SEC Info  
    Home      Search      My Interests      Help      Sign In      Please Sign In

Quanta Services, Inc. – ‘10-Q’ for 3/31/23 – ‘EX-10.1’

On:  Thursday, 5/4/23, at 10:08am ET   ·   For:  3/31/23   ·   Accession #:  1050915-23-80   ·   File #:  1-13831

Previous ‘10-Q’:  ‘10-Q’ on 11/4/22 for 9/30/22   ·   Next:  ‘10-Q’ on 8/3/23 for 6/30/23   ·   Latest:  ‘10-Q’ on 5/2/24 for 3/31/24   ·   4 References:   

Find Words in Filings emoji
 
  in    Show  and   Hints

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

 5/04/23  Quanta Services, Inc.             10-Q        3/31/23  102:10M

Quarterly Report   —   Form 10-Q

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML   1.82M 
 2: EX-10.1     Material Contract                                   HTML     38K 
 3: EX-31.1     Certification -- §302 - SOA'02                      HTML     32K 
 4: EX-31.2     Certification -- §302 - SOA'02                      HTML     32K 
 5: EX-32.1     Certification -- §906 - SOA'02                      HTML     30K 
11: R1          Cover Page                                          HTML     81K 
12: R2          Condensed Consolidated Balance Sheets               HTML    150K 
13: R3          Condensed Consolidated Balance Sheets               HTML     39K 
                (Parenthetical)                                                  
14: R4          Condensed Consolidated Statements of Operations     HTML    121K 
15: R5          Condensed Consolidated Statements of Comprehensive  HTML     63K 
                Income (Loss)                                                    
16: R6          Condensed Consolidated Statements of Cash Flows     HTML    134K 
17: R7          Condensed Consolidated Statements of Equity         HTML     89K 
18: R8          Condensed Consolidated Statements of Equity         HTML     31K 
                (Parenthetical)                                                  
19: R9          Business and Organization, Basis of Presentation    HTML     33K 
                and Accounting Policies                                          
20: R10         New Accounting Pronouncements                       HTML     42K 
21: R11         Revenue Recognition and Related Balance Sheet       HTML     93K 
                Accounts                                                         
22: R12         Segment Information                                 HTML     83K 
23: R13         Acquisitions                                        HTML     92K 
24: R14         Investments in Affiliates and Other Entities        HTML     41K 
25: R15         Per Share Information                               HTML     40K 
26: R16         Debt Obligations                                    HTML     71K 
27: R17         Leases                                              HTML    116K 
28: R18         Income Taxes                                        HTML     36K 
29: R19         Equity                                              HTML     59K 
30: R20         Stock-Based Compensation                            HTML     62K 
31: R21         Employee Benefit Plans                              HTML     43K 
32: R22         Commitments and Contingencies                       HTML     61K 
33: R23         Detail of Certain Accounts                          HTML     49K 
34: R24         Supplemental Cash Flow Information                  HTML     81K 
35: R25         Business and Organization, Basis of Presentation    HTML     66K 
                and Accounting Policies (Policies)                               
36: R26         Revenue Recognition and Related Balance Sheet       HTML     76K 
                Accounts (Tables)                                                
37: R27         Segment Information (Tables)                        HTML     75K 
38: R28         Acquisitions (Tables)                               HTML     96K 
39: R29         Investments in Affiliates and Other Entities        HTML     38K 
                (Tables)                                                         
40: R30         Per Share Information (Tables)                      HTML     40K 
41: R31         Debt Obligations (Tables)                           HTML     67K 
42: R32         Leases (Tables)                                     HTML     98K 
43: R33         Equity (Tables)                                     HTML     55K 
44: R34         Stock-Based Compensation (Tables)                   HTML     58K 
45: R35         Employee Benefit Plans (Tables)                     HTML     39K 
46: R36         Detail of Certain Accounts (Tables)                 HTML     48K 
47: R37         Supplemental Cash Flow Information (Tables)         HTML     84K 
48: R38         Revenue Recognition and Related Balance Sheet       HTML     72K 
                Accounts - Additional Information (Details)                      
49: R39         Revenue Recognition and Related Balance Sheet       HTML     41K 
                Accounts - Performance Obligations (Details)                     
50: R40         Revenue Recognition and Related Balance Sheet       HTML     52K 
                Accounts - Revenue Disaggregated by Geographic                   
                Location and Contract Type (Details)                             
51: R41         Revenue Recognition and Related Balance Sheet       HTML     34K 
                Accounts - Contract Assets and Liabilities                       
                (Details)                                                        
52: R42         Revenue Recognition and Related Balance Sheet       HTML     36K 
                Accounts - Composition of the Allowance for Credit               
                Losses (Details)                                                 
53: R43         Segment Information - Narrative (Details)           HTML     45K 
54: R44         Segment Information - Summarized Financial          HTML     73K 
                Information (Details)                                            
55: R45         Acquisitions - Narrative (Details)                  HTML     73K 
56: R46         Acquisitions - Aggregate Consideration Paid or      HTML     78K 
                Payable and Allocation of Net Assets (Details)                   
57: R47         Acquisitions - Estimated Fair Values of             HTML     45K 
                Identifiable Intangible Assets and Related                       
                Weighted Average Amortization (Details)                          
58: R48         Acquisitions - Significant Estimates Used by        HTML     38K 
                Management in Determining Fair Values of Customer                
                Relationships Acquired (Details)                                 
59: R49         Acquisitions - Aggregate Fair Values of             HTML     40K 
                Outstanding Contingent Consideration Liabilities                 
                (Details)                                                        
60: R50         Acquisitions - Factors Used to Determine Fair       HTML     48K 
                Value of Contingent Consideration Liabilities                    
                (Details)                                                        
61: R51         Acquisitions - Unaudited Supplemental Pro Forma     HTML     33K 
                Results of Operations (Details)                                  
62: R52         Investments in Affiliates and Other Entities -      HTML     42K 
                Equity Investments by Type (Details)                             
63: R53         Investments in Affiliates and Other Entities -      HTML     72K 
                Equity Method Investments (Details)                              
64: R54         Investments in Affiliates and Other Entities -      HTML     35K 
                Marketable and Non-Marketable Equity Securities                  
                (Details)                                                        
65: R55         Per Share Information - Basic and Diluted Earnings  HTML     48K 
                Per Share Attributable to Common Stock (Details)                 
66: R56         Debt Obligations - Long-term Debt Obligations       HTML     69K 
                (Details)                                                        
67: R57         Debt Obligations - Senior Notes (Details)           HTML     42K 
68: R58         Debt Obligations - Additional Information           HTML     39K 
                (Details)                                                        
69: R59         Debt Obligations - Senior Credit Facility           HTML     61K 
                (Details)                                                        
70: R60         Debt Obligations - Borrowings under Credit          HTML     34K 
                Facility and Applicable Interest Rates (Details)                 
71: R61         Debt Obligations - Commercial Paper Program and     HTML     50K 
                Additional Letters of Credit (Details)                           
72: R62         Leases - Components of Lease Costs (Details)        HTML     40K 
73: R63         Leases - Narrative (Details)                        HTML     34K 
74: R64         Leases - Future Minimum Lease Payments (Details)    HTML    104K 
75: R65         Leases - Other Information Related to Leases        HTML     40K 
                (Details)                                                        
76: R66         Income Taxes (Details)                              HTML     42K 
77: R67         Equity - Repurchases of Common Stock Under Stock    HTML     35K 
                Repurchase Programs (Details)                                    
78: R68         Equity - Narrative (Details)                        HTML     30K 
79: R69         Equity - Dividends (Details)                        HTML     33K 
80: R70         Stock-Based Compensation - Additional Information   HTML     46K 
                (Details)                                                        
81: R71         Stock-Based Compensation - Summary of PSUs and      HTML     59K 
                RSUs to be Settled in Common Stock Activity                      
                (Details)                                                        
82: R72         Stock-Based Compensation - Grant Date Fair Value    HTML     39K 
                for Awards of Performance Units Inputs (Details)                 
83: R73         Stock-Based Compensation - RSUs to be Settled in    HTML     37K 
                Cash (Details)                                                   
84: R74         Employee Benefit Plans (Details)                    HTML     37K 
85: R75         Commitments and Contingencies - Legal Proceedings   HTML     83K 
                (Details)                                                        
86: R76         Commitments and Contingencies - Silverado Wildfire  HTML     35K 
                Matter (Details)                                                 
87: R77         Commitments and Contingencies - Insurance           HTML     42K 
                (Details)                                                        
88: R78         Commitments and Contingencies - Bonds and Parent    HTML     35K 
                Guarantees (Details)                                             
89: R79         Commitments and Contingencies - Capital             HTML     32K 
                Commitments and Other Committed Expenditures                     
                (Details)                                                        
90: R80         Detail of Certain Accounts - Cash and Cash          HTML     46K 
                Equivalents (Details)                                            
91: R81         Detail of Certain Accounts - Accounts Payable and   HTML     38K 
                Accrued Expenses (Details)                                       
92: R82         Detail of Certain Accounts - Additional             HTML     34K 
                Information (Details)                                            
93: R83         Supplemental Cash Flow Information - Net Effects    HTML     46K 
                of Changes in Operating Assets and Liabilities,                  
                Net, on Cash Flows from Operating Activities                     
                (Details)                                                        
94: R84         Supplemental Cash Flow Information -                HTML     46K 
                Reconciliation of Cash, Cash Equivalents, and                    
                Restricted Cash (Details)                                        
95: R85         Supplemental Cash Flow Information - Supplemental   HTML     44K 
                Cash Flow Related to Leases (Details)                            
96: R86         Supplemental Cash Flow Information - Additional     HTML     36K 
                Supplemental Cash Flow Information (Details)                     
97: R87         Supplemental Cash Flow Information - Narrative      HTML     31K 
                (Details)                                                        
100: XML         IDEA XML File -- Filing Summary                      XML    192K  
98: XML         XBRL Instance -- pwr-20230331_htm                    XML   2.17M 
99: EXCEL       IDEA Workbook of Financial Reports                  XLSX    177K 
 7: EX-101.CAL  XBRL Calculations -- pwr-20230331_cal                XML    294K 
 8: EX-101.DEF  XBRL Definitions -- pwr-20230331_def                 XML    692K 
 9: EX-101.LAB  XBRL Labels -- pwr-20230331_lab                      XML   1.96M 
10: EX-101.PRE  XBRL Presentations -- pwr-20230331_pre               XML   1.17M 
 6: EX-101.SCH  XBRL Schema -- pwr-20230331                          XSD    228K 
101: JSON        XBRL Instance as JSON Data -- MetaLinks              529±   834K  
102: ZIP         XBRL Zipped Folder -- 0001050915-23-000080-xbrl      Zip    576K  


‘EX-10.1’   —   Material Contract


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



 <!   C:   C: 
  Document  

Exhibit 10.1

image_0.jpg


Director Compensation Summary
(to be effective as of the May 2023 Annual Meeting of the Board of Directors)
At every annual meeting of stockholders at which a non-employee director is elected or re-elected, each such elected or re-elected non-employee director shall receive, (i) an annual award of restricted stock units (RSUs) having a value of $165,000, and (ii) the annual cash retainer(s) set forth below for board membership, committee membership, and board/committee leadership to which such non-employee director is appointed:
Annual
Membership
Cash Retainer
Annual Cash Retainer
Supplement for

Committee Chairmanship
Board of Directors
$105,000
N/A
Audit Committee
$15,000
$25,000
Compensation Committee
$10,000
$20,000
Governance and Nominating Committee
$10,000
$20,000
Investment Committee
$10,000
$20,000

Upon initial appointment to the Board of Directors other than at an annual meeting of stockholders, each such initially appointed non-employee director shall receive, for the period from the appointment through the end of the director service year during which the appointment is made, a pro rata portion of such RSU award and applicable cash retainers.
Upon the appointment of any non-employee director as Chairman of the Board, the non-employee director so appointed shall receive additional annual compensation in the amount of $200,000, of which 50% shall be payable in cash, and 50% shall be payable in RSUs; provided, however, that any non-employee director so appointed other than immediately following the annual meeting of stockholders shall receive a pro rata portion thereof for the period from the appointment through the end of the director service year.
Unless the director's board service is earlier terminated, restricted stock or RSUs awarded to non-employee directors will vest on June 1st following conclusion of the director service year; provided, however, that subject to the terms of applicable award agreements, unvested restricted stock or RSUs held by (i) any non-employee director who is not nominated for or elected to a new term, including for example, due to a reduction in the size of the Board, age precluding a re-nomination, the identification of a new nominee, or the desire to retire at the end of a term, or (ii) any non-employee director who resigns at Quanta’s convenience, including any resignation resulting from the non-employee director’s failure to receive a majority of the votes cast in an election for directors as required by Quanta’s Bylaws, will vest in full on the earlier of (a) June



1st following conclusion of the director service year or (b) the date of such non-employee director’s termination of service.  Subject to the terms of applicable award agreements, RSUs will be settled in shares of Quanta common stock, provided that non-employee directors may elect to settle up to 50% of any RSU award in cash if the non-employee director is in compliance with applicable stock ownership guidelines as of the date of settlement of such RSUs and is expected to continue to be in compliance with applicable stock ownership guidelines immediately following such cash settlement of RSUs.
Each non-employee director shall receive a fee for attendance at each meeting of the Board of Directors or any committee in excess of the number of meetings per director service year specified below as follows: 
Fee for Meetings
in Excess of the
Following Number
Per Service Year:
Physical Meeting
Telephonic Meeting
Board of Directors
9
$2,000
$1,000
Audit Committee
9
$1,000
   $500
Compensation Committee
9
$1,000
   $500
Governance and Nominating Committee
9
$1,000
   $500
Investment Committee
9
$1,000
   $500

Directors are reimbursed for reasonable out-of-pocket expenses incurred in attending meetings of the Board of Directors or the committees thereof, and for other expenses reasonably incurred in their capacity as directors of Quanta.
Notwithstanding anything herein to the contrary, directors who also are employees of Quanta or any of its subsidiaries do not receive additional compensation for serving as directors.

Adopted March 29, 2023, to be effective May 23, 2023


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-Q’ Filing    Date    Other Filings
5/23/23
Filed on:5/4/238-K
For Period end:3/31/238-K
3/29/23
 List all Filings 


1 Subsequent Filing that References this Filing

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

 2/22/24  Quanta Services, Inc.             10-K       12/31/23  128:15M


3 Previous Filings that this Filing References

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

 3/14/23  Quanta Services, Inc.             8-K:5,9     3/09/23   11:182K                                   Donnelley … Solutions/FA
 1/19/23  Quanta Services, Inc.             8-K:5,9     1/13/23   11:366K                                   Donnelley … Solutions/FA
 3/26/19  Quanta Services, Inc.             8-K:5,8,9   3/22/19    5:56K                                    Donnelley … Solutions/FA
Top
Filing Submission 0001050915-23-000080   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Copyright © 2024 Fran Finnegan & Company LLC – All Rights Reserved.
AboutPrivacyRedactionsHelp — Thu., May 16, 4:03:00.1am ET