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SPX Corp – ‘10-K’ for 12/31/17 – ‘EX-10.43’

On:  Wednesday, 2/21/18, at 5:13pm ET   ·   For:  12/31/17   ·   Accession #:  88205-18-2   ·   File #:  1-06948

Previous ‘10-K’:  ‘10-K’ on 2/24/17 for 12/31/16   ·   Next:  ‘10-K’ on 2/15/19 for 12/31/18   ·   Latest:  ‘10-K’ on 2/23/24 for 12/31/23   ·   4 References:   

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

 2/21/18  SPX Corp                          10-K       12/31/17  114:20M

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   1.47M 
 2: EX-10.37    Material Contract                                   HTML    119K 
 3: EX-10.38    Material Contract                                   HTML     59K 
 4: EX-10.42    Material Contract                                   HTML     35K 
 5: EX-10.43    Material Contract                                   HTML     38K 
 6: EX-10.44    Material Contract                                   HTML     30K 
 7: EX-10.47    Material Contract                                   HTML     36K 
 8: EX-10.50    Material Contract                                   HTML     34K 
 9: EX-21.1     Subsidiaries List                                   HTML     41K 
10: EX-23.1     Consent of Experts or Counsel                       HTML     32K 
11: EX-31.1     Certification -- §302 - SOA'02                      HTML     37K 
12: EX-31.2     Certification -- §302 - SOA'02                      HTML     37K 
13: EX-32.1     Certification -- §906 - SOA'02                      HTML     33K 
20: R1          Document and Entity Information                     HTML     58K 
21: R2          Consolidated Statements of Operations               HTML    143K 
22: R3          Consolidated Statements of Comprehensive Income     HTML     56K 
                (Loss)                                                           
23: R4          Consolidated Statements of Comprehensive Income     HTML     36K 
                (Loss) (Parenthetical)                                           
24: R5          Consolidated Balance Sheets                         HTML    128K 
25: R6          Consolidated Balance Sheets (Parenthetical)         HTML     41K 
26: R7          Consolidated Statements of Equity                   HTML     80K 
27: R8          Consolidated Statements of Equity (Parenthetical)   HTML     38K 
28: R9          Consolidated Statements of Cash Flows               HTML    157K 
29: R10         Consolidated Statements of Cash Flows               HTML     35K 
                (Parenthetical)                                                  
30: R11         Basis of Presentation and Summary of Significant    HTML     85K 
                Accounting Policies                                              
31: R12         Use of Estimates                                    HTML     92K 
32: R13         New Accounting Pronouncements                       HTML     45K 
33: R14         Discontinued Operations and Other Dispositions      HTML    126K 
34: R15         Information on Reportable Segments                  HTML    150K 
35: R16         Special Charges, Net                                HTML    141K 
36: R17         Inventories, Net                                    HTML     44K 
37: R18         Goodwill and Other Intangible Assets                HTML    167K 
38: R19         Employee Benefit Plans                              HTML    437K 
39: R20         Income Taxes                                        HTML    158K 
40: R21         Indebtedness                                        HTML    128K 
41: R22         Derivative Financial Instruments                    HTML     47K 
42: R23         Commitments, Contingent Liabilities and Other       HTML     74K 
                Matters                                                          
43: R24         Shareholders' Equity and Long-Term Incentive        HTML    271K 
                Compensation                                                     
44: R25         Fair Value                                          HTML     60K 
45: R26         Quarterly Results (Unaudited)                       HTML    148K 
46: R27         Basis of Presentation and Summary of Significant    HTML    235K 
                Accounting Policies (Policies)                                   
47: R28         Basis of Presentation and Summary of Significant    HTML     53K 
                Accounting Policies (Tables)                                     
48: R29         Use of Estimates (Tables)                           HTML     78K 
49: R30         Discontinued Operations and Other Dispositions      HTML    124K 
                (Tables)                                                         
50: R31         Information on Reportable Segments (Tables)         HTML    147K 
51: R32         Special Charges, Net (Tables)                       HTML    135K 
52: R33         Inventories, Net (Tables)                           HTML     44K 
53: R34         Goodwill and Other Intangible Assets (Tables)       HTML    161K 
54: R35         Employee Benefit Plans (Tables)                     HTML    438K 
55: R36         Income Taxes (Tables)                               HTML    146K 
56: R37         Indebtedness (Tables)                               HTML     98K 
57: R38         Commitments, Contingent Liabilities and Other       HTML     38K 
                Matters (Tables)                                                 
58: R39         Shareholders' Equity and Long-Term Incentive        HTML    268K 
                Compensation (Tables)                                            
59: R40         Fair Value (Tables)                                 HTML     46K 
60: R41         Quarterly Results (Unaudited) (Tables)              HTML    148K 
61: R42         Basis of Presentation and Summary of Significant    HTML     71K 
                Accounting Policies (Detail)                                     
62: R43         Basis of Presentation and Summary of Significant    HTML     62K 
                Accounting Policies - Revenue Recognition                        
                (Details)                                                        
63: R44         Basis of Presentation and Summary of Significant    HTML     39K 
                Accounting Policies - Research and Development                   
                (Details)                                                        
64: R45         Basis of Presentation and Summary of Significant    HTML     45K 
                Accounting Policies - Property, Plant and                        
                Equipment (Details)                                              
65: R46         Use of Estimates (Details)                          HTML     39K 
66: R47         Use of Estimates - Accrued Expenses (Details)       HTML     44K 
67: R48         Use of Estimates - Warranty (Details)               HTML     47K 
68: R49         Use of Estimates - Narrative (Details)              HTML     39K 
69: R50         New Accounting Pronouncements - Narrative           HTML     46K 
                (Details)                                                        
70: R51         Discontinued Operations and Other Dispositions -    HTML     67K 
                Sale of Blacke Durr Business (Details)                           
71: R52         Discontinued Operations and Other Dispositions -    HTML    126K 
                Consolidated Statements (Details)                                
72: R53         Discontinued Operations and Other Dispositions -    HTML     82K 
                Narrative (Details)                                              
73: R54         Discontinued Operations and Other Dispositions -    HTML     68K 
                Results of Operations (Details)                                  
74: R55         Information on Reportable Segments (Details)        HTML    174K 
75: R56         Special Charges, Net (Details)                      HTML     90K 
76: R57         Inventories, Net (Details)                          HTML     47K 
77: R58         Goodwill and Other Intangible Assets (Details)      HTML     71K 
78: R59         Goodwill and Other Intangible Assets - Schedule of  HTML     77K 
                Intangible Assets (Details)                                      
79: R60         Goodwill and Other Intangible Assets - Narrative    HTML     58K 
                (Details)                                                        
80: R61         Employee Benefit Plans - Overview (Details)         HTML     61K 
81: R62         Employee Benefit Plans - Defined Benefit Pension    HTML    188K 
                Plans (Details)                                                  
82: R63         Employee Benefit Plans - Summary of Changes in the  HTML     52K 
                Fair Value of Level 3 (Details)                                  
83: R64         Employee Benefit Plans - Estimated Future Benefit   HTML     71K 
                Payments (Details)                                               
84: R65         Employee Benefit Plans - Obligations and Funded     HTML    131K 
                Status (Details)                                                 
85: R66         Net Periodic Expense (Income) (Details)             HTML    128K 
86: R67         Employee Benefit Plans - Defined Contribution       HTML     45K 
                Retirement Plans (Details)                                       
87: R68         Income Taxes (Details)                              HTML    149K 
88: R69         Income Taxes - Narrative (Details)                  HTML    100K 
89: R70         Income Taxes - Schedule of Unrecognized Tax         HTML     52K 
                Benefits (Details)                                               
90: R71         Indebtedness (Details)                              HTML    110K 
91: R72         Indebtedness - Senior Credit Facilities (Details)   HTML     57K 
92: R73         Indebtedness - Consolidated Leverage Ratio          HTML     84K 
                (Details)                                                        
93: R74         Indebtedness - Senior Debt Prior Term Loan          HTML    125K 
                (Details)                                                        
94: R75         Derivative Financial Instruments (Details)          HTML     69K 
95: R76         Commitments, Contingent Liabilities and Other       HTML     52K 
                Matters (Details)                                                
96: R77         Commitments, Contingent Liabilities and Other       HTML     58K 
                Matters - General (Details)                                      
97: R78         Commitments, Contingent Liabilities and Other       HTML     71K 
                Matters - Large Power Projects in South Africa                   
                (Details)                                                        
98: R79         Commitments, Contingent Liabilities and Other       HTML     62K 
                Matters - Noncontrolling Interest in South African               
                Subsidiary (Details)                                             
99: R80         Commitments, Contingent Liabilities and Other       HTML     37K 
                Matters - Environmental Matters (Details)                        
100: R81         Commitments, Contingent Liabilities and Other       HTML     34K  
                Matters - Executive Agreements (Details)                         
101: R82         Shareholders' Equity and Long-Term Incentive        HTML     87K  
                Compensation - Income (Loss) Per Share (Details)                 
102: R83         Shareholders' Equity and Long-Term Incentive        HTML     62K  
                Compensation - Common Stock and Treasury Stock                   
                (Details)                                                        
103: R84         Shareholders' Equity and Long-Term Incentive        HTML    112K  
                Compensation - Long-Term Incentive Compensation                  
                (Details)                                                        
104: R85         Shareholders' Equity and Long-Term Incentive        HTML    174K  
                Compensation - Stock Activity (Details)                          
105: R86         Shareholders' Equity and Long-Term Incentive        HTML     81K  
                Compensation - AOCI (Details)                                    
106: R87         Shareholders' Equity and Long-Term Incentive        HTML    114K  
                Compensation - Summary of Reclassified Components                
                of AOCI (Details)                                                
107: R88         Shareholders' Equity and Long-Term Incentive        HTML     55K  
                Compensation - Common Stock in Treasury, Dividends               
                and Preferred Stock (Details)                                    
108: R89         Fair Value (Details)                                HTML     79K  
109: R90         Fair Value - Schedule of Fair Value Assets and      HTML     52K  
                Liabilities (Details)                                            
110: R91         Quarterly Results (Unaudited) (Details)             HTML     92K  
111: R92         Quarterly Results (Unaudited) - Narrative           HTML    125K  
                (Details)                                                        
113: XML         IDEA XML File -- Filing Summary                      XML    200K  
112: EXCEL       IDEA Workbook of Financial Reports                  XLSX    185K  
14: EX-101.INS  XBRL Instance -- spxc-20171231                       XML   6.46M 
16: EX-101.CAL  XBRL Calculations -- spxc-20171231_cal               XML    385K 
17: EX-101.DEF  XBRL Definitions -- spxc-20171231_def                XML   1.71M 
18: EX-101.LAB  XBRL Labels -- spxc-20171231_lab                     XML   3.19M 
19: EX-101.PRE  XBRL Presentations -- spxc-20171231_pre              XML   2.22M 
15: EX-101.SCH  XBRL Schema -- spxc-20171231                         XSD    271K 
114: ZIP         XBRL Zipped Folder -- 0000088205-18-000002-xbrl      Zip    548K

‘EX-10.43’   —   Material Contract

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

 <!   C:   C: 
  Exhibit  
Exhibit 10.43



AMENDMENT TO THE
SPX CORPORATION SUPPLEMENTAL RETIREMENT SAVINGS PLAN

SPX Corporation currently maintains the SPX Corporation Supplemental Retirement Savings Plan (the “Plan”). Pursuant to the powers of amendment reserved in Section 7.1 of the Plan, effective as of September 25, 2015, SPX Corporation hereby amends the Plan in the following manner:
1.
Article II of the Plan is amended by adding the following new Section 2.3:
“Section 2.3    FLOW Transferees. 
As part of the Separation and Distribution Agreement by and between SPX Corporation and SPX FLOW, Inc. dated as of September 22, 2015 (and as may be amended from time to time), SPX Corporation and SPX FLOW, Inc. entered into the Employee Matters Agreement (the “EMA”). In accordance with the EMA, all liabilities for Flowco Employees (as defined in the EMA) who participate in the Plan are to be transferred to the SPX FLOW Supplemental Retirement Savings Plan (the “FLOW SRSP Plan”) as of September 25, 2015 (such Flowco Employees referred to as “Flow Transferees”). As of such date, Flow Transferees shall cease to be Participants under this Plan and shall become participants in the FLOW SRSP Plan.
From and after September 25, 2015, neither the Company nor this Plan shall have any liability with respect to the former participation by Flow Transferees in this Plan, and Flow Transferees shall not be entitled to any payment of any benefits under the Plan. References to the FLOW SRSP Plan in this Plan are descriptive only, and neither the Company nor this Plan guarantees any payments or rights under the FLOW SRSP Plan. The provisions of this Section 2.3 shall supersede any provision in the Plan to the contrary.”

2.
Section 8.1 is amended by adding the following paragraph:
“Notwithstanding the foregoing, the Company may, in its sole discretion at any time or from time to time, establish segregated funds, escrow accounts or trust funds (including through a grantor trust) whose primary purpose would be for the provision of benefits under this Plan. If such funds or accounts are established, however, individuals entitled to benefits hereunder shall not have any identifiable interest in any such funds or accounts nor shall such individuals be entitled to any preference or priority with respect to the assets of such funds or accounts. These funds and accounts would still be available to judgment creditors of the Company and to all creditors in the event of the Company’s insolvency or bankruptcy.”

3.
Section 8.9 is amended by adding the following sentence:


“For avoidance of doubt, SPX FLOW, Inc. shall not be deemed a successor of the Company for purposes of the Plan.”

4.
Section 9.1 is amended by adding the following paragraph:
“Notwithstanding anything to the contrary, and to the extent consistent with Code Section 409A, on or prior to a Change-of-Control, the Company shall, (i) to the extent not previously established, establish a grantor trust, and (ii) fund such grantor trust with a single, irrevocable lump sum contribution which is, when combined with any other assets already held in the grantor trust, equal to the value of all vested Accounts under the Plan through the date of such Change-of-Control.  If a Participant shall continue to be employed by the Company or any successor after such Change-of-Control, each calendar year the Company (or any successor) shall, as soon as possible, but in no event later than 30 days following the end of such calendar year, make an irrevocable contribution to the grantor trust in an amount that is necessary in order to maintain an account for the Participant that is equal to his or her vested Account under the Plan at the end of the applicable calendar year.  After a Change-of-Control, if the assets of the grantor trust are not sufficient to make payment of Plan benefits at any time, the Company (or any successor) shall, as soon as possible, but in no event later than 30 days following notice from the trustee, make an irrevocable contribution sufficient to enable the trustee to make such Plan benefit payments. The Company (or any successor) shall provide such information as reasonably requested by the trustee in order for the trustee to fulfill its duties (including, without limitation, making Plan benefit determinations after a Change-of-Control) under the grantor trust agreement. As provided under Section 8.1, the Company shall retain beneficial ownership of all assets transferred to the grantor trust and such assets will be subject to the claims of the Company’s creditors.”

5.
Section 10.1 is amended by adding “(and subject to Section 2.3)” at the end of the first sentence.

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed on:2/21/18
For Period end:12/31/1711-K,  SD
9/25/15
9/22/158-K
 List all Filings 

4 Subsequent Filings that Reference this Filing

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

 2/23/24  SPX Technologies, Inc.            10-K       12/31/23  136:19M
 2/24/23  SPX Technologies, Inc.            10-K       12/31/22  139:22M
 2/25/22  SPX Technologies, Inc.            10-K       12/31/21  144:23M
 2/26/21  SPX Technologies, Inc.            10-K       12/31/20  122:21M
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Filing Submission 0000088205-18-000002   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)
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