What changed in this filing

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Item 3. Legal Proceedings

2022-08-24 compared with 2021-08-18 · 42 added, 52 removed, 85 unchanged (53% of the section changed)

2 unchanged sentences

Currently, it is management’s opinion that the ultimate resolution of these matters will not have a material adverse effect upon our business, financial condition, results of operation or cash flows.

For a discussion of legal proceedings, investigations, settlements and other contingencies, see Note 9 — “Commitments and Contingent Liabilities” in the Notes to Consolidated Financial Statements in Part II, Item 8 of this Form 10-K.

For a discussion of legal proceedings, investigations, settlements and other contingencies, see Note 9 — “Commitments and Contingent Liabilities” of the Notes to Consolidated Financial Statements in Part II, Item 8 of this Form 10-K.

Item 4 — Mine Safety Disclosures

3 unchanged sentences

and Instruction 3 to Item 401(b) of Regulation S-K,

the following executive officer description information is included as an unnumbered item in Part I of this Report in lieu of being included in the Proxy Statement for our annual meeting of stockholders to be held on October 27, 2021.

Below are our executive officers as of August 24, 2022:

8 unchanged sentences

Sanfilippo served as Vice President Sales and Marketing from October 1995 to August 1999.

Valentine, Chief Financial Officer, Group President and Secretary

Valentine, Group President and Secretary

, age 63 — Mr.

3 unchanged sentences

Valentine was named our Secretary.

In April 2021, Mr.

Valentine announced that he would voluntarily step down as Chief Financial Officer following the filing of this Report.

He will continue in his roles as Group President and Secretary and will also continue to serve as a Director of the Company.

In August 2021, Mr.

Valentine voluntarily stepped down as Chief Financial Officer and plans to retire in fiscal 2023.

He continues in his roles as Group President and Secretary and also continues to serve as a Director of the Company.

Valentine served as our Executive Vice President Finance, Chief Financial Officer and Secretary from January 2001 to November 2006.

4 unchanged sentences

Valentine’s responsibilities also include peanut, almond, imported nut, packaging and other ingredient procurement and our contract packaging business.

Pellegrino, Chief Financial Officer, Executive Vice President, Finance and Administration, and Treasurer

, age 48 — Mr.

Pellegrino has been employed by us since January 2007.

In August 2021, Mr.

Pellegrino was promoted to Chief Financial Officer upon Mr.

Valentine stepping down as Chief Financial Officer (pursuant to his succession plan).

In August 2020, Mr.

Pellegrino was promoted to Executive Vice President, Finance and Administration.

Pellegrino served as our Senior Vice President, Finance from August 2012 to August 2020 and, in August 2016, he was appointed Treasurer.

Pellegrino served as Vice President Finance and Corporate Controller from January 2009 to August 2012.

He served as Corporate Controller from September 2007 to January 2009 and as Director of Accounting from January 2007 to September 2007.

Previously, Mr.

Pellegrino was Internal Audit Manager at W.W.

Grainger, a business-to-business

Prior to that, he was a Manager in the Assurance Practice of PricewaterhouseCoopers LLP.

Pellegrino is responsible for our accounting, finance and treasury functions, our information technology department, our customer solutions department and investor relations.

Sanfilippo, Jr., Chief Operating Officer, President and Assistant Secretary

10 unchanged sentences

Sanfilippo is responsible for overseeing our plant operations, as well as walnut and pecan procurement.

Valentine, Senior Technical Officer

, age 57 — Mr.

Valentine has been employed by us since 1986 and in January 2018 was named our Senior Technical Officer.

He served as our Chief Information Officer from November 2006 to January 2018.

He served as our Executive Vice President Information Technology from August 2001 to November 2006.

Valentine served as Senior Vice President Information Technology from January 2000 to August 2001 and as Vice President of Management Information Systems from January 1995 to January 2000.

Valentine is responsible for providing insight and guidance to executive management regarding strategic direction of our information technology functions that support our corporate strategy.

Wallace, Executive Vice President, Sales and Marketing,

5 unchanged sentences

He is currently responsible for leading our Sales and Marketing departments.

Pellegrino, Executive Vice President, Finance and Administration, and Treasurer

, age 47 — Mr.

Pellegrino has been employed by us since January 2007.

Finn, Vice President, Corporate Controller,

Finn has been employed by us since November 2011 when he started as our Assistant Corporate Controller.

In August 2021, Mr.

Pellegrino was promoted to Executive Vice President, Finance and Administration.

Pellegrino will be appointed as Chief Financial Officer upon Mr.

Valentine stepping down as Chief Financial Officer (pursuant to his succession plan) following the filing of this Report.

Pellegrino served as our Senior Vice President, Finance from August 2012 to August 2020 and, in August 2016, he was appointed Treasurer.

Pellegrino served as Vice President Finance and Corporate Controller from January 2009 to August 2012.

He served as Corporate Controller from September 2007 to January 2009 and as Director of Accounting from January 2007 to September 2007.

Finn was promoted to Vice President, Corporate Controller, and in October 2021, he became the Principal Accounting Officer of the Company.

In August 2018, Mr.

Finn was promoted to Corporate Controller.

He served as our Director, Financial Reporting and Tax from August 2014 to July 2018.

Previously, Mr.

Pellegrino was Internal Audit Manager at W.W.

Grainger, a business-to-business

Prior to that, he was a Manager in the Assurance Practice of PricewaterhouseCoopers LLP.

Pellegrino is responsible for our accounting, finance and treasury functions.

In January 2018 he became responsible for overseeing our information technology department and in June 2019 became responsible for overseeing our Customer Solutions department.

Finn was Manager of External Reporting at Nalco Company.

Prior to that, Mr.

Finn was a Senior Manager in the Assurance Practice at BDO, LLP.

Finn has been a Certified Public Accountant (CPA) since 2000.

Finn is responsible for our accounting, financial reporting, and income tax functions.

RELATIONSHIPS AMONG CERTAIN DIRECTORS AND EXECUTIVE OFFICERS

Below are the relationships among certain directors and executive offices as of August 24, 2022:

Valentine, a director of the Company, is (i) the father of Michael J.

Valentine, an executive officer and director of the Company, and James A.

Valentine, an executive officer of the Company and (ii) the uncle of Jasper B.

Sanfilippo, Jr.

and Jeffrey T.

Sanfilippo, executive officers and directors of the Company, and James J.

Sanfilippo, John E.

Sanfilippo and Lisa A.

Sanfilippo, directors of the Company.

Valentine, Chief Financial Officer, Group President and Secretary and a director of the Company, is (i) the son of Mathias A.

Valentine, (ii) the brother of James A.

Valentine and (iii) the cousin of Jasper B.

Valentine, Group President and Secretary and a director of the Company, is (i) the brother of James A.

Valentine and (ii) the cousin of Jasper B.

Sanfilippo, Jr., Jeffrey T.

6 unchanged sentences

Sanfilippo and Lisa A.

Sanfilippo, (ii) the nephew of Mathias A.

Valentine and (iii) the cousin of Michael J.

Sanfilippo and (ii) the cousin of Michael J.

Valentine and James A.

3 unchanged sentences

Sanfilippo and Lisa A.

Sanfilippo, (ii) the nephew of Mathias A.

Valentine and (iii) the cousin of Michael J.

Sanfilippo and (ii) the cousin of Michael J.

Valentine and James A.

3 unchanged sentences

Sanfilippo and Lisa A.

Sanfilippo, (ii) the nephew of Mathias A.

Valentine and (iii) the cousin of Michael J.

Sanfilippo and (ii) the cousin of Michael J.

Valentine and James A.

Valentine, Senior Technical Officer of the Company, is (i) the son of Mathias A.

Valentine, (ii) the brother of Michael J.

Valentine and (iii) the cousin of Jasper B.

Valentine, Senior Technical Advisor and a director of the Company, is (i) the brother of Michael J.

Valentine and (ii) the cousin of Jasper B.

Sanfilippo, Jr., Jeffrey T.

6 unchanged sentences

Sanfilippo and Lisa A.

Sanfilippo, (ii) the nephew of Mathias A.

Valentine and (iii) the cousin of Michael J.

Sanfilippo and (ii) the cousin of Michael J.

Valentine and James A.

3 unchanged sentences

Sanfilippo and John E.

Sanfilippo, (ii) the niece of Mathias A.

Valentine and (iii) the cousin of Michael J.

Sanfilippo and (ii) the cousin of Michael J.

Valentine and James A.

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 3. Legal Proceedings