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  • GOODYEAR TIRE & RUBBER CO /OH/

    FORM 10-K(Annual Report)

    Filed 02/17/15 for the Period Ending 12/31/14

    Address 1144 E MARKET ST

    AKRON, OH 44316Telephone 2167962121

    CIK 0000042582Symbol GT

    SIC Code 3011 - Tires and Inner TubesIndustry Tires

    Sector Consumer CyclicalFiscal Year 12/31

    http://www.edgar-online.com Copyright 2015, EDGAR Online, Inc. All Rights Reserved.

    Distribution and use of this document restricted under EDGAR Online, Inc. Terms of Use.

    http://www.edgar-online.com

  • 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 December 31, 2014

    Commission File Number: 1-1927

    THE GOODYEAR TIRE & RUBBER COMPANY (Exact name of registrant as specified in its charter)

    Registrants telephone number, including area code: (330) 796-2121

    Securities registered pursuant to Section 12(b) of the Act:

    Securities registered pursuant to Section 12(g) of the Act:

    In dicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

    Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

    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.

    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).

    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 registrants 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):

    Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

    The aggregate market value of the common stock held by nonaffiliates of the registrant, computed by reference to the last sales price of such common stock as of the closing of trading on June 30, 2014, was approximately $7.6 billion.

    Shares of Common Stock, Without Par Value, outstanding at January 31, 2015:

    DOCUMENTS INCORPORATED BY REFERENCE:

    Ohio (State or other jurisdiction of

    incorporation or organization)

    34-0253240 (I.R.S. Employer

    Identification No.)

    200 Innovation Way, Akron, Ohio

    (Address of Principal Executive Offices) 44316-0001 (Zip Code)

    Title of Each Class

    Name of Each Exchange

    on Which Registered

    Common Stock, Without Par Value The NASDAQ Stock Market LLC

    None

    Yes No

    Yes No

    Yes No

    Yes No

    Large accelerated filer Accelerated filer Non-accelerated filer (Do not check if a smaller reporting company)

    Smaller reporting company

    Yes No

    269,560,103

  • Portions of the Companys Proxy Statement for the Annual Meeting of Shareholders to be held on April 13, 2015 are incorporated by reference in Part III.

  • Table of Contents

    THE GOODYEAR TIRE & RUBBER COMPANY

    Annual Report on Form 10-K

    For the Fiscal Year Ended December 31, 2014

    Table of Contents

    Item Number

    Page Number

    PART I 1 Business 1

    1A Risk Factors 11

    1B Unresolved Staff Comments 18

    2 Properties 18

    3 Legal Proceedings 19

    PART II 5 Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity

    Securities 22

    6 Selected Financial Data 23

    7 Managements Discussion and Analysis of Financial Condition and Results of Operations 24

    7A Quantitative and Qualitative Disclosures About Market Risk 50

    8 Financial Statements and Supplementary Data 52

    9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 117

    9A Controls and Procedures 117

    9B Other Information 117

    PART III 10 Directors, Executive Officers and Corporate Governance 117

    11 Executive Compensation 118

    12 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 118

    13 Certain Relationships and Related Transactions, and Director Independence 118

    14 Principal Accountant Fees and Services 118

    PART IV 15 Exhibits and Financial Statement Schedules 118

    Signatures 119

    Index to Financial Statement Schedules FS-1

    Index of Exhibits X-1

  • Table of Contents

    PART I.

    BUSINESS OF GOODYEAR

    The Goodyear Tire & Rubber Company (the Company) is an Ohio corporation organized in 1898. Its principal offices are located at 200 Innovation Way, Akron, Ohio 44316-0001. Its telephone number is (330) 796-2121. The terms Goodyear, Company and we, us or our wherever used herein refer to the Company together with all of its consolidated U.S. and foreign subsidiary companies, unless the context indicates to the contrary.

    We are one of the worlds leading manufacturers of tires, engaging in operations in most regions of the world. In 2014 , our net sales were $18,138 million , Goodyears net income was $2,452 million and Goodyear's net income available to common shareholders was $2,445 million . Goodyear's net income and net income available to common shareholders reflected net income tax benefits of $1,834 million, due primarily to the release of substantially all of our valuation allowance on our net U.S. deferred tax assets. Together with our U.S. and international subsidiaries and joint ventures, we develop, manufacture, market and distribute tires for most applications. We also manufacture and market rubber-related chemicals for various applications. We are one of the worlds largest operators of commercial truck service and tire retreading centers. In addition, we operate approximately 1,200 tire and auto service center outlets where we offer our products for retail sale and provide automotive repair and other services. We manufacture our products in 50 manufacturing facilities in 22 countries, including the United States, and we have marketing operations in almost every country around the world. We employ approximately 67,000 full-time and temporary associates worldwide.

    AVAILABLE INFORMATION

    We make available free of charge on our website, http://www.goodyear.com, our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports as soon as reasonably practicable after we file or furnish such reports to the Securities and Exchange Commission (the SEC). The information on our website is not incorporated by reference in or considered to be a part of this Annual Report on Form 10-K.

    DESCRIPTION OF GOODYEARS BUSINESS

    G ENERAL I NFORMATION R EGARDING O UR S EGMENTS

    For the year ended December 31, 2014 , we operated our business through four operating segments representing our regional tire businesses: North America; Europe, Middle East and Africa (EMEA); Latin America; and Asia Pacific.

    Financial information related to our operating segments for the three year period ended December 31, 2014 appears in the Note to the Consolidated Financial Statements No. 7, Business Segments.

    Our principal business is the development, manufacture, distribution and sale of tires and related products and services worldwide. We manufacture and market numerous lines of rubber tires for:

    1

    ITEM 1. BUSINESS.

    automobiles trucks buses aircraft motorcycles farm implements earthmoving and mining equipment industrial equipment, and various other applications.

  • Table of Contents

    In each case, our tires are offered for sale to vehicle manufacturers for mounting as original equipment (OE) and for replacement worldwide. We manufacture and sell tires under the Goodyear, Dunlop, Kelly, Debica, Sava and Fulda brands and various other Goodyear owned housebrands, and the private-label brands of certain customers. In certain geographic areas we also:

    Our principal products are new tires for most applications. Approximately 87% of our sales in 2014 were for new tires, compared to 86% and 84% in 2013 and 2012 , respectively. Sales of chemical products and natural rubber to unaffiliated customers were 3% in 2014 , 4% in 2013 and 6% in 2012 of our consolidated sales ( 7% , 9% and 13% of North Americas total sales in 2014 , 2013 and 2012 , respectively). The percentages of each segments sales attributable to new tires during the periods indicated were:

    Each segment exports tires to other segments. The fin

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