Pay vs Performance Disclosure - USD ($)
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12 Months Ended |
Apr. 01, 2023 |
May 15, 2022 |
Apr. 01, 2022 |
Dec. 31, 2025 |
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
Dec. 31, 2021 |
| Pay vs Performance Disclosure [Table] |
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| Pay vs Performance Disclosure, Table |
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(3) |
(3) |
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Value
of Initial Fixed $100 |
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Average |
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Investment
Based on:(3) |
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Company |
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Summary |
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Summary |
Average |
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Selected |
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Summary |
Compensation |
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Compensation |
Compensation |
Compensation |
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Peer |
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Measure: |
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Compensation |
Table |
Compensation |
Actually |
Table
Total |
Actually |
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Group |
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FX- |
| |
Table |
Total
for |
Actually |
Paid |
for |
Paid
to |
Total |
Total |
Net |
Neutral |
| |
Total
for |
Prior |
Paid
to |
to
Prior |
NON-PEO |
NON-PEO |
Shareholder |
Shareholder |
Income |
Revenue |
| Year |
PEO(1) |
PEO(1) |
PEO(2) |
PEO |
NEOs(1) |
NEOs(2) |
Return |
Return |
($M) |
($M)(4) |
| 2025 |
$28,463,890 |
N/A |
$ 74,378,139 |
N/A |
$11,472,580 |
$14,029,701 |
$189.15 |
$258.38 |
$ 2,031 |
$11,053 |
| 2024 |
$20,349,650 |
N/A |
$ 49,091,343 |
N/A |
$ 7,166,848 |
$12,002,184 |
$132.51 |
$208.30 |
$ 1,975 |
$10,281 |
| 2023 |
$21,560,669 |
N/A |
$ 24,813,140 |
N/A |
$ 7,702,798 |
$ 8,603,146 |
$ 91.52 |
$152.48 |
$ 2,767 |
$10,060 |
| 2022 |
$16,950,325 |
N/A |
$ (18,130,627) |
N/A |
$ 8,547,469 |
$
673,193 |
$ 85.02 |
$ 96.60 |
$ (1,269) |
$10,115 |
| 2021 |
$21,685,102 |
N/A |
$ 45,448,713 |
N/A |
$12,005,041 |
$10,293,743 |
$133.81 |
$134.53 |
$ 13,608 |
$10,232 |
| (1) | The Principal Executive Officer (“PEO”) and other NEOs (the “Non-PEO NEOs”)
for the applicable years were as follows: |
| (2) | The 2025 Summary Compensation
Table totals reported for our PEO and the average of the Non-PEO NEOs as a group for each year were subject to the following equity award
adjustments per Item 402(v)(2)(iii) of Regulation S-K to calculate “compensation actually paid” using the methodology described
below: |
| (3) | The peer group for TSR for each
listed fiscal year is the S&P 500 Information Technology (Sector) Index. The TSR amounts disclosed in the table assume a fixed investment
of $100, and the relevant “measurement period” for any given year presented is the market close on the last trading day before
the registrant’s earliest fiscal year presented in the table, through and including the end of the fiscal year for which cumulative
TSR is being calculated. In addition, the TSR for the earliest year in the table will represent the TSR over that “first”
year while the TSR for the next earliest year will represent the cumulative TSR over the first and the second years. |
| (4) | The Company has identified
FX-Neutral Revenue as the company-selected measure for the pay versus performance disclosure, as it represents the most important financial
performance measure used to link compensation actually paid to the PEO and the Other NEOs in 2025 to the Company’s performance. FX-Neutral Revenue was chosen from
the following three most important financial performance measures used by the Company to link compensation actually paid to the PEO and
other NEOs in 2025 to the Company’s performance: |
| • | 2025: Mr. Iannone served as our PEO, and Ms. Alford, Ms. Loeger, Mr. Sweetnam and Ms. Wellington served
as the Non-PEO NEOs. Mr. Priest’s and Mr. Garcia’s employment with the Company terminated on July 31, 2025 and July 18, 2025,
respectively. |
| • | 2024: Mr. Iannone served as our PEO, and Mr. Garcia, Ms. Huber, Ms. Loeger, Mr. Priest and Ms. Wellington
served as the Non-PEO NEOs. Ms. Huber’s employment with the Company terminated on June 21, 2024. |
| • | 2023: Mr. Iannone served as our PEO, and Mr. Boone, Mr. Garcia, Ms. Loeger and Mr. Priest served as the Non-PEO NEOs. |
| • | 2022: Mr. Iannone served as our PEO, and Mr. Boone, Mr. Garcia, Ms. Loeger, Mr. Priest and Mr. Thompson
served as the Non-PEO NEOs. Mr. Thompson’s employment with the Company terminated on April 29, 2022. |
| • | 2021: Mr. Iannone served as our PEO and Mr. Boone, Mr. Cring, Ms. Loeger, Mr. Priest, Mr. Thompson
and Ms. Yetto served as the Non-PEO NEOs. Mr. Cring’s and Ms. Yetto’s employment with the Company terminated on October 15,
2021 and March 16, 2021, respectively. |
The dollar amounts reported are the
amounts of total compensation reported for Mr. Iannone for each corresponding year in the “Total” column of the Summary Compensation
Table.
| (2) | The 2025 Summary Compensation
Table totals reported for our PEO and the average of the Non-PEO NEOs as a group for each year were subject to the following equity award
adjustments per Item 402(v)(2)(iii) of Regulation S-K to calculate “compensation actually paid” using the methodology described
below: |
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2025 |
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Average |
| |
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|
for |
| |
|
|
Other |
| |
PEO |
NEOs |
| Summary
Compensation Table Total |
$ |
28,463,890 |
$ |
11,472,580 |
| Adjustments |
|
|
|
|
| Deduction
for amount reported under the “Stock Awards” and “Option Awards” Columns of the Summary Compensation Table |
$ |
(23,518,310) |
$ |
(6,292,452) |
| Increase/deduction
for the Inclusion of Rule 402(v) Equity Values(*): |
|
|
|
|
| Year
End Fair Value of Equity Awards Granted During the Year(*) |
$ |
47,306,977 |
$ |
8,785,337 |
| Change
in Fair Value of Outstanding and Unvested Equity Awards Granted in Prior Years(*) |
$ |
15,930,899 |
$ |
1,649,344 |
| Fair
Value as of Vesting Date of Equity Awards Granted and Vested in the Year(*) |
$ |
2,164,758 |
$ |
332,930 |
| Change
in Fair Value as of the Vesting Date of Equity Awards Granted in Prior Years that Vested in the Year(*) |
$ |
3,123,613 |
$ |
1,359,308 |
| Fair
Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year(*) |
$ |
0 |
$ |
(3,334,835) |
| Value
of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or |
|
|
|
|
| Total
Compensation(*) |
$ |
906,311 |
$ |
57,488 |
| Total |
$ |
69,432,558 |
$ |
8,849,573 |
| COMPENSATION
ACTUALLY PAID |
$ |
74,378,139 |
$ |
14,029,701 |
| (*) | Compensation
Actually Paid excludes the Stock Awards and Option Awards columns from the relevant fiscal year’s Summary Compensation Table total.
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. The Rule 402(v) Equity Values reflect the aggregate
of the following components, as applicable: (i) the fair value as of the end of the listed fiscal year of unvested equity awards granted
in that year; (ii) the change in fair value during the listed fiscal year of equity awards granted in prior years that remained outstanding
and unvested at the end of the listed fiscal year; (iii) the change in fair value during the listed fiscal year through the vesting date
of equity awards granted in prior years that vested during the listed fiscal year, less the fair value at the end of the prior year of
awards granted prior to the listed fiscal year that failed to meet applicable vesting conditions during the listed fiscal year and (iv)
the value of dividend equivalents paid on stock or option awards in the covered fiscal year prior to the vesting date that are not otherwise
included in the total compensation for the covered fiscal year. Equity values are calculated in accordance with Financial Accounting
Standards Board’s (“FASB”) Accounting Standards Update (“ASC”) Topic 718, and the valuation assumptions
used to calculate fair values did not materially differ from those disclosed at the time of the grant or the Company’s approach
to valuation employed in its financial statements. |
For purposes of the
above adjustments, the fair value of equity awards on the applicable date were determined in accordance with FASB’s ASC Topic 718,
using valuation methodologies that are generally consistent with those used to determine the grant date fair value for accounting purposes.
The table below contains ranges of assumptions
used in the valuation of outstanding equity awards for the relevant fiscal year(s). For more information, please see the notes to our
financial statements in our Annual Report on Form 10-K and the footnotes to the Summary Compensation Table of this Proxy Statement above.
PBRSU Valuation Assumptions
| |
Financial |
TSR
Realized |
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| |
Metric |
Performance |
|
Risk-Free |
| PBRSUs |
Multiplier |
(Percentile) |
Volatility |
Interest
Rate |
| 2023
PBRSU |
100%
- 230% |
50P
- 75P |
100%
- 230% |
100%
- 230% |
| 2024
PBRSU |
100%
- 230% |
50P
- 75P |
100%
- 230% |
100%
- 230% |
| 2025
PBRSU |
100%
- 230% |
50P
- 75P |
100%
- 230% |
100%
- 230% |
Stock Option Valuation Assumptions
| Grant Date |
Expected Term (Years)** |
Strike Price |
Volatility*** |
Dividend Yield*** |
Risk-Free Interest Rate*** |
| 4/1/2022 |
3.11 |
$57.71 |
31.20% |
1.75% |
3.92% |
| 5/15/2022 |
2.56 |
$46.65 |
29.55% |
1.75% |
3.93% |
| 4/1/2023 |
1.86 – 2.85 |
$44.37 |
27.59% - 33.09% |
1.34% - 1.75% |
3.41% - 3.93% |
| (**) | Expected
term adjusted for moneyness is calculated as the midpoint between the weighted time to vest (considering both service and performance
conditions) and the contractual term, and then adjusted based on the moneyness ratio as of the measurement date. |
| (***) | Implied
volatility, dividend yield and Risk-free rate are computed as of the measurement date following similar methodology as grant date. |
| (3) | The peer group for TSR for each
listed fiscal year is the S&P 500 Information Technology (Sector) Index. The TSR amounts disclosed in the table assume a fixed investment
of $100, and the relevant “measurement period” for any given year presented is the market close on the last trading day before
the registrant’s earliest fiscal year presented in the table, through and including the end of the fiscal year for which cumulative
TSR is being calculated. In addition, the TSR for the earliest year in the table will represent the TSR over that “first”
year while the TSR for the next earliest year will represent the cumulative TSR over the first and the second years. |
| (4) | The Company has identified
FX-Neutral Revenue as the company-selected measure for the pay versus performance disclosure, as it represents the most important financial
performance measure used to link compensation actually paid to the PEO and the Other NEOs in 2025 to the Company’s performance. FX-Neutral Revenue was chosen from
the following three most important financial performance measures used by the Company to link compensation actually paid to the PEO and
other NEOs in 2025 to the Company’s performance: |
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| Company Selected Measure Name |
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FX-Neutral Revenue
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| Named Executive Officers, Footnote [Text Block] |
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| (1) | The Principal Executive Officer (“PEO”) and other NEOs (the “Non-PEO NEOs”)
for the applicable years were as follows: |
| (2) | The 2025 Summary Compensation
Table totals reported for our PEO and the average of the Non-PEO NEOs as a group for each year were subject to the following equity award
adjustments per Item 402(v)(2)(iii) of Regulation S-K to calculate “compensation actually paid” using the methodology described
below: |
| (3) | The peer group for TSR for each
listed fiscal year is the S&P 500 Information Technology (Sector) Index. The TSR amounts disclosed in the table assume a fixed investment
of $100, and the relevant “measurement period” for any given year presented is the market close on the last trading day before
the registrant’s earliest fiscal year presented in the table, through and including the end of the fiscal year for which cumulative
TSR is being calculated. In addition, the TSR for the earliest year in the table will represent the TSR over that “first”
year while the TSR for the next earliest year will represent the cumulative TSR over the first and the second years. |
| (4) | The Company has identified
FX-Neutral Revenue as the company-selected measure for the pay versus performance disclosure, as it represents the most important financial
performance measure used to link compensation actually paid to the PEO and the Other NEOs in 2025 to the Company’s performance. FX-Neutral Revenue was chosen from
the following three most important financial performance measures used by the Company to link compensation actually paid to the PEO and
other NEOs in 2025 to the Company’s performance: |
| • | 2025: Mr. Iannone served as our PEO, and Ms. Alford, Ms. Loeger, Mr. Sweetnam and Ms. Wellington served
as the Non-PEO NEOs. Mr. Priest’s and Mr. Garcia’s employment with the Company terminated on July 31, 2025 and July 18, 2025,
respectively. |
| • | 2024: Mr. Iannone served as our PEO, and Mr. Garcia, Ms. Huber, Ms. Loeger, Mr. Priest and Ms. Wellington
served as the Non-PEO NEOs. Ms. Huber’s employment with the Company terminated on June 21, 2024. |
| • | 2023: Mr. Iannone served as our PEO, and Mr. Boone, Mr. Garcia, Ms. Loeger and Mr. Priest served as the Non-PEO NEOs. |
| • | 2022: Mr. Iannone served as our PEO, and Mr. Boone, Mr. Garcia, Ms. Loeger, Mr. Priest and Mr. Thompson
served as the Non-PEO NEOs. Mr. Thompson’s employment with the Company terminated on April 29, 2022. |
| • | 2021: Mr. Iannone served as our PEO and Mr. Boone, Mr. Cring, Ms. Loeger, Mr. Priest, Mr. Thompson
and Ms. Yetto served as the Non-PEO NEOs. Mr. Cring’s and Ms. Yetto’s employment with the Company terminated on October 15,
2021 and March 16, 2021, respectively. |
|
|
|
|
|
| PEO Total Compensation Amount |
[1] |
|
|
|
|
$ 28,463,890
|
$ 20,349,650
|
$ 21,560,669
|
$ 16,950,325
|
$ 21,685,102
|
| PEO Actually Paid Compensation Amount |
[2] |
|
|
|
|
$ 74,378,139
|
49,091,343
|
24,813,140
|
(18,130,627)
|
45,448,713
|
| Adjustment To PEO Compensation, Footnote [Text Block] |
|
|
|
|
|
| (2) | The 2025 Summary Compensation
Table totals reported for our PEO and the average of the Non-PEO NEOs as a group for each year were subject to the following equity award
adjustments per Item 402(v)(2)(iii) of Regulation S-K to calculate “compensation actually paid” using the methodology described
below: |
|
|
|
|
|
| |
2025 |
| |
|
|
Average |
| |
|
|
for |
| |
|
|
Other |
| |
PEO |
NEOs |
| Summary
Compensation Table Total |
$ |
28,463,890 |
$ |
11,472,580 |
| Adjustments |
|
|
|
|
| Deduction
for amount reported under the “Stock Awards” and “Option Awards” Columns of the Summary Compensation Table |
$ |
(23,518,310) |
$ |
(6,292,452) |
| Increase/deduction
for the Inclusion of Rule 402(v) Equity Values(*): |
|
|
|
|
| Year
End Fair Value of Equity Awards Granted During the Year(*) |
$ |
47,306,977 |
$ |
8,785,337 |
| Change
in Fair Value of Outstanding and Unvested Equity Awards Granted in Prior Years(*) |
$ |
15,930,899 |
$ |
1,649,344 |
| Fair
Value as of Vesting Date of Equity Awards Granted and Vested in the Year(*) |
$ |
2,164,758 |
$ |
332,930 |
| Change
in Fair Value as of the Vesting Date of Equity Awards Granted in Prior Years that Vested in the Year(*) |
$ |
3,123,613 |
$ |
1,359,308 |
| Fair
Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year(*) |
$ |
0 |
$ |
(3,334,835) |
| Value
of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or |
|
|
|
|
| Total
Compensation(*) |
$ |
906,311 |
$ |
57,488 |
| Total |
$ |
69,432,558 |
$ |
8,849,573 |
| COMPENSATION
ACTUALLY PAID |
$ |
74,378,139 |
$ |
14,029,701 |
| (*) | Compensation
Actually Paid excludes the Stock Awards and Option Awards columns from the relevant fiscal year’s Summary Compensation Table total.
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. The Rule 402(v) Equity Values reflect the aggregate
of the following components, as applicable: (i) the fair value as of the end of the listed fiscal year of unvested equity awards granted
in that year; (ii) the change in fair value during the listed fiscal year of equity awards granted in prior years that remained outstanding
and unvested at the end of the listed fiscal year; (iii) the change in fair value during the listed fiscal year through the vesting date
of equity awards granted in prior years that vested during the listed fiscal year, less the fair value at the end of the prior year of
awards granted prior to the listed fiscal year that failed to meet applicable vesting conditions during the listed fiscal year and (iv)
the value of dividend equivalents paid on stock or option awards in the covered fiscal year prior to the vesting date that are not otherwise
included in the total compensation for the covered fiscal year. Equity values are calculated in accordance with Financial Accounting
Standards Board’s (“FASB”) Accounting Standards Update (“ASC”) Topic 718, and the valuation assumptions
used to calculate fair values did not materially differ from those disclosed at the time of the grant or the Company’s approach
to valuation employed in its financial statements. |
|
|
|
|
|
| Non-PEO NEO Average Total Compensation Amount |
[1] |
|
|
|
|
$ 11,472,580
|
7,166,848
|
7,702,798
|
8,547,469
|
12,005,041
|
| Non-PEO NEO Average Compensation Actually Paid Amount |
[2] |
|
|
|
|
$ 14,029,701
|
$ 12,002,184
|
$ 8,603,146
|
673,193
|
10,293,743
|
| Adjustment to Non-PEO NEO Compensation Footnote [Text Block] |
|
|
|
|
|
| (2) | The 2025 Summary Compensation
Table totals reported for our PEO and the average of the Non-PEO NEOs as a group for each year were subject to the following equity award
adjustments per Item 402(v)(2)(iii) of Regulation S-K to calculate “compensation actually paid” using the methodology described
below: |
|
|
|
|
|
| |
2025 |
| |
|
|
Average |
| |
|
|
for |
| |
|
|
Other |
| |
PEO |
NEOs |
| Summary
Compensation Table Total |
$ |
28,463,890 |
$ |
11,472,580 |
| Adjustments |
|
|
|
|
| Deduction
for amount reported under the “Stock Awards” and “Option Awards” Columns of the Summary Compensation Table |
$ |
(23,518,310) |
$ |
(6,292,452) |
| Increase/deduction
for the Inclusion of Rule 402(v) Equity Values(*): |
|
|
|
|
| Year
End Fair Value of Equity Awards Granted During the Year(*) |
$ |
47,306,977 |
$ |
8,785,337 |
| Change
in Fair Value of Outstanding and Unvested Equity Awards Granted in Prior Years(*) |
$ |
15,930,899 |
$ |
1,649,344 |
| Fair
Value as of Vesting Date of Equity Awards Granted and Vested in the Year(*) |
$ |
2,164,758 |
$ |
332,930 |
| Change
in Fair Value as of the Vesting Date of Equity Awards Granted in Prior Years that Vested in the Year(*) |
$ |
3,123,613 |
$ |
1,359,308 |
| Fair
Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year(*) |
$ |
0 |
$ |
(3,334,835) |
| Value
of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or |
|
|
|
|
| Total
Compensation(*) |
$ |
906,311 |
$ |
57,488 |
| Total |
$ |
69,432,558 |
$ |
8,849,573 |
| COMPENSATION
ACTUALLY PAID |
$ |
74,378,139 |
$ |
14,029,701 |
| (*) | Compensation
Actually Paid excludes the Stock Awards and Option Awards columns from the relevant fiscal year’s Summary Compensation Table total.
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. The Rule 402(v) Equity Values reflect the aggregate
of the following components, as applicable: (i) the fair value as of the end of the listed fiscal year of unvested equity awards granted
in that year; (ii) the change in fair value during the listed fiscal year of equity awards granted in prior years that remained outstanding
and unvested at the end of the listed fiscal year; (iii) the change in fair value during the listed fiscal year through the vesting date
of equity awards granted in prior years that vested during the listed fiscal year, less the fair value at the end of the prior year of
awards granted prior to the listed fiscal year that failed to meet applicable vesting conditions during the listed fiscal year and (iv)
the value of dividend equivalents paid on stock or option awards in the covered fiscal year prior to the vesting date that are not otherwise
included in the total compensation for the covered fiscal year. Equity values are calculated in accordance with Financial Accounting
Standards Board’s (“FASB”) Accounting Standards Update (“ASC”) Topic 718, and the valuation assumptions
used to calculate fair values did not materially differ from those disclosed at the time of the grant or the Company’s approach
to valuation employed in its financial statements. |
|
|
|
|
|
| Equity Valuation Assumption Difference, Footnote [Text Block] |
|
|
|
|
|
PBRSU Valuation Assumptions
| |
Financial |
TSR
Realized |
|
|
| |
Metric |
Performance |
|
Risk-Free |
| PBRSUs |
Multiplier |
(Percentile) |
Volatility |
Interest
Rate |
| 2023
PBRSU |
100%
- 230% |
50P
- 75P |
100%
- 230% |
100%
- 230% |
| 2024
PBRSU |
100%
- 230% |
50P
- 75P |
100%
- 230% |
100%
- 230% |
| 2025
PBRSU |
100%
- 230% |
50P
- 75P |
100%
- 230% |
100%
- 230% |
Stock Option Valuation Assumptions
| Grant Date |
Expected Term (Years)** |
Strike Price |
Volatility*** |
Dividend Yield*** |
Risk-Free Interest Rate*** |
| 4/1/2022 |
3.11 |
$57.71 |
31.20% |
1.75% |
3.92% |
| 5/15/2022 |
2.56 |
$46.65 |
29.55% |
1.75% |
3.93% |
| 4/1/2023 |
1.86 – 2.85 |
$44.37 |
27.59% - 33.09% |
1.34% - 1.75% |
3.41% - 3.93% |
| (**) | Expected
term adjusted for moneyness is calculated as the midpoint between the weighted time to vest (considering both service and performance
conditions) and the contractual term, and then adjusted based on the moneyness ratio as of the measurement date. |
| (***) | Implied
volatility, dividend yield and Risk-free rate are computed as of the measurement date following similar methodology as grant date. |
|
|
|
|
|
| Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Financial Metric Multiplier, Minimum |
|
|
|
|
|
100.00%
|
100.00%
|
100.00%
|
|
|
| Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Financial Metric Multiplier, Maximum |
|
|
|
|
|
230.00%
|
230.00%
|
230.00%
|
|
|
| Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, TSR Realized Performance, Minimum |
|
|
|
|
|
50.00%
|
50.00%
|
50.00%
|
|
|
| Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, TSR Realized Performance, Maximum |
|
|
|
|
|
75.00%
|
75.00%
|
75.00%
|
|
|
| Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Minimum |
|
27.59%
|
[3] |
|
|
100.00%
|
100.00%
|
100.00%
|
|
|
| Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Maximum |
|
33.09%
|
[3] |
|
|
230.00%
|
230.00%
|
230.00%
|
|
|
| Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Dividend Rate, Minimum |
[3] |
1.34%
|
|
|
|
|
|
|
|
|
| Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Dividend Rate, Maximum |
[3] |
1.75%
|
|
|
|
|
|
|
|
|
| Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum |
|
3.41%
|
[3] |
|
|
100.00%
|
100.00%
|
100.00%
|
|
|
| Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum |
|
3.93%
|
[3] |
|
|
230.00%
|
230.00%
|
230.00%
|
|
|
| Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Term |
[4] |
|
|
6 years 6 months 22 days
|
3 years 1 month 10 days
|
|
|
|
|
|
| Share Price |
|
$ 44.37
|
|
$ 46.65
|
$ 57.71
|
|
|
|
|
|
| Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Volatility Rate |
[3] |
|
|
29.55%
|
31.20%
|
|
|
|
|
|
| Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Dividend Rate |
[3] |
|
|
1.75%
|
1.75%
|
|
|
|
|
|
| Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Risk Free Interest Rate |
[3] |
|
|
3.93%
|
3.92%
|
|
|
|
|
|
| Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Term, Minimum |
[4] |
1 year 10 months 10 days
|
|
|
|
|
|
|
|
|
| Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Term, Maximum |
[4] |
2 years 10 months 6 days
|
|
|
|
|
|
|
|
|
| Compensation Actually Paid vs. Net Income |
|
|
|
|
|
| • | Relationship
Between Compensation Actually Paid to our PEO and the Average of the Compensation Actually
Paid to the Non-PEO NEOs and the Company’s Net Income. The
following chart illustrates the relationship between CAP for our PEO and the average CAP
for our Non-PEO NEOs against the Company’s net income: |

|
|
|
|
|
| Compensation Actually Paid vs. Company Selected Measure |
|
|
|
|
|
| • | Relationship
Between Compensation Actually Paid to our PEO and the Average of the Compensation Actually
Paid to the Non-PEO NEOs and the Company’s FX-Neutral Revenue. The following
chart illustrates the relationship between CAP for our PEO and the average CAP for our Non-PEO
NEOs against the Company’s FX-Neutral Revenue. |
|
|
|
|
|
| Total Shareholder Return Vs Peer Group |
|
|
|
|
|
| • | Relationship
Between Compensation Actually Paid to our PEO and the Average of the Compensation Actually
Paid to the Non-PEO NEOs and the Company’s Cumulative TSR. The following chart
illustrates the relationship between CAP for our PEO and the average CAP for our Non-PEO
NEOs against the Company’s TSR, as well as the relationship between our TSR and the
TSR of our peer group. |

|
|
|
|
|
| Tabular List, Table |
|
|
|
|
|
| |
|
|
|
| |
Most
Important Financial Performance Measures: |
|
| |
|
|
|
| |
• |
FX-Neutral
Revenue(1) (the company-selected measure)—broad topline financial metric reflecting GMV performance while incentivizing
business development and growth |
|
| |
• |
Non-GAAP Operating Margin—incentivizes
operational efficiency and profitability |
|
| |
• |
Non-GAAP Net Income—incentivizes
operational efficiency and profitability while also reflecting capital structure and tax impacts |
|
| |
(1) |
Calculated on a fixed foreign exchange
basis. We define Foreign exchange neutral (“FX-Neutral”) net revenues as GAAP net revenues minus the exchange rate effect,
which we calculate by applying prior period foreign currency exchange rates to current year transactional currency amounts, excluding
hedging activity. We believe presenting FX-Neutral net revenues provides useful information to both management and investors by isolating
the effects of foreign currency exchange rate fluctuations that may not be indicative of our core operating results. In addition,
as we have historically reported certain FX-Neutral results to investors, we believe that continuing to include these FX-Neutral
measures provides consistency in our financial reporting. FX-Neutral net revenues are non-GAAP financial measures that are not based
on any comprehensive set of accounting rules or principles and may be calculated differently than other “FX-Neutral,”
“constant currency,” or similarly titled measures used by other companies. FX-Neutral net revenues are not presented
as an alternative to GAAP net revenues and should only be used to evaluate our results of operations in conjunction with GAAP net
revenues. |
|
| |
|
|
|
|
|
|
|
|
| Total Shareholder Return Amount |
[5] |
|
|
|
|
$ 189.15
|
$ 132.51
|
$ 91.52
|
85.02
|
133.81
|
| Peer Group Total Shareholder Return Amount |
[5] |
|
|
|
|
258.38
|
208.30
|
152.48
|
96.60
|
134.53
|
| Net Income (Loss) Attributable to Parent |
|
|
|
|
|
$ 2,031,000,000
|
$ 1,975,000,000
|
$ 2,767,000,000
|
$ (1,269,000,000)
|
$ 13,608,000,000
|
| Company Selected Measure Amount |
[6] |
|
|
|
|
11,053,000,000
|
10,281,000,000
|
10,060,000,000
|
10,115,000,000
|
10,232,000,000
|
| PEO Name |
|
|
|
|
|
Mr. Iannone
|
|
|
|
|
| Measure [Axis]: 1 |
|
|
|
|
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
|
|
|
|
| Name |
[7] |
|
|
|
|
FX-Neutral
Revenue
|
|
|
|
|
| Non-GAAP Measure Description [Text Block] |
|
|
|
|
|
The Company has identified
FX-Neutral Revenue as the company-selected measure for the pay versus performance disclosure, as it represents the most important financial
performance measure used to link compensation actually paid to the PEO and the Other NEOs in 2025 to the Company’s performance. FX-Neutral Revenue was chosen from
the following three most important financial performance measures used by the Company to link compensation actually paid to the PEO and
other NEOs in 2025 to the Company’s performance:
|
|
|
|
|
| Measure [Axis]: 2 |
|
|
|
|
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
|
|
|
|
| Name |
|
|
|
|
|
Non-GAAP Operating Margin
|
|
|
|
|
| Measure [Axis]: 3 |
|
|
|
|
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
|
|
|
|
| Name |
|
|
|
|
|
Non-GAAP Net Income
|
|
|
|
|
| PEO [Member] |
|
|
|
|
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
|
|
|
|
| Total |
|
|
|
|
|
$ 69,432,558
|
|
|
|
|
| PEO [Member] | Deduction for amount reported under the Stock Awards and Option Awards Columns of the Summary Compensation Table [Member] |
|
|
|
|
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
|
|
|
|
| Total |
|
|
|
|
|
(23,518,310)
|
|
|
|
|
| PEO [Member] | Year End Fair Value of Equity Awards Granted During the Year [Member] |
|
|
|
|
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
|
|
|
|
| Total |
[8] |
|
|
|
|
47,306,977
|
|
|
|
|
| PEO [Member] | Change in Fair Value of Outstanding and Unvested Equity Awards Granted in Prior Years [Member] |
|
|
|
|
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
|
|
|
|
| Total |
[8] |
|
|
|
|
15,930,899
|
|
|
|
|
| PEO [Member] | Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year [Member] |
|
|
|
|
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
|
|
|
|
| Total |
[8] |
|
|
|
|
2,164,758
|
|
|
|
|
| PEO [Member] | Change in Fair Value as of the Vesting Date of Equity Awards Granted in Prior Years that Vested in the Year [Member] |
|
|
|
|
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
|
|
|
|
| Total |
[8] |
|
|
|
|
3,123,613
|
|
|
|
|
| PEO [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 [Table] |
|
|
|
|
|
|
|
|
|
|
| Total |
[8] |
|
|
|
|
0
|
|
|
|
|
| PEO [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 [Table] |
|
|
|
|
|
|
|
|
|
|
| Total |
[8] |
|
|
|
|
906,311
|
|
|
|
|
| Non-PEO NEO [Member] |
|
|
|
|
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
|
|
|
|
| Total |
|
|
|
|
|
8,849,573
|
|
|
|
|
| Non-PEO NEO [Member] | Deduction for amount reported under the Stock Awards and Option Awards Columns of the Summary Compensation Table [Member] |
|
|
|
|
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
|
|
|
|
| Total |
|
|
|
|
|
(6,292,452)
|
|
|
|
|
| Non-PEO NEO [Member] | Year End Fair Value of Equity Awards Granted During the Year [Member] |
|
|
|
|
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
|
|
|
|
| Total |
[8] |
|
|
|
|
8,785,337
|
|
|
|
|
| Non-PEO NEO [Member] | Change in Fair Value of Outstanding and Unvested Equity Awards Granted in Prior Years [Member] |
|
|
|
|
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
|
|
|
|
| Total |
[8] |
|
|
|
|
1,649,344
|
|
|
|
|
| Non-PEO NEO [Member] | Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year [Member] |
|
|
|
|
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
|
|
|
|
| Total |
[8] |
|
|
|
|
332,930
|
|
|
|
|
| Non-PEO NEO [Member] | Change in Fair Value as of the Vesting Date of Equity Awards Granted in Prior Years that Vested in the Year [Member] |
|
|
|
|
|
|
|
|
|
|
| Pay vs Performance Disclosure [Table] |
|
|
|
|
|
|
|
|
|
|
| Total |
[8] |
|
|
|
|
1,359,308
|
|
|
|
|
| Non-PEO NEO [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 [Table] |
|
|
|
|
|
|
|
|
|
|
| Total |
[8] |
|
|
|
|
(3,334,835)
|
|
|
|
|
| Non-PEO NEO [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 [Table] |
|
|
|
|
|
|
|
|
|
|
| Total |
[8] |
|
|
|
|
$ 57,488
|
|
|
|
|
|
|