RSG 10-K Annual Report Dec. 31, 2020 | Alphaminr
REPUBLIC SERVICES, INC.
ALPHAMINR

RSG 10-K Fiscal year ended Dec. 31, 2020

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REPUBLIC SERVICES, INC.
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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). 4.3 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). 4.4 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). 4.5 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). 4.6 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). 4.7 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). 4.8 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). 4.9 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 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). 4.14 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). 4.15 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). 4.16 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). 4.18 Credit Agreement, dated as of June 8, 2018, 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 June 11, 2018). 4.19 Amendment No.1, dated as of May 18, 2020, to Credit Agreement, dated as of June 8, 2018, 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 Companys Current Report on Form 8-K dated May 21, 2020). 4.20 Amendment No. 2, dated as of July 14, 2020, to Credit Agreement, dated as of June 8, 2018, as amended, 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 Companys Current Report on Form 8-K dated July 17, 2020). 4.21 Amendment No. 3, dated as of August 25, 2020, to Credit Agreement, dated as of June 8, 2018, as amended, 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 4.2 of the Companys Current Report on Form 8-K dated August 27, 2020). 4.22 Credit Agreement, dated as of August 25, 2020, by and among Republic Services, Inc., as Borrower, Bank of America, N.A., as Administrative Agent, and the other lenders party thereto (incorporated by reference to Exhibit 4.1 of the Companys Current Report on Form 8-K dated August 27, 2020). 4.23 Seventh Supplemental Indenture, dated as of May 14, 2018, between Republic Services, Inc. and U.S. Bank National Association, as trustee, including the form of 3.950% Notes due 2028 (incorporated by reference to Exhibit 4.1 of the Companys Current Report on Form 8-K dated May 3, 2018). 4.24 Limited consent (2018 Credit Agreement), dated as of August 21, 2019, by and among Republic Services, Inc., as Borrower, Bank of America, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer, and the lenders party thereto (incorporated by reference to Exhibit 4.1 of the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2019). 4.25 Description of Securities Registered Under Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.23 of the Companys Annual Report on Form 10-K for the year ended December 31, 2019). 4.26 Eighth Supplemental Indenture, dated as of August 7, 2019, between Republic Services, Inc. and U.S. Bank National Association, as trustee, including the form of 2.500% Notes due 2024 (incorporated by reference to Exhibit 4.1 of the Companys Current Report on Form 8-K dated August 1, 2019). 4.27 Ninth Supplemental Indenture, dated as of February 27, 2020, between Republic Services, Inc. and U.S. Bank National Association, as trustee, including the form of 2.300% Notes due 2030 and the form of 3.050% Notes due 2050 (incorporated by reference to Exhibit 4.1 of the Companys Current Report on Form 8-K dated February 21, 2020). 4.28 Tenth Supplemental Indenture, dated as of August 20, 2020, between Republic Services, Inc. and U.S. Bank National Association, as trustee, including the form of 1.450% Notes due 2031 (incorporated by reference to Exhibit 4.1 of the Companys Current Report on Form 8-K dated August 13, 2020). 4.29 Eleventh Supplemental Indenture, dated as of November 24, 2020, between Republic Services, Inc. and U.S. Bank National Association, as trustee, including the form of 0.875% Notes due 2025 and the form of 1.750% Notes due 2032 (incorporated by reference to Exhibit 4.1 of the Companys Current Report on Form 8-K dated November 12, 2020). 10.1+ 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). 10.2+ Republic Services, Inc. Executive Incentive Plan, as amended and restated effective October 26, 2020 (incorporated by reference to Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2020). 10.3+ 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). 10.4+ 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). 10.5+ 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). 10.6+ 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 SEC on October27, 2010). 10.7+ 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). 10.8+ 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). 10.9+ 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). 10.10+ 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). 10.11+ 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). 10.12+ 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). 10.13+ 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). 10.14+ 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). 10.15+ 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). 10.16+ 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). 10.17+ 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). 10.18+ 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). 10.19+ 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). 10.20+ 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). 10.21+ 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). 10.22+ 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). 10.23+ Republic Services, Inc. 2018 Employee Stock Purchase Plan (incorporated by reference to Annex A of the Companys Proxy Statement on Schedule 14A filed on March 29, 2018). 10.24+ Offer Letter, dated April 29, 2019, by and between Jon Vander Ark and Republic Services, Inc. (incorporated by reference to Exhibit 10.1 of the Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2019). 10.25+ Non-Competition, Non-Solicitation, Confidentiality and Arbitration Agreement, effective May 1, 2019, by and between Jon Vander Ark and Republic Services, Inc. (incorporated by reference to Exhibit 10.2 of the Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2019). 10.26+ Offer Letter, dated April 29, 2019, by and between Timothy Stuart and Republic Services, Inc. (incorporated by reference to Exhibit 10.3 of the Companys Quarterly Report on Form10-Q for the quarter ended June 30, 2019). 10.27+ Non-Competition, Non-Solicitation, Confidentiality and Arbitration Agreement, effective May 1, 2019, by and between Timothy Stuart and Republic Services, Inc. (incorporated by reference to Exhibit 10.4 of the Companys Quarterly Report on Form10-Q for the quarter ended June 30, 2019). 10.28+ Offer letter, dated May 29, 2020, by and between Brian DelGhiaccio and Republic Services, Inc. (incorporated by reference to Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2020). 10.29+ Non-Competition, Non-Solicitation, and Confidentiality Agreement, effective June 1, 2020, by and between Brian DelGhiaccio and Republic Services, Inc. (incorporated by reference to Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2020). 10.30+* Republic Services, Inc. 2021 Stock Incentive Plan. 10.31+* Form of Performance Share Agreement (Executive Officer) under the Republic Services, Inc. 2021 Stock Incentive Plan. 10.32+* Form of Performance Share Agreement (Other Executive) under the Republic Services, Inc. 2021 Stock Incentive Plan. 10.33+* Form of Performance Share Agreement (Non-Executive Officer EVP) under the Republic Services, Inc. 2021 Stock Incentive Plan. 10.34+* Form of Employee Restricted Stock Unit Agreement (Senior Executive) under the Republic Services, Inc. 2021 Stock Incentive Plan. 10.35+* Form of Employee Restricted Stock Unit Agreement (Senior Executive, Cliff Vesting) under the Republic Services, Inc. 2021 Stock Incentive Plan. 10.36+* Form of Employee Restricted Stock Unit Agreement (Other Employees) under the Republic Services, Inc. 2021 Stock Incentive Plan. 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.