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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/27/12 United Parcel Service Inc 10-K 12/31/11 140:23M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: 10-K Annual Report HTML 1.90M 2: EX-10.1(2) Material Contract HTML 43K 3: EX-10.1(3) Material Contract HTML 118K 4: EX-10.2(4) Material Contract HTML 43K 5: EX-10.2(5) Material Contract HTML 63K 6: EX-10.5 Material Contract HTML 140K 7: EX-10.7(4) Material Contract HTML 57K 8: EX-10.7(5) Material Contract HTML 69K 11: EX-21 Subsidiaries List HTML 43K 12: EX-23 Consent of Experts or Counsel HTML 39K 9: EX-12 Statement re: Computation of Ratios HTML 54K 10: EX-18 Letter re: Change in Accounting Principles HTML 39K 13: EX-31.1 Certification -- §302 - SOA'02 HTML 44K 14: EX-31.2 Certification -- §302 - SOA'02 HTML 44K 15: EX-32.1 Certification -- §906 - SOA'02 HTML 39K 16: EX-32.2 Certification -- §906 - SOA'02 HTML 39K 95: R1 Document and Entity Information HTML 69K 73: R2 Consolidated Balance Sheets HTML 170K 90: R3 Consolidated Balance Sheets (Parenthetical) HTML 43K 99: R4 Statements of Consolidated Income HTML 108K 128: R5 Statements of Consolidated Comprehensive Income HTML 78K 77: R6 Statements of Consolidated Cash Flows HTML 189K 89: R7 Summary of Accounting Policies HTML 113K 66: R8 Cash and Investments HTML 169K 55: R9 Finance Receivables HTML 93K 130: R10 Property, Plant and Equipment HTML 57K 101: R11 Company-Sponsored Employee Benefit Plans HTML 355K 100: R12 Multiemployer Employee Benefit Plans HTML 130K 108: R13 Business Acquisitions, Goodwill and Intangible HTML 80K Assets 109: R14 Debt and Financing Arrangements HTML 106K 105: R15 Legal Proceedings and Contingencies HTML 53K 110: R16 Shareowners' Equity HTML 166K 91: R17 Stock-Based Compensation HTML 103K 96: R18 Segment and Geographic Information HTML 107K 103: R19 Income Taxes HTML 133K 139: R20 Earnings Per Share HTML 62K 119: R21 Derivative Instruments and Risk Management HTML 153K 83: R22 Restructuring Costs and Business Dispositions HTML 45K 102: R23 Subsequent Events HTML 41K 86: R24 Quarterly Information (Unaudited) HTML 114K 44: R25 Summary of Accounting Policies (Policies) HTML 192K 121: R26 Summary of Accounting Policies (Tables) HTML 82K 135: R27 Cash and Investments (Tables) HTML 177K 60: R28 Finance Receivables (Tables) HTML 96K 59: R29 Property, Plant and Equipment (Tables) HTML 52K 64: R30 Company-Sponsored Employee Benefit Plans (Tables) HTML 350K 65: R31 Multiemployer Employee Benefit Plans (Tables) HTML 121K 67: R32 Business Acquisitions, Goodwill and Intangible HTML 80K Assets (Tables) 32: R33 Debt and Financing Arrangements (Tables) HTML 92K 117: R34 Shareowners' Equity (Tables) HTML 159K 81: R35 Stock-Based Compensation (Tables) HTML 93K 84: R36 Segment and Geographic Information (Tables) HTML 103K 49: R37 Income Taxes (Tables) HTML 133K 138: R38 Earnings Per Share (Tables) HTML 59K 23: R39 Derivative Instruments and Risk Management HTML 144K (Tables) 70: R40 Quarterly Information (Unaudited) (Tables) HTML 115K 126: R41 SUMMARY OF ACCOUNTING POLICIES - 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Additional HTML 46K Information (Detail) 131: R58 EMPLOYEE BENEFIT PLANS - Additional Information HTML 103K (Detail) 79: R59 Net Periodic Benefit Cost for Company Sponsored HTML 76K Pension and Postretirement Benefit Plans (Detail) 106: R60 Weighted Average Actuarial Assumptions Used to HTML 53K Determine the Net Periodic Benefit Cost (Detail) 53: R61 Weighted Average Actuarial Assumptions Used to HTML 47K Determine the Benefit Obligations (Detail) 56: R62 Effects of One Percent Change in Assumed Health HTML 51K Care Cost Trend (Detail) 115: R63 Reconciliation of the Changes in the Plans' HTML 124K Benefit Obligations and Fair Value of Plan Assets (Detail) 111: R64 Funded Status as of the Respective Measurement HTML 104K Dates in Each Year and the Amounts Recognized in Balance Sheet (Detail) 82: R65 Projected Benefit Obligation, Accumulated Benefit HTML 62K Obligation, and Fair Value of Plan Assets for Pension Plans With an Accumulated Benefit Obligation in Excess of Plan Assets (Detail) 113: R66 Amounts in AOCI Expected to be Amortized and HTML 44K Recognized as a Component of Net Periodic Benefit Cost (Detail) 51: R67 Fair Values of U.S. Pension and Postretirement HTML 161K Benefit Plan Assets by Asset Category as Well as the Percentage That Each Category Comprises of Total Plan Assets and the Respective Target Allocations (Detail) 87: R68 Fair Value Measurement of Plan Assets Using HTML 83K Unobservable Inputs (Detail) 134: R69 Expected Cash Flows for Pension and Postretirement HTML 70K Benefit Plans (Detail) 27: R70 UPS's Participation in Multiemployer Plans HTML 102K (Detail) 43: R71 Multi-Employer Health and Welfare Plans (Detail) HTML 71K 72: R72 Allocation of Goodwill by Reportable Segment HTML 57K (Detail) 34: R73 BUSINESS ACQUISITIONS, GOODWILL AND INTANGIBLE HTML 64K ASSETS - 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Additional Information HTML 45K (Detail) 125: R105 DERIVATIVE INSTRUMENTS AND RISK MANAGEMENT - HTML 47K Additional Information (Detail) 133: R106 Notional Amounts of Outstanding Derivative HTML 46K Positions (Detail) 127: R107 Balance sheet location of derivative assets and HTML 65K liabilities and their related fair values (Detail) 88: R108 Amount and Location in the Income Statement for HTML 54K Derivatives Designed as Cash Flow Hedges (Detail) 37: R109 Amount and Location in the Income Statement for HTML 45K Derivatives Designated as Fair Value Hedges (Detail) 107: R110 Amount Recorded in Income Statements for Foreign HTML 43K Currency Forward Contracts Not Designated as Hedges (Detail) 52: R111 Fair Values of Derivative Assets and Liabilities HTML 55K by Hedge Type (Detail) 24: R112 RESTRUCTURING COSTS AND BUSINESS DISPOSITIONS - HTML 60K Additional Information (Detail) 76: R113 Quarterly Information (Detail) HTML 74K 69: R114 Quarterly Information (unaudited) - Additional HTML 71K Information (Detail) 120: R115 Impact of Accounting Policy Change on our HTML 72K Previously Reported Information (Detail) 136: XML IDEA XML File -- Filing Summary XML 215K 57: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 3.82M 17: EX-101.INS XBRL Instance -- ups-20111231 XML 5.96M 19: EX-101.CAL XBRL Calculations -- ups-20111231_cal XML 395K 20: EX-101.DEF XBRL Definitions -- ups-20111231_def XML 2.21M 21: EX-101.LAB XBRL Labels -- ups-20111231_lab XML 2.87M 22: EX-101.PRE XBRL Presentations -- ups-20111231_pre XML 2.49M 18: EX-101.SCH XBRL Schema -- ups-20111231 XSD 459K 122: ZIP XBRL Zipped Folder -- 0001193125-12-081067-xbrl Zip 416K
EX-10.7(5) |
Exhibit 10.7(5)
UPS LONG-TERM INCENTIVE PERFORMANCE PROGRAM
Terms and Conditions
1. | Establishment, Objectives and Duration. |
1.1 | Establishment of the Program and Effective Date. The Compensation Committee of the Board of Directors of United Parcel Service, Inc. (“Committee”) hereby establishes this Long-Term Incentive Performance Program (“LTIP”) to provide for LTIP Awards in the form of RPUs pursuant to Article 9 of the United Parcel Service, Inc. 2009 Omnibus Incentive Compensation Plan, as amended from time to time, and any successor plan (“ICP”). This document sets forth the rules under which LTIP Awards shall be made and administered. Capitalized terms shall have the meanings set forth in the ICP or in Section 9 herein. |
The LTIP shall be effective as of January 1, 2012 (“LTIP Effective Date”).
1.2 | Objectives of the LTIP. The objectives of LTIP are to promote continuity in management and provide incentives to key managers. |
1.3 | Duration of the Program. The LTIP shall commence on the LTIP Effective Date and shall remain in effect, subject to the right of the Committee to amend or terminate the LTIP at any time pursuant to Section 8.3 hereof. |
2. | Administration. |
2.1 | Authority of the Committee. The LTIP will be administered by the Committee, which shall have the same power and authority to administer the LTIP as it does to administer the ICP. |
2.2 | Decisions Binding. All decisions of the Committee shall be final, conclusive and binding on all persons, including the Company, its stockholders, any Eligible Employee, and their estates and beneficiaries. |
3. | Eligibility for Awards. Only an Eligible Employee shall be eligible to be considered for an LTIP Award. The UPS Salary Committee shall have broad discretion to determine the eligibility criteria for Eligible Employees. The receipt of an LTIP Award in any year does not entitle an individual to an award in any subsequent year. |
4. | LTIP Awards. The UPS Salary Committee makes a recommendation as to the LTIP awards to be granted to Eligible Employees, based primarily on the recommendation of their district, region and corporate group managers. The Committee will make the grant of LTIP Awards based on the recommendations of the UPS Salary Committee. |
4.1 | Target LTIP Award Percentage. An Eligible Employee’s Target LTIP Award Percentage is determined by the Committee based on his or her level of management as of the Grant Date. |
4.2 | Form of Award. A LTIP Award shall be made in the form of RPUs pursuant to Article 9 of the ICP. The target number of RPUs is based on the product of the Target LTIP Award Percentage and the Eligible Employee’s Annualized Base Salary divided by the Fair Market Value of a Share on the Grant Date. The total target number of RPUs may be divided into one or more Performance Measurement Tranches. |
4.3 | Performance Measurement Tranches. |
4.3.1 | General. When an Eligible Employee receives an LTIP Award, he or she shall receive an LTIP Award Document that sets forth the target number of RPUs for the entire LTIP Cycle, the target number of RPUs for each Performance Measurement Tranche and such other terms and conditions as the Committee shall determine. The number of RPUs actually earned for each Performance Measurement Tranche shall be determined after the end of the relevant performance period based on the achievement of specific performance targets, including, if applicable, a Performance Target Matrix, established for that period by the Committee in accordance with Section 5.1. The Committee may use the same or different performance targets and matrixes for each Performance Measurement Tranche in an LTIP Cycle. For example, the performance goal for one or more Performance Measurement Tranches could be growth in consolidated revenues and consolidated operating return on invested capital while the performance goal for another Performance Measurement Tranche in the same LTIP Cycle could be based on earnings per share. Performance targets or matrixes shall be attached to the LTIP Award Documents or otherwise provided to Eligible Employees. |
4.3.2 | Award Determination. For each Performance Measurement Tranche, the Committee shall review and approve the extent to which the pre-established performance targets have been achieved as described in Section 5.2. One-hundred percent (100%) of the target number of RPUs for the Performance Measurement Tranche shall be credited to an Eligible Employee’s LTIP Account upon 100% achievement of the performance targets for the Performance Measurement Tranche. In establishing the performance targets and matrixes in accordance with Section 5.1, the Committee also may authorize payment of a percentage less than or more than 100% of the target number of RPUs for the Performance Measurement Tranche based on achievement of performance targets at a percentage less than or more than, respectively, 100%. |
4.3.3 | DEUs. An Eligible Employee’s LTIP Account will be promptly credited with DEUs attributable to the RPUs that have been credited to his or her LTIP Account. |
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4.4 | Maximum Individual Award. The aggregate payout with respect to an LTIP Award shall not exceed the limitations of Section 4.1 of the ICP. |
5. | Satisfaction of Internal Revenue Code Section 162(m) for Performance Incentive Award for Management Committee Eligible Employees. LTIP Awards are intended to satisfy the Performance-Based Exception in order to maximize the deductibility of awards made to “covered employees” within the meaning of Code Section 162(m). |
5.1 | Performance Goals and Maximum Award. In accordance with Sections 11.2 and 11.3 of the ICP and no later than the 90th day of each Plan Year, the Committee shall establish the specific performance goals and matrixes described in Sections 4.3.2 and 4.4.2 that are required to be achieved for payment of LTIP Awards for such Plan Year. |
5.2 | Committee Certification. In accordance with Section 11.4 of the ICP, after the Form 10-K has been filed for the applicable Plan Year, the Committee shall determine and certify in writing prior to the payment of any portion of LTIP Award to an Eligible Employee (i) that the specific performance goals and any other material terms applicable to the LTIP Awards have been satisfied for the Plan Year and (ii) the amount of the LTIP Award for each Eligible Employee. If the performance goals and other material terms applicable to LTIP Awards are not satisfied, no LTIP Awards shall be paid to Eligible Employees. |
6. | Vesting. |
6.1 | General. The RPUs and DEUs credited to an Eligible Employee’s LTIP Account during the LTIP Cycle shall vest on the Vesting Date for such LTIP Cycle, provided that the Eligible Employee is continuously employed by UPS or a subsidiary during the LTIP Cycle and through such Vesting Date. The benefit payable to the Eligible Employee shall be based entirely on the number of vested RPUs and DEUs credited to his or her LTIP Account at the time the LTIP Award becomes payable. |
6.2 | Demotion. If an Eligible Employee is demoted before the Vesting Date for an LTIP Cycle to a position that would have been ineligible to receive an LTIP Award, he or she shall forfeit any right to RPUs or DEUs for the Performance Measurement Tranche for the year in which the demotion occurs and for any Performance Measurement Tranche commencing after the demotion. The Eligible Employee shall retain any RPUs and DEUs credited to his or her LTIP Account prior to the demotion, subject to satisfaction of Section 6.1. |
6.3 | Termination of Employment. If an Eligible Employee’s employment terminates by reason of his or her death, Disability or Retirement before the Vesting Date, he or she immediately shall vest in any RPUs and DEUs for a Performance Measurement Tranche that was completed prior to the termination, and he or she shall forfeit any right to RPUs or DEUs for the Performance Measurement Tranche for the year in which the termination occurs and for any Performance |
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Measurement Tranche commencing after the termination. Further, if an Eligible Employee terminates employment before the applicable Vesting Date for any reason other than death, Disability or Retirement, he or she shall forfeit the LTIP Award in its entirety. |
7. | Payment of Awards. |
7.1.1 | Form and Timing. Shares attributable to vested RPUs and DEUs credited to his or her LTIP account shall be transferred to the Eligible Employee (or his or her estate in the event of death) at the following time: |
(A) | If the Eligible Employee is employed on the Vesting Date, during the calendar quarter that includes the applicable Vesting Date; |
(B) | If the Eligible Employee terminates employment prior to the applicable Vesting Date as a result of death, no later than 90 days after the date of his or her death; and |
(C) | If the Eligible Employee terminates employment prior to the applicable Vesting Date as a result of Disability or Retirement, during the calendar quarter that includes the applicable Vesting Date and at the same time as shares are transferred to an Eligible Employee employed on the Vesting Date under (A) above as if the former Eligible Employee had continued to be employed by the Company or an Affiliate through such Vesting Date. |
7.2 | Tax Withholding. LTIP Awards shall be reduced for applicable taxes, or the Eligible Employee shall remit taxes in accordance with Article 15 of the ICP. |
8. | Miscellaneous. |
8.1 | Awards Subject to the Terms of the ICP. LTIP Awards are subject to the terms of the ICP. |
8.2 | Section 409A Compliance. Each LTIP Award is intended either to be exempt from Section 409A or to comply with Section 409A. To the extent that benefits provided under an LTIP Award constitute deferred compensation for purposes of Section 409A and to the extent that deferred compensation is payable upon a “separation from service” as defined in Section 409A, then if the Eligible Employee is a “specified employee” within the meaning of Section 409A(a)(2)(B)(i) of the Code, to the minimum extent required by Section 409A of the Code, no amount of deferred compensation shall be paid or transferred to the Eligible Employee as a result of the Eligible Employee’s separation from service until the date which is the earlier of (i) the expiration of the six month and one day period measured from the date of the Eligible Employee’s separation from service or (ii) the date of the Eligible Employee’s death (the “Delay Period”). All amounts subject to the Delay Period shall be transferred to the Eligible Employee promptly after the Delay Period. |
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8.3 | Amendment and Termination. The Committee may amend, alter, suspend or terminate the LTIP and any LTIP Award at any time subject to the terms of the ICP. Any such amendment shall be in writing signed by a majority of the members of the Committee. The UPS Salary Committee may make administrative amendments to the LTIP from time to time; provided, however, that any such amendment shall be in writing, signed by all members of the UPS Salary Committee and a copy of any such amendment shall be reviewed with the Committee and kept with the records of the LTIP. |
9. | Definitions. Except as set forth below, capitalized terms shall have the meanings set forth in the ICP. |
9.1 | Annualized Base Salary. An Eligible Employee’s rate of pay for a single fixed pay installment determined as of the Grant Date multiplied by the number of mandatory fixed pay installments for the Plan Year. |
9.2 | Committee. The Committee as defined in Section 1.1. |
9.3 | Company. United Parcel Service, Inc. |
9.4 | DEUs. Dividend equivalent units for dividends paid on a share of UPS class A common stock determined as follows: |
9.4.1 | (a) in the case of Share dividends, by multiplying the per Share dividend by the number of RPUs and DEUs credited to the Eligible Employee’s account prior to the adjustment for the dividend; and |
9.4.2 | (b) in the case of a cash dividend or non-Share property dividend, by (i) multiplying the cash dividend paid per Share or the fair market value of the property transferred per Share by the number of RPUs and DEUs credited to the Eligible Employee’s account prior to adjustment for the dividend and (ii) dividing the product obtained in (i) by the closing price on the NYSE of UPS Class B common stock on the last full trading day before the dividend is paid. |
Each DEU shall have a value equal to one share of UPS class A common stock.
9.5 | Disability. Disability as defined in the Company’s long-term disability plan, or if no such plan exists, as determined by the Committee in its discretion. |
9.6 | Eligible Employee. For each Plan Year, an Employee who is classified at the region staff manager level or another level having equivalent or greater responsibilities and satisfies such other eligibility criteria as may be developed from time to time by the UPS Salary Committee. |
9.7 | Grant Date. The date as of which an LTIP Award is granted, as shown on the Award Document for such LTIP Award. |
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9.8 | ICP. The United Parcel Service, Inc. 2009 Omnibus Incentive Compensation Plan, as amended from time to time or any successor plan and any reference to a particular section of the ICP shall include a reference to the comparable section (as determined by the Committee) of the successor plan. |
9.9 | LTIP. The Long-Term Incentive Performance Program, as amended from time to time. |
9.10 | LTIP Account. A bookkeeping account maintained to keep track of the LTIP Award and any adjustments made to such award. |
9.11 | LTIP Award. The award described in Section 4.1. |
9.12 | LTIP Cycle. A cycle of at least three Plan Years as determined by the Committee. For example, the 2012 LTIP Cycle begins on January 1, 2012 and ends no earlier than December 31, 2014 and the 2013 LTIP Cycle begins on January 1, 2013, and ends no earlier than December 31, 2015. |
9.13 | LTIP Effective Date. The date described in Section 1.1. |
9.14 | NYSE. The New York Stock Exchange. |
9.15 | Performance Measurement Tranche. A Performance Measurement Tranche described in Section 4.3.1. |
9.16 | Performance Target Matrix. A Performance Target Matrix described in Section 4.3.1. |
9.17 | Plan Year. The calendar year, January 1 - December 31. |
9.18 | RPU. A Restricted Performance Unit, which is a bookkeeping unit, the value of which corresponds to one share of UPS Class A common stock. |
9.19 | Target LTIP Award Percentage. The percentage described in Section 4.1. |
9.20 | UPS Salary Committee. The Salary Committee of United Parcel Service, Inc. |
9.21 | Vesting Date. January 31 immediately following the end of the LTIP Cycle. For example, January 31, 2015 is the Vesting Date for the 2012 LTIP Cycle if that cycle is three Plan Years. |
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This ‘10-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
12/31/15 | 10-K, 11-K, 5 | |||
1/31/15 | ||||
12/31/14 | 10-K, 11-K, 5, 5/A, ARS | |||
1/1/13 | ||||
Filed on: | 2/27/12 | |||
1/1/12 | ||||
For Period end: | 12/31/11 | 11-K, 5 | ||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/20/24 United Parcel Service Inc. 10-K 12/31/23 136:24M 2/21/23 United Parcel Service Inc. 10-K 12/31/22 133:27M 2/22/22 United Parcel Service Inc. 10-K 12/31/21 133:26M 2/22/21 United Parcel Service Inc. 10-K 12/31/20 139:27M 12/26/12 SEC UPLOAD¶ 9/24/17 1:36K United Parcel Service Inc. 9/21/12 SEC UPLOAD¶ 9/24/17 1:167K United Parcel Service Inc. |