What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2022-03-17 compared with 2021-03-16 · 35 added, 28 removed, 144 unchanged (30% of the section changed)

48 unchanged sentences

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/Fiondella, Milone & LaSaracina LLP

Fiondella, Milone & LaSaracina LLP

2 unchanged sentences

ITEM 9B OTHER INFORMATION

ITEM 9C DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.

Not applicable.

ITEM 10 DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

8 unchanged sentences

ITEM 11 EXECUTIVE COMPENSATION

Information concerning director and executive compensation is incorporated herein by reference to portions of the Proxy Statement under the captions “Director Compensation in Fiscal 2020,” “Executive Compensation,” “Stock Options,” “Outstanding Equity Awards at Fiscal Year-End,” and “Termination of Employment and Change in Control Arrangements.” The Compensation Committee of the Board of Directors operates under the Compensation Committee Charter, which can be found on the Company’s website at https://www.easterncompany.com/ by clicking on Corporate Governance.

Information concerning director and executive compensation is incorporated herein by reference to portions of the Proxy Statement under the captions “Director Compensation in Fiscal 2020,” “Executive Compensation,” “Stock Based Awards,” “Outstanding Equity Awards at Fiscal Year-End,” and “Termination of Employment and Change in Control Arrangements.” The Compensation Committee of the Board of Directors operates under the Compensation Committee Charter, which can be found on the Company’s website at https://www.easterncompany.com/ by clicking on Corporate Governance.

ITEM 12 SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

2 unchanged sentences

Plan category

Number of securities to be issued upon exercise of outstanding options, warrants and rights

Weighted-average exercise price of outstanding options, warrants and rights

Number of securities to be issued upon exercise of outstanding awards, warrants and rights

Weighted-average exercise price of outstanding awards, warrants and rights

Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))

3 unchanged sentences

Information concerning security ownership of certain beneficial owners is incorporated herein by reference to the Proxy Statement under the caption “Security Ownership of Certain Beneficial Owners and Management”.

Information concerning security ownership of management is incorporated herein by reference to the Proxy Statement under the captions “Security Ownership of Certain Beneficial Owners and Management”, “Executive Compensation”, “Stock Based Awards”, “Options Exercised in Fiscal 2020”, and “Outstanding Equity Awards at Fiscal Year-End”.

Information concerning security ownership of management is incorporated herein by reference to the Proxy Statement under the captions “Security Ownership of Certain Beneficial Owners and Management”, “Executive Compensation”, “Stock Based Awards”, “Awards Exercised in Fiscal 2021”, and “Outstanding Equity Awards at Fiscal Year-End”.

See also the equity compensation plan information in Item 5 of this Form 10-K.

6 unchanged sentences

ITEM 15 EXHIBITS, FINANCIAL STATEMENT SCHEDULE

Documents filed as part of this Form 10-K:

(a) Documents filed as part of this Form 10-K:

(1) Financial statements

Consolidated Balance Sheets — January 2, 2021 and December 28, 2019

Consolidated Statements of Income — Fiscal years ended January 2, 2021, December 28, 2019

Consolidated Statements of Comprehensive Income — Fiscal years ended January 2, 2021, December 28, 2019

Consolidated Statements of Shareholders’ Equity — Fiscal years ended January 2, 2021, December 28, 2019

Consolidated Statements of Cash Flows — Fiscal years ended January 2, 2021, December 28, 2019

Consolidated Balance Sheets — January 1, 2022 and January 2, 2021

Consolidated Statements of Income — Fiscal years ended January 1, 2022 and January 2, 2021

Consolidated Statements of Comprehensive Income — Fiscal years ended January 1, 2022 and January 2, 2021

Consolidated Statements of Shareholders’ Equity — Fiscal years ended January 1, 2022 and January 2, 2021

Consolidated Statements of Cash Flows — Fiscal years ended January 1, 2022 and January 2, 2021

Notes to Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm

Report of Independent Registered Public Accounting Firm (PCAOB ID 2230 )

(2) Financial Statement Schedules

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001-35383) filed on May 6, 2020).

Amended and Restated By-Laws of the Company, as Amended through April 27, 2016 (conformed copy) (incorporated by reference to Exhibit 3.2 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 28, 2020 (SEC File No.

001-35383) filed on May 6, 2020).

Amended and Restated By-Laws of the Company, as Amended through March 11, 2022 (incorporated herein by reference to Exhibit 3(ii) to the Company’s Current Report on Form 8-K (SEC File No.

001-35383) filed on March 11, 2022).

Description of Securities (filed herewith).

2 unchanged sentences

001-35383), filed January 22, 2018).

Change in Control Agreement, dated as of March 8, 2021, between the Company and James P.

Woidke (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No.

001-35383), filed March 12, 2021).

Termination Agreement, dated as of January 14, 2022, between the Company and James P.

Woidke (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No.

001-35383), filed January 19, 2022).

The Company’s Directors’ Fee Program, effective as of October 1, 1996 (incorporated herein by reference to the Company’s Registration Statement on Form S-8, as amended (SEC File No.

14 unchanged sentences

The following materials from the Company’s Annual Report on Form 10-K for the year ended January 1, 2022, formatted in Inline Extensible Business Reporting Language (iXBRL):

(i) the Consolidated Balance Sheets as of January 2, 2021 and December 28, 2019;

(ii) the Consolidated Statements of Income for the fiscal years ended January 2, 2021 and December 28, 2019;

(iii) the Consolidated Statements of Comprehensive Income for the fiscal years ended January 2, 2021 and December 28, 2019;

(iv) the Consolidated Statements of Shareholders’ Equity for the fiscal years ended January 2, 2021 and December 28, 2019;

(v) the Consolidated Statements of Cash Flows for the fiscal years ended January 2, 2021 and December 28, 2019;

(i) the Consolidated Balance Sheets as of January 1, 2022 and January 2, 2021;

(ii) the Consolidated Statements of Income for the fiscal years ended January 1, 2022 and January 2, 2021;

(iii) the Consolidated Statements of Comprehensive Income for the fiscal years ended January 1, 2022 and January 2, 2021;

(iv) the Consolidated Statements of Shareholders’ Equity for the fiscal years ended January 1, 2022 and January 2, 2021;

(v) the Consolidated Statements of Cash Flows for the fiscal years ended January 1, 2022 and January 2, 2021;

and (vi) the Notes to the Consolidated Financial Statements (filed herewith).

11 unchanged sentences

Allowance for doubtful accounts

$ -24,000 (c)

Fiscal year ended December 28, 2019:

$ -72,000 (b)

Fiscal year ended January 2, 2021:

Deducted from asset accounts:

Allowance for doubtful accounts

Uncollectible accounts written off, net of recoveries.

Acquired company opening balance.

Disposed companies ending balance.

$ -24,000 (b)

(a) Uncollectible accounts written off, net of recoveries.

(b) Disposed companies ending balances.

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.

1 unchanged sentence

THE EASTERN COMPANY

Vice President and Chief Financial Officer

Sullivan III Vice President and Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

1 unchanged sentence

March 17, 2022

President, Chief Executive Officer and Director (Principal Executive Officer)

President, Chief Executive Officer and Director

(Principal Executive Officer)

March 17, 2022

9 unchanged sentences

March 17, 2022

/s/ Michael A.

March 17, 2022

/s/ Peggy Scott

March 16, 2021

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