GENTHERM Inc
For the period ended Dec 31, 2023. Filed Feb 21, 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 Feb 21, 2024
THRM$29.78-2.0%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
The following documents are filed as part of this Annual Report:
Financial Statements.
The following financial statements of the Company and reports of independent accountants are included in Item 15 of this Annual Report:
| Page | |
| Reports of Ernst & Young LLP, Independent Registered Public Accounting Firm (PCAOB ID: 42) | F-2 |
|---|---|
| Consolidated Balance Sheets | F-5 |
| Consolidated Statements of Income | F-6 |
| Consolidated Statements of Comprehensive Income | F-7 |
| Consolidated Statements of Changes in Shareholders’ Equity | F-8 |
| Consolidated Statements of Cash Flows | F-9 |
| Notes to the Consolidated Financial Statements | F-10 |
Financial Statement Schedule.
The following Schedule to Financial Statements is included herein:
Schedule II — Valuation and Qualifying Accounts.
Exhibits.
The exhibits to this Annual Report are as follows:
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber · Exhibit Description · Filed/Furnished Herewith · Form · Period Ending · Exhibit / Appendix Number · Filing Date | |||||
| 2* | Share Purchase and Transfer Agreement, dated May 4, 2022, by and among Gebhardt Holding GmbH, ELBER GmbH, Gentherm GmbH, and Andreas Gebhardt, Markus Gebhardt and Dr. Johann Vialberth | 10-Q | 3/31/22 | 2.1 | 5/4/22 |
| 3.1 | Second Amended and Restated Articles of Incorporation of Gentherm Incorporated | 8-K | 3.2 | 3/5/18 | |
| 3.2 | Amended and Restated Bylaws of Gentherm Incorporated | 8-K | 3.1 | 5/26/16 | |
| 4 | Description of Securities | 10-K | 12/31/19 | 4 | 2/20/20 |
| 10.1** | Summary of Non-Employee Director Compensation (effective starting with the 2021 annual meeting of shareholders) | 10-Q | 6/30/21 | 10.3 | 7/30/21 |
| 10.2** | Second Amended and Restated Gentherm Incorporated Senior Level Performance Bonus Plan | 8-K | 10.1 | 3/15/21 | |
| 10.3.1** | 2013 Equity Incentive Plan | Schedule 14A | A | 4/22/13 | |
| 10.3.2** | Amendment to the Gentherm Incorporated 2013 Equity Incentive Plan | 8-K | 10.2 | 5/19/17 | |
| 10.3.3** | Second Amendment to the Gentherm Incorporated 2013 Equity Incentive Plan, effective as of May 21, 2020 | 8-K | 10.1 | 5/26/20 | |
| 10.3.4** | Form of Stock Option Award Agreement under the 2013 Equity Incentive Plan | 8-K | 10.1 | 6/27/13 | |
| 10.3.5** | Form of Stock Appreciation Right Award Agreement under the 2013 Equity Incentive Plan | 8-K | 10.2 | 6/27/13 | |
| 10.3.6** | Form of Restricted Stock Award Agreement under the 2013 Equity Incentive Plan | 8-K | 10.3 | 6/27/13 | |
| 10.3.7** | Form of Restricted Stock Award Agreement (Retention Award) under the 2013 Equity Incentive Plan | 8-K | 10.1 | 10/4/17 | |
| 10.3.8** | Form of Restricted Stock Unit Award Agreement (Performance-Based) under the 2013 Equity Incentive Plan | 8-K | 10.1 | 6/13/18 | |
| 10.3.9** | Form of Restricted Stock Unit Award Agreement (Time-Based) under the 2013 Equity Incentive Plan | 8-K | 10.2 | 6/13/18 | |
| 10.3.10** | Form of Restricted Stock Unit Award Agreement (Performance-Based) under the 2013 Equity Incentive Plan – Anversa | 8-K | 10.2 | 12/12/18 | |
| 10.3.11** | Form of Restricted Stock Unit Award Agreement (Time-Based) under the 2013 Equity Incentive Plan – Anversa | 8-K | 10.3 | 12/12/18 | |
| 10.3.12** | Form of Restricted Stock Unit Award Agreement (Performance-Based) under the 2013 Equity Incentive Plan (effective as of 2020 grants) | 10-Q | 3/31/20 | 10.1 | 5/7/20 |
| 10.3.13** | Form of Restricted Stock Unit Award Agreement (Time-Based) under the 2013 Equity Incentive Plan (effective as of 2020 grants) | 10-Q | 3/31/20 | 10.2 | 5/7/20 |
| 10.3.14** | Form of Restricted Stock Award Agreement (Director) under the Gentherm Incorporated 2013 Equity Incentive Plan | 10-Q | 6/30/20 | 10.7 | 8/4/20 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber · Exhibit Description · Filed/Furnished Herewith · Form · Period Ending · Exhibit / Appendix Number · Filing Date | |||||
| 10.3.15** | Form of Restricted Stock Award Agreement (Director) (effective as of 2021 grants) | 10-Q | 6/30/21 | 10.2 | 7/30/21 |
| 10.3.16** | Form of Restricted Stock Unit Award Agreement under the 2013 Equity Incentive Plan (effective as of 2021 grants) | 8-K | 10.2 | 3/15/21 | |
| 10.3.17** | Form of Performance Stock Unit Award Agreement under the 2013 Equity Incentive Plan (effective as of 2021 grants) | 8-K | 10.3 | 3/15/21 | |
| 10.4.1** | Gentherm Incorporated 2023 Equity Incentive Plan | 8-K | 10.1 | 5/18/23 | |
| 10.4.2** | Form of Performance Stock Unit Award Agreement under the Gentherm Incorporated 2023 Equity Incentive Plan | 8-K | 10.2 | 5/18/23 | |
| 10.4.3** | Form of Restricted Stock Unit Award Agreement under the Gentherm Incorporated 2023 Equity Incentive Plan | 8-K | 10.3 | 5/18/23 | |
| 10.4.4** | Form of Restricted Stock Award Agreement (Director) under the Gentherm Incorporated 2023 Equity Incentive Plan | 8-K | 10.4 | 5/18/23 | |
| 10.5.1 | Second Amended and Restated Credit Agreement, dated as of June 10, 2022, by and among Gentherm Incorporated, Gentherm (Texas), Inc., Gentherm Licensing, Limited Partnership, Gentherm Medical, LLC, Gentherm GmbH, Gentherm Enterprises GmbH and Gentherm Licensing GmbH, the lenders party thereto, and Bank of America, N.A., as administrative agent, swing line lender and L/C issuer. | 8-K | 10.1 | 6/13/22 | |
| 10.5.2 | Second Amended and Restated Pledge and Security Agreement, dated as of June 10, 2022, by and among Gentherm Incorporated, Gentherm (Texas), Inc., Gentherm Medical, LLC, Gentherm Properties I, LLC, Gentherm Properties II, LLC and Bank of America, N.A. | 8-K | 10.2 | 6/13/22 | |
| 10.6.1** | Employment Contract between Gentherm Incorporated and Phillip Eyler, dated as of September 18, 2017 | 8-K | 10.1 | 10/3/17 | |
| 10.6.2** | Amendment to Employment Terms between Gentherm Incorporated and Phillip Eyler, dated as of December 7, 2018 | 8-K | 10.1 | 12/7/18 | |
| 10.6.3** | Second Amendment to Employment Terms between Gentherm Incorporated and Phillip Eyler dated as of April 21, 2020 | 10-Q | 6/30/20 | 10.4 | 8/4/20 |
| 10.7.1** | Offer Letter between Gentherm Incorporated and Matteo Anversa, dated as of October 22, 2018 | 8-K | 10.1 | 12/12/18 | |
| 10.7.2** | First Amendment to Offer Letter Agreement between Gentherm Incorporated and Matteo Anversa dated as of April 21, 2020 | 10-Q | 6/30/20 | 10.5 | 8/4/20 |
| 10.7.3** | Second Amendment to Offer Letter Agreement between Gentherm Incorporated and Matteo Anversa, dated as of March 12, 2021 | 8-K | 10.5 | 3/15/21 | |
| 10.8.1** | Employment Contract between Gentherm GmbH and Thomas Stocker, effective September 1, 2019 | 10-Q | 9/30/19 | 10.1 | 10/29/19 |
| 10.8.2** | First Amendment to the Employment Agreement between Gentherm Enterprises GmbH and Thomas Stocker, effective June 28, 2021 | 10-Q | 6/30/21 | 10.1 | 7/30/21 |
| 10.9.1** | Offer Letter between Gentherm Incorporated and Hui (Helen) Xu, effective November 4, 2019 | 10-K | 12/31/19 | 10.11 | 2/20/20 |
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber | Exhibit Description | Filed/Furnished Herewith | Form | Period Ending | Exhibit / Appendix Number | Filing Date |
| 10.9.2** | Amendment to Offer Letter between Gentherm Incorporated and Helen Xu, dated as of August 21, 2023 | 10-Q | 9/30/23 | 10.1 | 10/26/23 | |
| 10.10** | Severance Pay Plan for Eligible Employees of Gentherm Incorporated | 8-K | 10.4 | 3/15/21 | ||
| 10.11** | Form of First Amendment to Executive Offer Letter | 8-K | 10.7 | 3/15/21 | ||
| 10.12.1** | Amended and Restated Gentherm Incorporated Deferred Compensation Plan, dated May 20, 2019 (and effective January 1, 2019) | 10-Q | 6/30/19 | 10.4 | 7/26/19 | |
| 10.12.2** | Deferred Compensation Agreement, between Gentherm Incorporated and Phillip Eyler, dated as of December 31, 2018. | 8-K | 10.2 | 1/4/19 | ||
| 10.13 | Confirmation of Issuer Forward Repurchase Transaction between Gentherm Incorporated and Bank of America, N.A., dated as of November 1, 2023 | 8-K | 10 | 11/2/23 | ||
| 10.14** | Summary of Non-Employee Director Compensation (effective starting with the 2024 annual meeting of shareholders) | X | ||||
| 21 | List of Subsidiaries (Direct and Indirect) of the Company | X | ||||
| 23.1 | Consent of Ernst & Young LLP | X | ||||
| 24 | Power of Attorney | X | ||||
| 31.1 | Section 302 Certification - CEO | X | ||||
| 31.2 | Section 302 Certification – CFO | X | ||||
| 32.1*** | Section 906 Certification – CEO | X | ||||
| 32.2*** | Section 906 Certification - CFO | X | ||||
| 97 | Gentherm Incorporated Policy for the Recovery of Erroneously Awarded Compensation | X | ||||
| 101.INS | Inline 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. | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents | X | ||||
| 104 | Cover Page Interactive Date File – the cover page XBRL tags are embedded within the Inline XBRL document | X | ||||
- Schedules and exhibits to this agreement have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish any omitted schedules or exhibits upon the request of the SEC.
** Indicates management contract or compensatory plan or arrangement.
*** Documents are furnished not filed.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.