MYERS INDUSTRIES INC, DEF 14A filed on 3/18/2024
Proxy Statement (definitive)
v3.24.1
Cover
12 Months Ended
Dec. 31, 2023
Document Information [Line Items]  
Document Type DEF 14A
Amendment Flag false
Entity Information [Line Items]  
Entity Registrant Name MYERS INDUSTRIES, INC.
Entity Central Index Key 0000069488
v3.24.1
Pay vs Performance Disclosure - USD ($)
12 Months Ended
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 Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between executive compensation actually paid (“CAP”) for our principal executive officer (“PEO”) and non-PEO named executive officers (“Non-PEO NEOs”) and certain financial performance of the Company. For further information concerning the Company’s pay-for-performance philosophy and how we align executive compensation with performance, refer to “Executive Compensation and Related Information – Compensation Discussion and Analysis.”
Year
(a)
Summary
Compensation
Table Total for
First PEO(1)
(b)
Compensation
Actually Paid
to First PEO(2)
(c)
Summary
Compensation
Table Total for
Second PEO(3)
(d)
Compensation
Actually Paid
to Second
PEO(4)
(e)
Average
Summary
Compensation
Table Total for
Non-PEO
NEOs(5)
(f)
Average
Compensation
Actually Paid
to Non-PEO
NEOs(6)
(g)
Value of Initial Fixed $100
Investment Based on:
Net Income
(millions)(9)
(j)
Adjusted
EBITDA
(millions)(10)
(k)
Total
Shareholder
Return (TSR)(7)
(h)
Peer Group 1
TSR(8)
(i)
Peer Group 2
TSR(8)
(i)
2023
$3,820,360
$904,036
$1,016,764
$682,786
$132.11
$163.68
$168.39
$48.9
$​97.3
2022
$3,892,778
$7,338,779
$797,339
$951,584
$145.93
$136.42
$127.72
$60.3
$109.2
2021
$2,693,823
$2,968,343
$750,142
$409,365
$127.98
$145.27
$140.98
$33.5
$72.4
2020
$2,017,024
$2,624,286
$1,048,702
$1,369,766
$845,446
$801,284
$129.44
$122.68
$111.97
$36.8
$66.4
(1)
The dollar amounts reported in column (b) are the amounts of total compensation reported for Mr. McGaugh, our Chief Executive Officer, for each corresponding year in the “Total” column of the Summary Compensation Table. Refer to “Executive Compensation and Related Information – Executive Compensation Tables – Summary Compensation Table.”
(2)
The dollar amounts reported in column (c) represent the amount of CAP for Mr. McGaugh, 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 Mr. McGaugh during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to Mr. McGaugh’s total compensation for each year to determine the CAP:
Year
Reported Summary
Compensation
Table Total for
First PEO
Reported
Value of Equity
Awards(a)
Equity
Award
Adjustments(b)
Compensation
Actually Paid
to PEO
2023
$3,820,360
$2,321,216
($595,108)
$904,036
2022
$3,892,778
$2,100,001
$5,546,001
$7,338,779
2021
$2,693,823
$1,419,006
$1,693,526
$2,968,343
2020
$2,017,024
$1,249,999
$1,857,261
$2,624,286
(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 for the applicable year.
(b)
The equity award adjustments for each applicable year include the addition (or subtraction, as applicable) of the following: (i) the year-end fair value of any equity awards granted in the applicable year that are outstanding and unvested as of the end of the year; (ii) the amount of change as of the end of the applicable year (from the end of the prior fiscal year) in fair value of any awards granted in prior years that are outstanding and unvested as of the end of the applicable year; (iii) for awards that are granted and vest in same applicable year, the fair value as of the vesting date; (iv) for awards granted in prior years that vest in the applicable year, the amount equal to the change as of the vesting date (from the end of the prior fiscal year) in fair value; (v) for awards granted in prior years that are determined to fail to meet the applicable vesting conditions during the applicable year, a deduction for the amount equal to the fair value at the end of the prior fiscal year; and (vi) the dollar value of any dividends or other earnings paid on stock or option awards in the applicable year prior to the vesting date that are not otherwise reflected in the fair value of such award or included in any other component of total compensation for the applicable year. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. The amounts deducted or added in calculating the equity award adjustments are as follows:
Year
Year End
Fair Value
of Equity
Awards
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
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
2023
$1,430,021
($1,961,566)
($188,128)
$124,565
($595,108)
2022
$3,626,614
$1,729,636
($49,030)
$238,780
$5,546,001
2021
$1,382,320
$202,340
$17,292
$91,574
$1,693,526
2020
$1,814,792
$42,468
$1,857,261
(3)
Amounts reported in column (d) are the amounts of total compensation reported for Andrean Horton, who served as our interim Chief Executive Officer for a portion of 2020, which were included in the “Total” column of the Summary Compensation Table for 2020.
(4)
Amounts reported in column (e) represent the CAP for Ms. Horton in 2020, 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 Ms. Horton during 2020. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to Ms. Horton’s compensation to determine the CAP for 2020:
Year
Reported Summary
Compensation Table
Total for Second PEO
Reported Value
of Equity
Awards(a)
Equity Award
Adjustments(b)
Compensation
Actually Paid to
Second PEO
2020
$1,048,702
$389,993
$711,057
$1,369,766
(a)
The grant date fair value of equity awards represents the total of the amounts reported in the “Stock Awards” column in the Summary Compensation Table for the applicable year.
(b)
The amounts deducted or added in calculating the equity award adjustments are as follows:
Year
Year End
Fair Value
of Equity
Awards
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
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
2020
$566,205
$138,935
$(17,261)
$23,178
$711,057
(5)
Amounts reported in column (f) 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. The names of each of the Non–CEO NEOs included for purposes of calculating the average amounts in each applicable year are as follows: (i) for 2023, Grant Fitz, Monica Vinay, Jeff Baker, and Jim Gurnee; (ii) for 2022, Sonal Robinson, Monica Vinay, Jeff Baker, Jim Gurnee, and Paul Johnson; (iii) for 2021, Sonal Robinson, Dan Hoehn, Andrean Horton, and Tom Harmon; and (iv) for 2020, Kevin Brackman, Dan Hoehn, Andrean Horton, and Tom Harmon.
(6)
Amounts reported in column (g) represent the average amount of CAP 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 each year 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
Compensation
Actually Paid to
Non-PEO NEOs
2023
$1,016,764
$457,533
$123,555
$682,786
2022
$797,339
$183,967
$338,212
$951,584
2021
$750,142
$296,973
$(43,804)
$409,365
2020
$845,446
$263,333
$219,171
$801,284
(a)
The amounts deducted or added in calculating the total average equity award adjustments are as follows:
Year
Average
Year End
Fair Value
of Equity
Awards
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
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
2023
$328,872
($97,458)
$0
($8,998)
($107,885)
$9,023
$123,555
2022
$294,838
$108,664
$0
($2,750)
($76,160)
$13,620
$338,212
2021
$136,391
$4,108
$0
$4,682
($189,492)
$507
($43,804)
2020
$192,886
$51,231
$49,913
($23,265)
($61,129)
$9,536
$219,171
(7)
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.
(8)
Represents the TSR from the following two peer groups, weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated: (1) S&P 600 Materials (Sector), and (2) S&P 600 Industrials (Sector). The blended weighted TSR of these two peer groups is currently used by the Company to determine the Company’s relative TSR performance for purposes of applying a potential positive or negative modifier in connection with the settlement of the Company’s long-term performance-based incentive awards, as described under “Executive Compensation and Related Information – Compensation Discussion and Analysis – 2023 Long-Term Incentives.” Information regarding the TSR of the S&P 600 Materials (Sector) is included in the five year cumulative total return chart included in the Company’s 2023 Annual Report on Form 10-K.
(9)
Amounts reported represent the amount of net income reflected in the Company’s audited financial statements for the applicable year.
(10)
Adjusted EBITDA is defined as net income plus depreciation and amortization, interest expense (net), income tax provision, and restructuring or other unusual charges. While the Company uses numerous financial and non-financial performance measures for the purpose of evaluating performance for the Company’s compensation programs, the Company has determined that Adjusted EBITDA is the financial performance measure that, in the Company’s assessment, represents the most important performance measure (that is not otherwise required to be disclosed in the table) used by the Company to link CAP to the Company’s NEOs for the most recently completed fiscal year, to Company performance.
     
Company Selected Measure Name Adjusted EBITDA      
Named Executive Officers, Footnote The dollar amounts reported in column (b) are the amounts of total compensation reported for Mr. McGaugh, our Chief Executive Officer, for each corresponding year in the “Total” column of the Summary Compensation Table. Refer to “Executive Compensation and Related Information – Executive Compensation Tables – Summary Compensation Table.”
(3)
Amounts reported in column (d) are the amounts of total compensation reported for Andrean Horton, who served as our interim Chief Executive Officer for a portion of 2020, which were included in the “Total” column of the Summary Compensation Table for 2020.
(5)
Amounts reported in column (f) 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. The names of each of the Non–CEO NEOs included for purposes of calculating the average amounts in each applicable year are as follows: (i) for 2023, Grant Fitz, Monica Vinay, Jeff Baker, and Jim Gurnee; (ii) for 2022, Sonal Robinson, Monica Vinay, Jeff Baker, Jim Gurnee, and Paul Johnson; (iii) for 2021, Sonal Robinson, Dan Hoehn, Andrean Horton, and Tom Harmon; and (iv) for 2020, Kevin Brackman, Dan Hoehn, Andrean Horton, and Tom Harmon.
     
Peer Group Issuers, Footnote
(8)
Represents the TSR from the following two peer groups, weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated: (1) S&P 600 Materials (Sector), and (2) S&P 600 Industrials (Sector). The blended weighted TSR of these two peer groups is currently used by the Company to determine the Company’s relative TSR performance for purposes of applying a potential positive or negative modifier in connection with the settlement of the Company’s long-term performance-based incentive awards, as described under “Executive Compensation and Related Information – Compensation Discussion and Analysis – 2023 Long-Term Incentives.” Information regarding the TSR of the S&P 600 Materials (Sector) is included in the five year cumulative total return chart included in the Company’s 2023 Annual Report on Form 10-K.
     
Adjustment To PEO Compensation, Footnote
(2)
The dollar amounts reported in column (c) represent the amount of CAP for Mr. McGaugh, 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 Mr. McGaugh during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to Mr. McGaugh’s total compensation for each year to determine the CAP:
Year
Reported Summary
Compensation
Table Total for
First PEO
Reported
Value of Equity
Awards(a)
Equity
Award
Adjustments(b)
Compensation
Actually Paid
to PEO
2023
$3,820,360
$2,321,216
($595,108)
$904,036
2022
$3,892,778
$2,100,001
$5,546,001
$7,338,779
2021
$2,693,823
$1,419,006
$1,693,526
$2,968,343
2020
$2,017,024
$1,249,999
$1,857,261
$2,624,286
(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 for the applicable year.
(b)
The equity award adjustments for each applicable year include the addition (or subtraction, as applicable) of the following: (i) the year-end fair value of any equity awards granted in the applicable year that are outstanding and unvested as of the end of the year; (ii) the amount of change as of the end of the applicable year (from the end of the prior fiscal year) in fair value of any awards granted in prior years that are outstanding and unvested as of the end of the applicable year; (iii) for awards that are granted and vest in same applicable year, the fair value as of the vesting date; (iv) for awards granted in prior years that vest in the applicable year, the amount equal to the change as of the vesting date (from the end of the prior fiscal year) in fair value; (v) for awards granted in prior years that are determined to fail to meet the applicable vesting conditions during the applicable year, a deduction for the amount equal to the fair value at the end of the prior fiscal year; and (vi) the dollar value of any dividends or other earnings paid on stock or option awards in the applicable year prior to the vesting date that are not otherwise reflected in the fair value of such award or included in any other component of total compensation for the applicable year. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. The amounts deducted or added in calculating the equity award adjustments are as follows:
Year
Year End
Fair Value
of Equity
Awards
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
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
2023
$1,430,021
($1,961,566)
($188,128)
$124,565
($595,108)
2022
$3,626,614
$1,729,636
($49,030)
$238,780
$5,546,001
2021
$1,382,320
$202,340
$17,292
$91,574
$1,693,526
2020
$1,814,792
$42,468
$1,857,261
(4)
Amounts reported in column (e) represent the CAP for Ms. Horton in 2020, 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 Ms. Horton during 2020. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to Ms. Horton’s compensation to determine the CAP for 2020:
Year
Reported Summary
Compensation Table
Total for Second PEO
Reported Value
of Equity
Awards(a)
Equity Award
Adjustments(b)
Compensation
Actually Paid to
Second PEO
2020
$1,048,702
$389,993
$711,057
$1,369,766
(a)
The grant date fair value of equity awards represents the total of the amounts reported in the “Stock Awards” column in the Summary Compensation Table for the applicable year.
(b)
The amounts deducted or added in calculating the equity award adjustments are as follows:
Year
Year End
Fair Value
of Equity
Awards
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
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
2020
$566,205
$138,935
$(17,261)
$23,178
$711,057
     
Non-PEO NEO Average Total Compensation Amount $ 1,016,764 $ 797,339 $ 750,142 $ 845,446
Non-PEO NEO Average Compensation Actually Paid Amount $ 682,786 951,584 409,365 801,284
Adjustment to Non-PEO NEO Compensation Footnote
(6)
Amounts reported in column (g) represent the average amount of CAP 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 each year 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
Compensation
Actually Paid to
Non-PEO NEOs
2023
$1,016,764
$457,533
$123,555
$682,786
2022
$797,339
$183,967
$338,212
$951,584
2021
$750,142
$296,973
$(43,804)
$409,365
2020
$845,446
$263,333
$219,171
$801,284
(a)
The amounts deducted or added in calculating the total average equity award adjustments are as follows:
Year
Average
Year End
Fair Value
of Equity
Awards
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
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
2023
$328,872
($97,458)
$0
($8,998)
($107,885)
$9,023
$123,555
2022
$294,838
$108,664
$0
($2,750)
($76,160)
$13,620
$338,212
2021
$136,391
$4,108
$0
$4,682
($189,492)
$507
($43,804)
2020
$192,886
$51,231
$49,913
($23,265)
($61,129)
$9,536
$219,171
     
Compensation Actually Paid vs. Total Shareholder Return
Analysis of Information Presented in Pay versus Performance Table
As described in greater detail in “Executive Compensation and Related Information – Compensation Discussion and Analysis,” the Company’s executive compensation program reflects a strong pay-for-performance philosophy with an emphasis on variable, performance-based compensation. While the Company uses several objective metrics to align executive compensation with our financial performance, we do not specifically align such metrics with CAP (as computed in accordance with Item 402(v) of Regulation S-K) for a particular year. In accordance with Item 402(v) of Regulation S-K, the Company is providing the following tables to reflect the relationships between certain of the information presented in the Pay versus Performance table and CAP. The CAP vs. TSR table includes TSR information from the following two peer groups, weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated: (1) S&P 600 Materials (Sector), and (2) S&P 600 Industrials (Sector). The TSR information from the S&P 600 Industrials (Sector) is included as supplemental information. The blended weighted TSR of these two peer groups is currently used by the Company to determine the Company’s relative TSR performance for purposes of applying a potential positive or negative modifier in connection with the settlement of the Company’s long-term performance-based incentive awards, as described under “Executive Compensation and Related Information – Compensation Discussion and Analysis – 2023 Long-Term Incentives.”
     
Compensation Actually Paid vs. Net Income
Analysis of Information Presented in Pay versus Performance Table
As described in greater detail in “Executive Compensation and Related Information – Compensation Discussion and Analysis,” the Company’s executive compensation program reflects a strong pay-for-performance philosophy with an emphasis on variable, performance-based compensation. While the Company uses several objective metrics to align executive compensation with our financial performance, we do not specifically align such metrics with CAP (as computed in accordance with Item 402(v) of Regulation S-K) for a particular year. In accordance with Item 402(v) of Regulation S-K, the Company is providing the following tables to reflect the relationships between certain of the information presented in the Pay versus Performance table and CAP. The CAP vs. TSR table includes TSR information from the following two peer groups, weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated: (1) S&P 600 Materials (Sector), and (2) S&P 600 Industrials (Sector). The TSR information from the S&P 600 Industrials (Sector) is included as supplemental information. The blended weighted TSR of these two peer groups is currently used by the Company to determine the Company’s relative TSR performance for purposes of applying a potential positive or negative modifier in connection with the settlement of the Company’s long-term performance-based incentive awards, as described under “Executive Compensation and Related Information – Compensation Discussion and Analysis – 2023 Long-Term Incentives.”
     
Compensation Actually Paid vs. Company Selected Measure
Analysis of Information Presented in Pay versus Performance Table
As described in greater detail in “Executive Compensation and Related Information – Compensation Discussion and Analysis,” the Company’s executive compensation program reflects a strong pay-for-performance philosophy with an emphasis on variable, performance-based compensation. While the Company uses several objective metrics to align executive compensation with our financial performance, we do not specifically align such metrics with CAP (as computed in accordance with Item 402(v) of Regulation S-K) for a particular year. In accordance with Item 402(v) of Regulation S-K, the Company is providing the following tables to reflect the relationships between certain of the information presented in the Pay versus Performance table and CAP. The CAP vs. TSR table includes TSR information from the following two peer groups, weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated: (1) S&P 600 Materials (Sector), and (2) S&P 600 Industrials (Sector). The TSR information from the S&P 600 Industrials (Sector) is included as supplemental information. The blended weighted TSR of these two peer groups is currently used by the Company to determine the Company’s relative TSR performance for purposes of applying a potential positive or negative modifier in connection with the settlement of the Company’s long-term performance-based incentive awards, as described under “Executive Compensation and Related Information – Compensation Discussion and Analysis – 2023 Long-Term Incentives.”
     
Total Shareholder Return Vs Peer Group
Analysis of Information Presented in Pay versus Performance Table
As described in greater detail in “Executive Compensation and Related Information – Compensation Discussion and Analysis,” the Company’s executive compensation program reflects a strong pay-for-performance philosophy with an emphasis on variable, performance-based compensation. While the Company uses several objective metrics to align executive compensation with our financial performance, we do not specifically align such metrics with CAP (as computed in accordance with Item 402(v) of Regulation S-K) for a particular year. In accordance with Item 402(v) of Regulation S-K, the Company is providing the following tables to reflect the relationships between certain of the information presented in the Pay versus Performance table and CAP. The CAP vs. TSR table includes TSR information from the following two peer groups, weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated: (1) S&P 600 Materials (Sector), and (2) S&P 600 Industrials (Sector). The TSR information from the S&P 600 Industrials (Sector) is included as supplemental information. The blended weighted TSR of these two peer groups is currently used by the Company to determine the Company’s relative TSR performance for purposes of applying a potential positive or negative modifier in connection with the settlement of the Company’s long-term performance-based incentive awards, as described under “Executive Compensation and Related Information – Compensation Discussion and Analysis – 2023 Long-Term Incentives.”
     
Tabular List, Table
Financial Performance Measures
As described in greater detail in “Executive Compensation and Related Information – Compensation Discussion and Analysis,” the Company’s executive compensation program reflects an objective pay-for-performance philosophy. The metrics that the Company uses for both our short-term and long-term incentive awards are selected based on an overall objective of providing incentives to our named executive officers to increase the value of our enterprise for our shareholders. In addition to Adjusted EBITDA, which is the sole financial performance metric currently used in our short-term incentive plan, and relative TSR, which is included as a modifier to our Adjusted EBITDA performance in our long-term incentive plan, the most important financial performance measures used by the Company to measure and internally manage our performance and to align the executive compensation actually paid to our NEOs with the Company’s performance are as follows:
Sales
Adjusted EBITDA Margin (Percentage of Sales)
Earnings per share (EPS)
     
Total Shareholder Return Amount $ 132.11 145.93 127.98 129.44
Peer Group Total Shareholder Return Amount 163.68 136.42 145.27 122.68
Net Income (Loss) $ 48,900,000 $ 60,300,000 $ 33,500,000 $ 36,800,000
Company Selected Measure Amount 97,300,000 109,200,000 72,400,000 66,400,000
Peer Group 2 Total Shareholder Return Amount $ 168.39 $ 127.72 $ 140.98 $ 111.97
Measure:: 1        
Pay vs Performance Disclosure        
Name Sales      
Measure:: 2        
Pay vs Performance Disclosure        
Name Adjusted EBITDA Margin (Percentage of Sales)      
Measure:: 3        
Pay vs Performance Disclosure        
Name Earnings per share (EPS)      
Michael McGaugh [Member]        
Pay vs Performance Disclosure        
PEO Total Compensation Amount $ 3,820,360 3,892,778 2,693,823 2,017,024
PEO Actually Paid Compensation Amount $ 904,036 $ 7,338,779 $ 2,968,343 $ 2,624,286
PEO Name Mr. McGaugh Mr. McGaugh Mr. McGaugh Mr. McGaugh
Andrean Horton [Member]        
Pay vs Performance Disclosure        
PEO Total Compensation Amount $ 0 $ 0 $ 0 $ 1,048,702
PEO Actually Paid Compensation Amount 0 0 0 $ 1,369,766
PEO Name       Andrean Horton
PEO | Michael McGaugh [Member] | Reported Value of Equity Awards [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (2,321,216) (2,100,001) (1,419,006) $ (1,249,999)
PEO | Michael McGaugh [Member] | Equity Award Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (595,108) 5,546,001 1,693,526 1,857,261
PEO | Michael McGaugh [Member] | Year End Fair Value of Equity Awards [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 1,430,021 3,626,614 1,382,320 1,814,792
PEO | Michael McGaugh [Member] | Change in Fair Value of Outstanding and Unvested Equity Awards [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (1,961,566) 1,729,636 202,340 0
PEO | Michael McGaugh [Member] | Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0 0 0 0
PEO | Michael McGaugh [Member] | Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (188,128) (49,030) 17,292 0
PEO | Michael McGaugh [Member] | Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0 0 0 0
PEO | Michael McGaugh [Member] | Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 124,565 238,780 91,574 42,468
PEO | Andrean Horton [Member] | Reported Value of Equity Awards [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount       (389,993)
PEO | Andrean Horton [Member] | Equity Award Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount       711,057
PEO | Andrean Horton [Member] | Year End Fair Value of Equity Awards [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount       566,205
PEO | Andrean Horton [Member] | Change in Fair Value of Outstanding and Unvested Equity Awards [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount       138,935
PEO | Andrean Horton [Member] | Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount       0
PEO | Andrean Horton [Member] | Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount       (17,261)
PEO | Andrean Horton [Member] | Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount       0
PEO | Andrean Horton [Member] | Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount       23,178
Non-PEO NEO | Reported Value of Equity Awards [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (457,533) (183,967) (296,973) (263,333)
Non-PEO NEO | Equity Award Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 123,555 338,212 (43,804) 219,171
Non-PEO NEO | Year End Fair Value of Equity Awards [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 328,872 294,838 136,391 192,886
Non-PEO NEO | Change in Fair Value of Outstanding and Unvested Equity Awards [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (97,458) 108,664 4,108 51,231
Non-PEO NEO | Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0 0 0 49,913
Non-PEO NEO | Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (8,998) (2,750) 4,682 (23,265)
Non-PEO NEO | Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (107,885) (76,160) (189,492) (61,129)
Non-PEO NEO | Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ 9,023 $ 13,620 $ 507 $ 9,536