Item 15. Exhibits and Financial Statement Schedules. Copy as markdown (a)(1) Financial Statements: See the Index to Financial Statements on page 34 of this Annual Report. (a)(2) Financial Statement Schedules: Financial statement schedules are omitted because they are not applicable or because the information required is set forth in the Consolidated Financial Statements or notes thereto. (a)(3) Exhibits: The following exhibits are either attached or incorporated herein by reference to another filing with the U.S. Securities and Exchange Commission.
Exhibit Number Exhibit Description 2.1 Agreement and Plan of Merger, dated as of February 3, 2015, by and among Blue Acquisition Group, Inc., the Company, SPF Holdings I, Inc., SPF Holdings II, LLC, and, for the limited purposes set forth therein, Blue Holdings I, L.P. 2.2 Stock Purchase Agreement and Plan of Merger, dated as of April 4, 2018, by and among NU Pet Company, PR Merger Sub I, LLC, Ainsworth Pet Nutrition Parent, LLC, CP APN, Inc., CP APN, L.P., and, solely for the limited purpose set forth therein, The J. M. Smucker Company 2.3 First Amendment to Stock Purchase Agreement and Plan of Merger and Side Letter, dated as of May 14, 2018, by and among NU Pet Company, PR Merger Sub I, LLC, Ainsworth Pet Nutrition Parent, LLC, CP APN, Inc., CP APN, L.P., and, solely for the limited purpose set forth therein, The J. M. Smucker Company 3.1 Amended Articles of Incorporation of The J. M. Smucker Company 3.2 Amended Regulations of The J. M. Smucker Company 4.1 Rights Agreement, dated as of May 20, 2009, by and between the Company and Computershare Trust Company, N.A., as rights agent 4.2 Amendment No. 1, dated as of February 3, 2015, to the Rights Agreement, dated as of May 20, 2009, between the Company and Computershare Trust Company, N.A., as rights agent 4.3 Amendment No. 2, dated as of October 24, 2016, to the Rights Agreement, dated as of May 20, 2009, by and between the Company and Computershare Trust Company, N.A., as rights agent 4.4 Amendment No. 3, dated as of June 25, 2018, to the Rights Agreement, dated as of May 20, 2009, by and between the Company and Computershare Trust Company, N.A., as rights agent, and subsequently amended as of February 3, 2015, and October 24, 2016 4.5 Indenture, dated as of October 18, 2011, between the Company and U.S. Bank National Association 4.6 First Supplemental Indenture, dated as of October 18, 2011, among the Company, the guarantors party thereto, and U.S. Bank National Association 4.7 Third Amended and Restated Intercreditor Agreement, dated June 11, 2010, among the administrative agents and other parties identified therein 4.8 Indenture, dated as of March 20, 2015, between the Company and U.S. Bank National Association, as trustee 4.9 First Supplemental Indenture, dated as of March 20, 2015, by and among the Company, the guarantors party thereto and U.S. Bank National Association, as trustee 4.10 Second Supplemental Indenture, dated as of December 7, 2017, between the Company and U.S. Bank National Association, as trustee 10.1 Nonemployee Director Stock Plan dated January 1, 1997* 10.2 The J. M. Smucker Company Top Management Supplemental Retirement Benefit Plan, restated as of January 1, 2018* 10.3 Amended and Restated Consulting and Noncompete Agreement of Timothy P. Smucker, dated as of December 31, 2010* 10.4 Amended and Restated Consulting and Noncompete Agreement of Richard K. Smucker, dated as of December 31, 2010*
Exhibit Number Exhibit Description 10.5 Termination Amendment to Amended and Restated Consulting and Noncompete Agreement of Timothy P. Smucker, dated as of April 25, 2011* 10.6 Termination Amendment to Amended and Restated Consulting and Noncompete Agreement of Richard K. Smucker, dated as of April 25, 2011* 10.7 The J. M. Smucker Company Voluntary Deferred Compensation Plan, Amended and Restated as of December 1, 2012* 10.8 The J. M. Smucker Company 2006 Equity Compensation Plan, effective August 17, 2006* 10.9 The J. M. Smucker Company 2010 Equity and Incentive Compensation Plan* 10.10 Amendment No. 1 to The J. M. Smucker Company 2010 Equity and Incentive Compensation Plan* 10.11 Form of Restricted Stock Agreement* 10.12 Form of Deferred Stock Units Agreement* 10.13 Form of Special One-Time Grant of Restricted Stock Agreement* 10.14 Form of Restricted Stock Agreement* 10.15 Form of Special One-Time Grant of Restricted Stock Agreement* 10.16 Form of Special One-Time Grant of Deferred Stock Units Agreement* 10.17 Form of Restricted Stock Agreement* 10.18 Form of Deferred Stock Units Agreement* 10.19 Form of Performance Units Agreement* 10.20 Form of Restricted Stock Agreement* 10.21 Form of Deferred Stock Units Agreement* 10.22 Form of Nonstatutory Stock Option Agreement* 10.23 Form of Nonstatutory Stock Option Agreement between the Company and the Optionee (three-year vesting)* 10.24 The J. M. Smucker Company Nonemployee Director Deferred Compensation Plan (Amended and Restated Effective January 1, 2007)* 10.25 The J. M. Smucker Company Nonemployee Director Deferred Compensation Plan (Amended and Restated Effective January 1, 2014)* 10.26 The J. M. Smucker Company Defined Contribution Supplemental Executive Retirement Plan, Restated Effective May 1, 2015* 10.27 Amendment No. 1 to The J. M. Smucker Company Defined Contribution Supplemental Executive Retirement Plan, dated as of December 31, 2016* 10.28 The J. M. Smucker Company Restoration Plan, Amended and Restated Effective January 1, 2013* 10.29 Amendment No. 1 to The J. M. Smucker Company Restoration Plan, dated as of May 1, 2015* 10.30 Amendment No. 2 to The J. M. Smucker Company Restoration Plan, dated as of December 31, 2016* 10.31 Form of Amended and Restated Change in Control Severance Agreement between the Company and the Officer party thereto* 10.32 Form of Indemnity Agreement between the Company and the Officer party thereto* 10.33 The J. M. Smucker Company 1998 Equity and Performance Incentive Plan (Amended and Restated Effective June 6, 2005)* 10.34 Tax Matters Agreement between The Procter & Gamble Company, The Folgers Coffee Company, and the Company, dated November 6, 2008 10.35 Intellectual Property Matters Agreement between The Procter & Gamble Company and The Folgers Coffee Company, dated November 6, 2008 10.36 Revolving Credit Agreement, dated as of September 1, 2017, by and among the Company, Smucker Foods of Canada Corp., a federally incorporated Canadian corporation, Bank of America, N.A., as administrative agent, and the several financial institutions from time to time party thereto
Exhibit Number Exhibit Description 10.37 Amendment No. 1 to Credit Agreement dated as of April 27, 2018, to the Revolving Credit Agreement, dated as of September 1, 2017, among the Company and Smucker Foods of Canada Corp., as borrowers, the lenders party thereto, and Bank of America, N.A., as administrative agent 10.38 Form of Commercial Paper Dealer Agreement between the Company, as Issuer, and the Dealer party thereto 10.39 Term Loan Credit Agreement, dated as of April 27, 2018, among the Company, as borrower, the lenders party thereto, and Bank of America, N.A., as administrative agent 21 Subsidiaries of the Registrant 23 Consent of Independent Registered Public Accounting Firm 24 Powers of Attorney 31.1 Certifications of Mark T. Smucker pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended 31.2 Certifications of Mark R. Belgya pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended 32 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of The Sarbanes-Oxley Act of 2002 101.INS XBRL Instance Document 101.SCH XBRL Taxonomy Extension Schema Document 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document 101.DEF XBRL Taxonomy Extension Definition Linkbase Document 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document 101.LAB XBRL Taxonomy Extension Label Linkbase Document
Identifies exhibits that consist of a management contract or compensatory plan or arrangement.
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.
Date: June 17, 2019 The J. M. Smucker Company /s/ Mark R. Belgya By: Mark R. Belgya Vice Chair and Chief Financial 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.
* Mark T. Smucker President and Chief Executive Officer and Director (Principal Executive Officer) June 17, 2019 /s/ Mark R. Belgya Mark R. Belgya Vice Chair and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) June 17, 2019 * Timothy P. Smucker Chairman Emeritus June 17, 2019 * Richard K. Smucker Executive Chairman June 17, 2019 * Kathryn W. Dindo Director June 17, 2019 * Paul J. Dolan Director June 17, 2019 * Jay L. Henderson Director June 17, 2019 * Elizabeth Valk Long Director June 17, 2019 * Gary A. Oatey Director June 17, 2019 * Kirk L. Perry Director June 17, 2019 * Sandra Pianalto Director June 17, 2019 * Nancy Lopez Russell Director June 17, 2019 * Alex Shumate Director June 17, 2019 * Dawn C. Willoughby Director June 17, 2019
* The undersigned, by signing her name hereto, does sign and execute this report pursuant to the powers of attorney executed by the above-named officers and directors of the registrant, which are being filed herewith with the Securities and Exchange Commission on behalf of such officers and directors.
Date: June 17, 2019 /s/ Jeannette L. Knudsen By: Jeannette L. Knudsen Attorney-in-Fact
Previous: Item 14. Principal Accountant Fees and Services.
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