XML 69 R54.htm IDEA: XBRL DOCUMENT v3.24.0.1
Stockholders’ Equity (Tables)
 12 Months Ended
Dec. 31, 2023
Equity [Abstract]  
Summary of Cash Dividends Paid
The following table shows our total cash dividends paid in the years ended December 31, 2023, 2022 and 2021:
(In millions, except per share amounts)Total Cash
Dividends Paid		Total Cash Dividends Paid per Common Share
2021$115.8 $0.76 
2022118.4 0.80 
2023117.9 0.80 
Summary of Changes in Common Stock and Common Stock in Treasury
The following is a summary of changes during the years ended December 31, in shares of our common stock and common stock in treasury:
 202320222021
Changes in common stock:   
Number of shares, beginning of year233,233,456 232,483,281 231,958,083 
Restricted stock shares forfeited— — (1,095)
Shares issued for vested restricted stock units466,634 532,727 423,302 
Shares issued for 2018 three-year PSU awards— — 47,730 
Shares issued for 2019 three-year PSU awards— 161,289 — 
Shares issued for 2020 three-year PSU awards(3)
273,438 — 13,770 
Shares issued for other performance-based awards6,839 — — 
Shares issued for stock leverage opportunity awards (SLO)40,200 36,576 32,128 
Shares granted and issued under the Omnibus Incentive Plan and Directors Stock Plan to Directors
33,444 19,583 54,277 
Canceled shares for tax netting(1)
— — (44,914)
Shares canceled and retired(80,000,000)— — 
Number of shares issued, end of year154,054,011 233,233,456 232,483,281 
Changes in common stock in treasury:   
Number of shares held, beginning of year88,561,343 84,384,124 77,068,311 
Shares canceled and retired(80,000,000)— — 
Repurchase of common stock(2)
1,529,575 4,527,887 7,949,688 
Profit sharing contribution paid in stock(504,626)(350,668)(633,875)
Number of shares held, end of year(2)
9,586,292 88,561,343 84,384,124 
Number of common stock outstanding, end of year(2)
144,467,719 144,672,113 148,099,157 
 
 
       
(1)Effective January 1, 2019, new share issuances for vested awards are netted by the number of shares required to cover the recipients' portion of income tax. The portion withheld for taxes are canceled. Shares netted for taxes in 2021 primarily relates to vesting activity for restricted stock shares issued in prior years.
(2)Repurchase of common stock for the year ended December 31, 2021, as shown above, includes 74,281 shares of common stock that had been repurchased by the Company in 2020 but were not yet settled or not yet reflected by the Recordkeeper as of December 31, 2020. The table above and our Consolidated Balance Sheets reflect the number of shares held in treasury per our Recordkeeper.
(3)Per the terms of his 2019 offer letter, shares equal to the target number of units granted, net of shares withheld for taxes, were issued to our former CFO, James Sullivan, on September 30, 2021.
Summary of Changes in Common Shares Available for Awards under Omnibus Plan and Predecessor Plans
A summary of the changes in common shares available for awards under the Omnibus Incentive Plan and Predecessor Plans follows:
202320222021
Number of shares available, beginning of year5,089,324 5,510,599 3,183,310 
Newly approved shares under Omnibus Incentive Plan— — 2,999,054 
Restricted stock shares forfeited— — 1,095 
Restricted stock units awarded(804,175)(608,955)(918,973)
Restricted stock units forfeited151,671 109,317 115,641 
Shares issued for 2018 three-year PSU awards— — (47,730)
Shares issued for 2019 three-year PSU awards— (161,289)— 
Shares issued for 2020 three-year PSU awards(273,438)— (13,770)
Shares issued for other performance-based awards(6,839)— — 
Restricted stock units awarded for SLO awards(32,330)(37,756)(72,043)
Director shares granted and issued(21,341)(10,606)(10,160)
Director units granted and deferred(1)
(18,352)(13,137)(16,264)
Shares withheld for taxes(2)
270,454 301,151 290,439 
Number of shares available, end of year(3)
4,354,974 5,089,324 5,510,599 
 
       
(1)Director units granted and deferred include the impact of share-settled dividends earned and deferred on deferred shares.
(2)The Omnibus Incentive Plan and 2005 Contingent Stock Plan permit withholding of taxes and other charges that may be required by law to be paid attributable to awards by withholding a portion of the shares attributable to such awards.
(3)The above table excludes approximately 1.7 million contingently issuable shares under PSU awards, which represents the maximum number of shares that could be issued under those awards as of December 31, 2023.
Summarizes the Company's Pre-tax Share-based Incentive Compensation Expense and Income Tax Benefit
The following table summarizes the Company’s pre-tax share-based incentive compensation expense and related income tax benefit for the years ended December 31, 2023, 2022 and 2021 related to the Company’s PSU awards, SLO awards and restricted stock awards.
(In millions)202320222021
2023 Five-year ESG PSU Awards$2.5 $— $— 
2023 Three-year PSU Awards2.7 — — 
2022 Three-year PSU Awards(0.2)4.8 — 
2021 Three-year PSU Awards(2.3)7.1 4.2 
2020 Three-year PSU Awards— 5.1 4.5 
2019 Three-year PSU Awards— — 2.2 
2017 COO and Chief Executive Officer-Designate New Hire Equity Awards— — 0.1 
SLO Awards(0.6)1.7 2.8 
Other long-term share-based incentive compensation programs(1)
32.1 33.6 32.0 
Total share-based incentive compensation expense(2)
$34.2 $52.3 $45.8 
Associated tax benefits recognized$7.5 $8.0 $7.5 
 
(1)    Amounts include expenses associated with restricted stock awards consisting of restricted stock units, cash-settled restricted stock unit awards, and other issuances of performance-based awards, apart from annual three-year PSU
awards and the 2023 five-year ESG awards. Expense on other performance-based awards was $0.4 million and $0.1 million for the years ended December 31, 2023 and 2022, respectively, and zero for the year ended December 31, 2021.
(2)    Amounts do not include expense related to our U.S. profit sharing contributions made in the form of our common stock, as these contributions are not considered share-based incentive compensation.
Schedule of Unvested Restricted Stock and Restricted Stock Unit
The following table summarizes activity for unvested restricted stock units for 2023:
 Restricted stock units
 SharesWeighted-Average per Share Fair Value on Grant Date
Aggregate
Intrinsic
Value
(In millions)
Non-vested at December 31, 20221,376,406 $51.04  
Granted804,175 47.33  
Vested(705,785)45.63 $32.2 
Forfeited or expired(151,671)52.79  
Non-vested at December 31, 20231,323,125 $51.47  
Schedule of Fair Value of Vested Restricted Stock
A summary of the Company’s fair values of its vested restricted stock shares and restricted stock units are shown in the following table: 
(In millions)202320222021
Fair value of restricted stock shares vested$— $— $6.1 
Fair value of restricted stock units vested$33.6 $51.6 $26.4 
Schedule of Unrecognized Compensation Cost
Unrecognized compensation cost and the weighted average period over which the compensation cost is expected to be recognized for its non-vested restricted stock units are shown in the following table:
(In millions)Unrecognized Compensation CostWeighted Average to be recognized (in years)
Restricted Stock units$45.8 1.0
A summary of the Company’s unrecognized compensation cost for PSU awards at the current estimated earned payout based on the probable outcome of the performance condition and weighted average periods over which the compensation cost is expected to be recognized as shown in the following table: 
(In millions)Unrecognized Compensation CostsWeighted Average to be recognized (in years)
2023 Five-year ESG PSU Awards$5.2 4
2023 Three-year PSU Awards2.9 2
2022 Three-year PSU Awards1.2 1
2021 Three-year PSU Awards— 0
Number of Performance Stock Units Granted Based on Relative TSR, Adjusted EBITDA Margin and ROIC
Adjusted EBITDA CAGRROIC
February 10, 2021 grant date
Number of units granted41,729 41,729 
Fair value on grant date (per unit)$45.26 $45.26 
February 11, 2021 grant date
Number of units granted51,882 51,882 
Fair value on grant date (per unit)$43.85 $43.85 
March 1, 2021 grant date
Number of units granted29,762 29,762 
Fair value on grant date (per unit)$43.02 $43.02 
The total number of shares to be issued, including the modifier, for these awards can range from zero to 250% of the target number of shares.
Adjusted EBITDA CAGRROIC
February 24, 2022 grant date
Number of units granted72,308 72,308 
Fair value on grant date (per unit)$70.92 $70.92 
March 1, 2022 grant date
Number of units granted16,766 16,766 
Fair value on grant date (per unit)$69.71 $69.71 
The total number of shares to be issued, including the modifier, for these awards can range from zero to 250% of the target number of shares.
Adjusted EBITDA CAGRROIC
February 21, 2023 grant date
Number of units granted93,343 93,343 
Fair value on grant date (per unit)$48.46 $48.46 
March 1, 2023 grant date
Number of units granted22,963 22,963 
Fair value on grant date (per unit)$49.05 $49.05 
The following table includes additional information related to estimated earned payout based on the probable outcome of the performance conditions and market condition as of December 31, 2023:
 Estimated Payout %
 Adjusted EBITDA CAGRROIC
TSR Modifier(1)
Combined
2023 Three-year PSU Awards100 %100 %(25)%75 %
2022 Three-year PSU Awards — %200 %(25)%75 %
2021 Three-year PSU Awards — %200 %(25)%75 %
(1)    The TSR Modifier is a market-based condition. Accordingly, we make no assumptions related to future performance. The percentages above represent actual rankings as of December 31, 2023. Any portion of outstanding awards based on the achievement of market-based conditions are accrued at 100% of fair value over the performance period in accordance with ASC 718.
Summary of Assumptions Used to Calculate Grant Date Fair Value
The assumptions used to calculate the grant date fair values are shown in the following table:
Expected price volatilityRisk-free interest rate
February 10, 2021 grant date37.7 %0.2 %
February 11, 2021 grant date37.7 %0.2 %
March 1, 2021 grant date38.0 %0.3 %
The assumptions used to calculate the grant date fair values are shown in the following table:
Expected price volatilityRisk-free interest rate
February 24, 2022 grant date37.4 %1.7 %
March 1, 2022 grant date37.7 %1.5 %
The assumptions used to calculate the grant date fair values are shown in the following table:
Expected price volatilityRisk-free interest rate
February 21, 2023 grant date32.9 %4.4 %
March 1, 2023 grant date31.7 %4.6 %
Summary of Estimated Earned Payout
The following table includes additional information related to estimated earned payout based on the probable outcome of the performance conditions and market condition as of December 31, 2023:
 Estimated Payout %
 Adjusted EBITDA CAGRROIC
TSR Modifier(1)
Combined
2023 Three-year PSU Awards100 %100 %(25)%75 %
2022 Three-year PSU Awards — %200 %(25)%75 %
2021 Three-year PSU Awards — %200 %(25)%75 %
(1)    The TSR Modifier is a market-based condition. Accordingly, we make no assumptions related to future performance. The percentages above represent actual rankings as of December 31, 2023. Any portion of outstanding awards based on the achievement of market-based conditions are accrued at 100% of fair value over the performance period in accordance with ASC 718.
2023 Five-year ESG Awards
During the first quarter of 2023, the P&C Committee approved awards with a five-year performance period beginning January 1, 2023 and ending December 31, 2027 for certain of our executive officers. The P&C Committee established performance goals related to the Company's environmental, social, and governance ("ESG") commitments. A total of 75% of the target awards are weighted towards sustainability goals, including increased recycled and/or renewable content offerings and reductions in greenhouse gas intensity. The remaining 25% of the target awards are weighted towards social goals, including global gender representation, and belonging and inclusion. Calculation of final achievement on the awards is subject to upward adjustments in the event that (i) specified levels of automation and prismiqTM sales are realized and/or (ii) the target performance level for all goals is met. The total number of shares to be issued for these awards can range from zero to 187.5% of the target number of shares, inclusive of upward adjustments. During the second quarter of 2023, ESG awards were granted to one additional executive officer. The performance period and performance goals are identical to those described above.
The target number of PSUs granted and the grant date fair value of the PSUs are shown in the following table:
Environmental GoalsSocial Goals
February 21, 2023 grant date
Number of units granted204,172 78,528 
Fair value on grant date (per unit)$48.55 $48.55 
April 18, 2023 grant date
Number of units granted20,811 8,005 
Fair value on grant date (per unit)$46.85 $46.85 
Summary of Activity for Outstanding Three-year PSU Awards
The following table summarizes activity for outstanding three-year PSU and five-year ESG PSU awards for 2023: 
 Shares
Aggregate Intrinsic Value
 (In millions)
Outstanding at December 31, 2022674,687  
Granted(1)
544,128  
Performance adjustment(2)
190,044 
Converted(457,461)$15.5 
Forfeited or expired(84,086) 
Outstanding at December 31, 2023867,312  
Fully vested at December 31, 2023260,601 $12.4 
 
       
(1)This represents the target number of performance units granted. Actual number of PSUs earned, if any, is dependent upon performance and may range from 0% to 250% of the target for three-year PSU awards and 0% to 187.5% of the target for five-year ESG PSU awards.
(2)Represents units earned and distributed in excess of target for 2020 three-year PSUs awards.
Summary of Activity for Non-Vested PSUs Awards
The following table summarizes activity for non-vested three-year PSU and five-year ESG PSU awards for 2023:
 SharesWeighted-Average per Share Fair Value on Grant Date
Non-vested at December 31, 2022380,093 $56.03 
Granted544,128 48.46 
Vested(233,424)46.97 
Forfeited or expired(84,086)53.29 
Non-vested at December 31, 2023606,711 $53.07 
Summary of Fair Value for Vested PSU Awards
A summary of the Company’s fair value for its vested three-year PSU and five-year ESG PSU awards is shown in the following table: 
(In millions)202320222021
Fair value of PSU awards vested$9.5 $14.7 $17.8 
Performance Stock Units Granted and Grant Date Fair Value
The target number of PSUs granted and the grant date fair value of the PSUs are shown in the following table:
Environmental GoalsSocial Goals
February 21, 2023 grant date
Number of units granted204,172 78,528 
Fair value on grant date (per unit)$48.55 $48.55 
April 18, 2023 grant date
Number of units granted20,811 8,005 
Fair value on grant date (per unit)$46.85 $46.85