RSG 10-K Annual Report Dec. 31, 2017 | Alphaminr
REPUBLIC SERVICES, INC.
ALPHAMINR

RSG 10-K Fiscal year ended Dec. 31, 2017

Balance Sheet
Cash Flow
Income Statement
Debt
REPUBLIC SERVICES, INC.
10-Ks and 10-Qs
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 April 9, 2024
DEF 14A
 		Filed on March 29, 2023
DEF 14A
 		Filed on March 29, 2022
DEF 14A
 		Filed on April 6, 2021
DEF 14A
 		Filed on March 24, 2020
DEF 14A
 		Filed on April 5, 2019
DEF 14A
 		Filed on March 29, 2018
DEF 14A
 		Filed on March 30, 2017
DEF 14A
 		Filed on March 24, 2016
DEF 14A
 		Filed on April 2, 2015
DEF 14A
 		Filed on March 26, 2014
DEF 14A
 		Filed on March 27, 2013
DEF 14A
 		Filed on April 5, 2012
DEF 14A
 		Filed on April 1, 2011
DEF 14A
 		Filed on April 1, 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, Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.3 Amended and Restated Bylaws of Republic Services, Inc. (incorporated by reference to Exhibit 3.3 of the Company's Current Report on Form 8-K dated May 6, 2016). 4.2 Second Supplemental Indenture, dated as of March21, 2005, to the Indenture dated as of August 15, 2001, by and between Republic Services, Inc. and The Bank of New York, as trustee, including the form of 6.086% Note due March15, 2035 (incorporated by reference to Exhibit4.1 of the Companys Quarterly Report onForm10-Qfor the quarter ended March 31, 2005). 4.3 Indenture, dated as of September8, 2009, by and between Republic Services, Inc. and The Bank of New York Mellon TrustCompany, N.A., as trustee (incorporated by reference to Exhibit4.1 of the Companys Current Report on Form8-K dated September9, 2009). 4.4 First Supplemental Indenture, dated as of September8, 2009, to the Indenture dated as of September8, 2009, by and among Republic Services, Inc., the guarantors named therein and The Bank of New York Mellon TrustCompany, N.A., as trustee, including the form of 5.500%Notes due 2019 (incorporated by reference to Exhibit4.2 of the Companys Current Report on Form8-K dated September9, 2009). 4.5 Second Supplemental Indenture, dated as of May 9, 2011, to the Indenture dated as of September8, 2009, by and among Republic Services, Inc., the guarantors named therein and The Bank of New York Mellon TrustCompany, N.A., as trustee, including the form of 3.800%Notes due 2018 (incorporated by reference to Exhibit4.1 of the Companys Current Report on Form 8-K dated May 9, 2011). 4.6 Third Supplemental Indenture, dated as of May 9, 2011, to the Indenture dated as of September8, 2009, by and among Republic Services, Inc., the guarantors named therein and The Bank of New York Mellon TrustCompany, N.A., as trustee, including the form of 4.750%Notes due 2023 (incorporated by reference to Exhibit4.2 of the Companys Current Report on Form 8-K dated May 9, 2011). 4.7 Fourth Supplemental Indenture, dated as of May 9, 2011, to the Indenture dated as of September8, 2009, by and among Republic Services, Inc., the guarantors named therein and The Bank of New York Mellon TrustCompany, N.A., as trustee, including the form of 5.700%Notes due 2041 (incorporated by reference to Exhibit4.3 of the Companys Current Report on Form 8-K dated May 9, 2011). 4.8 Indenture, dated as of November25, 2009, by and between Republic Services, Inc. and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit4.1 of the Companys Current Report on Form8-K dated November25, 2009). 4.9 First Supplemental Indenture, dated as of November25, 2009, to the Indenture dated as of November25, 2009, by and among Republic Services, Inc., the guarantors named therein and U.S. Bank National Association, as trustee, including the form of 5.25%Notes due 2021 (incorporated by reference to Exhibit4.2 of the Companys Current Report on Form8-K dated November25, 2009). 4.10 Second Supplemental Indenture, dated as of March4, 2010, to the Indenture dated as of November25, 2009, by and among Republic Services, Inc., the guarantors named therein and U.S. Bank National Association, as trustee, including the form of 5.00%Notes due 2020 (incorporated by reference to Exhibit4.1 of the Companys Current Report on Form8-K dated March4, 2010). 4.11 Third Supplemental Indenture, dated as of March4, 2010, to the Indenture dated as of November25, 2009, by and among Republic Services, Inc., the guarantors named therein and U.S. Bank National Association, as trustee, including the form of 6.20%Notes due 2040 (incorporated by reference to Exhibit4.2 of the Companys Current Report on Form8-K dated March4, 2010). 4.12 Indenture, dated as of May 21, 2012, by and between Republic Services, Inc. and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit4.1 of the Companys Current Report on Form8-K dated May 21, 2012). 4.13 First Supplemental Indenture, dated as of May 21, 2012, to the Indenture dated as of May 21, 2012, by and between Republic Services, Inc. and Wells Fargo Bank, National Association, including the form of 3.55%Notes due 2022 (incorporated by reference to Exhibit4.2 of the Companys Current Report on Form8-K dated May 21, 2012). 4.17 Third Supplemental Indenture, dated as of December5, 2008, to the Restated Indenture dated as of September1, 1991, by and among Allied Waste Industries, Inc., Allied Waste North America, Inc., Browning-Ferris Industries, LLC (successor to Browning-Ferris Industries, Inc.), BBCO, Inc., Republic Services, Inc., the guarantors party thereto and The Bank of New York Mellon TrustCompany, N.A., as trustee (incorporated by reference to Exhibit4.1 of the Companys Current Report on Form8-K dated December10, 2008). 4.18 Credit Agreement, dated as of June 30, 2014, by and among Republic Services, Inc., as Borrower, Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and the other lenders party thereto (incorporated by reference to Exhibit 4.1 of the Company's Current Report on Form 8-K dated July 2, 2014). 4.20 Fourth Supplemental Indenture, dated as of March 11, 2015, to the Indenture, dated as of November 25, 2009, between Republic Services, Inc. and U.S. Bank National Association, as trustee, including the form of 3.20% Notes due 2025 (incorporated by reference to Exhibit 4.1 of the Company's Current Report on Form 8-K dated March 11, 2015). 4.21 Fifth Supplemental Indenture, dated as of July 5, 2016, to the Indenture, dated as of November 25, 2009, between Republic Services, Inc. and U.S. Bank National Association, as trustee, including the form of 2.900% Notes due 2026 (incorporated by reference to Exhibit 4.1 of the Company's Current Report on Form 8-K dated July 5, 2016). 4.22 Second Amended and Restated Credit Agreement, dated as of May 2, 2016, by and among Republic Services, Inc., as Borrower, Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and the other lenders party thereto (incorporated by reference to Exhibit 4.1 of the Company's Current Report on Form 8-K dated May 3, 2016). 4.23 Amendment No. 1 to Credit Agreement, dated as of May 2, 2016, by and among Republic Services, Inc., as Borrower, Bank of America, N.A., as Administrative Agent, and each of the lenders party thereto (incorporated by reference to Exhibit 4.2 of the Company's Current Report on Form 8-K dated May 3, 2016). 4.24 Sixth Supplemental Indenture, dated as of November 16, 2017, between Republic Services, Inc. and U.S. Bank National Association, as trustee, including the form of 3.375% Notes due 2027 (incorporated by reference to Exhibit 4.1 of the Companys Current Report on Form 8-K dated November 15, 2017). 10.1+ Republic Services, Inc. 2007 Stock Incentive Plan (incorporated by reference to Exhibit10.1 of the Companys Quarterly Report on Form10-Q for the period ended June30, 2007). 10.2+ Amendment to the Republic Services, Inc. 2007 Stock Incentive Plan (incorporated by reference to Exhibit10.8 of the Companys Annual Report on Form10-K for the year ended December31, 2008). 10.3+ Republic Services, Inc. Amended and Restated 2007 Stock Incentive Plan effective May 12, 2011 (incorporated by reference to Appendix A of the Companys Proxy Statement on Schedule 14A filed on April 1, 2011). 10.4+ Form of Stock Option Agreement under the Republic Services, Inc. 2007 Stock Incentive Plan (for awards prior to October 28, 2011) (incorporated by reference to Exhibit10.9 of the Companys Annual Report on Form10-K for the year ended December31, 2008). 10.5+ Form of Non-NEO Stock Option Agreement under the Republic Services, Inc. Amended and Restated 2007 Stock Incentive Plan (for awards on or after October 28, 2011) (incorporated by reference to Exhibit10.1 of the Companys Quarterly Report on Form10-Q for the quarter ended September30, 2011). 10.6+ Form of NEO Stock Option Agreement under the Republic Services, Inc. 2007 Amended and Restated Stock Incentive Plan (for awards on or after October 28, 2011) (incorporated by reference to Exhibit10.2 of the Companys Quarterly Report on Form10-Q for the quarter ended September30, 2011). 10.7+ Form of Non-NEO Restricted Stock Agreement under the Republic Services, Inc. Amended and Restated 2007 Stock Incentive Plan (for awards on or after October 28, 2011) (incorporated by reference to Exhibit10.3 of the Companys Quarterly Report on Form10-Q for the quarter ended September30, 2011). 10.8+ Form of NEO Restricted Stock Agreement under the Republic Services, Inc. Amended and Restated 2007 Stock Incentive Plan (for awards on or after October 28, 2011) (incorporated by reference to Exhibit10.4 of the Companys Quarterly Report on Form10-Q for the quarter ended September30, 2011). 10.9+ Form of Employee Restricted Stock Unit Agreement under the Republic Services, Inc. Amended and Restated 2007 Stock Incentive Plan (for awards on or after December27, 2011) (incorporated by reference to Exhibit10.1 of the Companys Current Report on Form8-K dated December27, 2011). 10.10+ Form of Non-Employee Director Restricted Stock Unit Agreement (annual vesting) under the Republic Services, Inc. Amended and Restated 2007 Stock Incentive Plan (for awards on or after December 27, 2011) (incorporated by reference to Exhibit10.2 of the Companys Current Report on Form8-K dated December 27, 2011). 10.11+ Form of Non-Employee Director Restricted Stock Unit Agreement (3 year vesting) under the Republic Services, Inc. Amended and Restated 2007 Stock Incentive Plan (for awards on or after December 27, 2011) (incorporated by reference to Exhibit10.3 of the Companys Current Report on Form8-K dated December 27, 2011). 10.12+ Republic Services, Inc. Deferred Compensation Plan, as amended and restated effective January1, 2010 (incorporated by reference to Exhibit4.4 of the Companys Registration Statement on FormS-8, Registration No.333-170174, filed with the Commission on October27, 2010). 10.13+ Amendment No.1 to Republic Services, Inc. Deferred Compensation Plan, effective January6, 2011 (incorporated by reference to Exhibit 10.17 of the Companys Annual Report on Form 10-K for the year ended December 31, 2010). 10.14+ Republic Services, Inc. Amended and Restated Executive Incentive Plan, effective February 4, 2014 (incorporated by reference to AppendixA of the Companys Proxy Statement on Schedule14A filed on March 26, 2014). 10.15+ Employment Agreement, effective as of October 29, 2013, by and between Republic Services, Inc. and Donald W. Slager (incorporated by reference to Exhibit10.1 of the Companys Quarterly Report on Form10-Q for the quarter ended September 30, 2013). 10.16+ Amended and Restated Employment Agreement, effective December 8, 2008, by and between Jeffrey A. Hughes and Republic Services, Inc. (incorporated by reference to Exhibit10.61 of the Companys Annual Report on Form10-K for the year ended December 31, 2012). 10.17+ Allied Waste Industries, Inc. 2006 Incentive Stock Plan (incorporated by reference to Exhibit10.2 of Allieds Quarterly Report on Form10-Q for the period ended June30, 2006). 10.18+ First Amendment to the Allied Waste Industries, Inc. 2006 Incentive Stock Plan, dated as of July27, 2006 (incorporated by reference to Exhibit10.1 of Allieds Quarterly Report on Form10-Q for the period ended September30, 2006). 10.19+ Amended and Restated Allied Waste Industries, Inc. 2006 Incentive Stock Plan, dated as of July27, 2006 (incorporated by reference to Exhibit10.2 of Allieds Quarterly Report on Form10-Q for the period ended September30, 2006). 10.20+ First Amendment, dated as of December5, 2006, to the Amended and Restated Allied Waste Industries, Inc. 2006 Incentive Stock Plan, dated as of July27, 2006 (incorporated by reference to Exhibit10.47 of Allieds Annual Report on Form10-K for the year ended December31, 2006). 10.21+ Amended and Restated Allied Waste Industries, Inc. 2006 Incentive Stock Plan, effective October24, 2007 (incorporated by reference to Exhibit10.122 of Allieds Annual Report on Form10-K for the year ended December31, 2007). 10.22+ Republic Services, Inc. 2006 Incentive Stock Plan (f/k/a Amended and Restated Allied Waste Industries, Inc. 2006 Incentive Stock Plan), as amended and restated effective December5, 2008 (incorporated by reference to Exhibit10.51 of the Companys Annual Report on Form10-K for the year ended December31, 2008). 10.23+ Form of Nonqualified Stock Option Agreement under the Allied Waste Industries, Inc. 2006 Incentive Stock Plan (incorporated by reference to Exhibit10.3 of Allieds Quarterly Report on Form10-Q for the period ended September30, 2006). 10.25+ Republic Services, Inc. Executive Separation Policy, as amended as of March 29, 2012 (incorporated by reference to Exhibit10.2 of the Companys Quarterly Report on Form10-Q for the quarter ended March 31, 2012). 10.26+ Amendment No.2 to Republic Services, Inc. Deferred Compensation Plan, effective February 7, 2012 (incorporated by reference to Exhibit 10.3 of the Companys Quarterly Report on Form10-Q for the quarter ended March 31, 2012). 10.27+ Republic Services, Inc. Amended and Restated 2007 Stock Incentive Plan effective May 9, 2013 (incorporated by reference to Exhibit10.1 of the Companys Quarterly Report on Form10-Q for the quarter ended June 30, 2013). 10.28+ Amendment No.3 to Republic Services, Inc. Deferred Compensation Plan, effective October 29, 2013 (incorporated by reference to Exhibit 10.3 of the Companys Quarterly Report on Form10-Q for the quarter ended September 30, 2013). 10.29+ Offer Letter, dated August 22, 2014, by and between Charles F. Serianni and Republic Services, Inc. (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K dated August 25, 2014). 10.30+ Clawback Policy, dated October 29, 2014 (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K dated October 30, 2014). 10.31+ First Amendment to the Employment Agreement, dated December 23, 2014, by and between Donald W. Slager and Republic Services, Inc. (incorporated by reference to Exhibit10.1 of the Companys Current Report on Form8-K dated December 24, 2014). 10.32+ Form of Performance Share Agreement, adopted January 7, 2015 (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K dated January 9, 2015). 10.33+ Form of Employee Restricted Stock Unit Agreement - Senior Executive, adopted January 7, 2015 (incorporated by reference to Exhibit 10.2 of the Company's Current Report on Form 8-K dated January 9, 2015). 10.34+ Amendment No. 4 to Republic Services, Inc. Deferred Compensation Plan, effective January 1, 2015 (incorporated by reference to Exhibit 10.53 of the Company's Annual Report on Form 10-K for the year ended December 31, 2014). 10.35+ Agreement, entered into July 11, 2016, by and between Michael P. Rissman and Republic Services, Inc. (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K dated July 12, 2016). 10.36+ Separation agreement, entered into June 23, 2016, by and between Robert A. Maruster and Republic Services, Inc. (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K dated June 24, 2016). 10.37+ Offer Letter, dated July 25, 2016, by and between Catharine D. Ellingsen and Republic Services, Inc. (incorporated by reference to Exhibit 10.37 of the Companys Annual Report on Form 10-K dated February 16, 2017). 10.38+ Non-Competition, Non-Solicitation, Confidentiality and Arbitration Agreement, effective June 13, 2016, by and between Catharine D. Ellingsen and Republic Services, Inc. (incorporated by reference to Exhibit 10.38 of the Companys Annual Report on Form 10-K dated February 16, 2017). 10.39+* Offer Letter, dated February 6, 2018, by and between Jon Vander Ark and Republic Services, Inc. 10.40+* Non-Competition, Non-Solicitation, Confidentiality and Arbitration Agreement, effective January 1, 2018, by and between Jon Vander Ark and Republic Services, Inc. 21.1* Subsidiaries of the Company. 23.1* Consent of Ernst& Young LLP. 31.1* Rule13a-14(a)/15d-14(a) Certification of Chief Executive Officer. 31.2* Rule13a-14(a)/15d-14(a) Certification of Chief Financial Officer. 32.1** Section1350 Certification of Chief Executive Officer. 32.2** Section 1350 Certification of Chief Financial Officer.