UIS 10-K Annual Report Dec. 31, 2022 | Alphaminr

UIS 10-K Fiscal year ended Dec. 31, 2022

UNISYS CORP
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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 The Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. ReservedItem 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 Discontinued OperationsNote 3 Recent Accounting Pronouncements and Accounting ChangesNote 4 AcquisitionsNote 5 Cost-reduction ActionsNote 6 Leases and CommitmentsNote 7 Other (expense), NetNote 8 Income TaxesNote 9 Earnings (loss) Per Common ShareNote 10 Accounts ReceivableNote 11 Contract Assets and Deferred RevenueNote 12 Capitalized Contract CostsNote 13 Financial Instruments and Concentration Of Credit RisksNote 14 PropertiesNote 15 Goodwill and Intangible AssetsNote 16 DebtNote 17 Other Accrued LiabilitiesNote 18 Employee PlansNote 19 Litigation and ContingenciesNote 20 Stockholders EquityNote 21 Segment InformationNote 22 Remaining Performance ObligationsItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart 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

3.3 Certificate of Amendment of the Restated Certificate of Incorporation of Unisys Corporation (incorporated by reference to Exhibit 3.1 to the Companys Current Report on Form 8-K filed on April 28, 2017) 3.4 By-Laws of Unisys Corporation, as amended throughDecember14, 2022(incorporated by reference to Exhibit 3.1 to the Companys Current Report on Form 8-K filed onDecember14, 2022) 4.2 Indenture, dated as of October 29, 2020, among Unisys Corporation, Unisys Holding Corporation, Unisys AP Investment Company I, Unisys NPL, Inc. and Wells Fargo Bank, National Association (incorporated by reference to Exhibit 4.1 to the registrant's Current Report on Form 8-K filed on October 29, 2020) 4.3 Specimen Stock Certificate representing the Companys common stock, par value $.01 share (incorporated by reference to Exhibit 4.9 to the Companys Form S-3 filed on June 12, 2018) 4.4 Description of the Registrants Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (incorporated by reference to Exhibit 4.5 to the Companys Annual Report on Form 10-K for the year ended December 31, 2020) 10.4 2005 Deferred Compensation Plan for Directors of Unisys Corporation, as amended and restated effective December 2, 2010 except as otherwise noted therein (incorporated by reference to Exhibit 10.17 to the Companys Annual Report on Form 10-K for the year ended December 31, 2010) 10.6 Form of TSR-Based Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.11 to the Companys Annual Report on Form 10-K for the year ended December 31, 2020) 10.7 Form of TSR-Based Cash Award Agreement (incorporated by reference to Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2021) 10.8 Form of TSR-Based Restricted Stock Unit Agreement(incorporated by reference to Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2021) 10.9 Form of Time-Based Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.13 to the Companys Annual Report on Form 10-K for the year ended December 31, 2020) 10.10 Form of Profit-Based Cash Award Agreement (incorporated by reference to Exhibit 10.15 to the Companys Annual Report on Form 10-K for the year ended December 31, 2020) 10.11 Form of Performance Growth TSR-Based Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.3 to the Companys Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2021) 10.12 Form of Performance Growth Time-Based Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.4 to the Companys Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2021) 10.13 Form of TSR-Based Cash Award Agreement dated as of February 25, 2022 between the Company and Peter Altabef 10.14 Form of TSR-Based Restricted Stock Unit Agreement dated as of February 25, 2022 between the Company and Peter Altabef 10.15 Form of Time-Based Restricted Stock Unit Agreement dated as of February 25, 2022 between the Company and Peter Altabef 10.17 Unisys Corporation 2005 Deferred Compensation Plan, as amended and restated effective September 19, 2014 except as otherwise noted therein (incorporated by reference to Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2014) 10.18 Form of Executive Employment Agreement by and between Unisys Corporation and each of its executive officers (incorporated by reference to Exhibit 10.11 to the Companys Annual Report on Form 10-K for the year ended December 31, 2012) 10.19 Form of letter agreement by and between Unisys Corporation and each of its executive officers (incorporated by reference to Exhibit 10.3 to the Companys Current Report on Form 8-K filed on December 16, 2014) 10.20 Unisys Corporation Executive Life Insurance Program, as amended and restated effective April 22, 2004 (incorporated by reference to Exhibit 10.21 to the Companys Annual Report on Form 10-K for the year ended December 31, 2005) 10.21 Amendment to the Unisys Corporation Executive Life Insurance Program, effective January1, 2009 (incorporated by reference to Exhibit 10.23 to the Companys Annual Report on Form 10-K for the year ended December31, 2008) 10.22 Unisys Corporation Supplemental Executive Retirement Income Plan, as amended and restated effective January 1, 2009 (incorporated by reference to Exhibit 10.25 to the Companys Annual Report on Form 10-K for the year ended December31, 2008) 10.23 Unisys Corporation Savings Plan, as amended and restated effective January 1, 2016 (incorporated by reference to Exhibit 10.23 to the Companys Annual Report on Form 10-K for the year ended December 31, 2015) 10.25 Summary of supplemental benefits provided to elected officers of Unisys Corporation (incorporated by reference to Exhibit 10.27 to the Companys Annual Report on Form 10-K for the year ended December 31, 2020) 10.26 Letter Agreement, dated December 12, 2014, between Unisys Corporation and Peter Altabef (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed on December 16, 2014) 10.27 Employment Agreement, dated December 12, 2014, between Unisys Corporation and Peter Altabef (incorporated by reference to Exhibit 10.2 to the Companys Current Report on Form 8-K filed on December 16, 2014) 10.28 Security Agreement dated as of October 29, 2020 by and among Unisys Corporation, Unisys Holding Corporation, Unisys AP Investment Company I, Unisys NPL, Inc. and Wells Fargo Bank, National Association, as Collateral Trustee (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed on October 29, 2020) 10.29 Collateral Trust Agreement dated as of October 29, 2020 by and among Unisys Corporation, Unisys Holding Corporation, Unisys AP Investment Company I, Unisys NPL, Inc. and Wells Fargo Bank, National Association, as Collateral Trustee (incorporated by reference to Exhibit 10.2 to the Companys Current Report on Form 8-K filed on October 29, 2020) 10.30 Amended and Restated Credit Agreement dated as of October 29, 2020 by and among Unisys Corporation,Unisys Holding Corporation, Unisys AP Investment Company I, Unisys NPL, Inc.,the lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.4 to the Companys Current Report on Form 8-K filed on October 29, 2020) 10.31 Amended and Restated Security Agreement dated as of October 29, 2020 by Unisys Corporation, Unisys Holding Corporation,Unisys AP Investment Company I, andUnisys NPL, Inc., in favor of JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.5 to the Companys Current Report on Form 8-K filed on October 29, 2020) 10.32 ABL Intercreditor Agreement dated as of October 29, 2020 by and among JPMorgan Chase Bank, N.A., as Administrative Agent, Wells Fargo Bank, National Association, as Collateral Trustee, and Unisys Corporation, Unisys Holding Corporation,Unisys AP Investment Company I,Unisys NPL, Inc., (incorporated by reference to Exhibit 10.3 to the Companys Current Report on Form 8-K filed on October 29, 2020) 21 Subsidiaries of the Company 23 Consent of PricewaterhouseCoopers LLP(PCAOB ID238) 24 Power of Attorney 31.1 Certification of Peter A. Altabef required by Rule 13a-14(a) or Rule 15d-14(a) 31.2 Certification of Debra McCann required by Rule 13a-14(a) or Rule 15d-14(a) 32.1 Certification of Peter A. Altabef required by Rule 13a-14(b) or Rule 15d-14(b) and Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350 32.2 Certification of Debra McCann required by Rule 13a-14(b) or Rule 15d-14(b) and Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350