| | | | | | | | | | | | | | | | | |
| Difference in fair values between prior year-end fair values and vest date fair values for awards granted in prior years | | | $(182,798) | | | $(11,543) | | | $555,762 | | | $37,239 | | | $(747,011) | | | $(141,472) | | | $93,812 | | | $9,036 | | | $104,515 | | | $30,921 | |
| Forfeitures during current year equal to prior year-end fair value | | | $— | | | $— | | | $— | | | $— | | | $(203,699) | | | $(19,401) | | | $— | | | $— | | | $— | | | $— | |
| Dividends or dividend equivalents not otherwise included in total compensation | | | $12,968 | | | $2,565 | | | $9,708 | | | $709 | | | $50,625 | | | $6,688 | | | $15,217 | | | $2,628 | | | $6,068 | | | $2,726 | |
| Total Adjustments for Equity Awards | | | $1,498,291 | | | $428,519 | | | $5,049,364 | | | $368,723 | | | $(3,972,438) | | | $(581,650) | | | $6,439,788 | | | $1,102,143 | | | $991,071 | | | $344,191 | |
| Compensation Actually Paid (as calculated) | | | $8,371,060 | | | $2,265,811 | | | $10,939,071 | | | $1,667,102 | | | $7,975,827 | | | $608,803 | | | $12,201,461 | | | $2,362,829 | | | $5,611,326 | | | $1,366,466 | |
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(2a)
| The following summarizes the valuation assumptions used for stock option awards included as part of Compensation Actually Paid: |
-
| Expected life of each stock option is based on the “simplified method” using an average of the remaining vest and remaining term, as of the vest/FYE date. |
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| Strike price is based on each grant date closing price and asset price is based on each vest/FYE closing price. |
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| Risk free rate is based on the Treasury Constant Maturity rate closest to the remaining expected life as of the vest/FYE date. |
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| Historical volatility is based on daily price history for each expected life (years) prior to each vest/FYE date. Closing prices provided by S&P Capital IQ are adjusted for dividends and splits. |
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| Represents annual dividend yield on each vest/FYE date. |
(3)
| Non-CEO NEOs reflect the average Summary Compensation Table total compensation and average Compensation Actually Paid for the following executives by year: |
2024: Martin Bengtsson, Martin Reid, Hatsuki Miyata, Frederic Boned
2023: Martin Bengtsson, Martin Reid, Hatsuki Miyata, Frederic Boned
2022: Martin Bengtsson, Jim Hyde, Martin Reid, Jonathan Griffin, Hatsuki Miyata
2021: Martin Bengtsson, Jim Hyde, Mark Stach, William Backus, Martin Reid
2020: Martin Bengtsson, Jim Hyde, Mark Stach, William Backus, Scott Mason
(4)
| TSR is cumulative (assuming $100 was invested on December 31, 2019) for the measurement periods beginning on December 31, 2020 and ending on December 31 of each of 2024, 2023, 2022, 2021, and 2020, respectively, calculated in accordance with Item 201(e) of Regulation S-K. The peer group for purposes of this table is the Dow Jones U.S. Specialty Chemicals Index. Historic stock price performance is not necessarily indicative of future stock performance. |
(5)
| Reflects “Net Earnings” in the Company’s Consolidated Statements of Earnings included in the Company’s Annual Reports on Form 10-K for each of the years ended December 31, 2024, 2023, 2022, 2021, and 2020. |
(6)
| Adjusted EBITDA is the financial measure from the tabular list of Company Performance Metrics below which, in the Company’s assessment, represents the most important financial measure used by the Company to link compensation and performance in 2024. Adjusted EBITDA as used in this Proxy Statement is a non-GAAP financial measure calculated by adding interest, taxes, depreciation, amortization, and other expenses to earnings. |
Most Important Financial Performance Measures
The unranked list below represents the Company’s most important measures used to link compensation to performance:
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| Adjusted EBITDA | | | | |
| EBITDA | | | | |
| Free Cash Flow | | | | |
| Total Shareholder Return | | | | |
| | | | | |
(1)
| For further information regarding these company performance metrics and their function in the Company’s executive compensation program, please see the “Compensation Discussion and Analysis” section of this Proxy Statement. |