What changed in this filing

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Item 1B. Unresolved Staff Comments

2025-02-26 compared with 2024-02-27 · 24 added, 42 removed, 47 unchanged (58% of the section changed)

2 unchanged sentences

Risk Management and Strategy

Our cybersecurity risk management process is integrated into our Enterprise Risk Management “ERM” process as described in Item 1A.

Our cybersecurity risk management process is integrated into our ERM process as described in Item 1A.

Risk Factors.

2 unchanged sentences

We conduct third-party and internal assessments of our environments, including system penetration testing, test our recovery and response processes, and we consider industry standards when developing our information security program.

The Company has an information security training program, which calls for training all computer-based employees twice per year, through various employee training modules relative to information security matters and phishing simulation events with employees to raise cybersecurity awareness.

The Company has an information security training program, which calls for training all computer-based employees through various employee training modules relative to information security matters and phishing simulation events with employees to raise cybersecurity awareness.

From time to time, we engage third-party assessors, consultants, auditors and others to assist us with evaluating, enhancing, implementing and monitoring our cybersecurity risk-management programs.

We maintain processes to oversee and identify cybersecurity risks associated with our use of third-party service providers such as vigilant contract and vendor due diligence review, as well as annual review of the service providers’ independent audit report where applicable.

We maintain processes to oversee and identify cybersecurity risks associated with our use of third-party service providers such as contract and vendor due diligence review, as well as annual review of the service providers’ independent audit report where applicable.

Like many companies, our systems and those of our third party providers who provide us with services and products may be subject to cybersecurity threats and cybersecurity incidents.

To date, no such cybersecurity incidents have had a material impact on our business or operations.

However, if as a result of any future incidents or our systems are significantly damaged, cease to function properly or are subject to a significant cybersecurity incident, we may suffer an interruption in our ability to manage and operate the business, and our results of operations and financial condition could be adversely affected.

The Company maintains an insurance policy with respect to cybersecurity and has

undergone several simulation, preparedness and response exercises.

To date, no such cybersecurity incidents have had or are reasonably likely to have a material impact on our Company, including its business strategy, results of operations or financial condition.

However, if as a result of any future incidents our systems are significantly damaged, cease to function properly or are subject to a significant cybersecurity incident, we may suffer an interruption in our ability to manage and operate the business, and our results of operations and financial condition could be adversely affected.

The Company maintains an insurance policy with respect to cybersecurity and has undergone several simulation, preparedness and response exercises.

See “Risks Related to Manufacturing and Operations” in Item 1A.

3 unchanged sentences

The Audit Committee regularly monitors the Company’s cybersecurity risks and receives updates from the Chief Information Officer (“CIO”) at each meeting.

In addition, the Audit Committee regularly reviews the overall effectiveness of the information technology security environment.

In addition, the Audit Committee regularly reviews the overall effectiveness of the information technology security environment as part of quarterly updates provided by the CIO.

The CIO reports to the full Board about cybersecurity on an annual basis.

Lisa Dietrich is our CIO.

Dietrich has 25 years of experience in the Information Technology (“IT”) and cybersecurity industry.

In her role as CIO, Ms.

Dietrich is responsible for assessing and managing material risks from cybersecurity threats, including monitoring the prevention, detection, mitigation and remediation of cybersecurity incidents.

On at least a quarterly basis, Ms.

Dietrich chairs the IT Governance Committee, which includes the executive management team.

Our CIO has over 25 years of experience in the Information Technology (“IT”) and cybersecurity industry.

The CIO is responsible for assessing and managing material risks from cybersecurity threats, including monitoring the prevention, detection, mitigation and remediation of cybersecurity incidents.

On at least a quarterly basis, the CIO chairs the IT Governance Committee, which includes the executive management team.

The purpose of this committee is to inform and make strategic decisions on IT-related matters, including the prevention, detection, mitigation and remediation of cybersecurity incidents.

In addition, Ms.

Dietrich regularly reviews key cybersecurity risk metrics and reporting designed to measure the effectiveness of related processes and procedures.

Dietrich utilizes this information in her reporting to the Board and Audit Committee of the Board.

In addition, the CIO regularly reviews key cybersecurity risk metrics and reporting designed to measure the effectiveness of related processes and procedures as part of quarterly updates to the Audit Committee.

The CIO utilizes this information in her reporting to the Board and Audit Committee of the Board.

INFORMATION ABOUT OUR EXECUTIVE OFFICERS

EXECUTIVE OFFICERS OF THE REGISTRANT

Christopher L.

Executive Chairman of the Board since January 1, 2024;

Chairman of the Board from December 21, 2013 to December 31, 2023;

President and Chief Executive Officer from December 31, 2012 to December 31, 2023;

Chief Operating Officer from September 1, 2011 to December 31, 2012;

Director since February 2010.

Chair of the Board since January 1, 2025;

President and Chief Executive Officer since January 1, 2024;

17 unchanged sentences

Deputy General Counsel from 2004 to August 1, 2014.

Executive Vice President, Chief Human Resources Officer since February 25, 2019;

Executive Vice President, Chief Information Officer from July 1, 2016 to February 25, 2019;

Senior Vice President, Tax from 2006 to July 1, 2016.

Executive Vice President, Chief Information Officer since May 9, 2022.

Executive Vice President, Chief Digital Information Officer since February 19, 2025;

Executive Vice President, Chief Information Officer from May 9, 2022 to February 19, 2025.

Senior Vice President and Chief Information Officer, American Greetings Corporation (a global leader in the large and enduring Celebrations marketplace) from March 2018 until April 2022;

Vice President of Business Transformation and Executive Director, American Greetings Corporation from January 2011 to March 2018.

Senior Vice President, Strategy and Business Development since January 1, 2019;

Senior Vice President, Corporate Controller from January 14, 2014 to January 1, 2019;

Corporate Controller from July 1, 2012 to January 14, 2014;

Director, Regional Finance North America from October 1, 2009 to July 1, 2012.

Senior Vice President, President, Global Automation, Cutting and Additive Businesses since January 1, 2019;

Senior Vice President, Strategy and Business Development from August 1, 2016 to January 1, 2019;

President, Lincoln Canada from January 1, 2015 to August 1, 2016;

Director, New Product Development, Consumables R&D from January 1, 2012 to January 1, 2015.

Senior Vice President, President, Americas Welding since January 1, 2024;

Senior Vice President, President International from August 1, 2022 to December 31, 2023;

Senior Vice President, President, International Welding from December 10, 2020 to August 1, 2022;

Vice President, President, Europe Welding from April 1, 2019 to December 10, 2020;

Vice President, President, Global Automation from January 1, 2018 to April 1, 2019;

Director, Business Development, Cutting Products from January 1, 2016 to January 1, 2018.

Executive Vice President, Chief Human Resources Officer, since February 19, 2025;

Senior Vice President, Chief Human Resources Officer, from April 8, 2024 to February 19, 2025.

Global Vice President and Chief Human Resources Officer, Sealed Air Corporation (a global manufacturer of packaging solutions) from 2017 until 2022.

Gregory Doria

5 unchanged sentences

Regional Sales Manager, West Region from October 6, 2014 to February 28, 2017.

Senior Vice President, President, Americas Welding, since February 5, 2025;

Senior Vice President, President, Global Automation, Cutting and Additive Businesses from January 1, 2019 to February 5, 2025;

Senior Vice President, Strategy and Business Development from August 1, 2016 to January 1, 2019;

President, Lincoln Canada from January 1, 2015 to August 1, 2016;

Director, New Product Development, Consumables R&D from January 1, 2012 to January 1, 2015.

The Company has been advised that there is no arrangement or understanding among any one of the officers listed and any other persons pursuant to which he or she was elected as an officer.

The executive officers are elected by the Board of Directors normally for a term of one year and/or until the election of their successors.

The executive officers are elected by the Board normally for a term of one year and/or until the election of their successors.

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 1B. Unresolved Staff Comments