Item 15. Exhibits, Financial Statements and Schedules

19K characters. Original on sec.gov · Markdown

Item 15. Exhibits, Financial Statements and Schedules

Index to Consolidated Financial Statements

PAGE
Report of Independent Registered Public Accounting Firm37
Consolidated Balance Sheets as of December 31, 2019 and 201839
Consolidated Statements of Operations for the years ended December 31, 2019, 2018, and 201740
Consolidated Statements of Comprehensive Income for the years ended December 31, 2019, 2018, and 201741
Consolidated Statements of Stockholders’ Equity for the years ended December 31, 2019, 2018, and 201742
Consolidated Statements of Cash Flows for the years ended December 31, 2019, 2018, and 201743
Notes to Consolidated Financial Statements44

Index to Financial Statement Schedules

PAGE
Schedule II - Valuation and Qualifying Accounts83
All other financial statement schedules are omitted because they are not applicable to the Company.

Index to Exhibits

Incorporated by Reference
Exhibit NumberExhibit DescriptionFormExhibit NumberFiling Date or Period End DateFiled or Furnished Within
3.1(i)Restated Certificate of Incorporation of the Company.8-K3.1(i)August 16, 2012
3.1(ii)Amended and Restated By-laws of Zebra Technologies Corporation, as amended as of January 7, 2013.8-K3(ii)January 10, 2013
4.1Specimen stock certificate representing Class A Common Stock.10-K4.1December 31, 2017
4.2Description of Securities Registered Under Section 12 of the Securities Exchange ActX
10.1Employment Agreement between the Company and Michael H. Terzich, dated November 16, 2007. +10-K10.25December 31, 2008
10.2Employment Agreement between Olivier Leonetti and the Company dated October 31, 2016. +10-K10.3December 31, 2016
10.3Form of Amendment No. 1 to Employment Agreement by and between the Company and certain executive officers dated December 30, 2008.+8-K10.3January 5, 2009
10.4Form of indemnification agreement between Zebra Technologies Corporation and each director and executive officer.10-K10.6December 31, 2016
10.5Form of Director Stock Option Agreement (1-Year Vesting) under the 2006 Incentive Compensation Plan for awards granted to directors on or after May 22, 2008 and prior to December 2, 2008. +8-K10.4May 29, 2008
10.6Amendment to outstanding Stock Option Agreements under the 2006 Incentive Compensation Plan, dated December 2, 2008. +8-K10.2December 8, 2008
10.72006 Incentive Compensation Plan. +8-K10.1May 15, 2006
10.8Amendment to the 2006 Incentive Compensation Plan dated December 2, 2008. +8-K10.1December 8, 2008
Incorporated by Reference
Exhibit NumberExhibit DescriptionFormExhibit NumberFiling Date or Period End DateFiled or Furnished Within
10.92011 Long-Term Incentive Plan (Amended and Restated as of May 15, 2014). +10-Q10.1June 28, 2014
10.102015 Long-Term Incentive Plan. +10-K10.11December 31, 2017
10.112018 Long-Term Incentive Plan. +S-84.1June 1, 2018
10.122005 Executive Deferred Compensation Plan, as amended. +10-Q10.4March 29, 2008
10.13Form of Amendment to Employment Agreement between Zebra Technologies Corporation and executive officers. +10-Q10.1October 2, 2010
10.14Amended and Restated Employment Agreement between Zebra Technologies Corporation and Anders Gustafsson dated as of May 6, 2010. +10-Q10.10April 3, 2010
10.15Letter Agreement between Zebra Technologies Corporation and Anders Gustafsson dated as of May 6, 2010. +10-Q10.11April 3, 2010
10.16Form of 2012 time-vested stock appreciation rights agreement for employees other than CEO. +10-Q10.1June 30, 2012
10.17Form of 2013-16 time-vested stock appreciation rights agreement for employees other than CEO. +10-Q10.1March 30, 2013
10.18Form of 2017 time-vested stock appreciation rights agreement for employees other than CEO. +10-Q10.1April 1, 2017
10.19Form of 2018 stock appreciation rights agreement for employees other than the CEO. +10-Q10.2June 30, 2018
10.20Form of 2019 stock appreciation rights agreement for employees other than the CEO. +10-Q10.2June 29, 2019
10.21Form of 2012 time-vested stock appreciation rights agreement for CEO. +10-Q10.4June 30, 2012
10.22Form of 2013-16 time-vested stock appreciation rights agreement for CEO. +10-Q10.4March 30, 2013
10.23Form of 2017 time-vested stock appreciation rights agreement for CEO. +10-Q10.2April 1, 2017
10.24Form of 2018 stock appreciation rights agreement for CEO. +10-Q10.5June 30, 2018
10.25Form of 2019 stock appreciation rights agreement for CEO. +10-Q10.5June 29, 2019
10.26Form of 2010 time-vested stock appreciation rights agreement for non-employee directors. +10-Q10.8April 3, 2010
10.27Form of 2011 time-vested stock appreciation rights agreement for non-employee directors. +8-K10.3May 20, 2011
10.28Form of 2012 time-vested stock appreciation rights agreement for non-employee directors. +10-Q10.7June 30, 2012
10.29Form of 2016-2017 time-vested restricted stock agreement for employees other than CEO. +10-Q10.2March 29, 2014
10.30Form of 2018 time-vested restricted stock agreement for employees other than the CEO. +10-Q10.3June 30, 2018
10.31Form of 2019 time-vested restricted stock agreement for employees other than the CEO. +10-Q10.3June 29, 2019
10.32Form of 2016-2017 performance-vested equity agreement for employees other than CEO. +10-Q10.2July 4, 2015
10.33Form of 2018 performance-vested restricted stock agreement for employees other than CEO. +10-Q10.1June 30, 2018
10.34Form of 2019 performance-vested restricted stock agreement for employees other than CEO. +10-Q10.1June 29, 2019
10.35Form of 2016-17 time-vested restricted stock agreement for CEO. +10-Q10.5March 30, 2013
Incorporated by Reference
Exhibit NumberExhibit DescriptionFormExhibit NumberFiling Date or Period End DateFiled or Furnished Within
10.36Form of 2018 time-vested restricted stock agreement for CEO. +10-Q10.6June 30, 2018
10.37Form of 2019 time-vested restricted stock agreement for CEO. +10-Q10.6June 29, 2019
10.38Form of 2016-2017 performance-vested equity agreement for CEO. +10-Q10.1July 4, 2015
10.39Form of 2018 performance-vested restricted stock agreement for CEO. +10-Q10.4June 30, 2018
10.40Form of 2019 performance-vested restricted stock agreement for CEO. +10-Q10.4June 29, 2019
10.41Amended and Restated Credit Agreement, dated July 26, 2017 (originally dated as of October 27, 2014), by and among Zebra, the lenders and issuing banks party thereto, JPMorgan Chase Bank, N.A., and Morgan Stanley Senior Funding, Inc.10-Q10.1July 1, 2017
10.42Amendment No. 1, dated May 31, 2018, to the Amended and Restated Credit Agreement of July 26, 2017 (originally dated as of October 27, 2014), by and among Zebra, the lenders and issuing banks party thereto, JPMorgan Chase Bank, N.A., and Morgan Stanley Senior Funding, Inc.10-Q10.7June 30, 2018
10.43Amendment No. 2, dated August 9, 2019, to the Amended and Restated Credit Agreement of July 26, 2017 (originally dated as of October 27, 2014 and amended by Amendment No. 1 dated May 31, 2018), by and among, Zebra, the lenders party thereto, JPMorgan Chase Bank, N.A.10-Q10.1September 28, 2019
10.44Conformed Amended and Restated Credit Agreement, dated July 26, 2017 (originally dated as of October 27, 2014 and amended by Amendment No. 1 dated May 31, 2018 and Amendment No. 2 dated August 9, 2019), by and among Zebra, the lenders party thereto, JPMorgan Chase Bank, N.A.10-Q10.2September 28, 2019
10.45Office Lease dated November 14, 2013 between Griffin Capital Corporation (as assignee from Northwestern Mutual Life Insurance Company) and Zebra Technologies Corporation.10-K10.34December 31, 2017
10.46First Amendment to Lease dated June 6, 2014 between Griffin Capital Corporation (as assignee from Northwestern Mutual Life Insurance Company) and Zebra Technologies Corporation.10-K10.35December 31, 2017
10.47Receivables Purchase Agreement dated as of December 1, 2017 among Zebra Technologies International, LLC, as the Originator, and Zebra Technologies RSC, LLC, as Buyer.10-K10.36December 31, 2017
10.48Receivables Financing Agreement, dated as of December 1, 2017, by and among Zebra Technologies RSC, LLC, the lenders from time to time party thereto, PNC Bank, National Association, Zebra Technologies, LLC, and PNC Capital Markets, LLC.10-K10.37December 31, 2017
10.49Master Accounts Receivable Purchase Agreement dated December 19, 2018 among Zebra Technologies Europe Limited, Zebra Technologies Corporation, and MUFG Bank, Ltd.10-K10.43December 31, 2018
10.50Master Non-Recourse Receivables Purchase Agreement dated September 17, 2019 among Zebra Technologies Europe Limited, Zebra Technologies Corporation, and BNP Paribas Commercial Finance Limited10-Q10.3September 28, 2019
21.1Subsidiaries of the Company.X
23.1Consent of Ernst & Young LLP, independent registered public accounting firm.X
Incorporated by Reference
Exhibit NumberExhibit DescriptionFormExhibit NumberFiling Date or Period End DateFiled or Furnished Within
31.1Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.X
31.2Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.X
32.1Certification of Principal Executive Officer Pursuant to 18 U.S.C Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.X
32.2Certification of Principal Financial Officer Pursuant to 18 U.S.C Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.X
101The following financial information from Zebra Technologies Corporation Annual Report on Form 10-K, for the year ended December 31, 2019, formatted in Inline XBRL: (i) the Consolidated Balance Sheets; (ii) the Consolidated Statements of Operations; (iii) the Consolidated Statements of Comprehensive Income; (iv) the Consolidated Statements of Stockholders’ Equity; (v) the Consolidated Statements of Cash Flows; and (vi) Notes to Consolidated Financial Statements. The instance document does not appear in the interactive data file because Inline XBRL tags are embedded in the iXBRL document.
104The cover page from the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, formatted in Inline XBRL (included in Exhibit 101).

+ Management contract or compensatory plan or arrangement required to be filed as an exhibit to this Annual Report on Form 10-K.

Previous: Item 14. Principal Accounting Fees and Services · Next: Item 16. Form 10-K Summary