Embecta Corp
For the period ended Sep 30, 2024. Filed Dec 11, 2024.
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FY2024 · Filed Dec 11, 2024
EMBC$6.43+0.3%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
(a)(1)Financial Statements
The following consolidated financial statements of Embecta are included in Item 8 of this Annual Report on Form 10-K:
Consolidated Statements of Equity — Fiscal years ended September 30, 2024, 2023 and 2022
Notes to Consolidated Financial Statements
(2)Financial Statement Schedules
See Note 20 to the Consolidated Financial Statements included in Item 8. Financial Statements and Supplementary Data.
(b) Exhibits
| Exhibit Number | Exhibit Description |
| 2.1 | Separation and Distribution Agreement, dated as of March 31, 2022, by and between the Company and BD. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 6, 2022.) ** |
| 3.1 | Amended and Restated Certificate of Incorporation of the Company. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 6, 2022.) |
| 3.2 | Amended and Restated Bylaws of the Company adopted effective as of August 2, 2023. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on August 3, 2023.) |
| 4.1 | Indenture, dated February 10, 2022, by and between the Company and U.S. Bank Trust Company, National Association, as trustee and as notes collateral agent, including the form of 5.000% Senior Secured Notes due 2030. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on February 11, 2022.) |
| 4.2 | First Supplemental Indenture, dated as of April 1, 2022, to the Indenture dated as of February 10, 2022, by and between the Company and U.S. Bank Trust Company, National Association, as trustee and as notes collateral agent. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 6, 2022.) |
| 4.3 | Indenture, dated as of March 31, 2022, by and between the Company and U.S. Bank Trust Company, National Association, as trustee and as notes collateral agent, including the form of 6.750% Senior Secured Notes due 2030. (Incorporated by reference to the Company's Current Report on Form 8-K filed on April 6, 2022.) |
| 4.4 | First Supplemental Indenture, dated as of April 1, 2022, to the Indenture dated as of March 31, 2022, by and between the Company and U.S. Bank Trust Company, National Association, as trustee and as notes collateral agent. (Incorporated by reference to the Company’s Current Report on Form 8-K on April 6, 2022.) |
| 4.5 | Description of Securities. (Incorporated by reference to the Company’s Annual Report on Form 10-K filed on November 29, 2023.) |
| 10.1 | Transition Services Agreement, dated as of March 31, 2022, by and between BD and the Company. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 6, 2022.) ** |
| 10.2 | Amendment No. 1 to Transition Services Agreement, dated as of July 1, 2022, by and between BD and the Company. (Incorporated by reference to the Company’s Annual Report on Form 10-K filed on December 22, 2022.) ** |
| 10.3 | Amendment No. 2 to Transition Services Agreement, dated as of March 28, 2024, by and between BD and the Company (Incorporated by reference to the Company’s Current Report on Form 8-K filed on March 28, 2024.) ** |
| 10.4 | Tax Matters Agreement, dated as of March 31, 2022, by and between BD and the Company. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 6, 2022.) ** |
| 10.5 | Employee Matters Agreement, dated as of March 31, 2022, by and between BD and the Company. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 6, 2022.) ** |
| 10.6 | Embecta 2022 Employee and Director Equity-Based Compensation Plan. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 6, 2022.) (+) |
| 10.7 | Amendment No. 1 to the Embecta Corp. 2022 Employee and Director Equity-Based Compensation Plan (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q filed on February 9, 2024.) (+) |
| 10.8 | Embecta Corp. Executive Severance and Change in Control Plan. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 6, 2022.) (+) |
| 10.9 | Embecta Deferred Compensation Plan. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 6, 2022.) (+) |
| 10.10 | Embecta Corp. Directors’ Deferral Plan. (Incorporated by reference to the Company’s Annual Report on Form 10-K filed on December 22, 2022.) (+) |
| 10.11 | Form of Founders Grants under the Embecta Corp. 2022 Employee and Director Equity-Based Compensation Plan Terms and Conditions of Awards (April 1, 2022) (Incorporated by reference to the Company’s Annual Report on Form 10-K filed on December 22, 2022) (+) |
| 10.12 | Form of Non-Employee Directors RSU Award under the Embecta Corp. 2022 Employee and Director Equity-Based Compensation Plan Terms and Conditions of Awards (April 1, 2022) (Incorporated by reference to the Company’s Annual Report on Form 10-K filed on December 22, 2022) (+) |
| 10.13 | Form of Employee and Director PSU and RSU Awards under the 2022 Employee and Director Equity Based Compensation Plan and Conditions of Awards (November 26, 2022). (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q filed on May 12, 2023.) (+) |
| 10.14 | Form of November 2024 Employee and Director PSU and RSU Awards under the 2022 Employee and Director Equity-Based Compensation Plan and Conditions of Awards. (Filed herewith.) (+) |
| 10.15 | Letter Agreement, dated as of January 25, 2021, by and between BD and Devdatt Kurdikar. (Incorporated by reference to the Company’s Information Statement on Form 10 filed December 21, 2021.) (+) |
| 10.16 | Letter Agreement, dated as of April 9, 2021, by and between BD and Jacob Elguicze. (Incorporated by reference to the Company’s Information Statement on Form 10 filed December 21, 2021.) (+) |
| 10.17 | Letter Agreement, dated as of August 13, 2021, by and between BD and Shaun Curtis. (Incorporated by reference to the Company’s Information Statement on Form 10 filed December 21, 2021.) (+) |
| 10.18 | Letter Agreement, dated as of May 26, 2021, by and between BD and Jeff Mann. (Incorporated by reference to the Company’s Information Statement on Form 10 filed December 21, 2021.) (+) |
| 10.19 | Change in Control Employment Agreement, dated as of February 10, 2021, by and between BD and Devdatt Kurdikar. (Incorporated by reference to the Company’s Information Statement on Form 10 filed December 21, 2021.) (+) |
| 10.20 | Cannula Supply Agreement, dated as of March 31, 2022, by and between BD and the Company. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 6, 2022.) *, ** |
| 10.21 | Form of Contract Manufacturing Agreement, dated as of March 31, 2022, by and between BD and the Company. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 6, 2022.) ** |
| 10.22 | Lease Agreement, dated as of March 31, 2022, by and between BD and the Company. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 6, 2022.) *, ** |
| 10.23 | Intellectual Property Matters Agreement, dated as of March 31, 2022, by and between BD and the Company. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 6, 2022.) *, ** |
| 10.24 | Logistics Services Agreement, dated as of January 1, 2022, by and between BD and the Company. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 6, 2022.) ** |
| 10.25 | Amendment to Logistics Services Agreement, dated as of November 20, 2023, by and between BD and the Company. (Incorporated by reference to the Company’s Annual Report on Form 10-K filed on November 29, 2023.) |
| 10.26 | Amendment No. 2 to Logistics Services Agreement, dated as of March 28, 2024, by and between BD and Embecta (Incorporated by reference to the Company’s Current Report on Form 8-K filed on March 28, 2024.) ** |
| 10.27 | Form of Distribution Agreement, dated as of March 31, 2022, by and between BD and the Company. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 6, 2022.) ** |
| 10.28 | Credit Agreement, dated as of March 31, 2022, by and among the Company, the lenders and other parties from time to time party thereto and Morgan Stanley Senior Funding, Inc., as administrative agent, collateral agent and an L/C issuer. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 6, 2022.) ** |
| 19 | Embecta Corp. Insider Trading Policy. (Filed herewith.) |
| 21.1 | List of Subsidiaries of Embecta Corp. (Filed herewith.) |
| 23.1 | Consent of Ernst & Young LLP. (Filed herewith.) |
| 31.1 | Certification of Chief Executive Officer, pursuant to SEC Rule 13a–14(a). (Filed herewith.) |
| 31.2 | Certification of Chief Financial Officer, pursuant to SEC Rule 13a–14(a). (Filed herewith.) |
| 32.1 | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350. (Furnished herewith.) |
| 32.2 | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350. (Furnished herewith.) |
| 97.1 | Embecta Corp. Dodd-Frank Clawback Policy (Incorporated by reference to the Company’s Annual Report on Form 10-K filed on November 29, 2023.) |
| 97.2 | Embecta Corp. Supplemental Policy Regarding the Recovery of Compensation, Effective December 1, 2023 (Incorporated by reference to the Company’s Annual Report on Form 10-K filed on November 29, 2023.) |
| 101 | The following materials from this Annual Report on Form 10-K, formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) the Consolidated Statements of Income, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Equity, (v) the Consolidated Statements of Cash Flows, and (vi) Notes to Consolidated Financial Statements. (Filed herewith.) |
| 104 | Cover Page Interactive Data File. (Formatted as Inline XBRL and contained in Exhibit 101.) |
| (+) | Management contract or compensatory plan or arrangement. |
|---|---|
| * | Certain information contained in this document has been omitted because it is both (i) not material and (ii) is the type that the Company treats as private or confidential. |
| ** | Schedules and exhibits omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company agrees to furnish a supplemental copy of any omitted schedule to the Securities and Exchange Commission upon request. |
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