UVV 10-K Annual Report March 31, 2023 | Alphaminr

UVV 10-K Fiscal year ended March 31, 2023

UNIVERSAL CORP /VA/
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PROXIES
DEF 14A
Filed on July 1, 2024
DEF 14A
Filed on June 23, 2023
DEF 14A
Filed on June 28, 2022
DEF 14A
Filed on June 29, 2021
DEF 14A
Filed on June 29, 2020
DEF 14A
Filed on July 24, 2019
DEF 14A
Filed on June 25, 2018
DEF 14A
Filed on June 26, 2017
DEF 14A
Filed on June 27, 2016
DEF 14A
Filed on June 26, 2015
DEF 14A
Filed on June 25, 2014
DEF 14A
Filed on June 25, 2013
DEF 14A
Filed on June 28, 2012
DEF 14A
Filed on June 30, 2011
DEF 14A
Filed on June 29, 2010
TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresItem 4A. Information About Executive OfficersPart 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 DataNote 1. Nature Of Operations and Significant Accounting PoliciesNote 2. Business CombinationsNote 3. Revenue From Contracts with CustomersNote 4. Restructuring and Impairment CostsNote 5. Earnings Per ShareNote 6. Income TaxesNote 7. Goodwill and Other IntangiblesNote 8. Credit FacilitiesNote 9. Long-term DebtNote 10. LeasesNote 11. Derivatives and Hedging ActivitiesNote 12. Fair Value MeasurementsNote 13. Pension and Other Postretirement Benefit PlansNote 14. Common and Preferred StockNote 15. Executive Stock Plans and Stock-based CompensationNote 16. Commitments, Contingencies, and Other MattersNote 17. Operating SegmentsNote 18. Accumulated Other Comprehensive Income (loss)Item 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 Articles of Incorporation, effective August 9, 2011 (incorporated herein by reference to the Registrants Current Report on Form 8-K Registration Statement filed August 9, 2011, File No. 001-00652). 3.2 Amended and Restated Bylaws (as of April 9, 2019) (incorporated herein by reference to the Registrants Current Report on Form 8-K dated April 12, 2019, File No. 001-00652). 4.1 Description of Registrant's Securities Pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (incorporated herein by reference to the Registrants Annual Report on Form 10-K for the fiscal year ended March 31, 2021, File No. 001-00652). 10.8 Revised Form of Universal Corporation Non-Employee Director Restricted Stock Agreement (incorporated herein by reference to the Registrants Current Report on Form 8-K dated June 9, 2010, File No. 001-00652). 10.12 Form of Restricted Stock Units Award Agreement (incorporated herein by reference to the Registrants Current Report on Form 8-K filed November 10, 2008, File No. 001-00652). 10.13 Universal Corporation 2007 Amended and Restated Stock Incentive Plan effective August 7, 2012 (incorporated herein by reference to Exhibit A to the Registrants definitive proxy statement filed June 28, 2012, File No. 001-00652). 10.14 Amended and Restated Universal Corporation Executive Officer Annual Incentive Plan (incorporated herein by reference to the Registrant's definitive proxy statement filed July 24, 2019, File No. 001-00652). 10.15 Universal Corporation 2017 Stock Incentive Plan (incorporated herein by reference to the Registrant's definitive proxy statement filed June 26, 2017 (File No. 001-00652). 10.16 Form of Universal Corporation 2010 Restricted Stock Units Agreement with Schedule of Awards to named executive officers (incorporated herein by reference to the Registrants Annual Report on Form 10-K for the fiscal year ended March 31, 2010, File No. 001-00652). 10.17 Universal Leaf Tobacco Company, Incorporated Deferred Income Plan III, amended and restated as of December 31, 2008 (incorporated herein by reference to the Registrant's Annual Report on Form 10-K for the fiscal year ended March 31, 2010, File No. 001-00652). 10.18 Universal Corporation Outside Directors' Deferred Income Plan III, amended and restated as of December 31, 2008, and amended as of February 1, 2010 (incorporated herein by reference to the Registrant's Annual Report on Form 10-K for the fiscal year ended March 31, 2010, File No. 001-00652). 10.19 Form of Universal Corporation 2011 Restricted Stock Units Award Agreement (incorporated herein by reference to the Registrant's Annual Report on Form 10-K for the fiscal year ended March 31, 2011, File No. 001-00652). 10.20 Form of Universal Corporation Performance Share Award Agreement (incorporated herein by reference to the Registrant's Annual Report on Form 10-K for the fiscal year ended March 31, 2011, File No. 001-00652). 10.21 Stock Purchase Agreement, dated as of November 20, 2019, by and among Universal Corporation, FruitSmart, Inc., the Sellers named therein and James P. Early, as the Sellers Representative (incorporated herein by reference to the Registrants Current Report on Form 8-K, filed November 20, 2019, File No. 001-00652) 10.22 Purchase Agreement, dated as of September 8, 2020, by and among Universal Corporation, Silva International, Inc., the Sellers named therein, Torsten Steinhaus, the Representative (incorporated herein by reference to the Registrant's Current Report on Form 8-K, filed September 8, 2020, File No. 001-00652) 10.23 Executive change in control severance policy (incorporated herein by reference to the Registrants Quarterly Report on Form 10-Q for the quarter ended September 30, 2020, File No. 001-00652) 10.24 Form of Universal Corporation 2021 Performance Stock Units Award Agreement (incorporated herein by reference to the Registrants Quarterly Report on Form 10-Q for the quarter ended June 30, 2021, File No. 001-00652). 10.25 Form of Universal Corporation 2021 Restricted Stock Units Award Agreement(incorporated herein by reference to the Registrants Quarterly Report on Form 10-Q for the quarter ended June 30, 2021, File No. 001-00652). 10.26 Purchase Agreement dated as of September 6, 2021, by and among Shank's Extracts, Inc., the stockholder named therein, Rolling Rock Transit Company and Universal Corporation (incorporated herein by reference to the Registrant's Current Report on form 8-k filed September 7, 2021. File No. 001-00652). 10.27 Credit Agreement dated December 15, 2022 among the Company, JPMorgan Chase Bank, N.A., as Administrative Agent, Truist Bank and AgFirst Farm Credit Bank, as Co-Syndication Agents and First Horizon, KeyBank National Association and Citibank, N.A., as Co-Documentation Agents (incorporated herein by reference to the Registrants Current Report on Form 8-K dated December 16, 2022, File No. 001-00652) 21 Subsidiaries of the Registrant.* 23 Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm.* 31.1 Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.* 31.2 Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.* 32.1 Statement of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350.* 32.2 Statement of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350.*