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As Of Filer Filing For·On·As Docs:Size 2/21/17 Knowles Corp 10-K 12/31/16 121:16M |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 1.29M
2: EX-10.14 Material Contract HTML 44K
3: EX-10.16 Material Contract HTML 33K
4: EX-10.17 Material Contract HTML 41K
5: EX-10.36 Material Contract HTML 33K
6: EX-10.37 Material Contract HTML 34K
7: EX-10.38 Material Contract HTML 39K
8: EX-10.39 Material Contract HTML 39K
9: EX-21.1 Subsidiaries List HTML 43K
10: EX-23.1 Consent of Experts or Counsel HTML 32K
11: EX-31.1 Certification -- §302 - SOA'02 HTML 40K
12: EX-31.2 Certification -- §302 - SOA'02 HTML 40K
13: EX-32.1 Certification -- §906 - SOA'02 HTML 35K
20: R1 Document and Entity Information HTML 60K
21: R2 Consolidated Statements of Earnings HTML 109K
22: R3 Consolidated Statements of Earnings Parenthetical HTML 33K
23: R4 Consolidated Statements of Comprehensive Earnings HTML 72K
24: R5 Consolidated Balance Sheets HTML 121K
25: R6 Consolidated Balance Sheets (Parenthetical) HTML 48K
26: R7 Consolidated Statement of Stockholders' Equity HTML 88K
27: R8 Consolidated Statements of Cash Flows HTML 158K
28: R9 Summary of Significant Accounting Policies HTML 109K
29: R10 Disposed and Discontinued Operations (Notes) HTML 213K
30: R11 Acquisition Acquisition HTML 79K
31: R12 Related Party Transactions HTML 40K
32: R13 Impairments HTML 38K
33: R14 Inventories HTML 45K
34: R15 Property, Plant and Equipment, net HTML 46K
35: R16 Accrued Expenses and Other Liabilities HTML 69K
36: R17 Hedging Transactions and Derivative Instruments HTML 79K
37: R18 Borrowings and Lines of Credit HTML 122K
38: R19 Income Taxes HTML 160K
39: R20 Equity Incentive Program HTML 144K
40: R21 Commitments and Contingent Liabilities HTML 60K
41: R22 Employee Benefit Plans (Notes) HTML 212K
42: R23 Other Comprehensive (Loss) Earnings HTML 121K
43: R24 Segment Information HTML 155K
44: R25 Earnings per Share HTML 79K
45: R26 Quarterly Data (Unaudited) HTML 97K
46: R27 Schedule II - Valuation and Qualifying Accounts HTML 75K
47: R28 Summary of Significant Accounting Policies HTML 122K
(Policies)
48: R29 Acquisition Acquisition (Tables) HTML 69K
49: R30 Inventories (Tables) HTML 45K
50: R31 Property, Plant and Equipment, net (Tables) HTML 45K
51: R32 Goodwill and Other Intangible Assets (Tables) HTML 188K
52: R33 Accrued Expenses and Other Liabilities (Tables) HTML 72K
53: R34 Restructuring and Related Activities (Tables) HTML 149K
54: R35 Hedging Transactions and Derivative Instruments HTML 52K
(Tables)
55: R36 Borrowings and Lines of Credit (Tables) HTML 104K
56: R37 Income Taxes (Tables) HTML 152K
57: R38 Equity Incentive Program (Tables) HTML 140K
58: R39 Commitments and Contingent Liabilities (Tables) HTML 45K
59: R40 Employee Benefit Plans (Tables) HTML 206K
60: R41 Other Comprehensive (Loss) Earnings (Tables) HTML 119K
61: R42 Segment Information (Tables) HTML 142K
62: R43 Earnings per Share (Tables) HTML 74K
63: R44 Quarterly Data (Tables) HTML 94K
64: R45 Summary of Significant Accounting Policies HTML 194K
(Details)
65: R46 Disposed and Discontinued Operations (Details) HTML 201K
66: R47 Acquisition Acquisition (Details) HTML 70K
67: R48 Acquisition Acquisition - Schedule of Purchase HTML 93K
Consideration and Net Asset Allocation (Details)
68: R49 Acquisition Acquisition - Selected Unaudited HTML 67K
Pro-forma Combined Statement of Earnings (Details)
69: R50 Related Party Transactions (Details) HTML 37K
70: R51 Impairments (Details) HTML 61K
71: R52 Inventories (Details) HTML 46K
72: R53 Property, Plant and Equipment, net (Details) HTML 47K
73: R54 Goodwill and Other Intangible Assets - Goodwill HTML 54K
(Details)
74: R55 Goodwill and Other Intangible Assets - Intangible HTML 58K
Assets and Amortization Expense (Details)
75: R56 Goodwill and Other Intangible Assets - HTML 36K
Indefinite-Lived Intangible Assets (Details)
76: R57 Goodwill and Other Intangible Assets - Future HTML 43K
Amortization Expense (Details)
77: R58 Accrued Expenses and Other Liabilities - Schedule HTML 52K
of Accrued Expenses (Details)
78: R59 Accrued Expenses and Other Liabilities - Schedule HTML 47K
of Other Liabilities (Details)
79: R60 Accrued Expenses and Other Liabilities Accrued HTML 42K
Expenses and Other Liabilities - Product Warrant
Accrual Rollforward (Details)
80: R61 Restructuring and Related Activities - Costs HTML 65K
Recognized and Remaining Costs (Details)
81: R62 Restructuring and Related Activities - HTML 64K
Restructuring Activities (Details)
82: R63 Restructuring and Related Activities - Balance HTML 40K
Sheet Location (Details)
83: R64 Hedging Transactions and Derivative Instruments - HTML 56K
Narrative (Details)
84: R65 Hedging Transactions and Derivative Instruments - HTML 57K
Fair Value of Derivative Instruments (Details)
85: R66 Hedging Transaction and Derivative Instruments - HTML 50K
Fair Value of Derivatives Qualifying as Hedging
Instrument (Details)
86: R67 Borrowings and Lines of Credit - Schedule of HTML 146K
Long-term Debt Instruments (Details)
87: R68 Borrowings and Lines of Credit - Schedule of HTML 43K
Interest Expense and Interest Income (Details)
88: R69 Borrowings and Lines of Credit Borrowings and HTML 147K
Lines of Credit - Narrative (Details)
89: R70 Income Taxes - Income before Tax, Domestic and HTML 44K
Foreign (Details)
90: R71 Income Taxes - Components of Income Tax Expense HTML 66K
(Benefit) (Details)
91: R72 Income Taxes - Effective Income Tax Rate HTML 88K
Reconciliation (Details)
92: R73 Income Taxes - Deferred Tax Assets and Liabilities HTML 88K
(Details)
93: R74 Income Taxes - Net Operating Loss and Tax Credit HTML 79K
Carryforwards (Details)
94: R75 Income Taxes - Unrecognized Tax Benefits (Details) HTML 55K
95: R76 Equity Incentive Program - Share Based HTML 49K
Compensation Expense (Details)
96: R77 Equity Incentive Program - Stock Options and SSARs HTML 159K
(Details)
97: R78 Equity Incentive Program - RSUs (Details) HTML 62K
98: R79 Equity Incentive Program - Additional Information HTML 55K
(Details)
99: R80 Equity Incentive Program Equity Incentive Program HTML 48K
- Other Information Regarding SSARs and Stock
Options (Details)
100: R81 Commitments and Contingent Liabilities - Lease HTML 85K
Commitments (Details)
101: R82 Employee Benefit Plans - Additional Information HTML 57K
(Details)
102: R83 Employee Benefit Plans - Change in Benefit HTML 106K
Obligation and Funded Status (Details)
103: R84 Employee Benefit Plans - Accumulated Benefit HTML 46K
Obligations in Excess of Plan Assets (Details)
104: R85 Employee Benefit Plans - Components of the Net HTML 54K
Periodic Benefit Cost (Details)
105: R86 Employee Benefit Plans - Actuarial Assumptions HTML 61K
(Details)
106: R87 Employee Benefit Plans - Fair Value of Plan Assets HTML 68K
by Category (Details)
107: R88 Employee Benefit Plans - Future Estimates HTML 51K
(Details)
108: R89 Employee Benefit Plans - Supplemental Retirement HTML 45K
Plan (Details)
109: R90 Other Comprehensive (Loss) Earnings - Amounts HTML 77K
Recognized in OCI (Details)
110: R91 Other Comprehensive (Loss) Earnings - Componets of HTML 52K
AOCI (Details)
111: R92 Other Comprehensive (Loss) Earnings - Changes in HTML 52K
Components of AOCI (Details)
112: R93 Segment Information - Information on Reportable HTML 109K
Segments (Details)
113: R94 Segment Information - Reportable Segments Adjusted HTML 50K
Working Capital and Assets (Details)
114: R95 Segment Information - Revenue by Geographic HTML 53K
Location (Details)
115: R96 Segment Information Segment Information - HTML 53K
Concentration of Credit Risk (Details)
116: R97 Earnings per Share (Details) HTML 106K
117: R98 Quarterly Data (Details) HTML 66K
118: R99 Schedule II - Valuation and Qualifying Accounts HTML 47K
(Details)
120: XML IDEA XML File -- Filing Summary XML 208K
119: EXCEL IDEA Workbook of Financial Reports XLSX 148K
14: EX-101.INS XBRL Instance -- kn-20161231 XML 4.68M
16: EX-101.CAL XBRL Calculations -- kn-20161231_cal XML 429K
17: EX-101.DEF XBRL Definitions -- kn-20161231_def XML 1.47M
18: EX-101.LAB XBRL Labels -- kn-20161231_lab XML 2.88M
19: EX-101.PRE XBRL Presentations -- kn-20161231_pre XML 1.97M
15: EX-101.SCH XBRL Schema -- kn-20161231 XSD 236K
121: ZIP XBRL Zipped Folder -- 0001587523-17-000007-xbrl Zip 435K
| Exhibit |
1. | Restricted
Stock Units are a bookkeeping entry on the books of Knowles Corporation. No shares of common stock, par value $0.01 per share (“Common Stock”), shall be issued to you in respect of the Restricted Stock Unit award until the restrictions have lapsed and applicable vesting conditions have been satisfied. Except as provided for in Appendix A attached hereto, in the event that your employment shall terminate prior to your vesting in the Restricted Stock Units, the Restricted Stock Units shall be forfeited. Within 30 days following the end of the Restriction Period set forth on the Award Statement, Knowles Corporation shall issue shares of Common Stock in your name equal to the number of Restricted Stock Units that have vested during the Restriction Period, less applicable tax withholding. |
2. | You
shall vest in the Restricted Stock Unit Award, and all restrictions thereon shall lapse, per the dates on your Award Statement. You must be an active employee of Knowles Corporation or an eligible affiliate at the end of the Restriction Period and satisfy all applicable vesting conditions in order for your Restricted Stock Units to vest, with certain exceptions as provided in the Appendix A attached hereto and subject to Section 6.17 of the Plan. |
3. | During the Restriction Period, you shall not have any rights of a stockholder (including voting rights) or the right to receive any dividends declared or other distributions paid with respect to the Restricted Stock Units. |
4. | As
a condition precedent to the issuance or transfer of any shares of Common Stock upon the vesting of the Restricted Stock Units, you shall, upon request by Knowles Corporation, pay to Knowles Corporation such amount as Knowles Corporation may be required, under all applicable federal, state, local or other laws or regulations, to withhold and pay over as income or other withholding taxes (the “Required Tax Payments”) with respect to the issuance or transfer of such shares of Common Stock. If you fail to advance the Required Tax Payments after request by Knowles Corporation, Knowles Corporation will, deduct any Required Tax Payments from any amount then or thereafter payable by Knowles Corporation to you. You must elect how you intend to satisfy your obligation to advance the Required Tax Payments. Your options to satisfy your tax obligation are as follows: (1) delivery of a cash payment to Knowles Corporation, (2) delivery to Knowles Corporation (either actual
delivery or by attestation procedures established by Knowles Corporation) of previously owned whole shares of Common Stock having an aggregate Fair Market Value, determined as of the date on which such withholding obligation arises (the “Tax Date”), equal to the Required Tax Payments, (3) authorizing Knowles Corporation to withhold whole shares of Common Stock which would otherwise be issued or transferred to you having an aggregate Fair Market Value, determined as of the Tax Date, equal to the Required Tax Payments or (4) any combination of (1), (2) and (3). Shares of Common Stock to be delivered to Knowles Corporation or withheld may not have a Fair Market Value in excess of the minimum amount of the Required Tax Payments (or, to the extent consistent with applicable accounting requirements and IRS withholding rules, such higher withholding rate selected by you). Any fraction of a share of Common Stock which would be required to satisfy any such obligation
shall be disregarded and the remaining amount due shall be paid in cash by you. |
5. | As a condition of receiving your Restricted Stock Unit award, you agree to be bound by the terms and conditions of the Knowles Corporation Insider Trading and Confidentiality Policy, Anti-hedging and Anti-pledging Policy, and any Clawback Policy to be adopted by Knowles Corporation, as such policies may be modified from time to time. The Anti-hedging and Anti-pledging Policy prohibits hedging or pledging any Knowles equity securities held by you or certain designees, whether such Knowles securities are, or have been, acquired under the Plan, another compensation plan sponsored
by Knowles Corporation, or otherwise. Please review the Anti-hedging and Anti-pledging Policy to make sure that you are in compliance. You may obtain a copy of the current version of the Anti-hedging, Anti-pledging policy to be adopted by Knowles Corporation, on the Merrill Lynch stock plan administration website. |
6. | For Non-US Employees and employees who transfer employment outside of the United States during the term of the Restricted Stock Units, your Restricted Stock Unit award is subject to the conditions of the attached Addendum for Non-US Employees. |
7. | Your
award is not transferable by you other than by will or the laws of descent and distribution and in accordance with the applicable terms and conditions of the Plan. |
8. | Knowles Corporation reserves the right to amend, modify, or terminate the Plan at any time in its discretion without notice. |
9. | You must accept this award by logging onto the Merrill Lynch stock plan administration website. Acceptance
of this Award shall also constitute an acknowledgement and acceptance of the provisions included in the Plan, Addendum (if applicable) and Appendix A (including, without limitation, the non-compete provisions set forth therein). |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/21/24 Knowles Corp. 10-K 12/31/23 116:16M 2/09/23 Knowles Corp. 10-K 12/31/22 115:17M 2/09/22 Knowles Corp. 10-K 12/31/21 110:16M 2/10/21 Knowles Corp. 10-K 12/31/20 115:16M |