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As Of Filer Filing For·On·As Docs:Size 2/22/13 State Street Corp 10-K 12/31/12 166:50M |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 3.01M
2: EX-10.1 Material Contract HTML 128K
5: EX-10.10 Material Contract HTML 183K
6: EX-10.12 Material Contract HTML 98K
7: EX-10.13 Material Contract HTML 49K
3: EX-10.2 Material Contract HTML 263K
4: EX-10.7 Material Contract HTML 185K
9: EX-21 Subsidiaries List HTML 51K
10: EX-23 Consent of Experts or Counsel HTML 47K
8: EX-12 Statement re: Computation of Ratios HTML 107K
11: EX-31.1 Certification -- §302 - SOA'02 HTML 52K
12: EX-31.2 Certification -- §302 - SOA'02 HTML 53K
13: EX-32 Certification -- §906 - SOA'02 HTML 49K
113: R1 Document And Entity Information HTML 75K
82: R2 Consolidated Statement Of Income HTML 177K
104: R3 Consolidated Statement of Comprehensive Income HTML 82K
118: R4 Consolidated Statement of Comprehensive Income HTML 61K
(Parenthetical)
151: R5 Consolidated Statement Of Condition HTML 182K
87: R6 Consolidated Statement Of Condition HTML 79K
(Parenthetical)
103: R7 Consolidated Statement Of Changes In Shareholders' HTML 132K
Equity
75: R8 Consolidated Statement Of Changes In Shareholders' HTML 53K
Equity (Parenthetical)
60: R9 Consolidated Statement Of Cash Flows HTML 216K
153: R10 Summary Of Significant Accounting Policies HTML 99K
120: R11 Acquisitions HTML 61K
119: R12 Fair Value HTML 1.00M
128: R13 Investment Securities HTML 647K
129: R14 Loans And Leases HTML 275K
125: R15 Goodwill And Other Intangible Assets HTML 136K
131: R16 Other Assets HTML 67K
106: R17 Deposits HTML 61K
115: R18 Short-Term Borrowings HTML 129K
123: R19 Long-Term Debt HTML 93K
165: R20 Commitments And Contingencies HTML 97K
143: R21 Variable Interest Entities HTML 61K
96: R22 Shareholders' Equity HTML 102K
122: R23 Equity-Based Compensation HTML 137K
100: R24 Regulatory Matters HTML 155K
48: R25 Derivative Financial Instruments HTML 294K
145: R26 Net Interest Revenue HTML 84K
158: R27 Employee Benefits HTML 545K
69: R28 Occupancy Expense And Information Systems And HTML 80K
Communications Expense
68: R29 Acquisition and Restructuring Costs HTML 108K
73: R30 Other Expenses HTML 53K
74: R31 Income Taxes HTML 148K
76: R32 Earnings Per Common Share HTML 84K
32: R33 Line of Business Information HTML 227K
140: R34 Non-U.S. Activities HTML 80K
93: R35 Parent Company Financial Statements HTML 162K
97: R36 Summary Of Significant Accounting Policies HTML 181K
(Policy)
54: R37 Fair Value (Tables) HTML 993K
164: R38 Investment Securities (Tables) HTML 632K
20: R39 Loans and Leases (Tables) HTML 271K
79: R40 Goodwill And Other Intangible Assets (Tables) HTML 132K
149: R41 Other Assets (Tables) HTML 67K
51: R42 Deposits (Tables) HTML 59K
67: R43 Short-Term Borrowings (Tables) HTML 128K
72: R44 Long-Term Debt (Tables) HTML 81K
83: R45 Commitments And Contingencies (Tables) HTML 68K
31: R46 Shareholders' Equity (Tables) HTML 77K
59: R47 Equity-Based Compensation (Tables) HTML 122K
24: R48 Regulatory Matters (Tables) HTML 145K
147: R49 Derivative Financial Instruments (Tables) HTML 280K
50: R50 Net Interest Revenue (Tables) HTML 83K
142: R51 Employee Benefits (Tables) HTML 536K
55: R52 Occupancy Expense And Information Systems And HTML 69K
Communications Expense (Tables)
80: R53 Acquisition and Restructuring Costs (Tables) HTML 94K
23: R54 Income Taxes (Tables) HTML 131K
28: R55 Earnings Per Common Share (Tables) HTML 82K
71: R56 Line of Business Information (Tables) HTML 218K
39: R57 Non-U.S. Activities (Tables) HTML 77K
154: R58 Parent Company Financial Statements (Tables) HTML 162K
91: R59 Summary Of Significant Accounting Policies HTML 54K
(Details)
126: R60 Acquisitions (Details) HTML 70K
58: R61 Fair Value Fair Value (Narrative) (Details) HTML 53K
63: R62 Fair Value (Schedule Of Fair Value Measurements On HTML 216K
A Recurring Basis) (Details)
137: R63 Fair Value (Schedule Of Fair Value Measurements, HTML 151K
Assets, Using Significant Unobservable Inputs)
(Details)
132: R64 Fair Value Fair Value (Schedule of Fair Value HTML 94K
Measurements, Liabilities, Using Significant
Unobservable Inputs) (Details)
95: R65 Fair Value (Level 3 Total Realized And Unrealized HTML 56K
Gains And Losses Recorded In Revenue) (Details)
135: R66 Fair Value Fair Value (Fair Value Inputs, Assets HTML 99K
and Liabilities, Quantitative Information)
(Details)
56: R67 Fair Value Fair Value (Schedule of Availability of HTML 108K
Significant Unobservable Inputs by Balance Sheet
Classification) (Details)
101: R68 Fair Value Fair Value (Carrying Value and HTML 122K
Estimated Fair Value of Financial Instruments)
(Details)
157: R69 Fair Value (Reported Amounts And Estimated Fair HTML 56K
Values For Financial Instruments) (Details)
26: R70 Investment Securities (Narrative) (Details) HTML 120K
47: R71 Investment Securities (Schedule Of Marketable HTML 146K
Securities) (Details)
81: R72 Investment Securities (Schedule Of Gross Pre-Tax HTML 151K
Unrealized Losses On Investment Securities)
(Details)
37: R73 Investment Securities (Schedule Of Contractual HTML 116K
Maturities Of Debt Securities) (Details)
163: R74 Investment Securities (Gains And Losses Related To HTML 80K
Investment Securities) (Details)
52: R75 Investment Securities (Schedule Of Credit-Related HTML 64K
Loss Activity Recognized In Earnings) (Details)
42: R76 Loans and Leases (Narrative) (Details) HTML 64K
46: R77 Loans and Leases (Net Loans) (Details) HTML 80K
29: R78 Loans and Leases Loans and Leases (Components Of HTML 64K
The Net Investment In Leveraged Leases) (Details)
33: R79 Loans and Leases (Recorded Investment In Each HTML 81K
Class Of Total Loans And Leases By Credit Quality
Indicator) (Details)
116: R80 Loans and Leases (Schedule Of Allowance For Loan HTML 63K
Losses) (Details)
44: R81 Loans and Leases (Impaired Loans) (Details) HTML 76K
155: R82 Loans and Leases (Financing Receivables On HTML 49K
Non-Accrual Status) (Details)
77: R83 Loans and Leases (Schedule Of Activity In The HTML 64K
Allowance For Loan Losses) (Details)
124: R84 Goodwill and Other Intangible Assets (Narrative) HTML 63K
(Details)
134: R85 Goodwill And Other Intangible Assets (Changes In HTML 66K
The Carrying Amount Of Goodwill) (Details)
43: R86 Goodwill And Other Intangible Assets (Changes In HTML 65K
The Carrying Amount Of Other Intangible Assets)
(Details)
45: R87 Goodwill And Other Intangible Assets (Gross HTML 61K
Carrying Amount, Accumulated Amortization And Net
Carrying Amount Of Other Intangible Assets)
(Details)
152: R88 Other Assets (Components Of Other Assets) HTML 83K
(Details)
38: R89 Deposits (Narrative) (Details) HTML 55K
117: R90 Deposits (Scheduled Maturities Of Aggregate U.S. HTML 62K
And Non-U.S. Time Deposits) (Details)
109: R91 Deposits (Scheduled Maturities Of U.S. Time HTML 55K
Deposits) (Details)
138: R92 Short-Term Borrowings (Narrative) (Details) HTML 58K
108: R93 Short-Term Borrowings (Primary Components Of HTML 70K
Short-term Borrowings) (Details)
88: R94 Short-Term Borrowings (Securities Sold Under HTML 54K
Repurchase Agreements) (Details)
146: R95 Short-Term Borrowings (U.S. Government Securities HTML 52K
And Related Repurchase Agreements Including
Accrued Interest) (Details)
84: R96 Long-Term Debt (Narrative) (Details) HTML 116K
53: R97 Long-Term Debt (Long-Term Debt) (Details) HTML 73K
98: R98 Commitments And Contingencies (Narrative) HTML 92K
(Details)
92: R99 Commitments And Contingencies Commitments And HTML 53K
Contingencies (Contractual Amounts of
Credit-Related Off-Balance Sheet Financial
Instruments) (Details)
70: R100 Commitments And Contingencies (Schedule Of HTML 54K
Repurchase Agreements) (Details)
166: R101 Variable Interest Entities (Details) HTML 57K
136: R102 Shareholders' Equity (Narrative) (Details) HTML 124K
107: R103 Shareholders' Equity (Schedule Of Accumulated HTML 87K
Other Comprehensive (Loss) Income) (Details)
30: R104 Equity-Based Compensation (Narrative) (Details) HTML 100K
148: R105 Equity-Based Compensation (Stock Options And Stock HTML 86K
Appreciation Rights Activity) (Details)
156: R106 Equity-Based Compensation (Restricted Stock Awards HTML 75K
Activity) (Details)
150: R107 Equity-Based Compensation (Deferred Stock Awards HTML 78K
Activity) (Details)
102: R108 Equity-Based Compensation (Performance Awards HTML 75K
Activity) (Details)
40: R109 Regulatory Matters (Narrative) (Details) HTML 64K
127: R110 Regulatory Matters (Regulatory Capital Ratios And HTML 122K
Related Amounts) (Details)
57: R111 Derivative Financial Instruments (Narrative) HTML 71K
(Details)
22: R112 Derivative Financial Instruments (Schedule Of HTML 64K
Outstanding Hedges (Notional Amount)) (Details)
86: R113 Derivative Financial Instruments (Notional Amount HTML 59K
Of Interest Rate Swap Agreements Designated As
Fair Value And Cash Flow Hedges) (Details)
78: R114 Derivative Financial Instruments (Contractual And HTML 49K
Weighted-Average Interest Rates, Which Include The
Effects Of Hedges Related To Financial
Instruments) (Details)
144: R115 Derivative Financial Instruments (Schedule Of The HTML 67K
Fair Values Of Derivative Financial Instruments)
(Details)
62: R116 Derivative Financial Instruments (Impact Of HTML 76K
Derivatives On Consolidated Statement Of Income)
(Details)
160: R117 Derivative Financial Instruments (Schedule Of HTML 63K
Differences Between The Gains (Losses) On The
Derivative And The Gains (Losses) On The Hedged
Item) (Details)
34: R118 Net Interest Revenue (Components Of Interest HTML 88K
Revenue And Interest Expenses) (Details)
112: R119 Employee Benefits (Narrative) (Details) HTML 94K
133: R120 Employee Benefits (Combined Information For The HTML 141K
U.S. And Non-U.S. Defined Benefit Plans And
Post-Retirement Plan) (Details)
25: R121 Employee Benefits (Amounts Recognized In The HTML 112K
Consolidated Statement Of Condition) (Details)
110: R122 Employee Benefits (Expected Benefit Payments) HTML 64K
(Details)
99: R123 Employee Benefits (Plan's Assets Measured At Fair HTML 115K
Value On A Recurring Basis) (Details)
27: R124 Employee Benefits (Fair Value Measurements Using HTML 64K
Significant Unobservable Inputs) (Details)
114: R125 Employee Benefits (Defined Pension Benefits In HTML 123K
Excess Of Qualified Plan Limits, Information For
The SERPs) (Details)
162: R126 Employee Benefits (The Actuarially Determined HTML 91K
Expense For U.S. And Non-U.S. Defined Benefit
Plans, Post-Retirement Plan And SERPs) (Details)
35: R127 Occupancy Expense And Information Systems And HTML 85K
Communications Expense (Narrative) (Details)
64: R128 Occupancy Expense And Information Systems And HTML 114K
Communications Expense (Summary of Future Minimum
Lease Payments Under Non-Cancelable Capital and
Operating Leases) (Details)
139: R129 Acquisition and Restructuring Costs (Narrative) HTML 78K
(Details)
161: R130 Acquisition and Restructuring Costs (Costs Related HTML 54K
To Acquisition And Restructuring) (Details)
94: R131 Acquisition and Restructuring Costs (Activity HTML 73K
Related To Restructuring-Related Accruals)
(Details)
111: R132 Other Expenses (Details) HTML 70K
36: R133 Income Taxes (Narrative) (Details) HTML 78K
41: R134 Income Taxes (Schedule Of Components Of Income Tax HTML 87K
Expense) (Details)
85: R135 Income Taxes (Schedule Of Components Of Deferred HTML 99K
Tax Liabilities and Assets) (Details)
66: R136 Income Taxes (Schedule Of Reconciliation Of The HTML 75K
U.S. Statutory Income Tax Rate To The Effective
Tax Rate) (Details)
130: R137 Income Taxes (Summary Of Activity Related To HTML 59K
Unrecognized Tax Benefits) (Details)
89: R138 Earnings Per Common Share (Computation Of Basic HTML 96K
And Diluted Earnings Per Share) (Details)
61: R139 Line of Business Information (Details) HTML 132K
90: R140 Non-U.S. Activities (Schedule Of Results From HTML 91K
Non-U.S. Operations) (Details)
49: R141 Non-U.S. Activities (Summary Of Non-U.S. Assets) HTML 59K
(Details)
21: R142 Parent Company Financial Statements (Parent HTML 84K
Company Statement Of Income) (Details)
141: R143 Parent Company Financial Statements (Parent HTML 100K
Company Statement Of Condition) (Details)
121: R144 Parent Company Financial Statements (Parent HTML 119K
Company Statement Of Cash Flows) (Details)
159: XML IDEA XML File -- Filing Summary XML 267K
65: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 9.02M
14: EX-101.INS XBRL Instance -- stt-20121231 XML 13.39M
16: EX-101.CAL XBRL Calculations -- stt-20121231_cal XML 547K
17: EX-101.DEF XBRL Definitions -- stt-20121231_def XML 1.78M
18: EX-101.LAB XBRL Labels -- stt-20121231_lab XML 4.11M
19: EX-101.PRE XBRL Presentations -- stt-20121231_pre XML 2.53M
15: EX-101.SCH XBRL Schema -- stt-20121231 XSD 488K
105: ZIP XBRL Zipped Folder -- 0000093751-13-000040-xbrl Zip 807K
| Exhibit 10.11 |
1.1 | Name
and Effective Date. The Plan set forth herein is an amendment, restatement and continuation of the State Street Corporation Deferred Compensation Plan for Directors, originally established effective June 19, 1975. Except as otherwise provided, this restatement shall have effect with respect to amounts earned in respect of services on or after January 1, 2008. |
1.2 | Deferrals Prior to 2005. Deferrals of amounts earned in respect of services prior to January 1, 2005, as to which the applicable terms and conditions have not been materially modified on or after
October 4, 2004, shall remain subject to their original terms and to the State Street Corporation Deferred Compensation Plan for Directors in effect prior to October 4, 2004. |
1.3 | Deferrals Prior to 2008. Deferrals not described in Section 1.2 made prior to January 1, 2008 shall be subject to the terms of the Plan as set forth herein. With respect to such deferrals, the Plan Administrator shall honor the original terms of payment, except that any reference therein to termination of employment shall be deemed to require a Separation
from Service, and shall also honor any changes in time or form of payment made pursuant to available transition relief; provided, however, that any change in time or form of payment after December 31, 2008 will be subject to Section 5.4. |
1.4 | Definitions. Capitalized terms have the meaning set forth below unless a different meaning is required by the context: |
(a) | “Account”
means an account established for a Participant's benefit under Section 3.4. |
(b) | “Annual Stock Award” means the annual award of shares of Stock to Directors. |
(c) | “Beneficiary” means the person or persons designated by a Participant in writing, subject to such rules as the Plan Administrator may prescribe, to receive benefits under the Plan in the event of the Participant's death. In
the absence of an effective designation at the time of a Participant's death, the Participant's Beneficiary shall be his or her surviving spouse or domestic partner, or if none, his or her issue per stirpes, or if none, his or her surviving parents, or if none, his or her estate. |
(d) | “Board” means the Board of Directors of the Corporation. |
(e) | “Code”
means the Internal Revenue Code of 1986, as amended from time to time. |
(f) | “Compensation” means a Director's Retainer Fees, Meeting Fees, and Annual Stock Award. |
(g) | “Corporation” means State Street Corporation and any successor thereto. |
(h) | “Deferred
Compensation Agreement” means a written agreement described in Section 3.1. Each Deferred Compensation Agreement shall be in a form approved by or acceptable to the Plan Administrator. |
(i) | “Director” means a director of the Corporation who is not an employee of the Corporation or of any of its subsidiaries or affiliates. |
(j) | “Disabled”
and “Disability,” with respect to a Participant, mean that the Participant is unable to engage in any substantial gainful activity by reason of a medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than 12 months, or that the Participant has been determined to be totally disabled by the Social Security Administration. |
(k) | “Entry Date” means each January 1. |
(l) | “ERISA”
means the Employee Retirement Income Security Act of 1974, as amended. |
(m) | “Meeting Fees” means the fees payable in cash to Directors for attendance at Board and Board committee meetings. |
(n) | “Participant” means a Director who elects to participate in the Plan or who has an Account under the Plan. |
(o) | “Plan”
means the State Street Corporation Deferred Compensation Plan for Directors, as from time to time amended and in effect. |
(p) | “Plan Administrator” means the Plan Administrator appointed pursuant to Section 6.1 |
(q) | “Plan Year” means the calendar year. |
(r) | “Retainer
Fees” means any annual retainer payable to a Director, whether payable in cash or Stock. |
(s) | “Section 409A” means Section 409A of the Code, including the regulations and other applicable Internal Revenue Service guidance thereunder. |
(t) | “Separation from Service” means a “separation from service” (as defined at Section 1.409A-1(h)
of the Treasury Regulations) from State Street and all other corporations and trades or businesses, if any, that would be treated as a single “service recipient” with State Street under Section 1.409A-1(h)(3) of the Treasury Regulations; and correlative terms shall be construed to have a corresponding meaning. |
(u) | “Stock” means the common stock of the Corporation. |
2.1 | Commencement
of Participation. Except as the Board otherwise determines (consistent with the requirements of Section 409A), a Director may elect, prior to any Entry Date following his or her election to the Board, to commence participation as of such Entry Date. |
2.2 | Termination of Participation. A Director shall remain a Participant until his or her Accounts have been fully distributed. |
3.1 | Deferred
Compensation Agreement. Prior to the beginning of any Plan Year, a Director may elect to defer a portion of his or her Compensation in respect of services performed in such Plan Year by entering |
3.2 | Election
Procedures. |
(a) | Advance elections required. A Deferred Compensation Agreement must be entered into, if at all, irrevocably prior to the applicable Entry Date for the Plan Year in which the services to which the Compensation relates is to be performed (or by such earlier date as the Plan Administrator may prescribe consistent with the requirements of Section 409A). Once a Deferred Compensation Agreement becomes effective for a Plan Year, it may not be modified or revoked by the Participant. |
(b) | Other
requirements. Except as otherwise determined by the Plan Administrator, a new Deferred Compensation Agreement must be timely executed for each Plan Year. |
3.3 | Compensation to be Deferred. A Director may elect to defer either 50% or 100%, but no other or different portion or percentage, of each type of Compensation (i.e., Annual Stock Award, Meeting Fees, and Retainer Fees) which may become payable to him or her currently with respect to services as a Director during any Plan Year by entering into a Deferred Compensation Agreement with respect to 50% or 100%, as the case may be, of any such Compensation. |
3.4 | Accounts. The
Plan Administrator shall establish an Account or Accounts for each Participant reflecting elective deferrals and any adjustments under this Section 3.4. |
(a) | Stock deferrals. An Account established for a Participant in connection with the deferral of an award otherwise payable in shares of Stock shall be denominated in Stock units (each representing a share of Stock). An Account described in the immediately preceding sentence shall be equitably adjusted by the Plan Administrator to reflect any stock dividends, stock splits or combinations of shares (including a reverse stock split), recapitalizations or other changes in the Corporation's capital structure, and shall be adjusted
in connection with the payment of any dividend or other distribution on the Stock to reflect the notional (hypothetical) reinvestment of the amount of the dividend or distribution in additional shares of Stock, such additional shares being treated thereafter (including with respect to subsequent dividends and distributions) in the same manner as the shares initially deferred. Any notional reinvestment shall be deemed to have been made using the closing price of the Stock on the date the dividend or other distribution was paid. |
(b) | Cash deferrals. All Accounts not described in Section 3.4(a) shall be adjusted for notional (hypothetical) investment experience as described in this
Section 3.4(b). The Plan Administrator shall designate for purposes of the Plan one or more investment alternatives (each, a “tracking option”), including, if the Plan Administrator so determines, a tracking option notionally invested in shares of Stock and, if the Plan Administrator so determines, a tracking option that offers a return of notional interest. Each Participant shall have the opportunity to allocate Accounts not described in Section 3.4(a) and/or additional cash deferrals among the available tracking options. Amounts allocated under the Plan to a tracking option shall be treated as notionally invested in that tracking option. In the absence of an affirmative allocation by a Participant, the Plan Administrator may designate a default tracking option and treat the Accounts and/or deferrals (or such portions thereof as shall not have been affirmatively allocated) as being notionally invested in the default tracking option. The Plan Administrator
shall periodically adjust Accounts to reflect increases or decreases attributable to these notional investments, and with respect to any Account invested in a tracking option notionally invested in Stock, shall also adjust such Account in the manner described in Section 3.4(a). Except as otherwise determined by the Plan Administrator and subject to such rules as the Plan |
3.5 | Miscellaneous. The Plan Administrator shall maintain such records and prepare such reports as it considers to be necessary or appropriate to carry out the purposes of the Plan. In addition to the adjustments to Accounts referred to in Section 3.4 above, the Plan Administrator shall increase each Account to reflect additional deferrals
and shall decrease the Account to reflect distributions. |
4.1 | Vesting of Accounts. All Accounts are fully vested at all times. However, the fact that an Account is fully vested shall not give a Participant or Beneficiary or any other person any right to receive the value of such Account except in accordance with the terms of the Plan. |
5.1 | Time
of Payment; In General. Each Participant shall elect, not later than the date of each Deferred Compensation Agreement entered into, for the portion of his or her Accounts under the Plan attributable to the Compensation so deferred is to be paid, or commence to be paid, in accordance with Section 5.2 below, either: |
5.2 | Payment Rules. |
(a) | Time of Payment. The Corporation shall pay or commence to pay the applicable portion of a Participant's Accounts under the Plan on or as soon as practicable following triggering event under Section 5.1 above (i.e.,
either Separation from Service or, if so specified, a specified date) entitling the Participant or his or her Beneficiaries to a distribution; provided, that a payment shall be made in all events not later than the end of the calendar year in which the triggering event occurs or, if later, the 15th day of the third month following the date on which the triggering event occurs. |
(b) | Death. If a Participant should die before the specified distribution triggering event, his or her Accounts shall be paid in a single payment to his or her Beneficiaries as soon as practicable following the Participant's death, and in all events not later than
the end of the calendar year in which the Participant dies or, if later, the 15th day of the third month following the date on which the Participant dies. |
(c) | Disability. If a Participant becomes Disabled before the specified distribution date, his or her Accounts shall be paid in a single payment to the Participant as soon as practicable following the event of Disability, and in all events not later than the end of the calendar year in which the Participant becomes
Disabled or, if later, the 15th day of the third month following the date on which the Participant becomes Disabled. |
5.3 | Amount and Form of Payment. |
(a) | Amount of Payment. The amount payable to any Participant or Beneficiary shall be all or a portion of the balance of the Participant's Accounts to the extent subject to the applicable election, adjusted as described below in the case of installment
payments. |
(b) | Form of payment. Payment of all or a portion a Participant's Accounts shall be made in a single payment or in annual installments over a period of two to 10 years as elected by means of the respective Deferred Compensation Agreement. Where payment is to be made in installments, the amount of each installment shall be determined by dividing the total amount standing to the Participant's credit under each Account that is subject to the election immediately prior to the installment by the number of installments remaining to be paid. In the absence of an affirmative election, a Participant shall be deemed to have elected to receive a single payment. |
(c) | Medium
of payment. Deferrals of Compensation otherwise payable in cash, and related notional earnings, shall be paid in cash. Deferrals of Compensation otherwise payable in shares of Stock, together with notionally reinvested dividends, shall be paid by delivery of shares of Stock. |
5.4 | Changes to Distribution Elections. Subject to Section 5.5 below, a Participant may not change the form or payment commencement date for payment of his or her Accounts except in accordance with the following rules: |
(a) | Change
in commencement date. At any time prior to a date that is at least 12 months preceding the Plan Year in which an Account or portion thereof would otherwise have been paid (if payable in a single payment rather than in installments) or in which payment would have commenced (if payable in installments), a Participant may elect to defer the payment or payment commencement date to a specified date at least five years following the date on which the amount would otherwise be paid or commence to be paid. |
(b) | Change in form of payment. A Participant who has elected (or is deemed to have elected) to receive his or her benefit in a single payment may instead elect
installments, and a Participant who has elected installment payments may instead elect a single payment, provided in each case that the change is elected in accordance with the requirements of subsection (a) above. |
(c) | Effectiveness of change. No change to an election as to the time or form of payment will take effect until at least 12 months after the date on which the election is made. |
5.5 | Special
Rule for 2007 and 2008. Notwithstanding any provision herein to the contrary, the Plan Administrator may permit Participants or Beneficiaries with an Account under the Plan to elect a new form and time of distribution, not later than December 31, 2008, in a manner consistent with transition guidance under Section 409A, subject to such limitations and restrictions as the Plan Administrator may impose. Such an election made in 2007 may apply only to amounts that would not otherwise be payable in 2007 and may not cause an amount to be paid in 2007 that would not otherwise be payable in 2007, and such an election made in 2008 may apply only to amounts that would not otherwise be payable in 2008 and may not cause an amount to be paid in 2008 that would not otherwise be payable in 2008. |
6.1 | Plan Administrator. Except as the Board may otherwise determine, the Plan Administrator shall be the Executive Vice President-Global Human Resources as from time to time in office, or his or her delegate. The Plan Administrator shall have complete discretionary authority to interpret the Plan and to decide all matters under the Plan. Such interpretations and decisions shall be final, conclusive and binding on all Participants and any person claiming under or through any Participant, in the absence of clear and convincing evidence that the Plan Administrator acted arbitrarily and capriciously. No individual acting as
Plan Administrator may determine his or her own rights or entitlements under the Plan, if any. |
6.2 | Outside Services. The Plan Administrator may engage counsel and such clerical, financial, investment, accounting, and other specialized services as the Plan Administrator may deem necessary or appropriate for the administration of the Plan. The Plan Administrator shall be entitled to rely upon any opinions, reports, or other advice furnished by counsel or other specialists engaged for that purpose and, in so relying, shall be fully protected in any action, determination, or omission made in good faith. |
6.3 | Indemnification. To
the extent permitted by law and not prohibited by its charter or by-laws, the Corporation will indemnify and hold harmless every person who serves or who has served (directly or by delegation) as Plan Administrator and his or her estate if he or she is deceased from and against all claims, loss, damages, liability and reasonable costs and expenses incurred in carrying out his or her responsibilities as Plan Administrator, unless due to the gross negligence, bad faith or willful misconduct of such individual; provided, that counsel fees and amounts paid in settlement must be approved by the Corporation, and provided further that this Section 6.3 will not apply to any claims, loss, damages, liability or
costs and expenses which are covered by a liability insurance policy maintained by the Corporation or by the individual. The provisions of the preceding sentence shall not apply to any corporate trustee, insurance company, investment manager or outside service provider (or to any employee of any of the foregoing) except as the Corporation specifies in writing. |
7.1 | Amendment; Termination. By action of the Board, the Corporation reserves the absolute right at any time and from time to time to amend any or all
provisions of the Plan or to terminate the Plan. |
7.2 | Effect of Amendment or Termination. No action under Section 7.1 shall operate to reduce the balance of a Participant's Accounts other than through a distribution to the Participant or his or her Beneficiaries. No Plan amendment or instrument of termination will accelerate or defer distributions under the Plan or otherwise alter the availability of elections or other rights under the Plan except as permitted by Section 409A and applicable guidance thereunder. |
8.1 | Source of Payments. All amounts payable hereunder to Participants and their Beneficiaries shall be paid from the general assets of the Corporation. |
8.2 | No Warranties. The Corporation does not warrant or represent in any way that the value of a Participant's Accounts will increase or not decrease. Each Participant and his or her Beneficiaries assume all risk in connection with any change in
such value. |
8.3 | Inalienability of Benefits. Except as required by law, no benefit under, or interest in, the Plan or any Account shall be subject in any manner to anticipation, alienation, sale, transfer, assignment, pledge, encumbrance, or charge, and any attempt to do so shall be void. |
8.4 | Expenses. The
Corporation shall pay all costs and expenses incurred in operating and administering the Plan. |
8.5 | Headings. The headings of the sections in the Plan are placed herein for convenience of reference, and, in the case of any conflict, the text of the Plan, rather than such heading, shall control. |
8.6 | Acceptance of Plan Terms. By executing a Deferred Compensation Agreement, a Participant agrees,
for himself or herself and on behalf of his or her Beneficiaries, to abide by the terms of the Plan and the determinations of the Plan Administrator with respect thereto. |
8.7 | Section 409A. The Plan and all related instruments shall be construed and administered consistent with the objective that all deferrals and payments under the Plan will comply with the requirements of Section 409A. Notwithstanding the foregoing, deferrals of amounts earned and vested prior to January 1, 2005 (including any earnings thereon determined in accordance with Section 409A) shall be administered consistent with the objective that such deferrals will
remain exempt from the requirements of Section 409A. |
8.8 | Construction. The Plan shall be construed, regulated, and administered in accordance with applicable federal laws and the laws of the Commonwealth of Massachusetts without giving effect to any choice or conflict of law provision or rule that would cause the application of the laws of any other jurisdiction. |
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 2/22/13 | |||
| 1/1/13 | ||||
| For Period end: | 12/31/12 | 11-K, 13F-HR, ARS | ||
| 12/31/08 | 10-K, 11-K, 11-K/A, 13F-HR, ARS | |||
| 1/1/08 | ||||
| 1/1/05 | ||||
| 10/4/04 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 12/23/13 SEC UPLOAD¶ 10/02/17 1:39K State Street Corp. 11/22/13 SEC UPLOAD¶ 10/02/17 1:162K State Street Corp. 5/30/13 SEC UPLOAD¶ 10/02/17 1:36K State Street Corp. 5/21/13 SEC UPLOAD¶ 10/02/17 1:38K State Street Corp. 4/30/13 SEC UPLOAD¶ 10/02/17 1:159K State Street Corp. |