17 unchanged sentences
In addition, projections of any evaluation of controls effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures.
−Removed: We completed the Zumbro and Chemogas acquisitions in 2019.
−Removed: As of December 31, 2020, management's assessment of and conclusion of the effectiveness of our internal controls over financial reporting of both Zumbro and Chemogas have been completed.
−Removed: Therefore, management's assessment of and conclusion of the effectiveness of our internal control over financial reporting also includes the internal controls over financial reporting of both Zumbro and Chemogas.
As of December 31, 2021, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in the 2013 Internal Control-Integrated Framework (New Framework ) to conduct an assessment of the effectiveness of our internal control over financial reporting.
11 unchanged sentences
Harris, the Company's Chief Executive Officer and President) and "Named Executive Officers" (as to the Company's other executive officers), which information is hereby incorporated herein by reference.
−Removed: (c) Section 16(a) Beneficial Ownership Reporting Compliance.
−Removed: The required information is to be set forth in the 2021 Proxy Statement under the caption “Section 16(a) Beneficial Ownership Reporting Compliance,” which information is hereby incorporated herein by reference.
−Removed: (d) Code of Ethics.
+Added: (c) Code of Ethics.
The required information is to be set forth in the 2022 Proxy Statement under the caption “Codes of Business Conduct and Ethics,” which information is hereby incorporated herein by reference.
Our Code of Ethics for Senior Financial Officers is available on the Corporate Governance page in the Investor Relations section of our website, www.balchem.com.
−Removed: (e) Corporate Governance.
+Added: (d) Corporate Governance.
The required information is to be set forth in the 2022 Proxy Statement under the captions “Nomination of Directors,” and “Committees of the Board of Directors,” which information is hereby incorporated herein by reference.
22 unchanged sentences
3.3 Balchem Corporation Articles of Amendment (incorporated by reference to Exhibit A to the Company’s definitive proxy statement on Schedule 14A filed with the Commission on April 28, 2011).
−Removed: 3.4 By-laws of the Company, as amended and restated as of Feb ruary 11 , 20 2 1 (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K dated February 12, 20 2 1 ).
+Added: 3.4 By-laws of the Company, as amended and restated as of June 17, 2021 (incorporated by reference to Exhibit 3.4 to the Company's Current Report on Form 8-K dated June 21, 2021)
+Added: 4.1 Description of Securities
10.1 Balchem Corporation 401(k)/Profit Sharing Plan, dated January 1, 1998 (incorporated by reference to Exhibit 4 to the Company's Registration Statement on Form S-8, File No.
10 unchanged sentences
10.8 Security and Pledge Agreement dated June 27, 2018 among Balchem Corporation, the Domestic Guarantors and JPMorgan Chase Bank, N.A., (incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K dated July 5, 2018).
−Removed: 10.9 Securities Purchase Agreement among (a) Balchem, (b) Chemogas Gilde B.V., a limited liability company organized and existing under the laws of The Netherlands, (c) Dirk Battig, (d) Dirk Van den Borre, (e) Eric Matthijs, (f) Christophe Marque, (g) Adamo Pia (h) Jurgen De Smet, and (i) Sebastien Verwilghen, dated as of May 2, 2019 (incorporated by reference to the Company’s Current Report on Form 8-K dated May 6, 2019) (certain exhibits and schedules to the Securities Purchase Agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K and the Company will furnish a copy of any such omitted exhibit or Schedule to the SEC upon Request)).
−Removed: 10.10 Equity Purchase Agreement relating to the Equity Interests of Zumbro River Brand, Inc.
−Removed: and Prairie Resources, LLC dated as of December 13, 2019 (incorporated by reference to the Company’s Current Report on Form 8-K Dated December 18, 2019) (certain exhibits and schedules to the Equity Purchase Agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K and the Company will furnish a copy of any such omitted exhibit or Schedule to the SEC upon Request)).
21 Subsidiaries of Registrant.
30 unchanged sentences
February 24, 2022
−Removed: Coombs, Director
−Removed: February 19, 2021
Fischer, Director
February 24, 2022
+Added: /s/ Kathleen Fish
+Added: Kathleen Fish, Director
+Added: February 24, 2022
/s/ Daniel E.
6 unchanged sentences
February 24, 2022
−Removed: John Televantos
+Added: /s/ John Televantos
John Televantos, Director
4 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.