SEC Comment Letter 0000000000-23-011599 to UNITED PARCEL SERVICE INC (UPS) (CIK 0001090727) (UPS)
UNITED PARCEL SERVICE INC (UPS) (CIK 0001090727)
Date: Oct. 23, 2023 · CIK: 0001090727 · Accession: 0000000000-23-011599
AI Filing Summary & Sentiment
File numbers found in text: 001-15451
Letter
United States securities and exchange commission logo October 23, 2023 Carol Tomé Chief Executive Officer United Parcel Service, Inc. 55 Glenlake Parkway, N.E. Atlanta, GA 30328 Re:United Parcel Service, Inc. Definitive Proxy Statement on Schedule 14A Filed March 20, 2023 File No. 001-15451 Dear Carol Tomé: We have limited our review of your most recent definitive proxy statement to those issues we have addressed in our comments. Please respond to these comments by confirming that you will revise your future proxy disclosures in accordance with the topics discussed below. Definitive Proxy Statement on Schedule 14A filed March 20, 2023 Pay versus Performance, page 63 1.We note that you have included Adjusted Operating Profit, a non-GAAP measure, as your Company-Selected Measure pursuant to Regulation S-K Item 402(v)(2)(vi). Please provide disclosure showing how this number is calculated from your audited financial statements, as required by Regulation S-K Item 402(v)(2)(vi). Incorporation by reference to a separate filing will not satisfy this disclosure requirement. 2.Refer to the tables titled "CEO Equity Component of CAP" and "Average Other NEOs Equity Component of CAP." In is unclear what amounts are reflected in the columns titled "Year over Year Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year." Specifically, equity awards granted in prior years that vest during the relevant year should be valued as the difference between the fair value as of the end of the prior fiscal year and the vesting date, and not a "year over year" change in value. Please ensure that your table headings reflect accurately the amounts used to calculate compensation actually paid. Refer to Item 402(v)(2)(iii)(C)(1)(iv) of Regulation S-K.
FirstName LastNameCarol Tomé Comapany NameUnited Parcel Service, Inc. October 23, 2023 Page 2 FirstName LastName Carol Tomé United Parcel Service, Inc. October 23, 2023 Page 2 Please contact Alyssa Wall at 202-551-8106 or Amanda Ravitz at 202-551-3412 with any other questions. Sincerely, Division of Corporation Finance Disclosure Review Program
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United States securities and exchange commission logo
October 23, 2023
Carol Tomé
Chief Executive Officer
United Parcel Service, Inc.
55 Glenlake Parkway, N.E.
Atlanta, GA 30328
Re:United Parcel Service, Inc.
Definitive Proxy Statement on Schedule 14A
Filed March 20, 2023
File No. 001-15451
Dear Carol Tomé:
We have limited our review of your most recent definitive proxy statement to those issues
we have addressed in our comments. Please respond to these comments by confirming that you
will revise your future proxy disclosures in accordance with the topics discussed below.
Definitive Proxy Statement on Schedule 14A filed March 20, 2023
Pay versus Performance, page 63
1.We note that you have included Adjusted Operating Profit, a non-GAAP measure, as your
Company-Selected Measure pursuant to Regulation S-K Item 402(v)(2)(vi). Please
provide disclosure showing how this number is calculated from your audited financial
statements, as required by Regulation S-K Item 402(v)(2)(vi). Incorporation by reference
to a separate filing will not satisfy this disclosure requirement.
2.Refer to the tables titled "CEO Equity Component of CAP" and "Average Other NEOs
Equity Component of CAP." In is unclear what amounts are reflected in the columns
titled "Year over Year Change in Fair Value of Equity Awards Granted in Prior Years that
Vested in the Year." Specifically, equity awards granted in prior years that vest during the
relevant year should be valued as the difference between the fair value as of the end of the
prior fiscal year and the vesting date, and not a "year over year" change in value. Please
ensure that your table headings reflect accurately the amounts used to calculate
compensation actually paid. Refer to Item 402(v)(2)(iii)(C)(1)(iv) of Regulation S-K.
FirstName LastNameCarol Tomé
Comapany NameUnited Parcel Service, Inc.
October 23, 2023 Page 2
FirstName LastName
Carol Tomé
United Parcel Service, Inc.
October 23, 2023
Page 2
Please contact Alyssa Wall at 202-551-8106 or Amanda Ravitz at 202-551-3412 with any
other questions.
Sincerely,
Division of Corporation Finance
Disclosure Review Program