Cover and table of contents

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Cover and table of contents

10-K 1 wm-20181231x10k.htm 10-K

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

(Mark One)

☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2018

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 1-12154

Waste Management, Inc.

(Exact name of registrant as specified in its charter)

Delaware73-1309529
(State or other jurisdiction of(I.R.S. Employer
incorporation or organization)Identification No.)
1001 Fannin Street
Houston, Texas77002
(Address of principal executive offices)(Zip code)

Registrant’s telephone number, including area code:

(713) 512-6200

Securities registered pursuant to Section 12(b) of the Act:

Title of Each ClassName of Each Exchange on Which Registered
Common Stock, $0.01 par valueNew York Stock Exchange

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined by Rule 405 of the Securities Act. Yes ☑ 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 ☑

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 ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulations S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☑ No ☐

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulations S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ☑

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

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 ☑

The aggregate market value of the voting stock held by non-affiliates of the registrant as of June 30, 2018 was approximately $34.8 billion. The aggregate market value was computed by using the closing price of the common stock as of that date on the New York Stock Exchange (“NYSE”). (For purposes of calculating this amount only, all directors and executive officers of the registrant have been treated as affiliates.)

The number of shares of Common Stock, $0.01 par value, of the registrant outstanding as of February 8, 2019 was 423,779,540 (excluding treasury shares of 206,502,921).

DOCUMENTS INCORPORATED BY REFERENCE

DocumentIncorporated as to
Proxy Statement for the 2019 Annual Meeting of StockholdersPart III

TABLE OF CONTENTS

Page
PART I
Item 1.Business3
Item 1A.Risk Factors15
Item 1B.Unresolved Staff Comments27
Item 2.Properties27
Item 3.Legal Proceedings27
Item 4.Mine Safety Disclosures27
PART II
Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities28
Item 6.Selected Financial Data30
Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations30
Item 7A.Quantitative and Qualitative Disclosures About Market Risk56
Item 8.Financial Statements and Supplementary Data57
Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure120
Item 9A.Controls and Procedures120
Item 9B.Other Information121
PART III
Item 10.Directors, Executive Officers and Corporate Governance121
Item 11.Executive Compensation121
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters121
Item 13.Certain Relationships and Related Transactions, and Director Independence121
Item 14.Principal Accounting Fees and Services121
PART IV
Item 15.Exhibits122
Item 16.Form 10-K Summary124

PART I

Next: Item 1. Business.