, the aggregate principal amount of the Bridge Loan was reduced by €2.3 billion. In November 2023, we issued $3.0 billion principal amount of USD-denominated notes ("USD Notes") and €2.35 billion principal amount of Euro-denominated notes ("Euro Notes"). Upon issuance, the aggregate principal amount of the Bridge Loan was reduced by €5.4 billion. On January 2, 2024, we entered into a 60-day senior unsecured term loan agreement consisting of a Euro-denominated tranche in an aggregate amount of €113 million and a USD-denominated tranche in an aggregate amount of $349 million (the “60-day Loan”). Upon entering into the 60-day Loan, we reduced the final portion of the Bridge Loan by €500 million and subsequently terminated the agreement.

On January 2, 2024, we completed the acquisition of the VCS Business for $14.2 billion. The cash portion of the purchase price was funded through cash on hand, proceeds from the USD Notes and the Euro Notes and borrowings under the Delayed Draw Facility and the 60-day Loan. In addition, proceeds from the Revolver became available upon closing.

Borrowings and Lines of Credit

We maintain a $2.0 billion unsecured, unsubordinated commercial paper program which we can use for general corporate purposes, including the funding of working capital and potential acquisitions. In addition, we maintain a $2.0 billion revolving credit agreement with various banks (the "Revolving Credit Facility") that matures in May 2028 which supports our commercial paper borrowing program and can be used for general corporate purposes. A ratings-based commitment fee is charged on unused commitments. As of March 31, 2024, we had no borrowings outstanding under our commercial paper program or our Revolving Credit Facility.

Our short-term obligations primarily consist of current maturities of long-term debt. Our long-term obligations primarily consist of long-term notes with maturity dates ranging between 2025 and ~~2050.~~2054. Interest payments related to long-term Notes are expected to approximate ~~$249~~$708 million per year, reflecting an approximate weighted-average interest rate of ~~2.86%~~4.22%. Any borrowings from the Revolving Credit Facility are subject to variable interest rates. See Note 5 – Borrowings and Lines of Credit in the Notes to the accompanying Unaudited Condensed Consolidated Financial Statements for additional information regarding the terms of our long-term debt obligations.

On March 15, 2022, we commenced tender offers to repurchase up to $1.15 billion aggregate principal of our 2.242% Notes due 2025 and 2.493% Notes due 2027 (together, the "Senior Notes"). The tender offers included payment of applicable accrued and unpaid interest up to the settlement date, along with a fixed spread for early repayment. Based on participation, we elected to settle the tender offers on March 30, 2022. The aggregate principal amount of Senior Notes validly tendered and accepted was approximately $1.15 billion and included $800 million of Notes due 2025 and $350 million of Notes due 2027. Upon settlement, we recognized a net gain of $33 million and wrote off $5 million of unamortized deferred financing costs during the three months ended March 31, 2022.

On July 15, 2022, we entered into a five-year, JPY 54 billion (approximately $400 million) senior unsecured term loan facility with MUFG Bank Ltd., as administrative agent and lender, and certain other lenders (the "Japanese Term Loan Facility"). Borrowings bear interest at a rate equal to the Tokyo Term Risk Free Rate plus 0.75%. In addition, it is subject to customary covenants including a covenant to maintain a maximum consolidated leverage ratio. On July 25, 2022, we borrowed JPY 54 billion under the Japanese Term Loan Facility and used the proceeds to fund a portion of the TCC acquisition and to pay related fees and expenses.

The Revolving Credit Facility, the Japanese Term Loan Facility and the indentures for the long-term notes contain affirmative and negative covenants customary for financings of these types, which among other things, limit our ability to incur additional liens, to make certain fundamental changes and to enter into sale and leaseback transactions. As of June 30, 2023, we were compliant with the covenants under the agreements governing our outstanding indebtedness.

The following table presents our credit ratings and outlook as of ~~June 30, 2023:~~March 31, 2024:

Rating Agency

Long-term Rating (1)

Short-term Rating

Outlook (2) (3)

Standards & Poor's ("S&P")

BBB

~~Stable~~Positive

Moody's Investors Service Inc. ("Moody's")

Baa3

Positive

Fitch Ratings ("Fitch")

~~BBB-~~BBB

Stable

(1) The long-term rating for S&P was affirmed on May 14, 2021, and for Moody's on March 30, 2022. Fitch's long-term rating was ~~affirmed on June 3, 2021.~~updated in December 2023.

(2) S&P revised its outlook to positive from stable ~~from positive on April 25,~~in December 2023.

(3) Moody's Investors Service revised its outlook to positive from stable on February 28, 2023.

4340

~~Planned~~ Portfolio Transformation

On April 25, 2023, we announced that we entered into an Agreement to acquire the VCS Business for approximately €12 billion. Under the terms of the Agreement, 20% of the purchase price will be paid in Carrier common stock, issued directly to Viessmann and subject to long-term lock-up provisions, and 80% will be paid in cash. We intend to finance the acquisition with a combination of cash on hand and new debt financing and expect the transaction to close around the end of 2023. In addition, we also announced plans to exit our Fire & Security and Commercial Refrigeration businesses over the course of 2024.

In connection with the planned acquisition, we entered into commitment letters with JPMorgan Chase Bank, N.A., BofA Securities, Inc. and Bank of America, N.A. to provide an €8.2 billion Bridge Loan. Proceeds from the Bridge Loan are expected to be used to fund a portion of the Euro-denominated purchase price of the Business if other debt financing is not secured by the acquisition date. On ~~May 19, 2023, the aggregate principal amount of the Bridge Loan was reduced by €2.3 billion upon entering into a senior unsecured delayed draw term loan credit agreement.~~

~~On May 19,~~December 7, 2023, we entered into a ~~senior unsecured delayed draw term loan credit~~stock purchase agreement ~~with JPMorgan Chase Bank, N.A., as administrative agent and certain other lenders that permits aggregate borrowings~~to sell our Fire & Security Access Solutions business to Honeywell International Inc. for an enterprise value of up to €2.3 billion (the "Delayed Draw Facility"). Proceeds from the Delayed Draw Facility are expected to be used to fund a portion of the Euro-denominated purchase price of the Business. In addition,approximately $4.95 billion. On December 12, 2023, we entered into a ~~364-day, $500 million, senior unsecured revolving credit~~stock purchase agreement ~~with JPMorgan Chase Bank, N.A., as administrative agent and certain other lenders (the "Revolver") on May 19, 2023. Proceeds from the Revolver become available upon closing the~~to sell CCR to Haier Group Corporation for an enterprise value of approximately $775 million. On March 5, 2024, we entered into a stock purchase agreement to sell Industrial Fire to Sentinel Capital Partners for an enterprise value of ~~the Business.~~approximately $1.425 billion. These transactions are expected to close in 2024.

Share Repurchase Program

We may repurchase our outstanding common stock from time to time subject to market conditions and at our discretion. Repurchases occur in the open market or through one or more other public or private transactions pursuant to plans complying with Rules 10b5-1 and 10b-18 under the Exchange Act. Since the initial authorization in February 2021, our Board of Directors authorized the repurchase of up to $4.1 billion of our outstanding common stock. As of December 31, ~~2022,~~2023, we repurchased ~~42.1~~43.5 million shares of common stock for an aggregate purchase price of ~~$1.9~~$2.0 billion, including shares repurchased under an accelerated share repurchase agreement. As a result, we had approximately ~~$2.2~~$2.1 billion remaining under the current authorization at December 31, ~~2022.~~

~~During~~2023. Upon announcement of the ~~three months ended June 30, 2023,~~acquisition of the VCS Business, we ~~did not~~temporarily paused our share repurchase any shares of common stock. During the six months ended June 30, 2023, we repurchased 1.4 million shares of common stock for an aggregate purchase price of $62 million. As a result, we have approximately $2.1 billion remaining under the current authorization at June 30, 2023.program in order to advance our capital allocation strategy.

Dividends

We paid dividends on common stock during the ~~six~~three months ended ~~June 30, 2023,~~March 31, 2024, totaling ~~$309~~$159 million. In ~~June 2023,~~April 2024, the Board of Directors declared a dividend of ~~$0.185~~$0.19 per share of common stock payable on ~~August 10, 2023~~May 22, 2024 to shareowners of record at the close of business on ~~June 23, 2023.~~May 3, 2024.

Discussion of Cash Flows


			Six Months Ended June 30,
		Three Months Ended March 31,								Three Months Ended March 31,
(In millions)	(In millions)		2023		2022		(In millions)	2024	2023
Net cash flows provided by (used in):	Net cash flows provided by (used in):
Operating activities
Operating activities
Operating activities	Operating activities		$	504	$	(170)
Investing activities	Investing activities		(296)		2,645
Financing activities	Financing activities		(506)		(2,434)
Effect of foreign exchange rate changes on cash and cash equivalents	Effect of foreign exchange rate changes on cash and cash equivalents		(13)		(41)
Net increase (decrease) in cash and cash equivalents and restricted cash	Net increase (decrease) in cash and cash equivalents and restricted cash		$	(311)	$	—

Cash flows from operating activities primarily represent inflows and outflows associated with our operations. Primary activities include net income from operations adjusted for non-cash transactions, working capital changes and changes in other assets and liabilities. The year-over-year ~~increase~~decrease in net cash provided by operating activities was primarily driven by ~~a more moderate~~

an increase in working capital balances compared with the prior period. Higher accounts receivable balances due to increased sales and lower account payables impacted working capital. Prior year working capital balances increased due to higher safety stock and supply chain constraints.

Cash flows from investing activities primarily represent inflows and outflows associated with long-term assets. Primary activities include capital expenditures, acquisitions, divestitures and proceeds from the sale of fixed assets. During the ~~six~~three months ended ~~June 30,~~March 31, 2024, net cash used in investing activities was $11.1 billion. The primary driver of the outflow related to the acquisition of the VCS Business, which totaled $10.8 billion, net of cash acquired. Additional investing outflows include $209 million related to settlement of derivatives and $104 million of capital expenditures. During the three months ended March 31, 2023, net cash used in investing activities was ~~$296~~$100 million. The primary ~~drivers~~driver of the outflow related to ~~$144~~$70 million of capital ~~expenditures and $134 million related to the deconsolidation of KFI.~~expenditures. In addition, we settled working capital and other transaction-related items associated with the acquisition of ~~TCC~~Toshiba Carrier Corporation and invested in several businesses. These amounts totaled ~~$56~~$52 million, net of cash acquired and were partially offset by the proceeds from the sale of a business during the period. During the six months ended June 30, 2022, net cash provided by investing activities was $2.6 billion. The primary driver of the inflow related to the net proceeds from the Chubb Sale. This amount was partially offset by the acquisition of several businesses and minority-owned businesses, which totaled $38 million, net of cash acquired and $122 million of capital expenditures.

Cash flows from financing activities primarily represent inflows and outflows associated with equity or borrowings. During the ~~six~~three months ended ~~June 30,~~March 31, 2024, net cash provided by financing activities was $2.4 billion. The primary driver of the inflow related to the proceeds of borrowings on the Bridge Loan and Delayed Draw Facility which were used to fund the cash portion of the acquisition of the VCS Business. This amount was partially offset by the outflow related to the payment of $159 million in dividends to our common shareowners. During the three months ended March 31, 2023, net cash used in financing activities was ~~$506~~$213 million. The primary driver of the outflow related to the payment of ~~$309~~$154 million in dividends to our common shareowners. In addition, we paid $62 million to repurchase shares of our common stock. During the six months ended June 30, 2022, net cash used in financing activities was $2.4 billion. The primary driver of the outflow related to the settlement of our tender offers for $1.15 billion. In addition, we paid $257 million in dividends to our common shareowners and paid $1.0 billion to repurchase shares of our common stock.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There has been no significant change in our exposure to market risk during the three ~~and six~~ months ended ~~June 30, 2023.~~March 31, 2024. For discussion of our exposure to market risk, refer to the section entitled "Management's Discussion and Analysis of Financial Condition and Results of Operations – Market Risk and Risk Management" in our ~~2022~~2023 Form 10-K.

Item 4. Controls and Procedures

As required by Rule 13a-15 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), we carried out an evaluation under the supervision and with the participation of our management, including the Chairman and Chief Executive Officer ("CEO"), the Senior Vice President and Chief Financial Officer ("CFO") and the Vice President, Controller and Chief Accounting Officer ("~~Controller"~~CAO") of the effectiveness of the design and operation of our disclosure controls and procedures as of ~~June 30, 2023.~~March 31, 2024. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. Based upon our evaluation, our CEO, CFO and ~~Controller~~CAO have concluded that, as of ~~June 30, 2023,~~March 31, 2024, our disclosure controls and procedures were effective and provide reasonable assurance that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the applicable rules and forms, and that it is accumulated and communicated to our management, including our CEO, CFO and ~~Controller,~~CAO, as appropriate, to allow timely decisions regarding required disclosure.

There has been no change in our internal control over financial reporting during the three months ended ~~June 30, 2023~~March 31, 2024 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

CAUTIONARY NOTE CONCERNING FACTORS THAT MAY AFFECT FUTURE RESULTS

This Form 10-Q and other materials Carrier has filed or will file with the SEC contain or incorporate by reference statements which, to the extent they are not statements of historical or present fact, constitute "forward-looking statements" under the securities laws. From time to time, oral or written forward-looking statements may also be included in other information released to the public. These forward-looking statements are intended to provide management’s current expectations or plans for our future operating and financial performance, based on assumptions currently believed to be valid. Forward-looking statements can be identified by the use of words such as "believe," "expect," "expectations," "plans," "strategy," "prospects," "estimate," "project," "target," "anticipate," "will," "should," "see," "guidance," "outlook," "confident," "scenario" and other words of similar meaning in connection with a discussion of future operating or financial performance or the Separation. All forward-looking statements involve risks, uncertainties and other factors that may cause actual results to differ materially from those expressed or implied in the forward-looking statements. These risks and uncertainties include, but are not limited to, those described above under Part I, Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations,

below under Part II, Item 1A. Risk Factors, and other risks and uncertainties listed from time to time in our filings with the SEC.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

See Note 19 – Commitments and Contingent Liabilities in the Notes to the accompanying Unaudited Condensed Consolidated Financial Statements for information regarding legal proceedings.

Except as otherwise noted previously, there have been no material developments in legal proceedings. For previously reported information about legal proceedings refer to "Business – Legal Proceedings" in our ~~2022~~2023 Form 10-K.

Item 1A. Risk Factors

There have been no material changes in the Company’s risk factors from those disclosed in "Risk Factors" in our ~~2022~~2023 Form 10-K.

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

Issuer Purchases of Equity Securities

The following table provides information about our purchases during the three months ended ~~June 30, 2023~~March 31, 2024 of equity securities that are registered by us pursuant to Section 12 of the Exchange Act.


	Total Number of Shares Purchased (in 000's)	Average Price Paid per Share (1)		Total Number of Shares Purchased as Part of a Publicly Announced Program (in 000's)	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (in millions)
~~2023~~2024




~~April~~January 1 - ~~April 30~~January 31	—	$	—	—	$	2,129
~~May~~February 1 - ~~May 31~~February 29	—	$	—	—	$	2,129
~~June~~March 1 - ~~June 30~~March 31	—	$	—	—	$	2,129
Total	—	$	—	—

(1) Excludes broker commissions.

We may purchase our outstanding common stock from time to time subject to market conditions and at our discretion. Repurchases occur in the open market or through one or more other public or private transactions pursuant to plans complying with Rules 10b5-1 and 10b-18 under the Exchange Act. ~~In July~~Since the initial authorization in February 2021, ~~our~~the Company's Board of Directors ~~approved a $1.75 billion increase to our existing $350 million share repurchase program authorizing~~authorized the repurchase of up ~~to $2.1~~$4.1 billion of ~~our~~the Company's outstanding common stock. ~~In October 2022, our Board of Directors approved a $2 billion increase to our existing $2.1 billion share repurchase program.~~

On January 2, 2024, the Company completed the acquisition of the VCS Business from Viessmann for total consideration of $14.2 billion. The purchase price consisted of (i) $11.2 billion in cash and (ii) 58,608,959 shares of the Company's common stock, which were issued to Viessmann in a transaction exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended.

Item 5. Other Information

During the three months ended March 31, 2024, no director or Section 16 officer of the Company adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) of Regulation S-K.

Item 6. Exhibits


Exhibit Number						Exhibit Description
~~2.1~~10.1						Schedule of Terms for Performance Share ~~Purchase Agreement dated as of April 25, 2023**†~~ ~~(incorporated by reference to Exhibit 2.1 of~~Unit Awards (annual) granted under the Carrier Global ~~Corporation's Current Report on Form 8-K filed with the SEC on April 26, 2023, File No. 001-39220)~~Corporation 2020 Long-Term Incentive Plan (rev.
~~10.1~~						~~Form of License Agreement~~January †30 ~~(incorporated by reference to Exhibit 10.1 of Carrier Global Corporation's Current Report on Form 8-K filed with the SEC on April 26, 2023, File No. 001-39220)~~, 202 4 )*+
10.2						~~Form~~Schedule of ~~Investor Rights Agreement~~ ~~(incorporated by reference to Exhibit 10.2 of~~Terms for Restricted Stock Unit Awards (annual) granted under the Carrier Global ~~Corporation's Current Report on Form 8-K filed with the SEC on April 26, 2023, File No. 001-39220)~~Corporation 2020 Long-Term Incentive Plan (January 30 , 202 4 )*+
10.3						~~Form~~Schedule of ~~Transitional Services Agreement~~ ~~(incorporated by reference to Exhibit 10.3 of~~Terms for Stock Appreciation Right Awards (annual) granted under the Carrier Global ~~Corporation's Current Report on Form 8-K filed with the SEC on April 26, 2023, File No. 001-39220)~~Corporation 2020 Long-Term Incentive Plan (January 30 , 202 4 )*+
10.4						~~Form~~Schedule of Terms for Performance Share Unit Awards (off-cycle) granted under the Carrier Global Corporation 2020 Long-Term Incentive Plan (rev. ~~retention and performance~~January 30 ~~bonus~~ , 202 ~~award agreement~~ 4 ~~for Jurgen Timperma~~)*n+
10.5						~~Revolving Credit Agreement, dated as~~Schedule of ~~May 19, 2023, among~~Terms for Restricted Stock Unit Awards (off-cycle) granted under the Carrier Global Corporation ~~Carrier Intercompany Lending Designated Activity Company, the Subsidiary Borrowers party hereto, the Lenders party hereto and JPMorgan Chase Bank, N.A., as administrative agent~~2020 Long-Term Incentive Plan (January 30 ~~(incorporated by reference to Exhibit 10.1 of Carrier Global Corporation's Current Report on Form 8-K filed with the SEC on May 25, 2023, File No. 001-39220)~~, 202 4 )*+
10.6						~~364-Day Revolving Credit Agreement, dated as~~Schedule of ~~May 19, 2023, among~~Terms for Stock Appreciation Right Awards (off-cycle) granted under the Carrier Global Corporation ~~Carrier Intercompany Lending Designated Activity Company the Subsidiary Borrowers party hereto, the Lenders party hereto and JPMorgan Chase Bank, N.A.~~2020 Long-Term Incentive Plan (January 30 , ~~as administrative agent~~202 4 ~~(incorporated by reference to Exhibit 10.2 of Carrier Global Corporation's Current Report on Form 8-K filed with the SEC on May 25, 2023, File No. 001-39220)~~)*+
10.7						~~Term Loan Credit Agreement, dated as~~Schedule of ~~May 19, 2023, among~~Terms for Performance Share Unit Awards (supplemental) granted under the Carrier Global Corporation ~~the Subsidiary Borrowers party hereto, the Lenders party hereto and JPMorgan Chase Bank, N.A., as administrative agent~~2020 Long-Term Incentive Plan (Supplemental Retention Award January 30, 2024)*+
10.8						Schedule of Terms for Stock Appreciation Right ~~(incorporated by reference to Exhibit 10.3 of~~ Awards (supplemental) granted under the Carrier Global ~~Corporation's Current Report on~~ Corporation 2020 Long-Term Incentive Plan (Supplemental Retention Award January 30, 2024)*+
10.9						Schedule of Terms for Performance Share Unit Awards (modified annual) granted under the Carrier Global Corporation 2020 Long-Term Incentive Plan (rev. January 30, 2024)*+
10.10						Form ~~8-K filed with~~of Award Agreement granted under the ~~SEC on May 25, 2023, File No. 001-39220)~~Carrier Global Corporation 2020 Long-Term Incentive Plan*+
15						Letter Re: Unaudited Interim Financial Information*
31.1						Rule 13a-14(a)/15d-14(a) Certification*
31.2						Rule 13a-14(a)/15d-14(a) Certification*
31.3						Rule 13a-14(a)/15d-14(a) Certification*
32						Section 1350 Certifications*
101.INS						XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.* (File name: carr-20220331.xml)
101.SCH						XBRL Taxonomy Extension Schema Document.* (File name: carr-20220331.xsd)
101.CAL						XBRL Taxonomy Extension Calculation Linkbase Document.* (File name: carr-20220331_cal.xml)
101.DEF						XBRL Taxonomy Extension Definition Linkbase Document.* (File name: carr-20220331_def.xml)
101.LAB						XBRL Taxonomy Extension Label Linkbase Document.* (File name: carr-20220331_lab.xml)
101.PRE						XBRL Taxonomy Extension Presentation Linkbase Document.* (File name: carr-20220331_pre.xml)
104						Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document and contained in Exhibit 101

Notes to Exhibits List:

* Filed herewith.

+ Exhibit is a management contract or compensatory plan or arrangement.

** Certain exhibits and schedules to this exhibit have been omitted in accordance with Item 601(a)(5) of Regulation S-K. The registrant agrees to furnish supplementally a copy of all omitted exhibits and schedules to the Securities and Exchange Commission upon its request.

† Certain portions of this exhibit have been omitted in accordance with Item 601(b)(2)(ii) of Regulation S-K. The registrant agrees to furnish supplementally an unredacted copy of this exhibit to the Securities and Exchange Commission upon its request.

4744

Attached as Exhibit 101 to this report are the following formatted in XBRL (Extensible Business Reporting Language): (i) Condensed Consolidated Statement of Operations for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ (ii) Condensed Consolidated Statement of Comprehensive Income for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ (iii) Condensed Consolidated Balance Sheet as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, (iv) Condensed Consolidated Statement of Cash Flows for the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ (v) Condensed Consolidated Statement of Changes in Equity for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ and (vi) Notes to Condensed Consolidated Financial Statements.

4845

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


		CARRIER GLOBAL CORPORATION (Registrant)

Dated:	~~July 27, 2023~~April 25, 2024	by:	/s/PATRICK GORIS
			Patrick Goris
			Senior Vice President and Chief Financial Officer

			(on behalf of the Registrant and as the Registrant's Principal Financial Officer)

Dated:	~~July 27, 2023~~April 25, 2024	by:	/s/KYLE CROCKETT
			Kyle Crockett
			Vice President, Controller and Chief Accounting Officer

			(on behalf of the Registrant and as the Registrant's Principal Accounting Officer)

4946