What changed in this filing

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Item 9A. Controls and Procedures

2022-05-25 compared with 2021-05-26 · 25 added, 36 removed, 207 unchanged (23% of the section changed)

14 unchanged sentences

This report, in which they expressed an unqualified opinion, is included below.

The Cardiva Medical, Inc.

On March 1, 2021, we closed our acquisition of Cardiva.

In accordance with the SEC Staff’s interpretative guidance for newly acquired businesses, we are permitted to omit an assessment of an acquired business’s internal control over financial reporting from our assessment of internal control for up to one year from the acquisition date.

As such, we have excluded Cardiva from our annual assessment of internal control over financial reporting as of April 3, 2021, as the acquisition was completed on March 1, 2021.

Cardiva represents less than 30% of total assets as of April 3, 2021 and less than 1% of revenues and losses of 10% as a percentage of net income, respectively, for the year then ended.

enicor GmbH acquisition

On April 1, 2020, we closed our acquisition of enicor GmbH (“enicor”).

We have excluded enicor from our annual assessment of internal control over financial reporting as of April 3, 2021.

The acquisition did not have a material impact on our internal control over financial reporting and is therefore out of scope.

As of April 3, 2021, enicor represents less than 2% of total assets.

For the year ended April 3, 2021, enicor represents less than 1% of revenues and represents net losses of less than 2% of net income.

Changes in Internal Controls

5 unchanged sentences

In our opinion, Haemonetics Corporation and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of April 2, 2022, based on the COSO criteria.

As indicated in the accompanying Management’s Annual Report on Internal Control over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of Cardiva Medical, Inc.

and Enicor GmbH, which are included in the 2021 consolidated financial statements of the Company and constituted 32% and 71% of total assets and net assets, respectively, as of April 3, 2021 and approximately 1% and (13)% of revenues and net income, respectively, for the year then ended.

Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of Cardiva Medical Inc.

and Enicor GmbH.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the 2022 consolidated financial statements of the Company and our report dated May 25, 2022 expressed an unqualified opinion thereon.

18 unchanged sentences

OTHER INFORMATION

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

17 unchanged sentences

Financial Statements required by Item 8 of this Form

Report of Independent Registered Public Accounting Firm

Report of Independent Registered Public Accounting Fir m (PCAOB ID 42 )

Consolidated Statements of Income

30 unchanged sentences

Form of Restricted Stock Unit Award Agreement with Employees under 2019 Long-Term Incentive Compensation Plan (adopted fiscal 2020) (filed as Exhibit 10.3 to the Company's Form 10-Q for the quarter ended September 28, 2019 and incorporated herein by reference) (1).

Form of Performance Share Unit Award Agreement Under 2005 Long-Term Incentive Compensation Plan (rTSR Metrics, adopted fiscal 2018) (filed as Exhibit 10AO to the Company's Form 10-K for the year ended March 31, 2018 and incorporated herein by reference).

Form of Performance Share Unit Award Agreement Under 2005 Long-Term Incentive Compensation Plan (rTSR Metrics, adopted fiscal 2019) (filed as Exhibit 10.3 to the Company's Form 10-Q for the quarter ended June 30, 2018 and incorporated herein by reference) (1).

2 unchanged sentences

Amended and Restated 2007 Employee Stock Purchase Plan (as amended and restated on July 21, 2016 incorporated as Exhibit 10.2 to the Company’s Form 10-Q, for the quarter ended July 2, 2016 and incorporated herein by reference) (1).

Employment Agreement effective as of May 16, 2016 between the Company and Christopher Simon (filed as Exhibit 10.1 to the Company’s Form 8-K dated May 10, 2016 and incorporated herein by reference).

Employment Agreement effective as of May 16, 2016 between the Company and Christopher A.

Simon (filed as Exhibit 10.1 to the Company’s Form 8-K dated May 10, 2016 and incorporated herein by reference) (1).

Executive Severance Agreement between the Company and Christopher A.

7 unchanged sentences

Haemonetics Corporation Worldwide Employee Bonus Plan (as amended and restated effective April 23, 2019) (filed as Exhibit 10.1 to the Company's Form 8-K dated April 29, 2019 and incorporated herein by reference) (1).

CFO Retention and Transition Agreement, dated as of November 8, 2021, by and between the Company and William P.

Burke (filed as Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended January 1, 2022 and incorporated herein by reference) (1).

Form of Indemnification Agreement (as executed with each director and executive officer of the Company) (filed as Exhibit 10.1 to the Company's Form 10-Q for the quarter ended September 29, 2018 and incorporated herein by reference).

Office Lease Agreement, dated as of December 18, 2018, by and between OPG 125 Summer Owner (DE) LLC and the Company (filed as Exhibit 10.1 to the Company's Form 10-Q for the quarter ended December 29, 2018 and incorporated herein by reference) (2).

10X Lease dated July 17, 1990 between the Buncher Company and the Company of property in Pittsburgh, Pennsylvania (filed as Exhibit 10-K to the Company's Form S-1 No.

10X Lease dated July 17, 1990 between the Buncher Company and the Company of property in Leetsdale, Pennsylvania (filed as Exhibit 10-K to the Company's Form S-1 No.

33-39490 and incorporated herein by reference).

10Y First Amendment to lease dated July 17, 1990, made as of April 30, 1991 between Buncher Company and the Company of property in Pittsburgh, Pennsylvania (filed as Exhibit 10AI to the Company's Form 10-Q for the quarter ended December 28, 1996 and incorporated herein by reference).

10Y First Amendment to lease dated July 17, 1990, made as of April 30, 1991 between Buncher Company and the Company of property in Leetsdale, Pennsylvania (filed as Exhibit 10AI to the Company's Form 10-Q for the quarter ended December 28, 1996 and incorporated herein by reference).

Second Amendment to lease dated July 17, 1990, made as of October 18, 2000 between Buncher Company and the Company for the property in Leetsdale, Pennsylvania (filed as Exhibit 10AG to the Company's Form 10-K for the year ended March 29, 2003 and incorporated herein by reference).

10 unchanged sentences

Thirteenth Amendment to lease dated July 17, 1990, made as of December 21, 2020 between Buncher Company and the Company for the property in Leetsdale, Pennsylvania (filed as Exhibit 10.3 to the Company's Form 10-Q for the quarter ended December 26, 2020 and incorporated herein by reference) (3).

Fourteenth Amendment to lease dated July 17, 1990, made as of November 11, 2021 by and between Buncher Company and the Company for property located in Leetsdale, Pennsylvania (filed as Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended January 1, 2022 and incorporated herein by reference) (3).

Industrial Lease Agreement, dated as of May 22, 2020, by and between Clinton Commerce III, LLC and the Company (filed as Exhibit 10.1 to the Company's Form 10-Q for the quarter ended June 27, 2020 and incorporated herein by reference) (3).

58 unchanged sentences

Simon, President and Chief Executive Officer of the Company.

Certification pursuant to Section 302 of Sarbanes-Oxley of 2002 of William Burke, Executive Vice President, Chief Financial Officer of the Company.

Certification pursuant to Section 302 of Sarbanes-Oxley of 2002 of James D'Arecca, Executive Vice President, Chief Financial Officer of the Company.

Certification Pursuant to 18 United States Code Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Christopher A.

Simon, President and Chief Executive Officer of the Company.

Certification Pursuant to 18 United States Code Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of William Burke, Executive Vice President, Chief Financial Officer of the Company.

Certification Pursuant to 18 United States Code Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of James D'Arecca, Executive Vice President, Chief Financial Officer of the Company.

101* The following materials from Haemonetics Corporation on Form 10-K for the year ended April 2, 2022, formatted in inline Extensible Business Reporting Language (XBRL) includes:

1 unchanged sentence

104* Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101).

* Document filed or furnished with this report.

* Document filed with this report.

** Document furnished with this report.

(1) Agreement, plan, or arrangement related to the compensation of officers or directors.

2 unchanged sentences

(3) Certain portions of this exhibit are considered confidential and have been omitted as permitted under SEC rules and regulations.

*** In accordance with Rule 406T of Regulation S-T, the XBRL-related information in Exhibit 101 to this Form 10-K is deemed not filed or part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act, is deemed not filed for the purposes of section 18 of the Exchange Act, and otherwise is not subject to liability under these sections.

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.

9 unchanged sentences

Simon (Principal Executive Officer)

/s/ William Burke Executive Vice President, Chief Financial Officer May 26, 2021

William Burke (Principal Financial Officer)

D'Arecca Executive Vice President, Chief Financial Officer May 25, 2022

D'Arecca (Principal Financial Officer)

/s/ Dan Goldstein Vice President, Corporate Controller May 25, 2022

Dan Goldstein (Principal Accounting Officer)

/s/ Robert Abernathy Director May 26, 2021

Robert Abernathy

/s/ Catherine Burzik Director May 26, 2021

Catherine Burzik

/s/ Robert E.

Abernathy Director May 25, 2022

/s/ Catherine M.

Burzik Director May 25, 2022

/s/ Michael J.

Coyle Director May 25, 2022

/s/ Charles Dockendorff Director May 26, 2021

Charles Dockendorff

/s/ Mark Kroll Director May 26, 2021

/s/ Richard Meelia Director May 26, 2021

Richard Meelia

/s/ Charles J.

Dockendorff Director May 25, 2022

Johnson Director May 25, 2022

Kroll Director May 25, 2022

/s/ Claire Pomeroy Director May 25, 2022

Claire Pomeroy

/s/ Ellen Zane Director May 26, 2021

Zane Director May 25, 2022

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