SEC Info - Kennametal Inc. - ‘8-K/A’ for 10/24/23

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Kennametal Inc. – ‘8-K/A’ for 10/24/23

On: Thursday, 2/22/24, at 10:13am ET · For: 10/24/23 · Accession #: 55242-24-12 · File #: 1-05318

  As Of               Filer                 Filing    For·On·As Docs:Size

 2/22/24  Kennametal Inc.                   8-K/A:5,9  10/24/23   11:222K

Amendment to Current Report — Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K/A       Amendment to Current Report                         HTML     33K 
 6: R1          Cover Document                                      HTML     56K 
 8: XML         IDEA XML File -- Filing Summary                      XML     11K 
11: XML         XBRL Instance -- kmt-20231024_htm                    XML     20K 
 7: EXCEL       IDEA Workbook of Financial Report Info              XLSX      9K 
 3: EX-101.DEF  XBRL Definitions -- kmt-20231024_def                 XML     51K 
 4: EX-101.LAB  XBRL Labels -- kmt-20231024_lab                      XML    105K 
 5: EX-101.PRE  XBRL Presentations -- kmt-20231024_pre               XML     50K 
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10: ZIP         XBRL Zipped Folder -- 0000055242-24-000012-xbrl      Zip     21K

‘8-K/A’ — Amendment to Current Report

This is an HTML Document rendered as filed. [ Alternative Formats ]

iX:

kmt-20231024

i 0000055242 i true i true00000552422023-10-242023-10-240000055242exch:XNYSkmt:CapitalStockParValue1.25PerShareMember2023-10-242023-10-240000055242exch:XNYSkmt:PreferredStockPurchaseRightsMember2023-10-242023-10-24

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM i 8-K/A

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): i October 24, 2023

i Kennametal Inc.

(Exact Name of Registrant as Specified in Its Charter)

i Pennsylvania

i 1-5318

i 25-0900168

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

i 525 William Penn Place

i Suite 3300

i Pittsburgh,

i Pennsylvania

i 15219

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: ( i 412) i 248-8000

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

i ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

i ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

i ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

i ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company i ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol	Name of each exchange on which registered
i Capital Stock, par value $1.25 per share	i KMT	i New York Stock Exchange
i Preferred Stock Purchase Rights		i New York Stock Exchange

Explanatory Note

i This Current Report on Form 8-K/A (the Amendment) is being filed as an amendment to the Current Report on Form 8-K filed by Kennametal Inc. (“Kennametal” or “the Company”) on October 26, 2023 (“the Original Form 8-K”). The Original Form 8-K was filed with the U.S. Securities and Exchange Commission (“SEC”) to report the results of the matters submitted to a vote of the shareholders at the Company's Annual Meeting of Shareholders, held on October 24, 2023 (“Annual Meeting”). The sole purpose of this Amendment is to update disclosures made under Item 5.07, Submission of Matters to a Vote of Security Holders, in the Original Form 8-K. Except as set forth herein, no other modifications have been made to the Original Form 8-K.

Item 5.07 Submission of Matters to a Vote of Security Holders.

As previously disclosed in the Original Form 8-K, at the Annual Meeting, in a non-binding advisory vote on the frequency of the advisory vote on the compensation paid to the Company's named executive officers (say-on-pay), the Company’s shareholders voted in favor of holding say-on-pay votes every year. In accordance with this result and its previous recommendation (as set forth in the definitive proxy statement for the Annual Meeting filed with the SEC on September 12, 2023), the Board of Directors of the Company (“Board”) determined that the Company will hold advisory say-on-pay votes on named executive officer compensation every year until the next required vote on the frequency of such say-on-pay votes or until the Board determines that it is in the best interest of the Company to hold such vote with a different frequency.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.