What changed in this filing

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Item 9A. Controls and Procedures

2021-02-25 compared with 2020-02-20 · 49 added, 70 removed, 234 unchanged (34% of the section changed)

35 unchanged sentences

Begor served on the Fair Isaac Corporation (FICO) board of directors from 2016 to 2018.

He currently serves on the board of directors of NCR Corporation.

Beverly Anderson (57) has been President, Global Consumer Solutions, since November 2019.

1 unchanged sentence

Prior to that, she served in roles of increasing responsibility at American Express from July 2004, ultimately serving as Vice President and General Manager, American Express Business Insights Americas—Global Merchant Services.

She currently serves on the board of directors of Expedia Group, Inc.

Sunil Bindal (46) has been Senior Vice President of Corporate Development since October 2020.

Prior to joining Equifax, Mr.

Bindal served as Senior Vice President, Global Head of Mergers and Acquisitions and Corporate Development, at Total System Services since July 2018.

Prior thereto, he served as Vice President of Corporate Development at Broadridge Financial Solutions since August 2015.

Prior thereto, he served as Director, Technology Mergers and Acquisitions, of Credit Suisse since July 2006.

Carla Chaney (50) has been Corporate Vice President and Chief Human Resources Officer since April 2019.

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Prior thereto, she held a variety of leadership roles with Exide Technologies and Newell Rubbermaid, Inc., since 2004.

Prasanna Dhoré (58) has been Chief Data and Analytics Officer since August 2012.

Prasanna Dhoré (59) assumed the expanded role of Chief Data and Analytics and Innovation Officer in December 2020.

He has served as Chief Data and Analytics Officer since August 2012.

Prior thereto, Mr.

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Prior to joining Equifax, Mr.

Kelley was a senior partner in the Corporate Practice Group of the law firm of King & Spalding LLP from January 1993 to December 2012.

Kelley was a senior partner in the Corporate Practice Group of the law firm of King & Spalding LLP.

Bryson Koehler (45) h as been our Chief Technology Officer since June 2018.

28 unchanged sentences

• Consolidated Balance Sheets — December 31, 2020 and 2019;

• Consolidated Statements of (Loss) Income for the Years Ended December 31, 2019, 2018 and 2017;

• Consolidated Statements of Comprehensive (Loss) Income for the Years Ended December 31, 2019, 2018 and 2017;

• Consolidated Statements of Income (Loss) for the Years Ended December 31, 2020, 2019 and 2018;

• Consolidated Statements of Comprehensive Income (Loss) for the Years Ended December 31, 2020, 2019 and 2018;

• Consolidated Statements of Cash Flows for the Years Ended December 31, 2020, 2019 and 2018;

• Consolidated Statements of Shareholders’ Equity and Other Comprehensive (Loss) Income for the Years Ended December 31, 2019, 2018 and 2017;

• Consolidated Statements of Shareholders’ Equity and Accumulated Other Comprehensive Loss for the Years Ended December 31, 2020, 2019 and 2018;

• Notes to Consolidated Financial Statements.

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Exhibit Number Description

Plan of Acquisition

2.1 Scheme Implementation Deed, dated as of November 22, 2015 (Sydney, Australia time), by and between Equifax Inc.

and Veda Group Limited (incorporated by reference to Exhibit 2.1 to Equifax’s Form 8-K filed November 24, 2015).

Articles of Incorporation and Bylaws

2 unchanged sentences

3.2 Amended and Restated Bylaws of Equifax Inc.

(incorporated by reference to Exhibit 3.1 to Equifax’s Form 8-K filed February 21, 2017).

(incorporated by reference to Exhibit 3.

2 to Equifax’s Form 8-K filed February 9, 2021).

Instruments Defining the Rights of Security Holders, Including Indentures

4.1 Amendment to Rights Agreement dated as of February 19, 2015, between Equifax Inc.

and American Stock Transfer & Trust Company, LLC, as successor Rights Agent to SunTrust Bank, amending the Amended and Restated Rights Agreement dated as of October 14, 2005, between Equifax Inc.

and SunTrust Bank, as Rights Agent (incorporated by reference to Exhibit 4.1 to Equifax’s Form 8-K filed February 20, 2015).

4.1 Indenture dated as of June 29, 1998, between Equifax Inc.

2 unchanged sentences

and The Bank of New York Trust Company, N.A.

(under which Equifax’s 7.00% Senior Notes due 2037 were issued), to the 1998 Indenture (incorporated by reference to Exhibit 4.1 to Equifax’s Form 8-K filed June 29, 2007).

(under which Equifax’s 7.00% Senior Notes due 2037 were issued), to the 1998 Indenture (incorporated by reference to Exhibit 4.

3 to Equifax’s Form 8-K filed June 29, 2007).

4.3 Fourth Supplemental Indenture dated as of December 17, 2012, between Equifax Inc.

1 unchanged sentence

(under which Equifax’s 3.30% Senior Notes due 2022 were issued), to the 1998 Indenture (incorporated by reference to Exhibit 4.2 to Equifax’s Form 8-K filed December 11, 2012).

4.5 Third Amended and Restated Credit Agreement dated as of December 19, 2012, among Equifax Inc., Equifax Limited, Equifax Canada Co.

(formerly known as Equifax Canada, Inc.), Equifax Luxembourg S.A.R.L., the lenders named therein and Bank of America, N.A.

as Administrative Agent (incorporated by reference to Exhibit 4.2 to Equifax’s Form 8-K filed December 20, 2012).

4.4 Credit Agreement, dated as of September 27, 2018, by and between Equifax Inc., Equifax Limited, Equifax Canada Co., Equifax Australia Holdings Pty Limited, and SunTrust Bank as administrative agent (incorporated by reference to Exhibit 10.1 to Equifax’s Form 8-K filed October 1, 2018).

13 unchanged sentences

and the Trustee, including the form of 2024 Note as Exhibit A (incorporated by reference to Exhibit 4.1 to Equifax’s Form 8-K filed November 19, 2019).

4.14* Description of the Company’s Securities Registered under Section 12 of the Securities Exchange Act of 1934.

4.12 Seventh Supplemental Indenture, dated as of April 27, 2020, between Equifax Inc.

and the Trustee, including the form of 2025 Note as Exhibit A (incorporated by reference to Exhibit 4.1 to Equifax's Form 8-K filed April 27, 2020).

4.13 Eighth Supplemental Indenture, dated as of April 27, 2020, between Equifax Inc.

and the Trustee, including the form of 2030 Note as Exhibit A (incorporated by reference to Exhibit 4.2 to Equifax's Form 8-K filed April 27, 2020).

4.14 Description of the Company’s Securities Registered under Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.14 to Equifax's Form 10-K filed February 20, 2020 ) .

Except as set forth in the preceding Exhibits 4.1 through 4.14, instruments defining the rights of holders of long-term debt securities of Equifax have been omitted where the total amount of securities authorized does not exceed 10% of the total assets of Equifax and its subsidiaries on a consolidated basis.

2 unchanged sentences

10.1 Form of Director/Executive Officer Indemnification Agreement (incorporated by reference to Exhibit 10.1 to Equifax’s Form 8-K filed May 14, 2009).

10.2 Form of Change in Control Agreement adopted in 2008 (Tier I or Tier II) (incorporated by reference to Exhibit 10.3 to Equifax’s Form 8-K filed September 26, 2008).

10.3 Form of Change in Control Agreement adopted in 2013 (Tier I or Tier II) (incorporated by reference to Exhibit 10.2 to Equifax’s Form 10-K filed February 22, 2013).

10.4 Equifax Inc.

Non-Employee Director Stock Option Plan and Form of Non-Employee Director Stock Option Agreement (incorporated by reference to Exhibit 10.16 to Equifax’s Form 10-K filed March 31, 1999).

10.5 Equifax Inc.

Supplemental Executive Retirement Plan (incorporated by reference to Exhibit 10.7 to Equifax’s Form 10-K filed March 29, 2001).

10.2 Supplemental Retirement Plan for Executives of Equifax Inc.

(incorporated by reference to Exhibit 10.6(a) to Equifax’s Form 10-K filed February 24, 2016).

10.3* Amendment No.

1 to Supplemental Retirement Plan for Executives of Equifax Inc., effective January 1, 2020.

10.4* Amendment No.

2 to Supplemental Retirement Plan for Executives of Equifax Inc., effective November 4, 2020.

10.5 Trust Agreement for Supplemental Retirement Plan for Executives of Equifax Inc.

5 unchanged sentences

10.7 Equifax Inc.

Key Management Long-Term Incentive Plan, as amended and restated effective as of May 2, 2013 (incorporated by reference to Appendix C to Equifax’s definitive proxy statement on Schedule 14A filed March 20, 2013).

10.10 Equifax Inc.

2008 Omnibus Incentive Plan, as amended and restated effective May 2, 2013 (incorporated by reference to Appendix C to Equifax’s definitive proxy statement on Schedule 14A filed March 20, 2013).

10.8* Amendment No.

1 to Equifax Inc.

2008 Omnibus Incentive Plan, effective February 6, 2017.

10.9* Amendment No.

2 to Equifax Inc.

2008 Omnibus Incentive Plan, effective November 4, 2020.

10.10 Form of Non-Qualified Stock Option Agreement (Senior Leadership Team) under the Equifax Inc.

Amended and Restated 2008 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.9 to Equifax’s form 10-K filed February 22, 2013).

10.12 Form of Qualified Performance-Based Restricted Stock Unit Award Agreement (Senior Leadership Team) under the Equifax Inc.

2008 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.26 to Equifax’s Form 10-K filed February 22, 2013).

10.13 Form of Qualified Performance-Based Restricted Stock Unit Award Agreement (CEO) under the Equifax Inc.

2008 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.27 to Equifax’s Form 10-K filed February 22, 2013).

10.14 Form of Employee Restricted Stock Unit Award Agreement under the Equifax Inc.

2008 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.28 to Equifax’s Form 10-K filed February 22, 2013).

10.15 Form of Non-Employee Director Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.17 to Equifax’s Form 10-K filed February 26, 2009).

10.16 Form of Total Share Return Performance Share Award Agreement (Senior Leadership Team) under the Equifax Inc.

Amended and Restated 2008 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.29 to Equifax’s Form 10-K filed February 28, 2014).

10.17 Form of Total Share Return Performance Share Award Agreement (CEO) under the Equifax Inc.

Amended and Restated 2008 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.30 to Equifax’s Form 10-K filed February 28, 2014).

10.18 Equifax Inc.

2008 Omnibus Incentive Plan (U.K.

Sub-Plan for U.K.

Participants) (incorporated by reference to Exhibit 10.10 to Equifax’s Form 10-K filed February 26, 2009).

10.19 Form of Non-Qualified Stock Option Agreement under the Equifax Inc.

2008 Omnibus Incentive Plan (U.K.

approved option version) (incorporated by reference to Exhibit 10.11 to Equifax’s Form 10-K filed February 26, 2009).

10.20 Form of Non-Qualified Stock Option Agreement under the Equifax Inc.

2008 Omnibus Incentive Plan (U.K.

unapproved option version) (incorporated by reference to Exhibit 10.12 to Equifax’s Form 10-K filed February 26, 2009).

10.21 Equifax Inc.

Executive Deferred Compensation Plan, as amended through December 31, 2008 (incorporated by reference to Exhibit 10.13 to Equifax’s Form 10-K filed February 26, 2009).

10.11* Form of Non-Employee Director Restricted Stock Unit Award Agreement.

10.12* Equifax Inc.

Director Deferred Compensation Plan, as amended through December 31, 2008 (incorporated by reference to Exhibit 10.14 to Equifax’s Form 10-K filed February 26, 2009).

Director Deferred Compensation Plan, as amended through November 5, 2020.

10.13* Equifax Grantor Trust dated as of January 23, 2014, between Equifax Inc.

and Wachovia Bank, N.A., Trustee, relating to supplemental deferred compensation and phantom stock benefits (incorporated by reference to Exhibit 10.30 to Equifax’s Form 10-K filed March 28, 2003).

and Principal Trust Company, Trustee, relating to supplemental deferred compensation and phantom stock benefits.

10.14* Equifax Inc.

Director and Executive Stock Deferral Plan, as amended and restated effective January 1, 2015, as amended (incorporated by reference to Exhibit 10.23 to Equifax’s Form 10-K filed February 22, 2017).

Director and Executive Stock Deferral Plan, as amended and restated effective January 1, 2019.

10.15* Amendment No.

1 to Equifax Inc.

Director and Executive Stock Deferral Plan, effective as of November 4, 2020.

10.16 Equifax 2005 Executive Deferred Compensation Plan, as amended and restated effective January 1, 2015 (incorporated by reference to Exhibit 10.1 to Equifax’s Form 10-Q filed July 28, 2016).

3 unchanged sentences

2 to Equifax 2005 Executive Deferred Compensation plan, effective January 1, 2016 (incorporated by reference to Exhibit 10.27 to Equifax’s Form 10-K filed March 1, 2018).

10.28 Form of Restricted Stock Unit Award Agreement (CEO) under the Equifax Inc.

Amended and Restated 2008 Omnibus Incentive Plan (for awards granted in or after February 2017) (incorporated by reference to Exhibit 10.1 to Equifax’s Form 10-Q filed April 27, 2017).

10.29 Form of Restricted Stock Unit Award Agreement (Senior Leadership Team) under the Equifax Inc.

Amended and Restated 2008 Omnibus Incentive Plan (for awards granted in or after February 2017) (incorporated by reference to Exhibit 10.2 to Equifax’s Form 10-Q filed April 27, 2017).

10.30 Form of Non-Qualified Stock Option Award Agreement (CEO) under the Equifax Inc.

Amended and Restated 2008 Omnibus Incentive Plan (for awards granted in or after February 2017) (incorporated by reference to Exhibit 10.3 to Equifax’s Form 10-Q filed April 27, 2017).

10.19* Amendment No.

3 to Equifax 2005 Executive Deferred Compensation Plan, effective as of November 4, 2020.

10.20 Form of Non-Qualified Stock Option Award Agreement (Senior Leadership Team) under the Equifax Inc.

Amended and Restated 2008 Omnibus Incentive Plan (for awards granted in or after February 2017) (incorporated by reference to Exhibit 10.4 to Equifax’s Form 10-Q filed April 27, 2017).

10.32 Form of Performance Share Award Agreement (TSR) (CEO) under the Equifax Inc.

Amended and Restated 2008 Omnibus Incentive Plan (for awards granted in or after February 2017) (incorporated by reference to Exhibit 10.5 to Equifax’s Form 10-Q filed April 27, 2017).

10.33 Form of Performance Share Award Agreement (TSR) (Senior Leadership Team) under the Equifax Inc.

Amended and Restated 2008 Omnibus Incentive Plan (for awards granted in or after February 2017) (incorporated by reference to Exhibit 10.6 to Equifax’s Form 10-Q filed April 27, 2017).

10.34 Form of Performance Share Award Agreement (EPS) (CEO) under the Equifax Inc.

Amended and Restated 2008 Omnibus Incentive Plan (for awards granted in or after February 2017) (incorporated by reference to Exhibit 10.7 to Equifax’s Form 10-Q filed April 27, 2017).

10.35 Form of Performance Share Award Agreement (EPS) (Senior Leadership Team) under the Equifax Inc.

Amended and Restated 2008 Omnibus Incentive Plan (for awards granted in or after February 2017) (incorporated by reference to Exhibit 10.8 to Equifax’s Form 10-Q filed April 27, 2017).

10.21 Employment Agreement, dated March 27, 2018, between the Company and Mark W.

Begor (incorporated by reference to Exhibit 10.1 to Equifax’s Form 8-K filed March 28, 2018).

10.22 Letter Agreement, dated February 4, 2021, between the Company and Mark W.

Begor (incorporated by reference to Exhibit 10.1 to Equifax’s Form 8-K filed February 9, 2021).

10.23 Form of Restricted Stock Unit Award Agreement (Senior Leadership Team) under the Equifax Inc.

6 unchanged sentences

Change in Control Severance Plan (incorporated by reference to Exhibit 10.1 to Equifax’s Form 8-K filed February 27, 2019 ) .

10.27 Equifax Inc.

2020 Employee Stock Purchase Plan (incorporated by reference to Annex B to Equifax's definitive proxy statement filed on March 27, 2020).

Material Contracts

10.41 Commercial Paper Dealer Agreement dated May 22, 2007, between Equifax Inc.

and Bank of America Securities LLC (incorporated by reference to Exhibit 10.1 to Equifax’s Form 8-K filed May 23, 2007).

10.42 Commercial Paper Dealer Agreement dated May 22, 2007, between Equifax Inc.

and SunTrust Capital Markets Securities, Inc.

(incorporated by reference to Exhibit 10.2 to Equifax’s Form 8-K filed May 23, 2007).

10.28** Settlement Agreement and Release dated July 22, 2019 between the Company and the Settlement Class Representatives (as defined therein) (incorporated by reference to Exhibit 10.1 to Equifax’s Form 8-K filed July 22, 2019).

3 unchanged sentences

Other Exhibits and Certifications

18.1* Preferability Letter from Independent Registered Public Accounting Firm

21.1* Subsidiaries of Equifax Inc.

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/s/ Robert W.

/s/ Melissa D.

/s/ Audrey Boone Tillman

Audrey Boone Tillman

/s/ Heather Wilson

23 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures