Zurn Elkay Water Solutions Corp
For the period ended Dec 31, 2024. Filed Feb 10, 2025.
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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 Feb 10, 2025
ZWS$45.48+0.7%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
(a) (1) Financial Statements
The Company’s consolidated financial statements included in Item 8 hereof are for the years ended December 31, 2024, 2023, and 2022 consist of the following:
Consolidated Statements of Stockholders’ Equity
Notes to Consolidated Financial Statements
(a) (2) Financial Statement Schedules.
The Financial Statement Schedule of the Company appended hereto for the years ended December 31, 2024, 2023, and 2022 consists of the following:
Schedule II – Valuation and Qualifying Accounts
| Additions | |||||
|---|---|---|---|---|---|
| Description | Balance atBeginningof Year | Charged toCosts andExpenses | Chargedto OtherAccounts | Deductions(1) | Balance atEnd ofYear |
| Valuation allowance for trade and notes receivable | 1.2 | 1.0 | — | (0.8) | 1.4 |
| Valuation allowance for income taxes | 35.1 | 0.1 | 0.3 | (3.3) | 32.2 |
| Valuation allowance for trade and notes receivable | 1.4 | 2.3 | — | (0.6) | 3.1 |
| Valuation allowance for income taxes | 32.2 | 0.5 | — | (20.7) | 12.0 |
| Valuation allowance for trade and notes receivable | 3.1 | (0.1) | — | (1.2) | 1.8 |
| Valuation allowance for income taxes | 12.0 | — | — | (3.0) | 9.0 |
(1) Uncollectible amounts, dispositions charged against the accrual and write-off of expiring tax loss carryforwards.
All other schedules have been omitted because they are not applicable or because the information required is included in the notes to the consolidated financial statements.
(a) (3) Exhibits.
EXHIBIT INDEX
| Exhibit | Description | Incorporated Herein by Reference to | Filed Herewith |
| 2.1 | Stock Purchase Agreement dated as of April 5, 2005, by and among Rexnord LLC, Hamilton Sundstrand Corporation and The Falk Corporation+ | Exhibit 99.2 to the Form 8-K filed by RBS Global, Inc./Rexnord LLC on May 19, 2005 | |
| 2.2 | Agreement and Plan of Merger, dated as of February 15, 2021, by and among Regal Beloit Corporation Phoenix 2021, Inc., Rexnord Corporation and Land Newco, Inc.+ | Exhibit 2.1 to the Company's Form 8-K filed February 19, 2021 | |
| 2.3 | Separation and Distribution Agreement, dated as of February 15, 2021, by and among Rexnord Corporation, Land Newco, Inc. and Regal Beloit Corporation+ | Exhibit 2.2 to the Company's Form 8-K filed February 19, 2021 | |
| 2.4 | Agreement and Plan of Merger, dated as of February 12, 2022, by and among Zurn, Elkay, Merger Sub, and Elkay Interior Systems International, Inc. | Exhibit 2.1 to the Company's Form 8-K filed February 14, 2022 | |
| 3.1(a) | Amended and Restated Certificate of Incorporation as amended through July 1, 2022 | Exhibit 3.1 to the Company's Form 10-Q filed July 26, 2022 | |
| 3.1(b) | Certificate of Designations of the 5.75% Series A Mandatory Convertible Preferred Stock of Rexnord Corporation, filed with the Secretary of State of the State of Delaware and effective December 7, 2016 (expired by its terms) | Exhibit 3.1 to the Company's Form 8-K dated December 1, 2016 | |
| 3.2 | Amended and Restated By-Laws, as amended through July 1, 2022 | Exhibit 3.2 to the Company's Form 8-K filed July 1, 2022 | |
| 4.1 | Description of Securities | Exhibit 4.1 to the Company's Form 10-K for the fiscal year ended December 31, 2023 | |
| 10.1(a) | Registration Rights Agreement, dated as of July 1, 2022, by and between Zurn and certain stockholders of Elkay party thereto (includes amendments to the Standstill and Lock-Up Agreements, dated as of February 12, 2022, between the Company and certain former stockholders of Elkay) | Exhibit 10.1 to the Form 8-K filed July 1, 2022 | |
| 10.1(b) | Form of Standstill and Lock-Up Agreement, dated as of February 12, 2022, by and among Zurn, and the Elkay stockholders party thereto | Exhibit 10.3 to the Company's Form 8-K filed February 14, 2022 | |
| 10.2 | Zurn Elkay (f/k/a Rexnord) Management Incentive Compensation Plan for Executive Officers* | Exhibit 10.3 to the Company’s Form 10-Q for the quarter ended June 30, 2020 | |
| 10.3(a) | Zurn Elkay Water Solutions Corporation Performance Incentive Plan, as amended and restated as of July 1, 2022 * | Exhibit 10.3 to the Company's Form 8-K filed July 1, 2022 | |
| 10.3(b) | Rexnord Corporation Performance Incentive Plan, as amended and restated effective May 18, 2016 * (superseded except with respect to certain outstanding awards) | Appendix A to the Company’s Definitive Proxy Statement on Schedule 14A, filed on June 10, 2016 | |
| 10.3(c) | Rexnord Corporation 2012 Performance Incentive Plan (now known as the Performance Incentive Plan)* (superseded version) | Exhibit 10.32 to the Company's Registration Statement on Form S-1, SEC File No. 333-174504 | |
| 10.3(d) | Form of Option Agreement under the Performance Incentive Plan* (current) | Exhibit 10.3(c) to the Company's Form 10-K for the fiscal year ended March 31, 2018 | |
| 10.3(e) | Form of Performance Stock Unit Agreement under the Performance Incentive Plan* (current) | Exhibit 10.2 to the Company's Form 10-Q for the quarter ended June 30, 2020 | |
| 10.3(f) | Form of Performance Stock Unit Agreement under the Performance Incentive Plan* (superseded except with respect to outstanding awards) | Exhibit 10.3(d) to the Company's Form 10-K for the fiscal year ended March 31, 2018 | |
| 10.3(g) | Form of Restricted Stock Unit Agreement under the Performance Incentive Plan* (current) | Exhibit 10.3(e) to the Company's Form 10-K for the fiscal year ended March 31, 2018 | |
| 10.3(h) | Form of Option Agreement under the Performance Incentive Plan* (used for prior grants; superseded) | Exhibit 10.4 to the Company's Form 10-Q for the quarter ended June 30, 2012 |
| 10.3(i) | Form of Option and Restricted Stock Unit Agreement under the Performance Incentive Plan* (used for prior grants; superseded) | Exhibit 10.2 to the Company's Form 10-Q for the quarter ended September 30, 2014 |
| 10.3(j) | Form of Non-Qualified Stock Option and Performance Stock Unit Agreement under the Performance Incentive Plan* (used for prior grants; superseded) | Exhibit 10.6 to the Company’s 10-Q for the quarter ended June 30, 2016 |
| 10.3(k) | Form of Non-Qualified Stock Option and Performance Stock Unit Agreement under the Performance Incentive Plan* (used for prior grants; superseded) | Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended June 30, 2015 |
| 10.3(l) | Form of Restricted Stock Unit Agreement (Deferred RSUs) for Directors under the Performance Incentive Plan (current)* | Exhibit 10.3(f) to the Company’s Form 10-K for the fiscal year ended March 31, 2016 |
| 10.4 | Letter Agreement dated May 17, 2024, between Zurn Elkay Water Solutions Corporation and Todd A. Adams* | Exhibit 10.1 to the Company's Form 8-K dated May 17, 2024 |
| 10.5 | Form of Letter Agreement with Executive Officers* | Exhibit 10.3 to the Company’s Form 8-K dated May 18, 2016 (filed on May 24, 2016) |
| 10.6 | Zurn Elkay Water Solutions Corporation (f/k/a Rexnord Corporation) Deferred Compensation Plan, effective as of January 1, 2016 (as amended July 26, 2017)* | Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended September 30, 2017 |
| 10.7 | Zurn Elkay Water Solutions Corporation (f/k/a Rexnord Corporation) Executive Severance Plan, Effective May 18, 2016 (as amended effective April 1, 2018)* | Exhibit 10.8 to the Company’s Form 10-K for the fiscal year ended March 31, 2018 |
| 10.8 | Zurn Elkay Water Solutions Corporation (f/k/a Rexnord Corporation) Executive Change in Control Plan, as amended through December 13, 2018* | Exhibit 10.2 to the Company’s Form 8-K dated December 13, 2018 |
| 10.9 | Schedule of Compensation and Stock Ownership Guidelines for outside members of the board, effective as of May 2024 | Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended June 30, 2024 |
| 10.10 | Form of Indemnification Agreement* | Exhibit 10.3 to the Company's Form 10-Q for the quarter ended December 31, 2017 |
| 10.11(a) | Fourth Amended and Restated First Lien Credit Agreement, dated as of October 4, 2021, by and among Zurn Holdings, Inc., Zurn LLC, ZBS Global, Inc., the lenders party thereto, and Credit Suisse AG, as administrative agent+ | Exhibit 10.2 to the Company's Form 8-K filed on October 5, 2021 |
| 10.11(b) | Amendment No. 1 to Fourth Amended and Restated First Lien Credit Agreement, dated as of July 1, 2022, by and between ZBS Global, Inc., Zurn Holdings, Inc., Zurn LLC, Elkay and the other loan parties party thereto | Exhibit 10.2 to the Company's Form 8-K filed July 1, 2022 |
| 10.12(a) | Third Amended and Restated Guarantee and Collateral Agreement, dated as of October 4, 2021, among ZBS Global, Inc., Zurn Holdings, Inc., Zurn LLC, the subsidiaries party thereto, and Credit Suisse AG, as administrative agent+ | Exhibit 10.3 to the Company's Form 8-K filed on October 5, 2021 |
| 10.13(a) | Tax Matters Agreement, dated as of February 15, 2021, by and among Rexnord Corporation, Land Newco, Inc. and Regal Beloit Corporation+ | Exhibit 10.1 to the Company's Form 8-K filed February 19, 2021 |
| 10.13(b) | Employee Matters Agreement, dated as of February 15, 2021, by and among Rexnord Corporation, Land Newco, Inc. and Regal Beloit Corporation+ | Exhibit 10.2 to the Company's Form 8-K filed February 19, 2021 |
| 10.13(c) | Real Estate Matters Agreement, dated as of February 15, 2021, by and among Rexnord Corporation, Land Newco, Inc. and Regal Beloit Corporation+ | Exhibit 10.3 to the Company's Form 8-K filed February 19, 2021 |
| 10.13(d) | Intellectual Property Matters Agreement, dated as of February 15, 2021, by and among Rexnord Corporation, Land Newco, Inc. and Regal Beloit Corporation+ | Exhibit 10.4 to the Company's Form 8-K filed February 19, 2021 |
| 10.13(e) | Transition Services Agreement, dated as of October 4, 2021, by and among Rexnord Corporation and Land Newco, Inc.+ | Exhibit 10.1 to the Company's Form 8-K filed October 5, 2021 |
| 10.14 | Agreement and General Release, last signed on February 13, 2023, by Rodney Jackson and Zurn Elkay Water Solutions Corporation* | Exhibit 10.17 to the Company's Annual Report on Form 10-K for the year ended December 31, 2022 | |
| 10.15 | Zurn Elkay Water Solutions Corporation Employee Stock Purchase Plan | Exhibit 4.3 to the Company's Form S-8 filed May 3, 2024 | |
| 19 | Insider Trading Policy | X | |
| 21.1 | List of Subsidiaries of the Company | X | |
| 23.1 | Consent of Independent Registered Public Accounting Firm | X | |
| 24 | Power of Attorney | Signatures page hereto | |
| 31.1 | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended. | X | |
| 31.2 | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended. | X | |
| 32.1 | Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350 | X | |
| 97 | Zurn Elkay Water Solutions Executive Compensation Clawback Policy (as amended and restated effective as of October 2, 2023) | Exhibit 97 to the Company's Annual Report on Form 10-K for the year ended December 31, 2023 | |
| 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 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 Inline XBRL data (contained in Exhibit 101) | X |
| * | Denotes management plan or compensatory plan or arrangement. |
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| + | The Company agrees to furnish supplementally a copy of the schedules omitted from this exhibit to the Commission upon request. |
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