19 unchanged sentences
OTHER INFORMATION
+Added: During the quarterly period ended September 30, 2023, no director or officer of the Company adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement as each term is defined in Item 408(a) of Regulation S-K.
+Added: As previously reported on our Form 8-K filed March 31, 2023, disclosing the Company’s 2023 Annual Meeting of Stockholders (“2023 Annual Meeting”) results, the holders of a majority of the shares of common stock present in person or represented by proxy and entitled to vote on the proposal voted to hold future advisory votes on the Company’s executive compensation every year.
+Added: In light of these results and in accordance with its previous recommendation in the proxy statement for the 2023 Annual Meeting, the Company’s Board of Directors (the “Board”) determined that the Company will hold future advisory votes on the approval of executive compensation of the Company’s named executive officers on an annual basis.
+Added: The Board will reevaluate this determination after the next shareholder advisory vote on the frequency of future advisory votes on approval of executive compensation of the Company’s named executive officers, which is required to occur no later than the Company’s 2029 annual meeting of shareholders.
+Added: This disclosure is intended to satisfy the requirements of Item 5.07(d) of Form 8-K.
The Company expects to incur restructuring costs of approximately $50 million to $70 million in fiscal year 2024 primarily related to ongoing actions that are expected to deliver continued margin improvement and efficiencies.
−Removed: Total cash costs for the restructuring are expected to be approximately $30 million to $40 million.
+Added: Total cash costs for restructuring in fiscal year 2024 are expected to be approximately $110 million.
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
25 unchanged sentences
Certificate of Amendment to the Company’s Certificate of Incorporation.
−Removed: Amended and Restated Bylaws.
+Added: Third Amended and Restated Bylaws
Form of Common Stock Certificate.
37 unchanged sentences
11 to Credit Agreement, dated as of June 25, 2021, by and among AECOM, each borrower and guarantor party thereto, the lenders party thereto, and Bank of America, N.A., as administrative Agent.
+Added: Amendment No.
+Added: 12 to the Credit Agreement, dated as of May 23, 2023, by and among AECOM and Bank of America, N.A., as Administrative Agent
+Added: Amendment No.
+Added: 13 to Credit Agreement, dated as of May 23, 2023, by and among AECOM and the lenders party thereto, and Bank of America, N.A., as Administrative Agent
AECOM Technology Corporation Change in Control Severance Policy for Key Executives.
15 unchanged sentences
AECOM Amended and Restated Employee Stock Purchase Plan.
−Removed: Form Standard Terms and Conditions for Performance Earnings Program under the 2016 Stock Incentive Plan (Fiscal Year 2019).
−Removed: Form Standard Terms and Conditions for Performance Earnings Program under the 2016 Stock Incentive Plan (Fiscal Year 2020).
Incorporated by
2 unchanged sentences
Exhibit Description
−Removed: Agreement, dated as of November 22, 2019, by and among AECOM and Starboard Value LP and the other parties set forth therein.
+Added: Form Standard Terms and Conditions for Performance Earnings Program under the 2016 Stock Incentive Plan (Fiscal Year 2019).
+Added: Form Standard Terms and Conditions for Performance Earnings Program under the 2016 Stock Incentive Plan (Fiscal Year 2020).
AECOM 2020 Stock Incentive Plan.
3 unchanged sentences
Senior Leadership Severance Plan.
−Removed: Employment Agreement, dated October 19, 2020, by and between AECOM Australia Pty Ltd and Lara Poloni.
Form Standard Terms and Conditions for Performance Earnings Program under the 2020 Stock Incentive Plan (Fiscal Year 2021)
+Added: Form Standard Terms and Conditions for Performance Earnings Program under the 2020 Stock Incentive Plan (Fiscal Year 2023)
+Added: Form Standard Terms and Conditions for Restricted Stock Units under the 2020 Stock Incentive Plan (Fiscal 2023)
+Added: Employment Agreement, dated March 1, 2023, by and between AECOM and Lara Poloni
Subsidiaries of AECOM.
27 unchanged sentences
November 14, 2023
−Removed: /s/ ROBERT G.
November 14, 2023
−Removed: November 16, 2022
−Removed: November 16, 2022
/s/ KRISTY PIPES
12 unchanged sentences
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.