XML 39 R21.htm IDEA: XBRL DOCUMENT v3.25.0.1
Shareholders' Equity
12 Months Ended
Dec. 31, 2024
Equity [Abstract]  
Shareholders' Equity
13. Shareholders' Equity
Cash Dividends
During the years ended December 31, 2024, 2023 and 2022, the Company's Board of Directors declared aggregate cash dividends of $0.68, $0.56, and 0.52 per common share, representing $39.8 million, $33.8 million, and $32.2 million in total dividends, respectively. Cash dividends declared, but not yet paid, were $9.7 million, $8.4 million and $8.6 million as of December 31, 2024, 2023 and 2022, respectively.
The payments associated with the above referenced cash dividends were in compliance with restrictions regarding the maximum amount of cash dividends allowed to be paid under our Credit Agreement.
Stock Repurchases
During the second quarter of 2023, we used a portion of the proceeds from the issuance of Convertible Notes to repurchase approximately 2.2 million shares of common stock from purchasers of the Convertible Notes for an aggregate purchase price of approximately $50.0 million. See Note 8. Debt, Interest Income, Expense, and Other Finance Costs for additional information regarding the issuance of Convertible Notes.
Repurchase Programs
In March 2020, the Board approved a stock repurchase program authorizing $200.0 million in common stock repurchases. In September 2024, the Board approved an additional stock repurchase program authorizing $200.0 million in common stock repurchases. These repurchase authorizations do not require a minimum number of shares
of common stock to be purchased, have no expiration date, and repurchases may be initiated, suspended or discontinued at any time. As of December 31, 2024, approximately $237.0 million remains available under our repurchase authorizations. The timing and amount of our repurchases will depend on market conditions, share price, securities law and other legal requirements and factors.
During the years ended December 31, 2024, 2023, and 2022, we repurchased 3.6 million, 0.5 million, and 2.0 million shares of common stock under our repurchase authorizations for an aggregate value of $100.0 million, $10.1 million, and $48.7 million, respectively.
Share-Based Payment Plans
Plan Summary and Description
In May 2021, our shareholders approved the 2021 Omnibus Plan (the "2021 Plan"), which is administered by the Compensation Committee. The purpose of the 2021 Plan is to (i) attract and retain persons eligible to participate in the 2021 Plan; (ii) motivate participants, by means of appropriate incentives, to achieve long-range goals; (iii) provide incentive compensation opportunities that are competitive with those of other similar companies; and (iv) further align participants’ interests with those of our other shareholders through compensation that is based on the value of our common stock. The goal is to promote the long-term financial interest of World Kinect and its subsidiaries, including the growth in value of our equity and enhancement of long-term shareholder return. The persons eligible to receive awards under the 2021 Plan are our employees, officers, and members of the Board of Directors, or any consultant or other person who performs services for us.
The provisions of the 2021 Plan authorize the grant of stock options which can be "qualified" or "nonqualified" under the Internal Revenue Code of 1986, as amended, restricted stock, RSUs, SSAR Awards, performance shares and performance units and other share-based awards. The 2021 Plan will remain in effect for as long as any awards granted under it remain outstanding. No awards may be granted under the 2021 Plan after May 2031. The term and vesting period of awards granted under the 2021 Plan are established on a per grant basis, but options and SSAR Awards may not remain exercisable after the seven-year anniversary of the date of grant.
Under the 2021 Plan, 2.9 million shares of common stock were authorized for issuance in addition to any shares of common stock with respect to awards that were granted under the prior plans (2020, 2016, and 2006) but are forfeited or canceled (e.g., due to the recipient's failure to satisfy applicable service or performance conditions) after May 2021. As of December 31, 2024, approximately 2.8 million shares of common stock were subject to outstanding awards under the 2021, 2016, and 2006 Plans (assuming maximum achievement of performance goals for restricted stock and target achievement of performance goals for RSUs, where applicable).
The following table summarizes the outstanding awards issued pursuant to the plans described above as of December 31, 2024 and the remaining shares of common stock available for future issuance (in millions):
Plan nameRSUsSSAR AwardsRemaining Shares of Common Stock Available for Future Issuance
2021 Plan (1)
2.6 — 1.5 
2016 Plan (2)
— 0.1 — 
2006 Plan (3)
0.1 — — 
(1)As of December 31, 2024, unvested RSUs will vest between February 2025 and May 2028.
(2)As of December 31, 2024, the outstanding SSAR Awards will expire in March 2025.
(3)RSUs granted to non‑employee directors under the 2006 Plan prior to 2011 remain outstanding until the date the non‑employee director ceases, for any reason, to be a member of the Board of Directors.
RSU Awards
RSUs may contain one or more service, performance, or market-based vesting conditions. The following table summarizes the status of our RSUs and related transactions for each of the following years (in millions, except for weighted average grant‑date fair value data and weighted average remaining contractual life):
 RSUsWeighted Average Grant Date Fair Value PriceAggregate Intrinsic ValueWeighted Average Remaining Contractual Life (in Years)
As of December 31, 20211.7$27.30 $46.3 1.2
Granted (1)
2.125.86 
Vested (2)
(0.6)27.27 
Forfeited(0.3)25.97 
As of December 31, 20223.026.41 81.4 1.6
Granted1.323.48 
Vested (2)
(0.8)25.16 
Forfeited(0.5)23.24 
As of December 31, 20233.025.99 67.9 1.5
Granted0.825.46 
Vested (2)
(0.8)25.41 
Forfeited(0.4)27.36 
As of December 31, 20242.7$25.80 $73.1 1.9
(1)    Awards granted during the year ended December 31, 2022 included 0.5 million special performance-based equity awards, pursuant to which vesting is tied to the Company's total shareholder return over the three-year performance period. The awards were valued using a Monte Carlo simulation. The weighted average grant date fair value of the awards was $33.45 and the assumptions used to determine such fair value were as follows: simulation term of 3 years, volatility of 52.2%, and risk-free interest rate of 4.1%.
(2)    The aggregate intrinsic value of RSUs vested during the years ended December 31, 2024, 2023 and 2022 was $19.4 million, $18.2 million and $14.8 million, respectively.
SSAR Awards
The following table summarizes the status of our outstanding and exercisable SSAR Awards and related transactions for each of the following years (in millions, except weighted average exercise price and weighted average remaining contractual life data):
SSAR Awards OutstandingSSAR Awards Exercisable
SSAR AwardsWeighted Average Exercise PriceAggregate Intrinsic ValueWeighted Average Remaining Contractual Life (in Years)SSAR AwardsWeighted Average Exercise PriceAggregate Intrinsic ValueWeighted Average Remaining Contractual Life (in Years)
As of December 31, 20211.3$28.78 $0.6 1.90.4$29.18 $0.2 1.0
Expired(0.1)36.25 
Forfeited(0.6)29.58 
As of December 31, 20220.526.35 0.8 0.90.427.43 0.3 0.5
Exercised (1)
(0.2)26.40 
As of December 31, 20230.326.09 — 0.80.326.09 — 0.8
Expired(0.1)29.68 
As of December 31, 20240.1$23.39 $0.6 0.20.1$23.39 $0.6 0.2
(1)The aggregate intrinsic value of SSAR Awards exercised was $0.8 million for the year ended December 31, 2023.
Unrecognized Compensation Cost
As of December 31, 2024, there was $41.2 million of total unrecognized compensation cost related to unvested share-based payment awards, which is expected to be recognized as compensation expense over a weighted average period of 1.1 years.
Accumulated Other Comprehensive Income (Loss)
Our Accumulated other comprehensive income (loss) consists of foreign currency translation adjustments related to our subsidiaries that have a functional currency other than the U.S. dollar and unrealized gains (losses) from derivative instruments designated as cash flow hedges. The after-tax changes in Accumulated other comprehensive income (loss) by component were as follows (in millions):
Foreign Currency Translation AdjustmentsCash Flow HedgesAccumulated Other Comprehensive Loss
Balance as of December 31, 2022$(179.5)$18.9 $(160.6)
Other comprehensive income (loss) before reclassifications19.9 2.4 22.2 
Amounts reclassified from Accumulated other comprehensive income (loss)
— (10.5)(10.5)
Balance as of December 31, 2023(159.6)10.8 (148.9)
Other comprehensive income (loss) before reclassifications (1)
(29.6)3.1 (26.5)
Amounts reclassified from Accumulated other comprehensive income (loss) (2)
97.0 (12.6)84.4 
Balance as of December 31, 2024$(92.2)$1.2 $(91.0)
(1)The foreign currency translation adjustment loss for the year ended December 31, 2024 was due primarily to the effect of a stronger U.S. dollar compared to most foreign currencies, including the British Pound.
(2)During the year ended December 31, 2024, cumulative translation losses were reclassified from Other comprehensive income (loss) into net income. See Note 3. Acquisitions and Divestitures for additional information.