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As Of Filer Filing For·On·As Docs:Size 2/13/14 Cray Inc 10-K 12/31/13 115:14M |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 959K
2: EX-10.20 Material Contract HTML 127K
3: EX-10.22 Material Contract HTML 64K
4: EX-10.23 Material Contract HTML 33K
5: EX-10.35 Material Contract HTML 36K
6: EX-21.1 Subsidiaries List HTML 33K
7: EX-23.1 Consent of Experts or Counsel HTML 30K
8: EX-31.1 Certification -- §302 - SOA'02 HTML 35K
9: EX-31.2 Certification -- §302 - SOA'02 HTML 35K
10: EX-32.1 Certification -- §906 - SOA'02 HTML 32K
78: R1 Document and Entity Information HTML 58K
61: R2 Consolidated Balance Sheets HTML 143K
74: R3 Consolidated Balance Sheets (Parenthetical) HTML 50K
82: R4 Consolidated Statements of Operations HTML 116K
105: R5 Consolidated Statements of Comprehensive Income HTML 70K
63: R6 Consolidated Statements of Shareholders’ Equity HTML 88K
73: R7 Consolidated Statements of Cash Flows HTML 164K
55: R8 Summary of Significant Accounting Policies HTML 116K
45: R9 Description of Business HTML 33K
107: R10 Acquisition HTML 99K
84: R11 Sale of Interconnect Hardware Development Program HTML 33K
83: R12 Fair Value Measurements HTML 94K
90: R13 Accumulated Other Comprehensive Income/(Loss) HTML 62K
91: R14 Investments HTML 52K
88: R15 Accounts and Other Receivables, Net HTML 51K
92: R16 Inventory HTML 46K
75: R17 Property and Equipment, Net HTML 50K
79: R18 Service Inventory, Net HTML 38K
86: R19 Deferred Revenue HTML 45K
115: R20 Commitments and Contingencies HTML 51K
100: R21 Income Taxes HTML 183K
68: R22 Lines of Credit HTML 36K
85: R23 Shareholders' Equity HTML 175K
70: R24 Benefit Plans HTML 42K
36: R25 Segment Information HTML 123K
101: R26 Research and Development HTML 49K
111: R27 Interest Income (Expense) HTML 42K
50: R28 Quarterly Data (Unaudited) HTML 93K
49: R29 Schedule II - Valuation and Qualifying Accounts HTML 54K
53: R30 Summary of Significant Accounting Policies HTML 215K
(Policies)
54: R31 Summary of Significant Accounting Policies HTML 63K
(Tables)
56: R32 Acquisition (Tables) HTML 97K
25: R33 Fair Value Measurements (Tables) HTML 78K
98: R34 Accumulated Other Comprehensive Income/(Loss) HTML 77K
(Tables)
66: R35 Investments (Tables) HTML 45K
69: R36 Accounts and Other Receivables, Net (Tables) HTML 45K
40: R37 Inventory (Tables) HTML 40K
114: R38 Property and Equipment, Net (Tables) HTML 48K
17: R39 Service Inventory, Net (Tables) HTML 39K
58: R40 Deferred Revenue (Tables) HTML 43K
104: R41 Commitments and Contingencies (Tables) HTML 44K
38: R42 Income Taxes (Tables) HTML 165K
48: R43 Shareholders' Equity (Tables) HTML 156K
52: R44 Segment Information (Tables) HTML 114K
62: R45 Research and Development (Tables) HTML 47K
24: R46 Interest Income (Expense) (Tables) HTML 41K
44: R47 Quarterly Data (Unaudited) (Tables) HTML 88K
19: R48 Acquisition (Details) HTML 68K
103: R49 Acquisition Intangible Assets by Class (Details) HTML 38K
37: R50 Acquisition Acquisition, Pro Forma Information HTML 44K
(Details)
99: R51 Acquisition Carrying Amount, Net, of Amortizable HTML 45K
Intangible Assets (Details)
41: R52 Acquisition Future Amortization Expense (Details) HTML 48K
59: R53 Summary of Significant Accounting Policies Cash, HTML 37K
Cash Equivalents and Restricted Cash (Details)
18: R54 Summary of Significant Accounting Policies HTML 38K
Property and Equipment and Intangible Assets
(Details)
22: R55 Summary of Significant Accounting Policies Service HTML 30K
Inventory (Details)
51: R56 Summary of Significant Accounting Policies Foreign HTML 33K
Currency Translation and Transaction (Details)
29: R57 Summary of Significant Accounting Policies HTML 36K
Research and Development (Details)
108: R58 Summary of Significant Accounting Policies Income HTML 43K
Taxes (Details)
65: R59 Summary of Significant Accounting Policies HTML 32K
Advertising Costs (Details)
89: R60 Summary of Significant Accounting Policies EPS HTML 38K
(Details)
43: R61 Summary of Significant Accounting Policies HTML 38K
Accumulated Other Comprehensive Income (Loss)
(Details)
46: R62 Sale of Interconnect Hardware Development Program HTML 38K
(Details)
96: R63 Fair Value Measurements (Details) HTML 57K
93: R64 Fair Value Measurements Textuals (Details) HTML 49K
67: R65 Accumulated Other Comprehensive Income/(Loss) HTML 101K
(Details)
95: R66 Investments Schedule of HTML 44K
Available-for-Sale-Securities (Details)
42: R67 Accounts and Other Receivables, Net (Details) HTML 47K
71: R68 Accounts and Other Receivables, Net Textuals HTML 38K
(Details)
110: R69 Inventory (Details) HTML 42K
21: R70 Inventory Textuals (Details) HTML 42K
35: R71 Property and Equipment, Net (Details) HTML 51K
60: R72 Service Inventory, Net (Details) HTML 35K
27: R73 Deferred Revenue (Details) HTML 41K
113: R74 Deferred Revenue Textual (Details) HTML 34K
39: R75 Commitments and Contingencies (Details) HTML 85K
30: R76 Income Taxes Narrative (Details) HTML 62K
34: R77 Income Taxes Tax Provision (Details) HTML 76K
23: R78 Income Taxes Reconciliation of Statutory Federal HTML 64K
Tax Rate (Details)
26: R79 Income Taxes Deferred Tax Assets and Liabilities HTML 82K
(Details)
80: R80 Income Taxes Unrecognized Tax Benefits (Details) HTML 55K
32: R81 Lines of Credit (Details) HTML 39K
109: R82 Narrative (Details) HTML 96K
57: R83 Shareholders' Equity Assumptions (Details) HTML 46K
87: R84 Stock Activity (Details) HTML 69K
94: R85 Restricted Stock (Details) HTML 59K
31: R86 Shareholders' Equity Exercise Price Range HTML 63K
(Details)
33: R87 Expense (Details) HTML 40K
106: R88 Benefit Plans (Details) HTML 39K
28: R89 Segment Information (Details) HTML 56K
81: R90 Segment Information - Product and Services Revenue HTML 40K
and Long-Lived Assets (Details)
77: R91 Segment Information Textuals (Details) HTML 47K
97: R92 Research and Development (Details) HTML 40K
76: R93 Interest Income (Expense) (Details) HTML 38K
64: R94 Quarterly Data (Unaudited) (Details) HTML 72K
102: R95 Schedule II - Valuation and Qualifying Accounts HTML 38K
(Details)
112: XML IDEA XML File -- Filing Summary XML 173K
20: EXCEL IDEA Workbook of Financial Reports XLSX 282K
47: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 2.03M
11: EX-101.INS XBRL Instance -- cray-20131231 XML 2.89M
13: EX-101.CAL XBRL Calculations -- cray-20131231_cal XML 305K
14: EX-101.DEF XBRL Definitions -- cray-20131231_def XML 784K
15: EX-101.LAB XBRL Labels -- cray-20131231_lab XML 2.10M
16: EX-101.PRE XBRL Presentations -- cray-20131231_pre XML 1.15M
12: EX-101.SCH XBRL Schema -- cray-20131231 XSD 222K
72: ZIP XBRL Zipped Folder -- 0000949158-14-000007-xbrl Zip 294K
| CRAY-12.31.2013- Ex 10.22 |
I. | Purpose |
II. | Definitions |
III. | Eligibility |
IV. | Administration |
1. | Administrator
- This Plan shall be administered by the Committee in accordance with Plan provisions. |
2. | Authority - The Committee shall have all powers and discretion necessary or appropriate to interpret and administer the Plan and to control its operation. Such authority includes selecting Participants in the Plan, determining Bonus Targets for each Participant, determining Performance Measures and Bonus Formulas to score performance, determining which Participants shall be granted Bonus Awards, and determining the form and manner in which Bonus Awards will be made (which may include elective or mandatory deferral alternatives). |
3. | Decisions
Binding - All determinations and decisions made by the Committee pursuant to the provisions of the Plan shall be final, conclusive and binding on all persons, and shall be given the maximum deference permitted by law. |
4. | Delegation by Committee - The Committee, in its sole discretion and on such terms and conditions as it may provide, may delegate all or part of its authority and powers under the Plan to one or more directors and/or officers of the Company; provided, however, that the Committee shall review and approve all recommendations for any payments pursuant to the Plan prior to such payments being made. |
5. | Term
of Plan - Once approved by the Committee, this Plan shall be effective at the start of the Performance Period. Once approved, this Plan shall continue until the earlier of: 1) the end of the Performance Period; 2) termination of the Plan as described in the “Amendment and Termination Provisions” section below; or 3) termination of Participant from the Company’s employ, with respect to that Participant. |
V. | Bonus Provisions |
1. | Performance Period |
2. | Executives who will be Participants for the Performance Period |
3. | Bonus Target for each Participant |
4. | Performance
Targets for each Participant |
5. | Bonus Formulas for each Participant |
VI. | Bonus Award Determination |
1. | The effects of currency fluctuation |
2. | Any
or all items excluded, or that could be excluded, from the calculation of non-GAAP earnings as reflected in any Company press release or 8-K filing relating to an earnings announcement |
3. | Asset write-downs |
4. | Litigation or claim judgments or settlements |
5. | The
effect of changes in tax law, accounting principles or other such laws or provisions affecting reported results |
6. | Accruals for reorganization and restructuring programs |
7. | Any other extraordinary or non-operational items |
8. | Acquisition or disposition costs |
9. | The
gain or losses as a result of a Board approved acquisition or disposition, including current year impact on bonus year targets planned without consideration of the transaction. |
VII. | Right to Receive Payment |
1. | Plan
Unfunded and Unsecured - Each Bonus Award under this Plan shall be paid solely from the general assets of the Company. This Plan is unfunded and unsecured; nothing in this Plan shall be construed to create a trust or to establish or evidence any Participant’s claim of any right to, or form of, payment of a Bonus other than as an unsecured general creditor with respect to any payment to which he/she may be entitled. |
2. | Termination of Employment - Except as may otherwise be provided for in the “Bonus Award Payments” section below, in the event a Participant terminates
employment with the Company prior to the end of a Performance Period, he/she shall not be entitled to payment of a Bonus Award for the applicable Performance Period pursuant to this Plan; provided that this provision shall not affect any amounts that may be due Participant under the Company’s Executive Severance Policy or other applicable policy or agreement). |
VIII. | Bonus Award Payments |
1. | Timing
-The Company shall distribute Bonus Awards to Participants as soon as is administratively practicable following the determination and written certification of the Committee for a Performance Period, but in no event later than March 15 of the year following the end of the fiscal year for which the Committee determines the Bonus Award. |
2. | Active Employment - Payment of a Bonus Award requires that Participant be an active employee on the Company’s payroll no later than October 1, 2013 and remain active until the
last day of the Performance Period, subject to subsection 4. below. The Committee may make exceptions to the active employment requirement in the case of retirement, death or disability, or in the case of a corporate change in control, in each case determined on its own merits by the Committee. |
3. | Manner of Payment - Bonus Awards will be payable in cash as a single lump sum, subject to all applicable taxes and contributions required by law to be withheld in accordance with procedures established by the Company. Bonus Awards for Participants who become eligible after the first day of the Performance Period will be prorated accordingly. |
4. | Change
in Status - A Participant whose change in status or move to part time results in he/she being ineligible to participate in this Plan in a Performance Period may receive a prorated Bonus Award, at the sole discretion of the Committee. A Participant whose change in reporting responsibilities results in he/she being ineligible to participate in this Plan in a Performance Period may receive a modified Bonus Award, at the sole discretion of the Committee. No Participant shall have any right to a prorated or modified Bonus Award, and the method in which a Bonus Award may be prorated or modified shall be determined by the Committee in its sole discretion. |
5. | Recoupment of Bonus Award - If the
Company’s reported financial or operating results become subject to a material restatement, the Committee may require Participant to pay to the Company an amount corresponding to the Bonus Award that Participant received under this Plan, or a portion of such award, that the Committee determines would not have been paid if Company results as originally published had been equal to Company results as subsequently restated. Any requirement or claim to recoup a Bonus Award must be made, if at all, within five (5) years after the date the amount claimed was originally paid by the Company. |
6. | Code
Section 409A - It is intended that this Plan comply with the requirements of Code Section 409A so that none of the Bonus Award payments to be provided under this Plan will be subject to the additional tax imposed under Code Section 409A. Any ambiguities will be interpreted to so comply. |
IX. | Amendment and Termination Provisions |
1. | Amendment, Modification, Suspension, Termination, or Reinstatement of Plan
- The Board of Directors or the Committee may amend, modify, suspend, terminate or reinstate this Plan, in whole or in part, at any time, including adopting amendments deemed necessary or desirable to correct any defect or to supply omitted data, to reconcile any inconsistency in this Plan or in any Bonus Award granted hereunder or to adapt the Plan, including, but not limited to, Performance Measures under this Plan, to material changed circumstances (as determined by the Committee in its sole discretion) |
2. | Plan Variations for non-U.S. Participants - For Participants employed outside the United States, the Company may vary the provisions of
this Plan as deemed appropriate to conform with, as required by or made desirable by, local laws, practices and procedures. |
X. | General Provisions |
1. | Non-transferability
of Awards - No Bonus Award granted under the Plan may be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated, other than by will, by the laws of descent and distribution, or to the limited extent provided in the prior subsection. All rights with respect to a Bonus Award granted to a Participant shall be available during his or her lifetime only to the Participant. |
2. | No Additional Participant Rights - Employees selected to participate in this Plan shall not have any right to be retained in the Company’s employ, and the right of the
Company to dismiss such Participant or to terminate any arrangement pursuant to which any such Participant provides services to the Company, with or without cause, is specifically reserved. No person shall have claim to a Bonus Award under this Plan, except as otherwise provided for herein, or to continued participation under this Plan. There is no obligation for uniformity of treatment of Participants under this Plan. The benefits provided for Participants under this Plan shall be in addition to and shall in no way preclude other forms of compensation to or in respect of such Participants. |
3. | Successors - All obligations
of the Company under this Plan with respect to Bonus Awards shall be binding on any successor to the Company, whether the existence of such successor is the result of a direct or indirect purchase, merger, consolidation, or otherwise, of all or substantially all of the business or assets of the Company. |
4. | Indemnification - Each member of the Company’s Board of Directors and each Committee member
shall be indemnified and held harmless by the Company against and from (i) any loss, cost, liability, or expense that may be imposed upon or reasonably incurred by him/her in connection with or resulting from any claim, action, suit, or proceeding to which he/she may be a party or in which he/she may be involved by reason of any action taken or failure to act under the Plan or any award, and (ii) from any and all amounts paid by him/her in settlement thereof, with the Company's approval, or paid by him/her in satisfaction of any judgment in any such claim, action, suit or proceeding against him/her, provided he/she shall give the Company an opportunity, at its own expense, to handle and defend the same before he/she
undertakes to handle and defend it on his/her own behalf. The foregoing right of indemnification shall not be exclusive of any other rights of indemnification to which such persons may be entitled under the Company's Certificate of Incorporation or Bylaws, by contract, as a matter of law, or otherwise, or under any power that the Company may have to indemnify them or hold them harmless. |
5. | Severability
-The provisions of this Plan are severable. If a court of competent jurisdiction rules that any provision of this Agreement is invalid or unenforceable, the court’s ruling will not affect the validity and enforceability of the other provisions of this Plan. |
6. | Requirements of Law - Bonus awards granted under this Plan shall be subject to all applicable laws, rules and regulations, and to such approvals by any governmental agencies or national securities exchanges as may be required. |
7. | Governing
Law - The validity, interpretation, construction and performance of the Plan and awards under it shall be governed and interpreted in accordance with the laws of the State of Washington. |
XI. | Certification |
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 2/13/14 | 5, 8-K, SC 13G | ||
| For Period end: | 12/31/13 | 5, ARS, SD | ||
| 10/1/13 | 4 | |||
| 9/30/13 | 10-Q | |||
| 2/20/13 | 4 | |||
| 1/1/13 | ||||
| List all Filings | ||||