ECOLAB INC., DEF 14A filed on 3/24/2025
Proxy Statement (definitive)
v3.25.1
Cover
12 Months Ended
Dec. 31, 2024
Document Information [Line Items]  
Document Type DEF 14A
Amendment Flag false
Entity Information [Line Items]  
Entity Registrant Name ECOLAB INC.
Entity Central Index Key 0000031462
v3.25.1
Pay vs Performance Disclosure
12 Months Ended
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Pay vs Performance Disclosure          
Pay vs Performance Disclosure, Table
PAY VERSUS PERFORMANCE
As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K promulgated under the Exchange Act, we are providing the following information about the relationship between executive compensation actually paid and certain measures of financial performance of the Company. For further information concerning the Company’s variable pay-for-performance philosophy and how the Company aligns executive compensation with the Company’s performance, refer to the “Compensation Discussion and Analysis” beginning at page 41.
For purposes of the tables below, the principal executive officer (“PEO”) and non-PEO named executive officers for each year shown are as follows:
YEAR
PEO
NON-PEO NAMED EXECUTIVE OFFICERS
2024
Christophe Beck
Scott D. Kirkland, Darrell R. Brown, Machiel Duijser, and Gregory B. Cook
2023
Christophe Beck
Scott D. Kirkland, Darrell R. Brown, Machiel Duijser, and Lanesha T. Minnix
2022
Christophe Beck
Scott D. Kirkland, Lanesha T. Minnix, Laurie M. Marsh, and Darrell R. Brown
2021
Christophe Beck
Daniel J. Schmechel, Angela M. Busch, Timothy P. Mulhere, and Douglas M. Baker, Jr.
2020
Douglas M. Baker, Jr.
Daniel J. Schmechel, Christophe Beck, Machiel Duijser, and Elizabeth A. Simermeyer
(A)
(B)
(C)
(D)
(E)
(F)
(G)
(H)
(I)
   
SUMMARY
COMPENSATION
TABLE TOTAL
FOR PEO
(1)
($)
COMPENSATION
ACTUALLY PAID
TO PEO
(2)
($)
AVERAGE
SUMMARY
COMPENSATION
TABLE TOTAL
FOR NON-PEO
NEOs
(3)
($)
AVERAGE
COMPENSATION
ACTUALLY PAID
TO NON-PEO
NEOs
(4)
($)
VALUE OF FIXED $100
INVESTMENT BASED ON:
NET
INCOME
(7)
($ MILLIONS)
ADJUSTED
EPS
(8)
($)
YEAR
TOTAL
SHAREHOLDER
RETURN
(5)
(#)
PEER GROUP
TOTAL
SHAREHOLDER
RETURN
(6)
($)
2024 16,390,924 30,060,002 4,457,093 12,317,510 128.13 151.67 2,112.4 6.65
2023 15,547,055 22,727,541 5,005,743 7,106,251 107.41 151.73 1,372.3 5.21
2022 8,720,419 2,627,030 4,044,487 2,631,032 77.87 134.82 1,091.7 4.49
2021 8,365,888 10,099,689 3,082,720 4,579,856 123.79 153.67 1,129.9 4.69
2020 16,905,180 18,110,719 5,434,441 5,377,090 113.17 120.73 (1,205.1) 4.02
(1)
The dollar amounts reported in column (B) are the amounts of total compensation reported for the PEO in the “Total” column of the “Summary Compensation Table” for the applicable year.
(2)
The dollar amounts reported in column (C) represent the amount of “compensation actually paid” to the PEO, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to the PEO during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to the PEO’s total compensation for 2024 to determine the compensation actually paid. Refer to our 2024 Proxy Statement for information on the calculation of “Compensation Actually Paid” for prior years.
YEAR
REPORTED SUMMARY
COMPENSATION
TABLE TOTAL
FOR PEO
($)
REPORTED
VALUE OF
EQUITY
AWARDS
(a)
($)
EQUITY AWARD
ADJUSTMENTS
(b)
($)
REPORTED CHANGE IN
THE ACTUARIAL PRESENT
VALUE OF PENSION
BENEFITS
(c)
($)
PENSION BENEFIT
ADJUSTMENTS
(d)
($)
COMPENSATION
ACTUALLY PAID
TO PEO
($)
2024 16,390,924 (10,154,823) 23,914,750 (166,519) 75,670
30,060,002
(a)
The grant date fair value of equity awards represents the total of the amounts reported in the “Stock Awards” and “Option Awards” columns in the “Summary Compensation Table.”
(b)
The amounts deducted or added in calculating the equity award adjustments are as follows:
YEAR
YEAR END
FAIR
VALUE OF
EQUITY
AWARDS
($)
YEAR OVER
YEAR CHANGE
IN FAIR VALUE
OF
OUTSTANDING
AND UNVESTED
EQUITY
AWARDS
($)
FAIR VALUE
AS OF
VESTING
DATE OF
EQUITY
AWARDS
GRANTED
AND VESTED
IN THE YEAR
($)
YEAR OVER
YEAR CHANGE
IN FAIR VALUE
OF EQUITY
AWARDS
GRANTED IN
PRIOR YEARS
THAT VESTED
IN THE YEAR
($)
FAIR VALUE AT
THE END OF
THE PRIOR
YEAR OF
EQUITY
AWARDS THAT
FAILED TO
MEET VESTING
CONDITIONS IN
THE YEAR
($)
VALUE OF
DIVIDENDS OR
OTHER EARNINGS
PAID ON STOCK OR
OPTION AWARDS
NOT OTHERWISE
REFLECTED IN FAIR
VALUE OR TOTAL
COMPENSATION
($)
TOTAL EQUITY
AWARD
ADJUSTMENTS
($)
2024 9,619,784 10,765,968 3,528,998
23,914,750
The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant.
(c)
The amounts included in this column are the amounts reported in “Change in Pension and Non-Qualified Deferred Compensation” column of the “Summary Compensation Table.”
(d)
The total pension benefit adjustments include the actuarially determined service cost for services rendered by the PEO in 2024.
(3)
The dollar amounts reported in column (D) represent the average of the amounts reported for the Company’s non-PEO NEOs as a group in the “Total” column of the “Summary Compensation Table” in each applicable year.
(4)
The dollar amounts reported in column (E) represent the average amount of “compensation actually paid” to the non-PEO NEOs as a group, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to the non-PEO NEOs as a group during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to average total compensation for the non-PEO NEOs as a group for 2024 to determine the compensation actually paid, using the same methodology described above in Note 2:
YEAR
AVERAGE REPORTED
SUMMARY
COMPENSATION
TABLE TOTAL FOR
NON-PEO NEOS
($)
AVERAGE
REPORTED
VALUE OF
EQUITY
AWARDS
($)
AVERAGE EQUITY
AWARD
ADJUSTMENTS
(a)
($)
AVERAGE REPORTED
CHANGE IN THE
ACTUARIAL PRESENT
VALUE OF PENSION
BENEFITS
($)
AVERAGE
PENSION BENEFIT
ADJUSTMENTS
(b)
($)
AVERAGE
COMPENSATION
ACTUALLY PAID
TO NON-PEO
NEOS
($)
2024 4,457,093 (2,139,727) 5,631,005 (64,962) 24,723
12,317,510
(a)
The amounts deducted or added in calculating the equity award adjustments are as follows:
YEAR
AVERAGE
YEAR END
FAIR
VALUE OF
EQUITY
AWARDS
($)
YEAR OVER
YEAR AVERAGE
CHANGE IN
FAIR VALUE OF
OUTSTANDING
AND UNVESTED
EQUITY
AWARDS
($)
AVERAGE
FAIR VALUE
AS OF
VESTING
DATE OF
EQUITY
AWARDS
GRANTED
AND VESTED
IN THE YEAR
($)
YEAR OVER
YEAR AVERAGE
CHANGE IN
FAIR VALUE OF
EQUITY
AWARDS
GRANTED IN
PRIOR YEARS
THAT VESTED
IN THE YEAR
($)
AVERAGE FAIR
VALUE AT THE
END OF THE
PRIOR YEAR OF
EQUITY
AWARDS THAT
FAILED TO
MEET VESTING
CONDITIONS IN
THE YEAR
($)
AVERAGE VALUE OF
DIVIDENDS OR
OTHER EARNINGS
PAID ON STOCK OR
OPTION AWARDS
NOT OTHERWISE
REFLECTED IN FAIR
VALUE OR TOTAL
COMPENSATION
($)
TOTAL
AVERAGE
EQUITY AWARD
ADJUSTMENTS
($)
2024 2,026,419 2,748,987 855,600
5,631,005
(b)
The pension benefit adjustment reflects an average service cost addition of $24,723.
(5)
Cumulative TSR is calculated by dividing the sum of the cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and the difference between the Company’s share price at the end and the beginning of the measurement period by the Company’s share price at the beginning of the measurement period. The beginning of the measurement period is December 31, 2019 and the end is the end of each fiscal year shown in the table.
(6)
Peer Group Total Shareholder Return reflects total shareholder return of the S&P 500 Materials Index, which is used by the Company for purposes of compliance with Item 201(e) of Regulation S-K.
(7)
The dollar amounts reported represent the amount of net income reflected in the Company’s audited financial statements for the applicable year.
(8)
Our non-GAAP adjusted financial measure for diluted earnings per share excludes the impact of special (gains) and charges and the impact of discrete tax items. We include items within special (gains) and charges and discrete tax items that we believe can significantly affect the period-over-period assessment of operating results and not necessarily reflect costs associated with historical trends and future results. After tax special (gains) and charges are derived by applying the applicable local jurisdictional tax rate to the corresponding pre-tax special (gains) and charges. See “Performance Measures and Achievement — Adjusted EPS” in our CD&A for a reconciliation of this Non-GAAP measure to its most directly comparable financial measure calculated and presented in accordance with GAAP.
       
Company Selected Measure Name ADJUSTED EPS        
Named Executive Officers, Footnote
YEAR
PEO
NON-PEO NAMED EXECUTIVE OFFICERS
2024
Christophe Beck
Scott D. Kirkland, Darrell R. Brown, Machiel Duijser, and Gregory B. Cook
2023
Christophe Beck
Scott D. Kirkland, Darrell R. Brown, Machiel Duijser, and Lanesha T. Minnix
2022
Christophe Beck
Scott D. Kirkland, Lanesha T. Minnix, Laurie M. Marsh, and Darrell R. Brown
2021
Christophe Beck
Daniel J. Schmechel, Angela M. Busch, Timothy P. Mulhere, and Douglas M. Baker, Jr.
2020
Douglas M. Baker, Jr.
Daniel J. Schmechel, Christophe Beck, Machiel Duijser, and Elizabeth A. Simermeyer
       
Peer Group Issuers, Footnote
(6)
Peer Group Total Shareholder Return reflects total shareholder return of the S&P 500 Materials Index, which is used by the Company for purposes of compliance with Item 201(e) of Regulation S-K.
       
PEO Total Compensation Amount $ 16,390,924 $ 15,547,055 $ 8,720,419 $ 8,365,888 $ 16,905,180
PEO Actually Paid Compensation Amount $ 30,060,002 22,727,541 2,627,030 10,099,689 18,110,719
Adjustment To PEO Compensation, Footnote
(2)
The dollar amounts reported in column (C) represent the amount of “compensation actually paid” to the PEO, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to the PEO during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to the PEO’s total compensation for 2024 to determine the compensation actually paid. Refer to our 2024 Proxy Statement for information on the calculation of “Compensation Actually Paid” for prior years.
YEAR
REPORTED SUMMARY
COMPENSATION
TABLE TOTAL
FOR PEO
($)
REPORTED
VALUE OF
EQUITY
AWARDS
(a)
($)
EQUITY AWARD
ADJUSTMENTS
(b)
($)
REPORTED CHANGE IN
THE ACTUARIAL PRESENT
VALUE OF PENSION
BENEFITS
(c)
($)
PENSION BENEFIT
ADJUSTMENTS
(d)
($)
COMPENSATION
ACTUALLY PAID
TO PEO
($)
2024 16,390,924 (10,154,823) 23,914,750 (166,519) 75,670
30,060,002
(a)
The grant date fair value of equity awards represents the total of the amounts reported in the “Stock Awards” and “Option Awards” columns in the “Summary Compensation Table.”
(b)
The amounts deducted or added in calculating the equity award adjustments are as follows:
YEAR
YEAR END
FAIR
VALUE OF
EQUITY
AWARDS
($)
YEAR OVER
YEAR CHANGE
IN FAIR VALUE
OF
OUTSTANDING
AND UNVESTED
EQUITY
AWARDS
($)
FAIR VALUE
AS OF
VESTING
DATE OF
EQUITY
AWARDS
GRANTED
AND VESTED
IN THE YEAR
($)
YEAR OVER
YEAR CHANGE
IN FAIR VALUE
OF EQUITY
AWARDS
GRANTED IN
PRIOR YEARS
THAT VESTED
IN THE YEAR
($)
FAIR VALUE AT
THE END OF
THE PRIOR
YEAR OF
EQUITY
AWARDS THAT
FAILED TO
MEET VESTING
CONDITIONS IN
THE YEAR
($)
VALUE OF
DIVIDENDS OR
OTHER EARNINGS
PAID ON STOCK OR
OPTION AWARDS
NOT OTHERWISE
REFLECTED IN FAIR
VALUE OR TOTAL
COMPENSATION
($)
TOTAL EQUITY
AWARD
ADJUSTMENTS
($)
2024 9,619,784 10,765,968 3,528,998
23,914,750
The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant.
(c)
The amounts included in this column are the amounts reported in “Change in Pension and Non-Qualified Deferred Compensation” column of the “Summary Compensation Table.”
(d)
The total pension benefit adjustments include the actuarially determined service cost for services rendered by the PEO in 2024.
       
Non-PEO NEO Average Total Compensation Amount $ 4,457,093 5,005,743 4,044,487 3,082,720 5,434,441
Non-PEO NEO Average Compensation Actually Paid Amount $ 12,317,510 7,106,251 2,631,032 4,579,856 5,377,090
Adjustment to Non-PEO NEO Compensation Footnote
(3)
The dollar amounts reported in column (D) represent the average of the amounts reported for the Company’s non-PEO NEOs as a group in the “Total” column of the “Summary Compensation Table” in each applicable year.
(4)
The dollar amounts reported in column (E) represent the average amount of “compensation actually paid” to the non-PEO NEOs as a group, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to the non-PEO NEOs as a group during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to average total compensation for the non-PEO NEOs as a group for 2024 to determine the compensation actually paid, using the same methodology described above in Note 2:
YEAR
AVERAGE REPORTED
SUMMARY
COMPENSATION
TABLE TOTAL FOR
NON-PEO NEOS
($)
AVERAGE
REPORTED
VALUE OF
EQUITY
AWARDS
($)
AVERAGE EQUITY
AWARD
ADJUSTMENTS
(a)
($)
AVERAGE REPORTED
CHANGE IN THE
ACTUARIAL PRESENT
VALUE OF PENSION
BENEFITS
($)
AVERAGE
PENSION BENEFIT
ADJUSTMENTS
(b)
($)
AVERAGE
COMPENSATION
ACTUALLY PAID
TO NON-PEO
NEOS
($)
2024 4,457,093 (2,139,727) 5,631,005 (64,962) 24,723
12,317,510
(a)
The amounts deducted or added in calculating the equity award adjustments are as follows:
YEAR
AVERAGE
YEAR END
FAIR
VALUE OF
EQUITY
AWARDS
($)
YEAR OVER
YEAR AVERAGE
CHANGE IN
FAIR VALUE OF
OUTSTANDING
AND UNVESTED
EQUITY
AWARDS
($)
AVERAGE
FAIR VALUE
AS OF
VESTING
DATE OF
EQUITY
AWARDS
GRANTED
AND VESTED
IN THE YEAR
($)
YEAR OVER
YEAR AVERAGE
CHANGE IN
FAIR VALUE OF
EQUITY
AWARDS
GRANTED IN
PRIOR YEARS
THAT VESTED
IN THE YEAR
($)
AVERAGE FAIR
VALUE AT THE
END OF THE
PRIOR YEAR OF
EQUITY
AWARDS THAT
FAILED TO
MEET VESTING
CONDITIONS IN
THE YEAR
($)
AVERAGE VALUE OF
DIVIDENDS OR
OTHER EARNINGS
PAID ON STOCK OR
OPTION AWARDS
NOT OTHERWISE
REFLECTED IN FAIR
VALUE OR TOTAL
COMPENSATION
($)
TOTAL
AVERAGE
EQUITY AWARD
ADJUSTMENTS
($)
2024 2,026,419 2,748,987 855,600
5,631,005
(b)
The pension benefit adjustment reflects an average service cost addition of $24,723.
       
Compensation Actually Paid vs. Total Shareholder Return [MISSING IMAGE: bc_compensationtsr-pn.jpg]        
Compensation Actually Paid vs. Net Income
[MISSING IMAGE: bc_compensaincome-pn.jpg]
       
Compensation Actually Paid vs. Company Selected Measure
[MISSING IMAGE: bc_compensationeps-pn.jpg]
       
Total Shareholder Return Vs Peer Group [MISSING IMAGE: bc_compensationtsr-pn.jpg]        
Tabular List, Table
FINANCIAL PERFORMANCE MEASURES
As described in greater detail in the “Compensation Discussion and Analysis,” the Company’s compensation programs are designed to enable us to attract and retain the leadership talent that is necessary to successfully manage our strong earnings growth and return on invested capital objectives, while balancing necessary investment in the businesses in order to achieve attractive, long-term shareholder returns. As required by Item 402(v) of Regulation S-K, the following is a list of performance measures, which in our assessment represents the most important performance measures used by the Company to link compensation actually paid to the Company’s NEOs for 2024:

Adjusted diluted earnings per share

Business unit operating income

Business unit sales

Organic return on invested capital

Relative total shareholder return
       
Total Shareholder Return Amount $ 128.13 107.41 77.87 123.79 113.17
Peer Group Total Shareholder Return Amount 151.67 151.73 134.82 153.67 120.73
Net Income (Loss) $ 2,112,400,000 $ 1,372,300,000 $ 1,091,700,000 $ 1,129,900,000 $ (1,205,100,000)
Company Selected Measure Amount 6.65 5.21 4.49 4.69 4.02
PEO Name Christophe Beck        
Equity Awards Adjustments, Footnote
(b)
The amounts deducted or added in calculating the equity award adjustments are as follows:
YEAR
YEAR END
FAIR
VALUE OF
EQUITY
AWARDS
($)
YEAR OVER
YEAR CHANGE
IN FAIR VALUE
OF
OUTSTANDING
AND UNVESTED
EQUITY
AWARDS
($)
FAIR VALUE
AS OF
VESTING
DATE OF
EQUITY
AWARDS
GRANTED
AND VESTED
IN THE YEAR
($)
YEAR OVER
YEAR CHANGE
IN FAIR VALUE
OF EQUITY
AWARDS
GRANTED IN
PRIOR YEARS
THAT VESTED
IN THE YEAR
($)
FAIR VALUE AT
THE END OF
THE PRIOR
YEAR OF
EQUITY
AWARDS THAT
FAILED TO
MEET VESTING
CONDITIONS IN
THE YEAR
($)
VALUE OF
DIVIDENDS OR
OTHER EARNINGS
PAID ON STOCK OR
OPTION AWARDS
NOT OTHERWISE
REFLECTED IN FAIR
VALUE OR TOTAL
COMPENSATION
($)
TOTAL EQUITY
AWARD
ADJUSTMENTS
($)
2024 9,619,784 10,765,968 3,528,998
23,914,750
(a)
The amounts deducted or added in calculating the equity award adjustments are as follows:
YEAR
AVERAGE
YEAR END
FAIR
VALUE OF
EQUITY
AWARDS
($)
YEAR OVER
YEAR AVERAGE
CHANGE IN
FAIR VALUE OF
OUTSTANDING
AND UNVESTED
EQUITY
AWARDS
($)
AVERAGE
FAIR VALUE
AS OF
VESTING
DATE OF
EQUITY
AWARDS
GRANTED
AND VESTED
IN THE YEAR
($)
YEAR OVER
YEAR AVERAGE
CHANGE IN
FAIR VALUE OF
EQUITY
AWARDS
GRANTED IN
PRIOR YEARS
THAT VESTED
IN THE YEAR
($)
AVERAGE FAIR
VALUE AT THE
END OF THE
PRIOR YEAR OF
EQUITY
AWARDS THAT
FAILED TO
MEET VESTING
CONDITIONS IN
THE YEAR
($)
AVERAGE VALUE OF
DIVIDENDS OR
OTHER EARNINGS
PAID ON STOCK OR
OPTION AWARDS
NOT OTHERWISE
REFLECTED IN FAIR
VALUE OR TOTAL
COMPENSATION
($)
TOTAL
AVERAGE
EQUITY AWARD
ADJUSTMENTS
($)
2024 2,026,419 2,748,987 855,600
5,631,005
       
Measure:: 1          
Pay vs Performance Disclosure          
Name Adjusted diluted earnings per share        
Non-GAAP Measure Description
(8)
Our non-GAAP adjusted financial measure for diluted earnings per share excludes the impact of special (gains) and charges and the impact of discrete tax items. We include items within special (gains) and charges and discrete tax items that we believe can significantly affect the period-over-period assessment of operating results and not necessarily reflect costs associated with historical trends and future results. After tax special (gains) and charges are derived by applying the applicable local jurisdictional tax rate to the corresponding pre-tax special (gains) and charges. See “Performance Measures and Achievement — Adjusted EPS” in our CD&A for a reconciliation of this Non-GAAP measure to its most directly comparable financial measure calculated and presented in accordance with GAAP.
       
Measure:: 2          
Pay vs Performance Disclosure          
Name Business unit operating income        
Measure:: 3          
Pay vs Performance Disclosure          
Name Business unit sales        
Measure:: 4          
Pay vs Performance Disclosure          
Name Organic return on invested capital        
Measure:: 5          
Pay vs Performance Disclosure          
Name Relative total shareholder return        
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 $ (166,519)        
PEO | Aggregate Pension Adjustments Service Cost          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 75,670        
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (10,154,823)        
PEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 23,914,750        
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 9,619,784        
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 10,765,968        
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount        
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 3,528,998        
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        
PEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount        
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 (64,962)        
Non-PEO NEO | Aggregate Pension Adjustments Service Cost          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 24,723        
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 (2,139,727)        
Non-PEO NEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 5,631,005        
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 2,026,419        
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 2,748,987        
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount        
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 855,600        
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        
Non-PEO NEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount        
v3.25.1
Award Timing Disclosure
12 Months Ended
Dec. 31, 2024
Award Timing Disclosures [Line Items]  
Award Timing MNPI Disclosure
Generally, long-term equity incentives for executives are granted on the same date as our Compensation & HCM Committee approval date and in no event is the grant date prior to the approval date. Annual grants are typically made at the regularly scheduled meeting of the Compensation & HCM Committee in December. The Compensation and Human Capital Management Committee did not take material nonpublic information into account when determining the timing and terms of equity awards in 2024. We do not time the disclosure of material nonpublic information for the purpose of affecting the value of executive compensation. In addition, in 2024 we did not grant long-term equity incentives (including stock options) during any period beginning four business days before and ending one business day after the filing of any periodic report on Form 10-Q or Form 10-K, or the filing or furnishing of any current report on Form 8-K that discloses material nonpublic information. We may change our equity grant practices in the future.
Award Timing Method we did not grant long-term equity incentives (including stock options) during any period beginning four business days before and ending one business day after the filing of any periodic report on Form 10-Q or Form 10-K, or the filing or furnishing of any current report on Form 8-K that discloses material nonpublic information. We may change our equity grant practices in the future.
Award Timing Predetermined true
Award Timing MNPI Considered false
Award Timing, How MNPI Considered The Compensation and Human Capital Management Committee did not take material nonpublic information into account when determining the timing and terms of equity awards in 2024. We do not time the disclosure of material nonpublic information for the purpose of affecting the value of executive compensation
MNPI Disclosure Timed for Compensation Value false
v3.25.1
Insider Trading Policies and Procedures
12 Months Ended
Dec. 31, 2024
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true