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As Of Filer Filing For·On·As Docs:Size 2/21/19 United Parcel Service Inc 10-K 12/31/18 132:31M |
Document/Exhibit Description Pages Size 1: 10-K Annual Report HTML 2.01M 4: EX-10.10 Exhibit 10.10 - Ups Protective Covenant Agreement HTML 100K 5: EX-10.11 Exhibit 10.11 - Offer of Employment HTML 90K 6: EX-10.12 Exhibit 10.12 - Ups Protective Covenant Agreement HTML 71K 2: EX-10.6 Exhibit 10.6 -Ups Deferred Compensation Plan HTML 94K 7: EX-10.8(A) Exhibit 10.8(A) - Ups Management Incentive Program HTML 90K 8: EX-10.8(B) Exhibit 10.8(B) - Ups Stock Option Program HTML 61K 9: EX-10.8(C) Exhibit 10.8(C) - Ups Long-Term Incentive HTML 72K Performance Program 3: EX-10.9 Exhibit 10.9 - Offer of Employment HTML 122K 10: EX-21 Exhibit 21 - Subsidiaries of the Registrant HTML 44K 11: EX-23 Exhibit 23 - Consent of Deloitte & Touche LLP HTML 41K 12: EX-31.1 Exhibit 31.1 - Section 302 - CEO Certificate HTML 46K 13: EX-31.2 Exhibit 31.2 - Section 302 - CFO Certificate HTML 46K 14: EX-32.1 Exhibit 32.1 - Section 906 - CEO Certification HTML 41K 15: EX-32.2 Exhibit 32.2 - Section 906 - CFO Certification HTML 41K 22: R1 Document and Entity Information HTML 76K 23: R2 Consolidated Balance Sheets HTML 149K 24: R3 Consolidated Balance Sheets (Parenthetical) HTML 48K 25: R4 Statements of Consolidated Income HTML 106K 26: R5 Statements of Consolidated Comprehensive Income HTML 60K 27: R6 Statements of Consolidated Cash Flows HTML 145K 28: R7 Summary of Accounting Policies HTML 400K 29: R8 Revenue Recognition HTML 106K 30: R9 Cash and Investments HTML 248K 31: R10 Property, Plant and Equipment HTML 63K 32: R11 Company-Sponsored Employee Benefit Plans HTML 735K 33: R12 Multiemployer Employee Benefit Plans HTML 233K 34: R13 Goodwill and Intangible Assets HTML 119K 35: R14 Debt and Financing Arrangements HTML 241K 36: R15 Legal Proceedings and Contingencies HTML 52K 37: R16 Shareowners' Equity HTML 290K 38: R17 Stock-Based Compensation HTML 172K 39: R18 Segment and Geographic Information HTML 151K 40: R19 Income Taxes HTML 194K 41: R20 Earnings Per Share HTML 71K 42: R21 Derivative Instruments and Risk Management HTML 274K 43: R22 Transformation Strategy (Notes) HTML 43K 44: R23 Quarterly Information (Unaudited) HTML 139K 45: R24 Summary of Accounting Policies (Policies) HTML 466K 46: R25 Summary of Accounting Policies (Tables) HTML 349K 47: R26 Cash and Investments (Tables) HTML 253K 48: R27 Property, Plant and Equipment (Tables) HTML 60K 49: R28 Company-Sponsored Employee Benefit Plans (Tables) HTML 710K 50: R29 Multiemployer Employee Benefit Plans (Tables) HTML 216K 51: R30 Goodwill and Intangible Assets (Tables) HTML 111K 52: R31 Debt and Financing Arrangements (Tables) HTML 209K 53: R32 Shareowners' Equity (Tables) HTML 283K 54: R33 Stock-Based Compensation (Tables) HTML 160K 55: R34 Segment and Geographic Information (Tables) HTML 149K 56: R35 Income Taxes (Tables) HTML 184K 57: R36 Earnings Per Share (Tables) HTML 69K 58: R37 Derivative Instruments and Risk Management HTML 266K (Tables) 59: R38 Quarterly Information (Unaudited) (Tables) HTML 132K 60: R39 SUMMARY OF ACCOUNTING POLICIES - Additional HTML 170K Information (Detail) 61: R40 SUMMARY OF ACCOUNTING POLICIES - Balance Sheet HTML 91K Impact (Details) 62: R41 SUMMARY OF ACCOUNTING POLICIES - Income Statement HTML 150K Impact (Details) 63: R42 SUMMARY OF ACCOUNTING POLICIES - Cash Flows Impact HTML 110K (Details) 64: R43 Revenue Recognition (Details) HTML 96K 65: R44 Revenue Recognition - Narratives (Details) HTML 54K 66: R45 CASH AND INVESTMENTS - Summary of Marketable HTML 86K Securities (Detail) 67: R46 CASH AND INVESTMENTS - Additional Information HTML 66K (Detail) 68: R47 CASH AND INVESTMENTS - Age of Gross Unrealized HTML 67K Losses and Fair Value by Investment Category (Detail) 69: R48 CASH AND INVESTMENTS - Cash Details (Details) HTML 50K 70: R49 CASH AND INVESTMENTS - Amortized Cost and HTML 123K Estimated Fair Value of Marketable Securities by Contractual Maturity (Detail) 71: R50 Property, Plant and Equipment (Detail) HTML 73K 72: R51 Property, Plant and Equipment - Narratives HTML 79K (Details) 73: R52 COMPANY-SPONSORED EMPLOYEE BENEFIT PLANS - HTML 218K Additional Information (Detail) 74: R53 COMPANY-SPONSORED EMPLOYEE BENEFIT PLANS - Net HTML 75K Periodic Benefit Cost for Company Sponsored Pension and Postretirement Benefit Plans (Detail) 75: R54 COMPANY-SPONSORED EMPLOYEE BENEFIT PLANS - HTML 60K Weighted Average Actuarial Assumptions Used to Determine the Net Periodic Benefit Cost (Detail) 76: R55 COMPANY-SPONSORED EMPLOYEE BENEFIT PLANS - HTML 54K Weighted Average Actuarial Assumptions Used to Determine the Benefit Obligations (Detail) 77: R56 COMPANY-SPONSORED EMPLOYEE BENEFIT PLANS - HTML 48K Reconciliation of the Changes in the Plans' Benefit Obligations and Fair Value of Plan Assets (Detail) 78: R57 COMPANY-SPONSORED EMPLOYEE BENEFIT PLANS - Funded HTML 108K Status as of the Respective Measurement Dates in Each Year and the Amounts Recognized in Balance Sheet (Detail) 79: R58 COMPANY-SPONSORED EMPLOYEE BENEFIT PLANS - HTML 132K Projected Benefit Obligation, Accumulated Benefit Obligation, and Fair Value of Plan Assets for Pension Plans With an Accumulated Benefit Obligation in Excess of Plan Assets (Detail) 80: R59 COMPANY-SPONSORED EMPLOYEE BENEFIT PLANS - Fair HTML 286K Values of U.S. Pension and Postretirement Benefit Plan Assets by Asset Category as Well as the Percentage That Each Category Comprises of Total Plan Assets and the Respective Target Allocations (Detail) 81: R60 COMPANY-SPONSORED EMPLOYEE BENEFIT PLANS - Fair HTML 73K Value Measurement of Plan Assets Using Unobservable Inputs (Detail) 82: R61 COMPANY-SPONSORED EMPLOYEE BENEFIT PLANS - HTML 74K Expected Cash Flows for Pension and Postretirement Benefit Plans (Detail) 83: R62 COMPANY-SPONSORED EMPLOYEE BENEFIT PLANS HTML 48K COMPANY-SPONSORED EMPLOYEE BENEFIT PLANS - Effects of One Basis Point Change on Projected Benefit Obligation (Details) 84: R63 MULTIEMPLOYER EMPLOYEE BENEFIT PLANS - UPS's HTML 175K Participation in Multiemployer Plans (Detail) 85: R64 MULTIEMPLOYER EMPLOYEE BENEFIT PLANS - HTML 121K Multi-Employer Health and Welfare Plans (Detail) 86: R65 GOODWILL AND INTANGIBLE ASSETS - Allocation of HTML 56K Goodwill by Reportable Segment (Detail) 87: R66 GOODWILL AND INTANGIBLE ASSETS - Additional HTML 74K Information (Detail) 88: R67 GOODWILL AND INTANGIBLE ASSETS - Summary of HTML 70K Intangible Assets (Detail) 89: R68 DEBT AND FINANCING ARRANGEMENTS - Additional HTML 446K Information (Detail) 90: R69 DEBT AND FINANCING ARRANGEMENTS - Carrying Value HTML 194K of Debt Obligations (Detail) 91: R70 DEBT AND FINANCING ARRANGEMENTS DEBT AND FINANCING HTML 67K ARRANGEMENTS - Average Interest Rate (Details) 92: R71 DEBT AND FINANCING ARRANGEMENTS - Recorded Value HTML 51K of Property, Plant and Equipment Subject To Capital Leases (Detail) 93: R72 DEBT AND FINANCING ARRANGEMENTS - Aggregate HTML 126K Minimum Lease Payments , Annual Principal Payments and Amounts Expected to be Spent for Purchase Commitments (Detail) 94: R73 Legal Proceedings and Contingencies Legal HTML 58K Proceedings and Contingencies (Details) 95: R74 SHAREOWNERS' EQUITY - Additional Information HTML 86K (Detail) 96: R75 SHAREOWNERS' EQUITY - Roll-forward of Common HTML 126K Stock, Additional Paid-in Capital, and Retained Earnings Accounts (Detail) 97: R76 SHAREOWNERS' EQUITY - Roll-forward of Common HTML 43K Stock, Additional Paid-in Capital, and Retained Earnings Accounts (Phantom) (Detail) 98: R77 SHAREOWNERS' EQUITY - Activity in Accumulated HTML 89K Other Comprehensive Income (Loss) (Detail) 99: R78 SHAREOWNERS' EQUITY - Activity in Accumulated HTML 68K Other Comprehensive Income (Loss) (Phantom) (Detail) 100: R79 SHAREOWNERS' EQUITY - Activity in Deferred HTML 65K Compensation Program (Detail) 101: R80 SHAREOWNERS' EQUITY SHAREOWNERS' EQUITY - HTML 110K Reclassification from AOCI (Details) 102: R81 STOCK-BASED COMPENSATION - Additional Information HTML 135K (Detail) 103: R82 STOCK-BASED COMPENSATION - Restricted Stock Units HTML 99K Outstanding, Including Reinvested Dividends (Detail) 104: R83 STOCK-BASED COMPENSATION - Options to Purchase HTML 98K Shares of Class A Common Stock Issued and Outstanding (Detail) 105: R84 STOCK-BASED COMPENSATION - Fair Value of Employee HTML 59K Stock Options Granted as Determined by Black-Scholes Valuation Model Assumptions (Detail) 106: R85 STOCK-BASED COMPENSATION - Summarized Information HTML 74K about Stock Options Outstanding and Exercisable (Detail) 107: R86 SEGMENT AND GEOGRAPHIC INFORMATION - Additional HTML 52K Information (Detail) 108: R87 SEGMENT AND GEOGRAPHIC INFORMATION - Segment HTML 84K Information (Detail) 109: R88 SEGMENT AND GEOGRAPHIC INFORMATION - Revenue by HTML 93K Product Type (Detail) 110: R89 SEGMENT AND GEOGRAPHIC INFORMATION - Geographic HTML 57K Information (Detail) 111: R90 INCOME TAXES - Income Tax Expense Benefit (Detail) HTML 70K 112: R91 INCOME TAXES - Income Before Income Taxes (Detail) HTML 47K 113: R92 INCOME TAXES - Reconciliation of Statutory Federal HTML 65K Income Tax Rate to Effective Income Tax Rate (Detail) 114: R93 INCOME TAXES - Additional Information (Detail) HTML 96K 115: R94 INCOME TAXES - Deferred Tax Liabilities and Assets HTML 83K (Detail) 116: R95 INCOME TAXES - U.S. State and Local Operating Loss HTML 46K and Credit Carryforwards (Detail) 117: R96 INCOME TAXES - Summarized Activity Related to HTML 68K Unrecognized Tax Benefits (Detail) 118: R97 EARNINGS PER SHARE - Computation of Basic and HTML 86K Diluted Earnings Per Share (Detail) 119: R98 EARNINGS PER SHARE - Additional Information HTML 42K (Detail) 120: R99 DERIVATIVE INSTRUMENTS AND RISK MANAGEMENT - HTML 51K Additional Information (Detail) 121: R100 DERIVATIVE INSTRUMENTS AND RISK MANAGEMENT - HTML 54K Notional Amounts of Outstanding Derivative Positions (Detail) 122: R101 DERIVATIVE INSTRUMENTS AND RISK MANAGEMENT - HTML 104K Balance sheet location of derivative assets and liabilities and their related fair values (Detail) 123: R102 DERIVATIVE INSTRUMENTS AND RISK MANAGEMENT - HTML 53K Amount and Location in the Income Statement for Derivatives Designed as Cash Flow Hedges (Detail) 124: R103 DERIVATIVE INSTRUMENTS AND RISK MANAGEMENT - Fair HTML 50K Values of Derivative Assets and Liabilities by Hedge Type (Detail) 125: R104 DERIVATIVE INSTRUMENTS AND RISK MANAGEMENT - HTML 52K Amount Recorded in Income Statements for Foreign Currency Forward Contracts Not Designated as Hedges (Detail) 126: R105 DERIVATIVE INSTRUMENTS AND RISK MANAGEMENT - HTML 75K Amount and Location in the Income Statement for Derivatives Designated as Fair Value Hedges (Detail) 127: R106 Transformation Strategy (Details) HTML 50K 128: R107 Quarterly Information (unaudited) - Quarterly HTML 78K Information (Detail) 129: R108 Quarterly Information (unaudited) - Additional HTML 70K Information (Detail) 131: XML IDEA XML File -- Filing Summary XML 241K 130: EXCEL IDEA Workbook of Financial Reports XLSX 218K 16: EX-101.INS XBRL Instance -- ups-20181231 XML 11.83M 18: EX-101.CAL XBRL Calculations -- ups-20181231_cal XML 390K 19: EX-101.DEF XBRL Definitions -- ups-20181231_def XML 2.23M 20: EX-101.LAB XBRL Labels -- ups-20181231_lab XML 3.90M 21: EX-101.PRE XBRL Presentations -- ups-20181231_pre XML 2.61M 17: EX-101.SCH XBRL Schema -- ups-20181231 XSD 436K 132: ZIP XBRL Zipped Folder -- 0001090727-19-000006-xbrl Zip 709K
Exhibit |
• | Your
initial base salary will be $50,000 per month ($600,000 annually). In April 2018, you will be eligible for a non-prorated merit increase. Thereafter, merit
increases will follow UPS annual merit guidance and take effect with April payroll. |
• | You will be eligible
to participate in the UPS Management Incentive Program (MIP) in accordance with the terms of the MIP as in effect from time-to-time.
The target value of your annual award will be 130% of your |
• | As
a UPS MIP participant, you will be eligible to receive annually a UPS Ownership Incentive Award. Under |
• | You will be eligible to participate in the UPS Long-Term Incentive
Performance award program (LTIP) in accordance with the terms of the LTIP as in effect from time-to-time. The LTIP provides for equity
grants to senior UPS leaders and is focused on delivering long-term shareholder value. LTIP awards
currently are paid in Performance Units that vest and convert to UPS Class A stock three years after grant. Your target LTIP award level will
be 450% of your annualized base salary. The actual award values will be determined by company performance measured against the established
targets for Revenue Growth, ROIC and RTSR metrics (with such metrics subject to change in future years). LTIP awards are normally granted annually in March
and you will receive a full 2018 grant with a target value of $2,700,000. |
• | You
will be eligible to receive an annual non-qualified stock option grant pursuant to the applicable UPS stock incentive plan. The target
stock option award value for your position currently is 50% of annualized salary. The stock options vest pro-rata over five years, with a ten-year
maximum term and are subject to the terms of the stock plan and an award agreement. The number of options will be determined by
dividing the total grant value by the Black-Scholes valuation of the options determined as of the date of grant. |
• | You
will be eligible for participation in the UPS Deferred Compensation Plan. This plan allows deferral of your salary as well as
the cash portion of UPS Management Incentive Program awards in accordance with the limitations set forth in the terms and conditions of the plan. |
• | You
will be eligible to participate in UPS's defined contribution retirement program, subject to the terms and conditions thereof as in effect
from time to time. As presently structured, the program provides: |
◦ | A 50% company match on your contributions
up to 6% of eligible compensation; and |
◦ | A service-based UPS Retirement Contribution which begins as 5% of eligible compensation,
increasing after five years of service, and is fully vested after three years of service. |
• | You will be eligible
for personal financial counseling services and tax return preparation reimbursement, within the limits established by UPS. The current annual limit for personal
financial counseling and tax preparation services is $15,000. |
• | You will be eligible
to participate in the UPS Flex Benefits Plan in accordance with the terms and conditions thereof, including the following benefits: |
◦ | Healthcare
(multiple plan options) |
◦ | Dental |
◦ | Vision Care |
◦ | AD&D
Coverage |
◦ | Life Insurance (self, spouse, children) |
◦ | Critical
Illness Insurance |
◦ | Healthcare Spending Account |
◦ | Child/Elder Care Spending Account |
• | You will be eligible
for 30 vacation days and 5 personal days per annum. |
• | The Senior Vice President and Chief Transformation Officer position requires you to be based in Atlanta. You will be eligible to participate in the UPS New Hire Homeowner Relocation Program (''Relocation Assistance"), including pre-move house-hunting expenses, temporary
living expenses, home purchase expenses (e.g. fees), household goods moving expenses, and final moving expenses. The terms and conditions of the Relocation Assistance program will be separately provided to you. |
• | You will receive a special one-time grant of Restricted Stock Units (RSUs) valued at $4 million as consideration for equity forfeited from your previous employer. The RSUs will be awarded pursuant to (and subject to the terms of) the UPS 2015 Omnibus Incentive Compensation Plan and a Restricted Stock Unit Award Agreement, and the number of RSUs awarded will be calculated by dividing $4 million by the closing price of UPS stock on the grant date. The grant date for
your award will be January 2, 2018. This award will vest as follows: 20% in January 2018, 20% in January 2019, 20% in January 2020, 20% in January 2021, and 20% January 2022, subject to your continued employment through each applicable vesting date (however, if your employment is terminated by UPS without "Cause"1 you will continue vesting in the RSUs; similarly, if your employment is terminated by death or disability, vesting will occur in accordance with the terms of the award). Promptly following each vesting date, UPS Class A Shares will be issued to you (net of tax withholdings). The grant award agreement includes a more detailed description of the vesting and other terms of the RSUs. |
• | You
will receive a cash payment of $2,500,000 in December 2017 (less tax withholdings) as consideration for the 2017 cash and equity awards you are forfeiting from your prior employer. |
• | You will receive Transition Payments in the total amount of $4,500,000 (less tax withholdings), paid to you as follows subject to your continued employment through each applicable payment date: $500,000 in March 2018, $2,000,000 in March 2019, $2,000,000 in March 2020. |
1. | You
will be an "at-will" employee, which means either you or UPS may terminate your employment at any time and for any reason. |
2. | Your employment is contingent upon your relocation to the Atlanta metropolitan area no later than June 30, 2018. |
3. | If you are terminated for Cause or you resign from UPS within 36 months following your start date, you agree to repay the full amount of the paid Transition Payment (Excluding the December 2017 cash payment of $2.5 million) within 30 days of your last day of employment. Your signature below indicates your agreement to these repayment terms. |
Core Compensation Package | Amount |
Base Salary | $50,000 / month ($600,000 /year). First
merit increase in 2018 will not be prorated. |
Managers Incentive Program (MIP) | Target of 130% of annualized salary. First award paid in March 2019 in all UPS
Class A stock. |
Ownership Incentive | 1.50% of the value of eligible UPS holdings (up to one month's
salary. |
Long-Term Incentive Performance Award (LTIP) Program | Target of 450% of annualized salary. |
Stock
Options | 50% of annualized salary. |
TOTAL TARGET COMPENSATION | $4,445,000 |
Benefits | Detail |
UPS
Retirement Program | Currently 50% company match on contributions up to 6% of eligible compensation + Service-based UPS Retirement Contribution. |
UPS Flex Benefits Plan | Healthcare (multiple plan options), Dental, Vision Care, AD&D Coverage, Life Insurance, Critical Illness Insurance, Healthcare Spending Account, Child /Elder Care Spending Account. |
Financial Services and Tax Preparation Benefit | $15,000 / year. |
UPS New Hire Homeowner Relocation Program | Pre-move
house-hunting expenses, temporary living expenses, home purchase expenses (e.g. fees), household goods moving expenses, and final moving expenses. |
Retention Awards | Amount |
Special One-Time RSU Grant as consideration for forfeited compensation | $4,000,000 (vests in equal installments of $800,000 in January 2018, January 2019, January 2020, January 2021,
and January 2022). |
Cash Payment | $2,500,000 in December 2017 |
Transition Payments | $500,000 in March 2018 $2,000,000 in March 2019 $2,000,000 in March 2020 |
This ‘10-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 2/21/19 | |||
For Period end: | 12/31/18 | 11-K, 5 | ||
6/30/18 | 10-Q | |||
1/2/18 | ||||
12/11/17 | 3 | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/20/24 United Parcel Service Inc. 10-K 12/31/23 136:24M 2/21/23 United Parcel Service Inc. 10-K 12/31/22 133:27M 2/22/22 United Parcel Service Inc. 10-K 12/31/21 133:26M 2/22/21 United Parcel Service Inc. 10-K 12/31/20 139:27M |