Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
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Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a)Documents filed as a part of the report:
| Page | ||||||||||||||
| (1) Report of Independent Registered Public Accounting Firm (PCAOB ID: 42) | 40 | |||||||||||||
| Financial Statements covered by Report of Independent Registered Public Accounting Firm: | ||||||||||||||
| Consolidated Statements of Income | 43 | |||||||||||||
| Consolidated Statements of Comprehensive Income | 44 | |||||||||||||
| Consolidated Balance Sheets | 45 | |||||||||||||
| Consolidated Statements of Cash Flows | 46 | |||||||||||||
| Consolidated Statements of Changes in Stockholders’ Equity | 47 | |||||||||||||
| Notes to Consolidated Financial Statements | 49 | |||||||||||||
| (2) Financial Statement Schedules: | ||||||||||||||
| II - Valuation and Qualifying Accounts | 102 |
Financial statement schedules other than those listed above have been omitted because the required information is contained in the financial statements and notes thereto, or because such schedules are not required or applicable.
| (3) Exhibits: | ||||||||||||||
| Exhibits identified in parentheses below, on file with the SEC, are incorporated herein by reference as exhibits hereto. Unless otherwise indicated, all exhibits so incorporated are from File No. 1-8610. |
| Exhibit Number | ||||||||||||||
| 2-a | Agreement and Plan of Merger, dated as of May 17, 2021, by and among AT&T Inc., Magallanes, Inc., and Discovery, Inc. (Exhibit 2.1 to Form 8-K filed on May 20, 2021)* | |||||||||||||
| 2-b | Separation and Distribution Agreement, dated as of May 17, 2021, by and among AT&T Inc., Magallanes, Inc., and Discovery, Inc. (Exhibit 2.2 to Form 8-K filed on May 20, 2021)* | |||||||||||||
| 3-a | Restated Certificate of Incorporation, filed with the Secretary of State of Delaware on December 13, 2013 (Exhibit 3.1 to Form 8-K filed on December 16, 2013) | |||||||||||||
| 3-b | Bylaws (Exhibit 3.1 to Form 8-K filed on February 2, 2023) | |||||||||||||
| 3-c | Certificate of Designations with respect to Series A Preferred Stock (Exhibit 3.1 to Form 8-K filed on December 12, 2019) | |||||||||||||
| 3-d | Certificate of Designations with respect to Series B Preferred Stock (Exhibit 3.1 to Form 8-K filed on February 18, 2020) | |||||||||||||
| 3-e | Certificate of Designations with respect to Series C Preferred Stock (Exhibit 3.2 to Form 8-K filed on February 18, 2020) |
| AT&T Inc. | ||
| Dollars in millions except per share amounts |
| 4-a | No instrument which defines the rights of holders of long-term debt of the registrant and all of its consolidated subsidiaries is filed herewith pursuant to Regulation S-K, Item 601(b)(4)(iii)(A), except for the instruments referred to in 4-b, 4-c, 4-d, 4-e, 4-f below. Pursuant to this regulation, the registrant hereby agrees to furnish a copy of any such instrument not filed herewith to the SEC upon request. | |||||||||||||
| 4-b | Guaranty of certain obligations of Pacific Bell Telephone Co. and Southwestern Bell Telephone Co. (Exhibit 4-c to Form 10-K for the period ending December 31, 2011) | |||||||||||||
| 4-c | Guaranty of certain obligations of Ameritech Capital Funding Corp., Indiana Bell Telephone Co. Inc., Michigan Bell Telephone Co., Pacific Bell Telephone Co., Southwestern Bell Telephone Company, Illinois Bell Telephone Company, The Ohio Bell Telephone Company, The Southern New England Telephone Company, Southern New England Telecommunications Corporation, and Wisconsin Bell, Inc. (Exhibit 4-d to Form 10-K for the period ending December 31, 2011) | |||||||||||||
| 4-d | Guarantee of certain obligations of AT&T Corp. (Exhibit 4-e to Form 10-K for the period ending December 31, 2011) | |||||||||||||
| 4-e | Indenture, dated as of May 15, 2013, between AT&T Inc. and The Bank of New York Mellon Trust Company, N.A., as Trustee (Exhibit 4.1 to Form 8-K filed on May 15, 2013) | |||||||||||||
| 4-f | Indenture dated as of November 1, 1994 between SBC Communications Inc. and The Bank of New York, as Trustee (Exhibit 4-h to Form 10-K for the period ending December 31, 2013) | |||||||||||||
| 4-g | Deposit Agreement, dated December 12, 2019, among the AT&T Inc., Computershare Inc. and Computershare Trust Company, N.A., collectively, as depositary, and the holders from time to time of the depository receipts described therein (Exhibit 4.3 to Form 8-K filed December 12, 2019) | |||||||||||||
| 4-h | Deposit Agreement, dated February 18, 2020, among the Company, Computershare Inc. and Computershare Trust Company, N.A., collectively, as depositary, and the holders from time to time of the depositary receipts described therein (Exhibit 4.3 to Form 8-K filed February 18, 2020) | |||||||||||||
| 4-i | Description of AT&T’s Securities Registered Under Section 12 of the Exchange Act | |||||||||||||
| 10-a | 2018 Incentive Plan (Exhibit 10-a to Form 10-K for the period ending December 31, 2017)** | |||||||||||||
| 10-b | 2016 Incentive Plan (Exhibit 10-a to Form 10-Q for the period ending March 31, 2016)** | |||||||||||||
| 10-c | Resolution Regarding John Stankey (Exhibit 10-b to Form 10-Q for the period ending September 30, 2017)** | |||||||||||||
| 10-d | 2011 Incentive Plan (Exhibit 10-a to Form 10-Q for the period ending September 30, 2015)** | |||||||||||||
| 10-e | Short Term Incentive Plan (Exhibit 10.1 to Form 8-K filed on February 2, 2018)** | |||||||||||||
| 10-f | Supplemental Life Insurance Plan (Exhibit 10.1 to Form 8-K filed on June 26, 2020)** | |||||||||||||
| 10-g | Supplemental Retirement Income Plan (Exhibit 10-e to Form 10-K for the period ending December 31, 2013)** | |||||||||||||
| 10-h | 2005 Supplemental Employee Retirement Plan (Exhibit 10-g to Form 10-K for the period ending December 31, 2021)** | |||||||||||||
| 10-i | Salary and Incentive Award Deferral Plan (Exhibit 10-k to Form 10-K for the period ending December 31, 2011)** | |||||||||||||
| 10-j | Stock Savings Plan (Exhibit 10-l to Form 10-K for the period ending December 31, 2011)** | |||||||||||||
| 10-k | Stock Purchase and Deferral Plan as amended May 18, 2023 (Exhibit 10.3 to Form 10-Q for the period ending June 30, 2023)** | |||||||||||||
| 10-l | Cash Deferral Plan as amended July 28, 2022 (Exhibit 10.2 to Form 10-Q for the period ending September 30, 2022)** | |||||||||||||
| 10-m | Master Trust Agreement for AT&T Inc. Deferred Compensation Plans and Other Executive Benefit Plans and subsequent amendments dated August 1, 1995 and November 1, 1999 (Exhibit 10-dd to Form 10-K for the period ending December 31, 2009)** | |||||||||||||
| 10-n | Officer Disability Plan (Exhibit 10-i to Form 10-Q for the period ending June 30, 2009)** | |||||||||||||
| 10-o | AT&T Inc. Health Plan (Exhibit 10.2 to Form 10-Q for the period ending June 30, 2023)** | |||||||||||||
| 10-p | Pension Benefit Makeup Plan No.1 (Exhibit 10-n to Form 10-K for the period ending December 31, 2016)** | |||||||||||||
| 10-q | AT&T Inc. Equity Retention and Hedging Policy as amended March 24, 2022 (Exhibit 10.2 to Form 10-Q for the period ending March 31, 2022) | |||||||||||||
| 10-r | Administrative Plan (Exhibit 10.1 to Form 10-Q for the period ending September 30, 2023)** | |||||||||||||
| 10-s | AT&T Inc. Non-Employee Director Stock and Deferral Plan (Exhibit 10-s to Form 10-K for the period ending December 31, 2022) ** | |||||||||||||
| 10-t | AT&T Inc. Non-Employee Director Stock Purchase Plan (Exhibit 10-t to Form 10-K for the period ending December 31, 2013)** |
| AT&T Inc. | ||
| Dollars in millions except per share amounts |
| 10-u | AT&T Inc. Board of Directors Communications Concession Program (Exhibit 10-u to Form 10-K for the period ending December 31, 2022)** | |||||||||||||
| 10-v | Form of Indemnity Agreement between AT&T Inc. and its directors and officers.** | |||||||||||||
| 10-w | AT&T Executive Physical Program (Exhibit 10.4 to Form 10-Q for the period ending June 30, 2023)** | |||||||||||||
| 10-x | Attorney Fee Payment Agreement for John Stankey (Exhibit 10.1 to Form 8-K filed on July 3, 2018)** | |||||||||||||
| 10-y | $12,000,000,000 Amended and Restated Credit Agreement, dated as of November 18, 2022, among AT&T Inc., the lenders named therein and Citibank, N.A., as agent. (Exhibit 10.1 to Form 8-K filed on November 18, 2022) | |||||||||||||
| 10-z | Second Amended and Restated Limited Liability Company Agreement of NCWPCS MPL Holdings, LLC (Exhibit 10.1 to Form 8-K filed on December 12, 2019) | |||||||||||||
| 10-aa | AT&T Inc. Change in Control Severance Plan (Exhibit 10.1 to Form 8-K filed on June 30, 2014)** | |||||||||||||
| 10-bb | Agreement of Contribution and Subscription, dated February 25, 2021 (Exhibit 10.1 to Form 8-K filed on February 25, 2021) | |||||||||||||
| 10-cc | Employee Matters Agreement by and among AT&T Inc., Magallanes, Inc., and Discovery, Inc. dated as of May 17, 2021 (Exhibit 10.3 to Form 8-K Filed on May 20, 2021) | |||||||||||||
| 10-dd | Tax Matters Agreement between AT&T Inc., Magallanes, Inc., and Discovery, Inc. dated as of May 17, 2021 (Exhibit 10.4 to Form 8-K Filed on May 20, 2021) | |||||||||||||
| 10-ee | Amended and Restated Limited Liability Company Agreement of DIRECTV Entertainment Holdings LLC, dated as of July 31, 2021 (Exhibit 10.1 to Form 8-K filed August 2, 2021) | |||||||||||||
| 10-ff | Relocation Program Plan (Exhibit 10.2 to Form 10-Q for the period ending September 30, 2021)** | |||||||||||||
| 10-gg | Amendment Regarding Continuation of Active Employee Participant Benefits in Certain AT&T Benefit Plans in Connection with DIRECTV Transaction (Exhibit 10.3 to Form 10-Q for the period ending September 30, 2021)** | |||||||||||||
| 10-hh | Second Amended and Restated Limited Liability Company Agreement of AT&T Fiber Investment, LLC (Exhibit 10.1 to Form 8-K filed April 7, 2023)* | |||||||||||||
| 21 | Subsidiaries of AT&T Inc. | |||||||||||||
| 23 | Consent of Ernst & Young LLP | |||||||||||||
| 24 | Powers of Attorney | |||||||||||||
| 31 | Rule 13a-14(a)/15d-14(a) Certifications | |||||||||||||
| 31.1 | Certification of Principal Executive Officer | |||||||||||||
| 31.2 | Certification of Principal Financial Officer | |||||||||||||
| 32 | Section 1350 Certification | |||||||||||||
| 97 | AT&T Inc. Clawback Policy | |||||||||||||
| 99 | Supplemental Interim Financial Information | |||||||||||||
| 101 | The consolidated financial statements from the Company’s Form 10-K for the year ended December 31, 2023, as filed with the SEC on February 23, 2024, formatted in Inline XBRL: (i) Consolidated Statements of Cash Flows, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Balance Sheets, and (v) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags. | |||||||||||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
- Certain schedules (or similar attachments) have been omitted pursuant to Item 601(a)(5) or Item 601(b)(2) of Regulation S-K. The registrant agrees to furnish copies of such schedules (or similar attachments) to the U.S. Securities and Exchange Commission upon request.
**Management contracts and compensatory plans and arrangements required to be filed as exhibits pursuant to Item 15(b) of this report.
We will furnish to stockholders upon request, and without charge, a copy of the Annual Report to Stockholders and the Proxy Statement, portions of which are incorporated by reference in the Form 10-K. We will furnish any other exhibit at cost.
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