36 unchanged sentences
Other Information
+Added: None of our directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the quarter ended December 31, 2023.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
4 unchanged sentences
EXECUTIVE OFFICERS
−Removed: Information regarding our executive officers is incorporated herein by reference to the material included under the caption “Executive Officers” in our 2023 Proxy Statement.
+Added: Information regarding our executive officers is included under the caption "Information About Our Executive Officers" in Part I of this annual report on Form 10-K.
+Added: DELINQUENT SECTION 16(a) REPORTS
+Added: Information regarding compliance with Section 16(a) of the Exchange Act is incorporated herein by reference to the material included under the caption "Delinquent Section 16(a) Reports" in our 2024 Proxy Statement.
AUDIT COMMITTEE
Information regarding our Finance and Audit Committee is incorporated herein by reference to the material included under the captions “Committees of the Board” and “Finance and Audit Committee” in our 2024 Proxy Statement.
−Removed: CORPORATE GOVERNANCE
+Added: CODE OF ETHICS
We have adopted a Code of Business Conduct and Ethics and a Financial Leadership Code of Ethics applicable to our principal executive officer, principal financial officer, and principal accounting officer.
−Removed: Each of these documents, as well as the charters of the Governance and Corporate Responsibility Committee, Finance and Audit Committee, Compensation Committee and Executive Committee are available on our website at www.lpcorp.com on the “Investor Relations” tab under the caption “Corporate Governance.”
−Removed: A description of any substantive amendment or waiver of our Financial Leadership Code of Ethics or our Code of Business Conduct applicable to our principal executive officer, our principal financial officer or our principal accounting officer or controller, or persons performing similar functions, will be disclosed on our website at http://www.lpcorp.com under the “Investor Relations” tab, in the Corporate Governance section.
+Added: Each of these documents, as well as the charters of the Governance and Corporate Responsibility Committee, the Finance and Audit Committee, the Compensation Committee and the Executive Committee are available on our website at www.lpcorp.com under the “For Investors” tab in the “Corporate Governance” section under the captions "Additional Policies" (for our Code of Business Conduct and Ethics and our Financial Leadership Code of Ethics) and “Committee Charters” (for charters of the committees listed above).
+Added: A description of any substantive amendment or waiver of our Financial Leadership Code of Ethics or our Code of Business Conduct applicable to our principal executive officer, our principal financial officer and our principal accounting officer will be disclosed on our website at http://www.lpcorp.com under the “For Investors” tab, in the “Corporate Governance” section.
Any such description will be located on our website for a period of 12 months following the amendment or waiver.
10 unchanged sentences
Information regarding fees and services provided by our principal accountant and the LP Finance and Audit Committee’s pre-approval policies and procedures relating thereto is incorporated herein by reference to the material under the caption “Pre-Approval of Audit and Permissible Non-Audit Services of Independent Registered Public Accounting Firm” in the 2024 Proxy Statement.
−Removed: The charter for the Finance and Audit Committee is disclosed on our website at www.lpcorp.com.
−Removed: The information provided on our website is not a part of this annual report on Form 10-K and therefore is not incorporated herein by reference.
Exhibits, Financial Statement Schedules
13 unchanged sentences
Each prior LP filing, which contains an exhibit incorporated by reference herein, is filed under SEC File No.
−Removed: Number Exhibit
−Removed: 2.1 Asset Purchase Agreement, dated as of June 21, 2022, by and among Louisiana-Pacific Corporation, Louisiana-Pacific Canada LTD, Pacific Woodtech Corporation and Pacific Woodtech Canada Holdings Limited.
−Removed: Incorporated herein by reference to Exhibit 2.1 to LP’s Current Report on Form 8-K, dated June 22, 2022.
+Added: Exhibit Number Exhibit
3.1 Restated Certificate of Incorporation of LP.
10 unchanged sentences
Incorporated herein by reference to Exhibit 10.1 to LP’s Current Report on Form 8-K, filed November 29, 2022.
−Removed: 10.2 Amended and Restated 1997 Incentive Stock Award Plan.
−Removed: Incorporated herein by reference to Appendix A to LP’s Definitive Proxy Statement on Schedule 14A, filed on March 23, 2009.*
10.2 Annual Cash Incentive Award Plan, Amended and Restated as of February 12, 2009.
1 unchanged sentence
10.3 2004 Executive Deferred Compensation Plan, Amended and Restated, Effective January 1, 2024.*
−Removed: Incorporated herein by reference to Exhibit 10.13 to LP's Quarterly Report on Form 10-Q for the quarter ended June 30, 2011.*
10.4 2008 Supplemental Executive Retirement Plan, Amended and Restated, Effective January 1, 2008.
20 unchanged sentences
Incorporated herein by reference to Exhibit 10.1 to LP’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2020.*
−Removed: 10.16 Amended and Restated Lo uisiana-Pacific Corporation Non-Employee Directors Compensation Plan.
+Added: 10.15 Amended and Restated Louisiana-Pacific Corporation Non-Employee Directors Compensation Plan.
Incorporated herein by reference to Exhibit 10.2 to LP’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.*
10 unchanged sentences
10.21 Form of Restricted Stock Unit Award Agreement for directors under the 2022 Omnibus Stock Award Plan.
+Added: Incorporated herein by reference to Exhibit 10.22 to LP’s Annual Report on Form 10-K for the year ended December 31, 2022.*
10.22 Form of Restricted Stock Unit Award Agreement under the 2022 Omnibus Stock Award Plan.
+Added: Incorporated herein by reference to Exhibit 10.23 to LP’s Annual Report on Form 10-K for the year ended December 31, 2022.*
10.23 Form of Performance Shares Award Agreement under the 2022 Omnibus Stock Award Plan.
+Added: Form of Performance Shares Award Agreement under the 2022 Omnibus Stock Award Plan.
+Added: Incorporated herein by reference to Exhibit 10.24 to LP’s Annual Report on Form 10-K for the year ended December 31, 2022.*
10.24 Form of Change of Control Employment Agreement.
+Added: Incorporated herein by reference to Exhibit 10.25 to LP’s Annual Report on Form 10-K for the year ended December 31, 2022.*
21 List of LP’s subsidiaries.
3 unchanged sentences
32 Certifications pursuant to §906 of the Sarbanes-Oxley Act of 2002.
+Added: 97 Louisiana-Pacific Corporation NYSE Clawback Policy+
101.INS XBRL Instance Document.
9 unchanged sentences
Form 10-K Summary
−Removed: Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Louisiana-Pacific Corporation, a Delaware corporation (the “registrant”), has duly caused this annual report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized.
+Added: 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.
February 14, 2024 LOUISIANA-PACIFIC CORPORATION
2 unchanged sentences
Chief Financial Officer
−Removed: Pursuant to the requirements of the Securities Exchange Act of 1934, this annual report on Form 10-K has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
+Added: Pursuant to the requirements of the Securities Exchange Act of 1934, this report on has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
Date Signature and Title
2 unchanged sentences
Bradley Southern
−Removed: Chairman of the Board Chief Executive Officer
+Added: Chairman of the Board
+Added: Chief Executive Officer
(Principal Executive Officer)
15 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.