spb/wp17_uqo

1sample_id,frame,stratum,decile,chunk_id,accession_number,cik,ticker,company_name,sector,sub_industry,form_type,filing_date,fiscal_year,section_name,chunk_order,word_count,char_count,text_truncated_2000,score_ai_adoption,score_ai_infrastructure,score_ai_disruption_risk,score_cybersecurity,score_automation_labor,chunk_composite,n_core,n_ext,special,text,label_ai_substantive,label_ai_mention,label_boilerplate,label_topic,reader,notes2N1-00001,A_stratified,2012-D01,1,93d15f6c-46e9-4744-9af8-e81655e64f06,0001193125-12-078116,0001137774,PRU,Prudential Financial,Financials,Life & Health Insurance,10-K,2012-02-24,2012,market_for_equity,5,512,3121,True,-0.00775,-0.03111,-0.00306,0.13703,0.00826,-1.22786,0,0,,"or any tender offer or exchange offer for, the outstanding shares of Common Stock, including by merger, consolidation or other business combination, as a result of which shares of Common Stock are exchanged for or converted into another security which is both registered under the Exchange Act and publicly traded, then the Class B Stock will remain outstanding (unless exchanged by virtue of a “change of control” occurring or otherwise, or otherwise converted) and, in the event 50% or more of the outstanding shares of Common Stock are so exchanged or converted, holders of outstanding Class B Stock will be entitled to receive, in the event of any subsequent exchange or conversion, the securities into which the Common Stock has been exchanged or converted by virtue of such reclassification, recapitalization, merger, consolidation, tender offer, exchange offer or other business combination. If, in the event of any reclassification, recapitalization or exchange, or any tender or exchange offer for, the outstanding shares of Common Stock, including by merger, consolidation or other business combination, as a result of which a majority of the outstanding shares of Common Stock are converted into or exchanged or purchased for either cash or securities which are not public securities, or a combination thereof, the Class B Stock will be entitled to receive cash and/or securities of the type and in the proportion that such holders of Class B Stock would have received if an exchange or conversion of the Class B Stock had occurred immediately prior to the conversion, exchange or purchase of a majority of the outstanding shares of Common Stock and the holders of Class B Stock had participated as holders of Common Stock in such conversion, exchange or purchase. The amount of cash and/or securities payable upon such exchange or conversion will be calculated based upon the Fair Market Value of the Class B Stock as of the date on which the Common Stock was exchanged, converted or purc",,,,,,3N1-00002,A_stratified,2012-D01,1,06df9a1c-c9fd-44a2-80ad-57526a010e56,0001193125-12-445897,0000077360,PNR,Pentair,Industrials,Industrial Machinery & Supplies & Components,10-Q,2012-11-01,2012,md_and_a,1,512,3431,True,0.01775,-0.05840,-0.03671,0.04334,-0.01305,-1.22830,0,0,,"Tyco. On September 28, 2012 prior to the Merger (as defined below), Tyco effected a spin-off of Flow Control through the pro-rata distribution of 100% of the outstanding common shares of Flow Control to Tyco’s shareholders (the “Distribution”), resulting in the distribution of 110,898,934 of our common shares to Tyco’s shareholders. Immediately following the Distribution, an indirect, wholly-owned subsidiary of ours merged with and into Pentair, Inc., with Pentair, Inc. surviving as an indirect, wholly-owned subsidiary of ours (the “Merger”). At the effective time of the Merger, each Pentair, Inc. common share was converted into the right to receive one of our common shares, resulting in 99,388,463 of our common shares being issued to Pentair, Inc. shareholders. The Merger is intended to be tax-free for U.S. federal income tax purposes. After the Merger, our common shares are traded on the New York Stock Exchange under the symbol PNR. Tyco equity-based awards held by Flow Control employees and certain Tyco employees and directors outstanding prior to the completion of the Distribution were converted in connection with the Distribution into equity-based awards with respect to our common shares and were assumed by us. Pentair, Inc. equity-based awards outstanding prior to the completion of the Merger were converted upon completion of the Merger into equity-based awards with respect to our common shares and were assumed by us. The total purchase price for Flow Control was $4.9 billion, consisting of $4.8 billion from shares of common stock issued to Tyco shareholders, $0.5 million of cash paid to Tyco shareholders in lieu of fractional shares, and $92.3 million in replacement equity-based awards to holders of Tyco equity-based awards. The Merger is accounted for under the acquisition method of accounting with Pentair, Inc. treated as the acquirer. Flow Control is a global leader in the industrial flow control market, specializing in the design, manufacture and servicin",,,,,,4N1-00003,A_stratified,2012-D01,1,2aa04c0b-f97e-40ea-81eb-1316a113e035,0001193125-12-340983,0000092230,TFC,Truist Financial,Financials,Diversified Banks,10-Q,2012-08-07,2012,financial_statements,35,427,2704,True,-0.01821,-0.02047,-0.00932,0.03409,-0.10866,-1.23125,0,0,,"During the second quarter of 2012, BB&T provided redemption notices to the holders of all its trust preferred securities to exercise certain early5redemption provisions based on the terms of the respective trusts. BB&T revised the estimated life it was using to amortize the remaining debt issuance costs and related discounts or premiums, including fair value hedge adjustments, to end on6the redemption date for each of the impacted debt securities. The redemptions, and the related retirement of the junior subordinated debt to unconsolidated trusts, was partially completed by the end of June 2012. 2978Table of Contents910NOTE 9. Shareholders’ Equity1112Preferred Stock1314On May 1,152012, BB&T issued $575 million of Series D Non-Cumulative Perpetual Preferred Stock for net proceeds of $559 million. BB&T issued depositary shares, each of which represents a fractional ownership interest in a share of the 23,000 shares of16the Company’s preferred stock. The preferred stock has no stated maturity and redemption is solely at the option of the Company in whole, but not in part, upon the occurrence of a regulatory capital treatment event, as defined. In addition, the17preferred stock may be redeemed in whole or in part, on any dividend payment date after April 30, 2017. Under current rules, any redemption of the preferred stock is subject to prior approval of the Federal Reserve Board. The preferred stock is18not subject to any sinking fund or other obligations of the Corporation. Dividends, if declared, accrue and are payable quarterly, in arrears, at a rate of 5.85% per annum. Equity-Based Plans1920At June 30, 2012, BB&T has options, restricted shares21and restricted share units outstanding from the following equity-based compensation plans: the 2012 Incentive Plan (“2012 Plan”), 2004 Stock Incentive Plan (“2004 Plan”), the 1995 Omnibus Stock Incentive Plan (“Omnibus22Plan”), the Non-Employee Directors’ Stock Option Plan (“Directors’ Plan”), and a plan assumed from an acquired entity. B",,,,,,23N1-00004,A_stratified,2012-D01,1,7b265795-1d63-42bb-809f-90903b07ad4c,0001193125-12-089679,0000354647,CVBF,CVB FINANCIAL CORP,Financials,State Commercial Banks,10-K,2012-02-29,2012,other_information,32,512,3203,True,-0.02789,-0.01206,-0.01872,0.02549,-0.01205,-1.24339,0,0,,"value of collateral, less selling costs. The starting point for determining the fair value of collateral is through obtaining external appraisals. The accrual of interest on loans is discontinued when the loan becomes 90 days past due based on the contractual term of the loan, or when the full collection of principal and interest is in doubt. When an asset is placed on nonaccrual status, previously accrued but unpaid interest is reversed against income. Subsequent collections of cash are applied as reductions to the principal balance unless the loan is returned to accrual status. Nonaccrual loans may be restored to accrual status when principal and interest become current and full payment of principal and interest is expected. Had nonaccrual loans for which interest was no longer accruing complied with the original terms and conditions of their notes, interest income would have been $3.5 million, $5.2 million and $4.1 million greater for 2011, 20010 and 2009, respectively. Speculative construction loans are generally for properties where there is not an identified buyer or renter. 114 Table of Contents The following table presents the recorded investment in non-covered past due and nonaccrual loans and loans past due by class of loans as of December 31, 2011 and 2010: Non-Covered Past Due and Nonaccrual Loans As of December 31, 2011 and December 31, 2010 (Dollars in Thousands) December 31, 2011 30-59 DaysPast Due 60-89 DaysPast Due GreaterThan 90DaysPast DueandAccruing Total PastDue andAccruing Nonaccrual Current Total Loansand FinancingReceivables Commercial & Industrial $ 2,872 $ 150 $ — $ 3,022 $ 3,432 $ 487,845 $ 494,299 Construction—Speculative — — — — 13,317 42,203 55,520 Construction—Non-Speculative — — — — — 20,626 20,626 Commercial Real Estate—Owner-Occupied 133 280 — 413 9,474 690,071 699,958 Commercial Real Estate—Non-Owner-Occupied 374 — — 374 16,518 1,231,442 1,248,334 Residential Real Estate (SFR 1-4) 1,568 — — 1,568 16,970 157,904 176,442 Dairy & Live",,,,,,24N1-00005,A_stratified,2012-D01,1,28fad5ac-890c-4ba8-a126-f90ad4539538,0001144204-12-014284,0000822663,IPAR,INTERPARFUMS INC,Consumer Staples,"Perfumes, Cosmetics & Other Toilet Preparations",10-K,2012-03-12,2012,controls_and_procedures,1,501,3473,True,0.05463,-0.10118,0.03055,0.21725,-0.00934,-1.24987,0,0,,"that our audit provides a reasonable basis for our opinion. A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of the changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. In our opinion, Inter Parfums, Inc. maintained, in all material respects, effective internal control over financial reporting as of December 31, 2011, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). 57 We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet of Inter Pa",,,,,,25N1-00006,A_stratified,2012-D01,1,cd2776db-ccd3-470b-b3d8-2e0b50c33cba,0000318300-12-000032,0000318300,PEBO,PEOPLES BANCORP INC,Financials,State Commercial Banks,10-Q,2012-04-26,2012,unregistered_sales,4,252,1707,False,0.02733,-0.07587,-0.06073,0.01593,0.02893,-1.27414,0,0,,"Document Submitted electronically herewith # 101.SCH XBRL Taxonomy Extension Schema Document Submitted electronically herewith # 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document Submitted electronically herewith # 101.LAB XBRL Taxonomy Extension Label Linkbase Document Submitted electronically herewith # 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document Submitted electronically herewith # 101.DEF XBRL Taxonomy Extension Definition Linkbase Document Submitted electronically herewith # # Attached as Exhibit 101 to the Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2012 of Peoples Bancorp Inc. are the following documents formatted in XBRL (eXtensive Business Reporting Language): (i) Consolidated Balance Sheets (unaudited) at March 31, 2012 and December 31, 2011; (ii) Consolidated Statements of Income (unaudited) for the three months ended March 31, 2012 and 2011; (iii) Consolidated Statement of Stockholders' Equity (unaudited) for the three months ended March 31, 2012; (ix) Condensed Consolidated Statements of Cash Flows (unaudited) for the three months ended March 31, 2012 and 2011; and (v) Notes to the Unaudited Consolidated Financial Statements. In accordance with Rule 406T of SEC Regulation S-T, the XBRL related documents in Exhibit 101 to this Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2012 are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under these Sections. 34",,,,,,26N1-00007,A_stratified,2012-D01,1,98af8b77-a902-4dc0-a34b-a722e0cb12f0,0001193125-12-408547,0000007084,ADM,Archer Daniels Midland,Consumer Staples,Agricultural Products & Services,8-K,2012-09-28,2012,full_body,0,345,2400,True,0.02407,-0.07437,0.00434,0.14693,-0.00837,-1.28662,0,0,,"Form 8-K2728UNITED STATES2930SECURITIES AND EXCHANGE COMMISSION3132WASHINGTON, D. C. 205493334FORM 8-K3536CURRENT REPORT3738Pursuant to Section 13 or 15(d) of the3940Securities Exchange Act of4119344243Date of Report (Date of earliest event reported) September 27, 20124445ARCHER-DANIELS-MIDLAND COMPANY4647(Exact name of registrant as specified in its charter)4849Delaware 1-44 41-012915050(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)51524666 Faries ParkwayDecatur, Illinois 6252653(Address of principal executive offices) (Zip Code)5455Registrant’s telephone number, including area code: (217) 424-52005657Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (58see59General Instruction60A.2. below):6162¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)6364¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)6566¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))6768¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))6970Item 8.01. Other Events7172On73September 27, 2012, Archer-Daniels-Midland Company issued a press release announcing the pricing of its private exchange offers. On September 28, 2012, Archer-Daniels-Midland Company issued a press release announcing the early results of its private exchange offers, the decrease of the exchange cap applicable to the offers,74and the extension of the availability of the early participation premium for one of the offers. Item 9.01. Financial Statements and Exhibits7576(d)77Exhibits7879The following exhibits are filed herewith:808199.1 Press Release dated September 27, 2012. 99.2 Press Release, dated September 28, 2012. SIGNATURES8283Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this r",,,,,,84N1-00008,A_stratified,2012-D01,1,6fa16497-68fa-4a08-9e26-1b85d290ef60,0001104659-12-017897,0000846617,DCOM,DIME COMMERCIAL BANCSHARES,Financials,National Commercial Banks,10-K,2012-03-13,2012,financial_statements,11,512,3461,True,-0.00831,-0.04674,-0.00028,0.12018,0.00036,-1.33052,0,0,,"are being made to allow the Board time to redeliberate whether to present on the face of the financial statements the effects of reclassifications out of accumulated other comprehensive income on the components of net income and other comprehensive income for all periods presented. While the Board is considering the operational concerns about the presentation requirements for reclassification adjustments and the needs of financial statement users for additional information about reclassification adjustments, entities should continue to report reclassifications out of accumulated other comprehensive income consistent with the presentation requirements in effect before Update 2011-05. In September 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2011-8, “Intangibles – Goodwill and Other (Topic 350) Testing Goodwill for Impairment” (“ASU 2011-8”). ASU 2011-8 clarifies the guidance for goodwill impairment testing by allowing companies to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. The company would not be required to calculate the fair value of a reporting unit unless the company determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. ASU 2011-8 includes a number of events and circumstances for companies to consider in conducting the qualitative assessment. ASU 2011-8 is effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011. Early adoption is permitted. The Company has early adopted ASU 2011-8 for its annual impairment test for the year ended December 31, 2011 and it did not have a material impact on the Company. In June 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No.2011-5, “Comprehensive Income (Topic 220)” (“ASU 2011-5”). ASU 2011-5 gives companies",,,,,,85N1-00009,A_stratified,2012-D01,1,29760f5a-00f0-4cba-b1ab-0315e208fc72,0001193125-12-404940,0000918646,EXP,EAGLE MATERIALS INC,Materials,"Cement, Hydraulic",8-K,2012-09-26,2012,full_body,0,512,3431,True,0.01708,-0.08005,0.00436,0.17917,0.00797,-1.36969,0,0,,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 26, 2012 EAGLE MATERIALS INC. (Exact name of registrant as specified in its charter) DELAWARE 1-12984 75-2520779 (State or Other Jurisdiction ofIncorporation or Organization) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 3811 TURTLE CREEK BLVD., SUITE 1100DALLAS, TEXAS 75219 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: (214) 432-2000 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01. Other Events. As previously announced, on September 26, 2012, Eagle Materials Inc. (the “Company”), Audubon Materials LLC, a wholly owned subsidiary of the Company (“Eagle Sub”), Lafarge North America Inc. (“Lafarge North America”), Lafarge Building Materials Inc., Quicksilver 2005, LLC and Lafarge Midwest, Inc. (together with Lafarge North America, the “Sellers”) entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) pursuant to which Eagle Sub will acquire certain assets used by the Sellers in connection with the business (the “Lafarge Target Business”) of producing, marketing and selling Portland cement and concrete in Kansas, Missouri and ",,,,,,86N1-00010,A_stratified,2012-D01,1,a0f3c090-f47e-4de8-a74d-f0ad59016c3e,0001193125-12-420049,0001347178,VNDA,VANDA PHARMACEUTICALS INC,Health Care,Pharmaceutical Preparations,8-K,2012-10-10,2012,full_body,0,342,2346,True,0.00703,-0.07577,0.00366,0.15337,-0.01814,-1.41046,0,0,,"Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 8, 2012 VANDA PHARMACEUTICALS INC. (Exact name of Registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-34186 03-0491827 (CommissionFile No.) (IRS EmployerIdentification No.) 2200 Pennsylvania Avenue NW Suite 300E Washington, DC 20037 (Address of principal executive offices and zip code) Registrant’s telephone number, including area code: (202) 734-3400 Not Applicable (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01. Other Events. On October 8, 2012, Vanda Pharmaceuticals Inc. (the “Company” or “Vanda”) received written notice from Novartis Pharma AG (“Novartis”) that Novartis had determined to cease the development of the long-acting injectable (“depot”) formulation of iloperidone. Under the Company’s Amended and Restated Sublicense Agreement with Novartis, dated as of October 12, 2009, Novartis obtained exclusive commercialization rights to all formulations of iloperidone in the United States and Canada, and assumed the responsibility for the further development of the depot formulation of iloperidone for those countries. Vanda has the right to develop and commercialize all formulations of iloperidone in markets outsid",,,,,,87N1-00011,A_stratified,2012-D01,1,511dc86a-b3e8-4bf5-98bc-b00a1ba18b47,0001157523-12-005645,0000899460,MNKD,MANNKIND,Health Care,Pharmaceutical Preparations,8-K,2012-11-01,2012,full_body,0,418,2807,True,0.00060,-0.07106,-0.00452,0.14408,-0.00448,-1.42412,0,0,,"UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2012 MannKind Corporation (Exact name of registrant as specified in its charter) Delaware 000-50865 13-3607736 (State or other jurisdiction ofincorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 28903 North Avenue PaineValencia, California 91355 (Address of principal executive offices) (Zip Code) Registrant’s Telephone Number, Including Area Code: (661) 775-5300 N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below) : ⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02 Results of Operations and Financial Condition On November 1, 2012, MannKind Corporation issued a press release announcing its financial results for the third quarter ended September 30, 2012. A copy of the press release is attached as Exhibit 99.1 to this Current Report and is incorporated herein by reference. The information in this Current Report is being furnished and shall not be deemed ""filed"" for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933,",,,,,,88N1-00012,A_stratified,2012-D01,1,19357610-f5e4-41f9-86d5-21b944999bf8,0001104659-12-035767,0001497770,WD,WALKER & DUNLOP INC,Financials,Finance Services,10-Q,2012-05-10,2012,controls_and_procedures,0,122,813,False,0.04074,-0.11547,-0.02960,0.17880,-0.01464,-1.43396,0,0,,"and Procedures As of the end of the period covered by this report, an evaluation was performed under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(e) and 15d-15(e). Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that the design and operation of these disclosure controls and procedures were effective. There have been no changes in our internal controls over financial reporting in the last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting. PART II OTHER INFORMATION",,,,,,89N1-00013,A_stratified,2012-D01,1,bee29aa0-df94-4af7-bb3b-b8a39bad64cb,0001437749-12-004857,0000070487,NRC,NRC HEALTH,Health Care,Services-Commercial Physical & Biological Research,10-Q,2012-05-11,2012,financial_statements,8,327,2090,True,0.01587,-0.09586,0.02299,0.10201,-0.00684,-1.47786,0,0,,"a future date. The Company adopted the requirements of ASU 2011-05 and ASU 2011-12 by presenting a single Condensed Consolidated Statement of Comprehensive Income immediately following the Statement of Income. There was no other impact on the Company’s condensed consolidated financial statements. In September 2011, the FASB issued ASU No. 2011-08, Intangibles — Goodwill and Other . ASU No. 2011-08 allows entities to first assess qualitatively whether it is necessary to perform the two-step goodwill impairment test. If an entity believes, as a result of its qualitative assessment, that it is more likely than not that the fair value of a reporting period is less than its carrying amount, the quantitative two-step goodwill impairment test is required. An entity has the unconditional option to bypass the qualitative assessment and proceed directly to performing the first step of the goodwill impairment test. The Company adopted the requirements of ASU 2011-08. The adoption of this standard did not have a material effect on the Company’s condensed consolidated financial statements. -13- 9. RELATED PARTY TRANSACTIONS A Board member of the Company also serves as an officer of Ameritas Life Insurance Corp. (Ameritas). In connection with the Company’s regular assessment of its insurance-based associate benefits and the costs associated therewith, which is conducted by an independent insurance broker, in 2007 the Company began purchasing dental insurance for certain of its associates from Ameritas and in 2009, the Company also began purchasing vision insurance for certain of its associates from Ameritas. The total value of these purchases was $42,000 for each of the three-month periods ended March 31, 2012 and 2011. The Company leased office space for OCS from EPIC Property Management LLC from August 2010 through June 2011. A former owner of OCS and an associate of the Company during the lease-term was a co-owner of EPIC Property Management LLC. The total of the rental and ut",,,,,,90N1-00014,A_stratified,2012-D01,1,58046313-1118-4d33-a62d-f0a34e24d390,0001104659-12-036505,0001013871,NRG,NRG Energy,Utilities,Independent Power Producers & Energy Traders,8-K,2012-05-11,2012,full_body,5,449,3160,True,-0.03055,-0.05426,-0.07430,0.12614,-0.10481,-1.52814,0,0,,"On May 9, 2012, NRG, the Existing Guarantors, the Guaranteeing Subsidiaries and the Trustee entered into the sixty-sixth supplemental indenture (the “Sixty-Sixth Supplemental Indenture”), supplementing the Base Indenture, as supplemented by the thirty-sixth supplemental indenture, dated as of August 20, 2010, among NRG, the guarantors party thereto and the Trustee, pursuant to which NRG issued $1,100,000,000 aggregate principal amount of 8.25% senior notes due 2020 (the “2020 Notes”), the forty-first supplemental indenture, dated as of December 15, 2010, among NRG, the guarantors party thereto and the Trustee, the forty-third supplemental indenture, dated as of April 22, 2011, among NRG, the guarantors party thereto and the Trustee, the forty-eighth supplemental indenture, dated as of May 20, 2011, among NRG, the guarantors party thereto and the Trustee, the fifty-fourth supplemental indenture, dated as of November 8, 2011, among NRG, the guarantors party thereto and the Trustee, and the sixtieth supplemental indenture, dated as of Apirl 5, 2012, among NRG, the Existing Guarantors and the Trustee. Pursuant to the Sixty-Sixth Supplemental Indenture, the Guaranteeing Subsidiaries became guarantors of NRG’s obligations under its 2020 Notes. On May 9, 2012, NRG, the Existing Guarantors, the Guaranteeing Subsidiaries and the Trustee entered into the sixty-seventh supplemental indenture (the “Sixty-Seventh Supplemental Indenture”), supplementing the Base9192Indenture, as supplemented by the forty-second supplemental indenture, dated as of January 26, 2011, among NRG, the guarantors party thereto and the Trustee, pursuant to which NRG issued $1,200,000,000 aggregate principal amount of 7.625% senior notes due 2018 (the “2018 Notes”), the forty-ninth supplemental indenture, dated as of May 20, 2011, among NRG, the guarantors party thereto and the Trustee, the fifty-fifth supplemental indenture, dated as of November 8, 2011, among NRG, the guarantors party thereto and the Trus",,,,,,93N1-00015,A_stratified,2012-D01,1,b95e4468-3804-4fdc-b2b3-213be0b4ecad,0001140361-12-021470,0000108385,WRLD,WORLD ACCEPTANCE CORP,Financials,Personal Credit Institutions,8-K,2012-04-26,2012,full_body,0,329,2214,True,-0.00509,-0.08707,-0.01651,0.15541,-0.00867,-1.56373,0,0,,"form8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 26, 2012 WORLD ACCEPTANCE CORPORATION (Exact name of registrant as specified in its charter) South Carolina 0-19599 57-0425114 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 108 Frederick Street, Greenville, South Carolina 29607 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code (864) 298-9800 n/a (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02 Results of Operations and Financial Condition; and Item 7.01 Regulation FD Disclosure. On April 26, 2012, World Acceptance Corporation (""WRLD"") issued a press release announcing financial information for its fourth quarter and fiscal year ended March 31, 2012. The press release is attached as Exhibit 99.1 to this Form 8-K and is furnished to, but not filed with, the Commission. Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description of Exhibit 99.1 Press release issued April 26, 2012 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. WORLD ACCEP",,,,,,94N1-00016,A_stratified,2012-D01,1,1e24166f-eabb-4e7a-b7db-80778600a5aa,0000943440-12-001150,0001325964,LWLG,LIGHTWAVE LOGIC,Information Technology,Miscellaneous Plastics Products,10-Q,2012-11-13,2012,controls_and_procedures,0,211,1489,False,0.02124,-0.12185,-0.03617,0.24752,-0.04437,-1.60592,0,0,,"and Procedures Evaluation of Disclosure Controls and Procedures. The Company’s management, with the participation of the Company’s Principal Executive Officer and Principal Financial Officer, evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of September 30, 2012. Based on this evaluation, the Company’s Principal Executive Officer and Principal Financial Officer concluded that, as of September 30, 2012 the Company’s disclosure controls and procedures were effective, in that they provide reasonable assurance that information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and is accumulated and communicated to the Company’s management, including the Company’s Principal Executive Officer and Principal Financial Officer, as appropriate to allow timely decisions regarding required disclosure. Changes in Internal Control Over Financial Reporting. There were no changes in our internal control over financial reporting during the quarter ended September 30, 2012 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. -51- PART II – OTHER INFORMATION",,,,,,95N1-00017,A_stratified,2012-D01,1,19d43315-b622-4cdb-8204-7203ab9b8fd1,0001193125-12-321051,0000007431,AWI,ARMSTRONG WORLD INDUSTRIES,Industrials,"Plastics Products, NEC",10-Q,2012-07-30,2012,controls_and_procedures,0,311,2093,True,0.00825,-0.10968,-0.03170,0.25211,-0.00584,-1.61666,0,0,,"AND PROCEDURES (a) Evaluation of Disclosure Controls and Procedures. The Securities and Exchange Commission defines the term “disclosure controls and procedures” to mean a company’s controls and other procedures that are designed to ensure that information required to be disclosed in the reports that it files or submits under the Securities Exchange Act of 1934, as amended (the “Act”), is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Based on the evaluation of the effectiveness of our disclosure controls and procedures by our management, with the participation of our principal executive officer and our chief financial officer, as of June 30, 2012, our principal executive officer and our chief financial officer have concluded that our disclosure controls and procedures were effective to ensure that information required to be disclosed in the reports that we file or submit under the Act is recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms. (b) Changes in Internal Control Over Financial Reporting. There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Act) that occurred during the fiscal quarter ended June 30, 2012 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. In an effort to make our IT, finance and accounting functions more efficient, increase related capabilities and generate cost savings, we continued to outsource a significant portion of our IT infrastructure and certain finance and accounting functions to separate third party service providers during 2012. In connection with the outsourcing of these functions, we performed significant pre-implementation planning, design and testing. We continued our oversight and testing during the implementation to ensure",,,,,,96N1-00018,A_stratified,2012-D01,1,815d758f-8105-41af-845c-720ebecd9f61,0000826675-12-000027,0000826675,DX,DYNEX CAPITAL REIT,Financials,Real Estate Investment Trusts,10-Q,2012-05-10,2012,md_and_a,21,512,3312,True,-0.06589,-0.05077,0.00916,0.11357,-0.01816,-1.74465,0,0,,"of these covenants could result in the lender declaring an event of default which would result in the immediate termination of the repurchase agreement and immediate acceleration of amounts due thereunder. In addition, some of the agreements contain cross default features, whereby default with one lender simultaneously causes default under agreements with other lenders. Violations could also restrict us from paying dividends or engaging in other transactions that are necessary for us to maintain our REIT status. We monitor and evaluate on an ongoing basis the impact these customary financial covenants may have on our operating and financing flexibility. Currently, we do not believe we are subject to any covenants that materially restrict our financing flexibility, nor do we believe that we are in danger of breaching any of these covenants. We are also subject to margin calls on our outstanding interest rate swap agreements. Under our agreements with counterparties, we and the counterparty have the right to require collateral to be posted as credit support for performance under the respective interest rate swap agreement. The collateral typically can be in the form of cash, Agency MBS or Treasury securities. Generally, as interest rates decline we will have to post collateral with the counterparty, and, as interest rates increase, the counterparty will deposit collateral with us (typically when the amount of collateral required to be posted exceeds a certain dollar amount). As of March 31, 2012 , we had Agency MBS with a fair value of $31.0 million posted as credit support under the agreements compared to Agency MBS with a fair value of $29.1 million as of December 31, 2011. No collateral had been posted to us for either period. While the Company does not currently anticipate significant changes to our availability or cost of financing in the near-term, the current credit market environment makes it difficult to make long-term predictions. Over the past several years",,,,,,97N1-00019,A_stratified,2012-D01,1,51992340-b3de-4b17-8bb0-38cb269f5acf,0001104659-12-018477,0000357173,OSBC,OLD SECOND BANCORP INC,Financials,State Commercial Banks,10-K,2012-03-15,2012,business,13,512,3485,True,-0.07260,-0.04635,-0.01375,0.18855,-0.06897,-1.76196,0,0,,"assessments to a bank’s average consolidated total assets minus average tangible equity, rather than upon its deposit base, and permanently raise the standard deposit insurance limit to $250,000; and expand the FDIC’s authority to raise insurance premiums. The legislation also calls for the FDIC to raise the ratio of reserves to deposits from 1.15% to 1.35% for deposit insurance purposes by September 30, 2020 and to “offset the effect” of increased assessments on insured depository institutions with assets of less than $10 billion. The Dodd-Frank Act also authorized the Federal Reserve to limit interchange fees payable on debit card transactions, established the Bureau of Consumer Financial Protection as an independent entity within the Federal Reserve, with broad rulemaking, supervisory and enforcement authority over consumer financial products and services, including deposit products, residential mortgages, home-equity loans and credit cards, and contained provisions on mortgage-related matters, such as steering incentives, determinations as to a borrower’s ability to repay and prepayment penalties. The Dodd-Frank Act also includes provisions that have affected, and may further affect in the future, corporate governance and executive compensation at all publicly-traded companies. 36 Table of Contents The Collins Amendment to the Dodd-Frank Act, among other things, eliminates certain trust preferred securities from Tier 1 capital, but certain trust preferred securities issued prior to May 19, 2010 by bank holding companies with total consolidated assets of $15 billion or less will continue to be included in Tier 1 capital. This provision also requires the federal banking agencies to establish minimum leverage and risk-based capital requirements that will apply to both insured banks and their holding companies. Regulations implementing the Collins Amendment have not yet been issued. These provisions, or any other aspects of current or proposed regulatory or legislat",,,,,,98N1-00020,A_stratified,2012-D01,1,aa725ce8-98d4-464f-9e5a-76ee059725a4,0001140361-12-024388,0000876437,MTG,MGIC INVESTMENT,Financials,Surety Insurance,10-Q,2012-05-10,2012,financial_statements,18,512,3553,True,-0.06667,-0.10753,-0.02903,0.13774,-0.08724,-2.10881,0,0,,"response to an administrative subpoena from the Minnesota Department of Commerce (the “MN Department”), which regulates insurance, we provided the MN Department with information about captive mortgage reinsurance and certain other matters. We subsequently provided additional information to the MN Department, and beginning in March 2008, the MN Department has sought additional information as well as answers to questions regarding captive mortgage reinsurance on several occasions, including as recently as May 2011. In addition, beginning in June 2008, and as recently as December 2011, we received various subpoenas from the U.S. Department of Housing and Urban Development (“HUD”), seeking information about captive mortgage reinsurance similar to that requested by the MN Department, but not limited in scope to the state of Minnesota. In January 2012, we received correspondence from the Consumer Financial Protection Bureau (“CFPB”) indicating that the CFPB had opened an investigation into captive mortgage reinsurance premium ceding practices by private mortgage insurers. In that correspondence, the CFPB also requested, among other things, certain information regarding captive mortgage reinsurance transactions in which we participated. Other insurance departments or other officials, including attorneys general, may also seek information about or investigate captive mortgage reinsurance. Various regulators, including the CFPB, state insurance commissioners and state attorneys general may bring actions seeking various forms of relief, including civil penalties and injunctions against violations of RESPA. The insurance law provisions of many states prohibit paying for the referral of insurance business and provide various mechanisms to enforce this prohibition. While we believe our captive reinsurance arrangements are in conformity with applicable laws and regulations, it is not possible to predict the eventual scope, duration or outcome of any such reviews or investigations",,,,,,99N1-00021,A_stratified,2012-D02,2,8aa948cb-e7b8-4c17-a378-ea62be159e00,0001193125-12-457787,0001109357,EXC,Exelon,Utilities,Electric Utilities,10-Q,2012-11-07,2012,financial_statements,20,512,3303,True,0.02224,-0.00975,0.03668,0.05133,-0.10941,-0.89047,0,0,,"principle to settle the suits through additional disclosures to Constellation shareholders. On June 26, 2012, the court approved the settlement and entered final judgment. 38 Table of Contents COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) (Dollars in millions, except per share data, unless otherwise noted) Accounting for the Merger Transaction The total consideration in the merger was based on the opening price of a share of Exelon common stock on March 12, 2012 (in millions): Number of Shares/Awards Issued TotalFair Value Issuance of Exelon common stock to Constellation shareholders and equity award holders at the exchange ratio of 0.930 shares for each share of Constellation common stock; based on the opening price of Exelon common stock on March 12, 2012 of $38.91(a) 187.45 $ 7,294 Issuance of Exelon equity awards to replace existing Constellation equity awards(b) 11.30 71 Total purchase price $ 7,365 (a) The number of shares issued excludes 0.7 million shares of stock that are held in a custodian account specifically for the settlement of unvested share-based restricted stock awards. The related share value is excluded from the estimated fair value as these awards have not vested and, therefore, are not in the purchase price. (b) Includes vested Constellation stock options and restricted stock units converted at fair value to Exelon awards on March 12, 2012. The fair value of the stock options was determined using the Black-Scholes model. All options to purchase Constellation common stock under various equity agreements were converted into options to acquire a number of shares of Exelon common stock (as adjusted for the exchange ratio) at an option price. All Constellation unvested restricted stock awards granted prior to April 28, 2011, that were outstanding immediately prior to the consummation of the Merger, became vested on a pro rata basis (determined based upon the number of months from the start of the applicable restricted period to t",,,,,,100N1-00022,A_stratified,2012-D02,2,9c202628-6a99-4337-8162-7fdc3f4fea64,0000950123-12-003022,0000932696,NSIT,INSIGHT ENTERPRISES INC,Information Technology,Retail-Catalog & Mail-Order Houses,10-K,2012-02-24,2012,risk_factors,7,512,3417,True,0.03428,-0.02418,0.06450,0.16536,0.04028,-0.90046,0,0,,"levels are based, in part, on anticipated net sales and the anticipated amount and timing of partner funding. Therefore, we may not be able to reduce spending quickly enough to compensate for any unexpected net sales shortfall, and any such inability could have a material adverse effect on our business, results of operations and financial condition. In addition, a reduction in the amount of credit granted to us by our partners could increase our need for and cost of working capital and have a material adverse effect on our business, results of operations and financial condition. We are subject to stockholder litigation and regulatory proceedings related to the restatement of our consolidated financial statements. In 2008, we identified errors in the Company’s accounting related to trade credits in prior periods and determined that corrections to our consolidated financial statements were required to reverse material prior period reductions of costs of goods sold and selling and administrative expenses because of the incorrect releases of certain aged trade credits. Our internal review and related activities have required the Company to incur substantial expenses for legal, accounting, tax and other professional services, and ongoing litigation could require further, significant expenditures and could harm our business, reputation, financial condition, results of operations and cash flows. Further, if the Company is subject to adverse findings in litigation, the Company could be required to pay damages or penalties or have other remedies imposed, which could harm its business, reputation, financial condition, results of operations and cash flows. For a discussion of legal proceedings, see Note 16 to the Consolidated Financial Statements in Part II, Item 8 of this report. There are risks associated with our international operations that are different than the risks associated with our operations in the United States, and our exposure to the risks of a global market co",,,,,,101N1-00023,A_stratified,2012-D02,2,aded3709-6dfb-46e6-ad01-3cadafe189ea,0001047469-12-006077,0001434621,TREE,LENDINGTREE,Financials,Loan Brokers,10-Q,2012-05-15,2012,risk_factors,0,154,981,False,0.01702,-0.01402,0.09098,0.05167,0.05533,-0.95269,0,0,,"the 2011 Form 10-K. If our goodwill or amortizable intangible assets become impaired we may be required to record a significant charge to earnings. Under GAAP, we review the carrying value of goodwill and indefinite-lived intangible assets on an annual basis as of October 1 or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. Factors that may be considered a change in circumstances, indicating that the carrying value of our goodwill or indefinite-lived intangible assets may not be recoverable, include a decline in stock price and market capitalization, reduced future cash flow estimates, and slower growth rates in our industry. We may be required to record a significant charge in our financial statements during the period in which any impairment of our goodwill or indefinite-lived intangible assets is determined, negatively impacting our results of operations.",,,,,,102N1-00024,A_stratified,2012-D02,2,53b4651d-c5f4-411e-9a38-c4dbd167894f,0000350852-12-000047,0000350852,CTBI,COMMUNITY TRUST BANCORP,Financials,State Commercial Banks,10-K,2012-03-15,2012,risk_factors,8,512,3520,True,0.05404,-0.05376,0.12906,0.26106,0.05745,-0.95401,0,0,,"federal and state banking regulators. The banking regulators evaluate a number of criteria in making their approval decisions, such as: ♦ Safety and soundness guidelines; ♦ Compliance with all laws including the USA Patriot Act, the International Money Laundering Abatement and Anti-Terrorist Financing Act, the Sarbanes-Oxley Act and the related rules and regulations promulgated under such Act or the Exchange Act, the Equal Credit Opportunity Act, the Fair Housing Act, the Community Reinvestment Act, the Home Mortgage Disclosure Act, and all other applicable fair lending laws and other laws relating to discriminatory business practices; and ♦ Anti-competitive concerns with the proposed transaction. If the banking regulators or a commenter on our regulatory application raise concerns about any of these criteria at the time a regulatory application is filed, the banking regulators may deny, delay, or condition their approval of a proposed transaction. We have grown, and intend to continue to grow, through acquisitions of banks and other financial institutions. After these acquisitions, we may experience adverse changes in results of operations of acquired entities, unforeseen liabilities, asset quality problems of acquired entities, loss of key personnel, loss of clients because of change of identity, difficulties in integrating data processing and operational procedures, and deterioration in local economic conditions. These various acquisition risks can be heightened in larger transactions. Integration Risk We may not be able to achieve the expected integration and cost savings from our ongoing bank acquisition activities. We have a long history of acquiring financial institutions and we expect this acquisition activity to continue in the future. Difficulties may arise in the integration of the business and operations of the financial institutions that agree to merge with and into CTBI and, as a result, we may not be able to achieve the cost savings and synergies that",,,,,,103N1-00025,A_stratified,2012-D02,2,9f1c4f1d-a09f-4251-b9ac-4ff0a2593bbd,0001193125-12-106634,0000862831,FISI,FINANCIAL INSTITUTIONS INC,Financials,National Commercial Banks,10-K,2012-03-09,2012,financial_statements,19,512,3526,True,0.03414,-0.03580,-0.05574,0.09116,-0.00103,-0.97478,0,0,,"(Continued) In June 2011, the FASB issued ASU 2011-05 “Comprehensive Income (Topic 220)—Presentation of Comprehensive Income.” ASU 2011-05 amends Topic 220, “Comprehensive Income,” to require that all non-owner changes in stockholders’ equity be presented in either a single continuous statement of comprehensive income or in two separate but consecutive statements. Additionally, ASU 2011-05 requires entities to present, on the face of the financial statements, reclassification adjustments for items that are reclassified from other comprehensive income to net income in the statement or statements where the components of net income and the components of other comprehensive income are presented. The option to present components of other comprehensive income as part of the statement of changes in stockholders’ equity was eliminated. ASU 2011-05 is effective for annual and interim periods beginning after December 15, 2011; however, certain provisions related to the presentation of reclassification adjustments have been deferred by ASU 2011-12 “Comprehensive Income (Topic 220)—Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05,” as further discussed above. The adoption of ASU 2011-05 is not expected to have a significant impact on the Company’s consolidated financial statements. In May 2011, the FASB issued ASU 2011-04 “Fair Value Measurement (Topic 820)—Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs.” ASU 2011-04 changes the wording used to describe many of the requirements in GAAP for measuring fair value and for disclosing information about fair value measurements. Consequently, the amendments in this update result in common fair value measurement and disclosure requirements in GAAP and IFRSs (International Financial Reporting Standards). ASU 2011-04 is effective prospectively during",,,,,,104N1-00026,A_stratified,2012-D02,2,dc8c2c22-9fc5-41b8-a4b3-52f86a8f2ae6,0001193125-12-078116,0001137774,PRU,Prudential Financial,Financials,Life & Health Insurance,10-K,2012-02-24,2012,md_and_a,130,512,3618,True,-0.00141,0.00008,0.00612,0.23065,-0.05536,-0.98795,0,0,,"fair value of the impaired debt security and the net present value of its projected future cash flows at the time of impairment. (2) Includes other-than-temporary impairments relating to investments in joint ventures and partnerships and real estate investments. Year Ended December 31, 2011 Asset-Backed SecuritiesCollateralized BySub-Prime Mortgages All Other FixedMaturitySecurities Total FixedMaturitySecurities (in millions) Other-than-temporary impairments on fixed maturity securities recorded in earnings—Financial Services Businesses(1) Due to credit events or adverse conditions of the respective issuer(2) $ 106 $ 117 $ 223 Due to other accounting guidelines(3) 12 196 208 Total $ 118 $ 313 $ 431 Year Ended December 31, 2010 Asset-Backed SecuritiesCollateralized BySub-Prime Mortgages All Other FixedMaturitySecurities Total FixedMaturitySecurities (in millions) Other-than-temporary impairments on fixed maturity securities recorded in earnings—Financial Services Businesses(1) Due to credit events or adverse conditions of the respective issuer(2) $ 140 $ 185 $ 325 Due to other accounting guidelines(3) 69 170 239 Total $ 209 $ 355 $ 564 (1) Excludes the portion of other-than-temporary impairment recorded in “Other comprehensive income (loss),” representing any difference between the fair value of the impaired debt security and the net present value of its projected future cash flows at the time of impairment. (2) Represents circumstances where we believe credit events or other adverse conditions of the respective issuers have caused, or will lead to, a deficiency in the contractual cash flows related to the investment. The amount of the impairment recorded in earnings is the difference between the amortized cost of the debt security and the net present value of its projected future cash flows discounted at the effective interest rate implicit in the debt security prior to impairment. (3) Primarily represents circumstances where securities with foreign currency transla",,,,,,105N1-00027,A_stratified,2012-D02,2,006584ec-cc83-4eb1-b5db-77dd866fb2c8,0000030697-12-000007,0000030697,WEN,WENDYS,Consumer Discretionary,Retail-Eating & Drinking Places,10-K,2012-03-01,2012,financial_statements,41,512,3384,True,0.00680,-0.01150,-0.01003,0.07566,-0.05127,-1.00572,0,0,,"As of January 1, 2012 there were approximately 59,246 shares of common stock available for future grants under the 2010 Plan. 111 Table of Contents THE WENDY’S COMPANY AND SUBSIDIARIES WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (In Thousands Except Per Share Amounts) Stock Options The table below summarizes 2011 activity and includes certain additional information for The Wendy’s Company stock options. Common Stock Options Options WeightedAverageExercisePrice WeightedAverageRemainingContractualLife in Years AggregateIntrinsicValue Outstanding atJanuary 2, 2011 28,074 $ 6.45 Granted 5,715 $ 5.00 Exercised (1,477 ) $ 4.25 Forfeited / expired (2,053 ) $ 8.22 Outstanding atJanuary 1, 2012 30,259 $ 6.16 5.0 $ 15,707 Vested or expected to vest atJanuary 1, 2012 29,700 $ 6.19 4.9 $ 15,291 Exercisable atJanuary 1, 2012 21,655 $ 6.77 3.4 $ 9,291 The Companies’ current outstanding stock options have maximum contractual terms of ten years and, with certain exceptions, vest ratably over three years. We settle employee stock option exercises with treasury shares. The total intrinsic value of options exercised during 2011, 2010 and 2009 was $1,138 , $488 and $784 , respectively. The weighted average fair value per share as of the grant date as calculated under the Black-Scholes Model for stock options granted during 2011, 2010 and 2009 (which were all granted at exercise prices equal to the market price of The Wendy’s Company Common Stock) were $1.88 , $1.47 and $1.83 , respectively. The fair value of stock options on the date of grant was calculated utilizing the following weighted average assumptions: 2011 2010 2009 Risk-free interest rate 1.74 % 2.01 % 2.46 % Expected option life in years 5.6 5.4 5.1 Expected volatility 45.2 % 45.2 % 49.6 % Expected dividend yield 1.59 % 1.53 % 1.35 % The risk-free interest rate represents the U.S. Treasury zero-coupon bond yield approximating the expected option life of stock options granted ",,,,,,106N1-00028,A_stratified,2012-D02,2,3ba9edca-bff7-4e59-8101-1c321aee9621,0000929351-12-000059,0000929351,STRZ,STARZ ENTERTAINMENT,Communication Services,Services-Motion Picture & Video Tape Production,8-K,2012-10-15,2012,full_body,0,512,3543,True,0.03276,-0.03928,0.01797,0.14110,0.01546,-1.00617,0,0,,"8-KforSupplementalIndentureOctober2012 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 __________ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 15, 2012 Lions Gate Entertainment Corp. (Exact name of registrant as specified in charter) British Columbia, Canada (State or Other Jurisdiction of Incorporation) (Commission File Number)1-14880 (IRS Employer Identification No.)N/A (Address of principal executive offices) 1055 West Hastings Street, Suite 2200 Vancouver, British Columbia V6E 2E9 and 2700 Colorado Avenue, Suite 200 Santa Monica, California 90404 (Registrant’s telephone number, including area code) (877) 848-3866 __________________NO CHANGE__________________ (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written Communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 1.01 Entry into a Material Definitive Agreement. On October 15, 2012, Lions Gate Entertainment Inc. (“LGEI”), a wholly-owned subsidiary of Lions Gate Entertainment Corp., entered into a supplemental indenture dated as of October 15, 2012 (the “Supplemental Indenture”) to amend the indenture (the “Indenture”) governing LGEI’s 10.25% senior secured second-priority notes due 2016 (the “Notes”). The Supplemental Indenture amends the Indenture to, among other things, enable LGEI to incur additional secured indebtedness under that certain Third Amended and Restated Credi",,,,,,107N1-00029,A_stratified,2012-D02,2,be36cfd6-d1e0-46eb-8f14-39d32da97326,0001193125-12-331166,0000912562,ROCK,GIBRALTAR INDUSTRIES,Industrials,"Steel Works, Blast Furnaces & Rolling & Finishing Mills",10-Q,2012-08-02,2012,unregistered_sales,0,443,2805,True,0.05526,-0.06457,0.03893,0.19531,-0.01917,-1.01417,0,0,,"Sales of Equity Securities and Use of Proceeds Not applicable. Item 3. Defaults Upon Senior Securities Not applicable. Item 4. Mine Safety Disclosures Not applicable. Item 5. Other Information Not applicable. 41 Table of Contents Item 6. Exhibits 6(a) Exhibits a. Exhibit 3.1 – Certificate of Amendment of Certificate of Incorporation of Gibraltar Industries, Inc. filed May 22 2012 (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed May 22, 2012). b. Exhibit 10.1 – Fourth Amendment and Restatement of the Gibraltar Industries, Inc. Management Stock Purchase Plan filed June 27, 2012 (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed June 27, 2012). c. Exhibit 31.1 – Certification of Chairman of the Board and Chief Executive Officer pursuant to Section 302 of the Sarbanes–Oxley Act of 2002. d. Exhibit 31.2 – Certification of President and Chief Operating Officer pursuant to Section 302 of the Sarbanes–Oxley Act of 2002. e. Exhibit 31.3 – Certification of Senior Vice President and Chief Financial Officer pursuant to Section 302 of the Sarbanes–Oxley Act of 2002. f. Exhibit 32.1 – Certification of the Chairman of the Board and Chief Executive Officer pursuant to Title 18, United States Code, Section 1350, as adopted pursuant to Section 906 of the Sarbanes–Oxley Act of 2002. g. Exhibit 32.2 – Certification of the President and Chief Operating Officer pursuant to Title 18, United States Code, Section 1350, as adopted pursuant to Section 906 of the Sarbanes–Oxley Act of 2002. h. Exhibit 32.3 – Certification of the Senior Vice President and Chief Financial Officer, pursuant to Title 18, United States Code, Section 1350, as adopted pursuant to Section 906 of the Sarbanes–Oxley Act of 2002. i. Exhibit 101.INS – XBRL Instance Document * j. Exhibit 101.SCH – XBRL Taxonomy Extension Schema Document * k. Exhibit 101.CAL – XBRL Taxonomy Extension Calculation Linkbase Document * l. Exhibit 101.LAB – XBRL",,,,,,108N1-00030,A_stratified,2012-D02,2,6903e50c-a68a-42e7-a507-1e397bb6a4c1,0000097134-12-000006,0000097134,TNC,TENNANT,Industrials,Refrigeration & Service Industry Machinery,10-K,2012-02-24,2012,properties,17,512,3157,True,-0.00800,0.00140,0.13498,0.09079,0.06686,-1.02403,0,0,,"changes. It is possible that an increase in our reserve may be required in the future if there are significant declines in demand for certain products. This reserve creates a new cost basis for these products and is considered permanent. As of December 31, 2011, we had $4.2 million reserved against Inventories. Goodwill – Goodwill represents the excess of cost over the fair value of net assets of businesses acquired and is allocated to our reporting units at the time of the acquisition. We analyze Goodwill on an annual basis and when an event occurs or circumstances change that may reduce the fair value of one of our reporting units below its carrying amount. A goodwill impairment loss occurs if the carrying amount of a reporting unit’s goodwill exceeds its fair value. Beginning in 2011, we performed an analysis of qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. Prior to 2011, the analysis of qualitative factors was not an option and the two-step impairment testing was performed. The first step is used as an indicator to identify if there is potential goodwill impairment. If the first step indicates there may be an impairment, the second step is performed which measures the amount of the goodwill impairment, if any. We perform our goodwill impairment analysis as of year end and use our judgment to develop assumptions for the discounted cash flow model that we use. Management assumptions include forecasting revenues and margins, estimating capital expenditures, depreciation, amortization and discount rates. If our goodwill impairment testing resulted in one or more of our reporting units’ carrying amount exceeding its fair value, we would write down our reporting units’ carrying amount to its fair value and would record an impairment charge in our results of operations in the ",,,,,,109N1-00031,A_stratified,2012-D02,2,f0808b9e-23c6-4dcb-b1ea-d35e2632a7d0,0001104659-12-012554,0000945983,CLMB,CLIMB GLOBAL SOLUTIONS INC,Information Technology,Wholesale-Computers & Peripheral Equipment & Software,10-K,2012-02-24,2012,other_information,6,512,3488,True,0.07078,-0.08444,-0.00538,0.17323,-0.04476,-1.03504,0,0,,"statements based on our audit. We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated results of operations and cash flows of Wayside Technology Group, Inc. and Subsidiaries for the year ended December 31, 2009 in conformity with accounting principles generally accepted in the United States of America. In connection with our audit of the consolidated statements referred to above, we also audited the consolidated financial statement schedule, Schedule II — Valuation and Qualifying Accounts, for the year ended December 31, 2009. In our opinion, this financial schedule, when considered in relation to the consolidated financial statements taken as a whole, presents fairly, in all material respects, the information stated therein. /s/ Amper, Politziner & Mattia, LLP Edison, New Jersey February 22, 2010 F-3 Wayside T",,,,,,110N1-00032,A_stratified,2012-D02,2,6bc4186c-43d0-4214-874e-430bc9938f41,0000785161-12-000009,0000785161,EHC,ENCOMPASS HEALTH,Health Care,Services-Hospitals,10-K,2012-02-23,2012,md_and_a,28,512,3252,True,-0.00567,-0.00855,-0.00635,0.20964,-0.07258,-1.07122,0,0,,"improved the maturity profile and flexibility of our debt capital and significantly reduced near-term refinancing risk. In addition, interest expense declined in the second half of 2011 and is expected to decline further in 2012. In addition to the above, in March 2011, we made the final cash settlement payments related to our two interest rate swaps that were not designated as hedging instruments. Current Liquidity As of December 31, 2011 , we had $30.1 million in Cash and cash equivalents . This amount excludes $ 35.3 million in Restricted cash and $45.2 million of restricted marketable securities ( $30.2 million of restricted marketable securities are included in Other long-term assets in our consolidated balance sheet). Our restricted assets pertain primarily to obligations associated with our captive insurance company, as well as obligations we have under agreements with external partners. See Note 3, Cash and Marketable Securities , to the accompanying consolidated financial statements. In addition to Cash and cash equivalents , as of December 31, 2011 , we had approximately $345 million available to us under our revolving credit facility. Our credit agreement governs the majority of our senior secured borrowing capacity and contains a leverage ratio and an interest coverage ratio as financial covenants. Our leverage ratio is defined in our credit agreement as the ratio of consolidated total debt (less up to $75 million of cash on hand) to Adjusted EBITDA for the trailing four quarters. Our interest coverage ratio is defined in our credit agreement as the ratio of Adjusted EBITDA to consolidated 44 Table of Contents interest expense, excluding the amortization of financing fees, for the trailing four quarters. As of December 31, 2011 , the maximum leverage ratio requirement per our credit agreement was 4.75x and the minimum interest coverage ratio requirement was 2.5x, and we were in compliance with these covenants. As discussed above in the “Executive Overvie",,,,,,111N1-00033,A_stratified,2012-D02,2,805df0b6-859a-4b78-8510-269e2f34a8c7,0001193125-12-458122,0001094831,BGC,BGC GROUP INC CLASS A,Financials,"Security & Commodity Brokers, Dealers, Exchanges & Services",10-Q,2012-11-08,2012,md_and_a,31,512,3218,True,-0.00412,-0.01071,-0.03943,0.07449,-0.09666,-1.07443,0,0,,"acquisitions. On June 26, 2012, the Company issued an aggregate of $112.5 million principal amount of 8.125% Senior Notes due 2042 pursuant to the Company’s effective Shelf Registration Statement on Form S-3, as amended. The 8.125% Senior Notes are senior unsecured obligations of BGC Partners, Inc. The 8.125% Senior Notes may be redeemed for cash, in whole or in part, on or after June 26, 2017, at the Company’s option, at any time and from time to time, until maturity at a redemption price equal to 100% of the principal amount to be redeemed, plus accrued but unpaid interest on the principal amount being redeemed to, but not including, the redemption date. The 8.125% Senior Notes are listed on the New York Stock Exchange under the symbol “BGCA.” The Company used the proceeds to repay short-term borrowings under its unsecured revolving credit facility and for general corporate purposes, including acquisitions. The initial carrying value of the 8.125% Senior Notes was $108.7 million, net of debt issuance costs of $3.8 million. CF & Co, an affiliate of the Company, served as one of the underwriters in this transaction and was paid an underwriting fee of approximately $0.2 million. On various dates beginning in 2009 and most recently on June 29, 2012, the Company entered into secured loan arrangements under which it pledged certain fixed assets in exchange for loans. The secured loan arrangements have fixed rates between 2.62% and 8.09% per annum and are repayable in consecutive monthly installments with the final payments due in June 2016. The outstanding 63 Table of Contents balance of the secured loan arrangements was $31.1 million and $20.6 million as of September 30, 2012 and December 31, 2011, respectively. The value of the fixed assets pledged was $27.0 million and $18.0 million as of September 30, 2012 and December 31, 2011, respectively. The secured loan arrangements are guaranteed by the Company. On various dates during the year ended December 31, 2010 and con",,,,,,112N1-00034,A_stratified,2012-D02,2,22c6dba8-3f6d-4507-a98e-fd364302c273,0001193125-12-460782,0000923796,GEO,GEO GROUP,Industrials,General Bldg Contractors - Residential Bldgs,10-Q,2012-11-08,2012,financial_statements,18,512,3158,True,0.00157,-0.01771,-0.04123,0.05679,-0.04474,-1.08030,0,0,,"accrues at the stated rate. The Company pays interest semi-annually in arrears on April 15 and October 15 of each year. On or after October 15, 2013, the Company may, at its option, redeem all or a part of the 7 3 / 4 % Senior Notes at the redemption prices set forth in the indenture governing the 7 3 / 4 % Senior Notes. The indenture governing the notes contains certain covenants, including limitations and restrictions on the Company and its subsidiary guarantors (Refer to Note 17-Condensed Consolidating Financial Information.) The Company believes it was in compliance with all of the covenants of the indenture governing the 7 3 / 4 % Senior Notes as of September 30, 2012. 6.625% Senior Notes Interest on the 6.625% Senior Notes accrues at the stated rate. The Company pays interest semi-annually in arrears on February 15 and August 15 of each year. On or after February 15, 2016, the Company may, at its option, redeem all or part of the 6.625% Senior Notes at the redemption prices set forth in the indenture governing the 6.625% Senior Notes. The indenture governing the notes contains certain covenants, including limitations and restrictions on the Company and its subsidiary guarantors (Refer to Note 17-Condensed Consolidating Financial Information.) The Company believes it was in compliance with all of the covenants of the indenture governing the 6.625% Senior Notes as of September 30, 2012. Non-Recourse Debt South Texas Detention Complex The Company has a debt service requirement related to the development of the South Texas Detention Complex, a 1,904-bed detention complex in Frio County, Texas. In order to finance the construction of the complex, STLDC was created and issued $49.5 million in taxable revenue bonds. These bonds mature in February 2016 and have fixed coupon rates between 4.76% and 5.07%. Additionally, the Company is owed $5.0 million in the form of subordinated notes by STLDC which represents the principal amount of financing provided to STLDC by Corr",,,,,,113N1-00035,A_stratified,2012-D02,2,752c2804-4a26-4994-b7ff-e2d024a26a15,0001047469-12-001895,0000947484,ACGL,Arch Capital Group,Financials,Property & Casualty Insurance,10-K,2012-02-29,2012,business,29,512,3031,True,0.01344,-0.03092,0.00120,0.15343,-0.04530,-1.08364,0,0,,"vote at a shareholders' meeting of the registered insurer or its parent company, or (ii) a shareholder who is entitled to exercise 10% or more of the voting power at any shareholders' meeting of such registered insurer or its parent company, or (iii) a shareholder who is able to exercise significant influence over the management of the registered insurer or its parent company by virtue of its shareholding or its entitlement to exercise, or control the exercise of, the voting power at any shareholders' meeting. A shareholder controller that owns 10% or more but less than 20% of the shares as described above is defined as a 10% shareholder controller; a shareholder controller that owns 20% or more but less than 33% of the shares as described above is defined as a 20% shareholder controller; a shareholder controller that owns 33% or more but less than 50% of the shares as described above is defined as a 33% shareholder controller; and a shareholder controller that owns 50% or more of the shares as described above is defined as a 50% shareholder controller. 27 Table of Contents Where the shares of the shareholder of a registered insurer, or the shares of its parent company, are traded on a recognized stock exchange, and such shareholder becomes a 10%, 20%, 33% or 50% shareholder controller of the insurer, that shareholder shall, within 45 days, notify the BMA in writing that such shareholder has become such a controller. Any person or entity who contravenes the Insurance Act by failing to give notice or knowingly becoming a shareholder controller before the required 45 days has elapsed is guilty of an offense and liable to a fine. The BMA may file a notice of objection to any shareholder who has become a controller of any description where it appears that such shareholder is, or is no longer, a fit and proper shareholder to be a controller of the registered insurer. Any person who continues to be a controller of any description after having received a notice of objectio",,,,,,114N1-00036,A_stratified,2012-D02,2,a7d84c20-f46e-4280-b1db-76c73a425b2a,0001193125-12-067565,0000049196,HBAN,Huntington Bancshares,Financials,Regional Banks,10-K,2012-02-17,2012,properties,71,512,3555,True,0.00375,-0.02235,0.12301,0.26281,0.04443,-1.09488,0,0,,"of 1934, and the Private Securities Litigation Reform Act of 1995. While there is no assurance that any list of risks and uncertainties or risk factors is complete, below are certain factors which could cause actual results to differ materially from those contained or implied in the forward-looking statements: (1) worsening of credit quality performance due to a number of factors such as the underlying value of the collateral could prove less valuable than otherwise assumed and assumed cash flows may be worse than expected; (2) changes in economic conditions; (3) movements in interest rates; (4) competitive pressures on product pricing and services; (5) success, impact, and timing of our business strategies, including 108 Table of Contents market acceptance of any new products or services introduced to implement our “Fair Play” banking philosophy; (6) changes in accounting policies and principles and the accuracy of our assumptions and estimates used to prepare our financial statements; (7) extended disruption of vital infrastructure; (8) the final outcome of significant litigation; (9) the nature, extent, and timing of governmental actions and reforms, including the Dodd-Frank Act, as well as future regulations which will be adopted by the relevant regulatory agencies, including the CFPB, to implement the Dodd-Frank Act’s provisions; and (10) the outcome of judicial and regulatory decisions regarding practices in the residential mortgage industry, including among other things the processes followed for foreclosing residential mortgages. All forward-looking statements speak only as of the date they are made and are based on information available at that time. We assume no obligation to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements were made or to reflect the occurrence of unanticipated events except as required by federal securities laws. As forward-looking statements involve significant",,,,,,115N1-00037,A_stratified,2012-D02,2,6a5f96ce-dcec-4889-888c-f035b8213fef,0001193125-12-196518,0000049196,HBAN,Huntington Bancshares,Financials,Regional Banks,10-Q,2012-04-30,2012,md_and_a,13,512,3096,True,-0.03887,0.01782,0.05372,0.10980,-0.02941,-1.12861,0,0,,"Credit Losses (This section should be read in conjunction with the Credit Risk section.) The provision for credit losses is the expense necessary to maintain the ALLL and the AULC at levels appropriate to absorb our estimate of inherent credit losses in the loan and lease portfolio and the portfolio of unfunded loan commitments and letters-of-credit. The provision for credit losses for the 2012 first quarter was $34.4 million, a decrease of $10.9 million, or 24%, from the prior quarter, and $15.0 million, or 30%, from the year-ago quarter. These declines reflected the combination of lower total NCOs, total NPAs, and commercial Criticized loans as a result of improvement in the underlying quality of the loan portfolio. The reduction in commercial Criticized loans reflected the resolution of problem credits for which reserves had been previously established. The current quarter’s provision for credit losses was $48.6 million less than total NCOs. (See Credit Quality discussion). Noninterest Income (This section should be read in conjunction with Significant Items 2 and 4.) The following table reflects noninterest income for each of the past five quarters: Table 6 - Noninterest Income 2012 2011 1Q12 vs 1Q11 1Q12 vs 4Q11 (dollar amounts in thousands) First Fourth Third Second First Amount Percent Amount Percent Service charges on deposit accounts $ 60,292 $ 63,324 $ 65,184 $ 60,675 $ 54,324 $ 5,968 11 % $ (3,032 ) (5 )% Trust services 30,906 28,775 29,473 30,392 30,742 164 1 2,131 7 Electronic banking 18,630 18,282 32,901 31,728 28,786 (10,156 ) (35 ) 348 2 Mortgage banking income 46,418 24,098 12,791 23,835 22,684 23,734 105 22,320 93 Brokerage income 19,260 18,688 20,349 20,819 20,511 (1,251 ) (6 ) 572 3 Insurance income 18,875 17,906 17,220 16,399 17,945 930 5 969 5 Bank owned life insurance income 13,937 14,271 15,644 17,602 14,819 (882 ) (6 ) (334 ) (2 ) Capital markets fees 9,982 9,811 11,256 8,537 6,936 3,046 44 171 2 Gain on sale of loans 26,770 2,884 19,097 2,7",,,,,,116N1-00038,A_stratified,2012-D02,2,e8c01d1e-49d9-4236-8fc6-ca624f80d2e5,0001171843-12-001244,0001325670,FRST,PRIMIS FINANCIAL CORP,Financials,State Commercial Banks,8-K,2012-04-16,2012,full_body,0,338,2243,True,0.01099,-0.03716,0.01517,0.17233,-0.01768,-1.13968,0,0,,"f8k_041612.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 12, 2012 SOUTHERN NATIONAL BANCORP OF VIRGINIA, INC. (Exact name of registrant as specified in its charter) Virginia 001-33037 20-1417448 (State or other jurisdictionof incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 6830 Old Dominion DriveMcLean, Virginia 22101 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (703) 893-7400 N/A (Former name or former address, if changed since last report) Check the appropriate box below if the form 8-K filing is intended to simultaneously satisfy the following obligation of the registrant under any of the following provisions: [ ] Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communication pursuant to Rule 14b-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On April 12, Robin Shield notified Southern National Bancorp of Virginia, Inc. (the ""Company"") of her decision to resign as a Class I Director of the Company and as a director of Sonabank, N.A. effective immediately. Ms. Shield had been a member of the Asset Liability Management Committee of the Company. Ms. Shield has not advised the Company of any disagreement with the Company on any matter relating to the Company's operations, policies or practices. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly c",,,,,,117N1-00039,A_stratified,2012-D02,2,9fee2ae5-48f3-4f2a-bfa0-5af0c5bc80a2,0001104659-12-074384,0001157601,MDGL,MADRIGAL PHARMACEUTICALS,Health Care,Pharmaceutical Preparations,10-Q,2012-11-06,2012,financial_statements,2,512,3494,True,0.03516,-0.06688,-0.03695,0.05734,-0.05078,-1.16446,0,0,,"the U.S. Food and Drug Administration and other government regulations. (2) Summary of Significant Accounting Policies The accompanying condensed consolidated financial statements are unaudited, have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments necessary to present fairly the Company’s financial position as of September 30, 2012 and the consolidated results of operations, comprehensive loss and cash flows for the three months and nine months ended September 30, 2012 and 2011. The preparation of financial statements in conformity with accounting principles generally accepted in the United States (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. The results of operations for the three months and nine months ended September 30, 2012 are not necessarily indicative of the results to be expected for the year ending December 31, 2012 or for any other interim period or any other future year. For more complete financial information, these condensed financial statements, and the notes hereto, should be read in conjunction with the audited financial statements for the year ended December 31, 2011 included in the Company’s Annual Report on Form 10-K. Principles of Consolidation The consolidated financial statements include the financial statements of the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Reclassification in the Preparation of Financial Statements Certain amounts in prior years’ financial statements have been reclassified to conform to the current period presentation. The Company reclassified $7.7 million from proceeds from the issuance of common stock to proceeds from the issuance of common stock to relate",,,,,,118N1-00040,A_stratified,2012-D02,2,59fbdc3c-1d04-4ea7-a415-4d2a58f7dcd1,0001193125-12-194978,0000079879,PPG,PPG Industries,Materials,Specialty Chemicals,10-Q,2012-04-30,2012,financial_statements,2,264,1890,False,0.01514,-0.05219,0.17224,0.16509,0.09519,-1.20666,0,0,,"price and product competition by foreign and domestic competitors, fluctuations in cost and availability of raw materials, the ability to maintain favorable supplier relationships and arrangements, the realization of anticipated cost savings from restructuring initiatives, difficulties in integrating acquired businesses and achieving expected synergies therefrom, economic and political conditions in international markets, the ability to penetrate existing, developing and emerging foreign and domestic markets, foreign exchange rates and fluctuations in such rates, fluctuations in tax rates, the impact of future legislation, the impact of environmental regulations, unexpected business disruptions and the unpredictability of existing and possible future 43 Table of Contents litigation, including litigation that could result if the proposed asbestos settlement does not become effective. However, it is not possible to predict or identify all such factors. Consequently, while the list of factors presented here and in the Company’s Form 10-K for the year ended December 31, 2011 under the caption “Item 1A Risk Factors” are considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Consequences of material differences in the results compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties, other factors set forth in “Item 1A Risk Factors” of the Company’s Form 10-K for the year ended December 31, 2011 and similar risks, any of which could have a material adverse effect on the Company’s consolidated financial condition, results of operations or liquidity.",,,,,,119N1-00041,A_stratified,2012-D03,3,c2fd2e7b-04d8-4377-927d-23de244c9fdf,0001421461-12-000008,0001421461,IPI,INTREPID POTASH INC,Materials,Mining & Quarrying of  Nonmetallic Minerals (No Fuels),10-K,2012-02-16,2012,other_information,0,512,3550,True,0.08408,-0.03740,-0.03780,0.20601,-0.03131,-0.64782,0,0,,"INFORMATION None 61 Table of Contents PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE Biographical information about our executive officers is set forth in ""Item 1. Business—Executive officers."" Other information required by this item will be included in the proxy statement for our 2012 annual stockholders’ meeting and is incorporated by reference into this report. ITEM 11. EXECUTIVE COMPENSATION Information required by this item will be included in the proxy statement for our 2012 annual stockholders’ meeting and is incorporated by reference into this report. ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS Information required by this item will be included in the proxy statement for our 2012 annual stockholders’ meeting and is incorporated by reference into this report. ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE Information required by this item will be included in the proxy statement for our 2012 annual stockholders’ meeting and is incorporated by reference into this report. ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES Information required by this item will be included in the proxy statement for our 2012 annual stockholders’ meeting and is incorporated by reference into this report. 62 Table of Contents PART IV ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES (a) (1) and (a)(2) Financial Statements and Financial Statement Schedules: Audit Reports of Independent Registered Public Accounting Firm 72 Consolidated Balance Sheets 74 Consolidated Statements of Operations 75 Consolidated Statements of Stockholders’ Equity and Comprehensive Income 76 Consolidated Statements of Cash Flows 78 Notes to Consolidated Financial Statements 80 All other schedules are omitted because the required information is not applicable or is not present in amounts sufficient to require submission of the schedule or because the information required is included in the co",,,,,,120N1-00042,A_stratified,2012-D03,3,ac2adf79-a1a4-4f1c-8f83-992943987a5a,0001193125-12-126437,0000832988,SIG,SIGNET JEWELERS,Consumer Discretionary,Retail-Jewelry Stores,10-K,2012-03-22,2012,md_and_a,16,512,3310,True,0.04516,0.00324,0.01243,0.04326,0.04702,-0.65360,0,0,,"weeks to January 30, 2010: 36.0%). The US division’s gross merchandise margin was up 140 basis points compared to the fourth quarter of Fiscal 2010. The net bad debt to total US sales ratio was 3.8% (13 weeks to January 30, 2010: 5.0%). The UK division’s gross merchandise margin percentage was down 50 basis points from the fourth quarter of Fiscal 2010. Selling, general and administrative expenses Selling, general and administrative expenses for Fiscal 2011 were $980.4 million (Fiscal 2010: $916.5 million), up by 7.0%. Selling, general and administrative expenses as a percentage of sales increased by 50 basis points to 28.5% (Fiscal 2010: 28.0%); the increase primarily reflected higher incentive payments, the non-recurrence of the Fiscal 2010 benefit due to a change in US vacation entitlement policy, management transition costs and higher advertising expenditure. The US division’s gross advertising expenditure increased by 5.6% to $161.5 million (Fiscal 2010: $153.0 million), a marketing to sales ratio of 5.9% (Fiscal 2010: 6.0%). In the UK division, gross advertising expenditure increased by 1.8% to $16.6 million (Fiscal 2010: $16.3 million), a marketing to sales ratio of 2.4% (Fiscal 2010: 2.2%), an increase of 4.5% in pounds sterling. The higher level of gross advertising expenditure in both divisions primarily reflected fourth quarter activity, with both an increased level of television advertising impressions and media inflation. Unallocated costs, principally central costs not allocated to the US or UK division in Signet’s management accounts, were $27.2 million (Fiscal 2010: $16.5 million). These costs included $6.5 million incurred in the fourth quarter due to the appointment of a new Chief Executive Officer, whose contract included compensation for amounts foregone from his prior employment, and $2.4 million arising from the relocation of certain central functions to the US from the UK. In the fourth quarter, selling, general and administrative expenses wer",,,,,,121N1-00043,A_stratified,2012-D03,3,dc14ae5c-f201-4d55-b766-a54c79f28595,0000040729-12-000026,0000040729,ALLY,ALLY FINANCIAL INC,Financials,State Commercial Banks,10-Q,2012-11-02,2012,financial_statements,31,512,3558,True,0.01488,0.03497,0.00866,0.10877,0.00022,-0.65735,0,0,,"a significant variable interest in the VIE. We are generally the primary beneficiary of automobile securitization entities for which we perform servicing activities and have retained a significant variable interest in the form of a beneficial interest. We were previously the primary beneficiary of certain mortgage private-label securitization entities. The consolidated VIEs included in the Condensed Consolidated Balance Sheet represent separate entities with which we are involved. The third-party investors in the obligations of consolidated VIEs have legal recourse only to the assets of the VIEs and do not have such recourse to us, except for the customary representation and warranty provisions or when we are the counterparty to certain derivative transactions involving the VIE. In addition, the cash flows from the assets are restricted only to pay such liabilities. Thus, our economic exposure to loss from outstanding third-party financing related to consolidated VIEs is significantly less than the carrying value of the consolidated VIE assets. All assets are restricted for the benefit of the beneficial interest holders. Refer to Note 22 for discussion of the assets and liabilities for which the fair value option has been elected. Off-balance Sheet Variable Interest Entities The nature, purpose, and activities of nonconsolidated securitization entities are similar to those of our consolidated securitization entities with the primary difference being the nature and extent of our continuing involvement. The cash flows from the assets of nonconsolidated securitization entities generally are the sole source of payment on the securitization entities’ liabilities. The creditors of these securitization entities have no recourse to us with the exception of market customary representation and warranty provisions as described in Note 25 . Nonconsolidated VIEs include entities for which we either do not hold potentially significant variable interests or do not provide servicin",,,,,,122N1-00044,A_stratified,2012-D03,3,97484ea3-902f-4c14-b109-c8a7bfcf4830,0000896878-12-000070,0000896878,INTU,Intuit,Information Technology,Application Software,10-Q,2012-05-25,2012,controls_and_procedures,0,166,1131,False,0.10238,-0.06284,0.02042,0.23052,0.01322,-0.68520,0,0,,"AND PROCEDURES Evaluation of Disclosure Controls and Procedures Based upon an evaluation of the effectiveness of disclosure controls and procedures, Intuit’s Chief Executive Officer (CEO) and Chief Financial Officer (CFO) have concluded that as of the end of the period covered by this Quarterly Report on Form 10-Q our disclosure controls and procedures as defined under Exchange Act Rule 13a-15(e) and 15d-15(e) were effective to provide reasonable assurance that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified by the Securities and Exchange Commission and is accumulated and communicated to management, including the CEO and CFO, as appropriate to allow timely decisions regarding required disclosure. Changes in Internal Control over Financial Reporting During our most recent fiscal quarter, there has not occurred any change in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. 33 Table of Contents PART II",,,,,,123N1-00045,A_stratified,2012-D03,3,6ffb54a9-81a8-43b2-8a6f-1a88eb6dbd8f,0001047469-12-002146,0001034842,RIGL,RIGEL PHARMACEUTICALS,Health Care,Pharmaceutical Preparations,10-K,2012-03-06,2012,business,16,512,3520,True,0.05220,-0.01057,0.20760,0.18320,0.03679,-0.69341,0,0,,"and similar foreign regulatory approval and, ultimately, commercialization of our products. Any clinical trial may fail to produce results satisfactory to the FDA. Preclinical and clinical data can be interpreted in different ways, which could delay, limit or prevent regulatory approval. Negative or inconclusive results or adverse medical events during a clinical trial could cause a clinical trial to be repeated or a program to be terminated. In addition, delays or rejections may be encountered based upon additional government regulation from future legislation or administrative action or changes in FDA policy or interpretation during the period of product development, clinical trials and FDA regulatory review. Failure to comply with applicable FDA or other applicable regulatory requirements may result in criminal prosecution, civil penalties, recall or seizure of products, total or partial suspension of production or injunction, as well as other regulatory action against our potential products, collaborative partners or us. Outside the United States, our ability to market a product is contingent upon receiving a marketing authorization from the appropriate regulatory authorities. The requirements governing the conduct of clinical trials, marketing authorization, pricing and reimbursement vary widely from country to country. At present, foreign marketing authorizations are applied for at a national level, although within the European Union (EU), registration procedures are available to companies wishing to market a product in more than one EU member state. If the regulatory authority is satisfied that adequate evidence of safety, quality and efficacy has been presented, a marketing authorization will be granted. This foreign regulatory approval process involves all of the risks associated with FDA clearance. Manufacturing and Raw Materials We currently rely on, and will continue to rely on, third party contract manufacturers to produce sufficient quantities of our p",,,,,,124N1-00046,A_stratified,2012-D03,3,a58de20b-b77b-4de4-a434-4697b16bff2d,0001104659-12-076041,0001025378,WPC,W. P. CAREY REIT,Real Estate,Real Estate Investment Trusts,10-Q,2012-11-08,2012,financial_statements,17,512,3300,True,0.00482,0.03773,0.03253,0.04979,-0.06312,-0.70784,0,0,,"tenant had a purchase option deemed by the appraiser to be materially favorable to the tenant, or the tenant had long-term renewal options at rental rates below estimated market rental rates, the appraisal assumed the exercise of such purchase option or long-term renewal options in its determination of residual value. Where a property was deemed to have excess land, the discounted cash flow analysis included the estimated excess land value at the assumed expiration of the lease, based upon an analysis of comparable land sales or listings in the general market area of the property grown at estimated market growth rates through the year of lease expiration. For those properties that were currently under contract for sale, the appraised value of the portfolio reflected the current contractual sale price of such properties. Real estate valuation requires significant judgment. We determined the significant inputs to be Level 3 with ranges for the entire portfolio as follows: · Discount rates applied to the estimated net operating income of each property ranged from approximately 3.5% to 14.75%; · Discount rates applied to the estimated residual value of each property ranged from approximately 5.75% to 12.5%; · Residual capitalization rates applied to the properties ranged from approximately 7.0% to 11.5%. The fair market value of such property level debt was determined based upon available market data for comparable liabilities and by applying selected discount rates to the stream of future debt payments; and · Discount rates applied to the future property level debt ranged from approximately 2.7% to 10%. No illiquidity adjustments to the equity interests or noncontrolling interests were deemed necessary as the investments are held with affiliates and do not allow for unilateral sale or financing by any of the affiliated parties. Furthermore, the discount and/or capitalization rates utilized in the appraisals also reflect the illiquidity of real estate assets. Lastly, th",,,,,,125N1-00047,A_stratified,2012-D03,3,bb69d52e-7ca1-4530-817d-7531fd24c67b,0001193125-12-077518,0001120193,NDAQ,"Nasdaq, Inc.",Financials,Financial Exchanges & Data,10-K,2012-02-24,2012,other_information,71,512,3303,True,0.00802,0.03248,0.00951,0.04719,-0.08480,-0.71938,0,0,,"share repurchase program authorized by our board of directors during 2010, we were authorized to repurchase up to $550 million of our outstanding common stock. During 2010, we repurchased 15,050,647 shares of our common stock at an average price of $19.95, for an aggregate purchase price of $300 million. In December 2010, our board of directors also approved the repurchase of 22,781,000 shares of our common stock from Borse Dubai for $21.82 per share for an aggregate purchase price of approximately $497 million. The share repurchase from Borse Dubai expanded, accelerated and completed this share repurchase program. The shares repurchased under the share repurchase program and from Borse Dubai are available for general corporate purposes. Other Repurchases of Common Stock For the year ended December 31, 2011, we repurchased 210,745 shares of our common stock in settlement of employee tax withholding obligations due upon the vesting of restricted stock. Preferred Stock Our certificate of incorporation authorizes the issuance of 30,000,000 shares of preferred stock, par value $0.01 per share, issuable from time to time in one or more series. At December 31, 2011 and 2010, 1,600,000 shares of series A convertible preferred stock were issued and none were outstanding. In 2009, as an inducement for the conversion of our 3.75% convertible notes, we agreed to pay the holders and certain of their affiliates an aggregate amount of $9 million in cash and to issue to the holders 1,600,000 shares of our series A convertible preferred stock, with an aggregate initial liquidation preference amount of $16 million. Conversion of the series A convertible preferred stock was contingent upon shareholder approval and did not represent an unconditional obligation to transfer assets. In accordance with U.S. GAAP, if the conversion and subsequent issuance of equity shares is not solely in the control of the issuer and the instrument does not represent an unconditional obligation to transfe",,,,,,126N1-00048,A_stratified,2012-D03,3,9c71e476-98ec-4e54-ba50-86c3d18942d8,0001445305-12-001188,0001283699,TMUS,T-Mobile US,Communication Services,Wireless Telecommunication Services,10-Q,2012-04-26,2012,risk_factors,0,104,597,False,0.03536,0.00227,0.13438,0.32079,0.01555,-0.72584,0,0,,"Factors127There have been no material changes in our risk factors from those previously disclosed in “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2011 filed with the SEC on February 29, 2012. You also should be aware that the risk factors disclosed in all our filings with the SEC and other information contained in our filings with the SEC may not describe every risk facing or that could effect our Company and the business, financial condition or results of operations or that you should consider in investing or holding the securities of our Company.",,,,,,128N1-00049,A_stratified,2012-D03,3,1d8b8c4e-e2bd-4e97-8e67-0aa7944d7a3d,0001445305-12-002593,0001360604,HR,HEALTHCARE REALTY TRUST INC CLASS,Real Estate,Real Estate Investment Trusts,10-Q,2012-08-09,2012,md_and_a,12,512,3322,True,-0.00816,0.04730,0.04528,0.04455,-0.03864,-0.73487,0,0,,"to our derivative financial instruments and net change in fair value of derivative financial instruments 5,434,000 1,444,000 6,234,000 1,300,000 Total interest expense and net change in fair value of derivative financial instruments $ 15,932,000 $ 11,397,000 $ 26,965,000 $ 21,239,000 During the first half of 2012, inclusive of the $155.0 million term loan which closed on July 20, 2012, we entered into over $1.0 billion of new credit facilities, including the refinancing of $650.3 million of existing mortgage and credit facilities. The net impact from these transactions has been to lower our average borrowing rate and extend maturities on our indebtedness. Our weighted average borrowing cost, inclusive of the term loan which closed on July 20, 2012 and our interest rate swaps and cap, has decreased to 4.10% per annum, down significantly from 5.25% per annum as of December 31, 2011. Additionally, the weighted average remaining term of our debt portfolio increased from 3.8 years to 4.2 years. As part of the refinancing actions, we retired approximately $75.3 million of secured mortgage loans with a weighted average interest rate of 6.0% per annum. The debt extinguishment costs associated with these mortgage loans totaled $1.9 million, but will result in annual cash savings of $2.3 million. The increase in interest expense and net change in fair value of derivative financial instruments for the three and six months ended June 30, 2012 as compared to the three and six months ended June 30, 2011 was primarily due to the increased loss on the change in the fair value of our derivative financial instruments. Debt Extinguishment Costs During the three and six months ended June 30, 2012, we incurred $1.9 million of debt extinguishment costs associated with the debt retired as discussed above. Funds from Operations and Normalized Funds from Operations We define funds from operations, or FFO, a non-GAAP measure, as net income or loss computed in accordance with GAAP, excluding ",,,,,,129N1-00050,A_stratified,2012-D03,3,46b555f6-bf33-4d7e-8660-a724890f645d,0001193125-12-085669,0000037808,FNB,FNB CORP,Financials,National Commercial Banks,10-K,2012-02-28,2012,selected_financial_data,29,512,3206,True,0.02487,0.01075,0.06084,0.07694,0.01227,-0.74305,0,0,,"2010, non-performing loans and OREO increased $1.1 million, from $166.9 million at December 31, 2009 to $168.0 million at December 31, 2010. This increase in non-performing loans and OREO reflects an $8.1 million increase in TDRs primarily relating to the Corporation’s Pennsylvania portfolio, and an $11.3 million increase in OREO, primarily relating to the Corporation’s Florida portfolio. The TDRs have increased primarily due to modifying residential loans to help homeowners retain their residences. Additionally, total non-accrual loans decreased $18.3 million during 2010 as non-accrual loans relating to the Corporation’s Florida loan portfolio decreased $16.5 million and non-accrual loans for Corporation’s Pennsylvania loan portfolio decreased $1.6 million. During 2010, two non-accrual loans in the Florida portfolio totaling $17.6 million were partially charged down and transferred to OREO. The level of Florida non-accruals was then further reduced during the fourth quarter after $12.9 million in write-downs were taken as a result of the reappraisals that occurred on a majority of the land-related loans in that portfolio. These reductions of non-accrual loans were somewhat offset by the migration to non-accrual of a $20.0 million relationship during 2010. This relationship had a specific reserve of $3.4 million at December 31, 2010, with the net balance adequately secured based on an updated appraisal received in the fourth quarter of 2010. Following is a summary of loans 90 days or more past due on which interest accruals continue (dollars in thousands): December 31 2011 2010 2009 2008 2007 Loans 90 days or more past due $ 18,131 $ 8,634 $ 12,471 $ 13,677 $ 7,173 As a percentage of total loans 0.26 % 0.14 % 0.21 % 0.23 % 0.17 % The following tables provide additional information relating to non-performing loans for the Corporation’s lending affiliates, with FNBPA presented by its Pennsylvania and Florida markets (dollars in thousands): FNBPA (PA) FNBPA (FL) Regenc",,,,,,130N1-00051,A_stratified,2012-D03,3,e8ecb54f-4958-41ae-98fd-2e2820a01a9e,0000939057-12-000372,0001046050,TSBK,TIMBERLAND BANCORP INC,Financials,"Savings Institutions, Not Federally Chartered",10-K,2012-12-18,2012,financial_statements,3,512,3043,True,0.01417,0.02085,-0.02504,0.08891,0.05266,-0.75138,0,0,,"notes to consolidated financial statements. 81 Consolidated Statements of Operations (continued) (Dollars in Thousands, Except Per Share Amounts) Timberland Bancorp, Inc. and Subsidiary Years Ended September 30, 2012, 2011 and 2010 2012 2011 2010 Non-Interest expense Salaries and employee benefits $ 12,050 $ 12,578 $ 12,066 Premises and equipment 2,676 2,648 2,768 Advertising 726 800 829 OREO and other repossessed assets, net 1,982 1,374 882 ATM 794 802 698 Postage and courier 501 540 539 Amortization of CDI 148 167 191 State and local taxes 608 622 626 Professional fees 822 753 664 FDIC insurance 942 1,161 1,659 Other insurance 212 359 435 Loan administration and foreclosure 816 959 481 Data processing and telecommunications 1,265 1,172 941 Deposit operations 776 675 478 Other 1,250 1,353 1,384 Total non-interest expense 25,568 25,963 24,641 Income (loss) before income taxes 6,371 1,393 (3,860 ) Provision (benefit) for federal and state income taxes 1,781 304 (1,569 ) Net income (loss) 4,590 1,089 (2,291 ) Preferred stock dividends (832 ) (832 ) (832 ) Preferred stock discount accretion (240 ) (225 ) (210 ) Net Income (loss) to common shareholders $ 3,518 $ 32 $ (3,333 ) Net income (loss) per common share Basic $ 0.52 $ 0.00 $ (0.50 ) Diluted 0.52 0.00 (0.50 ) See notes to consolidated financial statements. 82 Consolidated Statements of Comprehensive Income (Loss) ( Dollars in Thousands) Timberland Bancorp, Inc. and Subsidiary Years Ended September 30, 2012, 2011 and 2010 2012 2011 2010 Comprehensive income (loss) Net income (loss) $ 4,590 $ 1,089 $ (2,291 ) Unrealized holding gain on securities available for sale, net of tax 14 14 491 Change in OTTI on securities held to maturity,net of tax: Additions (27 ) (65 ) (23 ) Additional amount recognized related tocredit loss for which OTTI was previously recognized 8 16 580 Amount reclassified to credit loss for previously recorded market loss 24 188 209 Accretion of OTTI securities held to maturity, net of tax 46 43 31",,,,,,131N1-00052,A_stratified,2012-D03,3,e38163c5-b63b-4ba6-bb63-7046ba2fefb9,0001065088-12-000085,0001065088,EBAY,eBay Inc.,Consumer Discretionary,Broadline Retail,10-Q,2012-07-19,2012,risk_factors,13,512,3348,True,0.01011,0.02462,0.12639,0.27142,0.09495,-0.75498,0,0,,"other remedies. A determination that there have been violations of the Electronic Fund Transfer Act, Regulation E or violations of other laws relating to PayPal's practices could expose PayPal to significant liability. Any changes to PayPal's practices resulting from these lawsuits could require PayPal to incur significant costs and to expend substantial resources, which could delay other planned product launches or improvements and further harm our business. In January 2012, the Consumer Financial Protection Bureau finalized new rules under Regulation E, mandated by the Dodd-Frank Wall Street Reform and Consumer Protection Act, which will require PayPal, starting in February 2013, to provide additional disclosures, error resolution rights and cancellation rights to U.S. consumers who make international remittance payments. These new requirements could increase our costs of processing international payments and could adversely affect our business. Our Bill Me Later service is similarly subject to a variety of laws and regulations. Although we do not originate loans under the Bill Me Later service, we do purchase receivables related to the consumer loans extended by the bank which originates them. One or more jurisdictions may conclude that the eBay company which purchases those receivables is a lender or money transmitter or loan broker, which could subject us to liability or regulation in such jurisdictions. As described under the caption “Bill Me Later's operations depend on lending services provided by an unaffiliated lender” above, a lawsuit was filed against Bill Me Later in the U.S. District Court for the Northern District of California alleging that in its relationship with the former issuer of the Bill Me Later credit products, Bill Me Later was acting as the true lender to customers in violation of various California laws, including the state's usury law. Additionally, federal regulators could mandate changes to the relationship between us and the issuing b",,,,,,132N1-00053,A_stratified,2012-D03,3,0a761b26-a0e9-40b9-b36d-665414f66013,0001104659-12-005311,0000775158,OSK,OSHKOSH CORP,Industrials,Motor Vehicles & Passenger Car Bodies,10-Q,2012-01-31,2012,unregistered_sales,1,274,1903,False,0.02964,-0.00116,-0.01448,0.17050,-0.05895,-0.78621,0,0,,"Sheets, (iii) the Condensed Consolidated Statements of Equity, (iv) the Condensed Consolidated Statements of Cash Flows, and (v) Notes to Condensed Consolidated Financial Statements. SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. OSHKOSH CORPORATION January 31, 2012 /S/ Charles L. Szews Charles L. Szews President and Chief Executive Officer (Principal Executive Officer) January 31, 2012 /S/ David M. Sagehorn David M. Sagehorn Executive Vice President and Chief Financial Officer (Principal Financial Officer) January 31, 2012 /S/ Thomas J. Polnaszek Thomas J. Polnaszek Senior Vice President Finance and Controller (Principal Accounting Officer) 40 Table of Contents EXHIBIT INDEX Exhibit No. Description 31.1 Certification by the President and Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act, dated January 31, 2012. 31.2 Certification by the Executive Vice President and Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act, dated January 31, 2012. 32.1 Written Statement of the President and Chief Executive Officer, pursuant to 18 U.S.C. §1350, dated January 31, 2012. 32.2 Written Statement of the Executive Vice President and Chief Financial Officer, pursuant to 18 U.S.C. §1350, dated January 31, 2012. 101 The following materials from Oshkosh Corporation’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2011 are furnished herewith, formatted in XBRL (Extensible Business Reporting Language): (i) the Condensed Consolidated Statements of Income, (ii) the Condensed Consolidated Balance Sheets, (iii) the Condensed Consolidated Statements of Equity, (iv) the Condensed Consolidated Statements of Cash Flows, and (v) Notes to Condensed Consolidated Financial Statements. 41",,,,,,133N1-00054,A_stratified,2012-D03,3,83e547c6-562e-4cbd-89e3-6e633925c886,0001047469-12-007484,0000740260,VTR,Ventas,Real Estate,Health Care REITs,10-Q,2012-07-27,2012,financial_statements,50,455,2776,True,0.01316,0.01536,-0.02957,0.07015,-0.03920,-0.79293,0,0,,"•134Also in May 2012, we redeemed all $225.0 million principal amount outstanding of our 61353136/1374138% senior139notes due 2017 at a redemption price equal to 103.375% of par, plus accrued and unpaid interest to the redemption date, pursuant to the terms of the indenture governing the notes. As a result, we paid140a total of $232.6 million, plus accrued and unpaid interest, on the redemption date and recognized a loss on extinguishment of debt of $10.0 million during the second quarter of 2012. •141In May 2012, we acquired sixteen seniors housing communities managed by Sunrise for approximately $362 million in142an all-cash transaction. •143With respect to the 89 properties whose current lease to Kindred expires on April 30, 2013, Kindred has renewed or144entered into a new lease for 35 assets for aggregate annual rent commencing May 1, 2013 of $75 million, which represents approximately 60% of the total current annual rent of145$126 million for the 89 properties. We are currently marketing for lease to qualified care providers the remaining 54 properties whose lease to Kindred expires on April 30, 2013. Current146annual rent for these 54 properties is $57 million, which we believe approximates market rent. See ""—Triple-Net Lease Expirations.""147148•149In June 2012, we completed the sale of 5,980,000 shares of our common stock in an underwritten public offering pursuant to150our existing shelf registration statement and received $342.5 million in aggregate proceeds from the sale. •151In June 2012, we sold thirteen seniors housing communities to the existing tenants for aggregate consideration of152$121.9 million, including a fee of $3.0 million, and recognized a gain from the sales of these assets. •153During the first six months of 2012, in addition to the transactions described above, we invested approximately154$155 million, including the assumption of $34.8 million in debt, in eight seniors housing communities and one MOB. •155In July 2012, we repaid in full, at par, $73.0 million principal amount then",,,,,,156N1-00055,A_stratified,2012-D03,3,76fb6264-ebd5-4847-9cdb-1b311590d820,0001070412-12-000026,0001070412,CNX,CNX RESOURCES,Energy,Crude Petroleum & Natural Gas,10-Q,2012-08-01,2012,md_and_a,41,512,3228,True,-0.01098,0.04031,0.01120,-0.05580,0.06921,-0.79815,0,0,,"Average operating supplies and maintenance costs per low volatile ton sold increased due to increased equipment maintenance for belts and continuous mining equipment and increased contractor services. • Labor and related benefits were impaired on a cost per ton sold basis due to lower volumes sold. Labor and related benefit dollars spent were consistent in the 2012 period compared to the 2011 period. • Preparation plant and power average cost per ton sold were impaired primarily due to lower tons sold. • Royalty cost per low volatile ton sold decreased due to the lower average sales price per ton sold. The provision expense attributable to the low volatile metallurgical coal segment was $15 million for the six months ended June 30, 2012 compared to $19 million for the six months ended June 30, 2011. The decrease in the low volatile metallurgical coal provision expense was primarily attributable to a decrease in discount rates used to calculate the cost of the long-term liabilities and a modification of the salaried other post-retirement benefit plan. The per unit increase was due to fewer tons sold in the period-to-period comparison. Direct administrative and other costs attributable to the low volatile metallurgical coal segment include selling, direct administrative costs and water treatment expenses generated from the reverse osmosis plant. Selling, excluding commission expense and water treatment expense, are allocated to various segments on a combination of estimated time worked by various support groups and operating costs incurred at the mine. Commission expense, which is a component of selling, is charged directly to the mine incurring the cost. Direct administrative costs are associated directly with the coal segment of the business and are allocated to various mines based on a combination of estimated time worked and production. Direct administrative and other costs related to the low volatile metallurgical coal segment were $7 million for the six months e",,,,,,157N1-00056,A_stratified,2012-D03,3,8eb994e6-f42e-4f79-ab66-2bcc255cff1f,0001140361-12-035361,0000077543,TPC,TUTOR PERINI,Industrials,General Bldg Contractors - Nonresidential Bldgs,10-Q,2012-08-07,2012,financial_statements,6,512,3305,True,0.03931,-0.01512,-0.01924,0.09620,0.03069,-0.80918,0,0,,"unaudited pro forma summary financial information is presented for informational purposes only and is not indicative either of the operating results that actually would have occurred had the acquisitions been completed on January 1, 2010, or of future results. Pro Forma (unaudited) Three MonthsEnded Six MonthsEnded June 30, 2011 June 30, 2011 (in thousands, except per share data) Revenues $ 864,160 $ 1,612,241 Income from Construction Operations $ 39,594 $ 63,571 Net Income $ 19,333 $ 27,065 Basic earnings per common share $ 0.41 $ 0.57 Diluted earnings per common share $ 0.40 $ 0.56 The pro forma results have been prepared for comparative purposes only and include certain adjustments such as (i) interest expense on acquisition debt; (ii) adjustments to depreciation expense resulting from the adjustment of fixed asset bases to fair value at acquisition; (iii) additional amortization expense related to identifiable intangible assets arising from the acquisitions; (iv) elimination of acquisition related expenses incurred; and (v) to reflect a statutory income tax rate on the pretax income of Fisk, Anderson, Frontier-Kemper and Becho, as well as on the applicable pro forma adjustments made. The pro forma results are not necessarily indicative either of the results of operations that actually would have resulted had the acquisitions been in effect on January 1, 2010, or of future results. (b) Merger with GreenStar Services Corporation On July 1, 2011, the Company acquired GreenStar Services Corporation (“GreenStar”) via a merger of GreenStar into a wholly-owned subsidiary of the Company. GreenStar is primarily comprised of the following operating entities: Five Star Electric Corporation and WDF, Inc., which are located in New York, and Nagelbush Mechanical, Inc. which is located in Florida. GreenStar was acquired because it is one of the largest specialty contractors in the United States and it will provide an opportunity to expand the Company’s presence in the northeas",,,,,,158N1-00057,A_stratified,2012-D03,3,89d4cbc2-a167-44fa-b9a4-ccde0f1c1fc3,0000059558-12-000027,0000059558,LNC,LINCOLN NATIONAL CORP,Financials,Life Insurance,10-K,2012-02-23,2012,other_information,2,512,3501,True,0.03972,-0.01860,0.01144,0.17102,-0.03219,-0.82840,0,0,,"options and stock appreciation rights, reduce the number of securities remaining available for future issuance under equity compensation plans on a 1-for-1 basis. Also includes up to 270,455 securities available for issuance in connection with deferred stock units under the Deferred Compensation Plan for Non-Employee Directors. Item 13. Certain Relationships and Related Transactions, and Director Independence Information for this item is incorporated by reference to the sections captioned “RELATED PARTY TRANSACTIONS” and “GOVERNANCE OF THE COMPANY – Director Independence” of LNC’s Proxy Statement for the Annual Meeting scheduled for May 24, 2012. Item 14. Principal Accounting Fees and Services Information for this item is incorporated by reference to the sections captioned “ITEM 2 – RATIFICATION OF THE APPOINTMENT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM – Independent Registered Public Accounting Firm Fees and Services” and “ITEM 2 – RATIFICATION OF THE APPOINTMENT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM – Audit Committee Pre-Approval Policy” of LNC’s Proxy Statement for the Annual Meeting scheduled for May 24, 2012. PART IV Item 15. Exhibits, Financial Statement Schedules (a) (1) Financial Statements The following Consolidated Financial Statements of Lincoln National Corporation are included in Part II – Item 8: Management Report on Internal Control Over Financial Reporting Reports of Independent Registered Public Accounting Firm Consolidated Balance Sheets – December 31, 2011 and 2010 Consolidated Statements of Income (Loss) – Years ended December 31, 2011, 2010 and 2009 Consolidated Statements of Stockholders’ Equity – Years ended December 31, 2011, 2010 and 2009 Consolidated Statements of Cash Flows – Years ended December 31, 2011, 2010 and 2009 Notes to Consolidated Financial Statements (a) (2) Financial Statement Schedules The Financial Statement Schedules are listed in the Index to Financial Statement Schedules on page FS-1, which is ",,,,,,159N1-00058,A_stratified,2012-D03,3,9655e6d5-f661-4a7d-a0cc-22a31ea2786d,0000927089-12-000062,0000854560,GSBC,GREAT SOUTHERN BANCORP INC,Financials,State Commercial Banks,10-Q,2012-05-10,2012,financial_statements,7,512,3476,True,0.04095,-0.02245,0.09342,0.30388,-0.02424,-0.84443,0,0,,"beneficial interests in securitized financial assets or will be evaluated for impairment under the accounting guidance for investments in debt and equity securities. The accounting guidance for beneficial interests in securitized financial assets provides incremental impairment guidance for a subset of the debt securities within the scope of the guidance for investments in debt and equity securities. For securities where the security is a beneficial interest in securitized financial assets, the Company uses the beneficial interests in securitized financial asset impairment model. For securities where the security is not a beneficial interest in securitized financial assets, the Company uses the debt and equity securities impairment model. The Company does not currently have securities within the scope of this guidance for beneficial interests in securitized financial assets. The Company conducts periodic reviews to identify and evaluate each investment security to determine whether an other-than-temporary impairment has occurred. The Company considers the length of time a security has been in an unrealized loss position, the relative amount of the unrealized loss compared to the carrying value of the security, the type of security and other factors. If certain criteria are met, the Company performs additional review and evaluation using observable market values or various inputs in economic models to determine if an unrealized loss is other-than-temporary. The Company uses quoted market prices for marketable equity securities and uses broker pricing quotes based on observable inputs for equity investments that are not traded on a stock exchange. For non-agency collateralized mortgage obligations, to determine if the unrealized loss is other-than-temporary, the Company projects total estimated defaults of the underlying assets (mortgages) and multiplies that calculated amount by an estimate of realizable value upon sale in the marketplace (severity) in order to deter",,,,,,160N1-00059,A_stratified,2012-D03,3,31dcd5bb-533e-49e4-975f-a7fe6d4c648b,0001193125-12-225912,0001402436,SSNC,SS AND C TECHNOLOGIES HOLDINGS,Industrials,Services-Prepackaged Software,10-Q,2012-05-10,2012,financial_statements,6,512,3187,True,0.02369,-0.00442,0.04115,0.11275,0.01577,-0.84695,0,0,,"CONDENSED CONSOLIDATED FINANCIAL STATEMENTS – CONTINUED (unaudited) On March 14, 2012, the Company and SS&C Sarl entered into a cooperation agreement with GlobeOp (as reported on the Company’s Current Report on Form 8-K, filed with the SEC on March 14, 2012, pursuant to which SS&C Sarl issued an announcement disclosing that the Company and GlobeOp had agreed on the terms of a recommended cash offer (the “Offer”) to be made by SS&C Sarl for the acquisition of the entire issued and to be issued share capital of GlobeOp for cash of 485 pence per share. As a result of the Offer’s foreign currency denomination, the Company is exposed to market risks relating to fluctuations in foreign currency exchange rates. In conjunction with the Offer, the Company entered into a forward currency transaction and a currency option transaction to protect against the foreign currency exchange rate risk that exists. The transactions are contingent upon the Offer meeting the acceptance conditions and are not designated as hedge transactions. As of March 31, 2012, the forward contract effectively fixes the exchange rate at $1.5828 to £1.00, subject to change over time, on a notional amount of £423.0 million, and the option contract effectively fixes the exchange rate at $1.60987 to £1.0, with a premium of $5.6 million at March 31, 2012, subject to change over time, on a notional amount of £181.0 million. The Company recorded an asset of $4.4 million in prepaid expenses and other current assets on the Condensed Consolidated Balance Sheets at March 31, 2012 and a corresponding gain in other income on the Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2012 based on the fair value of the contracts as of March 31, 2012. See Note 6 for additional information about the fair value measurement of these instruments. 6. Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability ",,,,,,161N1-00060,A_stratified,2012-D03,3,60610eb7-ad98-46f7-88b7-1e45ee85121b,0001193125-12-398311,0000797721,VSAT,VIASAT INC,Information Technology,"Communications Services, NEC",8-K,2012-09-20,2012,full_body,1,122,866,False,0.03047,-0.01250,0.02132,0.12480,0.01660,-0.85227,0,0,,"Abstentions Broker Non-Votes 39,938,859 256,619 14,219 0 Proposal 3: To conduct an advisory vote on executive compensation. For Against Abstentions Broker Non-Votes 35,639,664 388,913 289,459 3,891,661 Proposal 4: To approve an amendment to the 1996 Equity Participation Plan (described above). For Against Abstentions Broker Non-Votes 34,151,391 2,134,108 32,537 3,891,661 Item 9.01 Financial Statements and Exhibits. (d) Exhibits. ExhibitNumber Description of Exhibit 10.1 1996 Equity Participation Plan of ViaSat, Inc. (As Amended and Restated Effective September 20, 2012) SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: September 20, 2012 ViaSat, Inc. By: /s/Paul Castor Paul Castor Associate General Counsel",,,,,,162N1-00061,A_stratified,2012-D04,4,718306ca-8f4c-4cf7-b647-753afe022e2d,0001193125-12-382955,0000091419,SJM,J.M. Smucker Company (The),Consumer Staples,Packaged Foods & Meats,10-Q,2012-09-06,2012,financial_statements,4,512,3549,True,0.05533,0.03267,0.07822,0.02350,0.01580,-0.39893,0,0,,"following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date. Assets acquired: Cash and cash equivalents $ 1,221 Other current assets 42,619 Property, plant, and equipment 92,775 Intangible assets 138,900 Goodwill 149,948 Other noncurrent assets 863 Total assets acquired $ 426,326 Liabilities assumed: Current liabilities $ 3,599 Noncurrent liabilities 2,097 Total liabilities assumed $ 5,696 Net assets acquired $ 420,630 Of the total goodwill assigned to the International, Foodservice, and Natural Foods segment, $140.9 million is deductible for tax purposes. 7 The purchase price allocated to the identifiable intangible assets acquired is as follows: Intangible assets with finite lives: Customer relationships (10-year useful life) $ 92,000 Technology (10-year useful life) 23,800 Trademarks (6-year weighted-average useful life) 23,100 Total intangible assets $ 138,900 On May 16, 2011, the Company completed the acquisition of the coffee brands and business operations of Rowland Coffee Roasters, Inc. (“Rowland Coffee”), a privately-held company headquartered in Miami, Florida, for $362.8 million. The acquisition included a manufacturing, distribution, and office facility in Miami. The Company utilized cash on hand and borrowed $180.0 million under its revolving credit facility to fund the transaction. In addition, the Company has incurred one-time costs of $11.3 million through July 31, 2012, directly related to the merger and integration of Rowland Coffee, which includes approximately $5.0 million in noncash expense items that were reported in cost of products sold. The remaining charges were reported in other merger and integration costs in the Condensed Statements of Consolidated Income. Total one-time costs related to the acquisition are estimated to be approximately $25.0 million, including approximately $10.0 million of noncash charges, primarily accelerated depreciation, associated with consolidating coffee prod",,,,,,163N1-00062,A_stratified,2012-D04,4,0b99c6f3-da12-4b9e-bf7f-48efe54731cd,0001193125-12-074944,0000793952,HOG,HARLEY DAVIDSON,Consumer Discretionary,"Motorcycles, Bicycles & Parts",10-K,2012-02-23,2012,risk_factors,8,512,3368,True,0.06961,0.01663,0.10113,0.25349,0.06029,-0.40395,0,0,,"institutions. The financial services operations originate the majority of its consumer loans through its subsidiary, Eaglemark Savings Bank, a Nevada state thrift chartered as an industrial loan company. The U.S. Congress is currently considering several proposals that would impose additional regulation and supervision over the financial services industry. In 2010, the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) was passed into law. The Dodd-Frank Act is a sweeping piece of legislation, and the financial services industry is still assessing the impacts. Congress detailed some significant changes, but the Dodd-Frank Act leaves many details to be determined by regulation and further study. The full impact will not be fully known for months or even years, as regulations that are intended to implement the Dodd-Frank Act are adopted by the appropriate agencies, and the text of the Dodd-Frank Act is analyzed by impacted stakeholders and possibly the courts. The Dodd-Frank Act also created the Bureau of Consumer Financial Protection (“CFPB”), housed in the Federal Reserve. The CFPB has been granted significant rule-making authority in the area of consumer financial products and services. The direction that the CFPB will take, the regulations it will adopt, and its interpretation of existing laws and regulations are all elements that are not yet known. Compliance with the law may be costly and could affect operating results as the implementation of new forms, processes, procedures and controls and infrastructure may be required to comply with the regulations. Compliance may create operational constraints and place limits on pricing. Failure to comply with these regulations, changes in these or other regulations, or the imposition of additional regulations, could affect HDFS’ earnings, limit its access to capital, limit the number of loans eligible for HDFS securitization programs and have a material adverse effect on HDFS’ business and results of o",,,,,,164N1-00063,A_stratified,2012-D04,4,bf08eee8-0d1b-4841-8b9d-b17726bb543f,0001193125-12-470980,0001409970,HAPN,HAPPEN,Financials,Personal Credit Institutions,10-Q,2012-11-14,2012,md_and_a,12,512,3254,True,0.01466,0.07458,-0.01669,0.00769,-0.05554,-0.40847,0,0,,"expense in the three months ended September 30, 2012, compared to the comparable period in the prior year is primarily due to the significant increase in the outstanding balances of Notes and Certificates at fair value. The estimated average balance of Notes and Certificates at fair value outstanding during the three months ended September 30, 2012, was $532.2 million as compared to an estimated average balance of $214.6 million in the prior year, an increase of 148%. Similarly, the increase in interest expense in the six months ended September 30, 2012, compared to the comparable period in the prior year also is primarily due to the significant increase in the outstanding balances of Notes and Certificates at fair value. The estimated average balance of Notes and Certificates at fair value outstanding during the six months ended September 30, 2012, was $474.0 million as compared to an estimated average balance of $195.2 million in the prior year, an increase of 143%. Interest Expense on Loans Payable Interest expense, other than that described above with regard to Notes and Certificates at fair value, consists primarily of cash and non-cash interest expense on loans payable. For the three months ended September 30, 2012 and 2011, we paid cash interest of $287 and $69,429, respectively, for interest due on our loans payable and we also recorded $0 and $23,134 respectively, for non-cash interest expense related to debt discounts due to warrants related to our loans payable. For the six months ended September 30, 2012 and 2011, we paid cash interest of $6,265 and $114,700, respectively, for interest due on our loans payable and we also recorded $5,135 and $57,117 respectively, for non-cash interest expense related to debt discounts due to warrants related to our loans payable. All remaining balances owed under the loans payable were paid in full at their maturity in July 2012. Fair Value Adjustments on Member Loans at Fair Value and Notes and Certificates at Fair Valu",,,,,,165N1-00064,A_stratified,2012-D04,4,edc1a250-8a19-4822-ae65-4d2ca10ef857,0001193125-12-215062,0001393818,BX,Blackstone Inc.,Financials,Asset Management & Custody Banks,10-Q,2012-05-07,2012,md_and_a,60,109,767,False,0.03929,0.04357,0.03542,0.10617,-0.01535,-0.43820,0,0,,"to fund losses or guarantee target returns to investors in our funds. Further disclosure on our off-balance sheet arrangements is presented in the “Notes to Condensed Consolidated Financial Statements” in “Part I. Item 1. Financial Statements” of this filing as follows: • Note 6. “Derivative Financial Instruments”, • Note 9. “Variable Interest Entities”, and • Note 16. “Commitments and Contingencies — Commitments — Investment Commitments” and “— Contingencies — Guarantees”. Recent Accounting Developments Information regarding recent accounting developments and their impact on Blackstone can be found in Note 2. “Summary of Significant Accounting Policies” in the “Notes to Condensed Consolidated Financial Statements” in “Part I. Item 1. Financial Statements.”",,,,,,166N1-00065,A_stratified,2012-D04,4,f9812136-7808-42a1-b1b4-7a867b4a479e,0001193125-12-115541,0001094831,BGC,BGC GROUP INC CLASS A,Financials,"Security & Commodity Brokers, Dealers, Exchanges & Services",10-K,2012-03-15,2012,other_information,109,512,3116,True,0.09257,-0.01455,0.04183,0.16207,0.00948,-0.44610,0,0,,"(incorporated by reference to Exhibit 2.4 to the Registrant’s Current Report on Form 8-K filed with the SEC on April 7, 2008)** 3.1 Amended and Restated Certificate of Incorporation of BGC Partners, Inc. (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on April 7, 2008) 3.2 Amended and Restated Bylaws of BGC Partners, Inc. (incorporated by reference to Exhibit 3.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on April 7, 2008) 244 Table of Contents ExhibitNumber Exhibit Title 4.1 Specimen Class A Common Stock Certificate (incorporated by reference to Exhibit 4.1 to the Registrant’s Registration Statement on Form S-1 filed with the SEC on April 18, 2008) 4.2 Warrant Agreement, dated as of August 21, 2002, between eSpeed, Inc. and UBS USA, Inc. (incorporated by reference to Exhibit 10.19 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2002) 4.3 Warrant Agreement, dated as of September 13, 2001, between eSpeed, Inc. and Exchange Brokerage Systems Corp. (incorporated by reference to Exhibit 10.24 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2002) 4.4 Amended and Restated Warrant Agreement, dated as of October 23, 2003, between eSpeed, Inc. and UBS USA Inc. (incorporated by reference to Exhibit 10.27 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2003) 4.5 Warrant Agreement, dated as of February 24, 2006, among eSpeed, Inc. and IDT Horizon GT, Inc. (incorporated by reference to Exhibit 4.10 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2005) 4.6 Note Purchase Agreement, dated as of March 31, 2008, by and among BGC Partners, L.P. and the Purchasers whose names appear at the end thereof (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on April 7, 2008)** 4.7 Guaranty of BGC Partners, Inc.,",,,,,,167N1-00066,A_stratified,2012-D04,4,5645dae9-740f-4c43-9d71-04f9da008e56,0001193125-12-101417,0000012659,HRB,H&R BLOCK INC,Consumer Discretionary,Services-Personal Services,10-Q,2012-03-07,2012,financial_statements,29,512,3314,True,0.03550,0.04169,0.04751,0.02684,0.01807,-0.47565,0,0,,"subsidiaries and affiliates, are parties to a class action filed on July 11, 2006 and styled Do Right’s Plant Growers, et al. v. RSM EquiCo, Inc., et al. (the “RSM Parties”), Case No. 06 CC00137, in the California Superior Court, Orange County. The complaint contains allegations relating to business valuation services provided by EquiCo, including allegations of fraud, conversion and unfair competition. Plaintiffs seek unspecified actual and punitive damages, in addition to pre-judgment interest and attorneys’ fees. On March 17, 2009, the court granted plaintiffs’ motion for class certification on all claims. To avoid the cost and inherent risk associated with litigation, the parties reached an agreement to settle the case for a maximum payment of $41.5 million, although the actual cost of the settlement will depend on the number of valid claims submitted by class members. The California Superior Court granted final approval of the settlement on October 20, 2011. We previously recorded a liability for our best estimate of the expected loss. The amount we paid during our third quarter did not exceed the amount we had previously accrued. Other We are from time to time party to investigations, claims and lawsuits not discussed herein arising out of our business operations. These investigations, claims and lawsuits may include actions by state attorneys general, other state regulators, federal regulators, individual plaintiffs, and cases in which plaintiffs seek to represent a class of others similarly situated. We believe we have meritorious defenses to each of these investigations, claims and lawsuits, and we are defending or intend to defend them vigorously. The amounts claimed in these matters are substantial in some instances; however, the ultimate liability with respect to such matters is difficult to predict. In the event of an unfavorable outcome, the amounts we may be required to pay in the discharge of liabilities or settlements could have a material impact on",,,,,,168N1-00067,A_stratified,2012-D04,4,633082bc-f2f5-4a80-83ed-ec19e63a4abc,0001224608-12-000011,0001224608,CNO,CNO FINANCIAL GROUP,Financials,Accident & Health Insurance,10-K,2012-02-27,2012,financial_statements,55,512,3044,True,0.00643,0.07104,0.09169,0.16708,0.00545,-0.48637,0,0,,"(b) 1,975.2 (a) — 1,975.2 2024 — 3.2 — 3.2 2025 — 118.8 — 118.8 2027 — 216.8 — 216.8 2028 — .5 — .5 2029 — 148.8 — 148.8 Total $ 1,665.9 $ 2,463.3 $ 977.9 $ 5,107.1 _________________________ (a) The allocation of the NOLs summarized above assumes the IRS does not take an adverse position in the future regarding the tax position we plan to take in our tax returns with respect to the allocation of CODI. If the IRS disagrees with the tax position we plan to take with respect to the allocation of CODI, and their position prevails, approximately$631 millionof the NOLs expiring in 2018 would be characterized as non-life NOLs. (b) Capital loss carryforwards expiring in 2013 include a $742 million loss on our investment in Senior Health which was worthless when it was transferred to the Independent Trust in 2008. Due to uncertainties in the Code, we have reflected this loss as an ordinary loss in our tax return. If classifying this loss as ordinary is ultimately determined to be correct, capital loss carryforwards expiring in 2013 would decrease and life net operating loss carryforwards expiring in 2023 would increase by $742 million. We had deferred tax assets related to NOLs for state income taxes of $16.8 million and $17.8 million at December 31, 2011 and December 31, 2010 , respectively. The related state NOLs are available to offset future state taxable income in certain states through 2019. As more fully discussed below, the following interpretations of the tax law may have an impact on our ability to utilize our NOLs and are uncertain tax positions of the Company: (i) whether the CODI recognized in conjunction with our bankruptcy should be classified as a reduction to life or non-life NOLs; and (ii) whether the loss on our investment in Senior Health should be classified as an NOL or a capital loss carryforward. The recorded NOLs and capital loss carryforwards related to these items are fully offset by tax valuation allowances, as it is uncertain whether such assets ",,,,,,169N1-00068,A_stratified,2012-D04,4,a05dcfec-c90d-4977-9239-58720427804d,0001193125-12-346293,0001015328,WTFC,WINTRUST FINANCIAL,Financials,State Commercial Banks,10-Q,2012-08-09,2012,financial_statements,22,512,3187,True,0.02767,0.04632,0.08095,0.12317,-0.02845,-0.49929,0,0,,"nonperforming loans, portfolio mix, portfolio concentrations, current geographic risks and overall levels of net charge-offs. Historical trending of both the Company’s results and the industry peers is also reviewed to analyze comparative significance. 90 Table of Contents Allowance for Credit Losses, excluding covered loans The following table summarizes the activity in our allowance for credit losses during the periods indicated. Three Months Ended Six Months Ended June 30, June 30, (Dollars in thousands) 2012 2011 2012 2011 Allowance for loan losses at beginning of period $ 111,023 $ 115,049 $ 110,381 $ 113,903 Provision for credit losses 18,394 28,666 33,548 53,042 Other adjustments (272 ) — (510 ) — Reclassification from/(to) allowance for unfunded lending-related commitments 175 (317 ) 327 1,799 Charge-offs: Commercial 6,046 7,583 9,308 16,723 Commercial real estate 9,226 20,691 17,455 34,033 Home equity 1,732 1,300 4,322 2,073 Residential real estate 388 282 563 1,557 Premium finance receivables—commercial 744 1,893 1,581 3,400 Premium finance receivables—life insurance 3 214 16 244 Indirect consumer 33 44 84 164 Consumer and other 51 266 361 426 Total charge-offs 18,223 32,273 33,690 58,620 Recoveries: Commercial 246 301 503 567 Commercial real estate 174 463 305 801 Home equity 171 19 333 27 Residential real estate 3 3 5 5 Premium finance receivables—commercial 153 5,375 430 5,643 Premium finance receivables—life insurance 18 12 39 12 Indirect consumer 21 42 51 108 Consumer and other 37 22 198 75 Total recoveries 823 6,237 1,864 7,238 Net charge-offs (17,400 ) (26,036 ) (31,826 ) (51,382 ) Allowance for loan losses at period end $ 111,920 $ 117,362 $ 111,920 $ 117,362 Allowance for unfunded lending-related commitments at period end 12,903 2,335 12,903 2,335 Allowance for credit losses at period end $ 124,823 $ 119,697 $ 124,823 $ 119,697 Annualized net charge-offs by category as a percentage of its own respective category’s average: Commercial 0.91 % 1.45 %",,,,,,170N1-00069,A_stratified,2012-D04,4,0bf2ac2a-4eea-476c-af86-c916c9d1be31,0001104659-12-078644,0001032220,MMS,MAXIMUS,Industrials,"Services-Business Services, NEC",10-K,2012-11-16,2012,md_and_a,6,512,3237,True,0.03670,0.03595,0.08597,-0.00271,0.13401,-0.50392,0,0,,"Operating margins improved compared to the prior year, principally due to increased contract performance in Australia and profit improvement on the Flexible New Deal contract in the United Kingdom. The Company also incurred $7.3 million of charges related to a fixed-price education contract in the United States, compared to a similar charge of $10.3 million in fiscal 2010. No further charges have been incurred by this project since the second quarter of fiscal 2011. Discontinued Operations On September 30, 2010, the Company sold its ERP division for cash proceeds of $5.6 million, net of transaction costs of $0.7 million, and recognized a pre-tax loss on sale of less than $0.1 million. The Company previously recorded a pre-tax loss on sale of $1.3 million in fiscal 2009. In 2011, the Company resolved a dispute with the buyer regarding the purchase price adjustment clause in their contract and recorded a loss of $1.7 million. The Company continues to record small gains on the sale of Unison MAXIMUS, Inc. (“Unison”), a business which was sold in May 2008. The consideration for the sale included a promissory note which is fully reserved. Small payments continue to be received on this note but owing to uncertainties over the collectability of the full balance, the Company has only recorded a gain on sale where recovery is considered assured, which is typically when cash payments are received. Liquidity and Capital Resources In recent years, the Company has relied upon cash flows from operations to fund operations, capital expenditures, acquisitions, share repurchases and dividends. Both domestic and overseas locations have remained self-sufficient in funding operations and capital resources. The Company expects to be able to continue to fund operations and capital expenditures from operating cash flows. In prior periods, the Company has faced short-term payment delays from state customers, all of which were ultimately recovered. The Company believes its liquidity and cap",,,,,,171N1-00070,A_stratified,2012-D04,4,8c96746b-93a9-4903-93c9-5a44c52ca5e1,0001104659-12-051473,0000034782,SRCE,1ST SOURCE,Financials,State Commercial Banks,10-Q,2012-07-26,2012,md_and_a,11,477,2758,True,0.03347,0.03646,0.05698,0.07671,0.05617,-0.52244,0,0,,"same periods one year ago. Professional fees increased $0.37 million or 34.17% and $0.67 million or 30.84% for the three and six month periods ended June 30, 2012 respectively, as compared to the three and six month periods ended June 30, 2011. The increase in professional fees in 2012 was primarily the result of higher consulting fees. Business development and marketing increased $0.19 million or 21.53% for the three months ended June 30, 2012 versus the three months ended June 30, 2011 and $0.43 million or 29.00% for the six months ended June 30, 2012 versus the six months ended June 30, 2011. The higher expense was primarily due to increased marketing promotions. Loan and lease collection and repossession expense declined $0.52 million or 34.73% and $0.34 million or 12.18% in the second quarter and first six months of 2012, respectively as compared to the same periods in 2011 mainly due to lower collection activity in 2012 compared to 2011. FDIC and other insurance expense decreased $0.10 million or 10.86% and $0.83 million or 31.55% for the three and six months ended June 30, 2012, respectively compared to the three and six months ended June 30, 2011. The lower premium expense in 2012 was a result of a new assessment base and rates imposed by the FDIC. Other expenses increased $0.31 million or 86.87% in the three months ended June 30, 2012 as compared to the three months ended June 30, 2011 primarily due to a gain on sale of the corporate aircraft in second quarter 2011 which was not present in 2012 and offset by a lower provision on unfunded loan commitments in 2012. Other expense decreased $1.32 million or 40.24% for the six months ended June 30, 2012 over the same period one year ago mainly due to a lower provision on unfunded loan commitments in 2012 and offset by the gain on sale of the corporate aircraft in second quarter 2011 which was not present in 2012. 41 Table of Contents INCOME TAXES The provision for income taxes for the three and six month periods",,,,,,172N1-00071,A_stratified,2012-D04,4,1285cbef-1667-463f-a4d2-14d05e4f9d75,0001193125-12-333602,0000707179,ONB,OLD NATIONAL BANCORP,Financials,National Commercial Banks,10-Q,2012-08-03,2012,md_and_a,31,512,3491,True,0.05189,0.01599,0.03021,0.15286,-0.00635,-0.52760,0,0,,"2011. Certain accounting policies require management to use significant judgment and estimates, which can have a material impact on the carrying value of certain assets and liabilities. We consider these policies to be critical accounting policies. The judgment and assumptions made are based upon historical experience or other factors that management believes to be reasonable under the circumstances. Because of the nature of the judgment and assumptions, actual results could differ from estimates, which could have a material affect on our financial condition and results of operations. The following accounting policies materially affect our reported earnings and financial condition and require significant judgments and estimates. Management has reviewed these critical accounting estimates and related disclosures with the Audit Committee of our Board. Goodwill and Intangibles • Description.For acquisitions, we are required to record the assets acquired, including identified intangible assets, and the liabilities assumed at their fair value. These often involve estimates based on third-party valuations, such as appraisals, or internal valuations based on discounted cash flow analyses or other valuation techniques that may include estimates of attrition, inflation, asset growth rates or other relevant factors. In addition, the determination of the useful lives over which an intangible asset will be amortized is subjective. Under FASB ASC 350 (SFAS No. 142Goodwill and Other Intangible Assets), goodwill and indefinite-lived assets recorded must be reviewed for impairment on an annual basis, as well as on an interim basis if events or changes indicate that the asset might be impaired. An impairment loss must be recognized for any excess of carrying value over fair value of the goodwill or the indefinite-lived intangible asset. • Judgments and Uncertainties.The determination of fair values is based on internal valuations using management’s assumptions of future growth rates",,,,,,173N1-00072,A_stratified,2012-D04,4,f5fcf8bf-2c15-48d9-bc4a-10d3d15c87eb,0001193125-12-225496,0001285819,OMER,OMEROS,Health Care,Pharmaceutical Preparations,10-Q,2012-05-10,2012,risk_factors,1,512,3300,True,0.04286,0.02431,0.06445,0.03647,0.05330,-0.53589,0,0,,"of OMS302 is delayed, we may be significantly delayed in seeking, or be unable to seek, marketing approval of the product candidate. In addition, we are conducting a Phase 3 clinical program evaluating OMS103HP in patients undergoing partial meniscectomy surgery. This clinical program is planned to consist of two trials. We expect data from the first trial in the second half of 2012. We are in discussions with European regulatory authorities regarding the second Phase 3 clinical trial and, assuming sufficient resources, plan to begin that trial following completion of those discussions. OMS103HP demonstrated a drug effect in an earlier Phase 2 clinical trial in patients undergoing partial meniscectomy; however, we can provide no assurance that data from the ongoing Phase 3 meniscectomy program will demonstrate a drug effect or that the trials will meet their pre-specified efficacy endpoints. Also, we can provide no assurances that we will have sufficient resources to conduct the second clinical trial on schedule or at all. If we are delayed or unable to commence and complete the second clinical trial, we may be significantly delayed in seeking, or be unable to seek, marketing approval of OMS103HP. -24- Table of Contents In the first quarter of 2011, we announced that OMS103HP failed to meet pre-specified efficacy endpoints in a Phase 3 clinical program in patients undergoing ACL reconstruction surgery. Although we believe that data from a prior Phase 1/Phase 2 clinical trial of OMS103HP in ACL reconstruction show a drug effect in that indication, due to confounding factors in the Phase 3 clinical program, we are unable to draw any conclusions about its effect in the Phase 3 program and we have no plans to conduct additional ACL reconstruction trials at this time. We expect to incur significant clinical development and commercialization costs related to OMS302 and OMS103HP, and if the resulting data for one or both of these product candidates are not positive or if w",,,,,,174N1-00073,A_stratified,2012-D04,4,e23dccdd-eaa0-42f1-b7de-f3f4f93b51e5,0001193125-12-088711,0000103379,VFC,VF CORP,Consumer Discretionary,"Men's & Boys' Furnishgs, Work Clothg, & Allied Garments",10-K,2012-02-29,2012,business,10,512,3398,True,0.04370,0.01898,0.11256,0.02025,0.02651,-0.56395,0,0,,"In addition, our licensees, distributors and other independent parties own and operate over 1.900 partnership stores which are primarily monobrand stores selling VF-branded products. These stores — most of which are in Eastern Europe and Asia — are focused on The North Face ® , Timberland ® , Kipling ® , Nautica ® , Lee ® and Wrangler ® brands. Licensing Arrangements As part of our business strategy of expanding market penetration of VF-owned brands, we may enter into licensing agreements for specific apparel and complementary product categories if such arrangements with independent parties can provide more effective manufacturing, distribution and marketing of such products than could be achieved internally. We provide support to these business partners and ensure the integrity of our brand names by taking an active role in the design, quality control, advertising, marketing and distribution of licensed products. Licensing arrangements relate to a broad range of VF brands. License agreements are for fixed terms of generally three to five years, with conditional renewal options. Each licensee pays royalties to VF based on its sales of licensed products, with most agreements providing for a minimum royalty requirement. Royalties generally range from 5% to 8% of the licensing partners’ net licensed products sales. Gross Royalty Income was $94.0 million in 2011, primarily from the Nautica ® , Timberland ® , Vans ® , The North Face ® , John Varvatos ® , Lee ® and Wrangler ® brands. In addition, licensees of our brands are generally required to spend from 1% to 5% of their net licensed product sales to advertise VF’s products. In some cases, these advertising amounts are remitted to VF for advertising on behalf of the licensees. VF has also entered into license agreements to use trademarks owned by third parties. We market apparel under licenses granted by Major League Baseball, the National Football League, the National Basketball Association, the National Hockey League",,,,,,175N1-00074,A_stratified,2012-D04,4,43bc6205-8a5e-4af3-ad7d-efef19429015,0001104659-12-060912,0000315189,DE,Deere & Company,Industrials,Agricultural & Farm Machinery,10-Q,2012-08-30,2012,financial_statements,12,512,3429,True,0.02102,0.04102,0.03384,0.27415,0.00773,-0.57767,0,0,,"less an allowance for credit losses, and other assets primarily representing restricted cash. For those securitizations in which retail notes are transferred into SPEs, the SPEs supporting the secured borrowings are consolidated unless the Company does not have both the power to direct the activities that most significantly impact the SPEs’ economic performance and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the SPEs. No additional support to these SPEs beyond what was previously contractually required has been provided during the reporting periods. In certain securitizations, the Company consolidates the SPEs since it has both the power to direct the activities that most significantly impact the SPEs’ economic performance through its role as servicer of all the receivables held by the SPEs, and the obligation through variable interests in the SPEs to absorb losses or receive benefits that could potentially be significant to the SPEs. The restricted assets (retail notes securitized, allowance for credit losses and other assets) of the consolidated SPEs totaled $1,666 million, $1,523 million and $1,746 million at July 31, 2012, October 31, 2011 and July 31, 2011, respectively. The liabilities (short-term securitization borrowings and accrued interest) of these SPEs totaled $1,530 million, $1,395 million and $1,622 million at July 31, 2012, October 31, 2011 and July 31, 2011, respectively. The credit holders of these SPEs do not have legal recourse to the Company’s general credit. In certain securitizations, the Company transfers retail notes to a non-VIE bank operation, which is not consolidated since the Company does not have a controlling interest in the entity. The Company’s carrying values and interests related to the securitizations with the unconsolidated non-VIE were restricted assets (retail notes securitized, allowance for credit losses and other assets) of $376 million, $369 million and $205 mill",,,,,,176N1-00075,A_stratified,2012-D04,4,4cd3aec2-b6cf-47c1-ae6d-eab1b5bad797,0001193125-12-466518,0000731802,ATO,Atmos Energy,Utilities,Gas Utilities,10-K,2012-11-13,2012,md_and_a,26,512,3458,True,0.01082,0.05168,-0.06958,0.00101,-0.02518,-0.57912,0,0,,"purchase commitments(3) 333,839 259,235 74,604 — — Capital lease obligations(4) 1,008 186 372 372 78 Operating leases(4) 180,991 17,571 33,155 29,633 100,632 Demand fees for contracted storage(5) 9,473 6,285 2,986 74 128 Demand fees for contracted transportation(6) 25,484 13,171 12,072 241 — Financial instrument obligations(7) 94,587 85,381 9,206 — — Postretirement benefit plan contributions(8) 207,636 28,317 32,523 39,741 107,055 Uncertain tax positions (including interest)(9) 1,831 — 1,831 — — Total contractual obligations(10) $ 4,820,458 $ 1,104,778 $ 890,095 $ 513,021 $ 2,312,564 (1) See Note 7 to the consolidated financial statements. (2) Interest charges were calculated using the stated rate for each debt issuance. (3) Gas purchase commitments were determined based upon contractually determined volumes at prices estimated based upon the index specified in the contract, adjusted for estimated basis differentials and contractual discounts as of September 30, 2012. (4) See Note 14 to the consolidated financial statements. (5) Represents third party contractual demand fees for contracted storage in our nonregulated segment. Contractual demand fees for contracted storage for our natural gas distribution segment are excluded as these costs are fully recoverable through our purchase gas adjustment mechanisms. (6) Represents third party contractual demand fees for transportation in our nonregulated segment. (7) Represents liabilities for natural gas commodity financial instruments that were valued as of September 30, 2012. The ultimate settlement amounts of these remaining liabilities are unknown because they are subject to continuing market risk until the financial instruments are settled. The table above excludes $0.3 million of current liabilities from risk management activities that are classified as liabilities held for sale in conjunction with the sale of our Georgia operations. (8) Represents expected contributions to our postretirement benefit plans. (9) Repre",,,,,,177N1-00076,A_stratified,2012-D04,4,fc02eb59-7be5-43e1-b16c-4d1655c3e478,0001104659-12-053498,0000764622,PNW,Pinnacle West Capital,Utilities,Multi-Utilities,10-Q,2012-08-02,2012,md_and_a,18,125,744,False,-0.02602,0.09090,0.07938,0.24319,0.02289,-0.57981,0,0,,"$ (38 ) $ 33 $ (33 ) (a) Represents the amounts reflected in income after the effect of PSA deferrals. (b) These contracts are hedges of our forecasted purchases of natural gas and electricity. The impact of these hypothetical price movements would substantially offset the impact that these same price movements would have on the physical exposures being hedged. To the extent the amounts are eligible for inclusion in the PSA, the amounts are recorded as either a regulatory asset or liability. Credit Risk We are exposed to losses in the event of non-performance or non-payment by counterparties. See Note 14 for a discussion of our credit valuation adjustment policy. See Note 8 for a further discussion of credit risk. 71 Table of Contents",,,,,,178N1-00077,A_stratified,2012-D04,4,c4ccafa8-5421-4449-b21c-3c69eaa39786,0001047469-12-001832,0001273813,AGO,ASSURED GUARANTY LTD,Financials,Surety Insurance,10-K,2012-02-29,2012,business,15,512,3557,True,0.07129,-0.01356,0.08496,0.31998,0.03353,-0.58349,0,0,,"help focus surveillance activities on sectors or credits of particular concern. For certain exposures, the Company also will undertake an independent analysis and remodeling of the transaction. In the event of credit deterioration of a particular exposure, more frequent reviews of the ceding company's risk mitigation activities are conducted. The Company's surveillance personnel also take steps to ensure that the ceding insurer is managing the risk pursuant to the terms of the applicable reinsurance agreement. To 10 Table of Contents this end, the Company conducts periodic reviews of ceding companies' surveillance activities and capabilities. That process may include the review of the insurer's underwriting, surveillance and claim files for certain transactions. Ceded Business As part of its risk management strategy, the Company has sought in the past to obtain third party reinsurance or retrocessions and may also periodically enter into other arrangements to reduce its exposure to risk concentrations, such as for single risk limits, portfolio credit rating or exposure limits, geographic limits or other factors. At December 31, 2011, the Company had ceded approximately 9% of its principal amount outstanding to third party reinsurers. The Company historically obtained reinsurance to increase its underwriting capacity, both on an aggregate-risk and a single-risk basis, to meet internal, rating agency and regulatory risk limits, diversify risks, reduce the need for additional capital, and strengthen financial ratios. The Company receives capital credit for ceded reinsurance based on the reinsurer's ratings in the capital models used by the rating agencies to evaluate the Company's capital position for its financial strength ratings. In addition, a number of the Company's reinsurers are required to pledge collateral to secure their reinsurance obligations to the Company. In some cases, the pledged collateral augments the rating agency credit for the reinsurance provided",,,,,,179N1-00078,A_stratified,2012-D04,4,62fa0a92-c4a2-43a0-8553-9ccc2d04addd,0001104659-12-032428,0001289460,TXRH,TEXAS ROADHOUSE INC,Consumer Discretionary,Retail-Eating  Places,10-Q,2012-05-03,2012,financial_statements,7,512,3295,True,0.06819,-0.01110,-0.00407,0.08161,0.04992,-0.58881,0,0,,"(1) Interest rate swaps $ — $ — $ 4,325 $ 4,247 Total Derivative Contracts $ — $ — $ 4,325 $ 4,247 (1) Derivative assets and liabilities are included in fair value of derivative financial instruments in the condensed consolidated balance sheets. The following table summarizes the effect of derivative instruments in the condensed consolidated statements of income and comprehensive income for the 13 weeks ended March 27, 2012 and March 29, 2011: Location of Location of Amount of Gain (Loss) Gain (Loss) Amount of (Loss) Gain Gain (Loss) Reclassified from AOCI Recognized Amount of Gain (Loss) Recognized in AOCI Reclassified to Income (effective in Income Recognized in Income (effective portion) from AOCI portion) (ineffective (ineffective portion) 2012 2011 to Income 2012 2011 portion) 2012 2011 Interest rate swaps $ (41 ) $ 108 — $ 35 $ 33 — $ — $ — (5) Recent Accounting Pronouncements Comprehensive Income (ASU 2011-05) In June 2011, the FASB issued ASU 2011-05, Presentation of Comprehensive Income . ASU 2011-05 eliminates the option to present the components of other comprehensive income as part of the statement of changes in stockholders’ equity, which was our presentation, and also requires presentation of reclassification adjustments from other comprehensive income to net income on the face of the financial statements. In December 2011, the FASB issued ASU 2011-12, Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in ASU 2011-05, to defer the effective date of the specific requirement to present items that are reclassified out of accumulated comprehensive income to net income alongside their respective components of net income and other comprehensive income. All other provisions of this update are effective for annual and interim reporting periods beginning after December 15, 2011 (our 2012 fiscal year). The adoption of this new guidance had no impact on our consolidated fin",,,,,,180N1-00079,A_stratified,2012-D04,4,d403a347-5a47-4962-92c0-7aab9b979a9c,0001327567-12-000006,0001327567,PANW,Palo Alto Networks,Information Technology,Systems Software,10-Q,2012-12-10,2012,risk_factors,41,512,3238,True,0.10750,-0.05345,0.09203,0.21796,-0.01058,-0.59130,0,0,,"internal control over financial reporting is effective, or if our auditors are unable to attest to management’s report on the effectiveness of our internal controls or determine we have a material weakness in our internal controls, we could lose investor confidence in the accuracy and completeness of our financial reports, which would cause the price of our common stock to decline. As a public company, we are required to disclose material changes made in our internal control and procedures on a quarterly basis. However, our independent registered public accounting firm will not be required to formally attest to the effectiveness of our internal control over financial reporting pursuant to Section 404 of the Sarbanes-Oxley Act until the later of the year following our first annual report required to be filed with the SEC or the date we are no longer an “emerging growth company” as defined in the JOBS Act, if we take advantage of the exemptions contained in the JOBS Act. To comply with the requirements of being a public company, we may need to undertake various actions, such as implementing new internal controls and procedures and hiring accounting or internal audit staff. We are an “emerging growth company,” and we cannot be certain if the reduced disclosure requirements applicable to emerging growth companies will make our common stock less attractive to investors. We are an “emerging growth company,” as defined in the JOBS Act, and we may take advantage of certain exemptions from various reporting requirements that are applicable to public companies that are not “emerging growth companies,” including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our registration statements, periodic reports, and proxy statements and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation a",,,,,,181N1-00080,A_stratified,2012-D04,4,d8fad6b1-48c7-42ff-9ad2-6842352ac306,0000070858-12-000362,0000070858,BAC,Bank of America,Financials,Diversified Banks,10-Q,2012-11-02,2012,md_and_a,129,512,3051,True,0.01180,0.04557,-0.04702,0.08191,-0.06173,-0.61115,0,0,,"percent were also current on the underlying first-lien loans at September 30, 2012 . Outstanding balances in the home equity portfolio to borrowers with a refreshed FICO score below 620 represented eight percent and nine percent of the home equity portfolio at September 30, 2012 and December 31, 2011 . Of the $102.6 billion and $112.7 billion in total home equity portfolio outstandings at September 30, 2012 and December 31, 2011 , 79 percent and 78 percent were interest-only loans, almost all of which were HELOCs. The outstanding balance of HELOCs that have entered the amortization period was $1.9 billion, or two percent of total HELOCs, at September 30, 2012 . The HELOCs that have entered the amortization period have experienced a higher percentage of early stage delinquencies and nonperforming status when compared to the HELOC portfolio as a whole. As of September 30, 2012 , $68 million, or three percent of outstanding HELOCs that had entered the amortization period were accruing past due 30 days or more compared to $1.0 billion, or one percent of outstanding accruing past due 30 days or more for the entire HELOC portfolio. In addition, at September 30, 2012 , $145 million, or seven percent of outstanding HELOCs that had entered the amortization period were nonperforming compared to $3.7 billion, or four percent of outstandings that were nonperforming for the entire HELOC portfolio. Loans in our HELOC portfolio generally have an initial draw period of 10 years and more than 85 percent of these loans will not be required to make a fully-amortizing payment until 2015 or later. Although we do not actively track how many of our home equity customers pay only the minimum amount due on their home equity loans and lines, we can infer some of this information through a review of our HELOC portfolio that we service and that is still in its revolving period (i.e., customers may draw on and repay their line of credit, but are generally only required to pay interest on a mont",,,,,,182N1-00081,A_stratified,2012-D05,5,64426828-caa5-4760-bcc5-199fe47d7dad,0001193125-12-081639,0001059556,MCO,Moody's Corporation,Financials,Financial Exchanges & Data,10-K,2012-02-27,2012,selected_financial_data,0,337,2005,True,0.08532,0.03292,-0.01979,0.04469,0.00697,-0.19490,0,0,,"FINANCIAL DATA The Company’s selected consolidated financial data should be read in conjunction with Item 7. “MD&A” and the Moody’s Corporation consolidated financial statements and notes thereto. Year Ended December 31, amounts in millions, except per share data 2011 2010 2009 2008 2007 Results of operations Revenue $ 2,280.7 $ 2,032.0 $ 1,797.2 $ 1,755.4 $ 2,259.0 Operating and SG&A expenses 1,313.1 1,192.8 1,028.1 934.6 1,035.1 Depreciation and amortization 79.2 66.3 64.1 75.1 42.9 Restructuring — 0.1 17.5 (2.5 ) 50.0 Operating income 888.4 772.8 687.5 748.2 1,131.0 Non-operating (expense) income, net(1) (48.6 ) (58.4 ) (41.3 ) (18.4 ) (9.0 ) Income before provision for income taxes 839.8 714.4 646.2 729.8 1,122.0 Provision for income taxes 261.8 201.0 239.1 268.2 415.2 Net income(2) 578.0 513.4 407.1 461.6 706.8 Less: Net income attributable to noncontrolling interests 6.6 5.6 5.1 4.0 5.3 Net income attributable to Moody’s $ 571.4 $ 507.8 $ 402.0 $ 457.6 $ 701.5 Earnings per share Basic $ 2.52 $ 2.16 $ 1.70 $ 1.89 $ 2.63 Diluted $ 2.49 $ 2.15 $ 1.69 $ 1.87 $ 2.58 Weighted average shares outstanding Basic 226.3 235.0 236.1 242.4 266.4 Diluted 229.4 236.6 237.8 245.3 272.2 Dividends declared per share $ 0.58 $ 0.43 $ 0.405 $ 0.40 $ 0.34 December 31, 2011 2010 2009 2008 2007 Balance sheet data Total assets $ 2,876.1 $ 2,540.3 $ 2,003.3 $ 1,773.4 $ 1,714.6 Long-term debt $ 1,172.5 $ 1,228.3 $ 746.2 $ 750.0 $ 600.0 Total Moody’s shareholders’ deficit $ (169.0 ) $ (309.6 ) $ (606.2 ) $ (994.4 ) $ (783.6 ) (1) The 2011, 2010, 2009, 2008 and 2007 amounts include benefits of $10.1 million, $2.5 million, $6.5 million, $13.3 million and $31.9 million, respectively, related to the favorable resolution of certain Legacy Tax Matters. (2) The 2011, 2010, 2009, 2008 and 2007 amounts include benefits of $7.0 million, $4.6 million, $8.2 million, $10.7 million and $52.3 million, respectively, related to the resolution of certain Legacy Tax Matters. 28 MOODY’S2011 10-K Table of Con",,,,,,183N1-00082,A_stratified,2012-D05,5,1883132e-4b7f-494b-b300-30c56447259d,0001003297-12-000236,0001093691,PLUG,PLUG POWER,Industrials,Electrical Industrial Apparatus,8-K,2012-05-18,2012,full_body,1,248,1556,False,0.08281,0.03076,0.04014,0.06477,0.02676,-0.22549,0,0,,"Director Votes For Withheld Andrew Marsh 21,740,599 326,489 Gary K. Willis 21,660,497 406,591 Maureen O. Helmer 21,799,590 267,498 There were 9,661,434 broker non-votes on this matter. Each of Andrew Marsh, Gary K. Willis and Maureen O. Helmer were elected as a Class I directors, each to hold office until the Company’s 2015 annual meeting of stockholders and until such director’s successor is duly elected and qualified or until such director’s earlier resignation or removal. 2 The amendment to the 2011 Plan to increase the number of shares of the Company’s common stock authorized for issuance under such plan from 1,000,000 shares to 6,500,000 shares was approved and the results of the vote were as follows: For: 16,647,939 Against: 5,384,286 Abstain: 34,863 There were 9,661,434 broker non-votes on this matter. The proposal to ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2012 was approved and the results of the vote were as follows: For: 30,958,512 Against: 561,713 Abstain: 208,297 There were no broker non-votes on this matter. Item 9.01. Financial Statements and Exhibits (d) Exhibits. 10.1 Amendment No. 1 to the Plug Power Inc. 2011 Stock Option and Incentive Plan. 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Plug Power Inc. Date: May 18, 2012 By:/s/ Andrew Marsh Name: Andrew Marsh Title: President and Chief Executive Officer 4",,,,,,184N1-00083,A_stratified,2012-D05,5,68d035d2-8177-49f3-8028-325823183d42,0001005284-12-000052,0001005284,OLED,UNIVERSAL DISPLAY CORP,Information Technology,Electronic Components & Accessories,10-Q,2012-05-09,2012,legal_proceedings,5,512,3146,True,0.05813,0.05483,0.20280,0.07764,0.05881,-0.23990,0,0,,"Patent Family, which relate to our UniversalPHOLED phosphorescent OLED technology. They are exclusively licensed to us by Princeton, and under the license agreement we are required to pay all legal costs and fees associated with this proceeding. The EPO combined the oppositions into a single opposition proceeding. Our response to the oppositions was timely filed prior to the February 18, 2012 extended due date. At this time, based on our current knowledge, we believe there is a substantial likelihood that the patent being challenged will be declared valid, and that all or a significant portion of its claims will be upheld. However, we cannot make any assurances of this result. Invalidation Trials in Korea for Patent Nos. KR-794,975, KR-840,637 and KR-937,470 On August 8, 2011, we received information indicating that Requests for Invalidation Trials were filed against our Korean Patent Nos. KR-840,637 (the KR ‘637 patent) and KR-937,470 (the KR ‘470 patent), which issued on June 17, 2008 and January 11, 2010, respectively. On December 12, 2011, we received information that a further Request for an Invalidation Trial was filed against our Korean Patent No. KR-794,975 (the KR ‘975 patent). The Requests were also filed by Duk San. The KR ‘975, KR ‘637 and KR ‘470 patents are Korean counterpart patents, in part, to the U.S. ‘828 Patent Family; to the EP ‘803 patent, which is subject to one of the above-noted European Oppositions; and to the JP ‘781 and JP ‘168 patents, which are subject to the above-noted Japanese Invalidation Trials. These patents and patent applications relate to our UniversalPHOLED phosphorescent OLED technology. They are exclusively licensed to us by Princeton, and under the license agreement we are required to pay all legal costs and fees associated with this proceeding. 25 Table of Contents Our formal responses relating to the KR ‘637, KR ‘470, and KR ‘975 patents, were timely filed on December 7, 2011, December 8, 2011 and March 3, 2012, respectiv",,,,,,185N1-00084,A_stratified,2012-D05,5,68715076-e99e-4a78-9bd8-d6a963e05f6d,0001193125-12-314836,0001077428,TCBI,TEXAS CAPITAL BANCSHARES,Financials,State Commercial Banks,10-Q,2012-07-26,2012,md_and_a,1,512,3073,True,0.05266,0.05887,0.04459,0.03955,0.02787,-0.25127,0,0,,"Results of Operations Except as otherwise noted, all amounts and disclosures throughout this document reflect continuing operations. See Part I, Item 1 herein for a discussion of discontinued operations at Note (9) – Discontinued Operations. Summary of Performance We reported net income of $29.6 million, or $0.76 per diluted common share, for the second quarter of 2012 compared to $16.7 million, or $0.44 per diluted common share, for the second quarter of 2011. Return on average equity was 18.08% and return on average assets was 1.40% for the second quarter of 2012, compared to 12.13% and 1.08%, respectively, for the second quarter of 2011. Net income for the six months ended June 32 Table of Contents 30, 2012 totaled $56.7 million, or $1.45 per diluted common share, compared to $28.6 million, or $0.75 per diluted common share, for the same period in 2011. Return on average equity was 17.73% and return on average assets was 1.36% for the six months ended June 30, 2012, compared to 10.54% and .93%, respectively, for the six months ended June 30, 2011. Net income increased $12.9 million, or 77%, for the three months ended June 30, 2012 as compared to the same period in 2011. The $12.9 million increase during the three months ended June 30, 2012, was primarily the result of a $19.5 million increase in net interest income, a $7.0 million decrease in the provision for credit losses and a $2.5 million increase in non-interest income, offset by an $8.7 million increase in non-interest expense and a $7.4 million increase in income tax expense. The $28.1 million increase during the six months ended June 30, 2012 was primarily the result of a $43.2 million increase in net interest income, an $11.5 million decrease in the provision for credit losses and a $4.1 million increase in non-interest income, offset by a $14.5 million increase in non-interest expense and a $16.2 million increase in income tax expense. Details of the changes in the various components of net income are f",,,,,,186N1-00085,A_stratified,2012-D05,5,b6edb125-0ffe-4a3f-b536-a6b06636329a,0001104659-12-010483,0001055160,MFA,MFA FINANCIAL,Financials,Real Estate Investment Trusts,10-K,2012-02-16,2012,business,0,512,3254,True,0.06877,0.03952,0.02366,0.14352,-0.05139,-0.26482,0,0,,"GENERAL We are primarily engaged in the business of investing, on a leveraged basis, in residential Agency MBS and Non-Agency MBS. Our principal business objective is to generate net income for distribution to our stockholders resulting from the difference between the interest and other income we earn on our investments and the interest expense we pay on the borrowings that we use to finance our leveraged investments and our operating costs. We were incorporated in Maryland on July 24, 1997, and began operations on April 10, 1998. We have elected to be taxed as a real estate investment trust (or REIT) for U.S. federal income tax purposes. One of the requirements of maintaining our qualification as a REIT is that we must distribute at least 90% of our annual REIT taxable income to our stockholders. INVESTMENT STRATEGY Our operating policies require that at least 50% of our investment portfolio consist of ARM-MBS that are either (i) Agency MBS or (ii) rated in one of the two highest rating categories by at least one of a nationally recognized rating agency, such as Moody’s Investors Services, Inc., Standard & Poor’s Corporation (or S&P) or Fitch, Inc. (or collectively, the Rating Agencies). The remainder of our assets may consist of direct or indirect investments in: (i) other types of MBS and residential mortgage loans; (ii) other mortgage and real estate-related debt and equity; (iii) other yield instruments (corporate or government); and (iv) other types of assets approved by our Board of Directors (or Board) or a committee thereof. The mortgages collateralizing our MBS portfolio are predominantly Hybrids, ARMs and 15-year fixed-rate mortgages. The Hybrids collateralizing our MBS typically have initial fixed-rate periods generally ranging from three to ten years. Interest rates on the mortgage loans collateralizing our ARM-MBS reset based on specific index rates, generally London Interbank Offered Rate (or LIBOR) or the one-year constant maturity treasury (or CMT) ",,,,,,187N1-00086,A_stratified,2012-D05,5,9ba611eb-7943-4f93-8e75-35f8ea0e2394,0001145443-12-000706,0000752642,UMH,UMH PROPERTIES INC,Real Estate,Real Estate Investment Trusts,10-Q,2012-05-09,2012,financial_statements,1,512,3945,True,0.05129,0.05629,0.01539,0.06996,0.02526,-0.27679,0,0,,"2,116,300 Gain on Sales of InvestmentProperty and Equipment 13,132 8,564 Net Income 1,749,697 2,124,864 Preferred Dividend 690,319 -0- Net Income Attributable toCommon Shareholders $1,059,378 $2,124,864 -UNAUDITED- See Accompanying Notes to Consolidated Financial Statements 5 UMH PROPERTIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) FOR THE THREE MONTHS ENDED MARCH 31, 2012 AND 2011 2012 2011 Basic Income Per Share: Net Income $0.11 $0.15 Less Preferred Dividend 0.04 -0- Net Income Attributable to CommonShareholders $0.07 $0.15 Diluted Income Per Share: Net Income $0.11 $0.15 Less Preferred Dividend 0.04 -0- Net Income Attributable to CommonShareholders $0.07 $0.15 Weighted Average Shares Outstanding: Basic 15,495,431 13,927,873 Diluted 15,553,723 13,986,531 -UNAUDITED- See Accompanying Notes to Consolidated Financial Statements 6 UMH PROPERTIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) FOR THE THREE MONTHS ENDED MARCH 31, 2012 AND 2011 2012 2011 Net Income $1,749,697 $2,124,864 Other Comprehensive Income: Unrealized Holding Gain (Loss) Arising During the Period 5,303,301 (217,276) Reclassification Adjustment for Net Gains Realized in Income (1,212,712) (1,541,856) Change in Fair Value of Interest Rate Swap Agreement (29,892) -0- Comprehensive Income 5,810,394 365,732 Less: Preferred Dividend (690,319) -0- Comprehensive Income Attributable to Common Shareholders $5,120,075 $365,732 -UNAUDITED- See Accompanying Notes to Consolidated Financial Statements 7 UMH PROPERTIES, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) FOR THE THREE MONTHS ENDED MARCH 31, 2012 AND 2011 2012 2011 CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $1,749,697 $2,124,864 Non-Cash Adjustments: Depreciation 1,609,291 1,395,634 Amortization of Financing Costs 65,913 77,283 Stock Compensation Expense 107,972 49,200 Increase in Provision for Uncollectible Notes and Other Receivables 100,939 99,000 Gain on Securities Transa",,,,,,188N1-00087,A_stratified,2012-D05,5,007430eb-fc3d-4cd0-a015-ba354a76261b,0001193125-12-203781,0000877212,ZBRA,Zebra Technologies,Information Technology,Electronic Equipment & Instruments,10-Q,2012-05-02,2012,unregistered_sales,0,337,2280,True,0.03828,0.06958,0.04955,0.09796,-0.03084,-0.28065,0,0,,"Sales of Equity Securities and Use of Proceeds189190Treasury Shares191192During the first quarter of 2012, Zebra purchased 264,567 shares of193Zebra’s Class A Common Stock at a weighted average share price of $36.95 per share, as follows:194195ISSUER196PURCHASES OF EQUITY SECURITIES197198Period Total numberof sharespurchased Averagepricepaid pershare Total number ofshares purchasedas part199ofpubliclyannouncedprograms Maximumnumber ofshares that mayyet be purchasedunder200theprogram201January 2012 (January – January 28) 130,650 $ 35.24 130,650 3,365,549202February 2012 (January 29 – February 25) 0 $ 0.00 0 3,365,549203March 2012 (February 26 – March 31) 133,917 $ 38.61 133,917 3,231,632204205(1) On November 4, 2011, Zebra’s Board authorized the purchase of up to an additional 3,000,000 shares under our stock repurchase program. This authorization does206not have an expiration date. (2) During the first quarter, Zebra did not acquire shares of Zebra Class A Common Stock through the withholding of shares necessary to satisfy tax withholding207obligations upon the vesting of restricted stock awards. Item 4. Mine Safety Disclosures208209Not applicable21021131212213Item 6. Exhibits21421531.1 Rule 13a-14(a)/15d-14(a) Certification21631.2 Rule 13a-14(a)/15d-14(a) Certification21732.1 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 200221832.2 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002219101 The following financial information from Zebra Technologies Corporation Quarterly Report on Form 10-Q, for the quarter ended March 31, 2012, formatted in XBRL (Extensible Business220Reporting Language): (i) the consolidated balance sheets; (ii) the consolidated statements of earnings; (iii) the consolidated statements of cash flows; and (iv) notes to consolidated financial statements. 32221222SIGNATURES223224Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report",,,,,,225N1-00088,A_stratified,2012-D05,5,44adf99a-99c4-48e4-b0c4-4149b1c796e1,0000829224-12-000007,0000829224,SBUX,Starbucks,Consumer Discretionary,Restaurants,10-K,2012-11-16,2012,financial_statements,20,512,3360,True,0.03739,0.06983,0.02566,0.11056,-0.06601,-0.28508,0,0,,"treasury securities, we use quoted prices in active markets for identical assets to determine fair value. 67 Table of Contents Level 2: For corporate and agency bonds, for which a quoted market price is not available for identical assets, we determine fair value based upon the quoted market price of similar assets or the present value of expected future cash flows, calculated by applying revenue multiples to estimate future operating results and using discount rates appropriate for the duration and the risks involved. Fair values for commercial paper are estimated using a discounted cash flow calculation that applies current imputed interest rates of similar securities. Fair values for certificates of deposit are estimated using a discounted cash flow calculation that applies current interest rates to aggregate expected maturities. Level 3: We determine fair value of our ARS using an internally developed valuation model, using inputs that include interest rate curves, credit and liquidity spreads, and effective maturity. Proceeds from sales of available-for-sale securities were $5.0 million , $0.0 million , and $1.1 million in fiscal years 2012 , 2011 , and 2010 , respectively. For fiscal years 2012 , 2011 , and 2010 realized gains and losses on sales and maturities were not material. Certificates of deposit have maturity dates ranging from approximately one month to 2 years and principal amounts, that when aggregated with interest that will accrue over the investment term, will not exceed Federal Deposit Insurance Corporation limits. Certificates of deposit with original maturities of 90 days or less are included in cash and cash equivalents. The amounts invested in certificate of deposits that were included in cash and cash equivalents were $0.2 million and $4.2 million as of September 30, 2012 and October 2, 2011 , respectively. Long-term investments (except for ARS) generally mature within 3 years . ARS have long-dated maturities but provide liquidity through a ",,,,,,226N1-00089,A_stratified,2012-D05,5,ed9146ef-0f93-427a-b59b-6d057d9d6a57,0001047469-12-001454,0000912242,MAC,MACERICH REIT,Real Estate,Real Estate Investment Trusts,10-K,2012-02-24,2012,other_information,45,512,3192,True,0.07047,0.03347,0.11698,0.11687,0.17464,-0.29160,0,0,,"exercisable was one year. Compensation: The following summarizes the compensation cost under the share and unit-based plans: 2011 2010 2009 Stock awards $ 749 $ 3,086 $ 6,964 Stock units 7,526 8,048 3,291 LTIP units 8,955 12,780 3,800 SARs 626 2,318 2,669 Stock options — 402 596 Phantom stock units 980 911 643 $ 18,836 $ 27,545 $ 17,963 On February 25, 2009, the Company reduced its workforce by 142 employees out of a total of approximately 2,845 regular and temporary employees. This reduction in workforce was a result of the Company's review and realignment of its strategic priorities, including its expectation of reduced development and redevelopment activity in the near future. As part of the plan, the Company accelerated the vesting of the share and unit-based awards of certain terminated employees. As a result of the modification of the awards, the Company recorded a reduction in compensation cost of $487. On March 26, 2010, as part of a separation agreement with a former executive, the Company modified the terms of the awards of 83,794 stock units and 5,109 LTIP Units granted under the LTIP. In addition, on September 14, 2010, as part of a separation agreement with another former executive, the Company modified the terms of the awards of 37,242 stock units, 2,385 stock awards and 43,204 SARs then outstanding. As a result of these modifications, the Company recognized an additional $5,281 of compensation cost during the year ended December 31, 2010. During the year ended December 31, 2011, as part of the separation agreements with six former employees, the Company modified the terms of 61,570 stock units, 2,281 stock awards and 43,204 SARs then outstanding. As a result of these modifications, the Company recognized additional compensation cost of $3,333. The Company capitalized share and unit-based compensation costs of $6,231, $12,713 and $9,868 for the years ended December 31, 2011, 2010 and 2009, respectively. The fair value of the stock awards and stock unit",,,,,,227N1-00090,A_stratified,2012-D05,5,674708f1-e7cc-43f0-8995-dd7c3c4a04c4,0001104659-12-021373,0001396814,PCRX,PACIRA BIOSCIENCES,Health Care,Pharmaceutical Preparations,10-K,2012-03-27,2012,risk_factors,15,512,3390,True,0.08864,0.01369,0.21123,0.17219,0.06720,-0.29406,0,0,,"may impose restrictions on the distribution or use of the product; · we may be required to change the way the product is administered, conduct additional clinical trials or change the labeling of the product; · we may be subject to product liability claims and litigation; and · our reputation may suffer. Any of these events could prevent us from achieving or maintaining market acceptance of EXPAREL or any of our product candidates and could substantially increase our commercialization costs and expenses, which in turn could delay or prevent us from generating significant revenues from its sale. Regulatory approval for any approved product is limited by the FDA to those specific indications and conditions for which clinical safety and efficacy have been demonstrated. Any regulatory approval is limited to those specific diseases and indications for which a product is deemed to be safe and effective by the FDA. For example, the FDA-approved label for EXPAREL does not include an indication in obstetrical paracervical block anesthesia. In addition to the FDA approval required for new formulations, any new indication for an approved product also requires FDA approval. If we are not able to obtain FDA approval for any desired future indications for our products and product candidates, our ability to effectively market and sell our products may be reduced and our business may be adversely affected. While physicians may choose to prescribe drugs for uses that are not described in the product’s labeling and for uses that differ from those tested in clinical studies and approved by the regulatory authorities, our ability to promote the products is limited to those indications that are specifically approved by the FDA. These “off-label” uses are common across medical specialties and may constitute an appropriate treatment for some patients in varied circumstances. Regulatory authorities in the United States generally do not regulate the behavior of physicians in their choice of",,,,,,228N1-00091,A_stratified,2012-D05,5,3a2bfb56-b3d1-4a05-8bc9-cccc4157f279,0001193125-12-170165,0000091440,SNA,Snap-on,Industrials,Industrial Machinery & Supplies & Components,10-Q,2012-04-19,2012,financial_statements,5,512,3478,True,0.05827,0.04198,0.02203,0.11669,0.06247,-0.32013,0,0,,"the company’s Condensed Consolidated Statements of Comprehensive Income, but it did not change the items that must be reported in other comprehensive income or when an item of other comprehensive income must be reclassified to net income. Note 2: Accounts Receivable Trade and Other Accounts Receivable Snap-on’s trade and other accounts receivable primarily arise from the sale of tools, diagnostics and equipment to a broad range of industrial and commercial customers and to Snap-on’s independent franchise van channel on a non-extended-term basis with payment terms generally ranging from 30 to 120 days. 10 Table of Contents SNAP-ON INCORPORATED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) (Unaudited) The components of Snap-on’s trade and other accounts receivable as of March 31, 2012, and December 31, 2011, are as follows: (Amounts in millions) March 31,2012 December 31,2011 Trade and other accounts receivable $ 484.7 $ 485.5 Allowances for doubtful accounts (21.6) (22.0) Total trade and other accounts receivable – net $ 463.1 $ 463.5 Finance and Contract Receivables SOC originates extended-term finance and contract receivables on sales of Snap-on product sold through the U.S. franchisee and customer network and to Snap-on’s industrial and other customers; Snap-on’s foreign finance subsidiaries provide similar financing internationally. Interest income on finance and contract receivables is included in “Financial services revenue” on the accompanying Condensed Consolidated Statements of Earnings. Snap-on’s finance receivables are comprised of extended-term installment loans to technicians (i.e., franchisees’ customers) to enable them to purchase tools, diagnostics and equipment on an extended-term payment plan, generally with average payment terms of 32 months. Contract receivables, with payment terms of up to 10 years, are comprised of extended-term installment loans to a broad base of industrial and other customers worldwide, including shop owner",,,,,,229N1-00092,A_stratified,2012-D05,5,9e5316d2-e029-4b12-85ca-29ab3aa9c3bb,0001193125-12-332540,0001097864,ON,ON Semiconductor,Information Technology,Semiconductors,10-Q,2012-08-03,2012,financial_statements,19,512,3388,True,0.10875,-0.01336,0.10522,0.25971,0.09490,-0.32941,0,0,,"in bodily injury or property damage (or both). In addition, if any of the Company’s designed products are alleged to be defective, the Company may be required to participate in their recall. Depending on the significance of any particular customer and other relevant factors, the Company may agree to provide more favorable indemnity rights to such customer for valid warranty claims. The Company has, from time to time, been active in merger and acquisition activity. In connection with these mergers or acquisitions, the Company has agreed to indemnify the other party or parties to the merger or acquisition agreement for certain claims or occurrences, limited in most instances by time and/or monetary amounts. The Company and its subsidiaries provide for indemnification of directors, officers and other persons in accordance with limited liability agreements, certificates of incorporation, by-laws, articles of association or similar organizational documents, as the case may be. The Company maintains directors’ and officers’ insurance, which should enable it to recover a portion of any future amounts paid. In addition to the above, from time to time the Company provides standard representations and warranties to counterparties in contracts in connection with sales of its securities and the engagement of financial advisers and also provides indemnities that protect the counterparties to these contracts in the event they suffer damages as a result of a breach of such representations and warranties or in certain other circumstances relating to the sale of securities or their engagement by the Company. While the Company’s future obligations under certain agreements may contain limitations on liability for indemnification, other agreements do not contain such limitations and under such agreements it is not possible to predict the maximum potential amount of future payments due to the conditional nature of the Company’s obligations and the unique facts and circumstances involved",,,,,,230N1-00093,A_stratified,2012-D05,5,42066c4f-4e77-48c4-995a-145770c52b12,0001157523-12-004450,0000078003,PFE,Pfizer,Health Care,Pharmaceuticals,10-Q,2012-08-09,2012,md_and_a,3,512,2950,True,0.05539,0.04309,0.05697,0.00585,0.03707,-0.33264,0,0,,"also included in Discontinued operations––net of tax for all periods presented. In addition, the assets and liabilities associated with this business are classified as Assets of discontinued operations and other assets held for sale and Liabilities of discontinued operations, as appropriate, in the condensed consolidated balance sheets. On August 1, 2011, we completed the sale of our Capsugel business for approximately $2.4 billion in cash. The operating results associated with this business are reported as Discontinued operations––net of tax in our condensed consolidated statements of income for the three and six months ended July 3, 2011. On January 31, 2011, we completed a tender offer for the outstanding shares of common stock of King Pharmaceuticals, Inc. (King) and acquired approximately 92.5% of the outstanding shares for approximately $3.3 billion in cash. On February 28, 2011, we acquired the remaining outstanding shares of King for approximately $300 million in cash. Commencing from January 31, 2011, our financial statements include the assets, liabilities, operating results and cash flows of King. As a result, in accordance with our domestic and international reporting periods, our condensed consolidated financial statements for the six months ended July 3, 2011 reflect approximately five months of King’s U.S. operations and approximately four months of King’s international operations. Our 2012 Performance Revenues in the second quarter of 2012 were $15.1 billion, a decrease of 9% compared to the same period in 2011, due to an operational decline of $1.0 billion, or 6%, primarily as the result of the impact of the loss of exclusivity of Lipitor in most major markets, including the U.S. on November 30, 2011, and the unfavorable impact of foreign exchange of $451 million, or 3%. Revenues in the first six months of 2012 were $29.9 billion, a decrease of 8% compared to the same period in 2011, due to an operational decline of $2.0 billion, or 6%, primarily as",,,,,,231N1-00094,A_stratified,2012-D05,5,79886a23-26b9-45cf-bb93-5af43066051a,0001047469-12-001846,0001446847,IRWD,IRONWOOD PHARMA CLASS A,Health Care,Pharmaceutical Preparations,10-K,2012-02-29,2012,other_information,10,512,3451,True,0.07923,0.01598,0.05953,0.03231,-0.02686,-0.34311,0,0,,"(Note 2). The Company was incorporated in Delaware on January 5, 1998. On April 7, 2008, the Company changed its name from Microbia, Inc. to Ironwood Pharmaceuticals, Inc. The Company currently operates in one reportable business segment, human therapeutics. Prior to September 21, 2010, the Company operated in two reportable business segments, human therapeutics and biomanufacturing (Note 19). The Company has generated an accumulated deficit as of December 31, 2011 of approximately $432.4 million since inception. In February 2010, the Company completed its initial public offering of Class A common stock and raised a total of approximately $203.2 million in net proceeds (Note 3). 2. Summary of Significant Accounting Policies Principles of Consolidation During 2006, the Company formed Microbia as a 100% wholly owned subsidiary of the Company. In September 2006, Microbia sold additional equity interests to a third party, which reduced the Company's ownership interest in Microbia to 85% (Note 21). The accompanying consolidated financial statements of Ironwood Pharmaceuticals, Inc. include the assets, liabilities, revenue, and expenses of Microbia, over which the Company exercised control until September 21, 2010, when the Company sold its interest in Microbia to DSM. The Company recorded noncontrolling interest in its consolidated statements of operations for the ownership interest of the minority owners of Microbia. All intercompany transactions and balances are eliminated in consolidation. Sale of Subsidiary and Discontinued Operations On September 21, 2010, the Company sold its interest in Microbia to DSM in exchange for cash proceeds of $9.5 million, the payment of approximately $1.1 million of Microbia debt and interest by F-8 Table of Contents Ironwood Pharmaceuticals, Inc. Notes to Consolidated Financial Statements (Continued) 2. Summary of Significant Accounting Policies (Continued) DSM and future contingent consideration based on the sale of products incorporat",,,,,,232N1-00095,A_stratified,2012-D05,5,75135eb2-45e5-4e4c-90a5-0971494ac375,0001047469-12-010125,0000875320,VRTX,Vertex Pharmaceuticals,Health Care,Biotechnology,10-Q,2012-11-06,2012,md_and_a,17,472,2913,True,0.01552,0.08358,0.05916,0.06710,-0.00991,-0.34571,0,0,,"We have no liability for taxes payable by Alios, and the portion of the233income tax provision related to Alios has been allocated to noncontrolling interest (Alios). Noncontrolling Interest (Alios)234235The net loss (income) attributable to noncontrolling interest (Alios) recorded on our condensed consolidated statements of operations236reflects Alios' net loss (income) for the reporting period, as adjusted for changes during the reporting period in the fair value of the contingent milestone payments and royalties payable by us to237Alios. The following table summarizes the238net loss (income) attributable to noncontrolling interest (Alios) in the three and nine months ended September 30, 2012 and 2011:239240Three Months EndedSeptember 30, Nine Months EndedSeptember 30,2412012 2011 2012 2011242(in thousands)243Net income (loss) $ (26,467 ) $ 228,452 $ 26,941 $ (146,962 )244Summary of net loss (income) attributable to noncontrolling interest (Alios):245Operating costs and expenses $ 4,624 $ 5,258 $ 14,356 $ 6,059246Other expense (income) 466 — 225 —247Decrease (increase) in fair value of contingent milestone and royalty payments (57,560 ) (17,450 ) (112,760 ) (17,450 )248Provision for income taxes 21,394 4,850 40,354 29,298249Net loss (income) attributable to noncontrolling interest (Alios) $ (31,076 ) $ (7,342 ) $ (57,825 ) $ 17,907250Net income (loss) attributable to Vertex $ (57,543 ) $ 221,110 $ (30,884 ) $ (129,055 )25125245253254Table of Contents255256In the three and nine months ended September 30, 2012, the fair value of contingent milestone payments and royalties payable by us to Alios257increased by $57.6 million and $112.8 million, respectively, as a result of the positive data from a Phase 1 clinical trial evaluating VX-135. In both the three and258nine months ended September 30, 2011, the fair value of contingent milestone payments and royalties payable by us to Alios increased by $17.5 million as a result of the advancement of259VX-135 and ALS-2158 in the third quarter of 2011. Increases260in the fair value",,,,,,261N1-00096,A_stratified,2012-D05,5,4da3b8b1-d1f1-44c1-a782-4904c0219020,0001258602-12-000054,0001258602,NNI,NELNET CLASS A,Financials,Personal Credit Institutions,10-Q,2012-11-09,2012,md_and_a,27,512,3215,True,0.06845,0.02656,-0.03093,0.09023,-0.00953,-0.34896,0,0,,"accounting purposes, these notes are effectively retired and are not included in the Company’s consolidated balance sheet. However, as ofSeptember 30, 2012,$68.1 millionof these securities are legally outstanding at the trust level and the Company could sell these notes to third parties or redeem the notes at par as cash is generated by the trust estate. Upon a sale to third parties, the Company would obtain cash proceeds equal to the market value of the notes on the date of such sale. The amount included in the table above is the par value of these notes and may not represent market value upon sale of the notes. 55 Cash generated from operations The Company has historically generated positive cash flow from operations. For the nine months ended September 30, 2012 and year ended December 31, 2011 , the Company had net cash flow from operating activities of $260.6 million and $310.9 million, respectively. Cash Dividends Dividends of $0.10 per share on the Company's Class A and Class B common stock were paid on March 15, 2012, June 15, 2012, and September 15, 2012 to all holders of record as of March 1, 2012, June 1, 2012, and August 31, 2012, respectively. On November 8, 2012, the Company's Board of Directors declared a cash dividend on its outstanding shares of Class A and Class B common stock of $1.10 per share. The dividend consists of a regular quarterly dividend of $0.10 per share, and a special cash dividend of $1.00 per share. Both dividend payments will be paid on November 27, 2012 to shareholders of record at the close of business on November 19, 2012. The Company expects to use operating cash currently available to fund this dividend. The Company will continue to evaluate the payment of future quarterly dividend payments based on future earnings, capital requirements, financial condition, and other factors. In addition, the payment of dividends is subject to the terms of the Company’s outstanding Hybrid Securities, which generally provide that if the Compan",,,,,,262N1-00097,A_stratified,2012-D05,5,c0093431-ac7a-4bc9-b95c-e02beab89c75,0001193125-12-341222,0001166003,XPO,XPO,Industrials,Transportation Services,10-Q,2012-08-07,2012,financial_statements,5,512,3244,True,0.04212,0.05438,0.06048,0.12593,0.06919,-0.35078,0,0,,"as a result of the Company’s projected cumulative loss expected to be incurred over the three-year period ended December 31, 2012. The amount of the deferred tax asset considered realizable, however, could be adjusted in the future if estimates of future taxable income during the carryforward period are increased, or if objective negative evidence in the form of cumulative losses is no longer present and additional weight may be given to subjective evidence such as our projections for growth. The valuation allowance does not limit the Company’s ability to utilize the loss-carryforwards or other deferred tax assets on future tax returns. Accounting for uncertainty in income taxes is determined based on ASC Topic 740, which clarifies the accounting for uncertainty in income taxes recognized in a company’s financial statements and provides guidance on the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosures and transition. The Company had accrued $0.2 million for uncertain tax positions related to certain potential state income taxes at both June 30, 2012 and December 31, 2011. The Company is currently under audit by the Internal Revenue Service of the United States related to its 2010 fiscal year tax filing. Goodwill and Intangible Assets with Indefinite Lives Goodwill consists of the excess of cost over the fair value of net assets acquired in business combinations. Intangible assets with indefinite lives consist principally of the Express-1 and CGL trade names. The Company follows the provisions of ASC Topic 350, “ Intangibles — Goodwill and Other”, which requires an annual impairment test for goodwill and intangible assets with indefinite lives. If the carrying value of intangibles with indefinite lives exceeds their fair value, an impairment loss is recognized in an amo",,,,,,263N1-00098,A_stratified,2012-D05,5,f041086d-ee6c-4444-aae0-d6e513708ab1,0001104659-12-035938,0001504008,BKU,BANKUNITED,Financials,"Savings Institution, Federally Chartered",10-Q,2012-05-10,2012,md_and_a,4,512,3076,True,0.05117,0.04381,0.01865,0.03933,-0.01661,-0.35654,0,0,,"FHLB advances 2,234,426 15,520 2.79 % 2,253,222 15,572 2.80 % Short term borrowings 1,209 1 0.45 % 286 1 0.28 % Total interest bearing liabilities 8,950,303 32,481 1.46 % 8,749,651 35,879 1.66 % Non-interest bearing demand deposits 863,131 525,622 Other non-interest bearing liabilities 191,816 277,786 Total liabilities 10,005,250 9,553,059 Stockholders’ equity 1,585,071 1,360,130 Total liabilities and stockholders’ equity $ 11,590,321 $ 10,913,189 Net interest income $ 137,809 $ 112,327 Interest rate spread 5.96 % 5.97 % Net interest margin 5.99 % 5.76 % (1) Annualized Three months ended March 31, 2012 compared to three months ended March 31, 2011 Net interest income was $137.8 million for the three months ended March 31, 2012 compared to $112.3 million for the three months ended March 31, 2011, an increase of $25.5 million. The increase in net interest income was comprised of an increase in interest income of $22.1 million and a decrease in interest expense of $3.4 million. The increase in interest income was driven primarily by a $21.6 million increase in interest income from loans. Increased interest income from loans was reflective of an increase in the average yield to 12.77% for the three months ended March 31, 2012 from 12.10% for the comparable period in 2011 and a $472.6 million increase in the average balance outstanding. The increase in the average balance of loans was the result of new loan originations and purchases by BankUnited as well as the acquisition of loans from Herald. The yield on loans acquired in the FSB Acquisition was 19.48% for the three months ended March 31, 2012 as compared to 13.20% for the three months ended March 31, 2011. This increase resulted primarily from (i) covered loans being resolved at a faster rate than expected, resulting in higher accretion, (ii) improved default frequency rates leading to an increase in expected cash flows, (iii) favorable resolutions of commercial ACI loans and (iv) recognition of all proceeds from re",,,,,,264N1-00099,A_stratified,2012-D05,5,c29d9964-3c5c-425b-8a87-97b8a5e873b4,0000350894-12-000038,0000350894,SEIC,SEI INVESTMENTS,Financials,"Security Brokers, Dealers & Flotation Companies",10-Q,2012-10-26,2012,md_and_a,14,512,3420,True,0.05100,0.03802,-0.04804,0.06756,-0.01638,-0.39430,0,0,,"dividends paid in 2012 was due to the payment date of the December 2010 dividend occurring in the calendar year as compared to the payment date of the dividend declared in December 2011 which occurred in January 2012. • Principal payments of our debt.Principal payments in the firstninemonths of 2011 include payments of$75.0 millionto reduce the outstanding debt associated with our credit facility. We fully repaid the outstanding balance of our credit facility in 2011 and had no debt during the firstninemonths of 2012. We believe our operating cash flow, available borrowing capacity, and existing cash and cash equivalents should provide adequate funds for ongoing operations; continued investment in new products and equipment; our common stock repurchase program and future dividend payments. Off Balance Sheet Arrangement In October 2012, a group of existing employees of LSV agreed to purchase a portion of the partnership interest of three existing LSV employees for $77.7 million , of which $69.9 million was financed through two syndicated term loans. The group of existing LSV employees will form a new limited liability company called LSV Employee Group III which will own the purchased partnership interest. We provided an unsecured guaranty for $45.0 million of the obligations of LSV Employee Group III to the lenders through a guaranty agreement. LSV agreed to provide a separate guaranty for the remaining $24.9 million of LSV Employee Group III's obligations to the lenders. Our direct interest in LSV was not impacted by either transaction involving the guaranty agreements (See Note 2 to the Consolidated Financial Statements for more information). 35 of 42 Table of Contents Forward-Looking Information and Risk Factors The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements. Certain information contained in this discussion is or may be considered forward-looking. Forward-looking statements relate to future operations, ",,,,,,265N1-00100,A_stratified,2012-D05,5,0baef34e-5d4e-4393-a2fe-f85488172e6b,0001140361-12-027898,0001005229,CMCO,COLUMBUS MCKINNON CORP,Industrials,Construction Machinery & Equip,10-K,2012-05-30,2012,other_information,8,173,1102,False,0.09145,-0.00563,0.04979,0.20262,-0.01791,-0.39727,0,0,,"Tevens President and Chief Executive Officer (Principal Executive Officer) Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Signature Title Date /s/ Timothy T. Tevens President, Chief Executive Officer and Director(Principal Executive Officer) May 30, 2012 Timothy T. Tevens /s/ Gregory P. Rustowicz Vice President and Chief Financial Officer(Principal Financial Officer) May 30, 2012 Gregory P. Rustowicz /s/ Ernest R. Verebelyi Chairman of the Board of Directors May 30, 2012 Ernest R. Verebelyi /s/ Richard H. Fleming Director May 30, 2012 Richard H. Fleming /s/ Nicholas T. Pinchuk Director May 30, 2012 Nicholas T. Pinchuk /s/ Stephanie K. Kushner Director May 30, 2012 Stephanie K. Kusnher /s/ Linda A. Goodspeed Director May 30, 2012 Linda A. Goodspeed /s/ Stephen Rabinowitz Director May 30, 2012 Stephen Rabinowitz /s/ Christian B. Ragot Director May 30, 2012 Christian B. Ragot /s/ Liam Mccarthy Director May 30, 2012 Liam McCarthy 102",,,,,,266N1-00101,A_stratified,2012-D06,6,78cf2093-9fef-4662-acec-39947cd82c20,0001437749-12-001932,0000070487,NRC,NRC HEALTH,Health Care,Services-Commercial Physical & Biological Research,10-K,2012-03-01,2012,financial_statements,2,512,2861,True,0.07436,0.08057,-0.01811,0.05656,0.00517,0.03241,0,0,,"20,202 16,016 Depreciation and amortization 5,065 4,704 3,831 Total operating expenses 57,032 49,541 43,995 Operating income 18,735 13,857 13,697 Other income (expense): Interest income 13 6 2 Interest expense (629 ) (491 ) (405 ) Other, net 41 (57 ) (177 ) Total other expense (575 ) (542 ) (580 ) Income before income taxes 18,160 13,315 13,117 Provision for income taxes 6,596 4,816 4,626 Net income $ 11,564 $ 8,499 $ 8,491 Net income per share - basic $ 1.73 $ 1.28 $ 1.28 Net income per share - diluted $ 1.69 $ 1.26 $ 1.26 Weighted average shares and shares equivalent outstanding - basic 6,672 6,637 6,637 Weighted average shares and shares equivalent outstanding - diluted 6,842 6,736 6,723 See accompanying notes to consolidated financial statements. 27 NATIONAL RESEARCH CORPORATION AND SUBSIDIARY CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY AND COMPREHENSIVE INCOME (In thousands except share and per share amounts) CommonStock AdditionalPaid-inCapital RetainedEarnings AccumulatedOtherComprehensiveIncome TreasuryStock Total Balances at December 31, 2008 $ 8 $ 27,217 $ 33,677 $ (6 ) $ (22,298 ) $ 38,598 Purchase of 3,528 shares of treasury stock -- -- -- -- (84 ) (84 ) Issuance of 2,023 common shares for the exercise of stock options -- 18 -- -- -- 18 Tax benefit from the exercise of options and vested restricted stock -- 17 -- -- -- 17 Cancellation of 3,901 restricted common shares -- -- -- -- -- -- Non-cash stockcompensation expense -- 619 -- -- -- 619 Dividends declared of $0.64 per common share -- -- (4,263 ) -- -- (4,263 ) Comprehensive income Change in cumulative translation adjustment -- -- -- 775 -- 775 Net income -- -- 8,491 -- -- 8,491 Total comprehensive income -- -- -- -- -- 9,266 Balances at December 31, 2009 $ 8 $ 27,871 $ 37,905 $ 769 $ (22,382 ) $ 44,171 Purchase of 20,349 shares of treasury stock -- -- -- -- (463 ) (463 ) Issuance of 17,573 common shares for the exercise of stock options -- 274 -- -- -- 274 Tax benefit from the exercise of options ",,,,,,267N1-00102,A_stratified,2012-D06,6,9c12b632-d841-4b92-8e64-fdb5c628175f,0001445305-12-000454,0000024545,TAP,Molson Coors Beverage Company,Consumer Staples,Brewers,10-K,2012-02-27,2012,financial_statements,15,512,3497,True,0.04920,0.10718,0.02830,0.14786,0.04512,0.03083,0,0,,"by the plan benefit formula to employee service rendered before the measurement date and based on employee service and compensation, if applicable, prior to that date. Accumulated benefit obligation differs from projected benefit obligation in that it includes no assumption about future compensation levels and years of service. Fair Value Measurements The carrying amounts of our cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate fair value as recorded due to the short-term maturity of these instruments. In addition, the carrying amounts of our trade loan receivables, net of allowances, approximate fair value. The fair value of derivatives was estimated by discounting the future cash flows utilizing observable market interest, foreign exchange and commodity rates adjusted for non-performance credit risk associated with our counterparties (assets) or with MCBC (liabilities). See Note 18, ""Derivative Instruments and Hedging Activities."" Based on current market rates for similar instruments, the fair value of long-term debt is presented in Note 13, ""Debt."" U.S. GAAP guidance for fair value includes a hierarchy that prioritizes fair value measurements based on the types of inputs used for the various valuation techniques (market approach, income approach and cost approach). Our financial assets and liabilities are measured using inputs from the three levels of the fair value hierarchy. The three levels of the hierarchy are as follows: Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date. Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or 69 Table of Contents MOLSON COORS BREWING COMPANY AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) similar assets or liabilities in markets that are less active, inputs other than quoted prices",,,,,,268N1-00103,A_stratified,2012-D06,6,977f2497-07c4-4b5d-b6e3-1e92fdc10427,0001193125-12-248968,0000109198,TJX,TJX Companies,Consumer Discretionary,Apparel Retail,10-Q,2012-05-25,2012,financial_statements,3,503,3235,True,0.10049,0.05218,0.08135,0.08577,0.01020,0.02925,0,0,,"5269270THE TJX COMPANIES, INC. STATEMENT OF SHAREHOLDERS’ EQUITY271272(UNAUDITED)273274IN THOUSANDS275276Common Stock Additional AccumulatedOther RetainedEarnings Total277Shares Par Value$1 Paid-InCapital ComprehensiveIncome (Loss)278Balance, January 28, 2012 746,702 $ 746,702 $ — $ (192,575 ) $ 2,655,163 $ 3,209,290279Comprehensive income:280Net income — — — — 419,200 419,200281Foreign currency translation adjustments — — — 35,255 — 35,255282Recognition of prior service cost and deferred gains/losses — — — 4,025 — 4,025283Total comprehensive income 458,480284Cash dividends declared on common stock — — — — (85,368 ) (85,368 )285Share-based compensation — — 14,271 — — 14,271286Adjustment to actual shares issued to effect two-for-one stock split (983 ) (983 ) — — 983 —287Issuance of common stock under stock incentive plan and related tax effect 2,181 2,181 30,218 — — 32,399288Common stock repurchased (6,948 ) (6,948 ) (44,489 ) — (245,822 ) (297,259 )289Balance, April 28, 2012 740,952 $ 740,952 $ — $ (153,295 ) $ 2,744,156 $ 3,331,813290291The accompanying notes are an integral part of the financial statements. 6292293THE TJX COMPANIES, INC. NOTES TO CONSOLIDATED INTERIM FINANCIAL STATEMENTS294295Note A. Summary of Significant Accounting Policies296297Basis of Presentation:298The299consolidated interim financial statements are unaudited and, in the opinion of management, reflect all normal recurring adjustments, the use of retail statistics, and accruals and deferrals among periods required to match costs properly with the300related revenue or activity, considered necessary by The TJX Companies, Inc. (together with its subsidiaries, “TJX”) for a fair presentation of its financial statements for the periods reported, all in conformity with accounting principles301generally accepted in the United States of America (“GAAP”) consistently applied. The consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements, including the related notes,302contained in TJX’s Annual Report on ",,,,,,303N1-00104,A_stratified,2012-D06,6,fb5beebd-878d-4391-a361-f7d94609c931,0001140361-12-028969,0000810136,PLAB,PHOTRONICS,Information Technology,Semiconductors & Related Devices,10-Q,2012-06-06,2012,financial_statements,1,512,3441,True,0.10341,0.04753,0.03607,0.07876,0.08624,0.01960,0,0,,"Weighted-average number of common shares outstanding: Basic 60,086 55,685 59,952 54,751 Diluted 76,590 55,685 76,472 54,751 See accompanying notes to condensed consolidated financial statements. 5 Index PHOTRONICS, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Comprehensive Income (Loss) (in thousands) (unaudited) Three Months Ended Six Months Ended April 29,2012 May 1,2011 April 29,2012 May 1,2011 Net income (loss) $ 9,530 $ (15,033 ) $ 14,371 $ (1,449 ) Other comprehensive income (loss), net of tax of $0: Foreign currency translation adjustments 741 11,420 (412 ) 19,787 Amortization of cash flow hedge 32 32 64 64 Other comprehensive income (loss) 773 11,452 (348 ) 19,851 Comprehensive income (loss) 10,303 (3,581 ) 14,023 18,402 Less: comprehensive income attributable to noncontrolling interests 1,795 1,760 2,642 5,788 Comprehensive income (loss) attributable to Photronics, Inc. $ 8,508 $ (5,341 ) $ 11,381 $ 12,614 See accompanying notes to condensed consolidated financial statements. 6 Index PHOTRONICS, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Cash Flows (in thousands) (unaudited) Six Months Ended April 29,2012 May 1,2011 Cash flows from operating activities: Net income (loss) $ 14,371 $ (1,449 ) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization 44,135 46,467 Consolidation, restructuring and related charges 262 - Debt extinguishment loss - 23,504 Changes in assets and liabilities: Accounts receivable (2,829 ) (11,380 ) Inventories 1,622 (11,450 ) Other current assets (698 ) 1,500 Accounts payable, accrued liabilities and other 5,536 16,798 Net cash provided by operating activities 62,399 63,990 Cash flows from investing activities: Purchases of property, plant and equipment (67,626 ) (39,254 ) Investment in joint venture (5,899 ) (8,498 ) Other (1,600 ) (250 ) Net cash used in investing activities (75,125 ) (48,002 ) Cash flows from financing activities: Proceeds fr",,,,,,304N1-00105,A_stratified,2012-D06,6,e96b3e71-eff5-4042-bf62-e93fb73511ad,0001193125-12-205028,0000949870,SAM,BOSTON BEER CLASS A,Consumer Staples,Malt Beverages,10-Q,2012-05-02,2012,md_and_a,4,512,3339,True,0.09396,0.04925,0.13862,0.02352,0.07264,-0.03334,0,0,,"Company’s breweries in Cincinnati, Ohio (the “Cincinnati Brewery”) and Breinigsville, Pennsylvania (the “Pennsylvania Brewery”). This agreement also establishes the terms on which Anchor may supply glass bottles to other breweries where the Company brews its beers. Under the agreement with Anchor, the Company has minimum and maximum purchase commitments that are based on Company-provided production estimates, which, under normal business conditions, are expected to be fulfilled. Currently, the Company brews most all of its core brands volume at Company owned breweries. In the normal course of its business, the Company has historically entered into various production arrangements with other brewing companies. Pursuant to these arrangements, the Company purchases the liquid produced by those brewing companies, including the raw materials that are used in the liquid, at the time such liquid goes into fermentation. The Company is required to repurchase all unused raw materials purchased by the brewing company specifically for the Company’s beers at the brewing company’s cost upon termination of the production arrangement. The Company is also obligated to meet annual volume requirements in conjunction with certain production arrangements, which are not material to the Company’s operations. The Company had various other non-cancelable purchase commitments at March 31, 2012, which amounted to $3.8 million. Litigation In 2009, the Company was informed that ownership of the High Falls brewery located in Rochester, New York (the “Rochester Brewery”) changed and that the new owners would not assume the Company’s existing contract for brewing services at the Rochester Brewery. Brewing of the Company’s products at the Rochester Brewery subsequently ceased in April 2009. In February 2010, the Company filed a Demand for Arbitration, asserting a breach of contract claim against the previous owner of the Rochester Brewery. In January 2011, the arbitrator issued an award of approxima",,,,,,305N1-00106,A_stratified,2012-D06,6,17f22669-1d82-4013-bb8c-843c90a9a1e9,0001070412-12-000035,0001070412,CNX,CNX RESOURCES,Energy,Crude Petroleum & Natural Gas,10-Q,2012-11-01,2012,financial_statements,27,512,3450,True,0.03769,0.10870,0.03689,0.10206,0.07276,-0.03729,0,0,,"these instruments. Restricted cash: The carrying amount reported in the balance sheets for restricted cash approximates its fair value due to the short-term maturity of these instruments. Long-term debt: The fair value of long-term debt is measured using unadjusted quoted market prices or estimated using discounted cash flow analyses. The discounted cash flow analyses are based on current market rates for instruments with similar cash flows. The carrying amounts and fair values of financial instruments for which the fair value option was not elected are as follows: September 30, 2012 December 31, 2011 CarryingAmount FairValue CarryingAmount FairValue Cash and cash equivalents $ 230,958 $ 230,958 $ 375,736 $ 375,736 Restricted cash $ 20,372 $ 20,372 $ 22,148 $ 22,148 Long-term debt $ (3,140,230 ) $ (3,342,072 ) $ (3,133,993 ) $ (3,422,452 ) 24 NOTE 14—SEGMENT INFORMATION: CONSOL Energy has two principal business divisions: Coal and Gas. The principal activities of the Coal division are mining, preparation and marketing of thermal coal, sold primarily to power generators, and metallurgical coal, sold to metal and coke producers. The Coal division includes four reportable segments. These reportable segments are Thermal, Low Volatile Metallurgical, High Volatile Metallurgical and Other Coal. Each of these reportable segments includes a number of operating segments (mines or type of coal sold). For the nine months ended September 30, 2012 , the Thermal aggregated segment includes the following mines: Bailey, Blacksville #2, Enlow Fork, Fola Complex, Loveridge, McElroy, Miller Creek Complex, Robinson Run and Shoemaker. For the nine months ended September 30, 2012 , the Low Volatile Metallurgical aggregated segment includes the Buchanan Mine and Amonate Complex. For the nine months ended September 30, 2012 , the High Volatile Metallurgical aggregated segment includes: Bailey, Blacksville #2, Enlow Fork, Fola Complex, Loveridge and Robinson Run coal sales. The Other Coal se",,,,,,306N1-00107,A_stratified,2012-D06,6,914cf3cd-82ae-47d7-b4ac-48a95a11d964,0001166928-12-000036,0001166928,WTBA,WEST BANCORPORATION INC,Financials,State Commercial Banks,10-Q,2012-07-27,2012,md_and_a,13,512,2726,True,0.09300,0.04922,0.12451,0.12860,0.05794,-0.04002,0,0,,"the amount of nonperforming loans and other nonperforming assets held by the Company and common ratio measurements of those items as of the dates shown. June 30, 2012 December 31, 2011 Change Nonaccrual loans $ 6,950 $ 8,572 $ (1,622 ) Loans past due 90 days and still accruing interest 480 — 480 Troubled debt restructured loans(1) 1,095 2,121 (1,026 ) Total nonperforming loans 8,525 10,693 (2,168 ) Other real estate owned 9,241 10,967 (1,726 ) Nonaccrual investment securities 1,137 1,245 (108 ) Total nonperforming assets $ 18,903 $ 22,905 $ (4,002 ) Nonperforming loans to total loans 0.99 % 1.27 % (0.28 )% Nonperforming assets to total assets 1.40 % 1.80 % (0.40 )% (1) While TDR loans are commonly reported by the industry as nonperforming, those not classified in the nonaccrual category are accruing interest due to payment performance. TDR loans on nonaccrual status would be included in the nonaccrual category if there were any, however, there were none at these dates. As of June 30, 2012, loans past due 90 days consisted of one TDR loan. 40 Table of Contents The following tables set forth the activity within each category of nonperforming loans and assets for the six months ended June 30, 2012 and 2011, respectively. Six months ended June 30, 2012 Nonaccrual Loans Past Due 90 Days and Still Accruing Interest Troubled Debt Restructured Total Nonperforming Loans Other Real Estate Owned Nonaccrual lnvestment Securities Total Nonperforming Assets Balance at beginning of period $ 8,572 $ — $ 2,121 $ 10,693 $ 10,967 $ 1,245 $ 22,905 Increase in fair market value — — — — — 65 65 Additions 613 — 102 715 117 — 832 Transfers: Troubled debt to past due — 480 (480 ) — — — — — Nonaccrual to OREO (360 ) — — (360 ) 360 — — Upgrade in classification (309 ) — — (309 ) — — (309 ) Sales — — — — (1,170 ) — (1,170 ) Subsequent write-downs/ impairment (879 ) — (602 ) (1,481 ) (1,033 ) (173 ) (2,687 ) Payments (687 ) — (46 ) (733 ) — — (733 ) Balance at end of period $ 6,950 $ 480 $ 1,09",,,,,,307N1-00108,A_stratified,2012-D06,6,74a3ebb4-5577-4775-81a7-2b690abfdbdf,0001193125-12-107254,0001109116,EVC,ENTRAVISION COMMUNICATIONS CORP CL,Communication Services,Television Broadcasting Stations,10-K,2012-03-09,2012,md_and_a,11,512,3270,True,0.06688,0.07472,0.09829,0.04866,0.13009,-0.05507,0,0,,"revenue outpaced the increase in direct operating expenses. Selling, General and Administrative Expenses. Selling, general and administrative expenses decreased to $38.0 million for the year ended December 31, 2010 from $38.3 million for the year ended December 31, 2009, a decrease of $0.3 million. The overall decrease, $0.2 million came from our radio segment and was primarily attributable to a decrease in salary expense due to reductions in personnel and salary reductions implemented in 2009. Additionally, $0.1 million of the overall decrease came from our television segment and was primarily attributable to a decrease in salary expense due to reductions in personnel and salary reductions implemented in 2009. As a percentage of net revenue, selling, general and administrative expenses decreased to 19% for the year ended December 31, 2010 from 20% for the year ended December 31, 2009. Selling, general and administrative expenses as a percentage of net revenue decreased because selling, general and administrative expenses decreased while net revenue increased. Corporate Expenses. Corporate expenses increased to $18.4 million for the year ended December 31, 2010 from $14.9 million for the year ended December 31, 2009, an increase of $3.5 million. The increase was primarily attributable to creating a reserve for a $3.0 million note receivable, together with accrued interest, relating to the sale of our publishing segment in 2003. Excluding the note receivable reserve and accrued interest, corporate expenses increased to $15.4 million for the year ended December 31, 2010 from 14.9 million for the year ended December 31, 2009, an increase of $0.5 million. The increase was primarily attributable to indirect expenses relating to the issuance of the Notes. As a percentage of net revenue, corporate expenses increased to 9% for the year ended December 31, 2010 from 8% for the year ended December 31, 2009. Corporate expenses as a percentage of net revenue increased because th",,,,,,308N1-00109,A_stratified,2012-D06,6,400f7bde-9602-400d-84d0-2d4d3e4782aa,0001104659-12-071035,0001130713,NXH,NEIGHBORHOOD INTELLIGENCE,Consumer Discretionary,Retail-Catalog & Mail-Order Houses,10-Q,2012-10-25,2012,financial_statements,11,512,3352,True,0.03375,0.10784,0.08688,0.15564,-0.03043,-0.06928,0,0,,"expenses totaled $37.0 million and $35.9 million, respectively. Prepaid advertising, which consists primarily of prepaid advertising airtime, (included in Prepaids and other assets in the accompanying consolidated balance sheets) was $2.1 million and $1.4 million at September 30, 2012 and December 31, 2011, respectively. Stock-based compensation We measure compensation expense for all outstanding unvested share-based awards at fair value on date of grant and recognize compensation expense over the service period for awards expected to vest on a straight line basis. The estimation of stock awards that will ultimately vest requires judgment, and to the extent actual results differ from estimates, such amounts will be recorded as an adjustment in the period estimates are revised. We consider many factors when estimating expected forfeitures, including types of awards, and historical experience. Actual results may differ substantially from these estimates (see Note 7—Stock-Based Awards). Loss contingencies In the normal course of business, we are involved in legal proceedings and other potential loss contingencies. We accrue a liability for such matters when it is probable that a loss has been incurred and the amount can be reasonably estimated. When only a range of possible loss can be estimated, the most probable amount in the range is accrued. If no amount within this range is a better estimate than any other amount within the range, the minimum amount in the range is accrued. We expense legal fees as incurred. 12 Table of Contents Restructuring Restructuring expenses are primarily comprised of lease termination costs. ASC Topic 420, Accounting for Costs Associated with Exit or Disposal Activities, requires that when an entity ceases using a property that is leased under an operating lease before the end of the contractual term, the termination costs should be recognized and measured at fair value when the entity ceases using the facility. Key assumptions in determin",,,,,,309N1-00110,A_stratified,2012-D06,6,05ae14ec-988a-4748-ad8d-c468b6ee8ba3,0001193125-12-085720,0001099219,MET,MetLife,Financials,Life & Health Insurance,10-K,2012-02-28,2012,md_and_a,48,512,3265,True,0.08984,0.04731,0.09855,0.08231,0.07145,-0.07341,0,0,,"of tax preferenced investments which provide tax credits and deductions. Results from our mortgage loan servicing business were lower, driven by an increase in expenses of $31 million in response to both a larger portfolio and increased regulatory oversight. In addition hedging results were lower by $21 million. The Company incurred $40 million of expenses related to a liquidation plan filed by the Department of Financial Services for ELNY in the third quarter of 2011. In addition, the Company increased advertising costs by $15 million and incurred higher internal resources costs for associates committed to the Acquisition of $13 million. Minor fluctuations in various other expense categories, such as interest on uncertain tax positions, and discretionary spending, such as consulting and postemployment related costs, offset each other and resulted in a small increase to earnings. Additionally, the resolutions of certain legal matters in the prior period resulted in $39 million of lower operating earnings for 2011. 113 Table of Contents Results of Operations Year Ended December 31, 2010 Compared with the Year Ended December 31, 2009 Consolidated Results We have experienced growth and an increase in market share in several of our businesses, which, together with improved overall market conditions compared to conditions a year ago, positively impacted our results most significantly through increased net cash flows, improved yields on our investment portfolio and increased policy fee income. Sales of our domestic annuity products were up 14%, driven by an increase in variable annuity sales compared with the prior year. We benefited in 2010 from strong sales of structured settlement products. Market penetration continues in our pension closeout business in the U.K.; however, although improving, our domestic pension closeout business has been adversely impacted by a combination of poor equity returns and lower interest rates. High levels of unemployment continue to depres",,,,,,310N1-00111,A_stratified,2012-D06,6,2201af4b-78ed-4377-9661-0384e5eae2ec,0001193125-12-057440,0001090425,LAMR,LAMAR ADVERTISING COMPANY CLAS,Real Estate,Real Estate Investment Trusts,8-K,2012-02-14,2012,full_body,5,318,2084,True,0.09555,0.04036,0.10146,0.18478,0.05665,-0.07877,0,0,,"(including the Form of Note and Guarantee as Exhibit A thereto). 10.1 Registration Rights Agreement, dated as of February 9, 2012, between Lamar Media, the Guarantors named therein and the Initial Purchasers named therein. 10.2 Restatement Agreement, dated as of February 9, 2012, by and among Lamar Media Corp., Lamar Advertising of Puerto Rico, Inc., Lamar Advertising Company, the Subsidiary Guarantors named therein, the Lenders named therein, and JPMorgan Chase Bank, N.A., as administrative agent (including the Amended and Restated Credit Agreement as Exhibit A thereto). 99.1 Press Release of Lamar Advertising Company dated February 9, 2012. 99.2 Press Release of Lamar Advertising Company dated February 9, 2012. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized. Date: February 14, 2012 LAMAR ADVERTISING COMPANY By: /s/ Keith A. Istre Keith A. Istre Treasurer and Chief Financial Officer Date: February 14, 2012 LAMAR MEDIA CORP. By: /s/ Keith A. Istre Keith A. Istre Treasurer and Chief Financial Officer EXHIBIT INDEX ExhibitNo. Description 4.1 Indenture, dated as of February 9, 2012, between Lamar Media, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee (including the Form of Note and Guarantee as Exhibit A thereto). 10.1 Registration Rights Agreement, dated as of February 9, 2012, between Lamar Media, the Guarantors named therein and the Initial Purchasers named therein. 10.2 Restatement Agreement, dated as of February 9, 2012, by and among Lamar Media Corp., Lamar Advertising of Puerto Rico, Inc., Lamar Advertising Company, the Subsidiary Guarantors named therein, the Lenders named therein, and JPMorgan Chase Bank, N.A., as administrative agent (including the Amended and Restated Credit Agreement as Exhibit A thereto). 99.1 Press Release of Lamar Advertising Company dated Febru",,,,,,311N1-00112,A_stratified,2012-D06,6,d6faf502-2204-4aff-9e37-9d4efceed8ad,0001156375-12-000121,0001156375,CME,CME Group,Financials,Financial Exchanges & Data,10-Q,2012-11-08,2012,md_and_a,8,512,3044,True,0.07980,0.05297,0.08268,0.07305,0.12709,-0.10540,0,0,,") (1 )% $ 15.5 2 % Professional fees associated with McGraw transaction (0.5 ) — 12.3 1 Stock-based compensation 0.9 — 11.3 1 Employee separation costs 0.5 — 8.0 1 Non-qualified deferred compensation 6.5 2 7.4 1 License and other fee agreements (3.3 ) (1 ) (1.4 ) — Accruals for possible litigation settlements and associated legal fees 4.7 2 (1.9 ) — Gain on currency fluctuation (3.3 ) (1 ) (3.2 ) — Amortization of purchased intangibles (6.8 ) (2 ) (8.9 ) (1 ) Bonus expense (7.4 ) (3 ) (16.3 ) (2 ) Other expense, net (4.0 ) (1 ) 1.1 — Total increase $ (14.9 ) (5 )% $ 23.9 3 % Salary increases and rising healthcare costs contributed to an increase in salaries, benefits and employer taxes in the first nine months of 2012 when compared with the same period in 2011. The decrease in the third quarter of 2012, when compared with the same period in 2011, was due to a decrease in average headcount as a result of the contribution of the DJI asset group to the McGraw venture and the sale of CMA in the second quarter of 2012. This decrease was partially offset by annual salary increases and rising healthcare costs. Professional fees related to the McGraw venture contributed to the overall increase in operating expenses in the first nine months of 2012. Stock-based compensation increased in the first nine months of 2012 due to accelerated vesting of stock-based compensation associated with our recent CEO transition. This expense would have been recognized by the end of 2012. The increase in year-to-date stock-based compensation expense was also due to the expense impact related to the September 2011 and 2012 grants. Additional employee separation costs contributed to the rise in overall expenses in the first nine months of 2012. The employee separation costs included our voluntary exit incentive plan announced in the second quarter of 2012. An increase in our non-qualified deferred compensation liability, the impact of which does not affect net income because of an equal and off",,,,,,312N1-00113,A_stratified,2012-D06,6,e474cd90-5da2-4c7c-865b-bf6c1caf46fe,0001075531-12-000005,0001075531,BKNG,Booking Holdings,Consumer Discretionary,"Hotels, Resorts & Cruise Lines",10-K,2012-02-27,2012,other_information,50,512,3408,True,0.07452,0.05841,0.02877,0.06567,-0.03911,-0.10664,0,0,,"2009) • Leon County, et al. v. Expedia, Inc., et al.(Second Judicial Circuit Court for Leon County, Florida; filed November 2009);Leon County v. Expedia, Inc. et al.(Second Judicial Circuit Court for Leon County, Florida; filed December 2009) • City of Birmingham, Alabama, et al. v. Orbitz, Inc., et al.(Circuit Court of Jefferson County, Alabama; filed December 2009); (Alabama Supreme Court; appeal filed May 2011) • Baltimore County, Maryland v. Priceline.com, Inc., et al.(U.S. District Court for the District of Maryland; filed May 2010) • City of Santa Monica, California v. Expedia, Inc., et al.(Superior Court of California, Los Angeles County, West District; filed June 2010); (California Court of Appeal, Second District; appeal filed September 2011) • Hamilton County, Ohio, et al. v. Hotels.com, L.P., et al.(U.S. District Court for the Northern District Of Ohio; filed August 2010) • State of Florida Attorney General v. Expedia, Inc., et al.(Circuit Court - Second Judicial Circuit, Leon County, Florida; November 2010) • Montana Department of Revenue v. Priceline.com, Inc., et al.(First Judicial District Court of Lewis and Clark County, Montana; filed November 2010) • Montgomery County, Maryland v. Priceline.com, Inc., et al.(United States District Court for the District of Maryland; filed December 2010) • District of Columbia v. Expedia, Inc., et al.(Superior Court for the District of Columbia; filed March 2011) • County of Volusia, et al. v. Expedia, Inc., et al.(Circuit Court of Volusia County; filed April 2011) • State of Mississippi ex rel. Attorney General Jim Hood v. Priceline.com, Inc., et al.(Chancery Court for 97 Table of Contents Hinds County, Mississippi; filed December 2011) The Company has also been informed by counsel to the plaintiffs in certain of the aforementioned actions that various, undisclosed municipalities or taxing jurisdictions may file additional cases against the Company, Lowestfare.com LLC and Travelweb LLC in the future. Judicial Actio",,,,,,313N1-00114,A_stratified,2012-D06,6,79663621-456a-4d89-b600-4c865078a0d6,0001193125-12-325680,0001163165,COP,ConocoPhillips,Energy,Oil & Gas Exploration & Production,10-Q,2012-07-31,2012,md_and_a,19,512,3574,True,0.06222,0.06742,0.07621,0.31924,0.01681,-0.13270,0,0,,"17004 (April 2, 2010)), and the EPA’s and U.S. Department of Transportation’s joint promulgation of a Final Rule on April 1, 2010, that trigger regulation of GHGs under the Clean Air Act, may trigger more climate-based claims for damages, and may result in longer agency review time for development projects. For other examples of legislation or precursors for possible regulation that do or could affect our operations, see the “Climate Change” section in Management’s Discussion and Analysis of Financial Condition and Results of Operations on pages 66 and 67 of our 2011 Annual Report on Form 10-K. 51 Table of Contents CAUTIONARY STATEMENT FOR THE PURPOSES OF THE “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 This report includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. You can identify our forward-looking statements by the words “anticipate,” “estimate,” “believe,” “budget,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “seek,” “should,” “will,” “would,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target” and similar expressions. We based the forward-looking statements on our current expectations, estimates and projections about ourselves and the industries in which we operate in general. We caution you these statements are not guarantees of future performance as they involve assumptions that, while made in good faith, may prove to be incorrect, and involve risks and uncertainties we cannot predict. In addition, we based many of these forward-looking statements on assumptions about future events that may prove to be inaccurate. Accordingly, our actual outcomes and results may differ materially from what we have expressed or forecast in the forward-looking statements. Any differences could result from a variety of factors, including the following: • Fluctuations ",,,,,,314N1-00115,A_stratified,2012-D06,6,a8c5473c-5359-4c01-883c-8733fa7ea230,0001193125-12-297189,0000006955,EPAC,ENERPAC TOOL GROUP CLASS A,Industrials,Misc Industrial & Commercial Machinery & Equipment,10-Q,2012-07-09,2012,financial_statements,14,512,3120,True,0.05379,0.07641,0.01407,0.11899,0.01191,-0.13273,0,0,,"Long-term debt 392,500 — — — 392,500 Deferred income taxes 92,126 — 41,493 — 133,619 Pension and post-retirement benefit liabilities 16,119 — 2,052 — 18,171 Other long-term liabilities 59,234 660 26,878 — 86,772 Intercompany payable 338,014 — 342,580 (680,594 ) — Shareholders’ equity 1,077,285 1,607,797 838,023 (2,445,820 ) 1,077,285 Total liabilities and shareholders’ equity $ 2,065,287 $ 1,672,049 $ 1,423,187 $ (3,126,414 ) $ 2,034,109 17 Table of Contents CONDENSED CONSOLIDATING BALANCE SHEETS (In thousands) August 31, 2011 Parent Guarantors Non-Guarantors Eliminations Consolidated ASSETS Current assets $ 87,982 $ 155,067 $ 303,435 $ — $ 546,484 Property, plant & equipment, net 4,327 37,133 87,189 — 128,649 Goodwill 62,543 432,184 393,739 — 888,466 Other intangibles, net 15,861 216,277 247,268 — 479,406 Intercompany receivable — 277,157 288,701 (565,858 ) — Investment in subsidiaries 1,859,779 379,170 67,794 (2,306,743 ) — Other long-term assets 10,862 51 2,763 — 13,676 Total assets $ 2,041,354 $ 1,497,039 $ 1,390,889 $ (2,872,601 ) $ 2,056,681 LIABILITIES & SHAREHOLDERS’ EQUITY Current liabilities $ 76,300 $ 70,126 $ 183,877 $ — $ 330,303 Long-term debt 522,727 — — — 522,727 Deferred income taxes 124,469 — 41,476 — 165,945 Pension and post-retirement benefit liabilities 16,452 — 2,412 — 18,864 Other long-term liabilities 59,466 779 39,584 — 99,829 Intercompany payable 322,927 — 242,931 (565,858 ) — Shareholders’ equity 919,013 1,426,134 880,609 (2,306,743 ) 919,013 Total liabilities and shareholders’ equity $ 2,041,354 $ 1,497,039 $ 1,390,889 $ (2,872,601 ) $ 2,056,681 18 Table of Contents CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (In thousands) Nine Months Ended May 31, 2012 Parent Guarantors Non-Guarantors Eliminations Consolidated Operating Activities Net cash provided by operating activities $ 56,851 $ 13,659 $ 58,804 $ — $ 129,314 Investing Activities Proceeds from sale of property, plant and equipment 2,100 137 6,249 — 8,486 Capital expenditures (4,",,,,,,315N1-00116,A_stratified,2012-D06,6,63153bbd-704b-4c21-8bb8-25f3b9f48129,0000927089-12-000321,0000916907,SMBC,SOUTHERN MISSOURI BANCORP INC,Financials,"Savings Institutions, Not Federally Chartered",10-Q,2012-11-14,2012,md_and_a,8,512,3713,True,0.04873,0.08049,-0.00220,0.08684,-0.05881,-0.14110,0,0,,"equivalent basis. Three-month period endedSeptember 30, 2012 Three-month period endedSeptember 30, 2011 AverageBalance Interest and Dividends Yield/Cost (%) AverageBalance Interest and Dividends Yield/Cost (%) Interest earning assets: Mortgage loans (1) $ 439,859,319 $ 6,502,347 5.91 $ 406,546,705 $ 6,931,593 6.82 Other loans (1) 163,135,408 2,351,587 5.77 159,419,777 2,623,531 6.58 Total net loans 602,994,727 8,853,934 5.87 565,966,482 9,555,124 6.75 Mortgage-backed securities 18,442,670 125,763 2.73 22,518,812 276,567 4.91 Investment securities (2) 56,605,134 362,703 2.56 44,259,519 353,177 3.19 Other interest earning assets 11,908,352 19,249 0.65 44,280,701 29,034 0.26 Total interest earning assets (1) 689,950,883 9,361,649 5.43 677,025,514 10,213,902 6.03 Other noninterest earning assets (3) 44,957,394 - 27,855,344 - Total assets $ 734,908,277 $ 9,361,649 $ 704,880,858 $ 10,213,902 Interest bearing liabilities: Savings accounts 85,320,620 118,717 0.56 95,452,979 249,553 1.05 NOW accounts 189,644,077 582,187 1.23 155,972,696 839,857 2.15 Money market deposit accounts 18,418,271 25,609 0.56 15,505,109 46,334 1.20 Certificates of deposit 227,377,837 853,187 1.50 265,118,574 1,147,240 1.73 Total interest bearing deposits 520,760,805 1,579,700 1.21 532,049,358 2,282,984 1.72 Borrowings: Securities sold under agreementsto repurchase 24,567,244 48,303 0.79 25,789,630 59,701 0.93 FHLB advances 34,128,913 254,712 2.99 33,500,000 339,391 4.05 Subordinated debt 7,217,000 59,126 3.28 7,217,000 54,048 3.00 Total interest bearing liabilities 586,673,962 1,941,841 1.32 598,555,988 2,736,124 1.83 Noninterest bearing demand deposits 52,113,697 - 36,967,657 - Other noninterest bearing liabilities 314,514 - 4,415,680 - Total liabilities 639,102,173 1,941,841 639,939,325 2,736,124 Stockholders’ equity 95,806,104 - 64,941,533 - Total liabilities andstockholders' equity $ 734,908,277 $ 1,941,841 $ 704,880,858 $ 2,736,124 Net interest income $ 7,419,808 $ 7,477,778 Interest rate sprea",,,,,,316N1-00117,A_stratified,2012-D06,6,cd28e7f1-fabc-496f-835a-efd29e853f83,0001193125-12-014742,0000886982,GS,Goldman Sachs,Financials,Investment Banking & Brokerage,8-K,2012-01-18,2012,full_body,11,454,2331,True,0.10764,0.01760,0.07071,0.12108,0.03693,-0.14111,0,0,,"(78 )317Net earnings / (loss) 1,013 (393 ) 2,387 N.M. (58 )318Preferred stock dividends 35 35 160 — (78 )319Net earnings / (loss) applicable to common shareholders $ 978 $ (428 ) $ 2,227 N.M. (56 )320Earnings / (loss) per common share(13)321Basic $ 1.91 $ (0.84 ) $ 4.10 N.M. % (53 )%322Diluted 1.84 (0.84 ) 3.79 N.M. (51 )323Average common shares outstanding324Basic 508.0 518.2 541.0 (2 ) (6 )325Diluted 531.8 518.2 587.5 3 (9 )326Selected Data327Total staff at period end(4) 33,300 34,200 35,700 (3 ) (7 )328Total staff at period end including consolidated entities held for investment purposes(14) 34,700 36,800 38,700 (6 ) (10 )329330- 11 -331332Table of Contents333334THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES335336SELECTED FINANCIAL DATA337338(UNAUDITED)339340Average Daily VaR341(15)342343$ in millions344345Three Months Ended Year Ended346December 31,2011 September 30,2011 December 31,2010 December 31,2011 December 31,2010347Risk Categories348Interest rates $ 123 $ 90 $ 86 $ 94 $ 93349Equity prices 23 24 65 33 68350Currency rates 21 15 32 20 32351Commodity prices 26 25 23 32 33352Diversification effect(16) (58 ) (52 ) (86 ) (66 ) (92 )353Total $ 135 $ 102 $ 120 $ 113 $ 134354Assets Under Management(17)$ in billions355As of % Change From356December 31,2011 September 30,2011 December 31,2010 September 30,2011 December 31,2010357Asset Class358Alternative investments $ 142 $ 144 $ 148 (1 )% (4 )%359Equity 126 123 144 2 (13 )360Fixed income 340 347 340 (2 ) —361Total non-money market assets 608 614 632 (1 ) (4 )362Money markets 220 207 208 6 6363Total assets under management $ 828 $ 821 $ 840 1 (1 )364Three Months Ended Year Ended365December 31,2011 September 30,2011 December 31,2010 December 31,2011 December 31,2010366Balance, beginning of period $ 821 $ 844 $ 823 $ 840 $ 871367Net inflows / (outflows)368Alternative investments (2 ) — (2 ) (5 ) (1 )369Equity (7 ) — (2 ) (9 ) (21 )370Fixed income (12 ) (5 ) — (15 ) 7371Total non-money market net inflows /(outflows) (21 ) (5 ) (4 ) (29 ) (15 )372Money markets 13 11 9 12 (56 )373Total net inflows / (outflows) (8 ) 6 (18) 5 (17 )(18)",,,,,,374N1-00118,A_stratified,2012-D06,6,8397cb87-efe2-4688-82fe-6b8678773b3f,0000950123-12-002512,0000042582,GT,GOODYEAR TIRE & RUBBER,Consumer Discretionary,Tires & Inner Tubes,10-K,2012-02-14,2012,other_information,7,512,3058,True,0.05531,0.07232,-0.00911,0.06164,0.03667,-0.14837,0,0,,"following amounts included in the Parent Company Statements of Operations have been eliminated in the preparation of the consolidated financial statements: (In millions) 2011 2010 2009 Sales $ 1,076 $ 1,129 $ 993 Cost of Goods Sold 1,085 1,117 978 Interest Expense 19 11 7 Other Income (547 ) (413 ) (521 ) Income before Income Taxes $ 519 $ 414 $ 529 FS-8 Table of Contents SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS Year Ended December 31, (In millions) Additions Description Balance at beginning of period Charged (credited) to income Charged (credited) to AOCL Deductions from reserves Translation adjustment during period Balance at end of period 2011 Allowance for doubtful accounts $ 106 $ 14 $ — $ (19 ) (a) $ (4 ) $ 97 Valuation allowance — deferred tax assets 3,113 (92 ) 204 (82 ) (11 ) 3,132 2010 Allowance for doubtful accounts $ 110 $ 15 $ — $ (16 ) (a) $ (3 ) $ 106 Valuation allowance — deferred tax assets 3,056 112 (45 ) — (10 ) 3,113 2009 Allowance for doubtful accounts $ 93 $ 35 $ — $ (21 ) (a) $ 3 $ 110 Valuation allowance — deferred tax assets 2,818 251 (40 ) (27 ) 54 3,056 Note: (a) Accounts receivable charged off. FS-9 Table of Contents THE GOODYEAR TIRE & RUBBER COMPANY Annual Report on Form 10-K For Year Ended December 31, 2011 INDEX OF EXHIBITS ExhibitTableItemNo. Description ofExhibit Exhibit Number 3 Articles of Incorporation and By-Laws (a) Certificate of Amended Articles of Incorporation of The Goodyear Tire & Rubber Company, dated December 20, 1954, Certificate of Amendment to Amended Articles of Incorporation of the Company, dated April 6, 1993, Certificate of Amendment to Amended Articles of Incorporation of the Company, dated June 4, 1996, Certificate of Amendment to Amended Articles of Incorporation of the Company, dated April 20, 2006, Certificate of Amendment to Amended Articles of Incorporation of the Company, dated April 22, 2009 (incorporated by reference, filed as Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the qua",,,,,,375N1-00119,A_stratified,2012-D06,6,f48eb29e-8bc7-4f7d-9c2b-67987ec66754,0000018230-12-000280,0000018230,CAT,Caterpillar Inc.,Industrials,Construction Machinery & Heavy Transportation Equipment,10-Q,2012-05-07,2012,financial_statements,6,512,3375,True,0.11457,0.00638,0.11660,0.22706,0.02058,-0.16526,0,0,,"Derivative Financial Instruments and Risk Management Our earnings and cash flow are subject to fluctuations due to changes in foreign currency exchange rates, interest rates and commodity prices. In addition, the amount of Caterpillar stock that can be repurchased under our stock repurchase program is impacted by movements in the price of the stock. Our Risk Management Policy (policy) allows for the use of derivative financial instruments to prudently manage foreign currency exchange rate, interest rate, commodity price and Caterpillar stock price exposures. Our policy specifies that derivatives are not to be used for speculative purposes. Derivatives that we use are primarily foreign currency forward and option contracts, interest rate swaps, commodity forward and option contracts, and stock repurchase contracts. Our derivative activities are subject to the management, direction and control of our senior financial officers. Risk management practices, including the use of financial derivative instruments, are presented to the Audit Committee of the Board of Directors at least annually. All derivatives are recognized on the Consolidated Statement of Financial Position at their fair value. On the date the derivative contract is entered into, we designate the derivative as (1) a hedge of the fair value of a recognized asset or liability (fair value hedge), (2) a hedge of a forecasted transaction or the variability of cash flow to be paid (cash flow hedge), or (3) an undesignated instrument. Changes in the fair value of a derivative that is qualified, designated and highly effective as a fair value hedge, along with the gain or loss on the hedged recognized asset or liability that is attributable to the hedged risk, are recorded in current earnings. Changes in the fair value of a derivative that is qualified, designated and highly effective as a cash flow hedge are recorded in Accumulated other comprehensive income (loss) (AOCI) on the Consolidated Statement of Financia",,,,,,376N1-00120,A_stratified,2012-D06,6,c11221d1-70f2-4f83-8e8a-c2dff7867bde,0001206774-12-000709,0000872589,REGN,Regeneron Pharmaceuticals,Health Care,Biotechnology,10-K,2012-02-21,2012,other_information,49,512,3321,True,0.05358,0.07119,0.10486,0.21129,-0.11561,-0.16717,0,0,,"the foreseeable future. The risk-free interest rates are based on quoted U.S. Treasury rates for securities with maturities approximating the options’ expected lives. b. Restricted Stock A summary of the Company’s activity related to Restricted Stock awards for the year ended December 31, 2011 is summarized below: Weighted- Average Number of Grant Date Fair Restricted Stock: Shares Value Outstanding at December 31, 2010 845,000 $ 25.37 2011: Granted 16,500 $ 58.59 Released (110,001 ) $ 30.63 Outstanding at December 31, 2011 751,499 $ 25.33 F-33 REGENERON PHARMACEUTICALS, INC. NOTES TO FINANCIAL STATEMENTS (Continued) (Unless otherwise noted, dollars in thousands, except per share data) The Company recognized non-cash stock-based compensation expense from Restricted Stock awards of $5.7 million, $2.4 million, and $2.2 million in 2011, 2010, and 2009, respectively. As of December 31, 2011, there were 751,499 unvested shares of Restricted Stock outstanding and $9.8 million of stock-based compensation cost related to these unvested shares which had not yet been recognized. The Company expects to recognize this compensation cost over a weighted-average period of 1.4 years. 15. Executive Stock Purchase Plan In 1989, the Company adopted an Executive Stock Purchase Plan (the “Plan”) under which 1,027,500 shares of Class A Stock were reserved for restricted stock awards. The Plan provides for the compensation committee of the board of directors to award employees, directors, consultants, and other individuals (“Plan participants”) who render service to the Company the right to purchase Class A Stock at a price set by the compensation committee. The Plan provides for the vesting of shares as determined by the compensation committee and, should the Company's relationship with a Plan participant terminate before all shares are vested, unvested shares will be repurchased by the Company at a price per share equal to the original amount paid by the Plan participant. During 1989 an",,,,,,377N1-00121,A_stratified,2012-D07,7,3a4b108a-fa00-4f68-b509-0406f0f074bc,0001104659-12-035072,0000910521,DECK,Deckers Brands,Consumer Discretionary,Footwear,10-Q,2012-05-09,2012,financial_statements,9,512,3475,True,0.14907,0.03791,0.11765,0.13991,0.09713,0.26696,0,0,,"Notes to Condensed Consolidated Financial Statements (Unaudited) (amounts in thousands, except share quantity and per share data) (9) Business Segments, Concentration of Business, and Credit Risk and Significant Customers The Company’s accounting policies of the segments below are the same as those described in the summary of significant accounting policies in the Company’s Annual Report, except that the Company does not allocate corporate overhead costs or non-operating income and expenses to segments. The Company evaluates segment performance primarily based on net sales and income or loss from operations. The Company’s reportable segments include the strategic business units for the worldwide wholesale operations of the UGG brand, Teva brand, Sanuk brand, and its other brands, its eCommerce business and its retail store business. The wholesale operations of each brand are managed separately because each requires different marketing, research and development, design, sourcing, and sales strategies. The eCommerce and retail store segments are managed separately because they are direct to consumer sales, while the brand segments are wholesale sales. The income or loss from operations for each of the segments includes only those costs which are specifically related to each segment, which consist primarily of cost of sales, costs for research and development, design, selling and marketing, depreciation, amortization, and the costs of employees and their respective expenses that are directly related to each segment. The unallocated corporate overhead costs include: costs of the distribution centers, certain executive and stock compensation, accounting and finance, legal, information technology, human resources, and facilities costs, among others. The gross profit derived from the sales to third parties of the eCommerce and retail stores segments is separated into two components: (i) the wholesale profit is included in the related operating income or loss of each wholes",,,,,,378N1-00122,A_stratified,2012-D07,7,ad76d89e-0005-43f6-832a-8c4775ea7f43,0001193125-12-340111,0001114483,ITGR,INTEGER HOLDINGS CORP,Health Care,Electromedical & Electrotherapeutic Apparatus,10-Q,2012-08-07,2012,md_and_a,17,512,3353,True,0.07879,0.11156,0.05720,0.10569,-0.02417,0.25819,0,0,,"of June 29, 2012, our capital structure consisted of $197.8 million of convertible subordinated notes, $47.0 million of debt under our Credit Facility and 23.6 million shares of common stock outstanding. Additionally, we had $11.1 million in cash and cash equivalents, which is sufficient to meet our short-term operating cash needs. If necessary, we currently have access to $353 million under our Credit Facility and are authorized to issue 100 million shares of common stock and 100 million shares of preferred stock. We believe that if needed we can access public markets to raise additional capital. We believe that our capital structure provides adequate funding to meet our growth objectives. We continuously evaluate our capital structure, including our convertible notes, as it relates to our anticipated long-term funding needs. Changes to our capital structure may occur as a result of this analysis, or changes in market conditions. Off-Balance Sheet Arrangements We have no off-balance sheet arrangements within the meaning of Item 303(a)(4) of Regulation S-K. Contractual Obligations The following table summarizes our significant contractual obligations at June 29, 2012: Payments due by period CONTRACTUAL OBLIGATIONS Total Remainder of2012 2013 -2014 2015 - 2016 After 2016 Debt obligations(a) $ 253,142 $ 2,714 $ 201,962 $ 48,466 $ — Operating lease obligations(b) 18,916 2,054 7,524 6,443 2,895 Purchase obligations(b) 32,281 26,394 1,457 4,230 200 Foreign currency contracts(b) 17,100 5,100 12,000 — — Pension obligations(c) 10,942 382 1,957 2,048 6,555 Total contractual obligations $ 332,381 $ 36,644 $ 224,900 $ 61,187 $ 9,650 (a) Includes the annual interest expense on our convertible subordinated notes of 2.25%, which is paid semi-annually. Amounts also include the expected interest expense on the $47.0 million outstanding on our line of credit based upon the period end weighted average interest rate of 2.08%. See Note 6 “Debt” of the Notes to Condensed Consolidated Fi",,,,,,379N1-00123,A_stratified,2012-D07,7,6140e269-4369-4902-a7ca-cf5e450a2eec,0000936395-12-000028,0000936395,CIEN,Ciena,Information Technology,Communications Equipment,10-Q,2012-03-08,2012,financial_statements,15,512,3139,True,0.12163,0.06533,0.04832,0.14931,0.03194,0.25509,0,0,,"the weighted average shares excluded from the calculation of the denominator for Basic and Diluted EPS due to their anti-dilutive effect for the fiscal years indicated (in thousands): Quarter Ended January 31, 2011 2012 Shares underlying stock options, restricted stock units and warrants 6,447 7,098 0.25% Convertible Senior Notes due May 1, 2013 5,470 5,470 4.00% Convertible Senior Notes due March 15, 2015 18,396 18,396 0.875% Convertible Senior Notes due June 15, 2017 13,108 13,108 3.75% Convertible Senior Notes due October 15, 2018 17,355 17,355 Total excluded due to anti-dilutive effect 60,776 61,427 (15) SHARE-BASED COMPENSATION EXPENSE Ciena maintains two active equity compensation plans, the 2008 Omnibus Incentive Plan (“2008 Plan”) and 2003 Employee Stock Purchase Plan (“ESPP”). These plans were approved by shareholders and are described in Ciena’s annual report on Form 10-K. Ciena has previously made stock option and restricted stock unit awards under the 2008 Plan and certain legacy plans. As of January 31, 2012 , there were approximately 1.5 million shares authorized and remaining available for issuance under the 2008 Plan. Ciena has also previously granted restricted stock unit awards under its 2010 Inducement Equity Award Plan (“2010 Plan”). This plan, described in Ciena’s annual report on Form 10-K, expired on March 19, 2011. Stock Options Outstanding stock option awards to employees are generally subject to service-based vesting restrictions and vest incrementally over a four-year period. The following table is a summary of Ciena’s stock option activity for the period indicated (shares in thousands): Shares UnderlyingOptionsOutstanding WeightedAverageExercise Price Balance at October 31, 2011 3,690 $ 30.01 Granted — — Exercised (14 ) 4.44 Canceled (22 ) 57.81 Balance at January 31, 2012 3,654 $ 29.95 The total intrinsic value of options exercised during the first three months of fiscal 2011 and fiscal 2012 was $1.4 million and $0.1 million , respective",,,,,,380N1-00124,A_stratified,2012-D07,7,6b2c151d-2723-4689-9f49-a7766f9c53fb,0001035002-12-000052,0001035002,VLO,Valero Energy,Energy,Oil & Gas Refining & Marketing,10-Q,2012-08-08,2012,financial_statements,15,399,2175,True,0.07927,0.10902,-0.01166,0.08973,-0.04230,0.24546,0,0,,"Share Activity381Activity in the number of shares of common stock and treasury stock was as follows (in millions) for the382six months ended383384June 30, 2012385and3862011387:3882012 2011389CommonStock TreasuryStock CommonStock TreasuryStock390Balance as of beginning of period 673 (117 ) 673 (105 )391Transactions in connection withstock-based compensation plans:392Stock issuances — 1 — 2393Stock purchases — (6 ) — —394Balance as of end of period 673 (122 ) 673 (103 )39515396Table of Contents397VALERO ENERGY CORPORATION AND SUBSIDIARIES398CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued399)400Common Stock Dividends401On402July 26, 2012403, our board of directors declared a quarterly cash dividend of404$0.175405per common share payable on406September 12, 2012407to holders of record at the close of business on408August 15, 2012409. 8. EMPLOYEE BENEFIT PLANS410The components of net periodic benefit cost related to our defined benefit plans were as follows (in millions) for the three and411six months ended June 30,4124132012414and4152011416:417Pension Plans Other PostretirementBenefit Plans4182012 2011 2012 2011419Three months ended June 30:420Service cost $ 35 $ 22 $ 3 $ 2421Interest cost 23 22 6 5422Expected return on plan assets (31 ) (28 ) — —423Amortization of:424Prior service credit — — (6 ) (5 )425Net actuarial loss 9 3 — 1426Net periodic benefit cost $ 36 $ 19 $ 3 $ 3427Six months ended June 30:428Service cost $ 70 $ 45 $ 6 $ 5429Interest cost 46 43 11 11430Expected return on plan assets (62 ) (56 ) — —431Amortization of:432Prior service cost (credit) 1 1 (11 ) (11 )433Net actuarial loss 17 6 — 1434Net periodic benefit cost $ 72 $ 39 $ 6 $ 6435Our anticipated contributions to our pension plans during 2012 have not changed from amounts previously disclosed in our financial statements for the year ended December 31, 2011. During the436six months ended June 30,4374382012439, we contributed approximately440$13 million441to our pension plans. There were442no443significant contributions made to our pension plans during the444six months ended June 30,4454462011447. In July 2012, we con",,,,,,448N1-00125,A_stratified,2012-D07,7,96c9db7d-0313-46b5-b41a-133ff6d62def,0000092122-12-000076,0000092122,SO,Southern Company,Utilities,Electric Utilities,10-Q,2012-05-07,2012,controls_and_procedures,127,389,2587,True,0.08261,0.10415,0.02354,0.20457,0.03732,0.23712,0,0,,"SouthernCompany AlabamaPower GeorgiaPower GulfPower MississippiPower SouthernPower (in millions) Derivative liabilities $36 $9 $10 $7 $6 $4 At March 31, 2012, the registrants had no collateral posted with their derivative counterparties. The maximum potential collateral requirements arising from the credit-risk-related contingent features, at a rating below BBB- and/or Baa3, were $36 million for each registrant. Generally, collateral may be provided by a Southern Company guaranty, letter of credit, or cash. For the traditional operating companies and Southern Power, included in these amounts are certain agreements that could require collateral in the event that one or more Power Pool participant has a credit rating change to below investment grade. 158 Table of Contents NOTES TO THE CONDENSED FINANCIAL STATEMENTS: (Continued) (I) SEGMENT AND RELATED INFORMATION Southern Company’s reportable business segments are the sale of electricity in the Southeast by the four traditional operating companies and Southern Power. Southern Power’s revenues from sales to the traditional operating companies were $112 million and $83 million for the three months ended March 31, 2012 and March 31, 2011, respectively. The “All Other” column includes parent Southern Company, which does not allocate operating expenses to business segments. Also, this category includes segments below the quantitative threshold for separate disclosure. These segments include investments in telecommunications and leveraged lease projects. All other intersegment revenues are not material. Financial data for business segments and products and services was as follows: Electric Utilities TraditionalOperatingCompanies SouthernPower Eliminations Total AllOther Eliminations Consolidated (in millions) Three Months Ended March 31, 2012: Operating revenues $ 3,449 $ 254 $ (114) $ 3,589 $ 38 $ (23) $ 3,604 Segment net income * 339 29 1 369 2 (3) 368 Total assets at March 31, 2012 $55,698 $3,596 $ (81) $59,213 $1,086 $(",,,,,,449N1-00126,A_stratified,2012-D07,7,5410de31-a342-4339-bc74-ab5f41ccd8a6,0001144204-12-006406,0000102037,UVV,UNIVERSAL,Consumer Staples,Wholesale-Farm Product Raw Materials,10-Q,2012-02-07,2012,financial_statements,2,512,3454,True,0.08729,0.09796,0.04955,0.13170,0.01249,0.22963,0,0,,"provided (used) by operating activities 59,987 (89,355 ) CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of property, plant and equipment (30,251 ) (31,801 ) Proceeds from assignment of farmer contracts and sale of related assets — 34,946 Proceeds from sale of property, plant and equipment, and other 18,650 2,512 Proceeds from fire loss insurance settlement 9,933 — Net cash provided (used) by investing activities (1,668 ) 5,657 CASH FLOWS FROM FINANCING ACTIVITIES: Issuance (repayment) of short-term debt, net (11,336 ) 22,510 Issuance of long-term obligations 100,000 — Repayment of long-term obligations (95,000 ) (15,000 ) Dividends paid to noncontrolling interests (94 ) (100 ) Issuance of common stock 134 — Repurchase of common stock (4,004 ) (33,450 ) Dividends paid on convertible perpetual preferred stock (11,137 ) (11,137 ) Dividends paid on common stock (33,320 ) (34,011 ) Proceeds from termination of interest rate swap agreements 13,388 — Other (3,539 ) — Net cash used by financing activities (44,908 ) (71,188 ) Effect of exchange rate changes on cash (2,050 ) 360 Net increase (decrease) in cash and cash equivalents 11,361 (154,526 ) Cash and cash equivalents at beginning of year 141,007 245,953 Cash and cash equivalents at end of period $ 152,368 $ 91,427 See accompanying notes. 6 UNIVERSAL CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1. BASIS OF PRESENTATION Universal Corporation, with its subsidiaries (“Universal” or the “Company”), is the leading global leaf tobacco merchant and processor. Because of the seasonal nature of the Company’s business, the results of operations for any fiscal quarter are not necessarily indicative of results that could be expected for other quarters or a full fiscal year. All adjustments necessary to state fairly the results for the period have been included and were of a normal recurring nature. Certain amounts in prior year statements have been reclassified to conform to the current year presenta",,,,,,450N1-00127,A_stratified,2012-D07,7,ed82c0e5-c366-47ce-a2f7-ef2c11e68863,0001518519-12-000030,0001100682,CRL,Charles River Laboratories,Health Care,Life Sciences Tools & Services,10-K,2012-02-27,2012,financial_statements,36,512,3100,True,0.07613,0.10394,-0.00204,0.13639,0.00625,0.19209,0,0,,"192,429 $ 174,022 $ — $ — Plan assets assumed — — — — Actual return on plan assets 3,661 20,512 — — Settlements (158 ) (578 ) (5,113 ) — Employer contributions 12,170 7,515 5,877 764 Plan participants' contributions 574 585 — — Benefit payments (6,664 ) (5,849 ) (764 ) (764 ) Premiums paid (272 ) — — — Other — (307 ) — — Effect of foreign exchange 912 (3,471 ) — — Fair value of plan assets at end of year $ 202,652 $ 192,429 $ — $ — Funded status Projected benefit obligation $ 251,916 $ 228,810 $ 26,456 $ 30,572 Fair value of plan assets 202,652 192,429 — — Net balance sheet liability $ 49,264 $ 36,381 $ 26,456 $ 30,572 Classification of net balance sheet liability Non-current assets $ 11 $ — $ — $ — Current liabilities 52 46 717 5,913 Non-current liabilities 49,223 36,335 25,739 24,659 73 Table of Contents CHARLES RIVER LABORATORIES INTERNATIONAL, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (dollars in thousands, except per share amounts) Amounts recognized in statement of financial position as part of accumulated other comprehensive income (""AOCI"") Pension Benefits SupplementalRetirement Benefits 2011 2010 2011 2010 Net actuarial (gain)/loss $ 52,384 $ 30,045 $ 3,190 $ 2,988 Net prior service cost/(credit) (7,117 ) (7,734 ) 1,981 2,479 Total $ 45,267 $ 22,311 $ 5,171 $ 5,467 The accumulated benefit obligation for all defined benefit plans $ 245,705 $ 224,127 $ 24,663 $ 29,073 Information for defined benefit plans with accumulated benefit obligation in excess of plan assets Pension Benefits SupplementalRetirement Benefits 2011 2010 2011 2010 Projected benefit obligation $ 247,232 $ 216,088 $ 26,457 $ 30,572 Accumulated benefit obligation 242,467 214,802 24,663 29,073 Fair value of plan assets 198,689 180,587 — — Information for defined benefit plans with projected benefit obligation in excess of plan assets Pension Benefits SupplementalRetirement Benefits 2011 2010 2011 2010 Projected benefit obligation $ 251,723 $ 228,810 $ 26,457 $ 30,572 Accumulat",,,,,,451N1-00128,A_stratified,2012-D07,7,f37116a8-aa41-465b-8d7e-bad5e2e7f57c,0001142417-12-000075,0001142417,NXST,NEXSTAR MEDIA GROUP INC,Communication Services,Television Broadcasting Stations,10-Q,2012-11-08,2012,md_and_a,9,512,3188,True,0.07787,0.10181,0.02130,0.14616,-0.01814,0.19035,0,0,,"2012 compared to $19.0 million for the same period in 2011. In 2012, we completed a partial redemption of $34.0 million of our outstanding 7% Notes, borrowed a net amount of $8.7 million on our revolving loans and paid the contractual maturities under our senior secured credit facilities, for a total payment of $1.1 million. These repayments were partially offset by $1.0 million of proceeds from stock option exercises. In 2011, we completed the redemption of $45.9 million of our outstanding 11.375% Notes, repurchased $7.5 million of our outstanding 7% Notes and $24.2 million of our outstanding 7% PIK Notes, as well as paid amounts due under the Company’s senior secured credit facilities of $1.0 million, borrowed an additional $50 million of term loan with the amendment to our senior secured credit facility and borrowed a net $6.8 million on our revolving loans. Although our senior secured credit facility limits, but does not prohibit, the payment of cash dividends to common stockholders, we and Mission do not currently intend to declare or pay a cash dividend. Future Sources of Financing and Debt Service Requirements As of September 30, 2012, Nexstar and Mission had total combined debt of $615.2 million, which represented 135.2% of Nexstar and Mission’s combined capitalization. Our and Mission’s high level of debt requires that a substantial portion of cash flow be dedicated to pay principal and interest on debt, which reduces the funds available for working capital, capital expenditures, acquisitions and other general corporate purposes. Nexstar and Mission had $42.0 million of total unused revolving loan commitments under our respective senior secured credit facilities, all of which was available for borrowing, based on the covenant calculations as of September 30, 2012. The Company’s ability to access funds under its senior secured credit facilities depends, in part, on our compliance with certain financial covenants. Any additional drawings under senior secured ",,,,,,452N1-00129,A_stratified,2012-D07,7,df4b683a-3599-4c36-855e-421ce90b8d50,0001193125-12-072782,0000939767,EXEL,EXELIXIS INC,Health Care,"Biological Products, (No Diagnostic Substances)",10-K,2012-02-22,2012,business,8,512,3549,True,0.13301,0.04030,0.19176,0.07131,0.03978,0.17366,0,0,,"to any product containing or comprising the selected candidate. In the event of such termination election, Bristol-Myers Squibb’s license relating to such product would terminate and revert to us, and we would receive, subject to certain terms and conditions, licenses from Bristol-Myers Squibb to research, develop and commercialize certain collaboration compounds that were discovered. LXR Collaboration. In December 2005, we entered into a collaboration agreement with Bristol-Myers Squibb for the discovery, development and commercialization of novel therapies targeted against LXR, a nuclear hormone receptor implicated in a variety of cardiovascular and metabolic disorders. This agreement became effective in January 2006, at which time we granted Bristol-Myers Squibb an exclusive worldwide license with respect to certain intellectual property primarily relating to compounds that modulate LXR. During the research term, we jointly identified drug candidates with Bristol-Myers Squibb that were ready for IND-enabling studies. After the selection of a drug candidate for further clinical development by Bristol-Myers Squibb, Bristol-Myers Squibb agreed to be solely responsible for further preclinical development as well as clinical development, regulatory, manufacturing and sales/marketing activities for the selected drug candidate. We do not have rights to reacquire the drug candidates selected by Bristol-Myers Squibb. The research term expired in January 2010 and we transferred the technology to Bristol-Myers Squibb in 2011 to enable it to continue the LXR program. The collaboration agreement was amended and restated in April 2011 in connection with an assignment of patents to one of our wholly-owned subsidiaries. 8 Table of Contents Under the collaboration agreement, Bristol-Myers Squibb paid us a nonrefundable upfront cash payment in the amount of $17.5 million and was obligated to provide research and development funding of $10.0 million per year for an initial research",,,,,,453N1-00130,A_stratified,2012-D07,7,7fc51eff-5411-4e86-bd60-c2dc92e70095,0001193125-12-416643,0000033002,EBF,ENNIS INC,Industrials,Manifold Business Forms,10-Q,2012-10-05,2012,legal_proceedings,0,37,226,False,0.09930,0.07389,-0.01170,0.13123,0.06865,0.15850,0,0,,"Proceedings There are no material pending proceedings, other than ordinary routine litigation incidental to the business, to which the Company or any of its subsidiaries is a party or of which any of their property is subject.",,,,,,454N1-00131,A_stratified,2012-D07,7,686bc843-0af4-495e-bcca-49d042fb27b1,0001045450-12-000039,0001045450,EPR,EPR PROPERTIES REIT,Real Estate,Real Estate Investment Trusts,10-Q,2012-05-02,2012,financial_statements,18,512,3401,True,0.09630,0.07658,0.05298,0.04001,-0.00290,0.15523,0,0,,"of Gain (Loss) Recognized in AOCI on Derivative (Effective Portion) (521 ) (1,140 ) Amount of Income (Expense) Reclassified from AOCI into Earnings (Effective Portion) (2) (167 ) (213 ) Currency Forward Agreements Amount of Gain (Loss) Recognized in AOCI on Derivative (Effective Portion) (1,140 ) (6,914 ) Amount of Income (Expense) Reclassified from AOCI into Earnings (Effective Portion) (3) — (4,262 ) Total Amount of Gain (Loss) Recognized in AOCI on Derivative (Effective Portion) $ (3,027 ) $ (12,179 ) Amount of Income (Expense) Reclassified from AOCI into Earnings (Effective Portion) (539 ) (9,197 ) (1) Included in ""Interest expense"" in accompanying consolidated statements of income for the three months ended March 31, 2012.$4.6 millionincluded in “Costs associated with loan refinancing or payoff, net” and$137 thousandincluded in “Interest expense” in accompanying consolidated statements of income for the three months ended March 31, 2011. (2) Included in “Other expense” in the accompanying consolidated statements of income. (3) $4.3 millionincluded in ""Gain on sale or acquisition of real estate"" in the accompanying consolidated statements of income for the three months ended March 31, 2011. Credit-risk-related Contingent Features The Company has agreements with each of its interest rate derivative counterparties that contain a provision where if the Company defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then the Company could also be declared in default on its interest rate derivative obligations. As of March 31, 2012, the fair value of the Company’s derivatives in a liability position related to these agreements was $4.5 million . If the Company breached any of the contractual provisions of the derivative contracts, it would be required to settle its obligations under the agreements at their termination value of $4.6 million . 12. Fair Value Disclosures The Company’s has certain",,,,,,455N1-00132,A_stratified,2012-D07,7,26503b06-02e0-4f84-82cc-d58ae422ad11,0001104659-12-073758,0001404912,KKR,KKR & Co.,Financials,Asset Management & Custody Banks,10-Q,2012-11-02,2012,md_and_a,32,512,3359,True,0.07893,0.09314,0.09433,0.05290,-0.01532,0.14267,0,0,,"30, 2012 and 2011. 77 Table of Contents Nine Months Ended September 30, 2012 2011 ($ in thousands) 2006 Fund $ 252,558 $ (14,161 ) Asian Fund 83,976 32,681 European Fund III 63,323 (5,215 ) European Fund II 52,932 — Co-Investment Vehicles and Other 50,958 38,532 Millennium Fund 45,475 (119,458 ) E2 Investors 22,814 328 China Growth Fund (5,930 ) 11,465 European Fund (26,727 ) (173,238 ) Total (a) $ 539,379 $ (229,066 ) (a) The above table excludes any funds for which there were no unrealized gains (losses) of carried interest during either of the periods presented. For the nine months ended September 30, 2012, the net unrealized gains of $539.4 million included $1,008.4 million of net unrealized gains reflecting net increases in the value of various portfolio companies which were partially offset by $469.0 million of reversals of previously recognized net unrealized gains in connection with the occurrence of realization events such as partial or full sales of investments. Of the $1,008.4 million of net increases in value, 33% was attributable to increased share prices of various publicly held investments, the most significant of which were gains on HCA, Inc., Dollar General Corporation, NXP Semiconductors NV and Jazz Pharmaceuticals plc. These increases were partially offset by decreased share prices of various publicly held investments, the most significant of which were Seven West Media Ltd. and Far Eastern Horizon Ltd. Our private portfolio contributed the remainder of the change in value, the most significant of which were gains relating to Alliance Boots GmbH, Oriental Brewery and Academy Sports and Outdoors. The unrealized gains on our private portfolio were partially offset by unrealized losses relating to Samson Resources, Ambea AB (health care sector) and China International Capital Corporation. The increased valuations are generally related to an increase in market comparables and individual company performance, and in the case of Alliance Boots GmbH, an i",,,,,,456N1-00133,A_stratified,2012-D07,7,228660cc-299c-413d-9c5c-261ab4a86297,0001193125-12-472182,0000108312,WWD,WOODWARD,Industrials,Electrical Industrial Apparatus,10-K,2012-11-15,2012,risk_factors,13,512,3447,True,0.10601,0.06112,0.17490,0.19158,0.11442,0.12303,0,0,,"political unrest, terrorist activity, public health concerns, or other unforeseen events, which could cause significant delays in the shipment of products and the provision of services and could cause the loss of sales and customers. Accordingly, disruption of our operations or the operations of a significant supplier could have a material adverse effect on our business, financial condition, results of operations, and cash flows. We have significant investments outside the United States and significant sales and purchases in foreign denominated currencies, creating exposure to foreign currency exchange rate fluctuations. We have significant investments outside the United States. Further, we have sales and purchases of raw materials and finished goods in foreign denominated currencies. Accordingly, we have exposure to fluctuations in foreign currency exchange rates relative to the U.S. dollar. These exposures may change over time as our business and business practices evolve, and they could have a material adverse effect on our financial results and cash flows. An increase in the value of the U.S. dollar could increase the real cost to our customers of our products in those markets outside the United States where we sell in U.S. dollars, and a weakened U.S. dollar could increase the cost of local operating expenses and procurement of raw materials to the extent that we must purchase components 19 Table of Contents in foreign currencies. Foreign currency exchange rate risk is reduced through several means, including the maintenance of local production facilities in the markets served, invoicing of customers in the same currency as the source of the products, prompt settlement of inter-company balances utilizing a global netting system, and limited use of foreign currency denominated debt. Despite these measures, continued instability in the worldwide financial markets, sovereign credit rating downgrades and uncertainty surrounding European sovereign and other debt def",,,,,,457N1-00134,A_stratified,2012-D07,7,6de1541f-c0c8-4251-bfc6-d1bc97df001c,0001104659-12-034702,0000354707,HE,HAWAIIAN ELECTRIC INDUSTRIES,Utilities,Electric Services,10-Q,2012-05-09,2012,financial_statements,14,512,3266,True,0.06673,0.10194,0.07515,0.09190,-0.02207,0.11603,0,0,utility_in_top12,"expense and related income tax benefit were as follows: Three months ended March 31(in millions) 2012 2011 Share-based compensation expense (1) $ 1.8 $ 1.2 Income tax benefit 0.6 0.4 (1) The Company has not capitalized any share-based compensation cost. Nonqualified stock options. Information about HEI’s NQSOs was as follows: March 31, 2012 Outstanding & Exercisable (Vested) Year ofgrant Range ofexercise prices Numberof options Weighted-averageremainingcontractual life Weighted-averageexercise price 2002 $ 21.68 8,000 0.1 $ 21.68 2003 20.49 35,500 0.7 20.49 $ 20.49 – 21.68 43,500 0.6 $ 20.71 As of December 31, 2011, NQSOs outstanding totaled 55,500 (representing the same number of underlying shares), with a weighted-average exercise price of $20.92. As of March 31, 2012, all NQSOs outstanding were exercisable and had an aggregate intrinsic value (including dividend equivalents) of $0.3 million. NQSO activity and statistics were as follows: Three months ended March 31 (dollars inthousands, except prices) 2012 2011 Shares exercised 12,000 32,500 Weighted-average exercise price $ 21.68 $ 20.27 Cash received from exercise $ 260 $ 659 Intrinsic value of shares exercised (1) $ 91 $ 258 Tax benefit realized for the deduction of exercises $ 36 $ 101 (1) Intrinsic value is the amount by which the fair market value of the underlying stock and the related dividend equivalents exceeds the exercise price of the option. 16 Table of Contents Stock appreciation rights. Information about HEI’s SARs was as follows: March 31, 2012 Outstanding & Exercisable (Vested) Year ofgrant Range ofexercise prices Number of sharesunderlying SARs Weighted-averageremainingcontractual life Weighted-averageexercise price 2004 $ 26.02 72,000 2.1 $ 26.02 2005 26.18 210,000 2.4 26.18 $ 26.02 –26.18 282,000 2.3 $ 26.14 As of December 31, 2011, the shares underlying SARs outstanding totaled 282,000, with a weighted-average exercise price of $26.14. As of March 31, 2012, all SARs outstanding were exercisabl",,,,,,458N1-00135,A_stratified,2012-D07,7,397f8263-8b2a-4a14-bc87-cc861434e91c,0001193125-12-137499,0000723531,PAYX,Paychex,Industrials,Human Resource & Employment Services,10-Q,2012-03-28,2012,md_and_a,14,512,3365,True,0.09534,0.07132,0.00007,0.13713,-0.02262,0.11550,0,0,,"timing of collecting client funds and the related remittance of funds to applicable tax or regulatory agencies for payroll tax administration services and to employees of clients utilizing employee payment services. Collections from clients are typically remitted from one to 30 days after receipt, with some items extending to 90 days. Dividends paid: In October 2011, our Board of Directors (""Board"") declared a 3% increase in the quarterly dividend payment to $0.32 per share from $0.31 per share. A quarterly dividend of $0.32 per share was paid February 15, 2012 to stockholders of record as of February 1, 2012. The payment of future dividends is dependent on our future earnings and cash flow and is subject to the discretion of our Board. MARKET RISK FACTORS Changes in interest rates and interest rate risk: Funds held for clients are primarily comprised of short-term funds and available-for-sale securities. Corporate investments are primarily comprised of available-for-sale securities. As a result of our operating and investing activities, we are exposed to changes in interest rates that may materially affect our results of operations or financial position. Changes in interest rates will impact the earnings potential of future investments and will cause fluctuations in the fair value of our longer-term available-for-sale securities. We follow an investment strategy of protecting principal and optimizing liquidity. A substantial portion of our portfolios is invested in high credit quality securities with AAA and AA ratings and A-1/P-1 ratings on short-term securities. We invest predominantly in municipal bonds – general obligation bonds; pre-refunded bonds, which are secured by a U.S. government escrow; and essential services revenue bonds. We limit the amounts that can be invested in any single issuer and invest in short- to intermediate-term instruments whose fair value is less sensitive to interest rate changes. We manage the available-for-sale securities to a bench",,,,,,459N1-00136,A_stratified,2012-D07,7,08236f77-805a-452c-a3a6-d3f8b1399a87,0001144204-12-017924,0001038773,SMBK,SMARTFINANCIAL INC,Financials,National Commercial Banks,10-K,2012-03-29,2012,financial_statements,21,512,2947,True,0.08536,0.07688,0.04759,0.17570,0.03560,0.08331,0,0,,"real estate – mortgage 322 322 - 3,589 21 Construction and land development 829 1,023 - 1,099 59 Commercial and industrial 2,691 2,691 - 1,207 165 Consumer and other - - - - - Total 8,196 8,390 - 11,273 575 Impaired loans with a valuation allowance: Commercial real estate – mortgage 9,639 9,694 2,605 5,912 645 Consumer real estate – mortgage 6,195 6,257 1,254 5,333 294 Construction and land development 879 879 653 294 62 Commercial and industrial 508 508 464 784 65 Consumer and other - - - - - Total 17,221 17,338 4,976 12,323 1,066 Total impaired loans $ 25,417 $ 25,728 $ 4,976 $ 23,596 $ 1,641 73 CORNERSTONE BANCSHARES, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2011, 2010 and 2009 Note 5. Loans and Allowance for Loan Losses (continued) For the Year Ended At December 31, 2010 December 31, 2010 Unpaid Average Interest Recorded Principal Related Recorded Income Investment Balance Allowance Investment Recognized Impaired loans without a valuation allowance: Commercial real estate – mortgage $ 1,663 $ 1,750 $ - $ 2,747 $ 58 Consumer real estate – mortgage 998 1,042 - 776 25 Construction and land development 1,793 2,171 - 1,526 132 Commercial and industrial 70 599 - 782 17 Consumer and other 2 2 - 1 10 Total 4,526 5,564 - 5,832 242 Impaired loans with a valuation allowance: Commercial real estate – mortgage 8,284 9,081 906 8,494 342 Consumer real estate – mortgage 9,425 9,668 2,420 8,968 369 Construction and land development 281 281 60 2,674 21 Commercial and industrial 598 598 337 1,060 76 Consumer and other 49 50 17 178 4 Total 18,637 19,678 3,740 21,374 812 Total impaired loans $ 23,163 $ 25,242 $ 3,740 $ 27,206 $ 1,054 Interest income recognized on impaired loans for the year ended December 31, 2009, was approximately $1,601,000. The following tables present an aged analysis of past due loans as of December 31, 2011 and 2010 (in thousands): As of December 31, 2011: 30-89 Days Past Due 90 Past Due and Days or More Total Current Total ",,,,,,460N1-00137,A_stratified,2012-D07,7,7b597b10-9d8b-4a78-9fd6-ade53c12b5c5,0000089800-12-000123,0000089800,SHW,Sherwin-Williams,Materials,Specialty Chemicals,10-Q,2012-10-26,2012,md_and_a,22,318,2255,True,0.13587,0.02099,0.19427,0.27611,0.10388,0.07086,0,0,,"recent acquisitions of Becker Acroma Industrial Wood Coatings, Sayerlack Industrial Wood Coatings, Pinturas Condor, Leighs Paints and Geocel, as well as the performance of the businesses acquired; (h) risks and uncertainties associated with the Company’s ownership of Life Shield Engineered Systems LLC; (i) changes in general domestic economic conditions such as inflation rates, interest rates, tax rates, unemployment rates, higher labor and healthcare costs, recessions, and changing governmental policies, laws and regulations; (j) risks and uncertainties associated with the Company’s expansion into and its operations in Asia, Europe, Mexico, South America and other foreign markets, including general economic conditions, inflation rates, recessions, foreign currency exchange rates, foreign investment and repatriation restrictions, legal and regulatory constraints, civil unrest and other external economic and political factors; (k) the achievement of growth in foreign markets, such as Asia, Europe, Mexico and South America; (l) increasingly stringent domestic and foreign governmental regulations including those affecting health, safety and the environment; (m) inherent uncertainties involved in assessing the Company’s potential liability for environmental-related activities; (n) other changes in governmental policies, laws and regulations, including changes in accounting policies and standards and taxation requirements (such as new tax laws and new or revised tax law interpretations); (o) the nature, cost, quantity and outcome of pending and future litigation and other claims, including the lead pigment and lead-based paint litigation, and the effect of any legislation and administrative regulations relating thereto; and (p) unusual weather conditions. Readers are cautioned that it is not possible to predict or identify all of the risks, uncertainties and other factors that may affect future results and that the above list should not be considered to be a complete lis",,,,,,461N1-00138,A_stratified,2012-D07,7,82983af8-34b8-47ff-b0fe-abb1a3587f19,0001104659-12-035922,0001326200,GNK,GENCO SHIPPING AND TRADING,Industrials,Deep Sea Foreign Transportation of  Freight,10-Q,2012-05-10,2012,financial_statements,13,512,3242,True,0.10566,0.05276,0.05568,0.14461,0.06327,0.06784,0,0,,"2011, the amount due to the Company from GMC was $114, of which $90 was reserved for pursuant to GMC’s bankruptcy proceedings. During the three months ended March 31, 2012 and 2011, the Company incurred legal services (primarily in connection with vessel acquisitions) aggregating $3 and $13, respectively, from Constantine Georgiopoulos, the father of Peter C. Georgiopoulos, Chairman of the Board. At March 31, 2012 and December 31, 2011, $3 and $29, respectively, was outstanding to Constantine Georgiopoulos. 15 Table of Contents During the three months ended March 31, 2012 and 2011, the Company utilized the services of North Star Maritime, Inc. (“NSM”) which is owned and operated by one of GS&T’s directors, Rear Admiral Robert C. North, USCG (ret.). NSM, a marine industry consulting firm, specializes in international and domestic maritime safety, security and environmental protection issues. NSM billed $0 and $2 for services rendered during the three months ended March 31, 2012 and 2011. There are no amounts due to NSM at March 31, 2012 and December 31, 2011. GS&T and Baltic Trading have entered into agreements with Aegean Marine Petroleum Network, Inc. (“Aegean”) to purchase lubricating oils for certain vessels in their fleets. Peter C. Georgiopoulos, Chairman of the Board of the Company, is Chairman of the Board of Aegean. During the three months ended March 31, 2012 and 2011, Aegean supplied lubricating oils to the Company’s vessels aggregating $499 and $463, respectively. At March 31, 2012 and December 31, 2011, $190 and $408 remained outstanding, respectively. During the three months ended March 31, 2012 and 2011, the Company invoiced MEP for technical services provided and expenses paid on MEP’s behalf aggregating $846 and $839, respectively. MEP is managed by a company owned by Peter C. Georgiopoulos, Chairman of the Board. At March 31, 2012 and December 31, 2011, $9 and $7, respectively, was due to the Company from MEP. Total service revenue earned by the Com",,,,,,462N1-00139,A_stratified,2012-D07,7,3e84c363-e1dc-48ee-9e65-c44f7172bae0,0001490281-12-000015,0001490281,GRPN,GROUPON,Consumer Discretionary,Services-Advertising Agencies,10-Q,2012-08-14,2012,risk_factors,17,512,3333,True,0.09673,0.05900,0.17864,0.33101,0.12157,0.04707,0,0,,"such as property ownership, sales and other taxes, libel and personal privacy apply to the Internet as the vast majority of these laws were adopted prior to the advent of the Internet and do not contemplate or address the unique issues raised by the Internet or e-commerce. In addition, it is possible that governments of one or more countries may seek to censor content available on our websites and applications or may even attempt to completely block access to our websites. Adverse legal or regulatory developments could substantially harm our business. In particular, in the event that we are restricted, in whole or in part, from operating in one or more countries, our ability to retain or increase our customer base may be adversely affected and we may not be able to maintain or grow our revenue as anticipated. New tax treatment of companies engaged in Internet commerce may adversely affect the commercial use of our services and our financial results. Due to the global nature of the Internet, it is possible that various states or foreign countries might attempt to regulate our transmissions or levy sales, income or other taxes relating to our activities. Tax authorities at the international, federal, state and local levels are currently reviewing the appropriate treatment of companies engaged in Internet commerce. New or revised international, federal, state or local tax regulations may subject us or our customers to additional sales, income and other taxes. 56 We cannot predict the effect of current attempts to impose sales, income or other taxes on commerce over the Internet. New or revised taxes and, in particular, sales taxes, VAT and similar taxes would likely increase the cost of doing business online and decrease the attractiveness of advertising and selling goods and services over the Internet. New taxes could also create significant increases in internal costs necessary to capture data, and collect and remit taxes. Any of these events could have an adverse ef",,,,,,463N1-00140,A_stratified,2012-D07,7,77c14fbd-ae19-461e-bf83-e79d56193e96,0001104659-12-073758,0001404912,KKR,KKR & Co.,Financials,Asset Management & Custody Banks,10-Q,2012-11-02,2012,md_and_a,52,512,3293,True,0.05056,0.10695,0.03309,0.10125,0.04018,0.03855,0,0,,"account. Contractual Obligations, Commitments and Contingencies on an Unconsolidated Basis In the ordinary course of business, we enter into contractual arrangements that may require future cash payments. The following table sets forth information relating to anticipated future cash payments as of September 30, 2012 on an unconsolidated basis. Payments due by Period Types of Contractual Obligations <1 Year 1-3 Years 3-5 Years >5 Years Total ($ in millions) Uncalled commitments to investment funds (1) $ 802.7 $ — $ — $ — $ 802.7 Debt payment obligations (2) — — — 500.0 500.0 Interest obligations on debt (3) 31.9 63.8 63.8 95.6 255.1 Underwriting Commitments (4) 70.0 — — — 70.0 Lending Commitments (5) 93.9 — — — 93.9 Lease obligations 44.4 85.8 81.7 133.5 345.4 Total $ 1,042.9 $ 149.6 $ 145.5 $ 729.1 $ 2,067.1 (1) These uncalled commitments represent amounts committed by us to fund a portion of the purchase price paid for each investment made by our investment funds which are actively investing. Because capital contributions are due on demand, the above commitments have been presented as falling due within one year. However, given the size of such commitments and the rates at which our investment funds make investments, we expect that the capital commitments presented above will be called over a period of several years. See “—Liquidity—Liquidity Needs.” (2) Represents Senior Notes which are presented gross of unamortized discount. (3) These interest obligations on debt represent estimated interest to be paid over the maturity of the related debt obligation, which has been calculated assuming the debt outstanding at September 30, 2012 is not repaid until its maturity. Future interest rates are assumed to be those in effect as of September 30, 2012, including both variable and fixed rates provided for by the relevant debt agreements. The amounts presented above include accrued interest on outstanding indebtedness. (4) Represents various commitments in our capital market",,,,,,464N1-00141,A_stratified,2012-D08,8,e2e99b87-ab8a-4cbd-9581-3eace964adc7,0001157523-12-005938,0000712534,FRME,FIRST MERCHANTS,Financials,National Commercial Banks,10-Q,2012-11-09,2012,financial_statements,37,512,3482,True,0.17542,0.05944,0.13757,0.21482,0.12302,0.58089,0,0,,"banking locations in twenty-four Indiana and two Ohio counties. In addition to its branch network, the Corporation’s delivery channels include ATMs, check cards, remote deposit capture, interactive voice response systems and internet technology. The Corporation’s business activities are currently limited to one significant business segment, which is community banking. Through the Bank, the Corporation offers a broad range of financial services, including accepting time deposits, savings and demand deposits; making consumer, commercial, agri-business and real estate mortgage loans; renting safe deposit facilities; providing personal and corporate trust services; providing full-service brokerage; and providing other corporate services, letters of credit and repurchase agreements. The Corporation also operates First Merchants Insurance Services, Inc., operating as First Merchants Insurance Group, a full-service property, casualty, personal lines, and employee benefit insurance agency headquartered in Muncie, Indiana. 41 ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS Executive Summary First Merchants Corporation reported net income available to common stockholders of $10.1 million, or $0.35 per fully diluted common share for the quarter ended September 30, 2012, an increase of $16.5 million, compared to a net loss available to common stockholders of $6.4 million, or $(0.25) per common share for the quarter ended September 30, 2011. Net income available to common stockholders for the nine months ended September 30, 2012 was $31.4 million, or $1.09 per fully diluted common share, compared to net income available to common stockholders of $2.6 million, or $0.10 per fully diluted common share for the nine months ended September 30, 2011. In the third quarter of 2011, an after-tax loss of $12.3 million, or $.47 per share, was recorded due to the accounting treatment for the extinguishment of trust preferred",,,,,,465N1-00142,A_stratified,2012-D08,8,852b8204-1b09-4a72-a333-2a9b12f2289f,0001065088-12-000085,0001065088,EBAY,eBay Inc.,Consumer Discretionary,Broadline Retail,10-Q,2012-07-19,2012,risk_factors,27,512,3342,True,0.12435,0.11383,0.16248,0.38632,0.11005,0.58007,0,0,,"we could lose users. A party that is able to circumvent our security measures could misappropriate our or our users' proprietary information, cause interruption in our operations, damage our computers or those of our users, or otherwise damage our reputation and business. Any compromise of our security could result in a violation of applicable privacy and other laws, significant legal and financial exposure, damage to our reputation and a loss of confidence in our security measures, which could harm our business. Data security breaches may also result from non-technical means, for example, actions by a suborned employee. GSI's clients also face similar risks of security breaches, and to the extent that such clients are harmed as a result of a security breach, GSI's business would also be adversely affected. A significant number of our users authorize us to bill their payment card accounts directly for all transaction fees charged by us. For example, PayPal's users routinely provide credit card and other financial information, and GSI customers routinely provide credit card information and other personally identifiable information which we maintain to facilitate the ease of future transactions. We rely on encryption and authentication technology licensed from third parties to provide the security and authentication to effectively secure transmission of confidential information, including customer payment card numbers. Advances in computer capabilities, new discoveries in the field of cryptography or other developments may result in the technology used by us to protect transaction data being breached or compromised. Financial services regulators in various jurisdictions, including the U.S. and the EU, have implemented or are considering proposals to impose new authentication requirements on banks and payment processors. These requirements could impose significant costs on PayPal, make it more difficult for new customers to join its network and reduce the ease of use o",,,,,,466N1-00143,A_stratified,2012-D08,8,e7e2f117-e45e-4c12-b56b-3ce419bcc3dd,0001136261-12-000046,0001023731,EGHT,8X8 INC,Information Technology,Services-Computer Processing & Data Preparation,10-Q,2012-01-23,2012,financial_statements,0,512,3361,True,0.12074,0.11454,0.08861,0.12651,0.01362,0.56022,0,0,,"STATEMENTS 8X8, Inc. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, unaudited) December 31, March 31, 2011 2011 ASSETS Current assets: Cash and cash equivalents $ 20,004 $ 16,474 Restricted cash 28 - Short-term investments 1,912 1,927 Accounts receivable, net 1,917 863 Inventory 539 2,105 Deferred cost of goods sold 129 123 Other current assets 819 584 Total current assets 25,348 22,076 Property and equipment, net 3,483 2,398 Intangible assets, net 11,979 214 Goodwill 25,150 1,210 Other assets 647 686 Total assets $ 66,607 $ 26,584 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 4,481 $ 4,551 Accrued compensation 3,296 1,722 Accrued warranty 396 362 Accrued taxes 1,432 1,828 Deferred revenue 1,013 835 Other accrued liabilities 1,732 1,386 Total current liabilities 12,350 10,684 Other liabilities 400 39 Total liabilities 12,750 10,723 Commitments and contingencies (Note 9) Stockholders' equity: Common stock 62 62 Additional paid-in capital 240,864 208,218 Accumulated other comprehensive loss (88) (73) Accumulated deficit (186,981) (192,346) Total stockholders' equity 53,857 15,861 Total liabilities and stockholders' equity $ 66,607 $ 26,584 The accompanying notes are an integral part of these unaudited condensed consolidated financial statements. 3 8X8, Inc. CONDENSED CONSOLIDATED STATEMENTS OF INCOME (In thousands, except per share amounts; unaudited) Three Months Ended Nine Months Ended December 31, December 31, 2011 2010 2011 2010 Service revenues $ 21,200 $ 16,664 $ 56,234 $ 48,098 Product revenues 2,078 1,114 5,370 3,881 Total revenues 23,278 17,778 61,604 51,979 Operating expenses: Cost of service revenues 4,890 3,819 12,764 10,790 Cost of product revenues 2,584 1,840 7,467 5,897 Research and development 1,955 1,131 4,902 3,628 Selling, general and administrative 11,297 9,570 31,448 27,453 Total operating expenses 20,726 16,360 56,581 47,768 Income from operations 2,552 1,418 5,023 4,211 Other income, net 49 78 58 112 Income o",,,,,,467N1-00144,A_stratified,2012-D08,8,2fccd403-ffb8-46a2-b19c-1e29440c0fd4,0001104659-12-042339,0001020859,UNFI,UNITED NATURAL FOODS INC,Consumer Staples,"Wholesale-Groceries, General Line",10-Q,2012-06-07,2012,md_and_a,19,243,1556,False,0.11517,0.11901,0.06610,-0.01221,0.08273,0.55086,0,0,,"fuel supply agreements. As of April 28, 2012, we had entered into agreements which require us to purchase a total of approximately 3.6 million gallons of diesel fuel for the period August 2011 through July 2012 at prices ranging from $3.56 to $3.90 (including taxes) per gallon. As of April 30, 2011, we had entered into agreements which required us to purchase a total of approximately 2.8 million gallons of diesel fuel at prices ranging from $2.87 to $3.53 (including taxes) per gallon for the period August 2010 through July 2011. These fixed price fuel agreements qualified for the “normal purchase” exception under ASC 815 as physical deliveries will occur rather than net settlements, and therefore the fuel purchases under these contracts will be expensed as incurred and included within operating expenses. Contractual Obligations There have been no material changes to our contractual obligations and commercial commitments during the three months ended April 28, 2012 from those disclosed in our Annual Report on Form 10-K for the year ended July 30, 2011. Seasonality While we have historically seen an increase in our inventory during the first quarter of our fiscal year, generally, we do not experience any material seasonality. However, our sales and operating results may vary significantly from quarter to quarter due to factors such as changes in our operating expenses, management’s ability to execute our operating and growth strategies, personnel changes, demand for natural products, supply shortages and general economic conditions.",,,,,,468N1-00145,A_stratified,2012-D08,8,f011988c-7490-456b-a6c9-0eade5255441,0001193125-12-117581,0000771266,KOPN,KOPIN CORP,Information Technology,Semiconductors & Related Devices,10-K,2012-03-15,2012,other_information,22,512,3314,True,0.12698,0.10357,0.09872,0.18362,0.00187,0.53301,0,0,,"be issued to employees, non-employees, and members of the Board of Directors (the Board). The Supplemental Plan authorized 1,300,000 shares of common stock, to be issued to employees and certain non-employees and only permits the issuance of nonqualified stock options and restricted common stock awards. The Equity Plan and the Supplemental had ten year lives and therefore no new equity awards may be issued under these plans. In 2010 the Company adopted a 2010 Equity Incentive Plan (the 2010 Equity Plan) which authorized the issuance of shares of common stock to employees, non-employees, and the Board. The 2010 Equity Plan has been subsequently amended to increase the number of authorized shares. The number of shares authorized is 1,800,000 plus the number of shares of common stock which were available for grant under the Equity Plan, the number of shares of common stock which were the subject of awards outstanding under the Equity Plan and are forfeited, terminated, cancelled or expire after the adoption of the 2010 Equity Plan and the number of shares of common stock delivered to the Company either in exercise of a Equity Plan award or in satisfaction of a tax withholding obligation. The option price of statutory incentive stock options shall not be less than 100% of the fair market value of the stock at the date of grant, or in the case of certain statutory incentive stock options, at 110% of the fair market value at the time of the grant. The 72 KOPIN CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued) option price of nonqualified stock options is determined by the Board or Compensation Committee. Options must be exercised within a ten-year period or sooner if so specified within the option agreement. The term and vesting period for restricted stock awards and options granted under the 2010 Equity Plan are determined by the Board’s compensation committee. The Company has available approximately 0.6 million shares of common stock available for issua",,,,,,469N1-00146,A_stratified,2012-D08,8,0a33bd42-bb0a-4f22-8a91-d3f5bdb5c083,0001386278-12-000067,0001386278,GDOT,GREEN DOT CLASS A,Financials,Finance Services,10-Q,2012-08-09,2012,md_and_a,0,512,3541,True,0.17830,0.04715,0.16954,0.21661,0.10394,0.52268,0,0,,"Discussion and Analysis of Financial Condition and Results of Operations This Quarterly Report on Form 10-Q, including this Management’s Discussion and Analysis of Financial Condition and Results of Operations, contains forward-looking statements regarding future events and our future results that are subject to the safe harbors created under the Securities Act of 1933 and the Securities Exchange Act of 1934 (the “Exchange Act”). All statements other than statements of historical facts are statements that could be deemed to be forward-looking statements. These statements are based on current expectations, estimates, forecasts and projections about the industries in which we operate and the beliefs and assumptions of our management. Words such as “expects,” “anticipates,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “continues,” “endeavors,” “strives,” “may” and “assumes,” variations of such words and similar expressions are intended to identify forward-looking statements. In addition, any statements that refer to projections of our future financial performance, our anticipated growth and trends in our businesses, and other characterizations of future events or circumstances are forward-looking statements. Readers are cautioned that these forward-looking statements are subject to risks, uncertainties, and assumptions that are difficult to predict, including those identified below, under “Part I, Item 1A. Risk Factors,” and elsewhere herein. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update any forward-looking statements for any reason. In this Quarterly Report, unless otherwise specified or the context otherwise requires, “Green Dot,” “we,” “us,” and “our” refer to Green Dot Corporation and its consolidated subsidiaries. Overview Green Dot is a leading financial services company providing simple, low-cost and conv",,,,,,470N1-00147,A_stratified,2012-D08,8,7b7a0f2c-5d4b-4127-8093-130a8dada322,0001047469-12-003143,0000028917,DDS,DILLARDS CLASS A,Consumer Discretionary,Retail-Department Stores,10-K,2012-03-22,2012,risk_factors,2,512,3458,True,0.19693,0.02283,0.25216,0.25987,0.17748,0.49468,0,0,,"financial difficulties due to a downturn in the industry or in other macroeconomic environments, such as credit markets, stifling their ability to obtain borrowed funds necessary to finance their operations. These supplier risks may have a material adverse effect on our business and results of operations. 4 Table of Contents We may evaluate acquisitions, joint ventures and other strategic initiatives, any of which could distract management or otherwise have a negative effect on revenues, costs and stock price. Our future success may depend on opportunities to buy or obtain rights to other businesses or technologies that could complement, enhance or expand our current business or products or that might otherwise offer growth opportunities. In particular, we intend to evaluate potential mergers, acquisitions, joint venture investments, strategic initiatives, alliances, vertical integration opportunities and divestitures. Our attempt to engage in these transactions may expose us to various inherent risks, including: • assessing the value, future growth potential, strengths, weaknesses, contingent and other liabilities and potential profitability of acquisition candidates; • the potential loss of key personnel of an acquired business; • the ability to achieve projected economic and operating synergies; • difficulties successfully integrating, operating, maintaining and managing newly acquired operations or employees; • difficulties maintaining uniform standards, controls, procedures and policies; • unanticipated changes in business and economic conditions affecting an acquired business; • the possibility of impairment charges if an acquired business performs below expectations; and • the diversion of management's attention from the existing business to integrate the operations and personnel of the acquired or combined business or to implement the strategic initiative. Our annual and quarterly financial results may fluctuate depending on various factors, many of which ar",,,,,,471N1-00148,A_stratified,2012-D08,8,5d03836c-0c71-463d-8a46-3f2fd366d6a8,0001130310-12-000033,0001130310,CNP,CenterPoint Energy,Utilities,Multi-Utilities,10-Q,2012-11-07,2012,md_and_a,21,314,2121,True,0.13421,0.08749,0.10965,0.27401,0.08020,0.48014,0,0,,"related to the acquisition of natural gas; • increases in interest expense in connection with debt refinancings and borrowings under credit facilities; • various legislative or regulatory actions; • incremental collateral, if any, that may be required due to regulation of derivatives; • the ability of GenOn and its subsidiaries to satisfy their obligations in respect of GenOn’s indemnity obligations to us and our subsidiaries; • the ability of retail electric providers (REPs), including REP affiliates of NRG Energy, Inc. and REP affiliates of Energy Future Holdings Corp., which are CenterPoint Houston’s two largest customers, to satisfy their obligations to us and our subsidiaries; • slower customer payments and increased write-offs of receivables due to higher gas prices or changing economic conditions; • the outcome of litigation brought by and against us; • contributions to pension and postretirement benefit plans; • restoration costs and revenue losses resulting from future natural disasters such as hurricanes and the timing of recovery of such restoration costs; and • various other risks identified in “Risk Factors” in Item 1A of Part I of our2011Form 10-K. Certain Contractual Limits on Our Ability to Issue Securities and Borrow Money. CenterPoint Houston’s credit facilities limit CenterPoint Houston’s debt (excluding transition and system restoration bonds) as a percentage of its total capitalization to 65% . CERC Corp.’s bank facility limits CERC’s debt as a percentage of its total capitalization to 65% . Our $1.2 billion credit facility contains a debt, excluding transition and system restoration bonds, to EBITDA covenant which will temporarily increase if CenterPoint Houston experiences damage from a natural disaster in its service territory that meets certain criteria. Additionally, CenterPoint Houston has contractually agreed that it will not issue additional first mortgage bonds, subject to certain exceptions. NEW ACCOUNTING PRONOUNCEMENTS See Note 2 to ",,,,,,472N1-00149,A_stratified,2012-D08,8,95efeb09-27fa-4766-9a9e-9852827f06c8,0000914208-12-000375,0000914208,IVZ,Invesco,Financials,Asset Management & Custody Banks,10-Q,2012-05-02,2012,financial_statements,13,512,3129,True,0.09585,0.12648,0.13730,0.12399,-0.02808,0.46766,0,0,,"Seed money 67.3 4.3 (1.3 ) 70.3 65.7 2.2 (4.4 ) 63.5 Current available-for-sale investments 67.3 4.3 (1.3 ) 70.3 65.7 2.2 (4.4 ) 63.5 Non-current: CLOs 2.5 0.3 — 2.8 — — — — Other debt securities 6.3 — — 6.3 — — — — Non-current available-for-sale investments: 8.8 0.3 — 9.1 — — — — 76.1 4.6 (1.3 ) 79.4 65.7 2.2 (4.4 ) 63.5 Available-for-sale debt securities as of March 31, 2012 by maturity, are set out below: Available-for-Sale $ in millions (Fair Value) Less than one year — One to five years 1.7 Five to ten years 2.8 Greater than ten years 4.6 Total available-for-sale 9.1 The following table provides the breakdown of available-for-sale investments with unrealized losses at March 31, 2012 : Less Than 12 Months 12 Months or Greater Total $ in millions Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Seed money (39 funds) 17.6 (1.3 ) — — 17.6 (1.3 ) The following table provides the breakdown of available-for-sale investments with unrealized losses at December 31, 2011 : Less Than 12 Months 12 Months or Greater Total $ in millions Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Seed money (64 funds) 37.5 (4.4 ) — — 37.5 (4.4 ) The company has reviewed investment securities for other-than-temporary impairment (OTTI) in accordance with its accounting policy and has recognized no other-than-temporary impairment charges on available-for-sale investments during the three months ended March 31, 2012 ( three months ended March 31, 2011 : none ). The gross unrealized losses of seed money investments at March 31, 2012 were primarily caused by declines in the market value of the underlying securities in the seeded funds and foreign exchange movements. After conducting a review of the financial condition and near-term prospects of the underlying securities in the seeded funds as well as the severity and duration of the impairment, the company does not consider any mater",,,,,,473N1-00150,A_stratified,2012-D08,8,4e8e1af2-5476-4297-a293-c53060c23784,0001157523-12-004495,0000720858,ITIC,INVESTORS TITLE,Financials,Title Insurance,10-Q,2012-08-13,2012,md_and_a,1,512,3582,True,0.15216,0.06091,0.15155,0.22302,0.07477,0.43322,0,0,,"includes sales, mortgage financing and mortgage refinancing. In turn, real estate activity is affected by a number of factors, including the availability of mortgage credit, the cost of real estate, consumer confidence, employment and family income levels and general United States economic conditions. Interest rate volatility is also an important factor in the level of residential and commercial real estate activity. 24 The cyclical nature of the residential and commercial real estate markets - and consequently, the land title industry - has historically caused fluctuations in revenues and profitability, and it is expected to continue to do so in the future. Additionally, there are seasonal influences in real estate activity and accordingly in revenue levels for title insurers. Services other than title insurance provided by operating divisions of the Company that are not required to be reported separately are reported in a category called ""All Other."" These other services include those offered by the Company and by its wholly owned subsidiaries, Investors Title Exchange Corporation (""ITEC""), Investors Title Accommodation Corporation (""ITAC""), Investors Trust Company (""Investors Trust""), Investors Capital Management Company (""ICMC"") and Investors Title Management Services, Inc. (""ITMS""). The Company's exchange services division, ITEC and ITAC, provides customer services in connection with tax-deferred real property exchanges. ITEC serves as a qualified intermediary in like-kind exchanges of real or personal property under Section 1031 of the Internal Revenue Code of 1986, as amended. In its role as qualified intermediary, ITEC coordinates the exchange aspects of the real estate transaction, and its duties include drafting standard exchange documents, holding the exchange funds between the sale of the old property and the purchase of the new property, and accepting the formal identification of the replacement property within the required identification period. ITAC s",,,,,,474N1-00151,A_stratified,2012-D08,8,e258f0db-08af-444f-952e-4c80e17600cf,0001047469-12-001817,0001069157,EWBC,EAST WEST BANCORP,Financials,State Commercial Banks,10-K,2012-02-29,2012,other_information,7,512,3464,True,0.10502,0.11082,0.01702,0.10441,0.05611,0.43058,0,0,,"expenses 19,379 21,070 7,580 Other real estate owned expense 40,435 61,568 19,104 Legal expense 21,327 19,577 8,024 Prepayment penalty for FHLB advances and other borrowings 12,281 13,832 2,370 Data processing 8,598 10,615 5,641 Deposit-related expenses 5,699 4,750 3,909 Consulting expense 7,151 7,984 8,135 Other operating expenses 60,383 67,879 37,380 Total noninterest expense 435,610 477,916 243,254 INCOME BEFORE PROVISION FOR INCOME TAXES 383,334 255,909 104,722 PROVISION FOR INCOME TAXES 138,100 91,345 22,714 NET INCOME BEFORE EXTRAORDINARY ITEMS 245,234 164,564 82,008 Extraordinary item, net of tax — — (5,366 ) NET INCOME AFTER EXTRAORDINARY ITEMS 245,234 164,564 76,642 PREFERRED STOCK DIVIDENDS AMORTIZATION OF PREFERRED STOCK DISCOUNT, AND INDUCEMENT OF PREFERRED STOCK CONVERSION 6,857 43,126 49,115 NET INCOME AVAILABLE TO COMMON STOCKHOLDERS $ 238,377 $ 121,438 $ 27,527 EARNINGS PER SHARE AVAILABLE TO COMMON STOCKHOLDERS BASIC $ 1.62 $ 0.88 $ 0.35 DILUTED $ 1.60 $ 0.83 $ 0.33 WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING BASIC 147,093 137,478 78,770 DILUTED 153,467 147,102 84,523 DIVIDENDS DECLARED PER COMMON SHARE $ 0.16 $ 0.04 $ 0.05 See accompanying notes to consolidated financial statements. 87 Table of Contents EAST WEST BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY AND COMPREHENSIVE INCOME (In thousands, except share data) PreferredStock AdditionalPaid InCapitalPreferredStock CommonStock AdditionalPaid InCapitalCommonStock RetainedEarnings TreasuryStock AccumulatedOtherComprehensiveIncome (Loss),Net of Tax ComprehensiveIncome TotalStockholders'Equity BALANCE, JANUARY 1, 2009 $ — $ 472,311 $ 70 $ 695,521 $ 580,282 $ (102,817 ) $ (94,601 ) $ 1,550,766 Comprehensive income: Net income 76,642 $ 76,642 76,642 Net unrealized gain on investment securities available-for-sale, net of taxes of $52,749 and reclassification of $63,730 net loss included in net income 72,844 72,844 72,844 Net unrealized gain as a result of ",,,,,,475N1-00152,A_stratified,2012-D08,8,5ee92f6c-bde5-4c14-a7c7-e45902690d5e,0001047469-12-002146,0001034842,RIGL,RIGEL PHARMACEUTICALS,Health Care,Pharmaceutical Preparations,10-K,2012-03-06,2012,md_and_a,0,512,3638,True,0.10014,0.10743,0.16533,0.04820,0.04256,0.37624,0,0,,"Discussion and Analysis of Financial Condition and Results of Operations Overview We are a clinical-stage drug development company that discovers and develops novel, small-molecule drugs for the treatment of inflammatory and autoimmune diseases, as well as muscle disorders. Our pioneering research focuses on intracellular signaling pathways and related targets that are critical to disease mechanisms. Our productivity has resulted in strategic collaborations with large pharmaceutical partners to develop and market our product candidates. Current product development programs include fostamatinib, an oral SYK inhibitor that is in Phase 3 clinical trials for RA (partnered with AZ), R343, an inhaled SYK inhibitor that has completed Phase 1 clinical trials for asthma, R548, an oral JAK3 inhibitor in Phase 1 clinical trials for the treatment of transplant rejection and other immune disorders, and R333, a topical JAK/SYK inhibitor in Phase 1 clinical trials for the treatment of discoid lupus (lupus of the skin). Since inception, we have financed our operations primarily through the sale of equity securities, contract payments under our collaboration agreements and equipment financing arrangements. Our research and development activities, including preclinical studies and clinical trials, consume substantial amounts of capital. In June 2011, we completed an underwritten public offering in which we sold 18,745,000 shares of our common stock pursuant to an effective registration statement at a price to the public of $8.00 per share. We received net proceeds of approximately $140.5 million, after deducting underwriting discounts and commissions and offering expenses. As of December 31, 2011, we had approximately $247.6 million in cash, cash equivalents and available-for-sale securities. We believe that our existing capital resources will be sufficient to support our current and projected funding requirements through at least the next 12 months. Unless and until we are able to g",,,,,,476N1-00153,A_stratified,2012-D08,8,ed39e517-f7b9-4e6f-98d2-d3bfedbb85ac,0001104659-12-072210,0000051143,IBM,IBM,Information Technology,IT Consulting & Other Services,10-Q,2012-10-30,2012,financial_statements,18,512,2932,True,0.09584,0.11101,0.08158,0.14342,0.00913,0.36981,0,0,,"$ 79 $ 40 $ 118 Loan receivables 125 64 189 Total $ 203 $ 104 $ 307 Write-offs (8 ) (1 ) (9 ) Provision 0 18 18 Other (1 ) (1 ) (2 ) Ending balance at September 30, 2012 $ 194 $ 120 $ 314 Lease receivables $ 70 $ 48 $ 118 Loan receivables $ 124 $ 72 $ 196 Collectively evaluated for impairment $ 82 $ 22 $ 104 Individually evaluated for impairment $ 112 $ 98 $ 210 (Dollars in millions) Major Growth At December 31, 2011 Markets Markets Total Financing receivables: Lease receivables $ 6,510 $ 1,921 $ 8,430 Loan receivables 9,077 2,552 11,629 Ending balance $ 15,587 $ 4,472 $ 20,060 Collectively evaluated for impairment $ 15,321 $ 4,370 $ 19,692 Individually evaluated for impairment $ 266 $ 102 $ 368 Allowance for credit losses: Beginning balance at January 1, 2011 Lease receivables $ 84 $ 42 $ 126 Loan receivables 150 76 226 Total $ 234 $ 119 $ 353 Write-offs (68 ) (16 ) (84 ) Provision 39 5 44 Other (1 ) (4 ) (5 ) Ending balance at December 31, 2011 $ 203 $ 104 $ 307 Lease receivables $ 79 $ 40 $ 118 Loan receivables $ 125 $ 64 $ 189 Collectively evaluated for impairment $ 82 $ 15 $ 96 Individually evaluated for impairment $ 122 $ 89 $ 211 When determining the allowances, financing receivables are evaluated either on an individual or a collective basis. For individually evaluated receivables, the company determines the expected cash flow for the receivable and calculates an estimate of the potential loss and the probability of loss. For those accounts in which the loss is probable, the company records a specific reserve. In addition, the company records an unallocated reserve that is determined by applying a reserve rate to its different portfolios, excluding accounts that have been specifically reserved. This reserve rate is based upon credit rating, probability of default, term, characteristics (lease/loan) and loss history. 21 Table of Contents Notes to Consolidated Financial Statements — (continued) Financing Receivables on Non-Accrual Status Certain receivables fo",,,,,,477N1-00154,A_stratified,2012-D08,8,faefc4cf-a637-470c-a44f-4494e183751c,0001193125-12-314702,0001443669,PRLB,PROTO LABS,Industrials,Fabricated Structural Metal Products,10-Q,2012-07-25,2012,risk_factors,0,43,248,False,0.10144,0.10106,0.20230,0.35148,0.06038,0.34469,0,0,,"Factors There have been no material changes from the risk factors we previously disclosed under the heading “Risk Factors” in our final prospectus for our IPO dated February 23, 2012 and filed with the SEC on February 27, 2012. 29 Table of Contents",,,,,,478N1-00155,A_stratified,2012-D08,8,0679e5cc-cc95-4362-bf6f-ee7cc159cd82,0001193125-12-212354,0001408198,MSCI,MSCI Inc.,Financials,Financial Exchanges & Data,10-Q,2012-05-04,2012,legal_proceedings,1,512,3214,True,0.12085,0.08021,0.17393,0.26402,0.11180,0.34395,0,0,,"directly into Broadridge’s proprietary electronic voting systems and our business and results of operations would be materially and adversely affected. Since ISS also competes with Broadridge in some markets with respect to providing certain aspects of proxy voting services, there may be circumstances under which Broadridge may have an incentive to not renew ISS’s data feed agreement or to offer renewal terms which we may deem unreasonable. Some of our agreements with data suppliers allow them to cancel on short notice and we have not completed formal agreements with all of our data suppliers, such as certain stock exchanges. From time to time we receive notices from data suppliers, including stock exchanges, threatening to terminate the provision of their data to us, and some data suppliers, including at least one stock exchange, have terminated the provision of their data to us. For example, the BM&FBOVESPA Exchange (“BVMF”) in Brazil has notified us that if we do not reach a formal agreement regarding our use of BVMF’s real time price data, BVMF will consider taking a number of actions, including terminating the Company’s access to BVMF’s real time price data. Termination of one or more of our significant data agreements or exclusion from, or restricted use of, or litigation in connection with, a data provider’s information could decrease the available information for us to use (and offer our clients) and may have a material adverse effect on our business, financial condition or results of operations. Although data suppliers and stock exchanges typically benefit from providing broad access to their data, some of our competitors could enter into exclusive contracts with our data suppliers, including with certain stock exchanges. If our competitors enter into such exclusive contracts, we may be precluded from receiving certain data from these suppliers or restricted in our use of such data, which would give our competitors a competitive advantage. Such exclusive co",,,,,,479N1-00156,A_stratified,2012-D08,8,968ac89a-a155-4831-92db-aa8c1cdc871a,0001039399-12-000006,0001039399,FORM,FORMFACTOR INC,Information Technology,Semiconductors & Related Devices,10-K,2012-02-21,2012,md_and_a,20,512,3195,True,0.09007,0.11202,0.04121,0.08045,-0.01083,0.33731,0,0,,"benefit during the quarter. Our conclusion that it is more likely than not that such deferred tax assets will be realized is strongly influenced by the expectation that such location will continue to be in operation for the foreseeable future. We believe such conclusion is reasonable in light of our current operational structure and forecasted operations, both for the foreign jurisdiction and our consolidated operations; however, such conclusion is inherently uncertain. Therefore, if we have material unforeseen losses or are required to restructure our non-U.S. operations to further align our operating expense structure with our expected revenues, then its ability to generate sufficient income necessary to realize a portion of the deferred tax assets may be reduced and an additional charge to increase the valuation allowance may be recorded. We recognize interest charges and penalties related to uncertain tax positions as part of the income tax provision. During fiscal 2011 we recognized interest charges and penalties of $12,000 and during fiscal 2010 we recorded an interest benefit of $0.3 million . As of December 31, 2011 and December 25, 2010 we have accrued total interest charges and penalties of $0.7 42 Table of Contents million and $0.6 million , respectively, related to the uncertain tax positions. We anticipate that we will continue to record a valuation allowance against our U.S. deferred tax assets. We expect our future tax provisions, during the time such valuation allowances are recorded, will consist primarily of the tax provision of our profitable non-U.S. jurisdictions. At December 31, 2011 , we had Federal, state and foreign net operating loss carryforwards of approximately $231.3 million , $227.6 million and $13.5 million , respectively. The Federal net operating loss carryforwards expire at various dates from 2015 through 2031 , the state net operating loss carryforwards expire at various dates from 2028 through 2031 , and the foreign net operating",,,,,,480N1-00157,A_stratified,2012-D08,8,5f6155e4-747a-40fd-b7d2-2a4e94327042,0000096021-12-000062,0000096021,SYY,Sysco,Consumer Staples,Food Distributors,10-K,2012-08-28,2012,financial_statements,36,512,3286,True,0.09433,0.10740,0.09034,0.21533,0.04895,0.33683,0,0,,"SHARE-BASED COMPENSATION Sysco provides compensation benefits to employees and non-employee directors under several share-based payment arrangements including various employee stock option plans, the Employees’ Stock Purchase Plan, the Management Incentive Plan and various non-employee director plans. Stock Incentive Plans In November 2009, Sysco’s 2007 Stock Incentive Plan was amended and provides for the issuance of up to 55,000,000 shares of Sysco common stock for share-based awards to officers and other employees of the company. Of the 55,000,000 authorized shares, the full 55,000,000 shares may be issued as options or stock appreciation rights and up to 10,000,000 shares may be issued as restricted stock, restricted stock units or other types of stock-based awards. To date, Sysco has issued options, restricted stock and restricted stock units under this plan. Vesting requirements for awards under this plan will vary by individual grant and may include either time-based vesting or time-based vesting subject to acceleration based on performance criteria for fiscal periods of at least one year. The contractual life of all options granted under this plan will be no greater than seven years. As of Ju ne 30 , 201 2 , there were 17,224,939 remaining shares authorized and available for grant in total under the amended 2007 Stock Incentive Plan, of which the full 17,224,939 shares may be issued as options or stock appreciation rights, or as a combination of up to 7,189,123 shares that may be issued as restricted stock, restricted stock units or other types of stock-based awards with the remainder available for issuance as options or stock appreciation rights. Sysco has also granted employee options under several previous employee stock option plans for which previously granted options remain outstanding as of Ju ne 30 , 201 2 . No new options will be issued under any of the prior plans, as future grants to employees will be made through the amended 2007 Stock Incentive ",,,,,,481N1-00158,A_stratified,2012-D08,8,a43982ac-7cb4-4d3d-b5e9-0e97c7e73cca,0000877860-12-000005,0000877860,NHI,NATIONAL HEALTH INVESTORS REIT,Real Estate,Real Estate Investment Trusts,10-K,2012-02-15,2012,md_and_a,4,512,3180,True,0.07799,0.12152,0.04014,0.16667,-0.02750,0.31586,0,0,,"recoverable and our notes receivable, marketable securities and other investments are realizable, it is possible that future events could require us to make significant adjustments or revisions to these estimates. 2) Revenue recognition - mortgage interest and rental income - We collect interest and rent from our customers. Generally, our policy is to recognize revenues on an accrual basis as earned. However, there are certain of our customers, for whom we have determined, based on insufficient historical collections and the lack of expected future collections, that revenue for interest or rent is not probable of collection until received. For these investments, our policy is to recognize interest or rental income when assured, which we consider to be the period the amounts are collected. We identify investments as nonperforming if a required payment is not received within 30 days of the date it is due. This policy could cause our revenues to vary significantly from period to period. Revenue from minimum lease payments under our leases is recognized on a straight-line basis to the extent that future lease payments are considered collectible. Lease payments that depend on a factor directly related to future use of the property, such as an increase in annual revenues over a base year revenues, are considered to be contingent rentals, are included in rental income when they are determinable and earned, and are excluded from future minimum lease payments. 3) REIT status and taxes - We believe that we have operated our business so as to qualify as a REIT under Sections 856 through 860 of the Internal Revenue Code and we intend to continue to operate in such a manner, but no assurance can be given that we will be able to qualify at all times. If we qualify as a REIT, we will generally not be subject to federal corporate income taxes on our net income that is currently distributed to our stockholders. This treatment substantially eliminates the “double taxation” (at the co",,,,,,482N1-00159,A_stratified,2012-D08,8,9d178995-b653-4686-ad0d-bc50a253f6da,0001193125-12-320952,0001059556,MCO,Moody's Corporation,Financials,Financial Exchanges & Data,10-Q,2012-07-30,2012,financial_statements,10,512,2990,True,0.14713,0.04641,0.06793,0.09846,0.01694,0.30757,0,0,,"30, Six Months EndedJune 30, Six Months EndedJune 30, 2012 2011 2012 2011 2012 2011 FX options $ — $ — Revenue $ — $ (0.2 ) Revenue $ — $ — Interest rate swaps (0.1 ) (0.4 ) Interest Expense (1.3 ) (1.3 ) N/A — — Total $ (0.1 ) $ (0.4 ) $ (1.3 ) $ (1.5 ) $ — $ — All gains and losses on derivatives designated as cash flow hedges are initially recognized through AOCI. Realized gains and losses reported in AOCI are reclassified into earnings (into revenue for FX options and into interest expense, net for the interest rate swaps) as the underlying transaction is recognized. 18 Table of Contents The following table provides information on gains/(losses) on the Company’s net investment hedges: Derivatives inNet InvestmentHedgingRelationships Amount of Gain/(Loss)Recognized in AOCI onDerivative (Effective Portion) Location of Gain/(Loss)Reclassified fromAOCI into Income(Effective Portion) Amount of Gain/(Loss)Reclassified from AOCI intoIncome (Effective Portion) Location of Gain/(Loss)Recognized in Incomeon Derivative(Ineffective Portion andAmount Excluded fromEffectiveness Testing) Gain/(Loss) Recognized inIncome on Derivative(Ineffective Portion andAmount Excluded fromEffectiveness Testing) Three Months EndedJune 30, Three Months EndedJune 30, Three Months EndedJune 30, 2012 2011 2012 2011 2012 2011 FX forwards $ (1.5 ) $ — N/A $ — $ — N/A $ — $ — Total $ (1.5 ) $ — $ — $ — $ — $ — Six Months EndedJune 30, Six Months EndedJune 30, Six Months EndedJune 30, 2012 2011 2012 2011 2012 2011 FX forwards $ (1.5 ) $ — N/A $ — $ — N/A $ — $ — Total $ (1.5 ) $ — $ — $ — $ — $ — All gains and losses on derivatives designated as net investment hedges are recognized in the translation adjustment component of AOCI. The cumulative amount of unrecognized hedge losses recorded in AOCI is as follows: Unrecognized Losses, net of tax June 30,2012 December 31,2011 FX forwards on net investment hedges $ (1.5 ) $ — Interest rate swaps(1) (1.8 ) (3.0 ) Total $ (3.3 ) $ (3.0 ) (1) The unrecognize",,,,,,483N1-00160,A_stratified,2012-D08,8,636bc9c1-c906-4cfd-973b-c0940051981c,0001104659-12-054163,0000879169,INCY,Incyte,Health Care,Biotechnology,10-Q,2012-08-03,2012,md_and_a,15,512,3307,True,0.10297,0.09242,0.06040,0.12512,-0.02425,0.30043,0,0,,"and Capital Resources We had net losses from inception in 1991 through 1996 and in 1999 through June 30, 2012. Because of those losses, we had an accumulated deficit of $1.7 billion as of June 30, 2012. We have funded our research and development operations through sales of equity securities, the issuance of convertible notes, cash received from customers, and collaborative arrangements. At June 30, 2012, we had available cash, cash equivalents, and marketable securities of $261.8 million, excluding a funded restricted cash and investment escrow account of $9.5 million reserved for interest payments through October 2012 on our 4.75% convertible senior notes due 2015. Our cash and marketable securities balances are held in a variety of interest-bearing instruments, including money market accounts and U.S. government agency and non-agency mortgage-backed securities. Available cash is invested in accordance with our investment policy’s primary objectives of liquidity, safety of principal and diversity of investments. Net cash used in operating activities was $45.7 million for the six months ended June 30, 2012, compared to $75.0 million used in operating activities for the six months ended June 30, 2011. The $29.3 million decrease was due primarily to our lower net loss, driven primarily by receipt of the $40.0 million milestone payment from Novartis and net product revenues recorded for JAKAFI during the six months ended June 30, 2012. Our investing activities, other than purchases, sales and maturities of marketable securities, have consisted predominantly of capital expenditures. Net cash used in investing activities was $1.2 million for the six months ended June 30, 2012, which represented primarily sales and maturities of marketable securities of $0.3 million offset by capital expenditures of $1.5 million. Net cash used in investing activities was $0.5 million for the six months ended June 30, 2011, which represented primarily sales and maturities of marketable se",,,,,,484N1-00161,A_stratified,2012-D09,9,fec42dfa-9eeb-42e8-92b1-c0de1012f23e,0000906553-12-000005,0000906553,BYD,BOYD GAMING,Consumer Discretionary,Hotels & Motels,10-K,2012-03-07,2012,other_information,39,512,3295,True,0.10054,0.21409,0.09949,0.11528,0.02714,1.05330,0,0,,"follows: December 31, 2009 (In thousands) Our share of Borgata's operating income $ 73,424 Net amortization expense related to our investment in Borgata (1,298 ) Operating income from Borgata, as reported on our consolidated financial statements $ 72,126 Other non-operating expenses from Borgata, as reported on our consolidated financial statements $ 19,303 126 BOYD GAMING CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued as of December 31, 2011 and 2010 and for the years ended December 31, 2011, 2010 and 2009 Our historical net investment in Borgata differs from our share of the underlying equity in Borgata. In 2004, pursuant to an agreement with MGM related to the funding of Borgata's original project costs, we made an excess capital contribution to Borgata of $30.8 million. We were ratably amortizing $15.4 million (50% of the excess contribution, which corresponds to our ownership percentage of Borgata) over 40 years. As discussed in the Overview section above, of the $135.4 million distribution we received from the Holding Company on August 6, 2010, $30.8 million was a priority distribution equal to the excess capital contribution. As a result, during the year ended December 31, 2010 , we recorded a $2.5 million gain in connection with the receipt of this distribution, which gain was equal to the basis difference on our equity contribution during the period in which such was outstanding. Such gain is reported in gain on equity distribution on the consolidated statement of operations for the year ended December 31, 2010 . During Borgata's initial development, construction and preopening phases, we capitalized the interest, in the total amount of $37.4 million, on our investment and were ratably amortizing our capitalized interest over 40 years. We recorded $1.1 million of amortization related to the excess contribution and capitalized interest during the year ended December 31, 2010 and recorded $1.3 million of such amortization ",,,,,,485N1-00162,A_stratified,2012-D09,9,1ceeaf89-4b08-42b5-bac7-321dbdb34c21,0000912728-12-000010,0000912728,FWRD,FORWARD AIR,Industrials,Arrangement of  Transportation of  Freight & Cargo,10-K,2012-02-24,2012,business,9,512,3503,True,0.13543,0.15148,0.08004,0.11918,0.15058,0.89291,0,0,,"table below summarizes the average miles driven per week to support our logistics services since 2003: Average Weekly Miles Year (In thousands) 2003 211 2004 259 2005 248 2006 331 2007 529 2008 676 2009 672 2010 788 2011 876 Forward Air Solutions (FASI) Pool Distribution Through our FASI segment we provide pool distribution services through a network of terminals and service locations in 19 cities throughout the Mid-Atlantic, Southeast, Midwest and Southwest continental United States. Pool distribution involves managing high-frequency handling and distribution of time-sensitive product to numerous destinations in specific geographic regions. Our primary customers for this product are regional and nationwide distributors and retailers, such as mall, strip mall and outlet-based retail chains. However, in order to reduce the seasonal volatility of FASI’s revenue, we are focused on diversifying the FASI customer base to include customers from industries such as hospitality, health care, lawn and garden and publishing. Our pool distribution network consists of terminals and service locations in the following 19 cities: City Albuquerque, NM*** Lakeland, FL Atlanta, GA Las Vegas, NV Baltimore, MD Miami, FL Charlotte, NC Montgomery, AL*** Dallas/Ft. Worth, TX** Nashville, TN** Denver, CO** Raleigh, NC Des Moines, IA** Richmond, VA** Houston, TX San Antonio, TX Jacksonville, FL Tulsa, OK** Kansas City, MO** ** Denotes a location with combined Forward Air and FASI operations. *** Denotes a location that provides agent station services to Forward Air. 10 Table of Contents Customers and Marketing Our Forward Air wholesale customer base is primarily comprised of freight forwarders, integrated air cargo carriers and passenger and cargo airlines. Our freight forwarder customers vary in size from small, independent, single facility companies to large, international logistics companies such as SEKO Worldwide, AIT Worldwide Logistics, Expeditors International of Washington, Associate",,,,,,486N1-00163,A_stratified,2012-D09,9,91b839d3-395b-4d34-bd45-61bc9edcfef2,0001193125-12-117631,0001514991,AMCX,AMC GLOBAL MEDIA CLASS A,Communication Services,Cable & Other Pay Television Services,10-K,2012-03-15,2012,other_information,39,512,3211,True,0.12464,0.16212,0.11315,0.11758,0.09782,0.88733,0,0,,"447,555 $ 419,051 $ 380,824 International and Other (4,976 ) (14,686 ) (13,553 ) Inter-segment eliminations (866 ) (3,086 ) (3,173 ) $ 441,713 $ 401,279 $ 364,098 Years Ended December 31, 2011 2010 2009 Depreciation and amortization included in continuing operations National Networks $ (85,701 ) $ (92,735 ) $ (89,603 ) International and Other (14,147 ) (13,720 ) (16,901 ) $ (99,848 ) $ (106,455 ) $ (106,504 ) Years Ended December 31, 2011 2010 2009 Share-based compensation expense included in continuing operations National Networks $ (12,582 ) $ (13,791 ) $ (12,405 ) International and Other (3,007 ) (3,415 ) (2,318 ) $ (15,589 ) $ (17,206 ) $ (14,723 ) Years Ended December 31, 2011 2010 2009 Restructuring credit (expense) included in continuing operations National Networks $ — $ — $ — International and Other 240 2,218 (5,162 ) $ 240 $ 2,218 $ (5,162 ) Years Ended December 31, 2011 2010 2009 Operating income (loss) from continuing operations National Networks $ 349,272 $ 312,525 $ 278,816 International and Other (21,890 ) (29,603 ) (37,934 ) Inter-segment eliminations (866 ) (3,086 ) (3,173 ) $ 326,516 $ 279,836 $ 237,709 F-32 Table of Contents AMC NETWORKS INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued) (Dollars in thousands, except per share amounts) A reconciliation of reportable segment amounts to the Company’s consolidated balances is as follows: Years Ended December 31, 2011 2010 2009 Operating income (loss) from continuing operations before income taxes Total operating income for reportable segments $ 326,516 $ 279,836 $ 237,709 Items excluded from operating income: Interest expense (95,870 ) (75,800 ) (79,778 ) Interest income 1,074 2,388 836 Write-off of deferred financing costs (6,247 ) — — Loss on extinguishment of debt (14,726 ) — — Miscellaneous, net (137 ) (162 ) 187 Income from continuing operations before income taxes $ 210,610 $ 206,262 $ 158,954 The following table summarizes the Company’s capital expenditures by reporta",,,,,,487N1-00164,A_stratified,2012-D09,9,04ec998c-3c99-4e68-a68c-14390ee39fea,0001193125-12-105284,0001347178,VNDA,VANDA PHARMACEUTICALS INC,Health Care,Pharmaceutical Preparations,10-K,2012-03-09,2012,md_and_a,8,512,3318,True,0.11048,0.17461,0.17645,0.03128,0.07856,0.87075,0,0,,"development expenses reflecting all of our project expenses for the years ended December 31, 2011 and 2010: Year EndedDecember 31, Research and Development Expenses(in thousands) 2011 2010 Direct project costs: Clinical trials $ 14,440 $ 2,542 Contract research and development manufacturing, consulting, materials and other direct costs 5,987 2,976 Salaries, benefits and related costs 4,130 2,983 Stock-based compensation 2,450 2,536 Total direct costs 27,007 11,037 Indirect project costs 1,989 1,301 Total $ 28,996 $ 12,338 Direct costs increased by $16.0 million primarily as a result of higher clinical trial expenses, manufacturing costs and salary and benefit expenses, partially offset by lower stock-based compensation expenses. Clinical trials expense increased by $11.9 million primarily due to the costs associated with four Phase III clinical trials for tasimelteon in N24HD in blind individuals without light perception, which were initiated in 2010 and 2011, and one Phase IIb/III clinical trial for tasimelteon in MDD, which was initiated in the third quarter of 2011. Contract research and development manufacturing, consulting, materials and other direct costs increased by $3.0 million primarily as a result of increased manufacturing costs for tasimelteon in 2011 and increased regulatory consulting expenses related to tasimelteon in 2011. Salary and benefit expenses increased by $1.1 million primarily due to new employees hired in 2011 to support the tasimelteon trials in N24HD and MDD. Indirect costs increased by $0.7 million primarily as a result of the lease termination penalty recognized in the fourth quarter of 2011. 49 General and administrative expenses. General and administrative expenses increased by $1.3 million, or 13.2%, to $11.5 million for the year ended December 31, 2011 from $10.1 million for the year ended December 31, 2010. The following table discloses the components of our general and administrative expenses for the years ended December 31, 2011",,,,,,488N1-00165,A_stratified,2012-D09,9,147a77ba-2642-481b-a846-9672a3fc733b,0001193125-12-084229,0001158463,JBLU,JETBLUE AIRWAYS,Industrials,"Air Transportation, Scheduled",10-K,2012-02-28,2012,business,13,512,3387,True,0.09839,0.18585,0.24116,0.15137,0.09959,0.86024,0,0,,"heavily taxed industries, extremely capital and energy intensive and it has a unique susceptibility to economic downturns, inclement weather, international events, natural disasters and acts of terrorism. The highly competitive nature of the airline industry makes airline profits sensitive to even slight changes in fuel costs, average fare levels and passenger demand. The principal competitive factors in the airline industry are fares, customer service, routes served, flight schedules, types of aircraft, safety record and reputation, code-sharing and interline relationships, capacity, 9 Table of Contents in-flight entertainment systems and frequent flyer programs. In addition to the above challenges, industry capacity and pricing actions taken by other airlines historically have significantly influenced passenger demand and fare levels. During 2009, most traditional network airlines began to reduce capacity to overcome some of these challenges, particularly economic conditions and high fuel costs. Industry wide capacity discipline has continued throughout 2011, and we believe it will continue in 2012. Price competition occurs through price discounting, fare matching, increased capacity, targeted sale promotions, ancillary fee additions and frequent flyer travel initiatives, all of which are usually matched by other airlines in order to maintain their share of passenger traffic. A relatively small change in pricing or in passenger traffic could have a disproportionate effect on an airline’s operating and financial results. Our ability to meet this price competition depends on, among other things, our ability to operate at costs equal to or lower than our competitors, including only charging for fees that we believe carry an intrinsic value for the customer. All other factors being equal, we believe customers often prefer JetBlue and the JetBlue Experience. Aircraft Fuel Fuel costs continue to be our largest operating expense, representing nearly 40% of our total oper",,,,,,489N1-00166,A_stratified,2012-D09,9,fa7efc21-9a5f-4fcc-a60a-4be99a4a5398,0001193125-12-426822,0001524358,VAC,MARRIOTT VACATIONS WORLDWIDE,Consumer Discretionary,Real Estate Agents & Managers (For Others),10-Q,2012-10-18,2012,md_and_a,4,512,3445,True,0.14779,0.12798,0.12376,0.10356,0.12701,0.82783,0,0,,"extent there is a change in the estimated sales revenues or real estate inventory costs for the project in a period, a non-cash adjustment is recorded to the cost of vacation ownership products in our Statements of Operations to true-up costs in that period to those that would have been recorded historically if the revised estimates had been used. These true-ups, which we refer to as product cost true-ups, will have a positive or negative impact on our Statements of Operations. We refer to revenues from the sale of vacation ownership products less the cost of vacation ownership products and marketing and sales costs as development margin. Development margin percentage is calculated by dividing development margin by revenues from the sale of vacation ownership products. Resort Management and Other Services Our resort management and other services revenues includes revenues we earn for managing our resorts, providing ancillary offerings including food and beverage, retail, and golf and spa offerings, and for providing other services to our guests. We provide day-to-day-management services, including housekeeping services, operation of reservation systems, maintenance, and certain accounting and administrative services for property owners’ associations. We receive compensation for such management services which is generally based on either a percentage of total costs to operate the resorts or a fixed fee arrangement. We earn these fees regardless of usage or occupancy. In connection with the Marriott Vacation Club Destinations TM (“MVCD”) program, we also receive annual club dues and certain transaction based fees charged to owners and other third parties for services. Resort management and other services expenses include costs to operate the food and beverage and other ancillary operations and overall customer support services, including reservations. Financing We offer financing to qualified customers for the purchase of most types of our vacation ownership products.",,,,,,490N1-00167,A_stratified,2012-D09,9,7ec9e5ad-d480-431a-a642-cee9ff5edbe8,0001193125-12-078260,0001049502,MKSI,MKS,Information Technology,"Industrial Instruments For Measurement, Display, and Control",10-K,2012-02-24,2012,md_and_a,9,512,3290,True,0.15451,0.11393,0.14532,0.05109,0.15415,0.78431,0,0,,"from operations 22.5 % 22.9 % (43.7 )% Interest income, net 0.1 0.1 0.4 Income (loss) from continuing operations before income taxes 22.6 % 23.0 % (43.3 )% Provision (benefit) for income taxes 6.8 7.4 (5.3 ) Income (loss) from continuing operations 15.8 % 15.6 % (38.0 )% Income (loss) from discontinued operations, net of taxes — 1.1 (16.1 ) Net income (loss) 15.8 % 16.7 % (54.1 )% 28 Table of Contents Year Ended 2011 Compared to 2010 and 2009 Net Revenues Years Ended December 31, % Changein 2011 % Changein 2010 2011 2010 2009 (Dollars in millions) Product $ 719.0 $ 763.4 $ 325.0 (5.8 )% 134.9 % Service 103.5 89.7 67.7 15.4 32.4 Total net revenues $ 822.5 $ 853.1 $ 392.7 (3.6 )% 117.2 % Product revenues decreased $44.4 million during 2011 compared to 2010. Product revenues related to our semiconductor capital equipment manufacturer and semiconductor device manufacturer customers decreased by $51.6 million or 10.6%, as we believe that slowing consumer spending has resulted in lower electronics demand, rising chip inventories and a slowing of investment in semiconductor production capacity. Our product revenues for other advanced markets, which exclude semiconductor capital equipment and semiconductor device product applications, increased by $7.2 million or 2.6%. We saw an increase in our solar and general industrial markets, offset by decreases in film, LED, medical and other markets. Our domestic product revenues decreased by $93.2 million or 20.7%, mainly due to a high concentration of sales to the semiconductor markets. Our international markets increased by $48.8 million or 15.6%, mainly due to sales in China, which increased by $36.7 million. This increase was mainly due to product revenues from a thin film solar customer in China. Product revenues increased $438.4 million during 2010 compared to 2009. During 2010, we believe a recovery in the global economy contributed to an increase in demand for our products in all of the markets we serve. Our increase in ove",,,,,,491N1-00168,A_stratified,2012-D09,9,35004206-77f7-4f12-9e18-96cfc55cb3fa,0000082811-12-000030,0000082811,RRX,REGAL REXNORD,Industrials,"General Industrial Machinery & Equipment, NEC",10-Q,2012-11-07,2012,md_and_a,4,512,3159,True,0.14551,0.11998,0.09921,0.07724,0.12327,0.76180,0,0,,"related expenses. In the third quarter 2011, Electrical segment acquisition expenses of $5.9 million were offset by a gain of $6.5 million on the divested business. Mechanical segment operating expenses included an incremental $1.0 million related to the recently acquired business. Nine Months Ended September 29, 2012 Operating expenses for the nine months ended September 29, 2012 increased $46.6 million driven by $55.2 million related to the recently acquired businesses. Electrical segment operating expenses for the nine months ended September 29, 2012 included $52.1 million related to the recently acquired businesses, restructuring expenses of $2.4 million and minimal acquisition related expenses. In the nine months ended 2011, Electrical segment operating expenses included acquisition related expenses of $16.0 million partially offset by a $6.5 million gain on the divested business. Mechanical segment operating expenses for the nine months ended September 29, 2012 included $3.1 million related to the recently acquired business and reflected an incremental gain on sale of assets of $1.5 million. 28 Income from Operations Three Months Ended Nine Months Ended September 29, October 1, September 29, October 1, 2012 2011 2012 2011 (Dollars in Millions) Income from Operations $ 83.3 $ 78.1 $ 265.7 $ 197.1 As a percentage of net sales 10.7 % 10.6 % 10.8 % 9.5 % Income from Operations by Segment Electrical segment $ 73.3 $ 69.3 $ 234.1 $ 169.8 As a percentage of net sales 10.3 % 10.4 % 10.5 % 9.1 % Mechanical segment $ 10.0 $ 8.8 $ 31.6 $ 27.3 As a percentage of net sales 14.2 % 12.6 % 13.9 % 13.1 % Three Months Ended September 29, 2012 Income from operations was $83.3 million for the third quarter 2012 compared to $78.2 million for the third quarter 2011. As a percentage of sales, income from operations was 10.7% for the third quarter 2012 compared to 10.6% for the third quarter 2011. Income from operations for the third quarter 2012 included $5.2 million of restructurin",,,,,,492N1-00169,A_stratified,2012-D09,9,c45fc2cb-4aaf-406d-a8ef-ffb0837286fd,0001104659-12-053987,0000915912,AVB,AvalonBay Communities,Real Estate,Multi-Family Residential REITs,10-Q,2012-08-03,2012,md_and_a,28,512,3286,True,0.07852,0.19008,0.10063,0.03432,0.04715,0.75285,0,0,,"11. Eaves Fairfax 141 4.9 Q2 2012 Q2 2013 Q4 2013 Fairfax, VA Total 2,721 $ 97.1 (1) Total capitalized cost does not include capitalized incurred prior to redevelopment. (2) Restabilized operations is defined as the earlier of (i) attainment of 95% or greater physical occupancy or (ii) the one-year anniversary of completion of redevelopment. Development Rights At June 30, 2012, we had $294,116,000 in acquisition and related capitalized costs for land parcels we own, and $27,677,000 in capitalized costs (including legal fees, design fees and related overhead costs) related to Development Rights for which we control the land parcel, typically through an option to purchase or lease the land. Collectively, the land held for development and associated costs for deferred development rights relate to 33 Development Rights for which we expect to develop new apartment communities in the future. The cumulative capitalized costs for land held for development as of June 30, 2012, includes $221,875,000 in original land acquisition costs. We also have $17,619,000 in future land acquisition costs under our Commitment, related to a Development Right in Brooklyn, NY, as discussed under “Off-Balance Sheet Arrangements” elsewhere within this Form 10-Q. The original land acquisition cost per home, including our obligation under the Commitment, ranged from $9,000 per home in Connecticut to $152,000 per home in New York City. The Development Rights range from those beginning design and architectural planning to those that have completed site plans and drawings and can begin construction almost immediately. We estimate that the successful completion of all of these communities would ultimately add approximately 9,036 apartment homes to our portfolio. Substantially all of these apartment homes will offer features like those offered by the communities we currently own. For 22 Development Rights, we control the land through an option to purchase or lease the parcel. While we generally prefer",,,,,,493N1-00170,A_stratified,2012-D09,9,4cde955e-0070-4951-b7ff-b1085340f5f5,0001193125-12-339362,0001045609,PLD,Prologis,Real Estate,Industrial REITs,10-Q,2012-08-07,2012,financial_statements,4,512,3306,True,0.14299,0.11702,0.07525,0.12577,0.07386,0.72613,0,0,,"June 30, 2012 2011 2012 2011 Revenues: Rental income $ 387,089 $ 222,713 $ 757,954 $ 374,645 Rental recoveries 100,937 56,303 192,566 99,011 Private capital revenue 30,993 32,976 63,350 62,811 Development management and other income 1,729 8,920 4,842 13,239 Total revenues 520,748 320,912 1,018,712 549,706 Expenses: Rental expenses 132,031 77,199 256,474 137,397 Private capital expenses 15,075 11,596 31,956 22,148 General and administrative expenses 51,415 51,840 111,574 91,023 Merger, acquisition and other integration expenses 21,186 103,052 31,914 109,040 Impairment of real estate properties — — 3,185 — Depreciation and amortization 186,770 118,606 374,640 198,183 Other expenses 7,227 5,587 11,562 10,271 Total expenses 413,704 367,880 821,305 568,062 Operating income (loss) 107,044 (46,968 ) 197,407 (18,356 ) Other income (expense): Earnings from unconsolidated entities, net 3,889 11,399 17,884 25,040 Interest expense (127,946 ) (112,916 ) (261,328 ) (203,443 ) Impairment of other assets — (103,823 ) (16,135 ) (103,823 ) Interest and other income, net 5,912 5,277 11,013 2,698 Gains on acquisitions and dispositions of investments in real estate, net 520 102,529 268,291 106,254 Foreign currency and derivative gains (losses), net 12,753 (10,255 ) (14,022 ) (8,881 ) Gain (loss) on early extinguishment of debt, net (500 ) — 4,919 — Total other income (expense) (105,372 ) (107,789 ) 10,622 (182,155 ) Earnings (loss) before income taxes 1,672 (154,757 ) 208,029 (200,511 ) Current income tax expense 17,995 6,311 29,068 11,816 Deferred income tax expense (benefit) (9,920 ) 118 (8,869 ) 982 Total income tax expense 8,075 6,429 20,199 12,798 Earnings (loss) from continuing operations (6,403 ) (161,186 ) 187,830 (213,309 ) Discontinued operations: Income attributable to disposed properties and assets held for sale 1,197 9,384 8,813 19,383 Net gains on dispositions, net of related impairment charges and taxes 9,874 8,175 21,123 10,135 Total discontinued operations 11,071 17,559",,,,,,494N1-00171,A_stratified,2012-D09,9,7c350a9d-e2e7-43ac-ad48-74a1b9ee2735,0001047469-12-002369,0000764038,SSB,SOUTHSTATE BANK CORP,Financials,State Commercial Banks,10-K,2012-03-09,2012,business,21,512,3376,True,0.14728,0.11208,0.11387,0.29631,0.11194,0.72378,0,0,,"and the Electronic Funds Transfer Act and Regulation E issued by the Federal Reserve Board to implement that act, which govern automatic deposits to and withdrawals from deposit accounts and customers' rights and liabilities arising from the use of automated teller machines and other electronic banking services. From time to time, bills come before the United States Congress and in the North Carolina, South Carolina, and Georgia state legislatures that in certain cases contain wide-ranging proposals for altering the structure, regulation, and competitive relationships of financial institutions. Among such bills are proposals to prohibit banks and bank holding companies from conducting certain types of activities, to 18 Table of Contents subject banks to increased disclosure and reporting requirements, to alter the statutory separation of commercial and investment banking, and to further expand the powers of banks, bank holding companies and competitors of banks. We cannot predict whether or in what form any of these proposals will be adopted or the extent to which our business may be affected. Fiscal and Monetary Policy Banking is a business that depends largely on interest rate differentials. In general, the difference between the interest we pay on our deposits and other borrowings, and the interest we receive on our loans and securities holdings, constitutes the major portion of our bank's earnings. Thus, our earnings and growth will be subject to the influence of economic conditions generally, both domestic and foreign, and also to the monetary and fiscal policies of the United States and its agencies, particularly the Federal Reserve Board. The Federal Reserve Board regulates, among other things, the supply of money through various means, including open-market dealings in United States government securities, the discount rate at which banks may borrow from the Federal Reserve Board, and the reserve requirements on deposits. We cannot predict the nature and timi",,,,,,495N1-00172,A_stratified,2012-D09,9,9192b324-686f-4139-8880-e25bf50a6ceb,0001126956-12-000019,0001126956,SR,SPIRE INC,Utilities,Natural Gas Distribution,10-Q,2012-01-27,2012,financial_statements,13,512,3673,True,0.14275,0.11436,0.07892,0.15508,0.02418,0.70770,0,0,,"3,124 Derivative Instrument Assets $ 2,021 Other Deferred Charges 220 Other Deferred Charges 148 NYMEX gasoline and heating oil contracts Accounts Receivable – Other 24 Accounts Receivable - Other — Sub-total 3,368 2,169 Derivatives not designated as hedging instruments NYMEX/ICE natural gas contracts Accounts Receivable - Other 8 Accounts Receivable - Other 26,349 Derivative Instrument Assets 3 Derivative Instrument Assets 4 Other Deferred Charges 326 Other Deferred Charges — Natural gas commodity contracts Derivative Instrument Assets 2,229 Derivative Instrument Assets 100 Other Current Liabilities — Other Current Liabilities 47 NYMEX gasoline and heating oil contracts Accounts Receivable – Other 7 Accounts Receivable - Other — Sub-total 2,573 26,500 Total derivatives $ 5,941 $ 28,669 Fair Value of Derivative Instruments in the Consolidated Balance Sheet at September 30, 2011 Asset Derivatives Liability Derivatives (Thousands) Balance Sheet Location FairValue * Balance Sheet Location FairValue * Derivatives designated as hedging instruments NYMEX/ICE natural gas contracts Derivative Instrument Assets $ 4,395 Derivative Instrument Assets $ 4,105 Other Deferred Charges 4 Other Deferred Charges 85 NYMEX gasoline and heating oil contracts Derivative Instrument Assets 15 Derivative Instrument Assets 117 Sub-total 4,414 4,307 Derivatives not designated as hedging instruments NYMEX/ICE natural gas contracts Derivative Instrument Assets 457 Derivative Instrument Assets 16,330 Other Deferred Charges — Other Deferred Charges 408 Natural gas commodity contracts Derivative Instrument Assets 1,894 Derivative Instrument Assets 100 Other Deferred Charges 183 Other Deferred Charges — Other Current Liabilities 8 Other Current Liabilities 62 NYMEX gasoline and heating oil contracts Derivative Instrument Assets 4 Derivative Instrument Assets 7 Sub-total 2,546 16,907 Total derivatives $ 6,960 $ 21,214 21 Table of Contents Fair Value of Derivative Instruments in the Consolidated Balan",,,,,,496N1-00173,A_stratified,2012-D09,9,38b1d2ac-1cd2-4a3e-85c6-783b0dd28528,0000831259-12-000036,0000831259,FCX,Freeport-McMoRan,Materials,Copper,10-Q,2012-08-03,2012,md_and_a,43,512,2942,True,0.10699,0.15223,0.07989,0.04922,0.10077,0.70576,0,0,,"32 6 38 Noncash and other costs, net 10 9 1 10 Total costs 119 150 51 201 Revenue adjustments, primarily for pricing on prior period open sales (4 ) (4 ) (1 ) (5 ) Gross profit $ 184 $ 153 $ 31 $ 184 Reconciliation to Amounts Reported Revenues Production and Delivery Depreciation, Depletion and Amortization Totals presented above $ 390 $ 146 $ 38 Royalty on metals (7 ) N/A N/A Net noncash and other costs N/A 10 N/A Revenue adjustments, primarily for pricing on prior period open sales (5 ) N/A N/A Africa mining 378 156 38 North America copper mines 1,559 671 71 South America mining 1,448 441 66 Indonesia mining 1,564 518 60 Molybdenum 413 286 16 Rod & Refining 1,427 1,421 2 Atlantic Copper Smelting & Refining 653 685 9 Corporate, other & eliminations (1,628 ) (1,621 ) 5 As reported in FCX’s consolidated financial statements $ 5,814 $ 2,557 $ 267 a. Includes adjustments for point-of-sale transportation costs as negotiated in customer contracts. b. Net of cobalt downstream processing and freight costs. 62 Table of Contents Africa Mining Product Revenues and Production Costs (continued) Six Months Ended June 30, 2012 (In millions) By-Product Co-Product Method Method Copper Cobalt Total Revenues, excluding adjustmentsa $ 536 $ 536 $ 92 $ 628 Site production and delivery, before net noncash and other costs shown below 224 213 56 269 Cobalt creditsb (50 ) — — — Royalty on metals 12 11 1 12 Net cash costs 186 224 57 281 Depreciation, depletion and amortization 72 64 8 72 Noncash and other costs, net 15 13 2 15 Total costs 273 301 67 368 Revenue adjustments, primarily for pricing on prior period open sales 8 8 3 11 Gross profit $ 271 $ 243 $ 28 $ 271 Reconciliation to Amounts Reported Revenues Production and Delivery Depreciation, Depletion and Amortization Totals presented above $ 628 $ 269 $ 72 Royalty on metals (12 ) N/A N/A Net noncash and other costs N/A 15 N/A Revenue adjustments, primarily for pricing on prior period open sales 11 N/A N/A Africa mining 627 284 72 Nort",,,,,,497N1-00174,A_stratified,2012-D09,9,cadefcc1-ffc5-41a4-a63f-ba71b4039b27,0001193125-12-154270,0000795266,KBH,KB HOME,Consumer Discretionary,Operative Builders,10-Q,2012-04-09,2012,financial_statements,19,512,3397,True,0.13225,0.12507,0.10843,0.15946,0.08077,0.70449,0,0,,"$.4 million and $3.7 million, respectively. Since first identifying affected homes in 2009, the Company has identified a total of 468 affected homes and has resolved repairs on 395 of those homes through February 29, 2012. As of February 29, 2012, the Company has paid $41.8 million of the total estimated repair costs of $45.7 million associated with the identified affected homes. The Company believes that it has identified substantially all potentially affected homes and anticipates it will receive only nominal additional claims in future periods. In assessing its overall warranty liability, the Company evaluates the costs related to identified homes affected by the allegedly defective drywall material and other home warranty-related items on a combined basis. Based on its assessments, the Company determined that its overall warranty liability at each reporting date was sufficient with respect to the Company’s then-estimated remaining repair costs associated with identified affected homes and its overall warranty obligations on homes delivered. In light of these assessments, the Company did not incur charges in its consolidated statements of operations for the three months ended February 29, 2012 or February 28, 2011 with respect to repair costs associated with the identified affected homes. The overall warranty liability has decreased in part because of the payments the Company has made to resolve repairs on identified affected homes and in part due to the decrease in the number of homes the Company has delivered over the past several years. As of February 29, 2012, the Company has been named as a defendant in 11 lawsuits relating to the allegedly defective drywall material, and it may in the future be subject to other similar litigation or claims that could cause the Company to incur significant costs. Given the preliminary stages of the proceedings, the Company has not concluded whether the outcome of any of these lawsuits will be material to its consolidated fin",,,,,,498N1-00175,A_stratified,2012-D09,9,ca572bcb-bd0d-4b28-bbb2-4e31a33fc533,0001193125-12-221372,0000073309,NUE,Nucor,Materials,Steel,10-Q,2012-05-09,2012,md_and_a,8,512,3194,True,0.12339,0.13435,0.09242,0.10821,0.05643,0.70335,0,0,,"of our Trinidad DRI plant’s annual capacity from 1,800,000 to 2,000,000 metric tons. This increase in capital expenditures was accompanied by an increase in acquisitions of $58.8 million. While Nucor had no acquisitions in the first quarter of 2011, our DJJ team acquired three metal recycling companies in the first quarter of 2012. These investing activities were partially offset by an increase of $154.1 million in net proceeds received from the sale of investments. Cash used in financing activities in the first quarter of 2012 remained flat compared to the first quarter of 2011 as financing activities were consistent quarter over quarter. Nucor’s conservative financial practices have served us well in the past and are serving us well today. Our cash and cash equivalents and short-term investments position remains robust at $2.38 billion as of March 31, 2012, and an additional $586.2 million of restricted cash and investments is available for use in the construction of the DRI facility in Louisiana. Our $1.5 billion revolving credit facility is undrawn and does not expire until December 2016, and 79% of our long-term debt matures in 2017 and beyond. We believe our financial strength is a key strategic advantage among domestic steel producers, particularly during recessionary business cycles. We carry the highest credit ratings of any metals and mining company in North America, with an A rating from Standard and Poor’s and an A2 rating from Moody’s. Based upon these factors, we expect to continue to have adequate access to the capital markets at a reasonable cost of funds for liquidity purposes when needed. Our credit ratings are dependent, however, upon a number of factors, both qualitative and quantitative, and are subject to change at any time. The disclosure of our credit ratings is made in order to enhance investors’ understanding of our sources of liquidity and the impact of our credit ratings on our cost of funds. Our credit facility includes only one financia",,,,,,499N1-00176,A_stratified,2012-D09,9,259774ed-a2c9-49e2-9161-32bfb512da12,0001021561-12-000026,0001021561,NUS,NU SKIN ENTERPRISES CLASS A,Consumer Staples,"Wholesale-Drugs, Proprietaries & Druggists' Sundries",10-K,2012-02-28,2012,financial_statements,0,512,3505,True,0.14223,0.11338,0.08223,0.14665,0.07119,0.69793,0,0,,"STATEMENTS AND SUPPLEMENTARY DATA 1. Financial Statements. Set forth below is the index to the Financial Statements included inthis Item 8: Page Consolidated Balance Sheets at December 31, 2010 and 2011 71 Consolidated Statements of Income for the years ended December 31, 2009, 2010 and 2011 72 Consolidated Statements of Stockholders’ Equity and Comprehensive Income for the years ended December 31, 2009, 2010 and 2011 73 Consolidated Statements of Cash Flows for the years ended December 31, 2009, 2010 and 2011 74 Notes to Consolidated Financial Statements 75 Report of Independent Registered Public Accounting Firm 102 2. Financial Statement Schedules: Financial statement schedules have been omitted because they are not required or are not applicable, or because the required information is shown in the financial statements or notes thereto. - 70 - NU SKIN ENTERPRISES, INC. Consolidated Balance Sheets (U.S. dollars in thousands) December 31, 2010 2011 ASSETS Current assets Cash and cash equivalents $ 230,337 $ 272,974 Current investments ─ 17,727 Accounts receivable 25,701 31,615 Inventories, net 114,475 112,111 Prepaid expenses and other 52,013 95,660 422,526 530,087 Property and equipment, net 133,722 149,505 Goodwill 112,446 112,446 Other intangible assets, net 78,270 83,333 Other assets 145,260 115,585 Total assets $ 892,224 $ 990,956 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities Accounts payable $ 25,480 $ 32,181 Accrued expenses 146,108 180,382 Current portion of long-term debt 27,865 28,608 Related party payable 16,995 ─ 216,448 241,171 Long-term debt 133,013 107,944 Other liabilities 71,514 67,605 Total liabilities 420,975 416,720 Commitments and contingencies (Notes 10 and 21) Stockholders’ equity Class A common stock – 500 million shares authorized,$.001 par value, 90.6 million shares issued 91 91 Additional paid-in capital 256,505 292,240 Treasury stock, at cost – 28.5 and 28.3 million shares (476,748 ) (522,162 ) Accumulated other comprehensive l",,,,,,500N1-00177,A_stratified,2012-D09,9,422a4383-5532-4454-b7c0-85201e97fafb,0001193125-12-332204,0000887936,FCN,FTI CONSULTING,Industrials,Services-Management Consulting Services,10-Q,2012-08-02,2012,md_and_a,13,512,3070,True,0.14279,0.10663,0.09820,0.09401,0.11984,0.65901,0,1,,"the six months ended June 30, 2012 from $176.3 million for the six months ended June 30, 2011 with a 0.8% decline from the estimated negative impact of foreign currency translation, which was primarily due to the weakening of the Brazilian real, British pound, and Mexican peso relative to the U.S. dollar. Revenue from the practices acquired from LECG in the first quarter of 2011 was $4.7 million, or 2.7% of segment revenue growth, primarily driven by the disputes and forensic accounting and environmental solution practices in North America. Revenue declined organically $2.5 million, or 1.4%, primarily due to decreases in both consulting hours and lower average billable rates per hour in North America partially offset by growth in our Latin American global risk and investigations practice as well as our global data analytics practice. Gross profit decreased $2.8 million, or 4.3%, to $63.0 million for the six months ended June 30, 2012 from $65.8 million for the six months ended June 30, 2011. Gross profit margin decreased 1.7 percentage points to 35.6% for the six months ended June 30, 2012 from 37.3% for the six months ended June 30, 2011. The gross profit margin decline was primarily due to lower utilization. SG&A expense increased $2.0 million, or 6.0%, to $35.4 million for the six months ended June 30, 2012 from $33.4 million for the six months ended June 30, 2012. SG&A expense was 20.0% of revenue for the six months ended June 30, 2012, up from 18.9% for the six months ended June 30, 2011. The increase in SG&A expense was due to higher bad debt expense, facilities, and other overhead expenses. Bad debt expense was 1.4% of revenues for the six months ended June 30, 2012 compared to 1.1% for the six months ended June 30, 2011. Amortization of other intangible assets decreased to $1.0 million for the six months ended June 30, 2012 from $1.2 million for the six months ended June 30, 2011. Adjusted segment EBITDA decreased by $4.2 million, or 12.4%, to $29.7 million ",,,,,,501N1-00178,A_stratified,2012-D09,9,e5378082-86b9-415f-988c-4417e09aac00,0001104659-12-033750,0000009389,BALL,Ball Corporation,Materials,"Metal, Glass & Plastic Containers",10-Q,2012-05-07,2012,financial_statements,3,512,3380,True,0.13554,0.11391,0.11504,0.02617,0.05461,0.65614,0,0,,"resulting in a one-time increase in cost of sales and depreciation expense of $2.3 million ($1.3 million after tax, or $0.01 per diluted share) in the first quarter of 2012 and is expected to result in an increase in cost of sales and depreciation expense of $11.0 million ($6.7 million after tax, or $0.04 per diluted share) for the full year, primarily attributable to the immediate recognition of expense as items are placed in service. Effective January 1, 2012, the company changed the presentation of capitalized software in its unaudited condensed consolidated financial statements to classify such assets as intangible assets rather than property, plant and equipment. As a result, the amounts included in the balance sheet in intangible assets were $46.2 million and $45.2 million as of April 1, 2012, and December 31, 2011, respectively. Capitalized software amounts that were previously reported as depreciation have been reclassified to amortization for all periods presented in the statements of earnings and cash flows, as well as in the notes to the unaudited condensed consolidated financial statements. Certain prior period amounts have been reclassified in order to conform to the current period presentation. 5 Table of Contents Ball Corporation Notes to Unaudited Condensed Consolidated Financial Statements 2. Accounting Pronouncements Recently Adopted Accounting Standards In September 2011, accounting guidance was issued to allow companies to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value as a basis for determining whether it is necessary to perform the two-step quantitative goodwill impairment test described in current accounting guidelines. The guidance was effective for Ball on January 1, 2012. Ball will be impacted by this new guidance during the fourth quarter of 2012 as the company performs the annual goodwill impairment test. The company does not ex",,,,,,502N1-00179,A_stratified,2012-D09,9,819c383b-7049-4c91-89e9-2d81b3e2a1fc,0001193125-12-222883,0001109357,EXC,Exelon,Utilities,Electric Utilities,10-Q,2012-05-10,2012,financial_statements,39,512,3032,True,0.11290,0.13766,0.08340,0.17336,-0.00060,0.65351,0,0,,"— 10 — 10 Commingled funds — 40 — 40 Fixed income subtotal 63 552 — 615 Direct lending securities — — 42 42 Pledged assets for Zion Station decommissioning subtotal(c) 89 574 42 705 55 Table of Contents COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) (Dollars in millions, except per share data, unless otherwise noted) As of March 31, 2012 Level 1 Level 2 Level 3 Total Rabbi trust investments Cash equivalents 2 — — 2 Mutual funds(d)(e) 73 — — 73 Rabbi trust investments subtotal 75 — — 75 Commodity mark-to-market derivative assets Economic hedges 1,988 6,913 990 9,891 Proprietary trading 3,341 6,427 219 9,987 Effect of netting and allocation of collateral(f) (5,329 ) (11,418 ) (370 ) (17,117 ) Commodity mark-to-market assets subtotal(g) — 1,922 839 2,761 Interest rate mark-to-market derivative assets — 119 — 119 Other investments 3 — 14 17 Total assets 3,183 6,687 908 10,778 Liabilities Commodity mark-to-market derivative liabilities Economic hedges (2,527 ) (5,659 ) (449 ) (8,635 ) Proprietary trading (3,457 ) (6,146 ) (364 ) (9,967 ) Effect of netting and allocation of collateral(f) 5,755 10,791 333 16,879 Commodity mark-to-market liabilities subtotal(h) (229 ) (1,014 ) (480 ) (1,723 ) Interest rate mark-to-market derivative liabilities — (54 ) — (54 ) Deferred compensation — (106 ) — (106 ) Total liabilities (229 ) (1,174 ) (480 ) (1,883 ) Total net assets $ 2,954 $ 5,513 $ 428 $ 8,895 As of December 31, 2011 Level 1 Level 2 Level 3 Total Assets Cash equivalents(a) $ 861 $ — $ — $ 861 Nuclear decommissioning trust fund investments Cash equivalents 562 — — 562 Equity Equity securities 1,275 — — 1,275 Commingled funds — 1,822 — 1,822 Equity funds subtotal 1,275 1,822 — 3,097 Fixed income Debt securities issued by the U.S. Treasury and other U.S. government corporations and agencies 1,014 33 — 1,047 Debt securities issued by states of the United States and political subdivisions of the states — 541 — 541 Debt securities issued by foreign governments ",,,,,,503N1-00180,A_stratified,2012-D09,9,46bc6e7d-d223-41c9-a5db-54572ee79a73,0001193125-12-513009,0001341439,ORCL,Oracle Corporation,Information Technology,Application Software,10-Q,2012-12-21,2012,md_and_a,29,512,3198,True,0.11102,0.13765,0.07486,0.11636,0.01113,0.64075,0,0,,"to invest in capital and other assets, including certain intangible assets, to support our growth. Net cash used for investing activities decreased in the first half of fiscal 2013 primarily due to a decrease in net cash used to purchase marketable securities (net of proceeds received from sales and maturities). Cash flows from financing activities: The changes in cash flows from financing activities primarily relate to borrowings and payments under debt facilities as well as stock repurchases, dividend payments and proceeds from stock option exercises. Net cash used for financing activities in the first half of fiscal 2013 decreased in comparison to the first half of fiscal 2012 primarily due to our issuance of $5.0 billion of senior notes in October 2012, partially offset by an increase in our common stock repurchases (we used $6.1 billion of cash for common stock repurchases during the first half of fiscal 2013 in comparison to $1.8 billion in the first half of fiscal 2012) and an increase in repayments of borrowings (we repaid $1.7 billion of short-term borrowings pursuant to our revolving credit facilities during the first half of fiscal 2013 in comparison to our repayment of $1.15 billion of short-term borrowings pursuant to our revolving credit facilities in the first half of fiscal 2012). Free cash flow: To supplement our statements of cash flows presented on a GAAP basis, we use non-GAAP measures of cash flows on a trailing 4-quarter basis to analyze cash flows generated from our operations. We believe free cash flow is also useful as one of the bases for comparing our performance with our competitors. The presentation of non-GAAP free cash flow is not meant to be considered in isolation or as an alternative to net 47 Table of Contents income as an indicator of our performance, or as an alternative to cash flows from operating activities as a measure of liquidity. We calculate free cash flows as follows: Trailing 4-Quarters Ended November 30, (Dollars in mi",,,,,,504N1-00181,A_stratified,2012-D10,10,42197ba7-3488-4312-bff0-7da619e2cdf3,0000080424-12-000092,0000080424,PG,Procter & Gamble,Consumer Staples,Personal Care Products,10-Q,2012-10-25,2012,md_and_a,3,512,3610,True,0.26348,0.18080,0.27341,0.17771,0.23286,1.94259,0,0,,"markets) in which we have chosen to focus. There are high levels of competitive activity in the environments in which we operate. To address these challenges, we must respond to competitive factors, including pricing, promotional incentives, trade terms and product initiatives. We must manage each of these factors, as well as maintain mutually beneficial relationships with our key customers, in order to effectively compete and achieve our business plans. As a company that manages a portfolio of consumer brands, our ongoing business model involves a certain level of ongoing acquisition, divestiture and joint venture activities. We must be able to successfully manage the impacts of these activities, while at the same time delivering against base business objectives. Daily conduct of our business also depends on our ability to maintain key information technology systems, including systems operated by third-party suppliers, and to maintain security over our data. Cost Pressures . Our costs are subject to fluctuations, particularly due to changes in commodity prices, raw materials, labor costs, foreign exchange and interest rates. Therefore, our success is dependent, in part, on our continued ability to manage these fluctuations through pricing actions, cost savings projects, sourcing decisions and certain hedging transactions, as well as consistent productivity improvements. We also must manage our debt and currency exposure, especially in certain countries with currency exchange controls, such as Venezuela, China and India. We need to maintain key manufacturing and supply arrangements, including sole supplier and sole manufacturing plant arrangements, and successfully manage any disruptions at Company manufacturing sites. We must implement, achieve and sustain cost improvement plans, including our outsourcing projects and those related to general overhead and workforce optimization. Successfully managing these changes, including identifying, developing and retaining ke",,,,,,505N1-00182,A_stratified,2012-D10,10,a5d40b8a-9de0-4121-9b77-6d1215713c63,0000896878-12-000048,0000896878,INTU,Intuit,Information Technology,Application Software,10-Q,2012-02-29,2012,md_and_a,6,512,3061,True,0.27490,0.15162,0.20385,0.13508,0.19901,1.83516,0,0,,"% % of related revenue 34 % 32 % 30 % 27 % Financial Management Solutions (FMS) product revenue is derived primarily from QuickBooks desktop software products and financial supplies such as paper checks, envelopes, invoices, business cards and business stationery. FMS service and other revenue is derived primarily from QuickBooks Online; QuickBooks technical support plans; Intuit Websites, which provides website design and hosting services for small and medium-sized businesses; QuickBase; and royalties from small business online services. FMS total net revenue increased $12 million or 6% in the second quarter of fiscal 2012 compared with the same quarter of fiscal 2011 and increased $26 million or 7% in the first six months of fiscal 2012 compared with the same period of fiscal 2011 . Strong growth in QuickBooks Online and QuickBooks Enterprise revenue drove higher average selling prices for QuickBooks offerings overall. Total QuickBooks software units increased 2% in the first half of fiscal 2012 . FMS segment operating income as a percentage of related revenue increased to 34% in the second quarter of fiscal 2012 from 32% in the same quarter of fiscal 2011 and increased to 30% in the first six months of fiscal 2012 from 27% in the same period of fiscal 2011 . Operating income increased in the first six months of fiscal 2012 due to the increase in revenue described above and about $14 million in lower expenses for advertising and other marketing programs, partially offset by about $10 million for higher staffing expenses. 22 Table of Contents Employee Management Solutions (Dollars in millions) Q2FY12 Q2FY11 %Change YTDQ2FY12 YTDQ2FY11 %Change Product revenue $ 69 $ 64 $ 137 $ 127 Service and other revenue 59 52 112 96 Total segment revenue $ 128 $ 116 9 % $ 249 $ 223 11 % % of total revenue 13 % 13 % 15 % 16 % Segment operating income $ 72 $ 63 14 % $ 147 $ 127 15 % % of related revenue 57 % 54 % 59 % 57 % Employee Management Solutions (EMS) product revenue is deri",,,,,,506N1-00183,A_stratified,2012-D10,10,18b8c161-f6fb-423b-8b49-40e263bfa951,0000788784-12-000003,0000788784,PEG,Public Service Enterprise Group,Utilities,Electric Utilities,10-Q,2012-11-02,2012,financial_statements,57,512,2941,True,0.21681,0.20239,0.11081,0.14311,0.10330,1.76409,0,0,,"Total Revenue from Affiliates $ 325 $ 363 $ 1,269 $ 1,692 Expense Billings from Affiliates: Administrative Billings from Services (B) $ (38 ) $ (37 ) $ (110 ) $ (109 ) Total Expense Billings from Affiliates $ (38 ) $ (37 ) $ (110 ) $ (109 ) As of As of Related-Party Transactions September 30, 2012 December 31, 2011 Millions Receivables from PSE&G through BGS and BGSS Contracts (A) $ 96 $ 247 Receivables from PSE&G Related to Gas Supply Hedges for BGSS (A) 21 109 Receivable from (Payable to) Services (B) (23 ) (26 ) Tax Receivable from (Payable to) PSEG (C) 7 58 Receivable from (Payable to) PSEG (1 ) (7 ) Accounts Receivable—Affiliated Companies, net $ 100 $ 381 Short-Term Loan to Affiliate(Demand Note to PSEG) (D) $ 890 $ 907 Working Capital Advances to Services(E) $ 17 $ 17 Long-Term Accrued Taxes Receivable (Payable)(C) $ (66 ) $ (8 ) 55 Table of Contents NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) PSE&G The financial statements for PSE&G include transactions with related parties presented as follows: Three Months Ended Nine Months Ended September 30, September 30, Related-Party Transactions 2012 2011 2012 2011 Millions Expense Billings from Affiliates: Billings from Power through BGSS (A) $ (67 ) $ (91 ) $ (630 ) $ (958 ) Billings from Power through BGS (A) (258 ) (272 ) (639 ) (734 ) Administrative Billings from Services (B) (58 ) (53 ) (165 ) (154 ) Total Expense Billings from Affiliates $ (383 ) $ (416 ) $ (1,434 ) $ (1,846 ) As of As of Related-Party Transactions September 30, 2012 December 31, 2011 Millions Payable to Power through BGS and BGSS Contracts (A) $ (96 ) $ (247 ) Payable to Power Related to Gas Supply Hedges for BGSS (A) (21 ) (109 ) Payable to Power for SREC Liability (F) (7 ) (7 ) Receivable from (Payable to) Services (B) (47 ) (56 ) Tax Receivable from (Payable to) PSEG (C) 8 131 Receivable from PSEG 6 8 Receivable from Energy Holdings 2 — Accounts Payable—Affiliated Companies, net $ (155 ) $ (280 ) Working Capital Advance",,,,,,507N1-00184,A_stratified,2012-D10,10,7ffb665d-5814-4824-8477-36ea532708d8,0001193125-12-100269,0001406587,FOR,FORESTAR GROUP INC,Real Estate,Real Estate,10-K,2012-03-07,2012,business,6,512,2759,True,0.20631,0.20632,0.10650,0.13376,0.11224,1.71801,0,0,,"of other resort sales revenues collected as taxes by the SID through 2034 and to reimbursement of certain infrastructure costs related to the mixed-use development. 8 Table of Contents A summary of activity within our projects in the development process, which includes entitled (a) , developed and under development real estate projects, at year-end 2011 follows: Residential Lots(c) Commercial Acres(d) Project County Market InterestOwned(b) Lots SoldSinceInception LotsRemaining AcresSoldSinceInception AcresRemaining Projects we own California San Joaquin River Contra Costa/Sacramento Oakland 100 % — — — 288 Colorado Buffalo Highlands Weld Denver 100 % — 164 — — Johnstown Farms Weld Denver 100 % 115 497 2 7 Pinery West Douglas Denver 100 % — — — 111 Stonebraker Weld Denver 100 % — 603 — — Texas Arrowhead Ranch Hays Austin 100 % — 259 — 6 Barrington Kingwood Harris Houston 100 % 6 174 — — Caruth Lakes Rockwall Dallas/Fort Worth 100 % 362 — — — Cibolo Canyons Bexar San Antonio 100 % 697 778 68 82 Harbor Lakes Hood Dallas/Fort Worth 100 % 202 247 2 19 Hunter’s Crossing Bastrop Austin 100 % 381 109 38 71 La Conterra Williamson Austin 100 % 83 417 — 58 Maxwell Creek Collin Dallas/Fort Worth 100 % 725 274 10 — Oak Creek Estates Comal San Antonio 100 % 99 548 13 — The Colony Bastrop Austin 100 % 424 724 22 31 The Gables at North Hill Collin Dallas/Fort Worth 100 % 203 — — — The Preserve at Pecan Creek Denton Dallas/Fort Worth 100 % 339 455 — 7 The Ridge at Ribelin Ranch Travis Austin 100 % — — 195 — Westside at Buttercup Creek Williamson Austin 100 % 1,370 144 66 — Other projects (9) Various Various 100 % 2,264 63 207 23 Georgia The Villages at Burt Creek Dawson Atlanta 100 % — 1,715 — 57 Towne West Bartow Atlanta 100 % — 2,674 — 121 Other projects (13) Various Atlanta 100 % — 2,834 — 705 Missouri and Utah Other projects (2) Various Various 100 % 467 87 — — 7,737 12,766 623 1,586 Projects in entities we consolidate Texas City Park Harris Houston 75 % 1,185 126 50 115 Lantana",,,,,,508N1-00185,A_stratified,2012-D10,10,2ba95ef8-0a7f-4fd1-a98d-ba0a6800581b,0000040729-12-000011,0000040729,ALLY,ALLY FINANCIAL INC,Financials,State Commercial Banks,10-K,2012-02-28,2012,other_information,18,512,3544,True,0.22135,0.17827,0.07402,0.14519,-0.02123,1.64223,0,0,,"product launched in October, to a total of 47 states to date James G. Mackey — Chief Financial Officer of Ally since June 2011. Mr. Mackey is responsible for the oversight of the Company's financial analysis, controls and reporting, accounting, business planning, and investor relations. In making the incentive compensation award determination for Mr. Mackey, the Committee considered the performance objectives and accomplishments of Ally. The significant additional 2011 performance objectives and accomplishments for Mr. Mackey are included in the table below. 2011 Performance Objectives 2011 Accomplishments Drive improvements in organization, process & technology Implemented new financial forecasting system, forecast accuracy scorecards for LOB and completed finance technology long range plan Position Ally to repay the United States Department of Treasury as soon as practical The United States Treasury sold $2.7 billion of Trust Preferred Securities to third-party investors To date, Ally Financial has paid $5.4 billion to the United States Treasury including preferred dividends Support strategic growth of the businesses Developed growth and benchmarking metrics for each business andimplemented annual business unit survey Benefits and Perquisites We provide our NEOs with health and welfare benefits under the broad-based program generally available to all of our employees. This allows them to receive certain benefits that are not readily available to individuals except through an employer and to receive certain benefits on a pretax basis. Our benefit program includes the Ally Retirement Savings Plan. We provide the savings plan in lieu of higher current cash compensation to ensure that employees have a source of retirement income and because these plans enjoy more favorable tax treatment than current compensation. Under this plan, employee contributions of up to 6% of salary were matched 100% by Ally. The plan also provided a 2% nonmatching contribution on both salary ",,,,,,509N1-00186,A_stratified,2012-D10,10,b3cc4914-3f1b-4421-8eb5-d7456a2e40e4,0001193125-12-460335,0001396009,VMC,Vulcan Materials Company,Materials,Construction Materials,10-Q,2012-11-08,2012,md_and_a,0,508,3518,True,0.18257,0.21231,0.11274,0.14394,0.15052,1.59569,0,0,,"DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS510511GENERAL COMMENTS512513OVERVIEW514515Vulcan provides the basic materials for516the infrastructure needed to expand the U.S. economy. We are the nation’s largest producer of construction aggregates, primarily crushed stone, sand and gravel. We also are a major producer of asphalt mix and ready-mixed concrete as well as a517leading producer of cement in Florida. Demand for our products is dependent on construction activity. The primary end uses include public construction,518such as highways, bridges, airports, schools and prisons, as well as private nonresidential (e.g., manufacturing, retail, offices, industrial and institutional) and private residential construction (e.g., single-family houses, duplexes, apartment519buildings and condominiums). Customers for our products include heavy construction and paving contractors; commercial building contractors; concrete products manufacturers; residential building contractors; state, county and municipal governments;520railroads and electric utilities. We operate primarily in the United States and our principal product — aggregates — is used in virtually all521types of public and private construction projects and in the production of asphalt mix and ready-mixed concrete. Aggregates have a high weight-to-value ratio and, in most cases, must be produced near where they are used; if not, transportation can522cost more than the materials. Exceptions to this typical market structure include areas along the U.S. Gulf Coast and the Eastern Seaboard where there are limited supplies of locally available high quality aggregates. We serve these markets from523inland quarries — shipping by barge and rail — and from our quarry on Mexico’s Yucatan Peninsula. We transport aggregates from Mexico to the U.S. principally on our three Panamax-class, self-unloading ships. There are practically no substitutes for quality aggregates. Because of barriers to entry created by zoning and permitting r",,,,,,524N1-00187,A_stratified,2012-D10,10,1a56de33-439a-4b6f-bd40-7bd4044a96bf,0001193125-12-208446,0000939767,EXEL,EXELIXIS INC,Health Care,"Biological Products, (No Diagnostic Substances)",10-Q,2012-05-03,2012,risk_factors,19,512,3636,True,0.22979,0.13904,0.41168,0.12189,0.19237,1.45116,0,0,,"We face, and will continue to face, intense competition from biotechnology and pharmaceutical companies, as well as academic research institutions, clinical reference laboratories and government agencies that are pursuing research activities similar to ours. Some of our competitors have entered into collaborations with leading companies within our target markets, including some of our existing collaborators. Some of our competitors are further along in the development of their products than we are. In addition, delays in the development of cabozantinib could allow our competitors to bring products to market before us, which would impair our ability to commercialize cabozantinib. Our future success will depend upon our ability to maintain a competitive position with respect to technological advances. Any products that are developed through our technologies will compete in highly competitive markets. Further, our competitors may be more effective at using their technologies to develop commercial products. Many of the organizations competing with us have greater capital resources, larger research and development staff and facilities, more experience in obtaining regulatory approvals and more extensive product manufacturing and marketing capabilities than we do. As a result, our competitors may be able to more easily develop technologies and products that would render our technologies and products, and those of our collaborators, obsolete and noncompetitive. There may also be drug candidates of which we are not aware at an earlier stage of development that may compete with cabozantinib. In addition, if cabozantinib is successfully developed, it may compete with existing therapies that have long histories of use, such as chemotherapy and radiation treatments in cancer indications. Examples of potential competition for cabozantinib include AstraZeneca’s RET, VEGFR and EGFR inhibitor, vandetanib, Algeta’s development-stage alpha-pharmaceutical, Alpharadin (Radium-223), oth",,,,,,525N1-00188,A_stratified,2012-D10,10,3c4a837e-fbc1-4ee4-8cd3-56445ea1cfea,0001193125-12-077809,0001057379,HCKT,HACKETT GROUP,Information Technology,Services-Management Consulting Services,10-K,2012-02-24,2012,financial_statements,23,512,3067,True,0.26415,0.09843,0.20867,0.12288,0.25502,1.42629,0,0,,"Transformation and Executive Advisory groups, and includes EPM Technologies. The ERP Solutions group encompasses the ERP technology groups, which include SAP and Oracle. The acquisition of Archstone in late 2009 brought a strong EPM Transformation group to the Company. This allowed the Company to combine the acquired transformation skills with its existing technology EPM group, which has been one of The Hackett Group’s growth drivers. The transformation and technology groups both adopted The Hackett Group brand in 2010, and in 2011 moved to a combined incentive plan. Therefore, the revenue of the EPM technology group, which was previously reflected under Hackett Technology Solutions, has been recast into The Hackett Group service line and all reported numbers have been recast to best reflect this integration of brand and go-to-market focus in the Company’s reporting. Year Ended December 30,2011 December 31,2010 January 1,2010 The Hackett Group $ 181,824 $ 167,019 $ 119,547 ERP Solutions 43,293 34,329 23,153 Total revenue $ 225,117 $ 201,348 $ 142,700 18. Quarterly Financial Information (unaudited) The following table presents unaudited supplemental quarterly financial information for the years ended December 30, 2011 and December 31, 2010 (in thousands, except per share data): Quarter Ended April 1,2011 July 1,2011 September 30,2011 December 30,2011 Total revenue $ 52,862 $ 58,809 $ 57,935 $ 55,511 Income from operations $ 3,486 $ 4,503 $ 4,511 $ 4,741 Income before income taxes $ 3,487 $ 4,515 $ 4,522 $ 4,750 Net income (1) $ 3,327 $ 4,403 $ 4,346 $ 9,693 Basic net income per common share $ 0.08 $ 0.11 $ 0.11 $ 0.25 Diluted net income per common share $ 0.08 $ 0.10 $ 0.10 $ 0.23 0000000 0000000 0000000 0000000 Quarter Ended April 2,2010 July 2,2010 October 1,2010 December 31,2010 Total revenue $ 46,728 $ 53,685 $ 52,305 $ 48,630 Income from operations $ 1,859 $ 3,752 $ 3,914 $ 2,927 Income before income taxes $ 2,808 $ 4,540 $ 3,921 $ 2,932 Net income $ 2,698 $ 4,4",,,,,,526N1-00189,A_stratified,2012-D10,10,0e7801cd-8271-470f-9389-4873d0a89194,0001283699-12-000008,0001283699,TMUS,T-Mobile US,Communication Services,Wireless Telecommunication Services,10-Q,2012-07-26,2012,md_and_a,6,498,3581,True,0.16408,0.20388,0.16763,0.23195,0.11441,1.41764,0,0,,"We have discussed those estimates that we believe are critical and require the use of complex judgment in their application in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Policies and Estimates” of our annual report on Form 10-K for the year ended December 31, 2011 filed with the United States Securities and Exchange Commission, or SEC, on February 29, 2012. Our accounting policies and the methodologies and assumptions we apply under them have not changed from our annual report on Form 10-K for the year ended December 31, 2011. Revenues527We derive our revenues from the following sources:528Service. We sell wireless broadband mobile services. The various types of service revenues associated with wireless broadband mobile for our customers include monthly recurring charges for airtime, one-time or monthly recurring charges for optional features (including nationwide long distance, unlimited international long distance, unlimited text messaging, international text messaging, voicemail, downloads, ringtones, games and content applications, unlimited directory assistance, enhanced directory assistance, ring back tones, mobile Internet browsing, location based services, mobile instant messaging, navigation, video streaming, video on demand, push e-mail and nationwide roaming) and charges for long distance service. Service revenues also include intercarrier compensation and nonrecurring service charges to customers. Equipment. We sell wireless broadband mobile handsets and accessories that are used by our customers in connection with our wireless broadband mobile services. This equipment is also sold to our independent retailers to facilitate distribution to our customers. Costs and Expenses529Our costs and expenses include:530Cost of Service. The major components of our cost of service are:531532• Cell Site Costs.We incur expenses for the rent of cell sites, network facilities, engineering operations, field tec",,,,,,533N1-00190,A_stratified,2012-D10,10,76cdb3b0-ff17-4110-a773-51fc14c4343f,0001104659-12-032474,0001368458,SBH,SALLY BEAUTY HOLDINGS,Consumer Discretionary,"Retail-Retail Stores, NEC",10-Q,2012-05-03,2012,md_and_a,22,512,3252,True,0.16763,0.19674,0.11609,0.14305,0.10366,1.39645,0,0,,"ended March 31, 2011. This increase reflects the growth in the segment’s gross margin described above, as well as a reduction in the segment’s operating expenses as a percentage of the segment’s gross profit. Unallocated Expenses. Unallocated expenses, which represent corporate costs (such as payroll, employee benefits and travel expenses for corporate staff, certain professional fees and corporate governance expenses) that have not been charged to our operating segments, increased by $7.5 million, or 19.9%, for the six months ended March 31, 2012, compared to the six months ended March 31, 2011. This increase was primarily due to higher employee compensation and compensation-related expenses ($2.8 million), professional fees ($1.2 million) and other corporate expenses related primarily to on-going upgrades to our information technology systems ($3.5 million). Share-based Compensation Expense. Total compensation cost charged against income for share-based compensation arrangements increased by $0.7 million to $11.0 million for the six months ended March 31, 2012, compared to $10.3 million for the six months ended March 31, 2011 . This increase was mainly due to the incremental expenses related to, as well as the higher fair value at the grant date of, equity awards during the six months ended March 31, 2012, compared to equity awards during the six months ended March 31, 2011, partially offset by the impact of equity awards that became fully vested since March 31, 2011. 49 Table of Contents Interest Expense Interest expense increased by $29.0 million to $86.3 million for the six months ended March 31, 2012, compared to $57.3 million for the six months ended March 31, 2011. The increase in interest expense was primarily attributable to a loss on extinguishment of debt of $34.6 million in connection with our December 2011 redemption of our 9.25% senior notes due 2014 and 10.50% senior subordinated notes due 2016. This amount includes a call premium of approximately $2",,,,,,534N1-00191,A_stratified,2012-D10,10,cb7df971-8ca0-4516-917c-fa5074685e0c,0001104659-12-034702,0000354707,HE,HAWAIIAN ELECTRIC INDUSTRIES,Utilities,Electric Services,10-Q,2012-05-09,2012,financial_statements,33,512,3162,True,0.13504,0.22934,0.11741,0.16873,0.14706,1.38255,0,0,utility_in_top12,"million to rate base) and offset by other minor adjustments to the interim increase that became effective on July 26, 2011. The agreement allows HECO to continue to defer depreciation expense and accrue carrying charges related to the costs not yet included in rates. For accounting purposes, HECO will recognize the equity portion of the carrying charge when it is allowed in electric rates. On March 29, 2012, the PUC approved the settlement agreement, and ordered that the interim increase for HECO’s 2011 test year rate case be adjusted by $5 million. The PUC also eliminated the requirement for a regulatory audit for the EOTP Phase 1. HECO submitted a revised tariff to reflect an increase in the interim increase effective April 2, 2012. In April 2010, HECO proposed a modification of Phase 2 of the EOTP that uses smart grid technology and is estimated to cost $10 million (total cost of $15 million, less $5 million of funding through the Smart Grid Investment Grant Program of the American Recovery and Reinvestment Act of 2009). In October 2010, the PUC approved HECO’s modification request for Phase 2, which is projected for completion by the third quarter of 2012. As of March 31, 2012, HECO’s incurred costs for the Modified Phase 2 project amounted to $9 million (total cost of $13 million, less $4 million received in Smart Grid Investment funding). Management believes that no adjustment to project costs of EOTP Phase 1 or Modified Phase 2 is required as of March 31, 2012. Customer Information System Project . In 2005, the PUC approved the utilities’ request to (i) expend the then-estimated $20 million (including $18 million for capital and deferred costs) for a new CIS project, provided that no part of the project costs may be included in rate base until the project is in service and is “used and useful for public utility purposes,” and (ii) defer certain computer software development costs, accumulate AFUDC during the deferral period, amortize the deferred costs over a",,,,,,535N1-00192,A_stratified,2012-D10,10,e3ae9f75-44d6-49c8-aca1-637576087ee8,0001188112-12-001090,0001325670,FRST,PRIMIS FINANCIAL CORP,Financials,State Commercial Banks,10-K,2012-04-17,2012,business,2,512,3204,True,0.17278,0.16791,0.15066,0.19387,0.11184,1.24892,0,0,,"and president at Southern Financial Bank. ● Leverage Our Existing Foundation for Additional Growth.Based on our management’s depth of experience and certain infrastructure investments, we believe that we will be able to take advantage of certain economies of scale typically enjoyed by larger organizations to expand our operations both organically and through strategic cost-effective branch or bank acquisitions. We believe that the investments we have made in our data processing, staff and branch network will be able to support a much larger asset base. We are committed, however, to control any additional growth in a manner designed to minimize the risk and to maintain strong capital ratios. ● Continue to Pursue Selective Acquisition Opportunities. Historically, acquisitions have been a key part of our growth. Since our formation, we have completed the acquisition of the Midlothian Branch in Richmond, Virginia on October 1, 2011, the acquisition and assumption of certain assets and liabilities of Greater Atlantic Bank from the FDIC on December 4, 2009, the acquisition of a branch of Millennium Bank in Warrenton, Virginia on September 28, 2009, the acquisition of the Leesburg branch location from Founders Corporation which opened on February 11, 2008, the acquisition of 1stService Bank in December of 2006 and the acquisition of the Clifton Forge branch of First Community Bancorp, Inc. in December of 2005. We intend to continue to review branch and whole bank acquisition opportunities, including possible acquisitions of failed financial institutions in FDIC assisted transactions, and will pursue these opportunities if they represent the most efficient use of our capital under the circumstances. We believe that we have demonstrated that we have the skill set and experience to acquire and integrate successfully both bank and branch acquisitions, and that with the strong capital position we have, we are well-positioned to take advantage of acquisition opportunities as the",,,,,,536N1-00193,A_stratified,2012-D10,10,012bad00-3ac2-4f76-9f5e-b78be5091a4c,0001024478-12-000012,0001024478,ROK,Rockwell Automation,Industrials,Electrical Components & Equipment,10-Q,2012-05-03,2012,md_and_a,12,90,594,False,0.20313,0.13458,0.19799,0.25331,0.21053,1.24303,0,1,,"change to this information. Environmental Information with respect to the effect on us and our manufacturing operations of compliance with environmental protection requirements and resolution of environmental claims is contained in Note 17 of the Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, of our Annual Report on Form 10-K for the fiscal year ended September 30, 2011 . We believe that at March 31, 2012 , there has been no material change to this information. Recent Accounting Pronouncements None. 30 Table of Contents ROCKWELL AUTOMATION, INC.",,,,,,537N1-00194,A_stratified,2012-D10,10,b2a9945d-4a36-4202-a4c5-efd5fb25d0f8,0001078271-12-000048,0001078271,EXTR,EXTREME NETWORKS,Information Technology,Computer Communications Equipment,10-K,2012-08-23,2012,risk_factors,7,512,3409,True,0.16233,0.17166,0.19631,0.18043,0.10761,1.20208,0,0,,"dependent upon supply from these sources to meet our needs. Certain components such as tantalum capacitors, SRAM, DRAM, and printed circuit boards, have been in the past, and may in the future be, in short supply. We have encountered, and are likely in the future to encounter, shortages and delays in obtaining these or other components, and this could have a material adverse effect on our ability to meet customer orders. Our principal sole-source components include: • ASICs; • Merchant silicon; • microprocessors; • programmable integrated circuits; • selected other integrated circuits; • custom power supplies; and • custom-tooled sheet metal. Our principal limited-source components include: • flash memory; • DRAMs and SRAMs; • printed circuit boards; and • CAMs. We use our forecast of expected demand to determine our material requirements. Lead times for materials and components we order vary significantly, and depend on factors such as the specific supplier, contract terms and demand for a component at a given time. If forecasts exceed orders, we may have excess and/or obsolete inventory, which could have a material adverse effect on our operating results and financial condition. If orders exceed forecasts, we may have inadequate supplies of certain materials and components, which could have a material adverse effect on our ability to meet customer delivery requirements and to recognize revenue. Generally, we do not have agreements fixing long-term prices or minimum volume requirements from suppliers. From time to time we have experienced shortages and allocations of certain components, resulting in delays in filling orders. Qualifying new suppliers to compensate for such shortages may be time-consuming and costly, and may increase the likelihood of errors in design or production. In addition, during the development of our products, we have experienced delays in the prototyping of our chipsets, which in turn has led to delays in product introductions. Similar delay",,,,,,538N1-00195,A_stratified,2012-D10,10,32e0d6a4-ed17-4279-b03d-95ba04a43f3c,0001047469-12-010665,0000833444,JCI,Johnson Controls,Industrials,Building Products,10-K,2012-11-16,2012,risk_factors,4,512,3383,True,0.21139,0.11889,0.19352,0.27571,0.24960,1.19954,0,0,,"of distance as well as language and cultural differences; • issues related to occupational safety and adherence to local labor laws and regulations; • potentially adverse tax developments; • longer payment cycles; • changes in the general political, social and economic conditions in the countries where we operate, particularly in emerging markets; • the threat of nationalization and expropriation; • the presence of corruption in certain countries; and • fluctuations in available municipal funding in those instances where a project is government financed. One or more of these factors could adversely affect our business and financial condition. In order to manage our day-to-day operations, we must overcome cultural and language barriers and assimilate different business practices. In addition, we are required to create compensation programs, employment policies and other administrative programs that comply with laws of multiple countries. We also must communicate and monitor standards and directives across our global network. Our failure to successfully manage our geographically diverse operations could impair our ability to react quickly to changing business and market conditions and to enforce compliance with standards and procedures, any of which could adversely impact our financial condition, results of operations and cash flows. Volatility in currency exchange rates, commodity prices and interest rates may adversely affect our financial condition, results of operations or cash flows. A significant portion of our revenue and certain of our costs, assets and liabilities, are denominated in currencies other than the U.S. dollar. Certain of the foreign currencies to which we have exposure have undergone significant devaluation in the past, which can reduce the value of our local monetary assets, reduce the U.S. dollar value of our local cash flow and potentially reduce the U.S. dollar value of future local net income. Although we intend to enter into forward exchange",,,,,,539N1-00196,A_stratified,2012-D10,10,fab51b2d-4996-4186-a13d-898714058686,0001144204-12-015141,0000769520,MIDD,MIDDLEBY,Industrials,Refrigeration & Service Industry Machinery,10-K,2012-03-15,2012,financial_statements,31,512,3348,True,0.18650,0.13883,0.17714,0.04180,0.19123,1.15763,0,0,,"are made at established arms length transfer prices. 64 The following table summarizes the results of operations for the company’s business segments 1 (dollars in thousands): Commercial Food Corporate Foodservice Processing and Other(2) Total 2011 Net sales $ 723,274 $ 132,633 $ — $ 855,907 Operating income 181,963 19,997 (53,250 ) 148,710 Depreciation and amortization expense 15,839 3,053 816 19,708 Net capital expenditures 6,896 447 497 7,840 Total assets 752,876 238,724 154,912 1,146,512 Long-lived assets 519,517 146,281 113,331 779,129 2010 Net sales $ 611,596 $ 107,525 $ — $ 719,121 Operating income 148,443 20,580 (46,235 ) 122,788 Depreciation and amortization expense 13,331 3,130 553 17,014 Net capital expenditures 2,810 136 213 3,159 Total assets 712,738 103,829 56,605 873,172 Long-lived assets 521,915 57,950 29,648 609,513 2009 Net sales $ 580,704 $ 65,925 $ — $ 646,629 Operating income 130,557 12,193 (31,309 ) 111,441 Depreciation and amortization expense 14,135 1,350 403 15,888 Net capital expenditures 5,249 20 461 5,730 Total assets 694,026 69,137 53,183 816,346 Long-lived assets 527,250 43,518 28,552 599,320 (1) Non-operating expenses are not allocated to the reportable segments. Non-operating expenses consist of interest expense and deferred financing amortization, foreign exchange gains and losses and other income and expense items outside of income from operations. (2) Includes corporate and other general company assets and operations. Long-lived assets by major geographic region are as follows: 2011 2010 2009 (dollars in thousands) United States and Canada $ 605,146 $ 585,614 $ 571,688 Asia 35,311 1,805 1,878 Europe and Middle East 137,642 21,143 25,546 Latin America 1,030 951 208 Total international 173,983 23,899 27,632 $ 779,129 $ 609,513 $ 599,320 65 Net sales by each major geographic region are as follows: 2011 2010 2009 (dollars in thousands) United States and Canada $ 613,081 $ 575,527 $ 530,644 Asia 61,078 42,786 28,936 Europe and Middle Eas",,,,,,540N1-00197,A_stratified,2012-D10,10,8961e7df-0d90-4982-95db-57f1224fab89,0001445305-12-001976,0000886128,FCEL,FUELCELL ENERGY INC,Industrials,Electrical Industrial Apparatus,10-Q,2012-06-08,2012,md_and_a,6,512,3161,True,0.16394,0.16223,0.13828,0.14161,0.11963,1.15332,0,0,,"three months ended April 30, 2012 compared to a gross loss of $0.1 million for the same period in 2011 as a result of the level of cost share we are required to contribute. The Company’s research and development backlog totaled $12.1 million ($6.3 million funded) as of April 30, 2012 compared to $15.2 million ($3.9 million funded) as of April 30, 2011. The increase is primarily due to SECA Phase III program award. Administrative and selling expenses Administrative and selling expenses were $4.0 million for the three months ended April 30, 2012 compared to $4.5 million for the same period in 2011. Administrative and selling expenses were lower primarily due to lower overall salary expense, sales and marketing costs and stock based compensation, compared to the prior year period. Research and development expenses Research and development expenses were $4.0 million for the three months ended April 30, 2012 a decrease of $0.5 million compared to last year’s period as a result of lower overall headcount and increased support of commercial projects by our engineering staff during the period which is classified as cost of sales. Loss from operations Loss from operations decreased to $7.8 million for the three months ended April 30, 2012 compared to $19.8 million for the same period last year. The decrease in loss from operations is primarily due a charge in the prior year quarter of approximately $8.8 million for the B1200 repair and upgrade program, improved margins on product sales, as well as lower administrative and selling expenses and research and development expenses. 17 Table of Contents Interest Expense Interest expense, decreased to $0.6 million for the three months ended April 30, 2012 compared to $0.9 million for the same period in 2011. The interest expense is due to the modification of the redeemable preferred stock of subsidiary in March 2011. Amortization of the carrying value of this instrument post-modification is recorded as interest expense on the conso",,,,,,541N1-00198,A_stratified,2012-D10,10,7b80eba1-ea62-41e7-bf0c-56dc9add4c81,0001193125-12-082223,0001013488,BJRI,BJS RESTAURANTS INC,Consumer Discretionary,Retail-Eating  Places,10-K,2012-02-28,2012,business,5,512,3337,True,0.12833,0.19835,0.05737,0.10975,-0.00736,1.14137,0,0,,"credit facilities. At this time, however, we have no indication that any such limitations or restrictions are likely to occur. Our capital expenditures during fiscal 2012 will continue to be significant as we currently plan to open as many as 16 new restaurants (including one relocation of an existing restaurant) during the year, in addition to our necessary maintenance and key initiative-related capital expenditures. As of February 27, 2012, we have entered into seven signed leases for new restaurant locations expected to open in fiscal 2012. Additionally we expect to enter into several more leases during fiscal 2012. We currently anticipate our total capital expenditure for fiscal 2012, including all expenditure categories and net of expected tenant improvement allowances we may receive from landlords, will be approximately $90 million to $95 million. We expect to fund our expected capital expenditures for fiscal 2012 with current cash and investment balances on hand, expected cash flow from operations and expected tenant improvement allowances of approximately $10.6 million. Our future cash requirements will depend on many factors, including the pace of our expansion, conditions in the retail property development market, construction costs, the nature of the specific sites selected for new restaurants, and the nature of the specific leases and associated tenant improvement allowances available, if any, as negotiated with landlords. We significantly depend on our expected cash flow from operations, coupled with agreed-upon landlord tenant improvement allowances, to fund the majority of our planned capital expenditures for 2012 and 2013. If our business does not generate enough cash flow from operations as expected, or if our landlords are unable to honor their agreements with us, and replacement funding sources are not otherwise available to us from borrowings under our credit facility or other alternatives, we may not be able to expand our operations at the pace ",,,,,,542N1-00199,A_stratified,2012-D10,10,0b669e1d-d1fe-487d-a168-403c0a1c3a71,0001193125-12-081967,0000004977,AFL,Aflac,Financials,Life & Health Insurance,10-K,2012-02-27,2012,md_and_a,41,512,3264,True,0.14204,0.18033,0.18195,0.13838,0.03569,1.11999,0,0,,"During the second half of 2011, the European sovereign crisis shifted focus from Greece and moved to other periphery European sovereigns, including Italy. We believe the focus on Italy has been driven by a combination of factors which, separately in a normal market environment, would have a limited impact on the fiscal profile and financing capabilities of a developed market government, like Italy’s. The factors include the EU leadership’s inability to solve the Greece fiscal problem, weak economic growth, a high overall debt profile, and a lack of political will to address the government’s budget. As of December 31, 2011, our total direct exposure to Italy was $2.6 billion, at amortized cost. This exposure comprised $322 million of direct investment in the sovereign of Italy; a senior unsecured obligation of $193 million; and several utility and industrial companies of $967 million and $1.1 billion, respectively. We expect the operating environment will be difficult in 2012 as Italy’s government implements austerity measures to reduce deficits. Meaningful economic growth will be difficult due to the aforementioned austerity measures and a contraction of bank credit. Although there has been substantial improvement in the political environment and the fiscal outlook has improved recently, Italy’s economic and ratings profile is expected to remain under pressure in the short-term. Corporates, especially utilities, domiciled in Italy will continue to carry sovereign rating risk, but we expect they will continue to meet obligations due to factors including high barriers to entry, necessity of product/service, good operating cash flow, leading market positions and well-diversified product and market mix. Italy’s foreign currency long-term debt rating was downgraded by Moody’s from Aa2 to A2 on October 4, 2011 and was further downgraded one notch by Moody’s to A3 on February 13, 2012. S&P placed Italy’s long-term debt rating of A on negative watch on December 5, 2011 and ",,,,,,543N1-00200,A_stratified,2012-D10,10,6fc4eb68-a406-4501-8c59-02171059afd8,0000886163-12-000060,0000886163,LGND,LIGAND PHARMACEUTICALS,Health Care,Pharmaceutical Preparations,10-Q,2012-11-14,2012,financial_statements,2,512,3405,True,0.15150,0.16189,0.09904,0.18876,0.03584,1.06718,0,0,,"payable and accrued liabilities (3,009 ) (7,110 ) Other liabilities 15 (4,129 ) Deferred revenue (1,710 ) (1,246 ) Net cash used in operating activities of continuing operations (1,461 ) (8,189 ) Net cash used in operating activities of discontinued operations (550 ) — Net cash used in operating activities (2,011 ) (8,189 ) Investing activities Acquisition of CyDex, net of cash acquired — (32,024 ) Payments to CVR holders (8,049 ) — Purchases of property, equipment and building (633 ) (116 ) Proceeds from sale of property, and equipment and building 17 — Purchases of short-term investments — (10,000 ) Proceeds from sale of short-term investments 10,000 19,346 Other, net — (59 ) Net cash provide by (used in) investing activities 1,335 (22,853 ) Financing activities Proceeds from issuance of debt 7,500 30,000 Repayment of debt (10,000 ) — Net proceeds from issuance of common stock, net 3,181 2 Share repurchases — (55 ) Net cash provided by financing activities 681 29,947 Net increase in cash and cash equivalents 5 (1,095 ) Cash and cash equivalents at beginning of period 7,041 3,346 Cash and cash equivalents at end of period $ 7,046 $ 2,251 Supplemental Disclosure of cash flow information Interest paid 1,854 1,749 Taxes paid 15 27 See accompanying notes . 6 Table of Contents LIGAND PHARMACEUTICALS INCORPORATED Notes to Condensed Consolidated Financial Statements (Unaudited) 1. Basis of Presentation Ligand Pharmaceuticals Incorporated, a Delaware corporation (the ""Company"" or ""Ligand""), is a biotechnology company that focuses on drug discovery and early-stage development and partnering of pharmaceuticals that address critical unmet medical needs or that are more effective and/or safer than existing therapies, more convenient to administer and are cost effective. The Company sold its Oncology Product Line (“Oncology”) and Avinza Product Line (“Avinza”) on October 25, 2006 and February 26, 2007, respectively. The operating results for Oncology and Avinza have been presen",,,,,,544N1-00201,A_stratified,2024-D01,1,cda75c14-2469-46e5-81c1-1342ab05b23f,0001104659-24-080890,0000001750,AIR,AAR,Industrials,Aircraft & Parts,10-K,2024-07-19,2024,controls_and_procedures,0,512,3541,True,0.07491,-0.09808,0.01314,0.21847,-0.02851,-1.09341,0,0,,"AND PROCEDURES Evaluation of Disclosure Controls and Procedures We conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Act”), as of May 31, 2024. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures. Therefore, effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. Based upon our evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective as of May 31, 2024, ensuring that information required to be disclosed in the reports that are filed under the Act is recorded, processed, summarized and reported in a timely manner. Management Report on Internal Control Over Financial Reporting Management of AAR CORP. is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Act. The Company’s internal control over financial reporting is a process designed by, or under the supervision of, our Chief Executive Officer and Chief Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with U.S. GAAP and includes those policies and procedures that (1) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. GAAP, and that receipts and expenditures of",,,,,,545N1-00202,A_stratified,2024-D01,1,86992755-bdd0-497c-a4b7-653b985d8caa,0000039911-24-000127,0000039911,GAP,GAP,Consumer Discretionary,Retail-Family Clothing Stores,8-K,2024-05-30,2024,full_body,0,512,3280,True,0.02540,-0.04848,0.00862,0.16497,-0.00426,-1.11400,0,0,,"gps-20240530 0000039911 false 0000039911 2024-05-30 2024-05-30 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 30, 2024 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) Two Folsom Street San Francisco, California 94105 (Address of principal executive offices) (Zip Code) ( 415 ) 427-0100 (Registrant’s telephone number, including area code) N/A (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol Name of each exchange on which registered Common Stock, $0.05 par value GPS The New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pur",,,,,,546N1-00203,A_stratified,2024-D01,1,53e200eb-036f-4aa7-9dfb-a629ad6611e7,0000907254-24-000100,0000907254,BFS,SAUL CENTERS REIT INC,Real Estate,Real Estate Investment Trusts,10-Q,2024-11-07,2024,financial_statements,6,512,3633,True,-0.02487,-0.00053,-0.06244,0.10017,-0.11815,-1.15010,0,0,,"and assumptions relate to collectability of operating lease receivables and impairment of real estate properties. Actual results could differ from those estimates. -11- Table of Contents Notes to Consolidated Financial Statements (Unaudited) Accounts Receivable, Accrued Income and Allowance for Doubtful Accounts Accounts receivable are primarily comprised of rental and reimbursement billings due from tenants, and straight-line rent receivables representing the cumulative amount of adjustments necessary to present rental income on a straight-line basis. Individual leases are assessed for collectability and, upon the determination that the collection of rents is not probable, accrued rent and accounts receivable are charged off, and the charge off is reflected as an adjustment to rental revenue. Revenue from leases where collection is not probable is recorded on a cash basis until collectability is determined to be probable. Further, we assess whether operating lease receivables, at the portfolio level, are appropriately valued based upon an analysis of balances outstanding, historical bad debt levels and current economic trends. Evaluating and estimating uncollectable lease payments and related receivables requires significant judgement by management and is based on the best information available to management at the time of evaluation. Recently Issued Accounting Pronouncements In November 2023, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segments Disclosures” (“ASU 2023-07”). ASU 2023-07 enhances disclosures of significant segment expenses and other segment items regularly provided to the chief operating decision maker, extends certain annual disclosures to interim periods and permits more than one measure of segment profit (loss) to be reported under certain conditions. The amendments are effective for fiscal years beginning after December 15, 2023, and inter",,,,,,547N1-00204,A_stratified,2024-D01,1,ceae950b-a76c-4cab-b034-c7b6aed45183,0000055242-24-000008,0000055242,KMT,KENNAMETAL,Industrials,"Machine Tools, Metal Cutting Types",10-Q,2024-02-07,2024,controls_and_procedures,0,397,2603,True,0.04482,-0.07638,0.03471,0.26798,0.02639,-1.15932,0,0,,"AND PROCEDURES As of the end of the period covered by this Quarterly Report on Form 10-Q, the Company's management evaluated, with the participation of the Company's Chief Executive Officer and Chief Financial Officer, the effectiveness of the Company's disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)). The Company's disclosure controls were designed to provide a reasonable assurance that information required to be disclosed in reports that we file or submit under the Securities Exchange Act of 1934, as amended (Exchange Act), is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. It should be noted that the design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote. However, the controls have been designed to provide reasonable assurance of achieving the controls' stated goals. Based on that evaluation, the Company's Chief Executive Officer and Chief Financial Officer have concluded that the Company's disclosure controls and procedures are effective to provide reasonable assurance at December 31, 2023 that information required to be disclosed in the reports that we file or submit under the Exchange Act is (i) accumulated and communicated to management, including the Company's Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure and (ii) recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. There were no changes in the Company's internal control over financial reporting that occurred during the Company's most recent fiscal quarter that have materially affected, or are reasonably like",,,,,,548N1-00205,A_stratified,2024-D01,1,7f88ec1d-5ccf-49d0-b844-455fbd8273cd,0001616707-24-000014,0001616707,W,WAYFAIR CLASS A,Consumer Discretionary,Retail-Catalog & Mail-Order Houses,10-K,2024-02-22,2024,financial_statements,12,512,3436,True,-0.00530,-0.02381,-0.00334,0.04876,-0.03235,-1.16518,0,0,,"Share Wayfair follows the two-class method when computing earnings or loss per share for its two issued classes of common stock - Class A and Class B. Basic earnings or loss per share is computed using the weighted-average number of shares of common stock outstanding during the period. Diluted earnings or loss per share is computed using the weighted-average number of shares of common stock outstanding during the period plus, if dilutive, common stock equivalents outstanding during the period and stock issuable upon conversion of the convertible debt instruments. Wayfair's common stock equivalents consist of shares issuable upon the release of restricted stock units. The dilutive effect of these common stock equivalents is reflected in diluted earnings or loss per share by application of the treasury stock method. The dilutive effect of shares issuable upon conversion of the convertible debt instruments are included in the calculation of diluted earnings or loss per share under the if-converted method. For periods in which Wayfair has reported net losses, diluted loss per share is the same as basic loss per share, as the effects of common stock equivalents outstanding and shares issuable upon conversion of convertible debt instruments are antidilutive and therefore excluded from the calculation of diluted loss per share. Wayfair allocates undistributed earnings between the classes on a one-to-one basis when computing earnings or loss per share. As a result, basic and diluted earnings or loss per share per Class A and Class B shares are equivalent. 68 T a ble of Contents Recently Issued Accounting Pronouncements Segment Reporting In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, to update reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The amendment is effective for fiscal years beginning after December 15, 2023 and interi",,,,,,549N1-00206,A_stratified,2024-D01,1,458894dc-41b3-4d95-8c9e-13ff48737784,0001628280-24-043447,0001032033,SLM,SLM CORP,Financials,Personal Credit Institutions,10-Q,2024-10-23,2024,financial_statements,24,512,3457,True,-0.01956,-0.01112,-0.00424,0.05597,-0.04026,-1.18121,0,0,,"Amortized Cost Basis % of Total Class of Financing Receivable Amortized Cost Basis % of Total Class of Financing Receivable Private Education Loans $ 28,633 0.12 % $ 937,723 4.01 % Total $ 28,633 0.12 % $ 937,723 4.01 % 2 Represents the period-end amortized cost basis of the applicable Private Education Loans as of September 30, 2024. 25 5. Allowance for Credit Losses (Continued) Loan Modifications Made to Borrowers Experiencing Financial Difficulty Nine Months Ended September 30, 2023(dollars in thousands) Interest Rate Reduction Combination - Interest Rate Reduction and Term Extension Loan Type: Amortized Cost Basis % of Total Class of Financing Receivable Amortized Cost Basis % of Total Class of Financing Receivable Private Education Loans $ 39,263 0.17 % $ 254,639 1.10 % Total $ 39,263 0.17 % $ 254,639 1.10 % The following tables describe the financial effect of the modifications made to loans whose borrowers are experiencing financial difficulty: Three Months Ended September 30, 2024 Interest Rate Reduction Combination - Interest RateReduction and Term Extension Loan Type Financial Effect Loan Type Financial Effect Private Education Loans Reduced average contractual rate from13.16% to3.59% Private Education Loans Added a weighted average9.42years to the life of loansReduced average contractual rate from12.58% to3.51% Three Months Ended September 30, 2023 Interest Rate Reduction Combination - Interest RateReduction and Term Extension Loan Type Financial Effect Loan Type Financial Effect Private Education Loans Reduced average contractual rate from13.57% to4.00% Private Education Loans Added a weighted average10.22years to the life of loansReduced average contractual rate from13.12% to4.00% Nine Months Ended September 30, 2024 Interest Rate Reduction Combination - Interest RateReduction and Term Extension Loan Type Financial Effect Loan Type Financial Effect Private Education Loans Reduced average contractual rate from13.18% to3.59% Private Education Loans Added ",,,,,,550N1-00207,A_stratified,2024-D01,1,fb04c05f-c53f-426e-9363-a8bda70f9249,0001104659-24-055831,0000072741,ES,Eversource Energy,Utilities,Electric Utilities,8-K,2024-05-01,2024,full_body,0,405,3168,True,-0.00910,-0.02431,0.02247,0.24649,0.00872,-1.19403,0,0,,"false55155200000727415535548-K5555562024-05-1557558false5595600000023426561562¨563564¨565566¨567568¨5695708-K5715722024-05-1573574false5755760000013372577578¨579580¨581582¨583584¨5855860000315256587588¨5895908-K5915922024-05-1593594false595596¨597598¨599600¨60160200000727416036042024-05-016056062024-05-016076080000072741609610es:TheConnecticutLightAndPowerCompanyMember6116122024-05-016136142024-05-016156160000072741617618es:NstarElectricCompanyMember6196202024-05-016216222024-05-016236240000072741625626es:PublicServiceCompanyOfNewHampshireMember6276282024-05-016296302024-05-01631632iso4217:USD633634xbrli:shares635636iso4217:USD637638xbrli:shares639640UNITED STATES641642SECURITIES AND EXCHANGE COMMISSION643644Washington, D.C. 20549645646FORM6478-K648649CURRENT REPORT650651Pursuant to Section 13 or 15(d) of the Securities652Exchange Act of 1934653654Date of Report (Date of earliest event655reported):656May 1, 2024 (657May 1, 2024658)659660CommissionFile Number Registrant; State of IncorporationAddress; and Telephone Number I.R.S. EmployerIdentification No. 1-5324 EVERSOURCE661ENERGY(aMassachusettsvoluntary association)300662Cadwell DriveSpringfield,Massachusetts01104Telephone: (800)286-5000 04-21479296630-00404 THE664CONNECTICUT LIGHT AND POWER COMPANY(aConnecticutcorporation)107665Selden StreetBerlin,Connecticut06037-1616Telephone: (800)286-5000 06-03038506661-02301 NSTAR667ELECTRIC COMPANY(aMassachusettscorporation)800668Boylston StreetBoston,Massachusetts02199Telephone: (800)286-5000 04-12788106691-6392 PUBLIC670SERVICE COMPANY OF NEW HAMPSHIRE(aNew671Hampshirecorporation)Energy672Park780673North Commercial StreetManchester,New674Hampshire03101-1134Telephone: (800)286-5000 02-0181050675676Not Applicable677678(Former name or former address, if changed since679last report)680681Check the appropriate box below if the Form 8-K filing is intended682to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (683see684General Instruction685A.2. below):686687¨ Written688communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)689690¨ Soliciting691material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)692693¨ Pre-commencement694communications pursuant to Rule 14d-2(b) unde",,,,,,695N1-00208,A_stratified,2024-D01,1,26838313-5d47-497c-885c-b5d64c8eebbd,0001834584-24-000023,0001834584,CPNG,COUPANG CLASS A,Consumer Discretionary,Retail-Catalog & Mail-Order Houses,10-K,2024-02-28,2024,risk_factors,34,512,3394,True,-0.01493,-0.02378,0.03075,0.18137,0.02295,-1.22998,0,1,,"our operating flexibility. We are party to a senior unsecured revolving credit facility as well as various other credit agreements. Our credit agreements may limit our ability to, among other things: • incur or guarantee additional debt; • make certain investments and acquisitions; • make certain restricted payments and prepayments of certain indebtedness; Coupang, Inc. 2023 Form 10-K 23 Table of Contents • incur certain liens or permit them to exist; and • make fundamental changes and dispositions (including dispositions of equity interests of any subsidiary guarantors). Our revolving credit facility also contains covenants requiring us to maintain certain financial ratios. The provisions of our revolving credit facility may affect our ability to obtain future financing and to pursue attractive business opportunities and our flexibility in planning for, and reacting to, changes in business conditions. As a result, restrictions in our revolving credit facility could adversely affect our business, financial condition, and results of operations. In addition, a failure to comply with the provisions of our revolving credit facility could result in a default or an event of default that could enable our lenders to declare the outstanding principal of that debt, together with accrued and unpaid interest, to be immediately due and payable. If the payment of outstanding amounts under our revolving credit facility is accelerated, our assets may be insufficient to repay such amounts in full, and our common stockholders could experience a partial or total loss of their investment. Please see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources.” We have had material weaknesses previously reported in our internal control over financial reporting that have been remediated, but if we fail to properly manage our internal control over financial reporting on a go forward basis, future material weaknesses could be ident",,,,,,696N1-00209,A_stratified,2024-D01,1,b2c9b592-bd02-4056-8dd5-f2b6fdcce17f,0000884614-24-000034,0000884614,UGI,UGI,Utilities,Gas & Other Services Combined,8-K,2024-02-01,2024,full_body,1,222,1412,False,0.02526,-0.07136,-0.02370,0.16146,-0.01981,-1.25954,0,0,,"and is incorporated herein by reference in this Item 7.01. All information in Exhibit 99.2 is presented as of the particular dates referenced therein, and the Company does not undertake any obligation to, and disclaims any duty to, update any of the information provided. In accordance with General Instruction B.2 of Form 8-K, the information in this report, including Exhibits 99.1 and 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and will not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in that filing. Item 9.01 Financial Statements and Exhibits. (d) Exhibits. The following exhibits are being furnished herewith: 99.1 Press Release of UGI Corporation datedJanuary 31, 2024. 99.2 Presentation of UGI Corporation datedFebruary 1,2024. 104 Cover Page Interactive Data File (formatted as inline XBRL) SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. UGI Corporation February 1, 2024 By: /s/ Sean P. O'Brien Name: Sean P. O'Brien Title: Chief Financial Officer",,,,,,697N1-00210,A_stratified,2024-D01,1,76d4bcde-22b7-444b-925b-94609f4410fe,0000950170-24-125924,0001671858,SPRY,ARS PHARMACEUTICALS,Health Care,Pharmaceutical Preparations,10-Q,2024-11-13,2024,controls_and_procedures,0,374,2512,True,0.04537,-0.09855,-0.00856,0.23727,0.00346,-1.29575,0,0,,"and Procedures Evaluation of Disclosure Controls and Procedures As required by Rules 13a-15(b) and 15d-15(b) of the Exchange Act, our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of September 30, 2024. The term “disclosure controls and procedures” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officer, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives, and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on the evaluation of our disclosure controls and procedures as of September 30, 2024, our Chief Executive Officer and our Chief Financial Officer concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance level. Changes in Internal Control over Financial Reporting In September 2024, we began product sales of neffy and in conjunction began recording product revenue, cost of goods sold, and inventory. We enhanced our internal control over financial reporting by ad",,,,,,698N1-00211,A_stratified,2024-D01,1,0f69ec3e-0ae1-4daa-ae35-8fecc877d8ef,0000950170-24-117407,0001045609,PLD,Prologis,Real Estate,Industrial REITs,10-Q,2024-10-25,2024,financial_statements,6,512,2835,True,-0.02524,-0.02759,-0.07092,0.02331,0.01144,-1.32371,0,0,,"- (863 ) - - Distributions ($0.96per commonunit) and other - - - (892,866 ) - (20,380 ) - (4,947 ) (40,663 ) (958,856 ) Balance at September 30, 2024 1,279 $ 63,948 926,146 $ 53,007,821 15,501 $ 887,186 7,650 $ 420,292 $ 3,284,845 $ 57,664,092 General Partner Limited Partners Non- Preferred Common Common Class A Common controlling Total Units Amount Units Amount Units Amount Units Amount Interests Capital Balance at July 1, 2023 1,279 $ 63,948 923,861 $ 53,401,682 14,538 $ 840,369 8,595 $ 469,424 $ 3,302,401 $ 58,077,824 Consolidated net earnings - - - 747,627 - 12,344 - 6,557 32,613 799,141 Effect of equity compensation plans - - 6 35,021 331 68,350 - - - 103,371 Capital contributions - - - - - - - - 62 62 Redemption of limited partners units - - 107 6,207 (134 ) (9,497 ) - - - (3,290 ) Foreign currency translationgains (losses), net - - - 142,969 - 2,307 - 1,265 (260 ) 146,281 Unrealized gains on derivativecontracts, net - - - 3,618 - 53 - 31 - 3,702 Reallocation of capital - - - 41,046 - (41,675 ) - 629 - - Distributions ($0.87per commonunit) and other - - - (806,287 ) - (17,863 ) - (5,559 ) (36,520 ) (866,229 ) Balance at September 30, 2023 1,279 $ 63,948 923,974 $ 53,571,883 14,735 $ 854,388 8,595 $ 472,347 $ 3,298,296 $ 58,260,862 Nine Months Ended September 30, 2024 and 2023 General Partner Limited Partners Non- Preferred Common Common Class A Common controlling Total Units Amount Units Amount Units Amount Units Amount Interests Capital Balance at January 1, 2024 1,279 $ 63,948 924,391 $ 53,117,776 14,760 $ 848,160 8,595 $ 469,561 $ 3,324,275 $ 57,823,720 Consolidated net earnings - - - 2,452,782 - 41,055 - 20,084 91,838 2,605,759 Effect of equity compensation plans - - 405 49,520 1,202 130,443 - - - 179,963 Capital contributions - - - - - - - - 21,245 21,245 Redemption of limited partners units - - 1,350 77,466 (461 ) (26,127 ) (945 ) (51,838 ) - (499 ) Foreign currency translation losses, net - - - (84,257 ) - (1,410 ) - (668 ) (1,324 ) (87,659 ) Unrealized",,,,,,699N1-00212,A_stratified,2024-D01,1,64522efc-69e8-489b-a9c4-0fe7ef09d50e,0001558370-24-010381,0001819928,DV,DOUBLEVERIFY HOLDINGS,Communication Services,"Services-Computer Programming, Data Processing, Etc.",10-Q,2024-07-30,2024,risk_factors,0,33,184,False,-0.04611,-0.01042,0.05805,0.17446,0.03388,-1.35598,0,0,,"Factors There have been no material changes to the risk factors described in the section titled “Risk Factors” in the Annual Report on Form 10-K for the year ended December 31, 2023. ​",,,,,,700N1-00213,A_stratified,2024-D01,1,21ae6daa-9f34-41e4-8686-4f8550487b57,0000883948-24-000030,0000883948,AUB,ATLANTIC UNION BANKSHARES,Financials,State Commercial Banks,10-K,2024-02-22,2024,financial_statements,17,512,3425,True,-0.00436,-0.06875,0.07758,0.16113,-0.01024,-1.44301,0,0,,"performance, as well as ensuring compliance with the Company’s vendor management program. ● Residential 1-4 Family - Consumer- Loans generally made to consumer residential borrowers. The Residential 1-4 Family - Consumer loan portfolio carries risks associated with the creditworthiness of the borrower and changes in loan-to-value ratios. The Company manages these risks through policies and procedures such as limiting loan-to-value ratios at origination, experienced underwriting, requiring standards for appraisers, and not making subprime loans. ● Residential 1-4 Family - Revolving- The consumer portfolio carries risks associated with the creditworthiness of the borrower and changes in loan-to-value ratios. The Company manages these risks through policies and procedures, such as limiting loan-to-value ratios at origination, using experienced underwriting, requiring standards for appraisers, and not making subprimeloans. Nonaccruals, Past Dues, and Charge-offs: The policy for placing commercial and consumer loans on nonaccrual status is generally when the loan is 90 days delinquent unless the credit is well secured and in process of collection. Consumer loans are typically charged-off when management judges the loan to be uncollectible but generally no later than 120 days past due for non-real estate secured loans and 180 days for real estate secured loans. Non-real estate secured consumer loans are generally not placed on nonaccrual status prior to charge off. Commercial loans are typically written down to net realizable value when it is determined that the Company will be unable to collect the principal amount in full and the amount is a confirmed loss. Loans in all classes of portfolios are considered past due or delinquent when a contractual payment has not been satisfied. Loans are placed on nonaccrual status or charged off at an earlier date if collection of principal and interest is considered doubtful and in accordance with regulatory requirements. The process",,,,,,701N1-00214,A_stratified,2024-D01,1,b6ec685a-67d1-40a3-9131-d73cdbeb4e0e,0001104659-24-069077,0001413329,PM,Philip Morris International,Consumer Staples,Tobacco,8-K,2024-06-06,2024,full_body,2,493,3059,True,-0.00771,-0.06796,-0.03020,0.11019,0.02397,-1.46063,0,0,,"EmployerIdentification No.)702703677704Washington Blvd, Suite 1100Stamford,Connecticut 06901705(Address706of principal executive offices) (Zip707Code)708709Registrant’s telephone number, including710area code: (711203712)713905-2410714715(Former name or former address, if changed716since last report.)717718Check the appropriate box below if the Form 8-K719filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:720721¨722723Written communications pursuant to Rule 425 under724the Securities Act (17 CFR 230.425)725726¨727728Soliciting material pursuant to Rule 14a-12 under729the Exchange Act (17 CFR 240.14a-12)730731¨732733Pre-commencement communications pursuant to Rule 14d-2(b) under734the Exchange Act (17 CFR 240.14d-2(b))735736¨737738Pre-commencement communications pursuant to Rule 13e-4(c) under739the Exchange Act (17 CFR 240.13e-4(c))740741Securities registered pursuant to Section 12(b) of the Act:742743Title744of each class TradingSymbol(s) Name of each exchangeon which registered745Common746Stock, no par value PM New747York Stock Exchange7480.625%749Notes due 2024 PM24B New750York Stock Exchange7513.250%752Notes due 2024 PM24A New753York Stock Exchange7542.750%755Notes due 2025 PM25 New756York Stock Exchange7573.375%758Notes due 2025 PM25A New759York Stock Exchange7602.750%761Notes due 2026 PM26A New762York Stock Exchange7632.875%764Notes due 2026 PM26 New765York Stock Exchange7660.125%767Notes due 2026 PM26B New768York Stock Exchange7693.125%770Notes due 2027 PM27 New771York Stock Exchange7723.125%773Notes due 2028 PM28 New774York Stock Exchange7752.875%776Notes due 2029 PM29 New777York Stock Exchange7783.375%779Notes due 2029 PM29A New780York Stock Exchange7810.800%782Notes due 2031 PM31 New783York Stock Exchange7843.125%785Notes due 2033 PM33 New786York Stock Exchange7872.000%788Notes due 2036 PM36 New789York Stock Exchange7901.875%791Notes due 2037 PM37A New792York Stock Exchange7936.375%794Notes due 2038 PM38 New795York Stock Exchange7961.450%797Notes due 2039 PM39 New798York Stock Exchange7994.375%800Notes due 2041 PM41 New801York Stock Exchange8024.500%803Notes due 2042 PM42 New804York Stoc",,,,,,805N1-00215,A_stratified,2024-D01,1,77723c35-5d44-40cc-8efd-76109562106c,0001558370-24-001429,0001745916,PFSI,PENNYMAC FINANCIAL SERVICES,Financials,Mortgage Bankers & Loan Correspondents,10-K,2024-02-21,2024,other_information,15,512,3083,True,-0.01012,-0.07899,-0.05530,0.09583,-0.02974,-1.54666,0,0,,"​ * ​ ​ ​ ​ ​ ​ 101.CAL ​ Inline XBRL Taxonomy Extension Calculation Linkbase Document ​ * ​ ​ ​ ​ ​ ​ 101.DEF ​ Inline XBRL Taxonomy Extension Definition Linkbase Document ​ * ​ ​ ​ ​ ​ ​ 101.LAB ​ Inline XBRL Taxonomy Extension Label Linkbase Document ​ * ​ ​ ​ ​ ​ ​ 95 Table of Contents ​ ​ ​ ​ Incorporated by Referencefrom the Below-Listed Form(Each Filed under SEC FileNumber 15-68669 or 001-38727) Exhibit No. Exhibit Description Form Filing Date 101.PRE ​ Inline XBRL Taxonomy Extension Presentation Linkbase Document ​ * ​ ​ ​ ​ ​ ​ 104 ​ Cover Page Interactive Data File (embedded within the Inline XBRL document). ​ ​ ​ ​ ​ ˄ Portions of the exhibit have been redacted. * Filed herewith ** The certifications attached hereto as Exhibits 32.1 and 32.2 are furnished to the SEC pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing. † Indicates management contract or compensatory plan or arrangement. ​ Item 16. Form 10-K Summary ​ None. ​ ​ ​ 96 Table of Contents PENNYMAC FINANCIAL SERVICES, INC. INDEX TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2023 ​ ​ Page Report of Independent Registered Public Accounting Firm(PCAOB ID No.34) ​ F-2 Financial Statements: ​ ​ Consolidated Balance Sheets ​ F-4 Consolidated Statements of Income ​ F-5 Consolidated Statements of Changes in Stockholders’ Equity ​ F-6 Consolidated Statements of Cash Flows ​ F-7 Notes to Consolidated Financial Statements ​ F-9 ​ ​ ​ F-1 Table of Contents REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ​ ​ To the Stockholders and the Board of Directors of PennyMac Financial Services, Inc. ​ Opinion on the Financial Statements ​ We have audited the accompanying consolidated balance sheets of PennyMac Financial Ser",,,,,,806N1-00216,A_stratified,2024-D01,1,ad2676ba-fe68-4e64-92a7-f6728afaf386,0001140361-24-036291,0001674168,HGV,HILTON GRAND VACATIONS,Consumer Discretionary,"Hotels, Rooming Houses, Camps & Other Lodging Places",8-K,2024-08-08,2024,full_body,0,512,3354,True,-0.01205,-0.08183,-0.02775,0.15903,-0.00375,-1.57758,0,0,,"false 0001674168 NYSE 0001674168 2024-08-07 2024-08-07 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 8, 2024 ( August 7, 2024 ) Hilton Grand Vacations Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-37794 81-2545345 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 6355 MetroWest Boulevard, Suite 180Orlando,Florida 32835 (Address of principal executive offices) (Zip Code) ( 407 ) 613-3100 (Registrant’s Telephone Number, Including Area Code) Not Applicable (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.01 par value per share HGV New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided p",,,,,,807N1-00217,A_stratified,2024-D01,1,4f3c7e3c-d5f9-4c9f-a976-10be2d74bff4,0001228454-24-000003,0001228454,BCBP,BCB BANCORP INC,Financials,"Savings Institution, Federally Chartered",10-K,2024-03-08,2024,changes_in_accounting,20,512,3342,True,-0.02932,-0.06424,0.06276,0.25483,-0.02309,-1.58299,0,0,,"other changes in applicable laws or regulations, whether by Congress or regulatory agencies, may have a material effect on the business and prospects of the Parent Company and the Bank. The Dodd-Frank Act The Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) significantly changed bank regulation and has affected the lending, investment, trading, and operating activities of depository institutions and their holding companies. The Dodd-Frank Act also created the Consumer Financial Protection Bureau (the “CFPB”) with extensive powers to supervise and enforce consumer protection laws. The CFPB has broad rule-making authority for a wide range of consumer protection laws that apply to all banks and savings institutions, including the authority to prohibit “unfair, deceptive, or abusive” acts and practices. The Dodd-Frank Act required the CFPB to issue regulations requiring lenders to make a reasonable good faith determination as to a prospective borrower’s ability to repay a residential mortgage loan. The final “Ability to Repay” rules, which were effective beginning January 2014, established a “qualified mortgage” safe harbor for loans whose terms and features are deemed to make the loan less risky. The Dodd-Frank Act broadened the base for FDIC assessments for deposit insurance and permanently increased the maximum amount of deposit insurance to $250,000 per depositor. The legislation also, among other things, requires originators of certain securitized loans to retain a portion of the credit risk, stipulates regulatory rate-setting for certain debit card interchange fees, repealed restrictions on the payment of interest on commercial demand deposits, and contains a number of reforms related to mortgage originations. The legislation also directed the Board of Governors of the Federal Reserve System (the ""Federal Reserve Board"") to promulgate rules prohibiting excessive compensation paid to company executives, regardless of whether the comp",,,,,,808N1-00218,A_stratified,2024-D01,1,ce8f110d-dec2-42d3-b6eb-1da8ccd412d2,0001486159-24-000059,0001486159,CHRD,CHORD ENERGY,Energy,Crude Petroleum & Natural Gas,8-K,2024-11-06,2024,full_body,0,512,3654,True,-0.04929,-0.07765,-0.04872,0.17483,-0.07753,-1.80252,0,0,,"oas-20241106 0001486159 false 0001486159 2024-11-06 2024-11-06 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ____________________________________________________________________ FORM 8-K ____________________________________________________________________ CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 06, 2024 ____________________________________________________________________ CHORD ENERGY CORPORATION (Exact name of registrant as specified in its charter) ____________________________________________________________________ Delaware 001-34776 80-0554627 (State or other jurisdiction ofincorporation or organization) (CommissionFile Number) (I.R.S. EmployerIdentification No.) 1001 Fannin Street,Suite 1500 Houston,Texas 77002 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: ( 281 ) 404-9500 Not Applicable. (Former name or former address, if changed since last report) ____________________________________________________________________ Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock CHRD The Nasdaq Stock Market LLC Indicate by check mark whether the registrant is an emerging growth company as defined in Rule",,,,,,809N1-00219,A_stratified,2024-D01,1,cc8b1e0d-18d6-462f-a574-c7d1df0b42c3,0001213900-24-022573,0001528356,GNE,GENIE ENERGY LTD CLASS B,Utilities,Electric & Other Services Combined,10-K,2024-03-14,2024,financial_statements,1,173,1114,False,-0.02302,-0.11192,-0.04221,0.20186,-0.03486,-1.84189,0,0,,"our principal executive officer and principal financial officer, we conducted an evaluation of our internal control over financial reporting, as prescribed above, as of December 31, 2023 . Based on our evaluation, our principal executive officer and principal financial officer concluded that the disclosure controls and procedures were effective as such date. The effectiveness of the Company’s internal control over financial reporting as of December 31, 2023 has been audited by Zwick CPA, PLLC, an independent registered public accounting firm, as stated in their report which appears herein. Changes in Internal Control over Financial Reporting Except for the changes in connection with our implementation of the remediation discussed above, there have been no changes in our internal control over financial reporting (as defined in Rules 13 a- 15 (f) or 15 d- 15 (f) of the Exchange Act) that occurred during the fourth quarter period that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. Item 9 B. Other Information. N o n e .",,,,,,810N1-00220,A_stratified,2024-D01,1,fded67b1-7479-4f07-a302-ab2f8a17ba4b,0001031296-24-000008,0001031296,FE,FirstEnergy,Utilities,Electric Utilities,10-K,2024-02-13,2024,financial_statements,85,512,3218,True,-0.07008,-0.07006,0.01187,0.04179,0.04051,-1.89489,0,0,,"several parties including FE, each alleging civil violations of the Ohio Corrupt Activity Act and related claims in connection with the passage of HB 6. On January 13, 2021, the OAG filed a motion for a temporary restraining order and preliminary injunction against FirstEnergy seeking to enjoin FirstEnergy from collecting the Ohio Companies' decoupling rider. On January 31, 2021, FE reached a partial settlement with the OAG and the cities of Cincinnati and Columbus with respect to the temporary restraining order and preliminary injunction request and related issues. In connection with the partial settlement, the Ohio Companies filed an application on February 1, 2021, with the PUCO to set their respective decoupling riders (Conservation Support Rider) to zero. On February 2, 2021, the PUCO approved the application of the Ohio Companies setting the rider to zero, and no additional customer bills will include new decoupling rider charges after February 8, 2021. On August 13, 2021, new defendants were added to the complaint, including two former officers of FirstEnergy. On December 2, 2021, the cities and FE entered a stipulated dismissal with 129 prejudice of the cities’ suit. After a stay, pending final resolution of the United States v. Larry Householder, et al. criminal proceeding described above, the litigation has resumed pursuant to an order, dated March 15, 2023. Discovery is ongoing. On July 31, 2023, FE and other defendants filed motions to dismiss in part the OAG’s section amended complaint, which the OAG opposed. On February 9, 2022, FE, acting through the SLC, agreed to a settlement term sheet to resolve the following shareholder derivative lawsuits relating to HB 6 and the now former Ohio House Speaker Larry Householder and other individuals and entities allegedly affiliated with Mr. Householder that were filed in the S.D. Ohio, the N.D. Ohio, and the Ohio Court of Common Pleas, Summit County: • Gendrich v. Anderson, et al. and Sloan v. Anderson, et al. (",,,,,,811N1-00221,A_stratified,2024-D02,2,9738ec23-0ba7-4626-a1f7-609f1c0cd802,0001628280-24-006659,0001311370,LAZ,LAZARD,Financials,Investment Advice,10-K,2024-02-23,2024,risk_factors,29,512,3448,True,0.03994,-0.00827,-0.01864,0.12139,0.04725,-0.76163,0,0,,"is a holding company and, accordingly, depends upon distributions from Lazard Group to pay dividends and taxes and other expenses. Lazard, Inc. is a holding company and has no independent means of generating significant revenue or cash. We control Lazard Group through our indirect control of both of the managing members of Lazard Group. Following the Conversion, all of our operating income will be subject to U.S. federal corporate income taxes, which we anticipate will increase our effective tax rate and the amount of cash used to pay taxes. In addition, our subsidiaries incur income taxes on the net taxable income of Lazard Group in their respective tax jurisdictions. We intend to continue to cause Lazard Group to make distributions to our subsidiaries in an amount sufficient to cover all applicable taxes payable by us and dividends, if any, declared by us. To the extent that our subsidiaries need funds to pay taxes on their share of Lazard Group’s net taxable income, or if Lazard, Inc. needs funds for any other purpose, and Lazard Group is restricted from making such distributions under applicable law or regulation, or is otherwise unable to provide such funds, it could materially adversely affect our business, financial condition, results of operations and/or ability to return capital to our shareholders. Lazard Group is a holding company and therefore depends on its subsidiaries to make distributions to Lazard Group to enable it to service its obligations under its indebtedness. Lazard Group depends on its subsidiaries, which conduct the operations of its businesses, for distributions, dividends and other payments to generate the funds necessary to meet its financial obligations, including payments of principal and interest on its indebtedness. However, none of Lazard Group’s subsidiaries is obligated to make funds available to it for servicing such financial obligations, and the group of entities that constitute Lazard Group’s subsidiaries may change over time.",,,,,,812N1-00222,A_stratified,2024-D02,2,8af03ee8-8807-4da5-af1e-75a77982cfef,0001906324-24-000011,0001906324,QDEL,QUIDELORTHO CORP,Health Care,In Vitro & In Vivo Diagnostic Substances,10-K,2024-02-29,2024,risk_factors,44,184,1183,False,0.08664,-0.05876,0.15074,0.28331,0.02906,-0.76560,0,0,,"in our financial reporting, which would harm our business and the trading price of our common stock. Effective internal controls are necessary for us to provide reliable financial reports, prevent fraud and operate successfully as a public company. If we cannot provide reliable financial reports or prevent fraud, our reputation and operating results would be harmed. We cannot be certain that our efforts to develop and maintain an effective system of internal controls will be successful, that we will be able to maintain adequate controls over our financial processes and reporting in the future, or that we will be able to comply with our obligations under Section 404 of the Sarbanes-Oxley Act of 2002. Any failure to develop or maintain effective internal controls, including due to the Combinations or otherwise, or difficulties encountered in implementing or improving internal controls, could harm our operating results or cause us to fail to meet our reporting obligations. Ineffective internal controls could also cause investors to lose confidence in our reported financial information, which would likely have a negative effect on the trading price of our common stock.",,,,,,813N1-00223,A_stratified,2024-D02,2,b70e9905-9cba-45cd-b3c8-29a122a634c9,0001628280-24-005944,0000019745,CPK,CHESAPEAKE UTILITIES,Utilities,Natural Gas Transmisison & Distribution,10-K,2024-02-21,2024,quantitative_disclosures,34,512,3147,True,0.00615,0.02466,-0.05436,0.05843,0.03028,-0.78143,0,0,,"would be considered a Level 2 measurement. See Note 16, Employee Benefit Plans, for fair value measurement information related to our pension plan assets. 10. G OODWILL AND O THER I NTANGIBLE A SSETS The carrying value of goodwill as of December 31, 2023 and 2022 was as follows: (in thousands) Regulated Energy Unregulated Energy Total Goodwill Balance at December 31, 2022 $ 7,689 $ 38,524 $ 46,213 Additions(1) 461,025 936 461,961 Balance at December 31, 2023 $ 468,714 $ 39,460 $ 508,174 (1) 2023 additions primarily attributable to goodwill from the November 2023 acquisition of FCG. See Note 4 for additional details. There were no goodwill impairments recognized during the three-year period ended December 31, 2023. The carrying value and accumulated amortization of intangible assets subject to amortization as of December 31, 2023 and 2022 was as follows: As of December 31, 2023 2022 (in thousands) GrossCarryingAmount AccumulatedAmortization GrossCarryingAmount AccumulatedAmortization Customer relationships $ 17,004 $ 7,146 $ 16,965 $ 6,131 Non-Compete agreements 3,125 1,855 3,105 1,411 Patents(1) 6,558 859 5,819 533 Other 270 232 270 225 Total $ 26,957 $ 10,092 $ 26,159 $ 8,300 (1) Includes amounts related to patented technology developed by Marlin Gas Services and the acquisition of Planet Found . The customer relationships, non-compete agreements, patents and other intangible assets acquired in the purchases of the operating assets of several companies are being amortized over a weighted average of 14 years. Amortization expense of intangible assets for the year ended December 31, 2023, 2022 and 2021 w as $ 1.8 million, $ 1.5 million and $ 1.3 million , respectively. Amortization expense of intangible assets is expected to be $ 1.8 million for the years 2024 through 2025, $ 1.6 million for 2026, $ 1.5 million for 2027 and $ 1.3 million for 2028. 11. I NCOME T AXES We file a consolidated federal income tax return. Income tax expense allocated to our subsidiaries is ",,,,,,814N1-00224,A_stratified,2024-D02,2,1ed81748-351a-473c-a845-380d38a359d3,0000950170-24-026876,0001631574,WVE,WAVE LIFE SCIENCES,Health Care,Pharmaceutical Preparations,10-K,2024-03-06,2024,controls_and_procedures,0,512,3585,True,0.06188,-0.03485,0.02482,0.27917,0.02135,-0.78161,0,0,,"s and Procedures Evaluation of Disclosure Controls and Procedures Our management, with the participation of our principal executive officer and principal financial officer, evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2023. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to its management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on the evaluation of our disclosure controls and procedures as of December 31, 2023, our principal executive officer and principal financial officer concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance level. Changes in Internal Control over Financial Reporting There were no changes in our internal control over financial reporting identified in connection with the evaluation of such internal control required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the fiscal quarter ended December 31, 2023 th",,,,,,815N1-00225,A_stratified,2024-D02,2,5dd25fc8-0513-442d-9185-1f5c9d35b348,0000078003-24-000039,0000078003,PFE,Pfizer,Health Care,Pharmaceuticals,10-K,2024-02-22,2024,quantitative_disclosures,20,512,3307,True,-0.00839,0.03794,0.00729,0.10648,0.09196,-0.79565,0,0,,"jurisdiction that could result from the payment of income taxes in another tax jurisdiction. These potential benefits generally result from cooperative efforts among taxing authorities, as required by tax treaties to minimize double taxation, commonly referred to as the competent authority process. The recoverability of these assets, which we believe to be more likely than not, is dependent upon the actual payment of taxes in one tax jurisdiction and, in some cases, the successful petition for recovery in another tax jurisdiction. Other taxes payable as of December 31, 2023 and 2022 include liabilities for uncertain tax positions and the noncurrent portion of the repatriation tax liability for which we elected payment over eight years through 2026. See Note 5D for uncertain tax positions and Note 5A for the repatriation tax liability and other estimates and assumptions in connection with the TCJA. Income Tax Contingencies ––We account for income tax contingencies using a benefit recognition model. If we consider that a tax position is more likely than not to be sustained upon audit, based solely on the technical merits of the position, we recognize all or a portion of the benefit. We measure the benefit by determining the amount that is greater than 50% likely of being realized upon settlement, presuming that the tax position is examined by the taxing authority with full knowledge of all relevant information. We regularly monitor our position and subsequently recognize the unrecognized tax benefit: (i) if there are changes in tax law, analogous case law or there is new information that sufficiently raise the likelihood of prevailing on the technical merits of the position to “more likely than not”; (ii) if the statute of limitations expires; or (iii) if there is a completion of an audit resulting in a favorable settlement of that tax year with the appropriate agency. Liabilities for uncertain tax positions are classified as current only when we expect to pay cash wi",,,,,,816N1-00226,A_stratified,2024-D02,2,a31ba9ab-27ab-4f5f-8727-a773249fcfb9,0001493152-24-046030,0001576873,ABAT,AMERICAN BATTERY TECHNOLOGY COMPAN,Materials,Mining & Quarrying of  Nonmetallic Minerals (No Fuels),10-Q,2024-11-14,2024,controls_and_procedures,0,512,3558,True,0.06164,-0.03885,0.04094,0.27041,0.02987,-0.80844,0,0,,"and Procedures Controls and Procedures Evaluation of Disclosure Controls and Procedures We maintain disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act of 1934, as amended (the “Exchange Act”). Disclosure controls and procedures are controls and other procedures designed to ensure that the information required to be disclosed by us in the reports that we file or submit under the Exchange Act (15 U.S.C. 78a et seq.) is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and our principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable and not absolute assurance of achieving the desired control objectives, and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. The Company’s management, with the participation of the Chief Executive Officer and Chief Financial Officer of the Company, carried out an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act as of September 30, 2024, the end of the period covered by this report. Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that, as of September 30, 2024, the Company’s disclosure controls and procedures are not effective, based on",,,,,,817N1-00227,A_stratified,2024-D02,2,d1943520-7159-4180-ac6b-9d168d9b7467,0001193125-24-279034,0000929351,STRZ,STARZ ENTERTAINMENT,Communication Services,Services-Motion Picture & Video Tape Production,8-K,2024-12-16,2024,full_body,0,512,3514,True,0.04101,-0.01710,0.00932,0.23408,-0.00991,-0.81023,0,0,,"8-K 00-0000000 0000929351 false 0000929351 2024-12-09 2024-12-09 0000929351 us-gaap:CommonClassAMember 2024-12-09 2024-12-09 0000929351 us-gaap:CommonClassBMember 2024-12-09 2024-12-09 0000929351 dei:OtherAddressMember 2024-12-09 2024-12-09 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 9, 2024 Lions Gate Entertainment Corp. (Exact name of registrant as specified in charter) British Columbia, Canada (State or Other Jurisdiction of Incorporation) 1-14880 N/A (CommissionFile Number) (IRS EmployerIdentification No.) (Address of principal executive offices) 250 Howe Street , 20th Floor Vancouver , British Columbia V6C 3R8 and 2700 Colorado Avenue Santa Monica , California 90404 Registrant’s telephone number, including area code: ( 877 ) 848-3866 No Change (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written Communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of Each Class TradingSymbol(s) Name of Each Exchangeon Which Registered Class A Voting Common Shares, no par value per share LGF.A New York Stock Exchange Class BNon-VotingCommon Shares, no par value per share LGF.B New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§2",,,,,,818N1-00228,A_stratified,2024-D02,2,8090bd1b-0d09-441b-8426-ea48ea117858,0001437749-24-025584,0001512499,LIND,LINDBLAD EXPEDITIONS HOLDINGS,Consumer Discretionary,Transportation Services,10-Q,2024-08-08,2024,controls_and_procedures,12,512,3086,True,0.03003,-0.00565,0.02899,0.06972,0.04633,-0.81198,0,0,,"service condition. The Company does not deliver the shares associated with the PSUs to the employee, non-employee director or other service providers until the performance and vesting conditions are met. Options Stock option information for the six months ended June 30, 2024 is below. Stock Option Grants 2024 Number of options awarded 1,944,319 Stock price $ 7.40-8.44 Exercise price $ 7.40-8.44 Dividend yield 0.00 % Expected Volatility 64.6-77.8 % Risk-free interest rate 3.63-4.48 % Expected term (in years) 5.0-6.25 As of June 30, 2024 and December 31, 2023, options to purchase an aggregate of 2.7 million and 0.9 million shares of the Company’s common stock, respectively, with a weighted average exercise price of $ 8.84 and $ 10.55 , respectively, were outstanding. As of June 30, 2024, 1.8 million options were exercisable. In connection with the 2016 acquisition of Natural Habitat, Mr. Bressler’s employment agreement, as amended, provides Mr. Bressler, Founder and Chief Executive Officer of Natural Habitat, with an equity incentive opportunity to earn an award of options based on the future financial performance of Natural Habitat, where if the final year equity value of Natural Habitat, as defined in Mr. Bressler's employment agreement, as amended, exceeds $ 25.0 million, effective as of December 31, 2025, Mr. Bressler will be granted options with a fair value equal to 10.1 % of such excess, subject to certain conditions. The actual number of options granted will be determined by the calculated final year equity value of Natural Habitat and the Black-Scholes per share option value, factoring in the Company’s stock price on the date of the grant, its volatility and an appropriate risk-free rate. During the three months ended March 31, 2024, Mr. Bressler exercised a one -time right to elect to receive 50 % of such award early, which is calculated based on performance through December 31, 2023. As of result of the early exercise, during the three months ended March 31",,,,,,819N1-00229,A_stratified,2024-D02,2,7ec92eb7-81ae-4935-aa3f-50763b6b02b1,0001730984-24-000028,0001730984,BCML,BAYCOM CORP,Financials,State Commercial Banks,10-K,2024-03-15,2024,risk_factors,13,512,3616,True,0.01829,0.00392,0.04305,0.18743,0.03601,-0.83069,0,0,,"a different alternative. Certain accounting policies, most notably the allowance for credit losses, are critical to presenting the Company’s financial condition and results of operations. They require management to make difficult, subjective or complex judgments about matters that are uncertain. Materially different amounts could be reported under different conditions or using different assumptions or estimates. For more information, refer to “Critical Accounting Estimates” included in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations of this Form 10-K. We are subject to an extensive body of accounting rules and best practices. Periodic changes to such rules may change the treatment and recognition of critical financial line items and affect our profitability. Our business operations are significantly influenced by the extensive body of accounting regulations in the United States. Regulatory bodies periodically issue new guidance, altering accounting rules and reporting requirements, which 38 Table of Contents can substantially affect the preparation and reporting of our financial statements. These changes might necessitate retrospective application, potentially leading to restatements of prior period financial statements. One such significant change from 2022 was the implementation of the CECL model, which we adopted on January 1, 2023. Under the CECL model, financial assets carried at amortized cost, such as loans and held-to-maturity debt securities, are presented at the net amount expected to be collected. This forward-looking approach in estimating expected credit losses contrasts starkly with the former GAAP's ""incurred loss"" model, delaying recognition until a loss is probable. CECL mandates considering historical experience, current conditions, and reasonable forecasts affecting collectability, leading to periodic adjustments of financial asset values. However, this forward-looking methodology, reliant on macroecon",,,,,,820N1-00230,A_stratified,2024-D02,2,e13990cb-8c2b-45ac-823b-db353440bffe,0000950170-24-051203,0000026058,CTS,CTS CORP,Information Technology,Printed Circuit Boards,10-Q,2024-05-01,2024,financial_statements,2,512,3127,True,0.00263,0.01988,0.01016,0.09356,-0.02193,-0.83549,0,0,,"602,232 $ 4,264 $ (444,040 ) $ 526,822 Net earnings — — 11,119 — — 11,119 Changes in fair market value of derivatives, net of tax — — — 730 — 730 Changes in unrealized pension cost, net of tax — — — 65 — 65 Cumulative translation adjustment, net of tax — — — (2,121 ) — (2,121 ) Cash dividends of $0.04per share — — (1,227 ) — — (1,227 ) Acquired271,939shares of treasury stock — — — — (12,035 ) (12,035 ) Issued shares on vesting of restricted stock units 2,589 (5,705 ) — — — (3,116 ) Stock compensation — 1,048 — — — 1,048 Balances at March 31, 2024 $ 321,858 $ 40,440 $ 612,124 $ 2,938 $ (456,075 ) $ 521,285 See notes to unaudited condensed consolidated financial statements. 7 CTS CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - UNAUDITED (in thousands of dollars, except shares and per share amounts) The following summarizes the changes in total equity for the three months ended March 31, 2023: CommonStock AdditionalContributedCapital RetainedEarnings AccumulatedOtherComprehensive Income(Loss) TreasuryStock Total Balances at December 31, 2022 $ 316,803 $ 46,144 $ 546,703 $ (671 ) $ (402,755 ) $ 506,224 Net earnings — — 18,344 — — 18,344 Changes in fair market value of derivatives, net of tax — — — 379 — 379 Changes in unrealized pension cost, net of tax — — — (34 ) — (34 ) Cumulative translation adjustment, net of tax — — — 1,024 — 1,024 Cash dividends of $0.04per share — — (1,260 ) — — (1,260 ) Acquired198,271shares of treasury stock — — — — (8,802 ) (8,802 ) Issued shares on vesting of restricted stock units 1,982 (5,125 ) — — — (3,143 ) Stock compensation — 1,404 — — — 1,404 Balances at March 31, 2023 $ 318,785 $ 42,423 $ 563,787 $ 698 $ (411,557 ) $ 514,136 See notes to unaudited condensed consolidated financial statements. 8 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED (in thousands except for share and per share data) March 31, 2024 NOTE 1 — Basis of Presentation The accompanying condensed consolidated f",,,,,,821N1-00231,A_stratified,2024-D02,2,70e47ffe-2f4c-4548-8d5d-00e0bf3d67ce,0000055242-24-000005,0000055242,KMT,KENNAMETAL,Industrials,"Machine Tools, Metal Cutting Types",8-K,2024-02-07,2024,full_body,1,203,1269,False,0.03661,-0.02224,0.00907,0.13369,-0.05125,-0.87242,0,0,,"under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended. Item 8.01 Other Events. On February 2, 2024, the Board of Directors of the Company approved a new share repurchase program authorizing the Company to purchase up to $200 million of the Company’s common stock over a three-year period. The share repurchase program is in accordance with Rule 10b-18 of the Exchange Act. Subject to applicable rules and regulations, the shares may be purchased from time to time in the open market or in privately negotiated transactions. Such purchases will be at times and in amounts as the Company deems appropriate, based on factors such as market conditions, legal requirements and other business considerations. Item 9.01 Financial Statements and Exhibits. (d) Exhibits 99.1 Fiscal 2024 Second Quarter Earnings Announcement 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2 Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. KENNAMETAL INC. Date: February 7, 2024 By: /s/ John W. Witt John W. Witt Vice President Finance and Corporate Controller 3",,,,,,822N1-00232,A_stratified,2024-D02,2,801ec832-60c2-4f0a-b5ac-62e25f42b59f,0001193125-24-240754,0001718227,ROAD,CONSTRUCTION PARTNERS CLASS A,Industrials,Heavy Construction Other Than Bldg Const - Contractors,8-K,2024-10-22,2024,full_body,0,512,3454,True,0.05264,-0.04172,0.04282,0.19471,0.08980,-0.88740,0,0,,"8-K false 0001718227 0001718227 2024-10-22 2024-10-22 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 22, 2024 CONSTRUCTION PARTNERS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38479 26-0758017 (State or other jurisdictionof incorporation) (CommissionFile Number) (I.R.S. EmployerIdentification Number) 290 Healthwest Drive , Suite 2 Dothan , Alabama 36303 (Address of principal executive offices) (ZIP Code) (334) 673-9763 (Registrant’s telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule14a-12under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencementcommunications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR240.14d-2(b)) ☐ Pre-commencementcommunications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Tradingsymbol(s) Name of each exchangeon which registered Class A common stock, $0.001 par value ROAD The Nasdaq Stock Market LLC (Nasdaq Global Select Market) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting",,,,,,823N1-00233,A_stratified,2024-D02,2,3a526937-9461-4b80-af1d-9282cfd03235,0001562762-24-000038,0001973266,TKO,TKO Group Holdings,Communication Services,Movies & Entertainment,10-K,2024-02-27,2024,selected_financial_data,8,512,3133,True,-0.00994,0.01291,-0.03138,0.11519,-0.06096,-0.96437,0,0,,"all of the assets of Zuffa Guarantor, LLC, UFC Holdings, LLC and certain subsidiaries thereof. Following a repricing under the Credit Facilities in January 2021, term loan borrowings under the Credit Facilities bore interest at a variable interest rate equal to either, at its option, adjusted LIBOR or the ABR plus, in each case, an applicable margin. LIBOR term loans accrue interest at a rate equal to an adjusted LIBOR plus 2.75%-3.00%, depending on the First Lien Leverage Ratio (as defined in the Credit Agreement), in each case with a LIBOR floor of 0.75%. ABR term loans accrue interest at a rate equal to (i) the highest of (a) the Federal Funds Effective Rate plus 0.5%, (b) the prime rate, (c) adjusted LIBOR for a one-month interest period plus 1.00% and (d) 1.75%, plus (ii) 1.75%-2.00%. In June 2023, the parties amended the terms of the First Lien Term Loan to replace the adjusted LIBOR reference rate with Term Secured Overnight Financing Rate (“SOFR”) plus a credit spread adjustment (as defined in the Credit Agreement). The term loans under the Credit Facilities include 1% principal amortization payable in equal quarterly installments and mature on April 29, 2026. In December 2022, the Company repaid $50.0 million of term loans under the Credit Facilities. 50 As of December 31, 2023, the Company had the option to borrow incremental term loans in an aggregate amount equal to at least $455.0 million, subject to market demand, and may be able to borrow additional funds depending on its First Lien Leverage Ratio. The Credit Agreement includes certain mandatory prepayment provisions relating to, among other things, the incurrence of additional debt. The Revolving Credit Facility has $205.0 million of total borrowing capacity and letter of credit and swingline loan sub-limits of up to $40.0 million and $15.0 million, respectively. Revolving loan borrowings under the Credit Facilities bear interest at a variable interest rate equal to either, at TKO’s option, adjusted ",,,,,,824N1-00234,A_stratified,2024-D02,2,4ba85d91-6135-4fa9-9afe-82e507745e15,0001104659-24-060634,0001849056,OKLO,OKLO CLASS A,Utilities,Electric Services,8-K,2024-05-13,2024,full_body,12,512,3170,True,0.04841,-0.05593,0.03938,0.24665,0.05239,-1.00577,0,0,,"included in the Proxy Statement/Prospectus/Consent Solicitation in the section titled “ Proposal No. 2—The Charter Proposal ,” beginning on page 196 thereof, which is incorporated herein by reference, and such descriptions are qualified in their entirety by reference to the full text of the Certificate of Incorporation and the Bylaws, which are attached hereto as Exhibit 3.1 and Exhibit 3.2, respectively, and are incorporated herein by reference. Item 5.05. Amendments to the Registrant’s Code of Ethics, or Waiver of a Provision of the Code of Ethics. In connection with the Closing, on May 10 , 2024, the Board approved and adopted a new code of conduct applicable to all employees, officers and directors of the Company (the “Code of Conduct”). A copy of the Code of Conduct can be found on the Company’s website, https://www.oklo.com. The reference to the Company’s website address does not constitute incorporation by reference of the information contained at or available through the Company’s website, and you should not consider it to be a part of this Report. The foregoing description of the Code of Conduct policy does not purport to be complete and is qualified in its entirety by reference to the full text of the Code of Conduct, which is filed as Exhibit 14.1 to this Report and is incorporated herein by reference. Item 5.06. Change in Shell Company Status. As a result of the Business Combination, the Company ceased being a shell company. Reference is made to the disclosure in the Proxy Statement/Prospectus/Consent Solicitation in the section titled “ Proposal No. 1—The Business Combination Proposal, ” beginning on page 152 thereof, which is incorporated herein by reference. Further, the information set forth in the Introductory Note and under Item 2.01 of this Report is incorporated herein by reference. Item 8.01. Other Events. As a result of the Business Combination, Oklo became the successor issuer to AltC. Pursuant to Rule 12g-3(a) under the Exchange Act, the shar",,,,,,825N1-00235,A_stratified,2024-D02,2,f85dd90a-7b9c-423f-bcf5-babf950ba024,0001060391-24-000205,0001060391,RSG,Republic Services,Industrials,Environmental & Facilities Services,10-Q,2024-05-01,2024,financial_statements,14,512,3121,True,-0.01150,0.00643,0.03177,0.16196,-0.03166,-1.01582,0,0,,"and debentures are general unsecured and unsubordinated obligations and rank equally with our other unsecured obligations. Interest Rate Swap and Lock Agreements Our ability to obtain financing through the capital markets is a key component of our financial strategy. Historically, we have managed risk associated with executing this strategy, particularly as it relates to fluctuations in interest rates, by using a combination of fixed and floating rate debt. From time to time, we also have entered into interest rate swap and lock agreements to manage risk associated with interest rates, either to effectively convert specific fixed rate debt to a floating rate (fair value hedges), or to lock interest rates in anticipation of future debt issuances (cash flow hedges). Cash Flow Hedges We have historically entered into multiple swap agreements designated as cash flow hedges to manage exposure to fluctuations in interest rates in anticipation of planned future issuances of senior notes. Upon the expected issuance of senior notes, we terminate the interest rate locks and settle with our counterparties. These transactions are accounted for as cash flow hedges. The fair value of our interest rate locks is determined using standard valuation models with assumptions about interest rates being based on those observed in underlying markets (Level 2 in the fair value hierarchy). During the three months ended March 31, 2023, we recognized an unrealized gain in other comprehensive loss of $ 1.7 million, net of tax, related to terminated interest rate locks issued in conjunction with the issuance of our 5.000 % Notes in March 2023. As of March 31, 2024 and December 31, 2023, our previously terminated interest rate locks were recorded as components of accumulated other comprehensive loss of $ 15.0 million and $ 15.9 million, respectively, net of tax. The effective portion of the interest rate locks is amortized as an adjustment to interest expense over the life of the issued debt usi",,,,,,826N1-00236,A_stratified,2024-D02,2,4a7d9f1f-7d4a-42e6-bf61-aa7e0e855404,0001410578-24-000677,0001158324,CCOI,COGENT COMMUNICATIONS HOLDINGS,Communication Services,"Communications Services, NEC",10-Q,2024-05-09,2024,financial_statements,13,512,3532,True,-0.00034,-0.00578,-0.00611,0.14017,-0.02177,-1.01771,0,0,,"The pro forma results for the three months ended March 31, 2023 include: ● The gain on bargain purchase related to the Transaction of$1.4billion, ● Interest income from the amortization of the discount recorded under the IP Transit Services Agreement of$11.3million, ● A net increase to historical depreciation expense based on the fair value of property and equipment and the impact of a finance lease of$20.5million, ● Amortization expense related to the customer relationship intangible assets of$0.4million, ● Amortization of unfavorable lease liabilities of$1.4million, ● An increase to interest expense of$3.0million and a reduction to network operations expense of$12.6million from the impact of a finance lease adjustment; and, ● The impact to income tax expense from the pro-forma adjustments of$0.3million. Basis of presentation The accompanying unaudited condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. In the opinion of management, the unaudited condensed consolidated financial statements reflect all normal recurring adjustments that the Company considers necessary for the fair presentation of its results of operations and cash flows for the interim periods covered, and of the financial position of the Company at the date of the interim condensed consolidated balance sheet. Certain information and footnote disclosures normally included in the annual consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles, (“GAAP”) have been condensed or omitted pursuant to such rules and regulations. The operating results for interim periods are not necessarily indicative of the operating results for the entire year. While the Company believes that the disclosures are adequate to not make the information misleading, these interim condensed consolidated financial statements should be read in conjunction with the consolidated ",,,,,,827N1-00237,A_stratified,2024-D02,2,4bf359f2-44db-43b2-a6e6-01048d9a4753,0000950170-24-124712,0001622229,COGT,COGENT BIOSCIENCES,Health Care,Pharmaceutical Preparations,10-Q,2024-11-12,2024,financial_statements,8,512,3175,True,0.02155,-0.02950,0.04564,0.05761,-0.09323,-1.01998,0,0,,"which are designated as Series B Preferred Stock and 8,979,420 of which shares of preferred stock are undesignated. Series A Non-Voting Convertible Preferred Stock On July 6, 2020, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of the Series A Non-Voting Convertible Preferred Stock (“Series A Preferred Stock”) with the Secretary of State of the State of Delaware (the “Series A Certificate of Designation”) in connection with the Company’s acquisition of Kiq Bio LLC and concurrent private placement of Series A Preferred Stock. The Series A Certificate of Designation provides for the issuance of shares of Series A Preferred Stock, par value $ 0.001 per share. Holders of Series A Preferred Stock are entitled to receive dividends on shares of Series A Preferred Stock equal, on an as-if-converted-to-common-stock basis, and in the same form as dividends actually paid on shares of the common stock. Except as otherwise required by law, the Series A Preferred Stock does not have voting rights. However, as long as any shares of Series A Preferred Stock are outstanding, the Company will not, without the affirmative vote of the holders of a majority of the then outstanding shares of the Series A Preferred Stock, (a) alter or change adversely the powers, preferences or rights given to the Series A Preferred Stock, (b) alter or amend the Series A Certificate of Designation, (c) amend its certificate of incorporation or other charter documents in any manner that adversely affects any rights of the holders of Series A Preferred Stock, (d) increase the number of authorized shares of Series A Preferred Stock, (e) at any time while at least 40 % of the originally issued Series A Preferred Stock remains issued and outstanding, consummate a Fundamental Transaction (as defined in the Series A Certificate of Designation) or (f) enter into any agreement with respect to any of the foregoing. The Series A Preferred Stock does not have a preference upon a",,,,,,828N1-00238,A_stratified,2024-D02,2,87a0ce4a-02c1-4e00-a607-d8aad73d4b6f,0001475841-24-000032,0001475841,NBHC,NATIONAL BANK HOLDINGS CORP CLASS,Financials,National Commercial Banks,8-K,2024-07-23,2024,full_body,1,341,1975,False,0.01965,-0.02909,-0.02417,0.16351,-0.00690,-1.03018,0,0,,"ended June 30, 2024, also furnished as Exhibit 99.1 hereto, except for such portions that are being “filed” as specified under Item 9.01 below, and incorporated herein by reference. ​ Item 9.01. Financial Statements and Exhibits. * ​ The information included in Exhibit 99.1 hereto, except for the quoted statements of Tim Laney set forth in the first and second full paragraphs thereof, shall be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended, and therefore shall be deemed incorporated by reference into the filings of NBHC under the Securities Act of 1933, as amended. The quoted statements of Tim Laney set forth in the first and second full paragraphs of Exhibit 99.1 hereto are being “furnished” to the Securities and Exchange Commission as provided pursuant to General Instruction B.2 of Form 8-K. ​ (d) Exhibits ​ Exhibit No. Description of Exhibit 99.1 ​ Press release dated July 23, 2024 104 ​ Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101) ​ ​ ​ ​ ​ ​ ​ *Except for such portions that are “filed” as specified under Item 9.01 of this report, the information contained in this report and the exhibits attached hereto, is being “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any registration statement or other filings of the Registrant under the Securities Act of 1933, as amended, except as shall be set forth by specific reference in such filing. 2 ​ SIGNATURES ​ Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ​ ​ ​ ​ ​ National Bank Holdings Corporation ​ ​ ​ ​ ​ ​ By: /s/ Angela N. Petrucci ​ ​ Name: Angela N. PetrucciTitle: Chief Administrative Officer and General Counsel ​ Date: July 23, 2024 ​ ​ 3 ​",,,,,,829N1-00239,A_stratified,2024-D02,2,1bc348c8-0266-472f-ae14-71c80f9ac86e,0001104659-24-041462,0001819576,LQDA,LIQUIDIA,Health Care,Pharmaceutical Preparations,8-K,2024-04-01,2024,full_body,0,512,3469,True,0.02908,-0.04018,0.01331,0.15494,0.02884,-1.03666,0,0,,"false 0001819576 0001819576 2024-04-01 2024-04-01 iso4217:USD xbrli:shares iso4217:USD xbrli:shares UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2024 LIQUIDIA CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39724 85-1710962 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 419 Davis Drive,Suite 100,Morrisville,North Carolina 27560 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: ( 919 ) 328-4400 (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common stock LQDA TheNasdaqStock Market LLC Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ¨ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financi",,,,,,830N1-00240,A_stratified,2024-D02,2,295fe493-0e1a-4cbc-999c-8bb169f4992f,0000876437-24-000024,0000876437,MTG,MGIC INVESTMENT,Financials,Surety Insurance,10-K,2024-02-21,2024,selected_financial_data,21,512,3273,True,0.01653,-0.03154,0.02497,0.14464,-0.05666,-1.06671,0,0,,"inventory and our estimate of the number of loans in our delinquency inventory that will result in a claim. Accelerated earnings on single premium policies è The lower level of refinance transactions have reduced the benefit from accelerated earned premium from cancellation of single premium policies prior to their estimated policy life. MGIC Investment Corporation 2023 Form 10-K | 60 MGIC Investment Corporation and Subsidiaries Ceded premiums earned, net of profit commission and assumed premiums è Ceded premiums earned, net of profit commission adversely impact our net premium yield. Ceded premiums earned, net of profit commission, are associated with the QSR Transactions and the XOL Transactions. Assumed premiums consists primarily of premiums from GSE CRT programs. See “Reinsurance Transactions“ below for further discussion on our reinsurance transactions. As discussed in our Risk Factor titled ""Competition or changes in our relationships with our customers could reduce our revenues, reduce our premium yields and/or increase our losses,"" the private mortgage insurance industry is highly competitive and premium rates have declined over the past several years. With the smaller origination market, higher persistency rate, and continued high credit quality for NIW expected in 2024, we expect our in force portfolio premium yield to remain relatively flat during 2024. See "" Overview – Factors Affecting Our Results "" above for additional factors that also influence the amount of net premiums written and earned in a year. REINSURANCE TRANSACTIONS Quota Share Reinsurance Our quota share reinsurance affects various lines of our statements of operations and therefore we believe it should be analyzed by reviewing its total effect on our pre-tax income, as described below. è We cede a fixed percentage of premiums earned and received on insurance covered by the transactions. è We receive the benefit of a profit commission through a reduction in the premiums we cede. The profit",,,,,,831N1-00241,A_stratified,2024-D03,3,8dc27727-3b7b-4f4e-8a8d-8b98abb48276,0001558370-24-006573,0001192448,GKOS,GLAUKOS,Health Care,Surgical & Medical Instruments & Apparatus,10-Q,2024-05-03,2024,risk_factors,12,512,3323,True,0.06104,0.01033,0.11827,0.11251,0.04081,-0.50157,0,0,,"in principal amount of indebtedness as a result of the issuance of the Convertible Notes. We may also incur additional indebtedness to meet future financing needs. Interest payments, fees, covenants and restrictions under agreements governing our current or future indebtedness, including the indenture governing the Convertible Notes, could have significant consequences, including the following: impairing our ability to successfully continue to commercialize our current or future products; limiting our ability to obtain additional financing 43 Table of Contents on satisfactory terms; increasing our vulnerability to general economic downturns, competition and industry conditions; requiring the dedication of a substantial portion of our cash flow from operations to service our indebtedness; inhibiting our flexibility to plan for, or react to, changes in our business; and diluting the interests of our existing stockholders if we issue shares of our common stock upon conversion of the Convertible Notes. The occurrence of any one of these events could have an adverse effect on our business, financial condition, operating results or cash flows and ability to satisfy our obligations under the indenture governing the Convertible Notes and any other indebtedness. Our ability to make scheduled payments of the principal and interest on, or to refinance the amounts payable under, our current or future indebtedness, including the Convertible Notes, while still making necessary investments in our business, will depend on our operating and financial performance, including our ability to generate sufficient cash flow from operations, which may be subject to economic, financial, competitive and other factors beyond our control. If we are unable to generate such cash flow, we may be required to sell assets, restructure existing debt or obtain additional debt financing or equity capital on terms that may be onerous or highly dilutive. Our ability to refinance any future indebtedness wi",,,,,,832N1-00242,A_stratified,2024-D03,3,51a64d1a-6691-4495-b480-3cdb019c504d,0000016918-24-000054,0000016918,STZ,Constellation Brands,Consumer Staples,Distillers & Vintners,10-K,2024-04-23,2024,financial_statements,45,512,3330,True,0.01821,0.05583,0.06691,0.11422,-0.04538,-0.50298,0,0,,"of shares to be awarded upon vesting of a performance share unit award will range between 0 % and 200 % of the target award, based upon the measure of performance as certified by the Committee. Constellation Brands, Inc. FY 2024 Form 10-K #WORTHREACHINGFORI100 PART II ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Table of Contents A summary of stock option activity under our Long-Term Stock Incentive Plan is as follows: For the Years Ended February 29, 2024 February 28, 2023 February 28, 2022 NumberofOptions WeightedAverageExercisePrice NumberofOptions WeightedAverageExercisePrice NumberofOptions WeightedAverageExercisePrice Outstanding as of March 1 3,067,962 $ 194.47 2,906,342 $ 178.62 4,399,807 $ 131.89 Granted 151,848 $ 226.76 479,758 $ 254.00 513,829 $ 237.85 Exercised (584,302) $ 160.41 (264,025) $ 123.55 (1,925,247) $ 86.92 Forfeited (55,351) $ 225.04 (51,102) $ 218.68 (75,917) $ 192.96 Expired (15,869) $ 196.57 (3,011) $ 189.32 (6,130) $ 226.46 Outstanding as of last day of February 2,564,288 $ 203.47 3,067,962 $ 194.47 2,906,342 $ 178.62 Exercisable 1,702,984 $ 193.68 1,747,884 $ 179.30 1,410,693 $ 161.53 As of February 29, 2024, the aggregate intrinsic value of our options outstanding and exercisable was $ 118.1 million and $ 94.2 million, respectively. In addition, the weighted average remaining contractual life for our options outstanding and exercisable was 6.0 years and 5.2 years, respectively. The fair value of stock options vested, and the intrinsic value of and tax benefit realized from the exercise of stock options, are as follows: For the Years Ended February 29,2024 February 28,2023 February 28,2022 (in millions) Fair value of stock options vested $ 27.3 $ 26.9 $ 23.9 Intrinsic value of stock options exercised $ 54.6 $ 32.6 $ 269.1 Tax benefit realized from stock options exercised $ 10.4 $ 7.4 $ 62.9 The weighted average grant-date fair value of stock options granted and the weighted average inputs used to estimate the fair value on the dat",,,,,,833N1-00243,A_stratified,2024-D03,3,6f668569-38ab-406a-bb98-6c3e62e908aa,0001671933-24-000059,0001671933,TTD,Trade Desk (The),Communication Services,Advertising,10-Q,2024-05-10,2024,quantitative_disclosures,0,293,1909,False,0.06303,0.00730,0.11109,0.23610,-0.00626,-0.50735,0,0,,"and Qualitative Disclosures About Market Risk834We have operations both within the United States and internationally, and we are exposed to market risks in the ordinary course of our business. These risks include primarily interest rate and foreign currency exchange risks. Interest Rate Risk835We are exposed to market risk from changes in interest rates under our Amended Credit Facility, which accrues interest at a variable rate. No amount was owed on our Amended Credit Facility as of March 31, 2024. We have not used any derivative financial instruments to manage our interest rate risk exposure. Based upon the short-term investments amount as of March 31, 2024, a hypothetical one percentage point increase or decrease in the interest rate would result in a corresponding increase or decrease in investment income of approximately $5 million annually. Foreign Currency Exchange Risk836We have foreign currency exchange risk related to transactions denominated in currencies other than the U.S. Dollar, principally the Euro, British Pound, Canadian Dollar, Australian Dollar, Japanese Yen, Indian Rupee, Indonesian Rupiah, Hong Kong Dollar and Singapore Dollar. The volatility of exchange rates depends on many factors that we cannot forecast with reliable accuracy. As of March 31, 2024, an immediate 10% adverse change in foreign exchange rates on foreign-denominated accounts would result in a foreign currency loss of approximately $32 million. In the event our non-U.S. Dollar denominated sales and expenses increase, our operating results may be more greatly affected by exchange rate fluctuations. We enter into forward contracts or other derivative transactions in an attempt to hedge our foreign currency risk. There can be no assurance that such transactions will be effective in hedging some or all of our foreign currency exposures, and under some circumstances they could generate losses for us.",,,,,,837N1-00244,A_stratified,2024-D03,3,c52cc333-a956-4c50-934a-f432476d6766,0000890926-24-000035,0000890926,RDN,RADIAN GROUP,Financials,Surety Insurance,10-Q,2024-08-02,2024,financial_statements,8,512,3340,True,0.03711,0.03484,-0.00176,0.04857,-0.01741,-0.50811,0,0,,"operating expenses and depreciation expense as follows. Three Months EndedJune 30, Six Months EndedJune 30, (In thousands) 2024 2023 2024 2023 Mortgage Insurance Allocated corporate operating expenses(a) $ 43,197 $ 37,081 $ 77,706 $ 71,910 Direct depreciation expense 2,069 2,045 3,992 4,169 (a) Includes immaterial allocated depreciation expense for the three and six months ended June 30, 2024 and 2023. (2) Excludes certain net gains (losses), if any, on investments and other financial instruments that are attributable to specific operating segments and therefore included in adjusted pretax operating income (loss). (3) The non-operating loss for the six months ended June 30, 2024, primarily relates to a loss on extinguishment of debt. See Note 12 for more information. Revenues The reconciliation of revenues for our reportable segment to consolidated revenues is as follows. Reconciliation of reportable segment revenues to total revenues Three Months EndedJune 30, Six Months EndedJune 30, (In thousands) 2024 2023 2024 2023 Mortgage Insurance revenues $ 285,983 $ 260,332 $ 571,006 $ 539,698 Reconciling items All Other(1) 39,722 29,686 74,128 54,762 Net gains (losses) on investments and other financial instruments (4,438) (331) (4,331) 5,174 Elimination of inter-segment revenues (120) (108) (238) (203) Total revenues $ 321,147 $ 289,579 $ 640,565 $ 599,431 (1) Includes immaterial inter-segment revenues for the three and six months ended June 30, 2024 and 2023. 19 Radian Group Inc. and SubsidiariesNotes to Unaudited Condensed Consolidated Financial Statements The table below, which represents total services revenue in our condensed consolidated statements of operations for the periods indicated, provides the disaggregation of services revenue by revenue type. Services revenue Three Months EndedJune 30, Six Months EndedJune 30, (In thousands) 2024 2023 2024 2023 Mortgage Insurance Contract underwriting services $ 309 $ 284 $ 519 $ 620 All Other Real Estate Services Valuati",,,,,,838N1-00245,A_stratified,2024-D03,3,73b1a3ec-3567-4a39-afed-370ffb9cc027,0000950170-24-021617,0001362004,ICFI,ICF INTERNATIONAL,Industrials,Services-Management Consulting Services,10-K,2024-02-28,2024,other_information,20,512,3466,True,0.06491,0.00511,0.03393,0.18954,0.05817,-0.50854,0,0,,"on a government contract due to the ultimate creditworthiness of the end client. Receivables from commercial clients generally pose a greater credit risk, and, as a result, are subject to ongoing monitoring. The Company extends credit in the normal course of operations and does not require collateral from its clients. The Company’s contracts with the federal government are subject to audit by agencies and departments of the federal government. Such audits determine, among other things, whether adjustments to invoices previously rendered are required under regulations as well as the underlying terms of each respective contract. Recent Accounting Pronouncements Accounting Pronouncements Adopted Reference Rate Reform In March 2020, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The standard is intended to provide temporary optional expedients and exceptions to the U.S. GAAP guidance on contract modifications and hedge accounting to ease accounting and financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. The provisions of this ASU are elective and apply to all entities, subject to meeting certain criteria, that have debt or hedging contracts, among other contracts, that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. Entities can elect to not apply certain modification accounting requirements to contracts affected by reference rate reform if certain criteria are met. Also, entities can elect various optional expedients that would allow them to continue to apply hedge accounting for hedging relationships affected by reference rate reform if certain criteria are met. This guidance was effective beginning on March 12, 2020 and entities may elect to apply ",,,,,,839N1-00246,A_stratified,2024-D03,3,2dec104c-5d16-4773-a38a-38d63c5c87a6,0001783879-24-000233,0001783879,HOOD,Robinhood Markets,Financials,Investment Banking & Brokerage,10-Q,2024-08-08,2024,md_and_a,13,512,3319,True,0.01516,0.05682,0.04756,0.16037,0.07043,-0.51734,0,0,,"have two committed financing agreements: one with a contractual term of 30 days and a daily minimum commitment of $25 million and another with a contractual term of 21 days with a daily minimum commitment of $35 million. Regulatory Capital Requirements Our broker-dealer subsidiaries (RHF and RHS) are subject to Rule 15c3-1 (the ""SEC Uniform Net Capital Rule"") under the Exchange Act, administered by the SEC and FINRA, which requires the maintenance of minimum net capital, as defined. Net capital and the related net capital requirements may fluctuate on a daily basis. RHS and RHF compute net capital under the alternative method as permitted by the SEC Uniform Net Capital Rule. 51 Table of Contents The table below summarizes the net capital, capital requirements, and excess net capital of RHS and RHF as of periods presented: June 30, 2024 (in millions) Net Capital Required Net Capital Net Capital in Excess of Required Net Capital RHS $ 2,457 $ 108 $ 2,349 RHF $ 199 $ 0.25 $ 199 As of June 30, 2024, our broker-dealer subsidiaries were in compliance with their respective regulatory capital requirements. Cash Flows The following table summarizes our cash flow activities: Six Months EndedJune 30, (in millions) 2023 2024 Cash provided by (used in): Operating activities $ 1,198 $ (569) Investing activities (482) (59) Financing activities (4) (72) Cash provided by operating activities decreased $1.77 billion. While we had higher net income, this was partially offset by a decrease in non-cash add-backs driven by higher SBC expense in 2023 as a result of the 2021 Founders Award Cancellation. The decrease was further driven by changes in operating assets and liabilities that had a negative impact on our cash provided by operating activities. These changes primarily included an increase in securities segregated under federal and other regulations resulting from the purchase of U.S. Treasury securities of $547 million and an increase in receivables from users, net balances of $1.4",,,,,,840N1-00247,A_stratified,2024-D03,3,c0abb631-ee5b-498f-adc2-24d74f745ce3,0000089439-24-000015,0000089439,MLI,MUELLER INDUSTRIES INC,Industrials,Rolling Drawing & Extruding of  Nonferrous Metals,10-K,2024-02-28,2024,business,27,512,3514,True,0.06796,-0.00159,0.00730,0.11079,0.03862,-0.53026,0,0,,"entity. Under F-26 the equity method of accounting, this investment is stated at initial cost and is adjusted for subsequent additional investments and the Company’s proportionate share of earnings or losses and distributions. The Company records its proportionate share of the investee’s net income or loss, net of foreign taxes, one quarter in arrears as income (loss) from unconsolidated affiliates, net of foreign tax, in the Consolidated Statements of Income. The Company’s proportionate share of the investee’s other comprehensive income (loss), net of income taxes, is recorded in the Consolidated Statements of Comprehensive Income and Consolidated Statements of Changes in Equity. The U.S. tax effect of the Company’s proportionate share of Tecumseh’s income or loss is recorded in income tax expense in the Consolidated Statements of Income. In general, the equity investment in unconsolidated affiliates is equal to the current equity investment less the investee’s net accumulated losses. Retail Distribution The Company owns a 28 percent noncontrolling equity interest in a limited liability company in the retail distribution business. This investment is recorded using the equity method of accounting. The Company records its proportionate share of the investee’s net income or loss one month in arrears as income (loss) from unconsolidated affiliates in the Consolidated Statements of Income. The Company’s proportionate share of the investee’s other comprehensive income (loss), net of income taxes, is recorded in the Consolidated Statements of Comprehensive Income and Consolidated Statements of Changes in Equity. The investments in unconsolidated affiliates are assessed periodically for impairment and written down when the carrying amount is not considered fully recoverable. See “ Note 11 – Investments in Unconsolidated Affiliates ” for additional information. Self-Insurance Accruals The Company is primarily self-insured for workers’ compensation claims and benefits paid u",,,,,,841N1-00248,A_stratified,2024-D03,3,1708977e-ac92-496b-b5c2-dd43ad6d9851,0000005513-24-000095,0000005513,UNM,UNUM,Financials,Accident & Health Insurance,10-Q,2024-05-01,2024,md_and_a,28,512,3406,True,0.01282,0.05640,0.13687,0.23081,-0.06156,-0.53575,0,0,,"have the ability and intent to continue to hold these securities to recovery of amortized cost less allowance for credit losses. We had no individual net investment losses of $10.0 million or greater from credit losses or sales of fixed maturity securities during the first quarter of 2024 or 2023. As of March 31, 2024, the amortized cost net of allowance for credit losses and fair value of our below-investment-grade fixed maturity securities was $1,566.2 million and $1,487.9 million , respectively, and our below-investment-grade fixed maturity securities as a percentage of our total investment portfolio was 3.3 percent at both March 31, 2024 and December 31, 2023 on a fair value basis. Below-investment-grade securities are inherently riskier than investment-grade securities since the risk of default by the issuer, by definition and as exhibited by bond rating, is higher. Also, the secondary market for certain below-investment-grade issues can be highly illiquid. Additional downgrades may occur, but we do not anticipate any liquidity problems resulting from our investments in below-investment-grade securities, nor do we expect these investments to adversely affect our ability to hold our other investments to maturity. Fixed Maturity Securities - Foreign Exposure Our investments in issuers in foreign countries are chosen for specific portfolio management purposes, including asset and liability management and portfolio diversification across geographic lines and sectors to minimize non-market risks. In our approach to investing in fixed maturity securities, specific investments within approved countries and industry sectors are evaluated for their market position and specific strengths and potential weaknesses. For each security, we consider the political, legal, and financial environment of the sovereign entity in which an issuer is domiciled and operates. The country of domicile is based on consideration of the issuer's headquarters, in addition to location of the as",,,,,,842N1-00249,A_stratified,2024-D03,3,ca143d23-ce83-4d36-9a8d-776e6572031c,0001705696-24-000080,0001705696,VICI,Vici Properties,Real Estate,Hotel & Resort REITs,10-Q,2024-05-01,2024,financial_statements,20,511,3399,True,0.05256,0.01350,0.01402,0.19117,0.01293,-0.53881,0,0,,"Recent Accounting Pronouncements843In March 2024, the SEC issued its final climate disclosure rules, which require the disclosure of material climate-related information in annual reports and registration statements, including disclosure of effects of severe weather events and other natural conditions. In April 2024, the SEC voluntarily stayed the effectiveness of the new rules pending related litigation. If the stay is lifted and the effective times are unchanged, certain of the disclosure requirements will begin to apply to our fiscal year beginning January 1, 2025. We are currently evaluating the impact of the final rules on our Financial Statements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires entities to disclose additional information with respect to the effective tax rate reconciliation and to disclose the disaggregation by jurisdiction of income tax expense and income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the impact of ASU 2023-09 on our Financial Statements. In November 2023, the FASB issued ASU 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which provides for additional disclosures as they relate to a company’s segments. Additional requirements per the update include disclosures for significant segment expenses, measures of profit or loss used by the Chief Operating Decision Maker and how these measures are used to allocate resources and assess segment performance. The amendments in this ASU will also apply to entities with a single reportable segment and is effective for all public entities for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. We are currently evaluating the impact of ASU 2023-07 on our Financial Statements. Recent Tax ",,,,,,844N1-00250,A_stratified,2024-D03,3,400fc913-3881-45c8-999b-727c3fc63409,0000950170-24-124595,0001631574,WVE,WAVE LIFE SCIENCES,Health Care,Pharmaceutical Preparations,10-Q,2024-11-12,2024,quantitative_disclosures,0,299,1896,False,0.06212,0.00021,0.13364,0.22124,-0.00311,-0.55830,0,0,,"and Qualitati ve Disclosures About Market Risk Market risk represents the risk of loss that may impact our financial position due to adverse changes in financial market prices and rates. Our market risk exposure is primarily the result of fluctuations in interest rates and foreign exchange rates, as well as, to a lesser extent, inflation and capital market risk. Interest Rate Risk We are exposed to interest rate risk in the ordinary course of our business. Our cash and cash equivalents are comprised of funds held in checking accounts and money market accounts. Foreign Currency Risk Due to our operations outside of the United States, we are exposed to market risk related to changes in foreign currency exchange rates. Historically, we have not hedged our foreign currency exposure. Changes in the relative values of currencies occur regularly and, in some instances, could materially adversely affect our business, our financial conditions, our results of operations or our cash flows. For the three and nine months ended September 30, 2024 and 2023, changes in foreign currency exchange rates did not have a material impact on our historical financial position, our business, our financial condition, our results of operations or our cash flows. Inflation Risk We do not believe that inflation had a material effect on our business, financial condition, results of operations or cash flows in the last two years. If global inflation trends continue, we expect appreciable increases in clinical trial, labor, and other operating costs. Capital Market Risk We currently have no product revenues and depend on funds raised through other sources. One possible source of funding is through further equity offerings. Our ability to raise funds in this manner depends upon capital market forces affecting our share price, including impacts of global economic uncertainty on the capital markets.",,,,,,845N1-00251,A_stratified,2024-D03,3,531247ea-0c49-434c-8487-3f20fb14c4ab,0000764622-24-000079,0000764622,PNW,Pinnacle West Capital,Utilities,Multi-Utilities,10-Q,2024-11-06,2024,financial_statements,30,512,3007,True,0.03644,0.02549,-0.02018,0.06977,0.09017,-0.57176,0,0,,"and proposed order regarding APS’s 2022 LFCR adjustment, concluding that APS calculated the adjustment in accordance with its Plan of Administration. On May 18, 2022, the ACC approved the 2022 LFCR adjustment, with a rate effective date of June 1, 2022. On February 15, 2023, APS filed a letter to the ACC docket stating that, in accordance with Decision No. 78585, APS and ACC Staff have agreed to move the filing date for the annual LFCR adjustment to July 31 each year. On September 5, 2023, APS filed an updated LFCR Plan of Administration, which was approved by ACC Staff on December 8, 2023. On July 31, 2023, APS filed its 2023 annual LFCR adjustment, requesting that the annual LFCR recovery amount be increased to $ 68.7 million (a $ 9.6 million increase from previous levels). On October 19, 2023, a request for intervention was filed, which was granted. Consistent with an October 25, 2023, Procedural Order, the parties met and conferred and conducted limited discovery. As a result of Decision No. 79293 in the 2022 Rate Case, APS transferred $ 27.1 million from the LFCR to base rates. On March 8, 2024, APS filed conforming LFCR schedules to incorporate changes required as a result of Decision No. 79293 in the 2022 Rate Case. On April 9, 2024, the ACC approved the 2023 annual LFCR adjustment, with new rates effective in the first billing cycle of May 2024. On June 5, 2024, APS filed a revised LFCR Plan of Administration in accordance with Decision No. 79293. The ACC approved the revised Plan of Administration on October 8, 2024. On July 31, 2024, APS filed its 2024 annual LFCR adjustment, requesting that effective November 1, 2024, the annual LFCR recovery amount be increased to $ 49.6 million (an $ 8 million increase from previous levels). The Commission has not yet ruled on this matter. Tax Expense Adjustor Mechanism . The TEAM helps address potential federal income tax reform and enable the pass-through of certain income tax effects to customers. The TEAM expressly ",,,,,,846N1-00252,A_stratified,2024-D03,3,6c66e877-ae4f-4846-9332-d3e5836832b6,0000950170-24-024250,0001802156,XPOF,XPONENTIAL FITNESS CLASS A,Consumer Discretionary,Services-Miscellaneous Amusement & Recreation,10-K,2024-03-04,2024,selected_financial_data,28,512,3256,True,0.01296,0.05043,0.07493,0.07205,0.07886,-0.57260,0,0,,"exceeds the fair value of the asset. We evaluate our property and equipment and other long-lived assets for impairment based on our classification as assets held for sale. Several criteria must be met before an asset is classified as held for sale, including that management with the appropriate authority commits to a formal plan to sell the asset at a reasonable price in relation to its fair value and is actively seeking a buyer. For assets held for sale, we compare the carrying value of the disposal group to fair value less costs to sell. The impairment is the excess of the carrying value over the fair value of the asset. During the year ended December 31, 2023, in connection with the held for sale classification of the Rumble Held for Sale Studios, as defined and discussed in Note 3 of Notes to Consolidated Financial Statements, we reclassified $2.6 million of goodwill related to our Rumble brand and $2.2 million of studio assets related to the Rumble Held for Sale Studios, consisting of property and equipment of $1.0 million and reacquired franchise assets of $1.2 million, to assets held for sale. Based on the expected net sales proceeds from the Rumble Held for Sale Studios transaction we determined the Rumble Held for Sale Studios to be fully impaired and immediately recorded an impairment of the goodwill reclassified to assets held for sale in the amount of $2.6 million and an impairment of the studio assets reclassified to assets held for sale in the amount of $2.2 million. As a result of our restructuring plan that started in the third quarter of 2023, we are exiting company-owned transition studios. Restructuring charges associated with closing company-owned transition studios include accelerated amortization of right-of-use assets. For studio operating leases where we will derive no economic benefit from leased space, that will be vacated at a cease use date, we record accelerated amortization to fully reduce the carrying value of the right-of-use assets b",,,,,,847N1-00253,A_stratified,2024-D03,3,e8941a69-03bb-4379-b986-7bf81bb90529,0000097216-24-000119,0000097216,TEX,TEREX,Industrials,"Industrial Trucks, Tractors, Trailors & Stackers",8-K,2024-05-29,2024,full_body,1,269,1844,False,0.06301,-0.01043,-0.00006,0.09038,-0.01623,-0.61954,0,0,,"to the Company’s Board of Directors until the Company’s next Annual Meeting of Stockholders or until their respective successors are duly elected and qualified, (ii) approved in an advisory vote the compensation of the Company’s named executive officers, and (iii) ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. The voting results for each matter submitted to a vote of stockholders at the Company’s Annual Meeting were as follows: For Against Abstain Broker Non-Votes Proposal 1: Election of Directors: Paula H. J. Cholmondeley 56,987,589 773,280 48,278 4,286,747 Donald DeFosset 55,609,118 2,150,312 49,717 4,286,747 Simon Meester 57,204,347 555,158 49,642 4,286,747 Sandie O'Connor 56,064,758 1,696,384 48,005 4,286,747 Christopher Rossi 56,362,191 1,398,005 48,951 4,286,747 Andra Rush 56,355,244 1,406,267 47,636 4,286,747 David Sachs 55,414,383 2,252,685 142,079 4,286,747 Seun Salami 57,663,495 95,164 50,488 4,286,747 For Against Abstain Broker Non-Votes Proposal 2:Advisory vote on the compensation of the Company’s named executive officers 56,214,487 1,498,033 96,627 4,286,747 1 Year 2 Years 3 Years Abstain Proposal 3:Ratification of the selection of KPMG LLP as independent registered public accounting firm for the Company for 2024 61,946,809 75,170 73,915 — - 2 - Item 9.01. Financial Statements and Exhibits. (d) Exhibits 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: May 29, 2024 TEREX CORPORATION By:/s/Scott J. Posner Scott J. Posner Senior Vice President Secretary and General Counsel - 3 -",,,,,,848N1-00254,A_stratified,2024-D03,3,92db7180-4d80-4076-ab0a-5d98a0085aa0,0000883241-24-000024,0000883241,SNPS,Synopsys,Information Technology,Application Software,10-K,2024-12-19,2024,changes_in_accounting,3,293,1968,False,0.03915,0.00810,0.00714,0.24973,0.02014,-0.66347,0,0,,"with the Securities and Exchange Commission and is not incorporated by reference in any filing of Synopsys, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof and irrespective of any general incorporation language contained in such filing. Item 16.Form 10-K Summary None. 111 Table of Contents SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. SYNOPSYS, INC. Date: December 18, 2024 By: /s/ SHELAGHGLASER Shelagh GlaserChief Financial Officer(Principal Financial Officer) 112 Table of Contents Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated: Name Title Date /S/ SASSINEGHAZI President, Chief Executive Officer (Principal Executive Officer) and Director December 18, 2024 Sassine Ghazi /S/ SHELAGHGLASER Chief Financial Officer (Principal Financial Officer) December 18, 2024 Shelagh Glaser /S/ SUDHINDRAKANKANWADI Chief Accounting Officer (Principal Accounting Officer) December 18, 2024 Sudhindra Kankanwadi /S/ AARTJ.DEGEUS Executive Chair of the Board of Directors December 18, 2024 Aart J. de Geus /S/ LUISBORGEN Director December 18, 2024 Luis Borgen /S/ MARCCASPER Director December 18, 2024 Marc Casper /S/ JANICED. CHAFFIN Director December 18, 2024 Janice D. Chaffin /S/ BRUCER. CHIZEN Director December 18, 2024 Bruce R. Chizen /S/ MERCEDESJOHNSON Director December 18, 2024 Mercedes Johnson /S/ ROBERTPAINTER Director December 18, 2024 Robert Painter /s/ JEANNINESARGENT Director December 18, 2024 Jeannine Sargent /S/ JOHNG. SCHWARZ Director December 18, 2024 John G. Schwarz /S/ ROYVALLEE Director December 18, 2024 Roy Vallee 113",,,,,,849N1-00255,A_stratified,2024-D03,3,1ac4df1d-f4c6-4cdd-bf58-8b3f59db2b14,0000071691-24-000132,0000071691,NYT,NEW YORK TIMES CLASS A,Communication Services,Newspapers: Publishing or  Publishing & Printing,10-Q,2024-08-07,2024,financial_statements,13,512,3212,True,0.00591,0.04100,-0.02738,0.06920,0.05584,-0.67977,0,0,,"the fair value using a probability-weighted discounted cash flow model. The estimate of the fair value of contingent consideration requires subjective assumptions to be made regarding probabilities assigned to operational targets and the discount rate. As the fair value is based on significant unobservable inputs, this is a Level 3 liability. The following table presents changes in the contingent consideration balances for the second quarters and six months ended June 30, 2024, and June 30, 2023: Quarters Ended Six Months Ended (In thousands) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Balance at the beginning of the period $ 5,528 $ 4,392 $ 4,991 $ 5,324 Payments (1,724) — (1,724) (1,724) Fair value adjustments(1) (243) 1,072 294 1,864 Contingent consideration at the end of the period $ 3,561 $ 5,464 $ 3,561 $ 5,464 (1)Fair value adjustments are included inGeneral and administrative costsin our Condensed Consolidated Statements of Operations. NOTE 9. PENSION AND OTHER POSTRETIREMENT BENEFITS Pension Single-Employer Plans We maintain The New York Times Companies Pension Plan, a frozen single-employer defined benefit pension plan. The Company also jointly sponsors a defined benefit plan with The NewsGuild of New York known as the Guild-Times Adjustable Pension Plan (the “APP”) that continues to accrue active benefits. We also have a foreign-based pension plan for certain employees (the “foreign plan”). The information for the foreign plan is combined with the information for U.S. non-qualified plans. The benefit obligation of the foreign plan is immaterial to our total benefit obligation. 17 THE NEW YORK TIMES COMPANY NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) The components of net periodic pension (income)/cost were as follows: For the Quarters Ended June 30, 2024 June 30, 2023 (In thousands) QualifiedPlans Non-QualifiedPlans AllPlans QualifiedPlans Non-QualifiedPlans AllPlans Service cost $ 1,541 $ — $ 1,541 $ 1,417 $ — $ 1,417",,,,,,850N1-00256,A_stratified,2024-D03,3,969c4a39-caa3-4494-8a42-68fe93a832ee,0001451505-24-000015,0001451505,RIG,TRANSOCEAN,Energy,Drilling Oil & Gas Wells,10-K,2024-02-21,2024,financial_statements,30,512,3290,True,0.03056,0.01432,0.04927,0.17756,0.00281,-0.68212,0,0,,"significant restrictions on their ability to obtain funds from their consolidated subsidiaries by dividends, loans or capital distributions. Indentures —The indentures that govern our debt generally contain covenants that, among other things, limit our ability to incur certain liens on our drilling units without equally and ratably securing the notes, to engage in certain sale and lease back transactions covering any of our drilling units, to allow our subsidiaries to incur certain additional debt, or to engage in certain merger, consolidation or reorganization transactions or to enter into a scheme of arrangement qualifying as an amalgamation. The indentures that govern the 4.00% senior guaranteed exchangeable bonds due December 2025 (the “4.00% Senior Guaranteed Exchangeable Bonds”) and the 4.625% senior guaranteed exchangeable bonds due September 2029 (the “4.625% Senior Guaranteed Exchangeable Bonds”) require such bonds to be repurchased upon the occurrence of certain fundamental changes and events, at specified prices depending on the particular fundamental change or event, which include changes and events related to certain (i) change of control events applicable to Transocean Ltd. or Transocean Inc., (ii) the failure of our shares to be listed or quoted on a national securities exchange and (iii) specified tax matters. The indentures that govern the 6.875% senior secured notes due February 2027, the 8.375% senior secured notes due February 2028 (the “8.375% Senior Secured Notes”) and the 8.75% senior secured notes due February 2030 (the “8.75% Senior Secured Notes”) contain covenants that limit the ability of our subsidiaries that own or operate the collateral rigs to declare or pay dividends to their affiliates. The indentures that govern our senior secured notes contain certain lien requirements. At December 31, 2023, we had restricted cash and cash equivalents of $ 198 million deposited in restricted accounts to satisfy debt service and reserve requirement",,,,,,851N1-00257,A_stratified,2024-D03,3,21166bbe-252b-4c93-a8f0-2d78bbe69729,0000092122-24-000089,0000092122,SO,Southern Company,Utilities,Electric Utilities,10-Q,2024-10-31,2024,md_and_a,65,512,3239,True,0.02637,0.01672,-0.08631,0.03148,-0.09458,-0.69519,0,0,,"5.91% Senior Notes due June 15, 2054. Also in June 2024, Mississippi Power repaid at maturity $200 million aggregate principal amount of its Series 2021A Floating Rate Senior Notes. Southern Company Gas During the first nine months of 2024, Southern Company Gas received cash advances totaling $9 million under a long-term financing agreement related to a construction contract. In September 2024, Nicor Gas issued in a private placement $25 million aggregate principal amount of 4.78% Series First Mortgage Bonds due September 15, 2031, $100 million aggregate principal amount of 5.00% Series First Mortgage Bonds due September 15, 2034, and $31 million aggregate principal amount of 5.58% Series First Mortgage Bonds due September 15, 2059. Pursuant to the same agreement, Nicor Gas agreed to issue in a private placement in December 2024 $50 million aggregate principal amount of 4.63% Series First Mortgage Bonds due December 15, 2029 and $69 million aggregate principal amount of 5.66% Series First Mortgage Bonds due December 15, 2064. In September 2024, Southern Company Gas Capital issued $450 million aggregate principal amount of Series 2024A 4.95% Senior Notes due September 15, 2034, guaranteed by Southern Company Gas. Credit Rating Risk At September 30, 2024, the Registrants did not have any credit arrangements that would require material changes in payment schedules or terminations as a result of a credit rating downgrade. There are certain contracts that could require collateral, but not accelerated payment, in the event of a credit rating change of certain Registrants to BBB and/or Baa2 or below. These contracts are primarily for physical electricity and natural gas purchases and sales, fuel purchases, fuel transportation and storage, energy price risk management, transmission, interest rate management, and, for Georgia Power, services at Plant Vogtle Units 3 and 4. The maximum potential collateral requirements under these contracts at September 30, 2024 were as follow",,,,,,852N1-00258,A_stratified,2024-D03,3,ab2da52e-20b0-48f6-99d0-36452b7e3047,0000014693-24-000016,0000014693,BF.B,Brown–Forman,Consumer Staples,Distillers & Vintners,10-Q,2024-03-06,2024,md_and_a,1,510,3365,True,0.06285,-0.02405,0.11805,0.07829,0.08395,-0.70672,0,0,,"This adjustment removes (a) the transaction, transition, and integration costs related to the acquisition, (b) operating activity for the non-comparable periods, which is activity in the first and second quarters of fiscal 2024, and (c) fair value adjustments to Gin Mare’s earn-out contingent consideration liability that is payable in cash no earlier than July 2024 and no later than July 2027. During the third quarter of fiscal 2023, we acquired (a) International Rum and Spirits Distributors Unipessoal, Lda., (b) Diplomático Branding Unipessoal Lda., (c) International Bottling Services, S.A., (d) International Rum & Spirits Marketing Solutions, S.L., and (e) certain assets of Destilerias Unidas Corp., which collectively own the Diplomático Rum brand and related assets (Diplomático). This adjustment removes (a) the transaction, transition, and integration costs related to the acquisition, and (b) operating activity for the non-comparable periods, which is primarily activity in the first three quarters of fiscal 2024. During the third quarter of fiscal 2024, we sold our Finlandia vodka business, which resulted in a pre-tax gain of $90 million, and entered into a related transition services agreement (TSA) for this business. This adjustment removes the (a) transaction costs related to the divestiture, (b) the gain on sale of the Finlandia vodka business, (c) operating activity for the non-comparable period, which is activity in the third and fourth quarters of fiscal 2023, and (d) net sales, cost of sales, and operating expenses8531854recognized pursuant to the TSA related to distribution services in certain markets. During the third quarter of fiscal 2024, we reached an agreement to sell our Sonoma-Cutrer wine business to The Duckhorn Portfolio, Inc. This transaction is expected to close in the fourth quarter of fiscal 2024. This adjustment removes the transaction costs related to the pending disposition. During the second quarter of fiscal 2024, we recognized a gain of $",,,,,,855N1-00259,A_stratified,2024-D03,3,06deaab4-d4a2-4f2b-8da5-0a4c23178287,0001558370-24-014253,0000036377,FHB,FIRST HAWAIIAN,Financials,State Commercial Banks,10-Q,2024-11-04,2024,md_and_a,3,512,3168,True,0.01959,0.01741,0.06585,0.00213,0.03033,-0.73663,0,0,,"the average daily passenger counts during the first nine months of 2023, according to the Hawaii Tourism Authority. International visitor arrivals from Japan in the first nine months of 2024 have increased significantly as compared to the first nine months of each of the last three years, but the level of arrivals from Japan remains below pre-pandemic levels due to the weak yen. ​ 54 Table of Contents The local Oahu housing market has remained relatively stable, but is experiencing some softening as compared to previous years primarily due to high interest rates. According to the Honolulu Board of Realtors, the volume of single-family home sales increased by 5.8%, while condominium sales decreased by 5.6%, in each case when comparing the first nine months of 2024 with the same period in 2023. When comparing the first nine months of 2024 with the same period in 2022, however, the volume of single-family home sales decreased by 26.5%, while condominium sales decreased by 35.0%. The median price of a single-family home sold on Oahu in the first nine months of 2024 was $1,100,000, an increase of 4.8% from the same period in 2023. The median price of a condominium sold on Oahu in the first nine months of 2024 was $510,000, an increase of 1.0% from the same period in 2023. As of September 30, 2024, months of inventory of single-family homes and condominiums on Oahu remained low at approximately 3.4 and 5.2 months, respectively. ​ Effect of Recent Natural Disasters In early August of 2023, wildfires swept across several areas of Maui, impacting residents in upcountry Maui and devastating the historic town of Lahaina. ​ The outstanding balance of real estate-secured loans in the Maui fire zones totaled approximately $98 million as of September 30, 2024. We require our borrowers to maintain adequate levels of insurance, including fire insurance on residential mortgages. Although we are working closely with our resident and business borrowers to navigate the post-disaster per",,,,,,856N1-00260,A_stratified,2024-D03,3,ab45ae99-d07f-4c07-90fe-8257d2ab65e5,0001564708-24-000598,0001564708,NWSA,News Corp (Class B),Communication Services,Publishing,8-K,2024-11-08,2024,full_body,1,312,2073,True,0.05947,-0.02713,0.12692,0.14765,-0.02591,-0.74906,0,0,,"Attached as Exhibit 99.1 and Exhibit 99.2 are copies of the information provided to the ASX on the respective dates noted therein. Such information contains857""858forward-looking statements859""860within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements regarding the Company's intent to repurchase, from time to time, the Company's Class A common stock and Class B common stock. These statements are based on management's current expectations and beliefs and are subject to uncertainty and changes in circumstances. Actual results may vary materially from those expressed or implied by such statements due to, among other factors, changes in the market price of the Company's stock, general market conditions, applicable securities laws and alternative investment opportunities, as well as the risks, uncertainties and other factors described in the Company's filings with the Securities and Exchange Commission. The861""862forward-looking statements863""864included in such information are made only as of the date of this report. We do not have and do not undertake any obligation to publicly update any865""866forward-looking statements867""868to reflect subsequent events or circumstances, and we expressly disclaim any such obligation, except as required by law or regulation. Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description86999.1 Information provided to the Australian Securities Exchange on the date noted on Exhibit 99.1. 99.2 Information provided to the Australian Securities Exchange on the date noted on Exhibit 99.2. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURES870Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NEWS CORPORATION(REGISTRANT)871By: /s/ Michael L. Bunder872Michael L. Bunder873Senior Vice Presiden",,,,,,874N1-00261,A_stratified,2024-D04,4,4f36a1cd-6ca2-41df-9a2d-aea709e01889,0001588978-24-000006,0001588978,PRCT,PROCEPT BIOROBOTICS,Health Care,Surgical & Medical Instruments & Apparatus,10-K,2024-02-28,2024,risk_factors,51,512,3334,True,0.03089,0.07797,0.13117,0.14835,0.04986,-0.27745,0,0,,"by enrolled subjects, the availability of appropriate clinical trial investigators, support staff, and proximity of patients to clinical sites and able to comply with the eligibility and exclusion criteria for participation in the clinical trial and patient compliance. For example, patients may be discouraged from enrolling in our clinical trials if the trial protocol requires them to undergo extensive post-treatment procedures or follow-up to assess the safety and effectiveness of our products or if they determine that the treatments received under the trial protocols are not attractive or involve unacceptable risks or discomforts. We depend on our collaborators and on medical institutions and CROs to conduct our clinical trials in compliance with good clinical practice, or GCP, requirements. To the extent our collaborators or the CROs fail to enroll participants for our clinical trials, fail to conduct the study in accordance with GCP standards or are delayed for a significant time in the execution of trials, including achieving full enrollment, we may be affected by increased costs, program delays or both. In addition, clinical trials that are conducted in countries outside the United States may subject us to further delays and expenses as a result of increased shipment costs, additional regulatory requirements and the engagement of non-U.S. CROs, as well as expose us to risks associated with clinical investigators who are unknown to the FDA, and different standards of diagnosis, screening and medical care. Development of sufficient and appropriate clinical protocols to demonstrate safety and efficacy are required and we may not adequately develop such protocols to support clearance and approval. Further, the FDA may require us to submit data on a greater number of patients than we originally anticipated and/or for a longer follow-up period or change the data collection requirements or data analysis applicable to our clinical trials. Delays in patient enrollment ",,,,,,875N1-00262,A_stratified,2024-D04,4,c26b9e03-aac3-4b6a-a669-1a292fd8d68d,0000711669-24-000128,0000711669,CBAN,COLONY BANKCORP INC,Financials,State Commercial Banks,10-Q,2024-11-08,2024,md_and_a,23,512,3266,True,0.03575,0.07244,0.04089,0.11229,0.02433,-0.27959,0,0,,"the ability of the Company to manage those requirements. These requirements of customers include, but are not limited to, deposits being withdrawn or providing assurance to borrowers that sufficient funds are available to meet their credit needs. We strive to maintain an adequate liquidity position by managing the balances and maturities of interest-earning assets and interest-bearing liabilities so that the balance we have in short-term assets at any given time will adequately cover any reasonably anticipated need for funds. Additionally, we maintain relationships with correspondent banks, which could provide funds on short notice, if needed. We have also invested in FHLB stock for the purpose of establishing credit lines with the FHLB. At September 30, 2024 and December 31, 2023, we had $185.0 million and $175.0 million, respectively, of outstanding advances from the FHLB. Based on the values of loans pledged as collateral, we had $564.3 million and $596.2 million of additional borrowing availability with the FHLB at September 30, 2024 and December 31, 2023, respectively. Other sources of liquidity include overnight borrowings from the Federal Reserve Discount Window of $118.8 million of which there was no outstanding balance at September 30, 2024. The Company also had unencumbered securities of $435.1 million, $117.1 million in FRB Reserves and $26.3 million in other cash and due from banks as of September 30, 2024. Unencumbered investment securities provide the ability to either be pledged as collateral with borrowing sources or sold and converted to cash. The Company is a separate entity from the Bank, and as such it must provide for its own liquidity. The Company is responsible for the payment of dividends declared for its common shareholders and payment of interest and principal on any outstanding debt or trust preferred securities. These obligations are met through internal capital resources such as service fees and dividends from the Bank, which are limited",,,,,,876N1-00263,A_stratified,2024-D04,4,7893209e-5530-43e8-ab12-b0ecfb577726,0000315213-24-000055,0000315213,RHI,ROBERT HALF,Industrials,Services-Help Supply Services,10-Q,2024-05-02,2024,financial_statements,5,512,3592,True,0.04151,0.06333,0.11111,0.22607,0.03195,-0.29835,0,0,,"Company determines the fair value of these items using level 3 inputs. There are inherent limitations when estimating the fair value of financial instruments, and the fair values reported are not necessarily indicative of the amounts that would be realized in current market transactions. Allowance for Credit Losses. The Company is exposed to credit losses resulting from the inability of its customers to make required payments. The Company establishes an allowance for these potential credit losses based on its review of customers’ credit profiles, historical loss statistics, prepayments, recoveries, age of customer receivable balances, current business conditions and macroeconomic trends. The Company considers risk characteristics of trade receivables based on asset type and geographical locations to evaluate trade receivables on a collective basis. The Company applies credit loss estimates to these pooled receivables to determine expected credit losses. 9 ROBERT HALF INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued) March 31, 2024 The following table sets forth the activity in the allowance for credit losses from December 31, 2023, through March 31, 2024 (in thousands): Allowance for Credit Losses Balance as of December 31, 2023 $ 25,189 Charges to expense 183 Deductions (1,616) Other, including foreign currency translation adjustments (238) Balance as of March 31, 2024 $ 23,518 Note B— New Accounting Pronouncements Recently Adopted Accounting Pronouncements None. Recently Issued Accounting Pronouncements Not Yet Adopted Segment Reporting. In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments in the ASU are intended to improve reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. This ASU is effective for publi",,,,,,877N1-00264,A_stratified,2024-D04,4,77ae06d7-b061-46a7-8786-f31bfd60693e,0001459200-24-000021,0001459200,ALRM,ALARM.COM HOLDINGS,Information Technology,Services-Prepackaged Software,10-Q,2024-08-08,2024,md_and_a,25,512,3024,True,0.06236,0.04066,0.01525,0.11723,0.01911,-0.30090,0,0,,"would be dilutive to our current stockholders. Material Cash Requirements As of June 30, 2024, there were no material changes in our cash requirements from those disclosed in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report, other than the $500.0 million issuance of the 2029 Notes on May 31, 2024. See “Convertible Senior Notes – 2029 Notes” below for further details on our 2029 Notes. Convertible Senior Notes - 2029 Notes On May 31, 2024, we issued $500.0 million aggregate principal amount of 2.25% convertible senior notes due June 1, 2029 in a private placement to qualified institutional buyers, or the 2029 Notes. The terms of the 2029 Notes are governed by an Indenture, or the 2029 Indenture, by and between Alarm.com Holdings, Inc. and U.S. Bank Trust Company, National Association, as trustee. The 2029 Notes are senior unsecured obligations that bear interest at a rate of 2.25% per annum, payable semiannually in arrears on June 1 and December 1 of each year, beginning on December 1, 2024, and the principal amount of the 2029 Notes will not accrete. We received proceeds from the issuance of the 2029 Notes of $485.2 million, net of $14.8 million of transaction fees and other debt issuance costs. We may redeem for cash, all or any portion of the 2029 Notes (subject to the partial redemption limitation described below), at our option, on or after June 7, 2027, at a redemption price equal to 100% of the principal amount of the 2029 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date, if the last reported sale price of our common stock has been at least 130% of the conversion price for the 2029 Notes then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which we p",,,,,,878N1-00265,A_stratified,2024-D04,4,5faff21d-101e-4f89-89d3-4c7d380c8c62,0001628280-24-006375,0000025445,CXT,CRANE NXT,Information Technology,Miscellaneous Fabricated Metal Products,10-K,2024-02-22,2024,legal_proceedings,0,29,200,False,0.06142,0.02937,0.00289,0.07346,0.04221,-0.37862,0,0,,"Proceedings. Discussion of legal matters is incorporated by reference to Part II, Item 8 under Note 12, “Commitments and Contingencies,” in the Notes to Consolidated and Combined Financial Statements.",,,,,,879N1-00266,A_stratified,2024-D04,4,ef8e5e76-9f4b-4419-9616-c42d19be290b,0001558370-24-015539,0001531031,ESQ,ESQUIRE FINANCIAL HOLDINGS INC,Financials,"Commercial Banks, NEC",10-Q,2024-11-13,2024,risk_factors,0,29,159,False,0.04967,0.04170,0.12202,0.20068,0.13591,-0.37996,0,0,,"Factors T here have been no material changes to our risk factors as disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.",,,,,,880N1-00267,A_stratified,2024-D04,4,ba506579-be4f-4054-8358-3774f3c6fa31,0001556593-24-000007,0001556593,RITM,RITHM CAPITAL,Financials,Real Estate Investment Trusts,10-K,2024-02-20,2024,financial_statements,5,512,3301,True,0.05367,0.03640,0.06297,0.06486,0.02993,-0.38652,0,0,,"— 400,000 — 2,939,098 3,344,049 2,617,072 Other income (loss) Realized and unrealized gains (losses), net (37,236) (200,181) (207,437) Other income (loss), net (69,010) (145,385) 3,241 (106,246) (345,566) (204,196) Income (loss) before income taxes 752,833 1,262,801 963,808 Income tax expense 122,159 279,516 158,226 Net income (loss) $ 630,674 $ 983,285 $ 805,582 Noncontrolling interests in income of consolidated subsidiaries 8,417 28,766 33,356 Dividends on preferred stock 89,579 89,726 66,744 Net income (loss) attributable to common stockholders $ 532,678 $ 864,793 $ 705,482 Net income (loss) per share of common stock Basic $ 1.11 $ 1.84 $ 1.56 Diluted $ 1.10 $ 1.80 $ 1.51 Weighted average number of shares of common stock outstanding Basic 481,934,951 468,836,718 451,276,742 Diluted 483,716,715 481,636,125 467,665,006 Dividends declared per share of common stock $ 1.00 $ 1.00 $ 0.90 See Notes to Consolidated Financial Statements. 123 RITHM CAPITAL CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (dollars in thousands) December 31, 2023 2022 2021 Net income (loss) $ 630,674 $ 983,285 $ 805,582 Other comprehensive income (loss), net of tax: Unrealized gain (loss) on available-for-sale securities, net 5,437 (52,602) 29,944 Reclassification of net realized (gain) loss on available-for-sale securities, net into net income — — (5,388) Cumulative translation adjustment 586 — — Comprehensive income (loss) 636,697 930,683 830,138 Comprehensive income (loss) attributable to noncontrolling interests 8,417 28,766 33,356 Dividends on preferred stock 89,579 89,726 66,744 Comprehensive income (loss) attributable to common stockholders $ 538,701 $ 812,191 $ 730,038 See Notes to Consolidated Financial Statements. 124 RITHM CAPITAL CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY FOR THE YEAR ENDED DECEMBER 31, 2023 (dollars in thousands, except share and per share data) Preferred Stock Common Stock AdditionalPaid-inCapital Reta",,,,,,881N1-00268,A_stratified,2024-D04,4,1dcd568c-63d3-48b9-bf41-2184e9046d32,0001514416-24-000140,0001514416,BAND,BANDWIDTH CLASS A,Communication Services,Services-Prepackaged Software,10-Q,2024-08-01,2024,unregistered_sales,1,111,708,False,-0.00509,0.09903,0.00329,0.15573,-0.03599,-0.38712,0,0,,"specifically incorporates it by reference. 90 Table of Contents SIGNATURES Pursuant to the requirements of the Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Quarterly Report on Form 10-Q to be signed on its behalf by the undersigned, thereunto duly authorized. BANDWIDTH INC. Date: August 1, 2024 By: /s/ David A. Morken David A. Morken Chief Executive Officer (Principal Executive Officer) Date: August 1, 2024 By: /s/ Daryl E. Raiford Daryl E. Raiford Chief Financial Officer (Principal Financial Officer) Date: August 1, 2024 By: /s/ Devin M. Krupka Devin M. Krupka Senior Vice President, Corporate Controller (Principal Accounting Officer) 91",,,,,,882N1-00269,A_stratified,2024-D04,4,e31fe708-b427-49d8-bc6a-1b4bdb2cc6c8,0000086312-24-000059,0000086312,TRV,Travelers Companies (The),Financials,Property & Casualty Insurance,10-Q,2024-10-17,2024,financial_statements,5,504,3322,True,0.10061,-0.01432,0.00968,0.13661,0.00604,-0.39042,0,0,,"Certain financial information that is normally included in annual financial statements prepared in accordance with GAAP, but that is not required for interim reporting purposes, has been omitted. All material intercompany transactions and balances have been eliminated. The accompanying interim consolidated financial statements and related notes should be read in conjunction with the Company’s consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the Company’s 2023 Annual Report). The preparation of the interim consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the interim consolidated financial statements and the reported amounts of revenues and claims and expenses during the reporting period. Actual results could differ from those estimates. To the extent that the Company changes its accounting for, or presentation of, items in the financial statements, the presentation of such amounts in prior periods is changed to conform to the current period presentation, if appropriate, and disclosed, if material. On January 2, 2024, the Company completed its previously announced acquisition of all issued and outstanding shares of Corvus Insurance Holdings, Inc. (Corvus), a cyber insurance managing general underwriter, for consideration transferred of approximately $883427884million. The acquisition provides the Company the opportunity to renew Corvus’s book of business and to leverage Corvus’s capabilities to enhance the return profile of Travelers’ existing cyber portfolio. At the acquisition date, the Company recorded at fair value $885478886million of assets acquired and $88751888million of liabilities assumed as part of purchase accounting, including $889390890million of identifiable intangible assets and goodwill. T",,,,,,891N1-00270,A_stratified,2024-D04,4,1a0741b1-e8ce-40be-9aab-1dc5616dee7a,0001801170-24-000101,0001801170,CLOV,CLOVER HEALTH INVESTMENTS CLASS A,Health Care,Hospital & Medical Service Plans,8-K,2024-05-07,2024,full_body,0,512,3269,True,0.06956,0.01428,0.05793,0.16786,0.02963,-0.41907,0,0,,"clov-20240506 FALSE 0001801170 CLOVER HEALTH INVESTMENTS, CORP. /DE 0001801170 2024-05-06 2024-05-06 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event report ed): May 6, 2024 CLOVER HEALTH INVESTMENTS, CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39252 98-1515192 (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 3401 Mallory Lane,Suite 210 Franklin,Tennessee 37067 (Address of Principal Executive Offices) (Zip Code) Registrant’s Telephone Number, Including Area Code: ( 201 ) 432-2133 Not Applicable (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Trading Title of each class Symbol(s) Name of each exchange on which registered Class A Common Stock, par value $0.0001 per share CLOV The NASDAQ Stock Market LLC Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with ",,,,,,892N1-00271,A_stratified,2024-D04,4,9e9159ae-5717-4cce-8ab3-6141e543845f,0000048465-24-000032,0000048465,HRL,Hormel Foods,Consumer Staples,Packaged Foods & Meats,10-Q,2024-05-30,2024,quantitative_disclosures,1,76,469,False,0.03121,0.05438,0.13123,0.15828,0.02376,-0.42441,0,0,,"market risk due to fluctuations in the value of the remaining investments as unrealized gains and losses associated with these securities are included in the Company’s net earnings on a mark-to-market basis. A 10 percent decline in the value of the investments not held in fixed income funds would have negatively impacted the Company’s pretax earnings by approximately $9.1 million, while a 10 percent increase in value would have a positive impact of the same amount.",,,,,,893N1-00272,A_stratified,2024-D04,4,f94f0524-704f-425f-a0f6-ea8a883f4c54,0001798100-24-000011,0001798100,NTST,NETSTREIT,Real Estate,Real Estate Investment Trusts,10-K,2024-02-14,2024,risk_factors,22,512,3035,True,0.04070,0.04365,0.05918,0.20878,-0.03594,-0.42820,0,0,,"our assets, the sources of our income and the amounts we distribute to our stockholders. In particular, we must ensure that at the end of each calendar quarter, at least 75% of the value of our assets consists of cash, cash items, government securities and qualified REIT real estate assets, including certain mortgage loans and mortgage-backed securities. The remainder of our investment in securities (other than government securities, securities of TRSs and qualified real estate assets) generally cannot include more than 10% of the outstanding voting securities of any one issuer or more than 10% of the total value of the outstanding securities of any one issuer. In addition, in general, no more than 5% of the value of our assets (other than government securities, securities of TRSs and qualified real estate assets) can consist of the securities of any one issuer, and no more than 20% of the value of our total assets can be represented by securities of one or more TRSs. If we fail to comply with these requirements at the end of any calendar quarter, we must correct the failure within 30 days after the end of the calendar quarter or qualify for certain statutory relief provisions to avoid losing our REIT qualification and suffering adverse tax consequences. We may be required to liquidate or forgo otherwise attractive investments in order to satisfy the asset and income tests or to qualify under the statutory relief provisions. We also may be required to make distributions to stockholders at disadvantageous times or when we do not have funds readily available for distribution. As a result, having to comply with the distribution requirement could cause us to: (i) sell assets in adverse market conditions; (ii) borrow on unfavorable terms; or (iii) distribute amounts that would otherwise be invested in future acquisitions, capital expenditures or repayment of debt. Accordingly, satisfying the REIT requirements could materially and adversely affect us. Moreover, if we are ",,,,,,894N1-00273,A_stratified,2024-D04,4,d19da503-a150-42b6-af34-55a6cfdbb191,0000885550-24-000030,0000885550,CACC,CREDIT ACCEPTANCE CORP,Financials,Personal Credit Institutions,10-K,2024-02-12,2024,md_and_a,13,512,3352,True,-0.00514,0.09250,0.05862,0.05917,0.00603,-0.42878,0,0,,"new Consumer Loan assignment, partially offset by an 18.6% increase in Consumer Loan assignment unit volume. The decrease in average provision per new Consumer Loan assignment was primarily due to a decrease in the average advance rate for 2023 Consumer Loans. Interest. The increase in interest expense of $99.9 million, or 60.0%, was primarily due to an increase in our average cost of debt, which was primarily a result of higher interest rates on recently-completed or extended secured financings and the repayment of older secured financings with lower interest rates, as follows: (Dollars in millions) For the Years Ended December 31, 2023 2022 Change Interest expense $ 266.5 $ 166.6 $ 99.9 Average outstanding debt principal balance (1) 4,808.4 4,687.6 120.8 Average cost of debt 5.5 % 3.6 % 1.9 % (1) Includes the unamortized debt discount and excludes deferred debt issuance costs. Provision for Claims. The increase in provision for claims of $24.3 million, or 52.4%, was primarily due to increases in the size of our reinsurance portfolio and the average claim paid per reinsured vehicle service contract. Provision for Income Taxes. For the year ended December 31, 2023, the effective income tax rate decreased to 22.2% from 24.7% for the year ended December 31, 2022. The decrease was primarily due to the impact of tax benefits related to our stock-based compensation plan and the settlement of an uncertain tax position for state income taxes during the second quarter of 2023, partially offset by an increase in non-deductible executive compensation expense. For additional information, see Note 11 to the consolidated financial statements contained in Item 8 of this Form 10-K, which is incorporated herein by reference. Critical Accounting Estimates Our consolidated financial statements are prepared in accordance with GAAP. The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets and liabilitie",,,,,,895N1-00274,A_stratified,2024-D04,4,bf897f07-780e-4d4b-8b97-d1c5abf33460,0001332349-24-000041,0001332349,BKD,BROOKDALE SENIOR LIVING INC,Health Care,Services-Nursing & Personal Care Facilities,10-K,2024-02-21,2024,risk_factors,2,512,3358,True,0.03593,0.04830,0.09568,0.19447,0.06133,-0.43103,0,0,,"ability to attract and retain residents and associates, raise or maintain resident fees, and expand our business, which could have a material adverse effect on our occupancy, revenues, results of operations, and cash flow. The geographic concentration of our communities could leave us vulnerable to an economic downturn, regulatory changes, acts of nature, or the effects of climate change in those areas, which could negatively impact our financial condition, revenues, results of operations, and cash flow. We have a high concentration of communities in various geographic areas, including the states of California, Florida, and Texas. As a result of this concentration, the conditions of local economies and real estate markets, changes in governmental regulations, acts of nature, and other factors that may result in a decrease in demand for senior living services in these areas could have an adverse effect on our financial condition, revenues, results of operations, and cash flow. Given the location of our communities, we are particularly susceptible to revenue loss, cost increase, or damage caused by severe weather conditions including winter storms or natural disasters such as hurricanes, wildfires, earthquakes, or tornados. Any significant loss due to such an event may not be covered by insurance and may lead to an increase in the cost of insurance or unavailability on acceptable terms. Climate change may also have effects on our business by increasing the cost of property insurance or making coverage unavailable on acceptable terms. To the extent that significant changes in the climate occur in areas where our communities are located, we may experience increased frequency of severe weather conditions or natural disasters or other changes to weather patterns, all of which may result in physical damage to or a decrease in demand for properties affected by these conditions. Should the impact of climate change be material in nature or occur for lengthy periods of time, o",,,,,,896N1-00275,A_stratified,2024-D04,4,69017dbd-38ac-44e7-b61c-584b98304f7a,0001506293-24-000018,0001506293,PINS,PINTEREST CLASS A,Communication Services,"Services-Computer Programming, Data Processing, Etc.",10-K,2024-02-08,2024,changes_in_accounting,0,512,3441,True,0.09950,-0.02140,0.01362,0.31824,0.02616,-0.44264,0,0,,"regarding foreign jurisdictions that prevent inspections Not applicable. 89 Part III Item 10. Directors, executive officers and corporate governance The information required by this item is incorporated by reference to the sections titled “Election of directors”, “Corporate governance”, ""Executive officers"" and, as applicable, ""Delinquent section 16(a) reports that will be included in our Definitive Proxy Statement for the 2024 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission (SEC) within 120 days of December 31, 2023 (the ""2024 Proxy Statement). Item 11. Executive compensation The information required by this item is incorporated by reference to the sections titled “Executive compensation” and ""Director compensation"" that will be included in our 2024 Proxy Statement. Item 12. Security ownership of certain beneficial owners and management and related stockholder matters The information required by this item is incorporated by reference to the sections titled “Security ownership of certain beneficial owners and management” and ""equity compensation plan information"" that will be included in our 2024 Proxy Statement. Item 13. Certain relationships and related transactions, and director independence The information required by this item is incorporated by reference to the sections titled “Election of directors” and “Other matters” that will be included in our 2024 Proxy Statement. Item 14. Principal accountant fees and services The information required by this item is incorporated by reference to the section titled “Audit matters” that will be included in our 2024 Proxy Statement. 90 Part IV Item 15. Exhibits and financial statement schedules The following documents are filed as part of this Annual Report on Form 10-K: 1. Consolidated Financial Statements The consolidated financial statements are filed as part of this Annual Report on Form 10-K under “Item 8. Financial Statements and Supplementary Data.” 2. Financial Statement Sched",,,,,,897N1-00276,A_stratified,2024-D04,4,f97ba9c7-e359-4a07-8272-a61c9f57d298,0001003078-24-000107,0001003078,MSM,MSC INDUSTRIAL CLASS A,Industrials,Wholesale-Industrial Machinery & Equipment,10-K,2024-10-24,2024,risk_factors,15,168,1180,False,0.05717,0.02232,0.13530,0.26006,0.09919,-0.45194,0,0,,"to comply with and may impose costs on us. There is an increasing focus on corporate social and environmental responsibility in our industry. An increasing number of our customers have adopted, or may adopt, procurement policies that include social and environmental responsibility provisions that their suppliers should comply with, or they may seek to include such provisions in their procurement terms and conditions. This corporate social and environmental responsibility influence is expanding to other stakeholders such as investors, suppliers, associates and communities. We currently voluntarily comply with the sustainability standards set forth by various sustainability initiatives and organizations. These social and environmental responsibility practices, policies, provisions and initiatives are subject to change, can be unpredictable, and may be difficult and expensive for us to comply with. In addition, the failure by us to take action or otherwise comply with the policies of our customers may negatively impact our customer relationships or reputation, which could have a material adverse effect on our business, financial condition, or results of operations.",,,,,,898N1-00277,A_stratified,2024-D04,4,ca9e0606-99aa-4654-9d83-3c8f604d0197,0001558370-24-014762,0001710072,EWTX,EDGEWISE THERAPEUTICS,Health Care,Pharmaceutical Preparations,10-Q,2024-11-07,2024,risk_factors,4,512,3761,True,0.08011,-0.00410,0.11024,0.06430,0.00706,-0.46411,0,0,,"candidates, if approved. Our business depends entirely on the successful discovery, development, regulatory approval and commercialization of product candidates. We have no products approved for commercial sale and do not anticipate generating any revenue from product sales for the next several years, if ever. Our ability to generate revenue and achieve profitability depends significantly on our ability, or any future collaborator’s ability, to achieve several objectives, including: ● successful and timely completion of preclinical and clinical development ofsevasemten, EDG-7500, and product candidates from our EDG-003 cardiometabolic discovery program and our other future product candidates and programs; ● establishing and maintaining relationships with CROs and clinical sites for the clinical development ofsevasemten, EDG-7500, product candidates from our EDG-003 cardiometabolic discovery program and any other future product candidates and programs; ● the initiation and successful patient enrollment and completion of additional clinical trials on a timely basis; ● acceptable frequency and severity of adverse events in the clinical trials; ● the efficacy and safety profiles that are satisfactory to the FDA or any comparable foreign regulatory authority for marketing approval; ● timely receipt of marketing approvals from applicable regulatory authorities for any product candidates for which we successfully complete clinical development; 32 Table of Contents ● complying with any required post-marketing approval commitments to applicable regulatory authorities; ● developing an efficient and scalable manufacturing process for our product candidates; ● establishing and maintaining commercially viable supply and manufacturing relationships with third parties that can provide adequate, in both amount and quality, products and services to support clinical development and meet the market demand for our product candidates, if approved; ● successful commercial launch followin",,,,,,899N1-00278,A_stratified,2024-D04,4,0e45a7e3-001e-4537-9a03-91d07122667a,0000714310-24-000084,0000714310,VLY,VALLEY NATIONAL,Financials,National Commercial Banks,10-Q,2024-05-08,2024,md_and_a,26,512,3187,True,0.01317,0.06674,0.01058,0.16320,-0.06707,-0.46804,0,0,,"within the AFS debt securities portfolio during the three months ended March 31, 2024 and March 31, 2023. Valley does not intend to sell any of its AFS debt securities in an unrealized loss position prior to recovery of our amortized cost basis, and it is more likely than not that Valley will not be required to sell any of its securities prior to recovery of our amortized cost basis. None of the AFS debt securities were past due as of March 31, 2024 and there was no allowance for credit losses for AFS debt securities at March 31, 2024 and December 31, 2023 . Held to maturity debt securities. Valley estimates the expected credit losses on HTM debt securities that have loss expectations using a discounted cash flow model developed by a third party. Valley has a zero-loss expectation for certain securities within the HTM portfolio, including U.S. Treasury securities, U.S. agency securities, residential mortgage-backed securities issued by Ginnie Mae, Fannie Mae and Freddie Mac, and collateralized municipal bonds. To measure the expected credit losses on HTM debt securities that have loss expectations, Valley estimates the expected credit losses using a discounted cash flow model developed by a third party . Assumptions used in the model for pools of securities with common risk characteristics include the historical lifetime probability of default and severity of loss in the event of default, with the model incorporating several economic cycles of loss history data to calculate expected credit losses given default at the individual security level. HTM debt securities were carried net of an allowance for credit losses totaling approximately $1.1 million and $1.2 million at March 31, 2024 and December 31, 2023, respectively. Investment grades. The investment grades in the table below reflect the most current independent analysis performed by third parties of each security as of the date presented and not necessarily the investment grades at the date of our purchase of the",,,,,,900N1-00279,A_stratified,2024-D04,4,1a16bbcc-a12a-49e6-a0ae-ecb2c73e937b,0001437749-24-005368,0000728535,JBHT,J.B. Hunt,Industrials,Cargo Ground Transportation,10-K,2024-02-23,2024,changes_in_accounting,17,512,2981,True,0.02135,0.05743,-0.05229,0.01853,-0.04322,-0.47170,0,0,,"The revolving line of credit authorizes us to borrow up to $ 1.0 billion under a five -year term expiring September 2027, and allows us to request an increase in the revolving line of credit total commitment by up to $ 300 million and to request two one -year extensions of the maturity date. The committed term loans authorized us to borrow up to an additional $ 500 million during the nine-month period beginning September 27, 2022, due September 2025, which we exercised in June 2023. The applicable interest rates under this agreement are based on either the Secured Overnight Financing Rate (SOFR), or a Base Rate, depending upon the specific type of borrowing, plus an applicable margin and other fees. At December 31, 2023, we had $ 130.0 million outstanding on the revolving line of credit and a $ 500.0 million outstanding balance of term loans, at an average interest rate of 6.44 %, under this agreement. Senior Notes Our senior notes consist of two separate issuances. The first is $ 250 million of 3.85 % senior notes due March 2024, which was issued in March 2014. Interest payments under these notes are due semiannually in March and September of each year, beginning September 2014. The second is $ 700 million of 3.875 % senior notes due March 2026, issued in March 2019. Interest payments under these notes are due semiannually in March and September of each year, beginning September 2019. Both senior notes were issued by J.B. Hunt Transport Services, Inc., a parent-level holding company with no significant assets or operations. The notes are guaranteed on a full and unconditional basis by a wholly-owned subsidiary. All other subsidiaries of the parent are minor. We registered these offerings and the sale of the notes under the Securities Act of 1933, pursuant to shelf registration statements filed in February 2014 and January 2019. Both notes are unsecured obligations and rank equally with our existing and future senior unsecured debt. We may redeem for cash some or al",,,,,,901N1-00280,A_stratified,2024-D04,4,2aa88a09-8b68-4f4f-8df7-7a8446271fe5,0001504008-24-000022,0001504008,BKU,BANKUNITED,Financials,"Savings Institution, Federally Chartered",10-Q,2024-08-05,2024,financial_statements,14,512,2847,True,0.05749,0.01657,0.06123,0.21562,-0.01263,-0.48609,0,0,,"values, frequent overdrafts or past due real estate taxes. Loans with weaknesses so severe that collection in full is highly questionable or improbable, but because of certain reasonably specific pending factors have not been charged off, are assigned an internal risk rating of doubtful. 17 Table of Contents BANKUNITED, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED June 30, 2024 Commercial credit exposure based on internal risk rating (in thousands): June 30, 2024 Amortized Cost By Origination Year Revolving Loans 2024 2023 2022 2021 2020 Prior Total CRE Pass $ 351,956 $ 694,281 $ 1,168,057 $ 630,888 $ 454,738 $ 1,641,017 $ 212,879 $ 5,153,816 Special mention — — — 6,467 32,992 98,944 — 138,403 Substandard — 45,894 127,949 93,421 28,808 330,904 25,000 651,976 Doubtful — — — — — 8,301 — 8,301 Total CRE $ 351,956 $ 740,175 $ 1,296,006 $ 730,776 $ 516,538 $ 2,079,166 $ 237,879 $ 5,952,496 C&I Pass $ 895,606 $ 1,357,478 $ 1,249,270 $ 582,116 $ 329,109 $ 1,265,087 $ 2,936,883 $ 8,615,549 Special mention 46,443 — 10,951 2,830 — 1,343 65,970 127,537 Substandard — 7,793 139,888 45,670 20,191 114,333 52,666 380,541 Doubtful — — 13,804 — — — — 13,804 Total C&I $ 942,049 $ 1,365,271 $ 1,413,913 $ 630,616 $ 349,300 $ 1,380,763 $ 3,055,519 $ 9,137,431 Pinnacle - municipal finance Pass $ 53,345 $ 147,776 $ 120,001 $ 69,318 $ 28,408 $ 428,386 $ — $ 847,234 Total Pinnacle - municipal finance $ 53,345 $ 147,776 $ 120,001 $ 69,318 $ 28,408 $ 428,386 $ — $ 847,234 Franchise and equipment finance Pass $ — $ 2,126 $ 43,601 $ 65,058 $ 39,429 $ 107,738 $ 829 $ 258,781 Substandard — — — 1,849 2,894 40,765 — 45,508 Doubtful — — — — — 3,153 — 3,153 Total Franchise and equipment finance $ — $ 2,126 $ 43,601 $ 66,907 $ 42,323 $ 151,656 $ 829 $ 307,442 Mortgage warehouse lending Pass $ — $ — $ — $ — $ — $ — $ 539,159 $ 539,159 Total Mortgage warehouse lending $ — $ — $ — $ — $ — $ — $ 539,159 $ 539,159 18 Table of Contents BANKUNITED, INC. AND SUBSIDIARIES NOTES T",,,,,,902N1-00281,A_stratified,2024-D05,5,8fefdb4c-b4e3-4df6-ac9c-e686bca28fc3,0000916540-24-000024,0000916540,DAR,DARLING INGREDIENTS,Consumer Staples,Fats & Oils,10-Q,2024-08-07,2024,md_and_a,27,512,3101,True,0.09331,0.04488,0.03377,0.06599,0.06299,-0.06533,0,0,,"Loan Agreement were at the applicable annum rate equal to the sum of (a) the LIBO Rate (meaning Reuters BBA Libor Rates Page 3750) on such day plus (b) 2.50%. On June 15, 2023, the DGD Lenders entered into a new revolving loan agreement (the “2023 DGD Loan Agreement”) with the DGD Joint Venture that replaced and superseded in its entirety the 2019 DGD Loan Agreement and pursuant to which the DGD Lenders have committed to making loans available to the DGD Joint Venture in the total amount of $200.0 million with each lender committed to $100.0 million of the total commitment. Any borrowings by the DGD Joint Venture under the 2023 DGD Loan Agreement are at the applicable annum rate equal to the sum of (a) term SOFR on such day plus (b) 2.50%. The 2023 DGD Loan Agreement expires on June 15, 2026. In December 2022, the DGD Joint Venture borrowed all $50.0 million available under the 2019 DGD Loan Agreement, including the Company’s full $25.0 million commitment, which was repaid in fiscal 2023. In January 2024, the DGD Joint Venture borrowed all $200.0 million available under the 2023 DGD Loan Agreement, including the Company’s full $100.0 million commitment, which was repaid in March 2024. The DGD Joint Venture paid interest to the Company for the three months ended June 29, 2024 and July 1, 2023 of approximately zero and $0.1 million, respectively, and paid interest to the Company for the six months ended June 29, 2024 and July 1, 2023 of approximately $1.6 million and $0.6 million, respectively. As of June 29, 2024 and December 30, 2023, zero was owed to Darling Green under the 2023 DGD Loan Agreement and the 2019 DGD Loan Agreement, respectively. This note receivable amount is included in other current assets on the balance sheet and is included in investing activities on the cash flow statement. On June 23, 2023, the DGD Joint Venture entered into an amended and restated credit agreement for $400.0 million senior, unsecured revolving credit facility, with CoBank ACB ",,,,,,903N1-00282,A_stratified,2024-D05,5,4101505b-2dd7-4ddb-94e4-852318ca9c30,0001408198-24-000131,0001408198,MSCI,MSCI Inc.,Financials,Financial Exchanges & Data,10-Q,2024-07-23,2024,unregistered_sales,0,512,3403,True,0.09138,0.04680,0.04208,0.12243,0.02904,-0.06619,0,0,,"Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities There were no unregistered sales of equity securities during the three months ended June 30, 2024. The table below presents information with respect to purchases made by or on behalf of the Company of its shares of common stock during the three months ended June 30, 2024. Issuer Purchases of Equity Securities Period TotalNumber ofSharesPurchased(1) Average PricePaidPer Share(2) TotalNumber ofSharesPurchasedAs Part ofPubliclyAnnouncedPlansor Programs ApproximateDollarValue of Sharesthat May YetBePurchasedUnderthe Plans orPrograms(3) April 1, 2024 - April 30, 2024 6,924 $ 471.71 6,804 $ 842,467,000 May 1, 2024 - May 31, 2024 206,185 $ 479.20 204,634 $ 744,393,000 June 1, 2024 - June 30, 2024 287,954 $ 487.31 287,786 $ 604,155,000 Total 501,063 $ 483.76 499,224 $ 604,155,000 ___________________________ (1) Includes, when applicable, (i) shares purchased by the Company on the open market under the stock repurchase program; (ii) shares withheld to satisfy tax withholding obligations on behalf of employees that occur upon vesting and delivery of outstanding shares underlying restricted stock units; and (iii) shares held in treasury under the MSCI Inc. Non-Employee Directors Deferral Plan. The value of shares withheld to satisfy tax withholding obligations was determined using the fair market value of the Company’s common stock on the date of withholding, using a valuation methodology established by the Company. (2) Excludes 1% excise tax incurred on share repurchases. (3) See Note 10, “Shareholders’ Equity (Deficit),” of the Notes to the Unaudited Condensed Consolidated Financial Statements included herein for further information regarding our stock repurchase program. Item 5. Other Information During the three months ended June 30, 2024, none of the Company’s directors or officers, as defined in Section 16 of the Exchange Act, adopted or terminated a “Rule 10b5-1 trading arrangement” or",,,,,,904N1-00283,A_stratified,2024-D05,5,7c442875-2495-460d-b8e4-3fa7d49800ea,0000072903-24-000096,0000072903,XEL,Xcel Energy,Utilities,Multi-Utilities,10-Q,2024-04-25,2024,md_and_a,2,497,3225,True,0.07672,0.05988,0.05192,0.10751,0.01115,-0.08254,0,0,,"The change was driven by increased recovery of electric and natural gas infrastructure investments and lower O&M expenses, partially offset by higher interest expenses and depreciation. SPS905— GAAP and ongoing earnings were flat for the first quarter of 2024 primarily due to regulatory rate outcomes and lower O&M expenses, offset by increased depreciation and amortization expenses. NSP-Wisconsin906— GAAP and ongoing earnings were flat for the first quarter of 2024 as lower O&M expenses were offset by increased depreciation. Xcel Energy Inc. and Other907— Primarily includes financing costs and interest income at the holding company and earnings from Energy Impact Partners (EIP) funds equity method investments. The decline in earnings is largely due to increased interest rates. Changes in GAAP and Ongoing Diluted EPS908Components significantly contributing to changes in 2024 EPS compared to 2023:909Diluted Earnings (Loss) Per Share Three Months Ended March 31910GAAP and ongoing diluted EPS — 2023 $ 0.76911Components of change - 2024 vs. 2023912Lower cost of natural gas sold and transported(a) 0.49913Lower electric fuel and purchased power(a) 0.23914Lower O&M expenses 0.06915Higher AFUDC 0.04916Lower natural gas revenues (0.47)917Lower electric revenues (0.11)918Higher depreciation and amortization (0.05)919Higher interest charges (0.05)920Other, net (0.02)921GAAP and ongoing diluted EPS — 2024 0.88922(a)923Cost of natural gas sold and transported and electric fuel and purchased power are generally recovered through regulatory recovery mechanisms and offset in revenue. Statement of Income Analysis924The following summarizes the items that affected the individual revenue and expense items reported in the consolidated statements of income. Estimated Impact of Temperature Changes on Regulated Earnings925—Unusually hot summers or cold winters increase electric and natural gas sales, while mild weather reduces electric and natural gas sales. The estimated impact of weather on earnings is based on the number of cus",,,,,,926N1-00284,A_stratified,2024-D05,5,f1014c32-5518-4a98-a647-e34a26a2dff6,0001558370-24-010587,0001040829,RHP,RYMAN HOSPITALITY PROPERTIES REIT,Real Estate,Real Estate Investment Trusts,10-Q,2024-08-01,2024,md_and_a,40,454,2964,True,0.06911,0.06504,0.01166,0.25551,-0.00729,-0.10123,0,0,,"the Company, the “Guarantors”). The Guarantors are 100% owned by the Operating Partnership or the Company, and the guarantees are full and unconditional and joint and several. The guarantees rank equally in right of payment with each Guarantor’s existing and future senior unsecured indebtedness and senior in right of payment to all future subordinated indebtedness, if any, of such Guarantor. Not all of the Company’s subsidiaries have guaranteed these senior notes, and the guarantees are structurally subordinated to all indebtedness and other obligations of such subsidiaries that have not guaranteed these senior notes. The following tables present summarized financial information for the Issuers and the Guarantors on a combined basis. The intercompany balances and transactions between these parties, as well as any investments in or equity in earnings from non-guarantor subsidiaries, have been eliminated (amounts in thousands). ​ ​ ​ ​ ​ ​ June 30, ​ 2024 Other assets ​ $ 3,459,547 Total assets ​ $ 3,459,547 ​ ​ ​ ​ Net payables due to non-guarantor subsidiaries ​ $ 253,006 Other liabilities ​ ​ 3,201,861 Total liabilities ​ $ 3,454,867 Total noncontrolling interest ​ $ 3,704 ​ ​ ​ ​ ​ ​ ​ Six Months Ended ​ June 30, 2024 Revenues from non-guarantor subsidiaries ​ $ 288,328 Operating expenses (excluding expenses to non-guarantor subsidiaries) ​ ​ 84,116 Expenses to non-guarantor subsidiaries ​ ​ 16,746 Operating income ​ ​ 187,466 Interest income from non-guarantor subsidiaries ​ ​ 1,239 Net income ​ ​ 98,468 Net income available to common stockholders ​ ​ 94,828 ​ Critical Accounting Policies and Estimates We prepare our condensed consolidated financial statements in conformity with GAAP. Certain of our accounting policies, including those related to impairment of long-lived and other assets, credit losses on financial assets, income taxes, acquisitions and purchase price allocations, and legal contingencies, require that we apply significant judgment in defining the",,,,,,927N1-00285,A_stratified,2024-D05,5,7c5cf146-fdc6-48f2-afa5-5ce0b5162513,0001025378-24-000037,0001025378,WPC,W. P. CAREY REIT,Real Estate,Real Estate Investment Trusts,10-K,2024-02-09,2024,quantitative_disclosures,97,512,2713,True,0.07322,0.05897,0.00835,0.10865,0.01617,-0.11189,0,0,,"18 5,517 795 1988 Oct. 2018 40yrs. Rockford, IL — 695 3,873 — 125 — 695 3,983 15 4,693 687 1979 Oct. 2018 40yrs. Rockford, IL — 87 785 — — — 87 785 — 872 122 1979 Oct. 2018 40yrs. Rockford, IL — 454 4,724 — 14 — 454 4,733 5 5,192 677 1957 Oct. 2018 40yrs. Peoria, IL — 444 4,944 — 238 — 444 5,164 18 5,626 1,074 1990 Oct. 2018 40yrs. East Peoria, IL — 268 3,290 — 108 — 268 3,374 24 3,666 661 1986 Oct. 2018 40yrs. Loves Park, IL — 721 2,973 — 27 — 721 3,000 — 3,721 532 1978 Oct. 2018 40yrs. Winder, GA — 338 1,310 — 107 — 338 1,375 42 1,755 277 2006 Oct. 2018 40yrs. Winder, GA — 821 3,180 — 43 — 821 3,198 25 4,044 607 2001 Oct. 2018 40yrs. Kissimmee, FL 6,212 2,147 17,164 — 11 — 2,147 17,171 4 19,322 610 2005 Aug. 2022 40yrs. St. Petersburg, FL 6,656 1,505 16,229 — 43 — 1,505 16,254 18 17,777 577 2007 Aug. 2022 40yrs. Corpus Christi, TX 2,525 904 10,779 — 163 — 904 10,897 45 11,846 394 1998 Aug. 2022 40yrs. Palm Desert, CA 6,383 1,036 22,714 — — — 1,036 22,714 — 23,750 806 2006 Aug. 2022 40yrs. Kailua-Kona, HI 3,493 1,425 12,267 — 59 — 1,425 12,317 9 13,751 440 1991 Aug. 2022 40yrs. Miami, FL 2,811 3,680 7,215 — 729 — 3,680 7,926 18 11,624 299 1986 Aug. 2022 40yrs. Columbia, SC 2,831 2,481 5,217 — 9 — 2,481 5,222 4 7,707 185 1988 Aug. 2022 40yrs. Kailua-Kona, HI 3,266 2,889 16,397 — 207 — 2,889 16,542 62 19,493 591 2004 Aug. 2022 40yrs. Pompano Beach, FL 2,823 1,227 10,897 — 465 — 1,227 11,316 46 12,589 392 1992 Aug. 2022 40yrs. Jensen Beach, FL 5,209 1,544 15,841 — 177 — 1,544 16,001 17 17,562 569 1989 Aug. 2022 40yrs. Dickinson, TX 5,996 1,952 8,826 — 46 — 1,952 8,857 15 10,824 314 2001 Aug. 2022 40yrs. Humble, TX 4,694 813 6,459 — 36 — 813 6,459 36 7,308 230 2009 Aug. 2022 40yrs. Temecula, CA 6,057 2,368 20,802 — 35 — 2,368 20,837 — 23,205 738 2006 Aug. 2022 40yrs. W. P. Carey 2023 10-K–133 SCHEDULE III — REAL ESTATE AND ACCUMULATED DEPRECIATION (Continued) December 31, 2023 (in thousands) Initial Cost to Company CostCapitalizedSubsequent toAcquisition(a) Increase(De",,,,,,928N1-00286,A_stratified,2024-D05,5,57b365bf-a707-4a28-81b6-8f0d2828c4e1,0000040729-24-000004,0000040729,ALLY,ALLY FINANCIAL INC,Financials,State Commercial Banks,10-K,2024-02-20,2024,md_and_a,59,512,3377,True,0.02898,0.10559,0.03247,0.08453,-0.00191,-0.11573,0,0,,"4.6 Credit Card 51 — 51 4.1 4.1 Total consumer other 121 — 121 4.4 4.4 Total consumer finance receivables and loans $ 897 $ — $ 897 0.9 0.9 (a) Net charge-off ratios are calculated as net charge-offs divided by average outstanding finance receivables and loans excluding loans measured at fair value and loans held-for-sale during the period for each loan category. (b) Net charge-off and write-downs from transfers to held-for-sale ratios are calculated as net charge-offs and write-downs from transfers to held-for-sale divided by average outstanding finance receivables and loans excluding loans measured at fair value and loans held-for-sale during the period for each loan category. Our net charge-offs from total consumer finance receivables and loans were $1.8 billion for the year ended December 31, 2023, compared to net charge-offs of $897 million for the year ended December 31, 2022. Net charge-offs for our consumer automotive portfolio increased by $706 million for the year ended December 31, 2023, compared to 2022, as delinquencies have increased amid deterioration in macroeconomic conditions, driven by persistent inflation. During the year ended December 31, 2023, we observed a slowing rate of increase in delinquency trends within our consumer automotive loan portfolio, as compared to 2022, as we continue to make adjustments to our underwriting strategies. 80 Table of Contents Management’s Discussion and Analysis Ally Financial Inc. • Form 10-K The following table summarizes total consumer loan originations for the periods shown. Total consumer loan originations include loans classified as finance receivables and loans held-for-sale during the period. Year ended December 31,($ in millions) 2023 2022 Consumer automotive (a) $ 37,994 $ 42,923 Consumer other (b) (c) (d) 1,538 2,131 Consumer mortgage (e) 955 3,255 Total consumer loan originations $ 40,487 $ 48,309 (a) Includes loans purchased under forward flow agreements with automotive retailers, as well as $871 mil",,,,,,929N1-00287,A_stratified,2024-D05,5,d6d6c70a-9bc2-4fe0-acbe-c1c608dbeed6,0001628280-24-012963,0001653482,GTLB,GITLAB CLASS A,Information Technology,Services-Prepackaged Software,10-K,2024-03-26,2024,financial_statements,41,512,3406,True,0.06609,0.06530,0.09033,0.16145,0.02683,-0.11996,0,0,,"revenue 6,812 5,876 Accruals and other assets 6,237 3,590 Capitalized R&D 70,921 — Intangibles 110,160 8,278 Interest expense limitation 35,085 — Stock-based compensation 6,679 5,040 Gross deferred tax assets 335,273 169,159 Valuation allowance (328,385) (159,470) Net deferred tax assets 6,888 9,689 Deferred tax liabilities: Deferred contract acquisition costs (7,019) (6,095) Acquired intangibles — (863) Equity method investment — (2,892) Fixed assets (191) (499) Unrealized foreign exchange adjustments (10,024) — Other (23) (189) Net deferred tax liabilities $ (10,369) $ (849) Under the provisions of ASC 740, Income Taxes , the determination of the Company’s ability to recognize its deferred tax asset requires an assessment of both negative and positive evidence when 127 Table of Contents determining the Company’s ability to recognize its deferred tax assets. As in prior years, the Company maintained that it was not more likely than not that the Company could recognize deferred tax assets in certain jurisdictions. The evidence evaluated by the Company included operating results during the most recent three-year period and future projections. More weight was given to historical results than to expectations of future profitability, which are inherently uncertain. Certain entities’ net losses in recent periods represented sufficient negative evidence to require a valuation allowance against its net deferred tax assets. This valuation allowance will be evaluated periodically and could be reversed partially or totally if business results have sufficiently improved to support realization of deferred tax assets. The increase of $ 168.9 million in the valuation allowance for the year ended January 31, 2024 is primarily due to the addition of certain deferred tax assets from the estimated result of the settlement with the Internal Revenue Service and Dutch tax authorities. As of January 31, 2024, the Company recorded $ 10.4 million of net deferred tax liabilities. The Compan",,,,,,930N1-00288,A_stratified,2024-D05,5,6f66f62a-b5aa-4cc6-b476-77b5cbd012a1,0001577670-24-000006,0001577670,LADR,LADDER CAPITAL CORP CLASS A,Financials,Real Estate Investment Trusts,10-K,2024-02-12,2024,financial_statements,19,512,3390,True,0.04600,0.08665,0.05594,0.07867,0.03314,-0.12057,0,0,,"rate renewal options of the respective leases. If a tenant with a below market rent renewal does not renew, any remaining unamortized amount will be taken into income at that time. 95 Table of Contents Other intangible assets acquired include amounts for in-place lease values. Factors to be considered by management in its analysis of in-place lease values include an estimate of carrying costs during hypothetical expected lease-up periods considering current market conditions, and costs to execute similar leases. In estimating carrying costs, management includes real estate taxes, insurance and other operating expenses and estimates of lost rentals at market rates during the expected lease-up periods, depending on local market conditions. In estimating costs to execute similar leases, management considers leasing commissions, legal and other related expenses. The value of in-place leases are amortized to expense over the remaining initial terms of the respective leases but in no event do the amortization periods for intangible assets exceed the depreciable lives of the buildings. If a tenant terminates its lease, the unamortized portion of the in-place lease value intangibles are charged to expense. The fair value of other investments and debt assumed are valued using techniques consistent with those disclosed in Note 14, Fair Value of Financial Instruments, depending on the nature of the investments or debt. The fair value of other assumed assets and liabilities are based on best information available at the time of the acquisition. Impairment of Property Held for Use On a periodic basis, management assesses whether there are any indicators that the value of the Company’s properties classified as held for use may be impaired. In addition to identifying any specific circumstances which may affect a property or properties, management considers other criteria for determining which properties may require assessment for potential impairment. The criteria considered by ma",,,,,,931N1-00289,A_stratified,2024-D05,5,0634adca-323e-4f6c-94df-06b632f8c3aa,0001753539-24-000032,0001753539,BKSY,BLACKSKY TECHNOLOGY CLASS A,Industrials,Radio & Tv Broadcasting & Communications Equipment,10-K,2024-03-20,2024,risk_factors,30,512,3307,True,0.05969,0.07093,0.21874,0.13433,0.13334,-0.12757,0,0,,"previously experienced the loss of a satellite that never went into commercial operations as a result of an anomaly, as well as a launch failure in which we lost two satellites before getting to orbit. In addition, if a satellite experiences a malfunction, our backup satellite capacity may be insufficient to meet all of our customers’ needs or cause service interruptions, and we may need to potentially blackout or reduce service to certain customers, which would adversely affect our relationships with our customers and result in loss of revenue. Although we work closely with our satellite manufacturer to determine and eliminate the cause of anomalies in new satellites and provide for redundancies of many critical components in the satellites, we may not be able to prevent the impacts of anomalies in the future. Satellites have certain redundant systems which can fail partially or in their entirety and accordingly satellites may operate for extended periods without all redundant systems in operation, but with single points of failure. The failure of satellite components could cause damage to or loss of the use of a satellite before the end of its expected operational life. Certain of our satellites are nearing the end of their expected operational lives. As satellites near the end of their expected operational lives, we expect the performance of each satellite to decline gradually. We can offer no assurance that satellites will maintain their prescribed orbits or remain operational throughout their expected operational lives and we may not have replacement satellites that are immediately available. 32 We evaluate our satellites for impairment and test for recoverability whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. Certain of the anomalies previously disclosed may be considered to represent a significant adverse change in the physical condition of a particular satellite. There can be no assurance as to the act",,,,,,932N1-00290,A_stratified,2024-D05,5,331f7d61-612f-4764-9510-23ad74b11530,0001734722-24-000059,0001734722,PATH,UIPATH INC CLASS A,Information Technology,Services-Prepackaged Software,10-Q,2024-12-09,2024,financial_statements,9,512,3222,True,0.04157,0.08874,0.14439,0.21387,0.03606,-0.13722,1,1,,"our evaluation of available evidence. To determine whether a decline in value is related to credit loss, we evaluate, among other factors, the extent to which the fair value is less than the amortized cost basis and any adverse conditions specifically related to an issuer of a security or its industry. 10 Table of Contents UiPath, Inc. Notes to Condensed Consolidated Financial Statements (Continued) (unaudited) 5. Fair Value Measurement The following tables present the fair value hierarchy of our financial assets measured at fair value on a recurring basis as of October 31, 2024 and January 31, 2024 (in thousands): As of October 31, 2024 Level 1 Level 2 Level 3 Total Money market $ 297,093 $ — $ — $ 297,093 Total cash equivalents 297,093 — — 297,093 Commercial paper — 41,882 — 41,882 Treasury bills and U.S. government securities 674,128 — — 674,128 Corporate bonds — 108,682 — 108,682 Yankee bonds — 4,666 — 4,666 Agency bonds 450 — — 450 Total marketable securities 674,578 155,230 — 829,808 Other investments carried at fair value — — 12,252 12,252 Total $ 971,671 $ 155,230 $ 12,252 $ 1,139,153 As of January 31, 2024 Level 1 Level 2 Level 3 Total Money market $ 509,053 $ — $ — $ 509,053 Total cash equivalents 509,053 — — 509,053 Treasury bills and U.S. government securities 641,192 — — 641,192 Corporate bonds — 1,991 — 1,991 Agency bonds 174,962 — — 174,962 Total marketable securities 816,154 1,991 — 818,145 Total $ 1,325,207 $ 1,991 $ — $ 1,327,198 Our money market funds, treasury bills and U.S. government securities, and agency bonds are classified within Level 1 of the fair value hierarchy because they are valued based on quoted market prices in active markets. We classify commercial paper, Yankee bonds, and corporate bonds as Level 2 because they are valued using inputs other than quoted prices which are directly or indirectly observable in the market, including readily-available pricing sources for the identical underlying security which may not be actively trade",,,,,,933N1-00291,A_stratified,2024-D05,5,577e5c1a-b788-4a9d-814e-08558310026b,0001690820-24-000345,0001690820,CVNA,Carvana,Consumer Discretionary,Automotive Retail,10-Q,2024-10-30,2024,financial_statements,39,512,3281,True,0.08760,0.03867,0.07805,0.22449,0.01290,-0.14311,0,0,,"8 — Securitizations and Variable Interest Entities. Beneficial interests in securitizations are initially treated as Level 2 assets when the securitization transaction occurs in close proximity to the end of the period and there is a lack of observable changes in the economic inputs. When the securitization transaction does not occur in close proximity to the end of the period and there have been observable changes in the economic inputs, beneficial interests in securitizations are classified as Level 3. The Company's beneficial interests in securitizations include rated notes and certificates and other assets, all of which are classified as Level 3 due to the lack of observable market data. The Company determines the fair value of its rated notes based on non-binding broker quotes. The non-binding broker quotes are based on models that consider the prevailing interest rates, recent market transactions, and current business conditions. The Company determines the fair value of its certificates and other assets using a combination of non-binding market quotes and internally developed discounted cash flow models. The discounted cash flow models use discount rates based on prevailing interest rates and the characteristics of the specific instruments. As of September 30, 2024 and December 31, 2023, the range of discount rates were 6.9 % to 10.0 % and 6.2 % to 12.0 %, respectively, and the weighted average of discount rates were 9.6 % and 8.9 %, respectively. Significant increases or decreases in the inputs to the models could result in a significantly higher or lower fair value measurement. The Company elected the fair value option on its beneficial interests in securitizations, which allows it to recognize changes in the fair value of these assets in the period the fair value changes. Changes in the fair value of the beneficial interests in securitizations are reflected in other expense (income), net in the accompanying unaudited condensed consolidated statements of ope",,,,,,934N1-00292,A_stratified,2024-D05,5,5d86e92e-a222-46d5-a852-09e57d2df04d,0001818874-24-000026,0001818874,SOFI,SOFI TECHNOLOGIES,Financials,Finance Services,10-K,2024-02-27,2024,risk_factors,51,512,3307,True,0.01768,0.11298,0.09763,0.21588,-0.00492,-0.14519,0,0,,"launched the SoFi Insured Deposit Program in 2023, whereby funds (up to $2 million) are deposited into deposit accounts at banks which are insured by the FDIC up to the applicable limits, we continue to face strong competition with regard to deposits, and pricing and product changes may adversely affect our ability to attract and retain cost-effective deposit balances. To the extent we offer higher interest rates to attract or maintain deposits, our funding costs will be adversely impacted. Our ability to obtain deposit funding and offer competitive interest rates on deposits is also dependent on SoFi Bank’s capital levels. The FDIA’s brokered deposit provisions and related FDIC rules in certain circumstances prohibit banks from accepting or renewing brokered deposits and apply other restrictions, such as a cap on interest rates that can be paid. For example, while SoFi Bank met the definition of “well-capitalized” as of December 31, 2023 and currently has no restrictions regarding acceptance of brokered deposits or setting of interest rates, there can be no assurance that we will continue to meet this definition. Additionally, our regulators can adjust applicable capital requirements at any time and have authority to place limitations on our deposit businesses. An inability to attract or maintain deposits in the future could materially adversely affect our ability to fund our business. Legislative and regulatory policies and related actions have had and could in the future have a material adverse effect on our student loan portfolios and our student loan origination volume. Legislative and regulatory actions have had and could continue to have a significant impact on our student loan refinancing business. On March 27, 2020, the CARES Act was signed into law. In compliance with the CARES Act, payments 54 SoFi Technologies, Inc. TABLE OF CONTENT S and interest accrual on all loans owned by the U.S. Department of Education were initially suspended through September 30",,,,,,935N1-00293,A_stratified,2024-D05,5,7444a71b-e2e6-4b35-852e-9dac365a7901,0001628280-24-044338,0001809987,MIR,MIRION TECHNOLOGIES CLASS A,Information Technology,"Measuring & Controlling Devices, NEC",10-Q,2024-10-30,2024,financial_statements,22,512,3332,True,0.05658,0.07073,0.10038,0.11706,0.05490,-0.14980,0,0,,"various line of credit arrangements with local banks in France and Germany. These arrangements provide for the issuance of documentary and standby letters of credit of up to € 72.6 million ($ 81.0 million) and € 71.8 million ($ 79.3 million), as of September 30, 2024 and December 31, 2023, respectively, subject to certain local restrictions. As of September 30, 2024 and December 31, 2023, there were € 55.1 million ($ 61.6 million) and € 54.7 million ($ 60.4 million), respectively, of the lines that had been utilized to guarantee documentary and standby letters of credit, with interest rates ranging from 0.5 % to 2.0 %. In addition, the Company posts performance bonds with irrevocable letters of credit to support certain contractual obligations to customers for equipment delivery. These letters of credit are supported by restricted cash accounts, which totaled $ 0.4 million and $ 1.7 million as of September 30, 2024 and December 31, 2023, respectively. At September 30, 2024, contractual principal payments of total third-party borrowings are as follows (in millions): Remainder of 2024 $ 0.5 Year ending December 31: 2025 0.1 2026 1.6 2027 — 2028 694.6 Thereafter — Gross Payments 696.8 Unamortized debt issuance costs (11.7) Total third-party borrowings, net of debt issuance costs $ 685.1 9. Leased Assets The Company primarily leases certain logistics, office, and manufacturing facilities, as well as vehicles, copiers and other equipment. These operating leases generally have remaining lease terms between 1 month and 30 years, and some include options to extend (generally 1 to 10 years). The exercise of lease renewal options is at the Company’s discretion. The Company evaluates renewal options at lease inception and on an ongoing basis, and includes renewal options that it is reasonably certain to exercise in its expected lease terms when classifying leases and measuring lease liabilities. Lease agreements generally do not require material variable lease payments, residu",,,,,,936N1-00294,A_stratified,2024-D05,5,94808f23-197a-43a6-b8c4-cb40ad63c35d,0000898174-24-000097,0000898174,RGA,REINSURANCE GROUP OF AMERICA,Financials,Life Insurance,10-Q,2024-05-03,2024,unregistered_sales,0,512,3286,True,0.05639,0.06285,0.02854,0.09633,-0.02285,-0.20087,0,0,,"Sales of Equity Securities and Use of Proceeds Issuer Purchases of Equity Securities The following table summarizes the Company’s repurchase activity of its common stock during the quarter ended March 31, 2024: Total Number of SharesPurchased(1) Average Price Paid perShare Total Number of SharesPurchased as Part ofPublicly Announced Plansor Programs(1) Maximum Number (orApproximate DollarValue) of Shares that MayYet Be Purchased Underthe Plan or Program January 1, 2024 – January 31, 2024 75,025 $ 168.24 — $ 500,000,000 February 1, 2024 – February 29, 2024 5,906 $ 171.03 — $ 500,000,000 March 1, 2024 – March 31, 2024 12,436 $ 184.12 — $ 500,000,000 (1) The Company did not repurchase any shares of common stock under its share repurchase program in January, February and March 2024. The Company net settled – issuing 210,747, 15,755 and 34,407 shares from treasury and repurchasing from recipients 75,025, 5,906, and 12,436 shares in January, February and March 2024, respectively, in settlement of income tax withholding requirements incurred by the recipients of equity incentive awards. On January 23, 2024, the Company’s board of directors authorized a share repurchase program for up to $500 million of its outstanding common stock. The authorization was effective immediately and does not have an expiration date. During the three months ended March 31, 2024, the Company did not repurchase any shares of common stock under this program. The pace of repurchase activity depends on various factors such as the level of available cash, an evaluation of the costs and benefits associated with alternative uses of excess capital, such as acquisitions and in force reinsurance transactions, and the Company’s stock price. ITEM 5. Other Information During the three months ended March 31, 2024, none of our directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities intended to satisfy the affirmative defense",,,,,,937N1-00295,A_stratified,2024-D05,5,f63671a4-1407-40ff-9b7e-555b8065be47,0000950170-24-066736,0000004457,UHAL-B,U HAUL NON VOTING SERIES N,Industrials,Services-Auto Rental & Leasing (No Drivers),10-K,2024-05-30,2024,changes_in_accounting,23,512,3238,True,0.03162,0.08714,0.08780,0.05167,0.04505,-0.21449,0,0,,"financial reporting purposes using the straight line or an accelerated method based on a declining balance formula over the following estimated useful lives: rental equipment 2 - 20 years, buildings and improvements 10-55 years and non-rental equipment 3 - 10 years. Routine maintenance costs are charged to operating expense as they are incurred. Gains and losses on dispositions of property, plant and equipment, other than real estate (“personal property”), are netted against depreciation expense when realized. The net amount of gains, netted against depreciation expense, were $ 154.0 million, $ 247.1 million and $ 214.2 million during fiscal 2024, 2023 and 2022, respectively. Equipment depreciation is recognized in amounts expected to result in the recovery of estimated residual values upon disposal, i.e., minimize gains or losses. In determining the depreciation rate, historical disposal experience, holding periods and trends in the market for vehicles are reviewed. We regularly perform reviews to determine whether facts and circumstances exist which indicate that the carrying amount of assets, including estimates of residual value, may not be recoverable or that the useful life of assets are shorter or longer than originally estimated. Reductions in residual values (i.e., the price at which we ultimately expect to dispose of revenue earning equipment) or useful lives will result in an increase in depreciation expense over the remaining life of the equipment. Reviews are performed based on vehicle class, generally the subcategories of trucks and trailers. We assess the recoverability of our assets by comparing the projected undiscounted net cash flows associated with the related asset or group of assets over their estimated remaining lives against their respective carrying amounts. We consider factors such as current and expected future market price trends on used vehicles and the expected life of vehicles included in the fleet. Impairment, if any, is based on the ",,,,,,938N1-00296,A_stratified,2024-D05,5,f20c3676-6a84-486c-8630-b51430633760,0001628280-24-007261,0000873860,ONIT,ONITY GROUP INC,Financials,Mortgage Bankers & Loan Correspondents,10-K,2024-02-27,2024,changes_in_accounting,33,512,3178,True,0.04003,0.07727,-0.03507,0.16663,-0.02284,-0.22018,0,0,,"MSRs (PLS MSRs). The single class PLS Notes are an amortizing debt instrument with a fixed interest rate. The PLS Notes are issued by a trust that is included in our consolidated financial statements. The trust, PMC PLS ESR Issuer LLC (PLS Issuer) was established in this connection as a wholly-owned subsidiary of PHH. For collateralization purposes, PHH entered into an MSR Excess Spread Participation Agreement with PLS Issuer, whereby PHH created a participation interest in the Excess Servicing Fees, related float and REO fees associated with a PLS MSR portfolio PHH holds and granted a security interest to PLS Issuer in the underlying PLS MSRs. PLS Issuer’s obligations under the PLS Notes credit agreement are secured by a lien on the related PLS MSRs. The PLS Issuer assigned the security interest in the PLS MSRs to the collateral agent for the noteholders. On March 15, 2022, we replaced the existing PLS Notes with a new series of notes, Ocwen Excess Spread-Collateralized Notes, Series 2022-PLS1 Class A, at an initial principal amount of $ 75.0 million . Ocwen guarantees the obligations of PLS Issuer under the facility. We determined that the PMC ESR Trusts established in connection with the GSE MSR financing facility, and PLS Issuer established in connection with the PLS MSR financing facility, are VIEs for which we are the primary beneficiary. Therefore, we have included the PMC ESR Trusts and PLS Issuer in our consolidated financial statements. We have the power to direct the activities of these VIEs that most significantly impact the respective VIE’s economic performance given that we are the servicer of the MSRs that result in cash flows to these VIEs. In addition, PHH has designed the PMC ESR Trusts and PLS Issuer at inception to facilitate these funding facilities under which we have the obligation to absorb the losses of the VIEs which could be potentially significant to the VIEs. The table below presents the carrying value and classification of the assets an",,,,,,939N1-00297,A_stratified,2024-D05,5,e413377c-3110-438d-830b-fe949488306f,0001174947-24-000281,0000066004,MSEX,MIDDLESEX WATER,Utilities,Water Supply,10-K,2024-03-01,2024,financial_statements,9,512,3421,True,0.02758,0.09015,0.06194,0.12368,-0.00046,-0.22280,0,0,,"of debt and equity as approved in their most recent 50 respective regulatory rate order. The AFUDC rates for the years ended December 31, 2022, 2021 and 2020 for Middlesex and Tidewater are as follows: 2023 2022 2021 Middlesex 6.35% 6.35% 6.50% Tidewater 7.92% 7.92% 7.92% (k) Accounts Receivable – We record bad debt expense based on a variety of factors such as our customers’ payment history, current economic conditions and trending reasonable and supportable forecasts on expected collectability of accounts receivable. The allowance for doubtful accounts was $ 2.1 million and $ 2.3 million as of December 31, 2023 and 2022, respectively. For the years ended December 31, 2023, 2022 and 2021, bad debt expense was $ 1.0 million, $ 0.5 million and $ 0.9 million, respectively. For the years ended December 31, 2023, 2022 and 2021, write-offs were $ 1.2 million, $ 0.7 million and $ 0.4 million, respectively. (l) Revenues - The Company’s revenues are primarily generated from regulated tariff-based sales of water and wastewater services and non-regulated operation and maintenance contracts for services on water and wastewater systems owned by others. Revenue from contracts with customers is recognized when control of a promised good or service is transferred to customers at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods and services. The Company’s regulated revenue results from tariff-based sales from the provision of water and wastewater services to residential, industrial, commercial, fire-protection and wholesale customers. Residential customers are billed quarterly while most industrial, commercial, fire-protection and wholesale customers are billed monthly. Payments by customers are due between 15 to 30 days after the invoice date. Revenue is recognized as the water and wastewater services are delivered to customers as well as from accrual of unbilled revenues estimated from the last meter reading date to",,,,,,940N1-00298,A_stratified,2024-D05,5,d79f7735-18b9-44b6-9d5b-ea4a1134053b,0000950170-24-059554,0002000178,LOAR,LOAR HOLDINGS,Industrials,"Aircraft Parts & Auxiliary Equipment, NEC",10-Q,2024-05-14,2024,md_and_a,1,512,3277,True,0.05434,0.05781,0.00797,0.13307,0.00279,-0.24661,0,0,,"$ 418,141 $ 421,974 Net income (loss) 2,249 (7,519 ) Stock-based compensation 87 92 Cumulative translation adjustments, net of tax 168 409 Ending Balance $ 420,645 $ 414,956 The accompanying notes are an integral part of these condensed consolidated financial statements. 5 Loar Holdings Inc. Condensed Consolidated St atements of Cash Flows (Unaudited, in thousands) Three Months Ended March 31, 2024 2023 Operating Activities Net income (loss) $ 2,249 $ (7,519 ) Adjustments: Depreciation 2,678 2,446 Amortization of intangibles and other long-term assets 7,265 6,880 Amortization of debt issuance costs 452 835 Stock-based compensation 87 92 Deferred income taxes (1,334 ) 7,939 Non-cash lease expense 151 167 Changes in assets and liabilities: Accounts receivable 3,095 (5,916 ) Inventories (4,755 ) (3,893 ) Other assets (3,544 ) (530 ) Accounts payable 1,400 1,103 Other liabilities 3,241 1,706 Environmental liabilities (34 ) (29 ) Operating lease liabilities (138 ) (187 ) Net cash provided by operating activities 10,813 3,094 Investing Activities Capital expenditures (2,401 ) (1,910 ) Net cash used in investing activities (2,401 ) (1,910 ) Financing Activities Payments of long-term debt (1,736 ) (1,273 ) Payments of finance lease liabilities (45 ) (36 ) Net cash used in financing activities (1,781 ) (1,309 ) Effect of translation adjustments on cash and cash equivalents 32 (107 ) Net increase (decrease) in cash and cash equivalents 6,663 (232 ) Cash and cash equivalents, beginning of period 21,489 35,497 Cash and cash equivalents, end of period $ 28,152 $ 35,265 Supplemental information Interest paid during the period, net of capitalized amounts $ 17,095 $ 14,775 Income taxes paid (refunds received) during the period, net $ 240 $ (185 ) The accompanying notes are an integral part of these condensed consolidated financial statements. 6 Loar Holdings Inc. Notes to Condensed C onsolidated Financial Statements 1. Organization Prior to April 16, 2024, the Company operated as a",,,,,,941N1-00299,A_stratified,2024-D05,5,e41f880c-350a-4779-bdc0-f75ef0648df3,0001075531-24-000048,0001075531,BKNG,Booking Holdings,Consumer Discretionary,"Hotels, Resorts & Cruise Lines",10-Q,2024-10-30,2024,risk_factors,0,63,383,False,0.08027,0.02940,0.21952,0.31457,0.12086,-0.25126,0,0,,"Factors Our operations and financial results are subject to various risks and uncertainties which could adversely affect our business, financial condition, results of operations, cash flows, and the trading price of our common stock. For a discussion of such risks, please refer to Part I, Item 1A, Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2023.",,,,,,942N1-00300,A_stratified,2024-D05,5,0c147e34-a39e-478f-822e-83a5a96010a8,0000035527-24-000212,0000035527,FITB,Fifth Third Bancorp,Financials,Regional Banks,10-Q,2024-08-06,2024,full_document,83,512,3266,True,0.01898,0.09455,0.07286,0.16510,0.02323,-0.25300,0,0,,"$2.0 billion. This sensitivity calculation only reflects the impact of changing the probability weighting of the scenarios in the quantitative credit loss models and excludes any additional considerations associated with the qualitative component of the ACL that might be warranted if probability weights were adjusted. The following table provides a rollforward of the Bancorp’s ACL: TABLE 51: Changes in Allowance for Credit Losses For the three months endedJune 30, For the six months endedJune 30, ($ in millions) 2024 2023 2024 2023 ALLL: Balance, beginning of period $ 2,318 2,215 2,322 2,194 Losses charged-off(a) (182) (121) (328) (231) Recoveries of losses previously charged-off(a) 38 31 74 63 Provision for loan and lease losses 114 202 220 350 Impact of adoption of ASU 2022-02 — — — (49) Balance, end of period $ 2,288 2,327 2,288 2,327 Reserve for unfunded commitments: Balance, beginning of period $ 154 232 166 216 Benefit from the reserve for unfunded commitments (17) (25) (29) (9) Balance, end of period $ 137 207 137 207 (a) For the three and six months ended June 30, 2024, the Bancorp recorded $7 and $15, respectively, in both losses charged-off and recoveries of losses previously charged-off related to customer defaults on point-of-sale consumer loans for which the Bancorp obtained recoveries under third-party credit enhancements, compared to $8 and $17 for the three and six months ended June 30, 2023, respectively. 48 Table of Contents Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued) The following table provides an attribution of the Bancorp’s ALLL to portfolio loans and leases: TABLE 52: Attribution of Allowance for Loan and Lease Losses to Portfolio Loans and Leases As of ($ in millions) June 30,2024 December 31,2023 Attributed ALLL: Commercial and industrial loans $ 721 767 Commercial mortgage loans 311 284 Commercial construction loans 67 66 Commercial leases 14 13 Residential mortgage loans 136 145 Home eq",,,,,,943N1-00301,A_stratified,2024-D06,6,89979b0a-138c-4ed3-b0ed-37fd64064c1f,0001628280-24-045834,0001831915,CTKB,CYTEK BIOSCIENCES,Health Care,Laboratory Analytical Instruments,10-Q,2024-11-07,2024,risk_factors,42,512,3640,True,0.08086,0.09408,0.15491,0.42163,0.05271,0.16166,0,0,,"and share sensitive, confidential, and proprietary information, including personal information, business data, trade secrets, intellectual property, and sensitive third-party data. Accordingly, we are, and may increasingly become, subject to various data privacy and security laws, the number and scope of which are changing, subject to differing applications and interpretations, may be inconsistent among jurisdictions, and may conflict with each other. In the United States, federal, state, and local governments have enacted numerous data privacy and security laws, including data breach notification laws, personal information privacy and security laws, and consumer protection laws (e.g., Section 5 of the Federal Trade Commission Act), and other similar laws (e.g., wiretapping laws). For example, the federal Health Insurance Portability and Accountability Act of 1996 (“HIPAA”), as amended by the Health Information Technology for Economic and Clinical Health Act (“HITECH”), imposes specific requirements relating to the privacy, security, and transmission of individually identifiable health information. Additionally, in the past few years, numerous U.S. states—including California, Virginia, Colorado, Connecticut, and Utah—have enacted comprehensive privacy laws that impose certain obligations on covered businesses, including providing specific disclosures in privacy notices and affording residents with certain rights concerning their personal information. As applicable, such rights may include the right to access, correct, or delete certain personal information, and to opt-out of certain data processing activities, such as targeted advertising, profiling, and automated decision-making. The exercise of these rights may impact our business and ability to provide our products and services. Certain states also impose stricter requirements for processing certain personal information, including sensitive information, such as conducting data privacy impact assessments. These s",,,,,,944N1-00302,A_stratified,2024-D06,6,2e7b3d45-2476-4fbb-a18f-66cf344dde2d,0001558370-24-015347,0000916907,SMBC,SOUTHERN MISSOURI BANCORP INC,Financials,"Savings Institutions, Not Federally Chartered",10-Q,2024-11-12,2024,financial_statements,55,512,2137,True,0.09092,0.08328,0.09866,0.17981,-0.00351,0.16134,0,0,,"receivable, net ​ 3,912,081 ​ — ​ — ​ 3,848,447 Accrued interest receivable ​ 28,949 ​ — ​ 28,949 ​ — Mortgage servicing assets ​ ​ 2,419 ​ ​ ​ ​ ​ ​ ​ ​ 2,419 Derivative financial instruments ​ ​ 1,320 ​ — ​ 1,320 ​ — Financial liabilities ​ ​ ​ ​ ​ ​ ​ ​ Deposits ​ 4,040,142 ​ 2,520,687 ​ — ​ 1,523,471 Securities sold under agreements to repurchase ​ ​ 15,000 ​ ​ — ​ ​ 15,000 ​ ​ — Advances from FHLB ​ 107,069 ​ — ​ 107,124 ​ — Accrued interest payable ​ 11,668 ​ — ​ 11,668 ​ — Subordinated debt ​ 23,169 ​ — ​ — ​ 20,881 Derivative financial instruments ​ ​ 1,294 ​ — ​ 1,294 ​ — Unrecognized financial instruments (net of contract amount) ​ ​ ​ ​ ​ ​ ​ ​ Commitments to originate loans ​ — ​ — ​ — ​ — Letters of credit ​ — ​ — ​ — ​ — Lines of credit ​ — ​ — ​ — ​ — ​ ​ -39- Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2024 ​ ​ ​ ​ ​ Quoted Prices ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ in Active ​ ​ ​ ​ Significant ​ ​ ​ ​ ​ Markets for ​ Significant Other ​ Unobservable ​ ​ Carrying ​ Identical Assets ​ Observable Inputs ​ Inputs (dollars in thousands) Amount (Level 1) (Level 2) (Level 3) Financial assets ​ ​ ​ ​ Cash and cash equivalents ​ $ 60,904 ​ $ 60,904 ​ $ — ​ $ — Interest-bearing time deposits ​ 491 ​ — ​ 491 ​ — Stock in FHLB ​ 8,713 ​ — ​ 8,713 ​ — Stock in Federal Reserve Bank of St. Louis ​ 9,089 ​ — ​ 9,089 ​ — Loans receivable, net ​ 3,797,287 ​ — ​ — ​ 3,639,657 Accrued interest receivable ​ 23,826 ​ — ​ 23,826 ​ — Mortgage servicing assets ​ 2,448 ​ ​ — ​ — ​ 2,448 Derivative financial instruments ​ 20 ​ — ​ 20 ​ — Financial liabilities ​ ​ ​ ​ ​ ​ ​ ​ Deposits ​ 3,943,059 ​ 2,607,653 ​ — ​ 1,338,215 Securities sold under agreements to repurchase ​ ​ 9,398 ​ ​ — ​ 9,398 ​ — Advances from FHLB ​ 102,050 ​ — ​ 100,468 ​ — Accrued interest payable ​ ​ 12,868 ​ — ​ 12,868 ​ — Subordinated debt ​ ​ 23,156 ​ ​ — ​ — ​ 20,576 Derivative financial instruments ​ ​ 15 ​ ​ — ​ 15 ​ — Unrecognized financial instruments (net of contract amount) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ C",,,,,,945N1-00303,A_stratified,2024-D06,6,bcb663b2-6044-44ae-b4a8-e0b32df25c55,0001413447-24-000013,0001413447,NXPI,NXP Semiconductors,Information Technology,Semiconductors,10-K,2024-02-22,2024,risk_factors,23,512,3240,True,0.09902,0.07323,0.16187,0.10028,0.13813,0.15241,0,0,,"could adversely affect us. The European Commission, U.S. Congress and Treasury Department, the Organization for Economic Co-operation and Development (OECD), and other government agencies in jurisdictions where we and our affiliates do business have had an extended focus on issues related to the taxation of multinational corporations, particularly payments made between affiliates from a jurisdiction with high tax rates to a jurisdiction with lower tax rates. As a result, the tax laws in the European Union, U.S. and other countries in which we and our affiliates do business could change on a prospective or retroactive basis, and any such changes could adversely affect us and our affiliates. Recent examples include the OECD’s initiatives to revise profit allocation and nexus rules to allocate more taxing rights to countries where companies have their markets and to establish a minimum tax rate on a global basis. As part of the OECD framework to implement a minimum tax rate, the EU has adopted a directive on ensuring a global minimum level of taxation for multinational companies, also known as Pillar 2, to become effective in 2024. The Dutch government has enacted new legislation in response to and based on such EU directive. It is anticipated that other countries will also introduce Pillar 2 legislation. These initiatives include recommendations and proposals that, if enacted in countries in which we and our affiliates do business, could adversely affect us and our affiliates. In addition, the Dutch government has enacted legislation to curtail exemptions on taxing share repurchases to become effective in 2025. If such legislation is not amended or repealed, this will lead to an additional out of pocket tax payment associated with future share repurchases. In addition, the U.S. may enact legislation that would allow a tax payer to deduct domestic R&D expenses in the year that they are expensed, which would adversely affect our tax rate, while beneficial for our cash p",,,,,,946N1-00304,A_stratified,2024-D06,6,de2aead8-e069-4310-af54-054cdce3ebe6,0001771515-24-000150,0001771515,GO,GROCERY OUTLET HOLDING,Consumer Staples,Retail-Grocery Stores,10-Q,2024-11-06,2024,quantitative_disclosures,0,310,2077,True,0.08661,0.08564,0.06326,0.10963,0.01145,0.14717,0,0,,"and Qualitative Disclosures about Market Risk Interest Rate Risk Our operating results are subject to market risk from interest rate fluctuations on our credit facilities, which bear variable interest rates. As of September 28, 2024, our outstanding borr owings included $290.6 million from the senior term loan and $140.0 million from the revolving credit facility under the 2023 Credit Agreement. As of September 28, 2024, the interest rate on these borrowings ranged from 7.60% to 7.70% (See Note 3 to the condensed consolidated financial statements for additional information). Based on the outstanding balances and interest rates of the senior term loan and the revolving credit facility as of September 28, 2024, a hypothetical 10% relative increase or decrease in the interest rate would cause an increase or decrease in interest expense, excluding the capitalization of interest, of approximately $3.3 million over the next 12 months. We do not use derivative financial instruments for speculative or trading purposes, but this does not preclude our adoption of specific hedging strategies in the future. Impact of Inflation Our results of operations and financial condition are presented based on historical cost. While it is difficult to accurately measure the impact of inflation due to the imprecise nature of the estimates required, we have experienced over the last several years varying levels of inflation and subsequent disinflation, resulting in part from various supply disruptions, increased shipping and transportation costs, increased commodity costs, increased labor costs in the supply chain, increased materials costs to develop new stores, increased SG&A related to personnel, travel, and other operational costs and other disruptions caused by the recent macroeconomic environment. Similarly, our IOs have been impacted by staffing challenges and increased labor costs and utility costs within their businesses. Furthermore, our results of operations and financial conditio",,,,,,947N1-00305,A_stratified,2024-D06,6,ccbffe32-474f-40ae-8401-dde16c2d2190,0000036966-24-000021,0000036966,FHN,FIRST HORIZON,Financials,National Commercial Banks,8-K,2024-04-17,2024,full_body,3,111,774,False,0.09901,0.07095,0.04346,0.19373,0.02845,0.13797,0,0,,"# Description 99.1 First Horizon Corporation First Quarter 2024 Earnings Release 99.2 First Horizon Corporation Investor Slide Presentation for the quarter ended March 31, 2024 104 Cover Page Interactive Data File, formatted in Inline XBRL FIRST HORIZON CORPORATION 3 FORM 8-K CURRENT REPORT 04/17/2024 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. FIRST HORIZON CORPORATION (Registrant) Date: April 17, 2024 By: /s/ Hope Dmuchowski Hope Dmuchowski Senior Executive Vice President—Chief Financial Officer (Duly Authorized Officer and Principal Financial Officer) FIRST HORIZON CORPORATION 4 FORM 8-K CURRENT REPORT 04/17/2024",,,,,,948N1-00306,A_stratified,2024-D06,6,3bbfacca-3385-4e28-8bad-42424d7b9e99,0001437749-24-037515,0001583648,PVLA,PALVELLA THERAPEUTICS INC,Health Care,Pharmaceutical Preparations,8-K,2024-12-16,2024,full_body,21,512,3204,True,0.15048,0.01107,0.02013,0.06927,0.14484,0.10674,0,0,,"“ Consulting Agreement ”) pursuant to which Mr. Bures will provide consulting services related to accounting and reporting matters though the Merger transition on an as needed basis. Mr. Bures will be paid an hourly rate of $500 per hour and will be reimbursed for miscellaneous business and travel-related expenses, if preapproved and incurred while providing services to the Company during the term of the Consulting Agreement. The Consulting Agreement will terminate upon the earlier of (i) the completion of agreed upon services to the satisfaction of Company, or at any time upon 10 days’ written notification to Mr. Bures. The foregoing is a summary description of the terms and conditions of the Consulting Agreement and is qualified in its entirety by reference to the Consulting Agreement, a copy of which is included as Exhibit 10.24 to this Current Report on Form 8-K, and incorporated herein by reference. In connection with the Merger and pursuant to the Merger Agreement, at the Effective Time, the following individuals were appointed to serve as executive officers of the Company: Name Age Position Executive Officers Wesley H. Kaupinen 47 Chief Executive Officer, Founder, President and Director Matthew Korenberg 49 Chief Financial Officer Kathleen Goin 54 Chief Operating Officer Jeffrey Martini, Ph.D. 47 Chief Scientific Officer Compensation of Directors and Chief Financial Officer Matthew Korenberg Mr. Korenberg is party to an offer letter dated October 9, 2024 (the “ Korenberg Offer Letter ”) that provides for at-will employment and provides for an initial base salary of $475,300. Under the Korenberg Offer Letter, Mr. Korenberg is eligible to receive an annual cash incentive award opportunity under the Company’s bonus plan targeted at 40% of his base salary. Mr. Korenberg is eligible to participate in the Company’s employee benefits plans that are generally made available by the Company to its employees, subject to the eligibility requirements of those plans. On De",,,,,,949N1-00307,A_stratified,2024-D06,6,4d582708-4445-462f-a9d5-4ef41b86f6ed,0000737758-24-000087,0000737758,TTC,TORO,Industrials,Lawn & Garden Tractors & Home Lawn & Gardens Equip,10-K,2024-12-18,2024,financial_statements,35,512,3256,True,0.06662,0.09885,-0.00243,0.09054,0.01713,0.09569,0,0,,"2027 100.0 100.0 6.625% senior notes, due May 2037 124.2 124.2 Less: unamortized debt issuance costs 2.4 2.7 Long-term debt 921.8 1,031.5 Less: current portion of long-term debt 10.0 — Long-term debt, less current portion $ 911.8 $ 1,031.5 Principal payments required on the company's outstanding indebtedness, based on the maturity dates defined within the company's debt arrangements, for the succeeding fiscal years is as follows (dollars in millions): Succeeding fiscal year Principal payments 2025 $ 10.0 2026 20.0 2027 270.0 2028 20.0 2029 280.0 Thereafter 325.0 Total principal payments $ 925.0 78 Table of Contents Revolving Credit Facility On October 2, 2024, the company entered into the second amended and restated credit agreement (""2024 Credit Agreement"") that provided for, among other things, a five-year unsecured revolving credit facility with a borrowing capacity of up to $ 900.0 million (""revolving credit facility"") that matures on October 2, 2029 and replaced the company's prior $ 600.0 million unsecured senior revolving credit facility (""prior revolving credit facility"") scheduled to mature on October 5, 2026. Included in the revolving credit facility is a $ 10.0 million sublimit for standby letters of credit and a $ 75.0 million sublimit for swingline loans. At the company's election, and with the approval of the named borrowers on the revolving credit facility and the election of the lenders to fund such increase, the aggregate maximum principal amount available under the revolving credit facility may be increased by an amount of up to $ 450.0 million. Funds are available under the revolving credit facility for working capital, capital expenditures, and other lawful corporate purposes, including, but not limited to, acquisitions and common stock repurchases, subject in each case to compliance with certain financial covenants as defined in the 2024 Credit Agreement. As of October 31, 2024, the company had no outstanding borrowings under the revolving credi",,,,,,950N1-00308,A_stratified,2024-D06,6,6dd31843-d7b9-4c59-8c79-20a6a9a3e75c,0001683168-24-005688,0001956955,UMAC,UNUSUAL MACHINES INC,Information Technology,Radio & Tv Broadcasting & Communications Equipment,10-Q,2024-08-14,2024,financial_statements,13,512,3051,True,0.08840,0.07432,0.05226,0.08799,0.07026,0.08767,0,0,,"lease for approximately 6,900 square feet of warehouse and office space in Orlando, Florida. The lease commenced in November 2023 and expires in October 2028. The Company has valued the ROUA and the associated liability, as of February 15, 2024, at $ 378,430 . The Company has no finance leases. Operating lease expense totaled $ 39,429 from the date of acquisition through the period ended June 30, 2024. The following is a summary of future lease payments required under the five-year lease agreement: Schedule of future lease payments Year Future LeasePayments Operating LeaseDiscount Operating LeaseLiability 2024 $ 48,944 $ (19,122 ) $ 29,822 2025 101,133 (33,313 ) 67,820 2026 105,178 (25,468 ) 79,710 2027 109,037 (15,985 ) 93,052 2028 94,185 (4,776 ) 89,409 Total $ 458,477 $ (98,664 ) $ 359,813 Schedule of supplemental information Supplemental Information Weighted average remaining lease term (in years) 4.33 Weighted average discount rate 11.49% Note 8 – Promissory Note In conjunction with the acquisition of Fat Shark and Rotor Riot, as discussed in Note 3, the Company issued a promissory note (“Note”) with Red Cat Holdings, Inc. (“Red Cat”) for $ 2 .0 million. In July 2024, the Company finalized its working capital adjustment with Red Cat which increased the overall purchase price by an additional $ 2 .0 million. The additional $ 2 .0 million was added to the existing Note and was reflected as an adjustment to the opening purchase price and was included in the opening balance sheet as of February 16, 2024 as an increase to goodwill and intangible assets. Accordingly, the Note was amended to increase to $ 4 .0 million. In conjunction with a private sale of Red Cat’s common stock and its promissory note to two investors, the Company issued new notes to such investors (the “New Notes”). The New Notes bear interest at 8 % annually. In conjunction with the finalization of the working capital adjustment, the maturity date of the New Notes was extended to be due in full on ",,,,,,951N1-00309,A_stratified,2024-D06,6,88540bc4-4246-4406-93a6-fa84c39f79e4,0001156375-24-000200,0001156375,CME,CME Group,Financials,Financial Exchanges & Data,10-Q,2024-11-08,2024,financial_statements,8,512,3204,True,0.09228,0.06942,0.04268,0.06307,0.07747,0.08288,0,0,,"business combinations with CBOT Holdings, Inc., NYMEX Holdings, Inc. and The Board of Trade of Kansas City, Missouri, Inc. Clearing and transaction fees are generated through the trading of these products. These trading products, most of which have traded for decades, require authorization from the Commodity Futures Trading Commission (CFTC). Product authorizations from the CFTC have no term limits. Total amortization expense for intangible assets was $ 55.7 million and $ 57.2 million for the quarters ended September 30, 2024 and 2023, respectively. Total amortization expense for intangible assets was $ 166.4 million and $ 171.0 million for the nine months ended September 30, 2024 and 2023, respectively. As of September 30, 2024, the future estimated amortization expense related to amortizable intangible assets is expected to be as follows: (in millions) Amortization Expense Remainder of 2024 $ 55.8 2025 223.2 2026 223.2 2027 221.9 2028 215.3 2029 215.3 Thereafter 1,287.5 Goodwill activity consisted of the following for the periods ended September 30, 2024 and December 31, 2023 : (in millions) Goodwill Balance at December 31, 2022 $ 10,482.5 Foreign currency translation 12.8 Balance at December 31, 2023 10,495.3 Foreign currency translation 18.8 Balance at September 30, 2024 $ 10,514.1 15 Table of Contents 5. Debt Short-term debt consisted of the following at September 30, 2024 and December 31, 2023: (in millions) September 30, 2024 December 31, 2023 $750.0 million fixed rate notes due March 2025, stated rate of 3.00%(1) $ 749.7 $ — Total short-term debt $ 749.7 $ — (1) The company maintained a forward-starting interest rate swap agreement that modified the interest obligation associated with these notes so that the interest payable on the notes effectively became fixed at a rate of 3.11 %. Long-term debt consisted of the following at September 30, 2024 and December 31, 2023: (in millions) September 30, 2024 December 31, 2023 $750.0 million fixed rate notes due Marc",,,,,,952N1-00310,A_stratified,2024-D06,6,8cd02954-dae6-4feb-8b11-1219a056043c,0001944048-24-000152,0001944048,KVUE,Kenvue,Consumer Staples,Personal Care Products,10-Q,2024-11-07,2024,financial_statements,39,512,3371,True,0.13367,0.02494,0.12311,0.14016,0.11861,0.08099,0,0,,"and the Company continues to receive information with respect to potential costs and the anticipated number of cases. In addition, lawsuits have been filed in state court against JJCI, the Company and J&J, and lawsuits have been filed in Canada against the Company’s subsidiary Johnson & Johnson Inc. (Canadian affiliate) (“JJI”) and J&J. At this stage in these proceedings, the Company is unable to reasonably estimate either the likelihood or the magnitude of its potential liability arising out of these claims and lawsuits. General Litigation In 2006, J&J acquired Pfizer’s OTC business including the U.S. rights to OTC Zantac, which were on-sold to Boehringer Ingelheim (“BI”) as a condition to merger control approval such that BI assumed product liability risk for U.S. sales from and after December 2006. J&J received indemnification from BI and gave Pfizer indemnification in connection with the transfer of the Zantac business to BI from Pfizer, through J&J. In November 2019, J&J received a demand for indemnification from Pfizer, pursuant to the 2006 Stock and Asset Purchase Agreement between J&J and Pfizer. In January 2020, J&J received a demand for 38 indemnification from BI, pursuant to the 2006 Asset Purchase Agreement among J&J, Pfizer, and BI. Pursuant to the agreements, Pfizer and BI have asserted indemnification claims against J&J ostensibly related to Zantac sales by Pfizer. In November 2022, J&J received a demand for indemnification from GlaxoSmithKline LLC, pursuant to the 2006 Stock and Asset Purchase Agreement between J&J and Pfizer, and certain 1993, 1998, and 2002 agreements between Glaxo Wellcome and Warner-Lambert entities. The notices seek indemnification for legal claims related to OTC Zantac (ranitidine) products. Plaintiffs in the underlying actions allege that Zantac and other OTC medications that contain ranitidine may degrade and result in unsafe levels of NDMA (N-nitrosodimethylamine) and can cause or have caused various cancers in individuals u",,,,,,953N1-00311,A_stratified,2024-D06,6,740635ec-12d5-400f-a6b1-037eb7a0da74,0000049196-24-000020,0000049196,HBAN,Huntington Bancshares,Financials,Regional Banks,10-K,2024-02-16,2024,financial_statements,7,512,3452,True,0.06889,0.09316,0.01589,0.18302,-0.02636,0.07512,0,0,,"23 332 716 Net cash (paid) received from business acquisition — (223) 466 Proceeds from: Maturities and calls of available-for-sale securities 2,689 4,053 7,275 Maturities and calls of held-to-maturity securities 1,523 2,803 4,151 Maturities and calls of other securities 615 832 — Sales of available-for-sale securities 767 — 5,892 Sales of other securities 144 41 98 Purchases of available-for-sale securities (4,965) (7,107) (19,936) Purchases of held-to-maturity securities (256) (3,229) (4,777) Purchases of other securities (630) (1,080) (126) Net proceeds from sales of portfolio loans and leases 450 995 517 Principal payments received under direct finance and sales-type leases 1,891 1,882 1,055 Purchases of loans and leases (71) (610) (1,197) Net loan and lease activity, excluding sales and purchases (5,108) (10,169) 3,303 Purchases of premises and equipment (140) (214) (247) Net accrued income and other receivables activity (17) (66) (653) Net cash paid for branch disposition — — (618) Other, net 88 151 119 Net cash used in investing activities (2,997) (11,609) (3,962) Financing activities Increase in deposits 3,316 4,651 6,501 Increase (decrease) in short-term borrowings (1,295) 2,161 (1,245) Net proceeds from issuance of long-term debt 14,965 11,004 775 Maturity/redemption of long-term debt (12,376) (8,017) (3,404) Dividends paid on preferred stock (134) (113) (138) Dividends paid on common stock (900) (897) (750) Repurchases of common stock — — (650) Repurchase/redemption of preferred stock (82) — (700) Net proceeds from issuance of preferred stock 317 — 486 Other, net (46) (25) (48) Net cash provided by financing activities 3,765 8,764 827 Increase (decrease) in cash and cash equivalents 3,425 1,182 (1,073) Cash and cash equivalents at beginning of period (1) 6,704 5,522 6,595 Cash and cash equivalents at end of period (1) $ 10,129 $ 6,704 $ 5,522 Year Ended December 31, (dollar amounts in millions) 2023 2022 2021 Supplemental disclosures: Interest paid $ 3,35",,,,,,954N1-00312,A_stratified,2024-D06,6,8a4ec668-7140-488d-a74d-1b83b6c90c7d,0000950170-24-016260,0000910606,REG,Regency Centers,Real Estate,Retail REITs,10-K,2024-02-16,2024,properties,18,512,3701,True,0.09563,0.06010,0.08842,0.12561,0.01511,0.04650,0,0,,"Maxx, Trader Joe's Northgate Marketplace Medford OR 2011 2011 — 81 93.2% 24.56 Trader Joe's, REI, PETCO 37 Property Name CBSA(1) State Owner-shipInterest(2) YearAcquired YearConstructedor Last MajorRenovation Mortgages orEncumbrances(in 000's) GrossLeasableArea(GLA)(in 000's) PercentLeased(3) AverageBase RentPSF(4) Major Tenant(s)(5) Northgate Marketplace Ph II Medford OR 2015 2015 — 177 96.4% 18.05 Dick's Sporting Goods, Homegoods, Marshalls Greenway Town Center Portland-Vancouver-Hillsboro OR 40% 2005 2014 — 93 100.0% 16.79 Dollar Tree, Rite Aid, Whole Foods Murrayhill Marketplace Portland-Vancouver-Hillsboro OR 1999 2016 — 150 85.9% 20.98 Safeway, Planet Fitness Sherwood Crossroads Portland-Vancouver-Hillsboro OR 1999 1999 — 88 98.6% 12.69 Safeway Tanasbourne Market Portland-Vancouver-Hillsboro OR 2006 2006 — 71 100.0% 33.03 Whole Foods Walker Center Portland-Vancouver-Hillsboro OR 1999 1987 — 89 96.8% 28.59 REI Allen Street Shopping Ctr Allentown-Bethlehem-Easton PA 40% 2005 1958 — 46 100.0% 19.07 Grocery Outlet Bargain Market Lower Nazareth Commons Allentown-Bethlehem-Easton PA 2007 2012 — 96 100.0% 27.85 Burlington Coat Factory, PETCO, (Wegmans), (Target) Stefko Boulevard Shopping Center Allentown-Bethlehem-Easton PA 40% 2005 1976 — 134 97.9% 10.69 Valley Farm Market, Dollar Tree, Muscle Inc. Gym Hershey Harrisburg-Carlisle PA 2000 2000 — 6 100.0% 30.00 - Baederwood Shopping Center Philadelphia-Camden-Wilmington PA 80% 2023 1999 24,365 117 100.0% 28.11 Whole Foods, Planet Fitness City Avenue Shopping Center Philadelphia-Camden-Wilmington PA 40% 2005 1960 — 162 89.4% 21.77 Ross Dress for Less, TJ Maxx, Dollar Tree Gateway Shopping Center Philadelphia-Camden-Wilmington PA 2004 2016 — 224 99.0% 35.87 Trader Joe's, Staples, TJ Maxx, Jo-Ann Fabrics Mercer Square Shopping Center Philadelphia-Camden-Wilmington PA 40% 2005 1988 — 91 100.0% 23.28 Weis Markets Newtown Square Shopping Center Philadelphia-Camden-Wilmington PA 40% 2005 2020 20,000 142 97.2% 19.49 Acme Mark",,,,,,955N1-00313,A_stratified,2024-D06,6,e706107e-ca05-4550-9ee6-a77431d7ff3f,0001558370-24-011708,0000879585,ATNI,ATN INTERNATIONAL INC,Communication Services,Telephone Communications (No Radiotelephone),10-Q,2024-08-09,2024,unregistered_sales,0,512,2743,True,0.07811,0.07747,0.04036,0.11255,-0.01295,0.03807,0,0,,"Sales of Equity Securities and Use of Proceeds Purchases of Equity Securities by the Issuer On December 14, 2023, our Board of Directors authorized the repurchase of up to $25.0 million of our common stock, from time to time, on the open market or in privately negotiated transactions (the “2023 Repurchase Plan”). We have $15.0 million available to be repurchased under the 2023 Repurchase Plan as of June 30, 2024. ​ 70 Table of Contents ​ The following table reflects the repurchases by us of our common stock during the quarter ended June 30, 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (d) ​ ​ ​ ​ ​ ​ ​ ​ ​ Maximum ​ ​ ​ ​ ​ ​ ​ ​ ​ Number (or ​ ​ ​ ​ ​ ​ ​ (c) ​ Approximate ​ ​ ​ ​ (b) ​ Total Number of ​ Dollar Value) of ​ ​ (a) ​ Average ​ Shares Purchased ​ Shares that May ​ ​ Total Number ​ Price ​ as Part of Publicly ​ be Purchased ​ ​ of Shares ​ Paid per ​ Announced Plans ​ Under the Plans or Period ​ Purchased ​ Share ​ or Programs ​ Programs April 1, 2024 — April 30, 2024 92,102 ​ $ 25.11 ​ 92,102 ​ $ 22,566,380 May 1, 2024 — May 31, 2024 327,190 (1) ​ 23.13 ​ 327,167 ​ ​ 15,000,007 June 1, 2024 — June 30, 2024 1,667 (1) ​ 21.55 ​ — ​ ​ 15,000,007 ​ (1) Includes 23 shares purchased on May 3, 2024 and 1,667 shares purchased on June 18, 2024 from our executive officers, other employees and directors who tendered these shares to us to satisfy their tax withholding obligations incurred in connection with the vesting of restricted stock awards at such date. These shares were not purchased under the 2023 Repurchase Plan discussed above. The price paid per share was the closing price per share of our common stock on the Nasdaq Stock Market on the date those shares were purchased. ​ ​ ​ ​ ​ Item 5. Other Information Rule 10b5-1 Trading Arrangements While the Company does allow for its officers and directors to enter into trading arrangements intended to satisfy the affirmative defense conditions of Rule 10 b 5 -1 with the Company’s prior approval, during the quarter ended",,,,,,956N1-00314,A_stratified,2024-D06,6,cc2374aa-92c5-4dfd-ab60-d488b99e783f,0000950170-24-023162,0001564902,PRKS,UNITED PARKS AND RESORTS,Consumer Discretionary,Services-Miscellaneous Amusement & Recreation,10-K,2024-02-29,2024,selected_financial_data,13,512,3303,True,0.09422,0.05810,0.05773,0.11206,0.00812,0.02433,0,0,,"through 2019(Orlando Sentinel 2016-2019)•Ranked among the top 25 water parks in the U.S. (TripAdvisor, 2019)•FeaturesRiptide Race,ranked #2 Best New Water Park Ride of 2021 (Amusement Today, 2021) 3 14 0 5 Tampa, FL 1959 •Ranked #8 for the Nation’s Best Amusement Park for 2023 (USA Today,2023) and featuresIron Gwaziwhich ranked #1 Best New Roller Coaster for 2022 (Amusement Today, 2022) and #4 Best Roller Coaster for 2023 (USA Today, 2023), and was awarded Favorite New Attraction in 2023 (National Amusement Park Historical Association, 2023),Serengeti Flyerwhich ranked #9 Best New Theme Park Attraction in 2023,Animal Care Centerwhich was ranked #5 Best Theme Park Entertainment in 2023,Turn It Up!Show which ranked among top 5 Best Amusement Park Entertainment from 2019-2023 andHowl-O-Screamwhich ranked #2 Best Theme Park Halloween Event in 2023, #4 in 2022, and #3 in 2021 (USA Today, 2019-2023)•Ranked #2 Best Marine Life/Wildlife Park of 2022 and 2021 and features 3 of the world’s top 50 steel roller coasters in 2023 (Amusement Today, 2021-2023)•Ranked among top 10 amusement parks in the U.S. in 2022 and among top 15 in 2023 (TripAdvisor, 2022-2023) 14 29 32 58 1980 •Ranked #7 for the Nation’s Best Outdoor Waterpark in 2023, #5 in 2022, and #8 in 2021 and 2020 (USA Today, 2020-2023) 0 13 0 5 San Diego, CA 1964 •Ranked #5 Best Marine Life/Wildlife Park in 2021 and among top three from 2006 through 2018 (Amusement Today, 2006-2018, 2021)•FeaturesEmperorwhich ranked #3 Best New Amusement Park Attraction for 2022 and the #10 Best Roller Coaster for 2023 (USA Today, 2022-2023)•Awarded three IAAPA 2018 Brass Ring Awards and one in 2017 (IAAPA) 20 17 15 30 1996(a) •Located in Chula Vista, California and formerly operated as Aquatica San Diego•First theme park in the San Diego area to open as a Certified Autism Center (IBCCES, 2022) 0 15 0 16 San Antonio,TX 1988 •FeaturesTidal Surgewhich ranked #5 Best New Amusement Park Attraction for 2022 (USA Today,2022), andTexas Stingra",,,,,,957N1-00315,A_stratified,2024-D06,6,a8a6eee5-d199-4ffa-86dc-84736b7dcab5,0001090872-24-000033,0001090872,A,Agilent Technologies,Health Care,Life Sciences Tools & Services,10-Q,2024-08-30,2024,md_and_a,13,512,3439,True,0.10575,0.04544,0.14577,0.11847,0.11296,0.02217,0,0,,"of 1 percentage point for both periods when compared to the same periods last year. Geographically, revenue for the three months ended July 31, 2024 decreased 7 percent in the Americas with no currency impact, decreased 5 percent in Europe with no currency impact and decreased 11 percent in Asia Pacific with a 2 percentage point unfavorable currency impact when compared to the same period last year. The revenue decline in the Americas was driven by weakness in our liquid chromatography, gas chromatography mass spectrometry and gas chromatography businesses partially offset by strength in the consumables business when compared to the same period last year. The revenue decline in Europe was driven by weakness in our liquid chromatography and liquid chromatography mass spectrometry businesses partially offset by strength in the consumables business when compared to the same period last year. The revenue decline in Asia Pacific was driven by lower demand in China within our liquid chromatography, spectroscopy and liquid chromatography mass spectrometry businesses when compared to the same period last year. Revenue for the nine months ended July 31, 2024 decreased 10 percent in the Americas with no currency impact, decreased 7 percent in Europe with a 1 percentage point favorable currency impact and decreased 13 percent in Asia Pacific with a 1 percentage point unfavorable currency impact when compared to the same period last year. The revenue decline in the 43 Table of Contents Americas was driven by weakness in our liquid chromatography, liquid chromatography mass spectrometry and gas chromatography mass spectrometry businesses partially offset by strength in the consumables business when compared to the same period last year. The revenue decline in Europe was driven by weakness in our liquid chromatography, gas chromatography and gas chromatography mass spectrometry businesses partially offset by strength in the consumables business when compared to the same period la",,,,,,958N1-00316,A_stratified,2024-D06,6,720e2c14-a450-4b4f-a767-6ce50b9d3cff,0000950170-24-022262,0001475922,PRI,PRIMERICA,Financials,Life Insurance,10-K,2024-02-28,2024,risk_factors,17,512,3514,True,0.10409,0.04534,0.19755,0.16133,0.12690,0.01035,0,0,,"harm e-TeleQuote’s business, operating results, financial condition and prospects, which could adversely impact our business. Primerica certifies certain of its independent sales representatives to receive fees for Senior Health services associated with introducing seniors to e-TeleQuote. If Primerica’s certified independent sales representatives do not educate consumers about 32 e-TeleQuote and make introductions, e-TeleQuote’s operating results and financial condition could be impacted, which could adversely impact our business. e-TeleQuote records revenue at the time a policy is sold based on the expected lifetime value of commissions to be collected for that policy. The most important assumption used in determining the lifetime value of commissions is expected policyholder retention. If actual renewal activity for any given period is lower than the renewal assumptions included in the estimated lifetime value of commissions on issued policies, it could have a material adverse effect on e-TeleQuote’s business and could adversely impact our business. If e-TeleQuote’s ability to enroll individuals during the Medicare annual election period (“AEP”) is impeded, its business may be harmed, which could adversely impact our business, financial condition and results of operations. e-TeleQuote handles an increased volume of health insurance sales transactions in a short period of time during the Medicare AEP, which runs from mid-October through early December. As a result, e-TeleQuote must ensure that an adequate number of health insurance agents are timely licensed, trained and certified and have the appropriate authority to sell health insurance in various states and for a number of different health insurance carriers during this period. If e-TeleQuote’s ability to market and sell Medicare-related health insurance is constrained during a Medicare AEP for any reason, such as technology failures, reduced allocation of resources, any inability to timely employ, license, tra",,,,,,959N1-00317,A_stratified,2024-D06,6,3f7d8c51-af7b-4ade-919d-482d41879b14,0000950170-24-052174,0001675149,AA,ALCOA CORP,Materials,Primary Production of  Aluminum,10-Q,2024-05-02,2024,md_and_a,2,512,3358,True,0.11524,0.03197,0.09241,0.04718,0.19138,0.00106,0,0,,"(54,000 mtpy) at its Warrick Operations site in Indiana that began in October 2023, and incurred restart expenses of $3. Kwinana Refinery In January 2024, Alcoa announced the full curtailment of the Kwinana refinery which will be completed in the second quarter of 2024. The refinery has an annual nameplate capacity of 2.2 million metric tons and has been operating at approximately 80 percent of its nameplate capacity since January 2023, when the Company reduced production in response to a domestic natural gas shortage in Western Australia due to production challenges experienced by key gas suppliers. The Company’s decision to fully curtail the refinery was made based on a variety of factors, including the refinery’s age, scale, operating costs, and current bauxite grades, in addition to market conditions. The refinery currently has approximately 780 employees and this number will be reduced to approximately 250 in the third quarter of 2024, after alumina production has ceased. Certain processes will continue until about the third quarter of 2025, when the employee number will be further reduced to approximately 50. In addition to the employees separating as a result of the curtailment, approximately 150 employees will either terminate through the productivity program announced in the third quarter of 2023 or redeploy to other Alcoa operations. Other Matters On March 21, 2024, the Company completed an offering of $750 aggregate principal amount of 7.125 percent senior notes due in 2031. This was the Company’s first notes issuance under its new Green Finance Framework, which prioritizes climate change mitigation expenditures related to circular or low carbon products, pollution prevention technologies, renewable energy, and water management. Net proceeds from the issuance, which can be allocated to qualifying expenditures on a two-year look back and three-year look forward, are expected to cover expenses associated with both new and existing decarbonization and water ",,,,,,960N1-00318,A_stratified,2024-D06,6,80df461d-d290-48f5-816e-1c3802d54fc9,0000815097-24-000011,0000815097,CCL,Carnival Corporation,Consumer Discretionary,"Hotels, Resorts & Cruise Lines",10-K,2024-01-26,2024,business,38,469,2972,True,0.09189,0.05099,0.00108,0.12372,0.01460,-0.03634,0,0,,"We have also made progress towards our 2030 GHG intensity reduction goal of 20% from our 2019 baseline, measured in both grams of CO 2 e per ALB-km and kilograms of CO 2 e per ALBD. In 2023, we reduced our GHG emission intensity on a lower berth distance basis by 14.0% and on an ALBD basis by 14.1% relative to our 2019 baseline. Relative to 2008, our GHG emissions per ALBD have been reduced by 39.3% while our capacity has grown by 55%. Refer to XX. Sustainability. D. Website Access to Carnival Corporation & plc SEC Reports We use our websites as channels of distribution of company information. Our Form 10-K, joint Quarterly Reports on Form 10-Q, joint Current Reports on Form 8-K, joint Proxy Statement related to our annual shareholders meeting, Section 16 filings and all amendments to those reports are available free of charge at www.carnivalcorp.com and www.carnivalplc.com and on the SEC’s website at www.sec.gov as soon as reasonably practicable after we have electronically filed or furnished these reports with the SEC. In addition, you may automatically receive email alerts and other information when you enroll your email address by visiting the Investor Services section of our websites. The content of any website referred to in this document is not incorporated by reference into this document. E. Industry and Market Data This document includes market share and industry data and forecasts that we obtained from industry publications, other third-party information and internal company surveys. Industry publications, including those from Cruise Industry News, and surveys and forecasts, generally state that the information contained therein has been obtained from sources believed to be reliable. Cruise Industry News is a for profit magazine company that covers all aspects of cruise operations. Their magazines and annual report cover all cruise lines and shipyards and report on all aspects of cruise operations including relevant issues, financial results, ship building",,,,,,961N1-00319,A_stratified,2024-D06,6,c00f1190-3c20-48b7-84cf-19457c133408,0000950170-24-015090,0001130464,BKH,BLACK HILLS CORP,Utilities,Electric Services,10-K,2024-02-14,2024,quantitative_disclosures,48,512,2830,True,0.06006,0.08203,-0.02113,0.08424,0.09234,-0.05488,0,0,,"0.5 Net periodic expense $ 3.2 $ 2.2 $ 0.8 $ 4.6 $ 0.3 $ 5.6 $ 3.7 $ 2.9 $ 3.2 Service costs are recorded in Operations and maintenance expense while non-service costs are recorded in Other expense on the Consolidated Statements of Income. Actuarial gains and losses are amortized using a straight-line method over the average remaining service period of active plan participants or over the average remaining lifetime of the remaining plan participants if the plan is viewed as “all or almost all” inactive participants. 93 Table of Contents Other Plan Information The following tables provide a reconciliation of the employee benefit plan obligations and fair value of employee benefit plan assets, amounts recognized on our Consolidated Balance Sheets, accumulated benefit obligation and elements of AOCI (in millions): Defined Benefit Pension Plan Supplemental Non-qualified DefinedBenefit Plans Non-pension Defined Benefit Postretirement Healthcare Plan Defined Benefit Pension Plan Supplemental Non-qualified DefinedBenefit Plans Non-pension Defined Benefit Postretirement Healthcare Plan 2023 2022 Accumulated benefit obligation at December 31 $ 341.8 $ 46.7 $ 51.1 $ 350.2 $ 45.2 $ 49.7 Change in benefit obligation: Projected benefit obligation at beginning of year $ 358.4 $ 45.2 $ 49.7 $ 478.3 $ 55.3 $ 63.5 Service cost 2.5 3.1 1.5 3.9 (0.8 ) 1.9 Interest cost 17.5 1.5 2.4 10.8 0.8 1.3 Actuarial (gain) loss 11.6 0.3 1.7 (97.9 ) (7.0 ) (12.3 ) Benefits paid (41.9 ) (3.4 ) (5.3 ) (36.7 ) (3.1 ) (6.1 ) Plan participants’ contributions — — 1.1 — — 1.4 Projected benefit obligation at end of year 348.1 46.7 51.1 358.4 45.2 49.7 Change in fair value of plan assets: Fair value of plan assets at beginning of year 323.1 — 7.8 458.4 — 8.0 Investment income (loss) 27.4 — 0.2 (98.6 ) — — Employer contributions — 3.5 4.3 — 3.1 4.5 Retiree contributions — — 1.1 — — 1.4 Benefits paid (41.9 ) (3.5 ) (5.4 ) (36.7 ) (3.1 ) (6.1 ) Fair value of plan assets at end of year 308.6 — 8.0 323.1 — 7.8 ",,,,,,962N1-00320,A_stratified,2024-D06,6,7ad0c918-3303-4ed6-8150-372ccd96b87f,0001805284-24-000137,0001805284,RKT,ROCKET COMPANIES INC CLASS A,Financials,Mortgage Bankers & Loan Correspondents,10-Q,2024-08-06,2024,quantitative_disclosures,0,35,214,False,0.10389,0.03494,0.22646,0.26987,0.08237,-0.05679,0,0,,"and Qualitative Disclosures about Market Risk There have been no material changes to the Company's exposure to market risks since what was disclosed in the Company's December 31, 2023 Annual Report on Form 10-K. 55",,,,,,963N1-00321,A_stratified,2024-D07,7,fa517d65-680d-4d34-b825-bbac1a1db01f,0001647639-24-000047,0001647639,UPST,UPSTART HOLDINGS,Financials,Finance Services,10-Q,2024-11-08,2024,financial_statements,17,512,3401,True,0.09962,0.11074,0.10832,0.18347,0.04179,0.39360,0,0,,"losses, net on interest rate caps during the three months ended September 30, 2023 and 2024, and recognized $ 2.5 million and an immaterial amount of fair value gain, net on interest rate caps during the nine months ended September 30, 2023 and 2024, respectively. 25 Table of Contents Upstart Holdings, Inc. Notes to Condensed Consolidated Financial Statements (Tabular Amounts in Thousands, Except Share and Per Share Data and Ratios, or as Noted) (Unaudited) 5. Beneficial Interests The Company’s beneficial interests are associated with committed capital and other co-investment arrangements with a number of third-party institutional investors and lending partners, in which the Company puts certain amounts of assets at risk. The risk is subject to a dollar cap, which represents the Company’s maximum exposure to losses in each particular arrangement. In certain arrangements, the Company is obligated to make payments to these third-parties or is entitled to receive payments from them if credit performance of the loans sold or originated under the arrangements deviates from initial expectations set at the time of loan sale or origination. Under other arrangements, the Company receives a portion of cash flows from repayments received on the underlying loan portfolios sold and the amount and the timing of these cash flows varies depending on demonstrated credit performance and contractual terms of the arrangement. The contractual terms of committed capital and other co-investment arrangements also determine the Company’s maximum exposure to losses and dictate types of assets the Company puts at risk. The following table presents the Company’s aggregate maximum exposure to losses by asset type under these arrangements: December 31, September 30, 2023 2024 Unrestricted cash $ 23,789 $ 68,562 Restricted cash 12,064 70,825 Beneficial interests 62,684 168,707 Other — 49,767 Total $ 98,537 $ 357,861 The Company’s beneficial interests are associated with entities that meet the def",,,,,,964N1-00322,A_stratified,2024-D07,7,eff65a8f-69a6-4871-a444-7763edc68649,0001490906-24-000035,0001490906,CFFN,CAPITOL FEDERAL FINANCIAL INC,Financials,"Savings Institution, Federally Chartered",10-K,2024-11-27,2024,md_and_a,37,512,3258,True,0.10234,0.10404,0.07125,0.13761,0.04578,0.36965,0,0,,"of advance allows the Bank the opportunity to start repricing its liability cash flows sooner in a down-rate environment and generally provides for favorable pricing when compared to similar long term bullet advances with comparable average lives as a result of the current term structure of interest rates. The Bank's internal policy limits total borrowings to 55% of total assets. At September 30, 2024, the Bank had total borrowings, at par, of $2.18 billion, or approximately 23% of total assets. The borrowings balance was composed primarily of FHLB advances, of which, $714.7 million is scheduled to be repaid (amortizing advances) or mature in the next 12 months. Management estimated that the Bank had $2.93 billion in additional liquidity available at September 30, 2024 based on the Bank's blanket collateral agreement with FHLB and unencumbered securities. At September 30, 2024, the Bank had no repurchase agreements. The Bank may enter into repurchase agreements as management deems appropriate, not to exceed 15% of total assets, and subject to the total borrowings internal policy limit of 55% as discussed above. 52 The Bank has the ability to utilize the repayment and maturity of outstanding loans, MBS, and other investments for liquidity needs rather than reinvesting such funds into the related portfolios. At September 30, 2024, the Bank had $744.2 million of securities that were eligible but unused as collateral for borrowing or other liquidity needs. The Bank also has access to other sources of funds for liquidity purposes, such as brokered and public unit certificates of deposit. As of September 30, 2024, the Bank's policy allowed for combined brokered and public unit certificates of deposit up to 15% of total deposits. At September 30, 2024, the Bank did not have any brokered certificates of deposit, and public unit certificates of deposit were approximately 1% of total deposits. The Bank had pledged securities with an estimated fair value of $108.7 million as c",,,,,,965N1-00323,A_stratified,2024-D07,7,da22ccc0-693a-4683-9d90-5fbbc5638fda,0001596993-24-000030,0001596993,LPG,DORIAN LPG,Energy,Deep Sea Foreign Transportation of  Freight,10-K,2024-05-29,2024,changes_in_accounting,26,512,3223,True,0.10553,0.10010,0.01815,0.12605,0.01900,0.36630,0,0,,"(publ) (“SEB”), BNP Paribas (“BNP”), and Danish Ship Finance A/S (“DSF”) to refinance then current indebtedness. On December 22, 2023, we entered into an amended and restated debt financing facility (the “2023 A&R Debt Facility”) with CACIB, ING, SEB, BNP, and DSF to amend and restate the 2022 Debt Facility. The 2023 A&R Debt Facility consists of (i) a term loan facility in an aggregate original principal amount of $ 240.0 million, of which $ 215.0 F-17 Table of Contents million remained outstanding on the date of the agreement, (ii) a revolving credit facility in an aggregate principal amount of up to $ 50.0 million (previously $ 20.0 million) and (iii) a new, uncommitted accordion term loan facility in an aggregate principal amount of up to $ 100.0 million. The 2023 A&R Debt Facility matures on August 4, 2029, with drawn amounts thereunder accruing interest at a rate of SOFR plus a margin ranging between 2.05 % and 2.15 % depending on the ratio of outstanding debt under the facility to the value of the vessels secured under this facility, plus or minus a sustainability pricing adjustment of 0.05 %. The undrawn revolving credit facility accrues interest at a rate equal to 0.40 % of the margin. The 2023 A&R Debt Facility is secured by, among other things, (i) first priority Bahamian mortgages on the vessels financed, (ii) first priority assignments of all of the financed vessels’ mandatory insurances and earnings and management agreements; (iii) first priority pledge in respect of all limited liability company interests of the borrowers and vessel-owning guarantors; (iv) first priority charter assignments of all of the financed vessels’ long-term charters to non-Helios LPG Pool parties with an original tenor greater than 13 months; and (v) a guaranty by the Company guaranteeing the obligations of the borrower and other guarantors under the facility agreement. The 2023 A&R Debt Facility further provides that the facility is to be secured by assignments of the borrowe",,,,,,966N1-00324,A_stratified,2024-D07,7,750a47a3-8f41-40e1-8c5b-ea8f7c010553,0001760689-24-000046,0001760689,MVST,MICROVAST HOLDINGS,Industrials,"Miscellaneous Electrical Machinery, Equipment & Supplies",10-Q,2024-11-12,2024,financial_statements,11,512,3402,True,0.14365,0.05775,0.09871,0.28182,0.06828,0.35578,0,0,,"classified as liability or equity. Liability classified warrants require fair value accounting at issuance and subsequent to initial issuance with all changes in fair value after the issuance date recorded in the unaudited consolidated statements of operations. Equity classified warrants only require fair value accounting at issuance with no changes recognized subsequent to the issuance date. Refer to Notes 10 for information regarding the warrants issued. Recent accounting pronouncements not yet adopted In November 2023, the FASB issued ASU 2023-07 ""Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures"" (""ASU 2023-07""). ASU 2023-07 intends to improve reportable segment disclosure requirements, enhance interim disclosure requirements and provide new segment disclosure requirements for entities with a single reportable segment. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and for interim periods with fiscal years beginning after December 15, 2024. ASU 2023-07 is to be adopted retrospectively to all prior periods presented. The Company is currently assessing the impact this guidance will have on the consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU 2023-09 ""Improvements to Income Tax Disclosures"" (""ASU 2023-09""). ASU 2023-09 intends to improve the transparency of income tax disclosures. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and is to be adopted on a prospective basis with the option to apply retrospectively. The Company is currently assessing the impact of this guidance, however, the Company do not expect a material impact to the consolidated financial statements. NOTE 3. ACCOUNTS RECEIVABLE Accounts receivable consisted of the following: September 30,2024 December 31,2023 Accounts receivable $ 125,371 $ 143,288 Allowance for credit losses (3,832) (4,571) Accounts receivable, net $ 121,539 $ 138,717 14 Table of Contents MICROVAST",,,,,,967N1-00325,A_stratified,2024-D07,7,ad9b3efa-adb3-4b7e-b4bf-2f5528320426,0001645590-24-000139,0001645590,HPE,Hewlett Packard Enterprise,Information Technology,"Technology Hardware, Storage & Peripherals",10-K,2024-12-19,2024,financial_statements,41,512,3076,True,0.08830,0.11633,0.09749,0.16708,0.01772,0.35252,0,0,,"the Company's common stock on the grant date of the award. The Company also issues performance-adjusted restricted stock units (“PARSU”) that vest only on the satisfaction of service, performance and market conditions. The Company estimates the fair value of PARSUs subject to performance-contingent vesting conditions using the Monte Carlo simulation model. The expenses associated with these performance restricted units were not material for any of the periods presented. Stock Options Stock options granted under the Plan are generally non-qualified stock options, but the Plan permits some options granted to qualify as incentive stock options under the U.S. Internal Revenue Code. The exercise price of a stock option is equal to the closing price of the Company's common stock on the option grant date. The majority of the stock options issued by the Company contain only service vesting conditions. The Company has also issued performance-contingent stock options that vest only on the satisfaction of both service and market conditions. The Company did not issue stock options in fiscal 2024, 2023, and 2022. The expenses associated with stock options were not material for any of the periods presented. The Company utilizes the Black-Scholes-Merton option pricing formula to estimate the fair value of stock options subject to service-based vesting conditions. The Company estimates the fair value of stock options subject to performance-contingent vesting conditions using a combination of a Monte Carlo simulation model and a lattice model, as these awards contain market conditions. Note 6: Taxes on Earnings Provision for Taxes The domestic and foreign components of Net earnings (loss) from operations before taxes were as follows: For the fiscal years ended October 31, 2024 2023 2022 In millions U.S. $ 765 $ (1,105) $ (1,138) Non-U.S. 2,188 3,335 2,014 $ 2,953 $ 2,230 $ 876 101 Table of Contents HEWLETT PACKARD ENTERPRISE COMPANY AND SUBSIDIARIES Notes to Consolidated Financial S",,,,,,968N1-00326,A_stratified,2024-D07,7,8fb41afd-dbcc-4111-ba08-fe816a88a256,0001558370-24-014620,0001434588,LOPE,GRAND CANYON EDUCATION INC,Consumer Discretionary,Services-Educational Services,10-Q,2024-11-06,2024,financial_statements,9,512,3414,True,0.06001,0.14620,0.10740,0.29011,0.01608,0.35048,0,0,,"payment awards made to employees and directors. The fair value of the Company’s restricted stock awards is based on the market price of its common stock on the date of grant. Stock-based compensation expense related to restricted stock grants is expensed over the vesting period using the straight-line method for Company employees and the Company’s board of directors. The Company recognizes forfeitures as they occur. Fair Value of Financial Instruments The carrying value of cash and cash equivalents, accounts receivable, accounts payable, accrued compensation and benefits and accrued liabilities expenses approximate their fair value based on the liquidity or the short-term maturities of these instruments. The fair value of investments was determined using Level 1 and Level 2 of the hierarchy of valuation inputs, with the use of inputs other than quoted prices that are observable for the assets. The unit of account used for valuation is the individual underlying security. The basis for fair value measurements for each level is described below, with Level 1 having the highest priority. -Level 1 – inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. -Level 2 – inputs are quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in non-active markets; and model-derived valuations whose inputs are observable or whose significant valuation drivers are observable. -Level 3 – unobservable inputs that are not corroborated by market data. Investments are comprised of corporate bonds, commercial paper and agency bonds. 11 Table of Contents Grand Canyon Education, Inc. Notes to Consolidated Financial Statements (In thousands, except per share data) Revenue Recognition The Company generates all of its revenue through services agreements with its university partners (“Services Agreements”), pursuant to which the Company provides integrated technology and academic services, marketing and commu",,,,,,969N1-00327,A_stratified,2024-D07,7,4cae9ab4-fcef-41c6-9a33-d7204696b2af,0001632790-24-000102,0001632790,ENR,ENERGIZER HOLDINGS,Consumer Staples,"Miscellaneous Electrical Machinery, Equipment & Supplies",10-K,2024-11-19,2024,financial_statements,34,512,3202,True,0.09219,0.10824,0.03564,0.09952,-0.02984,0.32768,0,0,,"$ 17.4 , respectively, at September 30, 2024. The following table presents the components of lease expense: For the Years Ended September 30, 2024 2023 2022 Operating lease costs $ 20.6 $ 19.9 $ 19.7 Finance lease costs: Amortization of assets 2.2 1.2 2.5 Interest on lease liabilities 3.0 2.1 2.5 Variable lease costs 1.2 1.3 1.3 Total lease costs $ 27.0 $ 24.5 $ 26.0 Supplemental cash and non-cash information related to leases: 85 ENERGIZER HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Dollars in millions, except per share) For the Years Ended September 30, 2024 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 22.0 $ 20.5 $ 20.4 Operating cash flows from finance leases 3.0 2.1 2.5 Financing cash flows from finance leases (1) 1.0 0.3 5.0 Non-cash increase in lease assets and lease liabilities: Operating leases (2) $ 11.4 $ 13.0 $ 6.4 (1) Financing cash flows from finance leases in fiscal year 2022 includes the $ 4.0 termination fee for the Dixon, IL finance lease termination discussed above. (2) The fiscal 2024 increase in operating lease assets and liabilities was primarily related to the headquarters relocation in St. Louis, MO, as well as other normal lease activity occurring through normal course of business. The fiscal 2023 increase in operating lease assets and liabilities was primarily driven by the Project Momentum network reorganization and real estate optimization programs, as well as normal lease renewals occurring through normal course of business. The fiscal 2022 increase in operating lease assets and liabilities includes normal lease renewals and immaterial lease modifications occurring through the normal course of business. Minimum lease payments under operating and finance leases with non-cancellable terms in excess of one year as of September 30, 2024 are as follows: Operating Leases Finance Leases 2025 $ 20.9 $ 4.0 2026 16.0 4.1 2027 11.2 4.1 2028 10.7 4.2 202",,,,,,970N1-00328,A_stratified,2024-D07,7,6229485d-d7a6-41cb-a5ac-a428485aee07,0001390777-24-000133,0001390777,BNY,BNY Mellon,Financials,Asset Management & Custody Banks,10-Q,2024-11-01,2024,md_and_a,14,502,3118,True,0.07246,0.12898,0.02839,0.18366,0.00523,0.32566,0,0,,"30, 2023971(dollars in millions; average rates are annualized) Averagebalance Interest Averagerates Averagebalance Interest Averagerates Average balance Interest Average rates972Assets973Interest-earning assets:974Interest-bearing deposits with the Federal Reserve and other central banks $ 100,611 $ 1,188 4.62 % $ 102,257 $ 1,201 4.65 % $ 98,767 $ 1,153 4.57 %975Interest-bearing deposits with banks 10,559 109 4.15 11,210 110 3.91 12,287 125 4.04976Federal funds sold and securities purchased under resale agreements(a) 31,183 2,874 36.65 29,013 2,631 36.48 26,915 2,066 30.47977Loans 69,205 1,142 6.57 68,283 1,119 6.58 63,962 1,029 6.39978Securities:979U.S. government obligations 28,490 266 3.71 28,347 269 3.82 32,224 250 3.08980U.S. government agency obligations 62,572 511 3.26 62,549 515 3.29 59,481 426 2.87981Other securities 48,647 487 4.00 46,828 472 4.04 39,874 394 3.93982Total investment securities 139,709 1,264 3.61 137,724 1,256 3.66 131,579 1,070 3.24983Trading securities(b) 5,667 75 5.33 5,146 76 5.89 5,534 76 5.49984Total securities(b) 145,376 1,339 3.68 142,870 1,332 3.74 137,113 1,146 3.33985Total interest-earning assets(b) $ 356,934 $ 6,652 7.40 % $ 353,633 $ 6,393 7.24 % $ 339,044 $ 5,519 6.45 %986Noninterest-earning assets 59,463 58,866 58,247987Total assets $ 416,397 $ 412,499 $ 397,291988Liabilities and equity989Interest-bearing liabilities:990Interest-bearing deposits $ 236,724 $ 2,271 3.82 % $ 235,878 $ 2,255 3.85 % $ 209,641 $ 1,911 3.62 %991Federal funds purchased and securities sold under repurchase agreements(a) 16,584 2,620 62.85 17,711 2,433 55.26 21,512 1,956 36.07992Trading liabilities 1,844 22 4.83 1,689 23 5.43 3,959 48 4.80993Other borrowed funds 418 3 3.15 351 8 8.61 540 6 4.47994Commercial paper 1,474 21 5.50 954 13 5.54 7 — 4.13995Payables to customers and broker-dealers 12,737 170 5.29 12,066 161 5.35 13,515 147 4.30996Long-term debt 33,154 497 5.93 31,506 469 5.92 31,161 435 5.52997Total interest-bearing liabilities $ 302,935 $ 5,604 7.36 % $ 300,155 $ 5,362 7.18 % $ 280,335 $ 4,503 6.",,,,,,998N1-00329,A_stratified,2024-D07,7,23c3c7e5-d41e-4ddb-918d-9b40ce0b1445,0000950170-24-091837,0001812364,RLAY,RELAY THERAPEUTICS,Health Care,"Biological Products, (No Diagnostic Substances)",10-Q,2024-08-06,2024,risk_factors,48,512,3414,True,0.10945,0.08908,0.27638,0.21532,0.16565,0.32302,0,0,,"cease our development and commercialization of certain of our product candidates. Any of the foregoing could have a material adverse effect on our competitive position, business, financial conditions, results of operations, and prospects. Moreover, disputes may arise regarding intellectual property subject to a licensing agreement, including: • the scope of rights granted under the license agreement and other interpretation-related issues; • the extent to which our technology and processes infringe on intellectual property of the licensor that is not subject to the licensing agreement; • the sublicensing of patent and other rights under our collaborative development relationships; • our diligence obligations under the license agreement and what activities satisfy those diligence obligations; • the inventorship and ownership of inventions and know-how resulting from the joint creation or use of intellectual property by our licensors and us and our partners; and • the priority of invention of patented technology. The agreements under which we may license intellectual property or technology from third parties may be complex, and certain provisions in such agreements may be susceptible to multiple interpretations. The resolution of any contract interpretation disagreement that may arise could narrow what we believe to be the scope of our rights to the relevant intellectual property or technology, or increase what we believe to be our financial or other obligations under the relevant agreement, either of which could have a material adverse effect on our business, financial condition, results of operations, and prospects. Moreover, if disputes over intellectual property that we have licensed prevent or impair our ability to maintain our licensing arrangements on commercially acceptable terms, we may be unable to successfully develop and commercialize the affected product candidates, which could have a material adverse effect on our business, financial conditions, results ",,,,,,999N1-00330,A_stratified,2024-D07,7,3dc62c86-cfa1-4850-a69b-ab465c474c27,0001993004-24-000072,0001993004,NWE,NORTHWESTERN ENERGY GROUP,Utilities,Electric & Other Services Combined,10-Q,2024-07-31,2024,md_and_a,5,512,3224,True,0.07404,0.12528,0.05521,0.05076,0.05164,0.31293,0,0,,"for the three months ended June 30, 2024 was $31.7 million as compared with $19.1 million for the same period in 2023. This increase was primarily due to new base rates in Montana and South Dakota , electric transmission revenues, Montana property tax tracker collections, and electric and natural gas retail volumes. These were offset in part by a less favorable QF liability adjustment in the current year, non-recoverable Montana electric supply costs, depreciation, operating, administrative and general costs, and interest expense. Consolidated gross margin for the three months ended June 30, 2024 was $92.8 million as compared with $75.5 million in 2023, an increase of $17.3 million, or 22.9 percent. This increase was primarily due to new base rates in Montana and South Dakota, electric transmission revenues, Montana property tax tracker collections, and electric and natural gas retail volumes. These were offset in part by a less favorable QF liability adjustment in the current year, non-recoverable Montana electric supply costs, depreciation, and operating and maintenance costs. 28 Electric Natural Gas Total 2024 2023 2024 2023 2024 2023 (in millions) Reconciliation of gross margin to utility margin: Operating Revenues $ 260.1 $ 229.3 $ 59.8 $ 61.2 $ 319.9 $ 290.5 Less: Fuel, purchased supply and direct transmission expense (exclusive of depreciation and depletion shown separately below) 60.9 42.4 15.6 25.2 76.5 67.6 Less: Operating and maintenance 43.5 41.4 13.9 13.5 57.4 54.9 Less: Property and other taxes 28.0 31.0 8.2 9.1 36.2 40.1 Less: Depreciation and depletion 47.6 43.3 9.4 9.1 57.0 52.4 Gross Margin 80.1 71.2 12.7 4.3 92.8 75.5 Operating and maintenance 43.5 41.4 13.9 13.5 57.4 54.9 Property and other taxes 28.0 31.0 8.2 9.1 36.2 40.1 Depreciation and depletion 47.6 43.3 9.4 9.1 57.0 52.4 Utility Margin(1) $ 199.2 $ 186.9 $ 44.2 $ 36.0 $ 243.4 $ 222.9 (1) Non-GAAP financial measure. See “Non-GAAP Financial Measure” above. Three Months Ended June 30, 2024 20",,,,,,1000N1-00331,A_stratified,2024-D07,7,082c3828-b27b-440f-8707-712ae4c9f252,0001628280-24-034905,0001253986,ABR,ARBOR REALTY TRUST REIT,Financials,Real Estate Investment Trusts,10-Q,2024-08-06,2024,financial_statements,23,512,2981,True,0.11278,0.08187,0.07074,0.14038,0.04499,0.29994,0,0,,"$ 0.7 million and $ 1.2 million, respectively. During the three and six months ended June 30, 2023, we received cash distributions of $ 0.5 million and $ 1.1 million, respectively, which were classified as returns of capital, and recorded losses of $ 0.5 million and $ 0.9 million, respectively. 21 Table of Contents ARBOR REALTY TRUST, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Fifth Wall Ventures. During the three and six months ended June 30, 2024, we made contributions of $ 0.2 million and $ 0.7 million, respectively, and recorded income of $ 0.1 million and $ 0.4 million, respectively. During the three and six months ended June 30, 2023, we made contributions of $ 0.3 million and $ 0.6 million, respectively, and recorded a loss of $ 0.2 million for both periods. AWC Real Estate Opportunity Partners I LP. In the fourth quarter of 2023, we committed to a $ 24.0 million investment (of which $ 13.0 million was funded at December 31, 2023) for an initial 99.0 % noncontrolling limited partnership interest in a fund whose objective is to make investments in sustainable affordable housing structures to minority owners, with the intention to bring in additional partners. In addition, we may acquire an economic interest in the general partner and entered into an agreement with the general partner to provide a loan, up to a maximum of $ 0.9 million, to fund a portion of their 1.0 % general partnership interest, of which $ 0.2 million was funded at June 30, 2024. In the second quarter of 2024, in accordance with the fund's objectives, AWC brought in an additional capital partner who committed to a $ 25.0 million investment (of which $ 11.0 million was funded at June 30, 2024) in exchange for a 51.0 % non-controlling limited partnership interest and 17.5 % of the general partners interest in the fund. This new equity partner diluted our limited partnership interest in the fund to a 49.0 % non-controlling limited partnership interest. Addition",,,,,,1001N1-00332,A_stratified,2024-D07,7,f4e20e83-507b-4b45-9db8-674a430d77e7,0000950170-24-089255,0001464423,PMT,PENNYMAC MORTGAGE INVESTMENT TRUST,Financials,Real Estate Investment Trusts,10-Q,2024-08-01,2024,financial_statements,8,512,3208,True,0.07066,0.12492,0.02775,0.13012,0.02653,0.28786,0,0,,"returns required by market participants to hold such investments; and • The fair values of Agency and senior non-Agency MBS are sensitive to changes in market interest rates . Note 4—Transactions with Related Parties The Company enters into transactions with subsidiaries of PFSI in support of its operating, investing and financing activities as summarized below. Operating Activities Loan Servicing The Company has a loan servicing agreement with PLS (the “Servicing Agreement”) pursuant to which PLS provides subservicing for the Company's portfolio of MSRs, loans held for sale and loans held in VIEs (prime servicing), and its portfolio of residential loans purchased with credit deterioration (special servicing). The Servicing Agreement provides for servicing fees earned by PLS that are established at a per loan monthly amount based on the delinquency, bankruptcy and/or foreclosure status of the serviced loan or real estate acquired in settlement of loans (“REO""). Prime Servicing The per-loan base servicing fees for prime loans subserviced by PLS on the Company’s behalf are $ 7.50 per month for fixed-rate loans and $ 8.50 per month for adjustable-rate loans. To the extent that these prime loans become delinquent, PLS is entitled to an additional servicing fee per loan ranging from $ 10 to $ 55 per month based on the delinquency, bankruptcy and foreclosure status of the loan or $ 75 per month if the underlying mortgaged property becomes REO. PLS is also entitled to customary ancillary income and certain market-based fees and charges, including boarding and deboarding fees, liquidation and disposition fees, assumption, modification and origination fees and certain fees for pandemic-related forbearance and modification activities. Special Servicing The per-loan base servicing fee rates for loans purchased with credit deterioration (distressed loans) range from $ 30 per month for current loans up to $ 95 per month for loans in foreclosure proceedings. The base servicing fe",,,,,,1002N1-00333,A_stratified,2024-D07,7,9c2e8363-6a84-4c60-91af-a185150bd939,0001035267-24-000137,0001035267,ISRG,Intuitive Surgical,Health Care,Health Care Equipment,10-Q,2024-04-19,2024,financial_statements,7,512,3408,True,0.11234,0.07935,0.16925,0.19788,0.07259,0.28105,0,0,,"current assets Intangible and other assets, net Equity investments without readily determinable value (Level 2) $ 74.5 $ (3.4) $ 0.2 $ 71.3 $ — $ 71.3 (1)Recorded in interest and other income, net. (2)Other includes foreign currency translation gains/(losses). For the three months ended March 31, 2024, the Company did no t hold any equity investments with readily determinable market values (Level 1). For the three months ended March 31, 2024, the Company recognized a net decrease in fair value of $ 3.4 million, primarily due to impairments of certain equity investments that lack readily determinable market values (Level 2), which was reflected in interest and other income, net. Foreign Currency Derivatives The objective of the Company’s hedging program is to mitigate the impact of changes in currency exchange rates on net cash flow from foreign currency-denominated sales, expenses, intercompany balances, and other monetary assets or liabilities denominated in currencies other than the U.S. dollar (“USD”). The terms of the Company’s derivative contracts are generally thirteen months or shorter. The derivative assets and liabilities are measured using Level 2 fair value inputs. Cash Flow Hedges The Company enters into currency forward contracts as cash flow hedges to hedge certain forecasted revenue transactions denominated in currencies other than the USD, primarily the Euro (“EUR”), the British Pound (“GBP”), the Japanese Yen (“JPY”), the Korean Won (“KRW”), and the New Taiwan Dollar (“TWD”). The Company also enters into currency forward contracts as cash flow hedges to hedge certain forecasted expense transactions denominated in EUR and the Swiss Franc (“CHF”). For these derivatives, the Company reports the unrealized after-tax gain or loss from the hedge as a component of accumulated other comprehensive loss in stockholders’ equity and reclassifies the amount into earnings in the same period in which the hedged transaction affects earnings. The amounts reclassifie",,,,,,1003N1-00334,A_stratified,2024-D07,7,8f3de1ec-8a1f-43f5-af63-39c93815db6c,0000707179-24-000021,0000707179,ONB,OLD NATIONAL BANCORP,Financials,National Commercial Banks,10-Q,2024-10-30,2024,financial_statements,29,512,3498,True,0.08617,0.10294,0.08498,0.14309,0.01943,0.25354,0,0,,"and agency securities $ 244,626 $ — $ — $ — $ 244,626 Total $ 244,626 $ — $ — $ — $ 244,626 NOTE 11 – FEDERAL HOME LOAN BANK ADVANCES The following table summarizes Old National Bank’s FHLB advances: (dollars in thousands) September 30,2024 December 31,2023 FHLB advances (fixed rates2.19% to5.23%and variable rates4.71% to5.24%) maturingOctober 2024 to March 2044 $ 4,475,528 $ 4,300,528 Fair value hedge basis adjustments and unamortizedprepayment fees (4,375) (19,847) Total $ 4,471,153 $ 4,280,681 FHLB advances had weighted-average rates of 3.64 % at September 30, 2024 and 3.45 % at December 31, 2023. FHLB advances are collateralized by designated assets that may include qualifying commercial real estate loans, residential and multifamily mortgages, home equity loans, and certain investment securities. At September 30, 2024, total unamortized prepayment fees related to all FHLB advance debt modifications completed in prior years totaled $ 9.7 million, compared to $ 14.2 million at December 31, 2023. 34 Contractual maturities of FHLB advances at September 30, 2024 were as follows: (dollars in thousands) Due in 2024 $ 150,243 Due in 2025 550,285 Due in 2026 100,000 Due in 2028 650,000 Thereafter 3,025,000 Fair value hedge basis adjustments and unamortized prepayment fees (4,375) Total $ 4,471,153 NOTE 12 – OTHER BORROWINGS The following table summarizes Old National’s other borrowings: (dollars in thousands) September 30,2024 December 31,2023 Old National Bancorp: Subordinated debentures (fixed rate5.88%) maturing September 2026 $ 150,000 $ 150,000 Subordinated debentures (fixed rate5.25%) maturing June 2030 30,000 — Junior subordinated debentures (rates of6.42% to9.09%) maturingJuly 2031 to September 2037 136,643 136,643 Senior unsecured notes (fixed rate4.13%) matured August 2024 — 175,000 Unamortized debt issuance costs related to senior unsecured notes — (91) Other basis adjustments 14,338 18,207 Old National Bank: Finance lease liabilities 33,598 20,955 Subordinat",,,,,,1004N1-00335,A_stratified,2024-D07,7,291b0383-79ff-4e93-bc19-6fa163ec930f,0001493152-24-046022,0001603454,CELC,CELCUITY,Health Care,Services-Medical Laboratories,10-Q,2024-11-14,2024,financial_statements,3,512,3510,True,0.11348,0.06962,0.10868,0.12764,0.02359,0.22725,0,0,,"$ 25,759,887 Supplemental disclosure of cash flow information: Interest paid $ 5,114,145 $ 2,405,441 Supplemental disclosures of non-cash investing and financing activities: Offering and registration statement costs included in accounts payable $ 44,621 $ 13,865 Property and equipment included in accounts payable $ 13,584 $ 12,961 Common stock warrants issued with note payable transaction $ 1,228,911 $ - See accompanying notes to the condensed financial statements 7 CELCUITY INC. NOTES TO CONDENSED FINANCIAL STATEMENTS (unaudited) (For the Three and Nine Months Ended September 30, 2024 and 2023) 1. Organization Nature of Business Celcuity Inc., a Delaware corporation (the “Company”), is a clinical-stage biotechnology company focused on development of targeted therapies for treatment of multiple solid tumor indications. The Company’s lead therapeutic candidate is gedatolisib, a potent pan-PI3K and mTOR inhibitor. Its mechanism of action and pharmacokinetic properties are highly differentiated from other currently approved and investigational therapies that target PI3K or mTOR alone or together. A Phase 3 clinical trial, VIKTORIA-1, evaluating gedatolisib in combination with fulvestrant with or without palbociclib in patients with HR+/HER2- advanced breast cancer is currently enrolling patients. A Phase 1b/2 clinical trial, CELC-G-201, evaluating gedatolisib in combination with darolutamide in patients with metastatic castration resistant prostate cancer, was initiated in the first quarter of 2024 and is currently enrolling patients. A Phase 3 clinical trial, VIKTORIA-2, evaluating gedatolisib plus a CDK4/6 inhibitor and fulvestrant as first-line treatment for patients with HR+/HER2- advanced breast cancer is expected to begin enrolling patients in the second quarter of 2025. The Company was co-founded in 2012 by Brian F. Sullivan and Dr. Lance G. Laing and is based in Minnesota. The Company has not generated any revenues to date. 2. Basis of Presentation, Summary of ",,,,,,1005N1-00336,A_stratified,2024-D07,7,612e110a-e63c-498c-a21d-450d21fa3603,0001140361-24-024653,0000310142,SXT,SENSIENT TECHNOLOGIES,Materials,Industrial Organic Chemicals,10-Q,2024-05-07,2024,financial_statements,8,112,647,False,0.10855,0.07399,0.08636,0.13117,0.02074,0.22160,0,0,,"that liabilities exist and reasonable estimates of loss can be made. While it is not possible to predict the outcome of these matters, based on our assessment of the facts and circumstances now known, we do not believe that these matters, individually or in the aggregate, will have a material adverse effect on our financial position. However, actual outcomes may be different from those expected and could have a material effect on our results of operations or cash flows in a particular period. 12. Subsequent Event On April 25, 2024 , the Company announced its quarterly dividend of $ 0.41 per share would be payable on June 3, 2024 . 11 Index",,,,,,1006N1-00337,A_stratified,2024-D07,7,47cd0895-bca4-40be-a912-f51a2c26429f,0001835632-24-000063,0001835632,MRVL,MARVELL TECHNOLOGY,Information Technology,Semiconductors & Related Devices,10-Q,2024-05-31,2024,risk_factors,0,512,3299,True,0.11973,0.06121,0.21516,0.24647,0.06459,0.21624,2,2,,"Factors Investing in our common stock involves a high degree of risk. You should carefully consider the material risks and uncertainties described below and all information contained in this report before you decide to purchase our common stock. Many of these risks and uncertainties are beyond our control, including business cycles and seasonal trends of the computing, infrastructure, semiconductor and related industries and end markets. A manifestation of any of the following risks and uncertainties could, in circumstances we may or may not be able to accurately predict, render us unable to conduct our business as currently planned and materially and adversely affect our reputation, business, prospects, financial condition, cash flows, liquidity and operating results. In addition, the trading price of our common stock could decline due to the occurrence of any of these risks, and you could lose all or part of your investment. It is not possible to predict or identify all such risks and uncertainties; our operations could also be affected by risks or uncertainties that are not presently known to us or that we currently do not consider to present significant risks to our operations. Therefore, you should not consider the following discussion to be a complete statement of all the potential risks or uncertainties that we face. SUMMARY OF FACTORS THAT MAY AFFECT OUR FUTURE RESULTS The following summarizes the principal factors that make an investment in the Company speculative or risky. This summary should be read in conjunction with the remainder of this “Risk Factors” section and should not be relied upon as an exhaustive summary of the material risks facing our business. The occurrence of any of these risks could harm our business, financial condition, results of operations and/or growth prospects or cause our actual results to differ materially from those contained in forward-looking statements we have made in this report and those we may make from time to time. You",,,,,,1007N1-00338,A_stratified,2024-D07,7,ce7d3340-f92b-4715-bece-d1fe3440eced,0001628280-24-015134,0001835856,BETR,BETTER HOME FINANCE HOLDING CLASS,Financials,Loan Brokers,10-K,2024-04-08,2024,financial_statements,5,512,3412,True,0.11381,0.06655,0.07635,0.20145,0.01797,0.21007,0,0,,"2022 Cash and cash equivalents, end of period $ 503,591 $ 317,959 Restricted cash, end of period 24,475 28,106 Total cash, cash equivalents and restricted cash end of period $ 528,066 $ 346,065 Supplemental Disclosure of Cash Flow Information: Interest paid $ 12,044 $ 13,069 Income taxes (refunded) paid $ (8,451) $ 1,828 Non-Cash Investing and Financing Activities: Assumption private placement and public warrants $ 1,276 $ — India office lease termination $ 2,518 $ — Recognition of derivative liability related to earnout $ 548 $ — Capitalization of stock-based compensation related to internal use software $ 4,123 $ 4,051 Vesting of stock options early exercised in prior periods $ 2,781 $ 16,383 Vesting of common stock issued via notes receivable from stockholders $ 3,561 $ 14,592 Acquisition earnout $ 3,430 $ — Forgiveness of notes receivable from stockholders $ 46,700 $ — The accompanying notes are an integral part of these consolidated financial statements. 107 Table of Contents BETTER HOME & FINANCE HOLDING COMPANY AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. Organization and Nature of the Business Better Home & Finance Holding Company, formerly known as Aurora Acquisition Corp. (“Aurora”), together with its subsidiaries (collectively, the “Company”), provides a comprehensive set of homeownership offerings in the United States while expanding in the United Kingdom. The Company’s offerings include mortgage loans, real estate agent services, title and homeowner’s insurance, and other homeownership offerings, such as the Company’s cash offer program. The Company leverages Tinman, its proprietary technology platform, to optimize the mortgage process from the initial application, to the integration of a suite of additional homeownership offerings, to the sale of loans to a network of loan purchasers. Mortgage loans originated within the United States are through the Company’s wholly-owned subsidiary Better Mortgage Corporation (“BMC”). BMC is an appr",,,,,,1008N1-00339,A_stratified,2024-D07,7,25a6a3d4-c131-4e3d-b562-4dd95ed14777,0001795815-24-000014,0001795815,BCAL,CALIFORNIA BANCORP,Financials,National Commercial Banks,10-Q,2024-08-12,2024,md_and_a,19,512,2954,True,0.07479,0.10480,0.09423,0.06663,0.06686,0.18848,0,0,,"sale of $6.3 million in SBA 7(a) loans in the prior quarter. Servicing and related income on loans was an expense of $5 thousand during the three months ended June 30, 2024, compared to an income of $73 thousand for the prior quarter. The $78 thousand decrease was primarily due to higher accelerated amortization of servicing asset from higher than anticipated loan payoffs. Other charges and fees increased $220 thousand to $359 thousand for the three months ended June 30, 2024. The increase was primarily due to higher income from equity investments of $133 thousand and higher wire fee income. There was no income from equity investments in the prior quarter. Three Months Ended June 30, 2024 Compared to Three Months Ended June 30, 2023 Total noninterest income during the three months ended June 30, 2024 was $1.2 million, an increase of $73 thousand compared to total noninterest income of $1.1 million for the same 2023 period. The increase was due primarily to higher deposit-related fees and higher other charges and fees, partially offset by lower gain on sale of loans. 67 Table of Contents There was no gain on sale of loans during the three months ended June 30, 2024, compared to a gain of $77 thousand for the same 2023 period. There were no SBA 7(a) loan sales during the three months ended June 30, 2024, compared to two SBA loans sold with a net carrying value of $1.0 million, resulting in a gain of $77 thousand, at an average premium of 7.71% during the three months ended June 30, 2023. Service charges and fees on deposit accounts was $378 thousand, an increase of $45 thousand, compared to $333 thousand for the same 2023 period. The increase was primarily due to higher analysis charges for certain deposit accounts. Other charges and fees during the three months ended June 30, 2024 was $359 thousand, an increase of $223 thousand compared to $136 thousand for the same 2023 period. The increase was due primarily to a higher income on equity investments and higher OREO i",,,,,,1009N1-00340,A_stratified,2024-D07,7,e5df8be1-8e6d-4c1d-9778-10b049fb69a7,0000888491-24-000036,0000888491,OHI,OMEGA HEALTHCARE INVESTORS REIT,Real Estate,Real Estate Investment Trusts,10-Q,2024-08-02,2024,financial_statements,32,512,2968,True,0.09556,0.08219,0.03006,0.05842,0.03012,0.18576,0,0,,"$ 4,214 ​ Accumulated amortization ​ (3,561) (3,532) ​ Net above market leases ​ $ 653 ​ $ 682 ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: ​ ​ ​ ​ Below market leases ​ $ 48,791 ​ $ 48,791 ​ Accumulated amortization ​ (38,269) (37,177) ​ Net below market leases ​ $ 10,522 ​ $ 11,614 ​ ​ Above market leases, net of accumulated amortization, are included in other assets on our Consolidated Balance Sheets. Below market leases, net of accumulated amortization, are included in accrued expenses and other liabilities on our Consolidated Balance Sheets. The net amortization related to the above and below market leases is included in our Consolidated Statements of Operations as an adjustment to rental income. For the three months ended June 30, 2024 and 2023, our net amortization related to intangibles was $ 0.6 million and $ 0.7 million, respectively. For the six months ended June 30, 2024 and 2023, our net amortization related to intangibles was $ 1.1 million and $ 6.8 million, respectively. The estimated net amortization related to these intangibles for the remainder of 2024 and the next four years is as follows: remainder of 2024 – $ 1.1 million; 2025 – $ 2.1 million; 2026 – $ 1.8 million; 2027 – $ 1.5 million and 2028 – $ 0.9 million. As of June 30, 2024, the weighted average remaining amortization period of above market lease assets is 13 years and below market lease liabilities is seven years . ​ NOTE 11 – CONCENTRATION OF RISK As of June 30, 2024, our portfolio of real estate investments (including properties associated with mortgages, direct financing leases, assets held for sale and consolidated joint ventures) consisted of 928 healthcare facilities, located in 42 states and the U.K. and operated by 79 third-party operators. Our investment in these facilities, net of impairments and allowances, totaled $ 9.4 billion at June 30, 2024, with 97 % of our real estate investments related to long-term healthcare facilities. Our portfolio is made up of (i) 588 SNFs, 221 ALFs, 19 ILFs, ",,,,,,1010N1-00341,A_stratified,2024-D08,8,f2dc5e3a-0f30-4150-9fc4-2c72aa8d999b,0001286139-24-000117,0001286139,LZ,LEGALZOOM COM,Industrials,Services-Computer Processing & Data Preparation,10-Q,2024-11-06,2024,risk_factors,26,512,3366,True,0.16631,0.09552,0.19021,0.28012,0.13081,0.74753,0,0,,"plans. The scope of the state and federal laws and regulations to which we are subject are often vague and broad, and their applications and interpretations are often uncertain and conflicting. Compliance with these disparate laws and regulations requires us to structure our business and services differently in certain jurisdictions. Additionally, these laws and regulations are evolving, and challenges to, changes in, or new interpretations of, such laws could require us to significantly change the ways we currently structure our business and services. For instance, in March 2024 the U.S. District Court for the Northern District of Alabama declared the Corporate Transparency Act, or the CTA, unconstitutional. While this ruling has since been appealed, the future of the CTA and its mandate to file beneficial ownership information with the Financial Crimes Enforcement Network, as well as our Beneficial Ownership Information Report, remains uncertain and could continue to remain uncertain during the pendency of the litigation. The laws and regulations to which we are subject could also make it more difficult for us to convert our transactional customers to subscribers or attract new subscribers to grow our subscription services. We dedicate significant management time and expense to dealing with these issues and we expect that these issues will continue to be a significant focus as we expand into other services and jurisdictions. In addition, any failure or perceived failure by us to comply with applicable laws and regulations may subject us to regulatory inquiries, claims, suits and prosecutions. We have also incurred in the past, and expect to incur in the future, costs associated with responding to, defending, resolving, and/or settling proceedings, particularly those related to UPL, competitor claims and the provision of our services more generally. We can give no assurance that we will prevail in such regulatory inquiries, claims, suits and prosecutions on commerc",,,,,,1011N1-00342,A_stratified,2024-D08,8,cc14bd83-0223-44cf-aa83-994b82e8d1be,0000950170-24-057132,0001874071,PDLB,PONCE FINANCIAL GROUP INC,Financials,"Savings Institution, Federally Chartered",10-Q,2024-05-09,2024,financial_statements,18,512,3173,True,0.10524,0.15906,0.04712,0.11430,0.03892,0.73708,0,0,,"(Dollars in thousands) Lease Cost Operating lease cost Occupancy and equipment $ 1,026 $ 1,015 Operating lease cost Other operating expenses 3 4 Short-term lease cost Other operating expenses 5 6 Variable lease cost Occupancy and equipment 39 31 Total lease cost $ 1,073 $ 1,056 The Company’s minimum annual rental payments under the terms of the leases are as follows at March 31, 2024: Minimum Rental Years ended December 31: (in thousands) Remainder of 2024 $ 2,912 2025 3,818 2026 3,668 2027 3,537 2028 3,594 Thereafter 25,474 Total Minimum payments required 43,003 Less: implied interest 10,517 Present value of lease liabilities $ 32,486 Note 7. Deposits Deposits at March 31, 2024 and December 31, 2023 are summarized as follows: March 31, December 31, 2024 2023 (in thousands) Demand(1) $ 191,541 $ 185,151 Interest-bearing deposits: NOW/IOLA accounts(1) 73,202 77,909 Money market accounts 482,344 432,735 Reciprocal deposits 97,718 96,860 Savings accounts 112,713 114,139 Total NOW, money market, reciprocal and savings 765,977 721,643 Certificates of deposit of $250K or more 146,296 132,153 Brokered certificates of deposits(2) 94,689 98,729 Listing service deposits(2) 12,688 14,433 Certificates of deposit less than $250K 374,593 355,511 Total certificates of deposit 628,266 600,826 Total interest-bearing deposits 1,394,243 1,322,469 Total deposits $ 1,585,784 $ 1,507,620 20 Table of Contents Ponce Financial Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) (1) A s of December 31, 2023, $ 58.2 million were reclassified from demand to NOW/IOLA accounts. (2) A s of March 31, 2024 and December 31, 2023, there were $ 1.5 million and $ 0.3 million, respectively, in individual listing service deposits amounting to $ 250,000 or more. All brokered certificates of deposit individually amounted to less than $ 250,000 . At March 31, 2024 scheduled maturities of certificates of deposit were as follows: (in thousands) 2024 $ 406,857 2025 127,741 2026 ",,,,,,1012N1-00343,A_stratified,2024-D08,8,0ec97a5b-dbd8-4bcc-a096-f6599518ca50,0001506293-24-000018,0001506293,PINS,PINTEREST CLASS A,Communication Services,"Services-Computer Programming, Data Processing, Etc.",10-K,2024-02-08,2024,md_and_a,9,512,3283,True,0.09847,0.16159,0.09320,0.16897,0.05834,0.70743,0,0,,"net income (loss) after adjusting reconciling items offset by an increase in collections of accounts receivable. Investing activities Cash flows from investing activities consist of capital expenditures for improvements to new and existing office spaces and acquisitions of businesses. We also actively manage our operating cash and cash equivalent balances and invest excess cash in short-duration marketable securities, the sales and maturities of which we use to fund our ongoing working capital requirements. Net cash used in investing activities decreased by $91.3 million for the year ended December 31, 2023 compared to the year ended December 31, 2022 due to the acquisition of The Yes in the second quarter of 2022, and a decrease in purchases of property and equipment and intangible assets, offset by an increase in net purchases of marketable securities. Financing activities Cash flows from financing activities consist of tax remittances on release of RSUs and RSAs, repurchases of our Class A common stock and proceeds from the exercise of stock options. Net cash used in financing activities increased by $677.8 million for the year ended December 31, 2023 compared to the year ended December 31, 2022 primarily due to the $500.0 million repurchase of Class A common stock during the year ended December 31, 2023, as well as our transition to net settling the tax remittances on release of RSUs and RSAs in the second quarter of 2022. Critical accounting policies and estimates We prepare our consolidated financial statements in accordance with GAAP. Preparing our consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses as well as related disclosures. Because these estimates and judgments may change from period to period, actual results could differ materially, which may negatively affect our financial condition or results of operations. We base our estimates and judgments on h",,,,,,1013N1-00344,A_stratified,2024-D08,8,84253eec-154a-4142-8bd0-5beaa5078e61,0001281761-24-000010,0001281761,RF,Regions Financial Corporation,Financials,Regional Banks,10-K,2024-02-23,2024,risk_factors,35,512,3486,True,0.17659,0.07670,0.25565,0.36132,0.30853,0.69798,0,0,,"limitations on compensation as we do. The increase in remote work arrangements and opportunities in regional, national and global labor markets has also increased competition to attract and retain skilled personnel. Our current or future approach to in-office and remote-work arrangements may not meet the needs or expectations of our current or prospective employees or may not be perceived as favorable as the arrangements offered by other employers, which could adversely affect our ability to attract and retain employees. Our operations rely on its ability, and the ability of key external parties, to maintain appropriately staffed workforces, and on the competence, trustworthiness, health and safety of employees. Our ability to operate our businesses efficiently and profitably, to offer products and services that meet the expectations of our clients and customers, and to maintain an effective risk management framework is highly dependent on our ability to staff its operations appropriately and on the competence, integrity, health and safety of our employees. We are similarly dependent on the workforces of other parties on which our operations rely, including vendors and other service providers. Our businesses could be materially and adversely affected by the ineffective implementation of business decisions; any failure to institute controls that appropriately address risks associated with business activities; or appropriately train employees with respect to those risks and controls; staffing shortages, particularly in tight labor markets. In addition, our business could be adversely impacted by a significant operational breakdown or failure, theft, fraud or other unlawful conduct or other negative outcomes caused by human error or misconduct by an employee of us or of another party on which our operations depend. Our operations could also be impaired if the measures taken by us or by governmental authorities to help ensure the health and safety of our employees are i",,,,,,1014N1-00345,A_stratified,2024-D08,8,db784455-c360-49f4-bf55-b87fdcde2f8f,0000885550-24-000092,0000885550,CACC,CREDIT ACCEPTANCE CORP,Financials,Personal Credit Institutions,10-Q,2024-07-31,2024,financial_statements,31,512,3160,True,0.12812,0.12016,0.04156,0.15263,0.12929,0.64557,0,0,,"(6) Represents the revolving maturity date. The Company has the option to redeem and retire the indebtedness after the revolving maturity date. If we do not elect this option, the outstanding balance will amortize based on the cash flows of the pledged assets . Additional information related to the amounts outstanding on each facility is as follows: (In millions) For the Three Months EndedJune 30, For the Six Months EndedJune 30, 2024 2023 2024 2023 Revolving Secured Lines of Credit Maximum outstanding principal balance $ 342.0 $ 355.5 $ 342.0 $ 355.5 Average outstanding principal balance 212.0 162.5 189.4 142.9 Warehouse Facility II Maximum outstanding principal balance 251.0 201.0 251.0 201.0 Average outstanding principal balance 142.0 59.6 135.1 39.4 Warehouse Facility IV Maximum outstanding principal balance — — — — Average outstanding principal balance — — — — Warehouse Facility V Maximum outstanding principal balance 100.0 — 100.0 — Average outstanding principal balance 23.1 — 11.5 — Warehouse Facility VI Maximum outstanding principal balance 60.0 — 60.0 — Average outstanding principal balance 55.4 — 42.5 — Warehouse Facility VIII Maximum outstanding principal balance 100.0 — 100.0 — Average outstanding principal balance 47.3 — 39.0 — 32 Table of Contents NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (CONTINUED) (UNAUDITED) (Dollars in millions) As of June 30, 2024 December 31, 2023 Revolving Secured Lines of Credit Principal balance outstanding $ 84.3 $ 79.2 Amount available for borrowing (1) 325.7 330.8 Interest rate 7.32 % 7.33 % Warehouse Facility II Principal balance outstanding $ — $ — Amount available for borrowing (1) 400.0 400.0 Loans pledged as collateral — — Restricted cash and cash equivalents pledged as collateral 2.6 1.0 Interest rate — % — % Warehouse Facility IV Principal balance outstanding $ — $ — Amount available for borrowing (1) 300.0 300.0 Loans pledged as collateral — — Restricted cash and cash equivalents pledged as collateral 1.0 1.5 In",,,,,,1015N1-00346,A_stratified,2024-D08,8,f9df7960-7a30-4747-82fe-777e33e24ec0,0000950170-24-031156,0001768224,ARCT,ARCTURUS THERAPEUTICS HOLDINGS INC,Health Care,Pharmaceutical Preparations,10-K,2024-03-14,2024,md_and_a,8,512,3474,True,0.12741,0.12080,0.01413,0.15125,0.09514,0.64483,0,0,,"primarily of salaries and related benefits for our executive, administrative and accounting functions and professional service fees for legal and accounting services as well as other general and administrative expenses. General and administrative expenses were $52.9 million and $46.1 million for the year ended December 31, 2023 and 2022, respectively. These increases in expenses resulted primarily from increased personnel expenses due to increased headcount and salaries, increased travel and consulting expenses as well as increased rent expense 87 associated with the new facility. We expect that general and administrative expenses will remain consistent during the next twelve months. Finance income (expense), net Year Ended December 31, (in thousands) 2023 2022 Interest income $ 17,359 $ 2,581 Interest expense (767 ) (3,001 ) Total $ 16,592 $ (420 ) Interest income is generated on cash and cash equivalents. The increase in interest income from 2022 to 2023 was the result of higher interest rates during the year ended 2023 and an increase in cash due to large amounts received under the CSL Seqirus agreement during the fourth quarter of 2022. Interest expense decreased during the year ended 2023 as compared to the year ended 2022 as no interest expense was incurred subsequent to the first quarter of 2023. This was a result of the extinguishment of the Western Alliance loan and forgiveness of the Singapore Loan. Critical Accounting Policies and Estimates We prepare our consolidated financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”). As such, we make certain estimates, judgments and assumptions that we believe are reasonable, based upon information available to us. These judgments involve making estimates about the effect of matters that are inherently uncertain and may significantly impact our results of operations and financial condition. We describe our significant accounting policies more fully in Note",,,,,,1016N1-00347,A_stratified,2024-D08,8,a5a5f54f-abbd-41db-a282-f6eae1192912,0001880661-24-000013,0001880661,TPG,TPG INC CLASS A,Financials,Investment Advice,10-K,2024-02-23,2024,risk_factors,17,512,3198,True,0.10555,0.14353,0.08972,0.08136,-0.00627,0.64099,0,0,,"revenue, earnings and cash flow are highly variable, which could cause volatility in the price of our Class A common stock. The portion of our revenues, earnings and cash flow we derive from performance allocations is highly variable and can vary significantly from quarter to quarter and year to year. The timing of performance allocations generated by our funds is uncertain and will contribute to the volatility of our results. It takes a substantial period of time to identify attractive investment opportunities, to raise the necessary funds and then to realize the investment through a sale, public offering, recapitalization or other exit. Even if an investment proves to be profitable, it may be several years before we realize any profits in cash or other proceeds. We cannot predict when, or if, any realization of an investment will occur. Generally, with respect to our private equity and credit distributions, although we recognize performance allocations on an accrual basis, we receive performance allocation payments (i) from our historical TPG funds, only upon disposition of an investment by the relevant fund and (ii) from our TPG Angelo Gordon funds, only after the respective fund’s investors have received their capital contributions in the fund and certain preferred returns, in each case contributing to the volatility of our cash flow. If our funds were to have a realization event in a particular quarter or year, it may have a significant impact on our results for that particular quarter or year that may not be replicated in subsequent periods. We recognize revenue on investments in our funds based on our allocable share of realized and unrealized gains (or losses) reported by such funds, and a decline in realized or unrealized gains, or an increase in realized or unrealized losses, would adversely affect our revenue, which could further increase the volatility of our results. The timing and receipt of performance allocations also vary with the life cycle of cert",,,,,,1017N1-00348,A_stratified,2024-D08,8,91222d32-4bce-4710-9f93-7c1997475c55,0001647639-24-000038,0001647639,UPST,UPSTART HOLDINGS,Financials,Finance Services,10-Q,2024-08-07,2024,financial_statements,36,512,3130,True,0.15841,0.08419,0.13228,0.18854,0.22054,0.62254,0,0,,"from $ 75.0 million to $ 150.0 million. All other key terms of the agreement remain the same. On June 14, 2024, the waiver for breach of certain covenants under the Upstart Auto Warehouse Trust facility expired. On June 7, 2024, prior to the expiration, Upstart Auto Warehouse Trust amended its credit agreement to extend the maturity date to December 14, 2025. The amortization period began on June 14, 2024 and accordingly, Upstart Auto Warehouse Trust may no longer draw on the facility and all collections that represent repayment of loans pledged as collateral under the facility are applied to reduce the outstanding balance. As of June 30, 2024, the facility was in compliance with all applicable covenants. On June 28, 2024, Upstart Auto Warehouse Trust 2 entered into a warehouse credit facility for auto loans, and Upstart Small Dollar Loan Trust entered into a warehouse credit facility for small dollar loans. These warehouse credit facilities are secured by a lien and security interest in the auto or small dollar loans, as applicable, the purchases of which are financed by the borrowings. Each of Upstart Auto Warehouse Trust 2 and Upstart Small Dollar Loan Trust may borrow up to the capacity until the facility termination date, and must pay all outstanding amount by the maturity date, under its respective warehouse credit facility. Convertible Senior Notes On August 20, 2021, the Company issued $ 661.3 million aggregate principal amount of 0.25 % convertible senior notes due 2026 (“Notes”) pursuant to an indenture (the “Indenture”), (including the exercise in full of the initial purchasers’ option of an additional $ 86.3 million aggregate principal of additional notes) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The net proceeds from the sale of the Notes were $ 645.5 million after deducting debt issuance costs. The Notes represent senior unsecured obligations of the Company and bear int",,,,,,1018N1-00349,A_stratified,2024-D08,8,78a6b088-0105-4791-9283-209aa26c0792,0000092380-24-000111,0000092380,LUV,Southwest Airlines,Industrials,Passenger Airlines,10-Q,2024-07-29,2024,quantitative_disclosures,1,314,2059,True,0.12932,0.10984,0.13755,0.23745,0.07885,0.58846,0,0,,"commodities, such as WTI crude oil, Brent crude oil, and refined products, such as heating oil and unleaded gasoline, can be useful in decreasing its exposure to jet fuel price volatility. Financial Market Risk The Company currently has agreements with organizations that process credit card transactions arising from purchases of air travel tickets by its Customers utilizing American Express, Discover, and MasterCard/VISA. Credit card processors have financial risk associated with tickets purchased for travel because the processor generally forwards the cash related to the purchase to the Company soon after the purchase is completed, but the air travel generally occurs after that time; therefore, the processor will have liability if the Company does not ultimately provide the air travel. Under these processing agreements, and based on specified conditions, increasing amounts of cash reserves could be required to be posted with the counterparty. There was no cash reserved for this purpose as of June 30, 2024. 53 Table of Contents A majority of the Company’s sales transactions are processed by Chase Paymentech. Should chargebacks processed by Chase Paymentech reach a certain level, proceeds from advance ticket sales could be held back and used to establish a reserve account to cover such chargebacks and any other disputed charges that might occur. Additionally, cash reserves are required to be established if the Company’s credit rating falls to specified levels below investment grade. Cash reserve requirements are based on the Company’s public debt rating and a corresponding percentage of the Company’s Air traffic liability. As of June 30, 2024, no holdbacks were in place. See Item 7A ""Quantitative and Qualitative Disclosures About Market Risk"" in the Company's Annual Report on Form 10-K for the year ended December 31, 2023, for further information about market risk, and Note 3 to the unaudited Condensed Consolidated Financial Statements in this Form 10-Q for further i",,,,,,1019N1-00350,A_stratified,2024-D08,8,a4e269af-13e8-4d0c-b925-8fb4de90b5e9,0001437749-24-017037,0001583648,PVLA,PALVELLA THERAPEUTICS INC,Health Care,Pharmaceutical Preparations,10-Q,2024-05-15,2024,md_and_a,8,512,3101,True,0.12168,0.11551,0.10611,0.11301,0.06837,0.57269,0,0,,"at 5:00 p.m. Eastern Time on April 22, 2024, we effected a 1-for-80 reverse stock split of our common stock. All references to shares of common stock outstanding, average number of shares outstanding and per share amounts in this Quarterly Report on Form 10-Q have been restated to reflect the reverse stock split on a retroactive basis. In August 2021, we established the ATM Program under a sales agreement with Jefferies LLC, pursuant to which we may offer and sell shares of our common stock, from time to time, up to an aggregate amount of gross sales proceeds of $50.0 million. In November 2022, the sales agreement was amended to provide for an increase in the aggregate offering amount, such that under the ATM Program, as amended, we may offer and sell shares of our common stock, from time to time, up to an aggregate amount of gross sales proceeds of $75.0 million. The ATM Program, as amended, is offered under a shelf registration statement on Form S-3 that was filed with and declared effective by the SEC in August 2021. For the three months ended March 31, 2024, we did not sell any shares under the ATM Program. We are currently subject to the SEC general instructions of Form S-3 known as the “baby shelf rules.” Under these instructions, the amount of funds we can raise through primary public offerings of securities in any 12-month period using our registration statement on Form S-3 is limited to one-third of the aggregate market value of the shares of our common stock held by non-affiliates. Therefore, we will be limited in the amount of proceeds we are able to raise by selling shares of our common stock using our Form S-3, including under the ATM Program, until such time as our public float exceeds $75 million. We have historically devoted substantially all of our financial resources and efforts to research and development and general and administrative expenses to support such research and development. We expect cash necessary to fund operations will continue to d",,,,,,1020N1-00351,A_stratified,2024-D08,8,3470fe68-ae6a-40b7-822f-c62d203ed2fc,0001964738-24-000044,0001964738,SOLV,Solventum,Health Care,Health Care Technology,10-Q,2024-11-08,2024,financial_statements,25,512,3340,True,0.12632,0.10995,0.08778,0.12282,0.11828,0.56883,0,0,,"respectively, for the nine months ended September 30, 2024. Cost of sales related to purchases from 3M under the master supply agreements was $ 68 million for the three and nine months ended September 30, 2024. Related Party Transactions The Company had the following transactions with 3M and its affiliates, primarily in connection with the Transition Services Agreement, Transition Distribution Services Agreement, Transition Contract Manufacturing Agreements and Master Supply Agreements, reported on the Company’s condensed consolidated and combined financial statements: Three months ended September 30, Nine months ended September 30, (Amounts in millions) 2024 2023 2024 2023 Net sales of product $ 17 $ — $ 27 $ — Cost of product 171 — 201 — Selling, general and administrative expenses 63 — 135 — Research and development expenses 2 — 5 — Current amounts due from and due to 3M under various agreements described above are recognized within the “Due from related parties” and “Due to related parties”, as applicable, in the condensed consolidated and combined financial statements. Non-current amounts due to 3M in connection with the transition distribution services agreement were approximately $ 72 million at September 30, 2024 and were recognized in “Other liabilities” in the consolidated balance sheet. Net Parent Investment Net transfers to 3M are included within Net parent investment in the condensed consolidated and combined statements of changes in equity and within financing activities in the condensed consolidated and combined statements of cash flows and represent the net effect of transactions between the Company and 3M. The reconciliation of net transfers to 3M between the condensed consolidated and combined changes in equity and the condensed consolidated and combined statements of cash flows are as follows: Three months ended September 30, Nine months ended September 30, (Millions) 2024 2023 2024 2023 Net transfers to 3M on the condensed consolidated and combin",,,,,,1021N1-00352,A_stratified,2024-D08,8,794dc96d-bc9b-4166-96cc-7370eb664111,0001334036-24-000096,0001334036,CROX,CROCS,Consumer Discretionary,Rubber & Plastics Footwear,10-Q,2024-05-07,2024,financial_statements,15,209,1358,False,0.16889,0.06407,0.15258,0.11292,0.11196,0.56611,0,0,,"the period following the consummation of the HEYDUDE acquisition, as we have grown the brand and staffed and developed our leadership team at HEYDUDE. In the fourth quarter of 2023, to reflect changes in the way management evaluates performance, makes operating decisions, and allocates resources, we updated our reportable operating segments to be (i) Crocs Brand and (ii) HEYDUDE Brand. Our ‘North America,’ ‘Asia Pacific,’ and ‘EMEALA’ segments as well as revenues and expenses related to Crocs ‘Brand corporate’ have been consolidated to the ‘Crocs Brand.’ As a result of these changes, the previously reported amounts for revenues, income from operations, and depreciation and amortization for the three months ended March 31, 2023 have been recast to conform to current period presentation. (2) In the first quarter of 2024, to reflect a change in the way management evaluates segment performance, makes operating decisions, and allocates resources, we made changes to segment profitability related to certain foreign currency amounts impacting cost of sales. These amounts have shifted costs or benefits that were previously presented in each of our reportable segments to ‘Enterprise corporate.’ We believe that the impact of these changes on prior periods is insignificant to each segment and thus have not recast prior periods. 18 Table of Contents",,,,,,1022N1-00353,A_stratified,2024-D08,8,a7bfee9c-1a64-4ab5-8c2a-7689aef8a384,0001489393-24-000012,0001489393,LYB,LyondellBasell,Materials,Specialty Chemicals,10-K,2024-02-22,2024,financial_statements,37,512,3471,True,0.14872,0.07590,0.11385,0.09026,0.10060,0.50475,0,0,,"1,150 1,150 2024 to 2027 Not designated 555 396 2024 to 2025 99 Table of Contents LYONDELLBASELL INDUSTRIES N.V. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued) Impact on Earnings and Other Comprehensive Income (loss)— The following tables summarize the pre-tax effect of derivative and non-derivative instruments recorded in Accumulated other comprehensive loss (“AOCI”), the gains (losses) reclassified from AOCI to earnings and additional gains (losses) recognized directly in earnings: Effect of Derivative Instruments Year Ended December 31, 2023 Balance Sheet Income Statement Millions of dollars Gain (Loss)Recognizedin AOCI Gain (Loss)Reclassified from AOCI to Income AdditionalGain (Loss)Recognizedin Income Income StatementClassification Derivatives designated as hedges: Commodities $ (2) $ — $ — Sales and other operating revenues Commodities (157) 33 — Cost of sales Foreign currency (142) 31 70 Interest expense Interest rates 17 5 (20) Interest expense Derivatives not designated as hedges: Commodities — — 188 Sales and other operating revenues Commodities — — (130) Cost of sales Foreign currency — — (29) Other (expense) income, net Total $ (284) $ 69 $ 79 Year Ended December 31, 2022 Balance Sheet Income Statement Millions of dollars Gain (Loss)Recognizedin AOCI Gain (Loss)Reclassified from AOCI to Income AdditionalGain (Loss)Recognizedin Income Income StatementClassification Derivatives designated as hedges: Commodities $ 21 $ (59) $ — Cost of sales Foreign currency 308 (75) 69 Interest expense Interest rates 296 6 (227) Interest expense Derivatives not designated as hedges: Commodities — — 72 Sales and other operating revenues Commodities — — (22) Cost of sales Foreign currency — — (60) Other (expense) income, net Total $ 625 $ (128) $ (168) 100 Table of Contents LYONDELLBASELL INDUSTRIES N.V. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued) Year Ended December 31, 2021 Balance Sheet Income Statement Millions of dollars Gain (Loss)Recognizedi",,,,,,1023N1-00354,A_stratified,2024-D08,8,320a34ef-db1e-4926-ac86-0cea8ad7877b,0001097149-24-000011,0001097149,ALGN,Align Technology,Health Care,Health Care Supplies,10-K,2024-02-28,2024,financial_statements,33,512,3056,True,0.07721,0.15062,0.08860,0.14055,0.00254,0.49459,0,0,,"our stock price relative to the performance of a stock market index over the vesting period. MSUs vest over a period of three years and the maximum number eligible to vest in the future is 250 % of the MSUs initially granted. The following table summarizes MSU activity for the year ended December 31, 2023: Number of SharesUnderlying MSUs(in thousands) Weighted Average Grant Date Fair Value Weighted AverageRemainingContractual Term(in years) AggregateIntrinsic Value(in thousands) Unvested as of December 31, 2022 144 $ 725.73 Granted 82 629.53 Vested and released (25) 392.67 Forfeited (43) 423.87 Unvested as of December 31, 2023 158 $ 811.06 1.4 $ 43,197 The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (calculated by multiplying our closing stock price on the last trading day of 2023 by the number of unvested MSUs) that would have been received by the unit holders had all MSUs been vested and released as of the last trading day of 2023. This amount will fluctuate based on the fair 81 market value of our stock. During 2023, of the 24,578 shares vested and released, 10,480 shares were withheld for employee statutory tax obligations, resulting in a net issuance of 14,098 shares. The total fair value of MSUs vested as of their respective vesting dates during 2023, 2022 and 2021 was $ 7.8 million, $ 64.0 million and $ 135.6 million, respectively. As of December 31, 2023, we expect to recognize $ 47.5 million of total unamortized compensation costs, net of estimated forfeitures, related to MSUs over a weighted average period of 1.4 years. The fair value of MSUs is estimated at the grant date using a Monte Carlo simulation that includes factors for market conditions. The weighted average assumptions used in the Monte Carlo simulation were as follows: Year Ended December 31, 2023 2022 2021 Expected term (in years) 3.0 3.0 3.0 Expected volatility 59.1 % 53.8 % 56.3 % Risk-free interest rate 4.3 % 1.7 % 0.2 % Expected dividends — — —",,,,,,1024N1-00355,A_stratified,2024-D08,8,23496e93-6ed3-4667-a7ad-d9dc83a9c736,0000950170-24-076303,0000718937,STAA,STAAR SURGICAL,Health Care,Ophthalmic Goods,8-K,2024-06-21,2024,full_body,1,431,2771,True,0.14391,0.07862,0.06762,0.17058,0.02265,0.48948,0,0,,"are qualified in their entirety by reference to the Plan, a copy of which is filed as Exhibit 10.1 to this current report, and the Plan Amendment, a copy of which is filed as Exhibit 10.2 to this current report. Item 5.07 Submission of Matters to a Vote of Security Holders. At the 2024 Annual Meeting, the Company’s shareholders voted upon four proposals (the “Proposals”), as described in the 2024 Proxy Statement. The final results for the votes cast with respect to each Proposal are set forth below. As of April 22, 2024, the record date for the 2024 Annual Meeting, there were 49,131,110 outstanding shares of the Company's common stock. At the 2024 Annual Meeting, a quorum of 43,486,016 shares of the Company’s common stock were represented in person or by proxy. Proposal 1: To elect seven directors to serve for a term of office expiring at the Company's 2025 Annual Meeting of Shareholders or until their successors are duly elected and qualified: Number of Shares For Withheld Broker Non-Votes Arthur C. Butcher 40,801,419 120,227 2,564,370 Stephen C. Farrell 40,744,637 177,009 2,564,370 Thomas G. Frinzi 40,366,231 555,415 2,564,370 Wei Jiang 40,745,548 176,098 2,564,370 Aimee S. Weisner 40,076,353 845,293 2,564,370 Elizabeth Yeu, MD 40,662,947 258,699 2,564,370 Lilian Zhou 40,858,097 63,549 2,564,370 Proposal 2: To approve Amendment No. 1 to the Company’s Amended and Restated Omnibus Equity Incentive Plan, which increases the number of shares of Company common stock that are reserved for issuance under the plan by 2.6 million shares: Number of Shares For Against Abstain Broker Non-Votes 39,142,246 1,756,919 22,481 2,564,370 Proposal 3 : To ratify the appointment of BDO USA, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 27, 2024: Number of Shares For Against Abstain Broker Non-Votes 40,034,448 3,434,910 16,658 0 Proposal 4 : To approve, on a non-binding advisory basis, the compensation of the Company’s named exec",,,,,,1025N1-00356,A_stratified,2024-D08,8,45cbde85-7838-4970-bbd7-15fa969121a1,0000950170-24-056304,0001816736,IRON,DISC MEDICINE,Health Care,Pharmaceutical Preparations,10-Q,2024-05-09,2024,risk_factors,69,512,3327,True,0.15198,0.06977,0.31665,0.15031,0.08023,0.48800,0,0,,"intend to challenge the patent. We cannot predict which, if any, patents in our current portfolio or patents we may obtain in the future will be eligible for listing in the Orange Book, how any generic competitor would address such patents, whether we would sue on any such patents or the outcome of any such suit. We may not be successful in securing or maintaining proprietary patent protection for products and technologies we develop or licenses, despite expending a significant amount of resources that could have been focused on other areas of our business. Moreover, if any of our owned or in-licensed patents that are listed in the Orange Book are successfully challenged by way of a Paragraph IV certification and subsequent litigation, the affected product could immediately face generic competition and our sales would likely decline rapidly and materially. If approved, our investigational products regulated as biologics may face competition from biosimilars or interchangeable products approved through an abbreviated regulatory pathway. The Biologics Price Competition and Innovation Act of 2009, or BPCIA, created an abbreviated approval pathway for biologic products that are biosimilar to or interchangeable with an FDA-licensed reference biologic product. Under the BPCIA, an application for a biosimilar or interchangeable product may not be submitted to the FDA until four years following the date that the reference product was first licensed by the FDA. In addition, the approval of a biosimilar or interchangeable product may not be made effective by the FDA until 12 years from the date on which the reference product was first licensed. During this 12-year period of exclusivity, another company may still market a competing version of the reference product if the FDA approves a BLA for the competing product containing the sponsor’s own preclinical data and data from adequate and well-controlled clinical trials to demonstrate the safety, purity, and potency of the other",,,,,,1026N1-00357,A_stratified,2024-D08,8,140218bd-a765-4a72-880b-de11cad28517,0000350894-24-000131,0000350894,SEIC,SEI INVESTMENTS,Financials,"Security Brokers, Dealers & Flotation Companies",10-Q,2024-10-25,2024,financial_statements,11,512,3291,True,0.09111,0.13444,0.11389,0.19729,-0.01567,0.48607,0,0,,"Securities Marketable securities include investments in money market funds and commercial paper classified as cash equivalents, available-for-sale debt securities, investments in SEI-sponsored and non-SEI-sponsored mutual funds, equities, investments in funds sponsored by LSV and securities owned by SIDCO. Cash Equivalents Investments in SEI-sponsored and non-SEI-sponsored money market funds and commercial paper classified as cash equivalents had a fair value of $ 633,780 and $ 565,588 at September 30, 2024 and December 31, 2023, respectively. There were no material unrealized or realized gains or losses from these investments during the nine months ended September 30, 2024 and 2023. Investments in money market funds and commercial paper are Level 1 assets. 15 Available for Sale and Equity Securities Available For Sale and Equity Securities on the accompanying Consolidated Balance Sheets consist of: At September 30, 2024 CostAmount GrossUnrealizedGains GrossUnrealized(Losses) FairValue Available-for-sale debt securities $ 142,718 $ — $ (7,247) $ 135,471 SEI-sponsored mutual funds 32,203 2,144 — 34,347 Equities and other mutual funds 5,418 486 — 5,904 $ 180,339 $ 2,630 $ (7,247) $ 175,722 At December 31, 2023 CostAmount GrossUnrealizedGains GrossUnrealized(Losses) FairValue Available-for-sale debt securities $ 127,681 $ — $ (8,929) $ 118,752 SEI-sponsored mutual funds 30,427 818 (19) 31,226 Equities and other mutual funds 5,301 134 — 5,435 $ 163,409 $ 952 $ (8,948) $ 155,413 Net unrealized losses at September 30, 2024 of available-for-sale debt securities were $ 5,580 (net of income tax benefit of $ 1,667 ). Net unrealized losses at December 31, 2023 of available-for-sale debt securities were $ 6,875 (net of income tax benefit of $ 2,054 ). These unrealized losses are associated with the Company’s investments in mortgage-backed securities issued by GNMA and were caused by interest rate increases (See Note 4). The contractual cash flows of these securities are guarant",,,,,,1027N1-00358,A_stratified,2024-D08,8,204f451d-f5b0-439a-81ca-875063563332,0000731802-24-000030,0000731802,ATO,Atmos Energy,Utilities,Gas Utilities,10-K,2024-11-18,2024,financial_statements,33,512,3313,True,0.11516,0.10593,0.09016,0.25389,-0.00529,0.46810,0,0,,"securities, interests in commingled pension trust funds, other investment assets, and cash and cash equivalents. Investments in equity securities are diversified among the market’s various subsectors in an effort to diversify risk and maximize returns. Fixed income securities are invested in investment grade securities. Cash equivalents are invested in securities that either are short term (less than 180 days) or readily convertible to cash with modest risk. 64 Table of Contents ATMOS ENERGY CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) The following table presents asset allocation information for the Master Trust as of September 30, 2024 and 2023. TargetedAllocation Range ActualAllocationSeptember 30 Security Class 2024 2023 Domestic equities 35%-55% 42.8% 42.9% International equities 10%-20% 15.8% 16.0% Fixed income 5%-45% 22.3% 19.8% Company stock 0%-15% 16.7% 15.1% Other assets 0%-20% 2.4% 6.2% At September 30, 2024 and 2023, the Pension Plan held 716,700 shares of our common stock which represented 16.7 percent and 15.1 percent of total Pension Plan assets. These shares generated dividend income for the Pension Plan of approximately $ 2.3 million and $ 2.1 million during fiscal 2024 and 2023. Our Pension Plan expenses and liabilities are determined on an actuarial basis and are affected by numerous assumptions and estimates including the market value of plan assets, estimates of the expected return on plan assets, and assumed discount rates and demographic data. We review the estimates and assumptions underlying our Pension Plan annually based upon a September 30 measurement date. The development of our assumptions is fully described in our significant accounting policies in Note 2 to the consolidated financial statements. The actuarial assumptions used to determine the pension liability for the Pension Plan was determined as of September 30, 2024 and 2023 and the actuarial assumptions used to determine the net periodic pension cost for t",,,,,,1028N1-00359,A_stratified,2024-D08,8,00c53e8a-68c4-4393-889e-5b52e5b919e8,0000824142-24-000030,0000824142,AAON,AAON,Industrials,Air-Cond & Warm Air Heatg Equip & Comm & Indl Refrig Equip,10-K,2024-02-28,2024,financial_statements,35,512,3274,True,0.10315,0.11656,0.09007,0.18830,0.04585,0.45423,0,0,,"Upon adoption, this ASU is not expected to have a material impact on the Company's financial statements and related disclosures. 66 20. Earnings Per Share Basic net income per share is calculated by dividing net income by the weighted average number of shares of common stock outstanding during the period. Diluted net income per share assumes the conversion of all potentially dilutive securities and is calculated by dividing net income by the sum of the weighted average number of shares of common stock outstanding plus all potentially dilutive securities. Dilutive common shares consist primarily of stock options and restricted stock awards. The following table sets forth the computation of basic and diluted earnings per share: 2023 2022 2021 Numerator: (in thousands, except share and per share data) Net income $ 177,623 $ 100,376 $ 58,758 Denominator: Basic weighted average shares3 81,156,114 79,582,480 78,606,298 Effect of dilutive shares related to stock based compensation1, 3 1,972,380 1,264,175 1,952,547 Effect of dilutive shares related contingent consideration2, 3 166,796 298,955 34,639 Diluted weighted average shares3 83,295,290 81,145,610 80,593,484 Earnings per share: Basic3 $ 2.19 $ 1.26 $ 0.75 Dilutive3 $ 2.13 $ 1.24 $ 0.73 Anti-dilutive shares: Shares3 314,108 908,221 456,045 1Dilutive shares related to stock options, restricted stock, PSUs and Key Employee Awards (Note 14) 2Dilutive shares related to contingent shares issued to former owners of BASX (Note 4) 3Reflects three-for-two stock split effective August 16, 2023. 21 . Related Parties The following is a summary of transactions and balances with affiliates: Years Ended December 31, 2023 2022 2021 (in thousands) Sales to affiliates $ 7,860 $ 5,789 $ 3,752 Payments to affiliates 1,476 1,318 185 December 31, 2023 2022 (in thousands) Due from affiliates $ 994 $ 432 Due to affiliates 145 — The nature of our related party transactions is as follows: • The Company sells units to an entity owned by a member",,,,,,1029N1-00360,A_stratified,2024-D08,8,f6e3d47c-bae5-4e18-a0b0-2591d049b5b1,0000049196-24-000095,0000049196,HBAN,Huntington Bancshares,Financials,Regional Banks,10-Q,2024-10-29,2024,md_and_a,24,512,3405,True,0.12980,0.08587,0.11694,0.27100,0.07826,0.44011,0,0,,"liquidity to meet current and future funding needs, including during periods of potential stress. Further, the Board receives and reviews information on at least a semi-annual basis to ensure Huntington is operating in accordance with its established risk tolerance. Liquidity risk is reviewed and managed continuously for the Bank and the parent company, as well as its subsidiaries. In addition, liquidity working groups meet regularly to identify and monitor liquidity positions, provide policy guidance, review funding strategies, and oversee the adherence to, and maintenance of, contingency funding plans. At September 30, 2024, management believes current sources of liquidity are sufficient to meet Huntington’s on and off-balance sheet obligations. 2024 3Q Form 10-Q 25 Table of Contents We maintain a contingency funding plan that provides for liquidity stress testing, which assesses the potential erosion of funds in the event of an institution-specific event or systemic financial market crisis. Examples of institution specific events could include a downgrade in our public credit rating by a rating agency, a large charge to earnings, declines in profitability or other financial measures, declines in liquidity sources including reductions in deposit balances or access to contingent funding sources, or a significant merger or acquisition. Examples of systemic events unrelated to us that could have an effect on our access to liquidity would be terrorism or war, natural disasters, political events, failure of a major financial institution, or the default or bankruptcy of a major corporation, mutual fund, or hedge fund. Similarly, market speculation or rumors about us, or the banking industry in general, may adversely affect the cost and availability of normal funding sources. The contingency funding plan, which is reviewed and approved by the ROC at least annually, outlines the process for addressing a liquidity crisis and provides for an evaluation of funding sources un",,,,,,1030N1-00361,A_stratified,2024-D09,9,ef16d8bb-11a5-4d22-84fe-bd29270e9778,0001371285-24-000210,0001371285,TRUP,TRUPANION,Financials,Hospital & Medical Service Plans,10-Q,2024-08-09,2024,md_and_a,9,512,3351,True,0.15455,0.18942,0.14411,0.08442,0.08826,1.26185,0,0,,"elect to invest in pet acquisition activities in any particular period in the aggregate and by channel, the frequency of existing members adding a pet or referring their friends or family, the effectiveness of our sales execution and marketing initiatives, changes in costs of media, the mix of our pet acquisition expenditures and the competitive environment. Our average pet acquisition cost has in the past significantly varied, and in the future may significantly vary, from period to period based upon specific marketing initiatives and estimated rates of return on pet acquisition spend. We also regularly test new member acquisition channels and marketing initiatives, which may be more expensive than our traditional marketing channels and may increase our average pet acquisition costs. We continually assess our pet acquisition activities by monitoring the estimated return on PAC spend both on a detailed level by acquisition channel and in the aggregate. Timing of price adjustments. Our subscription business’s cost-plus model depends on our ability to estimate our operating costs and expenses, including veterinary invoice expenses, and to adjust our pricing to achieve our target margins. We regularly reevaluate and adjust the price of our subscriptions, with a goal of achieving our targeted payout ratio, subject to the review and approval of regulators where applicable. This makes it important for us to accurately estimate our costs and to promptly implement pricing adjustments, which generally roll onto our book of insured pets over the succeeding twelve months following any applicable regulatory approval. As a result, we may have timing mismatches during which our pricing does not reflect our current expense profile. In periods of rapid increases in veterinary invoice expenses, including periods of significant inflation, this timing mismatch may have a significant impact on our margin profile. Timing of initiatives. Over time, we plan to implement new initiatives to",,,,,,1031N1-00362,A_stratified,2024-D09,9,638f73a8-4ffd-4a7b-8a39-62bb668ab2ae,0001493152-24-005477,0001015383,POWW,OUTDOOR HOLDING,Industrials,"Services-Business Services, NEC",10-Q,2024-02-08,2024,financial_statements,24,512,3540,True,0.17902,0.15650,0.23824,0.11690,0.14993,1.21883,0,0,,"holders of record of Series A Preferred Stock on November 30, 2023 equal to $ 0.5529514 per share. Dividends totaling $ 774,132 were paid on December 15, 2023. 20 AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 14 – GOODWILL AND INTANGIBLE ASSETS Amortization expenses related to our intangible assets for the three and nine months ended December 31, 2023 and 2022 were $ 3,266,761 and $ 9,800,281 , respectively. SCHEDULE OF INTANGIBLE ASSETS December 31, 2023 Life Licenses Patent OtherIntangibleAssets Licensing Agreement – Jesse James 5 $ 125,000 $ - $ - Licensing Agreement – Jeff Rann 5 125,000 - - Streak Visual Ammunition patent 11.2 - 950,000 - SWK patent acquisition 15 - 6,124,005 - Jagemann Munition Components: Customer Relationships 3 - - 1,450,613 Intellectual Property 3 - - 1,543,548 Tradename 5 - - 2,152,076 GDI Acquisition: Tradename 15 - - 76,532,389 Customer List 10 - - 65,252,802 Intellectual Property 10 - - 4,224,442 Other Intangible Assets 5 - - 607,747 250,000 7,074,005 151,763,617 Accumulated amortization – Licensing Agreements (250,000 ) - - Accumulated amortization – Patents - (2,411,349 ) - Accumulated amortization – Intangible Assets - - (37,466,990 ) $ - $ 4,662,656 $ 114,296,627 Annual amortization of intangible assets for the next five fiscal years are as follows: SCHEDULE OF ANNUAL AMORTIZATION OF INTANGIBLE ASSET Years Ended March 31, Estimates forFiscal Year 2024(1) $ 3,302,629 2025 12,664,775 2026 12,664,775 2027 12,553,355 2028 12,543,226 Thereafter 65,230,523 Annual amortization of intangible assets $ 118,959,283 (1) This amount represents future amortization for the remaining three months of fiscal year 2024. It does not include any amortization for the nine months ended December 31, 2023. 21 AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 15 – SEGMENTS Our Chief Executive Officer reviews financial performance based on our two operating segments as follows: ● Ammunition – which consists of our ma",,,,,,1032N1-00363,A_stratified,2024-D09,9,0ac900fa-a81c-4821-975e-7dba8ef89fd3,0000096021-24-000128,0000096021,SYY,Sysco,Consumer Staples,Food Distributors,10-K,2024-08-28,2024,financial_statements,8,512,3393,True,0.15992,0.17424,0.17629,0.07106,0.14377,1.20214,0,0,,"net of certain cash received from vendors (see Vendor Consideration). Inventory balances are adjusted for slow-moving, excess, and obsolete inventories. Inventory valuation reserves are estimated based on the consideration of a variety of factors, including but not limited to, current economic conditions and business trends, seasonal demand, future merchandising strategies and the age of our products. Plant and Equipment Capital additions, improvements and major replacements are classified as plant and equipment and are carried at cost. Depreciation is recorded using the straight-line method, which reduces the book value of each asset in equal amounts over its estimated useful life. Depreciation is included within operating expenses in the consolidated results of operations. Maintenance, repairs and minor replacements are charged to earnings when they are incurred. Upon the disposition of an asset, its accumulated depreciation is deducted from the original cost, and any gain or loss is reflected in current earnings. We capitalize certain computer software and costs incurred in developing and enhancing software for internal use. When these assets become ready for their intended use, these costs are included in computer hardware and software and amortized on a straight-line basis over their estimated useful lives. Capitalized costs related to the acquisition and development of internal use software were $ 171 million in fiscal 2024, $ 70 million in fiscal 2023 and $ 87 million in fiscal 2022. Long-Lived Assets For assets held for use, Sysco groups assets and liabilities at the lowest level for which cash flows are separately identifiable. If the evaluation indicates that the carrying value of the asset group may not be recoverable, the potential impairment is measured using fair value. Impairment losses for assets to be disposed of, if any, are based on the estimated proceeds to be received, less costs of disposal. Management reviews long-lived assets, including finit",,,,,,1033N1-00364,A_stratified,2024-D09,9,c5be2ab3-8e9f-43da-a38b-e7895d937fc9,0001819790-24-000063,0001819790,TARS,TARSUS PHARMACEUTICALS,Health Care,"Biological Products, (No Diagnostic Substances)",10-Q,2024-05-08,2024,risk_factors,19,512,3513,True,0.21425,0.11380,0.27125,0.11027,0.15644,1.18673,0,0,,"Many of the companies against which we are competing or against which we may compete in the future have significantly greater financial resources and expertise in research and development, manufacturing, preclinical testing, conducting clinical trials, obtaining regulatory approvals and marketing approved products than we do. Mergers and acquisitions in the pharmaceutical and biotechnology industries may result in even more resources being concentrated among a smaller number of our competitors. Smaller and early stage companies may also prove to be significant competitors, particularly through collaborative arrangements with large and established companies. These third parties compete with us in recruiting and retaining qualified scientific and management personnel, establishing clinical trial sites and patient registration for clinical trials, as well as in acquiring technologies complementary to, or necessary for, our programs. Additionally, while XDEMVY is approved for the treatment of blepharitis or Demodex blepharitis specifically, a number of other treatments are currently available for blepharitis in the U.S. Current treatments for blepharitis in the U.S. include over the counter remedies such as tea tree oil, lid wipes and artificial tears, as well as off-label prescription products. If ECPs were to continue to prescribe these other existing treatments instead of XDEMVY, our business would be adversely affected. Although we obtained FDA approval of XDEMVY, and even if we obtain FDA approval of any of our product candidates, we may never obtain approval or authorization for such product candidates, including XDEMVY, in any other jurisdiction or commercialize such product candidates in the U.S. or in any other jurisdiction, which would limit our ability to realize their full market potential. In order to market any products, including XDEMVY, outside of the U.S., we will need to comply with additional onerous but varying regulatory requirements of other countr",,,,,,1034N1-00365,A_stratified,2024-D09,9,6e5ec59c-266a-4420-9f11-a5473e968ce1,0001558370-24-014888,0001377121,PTGX,PROTAGONIST THERAPEUTICS,Health Care,Pharmaceutical Preparations,10-Q,2024-11-07,2024,financial_statements,11,512,3315,True,0.16786,0.14948,0.17770,0.19265,0.06262,1.09912,0,0,,"in the Profit-Share Territory; and (iii) Takeda leads commercialization of rusfertide in the Profit-Share Territory, with the Company holding an option to co-detail. Takeda is solely responsible for all costs for the development, manufacture and commercialization of the Licensed Products in the Takeda Territory. The Company granted Takeda a non-transferable, sublicensable and, except for certain specified exceptions, exclusive license to certain intellectual property of the Company to exercise its rights and perform its obligations under the Takeda Collaboration Agreement. ​ The Company received a one-time, non-refundable upfront payment of $ 300.0 million in April 2024. In addition, the Company is eligible to receive additional worldwide development, regulatory and commercial milestone payments for rusfertide of up to $ 330.0 million, and tiered royalties from 10 % to 17 % on net sales of the Licensed Products in the Takeda Territory. The Company and Takeda also share equally in profits and losses ( 50 % to the Company and 50 % to Takeda) for Licensed Products in the Profit-Share Territory. Takeda will book sales of the Licensed Products globally. ​ The Company has the right to opt-out entirely of profit- and loss-sharing in the Profit-Share Territory for rusfertide and all other Licensed Products (the “Full Opt-out Right”) (i) during the 90-day period beginning 120 days after the filing of an NDA with the U.S. Food and Drug Administration (“FDA”) for rusfertide for PV (the “Initial Opt-out Period”); and (ii) for convenience without receipt of the Opt-out Payment (as defined below) (generally following the Initial Opt-out Period). In addition, if the Company does not exercise the Full Opt-out Right, the Company may opt-out of any Licensed Product other than rusfertide on a Licensed Product-by-Licensed Product basis (each, a “Partial Opt-out Right” and either the Full Opt-out Right or a Partial Opt-out right being an “Opt-out Right”). Following the Company’s exercis",,,,,,1035N1-00366,A_stratified,2024-D09,9,8a1354ce-c1c4-46ba-975e-d1eeba691abd,0001628280-24-020061,0001308547,DLB,DOLBY LABORATORIES CLASS A,Information Technology,Patent Owners & Lessors,10-Q,2024-05-02,2024,risk_factors,11,512,3233,True,0.16603,0.14996,0.35604,0.28898,0.24495,1.08983,0,0,,"revenue attributed to DD technologies has declined and is expected to continue to decline. Many of our partners have adopted newer generations of our offerings such as DD+, and the range of products incorporating DD solutions is now limited to DVD players (but not Blu-ray players) and some TVs, STBs and soundbars. To continue to be successful in our audio licensing business, we must keep transitioning our DD licensees to our newer technologies, including our DD+ and Dolby AC-4 technologies. Unauthorized use of our intellectual property has occurred and will likely continue to occur . We have often experienced, and expect to continue to experience, problems with non-licensee OEMs and software vendors, particularly in China and certain emerging economies, incorporating our technologies and trademarks into their products without our authorization and without paying us any licensing fees. Manufacturers of ICs containing our technologies occasionally sell these ICs to third parties who are not our system licensees. These sales, and the failure of such manufacturers to report the sales, facilitate the unauthorized use of our IP. As emerging economies transition from analog to digital content, such as the transition from analog to digital broadcast, we expect to experience an increase in problems with this form of piracy. Our business may be negatively impacted by intellectual property litigation . Companies in the technology and entertainment industries frequently engage in litigation based on allegations of infringement or other violations of IP rights. We have faced such claims in the past, and we expect to face similar claims in the future. Any IP claims, with or without merit, could be time-consuming, expensive to litigate or settle, and could divert management resources and attention. In the past, we have settled claims relating to infringement allegations and agreed to make payments in connection with such settlements. An adverse determination in any IP claim could ",,,,,,1036N1-00367,A_stratified,2024-D09,9,9b1c865b-cf70-4e8d-bf3f-3fe7c9181eba,0001587987-24-000054,0001587987,NEWT,NEWTEKONE,Financials,National Commercial Banks,10-K,2024-04-01,2024,risk_factors,45,512,3432,True,0.19501,0.11058,0.14746,0.49543,0.30969,1.03644,0,0,,"of additional statutes and regulations, changes in the interpretation and enforcement of current statutes and regulations could have a material adverse effect on it. RISKS RELATED TO OUR SUBSIDIARIES - NEWTEK PAYROLL AND BENEFIT SOLUTIONS (PMT) Unauthorized disclosure of employee data, whether through a cyber-security breach of our computer systems or otherwise, could expose PMT to liability and business losses. PMT collects and stores sensitive data about individuals in order to process the transactions and for other internal processes. If anyone penetrates its network security or the security of the third-party payroll processing platform in utilizes, or otherwise misappropriates sensitive individual data, PMT could be subject to liability or business interruption. PMT is subject to laws and rules issued by different agencies concerning safeguarding and maintaining the confidentiality of this information. Its activities have been, and will continue to be, subject to an increasing risk of cyber-attacks, the nature of which is continually evolving. Cyber-security risks include unauthorized access to privileged and sensitive customer information, including passwords and account information of PMT’ customers. While it subjects its data systems to periodic independent testing and review, PMT cannot guarantee that its systems or the systems of the third-party payroll processing platform in utilizes will not be penetrated in the future. Experienced computer programmers and hackers may be able to penetrate PMT’ network security or the security of its third-party payroll processing platform, and misappropriate or compromise our confidential information, create system disruptions, or cause shutdowns. As a result, PMT’ customers’ information may be lost, disclosed, accessed or taken without its customers’ consent. If a breach of these systems occurs, PMT may be subject to liability, including claims for impersonation or other similar fraud claims. In the event of any such br",,,,,,1037N1-00368,A_stratified,2024-D09,9,54fb891f-18a7-4365-ad5a-7c1809fdce15,0001558370-24-008072,0001133869,CAPR,CAPRICOR THERAPEUTICS,Health Care,Pharmaceutical Preparations,10-Q,2024-05-14,2024,financial_statements,10,512,3383,True,0.13801,0.16780,0.10493,0.17095,0.03310,1.01354,0,0,,"of the HOPE-3 clinical trial, Cohort A arm. Therefore, upon receipt of the upfront payment and achievement of milestones, a contract liability is recorded which represents deferred revenue. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the related revenue recognition. Grant Income Generally, government research grants that provide funding for research and development activities are recognized as income when the related expenses are incurred, as applicable. Because the terms of the grant award (the “CIRM Award”) from the California Institute for Regenerative Medicine (“CIRM”) allow Capricor to elect to convert the grant into a loan after the end of the project period, the CIRM Award is being classified as a liability rather than income (see Note 5 - “Government Grant Awards”). Grant income is due upon submission of a reimbursement request. The transaction price varies for grant income based on the expenses incurred under the awards. No grant income was recognized during the three months ended March 31, 2024 and 2023. Research and Development Costs relating to the design and development of new products are expensed as research and development as incurred in accordance with FASB ASC 730-10, Research and Development . Research and development costs amounted to approximately $ 11.1 million and approximately $ 7.7 million for the three months ended March 31, 2024 and 2023 respectively. Comprehensive Income (Loss) Comprehensive income (loss) generally represents all changes in stockholders’ equity during the period except those resulting from investments by, or distributions to, stockholders. The Company’s comprehensive loss was approximately $ 9.7 million and $ 7.8 million for the three months ended March 31, 2024 and 2023, respectively. The Company’s other comprehensive income (loss) is related to a net unrealized gain (loss) on marketable securities. For the 13 Table of Contents three months ended March 31, 2024 and 2023,",,,,,,1038N1-00369,A_stratified,2024-D09,9,68cae303-cf9b-415f-9fb4-64cdb1f8919b,0000950170-24-055165,0000075677,PKG,Packaging Corporation of America,Materials,Paper & Plastic Packaging Products & Materials,10-Q,2024-05-08,2024,md_and_a,2,512,3394,True,0.12873,0.17540,0.14569,0.13974,0.14562,0.99896,0,0,,"million and $1.2 million, respectively, of charges related to the announced discontinuation of production of UFS paper grades on the No. 3 machine at the Jackson, Alabama mill associated with the permanent conversion of the machine to produce linerboard and other paper-to-containerboard conversion related activities. (b) For the three months ended March 31, 2024, includes $0.1 million of income primarily related to a favorable lease buyout for a closed corrugated products facility, partially offset by closure costs related to corrugated products facilities and design centers. For the three months ended March 31, 2023, includes $9.7 million of closure costs related to corrugated products facilities and design centers. Included in this Item 2 are various non-GAAP financial measures, including diluted EPS excluding special items, segment income excluding special items and EBITDA excluding special items. Management excludes special items as it believes these items are not necessarily reflective of the ongoing results of operations of our business. We present these measures because they provide a means to evaluate the performance of our segments and our Company on an ongoing basis using the same measures that are used by our management, because these measures assist in providing a meaningful comparison between periods presented and because these measures are frequently used by investors and other interested parties in the evaluation of companies and the performance of their segments. A reconciliation of diluted EPS to diluted EPS excluding special items is included above and the reconciliations of other non-GAAP measures used in this Management’s Discussion and Analysis of Financial Condition and Results of Operations, to the most comparable measure reported in accordance with GAAP, are included in Item 2 under “Reconciliations of Non-GAAP Financial Measures to Reported Amounts.” Any analysis of non-GAAP financial measures should be done in conjunction with results prese",,,,,,1039N1-00370,A_stratified,2024-D09,9,1abe6ff8-46ba-403c-928a-12acfab4cdc6,0001258602-24-000039,0001258602,NNI,NELNET CLASS A,Financials,Personal Credit Institutions,10-Q,2024-05-09,2024,md_and_a,6,512,3374,True,0.13255,0.17038,0.07072,0.11130,0.08085,0.99300,0,0,,"investments. Total interest income 268,802 265,968 Interest expense 194,580 199,449 Decrease was due to a decrease in the average balance of debt outstanding partially offset by an increase in cost of funds. Net interest income 74,222 66,519 Less provision for loan losses 10,928 34,275 Represents the current period provision to reflect the lifetime expected credit losses related to the Company's loan portfolio. See note 2 of the notes to consolidated financial statements in this report for the factors impacting provision for loan losses for the periods presented. Net interest income after provision for loan losses 63,294 32,244 Other income (expense): LSS revenue 127,201 139,227 See LSS operating segment - results of operations. ETSP revenue 143,539 133,603 See ETSP operating segment - results of operations. Solar construction revenue 13,726 8,651 Represents revenue earned from GRNE Solar providing solar construction services, including design and installations of residential and commercial solar systems. On April 12, 2024, the Company announced a change in its solar EPC operations to focus exclusively on the commercial solar market and will discontinue its residential solar operations. As a result, residential revenue will decline in future periods as existing customer contracts are completed. Residential solar construction revenue was $2.1 million and $2.8 million for the three months ended March 31, 2024 and 2023, respectively, and $11.8 million for the year ended December 31, 2023. Other, net 17,015 (14,071) See table below for the components of ""other, net."" (Loss) gain on sale of loans, net (41) 11,812 The Company recognized a loss and net gains from selling loans in 2024 and 2023, respectively. For additional information, see note 2 of the notes to consolidated financial statements included under Part I, Item 1 of this report. Derivative settlements, net 1,757 23,337 The Company maintains an overall risk management strategy that incorporates the use of deriva",,,,,,1040N1-00371,A_stratified,2024-D09,9,e6a436b4-a79b-4417-984a-0eccb2d6afd1,0001628280-24-035264,0001831915,CTKB,CYTEK BIOSCIENCES,Health Care,Laboratory Analytical Instruments,10-Q,2024-08-06,2024,risk_factors,56,512,3311,True,0.15299,0.14411,0.40968,0.28662,0.14305,0.96481,0,0,,"before or shortly after such products are commercialized. As our patents expire, the scope of our patent protection will be reduced, which may reduce or eliminate any competitive advantage afforded by our patent portfolio. As a result, our patent portfolio may not provide us with sufficient rights to exclude others from commercializing products similar or identical to ours. 74 Table of Contents Moreover, the coverage claimed in a patent application can be significantly reduced before the patent is issued, and its scope can be reinterpreted after issuance. Even if patent applications we license or own, currently or in the future, issue as patents, they may not issue in a form that will provide us with any meaningful protection, prevent competitors or other third parties from competing with us, or otherwise provide us with any competitive advantage. Any patents that we own now or in the future may be challenged, narrowed, circumvented or invalidated by third parties. Consequently, we do not know whether our current and any future products or other technologies will be protectable or remain protected by valid and enforceable patents. Our competitors or other third parties may be able to circumvent our patents by developing similar or alternative technologies or products in a non-infringing manner which could harm our business, financial condition and results of operations. Some of our patents and patent applications may in the future be jointly-owned with third parties, including certain universities and public institutions in the United States and China. If we are unable to obtain an exclusive license to any such third-party joint-owners’ interest in such patents or patent applications, such co-owners may be able to license their rights to other third parties, including our competitors, and our competitors could market competing products and technology. In addition, we may need the cooperation of any such joint-owners patents to enforce such patents against third part",,,,,,1041N1-00372,A_stratified,2024-D09,9,e7520e3b-327d-4267-b5fd-f932f5ac3bb9,0000072971-24-000129,0000072971,WFC,Wells Fargo,Financials,Diversified Banks,10-Q,2024-05-02,2024,md_and_a,180,503,3546,True,0.14857,0.14849,0.13908,0.26011,0.00058,0.96270,0,0,,"GUARANTEES OF SUBSIDIARIES1042The Parent fully and unconditionally guarantees the payment of principal, interest, and any other amounts that may be due on securities that its 100% owned finance subsidiary, Wells Fargo Finance LLC, may issue. These securities are not guaranteed by any other subsidiary of the Parent. The guaranteed liabilities were $10431.11044billion and $10458341046million at March 31, 2024, and December 31, 2023, respectively. These guarantees rank on parity with all of the Parent’s other unsecured and unsubordinated indebtedness. OTHER COMMITMENTS1047As of March 31, 2024, and December 31, 2023, we had commitments to purchase equity securities of $10487.41049billion and $10509.21051billion, respectively, which predominantly included Federal Reserve Bank stock and tax credit investments accounted for using the equity method. As part of maintaining our memberships in certain clearing organizations, we are required to stand ready to provide liquidity to sustain market clearing activity in the event unforeseen events occur or are deemed likely to occur. Certain of these1052112 Wells Fargo & Company1053obligations are guarantees of other members’ performance and accordingly are included in Table 14.1 in Other guarantees and indemnifications. We have commitments to enter into resale and securities borrowing agreements as well as repurchase and securities lending agreements with certain counterparties, including central clearing organizations. The amount of our unfunded contractual commitments for resale and securities borrowing agreements was $105416.11055billion and $105617.51057billion as of March 31, 2024, and December 31, 2023, respectively. The amount of our unfunded contractual commitments for repurchase and securities lending agreements was $10581.91059billion and $10607461061million as of March 31, 2024, and December 31, 2023, respectively. Given the nature of these commitments, they are excluded from Table 5.4 (Unfunded Credit Commitments) in Note 5 (Loans and Related Allowance for Credit Losses). Wells ",,,,,,1062N1-00373,A_stratified,2024-D09,9,7f1a6812-c22a-4ad8-9e69-5d7bffc021fb,0001628280-24-045719,0000814547,FICO,Fair Isaac,Information Technology,Application Software,10-K,2024-11-06,2024,risk_factors,20,512,3463,True,0.18044,0.11381,0.29195,0.25462,0.21351,0.95853,0,0,,"substantial portion of our product development staff in international locations, some of which have political and developmental risks. If such risks materialize, our business could be damaged. Material adverse developments in global economic conditions, or the occurrence of certain other world events, could affect demand for our products and services and harm our business. Purchases of technology products and services and decisioning solutions are subject to adverse economic conditions. When an economy is struggling, companies in many industries delay or reduce technology purchases, and we experience softened demand for our decisioning solutions and other products and services. Global economic uncertainty has produced, and continues to produce, substantial stress, volatility, illiquidity and disruption of global credit and other financial markets. Various factors contribute to the uncertain economic environment, including geopolitical tensions, military conflicts, the level and volatility of interest rates, the level of inflation, an actual recession or fears of a recession, trade policies and tariffs, and political and governmental instability. Economic uncertainty has and could continue to negatively affect the businesses and purchasing decisions of companies in the industries we serve. Such disruptions present considerable risks to our businesses and operations. As global economic conditions experience stress and negative volatility, or if there is an escalation in regional or global conflicts, or terrorism, we will likely experience reductions in the number of available customers and in capital expenditures by our remaining customers, longer sales cycles, deferral or delay of purchase commitments for our products and increased price competition, which may adversely affect our business, results of operations and liquidity. As a result of these conditions, risks and uncertainties, we may need to modify our strategies, businesses or operations, and we may incur add",,,,,,1063N1-00374,A_stratified,2024-D09,9,e8debfde-eb6b-4151-be10-2dacaa5c2408,0001609253-24-000119,0001609253,CRC,CALIFORNIA RESOURCES,Energy,Crude Petroleum & Natural Gas,10-Q,2024-11-06,2024,financial_statements,36,512,2998,True,0.07778,0.21860,0.10006,0.10249,0.06046,0.92820,0,0,,"Operating costs, excluding effects of PSCs, is a non-GAAP measure which adjusts for excess costs attributable to PSCs for the periods presented in the tables below: Three months ended September 30, 2024 June 30, 2024 (in millions) ($ per Boe) (in millions) ($ per Boe) Operating costs(a) $ 316 $ 23.73 $ 159 $ 23.14 Excess costs attributable to PSCs (16) (1.23) (17) (2.48) Operating costs, excluding effects of PSCs $ 300 $ 22.50 $ 142 $ 20.66 (a) Operating costs related to our exploration and production activities and are presented before elimination entries. Nine months ended September 30, 2024 September 30, 2023 (in millions) ($ per Boe) (in millions) ($ per Boe) Operating costs(a) $ 654 $ 24.11 $ 636 $ 26.80 Excess costs attributable to PSCs (51) (1.88) (54) (2.26) Operating costs, excluding effects of PSCs $ 603 $ 22.23 $ 582 $ 24.54 (a) Operating costs related to our exploration and production activities and are presented before elimination entries. For further information on our production-sharing contracts, see Part I, Item 1 & 2 Business and Properties, Oil and Natural Gas Operations, Production, Price and Cost History in our 2023 Annual Report. 41 Prices and Realizations The following tables set forth the average realized prices and price realizations as a percentage of average Brent, WTI and NYMEX indexes for our oil and natural gas operations for the periods presented: Three months ended September 30, 2024 June 30, 2024 Price Realization Price Realization Oil ($ per Bbl) Brent $ 78.54 $ 85.00 Realized price without derivative settlements $ 77.10 98% $ 83.14 98% Derivative settlements (1.72) (1.85) Realized price with derivative settlements $ 75.38 96% $ 81.29 96% WTI $ 75.09 $ 80.57 Realized price without derivative settlements $ 77.10 103% $ 83.14 103% Realized price with derivative settlements $ 75.38 100% $ 81.29 101% NGLs ($ per Bbl) Realized price (% of Brent) $ 45.77 58% $ 46.96 55% Realized price (% of WTI) $ 45.77 61% $ 46.96 58% Natural gas NYMEX H",,,,,,1064N1-00375,A_stratified,2024-D09,9,e545116a-50af-49ac-afe8-e13ed9648f2a,0001858681-24-000031,0001858681,APO,Apollo Global Management,Financials,Asset Management & Custody Banks,10-K,2024-02-27,2024,risk_factors,33,512,3413,True,0.14792,0.14255,0.14733,0.22183,0.05051,0.92080,0,0,,"of others and/or in lieu of an allocation to the funds we manage (including, for example, as part of an investor’s overall strategic relationship with us) if such allocations are expected to generate relatively greater fees or performance allocations to us than would arise if such co-investment opportunities were allocated otherwise. The funds we manage invest in portfolio companies whose operations may be substantially similar to and/or competitive with the portfolio companies in which our other funds have invested. The performance and operation of such competing businesses could conflict with and adversely affect the performance and operation of the portfolio companies of the funds we manage, and may adversely affect the prices and availability of business opportunities or transactions available to such portfolio companies. In addition, we may take different actions across funds with similar investment programs, objectives or strategies. For example, one of the private equity funds we manage could have an interest in pursuing an acquisition, divestiture or other transaction, even though the proposed transaction would subject one or more of the investments of the credit funds we manage to additional or increased risks. We may also advise clients with investment objectives or strategies that conflict with those of certain of the funds we manage. We, the funds we manage or the portfolio companies of the funds we manage may also have ongoing relationships with issuers whose securities have been acquired by, or are being considered for investment by us. In addition, a dispute may arise between the portfolio companies of the funds we manage, and the investors in the funds we manage may be dissatisfied with our handling of such dispute. We generally operate without information barriers in our asset management business (with limited exceptions based on established policies and procedures in respect of information barriers) that some other investment management firms imple",,,,,,1065N1-00376,A_stratified,2024-D09,9,576815f2-2144-40b5-97a7-2240242a401f,0001828962-24-000014,0001828962,CRCT,CRICUT CLASS A,Consumer Discretionary,"Special Industry Machinery, NEC",10-K,2024-03-06,2024,risk_factors,41,512,3553,True,0.16841,0.12023,0.20922,0.11867,0.27971,0.91798,0,0,,"our decision to discontinue products or the use of particular components. If we incur costs to cover excess supply commitments, this would harm our business. If we underestimate our product requirements, our contract manufacturers may have inadequate component inventory, which could interrupt the manufacturing of our products and result in delays or cancellation of orders from brick-and-mortar and online retail partners, distributors and online sales channels. We may be required to incur higher costs to secure the necessary production capacity and components to meet unanticipated demand, which could result in lower margins. While supply chain conditions have improved during 2023, if our supply chain faces challenges again, it could continue to put pressure on margins. 38 Table of Contents The failure of our third-party logistics partners to adequately and effectively staff could adversely affect our brick-and-mortar and online retail partner and user experience and results of operations. We currently receive and distribute merchandise through five third-party logistics partners, one of which is located in each of the United States, Australia, China, Europe, and Singapore. The majority of our products are received and distributed through one of our third-party logistics partners in California. These third-party logistics partners assist with online logistics, inventory management, warehousing and fulfillment for both business-to-business (to brick-and-mortar and online retail partners and distributors) and business-to-consumer (drop-ship via retail partners and direct-to-consumer). If our third-party logistics partners are unable to adequately staff their third-party logistics facilities to meet demand, or if the cost of such staffing is higher than historical or projected costs due to mandated wage increases, regulatory changes, international expansion or other factors, these effects could be exacerbated and our results of operations could be further harmed. In addi",,,,,,1066N1-00377,A_stratified,2024-D09,9,35caa754-33c4-499c-9d98-ef347e355085,0001571123-24-000045,0001571123,SAIC,SCIENCE APPLICATIONS INTERNATIONAL,Industrials,Services-Computer Integrated Systems Design,10-K,2024-03-20,2024,risk_factors,14,512,3360,True,0.19128,0.09166,0.23492,0.42594,0.18026,0.89170,0,0,,"cause us to incur costs to change, upgrade, remediate and/or close some of our operations or properties. Although we do not have extensive real estate holdings, our ownership and operation of real property also subjects us to environmental protection laws, some of which hold current or previous owners or operators of businesses and real property liable for hazardous substance releases, even if they did not know of and were not responsible for the releases. If we have any violations of, or incur liabilities pursuant to, these laws or regulations, our financial condition and operating results could be adversely affected. We face risks associated with our international business. Our international business operations may be subject to additional and different risks than our U.S. business. Failure to comply with U.S. government laws and regulations applicable to international business such as the Foreign Corrupt Practices Act or U.S. export control regulations could have an adverse impact on our business with the U.S. government and could expose us to administrative, civil or criminal penalties and may expose us to potentially significant contract losses. In addition, we provide services and solutions in support of U.S. government customers in countries with governments that may be or may become unstable or are in areas of active military or intelligence operations. Operating in such environments may increase the risk of an incident resulting in injury or loss of life, or damage or destruction of property, or inability to meet our contractual obligations. Although our international operations have historically generated a small proportion of our revenues, we do not know the impact that these regulatory, geopolitical and other factors may have on our business in the future and any of these factors could adversely affect our business. 18 Table of Contents SCIENCE APPLICATIONS INTERNATIONAL CORPORATION Pension funding and costs are dependent upon several economic assumption",,,,,,1067N1-00378,A_stratified,2024-D09,9,5f36a6e7-dfb4-4ed4-b9be-6100336dd1d1,0000875320-24-000062,0000875320,VRTX,Vertex Pharmaceuticals,Health Care,Biotechnology,10-K,2024-02-15,2024,changes_in_accounting,25,512,3377,True,0.14375,0.13013,0.20656,0.09975,0.06035,0.81414,0,0,,"which there is no alternative future use, and that no substantive processes were acquired that would constitute a business. In the second quarter of 2023, we achieved a research milestone that resulted in a $ 70.0 million payment to CRISPR. We recorded the upfront payment and the research milestone, totaling $ 170.0 million, to “Acquired in-process research and development expenses” in 2023. CRISPR is eligible to receive up to an additional $ 160.0 million in research, development, regulatory and commercial milestones for any products that may result from the agreement, as well as royalties on resulting net product sales. Entrada Therapeutics, Inc. In February 2023, we closed a strategic collaboration and license agreement (the “Entrada Agreement”) with Entrada Therapeutics, Inc. (“Entrada”) focused on discovering and developing intracellular therapeutics for myotonic dystrophy type 1 (“DM1”). Upon closing, we made an upfront payment of $ 225.1 million to Entrada, and purchased $ 24.9 million of Entrada’s common stock in connection with the Entrada Agreement. We determined that substantially all the fair value of our upfront payment was attributable to in-process research and development, for which there is no alternative future use, and that no substantive processes were acquired that would constitute a business. In 2023, Entrada also achieved a research milestone, resulting in a $ 17.5 million payment to Entrada. We recorded the upfront and milestone payments totaling $ 242.6 million to “Acquired in-process research and development expenses” in 2023. We recorded the investment in Entrada’s common stock at fair value on our consolidated balance sheet within “Marketable securities.” Entrada is eligible to receive up to an additional $ 410.0 million in research, development, regulatory and commercial milestones for any products that may result from the Entrada Agreement, as well as royalties on resulting net product sales. Verve Therapeutics, Inc. In 2022, we entered",,,,,,1068N1-00379,A_stratified,2024-D09,9,9d55f81c-19bd-438b-8d4a-1581b4e923a8,0001125376-24-000018,0001125376,ENSG,ENSIGN GROUP,Health Care,Services-Skilled Nursing Care Facilities,10-K,2024-02-01,2024,risk_factors,11,512,3503,True,0.13949,0.13141,0.17540,0.21668,0.13834,0.79341,0,0,,"and rules related to government health programs, including Medicare and Medicaid. Democratic proposals for Medicare for All or significant expansion of Medicare, could significantly impact our business and the healthcare industry if implemented, although the implementation of such proposals remains unlikely under the political party currently holding a majority within the House of Representatives. Additionally, Congress’s passage of the IRA in August of 2022, which expanded upon and continued certain provisions of the ACA, indicates that additional legislative changes to the ACA may be forthcoming. If proposed policies specific to nursing facilities are implemented, these may result in significant regulatory changes, increased survey frequency and scope, and increased penalties for non-compliance. As both political parties have begun their Presidential primaries and congressional elections in 2024, each of them may seek to introduce or pass legislation that would either expand or reduce the scope of the ACA as a credential for future campaigning. Based on the IRA and inflationary pressures in the economy, the ACA and affordability of healthcare generally may be a campaign issue and lead to promises, administrative action, or legislation that could adversely affect our business. As a result, future legislation may be proposed or passed that may adversely affect our business, operating results and financial condition. We continually monitor these developments in order to respond to the changing regulatory environment impacting our business. While it is not possible to predict whether and when any such changes will occur, specific proposals discussed during and after the election, including a repeal or material amendment of the ACA (whether to increase or decrease its scope), could harm our business, operating results and financial condition. If we are slow or unable to adapt to any such changes, our business, operating results and financial condition could be adversel",,,,,,1069N1-00380,A_stratified,2024-D09,9,612baf97-82e5-40a1-8bfb-e37e6478acc8,0001035443-24-000072,0001035443,ARE,Alexandria Real Estate Equities,Real Estate,Office REITs,10-K,2024-01-29,2024,changes_in_accounting,45,512,3180,True,0.13842,0.12848,0.15012,0.18053,0.07622,0.76763,0,0,,"the “Lease accounting” section in Note 2 – “Summary of significant accounting policies” to our consolidated financial statements for information about lease accounting standards that set principles for the recognition, measurement, presentation, and disclosure of leases for both parties to a lease agreement (i.e., lessees and lessors). Leases in which we are the lessor As of December 31, 2023, we had 411 properties aggregating 42.0 million operating RSF locate d in key clusters, including Greater Boston, the San Francisco Bay Area, New York City, San Diego, Seattle, Maryland, and Research Triangle. We focus on developing Class A/A+ properties in AAA innovation cluster locations, which we consider to be highly desirable for tenancy by life science, agtech, and technology entities. Such locations are generally characterized by high barriers to entry for new landlords, high barriers to exit for tenants, and a limited supply of available space. As of December 31, 2023, a ll leases in which we are the lessor were classified as operating leases, with the exception of one direct financing lease. Our leases are described below. Operating leases As of December 31, 2023, our 411 properties were subject to operating lease agreements. Two of these properties, representing two land parcels, are subject to lease agreements that each contain an option for the lessee to purchase the underlying asset from us at fair market value during each of the 30-day periods commencing on the dates that are 15 years, 30 years, and 74.5 years after the rent commencement date of October 1, 2017 . The remaining lease term related to each of the two land parcels is 68.9 years. Our leases generally contain options to extend lease terms at prevailing market rates at the time of expiration. Certain operating leases contain early termination options that require advance notification and payment of a penalty, which in most cases is substantial enough to be deemed economically disadvantageous by a tenant ",,,,,,1070N1-00381,A_stratified,2024-D10,10,d64ee6a7-66a3-4f87-bd9a-21c18dcca003,0001628280-24-050538,0001577526,AI,C3 AI CLASS A,Information Technology,Services-Prepackaged Software,10-Q,2024-12-10,2024,risk_factors,27,512,3242,True,0.61642,0.48582,0.68180,0.39315,0.49282,6.25326,17,17,,"EU AI Act entered into force on August 1, 2024 and will become fully applicable on August 2, 2026, with some provisions already applying from February 2025. Although we do not engage in developing or providing AI systems that would qualify as “prohibited AI practices”, restrictions and obligations under this regulation, to the extent applicable to us, could increase the costs and burdens to us and our customers, delay or halt deployment of new products and services, and may reduce the number of new customers, negatively impacting our business and financial results. We expect other jurisdictions will adopt similar laws. In the United States, several states and localities have enacted measures related to the use of AI and ML in products and services. We may have to change our business practices to comply with such obligations. For example, our employees and personnel use generative AI technologies to perform their work. Our use of this technology could result in additional compliance costs, regulatory investigations and actions, and lawsuits. If we are unable to use generative AI, it could make our business less efficient and result in competitive disadvantages. We also use AI and ML technologies in our products and services. Our use of this technology could result in additional compliance costs, regulatory investigations and actions, and consumer lawsuits. Depending on how these AI laws and regulations are interpreted, we may have to make changes to our business practices and products, including our C3 AI Software, to comply with such obligations. These obligations may make it harder for us to conduct our business using AI/ML, lead to regulatory fines or penalties, require us retrain our AI/ML, or prevent or limit our use of AI/ML. Additionally, certain privacy laws extend rights to consumers (such as the right to delete certain personal data) and regulate automated decision making, which may be incompatible with our use of AI/ML. Further, under privacy laws and othe",,,,,,1071N1-00382,A_stratified,2024-D10,10,a802a796-abf6-472d-a252-1dfdb3378594,0000950170-24-018007,0000903129,THRM,GENTHERM,Consumer Discretionary,Motor Vehicle Parts & Accessories,10-K,2024-02-21,2024,changes_in_accounting,11,512,3395,True,0.35160,0.23377,0.28658,0.05822,0.27654,2.87222,1,2,,"personalized needs. We utilize machine learning to create and optimize state of the art algorithms to make our products smarter and more advanced with each generation. ▪ Focus on health and wellness – Consumers have an increased focus on personal health and wellness and trends are shifting towards consumers using their vehicles as a third living space, outside the home or office. Our technologies are at the nexus of health, wellness and comfort, where our solutions adjust to enable vehicle occupants to address their health and wellness needs, including the recently introduced WellSense™ system. ▪ Emergence of shared mobility – As the world transitions from vehicle ownership to mobility as a service model, our focus on individual personalized comfort becomes even more important. Our focus is to create microclimate solutions, in which each vehicle occupant can create a personalized thermal experience tailored to individual needs. Production and Suppliers Our global manufacturing and distribution facilities are located close to our key customers and strategically in low cost regions. In Automotive, we operate four manufacturing sites in Europe located within North Macedonia, Ukraine, Germany and Czech Republic and one distribution center located in Hungary. In North America, we operate three manufacturing sites in Mexico and one manufacturing site in the United States. In Asia, we operate three manufacturing sites in China and one in Vietnam, and one distribution center in South Korea. Further, we are in the process of expanding our footprint with investments in two new manufacturing plants, one in Morocco and one in Monterrey, Mexico. See Note 5, “Restructuring and Impairments” to the consolidated financial statements included in this Annual Report for additional information. For Medical, we operate three manufacturing sites within China, Germany and the United States. We procure our raw materials from a variety of suppliers around the world. In the normal course of b",,,,,,1072N1-00383,A_stratified,2024-D10,10,d9beafe9-49a7-4433-aca2-b720261c6c2c,0000109198-24-000014,0000109198,TJX,TJX Companies,Consumer Discretionary,Apparel Retail,10-K,2024-04-03,2024,risk_factors,3,512,3465,True,0.30850,0.21626,0.28322,0.22191,0.24771,2.47066,0,0,,"may be required to do so again in the future. Even if a particular market has high commercial vacancies, if we are not able to find and lease appropriate real estate on attractive terms in the locations where we seek to open stores, or if new stores do not perform as well as we anticipated, we may need to change our planned growth in those markets. Growth can also add complexity to our business operations by requiring effective and timely information sharing; significant additional attention from our management and other functions across our business, including compliance and risk management; development of new capabilities, processes, and controls; increased staffing and Associate training; and/or retention and management of appropriate third-party providers. These requirements may increase with further growth, particularly if we expand into additional countries. If we are unable to manage our growth effectively, our business may be adversely affected or we may need to reduce the rate of expansion or otherwise curtail growth, which may adversely affect our sales, business plans, and results. Failure to effectively manage the large size and scale of our operations may adversely affect our financial results. The substantial size of our business can make it challenging to run our complex operations effectively and to manage suitable internal resources and third-party providers with appropriate oversight, including, for example, for teams managing administration, information technology systems, merchandising, sourcing, store operations, distribution, logistics, and compliance. The large size and scale of our operations, our multiple banners and locations across the U.S., Canada, Europe and Australia, and the autonomy afforded to the banners in some aspects of the business also increase the risk that our systems, controls, practices and policies may not be implemented effectively or consistently throughout our company, that information may not be appropriately shared ac",,,,,,1073N1-00384,A_stratified,2024-D10,10,9008b98c-71b0-4e6d-93b3-26446f229cc8,0001804220-24-000009,0000872589,REGN,Regeneron Pharmaceuticals,Health Care,Biotechnology,10-K,2024-02-05,2024,risk_factors,29,512,3499,True,0.28035,0.19431,0.44401,0.49059,0.19162,2.14186,1,1,,"under a particular type of application. This could significantly increase the resources and time required to bring a particular combination product to market. Risks Related to Intellectual Property and Market Exclusivity For purposes of this subsection, references to our intellectual property (including patents, trademarks, copyrights, and trade secrets) include that of our collaborators and licensees, unless otherwise stated or required by the context. If we cannot protect the confidentiality of our trade secrets, or our patents or other means of defending our intellectual property are insufficient to protect our proprietary rights, our business and competitive position will be harmed. Our business requires using sensitive and proprietary technology and other information that we protect as trade secrets. We seek to prevent improper disclosure of these trade secrets through confidentiality agreements and other means. If our trade secrets are improperly disclosed, by our current or former employees, our collaborators, or otherwise, it could help our competitors and adversely affect our business. Our ability to protect our trade secrets may be impaired by a number of risks and uncertainties, including those discussed under ""Other Regulatory and Litigation Risks - Increasing use of social media and artificial intelligence-based platforms could give rise to liability, breaches of data security and privacy laws, or reputational damage "" and ""Other Risks Related to Our Business - Significant disruptions of information technology systems or breaches of data security could adversely affect our business "" below. We will be able to protect our proprietary rights only to the extent that our proprietary technologies and other information are covered by valid and enforceable patents or are effectively maintained as trade secrets. The patent position of biotechnology companies, including our Company, involves complex legal and factual questions and, therefore, enforceability cann",,,,,,1074N1-00385,A_stratified,2024-D10,10,c2f837ac-6c4d-4e16-b2f8-dd66a366ba18,0001628280-24-005906,0001788882,ROOT,ROOT INC CLASS A,Financials,"Fire, Marine & Casualty Insurance",10-K,2024-02-21,2024,risk_factors,30,512,3345,True,0.22335,0.22442,0.42789,0.38360,0.16089,1.94749,0,0,,"policies and procedures, or will not subject us to liability. Any of these risks could be difficult to eliminate or manage, and, if not addressed, could have a negative effect on our business, financial condition and operating results. Claims by others that we infringed proprietary technology or other intellectual property rights could harm our business. Companies in the internet and technology industries are frequently subject to litigation based on allegations of infringement or other violations of intellectual property rights. In addition, certain companies and rights holders seek to enforce and monetize patents or other intellectual property rights they own, have purchased, or have otherwise obtained. As we gain an increasingly high public profile, intellectual property rights claims against us may become more frequent. From time to time, third parties have, and may in the future, assert claims of infringement of intellectual property rights against us. Although we believe that we have, and will likely in the future have, meritorious defenses, there can be no assurance that we will be successful in defending against these allegations or in reaching a business resolution that is satisfactory to us. Our competitors and others may now and in the future have significantly larger and more mature patent portfolios than us. In addition, future litigation may involve patent holding companies or other adverse patent owners who have no relevant product or service revenue and against whom our own patents may therefore provide little or no deterrence or protection. Many potential litigants, including some of our competitors and patent-holding companies, have the ability to dedicate substantial resources to the assertion of their intellectual property rights. Any claim of infringement by a third party, even those without merit, could cause us to incur substantial costs defending against the claim, could distract our management from our business and could require us to cease ",,,,,,1075N1-00386,A_stratified,2024-D10,10,b6aa9a43-df94-4216-aeb9-6c9c42ca7c62,0001630805-24-000014,0001630805,BW,BABCOCK AND WILCOX ENTERPRISES,Industrials,"Heating Equipment, Except Electric & Warm Air Furnaces",10-K,2024-03-15,2024,financial_statements,25,512,3133,True,0.18800,0.25552,0.14471,0.14343,0.15918,1.90558,0,0,,"1,545 Aggregate of all other countries 2,354 2,084 $ 78,369 $ 84,887 NOTE 6 – REVENUE RECOGNITION AND CONTRACTS Revenue Recognition We generate the vast majority of our revenues from the supply of, and aftermarket services for, steam-generating, environmental and auxiliary equipment. We also earn revenue from the supply of custom-engineered cooling systems for steam applications along with related aftermarket services. Our revenue recognition accounting policy is described in more detail in Note 2. 70 Contract Balances The following represents the components of Contracts in progress and Advance billings on contracts included in the Consolidated Balance Sheets: (in thousands) December 31, 2023 December 31, 2022 $ Change % Change Contract assets - included in contracts in progress: Costs incurred less costs of revenue recognized $ 37,556 $ 62,662 $ (25,106) (40) % Revenues recognized less billings to customers 52,498 55,518 (3,020) (5) % Contracts in progress $ 90,054 $ 118,180 $ (28,126) (24) % Contract liabilities - included in advance billings on contracts: Billings to customers less revenues recognized $ 76,032 $ 111,159 $ (35,127) (32) % Costs of revenue recognized less cost incurred 5,066 19,786 (14,720) (74) % Advance billings on contracts $ 81,098 $ 130,945 $ (49,847) (38) % Net contract balance $ 8,956 $ (12,765) $ 21,721 170 % Accrued contract losses $ 522 $ 180 $ 342 190 % The following amounts represent retainage on contracts: (in thousands) December 31, 2023 December 31, 2022 $ Change % Change Retainage expected to be collected within one year $ 2,584 $ 3,076 $ (492) (16) % Retainage expected to be collected after one year 1,466 786 680 87 % Total retainage $ 4,050 $ 3,862 $ 188 5 % Retainage expected to be collected in 2024 is included in Accounts receivable – trade, net in the Consolidated Balance Sheets. Retainage expected to be collected after one year is included in Other assets in the Consolidated Balance Sheets. All long-term retainage at December ",,,,,,1076N1-00387,A_stratified,2024-D10,10,33ddf26d-906a-43f8-a0bf-9abe2d44f9f1,0001628280-24-007744,0001577526,AI,C3 AI CLASS A,Information Technology,Services-Prepackaged Software,10-Q,2024-02-29,2024,md_and_a,8,512,3253,True,0.27967,0.14684,0.21827,0.16006,0.16438,1.83718,1,1,,"Over time, we have done our best to provide a quarterly customer count as a proxy to highlight the adoption and acceptance of our products and services by customers. That being said, there is so much variety in the C3 AI sales tapestry, the types of customers, the broad range of products and solutions, the disparity in contract terms, our relations with resellers, and the range of prices that, to add them together into numbers that are meaningful to compare from one quarter to the next does not fully articulate the depth and breadth of the use cases and the value-add our products and solutions provide. To help us better articulate the growth in our customer base and use cases, we retained external consultants to recommend a best-practice customer count methodology that is consistent and relies on system data and is reproducible. As a result of that review, we previously decided to change our definition to better reflect the number and level of activity of our customers, which we now define as Customer Engagement: 1. For products and services including paid trials, one-time, subscription, and professional service offerings, we count unique contacting customers by SKU that generate revenue in a given period (i.e., if a contracting customer generates revenue across four SKUs in a period, that would be counted as four Customer Engagements). 2. For products that are priced based on unique assets to which the customer is applying our solutions, we count distinct production applications by customer asset for which the product is used. 33 Table of Contents 3. For resellers and federal customers, we count the number of reseller end customers and the number of federal departments utilizing our solutions. Our best estimate of Customer Engagement was 445 and 247 as of January 31, 2024 and 2023, respectively. Key Business Metric Particularly as it relates to our legacy subscription-based pricing agreements, we monitor remaining performance obligations, or RPO, as a metric to hel",,,,,,1077N1-00388,A_stratified,2024-D10,10,ec3fb5b0-b237-4ffc-a113-9ed78cc0eedd,0001467623-24-000030,0001467623,DBX,DROPBOX INC CLASS A,Information Technology,Services-Prepackaged Software,10-Q,2024-05-10,2024,md_and_a,15,512,3395,True,0.20239,0.22594,0.23209,0.19898,0.14400,1.81566,0,0,,"of obligations under the Notes, and cash commitments due to additional known contractual obligations. Our future capital requirements will depend on many factors including our revenue growth rate, subscription renewal activity, billing frequency, the timing and extent of spending to support further infrastructure development and research and development efforts, the timing and extent of additional capital expenditures to invest in collaboration spaces, our ability to sublease space at office locations where we have unused spaces, the satisfaction of tax withholding obligations for the release of restricted stock units and awards, the expansion of sales and marketing and international operation activities, the introduction of new product capabilities and enhancement of our platform, the continuing market acceptance of our platform, and the volume and timing of our share repurchases. We have and may in the future enter into arrangements to acquire or invest in complementary businesses, services, and technologies, including intellectual property rights. We may be required to seek additional equity or debt financing. In the event that additional financing is required from outside sources, we may not be able to raise it on terms acceptable to us or at all. If we are unable to raise additional capital when desired, our business, results of operations, and financial condition could be materially and adversely affected. Our cash flow activities were as follows for the periods presented: Three Months EndedMarch 31, 2024 2023 (In millions) Net cash provided by operating activities $ 175.5 $ 139.9 Net cash provided by investing activities 113.7 200.8 Net cash used in financing activities (352.7) (241.3) Effect of exchange rate changes on cash and cash equivalents (2.5) 0.5 Net (decrease) increase in cash and cash equivalents $ (66.0) $ 99.9 Operating activities Our largest source of operating cash is cash collections from our paying users for subscriptions to our platform. Our",,,,,,1078N1-00389,A_stratified,2024-D10,10,a335b6b1-042a-463f-acaf-909247f56a0b,0001140361-24-008994,0000093389,SMP,STANDARD MOTOR PRODUCTS INC,Consumer Discretionary,Motor Vehicle Parts & Accessories,10-K,2024-02-22,2024,financial_statements,10,512,3434,True,0.22225,0.20269,0.16114,0.06079,0.20710,1.80269,0,0,,"that is in excess of current and projected use is reduced by an allowance to a level that approximates our estimate of future demand. Future projected demand requires management judgment and is based upon (a) our review of historical trends and (b) our estimate of projected customer specific buying patterns and trends in the industry and markets in which we do business. Using rolling twelve month historical information, we estimate future demand on a continuous basis. The historical volatility of such estimates has been minimal. We maintain provisions for inventory reserves of $ 42.9 million and $ 42.5 million as of December 31, 2023 and 2022, respectively . We utilize cores (used parts) in our remanufacturing processes for air conditioning compressors, diesel injectors, and diesel pumps. The production of air conditioning compressors, diesel injectors, and diesel pumps involves the rebuilding of used cores, which we acquire either in outright purchases from used parts brokers, or from returns pursuant to an exchange program with customers. Under such exchange programs, at the time of sale of air conditioning compressors, diesel injectors, and diesel pumps, we estimate the core expected to be returned from the customer and record the estimated return as unreturned customer inventory. 54 Index STANDARD MOTOR PRODUCTS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) In addition, many of our customers can return inventory to us based upon customer warranty and overstock arrangements within customer specific limits. At the time products are sold, we accrue a liability for product warranties and overstock returns and record as unreturned customer inventory our estimate of anticipated customer returns. Estimates are based upon historical information on the nature, frequency and probability of the customer return. Unreturned core, warranty and overstock customer inventory is recorded at standard cost. Revision to these estimates is made when ne",,,,,,1079N1-00390,A_stratified,2024-D10,10,25a75a1b-7ab2-4ad5-9417-30bfa4e2b37f,0000936468-24-000010,0000936468,LMT,Lockheed Martin,Industrials,Aerospace & Defense,10-K,2024-01-23,2024,business,1,512,3616,True,0.25732,0.15631,0.20547,0.63869,0.19596,1.74615,0,0,,"also have a role in our cybersecurity defenses and they are immersed in a corporate culture supportive of security, which we believe improves our cybersecurity. The corporate information security organization has implemented a governance structure and processes to assess, identify, manage and report cybersecurity risks. We also have a corporate-wide counterintelligence and insider threat detection program to proactively identify external and internal threats, and mitigate those threats in a timely manner. As a defense contractor, we must comply with extensive regulations, including requirements imposed by the Defense Federal Acquisition Regulation Supplement (DFARS) related to adequately safeguarding controlled unclassified information (CUI) and reporting cybersecurity incidents to the DoD. We have implemented cybersecurity policies and frameworks based on industry and governmental standards to align closely with DoD requirements, instructions and guidance. Moreover, we continue to work with the DoD on assessing cybersecurity risk and on policies and practices aimed at mitigating these risks. For example, we have worked in collaboration with the other members of the defense industrial base to support DoD’s development of the Cybersecurity Maturity Model Certification (CMMC) program, DoD’s program to ensure members of the defense industrial base meet cybersecurity requirements for handling CUI and federal contract information. We believe we are well positioned to meet the requirements of the CMMC and are preparing for certification once the requirements are effective. In addition to following DoD guidance and implementing pre-existing third party frameworks, we have developed our own practices and frameworks, which we believe enhance our ability to identify and manage cybersecurity risks. For example, we use a proactive risk management strategy that we developed and implemented called the Intelligence Driven Defense ® model that seeks to identify and prevent cybersec",,,,,,1080N1-00391,A_stratified,2024-D10,10,cc03e89d-1759-411f-a303-839a65243372,0000018230-24-000009,0000018230,CAT,Caterpillar Inc.,Industrials,Construction Machinery & Heavy Transportation Equipment,10-K,2024-02-16,2024,md_and_a,3,512,3336,True,0.20204,0.21498,0.22579,0.10511,0.26072,1.74401,0,0,,"favorable price realization. In Energy & Transportation, we expect sales to be flat to slightly higher. In the first quarter of 2024, we expect favorable price realization to more than offset unfavorable manufacturing costs. We expect manufacturing costs to increase primarily due to cost absorption. We do not expect an inventory increase as compared to the increase in the first quarter of 2023. We also anticipate an increase in SG&A/R&D expenses due to investment in strategic initiatives. In Construction Industries, we expect favorable price realization to be offset by increased SG&A/R&D expenses and slightly higher manufacturing costs, including cost absorption. In Resource Industries, we expect the profit impact from lower sales volume to be partially offset by favorable price realization. In Energy & Transportation, we anticipate favorable price realization to be offset by higher manufacturing costs. Global Business Conditions We continue to monitor a variety of external factors around the world, such as supply chain disruptions, inflationary cost and labor pressures. Areas of particular focus include transportation, certain components and raw materials. We continue to work to minimize supply chain challenges that may impact our ability to meet customer demand. We continue to assess the environment to determine if additional actions need to be taken. Risk Factors Risk factors are disclosed within Item 1A. Risk Factors of the 2023 Form 10-K. 28 Table of Contents Notes: • Glossary of terms included on pages 35-37; first occurrence of terms shown in bold italics. • Information on non-GAAP financial measures is included on page 47. • Some amounts within this report are rounded to the millions or billions and may not add. In addition, the sum of the components reported across periods may not equal the total amount reported year-to-date due to rounding. 29 Table of Contents 2023 COMPARED WITH 2022 CONSOLIDATED SALES AND REVENUES The chart above graphically illustrates ",,,,,,1081N1-00392,A_stratified,2024-D10,10,66cd9be8-b800-46d2-8740-957cd842abd9,0000950170-24-039342,0001780312,ASTS,AST SPACEMOBILE CLASS A,Communication Services,"Communications Services, NEC",10-K,2024-04-01,2024,changes_in_accounting,33,512,3256,True,0.21635,0.18757,0.13745,0.15683,0.15931,1.66726,0,0,,"and outstanding as of December 31, 2023 and 2022. 8 8 Additional paid-in capital 288,404 235,384 Accumulated other comprehensive income 227 229 Accumulated deficit (189,662 ) (102,101 ) Noncontrolling interest 114,568 226,294 Total stockholders' equity 213,559 359,826 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 360,892 $ 438,372 See accompanying notes to the consolidated financial statements 80 AST SPACEMOBILE, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Dollars in thousands, except share and per share data) Year Ended December 31, 2023 2022 Revenues $ - $ 13,825 Cost of sales (exclusive of items shown separately below) - 6,714 Gross profit - 7,111 Operating expenses: Engineering services costs 78,811 54,212 General and administrative costs 41,601 48,332 Research and development costs 47,486 45,620 Depreciation and amortization 54,469 4,711 Total operating expenses 222,367 152,875 Other income (expense): Gain on remeasurement of warrant liabilities 8,986 19,114 Interest income (expense), net 2,675 2,633 Other (expense) income, net (10,290 ) 21,521 Total other income (expense), net 1,371 43,268 Loss before income tax expense (220,996 ) (102,496 ) Income tax expense (1,681 ) (617 ) Net loss before allocation to noncontrolling interest (222,677 ) (103,113 ) Net loss attributable to noncontrolling interest (135,116 ) (71,473 ) Net loss attributable to common stockholders $ (87,561 ) $ (31,640 ) Net loss per share attributable to holders of Class A Common Stock Basic and diluted $ (1.07 ) $ (0.58 ) Weighted-average shares of Class A Common Stock outstanding Basic and diluted 81,824,122 54,437,073 See accompanying notes to the consolidated financial statements 81 AST SPACEMOBILE, INC. CONSOLIDATED STATEMENTS OF COMPREHEN SIVE INCOME (LOSS) (Dollars in thousands) Year Ended December 31, 2023 2022 Net loss before allocation to noncontrolling interest $ (222,677 ) $ (103,113 ) Other comprehensive loss Foreign currency translation adjustments (6 ) (295 ) Total other comprehe",,,,,,1082N1-00393,A_stratified,2024-D10,10,dde2ae8f-cd01-478c-9c39-be16dfbc1108,0001753926-24-001818,0000822663,IPAR,INTERPARFUMS INC,Consumer Staples,"Perfumes, Cosmetics & Other Toilet Preparations",10-Q,2024-11-06,2024,md_and_a,21,512,3195,True,0.22280,0.17178,0.23379,0.20823,0.13664,1.61102,0,0,,"into U.S. dollars. We have not had any liquidity issues to date, and do not expect any liquidity issues relating to such cash and cash equivalents and short-term investments. As of September 30, 2024 , working capital aggregated $617 million. Approximately 76% of the Company’s total assets are held by European based operations, and approximately $253 million of trademarks, licenses and other intangible assets are also held by European based operations. The Company is party to a number of licenses and other agreements for the use of trademarks and rights in connection with the manufacture and sale of its products expiring at various dates through 2039 . In connection with most of these license agreements, the Company is subject to minimum annual advertising commitments, minimum annual royalties and other commitments. See Item 8 . Financial Statements and Supplementary Data – Note 12 – Commitments in our 2023 annual report on Form 10-K, which is incorporated by reference herein. Future advertising commitments are estimated based on planned future sales for the license terms that were in effect at December 31, 2023 , without consideration for potential renewal periods and do not reflect the fact that our distributors share our advertising obligations. Page21 INTERPARFUMS, INC. AND SUBSIDIARIES The Company hopes to continue to benefit from its strong financial position to potentially acquire one or more brands, either on a proprietary basis or as a licensee. Discussions have been underway since 2023 with a view to renewing the Van Cleef & Arpels license agreement. The license is to be renewed for an additional 9 -year term, beginning January 1, 2025. In July 2023, we entered into a global licensing agreement for the creation, development and distribution of fragrances and fragrance related products under the Roberto Cavalli brand. Our rights under this license are subject to certain minimum advertising expenditures and royalty payments as are customary in our industry. ",,,,,,1083N1-00394,A_stratified,2024-D10,10,1fb4092f-9608-4301-a539-efb2008e715c,0001558370-24-008788,0001867072,KD,KYNDRYL HOLDINGS,Information Technology,Services-Computer Integrated Systems Design,10-K,2024-05-30,2024,business,1,406,2900,True,0.24187,0.13897,0.20457,0.67203,0.12026,1.53225,0,0,,"These evaluations include testing the design and operational effectiveness of our cybersecurity controls and procedures. Our internal audit function conducts additional reviews and assessments of our cybersecurity controls and procedures. Certain results of such assessments and reviews are reported to the Audit Committee and the Board of Directors as appropriate. We use the findings from these efforts to improve our practices, procedures, and technologies. ​ Cybersecurity Risk Oversight and Governance ​ Our Board of Directors is responsible for the overall oversight of our enterprise risk management. The Audit Committee semi-annually reviews the Company’s enterprise risk management framework, including enterprise risk management processes, and assists the Board of Directors in its oversight over certain key areas of risks, including overseeing cybersecurity, data governance and privacy risk and regularly reporting on such matters to the Board. The Audit Committee and full Board of Directors receive periodic updates from our CISO about Kyndryl’s cybersecurity policies and practices, cybersecurity developments, trends, risks, notable incidents, mitigation strategies, maturity initiatives and other developments throughout the year, as well as periodic updates from our CIO, Security & Resiliency global practice leader and other senior leaders on cybersecurity-related matters. ​ Our information security program is led by our CISO, who reports to the CIO. Our CISO organization collaborates closely with key stakeholders across the businesses, including our Security & Resiliency and other global practice organizations, in developing and implementing our cybersecurity strategy, policy, operations, threat detection and incident response and remediation. Our information security teams that support these efforts are comprised of cybersecurity professionals with many years of experience in cybersecurity across multiple sectors, including heavily regulated industries such as fina",,,,,,1084N1-00395,A_stratified,2024-D10,10,7640a826-917a-4842-9ade-c50290751702,0001836833-24-000102,0001836833,PL,PLANET LABS CLASS A,Industrials,Radio & Tv Broadcasting & Communications Equipment,10-Q,2024-09-05,2024,md_and_a,14,512,3150,True,0.22091,0.15940,0.16280,0.19453,0.20292,1.51998,0,0,,"compared to six months ended July 31, 2023 The following table sets forth a summary of our consolidated results of operations for the interim periods indicated and the changes between such periods. Six Months Ended July 31, $ % (in thousands, except percentages) 2024 2023 Change Change Revenue $ 121,532 $ 106,464 $ 15,068 14 % Cost of revenue 57,539 52,025 5,514 11 % Gross profit 63,993 54,439 9,554 18 % Operating expenses Research and development 52,839 54,927 (2,088) (4) % Sales and marketing 45,218 45,435 (217) — % General and administrative 40,084 42,049 (1,965) (5) % Total operating expenses 138,141 142,411 (4,270) (3) % Loss from operations (74,148) (87,972) 13,824 (16) % Interest income 5,878 8,308 (2,430) (29) % Change in fair value of warrant liabilities 928 7,171 (6,243) (87) % Other income (expense), net 720 963 (243) (25) % Total other income (expense), net 7,526 16,442 (8,916) (54) % Loss before provision for income taxes (66,622) (71,530) 4,908 (7) % Provision for income taxes 1,339 889 450 51 % Net loss $ (67,961) $ (72,419) $ 4,458 (6) % Revenue Revenue increased $15.1 million, or 14%, to $121.5 million for the six months ended July 31, 2024 from $106.5 million for the six months ended July 31, 2023. The increase was primarily due to a $16.0 million increase from total customer growth worldwide, including new customers acquired from the Sinergise acquisition and net reduction of existing customer contracts of $0.9 million. EoP Customer Count increased approximately 7% to 1,012 as of July 31, 2024 from 944 as of July 31, 2023. The increase in revenue from new customers was primarily driven by growth in the Civil Government and Defense and Intelligence verticals. Cost of Revenue Cost of revenue increased $5.5 million, or 11%, to $57.5 million for the six months ended July 31, 2024, from $52.0 million for the six months ended July 31, 2023. The increase was primarily due to a $2.8 million increase in costs paid to solution partners and subcontractors. T",,,,,,1085N1-00396,A_stratified,2024-D10,10,8295fee4-dcd4-482d-85eb-0df85cfda2c5,0000882184-24-000057,0000882184,DHI,D. R. Horton,Consumer Discretionary,Homebuilding,10-K,2024-11-19,2024,business,1,512,3536,True,0.22582,0.12579,0.22631,0.66072,0.17324,1.34060,0,0,,"identify phishing schemes and other social engineering tactics, and we provide various methods for them to report suspicious activity that may give rise to a cybersecurity incident. To date, we have not identified any risks from known cybersecurity threats, including as a result of any previous cybersecurity incidents, that have materially affected or are reasonably likely to materially affect our business strategy, results of operations or financial condition. However, because the sophistication of cybersecurity threats continues to increase with rapidly evolving techniques to overcome security measures, the preventative actions we have taken and will continue to take to reduce the risks may not successfully protect our systems against a future cybersecurity incident. For more information on how cybersecurity risk could materially affect our business, please refer to Item 1A, “Risk Factors.” 26 Table of Contents Governance Our Board considers cybersecurity and other information technology risk as part of its risk oversight function. The members of our Board receive reports on our cybersecurity risks and risk management on at least an annual basis from our CIO and CSRO. These reports include reviewing current trends, processes and systems used to mitigate the risk of cybersecurity threats. Our internal audit department also conducts cybersecurity reviews as part of its audit procedures and presents any findings to the Board. We have protocols by which certain cybersecurity incidents would be escalated within the Company and, where appropriate, reported to the Board in a timely manner. We invest a considerable amount of resources in training, tools and other resources to manage risks from cybersecurity threats. Our cybersecurity program is led by an experienced team that creates cybersecurity policies and procedures and possesses expert knowledge related to controls and safeguards related to cybersecurity. Led by our CIO, our cybersecurity team is responsible for ass",,,,,,1086N1-00397,A_stratified,2024-D10,10,1593c6fd-925e-4f29-90d7-93e9b976e7cf,0000950170-24-122782,0000884624,OFIX,ORTHOFIX MEDICAL,Health Care,Surgical & Medical Instruments & Apparatus,10-Q,2024-11-07,2024,controls_and_procedures,17,512,3368,True,0.17012,0.18281,0.19508,0.13250,0.21177,1.32515,0,0,,"Global Orthopedics 30,502 29,654 88,403 84,692 Consolidated U.S. 166,640 153,246 493,592 453,922 International 29,966 30,760 90,242 92,304 Net sales $ 196,606 $ 184,006 $ 583,834 $ 546,226 18 The following data includes net sales by geographic area: Three Months EndedSeptember 30, Nine Months EndedSeptember 30, (Unaudited, U.S. Dollars, in thousands) 2024 2023 2024 2023 U.S. $ 166,640 $ 153,246 $ 493,592 $ 453,922 Italy 5,142 4,552 15,401 14,669 France 2,996 2,934 9,022 8,205 United Kingdom 2,937 2,932 8,191 8,252 Germany 2,165 3,268 6,663 8,627 Brazil 1,096 1,842 4,332 4,607 Others 15,630 15,232 46,633 47,944 Net Sales $ 196,606 $ 184,006 $ 583,834 $ 546,226 The following data includes property, plant, and equipment by geographic area: (U.S. Dollars, in thousands) September 30,2024 December 31,2023 (Unaudited) U.S. $ 131,653 $ 142,727 Italy 9,636 10,187 Germany 2,197 3,030 Others 3,199 3,116 Total $ 146,685 $ 159,060 12. Acquisition-related amortization and remeasurement Acquisition-related amortization and remeasurement consists of (i) amortization related to intangible assets acquired through business combinations or asset acquisitions and (ii) remeasurement of any related contingent consideration arrangements. Components of acquisition-related amortization and remeasurement are as follows: Three Months EndedSeptember 30, Nine Months EndedSeptember 30, (Unaudited, U.S. Dollars, in thousands) 2024 2023 2024 2023 Amortization of acquired intangibles $ 4,551 $ 4,370 $ 13,095 $ 13,137 Changes in fair value of contingent consideration 1,970 (800 ) 6,210 (2,100 ) Total $ 6,521 $ 3,570 $ 19,305 $ 11,037 13. Share-based compensation Components of share-based compensation expense are as follows: Three Months EndedSeptember 30, Nine Months EndedSeptember 30, (Unaudited, U.S. Dollars, in thousands) 2024 2023 2024 2023 Cost of sales $ 486 $ 463 $ 1,576 $ 1,416 Sales and marketing 1,319 2,092 4,422 6,892 General and administrative 4,022 2,832 17,017 21,103 Research and develo",,,,,,1087N1-00398,A_stratified,2024-D10,10,b7abd382-780f-4df8-b77e-d1dbcb91dbdc,0001384905-24-000013,0001384905,RNG,RINGCENTRAL CLASS A,Information Technology,Services-Computer Processing & Data Preparation,10-K,2024-02-22,2024,financial_statements,12,512,3538,True,0.19451,0.15656,0.17232,0.14903,0.20573,1.32377,0,0,,"Company monitors the accuracy of its sales reserve estimates by reviewing actual returns and credits and adjusts them for its future expectations to determine the adequacy of its current and future reserve needs. If actual future returns and credits differ from past experience, additional reserves may be required. Other revenue Other revenue primarily includes revenue generated from sale of pre-configured phones and professional implementation services. Phone revenue is recognized upon transfer of control to the customer which is generally upon shipment from the Company’s or its designated agents’ warehouse. The Company offers professional services to support implementation and deployment of its subscription services. Professional services do not result in significant customization of the product and are generally short-term in duration. The majority of the Company’s professional services contracts are on a fixed price basis and revenue is recognized as and when services are delivered. Principal vs. Agent A portion of the Company’s subscriptions and product revenues are generated through sales by resellers, strategic partners, and global service providers. When the Company controls the performance of contractual obligations to the customer, it records these revenues at the gross amount paid by the customer with amounts retained by the resellers recognized as sales and marketing expenses. The Company assesses control of goods or services when it is primarily responsible for fulfilling the promise to provide the good or service, has inventory risk and has discretion in establishing the price. Deferred and prepaid sales commission costs The Company capitalizes sales commission expenses and associated payroll taxes paid to internal sales personnel and resellers, who sell the Company’s offerings. The resellers are selling agents for the Company and earn sales commissions which are directly tied to the value of the contracts that the Company enters with the end-user custo",,,,,,1088N1-00399,A_stratified,2024-D10,10,b5dfd3e4-e8e7-41aa-adcf-33cdfecb2db2,0000950170-24-016260,0000910606,REG,Regency Centers,Real Estate,Retail REITs,10-K,2024-02-16,2024,md_and_a,5,512,3357,True,0.12137,0.23119,0.16705,0.09647,0.08747,1.30199,0,0,,"increase from same properties primarily attributable to an increase in recoverable common area and tenant related costs. Real estate taxes increased $15.8 million, on a net basis, mainly due to the following: • $8.9 million increase from acquisition of UBP; • $2.1 million increase from acquisitions of other operating properties and developments where capitalization ceased and spaces became available for occupancy; and • $4.8 million net increase from same properties primarily due to increases in real estate tax assessments across the portfolio. General and administrative costs increased $17.9 million, on a net basis, mainly due to the following: • $10.9 million net increase due to changes in the value of participant obligations within the deferred compensation plan, attributable to changes in market values of those investments, reflected within Net investment income; • $1.1 million net increase driven by higher professional fees, business promotion and travel related costs; • $8.3 million net increase in compensation costs primarily driven by salary increases, fewer vacant positions and performance-based incentive compensation; partially offset by • $2.5 million decrease due to higher development overhead capitalization based on the timing and progress of our development and redevelopment projects. Other operating expenses increased $3.3 million, primarily due to transition costs related to the acquisition of UBP. The following table presents the components of Other expense: (in thousands) 2023 2022 Change Interest expense, net Interest on notes payable $ 154,647 148,803 5,844 Interest on unsecured credit facilities 6,824 2,058 4,766 Capitalized interest (5,695 ) (4,166 ) (1,529 ) Hedge expense 438 438 — Interest income (1,965 ) (947 ) (1,018 ) Interest expense, net 154,249 146,186 8,063 Gain on sale of real estate, net of tax (661 ) (109,005 ) 108,344 Early extinguishment of debt (99 ) — (99 ) Net investment (income) loss (5,665 ) 6,921 (12,586 ) Total other expens",,,,,,1089N1-00400,A_stratified,2024-D10,10,b9e39810-fdaf-4d5d-b5a9-88e8fd6916a0,0000950170-24-021145,0001649094,PCVX,VAXCYTE,Health Care,"Biological Products, (No Diagnostic Substances)",10-K,2024-02-27,2024,properties,0,141,944,False,0.19877,0.14564,0.14100,0.16012,0.17428,1.28352,0,0,,"operties. Our corporate headquarters is located at 825 Industrial Road, Suite 300, San Carlos, California 94070 (“Corporate Headquarters”), where we lease and occupy 77,498 square feet of laboratory and office space. In September 2023, we entered into an assignment and assumption of lease agreement for an additional operating lease in the same building as our Corporate Headquarter (the “Assumed Lease Premises”). Our Assumed Lease premises consist of an aggregate of approximately 36,593 square feet of laboratory and office space in that we lease and occupy. Our lease for our Corporate Headquarters expires on December 31, 2025 and our lease for the Assumed Lease Premises expires on November 30, 2031. We use our Corporate Headquarters and Assumed Lease Premises primarily for corporate research, development, regulatory, manufacturing and quality functions. We believe that our existing facilities are adequate to meet our current needs.",,,,,,1090