12 unchanged sentences
The implementation of several key platforms involves changes in the systems that include internal controls.
+Added: During the year ended October, 31 2023, we had a change in our internal control over financial reporting as a result of our implementation of a new ERP for the Education industry group that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
+Added: The new ERP system for the Education industry group replaced our legacy system in which a significant portion of our business transactions originate, are processed, and recorded.
+Added: The rest of our industry groups will transition to our new ERP system over the next several years.
+Added: Our new ERP system is intended to provide us with enhanced transactional processing and management tools compared with our legacy system and is intended to enhance internal controls over financial reporting.
+Added: We believe our new ERP system will facilitate better transactional reporting and oversight, enhance our internal control over financial reporting, and function as an important component of our disclosure controls and procedures.
Although some of the transitions have proceeded to date without material adverse effects, the possibility exists that they could adversely affect our internal controls over financial reporting and procedures.
−Removed: There were no other changes in our internal control over financial reporting during the fiscal year 2022 identified in connection with the evaluation required by Rules 13a-15(d) and 15d-15(d) of the Exchange Act that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
+Added: Other than the change of our ERP system for the Education industry group, there have been no other changes in our internal control over financial reporting during the fiscal year 2023 identified in connection with the evaluation required by Rules 13a-15(d) and 15d-15(d) of the Exchange Act that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
OTHER INFORMATION.
−Removed: Disclosure Pursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act
−Removed: Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012 (“ITRA”), effective August 10, 2012, added a new subsection (r) to Section 13 of the Exchange Act, which requires issuers that file periodic reports with the SEC to disclose in their annual and quarterly reports whether, during the reporting period, they or any of their “affiliates” (as defined in Rule 12b-2 under the Exchange Act) have knowingly engaged in specified activities or transactions relating to Iran, including activities not prohibited by U.S.
−Removed: law and conducted outside the United States by non-U.S.
−Removed: affiliates in compliance with applicable laws.
−Removed: Issuers must also file a notice with the SEC if any disclosable activity under ITRA has been included in an annual or quarterly report.
−Removed: In the fourth quarter of fiscal year 2021, the Company discovered that one of its UK subsidiaries had been providing aircraft cleaning services to Iran Air since April 2020.
−Removed: The UK subsidiary terminated its relationship with Iran Air on August 30, 2021.
−Removed: The aggregate amount of payments received by the UK subsidiary in return for its services was approximately GBP 64,000, and the aggregated profits were GBP 6,400.
−Removed: The Company submitted a preliminary self-disclosure and investigation report of the UK subsidiary’s transactions with the U.S.
−Removed: Treasury Department Office of Foreign Assets Control (“OFAC”).
−Removed: On March 30, 2022, OFAC issued to the Company a cautionary letter indicating that OFAC is not pursuing any civil monetary penalties or other enforcement action against the Company.
DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE.
23 unchanged sentences
Consolidated Balance Sheets at October 31, 20 2 3 and 20 22
−Removed: Consolidated Statements of Comprehensive Income (Loss) for the Years Ended October 31, 202 2 , 202 1 , and 20 20
+Added: Consolidated Statements of Comprehensive Income for the Years Ended October 31, 202 3 , 202 2 , and 202 1
Consolidated Statements of Stockholders’ Equity for the Years Ended October 31, 202 3 , 202 2 , and 202 1
47 unchanged sentences
Fifth Amendment, dated as of November 1, 2022, to the Credit Agreement dated September 1, 2017, by and among ABM Industries Incorporated, a Delaware corporation, the Designated Borrowers identified on the signature pages thereto, the Subsidiary Guarantors identified on the signature pages thereto, the Lenders identified on the signature pages thereto and Bank of America, N.A., as administrative agent
+Added: 001-08929 10.7 December 21, 2022
LIBOR Transition Amendment, dated as of November 1, 2022, by and among ABM Industries Incorporated, a Delaware corporation, the Designated Borrowers identified on the signature pages thereto, the Subsidiary Guarantors identified on the signature pages thereto, the Lenders identified on the signature pages thereto and Bank of America, N.A., as administrative agent
+Added: 001-08929 10.8 December 21, 2022
10.9* ABM Executive Retiree Healthcare and Dental Plan
10-K 001-08929 10.17 January 14, 2005
−Removed: 10.10* Director Retirement Plan Distribution Election Form, as revised June 16, 2006
−Removed: 10-Q 001-08929 10.1 September 8, 2006
Deferred Compensation Plan for Non-Employee Directors, as amended and restated December 13, 2010
4 unchanged sentences
8-K 001-08929 10.1 March 8, 2018
−Removed: 10.14* ABM Industries Incorporated 2021 Equity and Incentive Compensation Plan
−Removed: 8-K 001-08929 10.1 March 26, 2021
+Added: ABM Industries Incorporated 2021 Equity and Incentive Compensation Plan, as amended and restated October 2, 2023
Statement of Terms and Conditions Applicable to Options, Restricted Stock and Restricted Stock Units, and Performance Shares Granted to Employees Pursuant to the 2006 Equity Incentive Plan, for Awards Granted on or after March 4, 2015
2 unchanged sentences
10-Q 001-08929 10.1 March 5, 2020
−Removed: 10.17* Statement of Terms and Conditions Applicable to Options, Restricted Stock, Restricted Stock Units, and Performance Shares Granted to Employees Pursuant to the 2006 Equity Incentive Plan, for Awards Granted on July 14, 2020
−Removed: 10-K 001-08929 10.16 December 17, 2020
−Removed: 10.18* Statement of Terms and Conditions Applicable to Options, Restricted Stock, Restricted Stock Units and Performance Shares Granted to Employees Pursuant to the 2006 Equity Incentive Plan, for Awards Granted with a Two-Year Vesting Schedule
−Removed: 10-K 001-08929 10.17 December 17, 2020
Statement of Terms and Conditions Applicable to Awards Granted to Employees Pursuant to the 2021 Equity and Incentive Compensation Plan
1 unchanged sentence
Statement of Terms and Conditions Applicable to Awards Granted to UK Employees Pursuant to the 2021 Equity and Incentive Compensation Plan
+Added: 001-08929 10.20 December 21, 2022
Statement of Terms and Conditions Applicable to Awards Granted to Employees Pursuant to the 2021 Equity and Incentive Compensation Plan, for Awards Granted on or after January 1, 2022
10-Q 001-08929 10.1 March 9, 2022
+Added: Statement of Terms and Conditions Applicable to Awards Granted to Employees Pursuant to the 2021 Equity and Incentive Compensation Plan, for Awards Granted on or after October 2, 2023
Statement of Terms and Conditions Applicable to Options, Restricted Stock, and Restricted Stock Units Granted to Directors Pursuant to the 2006 Equity Incentive Plan, for Awards Granted on or after March 4, 2015
16 unchanged sentences
10-K 001-08929 10.22 December 23, 2010
+Added: Deferred Compensation Plan for Executives, amended and restated October 2, 2023
Supplemental Executive Retirement Plan, as amended and restated June 3, 2008
8 unchanged sentences
10-K 001-08929 10.29 December 22, 2017
−Removed: 10.36* Executive Employment Agreement, dated as of November 1, 2017, by and between ABM Industries Incorporated and Scott Giacobbe
−Removed: 10-Q 001-08929 10.1 March 7, 2018
−Removed: 10.37* Amendment to Executive Employment Agreement, dated as of November 1, 2017, by and between ABM Industries Incorporated and Scott Giacobbe
−Removed: 10-Q 001-08929 10.5 June 9, 2021
−Removed: 10.38* Release Agreement, dated as of May 27, 2021, by and between ABM Industries Incorporated and Scott Giacobbe
−Removed: 10-Q 001-08929 10.8 June 9, 2021
Executive Employment Agreement, dated as of January 1, 2018, by and between ABM Industries Incorporated and Rene Jacobsen
24 unchanged sentences
Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
+Added: 97*‡ ABM Industries Incorporated Amended and Restated Recoupment Policy, effective October 2, 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)
33 unchanged sentences
/s/ LeighAnne G.
−Removed: Baker /s/ Linda Chavez
−Removed: Baker, Director Linda Chavez, Director
+Added: Baker /s/ Donald F.
+Added: Baker, Director Donald F.
+Added: Colleran, Director
December 18, 2023 December 18, 2023
−Removed: /s/ Donald F.
−Removed: Colleran /s/ James D.
−Removed: Colleran, Director James D.
−Removed: DeVries, Director
+Added: DeVries /s/ Art A.
+Added: DeVries, Director Art A.
+Added: Garcia, Director
December 18, 2023 December 18, 2023
−Removed: Garcia /s/ Thomas M.
−Removed: Garcia, Director Thomas M.
−Removed: Gartland, Director
+Added: /s/ Thomas M.
+Added: Gartland /s/ Jill M.
+Added: Gartland, Director Jill M.
+Added: Golder, Director
December 18, 2023 December 18, 2023
−Removed: Golder /s/ Winifred M.
−Removed: Golder, Director Winifred M.
+Added: /s/ Winifred M.
Webb, Director
−Removed: December 21, 2022 December 21, 2022
+Added: December 18, 2023
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.