ROPER TECHNOLOGIES INC

Original form: DEF 14A
Filed on: 2026-04-07
Meeting date: 2026-05-19

Shareholder Proposals

Item 6
S G
Request that the Board conduct a strategic review to pursue a tax‑free spin‑off of Roper’s Application Software and Network Software segments and retain Technology Enabled Products as a separate platform.

The proposal asks the Board to prepare a strategic review evaluating a tax-free spin-off of Roper’s Application Software and Network Software segments into separate publicly traded companies while keeping the Technology Enabled Products segment as a distinct platform. The proponent cites concerns about potential disruption from accelerating adoption of generative and agentic AI across software businesses and argues that Roper’s current scale may be insufficient to compete with large software platforms yet too large to remain nimble. The supporting statement also critiques acquisition pricing and historical financial performance metrics (organic growth, EBITDA, free cash flow, and ROIC) as rationale for pursuing a structural separation to unlock shareholder value. The proposal requests the Board examine this option as a strategic alternative and report back to shareholders on its findings.