PITNEY BOWES INC DE
For the period ended Dec 31, 2024. Filed Feb 21, 2025.
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FY2024 · Filed Feb 21, 2025
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Item 15. Exhibits and Financial Statement Schedules
| Consolidated Statements of Operations for the years ended December 31, 2024, 2023 and 2022 | 40 |
|---|---|
| Consolidated Statements of Comprehensive Loss for the years ended December 31, 2024, 2023 and 2022 | 41 |
| Consolidated Balance Sheets at December 31, 2024 and 2023 | 42 |
| Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023 and 2022 | 43 |
| Consolidated Statements of Stockholders' Deficit for the years ended December 31, 2024, 2023 and 2022 | 44 |
| Notes to Consolidated Financial Statements | 45 |
| Schedule II - Valuation and Qualifying Accounts and Reserves for the years ended December 31, 2024, 2023 and 2022 | 90 |
(a)(2) Exhibits
| Reg. S-Kexhibits | Description | Status or incorporation by reference |
| 3(a) | Amended and Restated Certificate of Incorporation of Pitney Bowes Inc. | Incorporated by reference to Exhibit 3.2 to Form 8-K filed with the Commission on May 8, 2024 (Commission file number 1-3579) |
| 3(b) | Pitney Bowes Inc. Amended and Restated By-laws effective May 6, 2024 | Incorporated by reference to Exhibit 3.4 to Form 8-K filed with the Commission on May 8, 2024 (Commission file number 1-3579) |
| 4 | Description of Registered Securities | Exhibit 4 |
| 4(a) | Senior Debt Indenture, dated as of February 14, 2005, by and between the Company and Citibank N.A., as trustee | Incorporated by reference to Exhibit 4(a) to Registration Statement on Form S-3 filed with the Commission on June 18, 2008 (Commission file number 1-3579) |
| 4(b) | First Supplemental Indenture, dated as of October 23, 2007, by and among Pitney Bowes Inc., The Bank of New York, as successor trustee, and Citibank, N.A., as resigning trustee | Incorporated by reference to Exhibit 4.1 to Form 8-K filed with the Commission on October 24, 2007 (Commission file number 1-3579) |
| 4(c) | Supplemental Indenture No. 2 dated as of February 26, 2020, by and between Pitney Bowes Inc. and The Bank of New York Mellon, as successor trustee to Citibank N.A. | Incorporated by reference to Exhibit 4.1 to Form 8-K filed with the Commission on February 26, 2020 (Commission file number 1-3579) |
| 4(d) | Form of 5.25% Global Medium-Term Note due 2037 | Incorporated by reference to Exhibit 4(d)(1) to Form 8-K filed with the Commission on November 16, 2006 (Commission file number 1-3579) |
| 4(e) | Officer's Certificate establishing the terms of the Notes, dated March 7, 2013, and Specimen of 6.70% Notes due 2043 | Incorporated by reference to Exhibits 4.1 and 4.2 to Form 8-K filed with the Commission on March 7, 2013 (Commission file number 1-3579) |
| 4(f) | Officer's Certificate establishing the terms of the 4.625% Notes due 2024, dated March 13, 2014, and Specimen of 4.625% Notes due 2024. | Incorporated by reference to Exhibits 4.1 and 4.2 to Form 8-K filed with the Commission on March 13, 2014 (Commission file number 1-3579) |
| 4(g) | Indenture, dated March 19, 2021, among Pitney Bowes Inc., the guarantors party thereto and Truist Bank, as trustee, with respect to Pitney Bowes Inc.'s 6.875% Senior Notes due 2027. | Incorporated by reference to Exhibit 4.1 to the Form 8-K filed with the Commission on March 23, 2021 (Commission file number 1-3579). |
| 4(h) | Indenture, dated March 19, 2021, among Pitney Bowes Inc., the guarantors party thereto and Truist Bank, as trustee, with respect to Pitney Bowes Inc.'s 7.250% Senior Notes due 2029. | Incorporated by reference to Exhibit 4.2 to the Form 8-K filed with the Commission on March 23, 2021 (Commission file number 1-3579). |
| 10(a) * | Retirement Plan for Directors of Pitney Bowes Inc. | Incorporated by reference to Exhibit 10(a) to Form 10-K filed with the Commission on March 30, 1993 (Commission file number 1-3579) |
| 10(b) * | Pitney Bowes Inc. Directors' Stock Plan (as amended and restated September 11, 2023) | Incorporated by reference to Exhibit 10.10 to Form 10-Q filed with the Commission on November 2, 2023 (Commission file number 1-3579) |
| 10(c) * | Pitney Bowes Inc. 2007 Stock Plan (as amended November 7, 2009) | Incorporated by reference to Exhibit (v) to Form 10-K filed with the Commission on February 26, 2010 (Commission file number 1-3579) |
| 10(d)* | Pitney Bowes Inc. 2013 Stock Plan | Incorporated by reference to Annex A to the Definitive Proxy Statement for the 2013 Annual Meeting of Stockholders filed with the Commission on March 25, 2013 (Commission file number 1-3579) |
| Reg. S-Kexhibits | Description | Status or incorporation by reference |
| 10(e)* | Amended and Restated Pitney Bowes Inc. 2018 Stock Plan (as amended and restated September 11, 2023) | Incorporated by reference to Exhibit 10.9 to Form 10-Q filed with the Commission on November 2, 2023 (Commission file number 1-3579) |
| 10(f)* | Pitney Bowes Inc. 2024 Stock Plan as amended November 5, 2024 | Incorporated by reference to Exhibit 10.7 to Form 10-Q filed with the Commission on November 8, 2024 (Commission file number 1-3579) |
| 10(g) * | Pitney Bowes Inc. Key Employees' Incentive Plan as amended November 5, 2024 | Incorporated by reference to Exhibit 10.8 to Form 10-Q filed with the Commission on November 8, 2024 (Commission file number 1-3579) |
| 10(h) * | Pitney Bowes Severance Plan as amended and restated effective June 18, 2024 | Incorporated by reference to Exhibit 10.2 to Form 10-Q filed with the Commission on August 9, 2024 (Commission file number 1-3579) |
| 10(i) * | Pitney Bowes Senior Executive Severance Policy (as amended and restated as of September 11, 2023) | Incorporated by reference to Exhibit 10.6 to Form 10-Q filed with the Commission on November 2, 2023 (Commission file number 1-3579) |
| 10(j) * | Pitney Bowes Inc. Deferred Incentive Savings Plan for the Board of Directors (as amended and restated September 11, 2023) | Incorporated by reference to Exhibit 10.11 to Form 10-Q filed with the Commission on November 2, 2023 (Commission file number 1-3579) |
| 10(k) * | Pitney Bowes Inc. Deferred Incentive Savings Plan (as amended and restated effective September 11, 2023) | Incorporated by reference to Exhibit 10.7 to Form 10-Q filed with the Commission on November 2, 2023 (Commission file number 1-3579) |
| 10(l)* | Pitney Bowes Director Equity Deferral plan dated November 8, 2013 (effective May 12, 2014) | Incorporated by reference to Exhibit 10(o) to Form 10-K filed with the Commission on February 22, 2016 (Commission file number 1-3579) |
| 10(m)* | Pitney Bowes Executive Equity Deferral Plan as amended November 5, 2024 | Incorporated by reference to Exhibit 10.9 to Form 10-Q filed with the Commission on November 8, 2024 (Commission file number 1-3579) |
| 10(n) | Separation Agreement, dated as of May 21, 2024, by and between the Company and Jason Dies | Incorporated by reference to Exhibit 10.4 to the Form 10-Q filed with the Commission on August 9, 2024 (Commission file number 1-3579) |
| 10(o) | Separation Agreement, dated as of June 30, 2024, by and between the Company and Gregg Zegras | Incorporated by reference to Exhibit 10.5 to the Form 10-Q filed with the Commission on August 9, 2024 (Commission file number 1-3579) |
| 10(p) | Separation Agreement, dated as of August 7, 2024, by and between the Company and James Fairweather, Executive Vice President, Chief Innovation Officer | Incorporated by reference to Exhibit 10.6 to the Form 8-K filed with the Commission on August 9, 2024 (Commission file number 1-3579) |
| 10(q) | Separation Agreement, dated as of February 11, 2025, by and between the Company and John Witek | Incorporated by reference to Exhibit 10.3 to the Form 8-K filed with the Commission on February 12, 2025 (Commission file number 1-3579) |
| 10(r) | Letter Agreement, dated March 15, 2024, between the Company and John Witek | Incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the Commission on March 19, 2024 (Commission file number 1-3579) |
| 10(s) | Letter Agreement, dated September 18, 2024, between the Company and John Witek | Incorporated by reference to Exhibit 10.16 to the Form 10-Q filed with the Commission on November 8, 2024 (Commission file number 1-3579) |
| 10(t) | Letter Agreement, dated October 25, 2024, between the Company and Lance Rosenzweig | Incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the Commission on August 9, 2024 (Commission file number 1-3579) |
| 10(u) | Offer Letter, executed as of February 10, 2025, between Bob Gold and Pitney Bowes Inc. | Incorporated by reference to Exhibit 10.2 to the Form 8-K filed with the Commission on February 12, 2025 (Commission file number 1-3579) |
| 10(v) | Cooperation Agreement, dated as of January 31, 2024, by and between Hestia Capital Partners, LP, Helios I, LP, Hestia Capital Partners GP, LLC, Hestia Capital Management, LLC and Kurtis J. Wolf, on the one hand, and Pitney Bowes Inc., on the other hand | Incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the Commission on February 1, 2024 (Commission file number 1-3579) |
| 10(w) | Form of Indemnification Agreement | Incorporated by reference to Exhibit 10.3 to the Form 10-Q filed with the Commission on May 2, 2024 (Commission file number 1-3579) |
| 10(x) | Limited Liability Company Agreement, dated as of August 8, 2024, by and between Pitney Bowes International Holdings, Inc. and Hilco | Incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the Commission on August 9, 2024 (Commission file number 1-3579) |
| Reg. S-Kexhibits | Description | Status or incorporation by reference |
| 10(y) | Form of Restructuring Support Agreement, dated as of August 8, 2024, by and between the Company and the Ecommerce Debtors | Incorporated by reference to Exhibit 10.2 to the Form 8-K filed with the Commission on August 9, 2024 (Commission file number 1-3579) |
| 10(z) | Form of Settlement and Release Agreement, dated as of August 8, 2024, by and among (i) DRF Logistics, LLC and DRF, LLC, as proposed debtors and debtors-in-possession and (ii) the Company and Pitney Bowes International Holdings, Inc. | Incorporated by reference to Exhibit 10.3 to the Form 8-K filed with the Commission on August 9, 2024 (Commission file number 1-3579) |
| 10(aa) | Credit Agreement, dated as of February 7, 2025, among Pitney Bowes Inc., a Delaware corporation, the lenders and issuing banks thereto from time to time and Bank of America, N.A., as administrative agent | Incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the Commission on February 12, 2025 (Commission file number 1-3579) |
| 10(bb) | Form of Long Term Incentive Award Agreement | Incorporated by reference to Exhibit 10(k) to Form 10-K filed with the Commission on February 25, 2013 (Commission file number 1-3579) |
| 10(cc) | Form of Restricted Stock Unit Award Agreement under 2024 Stock Plan | Incorporated by reference to Exhibit 10.10 to Form 10-Q filed with the Commission on November 8, 2024 (Commission file number 1-3579) |
| 10(dd) | Form of Performance Stock Unit Award Agreement under 2024 Stock Plan | Incorporated by reference to Exhibit 10.11 to Form 10-Q filed with the Commission on November 8, 2024 (Commission file number 1-3579) |
| 10(ee) | Form of Cash Incentive Unit Award Agreement under 2024 Stock Plan | Incorporated by reference to Exhibit 10.12 to Form 10-Q filed with the Commission on November 8, 2024 (Commission file number 1-3579) |
| 10(ff) | Form of Stock Cash Incentive Unit Award Agreement under 2024 Stock Plan | Incorporated by reference to Exhibit 10.13 to Form 10-Q filed with the Commission on November 8, 2024 (Commission file number 1-3579) |
| 10(gg) | Form of Non-qualified Stock Option Award Agreement under 2024 Stock Plan | Incorporated by reference to Exhibit 10.14 to Form 10-Q filed with the Commission on November 8, 2024 (Commission file number 1-3579) |
| 10(hh) | Form of Long Term Incentive Award Agreements under 2018 Stock Plan | Incorporated by reference to Exhibit 10.15 to Form 10-Q filed with the Commission on November 8, 2024 (Commission file number 1-3579) |
| 10(ii) | Form of 2024 Long Term Incentive Award Agreements for Chief Executive Officer | Exhibit 10(ii) |
| 10(jj) | Form of Non-Employee Director Restricted Stock Unit Award Agreement | Exhibit 10(jj) |
| 19 | Insider trading policy | Exhibit 19 |
| 21 | Subsidiaries of the registrant | Exhibit 21 |
| 23 | Consent of independent registered accounting firm | Exhibit 23 |
| 31.1 | Certification of Chief Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended. | Exhibit 31.1 |
| 31.2 | Certification of Chief Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended. | Exhibit 31.2 |
| 32.1 | Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350 | Exhibit 32.1 |
| 32.2 | Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 | Exhibit 32.2 |
| 97 | Compensation Recoupment Policy of Pitney Bowes Inc. dated December 1, 2023 | Incorporated by reference to Exhibit 10.12 to Form 10-Q filed with the Commission on November 2, 2023 (Commission file number 1-3579) |
| 101.SCH | XBRL Taxonomy Extension Schema Document | |
| 101.CAL | XBRL Taxonomy Calculation Linkbase Document | |
| 101.DEF | XBRL Taxonomy Definition Linkbase Document | |
| 101.LAB | XBRL Taxonomy Label Linkbase Document | |
| 101.PRE | XBRL Taxonomy Presentation Linkbase Document | |
| 104 | The cover page from the Company's Annual Report on Form 10-K for the year ended December 31, 2024, formatted in Inline XBRL (included as Exhibit 101). |
- The Exhibits identified above with an asterisk (*) are management contracts or compensatory plans or arrangements.
The Company has certain outstanding long-term indebtedness that does not exceed 10% of the total assets of the Company; therefore, copies of instruments defining the rights of holders of such indebtedness are not included as exhibits. The Company agrees to furnish copies of such instruments to the SEC upon request.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.