20 unchanged sentences
The information required by this Item 10 of Form 10-K concerning our directors is contained in our definitive proxy statement to be filed with the Securities and Exchange Commission within 120 days after December 31, 2024 (“our definitive proxy statement”), and in accordance with General Instruction G to Form 10-K, is hereby incorporated herein by reference.
+Added: Code of Ethics
Our Code of Conduct/Ethics Statement, as amended (the “Code”), is applicable to all officers, directors, and employees.
2 unchanged sentences
We will satisfy any disclosure requirements under Item 5.05 of Form 8-K regarding an amendment to, or waiver from, any provision of the Code with respect to our principal executive officer, principal financial officer, principal accounting officer, and persons performing similar functions by disclosing the nature of such amendment or waiver on our website or in a Current Report on Form 8-K.
+Added: Insider Trading Policy
+Added: We have adopted an insider trading policy governing the purchase, sale and other dispositions of the Company’s stock by its directors, officers and employees that is reasonably designed to promote compliance with insider trading laws, rules and regulations, as well as the NASDAQ Stock Market.
+Added: A copy of our Insider Trading Policy is furnished as Exhibit 19.1 to this Annual Report.
Executive Compensation
63 unchanged sentences
8-K 000-23486 4.1 December 11, 2019
−Removed: 4.4 Rights Agreement, dated as of April 15, 2020, between NN, Inc.
−Removed: and Computershare Inc., as Rights Agent.
−Removed: 8-K 000-23486 4.1 April 16, 2020
4.4 Description of Securities
9 unchanged sentences
8-K 000-23486 10.3 September 2, 2014
−Removed: Incorporation by Reference
−Removed: Number Description of Exhibit Form SEC File No.
−Removed: Exhibit Filing Date
10.3 Indemnity Agreement, effective as of August 29, 2014, by and among NN, Inc.
1 unchanged sentence
8-K 000-23486 10.4 September 2, 2014
+Added: Incorporation by Reference
+Added: Number Description of Exhibit Form SEC File No.
+Added: Exhibit Filing Date
10.4* NN, Inc.
3 unchanged sentences
10-Q 000-23486 10.1 May 10, 2019
−Removed: 10.6 Amendment No.
−Removed: 7 to Amended and Restated Credit Agreement, dated June 11, 2019, by and among NN, Inc., certain NN, Inc.
−Removed: subsidiaries named therein, SunTrust Bank, as administrative agent and certain lenders named therein
−Removed: 8-K 000-23486 10.1 June 12, 2019
10.6* Form of Incentive Stock Option Agreement under the 2019 Omnibus Incentive Plan.
34 unchanged sentences
8-K 001-39268 10.3 March 7, 2023
−Removed: Incorporation by Reference
−Removed: Number Description of Exhibit Form SEC File No.
−Removed: Exhibit Filing Date
−Removed: 10.21 Separation Agreement and General Release, dated as of April 28, 2023, by and between NN, Inc.
−Removed: and Matthew S.
−Removed: 8-K 001-39268 10.1 April 28, 2023
10.20* Letter of Understanding, dated May 8, 2023, by and between NN, Inc.
2 unchanged sentences
10.21* Form of Restricted Share Award Agreement, by and between NN, Inc.
−Removed: and Harold Bevi s.
+Added: and Harold Bevis.
8-K 001-39268 10.2 May 9, 2023
5 unchanged sentences
8-K 001-39268 10.4 May 9, 2023
+Added: Incorporation by Reference
+Added: Number Description of Exhibit Form SEC File No.
+Added: Exhibit Filing Date
10.24* Executive Employment Agreement, effective as of August 10, 2023, by and between NN Canada, Inc.
14 unchanged sentences
10.29* Form of Restricted Share Award Agreement under the 2022 Omnibus Incentive Plan.
+Added: 10-K 001-39268 10.31 March 12, 2024
10.30* Form of Performance Share Unit Award Agreement under the 2022 Omnibus Incentive Plan.
+Added: 10-K 001-39268 10.32 March 12, 2024
+Added: 10.31 Purchase and Sale Agreement and Escrow Agreement, dated March 5, 2024, by and between NN, Inc.
+Added: and Tenet Equity Funding SPE III, LLC.
+Added: 8-K 001-39268 10.1 March 8, 2024
+Added: 10.32 Amendment No.
+Added: 3 to Term Loan Credit Agreement, dated March 15, 2024, by and among NN, Inc., certain subsidiaries of NN, Inc., the lenders party thereto and Oaktree Fund Administration, LLC, as administrative agent.
+Added: 8-K 001-39268 10.1 March 15, 2024
+Added: 10.33 Amendment No.
+Added: 2 to Credit Agreement, dated as of March 15, 2024, by and among NN, Inc., certain subsidiaries of NN, Inc., the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.
+Added: 8-K 001-39268 10.2 March 15, 2024
+Added: 10.34* NN, Inc.
+Added: Amended and Restated 2022 Omnibus Incentive Plan.
+Added: DEF14A 001-39268 Appendix A April 4, 2024
+Added: 10.35* Consulting Agreement by and between NN, Inc.
+Added: and Michael C.
+Added: 8-K 001-39268 10.1 June 24, 2024
+Added: 10.36* Letter of Understanding by and between NN, Inc.
+Added: and Christopher H.
+Added: 8-K 001-39268 10.2 June 24, 2024
+Added: 10.37* Restricted Share Award Agreement by and between NN, Inc.
+Added: and Christopher H.
+Added: 8-K 001-39268 10.3 June 24, 2024
+Added: 10.38* Performance Share Unit Award Agreement by and between NN, Inc.
+Added: and Christopher H.
+Added: 8-K 001-39268 10.4 June 24, 2024
+Added: 10.39* Separation Agreement by and between NN, Inc.
+Added: and Christopher H.
+Added: 8-K 001-39268 10.5 June 24, 2024
+Added: 10.40* Indemnification Agreement by and between NN, Inc.
+Added: and Christopher H.
+Added: 8-K 001-39268 10.6 June 24, 2024
+Added: 10.41 Amendment No.
+Added: 4 to Term Loan Credit Agreement, dated as of August 29, 2024, by and among NN, Inc., certain subsidiaries of NN, Inc., the lenders party thereto and Oaktree Fund Administration, LLC, as administrative agent.
+Added: 8-K 001-39268 10.1 August 30, 2024
+Added: 10.42 Amendment No.
+Added: 3 to Credit Agreement, dated as of August 29, 2024, by and among NN, Inc., certain subsidiaries of NN, Inc., the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.
+Added: 8-K 001-39268 10.2 August 30, 2024
+Added: Incorporation by Reference
+Added: Number Description of Exhibit Form SEC File No.
+Added: Exhibit Filing Date
+Added: 10.43 Revolving Credit and Security Agreement, dated as of December 30, 2024, by and among NN, Inc., certain subsidiaries of NN, Inc., the lenders party thereto and PNC Bank, National Association., as administrative agent.
+Added: 8-K 001-39268 10.1 January 2, 2025
+Added: 10.44 Amendment No.
+Added: 5 to Term Loan Credit Agreement, dated as of December 30, 2024, by and between NN, Inc., certain subsidiaries of NN, Inc.
+Added: and Oaktree Fund Administration, LLC, as administrative agent and collateral agent.
+Added: 8-K 001-39268 10.2 January 2, 2025
+Added: 19.1# NN, Inc.
+Added: Amended and Restated Insider Trading Policy
21.1# List of Subsidiaries of NN, Inc.
5 unchanged sentences
97.1 Amended and Restated Incentive Compensation Recoupment Policy
+Added: 10-K 001-39268 97.10 March 12, 2024
101.INS# 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)
3 unchanged sentences
101.PRE# XBRL Taxonomy Extension Presentation Linkbase Document
−Removed: Incorporation by Reference
−Removed: Number Description of Exhibit Form SEC File No.
−Removed: Exhibit Filing Date
101.DEF# XBRL Taxonomy Extension Definition Linkbase Document
15 unchanged sentences
(Principal Executive Officer) March 5, 2025
−Removed: /s/ Michael C.
−Removed: Felcher Senior Vice President and Chief Financial Officer
+Added: /s/ Christopher H.
+Added: Bohnert Senior Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer) March 5, 2025
+Added: Christopher H.
Harman Non-Executive Chairman, Director March 5, 2025
10 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.