CORRESP Filing
Ralliant Corp
Date: May 29, 2025 · CIK: 0002041385 · Accession: 0001104659-25-054102
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File numbers found in text: 001-42633
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CORRESP
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Ralliant Corporation
4000 Center at North Hills Street
Suite 430
Raleigh, North Carolina 27609
May 29, 2025
VIA EDGAR
Juan Grana
Katherine Bagley
Division of Corporation Finance Office of Industrial Applications
and Services
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549
Re: Ralliant Corporation
Registration Statement on Form 10-12B
File No. 001-42633
Ladies and Gentlemen:
Reference is made to the Registration
Statement on Form 10-12B (File No. 001-42633) (as amended to date, the " Registration Statement "), filed by
Ralliant Corporation (the " Company ") with the U.S. Securities and Exchange Commission (the " Commission ").
The Separation Committee of
the Board of Directors of Fortive Corporation (" Fortive ") has set June 16, 2025 as the record date for the distribution
of shares of common stock of the Company (the " Shares "), which is expected to be effective at 12:01 a.m., Eastern Time,
on June 28, 2025. Fortive and the Company would like the Shares to commence trading on the New York Stock Exchange on a "when
issued" basis on June 25, 2025. Accordingly, the Company hereby requests that the effective date for the Registration Statement
be accelerated to 4:00 p.m., Eastern time, on May 30, 2025, or as soon as practicable thereafter, pursuant to Section 12(d) of
the U.S. Securities Exchange Act of 1934, as amended, and Rule 12d1-2 thereunder.
If the Staff has any further
questions or comments concerning this letter, or if you require any additional information, please feel free to contact the Company's
counsel, Alison Zieske Preiss of Wachtell, Lipton, Rosen & Katz, at (212) 403-1107. We request that we be notified of the effectiveness
of the Registration Statement by a telephone call to Ms. Preiss and that such effectiveness also be confirmed in writing.
U.S. Securities and Exchange Commission
May 29, 2025
Page 2
Sincerely,
Ralliant Corporation
/s/ Jonathon E. Boatman
Name: Jonathon E. Boatman
Title: Senior Vice President - Chief Legal Officer
cc: Daniel Kim, Vice President, Associate General Counsel and Secretary, Fortive Corporation
Alison Zieske Preiss, Wachtell, Lipton, Rosen & Katz