B Barnes Group Inc

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM SD

Specialized Disclosure Report

BARNES GROUP INC.

(Exact name of registrant as specified in its charter)

 

Delaware

(State or other jurisdiction of incorporation)

 

Jay Knoll (860) 583-7070

Registrant's telephone number, including area code

Check the appropriate box to indicate the rule pursuant to which this form is being filed, and provide the period to which the information in this form applies:

 

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Conflict Minerals Disclosure

 

A copy of Barnes Group Inc.’s Conflict Minerals Report for the year ended December 31, 2023, is filed as Exhibit 1.01 hereto and is publicly available at https://ir.barnesgroupinc.com/financials/sec-filings/default.aspx.

 

The Conflict Minerals Report described in Item 1.01 is filed as Exhibit 1.01 to this Form SD.

Item 2.01

Exhibits

 

 

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

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Exhibit 1.01

 

Barnes Group Inc.

Conflict Minerals Report

 

Barnes Group Inc. files this Conflict Minerals Report for the 2023 calendar year (this “Report”) in accordance with Rule 13p-1 of the Securities Exchange Act of 1934, as amended.

 

 

Barnes Group Inc. (Barnes) leverages world-class manufacturing capabilities and market-leading engineering to develop advanced processes, automation solutions, and applied technologies for industries ranging from aerospace and medical & personal care to mobility and packaging. With a celebrated legacy of pioneering excellence, Barnes delivers exceptional value to customers through advanced manufacturing capabilities and cutting-edge industrial technologies. Barnes Aerospace specializes in the production and servicing of intricate fabricated and precision-machined components for both commercial and military turbine engines, nacelles, and airframes. Barnes Industrial excels in advancing the processing, control, and sustainability of engineered plastics and delivering innovative, custom-tailored solutions for industrial automation and metal forming applications. Established in 1857 and headquartered in Bristol, Connecticut, USA, the Company has manufacturing and support operations around the globe. For more information, visit please visit www.onebarnes.com.

To prepare this Report, Barnes’ Legal & Compliance Department (“Barnes Legal”), in partnership with Barnes’ supply chain representatives, conducted a review in accordance with methods generally in alignment with the “OECD Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict- Affected and High-Risk Areas” (“OECD Framework”).

 

The goal of Barnes’s review with respect to its products and supply chain was to ascertain:

 

 

Together, this two-pronged review is hereinafter referred to as the Company’s “Reasonable Country of Origin Inquiry”.

 

At the conclusion of our Reasonable Country of Origin Inquiry, Barnes determined that certain products manufactured by Barnes during the 2023 calendar year were manufactured with materials or components that contain or are likely to contain T3G Minerals that are necessary to the functionality or production of those products. Further, Barnes does not have sufficient information to determine the country of origin for all the T3G Minerals in our supply chain.

 

This year, the Company’s Reasonable Country of Origin Inquiry included an update to our supplier list to include all suppliers that were known to have, or may have, supplied T3G minerals based on the nature of the specific products manufactured by Barnes and materials provided by each supplier. Barnes leveraged a third-party vendor to contact more than 1,800 suppliers, each of whom received the most current version of the OECD-based “Conflict Minerals Reporting Template” (the “CMRT”). The third-party vendor tracked supplier responses, reported unresponsive suppliers to Barnes’ supply chain representatives, and aggregated the supplier CMRT data for Barnes evaluation.

 

Barnes has a Conflict Minerals Policy and reserves the right to enforce its supply chain terms and conditions of purchase. In addition, Barnes maintains certain supplier onboarding processes to mitigate the risk of receiving Conflict Minerals following the initial CMRT, including maintaining a Code of Business Ethics and Conduct for Suppliers. Company supply chain representatives retain records of each supplier’s response to the CMRT in a centralized database for internal confirmation and future review and audit.

Like many of the Company’s suppliers, Barnes is several steps in the supply chain removed from smelters and refiners. In addition, Barnes does not directly source T3G Minerals. Supplier responses to the CMRT were varied. Some affirmatively informed Barnes that no Conflict Minerals were provided. Some suppliers provided generalized CMRT responses that apply across their entire product line, while still others provided a more specific response related to the specific product supplied by that supplier.

Barnes adopted a Conflict Minerals Policy to communicate to the public and Barnes’ supply chain its intent to support the social goals underlying the Conflict Minerals rule (the “Policy”). The Policy can be found at: https://www.onebarnes.com/wp-content/uploads/2023/01/Conflict-Minerals-Policy-Jan-2023.pdf. In addition, the Barnes Code of Business Ethics and Conduct for Suppliers further reinforces the requirements of supplier cooperation, transparency, and adherence to applicable laws.

Barnes has incorporated Conflict Minerals contract language into its standard terms and conditions or has disclosed Conflict Minerals requirements on purchase orders. Also, the Company has implemented Conflict Minerals-related requirements for the onboarding of new suppliers. In accordance with the OECD Framework, these efforts help engage Barnes’s suppliers to mitigate the risk of receiving Conflict Minerals.

 

In August 2023, Barnes completed its acquisition of MB Aerospace. Barnes has incorporated MB Aerospace supplier responses into its Conflict Minerals compliance program and includes MB Aerospace supplier responses in this year’s Report. In April 2024, Barnes divested its Associated Spring and Hanggi businesses. This year’s Report also includes 2023 Conflict Minerals data from these divested companies.

Barnes will continue its ongoing compliance efforts regarding maintaining a substantive response rate to the CMRT through continued dialogue with suppliers; evaluating information provided by suppliers; applying its Conflict Minerals contract terms and conditions; performing Conflict Minerals due diligence when onboarding new suppliers; and ensuring any businesses acquired in the future perform the necessary due diligence.

Barnes continues to review best practices and expert guidance for opportunities to strengthen compliance controls as it further develops its Conflict Minerals compliance program. The Company plans to continue addressing Conflict Minerals issues in its supply chain as necessary by continuing to engage its suppliers in dialogue, discouraging suppliers from sourcing Conflict Minerals, requiring greater supply chain transparency, and/or potentially re-sourcing in certain circumstances.

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