Form 8-K - Current report

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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

Date of report (Date of earliest event reported): October 29, 2024

 

 

ZEBRA TECHNOLOGIES CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

Delaware			000-19406						36-2675536
(State or Other Jurisdiction of Incorporation)			(Commission File Number)						(IRS Employer Identification No.)
3 Overlook Point, Lincolnshire, Illinois									60069
(Address of Principal Executive Offices)									(Zip Code)

Registrant’s telephone number, including area code: 847-634-6700

 

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 communications 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

Name of exchange on which registered

Class A Common Stock, par value $.01 per share

ZBRA

The NASDAQ Stock Market, LLC

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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.  ☐

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Item 2.02.

Results of Operations and Financial Conditions.

    

    The information contained in this Form 8-K shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

    On October 29, 2024, we announced our results of operations and financial position as of and for the third quarter ended September 28, 2024. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number			Description of Exhibits
99.1			Registrant’s Press Release dated October 29, 2024.
104			Cover Page Interactive Data File (embedded within the inline XBRL)

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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.

 

ZEBRA TECHNOLOGIES CORPORATION

Date:

October 29, 2024

By:

/s/ Cristen Kogl

Cristen Kogl

Chief Legal Officer, General Counsel & Corporate Secretary

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EXHIBIT INDEX

 

Exhibit Number			Description of Exhibits
99.1			Registrant’s Press Release dated October 29, 2024
104			Cover Page Interactive Data File (embedded within the inline XBRL)

Exhibit 99.1

			Zebra Technologies Corporation
			3 Overlook Point Lincolnshire, IL 60069 USA [phone] www.zebra.com

Zebra Technologies Announces Third-Quarter 2024 Results

Third-Quarter Financial Highlights

•Net sales of $1,255 million; year-over-year increase of 31.3%

•Net income of $137 million and net income per diluted share of $2.64

•Non-GAAP diluted EPS increased year-over-year to $3.49

•Adjusted EBITDA increased year-over-year to $268 million

•Completed Exit and Restructuring actions to drive $120 million annualized net expense savings

Lincolnshire, Ill., October 29, 2024 — Zebra Technologies Corporation (NASDAQ: ZBRA), a leading digital solution provider enabling businesses to intelligently connect data, assets, and people, today announced results for the third quarter ended September 28, 2024.

“Our third quarter performance reflects excellent execution by our teams supported by continuing recovery in demand, strong gross margin, and the completion of our restructuring actions, enabling us to deliver sales and earnings results above the high end of our outlook," said Bill Burns, Chief Executive Officer of Zebra Technologies. "Our relentless focus on innovation continues to drive our competitive differentiation and secure wins."

“We have increased our full year outlook for profitable growth to reflect our recent performance and continued momentum in demand," said Burns. "We continue to be well positioned to advance our industry leadership with our innovative solutions that digitize and automate our customers’ workflows across the supply chain.”

$ in millions, except per share amounts			3Q24			3Q23			Change
Select reported measures:
Net sales			$	1,255		$	956		31.3		%
Gross profit			613			427			43.6		%
Gross margin			48.8		%	44.7		%	410 bps
Net income (loss)			137			(15)			1,013.3		%
Net income (loss) margin			10.9		%	(1.6)		%	1250 bps
Net income (loss) per diluted share			$	2.64		$	(0.28)		1,042.9		%
Select Non-GAAP measures:
Adjusted net sales			$	1,255		$	956		31.3		%
Organic net sales growth									30.6		%
Adjusted gross profit			616			428			43.9		%
Adjusted gross margin			49.1		%	44.8		%	430 bps
Adjusted EBITDA			268			111			141.4		%
Adjusted EBITDA margin			21.4		%	11.6		%	980 bps
Non-GAAP net income			$	181		$	45		302.2		%
Non-GAAP diluted earnings per share			$	3.49		$	0.87		301.1		%

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Net sales were $1,255 million in the third quarter of 2024 compared to $956 million in the prior year. Net sales in the Enterprise Visibility & Mobility ("EVM") segment were $845 million in the third quarter of 2024 compared to $632 million in the prior year. Asset Intelligence & Tracking ("AIT") segment net sales were $410 million in the third quarter of 2024 compared to $324 million in the prior year. Consolidated organic net sales for the third quarter of 2024 increased 30.6% year-over-year, with a 33.0% increase in the EVM segment and a 25.8% increase in the AIT segment.

Third quarter 2024 gross profit was $613 million compared to $427 million in the prior year. Gross margin increased to 48.8% for the third quarter of 2024 compared to 44.7% in the prior year due to volume leverage and business mix. Adjusted gross margin was 49.1% in the third quarter of 2024 compared to 44.8% in the prior year.

Operating expenses decreased to $422 million in the third quarter of 2024 from $439 million in the prior year, primarily due to lower restructuring costs and incremental savings largely attributed to our restructuring actions, partially offset by higher incentive compensation expense. Adjusted operating expenses increased to $364 million in the third quarter of 2024 from $334 million in the prior year.

In the third quarter, the company completed the actions under its previously announced Exit and Restructuring Plans generating approximately $120 million of net annualized cost savings primarily within Operating expenses, of which, the Company has realized $110 million in net savings to date.

Net income for the third quarter of 2024 was $137 million, or $2.64 per diluted share, compared to net loss of $15 million, or $0.28 loss per diluted share, in the prior year. Non-GAAP net income increased to $181 million for the third quarter of 2024, or $3.49 per diluted share, compared to $45 million, or $0.87 per diluted share, for the prior year.

Adjusted EBITDA for the third quarter of 2024 was $268 million, or 21.4% of adjusted net sales, compared to $111 million, or 11.6% of adjusted net sales in the prior year primarily due to higher gross margins and lower operating expense as a percentage of revenue.

Balance Sheet and Cash Flow

As of September 28, 2024, the Company had cash and cash equivalents of $676 million and total debt of $2,183 million.

For the first nine months of 2024, net cash provided by operating activities was $707 million and the Company invested $41 million in capital expenditures, resulting in free cash flow of $666 million. The Company also had net debt payments of $43 million and share repurchases of $16 million in the first nine months of 2024.

Outlook

The Company expects fourth quarter sales growth between 28% and 31% compared to the prior year. Foreign currency translation is expected to have approximately a 1 percentage point favorable impact.

Fourth quarter Adjusted EBITDA margin is expected to be approximately 22%. Non-GAAP diluted earnings per share are expected to be in the range of $3.80 to $4.00. This assumes an adjusted effective tax rate of approximately 17%.

Free cash flow for the full year is expected to be at least $850 million.

The Company does not provide a reconciliation for non-GAAP estimates on a forward-looking basis where it is unable to provide a meaningful or accurate calculation or estimation of reconciling items and the information is not available without unreasonable effort. This is due to the inherent difficulty of forecasting the timing or amount of the most directly comparable forward-looking GAAP financial measure as discussed under the "Forward-Looking Statements" caption below. This would include items that have not yet occurred, are out of the Company’s control and/or cannot be reasonably predicted, and that would impact diluted net earnings per share. For the same reasons, the Company is unable to address the probable significance of the unavailable information. Forward-looking non-GAAP financial measures provided without the most directly comparable GAAP financial measures may vary materially from the corresponding GAAP financial measures.

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Conference Call Notification

Investors are invited to listen to a live webcast of Zebra’s conference call regarding the Company’s financial results. The conference call will be held today at 7:30 a.m. Central Time (8:30 a.m. Eastern Time). To view the webcast, visit the investor relations section of the Company’s website at investors.zebra.com.

About Zebra

Zebra (NASDAQ: ZBRA) helps organizations monitor, anticipate, and accelerate workflows by empowering their frontline and ensuring that everyone and everything is visible, connected and fully optimized. Our award-winning portfolio spans software to innovations in robotics, machine vision, automation and digital decisioning, all backed by a +50-year legacy in scanning, track-and-trace and mobile computing solutions. With an ecosystem of 10,000 partners across more than 100 countries, Zebra's customers include over 80% of the Fortune 500. Newsweek recently recognized Zebra as one of America's Most Loved Workplaces and Greatest Workplaces for Diversity, and we are on Fast Company's list of the Best Workplaces for Innovators. Learn more at www.zebra.com or sign up for news alerts. Follow Zebra’s Your Edge blog, LinkedIn, Twitter and Facebook, and check out our Story Hub: Zebra Perspectives.

Forward-Looking Statements

This press release contains forward-looking statements, as defined by the Private Securities Litigation Reform Act of 1995, including, without limitation, the statements regarding the company’s outlook. Actual results may differ from those expressed or implied in the company’s forward-looking statements. These statements represent estimates only as of the date they were made. Zebra undertakes no obligation, other than as may be required by law, to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changed circumstances or any other reason after the date of this release.

These forward-looking statements are based on current expectations, forecasts and assumptions and are subject to the risks and uncertainties inherent in Zebra’s industry, market conditions, general domestic and international economic conditions, and other factors. These factors include customer acceptance of Zebra’s offerings and competitors' offerings, and the potential effects of emerging technologies and changes in customer requirements. The effect of global market conditions, and the availability of credit and capital markets volatility may have adverse effects on Zebra, its suppliers and its customers. In addition, natural disasters, man-made disasters, public health issues (including pandemics), and cybersecurity incidents may have negative effects on Zebra's business and results of operations. Zebra's ability to purchase sufficient materials, parts, and components, and ability to provide services, software and products to meet customer demand could negatively impact Zebra's results of operations and customer relationships. Profits and profitability will be affected by Zebra’s ability to control manufacturing and operating costs. Because of its debt, interest rates and financial market conditions may also have an adverse impact on results. Foreign exchange rates, customs duties and trade policies may have an adverse effect on financial results because of the large percentage of Zebra's international sales. The impacts of changes in foreign and domestic governmental policies, regulations, or laws, as well as the outcome of litigation or tax matters in which Zebra may be involved are other factors that could adversely affect Zebra's business and results of operations. The success of integrating acquisitions could also adversely affect profitability, reported results and the company’s competitive position in its industry. These and other factors could have an adverse effect on Zebra’s sales, gross profit margins and results of operations and increase the volatility of Zebra's financial results. When used in this release and documents referenced, the words “anticipate,” “believe,” “outlook,” and “expect” and similar expressions, as they relate to the company or its management, are intended to identify such forward-looking statements, but are not the exclusive means of identifying these statements. Descriptions of certain risks, uncertainties and other factors that could adversely affect the company’s future operations and results can be found in Zebra’s filings with the Securities and Exchange Commission, including the company’s most recent Form 10-K and Form 10-Q.

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Use of Non-GAAP Financial Information

This press release contains certain Non-GAAP financial measures, consisting of “adjusted net sales,” “adjusted gross profit,” “adjusted gross margin,” “EBITDA,” “Adjusted EBITDA,” “Adjusted EBITDA margin,” “Adjusted EBITDA % of adjusted net sales,” “Non-GAAP net income,” “Non-GAAP earnings per share,” “Non-GAAP diluted earnings per share,” “free cash flow,” “organic net sales,” “organic net sales growth,” “organic net sales growth (decline),” “organic net sales (decline) growth,” and “adjusted operating expenses.” Management presents these measures to focus on the on-going operations and believes it is useful to investors because they enable them to perform meaningful comparisons of past and present operating results. The company believes it is useful to present non-GAAP financial measures, which exclude certain significant items, as a means to understand the performance of its ongoing operations and how management views the business. Please see the “Reconciliation of GAAP to Non-GAAP Financial Measures” tables and accompanying disclosures at the end of this press release for more detailed information regarding non-GAAP financial measures herein, including the items reflected in adjusted net earnings calculations. These measures, however, should not be construed as an alternative to any other measure of performance determined in accordance with GAAP.

The company does not provide a reconciliation for non-GAAP estimates on a forward-looking basis (including the information under “Outlook” above) where it is unable to provide a meaningful or accurate calculation or estimation of reconciling items and the information is not available without unreasonable effort. This is due to the inherent difficulty of forecasting the timing or amount of various items that have not yet occurred, are out of the company’s control and/or cannot be reasonably predicted, and that would impact diluted net earnings per share, the most directly comparable forward-looking GAAP financial measure. For the same reasons, the company is unable to address the probable significance of the unavailable information. Forward-looking non-GAAP financial measures provided without the most directly comparable GAAP financial measures may vary materially from the corresponding GAAP financial measures.

As a global company, Zebra's operating results reported in U.S. dollars are affected by foreign currency exchange rate fluctuations because the underlying foreign currencies in which the company transacts change in value over time compared to the U.S. dollar; accordingly, the company presents certain organic growth financial information, which includes impacts of foreign currency translation, to provide a framework to assess how the company’s businesses performed excluding the impact of foreign currency exchange rate fluctuations. Foreign currency impact represents the difference in results that are attributable to fluctuations in the currency exchange rates used to convert the results for businesses where the functional currency is not the U.S. dollar. This impact is calculated by translating current period results at the currency exchange rates used in the comparable period in the prior year, rather than the exchange rates in effect during the current period. In addition, the company excludes the impact of its foreign currency hedging program in the prior year periods. The company believes these measures should be considered a supplement to and not in lieu of the company’s performance measures calculated in accordance with GAAP.

Contacts
Investors						Media
Michael Steele, CFA, IRC						Therese Van Ryne
Vice President, Investor Relations						Senior Director, External Communications
Phone: + 1 847 518 6432						Phone: + 1 847 370 2317
[e-mail]						[e-mail]

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In millions, except share data)

 

			September 28, 2024						December 31, 2023
			(Unaudited)
Assets
Current assets:
Cash and cash equivalents			$	676					$	137
Accounts receivable, net of allowances for doubtful accounts of $1 each as of September 28, 2024 and December 31, 2023			642						521
Inventories, net			639						804
Income tax receivable			67						63
Prepaid expenses and other current assets			109						147
Total Current assets			2,133						1,672
Property, plant and equipment, net			302						309
Right-of-use lease assets			173						169
Goodwill			3,895						3,895
Other intangibles, net			447						527
Deferred income taxes			501						438
Other long-term assets			239						296
Total Assets			$	7,690					$	7,306
Liabilities and Stockholders’ Equity
Current liabilities:
Current portion of long-term debt			$	89					$	173
Accounts payable			533						456
Accrued liabilities			490						504
Deferred revenue			432						458
Income taxes payable			18						7
Total Current liabilities			1,562						1,598
Long-term debt			2,080						2,047
Long-term lease liabilities			162						152
Deferred income taxes			66						67
Long-term deferred revenue			304						312
Other long-term liabilities			95						94
Total Liabilities			4,269						4,270
Stockholders’ Equity:
Preferred stock, $.01 par value; authorized 10,000,000 shares; none issued			—						—
Class A common stock, $.01 par value; authorized 150,000,000 shares; issued 72,151,857 shares			1						1
Additional paid-in capital			653						615
Treasury stock at cost, 20,609,801 and 20,772,995 shares as of September 28, 2024 and December 31, 2023, respectively			(1,871)						(1,858)
Retained earnings			4,697						4,332
Accumulated other comprehensive loss			(59)						(54)
Total Stockholders’ Equity			3,421						3,036
Total Liabilities and Stockholders’ Equity			$	7,690					$	7,306

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(In millions, except share data)

(Unaudited)

 

			Three Months Ended												Nine Months Ended
			September 28, 2024						September 30, 2023						September 28, 2024						September 30, 2023
Net sales:
Tangible products			$	1,019					$	729					$	2,931					$	2,885
Services and software			236						227						716						690
Total Net sales			1,255						956						3,647						3,575
Cost of sales:
Tangible products			526						419						1,539						1,559
Services and software			116						110						343						341
Total Cost of sales			642						529						1,882						1,900
Gross profit			613						427						1,765						1,675
Operating expenses:
Selling and marketing			151						138						449						445
Research and development			141						127						425						403
General and administrative			96						88						274						256
Amortization of intangible assets			29						26						80						78
Acquisition and integration costs			1						2						3						4
Exit and restructuring costs			4						58						17						82
Total Operating expenses			422						439						1,248						1,268
Operating income (loss)			191						(12)						517						407
Other (loss) income, net:
Foreign exchange (loss) gain			(9)						6						(6)						2
Interest expense, net			(31)						(16)						(71)						(69)
Other expense, net			(2)						(2)						(13)						(8)
Total Other expense, net			(42)						(12)						(90)						(75)
Income (loss) before income tax			149						(24)						427						332
Income tax expense (benefit)			12						(9)						62						53
Net income (loss)			$	137					$	(15)					$	365					$	279
Basic earnings (loss) per share			$	2.65					$	(0.28)					$	7.09					$	5.44
Diluted earnings (loss) per share			$	2.64					$	(0.28)					$	7.04					$	5.40

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions)

(Unaudited)

			Nine Months Ended
			September 28, 2024						September 30, 2023
Cash flows from operating activities:
Net income			$	365					$	279
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			130						132
Share-based compensation			68						39
Deferred income taxes			(62)						(35)
Unrealized gain on forward interest rate swaps			(31)						(34)
Other, net			12						3
Changes in operating assets and liabilities:
Accounts receivable, net			(120)						228
Inventories, net			161						7
Other assets			5						(25)
Accounts payable			79						(402)
Accrued liabilities			68						(79)
Deferred revenue			(34)						(12)
Income taxes			25						(134)
Settlement liability			(45)						(135)
Cash receipts on forward interest rate swaps			86						20
Other operating activities			—						3
Net cash provided by (used in) operating activities			707						(145)
Cash flows from investing activities:
Purchases of property, plant and equipment			(41)						(48)
Proceeds from sale of short-term investments			2						—
Purchases of long-term investments			(3)						(1)
Net cash used in investing activities			(42)						(49)
Cash flows from financing activities:
Payment of debt issuance costs, extinguishment costs and discounts			(9)						—
Payments of debt			(694)						(221)
Proceeds from issuance of debt			651						469
Payments for repurchases of common stock			(16)						(52)
Net payments related to share-based compensation plans			(27)						(8)
Change in unremitted cash collections from servicing factored receivables			(35)						(48)
Other financing activities			3						—
Net cash (used in) provided by financing activities			(127)						140
Effect of exchange rate changes on cash and cash equivalents, including restricted cash			—						(2)
Net increase (decrease) in cash and cash equivalents, including restricted cash			538						(56)
Cash and cash equivalents, including restricted cash, at beginning of period			138						117
Cash and cash equivalents, including restricted cash, at end of period			$	676					$	61
Less restricted cash, included in Prepaid expenses and other current assets			—						—
Cash and cash equivalents at end of period			$	676					$	61
Supplemental disclosures of cash flow information:
Income taxes paid			$	90					$	227
Interest paid inclusive of forward interest rate swaps			$	3					$	80

Certain prior period amounts included in Net cash provided by (used in) operating activities have been reclassified to conform with the current period presentation.

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

RECONCILIATION OF ORGANIC NET SALES GROWTH (DECLINE)

(Unaudited)

			Three Months Ended
			September 28, 2024
			AIT						EVM						Consolidated
Reported GAAP Consolidated Net sales growth			26.5		%				33.7		%				31.3		%
Adjustments:
Impact of foreign currency translations (1)			(0.7)		%				(0.7)		%				(0.7)		%
Consolidated Organic Net sales growth			25.8		%				33.0		%				30.6		%
			Nine Months Ended
			September 28, 2024
			AIT						EVM						Consolidated
Reported GAAP Consolidated Net sales (decline) growth			(8.1)		%				7.8		%				2.0		%
Adjustments:
Impact of foreign currency translations (1)			(0.6)		%				(0.4)		%				(0.5)		%
Consolidated Organic Net sales (decline) growth			(8.7)		%				7.4		%				1.5		%

(1)Operating results reported in U.S. Dollars are affected by foreign currency exchange rate fluctuations. Foreign currency translation impact represents the difference in results that are attributable to fluctuations in the currency exchange rates used to convert the results for businesses where the functional currency is not the U.S. Dollar. This impact is calculated by translating the current period results at the currency exchange rates used in the comparable prior year period, inclusive of the Company’s foreign currency hedging program.

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

RECONCILIATION OF GAAP TO NON-GAAP GROSS MARGIN

(In millions)

(Unaudited)

			Three Months Ended
			September 28, 2024																		September 30, 2023
			AIT						EVM						Consolidated						AIT						EVM						Consolidated
GAAP
Reported Net sales			$	410					$	845					$	1,255					$	324					$	632					$	956
Reported Gross profit			199						414						613						145						282						427
Gross Margin			48.5		%				49.0		%				48.8		%				44.8		%				44.6		%				44.7		%
Non-GAAP
Adjusted Net sales			$	410					$	845					$	1,255					$	324					$	632					$	956
Adjusted Gross profit (1)			200						416						616						145						283						428
Adjusted Gross Margin			48.8		%				49.2		%				49.1		%				44.8		%				44.8		%				44.8		%
			Nine Months Ended
			September 28, 2024																		September 30, 2023
			AIT						EVM						Consolidated						AIT						EVM						Consolidated
GAAP
Reported Net sales			$	1,199					$	2,448					$	3,647					$	1,305					$	2,270					$	3,575
Reported Gross profit			570						1,195						1,765						628						1,047						1,675
Gross Margin			47.5		%				48.8		%				48.4		%				48.1		%				46.1		%				46.9		%
Non-GAAP
Adjusted Net sales			$	1,199					$	2,448					$	3,647					$	1,305					$	2,270					$	3,575
Adjusted Gross profit (1)			572						1,200						1,772						629						1,050						1,679
Adjusted Gross Margin			47.7		%				49.0		%				48.6		%				48.2		%				46.3		%				47.0		%

(1)Adjusted Gross profit excludes share-based compensation expense.

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

RECONCILIATION OF GAAP TO NON-GAAP NET INCOME

(In millions, except share data)

(Unaudited)

 

			Three Months Ended												Nine Months Ended
			September 28, 2024						September 30, 2023						September 28, 2024						September 30, 2023
GAAP Net income (loss)			$	137					$	(15)					$	365					$	279
Adjustments to Cost of sales(1)
Share-based compensation			3						1						7						4
Total adjustments to Cost of sales			3						1						7						4
Adjustments to Operating expenses(1)
Amortization of intangible assets			29						26						80						78
Acquisition and integration costs			1						2						3						4
Share-based compensation			24						19						78						42
Exit and restructuring costs			4						58						17						82
Total adjustments to Operating expenses			58						105						178						206
Adjustments to Other expense, net(1)
Amortization of debt issuance costs and discounts			—						1						1						2
Investment loss			—						—						6						1
Foreign exchange loss (gain)			9						(6)						6						(2)
Forward interest rate swap (gain)			—						(23)						(31)						(34)
Total adjustments to Other expense, net			9						(28)						(18)						(33)
Income tax effect of adjustments(2)
Reported income tax expense (benefit)			12						(9)						62						53
Adjusted income tax			(38)						(9)						(101)						(90)
Total adjustments to income tax			(26)						(18)						(39)						(37)
Total adjustments			44						60						128						140
Non-GAAP Net income			$	181					$	45					$	493					$	419
GAAP earnings (loss) per share
Basic			$	2.65					$	(0.28)					$	7.09					$	5.44
Diluted			$	2.64					$	(0.28)					$	7.04					$	5.40
Non-GAAP earnings per share
Basic			$	3.52					$	0.87					$	9.58					$	8.16
Diluted			$	3.49					$	0.87					$	9.51					$	8.10
Basic weighted average shares outstanding(3)			51,567,216						51,336,645						51,480,812						51,380,876
Diluted weighted average and equivalent shares outstanding			51,918,055						51,336,645						51,845,572						51,717,731

(1)Presented on a pre-tax basis.

(2)Represents adjustments to GAAP income tax expense commensurate with pre-tax non-GAAP adjustments (including the resulting impacts to U.S. BEAT/GILTI provisions), as well as adjustments to exclude the impacts of certain discrete income tax items and incorporate the anticipated annualized effects of current year tax planning.

(3)For GAAP purposes, in periods of a net loss, restricted stock and performance share awards, which are participating securities, are excluded from weighted-average shares outstanding and all unvested share-based awards were anti-dilutive and therefore excluded from diluted shares. For the three months ended September 30, 2023, Non-GAAP basic and diluted weighted average shares outstanding were 51,344,065 and 51,696,702, respectively.

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

GAAP to NON-GAAP RECONCILIATION TO EBITDA

(In millions)

(Unaudited)

			Three Months Ended												Nine Months Ended
			September 28, 2024						September 30, 2023						September 28, 2024						September 30, 2023
GAAP Net income (loss)			$	137					$	(15)					$	365					$	279
Add back:
Depreciation (excluding exit and restructuring)			16						17						50						52
Amortization of intangible assets			29						26						80						78
Total Other expense, net			42						12						90						75
Income tax expense (benefit)			12						(9)						62						53
EBITDA (Non-GAAP)			236						31						647						537
Adjustments to Cost of sales
Share-based compensation			3						1						7						4
Total adjustments to Cost of sales			3						1						7						4
Adjustments to Operating expenses
Acquisition and integration costs			1						2						3						4
Share-based compensation			24						19						78						42
Exit and restructuring costs			4						58						17						82
Total adjustments to Operating expenses			29						79						98						128
Total adjustments to EBITDA			32						80						105						132
Adjusted EBITDA (Non-GAAP)			$	268					$	111					$	752					$	669
Adjusted EBITDA % of Adjusted Net Sales (Non-GAAP)			21.4		%				11.6		%				20.6		%				18.7		%

FREE CASH FLOW

			Nine Months Ended
			September 28, 2024						September 30, 2023
Net cash provided by (used in) operating activities			$	707					$	(145)
Less: Purchases of property, plant and equipment			(41)						(48)
Free cash flow (Non-GAAP)(1)			$	666					$	(193)

(1) Free cash flow, a non-GAAP measure, is defined as Net cash provided by (used in) operating activities in a period minus purchases of property, plant and equipment (capital expenditures) made in that period. This measure does not represent residual cash flows available for discretionary expenditures as the measure does not deduct the payments required for debt service and other contractual obligations or payments for future business acquisitions. Therefore, we believe it is important to view free cash flow as a measure that provides supplemental information to our entire statements of cash flows.

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Cover Document	Oct. 29, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Oct. 29, 2024
Entity Registrant Name	ZEBRA TECHNOLOGIES CORPORATION
Entity Incorporation, State or Country Code	DE
Entity File Number	000-19406
Entity Tax Identification Number	36-2675536
Entity Address, Address Line One	3 Overlook Point
Entity Address, City or Town	Lincolnshire
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60069
City Area Code	847
Local Phone Number	634-6700
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class A Common Stock, par value $.01 per share
Trading Symbol	ZBRA
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0000877212
Amendment Flag	false

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