EX-1.01
Published on June 1, 2026
Exhibit 1.01
JBT Marel Corporation
Conflict Minerals Report
For the Calendar Year Ended December 31, 2025
This report for the calendar year ended December 31, 2025 is presented to comply with Rule 13p-1 under the Securities Exchange Act of 1934 (the “Rule”). Unless otherwise specified or indicated by the context, JBT Marel Corporation, JBTM, we, us, our and the Company, refer to JBT Marel Corporation and its subsidiaries.
JBTM has reason to believe that some of the 3TGs (as defined below) present in its supply chain may have originated in the Democratic Republic of the Congo (“DRC”) or an adjoining country (collectively referred to as the “Covered Countries”). We are unable to determine the origin of the 3TGs in our products and therefore cannot exclude the possibility that some may have originated in the Covered Countries. For that reason, we are required under the Rule to submit to the Securities and Exchange Commission a Conflict Minerals Report (“CMR”) as an exhibit to Form SD. In accordance with the instructions to Form SD, this CMR has not been audited by an independent private sector auditor.
The term “conflict mineral” means (A) columbite-tantalite (coltan); cassiterite; gold; wolframite; or their derivatives, which are limited to tantalum, tin, and tungsten; or (B) any other mineral or its derivatives determined by the Secretary of State to be financing conflict in the DRC or an adjoining country. Gold, columbite-tantalite (coltan), cassiterite and wolframite, and their derivatives, tin, tungsten, and tantalum are hereinafter referred to collectively as “3TGs.”
Forward-Looking Statement
This report contains forward-looking statements. All statements that are not historical facts, including statements about our beliefs or expectations, are forward-looking statements. You can identify these forward-looking statements by the use of “seeks”, “approximately”, “predicts”, “intends”, “outlook”, “believes”, “expects”, “potential”, “continues”, “may”, “will”, “should”, “plans”, “estimates”, “anticipates”, “foresees” or the negative version of those words or other comparable words or phrases. Any forward-looking statements contained in this report are based upon our historical performance and on current plans, estimates, and expectations. These forward-looking statements include, among other things, statements about our compliance efforts and our ability to engage suppliers to obtain information. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that the future plans, estimates, or expectations contemplated by us will be achieved.
The factors that could cause our actual results to differ materially from expectations include, but are not limited to, the factors described under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our most recent Annual Report on Form 10-K and in any future Quarterly Report on Form 10-Q. If one or more of those or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, actual results may vary materially from what we projected. Consequently, actual events and results may vary significantly from those included in or contemplated or implied by our forward-looking statements. The forward-looking statements included in this report are made only as of the date hereof, and we undertake no obligation to publicly update or revise any forward-looking statement made by us or on our behalf, whether as a result of new information, future developments, subsequent events, or changes in circumstances or otherwise.
1. Company Overview
We are a leading and diversified global technology solutions and service provider to high-value segments of the food and beverage industry. We design, produce, and service sophisticated products and systems for multinational and regional customers. Our purpose is to transform the future of food by providing solutions that substantially enhance our customers’ success, and in doing so, design, produce, and service sophisticated and critical products and systems for food and beverage companies that improve yields and boost efficiency.
We provide comprehensive solutions throughout the food production value chain, extending from primary processing through packaging systems for a large variety of food and beverage groups, including poultry, beef, pork, seafood, ready-to-eat meals, fruits, vegetables, plant-based meat alternatives, dairy, bakery, pet foods, soups, sauces, juices, and aqua feed. Our solutions also support nutraceutical and powder applications. We also provide stand-alone and fully integrated automated guided vehicle systems for repetitive material handling requirements for use in manufacturing, warehouse, and other facilities.
Our products may contain conflict minerals within the following components:
• Tantalum, used in capacitors
• Tin, used in soldered components
• Tungsten, used in coatings, alloys, heating elements and electrodes
• Gold, used in circuit boards, electrodes and electronic components
Our policy regarding Conflict Minerals is posted on our website under “About Us” “Environmental, Social & Governance” and may be accessed via the following link: https://jbtmarel.com/en/about-us/our-impact/sustainability-reports-and-governance/
2. Description of Reasonable Country of Origin Inquiry and Conclusion
We engaged Assent Inc. (“Assent”) to assist in developing our approach to conduct in good faith a reasonable country of origin inquiry (“RCOI”). Assent is a recognized software and consulting provider supporting companies’ regulatory compliance.
JBTM’s RCOI employed a combination of measures to determine whether the necessary 3TGs in JBTM products originated from the Covered Countries. JBTM’s primary means of determining the country of origin of necessary 3TGs was by conducting a supply chain survey of suppliers through Assent using the Responsible Minerals Initiative (“RMI”)’s Conflict Minerals Reporting Template (“CMRT”).
JBTM began its scoping process by compiling a list of direct suppliers of materials for JBTM’s businesses that were likely to source materials that might contain 3TGs. This list was then filtered to remove suppliers of direct materials sourced prior to January 1, 2025.
The first two questions in the CMRT allowed for further scoping as they ask suppliers whether any of the 3TGs are intentionally added and if they are necessary for the functionality or production of their products.
JBTM surveyed its suppliers via the Assent Compliance Manager, a software platform licensed by JBTM to log and track supplier communications. This platform also allows suppliers to upload completed CMRTs directly to the platform for assessment and management. In their responses, suppliers specified whether information was being provided at the company level or the product level. Non-responsive suppliers were contacted a minimum of three times by the Assent Compliance Manager and also were contacted by JBT Marel via one-on-one communications. For the 2025 reporting period, JBTM received 974 supplier responses, consisting of 947 valid and 27 invalid CMRT submissions. Of those suppliers that responded, 30% reported that their products contained 3TGs necessary to the functionality or production of their products.
We provided training and education on the completion of the CMRT to assist suppliers in accurately completing the survey questions in the CMRT.
All of these communications were monitored and tracked in the Assent Compliance Manager for future reporting and transparency.
JBTM’s survey process with Assent includes automated data validation on all submitted CMRTs. The goal of data validation is to increase the accuracy of submissions and identify any contradictory answers in the CMRT. This data validation is based on the construction and relationship of the questions submitted to the suppliers in the CMRT. Suppliers must provide the minimum responses to the CMRT in order to determine the scope of applicability of the remaining CMRT questions - this aligns with the design of the CMRT itself. The remainder of the questions are then automatically assessed for consistency. All submitted forms are accepted and classified as valid or invalid, preserving all of the data submitted for record keeping purposes. Suppliers are contacted regarding invalid forms and are strongly encouraged to resubmit a valid form. As of April 23, 2026 there were 27 (1.4%) invalid supplier submissions.
As a result of its assessment, JBTM has concluded in good faith that during calendar year 2025:
a.JBTM manufactured or contracted to manufacture products for which 3TGs are necessary to the functionality or production of such products.
b.Based on its RCOI, JBTM is unable to determine whether a portion of its necessary 3TGs originated or may have originated in the Covered Countries and is unable to determine whether those necessary 3TGs may not be from recycled or scrap sources.
3. Due Diligence Process and Results
Our due diligence measures have been designed to conform, in all material respects, with the framework in The Organization for Economic Co-operation and Development (“OECD”) Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas, Third Edition (“OECD Guidance”) and the related Supplements for gold and for tin, tantalum and tungsten. The 5 steps of due diligence are:
1.Establishing strong company management systems regarding conflict minerals;
2.Identifying and assessing risks in our supply chain;
3.Designing and implementing a strategy to respond to identified risks in our supply chain;
4.Utilizing independent third-party audits of supply chain diligence; and
5.Publicly reporting on our supply chain due diligence.
JBT Marel is a manufacturer and is many steps removed from the mining of 3TGs. A large number of suppliers, through multiple tiers of distribution, supply the components and materials integrated into our products. Furthermore, JBT Marel does not purchase raw ore
or unrefined conflict minerals or make purchases from the Covered Countries. The smelters and refiners consolidate raw ore and represent the best actors in the total supply chain to possess knowledge of the origin of the ores they procure. The origin of the conflict minerals cannot be determined with any certainty once the raw ores are smelted, refined and converted to ingots, bullion or other conflict mineral containing derivatives.
The OECD Guidance specifies that the requirements for compliance should reflect a company’s position in the supply chain. In particular, the OECD Guidance states that the implementation of due diligence should be tailored to a company’s activities and relationships and that the nature and extent of due diligence may vary based on a company’s size, products, relationships with suppliers, and other factors. Due to practical difficulties associated with supply chain complexities, the OECD Guidance advises that downstream companies exercise due diligence primarily by establishing controls over their immediate suppliers. Accordingly, we rely primarily on our “tier 1” (direct) suppliers to provide information with respect to the origin of the conflict minerals contained in the components and materials supplied to us.
3.1. Management Systems
Internal Team
JBTM has established a management system for conflict minerals. Our management system includes a Conflict Minerals team sponsored by JBTM’s executive management, as well as engineering and sourcing resources within JBTM’s business segments. The Conflict Minerals Team includes subject matter experts from relevant corporate functions such as Accounting, Legal and Supply Chain. The team is responsible for implementing our conflict minerals compliance strategy and is led by the Company’s Executive Vice President and Chief Financial Officer.
Control Systems
As described above, we have adopted a Conflict Minerals policy which is posted on our website at https://jbtmarel.com/en/about-us/our-impact/sustainability-reports-and-governance/
JBTM’s standard purchase order form terms and conditions include a requirement that suppliers comply with all local laws, including those pertaining to business integrity.
As we do not typically have a direct relationship with 3TGs smelters and refiners, and due to our position in the supply chain and limited insight into deeper levels of the supply chain, we seek to be engaged and actively cooperate with other major manufacturers in the industry regarding 3TGs sourcing matters.
Supplier Engagement
With respect to the OECD requirement to strengthen engagement with suppliers, we have provided education with respect to conflict minerals regulations as well as our expectations for a continued business relationship and leveraged the existing communications with our supplier base. We put a strong emphasis on supplier education. To accomplish this, we utilized Assent’s informational resources and Supplier Help Center and provided all in-scope suppliers access to their Conflict Minerals educational resources.
Grievance Mechanism
We have a hotline whereby employees can report violations of JBTM’s policies. Employees are encouraged to report concerns about compliance with policies to their managers, their human resources representative or company counsel unless they prefer to remain anonymous and utilize the hotline.
Maintain Records
We have adopted a policy to retain relevant documentation. Documentation will be retained for a minimum period of five years based on OECD guidance.
3.2 Identify and Assess Risk in the Supply Chain
In accordance with OECD Guidelines, it is important to understand risk levels associated with conflict minerals in the supply chain. Smelters not being certified conflict-free pose a risk to the supply chain. Each facility that meets the RMI definition of a smelter or refiner of a 3TG mineral is assessed according to red flag indicators defined in the OECD Guidance. There are numerous factors determining the level of risk that each smelter poses to the supply chain by identifying red flags. These factors include:
•Geographic proximity to the Covered Countries;
•Known mineral source country of origin;
•Responsible Minerals Assurance Process (“RMAP”) audit status;
•Credible evidence of unethical or conflict sourcing; and
•Peer Assessments conducted by credible third-party sources.
If any smelter or refiner is not recognized by the RMI, Assent conducts outreach and research to gain more information about whether they are a smelter or a refiner, sourcing practices, location, and country of origin. Additionally, if any smelter is not certified conflict-free, Assent conducts outreach providing education on the RMAP and encouraging them to join this program.
We also calculate supplier risk based on the risk ratings of the smelters declared by that supplier on their CMRT.
Additionally, suppliers are evaluated on program strength (further assisting in identifying risk in the supply chain). At this stage, evaluating and tracking the strength of the program meets the OECD Guidelines and can assist in making key risk mitigation decisions as the program progresses. The criteria used to evaluate the strength of the program include the following CMRT questions:
•Have you established a conflict minerals sourcing policy?
•Have you implemented due diligence measures for conflict-free sourcing?
•Do you review due diligence information received from your suppliers against your company’s expectations?
•Does your review process include corrective action management?
When suppliers meet or exceed those criteria, they are deemed to have a strong program. When suppliers do not meet those criteria, they are deemed to have a weak program.
3.3 Design and Implement a Strategy to Respond to Identified Risks
In response to this risk assessment, we have a risk management plan, through which the conflict minerals program is implemented, managed, and monitored.
As part of our risk management plan, to ensure suppliers understand our expectations, we have provided both virtual training and documented instructions through Assent’s compliance supply chain staff. As the program progresses, contacts via email and phone by our business segments may be utilized to communicate the importance of a response via CMRTs to Assent, and the required cooperation for compliance without conflict minerals policies will be emphasized.
3.4 Carry Out Independent Third-Party Audit of Supply Chain Due Diligence at Identified Points in the Supply Chain
We do not have a direct relationship with 3TG smelters and refiners, and do not presently perform or direct audits of these entities within our supply chain. JBTM relies on audits performed and submitted to the RMI for conflict-free certifications.
3.5 Report Annually on Supply Chain Due Diligence
We report annually on supply chain due diligence by filing a Form SD and a Conflict Minerals Report with the Securities and Exchange Commission. Our Form SD and Conflict Minerals Report can be found on the Investor Relations page of our website https://ir.jbtmarel.com/sec-filings/all-sec-filings
4. Due Diligence Results
Survey Results
For the year 2025 reporting, JBTM received valid CMRT submissions from approximately 61% of suppliers successfully contacted and invited to participate in the survey, versus 40% in the previous year. We identified 1,933 in-scope suppliers for the 2025 reporting period. Of these, 1,546 suppliers were successfully contacted and invited to participate in the survey, and 947 valid CMRT submissions were received by April 23, 2026.
Certain of the responses provided by the Company’s suppliers to the CMRT included the following countries in the List of Potential Country Sources of Origin: Japan, China, United States of America, Germany, Uzbekistan, Brazil, Switzerland, Turkey, Philippines, Thailand, Sweden, Mexico, Canada, Italy, Indonesia, Korea, Poland, Russian Federation, Belgium, Kazakhstan, Kyrgyzstan, Saudi Arabia, Malaysia, Singapore, India, Taiwan, Peru, Estonia, South Africa, Netherlands, Spain, Vietnam, Australia, Austria, New Zealand, Rwanda, Zimbabwe, United Arab Emirates, Sudan, Portugal, France, Andorra, Zambia, Chile, Lithuania, Uganda, Ghana, Myanmar, Colombia, Norway, Mauritania, Bolivia, Czechia, the Democratic Republic of the Congo, Tanzania, Laos, Hong Kong, Georgia, Finland, United Kingdom, Slovakia, and North Macedonia.
The information that we received from a majority of our direct suppliers was at the company-wide level. Thus, the smelters or refiners identified by our suppliers may include smelters or refiners that processed 3TGs that our suppliers supplied to their other customers, but not to us. As a result, we are unable to conclusively determine whether the smelters or refiners reported were used to process the conflict minerals necessary to the functionality or production of our products during calendar year 2025. Because of this uncertainty, we are also unable to conclusively determine whether each of the countries of origin listed above were the country of origin of 3TGs in our products during calendar year 2025, and we are therefore also unable to conclusively determine the source and chain of custody of those conflict minerals. In addition, the third-party audits conducted on smelters as part of the RMAP and the information that we receive from our suppliers may yield inaccurate or incomplete information. For example, the information received from our suppliers may be incomplete because they may not have received accurate and complete conflict minerals information from all of the suppliers in their own supply chain. We also do not have access to audit reports or detailed findings of the third-party audits conducted as part of the RMAP and, as a result, are not responsible for the quality of these audits or the audit findings.
Many of our surveyed suppliers are still unable to provide the smelters or refiners used for materials they supplied to us. Furthermore, many of the responses provided at the company or division level indicated an “unknown” status in terms of determining the origin of 3TGs.
We believe that the inquiries and assessment processes described above represent a reasonable effort to determine the origin of the 3TGs in our products, including (1) seeking information about 3TGs smelters and refiners in our supply chain through requesting that our suppliers complete the CMRT, (2) verifying those smelters and refiners with the expanding RMI lists, (3) conducting the due diligence review, and (4) obtaining additional documentation and verification, as applicable.
5. Program Enhancement
We continue to review our program to identify and remediate risks that sources of the necessary 3TGs used in our products that we purchase through our supply chains could benefit armed groups in the Covered Countries. Although the processes we employ to identify these risks cannot determine with precision which of the products we buy in our supply chain present this risk, we can provide information to our direct suppliers about our policies and requirements and encourage and incentivize our suppliers to push that information through the successive layers of their supply chains to the point where the acquisition of raw materials occurs that create these risks.
We believe that we can further these objectives by:
a.Continuing to engage with our direct suppliers and providing training resources to attempt to increase the response rate to CMRTs and improve the accuracy of the supplier responses.
b.Facilitating the evaluation and identification of upstream sources of necessary 3TGs by:
•Maintaining a database that includes the smelters and refiners identified by our suppliers and information about those smelters and refiners that are obtained to evaluate risk.
•Periodically screening the list of smelters and refiners against government sanction and denied parties lists.
•Seeking assurances from our suppliers who identify smelters and refiners that are identified as high risk through our due diligence process that the products we purchase from them do not include 3TGs from such smelters and refiners.
c.Continuing to include a conflict minerals flow-down clause in our direct supplier contracts and in the terms and conditions of each purchase order issued to direct suppliers of materials for JBTM businesses likely to source materials that might contain 3TGs.