filings.toolsItem 16. Form 10-K Summary
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Item 16. Form 10-K Summary
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Not applicable.
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 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. | ||||
| 2.2 | Amendment No. 1 dated as of October 10, 2019 to Share Sale and Purchase Agreement by and among Teradyne Robotics Holdings Denmark ApS, Teradyne, Inc. and the former shareholders of Mobile Industrial Robots ApS. | Filed herewith. | ||||
| 3.1 | Restated Articles of Organization. | Exhibit 3.1 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018. | ||||
| 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. | ||||
| 4.2 | Description of Teradyne, Inc. Securities Registered under Section 12 of the Exchange Act. | Filed herewith. | ||||
| 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† | 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. | ||||
| 10.3† | 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. | ||||
| 10.4 | 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. | ||||
| 10.5 | 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. |
| Exhibit No. | Description | SEC Document Reference | ||||
| 10.6† | 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. | ||||
| 10.7 | 2006 Equity and Cash Compensation Incentive Plan, as amended.* | Exhibit 10.9 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018. | ||||
| 10.8 | Danish Sub-Plan to the 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, 2018. | ||||
| 10.9 | 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. | ||||
| 10.10 | 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. | ||||
| 10.11 | 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. | ||||
| 10.12 | 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. | ||||
| 10.13 | 1996 Employee Stock Purchase Plan, as amended.* | Exhibit 10.15 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018. | ||||
| 10.14 | Sub-Plan to the 1996 Employee Stock Purchase Plan for participants located in the European Union /European Economic Area. | Filed herewith. | ||||
| 10.15 | Danish Sub-Plan to the 1996 Employee Stock Purchase Plan. | Filed herewith. | ||||
| 10.16 | 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. | ||||
| 10.17 | 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. | ||||
| 10.18 | 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. | ||||
| 10.19 | 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. |
| Exhibit No. | Description | SEC Document Reference | ||||
|---|---|---|---|---|---|---|
| 10.20 | 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. | ||||
| 10.21 | Executive Officer Retirement Agreement dated July 17, 2019 between Teradyne and Gregory R. Beecher.* | Exhibit 10.1 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2019. | ||||
| 10.22 | 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. | ||||
| 10.23 | 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. | ||||
| 10.24 | 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. | ||||
| 10.25 | 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. | ||||
| 10.26 | 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. | ||||
| 10.27 | 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. | ||||
| 10.28 | 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. | ||||
| 10.29 | 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. | ||||
| 10.30 | 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. | ||||
| 10.31 | Teradyne Offer of Employment dated February 8, 2019 for Sanjay Mehta.* | Exhibit 10.1 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019. | ||||
| 10.32 | Executive Officer Change in Control Agreement dated April 25, 2019 between Teradyne, Inc. and Sanjay Mehta.* | Exhibit 10.2 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019. | ||||
| 10.33 | Employment Agreement dated April 25, 2019 between Teradyne, Inc. and Sanjay Mehta.* | Exhibit 10.3 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019. | ||||
| 10.34 | Agreement Regarding Termination Benefits dated April 25, 2019 between Teradyne, Inc. and Sanjay Mehta.* | Exhibit 10.4 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019. |
| Exhibit No. | Description | SEC Document Reference | ||||
| 10.35 | Time-Based Restricted Stock Unit Agreement dated May 1, 2019 for Sanjay Mehta under 2006 Equity and Cash Compensation Plan.* | Exhibit 10.5 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019. | ||||
| 10.36 | Form of Indemnification Agreement.* | Exhibit 10.24 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006. | ||||
| 10.37 | 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. | ||||
| 10.38 | 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. | ||||
| 10.39 | 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. | ||||
| 10.40 | 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. | ||||
| 10.41 | 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. | ||||
| 10.42 | 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. | ||||
| 10.43 | 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. | ||||
| 10.44 | 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. | ||||
| 10.45 | 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. | ||||
| 10.46 | 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. | ||||
| 10.47 | 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. |
| Exhibit No. | Description | SEC Document Reference | ||||
| 10.48 | 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. | ||||
| 10.49 | 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 | The following financial information from Teradyne, Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019, formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets as of December 31, 2019 and December 31, 2018, (ii) Consolidated Statements of Operations for the years ended December 31, 2019, 2018 and 2017, (iii) Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2019, 2018 and 2017 (iv) Consolidated Statements of Shareholders’ Equity for the years ended December 31, 2019, 2018 and 2017, (v) Consolidated Statements of Cash Flows for the years ended December 31, 2019, 2018 and 2017, and (vi) the Notes to Consolidated Financial Statements. | |||||
| 104 | The cover page of the Annual Report on Form 10- K formatted in Inline XBRL (included in Exhibit 101). |
| † | -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 2nd day of March, 2020.
| Teradyne, Inc. | ||
| By: | / s / Sanjay Mehta | |
| Sanjay Mehta, | ||
| 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 2, 2020 | ||
| / s / Mark E. Jagiela Mark E. Jagiela | Chief Executive Officer (Principal Executive Officer) and Director | March 2, 2020 | ||
| / s / Sanjay Mehta Sanjay Mehta | Vice President, Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer) | March 2, 2020 | ||
| / s / Michael A. Bradley Michael A. Bradley | Director | March 2, 2020 | ||
| / s / Edwin J. Gillis Edwin J. Gillis | Director | March 2, 2020 | ||
| / s / Timothy E. Guertin Timothy E. Guertin | Director | March 2, 2020 | ||
| / s / Mercedes Johnson Mercedes Johnson | Director | March 2, 2020 | ||
| / s / Marilyn Matz Marilyn Matz | Director | March 2, 2020 | ||
| /s/ Paul J. Tufano Paul J. Tufano | Director | March 2, 2020 |
Previous: Item 15. Exhibits and Financial Statement Schedule .
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