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Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

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Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a)Financial Statements
1.Consolidated financial statements

The following documents are filed as part of this Annual Report on Form 10-K:

Report of Independent Registered Public Accounting Firm54
Consolidated Statement of Operations for the year ended December 31, 2015, 2014 and 201355
Consolidated Statement of Comprehensive Income for the year ended December 31, 2015, 2014 and 201356
Consolidated Balance Sheet as of December 31, 2015 and 201457
Consolidated Statement of Stockholders’ Equity for the year ended December 31, 2015, 2014 and 201358
Consolidated Statement of Cash Flows for the year ended December 31, 2015, 2014 and 201359
Notes to Consolidated Financial Statements60
2.The following financial statement schedule is filed as part of this Annual Report on Form 10-K:

Schedule II—Valuation and Qualifying Accounts and Reserves

All other schedules have been omitted as they are not required, not applicable, or the required information is otherwise included.

SCHEDULE II: VALUATION AND QUALIFYING ACCOUNTS AND RESERVES

Balance at Beginning of PeriodAdditions (reductions) to Costs and ExpensesWrite offsCharged to Other AccountsReclass from Other AccountsBalance at End of Period
(in thousands)
Allowance for doubtful accounts and returns:
Year ended December 31, 2013$3,167$2,116$(3,550)$—$—$1,733
Year ended December 31, 2014$1,733$6,563$(6,733)$—$—$1,563
Year ended December 31, 2015$1,563$8,944$(8,035)$—$—$2,472
Valuation Allowance for deferred tax assets:
Year ended December 31, 2013$27,056$9,806$(1,754)$—$—$35,108
Year ended December 31, 2014$35,108$(1,793)$(817)$—$—$32,498
Year ended December 31, 2015$32,498$(813)$—$—$—$31,685
(b)The following Exhibits are included in this Annual Report on Form 10-K:
Exhibit NumberDescriptionFormDateExhibit Number Incorporated by reference hereinFiled herewith
3.1Amended and Restated Certificate of Incorporation of registrantForm S-1, as amended (File No. 333-49932)12/28/20003.1
3.2Amended and Restated Bylaws of registrantForm 8-K2/29/20123.2
3.3Certificate of Designations of Rights, Preferences and Privileges of Series A Participating Preferred Stock registrantForm 8-K10/27/20053.1
4.1Form of Specimen Common Stock CertificateForm S-1, as amended (File No. 333-49932)1/17/20014.1
10.1†Registrant’s 2001 Stock Incentive PlanForm S-1 as amended (File No. 333-49932)12/28/200010.13
10.2†Form of option agreement under Align’s 2001 Stock Incentive PlanForm 10-Q11/5/200410/13/2001
10.3†Registrant’s Employee Stock Purchase Plan.Form S-82/5/200199.2
10.4Align’s 2010 Employee Stock Purchase PlanForm 8-K5/25/201010.2
10.5†Form of Indemnification Agreement by and between registrant and its Board of Directors and its executive officersForm S-1 as amended (File No. 333-49932)1/17/200110.15
10.6†Amended and restated 2005 Incentive Plan (as amended May 19, 2011Form 8-K5/25/201010.1
10.7†Form of restricted stock unit award agreement under registrant’s 2005 Incentive Plan (General Form; Officer Form: Director Form)Form 10-Q11/5/200710.1A, 10.1B, 10.1C
10.8†Form of option award agreement under registrant’s 2005 Incentive PlanForm 10-Q8/4/200510.4
10.9†Form of restricted stock unit award agreement under registrant’s 2005 Incentive Plan with Thomas M. PrescottForm 10-K3/12/200710.14C
10.10†Form of restricted stock unit award agreement amendment under registrant’s 2005 Incentive Plan with Thomas M. PrescottForm 10-K3/12/200710.14D
10.11†Amended and Restated Employment Agreement dated November 8, 2012 between Thomas M. Prescott and registrantForm 10-Q5/8/200810.3
10.12†Form of Amended and Restated Employment Agreement entered into by and between registrant and each of executive officer (other than CEO)Form 10-Q5/8/200810.2
10.13Credit Agreement dated March 22, 2013 between registrant and Wells Fargo National AssociationForm 8-K3/27/201310.1
10.14Lease Agreement dated February 26, 2003 between KPMG FIDES (Costa Rica) S.A., Parque Global S.A.A. and registrantForm 10-Q5/13/200310.36
Exhibit NumberDescriptionFormDateExhibit Number Incorporated by reference hereinFiled herewith
10.15Omnibus Amendment to Lease and Service Agreement between KPMG FIDES (Costa Rica) S.A., Parque Global S.A. and Align dated June 24, 2008Form 8-K6/26/200810.1
10.16Lease Agreement between Align and Carr N.P. Properties, L.L.C. dated January 26, 2010Form 8-K1/29/201010.1
10.17†Summary of 2015 Incentive Awards for Named Executive Officers.Form 8-K2/5/2016
10.18†Form of Market Stock Unit Agreement (officer)Form 8-K2/23/201110.1
10.19†Form of Market Stock Unit Agreement (CEO)Form 8-K2/23/201110.2
10.20†Description of Executive Officer Incentive PlanForm 8-K2/23/2011Item 5.02
10.21Employment Agreement between Align Technology, Inc. and David L. WhiteForm 8-K8/5/201310.1
10.22Fixed Dollar Accelerated Repurchase Transaction Agreement dated April 28, 2014 between Goldman, Sachs & Co. and registrantForm 10-Q7/31/201410.29
10.23Amended and Restated Chief Executive Officer Employment Agreement between Align Technology, Inc. and Joseph HoganForm 10-Q5/1/201510.30
10.242005 Incentive Plan Notice of Grant of Restricted Stock units (Chief Executive Officer)Form 10-Q7/30/201510.31
10.25Transition Agreement between Thomas M. Prescott and registrantForm 10-Q7/30/201510.32
10.26Fixed Dollar Accelerated Repurchase Transaction Agreement dated April 28, 2015 between Morgan Stanley & Co. and registrantForm 10-Q7/30/201510.33
10.27Amended and Restated 2005 Incentive Plan Notice of Grant of Market Stock Units (Chief Executive Officer)Form 10-Q7/30/201510.34
21.1Subsidiaries of Align Technology, Inc.*
23.1Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm*
31.1Certifications of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2003*
31.2Certifications of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2003*
32Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2003*
101.INSXBRL Instance Document*
101.SCHXBRL Taxonomy Extension Schema Document*
101.CALXBRL Taxonomy Extension Calculation Linkbase Document*
101.DEFXBRL Taxonomy Extension Definition Linkbase Document*
101.LABXBRL Taxonomy Extension Label Linkbase Document*
101.PREXBRL Taxonomy Extension Presentation Linkbase Document*

†Management contract or compensatory plan or arrangement filed as an Exhibit to this form pursuant to Items 14(a) and 14(c) of Form 10-K.
††Portions of the exhibit have been omitted pursuant to a request for confidential treatment. The confidential portions have been filed with the SEC.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on February 25, 2016.

ALIGN TECHNOLOGY, INC.
By:/S/ JOSEPH M. HOGAN
Joseph M. Hogan
President and Chief Executive Officer

Know All Men By These Presents, that each person whose signature appears below constitutes and appoints Joseph M. Hogan, his or her attorney-in-fact, with the power of substitution, for him or her in any and all capacities, to sign any amendments to this Report on Form 10-K and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or his or her substitute or substitutes, may do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

SignatureTitleDate
/S/ JOSEPH M. HOGANPresident and Chief Executive Officer (Principal Executive Officer)February 25, 2016
Joseph M. Hogan
/S/ DAVID L.WHITEChief Financial Officer (Principal Financial Officer and Principal Accounting Officer)February 25, 2016
David L. White
/S/ JOSEPH LACOBDirectorFebruary 25, 2016
Joseph Lacob
/S/ C. RAYMOND LARKINDirectorFebruary 25, 2016
C. Raymond Larkin
/S/ GEORGE J. MORROWDirectorFebruary 25, 2016
George J. Morrow
/S/ DAVID C. NAGELDirectorFebruary 25, 2016
David C. Nagel
/S/ ANDREA L. SAIADirectorFebruary 25, 2016
Andrea L. Saia
/S/ GREG J. SANTORADirectorFebruary 25, 2016
Greg J. Santora
/S/ THOMAS M. PRESCOTTDirectorFebruary 25, 2016
Thomas M. Prescott
/S/ WARREN S. THALERDirectorFebruary 25, 2016
Warren S. Thaler

Exhibit Index

Exhibit NumberDescriptionFormDateExhibit Number Incorporated by reference hereinFiled herewith
3.1Amended and Restated Certificate of Incorporation of registrantForm S-1, as amended (File No. 333-49932)12/28/20003.1
3.2Amended and Restated Bylaws of registrantForm 8-K2/29/20123.2
3.3Certificate of Designations of Rights, Preferences and Privileges of Series A Participating Preferred Stock registrantForm 8-K10/27/20053.1
4.1Form of Specimen Common Stock CertificateForm S-1, as amended (File No. 333-49932)1/17/20014.1
10.1†Registrant’s 2001 Stock Incentive PlanForm S-1 as amended (File No. 333-49932)12/28/200010.13
10.2†Form of option agreement under Align’s 2001 Stock Incentive PlanForm 10-Q11/5/200410/13/2001
10.3†Registrant’s Employee Stock Purchase Plan.Form S-82/5/200199.2
10.4Align’s 2010 Employee Stock Purchase PlanForm 8-K5/25/201010.2
10.5†Form of Indemnification Agreement by and between registrant and its Board of Directors and its executive officersForm S-1 as amended (File No. 333-49932)1/17/200110.15
10.6†Amended and restated 2005 Incentive Plan (as amended May 19, 2011Form 8-K5/25/201010.1
10.7†Form of restricted stock unit award agreement under registrant’s 2005 Incentive Plan (General Form; Officer Form: Director Form)Form 10-Q11/5/200710.1A, 10.1B, 10.1C
10.8†Form of option award agreement under registrant’s 2005 Incentive PlanForm 10-Q8/4/200510.4
10.9†Form of restricted stock unit award agreement under registrant’s 2005 Incentive Plan with Thomas M. PrescottForm 10-K3/12/200710.14C
10.10†Form of restricted stock unit award agreement amendment under registrant’s 2005 Incentive Plan with Thomas M. PrescottForm 10-K3/12/200710.14D
10.11†Amended and Restated Employment Agreement dated November 8, 2012 between Thomas M. Prescott and registrantForm 10-Q5/8/200810.3
10.12†Form of Amended and Restated Employment Agreement entered into by and between registrant and each of executive officer (other than CEO)Form 10-Q5/8/200810.2
10.13Credit Agreement dated March 22, 2013 between registrant and Wells Fargo National AssociationForm 8-K3/27/201310.1
10.14Lease Agreement dated February 26, 2003 between KPMG FIDES (Costa Rica) S.A., Parque Global S.A.A. and registrantForm 10-Q5/13/200310.36
10.15Omnibus Amendment to Lease and Service Agreement between KPMG FIDES (Costa Rica) S.A., Parque Global S.A. and Align dated June 24, 2008Form 8-K6/26/200810.1
Exhibit NumberDescriptionFormDateExhibit Number Incorporated by reference hereinFiled herewith
10.16Lease Agreement between Align and Carr N.P. Properties, L.L.C. dated January 26, 2010Form 8-K1/29/201010.1
10.17†Summary of 2015 Incentive Awards for Named Executive Officers.Form 8-K2/5/2016
10.18†Form of Market Stock Unit Agreement (officer)Form 8-K2/23/201110.1
10.19†Form of Market Stock Unit Agreement (CEO)Form 8-K2/23/201110.2
10.20†Description of Executive Officer Incentive PlanForm 8-K2/23/2011Item 5.02
10.21Employment Agreement between Align Technology, Inc. and David L. WhiteForm 8-K8/5/201310.1
10.22Fixed Dollar Accelerated Repurchase Transaction Agreement dated April 28, 2014 between Goldman, Sachs & Co. and registrantForm 10-Q7/31/201410.3
10.23Amended and Restated Chief Executive Officer Employment Agreement between Align Technology, Inc. and Joseph HoganForm 10-Q5/1/201510.30
10.242005 Incentive Plan Notice of Grant of Restricted Stock units (Chief Executive Officer)Form 10-Q7/30/201510.3
10.25Transition Agreement between Thomas M. Prescott and registrantForm 10-Q7/30/201510.3
10.26Fixed Dollar Accelerated Repurchase Transaction Agreement dated April 28, 2015 between Morgan Stanley & Co. and registrantForm 10-Q7/30/201510.3
10.27Amended and Restated 2005 Incentive Plan Notice of Grant of Market Stock Units (Chief Executive Officer)Form 10-Q7/30/201510.3
21.1Subsidiaries of Align Technology, Inc.*
23.1Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm*
31.1Certifications of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2003*
31.2Certifications of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2003*
32Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2003*
101.INSXBRL Instance Document*
101.SCHXBRL Taxonomy Extension Schema Document*
101.CALXBRL Taxonomy Extension Calculation Linkbase Document*
101.DEFXBRL Taxonomy Extension Definition Linkbase Document*
101.LABXBRL Taxonomy Extension Label Linkbase Document*
101.PREXBRL Taxonomy Extension Presentation Linkbase Document*

†Management contract or compensatory plan or arrangement filed as an Exhibit to this form pursuant to Items 14(a) and 14(c) of Form 10-K.
††Portions of the exhibit have been omitted pursuant to a request for confidential treatment. The confidential portions have been filed with the SEC.

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