PREFORMED LINE PRODUCTS CO
For the period ended May 7, 2024. Filed Mar 22, 2024.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 7, 2024 · Filed Mar 22, 2024
Contents
Pay versus Performance
The following table summarizes compensation paid to our former CEO (until January 1, 2024) and current Executive Chairman, who is also our principal executive officer as set forth in our Summary Compensation Table, compensation actually paid to our PEO, average compensation paid to our Non-PEO NEOs as set forth in our Summary Compensation Table, and average compensation actually paid to our Non-PEO NEOs, each as calculated in accordance with SEC rules, and certain Company and peer group performance measures for the periods indicated:
| Value of Initial Fixed $100 Investment Based On: | ||||||||
|---|---|---|---|---|---|---|---|---|
| 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 (2) | Total Shareholder Return (4) | Peer Group Total Shareholder Return (4) | Net Income(in thousands) | Return on Shareholders' Equity (5) |
| 2023 | 4,891,381 | 7,584,765 | 1,595,453 | 2,268,815 | $231.46 | $154.37 | 63,332 | 20.8% |
| 2022 | 4,587,518 | 6,311,917 | 1,311,075 | 1,662,554 | $143.07 | $126.27 | 54,395 | 21.0% |
| 2021 | 4,760,218 | 4,371,177 | 1,278,358 | 1,206,905 | $110.12 | $143.94 | 35,729 | 16.9% |
| 2020 | 5,155,604 | 5,382,937 | 1,003,522 | 975,760 | $115.12 | $131.59 | 29,803 | 14.6% |
(1)
Robert Ruhlman was the PEO for all four years (2020-2023).
(2)
The dollar amounts shown in these columns reflect “compensation actually paid” calculated in accordance with SEC rules. The charts below detail the additions and deductions to Compensation Actually Paid calculation. The dollar amounts do not reflect the actual amount of compensation earned by or paid to the PEO or other NEOs during the applicable years.
(3)
The non-PEO NEOs are comprised of: 2023 –Andrew S. Klaus, Dennis F. McKenna, J. Ryan Ruhlman, and John M. Hofstetter; 2022 and 2021 –Andrew S. Klaus, Dennis F. McKenna, J. Ryan Ruhlman, and William H. Haag III; 2020 -David Sunkle, Dennis F. McKenna, William H. Haag III, Michael Weisbarth and Andrew S. Klaus.
(4)
These columns assume a $100 investment was made in our common shares and in the stock of our Peer Group (defined herein) on the last day of our fiscal year before the earliest reported period and all dividends were reinvested. The “Peer Group” is made up of the companies in the Hemscott Industry Group 627 (Industrial Electrical Equipment), which is the peer group used for the Performance Graph in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023.
(5)
Return on shareholders’ equity is the financial performance measure, which, in the Company’s assessment, represents for 2023 the most important performance measure used to link compensation actually paid to our PEOs and non-PEO NEOs to the Company’s performance.
Compensation Actually Paid
The following tables set forth the adjustments made to the total compensation information included in the Summary Compensation Table (“SCT”) for the PEO and non-PEO NEOs, as an average, for purposes of providing the “Compensation Actually Paid to PEO” and “Average Compensation Actually Paid to Non-PEO NEOs” in the table above.
| 28 2024 Proxy Statement | Preformed Line Products Company |
|---|
PEO – Adjustments for Compensation Actually Paid (CAP) to PEO
| PEO Summary Compensation Total (SCT) to CAP Adjustments | 2023 | 2022 | 2021 | 2020 |
|---|---|---|---|---|
| Deduction for Amounts Reported under the “Stock Awards” Column of the SCT | (2,046,877) | (1,889,622) | (1,920,858) | (2,433,539) |
| Addition of Fair Value of Awards Granted During Year that Remain Unvested as of Year-End (1) | 1,544,611 | 2,660,782 | 1,729,949 | 2,254,961 |
| Addition/Deduction of Change in Fair Value from Prior Year-End to Current Year-End of Awards Granted Prior to Year that were Outstanding and Unvested as of Year-End (1) | 2,967,650 | 1,109,563 | (238,088) | 495,213 |
| Addition/Deduction of Change in Fair Value from Prior Year-End to Vesting Date of Awards Granted Prior to Year that Vested During Year (1) | 228,000 | (156,324) | 39,956 | (89,302) |
| Total Adjustments | 2,693,384 | 1,724,399 | (389,041) | 227,333 |
Average Non-PEO NEOs – Adjustments for CAP to Non-PEO NEOs
| Non-PEO NEOs Summary Compensation Total to CAP Adjustments | 2023 | 2022 | 2021 | 2020 |
|---|---|---|---|---|
| Deduction for Amounts Reported under the “Stock Awards” Column of the SCT | (602,998) | (408,213) | (394,581) | (302,531) |
| Addition of Fair Value of Awards Granted During Year that Remain Unvested as of Year-End (1) | 458,337 | 574,805 | 355,365 | 338,106 |
| Addition/Deduction of Change in Fair Value from Prior Year-End to Current Year-End of Awards Granted Prior to Year that were Outstanding and Unvested as of Year-End (1) | 533,804 | 185,535 | (33,695) | 54,133 |
| Addition/Deduction of Change in Fair Value from Prior Year-End to Vesting Date of Awards Granted Prior to Year that Vested During Year (1) | 136,667 | (648) | 1,458 | (2,725) |
| Addition of Fair Value of Awards Granted and Vested During Year (1) | 147,552 | — | — | — |
| Deduction of Fair Value as of Prior Year-End for Prior Year Awards Forfeited During the Year (1) | — | — | — | (114,745) |
| Total Adjustments | 673,362 | 351,479 | (71,453) | (27,762) |
(1)
The fair value of equity component of the CAP calculation was determined in accordance with Item 402(v) of Regulation S-K.
| 29 2024 Proxy Statement | Preformed Line Products Company |
|---|
Most Important Performance Measures
The Company views the following financial performance measures as the most important to link Compensation Actually Paid to the PEO and NEOs for fiscal 2023 to Company performance:
Sales
Pre-tax income
Return on shareholders’ equity
Relationship between Compensation Actually Paid and Performance Measures
The charts below show the relationship between the Compensation Actually Paid to the PEO and the Average Compensation Actually Paid to the NEOs other than the PEO in fiscal 2021, 2022 and 2023 (collectively, “NEO Compensation Actually Paid”) to each of (1) total shareholder return (“TSR”), (2) Net Income, (3) Return on shareholders’ equity.
As discussed under “Compensation Discussion & Analysis” above, our compensation program seeks to attract, motivate and retain our NEOs while ensuring the success and growth of the Company by making a significant portion of NEOs’ total compensation variable and dependent on the Company’s financial performance. As shown in the charts below, NEO Compensation Actually Paid is generally aligned with TSR, Net Income, and Return on shareholders’ equity.
| 30 2024 Proxy Statement | Preformed Line Products Company |
|---|
| 31 2024 Proxy Statement | Preformed Line Products Company |
|---|
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.