Other Information
−Removed: During the fiscal quarter ended March 31, 2024, no director or officer (as defined in Exchange Act Rule 16a-1(f)) of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (as each term is defined in Regulation 408(a) of Regulation S-K).
−Removed: Form of Time-Based Restricted Stock Unit Agreement, as adopted February 8, 2024 and granted pursuant to The Timken Company 2019 Equity and Incentive Compensation Plan.
−Removed: Form of Performance-Based Restricted Stock Unit Agreement, as adopted February 8, 2024 and granted pursuant to The Timken Company 2019 Equity and Incentive Compensation Plan.
−Removed: Form of Deferred Shares Agreement, as adopted February 8, 2024 and granted pursuant to The Timken Company 2019 Equity and Incentive Compensation Plan.
−Removed: Form of Deferred Share Equivalents Agreement, as adopted February 8, 2024 and granted pursuant to The Timken Company 2019 Equity and Incentive Compensation Plan.
−Removed: Form of Time-Based Restricted Stock Unit Agreement for Nonemployee Directors, as adopted February 8, 2024 and granted pursuant to The Timken Company 2019 Equity and Incentive Compensation Plan.
−Removed: Appendix for special terms and conditions for equity awards granted to Timken participants in France pursuant to The Timken Company 2019 Equity and Incentive Compensation Plan.
+Added: During the fiscal quarter ended June 30, 2024, no director or officer (as defined in Exchange Act Rule 16a-1(f)) of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (as each term is defined in Regulation 408(a) of Regulation S-K).
+Added: Second Supplemental Indenture, dated as of May 23, 2024, by and between the Company and U.S.
+Added: Bank Trust Company, National Association, as Trustee (including Form of Note), was filed on May 23, 2024 with Form 8-K (Commission File No.
+Added: 1-1169) and is incorporated herein by reference.
Certification of Richard G.
5 unchanged sentences
Fracassa, Executive Vice President and Chief Financial Officer (principal financial officer and principal accounting officer) of The Timken Company, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: Financial statements from the quarterly report on Form 10-Q of The Timken Company for the quarter ended March 31, 2024 filed on April 30, 2024, formatted in Inline XBRL:
+Added: Financial statements from the quarterly report on Form 10-Q of The Timken Company for the quarter ended June 30, 2024 filed on July 31, 2024, formatted in Inline XBRL:
(i) the Consolidated Statements of Income, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows and (v) the Notes to the Consolidated Financial Statements.
2 unchanged sentences
THE TIMKEN COMPANY
−Removed: April 30, 2024 By:
+Added: July 31, 2024 By:
/s/ Richard G.
1 unchanged sentence
(Principal Executive Officer)
−Removed: April 30, 2024 By:
+Added: July 31, 2024 By:
/s/ Philip D.
2 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.