Document/ExhibitDescriptionPagesSize
1: 10-K 10-K AT&T Inc. 2023 HTML 4.25M
2: EX-4.I EX-4.I Desc of AT&T Securities Registered Under HTML 920K
Section 12 of the Exchange Act
3: EX-10.V EX-10.V Indemnity Agreement HTML 72K
4: EX-10.Y EX-10.Y Amended and Restated Credit Agreement HTML 51K
5: EX-23 EX-23 Consent of Ernst & Young LLP HTML 46K
6: EX-24 EX-24 Powers of Attorney HTML 70K
10: EX-97 EX-97 AT&T Inc. Clawback Policy HTML 55K
7: EX-31.1 EX-31.1 Certification of Principal Executive HTML 47K
Officer
8: EX-31.2 EX-31.2 Certification of Principal Financial HTML 47K
Officer
9: EX-32 EX-32 Section 1350 Certifications HTML 47K
16: R1 Document and Entity Information HTML 206K
17: R2 Audit Information HTML 48K
18: R3 Consolidated Statements Of Income HTML 179K
19: R4 Consolidated Statements of Comprehensive Income HTML 115K
20: R5 Consolidated Statements of Comprehensive Income HTML 83K
(Parenthetical)
21: R6 Consolidated Balance Sheets HTML 177K
22: R7 Consolidated Balance Sheets (Parenthetical) HTML 69K
23: R8 Consolidated Statements Of Cash Flows HTML 163K
24: R9 Consolidated Statements Of Changes In HTML 144K
Stockholders' Equity
25: R10 Consolidated Statements Of Changes In HTML 45K
Stockholders' Equity (Parenthetical)
26: R11 Summary Of Significant Accounting Policies HTML 68K
27: R12 Earnings Per Share HTML 84K
28: R13 Other Comprehensive Income HTML 91K
29: R14 Segment Information HTML 278K
30: R15 Revenue Recognition HTML 195K
31: R16 Acquisitions, Dispositions And Other Adjustments HTML 54K
32: R17 Property, Plant And Equipment HTML 65K
33: R18 Leases HTML 150K
34: R19 Goodwill And Other Intangible Assets HTML 106K
35: R20 Equity Method Investments HTML 83K
36: R21 Debt HTML 140K
37: R22 Fair Value Measurements And Disclosure HTML 161K
38: R23 Income Taxes HTML 141K
39: R24 Pension And Postretirement Benefits HTML 434K
40: R25 Share-Based Payments HTML 72K
41: R26 Stockholders' and Mezzanine Equity HTML 66K
42: R27 Sales Of Receivables HTML 95K
43: R28 Tower Transaction HTML 47K
44: R29 Transactions With DIRECTV Disclosures HTML 62K
45: R30 FirstNet HTML 52K
46: R31 Contingent Liabilities HTML 47K
47: R32 Supplier and Vendor Financing Programs HTML 68K
48: R33 Additional Financial Information HTML 113K
49: R34 Discontinued Operations and Disposal Groups HTML 74K
50: R35 Quarterly Financial Information HTML 99K
51: R36 Schedule II - Valuation And Qualifying Accounts HTML 76K
52: R37 Summary Of Significant Accounting Policies HTML 154K
(Policy)
53: R38 Earnings Per Share (Tables) HTML 83K
54: R39 Other Comprehensive Income (Tables) HTML 91K
55: R40 Segment Information (Tables) HTML 271K
56: R41 Revenue Recognition (Tables) HTML 185K
57: R42 Property, Plant And Equipment (Tables) HTML 63K
58: R43 Leases (Tables) HTML 113K
59: R44 Goodwill And Other Intangible Assets (Tables) HTML 110K
60: R45 Equity Method Investments (Tables) HTML 76K
61: R46 Debt (Tables) HTML 137K
62: R47 Fair Value Measurements And Disclosure (Tables) HTML 157K
63: R48 Income Taxes (Tables) HTML 142K
64: R49 Pension And Postretirement Benefits (Tables) HTML 420K
65: R50 Share-Based Payments (Tables) HTML 69K
66: R51 Sales Of Receivables (Tables) HTML 92K
67: R52 Transaction With DIRECTV (Tables) HTML 55K
68: R53 Supplier and Vendor Financing Programs (Tables) HTML 65K
69: R54 Additional Financial Information (Tables) HTML 114K
70: R55 Discontinued Operations and Disposal Groups HTML 76K
(Tables)
71: R56 Quarterly Financial Information (Tables) HTML 99K
72: R57 Summary Of Significant Accounting Policies HTML 98K
(Narrative) (Details)
73: R58 Earnings Per Share (Details) HTML 115K
74: R59 Earnings Per Share (Narrative) (Details) HTML 49K
75: R60 Other Comprehensive Income (Details) HTML 84K
76: R61 Segment Information (Summary Of Operating Revenues HTML 51K
And Expenses By Segment) (Narrative) (Details)
77: R62 Segment Information (Summary Of Operating Revenues HTML 154K
And Expenses By Segment) (Details)
78: R63 Segment Information (Reconciliation Of Operating HTML 98K
Income (Loss) to Consolidated Statement Of Income)
(Details)
79: R64 Segment Information (Schedule of Schedule of HTML 78K
Revenues Earned from Customers and Property, Plant
and Equipment by Geographical Areas) (Details)
80: R65 Segment Information (Intersegment Assets, Equity HTML 68K
Affiliates Investments and Capital Expenditures
Details) (Details)
81: R66 Revenue Recognition (Contract with Customer) HTML 77K
(Details)
82: R67 Revenue Recognition (Revenue Categories) (Details) HTML 199K
83: R68 Revenue Recognition (Deferred Contract Acquisition HTML 57K
and Fulfillment Costs) (Details)
84: R69 Revenue Recognition (Contract Assets and HTML 58K
Liabilities) (Details)
85: R70 Revenue Recognition (Remaining Performance HTML 54K
Obligations) (Details)
86: R71 Acquisitions, Dispositions And Other Adjustments HTML 66K
(Spectrum Auctions Narrative) (Details)
87: R72 Acquisitions, Dispositions And Other Adjustments HTML 144K
(Dispositions Narrative) (Details)
88: R73 Property, Plant And Equipment (Details) HTML 83K
89: R74 Property, Plant And Equipment (Narrative) HTML 63K
(Details)
90: R75 Leases (Narrative) (Details) HTML 48K
91: R76 Leases (Components of Lease Expense) (Details) HTML 53K
92: R77 Leases (Supplemental Cash Flow Information Related HTML 49K
to Leases) (Details)
93: R78 Leases (Supplemental Balance Sheet Information HTML 86K
Related to Leases) (Details)
94: R79 Leases (Future Minimum Maturities of Lease HTML 83K
Liabilities) (Details)
95: R80 Goodwill And Other Intangible Assets (Summary Of HTML 69K
Changes In Carrying Amount Of Goodwill, By
Segment) (Details)
96: R81 Goodwill And Other Intangible Assets (Schedule Of HTML 62K
Amortized Intangible Assets) (Details)
97: R82 Goodwill And Other Intangible Assets (Schedule Of HTML 50K
Indefinite-Life Intangible Assets Not Subject To
Amortization) (Details)
98: R83 Goodwill And Other Intangible Assets HTML 48K
(Indefinite-Lived Narrative) (Details)
99: R84 Goodwill And Other Intangible Assets (Narrative) HTML 60K
(Details)
100: R85 Goodwill and Other Intangible Assets (Schedule of HTML 58K
Amortized Intangible Expenses) (Narrative)
(Details)
101: R86 Equity Method Investments (Narrative) (Details) HTML 92K
102: R87 Equity Method Investments (Summarized Financial HTML 110K
Information For DIRECTV and Our Other Equity
Method Investments) (Details)
103: R88 Equity Method Investments (Reconciliation Of HTML 64K
Investments In Equity Affiliates) (Details)
104: R89 Debt (Summary Of Long-Term Debt Of AT&T And Its HTML 97K
Subsidiaries) (Details)
105: R90 Debt (Debt Maturing Within One Year) (Details) HTML 49K
106: R91 Debt (Schedule of Debt Activity) (Details) HTML 71K
107: R92 Debt (Long-Term Debt - Scheduled Repayments) HTML 73K
(Details)
108: R93 Debt (Narrative) (Details) HTML 58K
109: R94 Debt (Financing Activities) (Narrative) (Details) HTML 68K
110: R95 Debt (Credit Facilities) (Narrative) (Details) HTML 127K
111: R96 Fair Value Measurements And Disclosure (Long-Term HTML 55K
Debt And Other Financial Instruments) (Details)
112: R97 Fair Value Measurements And Disclosure (Fair Value HTML 108K
Leveling) (Details)
113: R98 Fair Value Measurements And Disclosure (Gain and HTML 50K
Losses on Equity Securities) (Details)
114: R99 Fair Value Measurements And Disclosure (Narrative) HTML 75K
(Details)
115: R100 Fair Value Measurements And Disclosure (Notional HTML 52K
Amount Of Our Outstanding Derivative Positions)
(Details)
116: R101 Fair Value Measurements And Disclosure (Effect Of HTML 77K
Derivatives On The Consolidated Statements Of
Income) (Details)
117: R102 Income Taxes (Components Of Deferred Tax HTML 72K
Liabilities (Assets)) (Details)
118: R103 Income Taxes (Changes In Unrecognized Tax Benefits HTML 67K
Balance For Federal State And Foreign Tax)
(Details)
119: R104 Income Taxes (Components of Income Tax Expense HTML 74K
(Benefit)) (Details)
120: R105 Income Taxes (Schedule of Income before Income HTML 53K
Tax, Domestic and Foreign) (Details)
121: R106 Income Taxes (Reconciliation Of Income Tax Expense HTML 74K
(Benefit) Based On Federal Statutory Rate To
Amount Per Effective Tax Rate) (Details)
122: R107 Income Taxes (Narrative) (Details) HTML 63K
123: R108 Pension And Postretirement Benefits (Change In The HTML 68K
Projected Benefit Obligation) (Details)
124: R109 Pension And Postretirement Benefits (Change In The HTML 67K
Value Of Plan Assets And The Plans' Funded Status)
(Details)
125: R110 Pension And Postretirement Benefits (Employee HTML 63K
Benefit Obligation Amounts Recognized) (Details)
126: R111 Pension And Postretirement Benefits (Net Periodic HTML 75K
Benefit Cost (Credit)) (Details)
127: R112 Pension And Postretirement Benefits (Other Changes HTML 63K
Recognized in Other Comprehensive Income)
(Details)
128: R113 Pension and Postretirement Benefits (Weighted HTML 76K
Average Assumptions - Projected Benefit Obligation
And Net Pension And Postemployment Benefit Cost)
(Details)
129: R114 Pension And Postretirement Benefits (Schedule Of HTML 108K
Defined Benefit Plan Targeted And Actual Plan
Asset Allocations) (Details)
130: R115 Pension And Postretirement Benefits (Schedule Of HTML 207K
Fair Value Of Pension And Postretirement Assets
And Liabilities By Level) (Details)
131: R116 Pension And Postretirement Benefits (Fair Value HTML 87K
Assets Measured On Recurring Basis Unobservable
Input (Level 3) Reconciliation) (Details)
132: R117 Pension And Postretirement Benefits (Estimated HTML 61K
Future Benefit Payments) (Details)
133: R118 Pension And Postretirement Benefits (Narrative) HTML 150K
(Details)
134: R119 Share-Based Payments (Compensation Cost And HTML 64K
Valuation Assumption) (Details)
135: R120 Share-Based Payments (Summary Of Nonvested Stock HTML 66K
Units Activity) (Details)
136: R121 Share-Based Payments (Narrative) (Details) HTML 78K
137: R122 Stockholders' and Mezzanine Equity (Narrative) HTML 99K
(Details)
138: R123 Stockholders' and Mezzanine Equity (Preferred HTML 140K
Interest Narrative) (Details)
139: R124 Sales Of Receivables (Summary of Cash Proceeds HTML 56K
Received from Sale of Receivables) (Details)
140: R125 Sales Of Receivables (Equipment Installment and HTML 61K
AT&T Revolving Programs) (Details)
141: R126 Sales Of Receivables (Finance Receivables) HTML 55K
(Details)
142: R127 Sales Of Receivables (Finance Receivables HTML 50K
Repurchased) (Details)
143: R128 Sales Of Receivables (Equipment Installment and HTML 58K
AT&T Revolving Programs) (Narrative) (Details)
144: R129 Tower Transaction (Narrative) (Details) HTML 77K
145: R130 Transactions With DIRECTV (Equity Income and Cash HTML 59K
Distributions) (Details)
146: R131 Transactions With DIRECTV (Narrative) (Details) HTML 72K
147: R132 FirstNet (Narrative) (Details) HTML 84K
148: R133 Contingent Liabilities (Narrative) (Details) HTML 51K
149: R134 Supplier and Vendor Financing Programs (Supplier HTML 60K
Financing Details)
150: R135 Supplier and Vendor Financing Programs (Vendor HTML 59K
Financing Details)
151: R136 Additional Financial Information (Consolidated HTML 62K
Balance Sheets) (Details)
152: R137 Additional Financial Information (Consolidated HTML 60K
Statements Of Income) (Details)
153: R138 Additional Financial Information (Cash and Cash HTML 58K
Equivalents and Restricted Cash) (Details)
154: R139 Additional Financial Information (Consolidated HTML 67K
Statements Of Cash Flows) (Details)
155: R140 Additional Financial Information (Narrative) HTML 60K
(Details)
156: R141 Discontinued Operations and Disposal Groups HTML 92K
(Details)
157: R142 Discontinued Operations and Disposal Groups HTML 71K
(Narrative) (Details)
158: R143 Quarterly Financial Information (Details) HTML 81K
159: R144 Valuation And Qualifying Accounts (Allowance For HTML 60K
Doubtful Accounts) (Details)
161: XML IDEA XML File -- Filing Summary XML 320K
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AT&T Inc. (the “Company”) has adopted this Clawback Policy (“Policy”) to provide for the recovery of excess Incentive-Based Compensation earned by current or former Covered Executives of the
Company in the event of a required Restatement (each, as defined below).
This Policy is administered by the Human Resources Committee (the “Committee”) of the Company’s Board of Directors (the “Board”) and is intended to comply with the requirements of Section 303A.14 of the New York Stock Exchange (“NYSE”) Listed Company Manual (the “Listing Standard”). To the extent that any provision in this Policy is ambiguous as to its compliance with the Listing Standard or to the extent any provision in this Policy must be modified to comply with the Listing Standard, such provision will be read, or will be modified, as the
case may be, in such a manner that all applicable provisions under this Policy comply with the Listing Standard. The Company is authorized to take appropriate steps to implement this Policy with respect to Incentive-Based Compensation arrangements with Covered Executives.
2. STATEMENT OF POLICY
The Company shall recover reasonably promptly the amount of erroneously awarded Incentive-Based Compensation in the event that the Company is required to prepare an accounting restatement due to the material noncompliance of the
Company with any financial reporting requirement under the securities laws, including any required accounting restatement to correct an error in previously issued financial statements that is material to the previously issued financial statements, or that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period (a “Restatement”).
The Company shall recover erroneously awarded Incentive-Based Compensation in compliance with this Policy except to the extent provided under the section entitled “5. Exceptions” herein. For clarity, the Company’s obligation to recover erroneously awarded Incentive-Based
Compensation under this Policy is not dependent on if or when a Restatement is filed.
3. SCOPE OF POLICY
A. Persons Covered and Recovery Period. This Policy applies to all Incentive-Based Compensation received by a Covered Executive:
•after beginning service as a Covered Executive,
•who served as a Covered Executive at any time during the performance period for that Incentive-Based Compensation,
•while the Company has a class of securities
listed on the NYSE, and
•during the three completed fiscal years immediately preceding the date that the Company is required to prepare a Restatement (the “Recovery Period”).
Notwithstanding this look-back requirement, the Company is only required to apply this Policy to Incentive-Based Compensation received on or after October 2, 2023.
For purposes of this Policy, Incentive-Based Compensation shall be deemed “received” in the
Company’s fiscal period during which the Financial Reporting Measure (as defined herein) specified in the Incentive-Based Compensation award is attained, even if the payment or grant of the Incentive-Based Compensation occurs after the end of that period.
-1-
B. Transition Period. In addition to the Recovery Period, this Policy applies to any transition period (that results from a change in the Company’s fiscal year) within or immediately following the Recovery Period (a “Transition Period”),
provided that a Transition Period between the last day of the Company’s previous fiscal year end and the first day of the Company’s new fiscal year that comprises a period of nine to 12 months will be deemed a completed fiscal year.
C. Determining Recovery Period. For purposes of determining the relevant Recovery Period, the date that the Company is required to prepare the Restatement is the earlier to occur of:
•the date the Board, a committee of the Board, or the
officer or officers of the Company authorized to take such action if Board action is not required, concludes, or reasonably should have concluded, that the Company is required to prepare a Restatement, and
•the date a court, regulator, or other legally authorized body directs the Company to prepare a Restatement.
4. AMOUNT SUBJECT TO RECOVERY
A. Recoverable Amount. The amount of Incentive-Based Compensation subject to this Policy is the amount
of Incentive-Based Compensation received that exceeds the amount of Incentive-Based Compensation that otherwise would have been received had it been determined based on the restated amounts, computed without regard to any taxes paid.
B. Covered Compensation Based on Stock Price or TSR. For Incentive-Based Compensation based on stock price or total shareholder return (“TSR”), where the amount of erroneously awarded Incentive-Based Compensation is not subject to mathematical recalculation directly from the information in a Restatement, the recoverable amount shall be based on a reasonable estimate of the effect of the Restatement on the stock price or TSR upon which the Incentive-Based Compensation was received. In such event, the
Company shall maintain documentation of the determination of that reasonable estimate and provide such documentation to the NYSE.
5. EXCEPTIONS
The Company shall recover erroneously awarded Incentive-Based Compensation in compliance with this Policy except to the extent that the conditions set out below are met and the Committee has made a determination that recovery would be impracticable:
A. Direct Expense Exceeds Recoverable Amount. The direct expense paid to a third party to assist in enforcing this Policy would exceed the amount to be recovered; provided, however, that before concluding
it would be impracticable to recover any amount of erroneously awarded Incentive-Based Compensation based on expense of enforcement, the Company shall make a reasonable attempt to recover such erroneously awarded Incentive-Based Compensation, document such reasonable attempt(s) to recover, and provide that documentation to the NYSE.
B. Recovery from Certain Tax-Qualified Retirement Plans. Recovery would likely cause an otherwise tax-qualified retirement plan, under which benefits are broadly available to employees of the Company, to fail to meet the requirements of 26 U.S.C. 401(a)(13) or 26 U.S.C. 411(a) and regulations thereunder.
6.
PROHIBITION AGAINST INDEMNIFICATION
The Company shall not indemnify any current or former Covered Executive against the loss of erroneously awarded Incentive-Based Compensation.
7. DISCLOSURE
The Company shall file all disclosures with respect to recoveries under this Policy in accordance with the requirements of the U.S. Federal securities laws, including the disclosure required by the applicable Securities and Exchange Commission (“SEC”)
filings.
8. DEFINITIONS
Unless the context otherwise requires, the following definitions apply for purposes of this Policy:
“Covered Executive” means any officer of the Company as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended.
“Financial Reporting Measures” means any of the following: (i) measures that are determined and presented in accordance with the accounting principles
used in preparing the Company’s financial statements, and any measures that are derived wholly or in part from such measures, (ii) stock price and (iii) TSR. A Financial Reporting Measure need not be presented within the Company’s financial statements or included in a filing with the SEC.
“Incentive-Based Compensation” means any compensation that is granted, earned, or vested based wholly or in part upon the attainment of a Financial Reporting Measure.
9. EFFECTIVENESS
This Policy shall be effective as of October 2, 2023. Any right of recoupment or recovery pursuant to this Policy is in addition to, and not in lieu of, any other remedies or rights of recoupment that may be available to the Company pursuant to the terms of any other policy, any employment agreement or plan or award terms, and any other legal remedies available to the Company.
Dates Referenced Herein and Documents Incorporated by Reference
