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Evaluation of Disclosure Controls and Procedures.
−Removed: UTMD Management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in the
−Removed: Securities Exchange Act of 1934 Rule 13a-15(e).
+Added: UTMD Management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in the Securities Exchange Act of 1934 Rule 13a-15(e).
UTMD’s Board of Directors, operating through its Audit Committee, provides oversight to its financial reporting process.
During 2020, UTMD evaluated the effectiveness of the design and operation of its disclosure controls and procedures.
−Removed: Based on that
−Removed: evaluation, UTMD’s Chief Executive Officer and Principal Financial Officer concluded that, as of December 31, 2019, its disclosure controls and procedures were effective.
+Added: Based on that evaluation, UTMD’s Chief Executive Officer and Principal Financial Officer concluded that, as of December 31, 2020, its disclosure controls and procedures were effective.
Management’s Report on Internal Control Over Financial Reporting.
−Removed: Pursuant to Section 404 of the Sarbanes-Oxley Act of 2002, the Company has included, as part of this Form 10-K, a report of
−Removed: management's assessment of the effectiveness of its internal controls as of December 31, 2019.
−Removed: Haynie & Company, the independent registered public accounting firm of the Company, has audited the effectiveness of the Company's internal control
−Removed: over financial reporting.
−Removed: Nortons Assurance Limited, the independent registered public accounting firm of Femcare Group Limited (Femcare Group) has audited the effectiveness of Femcare Group’s internal control over financial reporting.
−Removed: report, and the reports of Haynie & Company and Nortons Assurance Limited appear on pages 37 through 42 of this Form 10-K under the captions "Management's Report on Internal Control Over Financial Reporting" and "Report of Independent Registered
−Removed: Public Accounting Firm" and are incorporated herein by reference.
+Added: Pursuant to Section 404 of the Sarbanes-Oxley Act of 2002, the Company has included, as part of this Form 10-K, a report of management's assessment of the effectiveness of its internal controls as of December 31, 2020.
+Added: Management's report appears on page 36 of this Form 10-K under the caption "Management's Report on Internal Control Over Financial Reporting"
+Added: and is incorporated herein by reference.
Changes in Internal Control Over Financial Reporting.
−Removed: There have been no changes in UTMD’s internal control over financial reporting that materially affected, or were reasonably likely to
−Removed: materially affect, the Company’s internal control over financial reporting during the fourth quarter of the fiscal year ended December 31, 2019, and there were no material weaknesses.
+Added: There have been no changes in UTMD’s internal control over financial reporting that materially affected, or were reasonably likely to materially affect, the Company’s internal control over financial reporting during the fourth quarter of the fiscal year ended December 31, 2020, and there were no material weaknesses.
ITEM 9B – OTHER INFORMATION
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The Code of Ethics, along with UTMD’s Code of Conduct, which covers all exempt employees (including all officers and outside directors) and certain non-exempt employees, is posted on UTMD’s web site at www.utahmed.com .
−Removed: UTMD intends to post on
−Removed: its website any waivers of or amendments to its Code of Ethics.
+Added: UTMD intends to post on its website any waivers of or amendments to its Code of Ethics.
ITEM 11 - EXECUTIVE COMPENSATION
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is incorporated herein by reference.
−Removed: The information from the definitive proxy statement of the registrant for the 2020 annual meeting of stockholders in the first
−Removed: paragraph under the caption, “Report of the Audit Committee” is incorporated herein by reference.
+Added: The information from the definitive proxy statement of the registrant for the 2021 annual meeting of stockholders in the first paragraph under the caption, “Report of the Audit Committee” is incorporated herein by reference.
ITEM 14 – PRINCIPAL ACCOUNTING FEES AND SERVICES
−Removed: The information from the definitive proxy statement of the registrant for the 2020 annual meeting of stockholders under the caption
−Removed: “PROPOSAL NO 2.
+Added: The information from the definitive proxy statement of the registrant for the 2021 annual meeting of stockholders under the caption “PROPOSAL NO 2.
RATIFICATION OF THE APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM:
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Supplemental Schedule.
−Removed: Financial Statement Schedules are omitted because they are inapplicable or the required information is otherwise included in the
−Removed: accompanying Financial Statements and the notes thereto.
+Added: Financial Statement Schedules are omitted because they are inapplicable or the required information is otherwise included in the accompanying Financial Statements and the notes thereto.
Title of Document
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Incorporated by Reference (2)
−Removed: Rights Agreement dated as of July 30, 2004, between Utah Medical Products, Inc., and Registrar and Transfer
−Removed: Incorporated by Reference (4)
−Removed: Extension of Shareholder Rights Agreement
−Removed: Incorporated by Reference (5)
−Removed: Designation of Rights, Privileges, and Preferences of Series “A” Preferred Stock
−Removed: Incorporated by Reference (3)
Employment Agreement dated December 21, 1992 with Kevin L.
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Subsidiaries of Utah Medical Products, Inc.
−Removed: Consent of Haynie & Company, UTMD’s independent auditors for the year ended December 31, 2019
−Removed: Consent of Jones Simkins LLC, UTMD’s independent auditors for the year ended December 31, 2017.
−Removed: Consent of Nortons Assurance Limited, Femcare Group Limited’s independent auditors for the years
−Removed: ended December 31, 2019, December 31, 2018 and December 31, 2017
−Removed: Certification of CEO pursuant to Rule 13a-14(a) as adopted pursuant to Section 302 of the
−Removed: Sarbanes-Oxley Act of 2002
−Removed: Title of Document
−Removed: Certification of Principal Financial Officer pursuant to Rule 13a-14(a) as adopted pursuant to
−Removed: Section 302 of the Sarbanes-Oxley Act of 2002
+Added: Consent of Haynie & Company, UTMD’s independent auditors for the year s ended December 31, 2020 and December 31, 2019
+Added: Consent of Nortons Assurance Limited, Femcare Group Limited’s independent auditors for the years ended December 31, 20 20 and December 31, 201 9
+Added: Certification of CEO pursuant to Rule 13a-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
+Added: Certification of Principal Financial Officer pursuant to Rule 13a-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Certification of CEO pursuant to 18 U.S.C.
−Removed: §1350, as Adopted Pursuant to Section 906 of the
−Removed: Sarbanes-Oxley Act of 2002
+Added: §1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
Certification of Principal Financial Officer pursuant to 18 U.S.C.
−Removed: §1350, as Adopted Pursuant to
−Removed: Section 906 of the Sarbanes-Oxley Act of 2002
−Removed: XBRL Instance Document
−Removed: XBRL Taxonomy Extension Schema Document
−Removed: XBRL Taxonomy Extension Calculation Linkbase Document
−Removed: XBRL Taxonomy Extension Definition Linkbase Document
−Removed: XBRL Taxonomy Extension Label Linkbase Document
−Removed: XBRL Taxonomy Extension Presentation Linkbase Document
+Added: §1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
+Added: The following financial information from the Utah Medical Products, Inc.
+Added: Annual Report on Form 10-K for the fiscal year ended December 31, 2020, formatted in Inline Extensible Business Reporting Language (iXBRL):
+Added: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income and Comprehensive Income, (iii) Consolidated Statements of Cash Flow, (iv) Consolidated Statements of Stockholders’ Equity, and (v) related Notes to the Consolidated Financial Statements, tagged in detail.
+Added: Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)
* Management contract of compensatory plan or arrangement required to be filed pursuant to Item 14(c).
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(2) Incorporated by reference from the Company’s report on form 8-K filed with the Commission on February 13, 2014.
−Removed: Incorporated by reference from the Company’s registration statement on form S-8 filed with the Commission effective February 10, 1995.
−Removed: Incorporated by reference from the Company’s report on form 8-K filed with the Commission on October 1, 2004.
−Removed: Incorporated by reference from the Company’s report on form 8-K filed with the Commission on October 24, 2014.
(3) Incorporated by reference from the Company’s annual report on form 10-K filed with the Commission for the year ended December 31, 2003.
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(5) Incorporated by reference from the Company’s 2013 definitive proxy statement on form DEF 14A filed with the Commission on March 7, 2013.
−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
−Removed: this 13th day of March, 2020.
+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 this 26th day of March 2021.
UTAH MEDICAL PRODUCTS, INC.
Chief Executive Officer
−Removed: Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities
−Removed: indicated on this 13th day of March, 2020.
+Added: Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on this 26th day of March 2021.
Beeson, Director
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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.