CHD 10-K Annual Report Dec. 31, 2023 | Alphaminr
CHURCH & DWIGHT CO INC /DE/
ALPHAMINR

CHD 10-K Fiscal year ended Dec. 31, 2023

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CHURCH & DWIGHT CO INC /DE/
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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 The Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 5. MarItem 6. ReservedItem 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 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 Accounting Fees and ServicesPart IVItem 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

(3.1) Amended and Restated Certificate of Incorporation of the Company, incorporated by reference to Exhibit 3.1 to the Companys quarterly report on Form 10-Q for the quarter ended June 30, 2020. (3.2) Amendment to the Companys Amended and Restated Certificate of Incorporation, incorporated by reference to Exhibit 3.1 to the Companys current report on Form 8-K filed on April 30, 2021. (3.3) By-laws of the Company, amended and restated as of April 27, 2023, incorporated by reference to Exhibit 3.1 to the Companys current report on Form 8-K filed on April 28, 2023. (4.1) Indenture, dated as of December 15, 2010, between Church & Dwight Co., Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to the 2.875% Notes due 2022, incorporated by reference to Exhibit 4.1 to the Companys current report on Form 8-K filed on December 15, 2010. (4.2) Second Supplemental Indenture, dated as of September 26, 2012, between Church & Dwight Co., Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to the 2.875% Notes due 2022, incorporated by reference to Exhibit 4.2 to the Companys current report on Form 8-K filed on September 26, 2012. (4.3) Indenture, dated as of December 9, 2014, between Church & Dwight Co., Inc. and Wells Fargo Bank, National Association, as trustee, incorporated by reference to Exhibit 4.1 to the Companys current report on Form 8-K filed on December 9, 2014. (4.4) Second Supplemental Indenture, dated as of July 25, 2017, between Church & Dwight Co., Inc. and Wells Fargo Bank, National Association, as trustee, relating to the Notes, incorporated by reference to Exhibit 4.2 of the Companys current report on Form 8-K filed on July 25, 2017. (4.5) Indenture, dated as of December 10, 2021, between Church and Dwight Co., Inc. and Deutsche Bank Trust Company Americas, as trustee, relating to the Notes, incorporated by reference to Exhibit 4.1 to theCompanys current report on Form 8-K filed on December 10, 2021. (4.6) First Supplemental Indenture, dated as of December 10, 2021, between Church & Dwight Co., Inc. and Deutsche Bank Trust Company Americas, as trustee, relating to the Notes, incorporated by reference to Exhibit 4.2 to the Companys current report on Form 8-K filed on December 10, 2021. (4.7) Second Supplemental Indenture, dated as of June 2, 2022, between Church & Dwight Co., Inc. and Deutsche Bank Trust Company Americas, as trustee, incorporated by reference to Exhibit 4.2 to the Companys current report on Form 8-K filed on June 2, 2022. (4.8) Third Supplemental Indenture, dated as of November 2, 2022, between Church & Dwight Co., Inc. and Deutsche Bank Trust Company Americas, as trustee, incorporated by reference to Exhibit 4.2 to the Companys current report on Form 8-K filed on November 2, 2022. (4.9) Description of Registrants Securities, incorporated by reference to Exhibit 4.5 to the Companys annual report on Form 10-K for the year ended December 31, 2019. (10.1) Credit Agreement dated June 16, 2022, among Church & Dwight Co., Inc., the initial lenders named therein, Bank of America, N.A., as lead administrative agent, swing line lender, and L/C issuer, Wells Fargo Bank, National Association, as co-administrative agent and syndication agent, and Truist Bank, as syndication agent incorporated by reference to Exhibit 10.1 of the Companys Current Report on Form 8-K filed on June 21, 2022. (10.2) Term Credit Agreement dated December 22, 2021, by and among Church & Dwight Co., Inc. the lenders party thereto, and Bank of America, N.A., as administrative agent, incorporated by reference to Exhibit 10.2 to the Companys annual report on Form 10-K for the year ended December 31, 2022. (10.3) First Amendment to Credit Agreement dated June 16, 2022, among Church & Dwight Co., Inc., the lenders named therein, and Bank of America, N.A., as administrative agent incorporated by reference to Exhibit 10.2 of the Companys Current Report on Form 8-K filed on June 21, 2022. (10.4) Form of Commercial Paper Dealer Agreement, dated February 23, 2017, by and between Church & Dwight Co., Inc. and Dealer, incorporated by reference to Exhibit 10.2 to the Companys annual report on Form 10-K for the year ended December 31, 2016. (10.5) Form of Amended and Restated Commercial Paper Dealer Agreement, dated February 23, 2017, by and between Church & Dwight Co., Inc. and Dealer, incorporated by reference to Exhibit 10.3 to the Companys annual report on Form 10-K for the year ended December 31, 2016. (10.6) Stock Purchase Agreement, dated as of July 17, 2017, among Church & Dwight Co., Inc., PIK Holdings, Inc., the Representative and the stockholders party thereto, incorporated by reference to Exhibit 2.1 of the Companys current report on Form 8-K filed on July 17, 2017. (10.8) Amendment to the Church & Dwight Co., Inc. Executive Deferred Compensation Plan, effective January 1, 2007, incorporated by reference to Exhibit 10.4.1 to the Companys annual report on Form 10-K for the year ended December 31, 2011. (10.9) Amendment to the Church & Dwight Co., Inc. Executive Deferred Compensation Plan, effective February 1, 2012, incorporated by reference to Exhibit 10.4.2 to the Companys annual report on Form 10-K for the year ended December 31, 2011. * (10.10) Amendment to the Church & Dwight Co., Inc. Executive Deferred Compensation Plan II, dated July 25, 2023, incorporated by reference to Exhibit 10.3 to the Companys quarterly report on Form 10-Q for the quarter ended September 30, 2023. * (10.11) Amendment to the Church & Dwight Co., Inc. Executive Deferred Compensation Plan II, dated January 10, 2024 (10.12) Church & Dwight Co., Inc. Executive Deferred Compensation Plan II, amended and restated as of January 1, 2012, incorporated by reference to Exhibit 10.5 to the Companys annual report on Form 10-K for the year ended December 31, 2011. (10.13) Deferred Compensation Plan for Directors effective as of May 1, 2008, incorporated by reference to Exhibit 10.5 to the Companys quarterly report on Form 10-Q for the quarter ended March 28, 2008. * (10.14) Amended and Restated Compensation Plan for Directors, effective January 1, 2015, incorporated by reference to Exhibit 10.7 to the Companys annual report on Form 10-K for the year ended December 31, 2015. (10.15) Amended and Restated Compensation Plan for Directors, dated November 1, 2017, incorporated by reference to Exhibit 10.9.2 to the Companys annual report on Form 10-K for the year ended December 31, 2017. (10.16) Amended and Restated Compensation Plan for Directors, dated February 1, 2023, incorporated by reference to Exhibit 10.14 to the Companys annual report on Form 10-K for the year ended December 31, 2022. * (10.17) Amended and Restated Compensation Plan for Directors, dated November 1, 2023, incorporated by reference to Exhibit 10.1 to the Companys quarterly report on Form 10-Q for the quarter ended September 30, 2023. (10.18) The Church & Dwight Co., Inc. Stock Award Plan as amended, incorporated by reference to Exhibit 10 to the Companys quarterly report on Form 10-Q for the quarter ended June 29, 2007. * (10.19) The Stock Option Plan for Directors, effective as of January 1, 1991, incorporated by reference to Exhibit 10(j) to the Companys annual report on Form 10-K for the year ended December 31, 2005. (10.20) Church & Dwight Co., Inc., Amended and Restated Omnibus Equity Compensation Plan, incorporated by reference to Exhibit A to the Companys proxy statement for its 2013 Annual Meeting of Stockholders, filed on March 21, 2013. * (10.21) First Amendment to Church & Dwight Co., Inc. Amended and Restated Omnibus Equity Compensation Plan, incorporated by reference to Exhibit 10.1 to the Companys quarterly report on Form 10-Q for the quarter ended September 30, 2019. (10.22) Form of Award Agreement for CEO and EVPs Under the Church & Dwight Co., Inc., Amended and Restated Omnibus Equity Compensation Plan, incorporated by reference to Exhibit 10.2 to the Companys quarterly report on Form 10-Q for the quarter ended September 30, 2019. * (10.23) Form of Award Agreement for CEO and EVPs Under the Church & Dwight Co., Inc., Amended and Restated Omnibus Equity Compensation Plan incorporated by reference to Exhibit 10.13.1 to the Companys annual report on Form 10-K for the year ended December 31, 2021. * (10.24) Form of Award Agreement for Employees Under the Church & Dwight Co., Inc., Amended and Restated Omnibus Equity Compensation Plan, incorporated by reference to Exhibit 10.12.2 to the Companys annual report on Form 10-K for the year ended December 31, 2018. (10.25) Form of Award Agreement for Employees Under the Church & Dwight Co., Inc., Amended and Restated Omnibus Equity Compensation Plan incorporated by reference to Exhibit 10.14.1 to the Companys annual report on Form 10-K for the year ended December 31, 2021. (10.26) Form of Award Agreement for Directors Under the Church & Dwight Co., Inc., Amended and Restated Omnibus Equity Compensation Plan, incorporated by reference to Exhibit 10.12.1 to the Companys annual report on Form 10-K for the year ended December 31, 2018. (10.28) Form of Non-Qualified Stock Option Grant Agreement, incorporated by reference to Exhibit 10.1 to the Companys current report on Form 8-K filed on June 3, 2022. (10.29) Form of Restricted Stock Unit Grant Agreement, incorporated by reference to Exhibit 10.1 to the Companys current report on Form 8-K filed on February 6, 2023. (10.30) Form of Performance Stock Unit Grant Agreement, incorporated by reference to Exhibit 10.2 to the Companys current report on Form 8-K filed on February 6, 2023. (10.31) Form of Non-Qualified Stock Option Grant Agreement, for Directors, incorporated by reference to Exhibit 10.28 to the Companys annual report on Form 10-K for the year ended December 31, 2022. (10.32) Form of Restricted Stock Unit Grant Agreement, for Directors, incorporated by reference to Exhibit 10.29 to the Companys annual report on Form 10-K for the year ended December 31, 2022. (10.33) Church & Dwight Co., Inc. Third Amended and Restated Annual Incentive Plan, incorporated by reference to Exhibit 10.1 to the Companys current report on Form 8-K filed on December 6, 2018. * (10.34) Church & Dwight Co., Inc. Fourth Amended and Restated Annual Incentive Plan, dated October 31, 2023, incorporated by reference to Exhibit 10.2 to the Companys quarterly report on Form 10-Q for the quarter ended October 31, 2023. * (10.35) Church & Dwight Co., Inc Employee Stock Purchase Plan, as approved by the Companys stockholders on April 27, 2023, incorporated by reference to Appendix A to the Company's proxy statement for its 2023 Annual Meeting of Stockholders filed on March 17, 2023. (10.36) Employment Agreement, dated October 31, 2011, by and between the Company and Patrick de Maynadier, incorporated by reference to Exhibit 10.18 to the Companys annual report on Form 10-K for the year ended December 31, 2011. (10.37) Employment Agreement, dated August 23, 2006, by and between the Company and Matthew T. Farrell, incorporated by reference to Exhibit 10.1 to the Companys quarterly report on Form 10-Q for the quarter ended September 29, 2006. (10.38) Amended and Restated Change in Control and Severance Agreement, entered into by and between the Company and Matthew T. Farrell, incorporated by reference to Exhibit 10.1 to the Companys current report on Form 8-K filed on February 2, 2016. (10.39) Form of Amended and Restated Change in Control and Severance Agreement entered into by and between the Company and each of the senior executive officers (other than Matthew T. Farrell), incorporated by reference to Exhibit 10.2 to the Companys current report on Form 8-K filed on February 2, 2016. (10.40) Employment Agreement, dated September 4, 2021, by and between the Company and Barry Bruno incorporated by reference to Exhibit 10.21 to the Companys annual report on Form 10-K for the year ended December 31, 2021. (10.41) Lease Agreement (Build to Suit), dated July 20, 2011, between Church & Dwight Co., Inc. and CD 95 L.L.C., incorporated by reference to Exhibit 10.1 to the Companys quarterly report on Form 10-Q for the quarter ended September 30, 2011. (21) List of the Companys subsidiaries. (23) Consent of Independent Registered Public Accounting Firm. (31.1) Certification of the Chief Executive Officer of the Company pursuant to Rule 13a-14(a) under the Securities Exchange Act. (31.2) Certification of the Chief Financial Officer of the Company pursuant to Rule 13a-14(a) under the Securities Exchange Act. (32.1) Certification of the Chief Executive Officer of the Company pursuant to Rule 13a-14(b) under the Exchange Act and 18 U.S.C. Section 1350. (32.2) Certification of the Chief Financial Officer of the Company pursuant to Rule 13a-14(b) under the Exchange Act and 18 U.S.C. Section 1350. (97.1) Policy Relating to Recovery of Erroneously Awarded Compensation