filings.toolsItem 16. Form 10-K Summary
22K characters. Original on sec.gov ·
Item 16. Form 10-K Summary
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 | ||
| 3.1 | Restated Articles of Organization. | Appendix B to Teradyne’s Definitive Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 filed on March 29, 2024. | ||
| 3.2 | Amended and Restated By-laws, as amended. | Exhibit 3.1 to Teradyne’s Current Report on Form 8-K filed on January 29, 2024. | ||
| 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 | First Supplemental Indenture dated as of November 4, 2021 between Teradyne, Inc. and Wilmington Trust, National Association, as trustee. | Exhibit 4.1 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended October 3, 2021. | ||
| 4.3 | 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. | ||
| 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 10.2 to Teradyne’s Current Report on Form 8-K filed on May 13, 2021. | ||
| 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 10.9 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020. | ||
| 10.10 | Form of Time-Based Restricted Stock Unit Agreement for Executive Officers under 2006 Equity and Cash Compensation Incentive Plan.* | Exhibit 10.1 to Teradyne’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2024. | ||
| 10.11 | Form of Executive Officer Stock Option Agreement under 2006 Equity and Cash Compensation Incentive Plan, as amended. * | Exhibit 10.2 to Teradyne’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2024. | ||
| 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. | ||
| 10.35 | Executive Officer Change in Control Agreement dated October 1, 2020 between Teradyne, Inc. and Richard Burns.* | Exhibit 10.1 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended September 27, 2020. | ||
| 10.36 | Executive Officer Change in Control Agreement dated August 21, 2023 between Teradyne, Inc. and Ujjwal Kumar.* | Exhibit 10.1 to Teradyne's Quarterly Report on Form 10-Q for the quarter ended October 1, 2023. | ||
| 10.37 | Employment Agreement dated June 27, 2023 between Teradyne, Inc. and Ujjwal Kumar.* | Exhibit 10.2 to Teradyne's Quarterly Report on Form 10-Q for the quarter ended October 1, 2023 | ||
| 10.38 | Executive Officer Change in Control Agreement dated February 2, 2024 between Teradyne, Inc. and Ryan Driscoll.* | Exhibit 10.38 to Teradyne's Annual Report on Form 10-K for the fiscal year ended December 31, 2023. | ||
| 10.39 | Employment Agreement dated October 1, 2020 between Teradyne, Inc. and Richard Burns.* | Exhibit 10.2 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended September 27, 2020. | ||
| 10.40 | Executive Officer Change in Control Agreement dated November 14, 2023 between Teradyne, Inc. and John Wood. * | Exhibit 10.1 to Teradyne's Quarterly Report on Form 10-Q for the quarter ended September 29, 2024. | ||
| 10.41 | Executive Officer Change in Control Agreement dated August 23, 2024 between Teradyne, Inc. and John Lukez. * | Exhibit 10.2 to Teradyne's Quarterly Report on Form 10-Q for the quarter ended September 29, 2024. | ||
| 10.42 | 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. | ||
| 10.43 | Form of Indemnification Agreement.* | Exhibit 10.24 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006. | ||
| 10.44 | 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. | ||
| 10.45 | Credit Agreement dated May 1, 2020 among Teradyne, Inc., Truist Bank, as the administrative agent, issuing bank and swingline lender, and other lenders party thereto. | Exhibit 10.1 to Teradyne’s Current Report on Form 8-K filed May 5, 2020. | ||
| 10.46 | First Amendment to Credit Agreement dated December 10, 2021 among Teradyne, Inc., Truist Bank, as the administrative agent, issuing bank and swingline lender, and other lenders party thereto. | Exhibit 10.52 to Teradyne’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021. | ||
| 10.47 | Second Amendment to Credit Agreement dated October 5, 2022 among Teradyne, Inc., Truist Bank, as the administrative agent, issuing bank and swingline lender, and other lenders party thereto. | Exhibit 10.1 to Teradyne’s Quarterly Report on Form 10-Q for the quarter ended October 2, 2022. | ||
| 10.48 | Third Amendment to Credit Agreement dated November 7, 2023 among Teradyne, Inc., Truist Bank, as the administrative agent, issuing bank and swingline lender, and other lenders party thereto | Exhibit 10.1 to Teradyne's Quarterly Report on Form 10-Q for the quarter ended June 30, 2024. | ||
| 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. | ||
| 97.1 | Policy for Recoupment of Incentive Compensation. | Filed herewith. | ||
| 101 | The following financial information from Teradyne, Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets as of December 31, 2023 and December 31, 2022, (ii) |
| Consolidated Statements of Operations for the years ended December 31, 2023, 2022 and 2021, (iii) Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2023, 2022 and 2021 (iv) Consolidated Statements of Shareholders’ Equity for the years ended December 31, 2023, 2022 and 2021, (v) Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021, 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.
- -Management contract or compensatory plan.
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 20th day of February 2025.
| 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/ PAUL J. TUFANO Paul J. Tufano | Chair of the Board | February 20, 2025 |
| /S/ GREGORY SMITH Gregory Smith | Chief Executive Officer (Principal Executive Officer) and Director | February 20, 2025 |
| /S/ SANJAY MEHTA Sanjay Mehta | Vice President, Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer) | February 20, 2025 |
| /S/ PETER HERWECK Peter Herweck | Director | February 20, 2025 |
| /S/ MERCEDES JOHNSON Mercedes Johnson | Director | February 20, 2025 |
| /S/ ERNEST E. MADDOCK Ernest E. Maddock | Director | February 20, 2025 |
| /S/ MARILYN MATZ Marilyn Matz | Director | February 20, 2025 |
| /S/ FOUAD TAMER Fouad Tamer | Director | February 20, 2025 |
| /S/ BRIDGET VAN KRALINGEN Bridget van Kralingen | Director | February 20, 2025 |
Previous: Item 15. Exhibits and Financial Statement Schedule.
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