4 unchanged sentences
Management’s Report on Internal Control over Financial Reporting
−Removed: See the report appearing under Item 8, Financial Statements and Supplemental Data, Managements Report on Internal Control Over Financial Reporting.
+Added: See the report appearing under Item 8, Financial Statements and Supplemental Data, Management’s Report on Internal Control Over Financial Reporting.
Changes in Internal Control over Financial Reporting
2 unchanged sentences
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
−Removed: The information regarding directors is contained under the captions “Election of Directors” and “Security Ownership of Certain Beneficial Owners and Management” and is incorporated herein by reference to the 2021 Proxy to be filed within 120 days of the end of our fiscal year is incorporated herein by reference.
+Added: The information regarding directors is contained under the captions “Proposal 1:
+Added: Election of Directors” and “Security Ownership of Certain Beneficial Owners and Management” and is incorporated herein by reference to the 2022 Proxy to be filed within 120 days of the end of our fiscal year is incorporated herein by reference.
The executive officers of the Company, their ages, their positions and offices with the Company, and the date each assumed their office with the Company as of December 31, 2021, are as follows:
12 unchanged sentences
The principal occupation and employment for Messrs.
−Removed: Gundermann, Burney, Kramer, Mulato and Peabody for the past five years has been with the Company in their respective current roles.
+Added: Gundermann, Burney, Kramer, Mulato and Peabody for over five years has been with the Company in their respective current roles.
Kuehn and Mr.
10 unchanged sentences
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
−Removed: The information contained under the captions “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters” and “Executive Compensation” in the Company’s definitive Proxy Statement to be filed within 120 days of the end of our fiscal year is incorporated herein by reference.
+Added: The information contained under the captions “Security Ownership of Certain Beneficial Owners and Management”, “Equity Compensation Plan Information” and “Executive Compensation” in the Company’s definitive Proxy Statement to be filed within 120 days of the end of our fiscal year is incorporated herein by reference.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
−Removed: The information contained under the captions “Certain Relationships and Related Transactions and Director Independence” and “Proposal One:
+Added: The information contained under the captions “Certain Relationships and Related Party Transactions and Director Independence” and “Proposal 1:
Election of Directors” in the Company’s definitive Proxy Statement to be filed within 120 days of the end of our fiscal year is incorporated herein by reference.
10 unchanged sentences
Notes to Consolidated Financial Statements
−Removed: Reports of Independent Registered Public Accounting Firm
+Added: Reports of Independent Registered Public Accounting Firm (PCAOB ID:
Management’s Report on Internal Control Over Financial Reporting
3 unchanged sentences
Restated Certificate of Incorporation, incorporated by reference to the registrant’s 2013 Annual Report on Form 10-K, Exhibit 3(a), filed March 7, 2014 (File No.
−Removed: By-Laws, as amended, incorporated by reference to the registrant’s 2008 Annual Report on Form 10-K, Exhibit 3(b), filed March 11, 2009 (File No.
+Added: By-Laws, as amended
Certificate of Amendment of the Certificate of Incorporation of Astronics Corporation, incorporated by reference to the registrant’s Form 8-K, Exhibit 3.1, filed July 1, 2016 (File No.
27 unchanged sentences
1 to the Fifth Amended and Restated Credit Agreement, filed as Exhibit 10.1 on Form 8-K filed on May 4, 2020 (File No.
+Added: Astronics Corporation Amended and Restated 2017 Long Term Incentive Plan, (incorporated by reference as Exhibit A to the Registrant’s Definitive Proxy Statement on Schedule 14A, as filed with the Commission on April 13, 2021).
+Added: Amendment No.
+Added: 2 to the Fifth Amended and Restated Credit Agreement, filed as Exhibit 10.1 on Form 8-K filed on March 2, 2022 (File No.
Subsidiaries of the Registrant;
22 unchanged sentences
2021 Allowance for Estimated Credit Losses $ 3,218 $ 90 $ ( 125 ) $ 3,183
−Removed: Reserve for Inventory Valuation $ 33,606 $ 4,166 $ ( 4,362 ) $ 33,410
+Added: Reserve for Excess and Obsolete Inventories $ 33,410 $ 3,852 $ ( 3,487 ) $ 33,775
Deferred Tax Valuation Allowance $ 37,168 $ 7,100 $ ( 749 ) $ 43,519
2020 Allowance for Estimated Credit Losses $ 3,559 $ 1,913 $ ( 2,254 ) $ 3,218
−Removed: Reserve for Inventory Valuation $ 20,826 $ 14,803 $ ( 2,023 ) $ 33,606
+Added: Reserve for Excess and Obsolete Inventories $ 33,606 $ 4,166 $ ( 4,362 ) $ 33,410
Deferred Tax Valuation Allowance $ 13,303 $ 23,152 $ 713 $ 37,168
2019 Allowance for Estimated Credit Losses $ 1,486 $ 2,144 $ ( 71 ) $ 3,559
−Removed: Reserve for Inventory Valuation $ 18,013 $ 2,682 $ 131 $ 20,826
+Added: Reserve for Excess and Obsolete Inventories $ 20,826 $ 14,803 $ ( 2,023 ) $ 33,606
Deferred Tax Valuation Allowance $ 8,098 $ 5,205 $ — $ 13,303
14 unchanged sentences
Hedges Corporate Controller and Principal Accounting Officer March 4, 2022
−Removed: /s/ Raymond W.
−Removed: March 1, 2021
/s/ Robert T.
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.