Item 16. FORM 10-K SUMMARY
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Item 16. FORM 10-K SUMMARY
None.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| THE CLOROX COMPANY | ||
| Date: August 15, 2017 | By: | /s/ Benno Dorer |
| Benno Dorer | ||
| Chairman and Chief Executive Officer |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| Signature | Title | Date | ||
| /s/ A. Banse | Director | August 15, 2017 | ||
| A. Banse | ||||
| /s/ R. H. Carmona | Director | August 15, 2017 | ||
| R. H. Carmona | ||||
| /s/ S. C. Fleischer | Director | August 15, 2017 | ||
| S. C. Fleischer | ||||
| /s/ E. Lee | Director | August 15, 2017 | ||
| E. Lee | ||||
| /s/ A.D.D. Mackay | Director | August 15, 2017 | ||
| A.D.D. Mackay | ||||
| /s/ R. W. Matschullat | Director | August 15, 2017 | ||
| R. W. Matschullat | ||||
| /s/ J. Noddle | Director | August 15, 2017 | ||
| J. Noddle | ||||
| /s/ P. Thomas-Graham | Director | August 15, 2017 | ||
| P. Thomas-Graham | ||||
| /s/ C. M. Ticknor | Director | August 15, 2017 | ||
| C. M. Ticknor | ||||
| /s/ R.J. Weiner | Director | August 15, 2017 | ||
| R.J. Weiner | ||||
| /s/ C. J. Williams | Director | August 15, 2017 | ||
| C. J. Williams | ||||
| /s/ B. Dorer | Chairman and Chief Executive Officer (Principal Executive Officer) | August 15, 2017 | ||
| B. Dorer | ||||
| /s/ S. M. Robb | Executive Vice President — Chief Financial Officer (Principal Financial Officer) | August 15, 2017 | ||
| S. M. Robb | ||||
| /s/ J. Baker | Vice President – Chief Accounting Officer and Corporate Controller (Principal Accounting Officer) | August 15, 2017 | ||
| J. Baker |
INDEX OF EXHIBITS
| Incorporated by Reference | ||||||||||
| Exhibit Number | Exhibit Description | Form | File No. | Exhibit | Filing Date | |||||
| 3.1 | Restated Certificate of Incorporation. | 10-Q | 001-07151 | 3(iii) | February 14, 2000 | |||||
| 3.2 | Bylaws (amended and restated). | 8-K | 001-07151 | 3.2 | September 15, 2016 | |||||
| 3.3 | Certificate of Designations for The Clorox Company Series A Junior Participating Preferred Stock. | 8-K | 001-07151 | 3.1 | July 19, 2011 | |||||
| 4.1 | Indenture, dated as of December 3, 2004, between the Company and The Bank of New York Trust Company N.A., as trustee. | 8-K | 001-07151 | 4.1 | December 3, 2004 | |||||
| 4.2 | Indenture, dated as of October 9, 2007, between the Company and The Bank of New York Trust Company N.A., as trustee. | S-3ASR | 333-200722 | 4.1 | December 4, 2014 | |||||
| 4.3 | First Supplemental Indenture, dated as of November 9, 2009, among the Company, The Bank of New York Trust Company N.A., and Wells Fargo Bank, National Association, as trustee. | S-3ASR | 333-200722 | 4.2 | December 4, 2014 | |||||
| 4.4 | Second Supplemental Indenture, dated as of November 9, 2009, between the Company and Wells Fargo Bank, National Association, as trustee. | S-3ASR | 333-200722 | 4.3 | December 4, 2014 | |||||
| 4.5 | Third Supplemental Indenture, dated as of November 17, 2011, between the company and Wells Fargo Bank, National Association, as trustee. | S-3ASR | 333-200722 | 4.4 | December 4, 2014 | |||||
| 4.6 | Fourth Supplemental Indenture, dated as of September 13, 2012, between the Company and Wells Fargo Bank, National Association, as trustee. | S-3ASR | 333-200722 | 4.5 | December 4, 2014 | |||||
| 4.7 | Fifth Supplemental Indenture, dated as of December 9, 2014, between the Company and Wells Fargo Bank, National Association, as trustee | 8-K | 001-07151 | 4.1 | December 9, 2014 | |||||
| 10.1* | The Clorox Company Amended and Restated Independent Directors’ Deferred Compensation Plan, effective as of November 16, 2005, and amended and restated as of February 7, 2008. | 10-Q | 001-07151 | 10.55 | May 2, 2008 | |||||
| 10.2* | The Clorox Company Non-Qualified Deferred Compensation Plan, adopted as of January 1, 1996, and amended and restated as of July 20, 2004. | 10-K | 001-07151 | 10(x) | August 27, 2004 | |||||
| 10.3* | Amendment No.1 to The Clorox Company Non-Qualified Deferred Compensation Plan. | 10-K | 001-07151 | 10.3 | August 16, 2016 | |||||
| 10.4* | The Clorox Company Annual Incentive Plan, amended and restated as of September 17, 2013. | 10-K | 001-07151 | 10.8 | August 25, 2014 | |||||
| 10.5* | The Clorox Company 2005 Stock Incentive Plan, amended and restated as of November 14, 2012. | 10-Q | 001-07151 | 10.1 | February 5, 2013 | |||||
| 10.6* | Form of Performance Share Award Agreement under the Company’s 2005 Stock Incentive Plan for awards made in 2014. | 10-K | 001-07151 | 10.9 | August 21, 2015 | |||||
| 10.7* | Form of Performance Share Award Agreement under the Company’s 2005 Stock Incentive Plan for awards made in 2015. | 10-Q | 001-07151 | 10.1 | November 2, 2015 | |||||
| 10.8* | Form of Performance Share Award Agreement under the Company's 2005 Stock Incentive Plan for awards made in 2016. | 10-Q | 001-07151 | 10.1 | November 2, 2016 | |||||
| 10.9* | Form of Restricted Stock Unit Award Agreement under the Company’s 2005 Stock Incentive Plan. | 10-K | 001-07151 | 10.13 | August 23, 2013 | |||||
| 10.10* | Form of Nonqualified Stock Option Award Agreement under the Company’s 2005 Stock Incentive Plan. | 10-Q | 001-07151 | 10.2 | November 2, 2016 | |||||
| 10.11* | The Clorox Company Amended and Restated 2005 Nonqualified Deferred Compensation Plan, effective January 1, 2008. | 10-K | 001-07151 | 10.18 | August 19, 2008 | |||||
| 10.12* | Amendment No. 1 to The Clorox Company Amended and Restated 2005 Nonqualified Deferred Compensation Plan. | 10-K | 001-07151 | 10.18 | August 26, 2011 |
| Incorporated by Reference | ||||||||||
| Exhibit Number | Exhibit Description | Form | File No. | Exhibit | Filing Date | |||||
| 10.13* | Amendment No. 2 to The Clorox Company Amended and Restated 2005 Nonqualified Deferred Compensation Plan. | 10-K | 001-07151 | 10.13 | August 16, 2016 | |||||
| 10.14* | The Clorox Company Supplemental Executive Retirement Plan, as restated effective January 5, 2005, as revised August 13, 2009. | 10-Q | 001-07151 | 10.17 | November 3, 2009 | |||||
| 10.15* | Amendment No. 1 to The Clorox Company Supplemental Executive Retirement Plan, effective as of July 29, 2011. | 10-Q | 001-07151 | 10.21 | November 3, 2011 | |||||
| 10.16* | Amendment No. 2 to The Clorox Company Supplemental Executive Retirement Plan, effective as of September 11, 2012. | 10-Q | 001-07151 | 10.2 | November 2, 2012 | |||||
| 10.17* | The Clorox Company Executive Incentive Compensation Plan, amended and restated as of February 7, 2008. | 10-Q | 001-07151 | 10.58 | May 2, 2008 | |||||
| 10.18* | Form of Indemnification Agreement. | 10-Q | 001-07151 | 10.27 | May 4, 2010 | |||||
| 10.19* | First Amended and Restated Executive Change in Control Severance Plan, effective November 20, 2014. | 10-Q | 001-07151 | 10.1 | February 5, 2015 | |||||
| 10.20* | Severance Plan for Clorox Executive Committee Members, amended and restated effective November 20, 2014. | 10-Q | 001-07151 | 10.2 | February 5, 2015 | |||||
| 10.21* | The Clorox Company Executive Retirement Plan, effective as of July 1, 2011. | 10-Q | 001-07151 | 10.27 | May 4, 2011 | |||||
| 10.22* | Amendment No. 1 to The Clorox Company Executive Retirement Plan. | 10-K | 001-07151 | 10.22 | August 16, 2016 | |||||
| 10.23* | The Clorox Company 2011 Nonqualified Deferred Compensation Plan, effective as of July 1, 2011. | 10-K | 001-07151 | 10.29 | August 26, 2011 | |||||
| 10.24* | Amendment No. 1 to The Clorox Company 2011 Nonqualified Deferred Compensation Plan. | 10-K | 001-07151 | 10.24 | August 16, 2016 | |||||
| 10.25 | Credit Agreement dated as of February 8, 2017 among The Clorox Company, the lenders listed therein, JPMorgan Chase Bank, N.A., Citibank, N.A. and Wells Fargo Bank, National Association, as Adminstrative Agents, and Citibank, N.A. as Servicing Agent. | 8-K | 001-07151 | 10.1 | February 10, 2017 | |||||
| 10.26 | Amended and Restated Joint Venture Agreement dated as of January 31, 2003, between The Glad Products Company and certain affiliates and The Procter and Gamble Company and certain affiliates. | 10-K/A | 001-07151 | 10.26 | September 30, 2016 | |||||
| 21.0 | Subsidiaries. | |||||||||
| 23.0 | Consent of Independent Registered Public Accounting Firm. | |||||||||
| 31.1 | Certification of the Chief Executive Officer of The Clorox Company pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||
| 31.2 | Certification of the Chief Financial Officer of The Clorox Company pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||||
| 32.0 | Certification of the Chief Executive Officer and Chief Financial Officer of The Clorox Company pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |||||||||
| 99.1 | Management’s Discussion and Analysis of Financial Condition and Results of Operations, Consolidated Financial Statements, Management’s Report on Internal Control over Financial Reporting and Reports of Independent Registered Public Accounting Firm. | |||||||||
| 99.2 | Valuation and Qualifying Accounts and Reserves. | |||||||||
| 99.3 | Reconciliation of Economic Profit (Unaudited). |
| Incorporated by Reference | ||||||||||
| Exhibit Number | Exhibit Description | Form | File No. | Exhibit | Filing Date | |||||
| 101 | The following materials from The Clorox Company’s Annual Report on Form 10-K for the year ended June 30, 2017 are formatted in extensible Business Reporting Language (XBRL): (i) the Consolidated Statements of Earnings, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Stockholders’ Equity, (v) the Consolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements. |
| (*) | Indicates a management or director contract or compensatory plan or arrangement required to be filed as an exhibit to this report. |
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