UPS 10-K Annual Report Dec. 31, 2023 | Alphaminr
UNITED PARCEL SERVICE INC
ALPHAMINR

UPS 10-K Fiscal year ended Dec. 31, 2023

Balance Sheet
Cash Flow
Income Statement
Debt
UNITED PARCEL SERVICE INC
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 1C. CybersecurityItem 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. [reserved]Item 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 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 Accounting PoliciesNote 2. Revenue RecognitionNote 3. Marketable Securities and Non-current InvestmentsNote 4. Property, Plant and EquipmentNote 5. Company-sponsored Employee Benefit PlansNote 6. Multiemployer Employee Benefit PlansNote 7. Goodwill and Intangible AssetsNote 8. AcquisitionsNote 9. Debt and Financing ArrangementsNote 10. Legal Proceedings and ContingenciesNote 11. LeasesNote 12. Shareowners' EquityNote 13. Stock-based CompensationNote 14. Segment and Geographic InformationNote 15. Income TaxesNote 16. Earnings Per ShareNote 17. Derivative Instruments and Risk ManagementNote 18. Transformation Strategy CostsItem 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

3.1 Restated Certificate of Incorporation of United Parcel Service, Inc. (incorporated by reference to Exhibit 3.3 to Form 8-K filed on May 12, 2010). 3.2 Amended and Restated Bylaws of United Parcel Service, Inc.(incorporated by reference to Exhibit 3.1 to Form 8-K, filed onMay9, 2023). 4.6 First Supplemental Indenture dated as of November 15, 2013 to Indenture dated as of August 26, 2003 (incorporated by reference to Exhibit4.2 to Form S-3ASR (No. 333-192369), filed on November 15, 2013). 4.7 Second Supplemental Indenture dated as of May 18, 2017 (incorporated by reference to Exhibit 4.1 to Form 8-K, filed on May 18, 2017). 4.8 Indenture dated as of September 30, 2022, between UPS and U.S. Bank Trust Company, National Association, as Trustee (incorporated by reference to Exhibit 4.4 to Form S-3 (File No.333-267664), filed on September 30, 2022). 4.9 Indenture dated as of September 30, 2022, between UPS and Truist Bank, as Trustee (incorporated by reference to Exhibit 4.5 to Form S-3 (File No.333-267664), filed on September 30, 2022). 4.10 Form of 6.20% Senior Notes due January15, 2038 (incorporated by reference to Exhibit4.3 to Form 8-K, filed on January15, 2008). 4.11 Form of 4.875% Senior Notes due November 15, 2040 (incorporated by reference to Exhibit 4.2 to Form 8-K, filed on November 12, 2010). 4.12 Form of 3.625% Senior Notes due October 1, 2042 (incorporated by reference to Exhibit4.3 to Form 8-K, filed on September 27, 2012). 4.13 Form of Floating Rate Senior Notes due December 15, 2064 (incorporated by reference to Exhibit4.1 to Form 8-K, filed on December 15, 2014). 4.14 Form of Floating Rate Senior Notes due September 15, 2065 (incorporated by reference to Exhibit4.1 to Form 8-K, filed on September 17, 2015). 4.15 Form of 1.625% Senior Notes due November 15, 2025 (incorporated by reference to Exhibit 4.2 to Form 8-K, filed on November 20, 2015). 4.16 Form of Floating Rate Senior Notes due March 15, 2066 (incorporated by reference to Exhibit 4.1 to Form 8-K, filed on April 1, 2016). 4.17 Form of 2.40% Senior Notes Due November 2026 (incorporated by reference to Exhibit 4.2 to Form 8-K, filed on October 25, 2016). 4.18 Form of 3.40% Senior Notes Due November 2046 (incorporated by reference to Exhibit 4.3 to Form 8-K, filed on October 25, 2016). 4.19 Form of 1.00% Senior Notes Due November 2028 (incorporated by reference to Exhibit 4.1 to Form 8-K, filed on October 25, 2016). 4.20 Form of Floating Rate Senior Notes due March 15, 2067 (incorporated by reference to Exhibit 4.1 to Form 8-K, filed on March 31, 2017). 4.21 Form of 2.125% Senior Notes due May 21, 2024 (incorporated by reference to Exhibit 4.2 to Form 8-K, filed on May 18, 2017). 4.22 Form of4.875% Senior Notes due2033 (incorporated by reference to Exhibit 4.1 to Form 8-K, filed onFebruary27, 2023). 4.23 Form of 1.500% Senior Notes due November 15, 2032 (incorporated by reference to Exhibit 4.2 to Form 8-K, filed on November 13, 2017). 4.24 Form of5.050%Notes due2053 (incorporated by reference to Exhibit 4.2 to Form 8-K, filed onFebruary27, 2023). 4.25 Form ofFloating Rate SeniorNotes due2073 (incorporated by reference to Exhibit 4.1to Form 8-K, filed onMarch 7, 2023). 4.26 Form of 2.800% Senior Notes due November 15, 2024 (incorporated by reference to Exhibit 4.5 to Form 8-K, filed on November 14, 2017). 4.27 Form of 3.050% Senior Notes due November 15, 2027 (incorporated by reference to Exhibit 4.6 to Form 8-K, filed on November 14, 2017). 4.28 Form of 3.750% Senior Notes due November 15, 2047 (incorporated by reference to Exhibit 4.7 to Form 8-K, filed on November 14, 2017). 4.29 Form of Floating Rate Senior Notes due November 15, 2067 (incorporated by reference to Exhibit 4.8 to Form 8-K, filed on November 14, 2017). 4.30 Form of 3.400% Senior Notes due March 15, 2029 (incorporated by reference to Exhibit4.1 to Form 8-K, filed on March 15, 2019). 4.31 Form of 4.250% Senior Notes due March 15, 2049 (incorporated by reference to Exhibit 4.2 to Form 8-K, filed on March 15, 2019). 4.32 Form of 2.200% Senior Notes due September 1, 2024 (incorporated by reference to Exhibit 4.1 to Form 8-K filed on August 16, 2019). 4.33 Form of 2.500% Senior Notes due September 1, 2029 (incorporated by reference to Exhibit 4.2 to Form 8-K filed on August 16, 2019). 4.34 Form of 3.400% Senior Notes due September 1, 2049 (incorporated by reference to Exhibit 4.3 to Form 8-K filed on August 16, 2019). 4.35 Form of 3.900% Senior Notes due 2025 (incorporated by reference to Exhibit 4.1 to Form 8-K filed on March 25, 2020). 4.36 Form of 4.450% Senior Notes due 2030 (incorporated by reference to Exhibit 4.2 to Form 8-K filed on March 25, 2020). 4.37 Form of 5.200% Senior Notes due 2040 (incorporated by reference to Exhibit 4.3 to Form 8-K filed on March 25, 2020). 4.38 Form of 5.300% Senior Notes due 2050 (incorporated by reference to Exhibit 4.4 to Form 8-K filed on March 25, 2020). 4.39 Description of Securities. 10.1 UPS Retirement Plan Amendment and Restatement Effective January 1, 2014 (incorporated by reference to Exhibit 10.1 to Form 10-K for the year ended December 31, 2014).* 10.1(a) Amendment No. 1 to UPS Retirement Plan, as Amended and Restated, effective as of June 30, 2016 (incorporated by reference to Exhibit 10.1 to Form 10-Q for the quarter ended June 30, 2016).* 10.1(b) Amendment Four to the Amended and Restated UPS Retirement Plan effective June 23, 2017 (incorporated by reference to Exhibit 10.2 to Form 8-K, filed on June 27, 2017).* 10.2 Amended and Restated UPS 401(k) Savings Plan, effective as of January 1, 2023(incorporated by reference to Exhibit 10.2 to Form 10-K for the year ended December 31, 2022).* 10.3 Amended and Restated Restoration Savings Plan, effective as of January 1, 2023(incorporated by reference to Exhibit 10.3 to Form 10-K for theyear ended December 31, 2022).* 10.4 Amendment One to the Amended and Restated UPS Excess Coordinating Benefit Plan effective June 23, 2017 (incorporated by reference to Exhibit 10.4 to Form 8-K, filed on June 27, 2017).* 10.4(a) UPS Excess Coordinating Benefit Plan, as Amended and Restated, effective as of January 1, 2012 (incorporated by reference to Exhibit 10.5 to Form 10-K for the year ended December 31, 2012).* 10.5(a) Form of Non-Employee Director Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q for the quarter ended June 30, 2019).* 10.5(b) UPS Stock Option Program Terms and Conditions effective as of January 1, 2012 (incorporated by reference to Exhibit 10.7(4) to the Form 10-K for the year ended December 31, 2011).* 10.6 Form of UPS Deferred Compensation Plan as Amended and Restated effective January 1, 2012 (incorporated by reference to Exhibit 10.6 to Form 10-K for the year ended December 31, 2018).* 10.6(a) Amendment No. 1 to Amended and Restated UPS Deferred Compensation Plan (incorporated by reference to Exhibit 10.7(1) to the Form 10-K for the year ended December 31, 2012).* 10.9 UPS Stock Option Program Amended and Restated Terms and Conditions effective November 8, 2018 (incorporated by reference to Exhibit 10.8(b) to Form 10-K for the year ended December 31, 2018).* 10.10 Protective Covenant Agreement between the Company and Brian Newman, dated August 7, 2019 (incorporated by reference to Exhibit 10.2 to Form 8-K filed on August 13, 2019).* 10.11 UPS Long-Term Incentive Performance Program Amended and Restated Terms and Conditions effective as of February 13, 2020 (incorporated by reference to Exhibit 10.16 to Form 10-K for the year ended December 31, 2019).* 10.12 Protective Covenant Agreement between UPS and Carol Tom, dated March 11, 2020 (incorporated by reference to Exhibit 10.2 to Form 8-K filed on March 13, 2020).* 10.13 Form of Protective Covenant Agreement between UPS and each of Nando Cesarone and Kate Gutmann (incorporated by reference to Exhibit 10.19 to Form 10-K for the year ended December 31, 2020).* 10.14 Retention Arrangement Letter between UPS and Nando Cesarone, dated April 15, 2020 (incorporated by reference to Exhibit 10.20 to Form 10-K for the year ended December 31, 2020).* 10.15 Employment offer letter agreement between UPS and Bala Subramanian, dated May 24, 2022(incorporated by reference to Exhibit 10.17 to Form 10-K for the year ended December 31, 2022).* 10.16 Protective Covenant Agreement between UPS and Bala Subramanian, dated May 24, 2022(incorporated by reference to Exhibit 10.18 to Form 10-K for the year ended December 31, 2022).* 10.17 United Parcel Service, Inc. Key Employee Severance Plan (incorporated by reference to Exhibit 10.1 to Form 8-K, filed on May 10, 2022).* 10.18 UPS Management Incentive Program Amended and Restated Terms and Conditions effective November 3, 2022(incorporated by reference to Exhibit 10.20 to Form 10-K for the year ended December 31, 2022).* 10.19 UPS Management Incentive Program Amended and Restated Terms and Conditions effective January 1, 2023(incorporated by reference to Exhibit 10.21to Form 10-K for the year ended December 31, 2022).* 10.20 Retention Arrangement Letter between UPS and Kate Gutmann, dated April 15, 2020 (incorporated by reference to Exhibit 10.21 to Form 10-K for the year ended December 31, 2020).* 10.21 UPS Long-Term Incentive Performance Program Amended and Restated Terms and Conditions effective as of March 25, 2021 (incorporated by reference to Exhibit 10.1 to Form 10-Q for the quarter ended March 31, 2021).* 10.23 UPS Long-Term Incentive Performance Program Amended and Restated Terms and Conditions, effective as of March 22, 2023 (incorporated by reference to Exhibit 10.3 to Form 10-Q for the quarter ended March 31, 2023).* 21 Subsidiaries. 23 Consent of Deloitte & Touche LLP. 31.1 Certificationof the Principal Executive Officer Pursuant to Rule 13a-14(a), as adopted pursuant to Section302 of the Sarbanes-Oxley Act of 2002. 31.2 Certificationof the Principal Financial and Accounting Officer Pursuant to Rule 13a-14(a), as adopted pursuant to Section302 of the Sarbanes-Oxley Act of 2002. 32.1 Certification of the Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2 Certification of the Principal Financial and Accounting Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 97 UPS Incentive-Based Compensation Clawback Policy.