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Pay vs Performance Disclosure
12 Months Ended
Dec. 31, 2024
USD ($)
$ / shares
Dec. 31, 2023
USD ($)
$ / shares
Dec. 31, 2022
USD ($)
$ / shares
Dec. 31, 2021
USD ($)
$ / shares
Dec. 31, 2020
USD ($)
$ / shares
Pay vs Performance Disclosure          
Pay vs Performance Disclosure, Table

Pay Versus Performance Table

The following table sets forth additional compensation information of our Chief Executive Officer (CEO) and our other NEOs along with our total shareholder return, the total shareholder return of the peer group identified below, our net income, and revenue, our company selected measure, for our fiscal years ending in 2020, 2021, 2022, 2023 and 2024:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Value of Initial Fixed $100 Investment Based On:

 

(in thousands)

Year
(1)

Summary
Compensation
Table Total for
CEO#1

Compensation
Actually Paid
to CEO#1
(2)(3)

Summary
Compensation
Table Total
for CEO#2

Compensation
Actually Paid
 to CEO#2
 (2)(3)

Average
Summary
Compensation
Table Total for
Other NEOs

Average
Compensation
Actually Paid
to Other NEOs
(2)(3)

Total
Shareholder
Return (9)

Peer Group
Total
Shareholder
Return (9)

Net
income

Revenue

2024

 

 

11,013,860

 

 

25,820,865 (4)

 

 

 

 

 

 

 

2,421,701

 

 

3,855,899 (4)

 

 

223.45

 

 

 

189.71

 

 

 

 

235,053

 

 

 

6,750,576

 

 

2023

 

 

18,596,895

 

 

25,548,246 (5)

 

 

 

 

 

 

 

2,160,582

 

 

3,296,957 (5)

 

 

151.91

 

 

 

165.65

 

 

 

 

161,149

 

 

 

5,442,749

 

 

2022

 

 

6,973,806

 

 

10,626,325 (6)

 

 

 

 

 

 

 

1,945,846

 

 

3,331,189 (6)

 

 

112.04

 

 

 

142.59

 

 

 

 

96,664

 

 

 

4,195,272

 

 

2021

 

 

5,348,118

 

 

4,077,659 (7)

 

 

7,119,599

 

 

3,822,001 (7)

 

 

1,498,734

 

 

864,158 (7)

 

 

81.52

 

 

 

139.03

 

 

 

 

64,072

 

 

 

3,660,771

 

 

2020

 

 

 

 

 

 

 

8,231,959

 

 

2,601,283 (8)

 

 

2,507,932

 

 

1,676,265 (8)

 

 

88.20

 

 

 

115.30

 

 

 

 

98,541

 

 

 

3,918,946

 

 

 

(1)
NEOs included in the above compensation columns reflect the following:

 

Year

CEO#1

CEO#2

Other NEOs

2024

Carey A. Smith

 

Susan M. Balaguer, Michael R. Kolloway and Matthew Ofilos

2023

Carey A. Smith

 

Susan M. Balaguer, Michael R. Kolloway and Matthew Ofilos

2022

Carey A. Smith

 

Susan M. Balaguer, George L. Ball, Charles L. Harrington, Michael R. Kolloway and Matthew Ofilos

2021

Carey A. Smith

Charles L. Harrington

George L. Ball, Debra A. Fiori and Michael R. Kolloway

2020

 

Charles L. Harrington

George L. Ball, Debra A. Fiori, Michael R. Kolloway and Carey A. Smith

 

(2)
Fair value or change in fair value, as applicable, of equity awards in the Compensation "Actually Paid" columns was determined by reference to (1) for RSU awards (excluding Total Shareholder Return “TSR” awards and other performance-based awards), closing price on applicable year-end date(s) or, in the case of vesting dates, the actual vesting price, (2) for performance-based RSU awards (excluding TSR Awards), the same valuation methodology as RSU awards above except year-end values are multiplied times the probability of achievement as of each such date (3) for TSR-based awards, the fair value calculated by a Monte Carlo simulation model as of the applicable valuation date(s).
(3)
For the portion of “Actually Paid” compensation that is based on year-end stock prices, the following prices were used: December 31, 2024 $92.25 (47.1% increase from prior year), December 31, 2023 $62.71 (35.6% increase from prior year), December 31, 2022 $46.25 (37.4% increase from prior year), December 31, 2021 $33.65 (7.58% reduction from prior year), December 31, 2020 $36.41 (11.8% reduction from prior year).
(4)
2024 Compensation "Actually Paid" to CEO#1 of $25,820,865 and the average Compensation "Actually Paid" to other NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

 

CEO#1

Average
Other NEOs

Total Reported in 2024 Summary Compensation Table (SCT)

11,013,860

 

2,421,701

 

Less, value of Stock Awards reported in SCT

(7,532,264)

 

(1,065,722)

 

Plus, Year-End value of Awards Granted in Fiscal Year that are Unvested and Outstanding

8,815,250

 

1,247,247

 

Plus, Change in Fair Value of Prior Year awards that are Outstanding and Unvested

12,111,084

 

1,124,216

 

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

Plus, Change in Fair Value (from prior year-end) of Prior Year awards that Vested this year

1,412,935

 

128,456

 

Less Prior Year Fair Value of Prior Year awards that Failed to vest this year

 

 

Total Adjustments

14,807,005

 

1,434,198

 

Compensation "Actually Paid" for Fiscal Year 2024

25,820,865

 

3,855,899

 

 

(5)
2023 Compensation "Actually Paid" to CEO#1 of $25,548,246 and the average Compensation "Actually Paid" to other NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

 

CEO#1

Average
Other NEOs

Total Reported in 2023 Summary Compensation Table (SCT)

18,596,895

 

2,160,582

 

Less, value of Stock Awards reported in SCT

(15,215,909)

 

(872,752)

 

Plus, Year-End value of Awards Granted in Fiscal Year that are Unvested and Outstanding

17,670,848

 

1,255,989

 

Plus, Change in Fair Value of Prior Year awards that are Outstanding and Unvested

4,516,447

 

731,953

 

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

Plus, Change in Fair Value (from prior year-end) of Prior Year awards that Vested this year

(20,035)

 

21,186

 

Less Prior Year Fair Value of Prior Year awards that Failed to vest this year

 

 

Total Adjustments

6,951,351

 

1,136,375

 

Compensation "Actually Paid" for Fiscal Year 2023

25,548,246

 

3,296,957

 

 

(6)
2022 Compensation “Actually Paid” to CEO#1 of $10,626,325 and the average Compensation “Actually Paid” to other NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

 

CEO#1

Average
Other NEOs

Total Reported in 2022 Summary Compensation Table (SCT)

6,973,806

 

1,945,846

 

Less, value of Stock Awards reported in SCT

(4,730,700)

 

(990,085)

 

Plus, Year-End value of Awards Granted in Fiscal Year that are Unvested and Outstanding

6,577,029

 

1,239,181

 

Plus, Change in Fair Value of Prior Year awards that are Outstanding and Unvested

1,736,210

 

570,784

 

Plus, FMV of Awards Granted this Year and that Vested this Year

 

326,744

 

Plus, Change in Fair Value (from prior year-end) of Prior Year awards that Vested this year

69,980

 

238,720

 

Less Prior Year Fair Value of Prior Year awards that Failed to vest this year

 

 

Total Adjustments

3,652,519

 

1,385,343

 

Compensation "Actually Paid" for Fiscal Year 2022

10,626,325

 

3,331,189

 

(7)
2021 Compensation “Actually Paid” to CEO#1 of $4,077,659, CEO#2 of $3,822,001 and the average Compensation “Actually Paid” to other NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

 

CEO#1

CEO#2

Average
Other NEOs

Total Reported in 2021 Summary Compensation Table (SCT)

5,348,118

 

7,119,599

 

1,498,734

 

Less, value of Stock Awards reported in SCT

(3,895,113)

 

(5,382,006)

 

(829,496)

 

Plus, Year-End value of Awards Granted in Fiscal Year that are Unvested and Outstanding

3,339,277

 

4,853,848

 

748,094

 

Plus, Change in Fair Value of Prior Year awards that are Outstanding and Unvested

(618,697)

 

(2,264,902)

 

(215,544)

 

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

 

Plus, Change in Fair Value (from prior year-end) of Prior Year awards that Vested this year

(95,926)

 

(504,539)

 

(337,629)

 

Less Prior Year Fair Value of Prior Year awards that Failed to vest this year

 

 

 

Total Adjustments

(1,270,459)

 

(3,297,598)

 

(634,576)

 

Compensation "Actually Paid" for Fiscal Year 2021

4,077,659

 

3,822,001

 

864,158

 

 

(8)
2020 Compensation “Actually Paid” to CEO#2 of $2,601,283 and the average Compensation “Actually Paid” to other NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

 

 

 

CEO#2

Average
Other NEOs

Total Reported in 2020 Summary Compensation Table (SCT)

 

8,231,959

 

2,507,932

 

Less, value of Stock Awards reported in SCT

 

(4,974,490)

 

(1,221,932)

 

Plus, Year-End value of Awards Granted in Fiscal Year that are Unvested and Outstanding

 

4,626,904

 

1,104,283

 

Plus, Change in Fair Value of Prior Year awards that are Outstanding and Unvested

 

(4,069,659)

 

(569,652)

 

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

 

Plus, Change in Fair Value (from prior year-end) of Prior Year awards that Vested this year

 

(1,213,431)

 

(144,365)

 

Less Prior Year Fair Value of Prior Year awards that Failed to vest this year

 

 

 

Total Adjustments

 

(5,630,676)

 

(831,667)

 

Compensation "Actually Paid" for Fiscal Year 2020

 

2,601,283

 

1,676,265

 

(9)
Company and peer group TSR reflects the Company’s Compensation Peer Group as approved in each year and reflected in the Compensation Discussion & Analysis of each of our 2021, 2022, 2023, 2024 and 2025 Annual Proxy Statements, respectively. The TSR for each year reflects what the cumulative value of $100 would be, including reinvestment of dividends, if such amount were invested into the peer group for that applicable year on December 31, 2019.

 

The only changes to the peer group in 2023 relative to 2022 was the removal of Maxar Technologies Inc and ManTech International Corporation as a result of their acquisitions. In 2022, the only change to the peer group relative to 2021 was the removal of Cubic Corporation as a result of its acquisition. 3-year TSR for the peer group approved in 2021, assuming a $100 initial investment on 12/31/2019, would have been $141.75. Changes to the peer group made in 2021 relative to the 2020 peer group were the removals of FLIR Systems and Perspecta as a result of their acquisitions and the addition of Maxar in light of its business relevance and size. 2-year TSR for the peer group approved in 2020, assuming a $100 initial investment on 12/31/2019, would have been $135.62.

       
Company Selected Measure Name Revenue        
Named Executive Officers, Footnote
(1)
NEOs included in the above compensation columns reflect the following:

 

Year

CEO#1

CEO#2

Other NEOs

2024

Carey A. Smith

 

Susan M. Balaguer, Michael R. Kolloway and Matthew Ofilos

2023

Carey A. Smith

 

Susan M. Balaguer, Michael R. Kolloway and Matthew Ofilos

2022

Carey A. Smith

 

Susan M. Balaguer, George L. Ball, Charles L. Harrington, Michael R. Kolloway and Matthew Ofilos

2021

Carey A. Smith

Charles L. Harrington

George L. Ball, Debra A. Fiori and Michael R. Kolloway

2020

 

Charles L. Harrington

George L. Ball, Debra A. Fiori, Michael R. Kolloway and Carey A. Smith

       
Peer Group Issuers, Footnote
(9)
Company and peer group TSR reflects the Company’s Compensation Peer Group as approved in each year and reflected in the Compensation Discussion & Analysis of each of our 2021, 2022, 2023, 2024 and 2025 Annual Proxy Statements, respectively. The TSR for each year reflects what the cumulative value of $100 would be, including reinvestment of dividends, if such amount were invested into the peer group for that applicable year on December 31, 2019.

 

The only changes to the peer group in 2023 relative to 2022 was the removal of Maxar Technologies Inc and ManTech International Corporation as a result of their acquisitions. In 2022, the only change to the peer group relative to 2021 was the removal of Cubic Corporation as a result of its acquisition. 3-year TSR for the peer group approved in 2021, assuming a $100 initial investment on 12/31/2019, would have been $141.75. Changes to the peer group made in 2021 relative to the 2020 peer group were the removals of FLIR Systems and Perspecta as a result of their acquisitions and the addition of Maxar in light of its business relevance and size. 2-year TSR for the peer group approved in 2020, assuming a $100 initial investment on 12/31/2019, would have been $135.62.

       
Adjustment To PEO Compensation, Footnote
(4)
2024 Compensation "Actually Paid" to CEO#1 of $25,820,865 and the average Compensation "Actually Paid" to other NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

 

CEO#1

Average
Other NEOs

Total Reported in 2024 Summary Compensation Table (SCT)

11,013,860

 

2,421,701

 

Less, value of Stock Awards reported in SCT

(7,532,264)

 

(1,065,722)

 

Plus, Year-End value of Awards Granted in Fiscal Year that are Unvested and Outstanding

8,815,250

 

1,247,247

 

Plus, Change in Fair Value of Prior Year awards that are Outstanding and Unvested

12,111,084

 

1,124,216

 

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

Plus, Change in Fair Value (from prior year-end) of Prior Year awards that Vested this year

1,412,935

 

128,456

 

Less Prior Year Fair Value of Prior Year awards that Failed to vest this year

 

 

Total Adjustments

14,807,005

 

1,434,198

 

Compensation "Actually Paid" for Fiscal Year 2024

25,820,865

 

3,855,899

 

 

(5)
2023 Compensation "Actually Paid" to CEO#1 of $25,548,246 and the average Compensation "Actually Paid" to other NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

 

CEO#1

Average
Other NEOs

Total Reported in 2023 Summary Compensation Table (SCT)

18,596,895

 

2,160,582

 

Less, value of Stock Awards reported in SCT

(15,215,909)

 

(872,752)

 

Plus, Year-End value of Awards Granted in Fiscal Year that are Unvested and Outstanding

17,670,848

 

1,255,989

 

Plus, Change in Fair Value of Prior Year awards that are Outstanding and Unvested

4,516,447

 

731,953

 

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

Plus, Change in Fair Value (from prior year-end) of Prior Year awards that Vested this year

(20,035)

 

21,186

 

Less Prior Year Fair Value of Prior Year awards that Failed to vest this year

 

 

Total Adjustments

6,951,351

 

1,136,375

 

Compensation "Actually Paid" for Fiscal Year 2023

25,548,246

 

3,296,957

 

 

(6)
2022 Compensation “Actually Paid” to CEO#1 of $10,626,325 and the average Compensation “Actually Paid” to other NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

 

CEO#1

Average
Other NEOs

Total Reported in 2022 Summary Compensation Table (SCT)

6,973,806

 

1,945,846

 

Less, value of Stock Awards reported in SCT

(4,730,700)

 

(990,085)

 

Plus, Year-End value of Awards Granted in Fiscal Year that are Unvested and Outstanding

6,577,029

 

1,239,181

 

Plus, Change in Fair Value of Prior Year awards that are Outstanding and Unvested

1,736,210

 

570,784

 

Plus, FMV of Awards Granted this Year and that Vested this Year

 

326,744

 

Plus, Change in Fair Value (from prior year-end) of Prior Year awards that Vested this year

69,980

 

238,720

 

Less Prior Year Fair Value of Prior Year awards that Failed to vest this year

 

 

Total Adjustments

3,652,519

 

1,385,343

 

Compensation "Actually Paid" for Fiscal Year 2022

10,626,325

 

3,331,189

 

(7)
2021 Compensation “Actually Paid” to CEO#1 of $4,077,659, CEO#2 of $3,822,001 and the average Compensation “Actually Paid” to other NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

 

CEO#1

CEO#2

Average
Other NEOs

Total Reported in 2021 Summary Compensation Table (SCT)

5,348,118

 

7,119,599

 

1,498,734

 

Less, value of Stock Awards reported in SCT

(3,895,113)

 

(5,382,006)

 

(829,496)

 

Plus, Year-End value of Awards Granted in Fiscal Year that are Unvested and Outstanding

3,339,277

 

4,853,848

 

748,094

 

Plus, Change in Fair Value of Prior Year awards that are Outstanding and Unvested

(618,697)

 

(2,264,902)

 

(215,544)

 

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

 

Plus, Change in Fair Value (from prior year-end) of Prior Year awards that Vested this year

(95,926)

 

(504,539)

 

(337,629)

 

Less Prior Year Fair Value of Prior Year awards that Failed to vest this year

 

 

 

Total Adjustments

(1,270,459)

 

(3,297,598)

 

(634,576)

 

Compensation "Actually Paid" for Fiscal Year 2021

4,077,659

 

3,822,001

 

864,158

 

 

(8)
2020 Compensation “Actually Paid” to CEO#2 of $2,601,283 and the average Compensation “Actually Paid” to other NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

 

 

 

CEO#2

Average
Other NEOs

Total Reported in 2020 Summary Compensation Table (SCT)

 

8,231,959

 

2,507,932

 

Less, value of Stock Awards reported in SCT

 

(4,974,490)

 

(1,221,932)

 

Plus, Year-End value of Awards Granted in Fiscal Year that are Unvested and Outstanding

 

4,626,904

 

1,104,283

 

Plus, Change in Fair Value of Prior Year awards that are Outstanding and Unvested

 

(4,069,659)

 

(569,652)

 

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

 

Plus, Change in Fair Value (from prior year-end) of Prior Year awards that Vested this year

 

(1,213,431)

 

(144,365)

 

Less Prior Year Fair Value of Prior Year awards that Failed to vest this year

 

 

 

Total Adjustments

 

(5,630,676)

 

(831,667)

 

Compensation "Actually Paid" for Fiscal Year 2020

 

2,601,283

 

1,676,265

 

       
Non-PEO NEO Average Total Compensation Amount $ 2,421,701 $ 2,160,582 $ 1,945,846 $ 1,498,734 $ 2,507,932
Non-PEO NEO Average Compensation Actually Paid Amount $ 3,855,899 3,296,957 3,331,189 864,158 1,676,265
Adjustment to Non-PEO NEO Compensation Footnote
(4)
2024 Compensation "Actually Paid" to CEO#1 of $25,820,865 and the average Compensation "Actually Paid" to other NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

 

CEO#1

Average
Other NEOs

Total Reported in 2024 Summary Compensation Table (SCT)

11,013,860

 

2,421,701

 

Less, value of Stock Awards reported in SCT

(7,532,264)

 

(1,065,722)

 

Plus, Year-End value of Awards Granted in Fiscal Year that are Unvested and Outstanding

8,815,250

 

1,247,247

 

Plus, Change in Fair Value of Prior Year awards that are Outstanding and Unvested

12,111,084

 

1,124,216

 

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

Plus, Change in Fair Value (from prior year-end) of Prior Year awards that Vested this year

1,412,935

 

128,456

 

Less Prior Year Fair Value of Prior Year awards that Failed to vest this year

 

 

Total Adjustments

14,807,005

 

1,434,198

 

Compensation "Actually Paid" for Fiscal Year 2024

25,820,865

 

3,855,899

 

 

(5)
2023 Compensation "Actually Paid" to CEO#1 of $25,548,246 and the average Compensation "Actually Paid" to other NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

 

CEO#1

Average
Other NEOs

Total Reported in 2023 Summary Compensation Table (SCT)

18,596,895

 

2,160,582

 

Less, value of Stock Awards reported in SCT

(15,215,909)

 

(872,752)

 

Plus, Year-End value of Awards Granted in Fiscal Year that are Unvested and Outstanding

17,670,848

 

1,255,989

 

Plus, Change in Fair Value of Prior Year awards that are Outstanding and Unvested

4,516,447

 

731,953

 

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

Plus, Change in Fair Value (from prior year-end) of Prior Year awards that Vested this year

(20,035)

 

21,186

 

Less Prior Year Fair Value of Prior Year awards that Failed to vest this year

 

 

Total Adjustments

6,951,351

 

1,136,375

 

Compensation "Actually Paid" for Fiscal Year 2023

25,548,246

 

3,296,957

 

 

(6)
2022 Compensation “Actually Paid” to CEO#1 of $10,626,325 and the average Compensation “Actually Paid” to other NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

 

CEO#1

Average
Other NEOs

Total Reported in 2022 Summary Compensation Table (SCT)

6,973,806

 

1,945,846

 

Less, value of Stock Awards reported in SCT

(4,730,700)

 

(990,085)

 

Plus, Year-End value of Awards Granted in Fiscal Year that are Unvested and Outstanding

6,577,029

 

1,239,181

 

Plus, Change in Fair Value of Prior Year awards that are Outstanding and Unvested

1,736,210

 

570,784

 

Plus, FMV of Awards Granted this Year and that Vested this Year

 

326,744

 

Plus, Change in Fair Value (from prior year-end) of Prior Year awards that Vested this year

69,980

 

238,720

 

Less Prior Year Fair Value of Prior Year awards that Failed to vest this year

 

 

Total Adjustments

3,652,519

 

1,385,343

 

Compensation "Actually Paid" for Fiscal Year 2022

10,626,325

 

3,331,189

 

(7)
2021 Compensation “Actually Paid” to CEO#1 of $4,077,659, CEO#2 of $3,822,001 and the average Compensation “Actually Paid” to other NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

 

CEO#1

CEO#2

Average
Other NEOs

Total Reported in 2021 Summary Compensation Table (SCT)

5,348,118

 

7,119,599

 

1,498,734

 

Less, value of Stock Awards reported in SCT

(3,895,113)

 

(5,382,006)

 

(829,496)

 

Plus, Year-End value of Awards Granted in Fiscal Year that are Unvested and Outstanding

3,339,277

 

4,853,848

 

748,094

 

Plus, Change in Fair Value of Prior Year awards that are Outstanding and Unvested

(618,697)

 

(2,264,902)

 

(215,544)

 

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

 

Plus, Change in Fair Value (from prior year-end) of Prior Year awards that Vested this year

(95,926)

 

(504,539)

 

(337,629)

 

Less Prior Year Fair Value of Prior Year awards that Failed to vest this year

 

 

 

Total Adjustments

(1,270,459)

 

(3,297,598)

 

(634,576)

 

Compensation "Actually Paid" for Fiscal Year 2021

4,077,659

 

3,822,001

 

864,158

 

 

(8)
2020 Compensation “Actually Paid” to CEO#2 of $2,601,283 and the average Compensation “Actually Paid” to other NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

 

 

 

CEO#2

Average
Other NEOs

Total Reported in 2020 Summary Compensation Table (SCT)

 

8,231,959

 

2,507,932

 

Less, value of Stock Awards reported in SCT

 

(4,974,490)

 

(1,221,932)

 

Plus, Year-End value of Awards Granted in Fiscal Year that are Unvested and Outstanding

 

4,626,904

 

1,104,283

 

Plus, Change in Fair Value of Prior Year awards that are Outstanding and Unvested

 

(4,069,659)

 

(569,652)

 

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

 

Plus, Change in Fair Value (from prior year-end) of Prior Year awards that Vested this year

 

(1,213,431)

 

(144,365)

 

Less Prior Year Fair Value of Prior Year awards that Failed to vest this year

 

 

 

Total Adjustments

 

(5,630,676)

 

(831,667)

 

Compensation "Actually Paid" for Fiscal Year 2020

 

2,601,283

 

1,676,265

 

       
Compensation Actually Paid vs. Total Shareholder Return

Relationship Between Compensation “Actually Paid” to our CEO and the Average of the Compensation “Actually Paid” to the Other NEOs and the Company’s Cumulative TSR.

 

img92563593_58.jpg

 

For 2020 and 2021, the Compensation “Actually Paid” to CEO #2 (Mr. Harrington) was 68% and 46% lower than Summary Compensation Table pay, while our TSR in each year was -12% and -8%. The average of the Compensation “Actually Paid” to the Other NEOs in 2020 and 2021 was 33% and 42% lower than the average Summary Compensation Table value. For 2022, 2023 and 2024, the Compensation “Actually Paid” to CEO #1 (Ms. Smith) increased by 52%, 37% and 134% relative to Summary Compensation Table pay, while our TSR in each year was +37%, +36% and +47%. Average Compensation “Actually Paid” to our NEOs was 71%, 53% and 59% higher than the average Summary Compensation Table value in 2022, 2023 and 2024.

       
Compensation Actually Paid vs. Net Income

Relationship Between Compensation “Actually Paid” to our CEO and the Average of the Compensation “Actually Paid” to the Other NEOs and the Company’s Net Income. For 2020 and 2021, the Compensation “Actually Paid” to CEO #2 (Mr. Harrington) was 68% and 46% lower than Summary Compensation Table pay, while our net income growth in each year was -18% and -35%. The average of the Compensation “Actually Paid” to the Other NEOs in 2020 and 2021 was 33% and 42% lower than the average Summary Compensation Table value. For 2022, 2023 and 2024, our Compensation “Actually Paid” to CEO #1 (Ms. Smith) increased by 52%, 37% and 134% relative to Summary Compensation Table pay, alongside an increase in net income of 51%, 67% and 46%. Average Compensation “Actually Paid” to our NEOs was 71%, 53% and 59% higher than the average Summary Compensation Table value in 2022, 2023 and 2024.

       
Compensation Actually Paid vs. Company Selected Measure

Relationship Between Compensation “Actually Paid” to our CEO and the Average of the Compensation “Actually Paid” to the Other NEOs and the Company’s Revenue. For 2020 and 2021, the Compensation “Actually Paid” to CEO #2 (Mr. Harrington) was 68% and 46% lower than Summary Compensation Table pay, while our revenue growth in each year was -1% and -7%. The average of the Compensation “Actually Paid” to the Other NEOs in 2020 and 2021 was 33% and 42% lower than the average Summary Compensation Table value. For 2022, 2023 and 2024, our Compensation “Actually Paid” to CEO #1 (Ms. Smith) increased by 52%, 37% and 134% relative to Summary Compensation Table pay, alongside an increase in revenue of 15%, 30% and 24%. Average Compensation “Actually Paid” to our NEOs was 71%, 53% and 59% higher than the average Summary Compensation Table value in 2022, 2023 and 2024.

       
Tabular List, Table

Performance Measures

The following performance measures reflect the Company’s most important performance measures in effect for 2024, as further described and defined in the Compensation Discussion and Analysis under How We Performed in Fiscal 2024, Annual Cash Incentives and Long-Term Incentives.

 

 

Revenue: Revenue as reported in financial statements, which excludes equity in earnings from unconsolidated joint ventures and bad debt expense.

Adjusted EBITDA: Earnings attributable to Parsons Corporation, adjusted to include earnings attributable to noncontrolling interests and to exclude interest expense (net of interest income), provision for income taxes, depreciation and amortization and certain other items that are not considered in the evaluation of ongoing operating performance. These other items include earnings attributable to noncontrolling interests, asset impairment charges, income and expense recognized on litigation matters, expenses incurred in connection with acquisitions and other non-recurring transaction costs and expenses related to restructuring.

Awards: Awards booked into backlog generally represent the amount of revenue, excluding equity in earnings, expected to be earned in the future from funded and unfunded contract awards received during the period. Contract awards include both new and re-compete contracts and task orders.

Cash Flow: Represents cash flow from operating activities as presented in the financial statements.

Diversity: Global Gender and US Race/Ethnic representation.

       
Total Shareholder Return Amount $ 223.45 151.91 112.04 81.52 88.2
Peer Group Total Shareholder Return Amount 189.71 165.65 142.59 139.03 115.3
Net Income (Loss) $ 235,053,000 $ 161,149,000 $ 96,664,000 $ 64,072,000 $ 98,541,000
Company Selected Measure Amount 6,750,576,000 5,442,749,000 4,195,272,000 3,660,771,000 3,918,946,000
Stock Price | $ / shares $ 92.25 $ 62.71 $ 46.25 $ 33.65 $ 36.41
Change In Share Price Percentage 47.10% 35.60% 37.40% (7.58%) (11.80%)
Total Shareholder Return Percentage 47.00% 36.00% 37.00% (8.00%) (12.00%)
Net Income Growth Rate 46.00% 67.00% 51.00% (35.00%) (18.00%)
Nonpeo Neo Average Compensation Actually Paid Net Income 59.00% 53.00% 71.00% 42.00% 33.00%
Revenue Growth Rate 24.00% 30.00% 15.00% (7.00%) (1.00%)
Nonpeo Neo Average Compensation Actually Paid Revenue 59.00% 53.00% 71.00% 42.00% 33.00%
Estimated Peer Group Shareholder Return Base On Three Year Criteria   $ 141.75      
Estimated Peer Group Total Shareholder Return Base On Two Year Criteria     $ 135.62    
Measure:: 1          
Pay vs Performance Disclosure          
Name Revenue        
Measure:: 2          
Pay vs Performance Disclosure          
Name Adjusted EBITDA        
Measure:: 3          
Pay vs Performance Disclosure          
Name Awards        
Measure:: 4          
Pay vs Performance Disclosure          
Name Cash Flow        
Measure:: 5          
Pay vs Performance Disclosure          
Name Diversity        
Carey A Smith [Member]          
Pay vs Performance Disclosure          
PEO Total Compensation Amount $ 11,013,860 18,596,895 6,973,806 $ 5,348,118  
PEO Actually Paid Compensation Amount $ 25,820,865 $ 25,548,246 $ 10,626,325 $ 4,077,659  
PEO Name Carey A. Smith Carey A. Smith Carey A. Smith Carey A. Smith  
Peo Compensation Actually Paid 134.00% 37.00% 52.00%    
Peo Actually Paid Compensation 59.00% 53.00% 71.00%    
Peo Compensation Actually Paid Net Income 134.00% 37.00% 52.00%    
PeoCompensation Actually Paid Revenue 134.00% 37.00% 52.00%    
Charles L Harrington [Member]          
Pay vs Performance Disclosure          
PEO Total Compensation Amount       $ 7,119,599 $ 8,231,959
PEO Actually Paid Compensation Amount       $ 3,822,001 $ 2,601,283
PEO Name       Charles L. Harrington Charles L. Harrington
Peo Compensation Actually Paid       46.00% 68.00%
Peo Actually Paid Compensation       42.00% 33.00%
Peo Compensation Actually Paid Net Income       46.00% 68.00%
PeoCompensation Actually Paid Revenue       46.00% 68.00%
PEO | Carey A Smith [Member] | Equity Awards Adjustments          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ 14,807,005 $ 6,951,351 $ 3,652,519 $ (1,270,459)  
PEO | Carey A Smith [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (7,532,264) (15,215,909) (4,730,700) (3,895,113)  
PEO | Carey A Smith [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 8,815,250 17,670,848 6,577,029 3,339,277  
PEO | Carey A Smith [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 12,111,084 4,516,447 1,736,210 (618,697)  
PEO | Carey A Smith [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 1,412,935 (20,035) 69,980 (95,926)  
PEO | Charles L Harrington [Member] | Equity Awards Adjustments          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount       (3,297,598) $ (5,630,676)
PEO | Charles L Harrington [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount       (5,382,006) (4,974,490)
PEO | Charles L Harrington [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       4,853,848 4,626,904
PEO | Charles L Harrington [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       (2,264,902) (4,069,659)
PEO | Charles L Harrington [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       (504,539) (1,213,431)
Non-PEO NEO | Equity Awards Adjustments          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 1,434,198 1,136,375 1,385,343 (634,576) (831,667)
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (1,065,722) (872,752) (990,085) (829,496) (1,221,932)
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 1,247,247 1,255,989 1,239,181 748,094 1,104,283
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 1,124,216 731,953 570,784 (215,544) (569,652)
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount     326,744    
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 $ 128,456 $ 21,186 $ 238,720 $ (337,629) $ (144,365)