17 unchanged sentences
Changes in Internal Control Over Financial Reporting
−Removed: As previously announced, we acquired Changzhou Eminence Biotechnology Co., Ltd on October 20, 2020, and Asuragen, Inc.
−Removed: on April 6, 2021 and we have implemented our internal control structure over these and incorporated their operations into our assessment of internal control over financial reporting as of June 30, 2022.
+Added: As previously announced, we acquired Namocell Inc on July 1, 2022.
+Added: With the completion of final financial integration activities, the Company’s operations have been incorporated into our assessment of internal control over financial reporting as of June 30, 2023.
There were no other changes in the Company’s internal control over financial reporting during fiscal year 2023 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
OTHER INFORMATION
+Added: During the three months ended June 30, 2023, no director or officer of the Company adopted or terminated a "Rule 10b5-1 trading arrangement"
+Added: or "non-Rule 10b5-1 trading arrangement,"
+Added: as each term is defined in item 408(a) of Regulation S-K.
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
18 unchanged sentences
The information required by Item 14 is incorporated herein by reference to the section entitled "Audit Matters"
−Removed: in the Company’s Proxy Statement for its 2022 Annual Meeting of Shareholders which will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after the close of the fiscal year for which this report is filed.
+Added: in the Company’s Proxy Statement for its 2023
+Added: Annual Meeting of Shareholders which will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after the close of the fiscal year for which this report is filed.
EXHIBITS, FINANCIAL STATEMENT SCHEDULES
12 unchanged sentences
for Form 10-K for the 2023 Fiscal Year
−Removed: Amended and Restated Articles of Incorporation of the Company--incorporated by reference to Exhibit 3.1 of the Company’s Form 10-Q dated February 9, 2015*
+Added: Amended and Restated Articles of Incorporation of the Company—incorporated by reference to Exhibit 3.1 of the Company’s 8-K dated November 1, 2022*
Fourth Amended and Restated Bylaws of the Company--incorporated by reference to Exhibit 3.1 of the Company’s Form 8-K dated April 27, 2022*
3 unchanged sentences
Form of Time Vesting Restricted Stock Award Agreement - incorporated by reference to Exhibit 10.3 of the Company's Form 10-K dated August 25, 2021*
−Removed: Form of Performance Vesting Restricted Stock Unit Award Agreement - incorporated by reference to Exhibit 10.4 of the Company's Form 10-K dated August 25, 2021*
+Added: Form of Performance Vesting Restricted Stock Award Agreement - incorporated by reference to Exhibit 10.4 of the Company's Form 10-K dated August 25, 2021*
F orm of Time Vesting Restricted Stock Unit Award Agreement - incorporated by reference to Exhibit 10.5 of the Company's Form 10-K dated August 25, 2021*
10 unchanged sentences
1 to Executive Employment Agreement – incorporated by reference to Exhibit 10.15 of the Company’s Form 10-Q dated May 11, 2020 *
−Removed: Credit Agreement by and among the Company, the Guarantors party thereto, the Lenders party thereto, and BMO Harris Bank N.A., as Administrative Agent, dated August 1, 2018--incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K dated August 2, 2018*
+Added: Amended and Restated Credit Agreement by and among the Company, the Guarantors party thereto, the Lenders party thereto, and BMO Harris Bank N.A., as Administrative Agent, dated August 31, 2022 -incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K dated September 7, 2022*
Form of Indemnification Agreement entered into with each director and executive officer of the Company--incorporated by reference to Exhibit 10.1 of the Company’s Form 10-Q dated February 8, 2018*
10 unchanged sentences
Form of Time Vesting Restricted Stock Unit Agreement– incorporated by reference to Exhibit 10.11 of the Company’s Form 8-k dated November 3, 2020*
+Added: Bio-Techne’s Insider Trading Policy
Subsidiaries of the Company
16 unchanged sentences
August 23, 2023
−Removed: /s/ Charles Kummeth
−Removed: Charles Kummeth
+Added: /s/ Charles R.
President and CEO
26 unchanged sentences
August 23, 2023
−Removed: /s/ Charles Kummeth
−Removed: Charles Kummeth, Director and Chief Executive Officer (principal executive officer)
+Added: /s/ Charles R.
+Added: Kummeth, Director and Chief Executive Officer (principal executive officer)
August 23, 2023
3 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.