TOOTSIE ROLL INDUSTRIES INC
For the period ended Dec 31, 2024. Filed Feb 28, 2025.
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FY2024 · Filed Feb 28, 2025
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ITEM 16. Form 10-K Summary
None.
SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS (in thousands)
DECEMBER 31, 2024, 2023 and 2022
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|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| · · · Additions · · · · | |||||||||||||
| · · · · · (reductions) · · · · · · | |||||||||||||
| · · Balance at · · charged · · · · · Balance at | |||||||||||||
| · · beginning · · (credited) to · · · · · End of | |||||||||||||
| Description · · of year · · expense · · Deductions(1) · · Year | |||||||||||||
| | | | | | | | | | | | | | |
| 2024: | | | | | | | | | | | | | |
| Reserve for bad debts | | $1,519 | | $1,034 | | $1,000 | | $1,553 | | ||||
| Reserve for cash discounts | | 726 | | 12,681 | | 12,776 | | 631 | | ||||
| Deferred tax asset valuation | | 6,361 | | (181) | | — | | 6,180 | | ||||
| | | $8,606 | | $13,534 | | $13,776 | | $8,364 | | ||||
| | | | | | | | | | | | | | |
| 2023: | | | | | | | | | | | | | |
| Reserve for bad debts | | $1,414 | | $160 | | $55 | | $1,519 | | ||||
| Reserve for cash discounts | | 921 | | 13,305 | | 13,500 | | 726 | | ||||
| Deferred tax asset valuation | | 5,703 | | 658 | | — | | 6,361 | | ||||
| | | $8,038 | | $14,123 | | $13,555 | | $8,606 | | ||||
| | | | | | | | | | | | | | |
| 2022: | | | | | | | | | | | | | |
| Reserve for bad debts | | $1,392 | | $34 | | $12 | | $1,414 | | ||||
| Reserve for cash discounts | | 889 | | 12,153 | | 12,121 | | 921 | | ||||
| Deferred tax asset valuation | | 5,555 | | 148 | | — | | 5,703 | | ||||
| | | $7,836 | | $12,335 | | $12,133 | | $8,038 | | ||||
| (1) | Deductions against reserve for bad debts consist of accounts receivable written off net of recoveries and exchange rate movements. Deductions against reserve for cash discounts consist of allowances to customers. |
INDEX TO EXHIBITS
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| 3.1 | | Restated Articles of Incorporation. Incorporated by reference to Exhibit 3.1 of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 1997. | |
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| 3.2 | | Amendment to Restated Articles of Incorporation. Incorporated by reference to Exhibit 3.2 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1999. | |
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| 3.3 | | Amended and Restated By-Laws. Incorporated by reference to Exhibit 3.2 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1996. | |
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| 4.1 | | Specimen Class B Common Stock Certificate. Incorporated by reference to Exhibit 1.1 of the Company’s Registration Statement on Form 8-A dated February 29, 1988. | |
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| 4.2 | | Description of Common Stock. Incorporated by reference to Exhibit 4.2 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. | |
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| 10.1* | | Excess Benefit Plan. Incorporated by reference to Exhibit 10.8.1 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1990. | |
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| 10.2* | | Amended and Restated Career Achievement Plan of the Company. Incorporated by reference to Exhibit 10.8.2 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1998. | |
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| 10.3* | | Amendment to the Amended and Restated Career Achievement Plan of the Company. Incorporated by reference to Exhibit 10.8.3 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1999. | |
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| 10.4* | | Restatement of Split Dollar Agreement (Special Trust) between the Company and the trustee of the Gordon Family 1993 Special Trust dated January 31, 1997. Incorporated by reference to Exhibit 10.12 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1996. | |
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| 10.5* | | Form of Change In Control Agreement dated August, 1997 between the Company and certain executive officers. Incorporated by reference to Exhibit 10.25 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1997. | |
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| 10.6* | | Amendment to Split Dollar Agreement (Special Trust) dated April 2, 1998 between the Company and the trustee of the Gordon Family 1993 Special Trust, together with related Collateral Assignments. Incorporated by reference to Exhibit 10.27 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1998. | |
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| 10.7* | | Form of Amendment to Change in Control Agreement between the Company and certain executive officers. Incorporated by reference to Exhibit 10.28 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2008. | |
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| 10.8* | | Post 2004 Supplemental Savings Plan of the Company. Incorporated by reference to Exhibit 10.29 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2008. | |
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| 10.9* | | Post 2004 Excess Benefit Plan of the Company. Incorporated by reference to Exhibit 10.30 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2008. | |
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| 10.10* | | Amended and Restated Career Achievement Plan of the Company. Incorporated by reference to Exhibit 10.31 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2008. | |
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| 10.11* | | Exhibit 10.1- Tootsie Roll Industries, Inc. Management Incentive Plan. Incorporated by reference to Appendix A to the Company’s definitive Proxy Statement filed with the Commission on March 24, 2006. |
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| 10.12* | | Amendment 2015-1, to the Tootsie Roll Industries, Inc. Post 2004 Excess Benefit Plan. Incorporated by reference to Exhibit 10.12 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. |
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| 10.13* | | Amendment 2015-1, to the Tootsie Roll Industries, Inc. Career Achievement Plan. Incorporated by reference to Exhibit 10.13 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. |
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| 10.14* | | Second Amendment to the Tootsie Roll Industries, Inc. Post 2004 Excess Benefit Plan. Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 13, 2021. |
| 10.15* | | Tootsie Roll Industries, Inc. Management Incentive Plan effective January 1, 2023. Incorporated by reference to Exhibit 10.15 of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023. |
| 21 | | List of Subsidiaries of the Company. |
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| 31.1 | | Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
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| 31.2 | | Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
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| 32 | | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
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| 97* | | Policy Relating to Recovery of Erroneously Awarded Compensation. Incorporated by reference to Exhibit 97 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. |
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| 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. |
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| 101.SCH | | XBRL Taxonomy Extension Schema Document. |
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| 101.CAL | | XBRL Taxonomy Extension Calculation Linkbase Document. |
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| 101.LAB | | XBRL Taxonomy Extension Label Linkbase Document. |
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| 101.PRE | | XBRL Taxonomy Extension Presentation Linkbase Document. |
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| 101.DEF | | XBRL Taxonomy Extension Definition Linkbase Document. |
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| 104 | | Cover Page Interactive Data File - The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
*Management compensation plan or arrangement.
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, Tootsie Roll Industries, Inc., has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| | TOOTSIE ROLL INDUSTRIES, INC. | |
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| | By: | /s/ Ellen R. Gordon |
| | | Ellen R. Gordon, Chairman of the Board of Directors and Chief Executive Officer |
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| | Date: | February 28, 2025 |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
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|---|---|---|---|---|
| /s/ Ellen R. Gordon | | Chairman of the Board of Directors and Chief Executive Officer | | February 28, 2025 |
| Ellen R. Gordon | | (principal executive officer) | | |
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| /s/ Paula M. Wardynski | | Director | | February 28, 2025 |
| Paula M. Wardynski | | | | |
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| /s/ Lana Jane Lewis-Brent | | Director | | February 28, 2025 |
| Lana Jane Lewis-Brent | | | | |
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| /s/ Virginia L. Gordon | | Director | | February 28, 2025 |
| Virginia L. Gordon | | | | |
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| /s/ G. Howard Ember, Jr. | | Vice President, Finance | | February 28, 2025 |
| G. Howard Ember, Jr. | | (principal financial officer and principal accounting officer) | | |
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