XML 109 R2.htm IDEA: XBRL DOCUMENT v3.25.1
Pay vs Performance Disclosure
 12 Months Ended
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Pay vs Performance Disclosure          
Pay vs Performance Disclosure, Table
PAY VERSUS PERFORMANCE TABLE AND RELATED DISCLOSURE
Tabular Disclosure of Pay Versus Performance
 
                 
 


 
 
Value of Initial Fixed
$100 Investment on
December 31, 2019
Based On:
 
 
 
 
 
 
    
 
Year
  
 


 
Summary
Compensation
Table Total
for PEO1
1
 
 

 
  
 


 
Summary
Compensation
Table Total
for PEO2
2
 
 

 
  
 


 
Summary
Compensation
Table Total
for PEO3
3
 
 

 
  
 

 
Compensation
Actually Paid
to PEO1
1,5
 
 
 
  
 

 
Compensation
Actually Paid
to PEO2
2,5
 
 
 
  
 

 
Compensation
Actually Paid
to PEO3
3
 
 
 
  
 




 
Average
Summary
Compensation
Table Total
for
Non-PEO

NEOs
4
 
 
 
 
 
 
  
 



 
Average
Compensation
Actually Paid
to
Non-PEO

NEOs
4,5
 
 
 
 
 
  
 



 
Norfolk
Southern
Total
Shareholder
Return
 
 
 
 
 
  
 


 
Peer Group
Total
Shareholder
Return
6
 
 
 
  
 


 
Net
Income
($ in
Millions)
 

 
 
  
 



 
After-Tax 

Return on 
Average 
Invested 
Capital
7
 
 
 
 
 
 
2024
  
 
8,985,660
 
  
 
11,924,070
 
          
 
9,134,271
 
  
 
(5,709,671
) 
          
 
5,282,388
 
  
 
4,304,294
 
  
 
$134
 
  
 
$142
 
  
 
2,622
 
  
 
11.5%
 
2023
          
 
13,418,978
 
                  
 
4,077,950
 
          
 
3,478,630
 
  
 
1,402,195
 
  
 
$132
 
  
 
$148
 
  
 
1,827
 
  
 
11.4%
 
2022
    
 
9,770,910
 
  
 
9,615,456
 
    
 
10,444,401
 
  
 
1,969,194
 
  
 
4,239,302
 
  
 
4,343,073
 
  
 
$134
 
  
 
$130
 
  
 
3,270
 
  
 
14.1%
 
                         
2021
                  
 
14,016,942
 
                  
 
25,072,294
 
  
 
4,059,729
 
  
 
5,783,924
 
  
 
$159
 
  
 
$155
 
  
 
3,005
 
  
 
12.7%
 
2020
                  
 
14,125,279
 
                  
 
12,202,837
 
  
 
3,976,507
 
  
 
2,785,700
 
  
 
$125
 
  
 
$122
 
  
 
2,013
 
  
 
10.4%
 
Notes:
 
 
1.
PEO1: Mark R. George, President & Chief Executive Officer
 
 
2.
PEO2: Alan H. Shaw, Former President & Chief Executive Officer
 
 
3.
PEO3: James Squires, Former Chairman, President, & Chief Executive Officer
 
 
4.
The following
non-principal
executive officer (PEO) named executive officers (NEOs) are reflected in the averages: For 2024, Mr. Zampi, Mr. Orr, Mr. Duncan, Mr. Bhatt, and Mr. Elkins. For 2023, Mr. George, Mr. Duncan, Ms. Adams, and Mr. Elkins. For 2022, Mr. George, Ms. Sanborn, Ms. Adams, and Mr. Elkins. For 2021, Mr. Shaw, Mr. George, Ms. Sanborn, and Ms. Adams. For 2020, Mr. Shaw, Mr. George, Ms. Sanborn, Ms. Adams, Mr. Scheib, and Mr. Wheeler.
 
 
5.
To calculate 2024 compensation actually paid, the following amounts were deducted from and added to Summary Compensation Table total compensation:
Summary Compensation Table to Compensation Actually Paid Reconciliation
 
    
 
PEO1
Mark R. George
 
    
 
   
 
PEO2
Alan H. Shaw
 
    
 
      
 
Average of
Non-PEO

Named Executive Officers
 
  
  Components of Compensation
   
2024
       
 
   
2024
       
 
     
 
  
2024
  
Summary Compensation Table (SCT) Total
   
 
8,985,660
 
    
 
   
 
11,924,070
 
    
 
    
 
  
 
5,282,388
 
Deductions From SCT Total
              
Stock Awards and Option Awards Value
   
 
(6,697,212
) 
     
 
(9,999,312
) 
      
 
(3,490,334
) 
Change in Pension Value and Nonqualified Deferred Compensation Earnings
   
 
0
 
       
 
(989,138
) 
          
 
(112,512
) 
Additions to SCT Total (i)
              
Year-End
Fair Value of Equity Awards Granted During the Year
   
 
6,299,754
 
     
 
0
 
      
 
2,688,964
 
Change in Value During the Year of Prior-Year Awards Remaining Unvested
   
 
52,131
 
     
 
(7,511,721
) 
      
 
(189,655
) 
Change in Value During the Year of Prior-Year Awards Vesting During the Year
   
 
46,334
 
     
 
22,628
 
      
 
21,309
 
Dividend Equivalent Payments Made on Unvested Awards
   
 
226,630
 
     
 
371,972
 
      
 
54,833
 
Current-Year Pension Service Cost
   
 
220,974
 
     
 
471,829
 
      
 
49,300
 
Value of Changes in Pension Plan
   
 
0
 
       
 
0
 
          
 
0
 
Compensation Actually Paid
   
 
9,134,271
 
    
 
   
 
(5,709,671
) 
    
 
    
 
  
 
4,304,294
 
 
 
(i)
Amounts were calculated in accordance with the SEC methodology for determining compensation actually paid for each year shown. Fair values for equity awards were determined as of each measurement date using valuation methodologies and
 
 
  assumptions consistent with those used to estimate fair value at grant under US GAAP. The valuation assumptions used to estimate the year-end fair value of PSUs differed from those used for grant-date estimates in that they took into account the most recent estimated earnout percentage of the awards at each year end, and updated Monte Carlo simulations of relative total shareholder returns for Norfolk Southern and the relevant peer companies; and the vesting-date value of PSUs was calculated using the actual earnout percentage for the performance period.
Year-end
and vesting-date valuations of outstanding stock options used a shorter expected option term than the 7 years used for grant-date fair values to take into account the passage of time, and used updated risk-free interest rates to reflect changes in market interest rates between the grant date and the valuation dates. Both the
year-end
and vesting date valuations of PSUs, stock options and RSUs used current share prices as of each valuation date, rather than the grant-date share price.
 
 
6.
The peer group total shareholder return calculations are based on the Standard & Poor’s (S&P) Railroad Stock Price Index.
 
 
7.
After-tax
ROAIC used here is a
non-GAAP
financial measure and is calculated by dividing Norfolk Southern’s net operating profit
after-tax
(defined as net income excluding interest expense, taxes on interest, and interest on operating lease liabilities, and adjusted for the effect of capitalizing Norfolk Southern’s operating lease obligations) by the average invested capital (defined as the average of the current and prior
year-end
shareholders’ equity and total debt balances, which is then adjusted for the effect of capitalizing Norfolk Southern’s operating lease obligations). 2024 ROAIC excludes the effects of restructuring and other charges, shareholder advisory costs, a deferred tax adjustment, and the acquisition of the Cincinnati Southern Railway. Excluding such adjustments, 2024 ROAIC would have been 10.7%.
       
Company Selected Measure Name After-tax ROAIC        
Named Executive Officers, Footnote The following
non-principal
executive officer (PEO) named executive officers (NEOs) are reflected in the averages: For 2024, Mr. Zampi, Mr. Orr, Mr. Duncan, Mr. Bhatt, and Mr. Elkins. For 2023, Mr. George, Mr. Duncan, Ms. Adams, and Mr. Elkins. For 2022, Mr. George, Ms. Sanborn, Ms. Adams, and Mr. Elkins. For 2021, Mr. Shaw, Mr. George, Ms. Sanborn, and Ms. Adams. For 2020, Mr. Shaw, Mr. George, Ms. Sanborn, Ms. Adams, Mr. Scheib, and Mr. Wheeler. 		       
Peer Group Issuers, Footnote The peer group total shareholder return calculations are based on the Standard & Poor’s (S&P) Railroad Stock Price Index.        
Adjustment To PEO Compensation, Footnote
 
5.
To calculate 2024 compensation actually paid, the following amounts were deducted from and added to Summary Compensation Table total compensation:
Summary Compensation Table to Compensation Actually Paid Reconciliation
 
    
 
PEO1
Mark R. George
 
    
 
   
 
PEO2
Alan H. Shaw
 
    
 
      
 
Average of
Non-PEO

Named Executive Officers
 
  
  Components of Compensation
   
2024
       
 
   
2024
       
 
     
 
  
2024
  
Summary Compensation Table (SCT) Total
   
 
8,985,660
 
    
 
   
 
11,924,070
 
    
 
    
 
  
 
5,282,388
 
Deductions From SCT Total
              
Stock Awards and Option Awards Value
   
 
(6,697,212
) 
     
 
(9,999,312
) 
      
 
(3,490,334
) 
Change in Pension Value and Nonqualified Deferred Compensation Earnings
   
 
0
 
       
 
(989,138
) 
          
 
(112,512
) 
Additions to SCT Total (i)
              
Year-End
Fair Value of Equity Awards Granted During the Year
   
 
6,299,754
 
     
 
0
 
      
 
2,688,964
 
Change in Value During the Year of Prior-Year Awards Remaining Unvested
   
 
52,131
 
     
 
(7,511,721
) 
      
 
(189,655
) 
Change in Value During the Year of Prior-Year Awards Vesting During the Year
   
 
46,334
 
     
 
22,628
 
      
 
21,309
 
Dividend Equivalent Payments Made on Unvested Awards
   
 
226,630
 
     
 
371,972
 
      
 
54,833
 
Current-Year Pension Service Cost
   
 
220,974
 
     
 
471,829
 
      
 
49,300
 
Value of Changes in Pension Plan
   
 
0
 
       
 
0
 
          
 
0
 
Compensation Actually Paid
   
 
9,134,271
 
    
 
   
 
(5,709,671
) 
    
 
    
 
  
 
4,304,294
 
 
 
(i)
Amounts were calculated in accordance with the SEC methodology for determining compensation actually paid for each year shown. Fair values for equity awards were determined as of each measurement date using valuation methodologies and
 
 
  assumptions consistent with those used to estimate fair value at grant under US GAAP. The valuation assumptions used to estimate the year-end fair value of PSUs differed from those used for grant-date estimates in that they took into account the most recent estimated earnout percentage of the awards at each year end, and updated Monte Carlo simulations of relative total shareholder returns for Norfolk Southern and the relevant peer companies; and the vesting-date value of PSUs was calculated using the actual earnout percentage for the performance period.
Year-end
and vesting-date valuations of outstanding stock options used a shorter expected option term than the 7 years used for grant-date fair values to take into account the passage of time, and used updated risk-free interest rates to reflect changes in market interest rates between the grant date and the valuation dates. Both the
year-end
and vesting date valuations of PSUs, stock options and RSUs used current share prices as of each valuation date, rather than the grant-date share price.
       
Non-PEO NEO Average Total Compensation Amount $ 5,282,388 $ 3,478,630 $ 4,239,302 $ 4,059,729 $ 3,976,507
Non-PEO NEO Average Compensation Actually Paid Amount $ 4,304,294 1,402,195 4,343,073 5,783,924 2,785,700
Adjustment to Non-PEO NEO Compensation Footnote
 
5.
To calculate 2024 compensation actually paid, the following amounts were deducted from and added to Summary Compensation Table total compensation:
Summary Compensation Table to Compensation Actually Paid Reconciliation
 
    
 
PEO1
Mark R. George
 
    
 
   
 
PEO2
Alan H. Shaw
 
    
 
      
 
Average of
Non-PEO

Named Executive Officers
 
  
  Components of Compensation
   
2024
       
 
   
2024
       
 
     
 
  
2024
  
Summary Compensation Table (SCT) Total
   
 
8,985,660
 
    
 
   
 
11,924,070
 
    
 
    
 
  
 
5,282,388
 
Deductions From SCT Total
              
Stock Awards and Option Awards Value
   
 
(6,697,212
) 
     
 
(9,999,312
) 
      
 
(3,490,334
) 
Change in Pension Value and Nonqualified Deferred Compensation Earnings
   
 
0
 
       
 
(989,138
) 
          
 
(112,512
) 
Additions to SCT Total (i)
              
Year-End
Fair Value of Equity Awards Granted During the Year
   
 
6,299,754
 
     
 
0
 
      
 
2,688,964
 
Change in Value During the Year of Prior-Year Awards Remaining Unvested
   
 
52,131
 
     
 
(7,511,721
) 
      
 
(189,655
) 
Change in Value During the Year of Prior-Year Awards Vesting During the Year
   
 
46,334
 
     
 
22,628
 
      
 
21,309
 
Dividend Equivalent Payments Made on Unvested Awards
   
 
226,630
 
     
 
371,972
 
      
 
54,833
 
Current-Year Pension Service Cost
   
 
220,974
 
     
 
471,829
 
      
 
49,300
 
Value of Changes in Pension Plan
   
 
0
 
       
 
0
 
          
 
0
 
Compensation Actually Paid
   
 
9,134,271
 
    
 
   
 
(5,709,671
) 
    
 
    
 
  
 
4,304,294
 
 
 
(i)
Amounts were calculated in accordance with the SEC methodology for determining compensation actually paid for each year shown. Fair values for equity awards were determined as of each measurement date using valuation methodologies and
 
 
  assumptions consistent with those used to estimate fair value at grant under US GAAP. The valuation assumptions used to estimate the year-end fair value of PSUs differed from those used for grant-date estimates in that they took into account the most recent estimated earnout percentage of the awards at each year end, and updated Monte Carlo simulations of relative total shareholder returns for Norfolk Southern and the relevant peer companies; and the vesting-date value of PSUs was calculated using the actual earnout percentage for the performance period.
Year-end
and vesting-date valuations of outstanding stock options used a shorter expected option term than the 7 years used for grant-date fair values to take into account the passage of time, and used updated risk-free interest rates to reflect changes in market interest rates between the grant date and the valuation dates. Both the
year-end
and vesting date valuations of PSUs, stock options and RSUs used current share prices as of each valuation date, rather than the grant-date share price.
       
Compensation Actually Paid vs. Total Shareholder Return
1. Compensation Actually Paid Compared to TSR
As shown in the chart below, compensation actually paid (“CAP”) to the PEOs and the
non-PEO
NEOs is aligned with total shareholder return on
Norfolk
Southern’s stock. This is primarily because the majority of compensation to the named executive officers is in the form of long-term, stock-based incentives which are tied directly to stock price, as described in the CD&A report. Norfolk Southern’s TSR compared favorably with the peer group for 2020 through 2022, declined somewhat in 2023 due largely to the effects of the East Palestine incident, and compared favorably to the peer group in 2024 based on improved business performance. CAP to all NEOs declined in 2023 and CAP to
non-CEO
NEOs increased in 2024, aligned with TSR performance. CAP for 2024 to Mr. Shaw was negative due to the forfeiture of his annual incentive payment and all unvested equity awards as a result of his termination for Cause.
 
LOGO 		       
Compensation Actually Paid vs. Net Income
2. Compensation Actually Paid Compared to Net Income
As shown in the chart below, CAP to the PEOs and other NEOs is generally, but not directly, aligned with net income. This is primarily because the majority of compensation to the NEOs is in the form of long-term, stock-based incentives which are sensitive to changes in stock price. Compensation to our named executive officers is not tied directly to net income, although annual incentive awards are partially based on operating income.
 
LOGO 		       
Compensation Actually Paid vs. Company Selected Measure
3. Compensation Actually Paid Compared to
After-Tax
ROAIC
As described in the CD&A report, ROAIC is the primary performance measure that determines the number of shares earned under our PSU awards, and 50% or more of our NEO’s long-term incentive awards are made in PSUs. Because of ROAIC’s impact on the number of PSU awards earned, we believe that
after-tax
ROAIC is the most important financial performance measure used in determining CAP to our NEOs. As required by SEC guidance, we are presenting our
one-year
ROAIC for each listed year, rather than our three-year average ROAIC.
As shown in the chart below, Norfolk Southern’s annual
after-tax
ROAIC increased significantly between 2020 and 2022, and declined for 2023 and 2024, and CAP to the PEOs and other NEOs is generally aligned with this performance measure. However, because the majority of compensation to the
named
executive officers is in the form of stock-based incentives, total shareholder return has a more significant effect on CAP.
 
LOGO 		       
Total Shareholder Return Vs Peer Group
1. Compensation Actually Paid Compared to TSR
As shown in the chart below, compensation actually paid (“CAP”) to the PEOs and the
non-PEO
NEOs is aligned with total shareholder return on
Norfolk
Southern’s stock. This is primarily because the majority of compensation to the named executive officers is in the form of long-term, stock-based incentives which are tied directly to stock price, as described in the CD&A report. Norfolk Southern’s TSR compared favorably with the peer group for 2020 through 2022, declined somewhat in 2023 due largely to the effects of the East Palestine incident, and compared favorably to the peer group in 2024 based on improved business performance. CAP to all NEOs declined in 2023 and CAP to
non-CEO
NEOs increased in 2024, aligned with TSR performance. CAP for 2024 to Mr. Shaw was negative due to the forfeiture of his annual incentive payment and all unvested equity awards as a result of his termination for Cause.
 
LOGO 		       
Tabular List, Table
Most Important Performance Measures to Determine Compensation Actually Paid
The five items listed below represent the most important performance measures we used to determine compensation actually paid to our named executive officers in 2024, as described in the Compensation Discussion and Analysis (CD&A) sections titled “2024 Annual Incentives” and “Long-Term Incentive Awards.”
 
Most Important Performance Measures
After-tax
ROAIC
Operating Ratio
Operating income
Annual revenue
Total shareholder return
        
Total Shareholder Return Amount $ 134 132 134 159 125
Peer Group Total Shareholder Return Amount 142 148 130 155 122
Net Income (Loss) $ 2,622,000,000 $ 1,827,000,000 $ 3,270,000,000 $ 3,005,000,000 $ 2,013,000,000
Company Selected Measure Amount 0.115 0.114 0.141 0.127 0.104
Measure:: 1          
Pay vs Performance Disclosure          
Name After-tax ROAIC        
Non-GAAP Measure Description
After-tax
ROAIC used here is a
non-GAAP
financial measure and is calculated by dividing Norfolk Southern’s net operating profit
after-tax
(defined as net income excluding interest expense, taxes on interest, and interest on operating lease liabilities, and adjusted for the effect of capitalizing Norfolk Southern’s operating lease obligations) by the average invested capital (defined as the average of the current and prior
year-end
shareholders’ equity and total debt balances, which is then adjusted for the effect of capitalizing Norfolk Southern’s operating lease obligations). 2024 ROAIC excludes the effects of restructuring and other charges, shareholder advisory costs, a deferred tax adjustment, and the acquisition of the Cincinnati Southern Railway. Excluding such adjustments, 2024 ROAIC would have been 10.7%. 		       
Measure:: 2          
Pay vs Performance Disclosure          
Name Operating Ratio        
Measure:: 3          
Pay vs Performance Disclosure          
Name Operating income        
Measure:: 4          
Pay vs Performance Disclosure          
Name Annual revenue        
Measure:: 5          
Pay vs Performance Disclosure          
Name Total shareholder return        
Mark R. George [Member]          
Pay vs Performance Disclosure          
PEO Total Compensation Amount $ 8,985,660        
PEO Actually Paid Compensation Amount $ 9,134,271        
PEO Name Mark R. George        
Alan H. Shaw [Member]          
Pay vs Performance Disclosure          
PEO Total Compensation Amount $ 11,924,070 $ 13,418,978 $ 9,770,910    
PEO Actually Paid Compensation Amount $ (5,709,671) $ 4,077,950 $ 10,444,401    
PEO Name Alan H. Shaw Alan H. Shaw Alan H. Shaw    
James Squires [Member]          
Pay vs Performance Disclosure          
PEO Total Compensation Amount     $ 9,615,456 $ 14,016,942 $ 14,125,279
PEO Actually Paid Compensation Amount     $ 1,969,194 $ 25,072,294 $ 12,202,837
PEO Name     James Squires James Squires James Squires
PEO | Mark R. George [Member] | Aggregate Change in Present Value of Accumulated Benefit for All Pension Plans Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ 0        
PEO | Mark R. George [Member] | Pension Adjustments Service Cost          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 220,974        
PEO | Mark R. George [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 6,299,754        
PEO | Mark R. George [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 52,131        
PEO | Mark R. George [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 46,334        
PEO | Mark R. George [Member] | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 226,630        
PEO | Mark R. George [Member] | Stock Awards and Option Awards Value [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (6,697,212)        
PEO | Mark R. George [Member] | Change in Pension Value and Nonqualified Deferred Compensation Earnings [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
PEO | Alan H. Shaw [Member] | Aggregate Change in Present Value of Accumulated Benefit for All Pension Plans Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
PEO | Alan H. Shaw [Member] | Pension Adjustments Service Cost          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 471,829        
PEO | Alan H. Shaw [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
PEO | Alan H. Shaw [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (7,511,721)        
PEO | Alan H. Shaw [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 22,628        
PEO | Alan H. Shaw [Member] | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 371,972        
PEO | Alan H. Shaw [Member] | Stock Awards and Option Awards Value [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (9,999,312)        
PEO | Alan H. Shaw [Member] | Change in Pension Value and Nonqualified Deferred Compensation Earnings [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (989,138)        
Non-PEO NEO | Aggregate Change in Present Value of Accumulated Benefit for All Pension Plans Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
Non-PEO NEO | Pension Adjustments Service Cost          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 49,300        
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 2,688,964        
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (189,655)        
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 21,309        
Non-PEO NEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 54,833        
Non-PEO NEO | Stock Awards and Option Awards Value [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (3,490,334)        
Non-PEO NEO | Change in Pension Value and Nonqualified Deferred Compensation Earnings [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ (112,512)