Quarterly Report — Form 10-Q Filing Table of Contents
Document/ExhibitDescriptionPagesSize
1: 10-Q Quarterly Report HTML 728K
2: EX-10.1 Material Contract HTML 46K
3: EX-10.2 Material Contract HTML 46K
4: EX-10.3 Material Contract HTML 41K
5: EX-10.4 Material Contract HTML 37K
6: EX-10.5 Material Contract HTML 41K
7: EX-10.6 Material Contract HTML 129K
8: EX-10.7 Material Contract HTML 129K
9: EX-31.1 Certification -- §302 - SOA'02 HTML 28K
10: EX-31.2 Certification -- §302 - SOA'02 HTML 28K
11: EX-32.1 Certification -- §906 - SOA'02 HTML 25K
12: EX-32.2 Certification -- §906 - SOA'02 HTML 25K
19: R1 Cover Page HTML 76K
20: R2 Consolidated Statement of Income HTML 83K
21: R3 Consolidated Statement of Comprehensive Income HTML 27K
22: R4 Consolidated Balance Sheet HTML 107K
23: R5 Consolidated Statement of Stockholders' Equity HTML 105K
24: R6 Consolidated Statement of Stockholders' Equity HTML 33K
(Parenthetical)
25: R7 Condensed Consolidated Statement of Cash Flows HTML 94K
26: R8 Basis of Presentation HTML 27K
27: R9 Recent Accounting Pronouncements HTML 38K
28: R10 Revenues HTML 269K
29: R11 Earnings Per Share HTML 43K
30: R12 Fair Value Measurements HTML 46K
31: R13 Hedging Activities HTML 27K
32: R14 Inventories, net HTML 34K
33: R15 Leases HTML 76K
34: R16 Acquisition and Divestiture HTML 36K
35: R17 Goodwill HTML 41K
36: R18 Income Taxes HTML 33K
37: R19 Share-Based Compensation HTML 93K
38: R20 Retirement and Pension Plans HTML 70K
39: R21 Contingencies HTML 34K
40: R22 Realignment Costs HTML 32K
41: R23 Accounting Changes and Error Corrections HTML 38K
(Policies)
42: R24 Revenues (Tables) HTML 270K
43: R25 Earnings Per Share (Tables) HTML 42K
44: R26 Fair Value Measurements (Tables) HTML 43K
45: R27 Inventories, net (Tables) HTML 35K
46: R28 Leases (Tables) HTML 77K
47: R29 Acquisition and Divestiture (Tables) HTML 33K
48: R30 Goodwill (Tables) HTML 41K
49: R31 Income Taxes (Tables) HTML 31K
50: R32 Share-Based Compensation (Tables) HTML 94K
51: R33 Retirement and Pension Plans (Tables) HTML 66K
52: R34 Realignment Costs (Tables) HTML 31K
53: R35 Recent Accounting Pronouncements - Additional HTML 34K
Information (Detail)
54: R36 Revenues - Outstanding Contract Asset and HTML 35K
(Liability) Accounts (Detail)
55: R37 Revenues - Additional Information (Detail) HTML 51K
56: R38 Revenues - Information about Operations in HTML 65K
Different Geographic Areas (Detail)
57: R39 Revenues - Major Products and Services in HTML 46K
Reportable Segments (Detail)
58: R40 Revenues - Timing of Revenue Recognition (Detail) HTML 44K
59: R41 Revenues - Changes in Accrued Product Warranty HTML 32K
Obligation (Detail)
60: R42 Earnings Per Share - Number of Weighted Average HTML 31K
Shares (Detail)
61: R43 Fair Value Measurements - Fair Value of Assets HTML 27K
Measured on Recurring Basis (Detail)
62: R44 Fair Value Measurements - Additional Information HTML 40K
(Detail)
63: R45 Fair Value Measurements - Fair Value Disclosures HTML 29K
of Financial Instrument Liabilities (Detail)
64: R46 Hedging Activities - Additional Information HTML 35K
(Detail)
65: R47 Inventories, net - Inventories (Detail) HTML 33K
66: R48 Leases - Additional Information (Details) HTML 28K
67: R49 Leases- Components of Lease Expense (Detail) HTML 30K
68: R50 Leases - Supplemental Balance Sheet Information HTML 36K
Related to Leases (Detail)
69: R51 Leases - Supplemental Cash Flow Information HTML 31K
Related to Leases (Detail)
70: R52 Leases - Maturities of lease liabilities (Detail) HTML 42K
71: R53 Acquisition and Divestiture - Additional HTML 67K
Information (Detail)
72: R54 Acquisition and Divestiture - Allocation of HTML 43K
Aggregate Purchase Price of Acquired Net Assets
(Detail)
73: R55 Goodwill - Changes in Carrying Amounts of Goodwill HTML 39K
by Segment (Detail)
74: R56 Income Taxes - Additional Information (Detail) HTML 30K
75: R57 Income Taxes - Reconciliation of Liability for HTML 30K
Uncertain Tax Positions (Detail)
76: R58 Share-Based Compensation - Additional Information HTML 97K
(Detail)
77: R59 Share-Based Compensation - Total Share-Based HTML 31K
Compensation Expense (Detail)
78: R60 Share-Based Compensation - Weighted Average HTML 36K
Assumptions Used for Estimating Fair Values of
Stock Options Granted (Detail)
79: R61 Share-Based Compensation - Summary of Stock Option HTML 63K
Activity and Related Information (Detail)
80: R62 Share-Based Compensation - Summary of Nonvested HTML 48K
Restricted Stock Activity and Related Information
(Detail)
81: R63 Retirement and Pension Plans - Components of Net HTML 49K
Periodic Pension Benefit Expense (Income) (Detail)
82: R64 Retirement and Pension Plans - Additional HTML 27K
Information (Detail)
83: R65 Contingencies - Additional Information (Detail) HTML 49K
84: R66 Realignment Costs - Schedule of Accrued HTML 33K
Liabilities in Company's Consolidated Balance
Sheet Included Amounts Related to Realignment
Costs (Detail)
85: R67 Realignment Costs - Additional Information HTML 41K
(Detail)
87: XML IDEA XML File -- Filing Summary XML 148K
18: XML XBRL Instance -- ame-20200630_htm XML 2.23M
86: EXCEL IDEA Workbook of Financial Reports XLSX 90K
14: EX-101.CAL XBRL Calculations -- ame-20200630_cal XML 194K
15: EX-101.DEF XBRL Definitions -- ame-20200630_def XML 465K
16: EX-101.LAB XBRL Labels -- ame-20200630_lab XML 1.41M
17: EX-101.PRE XBRL Presentations -- ame-20200630_pre XML 799K
13: EX-101.SCH XBRL Schema -- ame-20200630 XSD 139K
88: JSON XBRL Instance as JSON Data -- MetaLinks 368± 521K
89: ZIP XBRL Zipped Folder -- 0001037868-20-000006-xbrl Zip 337K
This RESTRICTED STOCK Award (“Award”), is granted as of the Award Date, by AMETEK, Inc., a Delaware corporation to the Recipient.
W I T N E S S E T H :
WHEREAS, the Company has adopted the 2020 Omnibus
Incentive Compensation Plan of AMETEK, Inc. (the “Plan”), pursuant to which the Compensation Committee of the Board of Directors of the Company (the “Committee”) may, inter alia, award shares of the Company’s common stock, par value $0.01 per share (“Shares”), to such Non-Employee Directors of the Company as the Committee may determine, and subject to such terms, conditions and restrictions as the Committee may deem advisable; and
WHEREAS, pursuant to the Plan, the Committee has awarded to the Recipient a restricted stock award, subject to the terms, conditions
and restrictions set forth in the Plan and in this Award;
NOW, THEREFORE, in consideration of the mutual covenants herein contained and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
1:Pursuant to the Plan, the Company hereby grants to the Recipient on the Award Date a Stock Award, and such Shares, the “Restricted Shares”, are subject to the terms, conditions and restrictions set forth in the Plan and in this Award. On the Award Date, the Company shall issue one or more certificates in the name of the Recipient for the number of Shares granted as per this Award and as recorded in the
Company’s stock administrator’s
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system, and such Shares shall be held by the transfer agent until such time as the Shares become nonforfeitable. Capitalized terms not otherwise defined in this Award shall have the same meanings as defined in the Plan.
2:The Restricted Shares shall become nonforfeitable on the earliest to occur of:
(a)the second anniversary of the Award Date if the Recipient is in the continuous service as a member of the Board of Directors of the
Company (or any Affiliate) (“Continuous Service”) through such second anniversary date;
(b)the Recipient’s Separation from Service as a member of the Board of Directors of the Company (or any Affiliate) due to the death or disability (as defined in Section 22(e)(3) of the Internal Revenue Code of 1986, as amended) of the Recipient; or
(c)the Recipient’s Separation from Service as a member of the Board of Directors of the Company (or any Affiliate) in connection with a Change of Control (as defined in the Plan).
Except to the extent, if any, that the Restricted Shares shall have become nonforfeitable
pursuant to the foregoing provisions of this paragraph SECOND, if the Recipient voluntarily or involuntarily leaves the service of the Company and its Affiliates prior to the second anniversary of the Award Date, such Restricted Shares (and any dividends, distributions and adjustments retained by the Company with respect thereto) shall be forfeited.
3: The Recipient shall not sell, assign, transfer, pledge, hypothecate or otherwise dispose of, by operation of law or otherwise (collectively, “transfer”) any Restricted Shares, or any interest therein. The Company shall not be required (a) to transfer on its books any of the Restricted Shares
which shall have been sold or transferred in violation of any of the provisions set forth in this Award or the Plan or (b) to treat as owner of such Shares or to pay dividends to any transferee to whom any such Shares shall have been sold or transferred. Each certificate representing ownership of Shares acquired pursuant to this Award shall, prior to the expiration
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or lapse of all restrictions or conditions on such Shares under this Award, have affixed thereto, in addition to any legends required under the Plan or under federal or state securities laws, a legend in substantially the following form:
“Transfer
of the securities is restricted by that certain restricted stock award dated as of the Award Date, between AMETEK, Inc., a Delaware corporation, and the registered holder hereof, and certain terms of the 2020 Omnibus Incentive Compensation Plan of AMETEK, Inc., copies of which award and plan are on file at the principal corporate offices of AMETEK, Inc.”
4:Prior to the lapse of the restrictions on the transferability of the Restricted Shares, the Recipient shall have all other rights and privileges of a beneficial and record owner with respect to such Shares, including, without limitation, voting rights and the right to receive dividends, distributions and adjustments with respect to such Shares; provided, however, that any dividends, distributions and adjustments with respect to the Restricted Shares, plus interest credited on any such cash dividends, shall be retained by the
Company for the Recipient’s account and for delivery to the Recipient, together with the stock certificate representing such Shares, only as and when such Restricted Shares have become nonforfeitable, and in no event later than two-and-a-half months after the end of the calendar year in which the Restricted Shares become nonforfeitable. Cash dividends declared on forfeited Shares shall be forfeited as and when such Shares are forfeited. For purposes of this paragraph FOURTH, interest shall be credited from the date a cash dividend with respect to the Restricted Shares is made to the date on which the Company distributes such amounts to the Recipient, at the five-year Treasury Note rate, plus 0.5%, as such rate is set forth in the Wall Street Journal as of the first business day of each calendar quarter.
5:If prior
to the expiration or lapse of all of the restrictions and conditions on the Restricted Shares under this Award, there shall be declared and paid a stock dividend upon the
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Restricted Shares or if the Restricted Shares shall be split up, converted, exchanged, reclassified or in any way substituted for, the Recipient shall receive, subject to the same restrictions and conditions as the original Restricted Shares subject to this Award, the same securities or other property as are received by the holders of the Company’s Shares pursuant to such stock dividend,
split up, conversion, exchange, reclassification or substitution. If the Recipient receives any securities or property of the Company (or any acquiring entity) pursuant to this Paragraph FIFTH, such securities or other property shall thereafter be deemed to be “Shares” and “Restricted Shares” within the meaning of this Award.
6:If, for any reason with respect to the Restricted Shares (and any dividends, distributions and adjustments to such Shares), the Company (or any Affiliate) shall be required to withhold amounts under applicable federal, state, local or foreign tax laws, rules or regulations, the Company will address such items
in accordance with Section 14 of the Plan The Recipient acknowledges that the Recipient has been informed of the availability of making an election in accordance with Section 83(b) of the Code, as amended; that such election must be filed with the Internal Revenue Service within 30 days that the Company awards the Shares to the Recipient; and that the Recipient is solely responsible for making such election. In the event that the Recipient files such an election with the Internal Revenue Service, the Recipient agrees to provide a copy of such election to the Company promptly.
7:The Company and the Recipient each hereby agrees to be bound by the
terms and conditions set forth in the Plan.
8:Any notices or other communications given in connection with this Award shall be sent either by registered or certified mail, return receipt requested, or by overnight mail, facsimile, or electronic mail to the Company and Recipient address or number of record or to
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such changed address or number as to which either party has given notice to the other party in accordance with this Paragraph EIGHTH. All notices shall be deemed given when so mailed,
or if sent by facsimile or electronic mail, when electronic confirmation of the transmission is received, except that a notice of change of address shall be deemed given when received.
9:This Award and the Plan constitute the whole agreement between the parties hereto with respect to the Restricted Stock Award.
10:This Award shall not be construed as creating any contract of employment or service between the Company and the Recipient. The grant of the Shares hereunder will not confer upon the Recipient any right to continue in the service of the Company or its Affiliates.
11:The
Recipient agrees that, to the extent applicable, any Shares granted hereunder will be subject to the Company’s policies with respect to the hedging and pledging of shares of Company Stock, stock ownership requirements, and clawbacks, in each case that the Company may have in effect from time to time.
12:This Award shall inure to the benefit of, and be binding on, the Company and its successors and assigns, and shall inure to the benefit of, and be binding on, the Recipient and his or her heirs, executors, administrators and legal representatives. This Award shall not be assignable by the Recipient.
13: The
Recipient understands that in order to perform its obligations under the Plan or for the implementation and administration of the Plan, the Company may collect, transfer, use, process, or hold certain personal or sensitive data about Recipient. Such data includes, but is not limited to Recipient’s name, nationality, citizenship, work authorization, date of birth, age, government or tax identification number, passport number, brokerage account information, address, compensation and equity award history, and beneficiaries’ contact information.
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Recipient
explicitly consents to the collection, transfer (including to third parties in Recipient’s home country or the United States or other countries, such as but not limited to human resources personnel, legal and tax advisors, and brokerage administrators), use, processing, and holding, electronically or otherwise, of his/her personal information in connection with this or any other equity award. At all times, the Company shall maintain the confidentiality of Recipient’s personal information, except to the extent the Company is required to provide such information to governmental agencies or other parties and such actions will be undertaken by the Company only in accordance with applicable law.
14:
This Award shall be subject to and construed in accordance with, the laws of the State of Delaware without giving effect to principles of conflicts of law.
