SEC Form 11-K filed by Enpro Inc.

 

The following description of the Enpro Inc. Retirement Savings Plan (the “Plan”) provides only general information. Participants should refer to the plan document for a more complete description of the Plan’s provisions.

 

General - The Plan is a defined contribution plan covering substantially all full-time employees of Enpro Inc. (the “Employer”), as well as temporary or part-time employees who have completed 1,000 service hours in the designated measuring period as defined in the plan document. Ineligible employee groups include non-resident alien employees, leased employees, supplemental contract workers, employees who are paid primarily by the hour, employees of an affiliated employer that does not adopt this Plan and employees covered by a collective bargaining agreement unless such agreement provides for plan participation. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”). The Benefits Committee is responsible for oversight of the Plan, determines the appropriateness of the Plan’s investment offerings and monitors investment performance.

 

On November 4, 2024, the Employer acquired Advanced Micro Instruments, Inc. (“AMI”). In connection with the acquisition, the Plan was amended to merge Advanced Micro Instruments 401(k) (“AMI Plan”) into the Plan and allow employees of AMI to participate in the Plan effective January 2, 2025. On January 2, 2025, the assets of the AMI Plan were transferred into the Plan.

 

In September 2019, the Employer acquired LeanTeq LLC ("LeanTeq"). In connection with the acquisition, the Plan was amended to merge the LeanTeq LLC 401(k) Plan ("LeanTeq Plan") into the Plan and allow employees of LeanTeq to participate in the Plan effective January 1, 2024. On January 19, 2024, the assets of the LeanTeq Plan were transferred into the Plan.

 

On December 17, 2021, the Employer acquired TCFII NxEdge LLC (“NxEdge”). In connection with the acquisition, the Plan was amended to merge the Ace Company, Inc. 401(k) Plan (“Ace Plan”) and NxEdge 401(k) Plan (“NxEdge Plan”) into the Plan effective May 1, 2023 and June 1, 2023, respectively, and allow employees of NxEdge to participate in the Plan effective January 1, 2023. On May 1, 2023, the assets of the Ace Plan were transferred into the Plan. On June 1, 2023, the assets of the NxEdge Plan were transferred into the Plan.

 

On October 26, 2020, the Employer acquired Alluxa, Inc. (“Alluxa”). In connection with the acquisition, the Plan was amended to merge the Alluxa, Inc. 401(k) Plan (“Alluxa Plan”) into the Plan effective May 1, 2023, and allow employees of Alluxa to participate in the Plan effective January 1, 2023. On May 1, 2023, the assets of the Alluxa Plan were transferred into the Plan.

 

Contributions - Each year, participants may contribute from 1% up to 75% of their annual eligible compensation, as defined in the plan document, as pre-tax or Roth contributions. Participants who have attained age 50 before the end of the plan year are eligible to make catch-up contributions. Participants may also contribute amounts representing distributions from other qualified defined benefit or defined contribution plans (rollover). Participants direct the investment of their contributions into various investment options offered by the Plan. The Plan includes an auto-enrollment provision whereby all newly eligible employees are automatically enrolled in the Plan unless they affirmatively elect not to participate in the Plan. Automatically enrolled participants have their deferral rate set at 6% of eligible compensation and their contributions invested in a designated balanced fund until changed by the participant. The Employer matches 100% of employee contributions up to 6% of the participant’s eligible compensation. The Employer also contributes an additional 2% to certain eligible employees as defined in the plan document. Contributions are subject to certain Internal Revenue Service (“IRS”) limitations.

 

 

 

 

GAAP provides the framework for measuring fair value. That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under GAAP are described as follows:

 

 

Quoted prices for similar assets or liabilities in active markets;

Quoted prices for identical or similar assets or liabilities in inactive markets;

Inputs other than quoted prices that are observable for the asset or liability;

Inputs that are derived principally from or corroborated by observable market data by correlation or other means.

 

 

The Plan invests in shares of the Employer’s common stock and therefore, transactions associated with the Employer’s common stock qualify as exempt party in interest transactions.

 

Although it has not expressed any intent to do so, the Employer has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants would become 100% vested in their employer contributions.

 

On June 30, 2020, the IRS stated that the prototype plan adopted by the Plan, as then designed, qualifies under Internal Revenue Code (“IRC”) 401(a). The Plan has not received a determination letter specific to the Plan itself; however, the Plan’s management and tax counsel believe that the Plan was designed and was being operated in compliance with the applicable requirements of the IRC and, therefore, that the Plan is qualified and the related trust is tax exempt.

 

GAAP requires management to evaluate tax positions taken by the Plan and recognize a tax liability if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the taxing authorities. Management has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2025 and 2024, there are no uncertain positions taken or expected to be taken that would require recognition of a liability or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits of any tax periods in progress.

 

The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits.

 

During the year ended December 31, 2023, the Employer made remittances of participant contributions and loan repayments totaling $333,487 that were in excess of the time period described by the Department of Labor’s Rules and Regulations. The delay in remitting the contributions was due to an administrative error. The Employer reimbursed the Plan for lost earnings on July 9, 2025. The Employer paid the applicable excise tax payments from the Employer’s assets and not from assets of the Plan in July 2025.

ENPRO INC. RETIREMENT SAVINGS PLAN

 

SCHEDULE H, LINE 4a – SCHEDULE OF DELINQUENT PARTICIPANT CONTRIBUTIONS

 

EIN: 01-0573945 – PLAN NUMBER: 004

 

 

See report of independent registered public accounting firm.

ENPRO INC. RETIREMENT SAVINGS PLAN

 

SCHEDULE H, LINE 4i – SCHEDULE OF ASSETS (HELD AT END OF YEAR)

AS OF DECEMBER 31, 2025

 

EIN: 01-0573945 – PLAN NUMBER: 004

 

 

 

See report of independent registered public accounting firm.