SEC Info - KAR Auction Services, Inc. - ‘10-K’ for 12/31/17

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KAR Auction Services, Inc. – ‘10-K’ for 12/31/17 – ‘EX-10.5B’

On: Tuesday, 2/20/18, at 6:01pm ET · As of: 2/21/18 · For: 12/31/17 · Accession #: 1395942-18-28 · File #: 1-34568

Previous ‘10-K’: ‘10-K’ on 2/24/17 for 12/31/16 · Next: ‘10-K’ on 2/21/19 for 12/31/18 · Latest: ‘10-K’ on 2/21/24 for 12/31/23 · 15 References:

  As Of               Filer                 Filing    For·On·As Docs:Size

 2/21/18  KAR Auction Services, Inc.        10-K       12/31/17  101:14M

Annual Report — Form 10-K — Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        10-K - 2017 Form 10-K                               HTML   1.49M 
 2: EX-10.12    Exhibit 10.12 - Annual Incentive Program Summary    HTML     44K 
                2018                                                             
 3: EX-10.33    Exhibit 10.33 - Form of 2018 Rsu Award Agreement    HTML     48K 
 4: EX-10.5B    Exhibit 10.5B - Employment Agreement Amendment      HTML     32K 
 5: EX-10.7B    Exhibit 10.7B - Employment Agreement Amendment      HTML     32K 
 6: EX-10.8B    Exhibit 10.8B - Employment Agreement Amendment      HTML     33K 
 7: EX-21.1     Exhibit 21.1 - List of Subsidiaries                 HTML     58K 
 8: EX-23.1     Exhibit 23.1 - Consent of Independent Registered    HTML     28K 
                Public Accounting Firm                                           
 9: EX-31.1     Exhibit 31.1 - CEO Sox 302 Certification            HTML     33K 
10: EX-31.2     Exhibit 31.2 - CFO Sox 302 Certification            HTML     33K 
11: EX-32.1     Exhibit 32.1 - CEO Sox 906 Certification            HTML     27K 
12: EX-32.2     Exhibit 32.2 - CFO Sox 906 Certification            HTML     27K 
19: R1          Document and Entity Information                     HTML     53K 
20: R2          Consolidated Statements of Income                   HTML     85K 
21: R3          Consolidated Statements of Comprehensive Income     HTML     41K 
22: R4          Consolidated Balance Sheets                         HTML    129K 
23: R5          Consolidated Balance Sheets (Parenthetical)         HTML     52K 
24: R6          Consolidated Statements of Stockholders' Equity     HTML     86K 
25: R7          Consolidated Statements of Stockholders' Equity     HTML     26K 
                (Parenthetical)                                                  
26: R8          Consolidated Statements of Cash Flows               HTML    131K 
27: R9          Organization and Other Matters                      HTML     43K 
28: R10         Summary of Significant Accounting Policies          HTML     88K 
29: R11         Acquisitions and Equity Method Investments          HTML     45K 
30: R12         Stock and Stock-Based Compensation Plans            HTML    126K 
31: R13         Net Income Per Share                                HTML     49K 
32: R14         Allowance for Credit Losses and Doubtful Accounts   HTML     57K 
33: R15         Finance Receivables and Obligations Collateralized  HTML     66K 
                by Finance Receivables                                           
34: R16         Goodwill and Other Intangible Assets                HTML     99K 
35: R17         Property and Equipment                              HTML     58K 
36: R18         Self Insurance and Retained Loss Reserves           HTML     43K 
37: R19         Long-Term Debt                                      HTML     90K 
38: R20         Financial Instruments                               HTML     63K 
39: R21         Leasing Agreements                                  HTML     45K 
40: R22         Income Taxes                                        HTML    136K 
41: R23         Employee Benefit Plans                              HTML     29K 
42: R24         Commitments and Contingencies                       HTML     38K 
43: R25         Accumulated Other Comprehensive Income (Loss)       HTML     35K 
44: R26         Segment Information                                 HTML    234K 
45: R27         Quarterly Financial Data (Unaudited)                HTML    119K 
46: R28         Subsequent Events                                   HTML     28K 
47: R29         Summary of Significant Accounting Policies          HTML    158K 
                (Policies)                                                       
48: R30         Summary of Significant Accounting Policies          HTML     41K 
                (Tables)                                                         
49: R31         Stock and Stock-Based Compensation Plans (Tables)   HTML    107K 
50: R32         Net Income Per Share (Tables)                       HTML     46K 
51: R33         Allowance for Credit Losses and Doubtful Accounts   HTML     61K 
                (Tables)                                                         
52: R34         Finance Receivables and Obligations Collateralized  HTML     61K 
                by Finance Receivables (Tables)                                  
53: R35         Goodwill and Other Intangible Assets (Tables)       HTML     98K 
54: R36         Property and Equipment (Tables)                     HTML     63K 
55: R37         Self Insurance and Retained Loss Reserves (Tables)  HTML     39K 
56: R38         Long-Term Debt (Tables)                             HTML     74K 
57: R39         Financial Instruments (Tables)                      HTML     52K 
58: R40         Leasing Agreements (Tables)                         HTML     42K 
59: R41         Income Taxes (Tables)                               HTML    135K 
60: R42         Accumulated Other Comprehensive Income (Loss)       HTML     35K 
                (Tables)                                                         
61: R43         Segment Information (Tables)                        HTML    233K 
62: R44         Quarterly Financial Data (Unaudited) (Tables)       HTML    119K 
63: R45         Organization and Other Matters (Details)            HTML     73K 
64: R46         Summary of Significant Accounting Policies          HTML     98K 
                (Details)                                                        
65: R47         Acquisitions (Details)                              HTML     86K 
66: R48         Equity Method Investments (Details)                 HTML     68K 
67: R49         Stock and Stock-Based Compensation Plan Summary     HTML     38K 
                (Details)                                                        
68: R50         KAR Auction Services, Inc. Stock-Based              HTML    115K 
                Compensation Plans (Details)                                     
69: R51         Service and Exit Options (Details)                  HTML    125K 
70: R52         Employee Stock Purchase Plan (Details)              HTML     38K 
71: R53         Share Repurchase Plan (Details)                     HTML     54K 
72: R54         Net Income Per Share (Details)                      HTML     61K 
73: R55         Allowance for Credit Losses and Doubtful Accounts   HTML     36K 
                (Details)                                                        
74: R56         Allowance for Credit Losses and Doubtful Accounts   HTML     35K 
                (Details 2)                                                      
75: R57         Finance Receivables and Obligations Collateralized  HTML    104K 
                by Finance Receivables (Details)                                 
76: R58         Goodwill and Other Intangible Assets (Details)      HTML     42K 
77: R59         Goodwill and Other Intangible Assets (Details 2)    HTML     40K 
78: R60         Goodwill and Other Intangible Assets (Details 3)    HTML     51K 
79: R61         Goodwill and Other Intangible Assets (Details 4)    HTML     43K 
80: R62         Property and Equipment (Details)                    HTML     68K 
81: R63         Property and Equipment (Details 2)                  HTML     33K 
82: R64         Self Insurance and Retained Loss Reserves           HTML     44K 
                (Details)                                                        
83: R65         Long-Term Debt Summary and Future Principle         HTML    100K 
                Payments (Details)                                               
84: R66         Credit Facilities (Details)                         HTML    145K 
85: R67         Senior Notes (Details)                              HTML     37K 
86: R68         Other Debt (Details)                                HTML     43K 
87: R69         Financial Instruments (Details)                     HTML     74K 
88: R70         Financial Instruments (Details 2)                   HTML     37K 
89: R71         Leasing Agreements (Details)                        HTML     70K 
90: R72         Income Taxes (Details)                              HTML    186K 
91: R73         Income Taxes (Details 2)                            HTML     32K 
92: R74         Income Taxes (Details 3)                            HTML     52K 
93: R75         Employee Benefit Plans (Details)                    HTML     34K 
94: R76         Commitments and Contingencies (Details)             HTML     54K 
95: R77         Accumulated Other Comprehensive Income (Loss)       HTML     36K 
                (Details)                                                        
96: R78         Segment Information (Details)                       HTML    144K 
97: R79         Segment Information (Details 2)                     HTML     43K 
98: R80         Quarterly Financial Data (Unaudited) (Details)      HTML     77K 
100: XML         IDEA XML File -- Filing Summary                      XML    174K  
99: EXCEL       IDEA Workbook of Financial Reports                  XLSX    126K 
13: EX-101.INS  XBRL Instance -- kar-20171231                        XML   3.53M 
15: EX-101.CAL  XBRL Calculations -- kar-20171231_cal                XML    291K 
16: EX-101.DEF  XBRL Definitions -- kar-20171231_def                 XML    868K 
17: EX-101.LAB  XBRL Labels -- kar-20171231_lab                      XML   2.17M 
18: EX-101.PRE  XBRL Presentations -- kar-20171231_pre               XML   1.37M 
14: EX-101.SCH  XBRL Schema -- kar-20171231                          XSD    217K 
101: ZIP         XBRL Zipped Folder -- 0001395942-18-000028-xbrl      Zip    334K

‘EX-10.5B’ — Exhibit 10.5B – Employment Agreement Amendment

This Exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

<! C: C:

Exhibit

EXHIBIT 10.5b

AMENDMENT TO EMPLOYMENT AGREEMENT

This Amendment to Employment Agreement (“Amendment”), dated this 19^th day of February, 2018, is retroactively effective as of July 18, 2017 (“Effective Date”). This Amendment is entered into by and between KAR Auction Services, Inc. (“Employer”) and Don Gottwald (“Employee”). This Amendment amends the Amended and Restated Employment Agreement dated March 20, 2014 and effective as of March 24, 2014 (“Agreement”) between Employer and Employee pursuant to Paragraph 10(d) of the Agreement and is effective as of the Effective Date.

RECITALS

A. Employer desires to change its senior management structure by adding a Chief Strategy Officer (“CSO”) position;

B. Employer desires for Employee to take on the role of CSO as well as continue in his role of Chief Operating Officer (“COO”) with Employer; and

C. Employee desires to now be both Employer’s CSO and COO.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration (including, but not limited to, the continued employment of Employee by Employer), the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. The first sentence of Paragraph 2 of the Agreement, which currently reads:

Title and Duties. During the Employment Period, Employee shall serve as the Chief Operating Officer of Employer and shall perform the duties and responsibilities inherent in such position and any other duties consistent with such position as may be reasonable assigned to Employee from time to time by Employer’s Chief Executive Officer or Board of Directors of Employer (“Board”).

Shall now be amended to read:

Title and Duties. During the Employment Period, Employee shall serve as the Chief Operating Officer and Chief Strategy Officer of Employer, and shall perform the duties and responsibilities inherent in such position and any other duties consistent with such position as may be reasonably assigned to Employee from time to time by Employer’s Chief Executive Officer or Board of Directors of Employer (“Board”).

2. Employee agrees that the change to his position outlined in Paragraph 1 of this Amendment does not constitute a “Good Reason” for termination of the Agreement by Employee as that term is defined in Paragraph 4(c) of the Agreement.

3. Continuation of Agreement. Except as otherwise expressly provided herein, all of the terms and provisions of the Agreement shall remain in full force and effect and this Amendment shall not amend or modify any other rights, powers, duties, or obligations of any party to the Agreement.

4. Complete Agreement. This Amendment and the Agreement contain the entire agreement between the parties hereto with respect to the matters contained herein and supersedes and replaces any prior agreement between the parties with respect to the matters set forth in this Amendment.

5. Counterparts. This Amendment may be executed in any number of counterparts and any such counterparts may be transmitted by electronic or facsimile transmission, and each of such counterparts, whether an original or an electronic or facsimile of an original, shall be deemed to be an original and all of such counterparts together shall constitute a single agreement.

IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date first set forth above.



“Employer”	“Employee”

KAR AUCTION SERVICES, INC.



By: /s/ *James P. Hallett*	/s/ *Don Gottwald*

Printed: James P. Hallett

Title: Chief Executive Officer

Dates Referenced Herein and Documents Incorporated by Reference

This ‘10-K’ Filing	Date	Other Filings

Filed as of:	2/21/18
Filed on:	2/20/18	4, 8-K
For Period end:	12/31/17
	7/18/17
	3/24/14	3, 4
	3/20/14	8-K
		List all Filings

15 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/22/23  OPENLANE, Inc.                    10-Q/A      9/30/22   62:7.2M
 3/22/23  OPENLANE, Inc.                    10-Q/A      6/30/22   61:7M
 3/22/23  OPENLANE, Inc.                    10-Q/A      3/31/22   61:6.1M
11/02/22  OPENLANE, Inc.                    10-Q        9/30/22   62:9.3M
 8/03/22  OPENLANE, Inc.                    10-Q        6/30/22   58:7.4M
 5/04/22  OPENLANE, Inc.                    10-Q        3/31/22   59:6.4M
 2/23/22  OPENLANE, Inc.                    10-K       12/31/21  110:15M
11/03/21  OPENLANE, Inc.                    10-Q        9/30/21   57:6.9M
 8/04/21  OPENLANE, Inc.                    10-Q        6/30/21   55:6.8M
 5/05/21  OPENLANE, Inc.                    10-Q        3/31/21   57:5.6M
 2/18/21  OPENLANE, Inc.                    10-K       12/31/20  105:14M
11/04/20  OPENLANE, Inc.                    10-Q        9/30/20   68:9.7M
 8/05/20  OPENLANE, Inc.                    10-Q        6/30/20   67:8.8M
 7/09/18  SEC                               UPLOAD¶     8/06/18    1:35K  OPENLANE, Inc.
 6/27/18  SEC                               UPLOAD¶     8/06/18    1:41K  OPENLANE, Inc.

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Filing Submission 0001395942-18-000028 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)