XML 30 R17.htm IDEA: XBRL DOCUMENT
v3.25.3

Incentive Plans | 9 Months Ended
--- | ---
Sep. 30, 2025
Share-Based Payment Arrangement [Abstract] |
Incentive Plans | Note I – Incentive Plans The Company recognizes expenses for all share-based and cash-based incentive compensation in the Consolidated Statements of Operations using a fair value-based measurement method over the applicable vesting periods. The Annual Incentive Plan (AIP) authorizes the Compensation Committee (the Committee) to establish specific performance goals associated with annual cash awards that may be earned by officers, executives and certain other employees. Cash awards under the AIP are determined based on the Company’s actual financial and operating results as measured against the performance goals established by the Committee. In May 2025, the Company’s shareholders approved the 2025 Long-Term Incentive Plan (the 2025 Long-Term Plan) to replace the 2020 Long-Term Incentive Plan (the 2020 Long-Term Plan). All awards granted on or after May 14, 2025, will be made under the 2025 Long-Term Plan. The 2025 Long-Term Plan will expire in 2035 and authorizes the issuance of up to 3.885 million shares of common stock over its term. Additional information on the 2025 Long-Term Plan can be found in Exhibit A to definitive proxy statement filed on March 28, 2025. Similar to the 2020 Long-Term Plan, the 2025 Long-Term Plan authorizes the Committee to make grants of the Company’s common stock and stock-based awards to employees. These grants may be in the form of stock options (nonqualified or incentive), stock appreciation rights (SARs), restricted stock, restricted stock units (RSUs), performance units, performance shares, dividend equivalents and other stock-based incentives. Shares issued pursuant to awards granted under the 2025 Long-Term Plan and the previous 2020 Long-Term Plan, may be shares that are authorized and unissued or shares that were reacquired by the Company, including shares repurchased on the open market. Share awards that have been canceled, expired, forfeited, or otherwise not issued will not count as shares issued under both plans. During the nine months ended September 30, 2025, the Committee granted the following awards from the 2020 Long-Term Plan and the 2025 Long-Term Plan:
Type of Award |  | Number of Awards Granted |  | Grant Date |  | Grant Date Fair Value |  | Valuation Methodology
Performance-based RSUs (TSR) 1 |  | 520,150 |  | February 4, 2025 |  | $ | 22.11 |  |  | Monte Carlo
Performance-based RSUs (ROACE) 1 |  | 129,990 |  | February 4, 2025 |  | $ | 25.98 |  |  | Average Stock Price
Time-based RSUs (Stock-Settled) 2 |  | 470,440 |  | February 4, 2025 |  | $ | 25.98 |  |  | Average Stock Price
Time-based RSUs (Cash-Settled) 2 |  | 771,390 |  | February 4, 2025 |  | $ | 25.98 |  |  | Average Stock Price
Performance-based RSUs (TSR) 1 |  | 6,070 |  | August 11, 2025 |  | $ | 19.65 |  |  | Monte Carlo
Performance-based RSUs (ROACE) 1 |  | 1,520 |  | August 11, 2025 |  | $ | 23.09 |  |  | Average Stock Price
Time-based RSUs (Stock-Settled) 2 |  | 5,060 |  | August 11, 2025 |  | $ | 23.09 |  |  | Average Stock Price
1 Performance-based RSUs are tied to the achievement of Total Shareholder Return (TSR) and Return on Average Capital Employed (ROACE) performance goals and are scheduled to vest three years from the date of grant if performance conditions are met. 2 Time-based RSUs generally vest on the third anniversary of the date of grant. The Company also maintains a Stock Plan for Non-Employee Directors (NEDs) that permits the issuance of RSUs, stock options, or a combination thereof to the Company’s Non-Employee Directors. The Company currently has outstanding incentive awards issued to Directors under the 2021 Stock Plan for NEDs (the 2021 NED Plan) and the 2018 Stock Plan for NEDs. All awards granted on or after May 12, 2021 were made under the 2021 NED Plan. During the nine months ended September 30, 2025, the Committee granted the following awards to Non-Employee Directors under the 2021 NED Plan:
Type of Award |  | Number of Awards Granted |  | Grant Date |  | Grant Date Fair Value |  | Valuation Methodology
Time-Based RSUs 1 |  | 74,970 |  | February 5, 2025 |  | $ | 26.68 |  |  | Closing Stock Price
Time-Based RSUs 2 |  | 2,114 |  | March 31, 2025 |  | $ | 28.40 |  |  | Closing Stock Price
Time-Based RSUs 2 |  | 2,668 |  | June 30, 2025 |  | $ | 22.50 |  |  | Closing Stock Price
Time-Based RSUs 2 |  | 2,112 |  | September 30, 2025 |  | $ | 28.41 |  |  | Closing Stock Price
1 Non-Employee Directors’ time-based RSUs are scheduled to vest on the first anniversary of the date of grant. Non-Employee Directors may elect to defer settlement of their vested time-based RSUs until (1) termination of service from the Board or (2) a future date selected by the director at the time of their deferral election. These unvested time-based RSUs are included in the table above, will vest in one year, and become deferred RSUs. 2 Effective January 1, 2024, Non-Employee Directors can elect to receive their annual retainers in the form of deferred RSUs. Director fees that are deferred into RSUs are calculated and expensed each quarter by taking fees earned in respect of the applicable quarter and dividing by the closing price of our common stock on the last trading day of the quarter. Each deferred RSU represents the right to receive one share of common stock following (1) termination of service from the Board or (2) a future date selected by the director at the time of their deferral election. Amounts recognized in the financial statements with respect to share-based plans are shown in the following table.
| Nine Months Ended September 30,
(Thousands of dollars) | 2025 |  | 2024
Compensation charged against income before tax benefit | $ | 33,884 |  |  | $ | 27,044 |
Related income tax benefit recognized in income | 4,882 |  |  | 3,627 |
Certain incentive compensation granted to the Company’s named executive officers, to the extent their total compensation exceeds $1.0 million per executive per year, is not eligible for a U.S. income tax deduction under the current tax law.

X
- Definition The entire disclosure for share-based payment arrangement. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (l) -Publisher FASB -URI https://asc.fasb.org/1943274/2147480429/718-10-50-2 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147480429/718-10-50-2 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h)(2)(i) -Publisher FASB -URI https://asc.fasb.org/1943274/2147480429/718-10-50-2 Reference 4: http://www.xbrl.org/2003/role/exampleRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org/1943274/2147480429/718-10-50-2 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/718/tableOfContent Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h)(2) -Publisher FASB -URI https://asc.fasb.org/1943274/2147480429/718-10-50-2 + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsSharebasedPaymentsAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration