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Teradata Corp/DE – ‘10-K’ for 12/31/18 – ‘EX-17’

On:  Monday, 2/25/19, at 8:54pm ET   ·   As of:  2/26/19   ·   For:  12/31/18   ·   Accession #:  816761-19-10   ·   File #:  1-33458

Previous ‘10-K’:  ‘10-K’ on 2/23/18 for 12/31/17   ·   Next:  ‘10-K/A’ on 3/1/19 for 12/31/18   ·   Latest:  ‘10-K’ on 2/23/24 for 12/31/23

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  As Of               Filer                 Filing    For·On·As Docs:Size

 2/26/19  Teradata Corp/DE                  10-K       12/31/18  127:18M

Annual Report   —   Form 10-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   1.13M 
 7: EX-10.16    Material Contract                                   HTML     37K 
 2: EX-10.8.29  Material Contract                                   HTML     67K 
 3: EX-10.8.30  Material Contract                                   HTML     72K 
 4: EX-10.8.31  Material Contract                                   HTML     94K 
 8: EX-17       Letter re: Departure of Director                    HTML     43K 
 9: EX-21       Subsidiaries List                                   HTML     51K 
10: EX-23.1     Consent of Experts or Counsel                       HTML     38K 
 5: EX-15       Letter re: Unaudited Interim Financial Info         HTML     63K 
 6: EX-15.1     Letter re: Unaudited Interim Financial Info         HTML     39K 
11: EX-31.1     Certification -- §302 - SOA'02                      HTML     44K 
12: EX-31.2     Certification -- §302 - SOA'02                      HTML     44K 
13: EX-32       Certification -- §906 - SOA'02                      HTML     43K 
20: R1          Document and Entity Information                     HTML     74K 
21: R2          Consolidated Statements of Income (Loss)            HTML    112K 
22: R3          Consolidated Statements of Comprehensive Income     HTML     82K 
                (Loss)                                                           
23: R4          Consolidated Balance Sheets                         HTML    139K 
24: R5          Consolidated Balance Sheets (Parenthetical)         HTML     57K 
25: R6          Consolidated Statements of Cash Flows               HTML    138K 
26: R7          Consolidated Statements of Changes in               HTML     89K 
                Stockholders' Equity                                             
27: R8          Description of Business, Basis of Presentation and  HTML    173K 
                Significant Accounting Policies                                  
28: R9          Supplemental Financial Information                  HTML     90K 
29: R10         (Notes)                                             HTML    108K 
30: R11         Contract Costs                                      HTML    108K 
31: R12         Goodwill and Acquired Intangible Assets             HTML     82K 
32: R13         Income Taxes                                        HTML    160K 
33: R14         Employee Stock-based Compensation Plans             HTML    143K 
34: R15         Employee Benefit Plans                              HTML    329K 
35: R16         Derivative Instruments and Hedging Activities       HTML     53K 
36: R17         Commitments and Contingencies                       HTML     89K 
37: R18         Fair Value Measurements                             HTML     66K 
38: R19         Debt and Capital Leases                             HTML     69K 
39: R20         Segment, Other Supplemental Information and         HTML    107K 
                Concentrations                                                   
40: R21         Business Combinations and Other Investment          HTML     42K 
                Activities                                                       
41: R22         Accumulated Other Comprehensive Income (Loss)       HTML     99K 
42: R23         Reorganization and Business Transformation          HTML     65K 
43: R24         Impairment and Sale of the Marketing Applications   HTML     45K 
                Business                                                         
44: R25         Quarterly Information (Unaudited)                   HTML     90K 
45: R26         Schedule Ii-Valuation and Qualifying Accounts       HTML     78K 
46: R27         Description of Business, Basis of Presentation and  HTML    212K 
                Significant Accounting Policies (Policies)                       
47: R28         Description of Business, Basis of Presentation and  HTML    109K 
                Significant Accounting Policies (Tables)                         
48: R29         Supplemental Financial Information (Tables)         HTML     89K 
49: R30         Revenue from Contracts with Customers (Tables)      HTML     86K 
50: R31         Contract Costs (Tables)                             HTML     47K 
51: R32         Goodwill and Acquired Intangible Assets (Tables)    HTML     86K 
52: R33         Income Taxes (Tables)                               HTML    157K 
53: R34         Employee Stock-based Compensation Plans (Tables)    HTML    149K 
54: R35         Employee Benefit Plans (Tables)                     HTML    342K 
55: R36         Derivative Instruments and Hedging Activities       HTML     48K 
                Derivative Instruments and Hedging Activities                    
                (Tables)                                                         
56: R37         Commitments and Contingencies (Tables)              HTML     86K 
57: R38         Fair Value Measurements (Tables)                    HTML     62K 
58: R39         Debt and Capital Leases (Tables)                    HTML     63K 
59: R40         Segment, Other Supplemental Information and         HTML    109K 
                Concentrations (Tables)                                          
60: R41         Accumulated Other Comprehensive Income (Loss)       HTML    101K 
                (Tables)                                                         
61: R42         Reorganization and Business Transformation          HTML     58K 
                (Tables)                                                         
62: R43         Quarterly Information (Unaudited) (Tables)          HTML     89K 
63: R44         Description of Business, Basis of Presentation and  HTML    108K 
                Significant Accounting Policies - Additional                     
                Information (Detail)                                             
64: R45         Description of Business, Basis of Presentation and  HTML     53K 
                Significant Accounting Policies - Activities                     
                Relating to Capitalized Software (Detail)                        
65: R46         Description of Business, Basis of Presentation and  HTML     63K 
                Significant Accounting Policies - Aggregate                      
                Amortization Expense for Internal and External-Use               
                Software (Detail)                                                
66: R47         Description of Business, Basis of Presentation and  HTML     69K 
                Significant Accounting Policies - Components of                  
                Basic and Diluted Earnings Per Share (Detail)                    
67: R48         Supplemental Financial Information (Detail)         HTML    127K 
68: R49         Revenue from Contracts with Customers -             HTML    100K 
                Disaggregation of Revenue from Contracts with                    
                Customers (Details)                                              
69: R50         Revenue from Contracts with Customers - Contract    HTML     54K 
                Receivables, Assets, and Current Deferred Revenue                
                (Details)                                                        
70: R51         Revenue from Contracts with Customers -             HTML     54K 
                Transaction Price Allocated to Unsatisfied                       
                Obligations (Details)                                            
71: R52         Revenue from Contracts with Customers - Impacts on  HTML     94K 
                Financial Statements (Details)                                   
72: R53         Contract Costs (Details)                            HTML     45K 
73: R54         Goodwill and Acquired Intangible Assets - Goodwill  HTML     60K 
                by Operating Segment (Detail)                                    
74: R55         Goodwill and Acquired Intangible Assets - Gross     HTML     50K 
                Carrying Amount and Accumulated Amortization                     
                (Detail)                                                         
75: R56         Goodwill and Acquired Intangible Assets -           HTML     53K 
                Aggregate Amortization Expense for Acquired                      
                Intangible Assets (Detail)                                       
76: R57         Income Taxes - Income Before Income Taxes (Detail)  HTML     48K 
77: R58         Income Taxes - Income Tax Expense (Detail)          HTML     66K 
78: R59         Income Taxes - Difference Between the Effective     HTML     89K 
                Tax Rate and the U.S. Federal Statutory Income Tax               
                Rate (Detail)                                                    
79: R60         Income Taxes - Additional information (Detail)      HTML     94K 
80: R61         Income Taxes - Deferred Income Tax Assets and       HTML     78K 
                Liabilities (Detail)                                             
81: R62         Income Taxes - Liability Related to Uncertain Tax   HTML     54K 
                Positions (Detail)                                               
82: R63         Employee Stock-based Compensation Plans -           HTML     52K 
                Stock-Based Compensation Expense (Detail)                        
83: R64         Employee Stock-based Compensation Plans -           HTML     90K 
                Additional Information (Detail)                                  
84: R65         Employee Stock-based Compensation Plans - Fair      HTML     50K 
                Value of Each Option Award on the Grant Date Using               
                the Black-Scholes Option-Pricing Model (Detail)                  
85: R66         Employee Stock-based Compensation Plans - Summary   HTML     99K 
                of Stock Option Activity (Detail)                                
86: R67         Employee Stock-based Compensation Plans - Total     HTML     47K 
                Intrinsic Value of Options Exercised and The Cash                
                Received (Details)                                               
87: R68         Employee Stock-based Compensation Plans -           HTML     63K 
                Restricted Stock and Restricted Stock Unit                       
                Activity (Detail)                                                
88: R69         Employee Stock-based Compensation Plans -           HTML     47K 
                Weighted-Average Fair Value and Total Fair Value                 
                of Shares Vested (Details)                                       
89: R70         Employee Stock-based Compensation Plans -           HTML     49K 
                Composition of Teradata Restricted Stock Grants                  
                (Detail)                                                         
90: R71         Employee Stock-based Compensation Plans - Employee  HTML     48K 
                Purchases and Aggregate Cost (Details)                           
91: R72         Employee Benefit Plans - Schedule of Pension and    HTML     71K 
                Postemployment Benefit Costs (Detail)                            
92: R73         Employee Benefit Plans - Changes in Benefit         HTML    146K 
                Obligations Plan Assets Funded Status and                        
                Reconciliation of Funded Status to Amounts                       
                Recognized in Consolidated Balance Sheets and in                 
                Accumulated Other Comprehensive Income (Detail)                  
93: R74         Employee Benefit Plans - Accumulated Pension        HTML     42K 
                Benefit Obligation (Details)                                     
94: R75         Employee Benefit Plans - Accumulated Benefit        HTML     48K 
                Obligation in Excess of Plan Assets (Details)                    
95: R76         Employee Benefit Plans - Pre-tax Net Changes in     HTML     67K 
                Projected Benefit Obligations Recognized in Other                
                Comprehensive Income (Detail)                                    
96: R77         Employee Benefit Plans - Amounts in Accumulated     HTML     44K 
                Other Comprehensive Income Expected to be                        
                Recognized as Components of Net Periodic Benefit                 
                Cost (Detail)                                                    
97: R78         Employee Benefit Plans - Weighted Average           HTML     62K 
                Assumptions Used to Determine Benefit Obligations                
                and Net Periodic Benefit (Detail)                                
98: R79         Employee Benefit Plans - Weighted Average Asset     HTML     56K 
                Allocations by Asset Category (Detail)                           
99: R80         Employee Benefit Plans - Additional Information     HTML     42K 
                (Detail)                                                         
100: R81         Employee Benefit Plans - Schedule of Pension Plan   HTML     83K  
                Assets at Fair Value (Detail)                                    
101: R82         Employee Benefit Plans - Summary of Changes in      HTML     47K  
                Fair Value of Pension Plan Level 3 Assets (Detail)               
102: R83         Employee Benefit Plans - Estimated Future Benefit   HTML     57K  
                Payments (Detail)                                                
103: R84         Employee Benefit Plans U.S and International        HTML     45K  
                Subsidiary Savings Plans (Details)                               
104: R85         Derivative Instruments and Hedging Activities -     HTML     49K  
                Schedule of Foreign Exchange Contracts (Detail)                  
105: R86         Commitments and Contingencies - Additional          HTML     42K  
                Information (Detail)                                             
106: R87         Commitments and Contingencies - Warranty Reserve    HTML     46K  
                Activity (Detail)                                                
107: R88         Commitments and Contingencies - Future Minimum      HTML     88K  
                Operating Lease Payments and Committed Subleases                 
                Under Non-cancelable Leases (Detail)                             
108: R89         Fair Value Measurements - Assets and Liabilities    HTML     62K  
                Measured at Fair Value on Recurring Basis and                    
                Subject to Fair Value Disclosure Requirements                    
                (Detail)                                                         
109: R90         Debt and Capital Leases - Additional Information    HTML     96K  
                (Detail)                                                         
110: R91         Debt and Capital Leases - Annual Contractual        HTML     56K  
                Maturities of Principal on Debt Outstanding                      
                (Detail)                                                         
111: R92         Debt and Capital Leases - Minimum Lease Payments,   HTML     51K  
                Capital Leases (Details)                                         
112: R93         Debt and Capital Leases - Interest Expense          HTML     44K  
                (Details)                                                        
113: R94         Segment, Other Supplemental Information and         HTML     40K  
                Concentrations - Additional Information (Detail)                 
114: R95         Segment, Other Supplemental Information and         HTML     88K  
                Concentrations - Regional Segment Revenue and                    
                Gross Margin for Company (Detail)                                
115: R96         Segment, Other Supplemental Information and         HTML     54K  
                Concentrations - Schedule of Revenue by                          
                Geographical Area (Details)                                      
116: R97         Segment, Other Supplemental Information and         HTML     49K  
                Concentrations - Schedule of Property and                        
                Equipment by Geographic Area (Detail)                            
117: R98         Business Combinations and Other Investment          HTML     45K  
                Activities - Additional Information (Detail)                     
118: R99         Accumulated Other Comprehensive Income (Loss) -     HTML     67K  
                Changes in Accumulated Other Comprehensive Income                
                (Aoci) (Detail)                                                  
119: R100        Accumulated Other Comprehensive Income (Loss) -     HTML     57K  
                Impact and Location of AOCI Reclassifications in                 
                Consolidated Statements of Income (Detail)                       
120: R101        Reorganization and Business Transformation          HTML     96K  
                (Details)                                                        
121: R102        Impairment and Sale of the Marketing Applications   HTML     80K  
                Business - Narrative (Details)                                   
122: R103        Quarterly Information (Unaudited) (Detail)          HTML     70K  
123: R104        SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS       HTML     56K  
                Valuation and Qualifying Accounts (Detail)                       
124: R9999       Uncategorized Items - tdc-20181231.xml              HTML     47K  
126: XML         IDEA XML File -- Filing Summary                      XML    232K  
125: EXCEL       IDEA Workbook of Financial Reports                  XLSX    140K  
14: EX-101.INS  XBRL Instance -- tdc-20181231                        XML   4.31M 
16: EX-101.CAL  XBRL Calculations -- tdc-20181231_cal                XML    405K 
17: EX-101.DEF  XBRL Definitions -- tdc-20181231_def                 XML    887K 
18: EX-101.LAB  XBRL Labels -- tdc-20181231_lab                      XML   2.57M 
19: EX-101.PRE  XBRL Presentations -- tdc-20181231_pre               XML   1.55M 
15: EX-101.SCH  XBRL Schema -- tdc-20181231                          XSD    253K 
127: ZIP         XBRL Zipped Folder -- 0000816761-19-000010-xbrl      Zip    374K  


‘EX-17’   —   Letter re: Departure of Director


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



 <!   C:   C: 
  Exhibit  

exh1017nyquistrelocat_image1.gif


June 6, 2018


Dear Laura Nyquist,

With the business decisions Teradata announced today, we want to inform you that your role will be relocating to San Diego in the future. Teradata is extending you the offer to move to San Diego to continue your employment with the company. We believe this is an exciting opportunity but also recognize this is a life-changing decision. We invite you to take some time and evaluate if a move is something you would consider and accept.
Should you decide to relocate with your role, Teradata will provide relocation support in the amount of $50000 (renter) / $100000 (homeowner). By June 8, you will receive more detailed information via DocuSign regarding the relocation process and next steps.
We ask you to indicate on or before June 20, 2018, via DocuSign, your interest to further explore moving with your position. If you choose to further explore this relocation opportunity, we will then evaluate your role relative to the San Diego market and initiate an offer letter confirming offer details.
If, after consideration, you choose to decline this relocation opportunity, you will be eligible for a transition package once you work through a transition period in which you continue to perform your normal duties for the company. This transition package is described below.
Transition Support includes the following*:

You will receive 48 weeks of separation pay in a lump sum, subject to applicable tax withholdings
You will be eligible for your 2018 annual bonus (prorated based upon your departure date and subject to plan guidelines)
Unvested equity, including outstanding time-based restricted share units and any stock options you have received, will be fully vested as of your departure date
Benefits – You will receive twenty-six (26) weeks of subsidized COBRA
Outplacement -You will receive two (2) months of outplacement services with RiseSmart

*Please note: Receipt of Transition Support is contingent upon receipt of an executed general release agreement and the expiration of any revocation period.
We recognize this is a lot to consider and you will likely have questions over the coming weeks. Please do not hesitate to reach out to your manager or our HR team as needed. Our locally based HR team members will be conducting office hours for the next two (2) weeks to make it easier for you to direct your questions. We will also provide a dedicated HR email inbox, HRQuestions@teradata.com, to direct any HR questions.

Regardless of your decision, we want to thank you for your dedicated service to Teradata and our customers. We truly appreciate the time, effort, and dedication you have shown and will show through this transition.



1


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed as of:2/26/19
Filed on:2/25/194
For Period end:12/31/1810-K/A,  11-K,  SD
6/20/18
6/6/188-K
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Filing Submission 0000816761-19-000010   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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