2025 Shareholder Letter

To our shareholders

The data center industry is accelerating at a speed never seen before. Unprecedented demand for high-performance compute is driving a structural transformation of digital infrastructure. Power, thermal management, and service delivery require fundamentally different approaches—and customers need partners who can move at their pace. Not just keep up. Stay ahead.

That is where Vertiv lives. We are relentlessly focused on enabling the most demanding compute environments the industry has ever built. Our competitive advantage is clear: we understand the deepening interactions between power, thermal management, and compute which allow us to design systems that optimize data center performance for our customers. We innovate faster and execute with focused intensity. Technology, deep domain expertise, full-system integration, and services strength are not just capabilities- they are our competitive edge.

The momentum is remarkable. We are pleased with our progress, but we are never satisfied knowing that more, better, stronger is always possible. Leadership is not a moment—it is perpetual relentlessness. Our confidence comes from the foundation we have built and the execution mindset that runs through our organization.

By the numbers1

Years of disciplined investment and seed-planting positioned Vertiv not just to meet 2025's accelerating demand—but to stay ahead of it. We further strengthened our technology leadership, expanded global capacity, and deepened industry collaborations -  to be ready as the market intensified. When infrastructure requirements surged and execution reliability mattered most, we delivered.

The numbers tell the story of transformation.

Net sales reached a record $10.2 billion—up 28% year-over-year—as we captured market share in a rapidly accelerating industry. Operating profit increased 34% to $1.8 billion. Adjusted operating profit grew 35% to $2.1 billion, with adjusted operating margins expanding 100 basis points to 20.4%. We are growing profitably and with discipline. Diluted EPS of $3.41 grew 166% compared to 2024 and adjusted diluted EPS jumped to $4.20, up 47% versus 2024. This performance reflects the strength of our strategy and the disciplined execution of our global team.

Our cash generation remained robust, with operating cash flow increasing to $2.1 billion and adjusted free cash flow increasing to $1.9 billion, while we continued to invest in innovation, capacity expansion, and strategic acquisitions. This strong cash performance, combined with disciplined capital allocation, resulted in a year-end net leverage ratio of ~0.5x—providing significant financial flexibility to pursue growth opportunities and reinvest in our business.

This performance demonstrates our ability to scale profitably while maintaining the discipline that drives long-term value creation. We are capturing market share, expanding margins, and generating cash flow to invest in our future and create long-term value for our customers and shareholders.

At the center of structural growth

Digital infrastructure demand continues to expand. Digitization, cloud adoption, and AI are long-term, structural shifts. Customers are planning multi-year deployments to support AI and next-generation workloads. They need infrastructure that scales fast, runs hard, and never blinks.

This environment rewards deep technical collaboration and long-term partnerships built on trust. Customers want comprehensive solutions—power, thermal management, and services designed to work as one system. They are selecting partners who can advance alongside them for years to come.

Vertiv's strengths are clear: decades of industry leadership, a technology-rich, end-to-end critical digital infrastructure portfolio, lifecycle services and support, system-level integration, and a global footprint. We support customers at initial design, and through every phase of deployment and optimization.

We are gaining market share. And we intend to keep taking more.

Advancing technology and innovation

Performance today is defined by how digital infrastructure elements operate and are optimized and orchestrated as a system. A deep understanding of power and thermal management interactions becomes increasingly important as rising power densities and new compute architectures are reshaping expectations for power delivery, thermal solutions, and operational intelligence.

Vertiv’s approach is system-level optimization. Power distributes intelligently across the infrastructure. Thermal systems respond dynamically to extreme density. Controls coordinate performance across the entire infrastructure stack. The whole system functions as one. We have translated this systems-level thinking into deployable solutions.

Vertiv™ OneCore is a complete, converged data center infrastructure—engineered and scaled to deliver with speed, simplicity, and repeatability. Vertiv™ SmartRun is a prefabricated whitespace infrastructure solution that significantly accelerates data hall fit-out and readiness. Vertiv™ SmartRun liberates speed.

This system-level approach helps our customers manage complexity and reduce risk as designs evolve. By aligning engineering, product development, and services around integrated solutions, we address the technical realities of next-generation data centers.

Investing to stay ahead

We are investing to stay ahead as demand accelerates. Engineering, research and development (ER&D) spend grew 20% in 2025 and is anticipated to grow 20%+ in 2026 — advancing technology while expanding manufacturing, strengthening supply chains, scaling services, and building digital capabilities.

We expanded manufacturing capacity and strengthened our global footprint. Local presence shortens time to revenue through faster deployment, greater flexibility, and reduced on-site labor for our customers.

We scaled our service capacity to over 5,000 field service engineers globally. Our service business delivers customer value across every phase of the infrastructure journey—from early consultancy and implementation to long-term operation and optimization.

We made the following strategic acquisitions in 2025 to expand our capabilities, grow our addressable market, and drive the industry forward.

Great Lakes expands our ability to deliver highly customized racks and cabinets in the data center white space —critical for today's dynamic AI infrastructure.

Waylay strengthens the digital layer of our services offering with AI-enabled advanced monitoring, predictive maintenance, and optimization.

PurgeRite strengthens our specialized fluid management capabilities, enhancing system reliability and long-term performance of critical thermal networks. Together, we deliver comprehensive solutions spanning the entire facility and thermal chain—enabling high-density operations through improved thermal efficiency, resiliency, and uptime. 

The substantial growth in installed base from accelerating data center builds creates a significant new stream of recurring revenue for decades to come. We are investing to stay ahead and building the capacity, capabilities, and partnerships that enable us to deliver at the speed and scale our customers demand.

Partnering with ecosystem leaders

The scale and complexity of AI-driven infrastructure make collaboration across the ecosystem essential. As compute density and power requirements rise, infrastructure design is increasingly shaped by advancements at the silicon level. Close alignment with leading silicon providers is critical, as evolving chip architectures directly impact power, cooling, and infrastructure design requirements. 

Equally important are partnerships across the ecosystem that enable design-optimized, integrated solutions to help customers navigate industry-wide challenges, such as power availability and grid constraints. 

The winners of this era will be those who anticipate future-generation requirements and design for them now alongside partners who can innovate and industrialize at the speed AI demands.

Advancing AI infrastructure with NVIDIA 

A cornerstone of Vertiv’s partner ecosystem is our collaboration with NVIDIA, which spans early architectural alignment, reference design development, and system-level integration. In 2025, we strengthened this partnership to advance the infrastructure necessary for the next generation of data centers and design the reference architectures for AI factories to deploy at speed and at scale.

Vertiv’s differentiation lies in our ability to translate NVIDIA’s platform roadmaps into deployable, end-to-end infrastructure solutions. As part of this collaboration, Vertiv is pioneering solutions aligned with 800-volt direct current (800 VDC) power architectures, which are expected to play an increasingly important role in supporting higher-density compute environments going forward. By engaging early with NVIDIA on product roadmaps and anticipating future generations of data center needs, we can create the necessary solutions to enable the industry.

Enabling on-site power generation

We are helping customers overcome grid constraints by enabling integrated, on-site power generation. This accelerates time-to-power, enhances resiliency, and supports high-density workloads as customers deploy gigawatt-scale infrastructure.

Our collaboration with Caterpillar tackles an industry pacing item: power. Combining Caterpillar and Solar Turbines' on-site power generation with Vertiv's power and thermal management solutions, we are developing pre-designed architectures that enable gigawatt-scale AI infrastructure without grid constraints. This accelerates time-to-power and improves energy efficiency through complete system optimization—compressing deployment timelines from years to months.

As data center power demand surges in the U.S., Vertiv and Oklo partnered on an innovative clean energy collaboration to co-develop advanced power and thermal management solutions. These solutions are tailored specifically for hyperscale and colocation data centers and would be powered by steam and electricity from Oklo’s nuclear power plants. The industry is moving toward integrated, system-level collaboration—and these partnerships position us to power the next generation of AI and high performance computing.

Looking ahead

We believe the long-term drivers shaping digital infrastructure demand remain firmly in place. The rapid growth in global data center demand makes our work more complex and more critical than ever, even as the operating landscape continues to evolve.

We are navigating this complexity with discipline and speed. Our technology leadership comes from consistently anticipating what comes next, building flexibility into our operations and executing with clarity and accountability. 

We are proud of the progress we have made, but at the same time, we recognize there is more work to be done. 

We see that the opportunity in front of us has accelerated and, in many ways, is limitless. Capturing that success depends on maintaining balance, ensuring we deliver reliably for customers today while making the long-term investments that will shape tomorrow. This is about staying ahead of where the industry is going, and we plan to do just that.

We are proud of our global team and grateful for the trust placed in Vertiv by our customers, partners, and shareholders. Guided by a strong execution mindset and grounded in a clear strategy, we believe Vertiv is well positioned to continue enabling the critical digital infrastructure the world increasingly depends on.



Forward-Looking Statements

This letter contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27 of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include, but are not limited to, statements relating to our long-term financial plans, projections regarding the data center and digital market, expectations with respect to growth and technological advancements, recently completed acquisitions, research and development, partnership and collaboration opportunities, and others. These statements are only predictions and actual events or results may differ materially from those in the forward-looking statements set forth herein. Readers are referred to Vertiv’s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q for a discussion of these and other important risk factors concerning Vertiv and its operations. Vertiv is under no obligation to, and expressly disclaims any obligation to, update or alter its forward-looking statements, whether as a result of new information, future events or otherwise.

 

[1]This letter contains certain non-GAAP metrics. For reconciliations to the relevant GAAP measures and an explanation of the non-GAAP measures and reasons for their use, please refer to Annex A in the Company’s proxy statement, filed on April 24, 2026.