MATX 10-K Annual Report Dec. 31, 2018 | Alphaminr
ALPHAMINR

MATX 10-K Fiscal year ended Dec. 31, 2018

Balance Sheet
Cash Flow
Income Statement
Debt
MATSON, INC.
10-Qs and 10-Ks
10-Q
 		Quarter ended June 30, 2024
10-Q
 		Quarter ended March 31, 2024
10-K
 		Fiscal year ended Dec. 31, 2023
10-Q
 		Quarter ended Sept. 30, 2023
10-Q
 		Quarter ended June 30, 2023
10-Q
 		Quarter ended March 31, 2023
10-K
 		Fiscal year ended Dec. 31, 2022
10-Q
 		Quarter ended Sept. 30, 2022
10-Q
 		Quarter ended June 30, 2022
10-Q
 		Quarter ended March 31, 2022
10-K
 		Fiscal year ended Dec. 31, 2021
10-Q
 		Quarter ended Sept. 30, 2021
10-Q
 		Quarter ended June 30, 2021
10-Q
 		Quarter ended March 31, 2021
10-K
 		Fiscal year ended Dec. 31, 2020
10-Q
 		Quarter ended Sept. 30, 2020
10-Q
 		Quarter ended June 30, 2020
10-Q
 		Quarter ended March 31, 2020
10-K
 		Fiscal year ended Dec. 31, 2019
10-Q
 		Quarter ended Sept. 30, 2019
10-Q
 		Quarter ended June 30, 2019
10-Q
 		Quarter ended March 31, 2019
10-K
 		Fiscal year ended Dec. 31, 2018
10-Q
 		Quarter ended Sept. 30, 2018
10-Q
 		Quarter ended June 30, 2018
10-Q
 		Quarter ended March 31, 2018
10-K
 		Fiscal year ended Dec. 31, 2017
10-Q
 		Quarter ended Sept. 30, 2017
10-Q
 		Quarter ended June 30, 2017
10-Q
 		Quarter ended March 31, 2017
10-K
 		Fiscal year ended Dec. 31, 2016
10-Q
 		Quarter ended Sept. 30, 2016
10-Q
 		Quarter ended June 30, 2016
10-Q
 		Quarter ended March 31, 2016
10-K
 		Fiscal year ended Dec. 31, 2015
10-Q
 		Quarter ended Sept. 30, 2015
10-Q
 		Quarter ended June 30, 2015
10-Q
 		Quarter ended March 31, 2015
10-K
 		Fiscal year ended Dec. 31, 2014
10-Q
 		Quarter ended Sept. 30, 2014
10-Q
 		Quarter ended June 30, 2014
10-Q
 		Quarter ended March 31, 2014
10-K
 		Fiscal year ended Dec. 31, 2013
10-Q
 		Quarter ended Sept. 30, 2013
10-Q
 		Quarter ended June 30, 2013
10-Q
 		Quarter ended March 31, 2013
10-K
 		Fiscal year ended Dec. 31, 2012
10-Q
 		Quarter ended Sept. 30, 2012
10-Q
 		Quarter ended June 30, 2012
10-Q
 		Quarter ended March 31, 2012
10-K
 		Fiscal year ended Dec. 31, 2011
10-Q
 		Quarter ended Sept. 30, 2011
10-Q
 		Quarter ended June 30, 2011
10-Q
 		Quarter ended March 31, 2011
10-K
 		Fiscal year ended Dec. 31, 2010
10-Q
 		Quarter ended Sept. 30, 2010
10-Q
 		Quarter ended June 30, 2010
10-Q
 		Quarter ended March 31, 2010
10-K
 		Fiscal year ended Dec. 31, 2009
PROXIES
DEF 14A
 		Filed on March 11, 2024
DEF 14A
 		Filed on March 13, 2023
DEF 14A
 		Filed on March 14, 2022
DEF 14A
 		Filed on March 9, 2021
DEF 14A
 		Filed on March 10, 2020
DEF 14A
 		Filed on March 11, 2019
DEF 14A
 		Filed on March 12, 2018
DEF 14A
 		Filed on March 13, 2017
DEF 14A
 		Filed on March 14, 2016
DEF 14A
 		Filed on March 9, 2015
DEF 14A
 		Filed on March 10, 2014
DEF 14A
 		Filed on March 12, 2013
DEF 14A
 		Filed on April 10, 2012
DEF 14A
 		Filed on March 10, 2011
DEF 14A
 		Filed on March 12, 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 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 Accounting Fees and ServicesPart IVItem 15. Exhibits and Financial Statement Schedules

Exhibits

2.1 Agreement and Plan of Merger, dated as of November 11, 2014, by and among Matson Navigation Company, Inc., Hogan Acquisition Inc. and Horizon Lines, Inc. (incorporated by reference to Exhibit2.1 of Matsons Form 8-K dated November 11, 2014). 2.2 Amendment No. 1 to Agreement and Plan of Merger, dated as of February 13, 2015, by and among Matson Navigation Company, Inc., Hogan Acquisition Inc. and Horizon Lines, Inc. (incorporated by reference to Exhibit 2.1 of Matsons Form 8-K dated February 17, 2015). 2.3 Contribution, Assumption and Purchase Agreement, dated as of November 11, 2014, by and among The Pasha Group, SR Holding LLC, Horizon Lines, Inc. and Sunrise Operations LLC (incorporated by reference to Exhibit 2.2 of Horizon Lines, Inc.s Form 8-K dated November 11, 2014). 2.4 Amendment No. 1 to the Contribution, Assumption and Purchase Agreement, dated as of May 29, 2015, by and among The Pasha Group, SR Holding LLC, Horizon Lines, Inc. and Sunrise Operations LLC (incorporated by reference to Exhibit 2.2 of Matsons Form 10-Q for the quarter ended June 30, 2015). 2.5 Membership Interest Purchase Agreement, dated as of July 18, 2016, by and between Matson Logistics, Inc. and Span Holdings, LLC (incorporated by reference to Exhibit 2.1 of Matsons Form8K dated July18, 2016). 3.1 Amended and Restated Articles of Incorporation of Matson, Inc. (incorporated by reference to Exhibit3.1 of Matsons Form 10-Q for the quarter ended June 30, 2012). 3.2 Articles of Amendment to Change Corporate Name (incorporated by reference to Exhibit 4.2 of Matsons Form S-8 dated October 26, 2012). 3.3 Amended and Restated Bylaws of Matson, Inc. (as amended as of November 6, 2013) (incorporated by reference to Exhibit 3.1 of Matsons Form 10-Q for the quarter ended September 30, 2013). 10.1 Amended and Restated Credit Agreement among Matson, Inc., Bank of America, N.A., as the Agent, and the lenders thereto, dated as of June 29, 2017 (incorporated by reference to Exhibit 10.1 of Matsons Form 8-K dated June 29, 2017). 10.2 Amendment to Note Purchase Agreement among Matson, Inc. and the purchasers named therein, dated as of June 29, 2017 (incorporated by reference to Exhibit 10.2 of Matsons Form 8-K dated June 29, 2017). 10.3 Amendment to Note Purchase Agreement among Matson, Inc. and the purchasers named therein, dated as of June 29, 2017 (incorporated by reference to Exhibit 10.3 of Matsons Form 8-K dated June 29, 2017). 10.4 Amendment to Third Amended and Restated Note Purchase Agreement among Matson, Inc. and the purchasers named therein, dated as of June 29, 2017 (incorporated by reference to Exhibit 10.4 of Matsons Form 8-K dated June 29, 2017). 10.5 Amendment to Note Purchase Agreement among Matson, Inc. and the purchasers named therein, dated as of June 29, 2017 (incorporated by reference to Exhibit 10.5 of Matsons Form 8-K dated June 29, 2017). 10.6 Note Purchase Agreement among Matson, Inc. and the purchasers party thereto, dated as of December 21, 2016 (incorporated by reference to Exhibit 10.1 of Matsons Form 8-K dated December 21, 2016). 10.7 Third Amended and Restated Note Purchase and Private Shelf Agreement among Matson, Inc. and the purchasers party thereto, dated as of September 14, 2016 (incorporated by reference to Exhibit 10.1 of Matsons Form 8-K dated September 14, 2016). 10.8 Note Purchase Agreement among Matson, Inc. and the purchasers party thereto, dated as of July 30, 2015 (incorporated by reference to Exhibit 10.1 of Matsons Form 8-K dated August 3, 2015). 10.9 Amendment to the Note Purchase Agreement among Matson, Inc. and the purchasers party thereto, dated as of July 30, 2015 (incorporated by reference to Exhibit 10.3 of Matsons Form 8-K dated August 3, 2015). 10.10 First Amendment to Note Purchase Agreement amount Matson, Inc. and the purchasers party thereto, dated as of October 1, 2015 (incorporated by reference to Exhibit 10.1 of Matsons Form 8-K dated October 2, 2015). 10.11 Note Purchase Agreement among Matson, Inc., and the purchasers party thereto, dated as of November 5, 2013 (incorporated by reference to Exhibit 10.1 of Matsons Form 8-K dated January 29, 2014). 10.12 Amended and Restated Limited Liability Company Agreement of SSA Terminals, LLC by and between SSA Ventures, Inc. and Matson Ventures, Inc., dated as of April 24, 2002 (certain portions of this exhibit have been omitted pursuant to a confidential treatment request submitted to the Commission) (incorporated by reference to Exhibit 10.1 of Matsons Form 10-Q for the quarter ended June 30, 2012). 10.13 Parent Company Agreement, dated as of April 24, 2002, by and among SSA Pacific Terminals, Inc., formerly known as Stevedoring Services of America, Inc., SSA Ventures, Inc., Matson Navigation Company, Inc. and Matson Ventures, Inc. (incorporated by reference to Exhibit 10.2 of Matsons Form10-Q for the quarter ended June 30, 2012). 10.15 Amendment No. 1 dated September 21, 2007, to Security Agreement between Matson Navigation Company, Inc. and the United States of America, with respect to $55 million of Title XI ship financing bonds, dated July 29, 2004 (incorporated by reference to Exhibit 10.a.(xxx) of Alexander & Baldwin, Inc.s Form 10-Q for the quarter ended September 30, 2007). 10.16* Matson, Inc. 2007 Incentive Compensation Plan, amended and restated, effective January 29, 2015 (incorporated by reference to Exhibit 10.13 of Matsons Form 10-K for the year ended December 31, 2014). 10.17* Form of Notice of Performance Share Award Grant (incorporated by reference to Exhibit 10.1 of Matsons Form 8-K dated January 29, 2013). 10.18* Form of Matson, Inc. Performance Share Award Agreement (incorporated by reference to Exhibit 10.2 of Matsons Form 8-K dated January 29, 2013). 10.19* Form of Notice of Stock Option Grant (incorporated by reference to Exhibit 99.2 to Matsons FormS8 dated October 26, 2012). 10.20* Form of Stock Option Agreement for Non-Executive Employees (incorporated by reference to Exhibit99.3 of Matsons Form S-8 dated October 26, 2012). 10.21* Form of Stock Option Agreement for Executive Employees (incorporated by reference to Exhibit 99.4 of Matsons Form S-8 dated October 26, 2012). 10.22* Form of Notice of Time-Based Restricted Stock Unit Grant (incorporated by reference to Exhibit 99.5 of Matsons Form S-8 dated October 26, 2012). 10.23* Form of Time-Based Restricted Stock Unit Agreement for Non-Executive Employees (incorporated by reference to Exhibit 99.6 of Matsons Form S-8 dated October 26, 2012). 10.24* Form of Time-Based Restricted Stock Unit Agreement for Executive Employees (incorporated by reference to Exhibit 99.7 of Matsons Form S-8 dated October 26, 2012). 10.25* Form of Amended and Restated Restricted Stock Unit Award Agreement for Non-Employee Directors (No Deferral) (incorporated by reference to Exhibit 10.20 of Matsons Form 10-K for the year ended December 31, 2013). 10.26* Form of Amended and Restated Restricted Stock Unit Award Agreement for Non-Employee Directors (Deferral Election) (incorporated by reference to Exhibit 10.21 of Matsons Form 10-K for the year ended December 31, 2013). 10.27* Form of Anti-Dilution Adjustment Amendment to Restricted Stock Unit Award Agreements (incorporated by reference to Exhibit 99.10 of Matsons Form S-8 dated October 26, 2012). 10.28* Form of Anti-Dilution Adjustment Amendment to Stock Option Agreements (incorporated by reference to Exhibit 99.11 of Matsons Form S-8 dated October 26, 2012). 10.29* Form of Stock Option Assumption Agreement (incorporated by reference to Exhibit 99.4 of PostEffective Amendment No. 2 to Alexander & Baldwin, Inc.s Form S-8 dated June 6, 2012). 10.30* Special Form of Stock Option Assumption Agreement (incorporated by reference to Exhibit 99.6 of PostEffective Amendment No. 2 to Alexander & Baldwin, Inc.s Form S-8 dated June 6, 2012). 10.31* Matson, Inc. Deferred Compensation Plan for Outside Directors (incorporated by reference to Exhibit10.34 of Matsons Form 10-K for the year ended December 31, 2012). 10.32* Matson, Inc. Excess Benefits Plan, amended and restated effective August 27, 2014 (incorporated by reference to Exhibit 10.1 of Matsons Form 8-K dated August 28, 2014). 10.33*,** Matson, Inc. Executive Survivor/Retirement Benefit Plan (formerly known as the Alexander & Baldwin, Inc. Executive Survivor/Retirement Benefit Plan), amended and restated effective June 29, 2012. 10.34* Matson, Inc. 1985 Supplemental Executive Retirement Plan (formerly known as the Alexander & Baldwin, Inc. 1985 Supplemental Executive Retirement Plan), amended and restated effective as of January1, 2008 (incorporated by reference to Exhibit 10.b.1.(lii) of Alexander & Baldwin, Inc.s Form10-K for the year ended December 31, 2011). 10.35* Amendment No. 1 to the Matson, Inc. 1985 Supplemental Executive Retirement Plan (formerly known as the Alexander & Baldwin, Inc. 1985 Supplemental Executive Retirement Plan), effective as of December 31, 2011 (incorporated by reference to Exhibit 10.b.1.(liii) of Alexander & Baldwin, Inc.s Form 10-K for the year ended December 31, 2011). 10.36* Amendment No. 2 to the Matson, Inc. 1985 Supplemental Executive Retirement Plan (formerly known as the Alexander & Baldwin, Inc. 1985 Supplemental Executive Retirement Plan), effective as of January1, 2012 (incorporated by reference to Exhibit 10.b.1.(liv) of Alexander &Baldwin, Inc.s Form10-K for the year ended December 31, 2011). 10.37* Form of Letter Agreement entered into with certain executive officers (incorporated by reference to Exhibit10.45 of Matsons Form 10-K for the year ended December 31, 2012). 10.38* Schedule identifying executive officers who have entered into Form of Letter Agreement (incorporated by reference to Exhibit 10.42 of Matsons Form 10-K for the year ended December 31, 2014). 10.39* Form of Letter Agreement entered into with executive officer (incorporated by reference to Exhibit10.1 of Matsons Form 8-K dated October 24, 2014). 10.40* Letter Agreement Counter Party (incorporated by reference to Exhibit10.2 of Matsons Form8K dated October 24, 2014). 10.41* Form of Letter Agreement entered into with executive officer (incorporated by reference to Exhibit10.1 of Matsons Form 8-K dated April 6, 2015). 10.42* Letter Agreement Counter Parties (incorporated by reference to Exhibit 10.2 of Matsons Form 8-K dated April 6, 2015). 10.43* Form of Letter Agreement entered into with an officer (incorporated by reference to Exhibit 10.1 of Matsons Form 8-K dated May 1, 2018). 10.44* Letter Agreement Counter Parties (incorporated by reference to Exhibit 10.2 of Matsons Form 8-K dated May 1, 2018). 10.45* Matson, Inc. Executive Severance Plan (incorporated by reference to Exhibit 10.47 of Matsons Form10-K for the year ended December 31, 2012). 10.46* Matson, Inc. Cash Incentive Plan (incorporated by reference to Exhibit 10.49 of Matsons Form 10-K for the year ended December 31, 2012). 10.47* Matson, Inc. Deferred Compensation Plan (incorporated by reference to Exhibit 10.51 of Matsons Form10-K for the year ended December 31, 2012). 10.48 Shipbuilding Contract, by and between Aker Philadelphia Shipyard, Inc. and Matson Navigation Company, Inc., dated as of November 6, 2013 (certain portions of this exhibit have been omitted pursuant to a confidential treatment request submitted to the Commission) (incorporated by reference to Exhibit 10.56 of Matsons Form 10-K for the year ended December 31, 2013). 10.49 Shipbuilding Contract, by and between Aker Philadelphia Shipyard, Inc. and Matson Navigation Company, Inc., dated as of November 6, 2013 (certain portions of this exhibit have been omitted pursuant to a confidential treatment request submitted to the Commission) (incorporated by reference to Exhibit 10.57 of Matsons Form 10-K for the year ended December 31, 2013). 10.50 Guaranty Agreement by Aker Philadelphia Shipyard ASA, in favor of Matson Navigation Company, Inc., dated as of November 6, 2013 (incorporated by reference to Exhibit 10.58 of Matsons Form 10K for the year ended December 31, 2013). 10.51 Contract for Construction of Two Vessels, dated as of August 25, 2016, by and between Matson Navigation Company, Inc. and National Steel and Shipbuilding Company (certain portions of this exhibit have been omitted pursuant to a confidential treatment request submitted to the Commission) (incorporated by reference to Exhibit 10.1 of Matsons Form 10-Q for the quarter ended September 30, 2016). 10.52 Purchasers Corporate Guaranty Agreement, by Matson, Inc., dated as of August25, 2016 (incorporated by reference to Exhibit10.2 of Matsons Form 10-Q for the quarter ended September30, 2016). 10.53 Contractors Corporate Guaranty Agreement, by General Dynamics Corporation, dated as of August25, 2016 (incorporated by reference to Exhibit10.3 of Matsons Form 10-Q for the quarter ended September 30, 2016). 10.54 Form of Capital Construction Fund Agreement with Matson Navigation Company, as amended by Addendums No. 2, No. 5, No. 18, No. 20 and No. 31, thereto (incorporated by reference to Exhibit10.60 of Matsons Form 10-K for the year ended December 31, 2013). 10.55 Form of Voting Agreement, dated as of November 11, 2014, among Matson Navigation Company, Inc. and certain holders of voting securities of Horizon Lines, Inc. (incorporated by reference to Exhibit10.1 of Matsons Form 8-K dated November 11, 2014). 10.56* Matson, Inc. 2016 Incentive Compensation Plan, amended as of October25, 2017 (incorporated by reference to Exhibit 10.56 of Matsons Form 10-K for the year ended December 31, 2017). 10.57* Amended and Restated Matson, Inc. Cash Incentive Plan, effective January 1, 2016 (incorporated by reference to Exhibit 10.63 of Matsons Form 10-K for the year ended December 31, 2016). 10.58* Form of 2016 Plan Restricted Stock Unit Award Agreement for Non-Employee Directors (No Deferral) (incorporated by reference to Exhibit 10.64 of Matsons Form 10-K for the year ended December 31, 2016). 10.59* Form of 2016 Plan Restricted Stock Unit Award Agreement for Non-Employee Directors (Deferral Election) (incorporated by reference to Exhibit 10.65 of Matsons Form 10-K for the year ended December 31, 2016). 10.60* Form of 2016 Plan Time-Based Restricted Stock Unit Agreement for Non-Executive Employees (incorporated by reference to Exhibit 10.60 of Matsons Form 10-K for the year ended December 31, 2017). 10.61* Form of 2016 Plan Time-Based Restricted Stock Unit Agreement for Executive Employees (incorporated by reference to Exhibit 10.61 of Matsons Form 10-K for the year ended December 31, 2017). 10.62* Form of 2016 Plan Performance Share Award Agreement for Non-Executive Employees (incorporated by reference to Exhibit 10.62 of Matsons Form 10-K for the year ended December 31, 2017). 10.63* Form of 2016 Plan Performance Share Award Agreement for Executive Employees (incorporated by reference to Exhibit 10.63 of Matsons Form 10-K for the year ended December 31, 2017). 10.64* Form of Notice of 2016 Plan Performance Share Award Grant for Non-Executive Employees (incorporated by reference to Exhibit 10.70 of Matsons Form 10-K for the year ended December 31, 2016). 10.65* Form of Notice of 2016 Plan Performance Share Award Grant for Executive Employees (incorporated by reference to Exhibit 10.71 of Matsons Form 10-K for the year ended December 31, 2016). 10.66* Form of Notice of 2016 Time-Based Restricted Stock Unit Award Grant for Non-Executive Employees (incorporated by reference to Exhibit 10.72 of Matsons Form 10-K for the year ended December 31, 2016). 10.67* Form of Notice of 2016 Time-Based Restricted Stock Unit Award Grant for Executive Employees (incorporated by reference to Exhibit 10.73 of Matsons Form 10-K for the year ended December 31, 2016). 10.68* Addendum to Award Agreements for Outstanding Equity Awards, effective as of October 25, 2017 (incorporated by reference to Exhibit 10.68 of Matsons Form 10-K for the year ended December 31, 2017) 21** Matson, Inc. Subsidiaries as of February 15, 2019. 23** Consent of Deloitte & Touche, LLP dated March 4, 2019. 31.1** Certification of Chief Executive Officer, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2** Certification of Chief Financial Officer, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32*** Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.