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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/26/19 National Oilwell Varco Inc 10-Q 3/31/19 80:9.8M ActiveDisclosure/FA |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 629K
2: EX-10.13 Material Contract HTML 40K
3: EX-10.14 Material Contract HTML 39K
4: EX-10.15 Material Contract HTML 48K
9: EX-95 Mine-Safety Disclosure HTML 46K
5: EX-31.1 Certification -- §302 - SOA'02 HTML 27K
6: EX-31.2 Certification -- §302 - SOA'02 HTML 27K
7: EX-32.1 Certification -- §906 - SOA'02 HTML 24K
8: EX-32.2 Certification -- §906 - SOA'02 HTML 24K
16: R1 Document and Entity Information HTML 48K
17: R2 Consolidated Balance Sheets (Unaudited) HTML 129K
18: R3 Consolidated Balance Sheets (Unaudited) HTML 33K
(Parenthetical)
19: R4 Consolidated Statements of Income (Loss) HTML 93K
(Unaudited)
20: R5 Consolidated Statements of Comprehensive Loss HTML 47K
(Unaudited)
21: R6 Consolidated Statements of Cash Flows (Unaudited) HTML 107K
22: R7 Consolidated Statements of Stockholders' Equity HTML 68K
23: R8 Consolidated Statements of Stockholders' Equity HTML 25K
(Parenthetical)
24: R9 Basis of Presentation HTML 29K
25: R10 Inventories, net HTML 45K
26: R11 Accrued Liabilities HTML 74K
27: R12 Accumulated Other Comprehensive Loss HTML 160K
28: R13 Segments HTML 96K
29: R14 Revenue HTML 234K
30: R15 Leases HTML 170K
31: R16 Debt HTML 46K
32: R17 Income Taxes HTML 28K
33: R18 Stock-Based Compensation HTML 32K
34: R19 Derivative Financial Instruments HTML 414K
35: R20 Net Income (Loss) Attributable to Company Per HTML 72K
Share
36: R21 Cash Dividends HTML 27K
37: R22 Commitments and Contingencies HTML 34K
38: R23 New Accounting Pronouncements HTML 30K
39: R24 Basis of Presentation (Policies) HTML 41K
40: R25 Inventories, net (Tables) HTML 46K
41: R26 Accrued Liabilities (Tables) HTML 74K
42: R27 Accumulated Other Comprehensive Loss (Tables) HTML 158K
43: R28 Segments (Tables) HTML 96K
44: R29 Revenue (Tables) HTML 230K
45: R30 Leases (Tables) HTML 172K
46: R31 Debt (Tables) HTML 46K
47: R32 Derivative Financial Instruments (Tables) HTML 414K
48: R33 Net Income (Loss) Attributable to Company Per HTML 70K
Share (Tables)
49: R34 Basis of Presentation - Additional Information HTML 24K
(Detail)
50: R35 Inventories, net - Inventories (Details) HTML 35K
51: R36 Accrued Liabilities - Accrued Liabilities (Detail) HTML 51K
52: R37 Accrued Liabilities - Changes in Warranty HTML 29K
Provision (Detail)
53: R38 Accumulated Other Comprehensive Loss - Components HTML 45K
of Accumulated Other Comprehensive Loss (Detail)
54: R39 Accumulated Other Comprehensive Loss - Components HTML 44K
of Amounts Reclassified from Accumulated Other
Comprehensive Income (Loss) (Detail)
55: R40 Accumulated Other Comprehensive Loss - Additional HTML 34K
Information (Detail)
56: R41 Segments - Operating Segments (Detail) HTML 43K
57: R42 Segments - Additional Information (Detail) HTML 24K
58: R43 Revenue - Summary of Disaggregate Revenue by HTML 78K
Destinations (Detail)
59: R44 Revenue - Additional Information (Detail) HTML 30K
60: R45 Revenue - Additional Information (Detail 1) HTML 32K
61: R46 Revenue - Summary of Changes in Carrying Amount of HTML 45K
Contract Assets and Contract Liabilities (Detail)
62: R47 Leases - Additional Information (Detail) HTML 35K
63: R48 Leases - Schedule of Components of Leases (Detail) HTML 45K
64: R49 Leases - Components of Lease Expense (Detail) HTML 38K
65: R50 Leases - Supplemental Information Related to HTML 46K
Leases (Detail)
66: R51 Leases - Future Minimum Lease Payments (Detail) HTML 64K
67: R52 Debt - Debt (Details) HTML 33K
68: R53 Debt - Debt (Parenthetical) (Detail) HTML 35K
69: R54 Debt - Additional Information (Detail) HTML 66K
70: R55 Income Taxes - Additional Information (Detail) HTML 26K
71: R56 Stock-Based Compensation - Additional Information HTML 86K
(Detail)
72: R57 Derivative Financial Instruments - Outstanding HTML 31K
Foreign Currency Forward Contracts (Detail)
73: R58 Derivative Financial Instruments - Derivative HTML 48K
Instruments and their Balance Sheet
Classifications (Detail)
74: R59 Derivative Financial Instruments - Effect of HTML 51K
Derivative Instruments on Consolidated Statements
of Income (Loss) (Detail)
75: R60 Net Income (Loss) Attributable to Company Per HTML 48K
Share - Computation of Weighted Average Basic and
Diluted Shares Outstanding (Detail)
76: R61 Net Income (Loss) Attributable to Company Per HTML 25K
Share - Additional Information (Detail)
77: R62 Cash Dividends - Additional Information (Detail) HTML 34K
79: XML IDEA XML File -- Filing Summary XML 138K
78: EXCEL IDEA Workbook of Financial Reports XLSX 65K
10: EX-101.INS XBRL Instance -- nov-20190331 XML 3.06M
12: EX-101.CAL XBRL Calculations -- nov-20190331_cal XML 190K
13: EX-101.DEF XBRL Definitions -- nov-20190331_def XML 322K
14: EX-101.LAB XBRL Labels -- nov-20190331_lab XML 998K
15: EX-101.PRE XBRL Presentations -- nov-20190331_pre XML 730K
11: EX-101.SCH XBRL Schema -- nov-20190331 XSD 142K
80: ZIP XBRL Zipped Folder -- 0001564590-19-013287-xbrl Zip 131K
Exhibit 10.14
NATIONAL OILWELL VARCO, INC.
2018 LONG-TERM INCENTIVE PLAN
Restricted Stock Agreement
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Grantee: |
«Name» |
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Date of Grant: |
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Number of Restricted Shares Granted: |
«Shares2» |
1.TUNotice of GrantUT. National Oilwell Varco, Inc. (the “Company”) is pleased to notify you that you have been granted the above number of restricted shares of Common Stock (“Restricted Stock”) of the Company pursuant to the National Oilwell Varco, Inc. Long-Term Incentive Plan (the “Plan”), subject to the terms and conditions of the Plan and this Agreement.
2.TUVesting of Restricted StockUT. Subject to the further provisions of this Agreement, the shares of Restricted Stock shall become vested in accordance with the following schedule:
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VESTING DATE |
VESTED PERCENTAGE |
|
33 1/3% |
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33 1/3% |
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33 1/3% |
Distributions on a share of Restricted Stock may be held by the Company without interest until the Restricted Stock with respect to which the distribution was made becomes vested or is forfeited and then paid to you or forfeited, as the case may be.
Notwithstanding the above vesting schedule, but subject to the further provisions hereof, upon the occurrence of any of the following events the shares of Restricted Stock shall vest as provided below:
(a)TUChange of ControlUT. The shares of Restricted Stock shall become fully vested upon your Involuntary Termination. As used in this paragraph, "Involuntary Termination" means your termination from employment with the Company on or within twelve months following a Change of Control that is either (i) initiated by the Company for reasons other than (a) your gross negligence or willful misconduct in the performance of your duties with the Company or (b) your final conviction of a felony or a misdemeanor involving moral turpitude, or (ii) initiated by you after (a) a reduction by the Company of your authority, duties or responsibilities immediately prior to the Change of Control (excluding for this purpose (A) an insubstantial reduction of such authorities, duties or responsibilities or an insubstantial reduction of your offices, titles and reporting
ws7A3.tmp
requirements, or (B) an isolated, insubstantial and inadvertent action not taken in bad faith and which is remedied by the Company promptly after receipt of notice thereof given by you), (b) a reduction of your base salary or total compensation as in effect immediately prior to the Change of Control (total compensation means for this purpose: base salary, participation in an annual bonus plan, and participation in a long-term incentive plan), or (c) your transfer, without your express written consent, to a location which is outside the general metropolitan area in which your principal place of business immediately prior to the Change of Control may be located or the Company's requiring you to travel on Company business to a substantially greater extent than required immediately prior to the Change of Control. The term “Change of Control” shall mean: (i) the Company completes the sale of assets having a gross sales price which exceeds 50% of the consolidated total capitalization of the Company (consolidated total stockholders’ equity plus consolidated total long-term debt as determined in accordance with generally accepted accounting principles) as at the end of the last full fiscal quarter prior to the date such determination is made; or (ii) any corporation, person or group within the meaning of Section 13(d)(3) and 14(d)(2) of the Securities Exchange Act of 1934, as amended (the “Act”), becomes the beneficial owner (within the meaning of Rule 13d-3 under the Act) of voting securities of the Company representing more than 30% of the total votes eligible to be cast at any election of directors of the Company.
(b)Disability. If your employment with the Company terminates by reason of a disability that entitles you to benefits under the Company’s long-term disability plan, as determined in the sole discretion of the Company, any shares of Restricted Stock held by you and not already vested shall be 100% vested.
(c)Death.If you die while in the employ of the Company, any shares of Restricted Stock held by you and not already vested shall be 100% vested.
For purposes of this Agreement, “employment with the Company” shall include being an employee or a director of, or a consultant to, the Company or Subsidiary.
The provisions of any written employment or severance agreement between you and the Company concerning the vesting of Restricted Stock are incorporated hereby and made a part of this Agreement.
Subject to the terms of any applicable employment agreement or severance agreement, all shares of Restricted Stock that are not vested on your termination of employment for any reason other than as provided in (a), (b) and (c) above shall be automatically cancelled and forfeited without payment upon your termination.
3.TUCustody of Restricted Stock; Ownership RightsUT. Upon vesting and satisfying all applicable tax withholding obligations, the Company shall cause a book-entry registration or certificate or certificates to be issued without legend (except for any legend required pursuant to applicable securities laws or any other agreement to which you are a party) in your name evidencing the shares of Restricted Stock that have vested. Prior to the satisfaction of such vesting conditions or the occurrence of such events, the Restricted Stock is not transferable and shall be held in trust by the Secretary of the Company or such other depository as may be
ws7A3.tmp– 2 –
designated by the Committee as a depository for safekeeping until the forfeiture of such Restricted Stock occurs or the vesting of the shares pursuant to the terms of the Plan and this Agreement. In the Company’s sole discretion, the Restricted Stock may be evidenced by an electronic book-entry account in your name created by the Company’s stock transfer agent. No book-entry registration or physical certificates evidencing the Restricted Stock will be issued to you until the satisfaction of all vesting conditions set forth herein and the satisfaction of all applicable tax withholding obligations. You shall, if required by the Committee, deliver to the Company a stock power, endorsed in blank, relating to the Restricted Stock. Subject to the restrictions set forth herein, you are entitled to all voting and ownership rights applicable to the Restricted Stock, whether or not vested.
4.UNontransferability of Restricted StockU. You may not sell, transfer, pledge, exchange, hypothecate or dispose of shares of Restricted Stock in any manner otherwise than by will or by the laws of descent or distribution. A breach of these terms of this Agreement shall cause a forfeiture of the shares of Restricted Stock.
5.UEntire Agreement; Governing LawU. These shares of Restricted Stock are granted under and governed by the terms and conditions of the Plan and this Agreement. In the event of any conflict between the Plan and this Agreement, the terms of the Plan shall control. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Agreement. The Plan is incorporated herein by reference. The Plan and this Agreement constitute the entire agreement of the parties with respect to the subject matter hereof and supersede in their entirety all prior undertakings and agreements of the Company and you with respect to the subject matter hereof, and may not be modified adversely to your interest except by means of a writing signed by the Company and you. This Agreement is governed by the internal substantive laws, but not the choice of law rules, of the state of Texas.
6.UWithholding of TaxU. To the extent that the vesting of Restricted Stock results in the receipt of compensation by you with respect to which the Company or a Subsidiary has a tax withholding obligation pursuant to applicable law, the Company shall withhold a number of Shares that would otherwise be delivered on vesting that have an aggregate Fair Market Value that does not exceed the amount of taxes to be withheld to meet your tax withholding obligations, unless you, at your option, deliver to the Company or the Subsidiary such amount of money as the Company or the Subsidiary may require to meet its withholding obligations in lieu of the withholding of Shares. No delivery of unrestricted Shares shall be made under this Agreement until the applicable tax withholding requirements of the Company or Subsidiary have been satisfied in full.
7.Forfeiture in Certain Circumstances (“Clawback”). The Committee may, at its sole discretion, terminate this Award if it determines you have violated the Company’s Clawback Policy.
T
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| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 2/27/22 | ||||
| 2/27/21 | ||||
| 2/27/20 | 4 | |||
| Filed on: | 4/26/19 | 8-K | ||
| For Period end: | 3/31/19 | 4 | ||
| 2/27/19 | 4 | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/14/24 NOV Inc. 10-K 12/31/23 114:21M Donnelley … Solutions/FA 2/14/23 NOV Inc. 10-K 12/31/22 117:27M Donnelley … Solutions/FA 4/29/22 NOV Inc. 10-Q 3/31/22 73:9.7M Donnelley … Solutions/FA 2/11/22 NOV Inc. 10-K 12/31/21 114:27M ActiveDisclosure/FA 10/27/21 NOV Inc. 10-Q 9/30/21 73:13M ActiveDisclosure/FA 7/28/21 NOV Inc. 10-Q 6/30/21 72:12M ActiveDisclosure/FA 4/28/21 NOV Inc. 10-Q 3/31/21 73:10M ActiveDisclosure/FA 2/12/21 NOV Inc. 10-K 12/31/20 114:26M ActiveDisclosure/FA 10/27/20 NOV Inc. 10-Q 9/30/20 79:12M ActiveDisclosure/FA |