24 unchanged sentences
PRINCIPAL ACCOUNTANT FEES AND SERVICES
−Removed: See the information under the captions ”Audit Committee Report” and “Ratification of Selection of the Company's Independent Registered Public Accounting Firm," PricewaterhouseCoopers LLC (PCAOB ID No.
+Added: See the information under the captions ”Audit Committee Report” and “Ratification of Selection of the Company's Independent Registered Public Accounting Firm," PricewaterhouseCoopers LLP (PCAOB ID No.
238 ), in the Proxy Statement, which is incorporated herein by reference.
12 unchanged sentences
All exhibits not attached hereto are incorporated by reference to a prior filing as indicated.
−Removed: Index to Exhibits
3.1.8 Restated Certificate of Incorporation attached as Exhibit 3.1.8 to the Company’s Quarterly Report on Form 10-Q filed February 9, 2021.
−Removed: 3.2.8 Restated and Amended Bylaws attached as Exhibit 3.2.8 to the Company’s Current Report on Form 8-K filed August 26, 2021 .
+Added: 3.2.9 Restated and Amended Bylaws attached as Exhibit 3.2.
+Added: 9 to the Company’s Current Report on Form 8-K filed J uly 5, 2024 .
4.1** Description of Securities
5 unchanged sentences
2015 Equity Incentive Plan attached as Exhibit 10.56 to the Company's Current Report on Form 8-K filed November 16, 2015.
−Removed: 10.57* Form of Restricted Stock Unit Agreement (non-employee directors) attached as Exhibit 10.57 to the Company’s Quarterly Report on Form 10-Q filed February 5, 2016.
10.58* Form of Nonqualified Stock Option Agreement (executives) attached as Exhibit 10.58 to the Company’s Current Report on Form 8-K filed July 1, 2016.
10.63* Jack Henry & Associates, Inc.
−Removed: 2006 Employee Stock Purchase Plan, as amended and restated effective November 10, 2016, attached as Exhibit 99.1 to the Company's Registration Statement on Form S-8 filed November 16, 2016.
−Removed: 10.63* Jack Henry & Associates, Inc.
2017 Annual Incentive Plan, effective September 1, 2017 and approved by the stockholders on November 9, 2017, attached as Exhibit 10.63 to the Company's Current Report on Form 8-K filed November 13, 2017.
1 unchanged sentence
10.69* Form of Performance Shares Agreement attached as Exhibit 10.69 to the Company's Annual Report on Form 10-K filed August 25, 2021.
−Removed: 10.70* Form of Restricted Stock Unit Agreement attached as Exhibit 10.70 to the Company's Annual Report on Form 10-K filed August 25, 2021.
+Added: 10.70* Form of Restricted Stock Unit Agreement (Employees) attached as Exhibit 10.70 to the Company's Annual Report on Form 10-K filed August 25, 2021.
10.71* Form of Indemnification Agreement attached as Exhibit 10.71 to the Company's Current Report on Form 8-K filed February 17, 2022.
7 unchanged sentences
10.75 Term Loan Agreement, dated as of May 16, 2023, among Jack Henry & Associates, Inc., as Borrower, the lenders parties thereto, Truist Bank, as Administrative Agent, and certain other financial institutions as joint lead arrangers and joint book runners attached as Exhibit 10.75 to the Company’s Current Report on Form 8-K filed May 22, 2023.
−Removed: 10.76* ** Form of Performance Shares Agreement.
+Added: 10.76* Form of Performance Shares Agreement attached as Exhibit 10.76 to the Company's Annual Report on Form 10-K filed August 24, 2023.
10.77 Form of Aircraft Time Sharing Agreement between the Company and each of Messrs.
−Removed: Foss, Adelson, Morgan, and Zengel and Mses.
−Removed: Carsley and Swearingen (supersedes Aircraft Time Sharing Agreement for Mr.
−Removed: Foss, originally filed as Exhibit 10.67 to the Company’s Quarterly Report on Form 10-Q filed February 9, 2021).
+Added: Foss, Adelson, and Morgan, and Mses.
+Added: Carsley and Swearingen attached as Exhibit 10.77 to the Company's Annual Report on Form 10-K filed August 24, 2023.
10.78* Jack Henry & Associates, Inc.
−Removed: 2006 Employee Stock Purchase Plan, as amended and restated on August 18 , 2023, effective January 1, 2024.
−Removed: 21.1** List of the Company’s subsidiarie s.
+Added: 2006 Employee Stock Purchase Plan, as amended and restated on August 18, 2023, effective January 1, 2024 attached as Exhibit 10.78 to the C omp any's Annual Report on Form 10-K filed August 24, 2023 .
+Added: 10.79* ** Form of Restricted Stock Unit Agreement (non-employee directors).
+Added: 19.1** Jack Henry & Associates, I nc.
+Added: Trading in C ompany Securities Policy.
+Added: 21.1** List of the Company’s subsidiaries.
23.1** Consent of Independent Registered Public Accounting Firm- PricewaterhouseCoopers LLP.
5 unchanged sentences
Section 1350.
+Added: 97.1** Jack Henry & Associates, Inc.
+Added: Executive Compensation Clawback Policy.
101.INS**** XBRL Instance Document
13 unchanged sentences
JACK HENRY & ASSOCIATES, INC., Registrant
−Removed: By /s/ David B.
+Added: By /s/ Gregory R.
Chief Executive Officer
1 unchanged sentence
Signature Capacity Date
−Removed: Chief Executive Officer and Board Chair
−Removed: (Principal Executive Officer) August 24, 2023
+Added: /s/ Gregory R.
+Added: Chief Executive Officer and President
+Added: (Principal Executive Officer)
+Added: August 26, 2024
Chief Financial Officer and Treasurer
2 unchanged sentences
(Principal Accounting Officer) August 26, 2024
+Added: Executive Board Chair
+Added: August 26, 2024
/s/ Matthew C.
7 unchanged sentences
Director August 26, 2024
−Removed: Director August 24, 2023
/s/ Shruti S.
4 unchanged sentences
Director August 26, 2024
+Added: Director August 26, 2024
+Added: Director August 26, 2024
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.