17 unchanged sentences
Our directors and officers, as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934 (the "Exchange Act"), may from time to time enter into plans for the purchase or sale of our common stock that are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act.
−Removed: During the three months ended December 31, 2024, the following directors or officers adopted, modified, or terminated "Rule 10b5-1 trading arrangements" (as defined in Item 408(a) of Regulation S-K of the Exchange Act):
−Removed: Jahnke , Director , adopted a new written trading plan on December 6, 2024 .
−Removed: The plan's maximum duration is until April 1, 2026 .
−Removed: The first trade will not occur until April 1, 2025, at the earliest.
−Removed: The trading plan is intended to permit Mr.
−Removed: Jahnke to sell 60,000 of his shares held.
−Removed: No other directors or officers of the Company adopted , modified, or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" during the three months ended December 31, 2024.
+Added: During the three months ended December 31, 2025, no directors or officers of the Company adopted , modified, or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" (as defined in Item 408(a) of Regulation S-K of the Exchange Act).
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.
2 unchanged sentences
The information required by this Item is incorporated by reference from the sections entitled "Proposal 1:
−Removed: Election of Directors" and "Corporate Governance and Board of Directors" in the definitive proxy statement for the Company’s annual meeting, to be held on or about May 1, 2025 (the "Proxy Statement"), and from the information under the caption "Information about our Executive Officers" in Part I hereof.
+Added: Election of Directors", "Corporate Governance and Board of Directors" and "Compensation Discussion and Analysis-Insider Trading Policy and Anti-Hedging and Anti-Pledging Policies" in the definitive proxy statement for the Company’s annual meeting, to be held on or about April 30, 2026 (the "Proxy Statement"), and from the information under the caption "Information about our Executive Officers" in Part I hereof.
Code of Ethics
54 unchanged sentences
Exhibit Description Incorporated Herein by Reference to Filed Herewith
+Added: 1.1 Underwriting Agreement, dated as of February 11, 2025, by and among the Company, Ice Mountain LLC, and Evercore Group L.L.C.
+Added: as representative of the several underwriters
+Added: Exhibit 1.1 to the Company's Form 8-K filed February 13, 2025.
2.1 Stock Purchase Agreement dated as of April 5, 2005, by and among Rexnord LLC, Hamilton Sundstrand Corporation and The Falk Corporation+
21 unchanged sentences
Exhibit 10.3 to the Company’s Form 10-Q for the quarter ended June 30, 2020
−Removed: 10.3(a) Zurn Elkay Water Solutions Corporation Performance Incentive Plan, as amended and restated as of July 1, 2022 *
−Removed: Exhibit 10.3 to the Company's Form 8-K filed July 1, 2022
+Added: 10.3(a) Zurn Elkay Water Solutions Corporation Performance Incentive Plan, as amended and restated* (current)
+Added: Appendix A to the Company's Definitive Proxy Statement for its 2025 Annual Meeting of Stockholders filed on March 13, 2025
10.3(b) Rexnord Corporation Performance Incentive Plan, as amended and restated effective May 18, 2016* (superseded except with respect to certain outstanding awards )
2 unchanged sentences
Exhibit 10.32 to the Company's Registration Statement on Form S-1, SEC File No.
−Removed: 10.3(d) Form of Option Agreement under the Performance Incentive Plan* (current)
−Removed: Exhibit 10.3(c) to the Company's Form 10-K for the fiscal year ended March 31, 2018
−Removed: 10.3(e) Form of Performance Stock Unit Agreement under the Performance Incentive Plan* (current)
+Added: 10.3(d) Zurn Elkay Water Solutions Corporation Performance Incentive Plan, as amended and restated as of July 1, 2022* (superseded version)
+Added: Exhibit 10.3 to the Company's Form 8-K filed July 1, 2022
+Added: 10.3(e) Form of Performance Stock Unit Agreement under the Performance Incentive Plan* (superseded version)
Exhibit 10.2 to the Company's Form 10-Q for the quarter ended June 30, 2020
−Removed: 10.3(f) Form of Performance Stock Unit Agreement under the Performance Incentive Plan* (superseded except with respect to outstanding awards)
+Added: 10.3(f) Form of Performance Stock Unit Agreement under the Performance Incentive Plan* (superseded version)
Exhibit 10.3(d) to the Company's Form 10-K for the fiscal year ended March 31, 2018
−Removed: 10.3(g) Form of Restricted Stock Unit Agreement under the Performance Incentive Plan* (current)
+Added: 10.3(g) Form of Restricted Stock Unit Agreement under the Performance Incentive Plan* (superseded version)
Exhibit 10.3(e) to the Company's Form 10-K for the fiscal year ended March 31, 2018
7 unchanged sentences
Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended June 30, 2015
−Removed: 10.3(l) Form of Restricted Stock Unit Agreement (Deferred RSUs) for Directors under the Performance Incentive Plan (current)*
+Added: 10.3(l) Form of Restricted Stock Unit Agreement (Deferred RSUs) for Directors under the Performance Incentive Plan* (used for prior grants;
Exhibit 10.3(f) to the Company’s Form 10-K for the fiscal year ended March 31, 2016
+Added: 10.3(m) Form of Option Agreement under the Performance Incentive Plan* (superseded version)
+Added: Exhibit 10.3(c) to the Company's Form 10-K for the fiscal year ended March 31, 2018
+Added: 10.3(n) Form of Restricted Stock Unit Agreement under the Performance Incentive Plan* (used for certain grants in 2024;
+Added: super seded )
+Added: 10.3(o) Form of Performance Stock Unit Agreement under the Performance Incentive Plan* (used for certain grants in 2024;
+Added: super seded )
+Added: 10.3(p) Form of Performance Stock Unit Agreement under the Performance Incentive Plan* (current)
+Added: Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended June 30, 2025
+Added: 10.3(q) Form of Restricted Stock Unit Agreement under the Performance Incentive Plan* (current)
+Added: Exhibit 10.3 to the Company’s Form 10-Q for the quarter ended June 30, 2025
+Added: 10.3(r) Form of amendment to Performance Stock Unit Agreement* (for outstanding awards granted prior to 2025;
+Added: Exhibit 10.4 to the Company’s Form 10-Q for the quarter ended June 30, 2025
10.4 Letter Agreement dated May 17, 2024, between Zurn Elkay Water Solutions Corporation and Todd A.
2 unchanged sentences
Exhibit 10.3 to the Company’s Form 8-K dated May 18, 2016 (filed on May 24, 2016)
−Removed: 10.6 Zurn Elkay Water Solutions Corporation (f/k/a Rexnord Corporation) Deferred Compensation Plan, effective as of January 1, 2016 (as amended July 26, 2017)*
−Removed: Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended September 30, 2017
+Added: 10.6 Zurn Elkay Water Solutions Corporation Deferred Compensation Plan* (as amended and restated effective April 30, 2025;
+Added: Exhibit 10.5 to the Company’s Form 10-Q for the quarter ended June 30, 2025
10.7 Zurn Elkay Water Solutions Corporation (f/k/a Rexnord Corporation) Executive Severance Plan, Effective May 18, 2016 (as amended effective April 1, 2018)*
2 unchanged sentences
Exhibit 10.2 to the Company’s Form 8-K dated December 13, 2018
−Removed: 10.9 Schedule of Compensation and Stock Ownership Guidelines for outside members of the board, effective as of May 2024
−Removed: Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended June 30, 2024
+Added: 10.9 Schedule of Compensation and Stock Ownership Guidelines for outside members of the board, effective as of January 2026
10.10 Form of Indemnification Agreement*
26 unchanged sentences
19 Insider Trading Policy
+Added: Exhibit 19 to the Company's Form 10-K filed February 10, 2025
21.1 List of Subsidiaries of the Company
47 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.