Item 1. Business (a) General Development of Business Annual Report, pages 46-47 (b) Financial Information About Industry Annual Report, pages 25, 42-44 Segments (c) Description of Business Annual Report, pages 25-29, 30-35, 55, 57, 59 (d) Financial Information About Foreign Annual Report, pages 42-44 and Domestic Operations and Export Sales (e) Executive Officers of Registrant Annual Report, pages 60-61
Item 2.
Item 2. Properties. Annual Report, page 59 Item 3.
Item 3. Legal Proceedings. Annual Report, page 57 Item 4.
Item 4. Submission of Matters to a Vote of (Not Applicable) Security Holders.
PART II. Item 5.
Item 5. Market for the Registrant's Common Annual Report, pages 31, 34-35, Equity and Related Stockholder 57, 64-65 Matters.
Item 6.
Item 6. Selected Financial Data. Annual Report, pages 30-35 Item 7.
Item 7. Management's Discussion and Annual Report, pages 25-29 Analysis of Financial Condition and Results of Operations. Item 8.
Item 8. Financial Statements and Annual Report, pages 36-58 Supplementary Data. Item 9.
Item 9. Changes in and Disagreements with (Not Applicable) Accountants on Accounting and Financial Disclosure.
PART III. Item 10.
Item 10. Directors and Executive Officers of Notice of Annual Meeting and Proxy the registrant. Statement, pages 5-8; Annual Report, pages 60-61 Item 11.
Item 11. Executive Compensation. Notice of Annual Meeting and Proxy Statement, pages 12-19 Item 12.
Item 12. Security Ownership of Certain Notice of Annual Meeting and Proxy Beneficial Owners and Management. Statement, pages 10-11 Item 13.
Item 13. Certain Relationships and Related (Not Applicable) Transactions.
PART IV. Item 14
Item 14 Exhibits, Financial Statement Schedules, and Reports on Form 8-K. (a)(1) Financial Statements. Consolidated financial statements of The Quaker Oats Company and its subsidiaries are incorporated under Item 8 of this Form 10-K. (a)(2)& (d) Financial Statement Schedules. All required financial statement schedules are included in the consolidated financial statements or notes thereto as incorporated under Item 8 of this Form 10-K. (a)(3)& (c) Exhibits. See Exhibit Index attached hereto, which is incorporated herein by reference.
SIGNATURES
Pursuant to the requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
THE QUAKER OATS COMPANY
By /s/WILLIAM D. SMITHBURG William D. Smithburg, Chairman, President and Chief Executive Officer
Date: March 12, 1997
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on the 12th day of March 1997, by the following persons on behalf of the Registrant and in the capacities indicated.
Signature Title
/s/ WILLIAM D. SMITHBURG William D. Smithburg Chairman, President and Chief Executive Officer
/s/ ROBERT S. THOMASON Robert S. Thomason Senior Vice President Finance and Chief Financial Officer
/s/ THOMAS L. GETTINGS Thomas L. Gettings Vice President and Corporate Controller
/s/ FRANK C. CARLUCCI Frank C. Carlucci Director
/s/ SILAS S. CATHCART Silas S. Cathcart Director
/s/ KENNETH I. CHENAULT Kenneth I. Chenault Director
/s/ JUDY C. LEWENT Judy C. Lewent Director
/s/ VERNON R. LOUCKS, JR. Vernon R. Loucks, Jr. Director
/s/ THOMAS C. MacAVOY Thomas C. MacAvoy Director
/s/ LUTHER C. McKINNEY Luther C. McKinney Director
/s/ WALTER J. SALMON Walter J. Salmon Director
/s/ WILLIAM L. WEISS William L. Weiss Director
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION PAPER (P), ELECTRONIC (E) OR INCORPORATED BY REFERENCE (IBRF)
3(a) Restated Certificate of Incorporation (as of September 11, 1996) E 3(b) Bylaws of The Quaker Oats Company (as of November 13, 1996) E 4 Registrant undertakes to furnish to the Commission, upon request, a copy of any instrument defining the rights of holders of long- term debt of the registrant and all of its subsidiaries for which consolidated or unconsolidated financial statements are required to be filed IBRF 10(a) 1984 Long-Term Incentive Plan, as restated effective September 1, 1996 (incorporated by reference to the Company's Form 10-Q for the fiscal quarter ended September 30, 1996, file number 1-12) IBRF 10(b) Deferred Compensation Plan for Directors of The Quaker Oats Company, as restated effective November 1, 1996 E 10(c) Deferred Compensation Plan for Executives of The Quaker Oats Company, as restated effective November 1, 1996 E 10(d) Management Incentive Bonus Plan of The Quaker Oats Company as amended September 8, 1993 (incorporated by reference to the Company's Form 10-K for the fiscal year ended June 30, 1994, file number 1-12) IBRF 10(e) Directors' Stock Compensation Plan, as restated effective November 1, 1996 E 10(f)(1) Termination Benefits Agreement with William D. Smithburg, first effective for the fiscal quarter ended December 31, 1996 E 10(f)(2) Termination Benefits Agreements with certain Executive Officers, first effective for the fiscal quarter ended December 31, 1996 E 10(f)(3) Agreement upon separation of employment with Michael B. Schott effective August 12, 1996 (incorporated by reference to the Company's Form 10-Q for the fiscal quarter ended September 30, 1996, file number 1-12) IBRF 10(g) The Quaker Supplemental Executive Retirement Program, as restated effective November 1, 1996 E 10(h)(1) The Quaker Oats Company Benefits Protection Trust (incorporated by reference to the Company's Form 10-K for the fiscal year ended June 30, 1989, file number 1-12) IBRF 10(h)(2) First Amendment to The Quaker Oats Company Benefits Protection Trust (incorporated by reference to the Company's Form 10-K for the fiscal year ended June 30, 1992, file number 1-12) IBRF 10(h)(3) Second Amendment to The Quaker Oats Company Benefits Protection Trust (incorporated by reference to the Company's Form 10-K for the fiscal year ended June 30, 1992, file number 1-12) IBRF 10(i) The Quaker Eligible Earnings Adjustment Plan, as restated effective November 1, 1996 E 10(j) Quaker Officers Severance Program, as restated effective November 1, 1996 E 10(k) The Quaker Long Term Incentive Plan of 1990 (incorporated by reference to the Company's Form 10-Q for the fiscal quarter ended September 30, 1996, file number 1-12) IBRF 10(l) The Quaker 415 Excess Benefit Plan, as restated effective November 1, 1996 E 10(m) Quaker Salaried Employees Compensation and Benefits Protection Plan, as restated effective November 1, 1996 E 11 Statement re Computation of Per Share Earnings E 12 Statement re Computation of Ratios E 13 Annual Report to Shareholders of The Quaker Oats Company for fiscal year ended December 31, 1996 E 21 List of Subsidiaries of the Registrant E 23 Consent of Auditors E