Veralto Corp – Underwriting Agreements Watch

from 8-K 38 pages 1 Confidential - Company Proprietary Exhibit 1.1 Veralto Corporation $725,000,000 4.850% Senior Notes Due 2032 Underwriting Agreement May 27, 2026 Bofa Securities, Inc. Citigroup Global Markets Inc. J.P. Morgan Securities LLC as Representatives of the Several Underwriters Named in Schedule I Attached Hereto C/O Bofa Securities, Inc. One Bryant Park New York, New York 10036 C/O Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 C/O J.P. Morgan Securities LLC 270 Park Avenue New York, New York 10017 Ladies and Gentlemen: Veralto Corporation, a Delaware Corporation (The “Company”), Proposes, Upon the Terms and Conditions Set Forth in This Agreement (This “Agreement”), to Issue and Sell to Bofa Securities, Inc. (“Bofa”), Citigroup Global Markets Inc. (“Citi”) and J.P. Morgan Securities LLC (“J.P. Morgan”) and the Other Several Underwriters Named in Schedule I Hereto (The “Underwriters”), for Whom Bofa, Citi and J.P. Morgan Are Acting as Representatives (In Such Capacity, the “Representatives”), $725,000,000 in Aggregate Principal Amount of Its 4.850% Senior Notes Due 2032 (The “Notes”). the Notes Will (I) Have Terms and Provisions That Are Summarized in the Pricing Disclosure Package and Prospectus (Each as Defined Below), and (II) Are to Be Issued Pursuant to an Indenture (The “Base Indenture”), to Be Dated as of June 1, 2026, Between the Company and Deutsche Bank Trust Company Americas, a New York Banking Corporation, as Trustee (The “Trustee”), as Supplemented by the First Supplemental Indenture (The “Supplemental