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Southwestern Energy Co – ‘10-K’ for 12/31/19 – ‘R22’

On:  Thursday, 2/27/20, at 4:45pm ET   ·   For:  12/31/19   ·   Accession #:  7332-20-17   ·   File #:  1-08246

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

 2/27/20  Southwestern Energy Co            10-K       12/31/19  154:40M

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

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Swn 2019 Form 10-K                                  HTML   3.92M 
 2: EX-4.1      EX-4.1 Description of Common Stock                  HTML     45K 
 3: EX-10.13    EX-10.13 Form of Performance Unit Award             HTML     70K 
 4: EX-10.21    EX-10.21 Form of Rsu Award for Officers             HTML     63K 
 5: EX-10.42    EX-10.42 Amendment #3 to Credit Agreement           HTML    119K 
 6: EX-10.43    EX-10.43 Amendment #4 to Credit Agreement           HTML    119K 
 7: EX-21.1     EX-21.1 List of Subsidiaries                        HTML     45K 
 8: EX-23.1     EX-23.1 Pwc Consent                                 HTML     45K 
 9: EX-23.2     EX-23.2 Nsai Consent                                HTML     46K 
14: EX-95.1     EX-95.1 Mine Safety Disclosure                      HTML     56K 
15: EX-99.1     EX-99.1 Nsai Audit Letter                           HTML     68K 
10: EX-31.1     EX-31.1 CEO 302 Certification                       HTML     49K 
11: EX-31.2     EX-31.2 CFO 302 Certification                       HTML     49K 
12: EX-32.1     EX-32.1 CEO 906 Certification                       HTML     46K 
13: EX-32.2     EX-32.2 CFO 906 Certification                       HTML     46K 
29: R1          Cover Page                                          HTML    107K 
117: R2          Consolidated Statements of Operations               HTML    162K  
132: R3          Consolidated Statements of Comprehensive Income     HTML     71K  
                (Loss)                                                           
84: R4          Consolidated Statements of Comprehensive Income     HTML     49K 
                (Loss) (Parenthetical)                                           
30: R5          Consolidated Balance Sheets                         HTML    146K 
119: R6          Consolidated Balance Sheets (Parenthetical)         HTML     56K  
134: R7          Consolidated Statements of Cash Flows               HTML    150K  
82: R8          Consolidated Statements of Changes in Equity        HTML    126K 
35: R9          Condensed Consolidated Statement of Changes in      HTML     45K 
                Equity (Parenthetical)                                           
122: R10         Organization and Summary of Significant Accounting  HTML    173K  
                Policies                                                         
107: R11         Restructuring Charges                               HTML     95K  
26: R12         Divestitures                                        HTML     54K 
77: R13         Leases                                              HTML     99K 
121: R14         Revenue Recognition                                 HTML    174K  
106: R15         Derivatives and Risk Management                     HTML    587K  
25: R16         Reclassifications from Accumulated Other            HTML     79K 
                Comprehensive Income (Loss)                                      
76: R17         Fair Value Measurements                             HTML    285K 
125: R18         Debt                                                HTML    133K  
104: R19         Commitments and Contingencies                       HTML     89K  
52: R20         Income Taxes                                        HTML    149K 
64: R21         Asset Retirement Obligations                        HTML     65K 
154: R22         Retirement and Employee Benefit Plans               HTML    392K  
100: R23         Stock-Based Compensation                            HTML    330K  
51: R24         Segment Information                                 HTML    178K 
63: R25         Condensed Consolidating Financial Information       HTML    994K 
153: R26         Subsequent Events                                   HTML     46K  
99: R27         Supplemental Quarterly Results                      HTML     93K 
48: R28         Supplemental Oil and Gas Disclosures                HTML    533K 
67: R29         Organization and Summary of Significant Accounting  HTML    136K 
                Policies (Policies)                                              
72: R30         Organization and Summary of Significant Accounting  HTML    126K 
                Policies (Tables)                                                
21: R31         Restructuring Charges (Tables)                      HTML     99K 
109: R32         Leases (Tables)                                     HTML     93K  
127: R33         Revenue Recognition (Tables)                        HTML    166K  
73: R34         Derivatives and Risk Management (Tables)            HTML    582K 
23: R35         Reclassifications from Accumulated Other            HTML     80K 
                Comprehensive Income (Loss) (Tables)                             
110: R36         Fair Value Measurements (Tables)                    HTML    275K  
128: R37         Debt (Tables)                                       HTML    116K  
71: R38         Commitments and Contingencies (Tables)              HTML     68K 
24: R39         Income Taxes (Tables)                               HTML    150K 
61: R40         Asset Retirement Obligations (Tables)               HTML     65K 
43: R41         Retirement and Employee Benefit Plans (Tables)      HTML    402K 
88: R42         Stock-Based Compensation (Tables)                   HTML    340K 
140: R43         Segment Information (Tables)                        HTML    178K  
62: R44         Condensed Consolidating Financial Information       HTML    992K 
                (Tables)                                                         
44: R45         Supplemental Quarterly Results (Tables)             HTML     92K 
89: R46         Supplemental Oil and Gas Disclosures (Tables)       HTML    543K 
141: R47         Organization and Summary of Significant Accounting  HTML    175K  
                Policies (Narrative) (Details)                                   
60: R48         Organization and Summary of Significant Accounting  HTML     53K 
                Policies (Summary of Cash and Cash Equivalents)                  
                (Details)                                                        
46: R49         Organization and Summary of Significant Accounting  HTML     94K 
                Policies (Schedule of Earnings Per Share)                        
                (Details)                                                        
38: R50         Organization and Summary of Significant Accounting  HTML     58K 
                Policies (Schedule of Antidilutive Securities                    
                Excluded from Computation of Earnings Per Share)                 
                (Details)                                                        
86: R51         Organization and Summary of Significant Accounting  HTML     51K 
                Policies (Schedule of Supplemental Disclosures of                
                Cash Flow Information) (Details)                                 
131: R52         Restructuring Charges (Narrative) (Details)         HTML     58K  
112: R53         Restructuring Charges (Summary of Restructuring     HTML     77K  
                Charges) (Details)                                               
37: R54         Restructuring Charges (Summary of Liabilities       HTML     54K 
                Associated with Restructuring Activities)                        
                (Details)                                                        
85: R55         Divestitures (Narrative) (Details)                  HTML    131K 
130: R56         Leases (Components of Lease Costs) (Details)        HTML     53K  
111: R57         Leases (Narrative) (Details)                        HTML     57K  
36: R58         Leases (Supplemental Information) (Details)         HTML     67K 
87: R59         Leases (Maturity Analysis) (Details)                HTML     86K 
144: R60         Revenue Recognition (Narrative) (Details)           HTML     66K  
94: R61         Revenue Recognition (Disaggregation of Revenue by   HTML    124K 
                Segment) (Details)                                               
41: R62         Revenue Recognition (Disaggregation of Revenue on   HTML     68K 
                Geographic Basis) (Details)                                      
58: R63         Revenue Recognition (Reconciliation of Accounts     HTML     51K 
                Receivable) (Details)                                            
143: R64         Derivatives and Risk Management (Narrative)         HTML     51K  
                (Details)                                                        
93: R65         Derivatives and Risk Management (Schedule of        HTML    163K 
                Derivative Instruments Notional Amount, Weighted                 
                Average Contract Prices and Fair Value) (Details)                
40: R66         Derivatives and Risk Management (Balance Sheet      HTML    122K 
                Classification of Derivative Financial                           
                Instruments) (Details)                                           
57: R67         Derivatives and Risk Management (Summary of Before  HTML     90K 
                Tax Effect of Cash Flow Hedges on Consolidated                   
                Financial Statements) (Details)                                  
146: R68         Reclassifications from Accumulated Other            HTML     70K  
                Comprehensive Income (Loss) (Components of                       
                Accumulated Other Comprehensive Income (Loss))                   
                (Details)                                                        
90: R69         Reclassifications from Accumulated Other            HTML     62K 
                Comprehensive Income (Loss) (Amounts Reclassified                
                from Accumulated Other Comprehensive Income                      
                (Loss)) (Details)                                                
114: R70         Fair Value Measurements (Narrative) (Details)       HTML     72K  
137: R71         Fair Value Measurements (Carrying Amount and        HTML     65K  
                Estimated Fair Values of Financial Instruments)                  
                (Details)                                                        
79: R72         Fair Value Measurements (Summary of Assets and      HTML    164K 
                Liabilities Measured at Fair Value on Recurring                  
                Basis) (Details)                                                 
32: R73         Fair Value Measurements (Reconciliations for        HTML     65K 
                Change in Net Fair Value of Derivative Assets and                
                Liabilities Measured at Fair Value on a Recurring                
                Basis Using Significant Unobservable Inputs (Level               
                3)) (Details)                                                    
115: R74         Debt (Components of Debt) (Details)                 HTML    105K  
138: R75         Debt (Schedule of Debt Maturities) (Details)        HTML     65K  
80: R76         Debt (2016 Credit Facility - Narrative) (Details)   HTML     75K 
33: R77         Debt (2018 Revolving Credit Facility - Narrative)   HTML     86K 
                (Details)                                                        
120: R78         Debt (Senior Notes - Narrative) (Details)           HTML     99K  
135: R79         Commitments and Contingencies (Narrative)           HTML    116K  
                (Details)                                                        
113: R80         Commitments and Contingencies (Schedule of Future   HTML     63K  
                Obligation under Transportation Agreements)                      
                (Details)                                                        
136: R81         Income Taxes (Narrative) (Details)                  HTML     84K  
78: R82         Income Taxes (Provision (Benefit) for Income        HTML     68K 
                Taxes) (Details)                                                 
31: R83         Income Taxes (Reconciliation of Provision for       HTML     73K 
                Income Taxes) (Details)                                          
116: R84         Income Taxes (Components of Deferred Tax Balances)  HTML     86K  
                (Details)                                                        
139: R85         Income Taxes (Reconciliation of Changes to the      HTML     48K  
                Valuation Allowance) (Details)                                   
81: R86         Income Taxes (Reconciliation of Beginning and       HTML     54K 
                Ending Balances of Unrecognized Tax Benefits)                    
                (Details)                                                        
34: R87         Asset Retirement Obligations (Schedule of Asset     HTML     67K 
                Retirement Obligations) (Details)                                
118: R88         Retirement and Employee Benefit Plans (Narrative)   HTML     85K  
                (Details)                                                        
133: R89         Retirement and Employee Benefit Plans (Changes in   HTML    104K  
                Plans Benefit Obligations, Fair Value of Assets,                 
                and Funded Status) (Details)                                     
145: R90         Retirement and Employee Benefit Plans (Projected    HTML     53K  
                Benefit Obligation, Accumulated Benefit Obligation               
                and Fair Value of Plan Assets) (Details)                         
95: R91         Retirement and Employee Benefit Plans (Pension and  HTML     81K 
                Other Postretirement Benefit Costs) (Details)                    
42: R92         Retirement and Employee Benefit Plans (Amounts      HTML     76K 
                Recognized in Other Comprehensive Income)                        
                (Details)                                                        
59: R93         Retirement and Employee Benefit Plans (Schedule of  HTML     53K 
                Assumptions Used - Benefit Obligations) (Details)                
142: R94         Retirement and Employee Benefit Plans (Schedule of  HTML     56K  
                Assumptions Used - Net Periodic Benefit Cost)                    
                (Details)                                                        
92: R95         Retirement and Employee Benefit Plans (Schedule of  HTML     50K 
                Health Care Cost Trend Rates) (Details)                          
39: R96         Retirement and Employee Benefit Plans (One          HTML     53K 
                Percentage Point Change in Assumed Health Care                   
                Cost Trend Rates) (Details)                                      
56: R97         Retirement and Employee Benefit Plans (Schedule of  HTML     62K 
                Expected Benefit Payments) (Details)                             
147: R98         Retirement and Employee Benefit Plans (Schedule of  HTML     59K  
                Allocation of Plan Assets) (Details)                             
91: R99         Retirement and Employee Benefit Plans (Fair Value   HTML    111K 
                Measurement of Pension Plan Assets) (Details)                    
149: R100        Stock-Based Compensation (Narrative) (Details)      HTML    105K  
98: R101        Stock-Based Compensation (Schedule of               HTML     51K 
                Equity-Classified Stock Option Stock-Based                       
                Compensation Costs) (Details)                                    
55: R102        Stock-Based Compensation (Schedule of               HTML     56K 
                Equity-Classified Valuation Assumptions) (Details)               
70: R103        Stock-Based Compensation (Summary of                HTML     69K 
                Equity-Classified Stock Option Activity) (Details)               
148: R104        Stock-Based Compensation (Summary of                HTML     91K  
                Equity-Classified Stock Options Outstanding and                  
                Options Exercisable) (Details)                                   
97: R105        Stock-Based Compensation (Schedule of               HTML     51K 
                Equity-Classified Restricted Stock Stock-Based                   
                Compensation Costs) (Details)                                    
54: R106        Stock-Based Compensation (Summary of                HTML     73K 
                Equity-Classified Restricted Stock Activity)                     
                (Details)                                                        
69: R107        Stock-Based Compensation (Schedule of               HTML     51K 
                Equity-Classified Performance Units Stock-Based                  
                Compensation Costs) (Details)                                    
150: R108        Stock-Based Compensation (Summary of                HTML     78K  
                Equity-Classified Performance Units Activity)                    
                (Details)                                                        
96: R109        Stock-Based Compensation (Schedule of               HTML     49K 
                Liability-Classified Restricted Stock Units                      
                Stock-Based Compensation Costs) (Details)                        
103: R110        Stock-Based Compensation (Summary of                HTML     68K  
                Liability-Classified Restricted Stock Unit                       
                Activity) (Details)                                              
124: R111        Stock-Based Compensation (Schedule of               HTML     49K  
                Liability-Classified Performance Units Stock-Based               
                Compensation Costs) (Details)                                    
74: R112        Stock-Based Compensation (Summary of                HTML     68K 
                Liability-Classified Performance Unit Activity)                  
                (Details)                                                        
27: R113        Segment Information (Details)                       HTML    180K 
105: R114        Condensed Consolidating Financial Information       HTML     45K  
                (Narrative) (Details)                                            
126: R115        Condensed Consolidating Financial Information       HTML    291K  
                (Condensed Consolidating Statement of Operations)                
                (Details)                                                        
75: R116        Condensed Consolidating Financial Information       HTML    184K 
                (Condensed Consolidating Balance Sheets) (Details)               
28: R117        Condensed Consolidating Financial Information       HTML    149K 
                (Condensed Consolidating Statements of Cash Flows)               
                (Details)                                                        
108: R118        Subsequent Events (Details)                         HTML     50K  
123: R119        Supplemental Quarterly Results (Schedule of         HTML     65K  
                Quarterly Financial Inform) (Details)                            
66: R120        Supplemental Oil and Gas Disclosures (Narrative)    HTML     78K 
                (Details)                                                        
47: R121        Supplemental Oil and Gas Disclosures (Capitalized   HTML     56K 
                Costs Relating to Oil and Gas Producing Activities               
                Disclosure) (Details)                                            
101: R122        Supplemental Oil and Gas Disclosures (Composition   HTML     65K  
                of Net Unevaluated Costs Excluded from                           
                Amortization) (Details)                                          
151: R123        Supplemental Oil and Gas Disclosures (Cost          HTML     56K  
                Incurred in Oil and Gas Property Acquisition,                    
                Exploration, and Development Activities                          
                Disclosure) (Details)                                            
68: R124        Supplemental Oil and Gas Disclosures (Results of    HTML     62K 
                Operations for Oil and Gas Producing Activities                  
                Disclosure) (Details)                                            
49: R125        Supplemental Oil and Gas Disclosures (Summary of    HTML    136K 
                Changes in Reserves - United States) (Details)                   
102: R126        Supplemental Oil and Gas Disclosures (Summary of    HTML    105K  
                Changes in Reserves) (Details)                                   
152: R127        Supplemental Oil and Gas Disclosures (Standardized  HTML     68K  
                Measure of Discounted Future Cash Flows Relating                 
                to Proved Reserves Disclosure) (Details)                         
65: R128        Supplemental Oil and Gas Disclosures (Schedule of   HTML     52K 
                Prices Used for Standardized Measure of Discounted               
                Future Cash Flows Relating to Proved Reserves                    
                Disclosure) (Details)                                            
53: R129        Supplemental Oil and Gas Disclosures (Schedule of   HTML     83K 
                Analysis of Changes in Standardized Measure)                     
                (Details)                                                        
83: XML         IDEA XML File -- Filing Summary                      XML    302K 
45: XML         XBRL Instance -- swn-20191231_htm                    XML  12.91M 
50: EXCEL       IDEA Workbook of Financial Reports                  XLSX    209K 
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129: ZIP         XBRL Zipped Folder -- 0000007332-20-000017-xbrl      Zip   1.08M  


‘R22’   —   Retirement and Employee Benefit Plans


This is an IDEA Financial Report.  [ Alternative Formats ]



 
v3.19.3.a.u2
Retirement and Employee Benefit Plans
12 Months Ended
Retirement Benefits [Abstract]  
Retirement and Employee Benefit Plans RETIREMENT AND EMPLOYEE BENEFIT PLANS
401(k) Defined Contribution Plan
The Company has a 401(k) defined contribution plan covering eligible employees. The Company expensed $2 million, $3 million and $3 million of contribution expense in 2019, 2018 and 2017, respectively. Additionally, the Company capitalized $1 million of contributions in 2019 and $2 million in both 2018 and 2017, directly related to the acquisition, exploration and development activities of the Company’s natural gas and oil properties or directly related to the construction of the Company’s gathering systems.
Defined Benefit Pension and Other Postretirement Plans
Prior to January 1, 1998, the Company maintained a traditional defined benefit plan with benefits payable based upon average final compensation and years of service.  Effective January 1, 1998, the Company amended its pension plan to become a “cash balance” plan on a prospective basis for its non-bargaining employees. A cash balance plan provides benefits based upon a fixed percentage of an employee’s annual compensation.  The Company’s funding policy is to contribute amounts which are actuarially determined to provide the plans with sufficient assets to meet future benefit payment requirements and which are tax deductible.
The postretirement benefit plan provides contributory health care and life insurance benefits. Employees become eligible for these benefits if they meet age and service requirements. Generally, the benefits paid are a stated percentage of medical expenses reduced by deductibles and other coverages.
Substantially all of the Company’s employees are covered by the defined benefit pension and postretirement benefit plans.  The Company accounts for its defined benefit pension and other postretirement plans by recognizing the funded status of each defined pension benefit plan and other postretirement benefit plan on the Company’s balance sheet. In the event a plan is overfunded, the Company recognizes an asset. Conversely, if a plan is underfunded, the Company recognizes a liability.
In June 2018, the Company notified affected employees of a workforce reduction plan, which resulted primarily from a previously announced study of structural, process and organizational changes to enhance shareholder value.  In December 2018, the Company closed the sale of the equity in certain of its subsidiaries that owned and operated its Fayetteville Shale E&P and related midstream gathering assets in Arkansas.  As part of this transaction, many employees associated with those assets were either transferred to the buyer or their employment was terminated.  As a result of the restructurings, the Company recognized a curtailment on its pension and other postretirement benefit plans and recognized a non-cash gain of $4 million on its consolidated statements of operations for the year ended December 31, 2018. In 2019, the Company recognized a $6 million non-cash settlement loss related to $21 million of lump sum payments as a result of these restructuring events.
The following provides a reconciliation of the changes in the plans’ benefit obligations, fair value of assets and funded status as of December 31, 2019 and 2018:
Pension BenefitsOther Postretirement Benefits
(in millions)2019201820192018
Change in benefit obligations:    
Benefit obligation at January 1$125  $143  $13  $17  
Service cost 10    
Interest cost  —   
Participant contributions—  —  —  —  
Actuarial (gain) loss15  (14)  —  
Benefits paid(2) (14) (2) (1) 
Plan amendments—  —  —  —  
Curtailments—  (5) —  (6) 
Settlements(24) —  —  —  
Benefit obligation at December 31$126  $125  $13  $13  

Pension BenefitsOther Postretirement Benefits
(in millions)2019201820192018
Change in plan assets:    
Fair value of plan assets at January 1$91  $101  $—  $—  
Actual return on plan assets16  (8) —  —  
Employer contributions12  12    
Participant contributions—  —  —  —  
Benefits paid(2) (14) (2) (1) 
Settlements(21) —  —  —  
Fair value of plan assets at December 31$96  $91  $—  $—  

Funded status of plans at December 31$(30) $(34) $(13) $(13) 
The Company uses a December 31 measurement date for all of its plans and had liabilities recorded for the underfunded status for each period as presented above.
The pension plans’ projected benefit obligation, accumulated benefit obligation and fair value of plan assets as of December 31, 2019 and 2018 are as follows:
(in millions)20192018
Projected benefit obligation$126  $125  
Accumulated benefit obligation124  122  
Fair value of plan assets96  91  
Pension and other postretirement benefit costs include the following components for 2019, 2018 and 2017:
Pension BenefitsOther Postretirement Benefits
(in millions)201920182017201920182017
Service cost$ $10  $ $ $ $ 
Interest cost   —   —  
Expected return on plan assets(6) (7) (6) —  —  —  
Amortization of transition obligation—  —  —  —  —  —  
Amortization of prior service cost—  —  —  —  —  —  
Amortization of net loss   —  —  —  
Net periodic benefit cost 10  10     
Curtailment gain—  —  —  —  (4) —  
Settlement loss —  —  —  —  —  
Total benefit cost (benefit)$14  $10  $10  $ $(1) $ 
Service cost is classified as general and administrative expenses on the consolidated statements of operations. All other components of total benefit cost (benefit) are classified as other income (loss), net on the consolidated statements of operations.
Amounts recognized in other comprehensive income for the years ended December 31, 2019 and 2018 were as follows:
Pension BenefitsOther Postretirement Benefits
(in millions)2019201820192018
Net actuarial loss arising during the year$(5) $(2) $(1) $—  
Amortization of prior service cost—  —  —  —  
Amortization of net loss  —  —  
Settlements —  —  —  
Curtailments—   —   
Tax effect (1)
(1) (1) —  (1) 
$ $ $(1) $ 
(1)For the year ended December 31, 2018, deferred tax activity related to pension and other postretirement benefits was offset by a valuation allowance, resulting in no tax expense presented on the consolidated statements of operations.
Included in accumulated other comprehensive income as of December 31, 2019 and 2018 was a $30 million loss ($22 million net of tax) and a $34 million loss ($20 million net of tax), respectively, related to the Company’s pension and other postretirement benefit plans.  For the year ended December 31, 2019, $3 million was classified from accumulated other comprehensive income, primarily driven by settlement losses.  Amortization of prior period service cost reclassified from accumulated other comprehensive income to general and administrative expenses for the year was immaterial. 
The amount in accumulated other comprehensive income that is expected to be recognized as a component of net periodic benefit cost during 2020 is a $1 million expense.
The assumptions used in the measurement of the Company’s benefit obligations as of December 31, 2019 and 2018 are as follows:
Pension BenefitsOther Postretirement Benefits
2019201820192018
Discount rate3.70 %4.35 %3.50 %4.35 %
Rate of compensation increase3.50 %3.50 %n/an/a
The assumptions used in the measurement of the Company’s net periodic benefit cost for 2019, 2018 and 2017 are as follows:
Pension BenefitsOther Postretirement Benefits
201920182017201920182017
Discount rate3.70 %4.35 %4.20 %4.35 %4.35 %4.20 %
Expected return on plan assets7.00 %7.00 %7.00 %n/an/an/a
Rate of compensation increase3.50 %3.50 %3.50 %n/an/an/a
The expected return on plan assets for the various benefit plans is based upon a review of the historical returns experienced, combined with the future expected returns based upon the asset allocation strategy employed. The plans seek to achieve an adequate return to fund the obligations in a manner consistent with the federal standards of the Employee Retirement Income Security Act and with a prudent level of diversification.
For measurement purposes, the following trend rates were assumed for 2019 and 2018:
20192018
Health care cost trend assumed for next year%%
Rate to which the cost trend is assumed to decline%%
Year that the rate reaches the ultimate trend rate20372036
Assumed health care cost trend rates have a significant effect on the amounts for the health care plans.  A one percentage point change in assumed health care cost trend rates would have the following effects:
(in millions)1% Increase1% Decrease
Effect on the total service and interest cost components$ $(1) 
Effect on postretirement benefit obligations$ $(2) 
Pension Payments and Asset Management
In 2019, the Company contributed $12 million to its pension plans and $2 million to its other postretirement benefit plan.  The Company expects to contribute $13 million to its pension and other postretirement benefit plans in 2020.
The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid:
Pension BenefitsOther Postretirement Benefits
(in millions)
2020$ 2020$ 
2021 2021 
2022 2022 
2023 2023 
2024 2024 
Years 2025-202934  Years 2025-2029 
The Company’s overall investment strategy is to provide an adequate pool of assets to support both the long-term growth of plan assets and to ensure adequate liquidity exists for the near-term payment of benefit obligations to participants, retirees and beneficiaries. The Benefits Administration Committee of the Company, appointed by the Compensation Committee of the Board of Directors, administers the Company’s pension plan assets. The Benefits Administration Committee believes long-term investment performance is a function of asset-class mix and restricts the composition of pension plan assets to a combination of cash and cash equivalents, domestic equity markets, international equity markets or investment grade fixed income assets.
The table below presents the allocations targeted by the Benefits Administration Committee and the actual weighted-average asset allocation of the Company’s pension plan as of December 31, 2019, by asset category. The asset allocation targets are subject to change and the Benefits Administration Committee allows for its actual allocations to deviate from target as a result of current and anticipated market conditions.  Plan assets are periodically balanced whenever the allocation to any asset class falls outside of the specified range.
Pension Plan Asset Allocations
Asset category:TargetActual
Equity securities:  
U.S. equity (1)
35 %34 %
Non-U.S. equity (2)
35 %33 %
Fixed income (3)
28 %31 %
Cash (4)
%%
Total100 %100 %
(1)Includes the following equity securities in the table below: U.S. large cap growth equity, U.S. large cap value equity, U.S. large cap core equity, and U.S. small cap equity.
(2)Includes Non-U.S. equity securities in the table below.
(3)Includes fixed income pension plan assets in the table below.
(4)Includes Cash and cash equivalent pension plan assets in the table below.
Utilizing the fair value hierarchy described in Note 8, the Company’s fair value measurement of pension plan assets as of December 31, 2019 is as follows:
(in millions)TotalQuoted Prices in Active Markets for Identical Assets (Level 1)
Significant Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Measured within fair value hierarchy    
Equity securities:    
U.S. large cap growth equity (1)
$ $ $—  $—  
U.S. large cap value equity (2)
  —  —  
U.S. small cap equity (3)
  —  —  
Non-U.S. equity (4)
32  32  —  —  
Fixed income (6)
22  22  —  —  
Cash and cash equivalents  —  —  
Total measured within fair value hierarchy$67  $67  $—  $—  
Measured at net asset value (8)
Equity securities:
U.S. large cap growth equity (9)
 
U.S. large cap core equity (10)
18  
Fixed income (6)
 
Total measured at net asset value$29  

Total plan assets at fair value$96  
Note: Footnotes are located after the prior year comparative table below.
Utilizing the fair value hierarchy described in Note 8, the Company’s fair value measurement of pension plan assets at December 31, 2018 was as follows:
(in millions)TotalQuoted Prices in Active Markets for Identical Assets (Level 1)
Significant Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Measured within fair value hierarchy
Equity securities:
U.S. large cap growth equity (1)
$ $ $—  $—  
U.S. large cap value equity (2)
  —  —  
U.S. small cap equity (3)
  —  —  
Non-U.S. equity (4)
20  20  —  —  
Emerging markets equity (5)
  —  —  
Fixed income (6)
14  14  —  —  
Cash and cash equivalents (7)
23  23  —  —  
Total measured within fair value hierarchy$72  $72  $—  $—  
Measured at net asset value (8)
Equity securities:
U.S. large cap core equity (10)
12  
Fixed income (6)
 
Total measured at net asset value$19  

Total plan assets at fair value$91  
(1)Mutual fund that seeks to invest in a diversified portfolio of stocks with price appreciation growth opportunities.
(2)Mutual fund that seeks to invest in a diversified portfolio of stocks that will increase in value over the long-term as well as provide current income.
(3)Mutual fund that seeks to invest in a diversified portfolio of stocks with small market capitalizations.
(4)Mutual funds that invest primarily in equity securities of companies domiciled outside of the United States, primarily in developed markets.
(5)An institutional fund that invests primarily in the equity securities of companies domiciled in emerging markets.
(6)Institutional funds that seek an investment return that approximates, as closely as practicable, before expenses, the performance of the Barclays U.S. Intermediate Credit Bond Index over the long term and the Barclays Long U.S. Corporate Bond Index over the long-term.
(7)Included approximately $21 million for anticipated lump sum distributions resulting from the Fayetteville Shale sale in December 2018.
(8)Plan assets for which fair value was measured using net asset value as a practical expedient.
(9)An institutional fund that seeks to invest in companies with sustainable competitive advantages, as identified through proprietary research.
(10)An institutional fund that seeks to replicate the performance of the S&P 500 Index before fees.
The Company’s pension plan assets that are classified as Level 1 are the investments comprised of either cash or investments in open-ended mutual funds which produce a daily net asset value that is validated with a sufficient level of observable activity to support classification of the fair value measurement as Level 1.  Due to the Company’s implementation of Accounting Standards Update No. 2015-07, assets measured using net asset value as a practical expedient have not been classified in the fair value hierarchy.  No concentration of risk arising within or across categories of plan assets exists due to any significant investments in a single entity, industry, country or investment fund.

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed on:2/27/208-K
For Period end:12/31/1911-K,  5
12/31/1810-K,  11-K,  5
1/1/98
 List all Filings 


29 Subsequent Filings that Reference this Filing

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

 5/07/24  Chesapeake Energy Corp.           S-4/A                  5:5.3M                                   Toppan Merrill/FA
 4/29/24  Southwestern Energy Co.           10-K/A     12/31/23   14:4M                                     Donnelley … Solutions/FA
 4/11/24  Chesapeake Energy Corp.           S-4/A                 12:5.1M                                   Toppan Merrill/FA
 2/29/24  Chesapeake Energy Corp.           S-4                   11:5.7M                                   Toppan Merrill/FA
 2/22/24  Southwestern Energy Co.           10-K       12/31/23  147:24M
 5/22/23  Southwestern Energy Co.           S-3ASR      5/22/23    7:620K                                   Donnelley … Solutions/FA
 2/23/23  Southwestern Energy Co.           10-K       12/31/22  147:27M
 8/10/22  Southwestern Energy Co.           S-8 POS     8/10/22    5:204K                                   Donnelley … Solutions/FA
 3/01/22  Southwestern Energy Co.           10-K       12/31/21  152:28M
 1/05/22  Southwestern Energy Co.           424B7                  1:403K                                   Donnelley … Solutions/FA
12/13/21  Southwestern Energy Co.           424B4                  1:532K                                   Donnelley … Solutions/FA
12/13/21  Southwestern Energy Co.           424B3                  1:533K                                   Donnelley … Solutions/FA
12/10/21  Southwestern Energy Co.           424B5                  1:945K                                   Donnelley … Solutions/FA
12/08/21  Southwestern Energy Co.           424B5                  1:939K                                   Donnelley … Solutions/FA
 9/03/21  Southwestern Energy Co.           424B7                  1:456K                                   Donnelley … Solutions/FA
 8/18/21  Southwestern Energy Co.           424B5                  1:1.3M                                   Donnelley … Solutions/FA
 8/16/21  Southwestern Energy Co.           424B5                  1:1.2M                                   Donnelley … Solutions/FA
 8/16/21  Southwestern Energy Co.           POSASR      8/16/21    8:1.3M                                   Donnelley … Solutions/FA
 3/01/21  Southwestern Energy Co.           10-K       12/31/20  159:27M
11/13/20  Southwestern Energy Co.           S-8 POS    11/13/20    4:88K                                    Donnelley … Solutions/FA
10/06/20  Montage Resources Corp.           DEFM14A    10/06/20    1:2.7M                                   Donnelley … Solutions/FA
10/06/20  Southwestern Energy Co.           424B3                  1:2.6M                                   Donnelley … Solutions/FA
10/02/20  Southwestern Energy Co.           S-4/A                  9:2.8M                                   Donnelley … Solutions/FA
 9/16/20  Southwestern Energy Co.           S-4         9/15/20    7:2.7M                                   Donnelley … Solutions/FA
 8/20/20  Southwestern Energy Co.           424B5                  1:1.3M                                   Donnelley … Solutions/FA
 8/18/20  Southwestern Energy Co.           424B5                  1:1.3M                                   Donnelley … Solutions/FA
 8/18/20  Southwestern Energy Co.           POSASR      8/18/20    6:612K                                   Donnelley … Solutions/FA
 8/18/20  Southwestern Energy Co.           424B5       8/17/20    1:890K                                   Donnelley … Solutions/FA
 8/12/20  Southwestern Energy Co.           424B5                  1:870K                                   Donnelley … Solutions/FA
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