DE 10-K Annual Report Nov. 1, 2020 | Alphaminr

DE 10-K Fiscal year ended Nov. 1, 2020

DEERE & CO
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TABLE OF CONTENTS
Item 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 Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 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 DataItem 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 Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

2.1 Share and Asset Sale and Purchase Agreement, dated May 31, 2017, between Deere & Company and Wirtgen Group Holding GmbH (Exhibit 2.1 to Form 8-K of registrant dated June 1, 2017*) 2.2 Accession Agreement to the Share and Asset Sale and Purchase Agreement, dated November 24, 2017, between Wirtgen Group Holding GmbH as Seller, Deere & Company as Purchaser, and Purchasers Nominees: John Deere GmbH & Co. KG, John Deere Construction & Forestry Company, John Deere Asia (Singapore) Private Limited, John Deere Holding S. r.L., John Deere India Private Limited, John Deere-Lanz Verwaltungs-GmbH, John Deere Proprietary Limited, WMT GmbH, and John Deere Technologies S.C.S. (Exhibit 2.2 to Form 10-K of registrant for the year ended October 29, 2017, Securities and Exchange Commission File Number 1-4121*) 2.3 First Amendment to the Share and Asset Sale and Purchase Agreement, dated November 24, 2017, between Deere & Company and Wirtgen Group Holding GmbH** (Exhibit 2.3 to Form 10-K of registrant for the year ended October 29, 2017, Securities and Exchange Commission File Number 1-4121*) 2.4 Second Amendment to the Share and Asset Sale and Purchase Agreement, dated December 1, 2017, between Wirtgen Group Holding GmbH as Seller, Deere & Company as Purchaser, and Purchasers Nominees: John Deere GmbH & Co. KG, John Deere Construction & Forestry Company, John Deere Asia (Singapore) Private Limited, John Deere Holding S. r.L., John Deere India Private Limited, John Deere-Lanz Verwaltungs-GmbH, John Deere Proprietary Limited, WMT GmbH, and John Deere Technologies S.C.S.** (Exhibit 2.4 to Form 10-K of registrant for the year ended October 29, 2017, Securities and Exchange Commission File Number 1-4121*) 3.1 Certificate of Incorporation (Exhibit3.1 to Form10-Q of registrant for the quarter ended July 28, 2019, Securities and Exchange Commission File Number 1-4121*) 3.2 Certificate of Designation Preferences and Rights of SeriesA Participating Preferred Stock (Exhibit3.2 to Form10-K of registrant for the year ended October31, 1998, Securities and Exchange Commission File Number 1-4121*) 3.3 Bylaws, as amended (Exhibit 3.1 to Form 8-K of registrant filed on December 3, 2020, Securities and Exchange Commission File Number 1-4121*) 4.1 Formof common stock certificate (Exhibit4.6 to Form10-K of registrant for the year ended October31, 1998, Securities and Exchange Commission File Number 1-4121*) 4.2 Indenture dated as of September25, 2008 between the registrant and The Bank of New York Mellon, as Trustee (Exhibit4.1 to the registration statement on FormS-3ASR no. 333-153704, filed September26, 2008, Securities and Exchange Commission File Number 1-4121*) 4.3 Indenture dated as of June 15, 2020 among John Deere Funding, as issuer, the registrant, as guarantor, and The Bank of New York Mellon, as Trustee (Exhibit 4.2 to the registration statement on Form S-3ASR no. 333-239165, filed June 15, 2020, Securities and Exchange Commission File Number 1-4121*) 4.4 Indenture dated as of June 15, 2020 among Deere Funding Canada Corporation, as issuer, the registrant, as guarantor, and The Bank of New York Mellon, as Trustee (Exhibit 4.3 to the registration statement on Form S-3ASR no. 333-239165, filed June 15, 2020, Securities and Exchange Commission File Number 1-4121*) 4.5 Terms and Conditions of the Euro Medium Term Notes, published on March 4, 2020, applicable to the U.S. $6,000,000,000 Euro Medium Term Note Programme of registrant, John Deere Capital Corporation, John Deere Bank S.A., and John Deere Cash Management 4.6 Description of Deere & Companys Common Stock (Exhibit 4.4 to Form 10-K of registrant for the year ended November 3, 2019, Securities and Exchange Commission File number 1-4121*) 4.7 Description of Deere & Companys 8% Debentures Due 2022 (Exhibit 4.5 to Form 10-K of registrant for the year ended November 3, 2019, Securities and Exchange Commission File Number 1-4121*) 4.8 Description of Deere & Companys 6.55% Debentures Due 2028 (Exhibit 4.6 to Form 10-K of registrant for the year ended November 3, 2019, Securities and Exchange Commission File Number 1-4121*) 10.1 Agreement as amended November1, 1994 between registrant and John Deere Capital Corporation concerning agricultural retail notes (Exhibit10.1 to Form10-K of registrant for the year ended October31, 1998, Securities and Exchange Commission File Number 1-4121*) 10.2 Agreement as amended November1, 1994 between registrant and John Deere Capital Corporation relating to lawn and grounds care retail notes (Exhibit10.2 to Form10-K of registrant for the year ended October31, 1998, Securities and Exchange Commission File Number 1-4121*) 10.3 Agreement as amended November1, 1994 between John Deere Construction Equipment Company, a wholly-owned subsidiary of registrant and John Deere Capital Corporation concerning construction retail notes (Exhibit10.3 to Form10-K of registrant for the year ended October31, 1998, Securities and Exchange Commission File Number 1-4121*) 10.4 Agreement dated July14, 1997 between the John Deere Construction Equipment Company and John Deere Capital Corporation concerning construction retail notes (Exhibit10.4 to Form10-K of registrant for the year ended October31, 2003, Securities and Exchange Commission File Number 1-4121*) 10.5 Agreement dated November1, 2003 between registrant and John Deere Capital Corporation relating to fixed charges ratio, ownership and minimum net worth of John Deere Capital Corporation (Exhibit10.5 to Form10-K of registrant for the year ended October31, 2003, Securities and Exchange Commission File Number 1-4121*) 10.6 Deere& Company Voluntary Deferred Compensation Plan as amended January2014 (Exhibit 10.6 to Form 10-K of registrant for the year ended October 31, 2014, Securities and Exchange Commission File Number 1-4121*) 10.7 John Deere Short-Term Incentive Bonus Plan as amended February 25, 2015 (Appendix E to Proxy Statement of registrant filed January14, 2015, Securities and Exchange Commission File Number 1-4121*) 10.8 John Deere Long-Term Incentive Cash Plan (Appendix C to Proxy Statement of registrant filed January 12, 2018, Securities and Exchange Commission File Number 1-4121*) 10.9 John Deere Omnibus Equity and Incentive Plan as amended February 25, 2015 (Appendix D to Proxy Statement of registrant filed January 14, 2015, Securities and Exchange Commission File Number 1-4121*) 10.10 Formof Terms and Conditions for John Deere Nonqualified Stock Option Grant (Exhibit10.10 to Form10-K of registrant for the year ended October31, 2010, Securities and Exchange Commission File Number 1-4121*) 10.11 Formof John Deere Restricted and Performance Stock Unit Grant for Employees (Exhibit10.11 to Form10-K of the registrant for the year ended October31, 2012, Securities and Exchange Commission File Number 1-4121*) 10.12 Formof John Deere Restricted Stock Unit Grant for Directors (Exhibit10.13 to Form10-K of the registrant for the year ended October31, 2008, Securities and Exchange Commission File Number 1-4121*) 10.13 Form of Nonemployee Director Restricted Stock Grant (Exhibit 10.13 to Form 10-K of registrant for the year ended October 31, 2004, Securities and Exchange Commission File Number 1-4121*) 10.14 John Deere Defined Contribution Restoration Plan, as amended October 2016 (Exhibit 10.14 to Form 10-K of registrant for the year ended October 29, 2017, Securities and Exchange Commission File Number 1-4121*) 10.15 John Deere Supplemental Pension Benefit Plan, as amended October 2014 (Exhibit 10.15 to Form 10-K of registrant for the year ended October 31, 2014, Securities and Exchange Commission File Number 1-4121*) 10.16 John Deere Senior Supplementary Pension Benefit Plan as amended October 2014 (Exhibit 10.16 to Form 10-K of registrant for the year ended October 31, 2014, Securities and Exchange Commission File Number 1-4121*) 10.17 John Deere ERISA Supplementary Pension Benefit Plan as amended December2011 (Exhibit 10.17 to Form 10-K of registrant for the year ended October 31, 2014, Securities and Exchange Commission File Number 1-4121*) 10.18 Nonemployee Director Stock Ownership Plan (Appendix A to Proxy Statement of registrant filed on January13, 2012, Securities and Exchange Commission File Number 1-4121*) 10.19 Deere& Company Nonemployee Director Deferred Compensation Plan, as amended October 2016 (Exhibit 10.19 to Form 10-K of registrant for the year ended October 29, 2017, Securities and Exchange Commission File Number 1-4121*) 10.20 Amended and Restated Change in Control Severance Program, effective May29, 2018 (Exhibit 10.20 to Form 10-K of registrant for the year ended November 3, 2019, Securities and Exchange Commission File number 1-4121*) 10.21 Executive Incentive Award Recoupment Policy (Exhibit10.9 to Form 10-Q of registrant for the quarter ended January31, 2008, Securities and Exchange Commission File Number 1-4121*) 10.22 John Deere 2020 Equity and Incentive Plan (Appendix C to Proxy Statement of registrant filed January 10, 2020, Securities and Exchange Commission File Number 1-4121*) 10.24 Second Amendment, dated as of February 21, 2020, to the Asset Purchase Agreement dated October 29, 2001, between registrant and Deere Capital, Inc. (including conformed copy of the Asset Purchase Agreement as Exhibit A thereto) (Exhibit 10.1 to Form 10-Q of registrant for the quarter ended February 2, 2020, Securities and Exchange Commission File Number 1-4121*) 10.26 Second Amendment, dated as of February 21, 2020, to the Asset Purchase Agreement dated October 29, 2001, between John Deere Construction & Forestry Company and Deere Capital, Inc. (including conformed copy of the Asset Purchase Agreement as Exhibit A thereto) (Exhibit 10.2 to Form 10-Q of registrant for the quarter ended February 2, 2020, Securities and Exchange Commission File Number 1-4121*) 10.27 Factoring Agreement dated September20, 2002 between John Deere Bank S.A. (as successor in interest to John Deere Finance S.A.) and John Deere Vertrieb, a branch of Deere& Company, concerning the sale of trade receivables (Exhibit10.21 to Form10-K of registrant for the year ended October31, 2002, Securities and Exchange Commission File Number 1-4121*) 10.28 Receivables Purchase Agreement dated August23, 2002 between John Deere Bank S.A. (as successor in interest to John Deere Finance S.A.) and John Deere Limited (Scotland) concerning the sale of trade receivables (Exhibit10.22 to Form10-K of registrant for the year ended October31, 2002, Securities and Exchange Commission File Number 1-4121*) 10.29 Joint Venture Agreement dated May16, 1988 between registrant and Hitachi Construction Machinery Co., Ltd (Exhibit10.26 to Form10-K of registrant for the year ended October31, 2005, Securities and Exchange Commission File Number 1-4121*) 10.30 Marketing Profit Sharing Agreement dated January1, 2002 between John Deere Construction and Forestry Equipment Company (also known as John Deere Construction& Forestry Company) and Hitachi Construction Machinery Holding U.S.A. Corporation (Exhibit10.27 to Form10-K of registrant for the year ended October31, 2005, Securities and Exchange Commission File Number 1-4121*) 10.31 Integrated Marketing Agreement dated October16, 2001 between registrant and Hitachi Construction Machinery Co. Ltd. (Exhibit10.28 to Form10-K of registrant for the year ended October31, 2005, Securities and Exchange Commission File Number 1-4121*) 10.32 2024 Credit Agreement among the registrant, John Deere Capital Corporation, John Deere Bank S.A., various financial institutions, JPMorgan Chase Bank, N.A., as administrative agent, Citibank, N.A., as documentation agent, and Bank of America, N.A., as syndication agent, dated March 30, 2020(Exhibit 10.1 to Form 10-Q of registrant for the quarter ended May 3, 2020, Securities and Exchange Commission File Number 1-4121*) 10.33 2025 Credit Agreement among the registrant, John Deere Capital Corporation, John Deere Bank S.A., various financial institutions, JPMorgan Chase Bank, N.A., as administrative agent, Citibank, N.A., as documentation agent, and Bank of America, N.A., as syndication agent, dated March 30, 2020 (Exhibit 10.2 to Form 10-Q of registrant for the quarter ended May 3, 2020, Securities and Exchange Commission File Number 1-4121*) 10.34 364-Day Credit Agreement among the registrant, John Deere Capital Corporation, John Deere Bank S.A., various financial institutions, JPMorgan Chase Bank, N.A., as administrative agent, Citibank, N.A., as documentation agent, and Bank of America, N.A., as syndication agent, dated March 30, 2020 (Exhibit 10.3 to Form 10-Q of registrant for the quarter ended May 3, 2020, Securities and Exchange Commission File Number 1-4121*) 21. Subsidiaries 22. List of Guarantors and Subsidiary Issuers of Guaranteed Securities 23. Consent of Deloitte& Touche LLP 31.1 Rule13a-14(a)/15d-14(a)Certification 31.2 Rule13a-14(a)/15d-14(a)Certification 32. Section1350 Certifications