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United Parcel Service Inc – ‘8-K’ for 8/12/19

On:  Monday, 8/12/19, at 6:05pm ET   ·   As of:  8/13/19   ·   For:  8/12/19   ·   Accession #:  1090727-19-48   ·   File #:  1-15451

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

 8/13/19  United Parcel Service Inc         8-K:5,7,9   8/12/19   15:442K

Current Report   —   Form 8-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Form 8-K CFO Change                                 HTML     48K 
 2: EX-10.1     Exhibit 10.1 - Offer of Employment                  HTML     41K 
 3: EX-10.2     Exhibit 10.2 - Ups Protective Covenant Agreement    HTML     39K 
 4: EX-99.1     Exhibit 99.1 - Press Release Issued August 12,      HTML     18K 
                2019                                                             
11: R1          Cover Document                                      HTML     62K 
13: XML         IDEA XML File -- Filing Summary                      XML     14K 
10: XML         XBRL Instance -- form8kaugust122019_htm              XML     33K 
12: EXCEL       IDEA Workbook of Financial Reports                  XLSX      6K 
 6: EX-101.CAL  XBRL Calculations -- ups-20190812_cal                XML      7K 
 7: EX-101.DEF  XBRL Definitions -- ups-20190812_def                 XML     48K 
 8: EX-101.LAB  XBRL Labels -- ups-20190812_lab                      XML    100K 
 9: EX-101.PRE  XBRL Presentations -- ups-20190812_pre               XML     51K 
 5: EX-101.SCH  XBRL Schema -- ups-20190812                          XSD     19K 
14: JSON        XBRL Instance as JSON Data -- MetaLinks               16±    23K 
15: ZIP         XBRL Zipped Folder -- 0001090727-19-000048-xbrl      Zip     48K 


‘8-K’   —   Form 8-K CFO Change


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



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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM  i 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):  i August 12, 2019

g795027a09.jpg
United Parcel Service, Inc.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
 i Delaware
 
 
 i 58-2480149
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)

       i 55 Glenlake Parkway,  i N.E., Atlanta,  i Georgia                 i 30328
(Address of principal executive offices)                 (Zip Code)
Registrant’s telephone number, including area code ( i 404)  i 828-6000
Not Applicable
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 i 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
 i 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
 i 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
 i 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
 
Trading Symbol
 
Name of Each Exchange on Which Registered
 i Class B common stock, par value $0.01 per share
 
 i UPS
 
 i New York Stock Exchange
 
 
 
 
 
 i Floating-Rate Senior Notes Due 2020
 
 i UPS20A
 
 i New York Stock Exchange
 
 
 
 
 
 i 1.625% Senior Notes Due 2025
 
 i UPS25
 
 i New York Stock Exchange
 
 
 
 
 
 i 1% Senior Notes due 2028
 
 i UPS28
 
 i New York Stock Exchange
 
 
 
 
 
 i 0.375% Senior Notes due 2023
 
 i UPS23A
 
 i New York Stock Exchange
 
 
 
 
 
 i 1.500% Senior Notes due 2032
 
 i UPS32
 
 i New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company.  i 

If an emerging growth company, indicate by check mark if the registrant has elected not use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐







Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 12, 2019, United Parcel Service, Inc. (“UPS”) announced that Richard N. Peretz, UPS’s Senior Vice President, Chief Financial Officer and Treasurer, has notified UPS that he will retire from the Chief Financial Officer and Treasurer positions effective September 16, 2019. Mr. Peretz will remain employed with UPS through December 31, 2019 to assist with transition matters.
Also on that date, UPS appointed Brian Newman as Senior Vice President, Chief Financial Officer and Treasurer, effective September 16, 2019.
Mr. Newman, 50, has been employed by PepsiCo, a multinational food, snack, and beverage company, for 26 years in positions of increasing responsibility. He has served as PepsiCo’s Executive Vice President, Finance & Operations, Latin America since October 2017, with leadership responsibility for all finance and operations activity across the Latin America region. Prior to serving in that role he was Executive Vice President, Global Operations from August 2015 through September 2017, and Global Head of e-Commerce from October 2014.
In connection with his employment, UPS has entered into an employment offer letter with Mr. Newman (the “Offer Letter”). Pursuant to the Offer Letter, Mr. Newman will be entitled to an annual: (i) base salary of $725,000; (ii) UPS Management Incentive Program award with a target of 130% of his base salary, which for 2019 will be prorated and payable in vested Class A common stock; (iii) UPS Long-Term Incentive Performance (“LTIP”) program award with a target award of 550% of his base salary; and (iv) UPS stock option grant on the same basis as other executive officers of UPS. The Offer Letter also provides that Mr. Newman will be entitled to: (i) a grant of UPS restricted stock units with a value of $5,500,000, vesting in March 2020; (ii) a performance-based cash award with a target value of $3,000,000, payable in equal installments in March 2021 and March 2022, with the actual payout based on the Company’s performance under the LTIP for periods ending December 31, 2020 and December 31, 2021, respectively; and (iii) a cash transition payment of $600,000 to be made in March 2020. These amounts are subject to repayment on a prorated basis if Mr. Newman resigns without “good reason” or is terminated for “cause” within 36 months following his start date. Mr. Newman will also be entitled to participate in UPS benefit plans applicable to UPS’s other executive officers.
Mr. Newman also entered into a protective covenant agreement (the “Protective Covenant Agreement”), which protects UPS’s confidential information and includes noncompetition and nonsolicitation covenants. It also provides Mr. Newman with continued payment of his base salary for up to 24 months if his employment is terminated by UPS without “cause” within two years following his start date.
The foregoing description of the Offer Letter and the Protective Covenant Agreement is qualified in its entirety by reference to the full text of the Offer Letter and the Protective Covenant Agreement, copies of which are attached hereto as Exhibits 10.1 and 10.2 and incorporated by reference in this Item 5.02. Any capitalized terms not defined herein are defined in the Offer Letter and Protective Covenant Agreement.

Item 7.01 - Regulation FD Disclosure.
The press release issued on August 12, 2019 relating to the above matters is attached hereto as Exhibit 99.1 and incorporated by reference.

Item 9.01 - Financial Statements and Exhibits.
(d) Exhibits
10.1
 
10.2
 
99.1
 
104
 
The cover page from this Current Report on Form 8-K, formatted in Inline XBRL








The information included in Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filings under the Securities Act of 1933 or the Exchange Act, except as may be expressly set forth by reference in any such filing.







Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
 
 
 
 
 
 
 
 
UNITED PARCEL SERVICE, INC.
Date:
 
 
 
By:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Senior Vice President, General Counsel and Corporate Secretary
 
 
 
 
 
 
 
 




Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
12/31/21
12/31/20
12/31/1910-K,  11-K,  5
9/16/193,  4
Filed as of:8/13/19424B5,  FWP
Filed on / For Period end:8/12/19
 List all Filings 


3 Subsequent Filings that Reference this Filing

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

 2/22/21  United Parcel Service Inc         10-K       12/31/20  139:27M
 2/20/20  United Parcel Service Inc         10-K       12/31/19  134:33M
10/29/19  United Parcel Service Inc         10-Q        9/30/19   97:17M
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