J M SMUCKER Co
For the period ended Apr 30, 2024. Filed Jun 18, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Jun 18, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits and Financial Statement Schedules
| (a)(1) | Financial Statements: |
|---|---|
| Financial statement schedules are omitted because they are not applicable or because the information required is set forth in the Consolidated Financial Statements or notes thereto. | |
| (a)(3) | Exhibits: |
| The following exhibits are either attached or incorporated herein by reference to another filing with the SEC. |
| Exhibit Number | Exhibit Description |
| 2.1 | Agreement and Plan of Merger by and among The J.M. Smucker Company, Hostess Brands, Inc. and SSF Holdings, Inc. dated as of September 10, 2023 |
| 3.1 | Amended Articles of Incorporation of The J. M. Smucker Company |
| 3.2 | Amended Regulations of the J. M. Smucker Company (as Amended January 20, 2023) |
| 4.1 | Description of Capital Stock |
| 4.2 | Indenture, dated as of March 20, 2015, between the Company and U.S. Bank National Association, as trustee |
| 4.3 | First Supplemental Indenture, dated as of March 20, 2015, by and among the Company, the guarantors party thereto and U.S. Bank National Association, as trustee |
| 4.4 | Second Supplemental Indenture, dated as of December 7, 2017, between the Company and U.S. Bank National Association, as trustee |
| 4.5 | Third Supplemental Indenture, dated as of March 9, 2020, between the Company and U.S. Bank National Association. |
| 4.6 | Fourth Supplemental Indenture, dated as of September 24, 2021, between the Company and U.S. Bank National Association |
| 4.7 | Fifth Supplemental Indenture, dated as of October 25, 2023, between the Company and U.S. Bank Trust Company, N.A. (as successor to U.S. Bank N.A.) |
| 4.8 | Third Amended and Restated Intercreditor Agreement, dated June 11, 2010, among the administrative agents and other parties identified therein |
| 10.1 | Nonemployee Director Stock Plan dated January 1, 1997* |
| 10.2 | The J. M. Smucker Company Top Management Supplemental Retirement Benefit Plan, restated as of January 1, 2018* |
| 10.3 | Amendment No. 1 to The J. M. Smucker Company Top Management Supplemental Retirement Benefit Plan, dated as of June 17, 2020* |
| 10.4 | Amendment No. 2 to The J. M. Smucker Company Top Management Supplemental Retirement Benefit Plan, dated as of June 26, 2023* |
| 10.5 | The J. M. Smucker Company Voluntary Deferred Compensation Plan, Amended and Restated as of December 1, 2012* |
| 10.6 | Amendment No. 1 to The J. M. Smucker Company Voluntary Deferred Compensation Plan, dated as of June 17, 2020* |
| 10.7 | The J. M. Smucker Company 2006 Equity Compensation Plan, effective August 17, 2006* |
| 10.8 | The J. M. Smucker Company 2010 Equity and Incentive Compensation Plan* |
| 10.9 | Amendment No. 1 to The J. M. Smucker Company 2010 Equity and Incentive Compensation Plan* |
| 10.10 | The J. M. Smucker Company 2020 Equity and Incentive Compensation Plan* |
| 10.11 | Form of Special One-Time Grant of Restricted Stock Agreement* |
| 10.12 | Form of Restricted Stock Agreement* |
| 10.13 | Form of Special One-Time Grant of Restricted Stock Agreement* |
| 10.14 | Form of Special One-Time Grant of Deferred Stock Units Agreement* |
| Exhibit Number | Exhibit Description |
| 10.15 | Form of Performance Units Agreement* |
| 10.16 | Form of Restricted Stock Agreement* |
| 10.17 | Form of Deferred Stock Units Agreement* |
| 10.18 | Form of Deferred Stock Units Agreement* |
| 10.19 | Form of Restricted Stock Agreement* |
| 10.20 | Form of Deferred Stock Units Agreement* |
| 10.21 | Form of Performance Units Agreement* |
| 10.22 | Form of Special One-Time Grant of Restricted Stock Agreement (5-year Cliff Vest)* |
| 10.23 | Form of Special One-Time Grant of Restricted Stock Agreement (4-year Cliff Vest)* |
| 10.24 | Form of Special One-Time Grant of Restricted Stock Agreement (3-year Cliff Vest)* |
| 10.25 | Form of Special One-Time Grant of Restricted Stock Agreement (Age 60 Vest)* |
| 10.26 | Form of Performance Units Agreement* |
| 10.27 | Form of Nonstatutory Stock Option Agreement* |
| 10.28 | Form of Nonstatutory Stock Option Agreement* |
| 10.29 | Form of Nonstatutory Stock Option Agreement* |
| 10.30 | Form of Nonstatutory Stock Option Agreement between the Company and the Optionee (three-year vesting)* |
| 10.31 | Form of Deferred Stock Unit Agreement* |
| 10.32 | Form of Nonstatutory Stock Option Agreement* |
| 10.33 | Form of Performance Units Agreement* |
| 10.34 | Form of Restricted Stock Agreement* |
| 10.35 | Form of Special One-Time Grant of Restricted Stock Agreement (3-year Cliff Vest)* |
| 10.36 | Form of Special One-Time Grant of Restricted Stock Agreement (5-year Cliff Vest)* |
| 10.37 | Form of Nonstatutory Stock Option Agreement* |
| 10.38 | Form of Special One-Time Grant of Restricted Stock Agreement (1-year Cliff Vest)* |
| 10.39 | Form of Special One-Time Grant of Restricted Stock Agreement (2-year Ratable Vest)* |
| 10.40 | Form of Restricted Stock Agreement (2-Year Ratable Vest)* |
| 10.41 | Form of Deferred Stock Unit Agreement* |
| 10.42 | Form of Restricted Stock Agreement (3-Year Ratable Vest)* |
| 10.43 | Employment Offer, dated February 28, 2020, between the Company and John P. Brase* |
| 10.44 | The J. M. Smucker Company Nonemployee Director Deferred Compensation Plan (Amended and Restated Effective January 1, 2007)* |
| 10.45 | The J. M. Smucker Company Nonemployee Director Deferred Compensation Plan (Amended and Restated Effective January 1, 2014)* |
| 10.46 | The J. M. Smucker Company Nonemployee Director Deferred Compensation Plan (Amended and Restated Effective January 1, 2021)* |
| 10.47 | The J. M. Smucker Company Defined Contribution Supplemental Executive Retirement Plan, Restated Effective May 1, 2015* |
| 10.48 | Amendment No. 1 to The J. M. Smucker Company Defined Contribution Supplemental Executive Retirement Plan, dated as of December 31, 2016* |
| 10.49 | Amendment No. 2 to The J. M. Smucker Company Defined Contribution Supplemental Executive Retirement Plan, dated as of May 1, 2017* |
| 10.50 | Amendment No. 3 to The J. M. Smucker Company Defined Contribution Supplemental Executive Retirement Plan, dated as of June 17, 2020* |
| 10.51 | The J. M. Smucker Company Restoration Plan, Amended and Restated Effective January 1, 2013* |
| 10.52 | Amendment No. 1 to The J. M. Smucker Company Restoration Plan, dated as of May 1, 2015* |
| 10.53 | Amendment No. 2 to The J. M. Smucker Company Restoration Plan, dated as of December 31, 2016* |
| 10.54 | Amendment No. 3 to The J. M. Smucker Company Restoration Plan, dated as of January 1, 2017* |
| Exhibit Number | Exhibit Description |
| 10.55 | Amendment No. 4 to The J. M. Smucker Company Restoration Plan, dated as of June 17, 2020* |
| 10.56 | The J. M. Smucker Company Executive Severance Plan. |
| 10.57 | Form of Amended and Restated Change in Control Severance Agreement between the Company and the Officer party thereto* |
| 10.58 | Form of Indemnity Agreement between the Company and the Officer party thereto* |
| 10.59 | The J. M. Smucker Company 1998 Equity and Performance Incentive Plan (Amended and Restated Effective June 6, 2005)* |
| 10.60 | Intellectual Property Matters Agreement between The Procter & Gamble Company and The Folgers Coffee Company, dated November 6, 2008 |
| 10.61 | Revolving Credit Agreement, dated as of August 19, 2021, by and among The J.M. Smucker Company, Smucker Foods of Canada Corp., Bank of America, N.A., as Administrative Agent, and the several financial institutions and U.S. subsidiaries of the Company from time to time party thereto |
| 10.62 | Amendment No. 1 to the Revolving Credit Agreement, dated as of April 20, 2023* |
| 10.63 | Form of Commercial Paper Dealer Agreement between the Company, as Issuer, and the Dealer party thereto |
| 10.64 | Term Loan Credit Agreement, dated as of September 27, 2023, among the Company, as borrower, Bank of America, N.A., as administrative agent, and the lenders party thereto |
| 19 | The J. M. Smucker Company Insider Trading and Disclosure Policy |
| 21 | Subsidiaries of the Registrant |
| 23 | Consent of Independent Registered Public Accounting Firm |
| 24 | Powers of Attorney |
| 31.1 | Certifications of Mark T. Smucker pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended |
| 31.2 | Certifications of Tucker H. Marshall pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended |
| 32 | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of The Sarbanes-Oxley Act of 2002 |
| 97 | The J. M. Smucker Company Clawback of Incentive Compensation Policy |
| 101.INS | XBRL Instance Document |
| 101.SCH | XBRL Taxonomy Extension Schema Document |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document |
- Identifies exhibits that consist of a management contract or compensatory plan or arrangement.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: June 18, 2024 | The J. M. Smucker Company | |
|---|---|---|
| /s/ Tucker H. Marshall | ||
| By: | Tucker H. Marshall | |
| Chief Financial Officer | ||
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| * | ||
|---|---|---|
| Mark T. Smucker | Chair of the Board, President, and Chief Executive Officer(Principal Executive Officer) | June 18, 2024 |
| * | ||
| Tucker H. Marshall | Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) | June 18, 2024 |
| * | ||
| Mercedes Abramo | Director | June 18, 2024 |
| * | ||
| Tarang P. Amin | Director | June 18, 2024 |
| * | ||
| Susan E. Chapman-Hughes | Director | June 18, 2024 |
| * | ||
| Jay L. Henderson | Director | June 18, 2024 |
| * | ||
| Jonathan E. Johnson III | Director | June 18, 2024 |
| * | ||
| Kirk L. Perry | Director | June 18, 2024 |
| * | ||
| Alex Shumate | Director | June 18, 2024 |
| * | ||
| Jodi L. Taylor | Director | June 18, 2024 |
| * | ||
| Dawn C. Willoughby | Director | June 18, 2024 |
| * | The undersigned, by signing her name hereto, does sign and execute this report pursuant to the powers of attorney executed by the above-named officers and directors of the registrant, which are being filed herewith with the Securities and Exchange Commission on behalf of such officers and directors. |
|---|
| Date: June 18, 2024 | /s/ Jeannette L. Knudsen | |
|---|---|---|
| By: | Jeannette L. Knudsen Attorney-in-Fact |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.