SEC Info - Harsco Corp - ‘10-K’ for 12/31/16

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Harsco Corp – ‘10-K’ for 12/31/16 – ‘EX-10.L(II)’

On: Friday, 2/24/17, at 1:13pm ET · For: 12/31/16 · Accession #: 45876-17-6 · File #: 1-03970

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

 2/24/17  Harsco Corp                       10-K       12/31/16  115:22M

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

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   1.68M 
 2: EX-10.HH    Material Contract                                   HTML    157K 
 3: EX-10.II    Material Contract                                   HTML    145K 
 4: EX-10.JJ    Material Contract                                   HTML    135K 
 5: EX-10.L(II)  Material Contract                                  HTML     33K 
 7: EX-21       Subsidiaries List                                   HTML     81K 
 8: EX-23       Consent of Experts or Counsel                       HTML     28K 
 6: EX-12       Statement re: Computation of Ratios                 HTML     51K 
 9: EX-31.1     Certification -- §302 - SOA'02                      HTML     35K 
10: EX-31.2     Certification -- §302 - SOA'02                      HTML     34K 
11: EX-32       Certification -- §906 - SOA'02                      HTML     31K 
18: R1          Document and Entity Information                     HTML     56K 
19: R2          Consolidated Balance Sheets                         HTML    149K 
20: R3          Consolidated Balance Sheets (Parenthetical)         HTML     33K 
21: R4          Consolidated Statements of Operations               HTML    142K 
22: R5          Consolidated Statements of Comprehensive Income     HTML     58K 
                (Loss)                                                           
23: R6          Consolidated Statements of Comprehensive Income     HTML     39K 
                (Loss) (Parenthetical)                                           
24: R7          Consolidated Statements of Cash Flows               HTML    164K 
25: R8          Consolidated Statements of Changes in Equity        HTML     86K 
26: R9          Consolidated Statements of Changes in Equity        HTML     38K 
                (Parenthetical)                                                  
27: R10         Summary of Significant Accounting Policies          HTML     93K 
28: R11         Recently Adopted and Recently Issued Accounting     HTML     53K 
                Standards                                                        
29: R12         Acquisitions and Dispositions                       HTML     33K 
30: R13         Accounts Receivable and Inventories                 HTML     88K 
31: R14         Equity Method Investments (Notes)                   HTML     90K 
32: R15         Property, Plant and Equipment                       HTML     52K 
33: R16         Goodwill and Other Intangible Assets                HTML     98K 
34: R17         Debt and Credit Agreements                          HTML     84K 
35: R18         Operating Leases                                    HTML     40K 
36: R19         Employee Benefit Plans                              HTML    465K 
37: R20         Income Taxes                                        HTML    236K 
38: R21         Commitments and Contingencies                       HTML     59K 
39: R22         Capital Stock                                       HTML    111K 
40: R23         Stock-Based Compensation                            HTML    295K 
41: R24         Financial Instruments                               HTML    230K 
42: R25         Information by Segment and Geographic Area          HTML    202K 
43: R26         Other Expenses                                      HTML    127K 
44: R27         Components of Accumulated Other Comprehensive Loss  HTML    169K 
45: R28         Restructuring Programs                              HTML     48K 
46: R29         Schedule Ii. Valuation and Qualifying Accounts      HTML     72K 
47: R30         Summary of Significant Accounting Policies          HTML    146K 
                (Policies)                                                       
48: R31         Summary of Significant Accounting Policies          HTML     48K 
                (Tables)                                                         
49: R32         Accounts Receivable and Inventories (Tables)        HTML     87K 
50: R33         Equity Method Investments (Tables)                  HTML     78K 
51: R34         Property, Plant and Equipment (Tables)              HTML     50K 
52: R35         Goodwill and Other Intangible Assets (Tables)       HTML     95K 
53: R36         Debt and Credit Agreements (Tables)                 HTML     73K 
54: R37         Operating Leases (Tables)                           HTML     36K 
55: R38         Employee Benefit Plans (Tables)                     HTML    468K 
56: R39         Income Taxes (Tables)                               HTML    226K 
57: R40         Capital Stock (Tables)                              HTML    107K 
58: R41         Stock-Based Compensation (Tables)                   HTML    290K 
59: R42         Financial Instruments (Tables)                      HTML    213K 
60: R43         Information by Segment and Geographic Area          HTML    200K 
                (Tables)                                                         
61: R44         Other Expenses (Tables)                             HTML    119K 
62: R45         Components of Accumulated Other Comprehensive Loss  HTML    170K 
                (Tables)                                                         
63: R46         Restructuring Programs (Tables)                     HTML     46K 
64: R47         Summary of Significant Accounting Policies          HTML     31K 
                (Details)                                                        
65: R48         Summary of Significant Accounting Policies          HTML     52K 
                (Details 2)                                                      
66: R49         Summary of Significant Accounting Policies          HTML     32K 
                (Details 3)                                                      
67: R50         Recently Adopted and Recently Issued Accounting     HTML     35K 
                Standards Details (Details)                                      
68: R51         Accounts Receivable and Inventories (Details)       HTML     87K 
69: R52         Equity Method Investments (Details)                 HTML     73K 
70: R53         Equity Method Investments (Details 2)               HTML     84K 
71: R54         Equity Method Investments (Details 3)               HTML     37K 
72: R55         Property, Plant and Equipment (Details)             HTML     62K 
73: R56         Goodwill and Other Intangible Assets (Details)      HTML     44K 
74: R57         Goodwill and Other Intangible Assets (Details 2)    HTML     68K 
75: R58         Debt and Credit Agreements (Details)                HTML     40K 
76: R59         Debt and Credit Agreements (Details 2)              HTML    139K 
77: R60         Debt and Credit Agreements (Details 3)              HTML     73K 
78: R61         Operating Leases (Details)                          HTML     51K 
79: R62         Employee Benefit Plans (Details)                    HTML     80K 
80: R63         Employee Benefit Plans (Details 2)                  HTML    181K 
81: R64         Employee Benefit Plans (Details 3)                  HTML    306K 
82: R65         Employee Benefit Plans (Details 4)                  HTML     31K 
83: R66         Income Taxes (Details)                              HTML     67K 
84: R67         Income Taxes (Details 2)                            HTML    105K 
85: R68         Income Taxes (Details 3)                            HTML     71K 
86: R69         Income Taxes (Details 4)                            HTML     98K 
87: R70         Income Taxes (Details 5)                            HTML     73K 
88: R71         Commitments and Contingencies (Details)             HTML     76K 
89: R72         Capital Stock (Details)                             HTML     66K 
90: R73         Capital Stock (Details 2)                           HTML     81K 
91: R74         Capital Stock (Details 3)                           HTML     42K 
92: R75         Stock-Based Compensation (Restricted Stock)         HTML    130K 
                (Details)                                                        
93: R76         Stock-Based Compensation (Stock Appreciation        HTML    251K 
                Rights) (Details)                                                
94: R77         Stock-Based Compensation (Performance Stock Units)  HTML    115K 
                (Details)                                                        
95: R78         Stock-Based Compensation (Stock Options) (Details)  HTML     69K 
96: R79         Stock-Based Compensation (Stock Options - Range of  HTML     51K 
                Exercise Prices) (Details)                                       
97: R80         Stock-Based Compensation (Other Stock Grants)       HTML     37K 
                (Details)                                                        
98: R81         Financial Instruments (Details)                     HTML     52K 
99: R82         Financial Instruments (Details 2)                   HTML     58K 
100: R83         Financial Instruments (Details 3)                   HTML     51K  
101: R84         Financial Instruments (Details 4)                   HTML     57K  
102: R85         Financial Instruments (Details 5)                   HTML     37K  
103: R86         Financial Instruments (Details 6)                   HTML     53K  
104: R87         Information by Segment and Geographic Area          HTML     38K  
                (Details)                                                        
105: R88         Information by Segment and Geographic Area          HTML     46K  
                (Details 2)                                                      
106: R89         Information by Segment and Geographic Area          HTML     73K  
                (Details 3)                                                      
107: R90         Information by Segment and Geographic Area          HTML     42K  
                (Details 4)                                                      
108: R91         Other Expenses (Details)                            HTML     74K  
109: R92         Components of Accumulated Other Comprehensive Loss  HTML     79K  
                (Details)                                                        
110: R93         Components of Accumulated Other Comprehensive Loss  HTML     91K  
                (Details 2)                                                      
111: R94         Restructuring Programs (Details)                    HTML     50K  
112: R95         Schedule Ii. Valuation and Qualifying Accounts      HTML     56K  
                (Details)                                                        
114: XML         IDEA XML File -- Filing Summary                      XML    193K  
113: EXCEL       IDEA Workbook of Financial Reports                  XLSX    172K  
12: EX-101.INS  XBRL Instance -- hsc-20161231                        XML   7.40M 
14: EX-101.CAL  XBRL Calculations -- hsc-20161231_cal                XML    404K 
15: EX-101.DEF  XBRL Definitions -- hsc-20161231_def                 XML   1.51M 
16: EX-101.LAB  XBRL Labels -- hsc-20161231_lab                      XML   3.40M 
17: EX-101.PRE  XBRL Presentations -- hsc-20161231_pre               XML   2.02M 
13: EX-101.SCH  XBRL Schema -- hsc-20161231                          XSD    289K 
115: ZIP         XBRL Zipped Folder -- 0000045876-17-000006-xbrl      Zip    556K

‘EX-10.L(II)’ — Material Contract

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

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Exhibit

Exhibit 10(l)(ii)

FIRST AMENDMENT

to the

HARSCO CORPORATION

Deferred Compensation Plan for Non-Employee Directors

WHEREAS, Harsco Corporation (the “Company”) has previously adopted the Deferred Compensation Plan for Non-Employee Directors (the “Plan”) pursuant to which eligible members of its Board of Directors may elect to defer receipt of all or any portion of the compensation payable to them for services rendered to the Company as Directors; and

WHEREAS, the Company has reserved the right to amend the Plan pursuant to Section 16 of the Plan; and

WHEREAS, the Company desires to amend the Plan to clarify the forms of compensation which may be deferred under the Plan; and

NOW, THEREFORE, the Plan is hereby amended as follows:


1.	Section 2 of the Plan is revised in its entirety to read as follows:

2. Deferrable Compensation. A Non-Employee Director may elect to defer receipt of all, any part or none of the aggregate compensation payable by the Corporation for services rendered as a Director, including the annual base retainer, Committee Chairman annual retainer increment, attendance fees for board and committee meetings, grants under the 2016 Non-Employee Directors’ Long-Term Equity Compensation Plan, including but not limited to Restricted Stock Units (“RSUs”) and other fees for special services (in the aggregate, the “Director's Fees”).


2.	The first sentence of Section 3 of the Plan is revised in its entirety to read as follows:

3. Election To Defer. A Non-Employee Director who desires to defer receipt of all or a portion of his Director's Fees in any calendar year shall so notify the Corporation's Pension Committee in writing before the first day of the calendar year, specifying on a form supplied by the Committee (a) the dollar amount or percentage of the Director's Fees to be deferred, (b) the deferral period, (c) the form of payment, and (d) the notional investment direction.


3.	Section 5(a) of the Plan is revised in its entirety to read as follows:

(a) Accounts: At the time a Non-Employee Director elects to defer the receipt of compensation pursuant to Paragraph 3 above, he shall also direct the amount of the deferral to be notionally invested in an Interest-Bearing Account and the amount to be notionally invested in a Harsco Stock Account. Notwithstanding the foregoing, the deferral of a RSU shall automatically be notionally invested in a Harsco Stock Account once such RSUs have become vested. Pursuant to such investment direction, the deferral amounts shall be credited to the appropriate accounts as set forth below:


4.	Section 5(a)(ii) of the Plan is revised in its entirety to read as follows:

(ii) Harsco Stock Account: To the extent that a Non-Employee Director elects a notional investment in a Harsco Stock Account (or a RSU deferral is automatically notionally invested in a Harsco Stock Account), the Corporation shall credit a Harsco Stock Account established in his name with units (including fractions), the number of which shall be obtained by dividing the amount of the deferred Director's Fees or vested RSUs for that period to be so invested, by the Fair Market Value of the Corporation's common stock on the day immediately preceding the date such

Exhibit 10(l)(ii)

credit is to be made to the Account (i.e. February 14 for the February 15 credit date). This credit shall occur on a quarterly basis, as of each February 15, May 15, August 15 and November 15, for fees earned during the quarterly period ending on the day immediately preceding such crediting date.


5.	The first sentence of Section 5(c) of the Plan is revised in its entirety to read as follows:

Except with respect to the investment of a RSU deferral, a Non-Employee Director may transfer all or part of the amount in one account to the other account by irrevocable written notice to the Corporation's Pension Committee.

IN WITNESS WHEREOF, the Company has caused this First Amendment to be duly executed this 26 day of April, 2016.

4 Subsequent Filings that Reference this Filing

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

 2/29/24  Enviri Corp.                      10-K       12/31/23  131:21M
 3/01/23  Enviri Corp.                      10-K       12/31/22  132:23M
 2/24/22  Enviri Corp.                      10-K       12/31/21  131:24M
 2/25/21  Enviri Corp.                      10-K       12/31/20  124:25M

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