6 unchanged sentences
Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of our financial reporting for external purposes in accordance with accounting principles generally accepted in the United States.
−Removed: Internal control over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect our transactions, providing reasonable assurance that transactions are recorded as necessary for preparation of our financial statements, providing reasonable assurance that receipts and expenditures of Company assets are made in accordance with management authorization, and providing reasonable assurance that unauthorized acquisition, use or disposition of Company assets that could have a material effect on our financial statements would be prevented or
−Removed: detected on a timely basis.
+Added: Internal control over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect our transactions, providing reasonable assurance that transactions are recorded as necessary for preparation of our financial statements, providing reasonable assurance that receipts and expenditures of Company assets are made in accordance with management authorization, and providing reasonable assurance that unauthorized acquisition, use or disposition of Company assets that could have a material effect on our financial statements would be prevented or detected on a timely basis.
Because of its inherent limitations, internal control over financial reporting is not intended to provide absolute assurance that a misstatement of our financial statements would be prevented or detected.
2 unchanged sentences
Changes in Internal Control over Financial Reporting
−Removed: We rely extensively on information systems and technology to manage our business and summarize operating results.
−Removed: We have completed the implementation of a new global ERP system in the second quarter of 2020, which replaces our existing operating and financial systems.
−Removed: The ERP system is designed to accurately maintain the Company’s financial records, enhance operational functionality and provide timely information to the Company’s management team related to the operation of the business.
−Removed: The transition resulted in changes to our internal control over financial reporting as it pertains largely to our application and user access control environments.
−Removed: We believe these changes, which generally introduced additional automation, provide the Company with a stronger internal control environment.
There have been no material changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the last fiscal quarter ended December 31, 2021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
+Added: Table of Conte n t s
Attestation Report of the Independent Registered Public Accounting Firm
12 unchanged sentences
Not applicable
+Added: Table of Conte n t s
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
8 unchanged sentences
Information required by this item is incorporated herein by reference from the Company’s definitive proxy statement for the 2022 annual meeting of stockholders.
+Added: Table of Conte n t s
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
7 unchanged sentences
The information called for by this item is incorporated herein by reference from the Exhibit Index included in this Report.
+Added: Table of Conte n t s
INDEX TO EXHIBITS
6 unchanged sentences
001-31573) filed on December 4, 2019).
−Removed: Description of Securities (filed herewith).
+Added: 4.1 Description of Securities ( incorporated by reference to Exhibit 4.1 of the Company’s Annual Report on Form 10-K (File No.
+Added: 001-31573) filed on February 26, 2021 ).
10.1 Amended and Restated 2012 Share Incentive Plan (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.
28 unchanged sentences
001-31573) filed on November 3, 2020).
−Removed: Separation Agreement dated March 31, 2020 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K/A (File No.
+Added: Table of Conte n t s
+Added: 10.14 Separation Agreement dated August 26, 2021 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K/A (File No.
+Added: 001-31573) filed on September 1, 2021).
+Added: 10.15 Credit Agreement, dated as of April 13, 2021, among Medifast, Inc., certain of its subsidiaries party thereto, the lenders party thereto and Citibank, N.A., in its capacity as administrative agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8 K (File No.
001-31573) filed on April 19, 2021).
+Added: 10.16 Medifast, Inc.
+Added: Amended and Restated Directors’ Deferred Compensation Plan (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 10-Q (File No.
+Added: 001-31573) filed on August 4, 2021.
21.1 Subsidiaries of Medifast, Inc.
7 unchanged sentences
104 Cover Page Interactive Data File - The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
+Added: ____________________
* Indicates a management contract or compensatory plan.
FORM 10-K SUMMARY
+Added: Table of Conte n t s
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.
7 unchanged sentences
February 23, 2022
+Added: Table of Conte n t s
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Company and in the capacities and on the dates indicated.
+Added: Name Title Date
/s/ JEFFREY J.
−Removed: Lead Director
−Removed: February 26, 2021
−Removed: February 26, 2021
+Added: BROWN Lead Director February 23, 2022
+Added: BYRNES Director February 23, 2022
/s/ DANIEL R.
−Removed: Chairman and Chief Executive Officer
−Removed: February 26, 2021
+Added: CHARD Chairman and Chief Executive Officer February 23, 2022
/s/ CONSTANCE J.
−Removed: February 26, 2021
+Added: HALLQUIST Director February 23, 2022
/s/ MICHAEL A.
−Removed: February 26, 2021
−Removed: /s/ STEPHEN K.
−Removed: Vice President Finance and Chief Accounting Officer
−Removed: February 26, 2021
−Removed: Chief Financial Officer
−Removed: February 26, 2021
−Removed: /s/ SCOTT SCHLACKMAN
−Removed: February 26, 2021
+Added: HOER Director February 23, 2022
+Added: /s/ JONATHAN B.
+Added: MACKENZIE Vice President Finance and Chief Accounting Officer February 23, 2022
+Added: MALONEY Chief Financial Officer February 23, 2022
+Added: /s/ SCOTT SCHLACKMAN Director February 23, 2022
Scott Schlackman
/s/ ANDREA B.
−Removed: February 26, 2021
−Removed: /s/ MING XIAN
−Removed: February 26, 2021
+Added: THOMAS Director February 23, 2022
+Added: /s/ MING XIAN Director February 23, 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.