XML 57 R2.htm IDEA: XBRL DOCUMENT v3.25.1
Pay vs Performance Disclosure - USD ($)
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Pay vs Performance Disclosure          
Pay vs Performance Disclosure, Table
Pay Versus Performance
In accordance with rules adopted by the Securities and Exchange Commission pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, we provide the following disclosure regarding executive compensation and Company performance for fiscal years listed below. The Compensation Committee did not consider the pay versus performance disclosure below in making its pay decisions for any of the fiscal years shown.
 
 
PAY-VERSUS-PERFORMANCE
               
Year
  
Summary
Compensation
Table Total
for
PEO
(1)
  
Compensation
Actually Paid
to
PEO
(1),(2),(3)
  
Average
Summary
Compensation
Table Total
for
Non-PEO

NEOs
(1)
  
Average
Compensation
Actually Paid
to
Non-PEO
NEOs
(1),(2),(3)
  
Value of Initial
Fixed
$100 Investment
Based On:
 (4)
  
Net
Income
($MM)
  
Revenue
(5)
($MM)
       
 
TSR
  
Peer
Group
TSR
   
2024
     $ 5,897,496       $ 952,929       $ 1,494,000       -$ 138,358       $ 1,636       $ 129        $ 145.074       $ 1,355.6  
   
2023
     $ 3,260,513       $ 11,751,819       $ 1,225,448        $ 3,220,521       $ 3,386       $ 130        $ 226.801       $  1,318.0  
   
2022
     $ 3,577,227       $ 6,065,431       $  1,959,469        $ 2,565,921       $  2,154       $  136       -$  187.282       $ 653.6  
   
2021
     $  12,214,089       $ 33,413,121       $ 2,676,340        $  10,147,590       $ 1,544       $ 126        $ 3.937       $ 314.3  
   
2020
     $ 816,288       $  18,129,388       $ 443,646        $ 13,411,646       $ 1,042       $ 110        $ 8.524       $ 130.7  
 
(1)
 
The Principal Executive Officer (“PEO”) from 2020 through 2024 is John Fieldly. The
Non-PEO
NEOs for whom the average compensation is presented in this table are as follows:
 
  -
2024: Jarrod Langhans, Tony Guilfoyle, Paul Storey, and Richard Mattessich
  -
2023: Jarrod Langhans, Tony Guilfoyle, Toby David, and Paul Storey
  -
2022: Edwin Negron-Carballo, Jarrod Langhans, Tony Guilfoyle, Toby David, and Paul Storey
  -
2021 and 2020: Edwin Negron-Carballo
 
(2)
 
The amounts shown as Compensation Actually Paid (“CAP”) have been calculated in accordance with Item 402(v) of Regulation
S-K
and do not reflect compensation actually realized or received by the Company’s NEOs. These amounts reflect total compensation as set forth in the Summary Compensation Table for each year, adjusted as described in footnote 3 below.
(3)
 
Compensation Actually Paid reflects the exclusions and inclusions for the PEO and the NEOs set forth below. Amounts excluded, which are set forth in the Exclusion of Stock Awards columns below, represent the Stock Awards amounts from the applicable Summary Compensation Table. Amounts included in the Inclusion of Equity Values column below are the aggregate of the following components, as applicable: the fair value as of the end of the fiscal year of unvested equity awards granted in that year; the change in fair value during the year of equity awards granted in prior years that remained outstanding and unvested at the end of the year; and the change in fair value during the year through the vesting date of equity awards granted in prior years that vested during that year, less the fair value at the end of the prior year of awards granted prior to the year that failed to meet applicable vesting conditions during the year. Equity values are calculated in accordance with FASB ASC Topic 718.
(4)
 
For purposes of this disclosure, the peer group for 2024 and 2023 is the custom group of peers consisting of Monster Beverage Corporation, Keurig Dr Pepper, PepsiCo, The Coca-Cola Company, and Starbucks Corporation, the same peer group used in the stock performance graph in our Annual Report on Form
10-K
required under section 201I for fiscal 2024. Dollar values assume $100 was invested for the cumulative period from December 31, 2019 through December 31, 2024, in either the Company or the custom peer group, and reinvestment of the
pre-tax
value of dividends paid. Historical stock performance is not necessarily indicative of future stock performance. The peer group for 2020-2022 consisted of Monster Beverage Corporation, National Beverage Corp, Primo Water Corp, Keurig Dr Pepper, PepsiCo, and The Coca-Cola Company, which was the custom peer group disclosed in our Annual Report on Form
10-K
stock performance graph for fiscal 2022; the value of a $100 investment in this prior peer group would have been $132 for 2024.
(5)
 
We determined Revenue to be the “most important” financial performance measure used to link performance to Compensation Actually Paid to our PEO and other NEOs in fiscal 2024, in accordance with Item 402(v) of Regulation
S-K.
 
 
 
Adjustments Made to Determine Compensation Actually Paid (CAP)
  
     
         
2024
  
     
Summary Compensation Table Total   PEO     $5,897,496  
 
Average Non-PEO NEOs
     $1,494,000  
     
Deduction for amounts reported under the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table   PEO     $4,466,303  
  Average Non-PEO NEOs     $994,311  
     
Increase for
year-end
fair value of awards granted during year that remain unvested as of
year-end
   PEO     $1,085,509  
 
Average Non-PEO
NEOs		     $234,070  
     
Increase/Deduction for change in fair value from prior
year-end
to current
year-end
of awards granted prior to that year that were outstanding and unvested as of
year-end
   PEO     -$1,231,973  
 
Average Non-PEO
NEOs		     -$887,086  
     
Increase for fair value as of the vesting dates for awards granted during year that vest during the year   PEO     $0  
 
Average Non-PEO
NEOs		     $0  
     
Increase/Deduction for change in fair value from prior
year-end
to current
year-end
of awards granted prior to that year that vested during year		   PEO     -$4,680  
  Average Non-PEO NEOs     $14,968  
     
Deduction for fair value of awards granted prior to year that were forfeited during year   PEO     -$327,120  
 
Average Non- PEO NEOs
     $0  
     
Compensation Actually Paid
   PEO     $952,929  
 
Average Non-PEO
NEOs		     -$138,358  
        
Company Selected Measure Name Revenue        
Named Executive Officers, Footnote
(1)
 
The Principal Executive Officer (“PEO”) from 2020 through 2024 is John Fieldly. The
Non-PEO
NEOs for whom the average compensation is presented in this table are as follows:
 
  -
2024: Jarrod Langhans, Tony Guilfoyle, Paul Storey, and Richard Mattessich
  -
2023: Jarrod Langhans, Tony Guilfoyle, Toby David, and Paul Storey
  -
2022: Edwin Negron-Carballo, Jarrod Langhans, Tony Guilfoyle, Toby David, and Paul Storey
  -
2021 and 2020: Edwin Negron-Carballo
       
Peer Group Issuers, Footnote
(4)
 
For purposes of this disclosure, the peer group for 2024 and 2023 is the custom group of peers consisting of Monster Beverage Corporation, Keurig Dr Pepper, PepsiCo, The Coca-Cola Company, and Starbucks Corporation, the same peer group used in the stock performance graph in our Annual Report on Form
10-K
required under section 201I for fiscal 2024. Dollar values assume $100 was invested for the cumulative period from December 31, 2019 through December 31, 2024, in either the Company or the custom peer group, and reinvestment of the
pre-tax
value of dividends paid. Historical stock performance is not necessarily indicative of future stock performance. The peer group for 2020-2022 consisted of Monster Beverage Corporation, National Beverage Corp, Primo Water Corp, Keurig Dr Pepper, PepsiCo, and The Coca-Cola Company, which was the custom peer group disclosed in our Annual Report on Form
10-K
stock performance graph for fiscal 2022; the value of a $100 investment in this prior peer group would have been $132 for 2024.
       
PEO Total Compensation Amount $ 5,897,496 $ 3,260,513 $ 3,577,227 $ 12,214,089 $ 816,288
PEO Actually Paid Compensation Amount $ 952,929 11,751,819 6,065,431 33,413,121 18,129,388
Adjustment To PEO Compensation, Footnote
(3)
 
Compensation Actually Paid reflects the exclusions and inclusions for the PEO and the NEOs set forth below. Amounts excluded, which are set forth in the Exclusion of Stock Awards columns below, represent the Stock Awards amounts from the applicable Summary Compensation Table. Amounts included in the Inclusion of Equity Values column below are the aggregate of the following components, as applicable: the fair value as of the end of the fiscal year of unvested equity awards granted in that year; the change in fair value during the year of equity awards granted in prior years that remained outstanding and unvested at the end of the year; and the change in fair value during the year through the vesting date of equity awards granted in prior years that vested during that year, less the fair value at the end of the prior year of awards granted prior to the year that failed to meet applicable vesting conditions during the year. Equity values are calculated in accordance with FASB ASC Topic 718.
 
Adjustments Made to Determine Compensation Actually Paid (CAP)
  
     
         
2024
  
     
Summary Compensation Table Total   PEO     $5,897,496  
 
Average Non-PEO NEOs
     $1,494,000  
     
Deduction for amounts reported under the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table   PEO     $4,466,303  
  Average Non-PEO NEOs     $994,311  
     
Increase for
year-end
fair value of awards granted during year that remain unvested as of
year-end
   PEO     $1,085,509  
 
Average Non-PEO
NEOs		     $234,070  
     
Increase/Deduction for change in fair value from prior
year-end
to current
year-end
of awards granted prior to that year that were outstanding and unvested as of
year-end
   PEO     -$1,231,973  
 
Average Non-PEO
NEOs		     -$887,086  
     
Increase for fair value as of the vesting dates for awards granted during year that vest during the year   PEO     $0  
 
Average Non-PEO
NEOs		     $0  
     
Increase/Deduction for change in fair value from prior
year-end
to current
year-end
of awards granted prior to that year that vested during year		   PEO     -$4,680  
  Average Non-PEO NEOs     $14,968  
     
Deduction for fair value of awards granted prior to year that were forfeited during year   PEO     -$327,120  
 
Average Non- PEO NEOs
     $0  
     
Compensation Actually Paid
   PEO     $952,929  
 
Average Non-PEO
NEOs		     -$138,358  
        
Non-PEO NEO Average Total Compensation Amount $ 1,494,000 1,225,448 1,959,469 2,676,340 443,646
Non-PEO NEO Average Compensation Actually Paid Amount $ (138,358) 3,220,521 2,565,921 10,147,590 13,411,646
Adjustment to Non-PEO NEO Compensation Footnote
(3)
 
Compensation Actually Paid reflects the exclusions and inclusions for the PEO and the NEOs set forth below. Amounts excluded, which are set forth in the Exclusion of Stock Awards columns below, represent the Stock Awards amounts from the applicable Summary Compensation Table. Amounts included in the Inclusion of Equity Values column below are the aggregate of the following components, as applicable: the fair value as of the end of the fiscal year of unvested equity awards granted in that year; the change in fair value during the year of equity awards granted in prior years that remained outstanding and unvested at the end of the year; and the change in fair value during the year through the vesting date of equity awards granted in prior years that vested during that year, less the fair value at the end of the prior year of awards granted prior to the year that failed to meet applicable vesting conditions during the year. Equity values are calculated in accordance with FASB ASC Topic 718.
 
Adjustments Made to Determine Compensation Actually Paid (CAP)
  
     
         
2024
  
     
Summary Compensation Table Total   PEO     $5,897,496  
 
Average Non-PEO NEOs
     $1,494,000  
     
Deduction for amounts reported under the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table   PEO     $4,466,303  
  Average Non-PEO NEOs     $994,311  
     
Increase for
year-end
fair value of awards granted during year that remain unvested as of
year-end
   PEO     $1,085,509  
 
Average Non-PEO
NEOs		     $234,070  
     
Increase/Deduction for change in fair value from prior
year-end
to current
year-end
of awards granted prior to that year that were outstanding and unvested as of
year-end
   PEO     -$1,231,973  
 
Average Non-PEO
NEOs		     -$887,086  
     
Increase for fair value as of the vesting dates for awards granted during year that vest during the year   PEO     $0  
 
Average Non-PEO
NEOs		     $0  
     
Increase/Deduction for change in fair value from prior
year-end
to current
year-end
of awards granted prior to that year that vested during year		   PEO     -$4,680  
  Average Non-PEO NEOs     $14,968  
     
Deduction for fair value of awards granted prior to year that were forfeited during year   PEO     -$327,120  
 
Average Non- PEO NEOs
     $0  
     
Compensation Actually Paid
   PEO     $952,929  
 
Average Non-PEO
NEOs		     -$138,358  
        
Compensation Actually Paid vs. Total Shareholder Return
Description of Relationship Between NEO Compensation Actually Paid (“CAP”) and Total Shareholder Return (“TSR”)
The following chart sets forth the relationship between CAP to our PEO (i.e., CEO), the average of CAP to our other NEOs, the Company’s cumulative TSR, and the Peer Group’s cumulative TSR over the fiscal three year period from 2020 through 2024.
 
LOGO 		       
Compensation Actually Paid vs. Net Income
Description of Relationship Between NEO Compensation Actually Paid and Net Income
The following chart sets forth the relationship between CAP to our PEO (i.e., CEO), the average of CAP to our other NEOs, and our net income during fiscal 2020 through 2024.
 
LOGO 		       
Compensation Actually Paid vs. Company Selected Measure
Description of Relationship Between NEO Compensation Actually Paid and Revenue
The following chart sets forth the relationship between CAP to our PEO (i.e., CEO), the average of CAP to our other NEOs, and Revenue during fiscal 2020 through 2024.
 
LOGO 		       
Total Shareholder Return Vs Peer Group
Description of Relationship Between NEO Compensation Actually Paid (“CAP”) and Total Shareholder Return (“TSR”)
The following chart sets forth the relationship between CAP to our PEO (i.e., CEO), the average of CAP to our other NEOs, the Company’s cumulative TSR, and the Peer Group’s cumulative TSR over the fiscal three year period from 2020 through 2024.
 
LOGO 		       
Tabular List, Table
Most Important Measures to Determine Compensation Actually Paid for the fiscal year ended December 31, 2024
The four items listed in the table below represent the most important metrics we used to link compensation actually paid to our NEOs, for the fiscal year ended December 31, 2024, to Company performance.
 
Revenue
Gross Profit
Adjusted EBITDA
Relative TSR
        
Total Shareholder Return Amount $ 1,636 3,386 2,154 1,544 1,042
Peer Group Total Shareholder Return Amount 129 130 136 126 110
Net Income (Loss) $ 145,074,000.000 $ 226,801,000 $ 187,282,000 $ 3,937,000 $ 8,524,000
Company Selected Measure Amount 1,355,600,000 1,318,000,000 653,600,000 314,300,000 130,700,000
PEO Name John Fieldly        
Measure:: 1          
Pay vs Performance Disclosure          
Name Revenue        
Measure:: 2          
Pay vs Performance Disclosure          
Name Gross Profit        
Measure:: 3          
Pay vs Performance Disclosure          
Name Adjusted EBITDA        
Measure:: 4          
Pay vs Performance Disclosure          
Name Relative TSR        
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ 1,085,509        
PEO | 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 (1,231,973)        
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
PEO | 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 (4,680)        
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (327,120)        
PEO | Deduction for Amounts Reported Under the Stock Awards and Option Awards Columns in the Summary Compensation [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (4,466,303)        
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 234,070        
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 (887,086)        
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
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 14,968        
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
Non-PEO NEO | Deduction for Amounts Reported Under the Stock Awards and Option Awards Columns in the Summary Compensation [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ (994,311)