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As Of Filer Filing For·On·As Docs:Size 4/25/17 Dupont E I De Nemours & Co 10-Q 3/31/17 81:9.5M |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 527K
2: EX-10.16 Material Contract HTML 114K
3: EX-10.23 Material Contract HTML 140K
4: EX-10.25 Material Contract HTML 1.17M
5: EX-12 Statement re: Computation of Ratios HTML 32K
6: EX-31.1 Certification -- §302 - SOA'02 HTML 32K
7: EX-31.2 Certification -- §302 - SOA'02 HTML 32K
8: EX-32.1 Certification -- §906 - SOA'02 HTML 26K
9: EX-32.2 Certification -- §906 - SOA'02 HTML 26K
16: R1 Document and Entity Information HTML 43K
17: R2 Consolidated Income Statements HTML 91K
18: R3 Consolidated Statements of Comprehensive Income HTML 52K
19: R4 Condensed Consolidated Balance Sheets HTML 121K
20: R5 Condensed Consolidated Balance Sheets HTML 36K
(Parenthetical)
21: R6 Condensed Consolidated Statements of Cash Flows HTML 103K
22: R7 Summary of Significant Accounting Policies HTML 47K
23: R8 Planned Merger with Dow Chemical Planned Merger HTML 38K
with Dow Chemical
24: R9 Divestitures and Other Transactions HTML 38K
25: R10 Employee Separation / Asset Related Charges, Net HTML 65K
26: R11 Other Income, Net HTML 62K
27: R12 Provision for Income Taxes HTML 30K
28: R13 Earnings Per Share of Common Stock HTML 51K
29: R14 Inventories HTML 35K
30: R15 Other Intangible Assets HTML 79K
31: R16 Short-Term and Long-Term Borrowings HTML 31K
32: R17 Commitments and Contingent Liabilities HTML 83K
33: R18 Stockholders' Equity HTML 133K
34: R19 Financial Instruments HTML 142K
35: R20 Long-Term Employee Benefits HTML 58K
36: R21 Segment Information HTML 101K
37: R22 Summary of Significant Accounting Policies Summary HTML 47K
of Significant Accounting Policies (Policies)
38: R23 Employee Separation / Asset Related Charges, Net HTML 61K
(Tables)
39: R24 Other Income, Net (Tables) HTML 62K
40: R25 Earnings Per Share of Common Stock (Tables) HTML 52K
41: R26 Inventories (Tables) HTML 36K
42: R27 Other Intangible Assets (Tables) HTML 76K
43: R28 Commitments and Contingent Liabilities (Tables) HTML 52K
44: R29 Stockholders' Equity (Tables) HTML 130K
45: R30 Financial Instruments (Tables) HTML 129K
46: R31 Long-Term Employee Benefits (Tables) HTML 57K
47: R32 Segment Information (Tables) HTML 102K
48: R33 Summary of Significant Accounting Policies Summary HTML 33K
of Significant Accounting Policies (Narrative)
(Details)
49: R34 Planned Merger with Dow Chemical Planned Merger HTML 36K
with Dow Chemical (Narrative) (Details)
50: R35 Divestitures and Other Transactions (Narrative) HTML 56K
(Details)
51: R36 Employee Separation / Asset Related Charges, Net HTML 61K
Employee Separation / Asset Related Charges, Net
(2017 Restructuring Program schedule) (Details)
52: R37 Employee Separation / Asset Related Charges, Net HTML 36K
Employee Separation / Asset Related Charges, Net
(La Porte) (Narrative) (Details)
53: R38 Employee Separation / Asset Related Charges, Net HTML 66K
Employee Separation / Asset Related Charges, Net
(2016 Restructuring Program schedule )(Details)
54: R39 Other Income, Net (Schedule of Other Income) HTML 66K
(Details)
55: R40 Other Income, Net (Schedule of Foreign Exchange HTML 36K
Gain (Loss)) (Details)
56: R41 Provision for Income Taxes (Details) HTML 32K
57: R42 Earnings Per Share of Common Stock (Earnings Per HTML 48K
Share of Common Stock Reconciliation) (Details)
58: R43 Earnings Per Share of Common Stock (Schedule of HTML 29K
Average Number of Antidilutive Stock Options)
(Details)
59: R44 Inventories (Details) HTML 37K
60: R45 Other Intangible Assets (Schedule of Other HTML 66K
Intangible Assets) (Details)
61: R46 Other Intangible Assets (Narrative) (Details) HTML 44K
62: R47 Short-Term and Long-Term Borrowings (Details) HTML 57K
63: R48 Commitments and Contingent Liabilities HTML 55K
(Guarantees) (Details)
64: R49 Commitments and Contingent Liabilities HTML 122K
(Litigation) (Narrative) (Details)
65: R50 Commitments and Contingent Liabilities Commitments HTML 38K
and Contingent Liabilities (Environmental)
(Narrative) (Details)
66: R51 Stockholders' Equity Stockholder's Equity HTML 59K
(Details)
67: R52 Stockholders' Equity Stockholder's Equity HTML 30K
(Schedule of tax benefit (Expense) on Net
Activity) (Details) (Details)
68: R53 Stockholders' Equity Stockholders' Equity HTML 68K
(Reclassifications out of accumulated other
Comprehensive Income / (Loss)) (Details) (Details)
69: R54 Financial Instruments Financial Insttruments HTML 51K
(Schedule of Cash, Cash Equivalents and Marketable
Securities) (Details)
70: R55 Financial Instruments (Debt) (Narrative) (Details) HTML 26K
71: R56 Financial Instruments (Notional Amounts of HTML 32K
Derivatives) (Details)
72: R57 Financial Instruments (Effect of Cash Flows Hedges HTML 38K
on Accumulated Other Comprehensive Income (Loss))
(Details)
73: R58 Financial Instruments (Schedule of the Fair Value HTML 52K
of Derivative Instruments) (Details)
74: R59 Financial Instruments (Effect of Derivative HTML 52K
Instruments) (Details)
75: R60 Long-Term Employee Benefits (Schedules of Net HTML 59K
Periodic Benefit Cost) (Details)
76: R61 Segment Information (Schedule of Segment HTML 48K
Information) (Details)
77: R62 Segment Information (Reconciliation to HTML 68K
Consolidated Income Statements) (Details)
78: R63 Segment Information (Significant Pre-tax (charges) HTML 86K
benefits not included in Segment Operating
Earnings) (Details)
80: XML IDEA XML File -- Filing Summary XML 143K
79: EXCEL IDEA Workbook of Financial Reports XLSX 89K
10: EX-101.INS XBRL Instance -- dd-20170331 XML 2.43M
12: EX-101.CAL XBRL Calculations -- dd-20170331_cal XML 198K
13: EX-101.DEF XBRL Definitions -- dd-20170331_def XML 940K
14: EX-101.LAB XBRL Labels -- dd-20170331_lab XML 1.57M
15: EX-101.PRE XBRL Presentations -- dd-20170331_pre XML 1.03M
11: EX-101.SCH XBRL Schema -- dd-20170331 XSD 201K
81: ZIP XBRL Zipped Folder -- 0000030554-17-000016-xbrl Zip 251K
| Exhibit |
Introduction | You have been granted stock options under the E. I. du Pont de Nemours and Company Equity and Incentive Plan (“Plan”), subject to the following Award Terms. This grant is also subject to
the terms of the Plan, which is hereby incorporated by reference. However, to the extent that an Award Term conflicts with the Plan, the Plan shall govern. |
Acceptance | You
must expressly accept the terms and conditions of your Award as set forth in this Agreement. To accept, log on to Merrill Lynch Benefits OnLine at www.benefits.ml.com, select Equity Plan > Grant Information > Pending Acceptance. |
Expiration Date | The Options will expire no later than February 2, 2026, or two years after the date of your death if earlier. However, the Options may expire sooner. Please refer to “Termination of Employment” below. |
Vesting
Schedule | One-third (1/3) of the Options (rounded to a whole number of shares) will become exercisable on February 3, 2017. |
Under 55/10 Rule | If you terminate employment after attainment of age 55 with at least 10 years of service and either (i) you are an active employee for six months following the Date of Grant or (ii) you have been notified by the Company or, if different, your employer (the “Employer”), that your employment with the Company or Employer will terminate because of either lack of work or divestiture to an entity less than 50% owned by DuPont, the Options will be exercisable
through the Expiration Date set forth above. After that date, any unexercised Options will expire. Any unvested Options as of the date of termination will continue to vest in accordance with the Vesting Schedule set forth above. |
Due to Lack of Work, Divestiture to Entity Less Than 50% Owned by DuPont, or Disability | The Options will be exercisable through the date that is one year after the date of your termination of employment, or, if earlier, the Expiration Date set forth above. After that date, any unexercised Options will expire. Any unvested Options as of the date of termination will continue to vest in accordance with the Vesting Schedule set forth above. |
Due to Death | The Options will be exercisable
through the date that is two years after the date of your termination of employment or, if earlier, the Expiration Date set forth above. After that date, any unexercised Options will expire. Any unvested Options as of the date of termination will be automatically vested. |
Due to Any Other Reason (such as voluntary termination) | Options must be exercised by the date on which you terminate employment. |
Recoupment Policy | This Award shall be subject to the
Company’s Incentive Compensation Clawback Policy (as it may be amended from time to time), the terms of which are incorporated herein by reference. |
Forfeiture | Any benefits you may receive hereunder shall be subject to repayment or forfeiture as may be required to comply with the requirements of the U.S. Securities and Exchange Commission or any applicable law, including the requirements of the Dodd-Frank Wall Street Reform and Consumer Protection Act, or any securities exchange on which the Stock is traded, as may be in effect from time to time. |
Exercise
Methods | There are four exercise methods from which to choose. Due to local legal requirements, not all methods are available in all countries. |
Withholding | You acknowledge that the Company and/or the Employer (1) make no representations or undertakings regarding the treatment of any income tax, social insurance, payroll tax, fringe benefits tax, payment on account or other tax-related items related to the Plan and legally applicable to you (“Tax-Related Items”) in connection with any aspect of the Options, including, but not limited to, the grant, vesting
or exercise of the Options, the subsequent sale of shares of Stock acquired pursuant to such exercise and the receipt of any dividends; and (2) do not commit to and are under no obligation to structure the terms of the grant or any aspect of the Options to reduce or eliminate your liability for Tax-Related Items or achieve any particular tax result. Further, if you are subject to Tax- Related Items in more than one jurisdiction, the Company and/or the |
Non-transferability | You
may not transfer these Options, except by will or laws of descent and distribution. The Options are exercisable during your lifetime only by you or your guardian or legal representative. |
Severability | The provisions of this Agreement are severable and if any one or more provisions are determined to be illegal or otherwise unenforceable, in whole or in part, the remaining provisions shall nevertheless be binding and enforceable. |
Waiver | You
acknowledge that a waiver by the Company of breach of any provision of this Agreement shall not operate or be construed as a waiver of any other provision of this Agreement, or of any subsequent breach by you or any other participant. |
Requirements | The Company reserves the right to impose other requirements on your participation in this Agreement, on the Options and on any shares of Stock acquired under the Plan, to the extent the
Company determines it is necessary or advisable for legal or administrative reasons, and to require you to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing. |
Introduction | You
have been granted time-vested Restricted Stock Units under the E. I. du Pont de Nemours and Company Equity and Incentive Plan (“Plan”), subject to the following Award Terms. This grant is also subject to the terms of the Plan, which is hereby incorporated by reference. However, to the extent that an Award Term conflicts with the Plan, the Plan shall govern. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in these Award Terms, including any appendices to these Award Terms (hereinafter, collectively referred to as the “Agreement”). A copy of the Plan, and other Plan-related materials, such as the Plan prospectus, are available at: |
Acceptance | You must expressly accept the terms and conditions of your Award as set forth in this Agreement. To accept, log on to Merrill Lynch Benefits OnLine at www.benefits.ml.com, select Equity Plan > Grant Information > Pending Acceptance. |
Restricted
Period | You may not sell, gift, or otherwise transfer or dispose of any of the Restricted Stock Units during the “Restricted Period.” The Restricted Period commences on the Date of Grant and lapses as set forth herein. |
Under 55/10 Rule | If
you terminate employment after attainment of age 55 with at least 10 years of service and either (i) you are an active employee for six months following the Date of Grant or (ii) you have been notified by the Company or, if different, your employer (the “Employer”), that your employment with the Company or Employer will terminate because of either lack of work or divestiture to an entity less than 50% owned by DuPont, the Restricted Stock Units will remain subject to the Restricted Period set forth above. |
Due to Lack of Work, Divestiture to Entity Less Than 50% Owned by DuPont, Disability, or Death | The Restricted Period on all units will lapse. |
Due
to Any Other Reason (such as voluntary termination) | Restricted Stock Units that are subject to a Restricted Period will be forfeited. |
Payment | Except in the case of termination due to lack of work, divestiture to an entity less than 50% owned by DuPont, disability or death, Restricted Stock Units shall be paid to you when the Restricted Period lapses in accordance with the schedule set forth under “Restricted Period.” In the case of termination due to lack of work, divestiture to an entity less than 50% owned by DuPont, disability or death, Restricted Stock Units shall
be paid to you or your beneficiary (or estate if there is no beneficiary), as applicable, within sixty days of the date on which the Restricted Period lapses as a result of the termination. Restricted Stock Units are payable in one share of Stock for each whole unit and a cash payment for any fraction of a unit. The value of each fractional unit will be based on the average high and low prices of Stock as reported on the Composite Tape of the New York Stock Exchange as of the effective date of payment. |
Code Section 409A | To the extent that an amount that is considered “nonqualified deferred compensation” subject to Code Section 409A (“deferred compensation”) is payable on account of your
termination of employment, no amounts shall be paid hereunder on account thereof unless such termination of employment constitutes a “separation from service,” within the meaning of Code Section 409A. If you are a “specified employee,” within the meaning of Code Section 409A, no amount that is deferred compensation shall be paid or delivered, on account of your separation from service, earlier than the date that is six months after such separation from service. Amounts otherwise payable during that six month period shall be paid on the date that is six months and one day after your separation from service. |
Restricted Conduct | If you engage in any of the restricted conduct described in subparagraphs (i) through (iv) below for any reason, in addition
to all remedies in law and/or equity available to the Company, you shall forfeit all Restricted Stock Units (whether or not vested) and shall immediately pay to the Company, with respect to previously vested Restricted Stock Units, a cash amount equal to the Fair Market Value of the Stock plus the cash payment for any fraction of a unit received, without regard to any Tax-Related Items (as defined below) that may have been deducted from such amount. For purposes of subparagraphs (i) through (v) below, “Company” shall mean E. I. du Pont de Nemours and Company and/or any of its Subsidiaries or Affiliates that have employed you or retained your services. |
Recoupment Policy | This Award shall be subject to the Company’s Incentive Compensation Clawback Policy (as it may be amended from time to time), the terms of which are incorporated
herein by reference. |
Forfeiture | Any benefits you may receive hereunder shall be subject to repayment or forfeiture as may be required to comply with the requirements of the U.S. Securities and Exchange Commission or any applicable law, including the requirements of the Dodd-Frank Wall Street Reform and Consumer Protection Act, or any securities exchange on which the Stock is traded, as may be in effect from time to time. |
Deferral | If
you are an officer of the Company, you may defer the settlement of this Award in accordance with the procedures established by the Company for that purpose. |
Withholding | You acknowledge that the Company and/or your employer (the “Employer”) (1) make no representations or undertakings regarding the treatment of any income tax, social insurance, payroll tax, fringe benefits tax,
payment on account or other tax-related items related to the Plan and legally applicable to you (“Tax-Related Items”) in connection with any aspect of the Restricted Stock Units, including, but not limited to, the grant, vesting or settlement of the Restricted Stock Units, the subsequent sale of shares of Stock acquired pursuant to such settlement and the receipt of any dividends and/or any dividend equivalents; and (2) do not commit to and are under no obligation to structure the terms of the grant or any aspect of the Restricted Stock Units to reduce or eliminate your liability for Tax- Related Items or achieve any particular tax result. Further, if you are subject to Tax-Related Items in more than one jurisdiction, the Company and/or the Employer (or former employer, as applicable) may be required to withhold or account for Tax-Related Items in more than one jurisdiction. |
Severability | The provisions of this Agreement are severable and if any one or more provisions are determined to be illegal or otherwise unenforceable, in whole or in part, the remaining provisions shall nevertheless be binding and enforceable. |
Waiver | You
acknowledge that a waiver by the Company of breach of any provision of this Agreement shall not operate or be construed as a waiver of any other provision of this Agreement, or of any subsequent breach by you or any other participant. |
Requirements | The Company reserves the right to impose other requirements on your participation in this Agreement, on the Restricted Stock Units and on any shares of Stock acquired under the Plan, to the extent the
Company determines it is necessary or advisable for legal or administrative reasons, and to require you to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing. |
Introduction | You
have been granted performance-based Restricted Stock Units (“Units”) under the E. I. du Pont de Nemours and Company Equity and Incentive Plan (“Plan”), subject to the following Award Terms. This grant is also subject to the terms of the Plan, which is hereby incorporated by reference. However, to the extent that an Award Term conflicts with the Plan, the Plan shall govern. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in these Award Terms, including any appendices to these Award Terms (hereinafter, collectively referred to as the “Agreement”). A copy of the Plan, and other Plan-related materials, such as the Plan prospectus, are available at: |
Acceptance | You must expressly accept the terms and conditions of your Award as set forth in this Agreement. To accept, log on to Merrill Lynch Benefits OnLine at www.benefits.ml.com, select Equity Plan > Grant Information > Pending Acceptance. |
Vesting
Terms | You may not sell, gift, or otherwise transfer or dispose of any of the Units. |
TSR Percentile Ranking Goal | Percent of Target Award Earned |
< 25th | 0% |
25th* | 25%
(threshold) |
50th* | 100% (target) |
75th* | 200% (maximum) |
• | Beginning
Stock Price: average closing price of the Stock over the 20 trading days immediately prior to the first day of the Performance Period. |
• | Ending Stock Price: average closing price of the Stock over the last 20 trading days of the Performance Period. |
• | Change in Stock Price: difference between the Beginning Stock Price and the Ending Stock Price. |
• | Dividends
Paid: total of all dividends paid on one share of Stock during the applicable calendar quarter(s) during the Performance Period, provided that dividends shall be treated as though they are reinvested on day of payment based on closing price of the Stock on that day. |
• | Based on the table above, the Company’s percentile rank in TSR against its peer companies is translated into a percentage (of target) payout for the Award. |
Payment | As
soon as practicable during your first taxable year ending after the last day of the Performance Period, vested Units (including dividend equivalent units accruing after the end of the Performance Period and prior to the payment date), if any, will be paid to you or your beneficiary (or estate if there is no beneficiary), as applicable, in one share of Stock for each whole Unit and a cash payment for any fraction of a Unit. The value of each fractional Unit will be based on the average high and low prices of Stock as reported on the Composite Tape of the New York Stock Exchange as of the effective date of payment. |
Code Section 409A | The Units are intended to be exempt from or compliant with Code Section
409A and the U.S. Treasury Regulations relating thereto so as not to subject you to the payment of additional taxes and interest under Code Section 409A or other adverse tax consequences. In furtherance of this intent, the provisions of this Agreement will be interpreted, operated, and administered in a manner consistent with these intentions. The Committee may modify the terms of this Agreement, the Plan or both, without your consent, in the manner that the Committee may determine to be necessary or advisable in order to comply with Code Section 409A or to mitigate any additional tax, interest and/or penalties or other adverse tax consequences that may apply under Code Section 409A if compliance is not practical. This section does not create an obligation on the part of the Company to modify the terms of this Agreement or the Plan and does not guarantee that the Units or the delivery
of shares of Stock upon vesting/settlement of the Units will not be subject to taxes, interest and penalties or any other adverse tax consequences under Code Section 409A. In no event whatsoever shall the Company be liable to any party for any additional tax, interest or penalties that may be im posed on you by Code Section 409A or any damages for failing to comply with Code Section 409A. |
Under 55/10 Rule | If you terminate employment after attainment of age
55 with at least 10 years of service and either (i) you are an active employee for six months following the Date of Grant or (ii) you have been notified by the Company or, if different, your employer (the “Employer”), that your employment with the Company or Employer will terminate because of either lack of work or divestiture to an entity less than 50% owned by DuPont, the Units will remain subject to the Vesting Terms and will be paid in accordance with the Payment provisions |
were
employed from the Date of Grant through the end of the Performance Period. | |
Due to Lack of Work, Divestiture to Entity Less Than 50% Owned by DuPont, Disability, or Death | If you terminate employment due to (i) disability; (ii) death; (iii) lack of work; or (iv) divestiture to an entity less than 50% owned by the Company, the Units will remain subject to the Vesting Terms and will be paid in accordance with the Payment provisions above. However, the number of Units will be prorated based on the number of months you were employed from the Date of Grant through the end of the Performance Period. |
Due to Any Other Reason (such as voluntary termination) | Units
will be forfeited as of the date on which you terminate employment. |
Recoupment
Policy | This Award shall be subject to the Company’s Incentive Compensation Clawback Policy (as it may be amended from time to time), the terms of which are incorporated herein by reference. |
Forfeiture | Any benefits you may receive hereunder shall be subject to repayment or forfeiture as may be required to comply with the requirements
of the U.S. Securities and Exchange Commission or any applicable law, including the requirements of the Dodd-Frank Wall Street Reform and Consumer Protection Act, or any securities exchange on which the Stock is traded, as may be in effect from time to time. |
Deferral | If you are an officer of the Company, you may defer the settlement of this Award in accordance with the procedures established by the Company for that purpose. |
Withholding | You
acknowledge that the Company and/or your employer (the “Employer”) (1) make no representations or undertakings regarding the treatment of any income tax, social insurance, payroll tax, fringe benefits tax, payment on account or other tax-related items related to the Plan and legally applicable to you (“Tax-Related Items”) in connection with any aspect of the Units, including, but not limited to, the grant, vesting or settlement of the Units, the subsequent sale of shares of Stock acquired pursuant to such settlement and the receipt of any dividends and/or any dividend equivalent units; and (2) do not commit to and are under no obligation to structure the terms of the grant or any aspect of the Units to reduce or eliminate your liability for Tax-Related Items or achieve any particular tax result. Further, if you are subject to Tax-Related Items in more than one jurisdiction,
the Company and/or the Employer (or former employer, as applicable) may be required to withhold or account for Tax- Related Items in more than one jurisdiction. |
Severability | The provisions of this Agreement
are severable and if any one or more provisions are determined to be illegal or otherwise unenforceable, in whole or in part, the remaining provisions shall nevertheless be binding and enforceable. |
Waiver | You acknowledge that a waiver by the Company of breach of any provision of this Agreement shall not operate or be construed as a waiver of any other provision of this Agreement, or of any subsequent breach by you or any other participant. |
Requirements | The
Company reserves the right to impose other requirements on your participation in this Agreement, on the Units and on any shares of Stock acquired under the Plan, to the extent the Company determines it is necessary or advisable for legal or administrative reasons, and to require you to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing. |
| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 2/2/26 | ||||
| 2/3/19 | ||||
| 12/31/18 | 10-K, SD | |||
| 2/3/18 | ||||
| Filed on: | 4/25/17 | 8-K | ||
| For Period end: | 3/31/17 | 8-K | ||
| 2/3/17 | ||||
| 2/3/16 | 4 | |||
| 1/1/16 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/11/21 Corteva, Inc. 10-K 12/31/20 196:32M |