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c) Changes in Internal Control over Financial Reporting
−Removed: The Company completed the acquisition of HCS-Electronic Materials on November 1, 2021.
−Removed: As permitted by SEC guidance, the scope of our evaluation of internal control over financial reporting as of December 31, 2021 did not include the internal control over financial reporting of HCS-Electronic Materials.
−Removed: The results of HCS-Electronic Materials are included in our consolidated financial statements from the date of acquisition and constituted 22% of total assets as of December 31, 2021 and less than 1% of net sales and net income for the year then ended.
There have been no changes in our internal control over financial reporting identified in connection with the evaluation required by Rules 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the three months ended December 31, 2022 that have materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.
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4.2 Amendment No.
−Removed: 1 , dated September 30, 2021, to Third Amended and Restated Credit Agreement, dated September 24, 2019, by and among Materion, Materion’s subsidiary, Materion Netherlands B.V., Materion’s other foreign subsidiaries party thereto from time to time, the financial institutions party thereto from time to time as lenders, JPMorgan Chase Bank, N.A., as administrative agent, Wells Fargo Bank National Association and Bank of America, N.A., as co-syndication agents, and KeyBank National Association, as documentation agent.
+Added: 1, dated September 30, 2021, to Third Amended and Restated Credit Agreement, dated September 24, 2019, by and among Materion, Materion’s subsidiary, Materion Netherlands B.V., Materion’s other foreign subsidiaries party thereto from time to time, the financial institutions party thereto from time to time as lenders, JPMorgan Chase Bank, N.A., as administrative agent, Wells Fargo Bank National Association and Bank of America, N.A., as co-syndication agents, and KeyBank National Association, as documentation agent (filed as Exhibit 4.2 to the Company's Annual Report on Form 10-K for the year ended December 31, 2021), incorporated herein by reference.
4.3 Fourth Amended and Restated Credit Agreement, by and among Materion Corporation, Materion Netherlands B.V., the other foreign borrowers party thereto from time to time, the financial institutions party thereto from time to time as lenders, JPMorgan Chase Bank, N.A., as administrative agent, Wells Fargo Bank, National Association and Bank of America, N.A., as co-syndication agents, KeyBank National Association, as documentation agent, and JPMorgan Chase Bank, N.A., Wells Fargo Securities, LLC and BofA Securities, Inc., as joint bookrunners and joint lead arrangers (filed as Exhibit 10.1 to the Company's 8-K filed on November 1, 2021), incorporated herein by reference.
+Added: 4.4# Amendment No.
+Added: 1 dated as of January 13, 2023 to Fourth Amended and Restated Credit Agreement dated as of October 27, 2021, by and among Materion Corporation (the “Company”), Materion Netherlands B.V.
+Added: (the “Dutch Borrower” and, together with the Company, the “Borrowers”), the financial institutions listed on the signature pages hereof and JPMorgan Chase Bank, N.A., as Administrative Agent (the “Administrative Agent”), under that certain Fourth Amended and Restated Credit Agreement dated as of October 27, 2021 by and among the Company, the Dutch Borrower, the other Foreign Subsidiary Borrowers from time to time party thereto.
10.1 Metals Consignment Agreement, dated as of August 12, 2022 , among Materion Corporation, certain of its subsidiaries and Bank of Montreal (filed as Exhibit 10.1 to the Company's Form 8-K Filed on August 15, 2022), incorporated herein by reference.
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(formerly Ameritrust Company National Association) on behalf of the Company’s executive officers (filed as Exhibit 10e to the Company’s Annual Report on Form 10-K for the year ended December 31, 1994), incorporated herein by reference.
−Removed: 10.14* 2019 Management Incentive Plan (filed as Exhibit 10.12 to the Company's Annual Report on Form 10-K for the year ended December 31, 2019), incorporated herein by reference.
+Added: 10.14* 2022 Management Incentive Plan (filed as Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the period ended April 1, 2022), incorporated herein by reference.
10.15* Materion and Subsidiaries Management Incentive Plan for the 2020 Plan Year (filed as Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the period ended March 27, 2020), incorporated herein by reference.
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333-217633), incorporated herein by reference.
−Removed: 10.18* Form of 2018 Restricted Stock Unit Agreement covering grants made in 2018 and 2019 (filed as Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the period ended March 30, 2018), incorporated herein by reference.
+Added: 10.18* Form of 2022 Restricted Stock Unit Agreement (Stock-Settled) under the Materion Corporation 2006 Stock Incentive Plan (As Amended and Restated as of May 3, 2017), covering grants made in 2022 (filed as Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the period ended April 1, 2022), incorporated herein by reference.
10.19* Form of 2020 Restricted Stock Unit Agreement (Stock-Settled) under the Materion Corporation 2006 Stock Incentive Plan (As Amended and Restated as of May 3, 2017), covering grants made in 2020 (filed as Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the period ended March 27, 2020), incorporated herein by reference.
10.20* Form of 2021 Restricted Stock Unit Agreement (Stock-Settled) under the Materion Corporation 2006 Stock Incentive Plan (As Amended and Restated as of May 3, 2017), covering grants made in 2021 (filed as Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the period ended April 2, 2021), incorporated herein by reference.
−Removed: 10.21* Form of 2018 Performance-Based Restricted Stock Unit Agreement covering grants made in 2018 and 2019 (filed as Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the period ended March 30, 2018), incorporated herein by reference.
+Added: 10.21* Form of 2022 Performance-Based Restricted Stock Unit Agreement under the Materion Corporation 2006 Stock Incentive Plan (As Amended and Restated as of May 3, 2017), covering grants made in 2022 (filed as Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the period ended April 1, 2022), incorporated herein by reference.
10.22* Form of 2020 Performance-Based Restricted Stock Units Agreement under the Materion Corporation 2006 Stock Incentive Plan (As Amended and Restated as of May 3, 2017), covering grants made in 2020 (filed as Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the period ended March 27, 2020), incorporated herein by reference.
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(23.1)# Consent of Ernst & Young LLP .
−Removed: (23.2)# Consent of Donald E.
−Removed: (23.3)# Consent of Christopher Emanuel .
−Removed: (23.4)# Consent of Sarah K.
(24)# Powers of Attorney .
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(95)# Mine Safety Disclosure Pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act for the Fiscal Year Ended December 31, 2022.
−Removed: (96)# Technical Report Summary on the Spor Mountain Mine
(101.INS)# Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
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/s/ Shelly M.
−Removed: Chadwick Vice President, Finance and Chief Financial Officer (Principal Financial and Accounting Officer) February 17, 2022
+Added: Chadwick Vice President, Finance and Chief Financial Officer (Principal Financial Officer) February 16, 2023
+Added: Zaranec Chief Accounting Officer February 16, 2023
* Director February 16, 2023
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Schedule II—Valuation and Qualifying Accounts
−Removed: Allowance for uncollectible accounts:
−Removed: 2021 2020 2019
−Removed: Balance at Beginning of Period $ 536 $ 392 $ 616
−Removed: Charged to Costs and Expenses (1) 65 224 ( 39 )
−Removed: Charged to Other Accounts(7) 225 — —
−Removed: Deductions (2) ( 282 ) ( 80 ) ( 185 )
−Removed: Balance at End of Period $ 544 $ 536 $ 392
−Removed: Allowance for inventory reserves:
−Removed: 2021 2020 2019
−Removed: Balance at Beginning of Period $ 22,149 $ 14,697 $ 13,065
−Removed: Charged to Costs and Expenses (3) 506 9,282 2,367
−Removed: Charged to Other Accounts(7) 4,219 — —
−Removed: Deductions (4) ( 2,769 ) ( 1,830 ) ( 735 )
−Removed: Balance at End of Period $ 24,105 $ 22,149 $ 14,697
Valuation allowance on deferred tax assets:
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Balance at End of Period $ 4,935 $ 4,957 $ 14,134
−Removed: (1) Provision for uncollectible accounts included in expenses.
−Removed: (2) Bad debts written-off, net of recoveries.
−Removed: (3) Provisions for surplus and obsolete inventory and lower cost or net realizable value included in expenses.
−Removed: (4) Inventory write-offs.
(1) Increase in valuation allowance is recorded as a component of the provision for income taxes.
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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.