1 unchanged sentence
Not applicable
−Removed: Exhibit 2.1 Agreement and Plan of Merger, dated February 28, 2022, by and among Crane Co., Crane Holdings, Co., and Crane Transaction Company, LLC (included as Appendix A to the proxy statement/prospectus included in Amendment No.
−Removed: 2 to Crane Holdings, Co.’s Registration Statement on Form S-4 (Registration No.
−Removed: 333-263119) filed on April 14, 2022) (incorporated by reference to Exhibit 2.1 to Crane Holdings, Co.'s Current Report on Form 8-K12G3 filed on May 16, 2022).
−Removed: Exhibit 2.2 Stock Purchase Agreement, dated as of August 12, 2022, by and among Crane Holdings, Co., Crane Company, Redco Corporation and Spruce Lake Liability Management Holdco LLC (incorporated by reference to Exhibit 2.1 to Crane Holdings, Co.'s Current Report on Form 8-K filed on August 15, 2022).
−Removed: Exhibit 3.1 Amended and Restated Certificate of Incorporation of Crane Holdings, Co.
−Removed: (incorporated by reference to Exhibit 3.1 to Crane Holdings, Co.'s Current Report on Form 8-K12G3 filed on May 16, 2022).
−Removed: Exhibit 3.2 Amended and Restated By-laws of Crane Holdings, Co.
+Added: Exhibit 2.1 Separation and Distribution Agreement, dated as of April 3, 2023, by and between Crane NXT, Co.
+Added: and Crane Company (incorporated by reference to Exhibit 2.1 to Crane NXT, Co.’s Current Report on Form 8-K filed on April 3, 2023) .
+Added: Exhibit 3.1 Amended and Restated Certificate of Incorporation of Crane NXT, Co.
(incorporated by reference to Exhibit 3.1 to Crane Holdings, Co.'s Current Report on Form 8-K12G3 filed on May 16, 2022).
−Removed: Exhibit 4.1 First Supplemental Indenture to the Indenture dated December 13, 2013, dated as of May 16, 2022, between Crane Holdings, Co.
−Removed: Bank Trust Company, National Association (incorporated by reference to Exhibit 4.2 to Crane Holdings, Co.'s Current Report on Form 8-K12G3 filed on May 16, 2022).
−Removed: Exhibit 4.2 First Supplemental Indenture to the Indenture dated April 1, 1991, dated as of May 16, 2022, between Crane Holdings, Co.
−Removed: Bank Trust Company, National Association (incorporated by reference to Exhibit 4.5 to Crane Holdings, Co.'s Current Report on Form 8-K12G3 filed on May 16, 2022).
−Removed: Exhibit 4.3 First Supplemental Indenture to the Indenture dated February 5, 2018, dated as of May 16, 2022, between Crane Holdings, Co.
−Removed: Bank Trust Company, National Association (incorporated by reference to Exhibit 4.8 to Crane Holdings, Co.'s Current Report on Form 8-K12G3 filed on May 16, 2022).
−Removed: Exhibit 10.1 Amendment No.
−Removed: 1, dated as of May 16, 2022, by and among Crane Holdings, Co., Crane Co., CR Holdings C.V., each Lender party thereto, and JPMorgan Chase Bank, N.A.
−Removed: (incorporated by reference to Exhibit 10.1 to Crane Holdings, Co.'s Current Report on Form 8-K filed on May 16, 2022).
−Removed: Exhibit 10.2 Form of Commercial Paper Dealer Agreement by and between Crane Holdings, Co.
−Removed: and the respective commercial paper dealer party thereto (incorporated by reference to Exhibit 10.2 to Crane Holdings, Co.'s Current Report on Form 8-K12G3 filed on May 16, 2022).
−Removed: Exhibit 10.3 364-Day Credit Agreement, dated as of August 11, 2022, by and among Crane Holdings, Co., as borrower, the financial institutions party thereto, as lenders, and JPMorgan Chase Bank, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to Crane Holdings, Co.'s Current Report on Form 8-K filed on August 15, 2022).
+Added: Exhibit 3.2 Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Crane NXT, Co.
+Added: (incorporated by reference to Exhibit 3.2 to Crane NXT, Co.’s Current Report on Form 8-K filed on April 3, 2023).
+Added: Exhibit 3.3 Amended and Restated By-laws of Crane NXT, Co., dated as of April 3, 2023 (incorporated by reference to Exhibit 3.3 to Crane NXT, Co.’s Current Report on Form 8-K filed on April 3, 2023).
+Added: Exhibit 10.1* Offer Letter between Crane NXT, Co.
+Added: and Christina Cristiano.
+Added: Exhibit 10.2* Offer Letter between Crane NXT, Co.
+Added: and Paul Igoe.
+Added: Exhibit 10.3* Offer Letter between Crane NXT, Co.
+Added: and Jennifer Kartono.
+Added: Exhibit 10.4* Offer Letter between Crane NXT, Co.
+Added: and Bianca Shardelow.
+Added: Exhibit 10.5* Crane NXT, Co.
+Added: Benefit Equalization Plan.
+Added: Exhibit 10.6* Crane NXT, Co.
+Added: Annual Incentive Plan .
+Added: Exhibit 10.7 Credit Agreement, dated as of March 17, 2023, by and among Crane NXT, Co., as borrower, the lenders and issuing banks party thereto, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, and the other agents and arrangers party thereto.
+Added: Exhibit 10.8 Transition Services Agreement, dated as of April 3, 2023, by and between Crane NXT, Co.
+Added: and Crane Company (incorporated by reference to Exhibit 10.1 to Crane NXT, Co.’s Current Report on Form 8-K filed on April 3, 2023).
+Added: Exhibit 10.9 Tax Matters Agreement, dated as of April 3, 2023, by and between Crane NXT, Co.
+Added: and Crane Company (incorporated by reference to Exhibit 10.2 to Crane NXT, Co.’s Current Report on Form 8-K filed on April 3, 2023).
+Added: Exhibit 10.10 Employee Matters Agreement, dated as of April 3, 2023, by and between Crane NXT, Co.
+Added: and Crane Company (incorporated by reference to Exhibit 10.3 to Crane NXT, Co.’s Current Report on Form 8-K filed on April 3, 2023).
+Added: Exhibit 10.11 Intellectual Property Matters Agreement, dated as of April 3, 2023, by and between Crane NXT, Co.
+Added: and Crane Company (incorporated by reference to Exhibit 10.4 to Crane NXT, Co.’s Current Report on Form 8-K filed on April 3, 2023).
+Added: Exhibit 10.12 Collateral Agreement, dated as of March 31, 2023, by and among Crane NXT, Co., the subsidiary grantors party thereto and JPMorgan Chase, N.A., as administrative agent (incorporated by reference to Exhibit 10.5 to Crane NXT, Co.’s Current Report on Form 8-K filed on April 3, 2023).
Exhibit 31.1* Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a)
12 unchanged sentences
Pursuant to the requirements 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.
−Removed: CRANE HOLDINGS, CO.
−Removed: November 1, 2022 By /s/ Max H.
+Added: CRANE NXT, CO.
+Added: May 10, 2023 By /s/ Aaron Saak
President and Chief Executive Officer
−Removed: Date By /s/ Richard A.
−Removed: November 1, 2022 Richard A.
+Added: Date By /s/ Christina Cristiano
+Added: May 10, 2023 Christina Cristiano
Senior Vice President and Chief Financial Officer
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.