APH 10-Q Quarterly Report Sept. 30, 2024 | Alphaminr
ALPHAMINR

APH 10-Q Quarter ended Sept. 30, 2024

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AMPHENOL CORP /DE/
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PROXIES
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TABLE OF CONTENTS
Part I Financial InformationItem 1. Financial StatementsNote 1 Basis Of Presentation and Principles Of ConsolidationNote 2 New Accounting PronouncementsNote 3 InventoriesNote 4 DebtNote 5 Fair Value MeasurementsNote 6 Income TaxesNote 7 Stockholders Equity and Noncontrolling InterestsNote 8 Stock-based CompensationNote 9 Earnings Per ShareNote 10 Benefit Plans and Other Postretirement BenefitsNote 11 AcquisitionsNote 12 Goodwill and Other Intangible AssetsNote 13 Reportable Business SegmentsNote 14 Revenue RecognitionNote 15 Commitments and ContingenciesItem 2. Management S Discussion and AnalysisItem 3. Quantitative and Qualitative Disclosures About Market RiskItem 4. Controls and ProceduresPart II - Other InformationItem 1. Legal ProceedingsItem 1A. Risk FactorsItem 2. Unregistered Sales Of Equity Securities and Use Of ProceedsItem 3. Defaults Upon Senior SecuritiesItem 4. Mine Safety DisclosuresItem 5. Other InformationItem 6. Exhibits

Exhibits

3.1 Restated Certificate of Incorporation of Amphenol Corporation, dated May19, 2021 (filed as Exhibit 3.1 to the June 30, 2021 Form 10-Q).* 3.2 Certificate of Amendment to the Restated Certificate of Incorporation of Amphenol Corporation, dated May 16, 2024 (filed as Exhibit 3.1 to the Form 8-K filed on May 16, 2024).* 3.3 Amphenol Corporation, Fifth Amended and Restated By-laws dated August 3, 2023 (filed as Exhibit3.1 to the Form8-K filed on August 4, 2023).* 4.1 Indenture, dated as of November5, 2009, between Amphenol Corporation and The Bank of New York Mellon, as trustee (filed as Exhibit4.1 to the Form8-K filed on November5, 2009).* 4.2 Indenture, dated as of October8, 2018, between Amphenol Technologies Holding GmbH, Amphenol Corporation and The Bank of New York Mellon, as trustee (filed as Exhibit4.1 to the Form8-K filed on October 9, 2018).* 4.3 Indenture, dated as of May 4, 2020, between Amphenol Technologies Holding GmbH, Amphenol Corporation and The Bank of New York Mellon, as trustee (filed as Exhibit 4.1 to the Form 8-K filed on May 5, 2020).* 4.4 Indenture, dated as of March 16, 2023, between Amphenol Corporation and U.S. Bank Trust Company, National Association, as trustee (filed as Exhibit 4.1 to the Companys Registration Statement on Form S-3 filed on March 16, 2023).* 4.5 Officers Certificate, dated April 5, 2017, establishing both the 2.200% Senior Notes due 2020 and the 3.200% Senior Notes due 2024 pursuant to the Indenture (filed as Exhibit4.2 to the Form8-K filed on April 5, 2017).* 4.6 Officers Certificate, dated January 9, 2019, establishing the 4.350% Senior Notes due 2029 pursuant to the Indenture (filed as Exhibit 4.2 to the Form 8-K filed on January 10, 2019).* 4.7 Officers Certificate, dated September 10, 2019, establishing the 2.800% Senior Notes due 2030 pursuant to the Indenture (filed as Exhibit 4.2 to the Form 8-K filed on September 10, 2019).* 4.8 Officers Certificate, dated February 20, 2020, establishing the 2.050% Senior Notes due 2025 pursuant to the Indenture (filed as Exhibit 4.2 to the Form 8-K filed on February 20, 2020).* 4.9 Officers Certificate, dated September 14, 2021, establishing the 2.200% Senior Notes due 2031 pursuant to the Indenture (filed as Exhibit 4.2 to the Form 8-K filed on September 14, 2021).* 4.10 Officers Certificate, dated March 30, 2023, establishing the 4.750% Senior Notes due 2026 pursuant to the Indenture (filed as Exhibit 4.2 to the Form 8-K filed on March 30, 2023).* 4.11 Officers Certificate, dated April 5, 2024, establishing the 5.050% Senior Notes due 2027, 5.050% Senior Notes due 2029, and 5.250% Senior Notes due 2034, pursuant to the Indenture (filed as Exhibit 4.2 to the Form 8-K filed on April 5, 2024).* 4.12 Description of the Registrants Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (filed as Exhibit 4.11 to the December 31, 2023 Form 10-K).* 10.1 Amended and Restated 2017 Stock Purchase and Option Plan for Key Employees of Amphenol and Subsidiaries (filed as Annex A to the Companys Definitive Proxy Statement on Schedule 14A for its 2021 Annual Meeting of Stockholders, filed on April 12, 2021).* 10.2 Formof 2017 Stock Option Agreement (filed as Exhibit10.1 to the Form8-K filed on May19, 2017).* 10.3 2009 Stock Purchase and Option Plan for Key Employees of Amphenol and Subsidiaries (filed as Exhibit10.7 to the June30, 2009 Form 10-Q).* 10.4 The First Amendment to the 2009 Stock Purchase and Option Plan for Key Employees of Amphenol and Subsidiaries (filed as Exhibit10.2 to the Form8-K filed on May23, 2014).* 10.5 Formof 2009 Non-Qualified Stock Option Grant Agreement dated as of May20, 2009 (filed as Exhibit10.8 to the June30, 2009 Form 10-Q).* 10.6 Formof 2009 Management Stockholders Agreement dated as of May20, 2009 (filed as Exhibit10.9 to the June30, 2009 Form 10-Q).* 10.7 Pension Plan for Employees of Amphenol Corporation as amended and restated effective January1, 2016 (filed as Exhibit10.6 to the December31, 2016 Form 10-K).* 10.8 First Amendment to Pension Plan for Employees of Amphenol Corporation as amended and restated effective January1, 2016, dated November 10, 2016 (filed as Exhibit10.7 to the December 31, 2016 Form 10-K).* 10.9 Second Amendment to Pension Plan for Employees of Amphenol Corporation as amended and restated effective January1, 2016, dated October 1, 2016 (filed as Exhibit10.8 to the December 31, 2016 Form 10-K).* 10.10 Third Amendment to Pension Plan for Employees of Amphenol Corporation as amended and restated effective January1, 2016, dated December13, 2016 (filed as Exhibit10.9 to the December31, 2016 Form 10-K).* 10.11 Fourth Amendment to Pension Plan for Employees of Amphenol Corporation as amended and restated effective January1, 2016, dated May2, 2017 (filed as Exhibit10.12 to the June 30, 2017 Form 10-Q).* 10.12 Fifth Amendment to Pension Plan for Employees of Amphenol Corporation as amended and restated effective January 1, 2016, dated October 29, 2018 (filed as Exhibit 10.12 to the December 31, 2018 Form 10-K).* 10.13 Sixth Amendment to Pension Plan for Employees of Amphenol Corporation as amended and restated effective January 1, 2016, dated October 4, 2019 (filed as Exhibit 10.13 to the December 31, 2019 Form 10-K).* 10.14 Seventh Amendment to Pension Plan for Employees of Amphenol Corporation as amended and restated effective January 1, 2016, dated December 2, 2019 (filed as Exhibit 10.14 to the December 31, 2019 Form 10-K).* 10.15 Eighth Amendment to Pension Plan for Employees of Amphenol Corporation as amended and restated effective January 1, 2016, dated December 9, 2021 (filed as Exhibit 10.15 to the December 31, 2021 Form 10-K).* 10.16 Ninth Amendment to Pension Plan for Employees of Amphenol Corporation as amended and restated effective January 1, 2016, dated December 1, 2022 (filed as Exhibit 10.16 to the December 31, 2022 Form 10-K).* 10.17 Tenth Amendment to Pension Plan for Employees of Amphenol Corporation as amended and restated effective January 1, 2016, dated August 28, 2023 (filed as Exhibit 10.17 to the September 30, 2023 Form 10-Q).* 10.18 Amended and Restated Amphenol Corporation Supplemental Employee Retirement Plan (filed as Exhibit10.24 to the December31, 2008 Form 10-K).* 10.19 First Amendment to the Amended and Restated Amphenol Corporation Supplemental Employee Retirement Plan, dated October 29, 2018 (filed as Exhibit 10.14 to the December 31, 2018 Form 10-K).* 10.20 The 2024 Restricted Stock Plan for Directors of Amphenol Corporation (filed as Annex A to the Companys Definitive Proxy Statement on Schedule 14A for its 2024 Annual Meeting of Stockholders, filed on April 8, 2024).* 10.21 2024 Restricted Stock Plan for Directors of Amphenol Corporation Restricted Share Award Agreement (filed as Exhibit A of Annex A to the Companys Definitive Proxy Statement on Schedule 14A for its 2024 Annual Meeting of Stockholders, filed on April 8, 2024).* 10.22 2024 Amphenol Corporation Management Incentive Plan (filed as Exhibit10.24 to the December31, 2023 Form 10-K).* 10.23 Third Amended and Restated Credit Agreement, dated March 21, 2024, among the Company, certain subsidiaries of the Company, a syndicate of financial institutions and JPMorgan Chase Bank, N.A., acting as the administrative agent (filed as Exhibit 10.1 to the Form 8-K filed on March 22, 2024).* 10.24 The Amphenol Corporation Employee Savings/401(K) Plan Adoption Agreement as amended and restated effective April 5, 2022, dated April 18, 2022 (filed as Exhibit 10.23 to the June 30, 2022 Form 10-Q).* 10.25 Amendment to The Amphenol Corporation Employee Savings/401(K) Plan Adoption Agreement, effective January 1, 2023, dated December 19, 2022 (filed as Exhibit 10.25 to the December 31, 2022 Form 10-K).* 10.26 Amendment to The Amphenol Corporation Employee Savings/401(K) Plan Adoption Agreement, effective January 1, 2024, dated November 30, 2023 (filed as Exhibit 10.28 to the December 31, 2023 Form 10-K).* 10.27 Amended and Restated Amphenol Corporation Supplemental Defined Contribution Plan (filed as Exhibit10.30 to the September30, 2011 Form 10-Q).* 10.28 Amphenol Corporation Supplemental Defined Contribution Plan as amended effective January1, 2012 (filed as Exhibit10.34 to the December31, 2011 Form 10-K).* 10.29 Amphenol Corporation Supplemental Defined Contribution Plan as amended effective January 1, 2019 (filed as Exhibit 10.28 to the December 31, 2018 Form 10-K).* 10.30 Commercial Paper Program form of Dealer Agreement dated as of August29, 2014 between the Company, Citibank Global Markets and JP Morgan Securities LLC (filed as Exhibit10.1 to the Form 8-K filed on September5, 2014).* 10.31 Commercial Paper Program Dealer Agreement dated as of July 10, 2018 between Amphenol Technologies Holding GmbH (as issuer), Amphenol Corporation (as guarantor), Barclays Bank PLC (as Arranger), and Barclays Bank PLC and Commerzbank Aktiengesellschaft (as Original Dealers) (filed as Exhibit 10.1 to the Form 8-K filed on July 11, 2018).* 10.32 Term Loan Credit Agreement, dated as of April 19, 2022, among the Company, certain subsidiaries of the Company, a syndicate of financial institutions and BNP Paribas, acting as the administrative agent (filed as Exhibit 10.1 to the Form 8-K filed on April 21, 2022).* 10.33 Form of Indemnification Agreement for Directors and Executive Officers (filed as Exhibit 10.27 to the December 31, 2016 Form 10-K).* 31.1 Certification pursuant to Exchange Act Rules13a-14 and 15d-14, as adopted pursuant to Section302 of the Sarbanes-Oxley Act of 2002.** 31.2 Certification pursuant to Exchange Act Rules13a-14 and 15d-14, as adopted pursuant to Section302 of the Sarbanes-Oxley Act of 2002.** 32.1 Certification pursuant to 18 U.S.C. Section1350, as adopted pursuant to Section906 of the Sarbanes-Oxley Act of 2002.*** 32.2 Certification pursuant to 18 U.S.C. Section1350, as adopted pursuant to Section906 of the Sarbanes-Oxley Act of 2002.***