41 unchanged sentences
Other Information
+Added: Insider Trading Arrangements and Policies
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
19 unchanged sentences
Executive Vice President;
+Added: Chief Commercial and Strategy Officer
+Added: 45 Chief Commercial and Strategy Officer (present), Senior Vice President, Global Strategy (2020 - 2023), President, Corporate Strategy (2020), Marketing Department Manager (2019 - 2020), Product Management Senior Director (2018).
+Added: Executive Vice President;
President International, Healthcare and Supply Chain Solutions
15 unchanged sentences
(2017 - 2018).
−Removed: Executive Vice President;
−Removed: Chief Marketing Officer
−Removed: 60 Chief Marketing Officer (2018 - present), Executive Vice President and Chief Commercial Officer, Xerox Corporation (2017 - 2018).
Information about our directors will be presented under the caption "Our Board of Directors" in our definitive proxy statement for our meeting of shareowners to be held on May 2, 2024 (the "Proxy Statement") and is incorporated herein by reference.
1 unchanged sentence
Information about our Code of Business Conduct is presented under the caption "Where You Can Find More Information" in Part I, Item 1 of this report.
−Removed: Information with respect to compliance with Section 16(a) of the Exchange Act will be presented under the caption "Delinquent Section 16(a) Reports" in our Proxy Statement and is incorporated herein by reference.
+Added: Information with respect to compliance with Section 16(a) of the Exchange Act will be presented under the caption "Ownership of Our Securities - Delinquent Section 16(a) Reports" in our Proxy Statement and is incorporated herein by reference.
Executive Compensation
5 unchanged sentences
Information about transactions with related persons will be presented under the caption "Corporate Governance - Conflicts of Interest and Related Person Transactions" in our Proxy Statement and is incorporated herein by reference.
−Removed: Information about director independence will be presented under the caption "Corporate Governance - Director Independence" in our Proxy Statement and is incorporated herein by reference.
+Added: Information about director independence will be presented under the caption "Our Board of Directors - Director Independence" in our Proxy Statement and is incorporated herein by reference.
Principal Accountant Fees and Services
15 unchanged sentences
3.2 — Amended and Restated Bylaws of United Parcel Service, Inc.
−Removed: as of November 17, 2017 (incorporated by reference to Exhibit 3.1 to Form 8-K, filed on November 17, 2017).
+Added: (incorporated by reference to Exhibit 3.1 to Form 8-K, filed on May 9 , 20 23 ).
4.1 — Indenture dated as of December 18, 1997 (incorporated by reference to Exhibit T-3C to Form T-3 (No.
27 unchanged sentences
4.21 — Form of 2.125% Senior Notes due May 21, 2024 (incorporated by reference to Exhibit 4.2 to Form 8-K, filed on May 18, 2017).
−Removed: 4.22 — Form of 0.375% Senior Notes due November 15, 2023 (incorporated by reference to Exhibit 4.1 to Form 8-K, filed on November 13, 2017).
+Added: 4.22 — Form of 4 .
+Added: 875 % Senior Notes due 20 3 3 (incorporated by reference to Exhibit 4.1 to Form 8-K, filed on February 27 , 20 23 ).
4.23 — Form of 1.500% Senior Notes due November 15, 2032 (incorporated by reference to Exhibit 4.2 to Form 8-K, filed on November 13, 2017).
−Removed: 4.24 — Form of Floating Rate Senior Notes due April 1, 2023 (incorporated by reference to Exhibit 4.2 to Form 8-K, filed on November 14, 2017).
−Removed: 4.25 — Form of 2.500% Senior Notes due April 1, 2023 (incorporated by reference to Exhibit 4.4 to Form 8-K, filed on November 14, 2017).
+Added: 4.24 — Form of 5.050% Notes due 20 5 3 (incorporated by reference to Exhibit 4.2 to Form 8-K, filed on February 27 , 20 23 ).
+Added: 4.25 — Form of Floating Rate Senior Notes due 20 7 3 (incorporated by reference to Exhibit 4.
+Added: 1 to Form 8-K, filed on March 7 , 20 23 ).
4.26 — Form of 2.800% Senior Notes due November 15, 2024 (incorporated by reference to Exhibit 4.5 to Form 8-K, filed on November 14, 2017).
11 unchanged sentences
4.38 — Form of 5.300% Senior Notes due 2050 (incorporated by reference to Exhibit 4.4 to Form 8-K filed on March 25, 2020).
−Removed: 4.39 — Description of Securities (incorporated by reference to Exhibit 4.42 to Form 10-K for the year ended December 31, 2020).
+Added: 4.39 — Description of Securities .
10.1 — UPS Retirement Plan Amendment and Restatement Effective January 1, 2014 (incorporated by reference to Exhibit 10.1 to Form 10-K for the year ended December 31, 2014).*
2 unchanged sentences
10.1(b) — Amendment Four to the Amended and Restated UPS Retirement Plan effective June 23, 2017 (incorporated by reference to Exhibit 10.2 to Form 8-K, filed on June 27, 2017).*
−Removed: 10.2 — Amended and Restated UPS 401(k) Savings Plan, effective as of January 1, 2023.*
−Removed: 10.3 — Amended and Restated Restoration Savings Plan , effective as of January 1, 2023.
+Added: 10.2 — Amended and Restated UPS 401(k) Savings Plan, effective as of January 1, 2023 (incorporated by reference to Exhib it 10.2 to F orm 10-K for th e year ended December 31, 2022).*
+Added: 10.3 — Amended and Restated Restoration Savings Plan, effective as of January 1, 2023 (inco r porated by refe rence to Exhibit 10.3 to Form 10-K for the year ended December 31, 2022) .*
10.4 — Amendment One to the Amended and Restated UPS Excess Coordinating Benefit Plan effective June 23, 2017 (incorporated by reference to Exhibit 10.4 to Form 8-K, filed on June 27, 2017).*
9 unchanged sentences
10.8 — 2018 Omnibus Incentive Compensation Plan (incorporated by reference to Annex A to the Definitive Proxy Statement filed on March 16, 2018).*
−Removed: 10.8(a) — UPS Management Incentive Program Amended and Restated Terms and Conditions effective November 8, 2018 (incorporated by reference to Exhibit 10.8(a) to Form 10-K for the year ended December 31, 2018).*
−Removed: 10.8(b) — UPS Stock Option Program Amended and Restated Terms and Conditions effective November 8, 2018 (incorporated by reference to Exhibit 10.8(b) to Form 10-K for the year ended December 31, 2018).*
−Removed: 10.9 — Form of Protective Covenant Agreement between the Company and Kevin Warren (incorporated by reference to Exhibit 10.12 to Form 10-K for the year ended December 31, 2018).*
−Removed: 10.10 — Employment offer letter agreement between the Company and Brian Newman, dated August 7, 2019 (incorporated by reference to Exhibit 10.1 to Form 8-K filed on August 13, 2019).*
+Added: 10.9 — UPS Stock Option Program Amended and Restated Terms and Conditions effective November 8, 2018 (incorporated by reference to Exhibit 10.8(b) to Form 10-K for the year ended December 31, 2018).*
10.10 — Protective Covenant Agreement between the Company and Brian Newman, dated August 7, 2019 (incorporated by reference to Exhibit 10.2 to Form 8-K filed on August 13, 2019).*
10.11 — UPS Long-Term Incentive Performance Program Amended and Restated Terms and Conditions effective as of February 13, 2020 (incorporated by reference to Exhibit 10.16 to Form 10-K for the year ended December 31, 2019).*
−Removed: 10.13 — Employment offer letter agreement between UPS and Carol B Tomé, dated March 11, 2020 (incorporated by reference to Exhibit 10.1 to Form 8-K filed on March 13, 2020).*
10.12 — Protective Covenant Agreement between UPS and Carol Tomé, dated March 11, 2020 (incorporated by reference to Exhibit 10.2 to Form 8-K filed on March 13, 2020).*
1 unchanged sentence
10.14 — Retention Arrangement Letter between UPS and Nando Cesarone, dated April 15, 2020 (incorporated by reference to Exhibit 10.20 to Form 10-K for the year ended December 31, 2020).*
−Removed: 10.17 — Employment offer letter agreement between UPS and Bala Subramanian, dated Ma y 24 , 2022.*
−Removed: 10.18 — Protective Covenant Agreement between UPS and Bala Subramanian, dated Ma y 24 , 2022 .*
+Added: 10.15 — Employment offer letter agreement between UPS and Bala Subramanian, dated May 24, 2022 (incorporated by reference to Exhibit 10.17 to Form 10-K for the year ended December 31, 2022) .*
+Added: 10.16 — Protective Covenant Agreement between UPS and Bala Subramanian, dated May 24, 2022 (incorporated by reference to Exhibit 10.18 to Form 10-K for the year ended December 31, 2022) .*
10.17 — United Parcel Service, Inc.
Key Employee Severance Plan (incorporated by reference to Exhibit 10.1 to Form 8-K, filed on May 10, 2022).*
−Removed: 10.20 — UPS Management Incentive Program Amended and Restated Terms and Conditions effective November 3, 2022.*
−Removed: 10.21 — UPS Management Incentive Program Amended and Restated Terms and Conditions effective January 1, 2023.*
+Added: 10.18 — UPS Management Incentive Program Amended and Restated Terms and Conditions effective November 3, 2022 (incorporated by refer ence to Exhibit 10.20 to Form 10-K for the year en ded December 31 , 202 2 ).*
+Added: 10.19 — UPS Management Incentive Program Amended and Restated Terms and Conditions effective January 1, 2023 (incorporated by reference to Exhibit 10.2 1 to Form 10-K for the year ended December 31, 202 2 ).*
10.20 — Retention Arrangement Letter between UPS and Kate Gutmann, dated April 15, 2020 (incorporated by reference to Exhibit 10.21 to Form 10-K for the year ended December 31, 2020).*
2 unchanged sentences
2021 Omnibus Incentive Compensation Plan (incorporated by reference to Annex A to the definitive proxy statement on Schedule 14A filed March 29, 2021).*
+Added: 10.23 — UPS Long-Term Incentive Performance Program Amended and Restated Terms and Conditions, effective as of March 22, 2023 (incorporated by reference to Exhibit 10.3 to Form 10-Q for the quarter ended March 31, 2023).*
21 — Subsidiaries.
23 — Consent of Deloitte & Touche LLP.
−Removed: 31.1 — Certificate of the Principal Executive Officer Pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
−Removed: 31.2 — Certificate of the Principal Financial and Accounting Officer Pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
+Added: 31.1 — Certificat ion of the Principal Executive Officer Pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
+Added: 31.2 — Certificat ion of the Principal Financial and Accounting Officer Pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1 — Certification of the Principal Executive Officer Pursuant to 18 U.S.C.
2 unchanged sentences
Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
+Added: 97 — UPS Incentive-Based Compensation Clawback Policy.
101 — The following financial information from the Annual Report on Form 10-K for the year ended December 31, 2023, formatted in Inline XBRL (Extensible Business Reporting Language):
25 unchanged sentences
JOHNSON Director February 20, 2024
−Removed: LIVERMORE Director February 20, 2023
/S/ FRANCK J.
6 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.