SENSIENT TECHNOLOGIES CORP
For the period ended Dec 31, 2023. Filed Feb 22, 2024.
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FY2023 · Filed Feb 22, 2024
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EXHIBIT INDEX
| Exhibit Number | Description | Incorporated by Reference from | Filed Herewith |
| 3.1 | Sensient Technologies Corporation Amended and Restated Articles of Incorporation | Exhibit 3.1 to Current Report on Form 8-K dated July 24, 2017 (Commission File No. 1-7626) | |
| 3.2 | Sensient Technologies Corporation Amended and Restated By-Laws | Exhibit 3.1 to Current Report on Form 8-K filed February 14, 2023 (Commission File No. 1-7626) | |
| 4.1(a) | Note Purchase Agreement dated as of May 3, 2017 | Exhibit 10.2 to Current Report on Form 8-K dated May 5, 2017 (Commission File No. 1-7626) | |
| 4.1(b) | First Amendment dated as of June 22, 2018 to Note Purchase Agreement dated as of May 3, 2017 | Exhibit 4.4(b) to Quarterly Report on Form 10-Q for the quarter ended June 30, 2018 (Commission File No. 1-7626) | |
| 4.1(c) | Second Amendment dated as of May 6, 2021 to Note Purchase Agreement dated as of May 3, 2017 | Exhibit 4.3 to Current Report on Form 8-K filed May 11, 2021 (Commission File No. 1-7626) | |
| 4.2(a) | Note Purchase Agreement dated as of November 1, 2018 | Exhibit 10.1 to Current Report on Form 8-K dated November 1, 2018 (Commission File No. 1-7626) | |
| 4.2(b) | First Amendment dated as of May 6, 2021 to Note Purchase Agreement dated as of November 1, 2018 | Exhibit 4.4 to Current Report on Form 8-K filed May 11, 2021 (Commission File No. 1-7626) |
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| 4.3 | Note Purchase Agreement dated as of May 31, 2023 | Exhibit 10.1 to Current Report on Form 8-K filed June 5, 2023 (Commission File No. 1-7626) |
| 4.4 | Note Purchase Agreement dated as of November 29, 2023 | Exhibit 10.1 to Current Report on Form 8-K filed December 1, 2023 (Commission File No. 1-7626) |
| 4.5 | Description of Sensient Technologies Corporation’s securities registered pursuant to Section 12 of the Securities Exchange Act | Exhibit 4.5 to Annual Report on Form 10-K for the fiscal year ended December 31, 2019 (Commission File No. 1-7626) |
| 10 | Material Contracts | |
| 10.1 | Management Contracts or Compensatory Plans | |
| 10.1(a) | Executive Employment Contract dated as of February 13, 2020, between Sensient Technologies Corporation and Paul Manning | Exhibit 10.1 to Current Report on Form 8-K dated February 13, 2020 (Commission File No. 1-7626) |
| 10.1(b) | Form of Change of Control Employment and Severance Agreement | Exhibit 10.1(b)(3) to Annual Report on Form 10-K for the fiscal year ended December 31, 2011 (Commission File No. 1-7626) |
| 10.1(c) | Sensient Technologies Corporation 2012 Non-Employee Directors Stock Plan | Exhibit 10.1(c)(2) to Annual Report on Form 10-K for the fiscal year ended December 31, 2014 (Commission File No. 1-7626) |
| 10.1(d) | Sensient Technologies Corporation Directors’ Deferred Compensation Plan | Exhibit 10.1 to Current Report on Form 8-K dated May 28, 2014 (Commission File No. 1-7626) |
| 10.1(e) | Sensient Technologies Corporation Non-Employee Directors’ Retirement Plan | Exhibit 10.2 to Current Report on Form 8-K dated July 25, 2013 (Commission File No. 1-7626) |
| 10.1(f)(1) | Sensient Technologies Corporation Frozen Management Income Deferral Plan | Exhibit 10.5(a) to Quarterly Report on Form 10-Q for the quarter ended September 30, 2008 (Commission File No. 1-7626) |
| 10.1(f)(2) | Sensient Technologies Corporation Management Income Deferral Plan | Exhibit 10.5(b) to Quarterly Report on Form 10-Q for the quarter ended September 30, 2008 (Commission File No. 1-7626) |
| 10.1(g)(1) | Sensient Technologies Corporation Frozen Executive Income Deferral Plan | Exhibit 10.4(a) to Quarterly Report on Form 10-Q for the quarter ended September 30, 2008 (Commission File No. 1-7626) |
| 10.1(g)(2) | Sensient Technologies Corporation Executive Income Deferral Plan | Exhibit 10.4(b) to Quarterly Report on Form 10-Q for the quarter ended September 30, 2008 (Commission File No. 1-7626) |
| 10.1(h) | Amended and Restated Sensient Technologies Corporation Rabbi Trust “A” Agreement dated November 30, 2009, between Sensient Technologies Corporation and Wells Fargo Bank, N.A. | Exhibit 10.1(l) to Annual Report on Form 10-K for the fiscal year ended December 31, 2009 (Commission File No. 1-7626) |
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| 10.1(i)(1) | Amended and Restated Sensient Technologies Corporation Rabbi Trust “B” Agreement dated November 30, 2009, between Sensient Technologies Corporation and Wells Fargo Bank, N.A. | Exhibit 10.1(m) to Annual Report on Form 10-K for the fiscal year ended December 31, 2009 (Commission File No. 1-7626) |
| 10.1(i)(2) | Amendment No. 1 to the Amended and Restated Sensient Technologies Corporation Rabbi Trust “B” Agreement | Exhibit 10.1(m)(2) to Quarterly Report on Form 10-Q for the quarter ended June 30, 2017 (Commission File No. 1-7626) |
| 10.1(j) | Amended and Restated Sensient Technologies Corporation Rabbi Trust “C” Agreement dated November 30, 2009, between Sensient Technologies Corporation and Wells Fargo Bank, N.A. | Exhibit 10.1(n) to Annual Report on Form 10-K for the fiscal year ended December 31, 2009 (Commission File No. 1-7626) |
| 10.1(k)(1) | Sensient Technologies Corporation Form of Supplemental Executive Retirement Plan A Agreement | Exhibit 10.1(s) to Annual Report on Form 10-K for the fiscal year ended December 31, 2008 (Commission File No. 1-7626) |
| 10.1(k)(2) | Form of Amendment No. 1 to the Sensient Technologies Corporation Amended and Restated Supplemental Executive Retirement Plan A | Exhibit 10.1(s)(2) to Annual Report on Form 10-K for the fiscal year ended December 31, 2010 (Commission file No. 1-7626) |
| 10.1(k)(3) | Form of Amendment No. 2 to the Sensient Technologies Corporation Amended and Restated Supplemental Executive Retirement Plan A | Exhibit 10.1 to Current Report on Form 8-K dated April 22, 2010 (Commission File No. 1-7626) |
| 10.1(l)(1) | Sensient Technologies Corporation Form of Supplemental Executive Retirement Plan B Agreement | Exhibit 10.1(t) to Annual Report on Form 10-K for the fiscal year ended December 31, 2008 (Commission File No. 1-7626) |
| 10.1(l)(2) | Form of Amendment No. 1 to the Sensient Technologies Corporation Amended and Restated Supplemental Executive Retirement Plan B | Exhibit 10.1(t)(2) to Annual Report on Form 10-K for the fiscal year ended December 31, 2010 (Commission File No. 1-7626) |
| 10.1(l)(3) | Form of Amendment No. 2 to the Sensient Technologies Corporation Amended and Restated Supplemental Executive Retirement Plan B | Exhibit 10.2 to Current Report on Form 8-K dated April 22, 2010 (Commission File No. 1-7626) |
| 10.1(m)(1) | Sensient Technologies Frozen Supplemental Benefit Plan | Exhibit 10.6(a) to Quarterly Report on Form 10-Q for the quarter ended September 30, 2008 (Commission File No. 1-7626) |
| 10.1(m)(2) | Sensient Technologies Supplemental Benefit Plan | Exhibit 10.6(b) to Quarterly Report on Form 10-Q for the quarter ended September 30, 2008 (Commission File No. 1-7626) |
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| 10.1(n)(1) | Form of Performance Stock Unit Agreement | Exhibit 10.3 to Current Report on Form 8-K dated May 28, 2014 (Commission File No. 1-7626) |
| 10.1(n)(2) | Form of Restricted Stock Agreement | Exhibit 10.1 to Current Report on Form 8-K dated December 10, 2020 (Commission File No. 1-7626) |
| 10.1(n)(3) | Form of Restricted Stock Unit Agreement | Exhibit 10.2 to Current Report on Form 8-K dated December 10, 2020 (Commission File No. 1-7626) |
| 10.1(o) | Sensient Technologies Corporation 2017 Stock Plan, as amended and restated | Appendix B to Definitive Proxy Statement filed on Schedule 14A on March 16, 2022 (Commission File No. 1-7626) |
| 10.1(p) | Sensient Technologies Management Incentive Compensation Plan, as amended on February 10, 2022 | Exhibit 10.1(q) to Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (Commission File No. 1-7626) |
| 10.2(a) | Third Amended and Restated Credit Agreement dated as of May 5, 2021 | Exhibit 10.1 to Current Report on Form 8-K filed May 11, 2021 (Commission File No. 1-7626) |
| 10.2(b) | First Amendment to the Third Amended and Restated Credit Agreement, dated as of December 14, 2022 | Exhibit 10.1 to Current Report on Form 8-K filed December 20, 2022 (Commission File No. 1-7626) |
| 10.3(a) | Receivables Sale Agreement dated as of October 3, 2016 | Exhibit 10.1 to Current Report on Form 8-K dated October 3, 2016 (Commission File No. 1-7626) |
| 10.3(b) | Amendment No. 1 to the Receivables Sale Agreement, dated as of October 2, 2017 | Exhibit 10.1 to Current Report on Form 8-K dated October 2, 2017 (Commission File No. 1-7626) |
| 10.4(a) | Receivables Purchase Agreement dated as of October 3, 2016 | Exhibit 10.2 to Current Report on Form 8-K dated October 3, 2016 (Commission File No. 1-7626) |
| 10.4(b) | Amendment No. 1 to the Receivables Purchase Agreement and Performance Undertaking, dated as of October 2, 2017 | Exhibit 10.2 to Current Report on Form 8-K dated October 2, 2017 (Commission File No. 1-7626) |
| 10.4(c) | Amendment No. 2 to Receivables Purchase Agreement, dated as of June 26, 2018 | Exhibit 10.5(c) to Quarterly Report on Form 10-Q for the quarter ended June 30, 2018 (Commission File No. 1-7626) |
| 10.4(d) | Amendment No. 3 to Receivables Purchase Agreement, dated as of October 1, 2018 | Exhibit 10.1 to Current Report on Form 8-K dated October 1, 2018 (Commission File No. 1-7626) |
| 10.4(e) | Amendment No. 4 to Receivables Purchase Agreement, dated as of October 1, 2019 | Exhibit 10.1 to Current Report on Form 8-K dated October 7, 2019 (Commission File No. 1-7626) |
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| 10.4(f) | Amendment No. 5 to Receivables Purchase Agreement, dated as of October 1, 2020 | Exhibit 10.1 to Current Report on Form 8-K dated October 1, 2020 (Commission File No. 1-7626) | |
| 10.4(g) | Amendment No. 6 to Receivables Purchase Agreement, dated as of November 12, 2020 | Exhibit 10.4(g) to Annual Report on Form 10-K for the fiscal year ended December 31, 2020 (Commission File No. 1-7626) | |
| 10.4(h) | Amendment No. 7 to Receivables Purchase Agreement, dated as of October 1, 2021 | Exhibit 10.1 to Current Report on Form 8-K filed October 5, 2021 (Commission File No. 1-7626) | |
| 10.4(i) | Amendment No. 8 to Receivables Purchase Agreement, dated as of February 28, 2022 | Exhibit 10.1 to Current Report on Form 8-K filed March 4, 2022 (Commission File No. 1-7626) | |
| 10.4(j) | Amendment No. 9 to Receivables Purchase Agreement, dated as of August 31, 2022 | Exhibit 10.1 to Current Report on Form 8-K filed September 6, 2022 (Commission File No. 1-7626) | |
| 10.4(k) | Amendment No. 10 to Receivables Purchase Agreement, dated as of August 31, 2023 | Exhibit 10.1 to Current Report on Form 8-K filed September 6, 2023 (Commission File No. 1-7626) | |
| 10.5 | Performance Undertaking made as of October 3, 2016 | Exhibit 10.3 to Current Report on Form 8-K dated October 3, 2016 (Commission File No. 1-7626) | |
| 10.6 | Loan Agreement dated as of November 7, 2022 | Exhibit 10.1 to Current Report on Form 8-K filed November 8, 2022 (Commission File No. 1-7626) | |
| 21 | Subsidiaries of the Registrant | X | |
| 23.1 | Consent of Ernst & Young LLP | X | |
| 31 | Certifications of Sensient’s President and Chief Executive Officer and Senior Vice President and Chief Financial Officer, pursuant to Rule 13a-14(a) of the Exchange Act | X | |
| 32 | Certifications of Sensient’s President and Chief Executive Officer and Senior Vice President and Chief Financial Officer, pursuant to 18 United States Code § 1350 | X | |
| 97 | Sensient Technologies Corporation Policy Relating to Recovery of Erroneously Awarded Compensation | X | |
| 101.INS* | Inline Instance Document | X |
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| 101.SCH* | Inline XBRL Taxonomy Extension Schema Document | X |
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase Document | X |
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document | X |
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase Document | X |
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase Document | X |
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) |
*The following financial information is formatted in XBRL (eXtensible Business Reporting Language) and furnished electronically herewith: (i) Consolidated Statements of Earnings for the twelve months ended December 31, 2023, 2022, and 2021; (ii) Consolidated Statements of Comprehensive Income for the twelve months ended December 31, 2023, 2022, and 2021; (iii) Consolidated Balance Sheets as of December 31, 2023 and 2022; (iv) Consolidated Statements of Shareholders’ Equity for the twelve months ended December 31, 2023, 2022, and 2021; (v) Consolidated Statements of Cash Flows for the twelve months ended December 31, 2023, 2022, and 2021; and (vi) Notes to Consolidated Financial Statements.
Index
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