RELIANCE INC
For the period ended Dec 31, 2023. Filed Feb 29, 2024.
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FY2023 · Filed Feb 29, 2024
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Item 15. Exhibits and Financial Statement Schedules
| (a) | The following documents are filed as part of this report: |
| (1) | Financial Statements (included in Item 8). |
Report of Independent Registered Public Accounting Firm
Consolidated Balance Sheets
Consolidated Statements of Income
Consolidated Statements of Comprehensive Income
Consolidated Statements of Equity
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements
| (2) | Financial Statement Schedules |
Schedule II—Valuation and Qualifying Accounts
All other schedules have been omitted since the required information is not significant or is included in the consolidated financial statements or notes thereto or is not applicable.
| (3) | Exhibits |
| | | | | | | | | |
|---|---|---|---|---|---|---|---|---|
| · · · · Incorporated by Reference | ||||||||
| ExhibitNumber · Description · Form · Exhibit · Filing Date/ Period End Date | ||||||||
| 3.01 | | Registrant’s Restated Certificate of Incorporation. | | 8-K | | 3.1 | | 6/1/2015 |
| 3.02 | | Certificate of Amendment to Registrant’s Restated Certificate of Incorporation, dated February 14, 2024. | | 8-K | | 3.1 | | 2/15/2024 |
| 3.03 | | Registrant’s Amended and Restated Bylaws. | | 8-K | | 3.2 | | 2/15/2024 |
| 4.01 | | Exchange Notes under the Indenture dated November 20, 2006 by and among Registrant, the Subsidiary Guarantors party thereto, and Wells Fargo Bank, National Association, as Trustee. | | 8-K | | 10.01 | | 11/20/2006 |
| 4.02 | | Forms of the Notes and the Exchange Notes under the Indenture. | | 8-K | | 10.02 | | 11/20/2006 |
| 4.03 | | Indenture dated April 12, 2013 by and among Registrant, the Subsidiary Guarantors party thereto, and Wells Fargo Bank, National Association, as Trustee. | | 8-K | | 4.1 | | 4/12/2013 |
| 4.04 | | First Supplemental Indenture dated April 12, 2013 by and among Registrant, the Subsidiary Guarantors party thereto, and Wells Fargo Bank, National Association, as Trustee. | | 8-K | | 4.2 | | 4/12/2013 |
| 4.05 | | Description of Registrant’s Securities Registered Pursuant to Section 12 of the Exchange Act. | | 10-K | | 4.05 | | 12/31/2019 |
| 4.06 | | Indenture, dated August 3, 2020, among Reliance Steel & Aluminum Co. and Wells Fargo Bank, National Association, as trustee. | | 8-K | | 4.1 | | 8/3/2020 |
| | | | | | | | | |
|---|---|---|---|---|---|---|---|---|
| · · · · Incorporated by Reference | ||||||||
| ExhibitNumber · Description · Form · Exhibit · Filing Date/ Period End Date | ||||||||
| 4.07 | | First Supplemental Indenture, dated August 3, 2020, among Reliance Steel & Aluminum Co. and Wells Fargo Bank, National Association, as trustee (including forms of note for the 1.300% Senior Notes due 2025 and 2.150% Senior Notes due 2030). | | 8-K | | 4.2 | | 8/3/2020 |
| 10.01† | | Registrant’s Supplemental Executive Retirement Plan (Amended and Restated effective as of January 1, 2009). | | 10-K | | 10.15 | | 12/31/2008 |
| 10.02† | | Registrant’s Directors Equity Plan. | | DEF 14A | | Appendix A | | 4/1/2011 |
| 10.03† | | Registrant’s Amended and Restated Deferred Compensation Plan effective January 1, 2013. | | 10-K | | 10.09 | | 12/31/2012 |
| 10.04† | | Registrant’s Amendment No. 1 to Amended and Restated Stock Option and Restricted Stock Plan. | | 8-K | | 4.1 | | 5/15/2013 |
| 10.05† | | Registrant’s Form of Indemnification Agreement for officers and directors. | | 8-K | | 10.1 | | 2/16/2016 |
| 10.06† | | Form of Restricted Stock Unit Award Agreement – ROA Performance. | | 10-Q | | 10.3 | | 3/31/2016 |
| 10.07† | | Form of Restricted Stock Unit Award Agreement – Service. | | 10-Q | | 10.4 | | 3/31/2016 |
| 10.08† | | Registrant’s Second Amended and Restated 2015 Incentive Award Plan. | | 8-K | | 10.1 | | 5/22/2020 |
| 10.09† | | Amendment No. 1 to Registrant’s Directors Equity Plan. | | 8-K | | 10.2 | | 5/22/2020 |
| 10.10 | | Amended and Restated Credit Agreement dated as of September 3, 2020, among Reliance Steel & Aluminum Co., as Borrower, Bank of America N.A., as the Administrative Agent, JPMorgan Chase Bank, N.A. and Wells Fargo Bank, National Association, as Co-Syndication Agents, PNC Bank, National Association and TD Bank, N.A., as Co-Documentation Agents, and the other lenders party thereto. | | 8-K | | 10.1 | | 9/10/2020 |
| 10.11† | | Registrant’s First Amendment to Deferred Compensation Plan effective December 22, 2020. | | 10-K | | 10.15 | | 12/31/2020 |
| 10.12 | | Amendment No.1 dated as of January 12, 2023 to Amended and Restated Credit Agreement dated as of September 3, 2020, among Reliance Steel & Aluminum Co., as Borrower, Bank of America N.A., as the Administrative Agent, and each of the lenders party thereto. | | 10-K | | 10.12 | | 12/31/2022 |
| 10.13† | | Registrant’s Second Amendment to Deferred Compensation Plan (Amended and Restated Effective January 1, 2013) dated as of February 14, 2023. | | 10-Q | | 10.1 | | 3/31/2023 |
| 21* | | Subsidiaries of Registrant. | | | | | | |
| 23* | | Consent of Independent Registered Public Accounting Firm—KPMG LLP. | | | | | | |
| 24* | | Power of Attorney. | | | | | | |
| 31.1* | | Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended. | | | | | | |
| 31.2* | | Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended. | | | | | | |
| 32** | | Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | | | | | | |
| 97.1* | | Registrant’s Amended and Restated Compensation Recovery Policy. | | | | | | |
| 101* | | The following financial information from Reliance, Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Income and Comprehensive Income, (iii) the Consolidated Statements of Equity, (iv) the Consolidated Statements of Cash Flows, and (v) related notes to these consolidated financial statements. | | | | | | |
| | | | | | | | | |
|---|---|---|---|---|---|---|---|---|
| | | | | Incorporated by Reference | ||||
| ExhibitNumber | Description | Form | Exhibit | Filing Date/ Period End Date | ||||
| 104* | | The cover page from the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2023, formatted in Inline XBRL (included in Exhibit 101). | | | | | | |
| | | | | | | | ||
| * Filed herewith. | | | | | | | ||
| ** Furnished herewith.† Indicates management contract or compensatory plan or arrangement. | | | | | | | ||
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