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As Of Filer Filing For·On·As Docs:Size 2/21/17 Barnes Group Inc 10-K 12/31/16 144:17M |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 1.23M
4: EX-10.10(I) Supplemental Senior Officer Retirement Plan Dated HTML 90K
January 1, 2009
5: EX-10.10(II) Supplemental Senior Officer Retirement Plan HTML 125K
Dated December 30, 2009
6: EX-10.11(I) Supplemental Executive Retirement Plan Dated HTML 81K
April 1, 2012
7: EX-10.12 Senior Executive Enhanced Life Insurance Program HTML 88K
Dated April 1, 2011
8: EX-10.13 Enhanced Life Insurance Program Dated April 1, HTML 86K
2011
9: EX-10.14 Executive Group Term Life Insurance Program Dated HTML 59K
April 1, 2011
10: EX-10.15 Executive Officer Severance Agreement Dated March HTML 181K
31, 2010
11: EX-10.17 Executive Separation Pay Plan Dated January 1, HTML 82K
2012
12: EX-10.18(I) Trust Agreement With Fidelity Management Trust HTML 194K
Company Dated September 1, 2009
13: EX-10.18(II) 2009 Deferred Compensation Plan Dated April 1, HTML 296K
2012
14: EX-10.19 Non-Employee Director Deferred Stock Plan Dated HTML 77K
December 31, 2008
15: EX-10.20 Directors' Deferred Compensation Plan December 31, HTML 79K
2008
16: EX-10.21 Form of Contingent Dividend Equivalent Rights HTML 86K
Agreement for Officers
17: EX-10.22 Trust Agreement for Specified Plans HTML 94K
18: EX-10.23 Form of Incentive Compensation Reimbursement HTML 54K
Agreement for Certain Officers
19: EX-10.24 Form of Indemnification Agreement for Officers and HTML 79K
Directors
20: EX-10.25(I) Stock and Incentive Award Plan Dated December 31, HTML 179K
2008
21: EX-10.25(II) Stock and Incentive Award Plan Dated March 15, HTML 184K
2010
22: EX-10.25(III) Exercise of Authority - Stock and Incentive HTML 43K
Award Plan Dated March 3, 2009
23: EX-10.25(IV) Amendment 2010-1 to Stock and Incentive Award HTML 37K
Plan Dated March 15, 2010
24: EX-10.27 Form of Barnes Group Rsu Award Agreement for HTML 76K
Directors Dated February 8, 2012
2: EX-10.3 Management Incentive Compensation Plan Dated HTML 54K
October 22, 2008
25: EX-10.30 Non-Qualified Stock Option Agreement for Employees HTML 85K
Grade 21 and Up
26: EX-10.31 Form of Barnes Group Stock Option Award Agreement HTML 77K
Dated February 8, 2011
27: EX-10.34 Form of Barnes Group Rsu Award Agreement Dated HTML 78K
February 8, 2011
28: EX-10.35 Form of Barnes Group Rsu Award Agreement for HTML 78K
Employees Dated February 8, 2012
3: EX-10.4 Performance-Linked Bonus Plan for Selected HTML 65K
Executive Officers
29: EX-10.42 Performance-Linked Bonus Plan for Selected HTML 66K
Executive Officers Dated May 6, 2016
30: EX-21 List of Subsidiaries HTML 52K
31: EX-23 Consent of Independent Registered Public HTML 37K
Accounting Firm
32: EX-31.1 Certification Pursuant to Section 302 of the HTML 43K
Sarbanes-Oxley Act of 2002
33: EX-31.2 Certification Pursuant to Section 302 of the HTML 43K
Sarbanes-Oxley Act of 2002
34: EX-32 Certification Pursuant to 18 U.S.C. Section 1350 HTML 38K
as Adopted Pursuant to Section
41: R1 Document and Entity Information HTML 63K
42: R2 Consolidated Statements of Income HTML 106K
43: R3 Consolidated Statements of Income (Parentheticals) HTML 40K
44: R4 Consolidated Statements of Comprehensive Income HTML 68K
45: R5 Consolidated Balance Sheets HTML 121K
46: R6 Consolidated Balance Sheets (Parenthetical) HTML 47K
47: R7 Consolidated Statements of Cash Flows HTML 145K
48: R8 Consolidated Statements of Changes in HTML 93K
Stockholders' Equity
49: R9 Summary of Significant Accounting Policies HTML 57K
50: R10 Acquisitions HTML 57K
51: R11 Inventories HTML 47K
52: R12 Property, Plant and Equipment HTML 52K
53: R13 Goodwill and Other Intangible Assets HTML 118K
54: R14 Accrued Liabilities HTML 50K
55: R15 Debt and Commitments HTML 99K
56: R16 Business Reorganization HTML 41K
57: R17 Derivatives HTML 93K
58: R18 Fair Value Measurements HTML 90K
59: R19 Pension and Other Postretirement Benefits HTML 467K
60: R20 Stock-based Compensation HTML 145K
61: R21 Income Taxes HTML 172K
62: R22 Common Stock HTML 40K
63: R23 Preferred Stock HTML 38K
64: R24 Stock Plans HTML 53K
65: R25 Weighted Average Shares Outstanding HTML 60K
66: R26 Changes in Accumulated Other Comprehensive Income HTML 120K
by Component
67: R27 Information on Business Segments HTML 168K
68: R28 Commitments and Contingencies HTML 44K
69: R29 Accounting Changes HTML 45K
70: R30 Schedule II - Valuation and Qualifying Accounts HTML 73K
71: R31 Subsequent Event HTML 40K
72: R32 Summary of Significant Accounting Policies HTML 101K
(Policies)
73: R33 Inventories (Tables) HTML 46K
74: R34 Property, Plant and Equipment (Tables) HTML 50K
75: R35 Goodwill and Other Intangible Assets (Tables) HTML 106K
76: R36 Accrued Liabilities (Tables) HTML 50K
77: R37 Debt and Commitments (Tables) HTML 69K
78: R38 Derivatives (Tables) HTML 83K
79: R39 Fair Value Measurements (Tables) HTML 81K
80: R40 Pension and Other Postretirement Benefits (Tables) HTML 480K
81: R41 Stock-based Compensation (Tables) HTML 134K
82: R42 Income Taxes (Tables) HTML 164K
83: R43 Weighted Average Shares Outstanding (Tables) HTML 55K
84: R44 Changes in Accumulated Other Comprehensive Income HTML 118K
by Component (Tables)
85: R45 Information on Business Segments (Tables) HTML 165K
86: R46 Summary of Significant Accounting Policies Summary HTML 64K
of Significant Accounting Policies (Details)
87: R47 Acquisitions (Details) HTML 81K
88: R48 Inventories (Details) HTML 46K
89: R49 Property, Plant and Equipment (Details) HTML 53K
90: R50 Goodwill and Other Intangible Assets (Details) HTML 180K
91: R51 Accrued Liabilities (Details) HTML 54K
92: R52 Debt and Commitments (Details Narrative) HTML 191K
93: R53 Debt and Commitments (Details 1) HTML 63K
94: R54 Debt and Commitments (Details 2) HTML 43K
95: R55 Debt and Commitments (Details 3) HTML 52K
96: R56 Debt and Commitments (Details 4) HTML 40K
97: R57 Business Reorganization (Details) HTML 45K
98: R58 Derivatives (Details) HTML 62K
99: R59 Derivatives (Details 1) HTML 72K
100: R60 Fair Value Measurements (Details) HTML 70K
101: R61 Pension and Other Postretirement Benefits (Details HTML 54K
1)
102: R62 Pension and Other Postretirement Benefits (Details HTML 125K
2)
103: R63 Pension and Other Postretirement Benefits (Details HTML 48K
3)
104: R64 Pension and Other Postretirement Benefits (Details HTML 56K
4)
105: R65 Pension and Other Postretirement Benefits (Details HTML 69K
5)
106: R66 Pension and Other Postretirement Benefits (Details HTML 62K
6)
107: R67 Pension and Other Postretirement Benefits (Details HTML 56K
7)
108: R68 Pension and Other Postretirement Benefits (Details HTML 45K
8)
109: R69 Pension and Other Postretirement Benefits (Details HTML 103K
9)
110: R70 Pension and Other Postretirement Benefits (Details HTML 61K
10)
111: R71 Pension and Other Postretirement Benefits (Details HTML 73K
11)
112: R72 Pension and Other Postretirement Benefits (Details HTML 54K
12)
113: R73 Pension and Other Postretirement Benefits (Details HTML 42K
13)
114: R74 Stock-based Compensation - Narrative (Details) HTML 84K
115: R75 Stock-Based Compensation (Details 1) HTML 57K
116: R76 Stock-Based Compensation (Details 2) HTML 69K
117: R77 Stock-Based Compensation (Details 3) HTML 46K
118: R78 Stock-Based Compensation (Details 4) HTML 55K
119: R79 Stock-Based Compensation (Details 5) HTML 101K
120: R80 Income Taxes (Details) HTML 77K
121: R81 Income Taxes (Details 1) HTML 87K
122: R82 Income Taxes (Details 2) HTML 53K
123: R83 Income Taxes (Details 3) HTML 47K
124: R84 Income Taxes (Details 4) HTML 65K
125: R85 Income Taxes (Details 5) HTML 44K
126: R86 Income Taxes (Details 6) HTML 52K
127: R87 Common Stock (Details) HTML 51K
128: R88 Preferred Stock Preferred Stock (Details) HTML 40K
129: R89 Stock Plans (Details) HTML 48K
130: R90 Stock Plans (Details 1) HTML 52K
131: R91 Stock Plans (Details 2) HTML 77K
132: R92 Weighted Average Shares Outstanding (Details) HTML 74K
133: R93 Changes in Accumulated Other Comprehensive Income HTML 62K
by Component (Details)
134: R94 Changes in Accumulated Other Comprehensive Income HTML 79K
by Component (Details 2)
135: R95 Information on Business Segments (Details) HTML 70K
136: R96 Information on Business Segments (Details 1) HTML 70K
137: R97 Commitments and Contingencies (Details) HTML 65K
138: R98 Accounting Changes (Details) HTML 46K
139: R99 Schedule II - Valuation and Qualifying Accounts HTML 47K
(Details)
140: R100 Schedule II - Valuation and Qualifying Accounts HTML 51K
(Details 1)
141: R101 Subsequent Event (Details) HTML 60K
143: XML IDEA XML File -- Filing Summary XML 211K
142: EXCEL IDEA Workbook of Financial Reports XLSX 139K
35: EX-101.INS XBRL Instance -- b-20161231 XML 4.87M
37: EX-101.CAL XBRL Calculations -- b-20161231_cal XML 302K
38: EX-101.DEF XBRL Definitions -- b-20161231_def XML 1.14M
39: EX-101.LAB XBRL Labels -- b-20161231_lab XML 2.61M
40: EX-101.PRE XBRL Presentations -- b-20161231_pre XML 1.59M
36: EX-101.SCH XBRL Schema -- b-20161231 XSD 261K
144: ZIP XBRL Zipped Folder -- 0000009984-17-000023-xbrl Zip 386K
| Exhibit |
2.1 | "Affiliate" means a corporation or trade or business that, together with the Company, is a member of: (a) a controlled group of corporations, within the meaning of Code section 414(b), or (b) a group of trades or businesses
under common control, within the meaning of Code section 414(c). |
2.2 | "Base Salary" means annual compensation excluding any bonuses or other special compensation. |
2.3 | "Benefits Committee" means the Benefits Committee appointed by the Board of Directors, which Committee has the sole authority and discretion to administer the Plan in accordance with its terms and purposes. |
2.4 | "Board
of Directors" means the Board of Directors of the Company. |
2.5 | "Code" means the Internal Revenue Code of 1986, as amended from time to time. |
2.6 | "Company" means Barnes Group Inc. |
2.7 | "CMDC"
means the Compensation and Management Development Committee of the Company's Board of Directors. |
2.8 | "Death Benefit" means the amount of life insurance provided under the Plan pursuant to Section 5.1. |
2.9 | "Eligible Employee" means any salaried employee of the Company in salary grades 20 and above, excluding
officers; provided that, notwithstanding the foregoing, the Benefits Committee may exclude any employee of the Company from participation in the Program at any time before an Insurance Policy is issued to such employee under the Program. Notwithstanding the foregoing, |
2.10 | "Insurance
Policy" means the Group Flexible Premium Adjustable Life Insurance Policy issued by Massachusetts Mutual Life Insurance Company to provide the benefits under this Plan, as in force on April 1, 2011, and any successor life insurance policy obtained to provide such benefits. The specific terms of the Insurance Policy that apply to each Participant in the Plan are reflected in an individual certificate issued by the Massachusetts Mutual Life Insurance Company to, or on behalf of, each such Participant as the insured. |
2.11 | "Life Insurance Company" means Massachusetts Mutual Life Insurance Company, or any other insurance carrier that the
Company might use for this program. |
2.12 | "Participant" means an Eligible Employee who has met insurance underwriting requirements and is issued an |
2.13 | "Plan" means the Barnes Group Inc. Enhanced Life Insurance Program (ELIP), as amended and in effect from time to time. |
2.14 | "Plan
Year" means July 1st through June 30th. |
2.15 | "Reimburse" (including without limitation “Reimburse a Participant”) or "Reimbursement" means a payment by the Company to a Participant, or directly to the Life Insurance Company on behalf of the Participant, as applicable, to pay any Required Insurance Premiums. |
2.16 | "Required Insurance Premium" means the insurance premiums,
if any, determined on an objective, nondiscretionary basis by the Life Insurance Company in accordance with Section 7. |
2.17 | "Separation from Service" (or "Separates from Service") means a Participant's death, retirement or other |
4.1 | All Eligible Employees may participate in the Plan
on the first day of the Plan Year coinciding with or next following their date of eligibility for the Company's group term life insurance plan. |
4.2 | Eligible Employees may apply to become participants in the Plan by completing an application to the Life |
5.1 | Prior to retirement, the life insurance benefit, as of the beginning of each Plan Year, equals three (3) times the Eligible Employee's Base Salary, rounded up to the next $1,000 for salaried employees in grade 20, and 4 times the Eligible Employee's Base Salary, rounded up to the next $1,000 for salaried employees in grades 21 and above. In the case of an Eligible Employee for whom Reimbursements may be made for any Plan Year quarter after the quarter in which Separation from Service occurs (i.e., an Eligible Employee who before Separation from Service has attained age 55 and at least ten (10) years of service with the
Company and/or an Affiliate), the Eligible Employee's Base Salary used to calculate his life insurance benefit under the Plan shall not be adjusted after the date the Eligible Employee experiences a Separation from Service. However, the Death Benefit will be reduced in accordance with Section 5.4 below. |
5.2 | When a Participant receives an increase in Base Salary or a promotion from Grade 20 other than in the beginning of the Plan Year, the amount of additional life insurance (equal to 3 or 4 times the increase in Base Salary rounded up to the next $1,000 as defined in 5.1) will be provided through the Company's group term life insurance plan. The additional life
insurance benefit that is |
5.3 | The owner of the Insurance Policy is the Participant unless otherwise designated by the Participant. The cash value
of the Insurance Policy belongs to the owner. Beneficiary designations are made by the owner of the Insurance Policy and may be changed at any time. Upon termination of employment, the Insurance Policy may be continued by the policy owner. |
5.4 | Atretirement, the Death Benefit will continue at a reduced level equal to 30% of the pre-retirement Death Benefit. Notwithstanding the foregoing, no portion of the pre-retirement Death Benefit will be continued for any Participant who has a Separation from Service after April 1, 2011. Participants are eligible to continue at their own expense all or a part of the Death Benefit that does not continue into retirement, subject to Life Insurance Company provisions. |
6.1 | Subject to Sections 6.2 and 6.3, the Company shall Reimburse a Participant for all Required Insurance Premiums. |
6.2 | Except
as provided in Section 6.3, the Company shall cease Reimbursing the Required Insurance Premiums as of the end of the Plan Year quarter in which any of the following occurs: |
(b) | a Participant obtains a loan or withdraws any portion of the cash surrender value under the Insurance Policy, or |
(c) | six
months after the commencement of an unpaid leave of absence, or |
(d) | two years after the Participant is first absent from work because of a disability. |
6.3 | If a Participant who has at least ten (10) years of service with the Company and/or an Affiliate attains age fifty- five (55) before a Separation from Service occurs, the
Company shall continue to Reimburse any Required Insurance Premiums in accordance with Section 6.1 during the lifetime of the Participant unless and until the Plan is amended to provide otherwise pursuant to Section 9.1 or the Participant obtains a loan or withdraws any portion of the cash surrender value under the Insurance Policy. The Reimbursement described in the preceding sentence shall not apply to any Participant who has a Separation from Service after April 1, 2011, other than a Participant who has at least ten (10) years of service with the Company and/or an Affiliate and who attains age fifty-five (55) on or prior to December 31, 2011. |
6.4 | If
the Company ceases to Reimburse Required Insurance Premiums for any reason including those in Section 6.2, the policy owner may continue paying the premium on his own, may borrow against the policy to pay premiums, or may cash in the policy. |
7.1 | Prior to a Participant's Separation from Service or, if earlier, the later of (a) the end of the Plan Year in which the Participant attains age sixty-five (65), or (b) the end of the Plan Year in which
the minimum period necessary to avoid having the Insurance Policy classified as a modified endowment contract under Code section 7702A ends, the Required Insurance Premiums for any Plan Year shall be the quarterly insurance premiums that as of the beginning of such Plan Year are required to be paid to the Life Insurance Company on the first day of each quarter during such Plan Year (i.e., July 1, October 1, January 1 and April 1) to provide the Participant with the Death Benefit under the Insurance Policy through age one hundred (100), assuming that the Insurance Policy is to be funded only with quarterly premiums in the same amount and on the same quarterly payment dates through the end of the Plan Year in which the Participant attains age sixty-five (65), or, if later, the end of the Plan Year in which ends the minimum period necessary to avoid having the Insurance Policy classified
as a modified endowment contract under Code section 7702A (hereinafter the "MEC Period"). For purposes of determining the Required Insurance Premiums for any Plan Year commencing prior to a Participant's Separation from Service or, if earlier, the attainment of age sixty-five (65), the Life Insurance Company shall assume that the amount of the Death Benefit described in Section 5.1 shall continue to be provided through the Plan Year in which the Participant will attain age sixty-five (65) and that thereafter the reduced Death Benefit described in Section 5.4 shall continue through age one hundred (100). The Required Insurance Premiums for any Plan Year shall be determined by the Life Insurance Company in advance of the beginning of such Plan Year, and its determination shall be final, conclusive and binding. This annual determination by the Life Insurance Company shall be
based on the Life Insurance |
7.2 | If a Participant who has at least ten (10) years of service with the Company and/or an Affiliate Separates from Service
after attaining age fifty-five (55), but before attaining age sixty-five (65), or, if later, the end of the MEC Period, the Life Insurance Company shall annually make the same determination as described in Section |
7.3 | After the end of the Plan Year in which a Participant attains age sixty-five (65), or, if later, in which the MEC Period ends, the Required Insurance Premiums (if any) for any Plan Year shall be the quarterly insurance premiums determined by the Life Insurance
Company in advance of such Plan Year, that if paid to the Life Insurance Company in substantially equal payments on the first day of each quarter during such Plan Year (i.e., July 1, October 1, January 1 and April 1) and the immediately following Plan Year (i.e., over a two-Plan Year period) or, if longer, paid to the Life Insurance Company in substantially equal quarterly payments in such Plan Year and each subsequent Plan Year commencing during the MEC Period, would be required to maintain the Death Benefit through age one-hundred (100), using the same assumptions prescribed in the last sentence of Section 7.1 as of the beginning of such Plan Year; provided, however, that there shall be no such Required Insurance Premiums pursuant to this Section 7.3 for any Plan Year on or before July 1 of which the Participant Separated from Service with less than ten (10) years of service with the Company
and/or an Affiliate or before attaining age fifty-five (55). The Required Insurance Premiums determined under this Section 7.3 for any Plan Year (if any) shall be determined as of the beginning of each such Plan Year and any Required Insurance Premiums for any subsequent Plan Year shall be based solely on the separate determination for each such |
7.4 | Subject to the last sentence of Section 6.1 above, if a Participant Separates from Service before attaining age fifty-
five (55) or ten (10) years of service with the Company and/or an Affiliate, there shall be no Required Insurance Premiums after the quarter of the Plan Year in which such Separation from Service occurs. |
7.5 | Notwithstanding the preceding provisions of this Section 7 (other than Section 7.4), if a Participant obtains a loan or withdraws any portion of the cash surrender value under the Insurance Policy before his or her death, the Participant will no longer be eligible to participate in the Plan and there shall be no Required Insurance Premiums after the quarter of the Plan Year in which such loan or withdrawal occurs. |
9.1 | Notwithstanding any other provision herein to the contrary, the Plan may be amended
or |
9.2 | The Benefits Committee shall, in its sole discretion, interpret and construe the Plan's terms and provisions and |
9.3 | Circumstances not specifically covered in this Plan document will be reviewed by the Benefits Committee and the Benefits Committee in its discretion will apply such rules as it deems appropriate. |
10.1 | A
Participant's right to the Reimbursements provided by Section 6.1 and Section 6.3 shall be treated as a right to a series of separate payments for purposes of Code section 409A, including without limitation for purposes of the short-term deferral rule set forth in Treasury Regulation section 1.409A-1(b)(4). |
10.2 | Any provision of the Plan to the contrary notwithstanding, if any payments or benefits under the Plan to or on behalf of a specified employee within the meaning of Treasury Regulation section 1.409A-1(i)(“Specified Employee”) are deferred compensation subject to section 409A of the Code and are deemed to be made due to a Separation from Service, then any such payments or benefits that would otherwise be paid or provided during the
six-month period following such Separation from Service shall not be paid or provided during such six month period but instead shall be accumulated (within the meaning of Treasury Regulation section 1.409A- 3(i)(2)(ii)) and paid or provided on the first day of the seventh month following the date of such Separation from Service (or, if earlier, within 14 days after the death of the specified employee). For the avoidance of doubt, the preceding sentence shall apply to any amount or benefit (and only to any amount or benefit) to be paid or provided pursuant to this Plan to which Code section 409A(a)(2)(B)(i) |
10.3 | If at any time during the 12-month period ending on any “specified employee identification date”, which shall be December 31, a person who participates in or has any legally binding right, contingent or otherwise, under this |
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 2/21/17 | |||
| For Period end: | 12/31/16 | SD | ||
| 12/31/11 | 10-K, 11-K, ARS | |||
| 4/1/11 | ||||
| 12/31/08 | 10-K, ARS | |||
| 12/31/07 | 10-K, ARS | |||
| 12/30/07 | 11-K | |||
| 5/16/97 | S-8 | |||
| 10/1/92 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/26/24 Barnes Group Inc. 10-K 12/31/23 127:18M 2/21/23 Barnes Group Inc. 10-K 12/31/22 120:18M 2/22/22 Barnes Group Inc. 10-K 12/31/21 119:17M 2/22/21 Barnes Group Inc. 10-K 12/31/20 125:18M |