XML 14 R2.htm IDEA: XBRL DOCUMENT v3.23.1
Pay vs Performance Disclosure
12 Months Ended
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Pay vs Performance Disclosure [Table]      
Pay vs Performance [Table Text Block]
Pay versus Performance

In accordance with Item 402(v) of Regulation S-K (the “Pay Versus Performance Rule”), adopted by the Securities and Exchange Commission pursuant to Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, the following table (the “Pay Versus Performance Table”), and the disclosures below, illustrate the relationships between executive compensation actually paid to our principal executive officer (“PEO”) and the average of the executive compensation actually paid to the named executive officers other than the PEO as a group, on one hand, and select financial metrics on the other hand, across our last three (3) completed fiscal years. Refer to the Compensation Discussion and Analysis commencing on page 22 for additional information regarding our pay-for-performance philosophy and how target and actual compensation aligns with our performance. The Compensation Committee did not consider the pay versus performance disclosure below in making its pay decisions for any of the fiscal years shown.

Compensation actually paid, as required under the Pay Versus Performance Rule, reflects the adjustments to unvested and vested equity awards during the years shown in the table below, and does not reflect the actual amounts of compensation earned or paid to our PEO and other named executive officers as a group for the applicable year. Compensation actually paid generally fluctuates due to increases or decreases in our stock price.
Pay Versus Performance
 
Value of Initial Fixed $100
Investment Based On:
 
Year
Summary
Compensation
Table Total
for PEO(1)
Compensation
Actually Paid
to PEO(1), (3)
Average Summary
Compensation Table
Total for Non-PEO
Named Executive
Officers(2)
Average
Compensation
Actually Paid to
Non-PEO
Named Executive
Officers(2), (3)
Total
Share-holder
Return(4)
Peer Group
Total
Share-holder
Return(5)
Net Income(6)
Adjusted
Earnings per
Share(7)
2022
$11,420,501
$12,993,704
$3,933,473
$3,977,758
$174.03
$137.67
$406,122,000
$8.12
2021
$11,024,040
$14,315,189
$3,819,102
$5,245,458
$148.99
$153.00
$383,532,000
$7.04
2020
$10,808,156
$11,315,009
$3,631,169
$3,846,234
$106.47
$119.84
$132,943,000
$6.40

(1)
For all years reported, the PEO was Anthony J. Guzzi, Chairman, President, and Chief Executive Officer.
(2)
For all years reported, the non-PEO named executive officers were: Mark A. Pompa, Executive Vice President and Chief Financial Officer; R. Kevin Matz, Executive Vice President — Shared Services; and Maxine L. Mauricio, Executive Vice President, General Counsel, and Corporate Secretary.
(3)
To calculate “compensation actually paid,” adjustments were made to the amounts of total compensation reported in the Summary Compensation Table on page 34. A reconciliation, showing the adjustments for the PEO as well as the non-PEO named executive officers as a group, is shown below on page 37.
(4)
Total Shareholder Return assumes the investment of $100 in our common stock on December 31, 2019 as well as the reinvestment of all dividends.
(5)
For purposes of the “Peer group total shareholder return” column of this table, the S&P 400 Capital Goods Index was used as our selected peer group.
(6)
Reflects “Net Income” as reported in our audited financial statements included on Form 10-K for each of the years ended December 31, 2022, 2021, and 2020.
(7)
Adjusted earnings per share represents the Company-Selected Measure, which we believe represents the most important financial performance measure used to link compensation actually paid to our named executive officers to company performance. Adjusted earnings per share is more broadly defined commencing on page 25 under “Annual Incentive Program.”

The following tabular list sets forth the other financial measures which, in our assessment, represent the most important financial performance measures that we use to link compensation actually paid to our named executive officers, for the most recently completed fiscal year, to company performance:
Metric(1)
Type of compensation to which metric applies
Adjusted earnings per share
Annual Incentive Program
LTIP Cash Target Bonuses
Adjusted operating income
Annual Incentive Program
Adjusted positive operating cash flow
Annual Incentive Program

(1)
The metrics described in this table apply to the compensation of all named executive officers, including the PEO.

To calculate “compensation actually paid” in the Pay Versus Performance table on page 36, adjustments were made to the amounts of total compensation reported in the Summary Compensation Table on page 34. A reconciliation, showing the adjustments for the PEO as well as the non-PEO named executive officers as a group, is shown below.
Reconciliation of Compensation Actually Paid to PEO
2022
2021
2020
Total compensation per Summary Compensation Table
$11,420,501
$11,024,040
$10,808,156
Deduct amounts reported under “Stock Awards” in Summary Compensation Table
$(2,643,739)
$(2,320,597)
$(2,271,245)
Add fair value of awards granted during the year that remain outstanding and unvested as of year-end
$3,088,094
$3,327,682
$2,410,520
Change in fair value of awards granted in prior years that remain outstanding and unvested as of year-end
$1,124,764
$2,340,255
$357,595
Change in fair value of awards granted in prior years that vested in the current year
$4,084
$(56,191)
$9,983
Compensation Actually Paid
$12,993,704
$14,315,189
$11,315,009
Reconciliation of Average Compensation Actually Paid to Non-PEO
Named Executive Officers as a Group
2022
2021
2020
Average total compensation per Summary Compensation Table
$3,933,473
$3,819,102
$3,631,169
Deduct amounts reported under “Stock Awards” in Summary Compensation Table
$(675,687)
$(631,224)
$(595,580)
Add fair value of awards granted during the year that remain outstanding and unvested as of year-end
$788,982
$904,851
$632,050
Change in fair value of awards granted in prior years that remain outstanding and unvested as of year-end
$300,019
$1,166,990
$176,081
Change in fair value of awards granted in prior years that vested in the current year
$(369,029)
$(14,261)
$2,514
Average Compensation Actually Paid
$3,977,758
$5,245,458
$3,846,234
   
Company Selected Measure Name Adjusted earnings per share    
Named Executive Officers, Footnote [Text Block]
(2)
For all years reported, the non-PEO named executive officers were: Mark A. Pompa, Executive Vice President and Chief Financial Officer; R. Kevin Matz, Executive Vice President — Shared Services; and Maxine L. Mauricio, Executive Vice President, General Counsel, and Corporate Secretary.
   
Peer Group Issuers, Footnote [Text Block]
(5)
For purposes of the “Peer group total shareholder return” column of this table, the S&P 400 Capital Goods Index was used as our selected peer group.
   
PEO Total Compensation Amount $ 11,420,501 $ 11,024,040 $ 10,808,156
PEO Actually Paid Compensation Amount $ 12,993,704 14,315,189 11,315,009
Adjustment To PEO Compensation, Footnote [Text Block]

To calculate “compensation actually paid” in the Pay Versus Performance table on page 36, adjustments were made to the amounts of total compensation reported in the Summary Compensation Table on page 34. A reconciliation, showing the adjustments for the PEO as well as the non-PEO named executive officers as a group, is shown below.
Reconciliation of Compensation Actually Paid to PEO
2022
2021
2020
Total compensation per Summary Compensation Table
$11,420,501
$11,024,040
$10,808,156
Deduct amounts reported under “Stock Awards” in Summary Compensation Table
$(2,643,739)
$(2,320,597)
$(2,271,245)
Add fair value of awards granted during the year that remain outstanding and unvested as of year-end
$3,088,094
$3,327,682
$2,410,520
Change in fair value of awards granted in prior years that remain outstanding and unvested as of year-end
$1,124,764
$2,340,255
$357,595
Change in fair value of awards granted in prior years that vested in the current year
$4,084
$(56,191)
$9,983
Compensation Actually Paid
$12,993,704
$14,315,189
$11,315,009
   
Non-PEO NEO Average Total Compensation Amount $ 3,933,473 3,819,102 3,631,169
Non-PEO NEO Average Compensation Actually Paid Amount $ 3,977,758 5,245,458 3,846,234
Adjustment to Non-PEO NEO Compensation Footnote [Text Block]

To calculate “compensation actually paid” in the Pay Versus Performance table on page 36, adjustments were made to the amounts of total compensation reported in the Summary Compensation Table on page 34. A reconciliation, showing the adjustments for the PEO as well as the non-PEO named executive officers as a group, is shown below.
Reconciliation of Average Compensation Actually Paid to Non-PEO
Named Executive Officers as a Group
2022
2021
2020
Average total compensation per Summary Compensation Table
$3,933,473
$3,819,102
$3,631,169
Deduct amounts reported under “Stock Awards” in Summary Compensation Table
$(675,687)
$(631,224)
$(595,580)
Add fair value of awards granted during the year that remain outstanding and unvested as of year-end
$788,982
$904,851
$632,050
Change in fair value of awards granted in prior years that remain outstanding and unvested as of year-end
$300,019
$1,166,990
$176,081
Change in fair value of awards granted in prior years that vested in the current year
$(369,029)
$(14,261)
$2,514
Average Compensation Actually Paid
$3,977,758
$5,245,458
$3,846,234
   
Compensation Actually Paid vs. Total Shareholder Return [Text Block]

The following graphs summarize the relationships between (i) executive compensation actually paid and total shareholder return (“TSR”) (with a comparison of TSR between the Company and our peer group); (ii) executive compensation actually paid and the Company’s net income; and (iii) executive compensation actually paid and our adjusted earnings per share, which is our Company-Selected Measure as discussed above; in each case, across our last three (3) completed fiscal years.
graphic
graphic
   
Compensation Actually Paid vs. Net Income [Text Block]

The following graphs summarize the relationships between (i) executive compensation actually paid and total shareholder return (“TSR”) (with a comparison of TSR between the Company and our peer group); (ii) executive compensation actually paid and the Company’s net income; and (iii) executive compensation actually paid and our adjusted earnings per share, which is our Company-Selected Measure as discussed above; in each case, across our last three (3) completed fiscal years.
graphic
graphic
(1)
Net income for the year ended December 31, 2020, included a $221.6 million non-cash impairment loss, net of tax, on goodwill, identifiable intangible assets, and other long-lived assets.
   
Compensation Actually Paid vs. Company Selected Measure [Text Block]

The following graphs summarize the relationships between (i) executive compensation actually paid and total shareholder return (“TSR”) (with a comparison of TSR between the Company and our peer group); (ii) executive compensation actually paid and the Company’s net income; and (iii) executive compensation actually paid and our adjusted earnings per share, which is our Company-Selected Measure as discussed above; in each case, across our last three (3) completed fiscal years.
graphic
   
Total Shareholder Return Vs Peer Group [Text Block]

The following graphs summarize the relationships between (i) executive compensation actually paid and total shareholder return (“TSR”) (with a comparison of TSR between the Company and our peer group); (ii) executive compensation actually paid and the Company’s net income; and (iii) executive compensation actually paid and our adjusted earnings per share, which is our Company-Selected Measure as discussed above; in each case, across our last three (3) completed fiscal years.
graphic
graphic
   
Tabular List [Table Text Block]

The following tabular list sets forth the other financial measures which, in our assessment, represent the most important financial performance measures that we use to link compensation actually paid to our named executive officers, for the most recently completed fiscal year, to company performance:
Metric(1)
Type of compensation to which metric applies
Adjusted earnings per share
Annual Incentive Program
LTIP Cash Target Bonuses
Adjusted operating income
Annual Incentive Program
Adjusted positive operating cash flow
Annual Incentive Program
(1)
The metrics described in this table apply to the compensation of all named executive officers, including the PEO.
   
Total Shareholder Return Amount $ 174.03 148.99 106.47
Peer Group Total Shareholder Return Amount 137.67 153 119.84
Net Income (Loss) $ 406,122,000 $ 383,532,000 $ 132,943,000
Company Selected Measure Amount 8.12 7.04 6.4
PEO Name Anthony J. Guzzi Anthony J. Guzzi Anthony J. Guzzi
Measure [Axis]: 1      
Pay vs Performance Disclosure [Table]      
Measure Name Adjusted earnings per share    
Non-GAAP Measure Description [Text Block]
(7)
Adjusted earnings per share represents the Company-Selected Measure, which we believe represents the most important financial performance measure used to link compensation actually paid to our named executive officers to company performance. Adjusted earnings per share is more broadly defined commencing on page 25 under “Annual Incentive Program.”
   
Measure [Axis]: 2      
Pay vs Performance Disclosure [Table]      
Measure Name Adjusted operating income    
Measure [Axis]: 3      
Pay vs Performance Disclosure [Table]      
Measure Name Adjusted positive operating cash flow    
PEO [Member] | Amounts Reported Under Stock Awards in Summary Compensation Table [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount $ (2,643,739) $ (2,320,597) $ (2,271,245)
PEO [Member] | Fair Value of Awards Granted During the Year that Remain Outstanding and Unvested as of Year-End [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 3,088,094 3,327,682 2,410,520
PEO [Member] | Change in Fair Value of Awards Granted in Prior Years that Remain Outstanding and Unvested as of Year-End [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 1,124,764 2,340,255 357,595
PEO [Member] | Change in Fair Value of Awards Granted in Prior Years that Vested in the Current Year [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 4,084 (56,191) 9,983
Non-PEO NEO [Member] | Amounts Reported Under Stock Awards in Summary Compensation Table [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount (675,687) (631,224) (595,580)
Non-PEO NEO [Member] | Fair Value of Awards Granted During the Year that Remain Outstanding and Unvested as of Year-End [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 788,982 904,851 632,050
Non-PEO NEO [Member] | Change in Fair Value of Awards Granted in Prior Years that Remain Outstanding and Unvested as of Year-End [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 300,019 1,166,990 176,081
Non-PEO NEO [Member] | Change in Fair Value of Awards Granted in Prior Years that Vested in the Current Year [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount $ (369,029) $ (14,261) $ 2,514