The Timken Company UNDERWRITING AGREEMENTUnderwriting Agreement • May 23rd, 2024 • Timken Co • Ball & roller bearings • New York
Contract Type FiledMay 23rd, 2024 Company Industry JurisdictionThe Timken Company, an Ohio corporation (the “Company”), proposes to issue and sell to the several underwriters (collectively, the “Underwriters”) named in Schedule I hereto for whom you are acting as representatives (in such capacity, the “Representatives”) €600,000,000 aggregate principal amount of its 4.125% Senior Notes due 2034 (the “Notes”). The respective principal amounts of the Notes to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Notes are to be issued under a base indenture, dated as of March 28, 2022 (the “Base Indenture”), as supplemented by a second supplemental indenture for the Notes to be dated as of the Closing Date (as defined below) (together with the Base Indenture, the “Indenture”), each by and between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”).