Home Depot 2015 Annual Report Download

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Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
________________________________________
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended January 31, 2016
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 1-8207
THE HOME DEPOT, INC.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation or organization)
95-3261426
(I.R.S. Employer Identification No.)
2455 PACES FERRY ROAD, ATLANTA, GEORGIA 30339
(Address of principal executive offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: (770) 433-8211
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
TITLE OF EACH CLASS NAME OF EACH EXCHANGE
ON WHICH REGISTERED
Common Stock, $0.05 Par Value Per Share New York Stock Exchange
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: None
Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes No
Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File
required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the
Registrant was required to submit and post such files). Yes No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to
the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K.
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.
See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer Accelerated filer Non-accelerated filer
(Do not check if a smaller
reporting company)
Smaller reporting company
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No
The aggregate market value of the common stock of the Registrant held by non-affiliates of the Registrant on August 2, 2015 was $150.1 billion.
The number of shares outstanding of the Registrant’s common stock as of March 4, 2016 was 1,252,951,007 shares.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Registrant’s proxy statement for the 2016 Annual Meeting of Shareholders are incorporated by reference in Part III of this Form 10-K
to the extent described herein.

Table of contents

  • Page 1
    ... Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes The number of shares outstanding of the Registrant's common stock as of March 4, 2016 was 1,252,951,007 shares. No The aggregate market value of the common stock of the Registrant...

  • Page 2
    ... 15 15 Item 1A. Risk Factors Item 1B. Item 2. Item 3. Item 4. PART II Item 5. Item 6. Item 7. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Selected Financial Data Management's Discussion and Analysis of Financial Condition and Results...

  • Page 3
    ... Commission ("SEC"). PART I Item 1. Business. Introduction The Home Depot, Inc. is the world's largest home improvement retailer based on Net Sales for the fiscal year ended January 31, 2016 ("fiscal 2015"). The Home Depot sells a wide assortment of building materials, home improvement products and...

  • Page 4
    ... programs, designated parking spaces close to store entrances and bulk pricing programs for both online and in-store purchases. In addition, we maintain a loyalty program, Pro Xtra, that provides our Pros with discounts on useful business services, exclusive product offers and a purchase tracking...

  • Page 5
    ... credit products in our stores through third-party credit providers. We also help certain of our Pros through our own programs. In fiscal 2015, our customers opened approximately 3.2 million new The Home Depot private label credit accounts, and at fiscal year end the total number of The Home Depot...

  • Page 6
    ... continue to be successful in creating value for our customers and shareholders. For example, we offer a growing selection of environmentally-preferred products, which supports sustainability and helps our customers save energy, water and money. Through our Eco Options® Program introduced in 2007...

  • Page 7
    ... We have advanced this initiative by building best-in-class competitive advantages in our information technology and supply chain to better ensure product availability to our customers while managing our costs, which results in higher returns for our shareholders. During fiscal 2015, we continued to...

  • Page 8
    ... orders delivered directly to their home or job site, we pick, pack and ship orders to customers from our stores. We will continue our roll out of BODFS during fiscal 2016, allowing online customers to select their preferred delivery date and time windows for store-based deliveries. Our supply chain...

  • Page 9
    ... 2014, we confirmed that our payment data systems were breached, which impacted customers who used payment cards at our U.S. and Canadian stores (the "Data Breach"). For a description of matters related to the Data Breach, see Item 7, "Management's Discussion and Analysis of Financial Condition...

  • Page 10
    ...demand for our products and services, and our market share. Our success depends upon our ability to attract, develop and retain highly qualified associates while also controlling our labor costs. Our customers expect a high level of customer service and product knowledge from our associates. To meet...

  • Page 11
    ... label credit cards and installment loan program, and gift cards, and we may offer new payment options over time. Acceptance of these payment options subjects us to rules, regulations, contractual obligations and compliance requirements, including payment network rules and operating guidelines, data...

  • Page 12
    ...performance issues with these customer-facing technology systems could impair the benefits that they provide to our online and in-store business and negatively affect our relationship with our customers. If we fail to identify and develop relationships with a sufficient number of qualified suppliers...

  • Page 13
    ... and capture market share in the retail, services and MRO markets, and this strategy depends, in part, on the successful integration of Interline. As with any acquisition, we need to successfully integrate the target company's products, services, associates and systems into our business operations...

  • Page 14
    ... and international supply and demand, labor costs, competition, market speculation, government regulations and periodic delays in delivery. Rapid and significant changes in commodity prices may affect the demand for our products, our sales and our profit margins. Changes in accounting standards...

  • Page 15
    .... Not applicable. Item 2. Properties. The following tables show locations of the 1,977 The Home Depot stores located in the U.S. and its territories and the 297 The Home Depot stores outside the U.S. at the end of fiscal 2015: U.S. Locations Number of Stores U.S. Locations Number of Stores Alabama...

  • Page 16
    ...fiscal 2015, we opened four new The Home Depot stores in Mexico. We also opened one new store in Canada. Of our 2,274 stores operating at the end of fiscal 2015, approximately 90% were owned (including those owned subject to a ground lease), consisting of approximately 212.5 million square feet, and...

  • Page 17
    ...Not applicable. PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Since April 19, 1984, our common stock has been listed on the New York Stock Exchange, trading under the symbol "HD". The Company paid its first cash dividend...

  • Page 18
    ... were reinvested on the date paid. The points on the graph represent fiscal year-end amounts based on the last trading day in each fiscal year. January 28, 2011 January 27, 2012 February 1, 2013 January 31, 2014 January 30, 2015 January 29, 2016 The Home Depot S&P 500 Index S&P Retail...

  • Page 19
    ... stock having a value of approximately $60.1 billion. The number and average price of shares purchased in each fiscal month of the fourth quarter of fiscal 2015 are set forth in the table below: Average Price Paid Per Share(1) Total Number of Shares Purchased as Part of Publicly Announced Program...

  • Page 20
    ... per Share for fiscal 2015 and 2014, respectively. During the first quarter of fiscal 2015, we changed our accounting policy for shipping and handling costs from our stores, locations or distribution centers to customers and for online fulfillment center costs. Under the new accounting policy, these...

  • Page 21
    ... FIRST program. We have also taken a number of steps to enhance this initiative to provide our customers with a seamless and frictionless shopping experience in our stores, online, on the job site or in their homes. For example, in fiscal 2015 we utilized our second generation FIRST phones, our web...

  • Page 22
    ... that benefits all participants in our supply chain, from our suppliers to our transportation providers to our RDC and store associates to our customers. We repurchased a total of 59 million shares of our common stock for $7.0 billion through ASR agreements and the open market during fiscal 2015. In...

  • Page 23
    ...in accordance with generally accepted accounting principles. (4) Consists of Net Sales generated online through our Home Depot, Home Decorators Collection and Blinds.com websites for products delivered to customer locations or picked up in stores through our BOPIS, BOSS and BODFS programs. N/M - Not...

  • Page 24
    ... Profit as a percent of Net Sales, or gross profit margin, was 34.2% for fiscal 2015 compared to 34.1% for fiscal 2014, an increase of 6 basis points. The increase in gross profit margin for fiscal 2015 reflects benefits from our supply chain driven by lower fuel costs and increased productivity...

  • Page 25
    ...02 for fiscal 2014. The gains on the sales of our equity ownership in HD Supply contributed a benefit of $0.07 to Diluted Earnings per Share for fiscal 2015 compared to a benefit of $0.15 for fiscal 2014. Fiscal 2014 Compared to Fiscal 2013 Net Sales Net Sales for fiscal 2014 increased 5.5% to $83...

  • Page 26
    ...in cash flows from Accounts Payable and Accrued Expenses related to increased purchases and the timing of payments, partially offset by a $422 million increase in Merchandise Inventories as a result of increased inventory purchases in support of increased sales. Net Cash Used in Investing Activities...

  • Page 27
    ... with generally accepted accounting principles, the operating leases are not reflected in our Consolidated Balance Sheets. As of January 31, 2016, we had $2.2 billion in Cash and Cash Equivalents. We believe that our current cash position, access to the long-term debt capital markets and cash flow...

  • Page 28
    ... point change in the interest costs of floating-rate debt would not have a material impact on our financial condition or results of operations. As of January 31, 2016 we had, net of discounts, $20.2 billion of senior notes outstanding. The aggregate market value of these publicly traded senior...

  • Page 29
    ... before the customer has taken possession of the merchandise or the service has been performed, the amount received is recorded as Deferred Revenue in the accompanying Consolidated Balance Sheets until the sale or service is complete. We also record Deferred Revenue for the sale of gift cards and...

  • Page 30
    ...of cash flows includes management's assumptions of cash inflows and outflows directly resulting from the use of those assets in operations, including gross margin on Net Sales, payroll and related items, occupancy costs, insurance allocations and other costs to operate a store. If the carrying value...

  • Page 31
    ... are the responsibility of the management of The Home Depot, Inc. These financial statements have been prepared in conformity with U.S. generally accepted accounting principles and properly reflect certain estimates and judgments based upon the best available information. The financial statements of...

  • Page 32
    ... of the Public Company Accounting Oversight Board (United States), the Consolidated Balance Sheets of The Home Depot, Inc. and subsidiaries as of January 31, 2016 and February 1, 2015, and the related Consolidated Statements of Earnings, Comprehensive Income, Stockholders' Equity, and Cash Flows for...

  • Page 33
    ...has changed its accounting policy to include shipping and handling costs from the Company's stores, locations or distribution centers to customers and for online fulfillment center costs within cost of sales, beginning in the first quarter of fiscal 2015. This change in accounting principle has been...

  • Page 34
    ... THE HOME DEPOT, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS amounts in millions, except share and per share data January 31, 2016 February 1, 2015 ASSETS Current Assets: Cash and Cash Equivalents Receivables, net Merchandise Inventories Other Current Assets Total Current Assets Property...

  • Page 35
    ... of Contents THE HOME DEPOT, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EARNINGS Fiscal Year Ended amounts in millions, except per share data January 31, 2016 February 1, 2015 (1) February 2, 2014 NET SALES Cost of Sales GROSS PROFIT Operating Expenses: Selling, General and Administrative...

  • Page 36
    ... HOME DEPOT, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME Fiscal Year Ended amounts in millions January 31, 2016 February 1, 2015 (1) February 2, 2014 Net Earnings Other Comprehensive Loss: Foreign Currency Translation Adjustments Cash Flow Hedges, net of tax Other Total...

  • Page 37
    ... Treasury Stock Shares Amount Stockholders' Equity amounts in millions, except per share data Balance, February 3, 2013 Net Earnings Shares Issued Under Employee Stock Plans Tax Effect of Stock-Based Compensation Foreign Currency Translation Adjustments Cash Flow Hedges, net of tax Stock Options...

  • Page 38
    ... Gain on Sales of Investments Changes in Assets and Liabilities, net of the effects of acquisitions: Receivables, net Merchandise Inventories Other Current Assets Accounts Payable and Accrued Expenses Deferred Revenue Income Taxes Payable Deferred Income Taxes Other Net Cash Provided by Operating...

  • Page 39
    .... The Company's cash equivalents are carried at fair market value and consist primarily of money market funds. Accounts Receivable The Company has an agreement with a third-party service provider who directly extends credit to customers, manages the Company's private label credit card program and...

  • Page 40
    ... The Company recognizes revenue, net of estimated returns and sales tax, at the time the customer takes possession of merchandise or receives services. The liability for sales returns is estimated based on historical return levels. When the Company receives payment from customers before the customer...

  • Page 41
    ...2014 and 2013, respectively, and are recorded as an offset to advertising expense in SG&A. Cost of Sales Cost of Sales includes the actual cost of merchandise sold and services performed, the cost of transportation of merchandise from vendors to the Company's stores, locations or customers, shipping...

  • Page 42
    ...of cash flows includes management's assumptions of cash inflows and outflows directly resulting from the use of those assets in operations, including gross margin on Net Sales, payroll and related items, occupancy costs, insurance allocations and other costs to operate a store. If the carrying value...

  • Page 43
    ...January 31, 2016 Net Sales % of Net Sales February 1, 2015 Net Sales % of Net Sales February 2, 2014 Net Sales % of Net Sales Indoor Garden Paint Kitchen and Bath Outdoor Garden Appliances Building Materials Plumbing Lumber Flooring Tools Electrical Hardware Millwork Décor Lighting Total $ 8,298...

  • Page 44
    ...Consolidated Financial Statements and related disclosures. In May 2014, the FASB issued Accounting Standards Update No. 2014-09, "Revenue from Contracts with Customers (Topic 606)" ("ASU No. 2014-09"), which requires an entity to recognize revenue to depict the transfer of promised goods or services...

  • Page 45
    ... of fiscal 2015, the Company changed its accounting policy for shipping and handling costs from the Company's stores, locations or distribution centers to customers and for online fulfillment center costs. Under the new accounting policy, these costs are included in Cost of Sales, whereas they...

  • Page 46
    ... and Other Long-Term Liabilities in the accompanying Consolidated Balance Sheets. Total rent expense, net of minor sublease income, for fiscal 2015, 2014 and 2013 was $922 million, $918 million and $905 million, respectively. Certain store leases also provide for contingent rent payments based on...

  • Page 47
    ... accompanying Consolidated Balance Sheets in Current Installments of Long-Term Debt and Long-Term Debt, respectively. The assets under capital leases recorded in Property and Equipment, net of amortization, totaled $629 million and $557 million at January 31, 2016 and February 1, 2015, respectively...

  • Page 48
    ...of Contents The Company's Long-Term Debt at the end of fiscal 2015 and 2014 consisted of the following (amounts in millions): January 31, 2016 February 1, 2015 5.40% Senior Notes; due March 1, 2016; interest payable semi-annually on March 1 and September 1 Floating Rate Senior Notes; due September...

  • Page 49
    ... were used for general corporate purposes, including repurchases of shares of the Company's common stock. The $8 million discount associated with the May 2015 issuance is being amortized over the term of the notes using the effective interest rate method. Issuance costs associated with the May...

  • Page 50
    ... have received to settle the agreement and is included in Other Assets in the accompanying Consolidated Balance Sheets. At January 31, 2016, the Company had an outstanding interest rate swap that expired on March 1, 2016, with a notional amount of $500 million, accounted for as a fair value hedge...

  • Page 51
    ... actual tax expense for the applicable fiscal years was as follows (amounts in millions): Fiscal Year Ended January 31, 2016 February 1, 2015 February 2, 2014 Income taxes at federal statutory rate State income taxes, net of federal income tax benefit Other, net Total $ 3,857 309 (154) $ 3,492...

  • Page 52
    ... Consolidated Balance Sheets as follows (amounts in millions): January 31, 2016 February 1, 2015 Other Current Assets Other Assets Other Accrued Expenses Deferred Income Taxes Net Deferred Tax Liabilities $ 509 48 (2) (854) $ 444 51 (1) (642) $ (299) $ (148) The Company believes...

  • Page 53
    ... of gross unrecognized tax benefits for fiscal 2015, 2014 and 2013 were as follows (amounts in millions): January 31, 2016 February 1, 2015 February 2, 2014 Unrecognized tax benefits balance at beginning of fiscal year Additions based on tax positions related to the current year Additions for tax...

  • Page 54
    ... shares at 85% of the stock's fair market value on the last day (June 30, 2016) of the current purchase period. The Company recognized $23 million, $20 million and $19 million of stock-based compensation expense in fiscal 2015, 2014 and 2013, respectively, related to the ESPPs. In total, the Company...

  • Page 55
    ...summarizes stock options outstanding at January 31, 2016, February 1, 2015 and February 2, 2014, and changes during the fiscal years ended on these dates (shares in thousands): Number of Shares Weighted Average Exercise Price Outstanding at February 3, 2013 Granted Exercised Canceled Outstanding at...

  • Page 56
    ... purchase shares of the Company's common stock in the open market. The Company's contributions to the Benefit Plans and the restoration plan were $186 million, $182 million and $184 million for fiscal 2015, 2014 and 2013, respectively. At January 31, 2016, the Benefit Plans and the restoration plan...

  • Page 57
    ... impacted customers who used payment cards at self-checkout systems in the Company's U.S. and Canadian stores (the "Data Breach"). Litigation, Claims and Government Investigations In the second quarter of fiscal 2015, the payment card networks made claims against the Company for costs that...

  • Page 58
    ... claims made by the payment card networks and the U.S. customer class actions. These expenses are included in SG&A expenses in the accompanying Consolidated Statements of Earnings. At January 31, 2016, accrued liabilities and insurance receivable related to the Data Breach consisted of the following...

  • Page 59
    ... such as those related to the Data Breach. As of January 31, 2016, the Company had received initial payments totaling $30 million of insurance reimbursements under the fiscal 2014 policy, and expects to receive additional payments. The Company maintained $100 million of network security and privacy...

  • Page 60
    ... term is defined in Rule 13a-15(f) under the Exchange Act) and a report of KPMG LLP, an independent registered public accounting firm, on the effectiveness of the Company's internal control over financial reporting are incorporated by reference to Item 8, "Financial Statements and Supplementary Data...

  • Page 61
    ... President of Supply Chain Management. WILLIAM G. LENNIE, age 60, has been Executive Vice President - Outside Sales & Service since August 2015. From March 2011 through January 2016, he served as President of The Home Depot Canada, and he served as Senior Vice President - International Merchandising...

  • Page 62
    ... Owners and Management and Related Stockholder Matters. The information required by this item is incorporated by reference to the sections entitled "Beneficial Ownership of Common Stock" and "Executive Compensation - Equity Compensation Plan Information" in the Company's Proxy Statement. Item 13...

  • Page 63
    ... are set forth in Item 8 hereof: - Management's Responsibility for Financial Statements and Management's Report on Internal Control Over Financial Reporting; and - Reports of Independent Registered Public Accounting Firm. - Consolidated Balance Sheets as of January 31, 2016 and February 1, 2015...

  • Page 64
    ... Home Depot, Inc. 1997 Omnibus Stock Incentive Plan. [Form 10-Q for the fiscal quarter ended August 4, 2002, Exhibit 10.1] Form of Executive Employment Death Benefit Agreement. [Form 10-K for the fiscal year ended February 3, 2013, Exhibit 10.2] The Home Depot Deferred Compensation Plan for Officers...

  • Page 65
    ... Officer Equity Award Agreement (Performance Shares) Pursuant to The Home Depot, Inc. Amended and Restated 2005 Omnibus Stock Incentive Plan. [Form 8-K filed on March 8, 2016, Exhibit 10.3] Employment Arrangement between Francis S. Blake and The Home Depot, Inc., dated October 16, 2014 (Chairman...

  • Page 66
    ... of Stockholders' Equity; (v) the Consolidated Statements of Cash Flows; and (vi) the Notes to the Consolidated Financial Statements. ----- †‡ Management contract or compensatory plan or arrangement. Furnished (and not filed) herewith pursuant to Item 601(b)(32)(ii) of the SEC's Regulation...

  • Page 67
    ... authorized. THE HOME DEPOT, INC. (Registrant) By: /s/ CRAIG A. MENEAR (Craig A. Menear, Chairman, Chief Executive Officer and President) Date: March 23, 2016 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of...

  • Page 68
    ...sales BALANCE SHEET DATA AND FINANCIAL RATIOS Total assets Working capital Merchandise inventories Net property and equipment Long-term debt Stockholders' equity Long-term debt-to-equity (%) Total debt-to-equity (%) Current ratio Inventory turnover(2) Return on invested capital (%) STATEMENT OF CASH...

  • Page 69
    ... Statements of Stockholders' Equity; (v) the Consolidated Statements of Cash Flows; and (vi) the Notes to the Consolidated Financial Statements. Management contract or compensatory plan or arrangement. Furnished (and not filed) herewith pursuant to Item 601(b)(32)(ii) of the SEC's Regulation...

  • Page 70
    ... for payment of any incentive, you must be employed on the day on which the incentive is paid. The Home Depot has typically awarded an annual equity grant to Officers in March of each year under the Amended and Restated 2005 Omnibus Stock Incentive Plan. Currently, equity awards for Officers in...

  • Page 71
    ...; marketing plans or strategies; pricing information; product development techniques or plans; customer files, data and financial information; data security information; details of customer or vendor contracts; current and anticipated customer requirements; past, current and planned research and...

  • Page 72
    ... Resources, in the United States, Canada, Mexico, or any other country in which the Company is conducting or has conducted business during your employment, enter into or maintain an employment, contractual, or other business or professional relationship, either directly or indirectly, to provide...

  • Page 73
    ... Please sign, date and return the original to us. Sincerely, /s/ Craig Menear Craig Menear President, U.S. Retail pc: Tim Crow Scott Smith I accept this offer as Executive Vice President - U.S. Stores pursuant to the foregoing terms and conditions: /s/ Marc Powers Marc Powers 10/24/2014 Date Signed

  • Page 74
    ... 2016 ("Termination Date"), which shall be the day immediately following the Executive's last day of work. Executive hereby resigns, effective as of the Termination Date, from any and all positions as an officer or member of the board of directors, as applicable, of The Home Depot, Inc., Home Depot...

  • Page 75
    ...The Executive's benefits shall end on the Termination Date, pursuant to the terms of such plans and applicable law. Executive shall receive a lump sum payment of $150,000 (subject to applicable tax withholding) payable no later than fifteen (15) days following April 22, 2016 as a partial off-set for...

  • Page 76
    ... fifteen (15) days following April 22, 2016. Executive will not be entitled to any further payments relating to Performance Shares. (e) Executive is solely responsible for ensuring that the Executive's equity awards are properly credited, exercised and handled as provided by the terms of the awards...

  • Page 77
    ..., services, information technology, computer systems, marketing, advertising, technical, financial, personnel, staffing, payroll, information about employee compensation and performance, merchandising, strategic planning, product, vendor, supplier, customer or store planning data, construction, data...

  • Page 78
    ... period, Executive will not have any access to Company facilities for business purposes and Executive will not be allowed to participate in any meetings with current Company associates while Executive is working for the supplier/new employer. (d) Executive further acknowledges that the Executive...

  • Page 79
    ...; Menard, Inc.; HD Supply Holdings, Inc.; W.W. Grainger, Inc.; Ferguson; Floor and Decor; Ace Hardware; True Value Company; RONA Inc.; Canadian Tire; Lumber Liquidators; and Wal-Mart. "Products or Services" means anything of commercial value, including, without limitation: goods; personal, real, or...

  • Page 80
    ... or encouragement whatsoever, regardless of which party initiated the initial contact, as well as any direct or indirect involvement in the recruitment, referral, interviewing, hiring, or setting of the initial terms and conditions of employment. (d) Executive acknowledges that the covenants in this...

  • Page 81
    ... Executive received from stock options exercised or restricted stock sold after February 1, 2016, to the extent permitted under federal, state and local law. 11. Executive Availability. Executive agrees to make himself reasonably available to Company to respond to requests by Company for information...

  • Page 82
    ..., to any person, firm, corporation, association or entity whatsoever any released claim. Executive hereby agrees to indemnify and hold Company harmless against, without any limitation, any and all rights, claims, warranties, demands, debts, obligations, liabilities, costs, court costs, expenses...

  • Page 83
    ... 409A with respect to any payment or benefit provided by this Agreement. Executive agrees that the Executive shall bear sole and exclusive responsibility for any and all federal, state, local or other tax consequences (including, without limitation, any and all tax liability under Section 409A) of...

  • Page 84
    ... provided herein is fair and adequate, and represents that the terms of this Agreement are fully understood and voluntarily accepted. The Home Depot, Inc. By: /s/ Tim Crow Tim Crow Executive Vice President, Human Resources Date Signed: 1/28/16 Executive By: /s/ Marc D. Powers Marc D. Powers Date...

  • Page 85
    ...HOME DEPOT, INC. AND SUBSIDIARIES STATEMENT OF COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (amounts in millions, except ratio data) Fiscal Year (1) 2015 2014 2013 2012 2011... of Rental Expense under operating leases deemed to be the equivalent of interest Total Fixed Charges Ratio of Earnings to...

  • Page 86
    ... Home Depot U.S.A., Inc. Home Depot International, Inc. HD Development Holdings, Inc. HD Development of Maryland, Inc. Home Depot Product Authority, LLC Home Depot Store Support, Inc. Home Depot of Canada, Inc. D/B/A The Home Depot (Not Applicable) (Not Applicable) (Not Applicable) (Not Applicable...

  • Page 87
    ... Inc. of our reports dated March 24, 2016, with respect to the Consolidated Balance Sheets of The Home Depot, Inc. and subsidiaries as of January 31, 2016 and February 1, 2015, and the related Consolidated Statements of Earnings, Comprehensive Income, Stockholders' Equity, and Cash Flows for each of...

  • Page 88
    ... caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles...

  • Page 89
    ... caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles...

  • Page 90
    ... the Annual Report of The Home Depot, Inc. (the "Company") on Form 10-K ("Form 10-K") for the period ended January 31, 2016 as filed with the Securities and Exchange Commission, I, Craig A. Menear, Chairman, Chief Executive Officer and President of the Company, certify, pursuant to 18 U.S.C. Section...

  • Page 91
    ... Report of The Home Depot, Inc. (the "Company") on Form 10-K ("Form 10-K") for the period ended January 31, 2016 as filed with the Securities and Exchange Commission, I, Carol B. Tomé, Chief Financial Officer and Executive Vice President - Corporate Services of the Company, certify, pursuant to...