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Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Pay vs Performance Disclosure          
Pay vs Performance Disclosure, Table
PAY VERSUS PERFORMANCE
As required by Item 402(v) of Regulation S-K, we are providing the following table and related disclosures. The information contained in this section shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.
PAY VERSUS PERFORMANCE TABLE
The following table sets forth the compensation information of our Principal Executive Officer (PEO) and the average compensation for our other named executive officers (non-PEO NEOs), along with the total shareholder return and net income for each of fiscal year 2024, 2023, 2022, 2021 and 2020. For further information regarding our executive compensation programs, please refer to the section entitled “Compensation Discussion and Analysis.”
Year
Summary
Compensation
Table Total for
PEO(1)
Compensation
Actually Paid to
PEO(2)
Average
Summary
Compensation
Table Total for
non-PEO
NEOs(1)
Average
Compensation
Actually Paid to
non-PEO
NEOs(3)
Value of Initial Fixed $100
Investment Based On:
Net Income
Company-
Selected
Measure(5)
Total
Shareholder
Return(4)
Peer Group
Total
Shareholder
Return(4)
2024
$6,232,547
$9,196,190
$571,616
$738,240
$141
$151
$102,000,000
2023
$7,064,526
$7,108,443
$1,145,422
$791,989
$84
$152
$75,000,000
2022
$2,703,120
$1,862,776
$478,669
$464,672
$66
$126
$26,000,000
2021
$6,042,091
$4,167,196
$459,305
$343,204
$101
$162
$24,000,000
2020
$11,962,882
$35,160,284
$675,223
$939,203
$175
$128
($541,000,000)
(1)
Our PEO for 2020 through 2024 was James V. Continenza. The individuals comprising our non-PEO NEOs for each year were as follows:
2020
2021
2022
2023
2024
David E. Bullwinkle
David E. Bullwinkle
David E. Bullwinkle
David E. Bullwinkle
David E. Bullwinkle
Roger W. Byrd
John O’Grady
Terry R. Taber
Terry R. Taber
Terry R. Taber
 
 
Randy D. Vandagriff
Roger W. Byrd
Roger W. Byrd
 
 
Roger W. Byrd
Richard T. Michaels
Richard T. Michaels
 
 
John O’Grady
 
 
(2)
The dollar amounts reported in this column represent the amount of “compensation actually paid” to the PEO in 2024, 2023, 2022, 2021 and 2020, as computed in accordance with Item 402(v) of Regulation S-K. Equity compensation fair value was calculated based on assumptions determined in accordance with FASB ASC Topic 718. The dollar amounts do not necessarily reflect the actual amount of compensation earned by or paid to the PEO during the applicable fiscal years.
PEO Compensation Actually Paid Detail for 2024
Compensation Element
Summary Compensation Table (SCT) Reported Total Compensation
$6,232,547
Aggregate SCT Reported Equity Compensation (-)
($3,904,340)
Year-End Fair Value of Awards Granted During the FY & Outstanding (+)
$3,548,201
Year-Over-Year Change in Fair Value of Awards Granted During Previous FYs & Outstanding (+/-)
$1,849,432
Vesting Date Fair Value of Awards Granted & Vested During the Covered FY (+)
$974,191
Year-Over-Year Change in Fair Value of Awards Granted During Previous FYs & Vested During Covered FY (+/-)
$537,722
Prior FYE Value of Awards Determined to Fail to Meet Vesting Conditions During Covered FY (-)
$0
PEO Compensation Actually Paid Detail for 2024
Compensation Element
Aggregate Change in the Actuarial Present Value of the Accumulated Benefits under Actuarial Pension Plans Reported in the SCT (-)
($81,691)
Actuarially Determined Service Costs for Services Rendered During the Fiscal Year (+)
$40,128
Cost/Credit of Benefits Granted During the Covered FY Attributed to Services Rendered in Periods Prior to an Amendment/Initiation (+)
$0
Compensation Actually Paid Determination
$9,196,190
(3)
The dollar amounts reported in this column represent the average amount of “compensation actually paid” to the non-PEO NEOs in 2024, 2023, 2022, 2021 and 2020, as computed in accordance with Item 402(v) of Regulation S-K. Equity compensation fair value was calculated based on assumptions determined in accordance with FASB ASC Topic 718. The dollar amounts do not necessarily reflect the actual average amount of compensation earned by or paid to the non-PEO NEOs during the applicable fiscal years.
Average Non-PEO NEOs Compensation Actually Paid Detail for 2024
Compensation Element
Summary Compensation Table (SCT) Reported Total Compensation
$571,616
Aggregate SCT Reported Equity Compensation (-)
($13,680)
Year-End Fair Value of Awards Granted During the FY & Outstanding (+)
$0
Year-Over-Year Change in Fair Value of Awards Granted During Previous FYs & Outstanding (+/-)
$182,226
Vesting Date Fair Value of Awards Granted & Vested During the Covered FY (+)
$13,680
Year-Over-Year Change in Fair Value of Awards Granted During Previous FYs & Vested During Covered FY (+/-)
$15,975
Prior FYE Value of Awards Determined to Fail to Meet Vesting Conditions During Covered FY (-)
$0
Aggregate Change in the Actuarial Present Value of the Accumulated Benefits under Actuarial Pension Plans Reported in the SCT (-)
($69,386)
Actuarially Determined Service Costs for Services Rendered During the Fiscal Year (+)
$37,808
Cost/Credit of Benefits Granted During the Covered FY Attributed to Services Rendered in Periods Prior to an Amendment/Initiation (+)
$0
Compensation Actually Paid Determination
$738,240
(4)
Cumulative total shareholder return (TSR) calculated based on an assumed $100 investment as of December 31, 2019. Peer Group TSR reflects the TSR of the S&P Small Cap 600 IT (total return).
(5)
As all compensation issued by us during the five most recently completed fiscal years has been pursuant to contractual obligations, there have been no financial performance measures used by us to link compensation for the most recently completed fiscal year to the Company’s performance. Therefore, we are not able to use a Company-selected measure. See “Financial Performance Measures” below.
       
Company Selected Measure Name (5)As all compensation issued by us during the five most recently completed fiscal years has been pursuant to contractual obligations, there have been no financial performance measures used by us to link compensation for the most recently completed fiscal year to the Company’s performance. Therefore, we are not able to use a Company-selected measure. See “Financial Performance Measures” below.        
Named Executive Officers, Footnote
(1)
Our PEO for 2020 through 2024 was James V. Continenza. The individuals comprising our non-PEO NEOs for each year were as follows:
2020
2021
2022
2023
2024
David E. Bullwinkle
David E. Bullwinkle
David E. Bullwinkle
David E. Bullwinkle
David E. Bullwinkle
Roger W. Byrd
John O’Grady
Terry R. Taber
Terry R. Taber
Terry R. Taber
 
 
Randy D. Vandagriff
Roger W. Byrd
Roger W. Byrd
 
 
Roger W. Byrd
Richard T. Michaels
Richard T. Michaels
 
 
John O’Grady
 
 
       
Peer Group Issuers, Footnote
(4)
Cumulative total shareholder return (TSR) calculated based on an assumed $100 investment as of December 31, 2019. Peer Group TSR reflects the TSR of the S&P Small Cap 600 IT (total return).
       
PEO Total Compensation Amount $ 6,232,547 $ 7,064,526 $ 2,703,120 $ 6,042,091 $ 11,962,882
PEO Actually Paid Compensation Amount $ 9,196,190 7,108,443 1,862,776 4,167,196 35,160,284
Adjustment To PEO Compensation, Footnote
(2)
The dollar amounts reported in this column represent the amount of “compensation actually paid” to the PEO in 2024, 2023, 2022, 2021 and 2020, as computed in accordance with Item 402(v) of Regulation S-K. Equity compensation fair value was calculated based on assumptions determined in accordance with FASB ASC Topic 718. The dollar amounts do not necessarily reflect the actual amount of compensation earned by or paid to the PEO during the applicable fiscal years.
PEO Compensation Actually Paid Detail for 2024
Compensation Element
Summary Compensation Table (SCT) Reported Total Compensation
$6,232,547
Aggregate SCT Reported Equity Compensation (-)
($3,904,340)
Year-End Fair Value of Awards Granted During the FY & Outstanding (+)
$3,548,201
Year-Over-Year Change in Fair Value of Awards Granted During Previous FYs & Outstanding (+/-)
$1,849,432
Vesting Date Fair Value of Awards Granted & Vested During the Covered FY (+)
$974,191
Year-Over-Year Change in Fair Value of Awards Granted During Previous FYs & Vested During Covered FY (+/-)
$537,722
Prior FYE Value of Awards Determined to Fail to Meet Vesting Conditions During Covered FY (-)
$0
PEO Compensation Actually Paid Detail for 2024
Compensation Element
Aggregate Change in the Actuarial Present Value of the Accumulated Benefits under Actuarial Pension Plans Reported in the SCT (-)
($81,691)
Actuarially Determined Service Costs for Services Rendered During the Fiscal Year (+)
$40,128
Cost/Credit of Benefits Granted During the Covered FY Attributed to Services Rendered in Periods Prior to an Amendment/Initiation (+)
$0
Compensation Actually Paid Determination
$9,196,190
       
Non-PEO NEO Average Total Compensation Amount $ 571,616 1,145,422 478,669 459,305 675,223
Non-PEO NEO Average Compensation Actually Paid Amount $ 738,240 791,989 464,672 343,204 939,203
Adjustment to Non-PEO NEO Compensation Footnote
(3)
The dollar amounts reported in this column represent the average amount of “compensation actually paid” to the non-PEO NEOs in 2024, 2023, 2022, 2021 and 2020, as computed in accordance with Item 402(v) of Regulation S-K. Equity compensation fair value was calculated based on assumptions determined in accordance with FASB ASC Topic 718. The dollar amounts do not necessarily reflect the actual average amount of compensation earned by or paid to the non-PEO NEOs during the applicable fiscal years.
Average Non-PEO NEOs Compensation Actually Paid Detail for 2024
Compensation Element
Summary Compensation Table (SCT) Reported Total Compensation
$571,616
Aggregate SCT Reported Equity Compensation (-)
($13,680)
Year-End Fair Value of Awards Granted During the FY & Outstanding (+)
$0
Year-Over-Year Change in Fair Value of Awards Granted During Previous FYs & Outstanding (+/-)
$182,226
Vesting Date Fair Value of Awards Granted & Vested During the Covered FY (+)
$13,680
Year-Over-Year Change in Fair Value of Awards Granted During Previous FYs & Vested During Covered FY (+/-)
$15,975
Prior FYE Value of Awards Determined to Fail to Meet Vesting Conditions During Covered FY (-)
$0
Aggregate Change in the Actuarial Present Value of the Accumulated Benefits under Actuarial Pension Plans Reported in the SCT (-)
($69,386)
Actuarially Determined Service Costs for Services Rendered During the Fiscal Year (+)
$37,808
Cost/Credit of Benefits Granted During the Covered FY Attributed to Services Rendered in Periods Prior to an Amendment/Initiation (+)
$0
Compensation Actually Paid Determination
$738,240
       
Compensation Actually Paid vs. Total Shareholder Return
Compensation Actually Paid versus TSR
       
Compensation Actually Paid vs. Net Income
Compensation Actually Paid versus Net Income
       
Total Shareholder Return Vs Peer Group
Compensation Actually Paid versus TSR
       
Total Shareholder Return Amount $ 141 84 66 101 175
Peer Group Total Shareholder Return Amount 151 152 126 162 128
Net Income (Loss) $ 102,000,000 $ 75,000,000 $ 26,000,000 $ 24,000,000 $ (541,000,000)
Company Selected Measure Amount
PEO Name James V. Continenza James V. Continenza James V. Continenza James V. Continenza James V. Continenza
Additional 402(v) Disclosure
Financial Performance Measures
Our Compensation, Nominating and Governance Committee (the Committee) reviews a variety of Company-wide and individual factors, as well as peer practices, when considering compensation actions with respect to our executive officers. Over the past five most recently completed fiscal years, in recognition of market conditions, no payments were made under our annual variable incentive program which has been historically used to link executive officer compensation with the Company’s financial performance. Furthermore, any equity award issuances over the five most recently completed fiscal years have been made in the form of RSUs or stock options with vesting dependent upon continued employment and the compensation value ultimately realized by our executive officers remains subject to significant variation over time (e.g., forfeiture of unvested awards prior to vesting, variation in stock price prior to award monetization). As all compensation issued by us during the four most recently completed fiscal years has been pursuant to contractual obligations, there were no financial performance measures used by us to link compensation for the most recently completed fiscal year to the Company’s performance.
       
PEO | Aggregate Change in Present Value of Accumulated Benefit for All Pension Plans Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ (81,691)        
PEO | Pension Adjustments Service Cost          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 40,128        
PEO | Pension Adjustments Prior Service Cost          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (3,904,340)        
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 3,548,201        
PEO | 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 1,849,432        
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 974,191        
PEO | 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 537,722        
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
Non-PEO NEO | Aggregate Change in Present Value of Accumulated Benefit for All Pension Plans Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (69,386)        
Non-PEO NEO | Pension Adjustments Service Cost          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 37,808        
Non-PEO NEO | Pension Adjustments Prior Service Cost          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
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 (13,680)        
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 0        
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 182,226        
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 13,680        
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 15,975        
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ 0