Other Information
−Removed: During the three months ended September 30, 2024, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted , modified or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” as such terms are defined under Item 408 of Regulation S-K.
+Added: During the three months ended March 31, 2025, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted , modified or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” as such terms are defined under Item 408 of Regulation S-K.
The exhibits set forth below are filed as part of this Form 10-Q.
−Removed: 2.1 Transaction Agreement, dated as of July 21, 2024, by and between Terex Corporation and Dover Corporation (incorporated by reference to Exhibit 2.1 of the Form 8-K Current Report, Commission File No.
−Removed: 1- 10702 , dated October 8, 2024 and filed with the Commission October 9, 2024).
−Removed: 2.2 First Amendment to Transaction Agreement, dated as of October 8, 2024 , by and between Terex Corporation and Dover Corporation (incorporated by reference to Exhibit 2.
−Removed: 2 of the Form 8-K Current Report, Commission File No.
−Removed: 1-10702, dated October 8, 2024 and filed with the Commission October 9, 2024).
−Removed: 4.1 Indenture, dated as of October 8, 2024, among Terex Corporation, the subsidiary guarantors named therein and the Trustee (including the Form of 6.250% Senior Notes due 2032 included therein) (incorporated by reference to Exhibit 4 .1 of the Form 8-K Current Report, Commission File No.
−Removed: 1-10702, dated October 8, 2024 and filed with the Commission October 9, 2024).
−Removed: 10.1 Incremental Assumption and Amendment Agreement and Amendment, dated as of July 21, 2024, among Terex Corporation, certain of its subsidiaries, the lenders and issuing banks party thereto, and UBS AG relating to the Amended and Restated Credit Agreement dated as of April 1, 2021, among Terex Corporation, certain of its subsidiaries, the lenders and issuing banks party thereto and Credit Suisse AG, Cayman Islands Branch, as administrative agent and collateral agent.
−Removed: 10.2 Amended and Restated Commitment Letter, dated August 2, 2024, among Terex Corporation, UBS Securities LLC, UBS AG, Stamford Branch, Bank of America, N.A., BofA Securities, Inc., Barclays Bank PLC, JPMorgan Chase Bank, N.A., BNP PARIBAS, BNP Paribas Securities Corp., HSBC Bank USA, National Association, HSBC Securities (USA) Inc., HSBC UK Bank PLC, Mizhuho Bank, Ltd.
−Removed: and Santander Bank, N.A., related to the Commitment Letter dated July 21, 2024, among Terex Corporation, UBS Securities LLC and UBS AG, Stamford Branch.*
−Removed: 10.3 Incremental Assumption Agreement, Borrowing Subsidiary Agreement and Amendment No.
−Removed: 2, dated as of October 8, 2024, among Terex Corporation, certain of its subsidiaries, the lenders and issuing banks party thereto, UBS AG Cayman Islands Branch, as existing administrative agent, and UBS AG, Stamford Branch, as successor administrative agent, relating to the Amended and Restated Credit Agreement, dated as of April 1, 2021, among Terex Corporation, certain of its subsidiaries, the lenders and issuing banks party thereto and Credit Suisse AG, Cayman Islands Branch, as administrative agent and collateral agent (incorporated by reference to Exhibit 10 .1 of the Form 8-K Current Report, Commission File No.
−Removed: 1-10702, dated October 8, 2024 and filed with the Commission October 9, 2024) .
+Added: 10.1 Employment Letter from Terex Corporation signed by Jennifer Kong-Picarello on November 18, 2024 .
31.1 Chief Executive Officer Certification pursuant to Rule 13a-14(a)/15d-14(a).
11 unchanged sentences
** Exhibit furnished with this document.
+Added: Denotes a management contract or compensatory plan or arrangement.
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.
TEREX CORPORATION
−Removed: October 30, 2024 /s/ Julie A.
+Added: May 2, 2025 /s/ Jennifer Kong-Picarello
+Added: Jennifer Kong-Picarello
Senior Vice President and Chief Financial Officer
(Principal Financial Officer)
−Removed: October 30, 2024 /s/ Stephen A.
+Added: May 2, 2025 /s/ Stephen A.
Vice President, Chief Accounting Officer and Controller
1 unchanged sentence
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.