Roper Technologies sets 401(k) trading blackout window

Roper Technologies, Inc. reports a temporary blackout period affecting its employee 401(k) plans in connection with a change in recordkeepers.

Rhea-AI Filing Summary

Roper Technologies, Inc. reports a temporary blackout period affecting its employee 401(k) plans in connection with a change in recordkeepers. Recordkeeping services for the Roper Technologies, Inc. Employees’ Retirement Savings 003 and 004 Plans will transition from Vanguard to Fidelity Investments, effective October 2, 2026.

The blackout period for plan participants and beneficiaries, during which they cannot change investment elections, transfer assets, obtain loans or distributions, or conduct other transactions involving plan investments (including Company common stock), is expected to begin at 4:00 p.m. Eastern Time on September 25, 2026 and end during the week of October 18, 2026.

Directors and executive officers have been notified that, under Section 306(a) of the Sarbanes-Oxley Act and Regulation BTR, they are generally prohibited during this period from directly or indirectly purchasing, selling, or otherwise acquiring or transferring Company equity securities acquired in connection with their service or employment. Information on the actual blackout dates is available without charge from the Company’s 401(k) Plan Administrator for two years after the blackout ends.

8-K Event Classification

2 items: 5.04, 9.01

2 items

Item 5.04 Temporary Suspension of Trading Under Registrant's Employee Benefit Plans Governance

Trading in company securities was temporarily suspended under an employee benefit plan (blackout period).

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Blackout start: 4:00 p.m. Eastern Time on September 25, 2026 Blackout end window: Week of October 18, 2026 Recordkeeper transition effective date: October 2, 2026 +1 more

4 metrics

Blackout start 4:00 p.m. Eastern Time on September 25, 2026 Expected beginning of the 401(k) and BTR blackout period

Blackout end window Week of October 18, 2026 Expected end of the blackout period, subject to change

Recordkeeper transition effective date October 2, 2026 Date recordkeeping services move from Vanguard to Fidelity Investments

Information availability period Two years Length of time blackout dates can be requested after blackout ends

Key Terms

blackout period, Regulation Blackout Trading Restriction, derivative security, recordkeeping services

4 terms

blackout period regulatory

"The Blackout Period is necessary in connection with the transition of recordkeeping services"

A blackout period is a temporary window when company insiders, employees or certain plan participants are barred from buying or selling the company’s stock, usually around earnings releases or other material events. It matters to investors because it reduces the risk of unfair trading based on secret information and can affect share liquidity and timing—think of it as a “no trading” zone set to keep the market fair and orderly.

Regulation Blackout Trading Restriction regulatory

"Rule 104 of Regulation Blackout Trading Restriction (“Regulation BTR”)"

derivative security financial

"and any derivative security relating to the Company’s common stock"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

recordkeeping services financial

"Recordkeeping services under the Roper Technologies, Inc. Employees’ Retirement Savings 003 Plan"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What blackout period did Roper Technologies (ROP) disclose for its 401(k) plans?

Roper disclosed a blackout period for its 401(k) plans expected to begin at 4:00 p.m. Eastern Time on September 25, 2026 and end during the week of October 18, 2026, tied to a change in recordkeepers.

Why is Roper Technologies (ROP) imposing a 401(k) blackout period?

The blackout is required to complete an administrative transition of recordkeeping services for the company’s Employees’ Retirement Savings 003 and 004 Plans from Vanguard to Fidelity Investments, effective October 2, 2026, including accounts invested in Company common stock.

What transactions are restricted for Roper Technologies (ROP) 401(k) participants during the blackout?

During the blackout, participants and beneficiaries will be unable to change investment elections, transfer assets among funds, obtain loans or distributions, or perform other transactions, including those involving Roper common stock held through the plans.

How does the blackout affect Roper Technologies (ROP) directors and executive officers?

Under Section 306(a) of Sarbanes-Oxley and Regulation BTR, directors and executive officers are generally prohibited during the blackout from purchasing, selling, or otherwise acquiring or transferring any Company equity security acquired in connection with their service or employment.

How can Roper Technologies (ROP) shareholders confirm the actual blackout dates?

Shareholders and other interested persons may obtain, without charge, the actual beginning and ending dates of the blackout period during the blackout and for two years afterward by contacting the 401(k) Plan Administrator at Roper’s Sarasota, Florida office or by telephone.

Are any transactions exempt during Roper Technologies’ (ROP) BTR Blackout Period?

Certain transactions may be exempt under Regulation BTR, but directors and executive officers are instructed not to engage in any transaction involving Company securities during the blackout without obtaining preclearance from the Company’s Legal Department.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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ROPER TECHNOLOGIES INC false 0000882835 0000882835 2026-08-06 2026-08-06

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

August 10, 2026 (August 6, 2026)

Date of Report (Date of earliest event reported)

ROPER TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

1-12273		51-0263969
(Commission File Number)		(IRS Employer Identification No.)

6496 UNIVERSITY PARKWAY, SARASOTA, Florida		34240
(Address of principal executive offices)		(Zip Code)

(941) 556-2601

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act:

Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
Common Stock, $0.01 Par Value		ROP		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

ITEM 5.04 Temporary Suspension of Trading Under Registrant’s Employee Benefit Plans.

On August 6, 2026, Roper Technologies, Inc. (the “Company”), in its capacity as plan administrator, provided notice to participants and beneficiaries under Section 101(i)(2)(E) of the Employee Retirement Income Security Act of 1974 regarding an anticipated blackout period (“Blackout Period”) under the Roper Technologies, Inc. Employees’ Retirement Savings 003 Plan and the Roper Technologies, Inc. Employees’ Retirement Savings 004 Plan (collectively, the “401(k) Plans”). The Blackout Period is necessary in connection with the transition of recordkeeping services for the 401(k) Plans from Vanguard to Fidelity Investments, effective October 2, 2026.

During the Blackout Period, participants and beneficiaries will be temporarily unable to change investment elections, transfer assets among investment funds, obtain loans or distributions, or conduct certain other transactions, including transactions involving the Company’s common stock held through the 401(k) Plans.

The Blackout Period is expected to begin at 4:00 p.m. Eastern Time on September 25, 2026, and end during the week of October 18, 2026.

On August 7, 2026, the Company provided notice of the Blackout Period to its directors and executive officers pursuant to Section 306(a) of the Sarbanes-Oxley Act of 2002 and Rule 104 of Regulation BTR under the Securities Exchange Act of 1934, as amended. The notice informed the Company’s directors and executive officers that, during the Blackout Period and subject to certain exceptions, they will be prohibited from directly or indirectly purchasing, selling, or otherwise acquiring or transferring any equity security of the Company acquired in connection with their service or employment as a director or executive officer.

A copy of the notice is filed as Exhibit 99.1 and incorporated herein by reference. During the Blackout Period and for a period of two years following its end, shareholders and other interested persons may obtain, without charge, information regarding the actual beginning and ending dates of the Blackout Period by contacting the 401(k) Plan Administrator, Roper Technologies, Inc., 6496 University Parkway, Sarasota, Florida 34240, or by telephone at (941) 556-2601.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1		Notice to Directors and Executive Officers dated August 6, 2026.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 hereunto duly authorized.

						ROPER TECHNOLOGIES, INC. (Registrant)
Date: August 10, 2026				By:		/s/ John K. Stipancich
						John K. Stipancich
						Executive Vice President, Chief Legal Officer and Corporate Secretary

Exhibit 99.1

Notice of Blackout Period

Under the Roper Technologies, Inc. Employees’ Retirement Savings Plans

To:		All Directors and Executive Officers of Roper Technologies, Inc.
From:		Courtney Albury
Date:		August 6, 2026
Subject:		Notice of Blackout Trading Restriction Period

This notice is being provided pursuant to Section 306(a) of the Sarbanes-Oxley Act of 2002 and Rule 104 of Regulation Blackout Trading Restriction (“Regulation BTR”) under the Securities Exchange Act of 1934, as amended.

Securities Subject to the BTR Blackout Period

During the blackout trading restriction period described below (the “BTR Blackout Period”), you will be prohibited, subject to certain exceptions, from directly or indirectly purchasing, selling, or otherwise acquiring or transferring any equity security of Roper Technologies, Inc. (the “Company”) that you acquired in connection with your service or employment as a director or executive officer of the Company.

The securities subject to this restriction include the Company’s common stock, par value $0.01 per share, and any derivative security relating to the Company’s common stock.

The BTR Blackout Period is in addition to any quarterly or event-specific blackout period applicable under the Company’s Securities Transaction Compliance Program.

Reason for BTR Blackout Period

Recordkeeping services under the Roper Technologies, Inc. Employees’ Retirement Savings 003 Plan and the Roper Technologies, Inc. Employees’ Retirement Savings 004 Plan (collectively, the “Plans”) will transition from Vanguard to Fidelity Investments, effective October 2, 2026.

The BTR Blackout Period is necessary to permit the administrative transfer of participant accounts under the Plans, including accounts invested in Company common stock, to the new recordkeeping platform.

During the corresponding blackout period under the Plans, participants and beneficiaries will be temporarily unable to:

1. purchase, sell or otherwise acquire or transfer assets into or out of any investment alternative, including Company common stock;

2. change existing investment elections or contribution rates;

3. receive distributions or withdrawals;

4. obtain loans;

5. make rollover contributions; or

6. make loan repayments by check.

Participants and beneficiaries under the Plans have received a separate notice regarding the blackout period applicable to their accounts under the Plans. The period during which Plan participants and beneficiaries will be unable to conduct the transactions described above is expected to correspond to the BTR Blackout Period described below.

Length of the BTR Blackout Period

The BTR Blackout Period is expected to begin at 4:00 p.m. Eastern Time on September 25, 2026 and end during the week of October 18, 2026.

If the expected beginning or ending date of the BTR Blackout Period changes, the Company will provide you with notice of the revised dates as soon as reasonably practicable.

Exceptions and Required Preclearance

Certain transactions may be exempt from the prohibition imposed by Regulation BTR. You should not engage in any transaction involving Company securities during the BTR Blackout Period without first obtaining preclearance from the Company’s Legal Department.

Additional Information

You may obtain, without charge, the actual beginning and ending dates of the BTR Blackout Period, both during the BTR Blackout Period and for a period of two years after it ends, and obtain answers to other questions regarding the BTR Blackout Period by contacting:

Courtney Albury

401(k) Plan Administrator

Roper Technologies, Inc.

6496 University Parkway

Sarasota, Florida 34240

Telephone: (941) 556-2601

Filing Exhibits & Attachments

4 documents

Press Releases

• EX-99.1 EX-99.1 11.6 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 16.8 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 10.6 KB