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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/28/17 Howmet Aerospace Inc. 10-K 12/31/16 176:18M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: 10-K Annual Report HTML 1.79M 2: EX-2.(E)(1) Plan of Acquisition, Reorganization, Arrangement, HTML 56K Liquidation or Succession 3: EX-3.(B) Articles of Incorporation/Organization or Bylaws HTML 167K 10: EX-10.(AA) Material Contract HTML 80K 11: EX-10.(BB) Material Contract HTML 70K 4: EX-10.(J) Material Contract HTML 81K 12: EX-10.(KK) Material Contract HTML 67K 5: EX-10.(P) Material Contract HTML 101K 6: EX-10.(V) Material Contract HTML 77K 13: EX-10.(VV) Material Contract HTML 93K 14: EX-10.(WW) Material Contract HTML 86K 7: EX-10.(X) Material Contract HTML 111K 15: EX-10.(XX) Material Contract HTML 152K 8: EX-10.(Y)(1) Material Contract HTML 53K 9: EX-10.(Z)(1) Material Contract HTML 53K 17: EX-21 Subsidiaries List HTML 56K 18: EX-23 Consent of Experts or Counsel HTML 51K 19: EX-24 Power of Attorney HTML 61K 16: EX-12 Statement re: Computation of Ratios HTML 94K 20: EX-31 Certification -- §302 - SOA'02 HTML 65K 21: EX-32 Certification -- §906 - SOA'02 HTML 53K 28: R1 Document and Entity Information HTML 80K 29: R2 Statement of Consolidated Operations HTML 138K 30: R3 Statement of Consolidated Comprehensive Loss HTML 81K 31: R4 Consolidated Balance Sheet HTML 174K 32: R5 Consolidated Balance Sheet (Parenthetical) HTML 53K 33: R6 Statement of Consolidated Cash Flows HTML 175K 34: R7 Statement of Changes in Consolidated Equity HTML 132K 35: R8 Statement of Changes in Consolidated Equity HTML 56K (Parenthetical) 36: R9 Summary of Significant Accounting Policies HTML 132K 37: R10 Accumulated Other Comprehensive Loss HTML 173K 38: R11 Separation Transaction and Discontinued Operations HTML 117K 39: R12 Restructuring and Other Charges HTML 116K 40: R13 Goodwill and Other Intangible Assets HTML 116K 41: R14 Acquisitions and Divestitures HTML 98K 42: R15 Inventories HTML 61K 43: R16 Properties, Plants, and Equipment, Net HTML 72K 44: R17 Other Noncurrent Assets HTML 62K 45: R18 Debt HTML 86K 46: R19 Other Noncurrent Liabilities and Deferred Credits HTML 60K 47: R20 Contingencies and Commitments HTML 79K 48: R21 Other Income, Net HTML 65K 49: R22 Cash Flow Information HTML 82K 50: R23 Segment and Geographic Area Information HTML 213K 51: R24 Preferred and Common Stock HTML 117K 52: R25 Earnings Per Share HTML 86K 53: R26 Income Taxes HTML 187K 54: R27 Receivables HTML 81K 55: R28 Interest Cost Components HTML 59K 56: R29 Pension and Other Postretirement Benefits HTML 333K 57: R30 Other Financial Instruments HTML 97K 58: R31 Related Party Transactions HTML 59K 59: R32 Subsequent Events HTML 54K 60: R33 Quarterly Data HTML 105K 61: R34 Summary of Significant Accounting Policies HTML 165K (Policies) 62: R35 Summary of Significant Accounting Policies HTML 65K (Tables) 63: R36 Accumulated Other Comprehensive Loss (Tables) HTML 170K 64: R37 Separation Transaction and Discontinued Operations HTML 106K (Tables) 65: R38 Restructuring and Other Charges (Tables) HTML 108K 66: R39 Goodwill and Other Intangible Assets (Tables) HTML 112K 67: R40 Acquisitions and Divestitures (Tables) HTML 77K 68: R41 Inventories (Tables) HTML 60K 69: R42 Properties, Plants, and Equipment, Net (Tables) HTML 70K 70: R43 Other Noncurrent Assets (Tables) HTML 59K 71: R44 Debt (Tables) HTML 72K 72: R45 Other Noncurrent Liabilities and Deferred Credits HTML 59K (Tables) 73: R46 Other Income, Net (Tables) HTML 63K 74: R47 Cash Flow Information (Tables) HTML 77K 75: R48 Segment and Geographic Area Information (Tables) HTML 215K 76: R49 Preferred and Common Stock (Tables) HTML 94K 77: R50 Earnings Per Share (Tables) HTML 80K 78: R51 Income Taxes (Tables) HTML 180K 79: R52 Receivables (Tables) HTML 72K 80: R53 Interest Cost Components (Tables) HTML 61K 81: R54 Pension and Other Postretirement Benefits (Tables) HTML 331K 82: R55 Other Financial Instruments (Tables) HTML 79K 83: R56 Quarterly Data (Tables) HTML 104K 84: R57 Summary of Significant Accounting Policies - 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Schedule of HTML 67K Restructuring and Other Charges (Detail) 93: R66 Restructuring and Other Charges - 2016 Actions - HTML 126K Additional Information (Detail) 94: R67 Restructuring and Other Charges - 2015 Actions - HTML 105K Additional Information (Detail) 95: R68 Restructuring and Other Charges - 2014 Actions - HTML 124K Additional Information (Detail) 96: R69 Restructuring and Other Charges - Schedule of HTML 66K Restructuring and Other Charges by Reportable Segments, Pretax (Detail) 97: R70 Restructuring and Other Charges - Activity and HTML 68K Reserve Balances for Restructuring Charges (Detail) 98: R71 Restructuring and Other Charges - Activity and HTML 66K Reserve Balances for Restructuring Charges (Parenthetical) (Detail) 99: R72 Goodwill and Other Intangible Assets - Changes in HTML 85K Carrying Amount of Goodwill (Detail) 100: R73 Goodwill and Other Intangible Assets - Changes in HTML 62K Carrying Amount of Goodwill (Parenthetical) (Detail) 101: R74 Goodwill and Other Intangible Assets - 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Schedule HTML 90K of Segment ATOI to Consolidated Net (Loss) Income Attributable to Arconic (Detail) 133: R106 Segment and Geographic Area Information - Schedule HTML 56K of Segment ATOI to Consolidated Net (Loss) Income Attributable to Arconic (Parenthetical) (Detail) 134: R107 Segment and Geographic Area Information - Schedule HTML 89K of Segment Reporting Information to Consolidated Assets (Detail) 135: R108 Segment and Geographic Area Information - Sales by HTML 77K Major Product Grouping (Detail) 136: R109 Segment and Geographic Area Information - Schedule HTML 98K of Geographic Information for Sales (Detail) 137: R110 Segment and Geographic Area Information - Schedule HTML 69K of Geographic Information for Long-Lived Assets (Detail) 138: R111 Preferred and Common Stock - Additional HTML 290K Information (Detail) 139: R112 Preferred and Common Stock - Schedule of Share HTML 81K Activity (Detail) 140: R113 Preferred and Common Stock - Schedule of Activity HTML 132K for Stock Options and Stock Awards (Detail) 141: R114 Earnings Per Share - 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Reconciliation of Unrecognized Tax HTML 67K Benefits (Excluding Interest and Penalties) (Detail) 152: R125 Receivables - Additional Information (Detail) HTML 83K 153: R126 Receivables - Schedule of Allowance for Doubtful HTML 69K Accounts (Detail) 154: R127 Interest Cost Components - Schedule of Interest HTML 58K Cost Components (Detail) 155: R128 Pension and Other Postretirement Benefits - HTML 111K Additional Information (Detail) 156: R129 Pension and Other Postretirement Benefits - HTML 189K Schedule of Obligations and Funded Status (Detail) 157: R130 Pension and Other Postretirement Benefits - HTML 62K Schedule of Obligations and Funded Status (Parenthetical) (Detail) 158: R131 Pension and Other Postretirement Benefits - HTML 69K Schedule of Pension Plan Benefit Obligations (Detail) 159: R132 Pension and Other Postretirement Benefits - HTML 87K Components of Net Periodic Benefit Cost (Detail) 160: R133 Pension and Other Postretirement Benefits - HTML 56K Components of Net Periodic Benefit Cost (Parenthetical) (Detail) 161: R134 Pension and Other Postretirement Benefits - HTML 65K Schedule of Amounts Expected to be Recognized in Net Periodic Benefit Cost (Detail) 162: R135 Pension and Other Postretirement Benefits - HTML 61K Schedule of Weighted Average Assumptions Used to Determine Benefit Obligations (Detail) 163: R136 Pension and Other Postretirement Benefits - HTML 58K Schedule of Assumed Health Care Cost Trend Rates (Detail) 164: R137 Pension and Other Postretirement Benefits - HTML 60K Schedule of One-Percentage Point Change in Assumed Rates of Health Care Cost Trend Rates (Detail) 165: R138 Pension and Other Postretirement Benefits - HTML 70K Schedule of Pension and Postretirement Plans Investment Policy and Weighted Average Asset Allocations (Detail) 166: R139 Pension and Other Postretirement Benefits - HTML 104K Schedule of Fair Value of Pension Plan Assets (Detail) 167: R140 Pension and Other Postretirement Benefits - HTML 52K Schedule of Fair Value of Pension Plan Assets (Parenthetical) (Detail) 168: R141 Pension and Other Postretirement Benefits - 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EX-2(e)(1) |
Exhibit 2(e)(1)
AMENDMENT NO. 1 TO
EMPLOYEE MATTERS AGREEMENT
THIS AMENDMENT NO. 1 TO EMPLOYEE MATTERS AGREEMENT (this “Amendment”) is made as of December 13, 2016, by and between Arconic Inc., formerly known as Alcoa Inc. (“Parent”) and Alcoa Corporation, formerly known as Alcoa Upstream Corporation (“UpstreamCo”).
WHEREAS, on October 31, 2016, Parent and UpstreamCo entered into an Employee Matters Agreement (the “EMA”) (all capitalized terms used and not otherwise defined in this Amendment shall have the meanings given to them in the EMA) in connection with the separation of Parent into two publicly-traded companies;
WHEREAS, the EMA allocates liabilities and responsibilities relating to employee compensation and benefit plans, including the Parent Divided Nonqualified Plans and the UpstreamCo Nonqualified Plans;
WHEREAS, Sections 6.01(b) and 6.01(c) of the EMA provide for the treatment of Parent Shares notionally credited to participants accounts under the Parent Divided Nonqualified Plans prior to the Effective Time in accordance with a method of equitable adjustment to reflect the Distribution that would have resulted in the applicable participant accounts in the Parent Divided Nonqualified Plans immediately after the Effective Time being notionally credited solely with Parent Shares and the applicable participant accounts in the UpstreamCo Nonqualified Plans being notionally credited solely with UpstreamCo Shares;
WHEREAS, the Benefits Management Committee of Parent (the “Committee”) approved the treatment of the Parent Shares notionally credited under the Parent Divided Nonqualified Plans and the UpstreamCo Nonqualified Plans prior to the Effective Time in a manner that is consistent with the treatment of the Parent Share Fund under the Parent Savings Plans, which results in the applicable participant accounts in the Parent Divided Nonqualified Plans and the UpstreamCo Nonqualified Plans immediately after the Effective Time being notionally credited with both Parent Shares and UpstreamCo Shares (the “Basket Method”);
WHEREAS, the equitable adjustments actually made to participant accounts under the Parent Divided Nonqualified Plans and the UpstreamCo Nonqualified Plans effective as of the Effective Time reflected the Basket Method, consistent with the intent and approval of the Committee;
WHEREAS, the Parties desire to amend the EMA to reflect the Basket Method treatment of Parent Shares notionally credited to participant accounts under the Parent Divided Nonqualified Plans prior to the Effective Time, as approved by the Committee and effectuated by the applicable plan administrators;
NOW, THEREFORE, the EMA shall be amended as follows, effective as of the date of this Amendment set forth above.
1. The last sentence of Section 6.01(b) of the EMA is hereby deleted and replaced with the following:
“All Parent Shares notionally credited to participants’ accounts under the Parent Divided Nonqualified Plans, the liability for which is transferred to UpstreamCo and the UpstreamCo Nonqualified Plans pursuant to the preceding sentence, shall be adjusted so that, from and after the Effective Time, such notionally credited shares represent: (A) a number of Parent Shares equal to the number of Parent Shares notionally credited to such account immediately prior to the Effective Time and (B) a number of UpstreamCo Shares equal to the number of Parent Shares notionally credited to such account immediately prior to the Effective Time multiplied by the Distribution Ratio.”
2. The last sentence of Section 6.01(c) of the EMA is hereby deleted and replaced with the following:
“All Parent Shares notionally credited to participants’ accounts under the Parent Divided Nonqualified Plans shall be adjusted so that, from and after the Effective Time, such notionally credited shares represent: (A) a number of Parent Shares equal to the number of Parent Shares notionally credited to such account immediately prior to the Effective Time and (B) a number of UpstreamCo Shares equal to the number of Parent Shares notionally credited to such account immediately prior to the Effective Time multiplied by the Distribution Ratio.”
[Signature Page Follows.]
2
IN WITNESS WHEREOF, the Parties have caused this Amendment to be executed by their duly authorized representatives.
ARCONIC INC. | ||||
By: | ||||
Name: | Katherine H. Ramundo | |||
Title: | Executive Vice President, Chief Legal Officer and Secretary | |||
ALCOA CORPORATION | ||||
By: | ||||
Name: | Jeffrey D. Heeter | |||
Title: | Executive Vice President, General Counsel and Secretary |
3
This ‘10-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 2/28/17 | DFAN14A, SC 13D/A | ||
For Period end: | 12/31/16 | 11-K, SD | ||
12/13/16 | ||||
10/31/16 | 8-K | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/13/24 Howmet Aerospace Inc. 10-K 12/31/23 145:18M 2/14/23 Howmet Aerospace Inc. 10-K 12/31/22 138:19M 2/14/22 Howmet Aerospace Inc. 10-K 12/31/21 146:21M 2/16/21 Howmet Aerospace Inc. 10-K 12/31/20 151:22M |