| Pay vs Performance Disclosure, Table |
| | | | | | Value of Initial Fixed $100
Investment Based On:5 | | | | | | | | | | | | | | Year1 | Summary
Compensation
Table Total for
PEO ($)2 | Compensation
Actually Paid to
PEO ($)3 | Average Summary
Compensation Table
Total for Non-PEO
Named Executive
Officers ($)2 | Average
Compensation
Actually Paid
To Non-PEO
Named Executive
Officers ($)4 | Total
Shareholder
Return ($) | Peer Group
Total Shareholder
Return ($)6 | Net
Income ($) | Adjusted
Earnings
Per Share7 | | 2023 | $10,846,398 | $13,952,028 | $2,029,505 | $2,437,838 | $172.04 | $206.61 | $420.4 | $8.80 |
| 2022 | $9,538,138 | $2,922,362 | $2,051,256 | $1,050,316 | $126.14 | $165.18 | $677.0 | $10.03 | | 2021 | $9,637,406 | $20,403,706 | $2,217,465 | $3,806,236 | $171.03 | $209.13 | $593.3 | $8.28 | | 2020 | $7,820,863 | $11,771,626 | $1,879,405 | $2,411,473 | $128.96 | $125.94 | $372.7 | $5.07 |
|
1 |
David M. Foulkes served as the
Company’s principal executive officer for the entirety of 2020, 2021, 2022 and 2023 and the Company’s other NEOs for the applicable years were as follows: |
|
- |
2023:
Ryan M. Gwillim, Aine L. Denari, Brenna D. Preisser, and Christopher F. Dekker |
|
- |
2022:
Ryan M. Gwillim, Christopher D. Drees, Christopher F. Dekker, and Brenna D. Preisser |
|
- |
2021:
Ryan M. Gwillim, Christopher D. Drees, Brenna D. Preisser, and Christopher F. Dekker |
|
- |
2020:
Ryan M. Gwillim, Brett A. Dibkey, Christopher D. Drees, Brenna D. Preisser, and William L.
Metzger |
| |
|
|
|
2 |
Amounts reported in this column
represent (i) the total compensation reported in the Summary Compensation Table for the applicable year in the case of Mr. Foulkes
and (ii) the average of the total compensation reported in the Summary Compensation Table for the applicable year for the Company’s
NEOs for the applicable year other than the principal executive officer for such years. |
| |
|
|
|
3 |
Amounts reported in this column
represent the compensation actually paid to Mr. Foulkes as the Company’s principal executive officer in the indicated fiscal years,
based on his total compensation reported in the Summary Compensation Table for the indicated fiscal years and adjusted as shown in the
table below: |
PEO |
Summary
Compensation
Table Total(a)
|
Less, Grant Date
Fair Value of
Option Awards
and Stock Awards
Granted in Fiscal
Year(b)
| Plus, Fair Value at
Fiscal Year-End of
Outstanding and
Unvested Option
Awards and Stock
Awards Granted in
Fiscal Year(c) |
Plus, Change in Fair
Value of Outstanding
and Unvested Option
Awards and Stock
Awards Granted in
Prior Fiscal Years(d)
|
Plus, Fair Value at
Vesting of Option
Awards and Stock
Awards Granted
in Fiscal Year That Vested During Fiscal
Year(e)
|
Plus, Change in
Fair Value of Stock
Awards Granted in Prior Years that
Vested During Fiscal
Year(f)
|
Less, Fair Value as
of Prior Fiscal Year-
End Fair Value For
any Stock Awards
Forfeited During
Fiscal Year(g)
|
Compensation
Actually Paid
to PEO
|
| 2023 | $10,846,398 | $8,179,896 | $9,232,675 | ($131,506) | $0 | $2,184,357 | $0 | $13,952,028 |
| 2022 | $9,538,138 | $6,844,580 | $5,197,362 | ($2,643,131) | $0 | ($2,325,427) | $0 | $2,922,362 |
| 2021 | $9,637,406 | $5,761,310 | $6,525,283 | $6,377,756 | $0 | $3,624,571 | $0 | $20,403,706 |
| 2020 | $7,820,863 | $5,000,158 | $5,773,382 | $2,872,573 | $0 | $304,966 | $0 | $11,771,626 |
| |
(a) |
Represents
Total Compensation as reported in the Summary Compensation Table for the indicated fiscal
year. |
| |
(b) |
Represents
the aggregate grant date fair value of the stock awards granted to Mr. Foulkes during the
indicated fiscal year, computed in accordance with FASB ASC 718. |
| |
(c) |
Represents
the aggregate fair value as of the indicated fiscal year-end of Mr. Foulkes’s outstanding
and unvested stock awards granted during such fiscal year, computed in accordance with FASB
ASC 718. |
| |
(d) |
Represents
the aggregate change in fair value during the indicated fiscal year of the outstanding and
unvested stock awards held by Mr. Foulkes as of the last day of the indicated fiscal year,
computed in accordance with FASB ASC 718 and, for awards subject
to performance-based vesting conditions, based on the probable outcome of such performance-based
vesting conditions as of the last day of the fiscal year. |
| |
(e) |
Represents
the aggregate fair value at vesting of the stock awards that were granted to Mr. Foulkes
and vested during the indicated fiscal year, computed in accordance with FASB ASC 718. |
| |
(f) |
Represents
the aggregate change in fair value, measured from the prior fiscal year-end to the vesting
date, of each stock award held by Mr. Foulkes that was granted in a prior fiscal year and
which vested during the indicated fiscal year, computed in accordance
with FASB ASC 718. |
| |
(g) |
Represents
the aggregate fair value as of the last day of the prior fiscal year of Mr. Foulkes’s
stock awards that were granted in a prior fiscal year and which failed to meet the applicable
vesting conditions in the indicated fiscal year, computed in accordance
with FASB ASC 718. |
|
4 |
Amounts reported in this column represent the compensation actually
paid to the Company’s NEOs other than Mr. Foulkes in the indicated fiscal year, based on the average total compensation
for such NEOs reported in the Summary Compensation Table for the indicated fiscal year and adjusted as shown in the table below: |
|
OTHER
NEOs
AVERAGE
|
Summary
Compensation
Table Total(a)
|
Less, Grant Date
Fair Value of
Option Awards
and Stock Awards
Granted in Fiscal Year(b)
| Plus, Fair Value at
Fiscal Year-End of
Outstanding and
Unvested Option
Awards and Stock
Awards Granted in
Fiscal Year(c) |
Plus, Change in Fair
Value of Outstanding
and Unvested Option
Awards and Stock
Awards Granted in
Prior Fiscal Years(d)
|
Plus, Fair Value at
Vesting of Option
Awards and Stock
Awards Granted
in Fiscal Year That Vested During
Fiscal Year(e)
|
Plus, Change in
Fair Value of Stock
Awards Granted in Prior Years that
Vested During
Fiscal Year(f)
|
Less, Fair Value as
of Prior Fiscal Year-
End Fair Value For
any Stock Awards
Forfeited During
Fiscal Year(g)
|
Compensation
Actually Paid
to PEO
|
| 2023 | $2,029,505 | $999,598 | $1,128,251 | ($8,970) | $0 | $288,649 | $0 | $2,437,838 |
| 2022 | $2,051,256 | $1,037,591 | $787,884 | ($393,091) | $0 | ($358,142) | $0 | $1,050,316 |
| 2021 | $2,217,465 | $874,761 | $990,758 | $924,216 | $0 | $548,558 | $0 | $3,806,236 |
| 2020 | $1,879,405 | $834,298 | $875,309 | $426,491 | $0 | $157,946 | $93,380 | $2,411,473 |
|
|
a |
Please see footnote 1 for the NEOs
included in the average for each indicated fiscal year. |
|
|
b |
Represents the average Total Compensation
as reported in the Summary Compensation Table for the reported NEOs in the indicated fiscal year. |
|
|
c |
Represents the average aggregate
grant date fair value of the stock awards granted to the reported NEOs during the indicated fiscal year, computed in accordance with
FASB ASC 718. |
|
|
d |
Represents the average aggregate
fair value as of the indicated fiscal year-end of the reported NEOs’ outstanding and unvested stock awards granted during such
fiscal year, computed in accordance with FASB ASC 718. |
|
|
e |
Represents the average aggregate
change in fair value during the indicated fiscal year of the outstanding and unvested stock awards held by the reported NEOs as of the
last day of the indicated fiscal year, computed in accordance with FASB ASC 718 and, for
awards subject to performance-based vesting conditions, based on the probable outcome of such performance-based
vesting conditions as of the last day of the fiscal year. |
|
|
f |
Represents the average aggregate
fair value at vesting of the stock awards that were granted to the reported NEOs and vested during the indicated fiscal year, computed
in accordance with FASB ASC 718. |
|
|
g |
Represents the average aggregate
change in fair value, measured from the prior fiscal year-end to the vesting date, of each stock award held by the reported NEOs that
was granted in a prior fiscal year and which vested during the indicated fiscal year,
computed in accordance with FASB ASC 718. |
|
|
h |
Represents the average aggregate
fair value as of the last day of the prior fiscal year of the reported NEOs’ stock awards that were granted in a prior fiscal year
and which failed to meet the applicable vesting conditions in the indicated fiscal year, computed
in accordance with FASB ASC 718. |
| |
5 |
Pursuant to rules of the SEC, the
comparison assumes $100 was invested on December 31, 2019 in our common stock. Historic stock price performance is not necessarily indicative
of future stock price performance. |
| |
6 |
The TSR Peer Group consists of
the S&P 400 Consumer Discretionary Index, an independently prepared index that includes those companies included in the S&P MidCap
400 that are classified as members of the GICS Consumer Discretionary sector. |
| |
7 |
For 2023, the Compensation Committee determined that Adjusted Earnings Per
Share (EPS) continues to be viewed as a core driver of the Company’s performance and stockholder value creation. Adjusted EPS
is a non-GAAP financial measure. Please see the Appendix for a reconciliation of non-GAAP financial measures. |
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