|
||||||||||||||||||||||||||
| SEC Info℠ | | | Home | | | Search | | | My Interests | | | Help | | | Sign In | | | Please Sign In | |||||||
|
||||||||||||||||||||||||||
As Of Filer Filing For·On·As Docs:Size 2/22/13 Danaher Corp/DE 10-K 12/31/12 135:21M |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 1.45M
2: EX-10.14 Letter Agreement HTML 58K
3: EX-10.16 Proprietary Interest Agreement HTML 86K
4: EX-10.28 Aircraft Time Sharing Agreement HTML 79K
5: EX-10.30 Amendment to Executive Deferred Incentive Program HTML 54K
7: EX-21.1 Subsidaries of the Registrant HTML 84K
8: EX-23.1 Consent of Independent Registered Public HTML 48K
Accounting Firm
6: EX-12.1 Calculation of Ratio of Earnings to Fixed Charges HTML 57K
9: EX-31.1 Certification of CEO Pursuant to Section 302 HTML 45K
10: EX-31.2 Certification of CFO Pursuant to Section 302 HTML 45K
11: EX-32.1 Certification of CEO Pursuant to Section 906 HTML 40K
12: EX-32.2 Certification of CFO Pursuant to Section 906 HTML 40K
91: R1 Document And Entity Information HTML 69K
69: R2 Consolidated Balance Sheets HTML 136K
86: R3 Consolidated Balance Sheets (Parenthetical) HTML 53K
95: R4 Consolidated Statements Of Earnings HTML 158K
122: R5 Consolidated Statements Of Comprehensive Income HTML 68K
73: R6 Consolidated Statements Of Stockholders' Equity HTML 115K
85: R7 Consolidated Statements Of Stockholders' Equity HTML 39K
(Parenthetical)
62: R8 Consolidated Statements Of Cash Flows HTML 174K
51: R9 Business And Summary Of Significant Accounting HTML 123K
Policies
125: R10 Acquisitions HTML 155K
97: R11 Discontinued Operations HTML 76K
96: R12 Investment in Joint Venture HTML 57K
104: R13 Inventory HTML 51K
105: R14 Property, Plant And Equipment HTML 54K
101: R15 Goodwill & Other Intangible Assets HTML 121K
106: R16 Fair Value Measurements HTML 109K
87: R17 Accrued Expenses And Other Liabilities HTML 76K
92: R18 Financing HTML 95K
99: R19 Pension Benefit Plans HTML 309K
134: R20 Other Post Retirement Employee Benefit Plans HTML 103K
115: R21 Income Taxes From Continuing Operations HTML 166K
79: R22 Restructuring And Other Related Charges HTML 85K
98: R23 Leases And Commitments HTML 56K
82: R24 Litigation And Contingencies HTML 56K
40: R25 Stock Transactions and Stock-Based Compensation HTML 193K
116: R26 Net Earnings Per Share From Continuing Operations HTML 85K
130: R27 Segment Information HTML 186K
56: R28 Quarterly Data HTML 111K
55: R29 Schedule II - Valuation And Qualifying Accounts HTML 79K
60: R30 Business And Summary Of Significant Accounting HTML 182K
Policies (Policy)
61: R31 Business And Summary Of Significant Accounting HTML 80K
Policies (Tables)
63: R32 Acquisitions (Tables) HTML 134K
28: R33 Discontinued Operations (Tables) HTML 72K
113: R34 Investment in Joint Venture (Tables) HTML 47K
77: R35 Inventory (Tables) HTML 47K
80: R36 Property, Plant And Equipment (Tables) HTML 53K
45: R37 Goodwill & Other Intangible Assets (Tables) HTML 110K
133: R38 Fair Value Measurements (Tables) HTML 100K
19: R39 Accrued Expenses And Other Liabilities (Tables) HTML 75K
66: R40 Financing (Tables) HTML 63K
120: R41 Pension Benefit Plans (Tables) HTML 305K
42: R42 Other Post Retirement Employee Benefit Plans HTML 113K
(Tables)
54: R43 Income Taxes From Continuing Operations (Tables) HTML 150K
59: R44 Restructuring And Other Related Charges (Tables) HTML 83K
70: R45 Leases And Commitments (Tables) HTML 50K
27: R46 Stock Transactions and Stock-Based Compensation HTML 174K
(Tables)
50: R47 Net Earnings Per Share From Continuing Operations HTML 80K
(Tables)
22: R48 Segment Information (Tables) HTML 187K
118: R49 Quarterly Data (Tables) HTML 109K
41: R50 Business And Summary Of Significant Accounting HTML 48K
Policies (Narrative) (Details)
114: R51 Business And Summary Of Significant Accounting HTML 46K
Policies (Useful Lives Of Depreciable Assets)
(Details)
46: R52 Business And Summary Of Significant Accounting HTML 97K
Policies (Components of Accumulated Other
Comprehensive Income (Loss)) (Details)
67: R53 Acquisitions (Narrative) (Details) HTML 103K
21: R54 Acquisitions (Fair Values Of The Assets Acquired HTML 78K
And Liabilities) (Details)
24: R55 Acquisitions (Results Of Operations If Acquisition HTML 47K
Was Consummated) (Details)
58: R56 Discontinued Operations (Narrative) (Details) HTML 56K
32: R57 Discontinued Operations (Components Of Income HTML 76K
Related To Discontinued Operations) (Details)
126: R58 Discontinued Operations (Components Of Assets And HTML 66K
Liabilities Related To Discontinued Operations)
(Details)
75: R59 Investment in Joint Venture (Narrative) (Details) HTML 77K
102: R60 Investment in Joint Venture (Gain From Affiliates) HTML 65K
(Details)
49: R61 Inventory (Schedule Of Inventory) (Details) HTML 48K
52: R62 Property, Plant And Equipment (Details) HTML 53K
111: R63 Goodwill & Other Intangible Assets (Narrative) HTML 67K
(Details)
107: R64 Goodwill & Other Intangible Assets (Rollforward Of HTML 65K
Goodwill) (Details)
78: R65 Goodwill & Other Intangible Assets (Finite Lived HTML 52K
Intangible And Indefinite Assets By Major Class)
(Details)
109: R66 Fair Value Measurements (Narrative) (Details) HTML 48K
47: R67 Fair Value Measurements (Financial Assets And HTML 52K
Liabilities Carried At Fair Value) (Details)
83: R68 Fair Value Measurements (Carrying Amounts And Fair HTML 64K
Values Of Financial Instruments) (Details)
129: R69 Accrued Expenses And Other Liabilities (Accrued HTML 59K
Expenses And Other Liabilities) (Details)
23: R70 Financing (Commercial Paper Program And Credit HTML 62K
Facility) (Narrative) (Details)
39: R71 Financing (Other Long-Term Indebtedness) HTML 51K
(Narrative) (Details)
68: R72 Financing (LYONs) (Narrative) (Details) HTML 75K
30: R73 Financing (Beckman Coulter Indebtedness) HTML 72K
(Narrative) (Details)
132: R74 Financing (Components Of Debt) (Details) HTML 74K
43: R75 Pension Benefit Plans (Narrative) (Details) HTML 88K
34: R76 Pension Benefit Plans (Funded Status Of Pension HTML 122K
Plans) (Details)
38: R77 Pension Benefit Plans (Weighted Average HTML 46K
Assumptions Used To Determine Benefit Obligations)
(Details)
25: R78 Pension Benefit Plans (Components Of Net Periodic HTML 68K
Pension Cost) (Details)
29: R79 Pension Benefit Plans (Weighted Average HTML 52K
Assumptions Used To Determine Net Periodic Pension
Cost) (Details)
93: R80 Pension Benefit Plans (Fair Values Of Pension Plan HTML 73K
Assets) (Details)
36: R81 Pension Benefit Plans (Summary Of Changes In Fair HTML 78K
Value Of Level 3 Investments) (Details)
127: R82 Pension Benefit Plans (Benefit Payments That HTML 56K
Reflect Expected Future Service) (Details)
64: R83 Other Post Retirement Employee Benefit Plans HTML 74K
(Narrative) (Details)
100: R84 Other Post Retirement Employee Benefit Plans HTML 86K
(Funded Status Of The Domestic Plans) (Details)
108: R85 Other Post Retirement Employee Benefit Plans HTML 50K
(Weighted Average Assumptions Used To Determine
Benefit Obligations) (Details)
35: R86 Other Post Retirement Employee Benefit Plans HTML 50K
(Effect Of One-Percentage-Point Change In Assumed
Health Care Cost Trend Rates) (Details)
37: R87 Other Post Retirement Employee Benefit Plans HTML 60K
(Components Of Net Periodic Benefit Cost)
(Details)
124: R88 Other Post Retirement Employee Benefit Plans HTML 54K
(Benefit Payments That Reflect Expected Future
Service) (Details)
31: R89 Income Taxes From Continuing Operations HTML 112K
(Narrative) (Details)
94: R90 Income Taxes From Continuing Operations (Earnings HTML 41K
From Continuing Operations Before Income Taxes)
(Details)
90: R91 Income Taxes From Continuing Operations (Schedule HTML 72K
Of Provision For Income Taxes) (Details)
112: R92 Income Taxes From Continuing Operations (Schedule HTML 102K
Of Deferred Income Taxes) (Details)
89: R93 Income Taxes From Continuing Operations HTML 65K
(Reconciliation Of The Statutory Federal Income
Tax Rate To The Effective Tax Rate) (Details)
74: R94 Income Taxes From Continuing Operations HTML 62K
(Reconciliation Of Unrecognized Tax Benefits)
(Details)
117: R95 Restructuring And Other Related Charges HTML 54K
(Narrative) (Details)
71: R96 Restructuring And Other Related Charges HTML 45K
(Restructuring And Other Related Charges By
Segment) (Details)
44: R97 Restructuring And Other Related Charges (The HTML 53K
Accrual Balance And Utilization Of Restructuring
Cost) (Details)
81: R98 Restructuring And Other Related Charges HTML 42K
(Restructuring And Other Related Charges
Recognized In Statements Of Earnings) (Details)
76: R99 Leases And Commitments (Narrative) (Details) HTML 70K
57: R100 Leases And Commitments (Warranty Accrual) HTML 51K
(Details)
135: R101 Litigation And Contingencies (Narrative) (Details) HTML 49K
110: R102 Stock Transactions and Stock-Based Compensation HTML 104K
(Narrative) (Details)
88: R103 Stock Transactions and Stock-Based Compensation HTML 54K
(Assumptions Used In The Black-Scholes Model To
Value Options Granted) (Details)
26: R104 Stock Transactions and Stock-Based Compensation HTML 52K
(Components Of Share-Based Compensation Program)
(Details)
119: R105 Stock Transactions and Stock-Based Compensation HTML 98K
(Option Activity Under The Company's Stock Plans)
(Details)
128: R106 Stock Transactions and Stock-Based Compensation HTML 69K
(Summary of Options Outstanding) (Details)
121: R107 Stock Transactions and Stock-Based Compensation HTML 70K
(RSU And Restricted Stock Activity) (Details)
84: R108 Net Earnings Per Share From Continuing Operations HTML 44K
(Narrative) (Details)
33: R109 Net Earnings Per Share From Continuing Operations HTML 84K
(Components Of Basic And Diluted Earnings Per
Share) (Details)
103: R110 Segment Information (Segment Results) (Details) HTML 83K
48: R111 Segment Information (Schedule Of Operations In HTML 63K
Geographical Areas) (Details)
20: R112 Segment Information (Sales By Major Product Group) HTML 48K
(Details)
72: R113 Quarterly Data (Schedule Of Quarterly Data) HTML 87K
(Details)
65: R114 Schedule II - Valuation and Qualifying Accounts HTML 52K
(Details)
131: XML IDEA XML File -- Filing Summary XML 215K
53: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 3.46M
13: EX-101.INS XBRL Instance -- dhr-20121231 XML 5.15M
15: EX-101.CAL XBRL Calculations -- dhr-20121231_cal XML 326K
16: EX-101.DEF XBRL Definitions -- dhr-20121231_def XML 1.23M
17: EX-101.LAB XBRL Labels -- dhr-20121231_lab XML 2.66M
18: EX-101.PRE XBRL Presentations -- dhr-20121231_pre XML 1.68M
14: EX-101.SCH XBRL Schema -- dhr-20121231 XSD 291K
123: ZIP XBRL Zipped Folder -- 0000313616-13-000026-xbrl Zip 442K
| DHR-2012.12.31-EX-10.14 |
Start Date: | Your start date will be mutually agreed, but no later than April30, 2012. |
Base Salary: | Your base salary will be paid at the annual rate of $500,000, subject to periodic review, and payable in accordance with the Company’s usual payroll practices. |
and RSUs: | A recommendation will be made to the Compensation Committee of Danaher’s Board of Directors to grant you stock options and RSUs with a total target award value of $3,500,000 (representing the combined target award value of a 2012 annual grant and a new hire grant), at its next regularly scheduled meeting after the commencement of your employment at which equity awards are considered. The awards approved by the Compensation Committee will be solely governed by the terms and conditions set forth in Danaher’s 2007 Stock Incentive Plan and |
• | The
target award dollar value of your “new hire” grant is $2,100,000 which would be awarded entirely in RSUs and would vest 20% on each of the first five anniversaries of the grant date, assuming continued employment. The target award dollar value attributable to these RSUs will be converted into a specific number of RSUs (rounded up to the nearest five) based on the average closing price of Danaher’s common stock over a 15-day trading period ending on the 7th business day before the grant date (the “average price”). |
• | The target award dollar value of your 2012 annual grant will be $1,400,000 which will be split evenly between stock options and RSUs. The target award dollar
value attributable to stock options will be converted into a specific number of options (rounded up to the nearest ten) based on an assumed value per option equal to 40% of the average price. The target award dollar value attributable to RSUs will be converted into a specific number of RSUs (rounded up to the nearest five) using the average price. 1/3 of these stock options and RSUs would vest on each of the third, fourth and fifth anniversaries of the grant date, assuming continued employment and satisfaction of applicable performance conditions. |
Signing Bonus: | The Company will pay you a signing bonus equal to $1,200,000,
payable in four separate payments of $300,000 each (subject to applicable tax withholding). The first payment will be made within 30 days after your employment start date, and the remaining three payments will be made within 30 days of the second, third and fourth anniversaries of such start date, respectively, with each payment being subject to: (i) your continued active employment with Danaher through and on the date of such payment; and (ii) except as to the first payment, your timely execution without revocation of a general release of claims in favor of Danaher Corporation and its affiliates in a form reasonably satisfactory to the Company. |
Retention Bonus: | The
Company will pay you a retention bonus equal to $2,400,000, payable in three separate payments of $800,000 (subject to applicable tax withholding). Each payment will be made within 30 days of the eighth, ninth, and tenth anniversaries of your employment start date, respectively, with each payment being subject to: (i) your continued active employment with Danaher through and on the date of such payment; and (ii) your timely execution without revocation of a general release of claims in favor of Danaher Corporation and its affiliates in a form reasonably satisfactory to the Company. |
EDIP
Program: | You will be included in a select group of executives who participate in the Executive Deferred Incentive Program (EDIP), an exclusive, non-qualified executive benefit designed to supplement retirement benefits that otherwise are limited by IRS regulations; and provide the opportunity for you to defer taxation on a portion of your current income (base salary or bonus or both). Initially, the Company will direct 6% of your total annual target cash compensation (as calculated in accordance with the EDIP) into your EDIP account annually. Vesting requirements and your participation in the EDIP are subject to all of the terms and conditions set forth in such plan. Additional information on the EDIP is enclosed, and you will be scheduled for a formal EDIP orientation with a member of the Corporate Benefits team. |
Benefits: | You
will be eligible to participate in any employee benefit plan that the Company has adopted or may adopt, maintain, or contribute to for the benefit of its regular exempt employees generally, subject to satisfying any applicable eligibility requirements. You will be eligible to participate in our comprehensive medical, dental and life insurance benefits immediately upon your first day of employment with the Company. Information on our various benefit programs, including the Danaher Retirement and Savings Plan, is enclosed. Danaher will also reimburse you for the costs of an annual physical examination for executives. |
Vacation: | You
will be eligible for annual vacation benefits pursuant to the Company’s vacation policy. |
Benefits: | The Company is pleased to provide relocation benefits through Prudential Relocation, our third party relocation services company. The relocation benefits available to you are set forth in the enclosed document, “Summary of Relocation Benefits for Angela S. Lalor.” |
Tax Assistance: | The Company will reimburse you for financial planning and tax preparation services in an amount not to exceed $5,000 per year provided you provide appropriate and satisfactory documentation for such reimbursement and such expenses otherwise satisfy the Company’s practices and policies. |
Severance Benefits: | You
will be eligible for severance pay and benefits under the Senior Leaders Severance Pay Plan of Danaher Corporation and its Affiliated Companies (the “Severance Plan”). For purposes of Section III.B of the Severance Plan, the total amount of severance pay for which you are eligible will be equal to your annual base salary at the time of your employment termination multiplied by (1 + your baseline annual bonus percentage under the annual cash incentive compensation plan as of the time of termination). Except for the foregoing provision, all other aspects of your severance pay and benefits shall be governed solely by the terms and conditions of the Severance Plan. |
Employment : | Nothing
in this offer letter shall be construed as any agreement, express or implied, to employ you for any stated term. Your employment with the Company will be on an at-will basis, which means that either you or the Company can terminate the employment relationship at any time and for any reason (or no reason), with or without notice. |
Offer: | This
offer of employment is expressly conditioned upon your timely satisfaction of the following: |
• | Execution of the Agreement Regarding Noncompetition and the Protection of Proprietary Interests |
• | Execution of the Certification of Compliance With Obligations as to Prior Employers |
• | Execution of the enclosed Danaher
Corporation Standards of Conduct Certification |
• | Execution of the enclosed Authorization and Notification for a consumer report or investigative consumer report |
• | Satisfactory reference, background check and drug screen |
/s/ Angela S.
Lalor |
Date: 3/19/2012 |
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 2/22/13 | 4 | ||
| For Period end: | 12/31/12 | 11-K, 5, ARS | ||
| 4/30/12 | 4 | |||
| 3/19/12 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/23/22 Danaher Corp./DE 10-K 12/31/21 141:89M 2/25/21 Danaher Corp./DE 10-K 12/31/20 153:22M 6/04/13 SEC UPLOAD¶ 9/21/17 1:73K Danaher Corp./DE 5/09/13 SEC UPLOAD¶ 9/21/17 1:197K Danaher Corp./DE |