CMT 10-K Annual Report Dec. 31, 2021 | Alphaminr
CORE MOLDING TECHNOLOGIES INC

CMT 10-K Fiscal year ended Dec. 31, 2021

CORE MOLDING TECHNOLOGIES INC
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Name: CORE MOLDING TECHNOLOGIES INC <br /> CIK: 1026655 <br /> Filing Type: 10-K/A <br /> Report Date: 2021-12-31 <br /> Download URL: https://www.sec.gov/Archives/edgar/data/1026655/000102665522000026/cmt-20211231.htm <br />
TABLE OF CONTENTS
Part IItem 1. BusinessPart Consolidation For Multiple Piece Assemblies;Item 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesNote 9, DebtItem 3. Legal ProceedingsItem 4. Mine Safety DisclosurePart IIItem 5. Market For Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchase Of Equity SecuritiesItem 6. [reserved]Item 7. Management's Discussion and Analysis Of Financial Condition and Results Of OperationsNote 12 - Post Retirement BenefitsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 11 - Income TaxesNote 14 - Fair Value Of Financial InstrumentsNote 4 - Major CustomersNote 3 - Net Income (loss) Per Common ShareNote 9 DebtItem 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 and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3(a)(4) Certificate of Designation, Preferences and Rights of Series B Junior Participating Preferred Stock as filed with the Secretary of State of Delaware on April 21, 2020 Incorporated by reference to Exhibit 3.1 to Form 8-K filedApril 22, 2020 3(a)(5) Certificate of Elimination of the Series A Junior Participant Preferred Stock as filed with the Delaware Sec. of State on April 1, 2021 Incorporated by reference to Exhibit 3(a)(5) to Form 8-K filed April6, 2021 3(b)(1) Amended and Restated By-Laws of Core Molding Technologies, Inc. Incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed January 4, 2008 3(b)(2) Amendment No. 1 to the Amended and Restated By- Laws of Core Molding Technologies, Inc. Incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed December 17, 2013 4(a)(1) Right Agreement, dated as of April 21, 2020 by and between Core Molding Technologies, Inc. and American Stock Transfer Trust Company as Rights Agent Incorporated by reference to Exhibit 3.1 to Form 8-K filed April 22, 2020 4(a)(2) Amendment No. 1 to Stockholder Rights Agreement, dates as of March 30, 2021, between Core Molding Technologies, Inc. and American Stock Transfer Trust Company Incorporated by reference to Exhibit 4(b)(1) to Current Report on Form 8-K filed April 6, 2021 10(a) Supply Agreement, dated August 4, 2014 between Core Molding Technologies, Inc. and Core Composites Corporation and Navistar, Inc.3 Incorporated by reference to Exhibit 10(a) to Quarterly Report on Form 10-Q for the quarter ended September 30, 2014 10(b) Credit Agreement, dated October 27, 2020, between Core Molding Technologies, Inc. and Wells Fargo Bank, National Association, as administrative agent, lead arranger and book runner, and the lenders party thereto. Incorporated by reference to Exhibit 10.1 to Form 8-K filed November 2, 2020 10(b)(1) Master Security Agreement, dated as of October 20, 2020, among FGI Equipment Finance LLC, Core Molding Technologies, Inc. as debtor, and each of Core Composites Corporation and CC HPM, S. de R.L. de C.V., as guarantors Incorporated by reference to Exhibit 10.2 to Form 8-K filed November 2, 2020 10(b)(2) Promissory Note, dated October 20, 2020, between Core Molding Technologies, Inc. and FGI Equipment Finance LLC. Incorporated by reference to Exhibit 10.3 to Form 8-K filed November 2, 2020 10(d) 2006 Core Molding Technologies, Inc. Long Term Equity Incentive Plan as amended and restated effective May 12, 20172 Incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K dated May 15, 2017 10(e) Core Molding Technologies, Inc. Executive Cash Incentive Plan2 Incorporated by reference to ExhibitAtoDefinitive Proxy StatementonSchedule 14A dated April 8, 2016 10(f) Core Molding Technologies, Inc. Salaried Employee Bonus Plan2 Incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K dated December 9, 2020 10(g) Form of Restricted Stock Agreement between Core Molding Technologies, Inc. and certain executive officers2 Incorporated by reference to Exhibit 10.2 to Current Report on Form 8-K dated May 15, 2012 10(h) Form of Award for Stock Appreciation Rights between Core Molding Technologies, Inc. and certain executive officers2 Incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed May 20, 2019 10(i) Confidential Release Agreement, dated as of January 28, 2020, by and between Core Molding Technologies, Inc. and Terrence J. O'Donovan2 Incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K dated January 30, 2020 10(j) Form of Restricted Stock Agreement between Core Molding Technologies, Inc. and certain executive officers, dated August 6, 20212 Incorporated by reference to Exhibit 10(m) to Quarterly Report on Form 10-Q for the quarter ended June 30, 2021 10(k) Form of Executive Employment Agreement between David L. Duvall and Core Molding Technologies, Inc, dated August 6, 20212 Incorporated by reference to Exhibit 10(n) to Quarterly Report on Form 10-Q for the quarter ended June 30, 2021 10(l) Form of Executive Employment Agreement between Core Molding Technologies, Inc. and certain executive officers, dated August 6, 20212 Incorporated by reference to Exhibit 10(q) to Current Report on Form 10-Q filed on August 6th, 2021 21 List of Subsidiaries Filed Herein 23 Consent of Crowe LLP Filed Herein 24 Powers of Attorney Filed Herein 31(a) Section 302 Certification by David L. Duvall, President, Chief Executive Officer, and Director Filed Herein 31(b) Section 302 Certification by John P. Zimmer, Vice President, Secretary, Treasurer, and Chief Financial Officer Filed Herein 32(a) Certification of David L. Duvall, Chief Executive Officer of Core Molding Technologies, Inc., dated March 11, 2022, pursuant to 18 U.S.C. Section 1350 Filed Herein 32(b) Certification of John P. Zimmer, Chief Financial Officer of Core Molding Technologies, Inc., dated March 11, 2022, pursuant to 18 U.S.C. Section 1350 Filed Herein