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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/05/20 Genworth Financial Inc. 10-Q 6/30/20 112:43M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 6.31M
2: EX-10.1 Material Contract HTML 64K
3: EX-10.2 Material Contract HTML 64K
4: EX-10.3 Material Contract HTML 48K
5: EX-31.1 Certification -- §302 - SOA'02 HTML 35K
6: EX-31.2 Certification -- §302 - SOA'02 HTML 35K
7: EX-32.1 Certification -- §906 - SOA'02 HTML 33K
8: EX-32.2 Certification -- §906 - SOA'02 HTML 33K
15: R1 Cover Page HTML 85K
16: R2 Condensed Consolidated Balance Sheets HTML 155K
17: R3 Condensed Consolidated Balance Sheets HTML 50K
(Parenthetical)
18: R4 Condensed Consolidated Statements of Income HTML 158K
19: R5 Condensed Consolidated Statements of Comprehensive HTML 72K
Income
20: R6 Condensed Consolidated Statements of Changes in HTML 91K
Equity
21: R7 Condensed Consolidated Statements of Cash Flows HTML 155K
22: R8 Condensed Consolidated Statements of Cash Flows HTML 35K
(Parenthetical)
23: R9 Formation of Genworth and Basis of Presentation HTML 70K
24: R10 Accounting Changes HTML 62K
25: R11 Earnings (Loss) Per Share HTML 112K
26: R12 Investments HTML 1.20M
27: R13 Derivative Instruments HTML 329K
28: R14 Fair Value of Financial Instruments HTML 1.91M
29: R15 Liability for Policy and Contract Claims HTML 69K
30: R16 Reinsurance HTML 68K
31: R17 Borrowings and Liquidity HTML 66K
32: R18 Income Taxes HTML 85K
33: R19 Segment Information HTML 180K
34: R20 Commitments and Contingencies HTML 65K
35: R21 Changes in Accumulated Other Comprehensive Income HTML 198K
(Loss)
36: R22 Discontinued Operations HTML 91K
37: R23 Accounting Changes (Policies) HTML 63K
38: R24 Earnings (Loss) Per Share (Tables) HTML 111K
39: R25 Investments (Tables) HTML 1.23M
40: R26 Derivative Instruments (Tables) HTML 335K
41: R27 Fair Value of Financial Instruments (Tables) HTML 1.89M
42: R28 Liability for Policy and Contract Claims (Tables) HTML 65K
43: R29 Reinsurance (Tables) HTML 65K
44: R30 Borrowings and Liquidity (Tables) HTML 64K
45: R31 Income Taxes (Tables) HTML 80K
46: R32 Segment Information (Tables) HTML 171K
47: R33 Changes in Accumulated Other Comprehensive Income HTML 199K
(Loss) (Tables)
48: R34 Discontinued Operations (Tables) HTML 70K
49: R35 Formation of Genworth and Basis of Presentation - HTML 75K
Additional Information (Detail)
50: R36 Accounting Changes - Additional Information HTML 53K
(Detail)
51: R37 Earnings (Loss) Per Share (Detail) HTML 126K
52: R38 Net Investment Income (Detail) HTML 56K
53: R39 Net Investment Gains (Losses) (Detail) HTML 66K
54: R40 Net Investment Allowance for Credit Losses HTML 61K
(Detail)
55: R41 Investments - Additional Information (Detail) HTML 64K
56: R42 Credit Losses Recognized in Net Income (Loss) on HTML 39K
Debt Securities (Detail)
57: R43 Net Unrealized Gains and Losses on HTML 51K
Available-for-Sale Investment Securities Reflected
as Separate Component of Accumulated Other
Comprehensive Income (Loss) (Detail)
58: R44 Change in Net Unrealized Gains (Losses) on HTML 64K
Available-for-Sale Securities Reported in
Accumulated Other Comprehensive Income (Loss)
(Detail)
59: R45 Change in Net Unrealized Gains (Losses) on HTML 36K
Available-for-Sale Securities Reported in
Accumulated Other Comprehensive Income (Loss)
(Parenthetical) (Detail)
60: R46 Amortized Cost or Cost, Gross Unrealized Gains HTML 242K
(Losses) and Fair Value of Fixed Maturity and
Equity Securities Classified as Available-for-Sale
(Detail)
61: R47 Gross Unrealized Losses and Fair Value of HTML 125K
Investment Securities (Detail)
62: R48 Gross Unrealized Losses and Fair Value of HTML 162K
Corporate Securities Based on Industries (Detail)
63: R49 Scheduled Maturity Distribution of Fixed Maturity HTML 77K
Securities (Detail)
64: R50 Distribution Across Property Type and Geographic HTML 88K
Region for Commercial Mortgage Loans (Detail)
65: R51 Aging of Past Due Commercial Mortgage Loans by HTML 102K
Property Type (Detail)
66: R52 Allowance for Credit Losses and Recorded HTML 47K
Investment in Commercial Mortgage Loans (Detail)
67: R53 Loan-to-Value of Commercial Mortgage Loans by HTML 106K
Property Type (Detail)
68: R54 Debt Service Coverage Ratio for Fixed Rate HTML 113K
Commercial Mortgage Loans by Property Type
(Detail)
69: R55 Commercial Mortgage Loans By Year of Origination HTML 168K
and Credit Quality Indicator (Detail)
70: R56 Schedule of Positions in Derivative Instruments HTML 99K
(Detail)
71: R57 Activity Associated with Derivative Instruments HTML 77K
(Detail)
72: R58 Schedule of Pre-Tax Income (Loss) Effects of Cash HTML 61K
Flow Hedges (Detail)
73: R59 Reconciliation of Current Period Changes, Net of HTML 45K
Applicable Income Taxes, for Derivatives
Qualifying as Hedges (Detail)
74: R60 Reconciliation of Current Period Changes, Net of HTML 39K
Applicable Income Taxes, for Derivatives
Qualifying as Hedges (Parenthetical) (Detail)
75: R61 Derivative Instruments - Additional Information HTML 43K
(Detail)
76: R62 Schedule of Pre-Tax Gain (Loss) Recognized in Net HTML 54K
Income (Loss) for Effects of Derivatives not
Designated as Hedges (Detail)
77: R63 Additional Information about Derivative Assets and HTML 93K
Liabilities Subject to Enforceable Master Netting
Arrangement (Detail)
78: R64 Additional Information about Derivative Assets and HTML 40K
Liabilities Subject to Enforceable Master Netting
Arrangement (Parenthetical) (Detail)
79: R65 Fair Value of Financial Instruments - Additional HTML 73K
Information (Detail)
80: R66 Summary of Significant Inputs Used by Third-Party HTML 88K
Pricing Services for Certain Fair Value
Measurements of Fixed Maturity Securities that
Classified as Level 2 (Detail)
81: R67 Assets by Class of Instrument that are Measured at HTML 362K
Fair Value on Recurring Basis (Detail)
82: R68 Assets Measured at Fair Value on Recurring Basis HTML 328K
and Utilized Significant Unobservable (Level 3)
Inputs to Determine Fair Value (Detail)
83: R69 Gains and Losses Included in Net Income (Loss) HTML 43K
from Assets Measured at Fair Value (Detail)
84: R70 Summary of Significant Unobservable Inputs Used HTML 180K
for Fair Value Measurements Classified As Level 3
(Detail)
85: R71 Liabilities by Class of Instrument that are HTML 92K
Measured at Fair Value on Recurring Basis (Detail)
86: R72 Liabilities Measured at Fair Value on Recurring HTML 95K
Basis and Utilized Significant Unobservable (Level
3) Inputs to Determine Fair Value (Detail)
87: R73 Gains and Losses Included in Net (Income) from HTML 44K
Liabilities Measured at Fair Value (Detail)
88: R74 Fair Value Financial Instruments Not Required to HTML 110K
Be Carried at Fair Value (Detail)
89: R75 Changes in Liability for Policy and Contract HTML 63K
Claims (Detail)
90: R76 Liability for Policy and Contract Claims - HTML 43K
Additional Information (Detail)
91: R77 Reinsurance - Additional Information (Detail) HTML 46K
92: R78 Reinsurance - Schedule of Reinsurance Recoverable HTML 42K
in Allowance for Credit Losses (Detail)
93: R79 Reinsurance - Schedule Of Credit Ratings on HTML 52K
Reinsurance Recoverable (Detail)
94: R80 Borrowings and Liquidity - Long Term Borrowings HTML 70K
(Detail)
95: R81 Borrowings and Liquidity - Additional Information HTML 110K
(Detail)
96: R82 Reconciliation of Federal Statutory Tax Rate to HTML 56K
Effective Income Tax Rate (Detail)
97: R83 Segment Information - Additional Information HTML 72K
(Detail)
98: R84 Summary of Revenues for Segments and Corporate and HTML 60K
Other Activities (Detail)
99: R85 Summary of Net Operating Income (Loss) for HTML 110K
Segments and Corporate and Other Activities
(Detail)
100: R86 Summary of Net Operating Income (Loss) for HTML 39K
Segments and Corporate and Other Activities
(Parenthetical) (Detail)
101: R87 Summary of Segments and Corporate and Other HTML 50K
Activities (Detail)
102: R88 Commitments and Contingencies - Additional HTML 78K
Information (Detail)
103: R89 Component of Changes in Accumulated Other HTML 79K
Comprehensive Income (Loss) (Detail)
104: R90 Changes In Accumulated Other Comprehensive Income HTML 41K
(Loss) - Additional Information (Detail)
105: R91 Reclassifications In (Out) of Accumulated Other HTML 62K
Comprehensive Income (Loss), Net of Taxes (Detail)
106: R92 Summary of Operating Results Related to Genworth HTML 92K
Canada reported as Discontinued Operations
(Detail)
107: R93 Summary of Operating Results Related to Genworth HTML 39K
Canada reported as Discontinued Operations
(Parenthetical) (Detail)
108: R94 Discontinued Operations - Additional Information HTML 77K
(Detail)
110: XML IDEA XML File -- Filing Summary XML 210K
14: XML XBRL Instance -- d946449d10q_htm XML 16.62M
109: EXCEL IDEA Workbook of Financial Reports XLSX 221K
10: EX-101.CAL XBRL Calculations -- gnw-20200630_cal XML 267K
11: EX-101.DEF XBRL Definitions -- gnw-20200630_def XML 2.23M
12: EX-101.LAB XBRL Labels -- gnw-20200630_lab XML 2.11M
13: EX-101.PRE XBRL Presentations -- gnw-20200630_pre XML 2.28M
9: EX-101.SCH XBRL Schema -- gnw-20200630 XSD 318K
111: JSON XBRL Instance as JSON Data -- MetaLinks 603± 980K
112: ZIP XBRL Zipped Folder -- 0001193125-20-210759-xbrl Zip 685K
| EX-10.3 |
Exhibit 10.3
2018 Genworth Financial, Inc. Omnibus Incentive Plan
2020-2022 Cash-Based Award Agreement
Dear [Participant Name]:
This Award Agreement and the 2018 Genworth Financial, Inc. Omnibus Incentive Plan (the “Plan”) together govern your rights under this Cash-Based Award (the “Award”) and set forth all of the conditions and limitations affecting such rights. Unless the context otherwise requires, capitalized terms used in this Award Agreement shall have the meanings ascribed to them in the Plan. If there is any inconsistency between the terms of this Award Agreement and the terms of the Plan, the Plan’s terms shall supersede and replace the conflicting terms of this Award Agreement.
| 1. | Grant. You are hereby granted an Award under the Plan, effective as of [Grant Date] (the “Grant Date”). The Award entitles you to receive from Genworth Financial, Inc. (together with its Affiliates, the “Company”) an aggregate amount in cash equal to $[Amount of Award], payable in three equal annual installments, all in accordance with the terms and conditions of this Award Agreement, the Plan, and any rules and procedures adopted by the Management Development and Compensation Committee of the Genworth Financial, Inc. Board of Directors (the “Committee”). |
| 2. | Vesting and Payment Dates: The Award shall not provide you with any rights or interests therein until the Award vests. Unless vesting is accelerated as provided in Section 3 herein or otherwise in the discretion of the Committee as permitted under the Plan, one-third of the Award will vest on each of the first, second and third anniversaries of the Grant Date (each, a “Vesting Date”), and the vested portion will be paid within 30 days of the Vesting Date, provided you have continued in the service of the Company through such Vesting Date. |
| 3. | Treatment of Award Upon Termination of Employment and Other Events. If your service with the Company terminates for any reason other than as set forth below, and you and the Company have not entered into a written agreement explicitly providing otherwise in accordance with rules and procedures adopted by the Committee, then the Award shall immediately expire upon such termination. |
| a. | Employment Termination Due to Death or Total Disability. If your service with the Company terminates as a result of your death or Total Disability, then the Award shall immediately vest and become payable on the regularly scheduled Vesting Dates. For purposes of this Award Agreement, “Total Disability” means that you are unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than 12 months. |
| b. | Employment Termination for Retirement. If, on or after the first anniversary of the original grant date, your service with the Company terminates as a result of your voluntary resignation on or after the date on which you have attained age sixty (60) and accumulated five (5) or more years of combined and continuous service with the Company, then the Award shall immediately vest and become payable on the regularly scheduled Vesting Dates. |
| c. | Employment Termination Due to Layoff. If your service with the Company terminates as a result of a severance-benefit eligible “Layoff” as defined or described in the Genworth Layoff Payment Plan, you shall continue to vest in any portion of the Award that vests after the Notice Date but before the Layoff Date (“Notice Date” and “Layoff Date” as defined in the Genworth Layoff Payment Plan). Additionally, the portion of the Award, if any, that is scheduled to vest on the next designated Vesting Date after the Layoff Date shall vest on that Vesting Date as provided in Section 2; any remaining and subsequently-vesting portion of the Award shall be forfeited immediately on the Layoff Date. |
| 4. | Restrictive Covenants. As a condition to receiving payment of the Award, you agree to the following: |
| a. | Non-Disparagement. Subject to any obligations you may have under applicable law, you will not make or cause to be made any statements that disparage, are inimical to, or damage the reputation of the Company or any of its agents, officers, directors or employees. Nothing in this section shall limit a Participant’s ability to provide truthful testimony or information in response to a subpoena, court order, or investigation by a government agency. |
| b. | Non-Solicitation of Customers or Clients. Unless waived in writing by the most senior Human Resources officer of the Company (or his or her successor), you will not, during and for a period of 12 months following the cessation of your employment with the Company for any reason, directly or through another person, solicit or contact any of the customers or clients of the Company with whom you had material contact during your employment, regardless of the location of such customers or clients, for the purpose of engaging in, providing, marketing, or selling any services or products that are competitive with the services and products being offered by the Company. |
| c. | Non-Solicitation of Company Employees. Unless waived in writing by the most senior Human Resources officer of the Company (or his or her successor), you will not, during and for a period of 12 months following the cessation of your employment with the Company, directly or through another person, solicit or encourage any director, agent or employee of the Company to terminate his or her employment or other engagement with the Company. |
| 5. | Tax Withholding. The Company shall have the power and the right to deduct or withhold, or require you or your beneficiary to remit to the Company, an amount in cash sufficient to satisfy federal, state, and local taxes, domestic or foreign, required by law or regulation to be withheld with respect to any taxable event arising as a result of this Award Agreement. |
| 6. | Nontransferability. This Award may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated (“Transfer”), other than by will or by the laws of descent and distribution, except as provided in the Plan. If any prohibited Transfer, whether voluntary or involuntary, of this Award is attempted to be made, or if any attachment, execution, garnishment, or lien shall be attempted to be issued against or placed upon the Award, your right to the Award shall be immediately forfeited to the Company, and this Award Agreement shall be null and void. |
| 7. | Administration. This Award Agreement and your rights hereunder are subject to all the terms and conditions of the Plan, as the same may be amended from time to time, as well as to such rules and regulations as the Committee may adopt for administration of the Plan. It is expressly understood that the Committee is authorized to administer, construe, and make all determinations necessary or appropriate to the administration of the Plan and this Award Agreement, all of which shall be binding upon you, the Participant. |
| 8. | Continuation of Employment. This Award Agreement shall not confer upon you any right to continuation of employment by the Company, nor shall this Award Agreement interfere in any way with the Company’s right to terminate your employment at any time, for any lawful reason. |
| 9. | Amendment, Modification, Suspension, and Termination. The Board of Directors shall have the right at any time in its sole discretion, subject to certain restrictions, to alter, amend, modify, suspend, or terminate the Plan in whole or in part, and the Committee shall have the right at any time in its sole discretion to alter, amend, modify, suspend or terminate the terms and conditions of any Award; provided, however, that no such action shall adversely affect in any material way your Award without your written consent. |
2
| 10. | Entire Agreement. This Award Agreement, the Plan, and the rules and procedures adopted by the Committee contain all of the provisions applicable to this Award and no other statements, documents or practices may modify, waive or alter such provisions unless expressly set forth in writing, signed by an authorized officer of the Company and delivered to you. |
| 11. | Compensation Recoupment Policy. Notwithstanding Section 10 above, this Award shall be subject to any compensation recoupment policy of the Company that is applicable by its terms to you and to Awards of this type. |
| 12. | Agreement to Participate. You have been provided with this Award Agreement, and you have the opportunity to accept this Award Agreement, by accessing and following the procedures set forth on the stock plan administrator’s website. The Plan is available for your reference on the stock plan administrator’s website. You may also request a copy of the Plan at any time by contacting Human Resources at the address or telephone number set forth below. By agreeing to participate, you acknowledge that you have reviewed the Plan and this Award Agreement, and you fully understand all of your rights under the Plan and this Award Agreement, the Company’s remedies if you violate the terms of this Award Agreement, and all of the terms and conditions which may limit your eligibility to retain and receive the Units and/or Shares issued pursuant to the Plan and this Award Agreement. |
If you do not wish to accept the Units and participate in the Plan and be subject to the provisions of the Plan and this Award Agreement, please contact the Human Resources Department, Genworth Financial, Inc., 6620 W. Broad Street, Richmond, VA 23230, or at (804) 281-6000, within thirty (30) days of receipt of this Award Agreement. If you do not respond within thirty (30) days of receipt of this Award Agreement, the Award Agreement is deemed accepted. If you choose to participate in the Plan, you agree to abide by all of the governing terms and provisions of the Plan and this Award Agreement
| 13. | Assistance in Proceedings, Etc. You agree that you will, without additional compensation, during and after your employment with the Company, upon reasonable notice, furnish such information and reasonable and proper assistance to the Company as may reasonably be required by the Company in connection with any legal or quasi-legal proceeding, including any external or internal investigation, involving the Company. |
| 14. | Cooperation. Following termination of your employment with the Company for any reason, you agree that you will reasonably cooperate with the Company, as reasonably requested by the Company, to effect a transition of your responsibilities and to ensure that the Company is aware of all matters being handled by you. |
| 15. | Resolve. Any disagreement between you and the Company concerning anything covered by this Award Agreement or concerning the Award will be settled by final and binding arbitration pursuant to the Company’s Resolve program. The Conditions of Employment document previously executed by you and the Resolve Guidelines are incorporated herein by reference as if set forth in full in this Award Agreement. |
Please refer any questions you may have regarding this Award to the Executive Vice President – Human Resources.
ACCEPTANCE DATE: Acceptance Date
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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/28/23 Genworth Financial Inc. 10-K 12/31/22 178:62M Donnelley … Solutions/FA 2/28/22 Genworth Financial Inc. 10-K 12/31/21 191:54M Donnelley … Solutions/FA 2/26/21 Genworth Financial Inc. 10-K 12/31/20 185:54M Donnelley … Solutions/FA |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 7/20/20 Genworth Financial Inc. 8-K:1,2,9 7/20/20 12:553K Donnelley … Solutions/FA 6/30/20 Genworth Financial Inc. 8-K:1,9 6/30/20 12:266K Donnelley … Solutions/FA |