NN INC
For the period ended Dec 31, 2023. Filed Mar 12, 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.
FY2023 · Filed Mar 12, 2024
NNBR$3.04-1.6%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits and Financial Statement Schedules
Item 15. Exhibit and Financial Statement Schedules
(a) Documents Filed as Part of this Report
- Financial Statements
The consolidated financial statements of NN, Inc. filed as part of this Annual Report on Form 10-K begin on the following pages hereof:
| Page | |
|---|---|
| Reports of Independent Registered Public Accounting Firm | 31 |
| Consolidated Statements of Operations and Comprehensive Income (Loss) | 33 |
| Consolidated Balance Sheets | 34 |
| Consolidated Statements of Cash Flows | 35 |
| Consolidated Statements of Changes in Stockholders’ Equity | 37 |
| Notes to Consolidated Financial Statements | 38 |
- Financial Statement Schedules
The required information is reflected in the Notes to Consolidated Financial Statements within Item 8.
- Exhibits
NN, Inc. will provide without charge to any person, upon the written request of such person, a copy of any of the following Exhibits to this Form 10-K.
| Incorporation by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Description of Exhibit | Form | SEC File No. | Exhibit | Filing Date |
| 2.1 | Agreement and Plan of Merger, dated as of July 18, 2014, by and among NN, Inc., PMC Global Acquisition Corporation, Autocam Corporation, Newport Global Advisors, L.P., and John C. Kennedy | 8-K | 000-23486 | 2.1 | July 22, 2014 |
| 3.1 | Restated Certificate of Incorporation of NN, Inc. | S-3 | 333-89950 | 3.1 | June 6, 2002 |
| 3.2 | Certificate of Amendment to Restated Certificate of Incorporation of NN, Inc. (Declassification). | 8-K | 000-23486 | 3.1 | May 20, 2019 |
| 3.3 | Certificate of Amendment to Restated Certificate of Incorporation of NN, Inc. (Share Increase) | 8-K | 000-23486 | 3.2 | May 20, 2019 |
| 3.4 | Amended and Restated By-Laws of NN, Inc. | 8-K | 001-39268 | 3.1 | January 20, 2023 |
| 3.5 | Certificate of Designation of Series D Preferred Stock | 8-K | 000-39268 | 3.1 | March 22, 2021 |
| 4.1 | The specimen stock certificate representing NN, Inc.’s Common Stock, par value $0.01 per share | S-3 | 333-89950 | 4.1 | June 6, 2002 |
| 4.2 | Stockholders’ Agreement, effective as of August 29, 2014, by and between NN, Inc. and John C. Kennedy | 8-K | 000-23486 | 4.1 | September 2, 2014 |
| 4.3 | Form of Common Stock Purchase Warrant | 8-K | 000-23486 | 4.1 | December 11, 2019 |
| 4.4 | Rights Agreement, dated as of April 15, 2020, between NN, Inc. and Computershare Inc., as Rights Agent. | 8-K | 000-23486 | 4.1 | April 16, 2020 |
| 4.5 | Description of Securities | 10-K | 000-39268 | 4.5 | March 15, 2021 |
| 4.6 | Common Stock Warrant | 8-K | 000-39268 | 4.1 | March 22, 2021 |
| 4.7 | Common Stock Purchase Warrant | 8-K | 001-39268 | 4.1 | March 7, 2023 |
| 10.1* | Form of Indemnification Agreement | S-3/A | 333-89950 | 10.6 | July 15, 2002 |
| 10.2 | Escrow Agreement, effective as of August 29, 2014, by and among NN, Inc., Newport Global Advisors, L.P., John C. Kennedy and Computershare Trust Company, N.A. | 8-K | 000-23486 | 10.3 | September 2, 2014 |
| Incorporation by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Description of Exhibit | Form | SEC File No. | Exhibit | Filing Date |
| 10.3 | Indemnity Agreement, effective as of August 29, 2014, by and among NN, Inc. and each of the shareholders of Autocam Corporation identified therein | 8-K | 000-23486 | 10.4 | September 2, 2014 |
| 10.4* | NN, Inc. 2019 Omnibus Incentive Plan. | DEF14A | 000-23486 | Appendix C | April 8, 2019 |
| 10.5 | Separation Agreement, dated as of April 1, 2017, by and between NN, Inc. and D. Gail Nixon. | 10-Q | 000-23486 | 10.1 | May 10, 2019 |
| 10.6 | Amendment No. 7 to Amended and Restated Credit Agreement, dated June 11, 2019, by and among NN, Inc., certain NN, Inc. subsidiaries named therein, SunTrust Bank, as administrative agent and certain lenders named therein | 8-K | 000-23486 | 10.1 | June 12, 2019 |
| 10.7* | Form of Incentive Stock Option Agreement under the 2019 Omnibus Incentive Plan. | 10-Q | 000-23486 | 10.4 | August 9, 2019 |
| 10.8* | Form of Nonqualified Stock Option Agreement under the 2019 Omnibus Incentive Plan. | 10-Q | 000-23486 | 10.5 | August 9, 2019 |
| 10.9* | Form of Restricted Share Award Agreement under the 2019 Omnibus Incentive Plan. | 10-Q | 000-23486 | 10.6 | August 9, 2019 |
| 10.10* | Form of Performance Share Unit Award Agreement under the 2019 Omnibus Incentive Plan. | 10-Q | 000-23486 | 10.7 | August 9, 2019 |
| 10.11 | Securities Purchase Agreement, dated March 22, 2021, by and between NN, Inc. and the NGTV Nevada Holdings LP | 8-K | 001-39268 | 10.1 | March 22, 2021 |
| 10.12 | Board Observer Agreement, dated March 22, 2021, by and between NN, Inc. and the NHTV Nevada Holdings LP | 8-K | 001-39268 | 10.2 | March 22, 2021 |
| 10.13 | Term Loan Credit Agreement, dated March 22, 2021, by and among NN, Inc., as borrower, and Oaktree Fund Administration, LLC, as administrative agent | 8-K | 001-39268 | 10.3 | March 22, 2021 |
| 10.14 | Credit Agreement, dated March 22, 2021, by and among NN, Inc., as borrower, and JPMorgan Chase Bank, N.A., as administrative agent | 8-K | 001-39268 | 10.4 | March 22, 2021 |
| 10.15* | Separation Agreement by and between NN, Inc. and Michael C. Felcher | 8-K | 001-39268 | 10.2 | June 15, 2021 |
| 10.16 | Amendment No. 1 to Term Loan Credit Agreement, dated as of March 3, 2022, by and among NN, Inc., certain subsidiaries of NN, Inc., the lenders party thereto, and Oaktree Fund Administration, LLC, as administrative agent. | 8-K | 001-39268 | 10.1 | March 4, 2022 |
| 10.17* | 2022 Omnibus Incentive Plan | DEF14A | 001-39268 | Appendix A | April 15, 2022 |
| 10.18 | Amendment No. 2 to Term Loan Credit Agreement, dated as of March 3, 2023, by and among NN, Inc., certain subsidiaries of NN, Inc., the lenders party thereto and Oaktree Fund Administration, LLC, as administrative agent | 8-K | 001-39268 | 10.1 | March 7, 2023 |
| 10.19 | Amendment No. 1 to Credit Agreement, dated as of March 3, 2023, by and among NN, Inc., certain subsidiaries of NN, Inc., the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent | 8-K | 001-39268 | 10.2 | March 7, 2023 |
| 10.20 | Warrant Letter Agreement, dated as of March 3, 2023, by and between NN, Inc. and the affiliates of Oaktree Capital Management, L.P. party thereto | 8-K | 001-39268 | 10.3 | March 7, 2023 |
| Incorporation by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Description of Exhibit | Form | SEC File No. | Exhibit | Filing Date |
| 10.21 | Separation Agreement and General Release, dated as of April 28, 2023, by and between NN, Inc. and Matthew S. Heiter. | 8-K | 001-39268 | 10.1 | April 28, 2023 |
| 10.22 | Letter of Understanding, dated May 8, 2023, by and between NN, Inc. and Harold Bevis. | 8-K | 001-39268 | 10.1 | May 9, 2023 |
| 10.23 | Form of Restricted Share Award Agreement, by and between NN, Inc. and Harold Bevis. | 8-K | 001-39268 | 10.2 | May 9, 2023 |
| 10.24 | Form of Performance Share Unit Award Agreement, by and between NN, Inc. and Harold Bevis. | 8-K | 001-39268 | 10.3 | May 9, 2023 |
| 10.25 | Form of Separation Agreement, by and between NN, Inc. and Harold Bevis. | 8-K | 001-39268 | 10.4 | May 9, 2023 |
| 10.26 | Executive Employment Agreement, effective as of August 10, 2023, by and between NN Canada, Inc. and Tim French. | 8-K | 001-39268 | 10.1 | August 8, 2023 |
| 10.27 | Form of Restricted Share Award Agreement, by and between NN, Inc. and Tim French. | 8-K | 001-39268 | 10.2 | August 8, 2023 |
| 10.28 | Form of Performance Share Unit Award Agreement, by and between NN, Inc. and Tim French. | 8-K | 001-39268 | 10.3 | August 8, 2023 |
| 10.29 | Form of Separation Agreement, by and between NN Canada, Inc. and Tim French. | 8-K | 001-39268 | 10.4 | August 8, 2023 |
| 10.30 | Form of Indemnification Agreement, by and between NN Canada, Inc. and Tim French. | 8-K | 001-39268 | 10.5 | August 8, 2023 |
| 10.31*# | Form of Restricted Share Award Agreement under the 2022 Omnibus Incentive Plan. | ||||
| 10.32*# | Form of Performance Share Unit Award Agreement under the 2022 Omnibus Incentive Plan. | ||||
| 21.1# | List of Subsidiaries of NN, Inc. | ||||
| 23.1# | Consent of Grant Thornton LLP, Independent Registered Public Accounting Firm | ||||
| 31.1# | Certification of Chief Executive Officer pursuant to Section 302 of Sarbanes-Oxley Act | ||||
| 31.2# | Certification of Chief Financial Officer pursuant to Section 302 of Sarbanes-Oxley Act | ||||
| 32.1## | Certification of Chief Executive Officer pursuant to Section 906 of Sarbanes-Oxley Act | ||||
| 32.2## | Certification of Chief Financial Officer pursuant to Section 906 of Sarbanes-Oxley Act | ||||
| 97.1# | Amended and Restated Incentive Compensation Recoupment Policy | ||||
| 101.INS# | XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document) | ||||
| 101.SCH# | XBRL Taxonomy Extension Schema Document | ||||
| 101.CAL# | XBRL Taxonomy Extension Calculation Linkbase Document | ||||
| 101.LAB# | XBRL Taxonomy Extension Label Linkbase Document | ||||
| 101.PRE# | XBRL Taxonomy Extension Presentation Linkbase Document | ||||
| Incorporation by Reference | |||||
| ExhibitNumber | Description of Exhibit | Form | SEC File No. | Exhibit | Filing Date |
| 101.DEF# | XBRL Taxonomy Extension Definition Linkbase Document | ||||
| 104# | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | ||||
| * | Management contract or compensatory plan or arrangement. |
|---|---|
| # | Filed herewith |
| ## | This certification is being furnished solely to accompany this Annual Report pursuant to 18 U.S.C. Section 1350 and is not being filed for purposes of Section 18 of the Exchange Act and is not to be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filings. |
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