BHE 10-K Annual Report Dec. 31, 2019 | Alphaminr
BENCHMARK ELECTRONICS INC
ALPHAMINR

BHE 10-K Fiscal year ended Dec. 31, 2019

Balance Sheet
Cash Flow
Income Statement
Debt
BENCHMARK ELECTRONICS INC
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PROXIES
DEF 14A
 		Filed on April 12, 2024
DEF 14A
 		Filed on April 7, 2023
DEF 14A
 		Filed on April 15, 2022
DEF 14A
 		Filed on April 1, 2021
DEF 14A
 		Filed on March 30, 2020
DEF 14A
 		Filed on April 2, 2019
DEF 14A
 		Filed on March 30, 2018
DEF 14A
 		Filed on March 31, 2017
DEF 14A
 		Filed on April 2, 2015
DEF 14A
 		Filed on March 28, 2014
DEF 14A
 		Filed on March 29, 2013
DEF 14A
 		Filed on March 28, 2012
DEF 14A
 		Filed on April 5, 2011
DEF 14A
 		Filed on April 2, 2010
TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Shareholder Matters and Issuer Purchases Of Equity SecuritiesPart OfItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1 Summary Of Significant Accounting PoliciesNote 2 AcquisitionNote 3 Contract AssetsNote 4 InventoriesNote 5 Property, Plant and EquipmentNote 6 Goodwill and Other Intangible AssetsNote 7 Borrowing FacilitiesNote 8 LeasesNote 9 Common Stock and Stock-based Awards PlansNote 10 Income TaxesNote 11 Major CustomersNote 12 Financial Instruments and Concentration Of Credit RiskNote 13 Concentrations Of Business RiskNote 14 Accounts Receivable Sale ProgramNote 15 Segment and Geographic InformationNote 16 RevenueNote 17 Employee Benefit PlansNote 18 ContingenciesNote 19 Restructuring ChargesNote 20 Ransomware IncidentNote 21 Quarterly Financial Data (unaudited)Note 22 Accumulated Other Comprehensive LossNote 23 Supplemental Cash Flow and Non-cash InformationItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Shareholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-k Summary. NoneItem 16. Form 10-k Summary

Exhibits

Purchase Agreement dated October 20, 2015 (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K dated November 12, 2015 (Commission file number 1-10560))Restated Certificate of Formation dated May 17, 2016 (incorporated by reference to Exhibit 3.1 to the Companys Current Report on Form 8-K dated May 17, 2016) (the 8-K) (Commission file number 1-10560)Amended and Restated Bylaws of the Company dated May 11, 2016 (incorporated by reference to Exhibit 3.2 to the 8-K)Specimen form of certificate evidencing the Common Shares (incorporated by reference to Exhibit 4.1 to the Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2014) (the 10-Q) (Commission file number 1-10560)Description of Companys securitiesForm of Indemnity Agreement between the Company and its directors and senior officers (incorporated by reference to Exhibit 10.1 to the 10-Q)Form of nonqualified stock option agreement for use under the 2000 Plan (incorporated by reference to Exhibit 10.10 to the Companys Annual Report on Form 10-K for the year ended December 31, 2008 (Commission file number 1-10560))Amendment No. 1 to the 2002 Plan (incorporated by reference to Exhibit 99.3 to the Companys Current Report on Form 8-K dated May 19, 2006 (Commission file number 1-10560))Benchmark Electronics, Inc. 2010 Omnibus Incentive Compensation Plan (2010 Plan) (incorporated by reference to Exhibit 99.1 to the Companys Registration Statement on Form S-8 (Registration Number 333-168427))First Amendment to the 2010 Plan (incorporated by reference to Annex A to the Company's Definitive Proxy Statement on Schedule 14A filed March 28, 2014 (Commission file number 1-10560))Form of option award agreement for use under the 2010 Plan (incorporated by reference to Exhibit 4.10 to the Companys Registration Statement on Form S-8 (Registration Number 333-168427))Form of restricted share award agreement for use under the 2010 Plan (incorporated by reference to Exhibit 4.11 to the Companys Registration Statement on Form S-8 (Registration Number 333-168427))Form of restricted stock unit award agreement for use under the 2010 Plan (incorporated by reference to Exhibit 4.12 to the Companys Registration Statement on Form S-8 (Registration Number 333-168427))Amended form of restricted stock unit award agreement for use under the 2010 Plan (incorporated by reference to Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2017 (Commission file number 1-10560))Form of performance-based restricted stock unit award agreement for use under the 2010 Plan (incorporated by reference to Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q filed on May 10, 2016 (Commission file number 1-10560))Amended form of performance-based restricted stock unit award agreement for use under the 2010 Plan (incorporated by reference to Exhibit 10.3 to the Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2017 (Commission file number 1-10560))Benchmark Electronics, Inc. Deferred Compensation Plan dated as of December 16, 2008 (incorporated by reference to Exhibit 99.1 to the Companys Form S-8 (Registration Number 333-156202))Employment Agreement dated December 1, 2016 between the Company and Paul J. Tufano (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K dated December 1, 2016 (Commission file number 1-10560))Employment Agreement between the Company and Donald F. Adam dated as of March 10, 2009 (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K dated March 10, 2009 (Commission file number 1-10560))Agreement between the Company and Jon J. King dated as of May 15, 2017 (incorporated by reference to Exhibit 10.1 to the Companys quarterly report on Form 10-Q filed for the quarter ended June 30, 2017 (Commission file number 1-10560))Form of Executive Severance Agreement (incorporated by referent to Exhibit 10.15 to the Companys Annual Report on Form 10-K for the year ended December 31, 2015 (Commission file number 1-10560))Code of Conduct (incorporated by reference to Exhibit 10.20 to the Companys Annual Report on Form 10-K for the year ended December 31, 2009 (Commission file number 1-10560))Amendment to Employment Agreement, dated as of February 22, 2018, between the Company and Paul J. Tufano (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K dated February 23, 2018 (Commission file number 1-10560))Credit Agreement, dated July 20, 2018, by and among the Company, certain of its subsidiaries, the lenders party thereto and Bank of America, N.A., as Administrative Agent, Swingline Lender and a L/C Issuer (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K dated July 23, 2018 (Commission file number 1-10560))Separation Agreement dated September 15, 2016 between the Company and Gayla J. Delly (incorporated by reference to Exhibit 10.1 to the Companys Current Report Form 8-K dated September 15, 2016 (Commission file number 1-10560))Cooperation Agreement, dated as of December 19, 2016, by and among the Company and Engaged Capital, LLC, Engaged Capital Flagship Master Fund, LP, Engaged Capital Flagship Fund, LP, Engaged Capital Flagship Fund, Ltd. and Engaged Capital Holdings, LLC (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K dated December 19, 2016 (Commission file number 1-10560))Form of Key Management Severance Agreement (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K dated December 11, 2017 (Commission file number 1-10560))Transition Agreement and Release of All Claims by and between Scott Peterson and the Company (incorporated by reference to Exhibit 10.2 to the Companys Current Report on Form 8-K dated December 11, 2017 (Commission file number 1-10560))Transition Agreement and Release of All Claims by and between Donald F. Adam and the Company (incorporated by reference to Exhibit 10.2 to the Companys Current Report on Form 8-K dated December 20, 2017 (Commission file number 1-10560))Employment Agreement, dated February 26, 2019, between the Company and Jeffrey W. Benck (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K dated February 28, 2019 (Commission file number 1-10560))Benchmark Electronics, Inc. 2019 Omnibus Incentive Compensation Plan (incorporated by reference to Annex A to the Companys Definitive Proxy Statement on Schedule 14A filed April 5, 2019) (Commission file number 1-10560)Amendment No. 1 to the Credit Agreement, dated May 17, 2019, by and among the Company, certain of its subsidiaries, the lenders party thereto and Bank of America, N.A., as Administrative Agent, Swingline Lender and a L/C Issuer (incorporated by reference to Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2019) (Commission file number 1-10560)Subsidiaries of Benchmark Electronics, Inc.Consent of Independent Registered Public Accounting Firm concerning incorporation by reference in the Companys Registration Statements on Form S-8 (Registration No. 333-101744, No. 333-156202, No. 333-168427, No. 333-198404 and No. 333-231524)Section 302 Certification of Chief Executive OfficerSection 302 Certification of Chief Financial OfficerSection 1350 Certification of Chief Executive OfficeSection 1350 Certification of Chief Financial Officer