Item 16. Form 10-K Summary
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Item 16. Form 10-K Summary
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Not applicable.
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EXHIBIT INDEX
The following designated exhibits are, as indicated below, either filed herewith or have heretofore been filed with the Securities and Exchange Commission and are referred to and incorporated by reference to such filings.
| Exhibit No. | Description | SEC Document Reference | ||
| 2.1 | Share Sale and Purchase Agreement by and among Teradyne Holdings Denmark ApS, Teradyne Inc. and the shareholders of Universal Robots A/S dated May 13, 2015. | Exhibit 2.1 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended July 5, 2015. | ||
| 2.2 | Share Sale and Purchase Agreement to and among Teradyne Robotics Holdings Denmark ApS, Teradyne, Inc. and the shareholders of Mobile Industrial Robots ApS dated April 25, 2018. | Exhibit 2.1 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended April 1, 2018. | ||
| 3.1 | Restated Articles of Organization. | Filed herewith. | ||
| 3.2 | Amended and Restated By-laws, as amended. | Exhibit 3.1 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2007. | ||
| 4.1 | Indenture dated as of December 12, 2016, between Teradyne Inc and Wilmington Trust, National Association, as trustee | Exhibit 4.1 to Teradyne’s Current Report on Form 8-K filed on December 12, 2016. | ||
| 10.1† | Standard Manufacturing Agreement entered into as of November 24, 2003 by and between Teradyne and Solectron. | Exhibit 10.1 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2007. | ||
| 10.2† | Amendment 1 to Standard Manufacturing Agreement, dated as of January 18, 2007, by and between Teradyne and Solectron. | Exhibit 10.2 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2007. | ||
| 10.3† | Second Amendment to Standard Manufacturing Agreement, dated as of August 27, 2007, by and between Teradyne and Solectron. | Exhibit 10.3 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2007. | ||
| 10.4 | Fifth Amendment to Standard Manufacturing Agreement, dated as of July 17, 2009, by and between Teradyne and Flextronics Corporation. | Exhibit 10.4 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2009. | ||
| 10.5† | Sixth Amendment to Standard Manufacturing Agreement, dated as of July 27, 2009, by and between Teradyne and Flextronics Corporation. | Exhibit 10.5 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2009. | ||
| 10.6 | Addendum to Standard Manufacturing Agreement (Authorized Purchase Agreement)—Revised July 1, 2010. | Exhibit 10.6 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2010. | ||
| 10.7 | Eighth Amendment to Standard Manufacturing Agreement, dated as of April 13, 2012, by and between Teradyne and Flextronics Sales & Marketing North Asia (L) LTD. | Exhibit 10.7 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012. |
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| Exhibit No. | Description | SEC Document Reference | ||
| 10.8† | Ninth Amendment to Standard Manufacturing Agreement, dated as of September 17, 2012, by and between Teradyne and Flextronics Sales & Marketing North Asia (L) LTD. | Exhibit 10.8 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012. | ||
| 10.9 | 2006 Equity and Cash Compensation Incentive Plan, as amended.* | Filed herewith. | ||
| 10.10 | Danish Sub-Plan to the 2006 Equity and Cash Compensation Incentive Plan. | Filed herewith. | ||
| 10.11 | Form of Performance-Based Restricted Stock Unit Agreement for Executive Officers under 2006 Equity and Cash Compensation Incentive Plan.* | Exhibit 10.10 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017. | ||
| 10.12 | Form of Time-Based Restricted Stock Unit Agreement for Executive Officers under 2006 Equity and Cash Compensation Incentive Plan.* | Exhibit 10.11 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017. | ||
| 10.13 | Form of Executive Officer Stock Option Agreement under 2006 Equity and Cash Compensation Incentive Plan, as amended.* | Exhibit 10.15 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017. | ||
| 10.14 | Form of Restricted Stock Unit Agreement for Directors under 2006 Equity and Cash Compensation Incentive Plan.* | Exhibit 10.12 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016. | ||
| 10.15 | 1996 Employee Stock Purchase Plan, as amended.* | Filed herewith. | ||
| 10.16 | Sub-Plan to the 1996 Employee Stock Purchase Plan for participants located in the European Union /European Economic Area. | Exhibit 10.14 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017. | ||
| 10.17 | Deferral Plan for Non-Employee Directors, as amended.* | Exhibit 10.2 to Teradyne’s Quarterly Report on form 10-Q for the quarter ended September 28, 2008. | ||
| 10.18 | Supplemental Savings Plan, as amended and restated.* | Exhibit 10.18 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008. | ||
| 10.19 | Supplemental Executive Retirement Plan, as restated.* | Exhibit 10.19 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008. | ||
| 10.20 | Agreement Regarding Termination Benefits dated January 22, 2014 between Teradyne and Mark Jagiela.* | Exhibit 10.24 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013. | ||
| 10.21 | Employment Agreement dated August 9, 2004 between Teradyne and Gregory R. Beecher.* | Exhibit 10.40 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended July 4, 2004. | ||
| 10.22 | Employment Agreement dated May 7, 2004 between Teradyne and Mark Jagiela.* | Exhibit 10.37 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended July 4, 2004. |
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| Exhibit No. | Description | SEC Document Reference | ||
| 10.23 | Amended and Restated Executive Officer Change in Control Agreement dated December 30, 2008 between Teradyne and Gregory R. Beecher, as amended.* | Exhibit 10.28 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012. | ||
| 10.24 | Executive Officer Change in Control Agreement dated January 22, 2014 between Teradyne and Mark Jagiela, as amended.* | Exhibit 10.29 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013. | ||
| 10.25 | Amended and Restated Executive Officer Change in Control Agreement dated May 26, 2009 between Teradyne and Charles J. Gray, as amended.* | Exhibit 10.30 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012. | ||
| 10.26 | Employment Agreement dated July 24, 2009 between Teradyne and Charles J. Gray.* | Exhibit 10.1 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended April 4, 2010. | ||
| 10.27 | Amended and Restated Executive Officer Change in Control Agreement dated June 30, 2012 between Teradyne and Walter G. Vahey, as amended.* | Exhibit 10.32 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012. | ||
| 10.28 | Employment Agreement dated February 6, 2013 between Teradyne and Walter G. Vahey.* | Exhibit 10.33 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012. | ||
| 10.29 | Executive Officer Change in Control Agreement dated September 1, 2014 between Teradyne, Inc. and Bradford Robbins.* | Exhibit 10.1 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended September 28, 2014. | ||
| 10.30 | Employment Agreement dated September 1, 2014 between Teradyne, Inc. and Bradford Robbins.* | Exhibit 10.2 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended September 28, 2014. | ||
| 10.31 | Executive Change in Control Agreement dated February 8, 2016 between Teradyne, Inc. and Greg Smith. | Exhibit 10.1 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended April 3, 2016. | ||
| 10.32 | Employment Agreement dated February 8, 2016 between Teradyne, Inc. and Greg Smith. | Exhibit 10.2 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended April 3, 2016. | ||
| 10.33 | Form of Indemnification Agreement.* | Exhibit 10.24 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006. | ||
| 10.34 | Nextest Systems Corporation 1998 Equity Incentive Plan, as amended. | Exhibit 10.33 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008. | ||
| 10.35 | Nextest Systems Corporation 2006 Equity Incentive Plan. | Exhibit 10.34 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008. | ||
| 10.36 | Eagle Test Systems, Inc. 2003 Stock Option and Grant Plan. | Exhibit 10.35 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008. |
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| Exhibit No. | Description | SEC Document Reference | ||
| 10.37 | Eagle Test Systems, Inc. 2006 Stock Option and Incentive Plan. | Exhibit 10.36 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008. | ||
| 10.38 | LitePoint Corporation 2002 Stock Plan. | Exhibit 10.43 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011. | ||
| 10.39 | Credit Agreement among Teradyne, Inc., Barclays Bank PLC, as the administrative agent and collateral agent, and the lenders party thereto dated April 27, 2015. | Exhibit 10.1 to Teradyne’s Current Report on Form 8-K filed May 1, 2015. | ||
| 10.40 | Amendment No. 1 to Credit Agreement dated as of May 19, 2015 among Teradyne Inc., Barclays Bank PLC, as the administrative agent, and the lenders party thereto. | Exhibit 10.2 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended July 5, 2015. | ||
| 10.41 | Amendment No. 2 to Credit Agreement dated as of March 21, 2018 among Teradyne, Inc., Barclays Bank PLC, as the administrative agent, and the lenders party thereto. | Exhibit 10.1 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended April 1, 2018. | ||
| 10.42 | Letter Agreement, dated December 6, 2016, between Barclays Bank PLC and Teradyne, Inc., regarding the Base Warrants. | Exhibit 10.1 to Teradyne’s Current Report on Form 8-K filed December 12, 2016. | ||
| 10.43 | Letter Agreement, dated December 6, 2016, between Bank of America, N.A., and Teradyne, Inc. regarding the Base Warrants. | Exhibit 10.2 to Teradyne’s Current Report on Form 8-K filed December 12, 2016. | ||
| 10.44 | Letter Agreement, dated December 6, 2016, between Wells Fargo Bank, National Association and Teradyne, Inc. regarding the Base Warrants. | Exhibit 10.3 to Teradyne’s Current Report on Form 8-K filed December 12, 2016. | ||
| 10.45 | Letter Agreement, dated December 6, 2016, between Barclays Bank PLC and Teradyne, Inc. regarding the Base Call Option Transaction. | Exhibit 10.4 to Teradyne’s Current Report on Form 8-K filed December 12, 2016. | ||
| 10.46 | Letter Agreement, dated December 6, 2016, between Bank of America, N.A. and Teradyne, Inc. regarding the Base Call Option Transaction. | Exhibit 10.5 to Teradyne’s Current Report on Form 8-K filed December 12, 2016. | ||
| 10.47 | Letter Agreement, dated December 6, 2016, between Wells Fargo Bank, National Association and Teradyne, Inc. regarding the Base Call Option Transaction. | Exhibit 10.6 to Teradyne’s Current Report on Form 8-K filed December 12, 2016. | ||
| 10.48 | Letter Agreement, dated December 9, 2016, between Barclays Bank PLC and Teradyne, Inc., regarding the Additional Warrants | Exhibit 10.7 to Teradyne’s Current Report on Form 8-K filed December 12, 2016. |
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| Exhibit No. | Description | SEC Document Reference | ||
| 10.49 | Letter Agreement, dated December 9, 2016, between Bank of America, N.A., and Teradyne, Inc. regarding the Additional Warrants. | Exhibit 10.8 to Teradyne’s Current Report on Form 8-K filed December 12, 2016. | ||
| 10.50 | Letter Agreement, dated December 9, 2016, between Wells Fargo Bank, National Association and Teradyne, Inc. regarding the Additional Warrants. | Exhibit 10.9 to Teradyne’s Current Report on Form 8-K filed December 12, 2016. | ||
| 10.51 | Letter Agreement, dated December 9, 2016, between Barclays Bank PLC and Teradyne, Inc. regarding the Additional Call Option Transaction. | Exhibit 10.10 to Teradyne’s Current Report on Form 8-K filed December 12, 2016. | ||
| 10.52 | Letter Agreement, dated December 9, 2016, between Bank of America, N.A. and Teradyne, Inc. regarding the Additional Call Option Transaction | Exhibit 10.11 to Teradyne’s Current Report on Form 8-K filed December 12, 2016. | ||
| 10.53 | Letter Agreement, dated December 9, 2016, between Wells Fargo Bank, National Association and Teradyne, Inc. regarding the Additional Call Option Transaction. | Exhibit 10.12 to Teradyne’s Current Report on Form 8-K filed December 12, 2016. | ||
| 21.1 | Subsidiaries of Teradyne. | Filed herewith. | ||
| 23.1 | Consent of PricewaterhouseCoopers LLP. | Filed herewith. | ||
| 31.1 | Rule 13a-14(a) Certification of Principal Executive Officer. | Filed herewith. | ||
| 31.2 | Rule 13a-14(a) Certification of Principal Financial Officer. | Filed herewith. | ||
| 32.1 | Section 1350 Certification of Principal Executive Officer. | Furnished herewith. | ||
| 32.2 | Section 1350 Certification of Principal Financial Officer. | Furnished herewith. | ||
| 101.INS | XBRL Instance Document | |||
| 101.SCH | XBRL Taxonomy Extension Schema Document | |||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | |||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | |||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document | |||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
| † | -Confidential treatment granted. |
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| * | -Management contract or compensatory plan. |
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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 this 1st day of March, 2019.
| TERADYNE, INC. | ||
| By: | /S/ GREGORY R. BEECHER | |
| Gregory R. Beecher, | ||
| Vice President, Chief Financial Officer and Treasurer |
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.
| Signature | Title | Date | ||
| /S/ ROY A. VALLEE Roy A. Vallee | Chair of the Board | March 1, 2019 | ||
| /S/ MARK E. JAGIELA Mark E. Jagiela | Chief Executive Officer (Principal Executive Officer) and Director | March 1, 2019 | ||
| /S/ GREGORY R. BEECHER Gregory R. Beecher | Vice President, Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer) | March 1, 2019 | ||
| /S/ MICHAEL A. BRADLEY Michael A. Bradley | Director | March 1, 2019 | ||
| /S/ EDWIN J. GILLIS Edwin J. Gillis | Director | March 1, 2019 | ||
| /S/ TIMOTHY E. GUERTIN Timothy E. Guertin | Director | March 1, 2019 | ||
| /S/ MERCEDES JOHNSON Mercedes Johnson | Director | March 1, 2019 | ||
| /S/ MARILYN MATZ Marilyn Matz | Director | March 1, 2019 | ||
| /S/ PAUL J. TUFANO Paul J. Tufano | Director | March 1, 2019 |
Previous: Item 15. Exhibits and Financial Statement Schedule.