General Electric 10-K 2019-12-31

Filed 2020-02-24. 22 sections, 736K characters. Original on sec.gov · Markdown · JSON

What changed since the 2018-12-31 10-KNew, removed and reworded risk factor headings, then every item sentence by sentence.

Cover and table of contents

United States Securities and Exchange Commission

WASHINGTON, D.C. 20549

FORM 10-K

☑ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended December 31, 2019

Commission file number 001-00035

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GENERAL ELECTRIC CO****MPANY

(Exact name of registrant as specified in its charter)

New York14-0689340
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
5 Necco Street,BostonMA02210
(Address of principal executive offices)(Zip Code)

(Registrant’s telephone number, including area code) (617) 443-3000

Securities Registered Pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.06 per shareGENew York Stock Exchange
Floating Rate Notes due 2020GE 20ENew York Stock Exchange
0.375% Notes due 2022GE 22ANew York Stock Exchange
1.250% Notes due 2023GE 23ENew York Stock Exchange
0.875% Notes due 2025GE 25New York Stock Exchange
1.875% Notes due 2027GE 27ENew York Stock Exchange
1.500% Notes due 2029GE 29New York Stock Exchange
7 1/2% Guaranteed Subordinated Notes due 2035GE /35New York Stock Exchange
2.125% Notes due 2037GE 37New York Stock Exchange
Securities Registered Pursuant to Section 12(g) of the Act:
(Title of class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes þ No ¨

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No þ

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes þ No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer☑Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to 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. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No þ

The aggregate market value of the outstanding common equity of the registrant not held by affiliates as of the last business day of the registrant’s most recently completed second fiscal quarter was at least $90.1 billion. There were 8,740,232,000 shares of voting common stock with a par value of $0.06 outstanding at January 31, 2020.

DOCUMENTS INCORPORATED BY REFERENCE

The definitive proxy statement relating to the registrant’s Annual Meeting of Shareholders, to be held May 5, 2020, is incorporated by reference into Part III to the extent described therein.

TABLE OF CONTENTS
Page
About General Electric3
Management’s Discussion and Analysis of Financial Condition and Results of Operations (MD&A)4
Consolidated Results4
Segment Operations8
Corporate Items and Eliminations20
Other Consolidated Information22
Capital Resources and Liquidity25
Critical Accounting Estimates34
Other Items37
Non-GAAP Financial Measures43
Other Financial Data49
Risk Factors50
Legal Proceedings57
Management and Auditor's Reports58
Audited Financial Statements and Notes62
Statement of Earnings (Loss)62
Statement of Financial Position64
Statement of Cash Flows66
Statement of Comprehensive Income (Loss)68
Statement of Changes in Shareholders' Equity68
Note 1 Basis of Presentation and Summary of Significant Accounting Policies69
Note 2 Businesses Held for Sale and Discontinued Operations74
Note 3 Investment Securities77
Note 4 Current and Long-term Receivables78
Note 5 Financing Receivables and Allowances80
Note 6 Inventories81
Note 7 Property, Plant and Equipment and Operating Leases81
Note 8 Goodwill and Other Intangible Assets82
Note 9 Contract and Other Deferred Assets & Progress Collections and Deferred Income84
Note 10 All Other Assets85
Note 11 Borrowings86
Note 12 Insurance Liabilities and Annuity Benefits87
Note 13 Postretirement Benefit Plans89
Note 14 Current and All Other Liabilities94
Note 15 Income Taxes94
Note 16 Shareholders’ Equity98
Note 17 Share-Based Compensation99
Note 18 Earnings Per Share Information100
Note 19 Other Income100
Note 20 Fair Value Measuremen

Showing the first 8K of 733K characters. Open the full section

Item 1. Business 3, 7, 9-20

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Item 1A. Risk Factors 50-57

Item 1B. Unresolved Staff Comments Not applicable

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Item 2. Properties 3

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Item 3. Legal Proceedings 106-109

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Item 4. Mine Safety Disclosures Not applicable

| Part II | | | | |

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 50

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Item 6. Selected Financial Data 49

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Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 4-49

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk 28-30, 102-104

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Item 8. Financial Statements and Supplementary Data 62-120

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Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure Not applicable

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Item 9A. Controls and Procedures 58

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Item 9B. Other Information Not applicable

| Part III | | | | |

Item 10. Directors, Executive Officers and Corporate Governance 122

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Item 11. Executive Compensation (a)

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Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters (b), 99-100

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Item 13. Certain Relationships and Related Transactions, and Director Independence (c)

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Item 14. Principal Accountant Fees and Services (d)

| Part IV | | | | |

Item 15. Exhibits and Financial Statement Schedules 123-125

Item 16. Form 10-K Summary Not applicable

| | | | | | | Signatures | | | | 127 |

(a)Incorporated by reference to “Compensation” in the 2020 Proxy Statement.
(b)Incorporated by reference to “Stock Ownership Information” in the 2020 Proxy Statement.
(c)Incorporated by reference to “Related Person Transactions” and “How We Assess Director Independence” in the 2020 Proxy Statement.
(d)Incorporated by reference to “Independent Auditor Information” in the 2020 Proxy Statement.

GE 2019 FORM 10-K 126

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this annual report on Form 10-K for the fiscal year ended December 31, 2019, to be signed on its behalf by the undersigned, and in the capacities indicated, thereunto duly authorized in the City of Boston and Commonwealth of Massachusetts on the 24th day of February 2020.

General Electric Company (Registrant)

By/s/ Jamie S. Miller
Jamie S. Miller Senior Vice President and Chief Financial Officer (Principal Financial Officer)

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.

SignerTitleDate
/s/ Jamie S. MillerPrincipal Financial OfficerFebruary 24, 2020
Jamie S. Miller Senior Vice President and Chief Financial Officer
/s/ Thomas S. TimkoPrincipal Accounting OfficerFebruary 24, 2020
Thomas S. Timko Vice President, Chief Accounting Officer and Controller
/s/ H. Lawrence Culp, Jr.Principal Executive OfficerFebruary 24, 2020
H. Lawrence Culp, Jr.* Chairman of the Board of Directors
Sébastien M. Bazin*Director
Francisco D'Souza*Director
Edward P. Garden*Director
Thomas W. Horton*Director
Risa Lavizzo-Mourey*Director
Catherine A. Lesjak*Director
Paula Rosput Reynolds*Director
Leslie F. Seidman*Director
James S. Tisch*Director
A majority of the Board of Directors
*By/s/ Christoph A. Pereira
Christoph A. Pereira Attorney-in-fact
February 24, 2020

GE 2019 FORM 10-K 127