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Pay vs Performance Disclosure
pure in Millions
12 Months Ended
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Dec. 31, 2019
USD ($)
Dec. 31, 2018
USD ($)
Pay vs Performance Disclosure [Table]          
Pay vs Performance [Table Text Block]
Pay Versus Performance
Pay Versus Performance Table
As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between executive compensation actually paid and certain financial performance of the Company. The table below reflects Compensation Actually Paid to the Company’s Chief Executive Officer (“CEO”) and average Compensation Actually Paid to Non-CEO NEOs during 2018 through 2022. In addition, the table compares the Company’s Total Shareholder Return (“TSR”) against peer group TSR using S&P 500 Industrials (sector comparison). For further information concerning the Company’s variable pay-for-performance philosophy and how the Company aligns executive compensation with the Company’s performance, refer to “Compensation Discussion and Analysis.”
Summary
Compensation
Table Total for
CEO
($)(1)
Compensation
Actually Paid to
CEO
($)(1)
Average
Summary
Compensation
Table Total for
Non-CEO NEOs
($)(1)
Average
Compensation
Actually Paid to
Non-CEO NEOs
($)(1)
Value of Initial Fixed $100
Investment Based on:
Net Income
($ millions)(3)
Adjusted
EBITDA
($ millions)
(3)(4)
Year
Generac
TSR
($)
Peer Group
TSR
($)(2)
2022 6,807,676 (19,884,139) 1,613,648 (2,501,201) 203.14 142.63 408.9 825.4
2021 7,519,812 45,045,143 2,178,594 10,308,753 710.28 150.89 556.6 861.4
2020 6,961,596 50,563,134 1,748,639 11,189,642 459.04 124.59 347.2 583.8
2019 6,050,937 28,371,014 1,597,189 6,346,729 203.08 112.17 252.3 454.1
2018 5,883,719 8,623,168 1,603,323 2,177,446 100.35 86.71 241.2 424.6
(1)
Amounts represent Summary Compensation Table (“SCT”) total compensation and compensation “actually paid” ​(“CAP”) to our primary executive officer (our CEO), and the average SCT compensation and CAP to our remaining NEOs for the relevant fiscal year. Our NEOs include the individuals indicated in the table below for each fiscal year:
Year
CEO
Non-CEO NEOs
2022
Aaron Jagdfeld
Patrick Forsythe, York Ragen, Norm Taffe, and Erik Wilde
2021
Aaron Jagdfeld
Patrick Forsythe, Russell Minick, York Ragen, and Erik Wilde
2020
Aaron Jagdfeld
Patrick Forsythe, Russell Minick, York Ragen, and Erik Wilde
2019
Aaron Jagdfeld
Patrick Forsythe, Russell Minick, York Ragen, and Erik Wilde
2018
Aaron Jagdfeld
Patrick Forsythe, Russell Minick, York Ragen, and Erik Wilde
CAP represents the “Total” compensation reported in the SCT for the applicable fiscal year, adjusted as set forth below. None of our NEOs participate in a pension plan; therefore, no adjustments from the SCT total related to pension value are needed.
2018
2019
2020
2021
2022
Adjustments
CEO
Average non-
CEO NEOs
CEO
Average non-
CEO NEOs
CEO
Average non-
CEO NEOs
CEO
Average non-
CEO NEOs
CEO
Average non-
CEO NEOs
Deduction for Amounts
Reported under the “Stock
Awards” and “Option
Awards” Columns in the
Summary Compensation
Table for Applicable FY
$ (3,360,079) $ (751,814) $ (3,500,012) $ (775,080) $ (4,000,039) $ (819,443) $ (5,000,287) $ (1,344,446) $ (5,750,198) $ (1,200,356)
Increase for ASC 718 Fair
Value of Awards Granted
during Applicable FY that
Remain Unvested as of
Applicable FY End,
determined as of Applicable
FY End
$ 4,585,583 $ 1,026,023 $ 9,078,989 $ 2,010,525 $ 12,496,480 $ 2,559,987 $ 5,503,280 $ 1,455,423 $ 1,297,184 $ 295,801
Increase/deduction for Awards
Granted during Prior FY that
were Outstanding and
Unvested as of Applicable
FY End, determined based
on change in ASC 718 Fair
Value from Prior FY End to
Applicable FY End
$ 1,745,445 $ 314,505 $ 16,466,626 $ 3,398,108 $ 34,780,954 $ 7,646,497 $ 18,401,180 $ 3,975,629 $ (18,601,108) $ (2,648,632)
Increase/deduction for Awards
Granted during Prior FY that
Vested During Applicable
FY, determined based on
change in ASC 718 Fair
Value from Prior FY End to
Vesting Date
$ (231,500) $ (14,591) $ 325,693 $ 124,286 $ 324,142 $ 53,962 $ 18,621,157 $ 4,043,554 $ (3,637,693) $ (561,662)
Deduction of ASC 718 Fair
Value of Awards Granted
during Prior FY that were
Forfeited during Applicable
FY, determined as of Prior
FY End
$ 0 $ 0 $ (51,219) $ (8,297) $ 0 $ 0 $ 0 $ 0 $ 0 $ 0
TOTAL ADJUSTMENTS $ 2,739,449 $ 574,123 $ 22,320,076 $ 4,749,541 $ 43,601,537 $ 9,441,003 $ 37,525,330 $ 8,130,159 $ (26,691,815) $ (4,114,850)
(2)
Our peer group is the S&P 500 Industrials (Sector) Index, which is the industry index used to show our performance in our Form 10-K.
(3)
Net income and Adjusted EBITDA as reported in the Pay Versus Performance Table are before adjusting for non-controlling interests.
(4)
Our company-selected measure, which is the measure we believe represents the most important financial performance measure not otherwise presented in the table above that we use to link CAP for fiscal 2022 to performance, is Adjusted EBITDA, which is a Non-GAAP measure that excludes the impact of acquisitions. A reconciliation of Adjusted EBITDA to net income can be found in Item 7 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022.
       
Company Selected Measure Name Adjusted EBITDA        
Named Executive Officers, Footnote [Text Block]
(1)
Amounts represent Summary Compensation Table (“SCT”) total compensation and compensation “actually paid” ​(“CAP”) to our primary executive officer (our CEO), and the average SCT compensation and CAP to our remaining NEOs for the relevant fiscal year. Our NEOs include the individuals indicated in the table below for each fiscal year:
Year
CEO
Non-CEO NEOs
2022
Aaron Jagdfeld
Patrick Forsythe, York Ragen, Norm Taffe, and Erik Wilde
2021
Aaron Jagdfeld
Patrick Forsythe, Russell Minick, York Ragen, and Erik Wilde
2020
Aaron Jagdfeld
Patrick Forsythe, Russell Minick, York Ragen, and Erik Wilde
2019
Aaron Jagdfeld
Patrick Forsythe, Russell Minick, York Ragen, and Erik Wilde
2018
Aaron Jagdfeld
Patrick Forsythe, Russell Minick, York Ragen, and Erik Wilde
       
Peer Group Issuers, Footnote [Text Block]
(2)
Our peer group is the S&P 500 Industrials (Sector) Index, which is the industry index used to show our performance in our Form 10-K.
       
PEO Total Compensation Amount $ 6,807,676 $ 7,519,812 $ 6,961,596 $ 6,050,937 $ 5,883,719
PEO Actually Paid Compensation Amount $ (19,884,139) 45,045,143 50,563,134 28,371,014 8,623,168
Adjustment To PEO Compensation, Footnote [Text Block]
CAP represents the “Total” compensation reported in the SCT for the applicable fiscal year, adjusted as set forth below. None of our NEOs participate in a pension plan; therefore, no adjustments from the SCT total related to pension value are needed.
2018
2019
2020
2021
2022
Adjustments
CEO
Average non-
CEO NEOs
CEO
Average non-
CEO NEOs
CEO
Average non-
CEO NEOs
CEO
Average non-
CEO NEOs
CEO
Average non-
CEO NEOs
Deduction for Amounts
Reported under the “Stock
Awards” and “Option
Awards” Columns in the
Summary Compensation
Table for Applicable FY
$ (3,360,079) $ (751,814) $ (3,500,012) $ (775,080) $ (4,000,039) $ (819,443) $ (5,000,287) $ (1,344,446) $ (5,750,198) $ (1,200,356)
Increase for ASC 718 Fair
Value of Awards Granted
during Applicable FY that
Remain Unvested as of
Applicable FY End,
determined as of Applicable
FY End
$ 4,585,583 $ 1,026,023 $ 9,078,989 $ 2,010,525 $ 12,496,480 $ 2,559,987 $ 5,503,280 $ 1,455,423 $ 1,297,184 $ 295,801
Increase/deduction for Awards
Granted during Prior FY that
were Outstanding and
Unvested as of Applicable
FY End, determined based
on change in ASC 718 Fair
Value from Prior FY End to
Applicable FY End
$ 1,745,445 $ 314,505 $ 16,466,626 $ 3,398,108 $ 34,780,954 $ 7,646,497 $ 18,401,180 $ 3,975,629 $ (18,601,108) $ (2,648,632)
Increase/deduction for Awards
Granted during Prior FY that
Vested During Applicable
FY, determined based on
change in ASC 718 Fair
Value from Prior FY End to
Vesting Date
$ (231,500) $ (14,591) $ 325,693 $ 124,286 $ 324,142 $ 53,962 $ 18,621,157 $ 4,043,554 $ (3,637,693) $ (561,662)
Deduction of ASC 718 Fair
Value of Awards Granted
during Prior FY that were
Forfeited during Applicable
FY, determined as of Prior
FY End
$ 0 $ 0 $ (51,219) $ (8,297) $ 0 $ 0 $ 0 $ 0 $ 0 $ 0
TOTAL ADJUSTMENTS $ 2,739,449 $ 574,123 $ 22,320,076 $ 4,749,541 $ 43,601,537 $ 9,441,003 $ 37,525,330 $ 8,130,159 $ (26,691,815) $ (4,114,850)
       
Non-PEO NEO Average Total Compensation Amount $ 1,613,648 2,178,594 1,748,639 1,597,189 1,603,323
Non-PEO NEO Average Compensation Actually Paid Amount $ (2,501,201) 10,308,753 11,189,642 6,346,729 2,177,446
Adjustment to Non-PEO NEO Compensation Footnote [Text Block]
CAP represents the “Total” compensation reported in the SCT for the applicable fiscal year, adjusted as set forth below. None of our NEOs participate in a pension plan; therefore, no adjustments from the SCT total related to pension value are needed.
2018
2019
2020
2021
2022
Adjustments
CEO
Average non-
CEO NEOs
CEO
Average non-
CEO NEOs
CEO
Average non-
CEO NEOs
CEO
Average non-
CEO NEOs
CEO
Average non-
CEO NEOs
Deduction for Amounts
Reported under the “Stock
Awards” and “Option
Awards” Columns in the
Summary Compensation
Table for Applicable FY
$ (3,360,079) $ (751,814) $ (3,500,012) $ (775,080) $ (4,000,039) $ (819,443) $ (5,000,287) $ (1,344,446) $ (5,750,198) $ (1,200,356)
Increase for ASC 718 Fair
Value of Awards Granted
during Applicable FY that
Remain Unvested as of
Applicable FY End,
determined as of Applicable
FY End
$ 4,585,583 $ 1,026,023 $ 9,078,989 $ 2,010,525 $ 12,496,480 $ 2,559,987 $ 5,503,280 $ 1,455,423 $ 1,297,184 $ 295,801
Increase/deduction for Awards
Granted during Prior FY that
were Outstanding and
Unvested as of Applicable
FY End, determined based
on change in ASC 718 Fair
Value from Prior FY End to
Applicable FY End
$ 1,745,445 $ 314,505 $ 16,466,626 $ 3,398,108 $ 34,780,954 $ 7,646,497 $ 18,401,180 $ 3,975,629 $ (18,601,108) $ (2,648,632)
Increase/deduction for Awards
Granted during Prior FY that
Vested During Applicable
FY, determined based on
change in ASC 718 Fair
Value from Prior FY End to
Vesting Date
$ (231,500) $ (14,591) $ 325,693 $ 124,286 $ 324,142 $ 53,962 $ 18,621,157 $ 4,043,554 $ (3,637,693) $ (561,662)
Deduction of ASC 718 Fair
Value of Awards Granted
during Prior FY that were
Forfeited during Applicable
FY, determined as of Prior
FY End
$ 0 $ 0 $ (51,219) $ (8,297) $ 0 $ 0 $ 0 $ 0 $ 0 $ 0
TOTAL ADJUSTMENTS $ 2,739,449 $ 574,123 $ 22,320,076 $ 4,749,541 $ 43,601,537 $ 9,441,003 $ 37,525,330 $ 8,130,159 $ (26,691,815) $ (4,114,850)
       
Compensation Actually Paid vs. Total Shareholder Return [Text Block]
[MISSING IMAGE: lc_tsr-pn.jpg]
       
Compensation Actually Paid vs. Net Income [Text Block]
[MISSING IMAGE: lc_netincome-pn.jpg]
       
Compensation Actually Paid vs. Company Selected Measure [Text Block]
[MISSING IMAGE: lc_ebitda-pn.jpg]
       
Tabular List [Table Text Block]
Pay Versus Performance Tabular List
We believe the following performance measures represent the most important financial performance measures used by us to link compensation actually paid to our NEOs for the fiscal year ended December 31, 2022:
Financial Performance Measures Linked to the Compensation of Named Executive Officers
Adjusted EBITDA
Primary Working Capital (“PWC”) as a Percent of Net Sales
Annual Revenue Growth Rate (“CAGR”)
Adjusted EBITDA Margin Percentage
Free Cash Flow (“FCF”)
The Compensation Discussion and Analysis provides a further description of how these metrics are defined and used in the Company’s executive compensation program.
       
Total Shareholder Return Amount $ 203.14 710.28 459.04 203.08 100.35
Peer Group Total Shareholder Return Amount 142.63 150.89 124.59 112.17 86.71
Net Income (Loss) $ 408,900,000 $ 556,600,000 $ 347,200,000 $ 252,300,000 $ 241,200,000
Company Selected Measure Amount 825.4 861.4 583.8 454.1 424.6
PEO Name Aaron Jagdfeld        
Measure [Axis]: 1          
Pay vs Performance Disclosure [Table]          
Measure Name Adjusted EBITDA        
Non-GAAP Measure Description [Text Block]
(4)
Our company-selected measure, which is the measure we believe represents the most important financial performance measure not otherwise presented in the table above that we use to link CAP for fiscal 2022 to performance, is Adjusted EBITDA, which is a Non-GAAP measure that excludes the impact of acquisitions. A reconciliation of Adjusted EBITDA to net income can be found in Item 7 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022.
       
Measure [Axis]: 2          
Pay vs Performance Disclosure [Table]          
Measure Name Primary Working Capital (“PWC”) as a Percent of Net Sales        
Measure [Axis]: 3          
Pay vs Performance Disclosure [Table]          
Measure Name Annual Revenue Growth Rate (“CAGR”)        
Measure [Axis]: 4          
Pay vs Performance Disclosure [Table]          
Measure Name Adjusted EBITDA Margin Percentage        
Measure [Axis]: 5          
Pay vs Performance Disclosure [Table]          
Measure Name Free Cash Flow (“FCF”)        
PEO [Member] | Equity Awards Value In Summary Compensation Table (Grant Date Value) [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount $ (5,750,198) $ (5,000,287) $ (4,000,039) $ (3,500,012) $ (3,360,079)
PEO [Member] | Equity Awards Adjustments Of Granted During Fiscal Year That Remain Unvested As Of Fiscal Year End [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount 1,297,184 5,503,280 12,496,480 9,078,989 4,585,583
PEO [Member] | Total Equity Awards Adjustments [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount (26,691,815) 37,525,330 43,601,537 22,320,076 2,739,449
PEO [Member] | Change In Fair Value Of Outstanding And Unvested Awards Granted In Prior Fiscal Years [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount (18,601,108) 18,401,180 34,780,954 16,466,626 1,745,445
PEO [Member] | Change In Fair Value As Of Vesting Date Of Prior Year Awards Vested During Current Year [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount (3,637,693) 18,621,157 324,142 325,693 (231,500)
PEO [Member] | Equity Awards Adjustments Of Value Of Awards Granted During Prior Fiscal Year That Were Forfeited During Applicable Fiscal Year [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount 0 0 0 (51,219) 0
Non-PEO NEO [Member] | Equity Awards Value In Summary Compensation Table (Grant Date Value) [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount (1,200,356) (1,344,446) (819,443) (775,080) (751,814)
Non-PEO NEO [Member] | Equity Awards Adjustments Of Granted During Fiscal Year That Remain Unvested As Of Fiscal Year End [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount 295,801 1,455,423 2,559,987 2,010,525 1,026,023
Non-PEO NEO [Member] | Total Equity Awards Adjustments [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount (4,114,850) 8,130,159 9,441,003 4,749,541 574,123
Non-PEO NEO [Member] | Change In Fair Value Of Outstanding And Unvested Awards Granted In Prior Fiscal Years [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount (2,648,632) 3,975,629 7,646,497 3,398,108 314,505
Non-PEO NEO [Member] | Change In Fair Value As Of Vesting Date Of Prior Year Awards Vested During Current Year [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount (561,662) 4,043,554 53,962 124,286 (14,591)
Non-PEO NEO [Member] | Equity Awards Adjustments Of Value Of Awards Granted During Prior Fiscal Year That Were Forfeited During Applicable Fiscal Year [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount $ 0 $ 0 $ 0 $ (8,297) $ 0