UNITED PARCEL SERVICE INC 10-K

Item 8. Financial Statements and Supplementary Data Table of Contents Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34 ) 60 Consolidated Balance Sheets 63 Statements of Consolidated Income 64 Statements of Consolidated Comprehensive Income (Loss) 64 Statements of Consolidated Cash Flows 65 Notes to Consolidated Financial Statements 66 Note 1—Summary of Accounting Policies 66 Note 2—Revenue Recognition 73 Note 3—Marketable Securities and Non-Current Investments 76 Note 4—Property, Plant and Equipment 79 Note 5—Company-Sponsored Employee Benefit Plans 80 Note 6—Multiemployer Employee Benefit Plans 91 Note 7—Goodwill and Intangible Assets 95 Note 8—Acquisitions 98 Note 9—Debt and Financing Arrangements 101 Note 10—Legal Proceedings and Contingencies 106 Note 11—Leases 107 Note 12—Shareowners’ Equity 110 Note 13—Stock-Based Compensation 114 Note 14—Segment and Geographic Information 118 Note 15—Income Taxes 121 Note 16—Earnings Per Share 126 Note 17—Derivative Instruments and Risk Management 127 Note 18—Transformation Strategy Costs 131 59 Report of Independent Registered Public Accounting Firm To the Shareowners and Board of Directors of United Parcel Service, Inc. Atlanta, Georgia Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of United Parcel Service, Inc. and subsidiaries (the "Company") as of December 31, 2023 and 2022, the related consolidated statements of income, comprehensive income, and cash flows, for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) ("PCAOB"), the Company's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 20, 2024, expressed an unqualified opinion on the Company's internal control over financial reporting. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matters The critical audit matters communicated below are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate. 60 Valuation of U.S. hedge fund, private debt, private equity and real estate investments — Refer to Note 5, Company-Sponsored Employee Benefit Plans (Fair Value Measurements), to the financial statements Critical Audit Matter Description The Company’s U.S. pension and postretirement medical benefit plans (the "U.S. Plans") held hedge fund, private debt, private equity and real estate investments valued at $9.9 billion as of December 31, 2023. The Company determines the reported values of the U.S. Plans’ investments in hedge, private debt, private equity and real estate funds primarily based on the estimated net asset value ("NAV") of the fund. In order to estimate NAV, the Company evaluates audited and unaudited financial reports from fund managers, and makes adjustments, as appropriate, for investment activity between the date of the financial reports and December 31. These investments are not actively traded, and their values can only be estimated using these subjective assumptions. Auditing the estimated NAV of these hedge fund, private debt, private equity and real estate investments requires a high degree of auditor judgment and subjectivity to evaluate the completeness, reliability and relevance of the inputs used by management. How the Critical Audit Matter Was Addressed in the Audit Our audit procedures related to the inputs used by management to estimate the NAV of the U.S. Plans’ hedge fund, private debt, private equity and real estate investments included the following, among others: • We tested the effectiveness of controls, including those related to the reliability of values reported by fund managers, the relevance of asset class benchmark returns, and the completeness and accuracy of unobservable inputs related to the underlying assets of the funds. • For certain investments, we confirmed directly with the respective fund manager its preliminary estimate of the fund’s NAV as of December 31, 2023. • We evaluated the Company’s historical ability to accurately estimate NAV for these funds by comparing each fund’s recorded valuation as of its prior fiscal year end to the NAV per the audited fund financial statements (which are received in arrears of the Company’s reporting timetable). Revenue — Refer to Note 2, Revenue Recognition, to the financial statements Critical Audit Matter Description Approximately 86 percent of the Company’s revenues are from its global small package operations that provide time-definite delivery services for express letters, documents, small packages and palletized freight via air and ground services. The Company’s global small package revenues are comprised of a significant volume of low-dollar transactions sourced from systems that were primarily developed by the Company. The processing of transactions, including the recording of them, is highly automated and based on contractual terms with the Company’s customers. Auditing global small package revenue required a significant extent of effort and the involvement of professionals with expertise in information technology ("IT") necessary for us to identify, test, and evaluate the Company’s systems, software applications, and automated controls. 61 How the Critical Audit Matter Was Addressed in the Audit Our audit procedures related to the Company’s systems to process global small package revenue transactions included the following, among others: • With the assistance of our IT specialists, we: – Identified the significant systems used to process global small package revenue transactions and tested the effectiveness of the general IT controls over each of these systems, including testing of user access controls, change management controls, and IT operations controls. – Tested the effectiveness of system interface controls and automated controls within the global small package revenue stream, as well as the controls designed to ensure the accuracy and completeness of revenue. • We tested the effectiveness of controls over the relevant global small package revenue business processes, including those in place to reconcile the various systems to the Company’s general ledger. • We performed analytical procedures to evaluate the Company’s recorded revenue and evaluate trends. • For a sample of customers, we read the Company’s contract with the customer and evaluated the Company’s pattern of revenue recognition for the customer. In addition, we evaluated the accuracy of the Company’s recorded global small package revenue for a sample of customer invoices. /s/ Deloitte & Touche LLP Atlanta, Georgia February 20, 2024 We have served as the Company's auditor since 1969. 62 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In millions) December 31, 2023 2022 ASSETS Current Assets: Cash and cash equivalents $ 3,206 $ 5,602 Marketable securities 2,866 1,993 Accounts receivable 11,342 12,729 Less: Allowance for credit losses ( 126 ) ( 146 ) Accounts receivable, net 11,216 12,583 Other current assets 2,125 2,039 Total Current Assets 19,413 22,217 Property, Plant and Equipment, Net 36,945 34,719 Operating Lease Right-Of-Use Assets 4,308 3,755 Goodwill 4,872 4,223 Intangible Assets, Net 3,305 2,796 Deferred Income Tax Assets 126 139 Other Non-Current Assets 1,888 3,275 Total Assets $ 70,857 $ 71,124 LIABILITIES AND SHAREOWNERS’ EQUITY Current Liabilities: Current maturities of long-term debt, commercial paper and finance leases $ 3,348 $ 2,341 Current maturities of operating leases 709 621 Accounts payable 6,340 7,515 Accrued wages and withholdings 3,224 4,049 Self-insurance reserves 1,320 1,069 Accrued group welfare and retirement plan contributions 1,479 1,078 Other current liabilities 1,256 1,467 Total Current Liabilities 17,676 18,140 Long-Term Debt and Finance Leases 18,916 17,321 Non-Current Operating Leases 3,756 3,238 Pension and Postretirement Benefit Obligations 6,159 4,807 Deferred Income Tax Liabilities 3,772 4,302 Other Non-Current Liabilities 3,264 3,513 Shareowners’ Equity: Class A common stock ( 127 and 134 shares issued in 2023 and 2022, respectively) 2 2 Class B common stock ( 726 and 725 shares issued in 2023 and 2022, respectively) 7 7 Additional paid-in capital — — Retained earnings 21,055 21,326 Accumulated other comprehensive loss ( 3,758 ) ( 1,549 ) Deferred compensation obligations 9 13 Less: Treasury stock ( 0.2 in 2023 and 2022) ( 9 ) ( 13 ) Total Equity for Controlling Interests 17,306 19,786 Noncontrolling Interests 8 17 Total Shareowners’ Equity 17,314 19,803 Total Liabilities and Shareowners’ Equity $ 70,857 $ 71,124 See notes to audited, consolidated financial statements. 63 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES STATEMENTS OF CONSOLIDATED INCOME (In millions, except per share amounts) Years Ended December 31, 2023 2022 2021 Revenue $ 90,958 $ 100,338 $ 97,287 Operating Expenses: Compensation and benefits 47,088 47,720 46,640 Repairs and maintenance 2,828 2,884 2,769 Depreciation and amortization 3,366 3,188 2,953 Purchased transportation 13,651 17,675 19,079 Fuel 4,775 6,018 3,847 Other occupancy 2,019 1,844 1,719 Other expenses 8,090 7,915 7,470 Total Operating Expenses 81,817 87,244 84,477 Operating Profit 9,141 13,094 12,810 Other Income and (Expense): Investment income and other 217 2,435 4,479 Interest expense ( 785 ) ( 704 ) ( 694 ) Total Other Income and (Expense) ( 568 ) 1,731 3,785 Income Before Income Taxes 8,573 14,825 16,595 Income Tax Expense 1,865 3,277 3,705 Net Income $ 6,708 $ 11,548 $ 12,890 Basic Earnings Per Share $ 7.81 $ 13.26 $ 14.75 Diluted Earnings Per Share $ 7.80 $ 13.20 $ 14.68 STATEMENTS OF CONSOLIDATED COMPREHENSIVE INCOME (LOSS) (In millions) Years Ended December 31, 2023 2022 2021 Net Income $ 6,708 $ 11,548 $ 12,890 Change in foreign currency translation adjustment, net of tax 198 ( 284 ) ( 181 ) Change in unrealized gain (loss) on marketable securities, net of tax 9 ( 10 ) ( 7 ) Change in unrealized gain (loss) on cash flow hedges, net of tax ( 243 ) 184 206 Change in unrecognized pension and postretirement benefit costs, net of tax ( 2,173 ) 1,839 3,817 Comprehensive Income (Loss) $ 4,499 $ 13,277 $ 16,725 See notes to audited, consolidated financial statements. 64 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES STATEMENTS OF CONSOLIDATED CASH FLOWS (In millions) Years Ended December 31, 2023 2022 2021 Cash Flows From Operating Activities: Net income $ 6,708 $ 11,548 $ 12,890 Adjustments to reconcile net income to net cash from operating activities: Depreciation and amortization 3,366 3,188 2,953 Pension and postretirement benefit (income) expense 1,330 ( 129 ) ( 2,456 ) Pension and postretirement benefit contributions ( 1,393 ) ( 2,342 ) ( 576 ) Self-insurance reserves 57 ( 20 ) 178 Deferred tax (benefit) expense 199 531 1,645 Stock compensation expense 220 1,568 878 Other (gains) losses 265 123 137 Changes in assets and liabilities, net of effects of acquisitions: Accounts receivable 1,256 ( 322 ) ( 2,147 ) Other assets 87 117 312 Accounts payable ( 1,377 ) 34 1,265 Accrued wages and withholdings ( 296 ) ( 189 ) ( 245 ) Other liabilities ( 42 ) ( 9 ) 151 Other operating activities ( 142 ) 6 22 Net cash from operating activities 10,238 14,104 15,007 Cash Flows From Investing Activities: Capital expenditures ( 5,158 ) ( 4,769 ) ( 4,194 ) Proceeds from disposal of businesses, property, plant and equipment 193 12 872 Purchases of marketable securities ( 3,521 ) ( 1,906 ) ( 312 ) Sales and maturities of marketable securities 2,701 255 366 Acquisitions, net of cash acquired ( 1,329 ) ( 755 ) ( 602 ) Other investing activities ( 19 ) ( 309 ) 52 Net cash used in investing activities ( 7,133 ) ( 7,472 ) ( 3,818 ) Cash Flows From Financing Activities: Net change in short-term debt 1,272 — — Proceeds from long-term borrowings 3,429 — — Repayments of long-term borrowings ( 2,429 ) ( 2,304 ) ( 2,773 ) Purchases of common stock ( 2,250 ) ( 3,500 ) ( 500 ) Issuances of common stock 248 262 251 Dividends ( 5,372 ) ( 5,114 ) ( 3,437 ) Other financing activities ( 432 ) ( 529 ) ( 364 ) Net cash used in financing activities ( 5,534 ) ( 11,185 ) ( 6,823 ) Effect of Exchange Rate Changes on Cash, Cash Equivalents and Restricted Cash 33 ( 100 ) ( 21 ) Net Increase (Decrease) In Cash, Cash Equivalents and Restricted Cash ( 2,396 ) ( 4,653 ) 4,345 Cash, Cash Equivalents and Restricted Cash: Beginning of period 5,602 10,255 5,910 End of period $ 3,206 $ 5,602 $ 10,255 Cash Paid During the Period For: Interest (net of amount capitalized) $ 762 $ 721 $ 697 Income taxes (net of refunds) $ 1,976 $ 2,574 $ 1,869 See notes to audited, consolidated financial statements. 65 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1. SUMMARY OF ACCOUNTING POLICIES Basis of Financial Statements and Business Activities The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP"), and include the accounts of United Parcel Service, Inc., and all of its consolidated subsidiaries (collectively "UPS" or the "Company"). All intercompany balances and transactions have been eliminated. We provide transportation services, primarily domestic and international letter and package delivery. Through our Supply Chain Solutions subsidiaries, we are also a global provider of transportation, logistics and related services. In 2023, we reclassified certain operating expenses to better align with the manner in which we manage our operations. Substantially all of these costs were previously classified within operating expenses as Other expenses and have now been classified within operating expenses as Repairs and maintenance in the statements of consolidated income. The remaining line items within operating expenses impacted by this reclassification were inconsequential. As a result, the statements of consolidated income give effect to this reclassification as follows: • Other expenses decreased by $ 381 , $ 356 and $ 301 million for 2023, 2022 and 2021, respectively. • Repairs and maintenance increased by $ 363 , $ 369 and $ 326 million for 2023, 2022 and 2021, respectively. The reclassification had no impact on our reported revenue, operating profit, net income, or any internal performance measure on which management is compensated. Use of Estimates The preparation of our consolidated financial statements requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, the reported amounts of revenues and expenses and the disclosure of contingencies. Estimates have been prepared on the basis of the most current and best information, and actual results could differ materially from those estimates. Revenue Recognition United States ("U.S.") Domestic Package and International Package Operations: Revenue is recognized over time as we perform the services in the contract. Forwarding : Freight forwarding revenue, including truckload brokerage revenue, and expenses related to the transportation of freight are recognized over time as we perform the services. Customs brokerage revenue is recognized upon completing documents necessary for customs entry purposes. Logistics : In our Logistics business we have a right to consideration from customers in an amount that corresponds directly with the value to the customers of our performance completed to date, and as such we recognize revenue in the amount to which we have a right to invoice the customer. Cash and Cash Equivalents Cash and cash equivalents consist of highly liquid investments that are readily convertible into cash. We consider securities with maturities of three months or less and insignificant credit risk, when purchased, to be cash equivalents. The carrying amount of these securities approximates fair value because of the short-term maturity of these instruments. As of December 31, 2023, we had $ 37 million of restricted cash related to certain tax and regulatory matters and acquisitions. We had no restricted cash as of December 31, 2022. 66 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Marketable Securities and Non-Current Investments Debt securities are classified as either trading or available-for-sale securities and are carried at fair value. Unrealized gains and losses on trading securities are reported as Investment income and other on the statements of consolidated income. Unrealized gains and losses on available-for-sale securities are reported within other comprehensive income, a separate component of shareowners’ equity. The amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion is included in Investment income and other , together with interest and dividends. The cost of securities sold is based on the specific identification method; realized gains and losses resulting from such sales are included in Investment income and other . We periodically review our available-for-sale investments for indications of other-than-temporary impairment considering many factors, including the extent and duration to which a security’s fair value has been less than its cost, overall economic and market conditions and the financial condition and specific prospects for the issuer. Impairment of available-for-sale securities results in a charge to income when a market decline below cost is other-than-temporary, which includes consideration of whether we have both the intent and ability to hold such securities for the time necessary to recover the cost basis. If a decline in fair value is determined to be the result of a credit loss, then the decrease is recognized in income through an allowance for credit losses. Investments in equity securities through which we exercise significant influence but do not have control over the investee are accounted for under the equity method. We record the investment at cost and subsequently increase or decrease the carrying amount of the investment by our proportionate share of the net earnings or losses and other comprehensive income of the investee. Gains and losses from equity method investments are reported in Investment income and other on the statements of consolidated income. We record dividends or other equity distributions as reductions of the carrying value of the investment. Equity method investments are included within Other Non-Current Assets in our consolidated balance sheets. Inventories Fuel and other materials and supplies are recognized as inventory when purchased, and then charged to expense when used in our operations. Jet fuel, diesel and unleaded gasoline inventories are valued at the lower of average cost or net realizable value. Total inventories were $ 935 and $ 889 million as of December 31, 2023 and 2022, respectively, and are included in Other current assets in our consolidated balance sheets. Property, Plant and Equipment Property, plant and equipment are carried at cost less accumulated depreciation. We evaluate the useful lives of our property, plant and equipment based on our usage, maintenance and replacement policies, and taking into account physical and economic factors that may affect the useful lives of the assets. Depreciation and amortization are provided by the straight-line method over the estimated useful lives of the assets, which are as follows: • Aircraft: 7 to 40 years, based on aircraft type and original aircraft manufacture date • Buildings: 10 to 40 years • Leasehold Improvements: lesser of asset useful life or lease term • Plant Equipment: 3 to 20 years • Technology Equipment: 3 to 10 years • Vehicles: 5 to 15 years Routine maintenance and repairs are generally charged to expense as incurred. For substantially all of our aircraft, the costs of major airframe and engine overhauls, as well as routine maintenance and repairs, are charged to expense as incurred. Interest incurred during the construction of property, plant and equipment is capitalized until the underlying assets are placed in service, at which time amortization of the capitalized interest begins, straight-line, over the estimated useful lives of the related assets. Capitalized interest was $ 118 and $ 60 million for the years ended December 31, 2023 and 2022, respectively. 67 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS We monitor our property, plant and equipment for any indicators that the carrying value of the assets may not be recoverable, at which time we review long-lived assets for impairment based on undiscounted future cash flows. If the carrying amount of the asset is determined not to be recoverable, a write-down to fair value is recorded. Fair values are determined based on quoted market values, discounted cash flows or external appraisals, as appropriate. We test long-lived assets for impairment at the asset group level, which is the lowest level at which independent cash flows can be identified. Refer to note 4 for a discussion of impairments of property, plant and equipment. Leases We recognize a right-of-use ("ROU") asset and lease obligation for all leases greater than twelve months, including reasonably certain renewal or purchase options. Some of our leases contain both lease and non-lease components, which we have elected to treat as a single lease component. Lease costs for short-term leases are recognized on a straight-line basis over the lease term. Certain of our leases contain future payments that are dependent on an index or rate, such as the consumer price index. We initially measure the lease obligation and ROU asset using the index or rate at the commencement date. In subsequent periods, lease payments dependent on an index or rate are not remeasured. Rather, changes to payments due to a change in an index or rate are recognized in our statements of consolidated income in the period of the change. When available, we use the rate implicit in the lease to discount lease payments; however, the rate implicit in the lease is not readily determinable for substantially all of our leases. For these leases, we use an estimate of our incremental borrowing rate to discount lease payments based on information available at lease commencement. The incremental borrowing rate is derived using multiple inputs including our credit rating, the impact of full collateralization, lease term and denominated currency. Goodwill and Intangible Assets Costs of purchased businesses in excess of net identifiable assets acquired (goodwill) and indefinite-lived intangible assets are tested for impairment at least annually, unless changes in circumstances indicate an impairment may have occurred between annual tests. We complete our annual goodwill impairment evaluation as of July 1 on a reporting unit basis. In assessing goodwill for impairment, we initially evaluate qualitative factors to determine if it is more likely than not that the fair value of a reporting unit is less than its carrying amount. We consider several factors, including macroeconomic conditions, industry and market conditions, overall financial performance of the reporting unit, changes in management, strategy or customers and relevant reporting unit-specific events such as a change in the carrying amount of net assets, a more likely than not expectation of selling or disposing of all, or a portion of, a reporting unit, and the testing for recoverability of a significant asset group within a reporting unit. If this qualitative assessment results in a conclusion that it is more likely than not that the fair value of a reporting unit exceeds the carrying value, then no further testing is performed for that reporting unit. If the qualitative assessment is not conclusive, or if we elect to bypass the qualitative test, we quantitatively assess the fair value of a reporting unit to test goodwill for impairment. We assess the fair value of a reporting unit using a combination of discounted cash flow modeling and observable valuation multiples for comparable companies. Our estimates are developed using assumptions that we believe are consistent with how a market participant would value our reporting units. If the carrying amount of a reporting unit exceeds the reporting unit’s fair value, we record the excess amount as goodwill impairment, not to exceed the total amount of goodwill allocated to the reporting unit. When performing impairment tests of indefinite-lived intangible assets, we use a combination of income- and market-based approaches to estimate fair value. If the carrying value of the indefinite-lived asset exceeds its estimated fair value, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds its fair value. Finite-lived intangible assets, including trademarks, licenses, patents, customer lists, non-compete agreements and franchise rights are amortized on a straight-line basis over their estimated useful lives, which range from 1 to 21 years. Capitalized software is generally amortized over 7 years. Finite-lived intangible assets are assessed for impairment as part of asset groups whenever events or changes in circumstances indicate that their carrying value may not be recoverable. 68 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Assets Held for Sale We classify long-lived assets or disposal groups as held for sale in the period when all of the following conditions have been met: • we have approved and committed to a plan to sell the assets or disposal group; • the asset or disposal group is available for immediate sale in its present condition; • an active program to locate a buyer and other actions required to complete the sale have been initiated; • the sale of the asset or disposal group is probable and expected to be completed within one year; • the asset or disposal group is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and • it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. We initially measure a long-lived asset or disposal group that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell and recognize any loss in the period in which the held for sale criteria are met. Gains are not recognized until the date of sale. We cease depreciation and amortization of a long-lived asset, or assets within a disposal group, upon their designation as held for sale and subsequently assess fair value less any costs to sell at each reporting date until the asset or disposal group is no longer classified as held for sale. Supplier Finance Programs As part of our working capital management, certain financial institutions offer a Supply Chain Finance ("SCF") program to certain of our suppliers. We agree to commercial terms with our suppliers, including prices, quantities and payment terms, regardless of whether the supplier elects to participate in the SCF program. Suppliers issue invoices to us based on the agreed-upon contractual terms. If they participate in the SCF program, our suppliers, at their sole discretion, determine which invoices, if any, to sell to the financial institutions. Our suppliers’ voluntary inclusion of invoices in the SCF program has no bearing on our payment terms. No guarantees are provided by us under the SCF program. We have no economic interest in a supplier’s decision to participate, and we have no direct financial relationship with the financial institutions, as it relates to the SCF program. Amounts due to our suppliers that participate in the SCF program are included in Accounts payable in our consolidated balance sheets. As of December 31, 2023 and 2022, suppliers sold $ 504 and $ 806 million, respectively, of our outstanding payment obligations to participating institutions. A rollforward of obligations confirmed and paid during the year is presented below (in millions): 2023 Confirmed obligations outstanding at the beginning of the year $ 806 Invoices confirmed during the year 2,428 Confirmed invoices paid during the year ( 2,730 ) Confirmed obligations outstanding at the end of the year $ 504 Self-Insurance Accruals We self-insure costs associated with workers' compensation claims, automobile liability, health and welfare and general business liabilities, up to certain limits. Self-insurance reserves are established for estimates of the losses we will ultimately incur on reported claims, as well as estimates of claims that have been incurred but not yet reported. The expected ultimate cost for claims incurred is estimated based upon historical loss experience and judgments about the present and expected levels of cost per claim. Trends in actual experience are a significant factor in the determination of our reserves. In the fourth quarter of 2023, we transferred a portion of our workers' compensation liability related to policy years 2001 through 2006 and policy year 2017 to a third-party insurer. We paid $ 151 million to transfer a portfolio of claims for which we carried reserves of $ 153 million, recognizing a pre-tax gain of $ 2 million that was recorded in Other expenses in the statement of consolidated income for the year ended December 31, 2023. 69 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS In 2022, we transferred a portion of our workers' compensation liability related to policy years 2007 through 2016 to a third-party insurer. We paid $ 341 million to transfer a portfolio of claims for which we carried reserves of $ 332 million, recognizing a pre-tax loss of $ 9 million that was recorded in Other expenses in the statement of consolidated income for the year ended December 31, 2022. We also sponsor a number of health and welfare insurance plans for our employees. Liabilities and expenses related to these plans are based on estimates of the number of employees and eligible dependents covered under the plans, global health events, anticipated medical usage by participants and overall trends in medical costs and inflation. Pension and Postretirement Benefits We incur certain employment-related expenses associated with company-sponsored defined benefit pension and postretirement medical benefits. These expenses are calculated using various actuarial assumptions and methodologies, including discount rates, expected returns on plan assets, healthcare cost trend rates, inflation, compensation increase rates, mortality rates and coordination of benefits with plans not sponsored by UPS. Actuarial assumptions are reviewed on an annual basis, unless circumstances require an interim measurement of any of our plans. We recognize changes in the fair value of plan assets and net actuarial gains or losses in excess of a corridor (defined as 10 % of the greater of the fair value of plan assets or the plan's projected benefit obligation) in Investment income and other upon remeasurement of a plan. The remaining components of pension expense, primarily service and interest costs and the expected return on plan assets, are recorded ratably on a quarterly basis. We recognize expense for required contributions to defined contribution plans quarterly, and we recognize a liability for any contributions due and unpaid within Accrued group welfare and retirement plan contributions . We participate in a number of trustee-managed multiemployer pension and health and welfare plans for employees covered under collective bargaining agreements. Our contributions to these plans are determined in accordance with the respective collective bargaining agreements. We recognize expense for the contractually required contribution for each period, and we recognize a liability for any contributions due and unpaid within Accrued group welfare and retirement plan contributions . Income Taxes Income taxes are accounted for on an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in our consolidated financial statements or tax returns. In estimating future tax consequences, we generally consider all expected future events other than proposed changes in the tax law or rates. Valuation allowances are provided if it is more likely than not that a deferred tax asset will not be realized. Our current accounting policy for releasing income tax effects from other comprehensive income is based on a portfolio approach. We recognize liabilities for uncertain tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. Once it is determined that the position meets the recognition threshold, the second step requires us to estimate and measure the largest amount of tax benefit that is more likely than not to be realized upon ultimate settlement. The difference between the amount of recognizable tax benefit and the total amount of tax benefit from positions filed or to be filed with the tax authorities is recorded as a liability for uncertain tax benefits. It is inherently difficult and subjective to estimate such amounts, as we have to determine the probability of various possible outcomes. We reevaluate uncertain tax positions on a quarterly basis. This evaluation is based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues under audit and new audit activity. Such a change in recognition or measurement could result in the recognition of a tax benefit or an additional charge to the tax provision. Foreign Currency Translation and Remeasurement We translate the results of operations of our foreign subsidiaries using average exchange rates for each period, whereas balance sheet accounts are translated using exchange rates at the end of each period. Balance sheet currency translation adjustments are recorded in other comprehensive income. Pre-tax foreign currency transaction gains (losses) from remeasurement, net of hedging, included in Investment income and other were $( 53 ), $ 72 and $( 36 ) million in 2023, 2022 and 2021, respectively. 70 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Stock-Based Compensation Share-based awards are measured based on their fair values and expensed over the period during which an employee is required to provide service in exchange for the award (the vesting period), less estimated forfeitures. We have issued employee share-based awards under various incentive compensation plans that contain vesting conditions, including service conditions, where the awards cliff vest after one or three years or vest ratably over periods up to five years (the "nominal vesting period") or at the date the employee retires (as defined by the plan), if earlier. As of December 31, 2023, we have no outstanding share-based awards cliff vesting after one year. See note 13 for further discussion of our share-based awards. Compensation cost is generally recognized immediately for awards granted to retirement-eligible employees, or over the period from the grant date to the date retirement eligibility is achieved, if that is expected to occur during the nominal vesting period. We estimate forfeiture rates based on historical rates of forfeitures for awards with similar characteristics, historical and projected rates of employee turnover and the nature and terms of the vesting conditions of the awards. We reevaluate our forfeiture rates on an annual basis. Fair Value Measurements Our financial assets and liabilities measured at fair value on a recurring basis have been categorized based upon a fair value hierarchy. Level 1 inputs utilize quoted prices in active markets for identical assets or liabilities. Level 2 inputs are based on other observable market data, such as quoted prices for similar assets and liabilities, and inputs other than quoted prices that are observable, such as interest rates and yield curves. Level 3 inputs are developed from unobservable data reflecting our own assumptions, and include situations where there is little or no market activity for the asset or liability. Certain non-financial assets and liabilities are measured at fair value on a nonrecurring basis, including property, plant, and equipment, goodwill and intangible assets. These assets are subject to fair value adjustments in certain circumstances, such as when there is an impairment. For business acquisitions, we allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed and identified intangible assets based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. During the measurement period, which is one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Following the conclusion of the measurement period, any subsequent adjustments are recorded to earnings. Derivative Instruments We recognize all derivative instruments as assets or liabilities in our consolidated balance sheets at fair value. The accounting for changes in the fair value of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and, further, on the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, we designate the derivative as a cash flow hedge, a fair value hedge or a hedge of a net investment in a foreign operation based upon the exposure being hedged. • A cash flow hedge refers to hedging the exposure to variability in expected future cash flows that is attributable to a particular risk. For derivative instruments that are designated and qualify as cash flow hedges, the gain or loss on the derivative instrument is reported as a component of other comprehensive income, and reclassified into earnings in the period during which the hedged transaction affects earnings. • A fair value hedge refers to hedging the exposure to changes in the fair value of an existing asset or liability that is attributable to a particular risk. For derivative instruments that are designated and qualify as fair value hedges, the gain or loss on the derivative instrument is recognized in earnings during the current period, together with the gain or loss on the hedged item. • A net investment hedge refers to the use of cross currency swaps, forward contracts or foreign-currency-denominated debt to hedge portions of net investments in foreign operations. For instruments that meet the hedge accounting requirements, the net gains or losses attributable to changes in spot exchange rates are recorded in the foreign currency translation adjustment within other comprehensive income, and are recorded in the income statement when the hedged item affects earnings. 71 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Adoption of New Accounting Standards In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2020-04, Reference Rate Reform (Topic 848), and in December 2022 subsequently issued ASU 2022-06, to temporarily ease the potential burden in accounting for reference rate reform. The standard provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform and can generally be applied through December 31, 2024. As of December 31, 2023, we have transitioned our affected debt instruments and contracts to an alternative reference rate, the Secured Overnight Financing Rate ("SOFR"), which was adopted in accordance with recommendations of the Alternative Reference Rates Committee. We did not elect to apply the practical expedients provided under Topic 848 to these transitions, but we will continue to assess transactions for any potential impact during 2024. In September 2022, the FASB issued an ASU to enhance the disclosure of supplier finance programs. This ASU did not affect the recognition, measurement or financial statement presentation of obligations covered by supplier finance programs. We adopted the requirements of this ASU as of January 1, 2023. It did not have a material impact on our consolidated financial position, results of operations, cash flows or internal controls. Other accounting pronouncements adopted during the periods covered by the consolidated financial statements did not have a material impact on our consolidated financial position, results of operations, cash flows or internal controls. Accounting Standards Issued But Not Yet Effective In November 2023, the FASB issued an ASU on segment reporting, which will require new disclosures including relating to significant segment expenses and additional qualitative information including how segment measures are used by management. The standard becomes effective for us beginning with our 2024 annual reporting for both annual and interim periods. We are evaluating the impact of this ASU on our disclosures. We will be required to define significant segment expense categories and we anticipate providing additional qualitative information in accordance with this ASU. We do not expect this ASU to have a significant impact on our consolidated financial position, results of operations or cash flows. In December 2023, the FASB issued an ASU to enhance tax-related disclosures. This update will require more standardized categories for tax rate reconciliation and additional detail for significant tax items. It will also require a breakdown of income taxes paid by jurisdiction exceeding 5% of total taxes and remove certain disclosure requirements for unremitted foreign earnings and uncertain tax positions. The standard becomes effective for us in the first quarter of 2025. We are evaluating its impact on our financial statements, disclosures and internal controls but do not expect this ASU to have a significant impact on our consolidated financial position, results of operations, cash flows or internal controls. Other accounting pronouncements issued, but not effective until after December 31, 2023, are not expected to have a material impact on our consolidated financial position, results of operations, cash flows or internal controls. 72 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 2. REVENUE RECOGNITION Revenue Recognition Substantially all of our revenues are from contracts associated with the pickup, transportation and delivery of packages and freight ("transportation services"). These services may be carried out by or arranged by us and generally occur over a short period of time. Additionally, we provide value-added logistics services to customers through our global network of company-owned and leased distribution centers and field stocking locations. Disaggregation of Revenue Year Ended December 31, 2023 2022 2021 Revenue: Next Day Air $ 9,894 $ 10,699 $ 10,009 Deferred 5,093 5,968 5,846 Ground 44,971 47,542 44,462 U.S. Domestic Package $ 59,958 $ 64,209 $ 60,317 Domestic $ 3,144 $ 3,346 $ 3,690 Export 14,003 15,341 15,012 Cargo & Other 684 1,011 839 International Package $ 17,831 $ 19,698 $ 19,541 Forwarding $ 5,534 $ 8,943 $ 9,872 Logistics 5,927 5,351 4,767 Freight — — 1,064 Other 1,708 2,137 1,726 Supply Chain Solutions $ 13,169 $ 16,431 $ 17,429 Consolidated revenue $ 90,958 $ 100,338 $ 97,287 We account for a contract when both parties have approved the contract and are committed to perform their obligations, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service to the customer, and is the basis of revenue recognition. The vast majority of our contracts with customers are for transportation services that include only one performance obligation; the transportation services themselves. If a contract contains more than one performance obligation, we allocate the total transaction price to each performance obligation based on the estimated relative standalone selling prices of the services underlying each performance obligation. In certain business units, such as Logistics, we sell customized, customer-specific solutions in which we integrate a complex set of tasks and components into a single capability that is accounted for as one performance obligation. Satisfaction of Performance Obligations We generally recognize revenue over time as we perform services in the contract because our customers receive the benefit of our services as goods are transported from one location to another. Further, if we were unable to complete delivery to the final location, those services would not need to be re-performed. 73 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS We recognize revenue based on the extent of progress towards completion of our services. We use the cost-to-cost measure of progress for our package delivery contracts because it best depicts the benefit received by the customer, which occurs as we incur costs on our contracts. Under this measure, the extent of progress towards completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the service. Revenues, including ancillary or accessorial fees and reductions for estimated customer incentives, are recorded proportionally as costs are incurred. Costs to fulfill include labor and other direct costs and an allocation of indirect costs. For our freight forwarding contracts, an output method of progress based on time-in-transit is utilized as the timing of costs incurred does not best depict the benefit to the customer. In our Logistics business we have a right to consideration from customers in an amount that corresponds directly with the value to the customers of our performance completed to date; therefore we recognize revenue in the amount to which we have a right to invoice the customer. Variable Consideration Our contracts commonly contain customer incentives, guaranteed service refunds or other provisions that can either increase or decrease the rates paid for services. These variable amounts are generally dependent upon achievement of certain incentive tiers or performance metrics. We record revenue, which may be reduced by incentives or other contract provisions, to the extent it is probable that a significant reversal of cumulative amounts recognized will not occur when the uncertainty associated with the variable consideration is resolved. Our estimates of revenue are based on an assessment of anticipated customer spending and all information (historical, current and forecasted) that is reasonably available to us. Contract Modifications Contracts are often modified to account for changes in the rates we charge our customers or to add additional, distinct services. We consider contract modifications to exist when the modification either creates new, or changes the existing, enforceable rights and obligations. Contract modifications that add distinct goods or services are treated as separate contracts. Contract modifications that do not add distinct goods or services typically change the price of existing services. These contract modifications are accounted for prospectively as the remaining performance obligations are distinct. Payment Terms Under the typical payment terms of our customer contracts, customers pay at periodic intervals, which are generally seven days within our U.S. Domestic Package business, for shipments included on invoices received. Invoices are generated each week on the week-ending day, which is Saturday for the majority of our U.S. Domestic Package business, but could be another day depending on the business unit or the specific agreement with the customer. It is not customary business practice to extend payment terms past 90 days, and as such, we do not have a practice of including a significant financing component within our contracts with customers. Principal vs. Agent Considerations In our transportation businesses, we may utilize independent contractors and third-party carriers to perform transportation services. We have determined that all our major businesses act as principal rather than agent within their revenue arrangements. Consequently, revenue and the associated purchased transportation costs are reported on a gross basis within our statements of consolidated income. Accounts Receivable, Net Accounts receivable, net , include amounts billed and currently due from customers. The amounts due are stated at their net estimated realizable value. Losses on accounts receivable are recognized when reasonable and supportable forecasts affect the expected collectability. This requires us to make our best estimate of the current expected losses inherent in our accounts receivable at each balance sheet date. These estimates require consideration of historical loss experience, adjusted for current conditions, forward-looking indicators, trends in customer payment frequency, and judgments about the probable effects of relevant observable data, including present and future economic conditions and the financial health of specific customers and market sectors. Our risk management process includes standards and policies for reviewing major account exposures and concentrations of risk. 74 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Our allowance for expected credit losses decreased by $ 20 million during 2023 as lower volumes decreased our total accounts receivable balance. Our allowance for credit losses as of December 31, 2023 and 2022 was $ 126 and $ 146 million, respectively. Amounts for credit losses charged to expense before recoveries during the twelve months ended December 31, 2023 and 2022 were $ 205 and $ 214 million, respectively. Contract Assets and Liabilities Contract assets include billed and unbilled amounts resulting from in-transit shipments, as we have an unconditional right to payment only when services have been completed (i.e., shipments have been delivered). Amounts do not exceed their net realizable value. Contract assets are generally classified as current and the full balance is converted each quarter based on the short-term nature of the transactions. Contract liabilities consist of advance payments and billings in excess of revenue as well as deferred revenue. Advance payments and billings in excess of revenue represent payments received from our customers that will be earned over the contract term. Deferred revenue represents the amount due from customers related to in-transit shipments that has not yet been recognized as revenue based on our selected measure of progress. We classify advance payments and billings in excess of revenue as either current or long-term, depending on the period over which the amount will be earned. We classify deferred revenue as current based on the short-term nature of the transactions. Our contract assets and liabilities are reported in a net position on a contract-by-contract basis at the end of each reporting period. In order to determine revenue recognized in the period from contract liabilities, we first allocate revenue to the individual contract liability balance outstanding at the beginning of the period until the revenue exceeds that deferred revenue balance. Contract assets and liabilities as of December 31, 2023 and 2022 were as follows (in millions): Balance Sheet Location 2023 2022 Contract Assets: Revenue related to in-transit packages Other current assets $ 237 $ 308 Contract Liabilities: Short-term advance payments from customers Other current liabilities $ 20 $ 11 Long-term advance payments from customers Other non-current liabilities $ 25 $ 26 75 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 3. MARKETABLE SECURITIES AND NON-CURRENT INVESTMENTS The following is a summary of marketable securities classified as trading and available-for-sale as of December 31, 2023 and 2022 (in millions): Cost Unrealized Gains Unrealized Losses Estimated Fair Value 2023 Current trading marketable securities: Equity securities $ 4 $ — $ — $ 4 Total trading marketable securities 4 — — 4 Current available-for-sale marketable securities: U.S. government and agency debt securities 963 2 ( 4 ) 961 Mortgage and asset-backed debt securities 3 — — 3 Corporate debt securities 1,891 4 ( 4 ) 1,891 U.S. state and local municipal debt securities — — — — Non-U.S. government debt securities 7 — — 7 Total available-for-sale marketable securities 2,864 6 ( 8 ) 2,862 Total current marketable securities $ 2,868 $ 6 $ ( 8 ) $ 2,866 Cost Unrealized Gains Unrealized Losses Estimated Fair Value 2022 Current trading marketable securities: Equity securities $ 2 $ — $ — $ 2 Total trading marketable securities 2 — — 2 Current available-for-sale marketable securities: U.S. government and agency debt securities 355 — ( 8 ) 347 Mortgage and asset-backed debt securities 9 — — 9 Corporate debt securities 1,472 — ( 6 ) 1,466 U.S. state and local municipal debt securities 4 — — 4 Non-U.S. government debt securities 165 — — 165 Total available-for-sale marketable securities 2,005 — ( 14 ) 1,991 Total current marketable securities $ 2,007 $ — $ ( 14 ) $ 1,993 Total current marketable securities that were pledged as collateral for our self-insurance requirements had estimated fair values of $ 343 and $ 333 million as of December 31, 2023 and 2022, respectively. The gross realized gains on sales of available-for-sale marketable securities totaled $ 1 , $ 0 and $ 7 million in 2023, 2022 and 2021, respectively. The gross realized losses on sales of available-for-sale marketable securities totaled $ 4 , $ 3 and $ 2 million in 2023, 2022 and 2021, respectively. There were no material impairment losses recognized on marketable securities during 2023, 2022 or 2021. 76 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Unrealized Losses The following table presents the age of gross unrealized losses and fair value by investment category for all securities in a loss position as of December 31, 2023 (in millions): Less Than 12 Months 12 Months or More Total Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses U.S. government and agency debt securities $ 508 $ ( 1 ) $ 191 $ ( 3 ) $ 699 $ ( 4 ) Corporate debt securities 751 ( 2 ) 475 ( 2 ) 1,226 ( 4 ) Total marketable securities $ 1,259 $ ( 3 ) $ 666 $ ( 5 ) $ 1,925 $ ( 8 ) Maturity Information The amortized cost and estimated fair value of marketable securities as of December 31, 2023 by contractual maturity are shown below (in millions). Actual maturities may differ from contractual maturities because the issuers of the securities may have the right to prepay obligations with or without prepayment penalties. Cost Estimated Fair Value Due in one year or less $ 1,346 $ 1,343 Due after one year through three years 1,513 1,514 Due after three years through five years 5 5 Due after five years — — 2,864 2,862 Equity securities 4 4 $ 2,868 $ 2,866 Non-Current Investments We hold non-current investments that are reported within Other Non-Current Assets in our consolidated balance sheets. Cash paid for these investments, excluding investments obtained through business acquisitions, is included in Other investing activities in our statements of consolidated cash flows. • Equity method investments : As of December 31, 2023 and 2022, equity securities accounted for under the equity method had a carrying value of $ 295 and $ 256 million, respectively. In 2023, we obtained an equity method investment as part of our acquisition of MNX Global Logistics. See note 8 for further discussion of business acquisitions. Cash paid for this investment is included in Acquisitions, net of cash acquired in our statement of consolidated cash flows. In 2022, we invested $ 252 million in the parent company of CommerceHub, Inc., a software provider connecting retailers and brands with marketplaces, drop ship solutions and delivery providers. We determined there is no amortizable basis difference between the purchase price for our investment and the underlying books and records of the investee. • Other equity securities : Certain equity securities that do not have readily determinable fair values are reported in accordance with the measurement alternative in Accounting Standards Codification Topic 321 Investments – Equity Securities . As of December 31, 2023 and 2022, we had equity securities of $ 47 and $ 31 million, respectively, accounted for under the measurement alternative. • Other investments : We hold an investment in a variable life insurance policy to fund benefits for the UPS Excess Coordinating Benefit Plan. The investment had a fair market value of $ 19 and $ 18 million as of December 31, 2023 and 2022, respectively. 77 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Fair Value Measurements Marketable securities valued utilizing Level 1 inputs include active exchange-traded equity securities and equity index funds, and most U.S. government debt securities, as these securities all have quoted prices in active markets. Marketable securities valued utilizing Level 2 inputs include asset-backed securities, corporate bonds and municipal bonds. These securities are valued using market corroborated pricing, matrix pricing or other models that utilize observable inputs such as yield curves. The following table presents information about our investments measured at fair value on a recurring basis as of December 31, 2023 and 2022, and indicates the fair value hierarchy of the valuation techniques utilized to determine such fair value (in millions): Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total 2023 Marketable Securities: U.S. government and agency debt securities $ 961 $ — $ — $ 961 Mortgage and asset-backed debt securities — 3 — 3 Corporate debt securities — 1,891 — 1,891 U.S. state and local municipal debt securities — — — — Equity securities — 4 — 4 Non-U.S. government debt securities — 7 — 7 Total marketable securities 961 1,905 — 2,866 Other non-current investments (1) — 19 — 19 Total $ 961 $ 1,924 $ — $ 2,885 (1) Represents a variable life insurance policy funding benefits for the UPS Excess Coordinating Benefit Plan. Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total 2022 Marketable Securities: U.S. government and agency debt securities $ 279 $ 68 $ — $ 347 Mortgage and asset-backed debt securities — 9 — 9 Corporate debt securities — 1,466 — 1,466 U.S. state and local municipal debt securities — 4 — 4 Equity securities — 2 — 2 Non-U.S. government debt securities — 165 — 165 Total marketable securities 279 1,714 — 1,993 Other non-current investments (1) — 18 — 18 Total $ 279 $ 1,732 $ — $ 2,011 (1) Represents a variable life insurance policy funding benefits for the UPS Excess Coordinating Benefit Plan. There were no transfers of investments into or out of Level 3 during 2023 or 2022. 78 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 4. PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment, including owned assets and assets subject to finance leases, consisted of the following as of December 31, 2023 and 2022 (in millions): 2023 2022 Vehicles $ 11,768 $ 10,628 Aircraft 22,888 22,598 Land 2,138 2,140 Buildings 6,255 6,032 Building and leasehold improvements 5,241 5,067 Plant equipment 17,322 16,145 Technology equipment 2,656 2,411 Construction-in-progress 3,247 2,409 71,515 67,430 Less: Accumulated depreciation and amortization ( 34,570 ) ( 32,711 ) Property, Plant and Equipment, Net $ 36,945 $ 34,719 Property, plant and equipment purchased on account was $ 309 and $ 176 million as of December 31, 2023 and 2022, respectively. There were no material impairment charges to property, plant or equipment during the years ended December 31, 2023 or 2022. In 2022, we reduced the estimated residual value of our MD-11 aircraft to zero, incurring a one-time charge on our fully-depreciated aircraft. This resulted in an increase in depreciation expense of $ 76 million, and a decrease in net income of $ 58 million, or $ 0.07 per share on a basic and diluted basis, for the year ended December 31, 2022. The change in estimate for the remainder of our MD-11 fleet is being accounted for over the remaining useful lives. 79 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 5. COMPANY-SPONSORED EMPLOYEE BENEFIT PLANS We sponsor various retirement and pension plans, including defined benefit and defined contribution plans, which cover our employees worldwide. U.S. Pension Benefits In the U.S. we maintain the following single-employer defined benefit pension plans: • The UPS Retirement Plan is noncontributory and includes substantially all eligible employees of participating domestic subsidiaries hired prior to July 1, 2016 who are not members of a collective bargaining unit, as well as certain employees covered by a collective bargaining agreement. This plan generally provides for retirement benefits based on average compensation earned by employees prior to retirement. Benefits payable under this plan are subject to maximum compensation limits and the annual benefit limits for a tax-qualified defined benefit plan as prescribed by the Internal Revenue Service (“IRS”). The plan ceased accruals of additional benefits for future service and compensation for non-union participants effective January 1, 2023. • The UPS Pension Plan is noncontributory and includes certain eligible employees of participating domestic subsidiaries and members of collective bargaining units that elect to participate in the plan. This plan generally provides for retirement benefits based on service credits earned by employees prior to retirement. • The UPS/IBT Full-Time Employee Pension Plan is noncontributory and includes employees that were previously members of the Central States Pension Fund ("CSPF"), a multiemployer pension plan, in addition to other eligible employees who are covered under certain collective bargaining agreements. This plan generally provides for retirement benefits based on service credits earned by employees prior to retirement. • The UPS Excess Coordinating Benefit Plan is a non-qualified plan that provides benefits to certain participants in the UPS Retirement Plan, hired prior to July 1, 2016, for amounts that exceed the benefit limits described above. The plan ceased accruals of additional benefits for future service and compensation for non-union participants effective January 1, 2023. In the third quarter of 2023, our Teamsters employees ratified a new five-year national master agreement that contained wage and benefit rate increases for Teamsters employees in the UPS Pension Plan and UPS/IBT Full-Time Employee Pension Plan. The impacts of these increases were recognized as part of the year end measurement of these plans. The divestiture of UPS Freight in 2021 triggered an interim remeasurement of the plan assets and benefit obligations of the UPS Pension Plan, UPS Retirement Plan and UPS Retired Employee Health Care Plan as of April 30, 2021. The interim remeasurement resulted in an actuarial gain of $ 2.1 billion, reflecting updated actuarial assumptions, and was recorded in other comprehensive income within the equity section of the consolidated balance sheet during the second quarter of 2021. An actuarial gain of $ 69 million ($ 52 million after tax) for a prior service credit related to the divested group and a $ 66 million loss ($ 50 million after tax) for certain plan amendments to the UPS Pension Plan were immediately recognized within Other expenses in the statement of consolidated income for the year ended December 31, 2021. During 2021, we remeasured the UPS/IBT Full-Time Employee Pension Plan following the enactment into law of the American Rescue Plan Act, which is discussed below. The interim remeasurement resulted in a pre-tax mark-to-market gain of $ 3.3 billion ($ 2.5 billion after tax) during the year. The gain was included within Investment income and other in the statement of consolidated income for the year ended December 31, 2021. International Pension Benefits We also sponsor various defined benefit plans covering certain of our international employees. The majority of our international obligations are for defined benefit plans in Canada and the United Kingdom. In addition, many of our international employees are covered by government-sponsored retirement and pension plans. We are not directly responsible for providing benefits to participants of government-sponsored plans. During 2022, we amended certain Canadian defined benefit pension plans to cease future benefit accruals effective December 31, 2023. We remeasured plan assets and benefit obligations for the plans, which resulted in curtailment gains of $ 34 million ($ 24 million after tax). These gains were included in Investment income and other in our statement of consolidated income for the year ended December 31, 2022. 80 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. Postretirement Medical Benefits We also sponsor postretirement medical plans in the U.S. that provide healthcare benefits to certain non-union retirees, as well as select union retirees who meet certain eligibility requirements and who are not otherwise covered by multiemployer plans. Generally, this includes employees with at least 10 years of service who have reached age 55 and employees who are eligible for postretirement medical benefits from a company-sponsored plan pursuant to collective bargaining agreements. We have the right to modify or terminate certain of these plans. These benefits have been provided to certain retirees on a noncontributory basis; however, in many cases, retirees are required to contribute all or a portion of the total cost of the coverage. Defined Contribution Plans We sponsor a defined contribution plan for employees not covered under collective bargaining agreements, and several smaller defined contribution plans for certain employees covered under collective bargaining agreements. We match, in cash, a portion of the participating employees’ contributions. Matching contributions charged to expense were $ 161 , $ 153 and $ 153 million for 2023, 2022 and 2021, respectively. Beginning in 2023, non-union employees, including those previously accruing benefits in the UPS Retirement Plan, receive a retirement contribution of 5 % to 8 % ( 3 % to 8 % prior to 2023 for employees hired after July 1, 2016) of eligible compensation to the UPS 401(k) Savings Plan based on years of vesting service. Retirement contributions charged to expense were $ 380 , $ 83 and $ 107 million for 2023, 2022 and 2021, respectively. In addition, the UPS 401(k) Savings Plan provides for transition contributions to certain participants hired prior to 2008. The amount charged to expense for transition contributions in 2023 was $ 128 million. There were no transition contributions in previous years. Contributions under this plan are subject to maximum compensation and contribution limits for a tax-qualified defined contribution plan as prescribed by the IRS. The UPS Restoration Savings Plan is a non-qualified plan that provides benefits to certain participants in the UPS 401(k) Savings Plan for amounts that exceed these benefit limits. Contributions are also made to defined contribution money purchase plans under certain collective bargaining agreements. Amounts charged to expense were $ 132 , $ 119 and $ 112 million for 2023, 2022 and 2021, respectively. We also sponsor certain international defined contribution plans, which are not individually material. Net Periodic Benefit Cost Information about net periodic benefit cost for the company-sponsored pension and postretirement defined benefit plans is as follows (in millions): U.S. Pension Benefits U.S. Postretirement Medical Benefits International Pension Benefits 2023 2022 2021 2023 2022 2021 2023 2022 2021 Net Periodic Benefit Cost: Service cost $ 1,172 $ 2,024 $ 1,897 $ 20 $ 30 $ 28 $ 43 $ 68 $ 76 Interest cost 2,508 1,950 1,948 116 83 81 66 45 38 Expected return on plan assets ( 2,967 ) ( 3,280 ) ( 3,327 ) ( 12 ) ( 4 ) ( 5 ) ( 84 ) ( 78 ) ( 68 ) Amortization of prior service cost 106 93 139 2 — 7 1 1 2 Actuarial (gain) loss 393 ( 875 ) ( 3,284 ) — — 24 ( 42 ) ( 152 ) ( 12 ) Curtailment and settlement (gain) loss — — — — — — 8 ( 34 ) — Net periodic benefit cost $ 1,212 $ ( 88 ) $ ( 2,627 ) $ 126 $ 109 $ 135 $ ( 8 ) $ ( 150 ) $ 36 81 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Actuarial Assumptions The table below provides the weighted-average actuarial assumptions used to determine the net periodic benefit cost: U.S. Pension Benefits U.S. Postretirement Medical Benefits International Pension Benefits 2023 2022 2021 2023 2022 2021 2023 2022 2021 Service cost discount rate 5.79 % 3.13 % 2.90 % 6.06 % 3.28 % 2.88 % 5.09 % 2.78 % 2.38 % Interest cost discount rate 5.79 % 3.13 % 2.90 % 6.06 % 3.28 % 2.88 % 5.02 % 2.74 % 2.22 % Rate of compensation increase 3.25 % 4.29 % 4.50 % N/A N/A N/A 3.20 % 3.17 % 2.93 % Expected return on plan assets 7.07 % 5.90 % 6.50 % 6.62 % 4.77 % 3.65 % 5.13 % 3.87 % 3.68 % Cash balance interest credit rate 4.21 % 2.50 % 2.50 % N/A N/A N/A 3.69 % 2.94 % 2.74 % The table below provides the weighted-average actuarial assumptions used to determine the benefit obligations of our plans: U.S. Pension Benefits U.S. Postretirement Medical Benefits International Pension Benefits 2023 2022 2023 2022 2023 2022 Discount rate 5.42 % 5.79 % 5.80 % 6.06 % 4.21 % 4.63 % Rate of compensation increase 3.25 % 3.25 % N/A N/A 3.19 % 3.20 % Cash balance interest credit rate 3.83 % 4.21 % N/A N/A 3.31 % 3.69 % A discount rate is used to determine the present value of our future benefit obligations. To determine the discount rate for our U.S. pension and postretirement benefit plans, we use a bond matching approach to select specific bonds that would satisfy our projected benefit payments. We believe the bond matching approach reflects the process we would employ to settle our pension and postretirement benefit obligations. For our international plans, the discount rate is determined by matching the expected cash flows of the plan, where available, or of a sample plan of similar duration, to a yield curve based on long-term, high quality fixed income debt instruments available as of the measurement date. These assumptions are updated each measurement date, which is typically annually. As of December 31, 2023, the impact of each basis point change in the discount rate on the projected benefit obligation of our pension and postretirement medical benefit plans is as follows (in millions): Increase (Decrease) in the Projected Benefit Obligation Pension Benefits Postretirement Medical Benefits One basis point increase in discount rate $ ( 62 ) $ ( 1 ) One basis point decrease in discount rate $ 65 $ 2 The Society of Actuaries ("SOA") published mortality tables and improvement scales are used in developing the best estimate of mortality for our U.S. plans. In October 2023, the SOA elected to not release a new mortality improvement scale. Based on our perspective of future longevity, we elected to maintain the MP 2021 mortality scale assumption for purposes of measuring pension and other postretirement benefit obligations. Assumptions for the expected return on plan assets are used to determine a component of net periodic benefit cost for the year. The assumption for our U.S. plans is developed using a long-term projection of returns for each asset class. Our asset allocation targets are reviewed annually and, if necessary, updated taking into consideration plan changes, funded status and actual performance. The expected return for each asset class is a function of passive, long-term capital market assumptions and excess returns generated from active management. The capital market assumptions used are provided by independent investment advisors, while excess return assumptions are supported by historical performance, fund mandates and investment expectations. As a result of our long-term U.S. capital market assumptions and investment objectives for pension assets, the weighted-average long-term expected rate of return on assets increased from 5.90 % during 2022 to 7.07 % in 2023. 82 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS For plans outside the U.S., consideration is given to local market expectations of long-term returns. Strategic asset allocations are determined by plan, based on the nature of liabilities and considering the demographic composition of the plan participants. Actuarial Assumptions - Central States Pension Fund UPS was a contributing employer to the CSPF until 2007, at which time UPS withdrew from the CSPF. Under a collective bargaining agreement with the International Brotherhood of Teamsters (“IBT”), UPS agreed to provide coordinating benefits in the UPS/IBT Full-Time Employee Pension Plan (“UPS/IBT Plan”) for UPS participants whose last employer was UPS and who had not retired as of January 1, 2008 (“the UPS Transfer Group”) in the event that benefits are reduced by the CSPF consistent with the terms of our withdrawal agreement with the CSPF. Under this agreement, benefits to the UPS Transfer Group cannot be reduced without our consent and can only be reduced in accordance with law. Subsequent to our withdrawal, the CSPF incurred extensive asset losses and indicated that it was projected to become insolvent. In such event, the CSPF benefits would be reduced to the legally permitted Pension Benefit Guaranty Corporation ("PBGC") limits, triggering the coordinating benefits provision in the collective bargaining agreement. In 2021, the American Rescue Plan Act (“ARPA”) was enacted into law. The ARPA contains provisions that allow for qualifying multiemployer pension plans to apply for special financial assistance ("SFA") from the PBGC, which will be funded by the U.S. government. Following SFA approval, a qualifying multiemployer pension plan will receive a lump sum payment to enable it to continue paying unreduced pension benefits through 2051. The multiemployer plan is not obligated to repay the SFA. The ARPA is intended to prevent both the PBGC and certain financially distressed multiemployer pension plans, including the CSPF, from becoming insolvent through 2051. The CSPF submitted an application for SFA that was approved in December 2022. In January 2023, $ 35.8 billion was paid to the CSPF by the PBGC. The passage of the ARPA triggered a remeasurement of the UPS/IBT Plan under ASC Topic 715. Accordingly, we remeasured the plan assets and pension benefit obligation as of March 31, 2021, which resulted in an actuarial gain of $ 6.4 billion, reflecting a reduction of the liability for coordinating benefits of $ 5.1 billion and a gain from other updated actuarial assumptions of $ 1.3 billion. We recorded a gain of $ 3.1 billion in accumulated other comprehensive income within the equity section of our consolidated balance sheet and a mark-to-market gain of $ 3.3 billion within Investment income and other in our statement of consolidated income during the first quarter of 2021. We account for the potential obligation to pay coordinating benefits under ASC Topic 715, which requires us to provide a best estimate of various actuarial assumptions in measuring our pension benefit obligation at the December 31 measurement date. As of December 31, 2023, our best estimate of coordinating benefits that may be required to be paid by the UPS/IBT Plan after SFA funds have been exhausted was immaterial. The value of our estimate for future coordinating benefits will continue to be influenced by a number of factors, including interpretations of the ARPA, future legislative actions, actuarial assumptions and the ability of the CSPF to sustain its long-term commitments. Actual events may result in a change in our best estimate of the projected benefit obligation. We will continue to assess the impact of these uncertainties in accordance with ASC Topic 715. Other Actuarial Assumptions Healthcare cost trends are used to project future postretirement medical benefits payable from our plans. For purposes of measuring our U.S. plan obligations as of December 31, 2023, a 7.25 % annual rate of increase in postretirement medical benefit costs was assumed; the rate was assumed to decrease gradually to 4.50 % by 2035 and to remain at that level thereafter. 83 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Funded Status The following table discloses the funded status of our plans and the amounts recognized in our consolidated balance sheets as of December 31 (in millions): U.S. Pension Benefits U.S. Postretirement Medical Benefits International Pension Benefits 2023 2022 2023 2022 2023 2022 Funded Status: Fair value of plan assets $ 43,491 $ 42,058 $ 98 $ 215 $ 1,893 $ 1,643 Benefit obligation ( 47,712 ) ( 43,504 ) ( 1,974 ) ( 2,016 ) ( 1,601 ) ( 1,416 ) Funded status $ ( 4,221 ) $ ( 1,446 ) $ ( 1,876 ) $ ( 1,801 ) $ 292 $ 227 Funded Status Recognized in our Balance Sheet: Other non-current assets $ — $ 1,408 $ — $ — $ 510 $ 416 Other current liabilities ( 26 ) ( 24 ) ( 123 ) ( 7 ) ( 7 ) ( 6 ) Pension and postretirement benefit obligations ( 4,195 ) ( 2,830 ) ( 1,753 ) ( 1,794 ) ( 211 ) ( 183 ) Net asset (liability) $ ( 4,221 ) $ ( 1,446 ) $ ( 1,876 ) $ ( 1,801 ) $ 292 $ 227 Amounts Recognized in AOCI (1) : Unrecognized net prior service cost $ ( 1,326 ) $ ( 734 ) $ ( 2 ) $ ( 3 ) $ ( 7 ) $ ( 8 ) Unrecognized net actuarial gain (loss) ( 2,097 ) 80 129 201 99 115 Gross unrecognized cost ( 3,423 ) ( 654 ) 127 198 92 107 Deferred tax assets (liabilities) 831 168 ( 31 ) ( 48 ) ( 28 ) ( 30 ) Net unrecognized cost $ ( 2,592 ) $ ( 486 ) $ 96 $ 150 $ 64 $ 77 (1) Accumulated Other Comprehensive Income (Loss) The accumulated benefit obligation for our pension plans as of December 31, 2023 and 2022 was $ 49.2 and $ 44.8 billion, respectively. The accumulated benefit obligation for our postretirement medical benefit plans as of both December 31, 2023 and 2022 was $ 2.0 billion. Benefit payments under the pension plans include $ 35 and $ 31 million paid from employer assets for the years ended December 31, 2023 and 2022, respectively. Benefit payments (net of participant contributions) under the postretirement medical benefit plans include $ 51 and $ 174 million paid from employer assets for the years ended December 31, 2023 and 2022, respectively. Such benefit payments from employer assets are also categorized as employer contributions. As of December 31, 2023 and 2022, the projected benefit obligation, the accumulated benefit obligation and the fair value of plan assets for pension plans with benefit obligations in excess of plan assets were as follows (in millions): Projected Benefit Obligation Exceeds the Fair Value of Plan Assets Accumulated Benefit Obligation Exceeds the Fair Value of Plan Assets 2023 2022 2023 2022 U.S. Pension Benefits: Projected benefit obligation $ 47,712 $ 24,452 $ 47,712 $ 24,452 Accumulated benefit obligation 47,674 24,414 47,674 24,414 Fair value of plan assets 43,491 21,598 43,491 21,598 International Pension Benefits: Projected benefit obligation $ 345 $ 311 $ 315 $ 274 Accumulated benefit obligation 304 278 281 246 Fair value of plan assets 127 121 100 86 The accumulated postretirement benefit obligation presented in the funded status table exceeds plan assets for all U.S. postretirement medical benefit plans. 84 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Benefit Obligations and Fair Value of Plan Assets The following tables provide a reconciliation of the changes in the plans’ benefit obligations and fair value of plan assets as of the respective measurement dates in each year (in millions): U.S. Pension Benefits U.S. Postretirement Medical Benefits International Pension Benefits 2023 2022 2023 2022 2023 2022 Benefit Obligations: Projected benefit obligation at beginning of year $ 43,504 $ 61,378 $ 2,016 $ 2,592 $ 1,416 $ 2,106 Service cost 1,172 2,024 20 30 43 68 Interest cost 2,508 1,950 116 83 66 45 Gross benefits paid ( 2,437 ) ( 2,151 ) ( 265 ) ( 268 ) ( 46 ) ( 45 ) Plan participants’ contributions — — 34 31 4 3 Plan amendments (1) 699 145 — — — — Actuarial (gain)/loss 2,266 ( 19,842 ) 53 ( 452 ) 99 ( 575 ) Foreign currency exchange rate changes — — — — 51 ( 150 ) Curtailments and settlements — — — — ( 38 ) ( 40 ) Other — — — — 6 4 Projected benefit obligation at end of year $ 47,712 $ 43,504 $ 1,974 $ 2,016 $ 1,601 $ 1,416 U.S. Pension Benefits U.S. Postretirement Medical Benefits International Pension Benefits 2023 2022 2023 2022 2023 2022 Fair Value of Plan Assets: Fair value of plan assets at beginning of year $ 42,058 $ 55,954 $ 215 $ 115 $ 1,643 $ 2,106 Actual return on plan assets 2,664 ( 13,657 ) ( 8 ) ( 15 ) 201 ( 349 ) Employer contributions 1,206 1,912 122 352 65 78 Plan participants’ contributions — — 34 31 4 3 Gross benefits paid ( 2,437 ) ( 2,151 ) ( 265 ) ( 268 ) ( 46 ) ( 45 ) Foreign currency exchange rate changes — — — — 64 ( 144 ) Curtailments and settlements — — — — ( 38 ) ( 6 ) Other — — — — — — Fair value of plan assets at end of year $ 43,491 $ 42,058 $ 98 $ 215 $ 1,893 $ 1,643 (1) Plan amendments in 2023 and 2022 were related to collective bargaining agreements with the Teamsters and the Independent Pilots Association, respectively. 85 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 2023 - $ 2.4 billion pre-tax actuarial loss related to benefit obligations: • Discount Rates ($ 2.3 billion pre-tax loss): The weighted-average discount rate for our pension and postretirement medical plans decreased from 5.77 % as of December 31, 2022 to 5.40 % as of December 31, 2023, primarily due to a decrease in credit spreads on AA-rated corporate bonds. • Demographic and Assumption Changes ($ 0.1 billion pre-tax loss): This represents the difference between actual and estimated participant data and demographic factors, including healthcare cost trends, compensation changes, rates of termination, retirement, mortality and other changes. 2022 - $ 20.9 billion pre-tax actuarial gain related to benefit obligations: • Discount Rates ($ 21.1 billion pre-tax gain): The weighted-average discount rate for our pension and postretirement medical plans increased from 3.11 % as of December 31, 2021 to 5.77 % as of December 31, 2022, primarily due to an increase in U.S. treasury yields, as well as an increase in credit spreads on AA-rated corporate bonds. • Demographic and Assumption Changes ($ 0.2 billion pre-tax loss): This represents the difference between actual and estimated participant data and demographic factors, including healthcare cost trends, compensation changes, rates of termination, retirement, mortality and other changes. Pension and Postretirement Plan Assets Pension assets are invested in accordance with applicable laws and regulations, as well as investment guidelines established by plan trustees. The strategic asset mixes are specifically tailored for each plan given distinct factors, including liability and liquidity needs. Equities, alternative investments, and other higher-yielding assets are utilized to generate returns and promote growth. Derivatives, repurchase/reverse repurchase agreements and fixed income securities are utilized as tools for duration management, mitigating interest rate risk, and minimizing funded status volatility. The primary long-term investment objectives for pension assets are to provide for a reasonable amount of long-term capital growth to meet future obligations while minimizing risk exposures and reducing funded status volatility. To meet these objectives, investment managers are engaged to actively manage assets within the guidelines and strategies set forth by our investment committee. Active managers are monitored regularly and their performance is compared to applicable benchmarks. Fair Value Measurements Plan assets valued utilizing Level 1 inputs include equity investments, corporate debt instruments, U.S. government securities, derivatives and other instruments. Fair values were determined by closing prices for those securities traded on national stock exchanges, while securities traded in the over-the-counter market and listed securities for which no sale was reported on the valuation date are valued at the mean between the last reported bid and ask prices. Level 2 assets include fixed income securities that are valued based on yields currently available on comparable securities of other issues with similar credit ratings; mortgage-backed securities that are valued based on cash flow and yield models using acceptable modeling and pricing conventions; certain investments that are pooled with other investments in a commingled fund; and derivatives and other instruments primarily valued using pricing models that rely on market observable inputs such as yield curves, foreign currency exchange rates and investment forward price. We value our investments in commingled funds by taking the percentage ownership of the underlying assets, each of which has a readily determinable fair value. Fair value estimates for certain investments are based on unobservable inputs that are not corroborated by observable market data and are thus classified as Level 3. 86 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Investments that do not have a readily determinable fair value, and which provide a net asset value ("NAV") or its equivalent developed consistent with FASB measurement principles, are valued using NAV as a practical expedient. These investments are not classified in Levels 1, 2, or 3 of the fair value hierarchy but instead included within the subtotals by asset category. Such investments include hedge funds, real estate investments, private debt and private equity funds. Investments in hedge funds are valued using the reported NAV as of December 31. Real estate investments, private debt and private equity funds are valued at NAV per the most recent partnership audited financial reports, and adjusted, as appropriate, for investment activity between the date of the financial reports and December 31. Due to the inherent limitations in obtaining a readily determinable fair value measurement for alternative investments, the fair values reported may differ from the values that would have been used had readily available market information for the alternative investments existed. These investments are described further below: • Hedge Funds : Plan assets are invested in hedge funds that pursue multiple strategies to diversify risk and reduce volatility. Most of these hedge funds allow redemptions either quarterly or semi-annually after a two- to three-month notice period, while others allow for redemption after only a brief notification period with no restriction on redemption frequency. No unfunded commitments existed with respect to hedge funds as of December 31, 2023. • Real Estate, Private Debt and Private Equity Funds : Plan assets are invested in limited partnership interests in various private equity, private debt and real estate funds. Limited provisions exist for the redemption of these interests by the limited partners that invest in these funds until the end of the term of the partnerships, typically ranging between 10 and 15 years from the date of inception. An active secondary market exists for similar partnership interests, although no particular value (discount or premium) can be guaranteed. As of December 31, 2023, unfunded commitments to such limited partnerships totaling approximately $ 3.3 billion are expected to be contributed over the remaining investment period, typically ranging between three and six years . 87 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The fair values of U.S. and international pension and postretirement benefit plan assets by asset category as of December 31, 2023 and 2022 are presented below (in millions), as well as the percentage that each category comprises of our total plan assets and the respective target allocations. The tables have been updated from prior year presentation to show derivative assets and liabilities separately from other asset categories, primarily U.S. Government Securities, by type of underlying risk. December 31, 2023 Total Assets (1) Level 1 Level 2 Level 3 Percentage of Plan Assets Percentage Target Allocation Asset Category (U.S. Plans): Cash and Cash Equivalents $ 1,018 $ 894 $ 124 $ — 2.3 % 1 - 7 % Equity Securities: U.S. Large Cap 5,732 1,457 4,275 — U.S. Small Cap 335 335 — — Emerging Markets 970 733 237 — Global Equity 62 62 — — International Equity 3,065 861 2,204 — Total Equity Securities 10,164 3,448 6,716 — 23.3 15 - 45 Fixed Income Securities: U.S. Government Securities 18,024 17,236 788 — Corporate Bonds 7,041 62 6,979 — Global Bonds 602 1 601 — Municipal Bonds 6 — 6 — Total Fixed Income Securities 25,673 17,299 8,374 — 58.9 30 - 70 Other Investments: Hedge Funds 3,959 28 2,194 — 9.1 3 - 13 Private Equity 5,071 — — — 11.6 3 - 15 Private Debt 948 — — — 2.2 2 - 15 Real Estate 2,575 393 77 — 5.9 3 - 15 Structured Products (2) 169 — 169 — 0.4 0 - 5 Total Other Investments 12,722 421 2,440 — Derivatives and Other Instruments: Equity Risk ( 136 ) 29 ( 165 ) — ( 0.3 ) Interest Rate Risk ( 5,877 ) ( 20 ) ( 5,857 ) — ( 13.5 ) Other Risk (3) 25 ( 1 ) 26 — 0.1 Total Derivatives and Other Instruments ( 5,988 ) 8 ( 5,996 ) — Total U.S. Plan Assets $ 43,589 $ 22,070 $ 11,658 $ — 100.0 % Asset Category (International Plans): Cash and Cash Equivalents $ 71 $ 77 $ ( 6 ) $ — 3.8 % 1 - 10 Equity Securities: Local Markets Equity — — — — U.S. Equity 89 — 89 — Emerging Markets — — — — International / Global Equity 20 20 — — Total Equity Securities 109 20 89 — 5.8 1 - 10 Fixed Income Securities: Local Government Bonds 827 175 652 — Corporate Bonds 424 — 424 — Global Bonds 141 137 4 — Total Fixed Income Securities 1,392 312 1,080 — 73.5 50 - 75 Other Investments: Real Estate (1) 66 — 18 25 3.5 1 - 10 Other (1) 255 — 183 55 13.4 10 - 35 Total International Plan Assets $ 1,893 $ 409 $ 1,364 $ 80 100.0 % Total Plan Assets $ 45,482 $ 22,479 $ 13,022 $ 80 (1) Includes certain investments that are measured at NAV per share (or its equivalent). (2) Represents mortgage and asset-backed securities. (3) Includes credit risk, foreign currency exchange risk and commodity risk. 88 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2022 Total Assets (1) Level 1 Level 2 Level 3 Percentage of Plan Assets Percentage Target Allocation Asset Category (U.S. Plans): Cash and Cash Equivalents $ 1,235 $ 870 $ 365 $ — 2.9 % 1 - 7 % Equity Securities: U.S. Large Cap 6,599 2,517 4,082 — U.S. Small Cap 698 698 — — Emerging Markets 1,597 1,171 426 — Global Equity 1,168 1,168 — — International Equity 3,555 1,663 1,892 — Total Equity Securities 13,617 7,217 6,400 — 32.2 20 - 45 Fixed Income Securities: U.S. Government Securities 15,165 14,633 532 — Corporate Bonds 6,129 7 6,122 — Global Bonds 670 — 670 — Municipal Bonds 9 — 9 — Total Fixed Income Securities 21,973 14,640 7,333 — 52.0 30 - 70 Other Investments: Hedge Funds 4,364 — 2,713 — 10.3 3 - 13 Private Equity 5,012 — — — 11.9 3 - 15 Private Debt 829 — — — 2.0 1 - 15 Real Estate 2,415 267 69 — 5.7 3 - 15 Structured Products (2) 170 — 170 — 0.4 0 - 5 Total Other Investments 12,790 267 2,952 — Derivative and Other Instruments: Equity Risk Contracts ( 87 ) ( 6 ) ( 81 ) — ( 0.2 ) Interest Rate Risk Contracts ( 7,280 ) ( 4 ) ( 7,276 ) — ( 17.2 ) Other Risk (3) 25 ( 1 ) 26 — — Total Derivative and Other Instruments ( 7,342 ) ( 11 ) ( 7,331 ) — Total U.S. Plan Assets $ 42,273 $ 22,983 $ 9,719 $ — 100.0 % Asset Category (International Plans): Cash and Cash Equivalents $ 147 $ 70 $ 77 $ — 8.9 % 1 - 10 Equity Securities: Local Markets Equity 138 — 138 — U.S. Equity ( 3 ) — ( 3 ) — Emerging Markets — — — — International / Global Equity 298 36 262 — Total Equity Securities 433 36 397 — 26.4 20 - 50 Fixed Income Securities: Local Government Bonds 91 59 32 — Corporate Bonds 494 — 494 — Global Bonds 119 98 21 — Total Fixed Income Securities 704 157 547 — 42.8 35 - 55 Other Investments: Real Estate (1) 95 — 48 25 5.8 1 - 10 Other (1) 264 — 190 52 16.1 1 - 30 Total International Plan Assets $ 1,643 $ 263 $ 1,259 $ 77 100.0 % Total Plan Assets $ 43,916 $ 23,246 $ 10,978 $ 77 (1) Includes certain investments that are measured at NAV per share (or its equivalent). (2) Represents mortgage and asset-backed securities. (3) Includes credit risk, foreign currency exchange risk and commodity risk. 89 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The following table presents the changes in the Level 3 instruments measured on a recurring basis for the years ended December 31, 2023 and 2022 (in millions): Corporate Bonds Other Total Balance as of January 1, 2022 $ 14 $ 74 $ 88 Actual Return on Assets: Assets Held at End of Year — ( 2 ) ( 2 ) Assets Sold During the Year ( 35 ) — ( 35 ) Purchases 482 9 491 Sales ( 460 ) ( 4 ) ( 464 ) Transfers Into (Out of) Level 3 ( 1 ) — ( 1 ) Balance as of December 31, 2022 $ — $ 77 $ 77 Actual Return on Assets: Assets Held at End of Year — 4 4 Assets Sold During the Year 2 — 2 Purchases 450 2 452 Sales ( 452 ) ( 3 ) ( 455 ) Transfers Into (Out of) Level 3 — — — Balance as of December 31, 2023 $ — $ 80 $ 80 There were no shares of UPS class A or class B common stock directly held in plan assets as of December 31, 2023 or 2022. Expected Cash Flows Information about expected cash flows for our pension and postretirement medical benefit plans is as follows (in millions): U.S. Pension Benefits U.S. Postretirement Medical Benefits International Pension Benefits Expected Employer Contributions: 2024 to plan trust $ 1,200 $ 74 $ 37 2024 to plan participants 27 92 7 Expected Benefit Payments: 2024 $ 2,238 $ 216 $ 50 2025 2,371 206 55 2026 2,506 196 62 2027 2,643 187 69 2028 2,777 177 77 2029 - 2033 15,637 760 473 Our funding policy guideline for U.S. plans is to contribute amounts annually that are at least equal to the amounts required by applicable laws and regulations. International plans will be funded in accordance with local regulations. Additional discretionary contributions may be made when deemed appropriate to meet the long-term obligations of the plans. Expected benefit payments for pensions will be paid primarily from plan trusts. Expected benefit payments for postretirement medical benefits will be paid from plan trusts and corporate assets. 90 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 6. MULTIEMPLOYER EMPLOYEE BENEFIT PLANS We contribute to a number of multiemployer pension plans under the terms of collective bargaining agreements that cover our union-represented employees. These plans generally provide for retirement, death and/or termination benefits for eligible employees within the applicable collective bargaining units, based on specific eligibility and participation requirements, vesting periods and benefit formulas. The risks of participating in multiemployer plans are different from single-employer plans in the following respects: • Assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers. • If we negotiate to cease participating in a multiemployer pension plan, we may be required to pay that plan an amount based on our allocable share of its underfunded status, referred to as a "withdrawal liability". However, cessation of participation in a multiemployer plan and subsequent payment of any withdrawal liability is subject to the collective bargaining process. • If any of the multiemployer pension plans in which we participate enter critical status, and our contributions are not sufficient to satisfy any rehabilitation plan funding schedule, we could be required under the Pension Protection Act of 2006 to make additional surcharge contributions to the multiemployer pension plan in the amount of five to ten percent of the existing contributions required by our labor agreement. Such surcharges would cease upon the ratification of a new collective bargaining agreement and could not reoccur unless a plan re-entered critical status at a later date. The discussion that follows sets forth the impact on our results of operations and cash flows for the years ended December 31, 2023, 2022 and 2021 from our participation in multiemployer pension plans. As part of the overall collective bargaining process for wage and benefit levels, we have agreed to contribute certain amounts to these plans during the contract period. The plans set benefit levels and are responsible for benefit delivery to participants. Future contributions to the plans are determined only through collective bargaining, and we have no additional legal or constructive obligation to increase contributions beyond the agreed-upon amounts (except potential surcharges under the Pension Protection Act of 2006 described above). The number of employees covered by multiemployer pension plans in 2023 decreased relative to 2022 as we reduced union headcount due to the reduction in volume. The number of covered employees in 2022 was relatively flat compared to 2021. Contribution rates increased in accordance with the terms of our collective bargaining agreements. There have been no other significant changes that affect the comparability of 2023, 2022 and 2021 contributions. We recognize expense for the contractually-required contributions for each period, and we recognize a liability for any contributions due and unpaid at the end of a reporting period. Status of Collective Bargaining Agreements We have approximately 310,000 employees in the U.S. employed under a national master agreement and various supplemental agreements with local unions affiliated with the Teamsters. These agreements were scheduled to expire on July 31, 2023. In September 2023, a new national master agreement with the Teamsters was ratified. This agreement contains wage and health and welfare benefit rate increases for our covered part-time and full-time Teamster employees. We have approximately 10,000 employees in Canada employed under a collective bargaining agreement with the Teamsters which runs through July 31, 2025. We have approximately 3,300 pilots who are employed under a collective bargaining agreement with the Independent Pilots Association. This collective bargaining agreement becomes amendable September 1, 2025. We have approximately 1,900 airline mechanics who are covered by a collective bargaining agreement with Teamsters Local 2727 which becomes amendable November 1, 2026. In addition, approximately 3,000 of our auto and maintenance mechanics who are not employed under agreements with the Teamsters are employed under collective bargaining agreements with the International Association of Machinists and Aerospace Workers ("IAM"). The collective bargaining agreement with the IAM runs through July 31, 2024. 91 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Multiemployer Pension Plans The following table outlines our participation in multiemployer pension plans as of December 31, 2023, 2022 and 2021, and sets forth our calendar year contributions and accruals for each plan. The EIN/Pension Plan Number column provides the Employer Identification Number ("EIN") and the three-digit plan number. The most recent Pension Protection Act zone status available in 2023 and 2022 relates to each plan's two most recent fiscal year ends. The zone status is based on information that we received from the plans’ administrators and is certified by each plan’s actuary. Plans certified in the red zone are generally less than 65 % funded; plans certified in the orange zone are both less than 80 % funded and have an accumulated funding deficiency, or are expected to have a deficiency in any of the next six plan years; plans certified in the yellow zone are less than 80 % funded; and plans certified in the green zone are at least 80 % funded. The FIP / RP Status Pending / Implemented column indicates whether a financial improvement plan ("FIP") for yellow/orange zone plans, or a rehabilitation plan ("RP") for red zone plans, is either pending or has been implemented. As of December 31, 2023, all plans that have either a FIP or RP requirement have had the respective plan implemented. Our collectively-bargained contributions satisfy the requirements of all implemented FIPs and RPs and do not currently require the payment of any surcharges. In addition, minimum contributions outside of the agreed-upon contractual rates are not required. For the plans detailed in the following table, the expiration date of the associated collective bargaining agreements is July 31, 2028, with the exception of the IAM National Pension Fund / National Pension Plan, which has a July 31, 2024 associated expiration date. For all plans detailed in the following table, we provided more than 5 % of the total plan contributions from all employers for 2023, 2022 and 2021, as disclosed in the annual filing with the Department of Labor for each respective plan. Certain plans have been aggregated in the All Other Multiemployer Pension Plans line in the following table, as contributions to each of these plans are not individually material. 92 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS EIN / Pension Plan Number Pension Protection Act Zone Status FIP / RP Status Pending / Implemented UPS Contributions and Accruals (in millions) Surcharge Imposed Pension Fund 2023 2022 2023 2022 2021 Alaska Teamster-Employer Pension Plan 92-6003463-024 Red Red Yes Implemented 10 10 9 No Central Pennsylvania Teamsters Defined Benefit Plan 23-6262789-001 Green Green No NA 82 75 65 No Eastern Shore Teamsters Pension Fund 52-0904953-001 Green Green No NA 10 10 8 No Employer-Teamsters Local Nos. 175 & 505 Pension Trust Fund 55-6021850-001 Red Red Yes Implemented 21 21 18 No Hagerstown Motor Carriers and Teamsters Pension Fund 52-6045424-001 Green Red No NA 13 13 12 No I.A.M. National Pension Fund / National Pension Plan 51-6031295-002 Red Red Yes Implemented 50 48 48 No International Brotherhood of Teamsters Union Local No. 710 Pension Fund 36-2377656-001 Green Green No NA 196 191 180 No Local 705, International Brotherhood of Teamsters Pension Plan 36-6492502-001 Green Green No NA 138 136 131 No Local 804 I.B.T. & Local 447 I.A.M.—UPS Multiemployer Retirement Plan 51-6117726-001 Green Green No NA 143 144 135 No Milwaukee Drivers Pension Trust Fund 39-6045229-001 Green Green No NA 62 62 58 No New England Teamsters & Trucking Industry Pension Fund 04-6372430-001 Red Red Yes Implemented 234 167 145 No New York State Teamsters Conference Pension and Retirement Fund 16-6063585-074 Red Red Yes Implemented 139 149 147 No Teamster Pension Fund of Philadelphia and Vicinity 23-1511735-001 Green Green No NA 98 100 94 No Teamsters Joint Council No. 83 of Virginia Pension Fund 54-6097996-001 Green Green No NA 98 98 89 No Teamsters Local 639—Employers Pension Trust 53-0237142-001 Green Green No NA 84 85 80 No Teamsters Negotiated Pension Plan 43-6196083-001 Green Green No NA 49 49 45 No Truck Drivers and Helpers Local Union No. 355 Retirement Pension Plan 52-6043608-001 Green Green No NA 28 30 29 No United Parcel Service, Inc.—Local 177, I.B.T. Multiemployer Retirement Plan 13-1426500-419 Green Green No NA 122 124 116 No Western Conference of Teamsters Pension Plan 91-6145047-001 Green Green No NA 1,254 1,310 1,260 No Western Pennsylvania Teamsters and Employers Pension Fund 25-6029946-001 Red Red Yes Implemented 46 46 40 No All Other Multiemployer Pension Plans 76 73 78 Total Contributions $ 2,953 $ 2,941 $ 2,787 Agreement with the New England Teamsters and Trucking Industry Pension Fund In 2012, we reached an agreement with the New England Teamsters and Trucking Industry Pension Fund ("NETTI Fund"), a multiemployer pension plan in which UPS is a participant, to restructure the pension liabilities for approximately 10,200 UPS employees represented by the Teamsters. As of December 31, 2023 and 2022, we had $ 813 and $ 821 million, respectively, recognized in Other Non-Current Liabilities and $ 9 and $ 8 million, respectively, recorded in Other current liabilities in our consolidated balance sheets, representing the remaining balance of the NETTI Fund withdrawal liability. This liability is payable in equal monthly installments over a remaining term of approximately 39 years. Based on the borrowing rates currently available to us for long-term financing of a similar maturity, the fair value of the NETTI Fund withdrawal liability as of December 31, 2023 and 2022 was $ 710 and $ 686 million, respectively. We utilized Level 2 inputs in the fair value hierarchy to determine the fair value of this liability. 93 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Multiemployer Health and Welfare Plans We also contribute to a number of multiemployer health and welfare plans covering both active and retired employees. Healthcare benefits are provided to participants who meet certain eligibility requirements as covered under the applicable collective bargaining unit. The following table sets forth our calendar year plan contributions and accruals. Certain plans have been aggregated in the All Other Multiemployer Health and Welfare Plans line, as the contributions to each of these plans are not individually material. UPS Contributions and Accruals (in millions) Health and Welfare Fund 2023 2022 2021 Bay Area Delivery Drivers $ 40 $ 40 $ 41 Central Pennsylvania Teamsters Health & Pension Fund 46 42 39 Central States, South East & South West Areas Health and Welfare Fund 3,712 3,497 3,374 Delta Health Systems—East Bay Drayage Drivers 39 39 39 Joint Council #83 Health & Welfare Fund 63 62 56 Local 401 Teamsters Health & Welfare Fund 23 22 19 Local 804 Welfare Trust Fund 131 129 123 Milwaukee Drivers Pension Trust Fund—Milwaukee Drivers Health and Welfare Trust Fund 64 62 59 New York State Teamsters Health & Hospital Fund 87 89 91 Northern California General Teamsters (DELTA) 206 211 209 Northern New England Benefit Trust 83 87 81 Oregon / Teamster Employers Trust 69 70 66 Teamsters 170 Health & Welfare Fund 21 25 24 Teamsters Benefit Trust 57 58 60 Teamsters Local 175 & 505 Health and Welfare Fund 20 20 17 Teamsters Local 191 Health Fund 29 17 17 Teamsters Local 251 Health & Insurance Plan 22 26 26 Teamsters Local 638 Health Fund 73 70 66 Teamsters Local 639—Employers Health & Pension Trust Funds 36 38 40 Teamsters Local 671 Health Services & Insurance Plan 24 25 24 Teamsters Union 25 Health Services & Insurance Plan 73 75 74 Teamsters Western Region & Local 177 Health Care Plan 1,076 1,035 980 Truck Drivers and Helpers Local 355 Baltimore Area Health & Welfare Fund 23 23 23 Utah-Idaho Teamsters Security Fund 54 54 52 Washington Teamsters Welfare Trust 88 88 83 All Other Multiemployer Health and Welfare Plans 109 129 130 Total Contributions $ 6,268 $ 6,033 $ 5,813 94 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 7. GOODWILL AND INTANGIBLE ASSETS The following table indicates the allocation of goodwill (in millions): U.S. Domestic Package International Package Supply Chain Solutions Consolidated Balance as of January 1, 2022 $ 847 $ 403 $ 2,442 $ 3,692 Acquired — 105 491 596 Currency / Other — ( 16 ) ( 49 ) ( 65 ) Balance as of December 31, 2022 $ 847 $ 492 $ 2,884 $ 4,223 Acquired — 4 723 727 Impairments — — ( 125 ) ( 125 ) Currency / Other — 7 40 47 Balance as of December 31, 2023 $ 847 $ 503 $ 3,522 $ 4,872 2023 Goodwill Activity Goodwill acquired during 2023 was primarily associated with our acquisitions of MNX Global Logistics and Happy Returns, which are both reported within Supply Chain Solutions. It also reflects the 2023 completion of purchase accounting allocations from our 2022 acquisition of Bomi Group and other immaterial transactions completed during 2023. See note 8 for further discussion of business acquisitions. As described in more detail below, during 2023 we recorded non-cash goodwill impairment charges of $ 125 million, comprised of: $ 56 million related to our Roadie reporting unit, $ 61 million related to our Delivery Solutions reporting unit, which represented all of the goodwill associated with that reporting unit, and an immaterial charge resulting from the closure of a trade management services business within Supply Chain Solutions. The remaining changes were due to the impact of changes in the value of the U.S. Dollar on the translation of non-U.S. Dollar goodwill balances. 2022 Goodwill Activity Goodwill acquired during 2022 was primarily associated with our acquisitions of Delivery Solutions and Bomi Group. Goodwill associated with Delivery Solutions was reported in Supply Chain Solutions as of December 31, 2022. Goodwill associated with Bomi Group is reported in International Package and Supply Chain Solutions. The remaining changes were due to the impact of changes in the value of the U.S. Dollar on the translation of non-U.S. Dollar goodwill balances. Goodwill Impairment We complete our annual goodwill impairment test as of July 1 on a reporting unit basis. In developing our valuation assumptions underlying the annual impairment test in 2023, we determined that the cost of capital for our Roadie and Delivery Solutions reporting units had increased, driven by increases in the risk-free interest rate and volatility of the stock prices of market comparables. The results of our annual test using these assumptions indicated that the carrying values of our Roadie and Delivery Solutions reporting units exceeded their estimated fair values and as a result, we recorded the impairment charges described above. In addition to our annual impairment test, we are also required to conduct interim impairment tests when changes in circumstances indicate an impairment may have occurred between annual tests. In connection with matters resulting in the Coyote trade name impairment discussed below, we performed an interim test of the goodwill associated with our Coyote reporting unit as of December 31, 2023. While this interim test did not indicate an impairment, we continue to monitor this reporting unit and may be required to perform additional interim tests in future periods as facts and circumstances evolve. Within our consolidated goodwill balance of $ 4.9 billion as of December 31, 2023, approximately $ 0.9 billion was represented by certain reporting units within Supply Chain Solutions, including Coyote and Roadie, that had a limited excess of fair value as of the most recent valuation. 95 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS We did not record any goodwill impairment charges for the years ended December 31, 2022 or 2021. Cumulatively, we have recorded $ 1.2 billion of goodwill impairment charges in Supply Chain Solutions, while our International and U.S. Domestic Package segments have no t recorded any goodwill impairment charges. Intangible Assets The following is a summary of intangible assets as of December 31, 2023 and 2022 (in millions): Gross Carrying Amount Accumulated Amortization Net Carrying Value Weighted-Average Amortization Period (in years) December 31, 2023 Capitalized software $ 5,839 $ ( 3,900 ) $ 1,939 6.8 Licenses 30 ( 7 ) 23 4.1 Franchise rights 291 ( 49 ) 242 20.0 Customer relationships 1,115 ( 516 ) 599 12.2 Trade name 172 ( 30 ) 142 8.1 Trademarks, patents and other 320 ( 53 ) 267 8.8 Amortizable intangible assets $ 7,767 $ ( 4,555 ) $ 3,212 8.2 Indefinite-lived intangible assets 93 — 93 Total Intangible Assets $ 7,860 $ ( 4,555 ) $ 3,305 December 31, 2022 Capitalized software $ 5,186 $ ( 3,500 ) $ 1,686 Licenses 55 ( 30 ) 25 Franchise rights 226 ( 37 ) 189 Customer relationships 872 ( 453 ) 419 Trade name 125 ( 8 ) 117 Trademarks, patents and other 183 ( 27 ) 156 Amortizable intangible assets $ 6,647 $ ( 4,055 ) $ 2,592 Indefinite-lived intangible assets 204 — 204 Total Intangible Assets $ 6,851 $ ( 4,055 ) $ 2,796 A trade name and licenses with carrying values of $ 89 and $ 4 million, respectively, as of December 31, 2023 are deemed to be indefinite-lived intangible assets, and therefore are not amortized. These assets are reported within Supply Chain Solutions. Impairment tests for indefinite-lived intangible assets are performed annually, or more frequently if required. Our annual test as of July 1 indicated that the fair value of the Coyote trade name was in excess of its carrying value, although the excess was less than 10 percent. Since the July 1 testing date, our truckload brokerage business continued to be negatively impacted by market conditions, which resulted in revenue declines. In response, during the fourth quarter of 2023, we began to evaluate strategic alternatives for this business. As a result, we tested the Coyote trade name for impairment as of December 31, 2023, using forecasts that reflected updated market conditions and our evaluation of strategic alternatives related to this business. We concluded that the carrying value of the trade name exceeded its estimated fair value and recorded an impairment charge of $ 111 million within Other expenses in our statement of consolidated income. The revised carrying value of this trade name as of December 31, 2023 was $ 89 million. The trade name continues to be indefinite-lived. All of our other recorded intangible assets are deemed to be finite-lived and are amortized over their estimated useful lives. Impairment tests for these assets are performed when a triggering event occurs that may indicate that the carrying value of the intangible asset may not be recoverable. Additionally, a decision to sell or abandon an intangible asset before the end of its useful life may result in an impairment charge. Impairments of finite-lived intangible assets were $ 8 , $ 17 and $ 19 million in 2023, 2022, and 2021, respectively. 96 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Amortization of intangible assets was $ 597 , $ 525 and $ 475 million in each of 2023, 2022 and 2021, respectively. Expected amortization of finite-lived intangible assets recorded as of December 31, 2023 for the next five years is as follows (in millions): 2024—$ 685 ; 2025—$ 588 ; 2026—$ 482 ; 2027—$ 401 ; 2028—$ 306 . Amortization expense in future periods will be affected by business acquisitions and divestitures, software development, licensing agreements, purchases of development areas or similar franchise rights and other factors. 97 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 8. ACQUISITIONS In November 2023, we acquired Happy Returns, a technology-focused company that provides innovative end-to-end returns services, and MNX Global Logistics, a global time-critical and temperature-sensitive logistics provider. These businesses are reported within Supply Chain Solutions. The impact of these acquisitions to our consolidated revenue and net income in 2023 was not material. During 2023, we also acquired franchise development areas for The UPS Store, which are recorded as intangible assets within Supply Chain Solutions. Other acquisitions completed within International Package and Supply Chain Solutions during the period were immaterial. The aggregate purchase price for acquisitions in 2023 was approximately $ 1.3 billion, net of cash acquired. Acquisitions were funded using cash from operations. The estimated fair values of assets acquired and liabilities assumed are subject to change based on completion of our purchase accounting. Certain areas, including the fair value of equity method investments included within Other Non-Current Asset s and our estimates of tax positions, are preliminary as of December 31, 2023. The preliminary purchase price allocation for acquired companies can be modified for up to one year from the date of acquisition. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition dates (in millions): 2023 Cash and cash equivalents $ 18 Accounts receivable 62 Other current assets 11 Property, Plant and Equipment 20 Operating Lease Right-Of-Use Assets 17 Goodwill 742 Intangible Assets (1) 550 Other Non-Current Assets 49 Accounts Payable and other current liabilities ( 65 ) Non-Current Operating Leases ( 11 ) Deferred Income Tax Liabilities ( 46 ) Total purchase price $ 1,347 (1) Includes $ 64 million for acquisitions of development areas for The UPS Store. Goodwill recognized upon acquisition of approximately $ 742 million is attributable to expected synergies from future growth. We assigned $ 738 million of goodwill to Supply Chain Solutions and $ 4 million to our International Package segment. A portion of the goodwill acquired is expected to be deductible for income tax purposes. Intangible assets acquired of approximately $ 550 million consist of $ 249 million of customer relationships (amortized over a weighted average of 15 years), $ 64 million of franchise rights (amortized over 20 years), $ 165 million of developed technology and software (amortized over a weighted average of 11 years), $ 45 million of trade names (amortized over a weighted average of 9 years) and $ 27 million of other intangible assets (amortized over a weighted average of 3 years). The carrying value of accounts receivable approximates fair value. Acquisition-related costs in 2023 were approximately $ 12 million. These were expensed as incurred and included in Other expenses within our statement of consolidated income. 98 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS In 2022, we acquired Delivery Solutions, a digital platform that optimizes customer deliveries across multiple networks and provides real-time customer tracking and notifications. We also acquired Bomi Group to accelerate our growth in healthcare logistics by expanding our international presence and increasing our cold chain capabilities in major European and Latin American markets. Delivery Solutions and Bomi Group are both reported within Supply Chain Solutions. During 2022, we also acquired development areas for The UPS Store, which are recorded as intangible assets within Supply Chain Solutions. The aggregate purchase price for acquisitions in 2022 was approximately $ 755 million, net of cash acquired. Acquisitions were funded using cash from operations. The following table summarizes the final purchase price allocation (in millions): 2022 Cash and cash equivalents $ 29 Accounts receivable 86 Other current assets 17 Property, Plant and Equipment 63 Operating Lease Right-Of-Use Assets 111 Goodwill 581 Intangible Assets (1) 381 Accounts Payable and other current liabilities ( 150 ) Non-Current Operating Leases ( 85 ) Long-Term Debt and Finance Leases ( 183 ) Deferred Income Tax Liabilities ( 66 ) Total purchase price $ 784 (1) Includes $ 113 million for acquisitions of development areas for The UPS Store. Goodwill recognized of approximately $ 581 million, including immaterial measurement period adjustments, was attributable to expected synergies from future growth, including synergies in our International Package segment. We allocated $ 105 and $ 476 million of goodwill to reporting units within International Package and Supply Chain Solutions, respectively. Deductible goodwill for income tax purposes was not material. Intangible assets acquired of approximately $ 381 million consisted of $ 177 million of customer relationships (amortized over a weighted average of 15 years), $ 113 million of franchise rights (amortized over 20 years), $ 70 million of trade names (amortized over a weighted average of 5 years), $ 14 million of technology (amortized over a weighted average of 6 years) and $ 7 million in other intangibles (amortized over a weighted average of 5 years). The carrying value of accounts receivable approximated fair value. Acquisition-related costs in 2022 were approximately $ 25 million. These were expensed as incurred and included in Other expenses within the statement of consolidated income. 99 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS In 2021, we acquired Roadie, a technology platform that provides local same-day delivery with operations throughout the United States. The Roadie technology platform is purpose-built to connect merchants and consumers with contract drivers to enable efficient and scalable same-day local delivery services for items that are not compatible with the UPS network. The acquisition was funded using cash from operations. We report Roadie within Supply Chain Solutions. The following table summarizes the final purchase price allocation (in millions): 2021 Cash and cash equivalents $ 12 Accounts receivable 15 Goodwill 375 Intangible Assets 231 Deferred Income Tax Liabilities ( 47 ) Total purchase price $ 586 Goodwill recognized of approximately $ 375 million was attributable to expected synergies from future growth, including synergies in our U.S. Domestic Package segment. We allocated $ 243 and $ 132 million of the recognized goodwill to Supply Chain Solutions and U.S. Domestic Package, respectively. None of the goodwill is deductible for income tax purposes. Intangible assets acquired of approximately $ 231 million primarily consisted of $ 145 million of technology (amortized over 8 years), $ 67 million of trade name (amortized over 10 years) and $ 19 million in other intangibles (amortized over an average of 8 years). The carrying value of accounts receivable approximated fair value. Acquisition-related costs were not material, and were expensed as incurred and included in Other expenses within our statement of consolidated income. 100 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 9. DEBT AND FINANCING ARRANGEMENTS The carrying value of our outstanding debt obligations, as of December 31, 2023 and 2022 consists of the following (in millions): Principal Carrying Value Amount Maturity 2023 2022 Commercial paper $ 2,195 2024 $ 2,172 $ — Fixed-rate senior notes: 2.500 % senior notes — 2023 — 999 2.800 % senior notes 500 2024 499 499 2.200 % senior notes 400 2024 400 399 3.900 % senior notes 1,000 2025 999 997 2.400 % senior notes 500 2026 499 499 3.050 % senior notes 1,000 2027 996 995 3.400 % senior notes 750 2029 747 747 2.500 % senior notes 400 2029 398 397 4.450 % senior notes 750 2030 745 744 4.875 % senior notes 900 2033 894 — 6.200 % senior notes 1,500 2038 1,485 1,485 5.200 % senior notes 500 2040 494 494 4.875 % senior notes 500 2040 491 491 3.625 % senior notes 375 2042 369 369 3.400 % senior notes 500 2046 492 492 3.750 % senior notes 1,150 2047 1,138 1,137 4.250 % senior notes 750 2049 743 743 3.400 % senior notes 700 2049 689 688 5.300 % senior notes 1,250 2050 1,232 1,231 5.050 % senior notes 1,100 2053 1,083 — Floating-rate senior notes: Floating-rate senior notes — 2023 — 500 Floating-rate senior notes 1,562 2049-2073 1,545 1,027 Debentures: 7.620 % debentures 276 2030 280 280 Pound Sterling Notes: 5.500 % notes 85 2031 84 79 5.125 % notes 579 2050 550 521 Euro Senior Notes: 0.375 % senior notes — 2023 — 745 1.625 % senior notes 775 2025 774 744 1.000 % senior notes 554 2028 551 531 1.500 % senior notes 554 2032 551 530 Canadian senior notes: 2.125 % senior notes 567 2024 566 553 Finance lease obligations (see note 11) 472 2024 – 2046 472 390 Facility notes and bonds 320 2029 – 2045 320 320 Other debt 6 2024 – 2025 6 36 Total debt $ 22,470 22,264 19,662 Less: current maturities ( 3,348 ) ( 2,341 ) Long-term debt $ 18,916 $ 17,321 101 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Commercial Paper We are authorized to borrow up to $ 10.0 billion under a U.S. commercial paper program and € 5.0 billion (in a variety of currencies) under a European commercial paper program. As of December 31, 2023, we had $ 2.2 billion outstanding under our U.S. commercial paper program with an average interest rate of 5.45 %. The entire balance was classified as a current liability in our consolidated balance sheet as of December 31, 2023. There was no commercial paper outstanding as of December 31, 2022. The amount of commercial paper outstanding under these programs in 2024 is expected to fluctuate. Debt Classification As of December 31, 2023, we continued to classify our 2.200 % senior notes with a principal balance of $ 400 million that mature in September 2024 as long-term debt in our consolidated balance sheet based on our intent and ability to refinance the debt. Debt Repayments On April 1, 2023, our 2.500 % senior notes with a principal balance of $ 1.0 billion and our floating-rate senior notes with a principal balance of $ 500 million matured and were repaid in full. On November 15, 2023, our 0.375 % Euro senior notes with a principal balance of € 700 million ($ 749 million) matured and were repaid in full. Additionally, during 2023, we repaid $ 23 million of debt assumed in the Bomi Group acquisition. Debt Issuances On February 23, 2023, we issued two series of notes in the principal amounts of $ 900 million and $ 1.1 billion. These notes bear interest at 4.875 % and 5.050 %, respectively, and mature on March 3, 2033, and March 3, 2053, respectively. Interest on the notes is payable semi-annually, beginning September 2023. Each series of notes is callable at our option at a redemption price equal to the greater of 100 % of the principal amount, or the sum of the present values of scheduled payments of principal and interest, plus accrued and unpaid interest. On March 7, 2023, we issued floating rate senior notes with a principal balance of $ 529 million. These notes bear interest at a rate equal to the compounded Secured Overnight Financing Rate ("SOFR") less 0.350 % per year and mature on March 15, 2073. Interest on the notes is payable quarterly, beginning June 2023. These notes are callable at various times after 30 years at a stated percentage of par value and are redeemable at the option of the note holders at various times after one year at a stated percentage of par value. Fixed-Rate Senior Notes All of our fixed-rate notes pay interest semi-annually and allow for redemption by us at any time by paying the greater of the principal amount or a "make-whole" amount, plus accrued interest. We subsequently entered into interest rate swaps on certain of these notes, which effectively converted the fixed interest rates on the notes to variable interest rates. The average interest rates payable on the notes where fixed interest rates were swapped to variable interest rates, including the impact of the interest rate swaps, for the years ended December 31, 2023 and 2022 were as follows: Principal Average Effective Interest Rate Value Maturity 2023 2022 2.450 % senior notes 1,000 2022 — % 1.75 % There were no outstanding interest rate swaps as of December 31, 2023. Reference Rate Reform Our floating-rate senior notes that mature between 2049 and 2067 initially bore interest at rates that referenced the London Interbank Offer Rate ("LIBOR") for U.S. Dollars. As part of a broader program of reference rate reform, U.S. Dollar LIBOR rates ceased to be published after June 2023. Beginning July 1, 2023, we transitioned these notes to an alternative reference rate, SOFR, which was adopted in accordance with recommendations of the Alternative Reference Rates Committee . 102 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Floating-Rate Senior Notes We had floating-rate senior notes in the principal amounts of $ 500 and $ 400 million that matured in 2023 and 2022, and bore interest at three-month LIBOR plus spreads of 45 and 38 basis points, respectively. The average interest rate on these notes for 2023 and 2022 was 5.32 % and 1.93 %, respectively. Our outstanding floating-rate senior notes with principal amounts totaling $ 1.6 billion bear interest at either thirty-day, ninety-day or compounded SOFR, less a spread ranging from 4 to 35 basis points. These notes have maturities ranging from 2049 through 2073. Interest is payable monthly for notes maturing through 2053 and quarterly for notes maturing from 2064 through 2073. The average interest rate on the outstanding floating-rate senior notes for 2023 and 2022 was 4.75 % and 1.44 %, respectively. These notes are callable at various times after 30 years at a stated percentage of par value, and redeemable at the option of the note holders at various times after one year at a stated percentage of par value. We have classified these floating-rate senior notes as long-term liabilities in our consolidated balance sheets, due to our intent and ability to refinance the debt if the put option is exercised. 7.620 % Debentures The $ 276 million debentures have a maturity of April 1, 2030. These debentures are redeemable in whole or in part at any time at our option. The redemption price is equal to the greater of the principal amount plus accrued interest, or the present value of remaining scheduled payments of principal and interest thereon discounted to the date of redemption at a benchmark treasury yield plus five basis points, plus accrued interest. Interest is payable semi-annually in April and October, and the debentures are not subject to sinking fund requirements. Pound Sterling Notes The Pound Sterling notes consist of two separate tranches, as follows: • Notes with a principal amount of £ 66 million accrue interest at a fixed rate of 5.50 % and are due in February 2031. Interest is payable semi-annually and these notes are not callable. • Notes with a principal amount of £ 455 million accrue interest at a fixed rate of 5.125 % and are due in February 2050. Interest is payable semi-annually. These notes are callable at our option at a redemption price equal to the greater of the principal amount plus accrued interest, or the present value of the remaining scheduled payments of principal and interest thereon discounted to the date of redemption at a benchmark U.K. government bond yield plus 15 basis points, plus accrued interest. Euro Senior Notes The Euro notes consist of three separate issuances, as follows: • Notes with a principal amount of € 700 million accrue interest at a fixed rate of 1.625 % and are due in November 2025. Interest is payable annually. These notes are callable at our option at a redemption price equal to the greater of the principal amount, or the present value of the remaining scheduled payments of principal and interest thereon discounted to the date of redemption at a benchmark German government bond yield plus 20 basis points, plus accrued interest. • Notes with a principal amount of € 500 million accrue interest at a fixed rate of 1.00 % and are due in November 2028. Interest is payable annually. These notes are callable at our option at a redemption price equal to the greater of the principal amount, or the present value of the remaining scheduled payments of principal and interest thereon discounted to the date of redemption at a benchmark comparable German government bond yield plus 15 basis points, plus accrued interest. • Notes with a principal amount of € 500 million accrue interest at a fixed rate of 1.50 % and are due in November 2032. Interest is payable annually. The notes are callable at our option at a redemption price equal to the greater of the principal amount, or the present value of the remaining scheduled payments of principal and interest thereon discounted to the date of redemption at a benchmark comparable government bond yield plus 20 basis points, plus accrued interest. 103 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Canadian Dollar Senior Notes The Canadian Dollar notes consist of a single series, as follows: • Notes in the principal amount of C$ 750 million, which bear interest at a fixed rate of 2.125 % and mature in May 2024. Interest is payable semi-annually. The notes are callable at our option, in whole or in part, at the Government of Canada yield plus 21.5 basis points, and on or after the par call date at par value. Finance Lease Obligations We have certain property, plant and equipment subject to finance leases. For additional information on finance lease obligations, see note 11. Facility Notes and Bonds We have entered into agreements with certain municipalities or related entities to finance the construction of, or improvements to, facilities that support our operations in the United States. These facilities are located around airport properties in Louisville, Kentucky; Dallas, Texas; and Philadelphia, Pennsylvania. Under these arrangements, we enter into a lease or loan agreement that covers the debt service obligations on the bonds issued by these entities, as follows: • Bonds with a principal balance of $ 149 million issued by the Louisville Regional Airport Authority associated with our Worldport facility in Louisville, Kentucky. The bonds are due in January 2029 and bear interest at a variable rate that is payable monthly. The average interest rates for 2023 and 2022 were 3.31 % and 0.16 %, respectively. • Bonds with a principal balance of $ 42 million issued by the Louisville Regional Airport Authority associated with our airfreight facility in Louisville, Kentucky. The bonds are due in November 2036 and bear interest at a variable rate that is payable monthly. The average interest rates for 2023 and 2022 were 3.29 % and 1.08 %, respectively. • Bonds with a principal balance of $ 29 million issued by the Dallas/Fort Worth International Airport Facility Improvement Corporation associated with our Dallas, Texas airport facilities. The bonds are due in May 2032 and bear interest at a variable rate that is payable quarterly. The variable cash flows on this obligation were swapped to a fixed rate of 5.11 % until July 2023, when the interest rate swap was terminated. The average interest rate for 2023 was 4.42 %. • Bonds with a principal balance of $ 100 million issued by the Delaware County, Pennsylvania Industrial Development Authority associated with our Philadelphia, Pennsylvania airport facilities. These bonds are due in September 2045 and bear interest at a variable rate that is payable monthly. The average interest rates for 2023 and 2022 were 3.26 % and 1.03 %, respectively. Contractual Commitments The following table sets forth the aggregate annual principal payments on our long-term debt and our projected aggregate annual purchase commitments (in millions): Year Debt Principal Purchase Commitments (1) 2024 $ 3,668 $ 1,873 2025 1,775 1,177 2026 500 457 2027 1,000 39 2028 554 26 After 2028 14,501 8 Total $ 21,998 $ 3,580 (1) Purchase commitments include estimates of future amounts yet to be recognized in our financial statements. Purchase commitments represent contractual agreements for capital expenditures that are legally binding, including contracts for aircraft, vehicles and facility construction projects. 104 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Sources of Credit Letters of Credit As of December 31, 2023, we had outstanding letters of credit totaling approximately $ 1.9 billion issued in connection with our self-insurance reserves and other routine business requirements. We also issue surety bonds as an alternative to letters of credit in certain instances and, as of December 31, 2023, we had $ 1.6 billion of surety bonds written. Revolving Credit Facilities We maintain two credit agreements with a consortium of banks. The first of these agreements provides revolving credit facilities of $ 1.0 billion and expires on December 3, 2024. Amounts outstanding under this agreement bear interest at a periodic fixed rate equal to the term SOFR rate, plus 0.10 % per annum and an applicable margin based on our then-current credit rating. The applicable margin from the credit pricing grid as of December 31, 2023 was 0.70 %. Alternatively, a fluctuating rate of interest equal to the highest of (1) the rate of interest last quoted by The Wall Street Journal as the prime rate in the United States; (2) the Federal Funds effective rate plus 0.50 %; or (3) the Adjusted Term SOFR Rate for a one month interest period plus 1.00 %, may be used at our discretion. The second agreement provides revolving credit facilities of $ 2.0 billion and expires on December 7, 2026. Amounts outstanding under this facility bear interest at a periodic fixed rate equal to the term SOFR rate plus 0.10 % per annum and an applicable margin based on our then-current credit rating. The applicable margin from the credit pricing grid as of December 31, 2023 was 0.875 %. Alternatively, a fluctuating rate of interest equal to the highest of (1) the rate of interest last quoted by The Wall Street Journal as the prime rate in the United States; (2) the Federal Funds effective rate plus 0.50 %; and (3) the Adjusted Term SOFR Rate for a one-month interest period plus 1.00 %, plus an applicable margin, may be used at our discretion. If the credit ratings established by Standard & Poor's and Moody’s differ, the higher rating will be used, except in cases where the lower rating is two or more levels lower. In these circumstances, the rating one step below the higher rating will be used. We are also able to request advances under these facilities based on competitive bids for the applicable interest rate. There were no amounts outstanding under our revolving credit facilities as of December 31, 2023. Debt Covenants Our existing debt instruments and credit facilities subject us to certain financial covenants. As of December 31, 2023 and for all prior periods presented, we have satisfied these financial covenants. These covenants limit the amount of secured indebtedness that we may incur, and limit the amount of attributable debt in sale-leaseback transactions, to 10 % of net tangible assets. As of December 31, 2023, 10 % of net tangible assets is equivalent to $ 4.5 billion; however, we have no covered sale-leaseback transactions or secured indebtedness outstanding. We do not expect these covenants to have a material impact on our financial condition or liquidity. Fair Value of Debt Based on the borrowing rates currently available to us for long-term debt with similar terms and maturities, the fair value of long-term debt, including current maturities, was approximately $ 22.1 and $ 18.2 billion as of December 31, 2023 and 2022, respectively. We utilized Level 2 inputs in the fair value hierarchy of valuation techniques to determine the fair value of all of our debt instruments. 105 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 10. LEGAL PROCEEDINGS AND CONTINGENCIES We are involved in a number of judicial proceedings and other matters arising from the conduct of our business. Although there can be no assurances as to the ultimate outcome, we have generally denied, or believe we have meritorious defenses and will deny, liability in pending matters, including (except as may be otherwise noted herein) the matters described below, and we intend to vigorously defend each matter. We accrue amounts associated with judicial proceedings and other contingencies when and to the extent a loss becomes probable and can be reasonably estimated. The actual costs of resolving legal proceedings may be substantially higher or lower than the amounts accrued on those claims. For matters as to which we are not able to estimate a possible loss or range of losses, we are not able to determine whether any such loss will have a material impact on our operations or financial condition. For these matters, we have described the reasons that we are unable to estimate a possible loss or range of losses. Judicial Proceedings We are a defendant in a number of lawsuits filed in state and federal courts containing various class action allegations under state wage-and-hour laws. We do not believe that any loss associated with any such matter will have a material impact on our operations or financial condition. In July 2023, Baker v. United Parcel Service, Inc. (DE) and United Parcel Service, Inc. (OH) was certified as a class action in federal court in the Eastern District of Washington. The plaintiff in this matter alleges that UPS violated the Uniformed Services Employment and Reemployment Rights Act. We are vigorously defending ourselves in this matter and believe that we have a number of meritorious defenses, and there are unresolved questions of law and fact that could be important to the ultimate resolution of this matter. Accordingly, we are not able to estimate a possible loss or range of loss that may result from this matter or to determine whether such loss, if any, would have a material adverse effect on our financial condition, results of operations or liquidity. Other Matters We are a party to various other matters that arose in the normal course of business. These include disputes with government authorities in various jurisdictions over the imposition of duties, fines, taxes and assessments from time to time. We are vigorously defending ourselves and believe that we have a number of meritorious defenses in these disputes. There are also unresolved questions of law that could be important to the ultimate resolution of these disputes. Accordingly, we are not able to estimate a possible loss or range of loss that may result from these disputes or to determine whether such loss, if any, would have a material impact on our financial condition, results of operations or liquidity. In August 2016, Spain’s National Markets and Competition Commission ("CNMC") announced an investigation into 10 companies in the commercial delivery and parcel industry, including UPS, related to alleged nonaggression agreements to allocate customers. In May 2017, we received a Statement of Objections issued by the CNMC. In July 2017, we received a Proposed Decision from the CNMC. In March 2018, the CNMC adopted a final decision, finding an infringement and imposing an immaterial fine on UPS. We appealed the decision. In December 2022, a trial court ruled against us. We have filed an appeal before the Spanish Supreme Court. We are vigorously defending ourselves and believe that we have a number of meritorious defenses. There are also unresolved questions of law that could be important to the ultimate resolution of this matter. We do not believe that any loss from this matter would have a material impact on our operations or financial condition. We do not believe that the eventual resolution of any other matters (either individually or in the aggregate), including any reasonably possible losses in excess of current accruals, will have a material impact on our operations or financial condition. 106 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 11. LEASES We have finance and operating leases for real estate (primarily package centers, airport facilities and warehouses), aircraft and engines, information technology equipment, vehicles and various other equipment used in operating our business. Certain leases for real estate and aircraft contain options to purchase, extend or terminate the lease. Aircraft In addition to the aircraft that we own, we charter aircraft to handle package and cargo volume on certain international trade lanes and domestic routes. Due to the nature of these agreements, primarily being that either party can cancel the agreement with short notice, we have classified these as short-term leases. A majority of our long-term aircraft operating leases are operated by a third party to handle package and cargo volume in geographic regions where, due to government regulations, we are restricted from operating an airline. Transportation equipment and other equipment We enter into both long-term and short-term leases for transportation equipment to supplement our capacity or meet contractual demands. Some of these assets are leased on a month-to-month basis and the leases can be terminated without penalty. We also enter into equipment leases to increase capacity during periods of high demand. These leases are treated as short-term as the cumulative right of use is less than 12 months over the term of the contract. Some of our transportation and technology equipment leases require us to make additional lease payments based on the underlying usage of the assets. Due to the variable nature of these costs, these are expensed as incurred and are not included in the right of use lease asset and associated lease obligation. The components of lease expense for the years ended December 31, 2023, 2022 and 2021 were as follows (in millions): 2023 2022 2021 Operating lease costs $ 860 $ 736 $ 729 Finance lease costs: Amortization of assets $ 119 $ 112 $ 97 Interest on lease liabilities 18 14 14 Total finance lease costs 137 126 111 Variable lease costs 279 270 246 Short-term lease costs 1,166 1,499 1,510 Total lease costs (1) $ 2,442 $ 2,631 $ 2,596 (1) This table excludes sublease income for all periods presented as it was not material. In addition to the lease costs disclosed in the table above, we monitor all lease categories for any indicators that the carrying value of the assets may not be recoverable. There were no material impairments recognized for the years ended December 31, 2023, 2022 or 2021. 107 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Supplemental information related to leases and location within our consolidated balance sheets as of December 31, 2023 and 2022 are as follows (in millions, except lease term and discount rate): 2023 2022 Operating Leases: Operating lease right-of-use assets $ 4,308 $ 3,755 Current maturities of operating leases $ 709 $ 621 Non-current operating leases 3,756 3,238 Total operating lease obligations $ 4,465 $ 3,859 Finance Leases: Property, plant and equipment, net $ 856 $ 959 Current maturities of long-term debt, commercial paper and finance leases $ 104 $ 92 Long-term debt and finance leases 368 298 Total finance lease obligations $ 472 $ 390 Weighted average remaining lease term (in years): Operating leases 10.8 10.8 Finance leases 7.4 8.4 Weighted average discount rate: Operating leases 3.20 % 2.32 % Finance leases 3.88 % 3.17 % Supplemental cash flow information related to leases for the years ended December 31, 2023 and 2022 is as follows (in millions): 2023 2022 Cash paid for amounts included in measurement of obligations: Operating cash flows from operating leases $ 835 $ 705 Operating cash flows from finance leases 17 14 Financing cash flows from finance leases 126 149 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 1,278 $ 879 Finance leases $ 209 $ 122 108 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Future payments for lease obligations as of December 31, 2023 are as follows (in millions): Finance Leases Operating Leases 2024 $ 119 $ 819 2025 96 764 2026 70 657 2027 45 561 2028 40 415 Thereafter 185 2,106 Total lease payments 555 5,322 Less: Imputed interest ( 83 ) ( 857 ) Total lease obligations 472 4,465 Less: Current obligations ( 104 ) ( 709 ) Long-term lease obligations $ 368 $ 3,756 As of December 31, 2023, we had additional leases which have not commenced of $ 835 million. These leases will commence between 2024 and 2025 when we are granted access to the property, such as when leasehold improvements are completed by the lessor or a certificate of occupancy is obtained. 109 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 12. SHAREOWNERS' EQUITY Capital Stock, Additional Paid-In Capital, Retained Earnings and Non-Controlling Minority Interests We are authorized to issue two classes of common stock, which are distinguished from each other primarily by their respective voting rights. Class A shares of UPS are entitled to 10 votes per share, whereas class B shares are entitled to one vote per share. Class A shares are primarily held by UPS employees and retirees, as well as trusts and descendants of the Company's founders, and these shares are fully convertible into class B shares at any time. Class B shares are publicly traded on the New York Stock Exchange ("NYSE") under the symbol "UPS". Class A and B shares both have a $ 0.01 par value, and as of December 31, 2023, there were 4.6 billion class A shares and 5.6 billion class B shares authorized to be issued. Additionally, there are 200 million preferred shares authorized to be issued, with a par value of $ 0.01 per share. As of December 31, 2023, no preferred shares had been issued. The following is a rollforward of our common stock, additional paid-in capital, retained earnings and non-controlling minority interests accounts for the years ended December 31, 2023, 2022 and 2021 (in millions, except per share amounts): 2023 2022 2021 Shares Dollars Shares Dollars Shares Dollars Class A Common Stock: Balance at beginning of year 134 $ 2 138 $ 2 147 $ 2 Stock award plans 5 — 5 — 6 — Common stock issuances 2 — 3 — 2 — Conversions of class A to class B common stock ( 14 ) — ( 12 ) — ( 17 ) — Class A shares issued at end of year 127 $ 2 134 $ 2 138 $ 2 Class B Common Stock: Balance at beginning of year 725 $ 7 732 $ 7 718 $ 7 Common stock purchases ( 13 ) — ( 19 ) — ( 3 ) — Conversions of class A to class B common stock 14 — 12 — 17 — Class B shares issued at end of year 726 $ 7 725 $ 7 732 $ 7 Additional Paid-In Capital: Balance at beginning of year $ — $ 1,343 $ 865 Stock award plans 425 624 574 Common stock purchases ( 882 ) ( 2,462 ) ( 500 ) Common stock issuances 467 495 404 Other (1) ( 10 ) — — Balance at end of year $ — $ — $ 1,343 Retained Earnings: Balance at beginning of year $ 21,326 $ 16,179 $ 6,896 Net income attributable to controlling interests 6,708 11,548 12,890 Dividends ($ 6.48 , $ 6.08 and $ 4.08 per share) (2) ( 5,611 ) ( 5,363 ) ( 3,604 ) Common stock purchases ( 1,368 ) ( 1,038 ) — Other — — ( 3 ) Balance at end of year $ 21,055 $ 21,326 $ 16,179 Non-Controlling Interests: Balance at beginning of year $ 17 $ 16 $ 12 Change in non-controlling interests ( 9 ) 1 4 Balance at end of year $ 8 $ 17 $ 16 (1) Includes a 1 % excise tax applicable to share repurchases. (2) The dividend per share amount is the same for both class A and class B common stock. Dividends include $ 239 , $ 249 and $ 167 million for 2023, 2022 and 2021, respectively, that were settled in shares of class A common stock. 110 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS We repurchased 12.8 , 19.0 and 2.6 million shares of class B common stock for $ 2.3 , $ 3.5 and $ 0.5 billion during the years ended December 31, 2023, 2022 and 2021, respectively. These repurchases were completed as follows: • In August 2021, the Board of Directors authorized the company to repurchase up to $ 5.0 billion of class A and class B common stock (the "2021 Authorization"). The share repurchases discussed above for the years ended December 31, 2022 and 2021, were completed under this authorization. For the year ended December 31, 2023, we repurchased 0.5 million shares of class B common stock for $ 82 million under this authorization. • In January 2023, the Board of Directors terminated the 2021 Authorization and approved a new share repurchase authorization for $ 5.0 billion of class A and class B common stock (the "2023 Authorization"). For the year ended December 31, 2023, we repurchased 12.3 million shares for $ 2.2 billion under the 2023 Authorization. As of December 31, 2023, we had $ 2.8 billion available under this repurchase authorization. Future share repurchases may be in the form of accelerated share repurchase programs, open market purchases or other methods we deem appropriate. The timing of share repurchases will depend upon market conditions. Unless terminated earlier by the Board of Directors, this program will expire when we have purchased all shares authorized for repurchase under the program. Movements in additional paid-in capital in respect of stock award plans comprise accruals for unvested awards, offset by adjustments for awards that vest during the period. Accumulated Other Comprehensive Income (Loss) We recognize activity in other comprehensive income for foreign currency translation adjustments, unrealized holding gains and losses on available-for-sale securities, unrealized gains and losses from derivatives that qualify as hedges of cash flows and unrecognized pension and postretirement benefit costs. The activity in accumulated other comprehensive income (loss) for the years ended December 31, 2023, 2022 and 2021 is as follows (in millions): 2023 2022 2021 Foreign Currency Translation Gain (Loss), Net of Tax: Balance at beginning of year $ ( 1,446 ) $ ( 1,162 ) $ ( 981 ) Translation adjustment (net of tax effect of $( 15 ), $( 17 ) and $ 42 ) 190 ( 315 ) ( 181 ) Reclassification to earnings (net of tax effect of $ 0 , $ 2 and $ 0 ) 8 31 — Balance at end of year $ ( 1,248 ) $ ( 1,446 ) $ ( 1,162 ) Unrealized Gain (Loss) on Marketable Securities, Net of Tax: Balance at beginning of year $ ( 11 ) $ ( 1 ) $ 6 Current period changes in fair value (net of tax effect of $ 2 , $( 3 ) and $ 0 ) 7 ( 12 ) ( 2 ) Reclassification to earnings (net of tax effect of $ 1 , $ 1 and $ 0 ) 2 2 ( 5 ) Balance at end of year $ ( 2 ) $ ( 11 ) $ ( 1 ) Unrealized Gain (Loss) on Cash Flow Hedges, Net of Tax: Balance at beginning of year $ 167 $ ( 17 ) $ ( 223 ) Current period changes in fair value (net of tax effect of $( 28 ), $ 128 and $ 82 ) ( 89 ) 407 261 Reclassification to earnings (net of tax effect of $( 48 ), $( 70 ) and $( 17 )) ( 154 ) ( 223 ) ( 55 ) Balance at end of year $ ( 76 ) $ 167 $ ( 17 ) Unrecognized Pension and Postretirement Benefit Costs, Net of Tax: Balance at beginning of year $ ( 259 ) $ ( 2,098 ) $ ( 5,915 ) Net actuarial gain (loss) and prior service cost resulting from remeasurements of plan assets and liabilities (net of tax effect of $( 793 ), $ 810 and $ 1,956 ) ( 2,530 ) 2,576 6,195 Reclassification to earnings (net of tax effect of $ 111 , $( 230 ) and $( 749 )) 357 ( 737 ) ( 2,378 ) Balance at end of year $ ( 2,432 ) $ ( 259 ) $ ( 2,098 ) Accumulated other comprehensive income (loss) at end of year $ ( 3,758 ) $ ( 1,549 ) $ ( 3,278 ) 111 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Detail of the gains (losses) reclassified from accumulated other comprehensive income (loss) to the statements of consolidated income for the years ended December 31, 2023, 2022 and 2021 is as follows (in millions): Amount Reclassified from AOCI Affected Line Item in the Income Statement 2023 2022 2021 Unrealized Gain (Loss) on Foreign Currency Translation: Realized gain (loss) on business wind-down $ ( 8 ) $ ( 33 ) $ — Other expenses Income tax (expense) benefit — 2 — Income tax expense Impact on net income $ ( 8 ) $ ( 31 ) $ — Net income Unrealized Gain (Loss) on Marketable Securities: Realized gain (loss) on sale of securities $ ( 3 ) $ ( 3 ) $ 5 Investment income and other Income tax (expense) benefit 1 1 — Income tax expense Impact on net income $ ( 2 ) $ ( 2 ) $ 5 Net income Unrealized Gain (Loss) on Cash Flow Hedges: Interest rate contracts $ ( 10 ) $ ( 10 ) $ ( 11 ) Interest expense Foreign currency exchange contracts 213 304 83 Revenue Foreign currency exchange contracts ( 1 ) ( 1 ) — Investment income and other Income tax (expense) benefit ( 48 ) ( 70 ) ( 17 ) Income tax expense Impact on net income $ 154 $ 223 $ 55 Net income Unrecognized Pension and Postretirement Benefit Costs: Prior service costs $ ( 109 ) $ ( 94 ) $ ( 148 ) Investment income and other Prior service credit for divested business — — 69 Other expenses Plan amendments for divested business — — ( 66 ) Other expenses Remeasurement of benefit obligation ( 351 ) 1,027 3,272 Investment income and other Curtailments and settlements of benefit obligations ( 8 ) 34 — Investment income and other Income tax (expense) benefit 111 ( 230 ) ( 749 ) Income tax expense Impact on net income $ ( 357 ) $ 737 $ 2,378 Net income Total amount reclassified for the year $ ( 213 ) $ 927 $ 2,438 Net income 112 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Deferred Compensation Obligations and Treasury Stock We maintain a deferred compensation plan whereby certain employees were previously able to elect to defer the gains on stock option exercises by deferring the shares received upon exercise into a rabbi trust. The shares held in this trust are classified as treasury stock, and the liability to participating employees is classified as a deferred compensation obligation within Shareowners’ Equity in our consolidated balance sheets. The number of shares needed to settle the liability for deferred compensation obligations is included in the denominator in both the basic and diluted earnings per share calculations. Employees are generally no longer able to defer the gains from stock options exercised. Activity in the deferred compensation program for the years ended December 31, 2023, 2022 and 2021 was as follows (in millions): 2023 2022 2021 Shares Dollars Shares Dollars Shares Dollars Deferred Compensation Obligations: Balance at beginning of year $ 13 $ 16 $ 20 Reinvested dividends — 2 1 Benefit payments ( 4 ) ( 5 ) ( 5 ) Balance at end of year $ 9 $ 13 $ 16 Treasury Stock: Balance at beginning of year — $ ( 13 ) — $ ( 16 ) — $ ( 20 ) Reinvested dividends — — — ( 2 ) — ( 1 ) Benefit payments — 4 — 5 — 5 Balance at end of year — $ ( 9 ) — $ ( 13 ) — $ ( 16 ) 113 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 13. STOCK-BASED COMPENSATION In 2021, our shareholders approved our 2021 Omnibus Incentive Compensation Plan (the "Plan") under which we are authorized to issue non-qualified and incentive stock options, stock appreciation rights, restricted stock and stock units ("RSUs"), and restricted performance shares and performance units ("RPUs", collectively with RSUs, "Restricted Units") underlying 25 million shares. Each award issued in the form of Restricted Units, stock options and other permitted awards reduces the share reserve by one share. We had 10 million shares available to be issued under the Plan as of December 31, 2023. Our primary equity compensation programs are the UPS Long-Term Incentive Performance Award program (the "LTIP") and the UPS Stock Option program. We also grant Restricted Units to our Board of Directors (the "Board") as a component of their annual compensation and, from time to time, to individual employees as a retention mechanism. Beginning in 2023, awards earned under the UPS Management Incentive Award Program (the "MIP") are fully electable, at the option of the recipient, in the form of cash or unrestricted shares of class A common stock. The total expense recognized in our statements of consolidated income under all stock compensation programs during 2023, 2022 and 2021 was $ 0.2 , $ 1.6 and $ 0.9 billion, respectively. The associated income tax benefit recognized in our statements of consolidated income during 2023, 2022 and 2021 was $ 42 , $ 451 and $ 301 million, respectively. The cash income tax benefit received from the exercise of stock options and conversion of Restricted Units to class A shares during 2023, 2022 and 2021 was $ 201 , $ 352 and $ 278 million, respectively. Management Incentive Award Program Non-executive management eligibility under the MIP is determined annually by the executive officers of UPS. Executive officer eligibility is determined annually by the Compensation and Human Capital Committee of the Board (the "Compensation Committee"). Prior to 2023, MIP awards were generally paid in one-half to two-thirds RPUs, depending upon the recipient's level of seniority. The remainder of the award was electable in the form of cash or unrestricted shares of class A common stock, and was fully vested at the time of grant. Upon conversion, RPUs resulted in the issuance of an equivalent number of shares of class A common stock after required tax withholdings. MIP RPUs granted between 2019 and prior to 2022, vested over one year following the grant date conditioned upon continued employment with the Company (except in the case of death, disability or retirement, in which case immediate vesting occurred). The grant value was expensed on a straight-line basis (less estimated forfeitures) over the requisite service period (except in the case of death, disability or retirement, in which case immediate expensing occurred). MIP RPUs granted prior to 2019 vested over a five-year period with approximately 20 % of the award vesting and converting to class A common stock each anniversary of the grant date. As of December 31, 2023, all outstanding MIP RPUs had fully vested. During 2022, the Compensation Committee amended and restated the terms and conditions governing 2022 MIP RPUs to provide that such awards would fully vest as of December 31, 2022. The elimination of a future service requirement for this award resulted in the recognition of an additional $ 505 million of stock compensation expense in 2022, of which approximately $ 431 million was recorded in U.S. Domestic Package. In 2022, this award was classified as a compensation obligation and recorded in Accrued wages and withholdings in our consolidated balance sheet. In 2023, the Compensation Committee approved the 2022 MIP awards and the compensation obligation was relieved. The RPUs granted were recorded as additional paid-in capital on the measurement date. Dividends earned on Restricted Units are reinvested in additional Restricted Units at each dividend payable date until conversion to class A shares occurs. 114 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The following table shows the change in non-vested Restricted Units under our equity compensation programs other than the LTIP (defined below) in 2023: Restricted Units (in thousands) Weighted-Average Grant Date Fair Value Non-vested as of January 1, 2023 3,106 $ 221.97 Vested ( 5,965 ) 204.63 Granted 2,816 185.66 Reinvested Dividends 120 N/A Forfeited / Expired ( 19 ) 220.60 Non-vested as of December 31, 2023 58 $ 176.68 The fair value of these Restricted Units is the NYSE closing price of class B common stock on the date of grant. The weighted-average grant date fair value of Restricted Units, other than awards granted under the LTIP, which are discussed below, granted during 2023, 2022 and 2021 was $ 185.66 , $ 223.72 and $ 165.27 , respectively. The total fair value of these RPUs vested was $ 1.1 , $ 0.9 and $ 0.7 billion in 2023, 2022 and 2021, respectively. During 2023, all outstanding MIP Restricted Units fully vested. As of December 31, 2023, there was $ 7 million of total unrecognized compensation cost related to non-vested Restricted Units, other than awards granted under the LTIP, which are discussed below. That cost is expected to be recognized over a weighted-average period of two years and two months. Long-Term Incentive Performance Award Program ("LTIP") LTIP RPUs vest at the end of a three-year performance period, assuming continued employment with the Company (except in the case of death, disability or retirement, in which case immediate vesting occurs on a prorated basis). The number of RPUs earned is based on achievement of performance targets established on the grant date. For LTIP awards with a performance period ended December 31, 2021, the performance targets were equally weighted among consolidated operating return on invested capital ("ROIC"), growth in currency-constant consolidated revenue and total shareholder return ("RTSR") relative to a peer group of companies. For the two-thirds of the award related to ROIC and growth in currency-constant consolidated revenue, we recognized the grant date fair value of these RPUs (less estimated forfeitures) as compensation expense ratably over the vesting period, based on the number of awards expected to be earned. The remaining one-third of the award was valued using a Monte Carlo model. We recognized the grant date fair value of this portion of the award (less estimated forfeitures) as compensation expense ratably over the vesting period. For LTIP awards with a performance period ending in 2022 or later, the performance targets are equally weighted between adjusted earnings per share and adjusted cumulative free cash flow. The final number of RPUs earned will then be subject to adjustment based on RTSR relative to the Standard & Poor's 500 Index. We determine the grant date fair value of these RPUs using a Monte Carlo model and recognize compensation expense (less estimated forfeitures) ratably over the vesting period, based on the number of awards expected to be earned. The weighted-average assumptions used in our Monte Carlo models for each award year were as follows: 2023 2022 2021 Risk-free interest rate 3.89 % 2.35 % 0.19 % Expected volatility 30.23 % 31.92 % 30.70 % Weighted-average fair value of units granted $ 198.78 $ 227.00 $ 168.05 Share payout 107.72 % 107.37 % 102.39 % There is no expected dividend yield as units earn dividend equivalents. 115 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The following table shows LTIP RPU activity during the year ended December 31, 2023: RPUs (in thousands) Weighted-Average Grant Date Fair Value Non-vested as of January 1, 2023 1,243 $ 197.17 Vested ( 661 ) 172.39 Granted 760 198.78 Reinvested Dividends 69 N/A Forfeited / Expired ( 143 ) 205.74 Non-vested as of December 31, 2023 1,268 $ 210.04 The fair value of each LTIP RPU is based on the NYSE closing price of class B common stock on the date of grant. The weighted-average grant date fair value of LTIP RPUs granted during 2023, 2022 and 2021 was $ 198.78 , $ 227.00 and $ 168.10 , respectively. The total fair value of LTIP RPUs vested during 2023, 2022 and 2021was $ 111 , $ 239 and $ 160 million, respectively. As of December 31, 2023, there was $ 150 million of total unrecognized compensation cost related to non-vested LTIP RPUs. That cost is expected to be recognized over a weighted-average period of one year and nine months. Non-qualified Stock Options Stock options may be granted under the Plan, and must have an exercise price at least equal to the NYSE closing price of UPS class B common stock on the date the option is granted. We grant non-qualified stock options to a limited group of eligible senior management employees annually, in which the value granted is determined as a percentage of salary. Stock option grants vest over a five-year period with approximately 20 % of the award vesting at each anniversary of the grant date (except in the case of death, disability or retirement, in which case immediate vesting occurs). Option grants expire 10 years after the date of the grant. Option holders may exercise their options via the payment of cash or class A common stock; new class A shares are issued upon exercise. The following table provides an analysis of activity during 2023 relating to options to purchase shares of class A common stock: Options (in thousands) Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in millions) Outstanding at January 1, 2023 1,466 $ 120.51 Exercised ( 188 ) 106.38 Granted 127 185.54 Forfeited / Expired ( 23 ) N/A Outstanding as of December 31, 2023 1,382 $ 127.91 5.61 $ 51 Options Vested and Expected to Vest 1,382 $ 127.91 5.61 $ 51 Exercisable as of December 31, 2023 1,004 $ 116.59 4.93 $ 46 The fair value of each option grant is estimated using the Black-Scholes option pricing model. The weighted-average assumptions used by year, and the calculated weighted-average fair values of options, are as follows: 2023 2022 2021 Expected dividend yield 3.54 % 2.35 % 3.31 % Risk-free interest rate 3.70 % 2.39 % 0.84 % Expected life in years 5.93 7.50 7.50 Expected volatility 28.31 % 25.04 % 23.15 % Weighted-average fair value of options granted $ 41.08 $ 48.45 $ 23.71 116 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The expected dividend yield is based on recent historical dividend yields for our stock, taking into account changes in dividend policy. The risk-free interest rate is based on the term structure of interest rates at the time of the option grant. The expected life represents an estimate of the period of time options are expected to remain outstanding. In determining this, we have relied upon a combination of the observed exercise behavior of our prior grants with similar characteristics and the contractual term of the grants. Expected volatilities are based on the historical returns on our stock and the implied volatility of our publicly-traded options. We received cash of $ 20 , $ 14 and $ 16 million during 2023, 2022 and 2021, respectively, from option holders resulting from the exercise of stock options. The total intrinsic value of options exercised during 2023, 2022 and 2021 was $ 15 , $ 20 and $ 16 million, respectively. As of December 31, 2023, there was $ 4 million of total unrecognized compensation cost related to non-vested options. That cost is expected to be recognized over a weighted-average period of three years and four months. Discounted Employee Stock Purchase Plan We maintain an employee stock purchase plan for all eligible employees. Under this plan, shares of UPS class A common stock may be purchased at quarterly intervals at 95 % of the NYSE closing price of UPS class B common stock on the last day of each quarterly period. Employees purchased 0.7 , 0.6 and 0.6 million shares at average prices of $ 162.34 , $ 180.80 and $ 172.07 per share, during 2023, 2022 and 2021, respectively. This plan is not considered to be compensatory, and therefore no compensation cost is incurred for the employees’ purchase rights. 117 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 14. SEGMENT AND GEOGRAPHIC INFORMATION We have two reportable segments: U.S. Domestic Package and International Package, which are together referred to as our global small package operations. Our remaining businesses are reported as Supply Chain Solutions. Global small package operations represent our most significant business and are broken down into regional operations around the world. Regional operations managers are responsible for both domestic and export products within their geographic area. Supply Chain Solutions comprises the results of non-reportable operating segments that do not meet the quantitative and qualitative criteria of a reportable segment as defined under ASC Topic 280. U.S. Domestic Package U.S. Domestic Package operations include the time-definite delivery of letters, documents and packages throughout the United States. International Package International Package operations include delivery to more than 200 countries and territories worldwide, including shipments wholly outside the United States, as well as shipments with either origin or destination outside the United States. Our International Package reporting segment includes our operations in Europe, the Indian sub-continent, Middle East and Africa (together "EMEA"), Canada and Latin America (together "Americas") and Asia. Supply Chain Solutions Supply Chain Solutions includes our Forwarding, Logistics, digital and other businesses. Our Forwarding and Logistics businesses provide services in more than 200 countries and territories worldwide and include international air and ocean freight forwarding, truckload brokerage, customs brokerage, mail services, healthcare logistics, distribution and post-sales services. Our digital businesses leverage technology to enable a range of on-demand services such as same-day delivery, end-to-end return services and integrated supply chain and high-value shipment insurance solutions. In evaluating financial performance, we focus on operating profit as a segment’s measure of profit or loss. Operating profit is before investment income and other, interest expense and income tax expense. Certain expenses are allocated between the segments using activity-based costing methods. These activity-based costing methods require us to make estimates that impact the amount of each expense category that is attributed to each segment. Changes in these estimates directly impact the amount of expense allocated to each segment, and therefore the operating profit of each reporting segment. Our allocation methodologies are refined periodically, as necessary, to reflect changes in our businesses. In 2021, we updated our cost allocation methodology for aircraft engine maintenance expense to better align with aircraft utilization by segment, resulting in an immaterial reallocation of expense from our U.S. Domestic Package segment to our International Package segment. As we operate an integrated, global multimodal network, we evaluate many of our capital expenditure decisions at a network level. Accordingly, expenditures on property, plant and equipment by segment are not presented. Unallocated assets are comprised primarily of cash and marketable securities. 118 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Segment information for the years ended December 31, 2023, 2022 and 2021 is as follows (in millions): 2023 2022 2021 Revenue: U.S. Domestic Package $ 59,958 $ 64,209 $ 60,317 International Package 17,831 19,698 19,541 Supply Chain Solutions 13,169 16,431 17,429 Consolidated revenue $ 90,958 $ 100,338 $ 97,287 Operating Profit: U.S. Domestic Package $ 5,076 $ 6,997 $ 6,436 International Package 3,231 4,326 4,646 Supply Chain Solutions 834 1,771 1,728 Consolidated operating profit $ 9,141 $ 13,094 $ 12,810 Assets: U.S. Domestic Package $ 38,368 $ 38,303 $ 35,746 International Package 17,587 17,670 17,225 Supply Chain Solutions 11,245 10,407 9,556 Unallocated 3,657 4,744 6,878 Consolidated assets $ 70,857 $ 71,124 $ 69,405 Depreciation and Amortization Expense: U.S. Domestic Package $ 2,290 $ 2,173 $ 2,058 International Package 742 761 685 Supply Chain Solutions 334 254 210 Consolidated depreciation and amortization expense $ 3,366 $ 3,188 $ 2,953 Revenue by product type for the years ended December 31, 2023, 2022 and 2021 is as follows (in millions): 2023 2022 2021 U.S. Domestic Package: Next Day Air $ 9,894 $ 10,699 $ 10,009 Deferred 5,093 5,968 5,846 Ground 44,971 47,542 44,462 Total U.S. Domestic Package 59,958 64,209 60,317 International Package: Domestic 3,144 3,346 3,690 Export 14,003 15,341 15,012 Cargo 684 1,011 839 Total International Package 17,831 19,698 19,541 Supply Chain Solutions: Forwarding 5,534 8,943 9,872 Logistics 5,927 5,351 4,767 Freight — — 1,064 Other 1,708 2,137 1,726 Total Supply Chain Solutions 13,169 16,431 17,429 Consolidated revenue $ 90,958 $ 100,338 $ 97,287 119 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Geographic information for the years ended December 31, 2023, 2022 and 2021 is as follows (in millions): 2023 2022 2021 United States: Revenue $ 71,749 $ 78,110 $ 74,376 Long-lived assets $ 33,301 $ 32,002 $ 29,609 International: Revenue $ 19,209 $ 22,228 $ 22,911 Long-lived assets $ 13,687 $ 12,991 $ 11,098 Consolidated: Revenue $ 90,958 $ 100,338 $ 97,287 Long-lived assets $ 46,988 $ 44,993 $ 40,707 Long-lived assets include property, plant and equipment, pension and postretirement benefit assets, long-term investments, goodwill and intangible assets. No countries outside of the United States accounted for 10% or more of consolidated revenue for the years ended December 31, 2023, 2022 or 2021. For the years ended December 31, 2023, 2022 and 2021, Amazon.com, Inc. and its affiliates ("Amazon") represented 11.8 %, 11.3 % and 11.7 % of our consolidated revenues, respectively. Substantially all of this revenue was attributed to U.S. Domestic Package. Amazon accounted for approximately 15.8 %, 15.5 % and 15.5 % of Accounts receivable, net , included within our consolidated balance sheets as of December 31, 2023, 2022 and 2021, respectively. 120 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 15. INCOME TAXES The income tax expense (benefit) for the years ended December 31, 2023, 2022 and 2021 consists of the following (in millions): 2023 2022 2021 Current: U.S. Federal $ 1,012 $ 2,006 $ 1,388 U.S. State and Local 195 273 194 Non-U.S. 459 467 478 Total Current 1,666 2,746 2,060 Deferred: U.S. Federal 150 296 1,311 U.S. State and Local 20 136 273 Non-U.S. 29 99 61 Total Deferred 199 531 1,645 Total Income Tax Expense $ 1,865 $ 3,277 $ 3,705 Income before income taxes includes the following components (in millions): 2023 2022 2021 United States $ 6,246 $ 12,276 $ 14,220 Non-U.S. 2,327 2,549 2,375 Total Income Before Income Taxes: $ 8,573 $ 14,825 $ 16,595 A reconciliation of the statutory federal income tax rate to the effective income tax rate for the years ended December 31, 2023, 2022 and 2021 consists of the following: 2023 2022 2021 Statutory U.S. federal income tax rate 21.0 % 21.0 % 21.0 % U.S. state and local income taxes (net of federal benefit) 1.9 2.0 2.2 Non-U.S. tax rate differential ( 0.6 ) 0.1 — U.S. federal tax credits ( 0.7 ) ( 0.5 ) ( 0.4 ) Goodwill and other asset impairments 0.1 — — Net uncertain tax positions ( 0.5 ) 0.4 0.6 Other 0.6 ( 0.9 ) ( 1.1 ) Effective income tax rate 21.8 % 22.1 % 22.3 % Our effective tax rate is affected by recurring factors, such as statutory tax rates in the jurisdictions in which we operate and the relative amounts of taxable income we earn in those jurisdictions. It is also affected by discrete items that may occur in any given year, but may not be consistent from year to year. Our effective tax rate was 21.8 % in 2023, compared with 22.1 % and 22.3 % in 2022 and 2021, respectively, primarily due to the effects of the aforementioned recurring factors and the following discrete tax items. 121 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 2023 Discrete Items We recorded pre-tax Transformation strategy costs of $ 435 million. As a result, we recorded an additional income tax benefit of $ 102 million. This income tax benefit was generated at a higher average tax rate than the 2023 U.S. federal statutory tax rate due to the effect of U.S. state and local and foreign taxes. We recognized an income tax benefit of $ 85 million related to pre-tax defined benefit pension and postretirement medical benefit plan losses of $ 359 million. This income tax benefit was generated at a higher average tax rate than the 2023 U.S. federal statutory tax rate because it included the effect of U.S. state and local and foreign taxes. We recorded goodwill and indefinite-lived intangible asset impairment charges of $ 236 million. As a result, we recorded an additional income tax benefit of $ 43 million. This income tax benefit was generated at a lower average tax rate than the 2023 U.S. federal statutory tax rate due to certain impairment charges not being deductible for tax purposes. We recorded a pre-tax expense of $ 61 million in connection with a one-time compensation payment made during the year. As a result, we recorded an additional income tax benefit of $ 15 million. This income tax benefit was generated at a higher average tax rate than the 2023 U.S. federal statutory tax rate due to the effect of U.S. state and local taxes. The recognition of excess tax benefits and deficiencies related to share-based compensation in income tax expense did not impact our effective tax rate for the year ended December 31, 2023. 2022 Discrete Items We recognized an income tax expense of $ 255 million related to pre-tax defined benefit pension and postretirement medical plan gains of $ 1.1 billion. This income tax expense was generated at a higher average tax rate than the 2022 U.S. federal statutory tax rate because it included the effect of U.S. state and local and foreign taxes. We recorded pre-tax Transformation strategy costs of $ 178 million. As a result, we recorded an additional income tax benefit of $ 36 million. This income tax benefit was generated at a lower average tax rate than the 2022 U.S. federal statutory tax rate due to the effect of foreign taxes. We recorded pre-tax expenses of $ 505 million in connection with incentive compensation program design changes. As a result, we recorded an additional income tax benefit of $ 121 million. This income tax benefit was generated at a higher average tax rate than the 2022 U.S. federal statutory tax rate due to the effect of U.S. state and local and foreign taxes. We recorded pre-tax expenses of $ 76 million as a result of a reduction in estimated residual value for certain aircraft. As a result, we recorded an additional income tax benefit of $ 18 million. This income tax benefit was generated at a higher average tax rate than the 2022 U.S. federal statutory tax rate due to the effect of U.S. state and local taxes. The recognition of excess tax benefits and deficiencies related to share-based compensation in income tax expense resulted in a net tax benefit of $ 95 million and reduced our effective tax rate by 0.6 % during the year ended December 31, 2022. 2021 Discrete Items We recognized an income tax expense of $ 784 million related to pre-tax defined benefit pension and postretirement medical plan gains of $ 3.3 billion. This income tax expense was generated at a higher average tax rate than the 2021 U.S. federal statutory tax rate because it included the effect of U.S. state and local and foreign taxes. We recorded pre-tax Transformation strategy costs of $ 380 million. As a result, we recorded an additional income tax benefit of $ 95 million. This income tax benefit was generated at a higher average tax rate than the 2021 U.S. federal statutory tax rate due to the effect of U.S. state and local and foreign taxes. We recorded a pre-tax gain of $ 46 million related to the divestiture of UPS Freight. As a result, we recorded an additional income tax expense of $ 11 million. This income tax expense was generated at a higher average tax rate than the 2021 U.S. federal statutory tax rate due to the effect of U.S. state and local taxes. The recognition of excess tax benefits and deficiencies related to share-based compensation in income tax expense resulted in a net tax benefit of $ 105 million and reduced our effective tax rate by 0.6 % during the year ended December 31, 2021. 122 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Other Items Beginning in 2012, we were granted a tax incentive for certain of our non-U.S. operations. In 2022, this incentive was renegotiated and extended through December 31, 2026. The tax incentive is conditional upon our meeting specific employment and investment thresholds. The impact of this tax incentive decreased non-U.S. tax expense by $ 15 , $ 47 and $ 61 million (increased diluted earnings per share by $ 0.02 , $ 0.05 and $ 0.07 ) for 2023, 2022 and 2021, respectively. Deferred income tax assets and liabilities are comprised of the following as of December 31, 2023 and 2022 (in millions): 2023 2022 Fixed assets and capitalized software $ ( 5,974 ) $ ( 5,819 ) Operating lease right-of-use assets ( 1,017 ) ( 893 ) Other ( 605 ) ( 708 ) Deferred tax liabilities ( 7,596 ) ( 7,420 ) Pension and postretirement benefits 1,304 637 Loss and credit carryforwards 232 242 Insurance reserves 626 603 Stock compensation 158 315 Accrued employee compensation 354 304 Operating lease liabilities 1,073 948 Other 322 331 Deferred tax assets 4,069 3,380 Deferred tax assets valuation allowance ( 119 ) ( 123 ) Deferred tax asset (net of valuation allowance) 3,950 3,257 Net deferred tax asset (liability) $ ( 3,646 ) $ ( 4,163 ) Amounts recognized in our consolidated balance sheets: Deferred tax assets $ 126 $ 139 Deferred tax liabilities ( 3,772 ) ( 4,302 ) Net deferred tax asset (liability) $ ( 3,646 ) $ ( 4,163 ) The valuation allowance decreased by $ 4 million and increased by $ 1 and $ 34 million during the years ended December 31, 2023, 2022 and 2021, respectively. We have a U.S. federal capital loss carryforward of $ 200 million as of December 31, 2023, less than $ 1 million of which expires on December 31, 2025, $ 150 million of which expires on December 31, 2026 and the remainder of which expires on December 31, 2027. 123 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Further, we have U.S. state and local operating loss and credit carryforwards as follows (in millions): 2023 2022 U.S. state and local operating loss carryforwards $ 762 $ 653 U.S. state and local credit carryforwards $ 48 $ 46 The U.S. state and local operating loss carryforwards and credits can be carried forward for periods ranging from three years to indefinitely. We also have non-U.S. loss carryforwards of $ 432 million as of December 31, 2023, the majority of which may be carried forward indefinitely. As indicated in the table above, we have established a valuation allowance for certain U.S. federal, state and non-U.S. carryforwards due to the uncertainty resulting from a lack of previous taxable income within the applicable tax jurisdictions and other limitations. Undistributed earnings and profits ("E&P") of our foreign subsidiaries amounted to $ 5.4 billion as of December 31, 2023. Currently, $ 493 million of the undistributed E&P of our foreign subsidiaries is considered to be indefinitely reinvested and, accordingly, no deferred income taxes have been provided thereon. Upon distribution of those earnings in the form of dividends or otherwise, we would be subject to U.S. state and local taxes and withholding taxes payable in various jurisdictions. Determination of the amount of unrecognized deferred income tax liability is not practicable because of the complexities associated with its hypothetical calculation. In December 2017, the United States enacted into law the Tax Cuts and Jobs Act (the "Tax Act"), requiring a one-time transition tax on certain unrepatriated earnings of foreign subsidiaries. We elected to pay the tax over eight years based on an installment schedule outlined in the Tax Act. The remaining liability of $ 105 million is reflected in current and non-current liabilities in our consolidated balance sheets based on the timing of payment. This balance will be paid between 2024 and 2026. Additionally, the Organization for Economic Co-operation and Development ("OECD") has introduced a framework to implement a global minimum corporate tax of 15%, referred to as Pillar Two or the minimum tax directive. Many aspects of the minimum tax directive will be effective beginning in 2024, with certain remaining impacts to be effective beginning in 2025. While it is uncertain whether the U.S. will enact legislation to adopt the minimum tax directive, certain countries in which we operate have adopted legislation, and other countries are in the process of introducing legislation, to implement the minimum tax directive. While we do not currently expect the minimum tax directive to have a material impact on our effective tax rate, our analysis is ongoing as the OECD continues to release additional guidance and countries implement legislation. To the extent additional changes take place in the countries in which we operate, it is possible that these legislative changes and efforts may increase uncertainty and have an adverse impact on our effective tax rates or operations. 124 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The following table summarizes the activity related to our uncertain tax positions (in millions): Tax Interest Penalties Balance as of January 1, 2021 $ 333 $ 61 $ 4 Additions for tax positions of the current year 85 — — Additions for tax positions of prior years 107 23 — Reductions for tax positions of prior years for: Changes based on facts and circumstances ( 42 ) ( 4 ) ( 2 ) Settlements during the period ( 3 ) ( 2 ) — Lapses of applicable statute of limitations — — — Balance as of December 31, 2021 480 78 2 Additions for tax positions of the current year 56 — — Additions for tax positions of prior years 25 30 2 Reductions for tax positions of prior years for: Changes based on facts and circumstances ( 9 ) ( 1 ) — Settlements during the period ( 10 ) ( 1 ) — Lapses of applicable statute of limitations ( 9 ) ( 2 ) — Balance as of December 31, 2022 533 104 4 Additions for tax positions of the current year 26 — — Additions for tax positions of prior years 147 37 1 Reductions for tax positions of prior years for: Changes based on facts and circumstances ( 164 ) ( 24 ) ( 1 ) Settlements during the period ( 47 ) ( 9 ) — Lapses of applicable statute of limitations ( 3 ) — — Balance as of December 31, 2023 $ 492 $ 108 $ 4 The total amount of gross uncertain tax positions as of December 31, 2023, 2022, and 2021 that, if recognized, would affect the effective tax rate was $ 492 , $ 533 , and $ 479 million, respectively. Our continuing policy is to recognize interest and penalties associated with income tax matters as a component of income tax expense. We file income tax returns in the U.S. federal jurisdiction, most U.S. state and local jurisdictions, and many non-U.S. jurisdictions. We have substantially resolved all U.S. federal income tax matters for tax years prior to 2016. A number of years may elapse before an uncertain tax position is audited and ultimately settled. It is difficult to predict the ultimate outcome or the timing of resolution for uncertain tax positions. It is reasonably possible that the liability for uncertain tax positions could significantly increase or decrease within the next twelve months. Items that may cause changes to unrecognized tax benefits include the allowance or disallowance of deductions, the timing of deductions and the allocation of income and expense between tax jurisdictions. These changes could result from the settlement of ongoing litigation, the completion of ongoing examinations, the expiration of the statute of limitations, or other unforeseen circumstances. At this time, an estimate of the range of the reasonably possible change cannot be made. 125 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 16. EARNINGS PER SHARE The earnings per share amounts are the same for class A and class B common shares as the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation. The following table sets forth the computation of basic and diluted earnings per share (in millions, except per share amounts): 2023 2022 2021 Numerator: Net income attributable to common shareowners $ 6,708 $ 11,548 $ 12,890 Denominator: Weighted-average shares 855 868 869 Deferred compensation obligations — — — Vested portion of restricted shares 4 3 5 Denominator for basic earnings per share 859 871 874 Effect of Dilutive Securities: Restricted performance units and contingent shares (1) 1 3 3 Stock options — 1 1 Denominator for diluted earnings per share 860 875 878 Basic Earnings Per Share $ 7.81 $ 13.26 $ 14.75 Diluted Earnings Per Share $ 7.80 $ 13.20 $ 14.68 (1) Contingent shares relate to MIP awards that may be settled in cash or Class A common stock at the employees' election - see note 13. Diluted earnings per share for the years ended December 31, 2023, 2022 and 2021 exclude the effect of 0.3 , 0.1 and 0.1 million shares, respectively, of common stock that may be issued upon the exercise of employee stock options because such effect would be antidilutive. 126 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 17. DERIVATIVE INSTRUMENTS AND RISK MANAGEMENT Risk Management Policies Changes in fuel prices, interest rates and foreign currency exchange rates impact our results of operations and we actively monitor these exposures. Where deemed appropriate, to manage the impact of these exposures on earnings and/or cash flows, we may enter into a variety of derivative financial instruments. We do not hold or issue derivative financial instruments for trading or speculative purposes. Credit Risk Management The forward contracts, swaps and options discussed below contain an element of risk that the counterparties may be unable to meet the terms of the agreements. We seek to minimize such risk exposures for these instruments by limiting the counterparties to banks and financial institutions that meet established credit guidelines. We may further manage credit risk through the use of zero threshold bilateral collateral provisions and/or early termination rights utilizing master netting arrangements, whereby cash is exchanged based on the net fair value of derivatives associated with each counterparty. As of December 31, 2023 and 2022, we held cash collateral of $ 103 and $ 534 million, respectively, under these agreements. This collateral is included in Cash and cash equivalents in our consolidated balance sheets and is unrestricted. As of December 31, 2023 we were required to post $ 13 million with our counterparties. As of December 31, 2022, no collateral was required to be posted with our counterparties. Types of Hedges Commodity Risk Management Currently, the fuel surcharges that we apply in our domestic and international package businesses are the primary means of reducing the risk of adverse fuel price changes on our business. In order to mitigate the impact of fuel surcharges imposed on us by outside carriers, we regularly adjust the rates we charge for our freight brokerage services. Foreign Currency Risk Management To protect against the reduction in value of forecasted foreign currency cash flows from our international package business, we maintain a foreign currency cash flow hedging program. Our most significant foreign currency exposures relate to the Euro, British Pound Sterling, Canadian Dollar, Chinese Renminbi and Hong Kong Dollar. We generally designate and account for these contracts as cash flow hedges of anticipated foreign currency denominated revenue. We may also hedge portions of our anticipated cash settlements of principal and interest on certain foreign currency denominated debt. We generally designate and account for these contracts as cash flow hedges of forecasted foreign currency denominated transactions. We hedge our net investment in certain foreign operations with foreign currency denominated debt instruments. Interest Rate Risk Management We may use a combination of derivative instruments to manage the fixed and floating interest rate mix of our total debt portfolio and related overall cost of borrowing. We generally designate and account for interest rate swaps that convert fixed-rate interest payments into floating-rate interest payments as fair value hedges of the associated debt instruments. We designate and account for interest rate swaps that convert floating-rate interest payments into fixed-rate interest payments as cash flow hedges of the forecasted payment obligations. We may periodically hedge the forecasted fixed-coupon interest payments associated with anticipated debt offerings by using forward starting interest rate swaps, interest rate locks or similar derivatives. 127 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Outstanding Positions As of December 31, 2023 and 2022, the notional amounts of our outstanding derivative positions were as follows (in millions): 2023 2022 Currency hedges: Euro EUR 4,408 4,115 British Pound Sterling GBP 663 856 Canadian Dollar CAD 1,550 1,598 Hong Kong Dollar HKD 1,822 4,261 Interest rate hedges: Floating to Fixed Interest Rate Swaps USD — 28 As of December 31, 2023 and 2022, we had no outstanding commodity hedge positions. Balance Sheet Recognition The following table indicates the location in our consolidated balance sheets where our derivative assets and liabilities have been recognized, the fair value hierarchy level applicable to each derivative type and the related fair values of those derivatives. We have master netting arrangements with substantially all of our counterparties giving us the right of offset for our derivative positions. However, we have not elected to offset the fair value positions of our derivative contracts recorded in our consolidated balance sheets. The columns labeled Net Amounts if Right of Offset had been Applied indicate the potential net fair value positions by type of contract and location in our consolidated balance sheets had we elected to apply the right of offset as of December 31, 2023 and 2022 (in millions): Fair Value Hierarchy Level Gross Amounts Presented in Consolidated Balance Sheets Net Amounts if Right of Offset had been Applied Asset Derivatives Balance Sheet Location 2023 2022 2023 2022 Derivatives designated as hedges: Foreign currency exchange contracts Other current assets Level 2 $ 95 $ 174 $ 73 $ 171 Foreign currency exchange contracts Other non-current assets Level 2 63 250 19 226 Derivatives not designated as hedges: Foreign currency exchange contracts Other current assets Level 2 — 1 — 1 Total Asset Derivatives $ 158 $ 425 $ 92 $ 398 Fair Value Hierarchy Level Gross Amounts Presented in Consolidated Balance Sheets Net Amounts if Right of Offset had been Applied Liability Derivatives Balance Sheet Location 2023 2022 2023 2022 Derivatives designated as hedges: Foreign currency exchange contracts Other current liabilities Level 2 $ 26 $ 3 $ 4 $ — Foreign currency exchange contracts Other non-current liabilities Level 2 65 24 21 — Interest rate contracts Other non-current liabilities Level 2 — 5 — 5 Derivatives not designated as hedges: Foreign currency exchange contracts Other current liabilities Level 2 1 — 1 — Total Liability Derivatives $ 92 $ 32 $ 26 $ 5 128 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Our foreign currency exchange rate and interest rate derivatives are largely comprised of over-the-counter derivatives, which are primarily valued using pricing models that rely on market observable inputs such as yield curves, foreign currency exchange rates and investment forward prices; therefore, these derivatives are classified as Level 2. Balance Sheet Location of Hedged Item in Fair Value Hedges The following table indicates the amounts that were recorded in our consolidated balance sheets related to cumulative basis adjustments for fair value hedges as of December 31, 2023 and 2022 (in millions): 2023 2022 Line Item in our Consolidated Balance Sheets in Which the Hedged Item is Included Carrying Amount of Hedged Liabilities Cumulative Amount of Fair Value Hedge Adjustments Carrying Amount of Hedged Liabilities Cumulative Amount of Fair Value Hedge Adjustments Long-Term Debt and Finance Leases $ 280 $ 4 $ 280 $ 5 Income Statement and AOCI Recognition of Designated Hedges The following table indicates the amount of gains and (losses) that have been recognized in the statements of consolidated income for fair value and cash flow hedges, as well as the associated gain or (loss) for the underlying hedged item for fair value hedges for the years ended December 31, 2023 and 2022 (in millions): 2023 2022 Location and Amount of Gain (Loss) Recognized in Income on Fair Value and Cash Flow Hedging Relationships Revenue Interest Expense Investment Income and Other Revenue Interest Expense Investment Income and Other Gain or (loss) on fair value hedging relationships: Interest Contracts: Hedged items $ — $ — $ — $ — $ 11 $ — Derivatives designated as hedging instruments — — — — ( 11 ) — Gain or (loss) on cash flow hedging relationships: Interest Contracts: Amount of gain or (loss) reclassified from accumulated other comprehensive income — ( 10 ) — — ( 10 ) — Foreign Currency Exchange Contracts: Amount of gain or (loss) reclassified from accumulated other comprehensive income 213 — ( 1 ) 304 — ( 1 ) Total amounts of income and expense line items presented in the statement of income in which the effects of fair value or cash flow hedges are recorded $ 213 $ ( 10 ) $ ( 1 ) $ 304 $ ( 10 ) $ ( 1 ) The following table indicates the amount of gains and (losses) that have been recognized in AOCI for the years ended December 31, 2023 and 2022 for those derivatives designated as cash flow hedges (in millions): Derivative Instruments in Cash Flow Hedging Relationships Amount of Gain (Loss) Recognized in AOCI on Derivatives 2023 2022 Interest rate contracts $ ( 1 ) $ 6 Foreign currency exchange contracts ( 116 ) 529 Total $ ( 117 ) $ 535 As of December 31, 2023, there were $ 62 million of pre-tax gains related to cash flow hedges deferred in AOCI that are expected to be reclassified to income over the 12-month period ending December 31, 2024. The actual amounts that will be reclassified to income over the next 12 months will vary from this amount as a result of changes in market conditions. The maximum term over which we are hedging exposures to the variability of cash flows is approximately 3 years. 129 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The following table indicates the amount of gains and (losses) that have been recognized in AOCI within foreign currency translation adjustment for the years ended December 31, 2023 and 2022 for those instruments designated as net investment hedges (in millions): Non-derivative Instruments in Net Investment Hedging Relationships Amount of Gain (Loss) Recognized in AOCI on Debt 2023 2022 Foreign denominated debt $ ( 119 ) $ 199 Total $ ( 119 ) $ 199 Income Statement Recognition of Non-Designated Derivative Instruments Derivative instruments that are not designated as hedges are recorded at fair value with unrealized gains and losses reported in earnings each period. Cash flows from the settlement of derivative instruments appear in the statement of consolidated cash flows within the same categories as the cash flows of the hedged item. We may periodically terminate interest rate swaps and foreign currency exchange forward contracts or enter into offsetting swap and foreign currency positions with different counterparties. As part of this process, we de-designate our original hedge relationship. Amounts recorded in the statements of consolidated income related to fair value changes and settlements of interest rate swaps and foreign currency forward contracts not designated as hedges for the years ended December 31, 2023 and 2022 (in millions) were as follows: Derivative Instruments Not Designated in Hedging Relationships Location of Gain (Loss) Recognized in Income Amount of Gain (Loss) Recognized in Income 2023 2022 Foreign currency exchange contracts Investment income and other $ ( 7 ) $ ( 69 ) Total $ ( 7 ) $ ( 69 ) 130 UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 18. TRANSFORMATION STRATEGY COSTS We are undertaking an enterprise-wide transformation of our organization that includes initiatives, as well as changes in processes and technology, that impact global direct and indirect operating costs. During the fourth quarter of 2023, we implemented our "fit to serve" initiative, which is intended to right-size our business for the future through a workforce reduction of approximately 12,000 positions and create a more efficient operating model to enhance responsiveness to changing market dynamics. As of December 31, 2023, we recorded an accrual for separation costs, primarily related to U.S. separations, of $ 205 million in our consolidated balance sheet, all of which we expect to pay in 2024. We expect to incur additional expense for U.S. and international separations during 2024. The table below presents Transformation strategy costs for the years ended December 31, 2023, 2022 and 2021 (in millions): 2023 2022 2021 Compensation and benefits $ 337 $ 46 $ 206 Total other expenses 98 132 174 Total Transformation Strategy Costs $ 435 $ 178 $ 380 Income Tax Benefit from Transformation Strategy Costs ( 102 ) ( 36 ) ( 95 ) After-Tax Transformation Strategy Costs $ 333 $ 142 $ 285 The income tax effects of Transformation strategy costs are calculated by multiplying the amount of the adjustments by the statutory tax rates applicable in each tax jurisdiction. 131 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure None.