Annual Report — Form 10-K — Sect. 13 / 15(d) – SEA’34 Filing Table of Contents
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1: 10-K Annual Report HTML 1.41M
3: EX-10.14 Material Contract HTML 118K
4: EX-10.21 Material Contract HTML 121K
5: EX-10.22 Material Contract HTML 125K
2: EX-10.4 Material Contract HTML 47K
7: EX-21 Subsidiaries List HTML 54K
8: EX-23 Consent of Experts or Counsel HTML 34K
6: EX-12 Statement re: Computation of Ratios HTML 50K
9: EX-31.1 Section 302 CEO Certification HTML 40K
10: EX-31.2 Section 302 CFO Certification HTML 40K
11: EX-32 Section 906 CEO and CFO Certification HTML 36K
18: R1 Document And Entity Information HTML 61K
19: R2 Consolidated Statements of Earnings HTML 106K
20: R3 Consolidated Statements of Comprehensive Income HTML 86K
21: R4 Consolidated Balance Sheets HTML 126K
22: R5 Consolidated Balance Sheets (Parenthetical) HTML 42K
23: R6 Consolidated Statements of Cash Flows HTML 150K
24: R7 Consolidated Statements of Equity HTML 107K
25: R8 Consolidated Statements of Equity (Parenthetical) HTML 39K
26: R9 Acquisitions and Divestitures HTML 79K
27: R10 Summary of Significant Accounting Policies HTML 136K
28: R11 Derivative Financial Instruments HTML 138K
29: R12 Fair Value Measurements HTML 218K
30: R13 Inventories HTML 47K
31: R14 Equity and Cost Investments HTML 50K
32: R15 Supplemental Balance Sheet Information HTML 60K
33: R16 Other Intangible Assets and Goodwill HTML 126K
34: R17 Debt HTML 97K
35: R18 Leases HTML 61K
36: R19 Equity HTML 163K
37: R20 Employee Stock and Benefit Plans HTML 118K
38: R21 Income Taxes HTML 146K
39: R22 Earnings Per Share HTML 54K
40: R23 Commitments And Contingencies (Notes) HTML 38K
41: R24 Segment Reporting HTML 190K
42: R25 Selected Quarterly Financial Information HTML 72K
43: R26 Summary of Significant Accounting Policies HTML 222K
(Policies)
44: R27 Acquisitions and Divestitures (Tables) HTML 41K
45: R28 Summary of Significant Accounting Policies Summary HTML 50K
of Significant Accounting Policies (Tables)
46: R29 Derivative Financial Instruments (Tables) HTML 159K
47: R30 Fair Value Measurements (Tables) HTML 206K
48: R31 Inventories (Tables) HTML 45K
49: R32 Equity and Cost Investments (Tables) HTML 41K
50: R33 Supplemental Balance Sheet Information (Tables) HTML 63K
51: R34 Other Intangible Assets and Goodwill (Tables) HTML 128K
52: R35 Debt (Tables) HTML 84K
53: R36 Leases (Tables) HTML 58K
54: R37 Equity (Tables) HTML 153K
55: R38 Employee Stock and Benefit Plans (Tables) HTML 111K
56: R39 Income Taxes (Tables) HTML 148K
57: R40 Earnings Per Share (Tables) HTML 50K
58: R41 Segment Reporting (Tables) HTML 188K
59: R42 Selected Quarterly Financial Information (Tables) HTML 70K
60: R43 Acquisitions and Divestitures (Narrative) HTML 125K
(Details)
61: R44 Acquisitions and Divestitures (Allocation of Total HTML 82K
Consideration to Fair Value of Assets Acquired and
Liabilities Assumed) (Details)
62: R45 Summary of Significant Accounting Policies HTML 122K
(Narrative) (Details)
63: R46 Summary of Significant Accounting Policies Effects HTML 58K
of Early Adoption of New Accounting Pronouncement
(Details)
64: R47 Derivative Financial Instruments Derivative HTML 53K
Financial Instruments (Narrative) (Details)
65: R48 Derivative Financial Instruments (Gains and Losses HTML 59K
on Derivative Contracts Designated as Hedging
Instruments Included in AOCI and Expected to be
Reclassified into Earnings Within 12 months, Net
of Tax) (Details)
66: R49 Derivative Financial Instruments (Pretax Gains and HTML 57K
Losses on Derivative Contracts Designated as
Hedging Instruments Recognized in OCI and
Reclassifications from AOCI to Earnings) (Details)
67: R50 Derivative Financial Instruments (Pretax Gains and HTML 44K
Losses on Derivative Contracts Not Designated as
Hedging Instruments Recognized in Earnings)
(Details)
68: R51 Derivative Financial Instruments (Notional Amounts HTML 49K
of Outstanding Derivative Contracts) (Details)
69: R52 Derivative Financial Instruments (Fair Value of HTML 59K
Outstanding Derivative Contracts) (Details)
70: R53 Fair Value Measurements (Narrative) (Details) HTML 47K
71: R54 Fair Value Measurements (Assets and Liabilities HTML 196K
Measured at Fair Value on a Recurring Basis)
(Details)
72: R55 Inventories (Narrative) (Details) HTML 41K
73: R56 Inventories (Components of Inventories) (Details) HTML 44K
74: R57 Equity and Cost Investments (Equity Method HTML 77K
Investments) (Narrative) (Details)
75: R58 Equity and Cost Investments (Cost Method HTML 38K
Investments) (Narrative) (Details)
76: R59 Equity and Cost Investments (Equity and Cost HTML 41K
Investments) (Details)
77: R60 Supplemental Balance Sheet Information (Property, HTML 57K
Plant and Equipment, net) (Details)
78: R61 Supplemental Balance Sheet Information (Accrued HTML 48K
Liabilities) (Details)
79: R62 Other Intangible Assets and Goodwill (Narrative) HTML 36K
(Details)
80: R63 Other Intangible Assets and Goodwill HTML 40K
(Indefinite-Lived Intangible Assets) (Details)
81: R64 Other Intangible Assets and Goodwill (Changes In HTML 63K
Carrying Amount Of Goodwill By Reportable
Operating Segment) (Details)
82: R65 Other Intangible Assets and Goodwill (Finite-Lived HTML 54K
Intangible Assets) (Details)
83: R66 Other Intangible Assets and Goodwill (Estimated HTML 49K
Future Amortization Expense) (Details)
84: R67 Debt (Narrative) (Details) HTML 129K
85: R68 Debt (Components of Long-Term Debt Including HTML 90K
Associated Interest Rates and Related Fair Values)
(Details)
86: R69 Debt Debt (Summary of long-term debt maturities) HTML 53K
(Details)
87: R70 Leases (Narrative) (Details) HTML 45K
88: R71 Leases (Rent Expense Under Operating Lease HTML 42K
Agreements) (Details)
89: R72 Leases (Minimum Future Rental Payments Under HTML 65K
Non-Cancelable Operating Leases and Lease
Financing Arrangements) (Details)
90: R73 Equity (Narrative) (Details) HTML 58K
91: R74 Equity (Dividends Declared) (Details) HTML 48K
92: R75 Equity (Changes in Components Of Accumulated Other HTML 69K
Comprehensive Income, Net Of Tax) (Details)
93: R76 Equity (Impact of Reclassifications from HTML 99K
Accumulated Other Comprehensive Income on Earnings
(Details)
94: R77 Employee Stock and Benefit Plans (Narrative) HTML 75K
(Details)
95: R78 Employee Stock and Benefit Plans (Stock-Based HTML 46K
Compensation Expense Recognized in the
Consolidated Financial Statements) (Details)
96: R79 Employee Stock and Benefit Plans (Employee Stock HTML 49K
Options Granted During the Period, Valuation
Assumptions) (Details)
97: R80 Employee Stock and Benefit Plans (Stock Option HTML 87K
Transactions) (Details)
98: R81 Employee Stock and Benefit Plans (RSU HTML 66K
Transactions) (Details)
99: R82 Income Taxes (Narrative) (Details) HTML 57K
100: R83 Income Taxes (Components of Earnings Before Income HTML 41K
Taxes) (Details)
101: R84 Income Taxes (Provision for Income Taxes) HTML 61K
(Details)
102: R85 Income Taxes (Reconciliation of the Statutory U.S. HTML 55K
Federal Income Tax Rate With Our Effective Income
Tax Rate) (Details)
103: R86 Income Taxes (Tax Effect of Temporary Differences HTML 81K
and Carryforwards That Comprise Significant
Portions of Deferred Tax Assets and Liabilities)
(Details)
104: R87 Income Taxes (Summary of Activity Related to HTML 50K
Unrecognized Tax Benefits) (Details)
105: R88 Earnings Per Share (Narrative) (Details) HTML 38K
106: R89 Earnings Per Share (Calculation of Net Earnings HTML 57K
Per Common Share ("EPS") - Basic and Diluted)
(Details)
107: R90 Commitments And Contingencies (Narrative) HTML 42K
(Details)
108: R91 Segment Reporting (Narrative) (Details) HTML 62K
109: R92 Segment Reporting (Consolidated Revenue Mix By HTML 67K
Product Type) (Details)
110: R93 Segment Reporting (Information by Geographic Area) HTML 48K
(Details)
111: R94 Segment Reporting (Financial Information For HTML 85K
Reportable Operating Segments And All Other
Segments) (Details)
112: R95 Segment Reporting (Reconciliation of Total Segment HTML 60K
Operating Income to Consolidated Earnings Before
Income Taxes) (Details)
113: R96 Selected Quarterly Financial Information (Schedule HTML 48K
of Selected Quarterly Financial Information)
(Details)
115: XML IDEA XML File -- Filing Summary XML 218K
114: EXCEL IDEA Workbook of Financial Reports XLSX 144K
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The purpose of the Executive Management Bonus Plan (the “Plan”) is to promote the interests of Starbucks Corporation (“Starbucks”) and its subsidiaries (collectively the “Company”)
by providing eligible key partners of the Company with incentive to assist the Company in meeting and exceeding its business goals. The Plan provides opportunities for Participants (as defined in Section 3 below) to earn financial rewards for their role in assisting Starbucks to meet its annual performance targets. Awards (as defined in Section 5 below) under the Plan are based on the Company achieving the Performance Goal (as defined in Section 5). The Plan will cover each fiscal year of Starbucks beginning with its 2016 fiscal year. Each such fiscal year is referred to herein as
a “Performance Period.”
Section 2. Administration.
(a) The Plan shall be administered by the Compensation and Management Development Committee (the “Committee”) of the Board of Directors of Starbucks (the “Board”) from among its members and shall be comprised of not fewer than two members who are intended to qualify as “outside directors” within the meaning of Section 162(m) of the Internal Revenue Code of 1986, as amended (the “Code”), and the regulations thereunder.
(b) The Committee shall have broad authority to grant and administer Awards under the Plan and may, subject to the provisions of the Plan, establish, adopt or revise rules and regulations
relating to the Plan or take such actions as it deems necessary or advisable for the proper administration of the Plan. The Committee shall have the authority to interpret and make decisions under the Plan in its sole discretion, including but not limited to determining whether the Performance Goal and other conditions that are a prerequisite to earning an Award have been met and exercising discretion to reduce or eliminate the amount to be provided as an incentive payment hereunder. Any decision or interpretation by the Committee hereunder shall be final and conclusive for all purposes and binding upon all Participants or former Participants and their successors in interest.
(c) Neither the Committee nor any member of the Committee shall be liable for any act, omission, interpretation, construction or determination made in good faith in connection with the Plan, and the members of the Committee shall be entitled to indemnification
and reimbursement by Starbucks in respect of any claim, loss, damage or expense (including, without limitation, reasonable attorneys’ fees) arising or resulting therefrom to the fullest extent permitted by law.
Section 3. Eligibility.
Partners serving in positions of executive vice president and above shall participate in the Plan, together with any other key partners of the Company who are selected for participation in the Plan by the Committee. The Committee shall select in writing who, in addition to the partners servicing in positions of executive vice president and above, shall receive an Award with respect to a Performance Period
within
90 days after the beginning of such Performance Period. Each such partner shall be a “Participant” with respect to such Performance Period. Provided the Committee determines that the Company has met the Performance Goal for the Performance Period as set forth under Section 5 below and all other eligibility requirements are met, the following guidelines will be used to determine Participants’ Award eligibility. Awards are not guaranteed and will not be paid unless the Performance Goal is met and the Committee authorizes the payment of such Award hereunder.
Unless otherwise provided for by the Committee, each partner whose employment terminates prior to the end of a Performance Period will not be eligible to receive an Award under the Plan for that Performance Period. If a Participant’s employment
is terminated due to retirement (voluntary termination of employment after attainment of age 55 and at least ten (10) years of credited service with the Company, as determined by the Committee in its sole discretion), permanent disability or death before the end of a Performance Period, the Committee may, in its sole discretion, provide a prorated Award based on the number of days the Participant was employed by the Company during such Performance Period; provided, however, that other than in the case of termination due to permanent disability or death, no prorated incentive will be paid unless all of the applicable requirements set forth in the Plan are met, including without limitation that the Committee determines that the Performance Goal for the applicable Performance Period has been met and authorizes
the payment of incentive awards.
Section 4. Compliance Requirements.
A Participant must comply with all applicable state and federal regulations and Company policies (collectively, the “Compliance Requirements”) in order to be eligible to receive an Award under the Plan. A Participant whose employment is terminated after the end of a Performance Period, but before Awards for such Performance Period are paid, due to violating any of the Compliance Requirements or other reasons involving cause, will not be eligible to receive an Award for such Performance Period.
Section 5. Performance Goal.
The Committee may grant performance-based awards (“Awards”) to Participants
with respect to a Performance Period beginning on or after September 28, 2015 subject to the terms and conditions of the Plan. Each Award shall provide that the Performance Goal is the Company’s achievement of positive Operating Income (as defined below) for the then current Performance Period. For purposes of the Plan, “Operating Income” means, with respect to a Performance Period, operating income as presented in Starbucks’s consolidated audited financial statements, adjusted for the impact of (i) restructuring and reorganization charges; (ii) acquisitions or dispositions of businesses or assets; (iii) costs and charges associated with discontinued operations, goodwill, other intangible assets, or long-lived assets; (iv) legal claims, adjustments or settlements; (v) foreign currency translation;
(vi) statutory adjustments to corporate tax rates; (vii) unusual or infrequently occurring items of gain, loss or expense; and (viii) changes in tax laws, accounting principles, or other laws or provisions affecting reported results. In the manner required by Section 162(m) of the Code, the Committee shall, promptly after the date on which the necessary financial and other information for a particular Performance Period becomes available, certify in writing whether or not the Performance Goal has been achieved.
Section 6. Payment.
If the Committee has determined that the Company has attained the
Performance Goal for a Performance Period, the maximum amount payable under the Award for that Performance Period shall be $10,000,000 provided, however, that the Committee may in its sole discretion exercise discretion to reduce or eliminate the amount payable to any Participant based on such factors as the Committee may deem appropriate. In no event may the Committee increase the amount of any Award payable to any Participant above $10,000,000 for a Performance Period. For purposes of clarity, the Committee may exercise the discretion provided for by the foregoing sentence in a non-uniform manner among Participants, including taking into account individual performance. Awards shall be settled, less applicable withholdings and deductions, (i) in cash and/or, (ii) stock and/or stock-based awards granted under the Starbucks Corporation 2005 Long-Term Equity Incentive Plan (as amended and restated) or other Starbucks equity compensation plan that has been approved by shareholders.
The Company expects to pay Awards within approximately 75 days of the end of the applicable Performance Period, but in no event later than the last day of the fiscal year following such Performance Period.
Section 7. Clawback.
The awards under this Plan are subject to the terms of the Company’s recoupment, clawback or similar policy as may be in effect from time to time, as well as any similar provisions of applicable law, any of which could in certain circumstances require repayment or forfeiture of awards under this Plan.
Section 8. General Provisions.
(a) No Rights to Awards or Continued Employment. No
partner of the Company shall have any claim or right to receive Awards under the Plan. Neither the Plan nor any action taken under the Plan shall be construed as giving any partner any right to be retained by the Company.
(b) No Limits on Other Awards and Plans. Nothing contained in the Plan shall prohibit the Company from establishing other special awards or compensation plans providing for the payment of compensation to partners of the Company, including any Participants.
(c) Withholding
Taxes. The Company shall deduct from all payments and distributions under the Plan any required federal, state or local governments tax withholdings.
(d) Rights are Non-Assignable. A Participant nor any beneficiary nor any other person shall have any right to assign the right to receive payments hereunder, in whole or in part, which payments are non-assignable and non-transferable, whether voluntarily or involuntarily.
(e) Unfunded Status of Plan. The Company shall not have any obligation to establish any separate fund or trust or other segregation of assets to provide for payments under the Plan. To the
extent any person acquires any rights to receive payments hereunder from the Company, such rights shall be no greater than those of an unsecured creditor.
(f) Effective Date; Amendment. The Plan is effective September 28, 2015, subject to the approval of shareholders at Starbucks 2016 annual shareholder meeting. The Committee may at any time and from time to time alter, amend, suspend or terminate the Plan in whole or in part; provided, however, (i) any change to the Performance Goal or (ii) any alteration or amendment that requires shareholder approval in order to allow Awards under the Plan to qualify as “performance-based compensation” under
Section 162(m)
of the Code or to comply with other applicable laws or regulations, shall be made subject to such shareholder approval.
(g) Governing Law. The Plan and the rights of all persons under the Plan shall be construed and administered in accordance with the laws of the State of Washington without regard to its conflict of law principles.
(h) Interpretation. The Plan is designed and intended to comply with the requirements for “performance-based compensation” under Section 162(m) of the Code and all provisions hereof shall be construed consistent with this intention.
Approved by the Board of Directors on November 10, 2015, subject to shareholder approval.
Dates Referenced Herein and Documents Incorporated by Reference
