NP 10-K Annual Report Dec. 31, 2018 | Alphaminr

NP 10-K Fiscal year ended Dec. 31, 2018

NEENAH INC
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PROXIES
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 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. Selected Financial DataItem 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 InformationPart IIIItem 10. Directors and Executive Officers Of The RegistrantItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and ManagementItem 13. Certain Relationships and Related Transactions and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement ScheduleItem 16. Form 10-k SummaryNote 1. Background and Basis Of PresentationNote 2. Summary Of Significant Accounting PoliciesNote 3. Earnings Per Share ("eps")Note 4. AcquisitionsNote 5. Goodwill and Other Intangible AssetsNote 6. Income TaxesNote 7. DebtNote 8. Pension and Other Postretirement BenefitsNote 9. Stock Compensation PlansNote 10. Stockholders' EquityNote 11. CommitmentsNote 12. Contingencies and Legal MattersNote 13. Discontinued OperationsNote 14. Sale Of Brattleboro Mill and Impairment LossNote 15. Business Segment and Geographic InformationNote 16. Supplemental DataNote 17. Unaudited Quarterly Data

Exhibits

2.1 Interest Purchase Agreement by and among ASP FiberMark Holdings,LLC, ASP FiberMark,LLC, Neenah FMK Holdings,LLC and Neenah Paper,Inc. dated as of July16, 2015 (filed as Exhibit2.1 to the Neenah Paper,Inc. Quarterly Report on Form10-Q for the three months ended September30, 2015, filed November9, 2015 and incorporated herein by reference). 2.2 Asset Purchase Agreement, by and among Neenah Paper,Inc., Wausau Paper Corp. and Wausau Paper Mills,LLC, dated as of December7, 2011 (filed as Exhibit2.1 to the Neenah Paper,Inc. Current Report on Form8-K filed January31, 2012 and incorporated herein by reference). 2.30 + Securities Purchase Agreement by and among Crane Technical Materials,Inc., Crane&Co.,Inc., Neenah Paper,Inc. and Neenah Filtration,LLC dated as of June2, 2014 (filed as Exhibit2.1 to the Neenah Paper,Inc. Quarterly Report on Form10-Q for the three months ended June30, 2014, filed August7, 2014) (confidential treatment has been granted for certain portions of this exhibit pursuant to a Confidential Treatment Request filed with the Securities Exchange Commission). 3.1 Amended and Restated Certificate of Incorporation of Neenah Paper,Inc. (filed as Exhibit3.1 to the Neenah Paper,Inc. Current Report on Form8-K filed November30, 2004 and incorporated herein by reference). 3.2 Second Amended and Restated Bylaws of Neenah,Inc. (filed as Exhibit3.2 to the Neenah,Inc. Current Report on Form8-K filed January 3, 2018 and incorporated herein by reference). 3.3 Certificate of Ownership & Merger merging Neenah, Inc. into Neenah Paper, Inc., dated December 11, 2017 (filed as Exhibit 3.3 to the Neenah, Inc. Annual Report on Form 10-K for the year ended December 31, 2017, filed February 23, 2018 and incorporated herein by reference). 4.1 Indenture dated as of May23, 2013, by and among the Company, the Guarantors named therein, and the 2021 Notes Trustee filed as Exhibit4.1 to the Neenah Paper,Inc. Current Report on Form8-K, filed May24, 2013 and incorporated herein by reference). 4.2 Form of Notation of Subsidiary Guarantee (included as ExhibitE to Exhibit4.1). 10.1 Tax Sharing Agreement dated as of November30, 2004 by and between Kimberly-Clark Corporation and Neenah Paper,Inc. (filed as Exhibit10.2 to the Neenah Paper,Inc. Current Report on Form8-K filed November30, 2004 and incorporated herein by reference). 10.3* Neenah Paper Supplemental Pension Plan (filed as Exhibit10.5 to the Neenah Paper,Inc. Annual Report on Form10-K for the year ended December31, 2012, filed March7, 2013 and incorporated herein by reference). 10.4* First Amendment to Neenah Paper Supplemental Pension Plan (filed as Exhibit 10.31 to the Neenah Paper, Inc. Annual Report on Form 10-K for the year ended December 31, 2013, filed on March 4, 2014 and incorporated herein by reference). 10.5* Neenah Paper Amended and Restated Supplemental Retirement Contribution Plan, effective as of January 1, 2016 (filed as Exhibit 10.5 to the Neenah Paper, Inc. Annual Report on Form 10-K for the year ended December 31, 2016, filed on February 24, 2017 and incorporated herein by reference). 10.6* Neenah Paper Executive Severance Plan (filed as Exhibit10.7 to the Neenah Paper,Inc. Annual Report on Form10-K for the year ended December31, 2012, filed March7, 2013 and incorporated herein by reference). 10.7* First Amendment to Neenah Paper Executive Severance Plan (filed as Exhibit 10.33 to the Neenah Paper, Inc. Annual Report on Form 10-K for the year ended December 31, 2013, filed on March 4, 2014 and incorporated herein by reference). 10.8* Neenah Paper,Inc. Amended and Restated 2004 Omnibus Stock and Incentive Compensation Plan (filed as AnnexA to the Neenah Paper,Inc. Definitive Proxy Statement on Schedule14A filed April12, 2013 and incorporated herein by reference). 10.9* Neenah Paper Deferred Compensation Plan approved on December11, 2006 (filed as Exhibit10.21 to the Neenah Paper,Inc. Annual Report on Form10-K for the year ended December31, 2012, filed March7, 2013 and incorporated herein by reference). 10.10* Neenah Paper Directors' Deferred Compensation Plan approved on December11, 2006. (filed as Exhibit10.22 to the Neenah Paper,Inc. Annual Report on Form10-K for the year ended December31, 2012, filed March7, 2013 and incorporated herein by reference). 10.11 + Third Amended and Restated Credit Agreement dated December18, 2014 by and among Neenah Paper,Inc., certain of its subsidiaries, the lenders listed therein and JPMorgan Chase Bank, N.A., as agent for the Lenders (filed as Exhibit10.31 to the Neenah Paper, Inc. Annual Report on Form10-K for the year ended December31, 2014, filed February27, 2015 and incorporated herein by reference) (confidential treatment has been granted for certain portions of this exhibit pursuant to a Confidential Treatment Request filed with the Securities Exchange Commission). 10.12 First Amendment, dated as of July 28, 2016, to the Third Amended and Restated Credit Agreement dated December18, 2014 by and among Neenah Paper,Inc., certain of its subsidiaries, the lenders listed therein and JPMorgan Chase Bank, N.A., as agent for the Lenders (filed as Exhibit99.1 to the Neenah Paper, Inc. Current Report on Form8-K, filed August 2, 2016 and incorporated herein by reference). 10.13 Second Amendment, dated as of December 13, 2016, to the Third Amended and Restated Credit Agreement dated December18, 2014 by and among Neenah Paper,Inc., certain of its subsidiaries, the lenders listed therein and JPMorgan Chase Bank, N.A., as agent for the Lenders (filed as Exhibit99.1 to the Neenah Paper, Inc. Current Report on Form8-K, filed December 16, 2016 and incorporated herein by reference). 10.14* Form of Performance Share Award as of 2017 (filed as Exhibit 10.1 to Neenah Paper, Inc. Current Report on Form 8-K filed February 3, 2017 and incorporated by reference herein). 10.15 Third Amendment, dated as of August 30, 2017, to the Third Amended and Restated Credit Agreement dated December18, 2014 by and among Neenah Paper,Inc., certain of its subsidiaries, the lenders listed therein and JPMorgan Chase Bank, N.A., as agent for the Lenders (filed as Exhibit 10.1 to the Neenah Paper, Inc. Quarterly Report on Form10-Q, filed November 8, 2017 and incorporated herein by reference). 10.16 Fourth Amendment, dated as of December 14, 2017, to the Third Amended and Restated Credit Agreement dated December18, 2014 by and among Neenah Paper,Inc., certain of its subsidiaries, the lenders listed therein and JPMorgan Chase Bank, N.A., as agent for the Lenders (filed as Exhibit 10.16 to the Neenah, Inc. Annual Report on Form 10-K for the year ended December 31, 2017, filed February 23, 2018 and incorporated herein by reference). 10.17* Amended and Restated Neenah Executive Severance Plan (filed as Exhibit 10.1 to the Neenah, Inc. Current Report on Form 8-K filed on April 25, 2017 and incorporated herein by reference) 10.18* Neenah, Inc. 2018 Omnibus Stock and Incentive Compensation Plan (filed as Appendix A to the Neenah, Inc. Definitive Proxy Statement on Schedule 14A filed on April 13, 2018 and incorporated herein by reference) 10.19 Fourth Amended and Restated Credit Agreement dated December 10, 2018 by and among Neenah, Inc., certain of its subsidiaries, the lenders listed therein and JPMorgan Chase Bank, N.A., as agent for the Lenders (filed herewith) 21 List of Subsidiaries of Neenah,Inc. (filed herewith). 23 Consent of Deloitte& ToucheLLP (filed herewith) 24 Power of Attorney (filed herewith) 31.1 Certification of Chief Executive Officer required by Rule13a-14(a) or Rule15d-14(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") (filed herewith). 31.2 Certification of Chief Financial Officer required by Rule13a-14(a) or Rule15d-14(a) of the Exchange Act (filed herewith). 32.1 Certification of Chief Executive Officer required by Rule13a-14(b) or Rule15d-14(b) of the Exchange Act and Section1350 of Chapter63 of Title 18 of the United States Code (filed herewith). 32.2 Certification of Chief Financial Officer required by Rule13a-14(b) or Rule15d-14(b) of the Exchange Act and Section1350 of Chapter63 of Title 18 of the United States Code (filed herewith).