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PPG Industries Inc – ‘10-Q’ for 3/31/13 – ‘EX-10.1’

On:  Monday, 4/29/13, at 1:52pm ET   ·   For:  3/31/13   ·   Accession #:  79879-13-33   ·   File #:  1-01687

Previous ‘10-Q’:  ‘10-Q’ on 10/29/12 for 9/30/12   ·   Next:  ‘10-Q’ on 7/29/13 for 6/30/13   ·   Latest:  ‘10-Q’ on 4/19/24 for 3/31/24   ·   3 References:   

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

 4/29/13  PPG Industries Inc                10-Q        3/31/13   98:12M

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

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    581K 
 2: EX-10.1     Letter Agreement With Frank Sklarsky                HTML     35K 
 3: EX-10.2     Form of Nonqualified Stock Option Award Agreement   HTML     68K 
 4: EX-10.3     Form of Performance-Based Restricted Stock Unit     HTML     80K 
                Award Agreement for Key Employee                                 
 5: EX-10.4     Form of Performance-Based Restricted Stock Unit     HTML     79K 
                Award Agreement                                                  
 6: EX-10.5     Form of Time-Vested Restricted Stock Unit Award     HTML     75K 
                Agreement                                                        
 7: EX-10.6     Form of Tsr Share Award Agreement                   HTML     82K 
 8: EX-12       Ratio of Earnings to Fixed Charges                  HTML     50K 
 9: EX-31.1     CEO Certification Section 301                       HTML     34K 
10: EX-31.2     CFO Certification Section 302                       HTML     34K 
11: EX-32.1     CEO Certification Section 906                       HTML     29K 
12: EX-32.2     CFO Certification Section 906                       HTML     29K 
69: R1          Document and Entity Information                     HTML     46K 
56: R2          Condensed Consolidated Statement of Income          HTML    151K 
67: R3          Condensed Consolidated Statement of Comprehensive   HTML     66K 
                Income                                                           
71: R4          Condensed Consolidated Balance Sheet                HTML    157K 
90: R5          Condensed Consolidated Balance Sheet                HTML     33K 
                (Parenthetical)                                                  
58: R6          Condensed Consolidated Statement of Cash Flows      HTML    227K 
66: R7          Basis of Presentation                               HTML     40K 
51: R8          New Accounting Standards                            HTML     30K 
41: R9          Fair Value Measurement                              HTML    104K 
91: R10         Acquisitions                                        HTML     51K 
73: R11         Separation and Merger Transaction                   HTML     67K 
72: R12         Inventories                                         HTML     42K 
78: R13         Goodwill and Other Identifiable Intangible Assets   HTML     98K 
79: R14         Business Restructuring                              HTML     74K 
76: R15         Debt                                                HTML     32K 
80: R16         Investments                                         HTML     33K 
68: R17         Earnings Per Common Share                           HTML     73K 
70: R18         Income Taxes                                        HTML     41K 
75: R19         Pensions and Other Postretirement Benefits          HTML     71K 
98: R20         Shareholders' Equity                                HTML     89K 
86: R21         Accumulated Other Comprehensive Income (Notes)      HTML     96K 
62: R22         Financial Instruments, Excluding Derivative         HTML     32K 
                Financial Instruments                                            
74: R23         Derivative Financial Instruments and Hedge          HTML    145K 
                Activities                                                       
64: R24         Cash Flow Information                               HTML     32K 
32: R25         Stock-Based Compensation                            HTML     52K 
87: R26         Commitments and Contingent Liabilities              HTML    132K 
94: R27         Reportable Segment Information                      HTML     75K 
46: R28         Subsequent Event (Notes)                            HTML     31K 
45: R29         Fair Value Measurement (Tables)                     HTML     94K 
49: R30         Acquisitions (Tables)                               HTML     42K 
50: R31         Separation and Merger Transaction Income from       HTML     60K 
                Discontinued Operations (Tables)                                 
52: R32         Inventories (Tables)                                HTML     38K 
25: R33         Goodwill and Other Identifiable Intangible Assets   HTML     95K 
                (Tables)                                                         
84: R34         Business Restructuring (Tables)                     HTML     69K 
60: R35         Earnings Per Common Share (Tables)                  HTML     70K 
63: R36         Pensions and Other Postretirement Benefits          HTML     55K 
                (Tables)                                                         
36: R37         Shareholders' Equity (Tables)                       HTML     79K 
97: R38         Accumulated Other Comprehensive Income (Tables)     HTML     96K 
19: R39         Derivative Financial Instruments and Hedge          HTML    103K 
                Activities (Tables)                                              
53: R40         Stock-Based Compensation (Tables)                   HTML     33K 
89: R41         Commitments and Contingent Liabilities (Tables)     HTML     45K 
34: R42         Reportable Segment Information (Tables)             HTML     63K 
44: R43         Fair Value Measurement (Additional Information)     HTML     37K 
                (Details)                                                        
48: R44         Fair Value Measurement (Assets and liabilities      HTML     58K 
                reported at fair value on a recurring basis)                     
                (Details)                                                        
57: R45         Acquisitions (Additional Information) (Details)     HTML     48K 
24: R46         Acquisitions (Summary of Purchase Price             HTML     65K 
                Allocations) (Details)                                           
40: R47         Separation and Merger Transaction (Details)         HTML    155K 
21: R48         Separation and Merger Transaction (Net sales and    HTML     56K 
                earnings from discontinued operations) (Details)                 
88: R49         Inventories (Schedule of Inventory) (Details)       HTML     42K 
33: R50         Inventories (Additional Information) (Details)      HTML     32K 
85: R51         Goodwill and Other Identifiable Intangible Assets   HTML     49K 
                (Additional Information) (Details)                               
37: R52         Goodwill and Other Identifiable Intangible Assets   HTML     53K 
                (Carrying Amount of Goodwill) (Details)                          
54: R53         Goodwill and Other Identifiable Intangible Assets   HTML     42K 
                (Identifiable Intangible Assets with Finite Lives)               
                (Details)                                                        
20: R54         Business Restructuring (Additional Information)     HTML     62K 
                (Details)                                                        
23: R55         Business Restructuring (Schedule of Restructuring   HTML     86K 
                Activity) (Details)                                              
47: R56         Debt (Details)                                      HTML     42K 
28: R57         Investments (Additional Information) (Details)      HTML     39K 
92: R58         Earnings Per Common Share (Calculations) (Details)  HTML    100K 
59: R59         Earnings Per Common Share (Additional Information)  HTML     33K 
                (Details)                                                        
77: R60         Income Taxes (Details)                              HTML     66K 
39: R61         Pensions and Other Postretirement Benefits (Net     HTML     61K 
                Periodic Benefit Costs) (Details)                                
42: R62         Pensions and Other Postretirement Benefits          HTML     65K 
                (Additional Information) (Details)                               
83: R63         Shareholders' Equity (Details)                      HTML     75K 
81: R64         Accumulated Other Comprehensive Income (Details)    HTML    133K 
61: R65         Financial Instruments, Excluding Derivative         HTML     34K 
                Financial Instruments (Details)                                  
82: R66         Derivative Financial Instruments and Hedge          HTML    150K 
                Activities (Additional Information) (Details)                    
38: R67         Derivative Financial Instruments and Hedge          HTML     66K 
                Activities (Cash Flow and Net Investment Hedges)                 
                (Details)                                                        
65: R68         Cash Flow Information (Details)                     HTML     34K 
93: R69         Stock-Based Compensation (Additional Information)   HTML    106K 
                (Details)                                                        
22: R70         Stock-Based Compensation (Weighted Average          HTML     40K 
                Assumptions Used in Calculating Fair Value of                    
                Stock Option) (Details)                                          
31: R71         Commitments and Contingent Liabilities (Additional  HTML    232K 
                Information) (Details)                                           
55: R72         Commitments and Contingent Liabilities (Accretion   HTML     41K 
                Of Future Funding Obligation) (Details)                          
27: R73         Commitments and Contingent Liabilities (Impact of   HTML     37K 
                PPG Settlement Arrangement Including Change in                   
                Fair Value of Stock to be Transferred) (Details)                 
96: R74         Reportable Segment Information (Additional          HTML     37K 
                Information) (Details)                                           
35: R75         Reportable Segment Information (Segment Net Sales   HTML     75K 
                and Income) (Details)                                            
29: R76         Subsequent Event (Details)                          HTML     33K 
30: R77         Discontinued Operations Balance Sheet (Details)     HTML     54K 
95: XML         IDEA XML File -- Filing Summary                      XML    141K 
43: EXCEL       IDEA Workbook of Financial Reports (.xls)            XLS   1.92M 
13: EX-101.INS  XBRL Instance -- ppg-20130331                        XML   2.55M 
15: EX-101.CAL  XBRL Calculations -- ppg-20130331_cal                XML    266K 
16: EX-101.DEF  XBRL Definitions -- ppg-20130331_def                 XML   1.18M 
17: EX-101.LAB  XBRL Labels -- ppg-20130331_lab                      XML   2.29M 
18: EX-101.PRE  XBRL Presentations -- ppg-20130331_pre               XML   1.32M 
14: EX-101.SCH  XBRL Schema -- ppg-20130331                          XSD    256K 
26: ZIP         XBRL Zipped Folder -- 0000079879-13-000033-xbrl      Zip    319K 


‘EX-10.1’   —   Letter Agreement With Frank Sklarsky


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



 <!   C:   C: 
  Ex. 10.1 - Letter Agreement with Frank S. Sklarsky  


Exhibit 10.1

PPG Industries

PPG Industries, Inc.
One PPG Place
Pittsburgh PA 15272 USA
www.ppg.com

Charles E. Bunch
Chairman & Chief Executive Officer
412-434-3131- Telephone
412-434-2134 - Facsimile
            
March 6, 2013                    
                        

Dear Frank:

I am pleased to confirm our offer to you for the position of Executive Vice President, Finance, reporting to me with the effective date of April 15, 2013. You will be appointed Executive Vice President and Chief Financial Officer effective August 1, 2013.

Your starting base salary will be $54,200 per month and you will be a participant in our Incentive Compensation Bonus Plan (IC) and our Long Term Incentive Program (LTIP).
Your 2013 IC target bonus will be $585,000 and your actual IC award will be paid on a pro-rated basis from April 15. The target value of your LTIP grants will be approximately $1,500,000, consisting of stock options, performance-based RSUs and total shareholder return (TSR) grants of relatively equal value. Your 2013 TSR and RSU grants will be for the full 2013 through 2015 performance period and the number of shares granted will be based on the closing stock price on April 15, 2013. Your 2013 stock options will be granted April 15, 2013 based on the black-scholes valuation on that date.

In addition to the above, you will be granted 5,000 time-based RSUs that will vest on December 31, 2015, 5,000 time-based RSUs that will vest on December 30, 2016 and 7,000 time-based RSUs that will vest on December 29, 2017.

It is our mutual understanding that you will initially establish a residence in the Pittsburgh area immediately upon joining PPG. In addition, the vesting of the above time-based RSUs will be contingent upon your establishing a permanent local residency for both you and your spouse prior to the vesting of the first time-based RSU award (year-end 2015). Should PPG terminate your employment for reasons other than cause or failure to establish permanent local residency, prior to the vesting of any or all of these RSUs, such RSUs will vest on the date of such termination subject to your execution of PPG's standard separation agreement and release (enclosed for your reference).

As an executive vice president, you will be subject to meeting a stock ownership requirement of three times your salary within five years. A summary of PPG's executive compensation program is enclosed for your reference.







Page 2

You will be eligible for PPG's Change in Control Employment Agreement (enclosed).

You will be eligible for a broad array of employee benefits, including medical insurance, life insurance, and retirement plan which includes a company-sponsored defined contribution pension plan plus a 401(k) savings plan. You will also be eligible for PPG's full relocation benefits package (enclosed). You will also be eligible for a temporary housing allowance from April 15 through August 31, 2013. You will be eligible for five weeks of vacation in 2013. PPG's full benefit program will be reviewed with you in detail during your initial orientation. A copy of the brochure “Highlights of PPG Salaried Employee Benefits” is enclosed.

This offer of employment is contingent upon your successful completion of a background check and intoxicant screen and completing a pre-placement physical examination to determine if there are any restrictions that prevent you from performing this position. Upon your acceptance, we will make arrangements for the company paid intoxicant screen and physical examination. As an executive vice president you will be subject to PPG's Executive Health and Information Policy (enclosed). Please contact Laurie Trybend to schedule your intoxicant screen and physical exam.

Executing an Employee Agreement is also a condition of employment. Please read, sign and return the enclosed agreement upon acceptance. We also ask you to complete and return the enclosed Application for Employment.

On your first day of employment, you will be expected to provide proof of citizenship or other authorization to work in the United States.

Attached is a letter containing important information on PPG's affirmative action programs. As part of this program, you are invited to self identify as a member of a protected group using the attached Self Identification form. Please complete the form, if appropriate, and return it as soon as possible to Laurie Trybend in the envelope provided.

Frank, I, along with my colleagues, am very impressed with your capabilities and it is my pleasure to offer you this key executive leadership opportunity with our company.

If you need assistance or have questions, don't hesitate to contact me or Craig Jordan.

/s/ C.E. Bunch
C. E. Bunch




Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-Q’ Filing    Date    Other Filings
12/29/17
12/30/164
12/31/1510-K,  11-K,  5,  SD
8/31/134
8/1/134
Filed on:4/29/13
4/15/133,  4
For Period end:3/31/134
3/6/13
 List all Filings 


3 Subsequent Filings that Reference this Filing

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

 2/16/23  PPG Industries Inc.               10-K       12/31/22  129:18M
 2/17/22  PPG Industries Inc.               10-K       12/31/21  125:18M
 2/18/21  PPG Industries Inc.               10-K       12/31/20  133:19M
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Filing Submission 0000079879-13-000033   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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