Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

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Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)(1) Financial Statements

The financial statements are set forth under Item 8 of this Annual Report on Form 10-K.

(2) Schedules

Schedule II – Valuation and Qualifying Accounts for each of the three fiscal years in the period ended June 30, 2023 is set forth under Item 8 of this Annual Report on Form 10-K.

Financial statements, financial statement schedules and exhibits not listed have been omitted where the required information is included in the Consolidated Financial Statements or notes thereto, or is not applicable or required.

Incorporated herein by reference
Exhibit No.DescriptionFormExhibit No.Filing DateFile No.
2.01Agreement and Plan of Merger, dated as of March 25, 2021, by and among II-VI Incorporated, Watson Merger Sub Inc. and Coherent, Inc.8-K2.1March 26, 2021001-39375
3.01Amended and Restated Articles of Incorporation of II-VI Incorporated8-K3.1November 8, 2011000-16195
3.02Articles of Amendment to Amended and Restated Articles of Incorporation8-K3.1September 8, 2022001-39375
3.03Amended and Restated By-Laws of Coherent Corp. as amended and restated effective September 8, 20228-K3.2September 8, 2022001-39375
3.04Statement with Respect to Shares, filed with the Pennsylvania Department of State Corporations Bureau and effective July 6, 202010-K3.03August 26, 2020001-39375
3.05Statement with Respect to Shares, filed with the Pennsylvania Department of State Corporations Bureau and effective March 30, 20218-K3.1March 31, 2021001-39375
4.01+Description of II-VI's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934
4.02Form of 6.00% Series A Mandatory Convertible Preferred Stock Certificate10-K3.03August 26, 2020001-39375
4.03Indenture, dated as of December 10, 2021, among Coherent Corp., the guarantors party thereto and U.S. Bank National Association, as trustee8-K4.1December 10, 2021001-39375
4.04Form of 5.000% Senior Notes due 20298-K4.2 (included in Exhibit 4.1)December 10, 2021001-39375
4.05+First Supplemental Indenture, dated as of July 1, 2022, among Coherent Corp., the guarantors party thereto and U.S. Bank National Association, as Trustee
4.06Second Supplemental Indenture, dated as of May 5, 2023, among Coherent Corp., the guarantors party thereto and U.S. Bank National Association, as Trustee10-Q4.01May 10, 2023001-39375
4.07+Third Supplemental Indenture, dated as of May 31, 2023, among Coherent Corp., the guarantors party thereto and U.S. Bank National Association, as Trustee
4.08Registration Rights Agreement, dated March 31, 2021, by and between II-VI Incorporated and BCPE Watson (DE) SPV, LP.Schedule 13DDJuly 11, 2022005-39319
10.01*Credit Agreement, dated as of July 1, 2022, by and among II-VI Incorporated, the lenders and other parties from time to time party thereto and JPMorgan Chase Bank, N.A., as administrative agent8-K10.1July 1, 2022001-39375
10.02Amendment No. 1 to Credit Agreement, dated as of March 31, 2023, by and among Coherent Corp., JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, and the lenders party thereto10-Q10.1May 10, 2023001-39375
10.03Form of Indemnification Agreement between II-VI Incorporated and its directors and officers10-K10.15August 28, 2018000-16195
10.04**Description of Bonus Incentive Plan10-K10.14September 24, 1996000-16195
10.05**Description of Discretionary Incentive Plan (now known as the Goal/ Results Incentive Program)10-K10.27August 28, 2009000-16195
10.06**Amended and Restated II-VI Incorporated Deferred Compensation Plan (applicable to periods prior to January 1, 2015)10-K10.17August 28, 2015000-16195
10.07**Amended and Restated II-VI Incorporated Deferred Compensation Plan (applicable to periods after January 1, 2015)10-K10.18August 28, 2015000-16195
10.08**II-VI Incorporated 2012 Omnibus Incentive Plan8-K10.01November 5, 2012000-16195
10.09**Form of Nonqualified Stock Option under the II-VI Incorporated 2012 Omnibus Incentive Plan10-K10.30August 28, 2013000-16195
10.10**II-VI Incorporated Amended and Restated 2012 Omnibus Incentive PlanS-810.1November 4, 2014333-199855
10.11**Form of Nonqualified Stock Option Agreement under the II-VI Incorporated Amended and Restated 2012 Omnibus Incentive Plan10-K10.30August 28, 2013000-16195
10.12**II-VI Incorporated Second Amended and Restated 2012 Omnibus Incentive Plan10-Q10.01February 2, 2016000-16195
10.13**Form of Nonqualified Stock Option Agreement under the II-VI Incorporated Second Amended and Restated Omnibus Incentive Plan10-Q10.03November 8, 2016000-16195
10.14**II-VI Incorporated Amended and Restated 2018 Omnibus Incentive PlanS-899.1November 10, 2020333-249995
10.15**Form of Nonqualified Stock Option Agreement under the II-VI Incorporated 2018 Omnibus Incentive Plan10-Q10.01February 8, 2019000-16195
10.16**II-VI Incorporated Executive Severance Plan8-K10.1August 22, 2019000-16195
10.17**Form of Participation Agreement for the II-VI Incorporated Executive Severance Plan8-K10.2August 22, 2019000-16195
10.18**Form of Performance Share Unit Award Agreement (Cash Flow; Share-Settled)10-K10.31August 20, 2021001-39375
10.19**Form of Performance Share Unit Award Agreement (Relative TSR; Share-Settled)10-K10.32August 20, 2021001-39375
10.20**Coherent, Inc. 2011 Equity Incentive PlanS-810.1May 6, 2011333-174019
10.21**Coherent, Inc. Equity Incentive PlanS-899.1April 27, 2020333-237855
10.22**Coherent, Inc. Equity Incentive Plan - Form of Global Restricted Stock Unit Agreement10-Q10.2August 12, 2020001-33962
10.23**Coherent, Inc. Equity Incentive Plan - Form of Performance Restricted Stock Unit Agreement10-Q10.3August 12, 2020001-33962
10.24**2005 Deferred Compensation Plan10-K/A10.6February 1, 2021001-33962
10.25**Employment Agreement, dated October 3, 2012, by and between II-VI Incorporated and Giovanni Barbarossa10-K10.07August 28, 2015000-16195
10.26+**Agreement, dated October 4, 2018, by and between II-VI Incorporated and Walter R. Bashaw II
10.27**Amended and Restated Employment Agreement, effective August 23, 2022, by and between II-VI Incorporated and Vincent D. Mattera, Jr.8-K10.1August 23, 2022001-39375
10.28**Employment Letter Agreement, dated January 7, 2022, by and between II-VI Incorporated and Mark Sobey10-K10.34August 29, 2022001-39375
10.29+**Consulting Agreement, dated June 12, 2023, by and between Coherent Corp. and Mark Sobey
19.01+Coherent Corp. and its subsidiaries Insider Trading and Tipping Policy, effective September 25, 2018
21.01+List of Subsidiaries of Coherent Corp.
23.01+Consent of Ernst & Young LLP
31.01+Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, and Section 302 of the Sarbanes-Oxley Act of 2002
31.02+Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, and Section 302 of the Sarbanes-Oxley Act of 2002
32.01+Certification of the Chief Executive Officer pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. § 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.02+Certification of the Chief Financial Officer pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. § 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101Interactive Data File
(101.INS)Inline XBRL Instance Document
(101.SCH)Inline XBRL Taxonomy Extension Schema Document
(101.CAL)Inline XBRL Taxonomy Extension Calculation Linkbase Document
(101.DEF)Inline XBRL Taxonomy Definition Linkbase
(101.LAB)Inline XBRL Taxonomy Extension Label Linkbase Document
(101.PRE)Inline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

+ Filed herewith

  • Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule or exhibit will be furnished supplementally to the SEC upon request.

** Identifies management contract or compensatory plans, contracts or arrangements required to be filed as an exhibit.

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