SEC Info - Allegheny Technologies Inc. - ‘10-Q’ for 6/30/21

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Allegheny Technologies Inc. – ‘10-Q’ for 6/30/21 – ‘EX-10.1’

On: Tuesday, 8/3/21, at 11:28am ET · For: 6/30/21 · Accession #: 1628280-21-15267 · File #: 1-12001

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

 8/03/21  Allegheny Technologies Inc.       10-Q        6/30/21   79:12M                                    Workiva Inc Wde… FA01/FA

Quarterly Report — Form 10-Q

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML   1.34M 
 2: EX-10.1     Material Contract                                   HTML     30K 
 3: EX-31.1     Certification -- §302 - SOA'02                      HTML     25K 
 4: EX-31.2     Certification -- §302 - SOA'02                      HTML     25K 
 5: EX-32.1     Certification -- §906 - SOA'02                      HTML     24K 
12: R1          Cover                                               HTML     74K 
13: R2          Consolidated Balance Sheets                         HTML    142K 
14: R3          Consolidated Balance Sheets (Parenthetical)         HTML     39K 
15: R4          Consolidated Statements of Income                   HTML    105K 
16: R5          Consolidated Statements of Comprehensive Income     HTML     82K 
                (Loss)                                                           
17: R6          Consolidated Statements of Cash Flows               HTML     99K 
18: R7          Statements of Changes in Consolidated Equity        HTML     67K 
19: R8          Accounting Policies                                 HTML     28K 
20: R9          Revenue from Contracts with Customers               HTML    238K 
21: R10         Inventories                                         HTML     39K 
22: R11         Property Plant And Equipment                        HTML     32K 
23: R12         Joint Ventures                                      HTML     30K 
24: R13         Supplemental Financial Statement Information -      HTML     46K 
                (Notes)                                                          
25: R14         Debt                                                HTML     72K 
26: R15         Derivative Financial Instruments and Hedging        HTML     82K 
27: R16         Fair Value Of Financial Instruments                 HTML     53K 
28: R17         Retirement Benefits                                 HTML     60K 
29: R18         Income Taxes                                        HTML     27K 
30: R19         Business Segments                                   HTML     97K 
31: R20         Per Share Information                               HTML     53K 
32: R21         Accumulated Other Comprehensive Income (Loss)       HTML    206K 
33: R22         Commitments and Contingencies                       HTML     30K 
34: R23         Subsequent Event                                    HTML     24K 
35: R24         Accounting Policies (Policies)                      HTML     51K 
36: R25         Inventory (Policies)                                HTML     25K 
37: R26         Derivative Instruments and Hedging Activities       HTML     30K 
                (Policies)                                                       
38: R27         Commitment and Contingencies (Policies)             HTML     24K 
39: R28         Revenue from Contracts with Customers (Tables)      HTML    238K 
40: R29         Inventories (Tables)                                HTML     41K 
41: R30         Property, Plant and Equipment (Tables)              HTML     31K 
42: R31         Supplemental Financial Statement Information -      HTML     47K 
                (Tables)                                                         
43: R32         Debt (Tables)                                       HTML     57K 
44: R33         Derivative Financial Instruments and Hedging        HTML     78K 
                (Tables)                                                         
45: R34         Fair Value of Financial Instruments (Tables)        HTML     48K 
46: R35         Retirement Benefits (Tables)                        HTML     57K 
47: R36         Business Segments (Tables)                          HTML     91K 
48: R37         Per Share Information (Tables)                      HTML     53K 
49: R38         Accumulated Other Comprehensive Income (Loss)       HTML    208K 
                (Tables)                                                         
50: R39         Accounting Policies (Accounting Pronouncements)     HTML     76K 
                (Details)                                                        
51: R40         Revenue from Contracts with Customers - Narrative   HTML     66K 
                (Details)                                                        
52: R41         Revenue from Contracts with Customers -             HTML    153K 
                Disaggregation of Revenue (Details)                              
53: R42         Revenue from Contracts with Customers - Accounts    HTML     29K 
                Receivable Reserve for Doubtful Accounts (Details)               
54: R43         Revenue from Contracts with Customers - Contract    HTML     72K 
                Assets and Liabilities (Details)                                 
55: R44         Inventories (Details)                               HTML     47K 
56: R45         Property, Plant and Equipment (Details)             HTML     41K 
57: R46         Joint Ventures (Details)                            HTML     83K 
58: R47         Supplemental Financial Statement Information -      HTML     41K 
                Schedule of Other Income, Net (Details)                          
59: R48         Supplemental Financial Statement Information -      HTML     42K 
                Narrative (Details)                                              
60: R49         Supplemental Financial Statement Information -      HTML     34K 
                Severance and Employee Benefit Costs Rollforward                 
                (Details)                                                        
61: R50         Debt Schedule of Debt (Details)                     HTML     78K 
62: R51         Debt - Revolving Credit Facility Narrative          HTML     94K 
                (Details)                                                        
63: R52         Debt - Convertible Notes Narrative (Details)        HTML    109K 
64: R53         Derivative Financial Instruments and Hedging        HTML     78K 
                (Details)                                                        
65: R54         Derivative Financial Instruments and Hedging        HTML     47K 
                (Details2)                                                       
66: R55         Fair Value of Financial Instruments (Details)       HTML     50K 
67: R56         Retirement Benefits (Details1)                      HTML     47K 
68: R57         Income Taxes - Narrative (Details)                  HTML     30K 
69: R58         Business Segments (Details)                         HTML     91K 
70: R59         Business Segments - Additional Information          HTML     46K 
                (Details)                                                        
71: R60         Per Share Information (Details)                     HTML     68K 
72: R61         Accumulated Other Comprehensive Income (Loss)       HTML     86K 
                (Details)                                                        
73: R62         Accumulated Other Comprehensive Income (Loss)       HTML     72K 
                (Details 2)                                                      
74: R63         Commitments and Contingencies (Details)             HTML     38K 
75: R64         Subsequent Event - Narrative (Details)              HTML     45K 
77: XML         IDEA XML File -- Filing Summary                      XML    141K 
11: XML         XBRL Instance -- ati-20210630_htm                    XML   4.22M 
76: EXCEL       IDEA Workbook of Financial Reports                  XLSX    115K 
 7: EX-101.CAL  XBRL Calculations -- ati-20210630_cal                XML    205K 
 8: EX-101.DEF  XBRL Definitions -- ati-20210630_def                 XML    851K 
 9: EX-101.LAB  XBRL Labels -- ati-20210630_lab                      XML   1.74M 
10: EX-101.PRE  XBRL Presentations -- ati-20210630_pre               XML   1.19M 
 6: EX-101.SCH  XBRL Schema -- ati-20210630                          XSD    178K 
78: JSON        XBRL Instance as JSON Data -- MetaLinks              452±   625K 
79: ZIP         XBRL Zipped Folder -- 0001628280-21-015267-xbrl      Zip    394K

‘EX-10.1’ — Material Contract

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

<! C: C:

Document

Exhibit 10.1

ADDENDUM TO

PERFORMANCE-VESTED RESTRICTED STOCK UNIT AGREEMENT

PURSUANT TO THE

ALLEGHENY TECHNOLOGIES INCORPORATED 2020 INCENTIVE PLAN

This Addendum (this “Addendum”) to that certain Performance-Vested Restricted Stock Unit Agreement (the “Agreement”) dated as of the 4th day of January, 2021 (the “Grant Date”) by and between ALLEGHENY TECHNOLOGIES INCORPORATED, a Delaware company (the “Company”), and certain Participants in the Incentive Plan, as defined such terms are defined in the Agreement, amends the Agreement as follows:

WHEREAS, the Company sponsors and maintains the Allegheny Technologies Incorporated 2020 Incentive Plan (the “Incentive Plan”);

WHEREAS, the Company desires to encourage the Participant to remain an employee of the Company and, during such employment, to contribute substantially to the financial performance of the Company;

WHEREAS, to provide that incentive, the Company awarded the Participant certain performance-vested restricted stock units (singular “PSU” and plural “PSUs”) as set forth in the Agreement;

WHEREAS, the PSUs are subject to the Company attaining a level of relative total shareholder return (“TSR”) over specific Measurement Periods as specified in the Agreement;

WHEREAS, due to administrative error, Appendix A to the Agreement mistakenly defined “Fair Market Value” for purposes of calculating the Company’s TSR as the average of the high and low trading prices of a share of the Company’s common stock, par value $0.10 per share (the “Common Stock”) on the New York Stock Exchange (the “NYSE”);

WHEREAS, as approved by the Company’s Board of Directors, “Fair Market Value” for such purpose on any given trading day should have been defined as the closing price of the Common Stock on the NYSE. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Incentive Plan.

NOW, THEREFORE, in consideration of the mutual promises and covenants contained in the Agreement, Appendix A to the Agreement is hereby amended and restated in its entirely and replaced with the attached Appendix A, which correctly defines the term “Fair Market Value.”

[Remainder of Page Intentionally Blank]

Appendix A

TSR Peer Group and Methodology

Peer Group


Reliance Steel & Aluminum Co.
Steel Dynamics, Inc.
Wabtec Corporation
Oshkosh Corporation
Arconic Corporation
Commercial Metals Company
Howmet Aerospace Inc.
The Timken Company
Terex Corporation
Crane Co.
Worthington Industries, Inc.
Moog Inc.
Trinity Industries, Inc.
Valmont Industries, Inc.
Carpenter Technology Corporation
Kennametal Inc.
Schnitzer Steel Industries, Inc.
SPX Flow, Inc.

Calculation Methodology

Total Shareholder Return is calculated based on the Fair Market Value of a share of Common Stock as of the end of each individual independent Measurement Period and the end of the Performance Period, plus dividends paid as if they had been reinvested on each ex-dividend date during each Measurement Period and the Performance Period, as applicable, divided by the Fair Market Value of a share of Common Stock at the beginning of the Performance Period. For purposes of determining the Company’s Total Shareholder Return:

•“Fair Market Value” means, as of any given date, the closing price of the Common Stock on the New York Stock Exchange (the “NYSE”) or, if the Common Stock is not then traded on the NYSE, on such other national securities exchange on which the Common Stock is admitted to trade, or, if none, on the National Association of Securities Dealers Automated Quotation System if the Common Stock is admitted for quotation thereon; provided, however, that if there were no sales reported as of such date, Fair Market Value shall be computed as of the last date preceding such date on which a sale was reported, provided, further, that if any such exchange or quotation system is closed on any day on which Fair Market Value is to be determined, Fair Market Value shall be determined as of the first date immediately preceding such date on which such exchange or quotation system was open for trading.

•For purposes of determining the Fair Market Value of a share of Common Stock at the beginning and end of each Measurement Period and the Performance Period, the value shall be determined as the average Fair Market Value for the twenty (20) trading days immediately preceding, respectively, the first day of the Performance Period, and last day of each Measurement Period and the Performance Period.

Calculation of Relative Total Shareholder Return: The extent to which the number of PSUs which become vested under this Agreement shall be determined by measuring the Company’s Total Shareholder Return as a percentage ranking in comparison with the Peer Group Total Shareholder Return, as calculated using the above-stated principles, with the Company included in the group. The determination of whether the Company’s Total Shareholder Return is negative for the three-year Performance Period ending December 31, 2023 shall be determined using the above-stated principles. Adjustments and actions with respect to the Company and any peer group company shall be in accord with the provisions of Appendix C.

Dates Referenced Herein and Documents Incorporated by Reference

This ‘10-Q’ Filing	Date	Other Filings

	12/31/23
Filed on:	8/3/21	8-K
For Period end:	6/30/21
		List all Filings

5 Subsequent Filings that Reference this Filing

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

 2/23/24  Ati Inc.                          10-K       12/31/23  149:23M                                    Workiva Inc Wde… FA01/FA
 2/24/23  Ati Inc.                          10-K       12/31/22  138:21M                                    Workiva Inc Wde… FA01/FA
 2/25/22  Ati Inc.                          10-K       12/31/21  139:22M                                    Workiva Inc Wde… FA01/FA
 9/10/21  Ati Inc.                          424B5                  1:1.3M                                   Donnelley … Solutions/FA
 9/08/21  Ati Inc.                          424B3                  1:1.3M                                   Donnelley … Solutions/FA

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Filing Submission 0001628280-21-015267 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)