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As Of Filer Filing For·On·As Docs:Size 2/06/17 Tyson Foods, Inc. 10-Q 12/31/16 87:6.9M |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 534K
2: EX-10.1 Performance Shares - Relative Total Shareholder HTML 51K
Return
3: EX-10.2 Performance Shares - Ebit HTML 48K
4: EX-10.3 Restricted Stock Award With Performance Criteria HTML 47K
5: EX-10.4 Restricted Stock Award - Contracted Team Member HTML 42K
6: EX-10.5 Restricted Stock Award - Non-Contracted Team HTML 45K
Member
7: EX-10.6 Stock Option - Contracted Team Member HTML 46K
8: EX-10.7 Stock Option Award - Non-Contracted Team Member HTML 50K
9: EX-12.1 Ratio of Earnings to Fixed Charges HTML 44K
10: EX-31.1 Section 302 CEO Certification HTML 29K
11: EX-31.2 Section 302 CFO Certification HTML 29K
12: EX-32.1 Section 906 CEO Certification HTML 25K
13: EX-32.2 Section 906 CFO Certification HTML 26K
20: R1 Document and Entity Information HTML 43K
21: R2 Consolidated Condensed Statements Of Income HTML 87K
22: R3 Consolidated Condensed Statements of Comprehensive HTML 52K
Income
23: R4 Consolidated Condensed Balance Sheets HTML 107K
24: R5 Condensed Consolidated Balance Sheets HTML 35K
(Parentheticals)
25: R6 Consolidated Condensed Statements Of Cash Flows HTML 89K
26: R7 Accounting Policies HTML 40K
27: R8 Recently Issued Accounting Pronouncements HTML 33K
28: R9 Inventories HTML 35K
29: R10 Property, Plant And Equipment HTML 40K
30: R11 Other Current Liabilities HTML 34K
31: R12 Debt HTML 59K
32: R13 Equity HTML 71K
33: R14 Income Taxes HTML 29K
34: R15 Other Income And Charges HTML 27K
35: R16 Earnings Per Share HTML 63K
36: R17 Derivative Financial Instruments HTML 100K
37: R18 Fair Value Measurements HTML 184K
38: R19 Pension and Other Postretirement Benefit Plans HTML 53K
39: R20 Other Comprehensive Income HTML 67K
40: R21 Segment Reporting HTML 72K
41: R22 Commitments And Contingencies HTML 54K
42: R23 Accounting Policies (Policy) HTML 45K
43: R24 Inventories (Policy) HTML 27K
44: R25 Inventories (Tables) HTML 34K
45: R26 Property, Plant And Equipment (Tables) HTML 39K
46: R27 Other Current Liabilities (Tables) HTML 34K
47: R28 Debt (Tables) HTML 54K
48: R29 Equity (Tables) HTML 55K
49: R30 Earnings Per Share (Tables) HTML 59K
50: R31 Derivative Financial Instruments (Tables) HTML 97K
51: R32 Fair Value Measurements (Tables) HTML 179K
52: R33 Pension and Other Postretirement Benefit Plans HTML 50K
(Tables)
53: R34 Other Comprehensive Income (Tables) HTML 64K
54: R35 Segment Reporting (Tables) HTML 61K
55: R36 Inventories (Schedule Of Inventory) (Details) HTML 35K
56: R37 Inventories (Narrative) (Details) HTML 25K
57: R38 Property, Plant And Equipment (Details) HTML 44K
58: R39 Other Current Liabilities (Schedule of Other HTML 36K
Current Liabilities) (Details)
59: R40 Debt (Major Components Of Debt) (Details) HTML 81K
60: R41 Debt (Narrative) (Details) HTML 33K
61: R42 Equity (Schedule of Share Repurchases) (Details) HTML 36K
62: R43 Equity (Schedule of Tangible Equity Units) HTML 45K
(Details)
63: R44 Equity (Narrative) (Details) HTML 88K
64: R45 Income Taxes (Details) HTML 31K
65: R46 Other Income And Charges (Details) HTML 36K
66: R47 Earnings Per Share (Schedule Of Earnings Per HTML 61K
Share, Basic And Diluted) (Details)
67: R48 Earnings Per Share (Narrative) (Details) HTML 39K
68: R49 Derivative Financial Instruments (Aggregate HTML 37K
Outstanding Notionals) (Details)
69: R50 Derivative Financial Instruments (Pretax Impact Of HTML 39K
Cash Flow Hedge Derivative Instruments On The
Consolidated Statements Of Income) (Details)
70: R51 Derivative Financial Instruments (Pretax Impact Of HTML 32K
Fair Value Hedge Derivative Instruments On The
Consolidated Statements of Income) (Details)
71: R52 Derivative Financial Instruments (Pretax Impact Of HTML 36K
Undesignated Derivative Instruments On The
Consolidated Statements Of Income) (Details)
72: R53 Derivative Financial Instruments (Narrative) HTML 27K
(Details)
73: R54 Fair Value Measurements (Schedule Of Assets And HTML 95K
Liabilities Measured At Fair Value On A Recurring
Basis) (Details)
74: R55 Fair Value Measurements (Schedule Of Debt HTML 42K
Securities Measured At Fair Value On A Recurring
Basis, Unobservable Input Reconciliation)
(Details)
75: R56 Fair Value Measurements (Schedule Of Available For HTML 36K
Sale Securities) (Details)
76: R57 Fair Value Measurements (Schedule Of Fair Value HTML 28K
And Carrying Value Of Debt) (Details)
77: R58 Fair Value Measurement (Narrative) (Details) HTML 40K
78: R59 Pension and Other Postretirement Benefit Plans HTML 49K
(Details)
79: R60 Pension and Other Postretirement Benefit Plans HTML 36K
(Narrative) (Details)
80: R61 Other Comprehensive Income (Components Of Other HTML 61K
Comprehensive Income (Loss)) (Details)
81: R62 Segment Reporting (Segment Reporting Information, HTML 56K
By Segment) (Details)
82: R63 Segment Reporting (Narrative) (Details) HTML 42K
83: R64 Commitments (Narrative) (Details) HTML 47K
84: R65 Contingencies (Narrative) (Details) HTML 61K
86: XML IDEA XML File -- Filing Summary XML 146K
85: EXCEL IDEA Workbook of Financial Reports XLSX 80K
14: EX-101.INS XBRL Instance -- tsn-20161231 XML 1.90M
16: EX-101.CAL XBRL Calculations -- tsn-20161231_cal XML 198K
17: EX-101.DEF XBRL Definitions -- tsn-20161231_def XML 642K
18: EX-101.LAB XBRL Labels -- tsn-20161231_lab XML 1.30M
19: EX-101.PRE XBRL Presentations -- tsn-20161231_pre XML 821K
15: EX-101.SCH XBRL Schema -- tsn-20161231 XSD 160K
87: ZIP XBRL Zipped Folder -- 0000100493-17-000012-xbrl Zip 198K
| Exhibit |
Team Member: | |
Name | |
Address
1 | |
Address 2 | |
City, State Zip | |
Personnel Number: | __________ |
Award: | Option to Purchase ________ Shares |
Grant Date: | |
Exercise Price: | $_____ |
Term: | Earlier
of (i) ten (10) years; or (ii) dates set forth in Section 3 |
Type of Option: | Non-Qualified |
Vesting Schedule: | |
Vesting Date | Percent of Award Vested |
11-28-2017 11-28-2018 11-28-2019 | 33 1/3 % 33
1/3 % 33 1/3 % |
1. | Terms and Conditions. The Award (as provided on the cover page) is subject to all the terms and conditions of the Tyson Foods, Inc. 2000 Stock Incentive Plan (the “Plan”). Unless
otherwise defined herein, all capitalized terms in this Stock Options Incentive Award Agreement (the “Award Agreement”) shall have the meaning stated in the Plan. Please see the Plan document for more information on these terms and conditions. A copy of the Plan is available upon request. |
2. | Vesting. |
2.1. | Vesting Schedule and Forfeiture. The Award which becomes vested pursuant to the Vesting Schedule shall be considered as fully earned and exercisable by you, subject to the further
provisions of this Section 2. Any Awards which do not become vested in accordance with the Vesting Schedule as of your Termination of Employment with Tyson and/or its affiliates or the provisions of this Section 2 will be forfeited back to Tyson. |
2.2. | Death, Disability or Retirement. In the event your employment is terminated due to death, Disability or, subject to your timely execution and non-revocation of a Release, Retirement, you will be fully vested in your Award. For purposes of this Award Agreement, “Retirement” shall mean your voluntary Termination of Employment without Cause from Tyson and/or its affiliates on or after the later of the first anniversary of the Grant Date or the date you attain age 62. |
2.3. | Termination
by Tyson without Cause. In the event your employment is terminated by Tyson for reasons other than death, Disability, Retirement, or Cause, subject to your timely execution and non-revocation of a Release, you will receive the percentage of your Award relative to the date your employment is terminated, as provided in the Vesting Schedule on the cover page. If your employment is terminated pursuant to this paragraph and your termination of employment occurs on or after the later of the first anniversary of the Grant Date or the date you attain age 62, subject to your timely execution and non-revocation of a Release, you will be fully vested in your Award. |
2.4. | Change in Control. Upon a Change in Control,
all unvested options shall become fully vested on the earlier of: (i) the date you are involuntarily terminated without cause or (ii) sixty (60) days after the Change in Control. For purposes of this Award Agreement, the term “Change in Control” shall not include any event as a result of which one or more of the following persons or entities possess or continues to possess, immediately after such event, over fifty percent (50%) of the combined voting power of the Company or, if applicable, a successor entity: (a) Tyson Limited Partnership, or any successor entity; (b) individuals related to the late Donald John Tyson by blood, marriage or adoption, or the estate of any such individual (including Donald John Tyson’s); or (c) any entity (including, but not limited to, a partnership, corporation, trust or limited liability company) in which one or more of the entities, individuals
or estates described in clauses (a) and (b) hereof possess over fifty percent (50%) of the combined voting power or beneficial interests of such entity. |
2.5. | Definitions. For purposes of this Award Agreement, “Cause,” “Disability,” and “Release” shall have the meanings as set forth below: |
3. | Time
of Exercise of Award. Your Award will be exercisable upon the Vesting Dates set forth in Section 2. In the event of your Termination of Employment, your vested options shall no longer remain exercisable, except as follows: |
3.1. | Termination of Employment. Except as provided in Section 3.2, in the event of your Termination of Employment, your vested Award will remain exercisable for a period of three months from the Termination of Employment, but not longer than 10 years from the Grant Date. |
3.2. | Death,
Disability or Retirement. In the event your Termination of Employment is due to death, Disability or Retirement, your vested Award will remain exercisable by you, or your Beneficiary in the case of your death, for a period of 12 months, but not longer than 10 years from the Grant Date. |
4. | Manner of Exercise of Award. Your Award may be exercised through any of the following methods as provided under the Plan: |
4.1. | Cash of not less than the product of the Exercise Price multiplied by
the number of shares to be purchased on exercise, plus the amount of any required tax withholding; |
4.2. | Delivery to Tyson of the number of shares owned at least six (6) months at the time of exercise having a fair market value of not less than the product of the Exercise Price multiplied by the number of shares to be purchased on exercise, plus the amount of any required tax withholding; |
4.3. | Cashless exercise through a broker designated by Tyson, which shall account for, and include, any required tax withholding but not to exceed
the required minimum statutory withholding; |
4.4. | Withholding of the number of shares having a fair market value of not less than the product of the Exercise Price multiplied by the number of shares to be purchased on exercise, plus the amount of any required tax withholding but not to exceed the required minimum statutory withholding; or |
4.5. | Unless your Award is no longer exercisable under the terms of Section 3 above, by accepting the terms herein you consent to have the options automatically exercise, using any of the above methods
at Tyson’s sole discretion, either at the end of the period defined in Section 3.1 or Section 3.2, as applicable, or on the 10th anniversary of the Grant Date (or, if the 10th anniversary of the Grant Date is not a business day, the business day immediately preceding the 10th anniversary of the Grant Date), if the price per share of Tyson stock at the time of exercise is greater than the Exercise Price. |
5. | Withholding
Taxes. By accepting this Award, you acknowledge and agree that you are responsible for all applicable income and other taxes from any Award, including federal, FICA, state and local taxes applicable in your country of residence or employment. Tyson shall withhold taxes by any manner acceptable under the terms of the Plan, but not to exceed the required minimum statutory withholding. |
6. | Beneficiary Designation. In accordance with the terms of the Plan, you may name a Beneficiary who may exercise your Award under this Award Agreement in case of your death before you receive any or all of your Award. Each Beneficiary designation shall revoke all prior designations, shall be in a form prescribed by the Committee,
and shall be effective only when filed in writing with the Committee during your lifetime. |
7. | Right of the Committee. The Committee is authorized to administer, construe, and make all determinations necessary or appropriate to the administration of the Plan and this Award Agreement, all of which shall be binding. |
8. | Severability. In the event that any one or more of the provisions or a portion thereof contained in this Award Agreement shall for any reason be held to be invalid, illegal,
or unenforceable in any respect, the same shall not invalidate or otherwise affect any other provisions of this Award Agreement, and this Award Agreement shall be construed as if the invalid, illegal or unenforceable provision or portion thereof had never been contained herein. |
9. | Entire Agreement. Subject to the terms and conditions of the Plan, this Award Agreement expresses the entire understanding and agreement of Tyson and you with respect to the subject matter. In the event of any conflict between the provisions of the Plan and the terms of this Award Agreement, the provisions of the Plan will control unless this Award Agreement explicitly states that an exception to the Plan is being made. The Award has been made pursuant
to the Plan and an administrative record is maintained by the Committee. |
10. | Restrictions on Transfer of Award. Any disposition of the Award or any portion thereof shall be a violation of the terms of this Award Agreement and shall be void and without effect; provided, however, that this provision shall not preclude a transfer as otherwise permitted by the Plan. |
11. | Headings. Paragraph headings used herein are for convenience of reference only and shall not be considered in construing
this Award Agreement. |
12. | Specific Performance. In the event of any actual or threatened default in, or breach of, any of the terms, conditions and provisions of this Award Agreement, the party or parties who are thereby aggrieved shall have the right to specific performance and an injunction in addition to any and all other rights and remedies at law or in equity, and all such rights and remedies shall be cumulative. |
13. | No Vested Right in Future Awards. You acknowledge and agree that
the granting of the Award under this Award Agreement is made on a fully discretionary basis by Tyson and that this Award Agreement does not lead to a vested right to further Awards in the future. Further, the Award set forth in this Award Agreement constitutes a non-recurrent benefit and the terms of this Award Agreement are applicable only to the Award granted pursuant to this Award Agreement. |
14. | No Right to Continued Employment. You acknowledge and agree (through electronic acknowledgment and acceptance of this Award Agreement) that neither the adoption of the Plan nor the granting of any Award shall confer any right to continued employment with Tyson, nor shall it interfere in any way with Tyson’s right to terminate your
employment at any time for any reason. |
15. | Governing Law. The Plan, this Award Agreement and all determinations made and actions taken pursuant to the Plan or Award Agreement shall be governed by the laws of the State of Arkansas, without giving effect to the conflict of laws principles thereof. |
16. | Successors and Assigns. This Award Agreement shall inure to the benefit of and be binding upon each successor and assign of Tyson. All obligations imposed upon you, and all rights granted
to Tyson hereunder, shall be binding upon your heirs, successors and administrators. |
TYSON FOODS, INC. By:/s/
Donnie Smith ________________________ | |
Title: CEO | |
| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 2/6/17 | 8-K | ||
| For Period end: | 12/31/16 | |||
| 11/28/16 | 4, 4/A | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 11/15/21 Tyson Foods, Inc. 10-K 10/02/21 124:19M 2/11/21 Tyson Foods, Inc. 10-K/A 10/03/20 131:23M 11/16/20 Tyson Foods, Inc. 10-K 10/03/20 134:23M |