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Item 9A. Controls and Procedures

2025-03-05 compared with 2024-03-05 · 33 added, 16 removed, 153 unchanged (24% of the section changed)

8 unchanged sentences

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in “Internal Control — Integrated Framework (2013)” issued by the Committee of Sponsoring Organizations of the Treadway Commission.

In making our assessment of the Company’s internal control over financial reporting as of December 31, 2023, we excluded from our assessment the internal control over financial reporting at Sierramotion Inc.

(“Sierramotion”), which was acquired on September 22, 2023, whose financial statements collectively constitute 3% and 1% of net and total assets, respectively, less than 1% of revenues, and less than 1% of net income of the consolidated financial statement amounts as of and for the year ended December 31, 2023.

In making our assessment of the Company’s internal control over financial reporting as of December 31, 2024, we excluded from our assessment the internal control over financial reporting at SNC Manufacturing Co., Inc.

(“SNC”), which was acquired on January 11, 2024, whose financial statements collectively constitute 9% and 5% of net and total assets, respectively, and 7% of revenues of the consolidated financial statement amounts as of and for the year ended December 31, 2024.

Based on this assessment, our management concluded that our internal control over financial reporting was effective as of December 31, 2024.

10 unchanged sentences

We have audited the internal control over financial reporting of Allient Inc.

and subsidiaries (formerly Allied Motion Technologies Inc.

and subsidiaries (the “Company”) as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

1 unchanged sentence

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2024, of the Company and our report dated March 5, 2025, expressed an unqualified opinion on those consolidated financial statements.

As described in Management’s Report on Internal Control Over Financial Reporting, management excluded from its assessment the internal control over financial reporting at Sierramotion Inc.

(“Sierramotion”), which was acquired on September 22, 2023, and whose financial statement collectively constitute 3% and 1% of net and total assets, respectively, less than 1% of revenues, and 1% of net income of the consolidated financial statement amounts as of and for the year ended December 31, 2023.

Accordingly, our audit did not include the internal control over financial reporting at Sierramotion.

As described in Management’s Report on Internal Control Over Financial Reporting, management excluded from its assessment the internal control over financial reporting at SNC Manufacturing Co., Inc.

(“SNC”), which was acquired on January 11, 2024, and whose financial statements collectively constitute 9% and 5% of net and total assets, respectively, and 7% of revenues of the consolidated financial statement amounts as of and for the year ended December 31, 2024.

Accordingly, our audit did not include the internal control over financial reporting at SNC.

Basis for Opinion

18 unchanged sentences

Other Information

N o t a pplicable.

None of the Company’s directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (each as defined I Item 408(a) of Regulation S-K) during the year ended December 31, 2024.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Not applicable.

Directors, Executive Officers and Corporate Governance.

60 unchanged sentences

(Incorporated by reference to Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended June 30, 2011.)

Form of Employment Agreement (Entered into with Michael R.

Leach, Ashish R.

Bendre and Geoffrey C.

Rondeau each dated March 17, 2021.) (Incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K filed March 23, 2021.)

Form of Employment Agreement (Entered into with Ashish R.

Bendre, Geoffrey C.

Rondeau, James A.

Michaud, Stephen R.

Warzala, and Kenneth A.

May each dated March 17, 2021.) (Incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K filed March 23, 2021.)

Managing Director’s Contract of Employment between Heidrive GmbH and Helmut Pirthauer dated December 3, 2016.

4 unchanged sentences

(Incorporated by reference to Exhibit 10.5 to the Company’s Form 8-K filed March 23, 2021.)

Third Amendment to Managing Director’s Contract of Employment between Heidrive GmbH and Helmut Pirthauer dated December 18, 2024.

Director Compensation Program, Stock Ownership Requirements and Stock-in-Lieu of Cash Retainer Plan (In corporated by reference to Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended June 30, 2021.

3 unchanged sentences

and PNC Capital Markets LLC, as Joint Lead Arrangers and Citizens Bank, N.A., as Syndication Agent (Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed March 4, 2024).

Insider Trading Policy

First Amendment, dated as of July 30, 2024, to Third Amended and Restated Credit Agreement dated as of March 1, 2024, among Allient Inc.

and Allied Motion Technologies B.V.

as Borrowers, HSBC Bank USA, National Association, as Administrative Agent, and the other financial institutions signatory thereto.

(Incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed October 25, 2024).

Second Amendment, dated as of October 22, 2024, to Third Amended and Restated Credit Agreement dated as of March 1, 2024, among Allient Inc.

and Allied Motion Technologies B.V.

as Borrowers, HSBC Bank USA, National Association, as Administrative Agent, and the other financial institutions signatory thereto.

(Incorporated by reference to Exhibit 10.2 of the Company’s Form 8-K filed October 25, 2024).

First Amendment, dated as of July 30, 2024, to Note Purchase and Private Shelf Agreement dated as of March 1, 2024, among Allient Inc.

and each of the holders of the Notes signatory thereto.

(Incorporated by reference to Exhibit 10.3 of the Company’s Form 8-K filed October 25, 2024).

Second Amendment, dated as of October 22, 2024, to Note Purchase and Private Shelf Agreement dated as of March 1, 2024, among Allient Inc.

and each of the holders of the Notes signatory thereto.

(Incorporated by reference to Exhibit 10.4 of the Company’s Form 8-K filed October 25, 2024).

Insider Trading Policy (incorporated by reference to Exhibit 19 to the Company’s Form 10-K filed March 5, 2024).

List of Subsidiaries (filed herewith).

6 unchanged sentences

Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Clawback Policy

Clawback Policy (incorporated by reference to Exhibit 97 to the Company’s Form 10-K filed March 5, 2024).

Inline XBRL Taxonomy Extension Schema Document (filed herewith) .

5 unchanged sentences

* Denotes management contract or compensatory plan or arrangement.

Form 10-K Summary

Not applicable.

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

/s/ MICHAEL R.

Senior Vice President & Chief Financial Officer

5 unchanged sentences

March 5, 2025

/s/ MICHAEL R.

Senior Vice President & Chief Financial Officer

7 unchanged sentences

March 5, 2025

March 5, 2024

/s/ NICOLE R.

3 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.

What changed 10-K

Item 9A. Controls and Procedures