7 unchanged sentences
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our internal control over financial reporting based on the Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
−Removed: Consistent with guidance issued by the Securities and Exchange Commission that an assessment of a recently acquired business may be omitted from management’s report on internal control over financial reporting in the year of acquisition, management excluded an assessment of the effectiveness of the Company’s internal control over financial reporting related to Pureit.
−Removed: The acquisition constituted 3.8 percent and 6.5 percent of total assets and net assets, respectively, as of December 31, 2024 and less than 0.5 percent of net sales and net earnings for the year then ended.
Based on this evaluation, our management has concluded that, as of December 31, 2025, our internal control over financial reporting was effective.
15 unchanged sentences
Smith Corporation (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on the COSO criteria.
−Removed: As indicated in the accompanying Management Report on Internal Control Over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of Pureit, which is included in the 2024 consolidated financial statements of the Company and constituted 3.8 percent and 6.5 percent of total assets and net assets, respectively, as of December 31, 2024 and less than 0.5 percent of net sales and net earnings for the year then ended.
−Removed: Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of Pureit.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2025 and 2024, the related consolidated statements of earnings, comprehensive earnings, stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2025, and the related notes and financial statement schedule listed in the Index at Item 15(a) and our report dated February 10, 2026 expressed an unqualified opinion thereon.
128 unchanged sentences
and the financial institutions and agents party thereto, incorporated by reference to Exhibit 10.01 in the quarterly report on Form 10-Q for the quarter ended September 30, 2024.
−Removed: (g) The corporation has instruments that define the rights of holders of long-term debt that are not being filed with this Registration Statement in reliance upon Item 601(b)(4)(iii) of Regulation S-K.
+Added: (g) Credit Agreement dated as of January 5, 2026, among A.
+Added: Smith Corporation, the various lenders party thereto, and Bank of America, N.A., as administrative agents, incorporated by reference to Exhibit 4.1 in the current report on Form 8-K dated January 6, 2026.
+Added: (h) The corporation has instruments that define the rights of holders of long-term debt that are not being filed with this Registration Statement in reliance upon Item 601(b)(4)(iii) of Regulation S-K.
The Registrant agrees to furnish to the SEC, upon request, copies of these instruments.
18 unchanged sentences
(p) Recoupment Policy for Incentive Compensation dated October 9, 2023 (“Clawback”).
−Removed: Smith Corporation In sider Tra ding Comp liance Policy
+Added: Smith Corporation Insider Trading Compliance Policy.
(21) Subsidiaries.
12 unchanged sentences
February 10, 2026 By:
−Removed: Chairman and Chief Executive Officer
+Added: /s/ Stephen M.
+Added: President and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below as of February 10, 2026 by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
Name and Title Signature
−Removed: WHEELER /s/ Kevin J.
−Removed: Director Kevin J.
−Removed: Chairman and Chief Executive Officer
+Added: SHAFER /s/ Stephen M.
+Added: Director Stephen M.
+Added: President and Chief Executive Officer
LAUBER /s/ Charles T.
16 unchanged sentences
Director Lois M.
−Removed: RAJENDRA /s/ Ajita G.
−Removed: Director Ajita G.
SMITH /s/ Mark D.
Director Mark D.
+Added: WHEELER /s/ Kevin J.
+Added: Executive Chairman of the Board Kevin J.
SMITH CORPORATION
13 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.