16 unchanged sentences
Section 303A.12(a) CEO Certification
−Removed: The Company submitted a Section 12(a) CEO Certification to the New York Stock Exchange on June 8, 2021 with respect to fiscal 2021.
+Added: The Company submitted a Section 12(a) CEO Certification to the New York Stock Exchange on May 31, 2023 with respect to fiscal 2022.
Sarbanes-Oxley Act Section 302 CEO and CFO Certifications
1 unchanged sentence
OTHER INFORMATION
+Added: DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
+Added: Not applicable.
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The information required by this item will be contained under the caption "Election of Directors" in our definitive Proxy Statement for the 2024 Annual Meeting of Stockholders.
−Removed: Information about compliance with Section 16(a) of the Securities Exchange Act of 1934 required by this form will be contained under the caption "Executive Compensation and Related Information - Section 16(a) Beneficial Ownership Reporting Compliance" in that proxy statement.
+Added: Information about compliance with Section 16(a) of the Exchange Act required by this form will be contained under the caption "Executive Compensation and Related Information - Section 16(a) Beneficial Ownership Reporting Compliance" in that proxy statement.
That information is incorporated herein by reference.
33 unchanged sentences
Indenture dated as of September 22, 2020 among Oppenheimer Holdings Inc., the subsidiary guarantors, The Bank of New York Mellon Trust Company, N.A., as Trustee and The Bank of New York Mellon Trust Company, as Collateral Agent (previously filed as exhibit 4.1 to Form 8-K dated September 22, 2020).
−Removed: Registration Rights Agreement dated September 22J, 2020 by and among Oppenheimer Holdings Inc., a Delaware corporation, E.A.
+Added: Registration Rights Agreement dated September 22 , 2020 by and among Oppenheimer Holdings Inc., a Delaware corporation, E.A.
Viner International Co., a Delaware corporation, Viner Finance Inc., a Delaware corporation and Oppenheimer & Co.
Inc., as representative of the several Initial Purchasers (previously filed as exhibit 10.2 to Form 8-K dated September 22, 2020).
−Removed: Assurance of Discontinuance, dated February 23, 2010, between the Attorney General of the State of New York and Oppenheimer & Co.
−Removed: (previously filed as an Exhibit to Form 8-K filed February 26, 2010).
+Added: Description of the Registrant's Common Stock (filed herewith).
Lease dated July 15, 2011 between 85 Broad Street LLC, Landlord and Viner Finance Inc., Tenant for premises at 85 Broad Street, New York, NY (previously filed as an exhibit to Form 10-Q for the quarterly period ended June 30, 2011).
−Removed: Consent Order from the Commonwealth of Massachusetts Division of Securities dated February 26, 2010 (previously filed as an exhibit to Form 10-K for the year ended December 31, 2009).
Security Agreement by and among Oppenheimer Holdings Inc., as grantor, and each other grantor from time to time party thereto and the Bank of New York Mellon Trust Company, N.A., as Collateral Agent dated as of September 22, 2020 (previously filed as exhibit 10.1 to Form 8-K dated September 22, 2020).
10 unchanged sentences
2014 Incentive Plan (previously filed as an exhibit to Form 10-K for the year ended December 31, 2013).
−Removed: Amended and Restated Performance-Based Compensation Agreement between Oppenheimer Holdings Inc.
−Removed: and Albert G.
−Removed: Lowenthal effective as of May 11, 2015 (previously filed as an exhibit to form 10-K for the year ended December 31, 2017).
Oppenheimer & Co.
1 unchanged sentence
Oppenheimer & Co.
−Removed: 2021 Executive Deferred Compensation Plan (previously filed as an Exhibit to Form 8-K filed December 20, 2021).
−Removed: Offer of Settlement, dated February 22, 2010, between the Commonwealth of Massachusetts Division of Securities and Oppenheimer & Co.
−Removed: Inc., Albert Lowenthal, Robert Lowenthal and Greg White (previously filed as an Exhibit to Form 8-K filed February 26, 2010).
+Added: Investment Banking and Capital Market Deferred Compensation Plan (previously filed as an Exhibit to Form 8-K filed December 20, 2021).
+Added: Offer Letter dated May 6, 2022 between Brad M.
+Added: Watkins and Oppenheimer Holdings Inc.
+Added: (previously filed as an Exhibit to Form 10-K/A for the year ended December 31, 2022 fi l e d with the SEC on March 3, 2023).
+Added: Lease dated October 15, 2018 between Chrysler East Building, L.L.C., Landlord, and Viner Finance Inc., Tenant, for premises at 666 Third Avenue, New York, New York (previously fi l e d as an Exhibit to Form 10-K/A for the year ended December 31, 2022 filed with the SEC on March 3 , 2 023 ).
+Added: Oppenheimer & Co.
+Added: Stock Appreciation Right Plan (previously fi l e d as an Exhibit to Form 10-K/A for the year ended December 31, 2022 fi l e d with the SEC on March 3 , 2023 ).
+Added: Third Amendment to Agreement of Lease dated June 13, 2023 between 666 Third Avenue LLC (Landlord) and Viner Finance Inc., Tenant for premises at 45 Rockefeller Plaza, New York, NY (previously filed as an Exhibit to Form 10-Q for the quarterly period ended June 30, 2023).
Subsidiaries of the registrant (filed herewith).
11 unchanged sentences
Watkins (filed herewith).
+Added: Oppenheimer Holdings Inc.
+Added: Compensation Recovery (Clawback) Policy adopted January 2011 and amended October 2023 (filed herewith).
101 Interactive data files pursuant to Rule 405 of Regulation S-T:
(i) the Consolidated Balance Sheets as of December 31, 2023 and December 31, 2022, (ii) the Consolidated Income Statements for the three years ended December 31, 2023, 2022 and 2021, (iii) the Consolidated Statements of Comprehensive Income for the three years ended December 31, 2023, 2022 and 2021, (iv) the Consolidated Statements of Changes in Stockholders' Equity for the three years ended December 31, 2023, 2022 and 2021, (v) the Consolidated Statements of Cash Flows for the three years ended December 31, 2023, 2022 and 2021, and (vi) the notes to the Consolidated Financial Statements.*
+Added: 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
* This information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934.
−Removed: 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, in the City of New York, State of New York, on the 28th day of February, 2023.
+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, in the City of New York, State of New York, on the 1st day of March, 2024.
OPPENHEIMER HOLDINGS INC.
3 unchanged sentences
Signature Title Date
−Removed: Watkins Chief Financial Officer (Principal Financial and Accounting Officer) February 28, 2023
−Removed: Behrens Director February 28, 2023
−Removed: Dwyer Director February 28, 2023
−Removed: Ehrhardt Director February 28, 2023
−Removed: Friedman Director February 28, 2023
−Removed: Roth Director February 28, 2023
−Removed: Lowenthal Chairman, Chief Executive Officer (Principal Executive Officer), Director February 28, 2023
−Removed: Lowenthal Director, President February 28, 2023
−Removed: Oughtred Director February 28, 2023
−Removed: Glasser Director February 28, 2023
+Added: Watkins Chief Financial Officer (Principal Financial and Accounting Officer) March 1, 2024
+Added: Behrens Director March 1, 2024
+Added: Dwyer Director March 1, 2024
+Added: Ehrhardt Director March 1, 2024
+Added: Friedman Director March 1, 2024
+Added: Roth Director March 1, 2024
+Added: Lowenthal Chairman, Chief Executive Officer (Principal Executive Officer), Director March 1, 2024
+Added: Lowenthal Director, President March 1, 2024
+Added: Oughtred Director March 1, 2024
+Added: Glasser Director March 1, 2024
+Added: Kanter Director March 1, 2024
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.