BRKS 10-K Annual Report Sept. 30, 2024 | Alphaminr
Brooks Automation, Inc.
ALPHAMINR

BRKS 10-K Fiscal year ended Sept. 30, 2024

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BROOKS AUTOMATION, INC.
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 1C. CybersecurityItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. [reserved]Item 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Financial Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

2.01* Asset Purchase Agreement, dated August 27, 2018, among the Company, Edwards Vacuum LLC, and for certain sections thereof, Atlas Copco AB (incorporated herein by reference to Exhibit 10.29 to the Companys Annual Report on Form 10-K, filed on November 29, 2018). 2.02 Amendment No. 1, dated as of February 12, 2019, to Asset Purchase Agreement dated as of August 27, 2018, among the Company, Edwards Vacuum LLC, and for certain sections, Atlas Copco AB (incorporated herein by reference to Exhibit 2.1 to the Companys Current Report on Form 8-K, filed on February 13, 2019). 2.03* Amendment No. 2, dated June 28, 2019, to Asset Purchase Agreement dated as of August 27, 2018, among the Company, Edwards Vacuum LLC, and for certain sections, Atlas Copco AB (incorporated herein by reference to Exhibit 2.1 to the Companys Current Report on Form 8-K, filed on July 5, 2019). 2.04*+ Share Purchase Agreement, dated as of August 8, 2022, by and among Azenta, Inc., Azenta Luxembourg S.r.l. and B Medical Systems Holding S.A. (incorporated herein by reference to Exhibit 2.1 to the Companys Current Report on Form 8-K, filed on August 10, 2022). 3.01 Restated Certificate of Incorporation of the Company (incorporated herein by reference to Exhibit3.1 to the Companys Registration Statement on FormS3 (Reg. No.333189582), filed on June25, 2013). 3.02 Certificate of Amendment to the Certificate of Incorporation of the Company, effective as of December 1, 2021 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed on December 1, 2021). 3.03 Amended and Restated Bylaws of the Company, effective as of August 7, 2023 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 10-Q filed on August 9, 2023). 4.02 Description of Securities. 10.01** Formof Indemnification Agreement for directors and officers of the Company (incorporated herein by reference to Exhibit 10.02 of the Companys Annual Report on Form 10-K, filed on November 17, 2017). 10.02** Offer Letter, dated September 21, 2023, between the Company and Herman Cueto (incorporated herein by reference to Exhibit 10.06 tothe Companys Annual Report on Form 10-K, filed on November 21, 2023). 10.03** Employment Agreement, dated September 3, 2024, by and between the Company and John Marotta (incorporated herein by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K, filed on September 4, 2024) 10.04** Transition Agreement, dated May 8, 2024, between the Company and Stephen S. Schwartz (incorporated herein by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K, filed on May 9, 2024). 10.05** Form of Non-Competition Agreement (incorporated herein by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K, filed on June 9, 2015). 10.06** Form of Change in Control Agreement (incorporated herein by reference to Exhibit 10.2 to the Companys Current Report on Form 8-K, filed on June 9, 2015). 10.07** 2017 Employee Stock Purchase Plan (incorporated herein by reference to 10.1 to the Companys Current Report on Form 8-K filed on February 13, 2017). 10.08** 2015 Equity Incentive Plan (incorporated herein by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K, filed on February 5, 2015). 10.09** 2020 Equity Incentive Plan (incorporated herein by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K, filed on February 1, 2021). 10.10** Form of Restricted Stock Unit Award Notice under the 2015 Equity Incentive Plan (incorporated herein by reference to Exhibit10.17 to the Companys Annual Report on Form10K, filed on November 17, 2017). 10.11** Form of Restricted Stock Unit Award Notice under the 2020 Equity Incentive Plan (incorporated herein by reference to Exhibit10.17 to the Companys Annual Report on Form10-K, filed on November 24, 2021). 10.12** Non-Employee Director Restricted Stock Unit Deferral Election Form under the 2015 Equity Incentive Plan (incorporated herein by reference to Exhibit 10.20 of the Companys Annual Report on Form 10-K, filed on November 17, 2017). 10.13** Non-Employee Director Restricted Stock Unit Deferral Election Form under the 2020 Equity Incentive Plan (incorporated herein by reference to Exhibit 10.21 to the Companys Annual Report on Form 10-K, filed on November 24, 2021). 10.14** Azenta,Inc. Amended and Restated Deferred Compensation Plan, as amended (incorporated herein by reference to Exhibit 10.21 of the Companys Annual Report on Form 10-K, filed on November 17, 2017). 10.15 Cooperation Agreement, by and among the Company and Politan Capital Management LP, Politan Capital Management GP LLC, Politan Capital NY LLC, and Politan Capital Partners GP LLC, dated as of November 1, 2024 (incorporated herein by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K, filed on November 4, 2024) 19 Azenta, Inc. Insider Trading and Confidentiality of Insider Information Policy 21.01 Subsidiaries of the Company. 23.01 Consent of PricewaterhouseCoopers LLP 31.01 Certification of the Companys Principal Executive Officer pursuant to Section302 of the Sarbanes-Oxley Act of 2002. 31.02 Certification of the Companys Principal Financial Officer pursuant to Section302 of the Sarbanes-Oxley Act of 2002. 32 Certification of the Companys Principal Executive Officer and Principal Financial Officer pursuant to Section906 of the Sarbanes-Oxley Act of 2002. 97 Azenta Inc. Clawback Policy