Kimball Electronics Inc
For the period ended Jun 30, 2024. Filed Aug 23, 2024.
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FY2024 · Filed Aug 23, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
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Index of Exhibits
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit No. | Description | Form | Period Ending | Exhibit | Filing Date |
| 2.1 | Separation and Distribution Agreement by and between Kimball International, Inc. and Kimball Electronics, Inc. | 8-K | 2.1 | 11/3/2014 | |
| 2.2(c)(d) | Stock Purchase Agreement By and Among Kimball Electronics, Inc.(“Seller”), The Sole Stockholder of Kimball Electronics Indiana, Inc. (“Company”); and Averna Test Systems Inc. (“Buyer”) and Company Dated as of July 31, 2024 | 8-K | 2.1 | 8/1/2024 | |
| 3.1 | Amended and Restated Articles of Incorporation of the Company | 8-K | 3.1 | 2/18/2021 | |
| 3.2 | Amended and Restated By-Laws of the Company | 8-K | 3.2 | 11/15/2022 | |
| 4.1 | Description of the Company’s Registered Securities | Filed Herewith | |||
| 10.1(a) | Kimball Electronics, Inc. Supplemental Employee Retirement Plan (“SERP”) | 10 | 10.8 | 9/4/2014 | |
| 10.2(a) | Kimball Electronics, Inc. Non-Employee Directors Stock Compensation Deferral Plan | 8-K | 10.1 | 10/25/2016 | |
| 10.3 | Amended and Restated Credit Agreement, dated as of May 4, 2022, among Kimball Electronics, Inc., the lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent and Bank of America, N.A., as Documentation Agent | 10-Q | 3/31/2022 | 10.1 | 5/6/2022 |
| 10.4(a) | Richard D. Phillips Job Offer Dated January 4, 2023 | 8-K | 10.1 | 1/10/2023 | |
| 10.5 | First Amendment to Amended and Restated Credit Agreement, dated as of February 3, 2023, among Kimball Electronics, Inc., the lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent and Bank of America, N.A., as Documentation Agent | 10-Q | 12/31/2022 | 10.3 | 2/7/2023 |
| 10.6(a) | Kimball Electronics, Inc. 2023 Employee Profit Sharing Bonus Plan | 10-K | 6/30/2023 | 10.2 | 8/24/2023 |
| 10.7(a) | Form of Fee Deferral Election Agreement under the Kimball Electronics, Inc. Non-Employee Directors Stock Compensation Deferral Plan | 10-K | 6/30/2023 | 10.5 | 8/24/2023 |
| 10.8(a) | Form of Annual Retainer Fee Election Agreement under the Kimball Electronics, Inc. Non-Employee Directors Stock Compensation Deferral Plan | 10-K | 6/30/2023 | 10.6 | 8/24/2023 |
| 10.9(a) | Kimball Electronics, Inc. Leadership Team Severance and Change in Control Plan | 8-K | 10.2 | 11/21/2023 | |
| 10.10(a) | Kimball Electronics, Inc. 2023 Equity Incentive Plan | 8-K | 10.1 | 11/21/2023 | |
| 10.11 | First Amendment to Credit Agreement, dated as of January 5, 2024, among Kimball Electronics, Inc., the lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent and Bank of America, N.A., as Documentation Agent | 8-K | 10.1 | 1/5/2024 | |
| 10.12(a)(d) | Transition and Retention Agreement and General Release | 8-K | 10.1 | 8/1/2024 | |
| 10.13(a) | Form of Stock Award Notice for Performance Shares under Kimball Electronics, Inc. 2023 Equity Incentive Plan | Filed Herewith | |||
| 10.14(a) | Form of Stock Award Notice for Restricted Shares under Kimball Electronics, Inc. 2023 Equity Incentive Plan | Filed Herewith | |||
| 19 | Insider Trading Policies and Procedures | Filed Herewith | |||
| 21 | Subsidiaries of the Registrant | Filed Herewith | |||
| 23 | Consent of Independent Registered Public Accounting Firm | Filed Herewith | |||
| Incorporated by Reference | |||||
| Exhibit No. | Description | Form | Period Ending | Exhibit | Filing Date |
| 24 | Power of Attorney | Filed Herewith | |||
| 31.1 | Certification filed by Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Filed Herewith | |||
| 31.2 | Certification filed by Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Filed Herewith | |||
| 32.1(b) | Certification furnished by the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | Furnished Herewith | |||
| 32.2(b) | Certification furnished by the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | Furnished Herewith | |||
| 97 | Policy Relating to Recovery of Erroneously Awarded Compensation | Filed Herewith | |||
| 101.INS | Inline XBRL Instance Document - The instance document does not appear in the Interactive Data File because its Inline XBRL tags are embedded within the Inline XBRL document | Filed Herewith | |||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | Filed Herewith | |||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | Filed Herewith | |||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | Filed Herewith | |||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | Filed Herewith | |||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | Filed Herewith | |||
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101) | Filed Herewith | |||
(a)Constitutes management contract or compensatory arrangement.
(b)In accordance with Item 601(b)(32)(ii) of Regulation S-K, the certifications furnished in Exhibit 32.1 and 32.2 will not be deemed “filed” for purposes of Section 18 of the Exchange Act. Such certifications will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference.
(c) Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Registrant will supplementally furnish any of the omitted schedules or exhibits to the Securities and Exchange Commission upon request.
(d) Certain information contained in Exhibit 2.2 and Exhibit 10.12 has been excluded pursuant to Regulation S-K Item 601(b)(2) and (10) because it is both (1) not material and (2) of the type that the Company treats as private or confidential. The Registrant will supplementally furnish a copy of the unredacted exhibit to the Securities and Exchange Commission upon request; provided, however, that the Registrant may request confidential treatment.
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