CYTOKINETICS INC, DEF 14A filed on 4/10/2025
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 Cytokinetics, Incorporated
Entity Central Index Key 0001061983
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, we are providing the following information about the relationship between executive compensation actually paid and the Company's financial performance. As described in “Financial Performance Measures” below, we do not have a Company Selected Financial Measure as described in Item 402(v)(2)(vi) of Regulation S-K to link compensation actually paid (“CAP”) to our performance.
Required Tabular Disclosure of Compensation Actually Paid Versus Performance
The following table discloses information on CAP to our principal executive officer and (on average) to our other named executive officers during the specified years alongside total shareholder return (“TSR”) and net income metrics.
Pay versus Performance Table
Year
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 Initial Fixed $100
Investment Based On:
Net Loss
(thousands)
Company
Selected
Measure(7)
Total
Shareholder
Return(5)
Peer Group
Total
Shareholder
Return(6)
2024
$14,368,343
$(1,675,867)
$4,555,402
$574,072
$443
$114
$587,118
2023
$8,751,057
$20,683,738
$2,914,219
$6,431,731
$787
$115
$522,664
2022
$8,547,825
$8,693,131
$2,325,696
$1,321,707
$432
$111
$388,955
2021
$6,414,999
$19,860,766
$2,749,683
$6,474,352
$430
$125
$215,314
2020
$5,128,696
$10,988,808
$1,796,529
$3,291,763
$196
$126
$127,290
(1)
The amounts reported in this column reflect the total compensation reported for Mr. Blum (our PEO) for each corresponding years in the “Total” column of the Executive Summary Compensation Table included in our Proxy Statement for each of 2024, 2023, 2022, 2021, and 2020, with years 2021 and 2020 adjusted as disclosed in footnote 3 to the Executive Summary Compensation Table included in our proxy statement for our 2023 annual meeting of stockholders. Mr. Blum was our PEO for the entirety of each of our 2024, 2023, 2022, 2021, and 2020 fiscal years.
(2)
The amounts reported in this column represent the amount of CAP to Mr. Blum, as computed in accordance with Item 402(v)(2)(iii) of Regulation S-K. The amounts do not reflect the actual amount of compensation earned by or paid to Mr. Blum during the applicable year. In accordance with the requirements of Item 402(v)(2)(iii) of Regulation S-K, the following adjustments were made to Mr. Blum’s total compensation for each year to determine the CAP:
Year
Reported Summary
Compensation Table
Total for PEO
Reported Value of
Equity Awards(a)
Aggregate Equity
Award Adjustments(b)
Compensation Actually
Paid to PEO
2024
$14,368,343
$(12,860,027)
$(3,184,183)
$(1,675,867)
2023
$8,751,057
$(7,425,000)
$19,357,681
$20,683,738
2022
$8,547,825
$(7,408,750)
$7,554,056
$8,693,131
2021
$6,414,999
$(5,276,600)
$18,722,367
$19,860,766
2020
$5,128,696
$(4,075,200)
$9,935,312
$10,988,808
(a)
Represents the reported value of equity awards as reported in the “Stock and Option Awards” column in the Executive Summary Compensation Table for the applicable year.
(b)
The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant besides the difference in grant price and ending applicable year share price. The amounts deducted or added in calculating the equity award adjustments are as follows:
Year
Year End Fair
Value of Equity
Awards Granted
in the Year
Change in Fair Value
of Outstanding and
Unvested Equity
Awards
Granted in
Prior Years
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
Aggregate
Equity Awards
Adjustment
2024
$6,860,826
$(7,193,467)
$505,631
$(3,357,173)
 
$(3,184,183)
2023
$14,362,556
$7,003,351
$692,304
$(2,700,530)
$
$19,357,681
2022
$8,391,888
$98,302
$960,150
$(1,098,634)
$(797,650)
$7,554,056
2021
$9,838,720
$7,245,088
$620,112
$1,018,446
$
$18,722,367
2020
$5,159,264
$2,710,036
$612,092
$1,453,920
$
$9,935,312
(3)
The amounts in this column represent the average of the amounts reported for the Company’s named executive officers as a group (excluding the Company's PEO, Mr. Blum) in the “Total” column of the Executive Summary Compensation Table included in our Proxy Statement for each of our 2024, 2023, 2022, 2021, and 2020 fiscal years, with years 2021 and 2020 adjusted as disclosed in footnote 3 to the Executive Summary Compensation Table included in our proxy statement for our 2023 annual meeting of stockholders, the Company’s named executive officers whose average compensation amounts are included in this figure are Mr. Lee, Mr. Jaw (former Chief Financial Officer), Dr. Malik, Mr. Callos and Mr. Pletcher (former Chief Legal Officer). For 2023, the Company’s named executive officers whose average compensation amounts are included in this figure are Mr. Jaw, Dr. Malik, Mr. Callos and Robert Wong (former Chief Accounting Officer). For 2022, the Company's named executive officers whose average compensation amounts are included in this figure are Mr. Jaw, Dr. Malik, Mr. Callos, David W. Cragg (former Chief Administration Officer), Mark A. Schlossberg (former General Counsel and Secretary) and Mr. Wong. For 2021, the Company's named executive officers whose average compensation amounts are included in this figure are Mr. Jaw, Dr. Malik, Mr. Callos and Mr. Schlossberg. For 2020, the Company's named executive officers whose average compensation amounts are included in this figure are Mr. Jaw, Dr. Malik, Mr. Cragg and Mr. Schlossberg.
(4)
The amounts do not reflect the actual average amount of compensation earned by or paid to the Company's named executive officers as a group during the applicable year. In accordance with the requirements of Item 402(v)(2)(iii) of Regulation S-K, the following adjustments were made to average total compensation for the Company's named executive officers as a group (excluding the Company's PEO, Mr. Blum) for each year to determine the average CAP, using the same methodology described above in footnote 2 above to the Pay versus Performance Table:
Year
Average Reported Summary
Compensation Table Total
for Non-PEO NEOs
Average Reported Value of
Equity Awards (a)
Average Equity Award
Adjustments (b)
Average Compensation
Actually Paid to Non-PEO NEOs
2024
$4,555,402
$(3,554,228)
$(427,101)
$574,072
2023
$2,914,219
$(2,257,825)
$5,775,336
$6,431,731
2022
$2,325,696
$(1,805,064)
$801,075
$1,321,707
2021
$2,749,683
$(2,084,125)
$5,808,795
$6,474,352
2020
$1,796,529
$(1,164,150)
$2,659,384
$3,291,763
(a)
Represents the reported average value of equity awards as reported in the “Stock and Option Awards” column in the Executive Summary Compensation Table for the applicable year.
(b)
The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant besides the difference in grant price and ending applicable year share price. The amounts deducted or added in calculating the equity award adjustments are as follows:
Year
Year End Fair
Value of Equity
Awards Granted
in the Year
Change in Fair Value
of Outstanding and
Unvested Equity
Awards
Granted in
Prior Years
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
Aggregate
Equity Awards
Adjustment
2024
$2,433,620
$(1,113,857)
$62,939
$(709,832)
$(1,099,971)
$(427,101)
2023
$4,386,915
$1,876,679
$201,402
$(689,660)
$
$5,775,336
2022
$1,698,148
$(451,058)
$211,375
$(182,059)
$(475,330)
$801,075
2021
$3,875,707
$1,580,194
$140,931
$211,963
$
$5,808,795
2020
$1,477,028
$679,612
$172,143
$330,603
$
$2,659,384
(5)
Cumulative TSR is calculated by 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. “Measurement period” is defined as: for 2020, the one-year period from market close December 31, 2019 through December 31, 2020; for 2021, the two-year period from market close on December 31, 2019 through December 31, 2021; for 2022, the three-year period from market close December 31, 2019 through December 31, 2022; for 2023, the four-year period from market close December 31, 2019 through December 31, 2023; and for 2024, the five-year period from market close December 31, 2019 through December 31, 2024.
(6)
Represents the Nasdaq Biotechnology Index.
(7)
We do not have a Company Selected Financial Measure as described in Item 402(v)(2)(vi) of Regulation S-K to link CAP to our performance.
       
Company Selected Measure Name do not have a Company Selected Financial Measure        
Named Executive Officers, Footnote
(1)
The amounts reported in this column reflect the total compensation reported for Mr. Blum (our PEO) for each corresponding years in the “Total” column of the Executive Summary Compensation Table included in our Proxy Statement for each of 2024, 2023, 2022, 2021, and 2020, with years 2021 and 2020 adjusted as disclosed in footnote 3 to the Executive Summary Compensation Table included in our proxy statement for our 2023 annual meeting of stockholders. Mr. Blum was our PEO for the entirety of each of our 2024, 2023, 2022, 2021, and 2020 fiscal years.
(3)
The amounts in this column represent the average of the amounts reported for the Company’s named executive officers as a group (excluding the Company's PEO, Mr. Blum) in the “Total” column of the Executive Summary Compensation Table included in our Proxy Statement for each of our 2024, 2023, 2022, 2021, and 2020 fiscal years, with years 2021 and 2020 adjusted as disclosed in footnote 3 to the Executive Summary Compensation Table included in our proxy statement for our 2023 annual meeting of stockholders, the Company’s named executive officers whose average compensation amounts are included in this figure are Mr. Lee, Mr. Jaw (former Chief Financial Officer), Dr. Malik, Mr. Callos and Mr. Pletcher (former Chief Legal Officer). For 2023, the Company’s named executive officers whose average compensation amounts are included in this figure are Mr. Jaw, Dr. Malik, Mr. Callos and Robert Wong (former Chief Accounting Officer). For 2022, the Company's named executive officers whose average compensation amounts are included in this figure are Mr. Jaw, Dr. Malik, Mr. Callos, David W. Cragg (former Chief Administration Officer), Mark A. Schlossberg (former General Counsel and Secretary) and Mr. Wong. For 2021, the Company's named executive officers whose average compensation amounts are included in this figure are Mr. Jaw, Dr. Malik, Mr. Callos and Mr. Schlossberg. For 2020, the Company's named executive officers whose average compensation amounts are included in this figure are Mr. Jaw, Dr. Malik, Mr. Cragg and Mr. Schlossberg.
       
Peer Group Issuers, Footnote
(6)
Represents the Nasdaq Biotechnology Index.
       
PEO Total Compensation Amount $ 14,368,343 $ 8,751,057 $ 8,547,825 $ 6,414,999 $ 5,128,696
PEO Actually Paid Compensation Amount $ (1,675,867) 20,683,738 8,693,131 19,860,766 10,988,808
Adjustment To PEO Compensation, Footnote
(2)
The amounts reported in this column represent the amount of CAP to Mr. Blum, as computed in accordance with Item 402(v)(2)(iii) of Regulation S-K. The amounts do not reflect the actual amount of compensation earned by or paid to Mr. Blum during the applicable year. In accordance with the requirements of Item 402(v)(2)(iii) of Regulation S-K, the following adjustments were made to Mr. Blum’s total compensation for each year to determine the CAP:
Year
Reported Summary
Compensation Table
Total for PEO
Reported Value of
Equity Awards(a)
Aggregate Equity
Award Adjustments(b)
Compensation Actually
Paid to PEO
2024
$14,368,343
$(12,860,027)
$(3,184,183)
$(1,675,867)
2023
$8,751,057
$(7,425,000)
$19,357,681
$20,683,738
2022
$8,547,825
$(7,408,750)
$7,554,056
$8,693,131
2021
$6,414,999
$(5,276,600)
$18,722,367
$19,860,766
2020
$5,128,696
$(4,075,200)
$9,935,312
$10,988,808
(a)
Represents the reported value of equity awards as reported in the “Stock and Option Awards” column in the Executive Summary Compensation Table for the applicable year.
(b)
The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant besides the difference in grant price and ending applicable year share price. The amounts deducted or added in calculating the equity award adjustments are as follows:
Year
Year End Fair
Value of Equity
Awards Granted
in the Year
Change in Fair Value
of Outstanding and
Unvested Equity
Awards
Granted in
Prior Years
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
Aggregate
Equity Awards
Adjustment
2024
$6,860,826
$(7,193,467)
$505,631
$(3,357,173)
 
$(3,184,183)
2023
$14,362,556
$7,003,351
$692,304
$(2,700,530)
$
$19,357,681
2022
$8,391,888
$98,302
$960,150
$(1,098,634)
$(797,650)
$7,554,056
2021
$9,838,720
$7,245,088
$620,112
$1,018,446
$
$18,722,367
2020
$5,159,264
$2,710,036
$612,092
$1,453,920
$
$9,935,312
       
Non-PEO NEO Average Total Compensation Amount $ 4,555,402 2,914,219 2,325,696 2,749,683 1,796,529
Non-PEO NEO Average Compensation Actually Paid Amount $ 574,072 6,431,731 1,321,707 6,474,352 3,291,763
Adjustment to Non-PEO NEO Compensation Footnote
(4)
The amounts do not reflect the actual average amount of compensation earned by or paid to the Company's named executive officers as a group during the applicable year. In accordance with the requirements of Item 402(v)(2)(iii) of Regulation S-K, the following adjustments were made to average total compensation for the Company's named executive officers as a group (excluding the Company's PEO, Mr. Blum) for each year to determine the average CAP, using the same methodology described above in footnote 2 above to the Pay versus Performance Table:
Year
Average Reported Summary
Compensation Table Total
for Non-PEO NEOs
Average Reported Value of
Equity Awards (a)
Average Equity Award
Adjustments (b)
Average Compensation
Actually Paid to Non-PEO NEOs
2024
$4,555,402
$(3,554,228)
$(427,101)
$574,072
2023
$2,914,219
$(2,257,825)
$5,775,336
$6,431,731
2022
$2,325,696
$(1,805,064)
$801,075
$1,321,707
2021
$2,749,683
$(2,084,125)
$5,808,795
$6,474,352
2020
$1,796,529
$(1,164,150)
$2,659,384
$3,291,763
(a)
Represents the reported average value of equity awards as reported in the “Stock and Option Awards” column in the Executive Summary Compensation Table for the applicable year.
(b)
The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant besides the difference in grant price and ending applicable year share price. The amounts deducted or added in calculating the equity award adjustments are as follows:
Year
Year End Fair
Value of Equity
Awards Granted
in the Year
Change in Fair Value
of Outstanding and
Unvested Equity
Awards
Granted in
Prior Years
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
Aggregate
Equity Awards
Adjustment
2024
$2,433,620
$(1,113,857)
$62,939
$(709,832)
$(1,099,971)
$(427,101)
2023
$4,386,915
$1,876,679
$201,402
$(689,660)
$
$5,775,336
2022
$1,698,148
$(451,058)
$211,375
$(182,059)
$(475,330)
$801,075
2021
$3,875,707
$1,580,194
$140,931
$211,963
$
$5,808,795
2020
$1,477,028
$679,612
$172,143
$330,603
$
$2,659,384
       
Compensation Actually Paid vs. Total Shareholder Return
From 2020 to 2021, CAP to our PEO increased by 81%, from approximately $11.0 million to approximately $19.9 million, and average CAP to our other named executive officers (excluding our PEO) similarly increased by 97%, from approximately $3.3 million to approximately $6.5 million. TSR increased from $196 to $430 (representing an increase of 119%), and net losses increased by 69%, from approximately $127.3 million to approximately $215.3 million.
From 2021 to 2022, CAP to our PEO decreased by 56%, from approximately $19.9 million to approximately $8.7 million, and average CAP to our other named executive officers (excluding our PEO) similarly decreased by 80%, from approximately $6.5 million to approximately $1.3 million. TSR increased from $430 to $432 (representing an increase of <1%), and net losses increased by approximately 81%, from approximately $215.3 million to approximately $389.0 million.
From 2022 to 2023, CAP to our PEO increased by 138%, from approximately $8.7 million to approximately $20.7 million, and average CAP to our other named executive officers (excluding our PEO) similarly increased by 387%, from approximately $1.3 million to approximately $6.4 million. TSR increased from $432 to $787 (representing an increase of 82%) and net losses increased by approximately 34%, from approximately $389.0 million to approximately $522.7 million.
In 2024, CAP to our PEO was approximately $(1.7) million, which represents a 108% decrease as compared to his CAP of approximately $20.7 million in 2023. The average CAP to our other named executive officers (excluding our PEO) decreased from approximately $6.4 million to approximately $0.6 million, reflecting a 91% decrease year-over-year. TSR decreased from $787 in 2023 to $443 in 2024 (representing a decrease of 44%) and net losses increased 12%, from approximately $522.7 million in 2023 to approximately $587.1 million in 2024.
The Company has seen cumulative growth in TSR from 2020 through 2024 with a cumulative growth rate of 126%, while the peer group (the Nasdaq Biotechnology Index) experienced a 9% decrease over the 5-year period.
       
Compensation Actually Paid vs. Net Income
From 2020 to 2021, CAP to our PEO increased by 81%, from approximately $11.0 million to approximately $19.9 million, and average CAP to our other named executive officers (excluding our PEO) similarly increased by 97%, from approximately $3.3 million to approximately $6.5 million. TSR increased from $196 to $430 (representing an increase of 119%), and net losses increased by 69%, from approximately $127.3 million to approximately $215.3 million.
From 2021 to 2022, CAP to our PEO decreased by 56%, from approximately $19.9 million to approximately $8.7 million, and average CAP to our other named executive officers (excluding our PEO) similarly decreased by 80%, from approximately $6.5 million to approximately $1.3 million. TSR increased from $430 to $432 (representing an increase of <1%), and net losses increased by approximately 81%, from approximately $215.3 million to approximately $389.0 million.
From 2022 to 2023, CAP to our PEO increased by 138%, from approximately $8.7 million to approximately $20.7 million, and average CAP to our other named executive officers (excluding our PEO) similarly increased by 387%, from approximately $1.3 million to approximately $6.4 million. TSR increased from $432 to $787 (representing an increase of 82%) and net losses increased by approximately 34%, from approximately $389.0 million to approximately $522.7 million.
In 2024, CAP to our PEO was approximately $(1.7) million, which represents a 108% decrease as compared to his CAP of approximately $20.7 million in 2023. The average CAP to our other named executive officers (excluding our PEO) decreased from approximately $6.4 million to approximately $0.6 million, reflecting a 91% decrease year-over-year. TSR decreased from $787 in 2023 to $443 in 2024 (representing a decrease of 44%) and net losses increased 12%, from approximately $522.7 million in 2023 to approximately $587.1 million in 2024.
       
Total Shareholder Return Vs Peer Group
The Company has seen cumulative growth in TSR from 2020 through 2024 with a cumulative growth rate of 126%, while the peer group (the Nasdaq Biotechnology Index) experienced a 9% decrease over the 5-year period.
       
Total Shareholder Return Amount $ 443 787 432 430 196
Peer Group Total Shareholder Return Amount $ 114 $ 115 $ 111 $ 125 $ 126
Company Selected Measure Amount 0 0 0 0 0
PEO Name Mr. Blum Mr. Blum Mr. Blum Mr. Blum Mr. Blum
Additional 402(v) Disclosure
Financial Performance Measures
As described in greater detail in the “Compensation Discussion and Analysis” section of this Proxy Statement, the Company's executive compensation program is based on a pay-for-performance philosophy to support the long-term growth of, and the strategic direction for, the Company. The metrics that the Company uses for both our annual cash incentive under our NEIP and long-term incentive plans are selected based on the objective of creating a strong nexus between executive officer and stockholder financial interests through sustaining positive performance over a multi-year period by way of attainment of our corporate and individual goals. As none of our drug candidates are approved and revenue generating through commercial sales, we do not have a financial performance measure to link CAP to our performance.
Description of the Relationship between Pay and Performance
We are a late stage research and development biotechnology company and have yet to realize any revenues from the commercial sale of our drug candidates. Accordingly, the corporate and individual goals that drive compensation to our named executive officers are non-financial goals such as regulatory milestones, including obtaining regulatory approval for our drug candidates and filing investigational new drug applications, research and development goals such as conducting and completing clinical trials, business development and financing goals, and designing and implementing our ESG programs.
For additional context along with a review of our performance metrics, our process for setting executive compensation, and how our executive compensation design reinforces our compensation philosophy, please see the “Compensation Discussion and Analysis” section of this Proxy Statement.
All information provided above under the “Pay Versus Performance” heading will not be deemed to be incorporated by reference into any filing of the Company under the Securities Act, or the Exchange Act, whether made before or after the date hereof and irrespective of any general incorporation language in any such filing, except to the extent the Company specifically incorporates such information by reference.
       
Equity Awards Adjustments, Footnote
(b)
The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant besides the difference in grant price and ending applicable year share price. The amounts deducted or added in calculating the equity award adjustments are as follows:
Year
Year End Fair
Value of Equity
Awards Granted
in the Year
Change in Fair Value
of Outstanding and
Unvested Equity
Awards
Granted in
Prior Years
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
Aggregate
Equity Awards
Adjustment
2024
$6,860,826
$(7,193,467)
$505,631
$(3,357,173)
 
$(3,184,183)
2023
$14,362,556
$7,003,351
$692,304
$(2,700,530)
$
$19,357,681
2022
$8,391,888
$98,302
$960,150
$(1,098,634)
$(797,650)
$7,554,056
2021
$9,838,720
$7,245,088
$620,112
$1,018,446
$
$18,722,367
2020
$5,159,264
$2,710,036
$612,092
$1,453,920
$
$9,935,312
(b)
The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant besides the difference in grant price and ending applicable year share price. The amounts deducted or added in calculating the equity award adjustments are as follows:
Year
Year End Fair
Value of Equity
Awards Granted
in the Year
Change in Fair Value
of Outstanding and
Unvested Equity
Awards
Granted in
Prior Years
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
Aggregate
Equity Awards
Adjustment
2024
$2,433,620
$(1,113,857)
$62,939
$(709,832)
$(1,099,971)
$(427,101)
2023
$4,386,915
$1,876,679
$201,402
$(689,660)
$
$5,775,336
2022
$1,698,148
$(451,058)
$211,375
$(182,059)
$(475,330)
$801,075
2021
$3,875,707
$1,580,194
$140,931
$211,963
$
$5,808,795
2020
$1,477,028
$679,612
$172,143
$330,603
$
$2,659,384
       
Comprehensive Income (Loss), Net of Tax, Attributable to Parent $ 587,118,000 $ 522,664,000 $ 388,955,000 $ 215,314,000 $ 127,290,000
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (12,860,027) (7,425,000) (7,408,750) (5,276,600) (4,075,200)
PEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (3,184,183) 19,357,681 7,554,056 18,722,367 9,935,312
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 6,860,826 14,362,556 8,391,888 9,838,720 5,159,264
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 (7,193,467) 7,003,351 98,302 7,245,088 2,710,036
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 505,631 692,304 960,150 620,112 612,092
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 (3,357,173) (2,700,530) (1,098,634) 1,018,446 1,453,920
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 (797,650) 0 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 (3,554,228) (2,257,825) (1,805,064) (2,084,125) (1,164,150)
Non-PEO NEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (427,101) 5,775,336 801,075 5,808,795 2,659,384
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 2,433,620 4,386,915 1,698,148 3,875,707 1,477,028
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 (1,113,857) 1,876,679 (451,058) 1,580,194 679,612
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 62,939 201,402 211,375 140,931 172,143
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 (709,832) (689,660) (182,059) 211,963 330,603
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 $ (1,099,971) $ 0 $ (475,330) $ 0 $ 0
v3.25.1
Award Timing Disclosure
12 Months Ended
Dec. 31, 2024
Award Timing Disclosures [Line Items]  
Award Timing MNPI Disclosure
Timing of Grants of Certain Equity Awards
In February 2025, our Board, upon the recommendation of the Compensation Committee, adopted a policy regarding the timing of our equity awards to our named executive officers. Among other matters, this policy provides that annual awards of stock options or SARs to our named executive officers are to be granted on March 15 of every calendar year, unless March 15 falls on a day that is not a business day, in which case the grant date is the preceding business day. The policy further provides that if a named executive officer receives a new hire grant comprised of stock options or SARs, such grant would be made on the 15th calendar day of the month in which he or she first commenced employment or, if the officer commenced employment after 15th calendar day of a particular month (or after the 14th calendar day of a particular month if the 15th day does not fall on a business day), such grant would be made on the 15th calendar day of the month subsequent to the month in which he or she first commenced employment, unless the 15th calendar day falls on a day that is not a business day, in which case the grant date is the preceding business day. Pursuant to this policy, the grants will be made regardless of whether the Company is in possession of material non-public information at the time of the grant. We do not have a practice of purposely accelerating or delaying the public release of
material information in consideration of pending equity awards comprised of stock options or SARs, but in the event the Company is required by law or regulation to release material information shortly before or after a pending equity award comprised of stock options or SARs, the Company will make such disclosures in the ordinary course without consideration of the pending equity awards of stock options or SARs. To date, we have not timed the release of material nonpublic information for the purpose of affecting the value of executive compensation.
Award Timing Method In February 2025, our Board, upon the recommendation of the Compensation Committee, adopted a policy regarding the timing of our equity awards to our named executive officers. Among other matters, this policy provides that annual awards of stock options or SARs to our named executive officers are to be granted on March 15 of every calendar year, unless March 15 falls on a day that is not a business day, in which case the grant date is the preceding business day. The policy further provides that if a named executive officer receives a new hire grant comprised of stock options or SARs, such grant would be made on the 15th calendar day of the month in which he or she first commenced employment or, if the officer commenced employment after 15th calendar day of a particular month (or after the 14th calendar day of a particular month if the 15th day does not fall on a business day), such grant would be made on the 15th calendar day of the month subsequent to the month in which he or she first commenced employment, unless the 15th calendar day falls on a day that is not a business day, in which case the grant date is the preceding business day.
Award Timing Predetermined true
Award Timing MNPI Considered false
Award Timing, How MNPI Considered Pursuant to this policy, the grants will be made regardless of whether the Company is in possession of material non-public information at the time of the grant. We do not have a practice of purposely accelerating or delaying the public release of material information in consideration of pending equity awards comprised of stock options or SARs, but in the event the Company is required by law or regulation to release material information shortly before or after a pending equity award comprised of stock options or SARs, the Company will make such disclosures in the ordinary course without consideration of the pending equity awards of stock options or SARs.
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