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As Of Filer Filing For·On·As Docs:Size 2/21/19 PPG Industries Inc 10-K 12/31/18 125:21M |
Document/Exhibit Description Pages Size 1: 10-K Annual Report HTML 1.34M 2: EX-10.29 Material Contract HTML 79K 3: EX-10.30 Material Contract HTML 78K 4: EX-13.1 Annual or Quarterly Report to Security Holders HTML 49K 5: EX-13.2 Annual or Quarterly Report to Security Holders HTML 54K 6: EX-21 Subsidiaries List HTML 95K 7: EX-23 Consent of Experts or Counsel HTML 35K 8: EX-24 Power of Attorney HTML 54K 9: EX-31.1 Certification -- §302 - SOA'02 HTML 42K 10: EX-31.2 Certification -- §302 - SOA'02 HTML 42K 11: EX-32.1 Certification -- §906 - SOA'02 HTML 36K 12: EX-32.2 Certification -- §906 - SOA'02 HTML 37K 19: R1 Document and Entity Information HTML 70K 20: R2 Consolidated Statement of Income HTML 148K 21: R3 Consolidated Statement of Comprehensive Income HTML 69K 22: R4 Consolidated Balance Sheet HTML 140K 23: R5 Consolidated Statement of Shareholders' Equity HTML 82K 24: R6 Consolidated Statement of Cash Flows HTML 191K 25: R7 Summary of Significant Accounting Policies HTML 126K 26: R8 Acquisitions and Dispositions HTML 83K 27: R9 Revenue Recognition HTML 101K 28: R10 Working Capital Detail HTML 76K 29: R11 Property, Plant and Equipment HTML 59K 30: R12 Investments HTML 49K 31: R13 Goodwill and Other Identifiable Intangible Assets HTML 100K 32: R14 Business Restructuring HTML 85K 33: R15 Borrowings and Lines of Credit HTML 120K 34: R16 Financial Instruments, Hedging Activities and Fair HTML 210K Value Measurements 35: R17 Earnings Per Common Share HTML 78K 36: R18 Income Taxes HTML 190K 37: R19 Employee Benefit Plans HTML 497K 38: R20 Commitments and Contingent Liabilities HTML 133K 39: R21 Shareholders' Equity HTML 64K 40: R22 Accumulated Other Comprehensive Loss HTML 107K 41: R23 Other Income HTML 58K 42: R24 Stock-Based Compensation HTML 132K 43: R25 Quarterly Financial Information (Unaudited) HTML 126K 44: R26 Reportable Business Segment Information HTML 225K 45: R27 Schedule II - Valuation and Qualifying Accounts HTML 51K 46: R28 Summary of Significant Accounting Policies HTML 242K (Policies) 47: R29 Summary of Significant Accounting Policies HTML 111K (Tables) 48: R30 Acquisitions and Dispositions (Tables) HTML 75K 49: R31 Revenue Recognition (Tables) HTML 136K 50: R32 Working Capital Detail (Tables) HTML 76K 51: R33 Property, Plant and Equipment (Tables) HTML 60K 52: R34 Investments (Tables) HTML 45K 53: R35 Goodwill and Other Identifiable Intangible Assets HTML 104K (Tables) 54: R36 Business Restructuring (Tables) HTML 50K 55: R37 Borrowings and Lines of Credit (Tables) HTML 105K 56: R38 Financial Instruments, Hedging Activities and Fair HTML 194K Value Measurements (Tables) 57: R39 Earnings Per Common Share (Tables) HTML 78K 58: R40 Income Taxes (Tables) HTML 186K 59: R41 Employee Benefit Plans (Tables) HTML 458K 60: R42 Commitments and Contingent Liabilities (Tables) HTML 106K 61: R43 Shareholders' Equity (Tables) HTML 61K 62: R44 Accumulated Other Comprehensive Loss (Tables) HTML 107K 63: R45 Other Income (Tables) HTML 56K 64: R46 Stock-Based Compensation (Tables) HTML 129K 65: R47 Quarterly Financial Information (Tables) HTML 126K 66: R48 Reportable Business Segment Information (Tables) HTML 221K 67: R49 Summary of Significant Accounting Policies HTML 99K (Additional Information) (Detail) 68: R50 Acquisitions and Dispositions (Acquistions) HTML 75K (Detail) 69: R51 Revenue Recognition - Schedule Of Revenue By HTML 83K Revenue Source (Details) 70: R52 Acquisitions and Dispositions (Summary of Purchase HTML 64K Price Allocations) (Details) 71: R53 Revenue Recognition - Consolidated STatements of HTML 67K Operations (Details) 72: R54 Acquisitions and Dispositions Divestitures HTML 122K (Details) 73: R55 Working Capital Detail (Detail) HTML 77K 74: R56 Working Capital Detail (Additional Information) HTML 43K (Detail) 75: R57 Property, Plant and Equipment (Detail) HTML 72K 76: R58 Investments (Detail) HTML 44K 77: R59 Investments (Additional Information) (Detail) HTML 51K 78: R60 Goodwill and Other Identifiable Intangible Assets HTML 50K (Carrying Amount of Goodwill Attributable to Each Reportable Segment) (Detail) 79: R61 Goodwill and Other Identifiable Intangible Assets HTML 81K (Identifiable Intangible Assets with Finite Lives) (Detail) 80: R62 Business Restructuring (Additional Information) HTML 112K (Detail) 81: R63 Borrowings and Lines of Credit (Long-term Debt HTML 138K Obligations) (Details) 82: R64 Borrowings and Lines of Credit (Long-term Debt HTML 52K Maturities) (Details) 83: R65 Borrowings and Lines of Credit (Short-term Debt HTML 40K Outstanding) (Detail) 84: R66 Borrowings and Lines of Credit (Minimum Lease) HTML 52K (Details) 85: R67 Borrowings and Lines of Credit (Additional HTML 151K Information) (Details) 86: R68 Financial Instruments, Hedging Activities and Fair HTML 87K Value Measurements (Additional Information) (Detail) 87: R69 Financial Instruments, Hedging Activities and Fair HTML 66K Value Measurements (Fair Value, Cash Flow and Net Investment Hedges) (Detail) 88: R70 Financial Instruments, Hedging Activities and Fair HTML 67K Value Measurements (Assets and Liabilities Reported at Fair Value on a Recurring Basis) (Detail) 89: R71 Financial Instruments, Hedging Activities and Fair HTML 52K Value Measurements (Fair Value Additional Information) (Detail) 90: R72 Earnings Per Common Share (Additional Detail) HTML 111K (Detail) 91: R73 Income Taxes (Additional Information) (Detail) HTML 83K 92: R74 Income Taxes (Components of Income Tax Expense) HTML 66K (Detail) 93: R75 Income Taxes (Reconciliation of Statutory U.S. HTML 71K Corporate Federal Income Tax Rate to Effective Income Tax Rate) (Detail) 94: R76 Income Taxes (Net Deferred Income Tax Assets and HTML 106K Liabilities) (Detail) 95: R77 Income Taxes (Unrecognized Tax Benefits) (Detail) HTML 58K 96: R78 Employee Benefit Plans (Additional Information) HTML 246K (Detail) 97: R79 Employee Benefit Plans (Changes in Projected HTML 156K Benefit Obligations, Plan Assets and Funded Status) (Detail) 98: 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Exhibit |
1.1 | Administrator means an officer or officers of the Company appointed by the Committee, and any persons designated by such Administrator to assist
in the administration of the Plan. |
1.2 | Award means a grant of incentive compensation under the Plan. |
1.3 | Board means the Board of Directors of PPG Industries, Inc. |
1.4 | Change in Control means, and shall be deemed to have occurred upon the occurrence
of, any one of the following events: |
(a) | The acquisition by any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) (a “Person”) of beneficial ownership (within the meaning of Rule 13d‑3 promulgated under the Exchange Act) of 20% or more of either (1) the then issued and outstanding shares of the Company’s voting common stock (“Outstanding Common Stock”) or (2) the combined voting power of all outstanding voting securities of the Company entitled to vote generally
in the election of directors to the Board (“Outstanding Voting Securities”); provided that, for purposes of this Section 1.4(a), a Change of Control shall not include (1) any acquisition directly from the Company, (2) any acquisition by the Company, (3) any acquisition by any employee benefit plan (or related trust) sponsored or maintained by the Company or any corporation controlled by the Company or (4) any acquisition by any corporation pursuant to a transaction that complies with Sections 1.4(c)(1), 1.4(c)(2) and 1.4(c)(3). |
(b) | Individuals
who, as of April 20, 2006 (the “Reference Date”), constitute the Board (the “Incumbent Board”) cease for any reason to constitute at least a majority of the Incumbent Board; provided, however, that any individual becoming a director subsequent to the Reference Date whose election, or nomination for election by the Company’s shareholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board shall be considered as though such |
(c) | Approval by the shareholders of the Company of a reorganization, merger or consolidation or sale or other disposition of all or substantially all of the assets of the Company (a “Business Combination”), in each case, unless, following such Business Combination: |
(1) | All
or substantially all of the individuals and entities who were the beneficial owners, respectively, of the Outstanding Common Stock and Outstanding Voting Securities immediately prior to such Business Combination beneficially own, directly or indirectly, more than 60% of, respectively, the then outstanding shares of common stock and the combined voting power of the then outstanding voting securities entitled to vote generally in the election of directors, as the case may be, of the corporation resulting from such Business Combination (including, without limitation, a corporation that as a result of such transaction owns the Company or all or substantially all of the Company’s assets either directly or through one or more subsidiaries)
in substantially the same proportions as their ownership, immediately prior to such Business Combination of the Outstanding Common Stock and Outstanding Voting Securities, as the case may be; |
(2) | No Person (excluding any employee benefit plan (or related trust) of the Company or such corporation resulting from such Business Combination) beneficially owns, directly or indirectly, 20% or more of, respectively, the then outstanding shares of common stock of the corporation resulting from such Business Combination or the combined voting power of the then outstanding voting securities of such corporation except to the extent that such ownership existed prior to the Business
Combination; and |
(3) | At least a majority of the members of the board of directors of the corporation resulting from such Business Combination were members of the Incumbent Board at the time of the execution of the initial agreement, or at the time of the action taken by the Incumbent Board approving such Business Combination. |
(d) | Approval by the shareholders of the Company of a complete liquidation or dissolution of the
Company. |
(e) | A majority of the Incumbent Board otherwise determines that a Change in Control has occurred. |
1.5 | Code means the Internal Revenue Code of 1986, as amended. |
1.6 | Committee
means the Compensation and Employee Benefits Committee of the Company (or any successor thereto). |
1.7 | Company means PPG Industries, Inc. |
1.8 | Corporation means the Company and any Subsidiary designated by the Committee as eligible to participate in the Plan, and which, by proper authorization of the Board or other governing
body of such Subsidiary, elects to participate in the Plan. |
1.9 | Disability means any disability for which a Participant is approved to receive Long‑Term Disability benefits pursuant to the PPG Industries, Inc. Long‑Term Disability Plan or other long‑term disability plan sponsored by the Corporation. |
1.10 | Employee means any full‑time or permanent part‑time employee (including any officer) of the Corporation. |
1.11 | Participant
means an Employee who is approved by the Committee to participate in the Plan. Participants shall be limited to key Employees of the Corporation who contribute the most to the growth and profitability of the Company as determined by the Committee from time to time. |
1.12 | Plan Year means each calendar year. |
1.13 | Subsidiary means any corporation of which 50% or more of the outstanding voting stock or voting
power is owned, directly or indirectly, by the Company and any partnership or other entity in which the Company has a 50% or more ownership interest. |
2.1 | Eligibility |
(a) | A Participant whose employment is terminated prior to July 1 by reason of retirement, job elimination, Disability or death
shall not be entitled to any Award for such Plan Year. |
(b) | A Participant whose employment is terminated on or after July 1 by reason of retirement, job elimination, Disability or death may be entitled to a prorated Award for such Plan Year as determined by the Committee in its sole and absolute discretion. |
(c) | A Participant who is transferred to a position that is not covered by the Plan may be entitled to a prorated Award based on the transfer date for such Plan Year. |
(d) | A
Participant whose employment is terminated during the Plan Year for reasons other than retirement, job elimination, Disability or death shall not be eligible to receive an Award for such Plan Year regardless of the date of such termination during such Plan Year. |
(e) | If the employment of a Participant terminates after the last day of a Plan Year and before the date on which payment of the Award for such Plan Year is to be made for reasons other than retirement, job elimination, Disability or
death, no Award shall be paid to such Participant for such Plan Year and, in such event, such Participant shall have no right to any payment with respect to such Award. |
2.2 | Awards |
(a) | The Committee shall determine or approve (1) the Participants, (2) the total amount of all Awards to all Participants for each Plan Year, (3) the amount of the Award to each Participant and (4) the methodology for determining Award amounts. |
(b) | The
Committee may delegate to another person the authority to determine (1) the Participants and (2) the amount of Awards to each Participant. |
(c) | The Committee is under no obligation to make Awards to any particular individual or class of individuals, and the grant of an Award to a Participant in any given Plan Year shall not entitle such Participant to a grant in any other Plan Year or to continued employment by the Corporation. |
2.3 | Payment of Awards |
3.1 | Nonassignability |
3.2 | Limited Right to Assets of the Corporation |
3.3 | Protective Provisions |
3.4 | Withholding |
3.5 | Forfeiture Provision |
4.1 | Administration |
(a) | The Committee, for purposes of administering the Plan, shall meet and act as necessary to determine or approve for each Plan Year, the total amount of Awards to all Participants and the amount of Awards to Participants as the Committee deems appropriate. |
(b) | Except as otherwise provided in the Plan,
the Administrator shall administer the Plan and interpret, construe and apply its provisions in accordance with its terms and shall have the complete authority to (1) determine eligibility for benefits, (2) construe the terms of the Plan and (3) control and manage the operation of the Plan. |
(c) | Except as otherwise provided in the Plan, the Administrator shall have the authority to establish rules for the administration and interpretation of the Plan and the transaction of its business. The
determination of the Administrator as to any disputed question, including questions of fact, shall be conclusive. |
(d) | The Administrator may employ counsel and other agents and may procure such clerical, accounting and other services as the Administrator may require in carrying out the provisions of the Plan. |
(e) | The Administrator shall not receive any compensation from the Plan for his/her services. |
(f) | The
Corporation shall indemnify and save harmless the Administrator against all expenses and liabilities arising out of the Administrator’s service as such, excepting only expenses and liabilities arising from the Administrator’s own gross negligence or willful misconduct, as determined by the Committee. |
4.2 | Claims |
(a) | Every person receiving or claiming benefits under the Plan shall be conclusively presumed to be mentally and physically competent and of age. If the Administrator determines that such person is mentally or physically
incompetent or is a minor, payment shall be made to the legally appointed guardian, conservator or other person who has been appointed by a court of competent jurisdiction to care for the estate of such person, provided that proper proof of such appointment is furnished in a form and manner suitable to the Administrator. Any payment made in accordance with this Section 4.2(a) shall be a complete discharge of any liability therefore under the Plan. The Administrator shall not be required to see to the proper application of any such payment. |
(b) | A Participant may not bring a claim for benefits in a court of law unless and until such Participant has made a claim for benefits with the Administrator, in accordance with procedures as the Administrator
shall determine from time to time and, if such claim is denied, filed a request for a review of such denial with the Administrator, and such review is denied. The Participant or his authorized representative shall be afforded a reasonable opportunity for full and fair review by the Administrator of the decision denying his or her claim for benefits. |
6.1 | Successors of the Company |
6.2 | Trust |
6.3 | Employment
Not Guaranteed |
6.4 | Gender, Singular and Plural |
6.5 | Headings |
6.6 | Validity |
6.7 | Waiver of Breach |
6.8 | Applicable Law |
6.9 | Notice |
6.10 | Interpretation |
6.11 | Change in Control |
(a) | Upon, or in reasonable anticipation of, a Change in Control: |
(1) | Awards
shall be made for the Plan Year during which the Change in Control occurs and then paid immediately to a trustee on such terms as the senior human resources officer of the Corporation and the senior finance officer of the Corporation, or either of them, or their successors, shall deem appropriate (including such terms as are appropriate to cause such payment, if possible, not to be a taxable event to Participants) in order to cause the Awards so paid to be paid not later than March 15 following the end of the Plan Year to which the Awards relate. |
(2) | If the Change in Control occurs during the first six months of the Plan Year, the amount of the Award payable to each Participant shall be one‑half of the greater of (1) the target Award for such
Plan Year or (2) the actual Award payable for such Plan Year, based on the methodology established by the Committee with respect to such Award. If the Change in Control occurs during the second six months of the Plan Year, the amount of the Award payable to each Participant shall be the greater of (1) the target Award for such Plan Year or (2) the actual Award payable for such Plan Year, based on the methodology established by the Committee with respect to such Award. |
(b) | Notwithstanding any other provision of this Section 6.11, if an Award actually payable for such Plan Year (based on the methodology established by the Committee with respect to such Award) is greater than the Award made pursuant to this Section 6.11, the Participant shall be entitled
to the greater of the two amounts. |
This ‘10-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 2/21/19 | |||
1/1/19 | ||||
For Period end: | 12/31/18 | 11-K, 4, SD | ||
4/20/06 | 4, 8-K, 8-K/A, DEF 14A | |||
4/19/06 | ||||
1/1/05 | ||||
2/15/95 | ||||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/15/24 PPG Industries Inc. 10-K 12/31/23 135:17M 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 |