Document/ExhibitDescriptionPagesSize
1: 10-K Annual Report HTML 2.70M
2: EX-4.7 Instrument Defining the Rights of Security Holders HTML 55K
3: EX-10.2 Material Contract HTML 57K
4: EX-10.3 Material Contract HTML 49K
5: EX-10.5 Material Contract HTML 208K
6: EX-21.1 Subsidiaries List HTML 45K
7: EX-22 Published Report re: Matters Submitted to a Vote HTML 43K
of Security Holders
8: EX-23.1 Consent of Expert or Counsel HTML 40K
13: EX-97 Clawback Policy re: Recovery of Erroneously HTML 57K
Awarded Compensation
9: EX-31.1 Certification -- §302 - SOA'02 HTML 45K
10: EX-31.2 Certification -- §302 - SOA'02 HTML 45K
11: EX-32.1 Certification -- §906 - SOA'02 HTML 41K
12: EX-32.2 Certification -- §906 - SOA'02 HTML 42K
19: R1 Cover Page HTML 108K
20: R2 Audit Information HTML 46K
21: R3 Consolidated Balance Sheets HTML 150K
22: R4 Consolidated Balance Sheets (Parenthetical) HTML 60K
23: R5 Consolidated Statements of Operations HTML 165K
24: R6 Consolidated Statements of Comprehensive Income HTML 68K
(Loss)
25: R7 Consolidated Statements of Stockholders' Equity HTML 95K
26: R8 Consolidated Statements of Cash Flows HTML 191K
27: R9 Summary of Significant Accounting Policies HTML 77K
28: R10 Recently Issued Accounting Pronouncements HTML 54K
29: R11 Growth, Reinvestment, and Restructuring Programs HTML 88K
30: R12 Leases HTML 179K
31: R13 Receivables Sales Program HTML 59K
32: R14 Inventories HTML 48K
33: R15 Acquisitions and Divestitures HTML 89K
34: R16 Note Receivable HTML 59K
35: R17 Property, Plant, and Equipment HTML 53K
36: R18 Goodwill and Intangible Assets HTML 88K
37: R19 Accrued Expenses HTML 55K
38: R20 Income Taxes HTML 150K
39: R21 Long-Term Debt HTML 75K
40: R22 Stockholders' Equity HTML 60K
41: R23 Earnings Per Share HTML 51K
42: R24 Stock-Based Compensation HTML 129K
43: R25 Accumulated Other Comprehensive Loss HTML 67K
44: R26 Employee Pension and Postretirement Benefit Plans HTML 249K
45: R27 Other Operating Expense, Net HTML 53K
46: R28 Commitments and Contingencies HTML 54K
47: R29 Derivative Instruments HTML 87K
48: R30 Disaggregation of Revenue, Geographic Information, HTML 78K
and Major Customers
49: R31 Quarterly Results of Operations (Unaudited) HTML 99K
50: R32 Schedule II - VALUATION AND QUALIFYING ACCOUNTS HTML 50K
51: R33 Pay vs Performance Disclosure HTML 54K
52: R34 Insider Trading Arrangements HTML 47K
53: R35 Summary of Significant Accounting Policies HTML 144K
(Policies)
54: R36 Summary of Significant Accounting Policies HTML 94K
(Tables)
55: R37 Growth, Reinvestment, and Restructuring Programs HTML 87K
(Tables)
56: R38 Leases (Tables) HTML 129K
57: R39 Receivables Sales Program (Tables) HTML 53K
58: R40 Inventories (Tables) HTML 49K
59: R41 Acquisitions and Divestitures (Tables) HTML 79K
60: R42 Property, Plant, and Equipment (Tables) HTML 55K
61: R43 Goodwill and Intangible Assets (Tables) HTML 134K
62: R44 Accrued Expenses (Tables) HTML 55K
63: R45 Income Taxes (Tables) HTML 155K
64: R46 Long-Term Debt (Tables) HTML 61K
65: R47 Stockholders' Equity (Tables) HTML 53K
66: R48 Earnings Per Share (Tables) HTML 51K
67: R49 Stock-Based Compensation (Tables) HTML 134K
68: R50 Accumulated Other Comprehensive Loss (Tables) HTML 66K
69: R51 Employee Pension and Postretirement Benefit Plans HTML 254K
(Tables)
70: R52 Other Operating Expense, Net (Tables) HTML 53K
71: R53 Derivative Instruments (Tables) HTML 82K
72: R54 Disaggregation of Revenue, Geographic Information, HTML 72K
and Major Customers (Tables)
73: R55 Quarterly Results of Operations (Unaudited) HTML 99K
(Tables)
74: R56 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 69K
Additional Information (Details)
75: R57 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 53K
Estimated Useful Lives of Assets (Details)
76: R58 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 56K
Estimated Useful Lives of Intangible Assets
(Details)
77: R59 GROWTH, REINVESTMENT, AND RESTRUCTURING PROGRAMS - HTML 54K
Additional Information (Details)
78: R60 GROWTH, REINVESTMENT, AND RESTRUCTURING PROGRAMS - HTML 64K
Aggregate Expenses Incurred Associated with
Facility Closure (Details)
79: R61 GROWTH, REINVESTMENT, AND RESTRUCTURING PROGRAMS - HTML 61K
Reconciliation of Liabilities (Details)
80: R62 LEASES - Additional Information (Details) HTML 50K
81: R63 LEASES - Supplemental Balance Sheet Information HTML 71K
Related to Leases (Details)
82: R64 LEASES - Weighted-average Discount Rates for HTML 45K
Operating and Finance Leases (Details)
83: R65 LEASES - Weighted-average Remaining Lease Term of HTML 45K
Operating and Finance Leases (Details)
84: R66 LEASES - Components of Lease Expense (Details) HTML 58K
85: R67 LEASES - Operating and Finance Lease Liability HTML 81K
(Details)
86: R68 LEASES - Other Information Relating to Leases HTML 48K
(Details)
87: R69 RECEIVABLES SALES PROGRAM - Additional Information HTML 48K
(Detail)
88: R70 RECEIVABLES SALES PROGRAM - Accounts Receivable HTML 48K
Sold the Receivable Sales Program (Details)
89: R71 Inventories (Details) HTML 47K
90: R72 ACQUISITIONS AND DIVESTITURES - Additional HTML 144K
Information (Details)
91: R73 ACQUISITIONS AND DIVESTITURES - Preliminary HTML 59K
Purchase Price Allocation of the Fair Value of Net
Tangible Assets Acquired (Details)
92: R74 ACQUISITIONS AND DIVESTITURES - Results of HTML 71K
Discontinued Operations on Income Statement
(Details)
93: R75 ACQUISITIONS AND DIVESTITURES - Results of HTML 55K
Discontinued Operations on Balance Sheet (Details)
94: R76 Note Receivable (Details) HTML 67K
95: R77 PROPERTY, PLANT, AND EQUIPMENT - Schedule of HTML 61K
Property, Plant, and Equipment (Details)
96: R78 GOODWILL AND INTANGIBLE ASSETS - Changes in HTML 49K
Carrying Amount of Goodwill (Details)
97: R79 GOODWILL AND INTANGIBLE ASSETS - Additional HTML 46K
Information (Details)
98: R80 GOODWILL AND INTANGIBLE ASSETS - Gross Carrying HTML 70K
Amounts and Accumulated Amortization of Intangible
Assets, with Finite Lives (Details)
99: R81 GOODWILL AND INTANGIBLE ASSETS - Estimated HTML 52K
Amortization Expense on Intangible Assets
(Details)
100: R82 Accrued Expenses (Details) HTML 63K
101: R83 INCOME TAXES - Components of Loss Before Income HTML 52K
Taxes (Details)
102: R84 INCOME TAXES - Components of Provision for Income HTML 69K
Taxes (Details)
103: R85 INCOME TAXES - Reconciliation of Income Tax HTML 71K
Expense Computed at U.S. Federal Statutory Tax
Rate to Income Tax Expense (Details)
104: R86 INCOME TAXES - Tax Effects of Temporary HTML 75K
Differences Giving Rise to Deferred Income Tax
Assets and Liabilities (Details)
105: R87 INCOME TAXES - Income Taxes - Details of Tax HTML 72K
Attributed Related to Net Operating Losses,
Credits And Capital Losses (Details)
106: R88 INCOME TAXES - Additional Information (Details) HTML 58K
107: R89 INCOME TAXES - Reconciliation of Beginning and HTML 57K
Ending Amount of Unrecognized Tax Benefits
(Details)
108: R90 LONG-TERM DEBT - Schedule of Long-Term Debt HTML 69K
(Details)
109: R91 LONG-TERM DEBT - Scheduled Maturities of HTML 60K
Outstanding Debt, Excluding Deferred Financing
Costs (Details)
110: R92 LONG-TERM DEBT - Additional Information (Details) HTML 154K
111: R93 STOCKHOLDERS' EQUITY - Additional Information HTML 65K
(Details)
112: R94 STOCKHOLDERS' EQUITY - Repurchase of Common Stock HTML 49K
(Details)
113: R95 Earnings Per Share (Details) HTML 51K
114: R96 STOCK-BASED COMPENSATION - Additional Information HTML 139K
(Details)
115: R97 STOCK-BASED COMPENSATION - Schedule of Total HTML 45K
Compensation Expense (Details)
116: R98 STOCK-BASED COMPENSATION - Schedule of Stock HTML 92K
Option Activity (Details)
117: R99 STOCK-BASED COMPENSATION - Schedule of Employee HTML 52K
and Director Stock Option Highlights (Details)
118: R100 STOCK-BASED COMPENSATION - Assumptions Used to HTML 59K
Calculate Value of Option Awards Granted (Details)
119: R101 STOCK-BASED COMPENSATION - Schedule of Restricted HTML 77K
Stock and Restricted Stock Unit Activity (Details)
120: R102 STOCK-BASED COMPENSATION - Schedule of Employee HTML 55K
and Director Restricted Stock and Restricted Stock
Highlights (Details)
121: R103 STOCK-BASED COMPENSATION - Shareholder Return HTML 66K
Market Condition and Assumptions (Details)
122: R104 STOCK-BASED COMPENSATION - Schedule of Performance HTML 65K
Unit Activity (Details)
123: R105 STOCK-BASED COMPENSATION - Schedule of Performance HTML 54K
Unit Highlights (Details)
124: R106 ACCUMULATED OTHER COMPREHENSIVE LOSS - Components HTML 76K
of Accumulated Other Comprehensive Loss Net of Tax
Except for Foreign Currency Translation Adjustment
(Details)
125: R107 EMPLOYEE PENSION AND POSTRETIREMENT BENEFIT PLANS HTML 87K
- Additional Information (Details)
126: R108 EMPLOYEE PENSION AND POSTRETIREMENT BENEFIT PLANS HTML 72K
- Fair Value of Pension Plan Assets, by Asset
Category (Details)
127: R109 EMPLOYEE PENSION AND POSTRETIREMENT BENEFIT PLANS HTML 115K
- Schedule of Information about Pension and
Postretirement Benefit Plans (Details)
128: R110 EMPLOYEE PENSION AND POSTRETIREMENT BENEFIT PLANS HTML 48K
- Schedule of Pension Benefit Plans (Details)
129: R111 EMPLOYEE PENSION AND POSTRETIREMENT BENEFIT PLANS HTML 54K
- Accumulated Benefit Obligation and Weighted
Average Assumptions Used (Details)
130: R112 EMPLOYEE PENSION AND POSTRETIREMENT BENEFIT PLANS HTML 48K
- Key Actuarial Assumptions Used to Determine
Postretirement Benefit Obligations (Details)
131: R113 EMPLOYEE PENSION AND POSTRETIREMENT BENEFIT PLANS HTML 72K
- Schedule of Net Periodic Cost of Pension and
Postretirement Benefit Plans (Details)
132: R114 EMPLOYEE PENSION AND POSTRETIREMENT BENEFIT PLANS HTML 59K
- Weighted Average Assumptions Used to Determine
Pension Benefit Costs (Details)
133: R115 EMPLOYEE PENSION AND POSTRETIREMENT BENEFIT PLANS HTML 58K
- Estimated Future Pension and Postretirement
Benefit Payments (Details)
134: R116 EMPLOYEE PENSION AND POSTRETIREMENT BENEFIT PLANS HTML 59K
- Multiemployer Pension Plans (Details)
135: R117 Other Operating Expense, Net (Details) HTML 48K
136: R118 Commitments and Contingencies (Details) HTML 56K
137: R119 DERIVATIVE INSTRUMENTS - Additional Information HTML 58K
(Details)
138: R120 DERIVATIVE INSTRUMENTS - Derivative, Fair Value, HTML 52K
and Location on Condensed Consolidated Balance
Sheets (Details)
139: R121 DERIVATIVE INSTRUMENTS - Gains and Losses on HTML 74K
Derivative Contracts (Details)
140: R122 DISAGGREGATION OF REVENUE, GEOGRAPHIC INFORMATION, HTML 67K
AND MAJOR CUSTOMERS - Disaggregation of Revenue
(Details)
141: R123 DISAGGREGATION OF REVENUE, GEOGRAPHIC INFORMATION, HTML 56K
AND MAJOR CUSTOMERS - Additional Information
(Details)
142: R124 DISAGGREGATION OF REVENUE, GEOGRAPHIC INFORMATION, HTML 47K
AND MAJOR CUSTOMERS - Long-Lived Assets by
Geographic Region (Details)
143: R125 Quarterly Results of Operations (unaudited) - HTML 121K
Schedule of Unaudited Quarterly Results of
Operations (Details)
144: R126 Schedule II - VALUATION AND QUALIFYING ACCOUNTS - HTML 49K
Deferred Tax Valuation Allowance (Details)
146: XML IDEA XML File -- Filing Summary XML 276K
149: XML XBRL Instance -- ths-20231231_htm XML 3.63M
145: EXCEL IDEA Workbook of Financial Report Info XLSX 273K
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147: JSON XBRL Instance as JSON Data -- MetaLinks 849± 1.31M
148: ZIP XBRL Zipped Folder -- 0001320695-24-000015-xbrl Zip 836K
TREEHOUSE FOODS, INC. EXECUTIVE DEFERRED COMPENSATION PLAN
WHEREAS, TreeHouse Foods, Inc. (the "Company") maintains the TreeHouse Foods, Inc. Executive Deferred Compensation Plan (the "Plan") for the benefit of its eligible employees and the eligible employees of its affiliates;
WHEREAS, the Company has determined that
amendment of the Plan is necessary and desirable in order to provide for restoration of matching contributions that would have been made under the TreeHouse Foods, Inc. 401 (k) Plan (the "401 (k) Plan") and to reflect restrictions relating to eligibility under the Plan.
Now, THEREFORE, pursuant to the power reserved to the Compensation Committee of the Board of Directors of the Company (the "Committee") by Article XI of the Plan, and by virtue of the authority delegated to the undersigned officer by the Committee, the Plan be and is hereby amended in the following particulars, effective January 1, 2006:
1.By renumbering Sections 1.9 through 1.18
of the Plan as Section 1.10 through 1.19, and inserting the following as Section 1.9 of the Plan:
"1.9 'Company Contribution Account' shall mean the subaccount of each Participant's Account showing the monetary value of the Participant's interest in the Plan which is attributable to matching or contributions credited pursuant to Sections 3.2."
2.By amending and restating Article II to read as follows:
"2.1 Eligibility. Participation in the Plan shall be made available to a select group of individuals, as determined by the Board or the Committee, who are providing services to the Company or an Affiliate in key positions of management and responsibility; provided, however, that no
person shall become a Participant in the Plan if he is not (a) a management or highly compensated employee within the meaning of section 201(2) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA") and (b) a highly compensated employee within the meaning of Section 414(q)(1)(B) of the Code. Participation in the
Plan shall also be made available to members of the Board and any outside directors of subsidiaries or the Company. The determination as to the eligibility
of any individual to participate in the Plan shall be in the sole and absolute discretion of the Committee, whose decision in that regard shall be conclusive and binding for all purposes hereunder.
2.2Election to Defer. Such individuals may elect to part1c1pate hereunder by executing a participation agreement in such fo1m and at such time as the Committee shall require, provided that each participation agreement shall be executed no later than the day immediately preceding the Plan Year for which an individual elects to make contributions to the Plan in accordance with the provisions of Section 3.1 hereof for compensation other than Performance-Based Compensation, and not later than six months before the end of the Performance Period, for Performance-Based Compensation.
2.3Participation
of New Hires. Notwithstanding the foregoing, in the first year in which an individual becomes eligible to participate in the Plan, he may elect to participate in the Plan by executing a participation agreement, in such form and in such manner as the Committee shall require, within thirty (30) days after the date on which he is notified by the Committee of his eligibility to participate in the Plan or, with respect to Performance-Based Compensation, such later date as is specified in the preceding sentence. Notwithstanding anything in this Article II to the contrary, an individual hired (or appointed as a member of the Board) on or after November 1 and on or before December 31 of a Plan Year shall not be eligible to make a deferral election under Section 2.2 with respect to Annual Compensation to be earned and paid in the next Plan Year or with respect to Performance-Based Compensation to be earned in the next Plan Year and paid in the Plan Year
following such next Plan Year.
The election to participate in the Plan for a Participant first enrolled during a Plan Year shall become effective as of the first full payroll period beginning on or after the Committee's receipt of his participation agreement."
3.By renumbering Section 3.2 of the Plan as Section 3.3, and inserting the following as Section 3.2 of the Plan:
"3.2 The Committee shall credit a matching contribution, calculated as provided in this Section 3.2, to the Company Contribution Account of each Participant who has deferred
amounts
under the Plan and under the 401 (k) Plan during any Plan Year pursuant to Section 3.1 above. The matching contribution for a Plan Year, if any, shall be computed as follows: (i) the Committee shall first compute the amount of employer matching contributions that would have been made on behalf of the Participant to the 401(k) Plan for that Plan Year had the amount the Participant deferred pursuant to Section 3.1 of the Plan during such Plan Year been contributed to the 401(k) Plan, using the formula applied by the 401(k) Plan with respect to the percentage of salary deferrals matched and the maximum percentage of compensation subject to the match and taking into account (unless otherwise approved by the Board) the maximum amount of compensation under Section 401 (a)(17) of the Code that may be considered under the 401 (k) Plan for that Plan year; (ii) the Committee shall then determine the amount of matching contributions actually made on behalf of the Participant under
the 40J(k) Plan for that Plan Year; and (iii) the difference between (i) and (ii), if any, is the matching contribution to be credited to the Participant's Company Contribution Account under the Plan. The Committee shall credit the matching contribution, if any, to the Participant's Company Contribution Account as soon as administratively practicable following the end of the Plan Year in which the 401 (k) Plan year ends. A member of the Board or an outside director of a subsidiary who participates in the Plan is not eligible for matching contributions."
1.By replacing Section 4.3 of the Plan with the following:
“4.3 After a Participant’s employment terminates or such Participant ceases to be a member of the Board or a board of directors of a subsidiary for any reason other than death or Disability, such Participant
shall be entitled to the entire value of all amounts credited to the Account of such Participant, dete1mined as of the Valuation Date coincident with or preceding the date of distribution, except that the Participant shall only be entitled to the vested portion, if any, of his Company Contribution Account. The vested portion of a Participant's Company Contribution Account shall be determined by applying the Participant's vesting percentage calculated pursuant to the terms of the 401(k) Plan."
2.By replacing the first sentence of Section 6.2 of the Plan with the following:
"On a form prescribed by the Committee, a Participant, prior to the beginning of any Plan Year, can elect to receive that Plan Year's made pursuant to Section
3.1, matching contributions credited pursuant to Section 3.2m and earnings thereon, at the date specified by the Participant.”
3.By replacing the reference to "Section 3.2" in Section 6.3 of the Plan to “Section 3.3”.
* * *
IN WITNESS
WHEREOF, TreeHouse Foods, Inc., the Company, acting by and through its duly authorized officers, has caused this Amendment to the Plan to be executed this 30th day of December, 2006.
