7 unchanged sentences
The framework on which such evaluation was based is contained in the report entitled “Internal Control — Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework) (the “COSO Report”).
−Removed: Management's assessment and conclusion on the effectiveness over financial reporting did not include the internal controls of EMA, which constituted less than 3% of total assets and less than 2% of total revenues for the year then ended.
−Removed: Based upon the evaluation described above under the framework contained in the COSO Report, our management has concluded that our internal control over financial reporting was effective as of December 31, 2024.
+Added: Our management has concluded that our internal control over financial reporting was effective as of December 31, 2025.
Ernst & Young LLP, our independent registered public accounting firm, who audited the consolidated financial statements of the Company for the year ended December 31, 2025, also audited the effectiveness of the Company’s internal control over financial reporting.
6 unchanged sentences
Not applicable.
−Removed: PARK-OHIO HOLDINGS CORP.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Directors, Executive Officers and Corporate Governance
16 unchanged sentences
Total 68,683 $ — 660,904
−Removed: (1) Includes our 2023 Equity and Incentive Compensation Plan
−Removed: PARK-OHIO HOLDINGS CORP.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
+Added: (1) Includes our 2021 Equity and Incentive Compensation Plan, as amended and restated
Certain Relationships and Related Transactions, and Director Independence
2 unchanged sentences
The information required under this item is incorporated herein by reference to the material contained under the caption “Audit Committee — Independent Auditor Fee Information” in the Proxy Statement.
−Removed: PARK-OHIO HOLDINGS CORP.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Exhibits and Financial Statement Schedules
3 unchanged sentences
Consolidated Balance Sheets — December 31, 2025 and 2024
−Removed: Consolidated Statements of Operations — Years Ended December 31, 2024, 2023 and 2022
+Added: Consolidated Statements of Income — Years Ended December 31, 2025, 2024 and 2023
Consolidated Statements of Comprehensive Income (Loss) — Years Ended December 31, 2025, 2024 and 2023
27 unchanged sentences
(3) Exhibits:
−Removed: PARK-OHIO HOLDINGS CORP.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
3.1 Amended and Restated Articles of Incorporation of Park-Ohio Holdings Corp.
6 unchanged sentences
000-03134 and incorporated by reference and made a part hereof)
−Removed: 4.1 Indenture, dated April 17, 2017, among Park-Ohio Industries, Inc., the Guarantors (as defined therein) and Wells Fargo Bank, National Association, as trustee (including Form of Note) (filed as Exhibit 4.1 to the Form 8-K of Park-Ohio Holdings Corp.
−Removed: filed on April 17, 2017, SEC File No.
−Removed: 000-03134 and incorporated herein by reference and made a part hereof)
+Added: Indenture, dated July 31, 2025, among Park-Ohio Industries Inc., the Guarantors (as defined therein) and Computershare Trust Company, N.A., as trustee and collateral agent (including Form of Note filed as Exhibit 4.1 to the Form 8-K of Park-Ohio Holdings Corp.
+Added: filed on July 31, 2025, SEC File No.
+Added: 000-03134 and incorporated herein by reference and made part hereof)
4.2 Seventh Amended and Restated Credit Agreement, dated April 17, 2017, among Park-Ohio Industries, Inc., RB&W Corporation of Canada, the European Borrowers (as defined therein) party thereto, the other Loan Parties (as defined therein), the Lenders (as defined therein), JPMorgan Chase Bank, N.A., as administrative agent, JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian agent, J.P.
21 unchanged sentences
000-03134 and incorporated herein by reference and made a part hereof).
−Removed: PARK-OHIO HOLDINGS CORP.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
4.6 Amendment No.
34 unchanged sentences
000-03134 and incorporated herein by reference and made a part hereof).
+Added: Amendment No.
+Added: 10 to the Seventh Amended and Restated Credit Agreement, dated July 17, 2025, among Park-Ohio Industries, Inc., RB&W Corporation of Canada, the European Borrowers (as defined therein) party thereto, the other Loan Parties (as defined therein), the Lenders (as defined therein), JPMorgan Chase Bank, N.A., as administrative agent, JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian agent, J.P.
+Added: Morgan Europe Limited, as European agent and J.P.
+Added: Morgan Securities Inc., as sole lead arranger and bookrunning manager (filed as Exhibit 4.1 to the Form 10-Q of Park-Ohio Holdings Corp.
+Added: filed on November 6 , 202 5 , SEC File No.
+Added: 000-03134 and incorporated herein by reference and made a part hereof).
4.13 Description of Common Stock (filed as Exhibit 4.3 to the Form 10-K of Park-Ohio Holdings Corp.
1 unchanged sentence
000-03134 and incorporated herein by reference and made a part hereof)
−Removed: PARK-OHIO HOLDINGS CORP.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
10.1 Form of Indemnification Agreement entered into between Park-Ohio Holdings Corp.
6 unchanged sentences
333-225915 and incorporated by reference and made a part hereof)
−Removed: 10.4* 2021 Equity and Incentive Compensation Plan (Amended and Restated Effective May 17, 2023) (filed as Exhibit 4.3 to Form S-8 of Park-Ohio Holdings Corp., filed on May 18, 2023, SEC File No.
+Added: 10.4* 2021 Equity and Incentive Compensation Plan (Amended and Restated Effective May 15, 2025) (filed as Exhibit 10.1 to Form 8-K of Park-Ohio Holdings Corp., filed on May 21, 2025, SEC File No.
000-03134 and incorporated by reference and made a part hereof)
28 unchanged sentences
000-03134 and incorporated by reference and made a part hereof)
−Removed: PARK-OHIO HOLDINGS CORP.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
−Removed: 19.1 Insider Trading Policy
+Added: 19.1 Insider Trading Policy (filed as Exhibit 19.1 to Form 10-K of the Park-Ohio Holdings Corp.
+Added: filed March 6, 2025, SEC File No.
+Added: 000-03134 and incorporated by reference and made a part of hereof)
21.1 List of Subsidiaries of Park-Ohio Holdings Corp.
16 unchanged sentences
Form 10-K Summary
−Removed: PARK-OHIO HOLDINGS CORP.
−Removed: AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Pursuant to the requirements 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.
10 unchanged sentences
Auletta Director
+Added: Clarke Director
Crawford Director
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.