1 unchanged sentence
Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures
−Removed: Federated Hermes carried out an evaluation, under the supervision and with the participation of management, including Federated Hermes' President and Chief Executive Officer and Chief Financial Officer, of the effectiveness of Federated Hermes' disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of December 31, 2021.
−Removed: Based upon that evaluation, the President and Chief Executive Officer and the Chief Financial Officer concluded that Federated Hermes' disclosure controls and procedures were effective at December 31, 2021.
+Added: Federated Hermes carried out an evaluation, under the supervision and with the participation of management, including Federated Hermes’ President and CEO and Chief Financial Officer, of the effectiveness of Federated Hermes’ disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of December 31, 2022.
+Added: Based upon that evaluation, the President and CEO and the Chief Financial Officer concluded that Federated Hermes’ disclosure controls and procedures were effective at December 31, 2022.
Management’s Report on Internal Control Over Financial Reporting
22 unchanged sentences
ITEM 13 – CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
−Removed: The information required by this Item is contained in Federated Hermes' Information Statement for the 2022 Annual Meeting of Shareholders under the captions Transactions with Related Persons, Conflict of Interest Policies and Procedures and Board of Directors and Election of Directors and is incorporated herein by reference.
+Added: The information required by this Item is contained in Federated Hermes’ Information Statement for the 2023 Annual Meeting of Shareholders under the captions Related Person Transactions, Conflict of Interest Policies and Procedures and Board of Directors and Election of Directors and is incorporated herein by reference.
ITEM 14 – PRINCIPAL ACCOUNTING FEES AND SERVICES
25 unchanged sentences
Restated Bylaws of Federated Hermes, Inc.
−Removed: (incorporated by reference to Exhibit 3.2 to the Form 8-K dated February 3, 2020 (File No.
−Removed: Amendment to Section 3.01 of the Federated Hermes, Inc.
−Removed: Restated Bylaw (incorporated by reference to Exhibit 3.1 to the Form 8-K dated April 2, 2020 (File No.
−Removed: Restated Bylaws of Federated Hermes, Inc.
−Removed: (incorporated by reference to Exhibit 3.1 to the March 31.
−Removed: 2020 Quarterly Report on Form 10-Q (File No.
+Added: (incorporated by reference to Exhibit 3.1 to the March 31, 2020 Quarterly Report on Form 10-Q (File No.
Form of Class A Common Stock certificate (incorporated by reference to Exhibit 4.01 to the Registration Statement on Form S-4 (File No.
23 unchanged sentences
Employment Agreement, dated July 6, 1983, between Federated Investors and an executive officer (incorporated by reference to Exhibit 10.69 to the Annual Report on Form 10-K for the fiscal year ended December 31, 2010 (File No.
−Removed: Federated Investors, Inc.
−Removed: Stock Incentive Plan, amended as of April 28, 2011 (incorporated by reference to Exhibit 10.1 to the March 31, 2011 Quarterly Report on Form 10-Q (File No.
Amendments No.
27 unchanged sentences
2 to Third Amended and Restated Credit Agreement, dated October 26, 2018, by and among Federated Investors, Inc., each of the guarantors (as defined in the Third Amended and Restated Credit Agreement), the lenders (as defined in the Third Amended and Restated Credit Agreement), and PNC Bank, National Association, as administrative agent for the lenders (incorporated by reference to Exhibit 10.3 to the September 30, 2018 Quarterly Report on Form 10-Q (File No.
−Removed: Form of Bonus Restricted Stock Program Award Agreement for Awards to Employees in the United Kingdom (incorporated by reference to Exhibit 10.93 to the Annual Report on Form 10-K for the fiscal year ended December 31, 2018 (File No.
Form of Hermes Long-Term Incentive Plan Award Agreement (incorporated by reference to Exhibit 10.23 to the March 31, 2019 Quarterly Report on Form 10-Q (File No.
27 unchanged sentences
UK Sub-Plan to the Federated Hermes, Inc.
−Removed: Stock Incentive Plan, as amended as of January 27, 2022 (filed herewith)
−Removed: Form of Restricted Stock Award Agreement (Pool A and Pool B) for UK Sub-Plan (filed herewith)
−Removed: Form of Restricted Stock Award Agreement (Pool A) for UK Sub-Plan (filed herewith)
−Removed: Form of Restricted Stock Award Agreement (Pool A) for Singapore (filed herewith)
−Removed: Form of Restricted Stock Award Agreement (Retiring Employee) for UK Sub-Plan (filed herewith)
+Added: Stock Incentive Plan, as amended as of January 27, 2022 (incorporated by reference to Exhibit 10.135 to the Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (File No.
+Added: Form of Restricted Stock Award Agreement (Pool A and Pool B) for UK Sub-Plan (incorporated by reference to Exhibit 10.136 to the Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (File No.
+Added: Form of Restricted Stock Award Agreement (Pool A) for UK Sub-Plan (incorporated by reference to Exhibit 10.137 to the Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (File No.
+Added: Form of Restricted Stock Award Agreement (Pool A) for Singapore (incorporated by reference to Exhibit 10.138 to the Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (File No.
+Added: Form of Restricted Stock Award Agreement (Retiring Employee) for UK Sub-Plan (incorporated by reference to Exhibit 10.139 to the Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (File No.
Federated Hermes, Inc.
+Added: $350,000,000 3.29% Senior Notes due March 17, 2032 Note Purchase Agreement dated March 17, 2022 (incorporated by reference to Exhibit 10.1 to the March 31, 2022 Quarterly Report on Form 10-Q (File No.
+Added: Asset Purchase Agreement among Federated Hermes, Inc., C.W.
+Added: Henderson & Associates, Inc.
+Added: and the owners dated as of July 15, 2022 (incorporated by reference to Exhibit 10.1 to the June 30, 2022 Quarterly Report on Form 10-Q (File No.
+Added: First Amendment, dated September 30, 2022, to the Asset Purchase Agreement dated as of July 15, 2022, by and among Federated Hermes, Inc., C.W.
+Added: Henderson & Associates, Inc.
+Added: and the owners (filed herewith)
+Added: Federated Hermes, Inc.
Code of Ethics for Senior Financial Officers, as amended as of January 31, 2020 (incorporated by reference to Exhibit 14.03 to the Annual Report on Form 10-K for the fiscal year ended December 31, 2019 (File No.
Subsidiaries of the Registrant (filed herewith)
−Removed: Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm (filed herewith)
+Added: Consent of Independent Registered Public Accounting Firm (filed herewith)
Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)
34 unchanged sentences
Number Description
−Removed: UK Sub-Plan to the Federated Hermes, Inc.
−Removed: Stock Incentive Plan, as amended as of January 27, 2022
−Removed: Form of Restricted Stock Award Agreement (Pool A and Pool B) for UK Sub-Plan
−Removed: Form of Restricted Stock Award Agreement (Pool A) for UK Sub-Plan
−Removed: Form of Restricted Stock Award Agreement (Pool A) for Singapore
−Removed: Form of Restricted Stock Award Agreement (Retiring Employee) for UK Sub-Plan
+Added: First Amendment, dated September 30, 2022, to the Asset Purchase Agreement dated as of July 15, 2022, by and among Federated Hermes, Inc., C.W.
+Added: Henderson & Associates, Inc.
+Added: and the owners
Subsidiaries of the Registrant
−Removed: Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm
+Added: Consent of Independent Registered Public Accounting Firm
Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
10 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.