Glatfelter Corp
For the period ended Dec 31, 2023. Filed Feb 28, 2024.
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FY2023 · Filed Feb 28, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 16. Form 10-K Summary
None
Index to Exhibits
Item 15(a)(3)
| Exhibit · Incorporated by Reference to | |||
|---|---|---|---|
| Number | Description of Documents | Exhibit | Filing |
| 2.1 | Share Purchase Agreement, dated July 22, 2021, by and among Glatfelter Corporation, PHG Tea Leaves, Inc., Ammon Ammon AG and the ultimate owners of Ammon Ammon AG ‡ | 2.1 | Form 8-K filed July 23, 2021 |
| 2.2 | Share Purchase Agreement, dated January 5, 2021, by and between GPPC Equity Holdings LLC and Glatfelter Corporation † | 2.3 | Form 10-K filed Feb. 25, 2021 |
| 3.1 | Glatfelter Corporation Amended and Restated Articles of Incorporation | 3.2 | Form 8-K filed November 18, 2022 |
| 3.2 | Glatfelter Corporation Amended and Restated By-Laws (Amended and Restated as of December 2, 2022) | 3.1 | Form 8-K/A filed December 6, 2022 |
| 3.3 | Glatfelter Corporation Amended and Restated By-Laws (Amended and Restated as of April 5, 2023) | 3.1 | Form 10-Q filed May 4, 2023 |
| 4.1 | Indenture, dated as of October 25, 2021, among Glatfelter Corporation, the subsidiaries of Glatfelter Corporation party thereto and Wilmington Trust, National Association, as trustee. | 4.1 | Form 8-K filed Oct. 25, 2021 |
| 4.2 | Supplemental Indenture, dated as of October 25, 2021, among Glatfelter Corporation, the subsidiaries of Glatfelter Corporation party thereto and Wilmington Trust, National Association, as trustee. | 4.2 | Form 8-K filed Oct. 25, 2021 |
| 4.3 | Form of 4.750% Senior Note due 2029 (included as Exhibit A to the Supplemental Indenture filed as Exhibit 4.2). | 4.2 | Form 8-K filed Oct. 25, 2021 |
| 10.1 | Amended and Restated 2022 Long-Term Incentive Plan** | 10.1 | Form 10-Q filed August 3, 2023 |
| 10.2 | Form of Restricted Stock Unit Award Certificate (form effective as of May 5, 2023)** | 10.3 | Form 10-Q filed August 3, 2023 |
| 10.3 | Form of Performance Share Award Certificate (form effective as of May 5, 2023)** | 10.4 | Form 10-Q filed August 3, 2023 |
| 10.4 | Form of Non-Employee Director Restricted Stock Unit Award Certificate (form effective as of May 5, 2023)** | 10.5 | Form 10-Q filed August 3, 2023 |
| 10.5 | Form of Performance Share Award Certificate for CEO (form effective as of May 5, 2022) | 10.6 | Form 10-Q filed August 2, 2022 |
| 10.6 | Fourth Restatement Agreement, dated September 2, 2021, by and among Glatfelter Corporation, PNC Bank National Association, and the other lenders party thereto (the Fourth Amended and Restated Credit Agreement is appended as Exhibit A to the Fourth Restatement Agreement). | 10.1 | Form 8-K filed Sep. 2, 2021 |
| 10.7 | Commitment Letter for Term Loan with Angelo, Gordon & Co., L.P. | 10.1 | Ex. 10.1 to Form 8-K filed February 21, 2023 |
| 10.8 | Term Loan Credit Agreement with Angelo, Gordon & Co., L.P. | 10.2 | Ex. 10.2 to Form 8-K filed March 31, 2023 |
| 10.9 | Second Amendment to Fourth Amended and Restated Credit Agreement | 10.1 | Ex. 10.1 to Form 8-K filed March 31, 2023 |
| 10.10 | First Amendment to Fourth Amended and Restated Credit Agreement | 10.1 | Form 8-K filed May 10, 2022 |
| 10.11 | Loan Agreement, dated April 11, 2013, by and among Glatfelter Gernsbach GmbH & Co. KG. and IKB Deutsche Industriebank AG, Düsseldorf. | 10.1 | Form 10-Q filed May 9, 2013 |
| 10.12 | Guaranty, dated April 17, 2013, executed by the P. H. Glatfelter Company (as Guarantor) in favor of IKB Deutsche Industriebank AG. | 10.2 | Form 10-Q filed May 9, 2013 |
| 10.13 | P. H. Glatfelter Company Amended and Restated 2005 Management Incentive Plan, effective January 1, 2015. ** | 10.1 | Form 8-K filed May 8, 2015 |
| 10.14 | P. H. Glatfelter Company Supplemental Long Term Disability Plan, dated February 25, 2014, between P. H. Glatfelter Company and certain employees. ** | 10.1 | Form 10-Q filed May 2, 2014 |
| 10.15 | P. H. Glatfelter Company Supplemental Management Pension Plan (amended and restated effective January 1, 2008). ** | 10(d) | Form 10-K filed Mar. 8, 2013 |
| 10.16 | P. H. Glatfelter Company Supplemental Executive Retirement Plan (Amended and Restated). ** | 10.1 | Form 10-Q filed Jul. 30, 2019 |
| 10.17 | Amendment No. 2019-1 to the P. H. Glatfelter Company Supplemental Management Pension Plan. ** | 10.2 | Form 10-Q filed Jul. 30, 2019 |
| 10.18 | Glatfelter Switzerland Sàrl Retirement Pension Plan for management employees. ** | 10.12 | Form 10-K filed Feb. 26, 2020 |
| 10.19 | Form of Stock-Only Stock Appreciation Right Award Certificate (form effective February 26, 2014). ** | 10.3 | Form 10-Q filed May 2, 2014 |
| 10.20 | Offer Letter to Boris Illetschko as Chief Operating Officer | 10.4 | Form 10-Q filed May 4, 2023 |
| 10.21 | Form of Change in Control Employment Agreement by and between Glatfelter Corporation and certain employees (form effective as of July 1, 2023). ** | 10.1 | Form 10-Q filed November 2, 2023 |
| 10.22 | Schedule of Change in Control Employment Agreements. ** | ||
| 10.23 | Summary of Non-Employee Director Compensation, effective January 1, 2020. ** | 10.25 | Form 10-K filed Feb. 26, 2020 |
| 10.24 | P. H. Glatfelter Company Deferred Compensation Plan for Directors, effective as of January 1, 2007. ** | 10(k) | Form 10-K filed Mar. 8, 2013 |
| 10.25 | Form of Director’s and Officer’s Indemnification Agreement. ** | 10.1 | Form 8-K filed Dec. 19, 2017 |
| 10.26 | Guidelines for Executive Severance. ** | 10.2 | Form 8-K filed . Jul. 6, 2010 |
| 10.27 | Consent Decree between P. H. Glatfelter Company, Georgia-Pacific Consumer Products LP, the United States of America and the State of Wisconsin, dated March 14, 2019. | 10.2 | Form 10-Q filed Apr. 30, 2019 |
| 14.1 | Code of Business Ethics for the CEO and Senior Financial Officers of Glatfelter. | 14.1 | Form 10-K filed Feb. 25, 2022 |
| 21.1 | Subsidiaries of Glatfelter Corporation, filed herewith. | ||
| 23.1 | Consent of Independent Registered Public Accounting Firm, filed herewith. | ||
| 31.1 | Certification of Thomas M. Fahnemann, President and Chief Executive Officer of Glatfelter, pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002, filed herewith. | ||
| 31.2 | Certification of Ramesh Shettigar, Senior Vice President, Chief Financial Officer and Treasurer of Glatfelter, pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002, filed herewith. | ||
| 32.1 | Certification of Thomas M. Fahnemann, President and Chief Executive Officer of Glatfelter, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, furnished herewith. | ||
| 32.2 | Certification of Ramesh Shettigar, Senior Vice President, Chief Financial Officer and Treasurer of Glatfelter, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, furnished herewith. | ||
| 97.1 | Dodd-Frank Compensation Recoupment Policy of Glatfelter Corporation, filed herewith. | ||
| 101.INS | Inline XBRL Instance Document – the instance document does not appear in the Interactive Data file because its iXBRL tags are embedded within the Inline XBRL document. | ||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document. | ||
| 101.CAL | Inline XBRL Extension Calculation Linkbase Document. | ||
| 101.DEF | Inline XBRL Extension Definition Linkbase Document. |
| 101.LAB | Inline XBRL Extension Label Linkbase Document. |
| 101.PRE | Inline XBRL Extension Presentation Linkbase Document. |
| 104 | Cover Page Interactive Data File (formatted as an inline XBRL and contained in Exhibit 101). |
‡ Certain schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. Glatfelter Corporation agrees to furnish supplementally a copy of such schedules, or any section thereof, to the SEC upon request.
†Portions of this exhibit and the exhibits and schedules thereto, marked by brackets, have been omitted pursuant to Item 601(b)(10) of Regulation S-K.
**Management contract or compensatory plan
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.