Quaker Houghton
Retirement Savings Plan
Notes to Financial Statements
4
NOTE 1 – DESCRIPTION OF PLAN
The following description of the Quaker Houghton Retirement Savings
Plan (the “Plan”) provides only general information.
The Plan
document provides a complete description of the Plan’s
provisions.
General
The Plan is a defined contribution plan for certain U.S. employees of Quaker
Chemical Corporation (doing business as Quaker
Houghton) (the “Company”) and participating employers (AC Products,
Inc. (“AC”), Epmar Corporation (“Epmar”), Summit
Lubricants, Inc. (“Summit”), ECLI Products, LLC (“ECLI”), Houghton
International Inc. (“Houghton”), and Wallover
Oil Company,
Inc. (“Wallover”)).
Effective as of January 1, 2022, Coral Chemical Company (“Coral”),
Ultraseal America, Inc. (“Ultraseal”) and
SIFCO Applied Surface Concepts, LLC (“SIFCO”) became participating
employers in the Plan.
Additionally, effective
January 1,
2022, the Plan was migrated to a volume submitter plan format with Vanguard.
The Plan is administered by the Retirement Savings
Plan Committee, which is appointed by the Company’s
Board of Directors, and is subject to the Employee Retirement Income
Security Act of 1974 (“ERISA”).
Employees of the Company and adopting affiliates are eligible
to participate in the Plan on their first day of employment or as soon as
administratively practicable thereafter,
unless specified differently in any bargaining unit
agreement.
During the year ended December 31, 2021, Vanguard
revised the share class for a majority of the Plan's investment options in order to
reduce participant plan expenses. Underlying investment holdings
for each fund remain materially unchanged.
Plan Amendments
Effective January 1, 2021, the Plan was amended
and restated (the “2021 Restatement”).
The Plan was previously most recently
amended and restated effective January 1, 2020 (the “2020
Restatement”).
Effective January 1, 2022, the Coral Chemical Company
401(k) Plan (the “Coral Plan”) and the SIFCO Applied Surface Concepts,
LLC 401(k) Plan (the “SIFCO Plan”) were merged into the
Plan.
The 2021 Restatement changed the Plan to: (i) incorporate the amendments adopted
in 2020 after the effective date of the 2020
Restatement, and (ii) effective January 1, 2022, add
Coral and SIFCO as participating employers in the Plan.
On December 31, 2021
(the “Coral Plan Transfer Date”), net assets, including
notes receivable from participants,
totaling $10,149,772 were transferred from
the Coral Plan to the Plan.
Similarly, on January 4, 2022 and February
24, 2022 (the “SIFCO Plan Transfer Dates”), net
assets,
including notes receivable from participants,
totaling $8,485,318 were transferred from the SIFCO Plan to the Plan.
Contributions
Participants may elect to contribute on a before-tax and/or after-tax
basis any whole percentage of their compensation as defined, up to
75%, during the year, not to exceed
the annual Internal Revenue Code (“IRC”) limits.
At the discretion of the Retirement Savings
Plan Committee, the Plan matches 50% of the first 6% of compensation as defined
that is contributed to the Plan, with a maximum
matching contribution of 3% of compensation.
No changes were made to the discretionary matching provision during 2021.
In
addition, the Plan provides for non-elective nondiscretionary contributions
on behalf of participants who have completed one year of
service equal to 3% of the eligible participant's compensation,
as defined.
The Company’s Board of Directors (and
AC’s Board of Directors with respect to AC participants)
reserves the right to make future
discretionary non-elective contributions, which are allocated on the basis of
eligible participants’ compensation, as defined.
Upon
completing one year of service, an eligible participant is eligible to receive discretionary
non-elective contributions on the first day of
the month coinciding with or following the date on which the participant
meets the one year of service requirement.
Epmar, Summit,
ECLI, Houghton, Wallover,
Ultraseal, Coral and SIFCO participants are not eligible for discretionary non
-elective contributions.
Participants who are eligible to make contributions and who have or will attain age
50 before the end of the Plan year are eligible to
make catch-up contributions in accordance with, and subject to, the limitations
of IRC Section 414(v).
No Company matching
contributions are made with respect to catch-up contributions.
Beginning with the first pay date on or after April 17, 2020 and continuing
until the first pay date on or after April 1, 2021, the
Company made both non-elective contributions and matching contributions
in shares of the Company’s common stock
rather than
cash.
The Company made non-cash contributions of approximately $1,551,043
and $3,111,977 for the years ended
December 31,
2021 and 2020, respectively.
Participant Accounts
Each participant’s account
is credited or deducted with the participant’s contribution
and any applicable direct expenses and allocation
of the Company’s contributions
and any Plan earnings and losses.
Allocations are based on participant earnings, account balances, or
specific participation transactions, as defined.
The benefit to which a participant is entitled is the benefit that can be provided
from the
participant’s vested account
balance.